Letter of Offer (Takeovers)

This Public Announcement ("Public Announcement" or "PA") is being issued by Navgant Corporate Advisors Limited (the "Manager to the Offer") for and on behalf of the Acquirers, to the Public Shareholders of the Target Company pursuant to and in compliance with Regulations 3(1) and Regulation 3(3) read with other applicable provisions of the SEBI (SAST) Regulations.

DEFINITIONS:

"Equity Shares" means the fully paid-up equity shares of the Target Company of face value of Rs. 10 (Rupees Ten Only) Each.

"Offer Price" has the meaning described to such term under paragraph 1. "Offer Size" has the meaning described to such term under paragraph 1.

"Public Shareholders" shall mean all the public shareholders of the Target Company who are eligible to tender their Equity Shares in the Offer, excluding the Acquirers, the existing Promoters of the Target Company / the parties to the SPA, as applicable.

"Yotfng Share Capital" means total voting equity capital of the Target Company on a fully diluted basis expected as of tenth (10'h) working day from the closure of the tendering period of the Offer.

MEHROOF Digitally signed by

IFTHIKAR

MEHROOF IFTHIKAR

MANALODY

D signed by

MANALODY

Date: 2026.09.28

18:39:41 +05'30'

ROYCHAND

CHENRAJ CHENRAJ

1. OFFER DETAILS

   • Offer Size: This Open Offer is being made by the Acquirers for acquisition of up to 26,49,166 fully paid-up Equity Shares of Rs. 10/- each, constituting 26.006 of the Voting Share Capital of the Target Company.

   • Offer Price: An offer price of Rs. 29/ (Rupees Twenty-Nine Only) per fully paid-up Equity Share (hereinafter referred to as the "Offer Price") will be offered for the equity shares tendered during the tendering period assuming full acceptance, the total consideration payable by the Acquirers, will be Rs. 7,68,25,814/ - (Rupees Seven Crores Sixty-Eight Lakhs Twenty-F1ve Thousand Eight I-Iundred Fourteen Only)

   • Mode of Payment: The entire consideration will be paid in cash, in accordance with the provisions of Regulat1on 9 (1 ) (a) of SEBI (Substantial Acquisition of Shares and Takeovers), Regulations, z011 (Regulations).

   • Type of Offer (Triggered offer, etc. I: The Offer is a mandatory open offer triggered under Regulations 3(1) and 3(3) of the SEBI (SAST) Regulations, 2011 pursuant to the acquisition contemplated under the Share Purchase Agreement, as detailed in paragraph 2 of this Public Announcement. The Acquirers are existing Promoters of the Target Company and shall continue to remain classified as Promoters of the Target Company following completion of the acquisition contemplated under the SPA.

2. TRANSACTIOH WHICH HAS TRIGGERED THE OPEH OFFER OBLIGATIONS (UHDERLYIHG TRANSACTIOH):

   This Offer is being made pursuant to the execution of the following agreement by the Acquirers:

   An Agreement dated 28*h September, 2026 ("SPA") has been entered into by and between the Acquirers and Mr. Sudhakar Pandurang Sonawane ("Seller") for the acquisition of 12, 22,692 (Twelve Lakh Twenty-Two Thousand Six Hundred and Ninety-Two) Equity Shares of the Target Company, constituting 12.006 of the Vot1ng Share Capital of the Target Company, at a considerat1on of Rs. 25/- per Equity Share.

   Pursuant to the SPA, Acquirer 1 proposes to acquire 6,11,346 Equity Shares, constituting 6.00s of the Voting Share Capital of the Target Company, and Acquirer-2 proposes to acquire 6,11,346 Equity Shares, constituting 6.OOH of the Voting Share Capital of the Target Company.

   The acquisition contemplated under the SPA will result in the individual shareholding of Acquirer-1 increasing from 20.00s to 26.0 and the individual shareholding of Acquirer-2 increasing from

   21.14a to 27.14a of the Voting Share Capital of the Target Company. Accordingly, the acquisition by each of the Acquirers attracts the obligation to make an open offer under Regulations 3(1) and 3(3) of the SEBI (SAST) Regulations, 2011.

   The above Share Purchase Agreement ("SPA") is hereinafter referred to as the "Agreement" or "Share Purchase Agreement".

   Digitally signed by

   
   
   MEHROOF MEHROOF

   IFTHIKAR

   IFTHIKAR MANALODY

   MANALODY Date: 2026.09.28

   18:40:43 +05'30'

   ROYCHAN Digitally

   
   
   signed by

   ROYCHAND

   CHENRAJ CHENRAJ

   Given below are the details of underlying transactions:

   Details of underlying transaction
   Type of Transaction (Direct/ Indirect)	Mode of Transaction (Agreement/ Allotment/ market purchase)	Shares / Voting rights acquired/ proposed to be acquired		Total Consideration for shares /VRs acquired (Rs. In Lacs)	Mode of payment (Cash/ securities)	Regulation which has triggered
   		Number	% vis a vis total Equity / voting capital
   Direct	Acquisition of Equity Shares of the Target Company through Share Purchase Agreements (SPA) from the Seller	12, 22,692*	12.00	305.67	Cash	Regulation 3 (1 ) and Regulation 3(3) of SEBI (SAST) Regulations 2011

   *Being the aggregate number of Equity Stores proposed to be acquired from the Seller under the SPA.

3. DETAILS OF THE ACQUIRERS:

   Details	Acquirer-1	Acquirer-2
   Name of Acquirers / PA6s	Mls. G-Tec Education Private Limited (CIN: U80903KL2012PTC030609)	or. Roychand Chenraj
   Address	Registered Office: House of G-Tec, Indus Avenue, Kallai Road, Chafapuram, KozhJkode, Kerala, 673002	130, Wheeler Road, Cox Town Bangalore North, Fraser Town, Bangalore, Karnataka-560005
   Name(s) of the Persons in control / Promoters of the Acquirers/PAG, Where the Acquirers/PAC is a Company	Mr. Mehroof Manalody	N.A.
   Name of the Group, if any, to which the Acquirers/PAG belongs to	N.A.	N.A.
   Pre-Transaction shareholding:
   Number of Shares	20,38,070	21,53,724
   6 of Fully paid-up Equity Share Capital	20.00Z	21.14%
   Proposed sharehotd1ng after the acquisition of shares which triggered the Open Offer:
   Number of Shares	26,49,416	27,65,070
   6 of Fully paid-up Equity Share Capital	26.00	27.14&
   Any other Interest in the Target Company	Acquirer-1 is a Promoter of the Target Company, and Mr. Mehroof Manatody, who is a Director of Acqu1rer-1, is also the Managing Director of the Target Company.	Acquirer-2 is the Non Executive Chairman and Promoter of the Target Company.

   ror the purpose of this Open Offer there is no Person Acting in Concert (PA€) with the Acquirers.

   
   
   MEHROOF IFTHIKAR MANALODY

   Digitally signed by MEHROOF JFTHIKAR MANALODY

   ROYCHAN

   Digitally signed by ROYCHAND

   Date2:026.09.28 18:41:04 +05'30' D CHEN RAJ CHENRAJ

4. DETAILS OF SELLING SHAREHOLDER:

   Name	Part of promoter group (Yes/ No)	Details of shares/ voting rights held by the selling shareholder
   		Pre- Transaction		Post Transaction
   Seller:		Humber	%	Humber	%
   Mr. Sudhakar Pandurang Sonawane	Yev Promoter	20,49,650	20.12%	8,26,958	8.12%
   Total		20,49,650	20.12%	8,26,958	8.12%

   Mr. Sudhakar Pondurong Sonawane is presentl Classified as a member of the Promoters Promoter Croup of the Target Compony. Pursuont to the oCquisition contemplated under the SPA, the Seller proposes to seek reclassification from the Promoter IPromoter Croup category to the public category, subject to fulfilment of the applicable conditions and requirements under the sEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the SEBI |SAST) Regulations, 2017 and other applicable laws, rules and regulations.
   
   
5. TARGET COMPANY

   The Target Company i. e. G Tec Jainx Education Limited and having its registered office situated at Office No. 302 B Wing, Pinnacle Corporate Park, BKC, Bandra (East), Mumbai - 400051.

   The shares of the Target Company are listed on National Stock Exchange of India Limited ("NSE") The shares are placed under Series 'EQ' having a Scrip Symbol of "GTECJAINX" on the NSE.

   The Equity Shares of Target Company are frequently traded on NSE in terms of Regulation 2 (1) (j) of the Takeover Regulations.

6. OTHER DETAILS

   1. This is to inform all the Shareholders of the Target Company that the Detailed Public Statement ("DPS") in relation to the Offer shalt be published in the newspapers in accordance with Regulation 13(4) read with Regulation 14(3) and other applicable provis1ons of the SEBI (SAST) Regulations, 2011, within the time period prescribed under the SEBI (SAST) Regulations, 2011.

   2. The Acquirers undertake that they are aware of and will comply with their obligations under the SEBI (SAST) Regulations, 2011 and have adequate financial resources to meet their obligations under the Offer.

   3. This is not a Competitive Bid.

   4. This offer is not conditional upon any minimum level of acceptance as per Regulation 19(1 ) of SEBI (SAST) Regulations, 2011.

   5. All the information pertaining to the Target Company has been obtained from the information published and from publicly available sources and the accuracy thereof has not been independently verified by the Manager to the Offer.

MEHROOF

Digitally signed by MEHROOF IFTHIKAR

ROYCHA Digitally

ND

signed by

ROYCHAND

MANALODY

Date: 2026.09.28

18:41:27 +05'30' CHENRAJ CHENRAJ

NAVIGANT CORPORATE ADVISORS LIMITED

804, Meadows, Sahar Plaza Complex, J B Nagar, Andheri Kurta Road, Andheri (East), Mumbai-400-059.

Tel Ho. +91 22 4120 4837 / 4973 5078

Email id: navieant#navigantcorp.com Website: www.navigantcorp.com SEBI Registration No: INM000012243 Contact person: Mr. Sarthak Vijlani

Sfgned by:

MEHROOF

Digitally signed by MEHROOF IFTHIKAR

IFTHIKAR MANALODY

MANALODY

Date: 2026.09.28

18:21 :41 +05'30'

Mr. Mehroof Manalody

Managing Director

For Mls. G-Tec Education Private Limited

(Acquirer-1)

ROYCHAN Digitally signed

by ROYCHAND

Mr. Roychand Chenraj (Acquirer-2)

Place: Bangalore, Karnataka Date: 28t' September, 2026