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SHREE RAM TWISTEX LIMITED Proxy Solicitation & Information Statement 2026

Apr 27, 2026

60556_rns_2026-04-27_22af1c3d-bd3c-4dde-8939-5a94b1119214.pdf

Proxy Solicitation & Information Statement

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SHREE RAM TWISTEX LIMITED

Manufacturing of Cotton Yarn

Factory & Reg. Office : Survey No. 566P1, B/h. Ramanath Temple, Near Bajrang Cotspin, Umwada Road, Nr. N.H. - 27, At. : Gondal-360 311. Dist. : Rajkot. (Gujarat) INDIA. Contact No. : +91 75100 12200

Email : [email protected] CIN: L17120GJ2013PLC078074

Website: www.shreeramtwistex.com GSTIN: 24AAUC50352G1ZB

SHREE RAM TWISTEX LIMITED

Date: April 27, 2026

BSE Limited Dept. of Corporate Services, Phiroze Jeejeebhoy Towers, Dalal Street, Mumbai- 400 001 National Stock Exchange of India Limited Dept. of Corporate Compliances, Exchange Plaza, C-1 Block-G, Bandra Kurla Complex, Bandra (E) Mumbai- 400 051
BSE Scrip Code - 544716 NSE Symbol: SRTL
ISIN: INE19GK01015

Dear Sir/Madam,

Sub: Submission of Postal Ballot Notice

In reference with Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, we enclose herewith Notice of Postal Ballot dated April 23, 2026, along with Explanatory Statement pursuant to the applicable provisions of the Companies Act, 2013 read with the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 seeking approval of Members for the Special Business as follows

  1. Variation in the Objects / terms of utilisation of the Initial Public Offering ("IPO") proceeds and modification of time limit for utilisation of the IPO proceeds.

Dates of events relevant to Postal Ballot are as below

Sr. No. Particulars Dates and Time
1. Date of Completion of dispatch of Notice (by electronic means) to Members whose names appear in the Register of Members/List of Beneficial Owners as received from Depositories as on Friday, April 24, 2026 Monday, April 27, 2026
2. Date of Commencement of e-voting Friday, May 01, 2026
3. Date of Ending of e-voting (“Last Date”) Saturday, May 30, 2026
4. Results of Postal Ballot Results of the Postal Ballot will be declared within 2 (Two) working days from closure of the voting period

SHREE RAM TWISTEX LIMITED
Manufacturing of Cotton Yarn
Factory & Reg. Office : Survey No. 566P1, B/h. Ramanath Temple,
Near Bajrang Cotspin, Umwada Road, Nr. N.H. - 27, At. : Gondal-360 311.
Dist. : Rajkot. (Gujarat) INDIA. Contact No. : +91 75100 12200
Email : [email protected]
Website : www.shreeramtwistex.com
CIN : L17120GJ2013PLC078074
GSTIN : 24AAUC50352G1ZB

SHREE RAM TWISTEX LIMITED

The Postal Ballot Notice, along with Explanatory Statement, is available on the website of the Company at www.shreeramtwistex.com

We request you to take the same on Record.

Thanking you.

Yours Faithfully,

For, SHREE RAM TWISTEX LIMITED,

Ramani
Digitally signed by
Ramani Bhaveshbhai

Bhaveshbhai Bhikhubhai
Date: 2026.04.27
17:11:25 +05'30'

Bhaveshbhai Bhikhubhai Ramani
Managing Director
DIN: 00534813

TWISTEX

Shree Ram Twistex Limited

CIN: L17120GJ2013PLC078074

Registered Office: 566P1, Umwada Road, Near Bajrang Cotspin, Gondal, Rajkot - 360 311, Gujarat, India

Tel: +91 7510012200, Email Id: [email protected]

POSTAL BALLOT NOTICE

(Pursuant to Section 108 and 110 of the Companies Act, 2013 read with Rule 20 and Rule 22 of the Companies Management and Administration) Rules, 2014)

VOTING STARTS ON VOTING ENDS ON
May 01, 2026 May 30, 2026

To the Members of the Company,

Notice is hereby given that the resolution set out below is proposed for approval by the Members of Shree Ram Twistex Limited ("the Company") by means of Postal Ballot, only by remote e-voting process ("e-voting") being provided by the Company to all its Members to cast their votes electronically, pursuant to Sections 108 and 110 of the Companies Act, 2013 ("the Act") read with Rule 20 and 22 of the Companies (Management and Administration) Rules, 2014 ("the Rules") and other applicable provisions of the Act and the Rules, General Circular Nos. 14/2020 dated April 8, 2020 and 17/2020 dated April 13, 2020 read with other relevant circulars, including General Circular No. 09/2024 dated September 19, 2024 and 03/2025 dated September 22, 2025, issued by the Ministry of Corporate Affairs ("MCA Circulars"), and the Circulars issued from time to time by the Securities and Exchange Board of India ("SEBI") (the "SEBI Circulars") and Regulation 44 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("SEBI Listing Regulations"), Secretarial Standard on General Meetings ("SS-2") issued by the Institute of Company Secretaries of India and other applicable laws, rules and regulations (including any statutory modification(s) or re-enactment(s) thereof for the time being in force).

An explanatory statement, pursuant to the provisions of Section 102(1) and other applicable provisions of the Act read with the Rules, setting out all material facts relating to the resolution proposed in this Postal Ballot Notice is attached herewith.

In compliance with the requirements of the MCA Circulars, the Postal Ballot Notice is being sent only through electronic mode to those shareholders whose email address is registered with M/s Bigshare Services Private Limited ("RTA"), the Company's Registrar and Share Transfer Agent, and/or the Depository Participant(s) and the hard copy of the Postal Ballot Notice along with Postal Ballot Forms and pre-paid business envelope will not be sent to the shareholders for this Postal Ballot and the shareholders are required to communicate their assent or dissent through the remote e-voting system only.

In compliance with Regulation 44 of the SEBI 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 only to e-voting i.e. by casting votes electronically instead of submitting postal ballot forms. The instructions for e-voting are appended to this Notice.

Pursuant to Rule 22(5) of the Companies (Management and Administration) Rules, 2014, the Board of Directors of the Company has appointed M/s Sonu Jain & Co., as Scrutinizer for conducting the Postal Ballot through Remote e-Voting process in a fair and transparent manner and in accordance with the provisions of the Act and the rules made thereunder.

Members are requested to carefully read the instructions mentioned under the head 'General information and instructions relating to e-voting' in this Notice and record their assent ("FOR") or dissent ("AGAINST") on the proposed resolutions through the e-voting process not later than 05:00 p.m. (IST) on Saturday, May 30, 2026 failing which it will be considered that no reply has been received from the Member.

The Company has engaged the services of National Securities Depository Limited (hereinafter referred to as "NSDL" or "Service Provider") for facilitating e-voting to enable the Members to cast their votes electronically instead of dispatching postal ballot forms. The postal ballot results will be submitted within 2

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(Two) working days from conclusion of the e-voting period to the stock exchanges in accordance with the SEBI Listing Regulations.

The Scrutinizer will submit the results of the e-voting to the Chairman of the Company or any other authorized officer(s) of the Company after completion of the scrutiny of the e-voting. The results of the Postal Ballot along with the Scrutinizer's Report will also be displayed on the website of the Company at www.shreeramtwistex.com, on the website of NSDL at www.evoting.nsdl.com and shall also be displayed at the Registered Office of the Company while simultaneously being communicated to the BSE Limited and National Stock Exchange of India Limited where the equity shares of the Company are listed.

The proposed resolutions, if approved, will be taken as having duly passed on the last date specified for e-voting by the requisite majority of Members by means of Postal Ballot i.e. Saturday, May 30, 2026.

By order of Board of Directors,
For, Shree Ram Twistex Limited

Date: April 23, 2026
Place: Rajkot

Sd/-
Sejal Gajjar
Company Secretary
and Compliance Officer

Registered Office
566P1, Umwada Road, Near Bajrang Cotspin,
Gondal, Rajkot - 360 311,
Gujarat, India
Corporate Identification Number: L17120GJ2013PLC078074
Website: www.shreeramtwistex.com
Email id: [email protected]

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SPECIAL BUSINESS

  1. Variation in the Objects / terms of utilisation of the Initial Public Offering ("IPO") proceeds and modification of time limit for utilisation of the IPO proceeds.

To consider and if thought fit, to pass with or without modification(s), the following resolution as a Special Resolution:

"RESOLVED THAT pursuant to the provisions of Sections 13(8) and 27 of the Companies Act, 2013, (the "Act") and other applicable provisions, if any, of the Act read with Rule 32 of the Companies (Incorporation) Rules, 2014 and Rule 7 of the Companies (Prospectus and Allotment of Securities) Rules, 2014, applicable provisions of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and the SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2018 ("SEBI ICDR Regulations") (including any statutory modification or re-enactment thereof) and other applicable rules, regulations, guidelines and other statutory provisions for the time being in force, and subject to any other applicable approvals, permissions and/or sanctions, the consent of the shareholders of the Company be and is hereby accorded for the variation in the objects / terms of utilisation of the Initial Public Offering (IPO) proceeds ("IPO Proceeds") and extension of the time limit for the utilisation of the IPO Proceeds, as stated in the Prospectus dated February 26, 2026 ("Prospectus") filed by the Company with the Registrar of Companies ("RoC") and the Securities and Exchange Board of India ("SEBI"), in the following manner:

(in ₹ lakhs)

Object No. Particular Total Estimated Cost Amount already deployed Amount which will be financed from Net Proceeds
1 Funding for setting up of 6.1 MW Solar Power Plant for captive use 2,223.55 2,223.55 734.55
2 Funding for setting up of 4.2 MW Wind Power Plant for captive use 3,900.00 - 3,900.00
3 Repayment and/or pre-payment, in full or part, of certain borrowings availed by our Company 1,489.00 - 1,489.00
4 Funding the working capital requirements of our Company 4,400.00 - 4,400.00
Total 12,012.55 2,223.55 10,523.55

Proposed Variation in Object No. 2 (Wind Power Project) only All other object remains same.

The Company had originally proposed to set up a 4.2 MW Wind Power Plant comprising 2 Wind Turbine Generators (WTGs) of 2.1 MW each (Model S120_140).

However, Estimated Completion Timeframe for 4.2 MW is 15 months, which can be completed within 6 months for 3.1 MW. Hence, the Company now proposes to install 1 Wind Turbine Generator of 3.1 MW capacity instead of the originally planned 2 WTGs.

Accordingly:

Revised utilisation for Wind Power Project: ₹2,511.00 Lakhs

Original allocation: ₹3,900.00 Lakhs

Surplus amount available for reallocation: ₹1,389.00 Lakhs

Revised Utilisation of Surplus IPO Proceeds

The surplus funds arising from the above variation shall be utilised as under:

Sr. No. Particulars Amount in Lakhs
A Machinery For Expansion 525.74
B Repayment of SBI Bank Outstanding 863.26
C Wind Power Project (3.1 MW) (Revised) 2,511.00
TOTAL 3,900.00

Details on the Machinery for Expansion are as under:

(Rs. in Lakhs)

Particulars of Machineries Basic Amount Tax Amount Total Amount

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Two-For-One Twisters (Qty 9) 294.75 53.06 347.81
Assembly Winders (192 Spindles) 96.00 17.28 113.28
Electric Material, etc. 9.53 1.71 11.24
Electrifications 10.50 1.89 12.39
Supply & Installation of Humidification Plant & Air Distribution System 30.75 5.53 36.28
Cleaner Model MTB-200 (Belt Drive) 4.01 0.72 4.74
Total 445.54 80.20 525.74

RESOLVED FURTHER THAT the proposed variation in the objects / terms of utilisation of the IPO Proceeds and extension of the time limit for the utilisation of IPO Proceeds shall be undertaken by the Company only if such variation is approved with majority of more than 90% of shareholding (present and voting and voting through remote e-voting).

RESOLVED FURTHER THAT in the event this resolution is approved by a majority that meets or exceeds the statutory threshold for a special resolution but does not exceed the aforesaid 90% of shareholding threshold, the Company will, notwithstanding the foregoing statutory threshold, not implement the proposed variation / extension, and such resolution shall be deemed by the Company as not having been acted upon / implemented. Accordingly, the objects / terms of utilisation of IPO Proceeds mentioned in the Prospectus will be deemed to have not been varied and the timelines for utilisation of the IPO Proceeds will be deemed to have not been extended and accordingly, the provisions of Regulation 59 read with Schedule XX of the SEBI ICDR Regulations relating to the exit offer by the promoter will not apply to the proposed resolution.

RESOLVED FURTHER THAT the Directors of the Company and Mr. Jay Tilala, Executive Director and Chief Financial Officer of the Company be and are hereby severally authorized to do all such acts, deeds and things as they may, in their discretion, deem necessary or desirable or expedient to give effect to this resolution, for and on behalf of the Company including but not limited to making applicable filings and disclosures (with RoC or applicable stock exchanges or other authorities).

By Order of the Board of Directors
For SHREE RAM TWISTEX LIMITED

Sd/-
Sejal Gajjar
Company Secretary
and Compliance Officer

Date: April 23, 2026

Registered Office: 566P1, Umwada Road, Near Bajrang
Cotspin, Gondal, Rajkot – 360
311, Gujarat, India
CIN: L17120GJ2013PLC078074
Tel: +91 75100 12200
E-mail ID: [email protected]
Website: www.shreeramtwistex.com

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NOTES

  1. The Explanatory Statement pursuant to Section 102 read with Section 110, Secretarial Standard -2 on General Meetings issued by the Institute of Company Secretaries of India (“SS-2”) and other applicable provisions, if any of the Act read with the rules framed thereunder concerning the resolutions as set out in the postal ballot notice is annexed hereto and forms part of this Notice.

  2. In accordance with the MCA Circulars and the SEBI Listing Regulations, the Company is sending the Notice in electronic form only by e-mail to all Members, whose names appear in the Register of Members / Register of Beneficial Owners maintained by the Depositories viz., National Securities Depository Limited (the “NSDL”) and Central Depository Services (India) Limited (the “CDSL”) as on Friday, April 24, 2026 (the “Cut-Off Date”) and who have registered their e-mail addresses, in respect of electronic holdings, with the Depository through the concerned Depository Participants and in respect of physical holdings, with the Registrar and Share Transfer Agent of the Company, in accordance with the provisions of the Act read with the rules framed thereunder and the framework provided under the MCA circulars. Cut-Off Date is for determining the eligibility to vote by electronic means. A person who is not a member as on the Cut-Off Date or who becomes a member of the Company after the Cut-Off Date should treat this Notice for information purposes only.

  3. In accordance with the MCA Circulars, the Notice is being sent in electronic form only. The hard copy of the Notice along with the Postal Ballot forms and pre-paid business envelope will not be sent to the Members for the Postal Ballot. Accordingly, the communication of the assent or dissent of the Members would take place through the e- voting system only.

  4. In compliance with the provisions of Section 108 and 110 of the Act read with Rules 20 and 22 of the Companies (Management and Administration) Rules, 2014, as amended from time to time, Regulation 44 of the SEBI Listing Regulations and Secretarial Standard (SS)- 2 issued by the Institute of Company Secretaries of India on General Meeting, the Company is offering e-voting facility to enable the Members to cast their votes electronically. The instructions for e-voting are provided as part of this Notice.

  5. In light of the MCA Circulars, Members who have not registered their e-mail addresses and in consequence the e- voting notice could not be serviced, may temporarily get their e-mail address registered with the Company’s RTA by following the procedure given below:

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

ii. In case shares are held in demat mode, please provide DPID-CLID (16 digit DPID + CLID or 16-digit beneficiary ID), Name, client master or copy of Consolidated Account statement, PAN (self-attested scanned copy of PAN card), AADHAR (self-attested scanned copy of Aadhar Card) to [email protected].

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

  1. It is clarified that for permanent registration of e-mail address, the members are however requested to register their e-mail address, in respect of electronic holdings with the Depository through the concerned Depository Participants and in respect of physical holdings through the Company’s RTA to enable servicing of notices, etc. electronically to their e-mail address.

  2. The e-voting rights of the Shareholders / beneficiary owners shall be reckoned on the shares held by them as on Friday, April 24, 2026 being the Cut-Off date for the purpose. The shareholders of the

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Company holding shares either in dematerialized, as on the Cut-Off date, can cast their vote electronically.

  1. The voting rights for the equity shares of the Company are one vote per equity share, registered in the name of the member. The voting rights of the members shall be in proportion to the percentage of paid-up share capital of the Company held by them. In case of joint holders, only such joint holder who is higher in the order of names will be entitled to vote.

  2. A member cannot exercise his / her vote through proxy on postal ballot. However, corporate and institutional members shall be entitled to vote through their authorised representatives. Corporate and institutional members (are required to send scanned certified true copy (PDF Format) of the board resolution / authority letter, power of attorney together with attested specimen signature(s) of the duly authorised representative(s), to the Scrutinizer by e-mail to [email protected] with a copy marked to [email protected].

  3. Once the vote is cast, whether partially or otherwise, the member shall not be allowed to change it subsequently or cast the vote again.

  4. Postal Ballot (e-voting) period commences from Friday, May 01, 2026 (9.00 a.m. IST) and ends on Saturday, May 30, 2026 (5.00 p.m. IST). During this period, shareholders of the Company, holding shares either in physical form or in dematerialized form as on Friday, April 24, 2026 (cut-off date) may cast their vote electronically. The remote e-voting module shall be disabled by NSDL for voting thereafter. Members are requested to cast their vote through the Remote E-voting process not later than 05:00 P.M. (IST) on Saturday, May 30, 2026 to be eligible for being considered, failing which it will be strictly considered that no vote has been received from the Member.

  5. The proposed resolution, if approved, by requisite majority, shall be deemed to have been passed on the last date of e-voting, which would be Saturday, May 30, 2026. The resolutions passed by the Members through Postal Ballot are deemed to have been passed as if the same have been passed at a general meeting of the Members.

  6. This Notice shall also be available on the website of the Company at www.shreeramtwistex.com, websites of the stock exchange where the equity shares of the Company are listed, i.e. BSE Limited at www.bseindia.com respectively and NSE Limited at www.nseindia.com, and on the website of NSDL Limited at www.evoting.nsdl.com.

  7. Shareholders holding shares in electronic mode may reach out to the respective Depository Participant(s), where the Demat account is being held for updating the email IDs and mobile number.

GENERAL INFORMATION AND INSTRUCTIONS RELATING TO E-VOTING:

  • The voting period begins on Friday, May 01, 2026 (9.00 a.m. IST) and ends on Saturday, May 30, 2026 (5.00 p.m. IST). During this period, the shareholders of the Company, holding shares either in physical form or in dematerialized form, as on the cut-off date viz., Friday, April 24, 2026 may cast their votes electronically. The e-voting module shall be disabled by NSDL for voting thereafter.

  • Pursuant to SEBI Circular No. SEBI/HO/CFD/CMD/CIR/P/2020/242 dated 9th December, 2020 and under Regulation 44 of the SEBI Listing Regulations, listed entities are required to provide remote e-voting facility to its shareholders, in respect of all shareholders' resolution. Individual shareholders holding securities in demat mode are allowed to vote through their demat account(s) maintained with Depositories and Depository Participants. Shareholders are advised to update their mobile number and E-mail ID in their demat accounts in order to access e-voting facility.

  • Currently, there are multiple e-voting service providers (ESPs) providing e-voting facility to listed entities in India. This necessitates registration on various ESPs and maintenance of multiple user

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IDs and passwords by the shareholders.

  • In order to increase the efficiency of the voting process, pursuant to a public consultation, it has been decided to enable e-voting to all the demat account holders, by way of a single login credential, through their demat accounts /websites of Depositories / Depository Participants. Demat account holders would be able to cast their vote without having to register again with the ESPs, thereby, not only facilitating seamless authentication but also enhancing ease and convenience of participating in e-voting process.

THE INSTRUCTIONS OF SHAREHOLDERS FOR REMOTE E-VOTING:

How do I vote electronically using NSDL e-Voting system?

The way to vote electronically on NSDL e-Voting system consists of “Two Steps” which are mentioned below:

Step 1: Access to NSDL e-Voting system

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

In terms of SEBI circular dated December 9, 2020 on e-Voting facility provided by Listed Companies, Individual shareholders holding securities in demat mode are allowed to vote through their demat account maintained with Depositories and Depository Participants. Shareholders are advised to update their mobile number and email Id in their demat accounts in order to access e-Voting facility.

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

Type of shareholders Login Method
Individual Shareholders holding securities in demat mode with NSDL. 1. For OTP based login you can click on https://eservices.nsdl.com/SecureWeb/evoting/evotinglogin.jsp. You will have to enter your 8-digit DP ID, 8-digit Client Id, PAN No., Verification code and generate OTP. Enter the OTP received on registered email id/mobile number and click on login. After successful authentication, you will be redirected to NSDL Depository site wherein you can see e-Voting page. Click on company name or e-Voting service provider i.e. NSDL and you will be redirected to e-Voting website of NSDL for casting your vote during the remote e-Voting period.
2. Existing IDeAS user can visit the e-Services website of NSDL Viz. https://eservices.nsdl.com either on a Personal Computer or on a mobile. On the e-Services home page click on the “Beneficial Owner” icon under “Login” which is available under ‘IDeAS’ section, this will prompt you to enter your existing User ID and Password. After successful authentication, you will be able to see e-Voting services under Value added services. Click on “Access to e-Voting” under e-Voting services and you will be able to see e-Voting page. Click on company name or e-Voting service provider i.e. NSDL and you will be re-directed to e-Voting website of NSDL for casting your vote during the remote e-Voting period.
3. If you are not registered for IDeAS e-Services, option to register is available at https://eservices.nsdl.com. Select “Register Online for IDeAS Portal” or click at https://eservices.nsdl.com/SecureWeb/IdeasDirectReg.jsp
4. Visit the e-Voting website of NSDL. Open web browser by typing the following URL: https://www.evoting.nsdl.com/ either on a Personal Computer or on a mobile. Once the home page of e-Voting system is launched, click on the icon “Login” which is available under ‘Shareholder/Member’ section. A new screen will open. You will have to enter your User ID (i.e. your sixteen digit demat account number hold with NSDL), Password/OTP and a
Verification Code as shown on the screen. After successful authentication, you will be redirected to NSDL Depository site wherein you can see e-Voting page. Click on company name or e-Voting service provider i.e. NSDL and you will be redirected to e-Voting website of NSDL for casting your vote during the remote e-Voting period. 5. Shareholders/Members can also download NSDL Mobile App "NSDL Speede" facility by scanning the QR code mentioned below for seamless voting experience. NSDL Mobile App is available on App Store Google Play
Individual Shareholders holding securities in demat mode with CDSL 1. Users who have opted for CDSL Easi / Easiest facility, can login through their existing user id and password. Option will be made available to reach e-Voting page without any further authentication. The users to login Easi / Easiest are requested to visit CDSL website www.cdslindia.com and click on login icon & New System Myeasi Tab and then user your existing my easi username & password. 2. After successful login the Easi / Easiest user will be able to see the e-Voting option for eligible companies where the evoting is in progress as per the information provided by company. On clicking the evoting option, the user will be able to see e-Voting page of the e-Voting service provider for casting your vote during the remote e-Voting period. Additionally, there is also links provided to access the system of all e-Voting Service Providers, so that the user can visit the e-Voting service providers' website directly. 3. If the user is not registered for Easi/Easiest, option to register is available at CDSL website www.cdslindia.com and click on login & New System Myeasi Tab and then click on registration option. 4. Alternatively, the user can directly access e-Voting page by providing Demat Account Number and PAN No. from a e-Voting link available on www.cdslindia.com home page. The system will authenticate the user by sending OTP on registered Mobile & Email as recorded in the Demat Account. After successful authentication, user will be able to see the e-Voting option where the e-voting is in progress and also able to directly access the system of all e-Voting Service Providers.
Individual Shareholders (holding securities in demat mode) login through their depository participants You can also login using the login credentials of your demat account through your Depository Participant registered with NSDL/CDSL for e-Voting facility. upon logging in, you will be able to see e-Voting option. Click on e-Voting option, you will be redirected to NSDL/CDSL Depository site after successful authentication, wherein you can see e-Voting feature. Click on company name or e-Voting service provider i.e. NSDL and you will be redirected to e-Voting website of NSDL for casting your vote during the remote e-Voting period.

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

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

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

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

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

  1. Visit the e-Voting website of NSDL. Open web browser by typing the following URL: https://www.evoting.nsdl.com/ either on a Personal Computer or on a mobile.
  2. Once the home page of e-Voting system is launched, click on the icon “Login” which is available under ‘Shareholder/Member’ section.
  3. A new screen will open. You will have to enter your User ID, your Password/OTP and a Verification Code as shown on the screen.

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

  1. Your User ID details are given below :
Manner of holding shares i.e. Demat (NSDL or CDSL) or Physical Your User ID is:
a) For Members who hold shares in demat account with NSDL. 8 Character DP ID followed by 8 Digit Client ID
For example if your DP ID is IN300 and Client ID is 12 then your user ID is IN30012.
b) For Members who hold shares in demat account with CDSL. 16 Digit Beneficiary ID
For example if your Beneficiary ID is 12 then your user ID is 12
c) For Members holding shares in Physical Form. EVEN Number followed by Folio Number registered with the company
For example if folio number is 001 and EVEN is 101456 then user ID is 101456001
  1. Password details for shareholders other than Individual shareholders are given below:

a) If you are already registered for e-Voting, then you can user your existing password to login and cast your vote.
b) If you are using NSDL e-Voting system for the first time, you will need to retrieve the ‘initial password’ which was communicated to you. Once you retrieve your ‘initial password’, you need to enter the ‘initial password’ and the system will force you to change your password.
c) How to retrieve your ‘initial password’?

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

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

  1. If you are unable to retrieve or have not received the “Initial password” or have forgotten your password:
    a) Click on “Forgot User Details/Password?” (If you are holding shares in your demat account with NSDL or CDSL) option available on www.evoting.nsdl.com.
    b) Physical User Reset Password? (If you are holding shares in physical mode) option available on www.evoting.nsdl.com.
    c) If you are still unable to get the password by aforesaid two options, you can send a request at [email protected] mentioning your demat account number/folio number, your PAN, your name and your registered address etc.
    d) Members can also use the OTP (One Time Password) based login for casting the votes on the e-Voting system of NSDL.

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

  3. Now, you will have to click on “Login” button.
  4. After you click on the “Login” button, Home page of e-Voting will open.

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

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

  1. After successful login at Step 1, you will be able to see all the companies “EVEN” in which you are holding shares and whose voting cycle.
  2. Select “EVEN” of company for which you wish to cast your vote during the remote e-Voting period.
  3. Now you are ready for e-Voting as the Voting page opens.
  4. Cast your vote by selecting appropriate options i.e. assent or dissent, verify/modify the number of shares for which you wish to cast your vote and click on “Submit” and also “Confirm” when prompted.
  5. Upon confirmation, the message “Vote cast successfully” will be displayed.
  6. You can also take the printout of the votes cast by you by clicking on the print option on the confirmation page.
  7. Once you confirm your vote on the resolution, you will not be allowed to modify your vote.

General Guidelines for shareholders

  1. Institutional shareholders (i.e. other than individuals, HUF, NRI etc.) are required to send scanned copy (PDF/JPG Format) of the relevant Board Resolution/ Authority letter etc. with attested specimen signature of the duly authorized signatory(ies) who are authorized to vote, to the Scrutinizer by e-mail to [email protected] with a copy marked to [email protected]. Institutional shareholders (i.e. other than individuals, HUF, NRI etc.) can also upload their Board Resolution / Power of Attorney / Authority Letter etc. by clicking on "Upload Board Resolution / Authority Letter" displayed under "e-Voting" tab in their login.
  2. It is strongly recommended not to share your password with any other person and take utmost care to keep your password confidential. Login to the e-voting website will be disabled upon five unsuccessful attempts to key in the correct password. In such an event, you will need to go through the “Forgot User Details/Password?” or “Physical User Reset Password?” option available on www.evoting.nsdl.com to reset the password.

TWISTEX

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

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

  1. In case shares are held in physical mode please provide Folio No., Name of shareholder, scanned copy of the share certificate (front and back), PAN (self-attested scanned copy of PAN card), AADHAR (self-attested scanned copy of Aadhar Card) by email to [email protected].
  2. In case shares are held in demat mode, please provide DPID-CLID (16 digit DPID + CLID or 16 digit beneficiary ID), Name, client master or copy of Consolidated Account statement, PAN (self-attested scanned copy of PAN card), AADHAR (self-attested scanned copy of Aadhar Card) to [email protected]. If you are an Individual shareholder holding securities in demat mode, you are requested to refer to the login method explained at step 1 (A) i.e. Login method for e-Voting for Individual shareholders holding securities in demat mode.
  3. Alternatively, shareholder/members may send a request to [email protected] for procuring user id and password for e-voting by providing above mentioned documents.
  4. In terms of SEBI circular dated December 9, 2020 on e-Voting facility provided by Listed Companies, Individual shareholders holding securities in demat mode are allowed to vote through their demat account maintained with Depositories and Depository Participants. Shareholders are required to update their mobile number and email ID correctly in their demat account in order to access e-Voting facility.

CONTACT DETAILS:

| Company | Shree Ram Twistex Limited
CIN: L17120GJ2013PLC078074
Registered Office: 566P1, Umwada Road, Near Bajrang Cotspin, Gondal, Rajkot - 360 311, Gujarat, India
Tel: +91 7510012200
Email Id: [email protected] |
| --- | --- |
| Registrar and Transfer Agent | Bigshare Services Private Limited
S6-2, 6th Floor Pinnacle Business Park Next to Ahura Center Mahakali Caves Road, Andheri East, Mumbai-400093, Maharashtra,
Tel No.:022-6263 8200
Email: [email protected] |
| E-Voting Agency | National Securities Depository Limited (NSDL)
Email: [email protected]
NSDL help desk: 1800 1020 990 and 1800 22 44 30
You may refer the Frequently Asked Questions (FAQs) for Shareholders and e-voting user manual for Shareholders available at the download section of www.evoting.nsdl.com |
| Scrutinizer | M/s Sonu Jain & Co.
Proprietor Name: Sonu Jain (COP 23090)
601 safal flora, Nr. Anand Milan Tower, Shahibaug, Ahmedabad-380004
Tel No.: 9978244734
E-mail id: [email protected] |

TWISTEX

EXPLANATORY STATEMENT

(Pursuant to Section 102(1) of the Companies Act, 2013 and Secretarial Standard II on General Meetings)

ITEM NO. 1: VARIATION IN THE OBJECTS OF THE ISSUE AS STATED IN THE PROSPECTUS

The Company had raised funds through an Initial Public Offering ("IPO") and the objects for utilisation of the IPO proceeds were disclosed in the Prospectus dated February 26, 2026 filed with the Registrar of Companies and the Securities and Exchange Board of India ("SEBI"), in the following manner:

Object No. Particular Total Estimated Cost Amount already deployed Amount which will be financed from Net Proceeds
1 Funding for setting up of 6.1 MW Solar Power Plant for captive use 2,223.55 2,223.55 734.55
2 Funding for setting up of 4.2 MW Wind Power Plant for captive use 3,900.00 - 3,900.00
3 Repayment and/or pre-payment, in full or part, of certain borrowings availed by our Company 1,489.00 - 1,489.00
4 Funding the working capital requirements of our Company 4,400.00 - 4,400.00
Total 12,012.55 2,223.55 10,523.55

Proposed Variation in Object No. 2 (Wind Power Project) only All other object remains same.

The Company had originally proposed to set up a 4.2 MW Wind Power Plant comprising 2 Wind Turbine Generators (WTGs) of 2.1 MW each (Model S120_140).

However, Estimated Completion Timeframe for 4.2MW is 15 months, which can be completed within 6 months for 3.1MW. Hence, the Company now proposes to install 1 Wind Turbine Generator of 3.1 MW capacity instead of the originally planned 2 WTGs

Accordingly:

Revised utilisation for Wind Power Project: ₹2,511.00 Lakhs

Original allocation: ₹3,900.00 Lakhs

Surplus amount available for reallocation: ₹1,389.00 Lakhs

Revised Utilisation of Surplus IPO Proceeds

The surplus funds arising from the above variation shall be utilised as under:

Sr. No. Particulars Amount in Lakhs
A Machinery For Expansion 525.74
B Repayment of SBI Bank Outstanding 863.26
C Wind Power Project (Revised) 2,511.00
TOTAL 3,900.00

Details on the Machinery for Expansion are as under:

(Rs. in Lakhs)

Particulars of Machineries Basic Amount Tax Amount Total Amount
Two-For-One Twisters (Qty 9) 294.75 53.06 347.81
Assembly Winders (192 Spindles) 96.00 17.28 113.28
Electric Material, etc. 9.53 1.71 11.24
Electrifications 10.50 1.89 12.39
Supply & Installation of Humidification Plant & Air Distribution System 30.75 5.53 36.28
Cleaner Model MTB-200 (Belt Drive) 4.01 0.72 4.74

TWISTEX

Total 445.54 80.20 525.74

Impact of the Variation:

The proposed variation in the objects / terms of utilisation of the IPO Proceeds and extension of the time limit for the utilisation of IPO Proceeds shall be undertaken by the Company only if such variation is approved with majority of more than 90% of shareholding (present and voting and voting through remote e-voting).

There is no material change in the overall business of the Company pursuant to the proposed variation, except as stated above.

Regulatory Compliance:

In terms of the applicable provisions of the SEBI ICDR Regulations:

  • The approval of shareholders by way of special resolution is required for variation in objects of the issue.
  • The votes cast by the public shareholders in favour of the resolution shall be considered for the purpose of approval.

Interest of Directors / Promoters:

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

Board Recommendation:

The Board of Directors recommends the Special Resolution set out at Item No. 1 for approval of the Members.

By Order of the Board of Directors

For SHREE RAM TWISTEX LIMITED

Sd/-

Sejal Gajjar

Company Secretary

and Compliance Officer

Date: April 23, 2026

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