Order of the National Company Law Tribunal in relation to the Scheme of Amalgamation.

Date: September 24, 2026 To, To, General Manager Manager - Listing Compliance Department of Corporate Services, National Stock Exchange of India Limited BSE Limited ‘Exchange Plaza’. C-1, Block G, P.J. Towers, Dalal Street, Bandra Kurla Complex, Mumbai - 400 001 Bandra (E), Mumbai - 400 051 BSE Security Code: 544321 NSE Symbol: VENTIVE Dear Madam/ Sir, Sub: Order of the National Company Law Tribunal in relation to the Scheme of Amalgamation. Ref: Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. Pursuant to the provisions of Regulations 30 the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“Listing Regulations”) and in continuation of our earlier intimations dated May 12, 2025 and June 17, 2025 we are pleased to inform you that the Hon’ble National Company Law Tribunal, Mumbai Bench, (“Hon’ble Tribunal”) has passed an order dated September 23, 2026, in relation to the application filed by Eon- Hinjewadi Infrastructure Private Limited (First Applicant Company/First Transferor Company), Restocraft Hospitality Private Limited (Second Applicant Company/Second Transferor Company), Wellcraft Infraprojects Private Limited (Third Applicant Company/Third Transferor Company) and Ventive Hospitality Limited (Fourth Applicant Company/Transferee Company) (Collectively referred to as the “Applicant Companies”) under sections 230 to 232 and other applicable provisions of the Companies Act, 2013 and rules framed thereunder in connection with the proposed Scheme of Amalgamation. The said order is procedural in nature and, inter alia, provides directions for convening and conducting meetings of equity shareholders and unsecured creditors and completing the requisite statutory formalities in connection with the proposed Scheme. The Scheme shall be subject to the approval of the shareholders and the creditors, as applicable, and other statutory and regulatory approvals, including the final sanction of the Hon’ble Tribunal. The copy of the order received from the Hon’ble Tribunal is enclosed herewith. Kindly take the above information on record. Thanking you For and on behalf of Ventive Hospitality Limited Pradip Bhatambrekar Company Secretary and Compliance Officer ICSI Membership No.: F14201 IN THE NATIONAL COMPANY LAW TRIBUNAL MUMBAI BENCH-II CA (CAA) No.253/MB/2025 [Under Sections 230 to 232 and other applicable provisions of the Companies Act, 2013 read with the Companies (Compromises, Arrangements and Amalgamations) Rules, 2016] IN THE MATTER OF SCHEME OF AMALGAMATION OF 1. EON-HINJEWADI INFRASTRUCTURE PRIVATE LIMITED [CIN: U70102PN2005PTC139080] Registered Office: 2nd Floor, Tower D, Tech Park One, Yerwada, Pune – 411006, Maharashtra. …First Applicant Company/First Transferor Company 2. RESTOCRAFT HOSPITALITY PRIVATE LIMITED [CIN: U55101PN2024PTC227724] Registered Office: 2nd Floor, Tower D, Tech Park One, Yerwada, Pune – 411006, Maharashtra. …Second Applicant Company/Second Transferor Company 3. WELLCRAFT INFRAPROJECTS PRIVATE LIMITED [CIN: U68200PN2023PTC222677] Registered Office: 2nd Floor, Tower D, Tech Park One, Yerwada, Page 1 of 17 IN THE NATIONAL COMPANY LAW TRIBUNAL, MUMBAI BENCH-II CA (CAA)/253/MB/2025 Pune – 411006, Maharashtra. …Third Applicant Company/Third Transferor Company WITH 4. VENTIVE HOSPITALITY LIMITED [CIN: L45201PN2002PLC143638] Registered Office: 2nd Floor, Tower D, Tech Park One, Yerwada, Pune – 411006, Maharashtra. …Fourth Applicant Company/Transferee Company AND THEIR RESPECTIVE SHAREHOLDERS Pronounced on: 23.09.2026 CORAM: HON’BLE SHRI ASHISH KALIA, MEMBER (JUDICIAL) HON’BLE SHRI BANWARI LAL MEENA, MEMBER (TECHNICAL) Appearances: Hybrid For the Applicant Companies: Adv. Hemant Sethi a/w. Adv. Tanaya Sethi i/b Hemant Sethi Advocates Page 2 of 17 IN THE NATIONAL COMPANY LAW TRIBUNAL, MUMBAI BENCH-II CA (CAA)/253/MB/2025 (viii) The Scheme will be beneficial, advantageous and not prejudicial to the interests of the shareholders, creditors and other stakeholders of the Transferor Companies and the Transferee Company. 8. The Authorised, Issued, Subscribed and Paid-Up Share Capital of the Applicant Companies as on 31.03.2025 are as follows: First Applicant Company/First Transferor Company: PARTICULARS AMOUNT (in Rs.) Authorized Share Capital 1,10,00,000 Equity Shares of Rs.10/- each 11,00,00,000/- Total 11,00,00,000/- Issued, Paid-up and Subscribed Share Capital 1,02,04,000 Equity Shares of Rs.10/- each 10,20,40,000/- Total 10,20,40,000/- Second Applicant Company/Second Transferor Company: PARTICULARS AMOUNT (in Rs.) Authorized Share Capital 2,00,00,00,000 Equity Shares of Rs.10/- each 20,00,00,00,000/- Total 20,00,00,00,000/- Issued, Paid-up and Subscribed Share Capital 1,05,00,10,000 Equity Shares of Rs.10/- each 10,50,01,00,000/- Total 10,50,01,00,000/- Page 6 of 17 IN THE NATIONAL COMPANY LAW TRIBUNAL, MUMBAI BENCH-II CA (CAA)/253/MB/2025 ORDER [PER: ASHISH KALIA, MEMBER (JUDICIAL)] 1. The present Company Application is jointly filed on 01.10.2025 by Eon- Hinjewadi Infrastructure Private Limited (First Applicant Company/First Transferor Company), Restocraft Hospitality Private Limited (Second Applicant Company/Second Transferor Company), WellCraft Infraprojects Private Limited (Third Applicant Company/Third Transferor Company) and Ventive Hospitality Limited (Fourth Applicant Company/Transferee Company) on 17.10.2025, under Sections 230 to 232 and other applicable provisions of the Companies Act, 2013 (hereinafter referred to as “the Act”) read with the Companies (Compromises, Arrangements and Amalgamations) Rules, 2016 (hereinafter referred to as “CAA Rules”), seeking sanction of this Tribunal to the proposed Scheme of Amalgamation of the Transferor Companies with the Transferee Company and their respective Shareholders (hereinafter referred to as “the Scheme”). 2. The registered offices of the Applicant Companies are situated in Maharashtra and, therefore, the subject matter of this Company Application falls within the territorial jurisdiction of this Tribunal. 3. The Board of Directors of the Applicant Companies, in their respective Board meetings held on 12.05.2025, have approved the proposed Scheme. Certified true copies of the respective Board Resolutions passed by the Board of Directors of the Applicant Companies have been placed on record. Page 3 of 17 IN THE NATIONAL COMPANY LAW TRIBUNAL, MUMBAI BENCH-II CA (CAA)/253/MB/2025 4. It is submitted that the Appointed Date of the proposed Scheme of Merger is 01.04.2025. 5. The First Transferor Company, incorporated on 03.06.2005, is engaged in the business of hotel operations and real estate development and sale. The Second Transferor Company, incorporated on 31.01.2024, is currently engaged in the business of owning, operating, carrying on the business in India or elsewhere of hotels, motels, service apartments, resorts, etc. The Third Transferor Company, incorporated on 27.07.2023, is engaged in the business of promoters, builders, developers, constructors, etc. The Transferee Company, incorporated on 12.02.2002, is engaged in the business of leasing commercial spaces, operation of retail malls, operation of commercial hotels and operation of windmills. It is also stated that the Fourth Applicant Company/Transferee Company is a public company with its equity shares listed on the National Stock Exchange of India Limited and the Bombay Stock Exchange Limited and it was formerly known as "Ventive Hospitality Private Limited" and prior thereto as "ICC Realty (India) Private Limited". The Ld. Counsel for the Applicant Companies placed the copy of the name change certificate dated 08.07.2024 and conversion to public company certificate dated 28.08.2024 of the Fourth Applicant Company on record. 6. The First, Second & the Third Applicant companies are all wholly owned subsidiaries of the Transferee Company and the entire paid-up share capital of the Transferor Companies is held by the Transferee Company directly [Showing first 8,000 characters — download PDF for full document]