AGM Details

  • Date: Tuesday, September 29, 2026
  • Time: 12:00 Noon
  • Mode: Video Conferencing (VC) / Other Audio Visual Means (OAVM)
  • Record Date: September 22, 2026 (for dividend entitlement)
  • Book Closure: September 23, 2026 to September 29, 2026 (both days inclusive)

Ordinary Business Items

1. Adoption of Financial Statements

To consider and adopt the Audited Financial Statements for the year ended March 31, 2026, comprising:

  • Balance Sheet as at March 31, 2026
  • Statement of Profit and Loss
  • Cash Flow Statement
  • Reports of Directors and Auditors

2. Final Dividend Declaration

  • Final Dividend: ₹37 per equity share of ₹10 each
  • Total Dividend Amount: ₹2,118.25 lakhs
  • Payout Ratio: 29.60% (Previous year: 32.22%)
  • Payment Date: Within 30 days from AGM date
  • Entitlement Date: September 22, 2026

3. Reappointment of Director

Reappointment of Dr. K. Venkatachalam (DIN: 01062171) who retires by rotation and offers himself for reappointment.

Special Business Items

4. Reappointment of Managing Director

Reappointment of Sri. P.V. Chandran (DIN: 00628479) as Managing Director for 5 years from April 1, 2027 to March 31, 2032:

  • Remuneration: ₹200,000 per month plus sitting fees for Board meetings
  • Age: 77 years (requires special resolution under Section 196(3)(a) of Companies Act, 2013)

5. Continued Directorship Beyond Age 75

Approval for continued holding of office by Dr. K. Venkatachalam (DIN: 01062171) as Non-Executive Director upon attaining age 75 on July 14, 2027, pursuant to Regulation 17(1A) of SEBI LODR.

6. Reappointment of Independent Woman Director

Reappointment of Mrs. Vijayalakshmi Narendra (DIN: 00412374) as Independent Woman Director for second term of 5 years from August 12, 2026 to August 11, 2031, with approval for continued directorship beyond age 75 (attains 75 on May 11, 2031).

7. Appointment of Independent Director

Appointment of Sri K. Murali Mohan (DIN: 00626361) as Independent Director for 5 years from conclusion of 38th AGM. He is 78 years old, a Chartered Accountant with over 50 years of practice experience.

8. Ratification of Cost Auditor Remuneration

Ratification of remuneration payable to Cost Auditor M/s. Sakthivel & Co, Coimbatore:

  • Audit Fees: ₹75,000 for FY 2026-27
  • Product: Textiles

Financial Performance Highlights (FY 2025-26)

Income Statement Summary (₹ in Lakhs)

| Particulars | FY 2025-26 | FY 2024-25 | Change |

| Total Revenue | 79,619.13 | 72,857.81 | +9.28% |

| Gross Profit | 11,675.49 | 11,362.83 | +2.75% |

| Profit Before Tax | 9,619.30 | 9,118.69 | +5.49% |

| Profit After Tax | 7,156.49 | 6,574.16 | +8.86% |

| Total Comprehensive Income | 7,144.09 | 6,519.95 | +9.57% |

Export Performance

  • Export Turnover: ₹54,549.93 lakhs (up 10.10% YoY)
  • Export Percentage: 72.90% of total turnover (Previous: 72.43%)

Dividend History

  • FY 2025-26 Dividend: ₹37 per share (370%)
  • FY 2024-25 Dividend: ₹35 per share (paid)
  • Dividend Amount: ₹2,118.25 lakhs for FY26

Capital Structure

  • Paid-up Capital: ₹572.50 lakhs (57,25,000 equity shares of ₹10 each)
  • Reserves and Surplus: ₹94,858.93 lakhs
  • Total Equity: ₹95,431.43 lakhs

Capital Expenditure

  • Total Investment: ₹6,995.82 lakhs from internal accruals
  • Breakup: Plant and Machinery (₹4,455.98 lakhs), Factory Building (₹2,060.17 lakhs), Capital Work in Progress (₹479.67 lakhs)
  • Future Modernization: Proposed ₹130.00 crores to be operational from March 2027

Operational Highlights

Business Overview

  • Manufactures cotton yarn and knitted fabrics
  • Primary raw material: Raw cotton sourced from India, USA, Australia, Africa, Egypt
  • Manufacturing activities fall under 'Orange' category (moderate environmental impact) as per Tamil Nadu Pollution Control Board

Certifications Held

  • Global Organic Textile Standard (GOTS)
  • Better Cotton Platform
  • U.S. Cotton Trust Protocol (USCTP)
  • OEKO-TEX (Fabric, Recycled Polyester Cotton, Yarn)
  • Recycled Claim Standard V2.0 (RCS)
  • Cotton Made in Africa (CMIA)
  • Forest Stewardship Council (FSC)
  • Global Recycled Standard V4.0 (GRS)
  • Organic Content Standard V3.0 (OCS)
  • Regenagri Content Standard
  • Sedex

Renewable Energy Initiatives

  • Wind Power Capacity: 27.4 MW
  • Solar Power Capacity: 8.33 MW (rooftop)
  • Renewable Energy Contribution: 82-84% of total energy requirements
  • Energy Generation: Rooftop solar - 8,673,734 kWh; Wind energy exported to grid - 41,010,872.05 kWh
  • CO₂ Reduction: Estimated 35,723.23 tonnes

Financial Position

  • Debt Status: Debt-free with no long-term liabilities
  • Liquidity: Robust cash position with adequate liquidity
  • Cash and Cash Equivalents: ₹16,840.76 lakhs

Product Performance (Quantity in Lakh Kgs)

| Product | Production | Sales |

| Cotton Yarn | 148.96 | 105.46 |

| Cotton Yarn for captive consumption | 59.27 | - |

| Cotton Fabrics (Knitted) | 70.01 | 69.54 |

| Waste Cotton | 51.86 | 56.66 |

Corporate Governance

Board Composition

  • Total Directors: 8
  • Independent Directors: 4 (Sri. E.M. Nagasivam, Mrs. Vijayalakshmi Narendra, Dr. T. Bina, Mrs. T.R. Seethalakshmi)
  • Women Directors: 4
  • Board Meetings: 4 meetings held during FY25-26

Director Resignation

Sri. N. Subramaniam (DIN: 00657972) resigned effective June 18, 2025 due to personal reasons.

Committee Structure

  • Audit Committee: Mrs. Vijayalakshmi Narendra (Chairperson), Sri.E.M. Nagasivam, Mrs. Vidya Jyothish Pillai
  • Nomination & Remuneration Committee: Sri. E.M. Nagasivam (Chairperson), Mrs. Bhavya Chandran, Mrs. Vijayalakshmi Narendra
  • Stakeholders Relationship Committee: Dr. K. Venkatachalam (Chairperson), Sri. E.M. Nagasivam, Mrs. Vidya Jyothish Pillai, Mrs. Bhavya Chandran
  • Risk Management Committee: Sri. P.V. Chandran (Chairperson), Dr. K. Venkatachalam, Mrs. Vidya Jyothish Pillai, Sri. E.M. Nagasivam

Director Remuneration (₹ in Lakhs)

| Director | Designation | Remuneration |

| P.V. Chandran | Chairman & Managing Director | 25.00 |

| K. Venkatachalam | Non-Executive Director | 4.00 |

| Bhavya Chandran | Non-Executive Director | 1.00 |

| Vidya Jyothish Pillai | Non-Executive Director | 2.25 |

| E.M. Nagasivam | Independent Director | 2.25 |

| Vijayalakshmi Narendra | Independent Director | 2.25 |

Regulatory and Compliance Matters

Auditors

  • Statutory Auditors: S. Krishnamoorthy & Co., Chartered Accountants (appointed for 5 years till 39th AGM in 2027)
  • Cost Auditors: M/s. Sakthivel & Co, Coimbatore (remuneration: ₹75,000 for FY26-27)
  • Secretarial Auditor: Sri. Sundararajan Baalaji, Practising Company Secretary

SEBI Compliance Issue

BSE and NSE levied fine for non-compliance of Regulation 17(1)(b) and 17(1A) of SEBI LODR Regulations 2015. Company paid fine of ₹23,43,480 and matter is contested in SAT pending disposal.

CSR Expenditure

  • Required Spending: ₹219.27 lakhs (2% of average net profit)
  • Actual Spending: ₹226.65 lakhs
  • Areas: Public Park, Medical Support, Animal Protection, Relief to Poor, Rural Works, Education, Cultural Activities

Voting Arrangements

Remote E-Voting

  • Voting Period: September 26, 2026 (9:00 AM) to September 28, 2026 (5:00 PM)
  • Cut-off Date: September 22, 2026
  • Scrutinizer: Sri. N. Kulandaivel, Chartered Accountant
  • Platform: CDSL e-voting system

AGM Participation

  • Maximum 1,000 members on first-come-first-served basis (excludes large shareholders, promoters, institutional investors, directors, KMPs, committee chairpersons, auditors)
  • Members must register as speakers by September 24, 2026 for speaking during AGM

Important Dates and Deadlines

  • AGM Date: September 29, 2026
  • Dividend Record Date: September 22, 2026
  • E-voting Period: September 26-28, 2026
  • Book Closure: September 23-29, 2026
  • Unpaid Dividend Transfer to IEPF: November 3, 2026 (for FY2018-19 dividend)