Switching Technologies Gunther Limited (STGL) has executed a business transfer agreement with Canolli Manufacturing Private Limited on December 11, 2025, following shareholder approval obtained during an Extraordinary General Meeting held on November 6, 2025. The company informed BSE Limited about the agreement execution through a regulatory filing dated December 12, 2025.

Agreement Execution and Regulatory Compliance

The business transfer agreement (BTA) was executed in accordance with the resolutions approved by shareholders during the EGM. The company has fulfilled all regulatory disclosure requirements under Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, and relevant SEBI circulars.

Original EGM Resolutions

During the November 6, 2025 EGM, shareholders approved two critical resolutions that enabled this transaction:

1. Special Resolution: Approved under Section 180(1)(a) of the Companies Act, 2013, authorizing the slump sale of STGL's business undertaking
2. Ordinary Resolution: Passed under Section 188(1)(b) of the Companies Act, 2013, approving the material related party transaction

Transaction Scope and Structure

The comprehensive business transfer encompasses all operational aspects of the company:

Management and Authorization

The transaction execution was overseen by key management personnel as authorized during the EGM:

• Mr. Chidambaram Chandrachudan: Managing Director
• Mr. Subramaniam Ramesh: Company Secretary and Compliance Officer (Membership No. A10646)

These officials were granted authority to negotiate, finalize, and execute all necessary agreements and handle regulatory compliance requirements.

Corporate Communication

The company has maintained transparent communication with stakeholders throughout the process. The December 12, 2025 filing to BSE Limited confirms completion of the business transfer agreement execution and requests the exchange to disseminate the information on its website for public access.

This strategic transaction represents the completion of a significant corporate restructuring initiative that began with board approval in September 2025 and culminated with the formal agreement execution in December 2025.

Switching Technologies Gunther Limited has reported a significant change in its shareholding structure, as disclosed in a recent filing with the BSE Limited. The company's promoter, Guenther America Inc., has transferred a substantial portion of its equity stake in the firm.

Key Details of the Share Transfer

Transaction Breakdown

The share transfer was executed in multiple tranches over a period of six days:

Regulatory Compliance

The company has adhered to regulatory requirements by promptly disclosing this insider trading activity. Switching Technologies Gunther Limited, through its Company Secretary and Compliance Officer, Subramaniam Ramesh, submitted the necessary documentation to BSE Limited in compliance with the Securities and Exchange Board of India (SEBI) Prohibition of Insider Trading Regulations.

About Switching Technologies Gunther Limited

Switching Technologies Gunther Limited operates from its registered office located in the Special Economic Zone (MEPZ). The company's shares are traded on the BSE with the ISIN code INE311D01017.

This share transfer represents a significant reduction in Guenther America Inc.'s stake in Switching Technologies Gunther Limited, potentially impacting the company's ownership structure and investor relations.