Fabtech Technologies Ltd

Nature of restructuring

• Sale of Fabtech's remaining TSA Process Equipments Pvt Ltd shares to Thermax Limited.
• Settlement Agreement dated Sept 29, 2026 revises second-tranche consideration.
• First tranche completed Apr 2024; 51% stake already transferred to Thermax.

Entities involved

• Fabtech Technologies Ltd: seller of TSA shares.
• TSA Process Equipments Pvt Ltd: target subsidiary whose shares are being sold.
• Thermax Limited: buyer acquiring the remaining TSA stake.

Key transaction details

• Sale of 2,23,440 equity shares in TSA by Fabtech.
• Consideration: Rs 13.98 crore.
• Completion targeted for October 5, 2026.
• Thermax not part of promoter group; not a related party.

Financial impact

• TSA had NIL turnover and NIL net worth in last financial year.
• Sale consideration: Rs 13.98 crore.
• No disclosed immediate impact on Fabtech's consolidated revenue or net worth.

Rationale and strategic objectives

• Monetise remaining stake in TSA to Thermax.
• Finalize second-tranche terms to complete the sale.

Related party / shareholder impact

• Transaction not a related party transaction; Thermax is independent buyer.

Approvals and timeline

• Agreement executed September 29, 2026.
• Completion of second tranche expected by October 5, 2026.
• No additional regulatory approvals referenced.

Fabtech Technologies Ltd – Trading Window closed from Oct 01, 2026 till 48 hours after the declaration of unaudited financial results for the quarter and half year ending Sept 30, 2026.

Board approval

• Board approved in-principle incorporation of a wholly owned step-down subsidiary in Egypt via Fabtech Technologies LLC, UAE.
• Date of circular resolutions: September 25, 2026.
• In-principle approval subject to regulatory clearances from Egypt and UAE authorities.
• Further developments to be disclosed per Regulation 30(7).

Proposed subsidiary details

• Proposed name: Fabtech Technologies or regulator-approved alternative.
• Date of incorporation: yet to be incorporated.
• Country: Arab Republic of Egypt.
• Holding entity: Fabtech Technologies LLC, UAE; 100% owned by Fabtech Technologies Limited.
• Industry: Turnkey Pharma Projects.
• Scope includes turnkey pharma projects, HVAC, MEP, CRP, CRE, machinery.
• Regulatory approvals: approvals from Egyptian regulators and UAE Embassy.
• Cash subscription at face value per share.
• Shareholding: 100% held by Fabtech Technologies LLC.

Meeting Details

• Date: 29 September 2026; Time: 04:00 pm–05:00 pm
• Format: Group meetings; Mode: Virtual
• Organiser: Kaptify Consulting; management will interact with investors through the firm

Participants

• Executive Director (Fabtech Technologies Limited) to participate on behalf of the company

Purpose

• General investor interaction; discussions based on publicly available information

Additional Notes

• Meeting may be cancelled, rescheduled, or postponed due to unavoidable exigencies

Meeting Details

• Date/time: 24 Sept 2026, 10:00 AM and 11:30 AM.
• Type/interaction: One-On-One with Family Office Fund; Meeting with Domestic Institutional Investor.
• Mode: In; Person.
• Organiser: Kaptify Consulting (Investor Relations).

Participants

• Company participant: Executive Director.

Purpose

• Purpose: Investor/Analyst interaction.
• Discussions to be based on publicly available information.
• No unpublished price-sensitive information will be discussed.

Additional Notes

• Dissemination of details on exchange/website requested.

New CIS turnkey project

• Fabtech secured a INR 21 crore turnkey project in a CIS country, marking its market entry.
• Project covers design, integration, cleanrooms, HVAC, electrical, validation; handover targeted within ~12 months.
• Entry into CIS geography strengthens Fabtech's international footprint and regulated infrastructure capability.
• End user operates in global medical-technology sector; project emphasizes climate-responsive engineering.

Key project update

• FTS Cleanrooms Systems LLC completed a 14,000 sqm turnkey cleanroom for Himalaya Wellness in Dubai within a year.
• Integrated design, installation and validation under a single delivery structure to ensure on-time completion.
• Facility supports pharmaceutical and cosmetic manufacturing in Himalaya's Dubai operations.
• Fabtech emphasizes international expansion in healthcare and life-sciences markets.

AGM Details

• Date and time: 24 August 2026, 2:00 PM IST via VC/OAVM.
• Mode: VC/OAVM; no physical venue.
• Notice dispatched to members on 31 July 2026.
• Cut-off date for voting entitlement: 17 August 2026.
• Total shareholders on record date: 29,360.
• Remote e-voting and on-site voting at AGM.

Resolutions & outcomes

• Resolution 1: Ordinary; adoption of standalone and consolidated financial statements for the year ended March 31, 2026; passed.
• Resolution 2: Ordinary; re-appointment of Amjad Adam Arbani on rotation; passed.
• Resolution 3: Ordinary; final dividend of Rs 0.60 per share; passed.
• Resolution 4: Ordinary; approve related party transactions with FTS Cleanrooms Systems LLC; promoter votes excluded; passed.
• Resolution 5: Special; re-appointment of Naushad Alimohmed Panjwani as Non-Executive Independent Director for second term; passed.

Dividend

• Final dividend of Rs 0.60 per equity share declared.

Director changes

• Amjad Adam Arbani re-appointed after rotation.
• Naushad Alimohmed Panjwani re-appointed as Non-Executive Independent Director for second term.

Related party transactions

• Material related party transactions with FTS Cleanrooms Systems LLC approved.

Director changes

• Re-appointment of Amjad Arbani as Director; effective Aug 24, 2026; retires by rotation.
• Re-appointment of Naushad Panjwani as Non-Executive Independent Director; effective Aug 24, 2026; second five-year term.
• Not debarred and not related to other directors.
• Profile not provided in filing; available on Fabtech's website.