Acquisition

SURAJ INDUSTRIES LTD Registered Office & Corporate Office: F-32/3, Second Floor, Okhla Industrial Area, Phase-II, New Delhi-110020 CIN: L26943DL1992PLC457936 Email id- secretarial@surajindustries.org; Website- www.surajindustries.org Telephone No: 011-42524455 September 28, 2026 BSE Limited Department of Corporate services P.J. Towers, Dalal Street, Mumbai – 400023 Scrip Code: 526211 Subject : Outcome of the Meeting of Board of Directors of Suraj Industries Ltd. in accordance with Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 Dear Sir/Madam, With reference to the captioned subject and pursuant to Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended (“SEBI Listing Regulations”), we wish to inform you that the Board of Directors of Suraj Industries Ltd. (“the Company”), at its meeting held today, Monday, September 28, 2026, based on the recommendation of the Audit Committee, has, inter alia, considered and approved the subscription to 75,850 (Seventy-Five Thousand Eight Hundred and Fifty) equity shares of M/s VRV Foods Limited (“VRV”), an associate company and related party of the Company, at a price of Rs. 66/- per equity share, aggregating to Rs. 50,06,100/- (Rupees Fifty Lakh Six Thousand One Hundred Only), by way of preferential allotment made by VRV. Pursuant to the above allotment, the Company’s shareholding in VRV will increase from 20.01% to 20.41% of the increased paid-up equity share capital of VRV. Details required under Regulation 30 of the SEBI Listing Regulations, 2015 read with SEBI Master Circular No. HO/49/14/14(7)2025-CFD-POD2/I/3762/2026 dated January 30, 2026, pertaining to the aforesaid acquisition of equity shares, are enclosed as Annexure A. The meeting of the Board of Directors commenced at 06:00 P.M.(IST) and concluded at 06:30 P.M.(IST). You are requested to kindly take it on your records. For Suraj Industries Ltd. Snehlata Sharma Company Secretary & Compliance Officer Encl: As above SURAJ INDUSTRIES LTD Registered Office & Corporate Office: F-32/3, Second Floor, Okhla Industrial Area, Phase-II, New Delhi-110020 CIN: L26943DL1992PLC457936 Email id- secretarial@surajindustries.org; Website- www.surajindustries.org Telephone No: 011-42524455 Annexure – A Details pertaining to SEBI Circular No. HO/49/14/14(7)2025-CFD-POD2/I/3762/2026 dated January 30, 2026 are under: S. Particulars Disclosures 1. Name of the target entity, details in VRV Foods Limited (“VRV”) is engaged in the business brief such as size, turnover etc. of manufacturing and bottling of country liquor and operates a bottling plant at Sansarpur Terrace, District Kangra, Himachal Pradesh. The Company has established an extensive marketing and distribution network across the State of Himachal Pradesh and has, over the years, emerged as one of the leading manufacturers of country liquor in the State. VRV is estimated to hold approximately 32% market share in the country liquor segment in Himachal Pradesh. Its flagship brand, “VRV Santra”, contributes approximately 80–85% of its revenue from the said segment. The country liquor industry in Himachal Pradesh is subject to stringent regulatory controls, which create significant entry barriers; as an established player, VRV benefits from such regulatory framework, enabling sustainability of its market share and margins. The turnover of VRV for the year ended March 31, 2026 was Rs. 128.69 Crore and the Profit after Tax was Rs. 5.43 Crore. 2. Whether the acquisition would fall Yes. The proposed acquisition of 75,850 equity shares of within related party transaction(s) and VRV Foods Limited ("VRV") by way of preferential whether the promoter/ promoter allotment at a price of Rs. 66/- per equity share, for an group/ group companies have any aggregate consideration of ₹50,06,100 (Rupees Fifty Lakh interest in the entity being acquired? If Six Thousand One Hundred only), constitutes a related yes, nature of interest and details party transaction, as VRV is an associate company of the thereof and whether the same is done at Company. “arm’s length. The transaction was reviewed and approved by the Audit Committee and approved by the Board of Directors of the Company. The transaction is within the materiality threshold prescribed under Regulation 23 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, and therefore does not require shareholders' approval. The transaction is being undertaken on an arm's length basis. The price has been determined on the basis of the valuation report dated September 17, 2026, issued by KZEN Valtech Private Limited, a registered valuer (Registration No. IBBI/RV-E/05/2022/164). SURAJ INDUSTRIES LTD Registered Office & Corporate Office: F-32/3, Second Floor, Okhla Industrial Area, Phase-II, New Delhi-110020 CIN: L26943DL1992PLC457936 Email id- secretarial@surajindustries.org; Website- www.surajindustries.org Telephone No: 011-42524455 3. Industry to which the entity being Breweries & Distilleries acquired belongs 4. Objects and impact of acquisition The acquisition is an investment by the Company in its (including but not limited of reasons for associate, VRV Foods Limited ("VRV"), which is engaged acquisition of target entity, if its in the business of Alcoholic beverages. By participating in business is outside the main line of the preferential allotment, the Company will support the business of the listed entity): fund requirements and growth of VRV and protect and enhance the value of its existing investment, with a view to generating long-term returns for the Company and its stakeholders Consequent to the proposed acquisition, the Company's shareholding in VRV will increase from 20.01% to 20.41% of the increased paid-up equity share capital of VRV, which will continue to be an associate company of the Company. 5. Brief details of any governmental or No governmental or regulatory approval is required for the regulatory approvals required for the proposed acquisition. acquisition; The acquisition has been approved by the Audit Committee and the Board of Directors of the Company. As the transaction is within the materiality threshold prescribed under Regulation 23 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, approval of the shareholders is not required. 6. Indicative time period for completion The acquisition is expected to be completed within one of the acquisition month from the date of this intimation. 7. Consideration – whether cash Cash Consideration Consideration or share swap or any other form and details of the same 8. Cost of acquisition and/or the price at The equity shares are being acquired at ₹66/- (Rupees which the shares are acquired Sixty-Six only) per equity share, aggregating to ₹50,06,100/- (Rupees Fifty Lakh Six Thousand One Hundred only) for 75,850 equity shares. The price has been determined on the basis of the valuation report dated September 17, 2026, issued by KZEN Valtech Private Limited, a registered valuer (Registration No. IBBI/RV-E/05/2022/164). 9. Percentage of shareholding / control The Company has approved the acquisition of 75,850 acquired and / or number of shares equity shares of VRV Foods Limited ("VRV") for an acquired aggregate consideration of ₹50,06,100/- (Rupees Fifty Lakh Six Thousand One Hundred only), at ₹66/- per equity share. SURAJ INDUSTRIES LTD Registered Office & Corporate Office: F-32/3, Second Floor, Okhla Industrial Area, Phase-II, New Delhi-110020 CIN: L26943DL1992PLC457936 Email id- secretarial@surajindustries.org; Website- www.surajindustries.org Telephone No: 011-42524455 Post-allotment, the Company's shareholding in VRV will increase from 20.01% to 20.41% of the increased paid-up equity share capital of VRV. VRV will continue to be an associate company of the Company. 10. Brief background about the entity Product/Line of Business: VRV Foods Limited (“VRV”) acquired in terms of produc [Showing first 8,000 characters — download PDF for full document]