Osiajee Texfab Ltd

AGM Details

• AGM held on 29 September 2026 at 4:00 PM via video conference/OAVM.
• Record date for voting: 22 September 2026.
• Total shareholders on record: 3,127; 41 attended via video.
• Ten resolutions were put to vote and passed.

Key Resolutions

• Resolution 1 (Ord): Adopt standalone financial statements for year ended 31 Mar 2026.
• Resolution 2 (Ord): Adopt consolidated financial statements for year ended 31 Mar 2026.
• Resolution 3 (Ord): Re-appoint Mehul Jagdish Modi as director.
• Resolution 4 (Ord): Appoint JPM & ASSOCIATES LLP as Secretarial Auditor.
• Resolution 5 (Special): Re-appoint Reema Saroya as Managing Director.
• Resolution 6 (Special): Change Megha Jain to Whole-Time Director.
• Resolution 7 (Ord): Subdivide equity shares from ₹10 to ₹1.
• Resolution 8 (Special): Appoint Dolly Seth as Non-Executive Independent Director.
• Resolution 9 (Special): Appoint Gurmeet Kaur as Non-Executive Independent Director.
• Resolution 10 (Special): Appoint Karan Kumar as Non-Executive Independent Director.

Voting Results

• Resolution 1: Passed; 1,414,314 votes in favour (100%).
• Resolution 2: Passed; 1,414,314 votes in favour (100%).
• Resolution 3: Passed; 1,414,314 votes in favour (100%).
• Resolution 4: Passed; 1,414,314 votes in favour (100%).
• Resolution 5: Passed; 1,414,314 votes in favour (100%).
• Resolution 6: Passed; 1,414,314 votes in favour (100%).
• Resolution 7: Passed; 1,414,314 votes in favour (100%).
• Resolution 8: Passed; 1,414,314 votes in favour (100%).
• Resolution 9: Passed; 1,414,314 votes in favour (100%).
• Resolution 10: Passed; 1,414,314 votes in favour (100%).

Dividend

• No dividend proposed or declared.

Directors / Management Changes

• Reema Saroya re-appointed as Managing Director for five years (08 Jun 2026–07 Jun 2031).
• Megha Jain promoted from Non-Executive to Whole-Time Director.
• Mehul Jagdish Modi re-appointed as Director (retiring by rotation).
• Dolly Seth, Gurmeet Kaur, and Karan Kumar appointed as Independent Directors.

Auditors

• Secretarial Auditor appointed: M/S JPM & ASSOCIATES LLP.

Capital Changes

• Share capital subdivided from ₹10 to ₹1 per share.

AGM Details

• Date/time: 29 Sep 2026 at 04:00 PM IST; mode: VC/OAVM.
• Remote e-voting: 25–28 Sep 2026; voting allowed during the meeting.
• Chair: Reema Saroya; 41 members attended; quorum met.

Resolutions Put to Vote

• Ordinary: Adopt standalone financial statements for FY ended 31 Mar 2026.
• Ordinary: Adopt consolidated financial statements for FY ended 31 Mar 2026.
• Ordinary: Re-appoint director by rotation (Mehul Jagdish Modi).
• Special: Appoint JPM & Associates LLP as Secretarial Auditor for 2026–27 to 2030–31.
• Special: Re-appoint Reema Saroya as Managing Director for five years (2026–2031).
• Special: Change designation of Megha Jain from NED to Whole-Time Director (2026–2031).
• Ordinary: Sub-divide Rs 10 shares into ten Rs 1 shares; MOA change.
• Special: Appoint Dolly Seth as Non-Executive Independent Director (2026–2031).
• Special: Appoint Gurmeet Kaur as Non-Executive Independent Director (2026–2031).
• Special: Appoint Karan Kumar as Non-Executive Independent Director (2026–2031).

Voting Status

• Combined voting results to be declared within two working days; to be uploaded on company site and CDSL.

Osiajee Texfab Limited: Trading window closed from 01 October 2026 until 2nd trading day after unaudited Q3 2026 results (quarter ended 30 September 2026)

New Independent Directors & Scrutinizer

• Dolly Seth appointed Independent Director (Non-Executive) effective 24 Aug 2026 for five years.
• Gurmeet Kaur appointed Independent Director (Non-Executive) effective 24 Aug 2026 for five years.
• Karan Kumar appointed Independent Director (Non-Executive) effective 24 Aug 2026 for five years.
• M/s JPM & Associates LLP appointed Scr scrutinizer for AGM e-voting.

Resignations of Independent Directors

• Sunita Devi resigns as Non-Executive Independent Director; effective 24 Aug 2026; confirms no other material reasons.
• Ankur Verma resigns as Non-Executive Independent Director; effective 24 Aug 2026; confirms no other material reasons.
• Akash Rai resigns as Non-Executive Independent Director; effective 24 Aug 2026; confirms no other material reasons.

Committee Reconstitution

• Audit Committee reconstituted: Gurmeet Kaur (Chair, Non-Executive Independent), Reema Saroya (Executive Director), Karan Kumar (Member).
• Nomination and Remuneration Committee reconstituted: Gurmeet Kaur (Chair); Vibha Jain; Dolly Seth.
• Stakeholders Relationship Committee reconstituted: Vibha Jain (Chair); Gurmeet Kaur; Reema Saroya.

Financial results

• Board approved standalone and consolidated unaudited results for quarter ended 30 June 2026, with Limited Review.

Fund-raising status

• No funds raised via public/rights/preferential issue in the quarter; Regulation 32 not applicable.

Share split approval

• Subdivision of ₹10 equity share into ten ₹1 shares approved; date pending record date.

MOA alteration & approvals

• EGM/AGM to pass ordinary resolutions for capital clause alteration; XBRL filing planned.

Annexure A – split details

• Annexure A details split ratio, rationale; completion in ~5 months from shareholder approval.

Capital structure post-split

• Post-split paid-up capital becomes 5.40 crore shares of ₹1; authorized capital 10.5 crore.

Operational and consolidation notes

• Company operates in a single segment; results balancing figures; consolidated includes Osiajee Agro Farms Limited.

Governance & regulatory filings

• Results reviewed by Audit Committee; will be submitted to stock exchanges per SEBI LODR.

Meeting Details

• Board meeting scheduled for 13 August 2026; time and venue not disclosed.

Key Agenda Items

• Approve unaudited standalone and consolidated results for the quarter ended 30 June 2026.
• Consider subdivision of each equity share from ₹10 to ₹1.
• Any other matter with chair's permission and majority director approval.

Other Notes

• Trading window closed from 01 July 2026 until 15 August 2026.

Transaction details

• Target: Osiajee Texfab Limited.
• Disclosing Party: Lokesh Goyal, Director; not in promoter group.
• Transaction Type: Sale of equity shares via open market.
• Pre-Transaction Holding: 222,891 shares (4.12%).
• Post-Transaction Holding: 89,980 shares (1.67%).
• Shares Sold: 132,911 shares (2.45%).
• Mode: Open market.
• Date(s) of Transaction: 18 Aug 2025 to 8 Feb 2026.
• Capital context: ₹54,000,000 pre-, post-, and diluted.