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SoftTech Engineers Limited Board/Management Information 2025

Sep 17, 2025

62093_rns_2025-09-17_34674bf7-b572-4b73-a36d-83b5d6dfddf6.pdf

Board/Management Information

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Date: September 17, 2025

To,

National Stock Exchange of India Limited
“Exchange Plaza”, C-1, Block – G
Bandra – Kurla Complex
Bandra (East), Mumbai – 400051
Symbol: SOFTTECH
BSE Limited
Floor 25, Phiroze Jeejeebhoy Towers
Dalal Street,
Mumbai – 400001
Scrip Code: 543470

Dear Sir/ Madam,

Subject: Outcome of Board Meeting held on Wednesday, September 17, 2025 as per Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

Pursuant to Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“Listing Regulations”), we would like to intimate that the Board of Directors of the Company have, at its meeting held on Wednesday, September 17, 2025 which commenced at 08:30 am(IST) and concluded at 1:45 pm(IST) have considered and approved the following:

1. The Board of Directors approved Acquisition of Eximietas Developer Private Limited (called as “EDPL”) , in accordance with the provisions of the Companies Act, 2013 and the rules made thereunder, as amended, and other applicable laws. Mr. Vijay Gupta (DIN:01653314) is hereby authorized to discuss, negotiate, execute all the necessary documentation required for the above arrangement.

  • .

2. As per the intimation dated 11th February 2025 , regarding the approval of a budget of up to INR 8–10 crores by the Board towards investments for the German Market, the Board of Directors proposed and considered that instead of INR 10 crores , the investment amount be upto EUR 1.1 million, in the view of currency fluctuations, it is further proposed that the investment amount be denominated and considered in Euros .

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The Company has executed the Share Purchase Agreement (SPA) on May 19, 2025. The transfer of the amount specified in the SPA shall be made accordingly.

  • i. Name of the target entity, details in brief such as size, turnover etc.:

  • SoftTech Digital AG is into the business the development and marketing of enterprise software products and solutions for digital transformation in the construction, infrastructure, and process industries, using the latest technologies for governments, construction companies, infrastructure firms, and manufacturers of construction equipment and materials.

  • Turnover of the Company for the year ended March 31, 2025 is Nil

  • ii. Whether the acquisition would fall within related party transaction(s) and whether the promoter/ promoter group/ group companies have any interest in the entity being acquired? If yes, nature of interest and details thereof and whether the same is done at “arm’s length”; Not Applicable.

  • iii. Industry to which the entity being acquired belongs:

  • Software products and solutions for digital transformation in the construction, infrastructure, and process industries .

  • iv. 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):

  • The objective of this acquisition is to advance SoftTech’s strategic objective of expanding its business footprint in the German market and strengthening its international operations.

  • i. Brief details of any governmental or regulatory approvals required for the acquisition: Not Applicable

  • i. Indicative time period for completion of the acquisition: By end of December, 2025.

  • ii. Consideration - whether cash consideration or share swap or any other form and details of the same:

Cash consideration as mentioned above to be made in one or more tranches.

  • iii. Cost of acquisition and/or the price at which the shares are acquired:

  • Acquisition of 100% stake in SoftTech Digital AG for an amount be upto EUR 1.1 million subject to adjustments on closing.

  • iv. Percentage of shareholding / control acquired and / or number of shares acquired: SoftTech will acquire 100% of the stake in SoftTech Digital AG and it become will wholly owned

subsidiary of SoftTech Engineers limited.

Mr. Vijay Gupta (DIN:01653314) is hereby authorized to discuss, negotiate, execute all the necessary documentation required for the above arrangement.

  • v. Brief background about the entity acquired in terms of products/line of business acquired, date of incorporation, history of last 3 years’ turnover, country in which the acquired entity has presence and any other significant information (in brief):

Date of incorporation: April 4, 2022

Country: Germany

Business: Software products and solutions for digital transformation in the construction, infrastructure, and process industries

Turnover: Nil

3. The Board considered and approved the appointment of Mr. Deepak Bang, based upon the recommendation of the Nomination and Remuneration Committee and Audit Committee, as an Chief Financial Officer (“CFO”) and Key Managerial Personnel (“KMP”) of the Company with immediate effect from today i.e., September 17, 2025 pursuant to the provisions of Section 203 of the Companies Act, 2013.

The information, in terms of Regulation 30 of Listing Regulations read with Securities and Exchange Board of India Circular SEBI/HO/CFD/PoD2/CIR/P/0155 dated November 11, 2024, in connection with the above-mentioned appointment is enclosed herewith as Annexure A.

.

Kindly take the same on record.

Thanking You,

Yours faithfully

FOR SOFTTECH ENGINEERS LIMITED

Digitally signed by SHALAKA SATISH KHANDELWAL SHALAKA DN: c=IN, postalCode=411041, st=MAHARASHTRA, street=FLAT NO.D - 1, 902, GANGA BHAGYODAY ,SINHAGAD ROAD ,PUNE,411041, l=PUNE, o=Personal, serialNumber=c5a400455bb9bb1178c59c80eca2f9d073b1d9c24f 53ed346dd20b5d646eb970, SATISH pseudonym=73326ae28fee4a429010fa41304a7b79, 2.5.4.20=0ff52ac746976b289e76b59faf4c2c77a579869546f23920 7296924c081dfadb, [email protected], cn=SHALAKA SATISH KHANDELWAL KHANDELWAL Date: 2025.09.17 13:57:43 +05'30'

SHALAKA KHANDELWAL COMPANY SECRETARY

Annexure I

Change in Key Managerial Personnel (Chief Financial Officer) of the Company

**Sr.no ** Details of Event that need to be provided Details of Event that need to be provided Information of such events(s)
1. Reason for change viz. appointment,
~~removal, death or otherwise;~~
~~reappointment, resignation,~~ Mr. Deepak Bang is appointed as , Chief
FinancialOfficerofthe Company
2. Date of appointment /~~reappointment / cessation (as applicable) &~~
~~termof appointment/re-appointment;~~
September 17, 2025
3. Brief profile (in case of appointment) Mr. Deepak Bang has 18 years of
progressive
experience.
He
brings
proven expertise in Financial Planning &
Analysis,
Strategic
Budgeting,
Forecasting, and Financial Reporting. He
has
managed
end-to-end
finance
functions, driving business insights and
enabling strategic decisions through
robust financial controls and analytics.
Core Strengths
➢ Financial
Accounting
&
Compliance
➢ P&L, Working Capital & Cash
Flow Management
➢ Variance & Trend Analysis
➢ Taxation,
Risk
&
Fund
Oversight
➢ SOP Development & Team
Leadership
4. Disclosure of relationships between directors (in case of appointment
of a director)
Not Applicable