Tilaknagar Industries Ltd — Major Shareholding Notification 2025

Dec 26, 2025

Date: 26 December 2025

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Ref. No.: CL/SAST/25-26/22357

To, BSE Limited National Stock Exchange of India Limited Pheroze Jeejeebhoy Towers, Exchange Plaza, C-1, Block - G, Bandra Kurla Dalal Street, Mumbai – 400 001 Complex, Bandra (East), Mumbai – 400 051

Sub: Disclosure under Regulation 29(1) read with Regulation 29(4) of the Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011 (the “Takeover Code”)

Dear Sir / Ma’am,

This disclosure is being submitted by Catalyst Trusteeship Limited, in its capacity as the Common Security Trustee, pursuant to the provisions of Regulation 29(1) read with Regulation 29(4) of the Takeover Regulations, in connection with, among other things, the non-disposal undertaking executed on the equity shares of Tilaknagar Industries Limited (“Target Company”) in favour of Catalyst Trusteeship Limited by Mr. Amit Dahanukar, Promoter of the Target Company on December 22, 2025. The undertakings being provided are treated as an encumbrance under Takeover Code pursuant to which this disclosure is being made.

Tilaknagar Industries Limited is an entity incorporated in India, whose shares are listed on the stock exchange

In relation to the financing arrangements of the Target Company (“Relevant Working Capital Facility”), Mr. Amit Dahanukar has executed an undertaking in favour of Catalyst Trusteeship Limited (the “Common Security Trustee”) on 22 December 2025 (“Relevant Undertaking”). Pursuant to the terms of the Relevant Undertaking, Mr. Amit Dahanukar has agreed: (a) that he along with Mrs. Shivani Amit Dahanukar, Ms. Priyadarshini Dahanukar, Mrs. Anupama Dahanukar, ML Dahanukar and Company Private Limited and Arunodoy Investments Private Limited will maintain at least 26% shareholding in the Target Company on a fully diluted basis, (b) Mr. Amit Dahanukar will refrain from creating any encumbrance over their shares except for acquisition-related financing, (c) Mr. Amit Dahanukar will continue to be a director on the board of the Target Company and retain control of the Target Company, and (d) Mr. Amit Dahanukar will not transfer or restructure ownership of his shares, without the prior consent of the lenders of the Relevant Working Capital Facility, which are currently, ICICI Bank Limited and Kotak Mahindra Bank Limited (the “Working Capital Lenders”, which term shall include any assigns novates and transferees thereof). Any breach of the terms of the Relevant Undertaking will be an event of default under the terms of the Relevant Working Capital Facility.

We request you to kindly take the above on record and acknowledge receipt.

For and on behalf of Catalyst Trusteeship Limited

Digitally signed Deesha by Deesha S rikkanth Srikkan th Date: 20 25.12.26 17:07:29 +05'30'

_____ Name: Deesha Srikkanth Designation: Senior Vice President Place: Mumbai Date: 26 December 2025

cc:

Tilaknagar Industries Limited

P. O. Tilaknagar, Tal. Shrirampur, Dist. Ahmednagar, Ahmednagar, Maharashtra, 413720

Enclosed: Disclosure under Regulation 29(1) read with 29(4) of the Takeover Code.

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Disclosures under Regulation 29(1) of SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011

Part A

Name of the Target Company (TC)	Tilaknagar Industries Limited	Tilaknagar Industries Limited	Tilaknagar Industries Limited
Name(s) of the acquirer and Persons Acting in Concert (PAC) with the acquirer	Catalyst Trusteeship Limited acting as the common security trustee for the lenders of the Relevant Working Capital Facility which are currently, ICICI Bank Limited and Kotak Mahindra Bank Limited
Whether the acquirer belongs to Promoter / Promoter group	No.
Name(s) of the Stock Exchange(s) where the shares of TC are Listed	BSE Limited and Limited.	the National Stock	Exchange of India
Details of the acquisition as follows:	Number	% w.r.t. total share/voting capital wherever applicable (*)	% w.r.t. total diluted share/voting capital of the TC (**)
Before the acquisition under consideration, holding of acquirer along with PACs of (a) Shares carrying voting rights (b) Shares in the nature of encumbrance (pledge/lien non - disposal undertaking/ others) (c) Voting rights (VR) otherwise than by shares (d) Warrants/convertible securities/any other instrument that entitles the acquirer to receive shares carrying voting rights in the TC (specify holding in each category) (e) Total (a+b+c+d)	(a) NIL (b) NIL (c) NIL (d) NIL (e) NIL	(a) NIL (b) NIL (c) NIL (d) NIL (e) NIL	(a) NIL (b) NIL (c) NIL (d) NIL (e) NIL
Details of acquisition~~/~~ (a) Shares carrying voting rights acquired (b) VRs acquired / otherwise than by equity shares (c) Warrants/convertible securities/any other instrument that entitles the acquirer to receive shares carrying voting rights in the TC (specify holding in each category) acquired	(a) NIL (b) NIL (c) NIL (d) Encumbran ce over 541,30,375 equity shares	(a) NIL (b) NIL (c) NIL (d) Encumbran ce over 541,30,375	(a) NIL (b) NIL (c) NIL (d) Encumbranc e over 6,64,50,631 equity shares

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Digitally signed Deesha by Deesha Sr ikkanth Srikka nth Date: 2025 .12.26 17:08:0 8 + 05'30'

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(d) Shares in nature of encumbrance (~~pledge/lien/~~ ~~n~~on - disposal undertaking/others) (e) Total (a+b+c+/- d)	carrying voting rights of the TC as set out in the NOTE below. (e) 541,30,375 equity shares carrying voting rights of the TC.	(e) equity shares aggregating to approximat ely 26% of the paid- up equity share capital carrying voting rights of the TC as set out in the NOTE below. (f) 26 % of the paid-up equity share capital carrying voting rights of the TC.	aggregating to approximate ly 26% of the paid- up equity share capital carrying voting rights of the TC on a fully diluted basis as set out in the NOTE below. (e) 26% of the paid-up equity share capital carrying voting rights of the TC on a fully diluted basis.
After the acquisition /, holding of: (a) Shares carrying voting rights acquired (b) VRs otherwise than by shares (c) Warrants / convertible securities / any other instrument that entitles the acquirer to receive shares carrying voting rights in the TC (specify holding in each category) after acquisition (d) Shares in nature of encumbrance (~~pledge/lien/~~ ~~n~~on - disposal undertaking/others) (e) Total (a+b+c+d)	(a) NIL (b) NIL (c) NIL (d) Encumbranc e over 5,41,30,375 equity shares carrying voting rights of the TC as set out in the NOTE below. (e) 5,41,30,375 equity shares carrying voting rights of the TC.	(a) NIL (b) NIL (c) NIL (d) Encumbranc e over 5,41,30,375 equity shares aggregating to approximate ly 26% of the paid up equity share capital carrying voting rights of the TC as set out in the	(a) NIL (b) NIL (c) NIL (d) Encumbranc e over 6,64,50,631 equity shares aggregating to approximate ly 26% of the paid- up equity share capital carrying voting rights of the TC on a fully

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Deesh a Digitally signed by Deesha Srikka n Sr ikkanth Date: 2025 .12.26 th 17:08:2 0 + 05'30'

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NOTE diluted basis
below. as set out in
the NOTE
(e) 26% of the
below.
paid-up
equity (e) 26% of the
share paid-up equity
capital share capital
carrying carrying voting
voting rights of the TC
rights of the on a fully diluted
TC. basis.
Mode of disposal acquisition / (e.g. open Encumbrance over 5,41,30,375 equity shares of TC
market / off market / public issue / rights
issue / preferential allotment / inter-se
transfer etc).
Salient features of the securities acquired Not Applicable.
including time till redemption, ratio at
which it can be converted into equity
shares, etc.
Date of acquisition of / date of receipt of Date of creation of encumbrance: 22 December 2025.
intimation of allotment of shares / VR/
warrants/convertible securities/any other
instrument t hat entitles the acquirer to
receive shares in the TC.
Equity share capital / total voting capital of INR 2,08,19,37,500 comprising 20,81,93,750 equity
the TC before the said acquisition / shares of INR 10 each (as per the shareholding pattern
for quarter ended 30 September 2025 published on the
stock exchanges).
Equity share capital/ total voting capital of INR 2,08,19,37,500 comprising 20,81,93,750 equity
the TC after the said acquisition shares of INR 10 each (as per the shareholding pattern
for quarter ended 30 September 2025 published on the
stock exchanges).
Total diluted share/voting capital of the TC INR 2,55,57,93,490 comprising 20,81,93,750 equity
after the said acquisition / shares, 4,57,15,000 convertible warrants and 16,70,599
stock options each of INR 10 each (as per the
shareholding pattern for quarter ended 30 September
2025 published on the stock exchanges).
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Deesh a Digitally signed by Deesha S rikkanth Srikka n Dat e: th 20217:08:29 +05'30' 5.12.2 6

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PART B

Name of the Target Company Tilaknagar Industries Limited

Name(s) of the acquirer and Whether the acquirer belongs to PAN of the acquirer and/ or Persons Acting in Concert Promoter/ Promoter group PACs (PAC) with the acquirer Catalyst Trusteeship Limited, No. AACCG4147R acting as the common security trustee for the lenders of the Relevant Working Capital Facility which are currently, ICICI Bank Limited, and Kotak Mahindra Bank Limited.

(*) Total share capital/ voting capital to be taken as per the latest filing done by the company to the Stock Exchange under Clause 35 of the listing Agreement.

(**) Diluted share/voting capital means the total number of shares in the TC assuming full conversion of the outstanding convertible securities/warrants into equity shares of the TC.

(***) Part-B shall be disclosed to the Stock Exchanges but shall not be disseminated.

NOTE:

This disclosure is being submitted by Catalyst Trusteeship Limited, in its capacity as the Common Security Trustee, pursuant to the provisions of Regulation 29(1) read with Regulation 29(4) of the Takeover Regulations, in connection with, among other things, the non-disposal undertaking executed on the equity shares of Tilaknagar Industries Limited (“Target Company”) in favour of Catalyst Trusteeship Limited by Mr. Amit Dahanukar, Promoter of the Target Company on December 22, 2025. The undertakings being provided are treated as an encumbrance under Takeover Code pursuant to which this disclosure is being made.

In relation to the financing arrangements of the Target Company (“Relevant Working Capital Facility”), Mr. Amit Dahanukar has executed an undertaking in favour of Catalyst Trusteeship Limited (the “Common Security Trustee”) on 22 December 2025 (“Relevant Undertaking”). Pursuant to the terms of the Relevant Undertaking, Mr. Amit Dahanukar has agreed: (a) that he along with Mrs. Shivani Amit Dahanukar, Ms. Priyadarshini Dahanukar, Mrs. Anupama Dahanukar, ML Dahanukar and Company Private Limited and Arunodoy Investments Private Limited will maintain at least 26% shareholding in the Target Company on a fully diluted basis, (b) Mr. Amit Dahanukar will refrain from creating any encumbrance over their shares except for acquisition related financing, (c) Mr. Amit Dahanukar will continue to be a director on the board of the Target Company and retain control of the Target Company, and (d) Mr. Amit Dahanukar will not transfer or restructure ownership of his shares, without the prior consent of the lenders of the Relevant Working Capital Facility, which are currently, ICICI Bank Limited and Kotak Mahindra Bank Limited (the “Working Capital Lenders”, which term shall include any assigns, novates and transferees thereof). Any breach of the terms of the Relevant Undertaking will be an event of default under the terms of the Relevant Working Capital Facility.

Deesh Digitally signed by Deesha a S rikkanth Srikk an Dat2025.12.26 e: t h 17:08:39 +05'30'

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For and on behalf of Catalyst Trusteeship Limited

Digitally signed Deesha by Deesha S rikkanth Srikkan th Date: 20 25.12.26 17:08:48 +05'30'

_____ Name: Deesha Srikkanth Designation: Senior Vice President Place: Mumbai Date: 26 December 2025

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