Prism Johnson Limited has appointed Mr. Sanjaykumar Shivajee Roy as Additional Director and Whole-time Director, designated as Executive Director & CEO (RMC), effective March 2, 2026. The appointment was approved by the Board of Directors at their meeting held on March 2, 2026, based on the recommendation of the Nomination and Remuneration Committee.

Appointment Details

The key details of the appointment are outlined below:

Professional Background

Mr. Roy brings extensive experience to his new role. At 57 years, he holds a Bachelor's Degree in Civil Engineering (B.E.) from Pune University and an MBA in Marketing Management from Corporate Executive Board, UK. His professional credentials include:

• Over 33 years of experience in the Ready Mix Concrete and Construction Industry
• Previous role as Chief Executive - Concrete Business at ACC Limited, part of Adani Group
• Experience as Head of Concrete Business at Aparna RMC
• Expertise in Business Development, Strategic Planning, Capex and Project Management
• Track record in Profit Centre & Key Account Management and cost-saving initiatives

Throughout his career, Mr. Roy has been instrumental in various turnarounds across strategic markets and has led multiple functions including resource optimization and strategic planning initiatives.

Regulatory Compliance

The company has confirmed that Mr. Roy is not debarred from holding the office of Director by virtue of any SEBI order or by any other authority, in compliance with circular requirements issued by BSE Limited and the National Stock Exchange of India Limited dated June 20, 2018.

Additionally, the Board has disclosed that Mr. Roy is not related to any of the existing Directors on the Board, ensuring independence in the appointment process.

Shareholder Approval Process

The Board of Directors has decided to seek shareholders' approval for the appointment through postal ballot voting in accordance with the provisions of the Companies Act, 2013 and SEBI LODR regulations. A copy of the notice of postal ballot will be submitted to the stock exchanges in due course, pursuant to applicable law.

The Board meeting commenced at 8:00 a.m. and concluded at 8:15 a.m. on March 2, 2026, with the appointment being one of the key agenda items addressed during the session.

Prism Johnson Limited has announced a significant divestment decision, agreeing to sell its entire 51% stake in Raheja QBE General Insurance Company Limited (RQBE) to QBE Holdings (AAP) Pty Limited for Rs.324 crores. The Board of Directors approved this strategic transaction on March 2, 2026, marking the end of the company's joint venture with Australia's QBE Group in India's general insurance sector.

Transaction Overview

The share purchase agreement was executed on March 2, 2026, between Prism Johnson Limited, QBE Holdings (AAP) Pty Limited, and RQBE. This proposed transaction involves the complete divestment of Prism Johnson's controlling stake in its material unlisted subsidiary to QBE, which is already an existing shareholder in RQBE.

RQBE's Financial Contribution

RQBE has been a significant contributor to Prism Johnson's consolidated financials. As of March 31, 2025, the insurance subsidiary demonstrated substantial business metrics that highlight its importance to the parent company's operations.

Regulatory Approvals and Timeline

The completion of this proposed transaction is contingent upon several regulatory approvals and conditions precedent. The company has outlined a comprehensive approval process that must be satisfied before the deal can be finalized.

Key approvals required include:

• Shareholder approval through postal ballot process
• Approval from the Insurance Regulatory and Development Authority of India (IRDAI)
• Other statutory and regulatory approvals as may be required

The company estimates that the proposed transaction will be completed within 9 months from the execution date of the Share Purchase Agreement, subject to the fulfillment of all conditions precedent.

About the Buyer

QBE Holdings (AAP) Pty Limited is part of the QBE Group and operates as a wholly owned subsidiary of QBE Insurance Group Limited. The ultimate parent company is listed on the Australian Securities Exchange and represents a global insurance organization with operations spanning 26 countries across three divisions. Importantly, QBE Holdings does not belong to Prism Johnson's promoter, promoter group, or group companies, making this transaction an arm's length deal with an independent third party.

Strategic Implications

This divestment will result in the complete termination of Prism Johnson's joint venture with Australia's QBE Group in the general insurance business in India. The existing Shareholders Agreement will also be terminated as part of this transaction. Upon successful completion of the proposed transaction, RQBE will cease to be a subsidiary of Prism Johnson Limited, representing a strategic exit from the insurance sector for the company.

The total consideration is subject to certain adjustments upon completion of the transaction, as specified in the Share Purchase Agreement. The Board meeting that approved this significant transaction was conducted efficiently, commencing at 8:00 a.m. and concluding at 8:15 a.m. on March 2, 2026.