Harish Textile Engineers Ltd

Dematerialisation processing and record update

• Securities received for dematerialisation up to quarter end were confirmed to depositories and listed on stock exchange.
• Certificates for dematerialisation were mutilated and cancelled after verification; depository name substituted as registered owner within 15 days.

Non-cash preferential issue update

• Preferential issue now entirely non-cash, removing cash-only allottees.
• Issuance size: 10,60,800 equity shares of ₹10 each at ₹64.
• Total consideration remains ₹6.79 crore; no cash proceeds.
• Utilisation restricted to discharge of liabilities; no working capital funds.
• Expected impact: reduce short-term borrowings by ₹3,54,94,400 and sundry creditors by ₹3,23,96,800.
• Subject to regulatory approvals; read with EGM notice.
• No cash inflow on completion; liabilities adjusted against equity.

AGM Details

• AGM held on 30 September 2026 at 11:00 IST via VC/OAVM.
• Mode: VC/OAVM; deemed venue at registered office.
• Record date: 23 September 2026; total shareholders on record: 9,816.
• No proxy facility due to VC/OAVM; meeting conducted at deemed venue.

Key Resolutions

• Adoption of audited standalone financial statements and reports (ordinary).
• Appointment of Sunil Narayan Bhirud as director, liable to retire by rotation.
• Ratification of remuneration payable to cost auditor for FY2026-27.
• Approval of material related party transactions for FY2026-27.
• Appointment of Khushal Bherulal Bajaj as secretarial auditor for five years (FY2026-27 to FY2030-31).
• Approval for revision in remuneration of the CFO.
• Approval of material related party transactions with the proposed subsidiary.

Voting Results

• Outcome not disclosed in excerpt.

Director Changes

• Sunil Narayan Bhirud appointed as director, to retire by rotation.

Auditor Appointments

• Cost auditor remuneration ratified for FY2026-27.
• Secretarial auditor appointed for five years (FY2026-27 to FY2030-31).

Material Related Party Transactions

• Material related party transactions approved for FY2026-27.
• Material related party transactions with proposed subsidiary approved.

Other Approvals

• Remuneration revision for CFO approved (special resolution).

Regulatory payment update

• Payment of Rs 21,981 made on 24 Sep 2026 per Order-in-Original; matter complied and closed.

Harish Textile Engineers Ltd – Closure of Trading Window

AGM notice and related links

• 16th AGM scheduled for 30 September 2026 at 11:00 IST via VC/OAVM.
• Notice and Annual Report for FY 2025-2026 accessible on the company website.
• Web-links provided: website, AGM notice page, and annual report page.
• Shareholders to update KYC with DP or Bigshare RTA to receive communications.

Financial snapshot

• Revenue from operations: 13849.17 Lakhs; up 5% YoY for FY2025-26.
• EBITDA (consolidated): Rs 13.48 Crores.
• PBT: 738.02 Lakhs; PAT: 553.80 Lakhs.
• Earnings per share: Rs 16.64 (basic/diluted).
• Net cash from operations: 738.58 Lakhs.
• Debt-to-equity: 2.09x; Adjusted net debt to equity: 2.03x.
• Current ratio: 0.74x; liquidity concerns noted.
• Major customers accounted for 10.55% and 20.34% of revenue.
• Segment revenues: TE 1,842.01; Non-Woven 9,184.53; PSF 4,078.09 Lakhs.
• Segmental profits: TE -500.84; Non-Woven 910.94; PSF 383.79 Lakhs.
• Auditors issue: qualified going concern due to debenture default.
• NCDs outstanding: Old Series III (64.72 L), Series IV (146.79 L) principal; interest 12.58 L; paid 9.28 L in Apr 2026.
• No dividend for FY2025-26.

Segment performance

• Textile Engineering revenue: 1,842.01 Lakhs; segment loss: 500.84 Lakhs.
• Non-Woven revenue: 9,184.53 Lakhs; segment profit: 910.94 Lakhs.
• PSF revenue: 4,078.09 Lakhs; segment profit: 383.79 Lakhs.
• Inter-segment revenue: (1,255.46) Lakhs.
• Segment assets: TE 2,172.41; Non-Woven 4,433.84; PSF 1,777.98; Unallocable 1,061.91.
• Segment liabilities: TE 4,300.78; Non-Woven 2,280.64; PSF 1,016.64; Unallocable 404.21.

Capital structure & liquidity

• Total assets: 8,043.32 Lakhs; equity: 1,443.88; reserves: 1,110.28.
• Borrowings total: 3,024.79; current 2,989.19; non-current 35.60 Lakhs.
• Cash and cash equivalents: 89.70 Lakhs.
• Negative net working capital of 1649.25 Lakhs; liquidity tight.
• Auditors flag going concern; resolution with lenders/debenture holders ongoing.
• CFO 738.58 Lakhs; CFI -126.88; CFF -534.75; net cash increase 76.95 Lakhs.

Governance & management

• Board: 4 directors; 2 Executive, 2 Independent; 1 woman on board.
• Key changes: Sunil Bhirud appointed ED Mar 27, 2025; Sapariya resigned Nov 14, 2025.
• Ritesh Patel resigned Jun 10, 2025; Ashwini Gupta appointed Jun 10, 2025.
• Audit Committee chaired by Bhavna Brahmbhatt; 23 meetings held in year.
• Nomination & Remuneration Committee met 6 times; six members listed.
• Secretarial Auditor: Khushal Bajaj; term 2026-2031; remuneration to be determined by Board.

Related party transactions

• RPT limit for FY2026-27: up to Rs 25 Crore; arm's-length, in ordinary course.
• Key related parties: Harish Enterprise, Everys Healthcare, MD/ED remuneration, relatives.
• Entered into: rent, interest, remuneration, professional fees, loan repayments, etc.
• Omnibus approval up to Rs 1 Crore per transaction for unforeseen items.
• Proposed subsidiary to be formed; related-party transactions with the subsidiary up to Rs 25 Crore.

Audit & compliance flags

• Secretarial audit flagged delays in filing FY2025 results and related-party disclosures.
• Management responses noted; improvements pledged in internal processes.
• Audit report contains qualification on debenture default and going concern; management steps ongoing.
• Internal controls deemed adequate; regular internal audit reviews continue.

Outlook & risks

• FY2026-27 outlook positive; Non-Woven capacity expansion planned.
• PSF expansion and better product mix supporting margins; Textile Engineering still weak.
• Risks: liquidity crunch, raw material costs, currency and interest-rate volatility.
• Government and ESG policies favourable; potential for growth in technical textiles and MMF markets.

Capital market actions

• Rights issue proposed earlier; withdrawn June 25, 2025.
• Preferential issue proposed; in-principle BSE approval sought; no allotments yet.
• Rights Issue Committee formed and later dissolved after decision not to pursue.

Meeting Details

• Date, time, venue: 04 September 2026, at registered office, 2nd Floor, 19 Parsi Panchayat Road, Andheri East, Mumbai.

Key Agenda Items

• Approve the date, time, and venue of the 16th AGM.
• Approve the AGM notice and explanatory statements for FY 2025-2026.
• Approve the closure dates of the Register of Members and Share Transfer Books.
• Fix the cut-off date to determine voting entitlement.
• Ratify remuneration payable to the Cost Accountant for FY 2026-2027.
• Consider and approve Material Related Party Transaction for FY 2026-2027.
• Consider and approve the increase in Chief Financial Officer remuneration.

Other Notes

• No additional material notes provided.