MOTHERSON : NCLT APPROVES COMPOSITE DEMERGER AND AMALGAMATION SCHEME

• NCLT Mumbai Bench-II sanctioned the composite scheme of arrangement vide order dated October 26, 2026 • Automotive Manufacturing and Services Business of Samvardhana Motherson Innovative Solutions (SMISL) to be demerged into Samvardhana Motherson International (SAMIL) • Samvardhana Motherson Auto System (SMAS) to amalgamate into SAMIL; Motherson Machinery and Automations (MMAL) to amalgamate into SMISL • Appointed date fixed at April 1, 2024; SMAS and MMAL to stand dissolved without being wound up • No new shares to be issued as transferors are wholly owned subsidiaries; entire paid-up capital of SMAS and MMAL to be cancelled • Stated rationale: simpler structure, fewer investment layers, lower administrative cost duplication and operational synergies

Samvardhana Motherson International Ltd

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