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Ruby Mills Ltd. Regulatory Filings 2026

May 29, 2026

60958_rns_2026-05-29_faff8d51-67fb-47b8-a73d-0432a4189227.pdf

Regulatory Filings

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RUBY

Date:- May 29,2026

To, The General Manager, Capital Market (Listing), National Stock Exchange of India Ltd Exchange Plaza, BKC Bandra-Kurla Complex, Bandra (East), Mumbai-400 051 Symbol: RUBYMILLS To, Dy. General Manager Marketing Operations (Listing) BSE Limited P. J. Towers, 25th Floor, Dalal Street, Fort, Mumbai-400 001 Code: 503169

Sub: Annual Secretarial Compliance Report for the financial year ended March 31, 2026.

Dear Sir/Madam,

Please find attached herewith the Annual Secretarial Compliance Report of the Company pursuant to the Regulation 24A of SEBI (Listing Obligations and Disclosure Requirements), Regulations 2015, for the year ended March 31, 2026 issued by Vikas R. Chomal and Associates, Practicing Company Secretaries.

Thanking you,

Yours faithfully,

For THE RUBY MILLS LIMITED

ANURADHA
Digitally signed by
ANURADHA NISHIKANT
TENDULKAR
Date: 2026.05.29
TENDULKAR
14:31:17 +05'30'

Anuradha Tendulkar
Company Secretary and Compliance Officer
Mem. No: - A55173


VIKAS R CHOMAL & ASSOCIATES

PRACTICING COMPANY SECRETARIES

(ICSI Peer Reviewed)

Secretarial Compliance Report of The Ruby Mills Limited for the financial year ended 31st March 2026

To,

The Board of Directors,

The Ruby Mills Limited

Ruby house, J. K. Sawant Marg,

Dadar, Mumbai - 400028

We, Vikas R. Chomal and Associates, Practicing Company Secretaries, have examined:

(a) all the documents and records made available to us and explanation provided by The Ruby Mills Limited ("the listed entity"),

(b) the filings/ submissions made by the listed entity to the stock exchanges,

(c) website of the listed entity,

(d) any other document/ filing, as may be relevant, which has been relied upon to make this certification,

for the year ended 31st March, 2026 ("Review Period") in respect of compliance with the provisions of :

(a) the Securities and Exchange Board of India Act, 1992 ("SEBI Act") and the Regulations, circulars, guidelines issued thereunder; and

(b) the Securities Contracts (Regulation) Act, 1956 ("SCRA"), rules made thereunder and the Regulations, circulars, guidelines issued thereunder by the Securities and Exchange Board of India ("SEBI");

The specific Regulations, whose provisions and the circulars/ guidelines issued thereunder, have been examined, include:

(a) Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015;

(b) Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements)

A/B-201, 2nd Floor, Manas Bldg, Kharkar Alley, Thane West, Thane 400601

[email protected]

022-47785755

www.vrca.co.in

[email protected]

+91 9867811641

ICSI Firm Peer Review Regn. No.: S2013MH216500


VIKAS R CHOMAL & ASSOCIATES

PRACTICING COMPANY SECRETARIES

(ICSI Peer Reviewed)

Regulations, 2018;

(c) Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011;

(d) Securities and Exchange Board of India (Buyback of Securities) Regulations, 2018; (Not applicable to the Company during the Review Period)

(e) Securities and Exchange Board of India (Share Based Employee Benefits and Sweat Equity) Regulations, 2021; (Not applicable to the Company during the Review Period)

(f) Securities and Exchange Board of India (Issue and Listing of Non-Convertible Securities) Regulations, 2021; (Not applicable to the Company during the Review Period)

(g) Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015;

(h) Securities and Exchange Board of India (Depositories and Participant) Regulations, 2018 and amendments from time to time;

and circulars/ guidelines issued thereunder.

and based on the above examination, We hereby report that, during the Review period:

(a) (**) The listed entity has complied with the provisions of the above Regulations and circulars/ guidelines issued thereunder, except in respect of matters specified below:

Sr. No. Compliance Requirement (Regulations/circulars/guidelines including specific clause) Regulation/Circular No. Deviations Action Taken by Type of Action Details of Violation Fine Amount Observations/Remarks of the Practicing Company Secretary Management Response Remarks
NIL

A/B-201, 2nd Floor, Manas Bldg, Kharkar Alley, Thane West, Thane 400601

[email protected]

022-47785755

www.vrca.co.in

[email protected]

+91 9867811641

ICSI Firm Peer Review Regn. No.: S2013MH216500


VIKAS R CHOMAL & ASSOCIATES

PRACTICING COMPANY SECRETARIES

(ICSI Peer Reviewed)

(b) The listed entity has taken the following actions to comply with the observations made in previous reports:

Sr. No. Observations/ Remarks of the Practicing Company Secretary in the previous reports Observations made in the secretarial compliance report for the year ended 2026 (the years are to be mentioned) Compliance Requirement (Regulations/circulars/ guidelines including specific clause) Details of violation / deviations and actions taken / penalty imposed, if any, on the listed entity Remedial actions, if any, taken by the listed entity Comments of the PCS on the actions taken by the listed entity
NOT APPLICABLE

(c) We hereby report that, during the Review Period the compliance status of the listed entity is appended as below:

Sr. No. Particulars Compliance Status (Yes/No/NA) Observations /Remarks by PCS*
1. Secretarial Standards: The compliances of the listed entity are in accordance with the applicable Secretarial Standards (SS) issued by the Institute of Company Secretaries India (ICSI), as notified by the Central Government under section 118(10) of the Companies Act, 2013 and mandatorily applicable. Yes
2. Adoption and timely updation of the Policies: • All applicable policies under SEBI Regulations are adopted with the approval of board of directors of the listed entities • All the policies are in conformity with SEBI Regulations and have been reviewed & updated on time, as per the Yes

A/B-201, 2nd Floor, Manas Bldg, Kharkar Alley, Thane West, Thane 400601

[email protected]

022-47785755

www.vrca.co.in

[email protected]

+91 9867811641

ICSI Firm Peer Review Regn. No.: S2013MH216500


VIKAS R CHOMAL & ASSOCIATES

PRACTICING COMPANY SECRETARIES

(ICSI Peer Reviewed)

regulations/circulars/guidelines issued by SEBI
3. Maintenance and disclosures on Website: • The Listed entity is maintaining a functional website • Timely dissemination of the documents/ information under a separate section on the website • Web-links provided in annual corporate governance reports under Regulation 27(2) are accurate and specific which re- directs to the relevant document(s)/ section of the website Yes
4. Disqualification of Director: None of the Director(s) of the Company is/ are disqualified under Section 164 of Companies Act, 2013 as confirmed by the listed entity. Yes
5. Details related to Subsidiaries of listed entities have been examined w.r.t.: (a) Identification of material subsidiary companies (b) Disclosure requirement of material as well as other subsidiaries NA During the F.Y. the Company had incorporated two wholly-owned subsidiaries w.e.f. 18.03.2026 as below :- 1. Ruby Greentech K Private Limited 2. Ruby Greentech T Private Limited
6. Preservation of Documents: The listed entity is preserving and maintaining records as prescribed under SEBI Regulations and disposal of records as per Policy of Preservation of Documents and Archival policy prescribed under SEBI LODR Regulations, 2015. Yes

A/B-201, 2nd Floor, Manas Bldg, Kharkar Alley, Thane West, Thane 400601

[email protected]

022-47785755

www.vrca.co.in

[email protected]

+91 9867811641

ICSI Firm Peer Review Regn. No.: S2013MH216500


VIKAS R CHOMAL & ASSOCIATES

PRACTICING COMPANY SECRETARIES

(ICSI Peer Reviewed)

| 7. | Performance Evaluation:
The listed entity has conducted performance evaluation of the Board, Independent Directors and the Committees at the start of every financial year/during the financial year as prescribed in SEBI Regulations. | Yes | |
| --- | --- | --- | --- |
| 8. | Related Party Transactions:
(a) The listed entity has obtained prior approval of Audit Committee for all related party transactions; or
(b) The listed entity has provided detailed reasons along with confirmation whether the transactions were subsequently approved/ratified/rejected by the Audit Committee, in case no prior approval has been obtained. | Yes
NA | The Company has obtained prior approval of Audit Committee for all Related party transactions |
| 9. | Disclosure of events or information:
The listed entity has provided all the required disclosure(s) under Regulation 30 along with Schedule III of SEBI LODR Regulations, 2015 within the time limits prescribed thereunder. | Yes | |
| 10. | Prohibition of Insider Trading:
The listed entity is in compliance with Regulation 3(5) & 3(6) SEBI (Prohibition of Insider Trading) Regulations, 2015. | Yes | |
| 11. | Actions taken by SEBI or Stock Exchange(s), if any:
No Action(s) taken against the listed entity/ its promoters/ directors/ subsidiaries either by SEBI or by Stock Exchanges (including under the Standard Operating Procedures issued by SEBI through various circulars) under SEBI Regulations and circulars/ guidelines issued thereunder | Yes | |

A/B-201, 2nd Floor, Manas Bldg, Kharkar Alley, Thane West, Thane 400601

[email protected]

022-47785755

www.vrca.co.in

[email protected]

+91 9867811641

ICSI Firm Peer Review Regn. No.: S2013MH216500


VIKAS R CHOMAL & ASSOCIATES

PRACTICING COMPANY SECRETARIES

(ICSI Peer Reviewed)

| 12. | Resignation of statutory auditors from the listed entity or its material subsidiaries
In case of resignation of statutory auditor from the listed entity or any of its material subsidiaries during the financial year, the listed entity and / or its material subsidiary(ies) has / have complied with paragraph 6.1 and 6.2 of section V-D of chapter V of the Master Circular on compliance with the provisions of the LODR Regulations by listed entities. | NA | There was no resignation of statutory auditors of the Company or its subsidiaries. |
| --- | --- | --- | --- |
| 13. | No Additional Non-compliances, if any:
No additional non-compliance observed for any SEBI regulation/circular/guidance note etc. | Yes | |
| 14. | The listed entity to comply with the following requirements for disclosure of Employee Benefit Scheme Documents in terms of regulation 46(2)(za) of the LODR:
a) a) The scheme document shall be uploaded on the website of the listed entity after obtaining shareholder approval as required under SEBI (SBEB) Regulations, 2021
b) The documents uploaded on the website shall mandatorily have minimum information to be disclosed to shareholders as per SEBI (SBEB) Regulations, 2021.
c) The rationale for redacting information from the documents and the justification as to how such redacted information would affect competitive position or reveal commercial secrets of the listed entity shall be placed before the board of directors for consideration and approval. | NA | The Company does not have any Employee Stock Option Scheme |

A/B-201, 2nd Floor, Manas Bldg, Kharkar Alley, Thane West, Thane 400601

[email protected]

022-47785755

www.vrca.co.in

[email protected]

+91 9867811641

ICSI Firm Peer Review Regn. No.: S2013MH216500


VIKAS R CHOMAL & ASSOCIATES

PRACTICING COMPANY SECRETARIES

(ICSI Peer Reviewed)

*Observations/Remarks by PCS are mandatory if the Compliance status is provided as ‘No’ or ‘NA’

Assumptions & Limitation of scope and Review:

  1. Compliance of the applicable laws and ensuring the authenticity of documents and information furnished, are the responsibilities of the management of the listed entity.

  2. Our responsibility is to report based upon our examination of relevant documents and information. This is neither an audit nor an expression of opinion.

  3. We have not verified the correctness and appropriateness of financial Records and Books of Accounts of the listed entity.

  4. This Report is solely for the intended purpose of compliance in terms of Regulation 24A (2) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and is neither an assurance as to the future viability of the listed entity nor of the efficacy or effectiveness with which the management has conducted the affairs of the listed entity.

FOR VIKAS R CHOMAL AND ASSOCIATES

VIKAS R CHOMAL
PRACTICING COMPANY SECRETARIES
FCS NO: 11623
COP: 12133
ICSI Firm Peer Review Reg No: S2013MH216500
ICSI UDIN: F011623H000513509

Date: 28.05.2026
Place: Thane, Maharashtra

A/B-201, 2nd Floor, Manas Bldg, Kharkar Alley, Thane West, Thane 400601

[email protected]

022-47785755

www.vrca.co.in

[email protected]

+91 9867811641

ICSI Firm Peer Review Regn. No.: S2013MH216500