Dear Shareholders,

The Board of Directors ("the Board") are pleased to present the 44th Annual Report of Ramkrishna Forgings Limited ("the Company") together with the Audited Standalone and Consolidated Financial Statements and Auditor's Report thereon for the financial year ended 31 March, 2026.

Financial Highlights

The Company's financial performance for the financial year ended 31 March 2026 are summarized below:

State of Company's Affairs Financial Performance

• Revenue from operations increased by 3.32% from

3,63,429.92 lakhs in FY 2024-25 to Rs. 3,75,492.46 lakhs in FY 2025-26.

• Export sales decreased by 19.94% from Rs. 1,48,209.02 lakhs in FY 2024-25 to Rs. 1,18,655.36 lakhs in FY 2025-26.

• EBIDTA from Operations (without Other Income and ExtraOrdinary Items) increased by 15.75% from Rs. 48,934.43 lakhs in FY 2024-25 to Rs. 56,642.88 lakhs in FY 2025-26.

• PAT showed a decrease of 78.47% from Rs. 40,182.01 lakhs in FY 2024-25 to Rs. 8,650.53 lakhs in FY 2025-26.

Market Scenario India segment:

Financial Year 2025-26 delivered the strongest performance in recent memory for the commercial vehicles sector, with retail sales crossing the 10 lakh milestone for the first time at 10,60,906 units – an 11.74% YoY growth. The production of commercial vehicles increased by around 13% to 11,70,150 vehicles and exports by around 17% to 94,793 vehicles in FY26. The Production of the M&HCV during the year increased by around 16% to 4,58,506 vehicles and the sales of the M&HCV increased by around 13% to 4,22,998 Vehicles.

USA segments:

The sector experienced a down year in heavy-duty metrics, with Class 8 retail sales declining approximately 13-14% year-over-year to around 2,08,000-2,10,000 Vehicles. This reflected extended weak freight demand, high costs, tariff-related uncertainties, and deferred purchases, keeping sales below replacement levels for most of the period. The year represented a "bottoming" phase, characterised by structural shifts and capacity contraction with a significant bright spot during the end of the year, providing a strong close and indicating an inflection point off the low cycle. This performance underscores a sector in reset mode, with 2025 highlighting challenges but also laying groundwork for stabilisation and modest recovery in 2026, driven by regulatory clarity, fleet needs, and improving fundamentals.

Forgings and Machining Facility

The Company derives the major share of its revenues from the Commercial Vehicle segment. Your Company produced 43,626 tons of forgings from this facility during the year under review as compared to 47,352 tons last year registering a decrease of about 7.87%. The Company has made 109 new product development last year.

The Company has the state-of-art of CNC Machining and Gear Cutting Facilities in which it has achieved accuracies of DIN 3962 (Class 8 and 9) in Hobbing Stage, DIN 3962 (Class 7) in Shaving Stage. The Company has made 101 new product development in the CNC Turning, 62 new development in the Gear cutting and 69 new products in HMC/VMC Machining centre which has helped to enhance the product basket with existing clients and add new clients in the domestic and export market.

Ring Rolling Line

The Company has produced 26,372 tons of Ring Roll products during the year as compared to 32,541 tons last year.

The Company has developed 16 new products during the year out of which 13 products are machined.

Press Facility

During the year the Company has achieved a production of 1,24,257 tons of forgings from this facility as compared to 1,16,130 tons last year thus registering an increase of 7.00%. The Company has achieved an average capacity utilisation of around 52% during the year.

The Company has developed 363 new products during the year out of which 186 products are machined.

Future Outlook

Rating agencies maintain a stable to moderately positive outlook for the domestic CV sector. According to ICRA overall CV volumes are expected to grow in the mid-single-digit range (4–6%) in FY 2026–27, following the high base of FY26. Growth is likely to be led by the M&HCV segment, supported by sustained infrastructure spending, mining and construction activity, replacement demand, and fleet profitability. LCV growth is expected to remain steady, driven by e-commerce and last-mile delivery, albeit at a more tempered pace.

US Truck Sector

The U.S. commercial market size is estimated to grow to approximately USD 364.99 billion by 2034, expanding at a CAGR of 6.80% from 2025 to 2034. The U.S. commercial vehicle market is expanding globally through exports, strategic partnerships, and joint ventures. Manufacturers are targeting emerging markets, enhancing technology transfer, and leveraging brand reputation to increase international sales of trucks, vans, and fleet solutions.

Deposits

The Company has not accepted any deposits from the public and consequently there are no outstanding deposits in terms of Section 73 of the Companies Act, 2013 read with the Companies (Acceptance of Deposits) Rules, 2014 as amended.

Transfer to Reserves

Your Company proposes to transfer Rs. 100 lakhs to General Reserve out of the amount available for appropriation and an amount of

1,47,378.87 lakhs is proposed to be carried over to Balance Sheet as retained earnings.

Dividend

Based on the Company's performance, the Directors have declared the following interim dividends:

The Interim dividend for financial year 2025-26 would involve a total cash outflow of about Rs. 1,818.35 lakhs and this will be considered as final dividend declared by the Company for financial year 2025-26.

Pursuant to the provisions of the Income-tax Act, 2025, the dividend paid or distributed by a company shall be taxable in the hands of the shareholde Accordingly, in compliance with the said provisions, your Company made the payment of the dividend after the necessary deduction of tax at source at the prescribed rates, wherever applicable.

Dividend Distribution Policy

In compliance with the requirements of Regulation 43A of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (SEBI Listing Regulations), the Board of Directors of the Company has, formulated a Dividend Distribution Policy, which is available on the website of the Company at https://ramkrishnaforgings.com/ wp-content/uploads/2023/04/dividend-distribution-policy.pdf

Subsidiaries

The Company has 3(Three) Wholly-owned Subsidiaries as given below:

1. Ramkrishna Casting Solutions Limited (formerly known as JMT Auto Limited) (CIN: U42274WB1997PLC277411)

2. Ramkrishna Forgings LLC, USA

3. Ramkrishna Forgings Mexico S.A De C.V

A brief highlight of the consolidated performance and its contribution to the overall performance of the Company for the financial year 2025-26 is as below:

(Rs. in Lakhs)

(Rs. in Lakhs)

The Company holds 51 % in Ramkrishna Titagarh Rail Wheels Limited.

(It has been consolidated under Equity Method in the Consolidated Financial Statements (CFS) of the Company as it qualifies as a joint arrangement under Indian Accounting Standard (Ind AS) 28.)

(Rs. in Lakhs)

* Ramkrishna Titagarh Rail Wheels Limited has been consolidated under Equity Method in the Consolidated Financial Statements (CFS) of the Company as it qualifies as a joint arrangement under Indian Accounting Standard (Ind AS) 28.

# It has not yet started its commercial production.

Pursuant to Section 129(3), 134 and 136 of the Companies Act, 2013 and implementation requirements of the Indian Accounting Standards Rules on accounting and disclosure requirements, as applicable and as prescribed under Regulation 34 of the SEBI Listing Regulations, as amended, the consolidated financial statements of the Company and its subsidiaries are prepared in accordance with the relevant accounting standards specified under Section 133 of the Companies Act, 2013 read with Rule 7 of The Companies (Accounts) Rules, 2014, form part of this Annual Report. Further as per section 136 of the Companies Act, 2013, the Audited Financial Statements, including the Consolidated Financial Statements and related information of the Company and Audited Financial Statements of the subsidiaries are available at our website at www.ramkrishnaforgings.com.

In addition, the financial data of the subsidiaries has been furnished under note. 45 of the Consolidated Financial Statements and forms part of this Annual Report.

The annual accounts of the Subsidiaries and other related detailed information have been kept at the Registered office of the Company and also at the Registered office of the Subsidiary Companies and are available at the website of the Company at www.ramkrishnaforgings.com or will be available on e-mail by making a request to the Company through email at secretarial@ ramkrishnaforgings.com.

The Company does not have any Associate Company or any Joint Venture Company.

During the year under review, Multitech Auto Private Limited (CIN: U34102WB2004PTC215505), wholly-owned subsidiary of the Company and Mal Metalliks Private Limited (CIN: U27109WB2005PTC102386), wholly-owned subsidiary of Multitech Auto Private Limited and step down subsidiary of the Company was merged with Ramkrishna Casting Solutions Limited, wholly-owned subsidiary of the Company vide Hon'ble National Company Law Tribunal, Kolkata Bench (NCLT) order dated 27 February, 2026, certified copy of the said order has been filed by the respective aforesaid Companies in e-form INC-28 with the Registrar of Companies, Kolkata on 25 March, 2026 and accordingly Transferor Companies ceased to the subsidiaries of the Company, with effect from 25 March, 2026.

During the year there has been no change in the nature of the business carried out by the Subsidiary Companies.

The statement in Form AOC - 1 containing the salient features of the financial statement of the Company's subsidiaries and Joint Ventures pursuant to first-proviso to sub-section (3) of section 129 of the Companies Act 2013 forms part of this Report as

"Annexure – A". Material Subsidiaries

Based on financial statements as on 31 March, 2025, your Company has 1 (one) unlisted material subsidiary. Your Company has formulated a policy for determining material subsidiary. The policy is available on Company's website at https:// ramkrishnaforgings.com/wp-content/uploads/2023/04/material-subsidiary-company-policy.pdf.

The details of the material subsidiary (as per Regulation 16 of the SEBI Listing Regulations) are given below:

Preferential Issue

• Issue of 9,75,000 convertible warrants issued on a preferential basis

Pursuant to the approval of the Board at its meeting held on 30 May, 2025 and approval of the Members of the Company obtained via special resolution passed at the Extra ordinary General Meeting held on 28 June, 2025, upon receipt of upfront payment of 25% of the issue price per warrant (i.e. Rs. 525/- per warrant) the Company, on 14 August, 2025 had allotted 9,75,000 warrants, on preferential basis to the Promoter of the Company (Allottee) at a price of Rs. 2,100/- each payable in cash ("Warrant Issue Price").

Each warrant, so allotted, is convertible into one fully paid-up equity share of the Company having face value of Rs. 2/- (Rupees Two only) each in accordance with the provisions of the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018, on payment of the balance consideration of Rs. 1,575/-per warrant ("Warrant Exercise Price"), being 75% of the issue price per warrant from the Allottee pursuant to exercise of conversion option against each such warrant, within 18 months from the date of allotment of warrants.

During the financial year 2025-26, upon receipt of the conversion request from the Allottee, the Company, after receipt of 75% of the issue price (i.e., Rs. 1,575/- per warrant), on 27 March, 2026 has allotted 6,40,000 equity shares upon conversion of warrants exercised by the Allottee. 3,35,000 warrants were outstanding as on 31 March, 2026.

• Issue of 34,00,000 convertible warrants on a preferential basis

Pursuant to the approval of the Board at its meeting held on 12 November, 2025 and approval of the Members of the Company obtained via special resolution passed at the Extra ordinary General Meeting held on 12 December, 2025, upon receipt of upfront payment of 25% of the issue price per warrant (i.e. Rs. 147/- per warrant) the Company, on 14 January, 2026 had allotted 34,00,000 warrants, on preferential basis to the Promoter (Allottee) of the Company at a price of

588/- each payable in cash ("Warrant Issue Price").

Each warrant, so allotted, is convertible into one fully paid-up equity share of the Company having face value of Rs. 2/- (Rupees Two only) each in accordance with the provisions of Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018, on payment of the balance consideration of Rs. 441/-per warrant ("Warrant Exercise Price"), being 75% of the issue price per warrant from the Allottee pursuant to exercise of conversion option against each such warrant, within 18 months from the date of allotment of warrants.

The entire 34,00,000 warrants were outstanding as on 31 March, 2026.

The details of utilization of funds raised during the financial year 2025-26 are given hereunder:

There is no deviation or variation in the use of proceeds from the abovesaid preferential issue of warrants, from the objects as stated in the Explanatory Statement to the Notice of the Extra Ordinary General Meeting dated 28 June, 2025 and 12 December, 2025 respectively. Further, there is no category wise variation between projected utilisation of funds and the actual utilisation of funds. The Company has also taken a certificate from the monitoring agency for the utilisation of the funds raised by allotment of 9,75,000 warrants and conversion of 6,40,000 warrants into equity shares of the Company and by further allotment of 34,00,000 warrants and have placed the same before the Audit Committee and Board respectively. The same has also been filed with the Stock Exchanges where the shares of the Company are listed.

Share Capital

• Authorised Share Capital

The Authorised Share Capital of the Company at the beginning of the financial year was 3,825.00 lakhs consisting of 19,12,50,000 Equity Shares of Rs. 2/- each. Upon the Scheme of Amalgamation of ACIL Limited (Wholly-owned Subsidiary) with Ramkrishna Forgings Limited approved by Hon'ble NCLT, Kolkata dated 27 March, 2025 and becoming effective on 9 May, 2025 ("Effective Date"), the Authorised Share Capital of the ACIL Limited stands transferred and merged with the Authorised Share Capital of the Company, without any further act, instrument or deed, resulting an increase in the Authorised Share Capital from

3,825.00 lakhs to Rs. 6,825.00 lakhs consisting of 34,12,50,000 Equity Shares of Rs. 2/- each.

• Issued, Subscribed and Paid up Capital

The Company presently has one class of shares – Equity Shares of par value of Rs. 2/- each The Paid-up Share Capital of the Company at the beginning of the financial year was 3,620.61 lakhs consisting of 18,10,30,604 Equity shares of face value of Rs. 2/- each. The Capital Market Committee of the Board of Directors of the Company has allotted 6,40,000 Equity shares of face value of Rs. 2/- each upon conversion of 6,40,000 warrants out of 9,75,000 warrants on 27 March, 2026 to Riddhi Portfolio Private Limited, Promoter of the Company. The Paid-up Share Capital of the Company as at the end of the financial year increased to Rs. 3,633.41 lakhs consisting of 18,16,70,604 Equity shares of face value of Rs. 2/- each without considering the elimination of equity shares held by Ramkrishna Forgings Limited Employee Welfare Trust as under note. 16 of the Standalone Financial Statements and forms part of this Annual Report.

Employees Stock Option Scheme i) RKFL ESOP Scheme 2015

Your Company has adopted ESOP Scheme titled "Ramkrishna Forgings Limited – Employee Stock Option Plan 2015" ("RKFL ESOP Scheme 2015") for granting upto 35,00,000 stock option of face value of Rs. 2/- each (i.e 7,00,000 stock option of face value of Rs. 10/- each), in one or more tranches, to eligible employees of your Company as approved by the Members of your Company at the 33rd Annual General Meeting held on 12 September, 2015. RKFL ESOP Scheme 2015 was devised to provide incentive to attract, retain and reward the employees and enable them to participate in future growth and financial success of the Company. In accordance with the scheme the employees based on the performance matrix were eligible to receive one fully paid-up equity share of face value of Rs. 2/- against each option.

The Company has completed its 100% vesting during the financial year 2023-24.

During the financial year 2025-26 there was no forfeiture / cancellation of ESOP 28,175 options are outstanding as on 31 March, 2026.

During the year, the Company has not granted any Options to its employees under RKFL ESOP Scheme 2015.

The details pursuant to the Section 62 of the Companies Act, 2013 read with Rule 12(9) of the Companies (Share Capital and Debentures) Rules, 2014, as amended and SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021, have been placed on the website of the Company at https://ramkrishnaforgings.com/esop-file/ESOP-Report-FY-2025-26.pdf. The RKFL ESOP Scheme 2015 is in compliance with the SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021 and amendment thereof. A Certificate from the Secretarial Auditors with regard to the implementation of RKFL ESOP Scheme 2015 shall be available over email on making a request to the Company through e-mail on secretarial@ramkrishnaforgings.com.

ii) RKF Limited Employee Stock Option Scheme 2023

Your Company has adopted ESOP Scheme titled "RKF Limited Employee Stock Option Scheme 2023" ("RKFL ESOP Scheme 2023") for granting upto 30,00,000 stock options, in one or more tranches, to eligible employees of your Company as approved by the Members at the 41st Annual General Meeting held on 16 September, 2023. RKFL ESOP Scheme 2023 was devised to provide incentive to attract, retain and reward the employees and enable them to participate in future growth and financial success of the Company. In accordance with the scheme the employees based on the performance matrix were eligible to receive one fully paid-up equity share of face value of Rs. 2/- against each option. During the year under review, based on the performance matrix of the eligible employees, the Nomination and Remuneration Committee at its meeting held on 26 March, 2026 vested 1,65,176 ESOPs to eligible employees under the RKFL ESOP Scheme 2023.

Further, 67,060 ESOPs have been forfeited/cancelled during the financial year 2025-26.

There are 6,71,400 options which are outstanding as on 31 March, 2026.

The Vesting of the options under the scheme will be done over a period of 4 years as per the vesting conditions in the scheme.

The details pursuant to the Section 62 of the Companies Act, 2013 read with Rule 12(9) of the Companies (Share Capital and Debentures) Rules, 2014, as amended and SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021, have been placed on the website of the Company at https://ramkrishnaforgings.com/esop-file/ESOP-Report-FY-2025-26.pdf. The RKF Limited Employee Stock Option Scheme 2023 is in compliance with the SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021 and amendment thereof.

A Certificate from the Secretarial Auditors with regard to the implementation of RKF Limited Employee Stock Option Scheme 2023 shall be available over email on making a request to the Company through e-mail on secretarial@ ramkrishnaforgings.com.

Pollution Control Measures

Your Company has the requisite approvals from the concerned authorities for all the units.

Credit Rating

During the year on request from the Company, ICRA Limited has discontinued the ratings assigned to the bank facilities of the Company as the same is already covered by India Ratings and Research and CRISIL Ratings Limited.

During the financial year the credit facilities of the Company continued to be rated from India Ratings & Research and CRISIL Ratings Limited.

The rating from CRISIL Ratings Limited as on 31 March, 2026 was AA(-) for Long term facilities and A1+ for short term facilities. The rating from India Ratings & Research as on 31 March, 2026 was IND AA (Stable outlook) for Long term facilities and IND A1+ for its short term facilities.

Details of Directors and Key Managerial Personnel (A) Appointment/Reappointment of Directors

During the financial year 2025-26, Mr. Lalit Kumar Khetan (DIN: 00533671) was re-appointed as a Whole-time Director of the Company, liable to retire by rotation, for a period of three (3) years with effect from 20 October, 2025 to 19 October, 2028 by means of passing Special Resolutions of the members at the 43rd Annual General Meeting of the Company held on 20 September, 2025.

The Nomination and Remuneration Committee and the Board of Directors at its meeting held on 26 March, 2026 and 27 March, 2026 respectively, had recommended the appointment of Mr. Chetan Rameshchandra Desai (DIN 03595319), as a Non-Executive Independent Director of the Company, not liable to retire by rotation for a period of five (5) consecutive years with effect from 29 April, 2026. The Company has taken a prior approval of the members for his appointment and the same was approved by the Members by way of Special Resolution, through postal ballot process on 27 April, 2026.

The Nomination and Remuneration Committee and the Board of Directors at its meeting held on 30 April, 2026 and 1 May, 2026 respectively, had recommended the reappointment of Mr. Naresh Jalan (DIN: 00375462) as the Managing Director of the Company, liable to retire by rotation, for a period of three (3) years with effect from 5 November 2026 to 4 November, 2029 subject to the approval of the members of the Company at the ensuing 44th Annual General Meeting. Accordingly, a Special resolution seeking approval of the members for re-appointment of Mr. Naresh Jalan as the Managing Director of the Company for a period of three (3) years with effect from 5 November 2026 to 4 November, 2029 forms part of the notice of the ensuing 44th AGM.

(B) Statement on Declaration given by Independent Directors under Sub-Section (6) of Section 149 of the Companies Act, 2013

The Company has received declarations from all the Independent Directors of the Company confirming that they meet the criteria of independence as prescribed both under the Section 149 (6) of the Companies Act, 2013 and Regulation 16 (1) (b) of the SEBI Listing Regulations. The Independent Directors have also confirmed compliance with the Code for Independent Directors prescribed under Schedule IV to the Companies Act, 2013.

None of the Directors of the Company are disqualified for being appointed as Directors, as specified in Section 164 of the Companies Act, 2013 as per the declaration received from the Directors. Further, all the Directors have confirmed that they are not debarred from accessing the capital market as well as from holding the office of Director pursuant to any order of Securities and Exchange Board of India or Ministry of Corporate Affairs or any other such regulatory authority.

(C) Familiarization Programme Undertaken for Independent Directors The Director, upon appointment, is formally inducted to the Board. In order to familiarise the Independent Directors about the various business drivers, they are updated through presentations at Board Meetings of the Company. The Directors are also updated on the changes in relevant corporate laws relating to their roles and responsibilities as Directors. The Company would also continue to familiarise its Directors on the industry, technology and statutory developments, which have a bearing on the Company and the industry, so that Directors would be effective in discharging their expected duties.

The details of programmes imparted by the Company during the year pursuant to Regulation 25(7) of the SEBI Listing Regulations for familiarisation of Independent Directors with the Company, their roles, rights, responsibilities in the Company, nature of the industry in which the Company operates,businessmodeloftheCompanyandrelatedmatters are put up on the website of the Company at the link https:// ramkrishnaforgings.com/wp-content/uploads/2026/04/ Directors-Familarization-Programme-2025-26.pdf

(D) Resignation of Director during the year

During the financial year ended 31 March, 2026, none of the Directors have resigned from the Directorship of the Company.

The Board has noted that Mr. Partha Sarathi Bhattacharyya (DIN: 00329479) and Mr. Sandipan Chakravortty (DIN: 00053550), Independent Directors of the Company, would be retiring on 20 May, 2026, after completing of their second term of five (5) consecutive years in office, and places on record its deep appreciation for the contributions made by them during their tenure as an Independent Director of the Company.

(E) Re-Appointment of Directors Retiring by Rotation In accordance with the provisions of the Companies Act, 2013, Mr. Chaitanya Jalan, Whole-time Director (DIN: 07540301) and Mr. Milesh Gandhi, Whole-time Director (DIN: 07436442), retires by rotation and being eligible, offer themselves for reappointment at the ensuing Annual General Meeting. Their appointment will be placed for approval by the members at the ensuing Annual General Meeting and forms part of the notice of the ensuing Annual General Meeting. The information about the Director seeking appointment/ re-appointment as required by Regulation 36 (3) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and Secretarial Standard -2 on General Meeting will be given in the notice convening the Annual General Meeting.

(F) Key Managerial Personnel

Pursuant to the provisions of Section 203 of the Act, the Company has the following Key Managerial Personnel of the Company:

- Mr. Naresh Jalan- Managing Director

- Mr. Chaitanya Jalan-Whole-time Director

- Mr. Lalit Kumar Khetan- Whole-time Director & Chief Financial Officer

- Mr. Milesh Gandhi- Whole-time Director

- Mr. Rajesh Mundhra- Company Secretary & Vice President Finance. The Company Secretary also act as a Compliance Officer of the Company.

Remuneration Policy

The Company has a policy on Directors' and Senior Management appointment and remuneration, including the criteria for determining qualifications, positive attributes, independence of a Director and other matters, as required under sub-section (3) of Section 178 of the Companies Act, 2013 read with Regulation 19(4) and Part D of Schedule II of the SEBI Listing Regulations. The policy is available on the website of the Company at the following link: https://ramkrishnaforgings.com/wp-content/ uploads/2024/09/Remuneration-Policy.pdf.

During the financial year 2025-26, the Company has paid remuneration of 1,015.77 Lakhs to Managing Director and Whole-time Director of the Company. The Company upon recommendation of Nomination and Remuneration Committee and Board of Directors at its respective meeting held on 30 April, 2026 and 1 May, 2026, has proposed to make a payment of Commission of 250 Lakhs to Mr. Naresh Jalan, 100 Lakhs to Mr. Chaitanya Jalan, 60 Lakhs to Mr. Lalit Kumar Khetan and 40 Lakhs to Mr. Milesh Gandhi and Rs. 10 Lakhs each to Mr. Sandipan Chakravortty, Mr. Partha Sarathi Bhattacharyya, Mrs. Rekha Bagry, Mr. Sanjay Kothari, Mrs. Sucharita Basu De and Mr. Ranaveer Sinha, Independent Directors of the Company which is in excess of the prescribed limits under Section 197, 198 and other applicable provisions read with Schedule V of the Companies Act, 2013. The Company has sought the approval of the shareholders to pay the remuneration by way of Commission which is in excess of the prescribed limits under the Companies Act, 2013 at the 44th Annual General Meeting and forms part of the Notice of AGM.

Annual Evaluation of Board Performance and Performance of its Committees and of Directors

Pursuant to Section 134(3)(p) of the Companies Act, 2013, and Regulation 25(4) of SEBI Listing Regulations, the Independent Directors have evaluated the quality, quantity, adequacy and timeliness of the flow of information between the Management and the Board, performance of the non-independent Directors and the Board as a whole and its Members and other required matters.

Pursuant to Schedule II, Part D of SEBI Listing Regulations, the Nomination and Remuneration Committee has laid down evaluation criteria for performance evaluation of Independent Directors, which is based on attendance, expertise and contribution brought in by the Independent Director at the Board and Committee Meetings, which shall be taken into account at the time of reappointment of Independent Director.

The performance evaluation of the Board, its Chairman and the Non-Independent Directors were carried out by the Independent Directors in the Independent Director Meeting held on 27 March, 2026.

Pursuant to Regulation 4(2)(f)(ii)(9) of SEBI Listing Regulations, the Board of Directors have reviewed and observed that the evaluation framework of the Board of Directors was adequate and effective.

The Board expressed its satisfaction with the evaluation process and results thereof.

Directors' Responsibility Statement

Pursuant to Section 134(5) of the Companies Act, 2013, the Directors, based on representations received from the Management, and the processes involving the Company's statutory and internal audit functions, confirms that: i) In preparation of the annual accounts for the year ended 31 March 2026, the applicable Accounting Standards have been followed and there are no material departures; ii) Such accounting policies have been selected and applied consistently and judgments and estimates were made that are reasonable and prudent so as to give a true fair view of the state of affairs of the Company at the end of Financial Year 2025-26 and of the _ profit of the Company for that period. iii) Proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 2013 is taken for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities. iv) Annual accounts for the financial year 2025-26 have been prepared on a going concern basis. v) Internal Financial Controls (IFCs) to be followed by the Company have been laid down and such IFCs are adequate and operating effectively. vi) Proper systems have been devised to ensure compliance with the provisions of all applicable laws and such systems are adequate and operating effectively.

Statutory Auditors

S. R. Batliboi & Co., LLP, Chartered Accountants, (Firm Registration No. 301003E/E300005), Statutory Auditors were re-appointed at the 40th Annual General Meeting held on 17 September, 2022 for 2nd term of 5 consecutive years from the conclusion of 40th Annual General Meeting till the conclusion of 45th Annual General Meeting to be held for the financial year 2026-27.

S. K. Naredi & Co. LLP, Chartered Accountants, (Firm Registration No. 003333C/C400397), Joint Statutory Auditors were reappointed at the 42nd Annual General Meeting held on 31 August,

2024 for 2nd term of 5 consecutive years from the conclusion of 42nd Annual General Meeting till the conclusion of 47th Annual General Meeting to be held for the financial year 2028-29.

The Auditors' Report (Standalone and Consolidated) to the shareholders for the year under review does not contain any qualifications or adverse remarks.

Secretarial Auditors

Pursuant to the provisions of Section 204 of the Act read with the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 and Regulation 24A of the SEBI Listing Regulations, MKB & Associates, Company Secretaries in Practice (Firm Reg. No. P2010WB042700) has been appointed as Secretarial Auditors of the Company for the term of Five (5) consecutive years at 43rd Annual General Meeting held on 20 September 2025 i.e. from financial year 2025-26 to financial year 2029-30. The Secretarial Audit Report, pursuant to Section 204(1) of the Act for the financial year ended 31 March 2026 is annexed to this Report as "Annexure - B" and forms part of this Report.

The Secretarial Audit Report for the financial year 2025-26 does not contain any qualification, reservation or adverse remark except that there was a gap exceeding 120 days between the Board Meetings held on 17 January, 2025 and 30 May, 2025, which was not in compliance with the provisions of Section 173(1) of the Companies Act, 2013 and Regulation 17(2) of SEBI Listing Regulations. Consequently, a _ne of Rs. 10,000/- has also been imposed by National Stock Exchange of India Limited and BSE Limited on 29 August, 2025 in this regard. The _ne imposed by the Stock Exchanges were paid on 6 September, 2025 by the Company.

The Board noted that the said non-compliance was inadvertent and arose solely due to the reasons beyond the Company's control. The Board recognized that in the non-compliance of the said provisions, there was no mala_de/ wilful intention on the part of the Company or any of its directors and advised to henceforth ensure better compliance of all the requirements. Further, assure that, the Company has always endeavoured to comply with the applicable rules and regulations in its true letter and spirit and will continue to do so in future as well.

The Company has undertaken an Annual Secretarial Compliance Audit for the financial year 2025-26 pursuant to Regulation 24A (2) of the SEBI Listing Regulations. The Annual Secretarial Compliance Report for the financial year ended 31 March, 2026 shall be submitted to the Stock Exchanges and the said report may be accessed on the Company's website at the link: https://ramkrishnaforgings.com/wp-content/uploads/2026/06/ Annual-Secretarial-Compliance-Report-25-26.pdf.

Secretarial Audit of Material Unlisted Subsidiary Company

As per the requirements of SEBI Listing Regulations, the Practicing Company Secretaries appointed by Ramkrishna Titagarh Rail Wheels Limited (‘RTRWL'), material subsidiary of your Company, undertook Secretarial Audit for FY 2025-26. The Secretarial Audit report confirms that the relevant material subsidiary has complied with the provisions of the Act, rules, regulations and guidelines and that there were no deviations or non- compliances. The Secretarial Audit reports of the material subsidiary is annexed to this report as "Annexure - B1" and forms part of this Report.

• Secretarial Standards

During the year under review, (RTRWL) has complied with all the applicable provisions of Secretarial Standard-1 and Secretarial Standard-2 issued by The Institute of Company Secretaries of India.

• Reporting of frauds by Auditors

During the year under review, the Statutory Auditors and Secretarial Auditor of RTRWL have not reported any instances of fraud committed in RTRWL by company's officers or employees, to the board, as required under Section 143(12) of the Act.

Cost Auditors

The Company is required to maintain cost records as specified by the Central Government under Section 148(1) of the Act read with the Companies (Cost Records and Audit) Rules, 2014 and accordingly, such accounts and records are made and maintained by the Company.

Bijay Kumar & Co, Cost and Management Accountants (Membership no. 42734/FRN: 004819), the Cost Auditor of the Company submitted the Cost Audit Report for the financial year 2024-25. There were no qualifications, reservations, adverse remarks or disclaimers in cost Auditor's Report.

In terms of Section 148 (3) and other applicable provisions of the Companies Act, 2013, the Board of Directors at its meeting held on 1 April, 2026 based on the recommendation of the Audit Committee had appointed Bijay Kumar & Co., Cost and Management Accountants, as the Cost Auditor of the Company to conduct the audit of the cost records of the Company for the financial year 2026-27. The Company has received the necessary consent from Bijay Kumar & Co. to act as the Cost Auditor of the Company for the financial year 2026-27 along with the certificate confirming that his appointment would be within the applicable limits.

Further, pursuant to Section 148 of the Act, read with the rules framed thereunder, the remuneration payable to Cost Auditor for the financial year 2026-27 is required to be rati_ed by the Members of the Company at the ensuing AGM. Accordingly, an ordinary resolution seeking approval of Members for rati_cation of payment of remuneration payable to the Auditor forms part of the notice of the AGM.

Risk Management (Risk Assessment and Minimization Procedure)

A Risk Management Policy to identify and assess the key risk areas, monitor mitigation measures and report compliance has been adopted. Based on a review, major elements of risks have been identified and are being monitored for effective and timely mitigation. Prudence and conservative dealing with risks is at the core of risk management strategy being followed by the Company. The Board has formulated a Risk Management Committee (‘RMC') to frame, implement and monitor the Risk Management Policy of the Company and to ensure the adequacy of the risk management systems. The said policy has been approved by the Board. Robust mechanisms and systems have been put in place to identify and manage the inherent risks in business and strategy, and to monitor the Company's exposure to key risks that could impact the overall strategy and sustainability of the business. The purpose is to identify risks in time which have the potential effect on the Company's business or corporate standing or growth and manage them by calibrated action.

The risks, both internal and external, to which the Company is exposed to and which includes financial, operational, project execution, legal, human resources etc. is taken into consideration for development and maintaining of a robust mechanism for mitigation which is evolving with time and circumstances within which the Company operates.

The Risk Management Policy formulated by the Company is available on its website and can be accessed at the following link: https://ramkrishnaforgings.com/wp-content/uploads/2023/04/ Risk-Management-Policy-Final.pdf

Board Diversity

The Company recognizes the importance of having a diverse Board of Director as a key element in maintaining a competitive advantage, fostering innovation and enhancing the overall effectiveness of the Board. The Company believes that diversity in composition of the Board promotes better Corporate Governance, improves decision making quality and strengthens stakeholder confidence. The Company also believes that a diverse Board enhances the transparency, accountability and ethical standards in the conduct of business and contributes to sustainable growth and value creation for shareholders and other stakeholders. The Board remains committed to maintaining the highest standards of corporate governance through continuous improvement in Board composition and diversity.

The Board has adopted the Board Diversity Policy which sets out the approach to diversity. The policy is available at the website of the Company at https://ramkrishnaforgings.com/wp-content/ uploads/2023/04/board-diversity-policy.pdf.

Internal Financial Controls

The Company has in place adequate internal financial controls with reference to financial statements. The Company's Internal Control Systems are commensurate with the nature, size and complexity of its business and ensure proper safeguarding of assets, maintaining proper accounting records and providing reliable financial information. The Company on an annual basis conducts verification of its internal controls from an external agency to test its effectiveness and the same is reported to the Audit Committee.

Pursuant to the provisions of Section 138 of the Act read with Rule 13 of the Companies (Accounts) Rules 2014, M/s. Singhi & Co, Chartered Accountants, (Firm Registration no. 302049E) has been appointed as the Internal Auditor of the Company and make periodic reporting of its findings to the Audit Committee of the Company.

Corporate Social Responsibility (CSR)

CSR for your Company means Corporate Sustainable Responsibility which means embedding CSR into its business model. In terms of the provisions of Section 135 of the Companies Act, 2013, read with Companies (Corporate Social Responsibility

Policy) Rules, 2014, the Board of Directors of your Company has constituted a Corporate Social Responsibility ("CSR") Committee. Your Company has in place the following Programs under its CSR activity i.e. Ramkrishna Jan Kalyan Yojana, Ramkrishna Shiksha Yojana, Ramkrishna Swastha Yojana and Ramkrishna Sanskriti Yojana.

Your Company has spent the requisite percentage of the average net profit of the three immediately preceding financial years on CSR related activities as covered under Schedule VII of the Companies Act, 2013. Your Company as part of its CSR initiatives has initiated projects as per its CSR Policy. The Company has framed and adopted a CSR Policy which is available at the following web link: https://ramkrishnaforgings. com/wp-content/uploads/2024/03/CSR-policy-amended-on-21st-July-2023.pdf. The policy indicates the CSR activities to be undertaken by the Company to achieve its social commitments. The particulars required to be disclosed pursuant to the Companies (Corporate Social Responsibility Policy) Rules, 2014, as amended, are given as "Annexure- C" forming part of this Report.

Related Party Transactions

The Company has formulated a Policy on dealing with Related Party Transactions. The Policy is disclosed on the website of the Company at the link https://ramkrishnaforgings.com/wp-content/uploads/2023/07/RPT-Policy.pdf. All transactions entered into with Related Parties as defined under the Companies Act, 2013 and Regulation 23 of SEBI Listing Regulations, during the year were in the ordinary course of business and on an arms-length basis. There are no material related party transactions made by the Company with Promoters, Directors, Key Managerial Personnel or other Designated Persons which may have a potential conflict with the interest of the Company at large. The Company places a certificate from a reputed external agency in every quarterly Audit Committee Meetings for the related party transactions entered into by the Company during the quarter confirming that the transactions has been done on arm's length.

All related party transactions entered into by your Company were not material and were in the ordinary course of business and at arm's length basis, therefore, details required to be provided in the prescribed Form AOC – 2 are not applicable to the Company. All related party transactions are placed before the Audit Committee and Board for its approval. In accordance with Ind AS-24 the related party transactions are disclosed under note No. 39 of the Standalone Financial Statements.

Stock Exchange(s)

The Equity Shares of your Company are listed on two stock exchanges: National Stock Exchange of India Limited, Exchange Plaza, Plot no. C/1, G- Block, Bandra-Kurla Complex, Bandra (East), Mumbai 400 051.

BSE Limited, Phiroze Jeejeeboy Towers, Dalal Street, Mumbai 400 001.

The annual listing fees for the financial year 2026-27 have been paid by the Company to the above stock exchanges.

Management‘s Discussion and Analysis Report

Management's Discussion and Analysis Report for the year under review under Regulation 34 (2) (e) read with Schedule V of the SEBI Listing Regulations with the Stock Exchange in India is presented in the separate section and forms part of the Annual Report.

Corporate Governance

Adoption of Best ethical business practices in the Company within the regulatory framework is the essence of good Corporate Governance. Your Company continues to believe in such business practices and gives thrust on providing reliable financial information, maintenance of transparency in all its business transactions and ensuring strict compliance of all applicable laws. The report of Corporate Governance as stipulated under SEBI Listing Regulations is presented in the separate section and forms part of the Annual Report.

The requisite certificate from the Statutory Auditors of the Company, confirming the compliance with the conditions of corporate governance as stipulated under SEBI Listing Regulations, is attached with the Corporate Governance Report.

Business Responsibility and Sustainability Report

The Business Responsibility and Sustainability Report of the Company for the Financial Year 2025-26 as required pursuant to Regulation 34(2)(f) of the SEBI Listing Regulations are available on the Company's website and can be accessed at https:// ramkrishnaforgings.com/annual-report/Business-Responsibility-Sustainability-Report-fy-2025-26.pdf.

Further, an independent assurance report in respect of the BRSR Core indicators forms part of the BRSR report.

Disclosures a) Meetings of Board of Directors

During the year under review, 7 (Seven) meetings of the Board of Directors were held. The details of the meetings and the attendance of the Directors are provided in the Corporate Governance Report. The intervening gap between the Meetings was within the period as prescribed under the statutory laws except that there was a gap exceeding 120 days between the Board Meetings held on 17 January, 2025 and 30 May, 2025 and the necessary quorum were present at all the meetings.

b) Committees:

The Company has in place the Committee(s) as mandated under the provisions of the Companies Act, 2013 and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. There are currently 8 (Eight) committees of the Board, namely:

• Audit Committee

• Nomination & Remuneration Committee

• Stakeholders' Relationship Committee

• Risk Management Committee

• Corporate Social Responsibility Committee

• Management & Finance Committee

• Capital Market Committee

• Investment Committee

Details of the Committees along with their charter, composition and meetings held during the year, are provided in the Corporate Governance Report, which forms part of this report. There has been no instance where the Board has not accepted the recommendations of the Audit Committee. c) Meeting of Independent Directors

In accordance with the requirement of the statutory laws, a separate meeting of the Independent Directors was held on 26 March, 2026. In the meeting, the Directors among other things reviewed the performance of Non-Independent Directors, the Chairman of the Board and the Board as a whole and further assessed the quality, quantity and the timeliness of flow of information between the Management and the Board and found it satisfactory. The Chairman of the Meeting provided the findings and observations of the meeting to the Managing Director of the Company. d) Particulars of Loan, Guarantees & Investment

Particulars of loans given, investments made, guarantees given and securities provided along with the purpose for which the loan or guarantee or security is proposed to be utilized by the recipient are provided in the Standalone Financial Statement of the Company. The details of such Investments, loans and guarantees have been provided in note no. 7, 9 and 44 to the Standalone Financial Statements.

e) Annual Return

Pursuant to the provisions of Section 92(3) read with Section 134(3)(a) of the Companies Act, 2013 the draft copy of the annual return for the FY 2025-26 is uploaded on the website of the Company at https://ramkrishnaforgings.com/wp-content/uploads/2026/06/Annual-Return-for-the-Financial-Year-2025-26.pdf and the same can be viewed by the members and stakeholders.

f) Conservation of Energy, Technology Absorption, and Foreign Exchange Earnings and Outgo

The particulars relating to energy conservation, technology absorption, foreign exchange earnings and outgo, as required to be disclosed under the Act is given in "Annexure – D" to this Report.

g) Particulars of Employees and related disclosures

Disclosure with respect to the remuneration of Directors and Employees as required under Section 197 of the Companies Act, 2013 read with Rules 5(1), 5(2) and 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, is given in "Annexure – E" to this Report.

h) Vigil Mechanism/ Whistle Blower Policy

The Company promotes ethical behaviour in all its business activities and has put in place a mechanism for reporting illegal or unethical behaviour. The Company has a Vigil Mechanism and Whistle Blower Policy under which the employees and directors are free to report violations of applicable laws and regulations and the Code of Conduct. The reportable matters may be disclosed to the Vigilance and Ethics officer who operates under the supervision of the Audit Committee. Employees may also report complains to the Chairman of the Audit Committee. The status of the complaints received, if any, under the whistle blower policy is also placed on a quarterly basis before the Board. During the year the Company has not received any complaint under the whistle blower policy. During the year under review, no employee was denied access to the Chairman of the Audit Committee. The Vigil Mechanism / Whistle Blower Policy of the Company can be accessed at the website of the Company at the following link: https://ramkrishnaforgings. com/wp-content/uploads/2023/04/whistle-blower-policy. pdf. i) Transfer of unclaimed dividend and unclaimed shares to Investor Education and Protection Fund (IEPF)

Pursuant to the provision of Section 124 of the Companies Act, 2013, read with the IEPF Authority (Accounting Audit, Transfer and Refund) Rules, 2016 (the Rules) all unpaid or unclaimed dividends are required to be transferred by the Company to the IEPF established by the Government of India, after the completion of seven years. Further, according to the Rules, the shares on which dividend has not been paid or claimed by the shareholders for seven consecutive years or more shall be transferred to the demat account of the IEPF authority. The Company had sent reminder letter on 16 July, 2025 to those shareholders having unpaid/ unclaimed dividends for the financial year 2017-18. During the financial year 2025-26, the Company has transferred an unpaid & unclaimed dividend of Rs. 20,214/-. Further, the Company has transferred 905 unclaimed shares during the financial year 2025-26 to the IEPF Authority. The details are provided at the website of the Company at the following link: https://ramkrishnaforgings. com/wp-content/uploads/2023/04/unpaid-dividend-17-18. pdf https://ramkrishnaforgings.com/wp-content/uploads/2025/06/ Unclaimed-Shares-From-FY-17-18-to-be-transfer-to-IEPF.pdf The dividend declared during the earlier financial years and which is remain unpaid/ unclaimed is due to be transferred to IEPF within statutory timelines, upon expiry of the period of seven years. The due dates for transfer of such unpaid/ unclaimed dividend after expiry of seven years will be transferred to IEPF, details of the same are given below:

The shares in respect of which dividend has not been paid or claimed for seven consecutive years will also be transfer to IEPF. Mr. Rajesh Mundhra, Company Secretary and Compliance Officer, acts as the Nodal Officer. His details are provided at the website of the Company at the following link: https://ramkrishnaforgings. com/dividend-iepf/.

j) Disclosure –

The report of the joint fact-finding study conducted by the Independent External Agencies, into the discrepancies between the book inventory and the physical inventory of work-in-progress, raw material and scrap was submitted on 14 June, 2025 which confirmed that the discrepancies arose on account of certain erroneous accounting entries and non-recording of rejections at the manufacturing plants and quantified the resultant overstatement of inventory at Rs. 22,052.43 lakhs as at 31 March, 2025, and

5,022.26 lakhs as at 31 March, 2024.

These amounts have been fully given effect to in the Standalone and Consolidated Financial Statements for the year ended 31 March, 2025, including by way of restatement of the comparative figures for the year ended 31 March, 2024.

Disclosure under Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) ( POSH) Act, 2013

Your Company has zero tolerance towards sexual harassment at the workplace and has adopted a policy on prevention, prohibition and redressal of sexual harassment at workplace in line with the provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and the Rules thereunder. The Company has duly constituted an Internal Complaints Committee (ICC) in compliance with the provisions of the POSH Act. The Ministry of Women and Child Development, Government of India, has launched a portal called Sexual Harassment electronic Box (SHe-Box) which provides a single window access to every woman working in an Organisation to facilitate online registration of complaint related to sexual harassment. The SHE-Box portal is a publicly available centralised repository of information related to ICC and Local Committees which also provide a common platform to file complaints and track the status of Complaints.

The Company has also complied with the requirements relating to registration and reporting on the SHE-Box portal of the Ministry of Women and Child Development, Government of India. Regular awareness programmes and sensitization trainings are conducted across the organization to promote a respectful workplace culture and to apprise employees of their rights and responsibilities under the POSH Act.

Details of Complaints received and redressed during the year 2025-26 are as follows: a) Number of complaints outstanding at the beginning of year - Nil b) Number of complaints received during the year - Nil c) Number of complaints disposed of during the year - Nil d) Number of complaints pending as on end of the year – Nil

Disclosures with respect to demat suspense account/ unclaimed suspense account

There are no shares in demat suspense account. a) aggregate number of shareholders and the outstanding shares in the suspense account lying at the beginning of the year- NIL b) number of shareholders who approached listed entity for transfer of shares from suspense account during the year- NIL c) number of shareholders to whom shares were transferred from suspense account during the year- NIL d) aggregate number of shareholders and the outstanding shares in the suspense account lying at the end of the year- NIL e) that the voting rights on these shares shall remain frozen till the rightful owner of such shares claims the shares- NIL

Compliance of Secretarial Standards

During the financial year 2025-26 the Company has followed the applicable Secretarial Standards, with respect to Meetings of the Board of Directors (SS-1) and General Meetings (SS-2) issued by the Institute of Company Secretaries of India.

Disclosure of Maternity Benefit Compliance

Your Company complies with the Maternity Benefit Act, 1961 for the year under review.

GENERAL – i. During the year under review, there has been no change in the nature of business of the Company.

ii. No material changes and commitments affecting the financial position of the Company have occurred from the close of the financial year ended 31 March, 2026 till the date of this Report.

iii. There have been no significant or material orders passed by the regulators or Courts or Tribunals impacting the going concern status and the company's operations in future.

iv. During the year under review, the Company has not issued sweat equity shares.

v. During the year under review, the Company has not issued shares with differential voting rights.

vi. During the year the Company has not revised any of its financial statements or reports.

vii. During the year neither the Managing Director nor the Whole-time Directors of the Company, has received any remuneration or commission from any of its subsidiaries.

viii. During the year under review, no application has been made by the Company or any proceeding is pending under the Insolvency and Bankruptcy Code, 2016 against the Company. ix. During the year under review, there were no instance of one-time settlement with banks or financial institutions and hence the differences in valuation as enumerated under Rule 8 (5) (xii) of Companies (Accounts) Rules, 2014, as amended, do not arise. x. There are no agreements entered into by the shareholders, promoters, promoter group entities, related parties, directors, key managerial personnel, employees of the listed entity or of its holding, subsidiary or associate company, among themselves or with the listed entity or with a third party, solely or jointly, which, either directly or indirectly or potentially or whose purpose and effect is to, impact the management or control of the listed entity or impose any restriction or create any liability upon the listed entity as on the date of notification of clause 5A to Para A of Part A of Schedule III of Listing Regulations. xi. During the year under review, none of the auditors have reported any instances of fraud committed against the Company as required to be reported under Section 143 (12) of the Act.

Acknowledgement

Your Directors would like to express their sincere appreciation for the assistance and co-operation received from the financial institutions, banks, government authorities, customers, vendors and members during the year under review. Your Directors also wish to place on record their deep sense of appreciation for the committed services by the Company's executives, staff and workers.