Kamadgiri Fashion Ltd

Dematerialisation processing and listing status

• Dematerialisation/rematerialisation requests processed; details furnished to the stock exchange.
• Securities dematerialised/rematerialised listed on the stock exchanges where existing securities are listed.
• Physical certificates for dematerialisation mutilated and cancelled after verification; depository name substituted as registered owner within timelines.

Kamadgiri Fashion Limited — Trading Window closed from 01 October 2026 for Q2 and HY ended 30 September 2026; shall reopen 48 hours after results become generally available.

AGM details

• AGM held on 09 September 2026 via video conferencing.
• Record date: 02 September 2026.
• Total shareholders on record: 1,369.
• Shareholders attended via VC: 2 Promoter group, 48 Public.
• Resolutions passed: 3.

Resolutions and outcomes

• Adoption of audited financial statements for year ended March 31, 2026; ordinary, passed.
• Re-appointment of Aryan Kejriwal as director by rotation; ordinary, passed.
• Remuneration of Cost Auditors for 2026-27 ratified; ordinary, passed.

Director changes

• Director Aryan Kejriwal reappointed.

AGM Details

• Date and mode: 9 Sep 2026, VC/OAVM.
• Time: 11:00 IST to 11:20 IST.
• Remote e-voting: 6–8 Sep 2026; voting during AGM available.
• Attendees: 50 members; 1,369 shareholders on record.

Key Resolutions

• Resolution 1 (Ordinary): Adopt Audited Financial Statements for year ended 31 March 2026.
• Resolution 2 (Ordinary/ Special Business): Re-appoint Aryan Kejriwal as Executive Director on rotation.
• Resolution 3 (Ordinary): Ratify remuneration payable to Cost Auditors for FY 2027.

Voting Status

• Voting results pending; to be announced on company and stock exchange websites.

Director Changes

• Aryan Kejriwal re-appointed as Executive Director on rotation.

Auditor Matters

• Cost Auditors remuneration ratified for FY 2027.

Key dates

• Record date fixed at 02 September 2026 to determine voting eligibility.
• Book closure from 03 to 09 September 2026 for AGM.
• E-voting window 06 to 08 September 2026, 09:00–17:00 IST.

Financial performance

• Revenue from operations: 15,776.66 Lakhs for FY2025-26.
• Net profit after tax: 308.26 Lakhs, up from 119.93.
• Profit before tax: 241.49 Lakhs.
• Basic and diluted EPS: 5.25 ₹ per share.
• Operating margin: 15.92%; net margin: 1.96%.
• Surplus cash profit: 485.02 Lakhs.
• Return on capital employed: 11.11%.
• Dividend declared: none for the year.

Capital structure and liquidity

• Equity share capital: 58.69 Lakhs shares; paid-up 586.94 Lakhs.
• Total equity: 3,927.36 Lakhs; borrowings: 1,234.43 Lakhs.
• Adjusted net debt to adjusted equity: 0.31x.
• Cash and cash equivalents: 5.43 Lakhs.
• Working capital: 2,054.36 Lakhs.
• Unpaid dividend transferred to IEPF: 6,078 shares; Rs 81,194.

Operations and market outlook

• Single operating segment: textiles; no subsidiaries or JV.
• Domestic market focus; rising e-commerce boosts demand.
• Capacity expansion and capex to meet rising demand.
• Weaving division strong; finished fabrics unit reliable supplier.
• Future plan: improve efficiency, adopt technology, reduce costs.

Governance & board

• Board size six; two promoters, one non-exec, three independents.
• Bindu Shah retired Sept 24, 2025; Abhishek Agarwal joined July 15, 2025.
• Aryan Kejriwal to retire by rotation; eligible for re-appointment.
• Board meetings held: 4 in year.
• Audit Committee met 4 times; chair Amit Somani.
• NRC met 2 times; chair Neha Agrawal.
• Penalties: Rs 20,000 plus GST paid.

Audit & compliance

• Statutory auditors: DMKH & Co; term to 2030-31.
• Secretarial auditor: HD & Associates; term 2025-30.
• Cost auditor: Ketki D. Visariya; remuneration 0.75 Lakh.
• No material qualifications in audit reports.
• Whistle blower policy; no complaints reported.
• MD and CFO certification disclosed.

Related party transactions & CSR

• Related party transactions not material; disclosed in notes.
• Significant RPTs with Jagruti Synthetics: purchases 918.39; rent 87.48; sales 19.13.
• CSR policy published; CSR committee exists.
• FY2025-26 CSR expenditure Nil; no ongoing projects.
• Unspent CSR funds Nil.

Assets, accounting and controls

• Net PPE: 1,362.52 Lakhs; ROUs 343.76; intangibles 20.83.
• Inventories: 2,309.78 Lakhs; trade receivables: 2,060.97 Lakhs.
• Total assets: 6,785.10 Lakhs; total equity: 3,927.36 Lakhs.
• Current ratio: 1.81x; borrowings: 1,234.43 Lakhs.

Shareholder information & regulatory

• Listed on BSE; code 514322; ISIN INE535C01013.
• Dematerialisation: 99.44% of shares.
• AGM 39th: 9 September 2026 via VC/OAVM.
• Registrar: Link Intime as RTA; investor portal.

AGM Details

• AGM scheduled for 09 September 2026 at 11:00 IST.
• Mode: VC/OAVM for the meeting.
• Register of Members and share transfer books closed 03 September to 09 September 2026 inclusive.
• Remote e-voting window from 06 September 2026 09:00 IST to 08 September 2026 17:00 IST.

Resolutions

• Adopt audited financial statements for year ended 31 March 2026.
• Reappoint Aryan Kejriwal as Director, liable to retire by rotation.
• Ratify cost auditor remuneration for the year ending 31 March 2027.

Directors / Management

• Director Aryan Kejriwal to be reappointed.

Auditors

• Remuneration for Cost Auditor ratified for next financial year.

Financial results

• Unaudited Q1 FY2026 results approved with Limited Review Report.
• Income from operations Rs 3,866.92 lakh; other income Rs 28.59 lakh.
• Total income from operations and other income Rs 3,895.51 lakh.
• Total expenses Rs 3,895.51 lakh.
• Major expense: stock-in-trade Rs 2,106.99 lakh.
• Profit before tax and before exceptional items: Rs 3,873.17 lakh.
• Exceptional items amount Rs 22.34 lakh.
• Tax expense Rs 22.34 lakh; tax adjustment for earlier year Rs 6.33 lakh.
• Profit for the period Rs 16.01 lakh.
• Total comprehensive income Rs 13.76 lakh.
• Diluted EPS for quarter ended 30 June 2026 Rs 0.27.

Board actions & AGM

• Board meeting started 10:30 A.M.; concluded 2:30 P.M.
• Notice for 39th AGM fixed for 9 September 2026 via VC/OAVM.
• Register of Members and share transfer books closed 3–9 September 2026.
• HD & Associates appointed as Scrutinizer for remote e-voting.
• Annexure I contains unaudited financial results.
• Annual Report and Director's Report for FY2025-26 approved.
• Results will be available on the company's website.

Meeting Details

• Board meeting scheduled for 30 July 2026 at the company's registered office.

Key Agenda Items

• Unaudited financial results for quarter ended 30 June 2026 with Limited Review Report.
• Annual Report and Directors' Report for financial year ended 31 March 2026.
• Draft notice for 39th AGM: date, venue, time.
• Appoint M/s. HD & Associates as Scrutinizer for remote e-voting at AGM.
• Any other matter with chair's permission and majority directors including at least one Independent Director.

Other Notes