Adani Ports & SEZ has announced an Extraordinary General Meeting (EGM) scheduled for February 2, 2026, to seek shareholder approval for significant related party transactions involving its wholly-owned subsidiaries.

Meeting Details and Voting Process

The EGM will be conducted on Monday, February 2, 2026 at 11:00 a.m. through Video Conferencing/Other Audio Visual Means, as per regulatory guidelines. The company has provided electronic voting facilities for shareholders, with remote e-voting commencing on Thursday, January 29, 2026 at 9:00 a.m. and concluding on Sunday, February 1, 2026 at 5:00 p.m.

First Agenda Item: Abbot Point Port Holdings Transactions

The first resolution seeks approval for material related party transactions by Abbot Point Port Holdings Pte. Ltd. (APPH), involving the settlement of non-core assets and liabilities worth approximately USD 2.54 billion. These transactions are part of the strategic plan to simplify APPH's balance sheet following its acquisition by the company in December 2025.

The non-core items include significant payables and receivables with various related parties:

APPH currently owns and operates the North Queensland Export Terminal (NQXT), a natural deep-water, multi-user export terminal with a nameplate capacity of 50.00 million tonnes per annum. The proposed settlement arrangement will enable efficient cash management while eliminating non-core items without adverse commercial impact.

Second Agenda Item: Vizhinjam Port Phase 2 Development

The second resolution concerns Adani Vizhinjam Port Private Limited's (AVPPL) proposed USD 1.753 billion EPC contract with Adani Infra (India) Limited (AIIL) for Phase 2 development of Vizhinjam Port. This expansion will increase the port's capacity from 1.60 million TEU to 5.70 million TEU, positioning it as the largest transshipment port in the Indian subcontinent.

Phase 2 Development Scope

The comprehensive development plan includes:

• Berth Expansion: Construction of 1,200.00 meter berth with associated utilities
• Dredging & Reclamation: Approximately 7.60 million cubic meters of dredging and 55.00 hectares of land reclamation
• Advanced Equipment: 21.00 automated STS cranes, 45.00 CRMG cranes, and 150.00 Automated Transport Vehicles
• Infrastructure: Port Administration Building, Electrical Substation, rail yard facilities, and backup yard with 10,900.00 TGS
• Breakwater: Additional 920.00 meter breakwater construction in 21.00 meter depths

Project Timeline and Investment

The project construction is estimated to take three years, with testing and readiness continuing for an additional 10.00 months. Payments are projected to continue until FY 2030, with the following estimated annual breakdown:

Strategic Rationale and Approvals

Vizhinjam Port's strategic location, just 10.00 nautical miles from key global trade lanes off the East-West shipping corridor, positions it as India's first greenfield deep-water transshipment port. The Phase 1 completion in December 2024 demonstrated world-class operational capability with fully automated systems and integration into major global shipping routes.

Both transactions have received approval from the Audit Committee, comprising 100.00% Independent Directors, and carry Board recommendations. The Audit Committee reviewed detailed information as required under SEBI regulations, including certificates from the Whole Time Director & CEO and CFO.

Regulatory Compliance and Materiality

The proposed transactions exceed materiality thresholds under SEBI Listing Regulations, requiring shareholder approval through ordinary resolutions. The APPH transactions represent approximately 134.33% of the company's annual consolidated turnover, while the Vizhinjam contract constitutes 50.72% of consolidated turnover for the immediately preceding financial year.

CS Chirag Shah, Partner at Chirag Shah & Associates, has been appointed as Scrutinizer for conducting the remote e-voting process and e-voting during the meeting. The company has made detailed voting instructions available for shareholders holding securities in both demat and physical modes through various depository participants and the InstaVote platform.

Shares of Adani Ports and Special Economic Zone are likely to be in focus after the company reported robust operational performance in December 2025, with total cargo handling reaching 41.90 million metric tonnes (MMT), representing a solid 9% year-over-year growth. The company's latest business update reveals strong performance driven by exceptional container segment growth, reinforcing its position as a leading port operator in India's maritime logistics sector.

December 2025 Operational Highlights

The port operator achieved significant operational milestones during December 2025, with growth primarily driven by containers, which recorded an impressive 18% year-over-year increase during the month. The performance showcases the company's ability to capitalize on India's growing trade volumes and container traffic.

Year-to-Date Performance Demonstrates Consistent Growth

For the year-to-date period ending December 2025, the company handled a cumulative 367.30 MMT of cargo, marking an 11% rise over the corresponding period last year. The container segment continued to be the primary growth driver, contributing significantly with a robust 21% year-over-year expansion, demonstrating sustained operational excellence across the portfolio.

Logistics Operations Show Mixed Results

On the logistics front, rail volumes in December 2025 stood at 59,037 TEUs, remaining unchanged compared with the previous year, while GPWIS volumes declined 7% year-over-year to 1.80 MMT. However, the year-to-date rail logistics performance showed positive momentum with 528,872 TEUs, reflecting an 11% year-over-year growth, while GPWIS volumes remained flat at 16.10 MMT for the period.

Strong Stock Performance and Market Focus

Shares of Adani Ports and Special Economic Zone are expected to be in focus following the positive operational update. Over the past one year, the stock has delivered a strong gain of 24.46%, reflecting sustained investor interest and significantly outperforming broader market indices.

The stock closed in the green on Monday, up by a marginal 0.23% at ₹1,492.60 on the BSE. While the stock has shown some near-term pressure with a 1.09% decline over the last month, the overall performance trajectory remains positive with healthy returns across longer time frames, supported by the company's consistent operational growth and strong market position in India's port infrastructure sector.