Key Resolution

Item No. 1: Regularization of Mr. Shubham Vaidya as Managing Director

The company seeks shareholder approval through a special resolution to regularize the appointment of Mr. Shubham Vaidya (DIN: 11294349) as Managing Director for a period of 3 years, effective from 09th April 2026 to 08th April 2029.

Appointment Details

  • Appointment Date: Initially appointed as Additional Director (Managing Director) by the Board on 09th April 2026
  • Reason for Appointment: Consequent to the cessation of Mr. Amit Kumar Goyal as Managing Director w.e.f. 10th December 2025
  • Board Recommendation: Based on the recommendation of the Nomination and Remuneration Committee
  • Consent Received: Mr. Shubham Vaidya has conveyed his consent to act as Managing Director

Remuneration Details

  • Salary (CTC): ₹1,00,000 (Rupees One Lakh) per month
  • Minimum Remuneration Clause: The above salary will be payable even in case of loss or inadequacy of profits during his tenure
  • Sitting Fees: Not entitled to any sitting fees for attending Board or Committee meetings

Qualifications and Experience of Appointee

  • Name: Mr. Shubham Vaidya (DIN: 11294349)
  • Date of Birth: 13th February, 1999 (Age: 27 years)
  • Nationality: Indian
  • Qualifications: Bachelor of Commerce (Finance Honours) degree and CFA
  • Experience: Over five years of experience across investment management and pension consulting, working with UK-based pension schemes on Liability Driven Investment (LDI), risk management strategies, and pension scheme audits
  • Current Shareholding: Nil shares in the company
  • Other Directorships: None
  • Relationship with other Directors: None

Voting Schedule

| Event | Date | Time |

| Cut Off Date | 29th May, 2026 (Friday) | - |

| Remote e-Voting Start | 07th June, 2026 (Sunday) | 09:00 A.M. |

| Remote e-Voting End | 06th July, 2026 (Monday) | 05:00 P.M. |

| Result Date | 08th July, 2026 (Wednesday) | - |

E-Voting Arrangements

  • E-Voting Service Provider: National Securities Depository Limited (NSDL)
  • Record Date: 29th May, 2026 for determining shareholders eligible to vote
  • Voting Rights: One vote per equity share
  • Notice Distribution: Sent only through electronic mode to members whose email addresses are registered with the RTA/depositories

Scrutinizer Appointment

Ms. Prachi Bhartia, Practicing Company Secretary (Membership No. 53022, COP No.: 22964) has been appointed as Scrutinizer for conducting the Postal Ballot process.

Financial Information (Rs. in Lakhs)

The company has provided financial performance for the preceding three financial years:

| Particulars | 2025-26 | 2024-25 | 2023-24 |

| Total Income | 14260.11 | 11347.73 | 6784.05 |

| Total Expense | 12420.65 | 10175.81 | 6408.08 |

| Profit Before Tax | 1692.37 | 753.95 | 360.23 |

| Profit After Tax | 1252.44 | 553.71 | 269.16 |

The company states it has adequate profits as of the notice date but seeks enabling approval for minimum remuneration payment in case of future inadequacy of profits.

Document Availability

The Postal Ballot Notice is available on the company's website (www.rdbindia.com), NSDL website (www.evoting.nsdl.com), and stock exchange websites (BSE and CSE).

#Tags: #RDBInfrastructure #MDAppointment #PostalBallot #SEBIDisclosure #CorporateGovernance #Neutral