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Garuda Construction and Engineering Limited Capital/Financing Update 2025

Nov 7, 2025

59637_rns_2025-11-07_2305a005-9168-4b12-9f90-0bd74cc75001.pdf

Capital/Financing Update

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November 7, 2025

BSE Limited National Stock Exchange of India Limited Dept of Corporate Services, The Listing Department, Phiroze Jeejeebhoy Towers, Exchange Plaza, Dalal Street, Fort, Bandra Kurla Complex, Mumbai – 400 001 Mumbai – 400 051 Scrip Code: 544271 Symbol: GARUDA

Dear Sir/Madam,

Sub: Outcome of the Board Meeting of Garuda Construction and Engineering Limited (“Company”) held today i.e. November 7, 2025.

In terms of Regulation 30 and other applicable provision of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, read with related circulars and notifications, following matters were approved by the Board of Directors in its meeting held today, i.e. November 7, 2025:

  • a) Raising of funds through issuance of Equity Shares of the Company having face value of ₹ 5 each, for an aggregate amount not exceeding ₹ 500 Crores (Rupees Five Hundred Crore only) (inclusive of such discount or premium to market price or prices permitted under applicable law) by way of qualified institutions placement (‘QIP’) in one or more tranches, subject to such regulatory/statutory approvals as may be required and the approval of shareholders of the Company;

  • b) Constitution of a committee of the Board of Directors of the Company (“ QIP Committee ”) for dealing with all matters pertaining to the proposed fund raising;

  • c) Increase in the Authorised Share Capital of the Company from ₹50,00,00,000 (Rupees Fifty Crore only) divided into 10,00,00,000 (Ten Crore) equity shares of ₹ 5 (Rupees Five only) each to ₹80,00,00,000 (Rupees Eighty Crores only) by creation of additional 6,00,00,000 (Six Crore) equity shares of ₹ 5 (Rupees Five only) each and consequent amendment in the Capital Clause (Clause V) of Memorandum of Association of the Company, subject to approval of the shareholders of the Company; and

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  • d) Issuance of notice of Extraordinary General Meeting for seeking approval of the shareholder with respect to the proposed fund raising and alteration of Memorandum of Association.

The details, as required to be disclosed under Regulation 30 read with SEBI circular no. SEBI/HO/CFD/PoD2/CIR/P/0155 dated November 11, 2024 are also enclosed as annexure.

The meeting of the Board of Directors commenced at 1.30 pm (IST) and concluded at 2.30 pm (IST).

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

We request you to take the above information on record.

For Garuda Construction and Engineering Limited

PRAVIN KUMAR Digitally signed by BRIJENDRA PRAVIN KUMAR KUMAR BRIJENDRA AGARWAL KUMAR AGARWAL

Pravin Kumar Brijendra Kumar Agarwal

Managing Director and Chairman

DIN: 00845482

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Annexure A

RAISING OF FUNDS THROUGH ISSUE OF EQUITY SHARES

S.
No.
Particulars Details
1 Type of securities proposed to be issued
(viz., equity shares, convertibles, etc.
Equity Shares in accordance with
applicable law, in one or more
tranches.
2 Type of issuance (further public offering,
rights issue, depository receipts (ADR /
GDR), qualified institutions placement,
preferential allotment etc.)
Qualified Institutions Placements (“₹
500 Crores (Rupees Five Hundred
Crores only)”) in accordance with the
provisions of Chapter VI of the
Securities and Exchange Board of
India (Issue of Capital and Disclosure
Requirements) Regulations, 2018,
Section 42 and other applicable
provisions of the Companies Act,
2013, the Companies (Prospectus and
Allotment of Securities) Rules, 2014
and other applicable laws, or through
any other permissible mode and/or
combination thereof as may be
considered
appropriate
under
applicable law.
3 Total number of securities proposed to be
issued or the total amount for which the
securities will be issued (approximately)
Equity Shares, Up to an aggregate
amount not exceeding ₹ 500 Crores
(Rupees Five Hundred Crores only)
or an equivalent amount thereof
(inclusive of such premium as may be
fixed on such Equity Shares) at such
price or prices as may be permissible
under applicable law.
4 In case of preferential issue the listed entity
shall disclose the following additional
details to the stock exchange(s)
Not Applicable
5 In case of bonus issue the listed entity shall
disclose the following additional details to
the stock exchange(s)
Not Applicable
6 In case of issuance of depository receipts
(ADR/GDR) or FCCB the listed entity shall
disclose following additional details to the
stock exchange(s)
Not Applicable

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7 In case of issuance of debt securities or other
non-convertible securities the listed entity
shall disclose following additional details to
the stock exchange(s)
Not Applicable
8 Any cancellation or termination of proposal
for issuance of securities including reasons
thereof
Not Applicable

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Annexure B

AMENDMENT TO MEMORANDUM OF ASSOCIATION PERTAINING TO INCREASE IN AUTHORISED SHARE CAPITAL

Existing Clause V i.e. Capital Clause

The Authorised Share Capital of the Company is ₹50,00,00,000 (Rupees Fifty Crore only) consisting of 10,00,00,000 (Ten Crore) equity shares of ₹ 5 (Rupees Five only) each with power to the Board to divide the shares in the capital for the time being into several classes and to attach thereto respectively such preferential, deferred, qualified or special rights, privileges or conditions as may be determined by or in accordance with the Articles of Association of the Company and to vary, modify, amalgamate or abrogate any such rights, privileges or conditions in such manner as may be for the time being provided by the Articles of Association of the Company.

Proposed Clause V i.e. Capital Clause

The Authorised Share Capital of the Company is ₹80,00,00,000 (Rupees Eighty Crores Only) consisting of 16,00,00,000 (Sixteen Crore) equity shares of ₹ 5 (Rupees Five only) each with power to the Board to divide the shares in the capital for the time being into several classes and to attach thereto respectively such preferential, deferred, qualified or special rights, privileges or conditions as may be determined by or in accordance with the Articles of Association of the Company and to vary, modify, amalgamate or abrogate any such rights, privileges or conditions in such manner as may be for the time being provided by the Articles of Association of the Company.

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