Submission of 33rd Annual Report of the Company for the Financial Year 2025-26

SRmTEX FASHIONS LIMITED AA Govt. Recognised Export House Men's faahlon technology 03.09.2026 Department of Corporate Affairs BSE Limited Phiroze Jeejeeboy Towers, DDalal Street, Mumbai-400001 SScrip Code: 521206 SSubject: Submission of 33""Annual Report of the Company for the Financial Year 2025-26 Dear Sir, Pursuant to Regulation 34(1) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended, we are hereby submitting the copy of the 33d Annual Report of the Company for the Financial Year 2025-26. Further, as per requirement of Regulation 36(1)(b) of SEBI LODR Regulations, 2015, a separate letter providing the web-link, including the exact path, where complete details of the Notice of 33rd AGM and Annual Report FY 2025-26 is available, to those Shareholder(s), who have not registered their e mail address(es), is also being sent. Kindly take note of thes ame and acknowledge the receipt. Thanking You Yours Faithfully For Samtex Fashions Limited Rinki Rani Company Secretary & Compliance Officer M. No. A51516 Encl: as above Regd. Office & Works: Khasra No. 62 D1/3 Industrial Area Rajarampur, Sikandrabad, Bulandshahr UP-203205 IN Delhi Office: Unit No. 137, DLF Prime Tower, F Block Okhla Phase-I, New Delhi-110020, Telephone No. 011-49025972 CIN: L17112UP1993PLCO22479, E-Mailid: samtex.compliance@gmail.com Website-www.samtexfashions.com SAMTEX FASHIONS LIMITED 33rd ANNUAL REPORT 2025-2026 BOARD OF DIRECTORS AND KEY MANAGERIAL PERSONNEL Atul Mittal Chairman and Managing Director Preeti Saxena Independent Director Pankila Bhardwaj Independent Director Shweta Gautam Independent Director Atul Mittal Chief Financial Officer CS Rinki Rani Company Secretary & Compliance Officer STATUTORY AUDITORS SECRETARIAL AUDITORS M/s Kapil Kumar & Co. M/s DMK Associates Chartered Accountants Company Secretaries 3rd Floor, S.R.K Mall, 31/36, Basement, Old Rajinder Nagar, 14 Mall Road, Amritsar-143001 New Delhi- 110060 INTERNAL AUDITORS BANKERS D S Nayak& Associates (DebanandNayak) STATE BANK OF INDIA Company Secretary in Practice Brach Details Regd. Office: B-101, KhushiBasera, JawaharVayaparBhawan, Hanspal, Bhubaneswar-751006 Tolstoy Marg, New Delhi - 110 001 REGISTERED OFFICE CORPORATE OFFICE Khasra No 62, D 1/3 Industrial Area, Unit No. 137, DLF Prime Tower, F-Block, Rajarampur, Sikandrabad, Bulandshahr UP 203205 Okhla, Phase-I, New Delhi – 110020 Phone No. 011-49025972 Phone No. 011-49025972 REGISTRAR AND TRANSFER AGENT (RTA) STOCK EXCHANGE M/sBeetal Financial & Computer Services Pvt. Ltd. BSE Limited Beetal House, 3rd Floor, 99, Madangir, Behind LSC, New Delhi - 110062, Ph. 011-29961281-282 Fax: 011-29961284 INDEX Content Page No. Notice of AGM 1-16 Board Report 17-49 Management Discussion and Analysis 50-53 Corporate Governance Report 54-74 Certificate of Non-Disqualification of Director 75-76 PCS Certificate on Corporate Governance 77-77 MD & CFO Certification 78-78 Standalone Auditors' Report 79-95 Standalone Financial Statement 96-115 Consolidated Auditors' Report 116-128 Consolidated Financial Statement 129-154 SAMTEX FASHIONS LIMITED Corporate Identification Number (CIN): L17112UP1993PLC022479 Registered Office and Works: Khasra No 62 D1/3 Industrial Area RajarampurSikandrabadBulandshahr UP- 203205.Tel. No.:011-49025972 E-mail: samtex.compliance@gmail.com; Website: www.samtexfashions.com NOTICE OF 33rdANNUAL GENERAL MEETING Notice is hereby given that the 33rd Annual General Meeting (“AGM”) of the Members of SAMTEX FASHIONS LIMITED will be held on Tuesday, 29th September, 2026 at 01:00 P.M. Indian Standard Time (IST) through Video Conferencing or Other Audio Visual Means (VC/OAVM) to transact the following business: ORDINARY BUSINESS: 1. To receive, consider and adopt the Standalone and Consolidated Audited Financial Statements of the Company for the Financial Year ended 31st March 2026, together with the Reports of the Board of Directors and Auditors thereon. 2. To appoint a Director in place of Mr.Atul Mittal (DIN: 00223366), who retires by rotation and being eligible, offers himself for re-appointment. SPECIAL BUSINESS: 3. Shifting of Registered Office within the same State and sameROC To consider and if thought fit, to pass, with or without modification(s), the following Resolution as a Special Resolution: “RESOLVED THAT pursuant to the provisions of Section 12 of the Companies Act, 2013 read with Rule 27 of the Companies (Incorporation) Rules, 2014 and other applicable provisions, if any, of the Companies Act, 2013 and the rules and regulations made thereunder(including any statutory modification or re-enactment thereof for the time being in force), the consent of the members be and is hereby accorded for shifting of the Registered Office of the Company from its existing address at Khasra No. 62 D1/3 Industrial Area Rajarampur, Sikandrabad, Bulandshahr, Uttar Pradesh-203205 to Plot No. 163, UdhyogVihar Extension, Greater Noida, Gautam Buddha Nagar, Uttar Pradesh -201310, which is outside the local limits of the city, town, or village where the present Registered Office is situated but within same state and under the jurisdiction of the same Registrar of Companies, with effect from 01stOctober, 2026. RESOLVED FURTHER THAT the Board of Directors, be and is hereby authorized to do all such acts, deeds and things and execute all such documents as may be required to give effect to the above resolution and sign/digitally sign and submit/file/e-file all the necessary form/e-forms/returns in this regard to Registrar of Companies or any other authority as may be required and updating statutory records, informing stakeholders, and taking all acts, deeds, and matters as may be necessary for this purpose and also to settle any question, difficulty or doubt that may arise in this regard without requiring to secure any further consent or approval of the shareholders of the Company” Date: 27.08.2026 By order of the Board Place: New Delhi SAMTEX FASHIONS LIMITED Sd/- Rinki Rani Company Secretary & Compliance Officer Membership Number: A51516 Registered Office: Khasra No 62 D1/3 Industrial Area RajarampurSikandrabadBulandshahr UP- 203205 CIN: L17112UP1993PLC022479 Website: www.samtexfashions.com E-mail: samtex.compliance@gmail.com Tel.: 011-49025972 NOTES: 1. The Ministry of Corporate Affairs (“MCA”) has vide its General Circular No. 03/2025 dated 22 September 2025 read with General Circular No. 20/2020 dated May 5, 2020 and other circulars issued in this regard (collectively referred to as “MCA Circulars”), has permitted companies to conduct Annual General Meeting (AGM) through Video Conferencing (VC) or Other Audio Visual Means (OAVM)” till further orders. Further, pursuant to the applicable provisions of the Companies Act, 2013 (‘the Act’), SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (‘SEBI Listing Regulations’) and applicable SEBI Circulars/ Master circulars, the 33rd AGM of the Company is being held through VC /OAVM without the physical presence of the Members at a common venue. The proceedings of the 33rd AGM shall be deemed to be conducted at the registered office of the Company i.e. Khasra No 62 D1/3 Industrial Area RajarampurSikandrabadBulandshahar UP- 203205. The detailed procedure for participating in the meeting through VC / OAVM is appended herewith and also available at the Company's website www.samtexfashions.com. 2. The explanatory statement pursuant to Section 102(1) of the Companies Act, 2013, setting outmaterial facts concerning the Special Business under Item No. 3 of the Notice, is annexed hereto and forms part of the Notice.The relevant details pursuant to Regulations 36(3) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (SEBI Listing Regulations) and Secretarial Standards on General Meetings issued by the Institute of Company Secretaries of India, in respect of Directors seeking appointment/ reappointment at this AGM are also annexed to thisNotice as An [Showing first 8,000 characters — download PDF for full document]