Jindal Power: Streamlining Promoter's Holding

In 2021, Naveen Jindal group's flagship company, Jindal Power & Steel Limited announced divestment of its subsidiary entity engaged in power generation business:

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Jindal Power Limited to a private entity owned by promoters. The transaction was objected by several investors & proxy advisory firms. Despite objection, the group was able to conclude the transaction. Soon after taking it private, the group announced internal restructuring of its power business.

Worldone Private Limited ("WPL" or Transferor Company 1") is incorporated under the Companies Act, 1956 with registered office at Chhattisgarh and is one of the holding company of Naveen Jindal Group. WPL through JPL has been involved in the power related sectors. The equity shares of the company are held by Naveen Jindal family. WPL's debt are listed on BSE Limited.

On 7th August 2021, WPL entered into a share purchase agreement with Jindal Steel & Power (JSPL) for purchase of 96.47% stake of JPL. As on date, WPL holds entire shareholding of the Transferee Company/JPL.

Jindal Power Limited ("JPL" or "Transferee Company") is incorporated under the Companies Act, 1956 with registered office at Chhattisgarh. The Company is preliminary engaged in the business of generation of power in the thermal energy spectrum with installed capacity of 3400 MW. As on date, the entire equity shares of JPL are held by WPL.

Simhapuri Energy Limited ("SEL" or "Transferor Company 2") is incorporated under the Companies Act, 1956 with registered office at Chhattisgarh. SEL is primarily engaged in the business of generation of power in the thermal energy spectrum with installed capacity of 600 MW.SEL was being acquired by JPL on going concern basis under the provisions of Insolvency and bankruptcy Code, 2016 on 29th June 2022.

The Transaction:

The Board of Directors of WPL have approved a composite scheme of arrangement ("Scheme") which inter-alia provides for: