Background and Scheme Details

Pursuant to approval of the Scheme of Arrangement in the nature of merger/amalgamation of Royal Spinwell and Developers Private Limited ("Transferor Company" or "RSDPL") with Royal Cushion Vinyl Products Limited ("Transferee Company" or "Company") and their respective shareholders and creditors ("Scheme") under Sections 230 to 232 and other applicable provisions of the Companies Act, 2013 and rules made thereunder.

The Hon'ble National Company Law Tribunal ("NCLT"), Mumbai Bench, approved the Scheme vide its Order dated July 28, 2026 ("Final Order").

The Scheme became effective with effect from August 30, 2026.

Share Allotment Details

In terms of provisions of the Scheme, 41,17,160 (Forty-One Lakh Seventeen Thousand One Hundred Sixty) equity shares of ₹10 each of the Company at par were allotted to the eligible equity shareholders of RSDPL on October 05, 2026.

Allotment Ratio: 7,807 (Seven Thousand Eight Hundred Seven) equity shares of face value ₹10 each of the Company for every 19 (Nineteen) fully paid-up equity shares of face value ₹10 each of RSDPL.

Impact on Shareholding

Consequent to the aforesaid allotment, the respective allottees have acquired equity shares of the Company, resulting in an increase in the shareholding of the members of the Promoter and Promoter Group.

Individual Allottee Details

The Company received disclosures under Regulation 7(2)(a) of SEBI PIT Regulations from the following members of the Promoter and Promoter Group:

| Sr. No. | Name | Category | Equity Shares Allotted (No.) | Issue Price (₹) | Total Value (₹) |

| 1 | Mahesh Kantilal Shah | Promoter | 4,10,894 | 10 | 41,08,940 |

| 2 | Vinod Kantilal Shah | Promoter | 4,15,003 | 10 | 41,50,030 |

| 3 | Deepak Amrutlal Motasha | Promoter | 4,10,894 | 10 | 41,08,940 |

| 4 | Jayesh Amrutlal Motasha | Promoter | 4,15,003 | 10 | 41,50,030 |

| 5 | Mukesh Amrutlal Motasha | Promoter | 4,10,894 | 10 | 41,08,940 |

| 6 | Suvrat Mahesh Shah | Promoter Group | 6,16,342 | 10 | 61,63,420 |

| 7 | Jay Vinod Shah | Promoter Group | 6,16,342 | 10 | 61,63,420 |

| 8 | Vivek Deepak Motasha | Promoter Group | 2,87,626 | 10 | 28,76,260 |

| 9 | Rahul Mukesh Motasha | Promoter Group | 2,87,626 | 10 | 28,76,260 |

| 10 | Varun Jayesh Motasha | Promoter Group | 2,46,536 | 10 | 24,65,360 |

| | Total | | 41,17,160 | | 4,11,71,600 |

Additional Disclosure Details

Individual disclosure forms (Form C) were provided for each allottee, showing:

  • Securities held prior to acquisition
  • Securities acquired
  • Securities held post-acquisition
  • Date of allotment advice: October 05, 2026
  • Date of intimation to company: October 07, 2026
  • Mode of acquisition: Pursuant to Scheme of Arrangement
  • Exchange: Not Applicable (N.A.)