Binny Mills Ltd

Key developments & results

• Board approves unaudited standalone results for quarter ended 30 June 2026.
• AGM date fixed for 31 August 2026; via video conferencing.
• Dr. T. Bhasker Raj appointed Additional Director from 31 July 2026.
• Rs 9.73 crore demerger-related liability provided; recoverable from parent.
• Rent-related litigation: Rs 26.65 lakhs provision in books.
• Inter-se promoter share transfers completed June 2026 per SEBI rules; no operational impact.
• Promoter group MoFA realignment executed in June 2026; SEBI regulations compliant.
• Intimation under Regulation 30 of SEBI LODR filed; appointment details disclosed.

AGM Details

• Date/time: 31 August 2026 at 11:30 AM; via VC/OAVM.
• Deemed venue: Registered Office; no physical attendance.
• Shareholder records closed: 25–31 August 2026.
• Remote e-voting: 28–30 August 2026; cut-off for votes: 24 August 2026.

Resolutions

• Ordinary: Adoption of audited financial statements and reports.
• Ordinary: Re-appointment of director by rotation.
• Special: Regularization of Additional Director as Non-Executive, Non-Independent Director.
• Auditors: No ratification needed; existing statutory and secretarial auditors remain.
• Dividend: No dividend proposed.
• Other: No other material approvals specified.

Book closure and AGM details

• Book closure: 25 August 2026 to 31 August 2026, inclusive, for AGM.
• AGM date: 31 August 2026, via VC/OAVM.
• E-voting cut-off: 24 August 2026.
• Security: Equity shares; Scrip Code 535620.
• Dividend: Not Applicable.

Financial performance

• Revenue from operations: 855.66 lakhs; total income: 958.85.
• Profit before tax: -1,727.41; tax: 215.25; net after tax: -1,942.66.
• Earnings per share: -75.20; cash flow from operations: -355.82.
• Borrowings: 14,470.91; net debt: 14,173.89; equity negative at -24,801.23.
• BSE trading suspended in 2024-25; suspension revoked on 9 July 2025.
• Dividend not recommended for the year.
• Promoter stake: 59.62% as at 31-Mar-2026.

Operations & segments

• Warehousing rental income: 270.68; Showrooms: 184.96; Textiles: 195.09.
• Total segment revenue: 650.73; warehousing net profit: 262.55; showrooms 5.62; textiles 2.64.
• Company operates three divisions: Warehousing, Showrooms, Textiles.
• Rent income recognized: 269.66; prior year 287.98.
• Inventories closing: 165.99; total current assets: 668.12.

Capital structure & liquidity

• Cash and cash equivalents: 67.13 lakhs.
• Bank balances and deposits: 66.32 and 229.88 lakhs respectively; total liquid assets ~296.20.
• Total assets: 17,198.05; total liabilities: 41,999.28.
• Gearing: net debt to equity is negative; -57.15%.
• No funds raised through IPO or private placement; FX exposure not applicable.

Governance & leadership

• Board size seven; independent directors four.
• Promoter chairman: V.R. Venkataachalam; MD: V. Samyuktha.
• Ashwath Naroth and Thillainayagam Yeswanth appointed February 2025.
• Special Resolution: Regularization of Dr. T. Bhasker Raj as Director.
• Statutory auditors: Ramesh & Ramachandran; Secretarial auditor: Elangovan.

Risk management & controls

• No dedicated Risk Management Committee; policy in place.
• Internal financial controls adequate; reviewed by the Audit Committee.

Dividend, shareholding & AGM

• AGM: 31 August 2026; via VC/OAVM.
• Remote e-voting: 28-30 August 2026; cut-off 24 August 2026.
• Promoter stake: 59.62%; total equity shares: 25,83,270.
• Trading status: BSE suspended 5 March 2024; revocation on 9 July 2025.

Outlook & plans

• Focus on textiles wholesale; expand product range.
• Develop warehouse capacity; attract new customers; expand marketing.

Financials

• Board approves unaudited quarterly results for quarter ended 30 June 2026.

AGM & governance

• AGM scheduled for 31 August 2026 via video conferencing.

Director appointment

• Dr. T. Bhasker Raj appointed Additional Director from 31 July 2026.

Annexure

• DIN 02724086; appointment as Additional Director.

Related parties

• Related to V. R. Venkataachalam (Director) and MD Samyuktha.

Dematerialisation processing

• Dematerialisation requests were processed and confirmed to depositories.
• Securities dematerialised were listed on exchanges where the earlier issued securities are listed.
• Physical certificates for dematerialisation were mutilated and cancelled; depository's name substituted as registered owner within stipulated time limit.

Inter-se promoter gift transfer details

• Off-market inter-se transfer by gift within promoter group.
• Acquirers: five promoter relatives (immediate relatives).
• Transferor: promoter.
• Shares transferred: 16,14,854 equity shares; 62.57% of diluted share capital.
• Mode: Gift; nil consideration.
• Exemption: Regulation 10(1)(a)(i) and 10(1)(a)(ii) from open offer.
• Disclosure: filed with BSE on 22.06.2026.
• Pre-holding: Transferor held 62.51% of diluted capital.
• Post-holding: Acquirers collectively hold 62.57% of diluted capital.
• Public shareholding: No change in public shareholding or control.

Key details

• Nature: Inter-se transfer by gift between promoters.
• Exemption: Regulation 10(1)(a)(i) and 10(1)(a)(ii).
• Acquirer: VR Venkataachalam; Transferor: V Sengutuvan.
• Shares: 74,600 transferred; 2.89% of diluted share capital.
• Method: Gift; off-market inter-se transfer; nil consideration.
• Pre-transaction holdings: Acquirer 59.62% (7,540,254); Transferor 2.89% (74,600).
• Post-transaction holdings: Acquirer 62.51% (7,614,854); Transferor 0%.
• Promoter group: Transferor exits promoter group; no control change.
• Public shareholding: Unchanged.