Super Spinning Mills Ltd

Super Spinning Mills Ltd — Closure of Trading Window

Parties

• Super Spinning Mills Limited and Kyungshin Industrial Motherson Private Limited are the contracting parties.

Transaction details

• Lease term is 10 years for a built-to-suit facility at Hindupur starting 1 May 2027.

Property and structure

• Property measures approximately 4.01 acres with built-up area of 1.93 acres.

Consideration

• Interest-free refundable security deposit of Rs. 85,94,411; 50% on signing, 50% on handover.

Related party status

• No related party relationship; transaction not within related party transactions; not required to be at arm's length.

Impact and disclosures

• Expected to generate long-term rental income and boost operational revenue post-commencement; disclosure filed under SEBI LODR.

Termination/amendment

• No termination or amendment reported for this agreement.

Regulation 29(2) disclosure – Super Spinning Mills

• Target Company: Super Spinning Mills Limited.
• Disclosing Party: Super Sara Textiles Limited (Promoter Group).
• Transaction Type: Acquisition of 147,576 shares (0.27%).
• Pre-Transaction Holding: 301,276 shares, 0.55%; encumbrances 0.
• Post-Transaction Holding: 448,852 shares, 0.82%.
• Mode: Open market.
• Dates: 01.09.2026 to 07.09.2026.
• Equity capital before/after: Rs 5,50,00,000 (unchanged).
• Total diluted share capital after: Rs 5,50,00,000.

Key disclosure details

• Target Company: Super Spinning Mills Limited.
• Disclosing Party: Super Sara Textiles Limited (Promoter Group).
• Transaction Type: Acquisition of voting rights in the target.
• Pre-Transaction Holding: 122,077 shares (0.22%).
• Acquired: 179,199 voting shares (0.32%).
• Mode: Open market.
• Date of transaction: 17.08.2026 to 31.08.2026.
• Post-Transaction Holding: 301,276 shares (0.55%).
• Share Capital before: Rs 5,50,00,000 (5.5 million shares).
• Share Capital after: Rs 5,50,00,000 (5.5 million shares).
• Total diluted capital: Rs 5,50,00,000 (5.5 million shares).

AGM details

• Date/time/mode: 28 August 2026, 3:30 PM IST, via VC/OAVM.

Resolutions and outcomes

• Resolution 1 (Ord): Adoption of audited financial statements for FY ended 31 March 2026; passed unanimously.
• Resolution 2 (Ord): Subject not specified in excerpt; passed unanimously.

AGM details

• Date and time: 28 August 2026, 3:30 PM IST.
• Mode: VC/OAVM.
• Attendance: 56 members representing 2,43,53,086 equity shares.

Ordinary business resolutions

• Adoption of annual audited financial statements and related reports for year ended 31 March 2026.
• Re-appointment of Sanjay Krishna Ramamurthi as Director on retirement by rotation.

AGM notice and communications

• 64th AGM on 28 August 2026 at 3:30 PM via VC/OAVM.
• Annual Report for year ended 31 March 2026 available on superspinning.com and stock exchanges.
• Remote e-voting and AGM e-voting to be provided by MUFG Intime India Pvt Ltd.
• Members should update email, PAN and bank details with DP/RTA for communications.
• Dividends to physical-form holders will be paid electronically per SEBI guidelines.

Financial performance

• Revenue from operations: Rs 662.73 Lakhs; total income: Rs 687.06 Lakhs for FY2025-26.
• PBT from continuing operations: Rs 172.41 Lakhs.
• Tax expense: Rs (226.71) Lakhs.
• Loss from discontinued textile operations: Rs (1413.94) Lakhs.
• Total comprehensive income for the year: Rs (1640.09) Lakhs.
• Dividend not declared for 2025-26 due to losses.

Capital structure & liquidity

• Share capital unchanged at Rs 5.50 Crore as of 31 Mar 2026.
• Net debt around Rs 1,508.47 Lakhs; debt-to-equity about 0.27x.
• Cash and cash equivalents: Rs 153.94 Lakhs; other bank balances: Rs 225.26 Lakhs.

Strategic developments and assets

• Exited textiles; pivot to rental and real estate; asset monetization planned.
• Super Sara Unit Hindupur leased; ongoing tenancy opportunities.
• Hindupur land proposed for Joint Development; JV not yet registered.
• Coimbatore Grade A project under joint development; to expand premium leasable assets.
• Pursuing asset-light growth via development partnerships and monetization of land assets.

Operations & governance

• Board comprises six directors; mix of executive, non-executive, independent, including a woman director.
• Statutory Auditor: CSK Prabhu & Co LLP; Secretarial Auditor: MDS & Associates LLP.
• Independent Directors familiarization program; annual performance evaluation completed.
• Postal ballots approved land sale and joint development; shareholder approvals obtained.
• CSR provision not applicable; compliance with governance norms continued.

Audits, controls & disclosures

• Internal financial controls are adequate and operating; ongoing Audit Committee oversight.
• Auditors flagged payroll software audit-trail gaps; management to implement audit trail.
• Secretarial audit reports filed; integrated filings discussed; delays acknowledged as inadvertent by management.
• No frauds identified or reported in the audit.

Risks & outlook

• Real estate pivot exposed to market, regulatory, and project-approval risks.
• Reliance on asset monetization; delays could affect timelines and revenues.
• Interest rate and currency risk hedging; ongoing management of liquidity and commitments.
• Textile exit reduces diversification; focus remains on monetizing land and leasing assets.

Regulatory & governance flags

• Integrated filing delays noted by auditors; management states corrective steps taken for future filings.
• Valuation and impairment notes reflect judgements in real estate assets; ongoing impairment testing.
• No CSR obligations; governance disclosures posted on company website.