Memorandum of Understanding/Agreements

7th August, 2026 National Stock Exchange of India Ltd. BSE Limited Exchange Plaza, C-1, Block G, P. J. Towers, Bandra Kurla Complex Dalal Street, Bandra (E), Mumbai – 400051 Mumbai – 400001 Symbol -TEXRAIL Scrip Code – 533326 Dear Sirs, Sub: Disclosure under Regulation 30 of the SEBI (Listing Obligation & Disclosure Requirements) Regulations, 2015 Pursuant to Regulation 30 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“SEBI Listing Regulations”), we wish to inform you that the Company on 6th August, 2026 has executed a Memorandum of Understanding (“MOU”) with Škoda Digital S.R.O., Czech Republic (“Skoda”) to explore the potential for exploring business opportunities in the field of railway digitalization solutions. The details as required under Regulation 30 of SEBI Listing Regulations read with SEBI Master Circular HO/49/14/14(7)2025-CFD-POD2/I/3762/2026 dated 30th January, 2026 is provided in Annexure as enclosed. This is for your information and record. Thanking you, Yours faithfully, For Texmaco Rail & Engineering Limited Sandeep Kumar Sultania Company Secretary & Compliance Officer Annexure Details under Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 read along with SEBI Circular No. HO/49/14/14(7)2025-CFD- POD2/I/3762/2026 dated 30th January, 2026. S. No Particulars Details Name(s) of parties with whom the 1. Škoda Digital S.R.O., Czech Republic agreement is entered; The Memorandum of Understanding has been purpose of entering into the executed to explore the potential for exploring agreement; business opportunities in the field of railway digitalization solutions. No commercial terms are applicable within the context of the MoU, it solely relates to a mutual 3. size of agreement; understanding that the parties will explore and examine the potential for collaboration as noted in section 2 above. shareholding, if any, in the entity 4.. with whom the agreement is Nil. executed; The MoU records the Parties' mutual intention to significant terms of the agreement explore a strategic collaboration on business (in brief) special rights like right to opportunities in the field of railway digitalization appoint directors, first right to solutions, especially AI-based systems, and other 5. share subscription in case of advanced rail digital technologies. The Parties have issuance of shares, right to agreed to negotiate in good faith the terms of a restrict any change in capital definitive agreement, which shall be subject to structure etc.; mutual negotiations and the requisite approvals of the respective managements. whether, the said parties are related to promoter/promoter No. Škoda Digital S.R.O. is not related to the 6. group/ group companies in any promoter, promoter group, or group companies of manner. If yes, nature of Texmaco Rail & Engineering Limited. relationship; whether the transaction would fall within related party No. The transaction does not constitute a related party transactions? If yes, whether the transaction. same is done at “arm’s length”; in case of issuance of shares to the Not applicable. The MoU does not contemplate any 8. parties, details of issue price, class issuance of shares. of shares issued; in case of loan agreements, details of lender/borrower, nature of the loan, total amount of loan granted/taken, total amount outstanding, date of execution of the loan agreement/sanction letter, Not applicable. The MoU does not involve any loan details of the security provided to or financing arrangement. the lenders / by the borrowers for such loan or in case outstanding loans lent to a party or borrowed from a party become material on a cumulative basis; The MoU is intended to facilitate discussions for a potential future collaboration. Execution of the any other disclosures related to Definitive Agreement is subject to mutual such agreements, viz., details of negotiations and approvals of the respective nominee on the board of directors 10. managements. No nominee director rights, of the listed entity, potential governance rights or conflict of interest conflict of interest arising out of arrangements have been agreed. The MoU is non- such agreements, etc.; equity in nature and does not create any joint venture or partnership. in case of termination or amendment of agreement, listed entity shall disclose additional details to the stock exchange(s): i. name of parties to the agreement; 11. Noted. ii. nature of the agreement; iii. date of execution of the agreement; iv. details of amendment and impact thereof or reasons of termination and impact thereof.