Indian Terrain Fashions Limited has closed its trading window for dealing in company securities from September 30, 2026. The closure remains in effect until 48 hours after the declaration of un-audited financial results for the quarter and half year ending September 30, 2026.

This action is taken pursuant to the SEBI (Prohibition of Insider Trading) Regulations, 2015, as amended, and the company's internal Code of Conduct. The restriction applies to promoters, directors, designated persons, specific connected persons, insiders, and their immediate relatives.

Restrictions on Insider Trading

During the closure period, relevant individuals are prohibited from entering into any transaction involving the securities of the company. They are also barred from communicating unpublished price sensitive information to any person, including other insiders.

Exceptions apply only where such communication is necessary for legitimate purposes, performance of duties, or discharge of legal obligations. The company stated that the date of the Board Meeting for approving the financial results will be intimated in due course.

Compliance and Governance

The notice was issued by Sainath Sundaram, Company Secretary and Compliance Officer, on September 28, 2026. This procedural step ensures adherence to regulatory norms regarding insider trading during sensitive periods preceding earnings announcements.

Indian Terrain Fashions Limited concluded its 17th Annual General Meeting on September 9, 2026. Shareholders approved the audited standalone financial statements for FY26 and reappointed Mrs. Rama Rajagopal to the board.

The meeting commenced at 11:00 am and ended at 11:38 am via video conferencing. Fifty-eight members holding 1,76,30,724 equity shares attended virtually. No proxies were appointed.

Board and Management Attendance

The Chairman & Whole-time Director, Mr. Venkatesh Rajagopal, chaired the proceedings. Other directors present included Managing Director & CEO Mr. Charath Ram Narsimhan and Independent Director Mr. Tarique Ansari.

Statutory Auditors M/s. SRSV & Associates and Secretarial Auditors M/s. BP & Associates were also present.

Voting Results

Remote e-voting via Central Depository Services India Ltd (CDSL) ran from September 4 to September 8, 2026. The scrutiniser’s report confirmed that all three resolutions were passed with the requisite majority.

Resolution 1: Adoption of Financial Statements

The ordinary resolution to adopt the FY26 standalone financial statements received overwhelming support. Promoter group shareholders, holding 1,59,84,648 shares, voted 100% in favour. Public non-institutional shareholders polled 14,53,733 votes, with 99.98% in favour and only 224 votes against.

Resolution 2: Reappointment of Mrs. Rama Rajagopal

The ordinary resolution for the reappointment of Mrs. Rama Rajagopal, who retires by rotation, saw higher dissent from public shareholders. While promoters voted 100% in favour (76,17,718 votes), public non-institutional shareholders cast 8,439 votes against the resolution, representing 0.58% of their polled votes. The resolution passed with 99.91% overall support.

Resolution 3: Continuation as Non-Executive Director

The special resolution to continue Mrs. Rajagopal’s appointment as a Non-Executive and Non-Independent Director was voted on exclusively by public non-institutional shareholders, as the promoter group did not vote on this item. It passed with 99.42% support, with 8,439 votes recorded against.

What the Numbers Show

Promoter participation varied significantly across resolutions. The promoter group cast full votes (1,59,84,648 shares) on the adoption of financial statements but abstained from voting on the special resolution regarding Mrs. Rajagopal’s continued tenure as a non-executive director. This abstention shifted the voting weight entirely to public non-institutional shareholders for the third resolution, where they demonstrated near-unanimous support despite minor dissent.