Key Quantitative Figures

  • SS-LLP paid ₹16,51,26,975 as full and final settlement against loan liability of ₹33,39,39,339
  • Transfer of Ishaan Solar to SILRES for consideration of ₹3,92,58,420
  • Transfer of 100,000 equity shares (0.064%) in SILRES to Avyan Pashupathy Capital Advisors for ₹10,00,000
  • Assignment of SUNEDISON trademarks to SILRES for ₹1,00,00,000

Dates of Action

  • Binding MOU entered into: August 07, 2026
  • Definitive agreements executed: August 14, 2026
  • Subsidiary transfers effective: August 14, 2026
  • Expected completion of Ishaan Solar sale (from May 2025 disclosure): June 30, 2025

Parties Involved

  • Refex Renewables & Infrastructure Limited (Company)
  • Sherisha Solar LLP (SS-LLP) - strategically important step-down wholly-owned subsidiary
  • SILRES Energy Solutions Private Limited (SILRES) - counterparty
  • Ishaan Solar Power Private Limited - wholly-owned subsidiary being transferred
  • SEI Tejas Private Limited - wholly-owned subsidiary of Ishaan Solar
  • Avyan Pashupathy Capital Advisors Private Limited - purchaser of SILRES shares
  • National Company Law Tribunal, Chennai Bench (NCLT) - adjudicating authority

Legal Proceedings Settled

1. Section 7 Insolvency petition filed by SILRES against SS-LLP - to be withdrawn

2. Section 65 application filed by SS-LLP against SILRES - to be withdrawn

3. Sections 241 & 242 petition filed by Company against SILRES - to be withdrawn

Subsidiary Details (from May 21, 2025 disclosure)

Ishaan Solar Power Private Limited:

  • Turnover (FY25): ₹1,30,64,170 (2% of consolidated)
  • Net worth (FY25): ₹3,87,69,059 (8% of consolidated)
  • Fair value per share: ₹212.21 as per independent valuation

SEI Tejas Private Limited:

  • Turnover (FY25): ₹52,60,110 (1% of consolidated)
  • Net worth (FY25): (₹19,19,71,949) negative (41% of consolidated)
  • Financial results prepared on liquidation basis
  • Net worth fully eroded as of March 31, 2025

Rationale for Actions

  • Business activities of Ishaan Solar and SEI Tejas not in sync with company's business segment
  • Subsidiaries not generating considerable revenue
  • Settlement resolves ongoing disputes and litigation
  • Internal restructuring aligns with company's strategic direction

Financial Impact

  • Settlement results in significant liability reduction of approximately ₹16.88 crore
  • Cash inflow of ₹4.93 crore from asset sales (subsidiary, shares, trademark)
  • No material impact on consolidated financials from hiving-off of subsidiaries

Additional Corporate Action

Board approved withdrawal/cancellation of Rights Issue of ₹160 Crore approved on May 22, 2024 due to current capital market scenario, global economic instability, and recent amendments in rights issue framework.

#Tags: #RefexRenewables #SEBIDisclosure #RegulatoryCompliance #NCLTSettlement #CorporateRestructuring #Neutral