Key Decisions and Approvals

1. Preferential Issue of Equity Shares: The Board approved, subject to shareholder and regulatory approvals, the issuance of up to 43,05,960 equity shares of face value ₹2 each to non-promoter category allottees. The issue price is set at ₹50 per share (including a premium of ₹48 per share), aggregating to ₹21,52,98,000. The final price may be determined as per Regulation 164 of SEBI (ICDR) Regulations.

2. Annual General Meeting: The draft notice for the AGM was approved. The AGM is scheduled for Wednesday, September 16, 2026, to seek member approval for the preferential issue and other business.

3. Relevant Date for Floor Price: The Board fixed Monday, August 17, 2026 (30 days prior to the AGM) as the relevant date for determining the floor price for the preferential issue in accordance with Regulation 161 of SEBI ICDR Regulations.

4. Internal Auditor Appointment: Upon the recommendation of the Audit Committee, M/s V Singhi & Associates, Peer Review Chartered Accountants (FRN: 311017E & Peer Review Certificate No. 016400) was appointed as the Internal Auditor for FY 2026-27.

Meeting Details

The Board meeting commenced at 1:00 PM and concluded at 7:30 PM on August 17, 2026.

Preferential Issue Details (From Annexures)

  • Type of Security: Equity Shares
  • Type of Issuance: Preferential allotment under Chapter V of SEBI (ICDR) Regulations
  • Total Number of Shares: Up to 43,05,960
  • Face Value: ₹2 per share
  • Issue Price: ₹50 per share (₹48 premium)
  • Total Consideration: ₹21,52,98,000
  • Allottees: 44 allottees belonging to the Non-Promoter category (detailed in Annexure A)

Allottee Information (Annexure A)

The preferential issue involves 44 non-promoter entities and individuals. Key allottees include:

  • DA Tradetech Pvt Ltd: 1,84,000 shares (0.32% post-issue)
  • Jenuine Advisory Pvt Ltd: 3,00,000 shares (0.51% post-issue)
  • Thermic Steel Co Pvt Ltd: 4,00,200 shares (0.69% post-issue)
  • Ram Krishna Agarwal: 4,00,000 shares (0.69% post-issue)

Current Holdings: Most allottees (40 out of 44) currently hold 0 shares in the company. DA Tradetech Pvt Ltd is the only allottee with existing holdings of 65,551 shares (0.12%).

Post-Issue Capital Structure: The post-issue share capital is calculated at 5,83,37,460 equity shares, assuming full subscription. The total post-issue holding of all allottees would be 43,71,511 shares, representing 7.49% of the enlarged capital.

Internal Auditor Profile (Annexure B)

V. Singhi & Associates is described as "one of the acclaimed Chartered Accountancy firms in India with a large team of committed and experienced Professionals across disciplines" with "proven credibility and pedigree of almost 5 decades."

Additional Information

The disclosure is also hosted on the company's website at https://www.gamco.co.in/.