Noting and approving the execution of Share Purchase Agreement dated 13th October, 2026 amongst the Promoters of the Company and Mr. Prafful Agarwal & Mrs. Anupam Gupta (as "Acquirer").

Date: 16.10.2026 Department of Corporate Services, BSE Limited Phiroze Jeejeebhoy Towers, Dalal Street, Kala Ghoda Fort, Mumbai, Maharashtra, 400 001 Scrip Code: 508980 Script Symbol: FRONTCAP Subject: Outcome of Board Meeting to be held on 16th October, 2026 Dear Sir/ Madam, The Board of Directors of the Company at its meeting held on Friday, 16th October, 2026 inter alia had considered the following matters: 1. Noted and approved the execution of the Share Purchase Agreement dated 13th October, 2026 (“SPA”) amongst the (a) Promoters of the Company and (b) Mr. Prafful Agarwal and Mrs. Anupam Gupta (as “Acquirer”). Pursuant to the SPA, the Acquirer has agreed to acquire 93,98,455 (Ninety Three Lakh Ninety Eight Thousand Four Hundred and Fifty Five Only) equity shares of the Company ("Sale Shares”) representing 56.07% (Fifty Six Percent and Zero Seven Percentage) of the paid-up equity share capital of the Company, from the Sellers, at a consideration of Rs. 10/- (Rupees Ten only) per Equity Share subject to the statutory approvals, if any and satisfaction of conditions precedent specified in the Share Purchase Agreement (unless waived off in accordance with the Share Purchase Agreement). The Proposed Transaction will result in the Acquirer being required to make an open offer to the public shareholders of the Company with the provisions of the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011. The details as required under Regulation 30 of the SEBI (LODR) Regulations read with SEBI Master Circular dated 30 January 2026, bearing reference no. SEBI/ HO/49/14/14(7)2025- CFDPOD2/I/3762/2026 are set out in “Annexure-1”. 2. The Board noted the proposed open offer to be made by the Acquirers in accordance with the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011, and the necessary intimations and filings submitted / to be submitted to the Securities and Exchange Board of India (SEBI) and the Stock Exchanges. 3. The Board reviewed and discussed the procedural requirements for making necessary applications to the Reserve Bank of India (RBI) for obtaining prior approval/noting for the change in management and control of the Company pursuant to the aforementioned SPA and open offer. 4. The Board considered and approved the proposed changes in the management and reconstitution of the Board of Directors of the Company, subject to the prior approval of RBI. The Board also executed/undertook necessary resolutions as required under the framework of the transaction. Registered Office: Office No.-1206, Lodha Supremus, Senapati Bapat Marg, Lower Parel, Mumbai – 400013, Maharashtra, India T: +91 - 9930972552 CIN: L65990MH1984PLC033128 Email ID: frontierleasing1984@gmail.com Kindly note that the Meeting of the Board of Directors commenced at 03:30 P.M. and concluded at 04:30 P.M. We request you to kindly take note of the above in your record Thanking You Yours Faithfully For Frontier Capital Limited Mayur Nagindas Doshi Director & CFO DIN: 08351413 Registered Office: Office No.-1206, Lodha Supremus, Senapati Bapat Marg, Lower Parel, Mumbai – 400013, Maharashtra, India T: +91 - 9930972552 CIN: L65990MH1984PLC033128 Email ID: frontierleasing1984@gmail.com Annexure-1 The details as required under Regulation 30 of the SEBI (LODR) Regulations read with SEBI Master Circular dated 30 January 2026, bearing reference no. SEBI/ HO/49/14/14(7)2025-CFDPOD2/I/3762/2026. Sr. Particulars Description A. If the Company is a party of the agreement, (i) Details of the counterparties (including Frontier Capital Limited (“Target Company”) is not names and relationship with the listed a party to the Share Purchase Agreement (SPA). entity) B. If Company is not a party to the agreement (i) Name of the party entering into such an “Acquirers” means Mr. Prafful Agarwal and Mrs. agreement and the relationship with the Anupam Gupta (“Acquirers”). The Acquirers do not listed entity; have any relationship with or interest in the Company. (ii) Details of the counterparties to the “Promoter Seller” means agreement (including name and Mr. Anirudh Bhuwalka and M/s. Inimitable Capital relationship with the listed entity); Finance Private Limited The Promoter Seller are Promoters of the Company holding 93,98,455 (Ninety Three Lakh Ninety Eight Thousand Four Hundred and Fifty Five Only) Equity Shares constituting up to 56.07% (Fifty Six Percent and Zero Seven Percentage) of the Equity and Voting Share Capital of the Company. (iii) Date of entering into the agreement. October 13, 2026 C. Purpose of entering into the agreement The SPA records the terms and conditions on which the Seller (Promoter Seller “Seller”) has agreed to sell, and the Acquirers has agreed to acquire the Seller Shares (“Seller Shares” shall mean 93,98,455 (Ninety Three Lakh Ninety Eight Thousand Four Hundred and Fifty Five Only) Equity Shares constituting up to 56.07% (Fifty Six Percent and Zero Seven Percentage) of the Equity and Voting Share Capital of the Company) along with the control over the Company. D. Shareholding, if any, in the entity with NIL whom the agreement is executed E. Significant terms of the agreement The significant terms of the SPA include- (i) The Promoter Sellers shall sell and the Acquirers shall acquire the shares held by the Sellers in the Target Company for a cash consideration of 93,98,455 (Ninety Three Lakh Ninety Eight Thousand Four Hundred and Fifty Five Only) Equity Shares constituting up to 56.07% (Fifty Six Percent and Zero Seven Percentage), subject to the terms set out in the SPA and on completion of the conditions set out thereunder including the successful completion of the Open Offer (detailed in (ii) below). Registered Office: Office No.-1206, Lodha Supremus, Senapati Bapat Marg, Lower Parel, Mumbai – 400013, Maharashtra, India T: +91 - 9930972552 CIN: L65990MH1984PLC033128 Email ID: frontierleasing1984@gmail.com (ii) Upon the execution of the SPA, the Acquirers shall make an Open Offer to the public shareholders of the listed entity in accordance with SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011. F. Extent and the nature of impact on Upon consummation of the transaction contemplated in management or control of the listed the SPA and post successful completion of the Open entity Offer, the Acquirers will acquire control over the Company and the Acquirers shall become the Promoters of the Company in accordance with the provisions of SEBI (LODR) Regulations. Upon sale of the entire shareholding of the Promoter Seller in the Company pursuant to the SPA, the Promoter Seller and the other members of the Promoter Group, if any are desirous that they will cease to be members of the Promoter and Promoter group of the Company and will be classified into public category, in terms of Regulation 31A (10) of SEBI (LODR) Regulations, 2015. G. Details and quantification of the The Target Company is not a party to the SPA. There is restriction or liability imposed upon the no restriction or liability imposed on the Target company Company. H. Whether, the said parties are related to Save and except the Promoter Seller, none of the parties promoter/promoter group/ group to the SPA form part of or are related to the companies in any manner. If yes, nature promoter/promoter group/ group companies of the of relationship Company. I. Whether the transaction would fall No, the transaction would not fall within related party within related party transactions? If yes, transactions. whether the same is done at “arm’s length” J. In case of issuance of shares to the Not Appicable parties, details of issue price, class of shares issued K. Any other disclosures related to such Upon completion of the Proposed Transaction, the agreements, viz., details of nominee on Acquirers shall subject to the compliance of the various the board of directors of the listed entity statutory laws/obligations, if any, be entitled to appoint potential conflict of interes [Showing first 8,000 characters — download PDF for full document]