Motilal Oswal Investment Advisors Limited ("Manager to the Delisting Offer") has submitted a copy of Letter of Offer to BSE Limited, for the attention of Public Shareholders of Elpro International ....

Date: July 27, 2026 BSE Limited, Phiroze Jeejeebhoy Towers, Dalal Street, Mumbai - 400001. Scrip Code: 504000 Dear Sir/Madam, Sub: Letter of Offer dated July 27, 2026 issued under Regulation 16 of the Securities and Exchange Board of India (Delisting of Equity Shares) Regulations, 2021, as amended (“Delisting Regulations”) for the delisting of the Equity Shares of Elpro International Limited (“Target Company”). I G E (India) Private Limited (“Acquirer 1”/ “IGE”) and Zenox Technology Services Private Limited (formerly known as Zenox Trading and Manufacturing Private Limited) (“Acquirer 2”/ “Zenox”) (hereinafter Acquirer 1 and Acquirer 2 are collectively referred to as the “Acquirers”), part of the ‘promoter group’ of the Target Company, along with Mr. Surbhit Dabriwala (“PAC 1”) and Mrs. Yamini Dabriwala (“PAC 2”) (hereinafter PAC 1 and PAC 2 are collectively referred to as the “PACs”), as ‘persons acting in concert’ being the promoters of the Target Company, have expressed their intention to: (a) acquire all the Equity Shares of the Target Company that are held by its Public Shareholders; and (b) consequently voluntarily delist the Equity Shares of the Target Company from BSE Limited, the only stock exchange where the Equity Shares of the Target Company are presently listed, by making a delisting offer in accordance with the Delisting Regulations (“Delisting Offer/ Delisting Proposal”). With regards to the Delisting Proposal, Motilal Oswal Investment Advisors Limited is acting as the “Manager to the Delisting Offer” pursuant to and in accordance with Regulation 9 of the Delisting Regulations. As required under Regulation 16(1) of the Delisting Regulations, we are enclosing herewith the copy of the Letter of Offer (“LOF”) dated July 27, 2026 for the Delisting Offer. We request you to kindly disseminate the LOF on your website at the earliest. Capitalized terms used in this letter unless defined herein shall have the same meanings as ascribed to them in the enclosed LOF. Thanking you, Yours sincerely, For Motilal Oswal Investment Advisors Limited Name: Subodh Mallya Designation: Executive Director THIS DOCUMENT IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION This Letter of Offer (“Letter of Offer” or “LOF”) is being sent to you as a Public Shareholder (defined below) of Elpro International Limited (“Target Company”) as on the Specified Date (defined below) in accordance with the Securities and Exchange Board of India (Delisting of Equity Shares) Regulations, 2021, as amended (“Delisting Regulations”). In case you have recently sold your Offer Shares (defined below) in the Target Company, please hand over this Letter of Offer and the accompanying documents to the member of the stock exchange through whom the sale was effected. LETTER OF OFFER for Voluntary Delisting of Equity Shares to the Public Shareholders of ELPRO INTERNATIONAL LIMITED Corporate Identification Number (CIN): L51505MH1962PLC012425 Registered Office: 17th Floor, Nirmal Building, Nariman Point, Mumbai - 400021, Maharashtra, India. Tel. No.: +91 22 40299000; Contact Person: Mr. Rushabh Ajmera, Company Secretary & Compliance Officer Email id: ir@elpro.co.in; Website: www.elpro.co.in I G E (India) Private Limited (“Acquirer 1” / “IGE”) and Zenox Technology Services Private Limited (formerly known as Zenox Trading and Manufacturing Private Limited) (“Acquirer 2” / “Zenox”) (hereinafter IGE and Zenox are collectively referred to as the “Acquirers”) ALONG WITH PERSON ACTING IN CONCERT Mr. Surbhit Dabriwala (“PAC 1”) and Mrs. Yamini Dabriwala (“PAC 2”) (hereinafter PAC 1 and PAC 2 collectively referred to as the “PACs”) The Acquirers along with PACs are making this delisting offer to the Public Shareholders (defined below) of the Target Company pursuant to the Delisting Regulations and the Acquirers are inviting you to tender your fully paid-up Equity Shares of face value of ₹ 1/- each of the Target Company (“Equity Shares”) through the Fixed Price Process (defined below) in accordance with the Delisting Regulations. Floor Price: ₹ 158.07/- Per Equity Share Fixed Delisting Price: ₹ 181.80/- Per Equity Share Tendering Opening Date: August 4, 2026 and Tendering Closing Date: August 10, 2026 Notes • If you wish to tender your Equity Shares to the Acquirers, pursuant to this Letter of Offer, you should carefully read this Letter of Offer and the instructions herein. • Physical Shareholders, please complete and sign the accompanying tendering form in accordance with the instructions therein and in this Letter of Offer, which is enclosed at the end of this booklet and submit the tendering form to your Seller Member (defined below) for tendering under Acquisition Window Facility (defined below). For detailed procedure on the submission and settlement of tenders, please refer to paragraph 18 (Method of Settlement) of the Letter of Offer. • The Delisting Offer will be implemented by the Acquirers through the stock exchange mechanism, as provided under the Delisting Regulations and SEBI circulars bearing reference numbers ‘CIR/CFD/POLICYCELL/1/2015 dated April 13, 2015’ on ‘Mechanism for acquisition of shares through Stock Exchange pursuant to Tender-Offers under Takeovers, Buy Back and Delisting’, ‘CFD/DCR2/CIR/P/2016/131 dated December 9, 2016’ on ‘Streamlining the process for Acquisition of Shares pursuant to Tender-Offers made for Takeovers, Buyback and Delisting of Securities’ and ‘SEBI/HO/CFD/DCR-III/CIR/P/2021/615 dated August 13, 2021’ on ‘Tendering of shares in open offers, buy- back offers and delisting offers by marking lien in the demat account of the shareholders issued by Securities and Exchange Board of India, as amended from time to time (“SEBI Circulars”). For details on methodology on stock exchange mechanism, please refer paragraph 17 (Process and Methodology for Tendering through Stock Exchange) of this Letter of Offer. • For the purposes of this Delisting Offer, the Acquirers have appointed Motilal Oswal Financial Services Limited as the registered broker “Buying Broker” (defined below) through whom the Acquirers would make the purchases and settlements on account of the Offer. • Detailed “Process and Methodology for Tendering through Stock Exchange” & “Method of Settlement”, for shares held in both demat and physical forms are set out in paragraph 17 and 18 of this Letter of Offer. MANAGER TO THE DELISTING OFFER REGISTRAR TO THE DELISTING OFFER Motilal Oswal Investment Advisors Limited MUFG Intime India Private Limited (formerly Link Motilal Oswal Tower Rahimtullah Sayani Road, Opposite Parel ST Depot Intime India Private Limited) Prabhadevi, Mumbai - 400025 Maharashtra, India. C-101, 1st Floor, 247 Park, Lal Bahadur Shastri Marg, Tel. No.: + 91 22 7193 4380; Fax: N.A. Vikhroli (West), Mumbai - 400 083, Maharashtra, India. E-mail id: delistings@motilaloswal.com Contact Person: Shanti Gopalkrishnan Website: www.motilaloswal.com Tel: +91 810 811 4949 Investor grievance id: moiaplredressal@motilaloswal.com Fax No.: + 91 22 49186060 Validity of Registration: Permanent Email:elprointernational.delisting@in.mpms.mufg.com Contact Person: Ronak Shah/ Shashank Pisat Investor Grievance Id: SEBI Registration Number: INM000011005 elprointernational.delisting@in.mpms.mufg.com Website: www.in.mpms.mufg.com SEBI Registration No.: INR000004058 SCHEDULE OF ACTIVITIES For the process of the Delisting Offer, the tentative schedule of activity will be as set out below: Activity Date Day Initial Public Announcement May 1, 2026 Friday Resolution for approval of the Delisting Proposal passed by the board of May 8, 2026 Friday directors the Target Company Resolution for approval of the Delisting Proposal passed by the June 10, 2026 Wednesday Shareholders of the Target Company Date of receipt of the BSE in-principle approval July 24, 2026 Friday Specified Date for determining the names of the Public Shareholders to July 24, 2026 Friday whom the Letter of Offer shall be sent* Date of publication of D [Showing first 8,000 characters — download PDF for full document]