IRB Infrastructure Developers Limited — Capital/Financing Update 2025

Dec 24, 2025

Date: December 24, 2025

To, Corporate Relationship Department, Listing Department, BSE Limited National Stock Exchange of India Limited Phiroze Jeejeebhoy Towers Exchange Plaza, C-1 Block G, Dalal Street, Mumbai 400 001 Bandra Kurla Complex, Bandra (E), Mumbai 400 051

Dear Sir / Ma’am,

Ref: Scrip Code: 532947, Symbol: IRB

Sub – Execution of Letter Agreement - Disclosure under Regulation 30 of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended (“SEBI Listing Regulations”)

In furtherance of our letters dated November 30, 2021 and December 31, 2021 and in accordance with Regulation 30 read with Part A of Schedule III of the SEBI Listing Regulations, we hereby inform you that the Company has executed a letter agreement dated December 24, 2025 (“ Letter Agreement ”) in relation to the share subscription agreement as disclosed in our letter dated November 30, 2021 then executed by and among the Company, Bricklayers Investment Pte. Ltd. (“ GIC ”), Mr. Virendra D. Mhaiskar, IRB Holding Private Limited and certain other members of the Promoter and Promoter Group of the Company.

The details of the Letter Agreement required to be disclosed pursuant to Regulation 30 of the SEBI Listing Regulations read with SEBI circular no. SEBI/HO/CFD/PoD2/CIR/P/0155 dated November 11, 2024, are annexed herewith as Annexure I.

We request you to kindly take the above on record.

For IRB Infrastructure Developers Limited

Mehulkuma Digitally signed by Mehulkumar r Natwarlal Natwarlal Patel Patel Date: 2025.12.24 18:20:11 +05'30'

Mehul Patel Company Secretary

Annexure – 1

Details of the Letter Agreement

		Annexure – 1Details of the Letter Agreement
a)	name(s) of parties withwhom the agreement isentered;	The following persons are parties to the Letter Agreement:(i)IRB Infrastructure Developers Limited(ii)Bricklayers Investment Pte. Ltd.(iii)Mr. Virendra D. Mhaiskar(iv)IRB Holding Private Limited(v)Mrs. Deepali Mhaiskar(vi)VirendraD.Mhaiskar HUF
b)	purpose of entering intothe agreement;	Please refer to the section titled_‘Details of amendment and impact__thereof / reasons for termination and impact thereof’_of paragraph(i) below.
c)	shareholding, if any, inthe entity with whomtheagreementisexecuted;	Nil
d)	significant terms of theagreement(inbrief)special rights like righttoappointdirectors,firstrighttosharesubscription in case ofissuance of shares, rightto restrict any change incapital structure etc.;	Nil
e)	Whether the said partiesarerelatedtopromoter/promotergroup/ group companiesin any manner. If yes,nature of relationship;	The parties to the Letter Agreement include certain members of thepromoter and promoter group of the Company.
f)	whether the transactionwouldfallwithinrelatedpartytransactions?Ifyes,whether the same isdone at“arm’s length”	No
g)	in case of issuance ofshares to the parties,details of issue price,class of shares issued;	Not Applicable
h)	any other disclosuresrelatedtosuchagreements, viz., detailsof nominee on the board	Nil

		of directors of the listedentity, potential conflictof interest arising out ofsuchagreements, etc.;
	i)	in case of termination or amendment of agreement, listed entity shall disclose additional detailsto the stock exchange(s):
		i. name of parties to theagreement;	The following persons are parties to the Letter Agreement:(i)IRB Infrastructure Developers Limited(ii)Bricklayers Investment Pte. Ltd. (“GIC”)(iii)Mr. Virendra D. Mhaiskar(iv)IRB Holding Private Limited(v)Mrs. Deepali Mhaiskar(vi)Virendra D. Mhaiskar HUF(iii) to (vi) are individually referred to as “Promoter” andcollectively referred to as the “Promoter Group”.
		ii. natureoftheagreement;	Letter Agreement varying certain terms of the share subscriptionagreement as referred above.
		iii. date of execution ofthe agreement;	December 24, 2025
		iv. details of amendmentand impact thereof orreasonsofterminationandimpact thereof.	Waiver and release by GIC of certain obligations of the Promoterand the Promoter Group under the share subscription agreement, asreferred above, executed by and among the Company, GIC and thePromoter Group and the terms and conditions thereof.