Material Events / update in relation to the Schem recived from Triveni Power transmission Limited

~l"· · P/lleRI \. +91 1204308100 ~ +911204311010/11 ENGINEERING & INDUSTRIES LTD. ~ www.lrivenigroup.com By E-filing REF TE I L SE Da t e: J u!I. y 29 , 2026 BSE Limited National Stock Exchange of India Ltd., PJ. Tower, Exchange Plaza, Dalal Street, FOIt, Bandra-Kurla Complex, Bandra (E), MUMBAI - 400001 MUMBAI - 400 051 STOCK CODE: 532356 STOCK CODE: TRIVENI Sub: Material update in connection with the Composite Scheme of Arrangement amongst Triveni Engineering & Industries Ltd. (fElL) and Sir Shadi Lal Enterprises Limited (SSEL) and Triveni Power Transmission Ltd (fPTL) and their respective shareholders under Sections 230 to 232 and other applicable provisions of the Companies Act, 2013 ("Scheme") Ref: Observation letters No. NSE/L1ST/46129 I dated August 11, 2025 and No. DCS/ AMALINB/R37 /3734/2025-26 dated August 07,2025 ("Observation Letters"), issued by the National Stock Exchange of India Limited and BSE Limited (collectively the "Stock Exchanges"), respectivelv, received in relation to the Scheme Dear Sir/Madam, We would like to inform you that TPTL, through its letter dated July 28, 2026, has communicated to the Company certain material eventsl updates in relation to the Scheme, which is enclosed herein as Annexure I. This disclosure is being made in respect ofTPTL, pursuant to the requirement in the Observation Letters requiring TElL to disclose material information about TPTL to the Stock Exchanges on a continuous basis, read with the provisions of Regulation 30 and Part A of Schedule III to the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (as amended till date), and the Master Circular No. HO/491 1411 4(7)2025-CFD-POD211 /3762/2026 dated January 30,2026. Please take on record the above information. Thanking You. Yours faithfully, For Triveni Engineering & Industries Ltd. Gp Vice President & Company Secretary M. No: A 9475 Encl: As above Corporate Office: 8'h Floor, ExpressT rade Towers, Plot 15 & 16, Sector 16-A, Noida, Uttar Pradesh - 201301, India. Registered Office: A-44, Hosiery Complex, Phase-II Extension, Noida-201 305, Uttar Pradesh. CIN No.: L 15421U P1932PLC022174 -z. . · · Annexure 1 July 28, 2026 Triveni Engineering & Industries Limited, 81h Floor, Express Trade Towers 15-16, Sector 16A, Noida- 201 301 (U.P.) Sub: Material update in connection with the Composite Scheme of Arrangement amongst Triveni Engineering & Industries Ltd. (fElL) and Sir Shadi Lal Enterprises Limited (SSEL) and Triveni Power Transmission Ltd (TPTL / the Company) and their respective shareholders under Sections 230 to 232 and other applicable provisions of the Companies Act, 2013 ("Scheme"). Dear Sir/ Madam, This is to inform you that the Board of Directors of the Company, at its meeting held on July 28,2026, has inter alia, considered and approved/taken on record the following matters: 1) Allotment of7,34,54,338 (Seven Crore Thirty Four Lakh Fifty Four Thousand Three Hundred Thirty Eight) fully paid-up equity shares of Rs.2/- each of the Company to the eligible shareholders of Triveni Engineering & Industries Limited as on record date i.e. July 22, 2026, as per the share entitlement ratio specified in the Scheme. Accordingly, the Company ceased to be a subsidiary and become an associate of TElL. 2) Appointment of Mis Ernst & Young ("EY"), as an Internal Auditor of the Company for the Financial Year 2026- 27, based on recommendation of the Audit Committee. 3) Adopted the certain policies to comply with the provisions of Companies Act, 2013 and SEBr (Listing Obligations and Disclosure Requirements) Regulations, 2018 given that the Company is proposed to be listed pursuant to the Scheme. 4) Resignation of Mrs. Geeta Bhalla (DIN: 02561368) and Mr. Suresh Taneja (DIN: 00028332), as Directors of the Company with effect from closure of business hours on 281h July, 2026. 5) Based on the recommendation of Nomination and Remuneration Committee, the Board approved the appointment/designation of the following w.e.f. July, 28, 2026: • Mr Dhruv M. Sawhney (DIN: 00102999) as Chairman of the Board (Non-Executive Chairman). • Mr. Tarun Sawhney (DIN: 00382878) as Managing Director (designated as Vice Chairman & Managing Director) and Key Managerial Personnel of the Company for a period of five years and subject to approval of the shareholders. • Mr. Raman Kumar S. as the Chief Financial Officer & Key Managerial Personnel (CFO) of the Company. • Mr. Rakesh Kumar Yadav as the Company Secretary & Compliance Officer and Key Managerial Personnel (CS) of the Company. • Designation of certain individuals as Senior Management Personnel (SMP) of the Company other than KMPs mentioned above. The relevant information as required under Regulation 30 of the SEBI Listing Regulations, read with' SEBJ HO/49114/14(7)2025-CFD-POD2/I/3762/2026 dated January 30,2026 are enclosed as Annexure-A. Corporate Office: 8'" Floor. Express Trade Towers. Plot 15 & 16. Sector 16-A, Noida, Uttar Pradesh - 201 301, India. +91 120 4308000 Registered Office: A-44, Hosiery Complex, Phase-II Extension, Noida, Uttar Pradesh - 201305, India. CIN No.: U28110UP2024PLC212958, www.trivenigroup.com A copy each of the letters received from Mrs. Geeta Bhalla and Mr. Suresh Taneja are enclosed herewith as Annexure B. Please take on record the above information. Thanking You. Yours faithfully, For Triveni Power Transmission Ltd. Tarun Sawhney Director DIN 00382878 Encl: As above Annexure-A Appointment of Ernst & Young ("EY"), as an Internal Auditor of the Company S.No. Particulars Description I. Reason for change VIZ. Appointment of Ernst & Young ("EY"), as an Internal Auditor of the Company Appointment 2. Date of appointment & term of The Board of Directors at its meeting held on 28th July, 2026, approved the appointment appointment of EY as an Internal Auditor of the Company, to conduct Internal Audit of the Company for the Financial Year 2026-27. 3. Brief Profile EY is a global leader in assurance, tax, transaction, and advisory services, recognized for its commitment to enhancing risk management, control, and governance processes through its Internal Audit CIA) services. By leveraging extensive industry knowledge and innovative methodologies, EY delivers tailored solutions that address unique organizational challenges. Their focus areas include risk assessment, process improvement, technology integration, regulatory compliance, and stakeholder engagement. Overall, EY's IA services provide valuable assurance and insights that support informed decision-making and contribute to the long_-term success of organizations. 4. Disclosure of relationships Not Applicable between directors Resignation of Mrs. Geeta Bhalla (DIN: 02561368)a nd Mr. Suresh Taneja (DIN: 00028332) as Directors S.No. Particulars Description I. Reason for change VIZ. Resignation of Mrs. Geeta Bhalla (DIN: 02561368) and Mr. Suresh Taneja Resignation (DIN: 00028332) as Directors of the Company 2. Date of cessation With effect from the closure of business hours on 28th July, 2026. 3. Brief Profile Not Applicable 4. Disclosure of relationships Not Applicable between directors Appointment of Mr. Tarun Sawhney (DIN: 00382878) as Managing Director (designated as Vice Chairman & Managing Director) and Key Managerial Personnel . S.No. Particulars Description I. Reason for change VIZ. Appointment of Mr. Tarun Sawhney (DIN: 00382878) as Managing Appointment Director (designated as V ice Chairman & Managing Director) and Key Managerial Personnel of the Company. 2. Date of appointment & term Term: Appointed for a period of five years, effective July 28,2026, of appointment subject to approval of shareholders. 3. Brief Profile Tarun Sawhney is the Vice Chairman and Managing Director on the Board of our Company. He holds a master's degree from Emmanuel College, University of Cambridge, United Kingdom and a Master 0 Business Administration from the Wharton School of the University 0 Pennsylvania, United States of America. He has over 25 [Showing first 8,000 characters — download PDF for full document]