Gini Silk Mills Ltd

Gini Silk Mills Limited – Closure of trading window for Designated Persons and their Immediate Relatives from Oct 01, 2026 till the conclusion of 48 hours after the declaration of Un-audited Financial Results for the Quarter and Half Year ended September 30, 2026

AGM details

• AGM held on 29 Aug 2026, 12:04–12:16, via VC/OAVM.
• Record date 22 Aug 2026; total shareholders on record 1,898.
• Video attendees: promoters 4, public 14.

Resolutions & outcomes

• Ordinary: Adopt Audited Financial Statements; Passed with one against.
• Ordinary: Re-appoint director by rotation; Passed with one against.
• Ordinary: Approve Material Related Party Transactions; Passed with one against.
• Special: Appoint Independent Director; Passed.
• Special: Re-appoint Whole Time Director; Passed.

AGM Details

• Date, time, mode: Aug 29, 2026 at 12:04 PM IST; VC/OAVM.
• Quorum present; meeting held per MCA circulars.
• Remote e-voting conducted; AGM e-voting available at meeting.
• Scrutinizer appointed for fair voting.
• Results to be displayed on website and submitted to exchange.

Key Resolutions

• Ordinary: Adopt Audited Standalone Financial Statements.
• Ordinary: Re-appoint director by rotation.
• Special: Approve material related party transactions.
• Special: Appoint independent director.
• Special: Re-appoint Whole Time Director.

Voting Results

• All resolutions passed with requisite majority.

Dividend

• Dividend: No dividend proposed or approved.

Director Changes

• Director changes: Re-appointment by rotation.
• Whole Time Director re-appointed.

Auditor Appointments

• No changes to statutory or other auditors indicated.

Material Related Party Transactions

• Approval of material related party transactions; details not disclosed.

Other Material Approvals

• No other material approvals reported.

Key quarterly results

• Revenue from operations: Rs 904.77 lakh for quarter ended 30 Jun 2026.
• Total income: Rs 1,039.43 lakh for quarter ended 30 Jun 2026.
• Total expenses: Rs 962.97 lakh for quarter ended 30 Jun 2026.
• Profit from operations before exceptional items: Rs 76.46 lakh.
• Net profit after tax: Rs -0.71 lakh for quarter ended 30 Jun 2026.
• Basic/diluted EPS: Rs 1.38 for quarter ended 30 Jun 2026.
• Revenue YoY: ~-1% (904.77 vs 913.83 in Q1 FY2025).
• Total income YoY: +4% (Rs 1,039.43 vs Rs 998.60 lakh).
• Single textile segment; no separate segment disclosed.

Approval details

• Board approved unaudited standalone results for quarter ended 30 June 2026 with Limited Review Report.
• Audit Committee reviewed results and Board took record on 12 August 2026.
• Statement prepared under Ind AS; compliant with Regulation 33 of LODR.
• Period covered: quarter ended 30 June 2026; single textile segment.

Financial highlights

• Revenue from operations: Rs 904.77 lakhs.
• Total income: Rs 1,039.43 lakhs.
• Total expenses: Rs 962.97 lakhs.
• Profit from operations before exceptional items: Rs 76.46 lakhs.
• Net loss after tax for the quarter: Rs 0.71 lakhs.
• EPS (annualized) for the quarter: Rs 1.38.
• Previous period figures regrouped/reclassified.

Auditor's review remarks

• Independent Auditor's Review Report did not express an audit opinion.
• No material misstatement observed in the unaudited results.
• Report dated 12 August 2026 by Vatsaraj & Co.

Meeting Details

• Date: August 12, 2026
• Time: Not disclosed
• Location: Registered office, 413 Jogani Industrial Estate, Opp. Kasturba Hospital, J. R. Boricha Marg, Lower Parel East, Mumbai

Key Agenda Items

• To consider unaudited financial results for quarter ended June 30, 2026 with Limited Review Report.

Financial performance

• Revenue from operations: 3,904.33 Lakhs in FY2025-26, down from 4,002.65.
• PAT: 158.58 Lakhs; lower than prior year.
• Basic EPS: Rs 2.84 for FY2025-26.
• Total comprehensive income: 210.90 Lakhs for the year.
• Cash flow from operations: 187.54 Lakhs.

Margins and profitability

• Operating margin: 3.08%.
• Net profit margin: 4.06%.
• Interest coverage: 7.42x.
• Return on net worth: 9.02%.

Operations and revenue mix

• Fabric sales: 612.66 Lakhs.
• Processing income: 3,290.89 Lakhs.
• Other operating revenue: 0.78 Lakhs.
• Total revenue from contracts with customers: 3,903.55 Lakhs.

Capital structure and liquidity

• Share capital: 559.26 Lakhs; 55,92,600 shares issued.
• Total equity: 5,180.76 Lakhs; reserves: 4,621.50 Lakhs.
• Total assets: 6,379.57 Lakhs.
• Current borrowings: 325.95 Lakhs.
• Debt-to-equity: 0.06; Net debt-to-equity: 0.06.

Governance and related party transactions

• Material RPTs with Gini Tex Private Limited for FY2026-27; job work up to 1000 Lakhs.
• RPT terms include rent (10 Lakhs), grey/dyed purchases (400/200), dyed fabrics sales (200), promoter loan (400).
• Audit Committee approved RPTs on May 22, 2026; monitoring quarterly.
• Independent Director Hitesh Nandlal Poddar appointed May 30, 2026 for 5 years.

Board and management changes

• Ruchir Jalan ceased as Independent Director w.e.f. May 30, 2026.
• Hitesh Poddar appointed Independent Director w.e.f. May 30, 2026; term five years.
• Ms. Sneha Kumari appointed Company Secretary & Compliance Officer from Aug 25, 2025.
• Ms. Ashwini Somkuwar resigned as Company Secretary & Compliance Officer on June 30, 2025.
• Pranav Harlalka re-appointed Whole-Time Director for three years from Aug 10, 2026; remuneration Rs 2 Lakh/month.

Audit, controls and governance

• Statutory auditors: M/s Vatsaraj & Co; Secretarial auditors: Sandeep Dar & Co.
• Internal controls considered adequate and effective; independent director declarations obtained.
• Nomination and Remuneration Policy updated; on company website.

Outlook and risks

• Outlook: growth in textile space; focus on core segments and advanced materials.
• Risks: raw material volatility, energy costs, currency fluctuations, and competitive intensity.

Key Decisions

• Approved AGM notice for Aug 29, 2026 via VC/OAVM.
• Approved closure of Register of Members and Transfer Books from Aug 23 to Aug 29, 2026.
• Cut-off date for voting entitlements fixed at Aug 22, 2026.
• Approved Board’s Report for FY 2025-26.
• Re-appointed Pranav Deepak Harlalka as Whole-time Director for 3 years from Aug 10, 2026, subject to member approval.
• Brief profile: 37-year-old businessman; B.Com, BSc; promoter's son.