ITC Ltd — M&A Activity 2026

May 19, 2026

ITC Limited
Virginia House
37 J. L. Nehru Road
Kolkata 700 071, India
Tel.: 91 33 2288 9371
Fax: 91 33 2288 2258 / 2259 / 2260

19th May, 2026

The Manager
Listing Department
National Stock Exchange of India Ltd.
Exchange Plaza, Plot No. C-1, G Block
Bandra-Kurla Complex, Bandra (East)
Mumbai 400 051

The General Manager
Dept. of Corporate Services
BSE Ltd.
P. J. Towers, Dalal Street
Mumbai 400 001

Dear Sirs,

Acquisition of shares of Mother Sparsh Baby Care Private Limited

Further to our letters dated 17th April, 2025 and 21st May, 2025, we write to advise that the Company today has acquired, in the second tranche, 1,681 Equity Shares of ₹ 10/- each (through secondary purchase) of Mother Sparsh Baby Care Private Limited ('Mother Sparsh'); confirmation to this effect has been received by the Company at 3.00 p.m.

Consequent to the above, the Company’s shareholding in Mother Sparsh aggregates 49.32% of its share capital (on a fully diluted basis).

Enclosed please find the relevant disclosure pursuant to Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 read with the SEBI Master Circular dated 30th January, 2026.

Yours faithfully,

ITC Limited

RAJENDRA KUMAR SINGHI
Digitally signed by RAJENDRA KUMAR SINGHI
Date: 2026.05.19 15:33:19 +05'30'

(R. K. Singhi)
Executive Vice President & Company Secretary

Enclosed: a/a

FMCG • PAPERBOARDS & PACKAGING • AGRI-BUSINESS • INFORMATION TECHNOLOGY
Visit us at www.itcportal.com • Corporate Identity Number : L16005WB1910PLC001985 • e-mail : enduringvalue@itc.in

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Enduring Value

cc: Securities Exchange Commission
Division of Corporate Finance
Office of International Corporate Finance
Mail Stop 3-9
450 Fifth Street
Washington DC 20549
U.S.A.

cc: Societe de la Bourse de Luxembourg
35A Boulevard Joseph II
L-1840 Luxembourg

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Enduring Value

Sl. No.	Particulars	Disclosures
1.	Name of the target entity	Mother Sparsh Baby Care Private Limited ('Mother Sparsh').
2.	Whether the acquisition would fall within related party transaction(s)?	No; the shares of Mother Sparsh have been acquired through secondary purchase from the existing shareholders of that company.
	Whether the promoter / promoter group / group companies have any interest in the entity being acquired?	The Company does not have any promoter / promoter group. The group companies of the Company do not have any interest in Mother Sparsh.
	If yes, nature of interest and details thereof and whether the same is done at ‘arm’s length’
3.	Industry to which the entity being acquired belongs	Personal care.
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)	As advised earlier, the acquisition is in line with the Company’s strategy to build a future ready suite of products that serve evolving consumer needs.
5.	Brief details of any governmental or regulatory approvals required for the acquisition	None.
6.	Indicative time period for completion of the acquisition	The Company has today, i.e., on 19th May, 2026, completed acquisition of 1,681 Equity Shares of Mother Sparsh (second tranche), as per Transaction Documents executed on 17th April, 2025.
7.	Consideration - whether cash consideration or share swap or any other form and details of the same	Cash.
8.	Cost of acquisition and / or the price at which the shares are acquired	~ ₹ 30 crores.
9.	Percentage of shareholding / control acquired and / or number of shares acquired	Post the above, the Company’s shareholding in Mother Sparsh has increased from 39.47% to 49.32% of its share capital (on a fully diluted basis).

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Enduring Value

Sl. No.	Particulars	Disclosures
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)	Mother Sparsh is a premium ayurvedic and natural personal care start-up, with focus on baby personal care, health & hygiene and expert baby care. Other details are as follows:
		Products / line of business of the target entity	As stated above
		Date of incorporation	5th February, 2016
		Last 3 years' turnover	2025-26 ₹ 138.5 crores
			2024-25 ₹ 80.9 crores *
			2023-24 ₹ 58.7 crores
		Country of operations	India
*figures have been restated on account of reclassification of certain expenses.