Ashapura Intimates Fashion Ltd

Record date update

• Record date revised to 26 Oct 2026 for capital reduction per NCLT order.

AGM details

• AGM held physically on 30 September 2026 at 11:00 AM IST in Mumbai.
• e-voting conducted 27–29 September 2026; results to be declared and submitted to BSE/NSE.
• Meeting concluded at 11:30 AM IST.

Resolutions proposed

• Adoption of financial statements for FY 2025-26 (Ordinary).
• Reappointment by rotation of Director Nikunj Shah (DIN 09677879) (Ordinary).
• Appointment of M/s. N K Sarraf & Associates as statutory auditor (Ordinary).
• Regularization of Het Mehulbhai Thakkar as Non-Executive Director (Ordinary).
• Regularization of Arzoo Raghubhai Rabari as Non-Executive Independent Director (Ordinary).
• Regularization of Pooja Manthan Patel as Non-Executive Independent Director (Ordinary).
• Adoption of New Memorandum of Association (Special Resolution).
• Shift of registered office from Maharashtra to Gujarat (Special Resolution).
• Appointment of Dharti Patel & Associates as Secretarial Auditor (Ordinary).

Voting status

• Voting outcomes not disclosed in filing; results to be declared within two working days.

Key board decisions

• Cancellation/extinguishment of 37,20,692 promoter shares under NCLT order, subject to approvals.
• Capital reduction: pre-liquidation public shares reduced to 5,00,000; 2,14,90,714 shares cancelled.
• Issue of 5,00,000 new shares to public shareholders at 1:43 ratio.
• Issue of 95,00,000 new equity shares on preferential basis to successful bid nominee.
• Nominee to be treated as promoter on completion; subject to approvals.
• Record Date to be communicated later; post-reduction promoters 95% and public 5%.

Meeting Details

• Date: 24 September 2026; time and venue not disclosed.

Key Agenda Items

• Consider approving reduction of share capital per NCLT Mumbai relief order dated 03.06.2025.
• Consider raising funds via preferential issue per NCLT relief order dated 03.06.2026.

Financial snapshot

• Total revenue (standalone) 2.31 lakh for year ended 31 Mar 2026.
• Net profit after tax 4.87 lakh for year ended 31 Mar 2026.
• Basic EPS 0.02; Diluted EPS 0.02 for 2026.
• Revenue from operations not recognised; only other income of 2.31 lakh.
• Cash and cash equivalents nil as at 31 Mar 2026; prior year 119.37.
• Finance costs 0.00; depreciation 34.37; total expenses 86.87.
• Dividend not recommended due to losses.
• Share capital paid-up at ₹2,521.14 lakh.
• No subsidiaries; company revived as going concern post-NCLT order.

Going concern & restructuring

• NCLT revived company as going concern on 3 Jun 2025; liquidation closed.
• Board reconstituted from 1 Jul 2025; MD, NEDs and Independents appointed.
• Grow House Agro Ltd acquired company; sale certificate issued 1 Mar 2025.
• Tri-Party MOU with Grow House and Pervasive; total consideration ₹21.30 crore.
• Beneficial ownership remains with Pervasive and/or nominees.

Governance & board changes

• Nikunj S. Shah appointed MD & CFO from 1 Jul 2025.
• Het Mehulbhai Thakkar appointed Non-Executive Director from 1 Jul 2025.
• Arzoo Rabari and Pooja Patel appointed Independent Directors from 1 Jul 2025.
• Pawansut Swammy appointed Company Secretary & Compliance Officer from 4 May 2026.
• Meena Arvind Bhanushali appointed Additional MD from 18 Aug 2026 (subject to AGM).

MOA amendments & office shift

• Adoption of new MOA with four main objects replacing old ones.
• New MOA covers agriculture, real estate, jewellery, IT/AI sectors.
• Main Object Clause III(A)(1)-(4) inserted; prior clauses removed.
• Registered office shifted from Maharashtra to Gujarat; MOA II updated.
• Board authorized to file forms with RoC to effect changes.

Management & industry outlook

• Industry: textile trading and manufacturing; focus on quality and working capital.
• Outlook: cautiously optimistic; manage raw material costs and demand fluctuations.
• Opportunities: value-added products, diversification, broader distribution.
• Risks: price volatility, competition, credit risk, currency risk.

Auditor observations & risk flags

• Independent Auditor NK Sarraf & Associates issued disclaimer for 2026.
• Reason: inability to obtain opening balances and incomplete data.
• Material going-concern uncertainty; reliance on NCLT orders and CIRP outcomes.
• Internal controls disclosures qualification due to limited access.

Cash flows & liquidity note

• Operating cash flow reported as 17,485.05 lakh; investing and financing adjustments noted.
• Net decrease in cash and cash equivalents 44.37 lakh; ending cash balance nil.

Capital structure & shareholding

• Authorized capital ₹3,900 lakh; paid-up ₹2,521.14 lakh.
• Major holder: IIFL Securities 28.89%; Harshad H. Thakkar 10.87%.
• Total outstanding shares: 252.11 lakh.

AGM Details

• Date: 30 September 2026; 11:00 AM; physical meeting at Malad East, Mumbai.

Book closure details

• Book closure period: 24-09-2026 to 30-09-2026 (inclusive).
• Purpose: Annual General Meeting.
• Security type: Equity shares.

Meeting Details

• Board meeting scheduled for Friday, 04 September 2026; time and venue not disclosed.

Key Agenda Items

• To consider and approve financial results (standalone/consolidated status not specified).
• Alteration in Object Clause of the Memorandum of Association.
• Shifting of the Registered Office from one state to another.
• To fix AGM date, place and time and related AGM agenda.
• Any Other Business with the approval of the Chair.

Other Notes

• No other material governance actions disclosed.

Financial highlights

• Revenue from operations: Rs 398.51 Lakhs in Q1 FY27 (unaudited).
• Net profit after tax: Rs 10.31 Lakhs in Q1 FY27.
• Basic and diluted EPS: Rs 0.04 for Q1 FY27.
• Exceptional item: Rs 30,131.14 Lakhs recognized in Q1 FY27.
• Total expenses: Rs 384.74 Lakhs; materials Rs 359.46, employee Rs 10.06, other Rs 15.23.
• Profit before tax: Rs 13.77 Lakhs; tax expense Rs 3.47, PAT Rs 10.31.
• Total income: Rs 398.51 Lakhs; other income nil for the quarter.

Operational notes

• Company commenced trading in whole grains (wheat); MOA to be amended at AGM.
• Triparty MOU funding of INR 21.30 Crore fulfilled by Pervasive Commodities Ltd; excess treated as loan.
• No reportable segments under Ind AS; management does not deem segment data useful.
• Outstanding receivables/payables tracked; balances carried forward for liquidity and settlement.

Auditor remarks & disclosures

• Independent reviewer concluded the statement has no material misstatement; basis of review noted.
• Results pertain to Ashapura Intimates Fashion Limited standalone entity only.
• Current year tax provision recognized; deferred tax not recognized in this quarter.

Notes & governance

• Quarter ended 30 June 2026 results were reviewed by Board on 13 Aug 2026.
• Memo: MoA amendment to include new trading activity will be pursued at ensuing AGM.