Rain Industries Limited - Intimation of Notice of Postal Ballot.

RAIN INDUSTRIES LIMITED RIL/SEs/2026 August 6, 2026 The General Manager The Manager Department of Corporate Services Listing Department BSE Limited The National Stock Exchange of India Limited Phiroze Jeejeebhoy Towers Bandra Kurla Complex Dalal Street, Fort Bandra East Mumbai-400 001 Mumbai – 400 051 Dear Sir/ Madam, Sub: Postal Ballot Notice - Reg. Ref : Scrip Code: 500339 (BSE) and Scrip code : RAIN (NSE) With reference to the above stated subject, please find enclosed herewith the Postal Ballot Notice pursuant to Section 108, Section 110 of the Companies Act, 2013 read with Rule 20 and 22 of the Companies (Management and Administration) Rules, 2014 for seeking consent of the Shareholders for re-appointment of Mr. Robert Thomas Tonti (DIN: 09367847) as an Independent Director of the Company for a period of 5 years i.e., from October 31, 2026 to October 30, 2031. This is for your kind information and record. Thanking you, Yours faithfully, for Rain Industries Limited S. Venkat Ramana Reddy Company Secretary Regd. Office: Rain Center Phone : +91 (40) 40401234 34, Srinagar Colony Fax: + 91 (40) 40401214 Hyderabad 500073 Email:secretarial@rain-industires.com Telangana, India Website: www.rain-industries.com CIN:L26942TG1974PLC001693 RAIN INDUSTRIES LIMITED Regd. Office: Rain Center, 34, Srinagar Colony, Hyderabad – 500 073, Telangana State, India. Tel: +91 40 4040 1234, Email: secretarial@rain-industries.com Website: www.rain-industries.com CIN : L26942TG1974PLC001693 NOTICE OF POSTAL BALLOT [Pursuant to Section 110 read with Section 108 of the Companies Act, 2013, Rules 20 and 22 of the Companies (Management and Administration) Rules, 2014, as amended and applicable Circulars issued by the Ministry of Corporate Affairs, Government of India, from time to time] Dear Member(s), VOTING STARTS ON VOTING ENDS ON Wednesday, August 12, 2026 Thursday, September 10, 2026 at 10:00 Hours (IST) at 17:00 Hours (IST) Notice is hereby given pursuant to Section 110 read with Section 108 and other applicable provisions, if any, of the Companies Act, 2013, (‘Act’) (including any statutory modification or re-enactment thereof for the time being in force), read with Rule 20 and 22 of the Companies (Management and Administration) Rules, 2014, (‘Rules’), Regulation 44 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (‘SEBI Listing Regulations’), Secretarial Standard on General Meetings issued by the Institute of Company Secretaries of India (‘SS-2’), each as amended, and in accordance with the requirements prescribed by the Ministry of Corporate Affairs (‘MCA’) for conducting postal ballot process through e-voting vide General Circular No.03/2025 dated September 22, 2025 to transact the special business as set out hereunder by way of postal ballot through remote e-voting process only (“E-Voting”). An Explanatory Statement pursuant to Section 102 and other applicable provisions of the Act, pertaining to the resolution setting out the material facts and reasons thereof, is appended to this Postal Ballot Notice. In terms of the requirements specified in the MCA Circulars, Rain Industries Limited (‘Company/RAIN’) is sending this Notice in electronic form only to those Members whose e-mail addresses are registered with the Company / Depositories. Accordingly, physical copy of the Notice along with Postal Ballot Form and pre-paid business reply envelope are not being sent to the Members for this Postal Ballot. The communication of the assent or dissent of the Members would only take place through the remote e-voting system. In compliance with Regulation 44 of the Listing Regulations and pursuant to the provisions of Section 108 and Section 110 of the Act read with the Rules, the MCA Circulars and SS-2, the Company is providing remote e-voting facility to its Members, to enable them to cast their votes electronically instead of submitting the Postal Ballot Form physically. The Company has engaged the services of KFIN Technologies Limited (‘KFintech’) for the purpose of providing remote Page 1 of 15 e-voting facility to its Members. The instructions for remote e-voting are appended to this Notice. The Notice is also available on the website of the Company https://www.rain-industries.com/. Members desiring to exercise their vote through the remote e-voting process are requested to carefully read the instructions indicated in this Notice and record their assent (FOR) or dissent (AGAINST) by following the procedure as stated in the Notes forming part of the Notice for casting of votes by remote e-voting during the period from from 10:00 Hours (IST) on Wednesday, August 12, 2026 to 17:00 Hours (IST) on Thursday, September 10, 2026. The remote e-voting facility will be disabled by KFintech immediately thereafter. SPECIAL BUSINESS 1. To re-appoint Mr. Robert Thomas Tonti as an Independent Director. To consider and, if thought fit, to pass, with or without modification(s), the following Resolution as a Special Resolution: “RESOLVED THAT pursuant to the provisions of Sections 149, 152, 160 and other applicable provisions, if any, of the Companies Act, 2013 (Act) and the Rules framed thereunder, read with Schedule IV to the Act and Chapter IV 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 of the Company be and is hereby accorded for re-appointment of Mr. Robert Thomas Tonti (DIN: 09367847), as an Independent Director of the Company for a period of 5 years i.e., from October 31, 2026 to October 30, 2031 and he shall not be liable to retire by rotation, who has submitted a declaration that he meets the criteria of independence as provided in Section 149 of the Act. FURTHER RESOLVED THAT the Board of Directors of the Company be and are hereby authorized to do all such acts, deeds, matters and things as may be considered necessary, desirable and expedient for giving effect to this Resolution.” By order of the Board For Rain Industries Limited S. Venkat Ramana Reddy Place: Hyderabad Company Secretary Date: August 6, 2026 M. No: A14143 Page 2 of 15 NOTES: 1. The Explanatory Statement setting out all material facts as required under Section 102 of the Companies Act, 2013 in respect of Special Business of the Company is appended and forms part of the Notice. 2. The Notice is being sent to all the Members whose names appear in the Register of Members/ Record of Depositories as on Friday, August 07, 2026 (Cut-off date). Voting rights shall be reckoned on the paid-up value of the shares registered in the name of the Members as on that date. 3. As per the MCA Circulars, the Postal Ballot Notice is being sent only through electronic mode to those Members whose E-Mail addresses are registered with the Company / Depositories. Members may please note that the Postal Ballot Notice will also be available on the Company’s website at https://www.rain-industries.com, websites of Stock Exchanges i.e., BSE Limited and National Stock Exchange of India Limited at www.bseindia.com and www.nseindia.com respectively, and on the website of KFIN Technologies Limited at https://evoting.kfintech.com. 4. In terms of the MCA and SEBI Circulars mentioned herein above, the Company will send Postal Ballot Notice in Electronic form only and hard copy of Postal Ballot Notice along with Postal Ballot Forms and pre-paid business envelope will not be sent to the Members for this Postal Ballot. Accordingly, the communication of the assent or dissent of the Members would take place through the E-voting system only. Therefore, those Members who have not yet registered their e-mail address are requested to get their e-mail addresses temporarily registered by visiting https://ris.kfintech.com/clientservices/postalballot/ Post successful registration of email, the Member would get soft copy of the notice and the procedure for e-voting along with [Showing first 8,000 characters — download PDF for full document]