IRB Infrastructure Developers Limited intent to implement Samakhiyali Santalpur BOT Project (Project) [SPV - Samakhiyali Tollway Private Limited (STPL)] through the Company's Associate viz. IRB Infrastructure Trust (the Trust). In this regard, the Company has now executed the definitive agreements with affiliates of GIC Private Limited as financial investors, (Financial Investors) and STPL which are subject to the fulfilment of the conditions precedent therein.

The Company will also act as the Project Manager of STPL to implement the Project. Samakhiyali Tollway Private Limited (STPL) was incorporated on March 14, 2023, for the implementation of the project of Upgradation to Six Lane with paved Shoulder of NH-27 from Samakhiyali to Santalpur section from km. 339+200 to Km.

430+100 in the State of Gujarat on BOT (Toll) Mode (the Project). About the Project: Project length: 90.90 Km; Project Cost: Total Project Cost - INR 20,920 million; Premium to the Authority in the form of revenue share at the rate of 42.84% of the Realizable Fee from the Project from second year after Project Completion Date, which shall be increased by 1% (one percent) of the Realizable Fee every subsequent year for the remaining Concession Period. Concession Period: 20 years from the Appointed Date including 2 years of construction period.

The Trust will subscribe to ~99.96% of the equity share capital of STPL on a fully diluted basis for a total consideration of INR 1162 million. The Company will not receive consideration for the proposed share subscription by the Trust. Under the project implementation agreement, the Company will receive INR 19,540 million (excluding applicable taxes, which will be borne by STPL) towards project management works for ten years.

Under the shareholder loan agreement, the Trust will provide loans of up to INR 5590 million to STPL.