Ramky Infrastructure Limited (RIL) has issued a postal ballot notice seeking enhanced shareholder approval for material related party transactions with two entities. The company is requesting approval for transactions worth INR 72,550.00 million, significantly increasing the limits previously approved at the Annual General Meeting held on September 25, 2025.

Key Details of the Proposed Transactions

Numen Growth Partners Private Limited (Numen)

• Member of the promoter group, holding 2.41% equity in RIL
• Proposed transaction value: INR 3,850.00 million for FY 2025-26
• Key new approval: INR 1,500.00 million Inter-Corporate Deposit (ICD) at 14% interest rate

Srinagar Banihal Expressway Limited (SBEL)

• Subsidiary of RIL (99% ownership)
• Proposed transaction value: INR 68,700.00 million, including corporate guarantees and claims
• Key new approvals:
  • INR 8,000.00 million corporate guarantee for SBEL's lenders
  • Increased ICD limits between RIL and SBEL

Transaction Details

Rationale and Implications

The company states that these enhanced limits are necessary due to progressing financial requirements. For the ICD to be taken by RIL, the company mentions that it plans to avail new ICD from Numen until RIL's credit rating improves. The ICD to be given by RIL is described as an effective utilization of operational funds, providing returns above the bank borrowing rate.

It's important to note that SBEL, a subsidiary of RIL, was declared a Non-Performing Asset (NPA) by lenders in 2018. However, the company entered into a negotiated settlement with Asset Reconstruction Companies on March 30, 2023, and is currently not classified as an NPA.

Voting Details

• Remote e-voting period: October 17 to November 15, 2025
• Cut-off date for voting eligibility: October 10, 2025
• Results announcement: By November 18, 2025

Shareholders are advised to carefully review the full postal ballot notice for comprehensive details of the proposed transactions and their potential implications before casting their votes.

Note: All financial figures are in Indian Rupees (INR) and are based on the information provided in the postal ballot notice.

Ramky Infrastructure Limited has taken significant steps in its recent board meeting, approving key financial decisions that could impact its subsidiary and overall operations. The company's board has greenlit the extension of a corporate guarantee and initiated a postal ballot for shareholder approval on material related party transactions.

Corporate Guarantee Extension

The board of directors at Ramky Infrastructure has approved the extension of a corporate guarantee to bankers for a loan to be availed by its subsidiary, Srinagar Banihal Expressway Limited (SBEL). This move is aimed at supporting SBEL's financial requirements, potentially facilitating its operational needs or expansion plans.

Postal Ballot for Shareholder Approval

In addition to the corporate guarantee extension, the board has approved a postal ballot notice seeking shareholder approval for two material related party transactions:

1. The aforementioned corporate guarantee extension for SBEL
2. A material related party transaction with Numen Growth Partners Private Limited

Financial Impact Assessment

Ramky Infrastructure has provided insights into the potential financial implications of these decisions:

The company's confidence in the low risk associated with the corporate guarantee stems from the security provided in the form of future annuities receivable from the National Highways Authority of India (NHAI).

Transparency and Compliance

By seeking shareholder approval through a postal ballot for these material related party transactions, Ramky Infrastructure demonstrates its commitment to transparency and adherence to regulatory requirements. This approach allows shareholders to have a say in significant financial decisions that could impact the company's operations and relationships with its subsidiaries and other entities.

Conclusion

These strategic moves by Ramky Infrastructure highlight the company's efforts to support its subsidiary while maintaining transparency with its shareholders. The extension of the corporate guarantee, backed by NHAI annuities, suggests a calculated approach to financial support with minimal perceived risk to the company's financial health. As shareholders await the postal ballot, the outcome of these proposals will be crucial in shaping Ramky Infrastructure's financial strategy and relationships with its related entities.