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Diffusion Engineers Limited Capital/Financing Update 2025

Jul 16, 2025

60511_rns_2025-07-16_8c53b09d-b1a2-45a6-808f-7530de662212.pdf

Capital/Financing Update

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Date: July 16, 2025

To, To, The Manager The Manager Listing Department Corporate Relationship Department National Stock Exchange of India Limited BSE Limited Exchange Plaza, Bandra Kurla Complex Floor 25, Phiroze Jeejeebhoy Towers, Bandra (East), Mumbai - 400 051 Dalal Street, Mumbai - 400 001 NSE Symbol: DIFFNKG BSE Scrip Code - 544264

Dear Sir/Madam,

Sub: Intimation under Regulation 30 of the SEBI (Listing Obligations and Disclosure - Requirements) Regulation, 2015 Formation of Wholly Owned Subsidiary

Ref: Outcome of the Board Meeting dated February 07, 2025

With regard to the captioned matter and in compliance with Regulation 30 read with Schedule III of the Securities and Exchange Board of India (“SEBI”) (Listing Obligations and Disclosure Requirements) Regulation, 2015 (“SEBI Listing Regulations”), and in furtherance to our outcome, we hereby inform you that a wholly owned subsidiary (WOS) of the Company has been incorporated in United Arab Emirates (UAE) as per the Certificate of Incorporation / License issued on July 15, 2025.

The relevant details as required under the SEBI Listing Regulations read with SEBI Master Circular No. SEBI/HO/CFD/PoD2/CIR/P/0155 dated November 11, 2024 and SEBI Circular No. SEBI/HO/CFD/CFD-PoD-2/CIR/P/2024/185 dated December 31, 2024 (collectively referred to as “ SEBI Circulars ”) are enclosed as Annexure - A.

The above information will also be made available on the website of the Company at https://www.diffusionengineers.com/

You are requested to take the above information on your records.

Thanking You. Yours faithfully, For Diffusion Engineers Limited

CHANCHAL Digitally signed by CHANCHAL RAJESH RAJESH JAISWAL JAISWAL Date: 2025.07.16 13:14:33 +05'30' Chanchal Jaiswal Company Secretary and Compliance Officer Membership No. A67136 Encl.: A/a

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Annexure - A.

Disclosure under sub-para (1) i.e. Acquisition(s) (including agreement to acquire) of Para (A) of Part (A) of Schedule III read with Regulation 30 SEBI (Listing Obligation and Disclosure Requirements) Regulations, 2015 and SEBI Circulars

Sr.
No.
Particulars Description
1 Name of the target entity,
details in brief such as
size, turnover etc.
The name of the Wholly Owned Subsidiary is “Diffusion
Wear Solutions Middle East for Welding Wire Rods
Electrodes and Similar Products Manufacturing LLC –
S.P.C” incorporated in United Arab Emirates (UAE).
Size/Turnover: Not Applicable since WOS has just
incorporated and yet to commence business operations.
2 Whether the acquisition
would fall within related
party transaction(s) and
whether the promoter/
promoter group/ group
companies
have
any
interest in the entity
being acquired? If yes,
nature of interest and
details
thereof
and
whether the same is done
at “arms-length”
Not Applicable: This Intimation is regarding the
Incorporation of wholly owned subsidiary of Diffusion
Engineers Limited
3 Industry to which the
entity
being
acquired
belongs
Welding Consumable
4 Objects and impact of
acquisition (including but
not limited to, disclosure
of reasons for acquisition
of target entity, if its
business is outside the
main line of business of
the listed entity)
The Wholly Owned Subsidiary will carry on the business
related to service welding and light fabrication shop to
cater to Middle Eastern markets. The business of the
Wholly Owned Subsidiary is not outside the main line of
business of the Company.
5 Brief
details
of
any
governmental
or
regulatory
approvals
required
for
the
acquisition
Not Applicable
6 Indicative time period for
completion
of
the
acquisition
Not Applicable

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7 consideration-
whether
cash
consideration
or
share swap or any other
form and details of the
same
The proposed initial capital of the Wholly Owned Subsidiary
will be in the form of cash.
8 Cost of acquisition and/or
the price at which the
shares are acquired
Not Applicable
9 Percentage
of
shareholding / control
acquired and / or number
ofshares acquired
The Company is a Wholly Owned Subsidiary of Diffusion
Engineers Limited.
10 Brief background about
the entity acquired in
terms of products/line of
business acquired, date of
incorporation, history of
last 3 years turnover,
country in which the
acquired
entity
has
presence and any other
significant
information
(in brief)
Date of incorporation is July 15, 2025 as per the
Certificate of Incorporation/ License issued on July 15,
2025
WOS is yet to commence its business operations.

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