PBM Polytex Ltd

AGM Details

• AGM conducted via VC/OAVM.
• Voting entitlement cut-off date noted.
• E-voting window described; voting during AGM allowed.
• Meeting venue deemed at the registered office.
• Scrutinizer appointed; e-voting handled by external agency.

Key Resolutions

• Resolution 1: Adoption of standalone and consolidated financial statements; passed.
• Resolution 2: Director re-appointment by rotation; passed.
• Resolution 3: Ratify remuneration to Cost Auditor for 2026-27; passed.
• Resolution 4: Re-appoint Managing Director (Special); passed.
• Resolution 5: Re-appoint another Managing Director (Special); passed.
• Resolution 6: Approve revision in total remuneration for CEO; passed.
• Resolution 7: Re-appoint Independent Director for second term; passed.
• Resolution 8: Approve wind mill asset disposal/renewal; passed.
• Resolution 9: Approve charitable donations; passed.

Voting Outcomes

• All resolutions passed with requisite majority.
• Total votes polled indicated broad shareholder support.
• No significant opposition observed for any resolution.

Directors & Auditors

• Managing Directors re-appointments approved.
• Independent Director re-appointed for second term.
• Cost Auditor remuneration for the year ratified.
• No material related party transactions disclosed.

AGM Details

• AGM held on 28 September 2026 at 11:00 AM through VC/OAVM.
• Remote e-voting from 25 to 27 September 2026; cutoff date 21 September 2026.
• 32 members attended; quorum achieved.
• No voting by show of hands; voting conducted electronically.

Key Resolutions

• Adopt standalone and consolidated financial statements for year ended March 31, 2026.
• Re-appoint Mohan Kumar Patodia as director on rotation.
• Ratify remuneration payable to Cost Auditor for FY 2026-27.
• Re-appoint Gopal Patodia as Managing Director.
• Re-appoint Mohan Kumar Patodia as Managing Director.
• Approve revised total remuneration for Amit Patodia, Senior President & CEO.
• Re-appoint Amishal Modi as Independent Director for second term.
• Approve renewal or disposal of wind mill undertakings (leases and PPAs or sale).
• Donate to charitable funds.

Director Changes

• Mohan Kumar Patodia re-appointed as Director (retiring by rotation).
• Gopal Patodia re-appointed as Managing Director.
• Mohan Kumar Patodia re-appointed as Managing Director.
• Amishal Modi re-appointed as Independent Director for second five-year term.

Voting Status

• Voting results will be submitted separately.

PBM Polytex Ltd. Trading Window closed from 01 Oct 2026 till 48 hours after the conclusion of the Board Meeting to consider Q3 2026 results (quarter ended 30 Sep 2026)

AGM notice and annual report access

• Notice issued for the 107th AGM on 28 September 2026 at 11:00 IST via VC/OAVM.
• Annual Report 2025-26 details available at www.pbmpolytex.com.
• Exact path: https://pbmpolytex.com/InvestorDisc.Reg46LODR/Notice/2026-2027/107th Annual Report for FY 2025-26.
• Cut-off date for shareholders without registered email is 21 August 2026.
• Reminder to update KYC details per SEBI Master Circular 2024/37.
• Dematerialisation of physical securities; electronic payments mandated for folios lacking key details.
• Contact details for investor relations and RTA provided for queries.

Financial highlights

• Revenue from operations: ₹16,651.92 lakh in FY25-26.
• Total income: ₹17,515.73 lakh; EBITDA ₹214.38 lakh; PBT ₹-194.18 lakh.
• PAT stood at ₹-148.75 lakh; Basic EPS ₹-2.16.
• No dividend declared for FY25-26.
• Net profit margin: -0.91%; ROE: -1.28%.
• Consolidated revenue matches standalone at ₹16,651.92 lakh.
• Exports to over 56 destinations globally.

Business mix & geography

• Single cotton yarn segment; India revenue ₹11,506.93 lakh; export revenue ₹4,880.32 lakh.
• Exports account for 30-45% of production to 56 destinations.
• Wind energy: four windmills; 1,600 KWA capacity.
• Open-End modernization: ~₹160.17 crore; completed mid-2026; uplift ₹56/kg.
• Phase II solar plant: ₹54 lakh; savings ₹1.82 crore.
• Sale of Saoner land realized ₹6.22 crore; gains offset by depreciation losses.
• Petlad unit fire on 17 Aug 2025; insured; ₹73.99 lakh received.
• Inter-corporate loan to Eurotex recovered ₹3 crore.

Strategic actions & capital projects

• MD reappointment: Gopal Patodia and Mohan Kumar Patodia for three years from 1 April 2027.
• Amishal Modi reappointed Independent Director for five years from 12 August 2027.
• Remuneration revisions approved: Amit Patodia to ₹72 lakh p.a.; Gopal Patodia ₹3.90 lakh/month; Mohan ₹2.10 lakh/month.
• Special resolutions include windmill asset decisions and strategic disposals.
• Open-End modernization aligns with cost-reduction and productivity initiatives.

Governance & board changes

• Hari Prasad Siotia, Director, passed away on 7 June 2026.
• Board met four times in FY2025-26; governance processes confirmed by Secretarial Audit.
• Independent Directors meet periodically to assess governance and board performance.

Debt, liquidity & cash flows

• Borrowings (current) ₹88.14 lakh; cash & cash equivalents ₹883.19 lakh.
• Current ratio 5.12x; net debt not disclosed; gearing not meaningful.
• Cash flows: operating ₹423.14 lakh; investing ₹175.12 lakh; financing ₹7.44 lakh.

Related party transactions & governance

• Related party transactions are at arm's length; disclosures in Notes to Accounts.
• Major related-party items: Eurotex purchases ₹12.15 crore; PPE ₹58.80 crore.
• Rent paid to Sambhu Investments, Patodia Syntex, and others; rents received from Shashank, Veepee, Chandramauli, Suragini.
• Policy on related-party transactions hosted on company site.

Risks & outlook

• Cotton price volatility and MSP increases; import duties affecting input costs.
• Export demand pressure from US tariffs; global trade barriers persist.
• Manpower shortages and absenteeism limit capacity utilization; modernization aims to offset.

Audit & compliance

• Secretarial Audit by J. J. Gandhi & Co.; compliance certificates issued.
• Internal controls and risk management in place; regular internal audits at both units.

Notes on substantial events

• Open-End modernization project and solar initiatives reflect strategic capex.
• Sale of Saoner land and recovery of intercompany loan improved liquidity metrics.
• Dividend policy remains unchanged; no dividend declared for the year.

AGM Details

• 107th AGM scheduled for 28 September 2026 at 11:00 AM via VC/OAVM.
• Remote e-voting available 25–27 September 2026; cut-off date 21 September 2026.

Financial Statements

• Standalone and Consolidated financial statements for year ended 31 March 2026 to be adopted.

Cost Auditor Remuneration

• Remuneration of Cost Auditor M/s K. C. Moondra & Associates: Rs 60,000 plus GST.

MD Re-appointments

• Re-appoint Gopal Patodia as Managing Director for 3 years from 1 April 2027.
• Re-appoint Mohan Kumar Patodia as Managing Director for 3 years from 1 April 2027.

Executive Remuneration

• Remuneration for Amit Patodia revised to Rs 72,00,000 per annum from 1 October 2026.

Independent Director

• Re-appoint Amishal Modi as Independent Director for five years from 12 Aug 2027 to 11 Aug 2032.

Wind Mills & Donations

• Special resolution to renew wind mill leases/PPAs or sale/slump-sale of wind mill undertakings.
• Donations to charitable funds up to Rs 18,00,000 per year; may exceed 5% of average profits.

Book closure and AGM details

• Purpose: Intimation of book closure and AGM dates for the 107th AGM.
• Book closure: 22 Sep 2026 to 28 Sep 2026, both days inclusive.
• AGM date: 28 Sep 2026 via Video Conferencing/OAVM.
• Cut-off for e-voting entitlement: 21 Sep 2026 (Monday).
• AGM is for the financial year ended 31 March 2026.