Ion Exchange (India) Ltd — M&A Activity 2023

Mar 24, 2023

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24[th] March, 2023

To, Department of Corporate Services BSE Limited P. J. Towers, Dalal Street, Mumbai - 400 001 BSE Scrip Code: 500214

To, Listing Department National Stock Exchange of India Limited Exchange Plaza, Bandra Kurla Complex, Bandra (East), Mumbai – 400 051 NSE Symbol: IONEXCHANG

Dear Sir/Madam,

Sub.: Outcome of Board Meeting

The Board of Directors of Ion Exchange (India) Limited (“IEIL”/ “the Company”) at its Meeting held on 23[rd] March 2023, has considered and approved a Scheme of Amalgamation ("the Scheme") for merger of Ion Exchange Projects and Engineering Limited (“IEPEL”) subsidiary Company with the Company.

The Scheme is subject to necessary statutory and regulatory approvals including the approvals of the National Company Law Tribunal/other regulatory authority and the respective Shareholders of each of the companies involved in the Scheme.

We enclose herewith as Annexure 1 the details required under Regulation 30 of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 read with SEBI Circular No. CIR/CFD/CMD/4/2015 dated September 9, 2015 for the above-mentioned Scheme.

We request you to take the same on record.

Thanking You,

Yours truly, For Ion Exchange (India) Limited

MILIND Digitally signed by MILIND DATTATRAYA DATTATRAY PURANIK Date: 2023.03.24 A PURANIK 10:00:44 +05'30'

Milind Puranik Company Secretary Encl.: as above

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ANNEXURE 1

Disclosure of information pursuant to Regulation 30 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 read with SEBI Circular No. CIR/CFD/CMD/4/2015 dated September 9, 2015

Sr. No	Particulars			Remarks
1	Name of the entity(ies) forming part of the Scheme, details in brief such as, size, turnover etc.				Total Revenue from operations as on March 31, 2022 (Rs. In Lakhs) 150,936.23 2,462.43
			Particulars	Net Worth as on March 31, 2022 (Rs. In Lakhs)	Total Revenue from operations as on March 31, 2022 (Rs. In Lakhs)
			Ion Exchange (India) Limited (‘IEIL’ or ‘Transferee Company’)	76,741.61	150,936.23
			Ion Exchange Projects and Engineering Limited (‘IEPEL’ or ‘Transferor Company’)	(1,109.69)	2,462.43
2	Whether the transaction would fall within related party transactions? If yes, whether the same is done at arms-length		Yes, the transaction would fall within related party transactions. IEPEL is the subsidiary of IEIL. All the transactions between IEPEL & IEIL are done at arms-length.
3	Area of business of the entity(ies) involved; / Industry to which the entities belong		• IEPEL is into the business of execution of large EPC projects related to water treatments and provide design, supply, erection and commissioning of projects in industries related to power, steel, petrochemical and other sectors. • IEIL offers a wide range of solutions across the water cycle from pre-treatment to process water treatment, waste-water treatment, recycle, zero liquid discharge, sewage treatment, packaged drinkingwater,sea water desalination etc

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|||||||
|---|---|---|---|---|---|
|Sr.|Particulars|Remarks|
|No|
|4|Rationale for|The rationale for proposed amalgamation of IEPEL with the|
|amalgamation/ merger|Company|inter-alia|includes the following:|
|/Scheme|
|•|Economies of scale, greater integration, greater flexibility, most|
|effective network and greater market reach for the amalgamated|
|entity and will improve the competitive position of the|
|combined entity.|
|•|Operational synergies to the amalgamated entity which can be|
|put to the best advantage of the stakeholders.|
|•|Reduce managerial overlaps which are necessarily involved in|
|running multiple entities.|
|•|Achieve simplified corporate structure, by way of reducing the|
|number of entities in the group.|
|•|Elimination of duplication of administrative expenses and|
|enabling cost savings.|
|•|Carrying on and conducting the business more efficiently and|
|advantageously, ensuring more productive and optimum|
|utilization of various resources.|
|5|In|case|of|cash|No cash consideration|
|consideration – amount|
|or|otherwise|share|71 (Seventy-one) Equity shares of IEIL of INR 10 each fully paid up|
|exchange ratio;|for every 21,200 (Twenty–One Thousand Two hundred) Equity|
|shares of IEPEL of INR 10 each fully paid up.|
|6|Brief details of change in|Upon the Scheme becoming effective, Ion Exchange (India) Limited|
|shareholding pattern (if|will issue equity shares (in the share exchange ratio as mentioned in|
|any) of listed entity.|point above) to the shareholders of Ion Exchange Projects and|
|Engineering Limited as on the record date.|

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|||
|---|---|
|Digitally signed by|
|MILIND|MILIND|
|DATTATRAYA|
|DATTATRAY|
|PURANIK|
|A PURANIK|Date: 2023.03.24|
|10:01:27 +05'30'|

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