Sri Nachammai Cotton Mills Ltd

Meeting Details

• Date: 6 October 2026; Time: 11:15 AM; Venue: Registered Office, Salem.

Other Notes

• This is the 78th Board Meeting.

AGM Details

• AGM held on 25 September 2026 at 12:15 IST via video conferencing.
• Shareholders on record date: 3,797.
• Cut-off date for voting: 18 September 2026.
• E-voting period: 22-24 September 2026, 9:00 AM to 5:00 PM.
• Chairman: Shri P. Palaniappan.

Key Resolutions

• Resolution 1 (Ordinary): adoption of audited financial statements and reports.
• Resolution 2 (Ordinary): director Renuka retires by rotation and re-appointment.
• Resolution 3 (Ordinary): ratification of remuneration to Cost Auditors for 2026-27.

Voting Results

• Resolution 1 passed with 99.99% assent; 0.01% dissent.
• Resolution 2 passed with 99.999% assent; 0.001% dissent.
• Resolution 3 passed with 99.999% assent; 0.001% dissent.

Director Changes

• C. Renuka retires by rotation and offers for re-appointment.

Auditor Related

• Remuneration of Cost Auditors ratified for FY 2026-27.

Related Party Transactions

• No material related party transactions reported.

Other Material Approvals

• No other significant approvals disclosed.

Sri Nachammai Cotton Mills Limited – Closure of Trading Window

Book closure and AGM details

• Book closure: 19.09.2026 to 25.09.2026, both days inclusive.
• Purpose: Annual General Meeting of Sri Nachammai Cotton Mills Limited.
• Security: Equity shares of Rs.10 paid up.
• AGM date: 25.09.2026.

Financial performance

• Revenue from operations: Rs 6,452.91 lakhs in FY2025-26, down from Rs 6,917.34.
• Profit after tax: Rs -379.75 lakhs; EPS: Rs -8.86.
• Loss before tax: Rs -34.66 lakhs.
• Total income: Rs 6,477.29 lakhs.
• Dividend not declared due to inadequate profits.
• Net cash from operating activities: Rs 1,349.02 lakhs.

Operations and output

• Single textiles segment; no separate segment disclosure.
• Yarn sales: Rs 6,008.53 lakhs; Waste: Rs 444.38 lakhs.
• Finished goods inventory: Rs 872.23 lakhs; total inventories: Rs 3,110.74 lakhs.
• Capex additions to PPE: Rs 1,310.61 lakhs.

Capital structure & liquidity

• Borrowings: non-current Rs 2,582.03 lakhs; current Rs 2,310.94 lakhs.
• Net debt: Rs 2,531.74 lakhs; net debt/equity 206.05%.
• Total equity: Rs 1,228.68 lakhs; total assets: Rs 9,374.44 lakhs.
• Cash and cash equivalents: Rs 2.14 lakhs; margin money Rs 48.15 lakhs.

Governance

• Board meetings: 4 in 2025-26; dates 26-05-2025, 11-08-2025, 11-11-2025, 12-02-2026.
• Audit Committee: 4 meetings; independent directors present.
• Statutory auditors: M/s Gopalaiyer & Subramanian; term to 2027.
• Internal controls: adequate; no material weaknesses.

Shareholding & CSR

• Promoter holding: 55.54% as of 31-03-2026.
• Dematerialisation complete; promoter holdings electronic.
• CSR not applicable under Sec 135.

Outlook & risk

• Outlook for 2026-27: cautiously optimistic; margins pressured by input costs.
• Cotton price volatility and weak global yarn demand are key risks.
• Company maintains risk management and hedging where appropriate.

Related party disclosures

• RPTs with Supreme Yarn Spinners and Raja Yarns; terms at arm's length.
• Omnibus approvals used; no material RPT in 2025-26.
• Independent auditor’s report indicates compliance; no qualifications.

AGM Details

• AGM date/time: 25 September 2026, 12:15 PM, via VC/OAVM at Salem.
• Notice and Annual Report for FY 2025-26 dispatched to members.
• Notice published in English and Tamil; dispatch completed 25 Aug 2026.

E-voting & Scrutinizer

• Remote e-voting window: 19–25 September 2026; cut-off 18 September 2026.
• E-voting disabled after 5:00 PM on 24 September 2026.
• Scrutinizer for remote e-voting: Shri M.R.L. Narasimha.
• CDSL users may use existing ID and password for voting.

Notice & Book Closure

• Register of Members and Share Transfer Books closed 19–25 September 2026.
• Dispatch date of AGM notice: 25 August 2026.
• Notice and Annual Report available on company website.

Financial performance

• Revenue from operations: Rs 1,291.12 lakhs.
• Total revenue: Rs 1,294.59 lakhs.
• Total expenses: Rs 1,307.86 lakhs.
• PBT before tax: Rs -13.27 lakhs.
• PAT: Rs -14.75 lakhs.
• EPS (continuing): Basic/Diluted -0.34.
• Power and fuel expense: Rs 86.23 lakhs, down from Rs 143.50.
• Power cost reduced due to solar plant.
• No separate operating segments; yarn manufacturing only.
• Results reviewed by Audit Committee and Board on Aug 11, 2026.
• AGM on Sept 25, 2026 via Video Conferencing.
• Cut-off date for remote e-voting: Sept 18, 2026.
• Register of Members close: Sept 19-25, 2026.
• Current quarter yarn demand weak; one unit operated for three shifts.
• Depreciation aligned with reduced operations due to single unit.
• Self-consumption of solar power reduced overall power cost.

Dematerialisation status

• Dematerialisation requests in the reporting quarter were processed by the Registrar to depositories.
• Securities dematerialised during the period have been listed on exchanges where the earlier securities are listed.
• Physical certificates received for dematerialisation were mutilated and cancelled after verification.
• Depository's name substituted as registered owner within the prescribed timeline.