Suditi Industries Ltd. — Proxy Solicitation & Information Statement 2026

Jan 9, 2026

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SUDITI INDUSTRIES LTD.

Admin office: C-3/B, M.I.D.C., T.T.C. Industrial Area, Pawne Village, Turbhe, Navi Mumbai – 400 705 Tel. No: 67368600/10, web site: www.suditi.in E-mail: cs@suditi.in CIN: L19101MH1991PLC063245 Regd.Office: C-253/254, MIDC, TTC INDL.AREA, PAWNE VILLAGE, TURBHE, NAVI MUMBAI – 400 705.

Date: January 09, 2025

To, The Corporate Relationship Department, BSE Limited P.J. Towers, Dalal Street, Mumbai 400 001 Scrip Code: 521113

Dear Sir/Madam,

Sub: Corrigendum to the Notice of Extra Ordinary General Meeting of the shareholders of Suditi Industries Limited (“The Company”) to be held on Friday, January 16, 2026.

Dear Sir/Madam,

This is in continuation to the Notice of the Extra Ordinary General Meeting of the Company dated December 19, 2025 (“ EGM Notice ”), which has already been emailed to the shareholders of the Company on December 24, 2025. A Corrigendum is being issued today to inform the Shareholders to whom the Notice of EGM has been emailed regarding changes in the notice and Explanatory Statement. A copy of detailed Corrigendum is enclosed herewith. The said Corrigendum is also being uploaded on the website of the Company at https://suditi.in/

Except as detailed in the attached Corrigendum, all other items of the EGM Notice along with Explanatory Statement dated December 19, 2025, shall remain unchanged.

Please note that on and from the date hereof, the EGM Notice dated December 19, 2025 shall always be read collectively with this Corrigendum.

Pursuant to Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, we kindly request you to take into record the above submissions.

This is for you information and records.

Thanking you,

For Suditi Industries Limited

PAWAN Digitally signed by PAWAN AGARWAL AGARWAL Date: 2026.01.09 17:23:39 +05'30'

Pawan Agarwal Director DIN: 00808731

Encl: As above.

SUDITI INDUSTRIES LTD.

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Admin office: C-3/B, M.I.D.C., T.T.C. Industrial Area, Pawne Village, Turbhe, Navi Mumbai – 400 705 Tel. No: 67368600/10, web site: www.suditi.in E-mail: cs@suditi.in CIN: L19101MH1991PLC063245 Regd.Office: C-253/254, MIDC, TTC INDL.AREA, PAWNE VILLAGE, TURBHE, NAVI MUMBAI – 400 705.

CORRIGENDUM IN CONTINUATION TO THE NOTICE AND EXPLANATORY STATEMENT ATTACHED THERETO DATED DECEMBER 19, 2025, CONVENING THE EXTRA ORDINARY GENERAL MEETING TO BE HELD ON FRIDAY, JANUARY 16, 2026

An Extra Ordinary General Meeting (“EGM”) of the Members of Suditi Industries Limited (“Company”) is scheduled to be held on Friday, January 16, 2026, at 03:30 PM (IST) through Video Conference (“VC”) / Other Audio-Visual Means (“OAVM”) (“hereinafter referred to as “electronic mode”).

The Notice of the EGM dated December 19, 2025 (“EGM Notice”) was dispatched to all the shareholders of the Company on December 24, 2025, in due compliance with the provisions of the Companies Act, 2013, and rules made thereunder, read with circulars issued by Ministry of Corporate Affairs and Securities Exchange Board of India. This corrigendum is being issued to give notice to amend / provide clarification and additional details as mentioned herein and pursuant to the provisions of SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2018.

The Company through this communication wishes to bring to the notice of the Shareholders, following changes in the said EGM Notice. The following changes shall be considered and substituted in the original EGM Notice:

1. In Resolution No. 02 and explanatory statement to Resolution No. 2, amount of Rs. 5,00,00,00,000/- (Rupees Five Hundred Crores Only) shall be read and replaced as 1,00,00,00,000/- (Rupees One Hundred Crores Only).

2. In Resolution No. 04 and explanatory statement to Resolution No. 4, wherever the word appears “CEO”, shall be substituted and read as “ CEO (Dyeing Division)” of the Company.

3. In explanatory Statement of Item No. 5, table under Heading “Utilisation of Issue Proceeds” shall be replaced and read as :

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Sr. Particulars Total estimated Tentative timeline for
no. amount to be utilization of issue
utilized. proceeds for each of
(Amount in INR) * the object
1 Capital Investment/capex requirement 15,32,58,563 December 31, 2027
2 Working Capital Requirement 16,89,89,792 December 31, 2027
3 General Corporate Purpose 10,74,16,118 December 31, 2027
Total 42,96,64,473
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* Contingent upon full subscription of offer and considering 100% conversion of Warrants into Equity Shares

4. One of the proposed allottees viz. Mr. Chandan Kumar Mohanty (Non-Promoter) whose name is mentioned in the Sr. No. 31 in table of list of allottees of warrants and in the EGM Notice has been disqualified for the present preferential issue/offer due to breach of condition of Regulation 159(1) of the SEBI (ICDR) Regulations, 2018. Due to such disqualification, the name Mr. Chandan Kumar Mohanty (Non-Promoter) has been removed from the list of proposed allottees. It is now being proposed to allot such Equity Shares to Mrs. Kiran Prakash Lakhani (Non-Promoter) which was previously proposed to be allotted to Mr. Chandan Kumar Mohanty.

Hence, Warrants applied by Mrs. Kiran Prakash Lakhani shall be substituted and read as 4,50,000 instead of 3,00,000 warrants, wherever appears.

Further the list of allottees of warrants has been rearranged from Sr. No. 1 to 30 in resolution no. 5 of an EGM Notice and explanatory statement to Resolution No. 5.

5. In explanatory Statement of Item No. 5, Point No.8 shall substituted and read as

8. Name of the proposed allottees of warrants along with their class and percentage of post Preferential Issue capital that may be held by them:

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Sr. Name of the Proposed Class Pre-Issue Issue of Post Issue
No Allottee of Warrants (Promot Shareholding Warrants Shareholding after
er (Present Conversion of
/Non- Issue) Warrants
Promote No. of % of (No.) No. of % of
r) Shares Share Shares Share
holding# holding

1. Non-
Capwise Financial Services
Private Limited Promoter 0 0.00 6,66,800 10,00,200 1.62
2. Non-
Ishita Tanted Promoter 0 0.00 3,81,000 5,71,500 0.92
3. Non-
Yogesh Jain Promoter 0 0.00 2,54,000 3,81,000 0.62
4. Non-
Sushil R Gadia Promoter 0 0.00 1,27,000 1,90,500 0.31
5. Non-
Sunil R Gadia Promoter 0 0.00 1,27,000 1,90,500 0.31
6. Non-
Uniworth Creation Private
Limited Promoter 0 0.00 2,66,800 4,00,200 0.65
7. Non-
Alkaloids Private Limited Promoter 0 0.00 1,66,800 2,50,200 0.40
8. Non-
Abhishek Mundra Promoter 0 0.00 63,600 95,400 0.15
9. Non-
Aditya Jakhodia Promoter 0 0.00 63,600 95,400 0.15
10. Non-
Vibha Jain Promoter 0 0.00 63,600 95,400 0.15
11. Non-
Neo Markets Private
Limited Promoter 0 0.00 1,33,400 2,00,100 0.32
12. Non-
Swara Ventures LLP Promoter 0 0.00 33,400 50,100 0.08
13. Non-
Anshul Jain Promoter 0 0.00 13,400 20,100 0.03
14. Non-
Mapkas Advisors LLP Promoter 0 0.00 1,33,400 2,00,100 0.32
15. Non-
Amit Agrawal Promoter 0 0.00 1,33,400 2,00,100 0.32
16. Non-
Lord's Multigrowth Fund Promoter 0 0.00 84,600 1,69,200 0.27
17. Non-
Abhishek Sancheti Promoter 0 0.00 63,600 95,400 0.15
18. Non-
Shrey Loonker Promoter 0 0.00 63,600 95,400 0.15
19. Non-
Venkatchalam Arakoni
Ramaswamy Promoter 0 0.00 3,81,000 5,71,500 0.92
20. Non-
Sanjay Thakur - HUF Promoter 0 0.00 3,81,000 5,71,500 0.92
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21. Non-
Rajesh Palviya Promoter 7679 0.02 2,66,667 4,07,679 0.66
22. Non-
Yesha Vivek Parikh Promoter 0 0.00 2,00,000 3,00,000 0.48
23. Non-
Sushil Sheoduttrai Sanghai Promoter 0 0.00 7,50,000 10,00,000 1.62
24. Non-
Varsha Jaikishan Lakhani Promoter 0 0.00 6,00,000 6,00,000 0.97
25. Non-
Anil Harichand Lakhani Promoter 0 0.00 2,00,000 2,00,000 0.32
26. Non-
Kiran Prakash Lakhani Promoter 0 0.00 4,50,000 4,50,000 0.73
27. Non-
Sailesh Bansilal Kukreja Promoter 0 0.00 50,000 50,000 0.08
28. Non-
Roshni Lakhani Maheshwari Promoter 6313 0.02 8,00,000 8,06,313 1.30
29. Non-
Nitu Ashish Bansal Promoter 0 0.00 50,000 50,000 0.08
30. Non-
Sunil Krishnan
Chakravarthy Promoter 0 0.00 3,00,000 3,00,000 0.48
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#calculated on basis of the actual current shareholding

* The post shareholding pattern figures are derived under the assumption that

(1) all proposed share warrants in accordance with Resolution No. 5 shall be subscribed, and warrants will subsequently be exercised or converted into equity shares

(2) all proposed equity shares will be subscribed in accordance with the shareholders' resolution No. 6.

(3) the 1,23,00,000 Share warrants approved by members on January 03, 2025 and allotted on 12[th] February 2025 shall be exercised or converted into equity shares.

6. In explanatory Statement of Item No. 6, Point No.8 shall substituted and read as

8. Name of the proposed allottees of equity shares along with their class and percentage of post

Preferential Issue capital that may be held by them

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Sr. Names of the Class Pre-Issue Issue of Post Issue Shareholding after
No. Proposed (Promoter Shareholding Equity issue of securities
Allottees of /Non- No. of % of (Present No. of Shares % of Share
Equity Shares Promoter) Shares Share Issue) (No.) holding
holdin
g#
1 Capwise Non-
Financial Promoter
Services
Private
Limited 0 0.00 3,33,400 10,00,200 1.62
2 Ishita Tanted Non-
Promoter 0 0.00 1,90,500 5,71,500 0.92
3 Yogesh Jain Non-
Promoter 0 0.00 1,27,000 3,81,000 0.62
4 Sushil R Gadia Non-
Promoter 0 0.00 63,500 1,90,500 0.31
5 Sunil R Gadia Non-
Promoter 0 0.00 63,500 1,90,500 0.31
6 Uniworth Non-
Creation Promoter
Private
Limited 0 0.00 1,33,400 4,00,200 0.65
7 Alkaloids Non- 0 0.00 0.40
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Private Promoter 83,400 2,50,200
Limited
8 Abhishek Non-
Mundra Promoter 0 0.00 31,800 95,400 0.15
9 Aditya Non-
Jakhodia Promoter 0 0.00 31,800 95,400 0.15
10 Vibha Jain Non-
Promoter 0 0.00 31,800 95,400 0.15
11 Neo Markets Non-
Private Promoter
Limited 0 0.00 66,700 2,00,100 0.32
12 Swara Non-
Ventures LLP Promoter 0 0.00 16,700 50,100 0.08
13 Anshul Jain Non-
Promoter 0 0.00 6,700 20,100 0.03
14 Mapkas Non-
Advisors LLP Promoter 0 0.00 66,700 2,00,100 0.32
15 Amit Agrawal Non-
Promoter 0 0.00 66,700 2,00,100 0.32
16 Lord's Non-
Multigrowth Promoter
Fund 0 0.00 84,600 1,69,200 0.27
17 Neha Naneria Non-
Promoter 0 0.00 1,69,200 1,69,200 0.27
18 Abhishek Non-
Sancheti Promoter 0 0.00 31,800 95,400 0.15
19 Shrey Loonker Non-
Promoter 0 0.00 31,800 95,400 0.15
20 Aditya Kumar Non-
Jain Promoter 0 0.00 95,400 95,400 0.15
21 Venkatchalam Non-
Arakoni Promoter
Ramaswamy 0 0.00 1,90,500 5,71,500 0.92
22 Sanjay Thakur Non-
- HUF Promoter 0 0.00 1,90,500 5,71,500 0.92
23 Jaya R Jain Non-
Promoter 0 0.00 1,00,000 1,00,000 0.16
24 Rajesh Palviya Non-
Promoter 7679 0.02 1,33,333 4,07,679 0.66
25 Yesha Vivek Non-
Parikh Promoter 0 0.00 1,00,000 3,00,000 0.48
26 Sushil Non-
Sheoduttrai Promoter
Sanghai 0 0.00 2,50,000 10,00,000 1.62
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#calculated on basis of the actual current shareholding

* The post shareholding pattern figures are derived under the assumption that

(1) all proposed share warrants in accordance with Resolution No. 5 shall be subscribed, and warrants will subsequently be exercised or converted into equity shares

(2) all proposed equity shares will be subscribed in accordance with the shareholders' resolution No. 6.

(3) the 1,23,00,000 Share warrants approved by members on January 03, 2025 and allotted on 12[th] February 2025 shall be exercised or converted into equity shares.

7. In explanatory Statement of Item No. 5 and 6, Annexure I in Point No.9 shall substituted and read as

ANNEXURE I:

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(Shareholding pattern of the Company before and after the Preferential Issue)
Shareholding Post
Preferential Issue
Pre-Issue Shareholding (as on
(Conversion of warrants
December 19, 2025)
Sr and preferential issue of
No Category equity shares)
% to total No. of % to total
No. of Equity Shares
share Shares held share capital
held
capital *
A Promoter Group
Promoter and Promoter Group Holding
1 Indian
Individual 15781673 39.84 27781673 44.90
Body Corporate 5519872 13.93 5519872 8.92
Sub-Total 21301545 53.77 33301545 53.82
2 Foreign Promoters
NRI 0 0 0 0.00
Sub-Total – A (A1+A2) 21301545 53.77 33301545 53.82
B. NON-PROMOTER HOLDING
1 Institutional Investors
Mutual Funds/ FPI/ AIF 0 0 169200 0.27
Financial Institutions / Banks 1000 0.00 1000 0.00
Insurance Companies 0 0.00 0 0.00
Central Government 0 0.00 0 0.00
Sub-Total - B1 1000 0.00 170200 0.28
2 Non-Institutional Investors
Individuals 11179297 28.22 18596097 30.05
Body Corporate 217597 0.55 2068297 3.34
Others 6916852 17.46 7738552 12.51
Sub-Total - B2 18313746 46.23 28402946 45.90
Total (B-B1+B2) 18314746 46.23 28573146 46.18
GRAND TOTAL (A+B) 39616291 100.00 61874691 100.00
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* The shareholding pattern figures are derived under the assumption that all proposed warrants and equity shares will be subscribed in accordance with the shareholders' resolution No. 5 and No. 6 respectively, and that all warrants will subsequently be exercised or converted into equity shares and 1,23,00,000 Share warrants approved by members on January 03, 2025 and allotted on 12th February 2025 shall be exercised or converted into equity shares. However, if any equity shares or warrants remain unsubscribed or unexercised, the figures will be adjusted accordingly.

8. In explanatory Statement of Item No. 5 and 6, Annexure II in Point No. 10 shall substituted and read

as:

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Names of ultimate beneficial Pan Card of
Sr.
Names of the Proposed Allottees owners of proposed allottee ( s ) of Ultimate beneficial owners
No.
equity shares
Capwise Financial Services Private
1
Limited Naresh Biyani AQWPB4574E
2 Uniworth Creation Private Limited Sushil Rampal Maheshwari AKBPM5567D
3 Alkaloids Private Limited Suresh Kumar Karnani AFTPK1575L
Neo Markets Private Limited Nitin Jain AGBPJ0156B
4
5 Swara Ventures LLP Rashmi Jain AHCPA7473J
6 Mapkas Advisors LLP Nitin Agarwal ACDPA9651Q
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7	Lord's Multigrowth Fund	Etienne Marie De Lassus Saint Genies	Passport-18FV08398
8	SanjayThakur - HUF	SANJAY THAKUR	AFXPT3488B

This Corrigendum to the EGM Notice shall form an integral part of the EGM Notice, which has already been circulated to the Shareholders of the Company and on and from the date hereof, the EGM Notice shall always be read in conjunction with this Corrigendum. This Corrigendum will be made available on website of the stock exchange i.e. BSE and on the website of the Company. All other contents of the EGM Notice, save and except as modified or supplemented by this Corrigendum, shall remain unchanged.

For Suditi Industries Limited

Sd/Pawan Agarwal Director DIN: 00808731