Reg 30

NAVKAR URBANSTRUCTURE LIMITED August 12,2026 Listing Manager, The General Manager-Listing Corporate Relationship Department National Stock Exchange of India Limited BSE Limited, Ground Floor, Exchange Plaza PJ. Towers, Dalal Street, Mumbai Plot no. C/l, G-block, bandra -kurla complex Scrip Code: 531494 Bandra (East), Mumbai-400051 NSE Symbol: NAVKARURB Sub: Disclosure under Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 — Execution of Business Transfer Agreement for Sale of Undertaking on “As Is Where Is” and “As Is What Is” Slump Sale Basis Dear Sir/Madam, Pursuant to Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“SEBI LODR Regulations”), read with Part A of Schedule I1T thereto and applicable circulars issued by the Securities and Exchange Board of India, we wish to inform the Exchange that Navkar Urbanstructure Limited (“Company”/“Seller”) has entered into a Business Transfer Agreement for Sale of Undertaking on “As Is Where Is” and “As Is What Is” Slump Sale Basis dated August 12, 2026 (“Agreement”) with J and M Enterprises, a partnership firm (“Purchaser”), for sale, transfer and conveyance of the Company's specified business undertaking, namely UNIT-1, as a going concern on a slump sale basis. The requisite details of the transaction are set out below: Sr No. | Particulars Details 1| Amount and percentage | The Specified Business Division, namely UNIT-1 (Pipe Division), contributed revenue/turnover of T NIL turnover/revenue/income | crore during FY 2025-26, representing 0 % of the and net worth contributed | Company's total revenue/turnover for FY 2025-26. The net worth attributable to UNIT-1 was 9.62 X crore, Regd. Office : 304, Circle ‘P, Near Prahaladnagar Garden, S. G. Road, Ahmedabad 380 051 (Gujarat - INDIA) CIN : L45200GJ1992PLC017761 | Tele Phone : (079) 48484095 E-mail : info@navkarurbanstructure.com / navkarbuilders@yahoo.co.in | Web : www.navkarurbanstructure.com - NAVKAR URBANSTRUCTURE LIMITED Sr No. | Particulars Details by the unit during the last | representing 6 % of the Company's net worth as at financial year March 31, 2026. 2 | Date on which the | 12™ August,2026 Agreement for sale has been entered into 3 | Expected date of | The transaction is expected to be completed on or completion of | before 11 October 2026 sale/disposal , subject to satisfaction/waiver of the Conditions Precedent and receipt of applicable statutory, regulatory, contractual and other approvals/consents, as specified in the Agreement. 4 | Consideration received | The aggregate lump-sum consideration agreed from such sale/disposal | between the Parties is Z1,00,000/- (Rupees One Lakh only), payable by the Purchaser to the Company on the Closing Date, subject to the terms and conditions of the Agreement. 5 | Brief details of the buyer | The Purchaser is J and M Enterprises, a partnership and whether the buyer | firm constituted under the Indian Partnership Act, belongs to the | 1932, having its principal place of business at F-403, promoter/promoter Shubham Flat-1, Near Somnath Bus Stand, Sanand, group/group companies Ahmedabad, Gujarat — 382110. Based on the information available with the Company, the Purchaser does not belong to the promoter/promoter group/group companies of the Company. 6 | Whether the transaction | Based on the information available with the Company would fall within Related | and the declarations obtained from the concerned Party Transaction (RPT) parties, the transaction does not fall within the definition of a Related Party Transaction under the applicable provisions of the SEBI LODR Regulations. Regd. Office : 304, Circle ‘P, Near Prahaladnagar Garden, S. G. Road, Ahmedabad 380 051 (Gujarat - INDIA) CIN : L45200GJ1992PLCO17761 | Tele Phone : (079) 48484095 E-mail : info@navkarurbanstructure.com / navkarbuilders@yahoo.co.in | Web : www.navkarurbanstructure.com NAVKAR URBANSTRUCTURE LIMITED Sr No. | Particulars Details 7 | Whether the transaction is | Not applicable, as the transaction is not a Related Party at arm's length Transaction. S | Brief details of the | The transaction involves sale and transfer of the undertaking/division Company's Specified Business Division, namely being sold UNIT-1, being a captive business unit/plant primarily utilised for execution of sewage pipeline, water supply and allied infrastructure works in Gujarat. The undertaking comprises the assets, liabilities, contracts, permits, licences, approvals, employees, records, rights, benefits, goodwill and other business elements pertaining to the undertaking, as more particularly described in the Agreement and its schedules. 9 [ Nature of the transaction | Sale, transfer and conveyance of UNIT-1 as a going concern on a slump sale basis pursuant to the Agreement. 10 | Whether the transaction is | Yes. The transaction is intended to constitute a slump a slump sale sale involving transfer of the undertaking as a going concern for a lump-sum consideration, without assigning individual values to the assets and liabilities forming part of the undertaking for determining the commercial consideration, subject to applicable law. 11 | Rationale for the | UNIT-1 was primarily established/utilised as a captive plant/business unit for execution of sewage pipeline transaction and allied infrastructure works in Gujarat. The sewage pipeline and related works for which the captive plant was required have now been completed/substantially completed and, consequently, the captive plant is no longer required for the Company's ongoing operations in Gujarat. Further, considering the nature and configuration of the plant and the Company's present business requirements, shifting/relocating the plant to another State is not considered commercially and economically viable. The division is currently not generating any revenue due non-requirement of Regd. Office : 304, Circle ‘P, Near Prahaladnagar Garden, S. G. Road, Ahmedabad 380 051 (Gujarat - INDIA) CIN : L45200GJ1992PLCO17761 | Tele Phone : (079) 48484095 E-mail : inffo@navkarurbanstructure.com / navkarbuilders@yahoo.co.in | Web : www.navkarurbanstructure.com NAVKAR URBANSTRUCTURE LIMITED Sr No. | Particulars Details RCC Hume Pipe for any of our projects and currently there being negligible demand from the market. Accordingly, with a view to rationalising its assets, optimising utilisation ~ of resources and streamlining its business operations, the Company has decided to hive off UNIT-1 and transfer the same to the Purchaser as a going concern on a slump sale basis. The transaction will enable the Company to realise value from an asset/business unit which is no longer required for its existing operations and allow the Purchaser to utilise the undertaking for its business requirements. The leasehold premises being a prime location shall be available for better utilization and better operational utilization. 12 | Significant terms of the | Subject to satisfaction/waiver of the Conditions Agreement Precedent, the Company shall transfer UNIT-1 to the Purchaser on an “As Is Where Is” and “As Is What Is” basis as a going concern, together with the assets, liabilities, employees, contracts, licences, approvals, goodwill and other rights and benefits pertaining to the undertaking, in accordance with the terms of the Agreement. The consideration is an agreed lump-sum consideration of %1,00,000/-. The Agreement also contains customary representations, ~warranties, indemnities, confidentiality, ~termination, force majeure, dispute resolution and other provisions customary for transactions of this nature. 13 | Conditions precedent The transaction is subject to, inter alia, requisite approvals of the Audit Committee, Board of Directors and Members/shareholders of the Company, wherever Regd. Office : 304, Circle ‘P’, Near Prahaladnagar Garden, S. G. Road, Ahmedabad 380 051 (Gujarat - INDIA) CIN : L45200GJ1992PLC017761 | Tele Phone : (079) 4848409 [Showing first 8,000 characters — download PDF for full document]