The Board has approved Acquisition of 49% equity stake in NOPL Pace Green Energy Private Limited

October 19, 2026 To To Sr. General Manager Sr. General Manager Department of Corporate Services Listing Department BSE Limited National Stock Exchange of India Limited Phiroze Jeejeebhoy Towers Exchange Plaza, C-1, Block G Dalal Street Bandra Kurla Complex Mumbai - 400001 Bandra (E), Mumbai - 400 051 Scrip Code: 544317 Scrip Symbol: TRANSRAILL Sub.: Outcome of the Board Meeting held on October 19, 2026 Ref.: Intimation under Regulation 30 read with schedule III of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“SEBI Listing Regulations”) Dear Sir / Madam, Pursuant to the provisions of SEBI Listing Regulations, it is hereby informed that the Board of Directors of Transrail Lighting Limited (“the Company”) at their meeting held today i.e; Monday, October 19, 2026, have, inter-alia, approved: Acquisition of 49% equity stake in NOPL Pace Green Energy Private Limited Approved the acquisition of 49% equity stake in NOPL Pace Green Energy Private Limited and execution of the Share Purchase Agreement, Shareholders’Agreement and other transaction documents in connection therewith, subject to completion of customary conditions and approvals, as may be applicable. The details required under Regulation 30 of the SEBI Listing Regulations read with SEBI Circular No. HO/49/14/14(7)2025-CFD-POD2/I/3762/2026 dated January 30, 2026, are enclosed as Annexure - I The Board Meeting commenced at 03:00 p.m. (IST) and concluded at 03:55 p.m. (IST). This intimation will also be made available on the website of the Company and can be accessed using the below link: https://transrail.in/ We request you to take the same on record. For Transrail Lighting Limited Monica Gandhi Company Secretary & Compliance Officer Encl: As above TRANSRAIL LIGHTING LIMITED Corporate & Registered Office: 501 A, B, C, E, Fortune 2000, Block-G, Bandra Kurla Complex, Bandra East, Mumbai - 400051, Maharashtra, India Tel: +91 22 61979600 | Web: www.transrail.in | CIN: L31506MH2008PLC179012 Annexure I Disclosure of Information under SEBI Circular No. HO/49/14/14(7)2025-CFD-OD2/I/3762/2026 dated January 30, 2026 Sr. Particulars 1. Name of the target entity, details in NOPL Pace Green Energy Private Limited, a brief such as size, turnover etc. company existing under the Companies Act, 2013, having CIN U35107PN2024PTC230418 and registered address at Shop No. 11, Ground Floor, Plot No. 44, CTS 950, Kothrud, Pune City, Maharashtra 411038 (the “Target Company”). The Target Company has a paid up share capital of Rs. 1,00,000 and the brief details of the Target Company as per the audited financial statements for the financial year ended 31st March, 2026 are as under: (Amount in thousands) Total Revenue Incl Other 1046.85 Income Total Expenses 1267.11 Profit before Tax (220.26) Tax expenses - Profit after Tax (220.26) Net Worth (120.26) 2. Whether the acquisition would fall The acquisition would not be a related party within related party transaction(s) and transaction. Neither the promoter nor any entity whether the promoter/ promoter forming part of the promoter group has any interest group/ group companies have any in the equity shares of the Target Company being interest in the entity being acquired? If acquired. yes, nature of interest and details thereof and whether the same is done The Company proposes to acquire up to 49% stake at ‘arm’s length’ in the Target Company and the proposed shareholding post acquisition is as per below stated proportion: Transrail Lighting Limited: 49% Onix Renewables Limited: 51% 3. Industry to which the entity being The Target Company carries on the business acquired belongs activities of Generation of Power. 4. Objects and impact of acquisition The Target Company is engaged in the development (including but not limited to, of an aggregated solar power portfolio of disclosure of reasons for acquisition of approximately 990 MW (AC) under the Pradhan target entity, if its business is outside Mantri Kisan Urja Suraksha evam Utthan the main line of business of the listed Mahabhiyan (PM-KUSUM) Scheme, distributed entity); across locations in Maharashtra. The Target Company is at an advanced stage of development. A long-term Power Purchase Agreement has been executed with Maharashtra State Electricity Distribution Company Limited TRANSRAIL LIGHTING LIMITED Corporate & Registered Office: 501 A, B, C, E, Fortune 2000, Block-G, Bandra Kurla Complex, Bandra East, Mumbai - 400051, Maharashtra, India Tel: +91 22 61979600 | Web: www.transrail.in | CIN: L31506MH2008PLC179012 (MSEDCL) for the offtake of the entire generation, and project debt has been sanctioned by a reputed financial institution. The acquisition therefore would provide an operating asset platform with contracted revenue and committed financing, not a greenfield development risk. The investment is expected to provide several strategic benefits: • Entry into renewable power generation: Participation in a large solar portfolio with a long-term contracted power offtake arrangement. • Leveraging existing expertise: Application of Transrail’s capabilities in engineering, procurement, project management and execution of large power infrastructure projects. • Participation across the value chain: Opportunities in project implementation as well as long-term returns from ownership of a renewable power generation asset. • Diversification: Expansion beyond the EPC business into renewable power generation, with the potential for recurring earnings after commissioning. Impact on the Company: The acquisition is expected to have a positive impact and create opportunities for long-term participation in renewable power generation. The Company’s further investment will be phased in line with project milestones and debt drawdown. 5. Brief details of any governmental or The completion of the acquisition is subject to regulatory approvals required for the customary conditions and requisite approvals, as acquisition; applicable and the consent of the financial institution that has sanctioned the project debt, which are conditions precedent to the acquisition. 6. Indicative time period for completion The acquisition would be completed within 180 days of the acquisition; from the approval by the Board of Directors of the Target Company 7. Consideration - whether cash The consideration will be in cash for purchase of the consideration or share swap or any equity stake of the company. other form and details of the same; 8. Cost of acquisition and/or the price at A cash consideration of upto ₹20 crore for the which the shares are acquired; acquisition of 49% of the equity share capital of the Target Company. TRANSRAIL LIGHTING LIMITED Corporate & Registered Office: 501 A, B, C, E, Fortune 2000, Block-G, Bandra Kurla Complex, Bandra East, Mumbai - 400051, Maharashtra, India Tel: +91 22 61979600 | Web: www.transrail.in | CIN: L31506MH2008PLC179012 9. Percentage of shareholding / control Transrail Lighting Limited proposes to acquire up to acquired and / or number of shares 49% of the equity capital in the target company. The acquired; investment is structured to provide the Company with financial and project management control under the agreed arrangements with Onix Renewable Limited (with the flexibility to increase its shareholding, potentially upto 100%, subject to mutually agreed terms and applicable approvals.) 10. Brief background about the entity NOPL Pace Green Energy Private Limited (the acquired in terms of products/line of “Target Company”) was incorporated in India on business acquired, date of April 25, 2024. It is a special purpose vehicle incorporation, history of last 3 years engaged in the development, construction, turnover, country in which the ownership and operation of solar power generation acquired entity has presence and any projects. The Target Company is developing an other significant information (in brief) aggregated solar power portfolio of approximately 990 MW (AC) with an approximate pro [Showing first 8,000 characters — download PDF for full document]