Buyback

July 1, 2026 BSE Limited National Stock Exchange of India Limited P.J. Towers Exchange Plaza Dalal Street Bandra-Kurla Complex Mumbai 400 001 Bandra East Mumbai 400 051 Dear Sir/Madam, Sub.: Submission of Letter of Offer for Buyback of Equity Shares of Kajaria Ceramics Limited (“Company”) by way of tender offer from existing shareholders pursuant to the provisions of the Securities and Exchange Board of India (Buy-back of Securities) Regulations, 2018 and the Companies Act, 2013 (“Buyback”) With reference to the captioned Buyback and in furtherance of our earlier intimation regarding submission of Public Announcement dated June 24, 2026 published on June 25, 2026, please find enclosed the Letter of Offer dated June 30, 2026, along with the Tender Forms for demat and physical shareholders, which is being dispatched by the Company to the Eligible Shareholders within two working days from the Record Date being June 29, 2026. You are requested to take note of the following schedule of activities in relation to the Buyback: Sr. No. Activity Day Date 1. Record Date Monday June 29, 2026 2. Last date for despatch of Letter of Offer Wednesday July 1, 2026 3. Buyback Opening Date Friday July 3, 2026 4. Buyback Closing Date Thursday July 9, 2026 5. Last date of receipt of completed Tender Form and Thursday July 9, 2026 other specified documents including physical certificates (if and as applicable) by the Registrar to the Buyback 6. Last date of completion of settlement of bids on Thursday July 16, 2026 the Stock Exchanges* * This activity may happen on or before the last date mentioned herein above. The Letter of Offer along with the Tender Forms for demat and physical shareholders of the Company are available on website of the Company, i.e. https://www.kajariaceramics.com/storage/pdf/letter-of- offer-alongwith-tender-form-june2026.pdf All capitalised terms used herein and not specifically defined shall have the same meaning as ascribed to such terms under the Letter of Offer. This is for your information and record. Thanking You, For Kajaria Ceramics Limited Vinit Kumar General Counsel & Company Secretary Encl.: As above LETTER OF OFFER THIS DOCUMENT IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION This Letter of Offer is being sent to you as a registered Equity Shareholder (as defined hereinafter) of Kajaria Ceramics Limited (“Company”) as on the Record Date, being Monday, June 29, 2026, in accordance with the Securities and Exchange Board of India (Buy-Back of Securities) Regulations, 2018, as amended (‘SEBI Buyback Regulations’). If you require any clarifications about the action to be taken, you should consult your Shareholder Broker (as defined hereinafter) or your investment consultant or the Manager to the Buyback i.e., Nuvama Wealth Management Limited or the Registrar to the Buyback i.e., MUFG Intime India Private Limited (Formerly Link Intime India Private Limited). Please refer to the section “Definition of Key Terms” on page 1 of this Letter of Offer for the definition of the capitalised terms used herein. KAJARIA CERAMICS LIMITED CIN: L26924HR1985PLC056150 Registered Office: SF-11, Second Floor, JMD Regent Plaza, Mehrauli Gurgaon Road, Village Sikanderpur Ghosi, Gurugram, Haryana- 122001 Phone: +91-124-4081281 Corporate Office: J-1/ B-1 (Extn.), Mohan Co-operative Industrial Estate, Mathura Road, New Delhi- 110044, Phone: +91-11-26946409 Website: www.kajariaceramics.com; E-mail: investors@kajariaceramics.com Contact Person: Mr. Vinit Kumar, General Counsel & Company Secretary OFFER TO BUYBACK UPTO 21,50,000 (TWENTY ONE LACS AND FIFTY THOUSAND ONLY) FULLY PAID-UP EQUITY SHARES OF FACE VALUE OF RE. 1/- (RUPEE ONE ONLY) EACH OF THE COMPANY, REPRESENTING 1.35% OF THE TOTAL NUMBER OF EQUITY SHARES IN THE TOTAL PAID-UP EQUITY SHARE CAPITAL OF THE COMPANY AS ON APRIL 30, 2026, FROM ALL ELIGIBLE SHAREHOLDERS (EQUITY SHAREHOLDERS AS ON THE RECORD DATE, BEING MONDAY, JUNE 29, 2026 ON A PROPORTIONATE BASIS, THROUGH THE ‘TENDER OFFER’ ROUTE USING THE STOCK EXCHANGE MECHANISM, AT A PRICE OF RS. 1,380/- (RUPEES ONE THOUSAND THREE HUNDRED AND EIGHTY ONLY) PER EQUITY SHARE, PAYABLE IN CASH, FOR AN AGGREGATE MAXIMUM AMOUNT NOT EXCEEDING RS. 296.70 CRORES (RUPEES TWO HUNDRED NINETY SIX CRORES AND SEVENTY LACS ONLY) (THE “BUYBACK”) EXCLUDING THE TRANSACTION COSTS (AS DEFINED HEREINAFTER). (1) The Buyback is being undertaken in accordance with Article 4 of the Articles of Association of the Company, Sections 68, 69, 70, 108, 110 and all other applicable provisions of the Companies Act (as defined hereinafter) and the relevant rules made thereunder including the Share Capital and Debentures Rules (as defined hereinafter), the Management and Administration Rules (as defined hereinafter), to the extent applicable, the SEBI Buyback Regulations read with SEBI Circulars (as defined hereinafter) and the SEBI Listing Regulations (as defined hereinafter) and including any amendments, statutory modification or re-enactments thereof, for the time being in force. The Buyback is subject to receipt of such other approvals, permissions, consents, exemptions and sanctions as may be necessary and subject to such conditions and modifications, if any, as may be prescribed or imposed by the statutory, regulatory, governmental authorities or other appropriate authorities while granting such approvals, permissions, consents, exemptions and sanctions, as may be required from time to time under the applicable laws. (2) The Buyback Size (as defined hereinafter) represents 10.27% and 9.87% of the aggregate of the paid-up capital and free reserves as per the audited standalone and consolidated financial statements of the Company for the year ended March 31, 2026, respectively, and which is within the statutory limits of 25% of the aggregate of the fully paid-up equity share capital and free reserves of the Company, based on the latest audited standalone and consolidated financial statements of the Company for the year ended March 31, 2026, as per the applicable provisions of the Companies Act and the SEBI Buyback Regulations. The Equity Shares proposed to be bought back represents 1.35% of the total number of Equity Shares in the total paid-up Equity Share capital of the Company as on April 30, 2026. (3) This Letter of Offer will be sent electronically to all Eligible Shareholders holding Equity Shares of the Company as on the Record Date, being Monday, June 29, 2026, in accordance with the SEBI Buyback Regulations and such other circulars or notifications, as may be applicable. Further, in terms of Regulation 9(ii) of the SEBI Buyback Regulations, if the Company receives a request from any Eligible Shareholder to dispatch a copy of the Letter of Offer in physical form, the same shall be provided. (4) For details of the procedure for tender and settlement of Equity Shares, please refer to the “Procedure for Tender Offer and Settlement” on page 42 of this Letter of Offer. The Form of Acceptance-cum-Acknowledgement (the “Tender Form”) along with the securities transfer form (“Form SH-4”) is enclosed together with this Letter of Offer. (5) For details of the procedure for Acceptance, please refer to the “Process and Methodology for the Buyback” on page 37 of this Letter of Offer. For mode of payment of cash consideration to the Eligible Shareholders, please refer to “Procedure for Tender Offer and Settlement - Method of Settlement” on page 50 of this Letter of Offer. (6) A copy of the Public Announcement dated Wednesday, June 24, 2026, published on Thursday, June 25, 2026, is available on the websites of the Company (www.kajariaceramics.com), Registrar to the Buyback (www.in.mpms.mufg.com), Manager to the Buyback (www.nuvama.com), SEBI (www.sebi.gov.in), NSE (www.nseindia.com) and BSE (www.bseindia.com). (7) A copy of this Letter of Offer shall be available on the websites of the Company (www.kajariaceramics.com), Registrar to the Buyback (www.in.mpms.mufg.com) and Manager to the Buyback (ww [Showing first 8,000 characters — download PDF for full document]