Demerger

Date: August 31, 2026 To, To, The Secretary, The Secretary, BSE Limited, National Stock Exchange of India Ltd., P.J. Towers, Exchange Plaza, C-1, Block G, Dalal Street, Bandra Kurla Complex, Bandera (E), Mumbai- 400 001 Mumbai - 400 051 Scrip Code: 539542 Symbol: LUXIND Respected Sir/Madam, Subiect: Announcement under Regulation 30 of the SEBI (Listing Obligations and Disclosure ~equirements) Regulations, 2015 ("SEBI Listing Regulations") - Approval of Scheme of Arrangement This is in furtherance to the intimation dated April 23, 2026 whereby the Board had accorded its in-principle approval for the evaluation of proposed demerger of Company's Vertical A Business and Vertical C Business into two wholly owned subsidiaries (WOS I and WOS 2 respectively) whereas the business of Vertical B shall continue to be remain with the Company. The Board in the same meeting also approved the incorporation of two wholly-owned subsidiaries to facilitate the proposed demerger. In line with the above, the Company incorporated Lux and Cozi Limited (WOS 1 or Resulting Company 1) on May 22, 2026 and Lux Global Limited (WOS 2 or Resulting Company 2) on May 18, 2026 in order to facilitate the proposed demerger. Pursuant to Regulation 30 of the SEBI Listing Regulations, we wish to inform you that the Board of Directors of the company, at its meeting held today i.e. August 31, 2026, based on the recommendations of the Corporate Restructuring Committee (Committee constituted for evaluating the proposed restructuring), the Committee of Independent Directors and the Audit Committee , and subject to necessary statutory and regulatory approvals, considered and approved the Scheme of Arrangement involving Lux Industries Limited ("Demerged Company"), Lux and Cozi Limited ("Resulting Company I") and Lux Global Limited ("Resulting Company 2") and their respective shareholders and creditors under sections 230 to 232 and other applicable provisions of the Companies Act 2013 ('Act') and the rules made thereunder(' Scheme' ). The said Scheme involves the demerger of Vertical A Business Undertaking of the Company (as defined in the Scheme) into the Resulting Company 1 and the demerger of Vertical C Business Undertaking of the Company (as defined in the Scheme) into the Resulting Company 2, on a going concern basis. LUX INDUSTRIES LIMITED .. h Fl ON_ Sector v Saltlake Kolkata _ 700 091, India. P: 91-33-4040 2121, F: 91-33-4001 2001, E: info@luxinnerwear.com PS SrrJan Tech -Park, lat oor, 52 , , , . . K lk t _ 007 India P: 91-33-2259 8155, Website: www.luxinnerwear.com • CIN: L17309WB1995PLC073053 Regd. Office: 39 Kai, Krishna Tagore 5t reet, o a a 700 , , The Demerged Company and the Resulting Company 1 and Resulting Company 2 will have a mirror image/identical shareholding upon the Scheme becoming effective and allotment of equity shares by the Resulting Company 1 and Resulting Company 2 to the shareholders of the Demerged Company in proportion to their shareholding on the record date to be fixed. In consideration thereof, Resulting Company 1 will issue equity shares to the shareholders of Demerged Company in accordance with the following Share Entitlement Ratio i.e., "1 (One) fully paid-up Equity Share of Lux and Cozi Limited having a face value of Rs. 2/-(Rupees Two only) each, for every 1 (One) fully paid-up equity share of Lux Industries Limited having a face value ofR s. 2/-(Rupees Two only) each held by the shareholders ofL ux Industries Limited as on the Record Date." and Resulting Company 2 will issue equity shares to the shareholders ofDemerged Company in accordance with the following Share Entitlement Ratio i.e., "1 (One) fully paid-up Equity Share ofL ux Global Limited having a face value ofR s. 2/- (Rupees Two only) each, for every 1 (One) fully paid-up equity share ofL ux Industries Limited having a face value of Rs. 21- (Rupees Two only) each held by the shareholders ofL ux Industries Limited as on the Record Date." The Appointed Date for the Scheme is the first day of the financial quarter in which this Scheme becomes effective. The Scheme would become effective on last of the dates on which the certified copies of the Sanction Order are filed by each of the Companies with the RoC, having jurisdiction over each of them respectively. The Equity Shares to be issued to the Shareholders of Resulting Company 1 and Shareholders of resulting Company 2 pursuant to the Scheme shall be listed on BSE Limited ('BSE') and National Stock Exchange oflndia Limited ('NSE') subject to receipt of necessary approvals from statutory and regulatory authorities and in compliance with SEBI Circulars. The Scheme along with all other details will be filed in due course with the Stock Exchange pursuant to the provisions of Regulation 37 of the Securities and Exchange Board oflndia (Listing Obligations and Disclosure Requirements) Regulations, 2015 (the "SEBI Listing Regulations") read with the SEBI Master Circular No SEBI/HO/CFD/POD-2/P/CIR/2023/93 dated June 20, 2023. The Scheme is subject to the receipt of approval of shareholders and creditors, approvals from the jurisdictional Hon'ble National Company Law Tribunal, the Securities and Exchange Board of India, BSE and the NSE and such other approvals, permissions, and sanctions of regulatory and other authorities as may be necessary. LUX INDUSTRIES LIMITED PS Srijan Tech_ Park, l0th Floor, ON_ 52, Sector_ v, Saltlake, Kolkata _ 700 091, India. P: 91-33-4040 2121, F: 91-33-40012001, E: info@luxinnerwear.com Regd. Office: 39 Ka I. I Kri. s h na T a gore St ree t , Kolkata _ 700 007 , India , P· • 91-33-2259 8155, Website: www.luxinnerwear.com • CIN: L17309WB1995PLC073053 The details as required under Regulation 30 of the SEBI Listing Regulations read with the SEBI Master Circular No. HO/49/14/14(7)2025-CFD-POD2/l/3762/2026 dated January 30, 2026 are given in Annexure -A. The above information is also available on the website of the Company at https://www.luxinnerwear.com/ The meeting of the Board of Directors of the Company commenced at 05:15 P.M. (1ST) and concluded at 05:45 P.M. (1ST). We request you to kindly take the above information on your record. Thanking You Yours faithfully, For LUX INDUSTRIES LIMITED Smita Mishra (Company Secretary & Compliance Officer) M.No: A26489 LUX INDUSTRIES LIMITED PS Srijan Tech -Park, lath Floor, DN -52, Sector -V, Saltlake, Kolkata -700 091, India. P: 91-33-4040 2121, F: 91-33-40012001, E: info@luxinnerwear.com Regd. Office: 39 Kali Krishna Tagore Street, Kolkata -700 007, India, P: 91-33-2259 8155, Website: www.luxinnerwear.com • CIN: L17309WB1995PLC073053 AnnexureA Details a required under Regulation 30 of the SEBI Listing Regulations read with the SEBI Master Circular No. HO/49/14/14(7)2025-CFD-POD2/l/3762/2026 dated January 30, 2026 SI Particulars Details a) Brief details of the division(s) to be The Vertical A Business Undertaking of the demerged Company (as defined in the Scheme) is proposed to be demerged into Resulting Company I (Lux and Cozi Limited) and the Vertical C Business Undertaking of the Company (as defined in the Scheme) is proposed to be demerged into Resulting Company 2 (Lux Global Limited). Both Vertical A Business Undertaking and Vertical C Business Undertaking (as defined m detail m the Scheme) are involved in the manufacturing and trading of garments including hosiery products. b) Turnover of the demerged division and Vertical A Business Undertaking: ~ as percentage to the total turnover of 1,373.59 Crores, representing 46.77% of the listed entity in the immediately the Company's Standalone Turnover for the preceding financial year / based on Financial Year ended March 31, 2026. financials of the last financial year Vertical C Business Undertaking: t 327 .87 Crores, representing 11.16% of the Company's Standalone Turnover for the Financial Year ended March 31, 2026. c) Rationale for demerger I. The Board of Directors of the Demerged Company believe that the businesses comprised in the [Showing first 8,000 characters — download PDF for full document]