Monte Carlo Fashions Ltd

Change in IR agency

• Monte Carlo Fashions appoints EY as Investor Relations agency effective Oct 01, 2026.
• Appointment aims to strengthen investor engagement and communications.
• EY contacts: Kasturi Sharma and Nikita Atri; emails Kasturi.sharma@in.ey.com; Nikita.atri@in.ey.com.

AGM Details

• AGM held on 28 September 2026 at 11:00 IST via VC/OAVM.
• Record date 21 September 2026; 30,286 shareholders on record.
• Attendance: 56 attendees via VC (21 promoter group, 35 public).

Resolutions & Outcomes

• Resolution 1 (Ordinary): Adopt standalone financial statements; passed.
• Resolution 2 (Ordinary): Adopt consolidated financial statements; passed.
• Resolution 3 (Ordinary): Declare dividend on equity shares; passed.
• Resolution 4 (Ordinary): Re-appoint Sandeep Jain as Director; passed.
• Resolution 5 (Ordinary): Re-appoint Dinesh Gogna as Director; passed.
• Resolution 6 (Special): Re-appoint Jawahar Lal Oswal as CMD; passed.
• Resolution 7 (Special): Re-appoint Ruchika Oswal as Executive Director; passed.
• Resolution 8 (Special): Re-appoint Monica Oswal as Executive Director; passed.
• Resolution 9 (Special): Re-appoint Manikant Prasad Singh as Independent Director; passed.
• Resolution 10 (Special): Re-appoint Parvinder Singh Pruthi as Independent Director; passed.

Dividend

• Dividend declared on equity shares for the financial year; per-share amount not disclosed.

Director Changes

• Re-appoint Sandeep Jain as Director (rotation).
• Re-appoint Dinesh Gogna as Director.
• Re-appoint Jawahar Lal Oswal as Chairman & Managing Director.
• Re-appoint Ruchika Oswal as Executive Director.
• Re-appoint Monica Oswal as Executive Director.
• Re-appoint Manikant Prasad Singh as Independent Director.
• Re-appoint Parvinder Singh Pruthi as Independent Director.

Auditors

• No change in statutory/secretarial/cost auditors reported.

Material Related Party Transactions

• No material related party transactions disclosed.

Other Material Approvals

• No other material approvals disclosed.

Director and KMP re-appointments

• Re-appointed Jawahar Lal Oswal as Chairman and MD for term from 10 Aug 2026 to 09 Aug 2031.
• Profile: 83-year-old industrialist with 50+ years in textile and apparel.
• Relationships: Father-in-law to Sandeep Jain; father to Ruchika/Monica Oswal.
• Not debarred by SEBI or other authorities.
• Re-appointed Ruchika Oswal as Executive Director for term from 10 Aug 2026 to 09 Aug 2031.
• Profile: Whole-time Director with 25+ years in garment manufacturing and design.
• Relationship: Daughter of Jawahar Lal Oswal.
• Not debarred by SEBI.
• Re-appointed Monica Oswal as Executive Director for term from 10 Aug 2026 to 09 Aug 2031.
• Profile: Whole-time Director with 25+ years in retail, branding, and advertising.
• Re-appointed Manikant Prasad Singh as Independent Director for term 01 Feb 2027 to 31 Jan 2032.
• Profile: Retired IAS officer (1986 batch) with 30+ years in governance and public sector.
• Relationship: None.
• Re-appointed Parvinder Singh Pruthi as Non-Executive Independent Director for term 01 Feb 2027 to 31 Jan 2032.
• Profile: Former Indian Revenue Service officer with extensive indirect taxation experience.

AGM Details

• AGM held 28 September 2026 at 11:00 IST via VC/OAVM.
• Remote e-voting ran 25–27 September 2026; cut-off date 21 September 2026.

Key Resolutions

• Ordinary resolution to adopt standalone financial statements for FY2026.
• Ordinary resolution to adopt consolidated financial statements for FY2026.
• Ordinary resolution to declare dividend on equity shares for FY2026.
• Ordinary resolution to re-appoint Sh. Sandeep Jain.
• Ordinary resolution to re-appoint Sh. Dinesh Gogna.
• Special resolution to re-appoint Jawahar Lal Oswal as Chairman & MD.
• Special resolution to appoint Smt. Ruchika Oswal as Executive Director.
• Special resolution to appoint Smt. Monica Oswal as Executive Director.
• Special resolution to re-appoint Sh. Manikant Prasad Singh as Independent Director.
• Special resolution to re-appoint Sh. Parvinder Singh Pruthi as Independent Director.

Voting Results

• All resolutions passed with requisite majority.
• Consolidated e-voting results to be disseminated after Scrutinizer's report.

Directors & Appointments

• Sh. Sandeep Jain re-appointed as Director.
• Sh. Dinesh Gogna re-appointed as Director.
• Sh. Jawahar Lal Oswal re-appointed as Chairman & MD.
• Smt. Ruchika Oswal appointed as Executive Director.
• Smt. Monica Oswal appointed as Executive Director.
• Sh. Manikant Prasad Singh re-appointed as Independent Director.
• Sh. Parvinder Singh Pruthi re-appointed as Independent Director.

Auditors

• Statutory auditors Deloitte Haskins & Sells continued.
• Secretarial auditors P.S. Dua & Associates continued.

Material Related Party Transactions

• No material related party transactions approved.

Monte Carlo Fashions Ltd – Trading Window shall remain closed from Oct 1, 2026 till end of 48 hours after the declaration of Un-audited Financial Results by the Company for the Quarter and Half Year ending September 30, 2026

AGM notice and shareholder communications

• AGM scheduled Sept 28, 2026 at 11:00 AM IST via VC/OAVM.
• Record date for final dividend: Sept 21, 2026.
• E-voting window: Sept 25, 2026 09:00 to Sept 27, 2026 17:00 IST.
• AR/AGM notice accessible online; web-link/QR code provided; physical copies on request.
• KYC/PAN updation required for electronic dividends for physical folios.

Governance & ESG oversight

• Board oversees ESG issues; no separate sustainability committee.
• Executive Director Sandeep Jain chairs ESG oversight.

Policy framework & standards

• NGRBC principles adopted; ISO 9001:2015, ISO 14001:2015, ISO 45001:2018 integrated.
• Policies translated into procedures; board-approved.

CSR & community initiatives

• CSR expenditure Rs 238 Lakhs; Health Care via Oswal Foundation.
• CSR policy aligned with Section 135; activities in Punjab.

Workforce & diversity

• Permanent employees 1119; workers 1241; health coverage via ESI.
• Board 12 directors; 25% female; KMP 7; 28.57% female.

Environment & energy metrics

• Total energy use: 5.07 million kWh; renewable: 0.685 million; non-renewable: 4.39 million.
• Groundwater withdrawals: 51,723 kl; water intensity 0.41.

AGM Details

• 18th AGM on Sept 28, 2026 at 11:00 IST via VC/OAVM.
• Record date for dividend entitlement: Sept 21, 2026.
• Book closure for dividend payment: Sept 22–28, 2026.
• Dividend proposed by Board; payable if Members approve.
• Remote e-voting window: Sept 25–27, 2026; AGM voting Sept 28, 2026.
• CDSL engaged for VC/OAVM access, remote and on-AGM e-voting.

Financials

• Standalone revenue 1,27,591 L; EBITDA 26,342 L; PAT 11,173 L; EPS 53.89 (basic).
• Consolidated revenue 1,27,591 L; EBITDA 26,341 L; PAT 11,206 L; EPS 54.05 (basic).
• YoY: revenue up ~15.9%; PAT up ~40%.

Dividends & returns

• Dividend proposed: Rs 20 per share (200%); record date 21-Sep-2026; payable if approved.
• Final dividend for FY2025-26 pending; prior year Rs 4,146 Lakh paid.

Capital structure & liquidity

• Net debt Standalone: 33,318 L; gearing 27%.
• Net debt Consolidated: 32,634 L; gearing 26%.
• Cash and cash equivalents Standalone: 98 L; Consolidated: 159 L.

Operations & growth

• FY26 production 43,01,887 units; revenue up 15.94% to 1,27,591 L.
• In-house woollen production; cotton garments ~70% in-house.
• Plan: add 40-50 new stores annually; strengthen omni-channel.

Governance & audit

• Board: 12 Directors; 4 Execs; 6 Independent; 3 Women Directors.
• Statutory Auditor: Deloitte Haskins & Sells; Secretarial Auditor: P. S. Dua & Associates.
• CARO note flags title deeds not held in company name for some immovable properties; no Secretarial Audit qualifications.

CSR & sustainability

• CSR spend Rs 238 Lakhs; Oswal Foundation; 2% average net profit; CSR policy disclosed.

Outlook & risks

• Expansion in South/West; 40-50 new stores/year; omni-channel & quick-commerce; manufacturing modernization.
• Risks: commodity price volatility, currency risk, regulatory changes.