Shareholders meeting

RS/LLOYDSENGG/BSEL-NSEL/2026/77 September 11, 2026 The Department of Corporate Services, The National Stock Exchange of India Limited BSE Limited Exchange Plaza, Bandra Kurla Complex, 27th Floor, P.J. Towers, Bandra (East), Dalal Street, Mumbai - 400 001 Mumbai - 400 051 Scrip Code: 539992 Symbol: LLOYDSENGG ISIN: INE093R01011 Sub: No(cid:415)ce convening Mee(cid:415)ng of the Unsecured Creditors of Lloyds Engineering Works Limited (“the Company”) pursuant to the Order of the Hon’ble Na(cid:415)onal Company Law Tribunal, Mumbai Bench We hereby wish to inform that pursuant to the Order dated August 19, 2026, (“Order”) the Hon’ble Na(cid:415)onal Company Law Tribunal, Mumbai Bench (“NCLT”) in the Company Scheme Applica(cid:415)on No. C.A.(CAA)/124/MB/2026, Mee(cid:415)ng of the Unsecured Creditors of Lloyds Engineering Works Limited is scheduled on Friday, October 16, 2026 at 02:45 p.m (IST), through Video Conferencing (“VC”)/ Other Audio Visual Means (“OAVM”) (“Mee(cid:415)ng”) for the purpose of considering, and if thought fit, approving Scheme of Merger by Absorp(cid:415)on of Lloyds Infrastructure & Construc(cid:415)on Limited (“Transferor Company 1” or “First Applicant Company” or “LICL”) having CIN U42101MH2023PLC400727 and Metalfab Hightech Private Limited (“Transferor Company 2” or “Second Applicant Company” or “MHPL”) having CIN U65921MH1996PTC162306 and Techno Industries Private Limited (“Transferor Company 3” or “Third Applicant Company” or “TIPL”) having CIN U32109MH2000PTC469746 with Lloyds Engineering Works Limited (“Transferee Company” or “Fourth Applicant Company” or “LEWL”) having CIN L28900MH1994PLC081235 and their respec(cid:415)ve shareholders (‘Scheme’). We enclose herewith the copy of the No(cid:415)ce of the aforesaid Mee(cid:415)ng along with the Explanatory Statements under Sec(cid:415)on 230 - 232 and other applicable provisions of the Companies Act, 2013 (“Act”) read with Rule 6 of the Companies (Compromises, Arrangements and Amalgama(cid:415)ons) Rules, 2016, the SEBI Lis(cid:415)ng Regula(cid:415)ons and applicable SEBI Circulars. The related Annexures for the aforesaid No(cid:415)ces are available on the website of the Company at h(cid:425)ps://lloydsengg.in/scheme-of-merger/ The No(cid:415)ce of the aforesaid Mee(cid:415)ng is being sent through electronic means to the Unsecured Creditors of the Company on Friday, September 11, 2026, at their e-mail addresses registered with the Company. In cases where the e-mail address of any Unsecured Creditor is not available, a le(cid:425)er men(cid:415)oning about the web-link and Quick Response (QR) Code in reference to NCLT order for accessing the No(cid:415)ce has been sent. Unsecured Creditors whose debt is outstanding as on Tuesday, March 31, 2026 (Cut-Off) shall be en(cid:415)tled to a(cid:425)end and exercise their vo(cid:415)ng rights on the Resolu(cid:415)ons proposed at the Mee(cid:415)ng. Pursuant to the provisions of Sec(cid:415)on 108 and other provisions of the Act read with Rule 20 of the Companies (Management and Administra(cid:415)on) Rules, 2014, as amended, Regula(cid:415)on 44 and other provisions of the SEBI Lis(cid:415)ng Regula(cid:415)ons as well as other applicable circulars issued by SEBI, the General Circulars issued by Ministry of Corporate Affairs for providing e-vo(cid:415)ng facility at general mee(cid:415)ng convened over VC/OAVM and Secretarial Standards-2, the Company will be providing at the Mee(cid:415)ng, the facility of remote e-vo(cid:415)ng prior to the Mee(cid:415)ng and e-vo(cid:415)ng at the Mee(cid:415)ng in respect of the business to be transacted at the Mee(cid:415)ng. For the Lloyds Engineering Works Limited www.lloydsengg.in Registered Office : Plot No. A-5/5, MIDC Industrial Area, Murbad, District Thane – 421 401 | +91 2524 222271 | +91 95456 54196 C orporate Office : A-2, 2nd Floor, Madhu Estate, Pandurang Budhkar Marg, Lower Parel (W), Mumbai – 400 013 | +91 22 6291 8111 infoengg@lloyds.in W orks : Plot No. A-5/4, A-5/5 & A-6/3, MIDC Industrial Area, Murbad, District Thane – 421 401 : K-3, Additional Murbad Industrial Area, Kudavali Village, MIDC Murbad, District Thane – 421 401 CIN: L28900MH1994PLC081235 Mee(cid:415)ng, the Company has appointed Na(cid:415)onal Securi(cid:415)es Depository Limited (‘NSDL’) to provide the facility of cas(cid:415)ng votes by the Unsecured Creditors using remote e-vo(cid:415)ng /e-vo(cid:415)ng system as well as to enable the Unsecured Creditors of the Company to a(cid:425)end and par(cid:415)cipate in the Mee(cid:415)ng through VC/OAVM. The period for remote e-vo(cid:415)ng prior to the Mee(cid:415)ng commences on Monday, October 12, 2026 at 9.00 a.m. (IST) and ends on Thursday, October 15, 2026 at 5.00 p.m. (IST). NSDL will disable the remote e-vo(cid:415)ng system therea(cid:332)er. The Company is also providing e-vo(cid:415)ng facility at the Mee(cid:415)ng. The detailed instruc(cid:415)ons for joining the Mee(cid:415)ng through VC/OAVM, manner of cas(cid:415)ng vote through remote e-vo(cid:415)ng/e-vo(cid:415)ng and are provided in the No(cid:415)ce convening the Mee(cid:415)ng. The same is also available on the websites of Na(cid:415)onal Securi(cid:415)es Depository Limited (NSDL) at www.evo(cid:415)ng.nsdl.com and the Stock Exchanges i.e. BSE Limited and Na(cid:415)onal Stock Exchange of India Limited at www.bseindia.com and www.nseindia.com respec(cid:415)vely. We request you to kindly take the above on record. Regards, For Lloyds Engineering Works Limited Rahima Shaikh Company Secretary and Compliance Officer ACS: 63449 Encl: as above Lloyds Engineering Works Limited www.lloydsengg.in Registered Office : Plot No. A-5/5, MIDC Industrial Area, Murbad, District Thane – 421 401 | +91 2524 222271 | +91 95456 54196 C orporate Office : A-2, 2nd Floor, Madhu Estate, Pandurang Budhkar Marg, Lower Parel (W), Mumbai – 400 013 | +91 22 6291 8111 infoengg@lloyds.in W orks : Plot No. A-5/4, A-5/5 & A-6/3, MIDC Industrial Area, Murbad, District Thane – 421 401 : K-3, Additional Murbad Industrial Area, Kudavali Village, MIDC Murbad, District Thane – 421 401 CIN: L28900MH1994PLC081235 NOTICE OF MEETING OF THE UNSECURED CREDITORS OF THE LLOYDS ENGINEERING WORKS LIMITED CONVENED AS PER THE DIRECTIONS OF THE NATIONAL COMPANY LAW TRIBUNAL, MUMBAI BENCH Day, Date and Time Friday, October 16, 2026 at 2.45 p.m. Remote e-voting start date and time Monday, October 12, 2026 from 9:00 a.m. Remote e-voting end date and time Thursday, October 15, 2026 till 5:00 p.m. Mode of meeting As per the directions of the Hon’ble National Company Law Tribunal, Mumbai Bench, the meeting shall be conducted through Video Conferencing or Other Audio-Visual Means (“VC”/ “OAVM”) INDEX Sr. No. Contents Page Nos. 1) Notice convening the meeting of the unsecured creditors of the Lloyds Engineering Works Limited (“LEWL” or “Transferee Company”) convened as per the directions 4 of the National Company Law Tribunal, Mumbai Bench 2) Explanatory statement under Section 230 and Section 232 read with Section 102 and other applicable provisions of the Companies Act, 2013 (“the Act”) and Rule 6 of the Companies (Compromises, Arrangements and Amalgamations) Rules, 2016 (“Merger 16 Rules”) and as required under SEBI Circular No. SEBI/HO/CFD/POD- 2/P/CIR/2023/93 dated June 20, 2023 3) Annexure 1 Scheme of Merger by Absorption of Lloyds Infrastructure & Construction Limited (“Transferor Company 1” or “First Applicant Company” or “LICL”) and Metalfab 47 Hightech Private Limited (“Transferor Company 2” or “Second Applicant Company” or “MHPL”) and Techno Industries Private Limited (“Transferor Company 3” or “Third Applicant Company” or “TIPL”) with Lloyds Engineering Works Limited (“Transferee Company” or “Fourth Applicant Company” or “LEWL”) and their respective shareholders (“Scheme”) 4) Annexure 2 Share Entitlement Ratio Report dated December 29, 2025 issued by Bansi S. Mehta 128 Valuers LLP, Registered Valuer- Securities & Financial Assets 5) Annex [Showing first 8,000 characters — download PDF for full document]