Amalgamation/Merger

PPAP Automotive Limited GSTIN: 07AAACP5144P3Z1 & 07AAACP5144P2Z2 29th August, 2026 The Listing Department The Listing Department BSE Limited The National Stock Exchange of India Limited Phiroze Jeejeebhoy Towers, Exchange Plaza, Dalal Street, Bandra Kurla Complex, Mumbai – 400001 Bandra (E), Mumbai - 400051 Symbol: 532934 Symbol: PPAP Dear Sir, Subject: Disclosure pursuant to Regulation 30 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“Listing Regulations”) Re: Notice of Meeting of shareholders of PPAP Automotive Limited (“the Company”) pursuant to Order dated 29th July, 2026 of the Hon’ble National Company Law Tribunal, New Delhi Bench (“NCLT”), in the matter of Scheme of Amalgamation of Avinya Batteries Limited (“Transferor Company”) with PPAP Automotive Limited (“Transferee Company”) and their respective Shareholders (“Scheme”). This is in reference to our earlier disclosure dated 31st July 2026 under Regulation 30 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 this is to inform you that meeting of shareholders is scheduled on 30th September, 2026 at 10:30 AM through Video Conferencing/Other Audio – Visual means (“VC/OAVM”). The details such as manner of casting vote through e-voting and attending the meeting through VC / OAVM have been set out in the Notice of the meeting. A shareholder, whose name is recorded in the Register of Members as on the cut-off date, i.e., 22nd May 2026 only shall be entitled to exercise his voting rights on the resolution proposed in the notice and attend the meeting of the shareholders. Voting rights of the shareholder shall be in proportion to its shareholding in the paid-up equity share capital of the Company as on the cut-off date. The remote e-voting facility shall be available from Saturday 26th September, 2026 (9:00 am) to Tuesday 29th September, 2026 (5:00 pm). In accordance with Regulation 30 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulation, 2015, please find enclosed herewith, a copy of the Notice of the NCLT convened meeting of the shareholders of the Company which is being dispatched to shareholders today whose names appear in the records of the Company as on the Cut-off Date, through e-mail.. A copy of this Notice is also placed on the website of the Company at www.ppapco.in Registered office: 54, Okhla Industrial Estate, Phase III, New Delhi-110020 +91-011-62560000 info@ppapco.com www.ppapco.in CIN: L74899DL1995PLC073281 PPAP Automotive Limited GSTIN: 07AAACP5144P3Z1 & 07AAACP5144P2Z2 This is for your information and record. Thanking you, Yours faithfully, For PPAP Automotive Limited Pankhuri Agarwal Company Secretary & Compliance Officer Registered office: 54, Okhla Industrial Estate, Phase III, New Delhi-110020 +91-011-62560000 info@ppapco.com www.ppapco.in CIN: L74899DL1995PLC073281 PPAP AUTOMOTIVE LIMITED Registered Office: : 54, Okhla Industrial Estate, Phase III, New Delhi-110020 Tel: +91-011-62560000 CIN: L74899DL1995PLC073281 Website: www.ppapco.in Email: info@ppapco.com NOTICE CONVENING THE MEETING OF THE EQUITY SHAREHOLDERS OF PPAP AUTOMOTIVE LIMITED THROUGH VIDEO CONFERENCING FACILITY PURSUANT TO THE ORDER DATED 29.07.2026 OF THE NATIONAL COMPANY LAW TRIBUNAL, NEW DELHI BENCH Meeting Details Day Wednesday Date 30.09.2026 Time 10:30 AM As per the directions of the Hon’ble National Company Law Tribunal, New Delhi Bench, the meeting shall be conducted through Video Conferencing (‘VC’) with the facility of remote e-voting and e-voting Mode of Meeting at the meeting. The deemed venue of the Meeting shall be the Registered Office of the Company i.e. 54, Okhla Industrial Estate, Phase-III, New Delhi-110020. Remote e-voting start date and 26.09.2026 (9:00 a.m. IST) time Remote e-voting end date and 29.09.2026 (05:00 p.m. IST) time Sl. No. Contents Annexures Page No. 1. Notice convening Meeting of the Equity Shareholders of PPAP AUTOMOTIVE LIMITED (“PPAP”) pursuant to the Order dated 29.07.2026 of the National Company Law Annexure -A 3-15 Tribunal, New Delhi Bench (“Hon’ble Tribunal”) including instructions for remote e-voting and for joining meeting and e-voting 2. Explanatory Statement under section(s) 102, 230 to 232 of the Companies Act, 2013 (“the Act”) read with Rule 6 of the Annexure -B 16-26 Companies (Compromises, Arrangements and Amalgamations) Rules, 2016 3. Scheme of Amalgamation under the provisions of Sections Annexure -C 27-51 230-232 of the Act 4. Order dated 29.07.2026 passed in the CA(CAA) No. 41/230- Annexure -D 52-58 232/ND/2026 by the Hon’ble Tribunal 5. Board Resolution dated 05.05.2026 along with the Report adopted by the Board of Directors of Avinya Batteries Annexure -E 59-63 Limited explaining the effect of the Composite Scheme of Arrangement on the class of shareholders, key managerial personnel, promoters and non-promoter shareholders pursuant to the provisions of section 232(2)(c) of the Act 6. Board Resolution dated 11.05.2026 along with the Report adopted by the Board of Directors of PPAP Automotive Limited explaining the effect of the Composite Scheme of Annexure -F 64-68 Arrangement on the class of shareholders, key managerial personnel, promoters and non-promoter shareholders pursuant to the provisions of section 232(2)(c) of the Act 7. Audit Committee Resolution dated 11.05.2026 of PPAP Annexure -G 69-70 Automotive Limited 8. Latest Audited Financial Statements of Avinya Batteries Annexure -H 71-87 Limited for the period ended on 31.03.2026 9. Latest Audited Financial Statements of PPAP Automotive Annexure -I 88-105 Limited for the period ended on 31.03.2026 10. Certificate issued by the Auditors of PPAP Automotive Limited confirming the accounting treatment proposed in Annexure -J 106-109 the Scheme Copies of the above documents may also be obtained at the Registered Office of the Company at 54, Okhla Industrial Estate, Phase III, New Delhi- 110020 between Monday to Friday between 10:00 A.M. to 5:00 P.M. up to the date of the meeting or by email to at investorservice@ppapco.com THE USERNAME AND PASSWORD WILL BE GENERATED BY MUFG INTIME INDIA PRIVATE LIMITED (“MUFG”) AND SHALL BE SENT SEPERATELY WELL IN ADVANCE BEFORE THE PORTAL IS OPEN FOR REMOTE EVOTING. SAME USERNAME AND PASSWORD MAY BE USED FOR ATTENDING AND VOTING AT THE MEETING. Annexure -A BEFORE THE HON’BLE NATIONAL COMPANY LAW TRIBUNAL, NEW DELHI BENCH CA(CAA) No. 41/230-232/ND/2026 In the matter of the Companies Act, 2013 In the matter of Sections 230 to 232 and other applicable provisions of the Companies Act, 2013 read with Companies (Compromises, Arrangements and Amalgamations) Rules, 2016 In the matter of Scheme of Amalgamation Between AVINYA BATTERIES LIMITED (“Transferor Company”) PPAP AUTOMOTIVE LIMITED (“Transferee Company’’) THEIR RESPECTIVE SHAREHOLDERS NOTICE FOR CONVENING MEETING OF THE EQUITY SHAREHOLDERS OF PPAP AUTOMOTIVE LIMITED PPAP AUTOMOTIVE LIMITED (CIN: L74899DL1995PLC073281) 54, Okhla Industrial Estate, Phase III, New Delhi- 110020 …………. Transferee Company NOTICE FOR CONVENING THE MEETING OF THE EQUITY SHAREHOLDERS OF PPAP AUTOMOTIVE LIMITED PURSUANT TO THE ORDER DATED 29.07.2026 PASSED BY THE HON’BLE NATIONAL COMPANY LAW TRIBUNAL, NEW DELHI BENCH THROUGH VIDEO CONFERENCING FACILITY Equity Shareholders of PPAP AUTOMOTIVE LIMITED (Applicant No. 2/ Transferee Company/ Company/PPAP) Notice is hereby given that by an Order dated 29.07.2026 (“Order”), the New Delhi Bench of Hon’ble National Company Law Tribunal (hereinafter referred to as the “Tribunal”), passed in the Company 1. Pursuant to the Order of the Hon’ble Tribunal as directed therein, the Meeting of the Equity Shareholders of PPAP AUTOMOTIVE LIMITED will be held on 30.09.2026 through VC/OAVM. 2. The Scheme, if approved by the requisite majority of Equity Shareholders of the Company, will be subject to subsequent approval of the Hon’bl [Showing first 8,000 characters — download PDF for full document]