Monitoring Agency Report

HFCL/SEC/26-27 October 19, 2026 BSE Ltd. National Stock Exchange of India Ltd. 1st Floor, New Trading Wing, Rotunda Building Exchange Plaza, 5th Floor, C – 1, Block G Phiroze Jeejeebhoy Towers, Dalal Street, Fort Bandra – Kurla Complex, Bandra (E) Mumbai – 400001 Mumbai – 400051 corp.relations@bseindia.com cmlist@nse.co.in Security Code No.: 500183 Security Code No.: HFCL RE: Regulation 32(6) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“SEBI Listing Regulations”) Subject: Monitoring Agency Reports on the utilisation of proceeds raised through Qualified Institutions Placements and Preferential Issue of Warrants for the Quarter ended September 30, 2026 Dear Sir(s)/ Madam, We would like to inform that the Company had raised funds ~₹550 crore by way of allotment of 8,79,29,651 (Eight Crore Seventy Nine Lakh Twenty Nine Thousand Six Hundred and Fifty One) equity shares of face value of Re.1/- each, to QIBs, at a price of ₹62.55/- per Equity Share [reflecting a discount of ₹3.29 (i.e. 5%) on the floor price of ₹65.84 per Equity Share] (including premium of ₹61.55 per Equity Share), pursuant to the resolution passed by the Board of Directors on July 25, 2025, special resolution passed by the Shareholders at their 38th Annual General Meeting held on September 15, 2025, the preliminary placement document dated December 22, 2025, the placement document dated December 24, 2025 and resolution of the Fund Raising Committee of the Board of Directors dated December 24, 2025. We would like to further inform that the Board of Directors and the Shareholders of the Company, at their respective meetings held on March 25, 2026 and April 24, 2026, approved the raising of funds by way of a preferential issue of 7,50,00,000 Warrants to persons belonging to the Promoter/Promoter Group category at an issue price of ₹74/- per Warrant, each convertible into equivalent number of equity shares of the Company, in accordance with the provisions of the SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2018 ("SEBI ICDR Regulations") and the Companies Act, 2013. Pursuant thereto, the Allotment Committee (Warrants), at its meeting held on May 25, 2026, approved the allotment of the said Warrants and the Company received 25% of the issue price, i.e., ₹18.50 per Warrant, aggregating to ₹138.75 crore, from the allottees. In terms of Regulations 32(6) of the SEBI Listing Regulations read with Regulation 162A(4) and 173A(4) of the SEBI ICDR Regulations, please find enclosed the Monitoring Agency Reports for the quarter ended September 30, 2026, issued by CARE Ratings Limited, Monitoring Agency, appointed to monitor the utilisation of proceeds raised through issuance of equity shares by way of Qualified Institutions Placements and Preferential Issue of Warrants. You are requested to take the above information on records and disseminate the same on your respective websites. Thanking you. Yours faithfully, For HFCL Limited (Manoj Baid) President & Company Secretary Encl.: Monitoring Agency Reports Regd. Office: Plot No. 38, Institutional Area, Sector 32, Gurugram-122001, Haryana, Tel: 91-124-4310000, Fax: +91-124-4310050 Corporate Identity Number: L64200HR1987PLC148689 CARE/NRO/GEN/2026-2027/1135 The Board of Directors HFCL limited 8, Commercial Complex, Masjid Moth, Greater Kailash – II, New Delhi – 110048, India 19/10/2026 Dear Sir/Ma’am, Monitoring Agency Report for the quarter ended September 30, 2026 - in relation to the Qualified Institutions Placement of Equity Shares of HFCL Limited (“the Company”) We write in our capacity of Monitoring Agency for the Qualified Institutions Placement of Equity shares for the amount aggregating to Rs. 550.00 crore of the Company and refer to our duties cast under regulation 173A of the Securities & Exchange Board of India (Issue of Capital & Disclosure Requirements) Regulations, 2018. In this connection, we are enclosing the Monitoring Agency Report for the quarter ended September 30, 2026, as per aforesaid SEBI Regulations and Monitoring Agency Agreement dated December 22, 2025. Request you to kindly take the same on records. Thank you, Yours faithfully, Sahil Goyal Associate Director Sahil.Goyal@careedge.in CARE Rating s Lim ited 9th floor, C-001/A2, Berger Towers, Sector 16B, 4th Floor, Godrej Coliseum, Somaiya Hospital Noida, Road, Off Eastern Express Highway, Sion (East), Gautam Budh Nagar, Uttar Pradesh -201301 Mumbai - 400 022 Phone: +91-120-4452000 Phone: +91-22-6754 3456 Email: care@careedge.in • www.careedge.in CIN-L67190MH1993PLC071691 Report of the Monitoring Agency Name of the issuer: HFCL Limited For quarter ended: September 30, 2026 Name of the Monitoring Agency: CARE Ratings Limited (a) Deviation from the objects: No (b) Range of Deviation: Not applicable Declaration: We declare that this report provides an objective view of the utilization of the issue proceeds in relation to the objects of the issue based on the information provided by the Issuer and information obtained from sources believed by it to be accurate and reliable. The MA does not perform an audit and undertakes no independent verification of any information/ certifications/ statements it receives. This Report is not intended to create any legally binding obligations on the MA which accepts no responsibility, whatsoever for loss or damage from the use of the said information. The views and opinions expressed herein do not constitute the opinion of MA to deal in any security of the Issuer in any manner whatsoever. Nothing mentioned in this report is intended to or should be construed as creating a fiduciary relationship between the MA and any issuer or between the agency and any user of this report. The MA and its affiliates also do not act as an expert as defined under Section 2(38) of the Companies Act, 2013. The MA or its affiliates may have credit rating or other commercial transactions with the entity to which the report pertains and may receive separate compensation for its ratings and certain credit related analyses. We confirm that there is no conflict of interest in such relationship/interest while monitoring and reporting the utilization of the issue proceeds by the issuer, or while undertaking credit rating or other commercial transactions with the entity. We have submitted the report herewith in line with the format prescribed by SEBI, capturing our comments where applicable. There are certain sections of the report under the title “Comments of the Board of Directors”, that shall be captured by the Issuer’s Management / Audit Committee of the Board of Directors subsequent to the MA submitting their report to the issuer and before dissemination of the report through stock exchanges. These sections have not been reviewed by the MA, and the MA takes no responsibility for such comments of the issuer’s Management/Board. Signature: Name and designation of the Authorized Signatory: Sahil Goyal Designation of Authorized person/Signing Authority: Associate Director CARE Rating s Lim ited 9th floor, C-001/A2, Berger Towers, Sector 16B, 4th Floor, Godrej Coliseum, Somaiya Hospital Noida, Road, Off Eastern Express Highway, Sion (East), Gautam Budh Nagar, Uttar Pradesh -201301 Mumbai - 400 022 Phone: +91-120-4452000 Phone: +91-22-6754 3456 Email: care@careedge.in • www.careedge.in CIN-L67190MH1993PLC071691 1) Issuer Details: Name of the issuer : HFCL Limited Name of the promoter : Mr. Mahendra Nahata Industry/sector to which it belongs : Telecommunications - Telecom Equipment & accessories 2) Issue Details Issue Period : December 22, 2025 to December 24, 2025 Type of issue (public/rights) : Private Placement Type of specified securities : Equity Shares IPO Grading, if any : Not Applicable Issue size (in crore) : Rs. 550.00 crore 3) Details of the arrangement made to ensure the monitoring of issue proceeds: Source of information / Comments of certifications considered by Comments of the [Showing first 8,000 characters — download PDF for full document]