Pronouncement of Order by Hon''ble National Company Law Tribunal, Mumbai Bench approving the Scheme of Amalgamation of Nami Capital Private Limited (''Transferor Company'') with Pradeep Metals Limited (''Transferee Company'')

October 29, 2026 General Manager Department of Corporate Services, BSE Limited P.J. Towers, Dalal Street, Mumbai - 400 001 Scrip Code: 513532 Dear Sir/Madam, Sub: Pronouncement of Order approving the Scheme of Amalgamation of Nami Capital Private Limited (“Transferor Company”) with Pradeep Metals Limited (“Transferee Company”) and their respective Shareholders Ref: Intimation under Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 We would like to inform you that Hon’ble National Company Law Tribunal, Mumbai Bench V (“NCLT”) has, by pronouncement made on October 29, 2026, sanctioned the Scheme of Amalgamation of Nami Capital Private Limited (“Transferor Company”) with Pradeep Metals Limited (“Transferee Company”) and their respective Shareholders pursuant to the provisions of Section 230-232 read with Section 66 and other applicable provisions of the Companies Act, 2013 and rules framed thereunder (“The Scheme”). A copy of the Order of the Hon’ble NCLT sanctioning the Scheme (“Order”), as uploaded on the website of Hon’ble NCLT, is enclosed herewith for your records. The Scheme will be effective from the date on which certified copy of the aforementioned Order of Hon’ble NCLT is filed with Registrar of Companies, Mumbai (“ROC”). The effective date will be communicated to the Stock Exchange for further public dissemination as and when the Order is filed and the Scheme becomes effective. This intimation will also be uploaded on the Company’s website at: https://www.pradeepmetals.com/scheme-of-amalgamations/ You are requested to take the same on your record. Thanking You, Yours Faithfully For Pradeep Metals Limited Abhishek Joshi Company Secretary and Compliance Officer ACS: 64446 Encl: As Above NATIONAL COMPANY LAW TRIBUNAL COURT-V, MUMBAI BENCH 1. C.P.(CAA)/116(MB)2026 C.A.(CAA)/213(MB)2025 IN THE MATTER OF Nami Capital Private Limited U/s 230-232 of the of the Companies Act, 2013 Order Delivered on 29.10.2026 CORAM: SH. NILESH SHARMA SH. CHARANJEET SINGH GULATI MEMBER (J) MEMBER (T) Appearance through VC/Physical/Hybrid Mode: For the Petitioner: Adv. Ajit Singh Tawar (VC) For the Respondent: ORDER C.P.(CAA)/116(MB)2026: - The above C.P.(CAA)/116(MB)2026 is listed for pronouncement of the order. The same is pronounced in open court, vide a separate order. Sd/- Sd/- NILESH SHARMA CHARANJEET SINGH GULATI Member (Judicial) Member (Technical) //Zakir// NATIONAL COMPANY LAW TRIBUNAL MUMBAI BENCH - V C.P.(CAA)/116/(MB)/2026 C.A.(CAA)/213/(MB)/2025 In the matter of the Companies Act, 2013; In the matter of Sections 230 to 232 and other applicable provisions of the Companies Act, 2013 and Rules framed thereunder; In the matter of Scheme of Amalgamation Nami Capital Private Limited (“NCPL” or “Transferor Company”) with Pradeep Metals Limited (“PML” or “Transferee Company”) and their respective shareholders (“Scheme”). Nami Capital Private Limited ) Having its Registered Office at Plot ) No. PAP -R-302,303,304,305, TTC ) Industrial Area, MIDC, Rabale, Navi ) Mumbai – 400701, Maharashtra, ) India ) CIN: U99999MH1994PTC081920 ) ) …Transferor Company/ First Petitioner Company Pradeep Metals Limited ) Having its Registered Office at R- ) 205, TTC Industrial Area, MIDC, ) Rabale, Post Ghansoli, Navi Mumbai ) – 400701, Maharashtra, India ) …Transferee Company/ CIN: L99999MH1982PLC026191 ) Second Petitioner Company Page 1 of 20 C.P.(CAA)/116/(MB)/2026 (Hereinafter the Transferor Company and Transferee Company shall be collectively known as Petitioner Companies) Order pronounced on: 29.10.2026 Coram: Hon’ble Sh. Nilesh Sharma, Hon’ble Sh. Charanjeet Singh Gulati, Member (Judicial) Member (Technical) Appearances: For the Petitioner Companies: Adv. Ajit Singh Tawar i/b Kuaj Legal For SEBI: Adv. Anshit Aggarwal, Adv. Soutriky Chakravarty, Adv. Ishan Agrawal, Adv. Ashutosh Mishra For RD-II West: Mr. Tushar Wagh, Deputy Director ORDER 1. The present Petition has been filed proposing a Scheme of Amalgamation of Nami Capital Private Limited (“First Petitioner Company” or “Transferor Company”) and Pradeep Metals Limited (“Second Petitioner Company” or “Transferee Company”) and their respective shareholders and creditors (“the Scheme”), under the provisions of Sections 230 to 232 and other applicable provisions of the Companies Act, 2013 (“Act”) and Rules framed thereunder. 2. The Board of the Transferor Company and the Transferee Company approved the said Scheme of Amalgamation by passing their Resolutions on 03.03.2025, which are annexed to the Company Scheme Application. 3. The Appointed Date of the Scheme shall mean the Effective Date or such other date as may be fixed or approved by the NCLT or such other competent authority. “Effective Date” in relation to the Scheme, means the date or last of the dates on which (i) certified copies of the order of the NCLT sanctioning the Scheme are filed by the Transferor Company and the Transferee Company with the Registrar of Companies or (ii) the last of the approvals specified under Clause 19 is obtained. References in this Page 2 of 20 C.P.(CAA)/116/(MB)/2026 Scheme to the date of “coming into effect of this Scheme” or “upon the Scheme becoming effective” or “effectiveness of this Scheme” or “Scheme becomes effective” shall mean the Effective Date. 4. The Petitioner Companies have their registered office at Navi Mumbai, Maharashtra, and therefore, this Bench has jurisdiction to entertain the present application. 5. The Learned Counsel appearing on behalf of the Petitioner Companies state that the Petition have been filed in consonance with the order dated 8th April 2026, passed by this Tribunal in the connected Company Scheme Application bearing C.A.(CAA)/213/(MB–V)/2025. The Counsel for the Petitioner Companies states that the Petitioner Companies have complied with all requirements as per directions of this Tribunal and they have filed necessary Affidavits of compliance with this Tribunal. Moreover, the Petitioner Companies undertake to comply with all the statutory requirements, if any, as may be required under the Companies Act, 2013 and the Rules made thereunder. Nature of Business: 6. Ld. Counsel for the Petitioner Companies submits that the Transferor Company is engaged in the business of Trading in steel metals and Trading and investing in quoted and unquoted securities. 7. Further, it is submitted that the Second Petitioner Company is mainly engaged in the business of (i) manufacture and sale of metal forgings and castings, automotive and machinery parts, tools, pipe fittings; and (ii) business of design, development, manufacture, supply, dealing operating, trading, overhaul, repair, maintenance and service of all kinds of defence and non-defence systems. Rationale of the Scheme: 8. The rationale of the scheme as submitted, is as follows: - “a. Simplification of the group structure and consolidation of legal entities; Page 3 of 20 C.P.(CAA)/116/(MB)/2026 b. Reducing the number of legal entities, resulting into lesser administrative and regulatory compliances; c. Simplification of the shareholding structure and reduction of shareholding tiers thereby providing greater transparency in relation to the Promoters’ direct engagement with the Transferee Company; d. Improved allocation of capital and optimization of cash flows contributing to the overall growth prospectus of the combined entity; e. Creation of a larger asset base by consolidation of the assets and facilitation of access to better financial resources which may result in creation of enhanced value for shareholders and enable a focused strategy in the operations; f. Enable greater / enhanced focus of the management on the business; and g. Creating enhanced value for Transferee Company’s shareholders and allow a focused strategy in operations, which would be in the best interest of all its shareholders, creditors and all other stakeholders. Hence, the Scheme is therefore in interests of the shareholders, creditors an [Showing first 8,000 characters — download PDF for full document]