Amarjothi Spinning Mills Ltd

Dematerialisation processing and listing

• RTA confirmed dematerialisation requests (accepted/rejected) to depositories for the quarter ended 30.09.2026.
• Securities dematerialised have been listed on the stock exchange where existing securities are listed.
• Physical certificates were mutilated and cancelled after verification; depository's name substituted as registered owner within prescribed timeline.

Amarjothi Spinning Mills Limited — Trading Window closure from October 01, 2026 until 48 hours after the declaration of Unaudited Financial Results for the Quarter ending September 30, 2026

AGM Details

• AGM held on 28 August 2026 at 11:00 AM via VC/OAVM.
• Record date for members: 21 August 2026.
• Meeting ended 11:45 AM.
• Last date for postal ballots (if applicable): 28 August 2026.

Key Resolutions

• Resolution 1: Adoption of standalone and consolidated financial statements with reports.
• Resolution 2: Final dividend of Rs 2.20 per share.
• Resolution 3: Re-appointment of N. Radhakrishnan by rotation.
• Resolution 4: MD re-appointment for 5 years from 01.09.2026.
• Resolution 5: Whole Time Director re-appointment for 5 years from 01.12.2026.
• Resolution 6: Ratification of cost auditor remuneration.

Voting Results

• Resolution 1: Passed; 4,012,244 votes in favour, 1 against.
• Resolution 2: Passed; dividend approved.
• Resolution 3: Passed; re-appointment approved.
• Resolution 4: Passed; MD re-appointment approved.
• Resolution 5: Passed; WTD re-appointment approved.
• Resolution 6: Passed; cost auditor remuneration ratified.

Directors & Auditors

• MD tenure: 5 years from 01.09.2026; monthly salary Rs 60,000.
• Profit commission up to 5.5% of net profits; per Act limits.
• WTD tenure: 5 years from 01.12.2026; monthly salary Rs 60,000.
• Cost Auditor remuneration: Rs 40,000 plus GST.

AGM details

• AGM held on 28 August 2026; time and mode not disclosed.

Ordinary resolutions

• Adoption of audited standalone and consolidated financial statements for year ended 31 March 2026.
• Declaration of final dividend of Rs 2.20 per share (board recommended 29 May 2026).
• Re-appointment of N. Radhakrishnan as Director on retirement by rotation.

Special resolutions

• Re-appointment of R. Premchander as Managing Director.
• Re-appointment of R Jaichander as Whole-Time Director.
• Ratification of remuneration payable to cost auditor for 2026-27.

Voting status

• Voting results not disclosed in this filing; to be provided later.

AGM Details

• AGM held on 28 August 2026 at 11:00 IST via VC/OAVM; deemed venue at registered office.

Key Resolutions

• Adopt audited standalone and consolidated financial statements and Directors' Report.
• Declare final dividend per share of Rs 2.20.
• Re-appoint director retiring by rotation.
• Re-appoint Managing Director.
• Re-appoint Whole Time Director.
• Ratify remuneration payable to Cost Auditor.

Voting Results

• All resolutions passed with requisite majority.

Financial performance

• Standalone revenue from operations: Rs 20604.65 lakh, down from Rs 21260.84 lakh.
• Standalone total income: Rs 20758.52 lakh, a slight decline from prior year.
• Standalone PBT: Rs 1486.07 lakh; PAT: Rs 936.97 lakh.
• Consolidated revenue from operations: Rs 22215.27 lakh; consolidated PBT Rs 1506.79 lakh; PAT Rs 952.34 lakh.
• Standalone EPS: Rs 13.88; Consolidated EPS: Rs 14.11.
• Wind energy: 16 wind mills, 24.85 MW capacity.
• Wind revenue for year: Rs 25.68 crore; wind power units 333.17 lakh.

Dividend & capital allocation

• Final dividend Rs 2.20 per share on 67.50 lakh shares.
• Total dividend proposed: Rs 148.50 lakh; subject to AGM.
• Record date: 21 August 2026; book closure 22-28 August 2026.

Governance & board changes

• Board comprises 8 directors: 2 executive, 2 non-exec non-independent, 4 independent.
• Krishnan Kaviyas appointed as Independent Director on 11 February 2026.
• Meyappan Amutha ceased 25 September 2025; Manonmani Sivasamy resigned 16 March 2026.
• Nine board meetings were held; Audit Committee met six times.

Subsidiaries & related party transactions

• Wholly owned subsidiary RPJ Textiles Ltd; 100% stake.
• Related party transactions include RPJ Textiles Ltd; aggregate up to Rs 35 crore.
• Related party transactions governed by RPT policy; omnibus approvals obtained.

Wind energy & sustainability

• Wind mills: 16 units; total capacity 24.85 MW; captive power use.
• Wind revenue Rs 25.68 crore; wind power generated 333.17 lakh units.
• Wind energy contributed about 90% of total power consumption.

Outlook & risks

• Domestic textile demand to grow; FTAs and policy support bolster exports.
• External risks include tariff changes and energy cost volatility.

Audits & internal controls

• Statutory auditors: M/s V Narayanaswami & Co; term till 2028.
• Secretarial auditor: M/s Ramchandar & Associates.
• Two-day delay in filing annual report; fine paid to BSE.
• Internal controls are adequate; no material weakness observed.

CSR & governance disclosures

• CSR spend Rs 30.95 lakh; contributed to Prime Minister's National Relief Fund.
• CSR policy and committee disclosed on Amarjothi.net.

Shareholding & listing

• Promoters Premchander and Jaichander hold 27.53% and 28.34%.
• Total promoter holding 55.87%; public 35.37%; Demat 97.40%.
• Listed on BSE; Stock Code 521097; ISIN INE484D01012.

AGM details

• Date/time/mode: 28 Aug 2026, 11:00 AM IST; VC/OAVM from registered office.
• Book closure: 22-28 Aug 2026; record date 21 Aug 2026.

Dividend & records

• Dividend proposed: Rs 2.20 per share.
• Dividend payout subject to tax; payment by Sep 28, 2026.

Key resolutions

• Item 1: Adoption of standalone and consolidated financial statements.
• Item 2: Final dividend of Rs 2.20 per share proposed.
• Item 3: Re-appointment of N. Radhakrishnan by rotation.
• Item 4: MD re-appointed for 5 years from 01-09-2026; salary Rs 60k/month; 5.5% commission.
• Item 5: WTD re-appointed for 5 years from 01-12-2026; salary Rs 60k/month; 5.5% commission.
• Item 6: Ratification of Cost Auditor remuneration of Rs 40,000 for 2026-27.

Remuneration & director changes

• MD and WTD remuneration terms include salary and commission.
• Board authorized to file e-forms and execute necessary steps.

Grievance report summary

• GRR for quarter ended 30 June 2026 submitted to BSE.
• No investor complaints pending at start, received, disposed, or unresolved during the quarter.
• Report also filed in Integrated Governance XBRL.
• Counts for the quarter: 0 pending, 0 received, 0 disposed, 0 unresolved.