R&B Denims Limited shareholders have approved all six resolutions proposed at its 16th Annual General Meeting (AGM) held on August 5, 2026. The approvals include the adoption of financial statements, the re-appointment of a Whole-Time Director, ratification of the Cost Auditor’s remuneration, and three related party transactions (RPTs) with affiliated entities. The meeting was conducted via Video Conferencing/Other Audio-Visual Means (VC/OAVM), with voting results certified by the appointed scrutinizer.

The voting process, governed by Regulation 44(3) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, and Section 108 of the Companies Act, 2013, saw significant participation from public non-institutional investors. Promoter group members abstained from voting on the RPT resolutions due to conflict of interest, as required by regulatory norms. Bhaveshkumar Arjunkumar Rawal, Practicing Company Secretary, served as the Scrutinizer and confirmed that all resolutions were passed with the requisite majority.

Voting Participation Overview

The record date for the AGM was July 29, 2026, with 38,188 shareholders entitled to vote. While no shareholders attended in person or via proxy, 36 shareholders participated through video conferencing: 16 from the promoter group and 20 from the public category. Remote e-voting was open from August 2 to August 4, 2026.

Resolution Outcomes

Shareholders overwhelmingly supported the ordinary business items. The adoption of the Audited Standalone and Consolidated Financial Statements for FY26 received 99.9981% support. Similarly, the re-appointment of Mr. Nirmal Dalmia as Whole-Time Director, who was liable to retire by rotation under Section 152(6) of the Companies Act, 2013, passed with 99.9671% approval. The ratification of the Cost Auditor’s remuneration for FY27 also secured nearly unanimous support at 99.9979%.

The special business items focused on approving RPTs with RB Industries, Ricon Industries, and Ricon Textile Limited. Since these transactions involved promoter-connected entities, only public non-institutional shareholders voted. All three RPT resolutions passed with strong majorities:

• RB Industries: 99.9971% votes in favor
• Ricon Industries: 99.9853% votes in favor
• Ricon Textile Limited: 99.9853% votes in favor

No invalid votes were recorded across any resolution or shareholder category. The high level of support indicates strong shareholder confidence in the company’s governance structure and ongoing operational relationships with its affiliated entities.

R&B Denims has approved a ₹4 crore unsecured loan to Shah Paper Mills Limited, marking a new financing arrangement for the Surat-based denim manufacturer. The Board of Directors sanctioned the agreement on July 28, 2026, to provide financial assistance for the borrower's business activities. The loan carries an interest rate of 13.8% per annum and is structured as repayable on demand or upon mutual consent for earlier termination. This move allows R&B Denims to deploy surplus funds while maintaining liquidity flexibility through the on-demand repayment clause.

The disclosure was made pursuant to Regulation 30 read with Schedule III of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The Board meeting commenced at 03.00 PM and concluded at 03.45 PM on July 28, 2026. Sujata Chirag Dudharejiya, Company Secretary & Compliance Officer, signed the intimation submitted to the Bombay Stock Exchange and the National Stock Exchange of India Limited.

Loan Agreement Details

The key terms of the transaction are outlined below:

Transaction Structure

R&B Denims confirmed that it holds no shareholding in Shah Paper Mills Limited. Consequently, the parties are not related to the promoter, promoter group, or group companies in any manner. The transaction does not fall within the definition of related-party transactions under the Listing Regulations. No special rights, such as the appointment of directors or pre-emptive rights in share issuance, were granted to the borrower. As of the date of disclosure, no amount had been disbursed, leaving the outstanding loan balance at nil.