Bhilwara Spinners adopted its audited financial statements for the financial year ended March 31, 2026, during its 45th Annual General Meeting held on September 24, 2026. The meeting also saw the reappointment of key directors and approval of related party transactions.

Key resolutions passed

The shareholders approved several ordinary and special business items through e-voting and ballot papers. The Chairman provided an overview of the company's financial performance for FY26 and its future outlook.

Voting results and participation

The company disclosed detailed voting results pursuant to SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. A total of 7,404 shareholders were eligible to vote based on the cut-off date of September 17, 2026. Of these, 83 shareholders participated in the voting process either through remote e-voting or physical ballot at the meeting.

Promoters and promoter group members cast votes for 5,381,771 shares, representing 100% of their holding. Public shareholders voted 1,613,972 shares out of their total holding of 3,671,859 shares. The total number of votes polled across all resolutions was 6,995,743, representing approximately 77% of the outstanding shares.

For Resolutions 1 through 3, which included the adoption of financial statements, reappointment of Anshul Kothari, and approval of related party transactions, the votes were unanimous in favor with zero dissenting votes from both promoters and public shareholders.

Dissent on Independent Director appointment

A notable divergence appeared in the voting for Resolution 4, regarding the appointment of Himansu Jhamer as an Independent Director. While the resolution was approved by requisite majority, it recorded 400 votes against from public shareholders via e-voting. Promoters continued to vote unanimously in favor. The total votes in favor for this resolution stood at 6,995,343, slightly lower than the other resolutions due to the dissenting votes.

Director appointments and governance

Anshul Kothari, who serves as Managing Director, was elected as the Chairman of the meeting. He retired by rotation and was reappointed as a director in his place. The meeting also approved the appointment of Himansu Jhamer as an Independent Director.

Rajendra Kumar Jain, proprietor of M/s. R.K Jain & Associates, served as the Scrutinizer to supervise the remote e-voting and poll. The combined results of the voting along with the Scrutinizer's report are to be declared within two working days of the meeting's conclusion.

The meeting commenced at 11:00 am and concluded at 11:45 am at the company's registered office in Bhilwara, Rajasthan. Remote e-voting facilities were provided via National Securities Depository Limited from September 21 to September 23, 2026.

Bhilwara Spinners reported a net profit of ₹49.08 crore for FY26, marking a 184% increase from ₹17.31 crore in the previous year. The textile manufacturer saw its revenue from operations surge 198% to ₹744.75 crore, driven by the commencement of manufacturing operations in May 2026.

The company produced 45.39 lakh meters of denim fabric and 20.06 lakh meters of other fabrics during the period. Despite the significant top-line growth, profit before tax (PBT) rose only marginally by 5% to ₹25.62 crore, reflecting higher operational costs associated with scaling production.

Financial Performance

The company's financial results for the year ended March 31, 2026, highlight the impact of ramping up capacity:

Other income contributed ₹11.19 crore, a sharp rise from ₹1.00 crore in FY25, largely due to turnover subsidies and zero liquid discharge incentives. Finance costs increased significantly to ₹60.65 crore from ₹7.99 crore, aligning with the higher debt levels required for capital expenditure.

What the Numbers Show

A key divergence exists between revenue growth and profitability metrics. While revenue nearly tripled, PBT remained relatively flat, indicating that gross margins are under pressure during the initial phase of commercial production. However, the net profit figure was substantially boosted by a MAT credit entitlement of ₹31.35 crore, which offset the tax expense and drove the bottom-line growth beyond operational improvements alone.

Balance Sheet and Capital Structure

Total assets grew to ₹1,594.65 crore from ₹1,225.37 crore, driven by property, plant, and equipment additions of ₹580.44 crore. Borrowings increased to ₹1,038.79 crore (combining current and non-current liabilities) from ₹740.67 crore in FY25, supporting the capex cycle. The debt-equity ratio improved slightly to 1.27 from 1.46.

The Board did not recommend any dividend for FY26, deciding to retain the entire profit to fund future growth initiatives. The company also approved related-party transactions for FY27, including sales and purchases with group companies like Shree Barkha India Ltd., up to specified limits.