The Directors take pleasure in presenting the Fifty First Annual Report together with the
Audited Annual Financial Statements for the financial year ended 31^st March, 2025. The
Management Discussion and Analysis has also been incorporated into this report.

1. FINANCIAL RESULTS:

Key highlights of financial results for Sovereign Diamonds Limited for the financial year
2024 - 25 are tabulated below:

(Rs. in Lakhs)

There was no revision in the Financial Statements.

2. HIGHLIGHTS OF PERFORMANCE:

• Total turnover for the year was Rs. 1,997.21 Lakhs as compared to Rs. 2,709.34
Lakhs in 2023 - 24 i.e. decrease by 26.25%.

• Total profit before tax for the year was Rs. 12.73 Lakhs as compared to profit
before tax of Rs. 167.99 Lakhs in 2023 - 24 i.e. decrease by 92.43%.

3. BUSINESS OPERATIONS:

? The jewellery business model had changed drastically on account of gold prices
going so high. The proportion value of gold in an 18 carat product has risen from
25% - 30% to almost 60% - 65%. This has led to reduction in gross profit as
compared to gross profit in earlier times.

? Under such circumstances of high gold prices, the Company is focusing on seeking
orders on ‘cash on delivery' or ‘cash in advance'. This will improve our profitability.

The Company has been reducing its expenses across all levels including finance
costs, salaries, general expenses, tools and consumables, etc.

? The Company is looking more business in coloured stones (precious stones), lab
grown diamonds, lab grown emeralds, rubies and pearls set in 14 carat or 9 carat
gold. The Company is also looking to make jewellery in 4 carat or 5 carat gold.
The Company believes that future will be in less man-power and cheaper raw
materials.

? The Company has reduced its bank borrowings from Rs. 11,13,79,291/- as on 31^st
March, 2024 to Rs. 8,86,01,985/- as on 31^s March, 2025.

There was no change in nature of business of your Company, during the year under
review.

4. DIVIDEND:

Your Directors do not recommend any dividend for the year as the profits earned need
to be ploughed back into the operations of your company and will be used for the
requirements of your Company.

5. TRANSFER TO RESERVES:

The Board of Directors has not recommended to transfer any amount to reserves.

6. DISCLOSURES UNDER SECTION 134 (3) (l) OF THE COMPANIES ACT, 2013:

No material changes and commitments which could affect your Company's financial
position have occurred between the end of the financial year of your Company i.e. 31^st
March, 2025 and date of this report i.e. 12^th August, 2025.

7. SHARE CAPITAL:

The paid up equity share capital as on 31^st March, 2025 was Rs. 578.80 lakhs. During
the financial year under review, your Company has not issued shares with differential
voting rights nor granted stock options nor sweat equity. There was no change in your
Company's share capital during the year under review. The Promoter and Promoter
Group are holding 37,62,744 equity shares equivalent to 65.01% of the total issued and
paid-up share capital.

8. DIRECTORS:

8.1 Changes in Board of Directors:

Cessation of Directors:

? Mr. Jayeshkumar Gandhi (DIN: 01497163) ceased to be Independent Director of
the Company on account of his demise on 27^th May, 2024.

Appointment / Re-appointment of Directors:

The Board of Directors of the Company had appointed / re-appointed the following
persons on the Board of the Company:

? Mr. Narasinha Pal (DIN: 10568460) and Mr. Jayeshkumar Gandhi (DIN: 01497163)
were appointed as Additional Director(s) of the Company w.e.f. 1st April, 2024. Mr.
Narasinha Pal was further appointed as Independent Director of the Company for
a term of 5 years w.e.f. 1st April, 2024.

? Mr. Jigar Darji (DIN: 08536419) was appointed as Additional Director of the
Company w.e.f. 14th August, 2024. He was further appointed as an Independent
Director of the Company for a term of 5 years w.e.f. 14th August, 2024.

? Ms. Arundhati Mali (DIN: 08353618) was re-appointed as Whole Time Director and
Chief Financial Officer of the Company for a term of 5 years w.e.f. 1st June, 2024.

The members of the Company at its 50th Annual General Meeting held on 26th
September, 2024 has approved the appointment of Mr. Narasinha Pal and Mr. Jigar
Darji as an Independent Director(s) of the Company and the re-appointment of Mrs.
Arundhati Mali as Whole Time Director and Chief Financial Officer of the Company.

Approval of members proposed in 51st AGM:

? The Board of Directors of the Company had appointed Mr. Sumer Gehani (DIN:
10842049) as an Additional Director (Non Executive, Non Independent). In terms
of Section 161 of the Companies Act, 2013, Mr. Sumer Gehani (DIN: 10842049)
holds office up to the date of 51^st Annual General Meeting. The Company has
received notice in writing from a Member under Section 160 of the Act, signifying
his intention to propose the appointment of Mr. Sumer Gehani as a Director of
the Company. In terms of Section 161 of the Act, it is proposed to appoint him as
Director of the Company.

Necessary resolution for his appointment, has been proposed for approval of
members at item no. 3 of the Notice of 51^st Annual General Meeting.

8.2 Retirement by Rotation:

Pursuant to Section 152 (6) of the Companies Act, 2013 and in terms of the Articles of
Association of your Company, Mrs. Arundhati Mali (DIN No.: 08353618), Whole Time
Director & CFO, retires by rotation at the forthcoming Annual General Meeting and
being eligible, offers herself for re-appointment.

8.3 Declaration by Independent Directors:

Your Company has received declarations from all the Independent Directors of your
Company confirming that they meet with the criteria of independence as prescribed
both, under Sub-Section 6 of Section 149 of the Companies Act, 2013 and under
Regulation 16 (1) (b) of the SEBI (LODR) Regulations, 2015 and pursuant to Regulation
25 of the said Regulations that they are not aware of any circumstance or situation,
which exist or may be reasonably anticipated, that could impair or impact their ability to
discharge their duties with an objective independent judgment and without any external
influence.

The Board is of the opinion that the Independent Directors of the Company possess
requisite qualifications, experience and expertise in the fields of finance, people
management, strategy, auditing, tax advisory services and they hold highest standards
of integrity.

Regarding proficiency, the Company has adopted requisite steps towards the inclusion
of the names of all Independent Directors in the data bank maintained with the Indian
Institute of Corporate Affairs, Manesar (‘IICA'). Accordingly, the Independent Directors
of the Company have registered themselves with the IICA for the said purpose. In
terms of Section 150 of the Act read with Rule 6 (4) of the Companies (Appointment
& Qualification of Directors) Rules, 2014, Mr. Jigar Darji is exempted from undertaking
online proficiency self-assessment test conducted by the IICA and Mr. Narasinha Pal
shall appear for the said online proficiency self-assessment test in due course.

8.4 Annual Board Evaluation:

The annual performance evaluation of the Independent Directors and Board Committees

i.e. Audit, Stakeholders Relationship and Nomination & Remuneration Committees was
carried by the entire Board and the annual performance evaluation of the Chairman,
Board as a whole, Non - Independent Directors was carried out by the Independent
Directors.

The annual performance evaluation was carried out in accordance with the criteria laid
down in the Nomination and Remuneration Policy of your Company and as mandated
under the Companies Act, 2013 and the SEBI (Listing Obligation and Disclosure
Requirements) Regulations, 2015, as amended from time to time.

8.5 Key Managerial Personnel:

The following persons are the Key Managerial Personnel of your Company pursuant to
Section 2 (51) and Section 203 of the Act, read with Rule 8 (5) (iii) of the Companies
(Accounts) Rules, 2014 framed thereunder:

1. Mr. Ajay Geheni, Managing Director

2. Ms. Arundhati Mali, Whole Time Director & CFO

3. Mr. Akshay Jain, Company Secretary and Compliance Officer

None of the Key Managerial Personnel have resigned during the year under review.

8.6 Remuneration Policy:

The Board has in accordance with the provisions of Section 178 (3) of the
Companies Act, 2013, formulated the policy setting out the criteria for determining
qualifications, positive attributes, independence of a Director and policy relating to
remuneration for Directors, Key Managerial Personnel and Senior Management
Employees. The same has been posted on the website of the Company i.e.
https://www.sovereigndiamondsltd.com/investor-relations.

Disclosure under Part II, Section II, Para B (IV) of Schedule V to Companies Act-
2013:

All elements of remuneration package such as salary, benefits, bonuses,
stock options, pension, etc., of all the directors

(Rs. in lakhs)

? The Company does not pay any performance-linked incentives or sign-on amount
to Executive and Non-Executive Directors. There are no performance linked
criteria.

? Service Contract: Term of 5 years from the date of appointment.

? Notice Period & Severance Fees: Notice Period is 1 month; The Company does
not pay any severance fees to its Directors.

? The Company has not issued any stock options.

1.7 Board Meetings:

During the financial year your Company has held 4 (Four) Board Meetings which were

held on 30^th May, 2024, 14^th August, 2024, 14^th November, 2024 and 31^st January, 2025.

The maximum interval between any two meetings does not exceed 120 days. As per
Section 167 (1) (b), all the directors have attended at least one Board Meeting held
during the financial year.

9. PARTICULARS OF EMPLOYEES:

During the financial year, there was no employee in receipt of remuneration in excess of
limit as prescribed in the Rule 5 (2) of the Companies (Appointment and Remuneration
of Managerial Personnel) Rules, 2014. The prescribed Particulars of Employees as
required under Section 197 (12) of the Act read with Rule 5 (1) of the Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014 is attached as
“Annexure A” and form part of this Report.

? HEADCOUNT:

The total no. of employees as on 31st March, 2025 is as follows:

10. DIRECTORS’ RESPONSIBILITY STATEMENT:

To the best of their knowledge and belief and according to the information and
explanations obtained by them, your Directors make the following statements in terms
of Section 134(3)(c) of the Companies Act, 2013:

a) that in the preparation of the Annual Financial Statements for the year ended 31^st
March, 2025, the applicable accounting standards have been followed along with
proper explanation relating to material departures, if any;

b) that such accounting policies have been selected and applied consistently and
judgment and estimates have been made that are reasonable and prudent so as
to give a true and fair view of the state of affairs of your Company at the end of the
financial year and of the profit and loss of the company for that period;

c) that proper and sufficient care has been taken for the maintenance of adequate
accounting records in accordance with the provisions of the Companies Act, 2013
for safeguarding the assets of your Company and for preventing and detecting
fraud and other irregularities;

d) that the Annual Financial Statements have been prepared on a going concern
basis;

e) that proper internal financial controls were in place and that the financial controls
were adequate and were operating effectively;

f) that systems to ensure compliance with the provisions of all applicable laws were
in place and were adequate and operating effectively.

11. INTERNAL CONTROL SYSTEMS:

Your Company maintains an adequate and effective Internal Control System
commensurate with its size and complexity. We believe that these internal control
systems provide, amongst other things, a reasonable assurance that transactions are
executed with Management authorization and that they are recorded in all material
respects to permit preparation of financial statements in conformity with established
accounting principles and that the assets of your Company are adequately safeguarded
against significant misuse or loss.

12. COMPANIES WHICH HAVE BECOME OR CEASED TO BE ITS SUBSIDIARIES.
JOINT VENTURES OR ASSOCIATE COMPANIES:

There are no companies which have become or ceased to be its Subsidiaries, Joint
Venture or Associate Companies during the financial year 2024 - 25.

13. DEPOSITS:

Your Company has not accepted deposit from the public and shareholders falling within
the ambit of Section 73 of the Companies Act, 2013 and the Companies (Acceptance of
Deposits) Rules, 2014. Hence, the requirement for furnishing details of deposits which
are not in compliance with the Chapter V of the Act is not applicable.

14. PARTICULARS OF LOANS. GUARANTEES. INVESTMENTS OR SECURITY:

The Company has not made any investments or given any guarantees or securities
against loans given under the provisions of Section 186 of the Companies Act, 2013.
The details of loans given are given in the Notes to the Annual Financial Statements
attached to this report.

15. RELATED PARTY TRANSACTIONS:

A Related Party Policy has been adopted by the Board of Directors to determine
the materiality of transactions with related parties and dealings with them. All
transactions with related parties are placed before the Audit Committee for approval.
The said policy may be referred to, at your Company's official website at the web link
https://www.sovereigndiamondsltd.com/_files/ugd/587402_01dd7de932a44a2e91f750a22369ba1c.pdf

Further, the members may note that your Company has not entered into the following
kinds of related party transactions:

- Contracts / arrangement / transactions which are not at arms' length basis

- Any Material contracts / arrangement / transactions.

16. CORPORATE SOCIAL RESPONSIBILITY INITIATIVES:

The criteria prescribed for the applicability of Corporate Social Responsibility under
Section 135 of the Companies Act, 2013 is not applicable to your Company.

17. ENERGY CONSERVATION. TECHNOLOGY ABSORPTION AND FOREIGN
EXCHANGE EARNINGS AND OUTGO:

The information on conservation of energy, technology absorption and foreign exchange
earnings and outgo stipulated under Section 134 (3) (m) of the Companies Act, 2013
read with Rule 8 of the Companies (Accounts) Rules, 2014, is annexed herewith as
“Annexure B”.

18. RISK MANAGEMENT:

The nature of business is manufacturing of Jewellery. The risks to the business of your
Company are as follows:

a. Foreign Exchange Risk

b. Gold Price Risk

c. Stiff Competition

d. Labour Risk

The prices of Jewellery consist of Gold, Diamonds & Labour, out of this three, Gold and
diamonds consist of 90% of the price of Jewellery. Your Company has no control on the
price of Gold and Diamonds and the same is available through Exchanges, Market and
Banks. The said risk is favourable / unfavourable to your Company. The nature of risk
is dynamic of business and entrepreneurship. In the opinion of the Board, there are no
risks which shall threaten the existence of the Company.

Your Company has not formed Risk Management Committee as it is not applicable
under Regulation 21 of the SEBI (Listing Obligation and Disclosure Requirement)
Regulations, 2015.

19. VIGIL MECHANISM / WHISTLE BLOWER POLICY:

Your Company has a vigil mechanism to deal with instance of fraud and
mismanagement, if any. In accordance with the Regulation 22 of the SEBI (Listing
Obligation and Disclosure Requirement) Regulations and pursuant to Section 177 (9)
read with Rule 7 of the Companies (Meetings of Board and its Powers) Rules, 2014
of the Companies Act, 2013, your company has adopted a Whistle Blower Policy.
Your Company promotes ethical behavior in all its business activities and has put
in place a mechanism of reporting illegal or unethical behavior. As per the Whistle
Blower Policy, the employees are free to report violations of laws, rules, regulations
or unethical conduct to their immediate superior. The confidentiality of those reporting
/ violations is maintained and they are not subjected to any discriminatory practice.
Details of the Whistle Blower Policy have been disclosed on your Company's website at
https://www.sovereigndiamondsltd.com/_files/ugd/587402_d8991c4591dc47beb2460f412d1ed2da.pdf

20. SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR
COURTS:

There are no significant material orders passed by the Regulators / Courts which would
impact the going concern status of your Company and its future operations.

21. AUDITORS:

21.1 Statutory Auditors:

The members of the Company at its 48^th Annual General Meeting held on 8^th September,
2022 had approved the appointment of M/s. J. D. Zatakia & Co., Chartered Accountants
as the statutory auditors of the Company for a term of 5 years. They shall hold the
office of statutory auditors from the conclusion of 48^th Annual General Meeting until the
conclusion of the 53^rd Annual General Meeting.

In view of the amendment to Section 139 of the Companies Act, 2013, the Company
is not required to ratify the re-appointment of the Statutory Auditor at every Annual
General Meeting. Hence, the item of ratification of re-appointment of Statutory Auditor
is not considered in this Annual General Meeting. In view of the same M/s J. D. Zatakia
& Co., Chartered Accountants will continue to act as Statutory Auditors of the Company
for the financial year 2025 - 26.

21.2 Statutory Auditors’ Observations:

The audit report given by the statutory auditors on the annual financial statements of
your Company is part of the Annual Report. There are no qualification, reservation or
adverse remark made by the statutory auditors in their Audit Report.

21.3 Secretarial Audit:

In terms of the provisions of Section 204 of the Act read with the Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Board
has appointed M/s. P. C. Shah & Co., Practicing Company Secretaries as Secretarial
Auditors for conducting Secretarial Audit of your Company for the financial year ended
31^st March, 2025.

The report of the Secretarial Auditor is attached as “Annexure C”. The Secretarial
Audit Report does not contain any qualification, reservation or adverse remark except
provided at point 21.4 below.

21.4 Qualifications in Secretarial Audit Report:

A. Composition of Nomination and Remuneration Committee:

In respect of the composition of the Nomination and Remuneration Committee, we
observe as follows:

As per Section 178 of the Companies Act, 2013, the composition of Nomination
and Remuneration Committee shall be as follows:

178 (1): “The Board of the Directors of every listed company and such other class
or classes of companies, as may be prescribed shall constitute the Nomination
and Remuneration Committee consisting of three or more non-executive directors
out of which not less than one half shall be independent directors:

Provided that the chairperson of the company (whether executive or non¬
executive) may be appointed as a member of the Nomination and Remuneration
Committee but shall not chair such Committee.”

The Nomination and Remuneration Committee of the Company comprises of two
Independent Directors and one Executive Director. In this regard, the Management
has given the following reply:

? “The Company has four Directors, out of them two are Executive and two
are Independent Directors. Accordingly, the composition of the Board is such
that the Nomination and Remuneration Committee cannot comprise of three
Non-Executive Directors. Hence, Mr. Ajay Gehani, Executive Director is one
of the member of the Committee.

? Mr. Narasinha Pal, Independent Director acts as the Chairman of the
Nomination and Remuneration Committee. The Company does not convene
the meeting of Nomination and Remuneration Committee unless Mr.
Narasinha Pal and Mr. Jigar Darji, Independent Directors of the Company
and members of Nomination and Remuneration Committee are present in
the said meeting. This ensures that the Chairmanship and majority decision
making vests with the Independent Directors.

? Further, the role of Mr. Ajay Gehani as a member of the Committee is very
limited. He is only filling up the requirement of 3^rd member as required under
Section 178 of the Companies Act, 2013 as there is no option. He does not
participate in the affairs of the Committee which are related to remuneration,
performance evaluation of Executive Directors and other such matters.

? As the Committee does not meet without the presence of 2 Independent
Directors and since the Chairman is also an Independent Director, hence the
voting and governance of the Committee remains independent. Accordingly,
with the present composition of Nomination and Remuneration Committee,
it has been ensured that majority remains with Independent Directors and
accordingly, the spirit of Corporate Governance is achieved.”

22. REPORTING OF FRAUDS BY AUDITORS:

During the financial year under review, neither the statutory auditors nor the secretarial
auditors have reported to the Audit Committee of the Board, under Section 143 (12)
of the Act, any instances of fraud committed against your Company by its officers or
employees, the details of which would need to be mentioned in this Report.

23. COST RECORDS:

The provisions of Section 148 of the Companies Act, 2013 and Companies (Cost
Records and Audit) Rules, 2014 (hereinafter referred to as ‘Rules') in respect of
maintenance and audit of cost records are not applicable to Company.

24. COMPLIANCE OF SECRETARIAL STANDARDS:

The Board of Directors affirms that your Company has complied with the applicable
Secretarial Standards (SS) issued by the Institute of Companies Secretaries of India
(SS1 and SS2), respectively relating to Meetings of the Board, its Committees and
General Meeting, which have mandatory application during the year under review.

25. ANNUAL RETURN:

Pursuant to sub-section 3 (a) of section 134 and sub-section (3) of section 92
of the Companies Act, 2013 the Annual Return for the financial year ended
31st March, 2025 in Form MGT 7 is available on the Company's website at
https://www.sovereigndiamondsltd.com/investor-relations.

26. GREEN INITIATIVES:

The Ministry of Corporate Affairs vide its circular no. 17 / 2020 dated 13^th April,
2020, circular no. 20 / 2020 dated 5^th May, 2020 and circular No. 09/2024 dated
19^th September, 2024 and SEBI vide its circular no. SEBI/HO/CFD/CMD1/CIR/P/2020/79
dated 12^th May, 2020 and no. SEBI/HO/CFD/CFD-PoD-2/P/CIR/2024/133 dated
3^rd October, 2024 has dispensed with the requirement of sending hard copy of full
annual report to the shareholders.

Electronic copies of the annual report for the financial year 2024 - 25 and notice of the
51^st Annual General Meeting (AGM) are sent to all members whose email addresses
are registered with your Company / Depository Participant(s). Members who have not
registered their email address can do so by following the steps as mentioned in the
notes of notice of 51^st Annual General Meeting. Alternatively, they are requested to
download the copy of the Annual Report from the website of the Company i.e. www.
sovereigndiamondsltd.com or from the website of BSE Limited i.e. www.bseindia.com
or write to the Company at ajay@sovereignjewellery.in or akshayjain1101@gmail.com.
Your Company provides e-voting facility to all its members to enable them to cast their
votes electronically on all resolutions set forth in the Notice. This is pursuant to the
Section 108 of the Companies Act, 2013 and Rule 20 of the Companies (Management
and Administration) Amendment Rules, 2015.

27. MANAGEMENT DISCUSSION AND ANALYSIS:

As required under the Schedule V (B) of the SEBI (LODR) Regulations, 2015, report
on “Management Discussion and Analysis” is attached and forms part of this Annual
Report.

28. CORPORATE GOVERNANCE:

As per Regulation 15 (2) of the SEBI (LODR) Regulations, 2015, the provisions of
Corporate Governance are non-mandatory to the following class of Companies:
a. Companies having Paid-up Equity Share Capital not exceeding Rs. 10 crores and
Net worth not exceeding Rs. 25 Crores, as on the last day of the previous financial
year;

Provided that where the provisions of Regulation 27 becomes applicable to a
company at a later date, such company shall comply with the requirements of
Regulation 27 within six months from the date on which the provisions became
applicable to the company.

b. Companies whose equity share capital is listed exclusively on the SME and SME-
ITP Platforms.

The Paid-up Share Capital of your Company is Rs. 5.78 crores as on 31^st March, 2024
and networth of the Company is Rs. 16.78 crores. Accordingly, the paid-up capital
and net worh is below the prescribed limit for mandatory applicability of Corporate
Governance clause as per Regulation 15 (2) (a) of the SEBI (LODR) Regulations, 2015.
Your Company has decided not to opt for compliance of Regulation 27 for the financial
year 2024 - 25.

29. DISCLOSURE UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE
(PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013:

Your Company firmly believes in providing a safe, supportive and friendly workplace
environment - a workplace where our values come to life through the supporting
behaviors. Positive workplace environment and a great employee experience are
integral part of our culture. Your Company believes in providing and ensuring a
workplace free from discrimination and harassment based on gender.

Your Company educates its employees as to what may constitute sexual harassment
and in the event of any occurrence of an incident constituting sexual harassment, your
Company provides the mechanism to seek recourse and redressal to the concerned
individual subjected to sexual harassment.

Your Company has a Sexual Harassment Prevention and Grievance Handling Policy
in place to provide clarity around the process to raise such a grievance and how the
grievance will be investigated and resolved. An Internal Complaints Committee has been
constituted in line with the Sexual Harassment of Women at Workplace (Prevention,
Prohibition and Redressal) Act, 2013.

The status of no. of complaints of sexual harassment are shown below:

30. COMPLIANCE OF MATERNITY BENEFIT ACT, 1961:

During the financial year 2024 - 25, the Company has complied with respect to the
compliance of the provisions relating to the Maternity Benefit Act, 1961.

31. INSOLVENCY AND BANKRUPTCY CODE:

No application has ever been filed against the Company under the Insolvency and
Bankruptcy Code, 2016.

32. ONE TIME SETTLEMENT WITH BANKS:

The Company has not made any settlement with banks or financial institutions.

33. LISTING WITH STOCK EXCHANGE:

Your Company is listed with BSE Limited and your Company has duly paid the listing
fees to the Exchange.

34. AGREEMENTS BINDING LISTED ENTITIES:

Pursuant to Regulation 30A of the SEBI (Listing Obligation and Disclosure Requirement)
Regulations, 2015, during the financial year, no agreement has been entered or
executed by the shareholders, promoters, promoter group entities, related parties,
directors, key managerial personnel and employees of the Company or its subsidiaries
among themselves or with the Company or with a third party, solely or jointly, which,
either directly or indirectly or potentially or whose purpose and effect is to, impact the
management or control of the Company or impose any restriction or create any liability
upon the Company.

35. ACKNOWLEDGEMENTS:

Your Directors thank the various Central and State Government Departments,
Organizations and Agencies for the continued help and co-operation extended by
them. The Directors also gratefully acknowledge all stakeholders of your Company viz.
customers, members, vendors, banks and other business partners for the excellent
support received from them during the year. The Directors place on record their sincere
appreciation to all employees of your Company for their unstinted commitment and
continued contribution to your Company.

36. CAUTIONARY STATEMENT:

Statements in the Board's Report describing your Company's objectives, expectations
or forecasts may be forward-looking within the meaning of applicable securities laws and
regulations. Actual results may differ materially from those expressed in the statement.

For and on behalf of the Board
For Sovereign Diamonds Limited

Ajay Gehani Arundhati Mali

^{Place: Mumbai} Managing Director Whole Time Director & CFO

Date: 12th August, 2025 DIN: 00062989 DIN: 08353618