Elpro International Limited Announces Voluntary Delisting Initiative Through Promoter Group Acquisition

Elpro International Limited has initiated a voluntary delisting process through its promoter group, marking a significant corporate restructuring move. The company announced receipt of an Initial Public Announcement dated May 1, 2026, from Motilal Oswal Investment Advisors Limited, acting as Manager to the offer, expressing the intention to voluntarily delist the company's equity shares from BSE Limited.

Delisting Proposal Structure

The voluntary delisting initiative involves key promoter group entities and individual promoters working collectively to acquire all public shareholdings. The proposal encompasses acquiring equity shares from public shareholders and subsequently delisting from the stock exchange.

Parameter: Details Target Shares: 4,23,70,160 equity shares Face Value: ₹1 each Public Shareholding: 25.00% of paid-up equity capital Manager to Offer: Motilal Oswal Investment Advisors Limited Regulation: SEBI Delisting Regulations 2021

Shareholding Pattern and Acquirer Details

The current shareholding structure reveals concentrated promoter group ownership, with the delisting aimed at achieving complete control. The paid-up equity share capital stands at ₹16,94,79,130 divided into 16,94,79,130 equity shares.

Shareholder Category: Shares Held Percentage I G E (India) Private Limited & Zenox Technology Services Private Limited: 11,50,46,326 67.88% Mr. Surbhit Dabriwala & Mrs. Yamini Dabriwala: 4,54,019 0.27% Other Promoter Group Members: 1,16,08,625 6.85% Total Promoter Group Holdings: 12,71,08,970 75.00%

Strategic Rationale and Objectives

The delisting proposal serves multiple strategic purposes designed to enhance operational efficiency and provide shareholder value. The management has outlined specific rationales for pursuing this corporate action.

Key objectives include:

Operational Flexibility: Obtaining full ownership to provide increased operational, financial and strategic flexibility

Cost Reduction: Eliminating substantial compliance costs and dedicated management time associated with continued listing

Strategic Restructuring: Supporting business operations, corporate restructurings, acquisitions, and exploring new financing structures

Shareholder Liquidity: Providing public shareholders immediate and certain value realization opportunity

Regulatory Compliance and Process

The delisting process will follow a structured approach in accordance with SEBI Delisting Regulations 2021. The acquirers have provided necessary undertakings and confirmations regarding their compliance with regulatory requirements.

Key Conditions for Completion:

Board approval in accordance with Regulation 10 of Delisting Regulations

Shareholder approval through special resolution with public shareholders' favorable votes being at least two times the opposing votes

Due diligence completion by Peer Reviewed Company Secretary

Stock exchange approvals and statutory/regulatory clearances

Sufficient tender of equity shares for successful delisting

Pricing Mechanism

The equity shares will be acquired through a fixed price process as per Delisting Regulations. The final delisting price will be calculated based on floor price determination in accordance with Regulation 19A and fixed delisting price under Regulation 20A of the Delisting Regulations. The specific floor price and fixed delisting price will be communicated separately in due course.

Financial Arrangements and Timeline

The acquirers have confirmed firm financial arrangements for fulfilling payment obligations under the delisting proposal. They have demonstrated capability to implement the delisting proposal subject to necessary statutory approvals. The process will proceed through detailed public announcement and letter of offer stages as required under the regulatory framework.

Elpro International Limited has issued a public notice through newspaper advertisements regarding the second "100 days Campaign - Saksham Niveshak" initiative, as disclosed under SEBI regulations on April 30, 2026.

Regulatory Disclosure Details

The company submitted the disclosure to BSE Limited under Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The newspaper advertisement was published on Thursday, April 30, 2026, to inform shareholders about the campaign launch.

Parameter: Details Regulation: SEBI Regulation 30 Publication Date: April 30, 2026 Exchange: BSE Limited Scrip Code: 504000 CIN: L51505MH1962PLC012425

Campaign Overview

The Investor Education and Protection Fund Authority (IEPFA), Ministry of Corporate Affairs, has re-launched the second "100 days Campaign - Saksham Niveshak" with expanded scope. This initiative aims to facilitate direct payment of unclaimed/unpaid dividends to rightful shareholders by companies.

Campaign Timeline and Objectives

Aspect: Details Campaign Period: April 1, 2026 to July 9, 2026 Duration: 100 days Primary Goal: Reach shareholders with unpaid/unclaimed dividends Secondary Goal: Encourage KYC updates and entitlement claims

Shareholder Action Required

Shareholders who have not claimed their dividends are encouraged to update their KYC details and claim the said dividends during the campaign period. The company has provided multiple channels for shareholders to access information and submit required documentation.

Available Resources and Processes

Company Website: Process details and draft forms available at www.elpro.co.in

RTA Website: KYC information accessible at web.in.mps.mufg.com/KYC-downloads.html

Multiple Submission Modes: Physical post, email, and online portal options

Document Submission Methods

Shareholders can submit their KYC updates through three convenient methods:

Physical Post: Self-attested and dated copies to MUFG Intime India Private Limited

Email Submission: From registered email ID with digitally signed documents to investor.helpdesk@in.mps.mufg.com or ir@elpro.co.in

Online Portal: Upload via SWAYAM Portal at swayam.in.mps.mufg.com

Company Contact Information

For assistance regarding the campaign, shareholders can contact the company at ir@elpro.co.in . The disclosure was signed by Rushabh Ajmera, Company Secretary, and is available on the company's website for shareholder reference.

This initiative represents the company's commitment to shareholder welfare and compliance with regulatory requirements for investor protection and education.

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