TD Power Systems Ltd — Capital/Financing Update 2023

Aug 9, 2023

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TD Power Systems Limited

(CIN -L31103KA1999PLC025071)

REGISTERED OFFICE & FACTORY: 27, 28 and 29, KIADB Industrial Area Dabaspet, Nelamangala Taluk Bengaluru Rural District Bengaluru – 562 111 India

August 09, 2023

The Corporate Service The Listing Department Department The National Stock Exchange of India BSE Limited Ltd . P J Towers, Dalal Exchange Plaza, Bandra- Kurla Complex Street Bandra (East) Mumbai – 400 001 Mumbai 400 051

Tel +91 80 229 95700 / 6633 7700 Fax +91 80 7734439 / 2299 5718 Mail tdps@tdps.co.in

www.tdps.co.in

Dear Sir / Ma’am,

Sub: Disclosure of events or information under Reg. 30 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015

The Nomination and Remuneration Committee of the Board of Directors of the Company (“Committee”) today, has approved grant of 98,910 ESARs (Nighty Thousand and Nine Hundred Ten) to the eligible employees of the Company and/or its Subsidiary Company(ies) under its TDPSL Equity Based Compensation Plan 2019 (“Plan”). The details of same are given herein below:

3,99,216 ESARs (face value Rs.10) were granted to certain employees in 2019. Out of these ESARs 19,782 (face value Rs.10) were lapsed and thus reverted to ESAR Pool. Consequent to Brief details of ESAR granted sub-division of Company’s Share face value (i.e. from Rs.10 to Rs.2 each) the said 19,782 ESARs (face Value Rs.10) stands adjusted as 98,910 ESARs (face value Rs.2) and were granted today to the eligible employees of the Company and/or its Subsidiary Company (ies) as determined by the Committee. Whether the scheme is in terms of SEBI Yes (Share Based Employee Benefits) Regulations, 2014 (if applicable); Total number of shares covered by these Not more than the number of ESARs granted ESARs; Exercise Price per ESAR is Rs.2/- per share Pricing formula; Base Price per ESAR is Rs.127.35/-

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	(i.e.50% discount to the closing price of Share on a day prior to the date ofgrant)	(i.e.50% discount to the closing price of Share on a day prior to the date ofgrant)
Vested ESAR;	3,79,434 ESARs out of 3,992,16 ESARs – balance 19,782 lapsed as stated above.
Time within which Options may be exercised;	The vested Options shall be exercisable within a period of 4 (Four) years from the date of vesting of such Options.
ESAR exercised;	3,73,863 ESARs out of 3,79,434 Vested ESARs
Money realized by exercise of ESAR;	Rs.30,06,062/- exercise value has been received against the vested & exercised ESARs.
The total number of shares arising as a result of exercise of ESARs;	3,00,606 shares (Face value Rs 10) against exercised ESARs. Not more than the number of ESARs granted. Further, the total no. of shares arising out of the present grant shall not be more than the number of ESARs granted.
ESARs lapsed;	The 19,782 lapsed ESARs (Face Value of Rs.10/- each) are converted into 98,910 ESARs (face value of 2/-each) and has been granted again.
Variation of terms of ESARs;	Nil
Brief details of significant terms;	The aforesaid ESARs will vest as follows:
	On 1st anniversary	33.33%
	On 2nd anniversary	33.33%
	On 3rd anniversary	33.34%
Subsequent changes or cancellation or exercise of such ESARs;	Not applicable.
Diluted earnings per share pursuant to issue of equity shares on exercise of ESARs.	Aforesaid ESARs granted are yet to be exercised.

Kindly take the same on your record.

Thanking you,

Yours faithfully,

For TD Power Systems Limited

BHARAT Digitally signed by BHARAT RAJWANI RAJWANI Date: 2023.08.09 18:14:57 +05'30'

Bharat Rajwani Company Secretary

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