Rajasthan Tube Manufacturing Company Ltd

Financial performance

• FY26 net revenue from operations: 1,700.64 lacs, FY25: 5,634.08.
• Total revenue: 1,701.45 lacs.
• Net profit after tax: 123.69 lacs; up from 48.73.
• Profit before tax: 174.90 lacs.
• Current tax: 51.18; Deferred tax: 0.03.
• EPS (basic): 0.27.
• Dividend declared: None for FY26.
• Other income: 0.81.

Operations & business

• Company manufactures ERW steel tubes; no change in business nature.
• Sales and other income declined to 1,701.45 lacs from 5,643.10.
• Net profit increased to 123.69 lacs from 48.73.
• Performance declined marginally despite lower sales; profitability improved.

Capital structure

• Equity share capital on 31-03-2026: 450.78 lacs.
• Equity shares subdivided from Rs 10 to Re 1 on 8 May 2025.
• No fresh issue or buyback during 2025-26.
• No convertible instruments held by directors; one class of equity shares with one vote.

Governance & board changes

• Board as on 31-03-2026: three directors (Pankaj Jain, Chanchal, Mayur Ghule).
• Major 2025-26 changes included multiple resignations and new appointments.
• 19 Jul 2025: Mahendra Kumar Modi appointed; 19 Jul 2025: Pankaj Jain appointed WTD.
• 26 Feb 2026: Rakesh Kumar Choudhary appointed CFO.
• 16 Mar 2026: Saurabh Prydarshi appointed Company Secretary.

Auditors & secretarial

• Statutory auditors Bakliwal & Co resigned 31 July 2026; Kapil Kumar Agarwal & Associates appointed 15 Aug 2026.
• Audit term: one year, subject to Members’ approval at ensuing AGM.
• Secretarial auditor Prachi Bansal appointed to fill casual vacancy.
• Auditor's report notes disputed statutory dues (VAT, CGST, RGST) under appeal.

Related party transactions & compliance

• All related-party contracts were in ordinary course and arm's length.
• Policy on material related party transactions exists and is on company website.

Risks, controls & CSR

• CSR not applicable for 2025-26 per Act.
• Enterprise risk management framework in place; regular reviews.
• Directors’ responsibility statement confirms going concern and internal controls.

AGM Notice & Dispatch

• 40th AGM on Sep 30, 2026 at 3:00 PM IST at the registered office in Jaipur.
• AGM Notice and FY2025-26 Annual Report were emailed to shareholders on Sep 8, 2026.
• Notice and Annual Report are available on the company website, NSDL, and BSE.

E-Voting Details

• Cut-off date for voting eligibility is Sep 23, 2026.
• Remote e-voting opens Sep 27, 2026, 09:00 to Sep 29, 2026, 17:00.
• Voting during the AGM is available for those who did not vote remotely.
• Shareholders recorded as of Sep 23, 2026 have voting rights proportional to shares.

AGM date/time/venue fixed

• Fixed 40th AGM date/time/venue: 30 September 2026, 03:00 PM, Jaipur.

Notice and register closure

• Notice and closure: AGM notice approved; register closure 24-30 September 2026.

Board and annual report

• Board approved Board's Report and Annual Report for circulation with AGM notice.

e-voting cut-off

• Cut-off date for remote e-voting eligibility fixed: 23 September 2026.

Scrutinizer appointment

• Appointed Ms Prachi Bansal as Scrutinizer for 40th AGM.

Secretarial Auditor appointment

• Approved appointment of Prachi Bansal & Co as Secretarial Auditor for five years, pending AGM approval.

Company Secretary appointment

• Appointed Ms Mahima Soni as Company Secretary, effective 07 September 2026.

Resignation: CS & KMP

• Resignation of Saurabh Priyadarshi as CS and KMP, effective 02 September 2026.

Resignation: Director

• Resignation of Mahendra Soni as Director, effective 31 August 2026.

Reg 31(4) non-encumbrance declaration

• Promoters and Promoter Group/PAC declare non-encumbrance of shares under Regulation 31(4).
• Names: Harish Chand Jain, Pradeep Jain, Saurabh Jain; disclosure for self and promoter group.
• Date of filing 07.09.2026; request for acknowledgment of receipt.

Meeting Details

• Date: 7 September 2026; Time: 07:00 PM; Location: registered office.

Key Agenda Items

• Fix AGM date for the financial year ended 31 March 2026.
• Approve the draft AGM notice.
• Fix the Book Closure date for the AGM.
• Take note and formally approve resignation letter.
• Appointment of Secretarial Auditor.
• Any other matter with Chair's permission.

Other Notes

• No trading window closure details disclosed.

Transaction details

• Target Company: Rajasthan Tube Manufacturing Limited.
• Disclosing Party: Saurabh Jain, promoter/promoter group.
• Transaction Type: Disposal of 10,88,220 equity shares.
• Pre-Transaction Holding: 10,88,220 shares (2.41%).
• Transaction Details: 10,88,220 shares disposed (2.41%); mode: off-market sale.
• Post-Transaction Holding: 0 shares (0%).
• Date of Transaction: 24/08/2026.
• Share Capital Context: pre/post: 4,50,78,000; diluted capital: 4,50,78,000.

Disposal details

• Target Company: Rajasthan Tube Manufacturing Limited
• Disclosing Party: Rajshree Jain, Promoter group
• Transaction Type: Disposal of 2,71,000 equity shares
• Pre-Transaction Holding: 24,32,190 shares, 5.40%
• Transaction Details: 2,71,000 shares sold (0.60%), off-market sale
• Post-Transaction Holding: 21,61,190 shares, 4.79%
• Date of Transaction: 24/08/2026
• Share Capital Context: Before/after 4,50,78,000; diluted 4,50,78,000

EOGM outcomes

• EOGM held on 20 August 2026; Scrutinizer's Report and Voting Results enclosed.
• Resolution 1 approved: Issuance of warrants on a preferential basis.
• Resolutions 2 and 3 approved: Regularisation of two additional independent directors.
• Resolution 4 approved: Amended Memorandum of Association.
• Resolution 5 approved: New set of Articles of Association.
• Total valid votes 18,582 with 99.94% in favour; 0.053% against.
• Appointments: Mahendra Soni and Ranjit Kumar Pandey appointed as Independent Directors.
• NSDL e-voting used; remote voting Aug 17–19, 2026; cut-off Aug 13, 2026.

Resolutions

• Special: Issuance of warrants on a preferential basis and related matters.
• Special: Regularisation of Mahendra Soni as Independent Director (Non-exec).
• Ordinary: Regularisation of Ranjit Kumar Pandey as Independent Director.
• Special: Adoption of amended Memorandum of Association.
• Special: Adoption of new set of Articles of Association.

Voting status

• Results of voting to be submitted to exchanges and posted on the company website.

Meeting basics

• 78 members attended; quorum present; meeting held via VC/OAVM on Aug 20, 2026.

Advertisement of un-audited Q1 2026 results

• Newspaper ads published for un-audited Q1 2026 results (quarter ended 30 June 2026).
• Advertisements appeared in Financial Express (English) and Business Remedies (Hindi).
• Publication complied with Regulation 47 of SEBI LODR 2015.