Acquisition

Date: August 20, 2026 To, To, BSE Limited, National Stock Exchange of India Limited, Phiroze Jeejeebhoy Towers, Exchange Plaza, C-1, Block-G, BKC, Dalal Street, Mumbai – 400001 Bandra (East), Mumbai – 400051 Scrip Code: 544256 Symbol: PNGJL Subject: Revised Outcome of Board Meeting held on August 20, 2026 Dear Sir/ Madam, This is to inform you that pursuant to Regulation 30 of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirement) Regulations, 2015, the Board of Directors of the Company at their Meeting held on Thursday, August 20, 2026 has: 1. Considered and Approved the Draft Notice of 13th Annual General Meeting of the Company proposed to be held on Monday, September 28, 2026 at 03:00 P.M. (IST) through Video Conferencing (‘VC’) or Other Audio Visual Means (‘OAVM’) in accordance with the applicable circulars issued by the Ministry of Corporate Affairs and the Securities and Exchange Board of India. The Notice of the Annual General Meeting shall be intimated separately. 2. Considered and approved the acquisition of 100 % of the Equity Share Capital of Silvostyle Jewellers Limited (“SJL”) by way of acquisition of 1,50,00,000 Equity Shares, through subscription to 1,48,50,000 Equity Shares to be freshly issued by SJL (99% of the post issue capital) and acquisition of 1,50,000 Equity Shares (1% of the post issue capital) from the existing shareholders of SJL, at a price of Rs. 18.64 per Equity Share, in one or more tranches. Accordingly, the total consideration for the aforesaid acquisition is Rs. 27.96 Crores, comprising Rs. 27.68 crores towards subscription of the Equity Shares to be freshly issued by SJL and Rs. 0.28 Crores towards acquisition of Equity Shares from the existing shareholders of SJL. The infusion of fresh capital of Rs. 27.68 crores in SJL is proposed to be utilized for the business purpose of SJL. Upon completion of the aforesaid acquisition, Silvostyle Jewellers Limited would become a wholly-owned subsidiary of the Company. The information as required under Regulation 30 of Securities and Exchange Board of India (Listing Obligations Disclosure Requirements) Regulations, 2015, as amended, ("SEBI Listing Regulations") read with Schedule III Part A to the SEBI Listing Regulations and SEBI circular SEBI/HO/49/14/14(7)2025-CFD-POD2/I/3762/2026 dated January 30, 2026, is attached as Annexure P N Gadgil Jewellers Limited Registered Office.: PNG House, 694, Narayan Peth, Kunte Chowk, Laxmi Road,Pune, - 411030. Maharashtra, India. Tel. No. +91 20 24435005 I Fax: +91 20 244305011 Toll Free no.: 1800 233 5005 (1 1 A.M. - 7 P.M.) I www.pngjewellers.com I info@pngadgil.com I CIN: L36912PN2013PLC149288 I INDIA I USA The meeting of the Board of Directors of the Company commenced at 01:31 P.M. and concluded at 03:05 P.M. You are requested to take the above information on your records. Thanking You, For P N Gadgil Jewellers Limited Prakhar Gupta Company Secretary & Compliance Officer P N Gadgil Jewellers Limited Registered Office.: PNG House, 694, Narayan Peth, Kunte Chowk, Laxmi Road,Pune, - 411030. Maharashtra, India. Tel. No. +91 20 24435005 I Fax: +91 20 244305011 Toll Free no.: 1800 233 5005 (1 1 A.M. - 7 P.M.) I www.pngjewellers.com I info@pngadgil.com I CIN: L36912PN2013PLC149288 I INDIA I USA Annexure I Disclosure under Para A of Part A of Schedule III of the Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015: Sr. No Particulars Details 1. Name of the target entity, details in Silvostyle Jewellers Limited (“SJL”) is an Unlisted brief such as size, turnover etc. Public Limited Company engaged in the business of Fashion Silver Jewellery. The Company has a paid-up capital of Rs. 15,00,000/- (Rupees Fifteen Lakhs only) divided into 1,50,000 (One Lakh Fifty Thousand) shares of Rs. 10/- (Rupees Ten only) each. The Company will acquire 100 % of the Equity Share Capital of Silvostyle Jewellers Limited (“SJL”) by way of acquisition of 1,50,00,000 Equity Shares, through subscription to 1,48,50,000 Equity Shares (99% of the post issue capital) to be freshly issued by SJL and acquisition of 1,50,000 Equity Shares (1% of the post issue capital) from the existing shareholders of SJL, at a price of Rs. 18.64 per equity share, in one or more tranches. Accordingly, the total consideration for the aforesaid acquisition is Rs. 27.96 Crores, comprising Rs. 27.68 crores towards subscription of the Equity Shares to be freshly issued by SJL and Rs. 0.28 Crores towards acquisition of Equity Shares from the existing shareholders of SJL. The infusion of fresh capital of Rs. 27.68 crores in SJL is proposed to be utilized for the business purpose of SJL. SJL was incorporated on December 19, 2025. As on March 31, 2026 the details are as follows: Turnover: Nil SJL has acquired Silvostyle Jewellery LLP by way of slump sale effective from May 01, 2026. P N Gadgil Jewellers Limited Registered Office.: PNG House, 694, Narayan Peth, Kunte Chowk, Laxmi Road,Pune, - 411030. Maharashtra, India. Tel. No. +91 20 24435005 I Fax: +91 20 244305011 Toll Free no.: 1800 233 5005 (1 1 A.M. - 7 P.M.) I www.pngjewellers.com I info@pngadgil.com I CIN: L36912PN2013PLC149288 I INDIA I USA Accordingly, w.e.f May 01, 2026, the business is being carried out in SJL. The turnover of Silvostyle Jewellery LLP is as below: (Rs. In Crore) Particulars March March March 31, 2026 31, 2025 31, 2024 Turnover 72. 93 40.46 27.09 PAT 6.36 3.66 1.60 2. Whether the acquisition would fall Yes, the proposed acquisition qualifies as related within related party transaction(s) party transaction. and whether the promoter/promoter group/ group companies have any SJL is part of Promoter Group of P N Gadgil interest in the entity being acquired? Jewellers Limited (“PNGJL”). If yes, nature of interest and details thereof and whether the same is Mr. Saurabh Gadgil, Mrs. Radhika Gadgil, and Mr. done at “arm’s length” Aditya Gadgil who are part of Promoter and Promoter Group of PNGJL are also Directors and Shareholders of SJL. The transaction will be undertaken at arm’s length. 3. Industry to which the entity being Retail - Jewellery acquired belongs 4. Objects and impact of acquisition To strengthen and consolidate the Company’s (including but not limited to, jewellery business by integrating Silvostyle disclosure of reasons for acquisition Jewellers Limited into the PNG Group. of target entity, if its business is outside the main line of business of The acquisition is expected to create operational the listed entity) synergies, broaden product offerings and strengthen the Company’s market presence. 5. Brief details of any governmental or Not Applicable regulatory approvals required for the acquisition 6. Indicative time period for On or before December 31, 2026 completion of the acquisition 7. Consideration whether cash Cash and Cash Equivalents consideration or share swap or any other form and details of the same 8. Cost of acquisition and/or the price The total consideration to be paid is Rs. 27.96 Crores at which the shares are acquired for acquisition of fresh as well as existing equity shares. P N Gadgil Jewellers Limited Registered Office.: PNG House, 694, Narayan Peth, Kunte Chowk, Laxmi Road,Pune, - 411030. Maharashtra, India. Tel. No. +91 20 24435005 I Fax: +91 20 244305011 Toll Free no.: 1800 233 5005 (1 1 A.M. - 7 P.M.) I www.pngjewellers.com I info@pngadgil.com I CIN: L36912PN2013PLC149288 I INDIA I USA Accordingly, the acquisition price has been determined at ₹18.64 per Equity Share. 9. Percentage of shareholding / control 100% in one or more tranches acquired and / or number of shares acquired Acquisition of 1,50,000 Equity shares (1% of the post issue capital) from existing shareholders and additional fresh issue of 1,48,50,000 Equity Shares (99% of the post issue capital). 10. Brief background about the entity The Company is in the business of fashion silver acquired in terms of products/line of jewellery. business acquired, da [Showing first 8,000 characters — download PDF for full document]