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Ram Ratna Wires Ltd. Proxy Solicitation & Information Statement 2025

Nov 18, 2025

60666_rns_2025-11-18_9305df7f-14dc-41ce-84ae-37742f7160e2.pdf

Proxy Solicitation & Information Statement

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November 18, 2025

Corporate Relationship Department National Stock Exchange of India Limited BSE Limited Exchange Plaza, Plot No. C-1, Phiroze Jeejeebhoy Towers, Block G, Bandra – Kurla Complex, Dalal Street, Mumbai – 400 001 Bandra (East), Mumbai – 400 051

Script Code: 522281 Symbol: RAMRAT

Sub: Disclosure under Regulation 30 of the SEBI (Listing Obligations and “ ” Disclosure Requirements) Regulations, 2015 ( Listing Regulations ) - Postal Ballot Notice

Dear Sir/Madam,

Pursuant to Regulation 30 of the Listing Regulations, we enclose herewith a copy of the Postal Ballot Notice dated November 14, 2025 along with the explanatory statement pursuant to the applicable provisions of the Companies Act, 2013 (‘'Act'’) read with the Listing Regulations, for seeking approval of Members of the Company through electronic voting (remote e-voting) in relation to following Ordinary Resolutions:

Sr. No. Description of Resolutions
1. To consider and approve increase in the Authorized Share Capital of the
Company and consequential alteration to the Capital Clause of Memorandum
of Association of the Company.
2. To consider and approve issuance of Bonus Equity Shares to the members of
the Company.

In accordance with the applicable laws and various circulars issued by the Ministry of Corporate Affairs, the said Postal Ballot Notice is being sent only through electronic mode to all the members whose names appear in the Register of Members/Register of Beneficial Owners and whose e-mail address is registered with the Company/Registrar and Transfer Agent/Depository Participants/Depositories as on Friday, November 14, 2025 (Cut-off Date”) . The Members whose e-mail id is not registered with the Company/Depositories, to receive the Notice, may register their e-mail id in the manner as provided in the enclosed Notice.

In this connection, the Company has engaged the services of National Securities Depository Limited (‘NSDL’) as the agency to provide e-voting facility to enable the Members to cast their votes electronically. The remote e-voting facility will be available during the following period;

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Commencement of e-voting Wednesday, November 19, 2025 at 09:00
a.m.(IST)
End of e-voting Thursday, December 18, 2025 at 05:00 p.m.
(IST)

The Postal Ballot Notice is also available on the Company’s website at www.rrshramik.com as well as on the website of NSDL at www.evoting.nsdl.com

For RAM RATNA WIRES LIMITED

SAURABH Digitally signed by SAURABH GUPTA GUPTA Date: 2025.11.18 10:44:06 +05'30' Saurabh Gupta AGM - Company Secretary M. No.: F13652

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RAM RATNA WIRES LIMITED CIN: L31300MH1992PLC067802

Regd. Office: Ram Ratna House, Victoriamill Compound (Utopia City), Pandurang Budhkar Marg, Worli, Mumbai - 400 013. Tel: +91 - 22 - 2494 9009/2492 4144 Website: www.rrshramik.com Email: [email protected]

NOTICE OF POSTAL BALLOT

[Pursuant to Sections 108 and 110 of the Companies Act, 2013, read with Rule 20 and Rule 22 of the Companies (Management and Administration) Rules, 2014 and Regulation 44 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015].

Dear Member(s),

NOTICE is hereby given that pursuant to Section 110 read with Section 108 and other applicable provisions, if any, of the Companies Act, 2013, (“the Act”) (including any statutory modification or re-enactment thereof for the time being in force), read with Rule 20 and Rule 22 of the Companies (Management and Administration) Rules, 2014, (“the Rules”), Secretarial Standards on General Meetings issued by the Institute of Company Secretaries of India (“SS-2”), and in accordance with the requirements prescribed by the Ministry of Corporate Affairs (“MCA”) for holding general meetings/conducting postal ballot process through e-Voting vide General Circular Nos. 14/2020 dated April 8, 2020, 17/2020 dated April 13, 2020, read with other relevant circulars, including General Circular No. 03/2025 dated September 22, 2025 (collectively the ”MCA Circulars”), Regulation 44 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“Listing Regulations”) and other applicable provisions, of the Act, rules, regulations, circulars and notifications, if any, the resolutions, as set out hereunder, are proposed for approval of the Members of Ram Ratna Wires Limited (“the Company” or “RRWL”), by way of Postal Ballot only through remote e- voting i.e. voting through electronic means (“remote e-Voting”).

The Explanatory Statement pursuant to Section 102 read with the Rules and other applicable provisions, if any, of the Act pertaining to the said resolutions setting out the material facts concerning and the reasons thereof is annexed to this Postal Ballot Notice for your consideration.

In compliance with Regulation 44 of the Listing Regulations and pursuant to the provisions of Section 108 and Section 110 of the Act read with the Rules, the MCA Circulars and SS-2, the manner of voting on the proposed resolutions is restricted only to remote e-voting i.e. by casting votes electronically instead of submitting the Postal Ballot Form physically. The

Company has engaged the services of National Securities Depository Limited (‘NSDL’) for the purpose of providing remote e-Voting facility to its Members. The instructions for remote e- Voting are appended to this Notice. The Notice is also available on the website of the Company https://www.rrshramik.com/, on the website of Stock Exchanges i.e. BSE Limited (BSE) at www.bseindia.com and National Stock Exchange of India Limited (NSE) at www.nseindia.com and on the website of NSDL at www.evoting.nsdl.com.

The remote e-voting facility will be available during the following period:

Voting Starts on Voting ends on
Wednesday, November 19, 2025 at 09:00 a.m.
(IST)

Thursday, December 18, 2025 at 05:00 p.m.
(IST)

Members are requested to carefully read the instructions in this Postal Ballot Notice and record their assent (FOR) or dissent (AGAINST) only through the remote e-Voting process not later than 05:00 p.m. (IST) on Thursday, December 18, 2025. The remote e-Voting facility will be disabled by NSDL immediately thereafter.

The Board has appointed Mrs. Bhooma Kannan, (Membership No. F7412) Partner, M/s. Khanna & Co., Practicing Company Secretaries, as the Scrutinizer for conducting the Postal Ballot through Remote e-Voting process in a fair and transparent manner and in accordance with the provisions of the Act and the rules made thereunder.

After completion of scrutiny of the votes, the Scrutinizer will submit her Report to the Chairman of the Company, or any person authorized by the Chairman. The Scrutinizer’s decision on the validity of the e-voting shall be final and binding. The results of the voting conducted through Postal Ballot (through the remote e-Voting process) along with the Scrutinizer’s Report will be announced by the Chairman or such person as authorized, on or before December 22, 2025. The same will be placed on the website of the Company at https://www.rrshramik.com/, the website of NSDL at www.evoting.nsdl.com and also shall be communicated to the Stock Exchanges i.e. BSE and NSE, where the Company’s equity shares are listed for placing the same on their respective websites. The Company will also display the results of the Postal Ballot at its Registered Office. The resolutions, if approved, will be deemed to have been duly passed on the last date specified for e-voting, i.e., Thursday, December 18, 2025.

Special Businesses:

1. To consider and approve increase in the Authorized Share Capital of the Company and consequential alteration to the Capital Clause of Memorandum of Association of the Company and, if thought fit, to pass the following resolution as an Ordinary Resolution:

“RESOLVED THAT pursuant to the provisions of Sections 13, 61(1)(a) and 64(1) and all other applicable provisions, if any, of the Companies Act, 2013 (“ the Act ”), and the rules made thereunder, SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“ Listing Regulations ”) (including any statutory modification(s) or re-enactment(s) thereof, for the time

being in force), the relevant provisions of the Articles of Association of the Company or any other applicable laws for the time being in force and subject to all other necessary approvals, permissions, consents and sanctions, if any, approval of members of the Company be and is hereby accorded to increase the existing Authorized Share Capital of the Company from ₹ 27,00,00,000/- (Rupees Twenty-Seven Crores Only) divided into 5,40,00,000 (Five Crores Forty Lakhs) Equity Shares of ₹ 5/- (Rupees Five only) each to ₹ 50,00,00,000/- (Rupees Fifty Crores Only) divided into 10,00,00,000 (Ten Crores ) Equity shares of ₹ 5/- (Rupees Five Only) each by the creation of 4,60,00,000 (Four Crores Sixty Lakhs) Equity Shares of ₹ 5/- (Rupees Five Only) each ranking pari passu in all respect with the existing Equity Shares of the Company.

RESOLVED FURTHER THAT subject to the provisions of Section 13, 61(1)(a) and 64(1) and all other applicable provisions, if any, of the Act read with the relevant rules framed thereunder, including any amendments, modifications, variations or re-enactments thereof from time to time and subject to such approvals as may be necessary, the existing Clause V of the Memorandum of Association of the company be and is hereby altered and substituted with the following as new Clause V:

“V. The Authorised Share Capital of the Company is Rs. 50,00,00,000/- (Rupees Fifty Crores Only) divided into 10,00,00,000 (Ten Crores ) Equity Shares of Rs. 5/- (Rupees Five only) each with the rights, privileges and conditions attaching thereto as are provided by the Articles of Association of the Company for the time being, with power to increase or reduce the capital of the Company and to divide the shares in the capital for the time being into several classes and to attach thereto respectively such preferential, deferred, qualified or special rights, privileges or conditions as may be determined by or in accordance with the Articles of Association of the Company and to vary, modify or abrogate any such rights, privileges or conditions in such manner as may for the time being be provided by the Articles of Association of the Company”

RESOLVED FURTHER THAT for the purposes of giving effect to the increase in the Authorised Share Capital of the Company, the Members of the Company do hereby accord approval to the Board of Directors (hereinafter referred to as ‘Board’ which term shall include any duly constituted committee empowered by the Board to exercise its powers including powers conferred under this resolution) and /or the Company Secretary of the Company to do all such acts, deeds, matters and things, as may be deemed necessary or desirable for such purpose including filing of relevant forms with the Registrar of Companies, Mumbai, Maharashtra, to resolve all such issues, questions, difficulties or doubts whatsoever that may arise in this regard, including but not limited to negotiating, finalising, amending, signing, delivering, executing any agreements or documents in this regard.”

2. To consider and approve issuance of Bonus Equity Shares to the members of the Company and, if thought fit, to pass the following resolution as an Ordinary Resolution:

“RESOLVED THAT pursuant to the provisions of Section 63 and other applicable provisions, if any, of the Companies Act, 2013 (“ Act ”) read with Companies (Share Capital and Debentures)

Rules, 2014, and in accordance with Chapter XI of the Securities Exchange Board of India (“ SEBI ”) (Issue of Capital and Disclosure Requirements) Regulations, 2018 (“ the ICDR Regulations ”), SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“ Listing Regulations ”), Foreign Exchange Management Act, 1999 (“ FEMA ”) (including any statutory modification(s) or re-enactment thereof, for the time being in force and other applicable regulations, rules and guidelines issued by SEBI and the Reserve Bank of India (“ RBI ”) from time to time,) and the relevant provisions of the Articles of Association of the Company and any other provisions as may be applicable, and subject to such approvals, permissions and sanctions as may be necessary from appropriate authorities, the consent of the Members be and is hereby accorded to the Board of Directors of the Company (hereinafter referred to as ‘Board’, which term shall include any duly constituted committee empowered by the Board to exercise its powers including powers conferred under this resolution) for capitalization of such sum standing to the credit of the securities premium account and retained earnings, for the purpose of issue of bonus equity shares of ₹ 5/- (Rupees Five Only) each, to the eligible members of the Company holding fully paid-up equity shares of the Company whose names appear in the Register of Members/ Beneficial Owners as on the 'Record Date', in proportion of 1:1 i.e. 1 (one) new fully paid up Bonus equity share of ₹ 5/- (Rupees Five Only) each for every existing 1 (one) equity share of ₹ 5/- (Rupees Five Only) each share held by the members and that the new bonus equity shares so issued and allotted shall, for all purposes, be treated as an increase in the paid-up equity share capital of the Company held by each such member and not as an income of the members;

RESOLVED FURTHER THAT the new equity shares of ₹ 5/- (Rupees Five only) each to be issued and allotted as bonus shares shall be subject to the provisions of the Memorandum & Articles of Association of the Company and shall rank pari passu in all respects and carry the same rights as the existing fully paid equity shares of the Company;

RESOLVED FURTHER THAT in accordance with the ICDR Regulations, the new equity shares to be allotted pursuant to the bonus issue shall be allotted in dematerialised form only and shall be credited to the respective beneficiary accounts of the members with their respective Depository Participant(s) and in the case of Members who hold equity shares in physical form, the bonus equity shares shall be transferred to a new demat Escrow account the “Ram Ratna Wires Limited - Bonus Escrow Demat Account”, within such time as prescribed by law and the relevant authorities, subject to guidelines issued by SEBI in this regard and thereafter credit the bonus equity shares to the beneficiary demat accounts of the respective Members upon receipt of requisite documents.

RESOLVED FURTHER THAT the Board or the Nomination and Remuneration Committee be and is hereby authorised to make appropriate adjustments, to the stock options granted to the eligible employees under the ‘RRWL Employee Stock Option Plan 2023’ in terms of the SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021, due to bonus issue of equity shares and the number of Options (vested as well as unvested) and/ or the Exercise

Price in respect of the Options to be such number and/ or Exercise Price as on the Record Date shall be proportionately adjusted;

RESOLVED FURTHER THAT the issue and allotment of the bonus equity shares to NonResident Members, Foreign Portfolio Investors / Foreign Institutional Investors and other Foreign Investors, shall be subject to the approval, if any, of RBI under the FEMA or any other regulatory authority if any, as may be deemed necessary;

RESOLVED FURTHER THAT the Board and / or the Company Secretary of the Company be and is hereby authorized to take necessary steps for listing of such bonus shares on the Stock Exchanges where the shares of the Company are presently listed, as per the provisions of the Listing Regulations and other applicable regulations, rules and guidelines;

RESOLVED FURTHER THAT to give effect to this resolution, the Board and / or the Company Secretary of the Company be and are hereby severally authorised to do all deeds, matters, things, acts, and to execute any agreements, documents and writings, as may be deemed necessary, but not limited to making correspondences with SEBI, Stock Exchange(s), Depositories, Ministry of Corporate Affairs, RBI or any other regulatory authority and/or to settle all questions, difficulties or doubts that may arise in this regard.

By order of the Board of Directors Ram Ratna Wires Limited Sd/Saurabh Gupta AGM - Company Secretary M. No. F13652

Place: Silvassa Date: November 14, 2025

REGISTERED OFFICE:

Ram Ratna House, Victoriamill Compound (Utopia City), Pandurang Budhkar Marg, Worli, Mumbai - 400 013, Maharashtra, India CIN: L31300MH1992PLC067802

E-MAIL: [email protected] Website: www.rrshramik.com

Notes:

  1. The Explanatory Statement pursuant to Section 102 read with Section 110 of the Act and Rule 22 of the Rules, stating all material facts and reasons/rationale in respect of the proposed Resolutions of the Postal Ballot Notice is appended herein and forms part of this Notice.

  2. In compliance with the MCA Circulars and provisions of the Act read with rules made thereunder and circulars issued by Securities Exchange Board of India in this regard (“SEBI Circulars”), the Postal Ballot Notice is being sent by electronic mode only to those Members whose names appear in the Register of Members / list of Beneficial Owners, as received from the Depositories / Datamatics Business Solutions Limited, the Company’s Registrar and Transfer Agent (RTA) as on Friday, November 14, 2025 (i.e. Cut-off date ), and whose e-mail IDs are registered with the Depository Participants (DPs) or with the Company or its RTA as on the Cut-off date and accordingly the Physical copies of the Postal Ballot Notice along with postal ballot forms and pre-paid business reply envelopes are not being sent to Members for this Postal Ballot. Any person who is not a Member as on the Cut-off date should treat this Postal Ballot Notice for information purpose only.

In accordance with the MCA Circulars and SEBI Circulars, the Company has made necessary arrangements to enable the members to register their e-mail address. Those members who have not yet registered their e-mail address, are requested to register the same by following the procedure set out in note no. 7 hereunder.

  1. A copy of the Postal Ballot Notice is available on the website of the Company at https://www.rrshramik.com/, website of the stock exchanges, i.e. BSE Limited (BSE) and the National Stock Exchange of India Limited (NSE) at www.bseindia.com and www.nseindia.com respectively and on the website of NSDL at www.evoting.nsdl.com.

  2. The voting rights shall be in proportion to their shares of the paid-up equity share capital of the Company as on the Cut-off date. Members whose names appear in the Register of Members / List of Beneficial Owners as on the Cut-off Date shall only be considered eligible for the purpose of remote e-Voting and those members would be able to cast their votes and convey their assent or dissent to the proposed resolutions only through the remote e- Voting process. A Member cannot exercise his vote by proxy on Postal Ballot. The detailed procedure with respect to remote e-Voting is mentioned in note no. 9 hereunder.

  3. Members of the Company as on the Cut-Off Date (including those Members who may not have received this Notice due to non-registration of their e-mail addresses with the Company/RTA/Depositories) shall be entitled to vote in relation to the aforementioned resolution in accordance with the process specified in this Postal Ballot Notice.

  4. The remote e-voting shall commence on Wednesday, November 19, 2025 (09:00 a.m.) (IST) and shall end on Thursday, December 18, 2025 (upto 05:00 p.m.) (IST). The remote e-voting module shall be disabled by NSDL for voting thereafter. No voting shall be allowed beyond 05:00 p.m. (IST) on Thursday, December 18, 2025. During this period, Members of the Company holding shares in physical or dematerialized form as on the cut-off date may cast their vote electronically. Once a vote on a resolution is cast by the member, he/she shall not be allowed to change it subsequently or cast the vote again.

  5. Members holding shares in physical mode and who have not updated their email addresses with the Company are requested to update their email addresses and Mobile No. by submitting form ISR-1 with Datamatics Business Solutions Limited, RTA of the Company at [email protected] or send at their Address, Plot No. A 16 & 17, Part B Cross Lane, MIDC, Andheri East, Mumbai - 400 093, alongwith self-attested copy of Pan Card and copy of Share Certificate along with the copy of the signed request letter mentioning the name and address of the Member, and self-attested copy of any document (eg.: Driving License, Election Identity Card, Passport) in support of the address of the Member. Members holding shares in dematerialised mode are requested to register / update their email addresses with the relevant Depository Participants. In case of any queries / difficulties in registering the e-mail address, Members may write to [email protected] or [email protected].

  6. All relevant documents referred to in the explanatory statement are available electronically for inspection to Members from the date of circulation of the Postal Ballot Notice up to the closure of the e-voting period. Members seeking to inspect such documents can send an e- mail to [email protected] from their registered e-mail addresses mentioning their names, folio numbers/DP ID and Client ID.

9. The instructions for Members for remote e-voting are as under:

The way to vote electronically on NSDL e-voting system consists of ‘Two Steps’, which are mentioned below:

- Step 1: Access to NSDL e Voting system

- A) Login method for e Voting for Individual shareholders holding securities in demat mode

In terms of SEBI circular dated December 09, 2020 on e-Voting facility provided by Listed Companies, Individual shareholders holding securities in demat mode are allowed to vote through their demat account maintained with Depositories and Depository Participants.

Shareholders are advised to update their mobile number and email Id in their demat accounts in order to access e-Voting facility.

Login method for Individual shareholders holding securities in demat mode is given

below:

below:
Type of shareholders Login Method
Individual Shareholders
holding
securities
in
demat mode with NSDL.
1. For
OTP
based
login
you
can
click
on
https://eservices.nsdl.comSecureWebevoting/evotinglogin
.jsp.You will have to enter your 8-digit DP ID, 8-digit
Client Id, PAN No., Verification code and generate OTP.
Enter the OTP received on registered email id/mobile
number
and
click
on
login.
After
successful
authentication, you will be redirected to NSDL Depository
site wherein you can see e-Voting page. Click on company
name or e-Voting service provider i.e. NSDL and you will
be redirected to e-Voting website of NSDL for casting
your vote during the remote e-Voting period.
2. ExistingIDeASuser can visit the e-Services website of
NSDL Viz.https://eservices.nsdl.com either on a Personal
Computer or on a mobile. On the e-Services home page
click on the “Beneficial Owner”icon under“Login”
which is available under‘IDeAS’section, this will prompt
you to enter your existing User ID and Password. After
successful authentication, you will be able to see e-Voting
services under Value added services. Click on“Access to
e-Voting”under e-Voting services and you will be able to
see e-Voting page. Click on company name ore-Voting
service provider i.e. NSDLand you will be re-directed to
e-Voting website of NSDL for casting your vote during the
remote e-Voting period.
3. If you are not registered for IDeAS e-Services, option to
register is available athttps://eservices.nsdl.com. Select
“Register Online for IDeAS Portal”or click at
https://eservices.nsdl.com/SecureWeb/IdeasDirectReg.jsp
4.
Visit the e-Voting website of NSDL. Open web browser
by
typing
the
following
URL:
htps://www.evotng.nsdl.com/ either on a Personal

Computer or on a mobile. Once the home page of e- Voting system is launched, click on the icon “Login” which is available under ‘Shareholder/Member’ section. A new screen will open. You will have to enter your User ID (i.e. your sixteen digit demat account number hold with NSDL), Password/OTP and a Verification Code as shown on the screen. After successful authentication, you will be redirected to NSDL Depository site wherein you can see e-Voting page. Click on company name or e-Voting service provider i.e. NSDL and you will be redirected to e-Voting website of NSDL for casting your vote during the remote e-Voting period.

  1. Shareholders/Members can also download NSDL Mobile App “ NSDL Speede ” facility by scanning the QR code mentioned below for seamless voting experience.

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Individual Shareholders 1. Users who have opted for CDSL Easi / Easiest facility, can holding securities in login through their existing user id and password. demat mode with CDSL Option will be made available to reach e-Voting page without any further authentication. The users to login Easi / Easiest are requested to visit CDSL website www.cdslindia.com and click on login icon & New System Myeasi Tab and then user your existing my easi username & password. 2. After successful login the Easi / Easiest user will be able to see the e-Voting option for eligible companies where the e-Voting is in progress as per the information provided by company. On clicking the e-Voting option, the user will be able to see e-Voting page of the e-Voting service provider for casting your vote during the remote e-Voting period Additionally, there is also links provided to access the system of all e-Voting Service Providers, so that the user can visit the e-Voting service providers’ website directly.

3. If the user is not registered for Easi/Easiest, option to
register is available at CDSL websitewww.cdslindia.com
and click on login & New System Myeasi Tab and then
click on registration option.
4. Alternatively, the user can directly access e-Voting page by
providing Demat Account Number and PAN No. from a e-
Voting link available onwww.cdslindia.com home page.
The system will authenticate the user by sending OTP on
registered Mobile & Email as recorded in the Demat
Account. After successful authentication, user will be able
to see the e-Voting option where the evoting is in
progress and also able to directly access the system of all
e-Voting Service Providers.
Individual Shareholders
(holding
securities
in
demat
mode)
login
through their depository
participants
Members/Shareholders can also login using the login
credentials of your demat account through your Depository
Participant registered with NSDL/CDSL for e-Voting facility.
Upon logging in, you will be able to see e-Voting option. Click
on e-Voting option, you will be redirected to NSDL/ CDSL
Depository site after successful authentication, wherein you
can see e-Voting feature. Click on company name or e-Voting
service provider i.e. NSDL and you will be redirected to e-
Voting website of NSDL for casting your vote during the
remote e-Voting period.

Important note: Members who are unable to retrieve User ID/ Password are advised to use Forget User ID and Forget Password option available at abovementioned website.

Helpdesk for Individual Shareholders holding securities in demat mode for any technical issues related to login through Depository i.e. NSDL and CDSL.

Login type Helpdesk details
Individual Shareholders holding
securities in demat mode with
NSDL
Members facing any technical issue in login can
contact NSDL helpdesk by sending a request at
[email protected] or call at 022 - 4886 7000.
Individual Shareholders holding
securities in demat mode with
CDSL
Members facing any technical issue in login can
contact CDSL helpdesk by sending a request at
[email protected] or contact at toll free
no. 1800-21-09911.

B) Login Method for shareholders other than Individual shareholders holding securities in demat mode and shareholders holding securities in physical mode.

How to Log-in to NSDL e-Voting website?

  1. Visit the e-Voting website of NSDL. Open web browser by typing the following URL: https://www.evoting.nsdl.com/ either on a Personal Computer or on a mobile.

  2. Once the home page of e-Voting system is launched, click on the icon “Login” which is available under ‘Shareholder/Member’ section.

  3. A new screen will open. You will have to enter your User ID, your Password/OTP and a Verification Code as shown on the screen.

Alternatively, if you are registered for NSDL e-services i.e. IDEAS, you can log-in at https://eservices.nsdl.com/ with your existing IDEAS login. Once you log-in to NSDL e- services after using your log-in credentials, click on e-Voting and you can proceed to Step 2 i.e. Cast your vote electronically.

  1. Your User ID details are given below :
Manner of holding shares i.e.
Demat
(NSDL
or
CDSL)
or
Physical
Your User ID is:
a) For Members who hold shares in
demat account with NSDL.
8 Character DP ID followed by 8 Digit Client ID
For example if your DP ID is IN300 and Client
ID
is
12

then
your
user
ID
is
IN300
12**
b) For Members who hold shares in
demat account with CDSL.
16 Digit Beneficiary ID
For
example
if
your
Beneficiary
ID
is
12**
then
your
user
ID
is
12**
c) For Members holding shares in
Physical Form.
EVEN
Number
followed
by
Folio
Number
registered with the company
For example if folio number is 001 and EVEN is
101456 then user ID is 101456001
  1. Password details for shareholders other than Individual shareholders are given below:

a) If you are already registered for e-Voting, then you can use your existing password to

login and cast your vote.

  • b) If you are using NSDL e-Voting system for the first time, you will need to retrieve the ‘initial password’ which was communicated to you. Once you retrieve your ‘initial password’, you need to enter the ‘initial password’ and the system will force you to change your password.

  • c) How to retrieve your ‘initial password’?

    • (i) If your email ID is registered in your demat account or with the company, your ‘initial password’ is communicated to you on your email ID. Trace the email sent to you from NSDL from your mailbox. Open the email and open the attachment i.e. a .pdf file. Open the .pdf file. The password to open the .pdf file is your 8 digit client ID for NSDL account, last 8 digits of client ID for CDSL account or folio number for shares held in physical form. The .pdf file contains your ‘User ID’ and your ‘initial password’.

    • (ii) If your email ID is not registered, please follow steps mentioned below in process for those shareholders whose email ids are not registered.

  • If you are unable to retrieve or have not received the “Initial password” or have forgotten your password:

  • a) Click on “ Forgot User Details/Password ?”(If you are holding shares in your demat account with NSDL or CDSL) option available on www.evoting.nsdl.com.

  • b) Physical User Reset Password ?” (If you are holding shares in physical mode) option available on www.evoting.nsdl.com.

  • c) If you are still unable to get the password by aforesaid two options, you can send a request at [email protected] mentioning your demat account number/folio number, your PAN, your name and your registered address etc.

  • d) Members can also use the OTP (One Time Password) based login for casting the votes on the e-Voting system of NSDL.

  • After entering your password, tick on Agree to “Terms and Conditions” by selecting on the check box.

  • Now, you will have to click on “Login” button.

  • After you click on the “Login” button, Home page of e-Voting will open.

- Step 2: Cast your vote electronically on NSDL e Voting system.

- How to cast your vote electronically on NSDL e Voting system?

  1. After successful login at Step 1, you will be able to see all the companies “EVEN” in which you are holding shares and whose voting cycle.

  2. Select “EVEN” of company for which you wish to cast your vote during the remote e- Voting period.

  3. Now you are ready for e-Voting as the Voting page opens.

  4. Cast your vote by selecting appropriate options i.e. assent or dissent, verify/modify the number of shares for which you wish to cast your vote and click on “Submit” and also “Confirm” when prompted.

  5. Upon confirmation, the message “Vote cast successfully” will be displayed.

  6. You can also take the printout of the votes cast by you by clicking on the print option on the confirmation page.

  7. Once you confirm your vote on the resolution, you will not be allowed to modify your vote.

General Guidelines for shareholders

  1. Institutional shareholders (i.e. other than individuals, HUF, NRI etc.) are required to send scanned copy (PDF/JPG Format) of the relevant Board Resolution/ Authority letter etc. with attested specimen signature of the duly authorized signatory(ies) who are authorized to vote, to the Scrutinizer by e-mail to [email protected] with a copy marked to [email protected] and [email protected]. Institutional Members (i.e. other than individuals, HUF, NRI etc.) can also upload their Board Resolution / Power of Attorney / Authority Letter etc. by clicking on "Upload Board Resolution / Authority Letter" displayed under "e-Voting" tab in their login.

  2. It is strongly recommended not to share your password with any other person and take utmost care to keep your password confidential. Login to the e-voting website will be disabled upon five unsuccessful attempts to key in the correct password. In such an event, you will need to go through the “Forgot User Details/Password?” or “Physical User Reset Password?” option available on www.evoting.nsdl.com to reset the password.

  3. In case of any queries, you may refer the Frequently Asked Questions (FAQs) for Shareholders and e-voting user manual for Shareholders available at the download section of www.evoting.nsdl.com or call on : 022 - 4886 7000 or send a request to Mr. Sagar Gudhate, Senior Manager at [email protected].

Process for those shareholders whose email ids are not registered with the depositories for procuring user id and password and registration of e mail ids for e- voting for the resolutions set out in this notice :

  1. In case shares are held in physical mode please provide Folio No., Name of shareholder, scanned copy of the share certificate (front and back), PAN (self attested scanned copy of PAN card), AADHAR (self attested scanned copy of Aadhar Card) by email to [email protected] along with [email protected].

  2. In case shares are held in demat mode, please provide DPID-CLID (16 digit DPID + CLID or 16 digit beneficiary ID), Name, client master or copy of Consolidated Account statement, PAN (self attested scanned copy of PAN card), AADHAR (self attested scanned copy of Aadhar Card) to [email protected] along with [email protected]. If you are an Individual shareholders holding securities in demat mode, you are requested to refer to the login method explained at -

step 1 (A ) i.e. Login method for e Voting for Individual shareholders holding securities in demat mode .

  1. Alternatively shareholder/members may send a request to [email protected] for procuring user id and password for e-voting by providing above mentioned documents .

  2. In terms of SEBI circular dated December 09, 2020 on e-Voting facility provided by Listed Companies, Individual shareholders holding securities in demat mode are allowed to vote through their demat account maintained with Depositories and Depository Participants. Shareholders are required to update their mobile number and email ID correctly in their demat account in order to access e-Voting facility.

By order of the Board of Directors Ram Ratna Wires Limited Sd/Saurabh Gupta AGM - Company Secretary M. No. F13652

Place: Silvassa Date: November 14, 2025

REGISTERED OFFICE:

Ram Ratna House, Victoriamill Compound (Utopia City), Pandurang Budhkar Marg, Worli, Mumbai - 400 013, Maharashtra, India CIN: L31300MH1992PLC067802

E-MAIL: [email protected] Website: www.rrshramik.com

Explanatory Statement

(pursuant to Sections 102(1) and 110 of the Companies Act, 2013)

Item No. 1& 2

With a view to reward the Members of the Company and making equity shares affordable and increasing the liquidity of the equity shares, the Board of Directors (“Board”), at its meeting held on November 12, 2025, after considering the available free reserves, had considered, approved and recommended to the approval of Shareholders of the Company, the issue of bonus equity shares of ₹ 5/- (Rupees Five Only) each, credited as fully paid-up to existing members of the Company in the proportion of 1:1 i.e. 1 (one) new fully paid up equity share of ₹ 5/- (Rupees Five Only) each for every 1 (one) existing fully paid up equity share of ₹ 5/- (Rupees Five Only) each held by them as on the Record Date (as approved by the Board), by capitalizing such sums standing to the credit of the Securities Premium Account and Retained Earnings as may be considered appropriate by the Board.

The proposed issuance of bonus shares is authorised by the Articles of Association of the Company and shall require Members’ approval in terms of Section 63 of the Companies Act, 2013 and other applicable statutory and regulatory approvals. Further for the purpose of issuance of said Bonus shares, the Board at its meeting held on November 12, 2025, has recommended an increase in the Authorised Share Capital of the Company from ₹ 27,00,00,000/- (Rupees Twenty-Seven Crores Only) to ₹ 50,00,00,000/- (Rupees Fifty Crores Only) divided into 10,00,00,000 (Ten Crores) Equity Shares of ₹ 5/- (Rupee Five only) each ranking pari passu with the existing Equity Shares in all respects, for the members approval. The increase in the Authorised Share Capital as aforesaid would require consequential alteration to the existing Clause V of the Memorandum of Association of the Company and therefore require Members’ approval in terms of Sections 13, 61(1)(a) and 64(1) of the Act.

Accordingly, approval of members is sought for passing the ordinary resolutions set out at Item No. 1 and 2 of this Postal Ballot Notice.

Members are requested to further note that in terms of the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018 the new bonus equity shares shall be allotted in dematerialised form only. Accordingly, Members holding shares in physical form are requested to dematerialize their existing shares on or before Friday, December 26, 2025 to enable the Company to issue the bonus equity shares in dematerialised form. In cases where the Members hold equity shares in physical form as on the Record Date, the said bonus equity shares shall be credited in dematerialised form to a new demat escrow account and shall be credited to the beneficiary demat accounts of the respective Members upon receipt of requisite documents. The voting rights on the bonus equity shares held in the said demat escrow account shall remain frozen.

Further, the Company has granted stock options to the employees under the “RRWL Employee Stock Option Plan 2023”. Consequent to the issue of bonus equity shares, fair and appropriate

adjustments with respect to exercise price and / or number of shares to be issued against stock options and number of stock options vested / to be vested on the employees of the Company / its subsidiaries under the “RRWL Employee Stock Option Plan 2023” would be made so that the total value of stock options remains the same after the issue of said bonus equity shares.

None of the Directors or Key Managerial Personnel or their relatives are in any way concerned with or interested, financially or otherwise, in the said resolution except to the extent of their shareholding, if any, in the Company.

The Board recommends the, ordinary resolutions set out in Item No. 1 & 2 of this Notice for the approval of Members.

By order of the Board of Directors

Ram Ratna Wires Limited

Sd/Saurabh Gupta AGM- Company Secretary M. No. F13652

Place: Silvassa Date: November 14, 2025

REGISTERED OFFICE:

Ram Ratna House, Victoriamill Compound (Utopia City), Pandurang Budhkar Marg, Worli, Mumbai - 400 013, Maharashtra, India CIN: L31300MH1992PLC067802 E-MAIL: [email protected] Website: www.rrshramik.com