LIPPI SYSTEMS LIMITED
Translating Vision into Reality
May 18, 2026

To,
BSE Limited,
25th Floor,
PJ Towers, Dalal Street, Fort,
Mumbai - 400 001

Scrip Code: 526604

Sub: Outcome of the meeting of the Board of Directors held on Monday, May 18, 2026.
Ref: Regulation 30 of the Securities and Exchange Board of India (Listing Obligation and Disclosure Requirement) Regulation, 2015.

Dear Sir/Madam,

With reference to above subject and in compliance with Regulation 30 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, we hereby submit the outcome of the Meeting of the Board of Directors held today i.e., Monday, May 18, 2026, at 6.00 p.m. and concluded on 10.30 p.m. inter alia considered and approved the following:

Increase in Authorized Share Capital of the Company from Rs.10,00,00,000/- (Rupees Ten Crores Only) to Rs.15,00,00,000/- (Rupees Fifteen Crores Only) by creation of additional Rs.5,00,00,000 (Rupees Five Crores Only) Equity Shares having face value of Rs.10/- (Rupee Ten each) and consequent amendment to clause V of the Memorandum of Association of the Company subject to necessary approval of Shareholders and Regulatory Authorities, if any.

Further, the details required under the Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 read with SEBI/HO/49/14/14(7)2025-CFD-POD2/1/3762/2026 dated 30th January 2026 as follows:

S. No	Details required	Our Comments
1.	Amendments in Memorandum of Association.	Amendment in Capital Clause V of the Memorandum of Association of the Company pursuant to the increase in Authorized Share Capital of the Company.
Amended Clause V: The Authorized Share Capital of the Company is Rs. 15,00,00,000/- (Rupees Fifteen Crores only) divided into 1,50,00,000 (One Crore Fifty Lacs) Equity Shares of face value of Rs. 10/- (Rupees Ten only) each of the Company.
There are no changes except above in the Capital Clause of the Memorandum of Association.

Regd. Office: 601 & 602, 6th Floor, Shaligram Corporate, Nr. Dishman House, Iscon – Ambli Road, Ahmedabad – 380058.
Telephone : 079-35219264, Email : [email protected], Website : www.lippisystems.com
CIN: L22100GJ1993PLC020382

LIPPI SYSTEMS LIMITED
Translating Vision into Reality

Considered and approved to issue 65,00,000 (Sixty-Five Lakhs) Warrants convertible into equity shares on preferential basis ("Preferential Issue") at the price of Rs. 56.84/- per warrant determined under Regulation 166A read with Regulation 164 of SEBI (Issue of Capital and Disclosure Requirement) Regulations, 2018 on preferential basis under the terms of SEBI (Issue of Capital and Disclosure Requirement) Regulations, 2018 subject to approval of Shareholders, and other necessary approvals. The names of the proposed allottees are as under:

Sr. No.	Name of Proposed Allottees	Category	No. of warrants (upto)
1	Vinesh Shivji Dholu	Currently: Non-Promoter
Post Open Offer: Promoter	19,50,000
2	Jagdish Shivji Dholu	Currently: Non-Promoter
Post Open Offer: Promoter	19,50,000
3	Shivji Karamrashi Dholu	Currently: Non-Promoter
Post Open Offer: Promoter and Promoters Group	6,50,000
4	Jagruti Vinesh Dholu	Currently: Non-Promoter
Post Open Offer: Promoter and Promoters Group	9,75,000
5	Parul Jagdish Dholu	Currently: Non-Promoter
Post Open Offer: Promoter and Promoters Group	9,75,000
Total			65,00,000

Noting of the Valuation Report submitted by M/s Procurve Valux Private Limited being an Independent Registered Valuer Entity (IBBI Registration No. IBBI/RV-E/02/2025/218), for calculation of Minimum Floor Price as per SEBI ICDR Regulations.
Fixed, May 15, 2026 being the date 30 days prior to the date of passing of resolution at the ensuing EGM to be held on 14th June, 2026, being the Relevant Date in relation to the issue of Warrants in accordance with SEBI ICDR Regulations.
The Board also took note of the Share Purchase Agreement ("SPA") entered into by Mr. Nandlal J. Agrawal, Mr. Kunal Nandlal Agrawal, Mrs. Shashikalaben Nandlal Agrawal, and Mrs. Neha Sumit Sanghvi ("Promoters") who agreed to sell 35,67,969 Equity Shares representing 50.97% of the present paid up equity share capital of the Company to Mr. Vinesh Shivji Dholu, Mr. Jagdish Shivji Dholu, Mr. Shivji Karamrashi Dholu, Mrs. Jagruti Vinesh Dholu and Mrs. Parul Jagdish Dholu [collectively referred to as "Acquirers"]. Pursuant to the SPA the Acquirers have triggered the obligation to make Open Offer in terms of Regulation 3(1) and Regulation 4 of Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011.

LIPPI SYSTEMS LIMITED

Translating Vision into Reality

Approved the draft Notice of Extra Ordinary General Meeting to be held on 14th day, June, 2026 at Registered office of the company.
Appointment of CS ROOPAL PATEL, Practising Company Secretary as scrutinizer of Extra Ordinary General Meeting.

Kindly take the same on your records.

Thanking you,

Yours faithfully,

For Lippi Systems Limited

NANDLAI, JAIGOPAL
AGRAWAL

Digitally signed by NANDLAI, JAIGOPAL AGRAWAL
Date: 2026.03.18 22:53:12 +05'30'

Nandlal Jaigopal Agrawal
Managing Director
DIN: 00336556

Regd. Office: 601 & 602, 6th Floor, Shaligram Corporate, Nr. Dishman House, Iscon – Ambli Road, Ahmedabad – 380058.

Telephone: 079-35219264, Email: [email protected], Website: www.lippisystems.com

CIN: L22100GJ1993PLC020382

LIPPI SYSTEMS LIMITED
Translating Vision into Reality
May 18, 2026

To, BSE Limited,
25th Floor,
PJ Towers, Dalal Street, Fort,
Mumbai - 400 001

Scrip Code: 526604

Subject: Disclosure under regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015- Issue of Warrants under Preferential Issue

Dear Sir/Madam,

In Compliance with regulation 30 read with Part A of Schedule III of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Board of Directors in their meeting held on Monday, May 18, 2026 which was commenced at 6.00 p.m. and concluded at 10.30 p.m. decided to issue upto 65,00,000 (Sixty Lakhs) Warrants at the price of Rs. 56.84/- per warrant determined under Regulation 166A read with Regulation 164 of SEBI (Issue of Capital and Disclosure Requirement) Regulations, 2018 on preferential basis subject to necessary approvals.

Kindly take the same on records.

Thanking you,

Yours faithfully,

For Lippi Systems Limited

NANDLAL JAIGOPAL AGRAWAL
Digitally signed by NANDLAL JAIGOPAL AGRAWAL
Date: 2026.05.18 22:32:34 +97.97

Nandlal Jaigopal Agrawal
Managing Director
DIN: 00336556

Encl.: A/a

LIPPI SYSTEMS LIMITED

Translating Vision into Reality

Annexure-I

(Details required under Regulation 30 read with Part A of Schedule III of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015)

Sr. No.	Particulars of Material Event
1	Type of Securities proposed to be issued: Issue of upto 65,00,000 (Sixty-Five Lakhs) Warrants convertible into Equity Shares on Preferential.
2	Type of Issuance: Preferential Allotment.
3	Total number of securities proposed to be issued or the total amount for which the securities will be issued (approximately): 65,00,000 (Sixty-Five Lakhs) Warrants at a price of Rs._56.84 (Rupees Fifty Six and Eighty Four Paise) per Warrant (“Per Warrant Price”) aggregating to Rs.36,94,60,000/-(Rupees Thirty-Six Crores Ninety Four Lakhs Sixty Thousands Only).
4	Details to be furnished in case of preferential issue: i. Name of Allottees under Preferential issue:
	Vinesh Shivji Dholu		Currently: Non-Promoter Post Open Offer: Promoter
	Jagdish Shivji Dholu		Currently: Non-Promoter Post Open Offer: Promoter
	Shivji Karamrashi Dholu		Currently: Non-Promoter Post Open Offer: Promoter
	Jagruti Vinesh Dholu		Currently: Non-Promoter Post Open Offer: Promoter
	Parul Jagdish Dholu		Currently: Non-Promoter Post Open Offer: Promoter
5	ii. Post allotment of securities - outcome of the subscription, issue price/allotted price (in case of convertibles), number of investors Outcome of the Subscription:
	Name of Allottee (s)#	Pre Issue Equity Holding	No. of Shares allotted upon conversion of warrants	Post Open Offer@	Post open offer and Preferential Issue Equity Holding after exercise of warrants##

Regd. Office: 601 & 602, 6th Floor, Shaligram Corporate, Nr. Dishman House, Iscon – Ambli Road, Ahmedabad – 380058.

Telephone: 079-35219264, Email: [email protected], Website: www.lippisystems.com

CIN: L22100GJ1993PLC020382

LIPPI SYSTEMS LIMITED
Translating Vision into Reality

Particulars of Material Event
	No. of Shares	%		No. of Shares	No. of Shares*	%
Vinesh Shivji Dholu	0	0.00	19,50,000	10,70,391	30,20,391	22.37
Jagdish Shivji Dholu	0	0.00	19,50,000	10,70,391	30,20,391	22.37
Shivji Karamrashi Dholu	0	0.00	6,50,000	3,56,797	10,06,797	7.46
Jagruti Vinesh Dholu	0	0.00	9,75,000	5,35,195	15,10,195	11.19
Parul Jagdish Dholu	0	0.00	9,75,000	5,35,195	15,10,195	11.19
(#) In the post issue shareholding, the proposed allottees, [collectively referred to as “Acquirers”], will be included in the promoter & promoter group category. (##) The post shareholding may change depending upon the number of shares tendered by the existing Public Shareholders in the Open Offer. These include the shares to be transferred to the Acquirers pursuant to the Share Purchase Agreement dated 18th, May, 2026 and the shares to be accepted in the Takeover open offer made by the proposed allottees [collectively referred to as “Acquirers”]. @Assuming full acceptance of Open Offer Shares offered to the public shareholders of the Company. *Assuming full acceptance of Open Offer Shares offered to the public shareholders of the Company and fully conversion of warrants. Issue Price/Allotted Price (in case of convertibles): Warrants at a price of Rs.56.84/- (Rupees Fifty-Six and Eighty-Four Paise Only) per Warrant (“Per Warrant Price”) Number of Investors: There are 5 (Five) Allottees who are being issued warrants by way of this Preferential Allotment. In case of Convertibles-Intimation on conversion of securities or on lapse of the tenure of the instrument:

Regd. Office: 601 & 602, 6th Floor, Shaligram Corporate, Nr. Dishman House, Iscon - Ambli Road, Ahmedabad - 380058.
Telephone: 079-35219264, Email: [email protected], Website: www.lippisystems.com
CIN: L22100GJ1993PLC020382

LIPPI SYSTEMS LIMITED

Translating Vision into Reality

Sr. No.	Particulars of Material Event
	The tenure of the warrants shall not exceed 18 (eighteen) months from the date of allotment. Each warrant shall carry a right to subscribe 1 (one) Equity Share per warrant, which may be exercised in one or more tranches during the period commencing from the date of allotment of warrants until the expiry of 18(eighteen) months from the date of allotment of the warrants.

An amount equivalent to 25% of the Warrant Issue Price shall be payable to the Company at the time of subscription and allotment of each Warrant and the balance 75% shall be payable by the Warrant holder(s) on the exercise of Warrant(s);
Further the proposed allottees confirmed that they will not opt for conversion of warrants into equity shares within 3 (Three) months from the closure of the Tendering Period of the Offer.
In the event that, a warrant holder does not exercise the warrants within a period of 18 (Eighteen) months from the date of allotment of such warrants, the unexercised warrants shall lapse, and the amount paid by the warrant holders on such Warrants shall stand forfeited by the Company. |

For Lippi Systems Limited

NANDLAL JAIGOPAL AGRAWAL
Digitally signed by NANDLAL JAIGOPAL AGRAWAL
Date: 2026.05.18 22:32:55 +05'30'

Nandlal Jaigopal Agrawal
Managing Director
DIN: 00336556

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Annexure-I

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