Zodiac-JRD-MKJ Ltd

All
Important
Financial Update
Fund Raise
Board Meeting
Dividend/Bonus
JV/Acquisition
Investor Meet
Insider Trade
Pledging
Others

Download our app

Get the best experience on mobile

Join 5K+ users on Alpha Tribe

27-05-2025 | 04:39 pm

ZODIAC JRD-MKJ LIMITED

DIAMONDS @ JEWELLERY @ PRECIOUS & SEMI PRECIOUS STONES

506-513, Vardhaman Chambers, 17/G, Cawasji Patel Street, Fort, Mumbai 400001 Maharashtra India Tel. +91-22-2283-1050/51 © Email: info@zodiacjrdmkjlid.co.in or secretarial@zodiacjrdmkilid. coin

CIN: L65910MH1987PLC042107 © Website: www.zodiacjrdmkiltd.co.in @ GSTIN: 27AAACZ0459K1 21

To, Date: May 27, 2025

Manager - Listing Operations,

BSE Limited,

Dalal Street,

Mumbai - 400 001.

Dear Sir,

Sub.: Rights Issue of Equity Shares of Zodiac-Jrd-Mkj Limited (the “Company or Issuer”).

ISSUE OF UPTO 57,98,443 EQUITY SHARES OF FACE VALUE 7 10 EACH (“RIGHTS EQUITY

SHARES”) OF OUR COMPANY FOR CASH AT A PRICE OF % 40 PER EQUITY SHARE (INCLUDING A

SHARE PREMIUM OF % 30 PER EQUITY SHARE) (THE “ISSUE PRICE”), AGGREGATING UPTO %

2,319.38 LAKHS ON A RIGHTS BASIS TO THE EXISTING EQUITY SHAREHOLDERS OF OUR

COMPANY IN THE RATIO OF 112 (ONE HUNDRED AND TWELVE) RIGHTS EQUITY SHARE(S)

FOR EVERY 100 (ONE HUNDRED) FULLY PAID-UP EQUITY SHARE(S) HELD BY THE EXISTING

EQUITY SHAREHOLDERS ON THE RECORD DATE, THAT IS ON MAY 21, 2025 (THE “ISSUE”).

THE ISSUE PRICE FOR THE RIGHTS EQUITY SHARES IS 4 TIMES THE FACE VALUE OF THE

EQUITY SHARES. FOR FURTHER DETAILS, PLEASE REFER TO THE CHAPTER TITLED “TERMS

OF THE ISSUE” ON PAGE 150 OF THE LETTER OF OFFER.

“Assuming full subscription. Subject to finalisation of the Basis of Allotment.

With respect to the Issue, this is to confirm that in accordance with the applicable regulations of the

Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations,

2018, as amended (“SEBI ICDR Regulations”), the Company has issued the following public

announcement:

Announcement as per Regulation 84(1) of SEBI ICDR Regulations, (the “Pre-Issue Advertisement”)

dated May 26, 2025 and published on May 27, 2025, disclosing the date of completion of dispatch of

Abridged Letter of Offer and the Common Application Form and the procedure to subscribe to the

Issue in brief.

The Pre-Issue Advertisement was published in the following newspapers:

Sr. No. Newspapers Language Editions

1 Financial Express English All Editions

2 Jansatta Hindi All Editions

3 Mumbai Lakshdeep Marathi Regional

In relation to the aforementioned, please find enclosed copy of the Pre-Issue Advertisement dated

May 26, 2025 and published on May 27, 2025 in the abovementioned newspapers.

All capitalised terms used in this letter and not defined shall have the meaning assigned to such

terms in the Letter of Offer.

We request you to take the above on record and trust that the same is in order.

Should you require any further information, please feel free to contact below official as stated below:

Contact Person Designation Telephone E-mail

Pooja Shah Company Secretary +91 222 283 1050/51 info@zodiacirdmkiltd.co.in

Thanking you,

Yours sincerely,

For Zodiac-JRD-MK]J Limited

Pooja Shah

Company Secretary and Compliance Officer

----------------Page (0) Break----------------

WWW.FINANCIALEXPRESS.COM

FINANCIAL EXPRESS

TUESDAY, MAY 27, 2025

dated May 20, 2025 (the “Letter of Offer” or "LOF") filed with the BSE Limited ("BSE") and the Securities and Exchange Board of India ("SEBI").

PUBLIC ANNOUNCEMENT

This advertisement is for information purposes only and not for publication, distribution, or release directly or indirectly oulside India, This is not an announcement for the Offer Document. All capilalized terms used herein and nol defined harain shall have the meaning assigned to them in the Letter of Offer

ZODIAC-JRD-MKJ LIMITED

Corporate Identification Number: L65910MH1987PLC042107

Our Company was incorporated on January 6, 1987, as ‘Zodiac Leasing Private Limited’, a private limited company under the provisions of Gompanies Act, 1956 with the Registrar of Companies, Maharashtra, Subsequently, the name of our Company was changed to ‘foojac-JRD MAJ Private Limited’ and

afresh certificate of incorporation dated September 22, 1992 was issued by the Additional Registrar of Companies, Maharashtra.at Bombay. Further, our Company was converted into a public limited company and consequently the name of our Company was changed to'Zodiac-JRO-MKJ Limited’ and a

fresh certificate of incorporation dated October 22, 1992 was issued by the Additional Registrar of Companies, Maharashtra at Bombay. For details, in respect of change in the Registered Office of our Company, please see the chapler titled’ General information” on page 44 of this Letter of Offer

Registered Office: 506, 513, 5th Floor, 17G, Vardhaman Chamber, Cawas|i Patel Road, Homiman Circle, Fort, Mumbai - 400 007, Maharashtra, India;

Tel: +91 222 283 1050) 51: E-mail: infoizodiacijrdmbilid.coin. Website: www zodiacjrdmkiltd.co.in;

Contact Person: Pooja Hareash Shah, Company Secretary and Compliance Officer.

Corporate Identification Number: L6S910MH198/FPLOC04210F

OUR PROMOTERS - MUDIT SHARADKUMAR JAIN

OUR CORPORATE PROMOTERS- BLUEROCK INDUSTRIAL INFRASTRUCTURE MANAGEMENT LLP AND BLUEROCK INFRASTRUCTURE SOLUTIONS LLP

ON PAGE 150 OF THIS LETTER OF OFFER.

“Assuming full subscription, Subject to finalization of the Basis of Allotment.

ISSUE OPENS ON

Friday, May 30, 2025

ISSUE OF UPTO 57,98,443 EQUITY SHARES OF FACE VALUE OF ¢ 10 EACH (“RIGHTS EQUITY SHARES") OF OUR COMPANY FOR CASH AT A PRICE OF % 40 PER EQUITY SHARE (INCLUDING A SHARE PREMIUM OF

= 30 PER EQUITY SHARE) (THE "ISSUE PRICE"), AGGREGATING UPTO ¢ 2,319.38 LAKH ON A RIGHTS BASIS TO THE EXISTING EQUITY SHAREHOLDERS OF OUR COMPANY IN THE RATIO OF 112 (ONE HUNDRED AND

TWELVE) RIGHTS EQUITY SHARE(S) FOR EVERY 100 (ONE HUNDRED) FULLY PAID-UP EQUITY SHARE(S) HELD BY THE EXISTING EQUITY SHAREHOLDERS ON THE RECORD DATE, THAT IS ON MAY 21, 2025

(THE "ISSUE"). THE ISSUE PRICE FOR THE RIGHTS EQUITY SHARES IS 4 TIMES THE FACE VALUE OF THE EQUITY SHARES. FOR FURTHER DETAILS, PLEASE REFER TO THE CHAPTER TITLED "TERMS OF THE ISSUE”

ISSUE PROGRAMME

LAST DATE FOR ON MARKET RENUNCIATION”

Tuesday, June 03, 2025

Eligible Equity Shareholders are requested to ensure [hal renunciation through off marker Iransfer is completed in such a manner thal the Rights Entitloments are credited to [he denial accounts of the Renouncees on or priorio the issue Closing Date.

“ Our Board orthe Rights issue Commilfee wall have the oght to extend the issue Period as it may determine fran time to time but not exceeding 30 days from fhe issue Opening Date finclusive of the issue Opening Date). Further, no withdrawal of Application shal be permitted by any Applicant after ihe Issue Closing Date

ISSUE CLOSES ON**

Monday, June 09, 2025

ASBA’ Simple, Safe, Smart way of Application - Make use of it!!!

*Application Supported by Blocked Amount (ASBA) is a better way of applying to issues by simply blocking the fund in the bank account, investors can avail the same.

For further details read section on ASBA below

in accordance with Regulation 76 of the SEB| ICDR Regulations, SEB! circular, bearing reference number SERIHO/CFD/DIL2ZICIRIP/2020/13

dated January 22, 2020, bearing reference number SEBIHOMCFDICIRICFD/DILIG7/2020 dated April 21, 2020, SEB) circular bearing reference

number SEBUHOICFD/DIL2/CIR/P/2020/78 dated May 6, 2020, SEBI circular bearing reference number SEBIHO/CFD/DIL1/CIR/P/2020/1 36 dated

July 24, 2020, SEB! circular bearing reference number SEBUHO/CFD/DIL1CIRUP/2021/13 dated January 19, 2021 and SEBI circular bearing

reference number SEBIHO/CFD/DIL2/CIR/P/2021/552 dated April 22,2021, SEBI/HO/CFDIDIL2ICIR/P/2021/633 dated October 01, 2021 and SEBI

HO'CFD/SSEP/CIR/P/2022/66 dated May 19, 2022 (Collectively hereafter referred to as "SEBI Rights Issue Circulars") and SEI circular SEBI

CFD/DIL/ASBA/1/2009/30/12 dated December 30, 2009, SEB! circular CIR/CFDI/DIL/1/2011 dated April 29, 2011, the SEBI circular, bearing reference

number SEBIHO/CFDIDIL2/CIRIPF/2020/13 dated January 22, 2020 (Collectively hereafter referred to as "“ASBA Circulars”), all Investors desiring

to make an Application in this [ssue are mandatorily required to use the ASBA process. Kindly note that Non-Resident Investors will have to

apply through 4584 mode, Investors should carefully read the provisions applicable to such Applications before making their Application

through ASBA. For details, see “Procedure for Application through the ASBA Process" page 153 of the Lotter of Offer.

Piease note that in accordance with Regulation 77 Aof the SEBIICOR Regulations read with the SEBI Master Circular, the credit of Rights Entitlements

and Allotment of Rights Equity Shares shall ba made in damaterialised form only. Accordingly, Eligible Equity Shareholders holding Equity Shares in

physical form as an Record Date and desirous of subscribing to Rights Equity Shares in the Issue are advised to furnish the details of their demat

accountto the Registrar or our Companyatieast two clear Working Days prior to the Issue Closing Date, to enable the credit of their Rights Entitlements

in their raspective demal accounts al least one day before the Issue Closing Date

Prior to the Issue Opening Date, tha Rights Entitlements of those Eligible Equity Shareholders, among others, who hold Equity Shares in physical form,

and whose demat account details are not aveilable with our Company or the Registrar, shall be creditedin a demat suspense escrow account opened

by our Company.

Eligible Equity Shareholders, who hold Equity Shares in physical form as on Record Date and who have opened their demat accounts after the Record

Date, shall adhere to following procedure for participating in the issue:

ja} The Eligible Equity Shareholders shail send a letter to the Registrar containing the name(s}, address, e-mail address, contact deiails and the details

of their demat account along with copy of salf-attasted PAN and self-attasted client master sheet of their demat account aither by e-mail, post, speed

post, courier, or hand delivery so as to reach to the Registrar no later than two clear Working Days prior to the Issue Closing Date;

(b) The Registrar shall, after verifying the details of such damat account, transfer the Rights Entittaments of such Eligible Equity Shareholders to their

demat accounts atleast one day before the Issue Clasing Date;

(¢) The remaining procedure for Application shall ba same as set oul in “- Making ofan Application by Eligible Equity Shareholders on Plain Paper

under ASBA process" on page 155 of this Letter of Offer

In accordance wilh (he SES! Master Circular, Resident Eligible Equity Shareholders who hold Equity Shares in physical forn as-on the Record Date will

not be allowed fo renounce ther Rights Entifemrents in the issue. However, such Eligible Equity Shareholders, where the dematernalized Rights

Entivjements are transferred frorn ie suspense escrow demal account fo the respective demal accounts wifhin preseribed fimelinas, can apply for

Adoitional Rights Equity Shares while submitting the Apolicatian through ASBA process.

Facility for Application in the Issue

In accordance with Regulation 76 of ihe SEB! ICDR Regulations, the SEB! Master Circular. all Investors desiring to make an Application in the Issue are

mandatonly required to use the ASBA process. Investors should carefully read the provisions applicable to such Applications before making their

Aoolication through ASBA, For details, see “Procedure for Application through the ASBA Process” on page 153 of the Letter of Offer.

Procedure for Application through ASBA Process

An investor, wishing to participate in the Issue through the ASBA facility is required to nave an ASBA enabled bank account with SCSBs, prior to making

the Application. Investors desiring to make an Application in the Issue through ASBA process, may submit the Application Form in physical mode tothe

Designated Branches of the SCSB or online’ electronic Application through the website of the SCSEs (if made available by such SCS} for authorizing

such SCSB to block Application Money payable on the Application In their respective ASBA Accounts.

Investors should ansure that they have conecily submitted the Application Form and have provided an authorisation to the SOSB, via the electronic

mode, for blocking funds in the ASBAAccount equivalent to the Application Money mentioned in the Application Form, as the case may be, at the time

of submission of ihe Application.

For the list of banks which have been notified by SEB! to act as SCSBs for the ASBA process, please refer to www.sebi.gov.in/sebiweb/other!

OtherAction.do?doRecognisedF pi=yesdintmld=34. Please note that subject to SCSBs complying with the requirements of the SEB! circular bearing

reference number CIR/CFD/DIL13'2012 dated September 25, 2012, within the periods stipulated therein, Applications may be submited at the Designated

Branches of the SCS8s. Further, in terms of the SEB! circular bearing reference number CIR/CFDIDIL! 1/2013 dated January 2, 20173, itis clarified that

for making Applications by SCSBs on their own account using ASBA facility, each such SCSB should have a separate account in its own name wilh any

oiher SEB! registered SCSB(s). Such account shall be used solely for the purpose of making an Application in the Issue and clear demarcated funds

should be available in such account for such an Application,

Application by Eligible Equity Shareholders holding Equity Shares in physical form:

Please note thatin accordance with Regulation 77 Aof the SEBIICOR Regulations read with the SEBI Master Circular, the credit of Rights Entitlements

and Allotment of Rights Equity Shares shail ba made in dematenalisead form only Accordingly, Eligible Equity Shareholders holding Equity Shares in

physical form as on Record Date and desirous of subscribing to Rights Equity Shares in the Issue are advised to furnish the details of their demat

account to the Registrar or our Company atleast two clear Working Days prior to the Issue Closing Date, to enable the credit of their Rights Entitlements

in their respective demat accounts atléast one day before the Issue Closing Date, Such resident Eligible Equity Shareholders must check the procedure

for Application in “Procedure for Maning of an Application by Eliqiole Equity Shareholders holding Equity Shares in physical form"on page 157 of the

Letter of Offer.

PLEASE NOTE THAT THE ELIGIBLE EQUITY SHAREHOLDERS, WHO HOLD EQUITY SHARES IN PHYSICAL FORM AS ON RECORD DATE

AND WHO HAVE NOT FURNISHED THE DETAILS OF THEIR RESPECTIVE DEMAT ACCOUNTS TO THE REGISTRAR OR OUR COMPANY AT

LEAST TWO WORKING DAYS PRIOR TO THE ISSUE CLOSING DATE, SHALL NOT BE ELIGIBLE TO MAKE AN APPLICATION FOR RIGHTS

EQUITY SHARES AGAINST THEIR RIGHTS ENTITLEMENTS WITH RESPECT TO THE EQUITY SHARES HELO IN PHYSICAL FORM

ALLOTMENT IN DEMATERIALIZED FORM ONLY:

Eligible Equity Shareholders may please note that the Rights Equity Shares in the Issue can be allotted only in dematerialized form and to the

same depository account in which the Rights Entitlements are held by such Applicant on the issue closing date. In accordance with the SEBI

Rights Issue Circulars, the Eligible Equity Shareholders, who hold Equity Shares in physical form as on Record Date and who have not furnished the

details of their demat account to the Regisirar or our Company at least two Working Days pricr to the Issue Closing Date desirous of subscribing to

Rights Equity Shares may also apply in the Issue during the Issue Period. Such Eligible Equity Sharaholdars must check the procedure for Application

in “Procedure for Application by Eligible Equity Shareholders folding Equity Shares in physical form"on page 187 of the Letter of Offer,

DISPATCH OF THE ABRIDGED LETTER OF OFFER ("ALOF") AND APPLICATION FORM: The dispatch of the ALOF, Rights Entitlement letter and

Application Form for the Issue was completed on Monday, May 26, 2025 by Registrar to the Issue, i.e, MUFG Intime India Private Limited (Formerly

Known as Link intime india Private Linvied) to all the Eligible Equity Shareholders of the Company, whose names appeared in the Register of Members;

Beneficial Owners of the Company as on the Record date, iLe., Wednesday, May 21, 2025 in electronic form through e-mail on Friday, May 23, 2025

to the equity shareholders who have registered email ids and physically through speed/registered post onMonday, May 26, 2025.

Eligible Equity Shareholders can access the Letter of Offer, the Abridged Letter of Ofer and the Application Form (provided the Eligible Equity Shareholders

is eligible to subscribe for the Rights Equity Shares under applicable laws on the websites of (i) Qur Company's website atwww.zodiaciramiltd.co.in

Eligitia Equity Shareholders can obtain the delails of their raspective Rights Entitlements fram the website of tha Registrar lo the issue al

hitps:/in.mpms.mulg.com by entering their DF-ID and Client-ID and PAN

AVAILABILITY OF APPLICATION FORM: The Registrar has electronically dispatched an Application Form to all Eligible Equity Shareholders as per

their Rights Entittements onthe Record Date for the Issue. in the event that e-mail addresses of the Eligible Equity Shareholders were not available with

our Company Dapositorias or the Eligible Equity Shareholders have not provided valid e-mail addresses to our Company Depositerias, our Company

has dispatched the Application Form and other applicable Issue materials by way of physical delivery as per the applicable laws to those Eligible Equity

Shareholders who have provided their Indian address.

The Réenouncees and Eligible Equity Shareholders who have not received the Application Fonn can download lhe same from the websites of the

Registrar hitos./in.moms.muig.cam the Company (www.zodiacirdmkiltd.co.inj and the Stock Exchange at (wwew.bseindia.com).

CREDIT OF RIGHTS ENTITLEMENTS IN THE DEMAT ACCOUNTS OF ELIGIBLE EQUITY SHAREHOLDERS:

In accordance with Regulation 77A ofthe SEBICOR Regulations read with the SEBI Master Circular, the credit af Rights Entitlements and Allotment of

Rights Equity Shares shall be made in dematerialized form only.

Prior to the Issue Opening Date, our Company shall credit the Rights Entittements to (i) the demat accounts of the Eligible Equity Shareholders holding

the Equity Shares in dematerialised form: and (li) ademat suspense escrow account (namely, "MIIPL ZODIAC JRO MKJ LIMITED RIGHTS ESCROW

DEMAT ACCOUNT") opened by our Company, for the Eligible Equity Shareholders which would comprise Rights Entitlements relating to (a) Equity

shares held inthe account of the |IEPF authority; or (b) the demat accounts of the Eligible Equity Shareholder which are frozen or the Equity Shares

which are lying in the unclaimed suspense account (including those pursuant to Regulation 39 of the SEB| LODR Regulations) or details of which are

unavailable with our Gompanyor with the Registrar on the Record Date; or ic) Equity Shares held by Eligible Equity Shareholders holding Equity Shares

in physical form as on Record Date where details of damat accounts are not provided by Eligible Equity Shareholders to our Company or Registrar, or

(d) credit of the Rights Entitlements returned/reversed/ailed: or (2) the ownership of the Equity Shares currently under dispule, including any court

proceedings, ifany: or (Tf) non-institutional equity shareholders in the United States.

Eligible Equity Shareholders are requested to provide relevant details (such as copies of self-attested PAN and client master sheet of demat account

aic., details! records confirming the legal and beneficial ownership of the irrespective Equity Shares) io our Company of the Registrar not later than two

clear Working Days prior to the issue Closing Date, i.e,, by Wednesday, June 04, 2025 to. enable the credit of their Rights Entitlements by way of transfer

from the demat suspense escrow account to their demat account at least one day before the Issue Closing Date, to enable such Eligible Equity

Shareholders to make an application in the Issue, and this communication shall serve as an intimation to such Eligible Equity Shareholders in this

regard. Such Eligible Equity Shareholders are also requested to ensure that their demat account, details of which have been provided to cur Company,

of the Registrar is active to facilitate the aforementioned transfer

MAKING OF AN APPLICATION BY ELIGIBLE EQUITY SHAREHOLDERS ON PLAIN PAPER UNDER ASBA PROCESS:

An Eligible Equity Shareholder in india who is eligible to apply under the ASBA process may make an Application to subscribe to the Esue on plain paper

in case of non-receipt of Application Form as detailed above and only such plain paper applications which provide all the details raquired in terms of

Regulation 78 of SEBIICOR Regulations shall be accepted by SCSBs. In such cases of non-receipt of the Application Form through physical delivery

(where applicable) and the Eligible Equity Shareholder not being in a position to obtain It from any other source may make an Application to subscribe

to the Issue on plain paper with the same details as par the Application Form thatis available on the website of the Registrar, tha Stock Exchange An

Eligibla Equity Shareholder shall submit the plain paper Application to the Designated Branch of the SCS8 for authorising such SCS to block

Application Money in the said bank account maintained with the same SCSB. Applications on plain paper will not be accepted trom any Eligible Equity

Shareholder who has not provided an Indian address. Please note that the Eligible Equity Shareholders who are making the Application on plain paper

shall not be entitled to renounce their Rights Entitlements and should not utilize the Application Form for any purpose Including renunciation even if itis

received subsequently The Application on plain paper, duly signed by the Eligible Equity Shareholder including joint holders, in the same order and as

per specimen recorded with his/her bank, must reach the office of the Designated Branch of the SCS6 before the Issue Closing Date and should contain

1. Name of our Company, being Zodiac-JRO-MK Limited;

2. Name and address of the Eligible Equity Shareholder including joint holders (in the same order and a5 per specimen recorded with our

of the Depository);

Folia number (in case of Eligible Equity Shareholders who hold Equity Shares in physical form as on Record Date}/DP and Client ID:

Except for Applications on behalf of the Central or State Government, the residents of Sikkim and the officials appointed by the courts, PAN of the

Eligible: Equity Shareholder and for each Eligible Equity Shareholder in case of joint names, irrespective of the total value_of the Equity Shares

applied for pursuant to the Issue;

5. Number of Equity Shares held as.on Record Date:

5. Allotment option - only dematerialised form;

7. Number of Rights Equity Shares entitled ta:

Company

* aed

. Number of Rights Equity Shares applied for within the Rights Entitlements;

. Number of Additional Rights Equity Shares applied for, if any (applicable only if entire Righis Entitlaments have been applied for);

10. Total number of Rights Equity Shares appired tor;

11. Total amount paid atthe rate of f 40/ per Rights Equity Share;

12. Details of the ASBA Account such as the SCSB account number, name, address and branch of the relevant SCSB;

13. Incase of non-resident Eligible Equity Shareholders making an application with an Indian address. details of the NRE / FONR! NRO account such

az the account number, name, address and branch of the SCSB with which the account is maintained:

i4. Authorisation to the Designated Branch of the SCS6 to block an amount equivalent to the Application Money in the ASBA Account

15. Signature of the Eligible Equity Shareholder (in case of joint holders, to appear in the sarne sequence and order as they appear in the records of the

SCSB}, and

16. All such Eligitle Equity Shareholders shall be deemed to have made the representations, warranties and agreements set forth in "Restrictions on

Foreign Ownership of Indian Securities" on page 179, of this Letter of Offer and shall include the following:

ly We hereby make representations, warranties and agreements set forth in "Restrictions an Foreign Ownershio of indian Securities" an page 179 of the

Laffer of Offer.

i We acknowledge frat the Company, its affiliates and offers will rely upon the iruth and accuracy of the representations, warranties and agreements

set forth therein.”

incases where Multiple Application Forms are submitted for Applications pertaining to Rights Entitlements credited to the same damat account or in

damat suspense escrow account as applicable, including cases where an Investor submits Application Forms along with a plain paper Application,

such Applications shall be liable to be rejected.

Investors are requested to strictly adhere to these instructions. Failure to do so could result in an Application being rejected, with our Company, and

the Registrar not having. any liability to the Investor. The plain paper Application format will be available on the website of the Registrar at

https in.mpms.mufo.com. Our Company, and the Registrar shall not be responsible if the Applications are notuploaded by the SCSB or funds are not

blocked in the Invesiors' ASBA Accounts:.on or before the Issue Closing Data.

LAST DATE FOR 4PPLICATION; The last date for submission of the duly filled in the Application Form ora plain paperApplication is, Monday June 09,

2025, |.2,, Issue Closing Date, Our Board or any committee (here! may extand the said date for such period as it may determine from time to time,

subject to the issue Period not exceading 30 days from the Issue Opening Date (inclusive of the Issue Opening Date).

H the Application Form is not submitted with an SCS6,; uploaded with the Stock Exchange and the Application Money is not blocked with the SCSB, on

or before the Issue Closing Date or such date a5: may be extended by our Board or any committee thereof, the invitation to offer contained in this Letter

af Offer shall be deamed to have been declined and our Board or any committee thereof shall be at liberty to dispose of the Equity Shares heraby

offered, as set out in ~ Basis of Allotment" oan page 172.

Please note that on the issue Closing Date, Applications through ASBA process will be uploaded until 5,00 p.m. (Indian Standard Time) or such

extended time as permitted by BSE. Please ensure that the Application Form and necessary details are filled in, In place of Application number,

Investors can mention the reference number of the e-mail recerved fram Registrar informing about their Rights Entitlement of last eight digits of the

demat account. Alternatively, SCSBs may mention their internal reference number in place of application number,

APPLICANTS MAY PLEASE NOTE THAT THE RIGHTS EQUITY SHARES CAN BE TRADED ON THE STOCK EXCHANGE ONLY IN

DEMATERIALISED FORM.

LISTING: Qur Company will apply to jhe Stock Exchange for final approval for the listing and trading of the Rights Equity Shares subsequent to their

Allotment. No assurance can be given regarding the active or sustained trading in the Rights Equity Shares or the price atwhich the Rights Equity

shares offered under the Issue will trade after the listing thereof.

DISCLAIMER CLAUSE OF BSE: As required, a copy of the Drafl Letler of Offer was submitted to BSE, The disclaimer clause as intimated by BSE ta

our Company, post seruliny of the Draft Letter of Offer, has-been provided below:

“BSE Linvted (the Exchange’) has given vide ifs fetfer dated Wednesday, Ann! 16, 2025 permission fo this Company to use fhe Exchange's name in

this Letter of Offeras the stack exchange on which this Company's secunties are proposed fo be listed, The Exchange has scrutinized this letter of offer

for its invted intemal purpose of deciding an the matter of granting the aforesaid permission to this Company, The Exchange does not in any manner

* Warrant, centify of endorse the correctness or completeness of any of the contents of this fetter of offer; or

* Warrant that inis Company's secuniies will be fisted or will continue to be listed an the Exchange; or

* Take any responsibility for the financial or other soundness of this Company, its promoters, ig management or any scheme-or project of this

Company and i should nol forany reason be deemed or consirved that (his letter ofoffer has been cleared or approved by the Exchange. Every person

whodesires to apply for or athenwise acquires any securities of this Company may do so pursuant lo independent inquiry, investigation and analysis and

shall nothave any claim against lhe Exchange whalsoever by reason of any loss which may be suffered by such person consequent (oor in.connection

with such subsenptionvacquisition whether by reason of anything stated or amilfed to be staled herein or for any other reason whatsoever”

The investors are advised to refer to the Letter of Offer for the full text of the “Disefaimer Clause of BSE” on page 145 of the Letter of Offer,

AVAILABILITY OF THE LETTER OF OFFER: A copy of the Letter of Offer can be downloaded from the website of a) our Company al

www, zodiacirdmjlic.co.in:: b) the Registrar to the Issue at bttps:in.mpms.mufg.com: SEB! and the Stock Exchange at wwwisebigovin, and

www. bseindia.com respectively

NOTICE TO INVESTORS: NO ACTION HAS BEEN TAKEN OR WILL BE TAKEN THAT WOULD PERMIT A PUBLIC OFFERING OF THE RIGHTS

ENTITLEMENTS OR RIGHTS EQUITY SHARES TO OCCUR IN ANY JURISDICTION OTHER THAN INDIA, OR THE POSSESSION, CIRCULATION

OR DISTRIBUTION OF THIS LETTER OF OFFER OR ANY OTHER MATERIAL RELATING TO OUR COMPANY, THE RIGHTS ENTITLEMENTS

OR THE RIGHTS EQUITY SHARES IN ANY JURISDICTION WHERE ACTION FOR SUCH PURPOSE IS REQUIRED. ACCORDINGLY, THE RIGHTS

ENTITLEMENTS OR RIGHTS EQUITY SHARES MAY NOT BE OFFERED OR SOLD, DIRECTLY OR INDIRECTLY, AND NEITHER THIS LETTER

OF OFFER NOR ANY OFFERING MATERIALS OR ADVERTISEMENTS IN CONNECTION WITH THE RIGHTS ENTITLEMENTS OR RIGHTS

EQUITY SHARES MAY BE DISTRIBUTED OR PUBLISHED IN OR FROM ANY COUNTRY OR JURISDICTION EXCEPT IN ACCORDANCE WITH

THE LEGAL REQUIREMENTS APPLICABLE IN SUCH COUNTRY OR JURISDICTION. THIS ISSUE WILL BE MADE IN COMPLIANCE WITH THE

APPLICABLE SEBI REGULATIONS. EACH PURCHASER OF THE RIGHTS ENTITLEMENTS OR THE RIGHTS EQUITY SHARES IN THIS IS SUE

WILL BE DEEMED TO HAVE MADE ACKNOWLEDGMENTS AND AGREEMENTS

BANKER TO THE ISSUE AND REFUND BANK: HDFC Bank Limited

MONITORING AGENCY: Not Applicable

FOR RISK FACTORS AND OTHER DETAILS, KINDLY REFER TO THE LETTER OF OFFER AND ABRIDGED LETTER OF OFFER.

OTHER IMPORTANT LINKS AND HELPLINE:

ja) Frequently asked questions are available on the website of the Registrar hiips:/in.mpms.mufg.com or call helpline numbers (+97 810 611 4949)

and online’ dedicated investor helpdesk for guidance on the Application process and resolution of difficulties faced by the Investors;

ib) Updation of email address’ mobile number in the records maintained by the Registrar or our Company: https: /in,. mpms.muifg.com

{c) Updation of Indian address can be sent io Registrar at email id btips;/fin.mpms,mufg.com or by way of Registered post/Courier at 0-101, 1st Floor,

247 Park, L.B.S, Marg, Surya Nagar, Gandhi Nagar, Vikhroli (West) Mumbai -400 083, Maharashtra, India

id} Updation of demat account details by Eligible Equity Shareholders halding shares tn physical form: https: //in.mpms. mufg.com

{e) Submission of salf-attested PAN, client master sheet and demat account details by non- resident Eligible Equity Shareholders at

zodiac|re nighis@linkintime.co.in

Uniess otherwise specified, all capitalised ternis used herein shall have tha same meaning ascribed to such tenms in the Letter of Offer.

REGISTRAR TO THE ISSUE COMPANY

(e) MUFG

MUFG Intime India Private Limited

fFormenty Link Infime india Povate Limited)

€-101, 1" Floor, 247 Park; | B-S. Marg, Surya Nagar, Gandhi Nagar,

Vikhroii VWViest), Mumbai - 400083, Maharashtra, India,

Telephone: +91 810 811 4949

Facsimile: +91 224 978 6050

Email: zodiacjrd-nightsainkintime.co.in

Website: httos.//in.mpms.mufg.com

Investor grievance: 2odiacjrd. rights@ilinkintinw.ce.in

Contact Person: Shanti Gopalakrishnan

SEBI Registration Number: INROOO0O4055

Investors may contact the Registrar to Issue ‘Compliance Officer in case of any Pre Issue! Post Issue related problems such as non-receipt of

Allotment adviceldemat credit etc,

ZODIAC-JRD-MKJ LIMITED

Registered Office: 506, 513, 5th Floor, 176, Vardharnan Chamber,

Cawasii Patel Road, Horniman Circle, Fort, Mumbai - 400 004,

Maharashtra, lnctia:

Tali +91 222 283 1050/57;

Facsimile: WA

E-mail: infotzodiacirdimkjlid.ce.in:

Website: wanw.zodiacirdmk|ltd.co. in;

Contact Person: Pooja Haresh Shah, Company Secretary and

Compliance Officer

Corporate Identification Number: LE5910MH 1987 PLOO42 107

For ZODIAC-JRD-MKJ LIMITED

Sdi-

Pooja Haresh Shah

Company Secretary & Compliance Officer

Date: May 26, 2025

Place: Mumbai

Disclaimer: Our Company is proposing, subject to receipt of requisite approvals, market conditions and other considerations, ta issue Equity Shares on

anights basis and has filed a Letfer of Offer with the Stock Exchange, The Letter of Offer shail be avaiable on ihe website of SES! alwww.sebl gouwin

and the Stock Exchange where ihe Equity Shares are listed ie. BSE at www. bseindia.com investors should note that invesiment in equity shares

involves a high degree of risk and are requested to réfer to the Letter of Offer Jacluding ihe section "Risk Factors” beginning on page 23 of the Letter

ofOffer, This announcement has been prepared for publication in india and may not be released in tne United Steles, Mis announcement does mf

constivie an offer af Equily Shares for sale in any jurisdiction, including the United States, and any Equity Shares descabed in tis announcement may

not be offered or sold in fhe United States absent registration under the US Secunties Act of 1933, as amended, or an exemption fram registration, There

08 © ee 6

will be no public offering of Equity Shares in the United States,

ee @

epaper.jansatta.com

----------------Page (2) Break----------------

AHT@SAR, fe. 29 F, 22Yy iat cers @

PUBLIC ANNOUNCEMENT

This advertisementis for information purposes only and not for publication, distribution, or release directly or indirectly outside India. This is not an announcement for the Offer Document. All capitalized terms used herein and not defined herein shall have the meaning assigned to them in the Letter of Offer dated May 20, 2025 (the "Letter of Offer" or "LOF") filed with the BSE Limited ("BSE") and the Securities and Exchange Board of India ("SEBI").

ZODIAC-JRD-MKJ LIMITED

Corporate Identification Number: L65910MH1987PLC042107

Our Company was incorporated on January 6, 1987, as 'Zodiac Leasing Private Limited’, a private limited company under the provisions of Companies Act, 1956 with the Registrar of Companies, Maharashtra. Subsequently, the name of our Company was changed to’Zodiac-JRD MKJ Private Limited’ and a fresh certificate of incorporation dated September 22, 1992 was issued by the Additional Registrar of Companies, Maharashtra at Bombay. Further, our Company was converted into a public limited company and consequently the name of our Company was changed toZodiac-JRD-MKJ Limited’ and a

fresh certificate of incorporation dated October 22, 1992 was issued by the Additional Registrar of Companies, Maharashtra at Bombay. For details, in respect of change in the Registered Office of our Company, please see the chapter titled'General information" on page 44 of this Letter of Offer.

Registered Office: 506, 513, 5th Floor, 17G, Vardhaman Chamber, Cawasji Patel Road, Homiman Circle, Fort, Mumbai - 400 001, Maharashtra, India; Tel: +91 222 283 1050/ 51; E-mail: info@zodiacirdmkiltd.co.in. Website: www.zodiacjrdmkiltd.co.in;

Contact Person: Pooja Haresh Shah, Company Secretary and Compliance Officer. Corporate Identification Number: L65910MH1987PLC042107

OUR PROMOTERS - MUDIT SHARADKUMAR JAIN

OUR CORPORATE PROMOTERS- BLUEROCK INDUSTRIAL INFRASTRUCTURE MANAGEMENT LLP AND BLUEROCK INFRASTRUCTURE SOLUTIONS LLP

ISSUE OF UPTO 57,98,443 EQUITY SHARES OF FACE VALUE OF = 10 EACH ("RIGHTS EQUITY SHARES”) OF OUR COMPANY FOR CASH AT A PRICE OF % 40 PER EQUITY SHARE (INCLUDING A SHARE PREMIUM OF

= 30 PER EQUITY SHARE) (THE "ISSUE PRICE"), AGGREGATING UPTO & 2,319.38 LAKH ON A RIGHTS BASIS TO THE EXISTING EQUITY SHAREHOLDERS OF OUR COMPANY IN THE RATIO OF 112 (ONE HUNDRED AND

TWELVE) RIGHTS EQUITY SHARE(S) FOR EVERY 100 (ONE HUNDRED) FULLY PAID-UP EQUITY SHARE(S) HELD BY THE EXISTING EQUITY SHAREHOLDERS ON THE RECORD DATE, THAT IS ON MAY 21, 2025

(THE "ISSUE"). THE ISSUE PRICE FOR THE RIGHTS EQUITY SHARES IS 4 TIMES THE FACE VALUE OF THE EQUITY SHARES. FOR FURTHER DETAILS, PLEASE REFER TO THE CHAPTER TITLED "TERMS OF THE ISSUE”

ON PAGE 150 OF THIS LETTER OF OFFER.

*Assuming full subscription. Subject to finalization of the Basis of Allotment.

ISSUE PROGRAMME

ISSUE OPENS ON

Friday, May 30, 2025

LAST DATE FOR ON MARKET RENUNCIATION*

Tuesday, June 03, 2025

* Eligible Equity Shareholders are requested to ensure that renunciation through off market transfer is completed in such a manner that the Rights Entitlements are credited to the demat accounts of the Renouncees on or prior to the Issue Closing Date.

ISSUE CLOSES ON**

Monday, June 09, 2025

™* Our Board or the Rights issue Committee will have the right to extend the Issue Period as it may determine from time to time but not exceeding 30 days from the Issue Opening Date (inclusive of the issue Opening Date). Further, no withdrawal of Application shail be permitted by any Applicant after the Issue Closing Date.

ASBA‘ Simple, Safe, Smart way of Application - Make use of it!!!

*Application Supported by Blocked Amount (ASBA) is a better way of applying to issues by simply blocking the fund in the bank account, investors can avail the same.

For further details read section on ASBA below

In accordance with Regulation 76 of the SEBI ICDR Regulations, SEBI circular, bearing reference number SEBI/HO/CFD/DIL2/CIR/P/2020/13 dated January 22, 2020, bearing reference number SEBI/HO/CFD/CIR/CFD/DIL/67/2020 dated April 21, 2020, SEBI circular bearing reference

number SEBI/HO/CFD/DIL2/CIR/P/2020/78 dated May 6, 2020, SEBI circular bearing reference number SEBIHO/CFD/DIL1/CIR/P/2020/136 dated July 24, 2020, SEBI circular bearing reference number SEBVHO/CFD/DIL1/CIR/P/2021/13 dated January 19, 2021 and SEBI circular bearing

reference number SEBI/HO/CFD/DIL2/CIR/P/2021/552 dated April 22, 2021, SEBI/HO/CFD/DIL2/CIR/P/2021/633 dated October 01, 2021 and SEBI/ HO/CFD/SSEP/CIR/P/2022/66 dated May 19, 2022 (Collectively hereafter referred to as "SEB Rights Issue Circulars") and SEBI circular SEB

CFD/DIL/ASBA/1/2009/30/12 dated December 30, 2009, SEBI circular CIR/CFD/DIL/1/2011 dated April 29, 2011, the SEB! circular, bearing reference number SEBI/HO/CFD/DIL2/CIR/P/2020/13 dated January 22, 2020 (Collectively hereafter referred to as "ASBACirculars”), all Investors desiring

to make an Application In this Issue are mandatorily required to use the ASBA process. Kindly note that Non-Resident Investors will have to apply through ASBA mode. Investors should carefully read the provisions applicable to such Applications before making thelr Application

through ASBA. For details, see "Procedure for Application through the ASBA Process" page 153 of the Letter of Offer.

Please note that in accordance with Regulation 77A of the SEBI ICDR Regulations read with the SEBI Master Circular, the credit of Rights Entitlements and Allotment of Rights Equity Shares shall be made in dematerialised form only. Accordingly, Eligible Equity Shareholders holding Equity Shares in

physical form as on Record Date and desirous of subscribing to Rights Equity Shares in the Issue are advised to furnish the details of their demat account to the Registrar or our Companyat least two clear Working Days prior to the Issue Closing Date, to enable the credit of their Rights Entitlements

in their respective demat accounts at least one day before the Issue Closing Date.

Prior to the Issue Opening Date, the Rights Entitlements of those Eligible Equity Shareholders, among others, who hold Equity Shares in physical form, and whose demat account details are not available with our Company or the Registrar, shall be credited in a demat suspense escrow account opened

by our Company.

Eligible Equity Shareholders, who hold Equity Shares in physical form as on Record Date and who have opened their demat accounts after the Record Date, shall adhere to following procedure for participating in the Issue:

(a) The Eligible Equity Shareholders shall send a letter to the Registrar containing the name(s), address, e-mail address, contact details and the details of their demat account along with copy of self-attested PAN and self-attested client master sheet of their demat account either by e-mail, post, speed

post, courier, or hand delivery so as to reach to the Registrar no later than two clear Working Days prior to the Issue Closing Date;

(b) The Registrar shall, after verifying the details of such demat account, transfer the Rights Entitlements of such Eligible Equity Shareholders to their demat accounts at least one day before the Issue Closing Date;

(c) The remaining procedure for Application shall be same as set out in "- Making of an Application by Eligible Equity Shareholders on Plain Paper under ASBA process" on page 155 of this Letter of Offer.

In accordance with the SEBi Master Circular, Resident Eligible Equity Shareholders who hold Equity Shares in physical form as on the Record Date will not be allowed to renounce their Rights Entitlements in the issue. However, such Eligible Equity Shareholders, where the dematerialized Rights

Entitlements are transferred from the suspense escrow demat account to the respective demat accounts within prescribed timelines, can apply for Additional Rights Equity Shares while submitting the Application through ASBA process.

Facility for Application In the Issue

In accordance with Regulation 76 of the SEBI ICDR Regulations, the SEBI Master Circular, all Investors desiring to make an Application in the Issue are mandatorily required to use the ASBA process. Investors should carefully read the provisions applicable to such Applications before making their

Application through ASBA. For details, see “Procedure for Application through the ASBA Process"on page 153 of the Letter of Offer.

Procedure for Application through ASBA Process

An Investor, wishing to participate in the Issue through the ASBA facility, is required to have an ASBAenabled bank account with SCSBs, prior to making the Application. Investors desiring to make an Application in the Issue through ASBA process, may submit the Application Form in physical mode to the

Designated Branches of the SCSB or online/ electronic Application through the website of the SCSBs (if made available by such SCSB) for authorizing such SCSB to block Application Money payable on the Application in their respective ASBAAccounts.

Investors should ensure that they have correctly submitted the Application Form and have provided an authorisation to the SCSB, via the electronic mode, for blocking funds in the ASBAAccount equivalent to the Application Money mentioned in the Application Form, as the case may be, at the time

of submission of the Application.

For the list of banks which have been notified by SEBI to act as SCSBs for the ASBA process, please refer to www.sebi.gov.in/sebiweb/other/ OtherAction.do?doRecognisedF pi=yes&intmld=34. Please note that subject to SCSBs complying with the requirements of the SEBI circular bearing

reference number CIR/CFD/DIL/13/2012 dated September 25, 2012, within the periods stipulated therein, Applications may be submitted at the Designated Branches of the SCSBs. Further, in terms of the SEBI circular bearing reference number CIR/CFD/DIL/1/2013 dated January 2, 2013, it is clarified that

for making Applications by SCSBs on their own account using ASBA facility, each such SCSB should have a separate account in its own name with any other SEBI registered SCSB(s). Such account shall be used solely for the purpose of making an Application in the Issue and clear demarcated funds

should be available in such account for such an Application.

Application by Eligible Equity Shareholders holding Equity Shares In physical form:

in their respective demat accounts at least one day before the Issue Closing Date. Such resident Eligible Equity Shareholders must check the procedure for Application in "Procedure for Making of an Application by Eligible Equity Shareholders holding Equity Shares in physical form"on page 157 of the

Letter of Offer.

PLEASE NOTE THAT THE ELIGIBLE EQUITY SHAREHOLDERS, WHO HOLD EQUITY SHARES IN PHYSICAL FORM AS ON RECORD DATE AND WHO HAVE NOT FURNISHED THE DETAILS OF THEIR RESPECTIVE DEMAT ACCOUNTS TO THE REGISTRAR OR OUR COMPANY AT

LEAST TWO WORKING DAYS PRIOR TO THE ISSUE CLOSING DATE, SHALL NOT BE ELIGIBLE TO MAKE AN APPLICATION FOR RIGHTS EQUITY SHARES AGAINST THEIR RIGHTS ENTITLEMENTS WITH RESPECT TO THE EQUITY SHARES HELD IN PHYSICAL FORM

ALLOTMENT IN DEMATERIALIZED FORM ONLY:

Eligible Equity Shareholders may please note that the Rights Equity Shares in the Issue can be allotted only in dematerialized form and to the same depository account In which the Rights Entitlements are held by such Applicant on the Issue closing date. In accordance with the SEBI

Rights Issue Circulars, the Eligible Equity Shareholders, who hold Equity Shares in physical form as on Record Date and who have not furnished the details of their demat account to the Registrar or our Company at least two Working Days prior to the Issue Closing Date desirous of subscribing to

Rights Equity Shares may also apply in the Issue during the Issue Period. Such Eligible Equity Shareholders must check the procedure for Application in “Procedure for Application by Eligible Equity Shareholders holding Equity Shares in physical form”on page 157 of the Letter of Offer.

DISPATCH OF THE ABRIDGED LETTER OF OFFER ("ALOF™) AND APPLICATION FORM: The dispatch of the ALOF, Rights Entitlement letter and Application Form for the Issue was completed on Monday, May 26, 2025 by Registrar to the Issue, i.e. MUFG Intime India Private Limited (Formerly

Known as Link intime india Private Limited) to all the Eligible Equity Shareholders of the Company, whose names appeared in the Register of Members/ Beneficial Owners of the Company as on the Record date, i.e., Wednesday, May 21, 2025 in electronic form through e-mail on Friday, May 23, 2025

to the equity shareholders who have registered email ids and physically through speed/registered post on Monday, May 26, 2025.

Eligible Equity Shareholders can access the Letter of Offer, the Abridged Letter of Offer and the Application Form (provided the Eligible Equity Shareholders is eligible to subscribe for the Rights Equity Shares under applicable laws on the websites of (i) Our Company's website atwww.zodiacjrdmkijltd.co.in

(ii) Registrar to the Issue's website at https://in.mpms.mufg.com (iii) BSE website at www.bseindia.com

Eligible Equity Shareholders can obtain the details of their respective Rights Entitlements from the website of the Registrar to the Issue at https://in.mpms.mufg.com by entering their DP-ID and Client-ID and PAN.

AVAILABILITY OF APPLICATION FORM: The Registrar has electronically dispatched an Application Form to all Eligible Equity Shareholders as per their Rights Entitlements on the Record Date for the Issue. In the event that e-mail addresses of the Eligible Equity Shareholders were not available with

our Company/ Depositories or the Eligible Equity Shareholders have not provided valid e-mail addresses to our Company/ Depositories, our Company has dispatched the Application Form and other applicable Issue materials by way of physical delivery as per the applicable laws to those Eligible Equity

Shareholders who have provided their Indian address.

The Renouncees and Eligible Equity Shareholders who have not received the Application Form can download the same from the websites of the

Registrar https://in.mpms.mufg.com the Company (www.zodiacirdmkiltd.co.in) and the Stock Exchange at (www.bseindia.com).

CREDIT OF RIGHTS ENTITLEMENTS IN THE DEMAT ACCOUNTS OF ELIGIBLE EQUITY SHAREHOLDERS:

In accordance with Regulation 77A of the SEBI ICDR Regulations read with the SEBI Master Circular, the credit of Rights Entitlements and Allotment of Rights Equity Shares shall be made in dematerialized form only.

Prior to the Issue Opening Date, our Company shall credit the Rights Entitlements to (i) the demat accounts of the Eligible Equity Shareholders holding the Equity Shares in dematerialised form; and (ii) a demat suspense escrow account (namely, "MIIPL ZODIAC JRD MKJ LIMITED RIGHTS ESCROW

DEMAT ACCOUNT") opened by our Company, for the Eligible Equity Shareholders which would comprise Rights Entitlements relating to (a) Equity Shares held in the account of the IEPF authority; or {b) the demat accounts of the Eligible Equity Shareholder which are frozen or the Equity Shares

which are lying in the unclaimed suspense account (including those pursuant to Regulation 39 of the SEBI LODR Regulations) or details of which are unavailable with our Company or with the Registrar on the Record Date; or (¢) Equity Shares held by Eligible Equity Shareholders holding Equity Shares

in physical form as on Record Date where details of demat accounts are not provided by Eligible Equity Shareholders to our Company or Registrar; or {d) credit of the Rights Entitlements returned/reversed/failed; or (e) the ownership of the Equity Shares currently under dispute, including any court

proceedings, if any; or (f) non-institutional equity shareholders in the United States.

Eligible Equity Shareholders are requested to provide relevant details (such as copies of self-attested PAN and client master sheet of demat account etc., details/ records confirming the legal and beneficial ownership of the irrespective Equity Shares) to our Company or the Registrar not later than two

clear Working Days prior to the Issue Closing Date, i.e., by Wednesday, June 04, 2025 to enable the credit of their Rights Entitlements by way of transfer from the demat suspense escrow account to their demat account at least one day before the Issue Closing Date, to enable such Eligible Equity

Shareholders to make an application in the Issue, and this communication shall serve as an intimation to such Eligible Equity Shareholders in this regard. Such Eligible Equity Shareholders are also requested to ensure that their demat account, details of which have been provided to our Company,

or the Registrar is active to facilitate the aforementioned transfer.

MAKING OF AN APPLICATION BY ELIGIBLE EQUITY SHAREHOLDERS ON PLAIN PAPER UNDER ASBA PROCESS:

An Eligible Equity Shareholder in India who is eligible to apply under the ASBA process may make an Application to subscribe to the Issue on plain paper in case of non-receipt of Application Form as detailed above and only such plain paper applications which provide all the details required in terms of

Regulation 78 of SEBI ICDR Regulations shall be accepted by SCSBs. In such cases of non-receipt of the Application Form through physical delivery (where applicable) and the Eligible Equity Shareholder not being in a position to obtain it from any other source may make an Application to subscribe

to the Issue on plain paper with the same details as per the Application Form that is available on the website of the Registrar, the Stock Exchange An Eligible Equity Shareholder shall submit the plain paper Application to the Designated Branch of the SCSB for authorising such SCSB to block

Application Money in the said bank account maintained with the same SCSB. Applications on plain paper will not be accepted from any Eligible Equity Shareholder who has not provided an Indian address. Please note that the Eligible Equity Shareholders who are making the Application on plain paper

shall not be entitled to renounce their Rights Entitlements and should not utilize the Application Form for any purpose including renunciation even if itis received subsequently. The Application on plain paper, duly signed by the Eligible Equity Shareholder including joint holders, in the same order and as

per specimen recorded with his/her bank, must reach the office of the Designated Branch of the SCSB before the Issue Closing Date and should contain the following particulars:

1. Name of our Company, being Zodiac-JRD-MKJ Limited;

2. Name and address of the Eligible Equity Shareholder including joint holders (in the same order and as per specimen recorded with our or the Depository);

3. Folio number (in case of Eligible Equity Shareholders who hold Equity Shares in physical form as on Record Date)/DP and Client ID; . Except forApplications on behalf of the Central or State Government, the residents of Sikkim and the officials appointed by the courts, PAN of the

Eligible Equity Shareholder and for each Eligible Equity Shareholder in case of joint names, irrespective of the total value of the Equity Shares applied for pursuant to the Issue;

5. Number of Equity Shares held as on Record Date;

6. Allotment option - only dematerialised form; 7.

Company

Number of Rights Equity Shares entitled to;

Number of Rights Equity Shares applied for within the Rights Entitlements; 9. Number of Additional Rights Equity Shares applied for, if any (applicable only if entire Rights Entitlements have been applied for);

10. Total number of Rights Equity Shares applied for; 11. Total amount paid at the rate of ¥ 40/ per Rights Equity Share;

12. Details of the ASBAAccount such as the SCSB account number, name, address and branch of the relevant SCSB; 13. In case of non-resident Eligible Equity Shareholders making an application with an Indian address, details of the NRE / FCNR/ NRO account such

as the account number, name, address and branch of the SCSB with which the account is maintained; 14. Authorisation to the Designated Branch of the SCSB to block an amount equivalent to the Application Money in the ASBAAccount;

15. Signature of the Eligible Equity Shareholder (in case of joint holders, to appear in the same sequence and order as they appear in the records of the SCSB); and

16. All such Eligible Equity Shareholders shall be deemed to have made the representations, warranties and agreements set forth in "Restrictions on Foreign Ownership of Indian Securities" on page 179, of this Letter of Offer and shall include the following:

“V/ We hereby make representations, warranties and agreements set forth in "Restrictions on Foreign Ownership of Indian Securities" on page 179 of the Letter of Offer.

i We acknowledge that the Company, its affiliates and others will rely upon the truth and accuracy of the representations, warranties and agreements set forth therein.”

In cases where Multiple Application Forms are submitted for Applications pertaining to Rights Entitlements credited to the same demat account or in demat suspense escrow account, as applicable, including cases where an Investor submits Application Forms along with a plain paper Application,

such Applications shall be liable to be rejected.

Investors are requested to strictly adhere to these instructions. Failure to do so could result in an Application being rejected, with our Company, and the Registrar not having any liability to the Investor. The plain paper Application format will be available on the website of the Registrar at

https://in.mpms.mufg.com. Our Company, and the Registrar shall not be responsible if the Applications are not uploaded by the SCSB or funds are not blocked in the Investors' ASBAAccounts on or before the Issue Closing Date.

LAST DATE FOR APPLICATION: The last date for submission of the duly filled in the Application Form or a plain paperApplication is, Monday June 09, 2025, i.e., Issue Closing Date. Our Board or any committee thereof may extend the said date for such period as it may determine from time to time,

subject to the Issue Period not exceeding 30 days from the Issue Opening Date (inclusive of the Issue Opening Date).

If the Application Form is not submitted with an SCSB, uploaded with the Stock Exchange and the Application Money is not blocked with the SCSB, on or before the Issue Closing Date or such date as may be extended by our Board or any committee thereof, the invitation to offer contained in this Letter

of Offer shall be deemed to have been declined and our Board or any committee thereof shall be at liberty to dispose of the Equity Shares hereby offered, as set out in “- Basis of Allotment” on page 172.

Please note that on the Issue Closing Date, Applications through ASBA process will be uploaded until 5.00 p.m. (Indian Standard Time) or such extended time as permitted by BSE. Please ensure that the Application Form and necessary details are filled in. In place of Application number,

Investors can mention the reference number of the e-mail received from Registrar informing about their Rights Entitlement or last eight digits of the demat account. Alternatively, SCSBs may mention their internal reference number in place of application number.

APPLICANTS MAY PLEASE NOTE THAT THE RIGHTS EQUITY SHARES CAN BE TRADED ON THE STOCK EXCHANGE ONLY IN DEMATERIALISED FORM.

LISTING: Our Company will apply to the Stock Exchange for final approval for the listing and trading of the Rights Equity Shares subsequent to their Allotment. No assurance can be given regarding the active or sustained trading in the Rights Equity Shares or the price at which the Rights Equity

Shares offered under the Issue will trade after the listing thereof.

DISCLAIMER CLAUSE OF BSE: As required, a copy of the Draft Letter of Offer was submitted to BSE. The disclaimer clause as intimated by BSE to our Company, post scrutiny of the Draft Letter of Offer, has been provided below:

"BSE Limited ("the Exchange") has given vide its letter dated Wednesday, April 16, 2025 ,permission to this Company to use the Exchange's name in this Leiter of Offer as the stock exchange on which this Company's securities are proposed to be listed. The Exchange has scrutinized this letter of offer

for its limited internal purpose of deciding on the matter of granting the aforesaid permission to this Company. The Exchange does not in any manner:

+ Warrant, certify or endorse the correctness or completeness of any of the contents of this leiter of offer; or

* Warrant that this Company's securities will be listed or will continue to be listed on the Exchange; or

« Take any responsibility for the financial or other soundness of this Company, its promoters, ifs management or any scheme or project of this Company and it should not for any reason be deemed or construed that this letter of offer has been cleared or approved by the Exchange. Every person

who desires to apply for or otherwise acquires any securities of this Company may do so pursuant to independent inquiry, investigation and analysis and Shall not have any claim against the Exchange whatsoever by reason of any loss which may be suffered by such person consequent to or in connection

with such subscription/acquisition whether by reason of anything stated or omitted to be stated herein or for any other reason whatsoever”

The investors are advised to refer to the Letter of Offer for the full text of the “Disclaimer Clause of BSE™ on page 145 of the Letter of Offer.

AVAILABILITY OF THE LETTER OF OFFER: A copy of the Letter of Offer can be downloaded from the website of a) our Company at www.zodiacirdmkiltd.co.in;; b) the Registrar to the Issue at https://in.mpms.mufg.com; SEBI and the Stock Exchange at www.sebi.gov.in, and

www.bseindia.com respectively

NOTICE TO INVESTORS: NO ACTION HAS BEEN TAKEN OR WILL BE TAKEN THAT WOULD PERMIT A PUBLIC OFFERING OF THE RIGHTS ENTITLEMENTS OR RIGHTS EQUITY SHARES TO OCCUR IN ANY JURISDICTION OTHER THAN INDIA, OR THE POSSESSION, CIRCULATION

OR DISTRIBUTION OF THIS LETTER OF OFFER OR ANY OTHER MATERIAL RELATING TO OUR COMPANY, THE RIGHTS ENTITLEMENTS OR THE RIGHTS EQUITY SHARES IN ANY JURISDICTION WHERE ACTION FOR SUCH PURPOSE IS REQUIRED. ACCORDINGLY, THE RIGHTS

ENTITLEMENTS OR RIGHTS EQUITY SHARES MAY NOT BE OFFERED OR SOLD, DIRECTLY OR INDIRECTLY, AND NEITHER THIS LETTER OF OFFER NOR ANY OFFERING MATERIALS OR ADVERTISEMENTS IN CONNECTION WITH THE RIGHTS ENTITLEMENTS OR RIGHTS

EQUITY SHARES MAY BE DISTRIBUTED OR PUBLISHED IN OR FROM ANY COUNTRY OR JURISDICTION EXCEPT IN ACCORDANCE WITH THE LEGAL REQUIREMENTS APPLICABLE IN SUCH COUNTRY OR JURISDICTION. THIS ISSUE WILL BE MADE IN COMPLIANCE WITH THE

APPLICABLE SEBI REGULATIONS. EACH PURCHASER OF THE RIGHTS ENTITLEMENTS OR THE RIGHTS EQUITY SHARES IN THIS IS SUE WILL BE DEEMED TO HAVE MADE ACKNOWLEDGMENTS AND AGREEMENTS

BANKER TO THE ISSUE AND REFUND BANK: HDFC Bank Limited

MONITORING AGENCY: Not Applicable

FOR RISK FACTORS AND OTHER DETAILS, KINDLY REFER TO THE LETTER OF OFFER AND ABRIDGED LETTER OF OFFER.

Download our app

Zodiac-JRD-MKJ Ltd — Updates, 27-05-2025: Company Update

Company Update