Outcome of Board Meeting

Date: 06 July 2026 National Stock Exchange of India Limited BSE Limited Exchange Plaza, 5th Floor, 14th Floor, PJ Towers, Bandra Kurla Complex, Dalal Street, Mumbai 400051 Mumbai 400001 SYMBOL: SEPC Scrip Code: 532945 Dear Sir/Madam, Sub: Intimation under Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 - Outcome of the Board Meeting held on July 6, 2026. Pursuant to Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“SEBI LODR Regulations”), we hereby inform that the Board of Directors of the Company, at its meeting held today, i.e., Monday, 06 July 2026, inter alia, has considered and approved: 1. Subject to Shareholders' approval: a. An increase in the Authorized Share Capital of the Company from the existing Rs. 2250,00,00,000/- (Rupees Two Thousand Two Hundred and Fifty Crore only) divided into 225,00,00,000 (Two Hundred Twenty-Five Crore) Equity shares of Rs. 10/- (Rupees Ten only) each to Rs. 6000,00,00,000/- (Rupees Six Thousand Crore only) divided into 600,00,00,000 (Six Hundred Crore) Equity shares of Rs. 10/- (Rupees Ten only) each and consequent amendment in Capital Clause V of the Memorandum of Association of the Company. b. An increase in the threshold of loans/ guarantees, providing of securities and making of investments in securities under section 186 of the Companies Act, 2013, for an amount not exceeding Rs. 3,000 Crore (Rupees Three Thousand Crore only). c. Acquisition up to 90% of the Share Capital of Avenir International Engineers and Consultants LLC, Abu Dhabi (“Avenir”) by issuance of up to 153 Crore (One Hundred and Fifty-Three Crore) Equity Shares of Rs. 10/- (Rupees Ten only) each at an issue price of Rs. 10/- (Rupees Ten only) per equity share on preferential basis (“Preferential Issue”) for consideration other than cash (i.e., swap of shares) to the shareholders of Avenir International Engineers and Consultants LLC, Abu Dhabi. The Board approved the acquisition of Avenir International Engineers and Consultants LLC, Abu Dhabi on March 23, 2026. It noted the execution of a Share Purchase Agreement (“SPA”) and other necessary documents regarding the proposed transaction between our Company, Avenir International Engineers and Consultants LLC, Abu Dhabi, and the shareholders of Avenir International Engineers and Consultants LLC, Abu Dhabi. (Details are enclosed herewith as Annexure A). d. An increase in the threshold of borrowing limits under section 180 of the Companies Act, 2013, for an amount not exceeding Rs. 7,500 Crore (Rupees Seven Thousand Five Hundred Crore only). Disclosure as per SEBI (LODR) Regulations, 2015, read with SEBI Circular No. SEBI/HO/CFD/CFDPoD-1/P/CIR/2023/123 dated July 13, 2023, is enclosed as Annexure A. 2. Approval of the Postal Ballot Notice for seeking approval of the Members of the Company through remote e-voting. 3. Appointment of M/s. Alagar & Associates LLP (Firm Registration No. L2025TN019200), Company Secretaries, Chennai, as Scrutinizer to scrutinise the remote e-voting during the Postal Ballot in a fair and transparent manner. The Board Meeting commenced at 4.00 P.M and concluded at 5.00 P.M We request you to take the same on record. Thanking you, Yours faithfully, For SEPC Limited T Sriraman Company Secretary & Compliance Officer Encl: as above Annexure A(i) Disclosure as per SEBI (LODR) Regulations, 2015, read with SEBI Circular No. SEBI/HO/CFD/CFDPoD-1/P/CIR/2023/123 dated July 13, 2023, is given as under: Acquisition of Avenir International Engineers and Consultants LLC, Abu Dhabi. Sr. No. Particulars 1 Name of the target entity, details in brief Avenir International Engineers and such as size, turnover etc. Consultants LLC, Abu Dhabi The Company has an authorized share capital of AED 150000 divided into 100 equity shares of AED 1500 each and paid-up capital of AED 150000 divided into 100 equity shares of AED 1500 each. The Company has achieved a turnover of AED 75.01 million for the year 2025. 2 Whether the acquisition would fall No, the acquisition does not fall within within related party transaction(s) and related party transaction(s), and the whether the promoter/ promoter group/ promoter/promoter group/group group companies have any interest in companies have no interest in the entity the entity being acquired? being acquired. If yes, nature of interest and details thereof and whether the same is done at “arm’s length”; 3 Industry to which the entity being Avenir International Engineers and acquired belongs Consultants LLC, Abu Dhabi, is established in 2011 as an Engineering and Design for Oil and Gas and other civil-related sectors in the UAE. 4 Objects and impact of acquisition The acquisition of Avenir International (including but not limited to disclosure Engineers and Consultants LLC, Abu of reasons for acquisition of the target Dhabi is to expand the business in the entity, if its business is outside the main Oil & Gas sector, which the Company line of business of the listed entity) is presently venturing into. Further, Avenir has qualifications with ADNOC in the UAE and can also secure jobs in the Middle East with its pre- qualification in this sector. 5 Brief details of any governmental or The proposed acquisition does not regulatory approvals required for the require any prior approval from any acquisition; governmental or regulatory authority under the applicable laws 6 Indicative time period for completion of By end of December, 2026 the acquisition 7 Nature of consideration – whether cash Swapping of Shares consideration or share swap or any other form and details of the same 8 Cost of acquisition and/or the price at 153,00,00,000 Equity shares are which the shares are acquired proposed to be issued at an issue price of Rs. 10/- each at par, which amounts to Rs. 1530,00,00,000/- Acquisition is done on a swap basis, and there is no cash outflow. A valuation report from the registered valuer is obtained and uploaded on the website of the Company. 9 Percentage of shareholding/ control The Company will acquire 90% equity acquired and / or number of shares stake of Avenir upon closing of the acquired transaction i.e. 153,00,00,000 Equity shares are proposed to be issued at an issue price of Rs. 10/- each at par, which amounts to Rs. 1530,00,00,000/-. 10 Brief background about the entity a. Brief background: as explained in acquired in terms of products/line of point No. 3 above business acquired, date of incorporation, history of last 3 years b. Date of incorporation: [03.11.2011] turnover, country in which the acquired entity has presence and any other c. Turnover significant information (in brief); 2025 - 75,007,436 AED 2024 - 73,931,081 AED 2023- 69,168,023 AED d. The entity has its presence only in Annexure – A(ii) Disclosure as per SEBI (LODR) Regulations, 2015, read with SEBI Circular No. SEBI/HO/CFD/CFDPoD1/P/CIR/2023/123 dated July 13, 2023, is given as under: Preferential Issue of Equity Shares of the Company for consideration other than cash Sr. Particulars Description 1. Type of securities proposed to Equity Shares of Rs. 10/- each. be issued 2. Type of issuance Preferential Issue in accordance with sections 42, 62 of the Companies Act, 2013, and Rules made thereunder and Chapter V of the SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2018. 3. Total number of securities Up to 153 Crore (One Hundred and Fifty-Three proposed to be issued or the total Crore) Equity Shares of Rs. 10/- (Rupees Ten amount for which the securities only) each for consideration other than cash at an will be issued (approximately) issue price of Rs. 10/- (Rupees Ten only) for total consideration aggregating to Rs. 1,530 Crore (Rupees One Thousand Five Hundred Thirty Crore only). Additional information in case of preferential issue: A. Name of the Investors Enclosed as per Annexure – A1 B. Post allotment of securities – outcome of the subscription, Sr. Particulars Details issue [Showing first 8,000 characters — download PDF for full document]