Reflex Renewables & Infrastructure Limited has moved to consolidate its promoter holding structure by approving the re-classification of one of its promoters to the public category. The Board of Directors, in a meeting held on August 20, 2026, accepted the request from Avyan Pashupathy Capital Advisors Private Limited (APCAPL) to change its status under Regulation 31A of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

The re-classification follows an inter-se transfer of equity shares completed on August 14, 2026. APCAPL transferred its entire stake of 13,91,869 equity shares, representing 30.94% of the paid-up equity share capital, to Reflex Holding Private Limited, another promoter entity. Consequently, APCAPL now holds nil equity shares in the company.

Regulatory Compliance and Shareholder Exemption

The Board determined that the re-classification request complies with clause (b) of sub-regulation (3) of the SEBI LODR Regulations. A key procedural aspect of this move is the exemption from obtaining shareholder approval via ordinary resolution. This exemption applies because APCAPL, along with persons related to it, holds 0% of the total voting rights in the company following the disposal of its entire shareholding.

The company confirmed that it remains compliant with the minimum public shareholding requirement under Regulation 38 of the Listing Regulations both before and after the proposed re-classification. Post-re-classification, APCAPL will be required to comply with conditions specified under Regulation 31A(4)(a) and (b).

Next Steps

The Board has authorized the Company Secretary & Compliance Officer, Vinay Aggarwal, to submit an application to BSE Limited seeking no-objection for the proposed change. The re-classification is subject solely to this regulatory clearance.

Shareholding Pattern Impact

The following table outlines the promoter and promoter group shareholding before and after the proposed re-classification:

What the Numbers Show

The consolidation of the 30.94% stake from Avyan Pashupathy Capital Advisors into Reflex Holding Private Limited simplifies the promoter group structure without altering the total promoter holding percentage, which remains at 74.87%. This internal transfer suggests a strategic alignment of ownership within the promoter circle rather than a dilution of control or a change in overall promoter commitment to the listed entity.

Refex Renewables & Infrastructure Limited (RRIL) has formally concluded its prolonged legal disputes with Silres Energy Solutions Private Limited (SILRES), with the National Company Law Tribunal (NCLT), Chennai Bench, disposing of all related petitions on August 17, 2026. The tribunal’s order, received by the company on August 19, 2026, marks the final closure of the Corporate Insolvency Resolution Process (CIRP) against its step-down subsidiary Sherisha Solar LLP (SS-LLP) and an oppression and mismanagement petition filed by RRIL.

The resolution follows definitive agreements executed on August 14, 2026, pursuant to a Binding Memorandum of Understanding (MOU) approved by RRIL’s Board on August 7, 2026. Under the settlement, SS-LLP paid ₹16,51,26,975 as a full and final settlement against an outstanding loan liability of ₹33,39,39,339. In return, SILRES withdrew its Section 7 IBC petition before the NCLT. Additionally, SS-LLP withdrew its counter-application under Section 65 of the IBC, and RRIL withdrew its petition under Sections 241 and 242 of the Companies Act, 2013.

Key Settlement Components

The agreement involved multiple corporate actions to restructure relationships between the entities. These actions were completed upon execution of the definitive agreements.

Corporate Restructuring Actions

As part of the broader framework, RRIL transferred its wholly-owned subsidiary, Ishaan Solar Power Private Limited, to SILRES for ₹3,92,58,420. This transaction included the entire share capital of SEI Tejas Private Limited. Effective August 14, 2026, these entities ceased to be subsidiaries of RRIL. The divestment was driven by misalignment with RRIL’s core segments and lack of revenue generation. SEI Tejas had fully eroded net worth as at March 31, 2025, leading to liquidation-basis financial results and qualified audit reports since FY19.

RRIL also transferred its 0.064% equity shareholding in SILRES to Avyan Pashupathy Capital Advisors Private Limited for ₹10,00,000 and assigned all rights to the "SUNEDISON" trademarks to SILRES for ₹1,00,00,000. These trademarks had not been used since RRIL changed its name from SunEdison Infrastructure Limited on October 25, 2022.

What the Numbers Show

The settlement resolves the insolvency threat at approximately 49% of the total loan liability of ₹33,39,39,339. By paying ₹16,51,26,975, RRIL prioritizes immediate liquidity preservation over pursuing full recovery through protracted litigation. The inclusion of non-cash considerations, such as the transfer of Ishaan Solar and unused trademarks, facilitates a clean separation of business interests, reducing future legal entanglements and clarifying ownership structures within the group.