NSEOutcome of Board Meeting6d ago · 27 Aug 2026, 07:09 pm

Outcome of Board Meeting

GNG Electronics Limited · EBGNG

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GNG Electronics Limited has informed the Exchange regarding Outcome of Board Meeting held on August 27, 2026, where the Board approved the appointment of Mr. Ajay Pancholi as a Non-Executive Non-Independent Director, appointment of Secretarial Auditor, approval of material Related Party Transactions, and other routine matters.

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GNG Electronics Limited has informed the Exchange regarding Outcome of Board Meeting held on August 27, 2026.

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GNGNSE_27082026190808_BM_Outcome_27082026.pdf

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August 27, 2026 To, To, National Stock Exchange of India Limited BSE Limited Exchange Plaza, 5th Floor, C-1, Block G, Bandra Phiroze Jeejeebhoy Towers, Kurla Complex, Bandra (E), Mumbai 400051 Dalal Street, Mumbai – 400001 NSE Symbol - EBGNG Scrip Code – 544455 Sub: Outcome of the Board Meeting held on August 27, 2026 Dear Sir/Madam, Pursuant to Regulation 30 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (‘Listing Regulations, 2015’), we would like to inform you that the Board in its meeting held today has approved the following item of business: 1. Appointment of Mr. Ajay Pancholi (DIN: 05168823), who is retiring by rotation and being eligible offered himself for re-appointment. Disclosure of information pursuant to Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulation, 2015, read with SEBI Master Circular No. SEBI/HO/CFD/PoD2/CIR/P/0155 dated 11th November, 2024 are attached as “Annexure-A”. Further, pursuant to SEBI directions dated June 14, 2018 and based on the declaration received, we are to affirm that Director being appointed is not debarred from holding the office of director by virtue of any SEBI order or any other such authority. 2. Appointment of Secretarial Auditor: Based on the recommendation of the Audit Committee, the Board of Directors of the Company has approved appointment of M/s. N N J & Co, Practicing Company Secretaries (FCS No. 12990, C.P. No.21538) (Peer Review No.: 8272/2026), as the Secretarial Auditor of the Company for 5(five) consecutive years commencing from FY 2026-27 to FY 2030-31 subject to approval of the members of the Company at the ensuing Annual General Meeting. Disclosure of information pursuant to Regulation 30 of the SEBI Listing Regulations read with SEBI Circular ref SEBI Circular ref SEBI/HO/CFD/PoD2/CIR/P/0155 November 11, 2024 are attached as Annexure-B 3. Approval of material Related Party Transaction(s): Based on the omnibus approval earlier granted for RPTs, the following transaction(s) has been identified as a Material Related Party Transaction(s) to be entered by the Company/its Subsidiary in terms of Regulation 23 of SEBI (LODR) Regulations, 2015 and the same has been approved by the Board, subject to approval of shareholders: Name of Name of the related party Nature of the Maximum Company/Subsidiary transaction value of transaction (Rs. in million) GNG Electronics Limited Electronics Bazaar FZC Sale of goods or Upto Rs. rendering of 8200 million services, Service Income, Foreign Exchange Gain/Losses and Corporate Guarantee GNG Electronics Limited Sharad Khandelwal Personal Upto Rs. Guarantee 2000 million GNG Electronics Limited Vidhi S Khandelwal Personal Upto Rs. Guarantee 2000 million Electronics Bazaar FZC Bright World Technologies Sale of goods or Upto Rs. Inc. rendering of 7000 million services and Purchases of goods or material Electronics Bazaar FZC Kay Kay Overseas Sale of goods or Upto Rs. Corporation rendering of 5000 million services and Purchases of goods or material 4. Approval of Director’s Report including the annexures and Management Discussion and Analysis Report for the financial year ended March 31, 2026: Approved the Director’s Report and all its annexures and Management Discussion and Analysis Report for the financial year ended March 31, 2026. 5. Approval of the notice of 20th Annual General Meeting (AGM) of the Company and fixation of date, day and time of the AGM. The 20th Annual General Meeting of the shareholders of the Company will be convened on Thursday, September 24, 2026, at 04:00 PM IST by means of Video Conferencing (“VC”) / Other Audio-Visual Means (“OAVM”) to transact the business as contained in the notice convening the Annual General Meeting. 6. Approval of the Book Closure Date and Cut Off Date: The Register of Members and Share Transfer Book will remain closed from Friday, September 18, 2026 to Thursday, September 24, 2026 (both days inclusive) for the purpose of the 20th AGM of the Company. The remote e-voting period will commence from Sunday, September 20, 2026, at 9:00 a.m. and end on Wednesday, September 23, 2026, at 5:00 p.m. The cut-off date for determining the eligibility of shareholders/beneficial owners to vote through remote e-voting is Thursday, September 17, 2026. 7. Appointment of Scrutinizer for facilitating e-voting at the ensuing 20th Annual General Meeting of the Company: Mr. Nishant Bajaj (FCS:12990 and COP No.: 21538), of M/s Nishant Bajaj and Associates, Practising Company Secretaries, is appointed as the Scrutinizer for facilitating e-voting process for the ensuing 20th Annual General Meeting of the Company. The Board Meeting commenced at 06:20 P.M. (IST) and concluded at 06:34 P.M. (IST). Please take the above information on record. FOR GNG ELECTRONICS LIMITED Sarita Vishwakarma Company Secretary & Compliance Officer Membership No. A59547 Annexure – A Particulars Information Name of the Director Mr. Ajay Pancholi Reason for change viz. appointment, Re-appointment of Director w.e.f. 27th August, resignation, removal, death or otherwise 2026, who is liable to retire by Rotation Date of appointment/ cessation and term of Re-appointment of Director w.e.f. 27th August, appointment 2026, who is liable to retire by Rotation Brief Profile (in case of appointment) Mr. Ajay Pancholi is a Non-Executive Non- Independent Director in our Company. He holds a bachelor’s degree in commerce from the Chinai College of Commerce and Economics, University of Bombay. He is also a member of the Institute of Chartered Accountants of India and the Institute of Company Secretaries of India. He has more than 25 years of experience as an investment banker. He is currently associated with Aelius Ace Solutions LLP as a partner. He was associated with ICICI Securities and Finance Company Limited, DSP Merrill Lynch Limited, GMR Infrastructure Limited, Edelweiss Financial Services Limited and HDFC Bank Limited. Disclosure of relationships between Directors None (in case of appointment of a Director) Annexure – B Appointment of Secretarial Auditor Namer. Details of event(s) that need to Information of such event(s) No. be provided 1. Reason for change viz. Appointment of M/s N N J & Co, Practicing appointment, resignation, Company Secretaries as Secretarial Auditors of cessation, removal, death or the Company for a period of five consecutive otherwise years commencing from financial year 2026-27 till financial year 2030-31, subject to approval of members at the ensuing Annual General meeting 2. Date of appointment/cessation Date of Appointment: 27th August, 2026 (as applicable) & term of Term of Appointment: Term of five consecutive appointment years commencing from financial year 2026-27 till financial year 2030-31 3. Brief profile (in case of M/s. N N J & Co. is a Peer Reviewed firm of appointment) Practicing Company Secretaries, founded by three partners with professional expertise in corporate law, secretarial compliance and governance matters. The Firm is focused on providing professional and client-oriented services in the areas of corporate compliance, secretarial audits, regulatory advisory and corporate governance. With a partner-led approach and emphasis on regulatory diligence, timely execution and practical advisory, the Firm aims to support companies, including listed entities, in navigating evolving legal, regulatory and governance requirements. The Firm is committed to delivering quality professional services and building long- term relationships with its clients. 4. Disclosure of relationships None between directors (in case of appointment of a director)