RSWM Limited has announced a postal ballot notice seeking shareholder approval for critical leadership appointments and remuneration revisions. The company has issued the notice dated February 11, 2026, under Regulation 30 of SEBI Listing Obligations and Disclosure Requirements Regulations, 2015.

Key Resolutions for Shareholder Approval

The postal ballot covers two special resolutions requiring shareholder consent through electronic voting:

Managing Director Re-appointment Details

Shri Riju Jhunjhunwala's current term as Managing Director expires on April 30, 2026. The Board of Directors, based on the Nomination and Remuneration Committee's recommendation, has approved his re-appointment for three years effective May 1, 2026.

Proposed Salary Structure for Managing Director

The Managing Director will also be entitled to commission not exceeding 4% of net profits and comprehensive perquisites including housing, medical reimbursement, leave travel concession, club fees, insurance coverage, and other benefits as per company policy.

Joint Managing Director Remuneration Revision

Shri Rajeev Gupta was initially appointed as Joint Managing Director for three years from February 12, 2025. The company now seeks approval for revising his remuneration effective April 1, 2026, through his tenure ending February 11, 2028.

Revised Salary for Joint Managing Director

Shri Rajeev Gupta will be entitled to commission up to 1% of net profits, along with similar perquisites as the Managing Director, and additional National Pension Scheme contributions of ₹62,375 per month from April 2026, increasing to ₹73,995 per month from April 2027.

E-voting Process and Timeline

The company has engaged National Securities Depositories Limited (NSDL) to facilitate the e-voting process. Members can cast their votes electronically during the specified period:

The voting rights will be proportionate to shareholders' paid-up equity share capital as on the cut-off date. Results will be announced within two working days from the end of the e-voting period and will be available on the company's website, NSDL's portal, and stock exchange websites.

Leadership Profile and Experience

Shri Riju Jhunjhunwala, aged 47 years, holds a Graduate degree in Business Management Studies and brings over 25 years of diversified business experience. He currently serves as Chairman & Managing Director of RSWM Limited and Vice Chairman of HEG Limited, while also holding the Managing Director position at Bhilwara Energy Limited.

Shri Rajeev Gupta, aged 55 years, is an MBA Gold Medalist and Certified Cost and Management Accountant with over 30 years of strategic leadership experience in textiles, home textiles, and pulp & paper industries. His expertise spans various fiber types and business transformation initiatives.

Company Performance Context

The remuneration revisions come against the backdrop of the company's recent financial performance. For FY 2024-25, RSWM reported revenue from operations of ₹4825.29 crore, though it recorded a loss after tax of ₹41.28 crore compared to a profit of ₹34.92 crore in the previous year.

The notice emphasizes that both executives will be entitled to minimum remuneration even in cases of loss or inadequacy of profits, subject to compliance with Schedule V of the Companies Act, 2013. The Board retains authority to modify remuneration terms based on Nomination and Remuneration Committee recommendations, within statutory limits.

RSWM Limited has formally submitted newspaper cuttings to BSE Limited and National Stock Exchange of India Limited for its unaudited financial results covering the quarter and nine months ended December 31, 2025.

Regulatory Compliance and Publication Details

The company published its financial results in compliance with Regulation 47 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The results were published on February 12, 2026 in multiple newspapers to ensure broad accessibility.

Financial Results Overview

The unaudited financial results show the company's performance for both standalone and consolidated operations. Key financial metrics are presented in Indian Rupees (crores) covering quarterly and nine-month periods.

Corporate Communication

The submission was signed by Surender Gupta, Senior Vice President – Legal & Company Secretary (FCS – 2615), from the company's corporate office in Noida. The company maintains its registered office at Kharigram, Gulabpura, Bhilwara, Rajasthan.

Accessibility and Transparency

In line with transparency requirements, RSWM Limited has made the financial results available through multiple channels:

• Company website: www.rswwm.in
• Stock exchange platforms
• Published newspaper formats in both English and Hindi

The company's Corporate Identification Number is L17115RJ1960PLC008216, and it operates as part of the LNJ Bhilwara Group. This submission ensures compliance with regulatory requirements while maintaining transparency for stakeholders and investors.