Regulation 44 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015

Rain Industries Limited

Meeting Details

The voting was conducted entirely through postal ballot by remote e-voting process without a physical meeting. The cut-off date for determining shareholder eligibility was August 7, 2026, with 184,759 shareholders on record.

Proposed Resolution and Implications

Shareholders approved the special resolution for re-appointment of Mr. Robert Thomas Tonti (DIN: 09367847) as an Independent Director for a period of 5 years from October 31, 2026 to October 30, 2031. Mr. Tonti brings 44 years of experience in petroleum coke calcining and energy production, with expertise in technical operations, commercial activities, corporate governance, and M&A. He currently serves as Independent Director on the boards of Rain Industries Limited and its subsidiaries Rain CII Carbon (Vizag) Limited and Rain Carbon Inc.

Voting Process and Methods

The remote e-voting was conducted through KFin Technologies Limited's platform at https://evoting.kfintech.com/. The voting period remained open from 10:00 AM IST on Wednesday, August 12, 2026 to 17:00 hours IST on Thursday, September 10, 2026. The e-voting votes were unblocked on September 10, 2026 at 17:00 hours in the presence of two witnesses: Mr. Jayesh Khatri and Ms. P. Kranthisree.

Key Voting Outcomes

Total Votes Cast: 17,60,57,141 shares

Valid Votes: 17,60,43,314 shares (100% of votes received)

Overall Results:

  • Votes in Favor: 17,03,68,125 shares (96.77%)
  • Votes Against: 56,77,189 shares (3.22%)
  • Invalid/Abstain: 13,827 shares

Shareholder Participation Breakdown:

  • Total Shareholders Responded: 603
  • Shareholders Voting in Favor: 524
  • Shareholders Voting Against: 75
  • Shareholders with Invalid/Abstain Votes: 5

Category-wise Voting Details:

Promoter and Promoter Group:

  • Shares Held: 13,90,72,353
  • Votes Polled: 13,90,72,353 (100.0000% of holdings)
  • Votes in Favor: 13,90,72,353 (100.0000%)
  • Votes Against: 0.0000

Public Institutions:

  • Shares Held: 3,51,70,820
  • Votes Polled: 1,99,89,652 (56.8359% of holdings)
  • Votes in Favor: 1,43,43,255 (71.7534% of votes polled)
  • Votes Against: 56,46,397 (28.2466% of votes polled)

Public Non-Institutions:

  • Shares Held: 16,21,02,506
  • Votes Polled: 1,69,81,309 (10.4757% of holdings)
  • Votes in Favor: 1,69,50,517 (99.8187% of votes polled)
  • Votes Against: 30,792 (0.1813% of votes polled)

Overall Participation: 17,60,43,314 shares voted, representing 52.3400% of total outstanding shares of 33,63,45,679.

Scrutinizer's Role and Findings

Mr. D.V.M. Gopal of dvm gopal & associates, Company Secretaries, was appointed as Scrutinizer by the Board resolution dated August 6, 2026. The scrutinizer certified that the voting process complied with Section 110 read with Section 108 of the Companies Act, 2013, Rule 20 and 22 of the Companies (Management and Administration) Rules, 2014, SEBI Listing Regulations, and Secretarial Standard SS-2. The scrutinizer confirmed that all registers and records generated from the remote e-voting platform are being maintained in electronic form.

Compliance Confirmation

The company affirmed that Mr. Robert Thomas Tonti is not debarred from holding the office of Independent Director by virtue of any Order of SEBI or any other Authority. The company confirmed compliance with all applicable laws and regulations including the Companies Act, 2013 and SEBI LODR Regulations, 2015.