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ETHOS LIMITED Capital/Financing Update 2025

Nov 8, 2025

59239_rns_2025-11-08_f820b2dd-8bb5-4916-9609-36ab67e56b6b.pdf

Capital/Financing Update

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Ref. No.: Ethos/Secretarial/2025-26/76

Dated: November 08, 2025

Corporate Service Department Listing Department BSE Limited National Stock Exchange of India Limited Phiroze Jeejeebhoy Towers, Exchange Plaza, C-1, Block G, Dalal Street, Bandra Kurla Complex, Bandra, Mumbai – 400001 Mumbai - 400051 Scrip Code: 543532 Trading Symbol: ETHOSLTD ISIN: INE04TZ01018

Subject: Statement of deviation or variation in the use of proceeds of Initial Public Offering of Ethos Limited for the quarter ended September 30,2025

Dear Sir/Madam,

Pursuant to Regulation 32 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 and Securities and Exchange Board of India Circular CIR/CFD/CMD1/162/2019 dated December 24, 2019, we wish to inform you that there are no deviation(s) or variation(s) in respect of utilization of proceeds of Initial Public Offering of the Company for the quarter ended on September 30,2025 as mentioned in the object clause of the Prospectus dated May 25, 2022 filed with Securities and Exchange Board of India and the Registrar of Companies, Himachal Pradesh.

In this regard, we are also enclosing herewith the Statement of deviation or variation in the use of proceeds of the Initial Public Offering of the Company. The aforesaid statement is also being made available on the Company website i.e., https://www.ethoswatches.com/investorsinformation/corporate

You are requested to please take on record the above-mentioned information for your reference and further needful.

Thanking You, Sincerely,

For Ethos Limited

SHUBHAM Digitally signed by SHUBHAM KANDHWAY KANDHWAY Date: 2025.11.08 15:35:39 +05'30'

Shubham Kandhway Company Secretary & Compliance Officer

Encl: as below

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Name of listed entity Ethos Limited
Mode of fund raising Initial Public Offering
Date of raising funds May26,2022
Amount raised Upto Rs. 40,226 lakh
{Issue size comprised of fresh issuance/gross proceeds of Rs. 37,500 lakh (net proceeds of
Rs. 33,968.39 lakh*)and an offer for sale of Rs. 2,726 lakh}
Report filed forquarter ended September 30,2025
Monitoring Agency Applicable
Monitoring Agency name, if applicable CRISIL Ratings Limited
Is there a Deviation/ Variation in use of funds raised Yes
If yes, whether the same is pursuant to change in terms of a
contract or objects, which was approved by the shareholders
Yes
If Yes, Date of shareholder approval March 21,2024 and September 15,2025
Explanation for the deviation / variation For March 21, 2024: Deployment of funds for an amount of Rs 979.72 lakh under the
head ‘Financing the establishment of new stores and renovation of certain existing
stores’ on cumulative basis were not foreseen owing to the fact that malls did not
commence the operations and the opening of such stores were inordinately delayed
which was a reason not attributable to Company. The unutilised amount shall be utilised
within 18 months from the date of obtaining shareholder’s approval through Notice
issued for Postal Ballot dated January 18, 2024. The shareholders have accorded their
approval on March 21, 2024.
For September 15, 2025: Funds were earlier proposed to be utilized by September 21,
2025, as per the earlier shareholder’s approval dated March 21, 2024. However, due to
repeated GRAP restrictions in Delhi NCR and delays in design approvals from global
brands, the Company could not utilize the amount within the said timeline. Based on the
resolution passed by the Board of Directors of Ethos Limited in its meeting held on August
14, 2025, and the Special Resolution passed by the shareholders in the Annual General
Meeting,the timeline for utilisation of the unutilised IPOproceeds lyingunder the head

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‘Financing the establishment of new stores and renovation of certain existing stores’ has
been extended,and the said amount shall now be utilised byJune 30,2026
‘Financing the establishment of new stores and renovation of certain existing stores’ has
been extended,and the said amount shall now be utilised byJune 30,2026
‘Financing the establishment of new stores and renovation of certain existing stores’ has
been extended,and the said amount shall now be utilised byJune 30,2026
‘Financing the establishment of new stores and renovation of certain existing stores’ has
been extended,and the said amount shall now be utilised byJune 30,2026
Comments of the Audit Committee after review No Comments
Comments of the auditors, if any No Comments
Objects for which funds have been raised and where there has
been a deviation, in the following table
a) Repayment or pre-payment, in full or in part, of all or certain borrowings availed by
the company,
b) Funding working capital requirements of the Company,
c) Financing the establishments of new stores and renovation of certain existing stores,
d) Financing the upgradation of enterprise resource planning software,
e) General Corporate Purposes
No deviation from the objects.
Amount in Rs. Lacs
Original object Modified
object, if any
Original
allocation
Modified allocation, if
any
Funds
utilized
Amount of deviation /
variation
for
the
quarter according to
the applicable object
Remarks, if any


Repayment or pre-payment, in full or
in part, of all or certain borrowings
availed byour Company
Not applicable
2,989.09
N.A. 2,989.09 Not applicable Entire amount was utilized
during the quarter ended
June,2022.

Funding
working
capital
requirements of our Company
Not applicable 23,496.22 N.A. 23,496.22 Not applicable Entire amount was utilized
during the quarter ended
March 31,2024


Financing the establishment of new
stores and renovation of the certain
existing stores
Not applicable
3,327.28
N.A. 2,871.39 Not applicable Proceeds were utilized for
establishment of a new
store according to the list of
revised
locations
for
deploying the unutilized
amounts lying under Object
3 as was recommended by

Amount in Rs. Lacs

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the Audit Committee and
the Board of Directors of
the Company vide meetings
held on January18,2024.
Financing the upgradation of ERP Not applicable
198.01
N.A. 198.01 Not applicable Entire amount has been
utilized
for this
object
during the quarter ended
September 30,2024
General corporate purpose Not applicable 3,609.87*
3,958.35*

3,958.35
Not applicable Entire amount has been
utilized
for this
object
during the quarter ended
March 31,2024
Total 33,620.47 3,958.35 33,503.06

*The amount utilised for general corporate purposes does not exceed 25% (Rs 9,375 lakh) of the Gross Proceeds from the fresh Issue.

Note 1: The actual cost incurred by the Company towards offer related expenses is lower against the estimated cost disclosed in the final offer document. Hence, the surplus proceeds available from offer expenses is added to GCP during the quarter ended September 30, 2022, and March 31, 2023, in following manner:

Particulars Amount(Rs in lakh)
Netproceeds asperprospectus 33,620.47
Add: Surplusfrom offer expenses added to GCP during thequarter ended September 30, 2022 347.92
Revised Net Proceeds as at thequarter ended December 31, 2022 33,968.39
Add: Surplus from offer expenses added to GCP during the quarter ended March 31,2023 0.56
Revised Net Proceeds 33,968.95
Revised GCP 3,958.35

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Deviation or variation could mean:

  • (a) Deviation in the objects or purposes for which the funds have been raised or

  • (b) Deviation in the amount of funds actually utilized as against what was originally disclosed or

  • (c) Change in terms of a contract referred to in the fund-raising document i.e., prospectus, letter of offer, etc.

SHUBHAM KANDHWAY

Digitally signed by SHUBHAM KANDHWAY Date: 2025.11.08 15:36:04 +05'30'

______ Name of the Signatory : Shubham Kandhway Designation : Company Secretary and Compliance Officer

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