Outcome of Board Meeting

RAMA STEEL TUBES LTD. Manufacturers & Exporters: ERW Steel Tubes (Black & Galvanised) CoIN : L2720lDL1974PLC007114I AN ISO 9001 : 2015 CO. RAMA Corp. Office: Ground & Fourth Floor, A-98, Sector 136, Noida, Uttar Pradesh-201301 +91-120-4688766 BUILD WITH TRUST Date: September 22,2026 The Manager - Listing The Secretary National Stock Exchange of India Limited, BSE Limited, Exchange Plaza, Bandra Kurla Complex, Corporate Relationship Dept., Bandra (East), P. J. Towers, Dalal Street, Mumbai - 400051 Mumbai -400001. Symbol: RAMASTEEL Scrip Code: 539309 Dear Sir/Madam, Sub.: Outcome of Board Meeting held on September 22.2026 Pursuant to Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("SEBI LODR Regulations"), we wish to inform you that the Board of Directors of the Company at its meeting held today, i.e. September 22, 2026, inter alia, considered and approved the following matters: 1. Increase in Authorised Share Capital and Consequent Alteration of Capital Clause of the Memorandum of Association The Board considered and approved the proposal for increase in the Authorised Share Capital of the Company from the existing Rs. 200,(')0,00,000/- (Rupees Two Hundred Crores only) comprising 200,00,00,000 (Two Hundred Crores) Equity Shares of Rs. 1/- (Rupee One) each to Rs. 250,00,00,000/- (Rupees Two Hundred Fifty Crores only) comprising 250,00,00,000 (Two Hundred Fifty Crores) Equity Shares of Rs. 1/- (Rupee One) each, subject to the approval of the Members of the Company. Consequently, the Board also approved the proposal for alteration of the Capital Clause of the Memorandum of Association of the Company, subject to the approval of the Members of the Company, to read as follows: "The Authorised Share Capital of the Company is Rs. 250,00,00,000/- (Rupees Two Hundred Fifty Crores only) divided into 250,00,00,000 (Two Hundred Fifty Crores) Equity Shares of Rs. 1/ (Rupee One) each." 2. Amendment in Share Purchase Agreement dated 11th December, 2025 The Board of Directors considered and approved the proposed amendments to the Share Purchase Agreement ("SPA") dated 11th December, 2025, executed among Mr. Jagjit Gouri - Seller, RST International Trading FZE - Buyer 1 and Rama Steel Tubes Limited - Buyer 2, in relation to the proposed joint acquisition of 100% stake in Automech Group Holding Limited, a company registered under the Abu Dhabi Global Market (ADGM), by Rama Steel Tubes Limited and RST International Trading FZE, a wholly owned subsidiary of the Company. Regd. Office: Office No.1 & 2, A-15, 3rd Floor, Swasthya Vihar, New Delhi - 110092 +91-11-41645537 info@ramasteel.com www.ramasteel.com The details about the above said proposed acquisition and Agreement were already been intimated to the stock exchange in accordance with Regulation 30 of SEBI LODR Regulations on 11th December, 2025. Subsequently, upon further review and consideration, the Board of Directors approved the amendment of certain provisions of the existing SPA. The details, in accordance with the SEBI Master Circular No. HO/49/14/14(7)2025- CFDPOD2/Ij3762/2026 dated January 30,2026, are enclosed herewith as Annexure-I 3. Approval for Issue of Equity Shares on a preferential basis: I. Approved the Issuance of up to 28,00,00,000 Equity Shares of face value of Rs. 1/- each at issue price of Rs. 5/- each including the Premium of Rs. 4/- each, aggregating to an amount up to Rs. 140,00,00,000/- (Rupees One Hundred and Forty Crore only) under Promoter/ Promoter Group category and No n- Promoter Category in accordance with Chapter V of the SEBI (ICDR) Regulations, 2018 and other applicable laws, rules, regulations, guidelines and circulars and II. Approved the Issuance of up to 33,28,00,000 Equity Shares of face value of 1/- each at issue price of Rs. 5/- each including the Premium of Rs. 4/- each, aggregating to an amount up to Rs: 166,40,00,000/-under Non-Promoter Category in accordance with Chapter V of the SEBI (ICDR) Regulations, 2018 and other applicable laws, rules, regulations, guidelines and circulars through share swap towards meeting purchase consideration of 21.62% shareholding of Automech Holding Group. The details, in accordance with the SEBI Master Circular No. HO/49/14/14(7)2025- CFDPOD2/I/3762/2026 dated January 30, 2026, are enclosed herewith as Annexure- II & III. 4. Approval for Issue of Convertible Warrants on Preferential issue: Approved the issuance of up to 8,00,00,000 Warrants, each convertible into 1 (one) fully paid-up equity share of face value of Rs. 1/- (Rupees one Only) each, at a price of Rs. 5/- (Rupees Five Only) (including a premium of Rs. 4/- each) per Warrant ("Warrant Issue Price"), aggregating upto Rs. 40,00,00,000/-, to Persons belonging to 'Promoter' Category on preferential basis (,Preferential Issue'), for cash consideration on preferential basis in accordance with Chapter V of the SEBI (ICDR) Regulations, 2018, SEBI (LODR) Regulations, 2015 and other applicable laws rules, regulations, guidelines and circulars. The details, in accordance with the SEBI Master Circular No. HO/49/14/14(7)2025- CFDPOD2/Ij3762/2026 dated January 30, 2026, is enclosed herewith as Annexure-IV. The Board also approved convening of an Extraordinary General Meeting of the Company to approve the above matters. The Board Meeting commenced at 4:15 p.m. and concluded at 05:05 p.m. Request you to kindly take the aforesaid information on your record. For Rama,Ste:el Tubes Limited ~''(>_,.I-:'l...~·, ~. Ir~ ,;;.--: " ...." -.Jl ._ " ~I I ;'; . '~ .. :~. Vlkas Sb~rIIt~:-' . Company Secretary and Compliance Officer End. As Above Annexure-I Details under amended Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 read along with SEBI Master Circular No. HOj49j14j14(7)2025-CFD-POD2jIj3762j2026 January 30, 2026. S.No. Particular Details If the listed entity is a party to the agreement, The share purchase agreement dated 11th December, 2025 have been executed among a) details of the counterparties Mr. Jagjit Gouri (Seller), RST International (including name and relationship Trading FZE (Buyer 1), and Rama Steel Tubes with the listed entity) Limited (Buyer 2) towards acquisition of 100% share holding of Automech Group, situated at Dubai, UAE. RST International Trading FZE (U.A.E.) is a wholly owned subsidiary of Rama Steel Tubes Limited (RSTL). 2. If the listed entity is not a party to Not Applicable the agreement, a) name of the party entering into such an agreement and the relationship with the listed entity; b) details of the counterparties to the agreement (including name and relationship with the listed entity); c) date of entering into the agreement 3. Purpose of entering into the The purpose of the acquisition is geographical agreement expansion and strengthening its presence across UAE in diversified sectors including Steel Fabrications, Assembly, Construction and Installation, Precision Engineering, Contracting Services, Dewatering Management & Land Draining, Marine Engine Services, Manufacturing, Energy, Engineering, Infrastructure etc. This strategic acquisition is intended to diversify revenue streams, achieve operational synergies, and create sustainable long-term value for the Company. 4. Shareholding, if any, in the entity As on date, the Company does not have any with whom the agreement is shareholding in any of the entities that are executed party to the Agreement. Except RST International Trading FZE (U.A.E.) which is a wholly owned subsidiary of Rama Steel Tubes Limited (RSTL). 5. Significant terms of the Rama Steel Tubes Limited and RST agreement (in brief) International Trading FZE, Wholly owned Subsidiary of the Company, have agreed to jointly acquire 100% Stake of Automech Group Holding Limited consisting of 8 following subsidiaries for an aggregate consideration of AED 296 million through share purchase agreement dated 11th December, 2025 , wherein RST International Trading FZE agre [Showing first 8,000 characters — download PDF for full document]