PNGS Gargi Fashion Jewellery Limited Announces Outcome of Board Meeting Held on July 4, 2025

PNGS Gargi Fashion Jewellery Limited (BSE Scrip Code: 543709, Symbol: GARGI) informed the stock exchange on July 4, 2025, that its Board of Directors has approved several key items in its latest meeting.

Chief among these was the decision to raise ₹10.91 crore through a preferential issue of equity shares, along with approval of the Director’s Report for FY 2024-25 and finalization of the company's upcoming 16th Annual General Meeting (AGM).

Details of the Preferential Issue

According to the disclosure filed with BSE Limited, the Board has approved the issuance of up to 1,12,500 equity shares of face value ₹10 each at a price of ₹970 per share on a preferential basis.

This price is in line with or above the minimum price determined as per Chapter V of the SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2018 (SEBI ICDR Regulations). The total amount to be raised is approximately ₹10,91,25,000.

Who Will Get the Shares?

The shares will be allotted on a preferential basis to identified public investors as well as members of the Promoter Group.

The final list of proposed investors is:

This diversified allotment reflects continued promoter support while also bringing in new public investors.

Post-Allotment Shareholding Impact

The filing included Annexure III, showing the shareholding impact after the issue:

• Public investors will collectively add ~0.21% to shareholding post-issue.

• Promoters will see their shareholding increase slightly:

  • Govind Gadgil from 29.08% to 29.20%

  • Renu Gadgil from 31.66% to 31.74%

This ensures control remains with the promoter group while also expanding the shareholder base.

Regulatory Compliance and SEBI Rules

The company noted that this issue will be in strict compliance with SEBI ICDR Regulations, Companies Act, 2013, and all other regulatory approvals required.

Shareholder approval will be sought at the upcoming 16th AGM, consistent with regulatory requirements under SEBI LODR Regulations and the SEBI Master Circular No. SEBI/HO/CFD/PoD2/CIR/P/0155 dated November 11, 2024.

Approval of Director’s Report

The Board also approved the Report of the Directors to the members for inclusion in the company’s Annual Report for FY 2024-25.

This Report will cover financial results, strategic initiatives, corporate governance disclosures, and management discussions, to be shared with shareholders and filed with the Exchange in due course.

Notice for the 16th Annual General Meeting

The company has scheduled its 16th Annual General Meeting (AGM) for:

• Date: Friday, August 1, 2025

• Time: 12:00 Noon

The formal Notice of AGM will be submitted to the Stock Exchange in line with SEBI Listing Regulations.

Appointment of Scrutinizer

To ensure fair and transparent e-voting, the Board approved appointment of:

• Ms. Ruchi Bhave, Practicing Company Secretary, as Scrutinizer.

• In her absence, Mr. Jayavant Bhave, Proprietor of J. B. Bhave & Co., Pune, will act as Scrutinizer.

This move aligns with good governance practices and regulatory requirements for shareholder voting processes.

Significance of the Preferential Issue

The proposed ₹10.91 crore fundraise is expected to:

• Strengthen the company’s balance sheet

• Provide working capital for business expansion

• Enhance financial flexibility

Preferential issues are often used by companies to bring in strategic investors or reaffirm promoter commitment, while ensuring pricing transparency under SEBI norms.

Governance and Transparency

PNGS Gargi’s detailed filing includes:

• Annexure I: Regulatory disclosures under SEBI LODR and Master Circular

• Annexure II: Detailed list of proposed allottees

• Annexure III: Post-allotment shareholding structure

Such comprehensive disclosure demonstrates the company’s commitment to high standards of corporate governance.

About PNGS Gargi Fashion Jewellery Limited

PNGS Gargi is a Mumbai-listed company specializing in fashion jewellery under the renowned PNGS brand, known for affordable and stylish jewellery offerings targeted at India's growing youth and urban markets.

The company has seen consistent growth in revenues and store presence, with a focus on modern retail formats and strong brand recall.

Conclusion

The Board meeting held on July 4, 2025, was significant for PNGS Gargi Fashion Jewellery Limited, approving a major fund-raising plan while also laying the groundwork for its 16th Annual General Meeting.

Shareholders will vote on these proposals on August 1, 2025, in what is expected to be an important milestone in the company's ongoing growth journey.

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