Modella Woollens Limited declared the voting results for its 64th Annual General Meeting held on September 30, 2026. Both ordinary resolutions proposed at the meeting were passed with significant shareholder support.

The first resolution, concerning the adoption of the audited financial statements for FY26, received 568,221 votes in favour against just 6 votes against. The second resolution, regarding the re-appointment of Chairman Sandeep P. Shah, saw identical voting patterns, with 568,221 votes in favour and 6 against.

Voting participation breakdown

The meeting recorded a total of 5,120 shareholders on the record date of September 23, 2026. Notably, no shareholders attended the meeting in person or through proxies. All voting was conducted via remote e-voting or ballot, as per SEBI regulations which prohibit show-of-hands voting when e-voting is offered.

The promoter and promoter group held 420,122 shares and cast all their votes in favour through ballot. Public institutions held 146,542 shares, with 145,863 votes polled in favour via e-voting. Public non-institutions held 343,336 shares, but only 2,242 votes were polled, resulting in a low participation rate from this segment.

Scrutinizer report highlights

Upendra Shukla & Associates served as the scrutinizer for the meeting. The report noted that out of 32 ballot papers received, 7 were rejected due to signature mismatches and 1 was rejected for being incomplete. The remaining valid ballots were combined with remote e-voting data to determine the final outcome.

What the numbers show

A distinct divergence exists between institutional and retail participation. While public institutions voted nearly 99.5% of their holding, public non-institutions voted only 0.65% of their total shareholding. This suggests that retail shareholders largely abstained from exercising their voting rights, leaving the outcome heavily dependent on promoter and institutional support.

Modella Woollens reported a net loss of ₹19.95 lakh for the fiscal year ended March 31, 2026, widening from the previous year’s loss of ₹17.22 lakh. The company generated no operating revenue, relying entirely on other income to offset administrative costs.

The Board scheduled its 64th Annual General Meeting for September 30, 2026, to approve the financial statements and seek the re-appointment of Chairman Sandeep P. Shah. No dividend was recommended for the year.

Financial Performance

Modella Woollens recorded total income of ₹6.88 lakh, comprising professional fees, commissions, and interest on tax refunds. This represents a marginal increase from ₹6.67 lakh in FY25. However, total expenses rose significantly to ₹26.82 lakh from ₹23.97 lakh in the prior year, driven by higher employee benefits and other administrative costs.

Employee benefit expenses increased to ₹7.67 lakh from ₹6.96 lakh, while other expenses jumped to ₹19.11 lakh from ₹16.98 lakh. Depreciation remained negligible at ₹0.04 lakh.

Balance Sheet Health

The company’s financial position deteriorated further during the year. Cash and cash equivalents plummeted to ₹0.50 lakh from ₹17.61 lakh in FY25, reflecting the cash burn associated with ongoing operations without revenue generation. Total assets stood at ₹4.96 lakh, compared to total liabilities of ₹5.82 lakh.

Equity share capital remained unchanged at ₹91.00 lakh. However, accumulated losses pushed total equity into negative territory at (₹53.28 lakh), down from (₹33.33 lakh) in the previous year. The current ratio fell sharply to 0.04 from 0.34, indicating severe liquidity constraints.

What the Numbers Show

The divergence between rising expenses and stagnant income highlights the unsustainable cost structure of the business. With no revenue from operations, every rupee spent on employee benefits and administrative overhead directly erodes the already negative equity. The near-total depletion of cash reserves to just ₹0.50 lakh suggests the company has minimal runway to cover future obligations without external capital infusion or asset liquidation.

Auditor’s Observation

Statutory auditors Kochar & Associates highlighted a material uncertainty related to going concern. They noted that accumulated losses have fully eroded the company’s net worth and that current liabilities exceed current assets. While the financial statements were prepared on a going concern basis based on management representations, the auditors emphasized that these conditions cast significant doubt on the company’s ability to continue operations.

Corporate Governance

The Board comprises four directors, including Chairman Sandeep P. Shah, who retires by rotation and seeks re-appointment. The company had only three employees during the year: a CEO, CFO, and Company Secretary. No managerial remuneration was paid to directors, though the CEO saw a 48% increase in remuneration.