Key Quantitative Figures

Financial Performance (FY 2025-26 vs FY 2024-25):

  • Revenue from operations: ₹4,410.94 lakhs (previous year: ₹4,487.79 lakhs)
  • Other income: ₹38.06 lakhs (previous year: ₹21.18 lakhs)
  • Total income: ₹4,449.00 lakhs (previous year: ₹4,508.97 lakhs)
  • Profit before depreciation and tax: ₹654.65 lakhs (previous year: ₹531.77 lakhs)
  • Depreciation expense: ₹220.71 lakhs (previous year: ₹130.50 lakhs)
  • Profit before tax: ₹433.94 lakhs (previous year: ₹401.27 lakhs)
  • Tax expense: ₹103.34 lakhs (current tax: ₹116.97 lakhs, deferred tax: ₹-13.63 lakhs) (previous year: ₹108.46 lakhs)
  • Profit for the year: ₹330.60 lakhs (previous year: ₹292.81 lakhs)
  • Other Comprehensive Income: ₹-7.12 lakhs (previous year: ₹0.77 lakhs)
  • Total Comprehensive Income: ₹323.48 lakhs (previous year: ₹293.58 lakhs)
  • Earnings per share (basic and diluted): ₹8.85 (previous year: ₹7.84)

Balance Sheet Position (as at March 31, 2026 vs March 31, 2025):

  • Total assets: ₹3,336.53 lakhs (previous year: ₹3,392.11 lakhs)
  • Property, plant and equipment: ₹655.72 lakhs (previous year: ₹861.59 lakhs)
  • Inventories: ₹1,277.88 lakhs (previous year: ₹1,033.87 lakhs)
  • Trade receivables: ₹335.92 lakhs (previous year: ₹282.53 lakhs)
  • Cash and cash equivalents: ₹232.46 lakhs (previous year: ₹449.41 lakhs)
  • Equity share capital: ₹373.50 lakhs (unchanged)
  • Total equity: ₹2,643.43 lakhs (previous year: ₹2,519.95 lakhs)
  • Borrowings (non-current): ₹157.25 lakhs (previous year: ₹295.15 lakhs)
  • Borrowings (current): ₹196.12 lakhs (previous year: ₹423.77 lakhs)

Dates of Action

  • Annual General Meeting: September 30, 2026 at 10:00 Hrs
  • Book closure: September 25, 2026 to September 30, 2026 (both days inclusive)
  • E-voting period: September 27, 2026 (9:00 AM) to September 29, 2026 (5:00 PM)
  • Cut-off date for voting: September 23, 2026
  • Proposed remuneration increases effective from: August 01, 2026

Parties Involved

Board of Directors:

  • Mr. Mithlesh Kumar Gupta (Chairman & Independent Director, DIN: 07692870)
  • Mrs. Sapna Kansai (Executive Director, DIN: 06892410)
  • Mr. Sandeep Suri (Independent Director, DIN: 07693480)
  • Mr. Anurag Gupta (Managing Director, DIN: 00192888)
  • Mr. Nikhil Goel (Non Executive Non Independent Director, DIN: 01741446)
  • Mr. Sudesh Kumar Garg (Independent Director, DIN: 07692820)

Key Managerial Personnel:

  • Mr. Naveen Kansai (Chief Executive Officer)
  • Mr. Sharad Goel (Chief Financial Officer)
  • Mrs. Nikita Singla (Company Secretary & Compliance Officer)

Auditors:

  • Statutory Auditors: M/s Jain & Anil Sood, Chartered Accountants
  • Secretarial Auditor: Mr. Sanjiv Kumar Goel, Practicing Company Secretary

Bankers:

  • Punjab National Bank, Main Branch, Hisar

Business Operations

  • The company is engaged in manufacturing and sale of cotton yarn blended (textile product)
  • Gross receipts: ₹4,449.00 lakhs (previous year: ₹4,508.97 lakhs)
  • No change in nature of business during the year
  • No deposits accepted from public during the year
  • Entire profit retained in retained earnings (no dividend recommended)
  • No subsidiaries, associates or joint ventures

Special Business Items for AGM

Item 3: Special Resolution for increase in remuneration of Mr. Naveen Kansai (CEO)

  • Proposed increase to ₹2,75,000/- per month effective August 01, 2026
  • Breakdown: Salary ₹1,65,000/-, HRA ₹82,500/-, Special Allowance ₹27,500/-
  • Mr. Naveen Kansai is husband of Mrs. Sapna Kansai (Whole Time Director)
  • Requires shareholder approval as remuneration exceeds ₹2,50,000/- per month

Item 4: Special Resolution for increase in remuneration of Mrs. Sapna Kansai (Whole Time Director)

  • Proposed increase to ₹2,75,000/- per month effective August 01, 2026 until December 13, 2028
  • Breakdown: Salary ₹1,65,000/-, HRA ₹82,500/-, Special Allowance ₹27,500/-
  • Same terms and conditions as for Mr. Naveen Kansai

Corporate Governance

  • Compliance with corporate governance requirements as per SEBI LODR Regulations
  • Five Board meetings held during the year
  • All mandatory committees constituted (Audit, Nomination & Remuneration, Stakeholders Relationship)
  • Whistle Blower Policy/Vigil Mechanism in place
  • No material orders passed by regulators/courts
  • No frauds reported by auditors

Related Party Transactions

All related party transactions were in ordinary course of business at arm's length basis. Material transactions include:

  • Employment relationships with relatives of directors/KMPs
  • Rental transactions with Mr. Anuj Gupta (brother of Managing Director)
  • Purchase/sale transactions with Usha Yarns Limited (common directors)

Voting Arrangements

  • E-voting facility provided through CDSL
  • Scrutinizer: Mr. Sanjiv Kumar Goel, Practicing Company Secretary
  • Voting rights proportional to paid-up equity share capital as on September 23, 2026

Capital Structure

  • Paid-up equity share capital: ₹373.50 lakhs (37,35,000 equity shares of ₹10/- each)
  • No equity shares with differential voting rights, sweat equity, ESOPs issued
  • Promoter shareholding: 50.46% as on March 31, 2026

Other Disclosures

  • No material changes from end of financial year till date of report
  • Adequate internal financial controls system in place
  • Sexual harassment complaints: Nil received, Nil pending
  • CSR initiatives: Not applicable to the company
  • Energy consumption: Power 66,93,205 units (₹567.42 lakhs), Diesel generation 5,38,050 units (₹185.00 lakhs)

#Tags: #HisarSpinningMills #SEBIDisclosure #AnnualReport #AGMNotice #RemunerationIncrease #FinancialResults #RegulatoryCompliance #Neutral