Disclosure of material issue

VARROC/SE/INT/2026-27/86 October 26, 2026 The Manager- Listing The Manager – Listing The Listing Department, The Corporate Relation Department, National Stock Exchange of India Limited BSE Limited Exchange Plaza, Plot No. C/1, G Block, Bandra- Phiroze Jeejeebhoy Towers, Kurla Complex, Dalal Street, Fort, Bandra (East), Mumbai-400051. Mumbai-400 001. NSE Symbol: VARROC BSE Security Code: 541578 Sub: Intimation regarding execution of definitive agreements in connection with the proposed investment in Forsee Power India Private Limited Ref: Disclosure under Regulation 30 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements), 2015 (“Listing Regulations”) and our communication dated October 16, 2026, bearing reference no. VARROC/SE/INT/2026-27/82 Dear Sir/Madam, With reference to the captioned Regulations and our earlier communication regarding the proposed acquisition of and subscription to securities of Forsee Power India Private Limited (“Forsee”), we further wish to inform you that the Company has today, i.e., October 26, 2026, executed the Securities Subscription and Purchase Agreement (“SSPA”) and the Shareholders’ Agreement (“SHA”) in connection with the proposed transaction. The completion of the proposed transaction remains subject to the fulfilment and/or waiver, as applicable, of the conditions precedent and other terms and conditions set out in the transaction documents. The details as required under Regulation 30 read with Para A of Part A of Schedule III of Listing Regulations read with SEBI Master Circular No. HO/49/14/14(7)2025-CFD- POD2/I/3762/2026 dated January 30, 2026, are enclosed herewith as Annexure A. We request you to take this on record, and to treat the same as compliance with the applicable provisions of the Listing Regulations. The aforesaid information is also placed on the website of the Company at www.varroc.com. For Varroc Engineering Limited Anil Ghatiya Company Secretary & Compliance Officer Annexure – A - Acquisition S. Particulars Details 1. Name of the target entity, details in Forsee Power India Private Limited brief such as size, turnover etc.; (“Forsee”). Forsee is engaged in the business of manufacturing, assembly, testing and validation of battery pack systems, including battery management systems, for electric mobility applications. The turnover of Forsee for the financial year ended March 31, 2026, was Rs. ₹18,83,88,451. 2. Whether the acquisition would fall The proposed transaction does not fall within related party transaction(s) and within the related party transactions of the whether the promoter/ promoter Company. None of the promoters, group/ group companies have any promoter group or group companies of the interest in the entity being acquired? If Company has any interest in Forsee or the yes, nature of interest and details proposed transaction. thereof and whether the same is done at “arm’s length”; 3. Industry to which the entity being Automotive and electric mobility industry, acquired belongs; specifically battery pack systems and battery management systems for Electrical Vehicles. 4. Objects and impact of acquisition The proposed investment is in line with the (including but not limited to, Company’s strategic objectives and is disclosure of reasons for acquisition of expected to provide long-term business target entity, if its business is outside and commercial benefits to the Company, the main line of business of the listed particularly in the electric mobility entity); business. 5. Brief details of any governmental or None regulatory approvals required for the acquisition; 6. Indicative time period for completion of The proposed transaction is expected to be the acquisition; completed upon fulfilment and/or waiver, as applicable, of the conditions precedent set out in the transaction documents, on or before December 31, 2026 or such other date as may be mutually agreed between the parties. 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 The aggregate consideration for the which the securities are acquired; acquisition of primary and secondary Equity Shares and subscription to OCRPS shall not exceed € 4.5 Million 9 Percentage of shareholding / control Upon completion of the proposed acquired and / or number of shares transaction, the Company will hold acquired; 2,95,398 equity shares resulting into 45% equity stake and 80,380 of OCPRS. 10. Brief background about the entity Forsee was incorporated on July 6, 2020 acquired in terms of products/line of under the Companies Act, 2013 and is business acquired, date of engaged in the business of manufacturing, incorporation, history of last 3 years assembly, testing and validation of battery turnover, country in which the pack systems, including battery acquired entity has presence and any management systems, for electric mobility other significant information (in brief); applications. Forsee has its business operations in India. The turnover of Forsee for the last three financial years is as follows: Financial year ended March 31, 2024: ₹16,04,32,770 Financial year ended March 31, 2025: ₹10,57,37,870 Financial year ended March 31, 2026: ₹18,83,88,451