Novus Capital Advisors Pvt Ltd ("Manager to the Open Offer") has submitted to BSE a copy of Draft Letter of Offer to the Public Shareholders of Kapil Raj Finance Ltd ("Target Company").

DRAFT LETTER OF OFFER “THIS DOCUMENT IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION” This Draft Letter of Offer is sent to you as a Public Shareholder (as defined later) of Kapil Raj Finance Limited. If you require any clarifications about the action to be taken, you may consult your stock broker or investment consultant or Manager to the Offer / Registrar to the Offer (as defined below). In case you have recently sold your equity shares of Kapil Raj Finance Limited, please hand over the Letter of Offer and the a ccompanying Form of Acceptance cum Acknowledgment to the member of the stock exchange through whom the said sale was effected. OPEN OFFER BY Name Acquirers Address Contact details Email Address Arpit Agarwal Acquirer-1 2, Underhill Road, Civil lines, North Delhi 110054 9811301819 arpit@henyogroup.com (PAN: AGGPA2080G) Megha Agarwal Acquirer-2 Kothi no. 2, Underhill Road, civil lines, North Delhi 9711901819 megha170284@gmail.com (PAN: ANMPK8693C) 110054 Arpit Agarwal (HUF) Acquirer-3 2, Underhill Road, Civil lines, North Delhi 110054 9811301819 arpit@henyogroup.com (PAN: AAMHA6023P) To Eligible Shareholder(s) Upto 9,92,12,282 (Nine Crore Ninety-Two Lakh Twelve Thousand Two Hundred Eighty-Two) Equity Shares of face value INR 1/- (Rupee One Only) each, representing 26% of the Total Expanded Voting Equity Share Capital of the Target Company on a fully diluted basis, as of the 10 (tenth) working day from the closure of the tendering period of the Open Offer, for cash at a price of ₹ 2.24/- (Rupees Two Point Two Four only) per equity share (“The Offer Price”). KAPIL RAJ FINANCE LIMITED (“TARGET COMPANY”) Registered Office: Unit no. 1018, 9th floor, Pearl Omaxe, Plot no. B1, Netaji Subhash Place, Pitampura,Delhi, Saraswati Vihar, North West Delhi, India, 110034 Email: kapilrajfin@gmail.com; Website: www.kapilrajfinanceltd.com; CIN: L65929DL1985PLC022788 at a price of INR 2.24/- (Rupees Two Point Two Four Only) per fully paid - up equity share of face value INR 1/- (Rupees One Only) each (“Offer Price”), payable in cash, pursuant to the Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011, including amendments thereto (“Takeover Regulations”) 1. This Offer is being made by the Acquirers pursuant to regulations 3(1) & 4 of the Takeover Regulations for control over the Target Company. 2. This Offer is not a conditional upon any minimum level of acceptance in terms of Regulation 19 of SEBI (SAST) Regulations. 3. This Offer is not a competing offer in terms of Regulation 20 of the SEBI (SAST) Regulations. 4. Other than as set out in Para 8.17 (Statutory and Other Approvals) of Section 8 (Terms and Conditions of the Offer) as on the date of this Draft Letter of Offer, to the best of the knowledge of the Acquirers, there are no other statutory or other approvals required for the consummation of the Transaction (as defined below). In case any other statutory or other approvals become applicable and are required by the Acquirers at a later date before the closure of the Tendering Period (as defined below), this Open Offer shall be subject to receipt of such further approvals. 5. If there is any upward revision in the Offer Price/ Offer Size by the Acquirers at any time upto one (01) working day prior to the commencement of the Tendering Period, i.e., November 12, 2026 (Thursday), in terms of Takeover Regulations, the same would also be informed by way of an announcement in the same newspapers where the Detailed Public Statement (“DPS”) was published. Such revised Offer Price would be payable by the Acquirers to all the shareholders, who have validly tendered their equity shares any time during the Tendering Period to the extent their equity shares have been verified and accepted under the Offer, by the Acquirers. If the Offer is withdrawn pursuant to Regulation 23 of the Takeover Regulation, the same would be communicated within two (02) working days by an announcement in the same newspapers in which the DPS had been published. 6. The Acquirers may withdraw the Open Offer in accordance with the terms and conditions specified in section of (Statutory and other Approvals) of Section 8 (Terms and Conditions of the Open Offer) of this DLOF. In the event of such a withdrawal of the Open Offer, the Acquirers (through the Manager) shall, within 2 Working Days of such withdrawal, in the same newspapers in which the DPS had appeared, make an announcement of such withdrawal stating the grounds for the withdrawal in accordance with Regulation 23(2) of the SEBI (SAST) Regulations and simultaneously inform to SEBI, the Stock Exchange and the Target Company at its registered office. 7. The Procedure for acceptance is set out in Para 8 of this DLOF. A Form of Acceptance is enclosed with this DLOF. 8. There has been no competing offer as on date of this Draft Letter of Offer. If there is a competitive offer, then the Offer under all subsisting bids shall open and close on the same date. 9. A copy of the Public Announcement (“PA”), the Detailed Public Statement (“DPS”) are available on the website of Securities and Exchange Board of India (“SEBI”) at www.sebi.gov.in, and copy of this Draft Letter of Offer (“DLOF”) and Letter of Offer (“LOF”) (including the Form of Acceptance cum acknowledgement) will also be available on the website of SEBI at www.sebi.gov.in. All future correspondence, if any, should be addressed to the Manager / Registrar to the Offer at the following addresses: MANAGER TO THE OFFER REGISTRAR TO THE OFFER NOVUS CAPITAL ADVISORS PRIVATE LIMITED PURVA SHAREGISTRY (INDIA) PRIVATE LIMITED (Formerly known as Fast Track Finsec Private Limited) Unit no. 9, Ground Floor Shiv Shakti Industrial Estate, J. R. Office No. V-116, 1st Floor, New Delhi House, 27, Barakhamba Road, New Boricha Marg, Lower Parel (East), Mumbai, Maharashtra- Delhi-110001 400011 Tel: 011-43029809; Tel: 022-49614132 Website: www.novuscaps.com Email: support@purvashare.com Email: mb@novuscaps.com Website: www.purvashare.com Contact person: Mr. Vikas Kumar Verma Contact Person: Ms. Deepali Gaonkar SEBI Registration No.: INM000012500 SEBI Reg. No: INR000001112 CIN: U65191DL2010PTC200381 CIN: U66190MH1993PTC074079 OFFER OPENS ON: November 16, 2026 (Monday) OFFER CLOSES ON: November 30, 2026 (Monday) TENTATIVE SCHEDULE OF ACTIVITIES PERTAINING TO THE OFFER Activity Schedule Day and Date Date of the Public Announcement September 21, 2026 (Monday) Date of publishing of the DPS September 28, 2026 (Monday) Date of filing of the Draft Letter of Offer with SEBI October 06, 2026 (Tuesday) Last date of Public Announcement for a Competing Offer(s)# October 21, 2026 (Wednesday) Last date for receipt of comments from SEBI on the Draft Letter of Offer October 28, 2026 (Wednesday) (in the event SEBI has not sought clarification or additional information from the Manager to the Offer) Identified Date* October 30, 2026 (Friday) Last date by which Letter of Offer will be dispatched to the Public Shareholders November 06, 2026 (Friday) whose name appears on the register of members on the Identified Date Last date by which the Committee of Independent Directors of the Board of November 11, 2026 Directors of the Target Company shall give its recommendations to the Public (Wednesday) Shareholders of the Target Company for this Offer Last date for Upward revision in Offer Price/ Offer Size November 12, 2026 (Thursday) Date of Publication of Offer opening Public Announcement in the newspaper November 12, 2026 (Thursday) in which DPS has been published Date of commencement of Tendering Period (“Offer Opening Date”) November 16, 2026 (Monday) Date of closure of Tendering Period (“Offer Closing date”) November 30, 2026 (Monday) Last date for issue of post-offer advertisement December 07, 2026 (Monday) Last date of communicating the rejection/ acceptance and completion of December 14, 2026 (Monday) payment of consideration or refund of Equity Shares to the Public [Showing first 8,000 characters — download PDF for full document]