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.

Osiajee Texfab appointed three new independent directors while accepting the resignations of three existing board members on August 24, 2026.

The Board of Directors approved the appointments of Ms. Dolly Seth, Ms. Gurmeet Kaur, and Mr. Karan Kumar as Additional Directors (Non-Executive and Independent). Their terms are effective from August 24, 2026, for five years, subject to shareholder approval at the ensuing general meeting.

Concurrently, the board accepted the resignations of Ms. Sunita Devi, Mr. Ankur Verma, and Mr. Akash Rai as Non-Executive Independent Directors, effective immediately. All three cited unavoidable personal situations in their resignation letters and confirmed no other material reasons for their departure.

Committee Reconstitution

The composition of key board committees was updated following these changes:

Ms. Gurneet Kaur serves as Chairperson for both the Audit Committee and the Nomination and Remuneration Committee. Ms. Vibha Jain chairs the Stakeholders Relationship Committee.

AGM Details

The board also approved the notice for the Annual General Meeting (AGM) and the Director’s Report for FY25–26. The 31st AGM is scheduled for September 29, 2026, to be conducted via Video Conferencing or Other Audio-Visual Means (VC/OAVM).

M/s JPM & Associates LLP was appointed as the Scrutinizer to oversee the e-voting process for the meeting.