Digjam Ltd

Dematerialisation compliance

• Demat Transfer Register sent to depositories and stock exchanges for the reporting period.
• Destroyed, mutilated, and cancelled dematerialised securities received from depository participants within the prescribed time.

AGM details

• 11th AGM held on 28 Sep 2026 at 11:00 IST via Video Conferencing/AVM.
• Meeting deemed to be held at the registered office address.
• AGM concluded at 11:32 A.M.

Voting results and scrutiny

• Consolidated Scrutinizer report on remote e-voting and AGM results dated Sep 28, 2026.
• Results to be available on BSE/NSE and NSDL websites.

AGM Details

• AGM held on Sept 28, 2026 at 11:00 IST via Video Conferencing/OAVM.
• AGM concluded at 11:32 IST after 15 minutes for e-voting.
• Consolidated Scrutinizer report on remote and AGM voting dated Sept 28, 2026.
• Voting results will be available on BSE, NSE and NSDL websites.

AGM Details

• 11th AGM held September 28, 2026 at 11:00 A.M. IST via Video Conferencing.
• Remote e-voting conducted from Sep 25 to Sep 27, 2026.

Key Resolutions

• Adopt audited financial statements for year ended Mar 31, 2026 (Ordinary).
• Reappointment of Ruchit Bharat Patel as director on rotation (Ordinary).
• Ratify remuneration of Cost Auditors for FY 2027 (Ordinary).

Voting Results

• Adoption of financial statements: Passed with requisite majority.
• Reappointment of director: Passed with requisite majority.
• Remuneration of Cost Auditors: Passed with requisite majority.

Dividend

• Dividend: No proposal or declaration.

Director Changes

• Ruchit Bharat Patel reappointed as director.

Auditor Appointments

• Cost Auditor remuneration ratified for FY 2027.

Material Related Party Transactions

• No material related party transactions approved.

Other Material Approvals

• No other material approvals disclosed.

Digjam Ltd: Trading window closed from October 01, 2026, until 48 hours after the declaration of Un-Audited Financial Results for the quarter and half year ended September 30, 2026.

NCLT order and next hearing

• Order dated 2 September 2026: NCLT Chennai admits the Reid & Taylor Intl Pvt Ltd–Digjam scheme.
• Next hearing fixed for 28 October 2026; copy of order enclosed.
• First Motion Petition order passed on 19 June 2026; shareholders/creditors meeting ordered.
• Chairman's report dated 16 August 2026 evidences approval by shareholders/creditors; placed on record.
• Notice under Section 230(5) with Rule 8 and Rule 16 issued to authorities.
• Representations to be filed within 30 days of notice.

AGM & regulatory updates

• 11th AGM of Digjam Limited scheduled for 28 September 2026 at 11:00 IST via VC/OAVM.
• Annual Report for FY 2025-26 available at https://digjam.co.in/annual-reports/.
• Letters sent to unregistered-email members directing access to the Annual Report web-link.
• Reminder to update KYC per SEBI 2024 circular; PAN, nomination, and bank details required.
• SEBI circular mandates electronic payments for unupdated physical folios from Apr 1, 2024.
• ISR-1/2/3 and SH13/SH14 forms available via RTA; contact investor relations.
• Update email or dematerialize physical securities to continue receiving notices.

Financial snapshot

• Revenue from operations and other income: 3,350.79 lakh; YoY up 82.1%.
• EBITDA: 341.71 lakh; margin 10%; PBT 232.55 lakh; PBT margin 7%.
• Total comprehensive loss: (97.90) lakh; continuing profit 232.55; discontinued loss 332.35.
• Net loss narrowed from (1,044.09) to (97.90) lakh; dividend: none.

Strategic & operations

• Jamnagar operations discontinued; assets held for sale valued at 5,318.53 lakh.
• Scheme of Arrangement with Reid & Taylor International Private Limited to consolidate into Digjam; NCLT pending.
• Registered office moved to Tamil Nadu (Oct 7, 2025); focus on PV and PW premium fabrics.

Capital structure & liquidity

• Total borrowings: 6,013.21 lakh; current 3,307.00; non-current 2,706.21.
• Cash & equivalents: 103.94 lakh; net debt 5,909.27; net debt-to-equity 13.38x.
• Current ratio 0.50; working-capital deficit; no fund-raising in FY2025-26; plan to monetize assets.

Governance & management changes

• Board of six; Hardik Patel WTD & Chair; Parashiva Murthy BS resigned 29 Jun 2025; Ruchit Patel appointed.
• WTD reappointment: Hardik Patel for five years from Feb 7, 2026; independent directors reappointed.
• KMP changes: Mohit Dubey resigned Apr 30, 2025; Daman Preet Kaur appointed Aug 4, 2025; Ritesh Mishra appointed Feb 5, 2026.
• Statutory auditors: Nayan Parikh & Co. reappointed; Secretarial auditor Viral Sanghavi; Internal auditor G.M. Kapadia.

Related party transactions & risk

• Major related-party transactions with Reid & Taylor International Private Limited: purchases 2230.93; sales 363.08; turnover discount 145.97.
• Loans and repayments: Hardik Patel loan 3,307; repayments 3,223.36; balance 621.84 with Reid & Taylor.
• Policy: related party transactions at arm's length; Annexure E and Form AOC-2 disclosed.

Outlook & risks

• Outlook: Indian textile sector supported by PLI, PM MITRA; demand for premium MMF fabrics.
• Company focus on PV/PW fabrics; risks include raw material volatility and regulatory changes.