Nandan Denim Promoters Confirm Zero Encumbrance of Equity Shares for FY26 Under SEBI SAST Regulations

Nandan Denim Limited has received and filed a regulatory disclosure from its promoter, Brijmohan D. Chiripal, acting on behalf of the promoter and promoter group, confirming that no encumbrance of equity shares of the company was made during the financial year ended March 31, 2026. The disclosure was submitted to both BSE Limited and the National Stock Exchange of India Limited on April 3, 2026, in accordance with applicable securities regulations.

Regulatory Disclosure Under SEBI SAST Regulations

The filing has been made pursuant to Regulation 31(4) of the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011. This regulation mandates that promoters and promoter groups of listed companies annually confirm whether any encumbrance has been created on the equity shares held by them, either directly or indirectly, during the relevant financial year.

The key details of the disclosure are summarised below:

Parameter: Details Regulation: Regulation 31(4) of SEBI (SAST) Regulations, 2011 Financial Year: Ended March 31, 2026 Disclosure Date: April 3, 2026 Disclosed By: Brijmohan D. Chiripal On Behalf Of: Promoter(s) and Promoter Group of Nandan Denim Limited Encumbrance Status: No encumbrance made, directly or indirectly Place of Disclosure: Ahmedabad Filed With: BSE Limited and National Stock Exchange of India Limited

Promoter Confirmation

In the disclosure, Brijmohan D. Chiripal confirmed that the promoters, promoter group, and persons acting in concert have not made any encumbrance of equity shares of Nandan Denim Limited, either directly or indirectly, other than those already disclosed, if any, during the financial year ended March 31, 2026. The disclosure was signed and submitted from Ahmedabad.

The filing was forwarded to the stock exchanges by Rinku Patel, Company Secretary and Compliance Officer of Nandan Denim Limited, and was also marked to the members of the Audit Committee at the company's corporate office at Chiripal House, Shivaranjani Cross Road, Satellite, Ahmedabad.

Nandan Denim Limited's Board of Directors has approved the acquisition of 6.1% equity shareholding in Opera Vayu (Narmada) Private Limited, a Special Purpose Vehicle established for renewable energy generation. The decision was taken during a board meeting held on April 17, 2026, which commenced at 4:00 P.M. and concluded at 5:25 P.M. The acquisition will be executed through a Share Transfer cum Shareholders' Agreement with Opera Vayu (Narmada) Private Limited and Shivman Wind Energy Private Limited, the promoter and project implementer.

Transaction Details

The company will invest ₹4,00,20,960 to acquire 40,02,096 equity shares of face value ₹10 each, representing a 6.1% stake in the SPV. This acquisition falls under the captive power route, where Nandan Denim will act as a user member. As part of the arrangement, the company will provide an irrevocable bank guarantee of ₹1.90 Crores covering three months of power billing. The transaction is structured as a cash consideration and is not classified as a related party transaction.

Target Entity Overview

Opera Vayu (Narmada) Private Limited was incorporated on August 1, 2022, and operates in the generation and transmission of renewable energy, specifically wind and solar power. The SPV's registered office is located at Vallkeshvari P-III P.N Shreeji Plaza SN-201 Vill Jamnagar, Jamnagar, Gujarat, India. The entity has reported nil turnover for the past three financial years.

Financial Parameter Amount Authorized Capital ₹66.00 Crores Paid-up Capital ₹65.93 Crores Cost of Acquisition ₹4,00,20,960 Bank Guarantee ₹1.90 Crores Equity Shares Acquired 40,02,096 Face Value per Share ₹10

Strategic Objectives

The acquisition aligns with Nandan Denim's objective to increase renewable power sourcing and reduce power costs at its Bareja Plant. Under the group captive renewable energy power plant arrangement, the company will procure 4.3 MW of power out of the total 23.1 MW wind and 25 MW DC solar capacity. This 25-year power purchase agreement will enable the company to secure wind and solar power at competitive market rates. The acquisition is scheduled to be completed by June 30, 2026, and does not require any specific governmental or regulatory approvals.

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