Welspun India : WIL Quarter Mar 2023

Sub: Outcome of the meeting of the Board of Directors of Welspun India Limited

(the Company) held on April 27, 2023

Please take note that the Board of Directors of the Company at its meeting held on April 27, 2023 has considered and approved the following businesses:

1. Audited Financial statements for the year ended March 31, 2023.
   Pursuant to Regulation 33 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, we have enclosed the following:
2. 1. Statement showing the Audited Financial Results (Standalone and Consolidated) of the Company as per Indian Accounting Standards (IND - AS) for the quarter and year ended March 31, 2023;
   2. Auditors' Report on the Audited Financial Results for the quarter and year ended March 31, 2023 on Standalone and Consolidated basis;
   3. Declaration on Auditors' Report with Unmodified Opinion and
   4. Press Release which is simultaneously being released to the media.

The above results, duly reviewed and recommended by the Audit Committee, have been approved by the Board of Directors of the Company at its meeting held on April 27, 2023 commenced at 11 a.m. and the above agenda was approved at 02:20 p.m.

1. Recommendation of Dividend.
   In continuance to our intimation dated April 24, 2023, it hereby informed that the Board of Directors of the Company at their meeting held on April 27, 2023, have recommended Dividend of Re. 0.10 per equity share of the face value of Re.1 each at the rate of 10% on the equity shares for the financial year 2022-23. The Dividend will be paid to the shareholders who are holding equity shares of the Company on the last day of book closure which will be June 30, 2023.

Please further take notice of the closure of the Register of Members and Share Transfer Register with reference to the payment of dividend.

1. Approval of Buy-Back

1. In continuance to our intimation dated April 24, 2023, it hereby informed that the Board of Directors of the Company at its meeting held on April 27, 2023, has approved buyback proposal for purchase of 16,250,000 (One Crore Sixty Two Lakhs Fifty Thousand) fully paid equity shares of Re. 1 each ("Equity Share") by the Company at a price of Rs.120/- (Rupees One Hundred and Twenty only) per Equity Share payable in cash ("Buyback Price"), for an aggregate amount of Rs. 195 Crore (Rupees One Hundred and Ninety Five Crore Only) ("Buyback Size") (excluding expenses incurred or to be incurred for the Buyback like filing fees payable to the Securities and Exchange Board of India, advisor's fees, public announcement publication expenses, printing, dispatch expenses, transaction costs viz. brokerage, applicable taxes such as buyback taxes, securities transaction tax, goods and service tax, stamp duty, etc.), representing 5.85% and 5.19% of the total paid-up equity share capital and free reserves (including securities premium) as per the latest audited standalone and consolidated financial statements of the Company as on March 31, 2023 (hereinafter referred to as the "Buyback") from the shareholders of the Company on a proportionate basis through the tender offer route in accordance and consonance with the provisions contained in the Companies Act, 2013 and

the Securities and Exchange Board of India (Buy Back of Securities) Regulations, 2018 ("Buyback Regulations") (including any statutory modification(s) or re-enactment of the Companies Act, 2013 or Buyback Regulation). The public announcement setting out the process, timelines and other statutory details will be released in due course in accordance with the Buyback Regulation. The Board has formed a Buyback Committee (the "Buyback Committee") and has delegated its powers to the Buyback Committee to do all such acts, deeds, matters and things as it may, in its absolute discretion, deem necessary, expedient, usual or proper in connection with the Buyback. The pre-Buyback shareholding pattern of the Company as on April 21, 2023 is attached hereto as

2. Record Date for Buyback: Pursuant to Regulation 42(2) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended, it is further notified that the Company has fixed May 10, 2023 as the record date for the purpose of ascertaining the eligibility of shareholders for Buyback of Equity Shares.

3. DAM Capital Advisors Limited, a SEBI Registered Merchant Banker, has been appointed as the Manager to the Buyback.

The meeting of the Board of Directors commenced at 11 a.m. on April 27, 2023 and the above agenda were approved at 02:20 p.m.

Please take note of it.

Yours faithfully,

For Welspun India Limited

Shashikant Thorat

Company Secretary

FCS - 6505

Encl: As above