RTCL LIMITED

Meeting Details

  • Date: Wednesday, September 30, 2026
  • Time: 02:30 P.M.
  • Location: Registered Office at 8/226, Second Floor, SGM Plaza, Arya Nagar, Kanpur, Uttar Pradesh-208002

Ordinary Business Agenda

1. To receive, consider and adopt the Audited Financial Statements (including Consolidated Financial Statements) for the financial year ended March 31, 2026, together with the Board's Report and Auditors' Report.

2. To appoint a director in place of Mr. Ajay Kumar Jain (DIN: 00043349) who retires by rotation and is eligible for re-appointment.

Special Business Agenda

Item 3: Appointment of Independent Director
  • Resolution: Special Resolution to appoint Mrs. Pooja Agrawal (DIN: 11827599) as Additional Director (Non-Executive & Independent)
  • Term: September 1, 2026 to August 31, 2031 (5 consecutive years)
  • Legal Basis: Sections 149, 150, 152 read with Schedule IV and Section 161(1) of Companies Act, 2013
  • Approval Requirement: Requires members' approval in AGM
Item 4: Creation of Security on Assets
  • Resolution: Special Resolution to sell, lease, dispose of, mortgage, charge, hypothecate Company assets
  • Purpose: To secure rupee term loans/foreign currency loans, debentures, bonds and other instruments
  • Limit: Outstanding aggregate value not exceeding ₹300 crore (Rupees Three Hundred Crores)
  • Legal Basis: Section 180(1)(a) of Companies Act, 2013
  • Counterparties: Financial institutions, foreign financial institutions, investment institutions, banks, mutual funds, trusts, other bodies corporate
Item 5: Borrowing Powers
  • Resolution: Special Resolution for borrowing powers exceeding paid-up capital and free reserves
  • Limit: Total outstanding amount shall not exceed ₹300 crore (Rupees Three Hundred Crores)
  • Exclusion: Temporary loans from bankers in ordinary course of business excluded
  • Legal Basis: Section 180(1)(c) of Companies Act, 2013
Item 6: Loans, Investments and Guarantees
  • Resolution: Special Resolution for loans, investments, guarantees and security provisions
  • Limit: Aggregate investment shall not exceed ₹300.00 Crores at any point
  • Legal Basis: Section 186 of Companies Act, 2013
  • Threshold: Can exceed 60% of paid-up share capital plus free reserves plus securities premium account or 100% of free reserves plus securities premium account
Item 7: Related Party Transactions
  • Resolution: Special Resolution for related party transactions effective from April 1, 2026
  • Legal Basis: Section 188 of Companies Act, 2013
  • Maximum Annual Values (₹ in Lacs):
  • Shreesri Buildtech Private Limited: Services - 31.45
  • Lotus Infra Projects Private Limited: Services - 356.63
  • Raghunath Builders Private Limited: Leasing - 0.70, Services - 0.25
  • Raghunath International Limited: Leasing - 1.60
  • Raghunath Holdings and Finlease Private Limited: Services - 356.65
  • Total Maximum Value: ₹746.68 Lacs

Voting Arrangements

  • Remote e-voting period: September 27, 2026 (9:00 AM) to September 29, 2026 (5:00 PM)
  • Cut-off date: September 23, 2026
  • Scrutinizer: M/s. Sushil Gupta & Associates, Company Secretaries, Kanpur (C.P. No.5064)
  • Results declaration: Forthwith after AGM, to be placed on company website and forwarded to BSE Limited