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Sterling & Wilson Solar shareholders clear related party deals, other resolutions

Ahead of the meeting, Ingovern had called for voting against the reappointment of Pallon Mistry and Keki Elavia as director and independent director, respectively, as well as the management proposal on related party transactions.

Non-promoter Shareholders of the Pallonji Group company Sterling & Wilson Solar Ltd have unanimously approved various resolutions, including on related party transactions and re-appointment of directors. The resolutions were approved by the shareholders during their annual general meeting held on September 30. The results of the voting on the proposals were submitted by the company to the stock exchanges on October 2.



As per a filing, the company — in which the Shapoorji Pallonji group owns 60 percent and the rest is with the Khurshed Daruvala family — 99.42 percent of the shareholders who attended the meeting voted for the management proposals. After a string of defaults by the promoters to pay back the company, there have been qualified remarks from SWSL auditors and also proxy advisory firm Ingovern, which advised public shareholders to vote out the proposals on the reappointment of two directors and also the proposal from the management about the related party transactions.

Though SWSL has 40,532 shareholders, including promoters, only 67 of public shareholders and eight of the promoters and promoter group shareholders participated in the voting but unanimously passed all the resolutions, and reposed faith in the management with 99.42 percent votes.

"A critical outcome of the AGM is the unanimous approval by the shareholders for the company's resolution on related party transactions wherein the promoter shareholders were not entitled to vote but only the non-promoter shareholders, including retail shareholders. But all of them voted unanimously on all resolutions," Sterling & Wilson Solar spokesman told PTI.

Ahead of the meeting, Ingovern had called for voting against the reappointment of Pallon Mistry and Keki Elavia as director and independent director, respectively, as well as the management proposal on related party transactions. The spokesperson said SP group through its various SPVs/group companies develops several solar parks in the country as well as outside, and is the second-largest EPC contractor in the country.

"SWSL bids for these contracts on arm's length basis and has been successful in winning and executing several of them over the years. Also, wherever SWSL does not pre-qualify the tender requirements, SPCPL and/or its group companies form a consortium to enable SWSL to participate in the bids jointly," the spokesman said. Earlier this month, the SP group admitted that it had liquidity issues due to the pandemic. The group flagship Afcons employs close to 60,000 on its rolls and nearly 1 lakh as contractor workers.

The SWSL share was listed at Rs 780, but on October 1, the stock closed at Rs 220.25 on the BSE whose benchmark rallied 1.65 percent.

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