Cubical Financial Services Limited

Nature of Disclosure: Regulatory intimation to BSE Limited regarding reclassification of promoters pursuant to completion of open offer under SEBI Takeover Regulations.

Key Transaction Details:

  • Open Offer completed by Mr. Manoj Agrawal ("Acquirer-1") and Mr. Amit Kumar Saraogi ("Acquirer-2") along with persons acting in concert
  • Acquisition of 2,00,75,137 equity shares as per Share Purchase Agreement
  • Transaction completed on Friday, 15th May 2026
  • Equity shares to be transferred post-completion

Promoter Reclassification Details:

Former promoters reclassified from "Promoter" category to "Public" category:

| Name | Shares Before Open Offer | % Holding Before | Shares After Open Offer | % Holding After |

| Mr. Ashwani Kumar Gupta | 1,63,83,572 | 25.14% | Nil | Nil |

| Ms. Rita Gupta | 36,91,565 | 5.66% | Nil | Nil |

Reclassification Conditions Met:

The former promoters confirm they:

  • Do not hold more than ten percent of total voting rights
  • Do not exercise direct or indirect control over company affairs
  • Have no special rights through formal or informal arrangements
  • Will not be represented on Board of Directors for three years
  • Will not act as Key Managerial Personnel for three years
  • Are not willful defaulters per RBI guidelines
  • Are not fugitive economic offenders

Company Compliance Undertakings:

  • Company confirms compliance with minimum public shareholding requirements under Regulation 38 of SEBI (LODR) Regulations
  • Equity shares are not suspended from trading on BSE Limited
  • No outstanding dues payable to SEBI, Stock Exchanges, or Depositories

New Promoter Structure:

  • Acquirers (Mr. Manoj Agrawal and Mr. Amit Kumar Saraogi) are now classified as promoters of the company
  • Persons acting in concert shall be the promoter group
  • Reclassification effective immediately from date of intimation (09.11.2026)

Regulatory Reference: Disclosure made under Regulation 31A(10)(ii) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, with reference to Letter of Offer dated September 09, 2026.