Annual Report for the financial year 2025-26 is enclosed

InRERE SPINNING MILLS liTD. Regd. Office a Corporate Ofrfee : 373, Industrial AreaA LUDHLANA -141 003 (INDIA) Phones : +91-161-2600701 to 705. 2606977 to 980 Fax : +91-161-2222942, 2601956 E-mail : secnsm@owmnahar.com Web site : www.owrmnahar.com C|N No.: L17115PB1980PLC004341 GST No. : 03AAACN5710DIZ6 NSML/SD/2026-27/ AUGUST 25, ZOZ6''d The BSE Limite25thFloor,P.J. Tower, The National Stock Exchange of India Limited . Exchange Plaza, 5th Floor, Plot No. C/1, G-Block Dalal Street, MumbaiMUMBAI-400001 Bandra-Kurla Complex, Bandra (E) MUMBAl -400 051 SCRIP CODE: 500296 SYMBOL: NAHARSPING SELANNUALREPORT20252£ Dear Sir"adan, Pursuant to the requirements of Regulation 34 of SEBI (Listing Obligations and Disclosure Requirements)Regulations,please.findenclosedherewithAmulReponoftheCompanyfor the Financial Year 2025-26. ThesamehasalsobeenuploadedonCompany'swebsitei>e.www:owmnahar.com. ThisisfortheinfomationofthegeneralpublicaswellasmembersoftheExchange. Thanking you, Yours futhfully, For NAIIAR SPINNING MILLS LINITED ...- ±+. _ , @RIJ SHARMA) COMPANY SECRETARY M. No.F2458 Encl. As above Gurugram Off)c® : Flat No. 22-a, Sector-18, Gurugram i 120 015 Ph. : +91-124-2430532, 2430533 Fax : +91-124-2430536 E-mail : delhi@ovminahar.com 4466tthh ARK OF INTEGRIT AANNNNUUAALL RREEPPOORRTT The Nahar Group 22002255--2266 SSPPIINNNNIINNGG MMIILLLLSS LLIIMMIITTEEDD BOARD OF DIRECTORS Sh. Jawahar Lal Oswal Chairman Sh. Dinesh Oswal Managing Director Sh. Kamal Oswal Director Sh. Dinesh Gogna Director Sh. Satish Kumar Sha rma Director Dr. Manisha Gupta Independent Director Dr. Vijay Asdhir Independent Director Dr. Roshan Lal Behl Independent Director Dr. Yash Paul Sachdeva Independent Director Dr. Anchal Kumar Jain Independent Director CHIEF FINANCIAL OFFICER G.M. (FINANCE) COMPANY SECRETARY Sh. Anil Garg Sh. P. K. Vashishth Sh. Brij Sharma AUDITORS REGISTRAR & SHARE TRANSFER AGENT M/s Gupta Vigg & Co., M/s Alankit Assignments Limited Chartered Accountants Alankit House, 4E/2, 101, Kismat Complex, G.T. Road, Jhandewalan Extension Miller Ganj, Ludhiana - 141 003. New Delhi - 110 055. PRINCIPAL BANKERS : Punjab National Bank, State Bank of India REGD. OFFICE : 373, Industrial Area- 'A', Ludhiana-141 003 WORKS : 427, Industrial Area - 'A', Ludhiana (Punjab) Dhandari Kalan, G.T. Road, Ludhiana (Punjab) Village Simrai, Mandideep, Distt. Raisen (M.P.) Village Lalru and Lehli, Distt. S.A.S. Nagar (Punjab) Village Jalalpur, Distt. S.A.S. Nagar (Punjab) Rishab Spinning Mills, Village Jodhan, Distt. Ludhiana Nahar Fibres, Jitwal Kalan, Malerkotla, Distt. Sangrur 46th ANNUAL GENERAL MEETING NOTICE 1 Day : Friday E-VOTING INSTRUCTIONS 7 Date : 25th September, 2026 DIRECTOR’S REPORT 20 CORPORATE GOVERNANCE REPORT 38 Time : 10.00 A.M. MANAGEMENT DISCUSSION & ANALYSIS 54 INDEPENDENT AUDITORS' REPORT 58 Mode : Video Conference (VC) or other BALANCE SHEET 66 Audio Visual Means (OAVM) STATEMENT OF PROFIT & LOSS 67 STATEMENT OF MATERIAL ACCOUNTING POLICIES 83 Annual Report NAHAR SPINNING MILLS LIMITED 2025-2026 NOTICE “RESOLVED FURTHER THAT the Board of Directors of NOTICE IS HEREBY GIVEN THAT THE 46th ANNUAL the Company be and are hereby authorised to do all such GENERAL MEETING (AGM) of the members of NAHAR acts, deeds and things and take all such steps as may be SPINNING MILLS LIMITED ('the Company') will be necessary, proper or expedient to give effect to this held on Friday, the 25th day of September, 2026 at resolution.” 10.00 A.M through Video Conferencing (VC) / Other ITEM NO. 6 - TO APPROVE CONTINUATION OF Audio Visual Means (OAVM), in accordance with the HOLDING OF OFFICE AS NON-EXECUTIVE relevant circulars issued by the Ministry of Corporate DIRECTOR BY MR. SATISH KUMAR SHARMA (DIN: Affairs and Securities & Exchange Board of India in this 00402712), UPON ATTAINING THE AGE OF 75 YEARS regard, to transact the following businesses: To consider and if thought fit, to pass with or without ORDINARY BUSINESS: modification(s), the following resolution as a Special ITEM NO.1-ADOPTION OF FINANCIAL STATEMENTS Resolution: To consider and adopt the Standalone Financial “RESOLVED THAT pursuant to the provisions of Statements of the Company for the financial year ended Regulation 17(1A) of SEBI (Listing Obligations and 31st March, 2026 and the Reports of the Board of Disclosure Requirements) Regulations, 2015 read with Directors and Auditors thereon. the provisions of Companies Act, 2013 and Rules framed thereunder (including any statutory modification(s) or re- ITEM NO. 2 - DECLARATION OF DIVIDEND enactment thereof for the time being in force)based on To declare a Dividend of Rs. 1.00/- per Equity Share of the recommendation and approval of Nomination and Rs. 5/- each on Equity Share Capital for the financial year Remuneration Committee and Board of Directors of the ended 31st March, 2026. company, consent and approval of the Members be and ITEM NO. 3 - APPOINTMENT OF MR. JAWAHAR LAL is hereby accorded for continuation of holding of office as OSWAL (DIN: 00463866) AS A NON EXECUTIVE Non-Executive Director of the Company by Mr. Satish DIRECTOR LIABLE TO RETIRE BY ROTATION Kumar Sharma (DIN: 00402712) upon attaining the age To appoint a Director in place of Mr. Jawahar Lal Oswal of 75 years on September 4, 2027.” (DIN: 00463866) in terms of Section 152(6) of the “RESOLVED FURTHER THAT the Board of Directors of Companies Act, 2013, who retires by rotation and being the Company be and are hereby authorized to do all acts eligible, offers himself for re-appointment. and take all such steps as may be necessary, proper or ITEM NO. 4 - APPOINTMENT OF MR. SATISH KUMAR expedient to give effect to this resolution.” SHARMA (DIN: 00402712) AS A NON-EXECUTIVE ITEM NO. 7 - TO RE-APPOINT MR. DINESH OSWAL DIRECTOR LIABLE TO RETIRE BY ROTATION (DIN: 00607290), AS MANAGING DIRECTOR OF THE To appoint a director in place of Mr. Satish Kumar Sharma COMPANY (DIN: 00402712) in terms of Section 152(6) of the To consider and if thought fit, to pass with or without Companies Act, 2013, who retires by rotation and being modification, the following resolution as a Special eligible, offers himself for re-appointment. Resolution: SPECIAL BUSINESS: "RESOLVED THAT pursuant to the provisions of Section ITEM NO.5 - RATIFICATION OF REMUNERATION OF 196, 197 and 203 read with Schedule V and rules framed COST AUDITORS OF THE COMPANY thereunder and all other applicable provisions, if any, of the Companies Act, 2013 (“the Act”) read with the To consider and if thought fit, to pass with or without Companies (Appointment and Remuneration of modification, the following resolution as an Ordinary Managerial Personnel) Rules 2014, SEBI (Listing Resolution: Obligations and Disclosure Requirements) Regulations, “RESOLVED THAT pursuant to the provisions of Section 2015 (including any statutory modification(s) or re- 148(3) and all other applicable provisions, if any, of the enactment(s) thereof, for the time being in force) & Companies Act, 2013 read with the Companies (Audit Articles of Association and based on the and Auditors) Rules, 2014 (including any statutory recommendation of Nomination and Remuneration modification(s) or re-enactment(s) thereof, for the time committee and approval of the Board of Directors, being in force), the Cost Auditors M/s. Ramanath Iyer & consent and approval of the Members be and is hereby Co. (Firm Registration No. 000019), New Delhi accorded for the re-appointment of Mr. Dinesh Oswal appointed by the Board of Directors of the Company, to (DIN : 00607290) as Managing Director of the Company, conduct the audit of the Cost Records of the Company for for a period of five years w.e.f. 1st January, 2027 to 31st the financial year 2026-27 at a remuneration of Rs. 2.20 December, 2031 on the terms and conditions including Lakhs (Rupees Two Lakhs Twenty Thousand Only) plus the payment of remuneration and perquisites as set out applicable taxes and reimbursement of out of pocket below: (I) Salary (Scale) : Rs.95,00 [Showing first 8,000 characters — download PDF for full document]