Corporate Professionals Capital Pvt Ltd ("Manager to the Offer") has submitted to BSE a copy of Draft Letter of Offer ("DLOF") to the public shareholders of Shankara Building Products Ltd ....

DRAFT LETTER OF OFFER THIS DOCUMENT IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION This Draft Letter of Offer (DLOO) is sent to you as an Equity Shareholder(s) of Shankara Building Products Limited. If you require any clarifications about the action to be taken, you may consult your stock broker or investment consultant or Manager / Registrar to the offer. In case you have recently sold your shares in the Company, please hand over this DLOO and the accompanying Form of Acceptance cum acknowledgement and Transfer Deed to the Member of Stock Exchange through whom t he said sale was effected. OPEN OFFER BY THE BALLYGUNGE FAMILY TRUST Registered Address at 490, 14th Main, 3rd Block, Koramangala, Bangalore, Karnataka- 560034; Ph. No.: +91-8904572223; Fax No.: NA, Email ID: ballygungefamilytrust@gmail.com (Hereinafter referred to as ‘Acquirer’) MR. SUKUMAR SRINIVAS Residing at 490, 14th Main, 3rd Block, Koramangala, Bangalore- 560034; Ph. No.: +91-8904572223; Fax No.: NA, Email ID: ballygungefamilytrust@gmail.com (Hereinafter referred to as ‘PAC 1’) MS. PARWATHI SRIKANTH MIRLAY Residing at 490, 14th Main, 3rd Block, Koramangala, Bangalore- 560034; Ph. No.: +91-8904572223; Fax No.: NA, Email ID: ballygungefamilytrust@gmail.com (Hereinafter referred to as ‘PAC 2’) MR. DHANANJAY MIRLAY SRINIVAS Residing at 490, 14th Main, 3rd Block, Koramangala, Bangalore- 560034; Ph. No.: +91-8904572223; Fax No.: NA, Email ID: ballygungefamilytrust@gmail.com (Hereinafter referred to as ‘PAC 3’) SHANKARA HOLDINGS PRIVATE LIMITED Registered Office at G 2 Farah Winsford, No 133 Infantry Road, Bangalore, Karnataka, India - 560001; Ph. No.: 080-40117777; Fax No.: NA, Email ID: ballygungefamilytrust@gmail.com (Hereinafter referred to as ‘PAC 4’) (PAC 1, PAC 2, PAC 3 and PAC 4 are hereinafter collectively referred to as ‘PACs’) SHANKARA BUILDING PRODUCTS LIMITED Registered Office: G-2 Farah Winsford, No.133, Infantry Road, Bangalore, Karnataka, India, 560001; Ph. No.: 080-2991 0702; Fax: NA; Email ID: cs@shankarabuildpro.com Website: www.shankarabuildingproductsltd.com (Hereinafter referred to as ‘Target Company’ or ‘SBPL’ or ‘TC’) At an Offer Price of INR 150/- (Indian Rupees One Hundred and Fifty Only) per fully paid-up equity share payable in cash, pursuant to Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011 and subsequent amendments thereto. 1. This offer is being made by the Acquirer along with PACs pursuant to Regulation 3(2), Regulation 4 and other applicable laws of Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011 and subsequent amendments thereto for substantial acquisition of shares in the Target Company. 2. This Offer is not subject to any minimum level of acceptance. 3. The details of statutory approvals required is given in para 7.4 of this Draft Letter of Offer. 4. THIS OFFER IS NOT A COMPETING OFFER. 5. If there is any upward revision in the Offer Price by the Acquirer along with PACs up to one working day prior to the commencement of the tendering period i.e., up to September 03, 2026, Thursday or in the case of withdrawal of offer, the same would be informed by way of the Offer Opening Public Announcement in the same newspapers where the original Detailed Public Statement has appeared. Such revision in the Offer Price would be payable by the Acquirer for all the shares validly tendered anytime during the offer. 6. THERE IS NO COMPETING OFFER TILL DATE. 7. A copy of Public Announcement, Detailed Public Statement, and Letter of Offer (including Form of Acceptance cum Acknowledgement) is also available on SEBI’s web-site: www.sebi.gov.in. FOR PROCEDURE FOR ACCEPTANCE OF THIS OPEN OFFER PLEASE REFER SECTION 8 ‘PROCEDURE FOR ACCEPTANCE AND SETTLEMENT OF THE OFFER’ (PAGE NO. 39 to 56). FORM OF ACCEPTANCE-CUM-ACKNOWLEDGEMENT IS ENCLOSED WITH THIS DRAFT LETTER OF OFFER. All future correspondence, if any, should be addressed to the Manager / Registrar to the Offer at the following addresses: MANAGER TO THE OFFER REGISTRAR TO THE OFFER CORPORATE PROFESSIONALS CAPITAL PRIVATE BEETAL FINANCIAL & COMPUTER SERVICES LIMITED PRIVATE LIMITED CIN: U74899DL2000PTC104508 CIN: U67120DL1993PTC052486 D-28, South Extn., Part – I, New Delhi – 110049 BEETAL House, 3rd Floor, 99, Madangir, Behind Local Contact Person: Mr. Manoj Kumar/ Ms. Ruchika Sharma/ Shopping Centre, New Delhi – 110062 Mr. Nitin Khera Contact Person: Mr. Punit Kumar Mittal Ph. No.: +91-11-40622228/ +91-11-40622248 Ph. No.: +91-11-42959000-09 Fax. No.: 91-11-40622201 Email ID: beetal@beetalfinancial.com / Email ID: manoj@indiacp.com / beetalrta@gmail.com ruchika.sharma@indiacp.com / nitin@indiacp.com SEBI Registration Number: INR000000262 SEBI Registration Number.: INM000011435 OFFER OPENS ON: SEPTEMBER 07, 2026, MONDAY OFFER CLOSES ON: SEPTEMBER 21, 2026, MONDAY SCHEDULE OF ACTIVITIES OF THE OFFER ACTIVITY ORIGINAL DATE AND DAY Public Announcement (PA) Date July 15, 2026 Wednesday Detailed Public Statement (DPS) Date July 22, 2026 Wednesday Last date of filing of draft offer document with SEBI July 29, 2026 Wednesday Last date for a competing offer August 12, 2026 Wednesday Identified Date* August 21, 2026 Friday Date by which Letter of Offer will be despatched to the August 31, 2026 shareholders Monday Issue Opening PA Date September 04, 2026 Friday Last date by which Board of TC shall give its recommendations September 02, 2026 Wednesday Date of commencement of tendering period (Offer opening Date) September 07, 2026 Monday Date of expiry of tendering period (Offer closing Date) September 21, 2026 Monday Date by which all requirements including payment of October 06, 2026 consideration would be completed Tuesday (*) Identified Date is only for the purpose of determining the names of the shareholders of the Target Company to whom the Letter of Offer would be sent. All owners (registered or unregistered) of equity shares of the Target Company (except the Acquirer and their persons acting in concert) are eligible to participate in the Offer any time before the Closure of the Offer. RISK FACTORS Given below are the risks related to the transaction, proposed Offer and those associated with Acquirer along with PACs: (A) Relating to Transaction: 1. This Open Offer is Triggered/ Mandatory Offer made in compliance with Regulation 3(2), Regulation 4 and other applicable laws of the SEBI (SAST) Regulations. 2. In terms of Regulation 23(1) of SEBI (SAST) Regulations, 2011, there may be an event which warrants withdrawal of the Offer. The Acquirer along with PACs makes no assurance with respect to the market price of the shares both during the Offer Period and upon the completion of the Offer and disclaims any responsibility with respect to any decision by any Shareholder on whether to participate or not to participate in the Offer. To the best of the knowledge of the Acquirer along with PACs for the acquisition of control and 26.00% of the Paid-Up Equity Share Capital of the Target Company under this Offer, no statutory and other approval(s) is required. (B) Relating to the Offer: 1. This Offer is subject to the provisions of SEBI (SAST) Regulations, 2011, and in case of non‐ compliance by the Acquirer along with PACs with any of the provisions of the SEBI (SAST) Regulations, 2011, the Acquirer along with PACs shall not act upon the acquisition of equity shares under this Offer. 2. In the event that either (a) the regulatory approvals are not received in a timely manner; or (b) there is any court or regulatory order to stay the offer; or (c) SEBI instructs Acquirer along with PACs not to proceed with the Offer, then the Offer process may be delayed beyond the schedule of activities indicated in this Draft Letter of Offer. Consequently, the payment of consideration to the shareholders of SBPL, whose shares have been accepted in the Offer as well as the return of shares not accepted by the Acquirer along with P [Showing first 8,000 characters — download PDF for full document]