Meeting Details

The 37th AGM is scheduled to be held on Friday, September 25, 2026, at 12:30 P.M. (IST). The registered office of the Company at Plot No. 10/1, 10/2, Khasra No. 302 & 307, Himalayan Mega Food Park, Central Processing Center, Mahuakhera Ganj, Kashipur, Distt. Udham Singh Nagar, Uttarakhand-244713, shall be deemed as the venue.

Business to be Transacted

Ordinary Business:

1. To receive, consider, and adopt the Audited Financial Statements for the financial year ended March 31, 2026, including the Balance Sheet, Statement of Profit and Loss, Cash Flow Statement, and the Reports of the Board of Directors and Statutory Auditors.

2. To appoint a director in place of Mr. Satish Jain (DIN: 00052215), who retires by rotation and, being eligible, has offered himself for re-appointment.

Special Business:

3. To approve the increase in remuneration and change in designation of Mr. Udit Jain (DIN: 08034841), Whole Time Director. This is proposed as a Special Resolution.

  • His designation is to be changed from Executive Director to Director (Marketing).
  • The revised remuneration is effective for the remaining tenure of his appointment, from October 01, 2026, to June 30, 2029.
  • Salary: ₹11,50,000 (Rupees Eleven Lakhs Fifty Thousand) per month, with an annual increment of ₹1,50,000 (Rupees One Lakh Fifty Thousand).
  • Other Perquisites: Entitlement to Provident Fund, Superannuation Fund, or Annuity Fund (to the extent not taxable); Gratuity as per applicable laws/company policy; and Earned Leave encashment at the end of the tenure.
  • The resolution includes provisions for paying this as Minimum Remuneration in case of no or inadequate profits in any financial year, per Section II of Part II of Schedule V of the Companies Act, 2013.
  • The Board/Nomination & Remuneration Committee is authorized to further enhance/alter the remuneration within the overall maximum limits approved by members.

4. To approve the increase in remuneration of Mrs. Maneka Jain, who holds an office or place of profit. This is proposed as an Ordinary Resolution.

  • Her role is "Executive Business Development".
  • The revision is effective from August 01, 2026.
  • Salary: ₹2,50,000 (Rupees Two Lakhs Fifty Thousand) per month, with an annual increment of ₹75,000 (Rupees Seventy Five Thousand), subject to a maximum remuneration of ₹5,50,000 (Rupees Five Lakhs Fifty Thousand) per month.
  • Other Perquisites: Entitlement to Provident Fund, Superannuation Fund, or Annuity Fund (to the extent not taxable); Gratuity; Leave encashment; and Bonus as per applicable laws/company policy.
  • The Board/Nomination & Remuneration Committee is authorized to further enhance/alter the remuneration within the approved limits.

E-Voting and Attendance Procedures

  • The Register of Members and Share Transfer Books will be closed from Saturday, September 19, 2026, to Friday, September 25, 2026 (both days inclusive).
  • The cut-off date for determining eligibility to vote is Friday, September 18, 2026.
  • Remote e-voting will be conducted through MUFG Intime India Private Limited (MIIPL). The voting window opens on Monday, September 21, 2026, at 9:00 A.M. and closes on Thursday, September 24, 2026, at 5:00 P.M.
  • Detailed instructions for shareholders holding shares in both dematerialized and physical form are provided for logging in via NSDL, CDSL, or directly on the InstaVote platform.
  • Ms. Ashu Gupta, Company Secretary (FCS 4123), has been appointed as the Scrutinizer to scrutinize the e-voting process.
  • Members can attend the AGM via the InstaMeet platform. Those wishing to speak must register by sending a request to investor_relations@ramavisionltd.com between September 21, 2026 (9:00 a.m.), and September 23, 2026 (5:00 p.m.).

Explanatory Statement Highlights (Item No. 3 - Mr. Udit Jain)

  • Mr. Udit Jain's current term is valid until June 30, 2029. His re-appointment was approved at the 35th AGM held on September 24, 2024.
  • The proposed increase is due to his significant role over 14 years in business development, expansion, and strengthening the company's trading portfolio and brands.
  • The Nomination and Remuneration Committee and Board approved the increase on May 25, 2026.
  • The company's financial performance for FY 2025-26 is provided: Revenue from Operations & Other Income: ₹15917.12 Lakhs; Profit Before Tax: ₹793.50 Lakhs; Profit After Tax: ₹592.46 Lakhs.
  • Mr. Udit Jain is the son of Mr. Satish Jain (CMD) and brother of Mr. Arhant Jain (Director).

Explanatory Statement Highlights (Item No. 4 - Mrs. Maneka Jain)

  • Mrs. Maneka Jain has been associated with the company since 2022. She is a promoter and relative of directors (daughter of Mr. Satish Jain and sister of Mr. Arhant Jain and Mr. Udit Jain).
  • The revision is based on her contribution to business development and marketing initiatives.
  • The Audit Committee and Nomination and Remuneration Committee recommended the revision on May 25, 2026, followed by Board approval.
  • The remuneration is stated to be reasonable, fair, and commensurate with her duties and industry practices.

Additional Information

  • The notice includes extensive notes for shareholders, including guidance on updating KYC details, dematerialization of shares, and grievance redressal at investor_relations@ramavisionltd.com.
  • The full notice is available on the company's website: https://www.ramavisionltd.com/.

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