Acquisition

TVS Holdings Limited Registered Office: “Chaitanya”, No. 12, Khader Nawaz Khan Road, [Formerly known as Sundaram-Clayton Limited] Nungambakkam, Chennai – 600006 PH: 044 28332115 15th July 2026 BSE Limited, National Stock Exchange of India Ltd., Phiroze Jeejeebhoy Towers, Exchange Plaza, 5th Floor, Dalal Street, Bandra-Kurla Complex, Mumbai 400 001. Bandra (E), Mumbai 400 051. Equity Scrip code: 520056 Equity Scrip code: TVSHLTD Dear Sir/Madam, Sub : Disclosure under Regulation 30 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended from time to time (“Listing Regulations”) Pursuant to Regulation 30 of the Listing Regulations, read with paragraph A of Part A of Schedule III thereunder, we wish to inform that Home Credit India Finance Private Limited, a subsidiary of TVS Holdings Limited (the “Subsidiary”), has executed a Share Purchase Agreement (“SPA”) on 15th July, 2026 to acquire 100% (One Hundred percent) of the issued, subscribed and paid-up share capital of Varthana Finance Private Limited (formerly known as Thirumeni Finance Private Limited) bearing corporate identification number: U65923KA1984PTC096528, a private limited company incorporated under the Companies Act, 1956, registered as a Non-Banking Financial Company with the Reserve Bank of India bearing registration no. B- 02. 00279 dated 28 October 2020 (“Target”), (“Proposed Transaction”). Post completion of acquisition of the Target in terms of the SPA, the Target will become a wholly owned subsidiary of the Subsidiary and a step down wholly owned subsidiary of the Company. The Proposed Transaction is subject to the receipt of requisite approval from the Reserve Bank of India (“RBI”), and other statutory and regulatory authorities, under applicable laws and other terms and conditions as set out under the SPA. Website: www.tvsholdings.com Email: corpsec@tvsholdings.com CIN: L64200TN1962PLC004792 TVS Holdings Limited Registered Office: “Chaitanya”, No. 12, Khader Nawaz Khan Road, [Formerly known as Sundaram-Clayton Limited] Nungambakkam, Chennai – 600006 PH: 044 28332115 The details of the above acquisition (as required to be furnished pursuant to Regulation 30 read with Para A of Part A of Schedule III of SEBI Listing Regulations and SEBI Circular No. SEBI/HO/49/14/14(7)2025-CFD-POD2/I/3762/2026 dated 30th January, 2026) are enclosed as Annexure 1. A press release on the subject matter is also enclosed as Annexure 2. Further, as per Regulation 30(8) of the Listing Regulations, the press release and the enclosed disclosure will be made available on our website. We request you to kindly take the intimation on record. Date and time of occurrence of event: 15th July 2026 at 3:19 P.M. Thanking you, Yours faithfully, For TVS Holdings Limited R Raja Prakash Company Secretary Encl: a/a Website: www.tvsholdings.com Email: corpsec@tvsholdings.com CIN: L64200TN1962PLC004792 TVS Holdings Limited Registered Office: “Chaitanya”, No. 12, Khader Nawaz Khan Road, [Formerly known as Sundaram-Clayton Limited] Nungambakkam, Chennai – 600006 PH: 044 28332115 Annexure 1 TVS HOLDINGS LIMITED Disclosure of information pursuant to Regulation 30 of the Listing Regulations Disclosure for acquisition of shares (including agreement to acquire) # Particulars Remarks (a) Name of the target company, Name of Target: Varthana Finance Private Limited details in brief such as size, (formerly known as Thirumeni Finance Private Limited). turnover, etc. Details of Target: • Registered Office: Varasiddhi, 3rd Floor, No. 5BC- 110 Service Road, 3rd Block HRBR Layout, Bangalore – 560043, Karnataka, India. • Corporate Identification Number: U65923KA1984PTC096528 • Business: The Target is engaged in the business of providing credit facilities and financial support and services in the education space to schools, colleges, formal or informal educational organizations, tutorials, physical or training centers providing training in vocational courses, life skills and the like. • Turnover: During the year 2025 - 2026, the Target generated a turnover of Rs. 398.31 Crores. Profit after tax of Rs. 18.65 Crores and net-worth of Rs. 574.23 Crores. (b) Whether the acquisition would No, this acquisition does not fall within related party fall within related party transactions and the promoters/ promoter group/ transaction(s) and whether the group companies do not have any interest in the entity promoter/promoter group/ being acquired. 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” Website: www.tvsholdings.com Email: corpsec@tvsholdings.com CIN: L64200TN1962PLC004792 TVS Holdings Limited Registered Office: “Chaitanya”, No. 12, Khader Nawaz Khan Road, [Formerly known as Sundaram-Clayton Limited] Nungambakkam, Chennai – 600006 PH: 044 28332115 # Particulars Remarks (c) Industry to which the entity Non-banking financial services being acquired belongs (d) Objects and impact of The proposed acquisition marks another step in the acquisition (including but not Group’s long-term approach to build and scale high- limited to, disclosure of reasons quality financial services businesses that serve India’s for acquisition of target entity, if evolving credit needs across customer segments. With its business is outside the main the addition of Varthana’s specialised education-finance line of business of the listed franchise to its growing financial services platform, the entity) Group will expand its presence into a complementary secured and longer-tenure lending segment. The transaction will strengthen the Group’s position in India’s financial services sector and create opportunities to support Varthana’s next phase of growth. (e) Brief details of any The Proposed Transaction shall be subject to the governmental or regulatory approval required by the Target from the Reserve Bank approvals required for the of India under chapter II paragraph 6 and 7 of the acquisition Master Direction – Reserve Bank of India (Non-Banking Financial Companies– Acquisition of Shareholding or Control) Directions, 2025 dated 28 November 2025 (as amended from time to time) with respect to change in control. (f) Indicative time period for 9 (Nine) months from the date of execution of the completion of the acquisition Securities Purchase Agreement, subject to receipt of necessary regulatory approvals and completion of other conditions precedent. (g) Consideration – whether cash Cash consideration. consideration or share swap or any other form and details of the same; (h) Cost of acquisition or the price Rs. 967 Cr subject to adjustments as contained in the at which the shares are acquired SPA (i) Percentage of shareholding / Percentage of shareholding of the Target to be acquired control acquired and / or by the Subsidiary: 100% of the issued, subscribed and number of shares to be acquired paid-up share capital. Website: www.tvsholdings.com Email: corpsec@tvsholdings.com CIN: L64200TN1962PLC004792 TVS Holdings Limited Registered Office: “Chaitanya”, No. 12, Khader Nawaz Khan Road, [Formerly known as Sundaram-Clayton Limited] Nungambakkam, Chennai – 600006 PH: 044 28332115 # Particulars Remarks (j) Brief background about the Business: The Target is engaged in the business of entity acquired in terms of providing credit facilities and financial support and products/line of business services in the education space to schools, colleges, acquired, date of incorporation, formal or informal educational organizations, tutorials, history of last 3 years turnover, physical or training centers providing training in country in which the acquired vocational courses, life skills and the like. entity has presence and any other significant information (in Date of incorporation: 12 June 1984 brief). Turnover of last 3 years: FY 2023 – 2024: Rs. 284.27 crores FY 2024 – 2025: Rs. 325.69 crore FY 2025 – 2026: Rs. 398. [Showing first 8,000 characters — download PDF for full document]