Kandagiri Spinning Mills Ltd

Dematerialisation processing and listing

• Dematerialisation requests were confirmed to depositories and listed on the stock exchanges.
• Security certificates received for dematerialisation were mutilated and cancelled; depositories' names substituted as registered owners within time limit.

Kandagiri Spinning Mills Ltd – Trading Window Closure from 01-10-2026 till 48 hours after publication of Board-approved unaudited financial results for quarter and half year ended 30.09.2026.

Director changes at AGM 25 Sep 2026

• Reappointed as Chairman and Non-Executive Director, effective 25.09.2026; liable to retire by rotation.
• MBA with about 29 years' experience in retail jewellery.
• No inter-se relationship with other directors; partner at Akshayam Creations LLP.
• Not debarred from holding director offices by SEBI or other authorities.
• Reappointed as Non-Executive Independent Director for a second five-year term, 25.09.2026 to 24.09.2031.
• Term not liable to retire by rotation.
• Profile: Practising Chartered Accountant with 30+ years in tax audit, consulting and audits.
• Nil inter-se relationships with other directors.
• Not debarred from holding directorship.
• Appointed as Non-Executive Independent Director for first five-year term, 08.08.2026 to 07.08.2031.
• Profile: Qualified Company Secretary with governance, regulatory compliance, SME listing, and board management.

AGM Details

• Date and time: 25 September 2026, 11:30 AM; mode: video conferencing.
• Remote e-voting: 22-24 September 2026; e-voting during AGM on 25 September 2026.

Key Resolutions

• Adoption of Audited Standalone Financial Statements for year ended 31 March 2026.
• Reappointment of retiring Chairman and Non-Executive Director Adinarayana Sripathy Kumar.
• Remuneration of Statutory Auditors.
• Reappointment of CA R. Raveendran as Non-Executive Independent Director.
• Appointment of CS Kannan Anjana Maragatham as Non-Executive Independent Director.

Voting Results

• All resolutions passed; ordinary and special approved with about 99.99% in favour.
• Against votes: 0.01%; no material dissent.

Director Changes

• Reappointment of Adinarayana Sripathy Kumar as Chairman and Non-Executive Director.
• Reappointment of R. Raveendran as Non-Executive Independent Director.
• Appointment of CS Kannan Anjana Maragatham as Non-Executive Independent Director.

Auditor Remuneration

• Remuneration of Statutory Auditors approved.

AGM details and resolutions

• AGM conducted 25 Sep 2026 via video conference.
• Adoption of Audited Standalone Financial Statements for year ended 31 March 2026.
• Reappointment of retiring director, Chairman, and Non-Executive Director.
• Remuneration of Statutory Auditors.
• Reappointment of CA R. Raveendran as Non-Executive Independent Director.
• Appointment of CS Kannan Anjana Maragatham as Non-Executive Independent Director.
• Remote e-voting ran 22-09-2026 09:00 to 24-09-2026 17:00; AGM e-voting through 12:15.
• Scrutinizer to publish consolidated e-voting report within 2 working days; results on company and BSE websites.

Outlook and financial implications

• Going concern is qualified in the Independent Auditor's Report; management explanation in Directors Report.
• Company exploring new business opportunities to revive operations and create long-term value.

Book closure details

• Book closure: 19 September 2026 to 25 September 2026 inclusive.
• Purpose: for the company's 50th AGM.
• Record date for AGM/e-voting: 18 September 2026; voting eligibility determined.
• AGM date and time: 25 September 2026 at 11:30 a.m.
• Security: equity shares.

AGM Details

• Fiftieth AGM on 25 September 2026 at 11:30 a.m. via VC/OAVM.
• Record date 18 September 2026; books closed 19–25 September 2026.
• Remote e-voting window: 22 September 2026 to 24 September 2026.

Key Resolutions

• Adoption of Audited Standalone Financial Statements for the year ended 31 March 2026.
• Reappointment of Adinarayana Sripathy Kumar as Chairman and Non-Executive Director.
• Remuneration of Statutory Auditors fixed at Rs 1,00,000 for 2026-27.
• Reappointment of CA R. Raveendran as Non-Executive Independent Director for second term (2026-2031).
• Appointment of CS Kannan Anjana Maragatham as Non-Executive Independent Director for first term (2026-2031).

Directors

• Adinarayana Sripathy Kumar reappointed as Chairman and Non-Executive Director.
• CA R. Raveendran reappointed as Non-Executive Independent Director for second term (2026-2031).
• CS Kannan Anjana Maragatham appointed as Non-Executive Independent Director for first term (2026-2031).

Voting Status

• Voting outcomes are not disclosed in the notice.

Financial snapshot

• Revenue from operations: Rs 181.59 lakhs in FY2025-26, down from 195.73
• Total income: Rs 220.53 lakhs in FY2025-26
• Loss after tax: Rs (325.29) lakhs in FY2025-26
• Earnings per share: Rs (8.45) basic/diluted
• Accumulated deficit: Rs 4,214.05 lakhs at year-end
• Dividend: no dividend declared for 2025-26

Capital structure & liquidity

• Open offer completed; Akshayam Creations LLP holds 64.96% as of 31.03.2026
• Promoters infused funds via unsecured loans during the year
• Non-current borrowings from directors total Rs 1,864.00 lakhs
• Net debt stood at Rs 1,811.08 lakhs
• Net debt to equity ratio -1.73x
• Cash and cash equivalents: Rs 50.63 lakhs

Governance & board changes

• Board changes on 08 Aug 2025; several directors resigned
• CA R. Raveendran appointed as Non-Executive Independent Director
• CS Kannan Anjana Maragatham appointed as Independent Director
• SSAL & Associates appointed as Statutory Auditors from Aug 2025
• Secretarial Auditor engaged; MR-3 report annexed
• Audit Committee reconstituted; Raveendran as chair

Strategic actions & going concern

• Sale of Associate SPMM Health Care Services on 26 Feb 2026
• SPMM Health Care Services ceased to be associate
• Going concern qualification by auditors; revival plans under consideration
• Promoters infusing funds; revival avenues explored

Annual general meeting & governance filings

• 50th AGM scheduled for 25 Sep 2026 via VC/OAVM
• Notice and annual report published electronically; e-voting facility
• Ordinary business: adoption of financial statements; director reappointments

Financial results and board approval

• Unaudited standalone results for quarter ended 30 June 2026 approved by Board on 12 August 2026.
• Audit Committee reviewed and recommended the results prior to Board approval.
• Independent Auditor's Limited Review Report accompanies results with going concern qualification.
• Loss before tax for quarter ended 30 June 2026 was Rs.65.86 lakhs; net worth eroded.
• Going concern assumption continued; promoters to infuse funds as needed.
• Company continues yarn trading; single business segment; no reportable segments.

Auditor remarks and going concern

• Auditors' limited review carries going concern qualification citing material uncertainty about the company's ability to continue.