Summary of Key Information:

Nature of Filing / Announcement: Outcome of Board Meeting - Acquisition Approval

Corporate Actions:

The Board considered and approved the execution of the Share Purchase Agreement (SPA) between The Grob Tea Company Limited ("Acquirer") and the existing shareholders of Bazaloni Group Limited ("Target Company") for the acquisition of 100% of the equity share capital of Bazaloni Group Limited.

The Board noted that a Memorandum of Understanding (MoU) had been executed pursuant to approval granted at its meeting held on 25th November 2025. The acquisition could not be completed by 31st March 2026 as originally envisaged due to procedural and documentation requirements. The parties have mutually agreed to proceed with a revised timeline.

Mr. Pradeep Kumar Agarwal, the Managing Director of the Company, was authorized to execute the Share Purchase Agreement and other necessary documents and to complete all acts, deeds and formalities in connection with the acquisition on behalf of the company.

Acquisition Details:

Target Company: Bazaloni Group Limited (CIN: U01132AS1977PLC001713)

Industry: Tea Industry

Business: Manufacture and sale of Tea

Capital Structure:

  • Authorized Share Capital: ₹4,00,00,000 divided into 40,00,000 Equity Shares of ₹10 each
  • Paid-up Share Capital: ₹1,59,65,000 divided into 15,96,500 Equity Shares of ₹10 each

Financial Performance:

  • Turnover (31.03.2026): ₹52.78 Crores
  • Net Profit (31.03.2026): ₹6.88 Crores

Historical Turnover:

  • 2025-2026: ₹52.78 Crores
  • 2024-2025: ₹49.99 Crores
  • 2023-2024: ₹45.84 Crores

Acquisition Terms:

  • Percentage acquired: 100% (15,96,500 equity shares)
  • Acquisition price: ₹452 per share
  • Total consideration: ₹72,16,18,000 (Rupees Seventy-two Crore Sixteen Lakhs Eighteen Thousand Only)
  • Consideration type: Cash
  • Expected completion: Up to 31.07.2026

Transaction Nature:

  • Not a related party transaction
  • Promoter/promoter group/group companies have no interest in Bazaloni Group Limited
  • No governmental or regulatory approvals required

Strategic Rationale:

The acquisition would enhance company's growth, revenue and profitability and enable gaining exposure needed to further expand its presence in the Tea Industry. Upon completion, Bazaloni Group Limited will become a Wholly Owned Subsidiary of The Grob Tea Company Limited.

Target Company Background:

Bazaloni Group Limited operates "Bazaloni Tea Estate" with two divisions (Rajgarhali and Bazaloni) spread over approximately 1000 hectares under tea cultivation in Assam. The company was founded in 1915 and produces premium C.T.C. teas with estimated production of around 3 million kilograms. The company employs over 4000 people with infrastructure including housing, hospitals and schools. Date of Incorporation: 30th June, 1977.