Swaraj Suiting 23rd AGM Approves Director Appointments, Remuneration

Meeting Details

• Date: Wednesday, September 30, 2026
• Time: Commenced at 1:00 p.m. (IST) and concluded at 1:38 p.m. (IST)
• Venue: Conducted through Video Conferencing (VC) / Other Audio-Visual Means (OAVM) without physical presence
• Type: Annual General Meeting

Proceedings Overview

Mr. Mohammed Sabir Khan, Chairman and Managing Director, chaired the meeting. Mr. Rahul Kumar Verma, Company Secretary, confirmed the meeting was conducted in compliance with MCA and SEBI circulars, with live webcast provided. Quorum was confirmed present at the meeting.

Board members attended from various locations across India, including Mrs. Annie Zuberi (Chairperson of Nomination and Remuneration Committee and Stakeholders Relationship Committee) and Mrs. Amreen Sheikh (Chairperson of Audit & CSR Committee). The Chairman noted Mrs. Annie Zuberi Khan's tenure concluding on October 04, 2026, and highlighted the company's migration from NSE Emerge to Main Board of both NSE and BSE.

Resolutions Considered

Ordinary Business

1. Consideration and adoption of audited standalone and consolidated financial statements for FY ended March 31, 2026, with reports of Board of Directors and Auditors

2. Appointment of Mr. Nasir Khan (DIN: 07775998) as Director retiring by rotation

Special Business

3. Ratification of remuneration of Cost Auditors for FY ending March 31, 2027 (Ordinary Resolution)

4. Re-appointment of Mrs. Amreen Sheikh (DIN: 09027151) as Independent Director for second term of 5 years up to October 04, 2031 (Special Resolution)

5. Appointment of Mr. Manoj Mansinghka (DIN: 00025279) as Independent Director for first term of 5 years effective October 01, 2026 (Special Resolution)

6. Revision in remuneration payable to Mr. Mohammed Sabir Khan (DIN: 00561917), Managing Director, for remainder of tenure ending December 31, 2028 (Special Resolution)

7. Revision in remuneration payable to Mrs. Samar Khan (DIN: 01124399), Whole Time Director, for remainder of tenure ending December 31, 2028 (Special Resolution)

8. Revision in remuneration payable to Mr. Nasir Khan (DIN: 07775998), Whole Time Director, for remainder of tenure ending December 31, 2028 (Special Resolution)

9. Approval and ratification of variation in utilisation of proceeds from preferential issue aggregating ₹8.03 Crore (₹3.23 Crore from Equity Shares and ₹4.80 Crore from Warrants) from 'Capital Expenditure' to 'Working Capital' (Special Resolution)

10. Approval of Material Related Party Transactions under Regulation 23 of SEBI Listing Regulations and Companies Act, 2013 (Ordinary Resolution)

Financial Performance Presentation

Mr. Nasir Khan, Executive Director, presented operational and financial performance for FY 2025-26:

• Revenue from Operations: ₹576.74 crore (38.5% growth vs. ₹416.57 crore in FY 2024-25)
• EBITDA: ₹111.54 crore (52.7% growth) with margin of 19.3%
• Profit Before Tax: ₹67.12 crore (51.1% increase)
• Profit After Tax: ₹52.37 crore (58.0% surge) with PAT margin of 9.1%
• Earnings Per Share: ₹23.41 (54.7% increase)
• Export Sales: ₹41.19 crore (up from ₹22.54 crore)
• Rating upgrades: CRISIL to BBB+/Stable, Acuité to A-/Stable

Operational highlights included transformation into integrated textile player, ramp-up of cotton spinning at Neemuch Unit-II, commencement of commercial operations at Neemuch Unit-I Cotton Processing House in July 2025, integration across denim processing, yarn dyeing, and weaving facilities at Bhilwara and Neemuch, and development of over 2,500 denim fabric samples.

Future expansion plans include mega project at Neemuch with estimated capex of approximately ₹421 crore to add 25,500 TPA spinning capacity.

Voting Process

• Remote e-voting facility provided to members
• Remote e-voting period: Sunday, September 27, 2026 at 9:00 a.m. (IST) to Tuesday, September 29, 2026 at 5:00 p.m. (IST)
• Electronic voting system (NSDL) available during meeting for members who hadn't voted remotely
• Mr. Sanjay Somani, Practicing Company Secretary (Proprietor of Sanjay Somani & Associates), appointed as scrutinizer to scrutinize electronic voting

Compliance and Documentation

• Register of Directors & Key Managerial Personnel and their shareholding, and Register of Contracts were available for member inspection
• Company will separately intimate voting results to stock exchanges and upload on company website and NSDL
• This document does not constitute minutes of the AGM proceedings