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Centum Electronics Ltd Capital/Financing Update 2025

Aug 11, 2025

61011_rns_2025-08-11_fb478f00-d6ed-4211-8416-b3e59b6f5098.pdf

Capital/Financing Update

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Ref: CEL/NSEBSE/MAR/11082025 11[th] August, 2025

To,

Listing Department,
National Stock Exchange of India Limited,
Exchange Plaza,
Bandra Kurla Complex,
Bandra(East),Mumbai – 400 051
Department of Corporate Services – Listing,
BSE Limited,
P. J. Towers,
Dalal Street,
Mumbai – 400 001

Re: Scrip Symbol: CENTUM/ Scrip Code: 517544

Dear Sir/ Madam,

Sub: Monitoring Agency Report w.r.t. utilization of proceeds raised through qualified institutions placement.

Pursuant to Regulation 173A of the SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2018 and Regulation 32 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, please find enclosed herewith the monitoring agency report issued by CRISIL Limited, Monitoring Agency, in respect of utilization of proceeds raised through qualified institutions placement by the Company for the quarter ended June 30, 2025.

The aforesaid report has been reviewed by the Audit Committee and taken on record by the Board at their respective meetings held on 04[th] August, 2025 and 05[th] August, 2025.

Yours faithfully,

For Centum Electronics Limited

INDU H S

Digitally signed by INDU H S Date: 2025.08.11 15:37:19 +05'30'

Indu H S Company Secretary & Compliance Officer ICSI Membership No. F12285 Encl: as above

Centum Electronics Limited

44, KHB Industrial Area, Yelahanka New Town, Bangalore - 560 106, Karnataka, India Tel +91-(0)80-4143-6000 Fax +91-(0)80-4143-6005 Website www.centumelectronics.com E-mail [email protected] CIN - L85110KA1993PLC013869

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Monitoring Agency Report for Centum Electronics Limited for the quarter ended June 30, 2025

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CRL/MAR/GDS3348/2025-26/1448

Aug 08, 2025

To

Centum Electronics Limited

44, KHB Industrial Area, Yelahanka, Bangalore Karnataka, India - 560064,

Dear Sir/Ma’am,

Monitoring Agency Report for the quarter ended June 30, 2025 - in relation to the Qualified Institutional Placement (“QIP”) of Centum Electronics Limited (“the Company”)

Pursuant to Regulation 173A of SEBI (lssue of Capital and Disclosure Requirements) Regulations, 2018 (“ SEBI ICDR Regulations ”) and Monitoring Agency Agreement dated January 30, 2025, enclosed herewith the Monitoring Agency Report, issued by Crisil Ratings Limited, Monitoring Agency, as per Schedule XI of the SEBI ICDR Regulations towards utilization of proceeds of QIP for the quarter ended June 30, 2025.

Request you to kindly take the same on records.

Thanking you,

For and on behalf of Crisil Ratings Limited

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Shounak Chakravarty Director, Ratings (LCG)

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Report of the Monitoring Agency (MA)

Name of the Issuer: Centum Electronics Limited

For quarter ended: June 30, 2025

Name of the Monitoring Agency: Crisil Ratings Limited

(a) Deviation from the objects: No

  • (b) Range of Deviation: Not applicable

Declaration:

We declare that this report provides an objective view of the utilization of the issue proceeds in relation to the objects of the issue based on the information provided by the Issuer and information obtained from sources believed by it to be accurate and reliable. The MA does not perform an audit and undertakes no independent verification of any information/ certifications/ statements it receives. This Report is not intended to create any legally binding obligations on the MA which accepts no responsibility, whatsoever, for loss or damage from the use of the said information. The views and opinions expressed herein do not constitute the opinion of MA to deal in any security of the Issuer in any manner whatsoever. Nothing mentioned in this report is intended to or should be construed as creating a fiduciary relationship between the MA and any issuer or between the agency and any user of this report. The MA and its affiliates also do not act as an expert as defined under Section 2(38) of the Companies Act, 2013.

The MA or its affiliates may have credit rating or other commercial transactions with the entity to which the report pertains and may receive separate compensation for its ratings and certain credit-related analyses. We confirm that we do not perceive any conflict of interest in such relationship/interest while monitoring and reporting the utilization of the issue proceeds by the issuer.

We have submitted the report herewith in line with the format prescribed by SEBI, capturing our comments, where applicable. There are certain sections of the report under the title “Comments of the Board of Directors”, that shall be captured by the Issuer’s Management / Audit Committee of the Board of Directors subsequent to the MA submitting their report to the issuer and before dissemination of the report through stock exchanges. These sections have not been reviewed by the MA, and the MA takes no responsibility for such comments of the issuer’s Management/Board.

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Signature:

Name and designation of the Authorized Signatory: Shounak Chakravarty Designation of Authorized person/Signing Authority: Director, Ratings (LCG)

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1) Issuer Details:

Name of the issuer: Centum Electronics Limited Names of the promoter: Mr. Apparao Venkata Mallavarapu, Mrs. Swarnalatha Mallavarapu, M S Swarnakumari, Mr. Nikhil Mallavarapu, Ms. Tanya Mallavarapu Industry/sector to which it belongs : Industrial Products Issue Details Issue Period: March 10, 2025, to, March 13, 2025 Type of issue (public/rights): Qualified Institutional Placement (QIP) Type of specified securities: Equity Shares QIP Grading, if any: NA Issue size: Fresh issuance of Rs 2,100 million (Net proceeds of Rs 2,006.80 million*)

2) Issue Details

  • Crisil Ratings shall be monitoring the net proceeds amount. During the quarter ended June 30, 2025, net proceeds were further revised from Rs 1,999.47 million to Rs 2006.80 million on account of actual issue expenses being lower than estimated as disclosed in the final offer document, by Rs 7.33 million. Consequently, the surplus was adjusted with general corporate purposes cost resulting in revision in net proceeds.

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3) Details of the arrangement made to ensure the monitoring of issue proceeds:

Particulars Reply Source of information/
certifications
considered by
Monitoring Agency
for preparation of
report
Comments
of the
Monitoring
Agency
Comments
of the
Board of
Directors
Whether all utilization is as per the disclosures in
the Offer Document?
Yes Management
undertaking,
Peer reviewed
independent chartered
accountant certificate,
Placement Document
dated 13/03/2025
(“offer document”),
Bank Statements
Proceeds
are utilised
towards
object
disclosed in
the offer
document
No
Comments
Whether shareholder approval has been obtained
in case of material deviations from expenditures
disclosed in the Offer Document?
NA Management
undertaking, Peer
reviewed independent
chartered accountant
certificate^
No
Comments
No
Comments
Whether the means of finance for the disclosed
objects of the issue has changed?
No No
Comments
No
Comments
Is there any major deviation observed over the
earlier monitoring agency reports?
No No
Comments
No
Comments
Whether all Government/statutory approvals
related to the object(s) have been obtained?
NA No
Comments
No
Comments
Whether all arrangements pertaining to technical
assistance/collaboration are in operation?
NA No
Comments
No
Comments
Are there any favorable events improving the
viability of these object(s)?
No No
Comments
No
Comments
Are there any unfavorable events affecting the
viability of the object(s)?
No No
Comments
No
Comments
Is there any other relevant information that may
materially affect the decision making of the
investors?
No No
Comments
No
Comments

NA represents Not Applicable

^Certificate dated July 30, 2025, issued by M/s M A Narasimhan & Company, Chartered Accountants (Firm Registration Number: 002347S), Peer-reviewed Independent Chartered Accountant.

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4) Details of object(s) to be monitored:

i. Cost of the object(s):

Sr.
No.
Item
Head
Source of
information/
certification
considered by
MA for
preparation of
report
Original
cost
(as per the
Offer
Document)
(Rs in
million)
Revised
Cost
(Rs in
million)
Comment of
the
Monitoring
Agency
Comments of the Board of Directors Comments of the Board of Directors Comments of the Board of Directors
Reason of
Cost
revision
Proposed
financing
option
Particulars
of firm
arrangement
s
made
1 Repayment / pre-
payment, in part or
in full, of certain
outstanding
borrowings availed
by the Company
Management
undertaking,
Peer
reviewed
independent
chartered
accountant
certificate ^,
Offer
document
1,149.92 1,149.92 No
Revision
No
Comments
No
Comments
No
Comments
2 Capital
expenditure for
purchase of new
equipment and
machinery
349.68 349.68 No
Revision
No
Comments
No
Comments
No
Comments
3 General Corporate
Purposes (GCP)#
499.87 507.20 Refer
Note 1
No
Comments
No
Comments
No
Comments
Total - 1,999.47 2,006.80 -

^Certificate dated July 30, 2025, issued by M/s M A Narasimhan & Company, Chartered Accountants (Firm Registration Number: 002347S), Peer-reviewed Independent Chartered Accountant.

#The amount utilised for general corporate purposes does not exceed 25% of the Gross Proceeds (amounting to Rs 525.00 million) from the Fresh Issue.

Note 1: During the quarter ended June 30, 2025, net proceeds were revised from Rs 1,999.47 million to Rs 2006.80 million on account of actual issue expenses being lower than estimated as disclosed in the offer document, by Rs 7.33 million. Surplus from issue expenses were added towards GCP cost, Consequently, GCP amount was revised from Rs 499.87 million to Rs 507.20 million

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ii. Progress in the object(s):

Sr.
No.
Source of
Revised Amount utilized (Rs in Comments of the
information/

Amount
million) Board of Directors
certifications
as
considered by
proposed
Total Comments of

Monitoring
As at unutilized
the

in the
At the

**Item Head# **

Agency for
beginnin amount Monitoring Propose
Offer During end

preparation of

g
(Rs in
Agency
Reasons for
d course
Document the of the

report

of the

million)
idle funds of
(Rs in quarter quarter
quarter action
million)
1 Repayment / pre-
payment, in part or
in full, of certain
outstanding
borrowings availed
by the Company
Management
undertaking,
Peer
reviewed
independent
chartered
accountant
certificate^,
offer
document,
Bank
Statements
1,149.92 1,102.34
40.00
1,142.34 7.58 Proceeds
were utilized
towards
repayment of
cash credit
facility of
Kotak Bank


No Comments
2 Capital expenditure
for purchase of new
equipment and
machinery
349.68 0.00 0.00 0.00 349.68 No
utilization
during the
reported
quarter
No Comments
3 General Corporate
Purposes
507.20 0.00 0.00 0.00 507.20 No
utilization
during the
reported
quarter
No Comments
Total 2,006.80 1,102.34
40.00
1,142.34 864.46 - -

^Certificate dated July 30, 2025, issued by M/s M A Narasimhan & Company, Chartered Accountants (Firm Registration Number: 002347S), Peer-reviewed Independent Chartered Accountant.

#Brief description of objects:

Object of the Issue Description of objects as per the offer document filed by the issuer
Repayment / pre-payment, in part or
in full, of certain outstanding
borrowings availed by the Company
The Company has entered into certain financing arrangements with banks,
which include term loans, working capital loans and cash credits. The Company
proposes to utilise an estimated amount of up to₹1,149.92 million from the Net
Proceeds towards re-payment or pre-payment of certain of term loans, working
capital loans and cash credits availed by the Company and accrued interest
thereon.

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Capital expenditure for purchase of
new equipment and machinery
As a part of the strategy to expand the capacity and offerings in existing product
verticals and expansion of addressable market through development of new
products, with intend to increase the company’s capacity. Accordingly, the
company intend to utilize₹349.68 million out of the Net Proceeds towards
purchase of new equipment and machinery for the existing manufacturing
facilities.
General Corporate Purposes General corporate purposes may include, but are not restricted to,
(i)
funding growth opportunities,
(ii)
business development initiatives
(iii)
meeting expenses incurred in the ordinary course of business and
towards any exigencies or any other purpose, as may be approved
by our Board or a duly constituted committee thereof, subject to
compliance with applicable law, including provisions of the
Companies Act

iii. Deployment of unutilised proceeds[^] :

S. No. Type of instrument where
amount is invested
Amount
invested (Rs
in million)
Maturity
date
Earnings#
(Rs in
million)
Return on
Investment
(%)
Market value as
at the end of
quarter
(Rs in million)
1 Fixed Deposit in HDFC Bank
(A/c no. 50301134286050)
250.00 28-09-25 4.00 7.25 254.00
2 Fixed Deposit in HDFC Bank
(A/c no. 50301134286610)
50.00 28-09-25 1.70 7.25 51.70
3 Fixed Deposit in SBI Bank
(A/c no. 43954248165)
150.00 24-09-25 2.60 6.60 152.60
4 Fixed Deposit in SBI Bank
(A/c no. 44019440739)
20.00 18-10-25 0.20 6.25 20.20
5 Fixed Deposit in SBI Bank
(A/c no. 43963721133)
130.00 29-09-25 2.10 6.60 132.10
6 Fixed Deposit in Kotak Bank
(A/c no. 9749722822)
250.00 30-09-25 4.40 7.15 254.40
7 Balance in Monitoring Account
(Kotak Bank Ac no.9749648252)
14.46* - - - 14.46
Total 864.46 - - - 879.46

*Total closing balance in monitoring account is Rs 23.28 million, out of which 14.46 million pertains to net proceeds and Rs 08.82 million pertains to issue expenses.

^On the basis of Management Undertaking and Certificate dated July 30, 2025, issued by M/s M A Narasimhan & Company, Chartered Accountants (Firm Registration Number: 002347S), Peer-reviewed Independent Chartered Accountant.

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iv. Delay in implementation of the object(s)^:

Object(s)
Completion Date Comments of the Board of Directors
Delay
As per the Offer
(no. of days/ Proposed course of

Document
Actual Reason of delay
months)
action
Not Applicable

^On the basis of Management Undertaking and Certificate dated July 30, 2025, issued by M/s M A Narasimhan & Company, Chartered Accountants (Firm Registration Number: 002347S), Peer-reviewed Independent Chartered Accountant.

5) Details of utilization of proceeds stated as General Corporate Purpose^ amount in the offer document:

S. No. Item heads Amount (Rs in
million)
Remarks
Not Applicable

^On the basis of Management Undertaking and Certificate dated July 30, 2025, issued by M/s M A Narasimhan & Company, Chartered Accountants (Firm Registration Number: 002347S), Peer-reviewed Independent Chartered Accountant.

Disclaimers:

  • a) This Report is prepared by Crisil Ratings Limited (hereinafter referred to as "Monitoring Agency” / “MA" / “CRL”) . The MA has taken utmost care to ensure accuracy and objectivity while developing this Report based on the information provided by the Issuer and information obtained from sources believed by it to be accurate and reliable. The views and opinions expressed herein do not constitute the opinion of MA to deal in any security of the Issuer in any manner whatsoever.

  • b) This Report has to be seen in its entirety; the selective review of portions of the Report may lead to inaccurate assessments. For the purpose of this Report, MA has relied upon the information provided by the management /officials/ consultants of the Issuer and third-party sources like statutory auditors (or from peer reviewed CA firms) appointed by the Issuer believed by it to be accurate and reliable.

  • c) Nothing contained in this Report is capable or intended to create any legally binding obligations on the MA which accepts no responsibility, whatsoever, for loss or damage from the use of the said information. The MA is also not responsible for any errors in transmission and specifically states that it, or its directors, employees do not have any financial liabilities whatsoever to the users of this Report.

  • d) The MA and its affiliates do not act as a fiduciary. The MA and its affiliates also do not act as an expert to the extent defined under Section 2(38) of the Companies Act, 2013. While the MA has obtained information from sources it believes to be reliable, it does not perform an audit and undertakes no independent verification of any information/ certifications/ statements it receives from auditors (or from peer reviewed CA firms), lawyers, chartered engineers or other experts, and relies on in its reports.

  • e) The MA or its affiliates may have other commercial transactions with the entity to which the report pertains. As an example, the MA may rate the issuer, or any debt instruments / facilities issued or proposed to be issued by the issuer that is subject matter of this report. The MA may receive separate compensation for its ratings and certain credit-related analyses, normally from issuers or underwriters of the instruments, facilities, securities or from obligors.

  • f) The MA report is intended for the jurisdiction of India only. This report does not constitute an offer of services. Without limiting the generality of the foregoing, nothing in the report is to be construed as CRL providing or intending to provide

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any services in jurisdictions outside India, where it does not have the necessary licenses and/or registration to carry out its business activities referred to above.

  • g) Access or use of this report does not create a client relationship between CRL and the user.

  • h) CRL is not aware that any user intends to rely on the report or of the manner in which a user intends to use the report. In preparing this report, MA has not taken into consideration the objectives or particular needs of any particular user.

  • i) It is made abundantly clear that the report is not intended to and does not constitute an investment advice. The report is not an offer to sell or an offer to purchase or subscribe for any investment in any securities, instruments, facilities or solicitation of any kind to enter into any deal or transaction with the entity to which the report pertains. The report should not be a basis for any investment decision within the meaning of any law or regulation (including the laws and regulations applicable in the US).

  • j) The report comprises professional opinion of CRL as of the date they are expressed, based on the information received from the issuer and other sources considered reliable by CRL. Any opinions expressed here are in good faith, are subject to change without notice, and are only current as of the stated date of their issue. The report does not constitute statements of fact or recommendations to purchase, hold or sell any securities/instruments or to make any investment decisions.

  • k) Neither CRL nor its affiliates, third-party providers, as well as their directors, officers, shareholders, employees or agents guarantee the accuracy, completeness or adequacy of the report, and shall not have any liability for any errors, omissions or interruptions therein, regardless of the cause, or for the results obtained from the use of any part of the report. CRL and each aforesaid party disclaims any and all express or implied warranties, including but not limited to any warranties of merchantability, suitability or fitness for a particular purpose or use or use. In no event shall CRL or any aforesaid party be liable to any user for any direct, indirect, incidental, exemplary, compensatory, punitive, special or consequential damages, costs, expenses, legal fees or losses (including, without limitation, lost income or lost profits and opportunity costs) in connection with any use of any part of the report even if advised of the possibility of such damages.

  • l) CRL has established policies and procedures to maintain the confidentiality of certain non-public information received in connection with the preparation of this report. CRL has in place a code of conduct and policies for managing conflict of interest.

  • m) Unless required under any applicable law, this report should not be reproduced or redistributed to any other person or in any form without prior written consent from CRL.

  • n) By accepting a copy of this Report, the recipient accepts the terms of this Disclaimer, which forms an integral part of this Report.

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