AGM Details

The 21st Annual General Meeting of GTN Textiles Limited will be held on Monday, September 28, 2026, at 11:30 AM through Video Conferencing (VC)/Other Audio-Visual Means (OAVM). The deemed venue for the AGM is the Registered Office of the Company at 61/464, 6th Floor, Palai Towers, Ravipuram, MG Road, Cochin 682016, Kerala, India.

Ordinary Business Agenda

1. To receive, consider and adopt:

  • Audited Standalone Financial Statements for FY ended March 31, 2026, with Reports of Board of Directors and Auditors
  • Audited Consolidated Financial Statements for FY ended March 31, 2026, with Report of Auditors

2. To appoint Smt. Kalpana Mahesh Thakker (DIN: 08601866), Non-Executive Director, who retires by rotation and offers herself for re-appointment

Special Business Agenda - Related Party Transactions

Four ordinary resolutions are proposed for material related party transactions:

Resolution 3: Transaction with Patspin India Limited

  • Maximum transaction value: ₹10 crore (including GST)
  • Nature: Sale, purchase or supply of cotton & cotton yarn/waste
  • Tenure: 15 months (from 21st AGM conclusion to 22nd AGM conclusion)
  • Relationship: Shri Umang Patodia is Chairman & MD of both companies
  • Company holds 46.21% shares (1,42,87,068 equity shares) in Patspin India
  • Value represents 99.99% of company's FY25 consolidated turnover
  • Value represents 21.49% of Patspin's FY25 standalone turnover
  • Patspin FY25 financials: Turnover ₹433 crore, PAT ₹15 crore, Net Worth ₹86.41 crore

Resolution 4: Transaction with GTN Enterprises Limited

  • Maximum transaction value: ₹10 crore (including GST)
  • Nature: Sale, purchase or supply of cotton & cotton yarn/waste
  • Tenure: 15 months (from 21st AGM conclusion to 22nd AGM conclusion)
  • Relationship: Shri Umang Patodia (GTN Textiles MD) and Shri Ankur Patodia (GTN Enterprises MD) are brothers
  • Company holds no shares in GTN Enterprises
  • Value represents 99.99% of company's FY25 consolidated turnover
  • Value represents 2.64% of GTN Enterprises' FY25 standalone turnover
  • GTN Enterprises FY25 financials: Turnover ₹433 crore, PAT ₹15 crore, Net Worth ₹86.41 crore

Resolution 5: Transaction with Beekaypee Credit Private Limited

  • Maximum transaction value: ₹10 crore (including GST)
  • Nature: Sale, purchase or supply of cotton & cotton yarn/waste
  • Tenure: 15 months (from 21st AGM conclusion to 22nd AGM conclusion)
  • Relationship: Smt Prabha Patodia (mother of Umang Patodia) and Smt Mala Patodia (wife of Umang Patodia) are directors
  • Beekaypee holds 7.06% (8,22,311 equity shares) in GTN Textiles
  • Value represents 99.99% of company's FY25 consolidated turnover
  • Value represents 99.99% of Beekaypee's FY25 standalone turnover
  • Beekaypee FY25 financials: Turnover ₹1.03 crore, PAT (₹0.20) crore, Net Worth ₹9.65 crore

Resolution 6: Transaction with Umang Finance Private Limited

  • Maximum transaction value: ₹10 crore (including GST)
  • Nature: Sale, purchase or supply of cotton & cotton yarn/waste
  • Tenure: 15 months (from 21st AGM conclusion to 22nd AGM conclusion)
  • Relationship: Smt Prabha Patodia (mother of Umang Patodia) and Smt Mala Patodia (wife of Umang Patodia) are directors
  • Umang Finance holds 6.30% (7,33,052 equity shares) in GTN Textiles
  • Value represents 99.99% of company's FY25 consolidated turnover
  • Value represents 99.99% of Umang Finance's FY25 standalone turnover

Common RPT Terms and Conditions

  • All transactions will be at arm's length pricing basis
  • All transactions will be in ordinary course of business
  • Pricing determined by benchmarking internal/external comparable contracts
  • No trade advances proposed
  • No omnibus approval sought
  • Audit Committee approved all transactions on August 10, 2026
  • Board recommended all transactions on August 10, 2026

Shareholder Voting Information

  • Remote e-voting period: September 25, 2026 (9:00 AM) to September 27, 2026 (5:00 PM)
  • Cut-off date for voting eligibility: September 21, 2026
  • Register of Members and Share Transfer Books closed: September 23-28, 2026 (both days inclusive)
  • Scrutinizer: Shri MRL Narasimha (Membership No. 2851, CP No. 799) or Shri Abhilash N.A (Membership No. 10876, CP No. 14524)
  • Results to be placed on company website and communicated to BSE within 2 working days of AGM conclusion

Virtual Meeting Logistics

  • Members can join AGM 15 minutes before/after scheduled time
  • Facility available to first 1000 members on first-come basis
  • Large shareholders (2%+), promoters, institutional investors, directors, KMPs, committee chairpersons, and auditors exempt from first-come restriction
  • Members must register as speakers at least 7 days in advance to ask questions

Company Background

  • ISO 9001:2005/ISO 14001:2005 Certified

Director Re-appointment Details

  • Kalpana Mahesh Thakker (DIN: 08601866) appointed on November 14, 2019
  • Holds 100 equity shares in the company
  • Managing Director of Purav Trading Limited
  • Partner in Perfect Cotton Company, Patcot Company, and Standard Cotton Company
  • Other directorships: Patspin India Limited, Purav Trading Limited
  • Member of Nomination & Remuneration Committee at Patspin India Ltd
  • Family in raw cotton business for 4-5 decades with expertise in import/export