Ratnamani Metals & Tubes Limited (RMTL) has fine-tuned its shareholding in its subsidiary, Ravi Technoforge Private Limited (RTL), to 75% through a strategic rights issue subscription. This move comes as part of a broader restructuring of the company's investment in RTL, as detailed in a recent regulatory filing.

Rights Issue Subscription

RMTL subscribed to 30,48,669 equity shares of RTL at Rs. 100 per share, which includes a premium of Rs. 90 per share. This investment totals Rs. 30.49 crores and adjusts RMTL's stake from its previous 80.02% to the current 75%.

Master Amendment Agreement

The stake adjustment follows a Master Amendment Agreement that caps Ratnamani's maximum stake at 75% while ensuring existing shareholders maintain at least 25% ownership. This agreement modifies the terms of previous Share Subscription cum Purchase and Shareholders' Agreements dated October 5, 2022.

Previous Acquisitions

RMTL's journey with RTL began with earlier acquisitions:

• October 2022: Initial acquisition of 53% stake
• August 2024: Further acquisition, bringing the total stake to 80.02%

About Ravi Technoforge

Ravi Technoforge Private Limited, based in Rajkot, Gujarat, is a leading manufacturer of high-precision forged and turned bearing rings, gear blanks, and similar components for industrial and mobility applications. Key details include:

• Incorporation: February 22, 1990
• Manufacturing Capacity: 39,000 MTPA
• Product Range: Rings from 40mm to 400mm, with unit weights up to 25 kgs
• Approvals: Over 1,600 part approvals across various bearing types

Financial Performance

RTL's financial performance showcases its strong market position:

Strategic Implications

This stake adjustment reflects RMTL's long-term strategic interest in RTL while allowing existing shareholders to increase their stake, demonstrating confidence in RTL's ongoing business operations. The move is expected to strengthen RMTL's position in the precision components manufacturing sector while maintaining a balanced ownership structure with the existing shareholders.

The transaction, conducted at arm's length and based on a valuation report from a merchant banker, underscores RMTL's commitment to transparent and fair business practices in its subsidiary operations.

Ratnamani Metals & Tubes Limited (RMTL), a prominent player in the metal and tube manufacturing sector, has taken a significant step towards strengthening its corporate social responsibility (CSR) efforts. The company announced the incorporation of Ratnamani Foundation, a Section 8 non-profit company, on September 5, 2025.

Joint Venture for Social Impact

The foundation is a collaborative effort, established in partnership with two of RMTL's subsidiaries - Ravi Technoforge Private Limited and Ratnamani Finow Spooling Solutions Private Limited. This strategic move underscores the group's commitment to creating a more structured and impactful approach to its CSR activities.

Foundation Structure and Objectives

Ratnamani Foundation has been incorporated as a company limited by guarantee, without any share capital. Its primary purpose is to serve as an implementing agency for the CSR activities of RMTL and its subsidiaries. The foundation's objectives are aligned with Schedule VII of the Companies Act, 2013, focusing on a wide range of social and environmental initiatives, including:

• Promotion of commerce, art, and science
• Advancement of sports
• Support for education and research
• Social welfare and healthcare
• Charitable activities
• Environmental protection

Financial Structure and Compliance

As a Section 8 company, Ratnamani Foundation is structured to operate on a non-profit basis. Key aspects of its financial structure include:

• Application for exemptions from the Income Tax Department
• Commitment to reinvest any profits towards promoting its objectives
• Prohibition of dividend payments to members

Regulatory Compliance and Transparency

RMTL has ensured full compliance with regulatory requirements in establishing the foundation. The company has filed the necessary intimation under Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. This information has been duly shared with both the BSE Ltd. and the National Stock Exchange of India Ltd., where RMTL is listed.

Looking Ahead

The establishment of Ratnamani Foundation marks a new chapter in RMTL's approach to corporate social responsibility. By creating a dedicated entity for CSR activities, the company aims to enhance the efficiency and impact of its social initiatives. This move is expected to benefit various sectors of society while aligning with the group's commitment to sustainable and responsible business practices.