United Cotfab Limited informed the Bombay Stock Exchange that its Board of Directors took note of the resignation of M/s. M. K. Samdani & Co. as the company's Secretarial Auditor. The resignation is effective from the closure of business hours on September 28, 2026.

The decision was communicated during a board meeting held on Tuesday, September 29, 2026. The meeting commenced at 12:05 pm and concluded at 12:30 pm. The filing was made pursuant to Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

Reason for resignation

The Secretarial Auditor tendered their resignation due to professional and other commitments. The firm stated that it was unable to continue acting in the capacity of Secretarial Auditor for the company. A copy of the resignation letter dated September 28, 2026, was enclosed with the disclosure.

M/s. M. K. Samdani & Co. confirmed that there are no other material reasons for their resignation other than those specified in their letter. The firm’s proprietor is Ms. Megha Kamal Samdani.

Disclosure details

The following table summarizes the key details provided in the regulatory filing regarding the cessation of the auditor's tenure:

The company confirmed that no appointment of a new Secretarial Auditor has been announced in this specific disclosure. The resignation letter expressed gratitude to the Board of Directors and management for the cooperation extended during the engagement.

United Cotfab has scheduled its third annual general meeting for September 30, 2026. The Board approved the annual report for FY26 and called the meeting to ratify significant related-party transactions totaling up to ₹300 crore.

The company issued the notice of the AGM along with the Annual Report for the Financial Year 2025-26 on September 8, 2026. The meeting will be held through Video Conferencing (VC) or Other Audio Visual Means (OAVM). Shareholders holding shares as of September 23, 2026, are eligible for remote e-voting.

Corporate Governance Updates

The Board seeks shareholder approval for the appointment of two new independent directors. Mrs Payal Jangir and Mr Rohit Ashokkumar Agrawal were appointed as additional independent directors on September 5, 2026. Their terms expire at the conclusion of the AGM.

Shareholders will vote on their formal appointment for five-year terms commencing September 30, 2026. Both directors hold master’s degrees and have received recommendations from the Nomination and Remuneration Committee.

Additionally, Mr Nirmalkumar Mangalchand Mittal retires by rotation and offers himself for re-appointment as a director. He holds 6,003,000 equity shares as on March 31, 2026, and attended all ten board meetings during FY26.

Related-Party Transactions

The most material agenda item involves approving ongoing transactions with promoter-linked entities. The Board seeks consent for aggregate transaction limits not exceeding:

These transactions involve the sale and purchase of products and raw materials. The company states these deals address temporary shortages and coordinate supply during unfavorable market conditions. All transactions will be conducted at arm’s length in the ordinary course of business.

Mr Nirmalkumar Mangalchand Mittal and Mr Gagan Nirmalkumar Mittal are promoters and directors interested in Vinod Spinners, United Polyfab Gujarat, and United Polyfab Private. Vishan International LLP is part of the promoter group.

Audit Appointments

The meeting will also ratify the remuneration of M/s M.I. Prajapati & Associates as Cost Auditor for FY27. The approved fee is ₹30,000 per annum plus applicable taxes and out-of-pocket expenses.

Furthermore, shareholders will approve the appointment of M/s Paliwal & Company as Secretarial Auditor for five consecutive financial years, from the conclusion of the 3rd AGM until the conclusion of the 8th AGM.

Source: https://lodr-files.dhan.co/lodr-inputs/Company/INE0S0I01011/6419402f-3c1d-4630-9f5f-aa01b5966e29.pdf