EPL Ltd

Insider Trading Code Violation under SEBI PIT Regulations

• Type of policy: Insider Trading Code of Conduct under SEBI PIT Regulations 2015.
• Purpose: regulate, monitor, and report insider trading by designated persons.
• Pre-clearance required for all DP trades.
• Trading-window and contra-trade restrictions enforced.
• Automation of continual disclosures under Regulation 7(2) via system-driven process.
• Internal review led to a caution issued to the DP.
• DP: Rajiv Hargopal Verma, PAN ADIPV9196R, President - Technology & Printing.
• Two trades without pre-clearance: 19/08/2026 sale of 6,686 shares; 01/09/2026 purchase of 1,000 shares.
• Reasons: inadvertent violations; no profit or loss to DP.
• Actions: Company issued a caution after internal review.
• Role: Compliance Officer is Head - Legal, Company Secretary & Compliance Officer.

Transaction details

• Target Company: EPL Limited.
• Disclosing Party: Bandhan Mutual Fund, not part of promoter/promoter group.
• Transaction Type: Acquisition of equity shares.
• Pre-Transaction Holding: 2,30,03,692 shares (7.1703%), no encumbrances.
• Transaction Details: 6,07,416 shares acquired (0.1893%), open market, equity shares.
• Post-Transaction Holding: 2,36,11,108 shares (7.3596%).
• Date of Acquisition: September 25, 2026.
• Share Capital Context: Pre Rs 64,16,42,346; Post Rs 64,16,42,346; Diluted Post Rs 65,05,56,026.

EPL Limited: Trading Window closed from Oct 1, 2026 and will reopen on expiry of forty-eight hours after the announcement of the Financial Results of the Company for the quarter and half year ending on September 30, 2026.

AGM Details

• Held on September 16, 2026 from 11:00 a.m. to 12:40 p.m. IST.
• Mode: Video Conference with remote e-voting and e-voting at the AGM.

Resolutions

• Adopt standalone and consolidated financial statements for FY 2025-26.
• Re-appoint Animesh Agrawal, retiring by rotation, for re-appointment.
• Ratify remuneration payable to Cost Auditors.

Voting Results

• All resolutions passed with requisite majority.
• No notable dissent reported.

Dividend

• No dividend declared or proposed.

Director Changes

• Animesh Agrawal re-appointed as director.

Auditors

• Cost Auditors' remuneration ratified.

Related Party Transactions

• No material related party transactions approved.

Other Approvals

• No other material approvals indicated.

AGM Details

• Date, time, mode: 16 Sep 2026, 11:00–12:40 IST; via Video Conference.
• Cut-off voting date: 9 Sep 2026.
• Remote e-Voting and AGM voting conducted; Independent Scrutinizer appointed.
• Annexures with voting results and Scrutinizer’s report released.

Key Resolutions & Outcomes

• Item 1: Adopt standalone and consolidated financial statements; ordinary resolution passed.
• Item 2: Re-appoint Animesh Agrawal (retiring by rotation); ordinary resolution passed.
• Item 3: Ratify remuneration payable to Cost Auditors; ordinary resolution passed.

Publication under 124(6)

• Newspaper notices published for transfer of unclaimed dividends and shares to IEPF.

Notice availability

• Copies enclosed and available on EPL website.

Deadlines and transfers

• Date by which unclaimed dividends/shares will transfer to IEPF specified in notices.

Rating Action

• Issuer rating revised to IND AA+/Rating Watch with Developing Implications; watch placed.
• Commercial paper rating affirmed at IND A1+.
• Action date Sep 10, 2026.

Transaction details

• Target company: EPL Limited; stock exchanges: BSE Limited and NSE.
• Acquirer: Bandhan Mutual Fund; PACs: none.
• Promoter group affiliation: No.
• Pre-acquisition voting rights: 1,11,38,205 shares (3.4773%).
• Pre-acquisition encumbrances: NIL.
• Post-acquisition voting rights: 1,70,03,191 shares (5.3083%).
• Post-acquisition total diluted voting capital: 32,52,78,013 shares; INR 65,05,56,026.
• Equity share capital before: INR 64,06,28,318; 32,03,14,159 shares.
• Equity share capital after: unchanged.
• Date of acquisition: September 01, 2026.
• Mode of acquisition: Open Market.