Shareholders meeting

Date: July 14, 2026 To, To, BSE Ltd. National Stock Exchange of India Ltd. Corporate Relationship Department, Listing Department, 1st Floor, New Trading Ring, ‘Exchange Plaza’, C/1, Block G, Rotunda Building, P.J. Towers, Bandra-Kurla Complex, Dalal Street, Fort, Mumbai 400 001 Bandra (E), Mumbai 400 051 Code No. 539979 Symbol “DIGJAMLMTD” Sub: Notice of the Extra-Ordinary General Meeting (“EGM”) of Digjam Limited (“Company”) being convened pursuant to the Order of the Hon’ble National Company Law Tribunal (“NCLT”), Chennai Bench, dated June 19, 2026, in the matter of Scheme of Arrangement amongst Reid & Taylor International Private Limited (“RTIL” or “Demerged Company” or “First Applicant Company”) and Digjam Limited (“DIGJAM” or “Resulting Company” or “Second Applicant Company” or “the Company”) and their respective shareholders (“Scheme”) Pursuant to Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, we wish to inform you that the Meeting of the Equity Shareholders of the Company, as directed by Hon’ble National Company Law Tribunal, Chennai Bench (NCLT) vide Order dated June 19, 2026, is scheduled to be held on Sunday, August 16, 2026 at 11:00 A.M. (IST) through Video Conferencing (“VC”) /Other Audio-Visual Means (“OAVM”), to consider, and if thought fit, to approve, with or without modification(s), the Scheme of Arrangement amongst Reid & Taylor International Private Limited (“Demerged Company”) and Digjam Limited (“Resulting Company”) and its shareholders (“Scheme”). Further, we hereby confirm that the Notice of this NCLT convened meeting, together with the Explanatory Statements and Annexures (“Notice and Annexures”), is to be sent to the Members of the Company whose names appear in the register of members as on Friday, July 03 2026 through: a) electronic mode to those whose email IDs are registered with the Company and/ or Share Transfer Agent or Depositories or: b) by way of Registered Post or Speed Post or Courier to others who have not registered their e-mail addresses. We hereby confirm that the dispatch of the Notice and Annexures of the EGM to the equity shareholders of the Company through electronic mode/registered post/ speed post/ courier (as applicable) was commenced and completed on July 14, 2026 Further, in compliance with the provisions of the Orders passed by NCLT and Section 108 and other applicable provisions of the Act, read with Rule 20 of the Companies (Management and Administration) Rules, 2014 as amended, Regulation 44 and other applicable provisions of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 read with applicable SEBI Circulars, Secretarial Standard-2, and in accordance with the circulars/notifications issued by the Ministry of Corporate Affairs (MCA) for holding general meetings through VC/OAVM, the Company is providing the e- voting facility to its members, who hold shares as on Monday, August 10, 2026 (End of Day), being the cut-off date fixed for determining the members who would be entitled to exercise their right to vote through e-voting process, on the items of business specified in the Notice of the EGM. The Company has engaged National Securities Depository Limited (“NSDL”) for providing the facility to the members for joining the EGM electronically as well as for facilitating the e-voting. The schedule for the e-voting/remote e-voting for the Equity Shareholders Meeting of the Company is as under: Remote e-voting start date and time Thursday, August 13, 2026, 9:00 AM (IST) Remote e-voting end date and time Saturday, August 15, 2026, 5:00 PM (IST) E-voting at the Meeting Sunday, August 16, 2026 (upon voting being announced by the Chairperson of the Meeting) The annexures and other documents referred to in the Notice are available on the Company's website at https://digjam.co.in/scheme-of-arrangement/ We request you to take note of the above. FOR DIGJAM LIMITED Ritesh Krishna Kumar Mishra Company Secretary & Compliance Officer ICSI Membership No.: A76039 DIGJAM LIMITED CIN: L17123TZ2015PLC036291 Registered Office: Door No. 508/A/6, GVG Nagar, Pushapathur, Swaminathapuram, Palani Taluk, Dindigul District, Saminathapuram, Dindigul, Palani, Tamil Nadu, India, 642113. E-mail: cosec@digjam.co.in; Telephone: +91 (022) 4000 2600 Website: www.digjam.co.in NOTICE OF MEETING OF THE EQUITY SHAREHOLDERS OF DIGJAM LIMITED (“COMPANY”) AS PER THE DIRECTIONS OF THE NATIONAL COMPANY LAW TRIBUNAL, CHENNAI BENCH (“NCLT” OR “TRIBUNAL”) Day Sunday Date August 16, 2026 Time 11:00 A.M. Mode of Meeting As per the directions of the Hon’ble National Company Law Tribunal, Chennai Bench, the meeting shall be conducted at the registered office of the Company or through Video conferencing (“VC”) or Other Audio-Visual Means (“OAVM”) or if not convenient at any other suitable place for which approval shall be sought from Hon’ble National Company Law Tribunal, Chennai Bench Cut-off date for e- August 10, 2026 voting Remote e-Voting Start Date August 13, 2026 Remote e-Voting Start Time 9:00 A.M. Remote e-Voting End Date August 15, 2026 Remote e-Voting End Time 5:00 P.M. The shareholding pattern of Promoter/Promoter Group and Public shareholders before and after implementation of scheme is depicted as under: Category Pre-Scheme Post-Scheme Change Shareholding (%) Shareholding (%) Promoter / Promoter Group Digjam Limited (“DIGJAM”) 75% 74.97 % Decrease by 0.3% Reid & Taylor 74.97 % 74.97 % No change International Private Limited (“RTIL”) Public Shareholders Digjam Limited 25% 25.03%* Increase by 0.3% (“DIGJAM”) Reid & Taylor 25.03% 25.03% No Change International Private Limited (“RTIL”) *As per the above table, the shareholding of the pre-scheme public shareholders of DIGJAM along with the qualified institutional buyers (‘QIBs’) of RTIL (who will be issued shares in Digjam pursuant to the Scheme of Arrangement) will amount to 25.03% [i.e., 19.55% (QIBs of RTIL) + 5.48% (pre-scheme public shareholders of DIGJAM)] The public shareholders may note that implementation of scheme shall result in decrease in the shareholding of public shareholders of DIGJAM from 25 % to 5.48 %. The Public Shareholders of DIGJAM may also note that approval to scheme of merger would also result into them agreeing to decrease in shareholding on implementation of the scheme. Therefore, investors should read all the scheme related documents before exercising their voting rights. Brief explanation with respect to the Promoter/Promoter Group shareholding and its impact on the public shareholders in terms of their rights and value of their holding in the Company: The Scheme provides for issuance and allotment of equity shares of DIGJAM i.e., Resulting Company to the shareholders of the RTIL i.e., Demerged Company in accordance with the approved share exchange ratio, as set out below: “46,481 (Forty-Six Thousand Four Hundred and Eighty-One) equity shares of the Resulting Company, having a face value of INR 10/- (Rupees Ten Only) each, fully paid-up, for every 100 (Hundred) equity shares of the Demerged Company, having a face value of INR 10/- (Rupees Ten Only) each, fully paid-up.” It is hereby submitted that the Scheme does not result in any increase in the shareholding of the Promoter and Promoter Group of DIGJAM. In fact, pursuant to the Scheme, the aggregate shareholding of the Promoter and Promoter Group stand marginally decreased from 75.00% (prior to the Scheme) to 74.97% (post implementation of the Scheme) on account of issuance of shares to the shareholders of the RTIL in accordance with the aforesaid share exchange ratio. Further, the shareholding of public shareholders of DIGJAM will marginally increase from 25% (prior to the Scheme) to 25.03% (post implementation of the Scheme). This is owing to the fact that the qualified institutional buyers (‘QIBs’) of RTIL (who will be issued shares pursuant to the Scheme as per the aforesaid share exchange ratio) will be classified as public share [Showing first 8,000 characters — download PDF for full document]