Nitin Spinners Limited has successfully concluded its postal ballot process with shareholders demonstrating strong support for the company's strategic financial initiatives. The scrutinizer's report, dated March 16, 2026, reveals overwhelming approval for two critical special resolutions that will enhance the company's borrowing capabilities.

Postal Ballot Process Overview

The postal ballot was conducted entirely through electronic voting, with CS Manoj Maheshwari of V. M. & Associates serving as the appointed scrutinizer. The Board of Directors appointed the scrutinizer at their meeting held on January 31, 2026, in compliance with Section 108 and 110 of the Companies Act, 2013.

Resolution Results and Voting Pattern

Both special resolutions achieved identical approval rates, demonstrating unified shareholder confidence in the company's financial strategy. The voting results show strong participation across all shareholder categories.

Resolution 1: Authorization to Borrow Money

Resolution 2: Authorization for Security Creation

Shareholder Category Analysis

The voting pattern reveals strong support across all shareholder categories, with promoters showing unanimous approval and institutional investors demonstrating high participation rates.

Compliance and Process Management

The postal ballot process adhered to all regulatory requirements under the Companies Act, 2013 and SEBI LODR Regulations, 2015. National Securities Depository Limited provided the e-voting platform, while Bigshare Services Private Limited served as the Registrar and Share Transfer Agent.

The company dispatched notices to 33,808 shareholders via email on February 11, 2026, and published advertisements in Business Standard (English) and Pratahkal (vernacular) newspapers on February 12, 2026, ensuring comprehensive shareholder communication.

Resolution Implementation

Both special resolutions are deemed passed as of March 13, 2026, the last date for e-voting. The resolutions authorize the Board of Directors to exercise enhanced borrowing powers under Section 180(1)(c) of the Companies Act, 2013, and create security on the increased borrowing capacity under Section 180(1)(a) of the same Act. These approvals provide the company with greater financial flexibility for future business operations and growth initiatives.

Nitin Spinners Limited has issued a postal ballot notice to shareholders seeking approval for special resolutions that would significantly enhance the company's borrowing capacity and financial flexibility. The textile manufacturer is proposing to increase its borrowing authorization from Rs 2000 crores to Rs 3000 crores, representing a substantial expansion in its financial framework.

Postal Ballot Details and Timeline

The company has structured the postal ballot process with specific timelines for shareholder participation:

Shareholders whose names appear in the Register of Members as on the cut-off date of February 6, 2026 will be eligible to participate in the voting process through the remote e-voting system provided by National Securities Depository Limited (NSDL).

Special Resolutions Under Consideration

The postal ballot encompasses two interconnected special resolutions designed to enhance the company's financial capabilities:

The first resolution seeks to supersede the previous authorization granted at the 32nd Annual General Meeting held on September 16, 2024, expanding the borrowing limit to Rs 3000 crores. The second resolution provides corresponding authorization for creating mortgages and charges on company assets to secure the enhanced borrowing capacity.

Business Rationale and Strategic Context

According to the explanatory statement, the increased borrowing authorization is necessitated by the company's solar power project and potential future expansion initiatives. The company has identified the need for additional borrowings to support these strategic developments, requiring revision of existing borrowing limits.

The proposed borrowing framework allows the Board of Directors to:

• Borrow funds on terms and conditions as deemed appropriate
• Secure borrowings through mortgage and charge creation on movable and immovable properties
• Access both fund-based and non-fund-based facilities
• Maintain flexibility in structuring financial arrangements with lenders

Governance and Compliance Framework

The company has appointed CS Manoj Maheshwari (FCS: 3355) as the Scrutinizer, with CS Priyanka Agarwal (FCS: 11138) serving as Alternate Scrutinizer from V.M & Associates to ensure fair and transparent conduct of the postal ballot process. The voting process will be conducted entirely through electronic means, with no physical postal ballot forms being distributed to shareholders.

The resolutions require approval under Sections 180(1)(c) and 180(1)(a) of the Companies Act, 2013, as the proposed borrowing limits may exceed the aggregate of the company's paid-up capital, securities premium, and free reserves. The Board has confirmed that no Directors, Key Managerial Personnel, or their relatives have any financial interest in the proposed resolutions.