Key Dates and Logistics

  • AGM Date: Tuesday, September 29, 2026 at 02:30 PM IST
  • Meeting Mode: Video Conferencing/Other Audio Visual Means (VC/OAVM)
  • Cut-off Date: Friday, September 18, 2026 for determining members eligible to vote
  • Remote e-voting Period: Saturday, September 26, 2026 (9:00 AM) to Monday, September 28, 2026 (5:00 PM)
  • Record Date for Dividend: Friday, September 18, 2026 (if approved)
  • Dividend Payment Date: On or before Wednesday, October 28, 2026
  • Venue: Registered Office of the Company (deemed venue for virtual meeting)

Ordinary Business Resolutions

1. Adoption of Financial Statements

Resolution to receive, consider and adopt the Audited Financial Statements (including Consolidated Financial Statements) of the Company for the financial year ended March 31, 2026, along with reports of Board of Directors and Statutory Auditors.

2. Declaration of Dividend

Resolution to declare dividend at the rate of 25% i.e. ₹0.25 per equity share for FY 2025-26, as recommended by the Board of Directors, payable out of profits.

3. Re-appointment of Director

Resolution to re-appoint Mr. Anurag Gupta (DIN: 00184361) as Director who retires by rotation. He currently holds 2,46,12,010 equity shares in the company.

4. Appointment of Statutory Auditors

Resolution to appoint M/s. B S R & Co. LLP, Chartered Accountants (ICAI Firm Registration No. 101248W/W-100022) as Statutory Auditors from conclusion of 24th AGM till conclusion of 29th AGM.

  • Proposed fee: Approximately ₹75,00,000 plus expenses and taxes
  • Authorization to Board to revise/alter terms and remuneration during tenure
  • Replaces current auditors M/s. S.S. Kothari Mehta & Company

Special Business Resolutions

5. Ratification of Cost Auditor Remuneration

Resolution to ratify remuneration of ₹4,80,000 payable to M/s. Dhananjay V. Joshi & Associates, Cost Accountants, Pune (Firm Registration No. 000030) for conducting cost audit for FY 2026-27.

6. Loans/Guarantees to Group Entities

Special resolution to authorize Board to make loans, give guarantees, or provide security in connection with loans availed by group entities where directors are interested.

  • Aggregate Limit: Not exceeding ₹1,000 Crore
  • Specific Authorization: Corporate Guarantee(s) for Goodworth Electronics Private Limited (GEPL), a joint venture where company holds 50% shares
  • Purpose: To be utilized exclusively for principal business activities of borrowing entities
  • Entities Covered: Subsidiaries, Joint Ventures, Associates or group entities where directors are deemed interested

Dividend and Tax Information

  • Dividend Rate: 25% (₹0.25 per equity share)
  • Record Date: September 18, 2026
  • Payment Date: On or before October 28, 2026
  • TDS Rates: Detailed tax withholding instructions provided for resident and non-resident members
  • Document Submission Deadline: Sunday, September 27, 2026 for tax exemption documents

Voting and Participation Details

  • Remote e-voting available through NSDL, CDSL, or KFin Technologies platforms
  • Scrutinizer: Ms. Puja Mishra of M/s Puja Mishra & Co., Practicing Company Secretary
  • Results to be placed on company website and stock exchange websites
  • Members can register as speakers between September 27-28, 2026
  • Facility available for at least 1000 members on first-come-first-served basis

Additional Information

  • Annual Report 2025-26 available on company website: www.pgel.in
  • Members encouraged to dematerialize physical shares
  • Detailed tax withholding tables provided for different categories of shareholders
  • Investor grievance mechanisms through SCORES and ODR Portal highlighted
  • Senior citizen investor cell established by RTA KFin Technologies

Explanatory Statements

  • Item 4: Justification for appointing B S R & Co. LLP based on independence, experience, and capability
  • Item 5: Requirement under Section 148 of Companies Act, 2013 for ratification of cost auditor remuneration
  • Item 6: Explanation of need for providing guarantees to GEPL and other group entities for business operations

Director Information (Anurag Gupta)

  • Age: 57 years (Date of Birth: 27/05/1969)
  • Qualification: Bachelor's degree in computer engineering & science
  • Experience: 32+ years, Whole Time Director of the company
  • Board Attendance: 7 out of 7 meetings
  • Other Directorships: 12 companies including Kushang Technologies Limited, P.G. Appliances Private Limited, and various Goodworth entities
  • Relationship: Brother of Mr. Vishal Gupta (MD-Finance) and Mr. Vikas Gupta (MD-Operations)

Financial Impact

  • Dividend payout amount not quantified in disclosure
  • Statutory auditor fee: ~₹75,00,000 plus expenses and taxes
  • Cost auditor remuneration: ₹4,80,000
  • Potential exposure from guarantees: Up to ₹1,000 crore

Contingencies and Conditions

  • All resolutions subject to shareholder approval
  • Loans/guarantees limited to principal business activities of borrowing entities
  • Dividend payment subject to deduction of applicable taxes
  • Auditor appointments subject to regulatory compliance