Memorandum of Understanding/Agreements

DATE: 30TH JUNE, 2026 To To Manager - Listing Department Head – Listing Operations, National Stock Exchange of India Ltd. BSE Limited Exchange Plaza, Plot No. C/1, G Block, P.J. Towers, Dalal Street, Bandra-Kurla Complex, Bandra (E), Fort, Mumbai – 400 001 Mumbai-400051 BSE SCRIP CODE: 544536 NSE SYMBOL: WEALTH REF: WEALTH FIRST PORTFOLIO MANAGERS LIMITED Subject: Intimation pursuant to Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (‘Listing Regulations’) – Execution of Memorandum of Understanding (“MOU”). Dear Sir/Madam, Pursuant to Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended (“Listing Regulations”), we are pleased to inform you that pursuant to the approval of Board of Directors at their meeting held on 30th June 2026 for Investment in Wealth First Advisors Private Limited (‘the Target Entity’), subsequently Wealth First Portfolio Managers Limited (‘WFPML’ or ‘the Company’) has entered into a Memorandum of Understanding (“MOU”) with Wealth First Advisors Private Limited (‘the Target Entity’) and existing Shareholders of Wealth First Advisors Private Limited (‘Existing Shareholders of the Target Entity’) on 30th June, 2026 to invest by way of acquisition of equity shares of Wealth First Advisors Private Limited (the Target Entity’) which is engaged in the business of Wealth Management / Mutual Fund and financial product distribution. The said acquisition is in line with the Company’s strategy to expand its assets, distribution footprint and market position through inorganic growth. Further, the information required under the Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 read with SEBI Circular No. SEBI/HO/49/14/14(7)2025-CFD-POD2/l/3762/2026 dated 30th January, 2026 are enclosed herewith as Annexure A. We request you to take the above on record. Thanking You. Yours Faithfully, FOR AND ON BEHALF OF WEALTH FIRST PORTFOLIO MANAGERS LIMITED ASHISH SHAH MANAGING DIRECTOR DIN: 00089075 Encl: Annexure A Annexure A Details under amended Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 read along with SEBI Circular No. SEBI/HO/49/14/14(7)2025-CFD-POD2/l/3762/2026 dated 30th January, 2026. S. Particulars Details First Party to MOU: Wealth First Advisors 1 Name(s) of parties with whom the Private Limited (‘the Target Entity’) agreement is entered; Second Party to MOU: Wealth First Portfolio Managers Limited (‘WFPML’ or ‘the Company’) Third Party to MOU: Shareholders of Wealth First Advisors Private Limited (‘Existing Shareholders of the Target Entity’) 2 Purpose of entering into the 100% Acquisition of Wealth First Advisors agreement; Private Limited (‘the Target Entity’) in two Phases to expand its assets, distribution footprint, the scale, operations and market position of the Company by acquiring a controlling stake in a target entity engaged in similar business activities in Mumbai, India's largest Wealth Management Market. 3 Size of agreement; Phase I: The consideration will be made subject to overall investment aggregating to Rs. 52.10 Crore based on the valuation report obtained from an independent registered valuer. Phase II: The consideration for remaining 49% equity interest to be determined at a future date based on the valuation metrics and norms explicitly specified in the Memorandum of Understanding (MOU). Mode of Payment: Phase I: The Company shall pay the consideration for the acquisition of 51% of the Equity Share Capital of the Target Entity aggregating to Rs. 52.10 Crore, comprising Rs. 40 Crore by way of cash consideration and the balance amount of Rs. 12.10 Crore by way of issue of new equity shares under share swap. Phase II: The consideration for the acquisition of the remaining 49% of the Equity Share Capital of the Target Entity shall be determined at a future date based on the valuation metrics and norms explicitly specified in the Memorandum of Understanding (MOU). The consideration for Phase II shall be discharged by way of issue of new equity shares under share swap. 4 Shareholding, if any, in the entity with Nil whom the agreement is executed; 5 Significant terms of the agreement (in Memorandum of Understanding provides, inter brief) special rights like right to alia, for a phased acquisition of 51% equity appoint directors, first right to share share capital in Phase One and the balance 49% subscription in case of issuance of in Phase Two. Upon completion of Phase One, shares, right to restrict any change in the Company shall obtain management and capital structure etc.; governance control of the target entity, including the right to nominate and appoint the majority of the Board of Directors and the Chairperson. During the interim period until completion of Phase Two, the remaining shareholders shall retain limited governance rights through specified reserved matters requiring their prior approval. The agreement further contains customary transfer restrictions, including lock-in arrangements, right of first refusal, tag-along rights, drag- along rights, escrow arrangements in respect of the balance shareholding, non-compete and non-solicitation obligations. 6 Whether, the said parties are related Yes, the Target Entity is an entity belonging to to promoter/promoter group/ group the Promoter Group of the Listed Company companies in any manner. If yes, WFPML. nature of relationship; 7 Whether the transaction would fall Yes, the proposed acquisition constitutes a within related party transactions? If related party transaction. The Promoter and yes, whether the same is done at Managing Director of the Company, Mr. Ashish “arm’s length”; Shah, has an interest in the target entity by virtue of his shareholding / beneficial interest of 10.62% in the equity share capital of the target entity. The proposed acquisition is being undertaken on an arm's length basis, with the consideration determined based on the valuation report obtained from an independent registered valuer. 8 In case of issuance of shares to the If any equity shares of Company are issued as parties, details of issue price, class of consideration (via share swap), the pricing, shares issued; class, and issuance details will be determined in accordance with the terms of the MOU, SEBI (ICDR) Regulations, and other applicable prevailing laws. 9 In case of loan agreements, details of Not Applicable lender/borrower, nature of the loan, total amount of loan granted/taken, total amount outstanding, date of execution of the loan agreement/sanction letter, details of the security provided to the lenders / by the borrowers for such loan or in case outstanding loans lent to a party or borrowed from a party become material on a cumulative basis; 10 Any other disclosures related to such Not Applicable agreements, viz., details of nominee on the board of directors of the listed entity, potential conflict of interest arising out of such agreements, etc.; 11 In case of termination or amendment Not Applicable of agreement, listed entity shall disclose additional details to the stock exchange(s): i. name of parties to the agreement; ii. nature of the agreement; iii. date of execution of the agreement; iv. details of amendment and impact thereof or reasons of termination and impact thereof. FOR AND ON BEHALF OF WEALTH FIRST PORTFOLIO MANAGERS LIMITED ASHISH SHAH MANAGING DIRECTOR DIN: 00089075