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RAVINDRA ENERGY LIMITED Proxy Solicitation & Information Statement 2025

Dec 6, 2025

60664_rns_2025-12-06_9ac9fcc3-afc7-4dc2-9dd3-22089247b0c7.pdf

Proxy Solicitation & Information Statement

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December 6, 2025

Department of Corporate Services, National Stock Exchange of India Limited BSE Limited, Exchange Plaza, Plot no. C/1, G Block, Phiroze Jeejeebhoy Towers, Bandra-Kurla Complex, Bandra (E) Dalal Street, Mumbai- 400001, Mumbai - 400 051, Maharashtra, India. Maharashtra, India. Scrip Code: 504341 Scrip Code: RELTD ISIN: INE206N01018

Dear Sir/Madam,

Sub: Disclosure under Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 with respect to the notice of Postal Ballot:

In accordance with the provisions under Regulation 30 of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 and all other applicable provisions, please find enclosed, the Postal Ballot Notice dated December 5, 2025, along with the explanatory statement, seeking approval of the members of the Company, by way of remote e-voting process (“e-voting”) for:

  • i. To approve the appointment of Mr. Apurva Chandra (DIN: 02531655) as an independent director;

  • ii. To approve the giving of loan or guarantee or providing security in connection with the loan availed by any of the Company's subsidiary(ies), associate entity or any other person specified under Section 185 of the Companies act, 2013; and

  • iii. To approve the material related party transactions with Energy In Motion Limited.

Postal Ballot Notice is being sent only through electronic mode to all the members whose e- mail address is registered with the Company / Company’s Registrar and Transfer Agent / Depository Participants / Depositories as on Friday, November 28, 2025 (“Cut-Off date”).

The Company has engaged the services of M/s. KFin Technologies Limited, Registrar and Transfer Agent, as the agency to provide e-voting facility.

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

Registered Office: BC 105, Havelock Road, Camp, Belgaum – 590001, Karnataka, India. P: +91-831-2406600 | CIN: L40104KA1980PLC075720 | W: www.ravindraenergy.com | E: [email protected]

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Commencement of E-voting Sunday, December 7, 2025, at 09:00 AM (IST)
Conclusion of E-voting Monday, January 5, 2026, at 05:00 PM (IST)

The Postal Ballot Notice is also being made available on the Company's website at www.ravindraenergy.com

You are requested to take the above information on record and disseminate the same for the information of the stakeholders.

Thank you. Yours faithfully,

FOR RAVINDRA ENERGY LIMITED

Madhukar Digitally signed by Madhukar Rajendra Rajendra Shipurkar Date: 2025.12.06 Shipurkar 18:55:36 +05'30'

____

Madhukar R Shipurkar

Company Secretary & Compliance Officer ACS: A64947

Date: December 6, 2025 Place: Belgaum

Registered Office: BC 105, Havelock Road, Camp, Belgaum – 590001, Karnataka, India. P: +91-831-2406600 | CIN: L40104KA1980PLC075720 | W: www.ravindraenergy.com | E: [email protected]

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Postal Ballot Notice

[Pursuant to Section 110 of the Companies Act, 2013 read with the Companies (Management and Administration) Rules, 2014 as amended and applicable Circulars issued by the Ministry of Corporate Affairs, Government of India, from time to time.]

Voting Commences on Voting Concludes on Sunday, December 07, 2025 Monday, January 05, 2026

Dear Members,

Dear Member(s), NOTICE is hereby given that pursuant to the provisions of Section 108, 110, and other applicable provisions, if any, of the Companies Act, 2013 (‘ Act’ ) read together with Rule 20 and 22 of the Companies (Management and Administration) Rules, 2014 (‘ Rules ’) (including any statutory modifications or re-enactments thereof for the time being in force), Regulation 44 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (‘ Listing Regulations ’), Secretarial Standard on General Meetings issued by the Institute of Company Secretaries of India (‘SS-2’), each as amended, 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, 22/2020 dated June 15, 2020, 33/2020 dated September 28, 2020, 39/2020 dated December 31, 2020, 10/2021 dated June 23, 2021, 20/2021 dated December 8, 2021, 3/2022 dated May 5, 2022, 11/2022 dated December 28, 2022, 09/2023 dated September 25, 2023, 09/2024 dated September 19, 2024 and 03/2025 dated September 22, 2025 (collectively the ‘ MCA Circulars ’) and any other applicable laws, rules, circulars, notifications and regulations (including any statutory modification(s) or re-enactment(s) thereof, for the time being in force), to transact the special business as set out hereunder by passing the requisite Resolution, through postal ballot (“Postal Ballot”) only by way of voting by electronic means (“Remote e-voting”).

Pursuant to Sections 102 and 110 and other applicable provisions of the Act, the Explanatory statement setting out the material facts and the reasons/ rationale pertaining to the appended resolutions forms part of this Postal Ballot Notice (‘ Notice ’).

In terms of the requirements specified in the MCA Circulars, Ravindra Energy Limited (‘the Company ’) is sending this Notice only through electronic mode to those members whose names appear in the Register of Members of the Company or in the Register of Beneficial Owners maintained by the KFin Technologies Limited (‘ KFinTech’ ) the Company’s Registrar and Transfer Agent (‘ RTA’) / Depositories as on Friday, November 28, 2025 (‘ Cut-Off date ’) and whose e-mail addresses are registered with the Company/RTA/Depositories. The requirements of sending physical copy of aforesaid documents has been dispensed with vide MCA Circulars. In compliance of Regulation 44 of the Listing Regulations and pursuant to the provisions of Sections 108 and 110 of the Act read with the rules framed thereunder and the MCA Circulars, the manner of voting on the proposed Resolutions is restricted to e-voting only i.e. by casting

Registered Office: BC 105, Havelock Road, Camp, Belgaum – 590001, Karnataka, India. P +91-831-2406600 | CIN L40104KA1980PLC075720 W www.ravindraenergy.com | E [email protected]

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votes electronically instead of submitting postal ballot forms. The communication of assent / dissent of the members will take place through the remote e-voting system only.

In compliance with the provisions of Sections 108 and 110 of the Act read with the Rules, Regulation 44 of the Listing Regulations and SS-2, the Company has provided e-voting facility to its members to cast their votes electronically. The detailed procedure with respect to remote e-voting is mentioned in the notes forming part of this Notice. The Company has engaged the services of KFin Technologies Limited (‘ KFinTech ’) for facilitating e-voting. Members desiring to exercise their votes are requested to carefully read the instructions indicated in this Notice and record their assent (FOR) or dissent (AGAINST) by following the procedure as stated in the Notes forming part of this Notice.

The remote e-voting period shall commence at 09:00 a.m. (IST) on Sunday, December 07, 2025, and shall conclude at 05:00 p.m. (IST) on Monday, January 05, 2026. The remote e-voting will not be allowed beyond the aforesaid date and time, and the remote e-voting module shall be disabled by KFinTech upon expiry of the aforesaid period.

Pursuant to the provisions under Rule 22(5) of the Companies (Management and Administration) Rules, 2014 (Rules), the Board of Directors at its meeting held on December 5, 2025, has appointed M/S. Sanjay Dholakia & Associates, Practicing Company Secretaries (Membership No. FCS 2655, CP No. 1798) as the Scrutinizer for conducting the Postal Ballot through the remote e-voting process in a fair and transparent manner and he has communicated his acceptance to be appointed and he will be available for the said purpose. The Scrutinizer’s decision on the validity of the Postal Ballot shall be final.

The Scrutinizer will submit his report to the Chairperson of the Company or any person authorized by the Chairperson and the result will be announced within two working days from the conclusion of the e-voting period i.e. Wednesday, January 07, 2026.

The declared Results along with Scrutinizer’s Report shall be available forthwith on the Company’s website at www.ravindraenergy.com and on KFinTech website at https://evoting.kfintech.com and shall also be communicated to the BSE Limited (‘ BSE’ ) and National Stock Exchange of India Limited (‘ NSE ’), being the stock exchanges where equity shares of the Company are listed for further dissemination. Further, the same shall also be displayed on the noticeboard of the Company at its Registered Office.

The last date of e-voting, i.e. Monday, January 5, 2026, shall be the date on which the resolution shall be deemed to have been passed, if approved by the requisite majority. Accordingly, if the resolution is approved by the Members through Postal Ballot via remote e-voting, it shall be deemed to have been passed as if the same has been passed at a General Meeting of the Members convened in this regard. The Notice can also be accessed on the website of the Company at www.ravindraenergy.com and on the websites of the Stock Exchanges, i.e. BSE at www.besindia.com and NSE at www.nseindia.com and on the website of KFinTech at https://evoting.kfintech.com.

Registered Office: BC 105, Havelock Road, Camp, Belgaum – 590001, Karnataka, India. P +91-831-2406600 | CIN L40104KA1980PLC075720 W www.ravindraenergy.com | E [email protected]

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SPECIAL BUSINESS

ITEM NO: 1: TO APPROVE THE APPOINTMENT OF MR. APURVA CHANDRA (DIN: 02531655) AS AN INDEPENDENT DIRECTOR.

TO CONSIDER AND IF THOUGHT FIT, TO PASS THE FOLLOWING RESOLUTION AS A SPECIAL RESOLUTION :

“RESOLVED THAT in accordance with the provisions of Sections 149, 150 and 152 read with Schedule IV and other applicable provisions of the Companies Act, 2013 (“ the Act ”) and the Companies (Appointment and Qualifications of Directors) Rules, 2014 (Rules), Regulation 17, 25 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“ listing Regulations ”) and other applicable provisions, if any, (including any statutory modification(s) or re-enactment(s) thereof, for the time being in force), the appointment of Mr. Apurva Chandra (DIN: 02531655), who was appointed as an Additional Director, designated as an Independent Director, pursuant to the provisions of Section 161(1) of the Act and the Articles of Association of the Company and in respect of whom the Company has received a notice in writing under Section 160 of the Act from a member proposing his candidature for the office of Director, being eligible, as an Independent Director of the Company, not liable to retire by rotation and to hold office for a first term of 5 (five) consecutive years with effect from November 05, 2025 until November 4, 2030, be and is hereby approved.

RESOLVED FURTHER THAT the Board of Directors of the Company and Key Managerial Personnel of the company be and are hereby severally authorized, to sign and certify the copy of this resolution as may be required and filing the same with the Registrar of Companies, Ministry of Corporate Affairs or any other regulatory authorities concerned through prescribed form or e-form, document to give effect to this resolution.”

ITEM NO: 2: TO APPROVE THE GIVING OF LOAN OR GUARANTEE OR PROVIDING SECURITY IN CONNECTION WITH THE LOAN AVAILED BY ANY OF THE COMPANY'S SUBSIDIARY(IES), ASSOCIATE ENTITY OR ANY OTHER PERSON SPECIFIED UNDER SECTION 185 OF THE COMPANIES ACT, 2013

TO CONSIDER AND IF THOUGHT FIT, TO PASS THE FOLLOWING RESOLUTION AS A SPECIAL RESOLUTION :

“RESOLVED THAT pursuant to the provisions of Section 185 and other applicable provisions, if any of the Companies Act, 2013 and rules framed thereunder (“ the Act ”) (including any statutory modifications or reenactments thereof for the time being in force), in suppression of the shareholders’ resolution passed at the Extra-Ordinary General Meeting (“EGM”) of the Company held on June 20, 2025 and pursuant to the recommendation of the Audit Committee and approval of the Board of Directors (hereinafter referred to as “ the Board ” which term shall be deemed to include any duly constituted Committee thereof) and subject

Registered Office: BC 105, Havelock Road, Camp, Belgaum – 590001, Karnataka, India. P +91-831-2406600 | CIN L40104KA1980PLC075720 W www.ravindraenergy.com | E [email protected]

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to such approvals, consents, sanctions and permissions as may be necessary, approval of the members of the Company, be and is hereby accorded to the Board of Directors, for advancing loan(s) in one or more tranches including loan represented by way of book debt, inter-company loan or subscription to debentures, and/or giving guarantee(s), and/or providing security(ies) in connection with any financial assistance, loan taken/to be taken /availed/to be availed by any present/subsequent company(ies) which are group companies, associate company(ies), joint venture, or subsidiary company(ies), entity, body corporate, any other person in whom any of the director of the company is interested/may become interested as specified in the explanation to section 185(2) of the Act, up to an aggregate amount not exceeding INR. 1,300 Crores (Indian Rupees One Thousand and Three Hundred Crores Only), this limit shall be excluding the present/subsequent exemptions available to company under Companies Act, 2013 or any subsequent exemption would be granted, including for business sector in which company is operating.

RESOLVED FURTHER THAT the Board of Directors of the company be and are hereby authorized for the purpose of giving effect to this resolution in its absolute discretion as it may deem beneficial and in the best interest of the Company, the aforementioned financial assistance, loan and/or guarantee and/or security which shall only be utilized by the borrower/s for the purpose of its principal business activities and this resolution shall remain in full force and effect until amended or rescinded by the Board and all actions taken by the Board in connection with any matter(s) referred to or contemplated in any of the foregoing resolution/s be and are hereby approved, ratified and confirmed in all respects.

RESOLVED FURTHER THAT for the purpose of giving effect to this resolution, Board of Directors of the Company and Key Managerial Personnel of the company be and are hereby severally authorized to negotiate, finalize and agree to the terms and conditions of the aforesaid loans/guarantees/securities, and to take all necessary steps, to execute all such documents, instruments and writings and to do all such acts, deeds or things incidental or expedient thereto and to settle any question, difficulty or doubt that may arise for the purpose of giving effect to the above resolution.

RESOLVED FURTHER THAT the Board of Directors of the Company and Key Managerial Personnel of the company be and are hereby severally authorized, to sign and certify the copy of this resolution as may be required and filing the same with the Registrar of Companies, Ministry of Corporate Affairs or any other regulatory authorities concerned through prescribed form or e-form to give effect to this resolution.”

ITEM NO: 3: TO APPROVE MATERIAL RELATED PARTY TRANSACTIONS WITH ENERGY IN MOTION LIMITED

TO CONSIDER AND IF THOUGHT FIT, TO PASS THE FOLLOWING RESOLUTION AS AN ORDINARY RESOLUTION :

“RESOLVED THAT pursuant to the provisions under Regulation 23(4) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“ the Listing Regulations ”), Section 188 of the Companies Act, 2013 (“the Act ”) read with the Companies (Meetings of the Board and its Powers) Rules, 2014, and all other

Registered Office: BC 105, Havelock Road, Camp, Belgaum – 590001, Karnataka, India. P +91-831-2406600 | CIN L40104KA1980PLC075720 W www.ravindraenergy.com | E [email protected]

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applicable provisions if any (including any statutory modification(s) or re-enactment thereof for the time being in force), Company’s Policy on Related Party Transactions, in suppression of the shareholders’ resolution passed at an Extra-Ordinary General Meeting (“EGM”) of the Company held on June 20, 2025 and based on approval of the Audit Committee of the Company, approval of the members of the Company be and is hereby accorded to the ‘Board’ (which term shall be deemed to include any Committee constituted / empowered / to be constituted by the Board from time to time to exercise its powers conferred by this resolutions) to continue with the existing contracts/arrangements/transactions and/ or enter into and/or execute new contract(s)/ arrangement(s)/ transaction(s) with respect to giving loans (including by way of inter-company loan or subscription to debentures)/investment in securities /guarantees/ providing securities, to ‘Energy In Motion Limited’ (“EIM”), an Associate Entity and a related party within the meaning as per Regulation 2(1)(zb) of the listing Regulations and Section 2(76) of the Act, notwithstanding the fact that the aggregate value of all these transaction(s), whether undertaken directly by the Company or along with its subsidiary(ies), for an aggregate value which shall at no point of time exceed INR. 1,300 Crores (Indian Rupees One Thousand and Three Hundred Crores Only) in accordance with the sub-limits as set out in explanatory statements subject to such contracts/ arrangements/ transactions being carried out at arm’s length and in the ordinary course of business of the Company.

RESOLVED FURTHER THAT the Board of Directors/committees be and are hereby authorized for the purpose of giving effect to this resolution in its absolute discretion as it may deem beneficial and in the best interest of the Company, the aforementioned financial assistance, investment in securities/ loan and/or guarantee and/or security shall only be utilized by the borrower/s only for the purpose of its principal business activities, this resolution shall remain in full force and effect until amended or rescinded by the Board and a new resolution is passed by the members in this connection all actions taken by the Board in connection with any matter(s) referred to or contemplated in any of the foregoing resolution/s be and are hereby approved, ratified and confirmed in all respects.

RESOLVED FURTHER THAT the Board of Directors of the Company and Key Managerial Personnel of the company be and are hereby severally authorized to negotiate, finalize and agree to the terms and conditions of the aforesaid loans/guarantees/securities/investments etc. and to take all necessary steps, to execute all such documents, instruments and writings and to do all such acts, deeds or things incidental or expedient thereto and to settle any question, difficulty or doubt that may arise for the purpose of giving effect to the above resolution.”

By Order of the Board of Directors For Ravindra Energy Limited

Place: Belgaum Date: December 05, 2025

Sd/Madhukar Shipurkar Company Secretary & Compliance Officer ICSI Mem. No: A64947

Registered Office: BC 105, Havelock Road, Camp, Belgaum – 590001, Karnataka, India. P +91-831-2406600 | CIN L40104KA1980PLC075720 W www.ravindraenergy.com | E [email protected]

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Notes:

  1. The relevant Explanatory Statement pursuant to the provisions of Section 102(1) and 110 of the Act, read together with Rule 20, 22 of the Companies (Management and Administration) Rules, 2014 and other applicable laws as amended, setting out the material facts relating to the aforesaid resolution and the reasons thereof is annexed hereto and forms part of this Notice.

  2. The Company is sending this Notice only in electronic form to those members whose names appear on the Register of Members/List of Beneficial Owners as received from the Company’s Registrar and Share Transfer Agent/Depositories and whose e-mail addresses are registered with the Company/ KfinTech Registrar and Share Transfer Agent/ Depository Participant(s), as on the CutOff date i.e. November 28, 2025.

  3. Only those members whose names appear in the Register of Members / List of Beneficial Owners as on the Cut-Off date shall be eligible to cast their votes through Postal Ballot by remote e-voting. The voting rights of the members shall be in proportion to their share of the paid-up equity share capital of the Company as on the Cut-Off date. Once the vote on the resolution is cast by the member, he/she shall not be allowed to change it subsequently. A person who is not a member on the Cut-Off date should treat this Notice for information purposes only.

It is however, clarified that all 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 RTA [email protected], with copy marked to company [email protected], a copy marked to [email protected]. Members shall be entitled to vote in relation to the aforementioned resolution in accordance with the process specified in this Notice.

  1. The remote e-voting shall commence on Sunday, December 7, 2025, at 9:00 a.m. (IST) and shall conclude on Monday, January 5, 2026, at 5:00 p.m. (IST). During this period, Members of the Company holding shares in physical or electronic form as on the Cut-Off date may cast their vote electronically. The remote e-voting module shall be disabled by KFinTech for voting thereafter. Once the vote on a resolution is cast by the Member, the Member shall not be allowed to change it subsequently or cast the vote again.

  2. The resolutions, if passed with requisite majority through Postal Ballot, shall be deemed to be passed on the last date specified for remote e-voting i.e. Monday, January 05, 2026. Further, resolutions passed by the members through Postal Ballot shall be deemed to have been passed at a general meeting of the members.

  3. The Board of Directors have appointed M/s. Sanjay Dholakia & Associates, Practicing Company Secretaries (Membership No. FCS 2655, CP No. 1798) as the Scrutinizer to scrutinize the postal ballot voting process in a fair and transparent manner.

Registered Office: BC 105, Havelock Road, Camp, Belgaum – 590001, Karnataka, India. P +91-831-2406600 | CIN L40104KA1980PLC075720 W www.ravindraenergy.com | E [email protected]

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  1. The Scrutinizer will submit his report to the Chairman of the Company or any other person as authorized by the Chairman after completion of scrutiny of the e-voting, and the result of the voting by Postal Ballot will be announced within two working days from the conclusion of the e-voting period i.e. on Wednesday, January 07, 2026. The Scrutinizer’s decision on the validity of votes cast will be final.

  2. The Results declared along with the Scrutinizer’s Report shall be placed on the Company’s website at www.ravindraenergy.com and on the website of KFinTech at https://evoting.kfintech.com and the same shall also be communicated to the BSE Limited (‘ BSE’ ) and National Stock Exchange of India Limited (‘ NSE ’), being the stock exchanges where equity shares of the Company are listed for further dissemination.

  3. All the material documents referred to in the Notice will also be available for inspection only through electronic mode on all working days, without any fee, from the date of circulation of this Notice until the last date of receipt of votes by e-voting. Members desirous of inspecting the documents referred to in the Notice or Statement may send their requests to [email protected] / [email protected] from their registered e-mail addresses mentioning their names, folio numbers/DP ID and Client ID.

  4. Members who have not registered their e-mail addresses so far are requested to support this green initiative by registering/ updating their e-mail addresses, as specified hereunder, so that they can receive the Postal Ballot Notice and other communications from the Company electronically:

  5. (a) in respect of shares held in electronic form – by connecting with their respective Depository Participants; and

  6. (b) in respect of shares held in Physical form- Requests can be emailed to [email protected], [email protected] / [email protected] or or by registering with the first holder PAN at https://kprism.kfintech.com/signup. Existing users can login through KPRISM (https://kprism.kfintech.com/ ) All updation has to be done through ISR Forms as prescribed by SEBI.

  7. Dispatch of this Notice and the Explanatory Statement shall be published through an advertisement in one Regional Newspaper, widely circulated at district where registered office of the company is situated (in vernacular language i.e., Kannada) and one English newspaper having country-wide circulation (in English Language).

  8. The votes in this Postal Ballot cannot be exercised through proxy.

  9. In respect of any grievances in relation to the Postal ballot e-voting, the members may please connect with the Company Secretary and Compliance Officer with the details as follows:

Registered Office: BC 105, Havelock Road, Camp, Belgaum – 590001, Karnataka, India. P +91-831-2406600 | CIN L40104KA1980PLC075720

W www.ravindraenergy.com | E [email protected]

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Name: Madhukar Shipurkar

Designation: Company Secretary and Compliance Officer Registered office: BC 105, Havelock Road, Camp, Belgaum – 590001, Karnataka, India. Email id: [email protected] / [email protected] ; Phone No: +91-831-2406600

  1. SEBI has mandated the submission of Permanent Account Number (PAN) by every participant in securities market. Members holding shares in electronic form, are therefore requested to submit the PAN to their Depository Participants (DPs) with whom they are maintaining their demat account(s). Members holding shares in physical form can submit their PAN details to the Registrar and Transfer Agent of the Company KFinTech.

Further, SEBI has mandated to update PAN and Bank particulars with the RTAs, to exercise enhanced due diligence to streamline and strengthen the procedures and processes with regard to handling and maintenance of records, transfer of securities and payment of dividend / interest / redemption by the RTAs, Issuer Companies and Bankers to Issue.

Accordingly, the shareholders whose ledger folios do not have or having incomplete details with regard to PAN and Bank particulars are requested to compulsorily furnish the details to the RTA for registration in the folio. As per the records with RTA, your folio needs to be updated with the PAN / complete Bank details so that the investments held by you will be fully protected with proper KYC compliance.

  1. Awareness about Online Resolution of Disputes in the Indian Securities Market through Online Dispute Resolution ('ODR') Portal:

  2. i. This is to inform the Members that the Securities and Exchange Board of India ("SEBI") vide circular no. SEBI/HO/OIAE/OIAE_IAD1/P/CIR/2023/131 dated July 31, 2023 issued guidelines for online resolution of disputes in the Indian securities market through establishment of a common ODR Portal which harnesses online conciliation and online arbitration for resolution of disputes arising between investors/clients and listed companies (including their RTA's) or specified intermediaries/regulated entities in the securities market.

  3. ii. SEBI vide circular no. SEBI/HO/OIAE/OIAE_IAD-1/P/CIR/2023/135 dated August 4, 2023, has further clarified that the investor shall first take up his/her/their grievance with the Market Participant (Listed Companies, specified intermediaries, regulated entities) by lodging a complaint directly with the concerned Market Participant. If the grievance is not redressed satisfactorily, the investor may escalate the same through the SCORES Portal in accordance with the process laid out. After exhausting the above options for resolution of

Registered Office: BC 105, Havelock Road, Camp, Belgaum – 590001, Karnataka, India. P +91-831-2406600 | CIN L40104KA1980PLC075720 W www.ravindraenergy.com | E [email protected]

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the grievance, if the investor is still not satisfied with the outcome, he/ she/they can initiate dispute resolution through the ODR Portal.

iii. The SMART ODR Portal can be accessed at: https://smartodr.in/login.

  1. The process and manner for remote e-voting is as under:

  2. a. In compliance with the provisions of Section 108 of the Act, Rule 20 of the Companies (Management and Administration) Rules, 2014, as amended from time to time, Regulation 44 of the Listing Regulations read with SEBI circular no. SEBI/HO/CFD/CMD/CIR/P/2020/242 dated 9th December, 2020 relating to ‘e-voting Facility Provided by Listed Entities’ (“SEBI e-voting Circular”) the Members are provided with the facility to cast their vote electronically, through the remote e-voting services provided by KFin, on the resolutions set forth in this Notice. The instructions for remote e-voting are given herein below.

  3. b. E-voting process has been enabled for all the individual demat account holders, by way of single login credential, through their demat accounts / websites of Depositories / DPs in order to increase the efficiency of the voting process.

  4. c. Individual demat account holders would be able to cast their vote without having to register again with the E-voting Service Provider (“ESP”) thereby not only facilitating seamless authentication but also ease and convenience of participating in e-voting process. Members are advised to update their mobile number and e-mail ID with their DPs to access e-voting facility.

  5. d. The process and manner of remote e-voting is explained below:

  6. i. Access to Depositories e-voting system in case of individual Members holding shares in demat mode.

  7. ii. Access to KFinTech e-voting system in case of Members holding shares in physical and non-individual Members in demat mode.

  8. I. Access to Depositories e-voting system in case of individual Members holding shares in demat mode.

Type of Member Login
Individual
Members
holding securities in
demat
mode
with
NSDL		 1. For
OTP
based
login
you
can
click
onhtps://eservices.nsdl.com/SecureWeb/evotng/evotnglogin.jsp
. You will have to enter your 8-digit DP ID,8-digit Client Id, PAN No.,
Verifcaton code and generate OTP. Enter the OTP received on
registered email id/mobile number and click on login. Afer
successful authentcaton, you will be redirected to NSDL Depository
site wherein you can see e-Votng page. Click on the company name
or e-Votng service provider name and you will be re-directed to e-
Votng service provider website for castng your vote during the
remote e-Votng period or joining virtual meetng & votng during
the meetng.

Registered Office: BC 105, Havelock Road, Camp, Belgaum – 590001, Karnataka, India. P +91-831-2406600 | CIN L40104KA1980PLC075720 W www.ravindraenergy.com | E [email protected]

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**2. ** Existng Internet-based Demat Account Statement (“IDeAS”) Existng Internet-based Demat Account Statement (“IDeAS”)
facility Users:
i. Visit the e-services website of NSDLhtps://eservices.nsdl.com
either on a personal computer or on a mobile.
ii. On the e-services home page click on the “Benefcial Owner”
icon under “Login” which is available under ‘IDeAS’ secton.
Thereafer enter the existng user id and password.
iii. Afer successful authentcaton, Members will be able to see
e-votng services under ‘Value Added Services’. Please click on
“Access to e-votng” under e-votng services, afer which the
e-votng page will be displayed.
iv. Click on company name i.e.Ravindra Energy Limitedor ESP i.e.
KFinTech.
v. Members will be re-directed to KFin’s website for castng their
vote during the remote e-votng period.
**3. ** Those not registered under IDeAS:
i. Visithtps://eservices.nsdl.com for registering.
ii. Select “Register Online for IDeAS Portal” or click at
htps://eservices.nsdl.com/SecureWeb/IdeasDirectReg.jsp
iii. Visit
the
e-votng
website
of
NSDL
htps://www.evotng.nsdl.com.
iv. Once the home page of e-votng system is launched, click on
the icon “Login” which is available under ‘Shareholder /
Member’ secton. A new screen will open.
v. Members will have to enter their User ID (i.e. the sixteen digit
demat account number held with NSDL), password / OTP and a
verifcaton code as shown on the screen.
vi. Afer successful authentcaton, Members will be redirected to
NSDL Depository site wherein they can see e-votng page.
vii. Click on company name i.eRavindra Energy Limitedor ESP
name i.e KFin afer which the Member will be redirected to ESP
website for castng their vote during the remote e-votng
period.
viii. Members can also download the NSDL Mobile App “NSDL
Speede” facility by scanning the QR code mentoned below for
seamless votng experience.

==> picture [190 x 110] intentionally omitted <==

Registered Office: BC 105, Havelock Road, Camp, Belgaum – 590001, Karnataka, India. P +91-831-2406600 | CIN L40104KA1980PLC075720 W www.ravindraenergy.com | E [email protected]

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Type of Member Login Method
Individual
Members holding
securities in demat
mode withCDSL		 1. Existng user who have opted for Electronic Access To Securites
Informaton (“Easi/ Easiest”) facility:
i. Visit
htps://web.cdslindia.com/myeasitoken/Home/Login
or
www.cdslindia.com.
ii. Click on New System Myeasi.
iii. Login to Myeasi opton under quick login.
iv. Login with the registered user ID and password.
v. Members will be able to view the e-votng Menu.
vi. The Menu will have links of KFin e-votng portal and will be redirected
to the e-votng page of KFin to cast their vote without any further
authentcaton.
2. User not registered for Easi/ Easiest
i. Visit
https://web.cdslindia.com/myeasitoken/Registration/EasiRegistration
or
https://web.cdslindia.com/myeasitoken/Registration/EasiestRegistrati
on for registering.
ii. Proceed to complete registraton using the DP ID, Client ID (BO ID), etc.
iii. Afer successful registraton, please follow the steps given in point
no. 1 above to cast your vote.
3. Alternatvely, by directly accessing the e-votng website of CDSL
i. Visitwww.cdslindia.com.
ii. Provide demat account number and PAN.
iii. System will authentcate user by sending OTP on registered mobile and
email as recorded in the demat Account.
iv. Afer successful authentcaton, please enter the e-votng module of
CDSL. Click on the e-votng link available against the name of the
Company, viz.Ravindra Energy Limitedor select KFin.
v. Members will be re-directed to the e-votng page of KFin to cast their
vote without any further authentcaton.
Individual
Members
login
through
their
demat accounts /
website of DPs		 i. Members can also login using the login credentials of their demat account
through their DPs registered with the Depositories for e-voting facility.
ii. Once logged-in, Members will be able to view e-voting option.
iii. Upon clicking on e-voting option, Members will be redirected to the NSDL
/ CDSL website after successful authentication, wherein they will be able
to view the e-voting feature.
iv. Click on options available againstRavindra Energy Limitedor ‘KFin’.
v. Members will be redirected to e-voting website of KFinTech for casting
their vote during the remote e-voting period without any further
authentication.

Registered Office: BC 105, Havelock Road, Camp, Belgaum – 590001, Karnataka, India. P +91-831-2406600 | CIN L40104KA1980PLC075720 W www.ravindraenergy.com | E [email protected]

==> picture [131 x 81] intentionally omitted <==

Important note: Members who are unable to retrieve User ID / Password are advised to use Forgot user ID and Forgot Password option available at respective websites.

**Login type ** Helpdesk details
Securities held with
NSDL
Please contact NSDL helpdesk by sending a request [email protected] or
call at toll free no.:1800 102 0990and1800 22 4430
Securities held with
CDSL
Please
contact
CDSL
helpdesk
by
sending
a
request
at
[email protected] contact at022-62343625, 022-62343626,
022-62343259

  • II. Login method for e-voting for Members other than Individual’s Members holding shares in demat mode and Members holding securities in physical mode.

  • A. MEMBERS WHOSE EMAIL IDS ARE REGISTERED WITH THE COMPANY / DEPOSITORY PARTICIPANTS(S), WILL RECEIVE AN EMAIL FROM KFINTECH WHICH WILL INCLUDE DETAILS OF E-VOTING EVENT NUMBER (EVEN), USER ID AND PASSWORD.

They will have to follow the following process:

  • i. Launch internet browser by typing the URL: https://emeetings.kfintech.com.

  • ii. Enter the login credentials (i.e., User ID and password). In case of physical folio, User ID will be EVEN (E-Voting Event Number) xxxx, followed by folio number. In case of Demat account, User ID will be your DP ID and Client ID. However, if you are already registered with KFin for e-voting, you can use your existing User ID and password for casting the vote.

  • iii. After entering these details appropriately, click on “LOGIN”.

  • iv. You will now reach password change Menu wherein you are required to mandatorily change your password. The new password shall comprise of minimum 8 characters with at least one upper case (A- Z), one lower case (a-z), one numeric value (0-9) and a special character (@,#,$, etc.,). The system will prompt you to change your password and update your contact details like mobile number, e-mail ID etc. on first login. You may also enter a secret question and answer of your choice to retrieve your password in case you forget it. It is strongly recommended that you do not share your password with any other person and that you take utmost care to keep your password confidential.

  • v. You need to login again with the new credentials.

  • vi. On successful login, the system will prompt the Member to select the “EVENT” i.e., ‘Ravindra Energy Limited” and click on “Submit”

  • vii. On the voting page, enter the number of shares (which represents the number of votes) as on the Cut-off Date under “FOR/AGAINST” or alternatively, you may partially enter any number in “FOR” and partially “AGAINST” but the total number in “FOR/ AGAINST” taken together shall not exceed your total shareholding as mentioned herein above. You may also choose the option “ABSTAIN”.

Registered Office: BC 105, Havelock Road, Camp, Belgaum – 590001, Karnataka, India. P +91-831-2406600 | CIN L40104KA1980PLC075720 W www.ravindraenergy.com | E [email protected]

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If the Member does not indicate either “FOR” or “AGAINST” it will be treated as “ABSTAIN” and the shares held will not be counted under either head.

  • viii. Members holding multiple folios/demat accounts shall choose the voting process separately for each folio/ demat accounts.

  • ix. Voting has to be done for each item of the notice separately.

  • x. In case you do not desire to cast your vote, it will be treated as abstained.

  • xi. You may then cast your vote by selecting an appropriate option and click on “Submit”.

  • xii. A confirmation box will be displayed. Click “OK” to confirm else “CANCEL” to modify. Once you have voted on the resolution, you will not be allowed to modify your vote. During the voting period, Members can login any number of times till they have voted on the resolution/s.

  • B. MEMBERS WHOSE EMAIL ID’S ARE NOT REGISTERED WITH THE COMPANY/DEPOSITORY PARTICIPANTS(S), AND CONSEQUENTLY THE NOTICE DOCUMENT AND E-VOTING INSTRUCTIONS CANNOT BE SERVICED, WILL HAVE TO FOLLOW THE FOLLOWING PROCESS:

  • i. Members who have not registered their email address, thereby not being in receipt of the Notice document and e-voting instructions, may temporarily get their email address and mobile number submitted with KFinTech, by accessing the link: https://ris.kfintech.com/clientservices/ mobilereg/mobileemailreg.aspx

  • ii. Members are requested to follow the process as guided to capture the email address and mobile number for receiving the soft copy of the Notice and e-voting instructions along with the User ID and Password. In case of any queries, Members may write to [email protected] .

  • iii. Alternatively, Members may send an e-mail request at the email id [email protected] along with scanned copy of the request letter, duly signed, providing their email address, mobile number, self- attested PAN copy and Client Master copy in case of electronic folio and copy of share certificate in case of physical folio for sending the Notice and the e-voting instructions or at at https://kprism.kfintech.com/signup.

  • iv. After receiving the e-voting instructions, please follow all the above steps to cast your vote by electronic means.

Other Instructions:

  • I. A person, whose name is recorded in the Register of Members or in the Register of Beneficial Owners maintained by the Depositories as on the cut-off date only shall be entitled to avail the facility of remote e-voting.

  • II. The voting rights of Members shall be in proportion to their shares of the paid-up equity share capital of the Company as on the cut-off date i.e. Friday, November 28, 2025.

Registered Office: BC 105, Havelock Road, Camp, Belgaum – 590001, Karnataka, India. P +91-831-2406600 | CIN L40104KA1980PLC075720 W www.ravindraenergy.com | E [email protected]

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  • III. Any person holding shares as of the cut-off date may obtain the User ID and Password in the manner as mentioned below:

  • a) If the mobile number of the Member is registered against Folio No. / DP ID Client ID, the

Member may send SMS:

MYEPWDE-voting Event Number + Folio No. or DP ID Client ID to

+91 92129 93399

Example for NSDL: MYEPWD IN12345612345678

Example for CDSL: MYEPWD 1402345612345678

Example for Physical: MYEPWD XXX1234567890

  • b) If email ID of the Member is registered against Folio No. / DP ID Client ID, then on the home page of https:// evoting.kfintech.com, the Member may click ‘Forgot password’ and enter Folio No. or DP ID Client ID and PAN to generate a password.

  • c) Members may call on the tollfree number 1800 309 4001.

  • d) Members may send an email request to: [email protected]. If the Member is already registered with the KFinTech e-voting platform then such Member can use his / her existing User ID and password for casting the vote through remote e-voting.

General Guidelines for Members:

  1. Institutional members (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 signatures of the duly authorised signatory(ies) who are authorised to vote on their behalf. The documents should be emailed to [email protected] with the subject line “ RAVINDRA ENERGY LIMITED Postal Ballot YEAR 2025”.

  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 https://evoting.kfintech.com to reset the password.

  3. In case of any query and/ or assistance required, Members may refer to the Help & Frequently Asked Questions (“FAQs”) available at the download section of https://evoting.kfintech.com or contact KFin at the email ID [email protected] or call KFin’s toll free No.: 1800 309 4001 for any further clarifications/ technical assistance that may be required.

Registered Office: BC 105, Havelock Road, Camp, Belgaum – 590001, Karnataka, India. P +91-831-2406600 | CIN L40104KA1980PLC075720 W www.ravindraenergy.com | E [email protected]

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STATEMENT PURSUANT TO SECTION 102(1) AND 110 OF THE COMPANIES ACT, 2013 (‘ACT’) READ WITH RULE 22 OF THE COMPANIES (MANAGEMENT AND ADMINISTRATION) RULES, 2014 AND ADDITIONAL INFORMATION AS REQUIRED UNDER THE SECURITIES AND EXCHANGE BOARD OF INDIA (LISTING OBLIGATIONS AND DISCLOSURE REQUIREMENTS) REGULATIONS, 2015.

The following Statement sets out all material facts relating to the Special Business proposed in this Postal Ballot Notice.

ITEM 1: TO APPROVE THE APPOINTMENT OF MR. APURVA CHANDRA (DIN: 02531655) AS AN INDEPENDENT DIRECTOR OF THE COMPANY

Pursuant to the provisions of Sections 149, 152, 161 and all other applicable provisions, if any, of the Companies Act, 2013 (“Act”) read with Schedule IV to the Act and the Companies (Appointment and Qualification of Directors) Rules, 2014 (including any statutory modification(s) or re-enactment thereof for the time being in force) and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“SEBI Listing Regulations, 2015”) read with the Articles of Association of the Company, The Nomination and Remuneration Committee of the Company after evaluating and considering the skills, experience and knowledge that would be available to the Board of Directors, recommended to the Board of Directors, appointment of Mr. Apurva Chandra (DIN: 02531655) as an Independent Director of the Company. The Board of Directors, at their meeting held on November 5, 2025 considered the recommendation and appointed Mr. Apurva Chandra (DIN: 02531655), with effect from November 5, 2025, as an Additional Director, designated as an Independent Director of the Company for a period of 5 (five) consecutive years to hold office until November 4, 2030, subject to approval of the members.

The Company has received all statutory disclosures and declarations necessary for directorship from Mr. Apurva Chandra, including, written consent to act as director (Form DIR-2) as per the Companies (Appointment and Qualifications of Directors) Rules, 2014, intimation confirming nondisqualification under Section 164(2) of the Act(Form DIR-8), declaration of meeting independence criteria under Section 149(6) of the Act and SEBI Listing Regulations, 2015, written notice by a member proposing his candidature under Section 160(1) of the Act, confirmation of compliance with Appointment Rules (Rules 6(1) and 6(2) of the Companies (Appointment and Qualifications of Directors) Rules, 2014, regarding registration with the data bank of Independent Directors maintained by the Indian Institute of Corporate Affairs and a declaration pursuant to BSE Circular No. LIST/COMP/14/2018-19 dated 20th June, 2018 and NSE Circular No. NSE/ CML/2018/24 dated 20th June, 2018 that he has not been debarred from holding office of a Director by virtue of any Order passed by the Securities and Exchange Board of India / Ministry of Corporate Affairs or any such statutory authority..

In the opinion of the Board of Directors, Mr. Apurva Chandra fulfils the conditions for appointment as an Independent Director as specified in the Act and the Listing Regulations. Mr. Apurva Chandra

Registered Office: BC 105, Havelock Road, Camp, Belgaum – 590001, Karnataka, India. P +91-831-2406600 | CIN L40104KA1980PLC075720 W www.ravindraenergy.com | E [email protected]

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is independent of the management and possesses appropriate skills, experience, knowledge and capabilities, required for the role of Independent Director.

Brief Profile:

Mr. Apurva Chandra (DIN: 02531655), is retired senior Indian Administrative Service (IAS) officer of the 1988 Maharashtra cadre and has over 36 years of experience in public administration, policy formulation and industrial development. During his distinguished career, he has served as Secretary in the Ministry of Health & Family Welfare, Ministry of Information & Broadcasting and Ministry of Labour & Employment. He was also Director General (Acquisition) in the Ministry of Defense, Principal Secretary (Industries) in the Government of Maharashtra and Joint Secretary in the Ministry of Petroleum & Natural Gas. He has also served on reputed international bodies like International Labour Organisation.

During his service he has held various Board positions in following Government entities:

  • GAIL (India) Limited

  • Petronet LNG

  • Mahanagar Gas Limited

  • MOIL Limited

  • Maharashtra Industrial Development Corporation (MIDC)

  • SICOM Limited

  • Maharashtra Airport Development Corporation

  • Maharashtra Maritime Board

Mr. Apurva Chandra is post graduate in engineering stream he has done Master’s in Structural Engineering and Bachelor’s in Civil Engineering from Indian Institute of Technology (IIT) Delhi. In addition to his qualifications in engineering stream he has done Diploma in Business Finance from Institute of Chartered Financial Analysts of India and has also obtained Accountancy Certificate from London School of Economics.

The necessary skills essential for the efficient operation of the Board of the Company include leadership qualities, industry knowledge and experience, understanding of relevant laws, rules, regulation and policy, corporate governance, financial expertise, risk management, global experience / international exposure and the Board believes that the appointment of Mr. Apurva Chandra is justified due to the relevant skills, leadership qualities, industry knowledge, experience and expertise possessed by him.

Details of Mr. Apurva Chandra pursuant to the provisions of (i) Listing Regulations; and (ii) Secretarial Standard on General Meetings issued by the Institute of Company Secretaries of India, are provided in the “ Annexure A ” to this Postal Ballot Notice.

Registered Office: BC 105, Havelock Road, Camp, Belgaum – 590001, Karnataka, India. P +91-831-2406600 | CIN L40104KA1980PLC075720 W www.ravindraenergy.com | E [email protected]

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Mr. Apurva Chandra shall be only sitting fee for attending meetings of the Board or Committees thereof or for any other meetings as may be decided by the Board of Directors, reimbursement of expenses for participating in the Board and other meetings.

In accordance with the provisions of Sections 149, 150, 152 read with Schedule IV to the Act, other applicable provisions of the Act, and listing regulations, appointment of Mr. Apurva Chandra as an Independent Director requires approval of members of the Company. Further, in terms of Regulation 25(2A) of the Listing Regulations, appointment of Mr. Apurva Chandra as an Independent Director requires approval of members of the Company by passing a special resolution. Accordingly, the approval of members is sought for appointment of Mr. Apurva Chandra as an Independent Director of the Company.

Copy of the letter of appointment issued to Mr. Apurva Chandra setting out the terms and conditions of appointment is available for inspection by the members electronically. Members seeking to inspect the same can send an email to [email protected] with copy marked to [email protected]. Mr. Apurva Chandra is interested in the resolution set out at Item No. 1 of this Postal Ballot Notice with regard to his appointment. Relatives of Mr. Apurva Chandra may be deemed to be interested in the resolution to the extent of their shareholding interest, if any, in the Company.

Save and except the above, none of the other Directors / Key Managerial Personnel of the Company / their relatives are, in any way, concerned or interested, financially or otherwise, in the resolution.

The Board of Directors commends the Special Resolution set out at Item No. 1 of this Postal Ballot Notice for approval by the members.

ITEM 2: TO APPROVE THE GIVING OF LOAN OR GUARANTEE OR PROVIDING SECURITY IN CONNECTION WITHTHE LOAN AVAILED BY ANY OF THE COMPANY'S SUBSIDIARY(IES) OR ANY OTHER PERSON SPECIFIED UNDER SECTION 185 OF THE COMPANIES ACT, 2013

The provisions under section 185 of the Companies Act, 2013 (“the Act”) read with the Companies (Meetings of the Board and its Powers) Rules 2014, stipulates that no company shall, directly or indirectly, advance any loan, including any loan represented by a book debt to, or give any guarantee or provide any security in connection with any loan taken by — (a) any director of company, or of a company which is its holding company or any partner or relative of any such director; or (b) any firm in which any such director or relative is a partner.

Further the proviso to Section 185 (1) allows a company to advance any loan including any loan represented by a book debt, or give any guarantee or provide any security in connection with any loan taken by any person in whom any of the director of the company is interested (as specified under section 185(2) of the Act), subject to the condition that (a) a special resolution is passed by

Registered Office: BC 105, Havelock Road, Camp, Belgaum – 590001, Karnataka, India. P +91-831-2406600 | CIN L40104KA1980PLC075720 W www.ravindraenergy.com | E [email protected]

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the company in general meeting, (b) the loans are utilized by the borrowing company for its principal business activities.

For the purpose of growth and expansion of the company’s business activities including but not limited to investment in renewable energy business, investment in electric vehicle business etc. and to render support for the business requirements of its Subsidiary Companies, Associates or Joint Venture, group entities and any other person in whom any of the Director of the Company may be deemed to be interested, it is proposed to give loan(s) including loans represented by way of book debt, intercompany loan or subscription to debentures, and/or guarantee(s) and/or security(ies) in connection with any loan taken/to be taken by any present/subsequent company(ies) which are group companies, associates, joint venture, or subsidiary company(ies), entity, body corporate, any other person in whom any of the director/s of the company is/are interested as specified in section 185(2) of the Act for an aggregate amount not exceeding INR. 1,300 Crores (Indian Rupees One Thousand and Three Hundred Crores Only) excluding the present/subsequent exemptions available to company under Companies Act, 2013 or any subsequent exemption would be granted for the sector in which company is operating.

Members are requested to note that the aforesaid proposal is in suppression of earlier limit of Rs. 300 crores approved by the shareholders at the Extra-Ordinary General Meeting of the Company held on June 20, 2025.

The members may note that, the Board of Directors of the Company would carefully evaluate the proposals and provide such loan including by way of inter-company loan or subscription to debentures,/ guarantee or security through deployment of funds out of surplus funds/internal resources/accruals/financial assistance from any banks/financial institutions/body corporates and/or any other appropriate sources, from time to time, at such rate of interest allowed under the Companies Act 2013, Income Tax Act, and such other applicable law, rules, regulation, Act and as agreed by the parties in the best interest of the Company, and shall be used by the borrowing company/entity/ any other person in whom any of the director/s of the company is/are interested for its principal business activities only.

The resolution as set forth in Item No. 2 of this Notice has been recommended by the Audit Committee at their meeting held on Friday, December 5, 2025 to the Board, and the Board has approved the same at their meetings held on the same date.

Except Mr. Narendra Murkumbi, Mr. Shantanu Lath, Dr. Vidya Murkumbi, Directors and their relatives, none of the other directors, Key Managerial Personnel of the Company or any of their relatives, are in any way concerned or interested, financially or otherwise, in the aforesaid special resolution, except to their equity holdings and Directorships in the Company.

Registered Office: BC 105, Havelock Road, Camp, Belgaum – 590001, Karnataka, India. P +91-831-2406600 | CIN L40104KA1980PLC075720 W www.ravindraenergy.com | E [email protected]

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The Board of Directors commends the Special Resolution set out at Item No. 2 of this Postal Ballot Notice for approval by the members.

ITEM NO: 3: TO APPROVE MATERIAL RELATED PARTY TRANSACTION WITH ENERGY IN MOTION LIMITED

The provisions under Regulation 23(4) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“Listing Regulations”) read with Schedule XII thereto, requires the prior approval of the shareholders through a resolution for all material related party transactions proposed to be entered into by the Company. Further, the provisions under Section 188 of the Companies Act, 2013 (‘the Act”) read with Rule 15 of the Companies (Meetings of the Board and its Powers) Rules, 2015 (“the Rules”) states that no Company shall enter in to material related party transactions except with the consent of the members of the Company, where such transactions are either not (a) in the ordinary course of business or (b) on an arm’s length basis.

The Company proposes to enter into certain related party transaction(s) within the meaning as per Regulation 2(1((zc) of the listing regulations, by way of giving loan or guarantee or providing security to ‘Energy In Motion Limited’ (“EIM”), an Associate Entity and related party to the Company within the meaning as per Regulation 2(1((zb) of the listing regulations read with Section 2(76) of the Act, for an aggregate value which shall at no point of time exceed INR. 1,300 Crores (Indian Rupees One Thousand and Three Hundred Crores Only).

Members are requested to note that the aforesaid proposal is in suppression of earlier limit of Rs. 300 crores approved by the shareholders at the Extra-Ordinary General Meeting of the Company held on June 20, 2025.

The transaction referred to above in entirety falls within the purview of Material Related Party Transaction in accordance with the provisions under Regulation 23(1) read with Schedule XII of the listing regulations, as the value of the proposed transaction i.e. INR 1,300 crores exceeds 10% of annual consolidated turnover of the Company. Accordingly, approval of the members is being sought for the proposed transaction.

The Board is of the view that, the Company is financially sound enough, even if it gives loan/guarantee(s)/providing security(ies)/makes investments in securities for an amount of up to INR. 1,300 Crores (Indian Rupees One Thousand and Three Hundred Crores Only) to EIM. Further the members are requested to note that, EIM shall use the proposed loan/guarantee/security provided for its principal business activities only.

Registered Office: BC 105, Havelock Road, Camp, Belgaum – 590001, Karnataka, India. P +91-831-2406600 | CIN L40104KA1980PLC075720 W www.ravindraenergy.com | E [email protected]

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EIM's project involves - Building electric trucks and setting up a huge nationwide network of battery charging and swapping stations, which will be powered by clean energy from its parent, Ravindra Energy Limited (REL). The financial arrangement would help both the companies by providing EIM the necessary capital and giving REL a guaranteed, long-term customer for its renewable power.

The company has not paid or received any advance for the said transaction and the Company has considered all the factors relevant to the said transaction. The pricing and other commercial terms, of the transaction will be on arms’ length basis and as per the applicable provisions of Companies Act, 2013 and rules made therein in relation to providing corporate guarantee/loan and investment in securities. The information as required pursuant to the provisions under Chapter IIIB of the SEBI Master Circular dated November 11, 2024, and Rule 15 of the Companies’ (Meetings of the Board and its Powers) Rules, 2014 are provided in the “ Annexure B ” to this Postal Ballot Notice.

The resolution as set forth in Item No. 3 of this Notice has been recommended by the Audit Committee at their meeting held on Friday, December 5, 2025 to the Board, and the Board has approved the same at their meetings held on the same date. The company had placed relevant disclosure as required as per the provisions, regulations, guidelines, etc. before audit committee, and it has determined that, the promoter/s will not be benefit from this transaction at the expense of public shareholders. Further, the members are requested to note that the Audit Committee has reviewed the certificate received from Mr. Shantanu Lath, Chief Executive Officer and Mr. Vikas Pawar, Chief Financial Officer, confirming that the terms of the proposed Related Party Transaction, are in the interests of the Company.

Except Mr. Narendra Murkumbi, Mr. Shantanu Lath, Dr. Vidya Murkumbi, Directors and their relatives, none of the other directors, Key Managerial Personnel of the Company or any of their relatives, are in any way concerned or interested, financially or otherwise, in the aforesaid ordinary resolution, except to their equity holdings and Directorships in the Company.

The Board of Directors commends the Ordinary Resolution set out at Item No. 3 of this Postal Ballot Notice for approval by the members.

By Order of the Board of Directors For Ravindra Energy Limited

Place: Belgaum Date: December 05, 2025

Sd/Madhukar Shipurkar Company Secretary & Compliance Officer ICSI Mem. No: A64947

Registered Office: BC 105, Havelock Road, Camp, Belgaum – 590001, Karnataka, India. P +91-831-2406600 | CIN L40104KA1980PLC075720 W www.ravindraenergy.com | E [email protected]

Annexure A:

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Details of Mr. Apurva Chandra (DIN: 02531655) pursuant to the provisions under Listing Regulations; and the Secretarial Standard on General Meetings:

Name of the Director Mr. Apurva Chandra
DIN 02531655
Designation/category of director Additional Director, Non-Executive
(Independent)
Date of Birth/(Age) 19/09/1964(61years)
Qualifications Mr. Apurva Chandra is post graduate in
engineering stream and has done Master’s in
Structural Engineering and Bachelor’s in Civil
Engineering
from
Indian
Institute
of
Technology (IIT) Delhi. In addition to his
qualifications in engineering stream he has
done Diploma in Business Finance from
Institute of Chartered Financial Analysts of
India and has also obtained Accountancy
Certificate from London School of Economics
Date of first appointment on the Board November 5,2025
Details of Remuneration sought to bepaid As mentioned in the ExplanatoryStatement
Experience/brief profile/ nature of expertise
in specific functional areas		 As mentioned in the Explanatory Statement
Terms and conditions of appointment/ re-
appointment		 As mentioned in the Explanatory Statement
Directorships held in other companies
(excluding foreign companies)		 Mr. Apurva Chandra holds directorship in the
following entities:
•
Sudarshan Chemical Industries Limited
•
Infrastructure Leasing and Financial
Services Limited
•
CEAT Limited
•
Synergy Advanced Metals
•
IL & FS FINANCIAL SERVICES LIMITED
Memberships / Chairpersonship of
committees across companies as on (only
Statutory Committees as required to be
constituted under the Act considered)		 Committee Chairmanships and
Memberships:
1. Sudarshan Chemical Industries Limited
- Audit Committee – Member
2. Infrastructure Leasing and Financial
Services Limited
Audit Committee and Nomination and
Remuneration committee - Member

Registered Office: BC 105, Havelock Road, Camp, Belgaum – 590001, Karnataka, India. P +91-831-2406600 | CIN L40104KA1980PLC075720 W www.ravindraenergy.com | E [email protected]

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Listed entities from which the Director has
resigned in thepast threeyears		 Nil
In case of independent directors, the skills
and capabilities required for the role and the
manner in which the proposed person meets
such requirements		 As mentioned in the Explanatory Statement
Shareholding
in
the Company
(equity)
including shareholding as a beneficial owner
as on November 05,2025		 1,000 Equity shares (0.00%)
Relationship with other Directors / Manager /
Key Managerial Personnel		 Mr. Apurva Chandra is not related to any
other director or key managerial personnel
of the Company
Number of Board Meetings attended during
FY 2024-25		 Not Applicable FY 2024-25
But, post his appointment w.e.f. November
5,2025 - 2 meetings he has attended.
Remuneration last drawn NA

Registered Office: BC 105, Havelock Road, Camp, Belgaum – 590001, Karnataka, India. P +91-831-2406600 | CIN L40104KA1980PLC075720 W www.ravindraenergy.com | E [email protected]

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Annexure B:

Information as required pursuant to the provisions under Chapter IIIB of the SEBI Master Circular dated November 11, 2024, and Rule 15 of the Companies’ (Meetings of the Board and its Powers) Rules, 2014

Particulars of the Information Informationprovided by the Management
PART A
1. Basic Details of the Related Party
Name of the Related Party Energy In Motion Limited (“EIM”)
CIN: U29304KA2024PLC186460
Registration No. 186460
Incorporated on March 19, 2024
Registered office: BC 105 Havelock Road, Camp,
Belgaum,Karnataka,India 590001.
Country of Incorporation of the Related
Party		 India
Nature of business of the related party To carry on in India or abroad the business of
providing energy services and energy storage
services to electrical vehicles, manufacture of
motor vehicle electrical equipment, such as
generators, alternators, spark plugs, ignition
wiring harnesses, power window and door
systems, assembly of purchased gauges into
instrumentpanels,voltage regulators,etc.
2. Relationship and Ownership of the Related Party
Relationship
between
the
listed
entity/subsidiary (in case of transaction
involving the subsidiary) and the related
party – including nature of its concern
(financial or otherwise) and the following:
•
Shareholding of the listed entity/
subsidiary (in case of transaction involving
the subsidiary), whether direct or indirect,
in the related party.
•
Where the related party is a
partnership firm or a sole proprietorship
concern or a body corporate without share
capital, then capital contribution, if any,
made by the listed entity/ subsidiary (in case
of transaction involving the subsidiary).
•
Shareholding of the related party,
whether direct or indirect,in the listed		 With 49.50% of the share capital in EIM being
held by Ravindra Energy Limited (“the
Company”), EIM is an associate entity of the
Company.
EIM does not hold any shares/stake directly or
indirectly in the Company.

Registered Office: BC 105, Havelock Road, Camp, Belgaum – 590001, Karnataka, India. P +91-831-2406600 | CIN L40104KA1980PLC075720 W www.ravindraenergy.com | E [email protected]

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entity/ subsidiary (in case of transaction involving the subsidiary).

Explanation: Indirect shareholding shall mean shareholding held through any person, over which the listed entity/Subsidiary/ related party has control.

While calculating indirect shareholding, shareholding held by relatives shall also be considered.

entity/ subsidiary (in case of transaction
involving the subsidiary).
Explanation: Indirect shareholding shall
mean shareholding held through any
person,
over
which
the
listed
entity/Subsidiary/ related party has control.
While calculating indirect shareholding,
shareholding held by relatives shall also be
considered.
3. Details of previous transactions with the related party
Total amount of all the transactions
undertaken by the listed entity or subsidiary
with the related party during the last
financial year.
Explanation: Details need to be disclosed
separately for listed entity and its subsidiary.		 Sr
No.		 Nature
of
Transaction		 FY2024-25
(In Crores)
1. Equityinvestment 49.49
2 Expenses
Reimbursements		 0.23 (repaid)
3 Inter
corporate
loans/
Others
(Interest on ICL)		 13.41 (repaid)
4 Corporate
Guarantee		 -
Total 63.13
Total amount of all the transactions
undertaken by the listed entity or subsidiary
with the related party in the current
financial year up to the quarter immediately
preceding the quarter in which the approval
is sought.		 FY2025-26
(In Crores)
Up to 30-09-
2025
-
-
-
145
Rs 145 Crs
Sr
No.		 Nature
of
Transaction		 FY2025-26
(In Crores)
Up to 30-09-
2025
1. Equityinvestment -
2 Expenses
Reimbursements		 -
3 Inter
corporate
loans/
Others
(Interest on ICL)		 -
4 Corporate
Guarantee		 145
Total Rs 145 Crs
Any default, if any, made by a related party
concerning any obligation undertaken by it
under a transaction or arrangement entered
into with the listed entity or its subsidiary
duringthe last financialyear		 No such default was made by EIM was
identified, since its incorporation in March
2024.

Registered Office: BC 105, Havelock Road, Camp, Belgaum – 590001, Karnataka, India. P +91-831-2406600 | CIN L40104KA1980PLC075720 W www.ravindraenergy.com | E [email protected]

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4. Amount of the proposed transaction(s)

Amount of the proposed transactions being The approval is sought for revision in limits for placed for approval in the meeting of the providing corporate guarantee, security or Audit Committee/ shareholders. investing in securities issued by EIM as follows:

4. Amount of theproposed transaction(s) 4. Amount of theproposed transaction(s)
Amount of the proposed transactions being
placed for approval in the meeting of the
Audit Committee/ shareholders.		 The approval is sought for revision in limits for
providing corporate guarantee, security or
investing in securities issued by EIM as follows:
i.
Corporate Guarantee: from the
existing limit of Rs 300 Cr to revised
limit of Rs 1,000 Cr.
ii.
Investment
in
equity/other
securities issued by EIM up to
additional limit of Rs 250 Cr.
iii.
loan/inter corporate loan up to Rs
50 Cr.
Whether the proposed transactions taken
together with the transactions undertaken
with the related party during the current
financial year would render the proposed
transaction a material RPT?		 Yes, it will be a material RPT in accordance with
the provisions under Regulation 23 read with
Schedule XII of the Listing Regulations.
Value of the proposed transactions as a
percentage of the listed entity’s annual
consolidated turnover for the immediately
preceding financial year		 Considering the proposed transaction limit of
Rs. 1000 Cr for Corporate Guarantee, Rs 50 Cr
for inter-corporate loans and Rs 250 Cr for
investment in securities issued by EIM, the
aggregate value of the proposed transaction
would amount to 520% of the consolidated
turnover of the Company.
Value of the proposed transactions as a
percentage
of
subsidiary’s
annual
standalone turnover for the immediately
preceding financial year (in case of a
transaction involving the subsidiary and
where the listed entity is not a party to the
transaction)		 NA
Value of the proposed transactions as a
percentage of the related party’s annual
consolidated turnover (if consolidated
turnover is not available, calculation to be
made on standalone turnover of related
party) for the immediately preceding
financial year, if available.		 Considering the proposed transaction limit of
Rs. 1000 Cr for Corporate Guarantee, Rs. 50 Cr
for inter-corporate loans and Rs. 250 Cr for
investment in securities issued by EIM, the
aggregate value of the proposed transaction
would amount to 2,49,089.86% of the
standalone turnover of EIM.
(Note: Turnover of EIM as on March 31, 2025
was Rs. 52.19 lakhs, EIM has commenced its
full-fledged operations from FY 2025-26)

Registered Office: BC 105, Havelock Road, Camp, Belgaum – 590001, Karnataka, India. P +91-831-2406600 | CIN L40104KA1980PLC075720 W www.ravindraenergy.com | E [email protected]

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Financial performance of the related party for the immediately preceding financial year:

Explanations: The above information is to be given on standalone basis. If standalone is not available, provide on consolidated basis

Particulars FY2024-25
(In Crores)
Turnover 0.59
PAT (2.99)
Net Worth 97.42

5. Basic details of the proposed transaction

It is proposed to provide inter corporate loan/ corporate guarantee/ security for loan/invest in securities issued by EIM an Associate entity and a related party to the Company. The approval is sought for revision in limits for providing corporate guarantee, security or investing in securities issued by EIM as follows:

Specific type of the proposed transaction (e.g. sale of goods/services, purchase of goods/services, giving loan, borrowing etc.)

Financial performance of the related party
for the immediately preceding financial
year:
Explanations:
The above information is to be given on
standalone basis. If standalone is not
available, provide on consolidated basis		 Particulars
FY2024-25
(In Crores)
Turnover
0.59
PAT
(2.99)
Net Worth
97.42
5. Basic details of theproposed transaction
Specific type of the proposed transaction
(e.g. sale of goods/services, purchase of
goods/services, giving loan, borrowing etc.)		 It is proposed to provide inter corporate loan/
corporate guarantee/ security for loan/invest in
securities issued by EIM an Associate entity and
a relatedpartyto the Company.
Details of each type of the proposed
transaction		 The approval is sought for revision in limits for
providing corporate guarantee, security or
investing in securities issued by EIM as follows:
i.
Corporate Guarantee: from the
existing limit of Rs 300 Cr to revised
limit of Rs 1,000 Cr.
ii.
Investment
in
equity/other
securities issued by EIM up to
additional limit of Rs 250 Cr.
iii.
loan/inter corporate loan up to Rs
50 Cr.
This support is intended to finance the
expansion and business projects of REL’s
Associate entityEIM.
Tenure of the proposed transaction (tenure
in number of years or months to be
specified)		 As still the financial facility proposal is under
finalization process it is yet to be confirmed.
Tenure for the proposed transactions shall be as
follows:
i.
With respect to CG - up to 15 years
or duration of loan to be borrowed
by EIM whichever is lower;
ii.
Intercorporate loans - up to 12
months; and
iii.
Investment in equity/securities –
Longterm in nature.
Whether omnibus approval is being sought? No

Registered Office: BC 105, Havelock Road, Camp, Belgaum – 590001, Karnataka, India. P +91-831-2406600 | CIN L40104KA1980PLC075720 W www.ravindraenergy.com | E [email protected]

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Value of the proposed transaction during a
financial year.
If the proposed transaction will be executed
over more than one financial year, provide
estimated break-up financial year-wise.		 Up to September 30, 2025 company has
provided corporate guarantee amounting to Rs.
145 Crores to EIM.
The transaction which involves providing of
loans
by
way
of
intercorporate
loans,
guarantees and investment in securities issued
by EIM is for an aggregate limit of Rs. 1,300
crores, in suppression of the Rs. 300 crores limit
as earlier approved by the shareholders at the
Extra-Ordinary
General
Meeting
of
the
Company held on June 20, 2025.
Tenure for the proposed transactions shall be as
follows:
i.
With respect to CG - up to 15 years or
duration of loan to be borrowed by EIM
whichever is lower;
ii.
Intercorporate loans - up to 12 months;
and
iii.
Investment in equity/securities – Long
term in nature.
Justification as to why the RPTs proposed to
be entered into are in the interest of the
listed entity		 EIM, an Associate entity in which the Company
holds a 49.50% stake, needs a loan from a bank
or financial institution for its principle business
activities and requires the Company's corporate
guarantee, inter corporate loan, security,
investment in securities etc. as a financial
assistance.
The related party EIM is in a sound enough
financial position with a paid-up capital of Rs.
100 Crores and has prospective business
projects for expansion of the activities.
Since corporate guarantee is a non-fund based
contingent liability, it has no immediate
financial impact on the Company. It is to be
noted that, EIM is a separate entity having its
own assets and financial resources.
Additionally, the Company also proposes to
provide to EIM with intercorporate loans or
invest in the securities issued by EIM for
business purposes, ensuring all terms comply
strictlywith the Companies Act,2013,other

Registered Office: BC 105, Havelock Road, Camp, Belgaum – 590001, Karnataka, India. P +91-831-2406600 | CIN L40104KA1980PLC075720 W www.ravindraenergy.com | E [email protected]

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relevant laws, and applicable SEBI regulations
etc.
Details of the promoter(s)/ director(s) / key
managerial personnel of the listed entity
who have interest in the transaction,
whether directly or indirectly.
Explanation: Indirect interest shall mean
interest held through any person over which
an individual has control.
a. Name of the director / KMP
b. Shareholding of the director / KMP,
whether direct or indirect, in the
related party		 Except Mr. Narendra Murkumbi, Mr. Shantanu
Lath, Dr. Vidya Murkumbi, Directors and their
relatives, none of the other directors, Key
Managerial Personnel of the Company or any of
their relatives, are in any way concerned or
interested, financially or otherwise, in the
transaction.
Mr.
Narendra
Murkumbi,
Non-Executive
Director and promoter of REL is appointed as
Managing Director in EIM an Associate entity
for controlling and operation purpose.
Mr. Narendra Murkumbi and Dr. Vidya
Murkumbi, do not hold any individual
shareholding in EIM.
Mr. Shantanu Lath, whole-time director and
chief executive officer of REL is holding 0.50%
stake in EIM.
A copy of the valuation or other external
party report, if any, shall be placed before
the Audit Committee.		 Not Applicable for proposed transaction.
Other information relevant for decision
making.		 Requisite information is provided in the notice
and explanatorystatement under item no. 3.
PART B
Disclosure only in case of transactions relating to loans and advances (other than trade
advances) or inter-corporate depositsgiven by the listed entity or its subsidiary
Source of funds in connection with the
proposed transaction.
Note: This item of disclosure is not
applicable to listed banks/ NBFCs/insurance
companies/housing finance companies.		 The transaction involves providing of a
corporate guarantee by the Company in
connection of borrowings by EIM which is a
non-fund-based facility and a contingent
liability on the Company. Accordingly, the
disclosure with respect to source of funds is not
applicable for such transaction.
Further, the transaction may also involve
providing of loans by the Company to EIM by
way of inter-corporate loans and investment in
securities issued by EIM. Such transaction shall
be carried out of the retained earnings and such
other allowable present and future funds of the
companyto invest in securities of EIM.

Registered Office: BC 105, Havelock Road, Camp, Belgaum – 590001, Karnataka, India. P +91-831-2406600 | CIN L40104KA1980PLC075720 W www.ravindraenergy.com | E [email protected]

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Where any financial indebtedness is incurred to give loan, inter-corporate deposit or advance, specify the following:

Note: This item of disclosure is not applicable to listed banks/ NBFCs/insurance companies/ housing finance companies.

  • a. Nature of indebtedness

  • b. Total cost of borrowing

  • c. Tenure

  • d. Other details

Rate of interest at which the listed entity or its subsidiary is borrowing from its bankers/ other lenders.

The transaction involves providing of a corporate guarantee by the Company in connection of borrowings by EIM which is a non-fund-based facility and a contingent liability on the Company.

Further, the transaction may also involve providing of loans by the Company to EIM by way of inter-corporate loans or investment in securities issued by EIM. Such transaction shall be carried out of the retained earnings and such other allowable present and future funds of the company to invest in securities of EIM and hence the disclosures with respect to nature of indebtedness, cost of borrowings and tenure are not applicable. 8-10% per annum (linked to REL’s borrowing cost).

Note:

(1) This item of disclosure is not applicable to listed banks/ NBFCs/insurance companies/ housing finance companies. (2) Disclosure shall be made of borrowings undertaken by the listed entity with a comparable maturity profile to the loan/ICD being granted by the listed entity.

Proposed interest rate to be charged by Approximately 8%-10% per annum (linked to
listed entity or its subsidiary from the REL’s borrowing cost)
related party.
Maturity / due date As on date no such inter corporate loan granted
by the Company is outstanding with EIM. The
subsequent loan if any to be granted by the
Company to EIM would be in the nature of
inter-corporate loan with a tenure of one year,
renewable on the same terms, in event of the
same remaining outstanding at the end of the
loan tenure.
Repayment schedule & terms Not applicable - As on date no such inter
corporate loan is outstanding with EIM. The
subsequent loan if any to be granted by the
Company to EIM would be in the nature of
inter-corporate loan with a tenure of one year,
renewable on the same terms,in event of the

Registered Office: BC 105, Havelock Road, Camp, Belgaum – 590001, Karnataka, India. P +91-831-2406600 | CIN L40104KA1980PLC075720 W www.ravindraenergy.com | E [email protected]

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same remaining outstanding at the end of the
loan tenure.
Whether secured or unsecured? Loan to be given by the Company to EIM will be
an unsecured but considered as good as inter
corporate loan.
If secured, the nature of security & security
coverage ratio		 Not Applicable as the Company proposes to
grant loans to EIM by way of inter-corporate
loans.
The purpose for which the funds will be
utilized by the ultimate beneficiary of such
funds pursuant to the transaction		 For principal business activities, operations and
project purpose etc.
Disclosure only in case of transactions relating to investment made by the listed entity or its
subsidiary
Source of funds in connection with the
proposed transaction.
Note: This item of disclosure is not
applicable to listed banks/ NBFCs/insurance
companies/ housing finance companies.		 The transaction of investment in securities
issued by EIM by way of right issue/preferential
issue/
private
placement/conversion
of
securities
or
such
other
allowable
issue/allotment of securities under companies
Act, 2013 and rules framed therein.
The transaction shall be carried out of the
retained earnings and such other allowable
present and future funds of the company to
invest in securities of EIM.
Where any financial indebtedness is
incurred to make investment, specify the
following:
Note: This item of disclosure is not
applicable to listed banks/ NBFCs /insurance
companies/housing finance companies
i.
Nature of indebtedness
ii.
Total cost of borrowing
iii.
Tenure
iv.
Other details		 The transaction shall be carried out of the
retained earnings and such other allowable
present and future funds of the company to
invest in securities of EIM and Therefore, the
disclosures
with
respect
to
nature
of
indebtedness, cost of borrowings and tenure
are not applicable.
Purpose for which funds shall be utilized by
the investee company.		 For principal business activities, operations and
projectpurpose etc.
Material terms of the proposed transaction The investment of funds in the securities of EIM
will be made as per the type of issue of
securities of EIM such as investment in equity
shares, preference shares, debentures, or such
other securities as per Companies Act, 2013.
The said investment is proposed to be made by
subscribing, purchase,acquiringetc. asper right

Registered Office: BC 105, Havelock Road, Camp, Belgaum – 590001, Karnataka, India. P +91-831-2406600 | CIN L40104KA1980PLC075720 W www.ravindraenergy.com | E [email protected]

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issue/private placement/ preferential issue, conversion of securities etc. or such other allowable manner of issue/ allotment/ investment/ transfer etc.

Disclosure only in case of guarantee (including performance guarantee in nature of security/contractual commitment or which could have an impact in monetary terms on the issuer of such guarantee), surety, indemnity or comfort letter, by whatever name called, made or given by the listed entity or its subsidiary.

a) Rationale for giving guarantee, For expansion of business activities and project surety, indemnity or comfort letter purpose EIM has proposed to obtain loan from financial institution/ Bank/ NBFC/ Government/Semi Government Corporation etc. and would require corporate guarantee for this proposal, since this transaction would be non-fund and it would be contingent liability, it has no direct impact on the Company as EIM is a separate legal entity and has its own assets, project and funds etc. which will be provided as a security by EIM to lender.

  • Yes, in event EIM fails to repay the borrowings availed and the guarantee is invoked by the

  • b) Whether it will create a legally lender(s). binding obligation on listed entity?

  • Material covenants of the proposed transaction including:

  • i. commission, if any to be received by No. the listed entity or its subsidiary;

  • ii. contractual provisions on how the listed entity or its subsidiary will The recovery will be undertaken by way of recover the monies in case such monetization of investment made in EIM on guarantee, surety, indemnity or periodical basis. comfort letter is invoked.

The value of obligations undertaken by the The aggregate of corporate guarantees listed entity or any of its subsidiary, for provided by the Company to its subsidiaries which a guarantee, surety, indemnity or including associate entity amounts to Rs. 774.38 comfort letter has been provided by the Cr with outstanding guarantees post repayment listed entity or its subsidiary. by the subsidiaries/associate entity amounting to Rs 479.40 Cr. Additionally, any provisions required to be made in the books of account of the listed

Registered Office: BC 105, Havelock Road, Camp, Belgaum – 590001, Karnataka, India. P +91-831-2406600 | CIN L40104KA1980PLC075720 W www.ravindraenergy.com | E [email protected]

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entity or any of its subsidiary shall also be
specified.		 No provision is required to be made, since it is
contingent liability in the books of accounts of
the company.
PART C
Disclosure only in case of transactions relating to any loans and advances (other than trade
**advances), inter-corporate depositsgiven by the listed entity or its subsidiary. **
Latest credit rating of the related party The related party EIM has a sound enough
financial position with a paid-up capital of Rs.
100 Crores and prospective business projects
for expansion of its business operations
activities.
Since EIM new entity incorporate in March,
2024 at present no such credit rating is
available.
Default on borrowings,if any, over the last
three financial years, by the related party
from the listed entity or any other person
and value of subsisting default.
Note: This information may be provided to
the extent it is available in the public domain
or as may be provided by the related party
upon request.
In addition, state the following:
a) Whether the account of the related party
has been classified as a non-performing
asset (NPA) by any of its bankers and
whether such status is currently subsisting;
b)Whether the related party has been
declared a “willful defaulter” by any of its
bankers and whether such status is
currently subsisting;
c)Whether the related party is undergoing
or
facing
any
application
for
commencement of an insolvency resolution
process or liquidation;
d)Whether the related party, not being an
MSME,
suffers
from
any
of
the
disqualifications specified under Section		 No such default was made by EIM was
identified, since its incorporation in March
2024.
No bank account of EIM has been classified as
NPA.
EIM has not been ever declared as a willful
defaulter by any of the Banker.
No
application
for
commencement
of
insolvency resolution process or liquidation has
been filed against EIM.
EIM does not suffer from any disqualification as
specified under Section 29A of the Insolvency
and Bankruptcy Code, 2016.

Registered Office: BC 105, Havelock Road, Camp, Belgaum – 590001, Karnataka, India. P +91-831-2406600 | CIN L40104KA1980PLC075720 W www.ravindraenergy.com | E [email protected]

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29A of the Insolvency and Bankruptcy Code, 2016.

Note: Past defaults that are no longer subsisting and have been cured or regularized need not be disclosed

29A of the Insolvency and Bankruptcy Code,
2016.
Note: Past defaults that are no longer
subsisting
and
have
been
cured
or
regularized need not be disclosed
Disclosure_only_in case of transactions relating to any investment made by the listed
entity or its subsidiary
Latest credit rating of the related party
Note:
a. Standalone rating to be provided while
option to provide structured obligation
rating (SO rating) and credit enhancement
rating (CE rating), if any.
b. This shall be applicable in case of
investment in debt securities		 The related party EIM has a sound enough
financial position with a paid-up capital of Rs.
100 Crores and prospective business projects
for expansion of its business operations
activities.
Since EIM is a new entity incorporate in March,
2024, at present no such credit rating is
available.
Whether any regulatory approval is
required. If yes, whether the same has been
obtained.		 Not Applicable
Disclosure_only_in case of transactions relating to any guarantee (including performance
guarantee in nature of security/contractual commitment or which could have an impact in
monetary terms on the issuer of such guarantee), surety, indemnity or comfort letter, by
whatever name called, made or given by the listed entity or its subsidiary
If guarantee, performance guarantee (in
nature of security/contractual commitment
or which could have an impact in monetary
terms on the issuer of such guarantee),
surety, indemnity or comfort letter is given
in connection with the borrowing by a
related party, provide latest credit rating of
the related party
Note:
a. Standalone rating to be provided while
option to provide structured obligation
rating (SO rating) and credit enhancement
rating (CE rating), if any.
b. This information may be provided to the
extent it is available in the public domain or
as may be provided by the related party
upon request.		 The related party EIM has a sound enough
financial position with a paid-up capital of Rs.
100 Crores and prospective business projects
for expansion of its business operations
activities.
Since EIM is a new entity incorporate in March,
2024, at present no such credit rating is
available.

Registered Office: BC 105, Havelock Road, Camp, Belgaum – 590001, Karnataka, India. P +91-831-2406600 | CIN L40104KA1980PLC075720 W www.ravindraenergy.com | E [email protected]

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Details of solvency status and going concern Energy In Motion entity is engaged in electrical status of the related party during the last vehicle business activities. three financial years:

EIM’s vision is to provide an end-to-end solution for enabling corporates and their preferred transporter partners to transition to electric vehicles for their goods transport needs. In addition to manufacturing of Electric Trucks, EIM will build a battery swapping and charging network across India and supply renewable energy through its parent, Ravindra Energy Limited, for charging of the batteries.

EIM is building a complete eco-system for heavy commercial e-vehicles, which includes: Battery Swapping + Charging Stations – enabling trucks to swap battery packs in minutes, ensuring near-zero downtime. Heavy Electric Trucks – in partnership with global manufacturers like Foton, offering advanced heavy-duty electric vehicles. Leasing & Finance Models – including battery pack leasing and pay-per-use options to reduce upfront costs for operators. Maintenance & Service Support – providing end-to-end lifecycle solutions for fleet operators. Heavy trucks form only a small percentage of vehicles on Indian roads but contribute disproportionately to vehicular emissions. With automated battery swaps taking as little as five minutes, EIM’s solution addresses two major hurdles in EV adoption for freight operators — range anxiety and downtime. The related party EIM has a sound enough financial position with a paid-up capital of Rs. 100 Crores and prospective business projects for expansion of the activities. Net worth of EIM as on March 31, 2025 was Rs: 97.42 crores

Registered Office: BC 105, Havelock Road, Camp, Belgaum – 590001, Karnataka, India. P +91-831-2406600 | CIN L40104KA1980PLC075720 W www.ravindraenergy.com | E [email protected]

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The value of obligations undertaken by the listed entity or any of its subsidiary, for which a guarantee, performance guarantee (in nature of security/contractual commitment or which could have an impact in monetary terms on the issuer of such guarantee) surety, indemnity or comfort letter has been provided by the listed entity or its subsidiary.

Additionally, any provisions required to be made in the books of account of the listed entity or any of its subsidiary shall also be specified.

Default on borrowings, if any, over the last No such default was made by EIM was three financial years, by the related party identified, since its incorporation in March from the listed entity or any other person. 2024.

Note: This information may be provided to the extent it is available in the public domain or as may be provided by the related party upon request.

In addition, state the following: a)Whether the account of the related party has been classified as a non-performing asset (NPA) by any of its bankers and whether such status is currently subsisting;

b)Whether the related party has been declared a “wilful defaulter” by any of its bankers and whether such status is currently subsisting;

c)Whether the related party is undergoing or facing any application for commencement of an insolvency resolution process or liquidation;

No bank account of EIM has been classified as NPA.

EIM has not been ever declared as a willful defaulter by any of the Banker. No application for commencement of insolvency resolution process or liquidation has been filed against EIM.

d)Whether the related party, not being an EIM does not suffer from any disqualification as MSME, suffers from any of the specified under Section 29A of the Insolvency disqualifications specified under Section and Bankruptcy Code, 2016. 29A of the Insolvency and Bankruptcy Code, 2016 .

Registered Office: BC 105, Havelock Road, Camp, Belgaum – 590001, Karnataka, India. P +91-831-2406600 | CIN L40104KA1980PLC075720 W www.ravindraenergy.com | E [email protected]

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Note: Past defaults that are no longer subsisting and have been cured or regularized need not be disclosed.

By Order of the Board of Directors For Ravindra Energy Limited

Place: Belgaum Date: December 05, 2025

Sd/Madhukar Shipurkar Company Secretary & Compliance Officer ICSI Mem. No: A64947

Registered Office: BC 105, Havelock Road, Camp, Belgaum – 590001, Karnataka, India. P +91-831-2406600 | CIN L40104KA1980PLC075720 W www.ravindraenergy.com | E [email protected]

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