BSECompany Update6d ago · 18 Oct 2026, 04:15 pm

Pursuant to Regulation 30 of SEBI LODR Regulations, we wish to inform the exchange that, IL JIN Electronics (India) Limited, a material subsidiary of the Company has entered into a Share Swap Agreement on 18th October 2026, in terms of the said agreement IL JIN shall acquire 23,401 equity shares of Ascent Circuits representing the balance 1.50% of its equity stake on fully dilutive basis, from Ms. Manju Thomas and shall issue and allot 13,120 Compulsorily ....

Amber Enterprises India Ltd · 540902

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Amber Enterprises India Ltd's material subsidiary IL JIN Electronics (India) Limited has entered into a Share Swap Agreement with Ms. Manju Thomas and Ascent Circuits Private Limited to acquire the remaining 1.50% equity stake in Ascent Circuits, making it a wholly-owned subsidiary.

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Earnings Impact2/10
Growth Catalyst6/10
Governance Concern1/10
Regulatory Risk1/10
Balance Sheet Risk2/10
Liquidity Impact8/10
Market Sentiment5/10

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Amber Enterprises India Ltd - 540902 - Announcement under Regulation 30 (LODR)-Memorandum of Understanding /Agreements

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Date: 18th October 2026 To To Secretary Secretary Listing Department Listing Department BSE Limited National Stock Exchange of India Ltd. Department of Corporate Services Exchange Plaza, C-1, Block G, Bandra Kurla Complex, Phiroze Jeejeebhoy Towers Dalal Street, Bandra (E) Mumbai – 400 051 Mumbai – 400 001 Scrip Code : 540902 Symbol : AMBER ISIN : INE371P01015 ISIN : INE371P01015 Dear Sir/Ma’am, Subject: Intimation regarding execution of a Share Swap Agreement by IL JIN Electronics (India) Limited (“IL JIN”), a material subsidiary of Amber Enterprises India Limited (“the Company”), for acquisition of the remaining equity stake in Ascent Circuits Private Limited (“Ascent Circuits”), consequent to which Ascent Circuits shall become a wholly-owned subsidiary of IL JIN and the Company Ref: Disclosure pursuant to Regulation 30(2) Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended Pursuant to Regulation 30 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended (“SEBI (LODR) Regulations”), we hereby inform the exchanges that, IL JIN Electronics (India) Limited (Formerly known as IL JIN Electronics (India) Private Limited) (“IL JIN” / “Purchaser”), a Material Subsidiary of the Company, has entered into Share Swap Agreement on 18th October 2026 with Ms. Manju Thomas (“Seller”), Mr. Mampra Chacko Thomas and Ascent Circuits Private Limited (“Ascent Circuits”), a step-down subsidiary of the Company. In terms of the Share Swap Agreement, IL JIN shall acquire 23,401 equity shares of Ascent Circuits, representing the balance 1.50% equity stake on a fully diluted basis, from the Seller and shall issue and allot 13,120 Compulsorily Convertible Preference Shares (“CCPS A2”) of face value Rs. 10 each at an issue price of Rs. 10,000 per CCPS A2 (including a premium of Rs. 9,990 per CCPS A2), to the Seller, against the purchase of equity shares in accordance with the terms and conditions stipulated under the Share Swap Agreement. Upon completion of the aforesaid transaction, IL JIN shall hold 100% of the equity share capital of Ascent Circuits and, consequently, Ascent Circuits shall become a wholly owned subsidiary of IL JIN and the Company. The disclosures required under SEBI (LODR) Regulations in line with SEBI Circular No. HO/49/14/14(7)2025-CFD- POD2/I/3762/2026 dated 30th January 2026, are given in “Annexure – A” and “Annexure – B” to this letter. The above intimation is also available on the website of the Company at www.ambergroupindia.com. You are requested to take the aforesaid information on record and disseminate the same on your website. Thanking You, Yours faithfully For Amber Enterprises India Limited (Konica Yaadav) Company Secretary and Compliance Officer M. No. A30322 Annexure - A DISCLOSURE AS PER SEBI (LODR) REGULATIONS IN LINE WITH SEBI CIRCULAR NO. HO/49/14/14(7)2025-CFD- POD2/I/3762/2026 DATED 30TH JANUARY 2026 a) Name(s) of parties with whom the The Share Swap Agreement have been entered into, amongst the agreement is entered following parties: IL JIN Electronics (India) Limited (“IL JIN” / “Purchaser”) Ms. Manju Thomas (“Seller”) Mr. Mampra Chacko Thomas Ascent Circuits Private Limited (“Ascent Circuits”) b) Purpose of entering into the The Agreement has been entered into for the acquisition of the agreement balance 1.50% equity stake of Ascent Circuits on a fully diluted basis, resulting in complete ownership of Ascent Circuits, against the issuance and allotment of Compulsorily Convertible Preference Shares (CCPS A2) to the Seller as non-cash consideration. c) Shareholding, if any, in the entity with Presently, IL JIN is holding 98.50% of Shareholding in Ascent Circuits. whom the agreement is executed d) Significant terms of the agreement (in Significant Terms of the Agreement (in brief): brief) special rights like right to appoint directors, first right to share  The Agreement provides for acquisition by IL JIN of 23,401 subscription in case of issuance of equity shares of Ascent Circuits, representing 1.50% of its shares, right to restrict any change in equity share capital on a fully diluted basis, through a share capital structure etc. swap arrangement.  The consideration shall be discharged by way of issuance and allotment of CCPS A2 by IL JIN to the Seller.  The Agreement contains customary terms and conditions, including representations, warranties, indemnities, covenants and conditions precedent/ subsequent customary for transactions of this nature. All other terms and covenants are standard, as set forth in the said Share Swap Agreement. e) whether, the said parties are related to IL JIN is a material subsidiary of Amber and Ascent Circuits is a step- Promoter /Promoter Group/ Group down subsidiary of Amber. Companies in any manner. If yes, nature of relationship Ms. Manju Thomas is a shareholder of Ascent Circuits, while Mr. M ampra Chacko Thomas is the Director of Ascent Circuits. f) Whether the transaction would fall Yes. The transaction constitutes a related party transaction. within related party transactions? If yes, whether the same is done at T he transaction is being undertaken on an arm's length basis. “arms length” g) In case of issuance of shares to the Under the Share Swap Agreement, IL JIN will issue and allot 13,120 parties, details of issue price, class of CCPS A2 of face value Rs. 10 each, at an issue price of Rs. 10,000 per shares issued CCPS A2 (including a premium of Rs. 9,990 per CCPS A2), to the Seller. h) 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 a rising out of such agreements, etc. i) In case of termination or amendment Not Applicable of agreement, listed entity shall disclose additional details to the stock exchange(s): a) Name of parties to the agreement; b) Nature of the agreement; c) Date of execution of the agreement; d) Details of amendment and impact thereof or reasons of termination and impact thereof. Annexure - B DISCLOSURE AS PER SEBI (LODR) REGULATIONS IN LINE WITH SEBI CIRCULAR NO. HO/49/14/14(7)2025-CFD- POD2/I/3762/2026 DATED 30TH JANUARY 2026 a) Name of the target entity, details in brief Ascent Circuits Private Limited (“Ascent Circuits”), is a such as size, turnover etc. company incorporated under the Companies Act 1956, on 01st February 1999, having its Registered Office at B-13, I.T.I. Industrial EstateMahadevpur, Bangalore - 560 048, Karnataka, India. It is one of the leading manufacturers of Printed Circuit Boards (PCBs) catering to a wide range of industries including Aerospace & Defence, Medical, Energy solutions, Automotive, Telecom, Data Centres, Consumer Electronics, IT, Lighting etc. Ascent manufactures Single Sided, Double Sided, Multi- Layered and RF PCBs (“Business”). Ascent also exports its produce to global markets. Capital and Turnover Details: Authorized Share Rs. 2,50,00,000/- (25,00,000 equity Capital shares of face value Rs. 10/- each) Paid-up Share Rs. 1,56,00,000/- (15,60,000 equity Capital shares of face value Rs. 10/- each) Turnover Financial Year Turnover (Rs. in Lakh) 2025 - 2026 40,187 2024 - 2025 32,517 2023 - 2024 26,320 b) Whether the acquisition would fall within Yes. The transaction constitutes a related party transaction as related party transaction(s) and whether the Seller, Ms. Manju Thomas, is a related party of IL JIN the promoter/ promoter group/ group Electronics (India) Limited (“IL JIN”), the purchaser. companies have any interest in the entity being acquired? If yes, nature of interest The Company, IL JIN and Ascent Circuits are part of the same and details thereof and whether the same group structure and IL JIN have an existing shareholding is done at “arm’s length” interest in Ascent Circuits, by virtue of its current shareholding of 98.50% and control in Ascent The transaction wil [Showing first 8,000 characters — download PDF for full document]