Visagar Polytex Ltd

AGM Details

• Date: 30/09/2026; Time: 11:00 AM; Mode: Physical meeting at venue.
• Venue: Vyanjan Banquet Hall, Andheri (W), Mumbai.
• Remote e-voting: 27/09/2026 09:00 AM to 29/09/2026 05:00 PM.
• Quorum present; Meeting duration: 11:00 AM to 11:25 AM.

Resolutions

• Ordinary: Adopt audited financial statements for FY to 31 Mar 2026 and reports.
• Ordinary: Re-appoint Vikramjit Singh Gill by rotation as director.
• Ordinary: Appointment of Statutory Auditor.
• Ordinary: Approve Material Related Party Transactions.
• Special: Approve Composite Scheme of Arrangement with shareholders.

Voting & Outcome

• Mode of voting: Remote e-voting and ballot paper at AGM.
• Voting results: not disclosed in the provided excerpt.

Directors & Auditors

• Director: Vikramjit Singh Gill to be re-appointed by rotation.
• Statutory Auditor appointment covered under ordinary resolution.

Related Party Transactions

• Material Related Party Transactions approved (ordinary).

Other Material Approvals

• Composite Scheme of Arrangement with shareholders approved (special).

Visagar Polytex Limited trading window closed from 01 October 2026 until 48 hours after the declaration of the half-year financial results for the period ended 30 September 2026

Audit Appointment

• Board approved appointment of CA Riddhi Kishor Trivedi as Statutory Auditor for five-year term.
• Five-year term runs from the 44th AGM conclusion to the 49th AGM conclusion, subject to shareholder approval.
• Auditor details: CA Riddhi Kishor Trivedi, Membership No. 611547.

Book closure details

• Book closure from September 24, 2026 to September 30, 2026 (inclusive) for the 43rd AGM.
• Annual General Meeting scheduled for September 30, 2026.
• Register of Members and share transfer books will remain closed during this period.

Financial snapshot

• Revenue from operations: ₹11.51 lakh for FY2025-26.
• Total income: ₹12.46 lakh for FY2025-26.
• Net loss after tax: ₹153.71 lakh.
• Profit before tax: ₹-161.68 lakh.
• Paid-up capital: ₹2,927.01 lakh as at 31-03-2026.

Liquidity and leverage

• Current ratio: 31.92 as at 31-03-2026.
• Debt-equity ratio: (3.87) as at 31-03-2026.
• Total assets: ₹600.69 lakh; total liabilities: ₹641.41 lakh.
• Equity negative; reported as ₹-138.59 lakh.

Operational metrics and costs

• Depreciation and amortisation: ₹49.91 lakh.
• Finance cost: ₹27.08 lakh.
• Trade receivables turnover: 0.09.
• Revenue resumed in FY2025-26.

Earnings per share and ownership

• EPS (₹): ₹-0.05 for FY2025-26.
• Basic/diluted EPS: −0.00.

Capital structure and equity

• Equity share capital: ₹2,927.01 lakh.
• Total equity negative at ₹138.59 lakh.
• Share forfeiture reserve: ₹121.80 lakh.
• No dividend proposed for FY2025-26.

Auditor Change

• Visagar Polytex Limited reports the resignation of its statutory auditor Bhatter & Associates effective 07 September 2026.
• Auditor: CA Gopal Bhatter (Bhatter & Associates).

Capital restructuring and funding

• Draft Composite Scheme approved: reduction of equity capital and share consolidation.
• Consolidation ratio set at 100:1; face value restored to Re 1.
• Infusion of fresh capital via preferential issue of 3 crore shares and 3 crore warrants.
• Upfront 25% payment; balance on exercise within 18 months.
• Annexures I and II outline reductions, consolidation and preferential issue.
• Post-consolidation equity: 29,27,005 shares of Re 1 each.

Regulatory approvals, governance and disclosures

• Valuation report by Bhavesh M Rathod approved and taken on record.
• Fairness opinion from Navigant Corporate Advisors approved.
• Pricing certificate under SEBI ICDR Regulations approved.
• Notice for 43rd AGM convened for 30 Sept 2026 at 11:00 AM.
• Annual Report for FY2025-26 approved, including MD&A and Directors' Report.
• Resignation of Bhatter & Associates as Statutory Auditors noted; new auditor appointed.
• Ms. Riddhi Kishor Trivedi appointed Statutory Auditor to fill casual vacancy, subject to AGM approvals.
• Appointment to remain through 48th AGM, subject to member approval.

Meeting Details

• Board meeting scheduled for 07 September 2026; time and venue not disclosed.

Key Agenda Items

• Consider and approve Draft Composite Scheme of Arrangement under Sections 230-232, 66, 61(1)(b), 62(1)(c), 42, Companies Act, 2013.
• Consider and approve Notice for the 43rd AGM of the Company.
• Consider and approve Annual Report for FY2025-26 including MD&A and Directors’ Report and annexures.
• Appointment of Statutory Auditor.
• Any other matter with the permission of the chair.

Other Notes

• No material notes beyond the items listed in the agenda.