Nivaka Fashions Ltd

AGM Details

• Date, time, mode: 28 September 2026 at 11:00 AM via VC/OAVM.
• Voting entitlements cut-off: 18 September 2026.
• Remote e-voting window: 25–27 September 2026; AGM e-voting on 28 September 2026.

Resolutions and outcomes

• Resolution 1 (Ordinary): Adopt audited standalone financial statements for year ended 31 March 2026; passed.
• Resolution 2 (Ordinary): Appoint Maark & Associates as statutory auditors; remuneration fixed.
• Resolution 3 (Ordinary): Re-appoint Priyesh Shantilal Jain as director liable to retire by rotation.
• Resolution 4 (Ordinary): Appoint Neha Anup Poddar as Secretarial Auditor.
• Resolution 5 (Special): Omnibus approval to related party transactions for FY 2026-27.
• Resolution 6 (Special): Appointment of Meenakshi Saini as Independent Director.
• Resolution 7 (Ordinary): Re-appoint Bhavin Shantilal Jain as Chairman and Managing Director.

Governance changes (Directors/Auditors)

• Statutory Auditor: Maark & Associates appointed.
• Secretarial Auditor: Neha Anup Poddar appointed.
• Independent Director: Meenakshi Saini appointed.
• Director: Priyesh Shantilal Jain re-appointed (retiring by rotation).
• Chairman and MD: Bhavin Shantilal Jain re-appointed.

Cessation events

• Dinesh Jamnadas Shah, Independent Director; ceased 29 September 2026 after completing second consecutive term.
• Cessation of Statutory Auditor M/s ADV & Associates on 28 September 2026.

AGM Details

• Date and time: 28 September 2026 at 11:00 AM.
• Mode: Video Conferencing or Other Audio-Visual Means (OAVM).
• Quorum confirmed; 51 members attended.
• Remote e-voting period: 25 Sep 2026 9:00 AM to 27 Sep 2026 5:00 PM.

Resolutions Put to Vote

• Ordinary: Adoption of Audited Standalone Financial Statements.
• Ordinary: Appointment of Maark & Associates as Statutory Auditors; remuneration to be fixed.
• Ordinary: Re-appointment of Mr. Priyesh Shantilal Jain as Director liable to retire by rotation.
• Special: Appointment of Ms. Neha Anup Poddar as Secretarial Auditor.
• Special: Omnibus Approval to Related Party Transactions for FY 2026-27.
• Special: Appointment of Ms. Meenakshi Saini as Independent Director.
• Special: Re-appointment of Mr. Bhavin Shantilal Jain as Chairman and Managing Director.

Voting Status

• Voting results will be disseminated to exchanges and uploaded publicly.
• Meeting concluded at 11:09 AM.

Nivaka Fashions Ltd — Closure of Trading Window from 1 October 2026; opens 48 hours after declaration of unaudited financial results for the quarter and half year ended September 30, 2026

Book closure details

• Register of Members and Share Transfer books closed 21–28 Sep 2026 for 43rd AGM.

Financial snapshot

• FY2026 revenue from operations: ₹1.65 lakh.
• Total income for FY2026: ₹18.32 lakh.
• Profit after tax for FY2026: ₹-520.89 lakh.
• Basic EPS: ₹-0.51.
• No dividend declared for the year.

Operations and performance

• Total revenue fell to ₹18.32 lakh in 2026 from ₹183.85 lakh in 2025.
• Net loss widened to ₹520.89 lakh in 2026 from ₹50.37 lakh in 2025.
• Trading of textiles remains the main segment.

Capital structure & liquidity

• Share capital stands at ₹10.269 crore; unchanged year.
• Net cash from operating activities: ₹10.40 lakh in 2026.
• Balance sheet shows increased borrowings and liabilities.

Dividends & capital allocation

• Dividend for FY2026 not recommended.
• No equity funding or stock options issued in 2025-26.

Governance changes

• Ms. Meenakshi Saini appointed Independent Director for five years from 28 Sep 2026.
• Bhavin Shantilal Jain re-appointed as MD for three years from 30 Sep 2026; remuneration up to ₹84 lakh per annum.
• Maark & Associates to be Statutory Auditors for five years; fee up to ₹50,000 per quarter.
• Ms. Neha Anup Poddar appointed as Secretarial Auditor for five years; ₹50,000 per quarter.
• Omnibus approval granted for Related Party Transactions for FY2026-27 up to ₹99 lakh per transaction.

Auditors & internal controls

• Independent Auditor ADV & Associates issued unmodified report.
• Proposed statutory auditor Maark & Associates for five years.
• Secretarial Auditor Neha Anup Poddar appointed.
• Internal controls are adequate and operating effectively.

Risks and outlook

• Management cites competition, tariff shifts, and inflation as key risks.
• Outlook is cautious; revival depends on liability resolution and strategic direction.
• Regulatory changes, supply chain, and currency fluctuations pose risks.

Statutory Auditor Appointment

• Maark & Associates appointed Statutory Auditor; 28 September 2026; 5-year term.
• Subject to member approval.
• Reason: to comply with Companies Act 2013 and SEBI LODR Amendment Regulations 2015.
• FRN: 145153W.
• Profile: Maark & Associates specializes in statutory audits, corporate taxation, and financial advisory services.
• Current auditor term ends at ensuing AGM.

Secretarial Auditor Change

• Neha Anup Poddar appointed Secretarial Auditor; 3 September 2026; until ensuing AGM; 5-year term thereafter.
• Reason: to fill casual vacancy due to resignation of prior Secretarial Auditor.
• Profile: Neha Anup Poddar runs a proprietary governance firm; expertise in governance and regulatory compliance.
• Term: until ensuing AGM; further proposed for 5 consecutive years.
• Membership No/COP: 28326/26322.
• Brief: focuses on governance, securities laws, regulatory compliance.

Resignation of Secretarial Auditor

• Resignation: Jaymin Modi & Co as Secretarial Auditors; 3 September 2026.
• Reason: pre-occupancy.
• Firm: Jaymin Modi & Co; COP 16948; Mem 44248.

AGM Scrutinizer Appointment

• Neha Anup Poddar appointed Scrutinizer for AGM; 3 September 2026.

Quarterly results (quarter ended 30/06/2026)

• Total revenue: 1.25
• Other operating income: 1.25
• Total expenses: 16.41
• Profit before tax: -15.16
• Profit after tax: -15.05
• Basic EPS: -0.01
• Diluted EPS: -0.01

Annual results (year ended 31/03/2026)

• Revenue From Operation: 1.04
• Total Revenue: 18.32
• Other Operating Income: 16.68
• Total expenses: 541.18
• Profit before tax: -522.85
• Deferred tax: -1.96
• Profit after tax: -520.89
• Basic EPS: -0.51
• Diluted EPS: -0.51