PC Jeweller Limited has announced the incorporation of a new step-down subsidiary in the Republic of Chad, marking the company's expansion into precious metal ore extraction. The jewellery retailer informed stock exchanges about the establishment of PCJ Mining SARL through its wholly-owned subsidiary PCJ Gems & Jewellery Limited.

Subsidiary Details and Structure

The newly incorporated entity has been established with specific operational parameters and ownership structure:

Business Objectives and Operations

PCJ Mining SARL will operate in the extraction of precious metal ores industry. The subsidiary's business scope encompasses multiple activities including:

• Mining, mineral exploration and quarrying operations
• Production, refining and marketing of mineral products
• General import export trade activities
• Provision of related services in the mining sector

The company clarified that this incorporation does not fall within the purview of Related Party Transactions, and no promoter or promoter group entity has any interest in the newly formed subsidiary.

Regulatory Compliance

PC Jeweller Limited made this disclosure in compliance with Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The announcement was signed by Vishan Deo, Executive Director (Finance) & CFO, and communicated to both BSE Limited and National Stock Exchange of India Limited.

The subsidiary is yet to commence its business operations, representing a strategic move by PC Jeweller Limited to diversify its business portfolio beyond traditional jewellery retail into the precious metals extraction sector.

PC Jeweller Limited has successfully completed the allotment of 51,24,68,600 equity shares following the conversion of fully convertible warrants by promoter group entities. The Board of Directors approved the conversion through a circular resolution on January 31, 2026, marking a significant capital restructuring exercise for the jewelry retailer.

Warrant Conversion Details

The company allotted equity shares upon conversion of 5,12,46,860 warrants to three promoter group allottees. The conversion was executed at ₹42.15 per warrant, representing 75% of the issue price, after adjusting for the recent share subdivision from ₹10 to ₹1 face value implemented on December 16, 2024.

Capital Structure Impact

The warrant conversion has resulted in substantial changes to PC Jeweller's capital structure. The paid-up equity share capital increased from ₹739,70,44,855 to ₹790,95,13,455, representing an addition of ₹51,24,68,600 through the newly allotted shares.

Shareholding Pattern Changes

The conversion has altered the company's shareholding structure, with promoter and promoter group holding increasing significantly. The promoter group's stake rose from 36.85% to 40.94%, while public shareholding decreased correspondingly from 63.15% to 59.06%.

Regulatory Compliance

The allotment was conducted in accordance with Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The newly allotted equity shares rank pari-passu with existing equity shares of the company. The conversion follows the company's earlier intimations dated September 30, 2024, and October 11, 2024, regarding the initial allotment of 48,08,02,500 fully convertible warrants through preferential allotment on a private placement basis.