Vipul Limited — Capital/Financing Update 2024

Dec 10, 2024

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Ref. No. VIPUL/SEC/FY2024-25/2311	December 10, 2024
The Secretary BSE Limited, (Equity Scrip Code: 511726) Corporate Relationship Department, At: 1STFloor, New Trading Ring, Rotunda Building, Phiroze Jeejeebhoy Towers, Dalal Street, Fort, Mumbai-400001	The Manager (Listing) National Stock Exchange of India Limited, (Equity Scrip Code: VIPULLTD) Exchange Plaza, Bandra Kurla Complex, Bandra, Mumbai-400051

Subject: Outcome of Board Meeting held on Tuesday, December 10, 2024, in terms of the provisions of Regulation 30 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“SEBI Listing Regulations”)

Dear Sir/Madam,

This in continuation our letters no. Ref. No. VIPUL/SEC/FY2024-25/2310 dated December 03, 2024, pursuant to the provisions of Regulations 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (‘Listing Regulations’), we wish to inform you that the Board of Directors of the Company, at its meeting held today i.e. Tuesday, December 10, 2024 through audio visual means of communication has considered and approved, inter alia, the following business items:

1. Approval for raising of funds through issuance and allotment of equity shares having face value of Rs. 1.00/(Rupee One Only) (‘Equity Shares’) for an aggregate amount not more than Rs. 49,75,00,000/- (Rupees Forty Nine Crore Seventy Five Lakh Only) on right issue basis, on such terms and conditions as may be decided by the Board of Directors of our Company to the eligible equity shareholders of the Company, as on the record date (to be notified subsequently) subject to the receipt of applicable regulatory, statutory approvals, in accordance with the provisions of the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018, Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements), Regulations, 2015, and the Companies Act, 2013 and the rules made thereunder, as amended from time to time. (‘Rights Issue’);

2. The Board has constituted a “Rights Issue Committee” consisting of Mr. Ajay Arjit Singh (Chairman), Mr. Sanjay Sood (Member), Mr. Rajeev Gupta (Member) and Mr. Punit Beriwala (Member) and authorized its members to appoint various intermediaries and decide on the terms and conditions of the Issue, including but not limited to, the final Issue size/amount, rights entitlement ratio, the issue price, record date, timing of the Rights Issue, approval of draft letter of offer; appointment of intermediaries and legal counsel, if required and also to do all such acts, deeds, things, and matters, as it may in its absolute discretion deem necessary, proper, and desirable for the purpose of and in connection with the Rights Issue;

The details in respect of the Right Issue, as required to be disclosed under Regulation 30 of the SEBI Listing Regulations, read with the SEBI Circular No. SEBI circular SEBI/HO/CFD/PoD2/CIR/P/2023/120 dated 11 July 2023 and SEBI/HO/CFD/CFD-PoD-1/P/CIR/2023/123 on disclosure of material events/ information by listed entities, dated July 13, 2023 (“ SEBI Disclosure Circular ”) is set out below at Annexure – I .

1. The Board of Directors of the Company has considered & approved, subject to approval of the shareholders, the appointment of Mrs. Minaxi Manoj Pareek (DIN: 09769729), as a Non-Executive Independent Additional Director of the Company w.e.f. December 10, 2024, holding office as a director not liable to retire by rotation, to hold office till the forthcoming Annual General Meeting of the Company.

Further, as per SEBI Circular LIST/COMP/14/2018-19 dated June 20, 2018, the Company affirms that Mrs. Minaxi Manoj Pareek, being appointed as a Non-Executive Independent Additional Director is not debarred from holding the office of director by virtue of any SEBI order or any other such authority.

Further, Mrs. Minaxi Manoj Pareek is not disqualified from holding the office of director pursuant to the provisions of Section 164 of the Companies Act, 2013.

SUNIL Digitally signed by SUNIL KUMAR KUMAR Date: 2024.12.10 15:27:07 +05'30'

Regd Off: Unit No 201, C-50, Maviya Nagar, New Delhi-110017 CIN: L65923DL2002PLC167607

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Mrs. Minaxi Manoj Pareek has performance-driven, fair, empathetic, encouraging and energetic style of management and her philosophy of life is to always work hard smartly, and to keep knocking on the door of opportunity.

Further, the relevant disclosure required as per Regulation 30 of the Listing Regulations read with SEBI Circular CIR/CFD/CMD/4/2015 dated September 09, 2015, in terms of change in Director of the Company are as follows:

Reason for change (appointment)	Appointment - Additional Director in the category of Non-Executive, Independent Director,not liable to retire byrotation.
Date of Appointment	December 10,2024
Brief Profile	She has completed Graduation in Commerce and having more than 6 years of experience in Accountingand Marketingfield.
Disclosure of relationship between directors	No relationship with other Director and Key Managerial personnel

The meeting commenced at 13:30 p.m. and concluded at 15:15 p.m.

You are requested to take the same on your record.

Thanking you, Yours faithfully, For Vipul Limited SUNIL Digitally signed by SUNIL KUMAR KUMAR Date: 2024.12.10 15:27:17 +05'30' (Sunil Kumar) Company Secretary A-38859

Regd Off: Unit No 201, C-50, Maviya Nagar, New Delhi-110017 CIN: L65923DL2002PLC167607

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Annexure – I

Disclosure in terms of Regulation 30 of the SEBI Listing Regulations read with the SEBI Disclosure Circular on Continuous Disclosure Requirements concerning the issue of equity shares on a rights basis:

Sr. No.	Particulars	Details
1.	Type of Securities proposed to be issued (viz. equity share, convertibles etc.)	Equity Shares of face value of INR 1/- each
2.	Type of issuance (further public offering, rights issue, depository receipts (ADR/GDR), qualified institutions placement, preferential allotment etc.)	Right issue to the existing shareholders
3.	Total number of securities proposed to be issued or the total amount for which the securities will be issued (approximately)	Issue and allotment of Equity Shares of face value of INR 1/- each to the existing Equity Shareholders of the Company on rights basis (“Rights Issue”), at such price and right entitlement ratio as may be decided by the Board of Directors or a duly constituted Rights Issue Committee of the Board to the eligible Equity shareholders of the Company, as on the record date (to be notified later), for an amount aggregating up to INR 49.75 Crores (Rupees Forty Nine Crore SeventyFive Lakh only).
4.	In case of preferential issue the listed entity shall disclose the following additional details to the stock exchange(s): i. names of the investors; ii. post allotment of securities - outcome of the subscription, issue price / allotted price (in case of convertibles), number of investors; iii. in case of convertibles - intimation on conversion of securities or on lapse of the tenure of the instrument	Not Applicable
5.	In case of bonus issue the listed entity shall disclose the following additional details to the stock exchange(s): i. whether bonus is out of free reserves created out of profits or share premium account; ii. bonus ratio iii. details of share capital - pre and post bonus issue iv. free reserves and/ or share premium required for implementing the bonus issue; v. free reserves and/ or share premium available for capitalization and the date as on which such balance is available; vi. whether the aforesaid figures are audited; vii. estimated date by which such bonus shares would be credited/dispatched	Not Applicable

Regd Off: Unit No 201, C-50, Maviya Nagar, New Delhi-110017 CIN: L65923DL2002PLC167607

SUNIL Digitally signed by SUNIL KUMAR Date: 2024.12.10 KUMAR 15:27:27 +05'30'

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6. In case of issuance of depository receipts (ADR/GDR) or FCCB Not Applicable
the listed entity shall disclose following additional details to the
stock exchange(s):
i. name of the stock exchange(s) where ADR/GDR/FCCBs are
listed (opening -closing status) / proposed to be listed;
ii. proposed no. of equity shares underlying the AD RIGOR or on
conversion of FCCBs;
iii. proposed date of allotment, tenure, date of maturity and
coupon offered, if any of FCCB's;
iv. issue price of ADR/GDR/FCCBs (in terms of USD and in INR
after considering conversion rate);
v. change in terms of FCCBs, if any; vi. details of defaults, if any,
by the listed entity in payment of coupon on FCCBs & subsequent
updates in relation to the default, including the details of the
corrective measures undertaken (if any);
7. In case of issuance of debt securities or other nonconvertible Not Applicable
securities the listed entity shall disclose following additional
details to the stock exchange(s):
i. size of the issue;
ii. Whether proposed to be listed? If yes, name of the stock
exchange(s);
iii. tenure of the instrument - date of allotment and date of
maturity; iv. coupon/interest offered, schedule of payment of
coupon/interest and principal;
v. charge/security, if any, created over the assets;
vi. special right/interest/privileges attached to the instrument
and changes thereof;
vii. delay in payment of interest I principal amount for a period of
more than three months from the due date or default in payment
of interest I principal;
viii. details of any letter or comments regarding payment/non-
payment of interest, principal on due dates, or any other matter
concerning the security and /or the assets along with its
comments thereon, if any;
ix. details of redemption of preference shares indicating the
manner of redemption (whether out of profits or out of fresh
issue) and debentures
8. Any cancellation or termination of proposal for issuance of Not Applicable
securities including reasons thereof
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SUNIL Digitally signed by SUNIL KUMAR Date: 2024.12.10 KUMAR 15:27:35 +05'30'

Regd Off: Unit No 201, C-50, Maviya Nagar, New Delhi-110017 CIN: L65923DL2002PLC167607