Shareholders meeting

T R F LI MIT ED July 15, 2026 The Secretary, Listing Department The Manager, Listing Department BSE Limited National Stock Exchange of India Limited Phiroze Jeejeebhoy Towers, Exchange Plaza, 5th Floor, Plot No. C/1, Dalal Street, G Block, Bandra-Kurla Complex, Bandra (E), Mumbai - 400 001. Mumbai - 400 051. Maharashtra, India. Maharashtra, India Scrip Code : 505854 Symbol : TRF Dear Madam, Sirs, Sub: Notice of 63rd Annual General Meeting of TRF Limited Please find enclosed herewith the Notice of the 63rd Annual General Meeting (‘AGM’) of TRF Limited (‘Company’) scheduled to be held on Thursday, August 6, 2026 at 11:30 a.m. (IST) via two-way Video Conferencing/Other Audio-Visual Means. The said Notice forms part of the 63rd Annual Report of the Company for FY 2025-26 (‘Annual Report’). The Notice of the AGM is available on the website of the Company at: https://trf.co.in/download/agm-notice-fy-2025-26/?wpdmdl=25201 This is submitted pursuant to Regulation 30 and other applicable provisions of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended. This is for your information and records. Thanking you. Yours faithfully, TRF Limited Avishek Ghosh Company Secretary and Compliance Officer Encl.: Notice of AGM 11 Station Road, Burmamines, Jamshedpur 831 007, India Tel +91 657 2345727 FAX +91 657 2345718 e mail: comp_sec@trf.co.in www trf.co.in CIN L74210JH1962PLC000700 NOTICE Notice is hereby given that the 63rd Annual General Meeting of the Members of TRF Limited (‘Company’) will be held on Thursday, August 6, 2026 at 11:30 a.m. (IST) through Video Conferencing / Other Audio-Visual Means, to transact the following business: Ordinary Business: Item No. 1 - Adoption of Audited Standalone Financial Statements To receive, consider and adopt the Audited Standalone Financial Statements of the Company for the Financial Year ended March 31, 2026, together with the Reports of the Board of Directors and the Auditors thereon. Item No. 2 - Adoption of Audited Consolidated Financial Statements To receive, consider and adopt the Audited Consolidated Financial Statements of the Company for the Financial Year ended March 31, 2026, together with the Report of the Auditors thereon. Item No. 3 - Re-appointment of a Director To appoint a Director in place of Mr. Akshay Khullar (DIN: 10545101), who retires by rotation in terms of Section 152(6) of the Companies Act, 2013, and being eligible, seeks re-appointment. Special Business: Item No. 4 - Ratification of Remuneration of Cost Auditor To consider and, if thought fit, to pass the following resolution as an Ordinary Resolution: “RESOLVED THAT pursuant to the provisions of Section 148(3) and other applicable provisions, if any, of the Companies Act, 2013 (‘Act’) (including any statutory modification(s) or re-enactment(s) thereof, for the time being in force), and the Companies (Audit and Auditors) Rules, 2014, as amended from time to time, the Company hereby ratifies the remuneration of `2 lakh plus applicable taxes and reimbursement of out-of-pocket expenses payable to Messrs Shome & Banerjee, Cost Accountants, (Firm Registration Number - 000001), who, based on the recommendation of the Audit Committee, have been appointed by the Board of Directors of the Company (‘Board’), as the Cost Auditor of the Company, to conduct the audit of the cost records maintained by the Company for the Financial Year ending March 31, 2027. RESOLVED FURTHER THAT the Board and/or any person authorised by the Board, be and is hereby severally authorized to settle any question, difficulty or doubt, that may arise in giving effect to this resolution and to do all such acts, deeds, matters and things as may be considered necessary, expedient and desirable for the purpose of giving effect to this resolution. Item No. 5 - Commission to Non-Executive Directors of the Company To consider, and if thought fit, to pass the following Resolution as an Ordinary Resolution: “RESOLVED THAT pursuant to the provisions of Sections 197 read with Schedule V and other applicable provisions, if any, of the Companies Act, 2013 (‘Act’) and the Rules made thereunder and Regulation 17(6) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended from time to time, the consent of the Members be and is hereby accorded for payment of a sum not exceeding 1% of the net profits of the Company per annum, calculated in accordance with the provisions of Section 198 of the Act, and in case of no profits or inadequate profits, such sum as may be calculated/ allowed in accordance with Schedule V and other applicable provisions of the Act, as commission and the same be paid to and distributed amongst the Directors of the Company or some or any of them (other than the Managing Director) in such amounts or proportions and in such manner and in such respects as may be recommended by the Nomination and Remuneration Committee and approved by the Board of Directors of the Company, and such payments shall be made for period of 3 (three) years, out of the profits of the Company or in terms of Schedule V of the Act, commencing from FY 2026-27. RESOLVED FURTHER THAT the Board of Directors of the Company (including any Committee thereof) be and is hereby authorized to do all such acts, deeds, matters and things, as it may in its absolute discretion deem necessary, proper or desirable and to settle any question, difficulty or doubt that may arise in respect of the manner of payment or distribution of remuneration/ compensation, as it may deem fit, in accordance with the aforesaid provisions without 202 Annual Report 2025-26 being required to seek any further consent or approval of the Members of the Company or otherwise to the end and intent that they shall be deemed to have given their approval thereto and to execute any agreement, document, instruction, policy or otherwise as may be necessary or desirable or connected therewith or incidental thereto for giving effect to the foregoing resolution.” Item No. 6 - Material modification of approved Related Party Transaction(s) with Tata Steel Utilities and Infrastructure Services Limited To consider, and if thought fit, to pass the following Resolution as an Ordinary Resolution: “RESOLVED THAT pursuant to Regulation(s) 23(4), 2(1)(zc) and other applicable Regulations of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, (‘SEBI Listing Regulations’), the applicable provisions of the Companies Act, 2013 (‘Act’) read with related rules, if any, each as amended from time to time, the Policy on Related Party Transaction(s) of TRF Limited (‘Company’), and based on prior approval of the Audit Committee and in partial modification to the resolution passed by the Members of the Company through postal ballot on June 13, 2026, approving the Related Party Transaction(s) of the Company aggregating to `1,561 lakh with Tata Steel Utilities and Infrastructure Services Limited (‘TSUISL’), part of Promoter Group of the Company and accordingly, a related party under Regulation 2(1)(zb) of the SEBI Listing Regulations, the approval of the Members be and is hereby accorded to the Board of Directors of Company (‘Board’), which term shall be deemed to include any Committee constituted/ empowered/ to be constituted by the Board from time to time to exercise its powers conferred by this Resolution to amend/ modify the terms of the said related party contract(s)/ arrangement(s)/ transaction(s) (whether by way of an individual transaction or a series of transactions taken together), the details of which are provided in the Statement pursuant to Section 102 and other provisions of the Act read with related rules, with TSUISL towards receipt of services, and increase the transaction value by `1,439 lakh thereby now aggregating to `3,000 lakh to be entered during FY 2026-27, subject [Showing first 8,000 characters — download PDF for full document]