Rane (Madras) Limited has scheduled its 22nd Annual General Meeting for August 5, 2026, through Video Conferencing. The Board of Directors has recommended a dividend of 160%, or ₹16 per equity share, for the financial year ended March 31, 2026. The dividend will be paid on August 14, 2026, to shareholders whose names appear in the register of members as on the record date of July 29, 2026.

The company has dispatched letters containing the web-link to access the Annual Report for FY 2025-26 to shareholders whose email IDs are not registered with the company, its Registrar & Transfer Agent, or Depository Participants. This communication complies with Regulation 36(1)(b) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The notice and report are available on the company website.

E-voting and Key Dates

Remote e-voting will be facilitated to enable shareholder participation. The voting period begins on August 2, 2026, at 09:00 hrs IST and concludes on August 4, 2026, at 17:00 hrs IST. The cut-off date for determining eligibility for e-voting and the AGM is July 29, 2026.

Compliance and Reminders

The company reminded shareholders to update KYC details and dematerialise physical securities in line with SEBI Master Circular No. SEBI/HO/38/13/(4)2026-MIRSD-POD/I/4298/2026 dated February 06, 2026. Dividend payments to holders of physical shares will be made only through electronic mode effective April 1, 2024. Shareholders were also advised to submit TDS exemption documents for Tax Year 2026-27 by July 29, 2026, to claim exemption from Tax Deducted at Source on dividend income.

Rane (Madras) Limited has entered into a Business Transfer Agreement with Hindustan Composites Limited to acquire the latter's Friction Business Undertaking as a going concern on a slump sale basis for a lump sum cash consideration of ₹370 crore. The transaction, approved by the Board of Directors on June 30, 2026, is expected to close by the end of the second quarter, subject to customary closing conditions. This strategic move is designed to establish Rane (Madras) as a market leader across all major segments of the automotive components industry by creating a friction materials business with an aggregate revenue of over ₹1,000 crore.

Financial and Operational Impact

The acquisition includes the transfer of assets, liabilities, contracts, licenses, and employees associated with the friction business. For the financial year ended March 31, 2026, the Hindustan Composites Friction Business reported a turnover of ₹315.04 crore and a Profit Before Tax (PBT) of ₹40.29 crore. This unit contributed 84% of Hindustan Composites' total turnover of ₹375.01 crore for the same period. The deal is structured on a cash-free and debt-free basis, with the consideration payable upon closing, subject to adjustments specified in the agreement.

The following table summarizes the key financial metrics of the acquired business:

Strategic Rationale and Synergies

Management stated that the acquisition leverages Rane (Madras)'s established leadership in the friction business, which currently spans passenger vehicles, two-wheelers, aftermarket, and railways. The transaction is expected to unlock substantial operational synergies through manufacturing scale, an expanded distribution network, and enhanced R&D capabilities. Additionally, Rane (Madras) acquires the "COMPO" brand, reinforcing its leadership position and expanding its reach across distributors, fleet operators, and aftermarket channels.

Transaction Details

The agreement includes non-compete and non-solicit restrictions on the parties post-closing. The transaction does not fall under related party transactions and is being executed outside a scheme of arrangement. The target entity operates two manufacturing facilities in Paithan and Bhandara, Maharashtra, and has over six decades of experience in the sector.