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19 June 2026
Corporate Relationship Department National Stock Exchange of India Limited
BSE Limited Exchange Plaza, Plot No. C-1,
Phiroze Jeejeebhoy Towers, Block G, Bandra – Kurla Complex,
Dalal Street, Mumbai – 400 001 Bandra (East), Mumbai – 400 051
Script Code: 543981 Symbol: RRKABEL
Sub.: Notice convening the 32nd Annual General Meeting of R R Kabel Limited for the financial
year 2025-26 – Regulation 30 of the SEBI (Lis(cid:415)ng Obliga(cid:415)ons and Disclosure Requirements)
Regula(cid:415)ons, 2015 (“the SEBI Lis(cid:415)ng Regula(cid:415)ons”)
Dear Sir/Madam,
Pursuant to Regula(cid:415)on 30 of the SEBI Lis(cid:415)ng Regula(cid:415)ons, pleased find enclosed herewith No(cid:415)ce along
with explanatory statement of the 32nd Annual General Mee(cid:415)ng of the Company scheduled to be held
on Wednesday, 15 July 2026 at 11:30 a.m. (IST) through Video- Conferencing (VC) / Other Audio-Visual
Means (OAVM). The said no(cid:415)ce forms part of the Annual Report for the financial year 2025-26.
The Annual Report containing the No(cid:415)ce of the AGM is also available on the Company’s website at the
following link: h(cid:425)ps://www.rrkabel.com/wp-content/uploads/2026/05/RRKL-Annual-Report-2025-
26.pdf
You are requested to kindly take note of the same.
Thanking you,
Yours sincerely,
For R R Kabel Limited
Anup Vaibhav C. Khanna
Company Secretary and Compliance Officer
M. No. – F6786
Encl.: as above
Corporate Overview Financial Statements Statutory Section
NOTICE
Notice is hereby given that the 32nd (Thirty-Second) Annual General Meeting of the Members of R R Kabel Limited
(“the Company”) will be held on Wednesday, 15 July 2026 at 11:30 am (IST) through Video-Conferencing facility (‘VC’)/Other
Audio-Visual Means (‘OAVM’), to transact the following businesses:
ORDINARY BUSINESS: be and is hereby declared and the same be paid to the
1. R eceive, consider and adopt the Audited Standalone Members of the Company whose names appear in the
Financial Statements of the Company for the financial Register of Members/List of Beneficial Owners as on
year ended 31 March 2026, together with the Reports of Tuesday, 16 June 2026.”
the Board of Directors and the Statutory Auditors thereon
3. Consider appointing a director in place of Shri Mahhesh
and the Audited Consolidated Financial Statements of
Kabra (DIN:00137796), who retires by rotation and
the Company for the financial year ended 31 March 2026,
being eligible, offers himself for re-appointment.
together with the Report of Statutory Auditors thereon.
To consider and, if thought fit, to pass the following
To consider and, if thought fit, to pass the following
resolution as an Ordinary Resolution:
resolution as an Ordinary Resolution:
“ RESOLVED THAT pursuant to the provisions of
“ RESOLVED THAT pursuant to the provisions of Section
Section 152 and other applicable provisions, if any,
134 of the Companies Act, 2013, the Audited Standalone
of the Companies Act, 2013 read with the rules made
Financial Statements of the Company for the financial
thereunder (including any statutory modification(s)
year ended on 31 March 2026, together with the reports
or re-enactment(s) thereof for the time being in
of the Board of Directors and the Statutory Auditors
force), Shri Mahhesh Kabra (DIN:00137796), who
thereon, as circulated to the Members, be and are
retires by rotation and being eligible offers himself for
hereby received, considered and adopted.
re-appointment, be and is hereby re-appointed as a
Director of the Company.”
“RESOLVED FURTHER THAT the Audited Consolidated
Financial Statements of the Company for the financial
SPECIAL BUSINESS:
year ended on 31 March 2026, together with the report
of the Statutory Auditors thereon, as circulated to the 4. Approve the remuneration payable to Shri Ramesh
Members, be and are hereby received, considered and D. Chandak (DIN:00026581), Chairman and Non-
adopted.” Executive Independent Director, exceeding fifty per cent
of the total annual remuneration payable to all Non -
2. Confirm the payment of an Interim Dividend of INR 4
Executive Directors pursuant to the Regulation 17(6)
per Equity Share of face value of INR 5 each already
(ca) of the SEBI (Listing Obligations and Disclosure
paid during the financial year 2025-26 and to declare
Requirements) Regulations, 2015.
a Final Dividend of INR 5.50 per Equity Share of face
value of INR 5 each for the financial year ended To consider and, if thought fit, to pass the following
31 March 2026. resolution as a Special Resolution:
To consider and, if thought fit, to pass the following “ RESOLVED THAT pursuant to the provisions of
resolution as an Ordinary Resolution: Regulation 17(6)(ca) of the Securities and Exchange
Board of India (Listing Obligations and Disclosure
“RESOLVED THAT an Interim Dividend of INR 4 per
Requirements) Regulations, 2015, specific annual
Equity Share of face value of INR 5 each declared
approval be and is hereby accorded for the payment
by the Board of Directors and paid to the Members
of commission amounting to INR 90,00,000 (Rupees
of the Company in the month of November 2025 in
Ninety Lakhs Only), subject to the overall limits laid
accordance with the provisions of Section 123 of the
down in Section 197 of the Companies Act, 2013, to
Companies Act, 2013, be and is hereby confirmed.”
Shri Ramesh D. Chandak (DIN:00026581), Chairman
R ESOLVED FURTHER THAT pursuant to the provisions and Non-Executive Independent Director, for the
of Section 123 and other applicable provisions, if any, financial year ending 31 March 2027, which exceeds
of the Companies Act, 2013 read with the relevant 50% (fifty percent) of the total remuneration payable to
rules made thereunder (including any statutory all the Non-Executive Directors of the Company for the
modification(s) or re-enactment(s) thereof for the time said financial year 2026-27.
being in force) and as recommended by the Board of R ESOLVED FURTHER THAT the Board of Directors or
Directors, Final Dividend of INR 5.50 per Equity Share of any Committee thereof be and are hereby severally
face value of INR 5 each for the financial year 2025-26, authorised to do all such acts, deeds, matters and
Notice (Contd.)
things and take all such steps as may be necessary, calculated as per the provisions of Section 198 of
proper or expedient to give effect to this resolution the Act.
and for any matters connected therewith or incidental
R ESOLVED FURTHER THAT the Board of Directors or
thereto.”
any Committee thereof be and is hereby authorised to
5. Approve the revision in remuneration of Shri do all such acts, deeds, matters and things and to take
Mahendrakumar Kabra (DIN:00473310), Managing all such steps as may be necessary, proper, expedient
Director of the Company. to give effect to this resolution and for any matters
connected therewith or incidental thereto.”
To consider and, if thought fit, to pass the following
resolution as a Special Resolution: 6. Approve the revision in remuneration and change in
designation of Shri Mahhesh Kabra (DIN:00137796),
“RESOLVED THAT in partial modification of the
from Whole-time Director, designated as Executive
resolutions passed earlier by the Members of the
Director, to Joint Managing Director of the Company:
Company in this regard and pursuant to the provisions
of Sections 196, 197, 198, 203 and all other applicable To consider and, if thought fit, to pass the following
provisions, if any, read with Schedule V of the Companies resolution as a Special Resolution:
Act, 2013 (“the Act”), the Companies (Appointment and
“RESOLVED THAT in partial modification of the
Remuneration of Managerial Personnel) Rules, 2014,
resolution passed earlier by the Members at the
the Securities and Exchange Board of India (Listing
Thirty-first Annual General Meeting of the Company
Obligations and Disclosure Requirements) Regulations,
held on 21 July 2025 in relation to the appointment
2015 (“the SEBI Listing Regulations”) (including any
of Shri Mahhesh Kabra
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