Rose Merc.Limited — Share Issue/Capital Change 2023

Oct 23, 2023

Date: October 23, 2023

To,

The Corporate Relations Department,

Bombay Stock Exchange Limited,

P J Tower, Dalal Street, Fort,

Mumbai-400001

BSE Scrip Code: 512115 Scrip ID:ROSEMER

Subject: Intimation for Grant of Employee Stock Options under “RML Employee Stock Option Plan II, 2023”

Dear Sir/Madam,

We wish to inform that the Compensation Committee of the Company at its meeting held on October 23, 2023, granted 2,00,000 (Two lakh ) stock options to 6 (Six) Eligible Employees under the "RML Employee Stock Option Plan II 2023 (“RML ESOP II 2023” ). Each of the stock options, entitles the option grantee to apply for one equity share of the Company of Rs.10/- each.

Please find attached the disclosure under Regulation 30 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 read with SEBI Circular No. CIR/CFD/CMD/4/2015 dated September 09, 2015.

This is for your information and records.

Thanking You, Yours Faithfully,

For ROSE MERC LIMITED

SHAIKH Digitally signed by SHAIKH NOORUDDIN NOORUDDIN MOHAMMED Date: 2023.10.23 18:23:14 MOHAMMED +05'30'

NOORUDDIN MOHAMMED SHAIKH

EXECUTIVE DIRECTOR

DIN: 09660481

Disclosure under Regulation 30 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 read with Schedule Ill

Sr. No.	Particulars	Details
a)	Brief details of options granted	2,00,000 (Two lakh) stock options to 6 (Six) Eligible Employees under the "RML Employee Stock Option Plan II 2023 (“RML ESOP II 2023”).
b)	Whether the scheme is in terms of SEBI (SBEBSE) Regulations, 2021 (if applicable)	Yes, the ESOP Scheme is in terms of SEBI (SBEBSE) Regulations, 2021.
c)	Total number of shares covered by these options;	Each stock option is convertible into one fully paid-up equity share having face value of Rs.10/- each. Total number of shares covered under the Options shall be 2,00,000 (Two lakh ) Equity Shares (“Shares”) having a face value of Rs. 10/- (Rupees Ten Only) each fully paid-up of the Company.
d)	Pricing formula;	The exercise price shall be Rs. 60/- (Rupees Sixty Only) per Option.
e)	Options vested;	Options granted under “RML ESOP II 2023” would Vest at the completion of the Period of 1 (One) year from the date of the Grant of suchOptions.
f)	Time within which option may be exercised;	After Vesting, Options can be Exercised either wholly or partly, during the exercise window, within the overall exercise period of 4 (Four) year from the date of respective Vesting or such other period as may be decided by the Compensation Committee, from time to time
g)	Options exercised;	Not Applicable
h)	Moneyrealized byexercise of options;	Not Applicable
i)	The total number of shares arising as a result of exercise of option	Not Applicable
j)	Options lapsed	Not Applicable
k)	Variation of terms of options	Not Applicable
l)	Brief details of significant terms	 The RML ESOP II 2023contemplates grant of options to the specific employees of the Company.  The RML ESOP II 2023 shall be administered by the Compensation Committee of the Company.  The terms of the grant of options provides for the manner in which Options would be dealt with in case of death, permanent incapacity, resignation, termination, retirement, etc.

		 In case of any corporate action(s) such as rights issue, bonus issue, split or consolidation of equity shares, merger/ amalgamation or sale of division/ undertaking or other reorganization etc., requisite adjustments (which may include adjustments to the number of options in RML ESOP II 2023 shall be appropriately made, in a fair and reasonable manner in accordance with RML ESOP II 2023.  The equity shares allotted, pursuant to the exercise of the stock options, would not be subject to lock-in.  ESOP Shares arising on the conversion of the Options shall rank pari passu with all the other equity Shares of the Company for the time being in issue, from the date of allotment.
a)	Subsequent changes or cancellation or exercise of such options	Not Applicable
b)	Diluted earnings per share pursuant to issue of equity shares on exercise of options.	Not Applicable

This is for your information and records.

Thanking You, Yours Faithfully,

For ROSE MERC LIMITED

SHAIKH Digitally signed by SHAIKH NOORUDDIN NOORUDDIN MOHAMMED Date: 2023.10.23 MOHAMMED 18:23:50 +05'30'

NOORUDDIN MOHAMMED SHAIKH

EXECUTIVE DIRECTOR

DIN: 09660481