Indo Cotspin Ltd

AGM Details

• AGM held on 10 August 2026 at 01:00 PM IST via Video Conferencing.
• Meeting ended at 01:25 PM; record date 31 July 2026.
• Remote e-voting conducted; all resolutions approved.
• No dividend declared.

Key Resolutions & Outcomes

• Resolution 1 (Ordinary): Adopt Audited Standalone Financial Statements; Passed.
• Resolution 2 (Ordinary): Re-appointment of Arpan Aggarwal (retiring by rotation); Passed.
• Resolution 3 (Ordinary): Appointment of M/s Manish Jain & Associates as Statutory Auditors; Passed.
• Resolution 4 (Ordinary): Re-appointment Bal Aggarwal Kishan as MD; Passed.
• Resolution 5 (Ordinary): Re-appointment of Sanil Aggarwal as Whole-time Director; Passed.
• Resolution 6 (Ordinary): Re-appointment of Arpan Aggarwal as Whole-time Director; Passed.
• Resolution 7 (Ordinary): Change in designation of Raj Pal Aggarwal to Non-Executive Director; Passed.
• Resolution 8 (Special): Ratification of managerial remuneration for FY2025-26; Passed.
• Resolution 9 (Ordinary): Increase in borrowing limits; Passed.
• Resolution 10 (Special): Authorise sale/transfer to related party of land/building/machinery; Passed.
• Resolution 11 (Ordinary): Revision in remuneration for FY2026-27; Passed.

Auditor Appointment

• Statutory auditors appointed: M/s Manish Jain & Associates.

Related Party Transactions

• Approval of related party sale/transfer of land and machinery to related party; value not disclosed.

Dividends & Remuneration

• Dividend: not proposed/declared.
• Remuneration: FY2025-26 remuneration ratified; FY2026-27 remuneration approved.

AGM details

• AGM held on 10 August 2026 at 01:00 PM IST via VC/OAVM.

Resolutions

• Adopt audited standalone financial statements for year ended March 31, 2026.
• Re-appointment of Arpan Aggarwal on rotation.
• Appoint M/s Manish Jain & Associates as statutory auditors.
• Re-appointment of Bal Aggarwal Kishan as Managing Director.
• Re-appointment of Sanil Aggarwal as Whole-time Director.
• Re-appointment of Arpan Aggarwal as Whole-time Director.
• Change in designation of Raj Pal Aggarwal to Non-Executive Director.
• Ratification of overall managerial remuneration paid during FY 2025-26.
• Increase in the borrowing limits of the company.
• Authorize sale to related party of land, building, plant and machinery.
• Approve remuneration revision for MD and other directors for FY 2026-27.

Auditors & directors

• Statutory Auditors appointed: M/s Manish Jain & Associates.
• Meeting conducted via VC/OAVM; 30 members attended.

Voting status

• Voting results to be submitted separately; not disclosed in this filing.

Financial results and LR

• Board approved unaudited quarterly results for quarter ended 30 June 2026 with Limited Review Report.
• LR states no audit opinion has been issued.

Book closure and voting

• Book closure from 03 August 2026 to 10 August 2026 (inclusive) for the 32nd AGM.
• Cut-off date for voting eligibility: 31 July 2026.
• Remote e-voting from 07 August 2026 09:00 to 09 August 2026 17:00.

Financial performance

• Total revenue: ₹24.6185 crore for FY2025-26.
• Net loss after tax: ₹0.871 crore.
• Basic EPS: ₹-0.01.
• Cash flow: operating ₹3.13 crore; investing ₹-3.96 crore; net cash down ₹2.20 crore.
• Dividend proposed: none for FY2025-26.
• Net worth: approximately ₹7.24 crore.
• Long-term borrowings: ₹0.68 crore; short-term borrowings: nil.
• Solar plant investment: ₹60 lakh.

Business model & operations

• Core business: single textiles segment focused on non-woven fabrics.
• Plant location: Panipat, Haryana.
• Product range: non-woven fabrics, carpets, felts, designer carpets, geo textiles.
• There were no material changes in the business during the year.

Capital structure & liquidity

• Paid-up share capital: ₹7.14 crore; authorised capital: ₹10 crore.
• Current assets: ₹52.66 crore; current liabilities: ₹34.61 crore.
• Borrowing limit: special resolution to borrow up to ₹50 crore.
• Related-party sale planned: land/building/plant to related parties for ₹11 crore.

Governance & controls

• Independent directors: Shubham Singla (Chairman), Shally Aggarwal (Member).
• Board meetings held: 6 in the year; Audit Committee met 4 times.
• Secretarial audit: no qualifications; internal controls deemed adequate.
• Women director on board: Shally Aggarwal.

Remuneration & related-party transactions

• Remuneration for directors in 2025-26: ₹48.0 lakh total (₹12 lakh each for four directors).
• Re-appointments: Bal Aggarwal Kishan (MD), Sanil Aggarwal (WTD), Arpan Aggarwal (WTD).
• Raj Pal Aggarwal to move from WTD to Non-Executive Director.
• Item 10: related-party sale of assets to Ankita Aggarwal et al. for ₹11 crore.

Outlook & risks

• Management expects turnover growth via marketing and new product launches.
• Profitability targeted through cost control and better resource utilization.
• Risks include geopolitical tensions, crude price volatility, and competitive pressure.

AGM & material approvals

• 32nd AGM to be held on 10 August 2026 via VC/OAVM.
• Agenda includes adoption of financial statements and several director appointments/re- appointments.
• Special resolutions include enhanced borrowing limit and related-party asset sale.

AGM Details

• Date and time: 10 August 2026, 01:00 PM IST.
• Mode: VC/OAVM (no physical attendance).
• Record date for voting: 31 July 2026.
• Register closure: 03–10 August 2026.

Key Resolutions

• Item 1: Adopt audited financial statements and reports.
• Item 2: Re-appoint director retiring by rotation.
• Item 3: Appoint statutory auditors for five years.
• Item 4: Re-appoint Managing Director for five years.
• Item 5: Re-appoint Whole-Time Director for five years.
• Item 6: Re-appoint Whole-Time Director for five years.
• Item 7: Change designation to Non-Executive Director.
• Item 8: Ratify total managerial remuneration for 2025-26.
• Item 9: Increase borrowing limits to ₹50 crore.
• Item 10: Approve sale of land/building/machinery to related party for ₹11 crore.
• Item 11: Approve remuneration revision for 2026-27.

Auditor Appointment

• Statutory auditors appointed for a five-year term.

Related-Party Transactions

• Related-party sale of land, building and machinery approved for ₹11 crore.

Borrowing & Capital

• Authority to borrow up to ₹50 crore as per resolution.

Remuneration Revisions

• Remuneration for managing and other directors proposed for 2026-27.

Sanil Aggarwal – WTD re-appointment

• Re-appointment of Sanil Aggarwal as Whole-time Director for 5 years from 01-09-2026 to 31-08-2031.

Arpan Aggarwal – WTD re-appointment

• Re-appointment of Arpan Aggarwal as Whole-time Director for 5 years from 21-09-2025 to 20-09-2030.

Raj Pal Aggarwal – designation change to NED

• Designation change of Raj Pal Aggarwal from Whole-time Director to Non-Executive Director effective 10-08-2026.

Bal Kishan Aggarwal – MD re-appointment

• Re-appointment of Bal Kishan Aggarwal as Managing Director for 5 years from 01-10-2026 to 30-09-2031.

Internal Auditor – R.S. Gahlyan & Associates

• Appointment of R.S. Gahlyan & Associates as Internal Auditor for FY 2026-2029.

Secretarial Auditor – Vikas Verma & Associates

• Appointment of Vikas Verma & Associates as Secretarial Auditor for FY 2026-2027.

Statutory Auditor – Manish Jain & Associates

• Appointment of Manish Jain & Associates as Statutory Auditor for five-year term.

Governance action – borrowing limits

• Increase borrowing limits to Rs 50 crore, subject to shareholders’ approval.

Governance action – related-party asset sale

• Authorize sale/transfer of land, building, plant and machinery to related party, subject to shareholders’ approval.

Scrutinizer appointment

• Appoint M/s Amit Saxena & Associates as Scrutinizer for remote e-voting.

AGM notice and Board’s Report

• Notice to members for the AGM to be sent via video conferencing.
• Board’s Report for the year ended 31 March 2026.