RASI Electrodes Limited conducted a comprehensive familiarisation program for Independent Directors on February 13, 2025, in accordance with Regulation 25 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The program was designed to enhance the understanding of Independent Directors regarding the company's business operations and regulatory environment.

Program Attendance and Participation

The familiarisation program commenced at 9.00 AM on Friday, February 13, 2025, and concluded around the same time. The session witnessed active participation from key stakeholders of the company.

Comprehensive Program Coverage

The familiarisation program covered extensive aspects of the company's operations and regulatory landscape. Managing Director B. Gopalkothari, along with the Company Secretary, Chief Financial Officer, and other Senior Management Personnel, provided detailed presentations on various critical areas.

Business and Operational Aspects

The program addressed fundamental business elements including:

• Current state of affairs of the company, business prospects, and financial outlook
• Nature of welding electrodes business and the company's market position
• Business model and conservative business approach adopted by the company
• Technological developments and strategic adaptation to changing market environment
• Production capacity augmentation scope and management perspective based on demand projections
• Competitive landscape analysis and counter-strategies for market positioning

Stakeholder and Infrastructure Focus

Key discussions encompassed:

• Customer profile analysis and segmentation policies
• Contractor and vendor relationships supporting company operations
• Operational infrastructure development and maintenance
• Financial metrics impacting business operations
• Current economic and political scenario effects on business performance

Regulatory and Compliance Framework

The program extensively covered regulatory developments and compliance requirements, particularly focusing on:

SEBI Regulations and Corporate Governance

• SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015
• SEBI (Prohibition of Insider Trading) Regulations, 2015
• SEBI (Substantial Acquisition of Shares and Takeovers) Regulations
• Investor services matters and fair disclosure requirements
• Related party disclosure obligations and Code of Conduct adherence

Recent Regulatory Updates

• Budget 2025 highlights and their impact on company operations
• GST implications and compliance requirements
• Companies Act 2013 obligations and structured digital database maintenance
• Trading window closure schedules and insider trading prevention measures

Digital Infrastructure and Compliance Systems

The session highlighted the company's commitment to maintaining robust compliance systems, including structured digital databases and revised processes for effective governance. The program emphasized the role of Directors and Senior Management in ensuring adherence to regulatory frameworks and maintaining high standards of corporate governance.

The familiarisation program demonstrates RASI Electrodes Limited's commitment to ensuring that Independent Directors are well-informed about the company's business operations, regulatory environment, and strategic direction, thereby enabling them to contribute effectively to board decisions and oversight functions.

Rasi Electrodes Limited has announced a board meeting scheduled for Saturday, February 14, 2026, at 11:30 AM to deliberate on several important corporate matters, including the company's quarterly financial performance and key governance decisions.

Financial Results Review

The primary agenda item involves the consideration and approval of unaudited financial results for the quarter ended December 31, 2025. The board will review the company's Q3FY26 performance and take the results on record as part of its regular financial reporting obligations.

Related Party Transaction Approval

A significant agenda item involves the proposed supply of solar power generated from the company's upcoming solar power plant to Kashyap Wire Products, a proprietary entity owned by the spouse of the Managing Director. This transaction falls under Section 188 of the Companies Act, 2013, governing related party transactions.

Corporate Governance Appointments

The board will consider appointing a Practicing Company Secretary as Secretarial Auditor under Section 204 of the Companies Act, 2013. This appointment is proposed for a five-year term, aligning with the amended provisions of SEBI (LODR) Regulations, 2015.

Shareholder Approval Process

The company plans to initiate a postal ballot process to obtain shareholder approval for both the related party contract and the Secretarial Auditor appointment. This approach ensures compliance with regulatory requirements and maintains transparency in corporate decision-making.

Meeting Structure

The board meeting agenda also includes provisions for considering additional matters with the consent of the Chairman and Independent Directors, providing flexibility for addressing any urgent business requirements that may arise.