Basis of Allotment

THIS IS A PUBLIC ANNOUNCEMENT FOR INFORMATION PURPOSES ONLY AND IS NOT A PROSPECTUS ANNOUNCEMENT AND DOES NOT CONSTITUTEAN INVITATION OR OFFER TO ACQUIRE, PURCHASE OR SUBSCRIBE TO SECURITIES. NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION DIRECTLY OR INDIRECTLY OUTSIDE INDIA. INITIAL PUBLIC OFFERING OF 'EQUITYSHARES (AS DEFINED BELOW)' ON THE MAIN BOARD OF THE STOCK EXCHANGES IN COMPLIANCE WITH CHAPTER II OF THE SECURITIESAND EXCHANGE BOARD OF INDIA (ISSUE OF CAPITAL AND DISCLOSURE REQUIREMENTS) REGULATIONS, 2018, AS AMENDED ("SEBI ICDR REGULATIONS').

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SMARTWORKS COWORKING SPACES LIMITED (Please scan this QR code to view the Prospectus)

Our Company was originally incorporated as "SmartWork Business Centre Private Limited" at Kolkata as a private limited company under the Companies Act, 2013, pursuant to a certificate of incorporation dated December 17, 2015, issued by the Registrar of Companies, West Bengal at Kolkata. Pursuant to a special resolution dated October 29, 2018 passed by the Shareholders, the name of our Company was changed from "Smart Work Business Centre Private Limited" to "Smartworks Coworking Spaces Private Limited" to reflect the nature of business and activities of our Company and a fresh certificate of incorporation dated December 20, 2018, was issued by the RoC. Thereafter, our Company was converted into a public limited company pursuant to a special resolution dated June 28, 2024, passed in the extraordinary general meeting of the Shareholders, and consequently the name of our Company was changed to its present name i.e., "Smartworks Coworking Spaces Limited" and a fresh certificate of incorporation dated July 25, 2024 was issued by the RoC. For details in relation to changes in the registered office of our Company, see "History and Certain Corporate Matters" on page 299 of the prospectus of the Company dated July 14, 2025 ("Prospectus").

Corporate Identity Number: U74900DL2015PLC310656
Registered Office: Unit No. 305-310, Plot No 9, 10 and 11, Vardhman Trade Centre, Nehru Place, South Delhi, Delhi-110 019, India; Corporate Office: Golf View Tower, Tower-B, Sector 42, Gurugram-122 002, Haryana, India
Contact Person: Punam Dargar-Company Secretary and Compliance Officer; Tel: +91 83840 62876; E-mail: companysecretary@sworks.co.in; Website: www.smartworksoffice.com
OUR PROMOTERS: NEETISH SARDA, HARSH BINANI, SAUMYA BINANI, NS NIKETAN LLP, SNS INFRAREALTY LLP AND ARYADEEP REALESTATES PRIVATE LIMITED

Our Company has filed the Prospectus dated July 14, 2025 with the RoC and the Equity Shares (as defined below) are proposed to be listed on the Main Board of BSE Limited ("BSE") and the National Stock Exchange of India Limited ("NSE", and together with BSE, the "Stock Exchanges"), and the trading will commence on Thursday, July 17, 2025.

BASIS OF ALLOTMENT

INITIAL PUBLIC OFFERING OF 14,321,474 EQUITY SHARES OF FACE VALUE OF Rs. 10 EACH ("EQUITY SHARES") OF SMARTWORKS COWORKING SPACES LIMITED ("COMPANY") FOR CASH AT A PRICE OF Rs. 407 PER EQUITY SHARE (INCLUDING A PREMIUM OF Rs. 397 PER EQUITY SHARE) ("OFFER PRICE") AGGREGATING TO Rs. 5,825.55 MILLION^ (THE "OFFER") COMPRISING A FRESH ISSUE OF 10,941,734 EQUITY SHARES OF FACE VALUE OF Rs. 10 EACH AGGREGATING TO Rs. 4,450.00 MILLION (THE "FRESH ISSUE") AND AN OFFER FOR SALE OF 3,379,740 EQUITY SHARES OF FACE VALUE OF Rs. 10 EACH AGGREGATING TO Rs. 1,375.55 MILLION (THE "OFFER FOR SALE"), CONSISTING OF AN OFFER FOR SALE OF 490,000 EQUITY SHARES OF FACE VALUE OF Rs. 10 EACH AGGREGATING TO Rs. 199.43 MILLION BY NS NIKETAN LLP, 310,000 EQUITY SHARES OF FACE VALUE OF Rs. 10 EACH AGGREGATING TO Rs. 126.17 MILLION BY SNS INFRAREALTY LLP AND 2,579,740 EQUITY SHARES OF FACE VALUE OF Rs. 10 EACH AGGREGATING TO Rs. 1,049.95 MILLION BY SPACE SOLUTIONS INDIA PTE. LTD. (FORMERLY LISBRINE PTE LIMITED) (COLLECTIVELY, THE "SELLING SHAREHOLDERS" AND SUCH EQUITY SHARES, THE "OFFERED SHARES").

THE OFFER INCLUDED A RESERVATION OF 101,351 EQUITY SHARES AGGREGATING UP TO Rs. 37.50 MILLION^, FOR SUBSCRIPTION BY ELIGIBLE EMPLOYEES (AS DEFINED HEREINAFTER) (THE "EMPLOYEE RESERVATION PORTION"). PURSUANT TO FINALIZATION OF BASIS OF ALLOTMENT, 88,812 EQUITY SHARES WERE ALLOTTED TO EMPLOYEES UNDER THE EMPLOYEE RESERVATION PORTION. THE OFFER LESS THE EMPLOYEE RESERVATION PORTION IS HEREINAFTER REFERRED TO AS THE "NET OFFER". THE OFFER AND THE NET OFFER CONSTITUTED 12.55% AND 12.47% OF OUR POST OFFER PAID-UP EQUITY SHARE CAPITAL, RESPECTIVELY. OUR COMPANY, IN CONSULTATION WITH THE BOOK RUNNING LEAD MANAGERS, OFFERED A DISCOUNT OF UP TO 9.09% (EQUIVALENT OF Rs.37 PER EQUITY SHARE) TO THE OFFER PRICE TO ELIGIBLE EMPLOYEES BIDDING UNDER THE EMPLOYEE RESERVATION PORTION ("EMPLOYEE DISCOUNT").

^A discount of Rs 37 per Equity Share was offered to Eligible Employees bidding in the Employee Reservation Portion

ANCHOR INVESTOR OFFER PRICE: Rs. 407 PER EQUITY SHARE OF FACE VALUE OF Rs. 10 EACH
OFFER PRICE: Rs. 407 PER EQUITY SHARE OF FACE VALUE OF Rs. 10 EACH
THE OFFER PRICE IS 40.7 TIMES THE FACE VALUE OF THE EQUITY SHARES
RISK TO INVESTORS
For details, refer to the section titled "Risk Factors" on page 39 of the Prospectus.

1. Geographical Concentration: We derive significant Rental Revenue from our Centres in Pune, Bengaluru, Hyderabad and Mumbai. Any adverse developments affecting such locations and Centres could have an adverse effect on our business, results of operations and financial condition. Details of Rental Revenue from our Centres in said cities and other cities appear hereunder:

City As of and for the Fiscals ended
March 31, 2025 March 31, 2024 March 31, 2023
Number of Centres Rental Revenue (Rs. in million) As a % of total Rental Revenue (%) Number of Centres Rental Revenue (Rs. in million) As a % of total Rental Revenue (%) Number of Centres Rental Revenue (Rs. in million) As a % of total Rental Revenue (%)
Pune (Maharashtra) 9 4,213.71 32.86 8 3,066.65 31.07 8 2,023.89 30.45
Bengaluru (Karnataka) 9 2,996.83 23.37 9 2,521.78 25.55 9 1,509.84 22.72
Hyderabad (Telangana) 4 1,493.37 11.65 3 1,401.69 14.20 3 851.91 12.82
Mumbai (Maharashtra) 4 937.27 7.31 3 912.98 9.25 3 787.90 11.86
Other cities* 24 3,180.48 24.81 18 1,967.17 19.93 16 1,472.27 22.15
Total Rental Revenue 50 12,821.65 100.00 41 9,870.26 100.00 39 6,645.82 100.00

*Other cities refer to Chennai (Tamil Nadu), Delhi, Gurugram (Haryana), Noida (Uttar Pradesh), Jaipur (Rajasthan), Indore (Madhya Pradesh), Ahmedabad (Gujarat), Kolkata (West Bengal) and Kochi (Kerala). During Fiscal 2025 we also operationalised a Centre in Coimbatore (Tamil Nadu) and two Centres in Singapore.

2. Dependence on mid-to large Enterprise Clients/ Client Industry concentration:

a. Our business is focused on Clients who typically require over 300 Seats across multiple Centres and cities. We may not have equal negotiating power with such Clients and it may be difficult for us to find suitable replacements upon termination of agreements with such Clients, which could adversely affect our business, cash flows, results of operation and financial performance. The percentage of our Rental Revenues based on Seat cohort appear hereunder:

Seat cohorts Fiscal 2025 Fiscal 2024 Fiscal 2023
Rental Revenue (Rs. in million) As a percentage of total Rental Revenue (%) Rental Revenue (Rs. in million) As a percentage of total Rental Revenue (%) Rental Revenue (Rs. in million) As a percentage of total Rental Revenue (%)
0-100 1,542.06 12.03 1,260.92 12.77 993.09 14.94
101-300 3,145.96 24.54 2,689.31 27.25 1,941.17 29.21
More than 300 8,133.63 63.44 5,920.03 59.98 3,711.56 55.85
Total 12,821.65 100.00 9,870.26 100.00 6,645.82 100.00

b. Further, we derive significant Rental Revenue from our Clients in ‘Information technology, technology and software development' industry. Breakdown of our Clients by their industries based on Rental Revenue is set forth hereunder:

Sector Rental Revenue (Rs. in million) Percentage of Rental Revenue
Fiscal 2025 Fiscal 2024 Fiscal 2023 Fiscal 2025 Fiscal 2024 Fiscal 2023
Information technology, technology and software development 5,420.63 4,294.12 2,661.37 42.28% 43.51% 40.05%
Engineering and manufacturing 1,234.86 1,094.66 815.49 9.63% 11.09% 12.27%
Banking finance services and insurance 1,143.39 893.12 675.12 8.92% 9.05% 10.16%
Business consulting and professional services 1,788.53 872.49 491.70 13.95% 8.84% 7.40%
Others 3,234.24 2,715.86 2,002.13 25.22% 27.52% 30.12%
Total 12,821.65 9,870.26 6,645.82 100.00% 100.00% 100.00%

3. Dependence on limited number of Clients: A certain portion of our Rental Revenue is derived from a limited number of Clients including Enterprise Clients and multi-city Clients. If any of the top 20 Clients prematurely terminate their agreements with us or do not renew their agreements or if we fail to retain such Clients, our business, revenues, cash flows, results of operations, and financial condition may be adversely affected. Details of Rental Revenue from our top five, top 10and top 20 Clients, Enterprise Clients and multi-city Clients appear hereunder:

(in Rs. million, unless otherwise indicated)

Particulars* Fiscal 2025 Fiscal 2024 Fiscal 2023
Rental Revenue Percentage of Rental Revenue (%) Rental Revenue Percentage of Rental Revenue (%) Rental Revenue Percentage of Rental Revenue (%)
Top five Clients 1,604.82 12.52% 1,014.22 10.28% 698.22 10.51%
Top 10 Clients 2,429.74 18.95% 1,728.93 17.52% 1,206.66 18.16%
Top 20 Clients 3,559.34 27.76% 2,672.20 27.07% 1,962.82 29.53%
Enterprise Clients 11,345.68 88.49% 8,847.99 89.64% 6,044.91 90.96%
Multi-City Clients 4,090.42 31.90% 3,025.40 30.65% 2,203.05 33.15%

*The details of Rental Revenue from individual Clients is confidential information.

4. Losses in the past and negative cash flows:

a. Our Company and certain of our Subsidiaries have incurred losses in the past and may continue to experience losses in future. Details of losses

incurred appear hereunder:

(in Rs. million)

Particulars For Fiscal
2025 2024 2023
Smartworks Coworking Spaces Limited* (Our Company)
Restated loss for the year (631.79) (499.57) (1,010.46)
Subsidiaries
Smartworks Tech Solutions Private Limited
Restated loss for the year (19.46) (26.58) (7.77)
Smartworks Office Services Private Limited
Restated loss for the year (0.28) (0.10) (0.09)
Smartworks Stellar Services Limited
Restated loss for the year (0.88) (0.53) (4.17)

*As per Restated Consolidated Statement of Profit and Loss.

b. We have experienced negative cash flows from investing activities and financing activities during the previous three Fiscals, and a net decrease in cash and cash equivalents in Fiscal 2024, as set out below:

(in Rs. million)

Particulars For Fiscals
2025 2024 2023
Net cash generated from operating activities 9,285.16 7,433.00 5,318.32
Net cash used in investing activities (2,760.77) (1,921.59) (3,066.30)
Net cash used in financing activities (6,377.07) (5,771.80) (1,705.81)
Net increase/(decrease) in cash and cash equivalents 147.32 (260.39) 546.21

5. Dependency on leased properties:

a. We do not own the land and buildings/ properties at any of our Centres. Any defect in title and ownership of the land and buildings/ properties or non-compliance of applicable law by Landlords in respect of our Centres, may lead to adverse effect on our business, cash flow, results of operations and financial condition.

b. We have entered into long-term fixed cost lease agreements with our Landlords, for super built-up area of 8.99 million square feet across 50 Centres across 15 cities, as of March 31, 2025. If we are unable to pay the lease rentals to our Landlords on account of failure to source Clients for workspaces within our Centres, our business, results of operations, cash flows and profitability may be adversely impacted.

c. Our success largely depends on our ability to identify the right buildings/properties in right locations and sourcing such Centres at the right rate of rental and other commercial terms. Any failure to do so will adversely affect our business, cash flows, results of operations and profitability.

6. Our Statutory Auditors had provided a qualified opinion in our consolidated audit report on internal financial controls for Fiscal 2023. If we fail to maintain an effective system of internal controls, we may not be able to successfully manage, or accurately report, our financial risks. Despite our internal control systems,we may be exposed to operational risks,which may adversely affect our reputation,business,financial condition,results of operations and cash flows.

7. Anonymous Complaints:

a. In the past our Company, certain government agencies, our Statutory Auditors and certain other persons had, received anonymous complaints about our Company, Associates, and some of our Promoters, Neetish Sarda and Harsh Binani, and certain members of the Promoter Group. There is no assurance that such anonymous complaints will not continue against our Company, Associates, Promoters, and members of the Promoter Group, which might divert the time and attention of our management. For further details, please refer to Risk Factor no. 14 on page 55 of the Prospectus.

b. Post the filing of the DRHP, certain complaints have been made against our Company, certain of our Promoters and members of the Promoter Group by certain persons including anonymous persons/person using pseudonyms to inter alia SEBI, the BRLMs and certain statutory/governmental authorities, which may adversely affect our reputation and business. There is no assurance that such anonymous complaints will not continue against our Company, Promoters and members of the Promoter Group which might divert the time and attention of our management. For further details, please refer to Risk Factor no. 33 on page 76 of the Prospectus.

8. Financing required for Capital Expenditure: We have substantial capital expenditures and may require additional financing to meet those requirements. Our inability to obtain financing at favourable terms, or at all, may have a material adverse effect on our financial condition, results of operations and cash flows. Details of amounts incurred on capital expenditure appear hereunder:

(Rs. in million)

Particulars Fiscals
2025 2024 2023
Purchase of property, plant and equipments, intangible assets and capitalwork-in progress (net of capital advances) (as per restated consolidated statement of cash flows) 2,910.44 2,663.42 3,246.16

9. Outstanding Litigations: Our Company and some of our, Directors and Key Managerial Personnel are involved in certain legal proceedings; any adverse decision in such proceedings may render us/them liable to claims/penalties and may adversely affect our business, financial condition, results of operations and cash flows. For further details, see "Outstanding Litigation and Material Developments" on page 445 of the Prospectus.

10. We will not receive any proceeds from the Offer for Sale portion and the same will be received by the Selling Shareholders.

11. The average cost of acquisition of specified securities acquired by our Promoters and selling shareholders, as on the date of the Prospectus, is set forth below:

Name of the Promoter/Selling Shareholder Number of Equity Shares held of face value Rs. 10each Average cost of acquisition per Equity Share of face value Rs. 10 each (in Rs.)*
Promoters
NS Niketan LLP# 42,804,998 16.14
SNS Infrarealty LLP# 24,422,567 13.72
Neetish Sarda 3,277 9.23
Saumya Binani 3,171 9.08
Harsh Binani Nil Nil
Aryadeep Realestates Private Limited Nil Nil
Selling Shareholder
Space Solutions India Pte. Ltd. (formerly Lisbrine Pte Limited)** 19,610,398 107.25

* As certified by, Ray & Ray Chartered Accountants (firm registration number: 301072E), pursuant to their certificate dated July 14, 2025.

# Also a Selling Shareholder.

# **19,610,398 Equity Shares of face value of Rs. 10 each held by Space Solutions India Pte Ltd. (formerly Lisbrine Pte Limited) resulted from the conversion of 19,610,398 CCPS in a 1:1 ratio. The consideration for such Equity Shares (issued pursuant to conversion of Cumulative Convertible Preference Shares) was paid at the time of issuance of such Cumulative Convertible Preference Shares pursuant to preferential allotments dated October 23, 2019, March 30, 2024 and April 18, 2024. For details of the consideration paid at the time of issue and allotment of the Cumulative Convertible Preference Shares, see "Capital Structure - 3. Preference share capital history of our Company" on page 136 of the Prospectus.

12. Weighted average cost of acquisition of all shares transacted in last one year, 18 months and three years preceding the date of the Prospectus:

Period Weighted average cost of acquisition per EquityShare of face value of Rs. 10 each (in Rs.)*# Cap Price is ‘x' times the weighted average cost of acquisition Range of acquisition price per Equity Share of face value of Rs. 10each (Lowest price -Highest price) (in Rs.)*
Last one year preceding the date of the Prospectus 170.22 2.39 96.42-450.00
Last 18 months preceding the date of the Prospectus 190.16 2.18 96.42-450.00
Last three years preceding the date of the Prospectus 173.39 2.35 0.00-450.00

*As certified by Ray & Ray Chartered Accountants (firm registration number: 301072E), pursuant to their certificate dated July 14, 2025.

*#Computed based on specified securities acquired/allotted/purchased (including acquisition pursuant to transfer). However, the specified securities disposed off have not been considered while computing the number of specifed securities acquired.

13. Since basic and diluted EPS for the financial year 2025 on Restated Consolidated Financial Information of the Company is negative,P/E will not be ascertainable.

The details of Price/Earnings, Earnings per share, Return on networth, and NAV for our Company and peer group are as follows -

Particulars P/E (x) EPS (Basic) (Rs. per share) EPS (Diluted) (Rs. per share) RoNW (%) Net Asset Value (Rs. per share)
Our Company - (6.18) (6.18) (58.76) 10.55
Awfis Space Solutions Limited 63.18 9.75 9.67 14.78 65.97

As certified by Ray & Ray Chartered Accountants (firm registration number: 301072E), pursuant to their certificate dated July 5, 2025.

14. The 4 BRLMs associated with the Offer have handled 87 public issues in the past three years, out of which 20 issues closed below the issue price on listing date:

Name of BRLMs Total Issues Issues closed below IPO Price as on listing date
JM Financial Limited* 23 5
BOB Capital Markets Limited* 3 1
IIFL Capital Services Limited* (formerly known as IIFL Securities Limited) 18 4
Kotak Mahindra Capital Company Limited* 17 3
Common Issues of all BRLMs# 26 7
Total 87 20

*Issues handled where there were no common BRLMs which are part of this IPO.

#Common Issues handled by the BRLMs means IPOs managed by any two or more of the above BRLMs during the period.

BID/OFFER PERIOD
ANCHOR INVESTOR BIDDING DATE OPENED AND CLOSED ON WEDNESDAY, JULY 09, 2025
BID/OFFER OPENED ON THURSDAY, JULY 10, 2025
BID/OFFER CLOSED ON MONDAY, JULY 14, 2025

The Offer was made in terms of Rule 19(2)(b) of the SCRR read with Regulation 31 of the Securities Contracts (Regulations) Rules, 1957, as amended (the "SCRR"), SEBI ICDR Regulations. This Offer was made through the Book Building Process in accordance with Regulation 6 (1) of the SEBI ICDR Regulations wherein not more than 50% of the Net Offer was made available for allocation on a proportionate basis to Qualified Institutional Buyers ("QIBs") (the "QIB Portion"), provided that our Company, in consultation with the Book Running Lead Managers allocated 60% of the QIB Portion to Anchor Investors on a discretionary basis (the "Anchor Investor Portion"). One-third of the Anchor Investor Portion was reserved for domestic Mutual Funds, subject to valid Bids having been received from the domestic Mutual Funds at or above the price at which allocation is made to Anchor Investors ("Anchor Investor Allocation Price") in accordance with the SEBI ICDR Regulations. In the event of under-subscription, or non-allocation in the Anchor Investor Portion, the balance Equity Shares shall be added to the QIB Portion (other than Anchor Investor Portion) ("Net QIB Portion"). Further, 5% of the Net QIB Portion was made available for allocation on a proportionate basis to Mutual Funds only, and the remainder of the Net QIB Portion was made available for allocation on a proportionate basis to all QIBs, including Mutual Funds, subject to valid Bids having been received at or above the Offer Price. Further, (a) not less than 15% of the Net Offer was made available for allocation to Non-Institutional Bidders ("Non-Institutional Portion") (out of which one third was made available for allocation to Bidders with Bids exceeding Rs. 0.20 million upto Rs. 1.00 million and two-thirds was made available for allocation to Bidders with Bids exceeding Rs. 1.00 million, provided that the unsubscribed portion in either of such sub-categories have been allocated to applicants in the other sub-category of the Non-Institutional Portion, subject to valid Bids having been received at or above the Offer Price); and (b) not less than 35% of the Net Offer was made available for allocation to Retail Individual Bidders (‘RIBs') in accordance with the SEBI ICDR Regulations, subject to valid Bids having been received from them at or above the Offer Price. All potential Bidders, other than Anchor Investors, were required to participate in the Offer through the Application Supported by Blocked Amount ("ASBA") process by providing details of their respective ASBA Account (as defined hereinafter) and UPI ID in case of UPI Bidders (defined hereinafter), which was blocked by the SCSBs or the Sponsor Banks, as the case may be, to the extent of their respective Bid Amounts. Anchor Investors were not permitted to participate in the Anchor Investor Portion through the ASBA process. Further, Equity Shares will be allotted on a proportionate basis to Eligible Employees applying under the Employee Reservation Portion, subject to valid Bids received from them at or above the Offer Price (net of Employee Discount). For details, see "Offer Procedure" on page 490 of the Prospectus.

The Bidding for Anchor Investors opened and closed on Wednesday, July 09, 2025. The Company received 13 applications from 12 Anchor Investors for 47,57,868 Equity Shares. The Anchor Investor Issue Price was finalized at Rs. 407 per Equity Share. A total of 42,66,378 Equity Shares were allocated under the Anchor Investor Portion aggregating to Rs. 1,73,64,15,846/-.

The Offer received 4,53,635 applications for 14,47,57,368 Equity Shares (including applications from Anchor Investors and prior to rejections considering only valid bids) resulting in 10.11 times subscription. The details of the applications received in the Offer from various categories (including Anchor Investors) are as under (before rejections):

SR. NO. CATEGORY NO. OF APPLICATIONS RECEIVED* NO. OF EQUITY SHARES APPLIED NO. OF EQUITY SHARES RESERVED AS PER PROSPECTUS NO. OF TIMES SUBSCRIBED AMOUNT (Rs.)
A Eligible Employees 3,430 254,628 101,351 2.51 94,171,644.00
B Qualified Institutional Investors (excluding Anchors Investors) 51 70,570,728 2,844,252 24.81 28,722,286,296.00
C Non-Institutional Investors - More than Rs. 0.20 million Up to Rs. 1.00 million 19,993 10,491,156 711,063 14.75 4,269,834,396.00
D Non-Institutional Investors - Above Rs. 1.00 million 16,081 40,356,072 1,422,127 28.37 16,424,918,820.00
E Retail Individual Investors 414,067 18,326,916 4,977,443 3.68 7,459,652,808.00
F Anchor Investors 13 47,57,868 42,66,378 1.12 1,93,64,52,276.00
TOTAL 4,53,635 14,47,57,368 1,43,22,614 10.11 58,90,73,16,240.00

*This includes 1,772 applications for 77,508 Equity Shares from Retail Individual Investors which were not in bid book but excludes bids (UPI Mandates) not accepted by investors.

Final Demand

A summary of the final demand as per BSE and NSE as on the Bid/Offer Closing Date at different Bid prices is as under:

SR. NO. BID PRICE NO. OF EQUITY SHARES % TO TOTAL CUMULATIVE TOTAL CUMULATIVE % OF TOTAL
1 387 104,796 0.07 104,796 0.07
2 388 8,856 0.01 113,652 0.08
3 392 1,368 0.00 148,320 0.10
4 393 648 0.00 148,968 0.10
5 394 828 0.00 149,796 0.10
6 395 10,980 0.01 160,776 0.11
7 396 2,592 0.00 163,368 0.11
8 400 36,216 0.02 213,156 0.14
9 401 3,204 0.00 216,360 0.14
10 402 1,692 0.00 218,052 0.14
11 403 1,332 0.00 219,384 0.15
12 404 1,764 0.00 221,148 0.15
13 405 20,592 0.01 241,740 0.16
14 406 14,328 0.01 256,068 0.17
15 CUT-OFF 23,110,092 15.30 151,054,200 100.00
TOTAL 151,054,200 100.00

The Basis of Allotment was finalized in consultation with the Designated Stock Exchange, being NSE on Tuesday, July 15, 2025.

A. Allotment to Eligible Employees (After Rejections) (including ASBA Applications)

The Basis of Allotment to the Eligible Employees, who have bid at the Offer Price Rs. 407/- per Equity share (Net of Employee Discount i.e. Rs. 37 per equity share), was finalized in consultation with the NSE. This category has been subscribed to the extent of 0.88 times. The total number of Equity Shares Allotted in this category is 88,812 Equity Shares to 232 successful Eligible Employees. The category-wise details of the Basis of Allotment are as under:

SR. NO. CATEGORY NO. OF APPLICATIONS RECEIVED % OF TOTAL TOTAL NO. OF EQUITYSHARES APPLIED % TO TOTAL NO. OF EQUITY SHARES ALLOTTED PERAPPLICANT RATIO TOTAL NO. OF EQUITYSHARES ALLOTTED
1 36 65 28.02 2,340 2.63 36 1:1 2,340
2 72 21 9.05 1,512 1.70 72 1:1 1,512
3 252 9 3.88 2,268 2.55 252 1:1 2,268
4 288 7 3.02 2,016 2.27 288 1:1 2,016
5 324 6 2.59 1,944 2.19 324 1:1 1,944
6 360 8 3.45 2,880 3.24 360 1:1 2,880
7 396 5 2.16 1,980 2.23 396 1:1 1,980
8 432 2 0.86 864 0.97 432 1:1 864
9 576 4 1.72 2,304 2.59 576 1:1 2,304
10 648 2 0.86 1,296 1.46 648 1:1 1,296
11 684 1 0.43 684 0.77 684 1:1 684
12 792 2 0.86 1,584 1.78 792 1:1 1,584
13 900 1 0.43 900 1.01 900 1:1 900
14 1116 1 0.43 1,116 1.26 1116 1:1 1,116
15 1188 2 0.86 2,376 2.68 1188 1:1 2,376
16 1224 4 1.72 4,896 5.51 1224 1:1 4,896
17 1332 23 9.91 30,636 34.50 1332 1:1 30,636
TOTAL 232 100.00 88,812 100.00 88,812

B. Allotment to QIBs (Excluding Anchor Investors) (after rejections)

Allotment to QIBs (excluding Anchor Investors), who have Bid at the Offer Price of Rs. 407 per Equity Share has been done on a proportionate basis in consultation with NSE. This category has been subscribed to the extent of 24.76 times of Net QIB Portion. As per the SEBI ICDR Regulations, Mutual Funds were Allotted 5% of the Equity Shares of Net QIB Portion available i.e. 1,42,498 Equity Shares and other QIBs including Mutual Funds were Allotted the remaining available Equity Shares i.e. 27,07,453 Equity Shares on a proportionate basis. The total number of Equity Shares Allotted in the Net QIB Portion is 28,49,951 Equity Shares, which were allotted to 50 successful QIB Bidders (includes spilled over of 5,699 Equity Shares from Employee Category). The category- wise details of the Basis of Allotment are as under.

CATEGORY FIS/BANKS MF'S IC'S NBFC'S AIF FPC VC'S TOTAL
ALLOTMENT 302,686 854,944 281,879 633,906 254,525 522,011 - 2,849,951

C. Allotment to Non-Institutional Investors (More than Rs. 200,000 and up to Rs. 1,000,000) (after rejections)

The Basis of Allotment to the Non-Institutional Investors (More than Rs. 200,000 and up to Rs. 1,000,000), who have bid at the Offer Price of Rs. 407 per Equity Share was finalized in consultation with NSE. The sub-category of the Non-Institutional Portion comprising Non-Institutional Investors Bidding (More than Rs. 200,000 and up to Rs. 1,000,000) has been subscribed to the extent of 14.52 times (after rejections). The total number of Equity Shares Allotted in this category is 7,11,633 Equity Shares to 1,411 successful Non- Institutional Investors (Includes spilled over of 570 Equity Shares from Employee Category). The category-wise details of the Basis of Allotment are as under: (Sample)

SR. NO. CATEGORY NO. OF APPLICATIONS RECEIVED % OF TOTAL TOTAL NO. OF EQUITY SHARES APPLIED % TO TOTAL NO. OF EQUITY SHARES ALLOTTED PER BIDDER RATIO TOTAL NO. OF EQUITYSHARES ALLOTTED
1 504 18870 95.78 9,510,480 92.05 504 23:321 681,408
2 540 228 1.16 123,120 1.19 512 16:228 8,192
3 828 7 0.04 5,796 0.06 512 1:7 512
4 900 14 0.07 12,600 0.12 512 1:14 512
5 972 9 0.05 8,748 0.08 512 1:9 512
6 1,008 37 0.19 37,296 0.36 512 3:37 1,536
7 1,080 23 0.12 24,840 0.24 512 2:23 1,024
8 1,224 87 0.44 106,488 1.03 512 6:87 3,072
9 1,260 7 0.04 8,820 0.09 512 1:7 512
10 1,296 7 0.04 9,072 0.09 512 1:7 512
11 1,620 7 0.04 11,340 0.11 512 1:7 512
12 2,448 73 0.37 178,704 1.73 512 5:73 2,560
13 792 5 0.03 3,960 0.04 512 0:5 0
14 864 4 0.02 3,456 0.03 512 0:4 0
15 936 4 0.02 3,744 0.04 512 0:4 0
16 1,332 5 0.03 6,660 0.06 512 0:5 0
17 1,692 1 0.01 1,692 0.02 512 0:1 0
18 1,728 4 0.02 6,912 0.07 512 0:4 0
19 1,800 6 0.03 10,800 0.10 512 0:6 0
20 1,836 2 0.01 3,672 0.04 512 0:2 0
21 1,872 1 0.01 1,872 0.02 512 0:1 0
22 1,944 4 0.02 7,776 0.08 512 0:4 0
23 1,980 2 0.01 3,960 0.04 512 0:2 0
24 2,016 6 0.03 12,096 0.12 512 0:6 0
25 2,160 3 0.02 6,480 0.06 512 0:3 0
26 2,196 1 0.01 2,196 0.02 512 0:1 0
27 2,232 1 0.01 2,232 0.02 512 0:1 0
28 2,304 1 0.01 2,304 0.02 512 0:1 0
29 2,340 1 0.01 2,340 0.02 512 0:1 0
30 2,376 1 0.01 2,376 0.02 512 0:1 0
31 2,412 2 0.01 4,824 0.05 512 0:2 0
32 0 All applicants from Serial no19to 46 for 1 (one) lot of 512 shares 512 3:85 1,536
33 0 59 Allottees from Serial no 2 to 47 Additional 1 (one) share 1 17:59 17
TOTAL 19,702 100.00 10,332,252 100.00 7,11,633

D. Allotment to Non-Institutional Investors (More than Rs. 1,000,000)) (After Rejections) (including ASBA Applications)

The Basis of Allotment to the Non-Institutional Investors (More than Rs. 1,000,000), who have bid at the Offer Price of Rs. 407 Equity Share was finalized in consultation with the NSE. The sub-category of the Non-Institutional Portion comprising Non-Institutional Investors Bidding above Rs. 1,000,000 has been subscribed to the extent of 28.16 times (after rejections). The total number of Equity Shares Allotted in this category is 14,23,267 Equity Shares to 2,823 successful applicants Non-Institutional Investors (Includes spilled over of 1,140 Equity Shares from Employee Category). The category-wise details of the Basis of Allotment are as under: (Sample)

SR. NO. CATEGORY NO. OF APPLICATIONS RECEIVED % OF TOTAL TOTAL NO. OF EQUITYSHARES APPLIED % TO TOTAL NO. OF EQUITY SHARES ALLOTTED PERAPPLICANT RATIO TOTAL NO. OF EQUITYSHARES ALLOTTED
1 2,484 15595 97.64 38,737,980 96.64 504 32:181 1,389,528
2 2,520 143 0.90 360,360 0.90 504 25:143 12,600
3 2,556 23 0.14 58,788 0.15 504 4:23 2,016
4 2,592 20 0.13 51,840 0.13 504 4:20 2,016
5 2,628 31 0.19 81,468 0.20 504 5:31 2,520
6 2,664 7 0.04 18,648 0.05 504 1:7 504
7 2,700 8 0.05 21,600 0.05 504 1:8 504
8 2,808 3 0.02 8,424 0.02 504 1:3 504
9 2,844 4 0.03 11,376 0.03 504 1:4 504
10 2,880 6 0.04 17,280 0.04 504 1:6 504
11 2,988 4 0.03 11,952 0.03 504 1:4 504
12 3,132 11 0.07 34,452 0.09 504 2:11 1,008
13 3,240 8 0.05 25,920 0.06 504 1:8 504
14 3,312 11 0.07 36,432 0.09 504 2:11 1,008
15 3,348 10 0.06 33,480 0.08 504 2:10 1,008
16 3,420 3 0.02 10,260 0.03 504 1:3 504
17 2,736 2 0.01 5,472 0.01 504 0:2 0
18 2,772 2 0.01 5,544 0.01 504 0:2 0
19 3,024 2 0.01 6,048 0.02 504 0:2 0
20 3,060 1 0.01 3,060 0.01 504 0:1 0
21 3,384 2 0.01 6,768 0.02 504 0:2 0
22 3,492 1 0.01 3,492 0.01 504 0:1 0
23 3,528 1 0.01 3,528 0.01 504 0:1 0
24 3,636 2 0.01 7,272 0.02 504 0:2 0
25 3,708 1 0.01 3,708 0.01 504 0:1 0
26 3,780 1 0.01 3,780 0.01 504 0:1 0
27 3,888 1 0.01 3,888 0.01 504 0:1 0
28 4,068 1 0.01 4,068 0.01 504 0:1 0
29 4,140 1 0.01 4,140 0.01 504 0:1 0
30 4,536 1 0.01 4,536 0.01 504 0:1 0
31 4,896 1 0.01 4,896 0.01 504 0:1 0
32 6,552 1 0.01 6,552 0.02 504 0:1 0
33 9,900 1 0.01 9,900 0.02 504 0:1 0
34 9,936 1 0.01 9,936 0.02 504 0:1 0
35 10,008 1 0.01 10,008 0.03 504 0:1 0
36 10,800 2 0.01 21,600 0.05 504 0:2 0
37 11,052 1 0.01 11,052 0.03 504 0:1 0
38 12,024 1 0.01 12,024 0.03 504 0:1 0
39 12,276 2 0.01 24,552 0.06 504 0:2 0
40 14,400 1 0.01 14,400 0.04 504 0:1 0
41 21,600 1 0.01 21,600 0.05 504 0:1 0
42 27,000 1 0.01 27,000 0.07 504 0:1 0
43 32,400 1 0.01 32,400 0.08 504 0:1 0
44 0 All applicants from Serial no 23 to 61 for 1 (one) lot of 504 shares 504 7:49 3,528
45 0 2823 Allotteesfrom Serial no 1 to 62 Additional 1 (one) share 1 17:101 475
TOTAL 15,972 100.00 40,083,444 100.00 14,23,267

E. Allotment to Retail Individual Investors (after rejections) (including ASBA Applications)

The Basis of Allotment to the Retail Individual Investors, who have bid at the Cut-Off Price or at the Offer Price of Rs. 407 per Equity Share, was finalized in consultation with NSE. This category has been subscribed to the extentof3.58 times (after rejections). The total number of Equity Shares Allotted in Retail Portion is 4,981,433 Equity Shares to 1,38,373 successful Retail Individual Investors (Includes spilled over of 3,990 Equity Shares from Employee Category). The category-wise details of the Basis of Allotment are as under: (Sample)

SR. NO. CATEGORY NO. OF APPLICATIONS RECEIVED % OF TOTAL TOTAL NO. OF EQUITY SHARES APPLIED %TO TOTAL NO. OF EQUITY SHARES ALLOTTED PER BIDDER RATIO TOTAL NO. OF EQUITYSHARES ALLOTTED
1 36 375,372 92.89 13,513,392 75.67 36 63:184 4,627,224
2 72 14,340 3.55 1,032,480 5.78 36 63:184 176,760
3 108 4,882 1.21 527,256 2.95 36 63:184 60,192
4 144 1,985 0.49 285,840 1.60 36 63:184 24,480
5 180 1,745 0.43 314,100 1.76 36 63:184 21,528
6 216 710 0.18 153,360 0.86 36 63:184 8,748
7 252 810 0.20 204,120 1.14 36 63:184 9,972
8 288 263 0.07 75,744 0.42 36 63:184 3,240
9 324 197 0.05 63,828 0.36 36 67:197 2,412
10 360 701 0.17 252,360 1.41 36 63:184 8,640
11 396 139 0.03 55,044 0.31 36 48:139 1,728
12 432 140 0.03 60,480 0.34 36 48:140 1,728
13 0 9839 Allottees from Serial no 2 to 13 Additional 1 (one) share 1 5:9839 5
TOTAL 404,105 100.00 17,858,232 100.00 4,981,433

F. Allotment to Anchor Investors

The Company, in consultation with the BRLMs has allotted 42,66,378 Equity Shares to 12 Anchor Investors (through 13 Anchor Investor Application Forms, including 3 domestic Mutual Funds through 4 Mutual Fund schemes) at an Anchor Investor Issue Price of Rs. 407 per Equity Share in accordance with the SEBI ICDR Regulations. This represents 60% of total QIB portion.

CATEGORY FIS/BANKS MF'S IC'S NBFC'S AIF FPC OTHERS TOTAL
ALLOTMENT - 1,366,740 971,856 122,863 1,436,328 368,591 - 4,266,378

The Board of Directors in its meeting held on July 15, 2025 has taken on record the Basis of Allotment of Equity Shares approved by the Designated Stock Exchange, being NSE and allotment resolution was passed on July 15, 2025. The Allotment Advice-cum-Unblocking intimations have been dispatched to the email id of the Investors as registered with the depositories. Further, the instructions to the Self Certified Syndicate Banks for unblocking of funds, transfer to Public Offer Account have been issued on July 15, 2025 and payments to non-Syndicate brokers have been issued on July 16, 2025. In case the same is not received within ten days, investors may contact the Registrar to the Offer at the address given below. The Equity Shares Allotted to the successful Allottees have been uploaded on July 16, 2025 for credit into the respective beneficiary accounts subject to validation of the account details with the depositories concerned. The Company filed the listing application with NSE and BSE on July 16, 2025. The Company has received listing and trading approval from NSE and BSE and the trading will commence on Thursday, July 17, 2025.

Note: All capitalised terms used and not specifically defined herein shall have the same meaning as ascribed to them in the Prospectus.

INVESTORS PLEASE NOTE

The details of the Allotment made will be hosted on the website of the Registrar to the Offer, MUFG Intime India Private Limited (Formerly Link Intime India Private Limited) at www.in.mpms.mufg.com

All future correspondence in this regard may kindly be addressed to the Registrar to the Offer quoting full name of the First/Sole Bidder, Bid cum Application Form number, Bidder DP ID, Client ID, PAN, date of submission of Bid cum Application Form, address of the Bidder, number of Equity Shares applied for, the name and address of the Designated Intermediary where the Bid cum Application Form was submitted by the Bidder and a copy of the Acknowledgment Slip received from the Designated Intermediary at the address given below:

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MUFG Intime India Private Limited (Formerly Link Intime India Private Limited)
C-101, 247 Park, L.B.S. Marg, Vikhroli (West), Mumbai -400 083, Maharashtra, India
Telephone: +91 8108114949, E-mail: smartwork.ipo@in.mpms.mufg.com
Website: www.in.mpms.mufg.com
Investor Grievance E-mail: smartwork.ipo@in.mpms.mufg.com
Contact Person: Shanti Gopalkrishnan
SEBI Registration No.: INR000004058
For Smartworks Coworking Spaces Limited
On behalf of the Board of Directors
Sd/-
Place: New Delhi Punam Dargar
Date: July 16, 2025 Company Secretary and Compliance Officer

THE LEVEL OF SUBSCRIPTION SHOULD NOT BE TAKEN TO BE INDICATIVE OF EITHER THE MARKET PRICE OF THE EQUITY SHARES ON LISTING OR THE BUSINESS PROSPECTS OF SMARTWORKS COWORKING SPACES LIMITED.

Smartworks Coworking Spaces Limited has filed a Prospectus dated July 14, 2025 ("Prospectus") with the Registrar of Companies, Delhi & Haryana at New Delhi ("RoC"). The Prospectus is available on the website of the SEBI at www.sebi.gov.in, the website of the National Stock Exchange of India Limited at www.nseindia.com and the website of the BSE Limited at www.bseindia.com and the respective website of the BRLMs, i.e. JM Financial Limited, BOB Capital Markets Limited, IIFL Capital Services Limited and Kotak Mahindra Capital Company Limited at www.jmfl.com, www.bobcaps.in, www.iiflcap.com and https://investmentbank.kotak.com. Investors should note that investment in equity shares involves a high degree of risk. For details, refer to the Prospectus filed with the RoC, including the section titled "Risk Factors" on page 39 of the Prospectus.

The Equity Shares offered in the Offer have not been, and will not be, registered under the U.S. Securities Act of 1933, as amended ("U.S. Securities Act") or any state securities law in the United States, and unless so registered and may not be offered or sold within the United States, except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the U.S. Securities Act and in accordance with any applicable U.S. applicable state securities laws. Accordingly, the Equity Shares are being offered and sold outside the United States in ‘offshore transactions' as defined in, and in reliance on Regulation S under the U.S. Securities Act and the applicable laws of the jurisdictions where such offers and sale are made.