ADANI PORT & SEZ LTD

Adani Ports and Special Economic Zone Limited (APSEZ), India's largest private port and Special Economic Zone was incorporated as 'Gujarat Adani Port Limited' (GAPL) on 26 May, 1998. In July 2006, the name of the company was changed from Gujarat Adani Port Limited to Mundra Port and Special Economic Zone Limited (MPSEZ) and further, the name was changed from Mundra Port and Special Economic Zone Limited to Adani Ports and Special Economic Zone Limited on January 6, 2012. The Company is in the business of development, operations and maintenance of port infrastructure (port services and related infrastructure development) and has linked multi product Special Economic Zone (SEZ) and related infrastructure contiguous to Port at Mundra. It operates ports in Mundra, Dahej, Hazira, Dhamra, Ennore and Kattupalli and terminals in Mormugao, Visakhapatnam and Kandla (Tuna-Tekra). APSEZ Ports with its presence at ten locations (two in development phase) handles a wide variety of cargo ranging from coal, crude, containers to fertilizers, agri products, steel & project cargo, edible oil, chemicals, automobiles etc. In October 2001, the company commenced commercial operations. In May 2002, the company signed an agreement with Guru Govind Singh Refineries Ltd (GGSRL) for Crude Oil handling at Mundra. In October 2002, they signed an agreement with Indian Oil Corporation (IOC) for setting up Single Point Mooring (SPM) Facility and Crude Oil Handling at Mundra. In November 2002, they signed an agreement with Indian Railways for integrating Mundra-Adipur railway line with the national rail network. In January 2003, the company signed sub-concession agreement for a container terminal. In July 2003, Container Terminal I became operational. In April 2004, the company entered shareholders agreement with Kutch Railway Company Ltd for Gandhidham - Palanpur gauge conversion. In June 2005, Adani Port Ltd was amalgamated with the company with effect from April 1, 2003. In December 2005, Single Point Mooring (SPM) became operational. In April 2006, Mundra Special Economic Zone Ltd and Adani Chemicals Ltd were amalgamated with the company. In March 2007, the company commissioned two additional berths for bulk cargo operation at Terminal II. In April 2007, the company singed Port Services Agreement with Tata Power promoted power generation company for handling imported coal cargo. In October 2007, the company came out with the initial public offer (IPO) and in November 2007, their shares were listed on National Stock Exchange (NSE) and Bombay Stock Exchange (BSE). In February 2008, the company signed Port Services Agreement with Maruti Suzuki India Ltd for handling car exports. In January 2009, ADANI Auto Terminal commenced Terminal Operation. During the year 2009-10, the company incorporated Adani Murmugao Port Terminal Pvt Ltd, Adani Hazira Port Pvt Ltd and Mundra International Airport Pvt Ltd as wholly owned subsidiaries companies. Also, Adani Petronet (Dahej) Port Pvt Ltd, a joint venture of the company and Petronet LNG Ltd. (PLL) for development of solid cargo port project at Dahej, Gujarat became a subsidiary company. Adani Logistics Ltd and Inland Conware (Ludhiana) Pvt Ltd merged with Inland Conware Pvt Ltd. Further, Inland Conware Pvt Ltd was renamed as Adani Logistics Ltd. During the year 2010-11, the company incorporated Adani Vizag Coal Terminal Pvt Ltd, Adani International Container Terminal Pvt Ltd, Mundra Port Pty Ltd, Australia and Mundra Port Holdings Pty Ltd, Australia as subsidiary companies. In September 2010, the promoter entities of the company merged with Adani Enterprises Ltd (AEL). Consequently, AEL became the holding company in place of erstwhile Adani Infrastructure Services Pvt Ltd. On 12 December 2010, Mundra Port West basin commenced its commercial operations with the berthing of its first cargo vessel M.V. CSK Beilun with LOA of 289 mtrs and beam of 45 mtrs. With the commissioning of the West Basin, Mundra Port is poised to become the world largest coal import terminal. On 2 July 2012, APSEZ's subsidiary Adani Kandla Bulk Terminal Pvt. Ltd. signed a concession agreement with the Kandla Port Trust to set up a dry bulk terminal at the Kandla Port on build, operate and transfer basis. On 2 July 2013, APSEZ announced that it has formed a joint venture with Switzerland-based MSC Mediterranean Shipping Company, the world's leading shipping company, to operate a new container terminal at Mundra port. On 12 September 2013, APSEZ announced that its Mundra port had handled 151,229 metric tonnes of steam coal in 24 hours, thus setting a new national record in coal cargo handling in the country. On 18 December 2013, APSEZ announced the completion of a Rs 400-crore steam coal import terminal at Visakhapatnam port, eight months ahead of schedule, marking an entry on the east coast of India. On 30 December 2013, APSEZ announced the successful handling of the first liquid consignment at its Hazira port. Mundra Port, the flagship port of APSEZL, achieved a new landmark of handling 100 million metric tonnes in FY 13-14. On 16 May 2014, APSEZ today announced that it has executed a definitive agreement with L&T Infrastructure Development Projects Limited and Tata Steel Limited to acquire Dhamra port, located on the East Coast of India in the state of Odisha, at an enterprise value of Rs. 5500 crore. On 16 July 2014, APSEZ received the environment and coastal regulation zone clearance from the Union Ministry for Environment and Forests, for its special economic zone (SEZ) in Mundra. The SEZ is spread across 8,481 hectares in Mundra and includes the Mundra port. On 10 February 2015, APSEZ announced the commissioning of a bulk terminal at Tuna Tekra, Kanda Port, with an annual handling capacity of over 20 million tones. On 5 December 2015, APSEZ formally began the development of an international transhipment project in Vizhinjam, Kerala. On 20 September 2016, Abbot Point Operations Pty Ltd (APO), an Australian subsidiary of APSEZ entered into an agreement to acquire ownership of Abbot Point Bulkcoal Pty Ltd (APB), an Australian registered company performing the operations and maintenance activities of Abbot Point Coal Terminal in Queensland, Australia. On 20 April 2017, Adani Logistics Ltd., a subsidiary of APSEZ announced the commissioning of commercial operations at its Multimodal Logistics Park at Kilaraipur, Ludhiana in Punjab. On 25 April 2017, APSEZ announced the commissioning of a new container terminal at Mundra port as a joint venture project with CMA Terminals (CMAT) - part of the France based CMA CGM group, owner of one of the world's leading Container Carriers and port operators. APSEZ and CMA CGM will jointly operate the container terminal for 15 years. The partnership has an option to extend the contract twice for 10 more years On 1 June 2017, APSEZ announced that it has begun the construction of the first berth at India's premier and ambitious international transshipment project in Vizhinjam, Kerala. The port location is selected to tap the potential of development as a deep-water international multi-cargo port. During the year the Company has entered into an arrangement with the Adani International Container Terminal Private Limited (AICTPL), a Joint Venture, to sub lease new terminal CT-3 Extension besides CT-3. The said terminal commenced operations w.e.f. November 1, 2017. During the year under review, the Hon'ble National Company Law Tribunal had, vide its order dated August 18, 2017 sanctioned the Scheme of Arrangement between Adani Ports and Special Economic Zone Limited and The Adani Harbour Services Private Limited (the Transferee Company) and their respective shareholders and creditors. The Scheme, with effect from April 1, 2016, inter alia, provided for transfer and vesting of Marine Business Undertaking of the Company to the Transferee Company as a going concern, on Slump Sale basis. During the year, Mundra International Gateway Terminal Private Limited was incorporated as wholly owned subsidiary of the Company on May 17, 2017 with an object to develop, operate, maintain ports and related infrastructure facilities. Adani International Terminals Pte Ltd., Singapore was incorporated as wholly owned subsidiary of the Company on June 30, 2017 with an object to develop, operate, maintain ports and related infrastructure facilities. The Company had 28 (direct and indirect) subsidiaries as on March 31, 2018. Adani Logistics Limited, a wholly owned subsidiary of the Company has acquired 100% stake of Blue Star Realtors Private Limited on April 26, 2018. The company has 58 subsidiary companies (including step-down subsidiaries), 2 joint ventures and 1 associate company as on 31 March 2019. During the FY2019,the company signed definitive agreements to acquire up to 100% stake in Innovative B2B Logistics Solutions Pvt. Ltd, an entity controlled by Private Equity firm True North. The Board, at its meeting held on 04 June 2019, approved a proposal for the Company to buy back its fully-paid-up equity shares of face value Rs 2 each from the eligible equity shareholders of the Company for an amount not exceeding Rs 1,960 crore. The buy-back offer comprised a purchase of 3,92,00,000 equity shares aggregating 1.89% of the paid-up equity share capital of the Company at a price of Rs 500 per equity share. The buyback was offered to all eligible equity shareholders of the Company as on the record date (i.e. 21 June 2019) on a proportionate basis through the Tender offer' route. The Company concluded the buyback procedures on 30 September 2019 and 3,92,00,000 equity shares were extinguished. During the year 2019-20, the Company has issued 2,800 Rated, Listed, Secured Redeemable Non-Convertible Debentures (NCDs) of face value of Rs 10,00,000 each aggregating to Rs 280 crore on a private placement basis listed on the Wholesale Debt Market Segment of BSE Limited. The company has 67 subsidiary companies (including step-down subsidiaries), 2 joint ventures and 1 associate company as on 31 March 2020. During the FY2020,the company acquired 75% controlling stake at Krishnapatnam Port Company Limited. The total capex incurred by the Company at the ports and for acquisition of land and rakes for developing the logistics business was Rs 3,615 crore, which is in line with our overall capex guidance. During the FY2021, the Board of Directors at its meeting held on 03 March 2021 had approved the Composite Scheme of Arrangement between Adani Ports and Special Economic Zone Ltd and Brahmi Tracks Management Services Pvt. Ltd ('Brahmi') and Adani Tracks Management Services Pvt. Ltd ('Adani Tracks') and Sarguja Rail Corridor Pvt. Ltd ('Sarguja') and their respective shareholders and creditors with other applicable provisions a. amalgamation of Brahmi with APSEZ, with effect from the Appointed Date 1 i.e. 01 April 2021,b. amalgamation of Adani Tracks with Sarguja, with effect from the Appointed Date 2 i.e. April 2, 2021,c. transfer of the Divestment Business Undertaking (Mundra Rail Business), as a going concern on Slump Sale basis, with effect from the Appointed Date 2 i.e. April 2, 2021, by APSEZ to Sarguja, for a lump sum consideration,d. upon the Scheme becoming effective, the name of Sarguja, shall stand changed to 'Adani Tracks Management Services Pvt. Ltd.' And various other matters consequential or otherwise integrally connected with the Scheme. Pursuant to the shareholders' approval received at Extra-ordinary General Meeting held on 06 April 2021, the Company has allotted 1,00,00,000 equity shares of the face value of Rs 2 each, at a price of Rs 800 per equity share (at a premium of Rs 798 per equity share), aggregating to Rs 800 crore on 19 April 2021 to Windy Lakeside Investment Ltd. (an affiliate of Warburg Pincus), for cash consideration, by way of a preferential issue on a private placement basis. During the year 2020-21, the Company has issued and allotted 30,000 Rated, Listed, Secured Redeemable Non-Convertible Debentures (NCDs) of face value of Rs 10 lakh each aggregating to Rs 3,000 crore on a private placement basis listed on the Wholesale Debt Market Segment of BSE Ltd. The company has 77 subsidiaries and 7 joint ventures as on 31 March 2021. During the FY2021,the company acquired 15% of its existing operational capacity (as it stood on March 31, 2021). The Company completed the 75% acquisition of the Krishnapatnam port and entered into a definitive agreement for the acquisition of the balance 25% stake at an Enterprise Value of Rs 13,675 crore. The company completed the acquisition of the Dighi port for Rs 705 crore and announced the acquisition of the Sarguja Rail Corridor and Gangavaram port. Adani International Ports Holdings Pte Ltd has been incorporated as a wholly owned subsidiary of the company on 16 June 2021. During the quarter ended 30 June 2021,company's subsidiary has acquired 100% stake of AYN Logistics Infra Pvt Ltd on 04 May 2021. Adani Gangavaram Port Pvt Ltd has been incorporated as a wholly owned subsidiary of the company on 14 July 2021. During year 2021-22, Hon'ble National Company Law Tribunal, Ahmedabad (NCLT) vide its Order dated 27th January, 2022 sanctioned Composite Scheme of Arrangement between Adani Ports and Special Economic Zone Ltd. (the Company) and Brahmi Tracks Management Services Pvt. Ltd. and Adani Tracks Management Services Pvt. Ltd. and Sarguja Rail Corridor Pvt. Ltd. and their respective Shareholders and Creditors, Scheme-1, for allotment of 7,06,21,469 Equity Shares of the Face Value of Rs. 2 each fully paid up to eligible shareholder of Brahmi, in the Share Exchange Ratio (SER), as provided in the Scheme-1, which was made effective on 17th February, 2022 with effect from the Appointed Date i.e. 1st April, 2021. During the year 2021-22, the Board of Directors of the Company at its meeting held on 22nd September, 2021, approved Composite Scheme of Arrangement between Gangavaram Port Ltd. (GPL) and Adani Ports and Special Economic Zone Ltd. (Company) and Adani Gangavaram Port Pvt. Ltd. (AGPPL) and their respective shareholders and creditors for a) amalgamation of GPL with the Company with effect from the Appointed Date 1, i.e. 1st April, 2021, and b) transfer of Divestment Business Undertaking (as defined in the said Scheme -2) as a going concern on a Slump Sale basis, with effect from Appointed Date 2 i.e. 2nd April, 2021, by the Company to AGPPL, which got approved on March 14, 2022, as per Order of Hon'ble NCLT, Ahmedabad. During 2021-22, Company increased ownership from 75% to 100% in Krishnapatnam Port by acquiring 25% stake from Vishwasamudra Holdings on 8th June, 2021. It acquired 31.50% stake in Gangavaram Port Ltd. from Windy Lakeside Investment Ltd. on 16th April, 2021 and 10.4% stake from Government of Andhra Pradesh on 22nd September, 2021. Adani Krishnapatnam Port Ltd., wholly owned subsidiary of the Company, acquired 100% stake of Seabird Distriparks (Krishnapatnam) Pvt. Ltd. on 31st January, 2022. The Adani Harbour Services Ltd., a wholly owned subsidiary of the Company acquired 100% stake of Savijana Sea Foods Pvt. Ltd. and 97.17% stake of Ocean Sparkle Ltd. on 10th May, 2022. APSEZ divested 100% stake of MPSEZ Utilities Ltd. on 16th December, 2021. During the year 2021-22, HDC Bulk Terminal Ltd., EZR Technologies Pvt. Ltd., Adani Gangavaram Port Pvt. Ltd., Seabird Distriparks (Krishnapatnam) Pvt. Ltd., AYN Logistics Infra Pvt. Ltd., Colombo West International Terminal (Private) Ltd., Sri Lanka and Adani International Ports Holdings Pte Ltd., Singapore were formed as subsidiaries of the Company. During the year 2022-23, Gangavaram Port Limited (GPL) was merged with Adani Ports and Special Economic Zone Limited (the Parent Company) effective from 1st April, 2021 and as a result, Divestment Business Undertaking of the Company got transferred to Adani Gangavaram Port Private Limited (AGPL) through the Scheme of Arrangement as a going concern on slump sale basis effective from 2nd April, 2021. The Company acquired 49.38% equity stake into Indianoil Adani Ventures Limited (formerly, Indian Oil Tanking Limited (IOTL) and 10% equity stake in IOT Utkal Energy Services Limited, subsidiary of IOTL effective from 1st February, 2023. It acquired Karaikal Port Private Limited (KPPL) in Puducherry, which became wholly owned subsidiary of the Company, acquired ownership of Inland Container Depot cum Private freight terminal situated at Tumb Village on 16th August, 2022. The Company held 70% stake in Mediterranean International Ports A.D.G.D Limited (MIPAL), which acquired Haifa Port Company Limited, Israel on 10th January, 2023. During the year 2022-23, Tajpur Sagar Port Limited, Adani Aviation Fuels Limited, Adani Agri Logistics (Sandila) Limited, Adani Agri Logistics (Gonda) Limited, Adani Agri Logistics (Chandari) Limited, Adani Agri Logistics Katihar Two Limited, PU Agri Logistics Limited, HM Agri Logistics Limited, BU Agri Logistics Limited, Mediterranean International Ports A.D.G.D Limited, Israel, The Adani Harbour International DMCC, Dubai and Port Harbour Services International Pte. Limited, Singapore were formed as new subsidiaries of the Company. IndianOil Adani Venture Limited, JV entity has incorporated IAV Udaan Limited as wholly owned subsidiary company on April 19, 2024. Adani Agri Logistics Limited (AALL'), a step-down subsidiary of the Company acquired 100% stake of Kliptek Projects Private Limited on April 26, 2024, Nihita Green Energy Private Limited and Vidip Realtors Private Limited on April 29, 2024. In 2024, Company commissioned Loni, Valvada, and Virochannagar MMLPs, taking the total count to 12. It added 34 rakes taking total rakes count to 127. Operational silo capacity increased to ~1.2 MMT with the commissioning of Samastipur and Darbhanga agri silos commissioned during the year. Total warehousing capacity increased to 2.4 Mn Sq Ft during the year with addition of warehouses at Mumbai and Indore. India's first automated transshipment port at Vizhinjam commissioned in December, 2024. The Company launched container terminal operations at Gangavaram Port in FY 2025. It commissioned 0.7 million sq. ft. warehousing capacity, taking the total to 3.1 million sq.ft. Acquired Gopalpur Port, strengthening presence in Odisha and the eastern coast. It commenced O&M services at container terminal at Netaji Subhash Dock at Kolkata Port. Commissioned first phase of automated transshipment terminal in Colombo, Sri Lanka in FY2025. The Company has acquired North Queensland Export Terminal (NQXT), located within Abbot Point Port, Queensland, Australia in 2025. Two weighbridges commissioned outside the port, reducing TAT, boosting productivity, and cutting diesel use and emissions. Installed fibre optic communication system in all Bucket Wheel Stacker Reclaimer (BWSRs) for uninterrupted stacking/reclaiming operations. Commissioned two state-of-the-art Economic Grab Ship Cranes. Launched Vehicle Management System that enables dumpers to be monitored remotely from the command centre during the year.