Acquisition

Date: 13th July, 2026 BSE Limited National Stock Exchange of India Ltd. (NSE) Phiroze Jeejeebhoy Towers, Exchange Plaza, Dalal Street, Fort, Bandra Kurla Complex, Bandra (E), Mumbai — 400 001 Mumbai — 400 051 Scrip Code: 531548 Symbol: SOMANYCERA Dear Sir/Madam, Subject: Outcome of the Board Meeting and announcements pursuant to the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (the “Listing Regulations”) Dear Sir/Madam, Pursuant to the provisions of the Regulation 30 of Listing Regulations, we would like to inform that the Board of Directors of Somany Ceramics Limited at their meeting held today i.e. 13th July, 2026, has, inter-alia, considered and: a) accorded in-principle approval for an investment of up to Rs. 58.80 crore in M/s. Siravit Ceramics Private Limited, by way of acquisition and/or subscription of equity shares and/or preference shares, in one or more tranches, resulting in the Company acquiring up to 49% of its share capital (“Proposed Transaction 1”); b) accorded in-principle approval for an investment of up to Rs. 2.00 crore in M/s. V.S. Industries Private Limited, a company incorporated in Nepal, by way of acquisition and/or subscription of equity shares, in one or more tranches, resulting in the Company acquiring up to 50% of its equity share capital, subject to applicable laws and regulatory approvals in India and Nepal (“Proposed Transaction 2”); and c) approved an additional investment of up to Rs. 15.00 crore in M/s. Sudha Somany Ceramics Private Limited (“SSCPL”), a subsidiary of the Company, by way of subscription to equity shares and/or preference shares, in one or more tranches. The meeting of Board of Directors was commenced at 1:15 p.m. and concluded at 2:45 p.m. The details required under Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 read with Schedule III and the SEBI Master Circular No. HO/49/14/14(7)2025-CFD-POD2/I/3762/2026 dated 30th January, 2026 are enclosed as Annexures. SOMANY CERAMICS LIMITED | Corporate Office: F-36, Sector-6, Noida, 201301 (U.P.), India Registered Office: 2, Red Cross Place, Kolkata - 700 001 | Tel: (033) 22487406/5913 Corporate Identity Number (CIN): L40200WB1968PLC224116 T: 0120 - 4627900 | customer.care@somanyceramics.com | www.somanyceramics.com | 1800-1030-004 The aforesaid information can also be accessed on the website of the Company at www.somanyceramics.com. This is for your information and records. Thanking you, Yours Faithfully, For Somany Ceramics Limited Anuj Kalia Company Secretary & Compliance Officer Membership No.: A31850 Encl: as above SOMANY CERAMICS LIMITED | Corporate Office: F-36, Sector-6, Noida, 201301 (U.P.), India Registered Office: 2, Red Cross Place, Kolkata - 700 001 | Tel: (033) 22487406/5913 Corporate Identity Number (CIN): L40200WB1968PLC224116 T: 0120 - 4627900 | customer.care@somanyceramics.com | www.somanyceramics.com | 1800-1030-004 Annexure-A S. No. Particulars Details 1 Name of the target entity, details in brief such as M/s Siravit Ceramics Private Limited size, turnover etc. (“JVE”), incorporated in the financial year 2021-22 on 18th October, 2021. Authorised Share Capital: Rs. 14,00,00,000/- divided into 1,40,00,000 Equity Shares of Rs. 10/- each and Paid Up and Subscribed Capital of Rs. 8,60,00,000/- divided into 86,00,000 Equity Shares of Rs. 10/- each. The JVE has not commenced commercial operations and its turnover is Nil. 2 Whether the acquisition would fall within related The proposed acquisition qualifies as a party transaction(s) and whether the promoter/ Related Party Transaction in terms of promoter group/ group companies have any Regulation 2(1)(zc) of the SEBI (Listing interest in the entity being acquired? If yes, Obligations and Disclosure nature of interest and details thereof and Requirements) Regulations, 2015. whether the same is done at 'arm's length" However, Siravit Ceramics Private Limited is not a related party of the Company. Further, the Promoter, Promoter Group and Group Companies of the Company do not have any interest in M/s. Siravit Ceramics Private Limited. The proposed investment will be made at arm’s length basis. 3 Industry to which the entity being acquired Manufacture and sale of Glazed belongs Vitrified tiles and allied products. 4 Objects and impact of acquisition (including but To set up manufacturing capacity of ~9 not limited to, disclosure of reasons for million square metres per annum of acquisition of target entity, if its business is Glazed Vitrified Tiles to cater future outside the main line of business of the listed business growth in Southern Market. entity) 5 Brief details of any governmental or regulatory Not Applicable approvals required for the acquisition 6 Indicative time period for completion of the Within approximately 90 (ninety) days acquisition from the date of this Board Meeting 7 Nature of consideration - whether cash Cash Consideration consideration or share swap or any other form and details of the same SOMANY CERAMICS LIMITED | Corporate Office: F-36, Sector-6, Noida, 201301 (U.P.), India Registered Office: 2, Red Cross Place, Kolkata - 700 001 | Tel: (033) 22487406/5913 Corporate Identity Number (CIN): L40200WB1968PLC224116 T: 0120 - 4627900 | customer.care@somanyceramics.com | www.somanyceramics.com | 1800-1030-004 8 Cost of acquisition or the price at which the shares The Company's investment shall be for are acquired. acquisition/subscription of up to 49% of the share capital of JVE aggregating up to Rs. 58.8 crores. 9 Percentage of shareholding control acquired The Company and JV Partner will and/or number of shares acquired subscribe to the shares in JVE in an agreed proportion. However, the Company’s subscription in share capital of JVE shall not exceed 49%. 10 Brief background about the entity acquired in M/s Siravit Ceramics Private Limited terms of products/line of business acquired, date was incorporated on 18th October, of incorporation, history of last 3 years turnover, 2021. country in which the acquired entity has presence and any other significant information (in brief). The JVE shall be engaged in manufacturing and sale of Glazed Vitrified Tiles and allied products. The Turnover in previous 3 financial years for JVE was Nil. SOMANY CERAMICS LIMITED | Corporate Office: F-36, Sector-6, Noida, 201301 (U.P.), India Registered Office: 2, Red Cross Place, Kolkata - 700 001 | Tel: (033) 22487406/5913 Corporate Identity Number (CIN): L40200WB1968PLC224116 T: 0120 - 4627900 | customer.care@somanyceramics.com | www.somanyceramics.com | 1800-1030-004 Annexure-B S. No. Particulars Details 1 Name of the target entity, details in brief such M/s. V.S. Industries Private Limited was as size, turnover etc. incorporated on 27th April, 2026 in Nepal under the Company Act 2063(2006) of Nepal. Authorised Share Capital of NPR 10,00,00,000/- divided into 10,00,000 Equity Shares of NPR. 100/- each Paid up and Subscribed Share Capital of NPR 50,00,000/- divided into 50,000 Equity Shares of NPR 100/- each. (NPR denotes Nepalese Rupees) 2 Whether the acquisition would fall within No 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 acquired Construction Chemicals belongs 4 Objects and impact of acquisition (including With a view to grow presence in Nepal, it is but not limited to, disclosure of reasons for proposed to establish the Company’s acquisition of target entity, if its business is manufacturing presence in Nepal by way of outside the main line of business of the listed investing into a company in Nepal which entity) shall be operated on a joint venture basis. 5 Brief details of any governmental or regulatory Investment in the JVE and setting up of approvals required for the acquisition Project will [Showing first 8,000 characters — download PDF for full document]