GEE has announced a significant board meeting scheduled for August 29, 2025, where the company will deliberate on several crucial corporate actions that could potentially reshape its capital structure and future growth strategy.

Key Agenda Items

Corporate Document Adoption

The board will discuss and potentially adopt a new set of Memorandum of Association (MOA) and Articles of Association (AOA) in line with the Companies Act, 2013.

Authorized Share Capital Increase

A proposal to increase the company's authorized share capital will be considered, which would require an alteration in Clause V of the MOA.

Bonus Shares Issuance

The board will evaluate and possibly recommend a proposal for issuing bonus shares to the company's shareholders.

Fund Raising Initiatives

GEE will explore various fund-raising options, including:

• Issuance of bonds or debentures
• Non-convertible debt instruments
• Convertible warrants
• Equity shares or other securities

These fund-raising methods may be executed through preferential issues, qualified institutional placements, rights issues, or a combination of these approaches.

Director Reappointment

The board will consider the reappointment of Mr. Milind Bharat Parekh (DIN: 00001513) as a Non-Executive Independent Director for a second term.

Annual General Meeting

Approval of the notice for an annual general meeting to seek shareholder approval for the aforementioned proposals will be on the agenda.

Trading Window Closure

In compliance with the Securities and Exchange Board of India (SEBI) regulations, GEE has announced the closure of its trading window from August 25 to August 31, 2025 (both days inclusive). This precautionary measure applies to all designated persons and their immediate relatives, prohibiting them from trading in the company's securities during this period.

Management Statement

Umesh Agarwal, Whole-Time Director (designated as Joint Managing Director) of GEE, signed the official communication to the BSE, underlining the importance of these potential corporate actions.

The outcomes of this board meeting could have significant implications for GEE's financial structure, shareholding pattern, and future growth prospects. Shareholders and potential investors are advised to await the official announcements following the board meeting for detailed information on these corporate actions.

GEE Limited , a manufacturer of welding consumables, copper coated wires, flux cored wires, and welding fluxes, has reported a significant financial setback for the fiscal year ended March 31, 2025. The company's board of directors approved the audited financial results, revealing a stark contrast to the previous year's performance.

Financial Performance

GEE Limited posted a net loss of Rs 924.03 crore for FY2025, a dramatic reversal from the profit of Rs 1,285.57 crore recorded in the previous fiscal year. The company's revenue from operations also saw a decline, dropping to Rs 33,383.50 crore from Rs 36,914.30 crore in the previous year.

The financial results paint a challenging picture for the company:

Key Financial Indicators

• Total expenses increased to Rs 34,607.10 crore in FY2025 from Rs 35,180.51 crore in FY2024.
• The company reported a loss before tax of Rs 1,196.39 crore, compared to a profit before tax of Rs 1,806.69 crore in the previous year.
• Other comprehensive income for the year stood at Rs 6.36 crore.

Operational Highlights

Despite the financial downturn, GEE Limited maintained its operations in manufacturing welding consumables, copper coated wires, flux cored wires, and welding fluxes. The company's inventory as of March 31, 2025, stood at Rs 7,964.21 lakh, indicating a significant stock of products.

Corporate Governance and Auditor Changes

In a series of corporate governance moves, GEE Limited's board made several key decisions:

1. Accepted the resignation of Internal Auditor Mr. Anilkumar Agarwal, effective July 22, 2025.
2. Appointed M/s. A K Saraf & Co. as the new Internal Auditor for FY 2025-26.
3. Appointed M/s. S. Chhaparia & Associates as Cost Auditor for FY 2025-26.
4. Noted the Annual Secretarial Compliance Report under Regulation 24A for FY 2025.

Audit Matters and Contingent Liabilities

The company's auditors highlighted several key audit matters:

1. A disputed excise duty matter involving Rs 2.07 crore, currently under appeal with CESTAT.
2. An ongoing tax demand of Rs 70.96 lakh under appeal with CIT Appeals-1, Thane.
3. Additional provisions of Rs 2.27 crore on trade receivables and Rs 2.22 crore on advances during the year.

Outlook

While the company faces significant financial challenges, it continues to operate in its core business segments. The appointment of new auditors and the focus on corporate governance measures suggest that GEE Limited is taking steps to address its financial situation and improve its operational efficiency.

Investors and stakeholders will be closely watching the company's performance in the coming quarters for signs of recovery and the effectiveness of its strategic decisions in turning around its financial position.