J.K. CEMENT LTD — Capital/Financing Update 2025

Jan 25, 2025

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JKCL/CS/35(SE)/1 of 2025/BM.Outcome	25thJanuary,2025
BSE Ltd. Corporate Relationship Department, Phiroze Jeejeebhoy Towers, Dalal Street, Fort, Mumbai-400001 Scrip Code:532644 (ISIN-INE823G01014) Through BSE Listing Centre	National Stock Exchange of India Ltd., Exchange Plaza, Bandra Kurla Complex, Bandra (E), Mumbai-400051 Scrip Code: JKCEMENT (ISIN-INE823G01014) Through : NEAPS

Dear Sir(s),

Outcome of the Board Meeting Pursuant to the applicable provisions of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (‘Listing Regulations’), we wish to inform you that the Board of Directors of the Company in their Board Meeting (No. 1 of 2025) held today has interalia

1. Considered, approved and taken on record the unaudited standalone and consolidated financial results for the third quarter and nine months ended 31[st] December, 2024 and pursuant to Regulation 33 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (Listing Regulations), we enclose herewith aforesaid Results along with Limited Review Report. A copy of the above is being uploaded on the Company’s website www.jkcement.com and also filed/uploaded on website of BSE and NSE.

2. Accorded in principle approval to sign/execute a Shareholders Agreement (SHA) and Securities Subscription and Purchase Agreement (SSPA) with the Shareholders and also with Saifco Cements Private Limited (‘Saifco’) for acquisition of 60% Equity Shareholding from the existing shareholders of Saifco and also fresh issue by Saifco. The SHA and SSPA would become effective subject to fulfilling/achieving Conditions Precedents (CPs) as per the said SHA and SSPA and Financial and Legal Due Diligence. Upon making of such investment, Saifco will become subsidiary of the Company. Necessary intimation as required under Regulation 30 of SEBI LODR read with SEBI Circular No. CIR/CFD/CMD/4/2015 dt.09.09.2015 is attached as Annexure A. Request you to take the aforesaid information on record.

3. Approved incorporation of a wholly owned Section 8 Company for promoting startups, incubators etc.

The meeting commenced at 12 Noon and concluded at 3:30 P.M.

Kindly take a note of the same and inform the Members accordingly.

Yours faithfully, For J.K. Cement Ltd.,

SHAMBH Digitally signed by SHAMBHU SINGH U SINGH Date: 2025.01.25 16:21:42 +05'30' (Shambhu Singh)

Vice President & Company Secretary . FCS 5836 Encl : As above

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Annexure A

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Sr. No. Details Required Information of such event
1 Name of the target entity, details in Saifco Cements Private Limited (‘Saifco’)
brief such as size, turnover etc. Saifco at present has an Integrated Unit with Clinker
Capacity of 0.26 MnTPA; Grinding Capacity of 0.42
MnTPA. The plant is operational and located at
Village: Khunmoh, Dist: Srinagar, Jammu & Kashmir
State
The transaction is subject to necessary statutory and
regulatory approvals.
Turnover for FY 2023-24 – Rs. 86.30 Cr
Turnover for FY 2022-23 – Rs. 90.20 Cr
Turnover for FY 2021-22 – Rs. 67.63 Cr
2 Whether the acquisition would fall No. JK. Cement Limited and its associates are not
within related party transactions(s) related parties of Saifco and hence the proposed
and whether the promoter/ promoter transaction is not a Related Party Transaction.
group/ group companies have any
interest in the entity being acquired?
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 They are engaged, inter alia, in business of
acquired belongs manufacture and sale of Cement and clinker.
4 Objects and effects of acquisition The acquisition will help the Company expand its
(including but not limited to, footprint into state of Jammu and Kashmir Region etc.
disclosure of reasons for acquisition
of target entity, if its business is
outside the main line of business of
the listed entity)
5 Brief details of any governmental or The acquisition is subject to requisite approvals.
regulatory approvals required for the
acquisition
6 Indicative time period for The transaction is subject to Legal and Financial due
completion of the acquisition diligence and completion of conditions precedent. The
transaction would likely to be completed in maximum
next six months
7 Nature of consideration- whether The consideration shall be in the form of Enterprise
cash consideration or share swap and Value for 60% stake is Rs 174 crore
details of the same
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