Nature and Purpose of the Meeting

The Nomination and Remuneration Committee (designated as Compensation Committee) of the Board of Directors met to grant Employee Stock Options under the GHCL Textiles Employee Stock Option Scheme 2026 (GHCL Textiles ESOS 2026).

Details of Resolutions Passed

The committee granted 3,00,000 (Three Lakhs) stock options to Mr. Marshal Sonawane, Chief Executive Officer of the company.

Each option is convertible into one equity share of face value ₹2.00.

The pricing formula was set at ₹120.56 per share, which was the closing price on the National Stock Exchange of India Limited (NSE) on November 3, 2026 (the day before the grant date).

No discount was offered, and the price is not below the face value of ₹2.

Financial Impact

The grant represents potential equity dilution of 300,000 shares if all options are exercised.

The total potential value of the grant at the exercise price is ₹36,168,000 (300,000 options × ₹120.56).

Timing of the Meeting

The NRC Committee meeting commenced at 3:30 PM and concluded at 3:50 PM on November 4, 2026.

Compliance References

The disclosure is made pursuant to Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

The scheme is in terms of SEBI (SBEB) Regulations, 2021.

Reference is made to SEBI Master Circular No. HO/49/14/14(7)2025-CFD-POD2/I/3762/2026 dated January 30, 2026.

Significant Terms of Options

The options have a minimum vesting period of one year from the date of grant.

All options shall vest upon achieving targets determined by the NRC.

Vesting is subject to compliance with the Code of Conduct, company policies, and Insider Trading Regulations.

The exercise period shall not extend beyond five years from the date of vesting, or such other period as the NRC may determine.

Additional Material Disclosure

The disclosure explicitly states that sections related to options exercised, money realized, shares arising from exercise, options lapsed, variation of terms, and diluted earnings per share are not applicable as this disclosure is specifically for the grant of options.