Disclosure under takeover regulations

RafhanMéize

P RO D Cl C T S CO L T D

Ceryara!e Hea8qaarters & Neyictere0 Office Rakh Canal Eaat Road

Falsalabad - 38860 - Paklstan Tel: +92 41 8540121-23

Fax: +92 41 8711016, 8502197

C›cneral M anagcr

Pakistan Stock Exchangc 1.imitcd,

Stock Exchange I3uilding, Stock Exchange Road Karachi

SUB.ILC"L: DISCLOSURE UNDER TAKEOVER REGULA"FIf3NS

Hear Sirs

February 12, 2026

It is hercby informed that Itallaan Maizc Products Company Limited (the "Target £?ompany") has reccived firm intention front:

Nishat I lotels and Properties Limited

D.G. Khan Cement Company Limited Nishat Mills I.imitcd

Nishat Power I.imited

NishatChunian Power Limited I.alpir Power Limited

Pakgen Power I.imited

Mrs. Naz Mansha

Mn Raza Mansha Mr. Umer Mansha Mr. I lassan Mansha

(togcthcr 114c "Acquirers")

to acquire up to 6,936,558 voting shares (representing up to 75. 10% of"the paid-up capital) o1'the'l"arSet Coirpalay, beyond the thi'csholdsprcscribed under section 111 of thc Securities Act, 2015. 'I"his intention has been notified to the board of'directorsof the "I'argct Company on 1'ebruary 11, 2026.

g

'l'hc securities cxcliange is requested to make the above information immcdiatcly available to the Shal'ClJOldCrSOl" tlJC 'I"£tr8* C ilfly undid rcgulation 5(1), by placing it on the notice board and throu h notification ‹an automated information system and make an announcement tin the house of the exchange.

I he material information received li'om the Acquirer is enclosed. Yours faithfully

Ivor and on behalf of

Rafhan Maize Products Chomp any Limited

M LJST FA MA L ZLJ BER I

Z I ‹'I Lc•gn Officer &

C iaa p'a ‹a y c c i"e ca I-y

cc: Director /1USD, Surveillance Supervision and Enforcement Department, SECI'

y'"'¿ Regional Office: 1st Floor Finlay House, I.I. Chundrigar Road, Karachi-74000 - Pakistan. Tel:+92 21 32410848, 32427731 Fax: +92 2132428651

Stock Exchange Building, Stock Exchange Road, Karachi

Public Offering and Regulated Persons Department Securities Market Division

NIC Building, Jinnah Avenue, Blue Area, Islamabad

Chief Legal Officer and Company Secretary Rafhan Maize Products Company Limited Rakh Canal East Road, Faisalabad

Dear Sir(s),

On behalf of Nishat Hotels and Properties Limited, D. G. Khan Cement Co. Limited, Nishat Mills Limited, Nishat Power Limited, Nishat Chunian Power Limited, Lalpir Power Limited, Pakgen Power Limited, Mrs. Naz Mansha, Mr. Raza Mansha, Mr. Umer Mansha and Mr. Hassan Mansha (herein referred to as the "Acquirers"), we Next Capital Limited, hereby submit the Acquirers' Public Announcement of Intention to acquire up to 75.10% shares and control of Rafhan Maize Products Company Limited (the "Target").

The Public Announcement of Intention is intended to be published in one English and one Urdu newspaper on February 13, 2026; a copy of the published announcement will be submitted to your office accordingly.

Kindly note that Next Capital Limited has been appointed as Manager to the Offer by the Acquirers in accordance with Regulation 6(1) of the Listed Companies (Substantial Acquisition of Voting Shares and Takeovers) Regulations, 2017.

Should you require further information, feel free to contact the undersigned. Sincerely,

Associate, Investment Banking

PUBLIC AI'4NOUKICEMENT OF INTENTION TO ACQUIRE UP TO 75.10% SHARES ACID CONTROL OF

RAFFIAN I"4AIZE PRODUCTS COI•IPANY LIPIITED (THE "TARGET CONB'ANY")

BY

NISHAT HOTELS AND PROPERTIES LIMITED

D. G. KHAN CEMENT CO. LII'filTED NISHAT I' IILLS LIMITED NISHAT POWER LIMITED

NISHAT CHUNIAN POWER LIMITED LALPIR POWER LIIfilTED PAKGEN POWER LIMITED

NRS. hIAZ MANSHA NR. RAZA MANSHA MR. UMER MANSHA MR. HASSAN i' IANSHA (THE "ACQUIRERS")

UNDER TI-IE SECURITIES ACT, 2015

Part A

Brief description of the intended acquisition:

intended acqulsltlon through Number of shares Percentage

Agreement(s)

Up to 6,936,558

Up to 75.10%

Public offer

Not determinable at this To be determined in accordance with the stage Regulations at the time of the Public Offer

Part B

1. Information about the acquirer:

   1. Name(s) and address(es) of acquirer along with persons acting in concert, if any:

      Acouirerfsl:

      Name(s) of Acqctirer(s)	Address
      Nishat Hotels and Properties Limited ("NHPL")	Nishat House 53-A, Lawrence Road Lahore, Pakistan
      D. G. Khan Cement Company Limited ("DGKC")	Nishat House 53-A, Lawrence Road Lahore, Pakistan
      Nishat Mills Limited ("NML")	Nishat House 53-A, Lawrence Road Lahore, Pakistan
      Nishat Power Limited ("NPL")	Nishat House 53-A, Lawrence Road Lahore, Pakistan
      Nishat Chunian Power Limited ("NCPL")	Nishat House 53-A, Lawrence Road Lahore, Pakistan
      Lalpir Power Limited ("LPL")	Nishat House 53-A, Lawrence Road Lahore, Pakistan
      Pakgen Power Limited ("PKGP")	Nishat House 53-A, Lawrence Road Lahore, Pakistan
      Mrs. Naz Mansha	28-Main Gulberg, Lahore, Pakistan
      Mr. Raza Mansha	43-Tufail Road, Lahore Cantt, Lahore, Pakistan
      Mr. Umer Mansha	319-West Canal Bank, Lahore, Pakistan
      Mr. Hassan Mansha	28-Main Gulbery, Lahore, Pakistan

      Pe n n un A u e A 2015

      
      
      

      Name(s)

      MCB Bank Limited

      Adamjee Insurance Company Limited

      Address

      MCB Buildihg, 15-Main Gulberg Jail Road, Lahore Adamjee House, 80/A, Block E-1, Main Boulevard, Gulberg Ill, Lahore

   2. Name(s) of the ultimate acquirer or the ultimate controlling shareholder:

      Name of Acquirer	Names of ultimate controlling shareholders
      Nishat I-iotefs and
      Properties Limited	Name	Shareholding (%)
      	Mrs. Naz Mansha	6.14
      	Mr. Raza Mansha	20.36
      	I'•l r. Umer Mansha	20.47
      	Mr. Hassan Mansha	20.47
      	Security General Insurance Co. Ltd.	17.94
      	D. G. Khan Cement Co. Ltd.	8.55
      	Nishat Mills Ltd.	6.08
      I'dishat Mills Limited
      	l'dame	Shareholding (%)
      	Mian Muhammad I 1ansha	0.11
      	Mrs. Naz Mansha	8.30
      	f°lr. Raza Mansha	8.41
      	Mr. Umer Mansha	12.60
      	Mr. Hassan Mansha	12.62
      	Mrs. Ammil Raza Mansha	1.39
      	Mr. Mikait Raza Mansha	0.07
      	D. G. Khan Cement Co. Ltd.	8.61
      D. G. Khan Cement
      Company Limited	Name	Shareholding (%)
      	Mian Muhammad Mansha	0.01
      	Mrs. Naz Mansha	0.05
      	Mr. Raza Mansha	2.92
      	Mr. Umer Mansha	6.29
      	Mr. Hassan Mansha	6.19
      	Mrs. Ammil Raza Mansha	1.34
      	Nishat Mills Limited	31.40
      	Security General Insurance Co. Ltd.	0.10
      Nishat Power Limited	Name Nishat Mills Limited	Shareholding (%) 51.01
      Nishat Chunian
      Power Limited	hlame	Shareholding (%)
      	Mian Muhammad Mansha	4.18
      	Mrs. Naz Mansha	0.03
      	Mr. Raza Mansha	4.16
      	Mr. Umer Mansha	4.44
      	Mr. Hassan Mansha	3.86
      	Nishat Mills Limited	24.13

      	D. G. Khan Cement Co. Ltd. 1.55 Security General Insurance Co. Ltd. 3.12 Adamjee Insurance Co. Ltd. 7.44
      Latpir Power Limited	Name Shareholding (%) Mrs. Naz Mansha 0.02 Mr. Raza Mansha 0.34 Mr. Umer Mansha 0.32 Mr. Hassan Mansha 9.29 Nishat Mills Limited 39.27 Security General Insurance Co. Ltd. 5.59 Adamjee Insurance Co. Ltd. 9.77 Nishat (Aziz Avenue) Hotels and Properties Ltd. 0.13
      Pakgen Power Limited	" /t may 6e noted that Pakgen Power Limited is currently undergoing a buyback process, and the shareholding disclosed herein is besed on the pre-buyback position and is subject to change depending on the outcome of the buyback.

      Name	Shareholding (%)*
      Mrs. Naz Mansha	0.25
      Mr. Raza Mansha	0.05
      Mr. Umer Mansha	0.04
      Mr. Hassan Mansha	3.93
      Nishat Mills Limited	30.25
      Security General Insurance Co. Ltd.	2.02
      Adamjee Insurance Co. Ltd.	6.89
      Nishat (Aziz Avenue) Hotels and Properties Ltd.	0.02
      Nishat Real Estates Development Co. (Pvt) Ltd.	0.01

   3. hIame(s) and address(s) of manager to the offer of the acquirer: Name Address

      Next Capital Limited 2"' Floor Imperial Court Building, Dr. Ziauddin Ahmed Road, Karachi, Pakistan

      
      
      
   4. Principal areas of business of the acquirers and relevant experience:

      s n

      NHPL operates one of Pakistan's premier shopping malls, Emporium Mall, alongside multiple state-of-the-art hotels under the Nishat Hotel chain. NHPL also owns and operates Nishat Residences comprising of luxury apartments. NHPL serves both domestic and international customers, maintaining strong financial performance and a commitment to corporate governance and sustainability.

      NHPL is part of the Nishat Group ("Group") which is one of Pakistan's largest and most diversified conglomerates. The premier public listed companies in the Group include MCB Bank Limited (one of the largest banks in Pakistan), Adamjee Insurance Company Limited (the largest general insurance company in Pakistan), Nishat Mills Limited (one of the largest vertically integrated textile companies in Pakistan), D.G. Khan Cement Company Limited (one of the largest cement manufacturers in Pakistan) and numerous power sector companies such as Nishat Power Limited, Nishat Chunian Power Limited, Lalpir Power Limited and Pakgen Power Limited.

      The Group's extensive experience in managing large scale operations, combined with its strong financial and governance frameworks, positions NHPL as a strong and capable acquirer of the Target Company.

      D G Khan Cement Com

      D.G. Khan Cement Company Limited (DGKCCL) is a public listed company in Pakistan, primarily engaged in the production and sale of clinker and cement. Since its incorporation in 1978, DGKCCL has developed a strong national presence with three strategically located manufacturing plants across the country, having a combined clinker production capacity of 22,400 MT/day, and an extensive network of over 2,300 dealers providing distribution coverage nationwide. The Company is listed on the Pakistan Stock Exchange.

      The Company also has a growing international footprint, exporting to markets including Bangladesh, West Africa, Afghanistan, the USA, China, Sri Lanka, Madagascar, Kenya, and parts of Central Africa, and continues to explore new opportunities through its HUB plant near the port.

      DGKCCL holds significant stakes in subsidiaries such as Nishat Packaging Limited, Nishat Dairy (Private) Limited, and DG Khan Cement Company USA LLC, and maintains strategic investments in prominent group companies, generating consistent financial returns. Equity interests within the group include MCB Bank Limited, Nishat Mills Limited, Adamjee Insurance Company Limited, Nishat Hotels and Properties Limited, Hyundai Nishat Plotors (Private) Limited, and Nishat Chunian Power Limited.

      Additionally, DGKCCL is undertaking an expansion at one of its site through the setting up of a

      brownfield clinker production line with a capacity of 11,000 MT per day.

      Nishat Plifts Limited

      Nishat Mills Limited ('NML') is a public limited company incorporated in Pakistan under the repealed Companies Act, 1913 (Now Companies Act, 2017) and listed on Pakistan Stock Exchange Limited. Its registered office is situated at 53-A, Lawrence Road, Lahore. NML is engaged in the business of textile manufacturing and of spinning, combing, weaving, bleaching, dyeing, printing, stitching, apparel, buying, selling and otherwise dealing in yarn, linen, cloth and other goods and fabrics made from raw cotton, synthetic fibre and cloth and to generate, accumulate, distribute, supply and sell electricity.

      NML is a leading name in Pakistan's textile industry, renowned for its large-scale operations and global presence. NML serves as the flagship company of the Nishat group, one of Pakistan's largest conglomerates. As a fully integrated textile powerhouse, it operates across the entire textile value chain.

      Nishat Power Limited

      Nishat Power Limited ('NPL') is a public Company limited by shares incorporated in Pakistan on 23 February 2007. The Company's ordinary shares are listed on the Pakistan Stock Exchange Limited. NPL is a part of the power sector businesses of the Nishat Group.

      The principal activity of NPL is to build, own, operate and maintain a fuel fired power station having gross capacity of 200 MW in Jamber Kalan, Tehsil Pattoki, District Kasur, Punjab, Pakistan. The address of the registered offlce of NPL is 53-A, Lawrence Road, Lahore. The power station was installed under the Policy for Power Generation Projects Year 2002 of the Government of Pakistan. NPL has entered into a Power Purchase Agreement with its sole customer, Central Power Purchasing Agency (Guarantee) Limited for twenty-five years and sixty-eight days, which commenced from 09 June 2010 and will end on 15 August 2035.

      n P ite

      Nishat Chunian Power Limited ('NCPL') is a public Company limited by shares incorporated in Pakistan on 23 February 2007. The Company's ordinary shares are listed on the Pakistan Stock Exchange Limited. NCPL is part of the power sector businesses of the Nishat Group.

      The principal activity of NCPL is to build, own, operate and maintain a fuel fired power station having gross capacity of 200 MW and net capacity of 195.722 MW at Jamber Kalan, Tehsil Pattol‹i, District Kasur, Punjab, Pakistan. The address of the registered office of the NCPL is 53-A, Lawrence Road, Lahore. The power station was instalied under the Policy for Power Generation Projects Year 2002 of the Government of Pakistan. NCPL has entered into a Power Purchase Agreement with its sole customer, Central Power Purchasing Agency (Guarantee) Limited for twenty-five years and seventy-five days, which commenced from 21 July 2010 and will end on 04 October 2035.

      PLop

      Lalpir Power Limited ("LPL") was incorporated in Pakistan on 08 May 1994. The registered office of the Company is situated at 53-A, Lawrence Road, Lahore. The ordinary shares of the Company are listed on the Pakistan Stock Exchange Limited.

      The principal activities of the LPL are to own, operate and maintain a fuel fired power station having gross capacity of 362 MW in Mehmood Kot, Muzaffargarh, Punjab, Pakistan. The LPL had been supplying electricity to the National Transmission & Despatch Company Limited / Central Power Purchasing Agency (Guarantee) Limited, for around twenty-seven years. LPL also has substantial investments, earning a decent return.

      Pakeen Power Limited

      Pakgen Power Limited ("PGPL") was incorporated in Pakistan on 22 June 1995 . The registered office of the Company is situated at 53-A, Lawrence Road, Lahore. The ordinary shares of the Company are listed on the Pakistan Stock Exchange Limited.

      The principal activities of the PGPL are to own, operate and maintain a fuel fired power station ("the Complex") having gross capacity of 365 MW in Mehmood Kot, Muzaffargarh, Punjab, Pakistan. The PGPL had been supplying electricity to the National Transmission & Despatch Company Limited / Central Power Purchasing Agency (Guarantee) Limited, for around twenty-seven years. PGPL also has substantial investments, earning a decent return.

      Cha

      Mrs. Naz Mansha has over 38 years' experience as a Director on the Board of different companies. She has been associated with D. G. Khan Cement Company Limited (DGKCC) since 1994 and she is also a Chief Executive of hlishat Linen (Private) Limited, a subsidiary of Nishat Mills Limited and Director/Chief Executive of Emporium Properties (Pvt) Limited and Director on the Board of Golf View Land (Pvt) Limited, Adamjee Life Assurance Company Limited and Nishat (Aziz Avenue) Hotels & Properties Ltd. She is a graduate from Kinnaird College, Lahore.

      Mr. Raza Mansha

      Mr. Raza Mansha I as more I:han 28 years diversified professional experience in various business sectors including Banking, Textile, Power, Cement, Insurance, Hotels, Properties, Natural Gas, Agriculture, Dairy etc. He received his Bachelor degree from the University of Pennsylvania, USA. Currently he is acting as Chief Executive uf D. G. Khan Cement Company Limited, Nishat Packaging Limited and hlishat Developers (Pvt.) Limited. He is acting on the Boards of MCB Islamic Bank Limited, ñJishat Hctels & Properties Limited, hlishat (Raiwind) Hotels and Properties Limited, Nishat (Aziz Avenue) Hotels and Properties Limited, Nishat Dairy (Pvt.) Limited, Euronet Pakistan (Pvt.) Limited, Nishat Agriculture Farming (Pvt.) Limited, Hyundai Nishat Motor (Pvt.) Limited and Nishat Agrotech Farms (Pvt.) Limited.

      Usr sba

      Mian Umer Mansha was co-opted as a Director on the Board of MCB Bank Limited in November, 1997 and served till September, 2007. Then he was elected as a Director in the Bank's 61st AGM held in March, 2009.

      Presently, at MCB Bank Limited he is the Chairman of the Board's Business Strategy & Development Committee, IT Committee, Compliance Review & Monitoring Committee, Committee on Physical Planning & Contingency Arrangements, and Write-off & Waiver Committee and is also a membmr of Ar›dit Committee, Risk Management & .portfolio heview Committee and Human Resource & Remuneration Committee.

      In addition, he has been serving on the board of various other businesses. Mr. Umer received his Bachelor's degree from Babson College, Boston, USA. He is acting on the Boards of Nishat Mills Limited, Adamjee Insurance Company Limited, Adamjee Life Assurance Company Limited, Nishat Hotels & Properties Limited, Nishat Developers (Pvt) Limited, Nishat (Raiwind) Hotels and Properties Limited, Nishat Dairy (Pvt) Limited, Nishat Agriculture Farming (Pvt) Limited, Hyundai Nishat Motor (Pvt) Limited, Nishat Agrotech Farms (Pvt) Limited, Nishat Sutas Dairy Limited.

      EH sts.ha.

      Mian Hassan Mansha has been serving on the Board of various listed companies for several rears. He also serves on the Board of Nishat Mills Limited, Nishat Power Limited, Nishat Chunian Power Limited, Security General Insurance Company Limited, Lalpir Power Limited, Pakgen Power Limited, Nishat Hotels and Properties Limited, Nishat (Aziz Avenue) Hotels and Properties Limited, Nishat (Raiwind) Hotels and Properties Limited, Nishat Dairy(Private) Limited, Pakistan Aviators and Aviation (Private) Limited, Nishat Real Estate Development Company (Private) Limited, Nishat Agriculture Farming(Private) Limited, Hyundai Nishat Motor (Private) Limited and NexGen Auto (Private) Limited.

   5. In case the acquirer isa fund/ company(s):

      1. her f

         Name of Company	Name of Directors
         Nishat i•Jotefs and Properties Limited
         Nishat Mins Limited
         D. G. Khan Cement Company Limited
         Nishat Power Limited

         1. Mr. Raza I 1ansha - Chairman

         2. Mr. Umer Mansha

         3. Mr. Hassan Mansha - CEO

         4. Mrs. Iqraa Hassan Mansha

         5. Mr. Aftab Ahmad Khan

         6. Mr. Muhammad Azam

         7. Mr. lnayat Ullah Niazi

         1. Mr. Umer Mansha - CEO

         2. Mr. Hassan Mansha-Chairman

         3. Mrs. Mehak Adil

         4. Mrs. Sara Aqeel

         5. Mr. Syed Zahid I-Iussain

         6. Mr. Farid Noor Ali Fazal

         7. Mr. Mahmood Akhtar

         1. Mrs. Naz Mansha-Chairperson

         2. Mr. Raza Mansha - CEO

         3. Mr. Shehryar Ahmad Buksh

         4. Mr. Khalid Niaz Khawaja

         5. I'm. Usama Mahmud

         6. Mr. Farid Noor Ali Fazal

         7. Mr. Shahzad Ahmad Malik

         1. Mr. Hassan Mansha-Chairman

         2. Mr. Ghazanfar Hussain Mirza-CEO

         3. Mr. Humayun Maqbool

         4. Ms. Maleeha Humayun Bangash

         5. Mr. Mahmood Akhtar

         6. Mr. Shahzad Ahmad Malik

         	7. Mr. Muhammad Aqib Zulfiqar
         hlishat Chunian Power Limited
         Lafpir Power Limited
         Pakgen Power Limited

         1. Mr. Hassan Mansha

         2. Mr. Ghazanfar Hussain Mirza-Chairman

         3. Mr. Aftab Ahmad Khan

         4. Mr. Sheikh Muhammad lqbal

         5. Ms. Leila Khan

         6. Mr. Mustaqeem Talish

         7. Mr. Farrukh lfzal-CEO

         1. Mr. Hassan Mansha - Chairman

         2. Mr. Mahmood Akhtar-CEO

         3. Mr. Muhammad Azam

         4. Nlr. Zaheer Ahmad Ghangroo

         5. Mr. lnayat Ullah Niazi

         6. Mrs. Hajra Arham

         7. f 1r. Farrukh lfzal

         1. Mr. Hassan Mansha - CEO

         2. Mrs. Sadia Younas Mansha

         3. Mr. Muhammad Ali Zeb - Chairman

         4. Mr. Samir Mustapha Chinoy

         5. Mr. Sheilch Muhammad Shakeel

         6. Mr. Ghazanfar Hussain Mirza

         7. Mr. Omer Zubair Khan

         8. Mr. Farrukh lfzal

      2. Names of substantial shareholders of the co.m.pany1

         hlishat Hotels and Properties Limited	Name Mr. Raza Mansha Mr. Umer Mansha Mr. Hassan Mansha Security General Insurance Co. Ltd.	% of Shareholding 20.36 20.47 20.47 1 7.94
         hlishat l"1if£s Limited	Name Mr. Umer Mansha Mr. Hassan Mansha	% of Shareholding 12.60 12.62
         D. G. Khan Cement Company Limited	Name Nishat Mills Limited	% of Shareholding 31.40
         Nishat Power Limited	Name Nishat Mills Limited	% of Shareholding 51.01
         hlishat Chunian Power Limited	Name Nishat Mills Limited	% of Shareholding 24.1 3
         Lapir Power Limited	Name Nishat Mills Limited	% of Shareholding 39.27
         Pakgen Power Limited	Name Nishat Mills Limited	% of Shareholding 30.25

      3. Date of incorooration:

         Nishat Hotels and Properties Limited	4" of October 2007
         D. G. Khan Cement Company Limited	27th of September 1978
         Nishat Mills Limited	16thof November 1959
         Nishat Power Limited	23'd of February 2007
         Nishat Chunian Power Limited	23r' of February 2007
         Lalpir Power Limited	08'^ of I lay 1994
         Pakgen Power Limited	22"' of June 1995

      4. Jurisdiction of jlzcrun

         Lahore, Pal‹istan

      5. Authorized and oaid-uD caDital•

         Name of Company Authorised Capital Paid up Capital

         	(PKR)	(PKR
         Nishat Hotels and Properties Limited	15,408,890,270	12,182,750,450
         D. G. Khan Cement Company Limited	10,000,000,000	4,381,191,180
         Nishat Mills Limited	11,000,000,000	3,515,998,480
         Nishat Power Limited	5,000,000, 000	3,540,885, 000
         Nishat Chunian Power Limited	3,850,000, 000	3,673,469,390
         Lalpir Power Limited	5,000,000, 000	2,798,387,320
         Pakgen Power Limited	4,000,000,000	3,720,815,910

   6. Detail of companies, where the intended acquirer(s) hold more than thirty percent voting shares:

      Acquirer		Registration No.	Natufe (listed/ unlisted/ Private)	Nature of busine:ss	Jurisdiction of incorporation	Description hald controtYmore than thirty % shares or both
      Nishat Hotels and Properties Limited	Nishat Hospitality (Private) Limited (Merged into NHPL through Court Order dated January 20, 2026)	0076458	Private	Hotel Business	Lahore-Pakistan	100%
      D. G. Khan Cement Company Limited	Nishat Packaging Limited	0048043	Public Unlisted	Packaging Products	Lahore-Pakistan	55%
      	Nishat Dairy (Pvt) Limited	0077490	Private	Dairy Products	Lahore-Pakistan	55.10%
      	D.G. Khan Cement Company (USA) LLC	33-2348 1 78	Limited Liability Company	Cement	Texas-USA	10000

      Nishat Mills Limited	Nishat Linen (Private) Limited	0075247	Private	Textile Manufacturing	Lahore-Pakistan	1 00%
      	Nishat Commodities (Pvt) Ltd.	0094426	Private	Commodities	Lahore-Pakistan	100%
      	Nishat Power Limited	0059637	Public Listed Company	Power Generation	La hore-Pakistan	51.010/a
      	Nishat USA Inc.	20-4921186	Corporation	Marketing services and sales of textile and related products	USA	1000/0
      	Nishat Linen Trading LLC	100012787600001	Limited Liability Compan	Retail outlets for sale of textile and related products	UAE	1000/
      	Nishat International FZE	104435544200001	Limited Liability Company	Sale of textile and related products	UAE	100%
      	China Guangzhou Nishat Global Co., Ltd.	4401 0408037954X	Limited Liability Company	Trading	China	100%
      	Nishat UK (Private) Ltd.	16020084	Private	Sales of textile and related products	UK	100%
      	Wernerfelt A/S	28120192	Joint stock company	Trading of textile products	Denmark	100%
      	Wernerfelt Sverige AB	556653-5729	Joint stock company	Textile	Sweden	100%
      	D.G. Khan Cement Company Limited	0006469	Public Interest Company	Cement manufacturing	Pakistan	31 .400Zo
      	Nishat Sutas Dairy Limited	0136709	Unlisted Public Limited Company	Dairy	Pakistan	49.07%
      	Pakgen Power Limited	35039	Public Interest Company	Power	Pakistan	30.25%
      	Lalpir Power Limited	0032510	Public Interest Companv	Power	Pakistan	39.27%
      Nishat Power Limited	NexGen Auto (Private) Limited	0265860	Private	Automobile	Lahore-Pakistan	33.33%
      Nishat Chunian Power Ltd.	NexGen Auto (Private) Limited	0265860	Private	Automobile	Lahore-Pakistan	33.33%
      Mrs. Naz Mansha	YAIt TRUST	Trust		Holding Asset under Trust	Mauritius 100.00%

      Nr. Raza Mansha	Nishat (Raiwind) Hotels and	0083433	Public Unlisted	Hotel Business	Lahore-Pakistan		33.26"fo
      	Properties
      	Limited
      	Nishat (Aziz Avenue) Hotels and	0083427	Public Unlisted	Hotel Business	Lahore- Pal‹istan		33.26%
      	Properties
      	Limited
      	Silver Chroma Finance	1 16300	Private	Investment Company	Mauritius		45.75%
      	Lim ited
      	Nishat	00481 46	Private	Real Estate	Lahore-		33.33%
      	Developers (Private)			Development	Pakistan
      	Limited
      	White Cers Finance INC	AU21 103289	Private	Investment Company	Mauritius		1 00.00%
      	Nishat	0080108	Private	Agriculture	Lahore-		33.33%
      	Agriculture Farming (Pvt)			Farming	Pakistan
      	Ltd
      	Best Eagles Holding Inc	C28453	Private	Property Holding Company	Mauritius		100.00%
      	Pa kistan	0030641	Private	Aviation Services	Lahore-		33.33%
      	Aviators and				Pakistan
      	Aviation (Pvt)
      	Ltd.
      	Croft Limited	C37477	Private	Property Holding	Mauritius		100.00%
      				Company
      	Nishat	0120259	Private	Agriculture	Lahore-		50.00%
      	Agrotech			Farming	Pakistan
      	(Private)
      	Limited
      Mr. Umer Mansha	Nishat (Raiwind)	0083433	Public Unlisted	Hotel Business	Lahore- Pakistan		33.26%
      	Hotels and
      	Properties
      	Limited
      	Nishat (Aziz Avenue)	0083427	Public Unlisted	Hotel Business	Lahore- Pakistan		Z3.26%
      	Hotels and
      	Properties
      	Limited
      	Infinity Global Finance Ltd	1736275	Private	Property Holding Company	British Island	Virgin	1 00.00%
      	Nishat	0048146	Private	Real Estate	Lahore-		33.33%
      	Developers			Development	Pakistan
      	(Private)
      	Limited
      	Chianti	1721866	Private	Investment	British	Virgin	96.21°A
      	Classico Management			Company	Island
      	Inc.
      	Nishat	00801 08	Private	Agriculture	Lahore-		33.33%
      	Agriculture			Farming	Pakistan
      	Farming (Pvt)
      	Ltd
      	Maple Leaf	14227	Private	Pro perty Holding	Guernsey		50.00%
      	Investment			Company
      	Limited

      	Nishat Agrotech (Private) Limited	0120259	Private	Agriculture Farming	Lahore-Pakistan	50.00%
      	Pakistan Aviators and Aviation (Pvt) Ltd.	0Q30641	Private	Aviation Services	Lahore- Pakistan	33.33%
      Mr. Hassan Mansha	Nishat (Raiwind) Hotels and Properties Limited	0083433	Public Unlisted	Hotel Business	Lahore- Pakistan	33.26%
      	Fourjay Aviation Limited	GC291337	Private	Aviation	Cayman Islands	100.00%
      	Nishat (Aziz Avenue) Hotels and Properties Limited	0083427	Public Unlisted	Hotel Business	Lahore- Pakistan	33.26%
      	Sea Capital Ltd	07412395	Private	Hospitality Services	Marshall Islands	38.00%
      	Nishat Developers (Private) Limited	0048146	Private	Real Estate Development	Lahore-Pakistan	33.33%
      	Dremworkz International Ltd	1736270	Private	Property Holding Company	British Virgin Island	100.00%
      	Nishat Agriculture Farming (Pvt} Ltd	0080108	Private	Agriculture Farming	Lahore-Pakistan	33.33%
      	Silver Chroma Finance Limited	1 16300	Private	Investment Company	Mauritius	54.25%
      	Nishat Real Estates Development Company (Pvt) Limited	0081920	Private	Agriculture Farming	Lahore- Paki5tan	50.00 0/o
      	Willdfire Investments Ltd	1915155	Private	Property Holding Company	British Virgin Island	50.00%
      	Coestifield Limited	083735	Private	Property Holding Company	Mauritius	100.00%
      	Pakistan Aviators and Aviation (Pvt) Ltd.	0030640	Private	Aviation Services	Lahore-Pakistan	33.33%
      Lalpir Power Limited	Nil	Nil	Nil	Nil	Nil	Nil
      Pakgen Power Limited	Nil	Nil	Nil	Nil	Nil	Nil

   7. Information about ultimate beneficial owner of the intended acquirer(s):

      (i)

      
      
      

      Name	CaIlC	Nationality	Address.
      Mian Muhammad Mansha	35202-8696549-9	Pakistan	28-Main Gulberg, Lahore
      Mrs. Naz Mansha	35202-2851133-6	Pakistan	28-Main Gulberg, Lahore
      Mr. Raza Mansha	35202-2539500-5	Pakistan	43-Tufaif Road, Lahore Cantt
      Mr. Umer Mansha	35202-0842523-5	Pakistan	319-West Canal Bank, Lahore
      Mr. Hassan Mansha	35202-1479111-5	Pakistan	28-Main Gulberg, Lahore
      Mrs. Ammil Raza Mansha	35202-2418047-0	Pakistan	43-Tufail Road, Lahore Cantt
      Mrs. lqraa Hassan Mansha	42000-0438842-4	Pakistan	28-Main Gulberg, Lahore

      ki

      
      
      

      (ii)

      ultimate controlling shareholder held control and or more than thirty percent voting Yes

      Sr. I'4o.	Name of Ultimate Benefici al Owner	hlame of Companj/	Registration No.	Nature (listed / Unlisted / Private)	Nature of Business	Jurisdictio n of lncorpora tion	Description held control/mor e than thirty % shares or both
      1	Mian Muham mad Mansha	Nil	Nil	Nil	Nil	Nil	Nil
      2	Mrs. Naz Mansha	YAK TRUST		Trust	Holding Asset under Trust	Mauritius	100.00%
      3	Mr. Raza	Nishat	0083433	Public	Hotel	Lahore-	33.26%
      	Mansha	(Raiwind)		Unlisted	Business	Pakistan
      		Hotels and
      		Properties
      		Limited
      		Nishat	0083427	Public	Hotel	Lahore-	33.260/»
      		(Aziz		Unlisted	Business	Pakistan
      		Avenue)
      		Hotels and
      		Properties
      		Limited
      		Silver	116300	Private	Investment	Mauritius	45.75%
      		Chroma			Company
      		Finance
      		Limited
      		Nishat Developer	0048146	Private	Real Estate Development	Lahore- Pakistan	33.33%
      		s (Private)
      		Limited
      		White Cers	AU21 103289	Private	Investment	Mauritius	100.00%
      		Finance INC			Company
      		Nishat	0080108	Private	Agriculture	Lahore-	33.33%
      		Agriculture			Farming	Pakistan
      		Farming
      		(Pvt) Ltd
      		Best	C28453	Private	Property	Mauritius	100.000/o
      		Eagles			Holding
      		Holding Inc			Company

      		Pakistan Aviators and Aviation (Pvt) Ltd.	0030641	Private	Aviation Services	Lahore-Pakistan	33.33%
      		Croh Limited	C37477	Private	Property Holding Company	Mauritius	1 00.00%
      		Nishat Agrotech (Private) Limited	0120259	Private	Agriculture Farming	Lahore- Pakistan	50.00%
      4	Mr. Umer Mansha	Nishat (Raiwind) Hotels and Properties Limited	0083433	Public Unlisted	Hotel Business	Lahore- Pakistan	33.26%
      		Nishat (Aziz Avenue) Hotels and Properties Limited	0083427	Public Unlisted	Hotel Business	Lahore- Pakistan	33.26%
      		Infinity Global Finance Ltd	1736275	Private	Property Holding Company	British Virgin Island	100.00%
      		hlishat Developer s (Private) Limited	0048146	Private	Real Estate Development	Lahore- Pakistan	33.33%
      		Chianti Classico Manageme nt Inc.	1721866	Private	Investment Company	British Virgin Island	96.21 %
      		Nishat Agriculture Farming (Pvt) Ltd	0080108	Private	Agriculture Farming	Lahore- Pakistan	33.33%
      		Maple Leaf Investment Limited	14227	Private	Property Holding Company	Guernsey	50.00%
      		Nishat Agrotech (Private) Limited	0120259	Private	Agriculture Farming	Lahore- Pakistan	50.000/a
      		Pal‹istan Aviators and Aviation (Pvt) Ltd.	0030641	Private	Aviation Services	Lahore- Pakistan	33.33%
      5	Mr. Hassan Mansha	Nishat (Raiwind) Hotels and Properties Limited	0083433	Public Unlisted	Hotel Business	Lahore- Pakistan	33.26%
      		Fourjay Aviation Limited	GC291 337	Private	Aviation	Cayman Islands	100.00%
      		Nishat (Aziz Avenue)	0083427	Public Unlisted	Hotel Business	Lahore- Pal‹istan	33.26%

      		Hotels and
      		Properties
      		Limited
      		Sea Capital Ltd	07412395	Private	Hospitality Services	Marshall Islands	38.00%
      		Nishat Developer	00481 46	Private	Real Estate Development	Lahore-Pakistan	33.33%
      		s (Private)
      		Limited
      		Dremworkz	1736270	Private	Property	British	100.00%
      		Internation			Holding	Virgin
      		al Ltd			Company	Island
      		Nishat Agriculture Farming	0080108	Private	Agriculture Farming	Lahore-Pakistan	33.33%
      		(Pvt) Ltd
      		Silver Chroma Finance	116300	Private	Investment Company	Mauritius	54.25%
      		Limited
      		Nishat Real	0081920	Private	Agriculture	Lahore-	50.00%
      		Estates Developm			Farming	Pakistan
      		ent
      		Company
      		Limited
      		Wilfdfire Investment	1915155	Private	Property Holding	British Virgin	50.00%
      		s Ltd			Company	Island
      		Coestifield Limited	083735	Private	Property Holding	Mauritius	100.00%
      					Company
      		Pakistan Aviators	0030641	Private	Aviation Services	Lahore- Pakistan	33.33%
      		and
      		Aviation
      		(Pvt) Ltd.
      6	Mrs. Iqraa Hassan Mansha	Emporium Properties (Private) Limited	01 26842	Private	Real Estate Developers	Lahore-Pakistan	50.00%
      		Jermyn Property Holding Ltd	2009038	Private	Property Holding Company	British Virgin Island	50.00%
      		Nishat Real Estates Developm ent Company (Pvt) Limited	0081 920	Private	Agriculture Farming	Lahore-Pakistan	49.99%
      7	Mrs. Ammil Raza Mansha	Sea Capital Ltd	07412395	Private	Hospitality Services	Marshall Islands	49.93%
      		Jermyn Property Holding Ltd	2009038	Private	Property Holding Company	British Virgin Island	50.00%

   8. Details of any existing holding of voting rights in the target company:

   9. which the acquirer owns Al ti n None.

(ii) i h is o aontrolle'd or i t t th t e a

Below are the details of persons deemed to be acting in concert with the Acquirers under Section 108(d)(ii)(A) of the Securities Act, 2015

(i) Alf conditions (including normal conditions relating to acceptance, listing and increase of capital) to whioh the public offer or the posting of it is subject:

The consummation of the acquisition shall be subject to, inter alia, completion of due diligence, finalization of acquisition terms, execution of appropriate agreement(s), and receipt of all regulatory and corporate approvals, where required. The minimum level of acceptance,

i.e. number and percentage shares, to which the offer is subject, if any, will be specified in the public offer.

PART C

1. Information about the Target Company

   1. hlame of the Target Company', its directors and major sharehoders along with number of shares and percentage of paid-up capital:

      Name: Rafhan Maize Products Company Limited

      Directors:

      l'dame.
      Mr. Micheal Fergus O'Riordan	Chairman - Non-Executive Director
      Mr. Humair ljaz	Chief Executive Officer - Executive Director
      Mr. Adil Saeed Khan	Chief Financial Officer - Executive Director
      Mr. James D. Gray	Non-Executive Director
      Ms. Tanya Jaeger de Foras	Non-Executive Director
      Mr. Zulfikar Mannoo	Non-Executive Director
      Mr. Mian M. Adil Mannoo	Non-Executive Director
      Mr. Wisal A. Mannoo	Non-Executive Director
      Mr. Tahir Jawaid	Independent - Non-Executive Director
      Mr. Kamran Yousuf Mirza	Independent - Non-Executive Director

      Mr. Humayun Bashir

      Major Shareholders:

      Independent - Non-Executive Director

      hlame

      Ingredion, Incorporated Chicago, U.S.A

      Number of Shares

      6,561,117

      Percentage of Paid-up Capital

      71.04 %

      
      
      

   2. Total number of issued shares of the Target Company: 9,236,428 ordinary shares of PKR 10/- per share.

c Bate of listing and offer price at the time of initial public offering: Not available.

1. Opening price at securities exchange at time of listing: Not available.

2. Share price quoted on the securities exchange one day before the public announcement of intention:

   PKR 9,914.67 /- per share, at the close of February 10, 2026.

3. The weighted average share price as quoted on the securities exchange during twenty-eight days (28) days preceding the date of public announcement of intention:

   PKR 9,975.52 /- per share, from January 14, 2026 to February 10, 2026.

4. Financial position/performance of ehe Target Company for the last five years including profit/loss after tax, earning per share, pay-outs:

Source: Financial Statements of Rafhan Maize Products Company Limited and website of Pakistan Stock Exchange Limited.

The Acquirers are responsible for the accuracy, adequacy, and completeness of all information disclosed in this document.

Next Capital Limited is acting as the Manager to the Offer, and all queries and corresponde.nce in relation to this announceme/?t should be addressed to the Manager to the Offer at the address provided below:

Next Capital Limited

Investment Banking Team

2nd Floor Imperial Court Building, Dr. Ziauddin Ahmed Road, Karachi, Pakistan, +92 21 11 1-639-825

Best regards,

For and on be If f th

Khalid Mahmood Chohan Authorised Signatory .