Solarworld Energy Solutions has approved a strategic joint venture to establish a 2.4 GW solar photovoltaic cell manufacturing facility in Madhya Pradesh. The board sanctioned the agreement on September 7, 2026, marking a significant expansion into backward integration for high-efficiency TOPCon cell production.

The company will partner with Rays Power Infra Limited to operate Rays Green Energy Manufacturing Private Limited as a 50:50 joint venture. This move shifts the deployment of unutilised IPO proceeds from a previously planned subsidiary project to this larger, shared infrastructure model aimed at securing long-term supply chains and reducing third-party supplier dependence.

Financial Commitment Structure

The total financial commitment under the agreements amounts to ₹520 crore. This comprises an equity subscription of up to ₹100 crore by Solarworld Energy Solutions and a separate loan facility of up to ₹320 crore extended to the joint venture entity for project funding.

The initial equity subscription involves acquiring 12,600 shares of Rays Green, representing half of the paid-up capital. The remaining equity stake is held by Rays Power Infra. Governance rights include nominee director appointments and affirmative voting on reserved matters such as capital alterations and material asset disposals.

Variation in IPO Proceeds Utilisation

The board also approved a variation in the objects stated in the September 2025 prospectus. Originally, ₹4,200 million of fresh issue proceeds were earmarked for part-financing a 1.2 GW facility via subsidiary Kartik Solarworld Private Limited. As of June 30, 2026, this amount remained entirely unutilised.

These funds will now redirect towards the new 2.4 GW project located at Mohasa, Narmadapuram District. The revised plan targets commercial production by June 2027. The new facility benefits from established trunk infrastructure and subsidised electricity tariffs of approximately ₹4.30 per unit, enhancing operational cost efficiency compared to the earlier standalone proposal.

Regulatory Approvals and Shareholder Action

The company published a Form PAS-1 advertisement on September 9, 2026, in Financial Express and Jansatta, notifying shareholders of the proposed variation. A special resolution to approve the alteration of prospectus objects is scheduled for the 13th Annual General Meeting on September 30, 2026. No directors voted against the proposal.

What the Numbers Show

The shift from a 1.2 GW subsidiary-led project to a 2.4 GW joint venture doubles the planned manufacturing capacity while maintaining the same level of direct equity exposure from IPO proceeds (₹4,200 million). By leveraging partner capital through Rays Power Infra, Solarworld Energy Solutions aims to achieve economies of scale without increasing its initial cash outlay from public offerings. The estimated project cost of ₹1,000 crore for the new facility translates to approximately ₹417 crore per GW, indicating improved capital efficiency relative to the previous Pandhurana Project estimate of ₹480 crore per GW.

Solarworld Energy Solutions has scheduled its 13th Annual General Meeting for September 30, 2026. The meeting will be conducted through video conferencing or other audio-visual means.

The company published the notice in Financial Express and Jansatta on September 8, 2026. This disclosure complies with the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015. It also aligns with General Circular No. 03/2025 issued by the Ministry of Corporate Affairs on September 22, 2025.

Key Agenda Items

The AGM notice outlines several critical resolutions for shareholder approval, including significant changes to capital structure and project deployment.

Borrowing and Investment Limits

Shareholders are asked to approve a substantial increase in the company’s financial flexibility. The Board seeks approval to enhance borrowing limits under Section 180(1)(c) of the Companies Act, 2013, from ₹1,000 crore to ₹5,000 crore.

Concurrently, the company is seeking approval to create charges on assets to secure these borrowings under Section 180(1)(a). Additionally, limits for making investments, extending loans, and providing guarantees under Section 186 of the Companies Act, 2013, are proposed to be enhanced from ₹1,000 crore to ₹5,000 crore over and above statutory limits.

Shift in IPO Proceeds Deployment

A major special resolution involves varying the objects of the initial public offering prospectus dated September 25, 2025. Originally, proceeds were earmarked for a 1.2 GW solar PV TopCon Cell manufacturing facility in Pandhurana, Madhya Pradesh (the "Pandhurana Project").

The company now proposes to utilize the unutilized IPO proceeds of ₹4,200 million for a new joint venture with Rays Power Infra Limited. The new entity, Rays Green Energy Manufacturing Private Limited, will establish a 2.4 GW Solar PV n-type TOPCon G12R cell manufacturing plant in Narmadapuram, Madhya Pradesh.

The new project is estimated at approximately ₹10,000 crore. The company will contribute ₹4,200 million from unutilized IPO proceeds (equity of ₹1,000 million and loan of ₹3,200 million). Rays Power Infra Limited will fund ₹1,000 million, while Bhadani Financers Private Limited and Bank of Maharashtra have sanctioned facilities of ₹2,300 million and ₹2,500 million respectively for the balance.

Director Re-appointment and Cost Audit

Mr. Mangal Chand Teltia, Non-Executive Non-Independent Director, retires by rotation and offers himself for re-appointment. The Board also seeks ratification of remuneration for Cost Auditors M/s MM & Associates for FY26-27, set at ₹65,000 plus applicable taxes.

Meeting Details

Shareholders can access the AGM notice and the annual report for FY25-26 electronically. The documents will be emailed to members who registered their email addresses by September 4, 2026. The materials are also available on the company website and stock exchange portals.

E-Voting Process

Remote e-voting will open on September 27, 2026, at 9:00 am. The voting window closes on September 29, 2026, at 5:00 pm. Members holding shares as of the cut-off date, September 23, 2026, are eligible to vote.

Physical shareholders must register their email addresses with the company or its registrar, Alankit Assignments Limited, to participate. Demat holders should update details with their depository participants.