Ramky Infrastructure Ltd

Ramky Infrastructure Limited: Trading Window closed from 01st October 2026 until 48 hours after the declaration of the unaudited financial results for the quarter and half year ending 30th September 2026

AGM Details

• Date: 26 September 2026; Time: 11:30 IST; Mode: VC/OAVM.
• Record date for voting: 18 September 2026.

Key Resolutions & Outcomes

• Adoption of the annual audited financial statements and reports thereon — passed.
• Dividend declaration approved (amount per share not disclosed).
• Re-appointment of Dr Anantapuram Guggela Ravindranath Reddy — passed.
• Ratification of remuneration of Cost Auditor for 2026-27 — passed.
• Re-appointment of Mr. Eswar Purmandla as Independent Director — passed.
• Re-appointment of Mr. Yancharla Rathnakara Nagaraja as Managing Director — passed.
• Related party transactions for NCD issuance to Ardha Holding Private Limited — approved.

Director/Management Changes

• Ravindranath Reddy re-appointed as Director (rotation).
• Eswar Purmandla re-appointed as Independent Director.
• Yancharla Rathnakara Nagaraja re-appointed as Managing Director.

Auditors & Related Party Transactions

• Cost Auditor remuneration for FY 2026-27 ratified.
• Related party transaction approval for NCD issuance to Ardha Holding Private Limited.

AGM details

• AGM held on 26 September 2026 at 11:30 AM via VC/OAVM.

Ordinary resolutions

• Adopt standalone and consolidated financial statements for year ended 31 March 2026.
• Declare dividend at 10% amounting to ₹1 per equity share for FY2026.
• Re-appoint director by rotation, eligible for re-appointment.

Special resolutions

• Ratify remuneration of cost auditor for FY2026-27 at ₹2,00,000 plus taxes.
• Re-appoint independent director for five-year term.
• Re-appoint managing director for five-year term.
• Approve related party transactions for NCD issuance up to ₹7,000 million.

Dividend

• Dividend approved at 10% equating to ₹1 per share.

Auditors

• Cost auditor remuneration ratified for FY2026-27.

Related party transactions

• Approval for related party transactions related to NCD issuance up to ₹7,000 million.

Directors & governance changes

• Independent director and Managing Director re-appointments approved for five-year terms.

Financial highlights

• Consolidated revenue from operations: ₹18,464.78m; down from ₹20,445.38m prior year.
• Consolidated PAT: ₹2,827.75m; vs ₹2,017.46m in FY2024-25.
• EBITDA: ₹4,253.12m; margin 21%.
• Consolidated EPS: ₹39.17; Standalone EPS: ₹47.96.
• Net debt to equity: 0.21x; credit rating upgraded to IVR BBB with stable outlook.
• Dividend: final ₹1 per share; total ₹69.2m; record date 18-Sep-2026.
• Authorized capital raised to ₹130.5 crore; equity 6,91,97,791 shares; preference 2,50,00,000.
• Total borrowings: ₹6,060.32m; cash & cash equivalents ₹1,488.93m.
• Order book: ₹13,000 crore; major wins include Hyderabad Metro Water & Sewerage Board 2,085cr, Dighi Port 1,401cr, MILes City 3,000cr.
• Net cash from operating activities: ₹(2,622.18)m; investing ₹4,127.22m; financing ₹(686.50)m; net cash rise ₹818.57m.
• Capex during year: ₹235.03m.
• Consolidated net worth: ₹21,624.13m; net debt to equity 0.21x.

Orders & momentum

• Order book by segment: Construction ₹8,000cr; Water ₹3,500cr; Buildings ₹1,250cr; Electricals ₹150cr; Roads ₹100cr.
• Revenue mix: Construction external ₹12,125.75m; Developer ₹6,339.03m; total ₹18,464.78m.
• Segment profit: Construction ₹2,161.14m; Developer loss ₹431.68m; total ₹1,729.46m.
• India-focused portfolio; no material export turnover disclosed.
• Key wins: Hyderabad water transmission ₹2,085cr; Dighi Port ₹1,401cr; MILéS City ₹3,000cr.
• Order book spread supports capex and opex mix; 89% of book is core water/industrial.

Capital structure & capital markets

• Total borrowings (consolidated): ₹6,060.32m; cash & equivalents ₹1,488.93m.
• Credit rating upgraded to IVR BBB with stable outlook.
• Authorized share capital increased to ₹130.5 crore; equity shares 6,91,97,791; preference 2,50,00,000.
• Dividend policy disclosed; final dividend of ₹1 per share proposed (subject to AGM).
• Restructuring exit completed; NCLT amalgamation approved; TRA exit completed.

Operations & segments

• Consolidated revenue by segment: Construction ₹12,125.75m; Developer ₹6,339.03m.
• Consolidated segment profits: Construction ₹2,161.14m; Developer ₹(431.68)m.
• Geography: All operations within India; no external turnover disclosed.
• Consolidated assets ₹41,239.34m; liabilities ₹19,656.84m; equity ₹21,582.50m.
• Management emphasizes disciplined bidding and integrated EPC/development models.

Governance & risk

• Board strength: 7 directors; 4 independent; 1 MD; 2 Non-Executive.
• Key changes: CEO Sunil Sukumaran Nair and CFO Rayapudi Sravanth appointed 01-Oct-2025; Malvieka Joshi joined 30-Sep-2025.
• Audit Committee held 9 meetings; management and internal controls discussed; independent directors evaluated annually.
• Related party transactions threshold for material RPT: ₹1,846.48m; ARDHA NCD arrangement disclosed.
• Restructuring exit and amalgamation noted; ongoing disclosures in policy.

ESG, CSR & sustainability

• CSR spend ₹58.30m; 50+ CSR activities; 45,074 lives impacted.
• Energy: total 164,283 GJ; energy intensity 0.000009785 GJ per turnover.
• Water: withdrawal 54,24,925 kl; consumption 8,10,296 kl; discharge 17,41,204.2 kl.
• GHG: Scope 1 2,337.835 tCO2e; Scope 2 26,552.43 tCO2e; Scope 3 46,750.707 tCO2e.
• BRSR: independence assured; MDSSPL limited assurance; Energy, water, waste reporting ongoing.

Audit & compliance flags

• Going concern risk for certain project-specific subsidiaries (HCTL) noted; appropriate disclosures made.
• Secretarial audit MR-3: observations addressed; no director debarment.
• Linked party risks disclosed; related party approvals obtained; redaction permitted for commercial sensitivity.
• AGM conducted via VC/OAVM; e-voting enabled; remote e-voting period 23-25 Sep 2026.

Appointment details

• Board approved appointment of Ms. Pooja Kachalia as Company Secretary and Compliance Officer.
• Designation as KMP under the Companies Act, 2013 and Compliance Officer under SEBI LODR.
• Effective date: 16 September 2026.
• Approved on recommendation of the Nomination and Remuneration Committee.
• Annexure A provides required disclosures under Reg. 30.

Dividend details

• Final dividend for FY 2025-26: ₹1 per equity share.
• Record date fixed as 18 September 2026.
• AGM date: 26 September 2026.
• Dividend payable within 30 days of approval.
• Face value of equity share: ₹10.
• Dividend is subject to tax deduction at source as applicable.

Business Overview

• Core business: ISO-certified EPC contractor for sustainable infrastructure projects.
• Focus sectors: Industrial, Water & Waste Water, Urban Solutions.
• DBFOT, EPC, HAM, BTS, BOT O&M execution capabilities.
• Three decades of project delivery experience.
• Public listing since 2010.

Operational Highlights

• Q1 FY25-26 includes standalone and consolidated performance sections.
• Strong business mix with capex and opex emphasis.
• Strategic emphasis on Industrial, Water, Urban Solutions expansion.
• Technology and Innovation identified as competitive advantage.

Financial Performance

• Key numbers presented for standalone and consolidated Q1 FY25-26.

Strategic Priorities & Outlook

• Capex and Opex-focused growth strategy.
• Continued focus on core sectors: Industrial, Water, Urban Solutions.
• Technology and Innovation to sustain competitive edge.

Financial results

• Unaudited standalone and consolidated results approved for quarter ended 30 June 2026.
• Limited Review Report by statutory auditors enclosed as Annexure-A.

Governance and appointments

• Dr. Anantapuram Guggela Ravindranath Reddy re-appointed as Non-Executive Director liable to retirement by rotation.
• Eshwar Reddy Purmandla re-appointed as Independent Director for five years from 9 November 2026.
• Yancharla Rathnakara Nagaraja re-appointed as Managing Director for five years from 1 April 2027.

Shareholder actions

• Notice for the 32nd Annual General Meeting approved.
• Annual Report for the financial year 2025-26 approved.

Regulatory disclosures and notes

• Annexure B disclosures under Regulation 30; directors not debarred.
• Independent auditor's limited review report provided; no modification.
• NCLT amalgamation led to restatement of earlier period figures.

Accounting and restatements

• Liability write-back of 158.83 million recognised in Q1 2026 results.

Meeting details

• Date, time, and venue for the meeting are not disclosed in the filing chunk.