Acquisition

INFRASTRUCTURE LTD. Regd. Office: JSW Centre, Bandra Kurla Complex, Bandra (East) Mumbai – 400 051. Phone : 022-42861000 Fax : 022-42863000 CIN: L45200MH2006PLC161268 Website: www.jswinfrastructure.in Email id: infra.mumbai@jsw.in 10th September, 2026 BSE Limited National Stock Exchange of India Limited Phiroze Jeejebhoy Towers “Exchange Plaza” Dalal Street Bandra-Kurla Complex, Bandra (East) Mumbai - 400 001 Mumbai - 400051 Scrip Code (BSE): 543994 Symbol: JSWINFRA Sub.: Acquisition of NCR Rail Infrastructure Limited on implementation of the Resolution Plan under the Insolvency and Bankruptcy Code, 2016. Ref.: Regulation 30 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 Dear Sir / Madam, In continuation of our earlier intimations dated 10th July, 2025 and 23rd January, 2026, wherein we had informed about the receipt of Letter of Intent from the Resolution Professional in relation to the Resolution Plan submitted by the Company under corporate insolvency resolution process of the Insolvency and Bankruptcy Code 2016 for NCR Rail Infrastructure Limited (“NCR Rail”) and the approval of the said Resolution Plan (“Approved Resolution Plan”) by Hon’ble National Company Law Tribunal, Mumbai, Bench II vide its order dated 22nd January, 2026 (“Order”) respectively. We further wish to inform you that the Company, through its step-down wholly owned subsidiary, Khurja Rail Terminal Private Limited (“Khurja Rail”) has successfully implemented the Approved Resolution Plan and consequently acquired NCR Rail, effective 10th September, 2026, and thereby NCR Rail has become a step- down wholly owned subsidiary of the Company. Consequently, AMD Business Support Services Private Limited (“AMD”), which was a wholly owned subsidiary of NCR Rail, has also become a step down wholly owned subsidiary of the Company, with effect from 10th September, 2026. The necessary details as required under Regulation 30 of the Listing Regulations read with the SEBI Master Circular No. HO/49/14/14(7)2025-CFD-POD2/I/3762/2026 dated 30th January, 2026 has been attached herewith as an Annexure A & Annexure B. The above is for your information and record. Yours sincerely, For JSW Infrastructure Limited Hitesh Kanani Company Secretary and Compliance Officer Membership No. F6188 India International Exchange (IFSC) Limited Unit No. 101, 1st Floor, Signature Building No. 13B, Road 1C Zone 1, Gift SEZ, Gift City, Gandhinagar- 382355 Scrip code (India INX): 1100026 INFRASTRUCTURE LTD. Regd. Office: JSW Centre, Bandra Kurla Complex, Bandra (East) Mumbai – 400 051. Phone : 022-42861000 Fax : 022-42863000 CIN: L45200MH2006PLC161268 Website: www.jswinfrastructure.in Email id: infra.mumbai@jsw.in Annexure A Sr. Particulars Details 1. Name of the target entity, NCR Rail Infrastructure Limited (“NCR Rail”). details in brief such as size, turnover etc. NCR Rail owns and operates a Private Freight Terminal in Khurja, Uttar Pradesh, with six rail lines. The facility is strategically located~90 km from New Delhi and ~40 km from the upcoming Jewar Airport. The facility also features two covered fully constructed and operational warehouses with an area of ~0.2 million square feet. It also owns a land bank of ~130 acres. Brief details of size & turnover are as follows: (Rs. in Crore) Particulars FY 2026 FY 2025 FY 2024 Revenue from operations 11.19 10.10 8.63 PAT (25.96) (23.34) (1367.12) Net Worth* (2,168.69) (2,142.73) (2118.87) * Net worth reflects the historical financial position of NCR Rail prior to implementation of the Approved Resolution Plan. The liabilities of NCR Rail are dealt with, in accordance with the terms of the Approved Resolution Plan. 2. Whether the acquisition would No fall within related party transaction(s) and whether the promoter/ promoter group/ group companies have any interest in the entity being acquired? If yes, nature of interest and details thereof and whether the same is done at “arm’s length” 3. Industry to which the entity Logistics being acquired belongs 4. Objects and effects of Integration & Expansion of logistics business acquisition (including but not limited to, disclosure of reasons for acquisition of target entity, if its business is outside the main line of business of the listed entity) 5. Brief details of any The acquisition is pursuant to the approval of the Company’s governmental or regulatory Resolution Plan by National Company Law Tribunal, Mumbai, Bench II approvals required for the vide its order dated 22nd January, 2026. acquisition 6. Indicative time period for The acquisition of NCR Rail stands completed and it is now a step down completion of the acquisition wholly owned subsidiary of the Company. 7. Consideration - whether cash Cash consideration. consideration or share swap or any other form and details of the same 8. Cost of acquisition and/or the The Cost of acquisition is Rs. 467.47Crore. In addition to that, the price at which the shares are Company has paid Rs. 41.94 Crore towards purchase of ~39.57 acres acquired of land from Arshiya Limited as per the Approved Resolution Plan. INFRASTRUCTURE LTD. Regd. Office: JSW Centre, Bandra Kurla Complex, Bandra (East) Mumbai – 400 051. Phone : 022-42861000 Fax : 022-42863000 CIN: L45200MH2006PLC161268 Website: www.jswinfrastructure.in Email id: infra.mumbai@jsw.in 9. Percentage of shareholding / Acquisition of 100% of the share capital of NCR Rail by the Company control acquired and / or through its step-down wholly owned subsidiary, Khurja Rail Terminal number of shares acquired Private Limited, as per the terms of the Approved Resolution Plan. 10. Brief background about the i. Product/line of business acquired: entity acquired in terms of Engaged in the business of logistics and owns & operates a Private products/line of business Freight Terminal in Khurja and provides related cargo and acquired, date of incorporation, warehousing services. history of last 3 years turnover, country in which the acquired ii. Date of Incorporation: 7th April, 2008 entity has presence and any other significant information (in iii. History of last 3 years turnover: brief) (Rs. in Crore) Particulars FY 2026 FY 2025 FY 2024 Revenue from operations 11.19 10.10 8.63 PAT (25.96) (23.34) (1367.12) Net Worth (2,168.69) (2,142.73) (2118.87) iv. Country of presence: India INFRASTRUCTURE LTD. Regd. Office: JSW Centre, Bandra Kurla Complex, Bandra (East) Mumbai – 400 051. Phone : 022-42861000 Fax : 022-42863000 CIN: L45200MH2006PLC161268 Website: www.jswinfrastructure.in Email id: infra.mumbai@jsw.in Annexure B Sr. Particulars Details 1. Name of the target entity, details AMD Business Support Services Private Limited (“AMD”) is a non- in brief such as size, turnover etc. operational entity. 2. Whether the acquisition would fall No within related party transaction(s) and whether the promoter/ promoter group/ group companies have any interest in the entity being acquired? If yes, nature of interest and details thereof and whether the same is done at “arm’s length” 3. Industry to which the entity being AMD is a non-operational entity. acquired belongs 4. Objects and effects of acquisition Consequent to the acquisition of NCR Rail Infrastructure Limited (including but not limited to, (“NCR Rail”) as per the Approved Resolution Plan, AMD has become disclosure of reasons for a step-down wholly owned subsidiary of the Company. acquisition of target entity, if its business is outside the main line of business of the listed entity) 5. Brief details of any governmental Consequent to the acquisition of NCR Rail as per the Approved or regulatory approvals required Resolution Plan, AMD has become a step-down wholly owned for the acquisition subsidiary of the Company. 6. Indicative time period for Consequent to the acquisition of NCR Rail as per the Approved completion of the acquisition Resolution Plan, AMD, which was a wholly owned subsidiary of NCR Rail, has also become a step [Showing first 8,000 characters — download PDF for full document]