Pursuant to Regulation 30 of SEBI (LODR) Regulation, we hereby inform the acquisition of Penta Automation Systems Private Limited

Listing Department. BSE Limited. P.J. Towers Dalal Street. Mumbai 400001 Date: June 23, 2026 BSE Scrip Code: 522004 Subject: Disclosure under Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 – Proposed acquisition of 100% of the equity share capital of Penta Automation Systems Private Limited. Dear Sir/ Madam, Pursuant to Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“SEBI Listing Regulations”), read with Para A of Part A of Schedule III thereof and the SEBI Master Circular for compliance with the provisions of the SEBI Listing Regulations by listed entities, we wish to inform you that the Board of Directors of Batliboi Limited (“the Company”), at its meeting held today, i.e., June 23 2026, has approved the proposal to acquire 100% (one hundred percent) of the paid-up equity share capital of Penta Automation Systems Private Limited (“Penta”) from its existing shareholders i.e Mr. Dharmesh Mistry, Ms. Avani Mistry and Manders Industries B.V. (Netherlands), by way of a secondary acquisition of shares through a mix of upfront acquisition of 80% and balance acquisition of 20% over 5 years in a manner elaborated in Annexure A through definitive Share Purchase Agreement(s), Shareholders’ Agreement, and other ancillary agreements to be entered into with the shareholders of Penta. Mr. Dharmesh Mistry and Mrs. Avani Mistry will continue to be employed by Penta for the said period of 5 years. Pats Robotics Private Limited (“PAtS”), a group company of Penta, is proposed to be acquired by Penta as its wholly-owned subsidiary prior to Closing; accordingly, upon completion of the proposed acquisition, PAtS will become an indirect wholly-owned subsidiary of the Company upon acquisition of Penta. The Board Meeting commenced at 12:00 p.m. and concluded at 12:45 p.m. The details of the proposed acquisition, as required under Regulation 30 of the SEBI Listing Regulations read with Para A of Part A of Schedule III thereof, are set out in “Annexure A” to this letter. You are requested to take the same on record. Thanking you, Yours faithfully, For Batliboi Limited Pooja Sawant Company Secretary & Compliance Officer Encl.: Annexure A ANNEXURE A Details of the proposed acquisition pursuant to Regulation 30 read with Para A of Part A of Schedule III of the SEBI Listing Regulations: Sr. Particulars Remarks 1 Name of the target entity, details in brief Penta Automation Systems Private Limited (“Penta” / such as size, turnover, etc. “Target”). Penta and Pats Robotics Private Limited (“PatS”) are engaged in the business of providing customised industrial automation solutions and robotics integration for manufacturing industries. Revenue from operations of Penta (standalone) for FY 2025-26 is INR 21.56 crores. PAtS is proposed to be acquired by Penta as its wholly- owned subsidiary prior to Closing (i.e., before / upon execution and completion of the Share Purchase Agreements). Consequently, upon completion of the proposed acquisition, PAtS will become an indirect wholly-owned subsidiary of the Company through Penta. Revenue from operations of PAtS for FY 2025-26 is INR 3.61 crores. Therefore, Revenue from operations of Penta Group for FY 2025-26 stands at Rs. 25.17 crores 2 Whether the acquisition would fall within No. The acquisition does not fall within related party related party transaction(s) and whether transactions. the promoter/ promoter group/ group companies have any interest in the entity The sellers — Mr. Dharmesh Mistry, Ms. Avani Mistry being acquired? If yes, nature of interest and Manders Industries B.V. (Netherlands) — are not and details thereof and whether the same related parties of the Company, and none of the is done at arm’s length. promoter/ promoter group/ group companies of the Company has any interest in the Target. The transaction is at arm’s length and on negotiated commercial terms. 3 Industry to which the entity being Industrial Automation acquired belongs. 4 Objects and impact of acquisition The acquisition is in line with the Company's strategic (including but not limited to, disclosure of growth objectives and expansion plans. It enables the reasons for acquisition of target entity, if Company to enter and scale in the industrial its business is outside the main line of automation and robotics integration space, which is business of the listed entity). complimentary with the Company's existing line of business. The acquisition is expected to diversify the Company's business portfolio and create long-term value for stakeholders. 5 Brief details of any governmental or NA Sr. Particulars Remarks regulatory approvals required for the acquisition. 6 Indicative time period for completion of On or before 31 July 2026, subject to satisfaction (or the acquisition. waiver) of the conditions precedent under the definitive agreements. 7 Consideration – whether cash Cash, as a combination of upfront consideration and consideration or share swap or any other deferred consideration (see below) form and details of the same. 8 Cost of acquisition and/or the price at Aggregate equity value of approximately INR 19.8 which the shares are acquired. crores for 100% of the equity share capital of Penta, i.e., INR 180.98 per equity share (face value of Rs.10 each). Of the above, an Initial Purchase Consideration of INR 15.84 crores (80%) is payable at Closing as a result of which 49% stake held by Manders Industries BV will be acquired entirely, and 31% stake held by Mr. Dharmesh Mistry and Mrs. Avani Mistry will be acquired out of their 51% holding. Balance 20% will be acquired from Mr. Dharmesh Mistry and Mrs. Avani Mistry by way of Deferred Consideration of INR 3.96 crores which would be payable in five equal annual instalments, commencing on 1 April 2027 and on each successive 1 April thereafter up to 1 April 2031. 9 Percentage of shareholding / control 100% of the paid-up equity share capital of Penta, acquired and/or number of shares aggregating to 10,94,200 equity shares, to be acquired acquired. from the existing shareholders as under: • Manders Industries B.V. (Netherlands) – 5,36,200 shares (49.00%) • Mr. Dharmesh Mistry – 3,90,600 shares (35.70%) • Ms. Avani Mistry – 1,67,400 shares (15.30%) As noted earlier, 80% of the shares will be acquired upfront upon closing, and balance 20% will be acquired over 5 years. As a result, upon closing, Penta will become a subsidiary of the Company, and upon discharge of Deferred Consideration, Penta will become a wholly owned subsidiary of the Company. Sr. Particulars Remarks 10 Brief background about the entity acquired Penta and PAtS are in the business of providing in terms of products/ line of business customised industrial automation solutions and acquired, date of incorporation, history of robotics integration for manufacturing industries. Its last 3 years turnover, country in which the registered office and manufacturing facility are at Plot acquired entity has presence and any other No. 69, GIDC Phase I, Taluka Umbergaon, District significant information (in brief). Valsad, Umbergaon, Gujarat – 396171, India. Further PAtS has its registered office at PLOT NO. A44/1/2/12, Rajmata Industrial Estate,Chakan Road, Phase Ii, MIDC,Vasuli, Pune, Khed,Maharashtra, India – 410501 Date of incorporation of Penta: May 4, 2007 CIN: U35990GJ2007PTC050746 Country of presence: India. Date of incorporation of PAtS: May 2, 2023 CIN: U33200PN2023PTC220251 Country of presence: India. Revenue from operations of Penta (standalone) for the last three financial years: Financial Year Revenue from Operations (INR crores) 2023-24 (Audited) 17.80 2024-25 (Audited) 18.51 2025-26 (Audited) 21.56 Revenue from operations of Pats for the last three financial years: Financial Year Revenue from Operations (INR crores) 2023-24 (Audited) 2.51 2024-25 (Audited) 1.42 2025-26 (Audited) 3.61 Sr. Particulars Remarks Revenue from operations of Penta Group fo [Showing first 8,000 characters — download PDF for full document]