1. Took on records the Valuation Report of the Café Gujjubhai Private Limited (Target Company) to ascertain the Fair Value of Eq. Shares for the purpose of 100% Equity shares of by way of acquisition(s) of Café Gujjubhai Private Limited issued by Registered Valuer - Dharmendra Takhatmal Dhelariya (Reg. no. IBBI/RV/06/2019/11555) 2. The Board discussed and considered the proposal for acquisition of 2,51,880 (Two Lakh Fifty-One Thousand Eight Hundred ....

GUJJUBHAI INDUSTRIES LIMITED (Formerly known as Sumuka Agro Industries Limited) CIN: L74110MH1989PLC289950 Date: 7th September, 2026 The BSE Limited, Phiroze Jeejeebhoy Towers, Dalal Street, Mumbai – 400 001 Dear Sir / Madam, Sub: Outcome of Board Meeting held on today i.e Monday, September 7 2026 pursuant to Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. With reference to the captioned subject and pursuant to Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements), Regulations, 2015 and other applicable provisions of the SEBI Listing Regulations, this is to inform you that, the Board of Directors of the Company, at its meeting held on Monday, September 7, 2026 have, inter alia, considered and approved the following: 1. Took on records the Valuation Report of the Café Gujjubhai Private Limited (Target Company) to ascertain the Fair Value of Eq. Shares for the purpose of 100% Equity shares of by way of acquisition(s) of Café Gujjubhai Private Limited issued by Registered Valuer – Dharmendra Takhatmal Dhelariya (Reg. no. IBBI/RV/06/2019/11555) 2. The Board discussed and considered the proposal for acquisition of 2,51,880 (Two Lakh Fifty-One Thousand Eight Hundred Eighty) equity shares of M/s. Café Gujjubhai Private Limited (“CGPL”), having a face value of Rs. 10/- (Rupees Ten Only) each, representing 100% of the paid-up equity share capital of CGPL, from its existing shareholders. The Board noted that the proposed acquisition would be undertaken at a price of Rs. 631.26/- (Rupees Six Hundred Thirty-One and Twenty-Six Paisa Only) per equity share, aggregating to a total purchase consideration of Rs. 15,90,01,768.40/- (Rupees Fifteen Crores Ninety Lakhs One Thousand Seven Hundred Sixty-Eight and Forty Paisa Only). The Board further considered and approved that the aforesaid purchase consideration shall be discharged partly by way of share swap and partly by way of cash consideration, as mutually agreed with the existing shareholders of CGPL. For the purpose of consideration other than cash, i.e. share swap, the Company shall issue and allot up to 12,04,915 (Twelve Lakh Four Thousand Nine Hundred Fifteen) fully paid-up equity shares of the Company, having a face value of Rs. 10/- (Rupees Ten Only) each, at an issue price of Rs. 131.96/- (Rupees One Hundred Thirty-One and Ninety-Six Paisa Only) per equity share, including a securities premium of Rs. 121.96/- (Rupees One Hundred Twenty-One and Ninety-Six Paisa Only) per equity share, aggregating to Rs. 15,90,00,583.40/- (Rupees Fifteen Crores Ninety Lakhs Five Hundred Eighty-Three and Forty Paisa Only). The balance consideration, including the amount payable towards fractional shares, amounting to Rs. 1,185.40/- (Rupees One Thousand One Hundred Eighty-Five and Forty Paisa Only), shall be discharged by the Company in cash, towards full and final discharge of the purchase consideration payable to the shareholders of CGPL. The issue price of the equity shares to be issued pursuant to the proposed share swap shall be determined in accordance with Chapter V of the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018 (“SEBI ICDR Regulations”), as applicable. Regd Off: Shanti Vihar Building No. C 5, Shop no. 6, Mira Road E Thane: 401105, Maharashtra Contact No. +91 98860 00679, E-mail: sumukaagro@gmail.com, Website: www.sumukaagro.com GUJJUBHAI INDUSTRIES LIMITED (Formerly known as Sumuka Agro Industries Limited) CIN: L74110MH1989PLC289950 Upon completion of the aforesaid acquisition and transfer of the entire paid-up equity share capital of CGPL to the Company, Café Gujjubhai Private Limited shall become a Wholly Owned Subsidiary of Gujjubhai Industries Limited, subject to completion of all necessary statutory, regulatory and contractual compliances and obtaining such approvals as may be required. After due deliberation and discussion, the Board approved the proposed acquisition and authorized the necessary steps to be taken for giving effect to the aforesaid transaction, including execution of the requisite agreements, documents and filings and obtaining necessary approvals from the concerned statutory and regulatory authorities. The details as required to be disclosed under Regulation 30 of the Listing Regulations read with SEBI Circular, is enclosed herewith as Annexure-I. 3. Took on Records the Compliance Certificate and Pricing Certificate for Preferential issue of Eq. Shares. 4. Preferential issue of Equity Shares for consideration other than cash (share swap) and payment of balance consideration in cash towards fractional shares in connection with the acquisition of café gujjubhai private limited The Board of Directors discussed and considered the proposal for the offer, issue and allotment of up to 12,04,915 (Twelve Lakh Four Thousand Nine Hundred Fifteen) Equity Shares of the Company, having a face value of ₹10/- (Rupees Ten Only) each, at an issue price of ₹131.96/- (Rupees One Hundred Thirty-One and Ninety-Six Paisa Only) per Equity Share, including a securities premium of ₹121.96/- (Rupees One Hundred Twenty-One and Ninety-Six Paisa Only) per Equity Share, on a preferential basis to the existing shareholders of Café Gujjubhai Private Limited (“CGPL”), being the shareholders who are transferring/selling their 2,51,880 (Two Lakh Fifty-One Thousand Eight Hundred Eighty) equity shares of CGPL to the Company. The proposed issue shall be made for consideration other than cash, by way of a share swap arrangement, towards discharge of the purchase consideration payable by the Company for the acquisition of the aforesaid equity shares of CGPL. The proposed preferential issue shall comprise up to 12,04,915 Equity Shares to the shareholders of CGPL, comprising persons falling within the Promoter, Promoter Group and Non-Promoter categories, as applicable. The issue price of ₹131.96/- per Equity Share has been determined in accordance with the applicable provisions of Chapter V of the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018 (“SEBI ICDR Regulations”), as amended from time to time, and other applicable laws and regulations. The aggregate consideration represented by the aforesaid preferential issue of up to 12,04,915 Equity Shares at an issue price of ₹131.96/- per Equity Share amounts to ₹15,90,00,583.40/- (Rupees Fifteen Crores Ninety Lakhs Five Hundred Eighty-Three and Forty Paisa Only). The Board further noted that, pursuant to the share swap arrangement, any fractional entitlement arising in the issue of Equity Shares shall be settled by payment in cash. Accordingly, the balance consideration payable towards fractional shares, amounting to ₹1,185.40/- (Rupees One Thousand One Hundred Eighty-Five and Forty Paisa Only), shall be discharged by the Company in cash to the shareholders of CGPL towards full and final settlement of such fractional entitlement. The proposed preferential issue and allotment of Equity Shares shall be subject to the approval of the members of the Company at the ensuing Annual General Meeting, and such other statutory, Regd Off: Shanti Vihar Building No. C 5, Shop no. 6, Mira Road E Thane: 401105, Maharashtra Contact No. +91 98860 00679, E-mail: sumukaagro@gmail.com, Website: www.sumukaagro.com GUJJUBHAI INDUSTRIES LIMITED (Formerly known as Sumuka Agro Industries Limited) CIN: L74110MH1989PLC289950 regulatory and other approvals, permissions, consents and compliances as may be required under the applicable provisions of law, including the SEBI ICDR Regulations, the Companies Act, 2013 and the rules made thereunder. After due discussion and deliberation, the Board approved the aforesaid proposal for the preferential issue of Equity Shares for consideration other than cash by way of share swap, along with the payment in cash towards the fractional share entitlement, and authorized the necessary steps to be t [Showing first 8,000 characters — download PDF for full document]