Nitin Spinners has announced that its Investment Committee has approved the execution of Power Supply Agreement and Share Purchase Agreement with CGE II Hybrid Energy Private Limited, marking a strategic move towards sustainable power generation for its manufacturing operations.

Investment Committee Approval

The Investment Committee of the Board of Directors has formally approved the acquisition deal during a meeting held on March 27, 2026, which commenced at 11:30 AM and concluded at 12:30 PM. This approval represents a significant step in the company's renewable energy strategy.

Investment Structure and Details

The acquisition involves purchasing 95,20,202 equity shares of face value ₹10 each in CGE II Hybrid Energy Private Limited. The target company is a subsidiary of Continuum Green Energy Limited, incorporated on December 2, 2021, specifically formed as a Special Purpose Vehicle for power generation, distribution, transmission and supply of renewable power in Rajasthan.

Target Company Profile

CGE II Hybrid Energy Private Limited operates in the power generation sector with substantial authorized share capital of ₹572.99 crores and paid-up share capital of ₹142.80 crores. The company has reported nil turnover for the financial years 2022-23, 2023-24, and 2024-25, indicating its status as a project development entity.

Strategic Objectives

The acquisition aims to enhance renewable power supply by 10 MW for Nitin Spinners' plants located at Bhanwaria Kalan, Begun, and Chittorgarh in Rajasthan. The Wind Solar Hybrid Project will qualify the company as a captive consumer under the Electricity Act and Rules, providing greater energy security and cost optimization.

Transaction Timeline and Structure

The transaction involves cash consideration to be paid through online banking systems. The deal is subject to customary conditions and is expected to complete on or before September 30, 2026. The acquisition is not classified as a related party transaction, with no promoter or group company interest in the target entity.

Nitin Spinners Limited has successfully concluded its postal ballot process with shareholders demonstrating strong support for the company's strategic financial initiatives. The scrutinizer's report, dated March 16, 2026, reveals overwhelming approval for two critical special resolutions that will enhance the company's borrowing capabilities.

Postal Ballot Process Overview

The postal ballot was conducted entirely through electronic voting, with CS Manoj Maheshwari of V. M. & Associates serving as the appointed scrutinizer. The Board of Directors appointed the scrutinizer at their meeting held on January 31, 2026, in compliance with Section 108 and 110 of the Companies Act, 2013.

Resolution Results and Voting Pattern

Both special resolutions achieved identical approval rates, demonstrating unified shareholder confidence in the company's financial strategy. The voting results show strong participation across all shareholder categories.

Resolution 1: Authorization to Borrow Money

Resolution 2: Authorization for Security Creation

Shareholder Category Analysis

The voting pattern reveals strong support across all shareholder categories, with promoters showing unanimous approval and institutional investors demonstrating high participation rates.

Compliance and Process Management

The postal ballot process adhered to all regulatory requirements under the Companies Act, 2013 and SEBI LODR Regulations, 2015. National Securities Depository Limited provided the e-voting platform, while Bigshare Services Private Limited served as the Registrar and Share Transfer Agent.

The company dispatched notices to 33,808 shareholders via email on February 11, 2026, and published advertisements in Business Standard (English) and Pratahkal (vernacular) newspapers on February 12, 2026, ensuring comprehensive shareholder communication.

Resolution Implementation

Both special resolutions are deemed passed as of March 13, 2026, the last date for e-voting. The resolutions authorize the Board of Directors to exercise enhanced borrowing powers under Section 180(1)(c) of the Companies Act, 2013, and create security on the increased borrowing capacity under Section 180(1)(a) of the same Act. These approvals provide the company with greater financial flexibility for future business operations and growth initiatives.