Indus Infra Trust Completes Acquisition of Three Highway Companies from GR Infraprojects Limited

Indus Infra Trust has successfully completed a significant acquisition of highway infrastructure assets, marking a strategic expansion of its portfolio. The Trust announced the completion of its acquisition of three highway companies from GR Infraprojects Limited on March 25, 2026.

Acquisition Details

The transaction involved the complete acquisition of 100% equity shares in three highway infrastructure companies, collectively known as ROFO Assets. The acquisition represents a substantial addition to the Trust's existing highway infrastructure portfolio.

Parameter: Details Acquisition Date: March 25, 2026 Seller: GR Infraprojects Limited Equity Stake Acquired: 100% Asset Classification: ROFO Assets

Acquired Companies

The acquisition encompasses three specialized highway infrastructure companies, each focusing on different regional highway projects across India.

Company: Full Name Abbreviation Company 1: GR Ena Kim Expressway Private Limited GEKEPL Company 2: GR Ujjain Badnawar Highway Private Limited GUBHPL Company 3: GR Bilaspur Urga Highway Private Limited GBUHPL

Corporate Structure and Management

The Trust operates through its Investment Manager, GR Highways Investment Manager Private Limited, which facilitated this acquisition. The transaction was formally communicated to stock exchanges through proper regulatory channels, demonstrating the Trust's commitment to transparency and compliance.

Regulatory Compliance

The Trust has fulfilled all necessary regulatory requirements for this acquisition. The transaction details have been formally communicated to both BSE Limited and National Stock Exchange of India Limited, ensuring full compliance with listing requirements. Additionally, the information has been made available on the Trust's official website for investor access and transparency.

This acquisition strengthens Indus Infra Trust's position in the highway infrastructure sector and expands its asset base through the addition of three operational highway companies with established regional presence.

Indus Infra Trust successfully concluded its postal ballot process on 6th March 2026, with unitholders demonstrating strong support for the trust's strategic initiatives. The scrutinizer's report confirmed that both resolutions presented to unitholders achieved the requisite majority and were deemed passed on 5th March 2026.

Postal Ballot Process Overview

The postal ballot notice was issued on 10th February 2026, initiating a comprehensive voting process for unitholders. The remote e-voting facility, provided by KFin Technologies Limited, commenced on 12th February 2026 at 9:00 AM and concluded on 5th March 2026 at 5:00 PM. Unitholders holding units as of the cut-off date of 6th February 2026 were eligible to participate in the voting process.

Preksha Dawet & Associates, appointed as scrutinizer, oversaw the entire process in compliance with Regulation 22 of the SEBI Infrastructure Investment Trusts Regulations, 2014.

Resolution Results

Both resolutions presented to unitholders received overwhelming approval, demonstrating strong confidence in the trust's strategic direction.

Resolution 1: Asset Acquisition Approval

Parameter Details Resolution Type Simple Majority Total Units Outstanding 44,29,38,605 Votes Polled 10,78,62,028 Votes in Favour 10,78,41,617 Votes Against 20,411 Approval Percentage 99.98%

The first resolution sought approval for acquiring assets from G R Infraprojects Limited, a related party of the trust. Public institutional holders showed strong support with 10,75,71,578 votes in favour, representing 100% of their polled votes. Public non-institutional holders contributed 2,70,039 votes in favour out of 2,90,450 total votes polled from this category.

Resolution 2: Borrowings Limit Increase

Parameter Details Resolution Type Special Majority Total Units Outstanding 44,29,38,605 Votes Polled 36,72,50,733 Votes in Favour 36,72,30,312 Votes Against 20,421 Approval Percentage 99.99%

The second resolution, requiring special majority approval under Regulation 22(5A) of SEBI InvIT Regulations, sought to increase the aggregate consolidated borrowings limit of the trust. This resolution received even broader participation, with sponsor group entities casting 25,93,88,705 votes entirely in favour.

Voting Participation Analysis

The voting pattern revealed strong institutional confidence in the trust's strategic initiatives. Public institutional holders demonstrated 93.02% participation rate in the first resolution and maintained their full support in the second resolution. The sponsor group's complete participation in the borrowings limit resolution underscores their commitment to the trust's growth strategy.

Notably, related parties and their associates were excluded from voting on the asset acquisition resolution as per SEBI InvIT Regulations, ensuring transparent decision-making process.

Regulatory Compliance

The entire postal ballot process adhered to SEBI InvIT Regulations and the SEBI Master Circular dated 11th July 2025. The scrutinizer maintained electronic registers recording all voting details and confirmed that both resolutions met their respective majority requirements. The trust's investment manager, GR Highways Investment Manager Private Limited, facilitated the process through proper regulatory channels.

With both resolutions now approved, Indus Infra Trust can proceed with the asset acquisition from G R Infraprojects Limited and implement the increased borrowings limit to support its operational and growth requirements.

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