Sindhu Trade Links Ltd

Meeting Details

• Board meeting on 13 August 2026 at 04:00 P.M., hybrid mode at Signature Tower, Gurugram.

Key Agenda Items

• Approve standalone and consolidated unaudited results and Statement of Assets & Liabilities for quarter ended 30 June 2026.
• Take on record the Limited Review Report on the unaudited results.

Other Notes

• Hybrid meeting venue at Signature Tower, Sector-30, Gurugram.

EGM updates and CCPS clarifications

• Updated valuation reports for Sindhu Trade Links, Sainik Mining, Advent Coal Resources available on company website.
• CCPS voting rights clarification: maximum tenure 18 months from allotment; unpaid dividends after two years not operative.
• Clause update has no impact on transactions; disclosures circulated to members and stakeholders.
• EGM held on 18 June 2026; in-principle approvals for preferential issue discussed.
• In-principle approvals sought for preferential issue of 30,04,55,030 equity shares and 971,76,757 CCPS.

Dematerialisation processing and listing status

• Security certificates received for dematerialisation were mutilated and cancelled after verification.
• Depository name substituted as registered owner within 15 days.
• Securities dematerialised during the quarter were confirmed to depositories (accepted/rejected).
• Securities have been listed on the exchanges where earlier issues are listed.

Sindhu Trade Links Ltd — Trading Window Closed from 1 July 2026 until 48 hours after the Financial Results for the year ending 30 June 2026 are submitted to the stock exchanges; trading window will reopen 48 hours after declaration.

EGM notice

• Extra-Ordinary General Meeting scheduled for 18 June 2026 at 3:00 PM.
• Meeting to be held through video conferencing or other audio-visual means.

Capital and related party approvals

• Members to approve increase in authorised share capital to ₹196 crore.
• Memorandum Clause V to be altered for equity and preference share capital.
• Members to approve material related party transactions for Advent Coal and Sainik Mining acquisitions.

Advent Coal acquisition

• Special resolution seeks acquisition of 78.26% of Advent Coal Resources Pte. Ltd.
• Consideration is ₹697.056 crore through issue of 30,04,55,030 equity shares.
• Equity shares to be issued at ₹23.20 each, including ₹22.20 premium.
• Shares will rank pari passu with existing equity shares.
• No change in control was stated for the transaction.
• ACER Credit Rating Private Limited appointed as monitoring agency.

Sainik Mining acquisition

• Special resolution seeks acquisition of 50.1% of Sainik Mining and Allied Services Limited.
• Consideration is ₹225.45 crore through issue of 9,71,76,757 CCPS.
• CCPS issue price is ₹23.20 each, including ₹22.20 premium.
• CCPS convertible into equity shares at 1:1 within 18 months.
• Converted shares will rank pari passu with existing equity shares.
• No change in control was stated for the transaction.
• ACER Credit Rating Private Limited appointed as monitoring agency.

Pricing and lock-in

• Issue price based on NSE trading data and independent valuation report.
• Valuation report dated 19 May 2026 obtained from Rajan Sahdev.
• Preferential allotments subject to SEBI ICDR lock-in requirements.
• Company stated promoter holding will be reduced before CCPS conversion to meet MPS norms.

Target

• Advent Coal Resources Pte. Ltd., Singapore; coal resources and infrastructure business.
• Incorporated on 10 November 2011; presence in Singapore and underlying assets in Indonesia.
• Holds nine subsidiaries, including PT Bumi Berkat Jaya and PT Techno Orbit Persada.

Transaction

• Sindhu Trade Links approved acquisition of up to 78.26% equity in the target.
• 67% stake, or 11,300 shares, from Indo Pacific Partners Trust is a related party transaction.
• Promoter Dev Sindhu is a beneficiary; Audit Committee approved the transaction.
• Consideration is a share swap through preferential allotment of Sindhu Trade Links shares.
• Acquisition price was not decided and will be determined in the next board meeting.

Purpose

• Acquire overseas coal and infrastructure assets held by the target and its subsidiaries.
• Target turnover history was nil; size/turnover disclosed as Rs. 0.00.

Approvals and timing

• Requires shareholder approval, stock exchange in-principle approval, and FEMA/RBI-related filings.
• Indicative completion date is 15 July 2026.

Board approval

• Approved acquisition of up to 78.26% of Advent Coal Resources Pte. Ltd., Singapore.
• Transaction will be executed through share swap, not cash consideration.

Related party

• Acquisition of 53.67% from Indo Pacific Partners Trust is a material related party transaction.
• Audit Committee gave prior unanimous approval; promoter Dev Sindhu is a beneficiary.

Target company

• Advent Coal Resources Pte. Ltd. is incorporated in Singapore with assets in Indonesia.
• It operates in coal resources and infrastructure and has nine subsidiaries.

Approvals and timing

• Shareholder approval, stock exchange in-principle approval, and FEMA/RBI-related filings are required.
• Indicative completion date for the acquisition is 15 July 2026.

Consideration and structure

• Equity shares of the company will be issued on a preferential basis to sellers.
• Acquisition price will be decided in the next board meeting.

Meeting Details

• Board meeting scheduled for Friday, 24 April 2026 at 4:00 P.M.
• Meeting to be held at the company's Corporate Office.

Key Agenda Items

• Consider related party transaction for acquisition of controlling interest in Advent Coal Resources Pte. Ltd., Singapore.
• Consider preferential allotment of company shares for the acquisition, subject to approvals.
• Approve proposed material related party transaction and connected matters.
• Approve draft notice and enabling resolutions for the proposed transaction.

Other Notes

• Trading window closes on 22 April 2026 and remains closed until 48 hours after outcome disclosure.