Winsome Yarns Ltd

Vipan Kumar – Managing Director

• Appointment as Managing Director; effective Aug 29, 2026, for three years.
• Term ends Aug 28, 2031; liable to retire by rotation.
• Profile: 47-year-old with 18+ years in construction and real estate.
• Not related to any director.
• Not debarred from directorship by SEBI or authorities.

Avnish Bansal – Non-executive Chairman and Non-independent Director

• Appointment as Non-executive Chairman and Non-independent Director; effective June 23, 2026, for five years.
• Term ends June 22, 2031; liable to retire by rotation.
• Profile: 41-year-old MBA in finance; led transformation to health and hygiene.
• Relation: husband of Parul Bansal.
• Not debarred from director duties.

Parul Bansal – Women Non-executive and Non-independent Director

• Appointment as Women Non-executive and Non-independent Director; effective June 23, 2026, for five years.
• Term ends June 22, 2031; liable to retire by rotation.
• Profile: 38-year-old with 10+ years in animation and multimedia.
• Relation: wife of Avnish Bansal.
• Not debarred from director duties.

Mahesh Fogla – Non-executive and Independent Director

• Appointment as Non-executive and Independent Director; effective June 23, 2026, for five years.
• Term ends June 22, 2031; not liable to retire by rotation.
• Profile: 53-year-old Chartered Accountant; 25+ years in finance, tax, MIS.
• Not related to any director.
• Not debarred from director duties.

Sanjeev Khubchand Nahar – Non-executive and Independent Director

• Appointment as Non-executive and Independent Director; effective June 23, 2026, for five years.
• Term ends June 22, 2031; not liable to retire by rotation.
• Profile: 28+ years in construction and real estate; civil engineer.
• Not related to any director.
• Not debarred from director duties.

Bibhudutta Satpathy – Non-executive and Independent Director

• Appointment as Non-executive and Independent Director; effective June 23, 2026, for five years.
• Term ends June 22, 2031; not liable to retire by rotation.
• Profile: 34+ years in infrastructure; Sr. VP at Markolines Pavement.
• Not related to any director.
• Not debarred from director duties.

AGM Details

• Date and time: 28 Sep 2026, 1:00 PM to 1:30 PM.
• Mode: Video Conference / Other Audio-Visual Means (VC/OAVM).
• Record date: 21 Sep 2026; on-record shareholders: 17,761.
• Shareholders present via VC: 43.
• Scrutinizer: Girish Madan & Associates; report issued 29 Sep 2026.
• Remote e-voting period: 24–27 Sep 2026.
• Total resolutions transacted: 19; ordinary and special.

Key Resolutions

• Ordinary: Adopt annual audited financial statements and reports.
• Special: Regularize Vipan Kumar as Managing Director.
• Special: Regularize Avnish Bansal as Non-exec Chairman and Non-independent Director.
• Special: Regularize Parul Bansal as Women Non-exec and Non-independent Director.
• Special: Regularize Mahesh Fogla as Non-exec Independent Director.
• Special: Regularize Sanjeev Khubchand Nahar as Non-exec Independent Director.
• Special: Regularize Bibhudutta Satpathy as Non-exec Independent Director.
• Special: Increase Board borrowing powers under Section 180(1)(c).
• Special: Create charge/mortgage on assets under Section 180(1)(a).
• Special: Approve loans, investments, guarantees or security under Section 185.
• Special: Increase limits for investments, extend loans and guarantees.
• Special: Approve Omnibus Related Party Transactions.
• Special: Appoint Pooja Garg to office or place of profit.
• Special: Adopt new set of Articles of Association.
• Special: Alter Memorandum of Association objects.
• Special: Shift Registered Office from Chandigarh to Punjab.
• Special: Reclassify promoter group as Public shareholders.
• Special: Approve extension of guarantee for indebtedness of Dhananya Capital Private Limited (related party).
• Special: Amend Memorandum/Articles as part of corporate housekeeping.

Voting Results

• All resolutions passed with requisite majority.
• Promoter group holding 27,339,609 shares did not vote on any resolution.
• No resolution was withdrawn or failed.
• E-voting and poll results indicated overwhelming in-favour support.
• Attendance via VC noted at 43 shareholders.

Director Changes

• Regularized to MD: Vipan Kumar.
• Regularized as Non-exec Chairman and Non-independent Director: Avnish Bansal.
• Regularized as Women Non-exec and Non-independent Director: Parul Bansal.
• Regularized as Non-exec Independent Director: Mahesh Fogla.
• Regularized as Non-exec Independent Director: Sanjeev Khubchand Nahar.
• Regularized as Non-exec Independent Director: Bibhudutta Satpathy.

Material Related Party Transactions

• Omnibus Related Party Transactions approved.
• Extension of guarantee for indebtedness of Dhananya Capital Private Limited (related party) approved.
• Value of RPTs not disclosed in notice.

Other Material Approvals

• Adoption of new Articles of Association.
• Alteration of Memorandum of Association objects.
• Shifting of Registered Office from Chandigarh to Punjab.
• Reclassification of promoter group from Promoter to Public shareholders.
• Extension of guarantee to related party for indebtedness.

AGM Details

• AGM held 28 Sep 2026 via VC/OAVM, 01:00–01:30 P.M.

Resolutions presented

• Item 1: Adopt FY2026 audited financials and reports (Ordinary).
• Item 2: Regularize Vipan Kumar as Managing Director (Special).
• Item 3: Regularize Avnish Bansal as Non-exec Chairman (Ordinary).
• Item 4: Regularize Parul Bansal as Women Non-exec (Ordinary).
• Item 5: Regularize Mahesh Fogla as Non-exec Independent (Special).
• Item 6: Regularize Sanjeev Nahar as Non-exec Independent (Special).
• Item 7: Regularize Bibhudutta Satpathy as Non-exec Independent (Special).
• Item 8: Increase borrowing powers of the Board (Special).
• Item 9: Create charge on assets (Special).
• Item 10: Loans/investments/guarantees under Section 185 (Special).
• Item 11: Raise limits for investments and loans to corporates (Special).
• Item 12: Omnibus Related Party Transactions (Ordinary).
• Item 13: Pooja Garg appointed to office or profit (Special).
• Item 14: Adopt amended Memorandum of Association (Special).
• Item 15: Adopt new Articles of Association (Special).
• Item 16: Alter objects clause of MOA (Special).
• Item 17: Shift registered office to Punjab; amend MOA (Special).
• Item 18: Reclassify promoter group as Public (Ordinary).
• Item 19: Extend guarantee to related party Dhananya Capital (Special).

Director changes

• Vipan Kumar regularized as Managing Director (DIN 11551026).
• Avnish Bansal regularized as Non-exec Chairman & Non-independent (DIN 02666814).
• Parul Bansal regularized as Women Non-exec & Non-independent (DIN 06856466).
• Mahesh Fogla regularized as Non-exec & Independent (DIN 05157688).
• Sanjeev Nahar regularized as Non-exec & Independent (DIN 07711548).
• Bibhudutta Satpathy regularized as Non-exec & Independent (DIN 06693401).

Material related party transactions

• Omnibus Related Party Transactions approved (Ordinary).
• Extension of guarantee to Dhananya Capital Private Limited (Related party) (Special).

Voting results

• Voting outcomes for each resolution not disclosed in the filing.

Winsome Yarns Limited trading window closed from Thursday, 01st October, 2026 till the expiry of 48 hours after the declaration of Unaudited Financial Results for the Half year ended on 30th September, 2026

Key disclosures

• Board approved unaudited standalone results for quarter ended 30 June 2026.
• NCLT Chandigarh approved the Resolution Plan by Mohini Health & Hygiene Limited on 16 April 2026.
• Q1 FY27 revenue: ₹37 lakh; PAT: ₹-332 lakh; EPS: ₹-0.47.
• Auditors' review is on a limited basis with a qualified conclusion due to negative net worth.
• Resolution plan value: ₹162.90 crore; moratorium ceased; implementation underway.
• Company in CIRP; Monitoring Committee oversees affairs; Board powers suspended.
• FY27 adjustments per CIRP order to be recognized; impact pending regulatory approvals.

Meeting Details

• Board meeting scheduled for 23 September 2026 at 04:30 PM at Office No. 401, Princess Business Skypark, Indore.

Key Agenda Items

• Consider and approve unaudited standalone financial results for quarter ended June 30, 2026.
• Discuss and decide other business matters.

Other Notes

• Trading window closure is not applicable as trading in shares is suspended.