Outcome of Board Meeting

November 03, 2026 To, To, National Stock Exchange of India Limited BSE Limited Listing Department, The Department of Corporate Services Exchange Plaza, Phiroze Jeejeebhoy Towers, Dalal Street, Bandra (E), Mumbai – 400 051 Mumbai 400 001 Ref Symbol: VASCONEQ Ref: Scrip Code: 533156 Dear Sir/Madam, Sub: Outcome of Board Meeting pursuant to Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 Pursuant to the provisions of Regulations 30 of SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015 and such other rules and regulations, as may be applicable, this is to inform you that the Board of Directors (‘Board’) of the Company at its meeting held today, inter- alia, discussed and approved the following: 1) Unaudited Financial Results for the quarter and half year ended September 30, 2026: Unaudited Financial Statements (Standalone and Consolidated) for the quarter and half year ended September 30, 2026 along with the Unmodified Limited Review Reports issued by Sharp & Tannan Associates LLP, Statutory Auditors of the Company. We enclose the Unaudited Financial Results at Annexure-1. 2) Increase in Authorized Share Capital of the Company: The increase in Authorised Share Capital of the Company from existing Authorised Share Capital of Rs. 269,13,00,000/- (Rupees Two Hundred and Ninety-One Crore Thirteen Lakh Only) divided into 26,41,30,000 (Twenty-Six Crore Forty-One Lakh and Thirty Thousand) Equity Shares of Rs. 10/- (Rupees Ten only) each and 50,00,000 (Fifty Lakh) Preference Shares of Rs. 10/- (Rupees Ten only) each to Rs. 285,00,00,000/- (Rupees Two Hundred and Eighty- Five Crores Only) divided into 28,00,00,000 (Twenty-Eight Crore) Equity Shares of Rs. 10/- (Rupees Ten only) each and 50,00,000 (Fifty Lakh) Preference Shares of Rs. 10/- (Rupees Ten only) each and consequent alteration of Capital clause of Memorandum of Association of the Company relating to the share capital of the Company. The details required pursuant to SEBI LODR are enclosed herewith as Annexure-2 3) Implementation of Employee Stock Option Scheme 2026: The Introduction and adoption of Vascon Engineers Limited Employee Stock Option Scheme 2026 (“ESOP Scheme 2026”). The aggregate no of Stock options proposed to be granted under the ESOP Scheme 2026 shall not be exercisable more than 1,20,00,000 (One Crore and Twenty Lakhs) stock options to the eligible employees of the Company under vesting from 2027 to 2030. The Introduction and adoption of ESOP Scheme 2026 shall be subject to the Shareholders approval via Postal Ballot 4) Issue of NCDs on private placement basis: Issuance of Secured and Unsecured, Listed, Rated, Non-Convertible Debentures (NCDs) of INR 85,00,00,000/- (Indian Rupees Eighty-Five Crores Only) by way of Private Placement subject to all applicable Regulatory /Statutory approval. The relevant details of the said issuance, as required under the Listing Regulations read with SEBI Master Circular HO/49/14/14(7)2025-CFD-POD2/I/3762/2026 dated January 30, 2026 are provided below as Annexure 4: 5) Constitution of Committee to the Debenture Issue Committee: Constitution of Committee to finalize/approve all the relevant documents, and exercise the powers of the Board for the purpose of carrying out the functions of the Board relating to proposed Non-Convertible Debentures as may be deemed necessary; The approval of shareholders will be convened Postal ballot in due course of time. The Board meeting commenced at 11:39 hours and concluded at 14:50 hours. You are kindly requested to take the above information on record. For Vascon Engineers Limited Neelam Piyush Pipada Company Secretary and Compliance Officer M No. A31721 Encl: a/a 87 Nariman Bhavan SHARP& 227 Nariman Point Mumbai 400 021 TANNAN India +91 22 61537500 ASSOCIATES LLP www.sharpandtannan.com chartered accountants Independent Auditor's Limited Review Report on Standalone Unaudited Financial results of VASCON ENGINEERS LIMITED for the quarter and half year ended September 30, 2026, pursuant to Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 The Board of Directors VASCON ENGINEERS LIMITED (ClN: L70100PN1986PLC175750) Pune 411 014. Introduction 1. We have reviewed the accompanying statement of Standalone Unaudited Financial results of VASCON ENGINEERS LIMITED ("the Company") for the quarter and half year ended September 30, 2026, together with notes thereon ("the Statement"), being submitted by the Company pursuant to the requirement of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 as amended ("Listing Regulations"). 2~ The Statement, which is the responsibility of the Company's Management and approved by the Company's Board of Directors on November 03, 2026, has been prepared in accordance with the recognition and measurement principles laid down in Indian Accounting Standard 34 "Interim Financial Reporting" ("Ind AS 34"), prescribed under Section 133 of the Companies Act, 2013, as amended ("the Act"), read with relevant rules issued thereunder and other recognized accounting practices and policies generally accepted in India and Regulation 33 of the Listing Regulations in this regard. Our responsibility is to express a conclusion on the Statement based on our review. Scope of Review 3. We conducted our review of the Statement in accordance with the Standard on Review Engagements (SRE) 2410, "Review of Interim Financial Information Performed by the Independent Auditor of the Entity" issued by the Institute of Chartered Accountants of India. This standard requires that we plan and perform the review to obtain moderate assurance as to whether the Statement is free of material misstatement. A review of interim financial information consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with Standards on Auditing specified under section 143(10) of the Companies Act, 2013 and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion. Page 1 of 2 Assurance I Consulting I GRC I Tax AhmeddUdd I Bell!,jdlur u I Cllcnnai I Coilllhi'ltnrp. I D@lhi I GOB I Hyderabud I MumboJi I Punc I Vuciocii'lrn Formerly Sharp & TMnan A55or:illt,,~ (RpCln No RA~70(n; FRN 109983W), converted into an LLP w.eJ. 24.09.2026 SHARP& TANNAN ASSOCIATES LLP chartered accountants Conclusion 4. Based on our review conducted as stated above, nothing has come to our attention that causes us to believe that the accompanying Statement, prepared in accordance with the recognition and measurement principles laid down in Ind AS 34 as prescribed under section 133 of the Act and other recognized accounting practices and policies generally accepted in India, has not disclosed the information required to be disclosed in terms of the Listing Regulations in this regard, including the manner in which it is to be disclosed, or that it contains any material misstatement. Emphasis of Matter 5. We draw attention to Note 5 of the Statement regarding the Company's divestment of its entire shareholding in Almet Corporation Limited and relinquishment of control pursuant to the Share Transfer Agreement dated March 31, 2025. As disclosed in the quarter ended June 30, 2025, the agreement was kept in abeyance due to a dispute among the transferees. The matter continues to remain unresolved as at the reporting date. As informed by management, the matter remains under review, and appropriate action will be taken upon resolution of the dispute. Our conclusion is not modified in respect of this emphasis of matter. Sharp & Tannan Associates LLP Chartered Accountants Firm's Reg. No.: 109983WI W101313 by the hand of -------- CA Pramod [Showing first 8,000 characters — download PDF for full document]