Mukka Proteins Limited has announced that its Board of Directors has approved the issuance of a corporate guarantee in favor of Shipwaves Online Limited, a company in which the directors of Mukka Proteins have an interest. The decision was taken at the Board meeting held on March 25, 2025, and the guarantee is being issued to secure a Working Capital Demand Loan from Axis Bank Limited for Shipwaves Online Limited.

Details of the Corporate Guarantee Issuance

As per the disclosure made under Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, read with Schedule III, Mukka Proteins Limited has provided the following details regarding the transaction:

1. Name of the Party Receiving the Guarantee:
   The guarantee is being issued in favor of Shipwaves Online Limited, a company in which the Promoters and Directors of Mukka Proteins hold an interest.

2. Promoter/Promoter Group Interest and Arm’s Length Nature:
   The Promoters and Directors of Mukka Proteins Limited have an interest in Shipwaves Online Limited through their shareholding and directorship. Despite this, the corporate guarantee is being provided on an arm's length basis, ensuring that the transaction maintains fairness and adheres to regulatory standards.

3. Details of the Guarantee and Agreement Terms:

   • Purpose: To secure a Working Capital Demand Loan facility being availed by Shipwaves Online Limited from Axis Bank Limited.

   • Loan Amount: The facility amount is ₹7,50,00,000/- (Rupees Seven Crores Fifty Lakhs Only).

   • Type of Guarantee: The corporate guarantee will be provided in favor of Axis Bank Limited to secure the working capital facility for Shipwaves Online Limited.

   • Agreement Status: The Corporate Guarantee Agreement is yet to be formally executed.

4. Impact on Mukka Proteins Limited:
   The issuance of the corporate guarantee constitutes a contingent liability for Mukka Proteins Limited to the extent of the loan availed by Shipwaves Online Limited. While this contingent liability does not directly affect the company’s financial statements immediately, it adds a potential future obligation depending on the repayment performance of Shipwaves Online Limited.

Compliance with SEBI Disclosure Regulations

The disclosure has been made in accordance with Regulation 30 read with Schedule III of the SEBI (LODR) Regulations, 2015 and is further guided by SEBI Circular No. SEBI/HO/CFD/CFD-PoD-1/P/CIR/2023/123 dated July 13, 2023.

The company has ensured that all relevant details concerning the corporate guarantee, the nature of promoter interest, and the arm's length confirmation have been disclosed, complying with SEBI guidelines to maintain transparency and corporate governance standards.

Reason for Issuing the Corporate Guarantee

The issuance of the corporate guarantee aims to support Shipwaves Online Limited in securing a working capital facility from Axis Bank Limited, which will help strengthen its operational capabilities and ensure smoother business operations.

Nature of Contingent Liability

A contingent liability refers to a potential obligation that may arise depending on the outcome of a future event. In this case, Mukka Proteins Limited’s liability is contingent upon the performance of Shipwaves Online Limited in meeting its financial obligations under the loan facility. If Shipwaves Online Limited defaults, Mukka Proteins Limited may be required to fulfill the obligation as a guarantor.

Board’s Decision and Justification

The Board of Directors of Mukka Proteins Limited carefully evaluated the transaction and determined that:

• The guarantee is in the best interest of both companies.

• The transaction is being conducted on an arm's length basis to avoid any conflict of interest.

• Adequate safeguards are in place to mitigate potential financial risks to Mukka Proteins Limited.

Next Steps and Execution of the Agreement

The Corporate Guarantee Agreement will be executed in due course, and the company will continue to comply with any further regulatory requirements associated with the transaction.

Conclusion

By approving the issuance of the corporate guarantee for Shipwaves Online Limited, Mukka Proteins Limited has demonstrated its commitment to maintaining transparent corporate practices while extending support to an associated company. This guarantee, though creating a contingent liability, has been structured carefully to safeguard the interests of Mukka Proteins and its shareholders. The company will continue to provide necessary disclosures to ensure compliance with SEBI regulations and maintain high standards of corporate governance.

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