PDS LIMITED — Capital/Financing Update 2024

Aug 27, 2024

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PDS/SE/2024-25/60

August 27, 2024

Listing Department National Stock Exchange of India Limited Exchange Plaza, C-1 Block G, Bandra Kurla Complex, Bandra (E), Mumbai -400 051 Scrip Symbol: PDSL	Corporate Relationship Department BSE Limited Phiroze Jeejeebhoy Towers, Dalal Street, Mumbai- 400001 Scrip Code: 538730

• Re: Qualified Institutions Placement of Equity Shares of the face value of ₹ 2 each (the “Equity Shares”) to eligible qualified institutional buyers by PDS Limited (the “Company”) under the provisions of Chapter VI of Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018, as amended (the “SEBI ICDR Regulations”), and Sections 42 and 62(1)(c) of the Companies Act, 2013 (including the rules made thereunder), each as amended (the “Issue”)

Sub: Outcome of the decision of the Fund Raising Committee

Dear Sir / Madam,

With reference to the matter referred above and pursuant to Regulations 30 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended (the “ SEBI Listing Regulations ”), we wish to state as under:

The Issue was opened on August 22, 2024, and the same was intimated to you vide our letter dated August 22, 2024. We wish to inform you that the Fund Raising Committee by way of circular resolution dated August 27, 2024, has, inter alia, considered and passed the following resolutions:

• a. closure of the Issue today, i.e., August 27, 2024, pursuant to the receipt of application forms and the funds in the escrow account from the eligible qualified institutional buyers (“ QIBs ”) in accordance with the terms of the Issue;

• b. allocation of 80,22,388 Equity Shares at an issue price of ₹536 per Equity Share (including a premium of ₹534 per Equity Share), which takes into account a discount of 4.90% (i.e. ₹27.59 per Equity Share) to the floor price of ₹ 563.59 per Equity Share, determined as per the pricing formula prescribed under Regulation 176(1) of the SEBI ICDR Regulations, for the Equity Shares to be allotted to the eligible QIBs in the Issue;

• c. approving and finalizing the confirmation of allocation note to be sent to the eligible QIBs, intimating them of allocation of Equity Shares pursuant to the Issue;

• d. approving and adopting the Placement Document dated August 27, 2024, in connection with the Issue; and

• e. approving issuance of refund intimation letter to the bidders who are entitled to receive the refund amount, if any.

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A certified copy of the resolution passed by the Fund Raising Committee through circulation is enclosed for your information and records.

We request you to kindly take the same on records for the purpose of dissemination to the stakeholders.

Thanking you,

Yours faithfully, for PDS Limited ABHISHEKH Digitally signed by ABHISHEKH KANOI KANOI Date: 2024.08.27 22:21:32 +05'30' Abhishekh Kanoi Head of Legal & Company Secretary ICSI Membership No.: F-9530

Encl.: As above

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CERTIFIED TRUE COPY OF THE RESOLUTION PASSED BY THE FUND RAISING COMMITTEE OF THE BOARD OF DIRECTORS OF PDS LIMITED THROUGH CIRCULATION ON AUGUST 27, 2024.

“ RESOLVED THAT in respect of the issue of equity shares of face value of ₹2 each of the Company to the eligible qualified institutional buyers pursuant to a qualified institutions placement in terms of the provisions of Chapter VI of the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018, as amended, and Section 42 and Section 62 of the Companies Act, 2013, read with the rules issued thereunder, each as amended (the “ Issue ”), and as approved by the Board of Directors of the Company by way of its resolution dated November 1, 2023, and by the shareholders of the Company by way of the special resolution passed through a postal ballot on December 3, 2023, and as opened pursuant to the resolution passed by the Fund Raising Committee through circulation on August 22, 2024, the Issue be and is hereby declared to be closed on August 27, 2024.”

CERTIFIED TRUE COPY

for PDS Limited

ABHISHEKH Digitally signed by ABHISHEKH KANOI KANOI Date: 2024.08.27 22:22:11 +05'30' Abhishekh Kanoi Head of Legal & Company Secretary ICSI Membership No.: F9530

Address: Unit No.971, Solitaire Corporate Park,

Andheri – Ghatkopar Link Road, Andheri (East), Mumbai – 400093, Maharashtra (India)

Date: August 27, 2024 Place: Mumbai

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