Brainbees Solutions Limited - Share Issue/Capital Change 2025

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FC/SE/2024-25/96 March 25, 2025

National Stock Exchange of India Limited Exchange Plaza, C – 1, Block G, Bandra-Kurla Complex, Bandra (E), Mumbai-400051 Symbol: FIRSTCRY

BSE Limited

Phiroze Jeejeebhoy Towers, Dalal Street, Mumbai-400001 Scrip Code: 544226

Sub: Intimation of allotment/transfer of equity shares pursuant to exercise of ESOPs

Dear Sir/Ma’am,

Pursuant to Regulation 30 read with Schedule III to the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“ SEBI Listing Regulations ”) and Regulation 10(c) of Securities and Exchange Board of India (Share Based Employee Benefits and Sweat Equity) Regulations, 2021, (“ SEBI SBEB Regulations ”), we hereby inform that the Nomination and Remuneration Committee of Brainbees Solutions Limited (‘ Company ’) on Tuesday, March 25, 2025 approved the allotment of total of 8,69,687 (Eight Lakhs Sixty Nine Thousand Six Hundred and Eighty Seven Only) Equity Shares and transfer of total of 8,03,955 (Eight Lakhs Three Thousand Nine Hundred and Fifty Five Only) Equity Shares of face value of Rs. 2/- each fully paid up against the exercise of vested Options as detailed below:

Allotment of 3,85,197 (Three Lakhs Eighty Five Thousand One Hundred and Ninety Seven Only) Equity Shares under Employee Stock Option Plan 2011; and
Allotment of 4,84,490 (Four Lakhs Eighty Four Thousand Four Hundred and Ninety Only) Equity Shares and Transfer of 8,03,955 (Eight Lakhs Three Thousand Nine Hundred and Fifty Five Only) Equity Shares under Brainbees Employees Stock Option Plan 2022 through cash exercise and cashless exercise method.

Note: In case of cashless exercise of options, Trust is authorized to sell shares ( ‘Sell Shares’ ) on behalf of the employees to recover the exercise price, tax amount etc. out of the options exercised by the employees .

The equity shares so allotted shall rank pari-passu with the existing equity shares of the Company in all respects.

Consequent to the above allotment, the paid-up share capital of the Company stands increased from

Rs. 1,04,03,37,736/- to Rs. 1,04,20,77,110/-. The detailed disclosures required under Regulation 30 of SEBI Listing Regulations and Regulation 10(c) of SEBI SBEB Regulations are enclosed herewith as "Annexure-I" and “Annexure-II” respectively.

Brainbees Solutions Limited CIN: L51100PN2010PLC136340 Corporate/Registered Office :- Rajashree Business Park, Plot No. 114, Survey No. 338, Tadiwala Road, Nr. Sohrab Hall, Pune – 411001 Contact: +91-8482989157 Email Id :[email protected] Website : www.firstcry.com

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This disclosure will also be hosted on the Company's website i.e. www.firstcry.com/investor relations.

Please take the information contained herein on your record.

For Brainbees Solutions Limited

Neha Virendra Digitally signed by Neha Virendra Surana Surana Date: 2025.03.25 20:34:27 +05'30'

Neha Surana Company Secretary and Compliance Officer Mem. No. A35205

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Annexure-I

Disclosure as per Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015

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Sr. No. Particulars Details – BBESOP 2011 Details – BBESOP 2022
a) Brief details of options granted; The present instance and The present instance and
reporting is for the allotment reporting is for the:
of 3,85,197 equity shares of
the Company of face value of 1. Allotment of 4,84,490
Rs. 2/- each, fully paid up, equity shares of the
upon exercise of 3,85,197 Company of face value of
number of options by eligible Rs. 2/- each, fully paid up,
employees under Employee upon exercise of 4,84,490
Stock Option Plan number of options by
2011(“ BBESOP 2011 ”). eligible employees under
Brainbees Employees
These Options were granted Stock Option Plan 2022
by the Company from time to (“ BBESOP 2022 ”).
time and the details of the 2. Transfer of 8,03,955
granted options have been equity shares less Sell
provided in our offer Shares of the Company of
documents. face value of Rs. 2/- each,
fully paid up, from
Brainbees ESOP Trust
(Trust) to eligible
employees upon exercise
of 8,03,955 number of
options under BBESOP
2022 through cash
exercise and cashless
exercise method.
These Options were granted
by the Company from time to
time and the details of the
granted options have been
provided in our offer
documents.
b) Whether the scheme is in terms Yes Yes
of SEBI (SBEB) Regulations,
2021 (if applicable);
c) Total number of shares covered The present disclosure is in The present disclosure is in
by these options; respect of allotment of respect of allotment of
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Sr. No. Particulars Details – BBESOP 2011 Details – BBESOP 2022
3,85,197 equity shares 4,84,490 equity shares and
approved by the Nomination transfer of 8,03,955 equity
and Remuneration shares, through cash exercise
Committee on March 25, and cashless exercise
2025 under the BBESOP 2011. method, approved by the
Nomination and
Remuneration Committee on
March 25, 2025 under the
BBESOP 2022 .
d) pricing formula; Please refer the Annexure A These Options are exercised
given below. at an exercise price of Rs. 2/-
each.
e) options vested; As on date, options vested As on date, options vested
under the BBESOP 2011 are under the BBESOP 2022 are
5,80,437 excluding the total 1,57,25,782 excluding the
shares exercised/options total shares exercised till
relinquished till date. date.
The present instance is of The present instance is of
allotment of 3,85,197 equity allotment of 4,84,490 equity
shares upon exercise of shares and transfer of
3,85,197 vested options. 8,03,955 equity shares, upon
exercise of 12,88,445 vested
options.
f) time within which option may An Option granted hereunder The exercise period is
be exercised; is exercisable according to the provided in the option
terms hereof at such times agreement as per the BBESOP
and under such conditions as 2022.
determined by the
Administrator under the
BBESOP 2011 and set forth in
the Option Agreement as per
the BBESOP 2011.
g) options exercised; 3,85,197 12,88,445 (through trust and
direct route)
h) money realized by exercise of Rs. 53,41,015.02/- Rs. 25,76,890/-
options;
i) the total number of shares 3,85,197 4,84,490 new equity shares
arising as a result of exercise of allotted & 8,03,955 existing
option; equity shares less Sell Shares
shall be transferred from
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Sr. No.	Particulars	Details – BBESOP 2011	Details – BBESOP 2022
			Trust to employees as per the cash exercise and cashless exercise method.
j)	options lapsed;	12,65,011	487,369
k)	variation of terms of options;	N.A.	N.A.
l)	brief details of significant terms;	BBESOP 2011 provides for the manner in which Stock Options would be dealt with in case of death, permanent incapacity, resignation, termination, retirement, etc. The equity shares allotted, pursuant to the exercise of the Stock Options, would not be subject to lock-in. All equity shares of the Company allotted pursuant to exercise of stock options shall rank pari-passu with the existing equity shares of the Company.	BBESOP 2022 provides for the manner in which Stock Options would be dealt with in case of death, permanent incapacity, resignation, termination, retirement, etc. The equity shares allotted/ transferred, pursuant to the exercise of the Stock Options, would not be subject to lock- in. All equity shares of the Company allotted pursuant to exercise of stock options shall rank pari-passu with the existing equity shares of the Company.
m)	subsequent changes or cancellation or exercise of such options;	N.A.	N.A.
n)	diluted earnings per share pursuant to issue (allotment) of equity shares on exercise of options.	Rs. 0.72 The earnings as reported by the Company for Q3FY25 has been taken for the calculation of diluted earnings per share pursuant to issue of equity shares on exercise of options.	Rs. 0.72 The earnings as reported by the Company for Q3FY25 has been taken for the calculation of diluted earnings per share pursuant to issue of equity shares on exercise of options.

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Annexure-II

Disclosure as required under Regulation 10(c) of SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021

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Sr. Particulars BBESOP 2011 BBESOP 2022
No.
a) Company name and address of Brainbees Solutions Limited
Registered Office
Rajashree Business Park, Plot No. 114, Survey No. 338,
Tadiwala Road, Nr. Sohrab Hall, Pune – 411001
b) Name of the recognised Stock
Exchanges on which the 1. National Stock Exchange of India Limited (NSE)
Company's shares are listed : 2. BSE Limited (BSE)
c) Filing date of the statement 1. NSE: October 24, 2024 1. NSE: October 22, 2024
referred in regulation 10(b) of 2. BSE: October 24, 2024 2. BSE: October 22, 2024
the Securities and Exchange
Board of India (Share Based
Employee Benefits and Sweat
Equity) Regulations, 2021 with
the recognized Stock Exchange
:
d) Filing Number, if any : 1. NSE: 44884 and in- 1. NSE: 44801 and in-
principle approval received principle approval received
through letter no. through letter no.
NSE/LIST/44884 dated NSE/LIST/44801 dated
December 11, 2024 December 11, 2024
2. BSE: 214709 and in- 2. BSE: 214518 and in-
principle approval received principle approval received
through letter no. through letter no.
DCS/IPO/JP/ESOP- DCS/IPO/JP/ESOP-
IP/3439/2024-25 dated IP/3438/2024-25 dated
December 11, 2024 December 11, 2024
e) Title of the Scheme pursuant to Employee Stock Option Plan Brainbees Employees Stock
which shares are issued, if any: 2011 (“BBESOP 2011”) Option Plan 2022 (“BBESOP
2022”)
f) Kind of security to be listed: Equity Shares
g) Par value of the shares : Rs. 2/- each
h) Date of issue of March 25, 2025
shares/allotment of shares :
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i) Number of shares issued : 3,85,197 4,84,490
j) Share Certificate No., if N.A.
applicable:
k) Distinctive number of the 520168869 to 520554065 520554066 to 521038555
share, if applicable :
l) ISIN Number of the shares if INE02RE01045
issued in Demat :
m) Exercise price per share : Please refer the Annexure A Rs. 2/- per option
given below.
n) Premium per share : Please refer the Annexure A Nil
given below.
o) Total issued shares after this 52,10,38,555
issue:
p) Total issued share capital after Rs. 1,04,20,77,110/-
this issue:
q) Details of any lock-in on the N.A.
shares:
r) Date of expiry of lock-in: N.A.
s) Whether shares are identical in All equity shares of the Company allotted consequent to the
all respects to existing shares? exercise of options shall rank pari-passu with the existing
If not, when will they become equity shares of the Company.
identical?:
t) Details of listing fees, if payable N.A. N.A.
:
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Annexure A – Exercise Price of options exercised under BBESOP 2011

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Exercise Price per share (Rs.) Premium per share (Rs.) No. of securities
7.44 5.44 47,052
9.372 7.372 1,155
9.40 7.40 83,511
15.44 13.44 2,31,216
28.08 26.08 22,263
Total 3,85,197
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AI assistant

Brainbees Solutions Limited Share Issue/Capital Change 2025

59158_rns_2025-03-25_0ebfb3a3-a747-4029-abbc-0da3a17ad397.pdf

BSE Limited

Dear Sir/Ma’am,

For Brainbees Solutions Limited

Annexure-I

Disclosure as per Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015

Annexure-II

Disclosure as required under Regulation 10(c) of SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021

AI assistant

Brainbees Solutions Limited — Share Issue/Capital Change 2025

59158_rns_2025-03-25_0ebfb3a3-a747-4029-abbc-0da3a17ad397.pdf

BSE Limited

Dear Sir/Ma’am,

For Brainbees Solutions Limited

Annexure-I

Disclosure as per Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015

Annexure-II

Disclosure as required under Regulation 10(c) of SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021

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