Rhetan TMT Ltd

MOU terms with Bajaj Tubular

• Date of execution: September 25, 2026.
• Parties: Rhetan TMT Limited and Bajaj Tubular Products Private Limited.
• Nature and purpose: Commercial framework to procure TMT Bars via purchase orders.
• Indicative quantity: Approximately 20,000 MT of TMT Bars over 24 months.
• Term: 24 months from execution, unless extended or terminated.
• Procurement mechanism: Purchase orders issued by Bajaj Tubular and accepted by Rhetan TMT.
• Price terms: Not fixed in MOU; mutually agreed per order.
• Indicative broader potential: Approximately ₹250-300 crore over 24 months.
• Not binding: 20,000 MT is indicative; not an unconditional commitment.
• Termination and governing law: 30 days’ termination notice; disputes in Ahmedabad under Indian law.

Rhetan TMT Limited: Trading window closed from Oct 01, 2026 till 48 hours after the declaration of Unaudited Financial Results for the quarter and half year ended September 30, 2026.

Independent Director Regularization

• Regularization of Mrs. Jhanvi Vikas Sethi as Independent Director for five years from Aug 12, 2026; not debarred.

MD Reappointment

• Type: Reappointment of Mr. Shalin Ashok Shah as Managing Director.
• Name and designation: Mr. Shalin Ashok Shah, Managing Director.
• Effective from January 08, 2027 to January 07, 2032.
• Reason: AGM approval based on NRC recommendation.
• Profile: Shalin Shah, 53, Civil Engineering graduate; 30+ years in IT, steel, real estate, energy, and operations.
• Relationship: Father-son with Mr. Ashok Shah.
• Not debarred by SEBI or other authorities.

Board/KMP changes

• No changes to directors or key managerial personnel reported.

AGM Details

• AGM held 16 September 2026 at 3:30 PM via VC/OAVM.
• Notice dispatched 25 August 2026; member cut-off 21 August 2026.
• Remote e-voting from 13-15 September 2026; results announced 16 September 2026.

Key Resolutions & Voting

• Resolution 1 (Ordinary): Adopt financial statements; 99.99% in favour.
• Resolution 2 (Ordinary): Reappoint Ashok C. Shah; 99.99% in favour.
• Resolution 3 (Ordinary): Re-appoint Statutory Auditors; 99.99% in favour.
• Resolution 4 (Special): Re-appoint Shalin Ashok Shah as Managing Director; 99.99% in favour.
• Resolution 5 (Special): Regularize Mrs. Jhanvi Vikas Sethi as Independent Director; 99.99% in favour.
• Resolution 6 (Special): Increase borrowings limits; 99.99% in favour.
• Resolution 7 (Special): Increase limits for loans/investments/guarantees; 99.99% in favour.
• Resolution 8 (Special): Entering into material RPT with Ashoka Metcast Limited; 99.84% in favour.
• Resolution 9 (Special): Entering into RPT with Ashnisha Industries Limited; 99.84% in favour.
• Resolution 10 (Special): Entering into RPT with Lesha Industries Limited; 99.84% in favour.
• Resolution 11 (Special): Entering into RPT with Gujarat Natural Resources Limited; 99.84% in favour.
• Resolution 12 (Special): Entering into RPT with Lesha Ventures Private Limited; 99.84% in favour.

Directors & Auditors

• Reappointment of Ashok C. Shah as Non-Executive Director.
• Shalin Ashok Shah reappointed as Managing Director.
• Regularization of Mrs. Jhanvi Vikas Sethi as Independent Director.
• Statutory Auditors reappointed; remuneration to be fixed.

Material Related Party Transactions

• Enter into material RPT with Ashoka Metcast Limited approved.
• Enter into Material RPT with Ashnisha Industries Limited approved.
• Enter into Material RPT with Lesha Industries Limited approved.
• Enter into Material RPT with Gujarat Natural Resources Limited approved.
• Enter into Material RPT with Lesha Ventures Private Limited approved.

AGM details

• AGM held on 16 September 2026 from 3:30 PM to 3:47 PM via VC/OAVM.

Ordinary resolutions

• Adoption of financial statements for year ended 31 March 2026.
• Re-appointment of Ashok Shah as Director on rotation.
• Re-appointment of Statutory Auditors and fixation of remuneration.
• Re-appointment of Shalin A. Shah as Managing Director.
• Regularisation of Mrs. Jhanvi Sethi as Non-Executive Independent Director.
• Increase in borrowings limits under Section 180(1)(c) of the Companies Act, 2013.
• Increase in limits of loans/investments/guarantees under Section 186 of the Companies Act, 2013.

Material related party transactions

• Approval of material related party transactions with Ashoka Metcast Limited.
• Approval of material related party transactions with Ashnisha Industries Limited.
• Approval of material related party transactions with Lesha Industries Limited.
• Approval of material related party transactions with Gujarat Natural Resources Limited.
• Approval of material related party transactions with Lesha Ventures Private Limited.

Auditors and governance

• Scrutinizer appointed for AGM e-voting; results to stock exchanges and the company website.
• AGM concluded with no other business.

AGM and shareholder communications

• Company dispatched AR access letter to shareholders without registered emails under Reg 36.
• AGM 42nd to be held via VC/OAVM on Sep 16, 2026 at 3:30 PM IST.
• E-voting window opens Sep 13, 2026, 9:00 AM to Sep 15, 2026, 5:00 PM.
• Cut-off date for e-voting entitlement: Sep 9, 2026.
• AGM notice and AR downloadable via links and QR code.
• Queries to Bigshare Services Private Limited as RTA for investor queries.

Overview

• Standalone BRSR for FY2025-26; manufacturer of iron and steel products, dominated by TMT bars.
• 100% turnover from TMT Bars; main activity is steel product manufacturing.
• One plant and one office; national operations only.
• Reporting boundary: standalone basis; not externally assured.
• Consolidation limited to the entity; no other entities included.

Key ESG Risks & Opportunities

• Occupational health and safety risk from high heat and chemicals; mitigated by health and safety policy and PPE.
• Community relations seen as opportunity to build social license and local workforce.
• Employee well-being and retention opportunities cited; training and welfare programs referenced.
• Energy efficiency efforts noted; no quantified targets disclosed.
• Governance oversight via board ESG committee and ongoing policy development.

Governance & Policy Highlights

• Board-level ESG Committee exists; oversees ESG commitments.
• Policies include CSR Policy and Whistle Blower Policy; anti-bribery and code of conduct.
• Whistleblower mechanism available online; safeguards against retaliation.
• No external assurance; BR report not assured.
• Penalties for BR non-compliance NIL.
• Highest BR responsibility assigned to MD; board approves policies.

Social Responsibility & Workforce

• Total employees 40; 37 male and 3 female.
• Total workers 37; all male; differently abled none.
• Board has 1 female director among 6; KMP female 0.
• Grievance mechanisms: online platform and formal channels.
• Training coverage: 100% for Board, KMPs, and workers.
• CSR not applicable under Companies Act; no CSR spend disclosed.
• Discrimination zero tolerance; compliant with Disabilities Act.

Environmental Performance

• Total energy 2942.97 GJ; electricity 2919.23 GJ; fuel 23.74 GJ; renewables zero.
• Water withdrawal 695 kl; groundwater source; consumption 340 kl; water intensity negligible.
• GHG emissions (Scope 1/2) not disclosed.
• Waste: metal scrap generated and reused; no plastics packaging; no hazardous waste.
• PAT designation not applicable; no environmental certifications or targets reported.

Stakeholder Engagement & Complaints

• Stakeholders include shareholders, investors, employees, customers, communities, lenders, regulators.
• Engagement channels: periodic reports, AGM/EGM, emails, website.
• Employee grievances: 0 filed, 1 pending at year end.
• Community and customer complaints: NIL; no unresolved issues.
• POSH complaints: 0; no POSH cases in FY2025-26.
• Grievance policy link available on company site.

Other Notable Metrics

• Related party transactions: sales to related parties 16.93% of turnover; purchases from RP 64.30%.
• Loans to related parties 23.42%; investments to related parties 0%.
• Holding company: Ashoka Metcast Limited with 55.52% stake.
• Board gender: 1 female director among 6; 79.68 crore paid-up capital.
• No product recalls; data privacy incidents: 0 breaches.
• Affiliations: member of two trade associations.