Raw Edge Industrial Solutions Limited has filed its Annual Report for the financial year 2025-26, reporting a total revenue of Rs. 35,80,59,130 against Rs. 44,82,96,662 in the previous year. The company recorded a net loss of Rs. 13,16,898 for FY 2025-26, narrowing significantly from the Rs. 1,03,91,056 net loss in FY 2024-25. The 22nd Annual General Meeting of the company is scheduled for Monday, August 24, 2026, at 3:00 P.M. through Video Conferencing.

Financial Performance for FY 2025-26

The company's financial performance for FY 2025-26 showed a decline in revenue alongside a meaningful reduction in net losses compared to the prior year. The following table summarises the key financial figures:

The company also reported EBITDA (before Exceptional item) of Rs. 2,58,60,647 and EBITDA (after Exceptional item) of Rs. 3,09,68,157 on a standalone basis for FY 2025-26. An exceptional item of Rs. 51,07,510 relates to interest income recognised upon settlement of a legal dispute with Hindustan Zinc Limited concerning recovery of outstanding business dues.

Product-Wise Revenue Composition

Hydrated Lime continued to be the primary revenue driver for the company during FY 2025-26. The product-wise revenue breakdown is as follows:

The company's manufacturing facility is located at Panoli, Gujarat, and produces Hydrated Lime, Quick Lime, Quick Lime Powder and Industrial Minerals for customers across multiple industrial sectors.

Key Financial Ratios

The following significant changes in key financial ratios were reported for FY 2025-26 compared to FY 2024-25:

The Return on Net Worth improved from -4.98% in FY 2024-25 to -1% in FY 2025-26, primarily due to a reduction in losses during the year.

ESOP Cancellation and Corporate Actions

The Board of Directors and the Nomination and Remuneration Committee, at their respective meetings held on March 23, 2026, cancelled the grant of 79,500 (Seventy-Nine Thousand Five Hundred) Employee Stock Options made on May 18, 2024 under the REISL ESOP 2023, treating the same as void ab initio. The cancellation was necessitated as the grant was made without obtaining prior in-principle approval from BSE Limited as required under Regulation 28 of the SEBI (LODR) Regulations, 2015. No equity shares were allotted under the scheme, and accordingly no shareholder dilution or financial impact arose.

The Board has further proposed the termination of the entire REISL ESOP 2023 scheme, subject to member approval at the 22nd AGM. The paid-up equity share capital of the company remains at Rs. 10,05,84,000 comprising 1,00,58,400 equity shares of Rs. 10/- each, unchanged from the previous year.

Material Related Party Transactions

The company has sought shareholder approval for material related party transactions with nine related parties, each with an aggregate transaction value not exceeding Rs. 25,00,00,000 (Rupees Twenty Five Crores Only) for the period from the 22nd AGM to the 23rd AGM. The related parties and the nature of proposed transactions are summarised below:

All proposed unsecured loans carry an interest rate of 12% per annum, are repayable on demand, and are unsecured in nature. The Audit Committee approved these transactions at its meeting held on July 30, 2026. The value of each proposed transaction as a percentage of the listed entity's annual consolidated turnover for the immediately preceding financial year stands at 69.85%.

Dividend, Governance and Other Disclosures

The Board of Directors has decided not to declare any dividend for FY 2025-26 owing to the losses incurred during the year. The company's paid-up equity share capital stood at Rs. 10,05,84,000 as on March 31, 2026, with no change in capital structure from the previous year. As on March 31, 2026, the promoter and promoter group held 74.58% of the total shareholding, while public shareholders held 21.52%.

The Secretarial Auditor noted three compliance observations during the year: the ESOP grant made without prior in-principle BSE approval (subsequently cancelled), an incorrect face value disclosure in an XBRL filing for the quarter ended December 31, 2025 (subsequently corrected), and certain documents not placed at their designated website location (subsequently rectified). The company has stated that measures have been initiated to strengthen compliance processes. No fraud was reported by auditors under Section 143(12) of the Companies Act, 2013 during the year, and there are no proceedings initiated or pending against the company under the Insolvency and Bankruptcy Code, 2016.

Raw Edge Industrial Solutions Limited has scheduled its 22nd Annual General Meeting for August 24, 2026, seeking shareholder approval for a suite of corporate actions, most notably omnibus approvals for related-party transactions (RPTs) with promoters and their families valued at up to ₹25 crore each. The meeting, conducted via Video Conferencing or Other Audio-Visual Means (VC/OAVM), aims to secure funding flexibility through unsecured loans while simultaneously winding down its existing employee stock option scheme.

The Board of Directors is seeking consent for nine separate RPT resolutions under Regulation 23 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. These transactions involve Mr. Bimalkumar Rajkumar Bansal, Managing Director; his sons, Mr. Sourabh Bimalkumar Bansal and Mr. Siddharth Bimalkumar Bansal; and other promoter group members including Mrs. Bala Bimalkumar Bansal, Mrs. Shalini Siddharth Bansal, Mrs. Shweta Sourabh Bansal, and their respective Hindu Undivided Families (HUFs). Each resolution permits transactions up to ₹25 crore for a period of 12 months, extending until the next AGM in calendar year 2027.

The proposed unsecured loans are repayable on demand and carry an interest rate of 12% per annum. Management justifies these arrangements as providing readily available funds for working capital and business expansion without creating charges on company assets. The Audit Committee approved these transactions on July 30, 2026, noting that they exceed the materiality threshold defined by recent SEBI amendments effective December 19, 2025.

In addition to the RPTs, shareholders will vote on the cancellation of the ‘Raw Edge Industrial Solutions Limited - Employee Stock Option Plan 2023’. The Board decided to terminate the scheme after previously cancelling grants of 79,500 options due to missing regulatory approvals. No equity shares have been allotted under the plan, meaning no dilution has occurred. The cancellation takes effect from July 30, 2026, extinguishing all remaining rights and obligations under the scheme.

Governance and Director Appointments

The AGM agenda includes ordinary business items such as the adoption of financial statements for the year ended March 31, 2026. Shareholders will also re-appoint Mr. Bimalkumar Rajkumar Bansal as Managing Director, liable to retire by rotation. His remuneration remains unchanged at ₹2,00,000 per month. Furthermore, a special resolution seeks to re-appoint Mrs. Rachana Agarwal as an Independent Director for a second term of five years, from August 26, 2026, to August 25, 2031. Mrs. Agarwal, a Chartered Accountant with over 15 years of experience, serves on the Audit and Stakeholders Relationship Committees.

Remote e-voting facilities will be available from August 21, 2026, at 9:00 A.M. to August 23, 2026, at 5:00 P.M., via National Securities Depository Limited (NSDL). Voting rights are determined based on shareholding as of the cut-off date, Monday, August 17, 2026. Physical attendance is dispensed with, and proxy appointments are not available for this virtual meeting.