Acquisition of 51% Stake and Voting Rights in Aflairza Professionals Private Limited.

Date: 23.07.2026 BSE Limited Department of Corporate Services 25th Floor, PJ Towers, Dalal Street, Mumbai, 400001 SCRIP CODE: 544755 SYMBOL: RECODE ISIN: INE2B6701015 Subject: Disclosure pursuant to Regulation 30 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015- Acquisition of 51 % Stake in Aflairza Professionals Private Limited ("Aflairza"/"Target Company") Dear Sir/Madam, This is in continuation of our intimation dated 14th July, 2026, regarding the proposed acquisition of Aflairza Professionals Private Limited ("Aflairza" or the "Target Company") of 51% of the equity share capital and voting rights of the Target Company through a combination of secondary acquisition of equity shares from the existing shareholders and subscription to fresh equity shares, to be completed in two phases. Phase I, resulting in the acquisition of 33% equity stake, was proposed to be completed by the end of July 2026, while the remaining phase is proposed to be completed by February 2027, subject to the terms of the Share Purchase Agreement ("SPA") and fulfilment of the applicable conditions precedent. We wish to inform you that Phase I of the aforesaid acquisition has been successfully completed on 23rd July, 2026. Pursuant thereto, the Company has made an aggregate investment of approximately ₹8.32 Crore and has acquired 33% of the equity share capital of Aflairza Professionals Private Limited through a combination of subscription to fresh equity shares and acquisition of equity shares from the existing shareholders by way of secondary transfer, in accordance with the terms of the Share Purchase Agreement ("SPA") and the applicable transaction documents. 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 given in Annexure- A of this letter. Kindly take note of the same in your records. Thanking You, For RECODE STUDIOS LIMITED (Dheeraj Bansal) Managing Director DIN: 09205916 Annexure- A Sr. No. Particulars Details 1. Name of the target entity, details in brief Aflairza Professionals Private Limited such as size, turnover etc.; ("Target Company") is a private limited company incorporated under the provisions of the Companies Act, 2013 on 16th May, 2026, pursuant to the conversion of M/s Aflairza Cosmetics, a partnership firm, into a private limited company. The Target Company bears CIN: U20232GJ2026PTC178034 and is registered with the Registrar of Companies, Ahmedabad. The Target Company is engaged in the business of manufacturing, marketing and trading of beauty, cosmetics and personal care products. Based on its provisional financial statements for the period from 16th May, 2026 to 30th June, 2026, the Target Company reported revenue from operations of ₹1.47 crores. 2. Whether the acquisition would fall within Not Applicable related party transaction(s) and whether the promoter/ promoter group/ 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”; 3. Industry to which the entity being Beauty & Cosmetic acquired belongs; 4. Objects and impact of acquisition The acquisition is in line with the existing (including but not limited to, disclosure of business strategy of the Company and is reasons for acquisition of target entity, if intended to strengthen and expand its its business is outside the main line of presence in the beauty, cosmetics and business of the listed entity); personal care segment. Through the acquisition of a 33% equity stake in Aflairza Professionals Private Limited, the Company aims to leverage operational synergies, enhance its product portfolio, expand its market reach and create long-term value for its stakeholders. The business of the Target Company is within the main line of business of the Company, and the acquisition is expected to complement and augment the Company's existing operations. 5. Brief details of any governmental or Not Applicable regulatory approvals required for the acquisition; 6. Indicative time period for completion of The acquisition is being undertaken in two the acquisition; phases, with Phase I completed on 23rd July, 2026, and Phase II expected to be completed by February 2027. 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 Under Phase I of the acquisition, the Company which the shares are acquired; has acquired equity shares at a price of ₹285 per equity share (Face Value ₹10 and Securities Premium ₹275 per equity share), for an aggregate consideration of approximately ₹8.32 crore. 9. Percentage of shareholding / control The Company has acquired 2,91,686 equity acquired and / or number of shares shares of Aflairza Professionals Private acquired; Limited, representing 33% stake and voting rights in the Target Company. 10. Brief background about the entity Brief Background of the Target Entity: acquired in terms of products/line of  Name of the Target Company: business acquired, date of incorporation, Aflairza Professionals Private Limited. history of last 3 years turnover, country in  Date of Incorporation: 16th May, which the acquired entity has presence 2026 (incorporated pursuant to the and any other significant information (in conversion of M/s Aflairza brief); Cosmetics, a partnership firm, into a private limited company).  Business Activities: Engaged in the business of manufacturing, marketing and trading of beauty, cosmetics and personal care products.  Turnover of M/s Aflairza Cosmetics (Last 3 Years): o FY 2023-24: 4.44 Crore o FY 2024-25: 7.77 Crore o FY 2025-26: 8.22 Crore Note: The Target Company was incorporated on 16th May, 2026 pursuant to the conversion of M/s Aflairza Cosmetics, a partnership firm. Accordingly, the Target Company does not have a turnover history for the last three financial years. However, the turnover of the predecessor partnership firm is given above. Further, as per the provisional financial statements of the Target Company for the period from 16th May, 2026 to 30th June, 2026, the revenue from operations was ₹1.47 crore.  Country of Operations: India.  Other Significant Information: The Target Company was incorporated pursuant to the conversion of M/s Aflairza Cosmetics, a partnership firm, into a private limited company. Accordingly, while the Target Company is a newly incorporated entity, it has succeeded to the existing business of the partnership firm and continues the same line of business without interruption.