Suraj Industries Ltd Board of Directors addressed regulatory compliance matters during their meeting on December 17, 2025, specifically concerning a fine imposed by BSE Limited under SEBI LODR Regulations. The board discussed a BSE fine of ₹11,800.00 for alleged non-compliance with SEBI LODR Regulations 29, while maintaining that no actual violation occurred in Rights Issue Committee meeting notifications.

BSE Fine Details and Background

The fine imposed by BSE Limited pertains to alleged non-compliance with Regulations 29(2) and 29(3) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The regulatory action stems from BSE's communication dated November 14, 2025, following their review process.

The specific allegation involves delayed furnishing of prior intimation for the Rights Issue Committee meeting held on October 7, 2025. However, the company maintains that proper procedures were followed throughout the process.

Company's Defense and Timeline

Suraj Industries submitted a detailed response to BSE Limited on November 15, 2025, clarifying their position on the alleged non-compliance. The company argues that their October 6, 2025 intimation formed part of a continuous and connected sequence of disclosures.

The timeline of events includes:

• September 17, 2025: Initial intimation for Rights Issue Committee meeting scheduled for September 22, 2025
• September 22, 2025: Rescheduling intimation due to non-receipt of in-principle approval
• October 6, 2025: Intimation issued upon receipt of in-principle approval
• October 7, 2025: Rights Issue Committee meeting held

The company emphasizes that their October 6, 2025 intimation was issued in strict conformity with SEBI Circular No. SEBI/HO/CFD/CFD-PoD-1/P/CIR/2025/31 dated March 11, 2025, which stipulates that the second Board Meeting in a Rights Issue shall be convened on the next working day following receipt of in-principle approval.

Board's Position and Actions

The Board of Directors categorically denied the alleged non-compliance while taking precautionary measures to avoid further regulatory action. Despite maintaining their position of no violation, the board decided to remit the fine amount to prevent any additional actions by BSE Limited.

The company filed an application seeking waiver of the fine on November 26, 2025, requesting an opportunity to be heard. This application remains under BSE's consideration, with the company awaiting further communication.

Board Comments and Compliance Commitment

The Board affirmed that Suraj Industries has consistently acted in good faith compliance with all applicable regulatory requirements. They emphasized their commitment to adhering to SEBI LODR Regulations in both letter and spirit, maintaining that no instance of non-compliance occurred based on the facts and continuous sequence of disclosures made.

The board's statement reinforces their dedication to maintaining the highest standards of corporate governance and compliance. They assured stakeholders of their continued commitment to ensuring timely, accurate, and proper disclosures in a transparent and diligent manner, demonstrating the company's proactive approach to regulatory compliance despite the current dispute.

Suraj Industries board of directors has approved a strategic acquisition to increase its stake in Shri Gang Industries and Allied Products Limited. The board meeting resulted in the approval to acquire 1,35,000 equity shares of Shri Gang from Mr. Ritesh Gupta, who serves as Joint Managing Director and is a member of the promoter group.

Transaction Details

The acquisition represents a related party transaction that was reviewed and approved by the Audit Committee before being presented to the board for consideration. The transaction will be conducted on an arm's length basis with cash consideration.

The acquisition will increase Suraj Industries' stake in Shri Gang Industries from 19.31% to 20.02%. The acquisition price will be determined as the average of the opening and closing market prices of Shri Gang's equity shares as quoted on BSE Limited on the working day immediately preceding the transaction execution date.

About Shri Gang Industries

Shri Gang Industries operates in the alcoholic beverages and Extra Neutral Alcohol (ENA) manufacturing industry, positioning itself in the breweries and distilleries sector. The company has established a bottling plant for Indian Made Foreign Liquor (IMFL) and Country Liquor at Sandila, District Hardoi, Uttar Pradesh, which commenced commercial production in July 2020.

The company further enhanced its capabilities by commissioning a grain-based distillery unit in September 2022, diversifying its revenue streams and expanding production capabilities. Shri Gang has entered into strategic partnerships including an exclusive manufacturing arrangement with United Spirits Limited for producing prestigious IMFL brands and a long-term supply agreement for Extra Neutral Alcohol.

Financial Performance

Shri Gang's financial performance demonstrates solid operational results in the breweries and distilleries sector:

The company, incorporated on August 2, 1989, operates exclusively in India and has established itself as a key player in the alcoholic beverages manufacturing sector through its strategic partnerships with United Spirits Limited.

Regulatory Compliance

Apart from approvals required under the Companies Act, 2013, and SEBI Listing Obligations and Disclosure Requirements Regulations, 2015, no other government or regulatory approval is required for this acquisition.

Strategic Objective

The primary objective of this acquisition is to further consolidate Suraj Industries' shareholding in Shri Gang Industries. This move strengthens Suraj Industries' position in its investment portfolio and increases its influence in a company that operates in the breweries and distilleries sector with established partnerships and operational performance.