Celebrity Fashions Limited disclosed the voting results of its 37th Annual General Meeting (AGM), held on September 30, 2026, through Video Conferencing. All business items contained in the AGM notice were transacted and approved by shareholders with the requisite majority.

The meeting, conducted under Regulation 44(3) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, saw the adoption of audited financial statements for FY26 and the re-appointment of a director as the key agenda items.

Voting outcome on financial statements

The first ordinary resolution sought the adoption of the audited financial statements for the financial year ended March 31, 2026, along with the Board and Auditor reports. The resolution received overwhelming support from the promoter group, who cast 20,913,511 votes in favor, representing 100% of their polled votes.

Public shareholders also voted largely in favor, though a small fraction opposed. The total votes polled across all categories stood at 20,925,638, with 20,924,491 votes in favor and only 1,147 votes against. The resolution was declared passed.

Director re-appointment details

The second ordinary resolution concerned the re-appointment of Venkatesh Rajagopal (DIN: 00003625), who retired by rotation and offered himself for re-election. This item was marked as one where promoters had an interest.

Promoters and their group cast 9,470,928 votes in favor, accounting for 100% of their valid polled votes. Public non-institutional shareholders contributed 10,980 votes in favor and 1,147 votes against. The resolution was passed with a total of 9,481,908 votes in favor out of 9,483,055 total valid votes polled.

What the numbers show

A distinct divergence appears in shareholder participation between the two resolutions. While the adoption of financial statements saw a total vote poll of 20,925,638, the director re-appointment vote count dropped significantly to 9,483,055. This reduction is primarily attributed to 11,442,583 invalid or abstained votes recorded from the Promoter and Promoter Group category specifically for the second resolution. In contrast, there were zero invalid votes for the first resolution. This suggests that while promoters fully supported the financials, a substantial portion of their holding was either abstained or marked invalid for the specific director re-appointment, despite the final result remaining unchanged due to the high margin of support from other categories.

Celebrity Fashions reported a net loss of ₹15.72 crore for the financial year ended March 31, 2026, an improvement from the ₹18.26 crore loss recorded in FY25. The company’s revenue from operations grew 4% year-on-year to ₹172.06 crore, driven by higher export volumes despite significant headwinds from US tariff policies.

Financial Performance

Revenue from operations stood at ₹172.06 crore in FY26, up from ₹165.26 crore in the previous year. Exports contributed ₹160.27 crore to this total, while domestic sales accounted for ₹7.09 crore. Other operating revenues, including export incentives and job contract manufacturing activities, added ₹4.70 crore.

The company reported an EBITDA loss of ₹5.50 crore for FY26, compared to an EBITDA loss of ₹6.63 crore in FY25. Total expenses amounted to ₹188.20 crore, rising from ₹183.93 crore in the prior year. Cost of materials remained relatively stable at ₹74.08 crore, while employee benefit expenses were ₹60.75 crore.

Tariff Impact and Capacity Rationalisation

A significant portion of the company’s rebuilt customer base was exposed to the US market. Additional tariffs imposed on supplies from India led customers to seek substantial price reductions. To preserve these strategic relationships, Celebrity Fashions absorbed approximately ₹18.70 crore in tariff-related discounts and price reductions during FY26.

Simultaneously, the company continued its capacity rationalisation programme. The closure of the additional manufacturing facility at Avadi, initiated in February 2025 and completed in August 2025, involved one-time costs of approximately ₹6.25 crore. This move aimed to align manufacturing capacity with commercially sustainable business levels following the exit of VF Corporation from its supply base.

Balance Sheet and Capital Structure

The company completed the repayment of its Cumulative Redeemable Preference Shares (CRPS) in March 2026, marking the full redemption of this instrument. Paid-up equity share capital increased to ₹64.55 crore from ₹59.68 crore, following a preferential allotment of 48,69,933 equity shares at ₹10.31 per share.

Total assets decreased to ₹111.60 crore from ₹147.03 crore in the previous year. Current assets fell significantly to ₹84.22 crore from ₹114.43 crore, driven by a sharp reduction in trade receivables to ₹24.25 crore from ₹53.11 crore and inventories to ₹27.19 crore from ₹47.54 crore. Net debt improved to (₹51.38 crore) from (₹58.38 crore).

What the Numbers Show

The divergence between revenue growth and margin expansion highlights the severity of the tariff impact. While revenue increased by ₹6.80 crore, the company absorbed ₹18.70 crore in tariff-related discounts. This suggests that without these concessions, the operational performance would have been materially stronger. The narrowing net loss is therefore driven more by cost rationalisation and working capital efficiency than by top-line pricing power.

Corporate Governance and AGM

The company scheduled its 37th Annual General Meeting for September 30, 2026, to be held via Video Conferencing. Key agenda items include the adoption of audited financial statements for FY26 and the re-appointment of Mr. Venkatesh Rajagopal as a director. No dividend was recommended for the year due to accumulated losses.