Titaanium Ten Enterprise Ltd

TITAANIUM TEN ENTERPRISE LIMITED: Trading window closed from 1 October 2026 till 48 hours after the declaration of financial results for the Half Year ended 30 September 2026

Purpose

• To approve ordinary business resolutions at the 18th AGM: financials, director appointment, remuneration, related party transactions.

Resolution 1: Audited Financial Statements

• Ordinary; audited financials approved; 100% in favour, 0% against.

Resolution 2: Director Appointment

• Ordinary; appointment of Mrs. Ilaben Rohitkumar Kapadia as Director approved; 100% in favour.

Resolution 3: Remuneration Increment

• Ordinary; remuneration increase for non-executive director approved; 100% in favour.

Resolution 4: Related Party Transactions

• Ordinary; related party transactions approved; 100% in favour.

AGM Details

• AGM held physically at registered office on 12 Sep 2026 at 11:00 a.m.
• Meeting duration: 11:00 a.m. to 12:20 p.m.; results pending.

Ordinary Business

• Adoption of audited financial statements for the year ended March 31, 2026.
• Re-appointment of a director liable to retire by rotation.

Special Business

• Increased remuneration of a director.
• Approved related party transaction.

Voting status

• Voting results to be declared after scrutiny report.

Financial performance

• FY2025-26 revenue from operations: 15,248.74 Lacs; up from 13,034.07 Lacs.
• Total income: 15,249.37 Lacs; up from 13,035.50 Lacs.
• Net profit after tax: 318.42 Lacs; up from 311.01 Lacs.
• Earnings per share: Basic 4.81; Diluted 4.73.
• Dividend on equity shares not declared.
• Profit retained in P&L; no transfer to reserves.

Segment performance

• Textile unit net revenue: 15,215.88 Lacs.
• Logistics unit net revenue: 33.49 Lacs.
• Total net revenue from operations: 15,249.37 Lacs.
• Segment profit: 821.23 Lacs.

Capital structure & liquidity

• Authorized share capital: 9,00,00,000; paid-up: 67,28,507.
• Equity share capital: 672.85 Lacs.
• Total borrowings: 2,496.75 Lacs; short-term 2,315.67; long-term 181.08.
• Cash and cash equivalents: 17.94 Lacs.
• Current ratio: 1.42; debt-equity ratio: 1.06.
• DSCR: 1.95; interest coverage: 3.06.
• Operating cash flow: 566.35 Lacs.
• Net cash decreased by 145.89; closing cash: 17.94.

Governance & controls

• Board comprises 4 directors; independent directors: Nidhi Joshi and Kantilal Patel.
• Audit Committee met 4 times; composition: Joshi (Chair), Kapadia, Patel.
• Secretarial audit MR-3 by Dhirren R Dave & Co; delays due to KMP changes.
• Listed on BSE SME; Vigil mechanism and Remuneration Policy in place.

Related party transactions

• Material related party transactions with Ila Corporation and Kapadia entities.
• Proposed related party transactions up to ₹25 Crores per party; approvals via ordinary resolution.
• Transactions include fabric/yarn purchases, sales, rent income, director remuneration, and loans.

Operations & growth

• Manufacturing plant at Surat; 2,853.12 sq m; plant and machinery additions.
• Expanding into furnishing and home décor; PAN India expansion; export house status.
• Energy efficiency measures include LED lighting; mid-year capacity enhancements.

Contingent liabilities & outlook

• Contingent liabilities: 64.92 Lacs; mainly ITC and penalties under GST.
• No material orders affecting going concern.
• Risk management framework in place; SME listing exempt from some risk reporting.

AGM Details

• Date: 12 September 2026, 11:00 a.m. IST
• Mode: Physical at Registered Office, Surat
• Record date for voting: 5 September 2026
• Register/Book closure: 6–12 September 2026 (inclusive)

Ordinary Business

• Adopt Audited financial statements and board reports for FY2025-26
• Re-appoint Mrs Ilaben Rohitkumar Kapadia as Director liable to retire by rotation

Special Business

• Increase remuneration of Mrs Shhalu Kapadia from Rs 9 lakh to Rs 24 lakh p.a. from 01-Apr-2026
• Approve related party transactions with specified parties under Rule 15; arm's length terms

Material Related Party Transactions

• ILA Corporation: fabric purchases and sales, yarn sales, rent and transport income; ₹25 Crores
• Shhalu Kapadia: Director remuneration; ₹25 Crores
• Ilaben Kapadia: Unsecured loan and interest expense; ₹25 Crores
• Titaanium Trends Pvt Ltd: jobwork expense, yarn sales, rent income; ₹25 Crores
• Rohitkumar Kapadia HUF: unsecured loan and interest expense; ₹25 Crores
• Kapadia Health Club: sales promotion expense; ₹25 Crores

Key board decisions

• Approved Director's Report and annexures for FY ended 31 March 2026.
• Convene 18th AGM on 12 September 2026; AGM notice approved.
• Appointed M/s. Dhirren R. Dave & Co. as AGM Scrutinizer.
• Appointed NSDL as remote e-voting provider and for VC/OAVM AGM.
• Fixed Book Closure/Record Date for AGM.
• Approved remuneration increase for Ms. Shhalu Kapadia (NED) from Rs 9 L to Rs 24 L p.a.
• Notice dispatch date Aug 21, 2026; Record date Sep 5, 2026; e-voting Sep 9-11, 2026.

Meeting Details

• Board meeting on 14 August 2026 at 11:00 A.M. at the Registered Office of the Company.

Key Agenda Items

• To consider and approve Directors’ Report and annexures for FY ended 31 March 2026.
• To fix the date, time, venue of 18th AGM and approve the draft Notice.
• To appoint the Scrutinizer for the 18th AGM.
• To appoint the agency for providing e-voting facility (CDSL/NSDL) for the 18th AGM.
• To approve and increase remuneration of Non-Executive Director Ms. SHHALU TEJAAS KAPADIA.
• To fix the dates for closure of Register of Members and Share Transfer Books.

Other Notes

• Trading window closure periods not specified.

Certificate details

• Certificate under Regulation 74(5) for quarter ended 30 June 2026 received from Bigshare Services Private Limited (RTA).