Raymond Lifestyle Limited has announced a postal ballot seeking shareholder approval for the appointment of Mr. Shantilal Pokharna as Non-Executive Non-Independent Director of the company. The notice, dated December 12, 2025, outlines the special resolution required for this appointment.

Postal Ballot Details

The company has scheduled remote e-voting for shareholders to cast their votes electronically on the proposed resolution. The voting process will be facilitated through National Securities Depository Limited (NSDL) platform.

Director Appointment Proposal

Mr. Shantilal Pokharna (DIN: 01289850) was initially appointed as Additional Director (Non-Executive Non-Independent) by the Board of Directors on October 29, 2025, subject to shareholder approval. The appointment requires a special resolution as per the Companies Act, 2013 and SEBI Listing Regulations.

Professional Background

Mr. Pokharna serves as President-Group Commercial Supply Chain of the Raymond group of companies. He has been looking after Lifestyle operations effectively from March 2025 and has successfully managed entire operations. His career spans over 42 years of experience in finance, taxation, accounts, strategy, commercial and general corporate management.

The director joined Raymond group as a Management Trainee and rose to the highest office of President. He has held various leadership roles including Vice President-Sales, Marketing Commercial, where he consolidated Raymond's number 1 market position in the textile business domestically. Mr. Pokharna was instrumental in driving Raymond Retail network expansion to Tier 3 and 4 towns in India.

Age-Related Approval Requirement

As per Regulation 17(1A) of SEBI Listing Regulations, the resolution also seeks member approval for continuation of Mr. Pokharna's directorship beyond the age of 75 years. He will attain 75 years on September 26, 2028, requiring special resolution approval for directorship continuation from that date.

Voting Process and Compliance

The postal ballot notice is being sent electronically only to members whose email addresses are registered with the company or depositories as on the cut-off date. The company has appointed Mr. Dinesh Deora or Mr. T. Kaushik from DM Associates Company Secretaries LLP as scrutinizers for the voting process.

Results will be declared within two working days of voting conclusion and will be uploaded on the company's website and NSDL platform after intimation to stock exchanges. The resolution, if approved by requisite majority, will be deemed passed on January 15, 2026.

Current Board Positions

Mr. Pokharna currently holds directorships in multiple companies and serves as Chairman of various committees including Corporate Social Responsibility Committee and Audit Committee at J.K. Investo Trade (India) Limited. He resigned from Raymond Limited on September 3, 2024, and holds no shares in Raymond Lifestyle Limited as a beneficial owner.

Raymond Lifestyle Limited , a leading player in India's textile and apparel industry, has reported a robust performance for the second quarter, with total income reaching INR 1,865.00 crores, marking an 8% year-on-year growth. The company's EBITDA stood at INR 259.00 crores with a margin of 13.9%, demonstrating resilience in a challenging global economic environment.

Segment-wise Performance

Branded Textile Segment

The branded textile segment emerged as the star performer, registering a 10% revenue growth to INR 937.00 crores. This segment also saw an improvement in EBITDA margin, which rose to 20% from 18.9% in the same quarter last year.

Branded Apparel Segment

The branded apparel segment showed strong growth, with revenue increasing by 11% to INR 491.00 crores. However, the segment experienced margin compression, with EBITDA margin declining to 5.2%. This was attributed to increased marketing spend and costs associated with new store openings.

Garmenting Export Segment

Despite facing challenges from US tariff pressures, the garmenting export segment managed to grow revenue by 4% to INR 269.00 crores. However, EBITDA margin for this segment declined to 5.4% from 9.6% in the previous year, reflecting the impact of US tariffs on margins.

High-Value Cotton Shirting

This segment reported a revenue of INR 212.00 crores, a 7% year-on-year decrease due to subdued demand from export markets. Despite the revenue decline, the segment's EBITDA margin improved to 11.8% from 9.7% in the same quarter last year.

Retail Expansion and Optimization

Raymond Lifestyle continues to optimize its retail network, focusing on profitability and strategic expansion. During the quarter, the company opened 19 new stores while closing 31 underperforming locations, ending with a total of 1,663 stores. This reflects a net increase of 71 stores compared to the same period last year.

Financial Position

The company maintains a net debt of INR 246.00 crores, with working capital at 105 days. Management indicated that the increase in working capital was partly due to inventory build-up for the festive and wedding seasons, as well as changes in the export business model.

Market Outlook

Raymond Lifestyle's management expressed optimism about domestic demand, driven by the festive season and wedding bookings. They also highlighted potential benefits from recent GST rate reductions and income tax cuts, which are expected to boost consumer spending.

Challenges and Opportunities

While the domestic market shows promise, the export business faces headwinds due to US tariff pressures. However, the company remains hopeful about potential opportunities arising from the India-UK Free Trade Agreement, which could provide zero-duty access for Indian textile and garment exports to the UK market.

Raymond Lifestyle's performance demonstrates its ability to capitalize on domestic market opportunities while navigating global challenges. The company's focus on retail optimization, product innovation, and market expansion positions it well for future growth in India's evolving textile and apparel sector.

Conference Call Highlights

During the earnings conference call, management provided additional insights:

• The company is seeing positive sentiment across the country, with wedding halls fully booked until May end, barring a brief period in December-January.
• Raymond is focusing on expanding its presence in multi-brand outlets (MBOs), gaining market share from imported fabrics.
• The branded apparel segment is in a build phase, with increased marketing spend expected to continue for the next few quarters.
• Management expects to reach an annual revenue run rate of INR 2,300.00-2,500.00 crores in the branded apparel segment within the next two to two and a half years.
• The company is cautiously optimistic about its export business, particularly in light of the potential benefits from the India-UK Free Trade Agreement.

As Raymond Lifestyle navigates the evolving market dynamics, its strong brand equity and strategic initiatives position it well to capitalize on the growing domestic demand while working to overcome challenges in the export market.