Sindhu Trade Links Limited has received in-principle approval from both BSE Limited and the National Stock Exchange of India Limited (NSE) for a preferential allotment of equity shares and Compulsorily Convertible Preference Shares (CCPS). The approvals were granted on July 31, 2026, under Regulation 28(1) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, and were disclosed to the exchanges by the company on August 1, 2026, under Regulation 30 of the SEBI Listing Regulations.

Details of the Preferential Allotment

The in-principle approvals cover two distinct issuances on a preferential basis pursuant to a share swap arrangement. The key details of the approved allotments are summarised below:

Regulatory Approvals Received

BSE Limited issued its in-principle approvals vide reference numbers LOD/PREF/SS/FIP/592/2026-27 and LOD/PREF/SS/FIP/593/2026-27, both dated July 31, 2026. NSE issued corresponding approvals vide reference numbers NSE/LIST/55396 and NSE/LIST/55397, also dated July 31, 2026. The company has clarified that these in-principle approvals do not constitute approval for listing of the securities, and separate compliance with listing requirements will be necessary upon allotment.

Conditions Attached to the Approval

Both exchanges have stipulated that the in-principle approvals are subject to the company fulfilling the following conditions:

• Filing the listing application at the earliest from the date of allotment
• Receipt of statutory and other approvals and compliance with guidelines issued by SEBI, RBI, MCA, and other statutory authorities
• Compliance with all applicable guidelines, regulations, and directions of the exchanges as on the date of the listing application
• Compliance with SEBI (LODR) Regulations, 2015, Companies Act, 1956/2013, and other applicable laws
• Submission of documents as required by the exchanges and payment of applicable fees

Additionally, both exchanges have advised Sindhu Trade Links to strengthen internal controls to monitor trades executed by proposed allottees in the company's scrip before allotment. The company has been directed to obtain undertakings from allottees confirming they shall not engage in intra-day trading or any sale in the company's scrip until the allotment date, in compliance with Regulation 167(6) of SEBI (ICDR) Regulations, 2018.

Post-Allotment Obligations

Upon allotment of securities, Sindhu Trade Links is required to make a listing application within twenty days from the date of allotment to the recognised stock exchanges, in accordance with Schedule XIX – Para (2) of the ICDR Regulations and SEBI circular no. SEBI/HO/CFD/PoD-2/P/CIR/2023/00094 dated June 21, 2023. Non-compliance with this requirement will attract fines as specified in the said SEBI circular. Both exchanges have reserved the right to withdraw their in-principle approvals if information submitted is found to be incomplete, incorrect, misleading, or false, or if it contravenes applicable rules, bye-laws, or regulations.

Sindhu Trade Links Limited has clarified a critical term in its proposed preferential issue, confirming that holders of Compulsorily Convertible Preference Shares (CCPS) will not gain voting rights under any circumstance. The clarification addresses a statutory provision in the EGM Notice which suggested voting rights could trigger if dividends remained unpaid for two years. However, the company stated this clause is not operative because the maximum tenure of the CCPS is limited to 18 months from the date of allotment, meaning the two-year threshold can never be reached.

The disclosure was made pursuant to Regulation 30 of the SEBI Listing Regulations, following recommendations from the National Stock Exchange dated July 23, 2026. The NSE had sought additional disclosures regarding the Extraordinary General Meeting (EGM) held on June 18, 2026, where shareholders approved the preferential issue of 30,04,55,030 Equity Shares and 971,76,757 CCPS. The company submitted these clarifications to address specific observations raised by the exchanges after the in-principle approval stage.

Alongside the terms clarification, Sindhu Trade Links published updated valuation reports on its website. These reports cover the company itself, as well as Sainik Mining and Allied Services Limited and Advent Coal Resources Pte Limited. The updated valuations are part of the regulatory compliance process for the preferential issue, ensuring that the pricing of the securities aligns with current fair value assessments as required by listing norms.

Key Clarifications on CCPS Terms

The primary update concerns the voting rights associated with the CCPS. The original EGM Notice included a standard statutory clause referencing Section 47(2) of the Companies Act, 2013, which grants voting rights to preference shareholders if dividends are unpaid for two or more years. Sindhu Trade Links explicitly stated that this provision does not apply to this issue due to the short tenure of the instrument.

The company emphasized that these updates have no impact on the underlying transactions or the economic terms agreed upon with investors. The clarification serves to remove ambiguity for stakeholders regarding the governance rights attached to the preference shares during their limited lifespan.

What the Numbers Show

The structural mismatch between the CCPS tenure and the statutory voting right trigger is a deliberate design feature rather than an oversight. By limiting the tenure to 18 months, the company ensures that the equity structure remains stable without the risk of diluting control through unexpected voting rights activation. This is particularly relevant for the large quantum of 971,76,757 CCPS being issued, which represents a significant portion of the capital raise alongside the 30,04,55,030 equity shares. The updated valuation reports further reinforce the transparency of the deal, providing independent validation of the assets involved, including those of Sainik Mining and Allied Services Limited and Advent Coal Resources Pte Limited.