Disclosure under Regulations 30 and 30A - execution of Share Purchase Agreement

Date: July 30, 2026 BSE Limited Phiroze Jeejeebhoy Towers, Dalal Street, Mumbai 400 001 Scrip Code: 531667 Dear Sir/Madam, Sub: Disclosure under Regulations 30 and 30A of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“SEBI LODR Regulations”) – Public Announcement for execution of Share Purchase Agreement. Pursuant to Regulations 30 and 30A read with Schedule III of the SEBI LODR Regulations, we would like to inform you that the board of directors of the Company (“Board”) at its meeting held today i.e., Thursday, July 30, 2026, has inter-alia considered and taken on record the execution of the Share Purchase Agreement (“SPA”) amongst the Virat Sevantilal Shah (“Promoter Shareholder 1” or “Seller 1”), Alok Virat Shah, (“Promoter Shareholder 2” or “Seller 2”) (“Seller 1” and “Seller 2” together referred as “Sellers”)(“Promoter Shareholder 1” and “Promoter Shareholder 2” together referred as “Promoters”) and RB International Holdings Limited (“Acquirer 1”), Suyog Yogesh Desai (“Acquirer 2”) and Nikita Suyog Desai (“Acquirer 3”) (“Acquirer 1”, “Acquirer 2” and “Acquirer 3” together referred as “Acquirers” or “Purchasers”), in terms of which Sellers have agreed to sell 63,65,924 (Sixty Three Lakhs Sixty Five Thousand Nine Hundred Twenty Four) equity shares of face value of ₹10/- each representing 70.66% of the existing equity share capital of the Company to the Acquirers at purchase price of ₹23.85 (Rupees Twenty Three and Paise Eighty Five only) per equity share and the Acquirers have agreed to acquire from the Promoters, subject to the terms and conditions as set out in SPA. The information in connection with the SPA pursuant to Regulation 30 of the SEBI LODR Regulations read with SEBI Master Circular No. HO/49/14/14(7)/2025-CFD-POD2/I/ 3762/2026 dated January 30, 2026 is enclosed as Annexure A. Further, the Acquirers is required to make a mandatory open offer to the shareholders of the Company under the applicable provisions of the Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011 (“SEBI (SAST) Regulations”). GSTIN No.: 27AACCS1022K1ZL CIN No.: L51901MH1995PLC331822 Registered Office : B-001 & B-002, Ground Floor, Antop Hill Warehousing Complex Ltd, Barkat Ali Naka, Salt Pan Road, Wadala (E), Mumbai - 400 037, Maharashtra. Corporate Office :2nd Floor, Sugar House, 93/95, Kazi Sayed Street, Mumbai - 400 003. Ph.: 022-6192 5555 / 56 • Email: info@rrmetalmakers.com • Website : www.rrmetalmakers.com The disclosures along with the enclosures shall be made available on the website of the Company at www.rrmetalmakers.com Kindly take the same on your record and acknowledge. Thanking you. Yours faithfully, For, RR MetalMakers India Limited Harshika Kothari Company Secretary & Compliance Officer Membership No.: A61964 Encl.: As above GSTIN No.: 27AACCS1022K1ZL CIN No.: L51901MH1995PLC331822 Registered Office : B-001 & B-002, Ground Floor, Antop Hill Warehousing Complex Ltd, Barkat Ali Naka, Salt Pan Road, Wadala (E), Mumbai - 400 037, Maharashtra. Corporate Office :2nd Floor, Sugar House, 93/95, Kazi Sayed Street, Mumbai - 400 003. Ph.: 022-6192 5555 / 56 • Email: info@rrmetalmakers.com • Website : www.rrmetalmakers.com Annexure A – Share Purchase Agreement DISCLOSURE PURSUANT TO THE SEBI LODR REGULATIONS READ WITH THE SEBI MASTER CIRCULAR NO. HO/49/14/14(7)/2025-CFD-POD2/I/3762/2026 dated January 30, 2026. S. No. Particulars Details a. If the listed entity is a party to No, the Company is not a party to the agreement. the agreement, i. details of the counterparties (including name and relationship with the listed entity) b. If listed entity is not a party to Company is not a party to the agreement. the agreement i. name of the party entering I. Name of the party entering into such an into such an agreement and agreement and the relationship with the the relationship with the listed entity: listed entity. ii. details of the counterparties a) Virat Sevantilal Shah (“Seller 1”) to the agreement (including b) Alok Virat Shah (“Seller 2”) name and relationship with the listed entity) Both the Sellers are part of Promoter and iii. date of entering into the Promoter Group of Company agreement II. Details of the counterparties to the agreement: a) RB International Holdings Limited (“Acquirer 1”) b) Suyog Yogesh Desai (“Acquirer 2”) c) Nikita Yogesh Desai (“Acquirer 3”) Acquirers are not related to the Company. III. Date of entering into the Agreement: Thursday, July 30, 2026. c. Purpose of entering into the The SPA has been entered into by the Parties for agreement recording the terms and conditions pursuant to sale and purchase of 63,65,924 (Sixty Three Lakhs Sixty Five Thousand Nine Hundred Twenty Four) equity shares of face value of ₹10/- each representing 70.66% of the existing equity share capital of the Company held by the Sellers to the Acquirers. GSTIN No.: 27AACCS1022K1ZL CIN No.: L51901MH1995PLC331822 Registered Office : B-001 & B-002, Ground Floor, Antop Hill Warehousing Complex Ltd, Barkat Ali Naka, Salt Pan Road, Wadala (E), Mumbai - 400 037, Maharashtra. Corporate Office :2nd Floor, Sugar House, 93/95, Kazi Sayed Street, Mumbai - 400 003. Ph.: 022-6192 5555 / 56 • Email: info@rrmetalmakers.com • Website : www.rrmetalmakers.com d. Shareholding, if any, in the The Acquirers does not hold any equity shares in entity with whom the the Company. agreement is executed e. Significant terms of the Date of execution of SPA: agreement (in brief) The SPA was executed on July 30, 2026. Nature of transaction: The SPA pertains to the proposed sale and transfer of following equity shares of the Company by the following Promoter Shareholders: 1. Mr. Virat Seventilal Shah No. of shares proposed to be sold: 36,40,412 equity shares constituting 40.41% of the paid-up equity share capital of the Company. 2. Mr. Alok Virat Shah No. of shares proposed to be sold: 27,25,512 equity shares constituting 30.25% of the paid-up equity share capital of the Company. Consideration: The consideration agreed under the SPA is Rs.15,18,27,287.40 (Rupees Fifteen Crores Eighteen Lakhs Twenty Seven Thousand Two Hundred Eighty Seven and Paise Forty Only), i.e. Rs.23.85 per share for acquisition of 70.66% by the Acquirers. Open Offer: Consequent to the execution of the SPA, the Acquirers will make an open offer to the public shareholders of the Company under SEBI (Substantial Acquisition of Shares and Takeover) Regulations, 2011 representing upto 26% of the total paid-up equity share capital of the Company. In terms of the SPA, the Acquirers will be classified as the ‘Promoters’ of the Target Company in accordance with applicable laws. The existing Promoters and other members of the Promoters and Promoters group of the Target Company will be classified from ‘promoter’ to 'public'. GSTIN No.: 27AACCS1022K1ZL CIN No.: L51901MH1995PLC331822 Registered Office : B-001 & B-002, Ground Floor, Antop Hill Warehousing Complex Ltd, Barkat Ali Naka, Salt Pan Road, Wadala (E), Mumbai - 400 037, Maharashtra. Corporate Office :2nd Floor, Sugar House, 93/95, Kazi Sayed Street, Mumbai - 400 003. Ph.: 022-6192 5555 / 56 • Email: info@rrmetalmakers.com • Website : www.rrmetalmakers.com f. Extent and the nature of Upon completion of the SPA, subject to the impact on management or fulfilment of the conditions precedent and receipt control of the listed entity of applicable regulatory approvals, there will be a change in control and management of the Target Company. The existing promoters will divest their entire equity shareholding to the Acquirers. Consequently, the Acquirers will assume control and be classified as the Promoters of the Target Company, while the existing Promoters and members of the Promoter and Promoter Group will be reclassified from 'Promoter' to 'Public', in accordance with applicable laws. g. Details and quantification of Pursuant to completion of underlying transaction, the restriction or liability the [Showing first 8,000 characters — download PDF for full document]