Monitoring Agency Report

July 28, 2026 Department of Corporate Services Listing Department BSE Limited National Stock Exchange of India Limited Phiroze Jeejeebhoy Towers Dalal Street, C-1, Block G, Bandra -Kurla Complex Mumbai - 400001 Bandra (East), Mumbai- 400051 Scrip Code: 544395, 977344 and 977517 Scrip Symbol: STLNETWORK Subject: Report of Monitoring Agency for the Quarter ended June 30, 2026 D ear Sir/ Madam, Pursuant to Regulation 32(6) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, please find attached the report received from CARE Ratings Limited, a Monitoring Agency appointed towards utilization of proceeds of Preferential Issue for the quarter ended June 30, 2026. We request you to kindly take this on your record. Thanking You, For STL Networks Limited Meenal Bansal Company Secretary and Compliance Officer Membership No.- ACS 35091 Encl: as above No. CARE/HO/GEN/2026-27/1100 The Board of Directors STL Networks Limited 4th Floor, Godrej Millennium Koregaon Park Road 9, STS 12/1 Pune, Maharashtra – 411001 July 28, 2026 Dear Sir/Ma’am, Monitoring Agency Report for the quarter ended June 30, 2026 - in relation to the Preferential Warrants issue of STL Networks Limited (“the Company”) We write in our capacity of Monitoring Agency for the Preferential Issue for the amount aggregating to Rs. 108.00 crore of the Company and refer to our duties cast under 162A of the Securities & Exchange Board of India (Issue of Capital & Disclosure Requirements) Regulations. In this connection, we are enclosing the Monitoring Agency Report for the quarter ended June 30, 2026, as per aforesaid SEBI Regulations and Monitoring Agency Agreement dated June 04, 2026. Request you to kindly take the same on records. Thanking you, Yours faithfully, Rabin Bihani Associate Director rabin.bihani@careedge.in CARE Ratings Limited 4th Floor, Godrej Coliseum, Somaiya Hospital Road, Off Eastern Express Highway, Sion (East), Mumbai Phone: +91-22-6754 3456 • www.careedge.in CIN-L67190MH1993PLC071691 Report of the Monitoring Agency Name of the issuer: STL Networks Limited For quarter ended: June 30, 2026 Name of the Monitoring Agency: CARE Ratings Limited (a) Deviation from the objects: Nil (b) Range of Deviation: Nil Declaration: We declare that this report provides an objective view of the utilization of the issue proceeds in relation to the objects of the issue based on the information provided by the Issuer and information obtained from sources believed by it to be accurate and reliable. The MA does not perform an audit and undertakes no independent verification of any information/ certifications/ statements it receives. This Report is not intended to create any legally binding obligations on the MA which accepts no responsibility, whatsoever, for loss or damage from the use of the said information. The views and opinions expressed herein do not constitute the opinion of MA to deal in any security of the Issuer in any manner whatsoever. Nothing mentioned in this report is intended to or should be construed as creating a fiduciary relationship between the MA and any issuer or between the agency and any user of this report. The MA and its affiliates also do not act as an expert as defined under Section 2(38) of the Companies Act, 2013. The MA or its affiliates may have credit rating or other commercial transactions with the entity to which the report pertains and may receive separate compensation for its ratings and certain credit related analyses. We confirm that there is no conflict of interest in such relationship/interest while monitoring and reporting the utilization of the issue proceeds by the issuer, or while undertaking credit rating or other commercial transactions with the entity. We have submitted the report herewith in line with the format prescribed by SEBI, capturing our comments, where applicable. There are certain sections of the report under the title “Comments of the Board of Directors”, that shall be captured by the Issuer’s Management / Audit Committee of the Board of Directors subsequent to the MA submitting their report to the issuer and before dissemination of the report through stock exchanges. These sections have not been reviewed by the MA, and the MA takes no responsibility for such comments of the issuer’s Management/Board. Signature: Name and designation of the Authorized Signatory: Rabin Bihani Designation of Authorized person/Signing Authority: Associate Director CARE Ratings Limited 4th Floor, Godrej Coliseum, Somaiya Hospital Road, Off Eastern Express Highway, Sion (East), Mumbai Phone: +91-22-6754 3456 • www.careedge.in CIN-L67190MH1993PLC071691 1) Issuer Details: Name of the issuer : STL Networks Limited Name of the promoter : Twin Star Overseas Limited Industry/sector to which it belongs : Telecom and related services 2) Issue Details Issue Period : Within 18 months from the date of allotment (June 20, 2026) Type of issue (public/rights) : Preferential issue Type of specified securities : Convertible Warrants IPO Grading, if any : Not applicable Issue size (in crore) : Rs. 108.00 crore* *The offer comprises 4,50,00,000 convertible warrants, each convertible into or exchangeable for 1 fully paid-up equity share of the company of face value of Rs. 2 each at an issue price (including warrant subscription price and warrant exercise price) of Rs. 24.00 per warrant, aggregating to Rs. 108.00 crore for cash consideration. Each warrant will be convertible into, or exchangeable for 1 fully paid-up equity share of the Company of face value of Rs. 2 each, which may be exercised in one or more tranches during a period of 18 months commencing from the date of allotment of the Warrants. In case the warrants are not exercised within 18 months from the date of allotment, such unexercised warrants shall lapse, and the amount paid at time of subscription on such unexercised warrants shall stand forfeited. The company allotted 4,50,00,000 warrants to Twin Star Overseas Limited on June 20, 2026, after receipt of 25% of the issue price, i.e. Rs. 6.00 per warrant, aggregating to Rs. 27.00 crore. Balance 75% of the warrant issue price, i.e. Rs. 18.00 per warrant, aggregating to Rs. 81.00 crore is payable at the time of exercise of the right attached to the warrants in one or more tranches. 3) Details of the arrangement made to ensure the monitoring of issue proceeds: Source of information / certifications Comments of the Comments of the Particulars Reply considered by Monitoring Agency for Monitoring Agency Board of Directors preparation of report Whether all utilization is as per the disclosures in the Offer CA Certificate*, Management Certificate, Rs. 25.00 crore has been utilised as per Yes - Document? Bank Statements. the objects specified in the offer CARE Ratings Limited 4th Floor, Godrej Coliseum, Somaiya Hospital Road, Off Eastern Express Highway, Sion (East), Mumbai Phone: +91-22-6754 3456 • www.careedge.in CIN-L67190MH1993PLC071691 Source of information / certifications Comments of the Comments of the Particulars Reply considered by Monitoring Agency for Monitoring Agency Board of Directors preparation of report document. Whether shareholder approval has been obtained in case of material deviations# from expenditures disclosed in the Offer NA CA Certificate* and Management Certificate There is no material deviation. - Document? Whether the means of finance for the disclosed objects of the There is no change in means of finance No CA Certificate* and Management Certificate - issue have changed? towards the disclosed objects. Is there any major deviation observed over the earlier No Not Applicable This is the first MA report - monitoring agency reports? Whether all Government/statutory approvals related to the NA CA Certificate* and Management Certificate - - object(s) have been obtained? Whether all arrangements pertaining to technical NA CA Certificate* and Management Certificate - - assistance/collaboration are in operation? Are there any f [Showing first 8,000 characters — download PDF for full document]