India-Japan Fund

Summary

[In terms of Regulations 13(1A) of the Competition Commission of India (Procedure in regard to the transaction of business relating to combinations) Regulations, 2011 (as amended)]

A. Name of the parties to the combination.

1. Names of the parties to the combination being notified through this Notification Form are:

• (a) India - Japan Fund (IJF/Acquirer)

• (b) Ather Energy Limited^[1] (Ather /Target)

B. Nature and purpose of the combination.

2. The Acquirer proposes to acquire certain Series G Compulsorily Convertible Preference Shares (CCPS) of Ather (Proposed Transaction). The Proposed Transaction is structured as an acquisition and falls under Section 5(a) of the Competition Act, 2002.

3. The purpose of the Proposed Transaction is to further IJF's objective of investing in India's environmental preservation sector, including renewable energy, e-mobility businesses, and circular economy sectors such as waste management, and water. The Proposed Transaction will help IJF further its goals by creating value for the broader market for 2-wheeler electric vehicles, clean mobility transport solutions, and technology-led last mile transport vehicles.

^[1] Ather was originally incorporated as "Ather Energy Private Limited" as a private limited company under the Companies Act, 1956. Upon the conversion of Ather into a public limited company, pursuant to a board resolution dated June 18, 2024, and a shareholders' resolution dated June 21, 2024, the name of Ather was changed to "Ather Energy Limited", and a fresh certificate of incorporation dated August 27, 2024 was issued by the Registrar of Companies, Central Processing Centre.

4. Ather is an electric vehicle company founded in 2013 by Tarun Sanjay Mehta and Swapnil Babanlal Jain. Ather launched its first electric scooter (Ather 450) in 2018 and has also established a public charging network, which is designed and built in India. Ather currently has 208 experience centres in India and 3 experience centres in Nepal as on March 31, 2024.

C. Relevant products, services, and business(es)

5. IJF is a trust established in August 2023 under the laws of India and registered as a Category II AIF with the SEBI. As an AIF, it does not have any business operations of its own, apart from investing activities.

6. Ather is engaged in the business of designing and developing electric two-wheeler scooters (E2Ws), associated software, accessories and charging infrastructure as well as manufacturing of battery packs and assembly of E2Ws.

D. Respective markets in which parties to the Proposed Amalgamation operate

7. The Proposed Transaction does not give rise to any horizontal, vertical, or complementary overlaps in any of the plausible relevant markets in India. Accordingly, the Proposed Transaction does not require the Hon'ble Commission to define any relevant market(s) given that it is unlikely to cause any appreciable adverse effect on competition in any plausible relevant markets in India.

8. Therefore, the Proposed Combination is being notified under the green channel route in terms of Regulation 5A and Schedule III of the Competition Commission of India (Procedure in regard to the transaction of business relating to combinations) Regulations, 2011 (as amended).