Zodiac Energy Ltd

Zodiac Energy Ltd — Trading Window closed from October 01, 2026 until 48 hours after the unaudited results for the quarter ended September 30, 2026

AGM Details

• Date and time: 23 September 2026 at 11:30 AM IST
• Mode: Video Conference / Other Audio Visual Means
• Record date: 16 September 2026

Resolutions Put to Vote

• Resolution 1 (Ordinary): Adopt standalone financial statements for year ended 31 March 2026
• Resolution 2 (Ordinary): Adopt audited consolidated financial statements for year ended 31 March 2026
• Resolution 3 (Ordinary): Declare final dividend of Rs 0.75 per equity share
• Resolution 4 (Ordinary): Re-appoint Parul Kunjbihari Shah as Whole Time Director
• Resolution 5 (Special): Alter Articles of Association to remove the common seal

Voting Results

• Resolutions 1-4 passed; Resolution 5 passed as Special resolution
• Overall, high in-favour with negligible or no against votes

Dividend, Directors & Auditors

• Final dividend declared: Rs 0.75 per equity share
• Director Parul Kunjbihari Shah re-appointment as Whole Time Director
• Auditors’ report considered with financial statements; no auditor change disclosed

AGM Details

• AGM held on Sep 23, 2026 at 11:30 IST via VC/OAVM; concluded 11:53 IST.

Key Resolutions

• Ordinary: Adopt standalone financial statements for year ended March 31, 2026.
• Ordinary: Adopt consolidated financial statements for year ended March 31, 2026.
• Ordinary: Declare final dividend of Rs 0.75 per equity share.
• Ordinary: Re-appoint Parul Kunjbihari Shah as Whole Time Director (retiring by rotation).
• Special: Alter Articles of Association to remove the common seal.

Voting Status

• Voting results to be declared after Scrutinizer report within 2 working days.
• Results to be posted on the company website and stock exchanges.

Director Changes

• Parul Shah to be re-appointed as Whole Time Director; retires by rotation.

Target overview

• Zenwatt Clean Energy Private Limited, incorporated 07-Jul-2023 in India, operates in Battery Energy Storage Systems.
• Turnover FY2025-26: Rs 5.13 lakh.

Transaction details

• Acquired 63.5% equity stake; 6,35,000 shares at Rs 18 each.
• Total consideration Rs 1.143 crore.
• Cash consideration.

Strategic rationale

• Expand Zodiac's renewable energy portfolio; strengthen operations; aligns with core business.

Related party & governance

• Promoter group has interest; acquisition at arm's length.

Regulatory & completion

• Regulatory approvals: none required.
• Completion: 21 September 2026; Zenwatt becomes subsidiary.

Background details

• Incorporated 07-Jul-2023; operates in BESS; turnover 2023-24 Nil, 2024-25 Nil, 2025-26 Rs 5.13 lakh.

Order details

• Awarding entities: four domestic entities registered in Gujarat; names redacted.
• Capacities: two plants totaling 9,640 kWp DC (4,235 kWp and 5,405 kWp).
• Aggregate size: 24,760 kWp DC across all four orders.
• Execution period: six months from receipt of advance, documents, and PO.
• Terms: grid-interactive solar plants under open access arrangements.
• Promoter group interest: yes; related-party transactions on arm's-length basis.
• Material impact: expected revenue contribution during the project execution period.

Gift of promoter shares to family

• Pre-transaction promoter holding by seller: 640,223 shares (4.23%).
• Gift of 6,40,233 shares to Son (6,25,233) and Daughter-in-Law (15,000) on Sept 15, 2026.
• Mode: Off-market inter-se transfer by Gift.
• Post-transfer holdings: Son 10,089,513 shares (66.59%).
• Seller's holdings after transfer: 0; Parul 439,800 shares (2.90%); Jay 19,566 (0.13%).
• Equity share capital before/after: Rs 15,15,26,330; unchanged.
• Total diluted share capital after: Rs 15,15,26,330 (15,152,633 shares).

Transaction details

• Target Company: Zodiac Energy Limited.
• Disclosing Party: Parul Kunjbihari Shah (Promoter Group).
• Transaction Type: Gift of 15,000 equity shares via off-market inter-se transfer.
• Pre-Transaction VR: four holders totaling 10,581,479 shares (69.83%).
• Individual pre-holders: 9,464,290 (62.46%), 640,223 (4.23%), 424,800 (2.80%), 19,566 (0.13%).
• Post-Transaction VR: Jugalkishor Shah 10,089,523 (66.59%); Parul Shah 439,800 (2.90%); Jay Shah 19,566 (0.13%).
• Date of transaction: September 15, 2026.
• Share capital before/after: Rs 15,15,26,330; 15,152,633 equity shares of Rs 10.

Transaction details

• Target Company: Zodiac Energy Limited.
• Disclosing Party: Promoter Jugalkishor Harikrishnadas Shah.
• Acquirers/PACs include Kunjbihari Shah and Parul Shah.
• Transaction Type: Gift of equity shares to family and PACs.
• Pre-transaction voting rights: Kunjbihari Shah 9,464,290; Jugalkishor Shah 640,223; Parul Shah 424,800; Jay Shah 19,566.
• Pre-transaction percentages: 62.46%, 4.23%, 2.80%, 0.13%.
• Date of transaction: September 15, 2026.
• Mode: Off-market inter-se transfer by Gift.
• Shares gifted: 6,40,233 equity shares.
• Post-transaction top holder: Kunjbihari Jugalkishor Shah 10,089,513 shares (66.59%).
• Total promoter voting rights after: 69.83%.
• Equity share capital before/after: Rs 15,15,26,330.
• Total diluted share/voting capital after: Rs 15,15,26,330.
• Promoter group belongs to promoter/promoter group: Yes.

Transaction summary

• Target Company: Zodiac Energy Limited.
• Disclosing Party: Kunjbihari Jugalkishor Shah (Promoter) and promoter-group PACs.
• Transaction Type: Gift of 625,233 equity shares.
• Pre-transaction voting-rights: Kunjbihari Shah 9,464,290; Jugalkishor Shah 640,223; Parul Shah 424,800; Jay Shah 19,566; Geetaben Shah 5,400.
• Pre-transaction total: 10,581,479 shares; 69.83% of diluted capital.
• Post-transaction holding: Kunjbihari Shah 10,089,523 shares (66.59%).
• Other post-holdings include Parul Shah 439,800 (2.90%), Jay Shah 19,566 (0.13%), Geetaben Shah 5,400 (0.04%).
• Post-transaction total shares: 15,152,633; diluted capital unchanged.
• Date of transaction: September 15, 2026.
• Share capital context: Rs 15,15,26,330 before and after; total diluted capital Rs 15,15,26,330.

Meeting Details

• Date: Wednesday, September 30, 2026; Time: 02:00 PM–03:00 PM IST; Type: Group meeting; Mode: Virtual.
• Event/organiser: Bharat Connect Conference hosted by Arihant Capital.
• Participants: Senior Management of Zodiac Energy to participate.
• Purpose: Investor/analyst conference discussion based on public information.