A B Cotspin India Ltd

A B Cotspin India Limited - Trading Window Closure for Designated Persons from October 01, 2026 until 48 hours after the declaration of Unaudited financial results of the quarter and half year ended September 30, 2026

AGM details

• Held on Sept 29, 2026 at 12:00 PM via VC/OAVM.
• Concluded at 01:11 PM, including e-voting time.
• Two speaker shareholders registered but did not attend.
• Twenty-two members attended via VC/OAVM; physical attendance dispensed.
• Remote e-voting held Sep 26–28; AGM e-voting open for 30 minutes after.
• Annual report circulated; notice and reports taken as read.
• Consolidated voting results to be declared after Scrutinizer’s Report within 2 working days.
• Results to be placed on company and stock exchange websites.

Resolutions & outcomes

• Ordinary: adopt audited standalone and consolidated financial statements for FY2025-26; outcome pending.
• Ordinary: re-appoint Ramesh Kumar as Non-Executive Director on rotation; outcome pending.
• Ordinary: ratify remuneration to Cost Auditors for FY2026-27; outcome pending.
• Ordinary: approve material Related Party Transactions with Ab Cotton Textiles Private Limited; outcome pending.
• Special: approve change of company name and MOA/AOA amendments; outcome pending.
• Special: approve investments, loans, guarantees and security beyond Section 186 limits; outcome pending.
• Special: approve creation of charge on assets; outcome pending.
• Special: approve borrowing limits under Section 180(1)(c); outcome pending.

Directors & appointments

• Re-appointment of Mr. Ramesh Kumar as Non-Executive Director on rotation.

Auditors & remuneration

• Remuneration of Cost Auditors for FY2026-27 ratified.

Material related party transactions

• Approval for material RPT with Ab Cotton Textiles Private Limited.

Financial performance

• Standalone revenue from operations ₹29,867.71 Lakh; YoY growth 0.20%.
• Consolidated total income ₹30,166.36 Lakh; standalone ₹30,145.70 Lakh.
• Standalone EBITDA ₹4,263.52 Lakh; margin rose around 30.6% YoY.
• Consolidated EBITDA ₹4,240.21 Lakh; strong operating efficiency.
• Standalone PAT ₹1,326.12 Lakh; Consolidated PAT ₹1,302.81 Lakh.
• Basic EPS ₹6.06; ROE at 10%.
• Net debt ₹14,681.25 Lakh; Net debt / equity 0.96x.
• Current ratio 1.88x; gearing stable.
• Migration to NSE/BSE Main Boards completed Sept 24, 2025.
• Equity share capital ₹2,215.96 Lakh; 55,44,280 warrants converted.
• Dividend: no dividend declared for FY2025-26.
• Registered Office moved to Bathinda Road, Jaitu (Oct 18, 2025).
• Board approved name change to ABC Industries India Limited; ROC letter received Aug 27, 2026.
• Listing migration and growth plan to reflect diversified business; expansion plans in place.
• Cross-India expansion: MP and Maharashtra; up to ₹1,500 crore investment.
• Solar capacity expanded to 2,740 kW; branch opened in New Delhi.

Capital structure & liquidity

• Total borrowings (long + short-term) ₹14,682.45 Lakh; current maturities ₹1,168.96 Lakh.
• Net debt ₹14,681.25 Lakh; net debt/ equity 0.96x.
• Cash & cash equivalents ₹1.20 Lakh (Standalone).
• Board proposes enhancement of Section 186 limits to ₹250 Crore for flexibility.
• Credit rating upgraded to BBB/Stable (Long-term) and A3+ (Short-term) in 2026.
• Main Board migration completed; NSE & BSE listings on Sept 24, 2025.
• Registered Office relocation completed in 2025; name-change to ABC Industries India Limited planned.
• Raising capacity and capital flexibility aligned with growth strategy.

Operations & expansion

• Cross-India expansion including Madhya Pradesh and Maharashtra; up to ₹1,500 crore investment.
• Capacity expansion targeted: ~200,000 spindles phased deployment.
• Solar power capacity increased to 2,740 kW for sustainability.
• New Delhi branch office established to extend reach.
• Diversification into yarns and fabrics; focus on BCI yarns in future.
• Quality and cost management to improve margins; operational efficiency emphasis.

Governance & risk

• Board size 6 with 2 executives, 3 independent, 1 non-exec.
• Rajesh Tuteja appointed Independent Director: Aug 5, 2025; Regularized Sept 2025 AGM.
• KMP changes: Rahul Kapasiya appointed Company Secretary from July 8, 2025; Kannu Sharma left.
• Internal controls: adequate; no material weaknesses observed.
• Vigil mechanism in place; no complaints received.
• POSH policy and ICC established; compliance monitoring in place.
• CEO/CFO certification on financial statements and internal controls.

Related party transactions

• Material related party transactions with AB Cotton Textiles Private Limited up to ₹120 Cr.
• Transactions approved by Audit Committee and Board; member approvals required for material RPTs.
• RPTs with AB Cotton Textiles are at arm's length; disclosed in Annexure I.
• FY2025-26 RPTs with AB Cotton Textiles: Sale ₹72 Cr; Purchase ₹45 Cr; Rendering ₹1.5 Cr; Availing ₹1.5 Cr; Total ₹120 Cr.

Dividends & capital allocation

• Dividend for 2025-26: not recommended to conserve profits.
• Promoter warrants converted; 55,44,280 new equity shares issued.
• During the year, no fresh funds via IPO; earlier warrants converted fully.
• Preferential warrants: 1,16,71,420 converted; 3,57,142 forfeited.

CSR & ESG

• CSR spend ₹17.50 Lakh; 2% avg net profit ₹16.32 Lakh.
• Excess CSR spend ₹1.18 Lakh; carry forward to next year.
• CSR activities include education and animal welfare; KKML Welfare Foundation involved.
• CSR committee: 3 directors; meetings held as per policy.

Audit & compliance flags

• Audit trail in accounting software: missing until May 20, 2025; now implemented.
• Auditor notes: audit trail integrity verified; no tampering observed.
• Secretarial audit flagged earlier audit trail gap; addressed subsequently.
• Maternity Benefit Act compliance; POSH compliance; governance certifications attached.

Corrigendum

• Corrigendum corrects Board Meeting date to 03 September 2026 and updates Annexure data.

AGM Details

• AGM on 29 September 2026 at 12:00 IST via VC/OAVM.

Related Party Transactions

• Approval for related party transactions with AB Cotton Textiles Pvt Ltd up to ₹120 crore for 1 year.

Name Change

• Proposal to change name to ABC Industries India Limited, subject to ROC approvals.

Borrowing & Investment Limits

• Special Resolution to raise borrowing/investment limits under Section 186 to ₹250 crore.

Listing Migration

• Migration of equity shares to NSE/BSE Main Board completed on 24 Sep 2025.

Governance Changes

• Governance changes: Rajesh Tuteja appointed Independent Director; MD/WD reappointed; Preet Bhatia appointed Woman Director.

Dividend & Reserves

• No dividend for FY2025-26; no IEPF transfer; reserves unchanged.

Financial Snapshot

• FY2025-26 revenue ₹29,867.7 L; PAT ₹13,26.1 L; EBITDA ₹4,263.5 L; debt/equity 0.96; single Yarn segment.

Audit & Governance

• Statutory auditor: M/S P L Mittal & Co; Secretarial auditor: DR Associates; CEO/CFO certificate filed.

Cost Auditor Re-appointment

• Re-appoint M/s Jain Sharma & Associates as Cost Auditor for FY 2026-27.

Name Change and MOA Alteration

• Approved change of name to ABC Industries India Limited, subject to AGM approval.
• Alteration of MOA Name Clause to reflect new name, subject to AGM approval.
• Registrar of Companies approved availability of proposed name on Aug 27, 2026.