BSEOthers2d ago · 17 Aug 2026, 07:56 pm

Capital Infra Trus has informed the Exchange regarding Disclosure of material issue

Capital Infra Trus · 544338

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Capital Infra Trust has informed the Exchange regarding the outcome of the Board of Directors meeting of its Investment Manager, Gawar Investment Manager Private Limited, where the Board considered and approved several matters, including the acquisition of 100% equity share capital of six subsidiaries, issuance of units on a preferential basis, and change in designation of the Chief Financial Officer.

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Capital Infra Trus - 544338 - Reg 23(5)(i): Disclosure of material issue

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August 17, 2026 National Stock Exchange of India Limited BSE Limited Exchange Plaza, C-l, Block-G Corporate Relationship Department Bandra Kurla Complex, Phiroze Jeejeebhoy Towers, Dalal Street, Bandra (E), Mumbai-400051 Fort, Mumbai- 400001 Symbol: CAPINVIT Scrip Code: 544338 ISIN: INE0Z8Z07016, INE0Z8Z07024 Subject: Outcome of meeting of Board of Directors of Gawar Investment Manager Private Limited (acting as Investment Manager to Capital Infra Trust) held on Monday, August 17, 2026. Dear Sir / Madam, In furtherance to our intimation dated June 29, 2026, August 13, 2026, and pursuant to the applicable provisions of Securities and Exchange Board of India (Infrastructure Investment Trusts) Regulations, 2014 (“SEBI InvIT Regulations”) and other applicable provisions, as amended from time to time, read with SEBI Master Circular No. SEBI/HO/DDHS-PoD2/P/CIR/2025/102 dated July 11, 2025, read with applicable provisions of SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015 (“SEBI LODR Regulation”), as amended from time to time, and subject to other applicable laws and regulations, we wish to inform that a meeting of the Board of Directors of Gawar Investment Manager Private Limited (“IM” or “Company”), acting as Investment Manager to Capital Infra Trust (“Trust”), was held today i.e. Monday, August 17, 2026, wherein the Board of IM had considered, noted and approved, inter-alia the following matters: 1. Subject to approval of the Unitholders, the acquisition of 100% equity share capital, in one or more tranches of: a) Gawar Bhiwani Highway Private Limited (“GBWHPL”); b) Gawar Kangra Highways Private Limited (“GKHPL”); c) Gawar Pathankot Mandi Highway Private Limited (“GPMHPL”); d) Gawar Udaipur Highway Private Limited (“GUHPL”); e) Gawar Waranga Highways Private Limited (“GWHPL”); and f) Gawar Rudrapur Highway Private Limited (“GRHPL”) which are currently held by Gawar Construction Limited (“Sponsor”) and its nominee shareholders. 2. The Valuation report dated August 17, 2026 as prepared by Mr. S. Sundararaman, Registered Valuer IBBI (Registration no.: IBBI/RV/06/2018/10238) for ROFO Assets, to be acquired by Trust from Sponsor. A summary of full Valuation Report is provided as under: Name of ROFO SPVs Adjusted Enterprise Value (in Rs. millions) Gawar Bhiwani Highway Private Limited (“GBWHPL”) 5,109 Gawar Kangra Highways Private Limited (“GKHPL”) 6,830 Gawar Pathankot Mandi Highway Private Limited (“GPMHPL”) 3,084 Gawar Udaipur Highway Private Limited (“GUHPL”), 3,303 Gawar Waranga Highways Private Limited (“GWHPL”), 7,328 Gawar Rudrapur Highway Private Limited (“GRHPL”) 3,560 Total 29,214 3. To raise capital up to an aggregate value not exceeding Rs. 26,750 Million, subject to receipt of necessary approvals from Unitholders, statutory, regulatory and other authorities as applicable, CAPITAL Infra Trust 0124 – 4920139 Registration no: (formerly known as National Infrastructure Trust) compliance@capitalinfratrust.com IN/InvIT/23-24/0029 Unit No. 1401 -1403, 14th Floor, Tower B, SAS Tower, Medicity, Sector - 38, Gurugram - 122001, Haryana including but not limited to by way of issue of Units of the Trust to its eligible Unitholders on an institutional placement or raising of debt through various sources and/or a combination of aforesaid in accordance with the applicable provisions of the InvIT Regulations and other applicable laws. 4. Subject to approval of the Unitholders, the Issuance of up to 1,66,11,200 units aggregating up to Rs. 1,24,99,92,800/- at an issue price of Rs. 75.25 /- per unit on Preferential Basis to Sponsor 5. The Postal Ballot notice seeking the Unitholders’ approval for the matters as indicated below: a) Approval for acquisition of 100% equity share capital, in one or more tranches of ROFO Assets. b) Grant authority to borrow and create charge on assets and matters related c) Approval for fund raising by way of Institutional Placement or raising of debt through various sources or a combination of aforesaid for an amount of up to Rs. 26,750 Million d) Issuance of Units on a Preferential Basis to Gawar Construction Limited, Sponsor of Capital Infra Trust, for an aggregate consideration of up to Rs. 1,24,99,92,800/- 6. Change in designation of Mr. Amit Kumar from position of Chief Financial Officer (“CFO”) to Chief Investment Officer (“CIO”) of the Company, with effect from August 17, 2026. 7. Appointment of Mr. Akhil Banthiya as Chief Financial Officer (“CFO”) of the Company, with effect from August 17, 2026. The Board meeting commenced at 05:15 P.M. and concluded at 05:45 P.M. Kindly take the above information on your records. The brief details of the abovementioned change in the personnel of the Company are enclosed herewith as Annexure A. The above information is also available on the website of the Trust i.e. https://capitalinfratrust.com/. For Capital Infra Trust (acting through its Investment Manager, Gawar Investment Manager Private Limited) Shubham Jain Company Secretary and Compliance Officer Enclosed: As above Copy to: Trustee to the Trust Debt Security Trustee Axis Trustee Services Limited IDBI Trusteeship Services Limited Axis House, P B Marg, Worli, Mumbai, Ground Floor, Universal Insurance Building Maharashtra, India – 400025 Sir P.M. Road, Fort, Mumbai, Maharashtra – 400001 CAPITAL Infra Trust 0124 – 4920139 Registration no: (formerly known as National Infrastructure Trust) compliance@capitalinfratrust.com IN/InvIT/23-24/0029 Unit No. 1401 -1403, 14th Floor, Tower B, SAS Tower, Medicity, Sector - 38, Gurugram - 122001, Haryana Annexure A S. No. Particulars Amit Kumar Akhil Banthiya 1. Reason for change viz., Change in designation of Mr. Appointment of Mr. Akhil Banthiya appointment, Amit Kumar from position of as Chief Financial Officer (“CFO”) reappointment, Chief Financial Officer resignation, removal, (“CFO”) to Chief Investment death or otherwise Officer (CIO) of Company 2. Date of appointment/ re- With effect from August 17, With effect from August 17, 2026 appointment/ cessation 2026 (as applicable) and term of appointment/ reappointment; 3. Brief profile (in case of Mr. Amit Kumar is a seasoned Mr. Akhil Banthiya is a seasoned appointment) Chartered Accountant with Chartered Accountant with nearly over 18 years of experience in 15 years of cross-functional project financing, credit expertise spanning in Corporate appraisal and risk Banking, Investment Banking, management. Adept Financial Due Diligence, and experience in Project Statutory Audit, delivering Financing and managing strategic financial advisory, portfolio or more than Rs. complex deal structuring, and 15,000 Cr annually pertaining high-value capital allocation to Valuations, Accounting, across large corporates & public Taxation and Banking. sector undertakings 4. Disclosure of None None relationships between directors (in case of appointment of a director) CAPITAL Infra Trust 0124 – 4920139 Registration no: (formerly known as National Infrastructure Trust) compliance@capitalinfratrust.com IN/InvIT/23-24/0029 Unit No. 1401 -1403, 14th Floor, Tower B, SAS Tower, Medicity, Sector - 38, Gurugram - 122001, Haryana