Skip to main content

AI assistant

Sign in to chat with this filing

The assistant answers questions, extracts KPIs, and summarises risk factors directly from the filing text.

ramkrishna forgings Ltd. Capital/Financing Update 2025

Dec 23, 2025

61233_rns_2025-12-23_56954cdc-6106-49c3-a884-37d549f16ab9.pdf

Capital/Financing Update

Open in viewer

Opens in your device viewer

==> picture [594 x 73] intentionally omitted <==

Date: 23 December, 2025

To
The Listing Department
BSE Limited
Phiroze Jeejeebhoy Towers,
Dalal Street,
Mumbai – 400 001
BSE SCRIP CODE: 532527
To
The Listing Department
National Stock Exchange of India Limited
“Exchange Plaza” C-1, Block G,
Bandra-Kurla Complex, Bandra (E),
Mumbai- 400 051
NSE SYMBOL: RKFORGE

Dear Sir/Madam,

Sub: Disclosure under Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015

This is further to our letter dated 17 November, 2025, submitting the Notice of Extra Ordinary General Meeting of the Members of the Company to be held on Friday, 12 December, 2025 at 11:30 AM (I.S.T) through Video Conferencing/Other Audio-Visual Means (VC/OAVM).

Subsequent to the issuance of the EGM Notice and pursuant to the applications filed by the Company for obtaining in-principle approval from BSE Limited and the National Stock Exchange of India Limited (“Stock Exchanges”) in respect of Item No. 1 of the EGM Notice (i.e. Issuance of upto 34,00,000 Warrants each convertible into or exchangeable for one Equity Share of Face Value of Rs 2 each of the Company to Promoter of the Company) (“Preferential Issue”), The Stock Exchanges has asked the Company to provide certain clarifications/ information in respect to the Preferential Issue.

As regards Point 15 on page 14 of the EGM Notice, the revised point 15 will be read as provided in Annexure A . Further, as regards the first table in Point 6 on page 12 of the EGM Notice, the revised first table in Point 6 will be read as provided in Annexure B .

Request you to kindly take the same on record.

Thanking you.

Yours faithfully,

For Ramkrishna Forgings Limited

RAJESH Digitally signed by RAJESH MUNDH MUNDHRA Date: 2025.12.23 RA 11:58:17 +05'30'

Rajesh Mundhra Company Secretary & Compliance Officer ACS: 12991 Enclosed: As above

==> picture [74 x 71] intentionally omitted <==

REGISTERED & CORPORATE OFFICE

23 CIRCUS AVENUE, KOLKATA 700017, WEST BENGAL, INDIA

==> picture [146 x 7] intentionally omitted <==

PHONE: (+91 33)4082 0900 / 7122 0900, FAX: (+91 33)4082 0998 / 7122 0998, EMAIL: [email protected], WEB: www.ramkrishnaforgings.com

==> picture [594 x 73] intentionally omitted <==

Annexure A

15. Shareholding Pattern of the Company before and after the Preferential Issue:

Sr.
No.
Category Pre-Issue Pre-Issue Post-Issue Post-Issue
Total No. of
Equity
Shares held
% age of
Shareholding
Total No. of
Equity
Shares held
% age of
Shareholding
A. Shareholding of Promoter and Promoter Group
1 Indian:
a) Individuals
i) Chaitanya Jalan* 30,47,900 1.68 64,47,900 3.48
ii) Others 79,64,667 4.40 79,64,667 4.30
b) Bodies Corporate 0.00 0.00
i) Riddhi Portfolio Private Limited# 6,05,57,039 33.45 6,15,32,039 33.19
ii) Ramkrishna Rail and Infrastructure Private
Limited $
65,00,000 3.59 65,00,000 3.51
Total
Shareholding
of
Promoter
and
Promoter Group (A)
7,80,69,606 43.13 8,24,44,606 44.47
B. Non-Promoters’ / Public Shareholding:
1 Institutions:
a) Mutual Funds 17,53,356 0.97 17,53,356 0.95
b) Alternative Investment Funds 26,39,611 1.46 26,39,611 1.42
c) Financial Institution/ Banks - 0.00 - 0.00
d) Insurance Companies 28,91,241 1.60 28,91,241 1.56
e) NBFC Registered with RBI 1,110 0.00 1,110 0.00
f) Foreign Portfolio Investors Category I 3,56,78,697 19.71 3,56,78,697 19.24
g) Foreign Portfolio Investors Category II 31,03,436 1.71 31,03,436 1.67
h) Any other - 0.00 -
Sub-Total (B1) 4,60,67,451 25.45 4,60,67,451 24.85
2 Central
Government/State
Government(s)/President of India
- - -
Shareholding by Companies or Bodies
Corporate where Central / State Government
is a promoter
- - -
Sub-Total (B2) - - -
3 Non-Institutions:
a) Key Managerial Personnel 1,30,562 0.07 1,30,562 0.07

RAJESH Digitally signed by RAJESH MUNDHR MUNDHRA Date: 2025.12.23 A 11:59:03 +05'30'

==> picture [74 x 71] intentionally omitted <==

REGISTERED & CORPORATE OFFICE

==> picture [146 x 7] intentionally omitted <==

23 CIRCUS AVENUE, KOLKATA 700017, WEST BENGAL, INDIA

PHONE: (+91 33)4082 0900 / 7122 0900, FAX: (+91 33)4082 0998 / 7122 0998, EMAIL: [email protected], WEB: www.ramkrishnaforgings.com

==> picture [594 x 73] intentionally omitted <==

b) Investor Education and Protection Fund
(IEPF)
17,290 0.01 17,290 0.01
c) Individual 3,83,63,561 21.19 3,83,63,561 20.69
d) NRI 9,13,839 0.50 9,13,839 0.49
e) Bodies Corporate 1,61,13,377 8.90 1,61,13,377 8.69
f) Foreign Nationals - 0.00 - 0.00
f) Any other 0.00 0.00
i) Clearing Members - 0.00 - 0.00
ii) HUF 10,82,618 0.60 10,82,618 0.58
iiii)Trusts 50,775 0.03 50,775 0.03
Sub-Total (B3) 5,66,72,022 31.31 5,66,72,022 30.57
Total
Public
Shareholding
(B)=(B1)+(B2)+(B3)
10,27,39,473 56.75 10,27,39,473 55.41
C. Employee Benefit Trust (under SEBI (Share
based employee Benefit) Regulations, 2014
(C)
2,21,525 0.12 2,21,525 0.12
GRAND TOTAL (A) + (B) + (C) 18,10,30,604 100.00 18,54,05,604 100.00

#The holding of Riddhi Portfolio Private Limited includes 9,75,000 warrants allotted on 14 August, 2025 assuming full conversion of the same into Equity Shares in the Post Issue Shareholding pattern.

*The Post Issue Shareholding Pattern in the above table has been prepared with Pre-Issue-Shareholding as on 7 November, 2025, on the basis that the Proposed Allottees would subscribe to all the Warrants and have been allotted all the Equity Shares of ₹ 2 each upon conversion of Warrants.

In the event for any reason, the Proposed Allottee does not or is unable to subscribe to and/or is not allotted the Equity Shares, the shareholding pattern in the above table would undergo corresponding changes.

It is further assumed that the shareholding of the Company in all other categories will remain unchanged.

$ Ramkrishna Rail Infrastructure Private Limited (RRIPL), a member of the “Promoter Group”, is holding 65,00,000 Equity Shares (3.57%) of Ramkrishna Forgings Limited. The Board of Directors of Ramkrishna Forgings Limited have approved vide resolution dated 12 November 2025 the reclassification of RRIPL from “Promoter Group” category to “Public’ Category” shareholder subject to the approval of the Stock Exchanges, shareholders and such other approvals/confirmations/consents as may be necessary in terms of the SEBI LODR Regulations.

RAJESH Digitally signed by RAJESH MUNDH MUNDHRA Date: 2025.12.23 RA 11:59:19 +05'30'

==> picture [74 x 71] intentionally omitted <==

REGISTERED & CORPORATE OFFICE

23 CIRCUS AVENUE, KOLKATA 700017, WEST BENGAL, INDIA

==> picture [146 x 7] intentionally omitted <==

PHONE: (+91 33)4082 0900 / 7122 0900, FAX: (+91 33)4082 0998 / 7122 0998, EMAIL: [email protected], WEB: www.ramkrishnaforgings.com

==> picture [594 x 73] intentionally omitted <==

Annexure B

6. Utilization of Issue Proceeds:

Given that the funds to be received against Warrant conversion will be in tranches and the quantum of funds required on different dates may vary, therefore, the use of the Issue Proceeds for the above Objects is set out herein below:

Sr.
No
Particulars Total estimated
amount to be utilised
for each of the Objects
(₹ in Crores)
Tentative Timeline for
Utilization of Issue Proceeds
from the date of receipt of funds
1. DebtRepayment 149.94 Within a maximum period of 24
(twenty-four) months from receipt
of funds
2. GeneralCorporatePurposes 49.98
Total 199.92

For Ramkrishna Forgings Limited

RAJESH Digitally signed by RAJESH MUNDH MUNDHRA Date: RA 2025.12.23 11:59:36 +05'30'

Rajesh Mundhra Company Secretary & Compliance Officer ACS: 12991

==> picture [74 x 71] intentionally omitted <==

REGISTERED & CORPORATE OFFICE

==> picture [146 x 7] intentionally omitted <==

23 CIRCUS AVENUE, KOLKATA 700017, WEST BENGAL, INDIA

PHONE: (+91 33)4082 0900 / 7122 0900, FAX: (+91 33)4082 0998 / 7122 0998, EMAIL: [email protected], WEB: www.ramkrishnaforgings.com