Rane (Madras) Limited informed the stock exchanges on May 06, 2026, of key changes in its Board of Directors pursuant to Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The disclosures were made in reference to the outcome of the Board of Directors meeting held on the same date, under letter no. RML/SE/007/2026-27.

Key Board-Level Changes

The Board approved and noted three distinct changes in its composition. The following table summarises the key details of each change:

Re-Appointment of Mr. Ramesh Rajan Natarajan

The Board approved, based on the recommendations of the Nomination & Remuneration Committee, the re-appointment of Mr. Ramesh Rajan Natarajan as an Independent Director for a second term of 5 consecutive years, effective May 21, 2026, through May 20, 2031. The re-appointment is subject to shareholder approval at the ensuing 22nd Annual General Meeting.

Mr. Natarajan is a graduate in commerce and a Fellow Member of the Institute of Chartered Accountants of India, with over 42 years of experience in the fields of audit, finance, strategy, and operations. He served as Chairman and Senior Partner of PwC India, where he was responsible for the overall strategy and operations of all PwC entities in India. In that capacity, he represented India on the Global Strategy Council of PwC International and served as a member on PwC's Central Cluster led by PwC, UK. He is the founder and senior partner of Leap Ridge Advisors LLP, and currently serves as an Independent Director on the boards of Cholamandalam Investment and Finance Company Limited and ESAB India Limited. Both Mr. Natarajan and Mr. Lakshminarayanan have affirmed that they are not debarred from holding office by virtue of any SEBI order or any other authority.

Re-Appointment of Mr. Ganesh Lakshminarayanan

The Board also approved the re-appointment of Mr. Ganesh Lakshminarayanan, Non-Executive Director, who retires by rotation and, being eligible, offers himself for re-appointment at the ensuing 22nd AGM, effective August 05, 2026.

Mr. Lakshminarayanan brings over 50 years of industrial experience in the overall management of companies. He has held several positions of high responsibility with various industry forums, including serving as President of the Automotive Component Manufacturers Association of India and Chairman of the Confederation of Indian Industry, Southern Region. He continues to serve as an honorary consul for New Zealand in South India.

Retirement of Mr. Pradip Kumar Bishnoi

The Board took note of the retirement of Mr. Pradip Kumar Bishnoi upon the completion of his second term as an Independent Director, effective from close of business hours on July 01, 2026. Consequently, Mr. Bishnoi will cease to be a member of the Audit Committee, Stakeholders Relationship Committee, and Nomination and Remuneration Committee of Rane (Madras) Limited.

At the time of cessation, Mr. Bishnoi also held Independent Director positions at Rane Holdings Limited, Avadh Sugar and Energy Limited, and McNally Bharat Engineering Company Limited, with various committee memberships across these entities. In a letter addressed to the Board dated May 06, 2026, Mr. Bishnoi confirmed the completion of his tenure and requested the Board to take his retirement on record and file the necessary forms with the Ministry of Corporate Affairs and intimate the stock exchanges and other regulatory bodies as required.

Rane (Madras) Limited has received a rectification order from the Income Tax Department that significantly increases its tax liability for Assessment Year 2021-22. The automotive component manufacturer disclosed this development through a regulatory filing under SEBI LODR Regulation 30 on April 08, 2026.

Tax Demand Details

The rectification order was issued by the Centralised Processing Centre, Income Tax Department, Bangalore, and received by the company on April 07, 2026. This order levies additional interest on non-payment of Tax Deducted at Source (TDS) related to the company's share buyback transactions.

Background and Context

The Income Tax Department had initially passed an order on December 26, 2022, under Section 143(3) of the Income Tax Act, 1961, levying a tax demand of Rs 3.45 crore. This original demand is currently under appeal. The recent rectification order under Section 154 of the Act adds Rs 1.63 crore as interest on the alleged non-payment of TDS on share buyback transactions.

Company's Response

Rane (Madras) Limited has indicated its intention to contest the rectification order before the appropriate authority within prescribed timelines. The company has highlighted that:

• It has already paid Rs 2.58 crore towards TDS on the share buyback
• The department has not considered this payment in its calculations
• The company will challenge the order through proper legal channels

Financial Impact

The aggregate tax demand now stands at Rs 5.08 crore, comprising the existing demand of Rs 3.45 crore and the enhanced interest component of Rs 1.63 crore. This represents a significant financial implication for the company, though the actual impact will depend on the outcome of the appeals process.

Regulatory Compliance

The disclosure was made in compliance with SEBI LODR Regulation 30, specifically Part A Para A.20 Schedule III, which requires listed companies to inform exchanges about communications from regulatory authorities. The company has provided comprehensive details as per the SEBI Master Circular dated January 30, 2026, ensuring full transparency with stakeholders regarding this development.