Filatex Fashions Ltd

AGM Details

• AGM held on September 30, 2026 at 04:00 PM IST via VC/OAVM.
• Quorum confirmed; proceedings conducted as per MCA/SEBI circulars.

Key Resolutions

• Resolution 1 (Ordinary): Adopt standalone and consolidated financial statements for FY2026.
• Resolution 2 (Ordinary): Not fill vacancy due to retirement; no reappointment.
• Resolution 3 (Ordinary): Re-appointment of Prabhat Sethia as director liable to rotate.
• Resolution 4 (Ordinary): Reappoint KPSJ & Associates LLP as Statutory Auditors.
• Resolution 5 (Ordinary): Appoint Jigar Trivedi & Co. as Secretarial Auditors.
• Resolution 6 (Special): Appoint Panchal as Independent Director for five years.
• Resolution 7 (Special): Appoint Smitaben Suthar as Independent Director for five years.
• Resolution 8 (Special): Change designation of Rutvikbhai Beladiya to Joint Managing Director.

Voting & Outcomes

• Voting results not disclosed; to be intimated to stock exchanges.

Related Party Transactions

• No material related party transactions disclosed.

Filatex Fashions Ltd: Trading Window closed from Oct 01, 2026 till 48 hours after declaration of unaudited standalone and consolidated results for the quarter and half year ended Sep 30, 2026

AGM and annual report access

• 32nd AGM on 30 September 2026 at 4:00 PM IST via VC/OAVM.
• FY2025-26 Annual Report accessible at the company's Investors page.
• Web-link and path to Annual Report shared with members without registered emails as of Sep 4, 2026.

Shareholder communications and KYC updates

• Letter to unregistered-email shareholders includes the Annual Report web link.
• KYC updation for physical holders urged per SEBI circular to enable electronic payments.
• Deadline: cut-off date for email update was September 4, 2026.

AGM book closure and e-voting details

• The Register of Members and Share Transfer Books will close 24–30 Sep 2026 for AGM records.
• AGM will be held on 30 Sep 2026 via Video Conferencing/OAVM.
• The cut-off date for remote e-voting is 23 Sep 2026.

Secretarial Auditor Appointment

• Appointed M/s. Jigar Trivedi & Co as Secretarial Auditor for five years from 2026-27.
• Profile: CS Jigar Trivedi is Associate Member of ICSI and proprietor of Jigar Trivedi & Co.

Designation Change: Rutvikbhai Beladiya to Joint Managing Director

• Designation changed: Rutvikbhai Beladiya from Non-Executive Non-Independent Director to Joint Managing Director, effective 30 Sep 2026.
• Term: five-year tenure as Joint Managing Director.

Financial performance

• Standalone revenue from operations: 11,282.91 Lakhs.
• Standalone PAT: 280.49 Lakhs.
• Consolidated revenue: 11,607.81 Lakhs.
• Consolidated PAT: 283.21 Lakhs.
• Total income declined year-on-year; Standalone 11,282.91 vs 18,417.61 previous year.
• Earnings per share: Basic 0.0034 Rs.
• Dividend for FY2025-26: not declared.
• PPE additions total 189.17 Lakhs; Building 53.25, Plant 135.00, Computers 0.92.
• Transferred to reserve: 280.49 Lakhs.

Capital structure & liquidity

• Authorized capital increased to Rs 1000 crore.
• Issued share capital: Rs 83,340.73 Lakhs (~Rs 833.41 crore).
• Net debt: Rs 15,574.19 Lakhs; gearing 7.09%.
• Cash and cash equivalents: Standalone Rs 275.24 Lakhs; Consolidated Rs 258.08 Lakhs.
• CSR obligation for FY2025-26: Rs 27.74 Lakhs; no CSR spend reported yet.

Governance & leadership changes

• 32nd AGM planned for Sep 30, 2026 via VC/OAVM.
• New Independent Directors: Pratik Bharatbhai Panchal (from 07 Jul 2026).
• New Independent Director: Smitaben Suthar (from 17 Jul 2026).
• Rutvik Beladiya to be appointed Joint Managing Director from Sep 30, 2026.
• Board met 9 times during FY2025-26; several director resignations and new appointments.
• Statutory auditors: KPSJ & Associates LLP reappointed for 2026-31.
• Secretarial Auditor: M/s Jigar Trivedi & Co appointed; compliance reports issued.

Subsidiaries & related parties

• Subsidiary: Filatex Mines and Minerals Private Limited; holding 98.13%.
• Related party transactions largely arm's length; MD remuneration Rs 60.00 Lakhs.
• Remuneration to Yash Sethia (CFO) Rs 6.00 Lakhs; Divisions and directors’ fees as per policy.
• Loan to subsidiary Filatex Mines & Minerals: Rs 41.25 Lakhs; outstanding Rs 76.12 Lakhs.

CSR and ESG

• CSR committee formed; one meeting held in FY2025-26.
• CSR obligation Rs 27.74 Lakhs; no CSR spend reported during the year.
• CSR policy available on company website; monitoring and reporting ongoing.

Audit, risk & controls

• Auditor’s emphasis: retirement benefits not provisioned; long-outstanding trade receivables.
• Internal financial controls described as adequate and operating effectively.
• Note on credit risk and impairment under Ind AS 109; management judgement applied.

Outlook and key risks

• Company explores diversification; focus on service-based ventures via investments in subsidiaries.
• Tax disputes and contingent liabilities require ongoing monitoring; no material litigation disclosed to date.
• Management asserts robust risk management and operational controls.

Directors' Report and AGM

• Directors' Report for FY ended 31 March 2026 approved.
• 32nd AGM date fixed for 30 September 2026; draft notice approved.
• Appointed M/s PNK & Co as Scrutinizer for the ensuing AGM.

Compliance and fines

• Fines imposed by BSE/NSE for non-compliance noted; data pending from RTA.
• Management advised timely data provision to ensure future compliance.

Secretarial auditor appointment

• Appointed M/s Jigar Trivedi & Co as Secretarial Auditor for FY 2026-27 to 2030-31.
• Audit appointment subject to shareholders' approval at ensuing AGM.

WOS and management changes

• Approved incorporation of Wholly Owned Subsidiary in Seychelles.
• Republic of Seychelles identified as WOS jurisdiction.
• Change in designation of Rutvikbhai Mukeshbhai Beladiya to Joint Managing Director from Sept 30, 2026 for five years.
• Subject to shareholders' approval at ensuing AGM.