Osiajee Texfab Limited shareholders approved a subdivision of equity shares during the company's 31st Annual General Meeting held on September 29, 2026. The resolution authorizes splitting each existing share with a face value of ₹10 into ten shares of ₹1 each. All ten resolutions transacted at the meeting were passed unanimously with 100% votes in favor.

The meeting also ratified the reappointment of Reema Saroya as Managing Director for a further term of five years, effective June 8, 2026, through June 7, 2031. Additionally, the board approved changes in directorial roles and the appointment of new independent directors to strengthen governance structures.

Voting results and participation

The disclosure of voting results confirms that all business items were approved by the requisite majority. A total of 41 public shareholders attended the meeting via video conferencing, while no promoters or promoter group members participated directly or through proxies. The total number of shares voted across all resolutions stood at 1,414,314, representing approximately 26.19% of the company's total outstanding equity shares of 5,400,000.

Key resolutions passed

The annual general meeting addressed several critical corporate actions, including financial statement adoption and leadership continuity. The following table summarizes the primary resolutions transacted:

Governance and leadership updates

Beyond the stock split, the shareholders voted on significant changes to the board composition. Megha Jain’s designation was altered from Non-Executive Director to Whole-Time Director for a period of five consecutive years, effective June 22, 2026. This move signals a deeper operational involvement from her side within the company’s management framework.

The meeting also saw the appointment of three new Non-Executive Independent Directors: Dolly Seth, Gurmeet Kaur, and Karan Kumar. Each was appointed for a term of five consecutive years commencing August 24, 2026, and ending August 23, 2031. These appointments are not liable to retirement by rotation, ensuring stability in independent oversight for the next half-decade. Additionally, Mehul Jagdish Modi was re-appointed as an Executive Director liable to retire by rotation.

Financial and audit approvals

Shareholders adopted the audited standalone and consolidated financial statements for the fiscal year ended March 31, 2026. The statutory auditors, S.C. Mehra & Associates, submitted reports without any qualification or modified opinion. However, the secretarial audit report by JPM & Associates contained qualifications, which were noted by the members.

The board also approved the appointment of JPM & Associates LLP as the Secretarial Auditor for the financial years 2026-27 through 2030-31. This ensures continuous compliance oversight for the next five years. The meeting was conducted via video conferencing, with remote e-voting facilitated by CDSL.

What the numbers show

The voting data reveals a distinct pattern in shareholder engagement relative to ownership structure. While public institutions held 766,499 shares, they cast votes for 706,499 shares (92.17% participation). In contrast, public non-institutions, who held a significantly larger stake of 4,483,501 shares, voted only 707,815 shares (15.79% participation). Despite this disparity in retail participation rates, every resolution received 100% support from those who voted, indicating strong consensus among active shareholders on the proposed corporate actions.

Osiajee Texfab Limited has scheduled its 31st Annual General Meeting for Tuesday, September 29, 2026, at 4:00 pm via video conferencing. The meeting will address critical corporate actions, including a proposed 10:1 stock split and significant board composition changes.

Share Capital Restructuring

The Board proposes sub-dividing each existing equity share of face value ₹10 into ten equity shares of face value ₹1. This alteration aims to enhance liquidity and broaden retail participation while keeping the aggregate paid-up capital unchanged at ₹5.4 crore. Upon approval, the authorized share capital will increase from 1.05 crore shares to 10.5 crore shares.

Board Composition Changes

Several director appointments and reappointments are on the agenda:

• Reema Saroya: Reappointment as Managing Director for five years (June 8, 2026 – June 7, 2031).
• Megha Jain: Change in designation from Non-Executive Director to Whole-Time Director for five years.
• Mehul Jagdish Modi: Reappointment as Executive Director by rotation.
• New Independent Directors: Appointment of Ms. Dolly Seth, Ms. Gurmeet Kaur, and Mr. Karan Kumar for five-year terms commencing August 24, 2026.

Financial Performance Context

The AGM coincides with the release of the Annual Report for FY26. On a consolidated basis, the company reported revenue from operations of ₹648.94 lakh, down from ₹709.09 lakh in FY25. However, profit before tax rose to ₹554.74 lakh from ₹500.44 lakh, driven by other income which surged to ₹64.97 lakh from ₹2.65 lakh. Standalone operations generated negligible revenue of ₹0.52 lakh but posted a profit of ₹63.93 lakh against a loss of ₹2.06 lakh in the prior year.

Regulatory Compliance

The virtual meeting format adheres to Ministry of Corporate Affairs General Circular No. 14/2020 and subsequent circulars, including Circular No. 09/2024. It also complies with SEBI Circular No. SEBI/HO/CFD/CFD-PoD-1/P/CIR/2024/133 dated October 3, 2024. Reema Saroya, Managing Director, signed the submission to BSE Limited on September 3, 2026.