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Rose Merc.Limited M&A Activity 2025

Mar 20, 2025

63782_rns_2025-03-20_8b4573eb-75eb-49be-a153-a66addf9c1b9.pdf

M&A Activity

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Date: March 20, 2025

To, Corporate Relationship Department BSE Limited Phiroze Jeejeebhoy Towers, Dalal Street, Fort, Mumbai - 400001

Kind Attention: Corporate Relationship Department

BSE Script Code: 512115 Scrip ID: ROSEMER

Subject: Intimation pursuant to Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) - Regulations, 2015 Update on Acquisition

Dear Sir/ Madam,

Pursuant to Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and in continuation to our announcement made on May 07, 2024 regarding Rahi Pakhle RM Private Limited, March 12, 2025 regarding Moda Orama Ventures Private Limited and May 06, 2024 regarding Jadhav Rose Merc Sports Private Limited, we wish to inform that Rahi Pakhle RM Private Limited, Moda Orama Ventures Private Limited and Jadhav Rose Merc Sports Private Limited has now become subsidiaries of Rose Merc Limited (“ Rose Merc ”) pursuant to the acquisition of control by Rose Merc.

The detailed disclosure as required under Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 read with SEBI Circular No. SEBI/HO/CFD/CFD-PoD-1/P/CIR/2023/123 dated July 13, 2023 for aforesaid is enclosed as Annexure A .

We request to take on record the aforesaid and acknowledge the receipt of the same.

Thanking You, Yours Faithfully For ROSE MERC LIMITED Digitally signed by Vaishali Vaishali Parkar Kumar Parkar Kumar Date: 2025.03.20 17:50:49 +05'30'

Vaishali Parkar Kumar Executive Director DIN: 09159108

Annexure A

Disclosure under Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 read with SEBI Circular No. SEBI/HO/CFD/CFD-PoD-1/P/CIR/2023/123 dated July 13, 2023.

Particulars Details Details Details Name of the Target Entity, Rahi Pakhle RM Private Moda Orama Ventures Jadhav Rose Merc Sports details in brief such as size, Limited has been Private Limited has been Private Limited has been turnover etc. incorporated by Ms. Rahi incorporated by Mr. Sudhir incorporated by Mr. Dattatray Nitin Pakhle and Rose Merc. Vaman Padiyar and Rose Rajaram Jadhav, Mrs. Dipali Rose Merc holds 50% of the Merc. Rose Merc holds 50% Dattatray Jadhav and Rose paid up share capital of the of the paid up share capital of Merc. Rose Merc holds 49% Company and has acquired the Company and has of the paid up share capital of control through appointment acquired control through the Company and has of majority nominee directors appointment of majority acquired control through of Rose Merc on the Board of nominee directors of Rose appointment of majority the Company. Merc on the Board of the nominee directors of Rose Company. Merc on the Board of the Considering the Company is Company.

Considering the Company is newly incorporated, it is yet to close its First Financial Year and hence details of Size, Turnover are not available.

Considering the Company is newly incorporated, it is yet to close its First Financial Year and hence details of Size, Turnover are not available.

Turnover: NIL

Whether the acquisition Not a related party would fall within related transaction. The Promoter/ party transaction(s) and Promoter Group/ Group whether the promoter/ Companies do not have any promoter group/ group interest in Rahi Pakhle RM companies have any interest Private Limited. in the entity being acquired? If yes, nature of interest and details thereof and whether the same is done at “arm’s length”. Industry to which the entity Sports industry being acquired belongs

Not a related party Not a related party Not a related party transaction. The Promoter/ transaction. The Promoter/ transaction. The Promoter/ Promoter Group/ Group Promoter Group/ Group Promoter Group/ Group Companies do not have any Companies do not have any Companies do not have any interest in Rahi Pakhle RM interest in Moda Orama interest in Jadhav Rose Merc Private Limited. Ventures Private Limited. Sports Private Limited. Sports industry Event Planning and Sports industry Management in fashion related industry

Details
Jadhav
Rose
Merc
Private
Limited is floated with the
objective to promote Indian
style
mud
wrestling.
The
Company intends to promote
the sport which is spread across
lengths and breadths in India
however lacks financial support.
NA
NA
Cash
consideration
paid
towards 49% subscription to
the initial paid up share
capital of the Company, being
Rs. 49,000.
NA
Rose Merc holds 49% of the
paid up share capital of the
Company.
The Company has acquired
control through appointment
of
majority
of
nominee
directors of Rose Merc on the
Board of the Company.
Particulars Details Details Details
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)
Rahi
Pakhle
RM
Private
Limited is floated with the
objective
to
promote
Gymnastics
including
trampoline gymnastics in India.
The Company intends to spread
the sport across India as this
sport lacks financial support.
Rose Merc Ltd can optimize its
events by leveraging captive
audiences to promote and cross-
sell fashion, thereby unlocking
greater
value
through
new
verticals.
Jadhav
Rose
Merc
Private
Limited is floated with the
objective to promote Indian
style
mud
wrestling.
The
Company intends to promote
the sport which is spread across
lengths and breadths in India
however lacks financial support.
Brief
details
of
any
governmental or regulatory
approvals required for the
acquisition
NA NA NA
Indicative time period for
completion
of
the
acquisition
NA NA NA
Nature of consideration -
whether cash consideration
or share swap and details of
the same
Cash
consideration
paid
towards 50% subscription to
the initial paid up share
capital of the Company, being
Rs. 50,000.
Cash
consideration
paid
towards 50% subscription to
the initial paid up share
capital of the Company, being
Rs. 50,000.
Cash
consideration
paid
towards 49% subscription to
the initial paid up share
capital of the Company, being
Rs. 49,000.
Cost of acquisition or the
price at which the shares
are acquired
NA NA NA
Percentage of shareholding/
control acquired and/ or
number of shares acquired
Rose Merc holds 50% of the
paid up share capital of the
Company.
The Company has acquired
control through appointment
of
majority
of
nominee
directors of Rose Merc on the
Board of the Company.
Rose Merc holds 50% of the
paid up share capital of the
Company.
The Company has acquired
control through appointment
of
majority
of
nominee
directors of Rose Merc on the
Board of the Company.
Rose Merc holds 49% of the
paid up share capital of the
Company.
The Company has acquired
control through appointment
of
majority
of
nominee
directors of Rose Merc on the
Board of the Company.

Particulars Details Details Details Brief background about the To undertake all kinds of To carry on the business of To own, promote, operate or entity acquired in terms of commercial activities in the promoting, marketing, manage in or anywhere in products/ line of business sports and sports related organizing and managing India or outside India fitness acquired, date of health fields including artists and celebrity centres, sports activities, incorporation, history of providing of sports management national as well recreational areas, or other last 3 years turnover infrastructure, consultancy as international events, sports-related businesses and without limiting the product brands, corporate and including bowling centres, scope, to engage in following business themes, evenings, fitness and health clubs, and activities: launches, ideas, managing ski facilities and to operate i To organize sports public and media relations, professional sports teams, as events, maintaining press & publicity, concept well as sports leagues and sports teams, designing and management associations, are also included construction, for promotion of products, in this industry. maintenance and taking building of brands through on or leasing out promotions and events and to Date of Incorporation: stadiums indoor and promote, produce, organize 10/07/2023 outdoor or players and manage international and ground, providing local music events ,concerts, Turnover for the last 3 years: coaching to players, merchandising, travel 2023-24 – NIL engaging juries, ground management, freight logistics 2022-23 – NA men, and undertaking & hospitality, and to 2021-22 – NA other related sports and undertake creative integration cultural activities. of sponsor banding & innovative sponsor Date of Incorporation: entitlements of events. 23/04/2024 Date of Incorporation: Turnover for the last 3 years: 29/08/2024 NA Turnover for the last 3 years: NA Country in which the India India India acquired entity has presence and any other significant information