Meeting Details
- Meeting Type: 23rd Annual General Meeting (AGM)
- Date: Monday, September 28, 2026
- Time: Commenced at 4:30 PM IST and concluded at 5:16 PM IST
- Location: Held through Video Conference / Other Audio-Visual Means (VC/OAVM)
- Compliance: Conducted in compliance with MCA General Circular No. 03/2025 dated September 22, 2025, and relevant SEBI circulars.
Proposed Resolutions and Implications
The following ordinary businesses, as set out in the AGM notice dated August 11, 2026, were transacted:
1. Ordinary Resolution: To receive, consider, and adopt the Financial Statements of the Company for the year ended March 31, 2026. This includes the Audited standalone and consolidated Balance Sheet, the standalone and consolidated Statement of Profit and Loss (including the Statement of Other Comprehensive Income), the Cash Flow Statement, the Auditors' Report, and the Report of the Board of Directors.
2. Ordinary Resolution: To re-appoint Mr. Mathew Cyriac (DIN: 01903606), the Chairman & Non-Executive Director, who retired by rotation and was eligible for re-appointment.
Voting Process
- The meeting was conducted via VC/OAVM.
- Mr. Nagendra D. Rao, a Practicing Company Secretary, was appointed as the Scrutinizer to scrutinize the remote e-voting and e-voting process at the AGM in a fair and transparent manner.
- Members who had not cast votes by remote e-voting were given the facility of 'Instapoll' during the meeting, which was kept open for 15 minutes.
- The results of the e-voting were to be intimated separately and were not included in this document.
Attendance and Proceedings
- Members in Attendance: 104 members attended the meeting through VC.
- Chairperson: Mr. Mathew Cyriac chaired the meeting.
- List of Attendees:
- Directors: Mr. Sivaramakrishnan Ganapathi (Vice Chairman & Managing Director), Mr. George Varughese (Independent Director), Ms. Rama Bijapurkar (Independent Director), Ms. Pavitra Rajaram (Independent Director), Mr. Prabhat Kumar Singh (Whole Time Director).
- Key Managerial Personnel (KMPs): Mr. Sathyamurthy. A (Chief Financial Officer), Mr. Gourish Hegde (Company Secretary & Compliance Officer).
- Invitees: Mr. Pankaj Bhauwala (Partner, MSKA & Associates LLP, Statutory Auditors), Mr. Nagendra D. Rao (Scrutinizer).
- The notice of the AGM was deemed as read. The Vice Chairman & Managing Director delivered a speech on the company's performance, and members' queries were addressed.
Financial and Operational Highlights from MD's Speech
The Vice Chairman's speech provided a comprehensive review of FY2026 performance and strategy:
- Financial Performance: Consolidated total income was ₹4,065 crore, a 4% year-on-year growth. Revenue from operations was ₹3,988 crore. Reported EBITDA was ₹434 crore (10.7% margin). The company provided ₹97 crore in net tariff-related discounts to customers. Profit after tax stood at ₹100 crore.
- Business Segment Performance:
- India Operations: Grew by 10% YoY.
- Africa Operations: Declined by approximately 19% YoY due to AGOA uncertainty but recovered strongly in Q4 FY26 (17% growth) and Q1 FY27 (45% growth).
- Strategic Initiatives and Capex: Invested approximately ₹170 crore in new capacity creation in Bhopal, Karnataka, and Kenya. Invested ₹58 crore in modernizing existing facilities. Invested in BRFL Textiles Private Limited (BTPL) via optionally convertible debentures for vertical integration into fabric manufacturing; a merger process is underway subject to NCLT approval.
- Outlook: Focus on margin protection, ramping up new capacities, integrating fabric operations, and diversifying the customer and geographic portfolio (especially in Europe and the UK). The workforce stands at over 54,000 employees.
Compliance Confirmation
The proceedings confirm that the meeting was conducted in compliance with the Companies Act, 2013, SEBI LODR Regulations, 2015, and MCA circulars.