Postal ballot: unitholders to vote on restructuring of portfolio assets

A postal ballot notice has been sent to unitholders, seeking approval for restructuring of the Trust's Portfolio Assets.

Mon 5 Oct 2026

HoldCos / SPVs held

43 HoldCos / SPVs

Approval threshold

simple majority — more than fifty per cent of the total votes cast

Remote e-voting window

October 06, 2026, 9:00 a.m. to October 27, 2026, 5:00 p.m. (IST)

Results declaration date

on or before October 28, 2026

What unitholders are being asked to approve

IndiGrid's Investment Manager has sought unitholders' approval, through a postal ballot with remote e-voting only, for the restructuring of the Trust's Portfolio Assets. Portfolio Assets means the special purpose vehicles (SPVs) and holding companies (HoldCos) held by IndiGrid, and IndiGrid currently holds, directly or indirectly, 43 HoldCos / SPVs.

What the restructuring involves

• The Trust proposes an internal restructuring through merger within the group of various Portfolio Assets.
• The stated objectives are reducing the number of legal entities, simplification of the corporate structure and efficient operations, for the benefit of unitholders.
• Subject to approvals, the Board of the Investment Manager may also consider internal transfer of Portfolio Assets between IndiGrid and its HoldCos.
• The resolution also covers such other mergers of Portfolio Assets in combinations as may be determined by the Board of the Investment Manager.

Mergers proposed under this approval

• RAPP Transmission Company Limited into Khargone Transmission Private Limited
• Purulia & Kharagpur Transmission Company Limited into Odisha Generation Phase-II Transmission Limited
• Universal Saur Urja Private Limited into IndiGrid Limited
• Terralight Rajapalayam Solar Private Limited, Terralight Kanji Solar Private Limited, Universal Mine Developers and Service Providers Private Limited, Terralight Solar Energy Charanka Private Limited, Jaisalmer Urja VI Private Limited and Terralight Solar Energy Gadna Private Limited into Solar Edge Power and Energy Private Limited

Earlier approval and where those mergers stand

• Unitholders had approved a restructuring of Portfolio Assets on January 04, 2024.
• One set of mergers is effective from June 10, 2026, pursuant to an order of the Hon'ble NCLT Delhi, with Godawari Green Energy Private Limited as the transferee entity.
• A second set is under withdrawal, and a third has been withdrawn.
• For the merger of IndiGrid 1 Limited into NRSS XXIX Transmission Limited, an application has been shared before the Hon'ble NCLT Mumbai.

How the vote works

• The resolution needs a simple majority, where votes cast in favour must be more than fifty per cent of the total votes cast.
• The Investment Committee, Audit Committee and the Board of the Investment Manager approved and recommended the internal restructuring on August 12, 2026.
• Remote e-voting runs from Tuesday, October 06, 2026, at 9:00 a.m. (IST) to Tuesday, October 27, 2026, at 5:00 p.m. (IST).
• Unitholders whose names appear in the records as on the cut-off date of September 30, 2026 are entitled to vote, with voting rights in proportion to their units of the unit capital.
• Votes once cast cannot be changed subsequently.
• If approved, the resolution is deemed passed on the last date of voting, Tuesday, October 27, 2026.
• Results are to be declared on or before Wednesday, October 28, 2026.

Points unitholders may note

• The proposal is subject to receipt of all requisite approvals for the internal restructuring, including approval of unitholders and approvals of governmental or regulatory authorities.
• The explanatory statement records that the Board of the Investment Manager recommends the resolution to unitholders by way of simple majority.
• It also states that none of the Directors or Key Managerial Personnel of the Investment Manager, or their relatives, is concerned or interested, financial or otherwise, in the resolution, and that none of the Directors or Key Managerial Personnel of the Trustee is interested in it.

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