Rajasthan Tube Manufacturing Company Limited's Board approved the preferential allotment of up to 6,21,00,000 Convertible Equity Share Warrants to 53 public investors on July 24, 2026, aiming to raise up to ₹93.15 crore. The warrants are priced at ₹15 each, including a premium of ₹14, and are convertible into equity shares of ₹1 face value. This capital raise strengthens the company’s balance sheet ahead of potential expansion plans, with shareholder approval required at an Extraordinary General Meeting (EGM) scheduled for August 20, 2026.

The Board also recommended the regularization of two additional independent directors, Mahendra Soni and Ranjeet Kumar Pandey, for five-year terms effective from May 30, 2026. Furthermore, the Board approved amendments to the Memorandum of Association (MOA) and a new set of Articles of Association (AOA) to align with the Companies Act, 2013, subject to shareholder ratification.

Deal Structure and Terms

The issuance follows SEBI ICDR Regulations, 2018, with July 21, 2026, as the relevant date for pricing. A valuation report was obtained from Registered Valuer Mr. A. N. Gawade (IBBI Registration No. IBBI/RV/05/2019/10746). The warrants carry an 18-month exercise period from the date of allotment. Investors must pay 25% of the issue price upon allotment, with the remaining 75% payable upon conversion. Failure to pay the balance results in forfeiture of the initial amount.

Investor Participation

The allotment involves 53 investors, including individuals, Hindu Undivided Families (HUFs), and private limited companies. Significant post-conversion stakes will be held by Chanchal (5.29%), Nidhi Naresh Nandu (4.63%), and Pushpa Bhaju (3.64%). Several new investors, such as Atul Dhandharia and ESPS Finserve Pvt Ltd, will hold substantial positions post-conversion.

| Investor Name | Warrants Allotted | Post-Conversion Stake | | ---: | :--- | | Chanchal | 35,00,000 | 5.29% | | Nidhi Naresh Nandu | 49,00,000 | 4.63% | | Pushpa Bhaju | 15,00,000 | 3.64% | | OM Prakash Mahawar | 25,50,000 | 3.36% | | Atul Dhandharia | 27,00,000 | 2.52% |

Corporate Governance Updates

Mahendra Soni, holding a Bachelor of Commerce degree from Rajasthan University, and Ranjeet Kumar Pandey, with BCOM and LLB degrees from Ranchi College, were appointed as Additional Directors on May 30, 2026. Their regularization requires shareholder approval. Prachi Bansal, a Practising Company Secretary, has been appointed as the Scrutinizer for the EGM.

The trading window remains closed until 48 hours after the disclosure of the board meeting outcome, as per Regulation 9 of the SEBI (Prohibition of Insider Trading) Regulations, 2015.

Promoters of Rajasthan Tube Manufacturing Company Limited have disclosed the disposal of equity shares during the financial year ended March 31, 2026, in compliance with Regulation 31(4) of the Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011. The disclosure was submitted to the Bombay Stock Exchange Limited and the Department of Corporate Affairs on June 10, 2026. Harish Chand Jain, a promoter, made the filing on behalf of the promoters, promoter group, and Persons Acting in Concert (PAC).

The filing reveals that while the group is providing the required declaration, they have not held control over the company's affairs since June 28, 2025. Harish Chand Jain stated that they have already applied for the removal of their names from the list of the promoter group. However, the declaration is being submitted because their names have not yet been officially removed from the promoter list as of the filing date.

The specific share transactions conducted by the promoters during the period are detailed in the annexure to the filing. The document outlines the number of shares sold by each promoter and their respective holdings as of March 31, 2026.

Shareholding Details

The following table summarizes the share sales and closing holdings for the promoters and promoter group:

The submission was digitally signed by Pankaj Jain, Whole Time Director of Rajasthan Tube Manufacturing Company Limited, on June 10, 2026. The declaration confirms that the shares held by the promoters were not encumbered during the financial year.