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SIGMA ADVANCED SYSTEMS LIMITED Capital/Financing Update 2025

Oct 18, 2025

62603_rns_2025-10-18_69a6821c-7e49-44e3-9021-5863f286f37a.pdf

Capital/Financing Update

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To, Date: October 18, 2025

BSE Limited
Phiroze JeeJee Bhoy Towers
Dalal Street, Fort
Mumbai 400001
Scrip Code:532408
National Stock Exchange of India Limited
Exchange Plaza
Bandra-Kurla Complex, Bandra(E)
Mumbai 400051
Symbol:MEGASOFT

Sub.: Outcome of the Board Meeting and Disclosure pursuant to Regulation 30 of Securities and Exchanges Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015

Ref: Regulation 30 read with Part A, Para B of Schedule III of SEBI (LODR) Regulations, 2015

Dear Sir/Madam,

Pursuant to Regulation 30 of the SEBI (LODR) Regulations, 2015, we hereby inform you that the Board of Directors of Megasoft Limited, in the Board Meeting held on October 18, 2025, has approved entering into a Loan Agreement by Megasoft Limited (“Company”) with Sigma Advanced Systems UK LTD, a wholly owned Subsidiary of the Company.

The meeting commenced at 12:00 P.M and concluded at 2.20 P.M.

Details as required under Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, read with Schedule III of the said Regulations, SEBI Master Circular No. SEBI/HO/CFD/PoD2/CIR/P/2023/120 and Circular No. SEBI/HO/CFD/CFD-PoD-1/P/CIR/2023/123 dated 11[th] and 13[th] July, 2023, and SEBI Master Circular No. SEBI/HO/CFD/PoD2/CIR/P/0155 dated 11[th] November, 2024 respectively are enclosed herewith as Annexure I.

You are requested to kindly take the above information on record.

Thanking you,

Yours faithfully,

For Megasoft Limited

THAKUR Digitally signed by THAKUR VISHAL VISHAL SINGH Date: 2025.10.18 SINGH 14:22:46 +05'30'

……………………………….

Thakur Vishal Singh Company Secretary & Compliance Officer

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Annexure I

Annexure I
S. No. Particulars Details
1. Name(s) of parties with whom the agreement is
to be entered
Sigma Advanced Systems UK LTD, a
Wholly Owned Subsidiary, registered
inthe UnitedKingdom.
2. Purpose of entering into the agreement For granting of loan up to a maximum
of GBP 20.00 Million, in or more
tranches.
This is to enable the subsidiary to
make any potential acquisition in the
Aerospace and Defense sectors in the
US and /or UK as part of the
Company’s strategic growth plans.
3. Size of agreement Upto GBP 20.00 Million (Approx
INR 240 crores) in one or more
tranches.
4. Shareholding, if any, in the entity with whom
the agreement is to be executed
100%
5. Significant terms of the agreement (in brief)
special rights like right to appoint directors, first
right to share subscription in case of issuance of
shares, right to restrict any change in capital
structure etc.
None
6. Whether, the said parties are related to
promoter/promoter group/ group companies in
any manner. If yes, nature of relationship
Yes, the Borrower is a Wholly Owned
Subsidiary of the Company
Save and except what is mentioned
above,
the
Promoters/promoter
group/group
companies
are
not
interested in the transaction.
7. Whether the transaction would fall within related
party transactions? If yes, whether the same is
done at “arm’s length”
The Borrower, being a wholly-owned
subsidiary of the Company, makes
this
a
related-party
transaction.
However, the transaction is done at an
arm’s length
8. In case of issuance of shares to the parties, details
of issue price, class of shares issued
Not Applicable
9. In case of loan agreements, details of
lender/borrower, nature of the loan, total amount
of loan granted/taken, total amount outstanding,
date of execution of the loan agreement/sanction
letter, details of the security provided to the
lenders / by the borrowers for such loan or in case

Expected date of execution
of the Agreement: On or
before 31stOctober 2025

Nature of loan – Unsecured

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outstanding loans lent to a party or borrowed
from a party become material on a cumulative
basis

Total amount of loan –Upto
GBP 20.00 Million (Approx.
INR 240.00 Crores)

Tenure : 3 years

Repayment : 3 years or on
demand (whichever is
earlier)

Interest : 8.25% per annum,
compounded annually.
10. Any
other
disclosures
related
to
such
agreements, viz., details of nominee on the board
of directors of the listed entity, potential conflict
of interest arising out of such agreements, etc.
Not Applicable
11. In case of termination or amendment of
agreement, listed entity shall disclose additional
details to the stock exchange(s):
i.
name of parties to the agreement;
ii.
nature of the agreement;
iii.
date of execution of the agreement;
iv.
details of amendment and impact thereof
or reasons of termination and impact
thereof.
Not Applicable

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