Disclosure under Regulation 30 regarding Open Offer.

Date: September 14, 2026 The Listing Department BSE Limited Phiroze Jeejeebhoy Towers Dalal Street Mumbai- 400001 Scrip ID: CUBIFIN Ref: Open Offer of Cubical Financial Services Limited Subject: Recommendations of the Committee of Independent Directors (“IDC”) on the Open Offer (“Offer”) for Acquisition of upto 3,77,44,200 Equity Shares representing 26.00% of the Emerging Equity and Voting Share Capital from the Shareholders of Cubical Financial Services Limited, (hereinafter referred to as “CUBIFIN”/ “Target Company”/ “TC’) by Mr. Manoj Agrawal (Acquirer-1) And Mr. Amit Kumar Saraogi (Acquirer-2) (hereinafter collectively referred to as “Acquirers”) together with ‘Mrs. Shikha Agrawal’ (PAC- 1), ‘M/S Manoj Agrawal HUF’ (PAC-2) and ‘Mrs. Kanchan Saraogi’ (PAC-3) (hereinafter referred to as “PACs”) under Regulation 26 (7) of SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011 and subsequent amendments thereto (“SEBI (SAST) Regulations, 2011”/ “Regulations”) Dear Sir/Madam, In reference to the captioned subject, we hereby submit the Recommendation of Independent Director Committee pursuant to, and in compliance with, Regulation 26(7) and such other applicable provisions of the Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011 as applicable. Kindly take note that the same will be published on September 15, 2026 in the same newspaper where the Detailed Public Statement (“DPS”) of the Open offer was published and it will be submitted with Stock Exchange and SEBI in due course of time. Further, you are requested to disseminate this information of Recommendation of Independent Director Committee to the Public. Thanking You, Yours Sincerely For and on behalf of Cubical Financial Services Limited Ashwani Kumar Gupta Managing Director DIN : 00348616 CUBICAL FINANCIAL SERVICES LIMITED Corporate Identification Number: L65993DL1990PLC040101 Registered Office - 456, Aggarwal Metro Heights, Netaji Subhash Place, Pitam Pura, New Delhi- 110034 Tel: 011-47057757; Website: www.cubical90.com ; Email Id: cubfinser@yahoo.com Recommendations of the Committee of Independent Directors (“IDC”) on the Open Offer by Mr. Manoj Agrawal (Acquirer-1) And Mr. Amit Kumar Saraogi (Acquirer-2) (hereinafter collectively referred to as “Acquirers”) together with ‘Mrs. Shikha Agrawal’ (PAC-1), ‘M/S Manoj Agrawal HUF’ (PAC-2) and ‘Mrs. Kanchan Saraogi’ (PAC-3) (hereinafter referred to as “PACs”) to the Eligible Equity Shareholders of Cubical Financial Services Limited (“CUBIFIN”/ “Target Company”/ “TC”) for the acquisition of upto 3,77,44,200 Equity Shares of the Target Company representing 26.00% of the Emerging Equity and Voting Share Capital under Regulation 26 (7) of SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011 and subsequent amendments thereto (“SEBI (SAST) Regulations, 2011”/ “Regulations”) 1 Date Monday, September 14, 2026 2 Name of the Target Company (“TC”) Cubical Financial Services Limited 3 Details of the Offer pertaining to TC The Offer is being made by the Acquirer in terms of Regulation 3(1) and (4) of the Takeover Regulations for acquisition of upto 3,77,44,200 Equity Shares of the face value of Rs. 2/- each (“Offer Shares”), representing 26.00% of the Emerging Equity & Voting Share Capital of the Target Company at an Offer Price of Rs. 2.50/- (Rupees Two point Fifty Paisa only) (“Offer Price”) along with applicable Interest of upto Rs. 0.021 per fully paid-up Equity Shares (“Applicable Interest”) payable in cash. 4 Name of the Acquirer(s) and the Person Acquirer(s): Mr. Manoj Agrawal (Acquirer- Acting in Concert (PAC) with the Acquirers 1) and Mr. Amit Kumar Saraogi (Acquirer-2) PAC (s): Mrs. Shikha Agrawal (PAC-1), M/S Manoj Agrawal HUF (PAC-2) and Mrs. Kanchan Saraogi (PAC-3) 5 Name of the Manager to the Offer Corporate Makers Capital Limited Address: 611, 6th Floor, Pragati Towers, Rajendra Place, New Delhi – 110091 Contact Number: +91- 11- 41411600 Email: info@corporatemakers.in Investor Grievance Email : compliance@corporatemakers.in Contact Person: Mr. Rohit Pareek SEBI Registration Number: INM000013095 6 Members of the Committee of Independent Mr. Subhash Kumar Changoiwala Member Directors of the Committee and Non-Executive and Independent Director and; Mr. Ram Gopal Dalmia -Chairperson of the Committee and Non-Executive and Independent Director 7 IDC Members relationship with the TC None of the Members of the IDC hold any (Director, Equity Shares owned, any other Equity Shares in the TC nor have they any contract/ relationship), if any relationship with the other Directors of the TC and apart from being the directors of the TC they are not related to each other in any manner. 8 Trading in the Equity shares/ other securities None of the IDC Members have traded in the of the TC by IDC Members Equity Shares of the Target Company during 12 months prior to the date of the Public Announcement of the Offer. 9 IDC Member relationship with the None of the IDC Members have any Acquirers and PAC(s) (Director, Equity relationship with the Acquirers and PAC(s). Shares owned any other contract/ relationship), if any 10 Trading in the Equity Shares/ other Not Applicable securities of the Acquirers by IDC Members 11 Recommendation on the Open Offer, as to Based on the review of documents and whether the offer is fair and reasonable materials as placed before the IDC as mentioned below: 1. Public Announcement by Acquirer(s) and PAC(s) dated May 15, 2026 (“PA”); 2.Detailed Public Statement (DPS) by Acquirer(s) and PAC(s) dated May 21, 2026; 3. Draft Letter of Offer (DLoF) by Acquirer(s) and PAC(s) dated May 29, 2026 and; 4. Letter of Offer (LoF) by Acquirer(s) and PAC(s) dated September 09, 2026 in which offer price if Rs. 2.50/- per equity share along with applicable interest of Rs. 0.021per Equity Share. Based on the above and the relevant information (as set out in summary of reasons for recommendation), the IDC Members is of the opinion that the offer price is fair and reasonable and in line with SEBI SAST Regulations, 2011. Further, IDC Members confirm that the Target Company has not received any complaint from the shareholders regarding the Open Offer process, valuation price or method of valuation. 12 Summary of reasons for recommendation The IDC Members has evaluated the PA, DPS, DLoF and LoF issued / submitted by Corporate Makers Capital Limited (Manager to the Offer) for and on behalf of the Acquirer(s) and PAC(s) and has also noted that the equity shares of the Target Company are frequently traded and that the offer price has been determined in accordance with the applicable provisions of the SEBI (SAST) Regulations. The IDC has considered, inter alia, the following factors while making its recommendation: a) The Applicable interest of Upto Rs. 0.021 per Equity share computed at 10% per annum has been offered by the Acquirer(s) and PAC(s) for the delay in making the payment to the public shareholders in accordance with the requirements under SEBI (SAST) Regulations, 2011. b) The Offer price of Rs. 2.50/- per Equity Share is in accordance with Regulation 8(2) of SEBI SAST Regulations; c) The Offer Price of Rs. 2.50/- per Equity Share is higher than the highest negotiated price per share of the Target Company under the agreement attracting the obligation to make the Open Offer i.e. Rs. 2.05/- per Equity Share; d) The Offer Price of Rs. 2.50/- per Equity Share is higher to the volume weighted average market price of Equity Shares of the Target Company for a period of sixty trading days immediately preceding the date of the PA as traded on the BSE Ltd ("BSE"), being the stock exchange where the maximum volume of trading in the shares of the Target Company are recorded i.e. Rs. 2.18/- (Indian Rupees Four Hundred and Sixty Nine point Nine Seven) per Equity Share. e) The Offer Price of Rs. 2.50/- per Equity Share is higher than the price payable under the proposed prefere [Showing first 8,000 characters — download PDF for full document]