Taneja Aerospace & Aviation Limited has executed a Master Restructuring and Transfer Agreement to acquire a controlling stake in the Special Economic Zone (SEZ) Division of Zenith Precision Private Limited. Announced on July 27, 2026, the transaction allows the company to integrate specific operational assets and contracts from Zenith while divesting its broader equity interest in the entity. This strategic move enables Taneja Aerospace to focus on high-value aerospace manufacturing capabilities housed within the SEZ unit, potentially streamlining operations and enhancing vertical integration.

The agreement was filed pursuant to Regulation 30 read with Schedule III of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. Under the terms of the deal, Taneja Aerospace will transfer its current equity investment in Zenith Precision Private Limited to the promoters of Zenith. Simultaneously, the company or its designated entity will acquire the SEZ Division as a going concern. This structure ensures that Taneja Aerospace retains control over key manufacturing assets while exiting its minority shareholder position in the wider Zenith group.

Transaction Structure

The restructuring involves two primary components designed to isolate the SEZ operations for acquisition:

The acquisition of the SEZ Division includes identified assets, liabilities, employees, contracts, and leasehold rights. By treating the division as a going concern, Taneja Aerospace aims to maintain business continuity without disrupting ongoing production schedules or contractual obligations.

Regulatory Approvals and Conditions

The completion of the transaction is subject to the fulfillment of various conditions precedent. These include obtaining necessary corporate approvals, statutory clearances, regulatory permissions, and contractual consents. Taneja Aerospace has indicated that it will make further disclosures upon the fulfillment of these conditions and the occurrence of any material developments, in compliance with SEBI listing regulations.

Ashwini Navare, Company Secretary at Taneja Aerospace and Aviation Limited, signed the disclosure letter dated July 27, 2026. The company emphasized that no final consideration amount was disclosed in this initial filing, with further financial details expected once the conditions precedent are met and the transaction moves closer to closure.

Taneja Aerospace & Aviation Limited has scheduled its 37th Annual General Meeting for Tuesday, August 04, 2026, at 12:00 P.M. IST through Video Conferencing and Other Audio-Visual Means. The meeting will transact ordinary business, including the adoption of audited standalone and consolidated financial statements for the financial year ended March 31, 2026, and the re-appointment of Mr. Muralidhar Chitteti Reddy as a Non-Executive Director liable to retire by rotation.

Special Business and Director Re-appointment

The special business includes the re-appointment of Mr. Rakesh Duda as Managing Director for a period commencing from May 16, 2026, to June 30, 2027. Mr. Duda, who has attained the age of 72 years, holds a Bachelor of Technology (Electrical) degree from IIT (BHU) and possesses over four decades of experience in Strategy, Business Development, and General Management. His consolidated monthly remuneration has been fixed at ₹6,68,750, along with perquisites such as a company-maintained car, mobile phone, and gratuity. The Board recommends the resolution for approval as a Special Resolution.

E-Voting and Participation Details

National Securities Depository Limited (NSDL) has been appointed as the authorized agency for facilitating remote e-voting. The remote e-voting period runs from Friday, July 31, 2026, to Monday, August 3, 2026, at 05:00 PM. The cut-off date for determining eligible members is Wednesday, July 29, 2026. Members can join the virtual meeting 30 minutes before the scheduled time, with participation available on a 'first come first serve' basis for up to 1,000 members, excluding large shareholders and promoters.

Director Profiles

The company has disclosed the profiles of the directors seeking re-appointment. Mr. Rakesh Duda (DIN: 05234273) holds 500 equity shares and attended 4 board meetings during FY 2025-26. Mr. Muralidhar Chitteti Reddy (DIN: 01621083), aged 69 years, holds 200 equity shares and also attended 4 board meetings. He is a BE (Mechanical) and MBA (IIM Ahmedabad) with over 37 years of experience in industries including steel, cement, and defence electronics.