Scheme of Arrangement

Larsen & Toubro Limited Secretarial Department LARSEN & TOUBRO L&T House, Ballard Estate Narottam Morarjee Marg Mumbai - 400 001, INDIA Tel: +91 22 6752 5656 Fax: +91 22 6752 5858 www.Larsentoubro.com Email: igrc@larsentoubro.com CIN : L99999MH1946PLC004768 SEC/2026 August 4, 2026 BSE Limited National Stock Exchange Of India Limited Phiroze Jejeebhoy Towers, Exchange Plaza, 5th Floor Plot No.C/1, G Block, Dalal Street, MUMBAI - 400 001 Bandra-Kurla Complex, STOCK CODE: 500510 Bandra (E), Mumbai - 400 051 STOCK CODE: LT Dear Sir/Madam, Sub: Summary of proceedings, Voting Results and Scrutinizer’s Report of the NCLT Convened Meeting of Equity Shareholders of the Company held on August 4, 2026. Re: Meeting of Equity Shareholders of the Company held pursuant to the order of the Hon’ble National Company Law Tribunal, Mumbai Bench (the “Tribunal”) dated June 12, 2026 read with further orders dated June 16, 2026 and June 25, 2026 (“Orders”) in the matter of Scheme of Arrangement of Larsen & Toubro Limited (“Transferor Company/Company/L&T”) and L&T Realty Properties Limited (“Transferee Company/LTRPL”) and their respective Shareholders and Creditors under Sections 230 to 232 and other applicable provisions of the Companies Act 2013. Further to our intimation dated June 27, 2026, and as directed by the Tribunal pursuant to the Orders, a meeting of Equity Shareholders of the Company was held today i.e. August 4, 2026 at 3:00 P.M. (IST) through Video Conferencing (VC) / Other Audio-Visual Means (OAVM). In this connection, we enclose the following: 1. Summary of proceedings of the Meeting, as required under Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (Annexure A); 2. Voting results in respect of the business conducted at the Meeting, as required under Regulation 44(3) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (Annexure B); 3. Scrutinizer’s Report dated August 4, 2026 (Annexure C); and 4. Address delivered by Mr. S. N. Subrahmanyan, Chairman & Managing Director of the Company at the above-mentioned meeting to the equity shareholders today (Annexure Basis the above, we declare that the resolution as set out in the NCLT Convened Meeting Notice has been duly passed by the shareholders through e-voting process with requisite majority. An ISO 9001:2015 Certified Department Larsen & Toubro Limited Secretarial Department LARSEN & TOUBRO L&T House, Ballard Estate Narottam Morarjee Marg Mumbai - 400 001, INDIA Tel: +91 22 6752 5656 Fax: +91 22 6752 5858 www.Larsentoubro.com Email: igrc@larsentoubro.com CIN : L99999MH1946PLC004768 The voting results along with the scrutinizer’s report is also being uploaded on the Company’s website at https://investors.larsentoubro.com/listing-compliance.aspx . We request you to kindly take above on record as required under the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. Thanking you, Yours sincerely For LARSEN & TOUBRO LIMITED SUBRAMANIAN NARAYAN COMPANY SECRETARY & COMPLIANCE OFFICER M. No. A16354 Encl. as above An ISO 9001:201S Certified Department Larsen & Toubro Limited Secretarial Department LARSEN & TOUBRO L&T House, Ballard Estate Narottam Morarjee Marg Mumbai - 400 001, INDIA Tel: +91 22 6752 5656 Fax: +91 22 6752 5858 www.Larsentoubro.com Email: igrc@larsentoubro.com CIN : L99999MH1946PLC004768 Annexure A Summary of the proceedings of NCLT Convened Meeting of the Equity Shareholders of the Company held pursuant to the Orders of the Hon’ble National Company Law Tribunal, Mumbai Bench Pursuant to the directions of Tribunal vide its Orders, a meeting of the Equity Shareholders of the Company was held today i.e. on Tuesday, 4th August, 2026 (the 'Meeting') for the purpose of considering, and if thought fit, approving the proposed Scheme of Arrangement of Larsen & Toubro Limited (“Transferor Company/Company/L&T”) and L&T Realty Properties Limited (“Transferee Company/LTRPL”) and their respective Shareholders and Creditors under Sections 230 to 232 and other applicable provisions of the Companies Act 2013. Pursuant to the Orders and as directed therein, the Meeting was held through Video Conferencing / Other Audio Visual Means in compliance with the applicable provisions of the Companies Act, 2013, the Circulars issued thereunder, and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The Meeting commenced at 3:00 P.M. (IST). Mr. S. N. Subrahmanyan, Chairman and Managing Director, informed the members that Mr. Kuldeep Kumar Kareer was the Chairperson for the meeting appointed by the Tribunal. Mr. Kuldip Kumar Kareer, Former Member (Judicial) NCLT Mumbai and retired District and Sessions Judge from Punjab and Haryana High Court, chaired the meeting and conducted the proceedings. The quorum for the meeting was present at the commencement and also throughout the meeting. 116 Members attended the meeting. Mr. Kuldip Kumar Kareer informed the members that the meeting was convened to seek approval of the members for the following resolution: Res. Resolution Brief Description of the Resolution No. Type Special Business 1. Scheme of Arrangement of Larsen & Toubro Limited (“Transferor Special Company/Company/L&T”) and L&T Realty Properties Limited Majority (“Transferee Company/LTRPL”) and their respective Shareholders and Creditors under Sections 230 to 232 and other applicable provisions of the Companies Act 2013 (“Scheme”) for transfer of Realty Undertaking. An ISO 9001:2015 Certified Department Larsen & Toubro Limited Secretarial Department LARSEN & TOUBRO L&T House, Ballard Estate Narottam Morarjee Marg Mumbai - 400 001, INDIA Tel: +91 22 6752 5656 Fax: +91 22 6752 5858 www.Larsentoubro.com Email: igrc@larsentoubro.com CIN : L99999MH1946PLC004768 The Chairperson of the Meeting further informed the members that the Directors, Chief Financial Officer, Company Secretary, Scrutinizer, and authorised representatives of the Legal Counsels, Statutory Auditors, Cost Auditors and the Secretarial Auditors of the Company attended the meeting. Upon the request by the Chairperson, Mr. S. N. Subrahmanyan, Chairman and Managing Director of the Company briefed the members on the proposed Scheme of Arrangement of Larsen & Toubro Limited and L&T Realty Properties Limited and their respective Shareholders and Creditors, including its salient features and benefits. With the permission of the Members, the Notice convening the Meeting together with the Explanatory Statement, the Scheme of Arrangement and other accompanying documents, having been circulated to the members by the permissible mode, were taken as read. The Resolution for approval of the Scheme, as stated in the Notice dated 27th June, 2026, was also taken as read. Attention of the Members was drawn that the documents, as stated in the Explanatory Statement annexed to the Notice, were available for inspection through electronic mode during the Meeting. The Members who had registered themselves as Speakers were given opportunity to ask questions or seek clarifications on the agenda of the Meeting i.e., approval of the Scheme. Thereafter, responses to the queries raised / clarifications sought by the Members who spoke at the Meeting were provided by management. Pursuant to the Orders, e-voting facility was provided at the Meeting to those members who had not cast their votes through remote e-voting. The facility to cast votes through remote e-voting was provided to the Members from 9:00 a.m. on 31st July, 2026 till 5:00 p.m. on 3rd August, 2026. The Resolution for approval of the Scheme was put to vote by special majority of the Members. The Chairperson of the Meeting informed the members that Ms. Jyoti Kholia, Practising Company Secretary, (Membership No. FCS 9803, COP No. 12224), was appointed by the Tribunal as the Scrutinizer for the Meeting. The Chairperson of the Meeting authorised the Company Secretary of the Company to declare the voting results. The [Showing first 8,000 characters — download PDF for full document]