In a significant corporate development, G. K. Consultants Limited (GKCL) has disclosed the outcome of its Board Meeting held on May 30, 2025, in compliance with Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The meeting, which commenced at 03:30 p.m. and concluded at 07:55 p.m., resulted in several noteworthy decisions including key leadership changes, committee reconstitutions, amendments to the Memorandum of Association (MOA), and relocation of the registered office.

1. Audit Report Not Received

The Board disclosed that the audited financial results for Q4 and FY ending March 31, 2025, along with the audited financial statements, could not be approved due to non-receipt of the Audit Report from the Statutory Auditors. This delay has momentarily postponed the financial finalization for the fiscal year.

2. Proposed Amendment in MOA for Business Expansion

The Board has proposed to amend Clause III(A) of the Memorandum of Association (MOA) to include “providing loans against gold and gold ornaments” and “financing for vehicle purchases”, such as two-wheelers, four-wheelers, and commercial vehicles. This amendment is subject to shareholders’ and regulatory approvals. The objective is to diversify the company’s business operations and bring the MOA and AOA in line with the Companies Act, 2013.

3. Appointment of Internal Auditor

M/s Ayesha Gupta & Co. has been appointed as the Internal Auditor for FY 2025-26, under the provisions of Section 138 of the Companies Act, 2013.

Profile Summary:
Led by CA Ayesha Gupta, the firm is reputed for offering audit and management consultancy to public and private entities, including nationalized banks. Their services include statutory audits, internal audits, tax audits, and corporate advisory.

4. Appointment of Secretarial Auditor

The company approved the appointment of M/s G Rishabh & Co., headed by Mr. Rishabh Gupta, as the Secretarial Auditor for a five-year term (FY 2025–26 to 2029–30), subject to shareholder approval.

Firm’s Core Areas:
The firm specializes in corporate governance, secretarial compliance, and advisory services related to company formation and incorporation.

5. Redesignation of Ms. Saroj Gupta as Managing Director

In a major leadership shift, Ms. Saroj Gupta, earlier the Chief Financial Officer (CFO), has been redesignated as Managing Director, effective May 30, 2025.

Profile Highlights:
With 15+ years in financial markets, Ms. Gupta is known for her expertise in equity trading, portfolio management, and investment advisory. She is also the mother of Mr. Bakhshish Gupta, Non-Executive Director at GKCL.

6. Appointment of Mr. Pardeep Kumar Misra as Executive Director

Mr. Pradeep Kumar Misra has been appointed as Executive Director for a 3-year term, beginning May 30, 2025, subject to shareholder approval.

Background:
Mr. Misra brings over 36 years of banking experience from Bank of Baroda, with notable contributions in financial operations and customer service. Post-retirement, he has been actively involved in social work, particularly in education and healthcare.

7. Reconstitution of Board Committees

Following the new appointments and resignations, GKCL has restructured key committees as follows:

Audit Committee:

• Chairman: Mr. Nitin Batri

• Members: Mr. Yash Saraswat, Ms. Saroj Gupta

Nomination and Remuneration Committee:

• Chairman: Mr. Yash Saraswat

• Members: Mr. Bakhshish Gupta, Mr. Nitin Batri

Stakeholders Relationship Committee:

• Chairman: Mr. Yash Saraswat

• Members: Ms. Saroj Gupta, Mr. Nitin Batri

Share Allotment and Transfer Committee:

• Chairman: Mr. Pradeep Kumar Misra

• Member: Ms. Saroj Gupta

8. Appointment of Statutory Auditors

The Board approved the appointment of M/s. Punam Kumar Gupta & Associates, Chartered Accountants, as the Statutory Auditors for a five-year term (2025-2030), subject to shareholder approval at the ensuing AGM.

9. Resignation of Mrs. Divya Malini Gupta

Mrs. Divya Malini Gupta, who was serving as Managing Director, has resigned effective May 30, 2025, citing other pre-occupations.

This change also prompted reconstitution of several Board-level committees as outlined above.

10. Resignation of Mrs. Geeta Hans

Independent Director Mrs. Geeta Hans has also resigned effective May 30, 2025, citing personal reasons. Her resignation marks a notable change in the independent oversight of the company.

11. Registered Office Shift

The company has resolved to relocate its Registered Office within the same municipal limits of New Delhi, from:
Old Address: 302, G K House, 187A Sant Nagar, East of Kailash, New Delhi – 110065
New Address: Plot No. 17, Road No. 35, Ground Floor, Punjabi Bagh, Delhi – 110026

This move is in accordance with Section 12 of the Companies Act, 2013, and relevant filings will be made with the Registrar of Companies.

Conclusion

The Board meeting of G. K. Consultants Limited on May 30, 2025, resulted in significant corporate restructuring. From strategic changes in leadership to diversification of business objectives through MOA amendments and relocation of the office, the company appears to be undergoing a transitional phase aimed at business expansion and regulatory alignment.

The appointments and resignations reflect a shift in the company’s operational strategy, while the inclusion of new activities in its main business objects suggests an ambitious roadmap for future growth, particularly in financial services like gold-backed and vehicle loans. Shareholders and stakeholders will be keenly watching the upcoming AGM, where several of these decisions await formal approval.

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