The proposed combination relates to the re-balancing of the existing cross-shareholdings between Renault S.A. (Renault) and Nissan Motor Co. Ltd. (Nissan) and certain changes to the shareholding of two of their joint ventures in India, i.e., Renault Nissan Automotive India Private Limited (RNAIPL) and Renault Nissan Technology & Business Centre India Private Limited (RNTBCI).
As part of the Rebalancing, Nissan, through Nissan Finance Co. Ltd. (NFC), will retain its 15 per cent shareholding in Renault.
Renault will transfer 28.4 per cent of its Nissan shares into a trust estate administered by a trustee governed by French law, where the entrusted shares will be voted neutrally, subject to limited exceptions.
Renault would continue to fully benefit from the economic rights from the entrusted shares until such shares are sold. Accordingly, Renault and Nissan will have a cross-shareholding of 15 per cent of the total issued share capital and freely exercisable voting rights in each other, i.e., both Renault and Nissan will hold 15 per cent shareholding in each other.
Nissan and its affiliate entities in India are engaged in the sale of passenger vehicles and automotive parts, through its wholly-owned subsidiary, Nissan Motor India Private Limited (NMIPL). NMIPL offers passenger vehicles in India, currently under the ‘Nissan’ brand.
Renault and its affiliate entities in India, sell automobiles and parts through its wholly-owned subsidiary Renault India Private Limited (RIPL). It offers passenger and utility vehicles in India under the ‘Renault’ brand.
RNAIPL is currently engaged in the manufacturing and assembly of passenger vehicles, including transmissions, components, vehicle parts and provision of related services captively to Renault and Nissan.
RNTBCI is a captive automotive technology and business centre supporting Renault and Nissan’s activities in relation to research and development, engineering, manufacturing, technology, product planning, process and information technology.