Rajratan Global Wire : General updates

RGWL/22-23/
13th June, 2022
To	To
BSE Limited	National Stock Exchange of India Limited
Phiroze Jeejeebhoy Towers	'Exchange Plaza', C-1, Block G,
Dalal Street	Bandra Kurla Complex,
Mumbai 400001	Bandra (E), Mumbai - 400 051
Scrip Code - 517522	Symbol - RAJRATAN

Subject - Corrigendum to Notice of the Annual General Meeting (AGM) scheduled to be held on Tuesday, 21st June, 2022 at 1:00 p.m. IST through Video Conferencing ('VC')/ Other Audio Visual Means ('OAVM').

Dear Sir,

In continuation to the Company's letter dated 30th May, 2022 whereby the Notice convening the 34th Annual General Meeting of the Company scheduled to be held on 21st June, 2022 alongwith the Integrated Annual Report was submitted to the stock exchanges, please find enclosed a Corrigendum to the Notice of AGM which should be read alongwith the original Notice dated 21st April, 2022. The same is being also emailed to the shareholders of the Company. The Corrigendum to AGM Notice is also available on the website of the Company in the Investor Section.

Kindly take the same on your records.

Thanking You,

Yours Faithfully

For RAJRATAN GLOBAL WIRE LTD

Shubham Jain

Company Secretary & Compliance Officer

CORRIGENDUM TO NOTICE OF THE 34th ANNUAL GENERAL MEETING

Rajratan Global Wire Limited had issued NOTICE dated 21st April, 2022 for its 34th Annual General Meeting (AGM), scheduled for 21st June, 2022, Tuesday at 01:00 pm IST through Video Conferencing (VC) or Other Audio Visual Means (OAVM), to transact 6 (six) businesses out of which 4 (four) are Ordinary and remaining 2 (two) are Special. One of the Special Businesses at serial no. 6 has been inadvertently mentioned as an Ordinary Resolution instead of a Special Resolution. Accordingly, Item No. 6 of Special Business is now proposed as a Special Business at Item No. 6 requiring a Special Resolution as under:

SPECIAL BUSINESS

Appointment of Mr. Sanjeev Sood (DIN 08518148) as a director and as an Independent Director

To consider and, if thought fit, to pass the following resolution as a Special Resolution:

"RESOLVED THAT Mr. Sanjeev Sood (DIN 08518148) who was appointed by the Board of Directors as an Additional Director of the Company with effect from 21st April, 2022 and who holds office up to the date of this Annual General Meeting of the Company in terms of Section 161(1) of the Companies Act, 2013 ("Act") and Articles of Association of the Company but who is eligible for appointment, in respect of whom the Company has received a notice in writing from a member under Section 160(1) of the Act proposing his candidature for the office of Director of the Company, be and is hereby appointed as Director of the Company.

RESOLVED FURTHER that pursuant to the provisions of Sections 149, 152 and other applicable provisions, if any, of the Act, the Companies (Appointment and Qualifications of Directors) Rules, 2014, read with Schedule IV to the Act and Regulation 17 and other applicable regulations of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("SEBI Listing Regulations"), as amended from time to time, the appointment of Sanjeev Sood (DIN 08518148) who meets the criteria for independence as provided in Section 149(6) of the Act along with the rules framed thereunder and Regulation 16(1)(b) of SEBI Listing Regulations and who has submitted a declaration to that effect, and who is eligible for appointment as an Independent Director of the Company, be and is hereby appointed as an Independent Director

of the Company, not liable to retire by rotation, for a term of three years commencing 21st April, 2022 to 20th April, 2025, be and is hereby approved."

For Rajratan Global Wire Limited

Shubham Jain

Company Secretary

Membership No. 35317

Indore, 13th June, 2022

Registered Office -

'Rajratan House'

11/2 Meera Path Dhenu Market, Indore - 452003 M.P.

Tel: [phone]

CIN: L27106MP1988PLC004778

Website: www.rajratan.co.in

Email: [e-mail]

________________________________________________________________________________

NOTES:

1. The Explanatory Statement pursuant to the provisions of Section 102 of the Companies Act, 2013, in respect of the Special Resolution proposed above is annexed hereto.
2. The Corrigendum to AGM Notice is issued in continuation of and should be read in conjunction with the original AGM Notice which was already emailed to the shareholders on 30th May, 2022. All other contents of the AGM Notice, save and except as mentioned in this Corrigendum, shall remain unchanged.
3. All references, if any, made in the Integrated Annual Report of the Company for the financial year 2021-22, or elsewhere, with respect to the appointment of Mr. Sanjeev Sood, be construed as a special business recommending a special resolution of the shareholders.

EXPLANATORY STATEMENT PURSUANT TO SECTION 102 OF THE COMPANIES ACT, 2013

Based on recommendation of Nomination and Remuneration Committee, the Board of Directors appointed Mr. Sanjeev Sood (DIN 08518148) as Additional Director of the Company and also as Independent Director, not liable to retire by rotation, for a term of 3 years i.e. from 21st April, 2022 to 20th April, 2025, subject to approval of members.

Pursuant to the provisions of Section 161(1) of the Act and Articles of Association of the Company, Mr. Sanjeev Sood shall hold office up to the date of this Annual General Meeting ("AGM") and is eligible to be appointed as Director. The Company has, in terms of Section 160(1) of the Act, received in writing a notice from Member(s), proposing his candidature for the office of director.

The Company has received declaration from Mr. Sanjeev Sood to the effect that he meets the criteria of independence as provided in Section 149(6) of the Act read with the Rules framed thereunder and Regulation 16(1)(b) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("SEBI Listing Regulations"). In terms of Regulation 25(8) of SEBI Listing Regulations, he has confirmed that he is not aware of any circumstance or situation which exists or may be reasonably anticipated that could impair or impact his ability to discharge his duties. In the opinion of the Board, Mr. Sanjeev Sood fulfills the conditions specified in the Act, Rules and SEBI Listing Regulations for appointment as Independent Director and he is independent of the management of the Company. The terms and conditions of his appointment shall be open for inspection by the Members at the Registered Office of the Company during the normal business hours on any working day (except Saturday) and will also be kept open at the venue of the AGM till the conclusion of the AGM.

The Board, based on the recommendation of Nomination and Remuneration Committee, considers that given her skills, integrity, expertise and experience, the association of Mr. Sanjeev Sood would be beneficial to the Company and it is desirable to avail his services as an Independent Director.

Further details and current directorships of the above Directors are provided in the Annexure to the Notice dated 21st April, 2022. In compliance with the provisions of Section 149, read with Schedule IV of the Act and Regulation 17 of SEBI Listing Regulations and other applicable Regulations, the appointments of Mr. Sanjeev Sood as Independent Director is now being placed before the Members for their approval.

Mr. Sanjeev Sood and his relatives, are concerned or interested, in the Resolutions relating to his own appointment. None of the other Directors and Key Managerial Personnel of the Company and their respective relatives is, in any way, concerned or interested, in the Resolutions set out at Item No 6 of the Notice.

The Board recommends the Resolutions as set out in Item No. 6 of this Notice for approval of the Members.

For Rajratan Global Wire Limited

Shubham Jain

Company Secretary

Membership No. 35317

Indore, 13th June, 2022

Registered Office -

'Rajratan House'

11/2 Meera Path Dhenu Market, Indore - 452003 M.P.

Tel: [phone]

CIN: L27106MP1988PLC004778

Website: www.rajratan.co.in

Email: [e-mail]