Outcome of Board Meeting

JINDAL PHOTO LIMITED JPL/SECT/JULY26/042 July 16, 2026 The Lis(cid:415)ng Department The Dep(cid:425) of Corporate Services Na(cid:415)onal Stock Exchange of India Limited The BSE Ltd. Exchange Plaza, 5th Floor, Plot No. C-1 25, PJ Towers, Dalal Street Block – G, Bandra-Kurla Complex Mumbai – 400001 Bandra (East), Mumbai –400051 BSE Scrip Code: 532624 NSE Scrip Code: JINDALPHOT Sub: Disclosure under Regula(cid:415)on 30 of the Securi(cid:415)es and Exchange Board of India (Lis(cid:415)ng Obliga(cid:415)ons and Disclosure Requirements) Regula(cid:415)ons, 2015, as amended (SEBI Lis(cid:415)ng Regula(cid:415)ons) - in rela(cid:415)on to the Outcome of the mee(cid:415)ng of the Board of Directors of Jindal Photo Limited (“Company”) held on July 16, 2026 Dear Sir/Madam, With reference to the above cap(cid:415)oned subject ma(cid:425)er and in con(cid:415)nua(cid:415)on of our in(cid:415)ma(cid:415)on dated July 13, 2026, we wish to inform you that a mee(cid:415)ng of the Board of Directors of the Company was held today i.e. July 16, 2026. The following ma(cid:425)ers were discussed: 1. The Board considered and took on record: (i) the Due-Diligence Report dated July 16, 2026 (“Due Diligence Report”) submi(cid:425)ed by M/s Bhumika & Co., holding a peer reviewed cer(cid:415)ficate bearing No. 8009/2026 dated May 26, 2026 valid un(cid:415)l May 31, 2031 in accordance with Regula(cid:415)on 10(3) of the Securi(cid:415)es and Exchange Board of India (Delis(cid:415)ng of Equity Shares) Regula(cid:415)ons, 2021, as amended ("SEBI Delis(cid:415)ng Regula(cid:415)ons") annexed herewith as Annexure A; (ii) Reconcilia(cid:415)on of Share Capital Audit Report dated July 16, 2026 (“Audit Report”) submi(cid:425)ed by M/s Bhumika & Co., holding a peer reviewed cer(cid:415)ficate bearing No. 8009/2026 dated May 26, 2026 valid un(cid:415)l May 31, 2031, prepared in accordance with Regula(cid:415)on 76 of the Securi(cid:415)es and Exchange Board of India (Depositories and Par(cid:415)cipants) Regula(cid:415)ons, 2018 read with Regula(cid:415)on 12(2) of the SEBI Delis(cid:415)ng Regula(cid:415)ons, in respect to the Equity Shares proposed to be delisted, covering a period of 6 months prior to the date of the mee(cid:415)ng of the Board annexed herewith as Annexure B. 2. The Board took on record the le(cid:425)er dated July 16, 2026 received from the Saffron Capital Advisors Private Limited (“Manager to the Offer”) that the floor price for the Delis(cid:415)ng Offer is Rs. 1,119.50/- (Rupees One Thousand One Hundred Nineteen and fi(cid:332)y paise Only) per Equity Share (“Floor Price”), and Indica(cid:415)ve Price is Rs. 1120/- (Rupees One Thousand One Hundred Twenty Only) per Equity Share (“Indica(cid:415)ve Price”), which is determined in accordance with Regula(cid:415)on 19A of the SEBI Delis(cid:415)ng Regula(cid:415)ons. In support of the aforesaid, the le(cid:425)er was accompanied by a valua(cid:415)on report dated July 16, 2026 (“Valua(cid:415)on Report”) issued by ICON Valua(cid:415)on LLP, Registered Valuer in respect of Securi(cid:415)es and Financial Assets (IBBI Registra(cid:415)on No. BBI/RV-E/06/2019/107), (“Registered Valuer”), signed by Mr. Aseem Mankodi, Partner (IBBI Registra(cid:415)on No. IBBI/RV/06/2018/10154). 3. A(cid:332)er discussing and considering various factors of the Due Diligence Report and the informa(cid:415)on available with the Company, the Board of Directors has: a. Subject to approval from shareholders, approved the Delis(cid:415)ng Proposal in accordance with regula(cid:415)on 10(1) of the SEBI Delis(cid:415)ng Regula(cid:415)ons; b. Pursuant to Regula(cid:415)on 10(4) of SEBI Delis(cid:415)ng Regula(cid:415)ons, cer(cid:415)fied the following: Head Office: Plot No. 12, Local Shopping Complex, Sector B-1, Vasant Kunj, New Delhi-110 070, Ph.: 011-40322100 Regd. Office: 19th K.M. Hapur- Bulandshahr Road, P.O. Gulaothi, Distt. Bulandshahr, Uttar Pradesh-203408. CIN: L33209UP2004PLC095076, E-mail: cs_jphoto@jindalgroup.com, Website: www.jindalphoto.com JINDAL PHOTO LIMITED i. That the Company is in compliance with the applicable provisions of the Securi(cid:415)es Law; ii. That the Acquirers along with PAC and its related en(cid:415)(cid:415)es are in compliance with the applicable provisions of securi(cid:415)es laws in terms of the Due Diligence Report including compliance with sub-regula(cid:415)on (5) of Regula(cid:415)on 4 of the SEBI Delis(cid:415)ng Regula(cid:415)ons; iii. That the delis(cid:415)ng is in the interest of the public shareholders. 4. Appointed MUFG In(cid:415)me Private Limited, Registrar and Transfer Agent of the Company to provide services of e-vo(cid:415)ng to the shareholders and related ac(cid:415)vi(cid:415)es in respect of resolu(cid:415)ons men(cid:415)oned postal ballot no(cid:415)ce. 5. Fixed Friday, July 10, 2026 as Cut-off date for sending the Postal Ballot No(cid:415)ce to all the members of the Company whose names appear in the Register of Members/ List of Beneficial Owners as received from Depositories as on the Cut-off Date. 6. Consented to seek necessary approval of the shareholders of the Company in accordance with Regula(cid:415)on 11 of the SEBI Delis(cid:415)ng Regula(cid:415)ons for the Delis(cid:415)ng Proposal by way of postal ballot (the “Postal Ballot”) in accordance with Sec(cid:415)on 110 and all other applicable provisions, if any, of the Companies Act, 2013 (the “Companies Act”), read together with the Companies (Management & Administra(cid:415)on) Rules, 2014, including any statutory modifica(cid:415)on or re-enactment thereof for the (cid:415)me being in force. 7. Appointed Ms. Pragnya Parimita Pradhan (M. No. ACS 32778 and COP No. 12030 and Proprietor of M/s Pragnya Pradhan & Associates, to act as scru(cid:415)nizer for conduc(cid:415)ng the E-vo(cid:415)ng/Postal Ballot process in a fair and transparent manner. 8. Discussed and approved the No(cid:415)ce of Postal Ballot. 9. Authorized, Company Secretary and any Director of the company (“Authorised Representa(cid:415)ve”) severally to finalize, sign, approve and issue all documents in rela(cid:415)on to the resolu(cid:415)on sought to be passed by the postal ballot, including but not limited to the explanatory statement and form. The Board mee(cid:415)ng commenced at 07:00 P.M and concluded at 07:55 P.M Request you to kindly take note of the same and acknowledge the receipt. Thanking you For Jindal Photo Limited Mukta Sharma Company Secretary and Compliance officer M. No.: F9806 Encl: As above Head Office: Plot No. 12, Local Shopping Complex, Sector B-1, Vasant Kunj, New Delhi-110 070, Ph.: 011-40322100 Regd. Office: 19th K.M. Hapur- Bulandshahr Road, P.O. Gulaothi, Distt. Bulandshahr, Uttar Pradesh-203408. CIN: L33209UP2004PLC095076, E-mail: cs_jphoto@jindalgroup.com, Website: www.jindalphoto.com DUE DILIGENCE REPORT JINDAL PHOTO LIMITED [Pursuant to Regulation 10(3) of the SEBI (Delisting of Equity Shares) Regulations, 2021] The Board of Directors Jindal Photo Limited 19 KM, Hapur Bulandshahr Road, P.O Gulaothi, Bulandshahr, Uttar Pradesh-203 408 In terms of Regulation 10 of the Securities and Exchange Board of India (Delisting of Equity Shares) Regulations, 2021 ("Delisting Regulations"), we, M/s. Bhumika & Co., Peer Reviewed Practicing Company Secretaries (Membership no. ACS 37321, COP no. 19635, PR no. 8009/2026), have been appointed by the Board of Directors of Jindal Photo Limited, (hereinafter referred to as the “Company”) having CIN: L33209UP2004PLC095076 and having its registered office at 19 KM, Hapur Bulandshahr Road, P.O Gulaothi, Bulandshahr, Uttar Pradesh-203 408 at the Board Meeting held on 01 July 2026, to carry out the due diligence in accordance with Regulation 10(3) and other applicable provisions under the Delisting Regulations and issue a Due Diligence Report ("DDR"). Background: 1. In terms of Regulation 8 of the Delisting Regulations, an Initial Public Announcement dated 29 June 2026 ("Initial Public Annou [Showing first 8,000 characters — download PDF for full document]