Summary Of Proceedings of 38th Annual General Meeting of
Ambika Cotton Mills Limited
A. Date, time and Venue of the Annual General Meeting
The 38th Annual General Meeting of Ambika Cotton Mills Limited was held on Tuesday
2gth September, 2026 through VO/OAVM at the deemed venue of the Registered Office
of the Company. The meeting commenced at 12.00 Noon and concluded at 2.00 PM
on the same date.
B. Proceeding in brief:
Sri. P.V.Chandran Chairman and Managing Director Chaired the Meeting
- The requisite quorum being present, the Chairman declared the meeting as
commenced - The Chairman addressed the Shareholders
- Mrs. Vidya Jyothish Director started with the formal proceedings of the meeting.
She informed that the meeting was held through VC/ OAVM in compliance with
the circulars issued bythe Ministry of Corporate Affairs, Government of India and
Securities and Exchange Board of India. - She further informed the shareholders that e- Voting facility being provided by
the company through CDSL commenced at 9.00 AM on 26th September 2026 and
ended at 5.00 PM on 28th September 2026. - She further informed the shareholders that the members who have not casted
their vote through remote e-Voting and are otherwise not barred from doing so,
can vote through Venue Voting facility . - The following items of the business as set out in the 38th Annual General Notice
calling the meeting were put for Shareholders’ approval.
| Resolution No. | Resolution Description |
|---|---|
| 1 | Ordinary Resolution – To receive, consider, approve and adopt the Audited Financial Statements of the Company for the year ended 31st March, 2026 comprising of the Balance Sheet as at 31st March , 2026, Statement of Profit and Loss and Cash Flow Statement for the year ended on that date together with the Reports of Directors and Auditors thereon. |
| 2 | Ordinary Resolution – To declare a Final Dividend for the Financial Year 2025-2026. |
| 3 | Ordinary Resolution – To appoint a Director in place of Dr. K.Venkatachalam (DIN 01062171) who retires by rotation and being eligible offers himself for re-appointment. |
| 4 | Special Resolution – Re Appointment of Sri. P.V. Chandran (DIN:00628479) as Managing Director. |
| 5 | Special Resolution – Approval for Continued Holding of Office by Dr.K.Venkatachalam (DIN: 01062171) as Non-Executive Director upon attaining the age of 75 Years and thereafter in accordance with Regulation 17(1A) and the proviso there to of SEBI (Listing Obligations and Disclosure Requirements) |
| 6 | Special Resolution – Re Appointment of Mrs. Vijayalakshmi Narendra (DIN: 00412374) as Independent Women Director |
| 7 | Special Resolution – Appointment of Sri K. Murali Mohan (DIN:00626361) as Independent Director |
| 8 | Ordinary Resolution – To ratify/confirm the Remuneration of the Cost Auditors for the financial year 2026-27 |
The text of resolutions along with explanatory statement has already been circulated
- The members actively participated and called for information through e-mails and also at the meeting which were categorized and answered by the Chairman. The members who have participated duly appreciated the performance of the Company
- It was informed to the members that Mr. N.Kulandaivel, Chartered Accountant , Coimbatore was appointed as the scrutinizer for the purpose of scrutinizing the e-voting process.
- It was further informed to the members that the results of the e-voting shall be disseminated to the stock exchanges and also uploaded on the website of the company and CDSL (www.evotingindia.com) within 2 working days of conclusion of the Annual General meeting
- Thereafter Mrs. Vidya Jyothish , Director concluded the meeting with a vote of thanks to the Chairman, Directors present, Auditors and Shareholders’.
Manner of Approval
- Pursuant to the provisions of the Companies Act, 2013 and Regulation 44 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirement) Regulations, 2015 (the “Listing Regulations”) , the company had provided remote e-voting facility to the Members to cast votes electronically, on all the resolutions set out in the notice.
- Further the facility to vote on the resolutions through electronic voting system at meeting (venue voting) was made available to the Members who participated in the meeting and had not cast their votes through remote e-voting
- The results on all the resolutions set out in the Notice calling the Annual General meeting shall be disseminated shortly.