Oxford Industries Ltd

Scheme at a glance

• Reduction of share capital between the company and its shareholders under Section 66.
• Appointed Date: 1 April 2026.
• Post-reduction capital: Rs 5,93,600; 59,360 equity shares.
• Write-off of accumulated losses: Rs 11,71,37,611.
• Net worth after reduction: (Rs 1,18,82,408).
• Shareholding pattern remains unchanged; promoter/public split preserved.
• Requires board and special-resolution shareholder approval; NCLT sanction; ROC filing.
• Listing of new shares on BSE to be sought.
• Fractional shares settled by trust; sale within 90 days.
• No payout to creditors; no asset or liability transfer.
• Audit/Independent Directors committees recommend; scheme pending regulatory approvals.

AGM and annual report access

• 45th AGM scheduled for Sep 11, 2026 at 3:00 PM IST via VC/OAVM.
• Letters sent to members without registered emails, linking to Annual Report and AGM Notice.
• Annual Report 2025-26 and AGM Notice available on company website at https://oxfordfabrics.in/images/annual-report-25-26.pdf.
• Also available on BSE website for the Annual Report and AGM Notice.
• KYC updates and dematerialization of physical securities mandated per SEBI Circular 2024.
• Electronic payments to folios lacking updated PAN or contact details from April 1, 2024.
• Investors urged to update email IDs to access notices and documents online.

AGM Details

• 45th AGM on 11 September 2026 at 3:00 PM via VC/OAVM
• Book closure from 5 to 11 September 2026 (inclusive)
• Remote e-voting from 8 September 2026, 09:00 to 10 September 2026, 17:00
• EV voting cut-off date: 4 September 2026

Resolutions Put to Vote

• Ordinary: adoption of audited financial statements for year ended 31 March 2026
• Ordinary: appointment of Lipika & Associates as Statutory Auditors for five years
• Special: regularize Katta Devi as Director (Non-Executive Non-Independent)
• Special: adoption of MOA under Companies Act 2013
• Special: adoption of AOA under Companies Act 2013
• Special: enlargement of MOA main object to include healthcare activities
• Special: shift of registered office from Maharashtra to Odisha
• Special: reduction of capital by writing off losses (99% reduction)
• Special: implementation of capital reduction, including issue of new shares
• Open offer: promoter-acquirer for 26% stake at ₹5 per share

Auditor & Directors

• Previous statutory auditor resigned June 19, 2026; Lipika & Associates appointed for 5 years
• Secretarial auditor Suprabhat & Co. appointed for 3 years
• MD/Executive: Saroj Kumar Choudhury appointed MD/ED on 10 July 2025
• Independent directors: Iranee Tripathy, Aakansha Vaid, Nitin Arvind Oza appointed in 2025
• Director regularization: Katta Devi appointed 6 Mar 2026; later WTD resignation noted

Dividend

• Dividend for the year not proposed

Director & KMP Changes

• Resignations: Quaid Mohammed Hararwala (Aug 12, 2025); Misbah Huned Hararwala (Oct 18, 2025); Mazher Nuruddin Laila (Feb 12, 2026)
• Poonam Sharma appointed Company Secretary & Compliance Officer (Dec 26, 2025)
• Mazher Laila resigned as CFO (Feb 12, 2026); Saroj Choudhury appointed CFO (Jul 17, 2026)

Material Related Party Transactions

• Carbine Enterprises Pvt. Ltd.: borrowings (0.60 L) and repayments (120.60 L)
• Blossom Texfab LLP: finished fabric purchases ₹219.11 L (2025-26) / ₹263.71 L (2024-25)
• Zoho Enterprises LLP: acquisition of unlisted equity shares ₹32.94 L
• Ali Laila: rent payable ₹0.06 L
• MUFG Intime India Pvt Ltd: year-end balance disclosed

Other Material Approvals / Open Offer

• Open Offer: acquirer to purchase 26% stake at ₹5 per share; status noted
• Scheme subject to NCLT sanction and ROC filings; BSE intimation required
• Designation of stock exchange for scheme: BSE

Book closure details

• Book closure: Sep 05, 2026 to Sep 11, 2026 (inclusive).
• Purpose: for the 45th AGM of the company.
• Cut-off date: Sep 04, 2026 for voting eligibility/AGM attendance.
• Security: equity shares.

AGM Details

• 45th AGM on Friday, September 11, 2026 at 03:00 PM IST via VC/OAVM.
• Cut-off date for voting rights: Friday, September 04, 2026.
• Remote e-voting period: Sep 08, 2026 to Sep 10, 2026.
• E-voting through Central Depository Services Limited (CDSL).

Registered office relocation

• Typographical error corrected; board approved shifting registered office from Maharashtra to Odisha, subject to AGM and legal approvals.
• Board had approved at 17 July 2026 meeting; intimated to BSE per LODR.

Promoter change and ownership

• Promoter change: Mr. Saroj Kumar Choudhary becomes promoter with 46.46% stake.
• Existing Promoter Mazher N Laila and PACs cease to be promoter; reclassified as public.

Auditor changes

• M/s. PAMS & Associates resigned as Statutory Auditor, effective 19 June 2026.
• M/s. Lipika & Associates appointed as Statutory Auditor for 2026-2027 to 2030-2031, subject to AGM.

CFO appointment

• Mr. Saroj Kumar Choudhury appointed CFO with effect from 17 July 2026.

Registered office shift

• Registered office shifted from Maharashtra to Orissa, subject to AGM approval.

MOA/AOA amendments

• Adoption of Articles of Association, subject to AGM approval.
• Enlargement of MOA main object to hospitals, healthcare, cosmetics, pharma, subject to AGM.

Capital reduction

• Capital reduction up to 99% due to accumulated losses; shareholder approval required.
• Audit Committee approval obtained; registered valuer appointed for valuation report.

Other actions / AGM

• Ensuing AGM will consider these matters; no date announced.

Dematerialisation status and listing

• Dematerialisation requests during the period were processed and confirmed to the depositories.
• Securities dematerialised have been listed on the stock exchanges where earlier securities are listed.
• Physical certificates received for dematerialisation were mutilated and cancelled after verification; depository name substituted as registered owner.