Sarla Performance Fibers Ltd

Key disclosures

• Target Company: Sarla Performance Fibers Ltd.
• Disclosing Party: Hindustan Cotton Company, via partner Mrs. Sarladevi Madhusudan Jhunjhunwala.
• Disclosure letter dated 17 September 2026.

Financial highlights

• Standalone revenue from operations: ₹10,404.04 lakh; YoY growth ~2.3%.
• Standalone total income: ₹13,188.25 lakh; YoY growth ~5.4%.
• Standalone profit after tax: ₹3,181.38 lakh.
• Consolidated net sales from operations: ₹11,326.43 lakh.
• Consolidated total income: ₹14,112.40 lakh.
• Consolidated profit after tax: ₹3,728.24 lakh.

Audit notes & going concern

• Auditors issued a qualified opinion on standalone and consolidated results.
• Going Concern: Sarlaflex Inc. has suspension since 2017 and negative net worth.
• Regulatory approvals for sale of Sarla Flex Inc. shares awaited; management pursuing via dealer.

Segment performance

• Standalone Yarn revenue: ₹10,181.91 lakh; Wind Power ₹248.15 lakh; net ₹10,404.04 lakh.
• Consolidated Yarn ₹11,104.29 lakh; Wind Power ₹75.44 lakh; net ₹11,326.43 lakh.

Capital actions & balance sheet items

• Buyback of 40 lakh equity shares at ₹110 per share; paid-up capital reduced.
• Trade receivables include ₹111.59 lakh recoverable from SARLAFLEX sale.

Outlook & risks

• Regulatory approvals for the SARLAFLEX sale are pending; impact on balance sheet uncertain.

AGM Details

• Held on 29 July 2026 at 11:00 IST via VC/OAVM.
• Meeting concluded at 12:15 IST.
• Remote e-voting window: 24–28 July 2026, 9:00 AM–5:00 PM.

Resolutions Put to Vote

• Adoption of standalone and consolidated financial statements — Ordinary; results pending.
• Final dividend of ₹2 per equity share — Ordinary; results pending.
• Re-appointment of Neha Krishna Jhunjhunwala by rotation — Ordinary; results pending.
• Ratification of remuneration payable to Cost Auditors — Ordinary; results pending.
• Remuneration revision for Executive Director — Special; results pending.
• Waiver of recovery of excess remuneration to Executive Director — Special; results pending.
• Remuneration of Executive Directors under CA/SEBI rules — Special; results pending.

Director & Governance

• Executive Director Neha Krishna Jhunjhunwala up for re-appointment by rotation.

Audit Observations

• Statutory Audit report had a qualified opinion on exceptional loss from sale of preference shares.
• Secretarial Audit report contained no qualifications.

Dividend & Remuneration Details

• Final dividend proposed: ₹2 per equity share.

AGM Details

• Held on 29 July 2026 at 11:00 A.M. IST via VC/OAVM.

Resolutions Proposed

• Resolution 1 (Ordinary): Adoption of standalone and consolidated financial statements.
• Resolution 2 (Ordinary): Declaration of final dividend of ₹2 per equity share.
• Resolution 3 (Ordinary): Re-appointment of Neha Krishna Jhunjhunwala, director retiring by rotation.
• Resolution 4 (Ordinary): Ratification of remuneration payable to Cost Auditors.
• Resolution 5 (Special): Revision in remuneration of Executive Director.
• Resolution 6 (Special): Waiver of recovery of excess remuneration paid to Neha Jhunjhunwala.
• Resolution 7 (Special): Approval of remuneration of Executive Directors under Section 197 and Regulation 17(6)(e).

Voting Status

• Voting results pending; final outcomes to be declared within two working days.

Directors & Remuneration

• Re-appointment of Neha Krishna Jhunjhunwala as director retiring by rotation.

Meeting Details

• Board meeting scheduled for August 5, 2026; time and venue not disclosed.

Key Agenda Items

• Consider and approve unaudited standalone and consolidated quarterly results for quarter ended June 30, 2026, with Limited Review.

Other Notes

• Trading window closed for designated persons and immediate relatives from July 1, 2026; reopens after results are public.

Dematerialisation status

• Securities for dematerialisation in the quarter were confirmed to depositories by the RTA.
• Securities dematerialised have been listed on the stock exchanges where the earlier issued securities are listed.
• Certificates for dematerialisation were mutilated and cancelled after verification, with depository's name substituted as registered owner within timelines.