Goldiam AR 2021

Yoldimn lnternotionecl Ltd
MANUFACTURERS & EXPORTERS OF DIAMONDS &JEWELLERY

CIN:L36912MH1986PLC041203
August 2, 2021
The General Manager Dy. General Manager
Capital Market(Listing) Marketing Operations (Listing)
National Stock Exchange of India Ltd. BSE Ltd.
Exchange Plaza, BKC P. J. Towers ,
Bandra-Kurla Complex, 25th Floor, Dalal Street, Fort,
Sandra (East), Mumbai-400 051 . Mumbai-400 001 .
Symbol: 526729 Code: GOLDIAM
Dear Sir/Madam,
Subject: Notice of 34th Annual General Meeting and Annual Report 2020-21
We wish to inform you that pursuant to Regulation 30 and Regulation 34 of SEBI (Listing
Obligations and Disclosure Requirements) Regulations, 2015 ("Listing Regulations") , please
find enclosed the Annual Report of Goldiam International Limited ("Company") for the FY 2020-
21 along with the Notice of 34th Annual General Meeting ("AGM") scheduled to be held on
Saturday, August 28, 2021 at 11 :00 a.m. IST through Video Conferencing ("VC") I Other Audio
Visual Means ("OAVM") facility.
In compliance with the applicable provisions of the Companies Act, 2013, rules framed
thereunder and the Listing Regulations read with MCA General Circular No. 14/2020 dated 8th
April, 2020, the General Circular No. 17/2020 dated 13th April, 2020, the General Circular No.
20/2020 dated 5th May, 2020, General Circular No. 02/2021 dated 13th January, 2021, SEBI
Circular No. SEBl/HO/CFD/CMD1/CIR/P/2020/79 dated 12th May, 2020 and SEBI Circular No.
SEBl/HO/CFD/CMD2/CIR/P/2021/11 dated 15th January, 2021 , the Notice of AGM and the
Annual Report of the Company for FY 2020-21 has been sent through electronic mode to all
the members of the Company at their registered email addresses.
In terms of Section 108 of the Companies Act, 2013 read with Companies (Management &
Administration) Rules, 2014 (as amended), and Regulation 44 of the Listing Regulations, the
Company is providing the facility to its members (holding shares either in physical or
dematerialized form) to exercise their right to vote by electronic means on the businesses
specified in the Notice convening the AGM of the Company ("Remote e-voting").
The Company is also offering the facility to the Members to cast their vote electronically during
the AGM. Accordingly , the Company has fixed Saturday, August 21, 2021 as the cut-off date to
determine the eligibility of the members to cast their vote by electronic means and e-voting
during the AGM .
The voting rights of Members shall be in the proportion to their shares of the paid-up equity
share capital of the Company as on the cut-off date of Saturday, August 21, 2021 .
Registered Office
Gems & Jewellery Complex, Santacruz Electronics Export Processing Zone, Andheri (East), Mumbai-400096. India
Phones: (022) 28291893/28290396/28292397 Fax : (022) 28292885 Email:- [email protected]
Webs ite: www.goldiam. com
goldicmi lnternutional Ltd
MANUFACTURERS & EXPORTERS OF DIAMONDS & JEWELLERY
CIN:L36912MH1986PLC041203
The Notice of AGM along with the Annual Report for the financial year 2020-21 is also being
made available on the website of the Company at www.goldiam .com
Further, the Company vide its communication dated July 27, 2021 has informed the members
regarding information required for deduction of tax at source for payment of dividend . The
members are requested to submit the requisite declarations and documents to
https://linkintime.co.in/formsreg/submission-of-form-15g-15h.html within the prescribed
timeline.
The calendar of events are as under:
Sr.No. Particulars Event Dates

1. Cut-off Date for identifying the eligibility Saturday, August 21 , 2021
of Members holding shares in physical or
demat form, for Remote e-voting/voting
at the AGM
2. Remote e-voting period will commence Wednesday, August 25, 2021 at 9.00 a.m .
on
3. Remote e-votinq period will end on Fridav, Auaust 27, 2021 at 5.00 o.m.
4. Annual General Meetinq Saturdav, Auqust 28, 2021 at 11 .00 am
This is for your information and appropriate dissemination.
Thanking you,
Encl.: As above
Registered Office
Gems & Jewellery Complex, Santacruz Electronics Expo rt Processing Zone, Andheri (East), Mumbai-400096. India
Phones: (022) 28291893/28290396/28292397 Fax : (022) 28292885 Email:- [email protected]
Website: www.goldiam.com
Annual Report
2020-2021
Goldiam
International
Limited
MANUFACTURERS & EXPORTERS OF DIAMONDS & JEWELLERY
Annual Report 2020-21
BOARD OF DIRECTORS REGISTERED OFFICE
Rashesh M. Bhansali Executive Chairman Goldiam International Limited
CIN: L36912MH1986PLC041203
Ajay M. Khatlawala Director - Non Executive Independent Gems & Jewellery Complex, MIDC,
Dr. R. Srinivasan Director - Non Executive Independent SEEPZ, Andheri (East), Mumbai - 400 096
Website: www.goldiam.com
Pannkaj C Ghadiali Director - Non Executive Independent
E-mail: [email protected]
Tulsi Gupta Non - Executive Non - Independent Director
Anmol R. Bhansali Whole-Time Director DIAMOND PROCUREMENT OFFICE
Nipa Utpal Sheth Director-Non Executive Independent The Capital Office No. 1107, A Wing,
11th Floor, Plot No. C-70, G Block,
Bandra (East), Mumbai 400051.
BOARD COMMITTEES
Audit Committee REGISTRAR AND TRANSFER AGENTS
Ajay M. Khatlawala M/s. Link Intime India Pvt. Ltd.
Dr. R. Srinivasan C-101, 247 Park, L. B. S. Marg,
Pannkaj C Ghadiali Vikhroli (West), Mumbai - 400 083
Rashesh M. Bhansali E-mail: [email protected]
Stake Holder Relationship Committee Listing

Dr. R. Srinivasan BSE Limited
Rashesh M. Bhansali National Stock Exchange of India Limited
Ajay M. Khatlawala
Corporate Social Responsibility Committee

Ajay M. Khatlawala
Tulsi Gupta Contents:
Rashesh M. Bhansali Notice.......................................................................2
Board Report..........................................................36
Risk Management Committee
Ajay M. Khatlawala Management Discussion and Analysis...................67
Rashesh M. Bhansali Report on Corporate Governance..........................70
Pannkaj C Ghadiali
Nipa Utpal Sheth Auditors’ Report......................................................87
Anmol R. Bhansali Balance Sheet .......................................................92
Nomination & Remuneration Committee Profit and Loss Account..........................................93
Ajay M. Khatiawala Statement of Changes In Equity.............................94
Dr. R. Srinivasan
Cash Flow Statement ............................................95
Pannkaj C Ghadiali
Significant Accounting Policies...............................96
Company Secretary & Compliance Officer Auditor’s Report on Consolidated Accounts..........131
Pankaj J. Parkhiya
Consolidated Balance Sheet ...............................136
Chief Financial Officer Consolidated Statement of
Darshana Faldu (Patel) Profit and Loss Account........................................137
Consolidated Statement of Changes in Equity.....138
AUDITORS Consolidated Cash Flow Statement .....................139
J.D. Zatakia & Co., Chartered Accountants
Notes on Consolidated
BANKERS Financial Statement .............................................140
The Hongkong & Shanghai Banking Corporation Ltd. Significant Accounting Policies on
Punjab National Bank Consolidated Accounts.........................................150
Kotak Mahindra Bank Limited
Summary of financial information of
Citibank N.A.
Subsidiary companies.......................................... 176
1
Goldiam International Limited
GOLDIAM INTERNATIONAL LIMITED
CIN: L36912MH1986PLC041203
Registered Office Address: Gems & Jewellery Complex, M.I.D.C., SEEPZ, Andheri (East), Mumbai – 400 096.
Tel: (022) 2829 1893, 2829 0396, 2829 2397 | Fax: (022) 2829 2885, 2829 0418
Email: [email protected] | Website: www.goldiam.com
NOTICE
NOTICE is hereby given that the THIRTY-FOURTH and Disclosure Requirements) Regulations, 2015, as
ANNUAL GENERAL MEETING of the Members of amended from time to time, and on recommendation
GOLDIAM INTERNATIONAL LIMITED will be held on of Nomination and Remuneration Committee, Mr.
Saturday, August 28, 2021 at 11.00 a.m.(IST) through Pannkaj Chimanlal Ghadiali (DIN-00003462), who
Video Conferencing/ Other Audio Visual Means (“VC/ was appointed as an Independent Non- Executive
OAVM”) Facility, to transact the following business: Director at the Annual General Meeting of the
Company held on September 27, 2017 and who holds
ORDINARY BUSINESS: office up to November 11, 2021 and who is eligible
1. Adoption of annual audited Financial Statement for re-appointment, be and is hereby re-appointed
and Reports thereon as an Independent Non- Executive Director of the
Company, not liable to retire by rotation, to hold office
To receive, consider and adopt:
for a second term of five (5) years from November 12,
a. the audited Standalone financial statement of 2021 to November 10, 2026.
the Company for the financial year ended March
RESOLVED FURTHER THAT the Board be and
31, 2021, the Reports of Directors and Auditors
is hereby severally authorized to do all such acts,
thereon, and
deeds, matters and things and take all such steps as
b. the audited consolidated financial statement of may be necessary, proper, expedient or desirable for
the Company for the financial year ended March the purpose of giving effect to this resolution and for
31, 2021. matters connected therewith or incidental thereto.”
2. Declaration of Dividend 5. Approve to pay remuneration to Mr. Anmol
To confirm 1st interim dividend of ` 3/- (i.e. 30%) and Rashesh Bhansali (DIN 07931599), as Whole-
2nd interim dividend of `2/-(i.e. 20%) on each paid Time Director for the remaining period of his
up equity share already paid for the financial year tenure.
ended March 31, 2021 and declare final dividend of To consider and, if thought fit, to pass the following
`3/-(i.e. 30%) on each paid up equity share for the resolution as a Special Resolution:
financial year ended March 31, 2021.
“RESOLVED THAT in accordance with the
3. Appointment of Director in place of those retiring provisions of Sections 196, 197 and 198 read with
by rotation Schedule V and all other applicable provisions, if
To appoint a Director in place of Mrs.Tulsi Gupta any, of the Act and the Companies (Appointment
(DIN 06905143), who retires by rotation and, being and Remuneration of Managerial Personnel)
eligible, offers herself for re-appointment. Rules, 2014 and regulation 17(6)(e) of the SEBI
(Listing Obligations and Disclosure Requirements)
SPECIAL BUSINESS (Amendment) Regulations, 2018 (including any
4. To re-appoint Mr. Pannkaj Chimanlal Ghadiali statutory modification(s) or re-enactment thereof,
(DIN-00003462) as an Independent Non- for the time being in force) and subject to such
Executive Director of the Company: sanctions, as may be necessary, approval of the
To consider and, if thought fit, to pass the following members of the Company be and is hereby accorded
Resolution as a Special Resolution: to pay the minimum remuneration, as detailed below,
to Mr. Anmol Rashesh Bhansali (DIN 07931599),
“RESOLVED THAT pursuant to the provisions Whole Time Director for remainder of duration of
of Sections 149, 150 and 152 of the Companies appointment i.e. up November 24, 2022 with the
Act, 2013, the Companies (Appointment and effect from April 1, 2022.
Qualifications of Directors) Rules, 2014 read with
Schedule IV thereto and other applicable provisions Details of Remuneration:
of the Companies Act, 2013, if any, and Regulation Part A:
16 and other applicable provisions of the Securities
and Exchange Board of India (Listing Obligations 1. Basic Salary: `10,00,000/- per month
2
Part B: 6. Approval for Buyback of Equity Shares
1. Car for Office Use. To consider and, if thought fit, to pass, the following
2. Telephone at residence for business use to resolution as a Special Resolution:
be reimbursed from the Company, or from “RESOLVED THAT pursuant to Article 23A of the
Residence subject to self-certification basis on Articles of Association of the Company and the
production of bills. provisions of Sections 68, 69, 70 and all other
3. Membership fees of two clubs. applicable provisions, if any, of the Companies
Act, 2013 (“Act”), the Companies (Share Capital
4. Gratuity: and Debentures) Rules, 2014 and the Companies
Gratuity shall be payable as per the provisions of (Management and Administration) Rules, 2014, to
the payment of Gratuity Act, 1972 as amended the extent applicable, the Securities and Exchange
from time to time. Board of India (Listing Obligations and Disclosure
Requirements) Regulations, 2015 and in compliance
5. Leave and Bonus:
with the Securities and Exchange Board of India (Buy-
As per the Company policy Back of Securities) Regulations, 2018 (“Buyback
RESOLVED FURTHER THAT in case the Company Regulations”), each as amended from time to time,
does not earn any profits or earns inadequate and subject to such other approvals, permissions,
profits the remuneration mentioned above will be sanctions and exemptions as may be necessary
considered as maximum remuneration payable to Mr. and subject to such conditions and modifications,
Anmol Rashesh Bhansali (DIN 07931599), Whole if any, as may be prescribed or imposed by
Time Director, pursuant to the provision of and the the appropriate authorities while granting such
ceiling limits prescribed under Section II, III, IV and V approvals, permissions, sanctions and exemptions,
of Part II of Schedule V of the Companies Act, 2013, which may be agreed to by the Board of Directors
however, in case the company does not earn any of the Company (“Board”, which expression shall
profits or earns inadequate profits the remuneration include any Committee constituted/to be constituted
payable to Whole Time Director may exceed the by the Board to exercise its powers, including the
above ceiling subject to such other approvals, if any powers conferred by this Resolution), consent of the
necessary. Members be and is hereby accorded for the buyback
by the Company of up to 6,65,248 (Six lakhs sixty
RESOLVED FURTHER THAT Mr. Anmol Rashesh five thousand two hundred forty eight only) of its
Bhansali (DIN 07931599), Whole Time Director fully paid-up equity shares of face value of `10/-
shall be entitled to Commission of 5% of net profit (Rupee Ten) each (“Equity Shares”) (representing
inclusive of Salary, as per the ceiling fixed under 3.00% of the total issued and paid-up equity share
Section 197 and Schedule V and other applicable capital of the Company) at a price of `675/- (Rupees
provisions of the Companies Act, 2013 and SEBI Six hundred seventy-five only) per Equity Share
(Listing Obligations and Disclosure Requirements) payable in cash for an aggregate consideration not
Regulations, 2015 amendments made thereto from exceeding `44,90,42,400/- crore (Rupees Forty four
time to time and accordingly, in the event of loss crores ninety lakhs forty two thousand four hundred)
or inadequacy of profit in any financial year, the (excluding transaction costs, applicable taxes and
remuneration mentioned above will be considered other incidental and related expenses), which is not
as maximum remuneration payable to Mr. Anmol exceeding 25% of the aggregate of the paid-up share
Rashesh Bhansali (DIN 07931599), Whole Time capital and free reserves as per audited standalone
Director. financial statements and audited consolidated
RESOLVED FURTHER THAT the Board and/or its financial statements of the Company as on March
committee subject to recommendation of Nomination 31, 2021, to be sourced out of the free reserves
and Remuneration Committee be and is hereby in of the Company (retained earnings) and/or such
its absolute discretion to decide/determine, fix and/ other source as may be permitted by the Buyback
or vary/alter/modify within the limit stated above, the Regulations or the Act, from the Members of the
remuneration (including Minimum Remuneration Company as on the record date, on a proportionate
in the event of absence or inadequacy of profits in basis, through the Tender Offer route through Stock
any financial year) payable to Mr. Anmol Rashesh Exchange mechanism as prescribed under the
Bhansali (DIN 07931599), Whole Time Director from Buyback Regulations (“Buyback”).
time to time and to comply with all legal provisions RESOLVED FURTHER THAT the Company, to the
and to do all such acts, deeds, things and matters extent legally permissible, implement the Buyback
etc., as may be considered necessary, desirable, using the “Mechanism for acquisition of shares
expedient or proper to give effect to this resolution.” through Stock Exchange” notified by the Securities
3
and Exchange Board of India (“SEBI”) vide circular Equity Shares of the Company are listed, Registrar
CIR/CFD/POLICYCELL/1/2015 dated April 13, 2015 of Companies, Depositories and/or other regulatory
read with circular CFD/DCR2/CIR/P/2016/131 dated and/or statutory authorities as may be required from
December 9, 2016, including any amendments or time to time and obtain their approvals and to initiate
statutory modifications for the time being in force all necessary actions including opening, operation
(“SEBI Circulars”). and closure of necessary bank accounts (including
RESOLVED FURTHER THAT all of the shareholders escrow account and special escrow account with the
of the Company will be eligible to participate in the bank, entering into escrow agreements as required
Buyback including promoters and promoter group of under the Buyback Regulations), issuance of bank
the Company (including members thereof) and their guarantee in favour of the merchant banker, or
associates who hold Equity Shares as of the Record deposit of acceptable securities with appropriate
Date, persons in control (including such persons margin with the merchant banker, entering into
acting in concert) who hold Equity Shares as of the agreements, release of public announcement, filing
Record Date. of declaration of solvency, obtaining all necessary
certificates and reports from statutory auditors and
RESOLVED FURTHER THAT the Company other third parties as required under applicable
may buyback Equity Shares from all the existing law, extinguishment of dematerialized shares and
Members holding Equity Shares of the Company physical destruction of share certificates in respect
on a proportionate basis, provided that 15% (fifteen of the Equity Shares bought back by the Company.
percent) of the number of Equity Shares which the
Company proposes to Buyback or number of Equity RESOLVED FURTHER THAT nothing contained
Shares entitled as per the shareholding of small herein shall confer any right on the part of any
shareholders as on the record date, whichever is Members to offer and/or any obligation on the
higher, shall be reserved for the small shareholders, part of the Company or the Board or the Buyback
as prescribed under Regulation 6 of the Buyback Committee to Buyback any shares, and/or impair any
Regulations. power of the Company or the Board or the Buyback
Committee to terminate any process in relation to
RESOLVED FURTHER THAT the Buyback of Equity such Buyback, if so permissible by law.
Shares from non-resident Members of the Company,
including Overseas Corporate Bodies (“OCBs”), RESOLVED FURTHER THAT for the purpose of
Foreign Institutional Investors (“FIIs”)/Foreign giving effect to this Resolution, the Board and the
Portfolio Investors (“FPIs”), Members of foreign Buyback Committee be and are hereby empowered
nationality, etc., shall be subject to such approvals and authorised severally on behalf of the Company to
if any, and to the extent necessary or required from accept and make any alteration(s), modification(s) to
the concerned authorities including approvals from the terms and conditions as it may deem necessary,
the Reserve Bank of India (“RBI”) under the Foreign concerning any aspect of the Buyback, in accordance
Exchange Management Act, 1999 and the rules, with the statutory requirements or any conditions
regulations framed thereunder, if any. laid down by any regulatory or other authority while
giving its approval as well as to give such directions
RESOLVED FURTHER THAT the Board be and is as may be necessary or desirable, to settle any
hereby authorized to delegate all or any of the powers questions, difficulties or doubts that may arise and
conferred hereinabove as it may in its absolute generally, to do all acts, deeds, matters and things
discretion deem fit, to any Committee of Director(s)/ as the Board and/or any person authorised by the
any one or more Director(s)/Officer(s)/Authorised Board of Directors may, in absolute discretion deem
Representative(s) (“Buyback Committee”) of the necessary, expedient, usual or proper in relation to
Company in order to give effect to this resolution, or in connection with or for matters consequential to
including but not limited to finalizing the terms of the the Buyback without seeking any further consent or
Buyback such as record date, entitlement ratio, the approval of the Members or otherwise to the end and
time frame for completion of Buyback; appointment intent that they shall be deemed to have given their
of merchant bankers, registrars, brokers, lawyers, approval thereto expressly by the authority of this
depository participants, escrow agents, advisors, Resolution.”
consultants, intermediaries, bankers, other agencies,
as may be required, for implementation of the By Order of the Board of Directors
Buyback; preparation, finalizing, signing and filing of Place: Mumbai For Goldiam International Limited
the Public Announcement, Draft Letter of Offer/Letter July 21 2021
of Offer and such other necessary applications,
undertakings, agreements, papers, documents and Regd. Office:
correspondence, if required under the Common Seal Gems & Jewellery Complex, Pankaj Parkhiya
of the Company, to be filed in connection with the M.I.D.C., SEEPZ, Andheri (E), Company Secretary &
Buyback with SEBI, RBI, stock exchanges where the Mumbai - 400 096. Compliance Officer
4
NOTES: March 31, 2021 and Notice of AGM are being sent
1. The Explanatory Statement pursuant to Section 102 in electronic mode to those Members whose email
of the Companies Act, 2013 (“the Act”) setting out addresses are registered with the Company or
material facts concerning the business under Item CDSL / NSDL (“Depositories/DP”). Members may
No. 4, 5 & 6 of the accompanying Notice, is annexed note that the Notice and Annual Report 2020-21 will
hereto. The Board of Directors of the Company also be available on the Company’s website www.
at its meeting held on May 25, 2021 and July 21, goldiam.com , websites of the Stock Exchanges i.e.
2021 respectively considered that the special BSE Limited and National Stock Exchange of India
business under Item No. 4, 5 & 6 being considered Limited at www.bseindia.com and www.nseindia.
unavoidable, be transacted at the 34th AGM of the com respectively. The Notice of the AGM will also be
Company. available at the website of LIIPL.
2. In view of the outbreak of the COVID-19 pandemic, 5. The attendance of the Members attending the AGM
social distancing norm to be followed and the through VC/OAVM will be counted for the purpose
continuing restriction on movement of persons of reckoning the quorum under Section 103 of the
at several places in the country and pursuant to Companies Act, 2013.
General Circular Nos.14/2020, 17/2020 and 20/2020 6. The Register of members and share transfer books
dated April 8, 2020, April 13, 2020 and May 5, 2020, of the Company will remain closed from Saturday,
respectively and by General Circular No. 02/2021 August 14, 2021 to Saturday, August 28, 2021 (both
dated January 13, 2021, allowed companies whose days inclusive) for the purpose of Annual Closing and
AGMs were due to be held in the year 2020 or determining entitlement of the members to the final
become due in the year 2021, to conduct their dividend for the financial year 2020-2021.
AGMs on or before 31.12.2021, in accordance with 7. The Register of Directors and Key Managerial
the requirements provided in paragraphs 3 and 4 of Personnel and their shareholding, maintained
the General Circular No. 20/2020 (“MCA Circulars”). under Section 170 of the Act, and the Register of
The Securities and Exchange Board of India (‘SEBI’) Contracts or Arrangements in which the directors are
also issued Circular No. SEBI/HO/CFD/CMD1/ interested, maintained under Section 189 of the Act,
CIR/P/2020/79 dated 12th May 2020 the validity of will be available electronically for inspection by the
which has been extended till December 31, 2021 members during the AGM.
by SEBI, vide its Circular No. SEBI/HO/CFD/CMD2/
CIR/P/2021/11 dated January 15, 2021 (“SEBI 8. Members seeking any information with regard to
Circulars”). In compliance with these Circulars, accounts or any matter to be placed at AGM are
provisions of the Act and the SEBI (Listing Obligations requested to write from their registered email address,
and Disclosure Requirements) Regulations, 2015 mentioning their name, DP ID and Client ID number
(“Listing Regulations”), the 34th AGM of the Company /folio number and mobile number atleast 10 days
is being conducted through VC/OAVM Facility, which before the meeting on Company’s email address
does not require physical presence of members at at [email protected] to enable the
a common venue. The deemed venue for the 34th management to keep the information ready. Please
AGM shall be the Registered Office of the Company. note that, member’s questions will be answered only
if they continue to hold the shares as of cut-off date.
3. In terms of the MCA Circulars since the physical
attendance of Members has been dispensed with, 9. As per Regulation 40 of Listing Regulations, as
there is no requirement of appointment of proxies. amended from time to time, securities of listed
Accordingly, the facility for appointment of proxies by companies can be transferred only in dematerialized
the Members will not be available for the 34th AGM form with effect from, April 1, 2019, except in case
and hence the Proxy Form and Attendance Slip are of request received for transmission or transposition
not annexed to this Notice. of securities. In view of this and to eliminate all risks
associated with physical shares and for ease of
4. In compliance with the Ministry of Corporate Affairs portfolio management, members holding shares in
(“MCA”) vide its Circular dated May 5, 2020 read physical form are requested to consider converting
with Circulars dated April 8, 2020, April 13, 2020 their holdings to dematerialized form. Members can
and January 13, 2021 (collectively referred to as contact the Company or Company’s Registrars and
“MCA Circulars”) and SEBI vide its Circular No. Transfer Agents (RTA), M/s. Link Intime India Private
SEBI/HO/CFD/CMD1/CIR/P/2020/79 dated May Limited for assistance in this regard.
12, 2020 and SEBI/HO/CFD/CMD2/CIR/P/2021/11
dated January 15, 2021 owing to the difficulties 10. We urge members to support our commitment to
involved in dispatching of physical copies of the environmental protection by choosing to receive the
financial statements including Board’s Report, Company’s communication through email. Members
Auditor’s report or other documents required to be holding shares in demat mode, who have not
attached therewith (together referred to as Annual registered their email addresses are requested to
Report), the Annual Report for Financial year ended register their email addresses with their respective
5
depository participants, and members holding shares 15. Non-Resident Indian Members are requested
in physical mode are requested to update their email to inform M/s. Link Intime India Private Limited,
addresses with the Company’s at investorrelations@ immediately of :
goldiam.com • Change in their residential status on return to
11. Members are requested to intimate changes, if any, India for permanent settlement.
pertaining to their name, postal address, email address, • Particulars of their bank account maintained
telephone/ mobile numbers, Permanent Account in India with complete name, branch, account
Number (PAN), mandates, nominations, power of type, account number and address of the bank
attorney, bank details such as, name of the bank and with pin code number, if not furnished earlier.
branch details, bank account number, MICR code,
IFSC code, etc., to their DPs in case the shares are 16. In all correspondences with the Company, members
held by them in electronic form and to RTA in case the holding shares in physical form are requested to
shares are held by them in physical form. quote their Folio numbers and those holding shares
in electronic form are requested to quote their DP ID
12. The Securities and Exchange Board of India has number and Client ID number.
mandated the submission of PAN by every participant
in the securities market. Members holding shares in 17. Members who hold shares in physical form in
electronic form are, therefore, requested to submit multiple folios in identical names or joint holding in
the PAN to their Depository Participants with whom the same order of names are requested to send the
they are maintaining their demat accounts. Members share certificates to Link Intime India Pvt. Ltd., for
holding shares in physical form can submit their PAN consolidation into a single folio.
details to the Company or RTA. 18. Since the AGM will be held through VC/OAVM
13. The relevant details, pursuant to Regulations 26(4) Facility, the Route Map is not annexed in this Notice.
and 36(3) of the Listing Regulations and Secretarial 19. Instructions for Members for Remote e-Voting are
Standard on General Meetings issued by the as under:
Institute of Company Secretaries of India, in respect
Voting through electronic means
of Director seeking re-appointment at this AGM is
annexed. In terms of the Circular issued by the Securities and
Exchange Board of India dated December 9, 2020,
14. Pursuant to the provisions of Section 124 of the
on “e-Voting facility provided by Listed Companies”,
Companies Act, 2013, the amount of dividend not
e-Voting process has been enabled to all the
encashed or claimed within seven (7) years from the
individual Demat account holders, by way of single
date of its transfer to the unpaid dividend account,
login credential, through their Demat accounts/
will be transferred to the Investor Education and
websites of Depositories/ DPs in order to increase
Protection Fund established by the Government.
the efficiency of the voting process. Individual
Further pursuant to the provisions of Section 124(6) Demat account holders would be able to cast
of the Companies Act, 2013, all shares in respect their vote without having to register again with the
of which dividend has not been paid or claimed for e-Voting service provider (“ESP”) thereby not only
seven consecutive years or more shall be transferred facilitating seamless authentication but also ease
to the Investor Education and Protection Fund and convenience of participating in e-Voting process.
established by the Government.
Shareholders are advised to update their mobile
Members who have not yet encashed their final and/ number and e-mail ID with their DPs in order to
or interim dividend for the financial year 2013-2014, access e-Voting facility.
2014-15, 2015-2016, 2016-2017, 2017-18, 2018-19,
Pursuant to provisions of section 108 and any
2019-20 and 2020-21 are requested to approach the
other applicable provisions of the Companies Act,
Company or the Company’s Registrar and Transfer
2013, if any, read with Rule 20 of the Companies
Agents, M/s. Link Intime India Pvt. Ltd. The details of
(Management & Administration) Amendment
unpaid dividend are also available on the website of
Rules, 2015, and Regulation 44(1) of the SEBI
the Company www.goldiam.com
(Listing Obligations and Disclosure Requirements)
Members are requested to notify immediately any Regulation, 2015, the Company is pleased to provide
change in their address or bank account particulars: its members with the facility of “remote e-voting”
• To the Registrar and Transfer Agents of the (e-voting from a place other than venue of the AGM),
Company for shares held in physical form; and to enable them to cast their votes for the businesses
to be transacted at the 34th AGM of the Company.
• Directly to their respective Depository The Company has entered into an agreement with
Participants with whom they are maintaining Link Intime India Private Limited (LIIPL) for facilitating
their demat accounts and not to the Company/ e-voting to enable all its Shareholders to cast their
Registrar and Transfer Agents, for shares held in vote electronically.
electronic form.
6
The voting period begins on August 25, 2021 at 9.00 a.m. and ends on August 27, 2021 at 5.00 p.m. During this
period shareholders of the Company, holding shares either in physical form or in dematerialized form, as on the
cut-off date of August 21, 2021, may cast their vote electronically. The e-voting module shall be disabled by LIIPL for
voting thereafter. Once the vote on a resolution is cast by the shareholder, the shareholder shall not be allowed to
change it subsequently.
Login method for Individual shareholders holding securities in demat mode/ physical mode is given below:
Type of shareholders Login Method

Individual Shareholders • If you are already registered for NSDL IDeAS facility, please visit the e-Services
holding securities in website of NSDL. Open web browser by typing the following URL: https://eservices.
demat mode with NSDL nsdl.com either on a Personal Computer or on a mobile. Once the home page of
e-Services is launched, click on the “Beneficial Owner” icon under “Login” which is
available under ‘IDeAS’ section. A new screen will open. You will have to enter your
User ID and Password.
• After successful authentication, you will be able to see e-Voting services. Click on
“Access to e-Voting” under e-Voting services and you will be able to see e-Voting page.
Click on company name or e-Voting service provider name and you will be re-directed
to e-Voting service provider website for casting your vote during the remote e-Voting
period or joining virtual meeting & voting during the meeting.
• If the user is not registered for IDeAS e-Services, option to register is available at
https://eservices.nsdl.com. Select “Register Online for IDeAS “Portal or click at
https://eservices.nsdl.com/SecureWeb/IdeasDirectReg.jsp
• Visit the e-Voting website of NSDL. Open web browser by typing the following URL:
https://www.evoting.nsdl.com/ either on a Personal Computer or on a mobile. Once
the home page of e-Voting system is launched, click on the icon “Login” which is
available under ‘Shareholder/Member’ section. A new screen will open. You will have
to enter your User ID (i.e. your sixteen-digit demat account number hold with NSDL),
Password/OTP and a Verification Code as shown on the screen. After successful
authentication, you will be redirected to NSDL Depository site wherein you can see
e-Voting page. Click on company name or e-Voting service provider name and you
will be redirected to e-Voting service provider website for casting your vote during the
remote e-Voting period or joining virtual meeting & voting during the meeting.
Individual Shareholders • Existing user of who have opted for Easi / Easiest, they can login through their user
holding securities in id and password. Option will be made available to reach e-Voting page without any
demat mode with CDSL further authentication. The URL for users to login to Easi / Easiest are https://web.
cdslindia.com/myeasi/home/login or www.cdslindia.com and click on New System
Myeasi.
• After successful login of Easi / Easiest the user will be also able to see the E Voting
Menu. The Menu will have links of e-Voting service provider i.e. NSDL, KARVY, LINK
NTIME, CDSL. Click on e-Voting service provider name to cast your vote.
• If the user is not registered for Easi/Easiest, option to register is available at https://
web.cdslindia.com/myeasi./Registration/EasiRegistration
• Alternatively, the user can directly access e-Voting page by providing demat Account
Number and PAN No. from a link in www.cdslindia.com home page. The system will
authenticate the user by sending OTP on registered Mobile & Email as recorded in
the demat Account. After successful authentication, user will be provided links for the
respective ESP where the E Voting is in progress.
Individual Shareholders • You can also login using the login credentials of your demat account through your
(holding securities in Depository Participant registered with NSDL/CDSL for e-Voting facility.
demat mode) & login • Once login, you will be able to see e-Voting option. Once you click on e-Voting option,
through their depository you will be redirected to NSDL/CDSL Depository site after successful authentication,
participants wherein you can see e-Voting feature. Click on company name or e-Voting service
provider name and you will be redirected to e-Voting service provider website for
casting your vote during the remote e-Voting period or joining virtual meeting & voting
during the meeting.
7
Individual Shareholders 1. Open the internet browser and launch the URL: https://instavote.linkintime.co.in
holding securities in
Physical mode & evoting • Click on “Sign Up” under ‘SHARE HOLDER’ tab and register with your following
service Provider is details: -
LINKINTIME. A. User ID: Shareholders/ members holding shares in physical form shall provide Event
No + Folio Number registered with the Company.
B. PAN: Enter your 10-digit Permanent Account Number (PAN) (Members who have
not updated their PAN with the Depository Participant (DP)/ Company shall use the
sequence number provided to you, if applicable.
C. DOB/DOI: Enter the Date of Birth (DOB) / Date of Incorporation (DOI) (As recorded
with your DP / Company - in DD/MM/YYYY format)
D. Bank Account Number: Enter your Bank Account Number (last four digits), as recorded
with your DP/Company.
E. Shareholders/ members holding shares in physical form but have not recorded ‘C’ and
‘D’, shall provide their Folio number in ‘D’ above
• Set the password of your choice (The password should contain minimum 8
characters, at least one special Character (@!#$&*), at least one numeral, at
least one alphabet and at least one capital letter).
• Click “confirm” (Your password is now generated).
2. Click on ‘Login’ under ‘SHARE HOLDER’ tab.
3. Enter your User ID, Password and Image Verification (CAPTCHA) Code and click on
‘Submit’.
4. After successful login, you will be able to see the notification for e-voting. Select ‘View’
icon.
5. E-voting page will appear.
6. Refer the Resolution description and cast your vote by selecting your desired option
‘Favour / Against’ (If you wish to view the entire Resolution details, click on the ‘View
Resolution’ file link).
7. After selecting the desired option i.e. Favour / Against, click on ‘Submit’. A confirmation
box will be displayed. If you wish to confirm your vote, click on ‘Yes’, else to change your
vote, click on ‘No’ and accordingly modify your vote.
Institutional shareholders:
Institutional shareholders (i.e. other than Individuals, HUF, NRI etc.) and Custodians are required to log on the e-voting
system of LIIPL at https://instavote.linkintime.co.in and register themselves as ‘Custodian / Mutual Fund / Corporate Body’.
They are also required to upload a scanned certified true copy of the board resolution /authority letter/power of attorney
etc. together with attested specimen signature of the duly authorised representative(s) in PDF format in the ‘Custodian /
Mutual Fund / Corporate Body’ login for the Scrutinizer to verify the same.
Individual Shareholders holding securities in Physical mode & evoting service Provider is LINKINTIME, have
forgotten the password:
o Click on ‘Login’ under ‘SHARE HOLDER’ tab and further Click ‘forgot password’
o Enter User ID, select Mode and Enter Image Verification (CAPTCHA) Code and Click on ‘Submit’.
• In case shareholders/ members is having valid email address, Password will be sent to his / her registered
e-mail address.
• Shareholders/ members can set the password of his/her choice by providing the information about the particulars
of the Security Question and Answer, PAN, DOB/DOI, Bank Account Number (last four digits) etc. as mentioned
above.
• The password should contain minimum 8 characters, at least one special character (@!#$&*), at least one
numeral, at least one alphabet and at least one capital letter.
8
Individual Shareholders holding securities in demat • For shareholders/ members holding shares
mode with NSDL/ CDSL have forgotten the password: in physical form, the details can be used only
• Shareholders/ members who are unable to retrieve User for voting on the resolutions contained in this
ID/ Password are advised to use Forget User ID and Notice.
Forget Password option available at abovementioned • During the voting period, shareholders/
depository/ depository participants website. members can login any number of time till they
• It is strongly recommended not to share your have voted on the resolution(s) for a particular
password with any other person and take utmost “Event”.
care to keep your password confidential.
Helpdesk for Individual Shareholders holding securities in demat mode:

In case shareholders/ members holding securities in demat mode have any technical issues related to login through
Depository i.e. NSDL/ CDSL, they may contact the respective helpdesk given below:
Login type Helpdesk details

Individual Shareholders holding Members facing any technical issue in login can contact NSDL helpdesk by
securities in demat mode with sending a request at [email protected] or call at toll free no.: 1800 1020 990
NSDL and 180022 44 30
Individual Shareholders holding Members facing any technical issue in login can contact CDSL helpdesk by
securities in demat mode with sending a request at [email protected] or contact at 022-
CDSL 23058738 or 22-23058542-43.
Helpdesk for Individual Shareholders holding c. Shareholders/ Members will be provided

securities in physical mode/ Institutional shareholders with InstaMeet facility wherein Shareholders/
& evoting service Provider is LINKINTIME. Member shall register their details and attend
In case shareholders/ members holding securities in the Annual General Meeting as under:
physical mode/ Institutional shareholders have any i. Open the internet browser and launch
queries regarding e-voting, they may refer the Frequently the URL for InstaMeet https://instameet.
Asked Questions (‘FAQs’) and InstaVote e-Voting manual linkintime.co.in and register with your
available at https://instavote.linkintime.co.in, under Help following details:
section or send an email to [email protected] or ii. DP ID / Client ID or Beneficiary ID or Folio
contact on: - Tel: 022 –4918 6000. No.: Enter your 16 digit DP ID / Client ID or
20. Instructions for Members for participating in the Beneficiary ID or Folio Number registered
34th AGM through INSTAMEET are as under: with the Company
a. Members may join the 34th AGM through iii. PAN: Enter your 10 digit Permanent
InstaMeet Facility by following the procedure as Account Number (PAN) (Members who
mentioned below which shall be kept open for have not updated their PAN with the
the Members from 10:45 a.m. IST i.e. 15 minutes Depository Participant (DP)/ Company
before the time scheduled to start the 34th AGM shall use the sequence number provided
and the Company may close the window for to you, if applicable.
joining the VC/OAVM Facility 15 minutes after iv. Mobile No.
the scheduled time to start the 34th AGM.
v. Email ID
b. Members may note that the VC/OAVM Facility,
provided by Link Intime, allows participation of vi. Click “Go to Meeting”
atleast 2,000 Members on a first-come- first- d. Shareholders/ Members are encouraged to join
served basis. The large shareholders (i.e. the Meeting through Tablets/ Laptops connected
shareholders holding 2% or more shareholding), through broadband for better experience.
promoters, institutional investors, directors, key Shareholders/ Members are required to use
managerial personnel, the Chairpersons of the Internet with a good speed (preferably 2 MBPS
Audit Committee, Nomination and Remuneration download stream) to avoid any disturbance
Committee and Stakeholders Relationship during the meeting.
Committee, auditors, etc. can attend the 34th
e. Please note that Members connecting from
AGM without any restriction on account of first-
mobile devices or tablets or through laptops etc.
come first- served principle.
connecting via mobile hotspot, may experience
9
Audio/Video loss due to fluctuation in their c. After successful login, you will see “Resolution
respective network. It is therefore recommended Description” and against the same the option
to use stable Wi-Fi or LAN connection to mitigate “Favour/ Against” for voting.
any kind of aforesaid glitches. d. Cast your vote by selecting appropriate option
f. Further Members will be required to allow i.e. “Favour/Against” as desired. Enter the
Camera, if any, and hence use Internet with a number of shares (which represents no. of
good speed to avoid any disturbance during the votes) as on the cut-off date under “Favour/
meeting. Against.’
g. Members can submit questions in advance e. After selecting the appropriate option i.e. Favour/
with regard to the financial statements or any Against as desired and you have decided to
other matter to be placed at the 34th AGM, from vote, click on “Save”. A confirmation box will be
their registered email address, mentioning their displayed. If you wish to confirm your vote, click
name, DP ID and Client ID number /folio number on “Confirm”, else to change your vote, click on
and mobile number, to reach the Company’s “Back” and accordingly modify your vote.
email address [email protected] f. Once you confirm your vote on the resolution,
atleast 3 days in advance before the start of the you will not be allowed to modify or change your
meeting i.e. by August 25, 2021 by 11:00 a.m. vote subsequently.
IST. Such questions by the Members shall be
taken up during the meeting and replied by the g. Only those Members, who will be present in the
Company suitably. 34th AGM through InstaMeet Facility and have
not cast their vote on the Resolutions through
h. Members, who would like to ask questions remote e-Voting and are otherwise not barred
during the 34th AGM with regard to the financial from doing so, shall be eligible to vote through
statements or any other matter to be placed at e-Voting system in the 34th AGM.
the 34th AGM, need to register themselves
as a speaker by sending their request from their h. The Members who have cast their vote by
registered email address mentioning their name, remote e-Voting prior to the 34th AGM may also
DP ID tand Client ID number/folio number and participate in the 34th AGM through InstaMeet
mobile number, to reach the Company’s email Facility but shall not be entitled to cast their vote
address [email protected] atleast again.
3 days in advance before the start of the 34th i. In case the shareholders/members have any
AGM by August 25, 2021 by 11:00 a.m. IST. queries or issues regarding e-voting, you can
i. Those Members who have registered write an email to [email protected] or
themselves as a speaker shall be allowed to Call: - Tel : 022-49186175 InstaMeet Support
ask questions during the 34th AGM, depending Desk, Link Intime India Private Limited
upon the availability of time. j. The Company has appointed Mr.Rajnikant Shah,
j. In case the shareholders/members have any Practising Company Secretary (Membership
queries or issues regarding e-voting, you can No. 1629 COP No. 700), as the Scrutinizer for
write an email to [email protected] or conducting the remote e-voting and the voting
Call: - Tel : 011 – 49411000 InstaMeet Support process at the AGM in a fair and transparent
Desk, Link Intime India Private Limited manner. The Scrutinizer shall immediately after
the conclusion of voting at the AGM, will first
k. Institutional Investors who are Members of the count the votes cast at the meeting, there after
Company, are encouraged to attend and vote in unblock the votes cast through remote e-voting
the 34th AGM through VC/OAVM Facility. in the presence of at least two witnesses not in
21. Instructions for Members for e-Voting during the the employment of the Company. The Scrutinizer
34th AGM through InstaMeet are as under: shall make a consolidated Scrutinizer’s report of
Once the electronic voting is activated by the the total votes cast in favour or against, if any,
scrutiniser during the meeting, shareholders/ during the remote e-voting and voting at the
members who have not exercised their vote through AGM, not later than three days of conclusion
the remote e-voting can cast the vote as under: of the meeting, to the Chairman or a person,
authorized by him in writing. The Chairman or a
a. On the Shareholders VC page, click on the link person, authorized by him in writing, shall declare
for e-Voting “Cast your vote”. the results of the 34th AGM forthwith. The results
b. Enter Demat Account No. / Folio No. and OTP declared along with the Scrutinizer’s report shall
(received on the registered mobile number/ be placed on the Company’s website www.
registered email Id) received during registration goldiam.com and on the website of LIIPL and
for InstaMeet and click on ‘Submit.’ shall be communicated to the Stock Exchanges.
10
22. Dividend related information by post.
i) The Register of Members and Share Transfer vii) Members may note that as per the Income Tax
Books of the Company will remain closed from Act, 1961, as amended by the Finance Act, 2020,
Saturday, August 14, 2021 to Saturday, August dividends paid or distributed by the Company after
28, 2021 (both days inclusive). April 1, 2020, shall be taxable in the hands of the
ii) Final dividend for the financial year ended shareholders and the Company shall be required to
March 31, 2021, as recommended by the deduct tax at source (TDS) at the prescribed rates
Board of Directors, if approved by the members from the dividend to be paid to shareholders, subject
at the AGM, will be paid on or after Tuesday, to approval of shareholders in the ensuing AGM. The
September 7, 2021. TDS rate would vary depending on the residential
status of the shareholder and the documents
please take note that dividend be paid to those submitted by them and accepted by the Company.
shareholders holding shares in electronic form
as per the beneficial ownership data made a. All Shareholders are requested to ensure that the
available by the National Securities Depository below details are completed and/or updated, as
Limited (NSDL) and the Central Depository applicable, in their respective demat account(s)
Services (India) Limited (CDSL) as at the end of maintained with the Depository participant(s);
working hours on August 13, 2021 and shares in or in case of shares held in physical form, with
physical form whose names shall appear on the the Company, on or before Friday, August 13,
Register of Members as on August 13, 2021. 2021. the commencement of book closure from
Saturday, August 14, 2021 to Saturday, August
iii) Members holding shares in electronic form are 28, 2021 (both days inclusive).
hereby informed that bank particulars registered
with their respective Depository Participants Please note that the following details, in case
(DP), with whom they maintain their demat you had already registered with the Company,
accounts, will be used by the Company for as available with the Company in the Register
payment of dividend. of Members/Register of Beneficial Ownership
maintained by the Depositories will be relied
iv) Members holding shares in physical / electronic upon by the Company, for the purpose of
form are required to submit their bank account complying with the applicable TDS provisions:
details, if not already registered, as mandated
by SEBI. I. Valid Permanent Account Number (PAN).
v) Process for updation of bank account mandate II. Residential status as per the Income Tax
for receipt of dividend electronically: Act, 1961 i.e. Resident or Non-Resident for
FY 2020-21.
Physical Send a duly signed request letter to the III. Category of the Shareholder viz. Mutual
Holding Registrar and Transfer Agents of the Fund, Insurance Company, Alternate
Company, Link Intime India Pvt. Ltd. by Investment Fund (AIF) Category I and II,
providing Folio No., Name of shareholder AIF Category III, Government (Central/
along with following documents: State Government), Foreign Portfolio
a. Original Cancelled cheque leaf Investor (FPI)/Foreign Institutional Investor
bearing the name of the first (FII): Foreign Company, FPI/FII: Others
shareholder; or (being Individual, Firm, Trust, Artificial
Juridical Person, etc.), Individual, Hindu
b. Bank attested copy of first page of the Undivided Family (HUF), Firm, Limited
Bank Passbook/Statement of Account Liability Partnership (LLP), Association
in original and an original cancelled of Persons (AOP), Body of Individuals
Cheque (In case of absence of name (BOI) or Artificial Juridical Person, Trust,
on the original cancelled cheque or Domestic Company, Foreign Company,
initials on the cheque). etc.
Demat Please contact your Depository Participant IV. Email Address
Holding (DP) and register your bank account details
in your demat account, as per the process V. Residential Address
advised by your DP. b. For Resident Shareholders, TDS is required to
vi) In case the Company is unable to pay the dividend be deducted at the rate of 10% under Section
to any shareholder by the electronic mode, due to 194 of the Income Tax Act, 1961 on the amount
non-availability of the details of the bank account, the of dividend declared and paid by the Company
Company shall upon normalisation of postal services in the financial year 2020-21 provided valid PAN
dispatch the dividend warrants to such shareholder is registered by the Shareholder. If the valid
11
PAN is not registered, the TDS is required to DTAA is impaired in any manner;
be deducted at the rate of 20% under Section • Shareholder is the ultimate beneficial
206AA of the Income Tax Act, 1961. However, owner of its shareholding in the
no tax shall be deducted on the dividends paid Company and dividend receivable
to resident individuals if aggregate dividend from the Company; and
distributed or likely to be distributed during the
financial year does not exceed `5000. • Shareholder does not have a
taxable presence or a permanent
Even in the cases where the shareholder establishment in India during the
provides valid Form 15G (for individuals, with Financial Year 2020-21.
no tax liability on total income and income
not exceeding maximum amount which is not d. Accordingly, in order to enable us to determine
chargeable to tax) or Form 15H (for individual the appropriate TDS / withholding tax rate
above the age of 60 years with no tax liability on applicable, we request you to provide these
total income), no TDS shall be deducted. details and documents as mentioned above
before Friday, August 13, 2021. Kindly note that
c. For Non-resident shareholders, the TDS is the aforementioned documents are required to
required to be deducted at the rate of 20% (plus be emailed as mentioned below:
applicable surcharge and cess) under Section
195 of the Income Tax Act, 1961. Further, as Resident shareholders
per Section 90 of the Income Tax Act, 1961 the to send to h tt p s : / / l i n k i n t i m e. c o. i n /
non-resident shareholder has the option to be formsreg/submission-of- form-
governed by the provisions of the Double Tax Non-Resident 15g-15h.html
Avoidance Treaty between India and the country shareholders to send to
of tax residence of the shareholder, if they are e. It may be further noted that in case the tax
more beneficial to them. For this purpose, i.e. on dividend is deducted at a higher rate in
to avail Tax Treaty benefits, the non-resident absence of receipt of the aforementioned
shareholders will have to provide the following: details/ documents, there would still be an option
I. Self-attested copy of the PAN allotted by available with the shareholder to file the return
the Indian Income Tax authorities; of income and claim an appropriate refund, if
eligible. No claim shall lie against the Company
II. Self-attested copy of valid Tax Residency for such taxes deducted.
Certificate obtained from the tax authorities
of the country of which the shareholder is a By Order of the Board of Directors
resident; For Goldiam International Limited
III. Self-declaration in Form 10F; and

IV. Self-declaration in the attached format
certifying: Pankaj Parkhiya
• Shareholder is and will continue to Company Secretary & Compliance Officer
remain a tax resident of the country of
its residence during the Financial Year
2020-21; Date: July 21, 2021
• Shareholder is eligible to claim the Place: Mumbai
beneficial DTAA rate for the purposes
of tax withholding on dividend
declared by the Company; Regd. Office:
Gems & Jewellery Complex,
• Shareholder has no reason to believe M.I.D.C., SEEPZ, Andheri (E),
that its claim for the benefits of the Mumbai - 400096.
12
STATEMENT ANNEXED TO THE NOTICE AND SETTINGOUT THE MATERIAL FACTS CONCERNING EACH ITEM OF
SPECIAL BUSINESS PURSUANT TO SECTION 102 OF COMPANIES ACT, 2013:
Item no.4 Item No. 5

Based on the recommendation of the Nomination Mr.Anmol Rashesh Bhansali was appointed as Whole-
and Remuneration Committee, the Board of Directors time Director of the Company for the period of five years
proposes the re-appointment of Mr. Pannkaj Chimanlal from November 25, 2017 to November 24, 2022 by the
Ghadiali (DIN-00003462) as an Independent Director, for members of the Company at 31st Annual General Meeting
a second term of five (5) years from November 12, 2021 held on September 24, 2018.
up to November 11, 2026, pursuant to Section 149 of the Further at the 32nd Annual General Meeting of the
Act. Company held on September 25, 2019, the consent of the
Mr. Pannkaj Chimanlal Ghadiali was appointed as an Shareholders accorded by way of a special resolution, to
Independent Non Executive Director of the Company pay remuneration to Mr.Anmol Rashesh Bhansali, Whole-
under Section 149 of the Companies Act, 2013 at the time Directors for a period of three years from April 1,
Annual General Meeting (“AGM”) of the Company held 2019 to March 31, 2022 under pay scale of `3,50,000/-
on September 27, 2017 and holds office up to November pm with such increments as may be decided by the
11, 2021. Based on the performance evaluation of the Board of Directors on recommendation of Nomination &
Directors and considering his background, expertise, Remuneration Committee from time to time, but subject to
experience and contribution, the continued association of the maximum salary of `10,00,000/- per month. .
Mr. Pannkaj Chimanlal Ghadiali will be immense benefit The Board of Directors at their meeting held on May 25,
to the Company and it would be in the best interest of the 2021 based on recommendations of the Nomination
Company that he continues to serve as an Independent and Remuneration Committee and the Audit Committee
Non Executive Director. The Company has received a members, approved the payment of remuneration as
declaration from him to the effect that he meets the criteria set out in the resolution to Mr. Anmol Rashesh Bhansali,
of independence as provided in Section 149(6) of the as Whole Time Director of the Company with effect
Act and Rules framed thereunder and Regulation 16(1) from April 1, 2022, for remainder of duration of his
(b) of the Securities and Exchange Board of India (Listing appointment upto November 24, 2022 subject to the
Obligations and Disclosure Requirements) Regulations, approval of the shareholders in the General Meeting. The
2015 (“the Listing Regulations”). In terms of Regulation payment of remuneration was approved by the Board
25(8) of the Listing Regulations, he has confirmed that he based on industry standards, responsibilities handled
is not aware of any circumstance or situation which exists by Whole Time Director of the Company. With his vast
or may be reasonably anticipated that could impair or experience in Gems and Jewellery sector, the Board of
impact his ability to discharge his duties. In the opinion of Directors considered it to be desirable to approve to pay
the Board, he fulfils the conditions specified in the Act and remuneration as set out in Resolution to him for remainder
Listing Regulations for re-appointment as an Independent of duration of his appointment.
Director and that he is independent of the management of
the Company. Particulars of details of Mr. Anmol Rashesh Bhansali,
Whole Time Director, pursuant to the information as
Brief resume of Mr. Pannkaj C Ghadiali, nature of his required under Schedule V of the Companies Act, 2013
experience in specific functional area, names of companies including Secretarial Standard - 2 and SEBI (LODR)
in which he holds Directorships and Membership/ Regulations, 2015, as applicable, are forming part of this
Chairmanship of Board Committees, etc. are mentioned Notice and details of remuneration paid/payable are as
under “PROFILE OF DIRECTORS” forming part of this provided in the Corporate Governance report forming part
Notice and details of remuneration paid/payable are as of the Annual Report for 2020-21.
provided in the Corporate Governance report forming part
of the Annual Report for 2020-21. Mr. Pannkaj C Ghadiali The Board of Director recommends the relevant resolution
does not hold any Equity Share in the Company. for your consideration and approval as a Special
Resolution.
As a Director of the Company, Mr. Pannkaj C Ghadiali shall
not be liable to determination by retirement of Directors None of the Directors except Mr. Anmol Rashesh Bhansali
by rotation at Annual General Meetings. Accordingly, the himself, Mr.Rashesh Manhar Bhansali and Mrs. Tulsi
Board recommends Resolution No.4 for approval by the Gupta as a relative of Mr. Anmol Rashesh Bhansali
Members. are concerned or interested in the resolution. No other
Directors, Key Managerial Personnel or their relatives are
Except Mr. Pannkaj C Ghadiali, no other Director or key concerned or interested in the resolution.
Managerial Personnel of the Company or their relatives is
concerned or interested in Resolution No.4 as contained Item No.6
in the Notice.
The Board of Directors of the Company, at its meeting
held on Wednesday, July 21, 2021 (“Board Meeting”)
13
has, subject to the approval of the Members of the are over and above its ordinary capital requirements
Company by way of Special Resolution and subject to and in excess of any current investment plans, in
such approvals of regulatory and/or statutory authorities an expedient, effective and cost-efficient manner.
as may be required under applicable laws, approved The Buyback is being undertaken for the following
buyback of up to 6,65,248 (Six lakhs sixty five thousand reasons:
two hundred forty eight) fully paid-up Equity Shares of i. The Company believes that the strong future
face value of `10 (Rupee Ten) each (“Maximum Buyback and outlook of its business activities, is not
Equity Shares”), on a proportionate basis, through the accurately reflected in the prevailing market
“Tender Offer” route through Stock Exchange mechanism price, thereby giving an opportunity for buyback
in accordance with the Act, the Companies (Share Capital to create long-term value for its shareholders.
and Debentures) Rules, 2014, Companies (Management
and Administration) Rules, 2014, to the extent applicable, ii. The Buyback would help in improving financial
the Securities and Exchange Board of India (Listing ratios like earnings per share and return on
Obligations and Disclosure Requirements) Regulations, equity, by reducing the equity base of the
2015, the Securities and Exchange Board of India Company; and thereby, enhancing the overall
(Buy-Back of Securities) Regulations, 2018, (“Buyback return to shareholders;
Regulations”), as amended from time to time, and the iii. The Buyback gives the Eligible Shareholders
Securities and Exchange Board of India Circular CIR/ (as defined below) the choice to either (A)
CFD/POLICYCELL/1/2015 dated April 13, 2015 read with participate in the Buyback and receive cash in
Circular CFD/DCR2/CIR/P/2016/131 dated December 9, lieu of their Equity Shares which are accepted
2016, (“SEBI Circulars”) at a price of `675/- (Rupees Six under the Buyback, or (B) not to participate in
hundred sventy five) per Equity Share payable in cash for the Buyback and get a resultant increase in their
an aggregate consideration not exceeding `44,90,42,400/- percentage shareholding in the Company post
(Rupees Forty four crores ninety lakhs forty two thousand the Buyback, without additional investment.
four hundred) (“Buyback Size”) excluding transaction
b. Maximum number of securities that the Company
costs, applicable taxes and other incidental and related
proposes to buyback
expenses (“Buyback”). The Buyback is within 25% of
the aggregate of paid-up capital and free reserves of the The Company proposes to buyback up to 6,65,248
Company as per audited standalone financial statements (Six lakhs sixty five thousand two hundred forty eight
and audited consolidated financial statements of the only) Equity Shares of face value of `10/- (Rupees
Company as on March 31, 2021 (i.e. the last audited Ten) each of the Company.
financial statements available as on the date of Board c. Buyback Price and basis of determining the price
Meeting recommending the proposal of the Buyback). of the Buyback
The Buyback Size of the Buyback constitutes 19.05% and
9.90% of the aggregate fully paid-up share capital and free The Equity Shares of the Company are proposed
reserves as per audited standalone financial statements to be bought back at a price of `675/- (Rupees Six
and audited consolidated financial statements of the hundred seventy five) per share (“Offer Price”). The
Company as on March 31, 2021, respectively, which is Offer Price has been arrived at after considering
within the prescribed limit of 25% and Maximum Buyback various factors including, but not limited to the trends
Equity Shares represent 3.00% of the total issued and in the volume weighted average prices and closing
paid-up equity share capital of the Company. price of the Equity Shares on BSE Limited (“BSE”)
and National Stock Exchange of India Limited
Since the Buyback is more than 10% of the total paid-up (“NSE”) i.e. the stock exchanges, where the Equity
equity share capital and free reserves of the Company, Shares of the Company are listed, the net worth of
in terms of Section 68(2)(b) of the Act, it is necessary to the Company, price earnings ratio, impact on other
obtain the consent of the Members of the Company, for financial parameters and the possible impact of
the Buyback, by way of a Special Resolution. Accordingly, Buyback on the earnings per share.
the Board recommends Resolution No.6 for approval in
this Notice. The Offer Price represents:
Certain figures contained in this Notice have been subject i. Premium of 65.67% and 65.91% to the volume
to rounding-off adjustments. All decimals have been weighted average market price of the Equity Share
rounded off to two decimal points. on BSE and NSE, respectively, during the three
months preceding the date of intimation to the Stock
Requisite details relating to the Buyback are given below: Exchanges for the Board Meeting to consider the
proposal of the Buyback.
a. Objective of the Buyback
ii. Premium of 46.41% and 46.45% over the closing
Buyback is being undertaken by the Company to
price of the Equity Share on BSE and NSE,
return surplus funds to its equity shareholders, which
respectively, as on Monday, July 05, 2021, being the
14
last trading date prior to the Company’s intimation holding Equity Shares of the Company who will
to the Stock Exchanges of the date of the Meeting be eligible to participate in the Buyback (“Eligible
of the Board of Directors wherein proposal of the Shareholder(s)”). Consequent to the approval of the
Buyback was considered. Buyback, Eligible Shareholders will receive a Letter
The Company confirms that as required under of Offer along with a Tender/Offer Form indicating
Section 68(2)(d) of the Act, the ratio of the aggregate their entitlement.
of secured and unsecured debts owed by the The Equity Shares to be bought back is divided in
Company the paid-up Equity Share capital and free two categories:
reserves after the Buyback shall be less than or i. Reserved category for small shareholders; and
equal to 2:1 based on last audited standalone and
consolidated financial statements of the Company. ii. General category for all other shareholders.
d. Maximum amount required for Buyback, its As defined in Regulation 2(i)(n) of the Buyback
percentage of the total paid-up capital and Regulations, a “small shareholder” is a shareholder
free reserves and sources of funds from which who holds equity shares having market value, on the
Buyback would be financed basis of closing price of shares on Stock Exchanges
having highest trading volume as on the Record
The maximum amount required for Buyback Date, of not more than `2,00,000 (Rupees two lakh
will not exceed `44,90,42,400/- (Rupees Forty only).
four crores ninety lakhs forty two thousand four
hundred) excluding transaction costs, applicable In accordance with Regulation 6 of the Buyback
taxes and other incidental and related expenses. Regulations, 15% (Fifteen percent) of the number
The said amount works out to 19.05% and 9.90% of Equity Shares which the Company proposes to
of the aggregate fully paid-up share capital and buyback or such number of Equity Shares entitled as
free reserves as per audited standalone financial per the shareholding of small shareholders as on the
statements and audited consolidated financial Record Date, whichever is higher, shall be reserved
statements of the Company as on March 31, 2021, for the small shareholders as part of this Buyback.
respectively, which is within the prescribed limit of Based on the holding on the Record Date, the
25%. Company will determine the entitlement of each
The funds for the implementation of the proposed Eligible Shareholder to tender their shares in
Buyback will be sourced out of the free reserves the Buyback. This entitlement for each Eligible
of the Company (retained earnings) and/or such Shareholder will be calculated based on the number
other source as may be permitted by the Buyback of Equity Shares held by the respective shareholder
Regulations or the Act. as on the Record Date and the ratio of the Buyback
applicable in the category to which such shareholder
The Company shall transfer from its free reserves, belongs.
a sum equal to the nominal value of the Equity
shares so bought back to the Capital Redemption In accordance with Regulation 9(ix) of the Buyback
Reserve Account and details of such transfer shall Regulations, in order to ensure that the same
be disclosed in its subsequent audited financial shareholders with multiple demat accounts/folios
statements. do not receive a higher entitlement under the
Small Shareholder category, the Company will club
The funds borrowed, if any, from banks and financial together the equity shares held by such shareholders
institutions will not be used for purpose of the with a common Permanent Account Number (PAN)
Buyback. for determining the category (Small Shareholder or
e. Method to be adopted for the Buyback General) and entitlement under the Buyback. In case
The Buyback shall be on a proportionate basis, of joint shareholding, the Company will club together
through the “Tender Offer” route, as prescribed under the equity shares held in cases where the sequence
the Buyback Regulations, to the extent permissible, of the PANs of the joint shareholders is identical. In
and the “Mechanism for acquisition of shares case of physical shareholders, where the sequence of
through Stock Exchanges” as prescribed under the PANs is identical, the Company will club together the
SEBI Circulars. The Buyback will be implemented in equity shares held in such cases. Similarly, in case
accordance with the Act read with the rules framed of physical shareholders where PAN is not available,
thereunder, the Buyback Regulations and on such the Company will check the sequence of names of
terms and conditions as may be deemed fit by the the joint holders and club together the equity shares
Company. held in such cases where the sequence of name of
joint shareholders is identical.
As required under the Buyback Regulations, the
Company will announce a record date (“Record Shareholders’ participation in Buyback will be
Date”) for determining the names of the Members voluntary. Eligible Shareholder(s) holding Equity
15
Shares of the Company can choose to participate and approvals, if any, is proposed to be completed
and get cash in lieu of shares to be accepted under within 12 months from the date of passing of special
the Buyback or they may choose not to participate. resolution by the Members.
Eligible Shareholder(s) holding Equity Shares of the g. Compliance with Section 68(2)(c) of the Act
Company may also accept a part of their entitlement.
Eligible Shareholder(s) holding equity shares of The aggregate paid-up share capital and free reserves
the Company also have the option of tendering as on March 31, 2021 is `23570.57 lakhs (Rupees
additional shares (over and above their entitlement) Two hundred thirty five crore seventy lakhs fifty
and participate in the shortfall created due to non- seven thousand only) and ` 45350.22 lakhs (Rupees
participation of some other shareholders, if any. Four hundred fifty three crore fifty lakhs twenty two
thousand only) as per audited standalone financial
The maximum tender under the Buyback by any statements and audited consolidated financial
Eligible Shareholder cannot exceed the number of statements, respectively. Under the provisions of
Equity Shares held by the shareholder as on the the Act, the funds deployed for the Buyback cannot
Record Date. exceed 25% of the aggregate fully paid-up share
The equity shares tendered as per the entitlement capital and free reserves of the Company as per
by Eligible Shareholder(s) holding equity shares of audited standalone financial statements and audited
the Company as well as additional shares tendered, consolidated financial statements of the Company
if any, will be accepted as per the procedure laid as on March 31, 2021 i.e. `23570.57 lakhs (Rupees
down in Buyback Regulations. The settlement of the Two hundred thirty five crore seventy lakhs fifty
tenders under the Buyback will be done using the seven thousand only) and `45350.22 lakhs (Rupees
“Mechanism for acquisition of shares through Stock Four hundred fifty three crore fifty lakhs twenty two
Exchange pursuant to Tender-Offers under Takeovers, thousand only) respectively. The maximum amount
Buy-Back and Delisting” notified by SEBI Circulars. proposed to be utilized for the Buyback, is not
Participation in the Buyback by shareholders may exceeding `44,90,42,400/- (Rupees Forty four crores
trigger tax on distributed income to shareholders ninety lakhs forty two thousand four hundred) and is
(hereinafter referred to as “Buyback Tax”) in India and therefore within the limit of 25% of the Company’s fully
such tax is to be discharged by the Company. Any paid-up share capital and free reserves as per the
income received by Eligible Shareholders pursuant to audited standalone financial statements and audited
the Buyback of shares will not be included in the total consolidated financial statements of the Company
taxable income of such shareholders. The transaction as on March 31, 2021 (the last audited financial
of Buyback would also be chargeable to securities statements available as on the date of Board Meeting
transaction tax in India. The shareholders are advised recommending the proposal for the Buyback).
to consult their own legal, financial and tax advisors h. Details of holding and transactions in the shares
prior to participating in the Buyback. of the Company
Detailed instructions for participation in the Buyback The aggregate shareholding of the Promoter and
(tender of Equity Shares in the Buyback) as well as Promoter group Companies (hereinafter collectively
the relevant timetable will be included in the Letter of referred to as “Promoter Companies”), Directors of
Offer to be sent to the Eligible Shareholder(s). the Promoter Companies and of the Directors and
f. Time limit for completing the Buyback Key Managerial Personnel of the Company as on
Wednesday, July 21, 2021are as follows:
The Buyback, subject to the regulatory consents
i. Aggregate shareholding of the Promoter / Promoter Group Members as on July 21, 2021:
Sr.No. Name Number of Equity % Shareholding
Shares Held
1. Rashesh Manhar Bhansali 1,00,00,000 45.10
2. Anmol Rashesh Bhansali 36,00,000 16.23
3. Shobhnaben Manharkumar Bhansali 10,94,672 4.94
4. Ami Rashesh Bhansali 0 0
5. Tulsi Gupta 0 0
Total 1,46,94,672 66.27
ii. Aggregate shareholding of the Directors and Key Managerial Personnel of the Company as on July 21, 2021:
S r . Name Designation Number of Equity % Shareholding
No. Shares Held
1. Rashesh Manhar Bhansali Executive Chairman 1,00,00,000 45.10
16
S r . Name Designation Number of Equity % Shareholding
No. Shares Held
2. Anmol Rashesh Bhansali Whole Time Director 36,00,000 16.23
3. Ajay M. Khatlawala Independent Non Executive 1,000 0.01
Director
4. Raghavachari Srinivasan Independent Non Executive 0 0.00
Director
5. Pannkaj Chimanlal Ghadiali Independent Non Executive 0 0.00
Director
6. Nipa Utpal Sheth Independent Non Executive 0 0.00
Director
7. Tulsi Gupta Non-Executive Non 0 0.00
Independent Director
8. Pankaj Jayantilal Parkhiya Company Secretary 0 0.00
9. Darshana Faldu Chief Financial Officer 1 0.00
Total 1,36,01,001 61.34
iii. Aggregate shares purchased or sold by the Promoter, Promoter Group and Directors and Key Managerial Personnel
of the Company during a period of six months preceding the date of the Board Meeting at which the Buyback was
approved till the date of this Notice:
a. Aggregate of shares purchased or sold by the Promoter/Promoter Group: Nil
b. Aggregate shares purchased or sold by the Directors and Key Managerial Personnel of the Company: Nil
i. Intention of Promoter /Promoter Group Members to participate in Buyback
In terms of provisions of the Buyback Regulations, the intention of Promoter and Promoter Group to
participate in the Buyback is as follows:
Sr. No Name Number of Equity Number of Equity

Shares Held Shares Intended to
tender upto
1. Rashesh Manhar Bhansali 1,00,00,000 2,85,810
2. Anmol Rashesh Bhansali 36,00,000 1,02,900
3. Shobhnaben Manharkumar Bhansali 10,94,672 31,290
The date and price of the acquisition and other details of the equity shares held by the Promoter /Promoter Group
Members who are intending to tender their shares are as follows:
a. Rashesh Manhar Bhansali:
Date of Nature of Number Price Face Value Issue/ Consideration

Transaction Transaction of Equity (`per per share (`) Acquisition/ (Cash, other
Shares Share) (Sale) Price (`) than cash etc.)
28-02-91 Purchase 3,331 100.00 100 3,33,100 Cash
24-08-1994 Split face 33,310 - - - -
of value of
Rs.100/- per
share to Rs.10/-
per share
24-09-94 Purchase 7,49,900 50.00 10 3,74,95,000 Cash
22-10-94 Purchase 100,000 50.00 10 50,00,000 Cash
29-10-94 Purchase 10,000 50.00 10 5,00,000 Cash
20-02-95 Purchase 900 50.00 10 45,000 Cash
12-07-96 Purchase 200 18.20 10 3,640 Cash
12-07-96 Purchase 500 19.30 10 9,650 Cash
17
12-07-96 Purchase 500 18.25 10 9,125 Cash
15-07-96 Purchase 500 18.80 10 9,400 Cash
15-07-96 Purchase 200 18.55 10 3,710 Cash
16-07-96 Purchase 200 18.90 10 3,780 Cash
18-07-96 Purchase 3,400 20.30 10 69,020 Cash
22-07-96 Purchase 900 19.00 10 17,100 Cash
06-08-96 Purchase 600 19.80 10 11,880 Cash
07-08-96 Purchase 500 19.80 10 9,900 Cash
07-08-96 Purchase 200 20.05 10 4,010 Cash
08-08-96 Purchase 500 19.30 10 9,650 Cash
08-08-96 Purchase 500 19.55 10 9,775 Cash
09-08-96 Purchase 100 19.30 10 1,930 Cash
02-09-96 Purchase 500 19.00 10 9,500 Cash
02-09-96 Purchase 1,200 19.00 10 22,800 Cash
22-07-99 Purchase 103,600 25.00 10 25,90,000 Cash
01-02-00 Purchase 56,000 80.00 10 44,80,000 Cash
16-04-01 Purchase 60,000 50.00 10 30,00,000 Cash
17-08-01 Purchase 7,500 32.33 10 2,42,475 Cash
20-08-01 Purchase 200 32.08 10 6,416 Cash
23-08-01 Purchase 575 32.08 10 18,446 Cash
24-08-01 Purchase 7,500 32.32 10 2,42,400 Cash
27-08-01 Purchase 17,500 32.33 10 5,65,775 Cash
28-08-01 Purchase 7,500 32.33 10 2,42,475 Cash
29-08-01 Purchase 10,000 32.32 10 3,23,200 Cash
04-09-01 Purchase 6,000 32.00 10 1,92,000 Cash
04-09-01 Purchase 6,000 32.00 10 1,92,000 Cash
06-09-01 Purchase 7,500 32.33 10 2,42,475 Cash
07-09-01 Purchase 7,202 32.33 10 2,32,841 Cash
10-09-01 Purchase 130 32.27 10 4,195 Cash
11-09-01 Purchase 150 32.33 10 4,850 Cash
24-09-01 Purchase 375 32.00 10 12,000 Cash
24-09-01 Purchase 2,535 32.00 10 81,120 Cash
24-09-01 Purchase 5 32.00 10 160 Cash
04-10-01 Purchase 650 26.47 10 17,206 Cash
08-10-01 Purchase 450 26.02 10 11,709 Cash
09-10-01 Purchase 35 26.88 10 941 Cash
02-09-02 Bonus 1:1 1,505,807 - 10 - Cash
17-02-04 Purchase 88,386 50.24 10 44,40,513 Cash
26-08-05 Bonus 1:1 3,100,000 - 10 - Cash
21-04-06 Purchase 6,068 149.00 10 9,04,132 Cash
18
30-04-06 Purchase 10,000 153.00 10 15,30,000 Cash
26-06-06 Purchase 23,932 120.00 10 28,71,840 Cash
27-06-06 Purchase 10,000 119.00 10 11,90,000 Cash
10-07-06 Purchase 10962 99.00 10 10,85,238 Cash
01-08-06 Purchase 9497 100.00 10 9,49,700 Cash
21-09-06 Purchase 8,830 118.00 10 10,41,940 Cash
25-09-06 Purchase 9,353 119.00 10 11,13,007 Cash
26-09-06 Purchase 10,080 117.00 10 11,79,360 Cash
27-09-06 Purchase 179 119.00 10 2,1301 Cash
27-11-06 Purchase 57,437 117.00 10 67,20,129 Cash
30-11-06 Purchase 25,000 123.00 10 30,75,000 Cash
07-02-07 Sale (848,901) 168.00 10 -14,26,15,368 Cash
24-08-07 Purchase 15,000 70.75 10 10,61,250 Cash
06-03-09 Sale (100,000) 11.50 10 -11,50,000 Cash
09-03-09 Sale (97,437) 11.50 10 -11,20,526 Cash
13-06-11 Purchase 100 33.03 10 3,303 Cash
13-06-11 Purchase 1,100 33.04 10 36,344 Cash
14-06-11 Purchase 3,859 34.98 10 1,34,973 Cash
14-06-11 Purchase 2,980 34.93 10 1,04,089 Cash
16-06-11 Purchase 7,501 35.04 10 2,62,835 Cash
20-06-11 Purchase 5,020 35.04 10 1,75,901 Cash
20-06-11 Purchase 9,354 35.04 10 3,27,764 Cash
21-06-11 Purchase 230 35.04 10 8,059 Cash
21-06-11 Purchase 601 35.04 10 21,059 Cash
22-06-11 Purchase 1,150 35.04 10 40,296 Cash
22-06-11 Purchase 2,125 35.04 10 74,460 Cash
23-06-11 Purchase 300 35.04 10 10,512 Cash
23-06-11 Purchase 401 35.04 10 14,051 Cash
19-07-11 Purchase 450 35.04 10 15,768 Cash
22-07-11 Purchase 14,729 36.03 10 530733 Cash
22-07-11 Purchase 100 36.04 10 3,604 Cash
22-08-11 Purchase 6,030 25.62 10 1,54,496 Cash
22-08-11 Purchase 1,914 25.95 10 49,664 Cash
23-08-11 Purchase 5,000 32.06 10 1,60,317 Cash
23-08-11 Purchase 5,879 32.08 10 1,88,598 Cash
23-08-11 Purchase 5,000 30.61 10 1,53,048 Cash
23-08-11 Purchase 7,500 32.28 10 2,42,100 Cash
23-08-11 Purchase 2,500 32.27 10 80,668 Cash
23-08-11 Purchase 1,008 32.28 10 32,537 Cash
24-08-11 Purchase 7,500 34.44 10 2,58,303 Cash
19
24-08-11 Purchase 4,475 35.14 10 1,57,252 Cash
24-08-11 Purchase 3,193 34.39 10 1,09,792 Cash
06-09-11 Purchase 845 30.97 10 26,170 Cash
07-09-11 Purchase 2,155 33.21 10 71,563 Cash
07-09-11 Purchase 829 34.03 10 28,211 Cash
07-09-11 Purchase 71 34.04 10 2,417 Cash
07-09-11 Purchase 300 34.34 10 10,303 Cash
07-09-11 Purchase 1,000 33.75 10 33,753 Cash
07-09-11 Purchase 1,000 34.03 10 34,030 Cash
07-09-11 Purchase 2,381 34.02 10 81,001 Cash
07-09-11 Purchase 1,119 34.03 10 38,075 Cash
07-09-11 Purchase 300 34.83 10 10,449 Cash
09-09-11 Purchase 5,000 34.03 10 1,70,143 Cash
09-09-11 Purchase 603 33.03 10 19,917 Cash
09-09-11 Purchase 397 33.83 10 13,431 Cash
12-09-11 Purchase 1,115 34.03 10 37,943 Cash
12-09-11 Purchase 47 34.86 10 1,638 Cash
12-09-11 Purchase 338 33.97 10 11,482 Cash
13-09-11 Purchase 784 34.03 10 26,680 Cash
13-09-11 Purchase 33 34.73 10 1,146 Cash
13-09-11 Purchase 1,033 34.03 10 35,153 Cash
14-09-11 Purchase 500 34.03 10 17,015 Cash
14-09-11 Purchase 2,231 34.03 10 75,921 Cash
14-09-11 Purchase 19 34.68 10 659 Cash
15-09-11 Purchase 1,300 34.03 10 44,239 Cash
15-09-11 Purchase 25 34.73 10 868 Cash
15-09-11 Purchase 575 34.03 10 19,567 Cash
16-09-11 Purchase 505 35.04 10 17,695 Cash
16-09-11 Purchase 5,000 35.01 10 1,75,057 Cash
16-09-11 Purchase 7,510 35.04 10 2,63,150 Cash
16-09-11 Purchase 485 35.49 10 17,213 Cash
19-09-11 Purchase 20 35.04 10 701 Cash
19-09-11 Purchase 6,250 35.80 10 2,23,731 Cash
19-09-11 Purchase 6,230 35.86 10 2,23,420 Cash
21-09-11 Purchase 1,832 35.04 10 64,193 Cash
21-09-11 Purchase 38 35.84 10 1,362 Cash
21-09-11 Purchase 130 35.04 10 4,555 Cash
23-09-11 Purchase 100 33.03 10 3,303 Cash
23-09-11 Purchase 1,500 33.03 10 49,545 Cash
26-09-11 Purchase 700 33.03 10 23,121 Cash
20
26-09-11 Purchase 157 32.85 10 5,157 Cash
26-09-11 Purchase 300 32.56 10 9,769 Cash
26-09-11 Purchase 43 32.93 10 1,416 Cash
27-09-11 Purchase 90 33.03 10 2,973 Cash
27-09-11 Purchase 51 33.83 10 1,725 Cash
27-09-11 Purchase 59 33.03 10 1,949 Cash
28-09-11 Purchase 117 32.03 10 3,748 Cash
29-09-11 Purchase 583 32.03 10 18,673 Cash
29-09-11 Purchase 150 32.03 10 4,805 Cash
29-09-11 Purchase 16 31.83 10 509 Cash
30-09-11 Purchase 134 32.03 10 4,292 Cash
03-10-11 Purchase 363 32.00 10 11,617 Cash
04-10-11 Purchase 150 31.03 10 4,655 Cash
05-10-11 Purchase 487 31.03 10 15,112 Cash
05-10-11 Purchase 1,500 31.03 10 46,545 Cash
05-10-11 Purchase 1,500 31.03 10 46,545 Cash
07-10-11 Purchase 561 30.03 10 16,847 Cash
07-10-11 Purchase 26 30.78 10 800 Cash
07-10-11 Purchase 1,413 30.03 10 42,432 Cash
10-10-11 Purchase 1,500 30.95 10 46,431 Cash
10-10-11 Purchase 500 31.07 10 15,533 Cash
11-10-11 Purchase 500 34.05 10 17,025 Cash
11-10-11 Purchase 500 34.79 10 17,397 Cash
12-10-11 Purchase 2,500 33.03 10 82,575 Cash
12-10-11 Purchase 574 34.79 10 19,967 Cash
12-10-11 Purchase 1,926 33.03 10 63,616 Cash
13-10-11 Purchase 1,250 35.04 10 43,800 Cash
13-10-11 Purchase 1,250 34.03 10 42,538 Cash
13-10-11 Purchase 1,250 35.03 10 43,787 Cash
13-10-11 Purchase 1,250 35.04 10 43,800 Cash
14-10-11 Purchase 99 33.53 10 3,319 Cash
14-10-11 Purchase 51 33.60 10 1,713 Cash
17-10-11 Purchase 805 33.12 10 26,661 Cash
17-10-11 Purchase 195 33.03 10 6,441 Cash
18-10-11 Purchase 1,225 32.45 10 39,750 Cash
18-10-11 Purchase 1,425 32.03 10 45,643 Cash
18-10-11 Purchase 200 33.87 10 6,774 Cash
20-10-11 Purchase 940 33.47 10 31,464 Cash
20-10-11 Purchase 60 33.03 10 1,982 Cash
21-10-11 Purchase 3 33.03 10 99 Cash
21
21-10-11 Purchase 2,500 33.03 10 82,575 Cash
21-10-11 Purchase 97 33.98 10 3,296 Cash
24-10-11 Purchase 343 33.03 10 11,329 Cash
24-10-11 Purchase 644 33.03 10 21,271 Cash
24-10-11 Purchase 13 33.63 10 437 Cash
25-10-11 Purchase 207 33.03 10 6,837 Cash
25-10-11 Purchase 793 33.03 10 26,193 Cash
26-10-11 Purchase 5 33.03 10 165 Cash
28-10-11 Purchase 6,738 33.03 10 2,22,556 Cash
28-10-11 Purchase 436 33.03 10 14,401 Cash
14-11-11 Purchase 1,783 31.16 10 55,560 Cash
14-11-11 Purchase 417 31.11 10 12,971 Cash
15-11-11 Purchase 300 31.17 10 9,350 Cash
15-11-11 Purchase 200 31.34 10 6,269 Cash
15-11-11 Purchase 23 31.43 10 723 Cash
15-11-11 Purchase 498 31.34 10 15,606 Cash
15-11-11 Purchase 5,000 31.53 10 1,57,649 Cash
15-11-11 Purchase 5,000 31.53 10 1,57,650 Cash
16-11-11 Purchase 12,250 30.28 10 3,70,930 Cash
16-11-11 Purchase 1,130 30.28 10 34,214 Cash
17-11-11 Purchase 5,000 30.23 10 1,51,150 Cash
17-11-11 Purchase 580 30.28 10 17,562 Cash
17-11-11 Purchase 347 30.28 10 10,507 Cash
18-11-11 Purchase 1,237 30.27 10 37,444 Cash
18-11-11 Purchase 300 30.28 10 9,084 Cash
21-11-11 Purchase 1,450 30.53 10 44,269 Cash
21-11-11 Purchase 1,542 30.41 10 46,890 Cash
22-11-11 Purchase 5,000 30.28 10 1,51,400 Cash
22-11-11 Purchase 2,750 30.03 10 82,583 Cash
22-11-11 Purchase 5,000 30.28 10 1,51,400 Cash
22-11-11 Purchase 2,612 30.03 10 78,438 Cash
22-11-11 Purchase 2 32.33 10 65 Cash
23-11-11 Purchase 189 29.73 10 5,619 Cash
23-11-11 Purchase 2,811 29.86 10 83,930 Cash
24-11-11 Purchase 750 29.28 10 21,960 Cash
24-11-11 Purchase 51 29.38 10 1,498 Cash
25-11-11 Purchase 1,000 31.41 10 31,408 Cash
25-11-11 Purchase 1,000 31.48 10 31,477 Cash
13-09-12 Purchase 15,775 28.09 10 4,43,094 Cash
22
13-09-12 Purchase 5,952 27.99 10 1,66,623 Cash
14-09-12 Purchase 6,970 28.80 10 2,00,728 Cash
14-09-12 Purchase 6,672 28.92 10 1,92,936 Cash
17-09-12 Purchase 4,126 28.74 10 1,18,564 Cash
17-09-12 Purchase 5,267 28.87 10 1,52,081 Cash
20-09-12 Purchase 12,849 29.52 10 3,79,321 Cash
20-09-12 Purchase 11,476 29.53 10 3,38,921 Cash
24-09-12 Purchase 794 29.47 10 23,400 Cash
24-09-12 Purchase 2,198 29.80 10 65,509 Cash
25-09-12 Purchase 1,957 29.94 10 58,593 Cash
25-09-12 Purchase 1,263 30.01 10 37,908 Cash
26-09-12 Purchase 153 29.88 10 4,572 Cash
26-09-12 Purchase 269 29.88 10 8,038 Cash
27-09-12 Purchase 180 29.87 10 5,376 Cash
28-09-12 Purchase 450 29.88 10 13,446 Cash
28-09-12 Purchase 6,114 29.86 10 1,82,576 Cash
01-10-12 Purchase 656 29.98 10 19,667 Cash
04-10-12 Purchase 1,923 29.95 10 57,585 Cash
05-10-12 Purchase 3,775 29.98 10 113174 Cash
09-10-12 Purchase 6,614 30.02 10 1,98,568 Cash
09-10-12 Purchase 100 29.98 10 2,998 Cash
10-10-12 Purchase 1,100 30.38 10 33423 Cash
10-10-12 Purchase 3,365 30.46 10 1,02,501 Cash
15-10-12 Purchase 2,855 28.03 10 8,0,026 Cash
15-10-12 Purchase 683 28.03 10 19,143 Cash
16-10-12 Purchase 100 28.03 10 2,803 Cash
16-04-13 Purchase 4,996 21.90 10 1,09,429 Cash
16-04-13 Purchase 1,007 21.73 10 21,881 Cash
17-04-13 Purchase 154 22.03 10 3,393 Cash
23-04-13 Purchase 589 22.03 10 12,976 Cash
25-04-13 Purchase 61 22.03 10 1,344 Cash
25-04-13 Purchase 2,574 22.03 10 56,705 Cash
26-04-13 Purchase 1,789 22.03 10 39,412 Cash
03-05-13 Purchase 981 22.03 10 21,611 Cash
06-05-13 Purchase 444 22.03 10 9,781 Cash
07-05-13 Purchase 5,000 22.03 10 1,10,150 Cash
09-05-13 Purchase 3,879 22.03 10 85,454 Cash
09-05-13 Purchase 724 22.03 10 15,950 Cash
10-05-13 Purchase 550 22.03 10 12,117 Cash
23
07-06-13 Purchase 700 19.99 10 13,996 Cash
07-06-13 Purchase 523 19.76 10 10,335 Cash
10-06-13 Purchase 43,754 20.03 10 8,76,393 Cash
10-06-13 Purchase 1,264 20.03 10 25,318 Cash
11-06-13 Purchase 1,041 20.03 10 20,851 Cash
11-06-13 Purchase 1,150 20.03 10 23,035 Cash
13-06-13 Purchase 299 19.53 10 5,839 Cash
14-06-13 Purchase 1,691 19.52 10 33,008 Cash
20-06-13 Purchase 1,950 19.02 10 37,089 Cash
20-06-13 Purchase 3,108 19.02 10 59,111 Cash
21-06-13 Purchase 1,295 19.74 10 25,567 Cash
21-06-13 Purchase 112 19.80 10 2,218 Cash
24-06-13 Purchase 237 19.02 10 4,508 Cash
24-06-13 Purchase 990 19.24 10 19,043 Cash
25-06-13 Purchase 1,100 19.50 10 21,450 Cash
25-06-13 Purchase 1,800 19.59 10 35,265 Cash
26-06-13 Purchase 2,000 19.69 10 39,374 Cash
26-06-13 Purchase 1,510 19.74 10 29,808 Cash
27-06-13 Purchase 2,939 19.69 10 57,867 Cash
27-06-13 Purchase 425 19.68 10 8,365 Cash
02-07-13 Purchase 397 20.02 10 7,948 Cash
04-07-13 Purchase 11 19.98 10 220 Cash
04-07-13 Purchase 23 20.02 10 460 Cash
05-07-13 Purchase 3,187 21.73 10 69,262 Cash
05-07-13 Purchase 2,108 21.42 10 45,162 Cash
19-07-13 Purchase 1,427 19.90 10 28,403 Cash
19-07-13 Purchase 3,094 19.96 10 61,754 Cash
22-07-13 Purchase 3,582 21.57 10 77,271 Cash
22-07-13 Purchase 1,757 21.45 10 37,688 Cash
24-07-13 Purchase 3,466 21.66 10 75,074 Cash
24-07-13 Purchase 1,177 21.59 10 25,410 Cash
29-07-13 Purchase 950 20.02 10 19,019 Cash
30-07-13 Purchase 1,869 21.00 10 39,249 Cash
30-07-13 Purchase 4,532 21.00 10 95,180 Cash
31-07-13 Purchase 146 21.02 10 3,069 Cash
10-09-13 Purchase 2,621 19.73 10 51,702 Cash
10-09-13 Purchase 919 19.82 10 18,210 Cash
11-09-13 Purchase 4,301 19.97 10 85,911 Cash
11-09-13 Purchase 2,093 19.19 10 40,157 Cash
24
12-09-13 Purchase 221 19.77 10 4,369 Cash
17-09-13 Purchase 2,397 20.21 10 48,452 Cash
17-09-13 Purchase 5,890 20.11 10 118,436 Cash
18-09-13 Purchase 3,379 20.50 10 69,285 Cash
18-09-13 Purchase 100 20.27 10 2,027 Cash
24-09-13 Purchase 4,419 20.89 10 92,328 Cash
24-09-13 Purchase 1,990 20.76 10 41,305 Cash
25-09-13 Purchase 754 20.92 10 15,777 Cash
25-09-13 Purchase 76 20.90 10 1,588 Cash
26-09-13 Purchase 1,177 21.01 10 24,726 Cash
27-09-13 Purchase 110 21.02 10 2,312 Cash
01-10-13 Purchase 1,805 20.91 10 37,735 Cash
01-10-13 Purchase 50 20.99 10 1,049 Cash
03-10-13 Purchase 97 21.02 10 2,039 Cash
07-10-13 Purchase 6,310 23.08 10 1,45,614 Cash
07-10-13 Purchase 9,293 23.40 10 2,17,477 Cash
21-10-13 Purchase 2,000 24.06 10 48,123 Cash
02-01-14 Purchase 3,358 21.84 10 73,338 Cash
02-01-14 Purchase 2,269 22.00 10 49,927 Cash
03-01-14 Purchase 523 22.02 10 11,516 Cash
03-01-14 Purchase 1,051 21.95 10 23,074 Cash
06-01-14 Purchase 1,419 21.71 10 30,804 Cash
06-01-14 Purchase 2,864 21.93 10 62,802 Cash
07-01-14 Purchase 6,416 23.43 10 1,50,307 Cash
07-01-14 Purchase 10,100 23.40 10 2,36,336 Cash
28-04-14 Purchase 4,189 21.93 10 91,853 Cash
29-04-14 Purchase 1,099 22.02 10 24,202 Cash
30-04-14 Purchase 2,410 21.95 10 52,904 Cash
30-04-14 Purchase 5,918 21.99 10 1,30,156 Cash
06-05-14 Purchase 350 23.02 10 8,058 Cash
06-05-14 Purchase 1,400 23.02 10 32,228 Cash
07-05-14 Purchase 24,134 24.88 10 6,00,449 Cash
07-05-14 Purchase 10,500 24.77 10 2,60,044 Cash
08-05-14 Purchase 15,000 26.42 10 3,96,277 Cash
08-05-14 Purchase 35,000 26.39 10 9,23,803 Cash
16-03-18 Transmission 5,000,000 - 10 - Cash
26-03-18 Transmission 2,103,428 - 10 - Cash

28-08-18 Inter-se transfer (3,103,428) - 10 - Cash
25
b. Anmol Rashesh Bhansali:

Transaction Transaction of Equity (`per per share Acquisition/ (Cash, other than
Shares Share) (`) (Sale) Price cash etc.)
(`)
21-02-2018 Purchase 11,902 70 10 8,33,140 Cash
28-02-2018 Purchase 22,711 70 10 15,89,770 Cash
05-03-2018 Purchase 94,462 70 10 66,12,395 Cash
15-03-2018 Purchase 70,925 65.04 10 46,13,095 Cash
27-08-2018 Inter-Se transfer 31,03,428 - 10 - Cash
02-04-2019 Purchase 26,572 74.30 10 19,74,448.40 Cash
19-03-2020 Purchase 5,489 88.03 10 4,83,197 Cash
25-03-2020 Purchase 4,511 87.36 10 3,94,083 Cash
30-06-2020 Purchase 60,000 101.55 10 60,93,000 Cash
31-08-2020 Purchase 70,000 115.34 10 80,73,800 Cash
01-09-2020 Purchase 12,677 114.98 10 14,57,572.30 Cash
04-09-2020 Purchase 8,956 115.50 10 10,34,418 Cash
08-09-2020 Purchase 8,367 115.97 10 9,70,312 Cash
09-09-2020 Purchase 16,000 115.64 10 18,50,240 Cash
10-09-2020 Purchase 6,300 115.83 10 7,29,729 Cash
14-09-2020 Purchase 14,200 124.99 10 17,74,858 Cash
15-09-2020 Purchase 4,500 128.75 10 5,79,375 Cash
22-09-2020 Purchase 3,000 116.58 10 3,49,740 Cash
23-09-2020 Purchase 500 120 10 60,000 Cash
25-09-2020 Purchase 25,000 126.73 10 31,68,320 Cash
10-12-2020 Purchase 23,000 164.64 10 37,86,720 Cash
16-12-2020 Purchase 7,500 199.99 10 14, 99,925 Cash
c. Shobhnaben Manharkumar Bhansali:

(`)
16-8-1988 Purchase 1,918 100 100 1,91,800 Cash
24-08-1994 Split face 19,1800 - 10 - -
of vaule of
Rs.100/- per
shares to
Rs.10/- per
share
15-02-1999 Purchase 3,500 20 10 70,000 Cash
24-03-1999 Purchase 1,100 16 10 17,600 Cash
17-04-1999 Purchase 8,000 30.16 10 2,41,260.00 Cash
29-04-1999 Purchase 12,600 29.89 10 3,76,669.00 Cash
12-05-1999 Purchase 20,600 30.00 10 6,18,000.00 Cash
12-05-1999 Purchase 20,600 30.00 10 900.00 Cash
26
(`)
24-04-2001 Sale -60,000 50.00 10 (30,00,000) Cash
25-04-2001 Purchase 60,000 50.00 10 3,0,00,000 Cash
04-08-2001 Purchase 600 31.82 10 19,092 Cash
04-08-2001 Purchase 10,000 32.32 10 3,23,200 Cash
16-08-2001 Purchase 4,500 32.32 10 1,45,440 Cash
17-08-2001 Purchase 8 32.00 10 256 Cash
23-08-2001 Purchase 360 32.32 10 11,635 Cash
02-09-2002 Bonus 2,73,668 - 10 - -
26-08-2005 Bonus 5,47,336 - 10 - -
09-03-2018 Transmission of 71,03,428 - 10 - -
shares
16-03-2018 Transmission -50,00,000 - 10 - -
pursuant to
Probate dated
February 15,
2018 issued
by the Hon’ble
High Court
to administer
Property(ies)
of Late
Mr. Manhar R.
Bhansali
26-03-2018 Transmission -21,03,428 - 10 - -
pursuant to
Probate dated
February 15,
2018 issued
by the Hon’ble
High Court
to administer
Property(ies)
of Late
Mr. Manhar R.
Bhansali
j. Confirmations from Company as per the provisions of Buyback Regulations and Act
i. The Company shall not issue any equity shares or other securities (including by way of bonus) till the date of
expiry of the Buyback period;
ii. The Company shall not raise further capital for a period of one year or six months, as may be applicable
in accordance with the Buyback Regulations or any circulars or notifications issued by SEBI in connection
therewith, from the expiry of the Buyback period, except in discharge of subsisting obligations;
iii. The Company shall not withdraw the Buyback after the draft letter of offer is filed with SEBI or the public
announcement of the offer to Buyback is made;
iv. The Company shall not buyback locked-in shares and non-transferable shares or other specified securities till
the pendency of the lock-in or till the shares or other specified securities become transferable;
v. The Company shall transfer from its free reserves a sum equal to the nominal value of the equity shares
purchased through the Buyback to the Capital Redemption Reserve Account and the details of such transfer
shall be disclosed in its subsequent audited financial statements;
27
vi. The Company confirms that there are no defaults subsisting in repayment of deposits or interest thereon,
redemption of debentures or interest thereon or redemption of preference shares or payment of dividend or
repayment of any term loans or interest payable thereon to any shareholder or financial institution or banking
company, as the case may be;
vii. All the Equity Shares of the Company are fully paid-up;
viii. The Company shall not buyback its Equity Shares from any person through negotiated deal whether on or off
the stock exchanges or through spot transactions or through any private arrangement in the implementation of
the Buyback;
ix. There is no pendency of any scheme of amalgamation or compromise or arrangement pursuant to the provisions
of the Companies Act, 2013, as on date;
x. The ratio of the aggregate of secured and unsecured debts owed by the Company the paid-up Equity Share
capital and free reserves after the Buyback shall be less than or equal to 2:1 based on last audited standalone
and consolidated financial statements of the Company. and
xi. The Company shall not directly or indirectly purchase its Equity Shares through any subsidiary company
including its own subsidiary companies or through any investment company or group of investment companies.
k. Confirmation from the Board

The Board of Directors of the Company has confirmed that it has made a full enquiry into the affairs and prospects
of the Company and has formed the opinion that:
i. Immediately following the date of the Board meeting, and the date on which the result of Members resolution
passed at 34th AGM will be declared, approving the Buyback, there will be no grounds on which the Company
could be found unable to pay its debts;
ii. As regards the Company’s prospects for the year immediately following the date of the Board Meeting approving
the Buyback as well as for the year immediately following the date of Members Resolution, and having regard
to the Board’s intention with respect to the management of Company’s business during that year and to the
amount and character of the financial resources which will in the Board’s view be available to the Company
during that year, the Company will be able to meet its liabilities as and when they fall due and will not be
rendered insolvent within a period of one year from the date of the Board Meeting as also from the date of
Members Resolution;
iii. In forming an opinion as aforesaid, the Board has taken into account the liabilities (including prospective and
contingent liabilities), as if the Company was being wound up under the provisions of the Companies Act, 1956/
Insolvency and Bankruptcy Code, 2016 as amended from time to time, as applicable.
l. Report addressed to the Board of Directors by the Company’s Auditors on the permissible capital payment
and the opinion formed by directors regarding insolvency
The text of the Report dated July 21, 2021 of J.D. Zatakia & Co. the Statutory Auditors of the Company, addressed
to the Board of Directors of the Company is reproduced below:
To,
The Board of Directors
Gems & Jewellery Complex, SEEPZ,
MIDC, Andheri East,
Mumbai-400096.
Auditors’ Report on Buy Back of Shares pursuant to the requirement of clause (xi) of Schedule I (Regulation
5(iv)(b)) to Securities and Exchange Board of India (Buy-back of Securities) Regulations, 2018, as amended
1. This report is issued in accordance with Email dated July 1, 2021.
2. The Board of Directors of the Company have approved a proposed buy-back of equity shares by the Company at
its meeting held on July 21, 2021, in pursuance of the provisions of Section 68, 69 and 70 of the Companies Act,
2013 (‘the Act’) read with the Securities and Exchange Board of India (Buy-back of Securities) Regulations, 2018, as
amended (“SEBI Buy-back Regulations”).
3. We have been engaged by Goldiam International Limited (the “Company”) to perform a reasonable assurance
engagement on determination of the amount of permissible capital payment as detailed in the accompanying
Annexure I in connection with the proposed buy back by the Company of its equity shares (“Buyback”) in pursuance
of Section 68, 69 and 70 of the Companies Act, 2013 (the “Act”) and The Companies (Share Capital and Debentures)
28
Rules, 2014, to the extent applicable, and the ‘Securities and Exchange Board of India (Buy-back of Securities)
Regulations, 2018 and amendments thereto (the “Buyback Regulations”) and on the opinions expressed by the
Board of Directors of the Company, as required under the Buyback Regulations. We have initialled the Annexure I for
identification purposes only.
Management’s Responsibility for the Statement

4. The preparation of the Statement in accordance with Section 68(2)(c) of the Act and in compliance with Section
68, 69 and 70 of the Act and SEBI Buy-back Regulations, is the responsibility of the Management of the Company,
including the computation of the amount of the permissible capital payment, the preparation and maintenance
of all accounting and other relevant supporting records and documents. This responsibility includes the design,
implementation and maintenance of internal control relevant to the preparation and presentation of the Statement
and applying an appropriate basis of preparation; and making estimates that are reasonable in the circumstances.
Auditor’s Responsibility
5. Pursuant to the requirement of the Buyback Regulations, it is our responsibility to obtain reasonable assurance on
the following “Reporting Criteria:
i. we have inquired into the state of affairs of the Company in relation to the audited standalone financial statements
and audited consolidated financial statements as at and for the period ended March 31, 2021;
ii. the amount of capital payment for the Buyback has been properly determined in accordance with the provisions
of Section 68 of the Act based on the audited financial statements of the Company for the year ended March
31, 2021 (the “Audited Financial Statements”);
iii. the Board of Directors of the Company in their meeting dated July 21, 2021 have formed the opinion, as
specified in Clause (x) of Schedule I to the Securities and Exchange Board of India (Buy-back of Securities)
Regulations, 2018 on reasonable grounds and the Company having regard to its state of affairs will not be
rendered insolvent within a period of one year from date of the Board Meeting.
6. A reasonable assurance engagement involves performing procedures to obtain sufficient appropriate evidence on
the Reporting Criteria. The procedures selected depend on the auditor’s judgment, including the assessment of the
risks associated with the Reporting Criteria. Within the scope of our work, we performed the following procedures:
i) Examined authorisation for Buyback from the Articles of Association of the Company;
ii) Examined that the amount of capital payment for the Buyback as detailed in Annexure I is within the permissible
limit computed in accordance with the provisions of Section 68 of the Act;
iii) Examined that the ratio of the debt owned by the Company, if any, is not more than twice the capital and its free
reserves after such buy-back;
iv) Examined that all the shares for Buyback are fully paid-up;
v) Inquired into the state of affairs of the Company with reference to the Audited Financial Statements of the
Company which has been prepared by the Management of the Company; and examined budgets and projections
prepared by the Management;
vi) Examined minutes of the meetings of the Board of Directors;
vii) Examined Directors’ declarations for the purpose of Buyback and solvency of the Company;
7. We conducted our examination in accordance with the ‘Guidance Note on Reports or Certificates for Special
Purposes’ issued by the Institute of Chartered Accountants of India.
8. The financial statements referred to in paragraph 5(v) above, have been audited by us on which we issued an
unmodified audit opinion vide our report dated May 25, 2021. Our audit of these financial statements was conducted
in accordance with the Standards on Auditing and other applicable authoritative pronouncements issued by the
Institute of Chartered Accountants of India. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material misstatement.
Opinion
9. As a result of our performance of aforementioned procedures, we report that:
i. The amount of capital payment of Rs.4490.42 lakhs for the shares in question, is within the permissible capital
payment of Rs.5892.64 lakhs, as calculated in Annexure-I based on the Audited Financial Statements, which,
in our opinion, is properly determined in accordance with Section 68 of the Act, and
ii. The Board of Directors in their meeting held on July 21, 2021 has formed the opinion, as specified in Clause (x)
of Schedule I to the Regulations, on reasonable grounds and the Company having regard to its state of affairs
29
will not be rendered insolvent within a period of one year from date of the Board Meeting for buyback.
Restriction on Use
10. Our work was performed solely to assist you in meeting your responsibilities with reference to the Buyback
Regulations. Our obligations in respect of this report are entirely separate from, and our responsibility and liability
is in no way changed by any other role we may have (or may have had) as auditors of the Company or otherwise.
Nothing in this report, nor anything said or done in the course of or in connection with the services that are the
subject of this report, will extend any duty of care we may have in our capacity as auditors of the Company.
11. This report is addressed to and provided to the Board of Directors of the Company pursuant to the requirements of the
Buyback Regulations solely to enable the Board of Directors of the Company to include in the Public Announcement
to be made to the shareholders of the Company, which will be filed with (a) the Registrar of Companies as required by
the Regulations (b) the National Securities Depository Limited and the Central Depository Services (India) Limited
for the purpose of extinguishment of equity shares (c) the authorised dealer for the purpose of capital payment (d)
Securities and Exchange Board of India (e) BSE Limited and (f) National Stock Exchange of India Limited and should
not be used for any other purposes.
12. M/s. J.D.Zatakia & Co., Chartered Accountants does not accept or assume any liability or duty of care for any other
purpose or to any other person to whom this report, or Public Announcement which includes our report, is shown or
into whose hands it may come save where expressly agreed by our prior consent in writing.
For J.D. Zatakia & Company
Chartered Accountants
Firm Regn. No.111777W
J.D. Zatakia
Proprietor
Place: Mumbai Membership Number: 17669
Date: 21-July-2021 UDIN: 21017669AAAAEG2934
Annexure I
Statement of determination of the permissible capital payment towards Buy back of Equity Shares (“the Statement”) in
accordance with Section 68 of the Companies Act, 2013
(` In Lakhs)
Particulars as on March 31, 2021 Standalone Consolidated
Paid up equity share capital
(22714923 shares of Rs 10 each fully paid up) 2217.49 2217.49
Free reserves
Securities premium reserve - -
General reserve 2043.42 2043.42
Retained earnings 19309.66 41089.31
Total free reserves 21353.08 43132.73
Total paid up equity capital and free reserves 23570.57 45350.22
Maximum amount permissible for buy back under Section 68 of the 5892.64 11337.56
Companies Act, 2013 in case approved by Board Resolution (25% of paid
up equity capital and free reserves)
Maximum amount permitted by Board Resolution dated July 21, 2021, 4490.42
based on the audited accounts for the year ended March 31, 2021
For Goldiam International Limited
Place: Mumbai Rashesh Bhansali

Date: July 21, 2021 Executive Chairman
30
Details of the Director seeking appointment/re-appointment at the Annual General Meeting:
Name Mr. Pannkaj C Ghadiali (DIN 00003462)

Date of Birth May 8, 1958 (Aged 63 years)
Nationality Indian
Date of Appointment November 12, 2016
Qualifications B.Com, B.G.L., F.C.A., ICWA, DISA
Expertise in specific functional area Practicing Chartered Accountant since 1979. Presently Managing
Partner of P C Ghadiali and Co. LLP and specializing in Direct &
Indirect Tax, Information Technology, etc. Was Chairman of Western
India Regional Council of The Institute of Chartered Accountants of
India for the year 1988-89.
Directorships held in other Indian Public Balkrishna Industries Limited
Companies (excluding Foreign Companies and
Section 8 Companies)
Memberships/Chairmanships of Committees of Balkrishna Industries Limited
other Public Companies (includes only Audit and Chairmanship- Audit Committee
Shareholders’/Investor Grievance Committees)
Stakeholders’ Relationship Committee
Number of Shares held Nil
No. of Board meeting attended during 2020-2021 5 out 5
Relationships between Directors inter-se NA
Name Mrs.Tulsi Gupta (DIN: 06905143)

Date of Birth March 16, 1992 (Aged 29 years)
Nationality Indian
Date of Appointment August 12, 2016
Qualifications 2015 Gemmological Institute of America (GIA) Certified
“Jewellery Designer”
2013-14 Imperial College London, Business School MSc(Hons)
in Innovation, Entrepreneurship and Management
2010-13 University of Warwick, United Kingdom BA (Hons) in
Sociology
2008-10 B.D. Somani International School, India International
Baccalaureate
Expertise in specific functional area Wide Knowledge & experience in the field of diamonds & jewellery
Directorships held in other Indian Public NIL
Memberships/Chairmanships of Committees of NIL
other Public Companies (includes only Audit and
Shareholders’/Investor Grievance Committees)
Number of Shares held NIL
Relationships between Directors inter-se NA
Relationships between Directors inter-se Mr. Rashesh M. Bhansali, Executive Chairman – Father
Mr.Anmol R Bhansali-Whole Time Director- Sister
31
Name Mr. Anmol Rashesh Bhansali (DIN 07931599)
Date of Birth August 18, 1995 (Aged 26 years)
Nationality Indian
Date of Appointment November 25, 2017
Qualifications • Wharton School, University of Pennsylvania 2013 – 2017
Bachelors of Science in Business Administration
• Gemology Institute of America 2017
Completed GEM130 and GEM230, constituting two thirds of
‘Diamonds and Diamond Grading’ course
• B.D. Somani International School, Mumbai, India 2009-2013
IB Diploma Program with 42 points out of 45 Completed
IGCSE
• University of Pennsylvania, The Wharton School, PA 2012
Completed “Leadership in the Business World” Program
Expertise in specific functional area Entered in the diamond business more than 5 years ago. He is
having knowledge & experience in Diamond Business and engage
in Manufacturing, Trading and Jewellery exports.
Directorships held in other Indian Public Goldiam Jewellery Limited
Memberships/Chairmanships of Committees Member of Nomination & Remuneration Committee of Goldiam
of other Public Companies (includes only Audit Jewellery Limited
Nomination & Remuneration and Shareholders’/
Investor Grievance Committees)
Number of Shares held 36,00,000
Relationships between Directors inter-se Son of Mr. Rashesh M. Bhansali and Brother of Mrs. Tulsi Gupta
32
ANNEXURE TO THE EXPLANATORY STATEMENT
Information as required under Section II of Part II of Schedule V of the Companies Act, 2013 and forming part
of the explanatory statement to the Notice convening the Annual General Meeting. (For Item No. 5 of 34th AGM
Notice).
I. GENERAL INFORMATION
Nature of Industry:
Goldiam International Limited is operating in two segments viz. Jewellery manufacturing and investment activity. The
founders of the Company have been in this business for 2 generations. The company grew steadily and added each
process of manufacturing to its lineup, with an aim of becoming a fully integrated jewellery manufacturer.
Outstanding Achievements:
The Company is manufacturing high quality, luxurious and creative diamond jewellery and exporting to USA, Europe and
other countries. The Government of India and several other trade bodies have awarded the Company for its contribution
to jewellery trade and being a pioneer and a role model in this industry.
Following are the achievements:

• Outstanding Export Performance for studded Jewellery from EPZ for the years 1992; 1993; 1994;1996;1997;1998
and 1999 by Gem & Jewellery Export Promotion Council.
• Late Mr.Manhar R. Bhansali, Chairman of the Company was awarded with “PIONEER OF THE YEAR” award by
IDCA (Indian Diamond & Colorstone Association) on June 5, 2010.
Date or expected date of commencement of commercial production:

he Company was incorporated on October 10, 1986 and commenced its business on May 20, 1988.
In case of new companies, expected date of commencement of activities as per project approved by financial
institutions appearing in the prospectus:
- Not applicable
Financial performance:
(` In Lakhs)
Particulars Current Year Previous Year

31.03.2021 31.03.2020
Sales for the year 21605.54 16209.07
Other Income 1753.68 1071.59
Total Income 23359.22 17280.66
Profit before Interest & finance charges, depreciation & taxation 4401.64 2760.21
Less: Interest & finance Charges 15.21 11.71
Operating profit before depreciation & taxation 4386.43 2748.50
Less: Depreciation, amortization & impairment of asset 183.72 195.30
Profit before Exceptional Items 4202.71 2553.20
Add: Exceptional Items - -
Profit before taxation 4202.71 2553.20
Current Tax & Prior Year 903.00 658.95
Deferred Tax Liability 248.35 (9.96)
Profit after taxation 3051.36 1904.21
Total other Comprehensive Income 798.55 459.08
Total profit 3849.91 2363.29
33
Foreign Investments or Collaborators, if any:-
Name Category % of holding/stake Type of Arrangement

Goldiam USA Body Corporate 100 Wholly Owned Subsidiary Company
II. INFORMATION ABOUT THE APPOINTEES
Mr. Anmol R. Bhansali

Background details Background details of Mr.Anmol R. Bhansali stated in “PROFILE OF DIRECTORS” to this
Notice.
Past Remuneration The remuneration approved by members of the Company at 32nd AGM convened on
September 25, 2019 was upto `10 lakhs per month inclusive of perks as per Companies
Act, 2013 read with rules made there under and schedule V of the Act.
Recognition and Awards • Achieved a GPA of 3.5, receiving ‘Cum Laude’ honors at the Wharton School
• Achieved an aggregate GPA of 3.8 in ‘major’ classes of Real Estate and Management
at the Wharton School
• UK Mathematics Challenge Intermediate Level –Gold Certificate
• UK Mathematics Challenge Pink Kangaroo – Qualified and Highest Score in School
• Best Student Award in Mathematics, English, Physics and Economics – Grade 10
• Best Student Overall – Certificate of Excellence for Outstanding Academic Achievement
• IGCSE – First in School with Distinction – Achieved (A*) in all 8 subjects with an
average of 98%
• UK Mathematics Challenge Intermediate Level – Grade 10- Gold Certificate
Job Profile and his Entered in the diamond business more than seven years ago. He is having knowledge &
suitability experience in Diamond Business and engages in Manufacturing, Trading and Marketing
Jewellery & diamonds/lab grown diamond.
Remuneration proposed The proposed remuneration is `10,00,000/-per month (inclusive of perks) pursuant to
provision of Companies Act, 2013 read with rules made thereunder and Schedule V of the
Act.
Pecuniary relationship Apart from the remuneration and perquisites paid to him as Whole-time Directors as stated
directly or indirectly above and his respective shareholding held directly or indirectly in the Company and
with the Company, or Mr.Rashesh Manhar Bhansali being the Father and Mrs.Tulsi Gupta being the sister, the
relationship with the Director do not have any pecuniary relationship directly or indirectly with the Company and
managerial personnel, its managerial personnel.
if any
Comparative remuneration profile with respect to industry, size of the company profile of the position and person
(in case of expatriates the relevant details would be with respect to the country of his origin):
Taking into consideration the size of the company, profile of Mr. Anmol Rashesh Bhansali, responsibility shouldered
on them and the industry standard, the remuneration paid is commensurate with the remuneration packages paid to
Managerial Personnel in similar other companies. Mr. Anmol Rashesh Bhansali, have successfully proved their expertise
in very effective manner and drove the Company towards the growth over the period of time. Further Mr.Anmol is
spearhead the digital initiatives of the group under his guidance the Company has launched a B2B E-commerce website
to cater to a new market segment within the US Retail Jewellery industry (www.jewelfleet.com). Hence, the Board of
Directors considers that the remuneration proposed to them are justified commensurate with other organisations of the
similar type, size and nature in the industry.
III. OTHER INFORMATION
Reasons of loss or inadequate profits:

The coronavirus pandemic has crippled India’s economy. Like many industries, the jewellery industry too has been
hit hard. The gems and jewellery industry has suffered major disruption in its operations across the globe, which
may result the profitability of the Company may be inadequate for making payment of the remuneration (which is in
34
consonance with the corporate practice) to Managing/Executive Director under the Companies Act, 2013 read with
schedule V of the Act.
Steps taken or proposed to be taken for improvement:
The Company has taken up modernization from time to time. The company has started to sell its products through
Ecommerce platform and installed a new generation machines and testing equipments for improved quality of
products as per international standards and thereby expand the market base.
In Q3FY21, the Company acquired 51% of Eco-Friendly Diamonds LLP (EDL). EDL is engaged in growing and
manufacturing lab-created diamonds via the ‘Chemical Vapor Deposition’ (CVD) method. CVD diamonds are equally
appealing yet more cost-effective compared to natural, mined diamonds, and are becoming increasingly popular
in international markets, already enjoying a marketshare of 3.1% of overall US jewellery sales. This acquisition will
further consolidate Goldiam’s share of this exciting and growing opportunity. On the profitability front, lab-grown
diamonds enjoy generally better margins relative to natural, mined diamonds.
Expected increase in productivity and profits in measurable terms:

The Company is very conscious about improvement in productivity and undertakes constant measures to improve
it. The productivity is expected to increase by about 20% during the current years.
IV. DISCLOSURES
All the relevant information required to be disclosed in the Board of Directors’ Report under the heading “Corporate
Governance” enclosed to the Annual Report 2020-21.
The remuneration package of the managerial person is given in the resolution.
The above explanatory statement (together with Annexure thereto) shall be construed to be memorandum setting
out the terms of the appointment/re-appointment as specified under Section 190 of the Companies Act, 2013.
35
BOARD OF DIRECTORS’ REPORT
Dear Members, The Company has achieved a standalone turnover of
Your Directors have pleasure in presenting their Thirty- `21605.54 lakhs during the FY 2020-2021 as compared
to ` 16209.07 lakhs during the previous year reflects a
fourth Annual Report on the affairs of the Company
growth of 33.29% over the corresponding financial year
together with the Audited Statement of Accounts for the
ended March 31, 2020. The standalone profit after tax of
year ended March 31, 2021.
the Company increased by 60.24% from ` 1904.21 lakhs
FINANCIAL RESULTS to `3051.36 lakhs in the current year.
(` in Lakhs)
COMPANY’S RESPONSE TO COVID 19 PANDEMIC
Current Previous
The massive outbreak of the COVID-19 pandemic all
Particulars Year Year
across the globe has had a destabilising impact on most
31.03.2021 31.03.2020
businesses. As a responsible and resilient Company, we
Sales for the year 21605.54 16209.07
have worked to mitigate the effects of the crisis with agile
Other Income 1753.68 1071.59 responses.
Total Income 23359.22 17280.66
As reports of the spread of Corona Virus started coming
Profit before Interest &
finance charges, depreciation in, the Company stepped up efforts to protect the health of
& taxation 4401.64 2760.21 its employees. The following measures were put in place
Less: Interest & finance to protect our employees’ health and ensuring continuation
Charges 15.21 11.71 of work under these grave scenario:
Operating profit before • Safe behaviour across all our locations by limiting the
depreciation & taxation 4386.43 2748.50
size of gatherings/meetings and avoiding external
Less: Depreciation, 183.72 195.30 visitors to the premises, besides asking employees
amortization & impairment
of asset to avoid in-person meetings and encouraging video
Profit before Exceptional 4202.71 2553.20 conference.
Items • Security personnel at all our offices were provided
Add: Exceptional Items - - infrared non-contact temperature sensors to screen
Profit before taxation 4202.71 2553.20 all employees and visitors entering the premises.
Current Tax & Prior Year 903.00 658.95 • High contact areas like elevator buttons, door
Deferred Tax Liability 248.35 (9.96) handles, handrails, bathroom taps etc. were sanitised
Profit after taxation 3051.36 1904.21 at regular intervals.
Total other Comprehensive
Income 798.55 459.08 INDIAN ACCOUNTING STANDARDS
Total profit 3849.91 2363.29 Your Company and its subsidiaries had adopted Ind
AS with effect from April 1, 2017 pursuant to Ministry of
OPERATION, STATE OF AFFAIRS Corporate Affairs notification dated February 16, 2015
The previous financial year was an extremely challenging notifying the Companies (Indian Accounting Standard)
Rules, 2015. Your Company has published Ind AS
year for the Indian economy, more so for the Jewellery
Financials for the year ended March 31, 2021 along with
Industry, which is dependent on discretionary spend. The
comparable as on March 31, 2020.
country witnessed nationwide lockdown due to COVID-19
pandemic, which was a lethal blow to the entire economy. FINANCE
During the financial year ended March 31, 2021, your Cash and cash equivalent as at March 31, 2021 was
Company recorded a consolidated turnover of `40600.28 `5133.09 lakhs. The Company continues to focus on
lakhs as compared to the turnover of ` 36450.79 lakhs judicious management of its working capital. Receivables,
in the previous financial year ended March 31, 2020 inventories and other working capital parameters were
thereby consolidated turnover reflects a growth of 11.38% kept under strict check through continuous monitoring.
over previous year. The consolidated Profit before tax
and exceptional items were `9716.39 lakhs as against ` CONSOLIDATED FINANCIAL STATEMENT
6200.30 lakhs of the previous year resulted in growth of As stipulated by regulation 33 of Listing Regulations, the
consolidated profit approximately by 56.71% over previous consolidated financial statements have been prepared by
year. The consolidated Profit after tax stood at `6710.67 the Company in accordance with the applicable Ind AS.
lakhs as compared to the profit of ` 4519.85 lakhs in the The audited consolidated financial statements together
previous year. with Auditors’ Report form part of the Annual Report.
36
SIGNIFICANT CORPORATE DEVELOPMENTS and free reserves as per audited standalone financial
statements and audited consolidated financial statements
Acquisition: of the Company as on March 31, 2021, respectively. The
The Company has acquired 51% partners’ capital in Eco- buy-back represented 3.00 percent of the total issued and
Friendly Diamonds LLP (“ECO”) for a consideration of paid-up equity share capital of the Company.
`12,78,73,488/- (Rupees Twelve crore seventy eight lakh
seventy three thousand four hundred eighty eight only) on TRANSFER TO RESERVE
December 2, 2020 and additional acquisition of 37% of The Company does not propose to transfer any portion of
partners’ capital in Eco-Friendly Diamonds LLP (“ECO”) profits to Reserves.
for a consideration of `8,33,69,510/- (Rupees Eight crore
thirty three lakh sixty nine thousand five hundred ten only) SHARE CAPITAL
on June 1, 2021. An aggregate holding of the Company in The paid up equity share capital as on March 31, 2021
Eco-Friendly Diamonds LLP is 88% of partners’ capital. was `2217.4923 lakhs.
ECO is categorized as Subsidiary of the Company with
As on March 31, 2021, following Executive, Non-Executive
effect from December 2, 2020. ECO is engaged in the
and Independent Directors of the Company holds equity
business of growing & manufacturing of lab-created
shares in the Company as per details given below:
diamonds via the CVD or ‘Chemical Vapor Deposition’
method. This method is modular and scalable and allows Sr. Name of Director No. of
for the growth of lab-created diamonds that match the size No. shares held
and quality characteristics which are desired by retailers
in key export markets such as the USA and Hong Kong. 1. Mr. Rashesh M. Bhansali 1,00,00,000
(Executive Chairman)
Disinvestment: 2. Mr. Anmol Rashesh Bhansali 36,00,000
During the year under review, the Company has (Whole Time Director)
disinvested its entire shareholding in Sunshine Exports 3. Mr. Ajay M. Khatlawala 1,000
HK Limited (“SEHK”) (Formerly known as Goldiam (Independent Director)
HK Limited), a joint venture of the Company, in favour
of Messrs Sunshine Corporation on March 30, 2021. STATEMENT ON INVESTOR EDUCATION AND
Consequent to the above, Sunshine Exports HK Limited PROTECTION FUND
has ceased to be the Company’s joint venture company. Pursuant to the provisions of Section 124 of the Act, Investor
Education and Protection Fund Authority (Accounting,
MATERIAL CHANGES AFFECTING THE COMPANY
Audit, Transfer and Refund) Rules, 2016 (“IEPF Rules”)
There have been no material changes and commitments read with the relevant circulars and amendments thereto,
affecting the financial position of the Company between the amount of dividend remaining unpaid or unclaimed for a
the end of the financial year and date of this report. There period of seven years from the declaration date is required
has been no change in the nature of business of the to be transferred to the Investor Education and Protection
Company. Fund (“IEPF”), constituted by the Central Government.
The Company had, accordingly, transferred `4,33,676/-
RETURN OF SURPLUS FUNDS TO SHAREHOLDERS
and `3,19,315/- being the unpaid and unclaimed dividend
In line with the practice of returning 40 to 60 percent free amount pertaining to First Interim Dividend 2012-13 and
cash flow to shareholders and based on the Company’s Final Dividend 2012-13, respectively, during the Financial
performance, the Directors have declared 1st interim year 2020-2021, to the IEPF.
dividends of 30% (`3/- per share) and 2nd interim dividend
Pursuant to the provisions of IEPF Rules, all shares in
of 20% (`2/- per equity share). Further, your Directors
respect of which dividend has not been paid or claimed
recommended a final dividend of 30% i.e. `3/- per share on
for seven consecutive years shall be transferred by the
an Equity Share of ` 10/- each for the financial year ended
Company to the designated Demat Account of the IEPF
March 31, 2021. The dividend, if declared, by the Members
Authority (‘IEPF Account’) within a period of thirty days of
at the forthcoming Annual General Meeting (AGM) shall
such shares becoming due to be transferred to the IEPF
be paid to the eligible Members of the Company on or after
Account. Accordingly, the Company has transferred 17761
September 7, 2021. The total dividend for FY 2020-2021
equity shares on which the dividend remained unpaid
amounts to `80%(`8/-) per equity share.
or unclaimed for seven consecutive years to the demat
In addition to the above, the directors have proposed account of IEPF Authority, after following the prescribed
to buy back 6,65,248 equity shares at a price of `675/- procedure.
per equity share for an aggregate consideration of
`44,90,42,400/- at Board meeting held on July 21, 2021 UNCLAIMED SHARES
subject to approval of shareholders at the ensuing AGM. As on March 31, 2021, the Company has 12700 unclaimed
The offer size of the buy-back 19.05 percent and 9.90 equity shares of `10/- each belonging to 48 investors,
percent of the aggregate paid-up equity share capital further the Company is holding the aforesaid shares in
37
a Demat “Unclaimed Suspense Account” opened with • Corporate Social Responsibility Committee
Stock Holding Corporation of India Ltd. on behalf of the • Risk Management Committee (with effect from May
shareholders. 25, 2021)
DEPOSITS • Share Transfer Committee (up to March 31, 2021)
The Company has not accepted any deposit from The details of the Committees along with their composition,
public/shareholders in accordance with Section 73 of number of meetings held and attendance at the meetings
the Companies Act, 2013 read with the Companies are provided in the Corporate Governance Report.
(Acceptance of Deposits) Rules, 2014 and as such,
Retirement by Rotation:
no amount on account of principal or interest on public
deposits was outstanding as on the date of the Balance In accordance with the provisions of Section 152 of the
Sheet for the year under review. Companies Act, 2013 read with Companies (Management
& Administration) Rules, 2014 and Articles of Association
PARTICULARS OF LOANS, GUARANTEES OR of the Company, Mrs.Tulsi Gupta (DIN 06905143), Non-
INVESTMENTS Executive Non Independent Director of the Company at
Particulars of Loans, Guarantees given and Investments the ensuing Annual General Meeting of the Company and
made during the year as required under section 186 of the being eligible, has offered herself for re-appointment and
Companies Act, 2013 and Schedule V of the Securities the Board recommends her re-appointment.
and Exchange Board of India (Listing Obligations and
Changes in Directors / Key Managerial Personnel
Disclosure Requirements) regulations, 2015 have been
during the year:
disclosed in the financial statements.
The Members, at the Annual General Meeting held on
REVIEW OF SUBSIDIARIES AND ASSOCIATES September 25, 2020 approved the appointment of Mrs.
Your Company has four Subsidiaries Company. Financials Nipa Utpal Sheth (DIN: 00081064) as an Independent
of the Subsidiaries Company are disclosed in the Director of the Company for a period of five (5) years with
Consolidated Financial Statements, which form part of this effect from August 31, 2020.
Annual Report. A statement containing salient features of Dr. R.Srinivasan (DIN: 00003968) ceased to be Directors
the Financial Statements of the Subsidiaries Company is of the Company w.e.f. August 29, 2021 due to completion
annexed to this Annual Report pursuant to Section 129 of of his term as Independent Directors of the Company. The
the Companies Act, 2013 and Rules made thereunder in Board has placed on record its appreciation for the valuable
prescribed From AOC-3A and hence not repeated here for contribution made by him as Directors of the Company.
the sake of brevity.
Re-appointment of Director:
ANNUAL RETURN
Mr. Pannkaj Chimanlal Ghadiali (DIN-00003462):
In terms of Section 92(3) of the Companies Act, 2013
The first term of office of Mr. Pannkaj Chimanlal Ghadiali
and Rule 12 of the Companies (Management and
(DIN-00003462) as Non-Executive Independent Director,
Administration) Rules, 2014, the Annual Return of the
will expire on November 11, 2021. In accordance with
Company is available on the website of the Company at
the provisions of Sections 149 (10) and (11) of the Act,
the link: http://goldiam.com/downloads2021/july/Form_
an Independent director shall hold office for a term up to
MGT-7-31-03-2021-GIL-Website.pdf
five consecutive years on the Board of a company but
DIRECTORS AND KEY MANAGERIAL PERSONNEL shall be eligible for reappointment for another term of five
consecutive years on the passing of a special resolution
Key Managerial Personnel by the Company and disclosure of such appointment in
The following are the Key Managerial Personnel of the the Board’s Report.
Company: Based on the outcome of evaluation exercise and
Mr. Rashesh Manhar Bhansali: Executive Chairman recommendation of the Nomination and Remuneration
Mr. Anmol Rashesh Bhansali: Whole-time Director Committee, the Board of Directors in its meeting held
on May 25, 2021, has recommended the reappointment
Mr. Pankaj Parkhiya: Company Secretary & Compliance
of Mr. Pannkaj Chimanlal Ghadiali (DIN-00003462) as
Officer
Independent Director of the Company for the second term
Mrs.Darshana Faldu- Chief Financial Officer of 5 (five) years, subject to the approval of the members,
by way of special resolutions at the ensuing AGM and he
Committees of the Board
shall not be liable to retire by rotation.
The Board of Directors has the following Committees:
The Company has received declarations from Mr. Pannkaj
• Audit Committee Chimanlal Ghadiali (DIN-00003462) that he meets the
• Nomination and Remuneration Committee criteria of independence as prescribed under Section 149
• Stakeholders’ Relationship Committee of the Act and the SEBI (Listing Obligations and Disclosure
38
Requirements) Regulations 2015 (“Listing Regulations”). independence as provided in Section 149(6) of the Act
Mr. Pannkaj Chimanlal Ghadiali is not disqualified from and Regulation 16(1)(b) of the Listing Regulations.
being appointed as a Director in terms of Section 164 of In accordance with the above, each Independent Director
the Act and has consented to act as Independent Director has given a written declaration to the Company confirming
of the Company. The Company has received a notice in that he/she meets the criteria of independence under
writing from a member specifying his intention to propose Section 149(6) of the Act and Regulation 16(1)(b) of the
a re-appointment of Mr. Pannkaj Chimanlal Ghadiali (DIN- Listing Regulations, and that they have complied with the
00003462) as the Independent Non Executive Director. Code of Conduct as specified in Schedule IV to the Act.
In the opinion of the Board, Mr. Pannkaj Chimanlal Ghadiali In the opinion of the Board, all the Independent Directors
(DIN-00003462) fulfill the conditions for re-appointment as fulfill the criteria of independence as provided under
Independent Director as specified in the Act and Listing the Act, Rules made thereunder, read with the Listing
Regulations. Regulations and are independent of the management and
DIRECTORS’ RESPONSIBILITY STATEMENT possess requisite qualifications, experience, and expertise
and hold highest standards of integrity to discharge the
Pursuant to the requirement under section 134(5) of assigned duties and responsibilities as mandated by Act
the Companies Act, 2013 with respect to Directors’ and Listing Regulations diligently. Disclosure regarding the
Responsibility Statement, it is hereby confirmed that: skills/expertise/competence possessed by the Directors is
(i) in the preparation of the annual accounts for the financial given in detail in the Report on Corporate Governance
year ended March 31, 2021, the applicable accounting forming part of this Annual Report.
standards have been followed along with proper The Company has taken requisite steps for inclusion of
explanations relating to material departures, if any; the names of all Independent Directors in the databank
(ii) the directors have selected such accounting policies maintained with the Indian Institute of Corporate Affairs, (“IICA”).
and applied them consistently, except for the change Accordingly, the Independent Directors of the Company have
in accounting policies stated in notes to the accounts registered themselves with the IICA for the said purpose.
and judgments and estimates that are reasonable and
In terms of Section 150 of the Act read with Rule 6(4) of
prudent, so as to give a true and fair view of the state
the Companies (Appointment & Qualification of Directors)
of affairs of the Company as on March 31, 2021 and
Rules, 2014, Out of four Independent Directors of the
of the statement of profit and loss and cash flow of the
Company, one Independent Directors have passed the
Company for the period ended March 31, 2021;
Online Proficiency Self-Assessment Test conducted by
(iii) proper and sufficient care has been taken for the Indian Institute of Corporate Affair (IICA). Two Independent
maintenance of adequate accounting records in Director were exempted by Indian Institute of Corporate
accordance with the provisions of the Companies Affair (IICA) from appearing Online Proficiency Self-
Act, 2013, for safeguarding the assets of the Assessment Test, as they have fulfilled theconditions
Company and for preventing and detecting fraud and for seeking exemption from appearing for the Online
other irregularities; Proficiency Self-Assessment Test and One (1) Independent
(iv) the annual accounts have been prepared on a going Director is required to undertake online proficiency self-
concern basis; assessment test conducted by the IICA, and will take the
(v) proper internal financial controls to be followed by the said online proficiency self-assessment test in due course.
Company has been laid down and that such internal
financial controls are adequate and were operating
effectively; and ANNUAL EVALUATION OF BOARD OF ITS OWN
(vi) that the Directors had devised proper systems PERFORMANCE, ITS COMMITTEES, THE CHAIRMAN
to ensure compliance with the provisions of all AND INDIVIDUAL DIRECTORS INCLUDING THE
applicable laws and that such systems are adequate INDEPENDENT DIRECTORS
and operating effectively. In compliance with the Sections 134 and 178 of the
Companies Act read with Regulations 17 and 19 of the
MEETING OF THE BOARD
Listing Regulations, the performance evaluation of the
During the year five Board meetings were held, the details Board and its Committees were carried out during the year
of which are given in the Corporate Governance Report. under review.
INDEPENDENT DIRECTORS DECLARATION The evaluation was made in the overall context of the
effectiveness of the Board and the respective Committees
Every Independent Director, at the first meeting of the in providing guidance to the operating management of the
Board after their appointment and thereafter at the first Company, level of attendance in the Board/ Committee
meeting of the Board in every financial year or whenever meetings, constructive participation in the discussion on
there is any change in the circumstances which may the agenda items, effective discharge of the functions and
affect his status as an independent director, is required roles of the Board/ Committees. A detailed discussion
to provide a declaration that he/she meets the criteria of followed on the basis of the aforesaid criteria and the Board
39
collectively agreed that the Board and all its Committees Act, 2013 and the Listing Regulations. All Related Party
fulfilled the above criteria and positively contributed in the Transactions are placed before the Audit Committee. Prior
decision making process at the Board/ Committee level. omnibus approval of the Audit Committee is obtained
The Board has evaluated the performance of the individual for related party transactions which are foreseen and
directors on the basis of evaluation criteria specified in the repetitive in nature and the transactions entered into
Nomination and Remuneration policy of the Company. A pursuant to the omnibus approval so granted are placed
member of the Board/Committee did not participate in the before the Audit Committee for reviewing on a quarterly
discussion of his/her evaluation. basis. There are no materially significant related party
transactions made by the Company with Promoters,
NOMINATION AND REMUNERATION POLICY Directors, or Key Managerial Personnel etc., which may
have potential conflict with the interest of the Company at
The Company follows a Policy on appointment and
large or which warrants the approval of the shareholders.
Remuneration of Directors and Senior Management
Accordingly, no transactions are being reported in Form
Employees. The Nomination and Remuneration Policy of
AOC-2, in terms of section 134 of the Act read with Rule
the Company was modified by the Board of Directors at its
8 of the Companies (Accounts) Rules, 2014. However, the
meeting held on February 13, 2019 in light of the Amendment
details of the transactions with Related Party are provided
Regulations. The main objective of the said policy is to
in the Company’s financial statements in accordance with
ensure that the level and composition of remuneration is
the Accounting Standards.
reasonable and sufficient to attract, retain and motivate
the Directors, KMP and senior management employees. The policy on Related Party Transactions as approved
The said Policy also lay down criteria for determining by the Board is uploaded on the Company’s website:
qualifications, positive attributes, independence of a http://www.goldiam.com/download/policy/2019/Policy-on-
Director and other matters provided under sub-section (3) Related-Party-Transaction.pdf None of the Directors have
of section 178, is appended as Annexure A to this Report any pecuniary relationships or transactions vis-à-vis the
and is also uploaded on the Company’s website www. Company.
goldiam.com (web link: http://www.goldiam.com/download/ Details of contracts or arrangements or transactions not at
policy/2019/Nomination-and-Remuneration-Policy.pdf ) arm’s length basis: Nil
FAMILIARIZATION PROGRAMME FOR INDEPENDENT Details of material contracts or arrangement or
DIRECTORS transactions at arm’s length basis: NA
The familiarization programme aims to provide Independent AUDITORS
Directors with the Jewellery industry scenario, the socio-
economic environment in which the Company operates, i. AUDITORS AND THEIR REPORT
the business model, the operational and financial Pursuant to provisions of Section 139 of the Act and
performance of the Company, significant development Rules thereunder, M/s J.D. Zatakia & Co., Chartered
so as to enable them to take well informed decisions in a Accountants registered with the Institute of Chartered
timely manner. The familiarization programme also seeks Accountants of India (ICAI) vide registration number
to update the directors on the roles, responsibilities, rights 111777W were appointed as Statutory Auditors of the
and duties under the act and other statutes. Company at 30th Annual General Meeting held on
The Board members are provided with the necessary September 27, 2017 for a term of five consecutive
documents, presentation, reports and policies to enable years from the conclusion of the 30th Annual
them to familiarize with the Company’s procedures and General Meeting scheduled till conclusion of 35th
practices. Updates on relevant statutory changes and Annual General Meeting to be held in the year 2022,
important laws are also given in the meetings. subject to ratification of their appointment at every
The details of familiarization program for Directors are subsequent Annual General Meeting.
posted on the Company’s website www.goldiam.com. However, the Ministry of Corporate Affairs has
vide notification dated May 07, 2018 withdrawn the
STATUTORY INFORMATION requirement of seeking Member’s ratification at every
Information required under Section 197(12) of the Annual General Meeting on appointment of Statutory
Companies Act, 2013 read with Companies (Appointment Auditor during their tenure of five years. Hence the
and Remuneration of Managerial Personnel) Rules, 2014 resolution seeking ratification of their appointment
and forming part of this Directors’ Report for the year does not forms part of the Notice convening the 34th
ended March 31, 2021 is given in Annexure B. Annual General Meeting.
A certificate from Statutory Auditors has been
RELATED PARTY TRANSACTIONS
received to the effect that their appointment as
All the related party transactions are entered on an arm’s Statutory Auditors of the Company, continue to be
length basis, in the ordinary course of business and are in according to the terms and conditions prescribed
compliance with applicable provisions of the Companies under Section 139 of the Act and Rules thereunder.
40
There are no qualifications or adverse comments procedures and policies of the Company. Significant
in the Auditor’s Report, needing explanations or audit observation and recommendations along with
comments by the Board. The Statutory Auditors corrective actions thereon are presented to the Audit
have not reported any incident of fraud to the Audit Committee of the Board.
Committee in the year under review.
COMPLIANCE WITH SECRETARIAL STANDARDS
ii. SECRETARIAL AUDITOR AND SECRETARIAL
AUDIT REPORT During the financial year under review, the Company
has complied with the applicable SS-1 (Secretarial
Pursuant to the provisions of Section 204 of the Standard on Meetings of the Board of Directors) and SS-2
Companies Act, 2013 and rules made thereunder, the (Secretarial Standard on General Meetings) issued by the
Board has appointed M/s. R.N. Shah & Associates, a Institute of Company Secretaries of India and approved
firm of Company Secretaries in Practice (C.P.No.700) by the Central Government under Section 118(10) of the
to carry out Secretarial Audit for the financial year Companies Act, 2013.
2020-21.
The Secretarial Audit Report in Form No MR-3 forms BUSINESS RESPONSIBILITY REPORT:
part of this Report as Annexure C. In accordance with As stipulated under the Listing Regulations, the
SEBI Circular no. CIR/CFD/CMD1/27/2019 dated Business Responsibility Report describing the initiatives
February 08, 2019, the Company has obtained, from taken by the Company from an environmental, social
the Secretarial Auditor of the Company, an Annual and governance perspective is attached in the format
Secretarial Compliance Report. prescribed as Annexure E and forms an integral part of
The secretarial Audit Report contains following the Annual Report.
qualification/reservation /adverseremark as follows:
SIGNIFICANT AND MATERIAL ORDERS PASSED BY
“For failure to appoint of Independent Woman THE COURTS OR REGULATORS
Director on the Board by April 1, 2020 pursuant
There have been no significant and material orders passed
to regulation 17 of SEBI (Listing Obligations and
by the courts or regulators or tribunals impacting the going
Disclosure Requirements) Regulations, 2015.
concern status and Company’s operations.
Note: Mrs. Nipa Utpal Sheth was appointed as an
Independent Woman Director on August 31, 2020.” CONSERVATION OF ENERGY, TECHNOLOGY
ABSORPTION, FOREIGN EXCHANGE EARNINGS
Management’s Reply:
AND OUTGO
The Company had taken diligent and concerted efforts
The information on conservation of energy, technology
to appoint an appropriate person, however due to
absorption and foreign exchange earnings and outgo
Covid-19 nation-wide lockdown, the Company had not
stipulated under Section 134(3)(m) of the Companies
been able to appoint a women Independent Director.
Act, 2013 read with Rule, 8 of the Companies (Accounts)
Subsequently Mrs. Nipa Utpal Sheth was appointed
Rules, 2014, is annexed herewith as Annexure F.
as the Women Director w.e.f. August 31, 2020 and
accordingly complied with the said requirement. RISK MANAGEMENT POLICY AND ITS
Further the Company had also applied /submitted IMPLEMENTATION
for Waiver of penalty Request Application through Risk management has always been an integral part of the
NEAPS System on August 31, 2020 and November corporate strategy which complements the organizational
19, 2020 respectively, however same were rejected capabilities with business opportunities, robust planning
by National Stock Exchange of India Limited. and execution.
Pursuant to Regulations 24A of SEBI Listing In line with the new regulatory requirements, the Company
Regulations 2015, the Secretarial Audit Report in has formally framed a Risk Management Policy to identify,
Form No MR-3 of material unlisted subsidiaries of assess, monitor and mitigate various risks to key business
the Company incorporated in India forming part of objectives. Major risks identified by the businesses and
this Directors’ Report for the year ended March 31, functions are systematically addressed through mitigating
2021 is given in Annexure D. actions on a continuing basis. These are discussed at the
meetings of the Audit Committee of the Company.
iii. INTERNAL AUDITOR
M/s.J.H. Shah & Associates, Chartered Accountants INTERNAL FINANCIAL CONTROLS
are our Internal Auditors. The scope of work and The Company has in place adequate internal financial
authority of the Internal Auditors is as per the terms of controls with reference to financial statements. Periodic
reference approved by Audit Committee. The Internal audits are undertaken on a continuous basis covering all
Auditors monitors and evaluates the efficiency and the operations i.e., manufacturing, sales & distribution,
adequacy of internal control system in the Company, marketing, finance, etc. Reports of internal audits are
its compliance with operating systems, accounting reviewed by management and Audit Committee from time
41
to time and desired actions are initiated to strengthen the OTHER DISCLOSURES:
control and effectiveness of the system. Following other disclosures are made:
CORPORATE SOCIAL RESPONSIBILITY o During the year under review, no securities (including
sweat equity shares and ESOP) were issued to the
Pursuant to the provisions of Section 135 of the
employees of the Company under any scheme.
Companies Act, 2013, the Companies (Corporate Social
Responsibility) Rules, 2014 and the various notifications/ o No orders were passed by any of the regulators
circulars issued by the Ministry of Corporate Affairs, the or courts or tribunals impacting the going concern
Company has contributed an amount of `65,34,429/- lakhs status and Company’s operations in the future.
towards CSR activities, the Company has undertaken o During the year under review, there were no changes
projects in the area of animal welfare and promoting in the nature of the business of the Company.
preventive health care in accordance with Schedule VII of
MATERIAL CHANGES AND COMMITMENTS, IF ANY,
the Companies Act, 2013 with the help of other registered
AFFECTING THE FINANCIAL POSITION:
trusts namely “Shree Sumati Jeev Raksha Kendra
undertaking “Jeevdaya” project in the area of Animal No material changes and commitments affecting the
Welfare and “Rotary Club of Bombay Queens Necklace financial position of the Company have occurred between
Charitable Trust” and “Make-A-Wish Foundation of India” the end of the financial year ending March 31, 2021 and
undertaking “promoting preventive health care” projects the date of this Report, other than continuing impact of
and directly through Grand Port Hospital and Sonal Clinic. pandemic COVID-19. For further details on the impact
of COVID-19, please refer Note No. 44 to the Financial
The content of CSR policy of the Company and detailed
Statements.
report on CSR activities including amount spent is given
in Annexure G. MANAGEMENT DISCUSSION AND ANALYSIS REPORT
PREVENTION OF SEXUAL HARASSMENT AT In terms of the provisions of Regulation 34(2)(e) of SEBI
WORKPLACE Listing Regulations, the Management’s discussion and
analysis is set out in this Annual Report.
The Company has in place a Sexual Harassment Policy in
line with the requirements of Sexual Harassment of Women REPORT ON CORPORATE GOVERNANCE
at Workplace (Prevention, Prohibition and Redressal) Act
2013. An Internal Committee has been set up to redress Your Company continue to imbibe and emulate the
the complaints received regarding sexual harassment at best corporate governance practices aimed at building
workplace. All employees including trainees are covered trust among all stakeholders- shareholders, employees,
under this policy. customers, suppliers and others. Your Company
believes that fairness, transparency, responsibility and
The following is the summary of sexual harassment accountability are the four key elements of corporate
complaints received and disposed off during the current governance. The Company has complied with the
financial year: corporate governance requirements under the Companies
1. Number of Complaints received : Nil Act, 2013, and as stipulated under the listing regulations.
2. Number of Complaints disposed off : Nil A separate section on corporate governance under
the listing regulations, along with a certificate from the
VIGIL MECHANISM/WHISTLE BLOWER POLICY Company’s Auditor confirming compliance, is annexed
The Board of Directors of Goldiam International Limited and forms an integral part of this Annual Report.
are committed to maintain the highest standard of
ACKNOWLEDGMENTS
honesty, openness and accountability and recognize
that employees have important role to play in achieving Your Directors express their appreciation for the sincere
the goal. Further the your Board is in believe that the cooperation and assistance of Central and State
employees should be able to raise complaints concerning Government authorities, bankers, customers, suppliers
questionable accounting practices, internal accounting and business associates. Your Directors also wish to
controls or auditing matters or concerning the reporting place on record their deep sense of appreciation for the
of fraudulent financial information etc. free of any committed services by your Company’s employees. Your
discrimination, retaliation or harassment, for which the Directors acknowledge with gratitude the encouragement
Board has established a Whistle Blower Policy, which and support extended by our valued shareholders.
encouraged the employees to report their genuine For and on behalf of the Board of Directors
concerns and questionable accounting practices to
Mr.Ajay M. Khatlawala, Chairman of Audit Committee
through email or by correspondence through post. Further Rashesh M. Bhansali
details are available on the company’s website www. Place: Mumbai Executive Chairman
goldiam.com. Dated: July 21, 2021 (DIN 00057931)
42
ANNEXURE A time director/manager (including chief executive
officer/manager, in case they are not part of
the Board) and company secretary and chief
NOMINATION AND REMUNERATION POLICY financial officer.
1. INTRODUCTION: 3.8 Subsidiary Company means Subsidiary
This policy has been formulated by the Nomination Company as defined under Section 2(87) of the
& Remuneration Committee and approved & adopted Companies Act, 2013.
by the Board of Directors. Unless the context otherwise requires, words
and expressions used in this policy and not
2. OBJECTIVE OF THE COMMITTEE: defined herein but defined in the Companies
The Committee shall: Act, 2013 or rules made thereunder, as may
be amended from time to time shall have the
a. Formulate the criteria for determining
meaning respectively assigned to them therein.
qualifications, positive attributes and
independence of a director and recommend to 4. GENERAL APPOINTMENT CRITERIA:
the Board a policy relating to the remuneration
of Directors, key managerial personnel and other 4.1 The Committee shall consider the ethical
employees. standards of integrity and probity, qualification,
expertise and experience of the person for
b. Formulate of criteria for evaluation of Independent appointment as Director, KMP or at Senior
Director and the Board. Management level and accordingly recommend
c. Devise a policy on Board diversity. to the Board his / her appointment.
d. Identify persons who are qualified to become 4.2 The Company should ensure that the person
Director and persons who may be appointed so appointed as Director/ Independent Director/
in Key Managerial and Senior Management KMP/ Senior Management Personnel shall not
positions in accordance with the criteria laid be disqualified under the Companies Act, 2013,
down in this policy. rules made thereunder, Listing Regulations or
any other enactment for the time being in force.
e. Recommend to the Board, appointment
and removal of Director, KMP and Senior 4.3 The Director/ Independent Director/ KMP/ Senior
Management Personnel. Management Personnel shall be appointed
as per the procedure laid down under the
3. DEFINITIONS: provisions of the Companies Act, 2013, rules
3.1 Board means Board of Directors of the Company. made thereunder, Listing Regulations or any
other enactment for the time being in force.
3.2 Director means Directors of the Company.
5. ADDITIONAL CRITERIA FOR APPOINTMENT OF
3.3 Committee means Nomination and INDEPENDENT DIRECTORS:
Remuneration Committee of the Company as
constituted or reconstituted by the Board, from The appointment of Independent director shall be
time to time. governed as per the provisions of Regulation 16 of
Listing Regulations (as amended from time to time)
3.4 Company means Goldiam International Limited. and the Companies Act, 2013.
3.5 Independent Director means Independent
Director as provided under Regulation 16(1) 6. TERM / TENURE:
(b) of SEBI (Listing Obligations and Disclosure The Term / Tenure of the Directors shall be governed
Requirements) Regulations 2015/2018 (as may as per provisions of the Companies Act, 2013 and
be amended from time to time) (hereinafter rules made thereunder as amended from time to time,
referred “ Listing Regulations”) and/or under and as per Listing Regulations.
section 149 of the Companies Act, 2013.
7. REMOVAL:
3.6 Key Managerial Personnel means Key
Managerial Personnel as defined under Section Due to reasons for any disqualification mentioned in
2(51) of the Companies Act, 2013. the Companies Act, 2013, rules made thereunder or
under any other applicable Act, rules and regulations
3.7 Senior Management The expression ‘‘senior
or any other reasonable ground, the Committee may
management’’ means personnel of the company
recommend to the Board for removal of a Director,
who are members of its core management team
KMP or Senior Management Personnel subject to the
excluding Board of Directors, comprising all
provisions and compliance of the said Act, rules and
members of management one level below the
regulations.
chief executive officer /managing director/whole
43
8. CRITERIA FOR EVALUATION OF INDEPENDENT company as a whole, in situations of conflict
DIRECTOR AND THE BOARD: between management and shareholder’s
Following are the Criteria for evaluation of interest.
performance of executive directors, non-executive m. abide by Company’s Memorandum and
directors (including Independent Directors) and the Articles of Association, Company’s policies and
Board (including Committees): procedures including code of conduct, insider
trading guidelines etc.
8.1 Executive Directors:
n. provide various directions in the best interest of
The Executive Directors shall be evaluated on the the Company on key issues
basis of performance of the Company, targets/Criteria
as may be given to executive Directors by the board Apart from aforesaid criteria, the Non-Executive
from time to time. Directors (including Independent Directors) shall
be evaluated on any other criteria as the Board/
The Independent Directors shall take the views of Committee/Independent Directors as they deemed
the executive directors and non-executive directors proper from time to time.
to review the performance of the Chairman of the
Company. 8.3 Board (Including Various Committees):
8.2 Non -Executive Directors (including Independent The Board (including various committees) shall be
Directors): evaluated on the basis of the following criteria i.e.
The Non-Executive Directors (including Independent whether:
Directors) shall be evaluated on the basis of the a. the Board Ensure the integrity of financial
following criteria i.e. whether they: information and robustness of financial and other
a. act objectively and constructively while exercising controls.
their duties; b. the Board oversees the management of risk and
b. exercise their responsibilities in a bona fide review the effectiveness of risk management
manner in the interest of the Company and process.
various stakeholders; c. the Board of directors works as a team.
c. devote sufficient time and attention to their d. the Board is robust in taking and sticking to
professional obligations for informed and decisions.
balanced decision making; e. the Board as a whole up to date with latest
d. do not abuse their position to the detriment of the developments in the regulatory environment and
Company or its Shareholders or for the purpose the market.
of gaining direct or indirect personal advantage f. sufficient board and committee meetings, of
or advantage for any associated person; appropriate length, being held to enable proper
e. refrain from any action that would lead to loss consideration of issues.
of his independence (in case of independent g. the relationships and communications with
director). shareholders are well managed.
f. inform the Board immediately when they lose h. the relationships and communications within the
their independence (in case of independent board constructive.
director).
i. all directors are allowed or encouraged to
g. assist the company in implementing the best participate fully in board discussions.
corporate governance practices.
j. the board take the Initiative to maintain moral
h. strive to attend all meetings of the Board of value of the Company
Directors and the Committees;
k. the board contribute to enhance overall brand
i. participate constructively and actively in the image of the Company
committees of the Board in which they are
chairpersons or members; Apart from aforesaid criteria, the Board (including
Committees) shall be evaluated on any other criteria
j. strive to attend the general meetings of the as the Board/Committee/Independent Directors as
Company they deemed proper from time to time.
k. keep themselves well informed about the
Company and the external environment in which 9. POLICY ON BOARD DIVERSITY:
it operates; The appointment of director(s) on the Board should
l. moderate and arbitrate in the interest of the be based on merit that complements and expands
the skills, experience and expertise of the Board as a
44
whole, taking into account gender, age, professional Act, 2013 and rules made thereunder as may
experience and qualifications, educational be amended from time to time or any other
background, and any other factors that the Board enactment for the time being in force.
might consider relevant and applicable from time to
time towards achieving a diverse Board. 10.3 Non-executive Independent Directors
The Nomination & Remuneration Committee is The Non- Executive Independent Director may
(among other things) responsible for reviewing the receive remuneration by way of sitting fees
structure, size and composition of the Board and as decided by the Board from time to time for
the appointment of new directors of the Company attending meetings of Board or Committee
from time to time to ensure that it has a balanced thereof; Provided that the amount of such fees
composition of skills, experience and expertise shall not exceed the ceiling/ limits as provided
appropriate to the requirements of the business of the under Companies Act, 2013 and rules made
Company, with due regard to the benefits of diversity thereunder as may be amended from time to
on the Board. time or any other enactment for the time being in
force;
10. REMUNERATION:
10.4 KMPs / Senior Management Personnel etc.
10.1 The Committee will recommend the remuneration
to be paid to the Managing Director, Whole- The Remuneration to be paid to KMPs/ Senior
time Director, KMP and Senior Management Management Personnel shall be based on the
Personnel to the Board for their approval. experience, qualification and expertise of the
related personnel and governed by the limits, if
The level and composition of remuneration any prescribed under the Companies Act, 2013
so determined by the Committee shall be and rules made thereunder as may be amended
reasonable and sufficient to attract, retain and from time to time or any other enactment for the
motivate directors, Key Managerial Personnel time being in force.
and Senior Management of the quality required
to run the company successfully. The relationship 10.5 Other employees:
of remuneration to performance should be clear
Without prejudice to what is stated in para 10.1
and meet appropriate performance benchmarks.
to 10.4, the remuneration to be paid to the other
The remuneration should also involve a balance
employees shall be decided by the management
between fixed and incentive pay reflecting
of the Company based on the experience,
short and long-term performance objectives
qualification, expertise of the employees or
appropriate to the working of the company and
any other criteria as may be decided by the
its goals.
Management.
10.2 Director/ Managing Director
11. SUCCESSION PLANNING
Besides the above Criteria, the Remuneration/
The Nomination & Remuneration Committee shall
compensation/ commission etc. to be paid
work with the Board on the leadership succession
to Director/ Managing Director etc. shall be
plan, and shall also prepare contingency plans for
governed as per provisions of the Companies
succession in case of any exigencies.
45
ANNEXURE B:
Disclosure pursuant to Section 197(12) of the Companies Act, 2013 read with rule 5(1) of the Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014.
1. Ratio of the remuneration of each director to the median remuneration of the employees of the company for the
financial year:
Median remuneration of all the employees of the Company for the Financial Year 2020-21 238989
(Amount in `)
Number of permanent employees on the rolls of the Company as on March 31, 2021 35
Name of Director Ratio of remuneration to % increase/(decrease)

median remuneration of in remuneration in the
all employees Financial Year 2020-21
Mr. Rashesh M. Bhansali- Executive Chairman 55.48 (14.52)
Mr. Anmol R. Bhansali-Whole Time Director 71.76 1.76
Notes:
a. The ratio of remuneration to the median remuneration is based on the remuneration paid during the period April 1,
2020 to March 31, 2021.
b. The Company has not paid any remuneration to its Non-Executive and Independent Directors except sitting fees for
attending Board and Board Committees meeting.
2. The percentage increase in remuneration of each director, Chief Financial Officer, Chief Executive Officer,
Company Secretary or Manager, if any, in the financial year:
Name of Director/KMP % increase in remuneration

in the Financial Year 2020-21
Mr.Rashesh Manhar Bhansali -7.65
Mr. Anmol Rashesh Bhansali 19.44
Mr. Pankaj Parkhiya, Company Secretary -8.65
Mrs.Darshana Faldu, CFO 7.56
3. Percentage increase/decrease in the median remuneration of employees in the Financial Year 2020-21:
Median remuneration in Financial Year 2019-20 Median remuneration in % Increase

Financial Year 2020-21
`2,05,773/- `2,38,989/- 16.14
4. Average percentile increase already made in the salaries of employees other than the managerial personnel
in the last financial year and its comparison with the percentile increase in the managerial remuneration and
justification thereof and point out if there are any exceptional circumstances for increase in the managerial
remuneration:
The average percentile increased in the salaries of the employees other then the managerial person is 16.14%
while percentile increase in the Managerial Remuneration is 11.79%. Average increased in the remuneration of the
employees other than the Managerial Personnel is mainly because of strength of employees decreased during the
year under review.
5. Affirmation that the remuneration is as per the remuneration policy of the company:
Remuneration paid during the year ended March 31, 2021 is as per Remuneration policy of the Company.
46
6. The information required under section 197 of the Act read along with rule 5(2) of the Companies (Appointment and Remuneration of Managerial
Personnel) Rules, 2014 including any statutory amendments, modifications, if any are given below:
Remuneration of top ten employees of the Company:
Employee Name Designation Nature of Educational Age Experi- Date of G r o s s Previous Employment and % of Equity Whether any such em-
Employment Qualification ence (in joining Re mu - Designation held by employee is a relative of any
whether con- years) neration ployee in the director or manager of the
tractual or paid (in ` Company with- Company, and if so, name
otherwise Lakhs) in the meaning such director/manager
of Clause (iii) of
Sub-rule 2
Geetanjali S. Moily Merchandiser Contractual Diploma in Jew- 53 31 Years 17/10/2014 23.81 Gemesis lab created Dia- - NA
ellery Designing monds (Merchandiser)
Darshana J. Patel Chief Financial Officer Permanent C.A. T.Y.B.com 33 10 Years 01/01/2013 13.71 M/s.Rex& George (Sr. Ac- 0.00 NA
countant)
Jinesh K. Mehta Diamond Buyer Contractual B.com 48 t29 Years 01/01/2009 9.86 Manager Assorting 0.01 NA
Pamir B. Bhavsar Manager Assorting Contractual H.S.C. 46 27 Years 03/02/2016 10.04 Shrenuj&co.(Sr. Manager Di- - NA
amond Dept.)
Amish Rohit Mehta Production-Manager Permanent T.Y.B.com 46 16 Years 07/01/2019 13.98 Diagold Designs Ltd - NA
Pankaj J. Parkhiya Company Secretary & Permanent C.S. LLB 33 9 Years 10/08/2015 9.91 The Ruby Mills Ltd. (CS & - NA
Compliance Officer T.Y.B.com Compliance Officer)
Seema B. Meghani Hardware Manager Contractual Diploma in Elec- 54 14 Years 01/04/2015 11.99 PCS Ltd (Sr. Hardware Spe- 0.00 NA
tronics Engi- cialist)
neering
Nishith S. Shah Diamond- Buyers Permanent S.S.C 39 17 Years 01/11/2015 10.47 Formost Jewels - NA
Bhavesh S. Meghani Manager– Works Permanent T.Y.B.com 58 34 Years 01/01/2010 12.59 Goldiam (Manager Works) 0.00 NA
Mahesh Kumar Prasad Head- Human Resourc- Permanent MBA-HR 57 40 Years 16/01/2020 10.18 Gold Star Jewellery Pvt.Ltd - NA
es (Head– HR)
None of the employee has received remuneration exceeding the limit as stated in rule 5(2) of the Companies (Appointment and Remuneration of Managerial
Personnel) Rules, 2014.
47
ANNEXURE – C
SECRETARIAL AUDIT REPORT
THE FINANCIAL YEAR ENDED ON 31ST MARCH, 2021

[Pursuant to section 204(1) of the Companies Act, 2013 and Rule No. 9 of the Companies (Appointment and Remuneration
Personnel) Rules, 2014]
To,
The Members,
GOLDIAM INTERNATIONAL LIMITED,
M. I. D. C., SEEPZ,
Mumbai-400096.
We have conducted the secretarial audit of the compliance of applicable statutory provisions and the adherence to good
corporate practices by Goldiam International Limited (“the Company”) The Secretarial Audit was conducted in a manner
that provided us a reasonable basis for evaluating the corporate conducts/ statutory compliances and expressing our
opinion thereon.
Based on our verification of the Company’s books, papers, minute books, forms and returns filed and other records
maintained by the Company and also the information provided by the Company, its officers, agents and authorized
representatives during the conduct of Secretarial audit. We hereby report that in our opinion, the Company has, during the
audit period covering the financial year ended on March 31, 2021, complied with the Statutory provisions listed hereunder
and also that the company has proper Board-processes and compliance- Mechanism in place to the extent and in the
manner reported hereinafter.
We have examined the Registers, books, papers, minute books, forms and returns filed and other records maintained by
the Company for the financial year ended on March 31, 2021 according to the provisions of-
(i) The Companies Act, 2013 and the Rules made there under;
(ii) The Securities Contracts (Regulation) Act, 1956 (‘SCRA’) and the rules made under that Act;
(iii) The Depositories Act, 1996 and the Regulations and Bye-laws framed under that act:
(iv) The Foreign Exchange Management Act, 1999 and the Rules and Regulations made under that Act to the extent of
Foreign Direct Investment (FDI), Overseas direct Investment (ODI), and External Commercial Borrowings (ECB);
(v) The following Regulations and Guidelines prescribed under the Securities and Exchange Board of India Act, 1992
(‘SEBI’): -
(a) SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015;
(b) The Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations,
2011;
(c) The Securities and Exchange Board of India (Prohibition of Insider Trading) Regulation, 2015;
(d) The Securities and Exchange Board of India (Buyback of Securities) Regulations, 2018.
(e) The Securities and Exchange Board of India (Registrars to an issue and Share Transfer Agents) Regulations,
1993 regarding the Companies Act and dealing with client;
Following Regulations and/or Guidelines are not applicable to the Company for Financial year ended 31st March,
2021:
• The Securities and Exchange Board of India (issue of Capital and Disclosure Requirements) Regulations,
2018;
• The Securities and Exchange Board of India (Employee Stock Option Scheme and Employee Stock
Purchase Scheme) Guidelines, 1999:
• The Securities and Exchange Board of India (Issue and Listing of Debt Securities) Regulations, 2008;
• The Securities and Exchange Board of India (Registrars to an issue and Share Transfer Agents)
Regulations, 1993 regarding the Companies Act and dealing with client;
• The Securities and Exchange Board of India (Delisting of Equity Shares) Regulations, 2009; and
(vi) The Equity Listing Agreements with BSE Limited and National Stock Exchange of India Limited;
(vii) The Labour laws applicable to the Company viz.: -
• Factories Act, 1948;
48
• Industrial Disputes Act, 1947;
• The Payment of Wages Act, 1936;
• The Minimum Wages Act, 1948;
• Employees State Insurance Act, 1948;
• The Employees Provident fund and Misc. Provision Act, 1952;
• The Payment of Bonus Act, 1965;
• The Payment of Gratuity Act, 1972;
• The Contract Labour (Regulation and Abolition) Act, 1970;
• The Maternity Benefit Act, 1961;
• The Child Labour Prohibition and Regulation Act, 1986;
• The Industrial Employment (Standing Orders) Act, 1946;
• The Employees Compensation Act, 1923;
• The Sexual Harassment of Women at Workplace (Prevention, prohibition and Redressal) Act, 2013.
(viii) The Environmental Laws: -
• The Water (Prevention and Control of Pollution) Act, 1974;
• The Air (Prevention and Control of Pollution) Act, 1981.
(ix) Special Economic Zone Act, 2005
(x) Maharashtra Shop and Establishment Act, 1948.
(xi) Maharashtr a Value Added Tax Act, 2002.
(xii) The Central Sales Tax Act, 1956.
(xiii) Maharashtra Professional Tax Act, 1975.
(xiv) Goods and Service Tax Act, 2017.
During the period under review the Company has, in our opinion, complied with the provisions of the Act, Rules,
Regulations, Guidelines, Standards, etc. mentioned above except non-compliance in respect of:
1. For failure to appoint of Independent Woman Director on the Board by April 1, 2020 pursuant to regulation 17 of SEBI
(Listing Obligations and Disclosure Requirements) Regulations, 2015.
Note: Mrs. Nipa Utpal Sheth was appointed as an Independent Woman Director on August 31, 2020.
We further report that the Board of Directors is duly constituted with proper balance of Executive Directors, Non-Executive
Directors and Independent Directors. The changes in the composition of the Board of Directors that took place during the
period under review were carried out in compliance with the provisions of the Act.
Adequate notice is given to all directors to schedule the Board Meetings, agenda and detailed notes on agenda were sent
at least seven days in advance, and a system exists for seeking and obtaining further information and clarification on the
agenda items before the meeting and for meaningful participation at the meeting.
Majority decision is carried through while the dissenting members’ views are captured and recorded as part of the minutes.
We further report that there are adequate systems and processes in the company commensurate with the size and
operations of the Company to monitor and ensure compliance with applicable laws, rules, regulations and guidelines.
We further report that during the audit period the Company has not taken any actions/ events occurred having a major
bearing on the Company’s affairs in pursuance to the above referred laws, rules, regulations, guidelines, standards, etc.
referred to above.
For R. N. Shah & Associates
Company Secretaries
Place: Mumbai Rajnikant N. Shah)

Date: May 25, 2021 Proprietor
FCS NO: 1629
C P NO: 700
UDIN: F001629C000364673
This report is to be read with our letter of even date which is annexed as Annexure A and forms an integral part of this
report.
49
‘Annexure A’
To,
The Members,
GOLDIAM INTERNATIONAL LIMITED,
M. I. D. C., SEEPZ,
Mumbai-400096.
Our report of even date is to be read along with this letter.

1. Maintenance of Secretarial record is the responsibility of the management of the Company. Our Responsibility is to
express an opinion on these secretarial records based on our audit.
2. We have followed the audit practices and processes as were appropriate to obtain reasonable assurance about
the correctness of the contents of the Secretarial records. The verification was done on test basis to ensure that
correct facts are reflected in secretarial records. We believe that the processes and practices, we followed provide a
reasonable basis for our opinion.
3. We have not verified the correctness and appropriateness of financial records and Books of Accounts of the
company.
4. Where ever required, we have obtained the Management representation about the compliance of laws, rules and
regulations and happening of events etc.
5 The compliance of the provisions of Corporate and other applicable laws, rules, regulations, standards are the
responsibility of management. Our examination was limited to the verification of procedures on test basis.
6 The Secretarial Audit report is neither an assurance as to the future viability of the company nor of the efficacy or
effectiveness with which the management has conducted the affairs of the Company.
For R. N. Shah & Associates

Company Secretaries
Place: Mumbai (Rajnikant N. Shah)

Date: May 25, 2021 Proprietor
FCS NO: 1629
C P NO: 700
UDIN: F001629C000364673
50
ANNEXURE – D
SECRETARIAL AUDIT REPORT
FOR THE FINANCIAL YEAR ENDED ON 31ST MARCH, 2021

[Pursuant to section 204(1) of the Companies Act, 2013 and Rule No. 9 of the Companies (Appointment and Remuneration
Personnel) Rules, 2014]
To,
The Members,
GOLDIAM JEWELLERY LIMITED,
Unit No. G-10, Gr. Floor,
M. I. D. C., SEEPZ, Mumbai-400096.
We have conducted the secretarial audit of the compliance of applicable statutory provisions and the adherence to good
corporate practices by Goldiam Jewellery Limited (“the Company”) The Secretarial Audit was conducted in a manner that
provided us a reasonable basis for evaluating the corporate conducts/ statutory compliances and expressing our opinion
thereon.
Based on our verification of the Company’s books, papers, minute books, forms and returns filed and other records
maintained by the Company and also the information provided by the Company, its officers, agents and authorized
representatives during the conduct of Secretarial audit , We hereby report that in our opinion, the Company has, during
the audit period covering the financial year ended on March 31, 2021, complied with the Statutory provisions listed
hereunder and also that the company has proper Board-processes and compliance- Mechanism in place to the extent
and in the manner reported hereinafter.
We have examined the Registers, books, papers, minute books, forms and returns filed and other records maintained by
the Company for the financial year ended on March 31, 2021 according to the provisions of-
(xv) The Companies Act, 2013 the and the Rules made there under;
(xvi) The Securities Contracts (Regulation) Act, 1956 (‘SCRA’) and the rules made under that Act;
(xvii) The Foreign Exchange Management Act, 1999 and the Rules and Regulations made under that Act to the extent of
Foreign Direct Investment (FDI), Overseas direct Investment (ODI), and External Commercial Borrowings (ECB);
(xviii) The Labour laws applicable to the Company viz.:-
• Factories Act, 1948;
• Industrial Disputes Act, 1947;
• The Payment of Wages Act, 1936;
• The Minimum Wages Act, 1948;
• Employees State Insurance Act, 1948;
• The Employees Provident fund and Misc. Provision Act, 1952;
• The Payment of Bonus Act, 1965;
• The Payment of Gratuity Act, 1972;
• The Contract Labour (Regulation and Abolition) Act, 1970;
• The Maternity Benefit Act, 1961;
• The Child Labour Prohibition and Regulation Act, 1986;
• The Industrial Employment (Standing Orders) Act, 1946;
• The Employees Compensation Act, 1923;
• The Sexual Harassment of Women at Workplace (Prevention, prohibition and Redressal) Act, 2013.
(xix) The Environmental Laws:-
• The Water (Prevention and Control of Pollution) Act, 1974;
• The Air (Prevention and Control of Pollution) Act, 1981.
51
(xx) Special Economic Zone Act, 2005
(xxi) Maharashtra Shop and Establishment Act, 1948.
(xxii) Maharashtra Value Added Tax Act, 2002.
(xxiii) The Central Sales Tax Act, 1956.
(xxiv) Maharashtra Professional Tax Act, 1975.
(xxv) Goods and Service Tax Act, 2017.
During the period under review the Company has, in our opinion, complied with the provisions of the Act, Rules,
Regulations, Guidelines, Standards, etc. mentioned above.
We further report that
The Board of Directors is duly constituted with proper balance of Executive Directors, Non-Executive Directors and
Independent Directors. The changes in the composition of the Board of Directors that took place during the period under
review were carried out in compliance with the provisions of the Act.
Adequate notice is given to all directors to schedule the Board Meetings, agenda and detailed notes on agenda were sent
at least seven days in advance, and a system exists for seeking and obtaining further information and clarification on the
agenda items before the meeting and for meaningful participation at the meeting.
Majority decision is carried through while the dissenting members’ views are captured and recorded as part of the minutes.
We further report that there are adequate systems and processes in the company commensurate with the size and
operations of the Company to monitor and ensure compliance with applicable laws, rules, regulations and guidelines.
We further report that during the audit period the Company has not taken any actions/ events occurred having a major
bearing on the Company’s affairs in pursuance to the above referred laws, rules, regulations, guidelines, standards, etc.
referred to above.
Deepak Rane
Practicing Company Secretary
A.C.S. No. 24110

Proprietor
Place: Mumbai CP No. 8717
Date: May 25, 2021 UDIN: A024110C000366518
52
ANNEXURE – E
BUSINESS RESPONSIBILITY REPORT
INTRODUCTION
We at Goldiam International Limited have been committed to drive societal wellbeing, environmental conservation and
economic development through our core business. We recognize the myriad of risks across the environmental, social and
economic spheres that the world faces and strive to contribute to catalyzing positive change and sustainable development
in a meaningful manner in our capacity.
We present to you Business Responsibility Report 2020-21 based on the National Voluntary Guidelines on Social,
Environmental and Economic Responsibilities of Business, as notified by the Ministry of Corporate Affairs (MCA),
Government of India. Our Business Responsibility Report includes our responses to questions on our performance and
practices on key principles defined by Regulation 34(2)(f) of SEBI Regulations 2015, covering topics across environment,
inclusive development, governance, and stakeholder relationships. Through this report we provide a holistic view of our
performance in FY 2020-21.
SECTION A: GENERAL INFORMATON ABOUT THE COMPANY
1. Corporate Identity Number (CIN) of the company L36912MH1986PLC041203

2. Name of the Company Goldiam International Limited (“GIL”)
3. Registered address Gems & Jewellery Complex, MIDC, SEEPZ, Andheri
East, Mumbai-400096.
4. Website www.goldiam.com
5. E-mail ID [email protected]
6. Financial Year reported 2020-21
7. Sector(s) that the Company is engaged in (industrial Jewellery: NIC Code: 36911
activity code-wise)
8. List three key products/services that the Company Gold and Diamond studded Jewellery
manufactures/provides (as in Balance Sheet)
9. Total number of locations where business activity is (a) Number of International locations: Nil.
undertaken by the Company However, the Company has one wholly owned
subsidiary ‘Goldiam USA Inc. in USA.
(b) Number of National locations: 1
(manufacturing units)
10. Markets served by the Company International-USA, Europe and other countries
SECTION B: FINANCIAL DETAILS OF THE COMPANY
1. Paid up capital (INR) 221749230

2. Total Turnover (INR) 23359.22 lakhs
3. Total profit after taxes (INR) 3051.36 lakhs
4. Total Spending on Corporate Social Responsibility For FY 2020-21, the Company spent 2% of its average net
(CSR) as percentage of Profit after taxes (%) profits towards CSR activities.
5. List of activities in which expenditure in 4 above has Promoting welfare and wellbeing of animals and also
been incurred providing medical care in form of veterinary treatment and
promoting health care (including preventive health care)
SECTION C: OTHER DETAILS

1. Does the Company have any Subsidiary Company/ Companies?
Yes
53
2. Do the Subsidiary Company/Companies participate in the BR Initiatives of the parent company? If yes, then
indicate the number of such subsidiary company(s)
No
3. Do any other entity/entities (e.g. suppliers, distributors etc.) that the Company does business with,
participate in the BR initiatives of the Company? If yes, then indicate the percentage of such entity/entities?
[Less than 30%, 30-60%, more than 60%]
No
SECTION D: BUSINESS RESPONSIBILITY (BR) INFORMATION

1. Details of Director/ Directors responsible for BR
a) Details of the Director/ Directors responsible for implementation of the BR policy/ policies
1. DIN Number: 00190097
2. Name: Mr. Rashesh M. Bhansali
3. Designation: Executive Chairman
b) Details of the BR Head
No. Particulars Details

1. DIN Number (if applicable) 00190097
2. Name Mr. Rashesh M. Bhansali
3. Designation Executive Chairman
4. Telephone Number 022-28292397
5. E-mail ID [email protected]
2. Principle-wise (as per NVGs) BR Policy/ policies

The Company recognizes the environmental, social and developmental challenges of its times and envisions to
drive positive change in these areas. The Company is therefore committed to entrench the principles of sustainability
in its operational activities. “Sustainability” is defined as the Company’s Social, Environmental and Economic
Responsibilities. The Policy Statement on BR (available at https://www.goldiam.com) puts forth the Company’s ethos
of responsible stewardship covering its employees, business associates, patrons, society and the environment.
Through this statement the Company strives to incorporates the National Voluntary Guidelines on Social,
Environmental and Economic Responsibilities of Business in its decision making process. This statement elucidates
the Company’s philosophy, endeavor and scope of applicability across seven principles that define the counters of
this policy. The compliance below may be read along with statement.
a) Details of compliance (Reply in Y/N)
No. Particulars P1 P2 P3 P4 P5 P6 P7 P8 P9
1 Do you have a policy/policies for # Y Y Y Y Y Y Y Y Y
2 Has the policy being formulated in consultation Y Y Y Y Y Y Y Y Y
with the relevant stakeholders?
3 Does the policy conform to any national / Y* Y* Y* Y* Y* Y* Y* Y* Y*
International standards? If yes, specify? (50
words)
4 Has the policy been approved by the Board? Y** Y** Y** Y** Y** Y** Y** Y** Y**
If yes, has it been signed by MD/owner/CEO/
Appropriate Board Director?
5 Does the company have a specified committee N N N N N N N N N
of the Board/ Director/Official to oversee the
implementation of the policy?
6 Indicate the link for the policy to be viewed https://www.goldiam.com
online
54
No. Particulars P1 P2 P3 P4 P5 P6 P7 P8 P9
7 Has the policy been formally communicated to Y Y Y Y Y Y Y Y Y
all relevant internal and external stakeholders?
8 Does the company have in-house structure to Y Y Y Y Y Y Y Y Y
implement the policy/ policies?
9 Does the Company have a grievance redressal Y Y Y Y Y Y Y Y Y
mechanism related to the policy/policies to
address stakeholders’ grievances related to the
policy/policies?
10 Has the company carried out independent No
Audit/evaluation of the working of this policy by
an internal or external agency?
Notes:
# GIL has the following policies covering the nine principles: Code of Conduct for Directors and Senior Management, Vigil
Mechanism/Whistle Blower Policy, Code of Internal Procedures and Conduct for Regulating, Monitoring and Reporting
for trading by Designated Persons and their immediate relatives, Code of Practices and Procedures for fair disclosure of
Unpublished Price Sensitive Information and Corporate Social Responsibility Policy.
(*) – The policies have been developed as per the National Voluntary Guidelines on Social, Environment and Economic
responsibilities of businesses published by the Ministry of Corporate Affairs, Government of India in 2011, the Companies
Act, 2013 (“the Act”), SEBI Listing Regulations and other statutory requirements.
t(**) – All policies and policy statements have been approved by the Board.
(+) – All the policies can be viewed on https://www.goldiam.com
3. Governance related to BR
a. Indicate the frequency with which the Board of Directors, Committee of the Board or CEO to assess the BR
performance of the Company. Within 3 months, 3-6 months, Annually, More than 1 year.
The Executive Chairman of the Company review the BR performance and related issues. The Board of Directors
review relevant BR issues and assess BR performance of the Company annually.
b. Does the Company publish a BR or a Sustainability Report? What is the hyperlink for viewing this report? How
frequently it is published?
We are publishing BR report as part of our annual report disclosures which is published annually, and is available
online at www.goldiam.com
SECTION E: PRINCIPLE-WISE PERFORMANCE
Principle 1 (P1): Businesses should conduct and govern themselves with Ethics, Transparency and Accountability
Our people’s integrity and fairness in organisational and business dealings is of utmost importance to all in GIL. As a
responsible and leading organization, GIL does its business with utmost integrity. This is exemplified in our Values which
are not just strong words. Not just a theory but a way of life. It’s a collection of habits that should be reflected in our day-to-
day behaviour. We have the following policies in place which form the foundation of our Company’s commitment towards
ethical conduct at all levels:
• Code of Conduct: GIL has its Code of Conduct which is applicable to all the employees of the Company. It does
not extend to the suppliers/contractors/NGOs etc. It is a must for every employee in all of the
business units to follow the values enshrined in the Code of Conduct in their day to day activities.
All employees have to read and understand this Code and abide by it.
• Whistle-Blower Policy: This Policy is applicable to the Directors of the Company or a person who is in direct or
indirect employment with the company who makes a protected disclosure under this policy.
This Policy provides a platform to these stakeholders for making any communication made
in good faith that discloses or demonstrates evidence of any fraud or unethical activity
within the company and had provisions to ensure protection of the whistleblower against
victimization for the disclosures made by him/her.
55
1. Does the policy relating to ethics, bribery and corruption cover only the company? Yes/ No. Does it extend to the
Group/Joint Ventures/ Suppliers/Contractors/NGOs /Others?
Yes. Our policies are primarily applicable for only our company. The aegis of the Supplier’s Code of Conduct ensures
that we engage with only responsible enterprises who share our values of ethics and sustainability.
2. How many stakeholders’ complaints have been received in the past financial year and what percentage was
satisfactorily resolved by the management? If so, provide details thereof, in about 50 words or so.
We have not received any stakeholder complaints pertaining to ethics, transparency or accountability in the
current reporting period. We encourage all our stakeholders to actively communicate with us so that we continually
understand their perceptions of our company while they recognize our ethos of business ethics and responsibility.
Principle 2 (P2): Businesses should provide goods and services that are safe and contribute to sustainability
throughout their life cycle
The Company is engaged in the jewellery business and manufactures gold and diamond jewellery, which do not lose their
physical properties and lustre with time. Jewellery is a fully recyclable product and can be exchanged with a new jewellery
piece at any time.
The Company is committed to provide goods and services to customers that are safe and contribute to sustainability
throughout their life cycle.
List up to 3 products or services whose design has incorporated social or environmental concerns, risks, and/or
opportunities.
• Non cadmium jewellery: We have developed laser soldered jewellery which ensures that the jewellery is free from
cadmium soldering. Removing the usage of cadmium has resulted in better environment and better health of the
workers working on the jewellery.
• Lab-grown Diamond: The Company has introduced its first line of lab-grown diamond jewelry to current and potential
new customers. We are among the first jewelry exporting companies to dive into manufacturing & distribution of the
new age lab-grown diamond jewelry. Lab-grown diamonds cause little to no environmental damage, and they’re more
affordable as well. Lab-grown diamonds are higher purity ratings and are affordable than their natural counterparts.
• Caret purity: Each one of the pieces of our jewellery is hall marked as per BIS standards, which ensures that the
consumers get the correct purity of gold which they are buying. This has ensured that the customers do not get
inferior quality.
1. Does the company have procedures in place for sustainable sourcing (including transportation)?
Each vendor is viewed as a partner in the process of business growth, and also as enablers of mutual long term
sustainable growth. The Company believes in investing time and effort in building mutually beneficial relationships.
The business responsibility extends to the supply chain partners – the people from where the products are sourced
from and the people to whom key processes are outsourced. Vendors are a part of the Company’s family and their
relationship with the Company is a reflection of the same.
We strive to align our procurement practices to the principles of sustainable sourcing to the extent possible in our
capacity. At the core of this commitment is our vision to support and encourage local vendors and reduce our carbon
footprint in this process by sourcing supplies from vendors located close to our office vicinity.
2. Has the company taken any steps to procure goods and services from local & small producers, including
communities surrounding their place of work? If yes, what steps have been taken to improve their capacity
and capability of local and small vendors?
Yes. Other than the basic raw material (Gold) GIL procures a large part of its requirements of goods and services
from local and small producers. We constantly advice and guide the local and small producers for improving their
capacity and capability.
3. Does the Company have mechanism to recycle products and waste? If yes, what is the percentage of
recycling waste and products?
We do not produce any significant waste and all our products are recyclable because they are gold products.
56
Principle 3 (P3): Businesses should promote the wellbeing of all employees (GIL)
The passion, dedication and hard work of our people are at the crux of our business success. Over the years we have
been able to cultivate a vibrant workforce that thrives on creative ideation and collaboration. We focus on fostering a
work culture that encourages diversity, inclusion and equal opportunity which are vital aspects to enable a collaboration
oriented work environment.
We put forth dedicated efforts to fuel our employees’ career growth while also ensuring their good health and wellbeing.
We encourage our employees to embrace a proactive approach to maintaining good health and wellbeing.
1. Please indicate the total number of employees.
Thirty-Four employees as on March 31, 2021.
2. Please indicate the total number of employees hired on temporary/ contractual/casual basis.
An indicative number of the employees hired in contractual/temporary basis were Two hundred Twenty Two, as on
March 31, 2021.
3. Please indicate the number of permanent women employees.
Two women employees as on March 31, 2021.
4. Please indicate the number of permanent employees with disability.
Nil employees as on March 31, 2021.
5. Do you have an employee association that is recognized by management?
No
6. What percentage of your permanent employees are a member of this recognized employee association?
Not Applicable
7. Please indicate the Number of complaints relating to child labour, forced labour, involuntary labour, sexual
harassment in the last financial year and pending, as on the end of the financial year.
The Company has adopted a Policy on Prevention of Sexual Harassment at Workplace and has internal committees
to deal with concerns raised by employees.
During the financial year 2020-21, the Company had received following complaints:
Category No. of complaints No. of complaints pending at

during financial year the end of the financial year
Child Labour NA NA
Forced Labour/Involuntary Labour NIL NIL
Sexual Harassment NIL NIL
8. What percentage of employees were given safety & skill up-gradation training in the last year?
35%
Principle 4 (P4): Businesses should respect the interests of, and be responsive to the needs of all stakeholders,
especially those who are disadvantage vulnerable, and marginalized.
Yes. The Company has a Corporate Social Responsibility (CSR) Policy, which is guided by the philosophy of GIL and
delineates the Company’s responsibility as a responsible corporate citizen. The CSR Policy of the Company lays down the
guidelines and mechanism to undertake programmes for social welfare and sustainable development of the community
at large. The objective of the Policy is to enhance value creation by the Company in the communities in which it operates,
through its conduct and initiatives, so as to promote sustained growth for the society and community. The Company
ensures that its business is conducted in an economically, socially and environmentally sustainable manner, while
recognising the interests of all its stakeholders.
1. Has the company mapped its internal and external stakeholders?
GIL takes into account the wellbeing of all individuals directly or indirectly associated with it, though a formal mapping
of the internal and external stakeholders has not been conducted.
2. Out of the above, has the company identified the disadvantaged, vulnerable & marginalized stakeholders?
While there has not been any formal identification of the disadvantaged stakeholders, the Company’s primary
welfare activities are focussed on children, women and students from socially & economically backward groups in
the geographies that have been selected.
57
3. Are there any special initiatives taken by the company to engage with the disadvantaged, vulnerable, and
marginalized stakeholders? If so, provide details thereof, in about 50 words or so.
Yes. The Company provides equal opportunity to differently abled and women employees. The Company also
believes in women empowerment by providing them more and more employment opportunities. The policies adopted
and put in place by the Company, specifically - CSR Policy and Code of Conduct, defines the way ahead for the
Company towards the contribution to be made to the society and the manner in which it will conduct itself.
Principle 5 (P5): Businesses should respect and promote human rights.

We are dedicated to safeguard the values of protection of Human rights of all our employees, partners and other
stakeholders. We believe in the universal and fundamental nature of human rights and ensure each employee is aligned
to this organizational belief. We have zero tolerance to harassment and discrimination of any sort. We also strictly
prohibit child labor and forced labour. We treat any breach of these fundamental human rights very seriously within the
organization and ensure timely and appropriate actions aligned to regulations if any incidence of breach comes to light.
1. Does the policy of the company on human rights cover only the company or extend to the Group/Joint
Ventures/Suppliers/Contractors/NGOs/Others?
Yes, our company policies and practices related to protection of human rights i.e. sexual harassment, child labor, etc.
extends to all our stakeholders.
2. How many stakeholder complaints have been received in the past financial year and what percent was
satisfactorily resolved by the management?
There have been no stake holder complaints received in this category during the past financial year.
Principle 6 (P6): Business should respect, protect, and make efforts to restore the environment
We recognize that we live in times when climate change, resource scarcity and pollution are realities and imminent
risks in our lives. Aligned to our ethos of responsible stewardship we are committed to make meaningful contributions to
environmental conservation efforts. We believe that environmental conservation efforts can anchor operational efficiencies
and aid in identification of unique opportunities and synergies. We focus on harnessing the value presented by the
transition to a more sustainable future and strive to be abreast with the dynamic developments in collective efforts and
technologies that enable environmental conservation.
1. Does the policy related to Principle 6 cover only the company or extends to the Group/Joint Ventures/
Suppliers/Contractors/NGOs/others?
Our values and policies related to principle 6 extends to all our stakeholders.
2. Does the company have strategies/ initiatives to address global environmental issues such as climate
change, global warming, etc.?
In its effort to address the climate change, the Company has adopted a number of initiatives to decrease its energy
consumption and enhance energy efficiency at its properties, thereby reducing its greenhouse gas emissions.
3. Does the company identify and assess potential environmental risks?
No, but we have mechanisms in place to ensure business continuity during extreme weather events or unprecedented
situations.
4. Does the company have any project related to Clean Development Mechanism? If so, provide details thereof,
in about 50 words or so. Also, if Yes, whether any environmental compliance report is filed?
No, the Company currently does not have any project related to Clean Development Mechanism.
5. Has the company undertaken any other initiatives on – clean technology, energy efficiency, renewable
energy, etc.? Y/N.
We have adopted LED lights in all our offices in our effort of enhancing energy efficiency of our premises.
6. Are the Emissions/Waste generated by the company within the permissible limits given by CPCB/SPCB for
the financial year being reported?
Yes, our emissions and waste are within permissible limits.
7. Number of show cause/ legal notices received from CPCB/SPCB which are pending (i.e. not resolved to
satisfaction) as on end of Financial Year.
Nil
58
Principle 7 (P7): Businesses, when engaged in influencing public and regulatory policy, should do so in a
responsible manner
Our values of responsible stewardship and ethics guide our interactions in industry associations and forums. We ensure
that we abide by our values of responsible conduct in our collaboration with industry peers.
1. Is your company a member of any trade and chamber or association? If Yes, Name only those major ones
that your business deals with.
No
2. Have you advocated/lobbied through above associations for the advancement or improvement of public
good? Yes/No; if yes specify the broad areas ( drop box: Governance and Administration, Economic Reforms,
Inclusive Development Policies, Energy security, Water, Food Security, Sustainable Business Principles,
Others)
No, in the current reporting period we have not engaged in any such advocacy/lobbying.
Principle 8 (P8): Businesses should support inclusive growth and equitable development
We believe that we grow when societies and communities prosper. Over the past years we have been committed to
contribute to the wellbeing of underserved sections of our society. Our CSR policy defines the vision, scope and objectives
of our CSR activities which encompasses progress on the below mentioned principles set forth by the policy:
• Business should respect the interests of, and be responsive towards all stakeholders, especially those who are
disadvantaged, vulnerable and marginalised
• Business should respect and promote human rights
• Business work should towards equal development of society
• Business should respect cultural ethnicity and dignity of individuals and foster positive relationship with the people
in the areas where the Company operates
• Business should provide development opportunities to local communities in a culturally appropriate manner, in
consultation & cooperation with local government authorities and other stakeholders, as may be appropriate
• Business should endeavor to develop local entrepreneurship and encouraging use of local goods, services and
manpower to promote inclusive economic growth of local areas
1. Does the company have specified programs/initiatives/projects in pursuit of the policy related to Principle
8? If yes details thereof.
Yes, The Company’s initiatives and projects support inclusive growth. Please refer to CSR Report in Annexure G to
the Board’s Report.
2. Are the programs/projects undertaken through in-house team/own foundation/external NGO/government
structures/any other organization?
Please refer to the CSR Report which is annexed as Annexure G to the Board’s Report in this Annual Report.
3. Have you done any impact assessment of your initiative?
We route our projects through implement agency.
4. What is your company’s direct contribution to community development projects-Amount in INR and the
details of the projects undertaken?
During the financial year 2020-21, the Company spent INR 54.34 lakhs towards CSR initiatives. Details of the
projects are available in Annexure G to the Board’s Report.
5. Have you taken steps to ensure that this community development initiative is successfully adopted by the
community?
We have put in our efforts to provide these facilities to the respective community, the adoption of these measures is
taken care of by the respective institutions to whom we have provided the funds.
Principle 9 (P9): Businesses should engage with and provide value to their customers and consumers in a
responsible manner
1. What percentage of customer complaints/consumer cases are pending as on the end of financial year?
We have received zero complaints from our customers this reporting year.
59
2. Does the company display product information on the product label, over and above what is mandated as
per local laws?
Not applicable
3. Is there any case filed by any stakeholder against the company regarding unfair trade practices, irresponsible
advertising and/or anti-competitive behavior during the last five years and pending as on end of financial
year?
There is no case against GIL during last five years, relating to unfair trade practices, irresponsible advertising and/
or anti-competitive behaviour.
4. Did your company carry out any consumer survey/ consumer satisfaction trends?
No
For and on behalf of the Board of

Place : Mumbai
Date : May 25, 2021 Rashesh Manhar Bhansali Anmol Rashesh Bhansali
Executive Chairman Whole-time Director
60
ANNEXURE – F
Information under Section 134(3)(m) of the Companies Act, 2013 read with rule 8(3) the Companies (Accounts)
Rules, 2014 and forming part of the Report of the Directors
(A) Conservation of energy-

The aim of your Company is to develop business while improving its environmental performance in order to create a
more sustainable future. In order to achieve this, your Company continues to focus on measures for the conservation
and optimal utilization of energy in all the areas of its operations. Factory is encouraged to consistently improve
operational efficiencies, minimize consumption of natural resources and reduce water usage, energy usage and
carbon emissions while maximizing production volumes.
• The steps taken or impact on Conservation of energy
Following measures are continuously undertaken to conserve energy during the year under report:
• Use of maximum day lights
• Running all machines at optimum speeds
• Regular servicing of compressor, transformers and air-conditioners
• Energy Conservation Measures for utilization of alternate sources of energy
• Energy optimization by installing Energy Efficient Lights
• Energy optimization by reducing idle time of various equipment
• The Capital investment on energy conservation equipment
• Conservation of energy is a continuous process and the expenditure is not specifically earmarked for the
same and is debited to the generally manufacturing expenses.
• Additional investment and Proposals, if any, being implemented for reduction of consumption of energy:
• Very old machines to be replaced by high speed machinery
• Regular preventive maintenance measures to keep machines working effectively for longer time
(B) Technology Absorption and Innovation

• Efforts made towards technology absorption, adaptation & innovation:
The Company endeavors to keep itself abreast with the technical developments, innovations and trends in its
line of business and constantly strives to incorporate the same in manufacturing jewellery.
• Encouraging Technical staff to attend seminars, conference and exhibitions to acquire and adopt latest
technology.
• Subscribing to Technical magazines and inviting foreign expert for training to staff
• Adoption of high end technology
• Benefit derived as a result of above
• Cost reduction
• Product development
• Customer satisfaction
• In case of imported technology (imported during the last three years reckoned from the beginning of the
financial year)-
(a) Technology imported;

(b) Year of import;

(c) Has technology been fully absorbed; The Company has not imported any technology
(d) If not fully absorbed, areas where absorption
has not taken place, and the reasons thereof
61
• Specification areas in which R & D carried out by the Company
• New product Development keeping in mind green concepts.
• Shortening process cycle for achieving Standardization.
• Creating novel product concept and fashions.
• Process standardization for consistent quality, meeting customer requirements.
• Benefits derived as a result of the above R & D
• Reduction in energy consumption and wastages
• Improvement in product marketability and business viability through consistent quality, lower cost and
new products.
• Meeting customer needs and in turn increased customer satisfaction.
• Import substitution:
• Future plan of action
• Increasing range of products
• Development of new export
• Reduction of energy consumption
• Adopting more and more environ friendly process
• Expenditure on R & D
• R&D is a continuous process and the expenditure is not specifically earmarked for the same and is
debited to the generally manufacturing expenses.
(C) Foreign exchange earnings and Outgo-

The Company’s main line of business is manufacturing and exporting studded gold Jewellery. The Company has
achieved Export Turnover of `15974.77 lakhs during the year under report 2020-2021, as compared to ` 14146.14
lakhs in the previous year 2019-2020.
(` in lakhs)
Sr. Particulars 2020-2021 2019-2020
No.
1 Foreign Exchange Earned
Export of Goods of F.O.B basis 15974.77 14146.14
2 Outgo of Foreign Exchange
i) Raw Materials 998.10 1335.63
ii) Consumable Store 40.32 33.82
iii) Capital Goods - -
iv) Foreign Travels 4.49 12.83
v) Others 8.61 30.36
vi) Dividend - -
62
ANNEXURE- G
ANNUAL REPORT ON CORPORATE SOCIAL RESPONSIBILITY (CSR) ACTIVITIES
(Pursuant to the provisions of Section 135 of the Companies Act, 2013 read with the Companies (Corporate
Social Responsibility) Rules, 2014)
1. A brief outline of the Company’s CSR policy, including overview of projects or programs proposed to be undertaken
and a reference to the web-link to the CSR Policy and projects or programs.
A. Policy Objectives:
Goldiam International Limited (“GIL” of “the Company”) is committed to conduct its business in a socially
responsible, ethical and in an environment friendly manner and to continuously work towards improving quality
of life of the communities in its operational areas and to make concerted efforts towards Promoting welfare and
wellbeing of animals and providing medical care in form of veterinary treatment.
Besides this, the Company may also undertake other CSR activities listed in Schedule VII of the Companies
Act, 2013.
B. Principles:
The CSR activities of the company will be implemented in accordance with the following principles:
• Business should respect, protect, and make efforts to restore the environment.
• Business should respect the interests of, and be responsive towards all stakeholders, especially those
who are disadvantaged, vulnerable and marginalised.
• Business should respect and promote human rights.
• Business work should towards equal development of society.
• Business should respect cultural ethnicity and dignity of individuals and foster positive relationship with
the people in the areas where the Company operates.
• Business should provide development opportunities to local communities in a culturally appropriate
manner, in consultation & cooperation with local government authorities and other stakeholders, as may
be appropriate.
• Business should endeavor to develop local entrepreneurship and encouraging use of local goods, services
and manpower to promote inclusive economic growth of local areas.
• Animal Health and Welfare
C. Scope of CSR Activities:

In line with the broad principles defined above, the Company would have freedom and flexibility to choose from
any of the activities specified in Schedule VII of the Companies Act, 2013, as amended from time to time. Thus,
with any change in the statutory provisions governing the activities, the policy shall be deemed to include /
exclude such activities as permissible under law.
The list and implementation modalities may be modified from time to time, as per the recommendations of the
CSR Committee.
The Company has framed a CSR Policy in compliance with the provisions of the Companies Act, 2013 and the
same is placed on the Company’s website at www.goldiam.com and the web-link for the same is http://goldiam.
com/download/policy/CSR%20Policy.pdf
D. CSR activates are carried out through:

a) Contribution/donation made to such organization/Institutions as may be permitted under the applicable
laws from time to time
b) Collaboration with other Companies/agencies undertaking projects/programs in CSR activities
c) Directly by the Company for fulfilling its responsibilities towards various stakeholders.
63
2. Composition of CSR Committee:
S l . Name of Director Designation / Nature of Number of Number of meetings of

No. Directorship meetings of CSR CSR Committee attended
Committee held during the year
during the year
1 Mr. Ajay M. Khatlawala Chairperson / 2 2
Independent Director
2 Mr. Rashesh M. Bhansali Member / Executive 2 2
Chairman
3 Mrs. Tulsi Gupta Member / Non-Executive 2 1
Director
(For further details on the meeting of the CSR Committee, please refer to the Report on Corporate Governance,
which forms part of the Annual Report).
3. The web link of CSR policy is http://goldiam.com/download/policy/CSR%20Policy.pdf
The web link for Composition of CSR Committee is http://goldiam.com/downloads2018/april/Details-of-KMPs-and-
composition-of-Board-Committees.pdf
4. Provide the details of Impact assessment of CSR projects carried out in pursuance of sub-rule (3) of rule 8 of the
Companies (Corporate Social responsibility Policy) Rules, 2014, if applicable (attach the report).: Not applicable
5. Details of the amount available for set off in pursuance of sub-rule (3) of rule 7 of the Companies (Corporate Social
responsibility Policy) Rules, 2014 and amount required for set off for the financial year, if any: Not Applicable
Sl. No. Financial Year Amount available for set-off Amount required to be set-off
from preceding financial years for the financial year, if any (in
(in ` ) `)
N.A.
6. Average net profit of the company as per section 135(5):- ` 2701.76 Lakhs
7. (a) Two percent of average net profit of the company as per section 135(5):- ` 54.04 Lakhs
(b) Surplus arising out of the CSR projects or programmes or activities of the previous financial years.: Nil
(c) Amount required to be set off for the financial year, if any : Nil
(d) Total CSR obligation for the financial year (7a+7b-7c): ` 54.04 Lakhs
8. (a) CSR amount spent or unspent for the financial year:
Total Amount Spent for Amount Unspent (in `)

the Financial Year. (in `)
Total Amount transferred to Amount transferred to any fund specified
Unspent CSR Account as under Schedule VII as per second proviso
per section 135(6). to section 135(5).
Amount. Date of Name of the Amount. Date of
transfer. Fund transfer.
54.34 Lakhs N.A. N.A. N.A. N.A. N.A.
64
(b) Details of CSR amount spent against ongoing projects for the financial year: Not applicable
(1) (2) (3) (4) (5) (6) (7) (8) (9) (10) (11)
Sl. No. Name of Item from Local Location of the Project Amount al- Amount Amount Mode of Mode of Implementation
the Project. the list of area project. dura- located for spent transferred Imple- - Through Implementing
activities in (Yes/ tion. the project in the to Unspent mentation Agency
Schedule No). (in `). current CSR Ac- - Direct
State. District . Name CSR
VII to the financial count for the (Yes/No).
Registration
Act. Year (in project as
number.
`). per Section
135(6) (in `).
N.A.
(c) Details of CSR amount spent against other than ongoing projects for the financial year:
(1) (2) (3) (4) (5) (6) (7) (8)

Sl. Name of the Item from the list Local area Location of the Amount Mode of im- Mode of implementation -
No. Project of activities in (Yes/ No). project. spent for plementation - Through implementing agency.
schedule VII to the project Direct (Yes/No).
State. District. Name. CSR
the Act. (` in Lakhs).
registration
number.
1. Rotary Club Promoting Yes Mumbai, 6.00 No Rotary Club N.A.
of Bombay Preventive Health Maharashtra of Bombay
Queens Necklace Care Queens Necklace
Charitable Trust Charitable Trust
3.. Grand Port Promoting Yes Mumbai, 26.81 Yes N.A. N.A.
Hospital (Direct) Preventive Health Maharashtra
Care
4. Sonal Clinic Promoting Yes Mumbai, 1.53 Yes N.A. N.A.
(Direct) Preventive Health Maharashtra
Care
5. Make-A-Wish Promoting Yes Mumbai, 11.00 No Make-A-Wish N.A.
Foundation of Preventive Health Maharashtra Foundation of
India Care India-Trust
6. Jeevdaya Animal Welfare No Surat, Gujarat 20.0 No Shree Sumati Jeev N.A.
Raksha Kendra
TOTAL 65.34
(d) Amount spent in Administrative Overheads: None
(e) Amount spent on Impact Assessment, if applicable: Not applicable
(f) Total amount spent for the Financial Year (8b+8c+8d+8e): ` 65.34 Lakhs
(g) Excess amount for set off, if any: Not applicable
Sl. No. Particular Amount (in` Lakhs.)

(i) Two percent of average net profit of the company as per section 135(5) 54.04
(ii) Total amount spent for the Financial Year 65.34
(iii) Excess amount spent for the financial year [(ii)-(i)] 11.30
(iv) Surplus arising out of the CSR projects or programmes or activities of the Nil
previous financial years, if any
(v) Amount available for set off in succeeding financial years [(iii)-(iv)] 11.30
65
9. (a) Details of Unspent CSR amount for the preceding three financial years:
(in ` Lakhs.)
Sl. Preceding Amount transferred to Amount spent Amount transferred to any fund specified under Amount remaining to
No. Financial Year. Unspent CSR Account in the reporting Schedule VII as per section 135(6), if any. be spent in succeeding
under section 135 (6) (in `) Financial Year (in `) financial years.
Name of the Amount Date of
(in `)
Fund (in `) transfer.
1. 2019-20 N.A. 50.00 N.A. N.A. N.A. N.A.
2. 2018-19 N.A. 41.64 N.A. N.A. N.A. N.A.
3. 2017-18 N.A. 36.60 N.A. N.A. N.A. N.A.
Total 128.24
(b) Details of CSR amount spent in the financial year for ongoing projects of the preceding financial year(s): Not
applicable
(1) (2) (3) (4) (5) (6) (7) (8) (9)

Sl. Project ID. Name of the Financial Year in Project Total amount Amount spent on Cumulative amount Status of
No. Project. which the project duration. allocated for the the project in the spent at the end of the project -
was commenced. project (in `). reporting Financial reporting Financial Completed /
Year (in `). Year. (in `) Ongoing.
N.A.
10. In case of creation or acquisition of capital asset, furnish the details relating to the asset so created or acquired
through CSR spent in the financial year: (asset-wise details).
(a) Date of creation or acquisition of the capital asset(s).: Not Applicable
(b) Amount of CSR spent for creation or acquisition of capital asset. Not Applicable
(c) Details of the entity or public authority or beneficiary under whose name such capital asset is registered, their
address etc. Not Applicable
(d) Provide details of the capital asset(s) created or acquired (including complete address and location of the
capital asset).: Not Applicable
11. Specify the reason(s), if the company has failed to spend two per cent of the average net profit as per section
135(5).:- Not Applicable
For and on behalf of Board For and on behalf of CSR Committee of Board
Rashesh Manhar Bhansali

Ajay M. Khatlawala
Executive Chairman Chairperson of CSR Committee of Board
May 25, 2021
66
MANAGEMENT DISCUSSION AND ANALYSIS
This report covers the operations and financial performance of the Company for the year ended March 31, 2021.
The Company has two segments viz. jewellery manufacturing and investment activity. The contribution of Jewellery
manufacturing segment to the total standalone turnover of the Company was 92.49% during the FY 2020-21 and residual
portion was contributed by investment activity.
Business Segment:- Gold, silver Jewellery and diamonds
STRUCTURE AND DEVELOPMENTS:

India’s gems and jewellery sector contributes about 14 per cent to India’s total merchandise exports and is likely to employ
8.23 million persons by 2022, from 5 million in 2020 and is one of the largest in the world contributing 29 per cent to the
global jewellery consumption. Gems and jewellery sector market size is about US$ 60 billion as of 2017 and is expected
to reach US$ 100-110 billion by 2025.
India is one of the largest exporters of gems and jewellery and the industry is considered to play a vital role in the Indian
economy as it contributes a major chunk to the total foreign reserves of the country and also one of the fastest growing
industries in the country, contributing around 7.5 per cent of the country’s GDP. It is extremely export oriented and labour
intensive.
During the Financial Year 2020-2021 the gems & jewellery sector gross exports contracted by 28.46 per cent to US$
25.31 billion in financial year 2020-21 as compared to gross exports amounting to US$ 35.37 billion for the previous
financial year, owing to demand slowdown in major markets, including the US.
NOVEL CORONAVIRUS
The COVID-19 pandemic that occurred in 2020 has crippled the World’s economy. Due to COVID, industries across the
globe are at a stalemate. Like many other industries, the jewelry industry underwent a catastrophic turn of events.
A few years back, the industry’s surge predicted that 2020 would be a doorway to a plethora of business opportunities.
The production, export, and supply were aligned to encounter the desired goals. Conversely, the outspread of coronavirus
took everyone by shock. It turned the smooth manoeuvres upside down. The jewelry business dipped significantly. The
high-value diamond pieces and the high-end chunky jewelry widely popular in the Middle-East and far-east agonized a
huge downfall.
The lockdown period instigated the feeling of uncertainty. The uncertain economic future caused an imbalance in the sale
and export in context with the gem and jewelry industry. The period from April 2020 – February 2021 reflected a decline
of 34.58% in the overall gross exports of Gems & Jewellery as compared to the same period the previous year. The
increased shortfall in the export is anticipated to recover in the upcoming year.
OPPORTUNITIES:
In the coming years, growth in Gems and Jewellery sector would be largely contributed by the development of large
retailers/brands. Also, the relaxation of restrictions of gold import is likely to provide a fillip to the industry.
Based on its potential for growth and value addition, the Government declared gems and jewellery sector as a focus area
for export promotion. The Government has undertaken various measures recently to promote investment and upgrade
technology and skills to promote ‘Brand India’ in the international market.
The Government has permitted 100% FDI in the sector under the automatic route, wherein the foreign investor or the
Indian company do not require any prior approval from the Reserve Bank or Government of India.
In Union Budget 2021-22, the government announced reduction on import duty for precious metals (including gold and
silver) to 7.5%, from 12%, that will help the gems and jewellry exports market in India become globally competitive. The
Bureau of Indian Standards (BIS) has revised the standard on gold hallmarking in India from January 2018 to include
a BIS mark, purity in carat and fitness, as well as the unit’s identification and the jeweller’s identification mark on gold
jewellery. The move is aimed at ensuring stringent quality check on gold jewellery. The Government has made hallmarking
mandatory for gold jewellery and artefacts and a period of one year is provided for its implementation.
The demand for jewellery is expected to be significantly supported by the recent positive developments in the industry.
Further the Company is planning to implement omni-channel approach with focus on digital strategy to boost sales.
67
THREATS:
The Company is exposed to risk in exchange rate fluctuations as the Company is dependent on exports sales. However,
the Company closely monitors and takes appropriate steps to reduce such risks.
The key reason behind the heavy impact on the gems and jewels industry was the shutdown of physical retail stores
worldwide. Another cause is that the industry is a highly labour-bounded and export-oriented sector. The labourers shifted
back to their native places, and export also went down.
Competition which has always been a challenge is countered by better quality and designs, branding, catering to changing
customer demands/styles and cost control measures. Increasing prices of raw materials have affected and can affect the
profit margins. However, the Company continuously thrives for improved production efficiency to counter this risk as far
as possible.
RISKS AND CONCERNS:

The nature of the Company’s business exposes it to several inherent risks and concerns. The Company strives to closely
monitor the risks and to mitigate them by adopting suitable, pragmatic strategies.
a) Bullion Risk:
The volatility in the gold prices exposes the Company to bullion risk as gold forms approximately 30% to 50% of the
cost of the finished product.
b) Raw Material Supplies Risk:
Though India plays a dominant role in the Gems & Jewellery industry in terms of processing and consumption,
mining of gold and diamond is amongst the lowest in the world.
India imports gold and rough diamonds along with other precious metals.
c) Laboure’s availability Risk:
Gems and jewels industry is a highly labour-bounded and export-oriented sector. The labourers shifted back to their
native places due to Covide-19 and lockdown, which is resulted non- availability of Laboure’s
c) Currency Risk:
Currency risk arises from exposure to foreign currencies and the volatility associated therewith. 100% of our exports
have been transacted in US Dollars. While the Company hedges majority of its receivables, any sharp fluctuation in
currency is likely to affect the cash flow of the Company as well as its profitability.
d) Geography Risk:
Dependence on any geographic location makes the Company’s business in that region vulnerable to the economic
slowdown therein. While USA continues to be our prime export destination.
OUTLOOK:
Financial Year 2021-22 has started on an uncertain note due to the lock-down on account of Covid -19. In the coming
years, growth in gems and jewellery sector would largely be contributed by the development of large retailers/brands.
Established brands are guiding the organised market and are opening opportunities to grow. Increasing penetration of
organised players provides variety in terms of products and designs. Online sales are expected to account for 1-2% of
the fine jewellery segment by 2021–22. Also, the relaxation of restrictions of gold import is likely to provide a fillip to the
industry. The improvement in availability along with the reintroduction of low-cost gold metal loans and likely stabilisation
of gold prices at lower levels is expected to drive volume growth for jewellers over short to medium term. The demand for
jewellery is expected to be significantly supported by the recent positive developments in the industry.
INTERNAL CONTROL AND ITS ADEQUACY:

The Company has proper and adequate systems of internal controls in order to ensure that all assets are safeguarded
against loss from unauthorised use or disposition and that all transactions are authorised, recorded and reported correctly.
Regular internal audits and checks are carried out to ensure that the responsibilities are executed effectively and that
adequate systems are in place. The Management continuously reviews the internal control systems and procedures to
ensure orderly and efficient conduct of business. The emphasis of internal control will be further strengthened across
functions and processes, covering the entire gamut of activities including manufacturing, finance, supply chain sales &
distribution, marketing etc. The Company has adopted Risk management policy.
68
FINANCIAL PERFORMANCE:
During the financial year ended March 31, 2021, your Company recorded a consolidated turnover of `40600.28 lakhs as
compared to the turnover of ` 36450.79 lakhs in the previous financial year ended March 31, 2020 thereby consolidated
turnover reflects a growth of 11.38% over previous year. The consolidated Profit before tax and exceptional items were
`9716.39 lakhs as against ` 6200.30 lakhs of the previous year resulted in growth of consolidated profit approximately
by 56.71% over previous year. The consolidated Profit after tax stood at `6710.67 lakhs as compared to the profit of `
4519.85 lakhs in the previous year.
The Company has achieved a standalone turnover of `21605.54 lakhs during the FY 2020-2021 as compared to `
16209.07 lakhs during the previous year reflects a growth of 33.29% over the corresponding financial year ended March
31, 2020. The standalone profit after tax of the Company decreased by 2.74% from `1957.91 lakhs to ` 1904.21lakhs in
the current year.
MATERIAL DEVELOPMENTS IN HUMAN RESOURCES/ INDUSTRIAL RELATIONS:

The Company considers its human resources as amongst its most valuable assets and continues to place emphasis on
their development. It has been Company’s constant endeavour to impart requisite training and thereby develop and hone
the skills and talent of its personnel and enable them to realize their potential.
The overall Industrial Relations in the Company have been quite peaceful and cordial.
CAUTIONARY STATEMENT:
Statements in the Management Discussion and Analysis describing Company’s objective, projections, estimates and
expectations may be “forward looking statements” within the meaning of applicable securities laws and regulations.
Actual results could differ materially from those expressed or implied. Important factors that could make a difference to the
Company’s operations include, among others, economic conditions affecting demand/supply and price conditions in the
domestic and overseas markets in which the Company operates, changes in Government regulations, tax laws, statutes
and other incidental factors.
69
REPORT ON CORPORATE GOVERNANCE
The Board of Directors of the Company present the Company’s Report on Corporate Governance for the financial year
ended March 31, 2021 in terms of Regulation 34(3) read with Schedule V of the SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015 (“Listing Regulations”) as amended by the Securities and Exchange Board of India
(Listing Obligations and Disclosure Requirements) (Amendment) Regulations, 2018 (“the Amendment Regulations”), and
any other amendments.
1. COMPANY’S PHILOSOPHY ON CORPORATE GOVERNANCE:

The Company’s governance philosophy is based on trusteeship, transparency and accountability. As a corporate
citizen, our business fosters a culture of ethical behaviour and disclosures aimed at building trust of our stakeholders.
The Company’s Code of Business Conduct and Internal Code of Conduct for Regulating, Monitoring and Reporting
of Trades by Designated Persons are an extension of our values and reflect our commitment to ethical business
practices, integrity and regulatory compliances.
The Company always endeavors to carry its business operations in a fair, transparent and ethical manner and also
holds itself accountable and responsible to the society it belongs. The Company considers it imperative to abide
by the laws and regulations of the land in letter and spirit and is committed to the highest standards of corporate
behaviours.
The Company understands that compliances of applicable legislations and timely disclosures enhance the image of
the Company as a good corporate citizen in the Country.
2. BOARD OF DIRECTORS:
2.1 Composition and Category of Directors

The Board of your Company has a good mix of Executive and Non-Executive Directors with more than half of
the Board of the Company comprising of Independent Directors. As on date of this Report, the Board consists
of seven Directors comprising one Executive Chairman, one Whole-Time Director, four Independent Directors
and one Non-Executive Non-Independent Director. The composition of the Board represents an optimal mix of
professionalism, knowledge and experience and enables the Board to discharge its responsibilities and provide
effective leadership to the business. The Non-executive Directors including Independent Directors on the Board
are experienced, competent persons from the fields of manufacturing, banking, finance & taxation, law etc.
The composition of the Board also complies with the provisions of the Companies Act, 2013 and SEBI (Listing
Obligations and Disclosure Requirements), Regulation 2015.
The total Board strength comprises of the following as on March 31, 2021:-
Name of the Director PAN & DIN Category (Chairperson / Date of Appointment
Executive/Non-Executive/ in the current term/
Independent/Nominee)& cessation
Rashesh Manharbhai Bhansali AABPB5614N Executive Chairman +01-02-2021
00057931
Raghavachari Srinivasan AAQPS5847R Non-executive ++27-09-2017
00003968 Non-Independent Director
Ajay Manharlal Khatlawala AABPK9296R Independent Director +++24-09-2018
00124042
Tulsi Gupta AWYPB1936G Independent Director 12-08-2016
06905143
Pannkaj C Ghadiali AAAPG8956D Independent Director ++++12-11-2016
00003462
Anmol Rashesh Bhansali BUDPB9490D Whole-time Director +++++25-11-2017
07931599
Nipa Utpal Sheth AALPS0117R Independent Director ++++++31-08-2020
00081064
+ Mr.Rashesh Manhar Bhansali appointed as an Executive Chairman for the period Five(5) years with effect
from February 1, 2021 at 33rd Annual General Meeting of the Company held on September 25, 2020.
70
++ Dr.Raghavachari Srinivasan was appointed as Independent Director at the 30th Annual General Meeting
held on September 27, 2017 for second term of Four(4) years with effect from September 27, 2017.
+++ Mr.Ajay Manharlal Khatlawala re-appointed as Independent Director at the 31st Annual General Meeting
held on September 24, 2018 under provisions of Companies Act, 2013 for the period of Five(5) years.
++++ Mr.Pannkaj C Ghadiali was appointed as Independent Director at the 30th Annual General Meeting held
on September 27, 2017 for First (1) term of Five(5) years with effect from November 12, 2016.
+++++ Mr.Anmol Rashesh Bhansali appointed as a Whole-time Director for the period of 5 years with effect from
November 25, 2017 at 31st Annual General Meeting of the Company held on September 24, 2018.
++++++ Mrs.Nipa Utpal Sheth appointed as an Independent Director for the period of Five (5) Years with effect
from August 31, 2020 at 33rd Annual General Meeting of the Company held on September 25, 2020.
The Chairman of the Board of Directors is an Executive Director.
2.2 Appointment and Tenure

As regards the appointment and tenure of Independent Directors, following is the policy adopted by the Board:
• The Company has adopted the provisions with respect to appointment and tenure of Independent Directors
which are consistent with the Companies Act, 2013 and Listing Regulations.
• The Independent Directors will serve a maximum of two terms up to five years each.
• The Company would not have any upper age limit of retirement of Independent Directors from the Board
and their appointment and tenure will be governed by provisions of the Companies Act, 2013 and Listing
Regulations.
2.3 Board Independence

Our definition of ‘Independence’ of Directors is derived from Section 149(6) of the Companies Act, 2013 and
Regulation 16 of Listing Regulations. Based on the confirmation / disclosures received from the Directors
and on evaluation of the relationships disclosed, all Non-Executive Directors other than Mrs.Tulsi Gupta are
Independent.
2.4 Certificate of non-disqualification of directors

A certificate has been received from R.N. Shah & Associates, Practising Company Secretaries, that none of the
Directors on the Board of the Company has been debarred or disqualified from being appointed or continuing
as directors of companies by the Securities and Exchange Board of India, Ministry of Corporate Affairs or any
such statutory authority.
2.5 Board Procedures and flow of information

The Nomination and Remuneration Committee have approved a Policy for the Selection, Appointment and
Remuneration of Directors. In line with the said Policy, the Committee facilitate the Board in identification and
selection of the Directors who shall be of high integrity with relevant expertise and experience so as to have well
diverse Board.
2.6 Meetings, agenda and proceedings etc. of the Board Meeting

During the year ended March 31, 2021, the Board of Directors had Five (5) meetings. These were held on June
25, 2020, August 13, 2020, August 31, 2020, November 10, 2020 and February 11, 2021. The Annual General
Meeting (AGM) was held on September 25, 2020.
The attendance record of the Directors at the Board Meetings during the year ended on March 31, 2020 and at
the last AGM is as under:-
Director DIN No. of Board Meetings Last AGM

attended Yes/No/NA
Mr.Rashesh M. Bhansali 00057931 5 of 5 Yes
Mr.Ajay M. Khatlawala 00124042 5 of 5 Yes
Dr.R. Srinivasan 00003968 5 of 5 Yes
Mr.Pannkaj C Ghadiali 00003462 5 of 5 Yes
Mr.Tulsi Gupta 06905143 2 of 5 Yes
71
Director DIN No. of Board Meetings Last AGM
attended Yes/No/NA
Mr.Anmol R. Bhansali 07931599 2 of 5 Yes
Mrs.Nipa Utpal Sheth 00081064 3 of 5 Yes
2.7 Quorum:
The quorum of the Board has been adopted pursuant to Regulation 17(2A) of the Listing Regulations, i.e. the
quorum of a Meeting of the Board of Directors shall be one-third of the total strength of the Board or three
directors, whichever is higher, including at least one independent director.
2.8 Separate Meeting of Independent Directors:

As stipulated by the Code of Independent Directors under Companies Act, 2013 and the Listing Regulations,
a separate meeting of the Independent Directors of the Company was held on March 4, 2021 to review the
performance of Non-independent Directors (including the Chairman) and the entire Board. The Independent
Directors also reviewed the quality, content and timelines of the flow of information between the Management
and the Board and its’ Committees which is necessary to effectively and reasonably perform and discharge their
duties.
2.9 Agenda
The Board of Directors is responsible for the management of the business of the Company and meets regularly
for discharging its role and functions.
The Board of Directors of the Company reviews all information provided periodically for discussion and
consideration at its meetings in terms of provisions of Companies Act, 2013 read with rules thereunder and
SEBI Listing Regulations.
Detailed Agenda are circulated to the Directors in an advance. All material information is incorporated in
the agenda for facilitating meaningful and focused discussions at the meetings. In special and exceptional
circumstances, additional item(s) on the agenda are permitted to be discussed at the Meeting.
2.10 Other Directorships etc.:

None of the Directors is a Director in more than ten Public Limited companies or act as an Independent Director
in more than seven listed companies. An Executive Director does not serve as Independent Director on any
listed company. Further, none of the Director acts as a member of more than ten committees or acts as a
chairman of more than five committees across all public limited companies in which he is a Director.
The details of the Directorships, Chairmanships and the Committee memberships in other Companies (excluding
Private Limited companies, Foreign companies and Section 8 Companies) held by the Directors as on March
31, 2021 are given below :-
Name of Director *Number of Details of **Committees Positions

Directorship(s) Directorships Committee Committee
held in other Indian in other listed Chairmanship Membership
public limited entities
Companies
Mr. Rashesh M. Bhansali 2 - - 1
Mr. Ajay M. Khatlawala 1 - 1 -
Dr. R. Srinivasan 2 Independent 1 1
Director in:-
1. J. Kumar
Infraprojects
Limited
Mrs. Tulsi Gupta - - - -
Mr. Pannkaj C Ghadiali 1 Independent 1 1
Director in
Balkrishna
Industries Limited
72
Name of Director *Number of Details of **Committees Positions
Directorship(s) Directorships Committee Committee
held in other Indian in other listed Chairmanship Membership
public limited entities
Companies
Mr. Anmol Rashesh Bhansali 1 - - -
Mrs. Nipa Utpal Sheth - - - -
* Includes Directorships of Indian public limited companies other than Goldiam International Limited
**Includes only Audit and Stakeholder Relations Committees of Public Limited Companies other than Goldiam
International Limited.
2.11 Relationship between Directors inter-se:

Mr.Anmol Rashesh Bhansali, Whole-time Director of the Company is a son of Mr.Rashesh M. Bhansali, Executive
Chairman. Mrs.Tulsi Gupta, Non-Executive Non-Independent Director is a daughter of Mr.Rashesh M. Bhansali.
Details of shares held by Non-executive Directors in the Company:
Name of Director No. of shares held as on March 31, 2021

Mr. Ajay M. Khatlawala 1000
2.12 Core Competence:

In terms of the requirement of the Listing Regulation, the Board has identified the skills/expertise/competencies
fundamental for the effective functioning of the Company, which are currently available with the Board and the names
of directors who possess such skills/expertise/competence.
In the table below, specific areas of focus or expertise of individual Board members have been highlighted, however,
the absence of a mark against a member’s name does not necessarily mean that the member does not possess the
corresponding qualification or skill.
Name of Area of expertise

Director Finance and Corporate Govern- Manufactur- Board & International General
Accounting ance and profession- ing, Sales & Executive Business Admin-
al skills and knowl- Marketing of Manage- Experience istra-
edge including legal jewellery ment tion
and regulatory
Rashesh 㠐3 㠐3 㠐3 㠐3 㠐3
Manhar
Bhansali
Dr. R. 㠐3 㠐3 㠐3
Srinivasan
Pannkaj C 3 3 3 3
Ghadiali
Ajay 㠐3 㠐3 㠐3 㠐3
Khatlawala
Tulsi Gupta 㠐3 㠐3 㠐3
Anmol 㠐3 3 㠐3 㠐3
Rashesh
Bhansali
Nipa Utpal 㠐3 3 3 㠐3
Sheth
2.13 Familiarisation Programme for Independent Directors:

Each Independent Director is familiarized with the Company, their roles, rights in the Company, nature of
the industry in which the Company operates, business model of the Company, etc. from time to time. The
Company makes consistent efforts to acquaint the Board with the overall business performance. Further, they
73
are periodically updated on material changes in regulatory framework and its impact on the Company.
Moreover, when new Director(s) are inducted on the Board, an information pack is handed over to them which
includes, Company profile, Company’s Codes and Policies and such other operational information which will
enable them to understand the Company and its business(es) in a better way.
The details of such familiarisation program can be accessed from the company’s website www.goldiam.com.
2.14 GOVERNANCE OF SUBSIDIARY COMPANIES:

The minutes of the Board Meetings of the subsidiary companies along with the details of significant transactions
and arrangements entered into by the subsidiary companies are shared with the Board of Directors on a
quarterly basis. The financial statements of the subsidiary companies are presented to the Audit Committee.
3. COMMITTEES OF THE BOARD
3.1 AUDIT COMMITTEE

The Board has constituted a well-qualified Audit Committee. Majority of Directors are Independent Directors
including Chairman. They possess sound knowledge on accounts, audit, finance, taxation, internal controls etc.

The Company Secretary acts as secretary to the committee.
 
Composition and Meeting:

The 
Audit Committee had 4 meetings during the year 2020-21. The attendance of each committee members were as
under: -
 
Name of the Member Category No. of Meetings Attended

Mr. Ajay M. Khatlawala Chairman-Independent 4

Dr. R. Srinivasan Member-Independent 4
Mr. Rashesh M. Bhansali Member-Executive Director 4
Mr. Pannkaj C Ghadiali Member-Independent 4
Mr.Ajay M. Khatlawala, Chairman of Audit Committee was present at the last Annual General Meeting to answer the
shareholders queries.
Terms of Reference:
The terms of reference of the Audit Committee are as per the guidelines set out in the listing regulation read with
section 177 of the Companies Act, 2013.
The terms of reference of the Audit Committee are broadly as under:-
• Oversight of the company’s financial reporting process and the disclosure of its financial information to ensure
that the financial statement is correct, sufficient and credible.
• Recommending to the Board, the appointment, re-appointment and, if required, the replacement or removal of
the statutory auditor and the fixation of audit fees and terms of appointment of auditors of the Company.
• Approval of payment to statutory auditors for any other services rendered by the statutory auditors.
• Reviewing with the management quarterly, half-yearly, nine-months and annual financial statements, standalone
as well as consolidated, before submission to the Board for approval;
• Reviewing, with the management, the annual financial statements and auditors report thereon before submission
to the board for approval, with particular reference to:
a. Matters required to be included in the Director’s Responsibility Statement to be included in the Board’s
report in terms of clause (c) of sub-section 3 of section 134 of the Companies Act, 2013.
b. Changes, if any, in accounting policies and practices and reasons for the same.
c. Major accounting entries involving estimates based on the exercise of judgment by management.
d. Significant adjustments made in the financial statements arising out of audit findings.
e. Compliance with listing and other legal requirements relating to financial statements.
74
f. Disclosure of any related party transactions.
g. Qualifications and Modified opinion(s) in the draft audit report.
h. Compliance with accounting standards;
i. Contingent liabilities;
j. Claims against the Company and their effect on the financial statements; the term “financial statement”
shall have the meaning ascribed to such term under Section 2(40) of the Companies Act, 2013;
• Reviewing and monitoring the auditor’s independence and performance, and effectiveness of audit process.
• Approval or any subsequent modification of transactions of the company with related parties.
• Scrutiny of inter-corporate loans and investments.
• Valuation of undertaking or assets of the Company, wherever it is necessary.
• Evaluation of internal financial control and risk management systems.
• Reviewing, with the management, performance of statutory and internal auditors, adequacy of the internal
control systems.
• Discussion with internal auditors any significant findings and follow up there on.
• Reviewing and approving yearly management representation letters to the statutory auditors
• Reviewing the findings of any internal investigations by the internal auditors into matters where there is
suspected fraud or irregularity or a failure of internal control systems of a material nature and reporting the
matter to the board.
• Discussion with statutory auditors before the audit commences, about the nature and scope of audit as well as
post-audit discussion to ascertain any area of concern.
• To look into the reasons for substantial defaults in the payment to the depositors, debenture holders, shareholders
(in case of non payment of declared dividends) and creditors.
• To review the functioning of the whistle blower mechanism.
• Approval of appointment of CFO (i.e., the Chief Financial Officer or any other person heading the finance
function or discharging that function) after assessing the qualifications, experience & background, etc. of the
candidate.
• Reviewing the financial statements of the unlisted subsidiary companies.
• Reviewing the utilization of loans and/ or advances from/investment by the holding company in the subsidiary
exceeding INR 100 crore or 10% of the asset size of the subsidiary, whichever is lower
• The Audit Committee also reviews the following information:
a. Management discussion and analysis of financial condition and results of operations;
b. Statement of significant related party transactions submitted by management;
c. Management letters / letters of internal control weaknesses issued by the statutory auditors;
d. Internal audit reports relating to internal control weaknesses; and
e. The appointment, removal and terms of remuneration of the Chief internal auditor.
• Review compliance with provisions of Securities Exchange Board of India (Prevention of Insider Trading)
Regulation, 2015 (including any amendment or modification from time to time) at least once in a financial
year and shall verify that the systems for internal controls for ensuring compliance to these Regulations, are
adequate and are operating effectively; and
• Carrying out any other function as is mentioned in the terms of reference of the Audit Committee.
75
3.2 NOMINATION & REMUNERATION COMMITTEE:
Composition and Attendance at the Meeting

The Nomination & Remuneration Committee comprises of the members as stated below. The Committee during
the year ended March 31, 2021 had 2 meetings. The attendance of the members were as under:-
Name of the Member Category No. of Meetings Attendance

Mr. Ajay M. Khatlawala Independent Director-Chairman 2
Dr. R. Srinivasan Independent Director 2
Mr. Pannkaj C Ghadiali Independent Director 2
Term of Reference:
The broad terms of reference of the Nomination and Remuneration Committee are:
The Committee is empowered to –
• To formulate the criteria for determining qualifications, positive attributes and independence for appointment
of a Director and recommend to the Board, policies relating to the remuneration of the Directors, key
managerial personnel and other employees;
• To formulate the criteria for evaluation of all the Directors on the Board;
• To devise a policy on Board diversity; and
• Identifying persons who are qualified to become directors and who may be appointed in senior management
in accordance with the criteria laid down, and recommend to the Board their appointment and removal.
• To recommend to the board, all remuneration, in whatever form, payable to senior management.
The Nomination and Remuneration Policy devised in accordance with Section 178(3) and (4) of the
Companies Act, 2013 has been published as an Annexure B to the Board’s Report.
Details of Remuneration Paid to the Directors in 2020-21:

• Remuneration to Directors:
The Non-executive Directors are paid sitting fees of `20,000/- per meeting for attending the Board, Audit
Committee and `10,000/- per meeting for attending Nomination and Remuneration Committee Meetings.
The CSR Committee, Share Transfer Committee and Stakeholder Relationship Committee members have
unanimously decided not to accept any sitting fees for the said committees meeting to be attended by
them.
(Amt.in `)
Name Salary Bonus Other perks Commission Total
Mr. Rashesh M. Bhansali 1,09,00,000 Nil Nil 1,19,40,396 2,28,40,396
Mr. Anmol Rashesh 77,40,000 Nil Nil 1,51,00,396 2,28,40,396
Bhansali
• Remuneration paid to Non-Executive Directors:

(Amt.in `)
Name Sitting Fees (*exclude) No. of Shares held
Mr. Ajay M. Khatlawala 2,00,000/- 1,000
Dr. R. Srinivasan 2,00,000/- Nil
Mrs. Tulsi Gupta 40,000/- Nil
Mr. Pannkaj C Ghadiali 2,00,000/- Nil
Mrs.Nipa Utpal Sheth 60,000/- Nil
*Sitting fee of `20,000/- paid to each independent director for attending Independent Directors Meeting.
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3.3 SHARE TRANSFER COMMITTEE/ STAKEHOLDER RELATIONSHIP COMMITTEE:
The Board of Directors of the Company has constituted the Share Transfer and Stakeholders Relationship
Committee in conformity with and keeping a good balancing with the requirements under provisions of
Companies Act, 2013 and provisions of Listing Regulation.
The Share Transfer Committee (upto March 31, 2021) has been constituted under the Chairmanship of Mr.Ajay
M. Khatlawala with Mr.Rashesh M. Bhansali and Mrs.Tulsi Gupta as the other members in order to provide
quality and efficient services to the investors.
The Stakeholder Relationship Committee (earlier Shareholder/ Investor Grievance Committee) has been
constituted under the Chairmanship of Dr.R. Srinivasan with Mr. Rashesh M. Bhansali and Mr. Ajay M. Khatlawala
as members to consider and review shareholders’/investors’ grievances and complaints and to ensure that all
shareholders’/investors’ grievance and correspondence are attended to expeditiously and satisfactorily unless
constrained by incomplete documentation and/ or legal impediments.
Shareholder/ Investor Service:

Shareholders/ Investors Service are handled by the Company Secretary who provides timely services.
Name & Designation of the Compliance Officer:

Mr.Pankaj Parkhiya, Company Secretary and Compliance Officer.
The detailed particulars of investors’ complaints handled by the Company and its Registrar and Share Transfer
Agent during the year are as under:-
Nature of Complaints Opening Received during Resolved Pending

the Year Resolution
Non-Receipt of Dividend Nil 4 4 Nil
Non-Receipt of Annual Report Nil 1 1 Nil
Letters from SEBI / Stock Exchanges, Nil 0 0 Nil
Ministry Corporate Affairs Etc.
Miscellaneous Complaints Nil 0 0 Nil
TOTAL Nil 5 5 Nil
None of the complaints are pending for a period exceeding 30 days. All the request for transfer of shares have
been processed on time and there are no transfers pending for more than 15 days.
3.4 CORPORATE SOCIAL RESPONSIBILITY (CSR) COMMITTEE

The Company has constituted a CSR Committee as required under Section 135 of the Companies Act, 2013.
The CSR Committee was re-constituted on October 12, 2017 under the Chairmanship of Mr.Ajay M. Khatlawala,
Non-Executive and Independent Director.
The term of reference of this Committee is to comply with the requirements of Section 135 of the Companies Act,
2013, the Companies (Corporate Social Responsibility Policy) Rules, 2014 and all other relevant compliances.
The Committee had 2 meetings in the year which were attended by the members as under:-
The composition and attendance of the Corporate Social Responsibility Committee:
Name of the Member Category Designation No. of meetings attended

during the year
Mr. Ajay M. Khatlawala Independent Director Chairman 2 of 2
Mr. Rashesh M. Bhansali Executive Director Member 2 of 2
Mrs. Tulsi Gupta Non-Executive Director Member 1 of 2
3.5 RISK MANAGEMENT COMMITTEE

Your Board has formed a Risk Management Committee with effect from May 25, 2021 as per SEBI (Listing
Obligations and Disclosure Requirement) Regulations, 2015 (amended) to frame, implement and monitor the
risk management plan for the Company. The Committee is responsible for monitoring and reviewing the risk
management plan and ensuring its effectiveness. The Committee constitutes of 3 Independent Directors and 2
executive Directors.
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4. GENERAL BODY MEETINGS:
Particulars of last three Annual General Meetings and the Special Resolutions passed there at:
Financial Date & Location Special Resolution passed

Year Time
2017-18 September Tribune 1’ Banquet Special Business:-
24, 2018 at Hall, 6th floor, Hotel • Re-appointment of Mr. Ajay M. Khatlawala (DIN
11.00 a.m. Tunga International, 00124042) as an Independent Director for second term
M.I.D.C. Central of 4 years till conclusion of 36th AGM of the Company.
Road, Andheri (East),
Mumbai 400 093. • Confirmation of appointment of Dr.Raghavachari
Srinivasan (DIN 00003968) as Independent Director
pursuant to the SEBI (Listing Obligations and Disclosure
Requirements) (Amendment) Regulations, 2018.
• Appointment of Mr.Anmol Rashesh Bhansali as an
Independent Director for the period of 5 years w.e.f. 25-
11-2017.
• Approve to pay existing remuneration to Mr.Rashesh
Manhar Bhansali, Executive Chairman for the remaining
period of his tenure.
25, 2019 at Hall, 6th floor, Hotel • Revision in remuneration of Mr.Anmol Rashesh Bhansali
11.00 a.m. Tunga International, (DIN 07931599) Whole-time Director.
M.I.D.C. Central
Road, Andheri (East), • Sale, transfer or disposal of the Shares and/or assets of
Mumbai 400 093. Diagold Designs Limited

25, 2019 at Hall, 6th floor, Hotel • Revision in remuneration of Mr.Anmol Rashesh Bhansali
11.00 a.m. Tunga International, (DIN 07931599) Whole-time Director.
M.I.D.C. Central
Road, Andheri (East), • Sale, transfer or disposal of the Shares and/or assets of
Mumbai 400 093. Diagold Designs Limited
Through Video Special Business:-
Conferencing (“VC”) / • Re-appointment of Mr. Rashesh M. Bhansali, Executive
Other Audio Visual Chairman for another term of five consecutive years and
Means (“OAVM”) to pay remuneration for the period of three years with
without the physical effect from February 1, 2021.
presence of the • Appointment of Mrs.Nipa Utpal Sheth (DIN 00081064) as
Members at a an Independent Non Executive Director on the Board of
common venue, in Directors of the Company.
compliance with
General
Circular No. 14/2020,
17/2020, 20/2020
issued by Ministry
of Corporate Affairs
(MCA Circulars).
4.1 Extra Ordinary General Meetings and Postal Ballot:

During the year no EGM was convened nor any approval of the shareholders obtained through Postal Ballot.
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5. DISCLOSURES:
5.1 Materially significant related party transaction:

All transactions entered into with Related Parties as defined under the Companies Act, 2013 and Regulation
23 of the Listing Regulation during the financial year were in the ordinary course of business and on an arms
length pricing basis and do not attract the provisions of Section 188 of the Companies Act, 2013. There were no
materially significant transactions with related parties during the financial year which were in conflict with the
interest of the Company. Suitable disclosure as required by the Accounting Standards has been made in the
notes to the Financial Statements.
The Board has approved a policy for related party transactions which has been uploaded on the Company’s
website at http://www.goldiam.com/download/policy/2019/Policy-on-Related-Party-Transaction.pdf
A statement in summary form of the transactions with related parties were periodically placed before the Audit
Committee as required under Regulation 23 of the Listing Regulation and as required under the Companies Act,
2013.
The Company has framed the policy for determining material subsidiary as required by under Regulation 16
of the Listing Regulations. The objective of this policy is to lay down criteria for identification and dealing with
material subsidiaries and to formulate a governance framework for subsidiaries of the Company. The policy on
Material Subsidiary is available on the website of the Company under the weblink: http://www.goldiam.com/
download/policy/2019/Policy-on-Material-Subsidiary.pdf
5.2 Details of non-compliance/ penalties/ strictures imposed on the Company by the Statutory Authorities:
During the year under review, the Company has complied with the applicable statutory provisions, rules and
regulations of the Stock Exchange as well as SEBI relating to the Capital Market. However, the Company had
been penalized for ` 4,55,000/- vide National Stock Exchange of India Limited (NSE) Order dated February
8, 2021 bearing Ref. No. NSE/LIST/SOP/ GOLDIAM during the Financial Year 2020-21 for failure to appoint
of an Independent Woman Director on the Board by April 1, 2020 pursuant to regulation 17 of SEBI (Listing
Obligations and Disclosure Requirements) Regulations, 2015 and the said penalty amount has been paid by the
Company to NSE within the prescribed time. Apart from the said penalty there were no other non-compliances
for which penalties and strictures imposed on the Company by the Stock Exchanges or SEBI or any other
statutory authority on any matter related to the capital market during the last three years.
5.3 Insider Trading:

The Company has formulated the Code of Conduct to Regulate, Monitor and Report Trading by Designated
Persons and Immediate Relatives and Code of Practices and Procedures for Fair Disclosure of Unpublished
Price Sensitive Information in accordance with the guidelines specified under SEBI (Prohibition of Insider
Trading) Regulations, 2015, as amended from time to time. The Compliance Officer under the Code of Conduct
to Regulate, Monitor and Report Trading by Designated Persons and Immediate Relatives is responsible for
complying with the procedures, monitoring adherence to the rules for the prevention of disclosure of unpublished
price sensitive information, pre-clearance of trade, monitoring of trades and implementation of Code of Conduct
under the overall supervision of the Board.
The Company’s Codes, inter- alia, prohibits purchase and/or sale of shares of the Company by an Insider,
while in possession of Unpublished Price Sensitive Information (“UPSI”) in relation to the Company during
the prohibited period which is notified to all sufficiently in advance. The Company’s Code of Practices and
Procedures for Fair Disclosure of Unpublished Price Sensitive Information is uploaded on the Company’s
website at www.goldiam.com
5.4 Details of fees paid to the Statutory Auditor:

Details of total fees for all services paid by GIL, to the Statutory Auditor, is tabled hereunder
(in ` Lakhs)
S. NO. Fees Paid to Statutory Auditor
(J.D.Zatakia & Co.)
1. `2,47,500/-
79
5.5 Whistle Blower Policy affirmation that no person has been denied access to Audit Committee:
Pursuant to Section 177(9) and (10) of the Companies Act, 2013 and provisions of the Listing Regulation, the
Company has a Whistle-Blower Policy for establishing a vigil mechanism for Directors and employees to report
genuine concerns regarding unethical behaviour, actual or suspected fraud or violation of the Company‘s Code
of Conduct and Ethics policy. The said mechanism also provides for adequate safeguards against victimisation
of persons who use such mechanism and makes provision for direct access to the chairperson of the Audit
Committee in appropriate or exceptional cases. We affirm that no employee of the Company was denied access
to the Audit Committee. The said Whistle-Blower Policy has been hosted on the website of the Company at
http://www.goldiam.com/download/whistle_blower_policy.pdf
5.6 Details of Compliance with mandatory requirement:

The Company has fully complied with the mandatory requirements of Listing Regulation.
5.7 Adoption of Non-mandatory requirement:

Part C of Schedule V of the Listing Regulations states that non-mandatory requirements may be implemented at
the discretion of the Company. However, disclosures on compliance with mandatory requirement and adoption
/ non-adoption of non-mandatory requirements shall be made in the Corporate Governance Report of the
Annual Report. The status of compliance of the non-mandatory requirements as specified in sub-regulation 1 of
Regulation 27 of the Listing Regulations are as follows:
a. Reporting of the Internal Auditor:
The Internal Auditor Reports directly to the Audit Committee.
b. Voluntarily adoption of a Dividend Distribution Policy:

The Board of Directors of the Company at their meeting held on February 11, 2021 approved voluntarily a
Dividend Distribution Policy effective from April 1, 2021.
c. Subsidiaries:
Pursuant to amendment in definition of “Material Subsidiary” of regulation 16(1)(c) of SEBI(Listing
Obligations & Disclosure Requirements) Regulations, 2015, Goldiam Jewellery Limited is non-listed
material Indian subsidiaries in terms of Listing Regulation with turnovers exceeding 10% of the consolidated
turnover of the holding company with all its subsidiaries.
In terms of Regulation 24 of the Listing Regulations the financial statements of the unlisted subsidiary
companies are reviewed quarterly by the Audit Committee and the minutes of the Board meetings of the
unlisted subsidiary companies are regularly placed before the Company’s Board of Directors Meeting.
d. Associate/Joint Venture:
During the year under review, the Company has disinvested its entire shareholding in Sunshine Exports
HK Limited (“SEHK”) (Formerly known as Goldiam HK Limited), a joint venture of the Company, in favour
of Messrs Sunshine Corporation on March 30, 2021. Consequent to the above, Sunshine Exports HK
Limited has ceased to be the Company’s joint venture company.
Further The Company has acquired 51% partners’ capital in Eco-Friendly Diamonds LLP (“ECO”) for a
consideration of `12,78,73,488/- (Rupees Twelve crore seventy eight lakh seventy three thousand four
hundred eighty eight only) on December 2, 2020 and additional acquisition of 37% of partners’ capital in
Eco-Friendly Diamonds LLP (“ECO”) for a consideration of `8,33,69,510/- (Rupees Eight crore thirty three
lakh sixty nine thousand five hundred ten only) on June 1, 2021. An aggregate holding of the Company in
Eco-Friendly Diamonds LLP is 88% of partners’ capital. ECO is categorized as Subsidiary of the Company
with effect from December 2, 2020.
e. MD/CFO Certification
The Executive Director and the Chief Financial Officer have issued certificate pursuant to the provisions
of Regulation 17(8) of the Listing Regulations certifying that the financial statements do not contain any
materially untrue statement and these statements represent a true and fair view of the Company’s affairs.
The said certificate is annexed and forms part of the Annual Report.
80
6. MEANS OF COMMUNICATION:
The quarterly, half yearly and yearly financial results of the Company are sent to the Stock Exchanges immediately
after they are approved and taken on record by the Board of Directors. These financial results are normally published
in the “Business Standard” and “Navshakti” are also made available on the website of the Company, ‘www.goldiam.
com’.
Official news releases, detailed presentations made to investors, analysts, institutional investors, etc. are displayed
on the Company’s website at www.goldiam.com and sent to the Stock Exchanges.
7. CORPORATE BENEFITS TO INVESTORS:
7.1 Dividend:
For FY 2020-2021, based on the Company’s performance, the Directors have declared 1st interim dividends of
30% (`3/- per share) and 2nd interim dividend of 20% (`2/- per equity share) and total outgo on the Dividend
was `1108.75 Lakhs.
8. GENERAL SHAREHOLDER INFORMATION:
8.1 33rd Annual General Meeting:

Day : Friday
Date : September 25, 2020
Time : 11.00 a.m. through Video Conferencing/ other Audio Visual Means (VC/OAVM)
Venue : Gems & Jewellery Complex, MIDC, SEEPZ, Andheri East, Mumbai-400096.
8.2 Financial Year:

The Company follows the period of April 1 to March 31, as the Financial Year.
8.3 Date of Book Closure:

The books will remain closed from August 14, 2021 to August 28, 2021 (both days inclusive) for the purpose of
Annual Closing and determining entitlement of the members to the final dividend for the financial year 2020-
2021.
8.4 Listing on Stock Exchanges:
Name of Stock Exchange Address of Stock Exchange

BSE Limited, Mumbai (BSE) Phiroze Jeejeebhoy Towers; Dalal Street Mumbai- 400001.
National Stock Exchange of India Limited Exchange Plaza, C-1, Block G, Bandra Kurla Complex, Bandra
(NSE) (E), Mumbai-400051.
8.5 Stock Code:
BSE Limited National Stock Exchange of India Limited ISIN

526729 GOLDIAM EQ INE025B01017
8.6 Annual Listing Fees:

The Annual Listing Fees for the financial year 2021-2022 have been paid by your Company within stipulated
time.
8.7 Payment of Depository Fees:

The Company has paid the Annual Custodian Fee for the Financial Year 2021-22 to NSDL and CDSL.
81
8.8 Market Price Data:
The High and Low Prices of the Company’s share during each month in the financial year 2020-2021 are as
below:
Month BSE Limited National Stock Exchange of India Limited

High (`) Low (`) High (`) Low (`)
April 2020 103.80 77.05 103 76.25
May 2020 90.20 78.65 90 78.65
June 2020 123.90 90.40 125.00 87.30
July 2020 123.10 101.10 123.45 101.00
August 2020 129.00 105.00 129.25 105.05
September 2020 140.45 106.05 140.75 108.95
October 2020 167.80 119.75 167.70 120.00
November 2020 163.30 147.45 163.00 147.25
December 2020 249.90 154.85 250.00 153.30
January 2021 252.40 196.40 252.80 196.55
February 2021 369.80 207.00 370.00 205.00
March 2021 384.00 299.45 362.95 298.25
8.9 Performance in comparison to board based indices such as BSE Sensex & NSE Nifty:-
15000 350 41000

160
320
13900 290 38000
140
260
12800
230 35000
200 120
11700
170
140 32000
10600 100
110
9500 80 29000 80
Apr-20
May-20
Jun-20
Jul-20
Aug-20
Sep-20
Oct-20
Nov-20
Dec-20
Jan-21
Feb-21
Mar-21
Apr-20
May-20
Jun-20
Jul-20
Aug-20
Sep-20
Oct-20
Nov-20
Dec-20
Jan-21
Feb-21
Mar-21
Nifty Closing Goldiam NSE Closing Sensex Closing Goldiam BSE Closing
8.10 Registrar and Transfer Agents (RTA):

M/s. Link Intime India Pvt. Ltd.
C-101, 247 Park, L.B.S. Marg, Vikhroli (West), Mumbai-400083.
E-mail: [email protected]
8.11 Share Transfer/Transmission System:

With a view to expedite the process of share transfer which are received in physical form, a Stakeholders
Relationship Committee had been constituted to consider and approve the transfer, transmission,
dematerialization, rematerialisation of shares etc.
Shares sent for transfer in physical form are registered and returned by our Registrars and Share Transfer Agent
in 15 days of receipt of the documents, provided the documents are found to be in order, Shares under objection
are returned within two weeks. The transfers of physical shares are affected by the Share Transfer Agents
after approval by the Stakeholders Relationship Committee. The minutes of the meetings of the Stakeholders
Relationship Committee are placed at the Board Meeting.
The Company obtains from a Company Secretary in Practice half-yearly certificate of compliance with the
share transfer formalities as required under Regulation 40(9) of SEBI (Listing Obligations and Disclosure
Requirements) Regulation, 2015 and files a copy of the certificate with the Stock Exchanges.
82
8.12 Distribution of Shareholding:
Distribution of Shareholding as on March 31, 2021:
Shareholders of the Company who have not received or encashed their dividend warrants/drafts for the
financials years, as mentioned below, are requested to claim the unpaid/unclaimed dividend from the Company
before its transfer to above mentioned Fund:
Equity Shareholding Number of Percentage of Number of Percentage of

Shareholders Shareholders Shares Shareholding
1 -- 500 13364 90.6649 1455932 6.5657
501 -- 1000 658 4.4640 520668 2.3480
1001 -- 2000 344 2.3338 525059 2.3678
2001 -- 3000 109 0.7395 280204 1.2636
3001 -- 4000 49 0.3324 175474 0.7913
4001 -- 5000 49 0.3324 233301 1.0521
5001 -- 10000 77 0.5224 560930 2.5296
10001 & Above 90 0.6106 18423355 83.0819
Total 14740 100.0000 22174923 100.0000
8.13 Shareholding Pattern as on March 31, 2021:
Category Number of Shares Percentage

Shareholding of Promoters & Promoter Group 14694672 66.26
Public Shareholding
• Institutions
Mutual Funds/ UTI/Trust 2000 0.01
Financial Institutions/ Banks 400 0.00
• Non-Institutions
Bodies Corporate 597112 2.69
Individuals 5957810 26.87
Clearing Member 120849 0.55
Market Maker - -
Foreign Nationals, NRIs, Foreign Companies, Foreign Portfolio 342013 1.54
Investors (Corporate)
Independent Directors 1000 0.01
HUF 228894 1.03
IEPF 230173 1.04
Total 2,21,74,923 100.00
8.14 Transfer of Unclaimed/ Unpaid Dividend and Shares to Investor Education and Protection Fund
As per the provisions of Section 124 of the Companies Act, 2013, shares of the shareholders, who has not
claimed dividends for a continuous period of 7 years, shall be transferred to Investor Education and Protection
Fund Authority account. Accordingly, the Company has transferred 17,761 equity shares (9385 equity shares
during July 2020 and 8376 equity shares during November 2020) to Investor Education and Protection Fund
during the Financial Year ended March 31, 2021.
Shareholders of the Company who have not received or encashed their dividend warrants/drafts for the
financials years, as mentioned below, are requested to claim the unpaid/unclaimed dividend from the Company
before its transfer to above mentioned Fund:
83
Year of Date of Declaration of Interim/ Final Due Date for transfer to IEPF
Declaration Dividend
2013-2014 September 30, 2014 Final October 30, 2021
2014-2015 September 30, 2015 Final November 6, 2022
2015-2016 February 10, 2016 Interim March 15, 2023
2015-2016 September 27, 2016 Final November 1, 2023
2019-2020 August 12, 2019 1st Interim September 16, 2026
2019-2020 February 12, 2020 2nd Interim March 18, 2027
2020-2021 November 10, 2020 1st Interim December 16, 2027
2020-2021 February 11, 2021 2nd Interim March 17, 2028
8.15 Unclaimed Shares:

As per Schedule VI of SEBI (Listing Obligations and Disclosure Requirements) Regulation 2015, the Company
had sent three reminders to concerned shareholder for their unclaimed shares. The remaining Unclaimed Equity
shares are held in Goldiam International Limited suspense account maintained with Stock Holding Corporation
of India Ltd, Mumbai-400710, Maharashtra State, India vide DPID: IN301330 and Client ID: 21386698
Aggregate number of shareholders as on April 1, 2020 54

Outstanding shares in the suspense account lying as on April 1, 2020 15500
Number of shareholders to whom shares were transferred from the Unclaimed Suspense 0
Account during the year
Number of shares transferred 0
Number of shareholders whose shares were transferred from the Unclaimed Suspense 6
Account to Investor Education and Protection Fund Authority (IEPF) during the year
Number of shares transferred to IEPF 2800
Aggregate number of shareholders at the end of the year 48
Outstanding shares in the suspense account lying as on March 31, 2021. 12700
8.16 Dematerialization of shares and Liquidity:

About 99.01% of total equity share capital is held in dematerialized form with NSDL and CDSL as on March 31,
2021. The International Securities Identification Number (ISIN) allotted to the shares of the Company under the
Depository System is INE025B01017.
8.17 Reconciliation of Share Capital Audit:

As stipulated by Securities and Exchange Board India (SEBI), a qualified practicing Company Secretary carries
out the Share Capital Audit to reconcile the total admitted capital with NSDL and CDSL and the total issued and
listed capital. This audit is carried out every quarter and the report thereon is submitted to Stock Exchanges and
is also placed before the Board of Directors. No discrepancies were noticed during these audits.
8.18 Outstanding global depository receipts or American depository receipts or warrants or any convertible
instruments, conversion date and likely impact on Equity:
As on date, the Company has not issued GDR/ADR/Warrants or any convertible instruments.
84
8.19 Commodity price risk or foreign exchange risk and hedging activities:
The Company designates certain foreign exchange forward contracts as cash flow hedges to mitigate the risk
of foreign exchange exposure on forecast cash/dollar transactions.
8.20 Plant Locations & Address for Correspondence:

Goldiam International Limited, Gems & Jewellery Complex, MIDC, SEEPZ, Andheri (E), Mumbai - 400 096.
9. CORPORATE GOVERNANCE AND CORPORATE GOVERNANCE CERTIFICATE:

A Report on Corporate Governance as stipulated under Regulations 17 to 27 and Para C, D and E of Schedule V
of the Listing Regulations, as amended from time to time, is set out separately and forms part of this Report. The
Company has been in compliance with all the norms of Corporate Governance as stipulated in Regulations 17 to 27
and Clauses (b) to (i) of Regulation 46(2) and Para C, D and E of Schedule V of the Listing Regulations, as amended
from time to time.
The requisite Certificate from Ms. Charu Golash, Practicing Company Secretaries, confirming compliance with the
conditions of Corporate Governance as stipulated under the Listing Regulations forms part of this Report.
10. CODE OF CONDUCT:

The Board has adopted a Code of Conduct for Directors, Senior Management and other Employees of the Company.
The Code of Conduct is available on the website of the Company www.goldiam.com.
Declaration Regarding Code of Conduct

I, Rashesh M. Bhansali, in my capacity as an Executive Director of Goldiam International Limited, hereby confirm
that all members of the Board of Directors and Senior Management Personnel of the Company have affirmed their
compliance with the code of conduct of the Company in respect of the financial year 2020-2021.
.
For GOLDIAM INTERNATIONAL LIMITED
RASHESH M. BHANSALI
Place: Mumbai: Executive Chairman
Date : May 25, 2021 (DIN: 00057931)
85
EXECUTIVE DIRECTOR AND CFO CERTIFICATION:
We, the undersigned, in our respective capacities as Executive Chairman and Chief Financial Officer (CFO) of Goldiam
International Limited (“the Company”), to the best of our knowledge and believe certify that:
(a) We have reviewed financial statements and the cash flow statement for the year ended March 31, 2021 and that to
the best of our knowledge and belief, we state that:
(i) these statements do not contain any materially untrue statement or omit any material fact or contain statements
that might be misleading;
(ii) these statements together present a true and fair view of the company’s affairs and are in compliance with
existing accounting standards, applicable laws and regulations.
(b) We further state that to the best of our knowledge and belief, there are no transactions entered into by the Company
during the year which are fraudulent, illegal or violative of the Company’s code of conduct.
(c) We are responsible for establishing and maintaining internal controls and for evaluating the effectiveness of the
same over the financial reporting of the Company and have disclosed to the auditors and the Audit Committee,
deficiencies in the design or operation of such internal controls, if any, of which we are aware and the steps we have
taken or purpose to take to rectify these deficiencies.
(d) We have indicated to the auditors and the Audit Committee that there are
(i) no significant changes in internal control over financial reporting during the year;
(ii) no significant changes in accounting policies during the year and that the same have been disclosed in the
notes to the financial statements; and
iii) no instances of significant fraud of which we have become aware and the involvement therein, if any, of the
management or an employee having a significant role in the company’s internal control system over financial
reporting.
For GOLDIAM INTERNATIONAL LIMITED
Mumbai Rashesh M. Bhansali Darshana Faldu

May 25, 2021 Executive Chairman Chief Financial Officer
CORPORATE GOVERNANNCE CERTIFICATE

Issued under securities and exchnage board of india (listing obligations and disclosure requirements) regulation, 2015
To,
The Members of
CIN:- L36912MH1986PLC041203
GEMS & JEWELLERY COMPLEX, MIDC,
SEEPZ, ANDHERI E, MUMBAI-400096.
I have examined the compliance of conditions of Corporate Governance by M/s. Goldiam International Limited for the year
ended March 31, 2021 as stipulated in Regulations 17,18, 19, 20, 21, 22, 23, 24, 25, 26, 27 and clauses (b) to (i) of sub-
regulation (2) of regulation 46 and para C,D and E of Schedule V of the Securities and Exchange Board of India (Listing
Obligations and Disclosure Requirements) Regulation, 2015.
The compliance of conditions of Corporate Governance is the responsibility of the Management. Our examination was
limited to a review of the procedures and implementation thereof, adopted by the Company for ensuring the compliance
of the conditions of Corporate Governance. It is neither an audit nor an expression of opinion on the financial statements
of the Company.
In our opinion and to the best of our information, according to the explanations given to us and the representation made by
management, we certify that the Company has complied with the conditions of the Corporate Governance as stipulated in
the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulation, 2015.
further state that such compliance is neither an assurance as to the future viability of the Company nor the efficiency or
effectiveness with which the Management has conducted the affairs of the Company.
MS.CHARU GOLASH
Membership Number: 7325
Place: Mumbai Certificate of Practice Number: 8005
May 25, 2021 UDIN NUMBER F007325C000369192
86
INDEPENDENT AUDITORS’ REPORT
Report on the Audit of the Standalone Financial Statements information included in the Management Discussion and
Analysis, Board’s Report including Annexures to Board’s
Opinion Report, Report on Corporate Governance, Business
We have audited the accompanying standalone financial Responsibility Report, Shareholder’s Information etc. but
statements of GOLDIAM INTERNATIONAL LIMITED does not include the consolidated financial statements,
(“the Company”) which comprises the Balance Sheet standalone financial statements, and our auditor’s report
as at March 31, 2021, the Statement of Profit and Loss, thereon.
(including Other Comprehensive Income), statement of • Our opinion on the standalone financial statements
changes in Equity and statement of cash flows for the does not cover the other information and we do not
year then ended, and notes to the financial statements, express any form of assurance conclusion thereon.
including a summary of significant accounting policies and
other explanatory information. • In connection with our audit of the standalone
financial statements, our responsibility is to read the
In our opinion and to the best of our information and other information and, in doing so, consider whether
according to the explanations given to us, the aforesaid the other information is materially inconsistent with
standalone financial statements give the information the standalone financial statements or our knowledge
required by the Companies Act, 2013 (the Act) in the obtained during the course of our audit or otherwise
manner so required and give a true and fair view in appears to be materially misstated.
conformity with the accounting principles generally
accepted in India including Indian Accounting Standards • If, based on the work we have performed, we
(“Ind AS”) specified under section 133 of the Act, of the conclude that there is a material misstatement of this
state of affairs of the Company as at March 31, 2021, other information, we are required to report that fact.
and its total comprehensive income (comprising of profit We have nothing to report in this regard.
and other comprehensive income), its cash flows and the Management’s and Board of Directors’ Responsibility
changes in equity for the year ended on that date. for the Standalone Financial Statements:
Basis for Opinion The Company’s Board of Directors is responsible for the
We conducted our audit in accordance with the Standards matters stated in section 134(5) of the Companies Act,
on Auditing (SAs) specified under section 143(10) of 2013 (“The Act”) with respect to the preparation of these
the Companies Act, 2013. Our responsibilities under standalone financial statements that give a true and fair
those Standards are further described in the Auditor’s view of the financial position, financial performance,
Responsibilities for the Audit of the Financial Statements (including Other Comprehensive Income), changes in
of our report. We are independent of the Company in equity and cash flows of the Company in accordance
accordance with the Code of Ethics issued by the Institute with the accounting principles generally accepted in
of Chartered Accountants of India and we have fulfilled India, including the accounting Standards specified in the
our other ethical responsibilities in accordance with the companies ( Indian Accounting Standard) rules 2015 ( as
provisions of the Companies Act, 2013. We believe that amended ) under section 133 of the Companies Act, 2013.
the audit evidence we have obtained is sufficient and This responsibility also includes maintenance of adequate
appropriate to provide a basis for our opinion on the accounting records in accordance with the provisions of
standalone financial statements. the Act for safeguarding of the assets of the Company
and for preventing and detecting frauds and other
Key Audit matter : irregularities; selection and application of appropriate
implementation and maintenance of accounting policies;
We have determined that there are no key audit matters to
making judgments and estimates that are reasonable and
communicate in our report.
prudent; and design, implementation and maintenance of
Emphasis of matter adequate internal financial controls, that were operating
effectively for ensuring the accuracy and completeness
We draw your attention to Note No 44 to the standalone of the accounting records, relevant to the preparation
financial statements which the extend to which the and presentation of the standalone financial statement
COVID-19 pandemic will impact the company will depend that give a true and fair view and are free from material
on future developments, which are highly uncertain. Our misstatement, whether due to fraud or error.
opinion is not modified in respect of this matter.
In preparing the standalone financial statements,
Information other than the Financial Statements and management is responsible for assessing the Company’s
Auditor’s Report thereon: ability to continue as a going concern, disclosing, as
The Company’s Board of Directors is responsible for the applicable, matters related to going concern and using the
other information. The other information comprises the going concern basis of accounting unless management
87
either intends to liquidate the Company or to cease auditor’s report. However, future events or conditions
operations, or has no realistic alternative but to do so. may cause the Company to cease to continue as a
Those Board of Directors is also responsible for overseeing going concern.
the company’s financial reporting process. (v) Evaluate the overall presentation, structure and content
of the standalone financial statements, including the
Auditor’s Responsibility for the Audit of the disclosures, and whether the standalone financial
Standalone Financial Statements statements represent the underlying transactions and
Our objectives are to obtain reasonable assurance about events in a manner that achieves fair presentation.
whether the financial statements as a whole are free from Materiality is the magnitude of misstatements in the
material misstatement, whether due to fraud or error, standalone financial statements that, individually or in
and to issue an auditor’s report that includes our opinion. aggregate, makes it probable that the economic decisions
Reasonable assurance is a high level of assurance, but of a reasonably knowledgeable user of the standalone
is not a guarantee that an audit conducted in accordance financial statements may be influenced. We consider
with SAs will always detect a material misstatement when quantitative materiality and qualitative factors in (i)
it exists. Misstatements can arise from fraud or error and planning the scope of our audit work and in evaluating
are considered material if, individually or in the aggregate, the results of our work; and (ii) to evaluate the effect of
they could reasonably be expected to influence the any identified misstatements in the standalone financial
economic decisions of users taken on the basis of these statements
financial statements.
We communicate with those charged with governance
As part of an audit in accordance with SAs, we exercise regarding, among other matters, the planned scope and
professional judgment and maintain professional timing of the audit and significant audit findings, including
skepticism throughout the audit. We also: any significant deficiencies in internal control that we
(i) Identify and assess the risks of material misstatement identify during our audit.
of the standalone financial statements, whether We also provide those charged with governance
due to fraud or error, design and perform audit with a statement that we have complied with relevant
procedures responsive to those risks, and obtain ethical requirements regarding independence, and
audit evidence that is sufficient and appropriate to communicate with them all relationships and other
to provide a basis for our opinion. The risk of not matters that may reasonably be thought to bear on our
detecting a material misstatement resulting from independence, and where applicable, related safeguards.
fraud is higher than for one resulting from error,
as fraud may involve collusion, forgery, intentional From the matters communicated with those charged with
omissions, misrepresentations, or the override of governance, we determine those matters that were of
internal control. most significance in the audit of the standalone financial
statements of the current period and are therefore the key
(ii) Obtain an understanding of internal controls relevant audit matters. We describe these matters in our auditor’s
to the audit in order to design audit procedures that report unless law or regulation precludes public disclosure
are appropriate in the circumstances. Under Section about the matter or when, in extremely rare circumstances,
143(3)(i) of the Act, we are also responsible for we determine that a matter should not be communicated
expressing our opinion on whether the Company has in our report because the adverse consequences of doing
adequate internal financial controls system in place so would reasonably be expected to outweigh the public
and the operating effectiveness of such controls. interest benefits of such communication.
(iii) Evaluate the appropriateness of accounting policies
used and the reasonableness of accounting Report on Other Legal and Regulatory Requirements
estimates and related disclosures in the standalone As required by the Companies (Auditor’s Report) Order,
financial statements made by the Management. 2016 (“the Order”), issued by the Central Government
(iv) Conclude on the appropriateness of management’s of India in terms of sub-section (11) of section 143 of
use of the going concern basis of accounting and, the Companies Act, 2013, we give in the Annexure A
based on the audit evidence obtained, whether statement on the matters specified in paragraphs 3 and 4
a material uncertainty exists related to events or of the Order, to the extent applicable.
conditions that may cast significant doubt on the As required by Section 143(3) of the Act, we report that:
ability of the company to continue as a going concern. a. We have sought and obtained all the information
If we conclude that a material uncertainty exists, we and explanations which to the best of our knowledge and
are required to draw attention in our auditor’s report belief were necessary for the purposes of our audit.
to the related disclosures in the standalone financial
statements or, if such disclosures are inadequate, to b. In our opinion, proper books of account as required
modify our opinion. Our conclusions are based on by law have been kept by the Company so far as it
the audit evidence obtained up to the date of our appears from our examination of those books.
88
c. The Balance Sheet, the Statement of Profit and Loss, ANNEXURE (A) TO THE INDEPENDENT AUDITOR’S
(including other comprehensive income) and the REPORT
Cash Flow Statement dealt with by this Report are in [Referred to in paragraph 1 under ‘Report on Other
agreement with the books of account. Legal and Regulatory Requirements’ in the Independent
d. In our opinion, the aforesaid standalone financial Auditor’s Report of even date to the members of Goldiam
statements comply with the Accounting Standards International Limited on the standalone financial
specified under Section 133 of the Act. statements for the year ended 31st March, 2021]
e. On the basis of the written representations received 1. (a) Company has maintained proper records
from the directors as on 31st March, 2021 taken showing full particulars, including quantitative
on record by the Board of Directors, none of the details and situation of fixed assets.
directors is disqualified as on 31st March, 2021 from (b) All fixed assets have been physically verified
being appointed as a director in terms of Section 164 by the management in a phased periodical
(2) of the Act. manner, which in our opinion is reasonable
f. With respect to the adequacy of the internal financial having regard to the size of the Company
controls over financial reporting of the Company and and the nature of its assets. According to the
the operating effectiveness of such controls, refer information and explanations given to us, no
to our separate Report in “Annexure B”. Our report material discrepancies were noticed on such
expresses an unmodified opinion on the adequacy verification.
and operating effectiveness of the Company’s (c) As per the information and explanations given
internal financial controls over financial reporting. to us, the immovable properties owned by the
g. With respect to the other matters to be included in the company are held in the name of the company.
Auditor’s Report in accordance with the requirements In respect of immovable property taken on lease
of Section 197(16) of the Act, as amended. In our and disclosed as fixed assets in standalone
opinion and to the best of our information and financial statements, the lease agreement is in
according to the explanations given to us, the the name of the Company.
remuneration paid by the Company to its directors 2. The Inventories have been physically verified
during the year is in accordance with the provisions during the year by the management. In our opinion,
of Section 197 of the Act. frequency of verification of inventory is reasonable.
h. With respect to the other matters to be included in There are no material discrepancies noticed by the
the Auditor’s Report in accordance with Rule 11 of management.
the Companies (Audit and Auditors) Rules, 2014, in 3. (a) The Company has granted loans to one body
our opinion and to the best of our information and corporate covered in the register maintained
according to the explanations given to us: under section 189 of the Companies Act, 2013
i) The company has disclosed the impact of pending (‘the Act’).
litigations as at 31st March, 2021 on its financial (b) In the case of the loans granted to the bodies
position in its standalone financial position in its corporate listed in the register maintained
standalone financial statements – refer Note 41 to under section 189 of the Act, the borrower have
the standalone financial statements. been regular in the payment of the interest
ii) The Company did not have any long term as stipulated. The terms of arrangements do
contracts including derivate contracts as at not stipulate any repayment schedule and the
31st March, 2021. loans are repayable on demand. Accordingly,
iii) There has been no delay in transferring amounts, paragraph 3(iii)(b) of the order is not applicable
required to be transferred, to the Investor to the company in respect of repayment of the
Education and Protection fund by the company principal acmount.
during the year ended 31st March, 2021. (c) There are no overdue amounts in respect of the
For J.D. Zatakia & Co. loans granted to the bodies corporate listed in
Chartered Accountants the register maintained under section 189 of the
FRN No. 111777W Act.
4. According to information and explanations given to
us, the company has complied with the provisions
J.D. Zatakia of section 185 and 186 of the Companies Act, 2013
Proprietor in respect of loans, investments, guarantees and
Membership No. 17669 security.
Place: Mumbai UDIN NO. 21017669AAAACM3928
5. In our opinion and according to the information
Date :May 25, 2021 and explanations given to us, the company has not
89
accepted any deposits from the public within the year and did not have any term loans outstanding
provisions of Section 73 to 76 of the Companies Act, during the year.
2013 and the rules framed there under. 10. During the course of our examination of the books and
6. We have broadly reviewed the cost records records of the Company, carried out in accordance
maintained by the Company pursuant to the with the generally accepted auditing practice in India,
Companies (Cost Records and Audit) Rules, 2014 and according to the information and explanations
prescribed by the Central Government under sub- given by the management, we report that no fraud
section (1) of Section 148 of the Companies Act, 2013 by the Company or any fraud on the Company by its
and are of the opinion that prima facie the prescribed officers or employees has been noticed or reported
cost records have been so made and maintained. We during the course of our audit.
have, however, not made a detailed examination of
11. As per the information and explanations given to
the cost records with a view to determine whether
us the managerial remuneration has been paid or
they are accurate or complete.
provided in accordance with the requisite approvals
7. a) According to the information and explanations mandated by the provisions of section 197 read with
given to us and on the basis of the examination schedule V of the Companies Act, 2013.
of the books of account, the Company has been
12. As per the information and explanations given to us
regular in depositing undisputed statutory dues
the company is not a Nidhi Company.
including Provident Fund, Investor Education
and Protection Fund, Employees’ State 13. As per the information and explanations given to us
Insurance, Income-tax, Sales-tax, Service tax, the company all transactions with the related parties
Value Added Tax Customs Duty, Excise Duty, are in compliance with section 177 and 188 of the
and other statutory dues applicable to it with the Companies Act, 2013 where applicable and details
appropriate authorities. have been disclosed in the Standalone Financial
b) According to the information and explanations Statements, etc., as required by the applicable
given to us, no undisputed amounts payable in accounting standards.
respect of Provident Fund, Investor Education 14. As per the information and explanations given to us,
and Protection Fund, Employees’ State the company has not made any preferential allotment
Insurance, Income tax, Sales tax, Service or private placement of shares or fully or partly
tax, Customs Duty, Excise Duty and other convertible debentures during the year review.
undisputed statutory dues were outstanding,
15. As per the information and explanations given to
at the year end for a period of more than six
us, the company has not entered into any non- cash
months from the date they became payable.
transactions with the directors or persons connected
According to the records of the Company, disputed with him.
Municipal Property Tax together with Penalty not deposited
16. As per the information and explanations given to us,
on account of dispute are as follows.
the company is not required to get it registered under
section 45-IA of the Reserve Bank of India Act, 1934.
Name of Amount Period to which Forum where
Statute / ` in lacs the amount dispute is
Description relates pending For J.D. Zatakia & Co.
Property 136.97 1997-98 Bombay High Chartered Accountants
Tax Court FRN No. 111777W
8. Based on our audit procedures and on the information

and explanations given by the management, we are
of the opinion that the company has not defaulted J.D. Zatakia
in repayment of loans or borrowings to banks. The Proprietor
Company does not have any borrowings by way Membership No. 17669
debentures. UDIN NO. 21017669AAAACM3928
9. The Company has not raised money by way of initial Place: Mumbai
public offer including debt instruments during the Date : May 25, 2021
90
ANNEXURE ‘B’ TO THE INDEPENDENT AUDITOR’S Meaning of Internal Financial Controls over Financial
REPORT Reporting:
A company’s internal financial control over financial reporting
Independent Auditor’s Report on the Internal Financial is a process designed to provide reasonable assurance
Controls under Clause (i) of Sub-section 3 of Section regarding the reliability of financial reporting and the
143 of the Companies Act, 2013 (“the Act”) preparation of financial statements for external purposes in
We have audited the internal financial controls over financial accordance with generally accepted accounting principles. A
reporting of Goldiam International Limited (“the Company”) company’s internal financial control over financial reporting
as of March 31, 2021 in conjunction with our audit of the includes those policies and procedures that
financial statements of the Company for the year ended on (1) Pertain to the maintenance of records that, in reasonable
that date. detail, accurately and fairly reflect the transactions
Management’s Responsibility for Internal Financial and dispositions of the assets of the company;
Controls (2) provide reasonable assurance that transactions
The Company’s management is responsible for establishing are recorded as necessary to permit preparation of
and maintaining internal financial controls based on the financial statements in accordance with generally
internal control over financial reporting criteria established accepted accounting principles, and that receipts and
by the Company considering the essential components expenditures of the company are being made only in
of internal control stated in the Guidance Note on Audit accordance with authorizations of management and
of Internal Financial Controls over Financial Reporting directors of the company; and
issued by the Institute of Chartered Accountants of India. (3) Provide reasonable assurance regarding prevention
These responsibilities include the design, implementation or timely detection of unauthorized acquisition, use, or
and maintenance of adequate internal financial controls disposition of the company’s assets that could have a
that were operating effectively for ensuring the orderly material effect on the financial statements.
and efficient conduct of its business, including adherence Inherent Limitations of Internal Financial Controls over
to company’s policies, the safeguarding of its assets, the Financial Reporting
prevention and detection of frauds and errors, the accuracy
Because of the inherent limitations of internal financial
and completeness of the accounting records, and the timely
controls over financial reporting, including the possibility
preparation of reliable financial information, as required
of collusion or improper management override of controls,
under the Companies Act, 2013.
material misstatements due to error or fraud may occur and
Auditors’ Responsibility not be detected. Also, projections of any evaluation of the
Our responsibility is to express an opinion on the Company’s internal financial controls over financial reporting to future
internal financial controls over financial reporting based on periods are subject to the risk that the internal financial control
our audit. We conducted our audit in accordance with the over financial reporting may become inadequate because of
Guidance Note on Audit of Internal Financial Controls over changes in conditions, or that the degree of compliance with
Financial Reporting (the “Guidance Note”) and the Standards the policies or procedures may deteriorate.
on Auditing, to the extent applicable to an audit of internal Opinion
financial controls, both issued by the Institute of Chartered
In our opinion, the Company has in all material respects,
Accountants of India. Those Standards and the Guidance
an adequate internal financial controls system over financial
Note require that we comply with ethical requirements and
reporting and such internal financial controls over financial
plan and perform the audit to obtain reasonable assurance
reporting were operating effectively as at March 31,2021,
about whether adequate internal financial controls over
based on the internal control over financial reporting criteria
financial reporting was established and maintained and if
established by the Company considering the essential
such controls operated effectively in all material respects.
components of internal control stated in the Guidance
Our audit involves performing procedures to obtain audit Note on Audit of Internal Financial Controls Over Financial
evidence about the adequacy of the internal financial Reporting issued by the Institute of Chartered Accountants
controls system over financial reporting and their operating of India.
effectiveness.
Our audit of internal financial controls over financial reporting For J.D. Zatakia & Co.
included obtaining an understanding of internal financial
Chartered Accountants
controls over financial reporting, assessing the risk that a
FRN No. 111777W
material weakness exists, and testing and evaluating the
design and operating effectiveness of internal control based
on the assessed risk. The procedures selected depend on
the auditor’s judgment, including the assessment of the risks J.D. Zatakia
of material misstatement of the financial statements, whether Proprietor
due to fraud or error. Membership No. 17669
We believe that the audit evidence, we have obtained is 21017669AAAACM3928
sufficient and appropriate to provide a basis for our adverse Place: Mumbai
audit opinion on the Company’s internal financial controls Date : May 25, 2021
system over financial reporting.
91
STANDALONE BALANCE SHEET AS AT 31ST MARCH 2021
(Amounts are in lakhs unless stated otherwise)
Particulars Note As at March As at March
31, 2021 31, 2020
A ASSETS
I Non-current assets
a) Property, plant and equipment 1 2,480.51 1,478.76
b) Capital Work-in-progress 1 12.25 -
b) Investment property 2 193.57 193.57
c) Intangible assets 3 25.64 14.42
d) Investments in Subsidiaries and Associates 4 1,704.55 638.04
e) Financial assets
i. Investments 4(a) 2,933.45 4,005.00
ii. Loans 5 22.26 12.73
iii. Other Financial Assets 6 24.83 20.47
g) Deferred tax assets (net) 7 - 160.69
Total non-current assets 7,397.06 6,523.68
II Current assets
a) Inventories 8 1,809.90 1,237.69
b) Financial assets
i. Investments 9 12,685.36 10,122.49
ii. Trade receivables 10 3,325.19 2,836.47
iii. Cash and cash equivalents 11 5,133.09 2,577.29
iv. Bank balances other than (iii) above 12 70.26 66.79
v. Loans 13 1,743.73 2,406.38
c) Other current assets 14 52.26 52.00
Total current assets 24,819.79 19,299.11
Total assets 32,216.85 25,822.79
B EQUITY AND LIABILITIES
I Equity
a) Equity share capital 15 2,217.49 2,217.49
b) Other equity 16 22,318.57 19,910.03
Total equity 24,536.06 22,127.52
II LIABILITIES
Non-current liabilities
a) Deferred tax liabilities 17 87.65 -
Total non-current liabilities 87.65 -
III Current liabilities
a) Financial liabilities
i. Borrowings 18 1,000.00 378.33
ii. Trade payables 19
Total outstanding dues of micro enterprises and 3.59 2.77
small enterprises
Total outstanding dues of creditors other than 6,057.02 2,954.42
micro enterprises and small enterprises
iii. Other financial liabilities 20 428.22 197.62
b) Provisions 21 29.95 25.79
c) Current Tax Liabilities 22 74.36 136.34
Total current liabilities 7,593.14 3,695.27
Total liabilities 7,680.79 3,695.27
Total equity and liabilities 32,216.85 25,822.79
The accompanying notes are an integral part of these standalone financial statements.
As per our attached report of even date. For and on behalf of the Board of Goldiam International Ltd.
For J.D. Zatakia & Co. Anmol R. Bhansali Rashesh M. Bhansali
Chartered Accountants Director Executive Chairman
ICAI Firm Registration No. 111777W (DIN-07931599) (DIN No. 00057931)
J.D. Zatakia
Proprietor Pankaj Parkhiya Darshana Faldu
Mem No. : 17669 Company Secretary Chief Financial Officer
Place : Mumbai Place : Mumbai
Date : MAY 25, 2021 Date : MAY 25, 2021
92
STANDALONE STATEMENT OF PROFIT AND LOSS FOR THE
YEAR ENDED 31ST MARCH, 2021
Particulars Note Year ended Year ended
March 31, 2021 March 31, 2020
I Income
a) Revenue from operations 23 21,605.54 16,209.07
b) Other income 24 1,753.68 1,071.59
Total income 23,359.22 17,280.66
II Expenses
a) Cost of raw materials and components consumed 25 12,703.64 11,607.52
b) Purchase of Traded goods 4,300.35 1,303.77
c) Changes in inventories of finished goods, 26
work-in-progress and traded goods 191.93 (196.88)
d) Employee benefit expenses 27 663.10 461.31
e) Finance Cost 28 15.21 11.71
f) Depreciation and amortisation expense 1 183.72 195.30
g) Other expenses 29 1,098.56 1,344.73
Total expenses 19,156.51 14,727.46
III Profit before tax 4,202.71 2,553.20
Income tax expense
- Current tax 30 903.00 658.95
- Deferred tax 30 248.35 (9.96)
IV Total tax expense 1,151.35 648.99
Profit from continuing operations 3,051.36 1,904.21
V Profit for the year 3,051.36 1,904.21
Other Comprehensive Income:
a) Items that will not be reclassified to Profit or Loss 796.23 456.97
b) Income Tax relating to items that will not be reclassified
to Profit of Loss 2.32 2.11
Total Other Comprehensive Income for the year (net of Tax) 798.55 459.08
VI Total comprehensive income for the year 3,849.91 2,363.29
VII Earnings per share (face value of `10 per share) 31
Basic 13.76 8.31
Diluted 13.76 8.31
J.D. Zatakia
Date : MAY 25, 2021 Date : MAY 25, 2021
93
STATEMENT OF CHANGES IN EQUITY FOR THE YEAR
ENDED 31ST MARCH 2021
A. EQUITY SHARE CAPITAL :
Particulars Note No. of shares Amount
Issued, subscribed and fully paid-up shares
Equity share of ` 10 each
Balance as at 1 April 2019 15 22965996 2,296.60
Changes in Equity Share Capital during the year (Buy-back of Shares) (791073) (79.11)
Balance as at 31 March 2020 15 22174923 2,217.49
Changes in Equity Share Capital during the year (Buy-back of shares) - -
Balance as at 31 March 2021 15 22174923 2,217.49
B. OTHER EQUITY
Particulars Reserves and surplus
Capital Capital General Retained Total
Redemption Reserves Reserves Earning
Reserves
Balance as at 1 April 2019 406.68 479.70 3,277.78 16,511.03 20,675.19
Profit for the year - - - 1,904.21 1,904.21
Other comprehensive income - - - 459.08 459.08
Buy-back of equity Shares 79.11 - (1,234.36) - (1,155.25)
Total comprehensive income 79.11 - (1,234.36) 2,363.29 1,208.04
Dividends distributed to equity
shareholders - - - (1,377.96) (1,377.96)
Corporate dividend tax on dividend
paid to Equity Shareholders - - - (595.24) (595.24)
Balance as at 31 March 2020 485.79 479.70 2,043.42 16,901.12 19,910.03
Profit for the year - - - 3,051.36 3,051.36
Other comprehensive income - - - 798.55 798.55
Total comprehensive income - - - 3,849.91 3,849.91
Dividends distributed to equity - - - (1,441.37) (1,441.37)
shareholders
Corporate dividend tax on dividend - - - - -
paid to Equity Shareholders
Balance as at 31 March 2021 485.79 479.70 2,043.42 19,309.66 22,318.57
J.D. Zatakia
Date : MAY 25, 2021 Date : MAY 25, 2021
94
CASH FLOW STATEMENT FOR THE YEAR ENDED 31ST MARCH, 2021
Particulars As at March As at March As at March
31, 2021 31, 2021 31, 2020
A Cash flow from operating activities :
Profit before tax 4,202.71 2,553.20
Adjustments for:
Depreciation and amortization for the year 183.72 195.30
(Profit)/Loss on sale of Investment (Net) (113.87) 31.53
Net unrealised foreign exchange (gain)/ loss (9.22) (88.11)
Net (profit)/loss on disposal of property, plant and equipment (2.20) (5.95)
Amortisation Write of property, plant and equipment 0.15 -
Net (profit)/loss on firm (42.25) -
Actuarial (gain)/loss forming part of OCI 2.32 2.11
Dividend received (1,080.00) (80.95)
Interest Income (317.40) (508.28)
Finance cost 15.21 11.71
(1,363.54) (442.64)
Operating profit before working capital changes 2,839.17 2,110.56
Adjustments for:
Decrease/(Increase) in inventories (572.21) (138.05)
Decrease/(increase) in non-current financial assets (13.89) 1.83
Decrease/(increase) in current financial assets 662.65 181.66
Decrease/(increase) in other current assets (0.26) 6.19
Decrease/(increase) in trade receivables (428.16) 2,197.62
(Decrease)/increase in trade payables 3,052.08 864.93
(Decrease)/increase in current financial liabilities 230.60 82.26
(Decrease)/increase in other current liabilities 4.16 (0.99)
2,934.97 3,195.45
Cash generated from operating activities 5,774.14 5,306.01
Income Tax Paid (net) (964.98) (574.86)
Net cash generated from operating activities 4,809.16 4,731.15
B Cash flow from investing activities:
Purchase of property, plant and equipment (1,221.14) (217.02)
Proceeds from disposal of property, plant and equipment 14.25 32.89
Purchase of Investments (7,804.70) (10,878.22)
Acquisition of Subsidiary / Associates (1,202.23) -
Proceeds from redemption of current investments, 7,136.92 9,210.48
Proceeds from Disposal of Associates 1.10 -
Interest received 317.40 508.28
Dividend received 1,080.00 (39.13)
Buy Back Amount received from Associates 40.54 -
Buy Back Amount received from Subsidiary 222.87 120.08
Net cash used in investing activities (1,414.99) (1,262.64)
C Cash flow from financing activities:
(Repayment)/proceeds of short term borrowings, net 621.67 (292.90)
Buy-Back of Equity Shares - (1,234.36)
Interest paid (15.21) (11.71)
Dividends paid (1,441.37) (1,377.96)
Tax on Buy on Equity Shares - (287.56)
Buy Back Expenses Equity Shares - (24.33)
Corporate dividend tax - (283.35)
Net cash generated from financing activities (834.91) (3,512.17)
Net increase in cash and cash equivalents (A+B+C) 2,559.26 (43.66)
Cash and cash equivalents at the beginning of the year 2,644.08 2,687.74
Cash and cash equivalents at the end of the year 5,203.34 2,644.08
Note:
1) Figures in bracket represent cash outflow.
2) The cash flow statement has been prepared under the indirect method as set out in Indian Accounting Standard (Ind
AS 7) statement of cash flows.
3) Purchase of Property, Plant and Equipment includes movements of capital work-in-progress (including capital
advances) during the year.
J.D. Zatakia
Date : MAY 25, 2021 Date : MAY 25, 2021
95
Summary of Significant Accounting Policies and Other
Explanatory Information for the year ended 31st March 2021
Company Information
Goldiam International Limited (the Company) is a public limited company domiciled in India with its registered
office located at Gems & Jewellery Complex, M.I.D.C., SEEPZ, Andheri (East) Mumbai - 400 096. The Company is
listed on the Bombay Stock Exchange (BSE) and The National Stock Exchange (NSE). The Company is engaged
in manufacturing and export of Diamond studded Gold & Silver Jewellery.
A. Basis of Preparation
I) Compliance with Ind AS
These financial statements have been prepared in accordance with the Indian Accounting Standards
(hereinafter referred to as the ‘Ind AS’) as notified by Ministry of Corporate Affairs pursuant to section133 of
the CompaniesAct,2013 read with Rule 3 of the Companies(Indian Accounting Standards) Rules, 2015 and
Companies (Indian Accounting Standards) Amendment Rules,2016.
The financial statements have been prepared on accrual and going concern basis. The accounting policies are
applied consistently to all the periods presented in the financial statements. All assets and liabilities have been
classified as current or non current as per the Company’s normal operating cycle and other criteria asset out
in the Division II of Schedule III to the Companies Act, 2013. Based on the nature of products and the time
between acquisition of assets for processing and their realisation in cash and cash equivalents, the Company
has ascertained its operating cycle as 12 months for the purpose of current or non-current classification of
assets and liabilities.
Financial statements are presented in `. which is the functional currency of the Company and all values are
rounded to the nearest Lakhs, except when otherwise indicated, further the transactions and balances with
values below the rounding off norm adopted by the Company have been reflected as “0” in the relevant notes in
these financial statements.
The financial statements of the Company for the year ended 31st March, 2021 were approved for issue in
accordance with the resolution of the Board of Directors on May 25, 2021.
All assets and liabilities, for which fair value is measured or disclosed in the financial statements, are categorised
within the fair value hierarchy, described as follows, based on the lowest level input that is significant to the fair
value measurement as a whole:
i. Level 1 – inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities that the
entity can access at the measurement date;
ii. Level 2 – inputs other than quoted prices included within level 1, that are observable for the asset or
liability, either directly or indirectly; and
iii. Level 3 – inputs that are unobservable for the asset or liability.
II) Current versus non current classification
The Company presents assets and liabilities in the balance sheet based on current/ non-current classification.
• Expected to be realised or intended to sold or consumed in normal operating cycle.
• Held primarily for the purpose of trading
• Expected to be realised within twelve months after the reporting period, or
• Cash or cash equivalent unless restricted from being exchanged or used to settle a liability for at least
twelve months after the reporting period.
All other assets are classified as non-current.
A liability is classified as current when:
* It is expected to be settled in normal operating cycle
* It is held primarily for the purpose of trading
* It is due to be settled within twelve months after the reporting period, or
* There is no unconditional right to defer the settlement of the liability for at least twelve months after the
reporting period.
All other liabilities are classified as non-current.
96
B KEY ACCOUNTING ESTIMATES AND JUDGEMENTS
The preparation of financial statements requires management to make judgments, estimates and assumptions in
the application of accounting policies that affect there reported amounts of assets, liabilities, income and expenses.
Actual results may differ from these estimates. Continuous evaluation is done on the estimation and judgments
based on historical experience and other factors, including expectations of future events that are believed to be
reasonable. Revisions to accounting estimates are recognised prospectively.
Information about critical judgments in applying accounting policies, as well as estimates and assumptions that have
the most significant effect to the carrying amounts of assets and liabilities within the next financial year, are included
in the following notes:
(a) Measurement of defined benefit obligations - Note 27
(b) Measurement and likelihood of occurrence of provisions and contingencies - Note 42
(c) Recognition of deferred tax liability - Note 17
C
SIGNIFICANT ACCOUNTING POLICIES
a) Property, Plant and Equipment:
property, plant and equipment are stated at their cost of acquisition. The cost comprises purchase price,
borrowing cost if capitalisation criteria are met and directly attributable cost of bringing the asset to its working
condition for the intended use.
Subsequent costs are included in the asset’s carrying amount or recognised as a separate asset, as appropriate,
only when it is probable that future economic benefits associated with the item will flow to the Company. All other
repair and maintenance costs are recognised in statement of profit and loss as incurred.
Subsequent measurement (depreciation and useful lives) :
Depreciation on property, plant and equipment is provided on written-down value, computed on the basis of
useful lives (as set out below) prescribed in Schedule II the Act:
Description of Asset Estimated useful life (in years)
Buildings 30
Plant and equipment 15
Office equipment 5
Computers 3
Computers Servers 5
Furniture and fixtures 10
Vehicles 8
The residual values, useful lives and method of depreciation are reviewed at each financial year end and
adjusted prospectively, if appropriate.
Material items such as spare parts, stand-by equipment and service equipment are classified as PPE when
they meet the definition of PPE as specified in Ind AS 16 – Property, Plant and Equipment.
After initial recognition, intangible assets are carried at cost less any accumulated amortisation and accumulated
impairment losses, if any.
De-recognition
An item of property, plant and equipment and any significant part initially recognised is derecognised upon
disposal or when no future economic benefits are expected from its use or disposal. Any gain or loss arising on
de-recognition of the asset (calculated as the difference between the net disposal proceeds and the carrying
amount of the asset) is included in the income statement when the asset is derecognised.
b) Intangible Assets :
computer software acquired are measured on initial recognition at cost. Cost comprises the purchase price (net
of tax/duty credits availed wherever applicable) and any directly attributable cost of bringing the assets to its
working condition for its intended use.
The amortisation period and the amortisation method for finite-life intangible assets is reviewed at each financial
year end and adjusted prospectively, if appropriate.
After initial recognition, intangible assets are carried at cost less any accumulated amortisation and accumulated
impairment losses, if any.
An intangible asset is derecognised on disposal, or when no future economic benefits are expected from its use
or disposal. Gains or losses arising from derecognition of an item of intangible asset are measured as
97
the difference between the net disposal proceeds and the carrying amount of such item of intangible asset and
are recognised in the Statement of Profit and Loss when the asset is derecognised.
Amortisation of Intangible Assets :
Description of Asset Estimated useful life Amortisation Method

(in years)
Computer software 5 Amortised on a straight-line
basis over the useful life
c) Investment Properties :
Property that is held for long-term rental yields or for capital appreciation or both, and that is not occupied by
the Company, is classified as investment property. Investment property is measured at its cost, including related
transaction costs. and impairment if any.
d) Impairment of non-financial assets

At each reporting date, the Company assesses whether there is any indication based on internal/external factors,
that an asset may be impaired. If any such indication exists, the Company estimates the recoverable amount of
the asset. If such recoverable amount of the asset or the recoverable amount of the cash generating unit to which
the asset belongs is less than its carrying amount, the carrying amount is reduced to its recoverable amount and
the reduction is treated as an impairment loss and is recognised in the statement of profit and loss. All assets are
subsequently reassessed for indications that an impairment loss previously recognised may no longer exist. An
impairment loss is reversed if the asset’s or cash-generating unit’s recoverable amount exceeds its carrying amount.
The impairment losses and reversals are recognised in statement of profit and loss.
e) Investments in Subsidiaries, Associates and Joint Ventures:

Investments in subsidiaries, associates and joint ventures are carried at cost less accumulated impairment losses, if
any. Where an indication of impairment exists, the carrying amount of the investment is assessed and written down
immediately to its recoverable amount. On disposal of investments in subsidiaries, associates and joint venture, the
difference between net disposal proceeds and the carrying amounts are recognized in the Statement of Profit and
Loss.
f) Financial instruments
Financial assets
Initial recognition and measurement

Financial assets are recognised when the Company becomes a party to the contractual provisions of the
instrument.
Subsequent measurement
On initial recognition, a financial asset is recognised at fair value, in case of Financial assets which are recognised
at fair value through other comprehensive Income (FVOCI), its transaction cost are recognised in the statement of
profit and loss. In other cases, the transaction cost are attributed to the acquisition value of the financial asset.
Financial assets are subsequently classified as measured at :

• amortised cost.
• fair value through profit and loss (FVTPL).
• fair value through other comprehensive income (FVOCI).
Financial assets are not reclassified subsequent to their recognition, except if and in the period the Company
changes its business model for managing financial assets.
Trade Receivables and Loans:

Trade receivables are initially recognised at fair value. Subsequently, these assets are held at amortised cost, using
the effective interest rate (EIR) method net of any expected credit losses. The EIR is the rate that discounts estimated
future cash income through the expected life of financial instrument.
Mutual Funds, Equity investment, bonds and other financial instruments :
98
Mutual Funds, Equity Investment, bonds and other financial instruments are initially measured at amortised cost, fair
value through other comprehensive income (‘FVOCI’) or fair value through profit or loss (‘FVTPL’) till derecognition
on the basis of (i) the Company’s business model for managing the financial assets and (ii) the contractual cash flow
characteristics of the financial asset.
i) Measured at amortised cost:

Financial assets that are held within a business model whose objective is to hold financial assets in order to
collect contractual cash flows that are solely payments of principal and interest, are subsequently measured at
amortised cost.
ii) Measured at fair value through other comprehensive income (FVOCI):
Mutual Funds, Equity investment, bonds and other financial instruments in the scope of Ind As 109 are measured
at fair value through profit and loss account( FVOCI).
iii) Measured at fair value through profit or loss (FVTPL):

A financial asset not classified as either amortised cost or FVOCI, is classified as FVTPL. Such financial assets
are measured at fair value with all changes in fair value.
Financial liabilities

All financial liabilities are recognised initially at fair value and transaction cost that is attributable to the acquisition of
the financial liabilities is also adjusted. These liabilities are classified as amortised cost.
Subsequent to initial recognition, these liabilities are measured at amortised cost using the effective interest method.
These liabilities include borrowings.
De-recognition of financial liabilities

A financial liability is de-recognised when the obligation under the liability is discharged or cancelled or expires.
When an existing financial liability is replaced by another from the same lender on substantially different terms,
or the terms of an existing liability are substantially modified, such an exchange or modification is treated as the
derecognition of the original liability and the recognition of a new liability. The difference in the respective carrying
amounts is recognised in the statement of profit and loss.
g) Impairment of financial assets

In accordance with Ind AS 109, the Company applies expected credit loss (ECL) model for measurement and
recognition of impairment loss for financial assets.
ECL is the difference between all contractual cash flows that are due to the Company in accordance with the
contract and all the cash flows that the Company expects to receive. When estimating the cash flows, the Company
is required to consider –
• All contractual terms of the financial assets (including prepayment and extension) over the expected life of the
assets.
• Cash flows from the sale of collateral held or other credit enhancements that are integral to the contractual terms
Trade receivables
The Company applies approach permitted by Ind AS 109, financial instruments, which requires expected lifetime
losses to be recognised from initial recognition of receivables.
Other financial assets

For recognition of impairment loss on other financial assets and risk exposure, the Company determines whether
there has been a significant increase in the credit risk since initial recognition and if credit risk has increased
significantly, impairment loss is provided.
h) Inventories
99
Raw Material: Lower of cost or net realisable value. Cost is determined on first in first out (‘FIFO’) basis.
Work in progress, manufactured finished goods and traded goods are valued at lower of cost and net realisable
value. Cost of work in progress and manufactured finished goods comprises direct material, cost of conversion and
other costs incurred in bringing these inventories to their present location and condition. Trading goods are valued at
Cost or net realisable value, whichever is lower.
Finished goods: Lower of cost or net realisable value. Cost is determined on FIFO basis, includes direct material
and labour expenses and appropriate proportion of manufacturing overheads based on the normal capacity for
manufactured goods.
Net realisable value is the estimated selling price in the ordinary course of business less estimated costs of
completion and estimated costs of necessary to make the sale.
Inventories of cut and polished diamonds are valued at cost or net realisable value whichever is lower based on the
valuation report obtained from Government approved Valuer.
i) Foreign Currency Translation
Initial recognition
The Company’s financial statements are presented in Rupees, which is also the Company’s functional currency.
Transactions in foreign currencies are recorded on initial recognition in the functional currency at the exchange
rates prevailing on the date of the transaction.
Measurement at the balance sheet date

Foreign currency monetary items of the Company, outstanding at the balance sheet date are restated at the
year-end rates. Non-monetary items which are carried at historical cost denominated in a foreign currency are
reported using the exchange rate at the date of the transaction. Non-monetary items measured at fair value in
a foreign currency are translated using the exchange rates at the date when the fair value is determined.
Treatment of exchange difference

Exchange differences that arise on settlement of monetary items or on reporting at each balance sheet date of
the Company’s monetary items at the closing rate are recognised as income or expenses in the period in which
they arise.
j) Income taxes :
Tax expense recognised in statement of profit and loss comprises the sum of deferred tax and current tax not
recognised in Other Comprehensive Income (‘OCI’) or directly in equity.
Current income-tax is measured at the amount expected to be paid to the tax authorities in accordance with the
Indian Income-tax Act. Current income-tax relating to items recognised outside statement of profit and loss (either in
OCI or in equity). The company has provided the current tax as per the announcement by The Government of India,
on September 20, 2019, vide the Taxation Laws (Amendment) Ordinance 2019, inserted a new Section 115BAA in
the Income Tax Act, 1961, which provides an option to the Company for paying Income Tax at reduced rates as per
the provisions/conditions defined in the said section.
Deferred income-tax is calculated using the liability method. Deferred tax liabilities are generally recognised in full
for all taxable temporary differences. Deferred tax assets are recognised to the extent that it is probable that the
underlying tax loss, unused tax credits or deductible temporary difference will be utilised against future taxable
income. This is assessed based on the Company’s forecast of future operating results, adjusted for significant non-
taxable income and expenses and specific limits on the use of any unused tax loss or credit. Deferred tax assets or
liability arising during tax holiday period is not recognised to the extent it reverses out within the tax holiday period.
Unrecognised deferred tax assets are re-assessed at each reporting date and are recognised to the extent that it has
become probable that future taxable profits will allow the deferred tax asset to be recovered.
Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the year when the
asset is realised or the liability is settled, based on tax rates (and tax laws) that have been enacted or substantively
enacted at the reporting date. Deferred tax relating to items recognised outside statement of profit and loss is
recognised outside statement of profit and loss (either in OCI or in equity).
k) Cash and cash equivalents
100
Cash and cash equivalents comprise cash in hand, demand deposits with banks/corporations and short- term highly
liquid investments (original maturity less than 3 months) that are readily convertible into known amount of cash and
are subject to an insignificant risk of change in value.
l) Post-employment, long term and short term employee benefits
Defined contribution plans

Provident fund benefit is a defined contribution plan under which the Company pays fixed contributions into funds
established under the Employees’ Provident Funds and Miscellaneous Provisions Act, 1952. The Company has no
legal or constructive obligations to pay further contributions after payment of the fixed contribution.
Defined benefit plans

Gratuity is a post-employment benefit defined under The Payment of Gratuity Act, 1972 and is in the nature of a
defined benefit plan. The liability recognised in the financial statements in respect of gratuity is the present value
of the defined benefit obligation at the reporting date, together with adjustments for unrecognised actuarial gains
or losses and past service costs. The defined benefit/obligation is calculated at or near the reporting date by an
independent actuary using the projected unit credit method.
Actuarial gains and losses arising from past experience and changes in actuarial assumptions are credited or charged
to the statement of OCI in the year in which such gains or losses are determined.
Other long-term employee benefits

Liability in respect of compensated absences is estimated on the basis of an actuarial valuation performed by an
independent actuary using the projected unit credit method.
Actuarial gains and losses arising from past experience and changes in actuarial assumptions are charged to
statement of profit and loss in the year in which such gains or losses are determined.
Other Short-term employee benefits

Expense in respect of other short term benefits is recognised on the basis of the amount paid or payable for the
period during which services are rendered by the employee.
m) Business Combinations and Goodwill

The Company uses the acquisition method of accounting to account for business combinations. The Company
measures goodwill as of the acquisition date at the difference of the fair value consideration transferred (including
fair value of previously held interest and contingent consideration) less the net fair value of the identifiable assets
acquired and liabilities (including contingent liabilities) assumed. When such difference results into deficit, the excess
is recognised in equity as capital reserve.
Business combination involving entities or businesses under common control is accounted for using the pooling of
interest method. Under pooling of interest method, the assets and liabilities of combining entities are reflected at their
carrying amount and no adjustments are made to reflect fair values.
Transaction costs that the Company incurs in connection with a business combination are expensed as incurred.
n) Operating expenses
Operating expenses are recognised in profit or loss upon utilisation of the service or as incurred.
o) Borrowing costs
Borrowing costs directly attributable to the acquisitions, construction or production of a qualifying asset are capitalised
during the period of time that is necessary to complete and prepare the asset for its intended use or sale. Other
borrowing costs are expensed in the period in which they are incurred and reported in finance costs.
p) Fair value measurement
The Company measures financial instruments, at fair value at each balance sheet date.
Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction
between market participants at the measurement date. The fair value measurement is based on the presumption
that the transaction to sell the asset or transfer the liability takes place either:
• ln the principal market for the asset or liability, or
101
• ln the absence of a principal market, in the most advantageous market for the asset or liability
The principal or the most advantageous market must be accessible by the Company.
The fair value of an asset or a liability is measured using the assumptions that market participants would use when
pricing the asset or liability, assuming that market participants act in their economic best interest.
q) Provisions, contingent assets and contingent liabilities

Provisions are recognised when the Company has a present legal or constructive obligation as a result of past
events, it is probable that an outflow of resources will be required to settle the obligation and the amount can be
reliably estimated. Provisions are not recognised for future operating losses.
Provisions are measured at the present value of management’s best estimate of the expenditure required to settle
the present obligation at the end of the reporting period. The discount rate used to determine the present value is a
pre tax rate that reflects current market assessments of the time value of money and the risks specific to the liability.
The increase in the provision due to the passage of time is recognised as interest expense.
Contingent liability is disclosed for:
• Possible obligations which will be confirmed only by future events not wholly within the control of the Company or
• Present obligations arising from past events where it is not probable that an outflow of resources will be required to
settle the obligation or a reliable estimate of the amount of the obligation cannot be made.
Contingent assets are not recognized. However, when inflow of economic benefit is probable, related asset is
disclosed.
r) Earnings per share

Basic earnings per share is calculated by dividing the net profit or loss for the period attributable to equity shareholders
(after deducting attributable taxes) by the weighted average number of equity shares outstanding during the period.
The weighted average number of equity shares outstanding during the period is adjusted for events including a
bonus issue.
For the purpose of calculating diluted earnings per share, the net profit or loss for the period attributable to equity
shareholders and the weighted average number of shares outstanding during the period are adjusted for the effects
of all dilutive potential equity shares.
s) Significant management judgment in applying accounting policies and estimation uncertainty

The preparation of the Company’s financial statements requires management to make judgments, estimates
and assumptions that affect the reported amounts of revenues, expenses, assets and liabilities, and the related
disclosures.
Significant management judgments and estimates
The following are significant management judgments and estimates in applying the accounting policies of the
Company that have the most significant effect on the financial statements.
Recognition of deferred tax assets – The extent to which deferred tax assets can be recognised is based on an
assessment of the probability of the future taxable income against which the deferred tax assets can be utilised.
Evaluation of indicators for impairment of assets – The evaluation of applicability of indicators of impairment of
assets requires assessment of several external and internal factors which could result in deterioration of recoverable
amount of the assets.
Recoverability of advances/receivables – At each balance sheet date, based on historical default rates observed
over expected life, the management assesses the expected credit loss on outstanding receivables and advances.
Defined benefit obligation (DBO) – Management’s estimate of the DBO is based on a number of critical underlying
assumptions such as standard rates of inflation, medical cost trends, mortality, discount rate and anticipation of
future salary increases. Variation in these assumptions may significantly impact the DBO amount and the annual
defined benefit expenses.
Fair value measurements – Management applies valuation techniques to determine the fair value of financial
instruments (where active market quotes are not available). This involves developing estimates and assumptions
consistent with how market participants would price the instrument. Management uses the best information available.
Estimated fair values may vary from the actual prices that would be achieved in an arm’s length transaction at the
reporting date
Useful lives of depreciable/amortizable assets – Management reviews its estimate of the useful lives of depreciable/
102
amortizable assets at each reporting date, based on the expected utility of the assets. Uncertainties in these
estimates relate to technical and economic obsolescence.
t) Revenue recognition
The Company derives revenues primarily from sale of manufactured goods, traded goods and related services.
The core principle of Ind AS 115 is that an entity should recognise revenue to depict the transfer of promised
goods or services to customers in an amount that reflects the consideration to which the entity expects to be
entitled in exchange for those goods or services. Specifically, the standard introduces a 5-step approach to revenue
recognition:
Revenue is recognized on satisfaction of performance obligation upon transfer of control of products to customers
in an amount that reflects the consideration the Company expects to receive in exchange for those products.
Step 1: Identify the contract(s) with a customer
Step 2: Identify the performance obligation in contract
Step 3: Determine the transaction price
Step 4: Allocate the transaction price to the performance obligations in the contract
Step 5: Recognise revenue when (or as) the entity satisfies a performance obligation
The Company evaluates the arrangement with customers, considering underlying substance and terms and
conditions of the arrangements. Revenue is accounted either on gross or net basis based on the expected discounts
to be offered to customers.
Interest Income
Interest income is recognised on an accrual basis using the effective interest method.
Dividend
Dividends are recognised at the time the right to receive the payment is established.
u) Accounting policy for Lease :
Company as a lessee :
The Company applies a single recognition and measurement approach for all leases, except for short-term leases
and leases of low value assets. The Company recognises lease liabilities to make lease payments and right-of-use
assets representing the right to use the underlying assets.
As per Ind A S 116, the lessee needs to recognise depreciation on rights of use assets and finance costs on lease
liabilities in the statement of profit and loss.
Leases where the lessor effectively retains substantially all the risks and benefits of ownership of the leased item are
classified as operating leases. Operating lease payments are recognised as an expense in the Statement of Profit
and Loss on a straight-line basis over the lease term unless the payments are structured to increase in line with
expected general inflation to compensate for the lessor’s expected inflationary cost increases.
Company as a lessor:
Leases in which the Company does not transfer substantially all the risks and rewards incidental to ownership of
an asset are classified as operating leases. Rental income arising is accounted for on a straight-line basis over the
lease terms. Initial direct costs incurred in negotiating and arranging an operating lease are added to the carrying
amount of the leased asset and recognised over the lease term on the same basis as rental income. Contingent
rents are recognised as revenue in the period in which they are earned.
v) Operating Segment
The managing committee is considered to be the ‘Chief Operating Decision Maker’ (CODM) as defined in IND AS
108. The Operating Segment is the level at which discrete financial information is available. The CODM allocates
resources and assess performance at this level. The Company has identified the below operating segments:
a) Jewellery Manufacturing Activity.
b) Investment Activity.
103
Summary of Significant Accounting Policies and Other Explanatory Information for the year ended March 31, 2021
104
NOTE 1 - PROPERTY, PLANT AND EQUIPMENT
Particulars Buildings Office Furniture Plant and Office Vehicles Total Capital work-
Premises fixture machinery equipments in-progress
Gross block
As at April 01, 2019 326.43 1,417.14 172.24 592.89 25.38 368.57 2,902.65 -
Additions 18.34 - 31.13 24.96 3.75 138.84 217.02 -
Deduction - - - - 0.06 84.54 84.60 -
As at March 31, 2020 344.77 1,417.14 203.37 617.85 29.07 422.87 3,035.07 -
Additions - 1,105.55 58.73 12.10 2.04 7.08 1,185.50 12.25
Deduction - - 0.15 10.46 - 3.67 14.28 -
As at March 31, 2021 344.77 2,522.69 261.95 619.49 31.12 426.27 4,206.29 12.25

Particulars Buildings Office Furniture Plant and Office Vehicles Total Capital work-
Premises fixture machinery equipments in-progress
Accumulated depreciation
As at April 01, 2019 283.04 383.92 145.04 460.64 19.92 144.98 1,437.54 -
Depreciation charge during
the year 4.70 50.29 7.39 25.88 2.62 85.86 176.74 -

Deduction - - - - - 57.97 57.97 -
As at March 31, 2020 287.74 434.21 152.43 486.52 22.54 172.87 1,556.31 -
Depreciation charge during
the year 5.18 48.16 12.64 23.33 3.00 79.24 171.55 -
Deduction - - - 1.12 - 0.96 2.08 -
As at March 31, 2021 292.92 482.37 165.07 508.73 25.54 251.15 1,725.78 -
-
Net carrying amount as at 51.85 2,040.32 96.89 110.76 5.58 175.12 2,480.51 12.25
March 31, 2021
Net carrying amount as at 57.03 982.93 50.94 131.33 6.53 250.00 1,478.76 -
March 31, 2020

No Assets are pledged as security.
The title deeds of immovable properties included in Property, Plant and Equipment are held in the name of the Company.
NOTE 2 - INVESTMENT PROPERTY
Particulars As at March As at March

31, 2021 31, 2020
Gross block
As at April 01, 2019 193.57 193.57
Additions - -
Deduction - -
As at March 31, 2020 193.57 193.57
Additions - -
Deduction - -
As at March 31, 2021 - -
193.57 193.57
Accumulated amortisation and impairment
As at April 01, 2019 - -
Amortisation charge during the year - -
Impairment loss during the year - -
As at March 31, 2020 - -
Amortisation charge during the year - -
As at March 31, 2021 - -
Net carrying amount as at March 31, 2021 193.57 193.57

The fair values of investment properties have been determined by independent valuer, as per the valuation report the
value of Investment property is ` 229.00 lakhs (Pervious year ` 220.00 lakhs) as on March 31, 2021, All resulting fair
value estimates for investment properties are included in level 3.
NOTE 3 - INTANGIBLE ASSETS
Particulars Computer Total

software
Gross block
As at April 01, 2019 109.30 109.30
Additions - -
Deduction - -
As at March 31, 2020 109.30 109.30
Additions 23.39 23.39
Deduction - -
As at March 31, 2021 132.69 132.69
As at April 01, 2019 76.32 76.32
Amortisation charge during the year 18.56 18.56
As at March 31, 2020 94.88 94.88
Amortisation charge during the year 12.17 12.17
As at March 31, 2021 107.05 107.05
105
NOTE 4 - INVESTMENT IN SUBSIDIARIES AND ASSOCIATES
Particulars No. Of Share/ As at March No. Of Share/ As at March

Bond Unit 31, 2021 Bond Unit 31, 2020
A) Investments in subsidiaries :
In Equity Instruments at cost, fully paid-up
Unquoted
Diagold Designs Limited 1,254,411 288.07 1,672,548 384.09
Goldiam Jewellery Limited 1,000,000 100.00 1,000,000 100.00
Goldiam USA Inc 200 72.00 200 72.00
Eco-Friendly Diamonds LLP - Partners Capital - 153.00 - -
Eco-Friendly Diamonds LLP - Partners Current A/c - 1,091.48 - -
In Equity Instruments at cost, fully paid-up
Unquoted
Goldiam HK Limited (Face Value of HK$ 1 each) - - 1,495,681 81.95
Total 1,704.55 638.04
NOTE 4(a) - NON CURRENT INVESTMENTS
A) Investment in Other Equity Instruments
Unquoted, fully paid up
Classic Diamonds (I) Ltd 5 - 5 -
Reliable Ventures Ltd 50,000 - 50,000 -
S.B. & T International Ltd 1 - 1 -
Shrenuj & Co Ltd 10 - 10 -
Sip Technologies Exports Limited 1,891 - 1,891 -
Winsome Diamonds And Jewellery Ltd 1 - 1 -
B) Investment in Tax Free Bonds
Quoted (At amortised cost)
8.10% Tax Free Housing and Urban 8,676 89.82 8,676 91.53
Development Corporation Limited 10 Yrs. Bond
8.40% Tax Free Indian Railway Finance 20,000 221.72 20,000 218.00
Corporation Ltd SR-92 15 Yrs. Bond
7.25% Tax Free Indian Railway Finance 9,060 114.61 9,060 105.01
Corporation Ltd SR-104 20 Yrs. Bond
8.20% Tax Free National Highways Authority 7,417 79.58 7,417 79.96
of India 10Years Bond
7.35% Tax Free Power Finance Corporation Ltd 1,284 16.48 1,284 45.06
SR 3A 30 Yrs. Bond
C) Investment Preference Shares
Quoted, fully paid up (At Fair value through Profit
& Loss)
8% L & T Finance Holdings Ltd - Cumulative,
Compulsorily Redeemable,
Non-Convertible Preference Shares (17/11/2022) 1,000,000 1,000.00 1,000,000 1,050.00
106
D) Investment in Mutual Fund
Unquoted- Fully paid up (At Fair value through
Profit & Loss)
Axis Fixed Term Plan - Series 97 (1116 Days) - - 2,500,000 269.81
Growth
DSP FMP - Series 238 - 36M - Regular - Growth - - 4,000,000 461.50
Kotak FMP Series 239 - Growth (Regular Plan) 3,000,000 382.06 3,000,000 344.27
UTI Fixed Term Income Fund Series XXIX - XIII - - 2,500,000 260.17
(1122 Days)- Growth Plan
E) Investment in Debentures
Unquoted (At Fair value through Profit and Loss )
ASK Real Estate Special Opportunities Fund - II 332.50 417.31 332.500 427.01
ASK Real Estate Special Situations Fund - I 198.18 202.75 225 238.67
ICICI Prudential Real Estate AIF-I (class A) 142,204 160.15 168,328 180.41
Kotak Alternate Opportunities ( India ) Fund - 2.13 - 5.46
Kshitij Venture Capital Fund 30,000 2.28 30,000 2.30
2,933.45 4,005.00
Aggregate amount of quoted investments 1,522.21 1,589.55

Aggregate market value of listed and quoted 1,522.21 1,589.55
investments
Aggregate amount of unquoted investments 3,115.79 3,053.48
Aggregate Provision for Impairment in the Value of 7.02 0.19
Investments
NOTE 5 - LONG TERM LOANS AND ADVANCES

31, 2021 31, 2020
Loans Receivables considered good - Unsecured
Advance Tax 12.73 12.73
Loans which have significant increase in Credit Risk - -
Loans - credit impaired - -
Other Loans and Advances 9.53 -
Total 22.26 12.73
The Company recongnised ROU asserts for the following assets categories:
NOTE 6 - OTHER NON CURRENT FINANCIAL ASSETS

31, 2021 31, 2020
Security Deposits 24.83 20.47
Total 24.83 20.47
107
NOTE 7 - DEFERRED TAX ASSETS

31, 2021 31, 2020
Deferred tax asset arising on account of Provision for employee benefits - 0.80
Deferred tax assets arising on account of Financial assets at fair value through P&L - 190.74
Deferred tax assets arising on account of Provision for Doubtful Debts - -
TOTAL OF DEFERRED TAX ASSETS - 191.54
Deferred tax liability arising on account of Difference between accounting base and tax - 30.85
base of PPE
TOTAL OF DEFERRED TAX LIABILITY - 30.85
NET DEFERRED TAX ASSETS / (LIABILITY) - 160.69
NOTE 8- INVENTORIES

31, 2021 31, 2020
Raw materials 1,565.52 800.45
Stock in Process 152.00 172.91
Finished goods 75.47 246.49
Stock of Consumable Stores & Spare parts (at cost) 16.91 17.84
Total 1,809.90 1,237.69
NOTE 9 - NON-CURRENT INVESTMENTS

A) Investment in Equity Instruments
& Loss)
Reliable Ventures Ltd - - 50,000 -
Renaissance Global Ltd 1 - - -
Titan Company Limited 20 0.31 20 0.19
(Old name Titan Industries Limited)
B) Investment in Mutual Fund
Unquoted- Fully paid up (At Fair value through
Profit & Loss)
AXIS Banking & PSU Debt Fund - Regular 57,922.832 1,192.86 - -
Growth
Axis Fixed Term Plan - Series 97 (1116 Days) 2,500,000.000 294.06 - -
Growth
AXIS Treasury Advantage Fund - Regular 60,190.273 1,445.15 - -
Growth
Kotak FMP Series 220 - Growth (Regular Plan) 2,001,444.000 253.36 2,001,444.000 235.07
Aditya Birla Sunlife Liquid Fund - Regular Plan - - 315,752.946 1,003.29
Growth
Aditya Birla Sunlife Savings Fund - Regular Plan 320,003.072 1,352.67 320,003.072 1,272.08
- Growth
108
DSP FMP - Series 238 - 36M - Regular - Growth 4,000,000.000 500.26 - -
Franklin India Ultra Short Bond Fund-Super 380,431.431 113.08 753,735.703 207.32
Institutional Plan-Growth
HDFC Corporate Bond Fund - Regular Plan - 8,923,956.673 2,224.55 - -
Growth
HDFC Credit Risk Debt Fund - Regular Plan - - - 2,224,813.973 370.34
Growth
HDFC Overnight Fund - Regular Plan - Growth - - 37,227.731 1,100.02
ICICI Prudential Savings Fund - Growth - - 537,293.105 2,081.20
ICICI Prudential Credit Risk Fund - Growth - - 1,730,153.695 376.27
IDFC Banking & PSU Debt Fund - Regular Plan 2,130,560.764 409.81 - -
- Growth
IDFC Bond Fund - Short Term Plan - Regular 720,537.233 321.83 - -
Plan - Growth
IDFC Corporate Bond Fund - Regular Plan - 6,754,273.997 1,014.69 - -
Growth
Kotak Floating Rate Fund - Regular Plan - 161,049.153 1,851.82 95,918.763 1,019.52
Growth
Kotak Liquid Fund - Regular Plan - Growth 26,085.893 1,080.17 52,267.684 2,090.96
Kotak Flexicap Fund - Regular Plan - Growth 747,771.970 333.33 127,291.393 34.04
(Old Name: Kotak Standard Multicap Fund -
Growth - Regular Plan)
UTI Fixed Term Income Fund Series XXIX - XIII 2,500,000.000 297.41 - -
C) Investment in Debentures
Unquoted- fully paid up (At Fair value through
Profit & Loss)
L&T Finance Ltd Series M OF FY 2018-19 - MLD - - 30 332.19
Reliance Commercial Finance Ltd - (NCMLD) 27 - 27 -
Debentures Series RCF/02
12,685.36 10,122.49
Aggregate amount of quoted investments 0.31 0.19
Aggregate market value of listed and quoted 0.31 0.19
investments
Aggregate Provision for Impairment in the Value 250.23 288.55
of Investments
109
NOTE 10 - TRADE RECEIVABLES

31, 2021 31, 2020
Outstanding for a period exceeding six months from the
date they are due for payment
Unsecured considered good 117.27 101.84
Doubtful - -
117.27 101.84
Less : Provision for doubtful receivables - -
117.27 101.84
Other receivables
Unsecured, considered good 3,207.92 2,734.63
Less : Provision for doubtful receivables - -
3,207.92 2,734.63
Trade Receivables which have significant increase in Credit Risk - -
Trade Receivables - credit impaired - -
Total
3,325.19 2,836.47
NOTE 11 - CASH AND CASH EQUIVALENTS

31, 2021 31, 2020
Cash on hand 39.91 41.71
Bank balances
- Current Account 211.37 315.70
- EEFC Account 4,851.90 2,191.63
- Fixed Deposit with Banks 29.91 28.25
Total 5,133.09 2,577.29
NOTE 12 - OTHER BANK BALANCES

31, 2021 31, 2020
Margin money deposits 0.80 5.20
Unclaimed dividend account 69.46 61.59
Total 70.26 66.79
NOTE 13 - SHORT TERM LOANS AND ADVANCES

31, 2021 31, 2020
Inter Corporate deposit 1,600.00 2,300.00
Others 143.73 106.38
Total 1,743.73 2,406.38
110
NOTE 14 - OTHER CURRENT ASSETS

31, 2021 31, 2020
Balance with govt authorities 42.72 42.95
Prepaid expenses 9.54 9.05
Total 52.26 52.00
NOTE 15 - SHARE CAPITAL AND OTHER EQUITY

31, 2021 31, 2020
Share capital
Authorised shares
31000000 Equity Shares of ` 10/- each 3,100.00 3,100.00
(Previous year 31000000 Equity Shares of ` 10/- each)
(Previous Year 22174923 Equity Shares of ` 10/- each)
2,217.49 2,217.49
(a) Reconciliation of the shares outstanding at the beginning and at the end of the reporting period
Equity Shares Nos. ` in Lakhs

Balance as at 01st April 2019 22,965,996 2,296.60
Changes during the period - -
Buy Back of Equity Share (791,073) (79.11)
Balance as at 31st March 2020 22,174,923 2,217.49
Changes during the period - -
Buy Back of Equity Share - -
Balance as at 31st March 2021 22,174,923 2,217.49
(b) Terms/ rights attached to equity shares

The company has only one class of equity shares having par value of `.10 per share. Each holder of equity shares
is entitled to one vote per share. The company declares and pays dividends in Indian rupees. The dividend proposed
by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting.
In the event of liquidation of the Company, the holders of equity shares will be entitled to receive remaining assets
of the Company, after distribution of all preferential amounts. The distribution will be in proportion to the number of
equity shares held by the shareholders.
(c) Details of shareholders holding more than 5% shares in the Company (as per the register of members of the
Company are as under)
Name of the shareholder As at March 31, 2021 As at March 31, 2020

Nos. of % holding in Nos. of % holding in
Shares the class Shares the class
Equity shares of ` 10/- each fully paid
Mr. Rashesh Manhar Bhansali 10,000,000 45.10% 10,000,000 45.10%
Mr. Anmol Rashesh Bhansali 3,600,000 16.23% 3,340,000 15.06%
Mrs. Shobhnaben Manhar Kumar Bhansali 1,094,672 4.94% 1,094,672 4.94%
As per records of the Company, including its register of shareholders/ members and other declarations received from
shareholders regarding beneficial interest, the above shareholding represents both legal and beneficial ownerships
of shares.
111
d) Final & Interim Dividend on Equity Shares
Final dividend of ` 1.5 (i.e. 15%) per equity share of ` 10/- each for the Financial Year ended March 31, 2020 on
22,174,923 equity shares declared by Shareholders at Annual General meeting held on September 25, 2020.
The Board of Directors have declared 1st interim dividend of 30% (`3 per equity shares) and 2nd interim dividend
of 20% (`2 per equity shares) Nov.10, 2020 and Feb. 11, 2021 respectiely on 22,174,923 equity shares.

NOTE 16 - OTHER EQUITY

31, 2021 31, 2020
Capital Redemption Reserve
a) As per Balance Sheet 485.79 406.68
Add : Transfer from Equity Share Capital - 79.11
485.79 485.79
Capital Reserve
a) As per Balance Sheet 479.70 479.70
479.70 479.70
General reserve
(a) As per Balance Sheet 2,043.42 3,277.78
Less : Utilisation for Buy Back of Equity Shares - (1,234.36)
2,043.42 2,043.42
Retained Earning
Balance as per the last financial statements 16,901.12 16,511.03
Profit for the year 3,849.91 2,363.29
Less: Appropriations
Interim equity dividend 1,108.75 1,148.30
Tax on interim equity dividend - 236.14
Dividend on equity shares 332.62 229.66
Tax on equity dividend - 47.21
Buy Back expenses - 24.33
Income Tax on Buy Back of Shares - 287.56
Closing Balance 19,309.66 16,901.12
TOTAL 22,318.57 19,910.03
a)
Capital Redemption Reserve
The Company has recognised Capital Redemption Reserve on buyback of equity shares from its retained earnings.
The amount in Capital Redemption Reserve is equal to nominal amount of the equity shares bought back.
b)
Capital Reserves
Capital redemption reserve was created on forfeiture of share warrant application money. The balance will be utilised
in accordance with the provision of the Companies Act, 2013.
112
c)
General Reserve
The Company created general reserve in earlier years pursuant to the provisions of the Companies Act wherein
certain percentage of profits were required to be transferred to general reserve before declaring dividends. As per
the Companies Act 2013, the requirement to transfer profits to general reserve is not mandatory. General reserve is
a free reserve available to the Company.
NOTE 17 - DEFERRED TAX LIABILITY

31, 2021 31, 2020
Deferred tax asset arising on account of Provision for employee benefits 0.80 -
Deferred tax assets arising on account of Financial assets at fair value through P&L - -
TOTAL OF DEFERRED TAX ASSETS 0.80 -
Deferred tax liability arising on account of Difference between accounting
base and tax base of PPE 37.58 -
Deferred tax liability arising on account of Financial assets at fair value through P&L 50.87
TOTAL OF DEFERRED TAX LIABILITY 88.45 -
87.65 -
NOTE 18 - SHORT TERM BORROWINGS

31, 2021 31, 2020
Packing Credit In Foreign Currency With Citibank - 378.33
Packing Credit In Indian Currency 1,000.00 -
Total 1,000.00 378.33
(Secured by Pledge on investments in Fixed Maturity Plans (FMP)/Debt Funds through CITI Bank N.A. and Deemed
Promissory Note of `2500.00 lakhs and Letter of Continuity)
Particulars Unit
Axis Banking & PSU Debt Fund - Regular Growth 57922.832
Aditya Birla Sun Life Saving Fund - Growth- Regular Plan 320003.072
(Secured by Pledge of Mutual Funds/Bonds through Kotak Mahindra Bank Limited of ` 2000.00 lakhs
Particulars Unit
Kotak Floating Rate Fund Growth ( Regular Plan) 95918.763
Details of term of repayment and rate of interest are as set out below :
Type of Loan Rate of Interest Maturity Period

Pre-shipment credit in foreign currency 1.50% Aug-21
Note 19 - TRADE PAYABLES

31, 2021 31, 2020
Total outstanding dues of micro enterprises and small enterprises 3.59 2.77
Total outstanding dues other than micro enterprises and small enterprises 6,057.02 2,954.42
Total 6,060.61 2,957.19
113
A) DETAILS OF DUES TO MICRO, MEDIUM AND SMALL ENTERPRISES : As at March As at March
31, 2021 31, 2020
(a) the principal amount and the interest due thereon (to be shown separately) 3.59 2.77
remaining unpaid to any supplier at the end of each accounting year
(b) the amount of interest paid by the buyer in terms of section 16 of the Micro, Small NIL NIL
and Medium Enterprises Development Act, 2006 (27 of 2006), along with the
amount of the payment made to the supplier beyond the appointed day during
each accounting year
(c) the amount of interest due and payable for the period of delay in making payment - 0.21
(which has been paid but beyond the appointed day during the year) but without
adding the interest specified under the Micro, Small and Medium Enterprises
Development Act, 2006
(d) the amount of interest accrued and remaining unpaid at the end of each accounting 0.34 0.34
year
(e) the amount of further interest remaining due and payable even in the succeeding NIL NIL
years, until such date when the interest dues above are actually paid to the small
enterprise, for the purpose of disallowance of a deductible expenditure under
section 23 of the Micro, Small and Medium Enterprises Development Act, 2006
NOTE 20 - OTHER FINANCIAL LIABILITIES

31, 2021 31, 2020
a) Statutory dues payable 13.87 11.04
b) Salaries due to director 283.71 122.57
c) Trade / Security Deposits 0.50 0.50
d) Advance received from clients 60.68 1.92
e) Unclaimed dividend (*) 69.46 61.59
Total 428.22 197.62
(*) Investor Education and Protection Fund (‘IEPF’)- as at March 31, 2021, there is no amount due and outstanding to
be transferred to the IEPF by the company. Unclaimed Dividend, if any, shall be transferred to IEPF as and when they
become due.
NOTE 21 - SHORT TERM PROVISIONS

31, 2021 31, 2020
(a) Provision for employee benefits:
(i) Provision for gratuity (Refer Note No. 27) 26.77 22.61
(ii) Provision for Leave Salary 3.18 3.18
Total 29.95 25.79
NOTE 22 - CURRENT TAX LIABILITY

31, 2021 31, 2020
(i) Provision for tax (net of prepaid taxes) 74.36 136.34
Total 74.36 136.34
114
NOTE 23 - REVENUE FROM OPERATIONS

31, 2021 31, 2020
(a) Manufactured goods 17,065.27 14,841.41
(b) Traded goods 4,540.27 1,367.66
21,605.54 16,209.07
Revenue from Sale of products comprises :
(a) Manufactured goods
Sales of gold Jewellery 17,043.74 14,833.14
Sales of Silver Jewellery 21.53 8.27
17,065.27 14,841.41
(b) Traded goods
Sales of Cut & Polished Diamond 4,521.93 1,293.85
Sale of Colour Stone - 0.42
Sale of Wax & Findings 2.56 26.32
Sale of Gold Mounting 15.78 47.07
Total 4,540.27 1,367.66
NOTE 24 - OTHER INCOME

31, 2021 31, 2020
Dividend on Shares and Units of Mutual Funds 1,080.00 80.95
Profit on sale of Current and Non Current Investments (Net) 113.87 -
Profit on sale of fixed assets 2.20 5.95
Net gain on foreign currency transaction and translation 184.60 398.18
Miscellaneous Income 0.47 44.87
Credit balance written 5.31 24.41
Share of Profit from Eco-Friendly Diamonds LLP 42.25 -
Discount - 0.36
Sale of Scrap 1.78 1.23
Rent Income 5.80 7.36
Total 1,753.68 1,071.59
Profit on sale of Current and Non Current Investments includes :

1) on Buy back of 25% of equity sahres of one of the subsidiary Diagold Designs Limited ` 126.85 lakhs
2) on Buy back of 28% of equity sahres of one of the Associates Goldiam HK Limited ` 17.58 lakhs
3) loss on sale / disposal of entire stake in one of the Associates Goldiam HK Limited ` 58.89 lakhs
115
NOTE 25 - COST OF RAW MATERIALS AND COMPONENTS CONSUMED

31, 2021 31, 2020
Opening Stock 800.45 861.18
Add: Purchases
Gold 5,072.57 4,195.77
Cut & Polished Diamonds 8,335.74 7,243.25
Gold Mounting 11.69 13.13
Gold Findings 25.02 62.83
Alloy 21.71 20.10
Silver 0.30 0.79
Colour Stone 1.08 0.61
Semi Finished Gold Jewellery - 3.04
Semi Finished Silver Jewellery 0.60 7.27
14,269.16 12,407.97
Less : Closing Stock 1,565.52 800.45
Total 12,703.64 11,607.52
(a) Raw Materials Consumed Comprise :

Gold 5,124.36 4,191.59
Cut & Polished Diamonds 7,548.16 7,322.89
Platinum - 0.48
Gold Findings 21.11 53.60
Alloy 8.56 14.45
Colour Stone 0.86 0.78
Silver Models - 0.54
Semi Finished Gold Jewellery - 3.04
Semi Finished Silver Jewellery 0.60 7.03
Gold Mounting - 13.12
(b) Value of imported raw materials consumed and the value of all indigenous raw materials similarly consumed and the
percentage of each to the total consumption.
Particulars Amount in (INR) Percentage Percentage

31.03.2021 31.03.2020 31.03.2021 31.03.2020
Raw Materials
(i) Imported 929.38 1,369.52 7.32% 11.80%
(ii) Indigenous 11,774.26 10,238.00 92.68% 88.20%
116
NOTE 26 - CHANGES IN INVENTORIES OF FINISHED GOODS, WORK-IN-PROGRESS AND TRADED GOODS
31, 2021 31, 2020
Inventories at the beginning of the year
Work-in-progress 172.91 94.26
419.40 222.52
Inventories at the end of the year
227.47 419.40
Total 191.93 (196.88)
NOTE 27 - EMPLOYEE BENEFIT EXPENSES

31, 2021 31, 2020
Salaries, Wages, Bonus & Ex-gratia 630.41 434.41
Contribution to E.S.I.C. 0.92 1.45
Contribution to Provident Fund 2.28 2.81
Provision / Contribution to Group Gratuity and LIC 6.46 5.21
Workmen & Staff Welfare expenses 23.03 17.43
Total 663.10 461.31
(a) As per Ind As 19 “Employee benefits”, the disclosures as defined in the Accounting Standard are given below:
Defined Contribution Plan :
Contribution to Provident Fund is ` 2.28 lakhs (Previous year ` 2.81 lakhs ), ESIC and Labour Welfare Fund includes
` 0.92 lakhs (Previous year ` 1.45 lakhs).
Defined Benefit Plan :
Gratuity and Leave Encashment:
The Company makes partly annual contribution to the Employees’ Group Gratuity-cum-Life Assurance Scheme of the
Life Insurance Corporation of India, a funded benefit plan for qualifying employees. The scheme provides for lump sum
payment to vested employees at retirement, death while in employment or on termination of employment of an amount
equivalent to 15 days service for each completed year of service or part thereof depending on the date of joining. The
benefit vests after five years of continuous service.
Assumptions Gratuity Leave Encashment

Funded Funded Non Funded Non Funded
31.03.21 31.03.20 31.03.21 31.03.20
Amount in INR
Reconciliation of opening and closing balances of
the present value of the defined benefit obligation:
Present Value of obligation as at the beginning of the year 22.61 18.86 3.18 7.80
Current service cost 5.59 4.57 0.33 0.40
Past Service cost - - - -
Interest cost 1.47 1.29 0.14 0.39
Actuarial (gain) / loss (2.37) (2.11) 1.48 (1.19)
Benefits paid (0.52) - (1.96) (4.22)
Present Value of obligation as at the end of the year 26.78 22.61 3.17 3.18
117
31.03.21 31.03.20 31.03.21 31.03.20
Amount in INR
Change in Plan Assets
Plan assets at period beginning, at fair value 9.11 8.00 - -
Expected return on plan assets 0.60 0.64 - -
Actuarial (gain) / loss (0.05) - - -
Contributions 0.50 0.47 1.96 4.22
Benefits paid (0.52) - (1.96) (4.22)
Plan assets at period end, at fair value - - - -
9.64 9.11 - -
Fair Value of Plan Assets
Fair Value of plan assets at the beginning of the year 9.11 9.11 - -
Actual return on plan assets 0.60 0.64 - -
Contributions 0.50 0.47 - -
Benefits paid (0.52) - 1.96 4.22
Fair Value of plan assets at the end of the year - - (1.96) (4.22)
Funded status (9.69) (10.22) - -
Excess of Actual over estimated return NIL NIL NIL NIL
The amounts to be recognized in the Balance
Sheet and statements of Profit and Loss
Present value of obligations as at the end of year 26.78 26.36 - -
Fair value of plan assets as at the end of the year 9.64 10.22 - -
Funded status - - - -
Net asset/(liability) recognized in Balance Sheet 17.14 16.14 - -
Expenses for the year

Current service cost - - 0.33 0.40
Interest cost on benefit obligation 5.59 4.57 0.14 0.39
Expected return on plan assets 1.47 1.29 - -
Net actuarial (gain)/loss recognised in the year (0.60) (0.64) (1.19) (1.19)
Total expenses recognised in the P & L A/c 6.46 5.22 (0.72) (0.40)
Remeasurement of the net defined benefit plans:
Actuarial (Gain) / Losses due to Demographic 0.00 0.00 - -
Assumption changes in DBO
Actuarial (Gain) / Losses due to Financial Assumption (0.95) 3.57 0.30 0.30
changes in DBO
Actuarial (Gain)/ Losses due to Experience on DBO (1.43) (5.68) (1.49) (1.49)
Return on Plan Assets (Greater) / Less than Discount rate 0.05 - - -
Total Accrual Gain / Loss included in Other (2.33) (2.11) (1.19) (1.19)
Comprehensive Income
NOTE 28 - FINANCE COSTS

31, 2021 31, 2020
Interest on Bank Loan & Others 15.21 11.19
Net gain on foreign currency transaction and translation on Bank Loan - 0.52
Total 15.21 11.71
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NOTE 29 - OTHER EXPENSES

31, 2021 31, 2020
Stores & Spares 57.87 52.10
Power & Water 59.60 78.04
Machinery & Electrical Repairs 11.31 16.56
Grooving Charges & Labour charges 0.29 0.15
Insurance (Building) 0.55 0.09
Other Manufacturing Expenses 545.26 634.26
Rent, Rates & Taxes 61.86 56.81
Repairs & Maintenance others 19.12 23.31
Advertisement 1.10 1.83
Travelling and Conveyance 8.99 61.03
Bank charges 5.60 6.28
Corporate Social Responsibility Contribution (Refer Note-43) 65.46 50.00
Printing & Stationery 7.57 10.09

Auditors' Remuneration (Refer Note-33) 2.75 2.75
Donation 0.50 0.27
Vehicle expenses 12.47 19.95
Loss on sale of Current and Non Current Investments (Net) - 31.53
Bad Debts - 18.27
General Expenses 238.26 281.41
Total 1,098.56 1,344.73
Consumable Stores & Spares
Particulars Amount in INR Percentage

31.03.2021 31.03.2020 31.03.2021 31.03.2020
a) Imported 41.04 33.80 70.93% 64.88%
b) Indigenous 16.82 18.30 29.07% 35.12%
NOTE 30 - PROVISION FOR CURRENT AND DEFERRED TAX

31, 2021 31, 2020
Current tax
Current tax on profits for the year 903.00 667.67
Adjustments for current tax of prior periods - (8.72)
Total current tax expense 903.00 658.95
Deferred tax
(Decrease)/increase in deferred tax assets 248.35 (9.96)
Total deferred tax expense/(benefit) 248.35 (9.96)
Income tax expense 1,151.35 648.99
119
31, 2021 31, 2020
Reconciliation of tax expense and the accounting profit multiplied by
India’s tax rate
Accounting profit before income-tax : 4,202.71 2,553.20
Applicable Indian statutory income-tax rate 25.17% 25.17%
Computed expected tax expense 1,057.74 642.56
Tax effect of :
Expenses disallowed 73.53 88.60
Expenses allowed (370.40) (81.49)
Effect of deductible expenses - -
Tax effect for income taxable under other head of Income 120.40 7.37
Interest payable on Tax 21.73 10.63
Current tax provision 903.00 667.67
NOTE 31 - EARNING PER SHARE

Particular As at March As at March
31, 2021 31, 2020
Profit after Tax 3,051.36 1,904.21
No. of shares outstanding 22174923 22903144
Weighted Average No. of shares + potential shares o/s 22174923 22903144
Earning per share (Basic) 13.76 8.31
Earning per share (Diluted) 13.76 8.31
NOTE 32 - VALUE OF IMPORTS ON C.I.F. BASIS

31, 2021 31, 2020
1. Raw Materials 998.10 1,335.63
2. Consumable Stores 40.32 33.82
NOTE 33 - REMUNERATION TO AUDITORS

31, 2021 31, 2020
As Auditors 2.48 2.48
Tax Audit Fees 0.28 0.28
Total 2.75 2.75
NOTE 34 - RELATED PARTY TRANSACTIONS:
a) List of related parties and relationship where control exists or with whom transactions were entered into
Relationship Name of the Related Party
Subsidiaries Diagold Designs Limited
Goldiam Jewellery Limited
Goldiam USA, Inc.
Eco-Friendly Diamond LLP (w.e.f. 02nd December 2020)
Associates Sunshine Exports HK Limited

(“”SEHK””) (Formerly known as Goldiam HK Limited)
Other entities in which KMP has significant influence Eco-Friendly Diamond LLP (upto 01st December, 2020)
M.R.Bhansali & Co.
Key Management Personnel Mr. Rashesh M. Bhansali (Executive Chairman)

Mr. Anmol R. Bhansali (Whole Time Director)
Relative of Key Management Personnel Mrs. Tulsi Gupta (Daughter of Executive Chairman)
120
Details of transactions between the Company and its related parties are disclosed below:
b) Transactions during the year with related parties:

Sr. Particulars Subsidiaries Associates Other entities in which Key Management
No. KMP has significant Personnel
influence
2020-21 2019-20 2020-21 2019-20 2020-21 2019-20 2020-21 2019-20
1 Sale of goods
Goldiam Jewellery Limited 5,077.75 2,846.82 - - - - - -
Diagold Designs Limited - - - - - - - -
Goldiam USA Inc. 13,618.73 12,113.62 - - - - - -
Goldiam Hong Kong - - - - - - - -
2 Purchase of goods
Goldiam Jewellery Limited 253.46 648.25 - - - - - -
Diagold Designs Limited - 0.00 - - - - - -
Goldiam USA Inc. 969.97 1,182.85 - - - - - -
Eco- Friendly Diamonds LLP - 11.88 - -
Goldiam HK Limited - - - 8.05 - - - -
3 Labour Charges received
4 Interest Received
Diagold Designs Limited 0.69 - - -
5 Dividend Received
Goldiam Jewellery Limited 1,000.00 -
6 Rent
Goldiam Jewellery Ltd. 2.00 2.40 - - - - - -
Eco-Friendly Diamond LLP 1.80 - - - 1.20 3.60 - -
M.R.Bhansali & Co. - - - - 0.80 1.36 - -
7 Share of Profits from LLP :
Eco-Friendly Diamond LLP - - 42.25 - - - - -
8 Payments to & provision for
Directors' remuneration
Rashesh M. Bhansali - - - - - - 228.40 143.37
Anmol R. Bhansali - - - - - - 228.40 143.37
Diagold Designs Limited 22.44 - - - - - - -
121
122
influence
2020-21 2019-20 2020-21 2019-20 2020-21 2019-20 2020-21 2019-20
10 Disposal / sale of shares of Joint
venture / Associates
Goldiam HK Limited - - 1.10 - - - - -
11 Purchase of Fixed Assets
Diagold Designs Limited - 6.29 - - - - - -
Eco-Friendly Diamond LLP - - - - - 0.06 - -
12 Buy Back of Share
Diagold Designs Limited 222.87 120.08 - - - - - -
13 Contribution and acquisition in LLP :
Eco-Friendly Diamond LLP - - 1,278.73 - - - - -
14 Capital Reduction


influence
2020-21 2019-20 2020-21 2019-20 2020-21 2019-20 2020-21 2019-20
1 Outstanding Receivables
Goldiam USA Inc. 1,594.42 1,845.23 - - - - - -
Goldiam HK Limited - - 0.31 0.31 - - - -
2 Outstanding Capital and Current

Account balance :
Eco-Friendly Diamonds LLP - - 1,244.48 - - - - -
3 Outstanding Payables
Diagold Designs Limited - - - - - - - -
Goldiam USA Inc. - 47.43 - - - - - -
Rashesh M. Bhansali - - - - - - 126.04 26.66
Anmol R. Bhansali - - - - - - 157.66 95.92
NOTE 35 - FINANCIAL INSTRUMENTS / FORWARD CONTRACTS:
a) Forward Contracts
The Company is exposed to foreign currency fluctuations on foreign currency assets and forecasted cash flow
denominated in foreign currency. The Company limits the effects of foreign exchange rate fluctuations by following
established risk management policies. The Company enters into forward contracts, where the counterparty is a
Bank. The forward contracts are not used for trading or speculation purposes.
b) Unhedged foreign currency exposure :
Particular Currency As at March 31, 2021 As at March 31, 2020

In lakhs In lakhs In lakhs In lakhs
Outstanding Receivables USD $ - ` - $ 10.75 ` 813.53
Outstanding creditors for goods and spares USD $ 75.19 ` 5,497.13 $ 20.53 ` 1,553.04
Outstanding creditors for goods and spares EURO € 0.03760 ` 3.22 € 0.01057 ` 0.87
Exchange Earner’s Foreign Currency a/c with USD $ 66.36 ` 4,851.90 $ 28.96 ` 2,191.63
Banks
Packing credit in foreign currency with Bank USD - - $ 5.00 ` 378.33
NOTE 36 - SEGMENT INFORMATION

The managing committee is considered to be the ‘Chief Operating Decision Maker’ (CODM) as defined in IND AS 108.
The Operating Segment is the level at which discrete financial information is available. The CODM allocates resources
and assess performance at this level. The Company has identified the below operating segments:
1) Revenue and expenses have been identified to a segment on the basis of relationship to operating activities of
the segment. Revenue and expenses which relate to enterprise as a whole and are not allocable to a segment
on reasonable basis have been disclosed as “Unallocable”.
2) Segment assets and Segment Liabilities represents assets and liabilities in respective segments. Tax related
assets and other assets and liabilities that cannot be allocated to a segment on reasonable basis have been
disclosed as “Unallocable”.
Segment Information JEWELLERY INVESTMENTS OTHERS TOTAL TOTAL
ACTIVITY (Unallocated)
As at As at As at As at As at As at As at As at
March March March March March March March March
31, 2021 31, 2020 31, 2021 31, 2020 31, 2021 31, 2020 31, 2021 31, 2020
Segment Revenue 21,847.95 16,691.43 1,511.27 557.70 - - 23,359.22 17,249.13
Segment Results 2,801.18 2,105.21 1,498.22 536.69 - - 4,299.40 2,641.90
Less: unallocated - - - - (81.49) (76.99) (81.49) (76.99)
expenses net of
unallocated (income)
Interest expenses (Net) - - - - - - 15.21 11.71
Depreciation and - - - - - - 183.72 195.30
Amortisation
Segment Assets 9,742.17 6,513.01 17,271.32 16,505.00 5,203.35 2,804.77 32,216.84 25,822.78
Segment Liabilities 7,469.40 3,513.71 19.43 19.43 191.96 162.13 7,680.79 3,695.27
(excluding Shareholders’
Funds)
123
NOTE 37 - FINANCIAL INSTRUMENTS
i) Fair values hierarchy

Financial assets and financial liabilities measured at fair value in the statement of financial position are grouped into
three levels of a fair value hierarchy. The three levels are defined based on the observability of significant inputs to
the measurement, as follows:
Level 1: quoted prices (unadjusted) in active markets for identical assets or liabilities;
Level 2: The fair value of financial instruments that are not traded in an active market is determined using valuation
techniques which maximise the use of observable market data and rely as little as possible on entity specific estimates.
Level 3: inputs for the asset or liability that are not based on observable market data (unobservable inputs).
Financial assets and liabilities measured at fair value - recurring fair value measurements
As at 31 March 2021 Level 1 Level 2 Level 3 Total
Financial assets
Investments at fair value through OCI
Shares 0.31 - 1,704.55 1,704.86
Mutual funds - 13,311.67 - 13,311.67
Bonds 522.21 - - 522.21
Other - - 1,784.62 1,784.62
Total financial assets 522.52 13,311.67 3,489.17 17,323.36

Financial assets
Shares 0.19 - 638.04 638.23
Mutual funds - 11,351.70 - 11,351.70
Bonds 539.56 - - 539.56
Other - - 2,236.04 2,236.04
(ii) Valuation process and technique used to determine fair value

Specific valuation techniques used to value financial instruments include:
(a) The use of quoted market prices for investments in mutual funds.
(b) Use of market available inputs such as gold prices and foreign exchange rates for option to fix prices of gold in
purchase contracts and foreign currency forward contracts.
NOTE 38 -FINANCIAL RISK MANAGEMENT

i) Financial Instruments by Category
Particulars As at March 31, 2021 As at March 31, 2020
FVOCI Amortised FVOCI Amortised
Cost Cost
Financial assets
Investments
mutual funds, Shares and Bond 17,323.36 - 14,765.53 -
Loans
(i) to others - 143.73 - 106.38
(ii) to other body corporates - 1,600.00 - 2,300.00
(iii) to long term advance - 22.26 - 12.73
Trade receivables - 3,325.19 - 2,836.47
Security deposits - 24.83 - 20.47
Cash and cash equivalents - 5,133.09 - 2,577.29
Unclaimed dividend account - 70.26 - 66.79
Total 17,323.36 10,319.36 14,765.53 7,920.13
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Cost Cost
Financial Liabilities
Borrowings - 1,000.00 - 378.33
Trade payables - 6,060.61 - 2,957.19
Other financial liabilities - 428.22 - 197.62
Total - 7,488.83 - 3,533.14
The carrying value of trade receivables, securities deposits, insurance claim receivable, loans given, cash and cash
equivalents and other financial assets recorded at amortised cost, is considered to be a reasonable approximation
of fair value.
The carrying value of borrowings, trade payables and other financial liabilities recorded at amortised cost is
considered to be a reasonable approximation of fair value.
ii) Risk Management :

The Company’s activities expose it to market risk, liquidity risk and credit risk. This note explains the sources of risk
which the entity is exposed to and how the entity manages the risk and the related impact in the financial statements:
Risk Exposure arising from Measurement Management
Credit risk Cash and cash equivalents, trade Aging analysis Bank deposits,
receivables, derivative financial diversification
instruments, financial assets of asset base, credit limits
measured at amortised cost and collateral.
Liquidity risk Borrowings and other liabilities Rolling cash flow Availability of committed
forecasts credit lines and borrowing
facilities
Market risk - foreign Recognised financial assets and Cash flow Forward contracts
exchange liabilities not denominated in Indian forecasting
rupee (`) sensitivity analysis
Market risk - interest rate Borrowings at variable rates Sensitivity analysis Mix of borrowings taken at
fixed and floating rates
Market risk - gold prices Payables linked to gold prices Sensitivity analysis The gold is purchase at
the prevailing price from
nominated agencies.
Market risk - security price Investments in equity. Mutual Fund, Sensitivity analysis Portfolio diversification
securities & bond
A)
Credit Risk
Credit risk is the risk that a customer or counterparty to a financial instrument will fail to perform or pay amounts due
to the Company causing financial loss. It arises from cash and cash equivalents, deposits with banks and financial
institutions, security deposits, loans given and principally from credit exposures to customers relating to outstanding
receivables. The Company’s maximum exposure to credit risk is limited to the carrying amount of financial assets
recognised at reporting date.
The Company continuously monitors defaults of customers and other counterparties, identified either individually or
by the Company, and incorporates this information into its credit risk controls. Where available at reasonable cost,
external credit ratings and/or reports on customers and other counterparties are obtained and used. The Company’s
policy is to deal only with creditworthy counterparties.
In respect of trade and other receivables, the Company is not exposed to any significant credit risk exposure to any
single counterparty or any company of counterparties having similar characteristics. The Company has very limited
history of customer default, and considers the credit quality of trade receivables that are not past due or impaired to
be good.
The credit risk for cash and cash equivalents, mutual funds, bank deposits, loans and derivative financial instruments
is considered negligible, since the counterparties are reputable organisations with high quality external credit ratings.
Company provides for expected credit losses on financial assets by assessing individual financial instruments for
expectation of any credit losses. Since the assets have very low credit risk, and are for varied natures and purpose,
125
there is no trend that the company can draws to apply consistently to entire population. For such financial assets, the
Company’s policy is to provides for 12 month expected credit losses upon initial recognition and provides for lifetime
expected credit losses upon significant increase in credit risk. The Company does not have any expected loss based
impairment recognised on such assets considering their low credit risk nature, though incurred loss provisions are
disclosed under each sub-category of such financial assets.
Detail of trade receivables that are past due is given below:
Particulars As at As at
March 31, 2021 March 31, 2020
Not due 3,190.35 2,425.68
0-30 days past due 14.62 294.79
31-60 days past due 2.92 9.57
61-90 days past due - 0.05
More than 117.30 106.39
*rounded off to nil
Total 3,325.19 2,836.47
B)
Liquidity risk
Prudent liquidity risk management implies maintaining sufficient cash and marketable securities and the availability
of funding through an adequate amount of committed credit facilities to meet obligations when due. Due to the nature
of the business, the Company maintains flexibility in funding by maintaining availability under committed facilities.
Management monitors rolling forecasts of the Company’s liquidity position and cash and cash equivalents on
the basis of expected cash flows. The Company takes into account the liquidity of the market in which the entity
operates. In addition, the Company’s liquidity management policy involves projecting cash flows in major currencies
and considering the level of liquid assets necessary to meet these, monitoring balance sheet liquidity ratios against
internal and external regulatory requirements and maintaining debt financing plans.
Financing arrangements
The Company had access to the following undrawn borrowing facilities at the end of the reporting period:
March 31, 2021 March 31, 2020
Expiring within one year (bank overdraft and other facilities) 1,000.00 378.33
Total 1,000.00 378.33
Contractual maturities of financial liabilities
The tables below analyse the Company’s financial liabilities into relevant maturity groupings based on their contractual
maturities for all non-derivative financial liabilities. The amounts disclosed in the table are the contractual undiscounted
cash flows. Balances due within 12 months equal their carrying amounts as the impact of discounting is not significant.
As at March 31, 2021 Payable on Less than 1 Less than Less than More than Total
demand year 1-2 year 2-3 year 3 year
Non-derivatives
Borrowings - 1,000.00 - - - 1,000.00
Trade payable - 6,058.86 - - 1.75 6,060.61
Other financial liabilities 69.46 358.76 - - - 428.22
Total 69.46 7,417.62 - - 1.75 7,488.83
As at March 31, 2020 Payable on Less than 1 Less than Less than More than Total
demand year 1-2 year 2-3 year 3 year
Non-derivatives
Borrowings - 378.33 - - - 378.33
Trade payable - 2,949.23 - 0.15 7.81 2,957.19
Other financial liabilities 61.59 136.03 - - - 197.62
Total 61.59 3,463.59 - 0.15 7.81 3,533.14
126
C)
Market risk - foreign exchange
The Company is exposed to foreign exchange risk arising from foreign currency transactions, primarily with respect
to US Dollar. Foreign exchange risk arises from recognised assets and liabilities denominated in a currency that is
not the Company’s functional currency. The Company, as per its overall strategy, uses forward contracts to mitigate
its risks associated with fluctuations in foreign currency, and such contracts are not designated as hedges under Ind
AS 109. The Company does not use forward contracts and swaps for speculative purposes.
Sensitivity
The sensitivity to profit or loss from changes in the exchange rates arises mainly from financial instruments
denominated in USD. In case of a reasonably possible change in `/USD exchange rates of +/- 3% (previous year
+/- 5%) at the reporting date, keeping all other variables constant, there would have been an impact on profits of `
199.49 Lakhs (previous year ` 323.48 Lakhs).
Below is the summary of Expenditure In Foreign Currency

Particular As at As at
March 31, 2021 March 31, 2020
1. Foreign Travels 4.49 12.83
2. Others 8.61 30.36
Below is the summary of Earnings In Foreign Exchange:
March 31, 2021 March 31, 2020
1. F.O.B.Value of Exports 15,974.77 14,146.14
Below is the summary of Remittance in Foreign Exchange Currency on
Account of Dividend:
March 31, 2021 March 31, 2020
No. of Foreign Company Nil Nil
No. of Shares on which remittances were made for Dividend Nil Nil
Net Dividend (`) Nil Nil
D) INTEREST RATE RISK

i)
Liabilities
The Company’s policy is to minimise interest rate cash flow risk exposures on long-term financing. At 31 March
2021, the Company is exposed to changes in market interest rates through bank borrowings at variable interest
rates.
Interest rate risk exposure
Below is the overall exposure of the Company to interest rate risk:
March 31, 2021 March 31, 2020
Variable rate borrowing - 378.33
Fixed rate borrowing 1,000.00 -
Total Borrowings 1,000.00 378.33
Sensitivity
The sensitivity to profit or loss in case of a reasonably possible change in interest rates of +/- 50 basis points
keeping all other variables constant, would have resulted in an impact on profits by ` Nil as borrowing of current
year is at Fixed rate (previous year INR 3.78 Lakhs).
ii)
Assets
The Company’s financial assets are carried at amortised cost and are at fixed rate only. They are, therefore, not
subject to interest rate risk since neither the carrying amount nor the future cash flows will fluctuate because of
a change in market interest rates.
127
E)
Price risk
Exposure from investments in mutual funds:
The Company’s exposure to price risk arises from investments in mutual funds held by the Company and classified
in the balance sheet as fair value through profit or loss. To manage its price risk arising from investments in mutual
funds, the Company diversifies its portfolio. Diversification of the portfolio is done in accordance with the limits set by
the Company.
Sensitivity
The sensitivity to profit or loss in case of an increase in price of the instrument by 5% keeping all other variables
constant would have resulted in an impact on profits by ` 1,080.28 lakhs (previous year ` 810.45 lakhs).
Exposure from trade payables:

The Company’s exposure to price risk also arises from trade payables of the Company that are at unfixed prices,
and, therefore, payment is sensitive to changes in gold prices.
The Company applies fair value hedge for the gold purchased whose price is to be fixed in future. Therefore, there
will no impact of the fluctuation in the price of the gold on the Company’s profit for the period.
NOTE 39 - CAPITAL MANAGEMENT

The Company’ s capital management objectives are:
(i) to ensure the Company’s ability to continue as a going concern
(ii) to provide an adequate return to shareholders
The Company monitors capital on the basis of the carrying amount of equity less cash and cash equivalents as presented
on the face of balance sheet.
The Management assesses the Company’s capital requirements in order to maintain an efficient overall financing structure
while avoiding excessive leverage. This takes into account the subordination levels of the Company’s various classes of
debt. The Company manages the capital structure and makes adjustments to it in the light of changes in the economic
conditions and the risk characteristics of the underlying assets. In order to maintain or adjust the capital structure, the
Company may adjust the amount of dividends paid to shareholders, return capital to shareholders, issue new shares, or
sell assets to reduce debt.
The Company monitors capital on the basis of the following ratios:

1. Equity ratio - Total equity divided by Total assets
March 31, 2021 March 31, 2020
Total equity 24,536.06 22,127.52
Total Assets 32,216.85 25,822.79
Equity ratio 76.16% 85.69%
2. Debt equity ratio – Total debt divided by Total equity
Total debt = Long term borrowings + Short term borrowings
March 31, 2021 March 31, 2020
Total debts 1,000.00 378.33
Total equity 24,536.06 22,127.52
Debt Equity Ratio 4.08% 1.71%
3. Dividends Equity shares Amount

Final dividend for the year ended 31st march 2020 of ` 1.50 per share 332.62
Interim dividend during the year of ` 5.00 per share 1,108.75
128
NOTE 40 -DISCLOSURE WITH RESPECT TO DISCONTINUED OPERATIONS AS REFERRED TO PARA 33 OF IND
AS 105:
Sunshine Exports HK Limited (formerly known as Goldiam HK Limited) ( incoreporated in Hongkong):
PARTICULARS Amount
Revenue from Operations 1,129.45
Other income -
1,129.45
a) Cost of raw materials and components consumed 991.89

b) Employee benefit expenses 19.79
c) Other expenses 110.12
1,121.80
Net Profit before Tax 7.66

Income Tax Attributable to the said disposal (13.25)
Net Profit Loss attributable to the disposal of the Investment in Associates (57.89)
The company has received ` 40.53 lakh on account of 28% Buy Back of shares from one of the Associates Company
M/s. Sunshine Exports HK Limited (formerly known as Goldiam HK Limtied). Further the Company has sold its entire
49.93% stake of M/s. Goldiam HK Limtied to Sunshine Corporation out of which the loss incurred ` 57.89 lakh and the
same is debited to Profit & Loss account.
NOTE 41 - REVENUE FROM CONTRACT WITH CUSTOMER

Ind AS 115 requires the estimated variable consideration to be estimated and constrained to prevent over- recognition of
revenue. Based on the recent practice and based on the verbal contract with the customers the company has provided
variable consideration in the form of Discount which is generally offered to customers which is as under
The Company has recognised `217.56 lakhs in current year (`1023.44 lakhs in previous year) towards performance
obligations for goods supplied to customers.
NOTE 42 - CONTINGENT LIABILITIES NOT PROVIDED FOR

March 31, 2021 March 31, 2020
Performance guarantee in favour of Deputy. Commissioner Customs 1,757.42 1,591.50
Property Tax (Note-1) 319.82 319.82
Income Tax (Note-2) - 12.12
Note-1 The Municipal Corporation of Greater Mumbai has preferred an appeal in the High Court of Judicature at Bombay
against the order of Small Causes Court rejecting the claim of Municipal Corporation of Greater Mumbai. The
Property tax not provided which was outstanding as per Municipal Corporation of Greater Mumbai as on 31st
March, 2010 ` 319.82 lakhs (Previous year ` 319.82 lakhs) as per the capital value determined by the office of
Assistant Assessor and Collector of Brihan Mumbai Mahanagarpalika
Note-2 The company has outstanding demand of ` 15.22 lakhs for A.Y. 2016-17 against the same the company has
applied for the Vivad se Vishwas Scheme announced by the Finance Act, 2020 and has already paid ` 7.78 lakh
payable as per the scheme. The company has withdrawn appals filed against the said order with Commissioner
of Income Tax Appeals. The Company is awaiting the necessary approval from the Income Tax Department.
43 The Company has incurred ` 65.46 lakhs (previous year ` 50.00 Lakhs) towards Corporate Social Responsibility
activities. It is included in in the Statement of Profit and Loss. Further, no amount has been spent on construction
/ acquisition of an asset of the Company and the entire amount has been spent in cash. The amount required to
be spent under Section 135 of the Companies Act, 2013 for the year 2020 is ` 54.04 lakhs i.e. 2% of average net
profits for last three financial years, calculated as per Section 198 of the Companies Act,2013. In FY 20-21 The has
contributed excess amount to of ` 11.42 lakhs which is to be carry forward for next financial year.
129
44 COVID- 19 effects and assessment :
The Company’s office and manufacturing facilities remained shut due to lockdown imposed by Government of India,
which has impacted its operations of the Company.
Company has resumed its operation and started manufacturing facilities in phased manner as per the directives the
Government of India. The Company is adhering to COVID-19 guidelines issued by the Government of India, State
Government and the Local Authorities for its operations.
As the business situation is very dynamic, the company is closely monitoring it. However, the impact assessment
of COVID-19 is a continuing process given the uncertainties associated with its nature and duration and accordingly
the impact may be different from that estimated as at the date of approval of these financial statements. The company
has taken into consideration the impact in its financial statements as at 31st March, 2021. The Company will continue
to monitor any material changes to future economic conditions.
45 During the year under review, the company has received ` 222.87 lakhs on account of 25% Buy Back of shares
from one of the Subsidary the Company M/s. Diagold Design Limited, excess amount over and above investment of
`126.85 lakhs has been credited to Profit & Loss account.
46 All assets and liabilities have been classified as current or non-current as per the Company’s normal operating
cycle and other criteria set out in the Schedule III to the Companies Act, 2013. Based on the nature of products and
the time between the acquisition of assets for processing and their realisation in cash and cash equivalents, the
Company has ascertained its operating cycle as 12 months for the purpose of current – non current classification of
47 The previous year’s figures have been regrouped and rearranged wherever necessary to make in compliance with
the current financial year.
J.D. Zatakia
Date : MAY 25, 2021 Date : MAY 25, 2021
130
INDEPENDENT AUDITOR’S REPORT
TO THE MEMBERS OF GOLDIAM INTERNATIONAL form of assurance conclusion thereon.
LIMITED In connection with our audit of the consolidated financial
Report on the Consolidated Financial Statements statements, our responsibility is to read the other
information and, in doing so, consider whether the other
Opinion information is materially inconsistent with the consolidated
financial statements or our knowledge obtained in the
We have audited the accompanying consolidated financial
audit or otherwise appears to be materially misstated. If,
statements of GOLDIAM INTERNATIONAL LIMITED
based on the work we have performed and based on the
(hereinafter referred to as the ‘Holding Company”) and
work done/ audit report of other auditors, we conclude that
its subsidiaries (Holding Company and its subsidiaries
there is a material misstatement of this other information,
together referred to as “the Group”), its associates and
we are required to report that fact. We have nothing to
jointly controlled entities, which comprise the consolidated
report in this regard.
Balance Sheet as at March 31, 2021, and the consolidated
statement of Profit and Loss, the consolidated statement Management’s and Board of Directors’ Responsibilities
of changes in equity and the consolidated cash flows for the Consolidated Financial Statements
Statement for the year then ended, and notes to the
consolidated financial statements, including a summary The Holding Company’s Board of Directors is responsible
of significant accounting policies (hereinafter referred to for the preparation and presentation of these consolidated
as “the consolidated financial statements”). In our opinion financial statements in term of the requirements of the
and to the best of our information and according to the Companies Act, 2013 that give a true and fair view of the
explanations given to us, the aforesaid consolidated consolidated financial position, consolidated financial
financial statements give the information required by the performance and consolidated cash flows of the Group
Act in the manner so required and give a true and fair including its Associates and Jointly controlled entities
view in conformity with the accounting principles generally in accordance with the accounting principles generally
accepted in India, of their consolidated state of affairs of accepted in India, including the Accounting Standards
the Company as at March 31, 2021, of consolidated profit/ specified under section 133 of the Act. The respective
loss, consolidated changes in equity and its consolidated Board of Directors of the companies included in the
cash flows for the year ended on that date. Group and of its associates and jointly controlled entities
are responsible for maintenance of adequate accounting
Basis for Opinion records in accordance with the provisions of the Act for
safeguarding the assets of the Group and for preventing
We conducted our audit in accordance with the Standards
and detecting frauds and other irregularities; selection and
on Auditing (SAs) specified under section 143(10) of
application of appropriate accounting policies; making
the Companies act, 2013. Our responsibilities under
judgments and estimates that are reasonable and prudent;
those Standards are further described in the Auditor’s
and the design, implementation and maintenance of
Responsibilities for the Audit of the Consolidated Financial
adequate internal financial controls, that were operating
Statements section of our report. We are independent of
effectively for ensuring accuracy and completeness of
the Group in accordance with the Code of Ethics issued by
the accounting records, relevant to the preparation and
ICAI, and we have fulfilled our other ethical responsibilities
presentation of the financial statements that give a true
in accordance with the provisions of the Companies Act,
and fair view and are free from material misstatement,
2013. We believe that the audit evidence we have obtained
whether due to fraud or error, which have been used for
is sufficient and appropriate to provide a basis for our
the purpose of preparation of the consolidated financial
opinion.
statements by the Directors of the Holding Company, as
Key Audit matter : aforesaid.
We have determined that there are no key audit matters to In preparing the consolidated financial statements, the
communicate in our report. respective Board of Directors of the companies included
in the Group and of its associates and jointly controlled
Other Information entities are responsible for assessing the ability of the
The Holding Company’s management and Board of Group and of its associates and jointly controlled entities
Directors are responsible for the other information. The to continue as a going concern, disclosing, as applicable,
other information comprises the information included matters related to going concern and using the going
in the Holding Company’s annual report, but does not concern basis of accounting unless management either
include the consolidated financial statements and our intends to liquidate the Group or to cease operations, or
auditors’ report thereon. has no realistic alternative but to do so.
Our opinion on the consolidated financial statements does The respective Board of Directors of the companies
not cover the other information and we do not express any included in the Group and of its associates and jointly
131
controlled entities are responsible for overseeing the (v) Evaluate the overall presentation, structure and
financial reporting process of the Group and of its content of the consolidated financial statements,
associates and jointly controlled entities. including the disclosures, and whether the
consolidated financial statements represent the
Auditor’s Responsibilities for the Audit of the underlying transactions and events in a manner that
Consolidated Financial Statements achieves fair presentation.
Our objectives are to obtain reasonable assurance about Obtain sufficient appropriate audit evidence regarding the
whether the consolidated financial statements as a whole financial information of the entities or business activities
are free from material misstatement, whether due to fraud within the Group to express an opinion on the consolidated
or error, and to issue an auditor’s report that includes financial statements. We are responsible for the direction,
our opinion. Reasonable assurance is a high level of supervision and performance of the audit of the financial
assurance, but is not a guarantee that an audit conducted statements of such entities included in the consolidated
in accordance with SAs will always detect a material financial statements of which we are the independent
misstatement when it exists. Misstatements can arise from auditors. For the other entities included in the consolidated
fraud or error and are considered material if, individually financial statements, which have been audited by the
or in the aggregate, they could reasonably be expected to other auditors, such other auditors remain responsible for
influence the economic decisions of users taken on the the direction, supervision and performance of the audits
basis of these consolidated financial statements. carried out by them. We remain solely responsible for our
As part of an audit in accordance with SAs, we exercise audit opinion
professional judgment and maintain professional Materiality is the magnitude of misstatements in the
skepticism throughout the audit. We also: consolidated financial statements that, individually or in
(i) Identify and assess the risks of material misstatement aggregate, makes it probable that the economic decisions
of the consolidated financial statements, whether of a reasonably knowledgeable user of the consolidated
due to fraud or error, design and perform audit financial statements may be influenced. We consider
procedures responsive to those risks, and obtain quantitative materiality and qualitative factors in (i)
audit evidence that is sufficient and appropriate planning the scope of our audit work and in evaluating
to provide a basis for our opinion. The risk of not the results of our work; and (ii) to evaluate the effect of
detecting a material misstatement resulting from any identified misstatements in the consolidated financial
fraud is higher than for one resulting from error, statements.
as fraud may involve collusion, forgery, intentional We communicate with those charged with governance
omissions, misrepresentations, or the override of regarding, among other matters, the planned scope and
internal control. timing of the audit and significant audit findings, including
(ii) Obtain an understanding of internal controls relevant any significant deficiencies in internal control that we
to the audit in order to design audit procedures that identify during our audit.
are appropriate in the circumstances, but not for the We also provide those charged with governance
purpose of expressing an opinion on whether the with a statement that we have complied with relevant
Company has in place an adequate internal financial ethical requirements regarding independence, and
controls system over financial reporting and the to communicate with them all relationships and other
operating effectiveness of such controls matters that may reasonably be thought to bear on our
(iii) Evaluate the appropriateness of accounting policies independence, and where applicable, related safeguards.
used and the reasonableness of accounting estimates From the matters communicated with those charged with
and related disclosures made by management governance, the auditor determines those matters that
(iv) Conclude on the appropriateness of management’s were of most significance in the audit of the financial
use of the going concern basis of accounting and, statements of the current period and are therefore the
based on the audit evidence obtained, whether key audit matters. In accordance with the requirements
a material uncertainty exists related to events or of SA 701, the auditor describes these matters in the
conditions that may cast significant doubt on the auditor’s report unless law or regulation precludes public
ability of the Group to continue as a going concern. disclosure about the matter or when, in extremely rare
If we conclude that a material uncertainty exists, we circumstances, the auditor determines that a matter should
are required to draw attention in our auditor’s report to not be communicated in the auditor’s report because the
the related disclosures in the consolidated financial adverse consequences of doing so would reasonably be
statements or, if such disclosures are inadequate, to expected to outweigh the public interest benefits of such
modify our opinion. Our conclusions are based on communication
the audit evidence obtained up to the date of our
auditor’s report. However, future events or conditions Other Matters
may cause the Group to cease to continue as a going (a) We did not audit the financial statements of two
concern. subsidiaries, and one associates, whose financial
132
statements reflect total assets of ` 19,646.05 lakh as Group companies, its associate companies and
at 31st March, 2021, total revenues of ` 30,704.05 jointly controlled companies incorporated in India
lakh and net cash flows amounting to ` 2,892 lakh is disqualified as on 31st March, 2021 from being
for the year ended on that date, as considered in the appointed as a director in terms of Section 164 (2) of
consolidated financial statements. The consolidated the Act.
financial statements also include the Group’s share (f) With respect to the adequacy of the internal financial
of net profit/loss of ` 2,267.12 lakh for the year ended controls over financial reporting and the operating
31st March, 2021, as considered in the consolidated effectiveness of such controls, refer to our separate
financial statements, in respect of above mention report in “Annexure-A” which is based on the auditor’s
associates, whose financial statements have not been reports of the Parent company. Our report expresses
audited by us. These financial statements have been an unmodified opinion on the adequacy and
audited by other auditors whose reports have been operating effectiveness of internal financial controls
furnished to us by the Management and our opinion over financial reporting of the Parent.
on the consolidated financial statements, in so far as
it relates to the amounts and disclosures included (g) With respect to the other matters to be included in the
in respect of these subsidiaries, jointly controlled Auditor’s Report in accordance with the requirements
entities and associates, and our report in terms of of Section 197(16) of the Act, as amended, in our
sub-sections (3) and (11) of Section 143 of the Act, in opinion and to the best of our information and
so far as it relates to the aforesaid subsidiaries, jointly according to the explanations given to us, the
controlled entities and associates, is based solely on remuneration paid by the Parent company to its
the reports of the other auditors. directors during the year is in accordance with the
provisions of Section 197 of the Act.
Our opinion on the consolidated financial statements, and
our report on Other Legal and Regulatory Requirements (h) With respect to the other matters to be included in
below, is not modified in respect of the above matters with the Auditor’s Report in accordance with Rule 11 of
respect to our reliance on the work done and the reports of the Companies (Audit and Auditor’s) Rules, 2014, in
the other auditors and the financial statements / financial our opinion and to the best of our information and
information certified by the Management. according to the explanations given to us:
i. The consolidated financial statements disclose
Report on Other Legal and Regulatory Requirements the impact of pending litigations on the
As required by Section 143(3) of the Act, we report, to the consolidated financial position of the Group,
extent applicable, that: its associates and jointly controlled entities–
(a) We have sought and obtained all the information and Refer Note-40 to the consolidated financial
explanations which to the best of our knowledge and statements.
belief were necessary for the purposes of our audit ii. Provision has been made in the consolidated
of the aforesaid consolidated financial statements. financial statements, as required under the
(b) In our opinion, proper books of account as required applicable law or accounting standards, for
by law relating to preparation of the aforesaid material foreseeable losses, if any, on long-term
consolidated financial statements have been kept so contracts including derivative contracts.
far as it appears from our examination of those books iii. There has been no delay in transferring
and the reports of the other auditors. amounts, required to be transferred, to the
(c) The Consolidated Balance Sheet, the Consolidated Investor Education and Protection Fund by the
Statement of Profit and Loss, and the Consolidated Holding Company and its subsidiary companies,
Cash Flow Statement dealt with by this Report are associate companies and jointly controlled
in agreement with the relevant books of account companies incorporated in India.
maintained for the purpose of preparation of the
consolidated financial statements. For J.D. ZATAKIA & COMPANY
(d) In our opinion, the aforesaid consolidated financial Chartered Accountants
statements comply with the Accounting Standards FRN No. 111777W
specified under Section 133 of the Act.
J.D. Zatakia
(e) On the basis of the written representations received Proprietor
from the directors of the Holding Company as on Membership No. 17669
31st March, 2021 taken on record by the Board of UDIN No. 21017669AAAACN9678
Directors of the Holding Company and the reports of Place: Mumbai
the statutory auditors of its subsidiary companies, Date : May 25, 2021
associate companies and jointly controlled companies
incorporated in India, none of the directors of the
133
ANNEXURE ‘A’ TO THE INDEPENDENT AUDITOR’S operating effectiveness. Our audit of internal financial
REPORT OF EVEN DATE ON THE CONSOLIDATED controls over financial reporting included obtaining an
FINANCIAL STATEMENTS OF GOLDIAM understanding of internal financial controls over financial
INTERNATIONAL LIMITED reporting, assessing the risk that a material weakness
exists, and testing and evaluating the design and
Report on the Internal Financial Controls under Clause operating effectiveness of internal control based on the
(i) of Sub-section 3 of Section 143of the Companies assessed risk. The procedures selected depend on the
Act, 2013 (“the Act”) auditor’s judgement, including the assessment of the
In conjunction with our audit of the consolidated financial risks of material misstatement of the financial statements,
statements of the Company as of and for the year ended whether due to fraud or error.
March 31, 2021, We have audited the internal financial We believe that the audit evidence we have obtained is
controls over financial reporting of Goldiam International sufficient and appropriate to provide a basis for our audit
Limited (hereinafter referred to as “the Holding Company”) opinion on the internal financial controls system over
and its subsidiary companies, which are companies financial reporting of the Company and its subsidiary
incorporated in India, as of that date. companies, which are companies incorporated in India.
Management’s Responsibility for Internal Financial Meaning of Internal Financial Controls Over Financial
Controls Reporting
The respective Board of Directors of the Holding A company’s internal financial control over financial
company, its subsidiary companies, which are companies reporting is a process designed to provide reasonable
incorporated in India, are responsible for establishing assurance regarding the reliability of financial reporting
and maintaining internal financial controls based on the and the preparation of financial statements for external
internal control over financial reporting criteria established purposes in accordance with generally accepted
by the Company considering the essential components of accounting principles. A company’s internal financial
internal control stated in the Guidance Note on Audit of control over financial reporting includes those policies and
Internal Financial Controls Over Financial Reporting issued procedures that
by the Institute of Chartered Accountants of India (ICAI)”.]
These responsibilities include the design, implementation (1) pertain to the maintenance of records that, in
and maintenance of adequate internal financial controls reasonable detail, accurately and fairly reflect the
that were operating effectively for ensuring the orderly and transactions and dispositions of the assets of the
efficient conduct of its business, including adherence to company;
the respective company’s policies, the safeguarding of its (2) provide reasonable assurance that transactions
assets, the prevention and detection of frauds and errors, are recorded as necessary to permit preparation of
the accuracy and completeness of the accounting records, financial statements in accordance with generally
and the timely preparation of reliable financial information, accepted accounting principles, and that receipts and
as required under the Act. expenditures of the company are being made only in
accordance with authorisations of management and
Auditor’s Responsibility directors of the company; and
Our responsibility is to express an opinion on the Company’s (3) provide reasonable assurance regarding prevention
internal financial controls over financial reporting based or timely detection of unauthorised acquisition, use,
on our audit. We conducted our audit in accordance with or disposition of the company’s assets that could
the Guidance Note on Audit of Internal Financial Controls have a material effect on the financial statements.
Over Financial Reporting (the“Guidance Note”) issued
by the ICAI and the Standards on Auditing, prescribed Inherent Limitations of Internal Financial Controls
under section 143(10) of the Companies Act, 2013, to the Over Financial Reporting
extent applicable to an audit of internal financial controls, Because of the inherent limitations of internal financial
both issued by the Institute of Chartered Accountants of controls over financial reporting, including the possibility
India. Those Standards and the Guidance Note require of collusion or improper management override of controls,
that we comply with ethical requirements and plan and material misstatements due to error or fraud may occur
perform the audit to obtain reasonable assurance about and not be detected. Also, projections of any evaluation
whether adequate internal financial controls over financial of the internal financial controls over financial reporting
reporting was established and maintained and if such to future periods are subject to the risk that the internal
controls operated effectively in all material respects. financial control over financial reporting may become
Our audit involves performing procedures to obtain audit inadequate because of changes in conditions, or that the
evidence about the adequacy of the internal financial degree of compliance with the policies or procedures may
controls system over financial reporting and their deteriorate.
134
Opinion incorporated in India, is based solely on the corresponding
In our opinion, the Holding Company, its subsidiary reports of the auditors of such company incorporated in
companies, and its associate companies which are India.
companies incorporated in India have, in all material Our opinion is not modified in respect of the above matters
respects, an adequate internal financial controls system with respect to our reliance on the work done by and the
over financial reporting and such internal financial controls reports of such other auditors and the financial information
over financial reporting were operating effectively as certified by the Management.
at March 31, 2021, based on the internal control over
financial reporting criteria established by the Company For J.D. ZATAKIA & COMPANY
considering the essential components of internal control Chartered Accountants
stated in the Guidance Note on Audit of Internal Financial FRN No. 111777W
Controls Over Financial Reporting issued by the Institute
of Chartered Accountants of India.
Other Matters J.D. Zatakia

Proprietor
Our aforesaid report under Section 143(3)(i) of the Act on Membership No. 17669
the adequacy and operating effectiveness of the internal UDIN No. 21017669AAAACN9678
financial controls over financial reporting in so far as it Place: Mumbai
relates to one subsidiary company, which is the company Date : May 25, 2021
135
CONSOLIDATED BALANCE SHEET AS AT MARCH 31, 2021
Particulars Notes As at March As at March
No. 31, 2021 31, 2020
A ASSETS
I Non-current assets
a) Property, plant and equipment 1 3,946.93 1,961.26
b) Capital work-in-progress 1 13.25 1.00
c) Investment properties 2 193.57 193.57
d) Other intangible assets 3 143.91 46.69
e) Investments accounted for using equity method 4 - 37.85
f) Financial assets
i. Investments 4(i) 3,954.36 4,937.77
ii. Loans 5 162.04 140.92
iii. Other Financial Assets 6 55.42 36.70
g) Deferred tax assets 7 36.70 259.11
Total non-current assets 8,506.18 7,614.87
II Current assets
a) Inventories 8 10,720.63 9,346.99
b) Financial assets
i. Investments 9 17,975.66 15,335.94
ii. Trade receivables 10 12,915.09 9,962.26
iii. Cash and cash equivalents 11 9,078.26 5,389.16
iv. Bank balances other than (iii) above 12 82.06 67.99
v. Loans 13 1,919.53 2,546.25
c) Other current assets 14 198.16 223.64
Total current assets 52,889.39 42,872.23
Total assets 61,395.57 50,487.10
B EQUITY AND LIABILITIES
I Equity
Equity share capital 15 2,217.49 2,217.49
II Other equity
Equity component of compound financial instruments - -
Other equity 44,260.59 38,784.49
Equity attributable to owners of Goldiam 46,478.08 41,001.98
International Limited
Non-controlling interests 1,649.22 537.74
Total equity 48,127.30 41,539.72
III LIABILITIES
Non-current liabilities
i. Borrowings - -
ii. Other financial liabilities - -
Provisions - -
Employee benefit obligations - -
Deferred tax liabilities 7 232.24 30.85
Total non-current liabilities 232.24 30.85
Current liabilities
i. Borrowings 16 2,240.91 756.65
ii. Trade payables 17
Total outstanding dues of creditors other than micro enterprises 9,308.45 7,156.90
and small enterprises
iii. Other financial liabilities 18 868.09 433.03
Provisions 19 65.82 65.85
Current Tax Liabilities 20 546.61 500.56
Total current liabilities 13,036.03 8,916.53
Total liabilities 13,268.27 8,947.38
Total equity and liabilities 61,395.57 50,487.10
The accompanying notes are an integral part of these consolidated financial statements.
J.D. Zatakia
Date : MAY 25, 2021 Date : MAY 25, 2021
136
CONSOLIDATED STATEMENT OF PROFIT AND LOSS FOR THE
YEAR ENDED MARCH 31, 2021
Particulars Note Year ended Year ended
March 31, March 31,
2021 2020
I Income
1 Revenue from operations 21 40,600.28 36,450.79
2 Other income 22 721.70 2,214.11
Total income 41,321.98 38,664.90
II Expenses
a) Cost of raw materials and components consumed 23 21,818.68 23,270.19
b) Purchase of Traded goods 6,160.81 3,004.37
c) (Increase)/decrease in inventories of finished goods, 24 (811.64) 1,052.07
work-in-progress and traded goods
d) Employee benefit expenses 25 1,594.05 1,327.90
e) Finance Cost 26 29.87 109.48
f) Depreciation and amortisation expense 1 361.85 248.48
g) Other expenses 27 4,028.67 3,452.11
Total expenses 33,182.30 32,464.60
Profit before Exceptional Item 8,139.68 6,200.30
Exceptional Item :
Profit on sale of Factory Building 1,576.71 -
Profit before share of Profits / (Loss) of Associates and Joint Venture 9,716.39 6,200.30
Share of Profits / (Loss) of Associates and Joint Venture - (8.72)
Profit/ (Loss) on Disposal of Associate 3.80 -
Profit before Tax 9,720.18 6,191.58
Income tax expense
- Current tax 28 2,585.93 1,677.04
- Deferred tax 28 423.59 (5.31)
Other Comprehensive Income
a) Items that will not be reclassified to profit or loss 1,228.29 850.49
b) Income tax relating to items that will not be reclassified to profit or loss 13.87 1.91
Tax relating to above
Total other comprehensive income for the year 1,242.16 852.40
Total comprehensive income for the year 7,952.83 5,372.25
Net Profit atributable to:
a) Owners of the Company 6,102.23 4,688.25
b) Non Controlling Interest 608.43 (168.40)
6,710.67 4,519.85
Other Comprehensive Income attributable to:
a) Owners of the Company 1,242.07 854.18
1,242.16 852.40
Total Comprehensive Income attributable to:
a) Owners of the Company 7,344.30 5,542.43
7,952.83 5,372.25
Earnings per share
Basic 32 30.26 19.73
Diluted 32 30.26 19.73

J.D. Zatakia
Date : MAY 25, 2021 Date : MAY 25, 2021
137
STATEMENT OF CHANGES IN EQUITY
A.
EQUITY SHARE CAPITAL :
Particulars No. of shares Amount
Equity share of ` 10 each
Balance as at 1 April 2019 22,965,996 2,296.60
Changes in Equity Share Capital during the year (Buy-Back of Shares) (791,073) (79.11)
Balance as at 31 March 2020 22,174,923 2,217.49
Changes in Equity Share Capital during the year (Buy-Back of Shares) - -
Balance as at 31 March 2021 22,174,923 2,217.49
B. OTHER EQUITY
Particulars Reserves and surplus Non Total
Capital Capital General Ex. Dif. on Retained Total Controlling Equity
Redemption Reserves Reserves translating Earning Interest
Reserves Financial
Statement
of foreign
Operations
Balance as at 1 April 2019 406.68 547.91 3,277.78 189.70 31,687.55 36,109.62 847.45 36,957.07
Profit for the year - - - - 4,688.25 4,688.25 (168.40) 4,519.85
Other comprehensive income - - - - 854.18 854.18 (1.77) 854.18
Transfer from Equity Share Capital 79.11 - - - - 79.11 - 79.11
Total comprehensive income 79.11 - - - 5,542.43 5,621.54 (170.18) 5,451.36
Dividends distributed to equity - - - - (1,377.96) (1,377.96) - (1,377.96)
shareholders
Corporate dividend tax on dividend - - - - (283.35) (283.35) - (283.35)
paid to Equity Shareholders
Others - - - 285.99 - 285.99 - 285.99
Utilised for Buy Back of Shares - - (1,234.36) - - (1,234.36) (115.40) (1,349.76)
Buy Back expenses (24.46) (24.46) (0.12) (24.58)
Income Tax on Buy Back of Shares (312.53) (312.53) (24.01) (336.54)
Others -
Balance as at 31 March 2020 485.79 547.91 2,043.42 475.69 35,231.68 38,784.49 537.74 39,322.24
Profit for the year - - - - 6,102.23 6,102.23 608.43 6,710.67
Other comprehensive income - - I- - 1,242.07 1,242.07 0.09 1,242.16
Transfer from Equity Share Capital - - - - - - - -
Total comprehensive income - - - - 7,344.30 7,344.30 608.52 7,952.83
Dividends distributed to equity - - - - (1,441.37) (1,441.37) - (1,441.37)
shareholders
Utilised for Buy Back of Shares - - - - - - (214.21) (214.21)
Buy Back expenses - - - - (0.13) (0.13) (0.12) (0.26)
Income Tax on Buy Back of Shares - - - - (45.17) (45.17) (43.42) (88.59)
Acquisition of Subsidiary / Associates - - - - - - 966.98 966.98
Utilisation of Reserves - - - - - - (206.27) (206.27)
Others - - - (381.53) - (381.53) - (381.53)
Total Dividend Distribution and DDT - - - (381.53) (1,486.68) (1,868.21) 502.96 (1,365.25)
Balance as at 31 March 2021 485.79 547.91 2,043.42 94.16 41,089.31 44,260.59 1,649.22 45,909.80
J.D. Zatakia
Date : MAY 25, 2021 Date : MAY 25, 2021
138
CASH FLOW STATEMENT FOR THE YEAR ENDED 31ST MARCH, 2021
31, 2021 31, 2020
A Cash flow from operating activities :
Adjustments for:
Depreciation and amortization for the year 361.85 248.48
Net (profit)/loss on disposal of property, plant and equipment (1,614.11) (7.12)
(income)/loss from investments measured at FVOCI 13.87 -
(income)/loss from investments (34.08) 52.36
Net unrealised foreign exchange (gain)/ loss (99.14) (618.54)
Share of Profits / (Loss) of Associates and Joint Venture (3.80) (8.72)
Amortisation write of of property, plant and equipment 0.15 -
Dividend received (80.00) (82.46)
Share of Minority Interest 1,111.48 (309.72)
Adjustment for Reserves on account of consolidation 420.87 -
Adjustment for Change of Holding & Translation Reserves (381.53) 285.99
Interest Income (362.54) (520.86)
Finance cost 29.87 109.48
(637.11) (851.11)
Operating profit before working capital changes 8,474.55 5,510.64
Adjustments for:
Decrease/Increase in inventories (1,373.64) 1,254.09
Decrease/(increase) in non-current financial assets (41.46) 13.29
Decrease/(increase) in current financial assets 626.72 219.45
Decrease/(increase) in other current assets 25.48 0.94
Decrease/(increase) in trade receivables (2,785.21) (636.38)
Increase/(Decrease) in trade payables 2,085.68 2,209.67
Increase in current financial liabilities 435.06 111.20
Increase in provisions 0.03 (509.78)
(1,027.34) 2 ,662.48
Cash generated from operating activities 7,447.21 8,173.12
Income Tax Paid (net) (2,540.30) (1,441.15)
Net cash generated from operating activities 4,906.91 6,731.97
B Cash flow from investing activities:
Purchase of property, plant and equipment (3,026.17) (213.94)
Proceeds from disposal of property, plant and equipment 1,765.74 44.86
Purchase of Investments (8,733.08) (14,389.13)
Proceeds from redemption of investments 8,379.50 11,547.39
Dividend received 80.00 82.46
Net cash used in investing activities (1,171.47) (2,407.50)
C Cash flow from financing activities:
(Repayment)/proceeds of current borrowings, net 1,484.26 (1,885.09)
Buy-Back of Equity Shares - (1,234.36)
Interest paid (29.87) (109.48)
Dividend paid (1,441.37) (1,377.96)
Tax on Buy Back of Equity Shares (45.17) (312.53)
Buy Back Expenses and its Share (0.13) (24.46)
Tax on Dividend - (283.35)
Net cash generated from financing activities (32.28) (5,227.23)
Net increase in cash and cash equivalents (A+B+C) 3,703.16 (902.75)
Cash and cash equivalents at the beginning of the year 5,457.15 6,359.90
Cash and cash equivalents at the end of the year 9,160.31 5,457.15
Notes :
1) Figures in bracket represent cash outflow.
2) The cash flow statement has been prepared under the indirect method as set out in Indian Accounting Standard (Ind
AS 7) statement of cash flows.
3) Purchase of Property, Plant and Equipment includes movements of capital work-in-progress (including capital
advances) during the year.
J.D. Zatakia
Date : MAY 25, 2021 Date : MAY 25, 2021
139
Notes to Financial Statement as March 31, 2021
Background and corporate Information :
Goldiam International Limited (the Company) is a public company domiciled in India. Its shares are listed on two stock
exchanges in India. The Company is engaged in selling of Diamond studded Gold Jewellery products. It has formed its
subsidiaries M/s. Diagold Designs Limited, Goldiam Jewellery Limited, Goldiam USA Inc., and associates Goldiam HK
Limited, Temple Designs LLP and Eco-Friendly Diamonds LLP.
The consolidated accounts for the year ended 31st March, 2021 were consolidated on the basis of the audited accounts
presented by the subsidiaries, Diagold Designs Limited, Goldiam Jewellery Limited and Limited Review Report presented
by subsidiary, M/s. Goldiam USA, Inc. and Associates Eco-Friendly Diamonds LLP
General information and statement of compliance with Ind AS

The consolidated financial statements include the financial statements of the Parent Company and its subsidiaries
(hereinafter referred as the ‘Group’):
Subsidiaries:
Name of the Subsidiary Principle Country of Proportion of ownership

activities Incorporation
2020-21 2019-20
Diagold Designs Limited Jew Mfg. India 50.99% 50.99%
Goldiam Jewellery Limited Jew Mfg. India 100.00% 100.00%
Goldiam USA, Inc. Trading in Jew USA 100.00% 100.00%
Associates :
Name of the Company Incorporated in For the Year For the period
ended 31.03.2020 ended 31.03.2019
Eco-Friendly Diamonds LLP India 51.00% 0.00%
Goldiam HK Limited Hong Kong 0.00% 49.96%
Note : 1) The company has acquired the 51% stake in Eco-Friendly Diamonds LLP on 30th September, 2020.
2) The Group has disposed off its stake in Goldiam HK Limited on 30th March, 2021.
Basis of preparation
Compliance with Ind AS

The Consolidated financial statements have been prepared on accrual and going concern basis. The accounting
policies are applied consistently to all the periods presented in the Consolidated financial statements. All assets and
liabilities have been classified as current or non current as per the Group normal operating cycle and other criteria
as set out in the Division II of Schedule III to the Companies Act, 2013. Based on the nature of products and the
time between acquisition of assets for processing and their realisation in cash and cash equivalents, the Group has
ascertained its operating cycle as 12 months for the purpose of current or non-current classification of assets and
liabilities.
Subsidiaries are entities where the group exercise or controls more than one-half of its total share capital. The net
assets and results of acquired businesses are included in the consolidated financial statements from their respective
dates of acquisition, being the date on which the Group obtains control.
The consolidated financial statements have been prepared using uniform accounting policies for like transactions
and other events in similar circumstances. The accounting policies adopted in the preparation of consolidated
financial statements are consistent with those of previous year. The financial statements of the Company and its
subsidiaries have been combined on a line-by- line basis by adding together the book values of like items of assets,
liabilities, income and expenses, after eliminating intra group balances, intra group transactions and the unrealised
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profits/losses, unless cost/revenue cannot be recovered.
Financial statements are presented in ` which is the functional currency of the Group and all values are rounded to
the nearest Lakhs, except when otherwise indicated.
The Consolidated Financial statements of the Company for the year ended March 31, 2021 were approved for issue
in accordance with the resolution of the Board of Directors on May 25, 2021.
The consolidated financial statements have been prepared on a going concern basis under the historical cost
basis.
This note provides a list of the significant accounting policies adopted in the preparation of these financial
statements. These accounting policies have been consistently applied to all the years presented by the Company
unless otherwise stated.
Business Combinations and Goodwill
Acquisition method
Acquisitions of businesses are accounted for using the acquisition method. The consideration transferred in a
business combination is measured at fair value, which is calculated as the sum of the acquisition-date fair values of
the assets transferred by the Group, liabilities incurred by the Group to the former owners of the acquiree and the
equity interests issued by the Group in exchange for control of the acquiree. Acquisition related costs are recognised
in the Consolidated Statement of Profit and Loss as incurred.
At the acquisition date, the identifiable assets acquired and the liabilities assumed are recognised at their acquisition
date fair values. For this purpose, the liabilities assumed include contingent liabilities representing present obligation
and they are measured at their acquisition fair values irrespective of the fact that outflow of resources embodying
economic benefits is not probable. However, the following assets and liabilities acquired in a business combination
are measured at the basis indicated below:
a) deferred tax assets or liabilities, and the assets or liabilities related to employee benefit arrangements are
recognised and measured in accordance with Ind AS 12 ‘Income Taxes’ and Ind AS 19 “Employee Benefits”
respectively;
b) liabilities or equity instruments related to share based payment arrangements of the acquiree or share – based
payments arrangements of the Group entered into to replace share based payment arrangements of the
acquiree are measured in accordance with Ind AS 102 “Share-based Payments” at the acquisition date; and
c) assets (or disposal Groups) that are classified as held for sale in accordance with Ind AS 105 “Non-current
Assets Held for Sale and Discontinued Operations” are measured in accordance with that standard.
When the Group acquires a business, it assesses the financial assets and liabilities assumed for appropriate
classification and designation in accordance with the contractual terms, economic circumstances and pertinent
conditions as at the acquisition date. When a business combination is achieved in stages, the Group’s previously
held equity interest in the acquiree is remeasured to fair value at the acquisition date (i.e. the date when the
Group obtains control) and the resulting gain or loss, if any, is recognised in the Consolidated Statement of
Profit and Loss. Any contingent consideration to be transferred by the acquirer is recognised at fair value at
the acquisition date. Contingent consideration classified as an asset or liability that is a financial instrument
and within the scope of Ind AS 109 “Financial Instruments”, is measured at fair value with changes in fair
value recognised in Consolidated Statement of Profit and Loss. If the contingent consideration is not within
the scope of Ind AS 109, it is measured in accordance with the appropriate Ind AS. Contingent consideration
that is classified as equity is not re-measured at subsequent reporting dates and subsequent its settlement is
accounted for within equity.
Goodwill
Goodwill is measured at cost, being the excess of the aggregate of the consideration transferred, the amount
recognised for non-controlling interests, and any previous interest held, over the net identifiable assets acquired
and liabilities assumed.
After initial recognition, goodwill is measured at cost less any accumulated impairment losses. For the purpose of
impairment testing, goodwill acquired in a business combination is, from the acquisition date, allocated to each
of the Group’s cash-generating units that are expected to benefit from the combination, irrespective of whether
other assets or liabilities of the acquiree are assigned to those units.
141

A cash generating unit to which goodwill has been allocated is tested for impairment annually, or more frequently
when there is an indication that the unit may be impaired. If the recoverable amount of the cash generating
unit is less than its carrying amount, the impairment loss is allocated first to reduce the carrying amount of
any goodwill allocated to the unit and then to the other assets of the unit pro-rata based on the carrying
amount of each asset in the unit. Any impairment loss for goodwill is recognised in profit or loss. An impairment
loss recognised for goodwill is not reversed in subsequent periods. Where goodwill has been allocated to a
cash generating unit and part of the operation within that unit is disposed of, the goodwill associated with the
disposed operation is included in the carrying amount of the operation when determining the gain or loss on
disposal. Goodwill disposed in these circumstances is measured based on the relative values of the disposed
operation and the portion of the cash-generating unit retained.
a) Subsidiaries :
Subsidiaries are all entities over which the Group has control. The Group controls an entity when the Group
is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to affect
those returns through its power to direct the relevant activities of the entity Subsidiaries are fully consolidated
from the date on which control is transferred to the Group. They are deconsolidated from the date that control
ceases.
The acquisition method of accounting is used to account for business combinations by the Group. The Group
combines the financial statements of the Holding Company and its subsidiaries line by line adding together like
items of assets, liabilities, equity, income and expenses. Intercompany transactions, balances and unrealised
gains on transactions between Group companies are eliminated. Unrealised losses are also eliminated unless
the transaction provides evidence of an impairment of the transferred asset. Accounting policies of subsidiaries
have been changed where necessary to ensure consistency with the policies adopted by the Group.

Non-controlling interests in the net assets of consolidated subsidiaries is identified and presented in the
consolidated Balance Sheet separately within equity.Non-controlling interests in the net assets of consolidated
subsidiaries consists of:
(i) The amount of equity attributable to non-controlling interests at the date on which investment in a
subsidiary is made; and
(ii) The non-controlling interests share of movements in equity since the date parent subsidiary relationship
came into existence. The profit and other comprehensive income attributable to non-controlling interests
of subsidiaries are shown separately in the Statement of Profit and Loss and Statement of Changes in
Equity.
b) Non-controlling Interests (“NCI”)
Non-controlling interests that are present ownership interests and entitle their holders to a proportionate share
of the entity’s net assets in the event of liquidation may be initially measured either at fair value or at the non-
controlling interests’ proportionate share of the recognised amounts of the acquiree’s identifiable net assets.
The choice of measurement basis is made on a transaction-by-transaction basis. Other types of non-controlling
interests are measured at fair value or, when applicable, on the basis specified in another Ind AS.
c)
Joint ventures :
Investments in joint ventures are accounted for using the equity method, after initially being recognised at cost
in the consolidated balance sheet.
d)
Equity Method :
Under the equity method of accounting, the investments are initially recognised at cost and adjusted thereafter
to recognise the Group’s share of the post-acquisition profits or losses of the investee in statement of profit and
loss, and the Group’s share of other comprehensive income of the investee in other comprehensive income.
Dividends received or receivable from associates and joint ventures are recognised as a reduction in the
carrying amount of the investment.
142
Unrealised gains on transactions between the Group and its associates and joint ventures are eliminated to
the extent of the Group’s interest in these entities. Unrealised losses are also eliminated unless the transaction
provides evidence of an impairment of the asset transferred. Accounting policies of equity accounted investees
have been changed where necessary to ensure consistency with the policies adopted by the Group.
The carrying amount of equity accounted investments are tested for impairment in accordance with the policy.
e) Current versus non-current classification :
The Group presents assets and liabilities in the balance sheet based on current/ non-current classification. An
asset is classified as current when it is:
i) Expected to be realised or intended to sold or consumed in normal operating cycle
ii) Held primarily for the purpose of trading
iii) Expected to be realised within twelve months after the reporting period, or
iv) Cash or cash equivalent unless restricted from being exchanged or used to settle a liability for at least twelve
months after the reporting period
All other assets are classified as non-current.
A liability is classified as current when:

i) It is expected to be settled in normal operating cycle
ii) It is held primarily for the purpose of trading
iii) It is due to be settled within twelve months after thereporting period, or
iv) There is no unconditional right to defer the settlement of the liability for at least twelve months after the reporting
period
All other liabilities are classified as non-current.
The operating cycle is the time between the acquisition of assets for processing and their realisation in cash and
cash equivalents. Deferred tax assets and liabilities are classified as non-current assets and liabilities.
f) Foreign Currency Transactions And Translation of Financial Statements of Foreign Subsidiaries

Initial recognition
The Group’s financial statements are presented in INR, which is also the Parent Company’s functional currency.
Transactions in foreign currencies are recorded on initial recognition in the functional currency at the exchange
rates prevailing on the date of the transaction.
Measurement at the balance sheet date
Foreign currency monetary items of the Group, outstanding at the balance sheet date are restated at the
year-end rates. Non-monetary items which are carried at historical cost denominated in a foreign currency are
reported using the exchange rate at the date of the transaction. Non-monetary items measured at fair value in
a foreign currency are translated using the exchange rates at the date when the fair value is determined.
Treatment of exchange difference
Exchange differences that arise on settlement of monetary items or on reporting at each balance sheet date
of the Group’s monetary items at the closing rate are recognised as income or expenses in the period in which
they arise.
Translation of foreign operations
In the Group’s financial statements, all assets, liabilities and transactions of Group entities with a functional
currency other than the INR are translated into INR upon consolidation. The functional currency of the entities
in the Group has remained unchanged during the reporting period.
On consolidation, assets and liabilities have been translated into INR at the closing rate at the reporting date.
Income and expenses have been translated into INR at the average rate over the reporting period. Exchange
differences are charged or credited to other comprehensive income and recognised in the currency translation
reserve in equity. On disposal of a foreign operation, the related cumulative translation differences recognised
in equity are reclassified to profit or loss and are recognised as part of the gain or loss on disposal.

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g) Property, Plant & Equipment :
Recognition and initial measurement :
Recognition and initial measurement Freehold land is carried at historical cost. All other items of property,
plant and equipment are stated at their cost of acquisition. The cost comprises purchase price, borrowing cost
if capitalisation criteria are met and directly attributable cost of bringing the asset to its working condition for the
intended use. Subsequent costs are included in the asset’s carrying amount or recognised as a separate asset,
as appropriate, only when it is probable that future economic benefits associated with the item will flow to the
Group. All other repair and maintenance costs are recognised in statement of profit and loss as incurred.
Depreciation on property, plant and equipment is provided on written-down value, computed on the basis of
useful lives (as set out below) prescribed in Schedule II the Act:
Buildings 30
Plant and equipment 15
Office equipment 5
Computers 3
Computers Servers 6
Computer software 5
Furniture and fixtures 10
Vehicles 8
Leasehold improvements have been amortised over the estimated useful life of the assets or the period of
lease, whichever is lower. The residual values, useful lives and method of depreciation are reviewed at each
financial year end and adjusted prospectively, if appropriate.
Tangible Property, Plant and Equipment under construction are disclosed as Capital Work-in-progress. Item
of Capital Working-progress is carried at cost using the principles of valuation of item of property, plant and
equipment till it is ready for use, the manner in which intended by management.

Transition to Ind As :
On transition to Ind AS, the Group has elected to continue with the carrying value of all its property, plant
and equipment recognised as at 1 April 2015 measured as per the provisions of previous GAAP and use that
carrying value as the deemed cost of property, plant and equipment.

De-recognition :
An item of property, plant and equipment and any significant part initially recognised is derecognised upon
disposal or when no future economic benefits are expected from its use or disposal. Any gain or loss arising on
de-recognition of the asset (calculated as the difference between the net disposal proceeds and the carrying
amount of the asset) is included in the statement of profit or loss when the asset is derecognised.
h)
Intangible Assets :
Recognition and initial measurement :
Intangible assets includes trademarks and computer software which were purchased by the Group. All items
of intangible assets are stated at their cost of acquisition. The cost comprises purchase price, and directly
attributable cost of bringing the asset to its working condition for the intended use.
Subsequent measurement (depreciation and useful lives)
Amortisation on intangible assets is provided on straight line Method for computer software, trademarks
computed on the basis of useful lives (as set out below) prescribed in Schedule II the Act:
Computer software 5

De-recognition
An item of intangible asset is derecognised upon disposal or when no future economic benefits are expected
from its use or disposal. Any gain or loss arising on derecognition of the asset (calculated as the difference
between the net disposal proceeds and the carrying amount of the asset) is included in the statement of profit
or loss when the asset is derecognised.
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i)
Investment in Property :
Property that is held for long-term rental yields or for capital appreciation or both, rather than for use in the
production or supply of goods or services or for administrative purpose or sale in the ordinary course of business
is classified as investment property. Investment property is measured at its cost, including related transaction
costs. and impairment if any. Fair value of investment property is based on a valuation by an independent
valuer who holds a recognised and relevant professional qualification and has recent experience in the location
and category of the investment property being valued. The fair value of investment property is disclosed in the
Note 2. Any gain or loss on disposal of an Investment Property is recognised in the Consolidate Statement of
Profit and Loss.
j) Impairment of non-financial assets

At each reporting date, the Group assesses whether there is any indication based on internal/external factors,
that an asset may be impaired. If any such indication exists, the Group estimates the recoverable amount of
the asset. If such recoverable amount of the asset or the recoverable amount of the cash generating unit to
which the asset belongs is less than its carrying amount, the carrying amount is reduced to its recoverable
amount and the reduction is treated as an impairment loss and is recognised in the statement of profit and loss.
All assets are subsequently reassessed for indications that an impairment loss previously recognised may no
longer exist. An impairment loss is reversed if the asset’s or cash-generating unit’s recoverable amount exceeds
its carrying amount.
k)
Financial instruments

Financial assets
Financial assets and financial liabilities are recognised when the Group becomes a party to the contractual
provisions of the financial instrument and are measured initially at fair value adjusted for transaction costs

A financial asset is recognised at fair value, in case of Financial assets which are recognised at fair value
through other comprehensive Income (FVOCI), its transaction cost are recognised in the statement of profit and
loss. In other cases, the transaction cost are attributed to the acquisition value of the financial asset.
Financial assets are subsequently classified as measured at :
•
amortised cost.
• fair value through profit and loss (FVTPL).
• fair value through other comprehensive income (FVOCI).
Financial assets are not reclassified subsequent to their recognition, except if and in the period the Company
changes its business model for managing financial assets.
Trade Receivables and Loans:
Trade receivables are initially recognised at fair value. Subsequently, these assets are held at amortised cost,
using the effective interest rate (EIR) method net of any expected credit losses. The EIR is the rate that discounts
estimated future cash income through the expected life of financial instrument.
Mutual Funds, Equity investment, bonds and other financial instruments :
Mutual Funds, Equity Investment, bonds and other financial instruments are initially measured at amortised
cost, fair value through other comprehensive income (‘FVOCI’) or fair value through profit or loss (‘FVTPL’) till
derecognition on the basis of (i) the Company’s business model for managing the financial assets and (ii) the
contractual cash flow characteristics of the financial asset.
Measured at amortised cost:
Financial assets that are held within a business model whose objective is to hold financial assets in order to
collect contractual cash flows that are solely payments of principal and interest, are subsequently measured at
amortised cost.
Measured at fair value through other comprehensive income (FVOCI):
Mutual Funds, Equity investment, bonds and other financial instruments in the scope of Ind As 109 are measured
at fair value through profit and loss account( FVOCI).
145
Measured at fair value through profit or loss (FVTPL):
A financial asset not classified as either amortised cost or FVOCI, is classified as FVTPL. Such financial assets
are measured at fair value with all changes in fair value.
l) Financial instruments at amortised cost – the financial instrument is measured at the amortised cost if
both the following conditions are met:
The asset is held within a business model whose objective is to hold assets for collecting contractual cash
flows, and
Contractual terms of the asset give rise on specified dates to cash flows that are solely payments of
principal and interest (SPPI) on the principal amount outstanding.
After initial measurement, such financial assets are subsequently measured at amortised cost using the
effective interest rate (EIR) method. All the debt instruments of the Group are measured at amortised
cost.
m)
All financial liabilities are recognised initially at fair value and transaction cost that is attributable to the acquisition
of the financial liabilities is also adjusted. These liabilities are classified as amortised cost.

Subsequent to initial recognition, these liabilities are measured at amortised cost using the effective interest
method. These liabilities include borrowings.
De-recognition of financial liabilities
A financial liability is de-recognised when the obligation under the liability is discharged or cancelled or expires.
When an existing financial liability is replaced by another from the same lender on substantially different terms,
or the terms of an existing liability are substantially modified, such an exchange or modification is treated as
the derecognition of the original liability and the recognition of a new liability. The difference in the respective
carrying amounts is recognised in the statement of profit and loss.
Offsetting of financial instruments
Financial assets and financial liabilities are offset and the net amount is reported in the balance sheet if there
is a currently enforceable legal right to offset the recognised amounts and there is an intention to settle on a net
basis, to realise the assets and settle the liabilities simultaneously.
Impairment of financial assets
In accordance with Ind AS 109, the Group applies expected credit loss (ECL) model for measurement and
recognition of impairment loss for financial assets.
ECL is the difference between all contractual cash flows that are due to the Group in accordance with the
contract and all the cash flows that the Group expects to receive. When estimating the cash flows, the Group is
required to consider –
i) All contractual terms of the financial assets (including prepayment and extension) over the expected life of
the assets.
ii) Cash flows from the sale of collateral held or other credit enhancements that are integral to the contractual
terms.
Trade receivables
The Group applies approach permitted by Ind AS 109, financial instruments, which requires expected lifetime
losses to be recognised from initial recognition of receivables.
Other financial assets
For recognition of impairment loss on other financial assets and risk exposure, the Group determines whether
there has been a significant increase in the credit risk since initial recognition and if credit risk has increased
significantly, impairment loss is provided.
n)
Inventories :
i) Raw materials are valued at cost or market value, whichever is lower on First In First Out (FIFO) basis
ii) Stores and Spares are valued at cost on First In First Out (FIFO) basis.
146
iii) Work in progress, manufactured finished goods and traded goods are valued at the lower of cost and net
realisable value. Cost of work in progress and manufactured finished goods comprises direct material,
cost of conversion and other costs incurred in bringing these inventories to their present location and
condition. Trading goods are valued at cost or net realisable value, whichever is lower.
o) Recognition Of Income And Expenditure :
The Company derives revenues primarily from sale of manufactured goods, traded goods and related
services.
01 April 2018, the Company has adopted Indian Accounting Standard 115 (Ind AS 115) -’Revenue from
contracts with customers’ using the cumulative catch-up transition method, applied to contracts that were not
completed as on the transition date i.e. 01st April 2018. Accordingly, the comparative amounts of revenue and
the corresponding contract assets / liabilities have not been retrospectively adjusted.
The core principle of Ind AS 115 is that an entity should recognise revenue to depict the transfer of promised
goods or services to customers in an amount that reflects the consideration to which the entity expects to be
entitled in exchange for those goods or services. Specifically, the standard introduces a 5-step approach to
revenue recognition.
Revenue is recognized on satisfaction of performance obligation upon transfer of control of products to
customers in an amount that reflects the consideration the Company expects to receive in exchange for those
products.
Step 1: Identify the contract(s) with a customer
Step 2: Identify the performance obligation in contractStep 3: Determine the transaction price
Step 3: Determine the transaction price
Step 4: Allocate the transaction price to the performance obligations in the contract
Step 5: Recognise revenue when (or as) the entity satisfies a performance obligation
The Company evaluates the arrangement with customers, considering underlying substance and terms and
conditions of the arrangements. Revenue is accounted either on gross or net basis based on the expected
discounts to be offered to customers.

Dividend :
Revenue is recognised when the right to receive is established.
Interest :
Interest income is recognised on a time proportion basis taking into account the amount outstanding and the
rate applicable.
p)
Income taxes
Tax expense recognised in statement of profit and loss comprises the sum of deferred tax and current tax not
recognised in Other Comprehensive Income (‘OCI’) or directly in equity.
Current income-tax is measured at the amount expected to be paid to the tax authorities in accordance with the
Indian Income-tax Act. Current income-tax relating to items recognised outside statement of profit and loss is
recognised outside statement of profit and loss (either in OCI or in equity).
Deferred income-tax is calculated using the liability method. Deferred tax liabilities are generally recognised
in full for all taxable temporary differences. Deferred tax assets are recognised to the extent that it is probable
that the underlying tax loss, unused tax credits or deductible temporary difference will be utilised against
future taxable income. This is assessed based on the Group’s forecast of future operating results, adjusted for
significant non-taxable income and expenses and specific limits on the use of any unused tax loss or credit.
Deferred tax assets or liability arising during tax holiday period is not recognised to the extent it reverses out
within the tax holiday period. Unrecognised deferred tax assets are re-assessed at each reporting date and are
recognised to the extent that it has become probable that future taxable profits will allow the deferred tax asset
to be recovered.
Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the year when
the asset is realised or the liability is settled, based on tax rates (and tax laws) that have been enacted or
substantively enacted at the reporting date. Deferred tax relating to items recognised outside statement of profit
147
and loss is recognised outside statement of profit and loss (either in OCI or in equity).
q)
Cash and cash equivalents
Cash and cash equivalents comprise cash in hand, demand deposits with banks/corporations and short term
highly liquid investments (original maturity less than 3 months) that are readily convertible into known amount
of cash and are subject to an insignificant risk of change in value.
r) Post Employment long term and short term benefit :
i) Short-term employee benefits :

All employee benefits payable within twelve months of receiving employee services are classified as
short-term employee benefits. These benefits include salaries and wages, bonus and ex-gratia.
ii) Defined Contribution Plan :

Employee benefits in the form of contribution to Provident Fund managed by Government authorities,
Employees State Insurance Corporation and Labour Welfare Fund are considered as defined contribution
plan and the contributions are charged to the Profit and Loss Account of the year when the contributions
to the respective funds are due.

iii)
Retirement benefit in the form of Gratuity benefit is considered as defined benefit obligation and is provided
for on the basis of an actuarial valuation.

iv)
Gratuity :
The Company has an obligation towards gratuity, a defined benefit retirement plan covering eligible
employees. The plan provides for payment to vested employees at retirement, death while in employment
or on termination of employment of an amount based on the respective employee’s salary and the
tenure of employment. Vesting occurs upon completion of given years of service. The company makes
contribution to employees group gratuity fund established by Life Insurance Corporation of India. Actuarial
gains and losses arising from changes in actuarial assumptions are recognised in the Profit and Loss
account in the period in which they arise.
s)
Operating expenses
Operating expenses are recognised in profit or loss upon utilisation of the service or as incurred
t)
Borrowing costs
Borrowing costs directly attributable to the acquisitions, construction or production of a qualifying asset are
capitalised during the period of time that is necessary to complete and prepare the asset for its intended use
or sale. Other borrowing costs are expensed in the period in which they are incurred and reported in finance
costs.
u)
Fair value measurement
The Group measures financial instruments, such as, derivatives at fair value at each balance sheet date.
Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly
transaction between market participants at the measurement date. The fair value measurement is based on the
presumption that the transaction to sell the asset or transfer the liability takes place either:
i) In the principal market for the asset or liability, or
ii) In the absence of a principal market, in the most advantageous market for the asset or liability
The principal or the most advantageous market must be accessible by the Group.
The fair value of an asset or a liability is measured using the assumptions that market participants would use
when pricing the asset or liability, assuming that market participants act in their economic best interest.
Provisions, contingent assets and contingent liabilities
Provisions are recognised only when there is a present obligation, as a result of past events, and when a reliable
148
estimate of the amount of obligation can be made at the reporting date. These estimates are reviewed at each
reporting date and adjusted to reflect the current best estimates. Provisions are discounted to their present
values, where the time value of money is material.
Contingent liability is disclosed for:

i) Possible obligations which will be confirmed only by future events not wholly within the control of the Group
or
ii) Present obligations arising from past events where it is not probable that an outflow of resources will be required
to settle the obligation or a reliable estimate of the amount of the obligation cannot be made.
Contingent assets are not recognized. However, when inflow of economic benefit is probable, related asset is
disclosed.

v)
Earnings per share :
Basic earnings per share is calculated by dividing the net profit or loss for the period attributable to equity
shareholders (after deducting attributable taxes) by the weighted average number of equity shares outstanding
during the period. The weighted average number of equity shares outstanding during the period is adjusted
for events including a bonus issue. For the purpose of calculating diluted earnings per share, the net profit or
loss for the period attributable to equity shareholders and the weighted average number of shares outstanding
during the period are adjusted for the effects of all dilutive potential equity shares.
w) Non-current assets or disposal group held for sale :

Non-current assets, or disposal groups comprising assets and liabilities are classified as held for sale if it is
highly probable that they will be recovered primarily through sale rather than through continuing use. Such
assets, or disposal groups, are generally measured at the lower of their carrying amount and fair value less
costs to sell. Losses on initial classification as held for sale and subsequent gains and losses on remeasurement
are recognised in Consolidate Statement of Profit and Loss. Once assets classified as held-for-sale, then
Property, Plant and Equipment, Investment Property and Other Intangible Assets are no longer required to be
depreciated or amortised.
x) Accounting policy for Lease :

Group as a lessee :
The Group applies a single recognition and measurement approach for all leases, except for short-term leases
and leases of low value assets. The Company recognises lease liabilities to make lease payments and right-of-
use assets representing the right to use the underlying assets.
eases where the lessor effectively retains substantially all the risks and benefits of ownership of the leased item
are classified as operating leases. Operating lease payments are recognised as an expense in the Statement
of Profit and Loss on a straight-line basis over the lease term unless the payments are structured to increase in
line with expected general inflation to compensate for the lessor’s expected inflationary cost increases.

Group as a lessor:
Leases in which the Group does not transfer substantially all the risks and rewards incidental to ownership of
an asset are classified as operating leases. Rental income arising is accounted for on a straight-line basis over
the lease terms. Initial direct costs incurred in negotiating and arranging an operating lease are added to the
carrying amount of the leased asset and recognised over the lease term on the same basis as rental income.
Contingent rents are recognised as revenue in the period in which they are earned.
y)
Segment Reporting :

Operating Segment :
The managing committee is considered to be the ‘Chief Operating Decision Maker’ (CODM) as defined in
IND AS 108. The Operating Segment is the level at which discrete financial information is available. The
CODM allocates resources and assess performance at this level. The group has identified the below operating
segments:
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SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND OTHER EXPLANATORY INFORMATION FOR THE YEAR ENDED 31ST MARCH, 2021
150
NOTE 1 - PROPERTY, PLANT AND EQUIPMENT
Particular Land Building Office Furniture Plant and Office Vehicles Total Capital work-
Premises Fixture Machinery Equipment in-progress
Gross block
As at March 31, 2019 506.47 622.33 1,430.25 341.70 956.90 150.38 498.94 4,506.97 1.00
Additions - 18.34 - 35.27 17.77 3.72 138.84 213.94 -
Deduction - - - 5.94 - - 84.54 90.48 -
As at March 31, 2020 506.47 640.67 1,430.25 371.03 974.67 154.10 553.24 4,630.43 1.00
Additions - 50.14 1,105.55 85.26 1,621.60 18.02 7.08 2,887.64 12.25
Deduction 506.47 277.79 - 147.77 181.97 36.11 3.67 1,153.77 -
As at March 31, 2021 0.00 413.02 2,535.80 308.52 2,414.30 136.01 556.65 6,364.30 13.25
As at March 31, 2019 - 516.66 404.64 336.34 880.52 136.35 243.78 2,518.29 -
Depreciation charge during the year - 9.46 50.29 13.69 35.16 3.90 99.54 212.04 -
Deduction - - - 3.19 - - 57.97 61.16 -

As at March 31, 2020 - 526.12 454.93 346.84 915.68 140.25 285.35 2,669.17 -
Depreciation charge during the year - 8.26 48.16 15.62 164.62 4.87 91.25 332.79 -
Deduction - 235.53 - 141.04 170.97 36.11 0.96 584.60 -
As at March 31, 2021 - 298.85 503.09 221.42 909.34 109.02 375.64 2,417.36
Net carrying amount as at March - 114.16 2,032.71 87.11 1,504.96 26.99 181.00 3,946.93 13.25
31, 2021
Net carrying amount as at March 506.47 114.55 975.32 24.19 58.99 13.85 267.89 1,961.26 1.00
31, 2020
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND OTHER EXPLANATORY INFORMATION FOR THE
YEAR ENDED 31ST MARCH, 2021
NOTE 2 - INVESTMENT PROPERTY
Particulars Year ended Year ended

March 31, 2021 March 31, 2020
Gross block
Opening gross carrying amount 193.57 193.57
Additions - -
Closing gross carrying amount 193.57 193.57
Opening accumulated depreciation - -
Depreciation charge for the year - -
Closing accumulated depreciation - -
Net carrying amount as at March 31, 2021 193.57 -
Net carrying amount as at March 31, 2020 - 193.57
Fair Value Hierarchy :

The fair values of investment properties have been determined by independent valuer, as per the valuation report the
value of Investmnet property is ` 229.00 lakhs (Perivous Year ` 220.00 lakhs) as on the balance sheet date. All resulting
fair value estimates for investment properties are included in level 3.
NOTE 3 - INTANGIBLE ASSETS
Particulars Goodwill Computer Total

software
Gross block
As at March 31, 2019 - 243.67 243.67
Additions - - -
Deduction - - -
As at March 31, 2020 - 243.67 243.67
Additions 92.90 33.38 126.28
Deduction - - -
As at March 31, 2021 92.90 277.05 369.95

As at March 31, 2019 - 160.54 160.54
Amortisation charge during the year - 36.44 36.44
Impairment loss during the year - - -
As at March 31, 2020 - 196.98 196.98
Amortisation charge during the year 5.58 23.48 29.06
Impairment loss during the year - - -
As at March 31, 2021 5.58 220.46 226.04
Net carrying amount as at March 31, 2021 87.32 56.59 143.91

Net carrying amount as at March 31, 2020 - 46.69 46.69
Note : 1) The Group has acquired 51% stake in M/s. Eco-Friendly Diamond LLP, the excess amount paid ` 84.65 lakhs
over the fair value of the entity’s net assets acquired is transferred to goodwill on consolidation.
151
NOTE 4 - INVESTMENTS ACCOUNTED FOR USING EQUITY METHOD
Particulars No. of Share/ As at March No. of Share/ As at March

Unquoted equity instrument
Investment in Joint Venture Company
Sunshine Exports HK Limited (formerly known as - - 1,495,681 37.85
Goldiam HK Limited) (Face Value of HK$ 1each)
TOTAL (A) - - 37.85
Note 4(i) - Non-current investments

Others Equity Investments
Unquoted, fully paid up
Classic Diamonds (I) Ltd 5 - 5 -
S.B. & T International Ltd 1 - 1 -
Sip Technologies Exports Limited 1,891 - 1,891 -
Shrenuj & Co Ltd 10 - 10 -
Winsome Diamonds And Jewellery Ltd ** 1 - 1 -
Reliable Ventures Ltd 50,000 -
Investment in Tax Free Bonds
Quoted
8.20% Tax Free National Highways Authority of India 7,417 79.58 7,417 79.96
10Years Bond
8.10% Tax Free Housing and Urban Development 8,676 89.82 8,676 91.53
Corporation Limited 10 Yrs Bond
8.40% Tax Free Indian Railway Finance Corporation 20,000 221.72 20,000 218.00
Ltd SR-92 15 Yrs Bond
7.25% Tax Free Indian Railway Finance Corporation 9,060 114.61 9,060 105.01
Ltd SR-104 20 Yrs Bond
7.35% Tax Free Power Finance Corporation Ltd SR 1,284 16.48 1,284 45.06
3A 30 Yrs Bond
Investment Preference Shares
Quoted, fully paid up
At FVOCI
8% L & T Finance Holdings Ltd - Cumulative, 1,000,000 1,000.00 1,000,000 1,050.00
Compulsorily Redeemable,
Non-Convertible Preference Shares (17/11/2022)
Investment in Mutual Fund - fully paid up
Unquoted
At Fair value through OCI
Axis Fixed Term Plan - Series 97 (1116 Days) Growth - - 2,500,000 269.81
DSP FMP - Series 238 - 36M - Regular - Growth - - 4,000,000 461.50
UTI Fixed Term Income Fund Series XXIX - XIII 2,500,000 260.17
152

Particulars No. of Share/ As at March No. of Share/ As at March
Investment in Debentures - fully paid up
Unquoted
ICICI Home Finance Company Limited - 40 229.82 40 209.26
MLDAUG191 BR BD 06AG21
Note ( * ) : (MLD refers to Market Link Debentures.)
Investment in Venture Capital Funds
Unquoted
ASK Real Estate Special Opportunities Fund - II 665 834.63 665 854.02
ASK Real Estate Special Sitiuations Fund - I 198 202.75 225 238.67
ICICI Prudential Real Estate AIF-I (class A) 142,204 160.15 168,328 180.41
Kotak Alternate Opportunities ( India ) Fund - 2.13 - 5.46
Kshitij Venture Capital Fund 30,000 2.28 30,000 2.30
Orios Venture Partners Fund - I 300,000 373.78 300,000 296.50
TOTAL (B) 3,954.36 4,937.77
Aggregate amount of quoted investments 1,522.21 1,589.55
Aggregate market value of listed and quoted 1,522.21 1,589.55
investments
Investments
NOTE 5 - LONG TERM LOANS NON CURRENT

31, 2021 31, 2020
Unsecured considered good
Advance Income Tax 141.51 137.74
Assets Held for Sale - 3.18
Loans which have significant increase in credit risk - -
Right to Use of Assets 20.53
162.04 140.92
The Company recongnised ROU asserts for the following assets categories:
Right to use category Amount Amount
Lease hold land & Building 20.53 -
Operating lease commitments as of 1st April, 2020 - -
Exemption of commitments for short-term leases - -
Exemption of commitments for leases of low value assets - -
Undiscounted future lease payments from operating leases 38.95 -
Effect of discounting 16.78 -
Lease liabilities as of March 31, 2021 22.17 -
153
NOTE 6 - OTHER FINANCIAL ASSETS (NON CURRENT)
31, 2021 31, 2020
Unsecured, considered good
Security Deposits 55.42 36.70
55.42 36.70
NOTE 7 - DEFERRED TAX ASSETS
31, 2021 31, 2020
Deferred tax asset arising on account of
Provision for employee benefits 2.51 3.78
Financial assets at fair value through profit or loss 6.58 197.56
Provision for Doubtful Debts 12.59 11.00
Difference between accounting base and tax base of property, P & E 15.02 46.77
Total Deferred Tax Assets 36.70 259.11
Deferred tax liability arising on account of
Difference between accounting base and tax base of property, P & E 37.58 30.85
Deferred tax liability arising on account of Difference between accounting base 194.66 -
and tax base of P&E
Total Deferred Tax Liability 232.24 30.85
Net Deferred Tax Assets/(Liability) (195.54) 228.26
NOTE 8 - INVENTORIES
31, 2021 31, 2020
Raw materials 2,491.11 1,932.17
Stock in Process 625.82 452.54
Finished goods 7,580.05 6,941.69
Stock of Consumable Stores & Spare parts (at cost) 23.65 20.59
10,720.63 9,346.99
NOTE 9 - CURRENT INVESTMENTS
Particulars No. of As at No. of As at

Share/Bond March Share/Bond March
Unit 31, 2021 Unit 31, 2020
Investment in Equity Instruments
Quoted, fully paid up
At FVOCI
Reliable Ventures India Ltd - - 50,000 -
Renaissance Global Limited 1 0.00 - -
Titan Industries Ltd 20 0.31 20 0.19
Investment in Mutual Fund - fully paid up

Unquoted
Aditya Birla Sun Life Fixed Term Plan - Series OF(1151 - - 500,000 61.63
days) - Growth - Regular
154
Particulars No. of As at No. of As at
Share/Bond March Share/Bond March
Unit 31, 2021 Unit 31, 2020
Aditya Birla Sunlife Liquid Fund - Regular Plan - Growth - - 315,752.946 1,003.29
Aditya Birla Sunlife Savings Fund - Regular Plan - Growth 320,003.072 1,352.67 320,003.072 1,272.08
AXIS Banking & PSU Debt Fund - Growth 115,666.274 2,382.03 57,743.442 1,103.69
AXIS Treasury Advantage Fund - Regular Plan Growth 60,190.273 1,445.15 - -
Franklin India Liquid Fund - Super Institutional Plan - 38,343.216 1,179.40 38,343.216 1,138.96
Growth
Franklin India Ultra Short Bond Fund-Super Institutional 380,431.431 113.08 753,735.703 207.32
Plan-Growth
HDFC Corporate Bond Fund - Regular Plan - Growth 8,923,956.673 2,224.55 - -
HDFC Credit Risk Debt Fund - Regular Plan - Growth - - 2,224,813.973 370.34
HDFC Overnight Fund - Regular Plan - Growth - - 37,227.731 1,100.02
ICICI Prudential Savings Fund - Growth 271,166.586 1,128.06 938,228.736 3,634.21
ICICI Prudential Short Term Fund - Growth 941,307.336 431.71 - -
ICICI Prudential Credit Risk Fund - Growth - - 1,730,153.695 376.27
IDFC Banking & PSU Debt Fund - Regular Plan - Growth 6,500,317.056 1,250.32 4,369,756.292 775.33
IDFC Bond Fund - Short Term Plan - Regular Plan - 720,537.233 321.83 - -
Growth
IDFC Corporate Bond Fund - Regular Plan - Growth 9,558,359.550 1,435.95 - -
Kotak Floating Rate Fund - Regular Plan - Growth 161,049.153 1,851.82 95,918.763 1,019.52
Kotak Liquid Fund - Regular Plan - Growth 26,085.893 1,080.17 52,267.684 2,090.96
TrustMF Banking & PSU Debt Fund - Direct Plan - Growth 9,999.500 100.17 - -
ICICI Prudential Equity Arbitrage Fund - - 255,795.913 34.98
Axis Fixed Term Plan - Series 97 (1116 Days) Growth 2,500,000.000 294.06 - -
DSP FMP - Series 238 - 36M - Regular - Growth 4,000,000.000 500.26 - -
UTI Fixed Term Income Fund Series XXIX - XIII (1122 2,500,000.000 297.41 - -
Days)- Growth Plan
Kotak Standard Multicap Fund - Regular Plan - Growth 747,771.970 333.33 127,291.393 34.04
Investement in Debentures - fully paid up

Unquoted,
HDB Financial Services Limited SR 2019 A/0(ML)/2 BR - - 50 545.85
NCD 04FB21
L&T Finance Ltd Series M of FY 2018-19 - MLD - - 30 332.19
Reliance Commercial Finance Ltd - (NCMLD) Debentures 27 - 27 -
Series RCF/02
Note ( * ) : (MLD refers to Market Link Debentures.)
17,975.66 15,335.94
Aggregate amount of quoted investments 0.31 0.19
Aggregate market value of listed and quoted 0.31 0.19
investments
Investments
NOTE 10 - TRADE RECEIVABLES
155
March 31, 2021 March 31, 2020
Outstanding for a period exceeding six months from the date they are
due for payment
Unsecured, considered good 16.86 1,300.13
Doubtful - -
16.86 1,300.13
Other receivables 12,948.23 8,812.13
Unsecured, considered good - -
Less : Provision for doubtful receivables (50.00) (150.00)
12,898.23 8,662.13
Trade Receivables - credit impaired - -
Total 12,915.09 9,962.26
NOTE 11 - CASH AND CASH EQUIVALENTS

March 31, 2021 March 31, 2020
Cash on hand 62.69 66.20
Bank balances
- Current Account 1,290.50 715.78
- EEFC Account 6,567.83 4,578.18
- Fixed Deposit with Banks 1,157.24 29.00
Total 9,078.26 5,389.16
NOTE 12 - OTHER BANK BALANCES

March 31, 2021 March 31, 2020
Margin money deposits 12.60 6.40
Unpaid dividend account 69.46 61.59
Total 82.06 67.99
NOTE 13 - SHORT TERM LOANS AND ADVANCES

March 31, 2021 March 31, 2020
Unsecured - Considered Good
Inter Corporate Deposit 1,600.00 2,300.00
Others 319.53 246.25
Loans which have significant increase in credit risk - -
Total 1,919.53 2,546.25
NOTE 14 - OTHER CURRENT ASSETS

March 31, 2021 March 31, 2020
Balance with govt authorities 164.68 209.33
Prepaid expenses 33.48 14.31
Total 198.16 223.64
NOTE 15 - SHARE CAPITAL AND OTHER EQUITY
156
March 31, 2021 March 31, 2020
Share capital
Authorised shares
(Previous year 31000000 Equity Shares of ` 10/- each)
22174923 Equity Shares of ` 10/- each
(Previous Year 22174923 Equity Shares of ` 10/- each) 2,217.49 2,217.49
2,217.49 2,217.49
(a) Reconciliation of the shares outstanding at the beginning and at the end of the reporting period
Equity Shares March 31, 2021 March 31, 2020

Nos. ` in Lakhs Nos. ` in Lakhs
At the beginning of the period 22174923 2,217.49 22965996 2,296.60
Less: Buy Back of Shares - - 791073 79.11
Outstanding at the end of the period 22174923 2,217.49 22174923 2,217.49
(b) Terms/ rights attached to equity shares

The company has only one class of equity shares having par value of ` 10 per share. Each holder of equity shares
is entitled to one vote per share. The company declares and pays dividends in Indian rupees. The dividend proposed
by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting
In the event of liquidation of the Company, the holders of equity shares will be entitled to receive remaining assets
of the Company, after distribution of all preferential amounts. The distribution will be in proportion to the number of
equity shares held by the shareholders.
(c) Details of shareholders holding more than 5% shares in the Company (as per the register of members of the
Company are as under) :-
Name of the shareholder As at March 31, 2021 As at March 31, 2020

Nos. of % holding in Nos. of % holding in
Shares the class Shares the class
Equity shares of ` 10/- each fully paid
Mr. Rashesh Manhar Bhansali 10000000 45.10% 10000000 45.10%
Mr. Anmol Rashesh Bhansali 3600000 16.23% 3340000 15.06%
Mrs. Shobhanaben Manharkumar Bhansali 1094672 4.94% 1094672 4.94%
(d) Final & Interim Dividend on Equity Shares :

Final dividend of ` 1.5 (i.e. 15%) per equity share of ` 10/- each for the Financial Year ended March 31, 2020 on
22,174,923 equity shares declared by Shareholders at Annual General meeting held on September 25, 2020.
The Board of Directors have declared 1st interim dividends of 30% (`. 3/- per equity share) and 2nd interim dividend
of 20% (`. 2/- per equity share) on Nov 10, 2020 and Feb 11, 2021 respectively on 22,174,923 equity shares.

157
tOther Equity
As at As at
March 31, 2021 March 31, 2020
Capital Redemption Reserve :
(a) As per Balance Sheet 485.79 406.68
Add : Transfer from Equity Share Capital - 79.11
485.79 485.79
Capital Reserve
(a) As per Balance Sheet 547.91 547.91
547.91 547.91
General reserve
(a) As per Balance Sheet 2,043.42 3,277.78
Less : Utilisation for Buy Back of Equity Shares - (1,234.36)
2,043.42 2,043.42
Retained Earning
Balance as per the last financial statements 35,231.68 31,687.55
Less: Appropriations
Interim equity dividend 1,108.75 1,148.30
Tax on interim equity dividend - 236.14
Dividend on equity shares 332.62 229.66
Tax on equity dividend - 47.21
Buy Back expenses and Share of Buy Back 0.13 24.46
Income Tax on Buy Back of Shares and share of Tax on Buy Back 45.17 312.53
Closing Balance 41,089.31 35,231.68
Exchange Difference on translating Financial Statement of foreign Operations 94.16 475.69
44,260.59 38,784.49
NOTE 16 - SHORT TERM BORROWINGS
March 31, 2021 March 31, 2020
a) Secured Loans :
Working Capital Loans
a) Foreign Currency Loans - 756.65
b) Rupee Loans 2,100.00 -
Unsecured Loans from others :
b) Rupee Loans 140.91 -
Total 2,240.91 756.65
b) ` 1100.00 lakhs Loan Taken from Citi Bank Secured by Secured by Pledge on investments in Fixed Maturity Plan
(FMP) / Debt Mutual Funds and Deemed Promissory Note of ` 4500.00 lakhs and Letter of Continuity.
Particulars Units
Aditya Birla Sun Life Saving Fund - Growth- Regular Plan 320003.072
ICICI Prudential Savings Fund - Growth 271166.586
Axis Banking & PSU Debt Fund Growth Regular Growth ( BD-GP) 57922.832
Frankin India Liquid Fund -Super Institutional Plan-Growth 38343.216
158
Credit facilities from Kotak Mahindra Bank Limited for ` 4500.00 lakhs is secured by mutual funds as per follows.
Particulars Units
Axis Banking & PSU Debt Fund Growth 57743.442
IDFC Banking & PSU Debt Fund - Regular Plan - Growth 4369756.292
Kotak Floating Rate Fund Growth ( Regular Plan) 95918.763
Maturity period
Type of Loan Rate of Interest Maturity Period
Pre-shipment credit in foreign currency 1.5% to 2.00% June -21 to Aug -21
NOTE 17 - TRADE PAYABLES (Amount are in Lakhs unless state otherwise)

March 31, 2021 March 31, 2020
Total outstanding dues of creditors other than micro enterprises and small 9,308.45 7,156.90
enterprises
Total 9,314.60 7,160.44
(a) the principal amount and the interest due thereon (to be shown separately)
remaining unpaid to any supplier at the end of each accounting year 6.15 3.54
(b) the amount of interest paid by the buyer in terms of section 16 of the Micro,
Small and Medium Enterprises Development Act, 2006 (27 of 2006), along
with the amount of the payment made to the supplier beyond the appointed
day during each accounting year NIL NIL
(c) the amount of interest due and payable for the period of delay in making
payment (which has been paid but beyond the appointed day during the year)
but without adding the interest specified under the Micro, Small and Medium
Enterprises Development Act, 2006 0.24 0.24
(d) the amount of interest accrued and remaining unpaid at the end of each
accounting year 0.48 0.48
(e) the amount of further interest remaining due and payable even in the
succeeding years, until such date when the interest dues above are actually
paid to the small enterprise, for the purpose of disallowance of a deductible
expenditure under section 23 of the Micro, Small and Medium Enterprises
Development Act, 2006 NIL NIL
NOTE 18 - OTHER CURRENT FINANCIAL LIABILITIES (Amount are in Lakhs unless state otherwise)
March 31, 2021 March 31, 2020
a) Statutory dues payable 34.59 28.29
b) Salaries due to director 389.61 131.73
c) Other liabilities (including Expenses and Others) 24.40 207.16
d) Trade / Security Deposits 0.50 0.50
e) Advance received from clients 349.53 3.76
f) Unclaimed dividend ( * ) 69.46 61.59
Total 868.09 433.03
(*) Investor Education and Protection Fund (‘IEPF’)- as at March 31, 2021, there is no amount due and outstanding to
be transferred to the IEPF by the company. Unclaimed Dividend, if any, shall be transferred to IEPF as and when they
become due.
159
NOTE 19 - SHORT TERM PROVISIONS
March 31, 2021 March 31, 2020
(a) Provision for employee benefits:
(i) Provision for gratuity (net) (Refer Note 25) 55.86 51.20
(ii) Provision for Leave Salary 9.96 14.65
Total 65.82 65.85
NOTE 20 - CURRENT TAX LIABILITIES

March 31, 2021 March 31, 2020
Provision for tax 546.61 500.56
Total 546.61 500.56
NOTE 21 - REVENUE FROM OPERATIONS (Amount are in Lakhs unless state otherwise)
March 31, 2021 March 31, 2020
Revenue from contracts with customers disaggregated based on nature
of product or services:
Revenue from Sale of products:
(a)Manufactured goods 40,280.33 35,242.34
(b)Traded goods 319.95 1,206.61
(c) Sale of Services - 1.84
40,600.28 36,450.79
Revenue from Sale of products comprises :
(a) Manufactured goods
Sales of gold Jewellery 39,108.85 35,235.80
Sales of Silver Jewellery 22.89 6.00
Sales of Cut & Polished Diamonds 1,147.86 -
Sales of Other Misc. Products 0.73 0.54
40,280.33 35,242.34
(b) Traded goods
Sales of Cut & Polished Diamond 286.25 1,140.55
Sales of Colour stones - -
Sale of Gold 2.56 64.79
Sales of Other Misc. Products 31.14 1.27
319.95 1,206.61
(c) Sales of Services :
Job work Income 0.00 1.84
- 1.84
NOTE 22 - OTHER INCOME (Amount are in Lakhs unless state otherwise)
March 31, 2021 March 31, 2020
Dividend on Shares and Units of Mutual Funds 80.00 82.46
Debit / Credit Balance written off 5.46 51.10
Profit on sale of fixed assets - 7.12
Net gain on sale of Investment 34.08 -
Rent Income 2.00 7.80
Net gain on foreign currency transaction and translation 223.60 1,498.50
Miscellaneous Income 9.88 39.75
Consultancy and Labour Charges 0.15 4.12
Discount Received 1.49 1.17
Sale of Scrap 2.50 1.23
Total 721.70 2,214.11
160
NOTE 23 - COST OF MATERIALS CONSUMED
March 31, 2021 March 31, 2020
Opening Stock 1,932.17 2,132.22
Add: Purchases 22,377.62 23,070.14
24,309.79 25,202.36
Less : Closing Stock 2,491.11 1,932.17
Total 21,818.68 23,270.19
NOTE 24 - (INCREASE)/DECREASE IN INVENTORIES
March 31, 2021 March 31, 2020
Inventories at the beginning of the year
7,394.23 8,446.30
Inventories at the end of the year
8,205.87 7,394.23
Total (811.64) 1,052.07
NOTE 25 - EMPLOYEE BENEFIT EXPENSES
March 31, 2021 March 31, 2020
Salaries, Wages, Bonus & Ex-gratia 1,542.42 1,286.28
Contribution to E.S.I.C. 1.13 1.53
Contribution to Provident Fund 5.25 3.75
Provision / Contribution to Group Gratuity and LIC 14.23 13.50
Workmen & Staff Welfare expenses 31.02 22.84
Total 1,594.05 1,327.90
Defined Contribution Plan :
Contribution to Provident Fund is ` 5.25 lakhs (Previous year ` 3.75 lakhs ), ESIC and Labour Welfare Fund includes `
1.13 lakhs (Previous year ` 1.53 lakhs).

Gratuity and Leave Encashment:
The Company makes partly annual contribution to the Employees’ Group Gratuity-cum-Life Assurance Scheme of the
Life Insurance Corporation of India, a funded benefit plan for qualifying employees. The scheme provides for lump sum
payment to vested employees at retirement, death while in employment or on termination of employment of an amount
equivalent to 15 days service for each completed year of service or part thereof depending on the date of joining. The
benefit vests after five years of continuous service.
31.03.2021 31.03.2020 31.03.2021 31.03.2020
Reconciliation of opening and closing balances of
the present value of the defined benefit obligation:
Present Value of obligation as at the beginning of the 51.20 43.48 14.65 13.13
year
Current service cost 11.20 11.51 2.64 3.80
Past Service cost 4.46 (8.37) 1.08 (0.43)
Interest cost 3.80 2.66 0.75 0.71
Actuarial (gain) / loss (14.27) 1.92 0.55 1.93
Benefits paid (0.52) - (9.72) (4.49)
Present Value of obligation as at the end of the year 55.86 51.20 9.96 14.65
161
31.03.2021 31.03.2020 31.03.2021 31.03.2020
Change in Plan Assets
Plan assets at period beginning, at fair value 11.54 12.92 - 11.54
Expected return on plan assets 0.78 0.82 - 0.78
Actuarial (gain) / loss (0.08) (0.01) - (0.08)
Contributions 0.70 0.47 9.72 4.49
Benefits paid (0.52) (2.65) (9.72) (4.49)
Plan assets at period end, at fair value -
12.42 11.55 - 12.25
Fair Value of Plan Assets
Fair Value of plan assets at the beginning of the year 11.54 11.55 - -
Actual return on plan assets 0.70 0.81 - 0.78
Contributions 0.70 0.47 9.72 0.70
Benefits paid (0.52) (2.65) (9.72) 4.49
Fair Value of plan assets at the end of the year (12.42) (10.18) - (4.49)
Funded status - (12.50)
Excess of Actual over estimated return NIL NIL NIL NIL
The amounts to be recognized in the Balance
Sheet and statements of Profit and Loss
Present value of obligations as at the end of year 55.86 51.20 (0.04) -
Fair value of plan assets as at the end of the year 12.42 11.55 - 12.42
Funded status -
Net asset/(liability) recognized in Balance Sheet 43.44 39.65 (0.04) (12.42)
Expenses for the year
Current service cost 11.20 - 2.64 3.80
Interest cost on benefit obligation 3.80 11.51 0.75 0.71
Expected return on plan assets (0.78) 2.66 - -
Net actuarial (gain)/loss recognised in the year - (0.82) 0.55 (1.51)
Total expenses recognised in the P & L A/c 14.22 13.35 3.94 3.00
Remeasurement of the net defined benefit plans:
Actuarial (Gain) / Losses due to Demographic 0.00 5.43 - -
Assumption changes in DBO
Actuarial (Gain) / Losses due to Financial Assumption (2.99) (1.67) (1.04) 2.90
changes in DBO
Actuarial (Gain)/ Losses due to Experience on DBO (11.29) (5.68) 1.59 (0.98)
Return on PlanAssets (Greater) / Less than Discount rate 0.08 0.01 - -
Total Accrual Gain / Loss included in Other (14.20) (1.91) 0.55 1.92
Comprehensive Income
NOTE 26 - FINANCE COSTS

March 31, 2021 March 31, 2020
Interest on Bank Loan & Others 29.87 76.97
Net gain or loss on Foreign Exchange Currency loan - 32.51
Total 29.87 109.48
NOTE 27 - OTHER EXPENSES

March 31, 2021 March 31, 2020
Stores & Spares 175.12 90.67
Power & Water 178.17 117.53
Machinery & Electrical Repairs 14.87 22.99
162
Grooving Charges & labour charges 2.97 1.94
Insurance (Building) 2.42 0.29
Other Manufacturing Expenses 1,124.51 1,155.32
Insurance charges 14.66 63.56
Rent, Rates & Taxes 143.15 202.43
Repairs & Maintenance others 31.85 50.43
Advertisement 1.10 1.83
Travelling and Conveyance 32.73 141.25
Bank charges 22.41 87.29
Telephone charges 10.78 13.32
Printing & Stationery 11.95 12.22
Auditors' Remuneration 5.95 4.95
Donation 1.29 1.11
Vehicle expenses 13.75 21.92
ECGC Premium 0.32 0.41
Exhibition Expenses 0.73 6.49
C.S.R. Contribution 136.08 108.64
Net loss on sale of current Non Current Investments - 52.36
Net loss on sale of Fixed Assets 8.74 -
Bad Debts 581.22 18.27
Provision for Doubtful Debts 50.00 -
Selling & Distribution Expenses 692.12 493.25
Office & Miscellaneous Exp. 23.94 11.85
Legal & Professional Charges 279.57 283.44
Clearing Charges 61.40 78.91
General Expenses 406.87 409.44
Total 4,028.67 3,452.11
NOTE 28 - PROVISION FOR TAX

March 31, 2021 March 31, 2020
Current tax
Current tax on profits for the year 2,585.93 1,677.04
Adjustments for current tax of prior periods - -
Total current tax expense 2,585.93 1,677.04
Deferred tax
Decrease/(increase) in deferred tax assets (423.59) 5.31
Total deferred tax expense/(benefit) (423.59) 5.31
NOTE 29 - RELATED PARTY DISCLOSURE

In accordance with the requirement of Indian Accounting Standard (Ind AS) 24 “Related Party Disclosures” name of the
related party, related parties relationships, transactions and outstanding balances including commitments where common
control exist and with whom transactions have taken place during the reported period are as follows:
a) Related parties and relationship where control exists or with whom transactions were entered into :
1) HOLDING COMPANY :
2) SUBSIDIARIES :
Goldiam Jewellery Limited
Goldiam USA Inc
Diagold Designs Limited
Eco-Friendly Diamonds LLP ( from 02nd December 2020)
163
3) ASSOCIATES :
Goldiam HK Limited (upto 30th March 2021)

4) OTHER ENTITIES IN WHICH KMP HAS SIGNIFICANT INFLUENCE
Sunshine Corporation
Eco-Friendly Diamonds LLP ( upto 01st December, 2020)
5) KEY MANAGERIAL PERSONNEL OF HOLDING COMPANY :

Mr. Rashesh M. Bhansali
Mr. Anmol Bhansali
6) KEY MANAGERIAL PERSONNEL OF SUBSIDIARIES :

Mrs. Ami R. Bhansali
Mr. Milan Mehta
Mr. Nirav Mehta
Mr. Kunal Vora
7) RELATIVE OF KEY MANAGERIAL PERSONNEL :

Mrs. Tulsi Gupta
Mrs. Nehal Vora
Mr. Nehal Mehta
Mrs. Shobhana Manhar Bhansali
Details of transactions between the Company and its related parties are disclosed below:
b) Transactions during the year with related parties:

Sr. Particulars Associates Key Managerial Other entities Relative of Key
No. Personnel in which KMP Management
has significant Personnel
influence
2020-21 2019-20 2020-21 2019-20 2020-21 2019-20 2020-21 2019-20
1 Sale of goods
Goldiam HK Limited 0.31 0.36 - - - - - -
Sunshine Corporation - - - - - 10.01 - -
Eco-Friendly Diamonds LLP - - - - 133.05 854.87 - -
2 Purchase of goods
Eco-Friendly Diamonds LLP - - - - 136.81 1,018.59 - -
Goldiam HK Limited - 8.05 - - - - - -
3 Sale of assets
Eco-Friendly Diamonds LLP - - - - - 0.06 - -
Sunshine Corporation - - - - - 4.21 - -
4 Rent received
Eco-Friendly Diamonds LLP - - - - 1.20 3.60 - -
M.R. Bhansali & Co. - - - - 0.80 1.36 - -
5 Rent Paid :
Sunshine Corporation - - - - - - - -
6 Professional Charges :
Mrs. Nehal Vora - - - - - - 112.54 99.32
7 Commission given :
Nehal Mehta - - - - - - - 11.37
8 Grading Charges Paid :
Eco-Friendly Diamonds LLP - - - - 15.73 - - -
164
influence
2020-21 2019-20 2020-21 2019-20 2020-21 2019-20 2020-21 2019-20
9 Disposal / sale of shares of
Joint venture / Associates :
10 Payments to & provision for
Directors' remuneration:
Rashesh M. Bhansali - - 454.81 323.59 - - - -
Anmol R. Bhansali - - 228.40 143.59 - - - -
Ami R. Bhansali - - 226.41 120.00 - - - -
Kunal Vora - - 84.00 96.00 - - - -
Mrs. Tulsi Gupta - - 16.35 18.00 - - - -
Eco-Friendly Diamonds LLP became the subsidiary w.e.f. 2nd December, 2020, therefore transactions for the period
starting from 1st April, 2020 to 1st December, 2020 are reflected under other entities in which Key Managerial Personnel
has significant influence.
influence
2020-21 2019-20 2020-21 2019-20 2020-21 2019-20 2020-21 2019-20
1 Outstanding loan received :
Shobhana Manhar Bhansali 140.50 - - - - - - -
2 Outstanding Receivables :
Goldiam HK Limited 2.32 0.67 - - - - - -
Sunshine Corporation - - - - - - - -
Eco-Friendly Diamonds LLP - - - - - 896.59 - -
Outstanding Payables :
Eco-Friendly Diamonds LLP - - - - - 1,178.78 - -
Rashesh M. Bhansali - - 143.63 30.27 - - - -
Anmol R. Bhansali - - 157.66 95.92 - - - -
Ami R. Bhansali - - 81.93 3.06 - - - -
Kunal Vora - - 6.39 2.48 - - - -
Mrs. Tulsi Gupta - - 1.28 0.50 - - - -
Mrs. Nehal Vora - - - - - - 56.41 33.43
NOTE 30 - FINANCIAL INSTRUMENTS
i) Fair values hierarchy

Financial assets and financial liabilities measured at fair value in the statement of financial position are grouped into
three levels of a fair value hierarchy. The three levels are defined based on the observe ability of significant inputs to the
measurement, as follows:
Level 1: quoted prices (unadjusted) in active markets for identical assets or liabilities;
Level 2: The fair value of financial instruments that are not traded in an active market is determined using valuation
techniques which maximise the use of observable market data and rely as little as possible on entity specific
estimates.
Level 3: inputs for the asset or liability that are not based on observable market data (unobservable inputs).
165
Financial assets and liabilities measured at fair value - recurring fair value measurements
As at March 31, 2021 Level 1 Level 2 Level 3 Total

Financial assets
Shares 0.31 - - 0.31
Mutual funds - 18,601.97 - 18,601.97
Bonds 522.21 - - 522.21
Other - 229.82 2,575.72 2,805.54

Financial assets
Shares 0.19 - 37.85 38.04
Mutual funds - 16,019.30 - 16,019.30
Bonds 539.56 - - 539.56
Other - - 3,714.66 3,714.66
(ii) Valuation process and technique used to determine fair value

Specific valuation techniques used to value financial instruments include:
(a) The use of quoted market prices for investments in mutual funds.
NOTE 31 - UNHEDGE FOREIGN EXPOSURE
Particular As at March 31, 2021 As at March 31, 2020

In $ lakh ` in lakh In $ lakh ` in lakhs
Outstanding Payable for Packing Credit Loan in $ 80.73 ` 5,902.30 $ 116.25 ` 8,794.50
Foreign Currency
Outstanding creditors for goods and spares $ 99.42 ` 7,268.18 $ 46.95 ` 3,552.45
Exchange Earner’s Foreign Currency account $ 89.83 6,567.83 $ 60.51 ` 4,578.18
with Banks
Outstanding creditors for spares (EURO) € 0.05 ` 4.11 € 0.03 ` 2.57
Outstanding Payable for Packing Credit Loan in
Foreign Currency - - $ 10.00 ` 756.65
NOTE 32 - EARNING PER SHARE

31, 2021 31, 2020
Net profits attributable to the equity holders of the company used in calculating 6,706.87 4,528.57
basic earnings per share
Share of Profit/(Loss) of Associates and Joint Venture profit before Tax 3.80 (8.72)
Net profits attributable to the equity holders of the company used in calculating 6,710.67 4,519.85
diluted earnings per share
166
Weighted average number of equity shares used as the denominator in 22174923 22903144
calculating diluted earning per share
Weighted average number of equity shares used as the denominator in 22174923 22903144
calculating diluted earning per share
(a) Basic earnings per share
From continuing operations attributable to the equity holder of the company 30.26 19.73
(a) Diluted earnings per share
From continuing operations attributable to the equity holders of the company 30.26 19.73
NOTE 33 - OPERATING SEGEMENT

The managing committee of the Group is considered to be the ‘Chief Operating Decision Maker’ (CODM) as defined in
IND AS 108. The Operating Segment is the level at which discrete financial information is available. The CODM allocates
resources and assess performance at this level. The group has identified the below operating segments:
(a) Jewellery Manufacturing Activity.
(b) Investment Activity.
1) Revenue and expenses have been identified to a segment on the basis of relationship to operating activities of the
segment. Revenue and expenses which relate to enterprise as a whole and are not allocable to a segment on
reasonable basis have been disclosed as “Unallocable”.
2) Segment assets and Segment Liabilities represents assets and liabilities in respective segments. Tax related assets
and other assets and liabilities that cannot be allocated to a segment on reasonable basis have been disclosed as
“Unallocable”.
Segment Information :
JEWELLERY INVESTMENTS OTHERS TOTAL TOTAL

ACTIVITY (Unallocated)
31.03.2021 31.03.2020 31.03.2021 31.03.2020 31.03.2021 31.03.2020 31.03.2021 31.03.2020
Segment Revenue 40,845.36 38,061.58 476.62 550.96 - - 41,321.98 38,612.54
Segment Results 7,812.12 5,897.83 461.50 521.87 - - 8,273.62 6,419.70
Less: unallocated - - - - (104.07) (109.92) (104.07) (109.92)
expenses net of
unallocated (income)
Interest expenses (Net) - - - - - - 29.87 109.48
Profit before tax - - - - - - 8,139.68 6,200.30
Depreciation and - - - - - - 361.85 248.48
Amortisation
Segment Assets 28,602.66 22,080.05 23,595.87 22,690.77 9,160.32 5,685.41 61,358.85 50,456.23
Segment Liabilities 12,469.99 8,396.54 19.43 19.43 742.15 500.56 13,231.57 8,916.53
(excluding
Shareholders’ Funds)
NOTE 34 -FINANCIAL RISK MANAGEMENT:
I) Financial Instruments by Cartegory : (Amounts are in lakhs unless stated otherwise)

Cost Cost
Financial assets :
Investments
Mutual funds Shares and Bond 21,930.02 - 20,273.71 -
167
Loans
i) to others - 319.53 - 246.25
ii) to other body corporate - 1,600.00 - 2,300.00
iii) advance income tax & Others - 162.04 - 137.74
iv) Assets Held for Sale - - - 3.18
Trade receivables - 12,915.09 - 9,962.26
Security deposits - 55.42 - 36.70
Cash and cash equivalents - 9,078.26 - 5,389.16
Unclaimed dividend account - 69.46 - 61.59
Total 21,930.02 24,199.80 20,273.71 18,136.88
Financial Liabilities
Borrowings - 2,240.91 - 756.65
Trade payables - 9,314.60 - 7,160.44
Other financial liabilities - 868.09 - 433.03
Total - 12,423.60 - 8,350.12
a) The carrying value of trade receivables, securities deposits, insurance claim receivable, loans given, cash and bank
balances and other financial assets recorded at amortised cost, is considered to be a reasonable approximation of
fair value.
The carrying value of borrowings, trade payables and other financial liabilities recorded at amortised cost is
considered to be a reasonable approximation of fair value.
II) Risk management

The Company’s activities expose it to market risk, liquidity risk and credit risk. This note explains the sources of risk
which the entity is exposed to and how the entity manages the risk and the related impact in the financial statements:
Risk Exposure arising from Measurement Management
Credit risk Cash and cash equivalents, trade Aging analysis Bank deposits, diversification
receivables, derivative financial of asset base, credit limits
instruments, financial assets and collateral.
measured at amortised cost
Liquidity risk Borrowings and other liabilities Rolling cash flow Availability of committed
forecasts credit lines and borrowing
facilities
Market risk - foreign Recognised financial assets and Cash flow forecasting Forward contracts
exchange liabilities not denominated in Indian sensitivity analysis
rupee (`)
Market risk - interest Borrowings at variable rates Sensitivity analysis Mix of borrowings taken at
rate fixed and floating rates
Market risk - gold Payables linked to gold prices Sensitivity analysis Used as a hedging instrument
prices for gold inventory
Market risk - security Investments in equity securities Sensitivity analysis Portfolio diversification
price
The Company’s risk management is carried out by a central treasury department of the Company under policies approved
by the Board of Directors. The Board of Directors provide written principles for overall risk management, as well as policies
covering specific areas, such as foreign exchange risk, interest rate risk, market risk, credit risk and investment of excess
liquidity.
A)
Credit Risk
Credit risk is the risk that a customer or counterparty to a financial instrument will fail to perform or pay amounts due
to the Company causing financial loss. It arises from cash and cash equivalents, deposits with banks and financial
institutions, security deposits, loans given and principally from credit exposures to customers relating to outstanding
receivables. The Company’s maximum exposure to credit risk is limited to the carrying amount of financial assets
recognised at reporting date.
168
The Company continuously monitors defaults of customers and other counterparties, identified either individually or
by the Company, and incorporates this information into its credit risk controls. Where available at reasonable cost,
external credit ratings and/or reports on customers and other counterparties are obtained and used. The Company’s
policy is to deal only with creditworthy counterparties.
In respect of trade and other receivables, the Company is not exposed to any significant credit risk exposure to any
single counterparty or any company of counterparties having similar characteristics. Trade receivables consist of a
large number of customers in various geographical areas. The Company has very limited history of customer default,
and considers the credit quality of trade receivables that are not past due or impaired to be good.
The credit risk for cash and cash equivalents, mutual funds, bank deposits, loans and derivative financial instruments
is considered negligible, since the counterparties are reputable organisations with high quality external credit ratings.
Company provides for expected credit losses on financial assets by assessing individual financial instruments for
expectation of any credit losses. Since the assets have very low credit risk, and are for varied natures and purpose,
there is no trend that the company can draws to apply consistently to entire population. For such financial assets, the
Company’s policy is to provides for 12 month expected credit losses upon initial recognition and provides for lifetime
expected credit losses upon significant increase in credit risk. The Company does not have any expected loss based
impairment recognised on such assets considering their low credit risk nature, though incurred loss provisions are
disclosed under each sub-category of such financial assets.
Detail of trade receivables that are past due is given below:
(Amounts are in Lakhs unless stated otherwise)

Particulars As At As At
March 31, 2021 March 31, 2020
Not due 11,602.94 5,848.05
0-30 days past due 1,173.44 1,941.57
31-60 days past due 6.53 440.79
61-90 days past due 7.67 247.03
More than 124.52 1,484.82
Total 12,915.09 9,962.26
B)
Liquidity risk
Prudent liquidity risk management implies maintaining sufficient cash and marketable securities and the availability
of funding through an adequate amount of committed credit facilities to meet obligations when due. Due to the nature
of the business, the Company maintains flexibility in funding by maintaining availability under committed facilities.
Management monitors rolling forecasts of the Company’s liquidity position and cash and cash equivalents on
the basis of expected cash flows. The Company takes into account the liquidity of the market in which the entity
operates. In addition, the Company’s liquidity management policy involves projecting cash flows in major currencies
and considering the level of liquid assets necessary to meet these, monitoring balance sheet liquidity ratios against
internal and external regulatory requirements and maintaining debt financing plans.
Financing arrangements
The Company had access to the following undrawn borrowing facilities at the end of the reporting period:
Particulars As At As At
March 31, 2021 March 31, 2020
Expiring within one year (bank overdraft and other facilities) 2,240.91 756.65
Total 2,240.91 756.65
Contractual maturities of financial liabilities

The tables below analyse the Company’s financial liabilities into relevant maturity groupings based on their contractual
maturities for all non-derivative financial liabilities. The amounts disclosed in the table are the contractual undiscounted
cash flows. Balances due within 12 months equal their carrying amounts as the impact of discounting is not significant.

169
As at March 31, 2021 Payable on Less than 1 Less than Less than More than 3 Total
demand year 1-2 year 2-3 year year
Non-derivatives
Borrowings - 2,240.91 - - - 2,240.91
Trade payable - 9,298.15 1.36 1.75 7.68 9,308.93
Other financial liabilities 69.46 798.62 - - 868.08
Total 69.46 12,337.68 1.36 1.75 7.68 12,417.92
As at March 31, 2020
Non-derivatives
Borrowings - 756.65 - - - 756.65
Trade payable - 7,141.66 1.34 2.12 11.78 7,156.90
Other financial liabilities 61.59 371.43 - - 433.02
Total 61.59 8,269.74 1.34 2.12 11.78 8,346.57
C) Market risk - foreign exchange
The Company is exposed to foreign exchange risk arising from foreign currency transactions, primarily with respect
to US Dollar. Foreign exchange risk arises from recognised assets and liabilities denominated in a currency that is
not the Company’s functional currency. The Company, as per its overall strategy, uses forward contracts to mitigate
its risks associated with fluctuations in foreign currency, and such contracts are not designated as hedges under Ind
AS 109. The Company does not use forward contracts and swaps for speculative purposes.
Sensitivity
The sensitivity to profit or loss from changes in the exchange rates arises mainly from financial instruments
denominated in USD. In case of a reasonably possible change in INR/USD exchange rates of +/- 5% (previous year
+/-3%) at the reporting date, keeping all other variables constant, there would have been an impact on profits of (+)
` 774.91 lakhs (previous year ` 597.50 lakhs).
D) Interest rate risk
i)
Liabilities
The Company’s policy is to minimise interest rate cash flow risk exposures on long-term financing. At March 31,
2021, the Company is exposed to changes in market interest rates through bank borrowings at variable interest
rates.
Interest rate risk exposure

Below is the overall exposure of the Group to interest rate risk:
March 31, 2021 March 31, 2020
Variable rate borrowing - 756.65
Fixed rate borrowing 2,100.00 -
Total Borrowings 2,100.00 756.65
Sensitivity
The sensitivity to profit or loss in case of a reasonably possible change in interest rates of +/- 50 basis points
(previous year: +/- 50 basis points), keeping all other variables constant, would have resulted in an impact on
profits by ` 22.41 lakhs (previous year ` 7.57 lakhs).
ii) Assets
The Company’s financial assets are carried at amortised cost and are at fixed rate only. They are, therefore, not
subject to interest rate risk since neither the carrying amount nor the future cash flows will fluctuate because of
a change in market interest rates.
170
E) Price risk
Exposure from investments in mutual funds:
The Group exposure to price risk arises from investments in mutual funds held by the Company and classified in the
balance sheet as fair value through profit or loss. To manage its price risk arising from investments in mutual funds,
the Company diversifies its portfolio. Diversification of the portfolio is done in accordance with the limits set by the
Company.
Sensitivity
The sensitivity to profit or loss in case of an increase in price of the instrument by 2% keeping all other variables
constant would have resulted in an impact on profits by ` 877.20 lakhs (previous year ` 810.95 lakhs).
Exposure from trade payables:
The Group exposure to price risk also arises from trade payables of the Company that are at unfixed prices, and,
therefore, payment is sensitive to changes in gold prices. The option to fix gold prices are classified in the balance
sheet as fair value through profit or loss. The option to fix gold prices are at unfixed prices to hedge against potential
losses in value of inventory of gold held by the Company.
The Group applies fair value hedge for the gold purchased whose price is to be fixed in future. Therefore, there will
no impact of the fluctuation in the price of the gold on the Company’s profit for the period.
NOTE 35 - CAPITAL MANAGEMENT:
The Group capital management objectives are:
• to ensure the Company’s ability to continue as a going concern
• to provide an adequate return to shareholders
The Group monitors capital on the basis of the carrying amount of equity less cash and cash equivalents as presented
on the face of balance sheet.
The Management assesses the Group capital requirements in order to maintain an efficient overall financing
structure while avoiding excessive leverage. This takes into account the subordination levels of the Group various
classes of debt. The Group manages the capital structure and makes adjustments to it in the light of changes in the
economic conditions and the risk characteristics of the underlying assets. In order to maintain or adjust the capital
structure, the Group may adjust the amount of dividends paid to shareholders, return capital to shareholders, issue
new shares, or sell assets to reduce debt.
The Company monitors capital on the basis of the following ratios:

1. Equity ratio - Total equity divided by Total assets
(a) Particulars As at As at
March 31, 2021 March 31, 2020
Total equity 46,478.08 41,001.98
Total Assets 61,395.57 50487.1
Equity ratio 76% 81.21%
2. Debt equity ratio - Total debt divided by Total equity
Total debt = Long term borrowings + Short term borrowings
(a) Particulars As at As at
March 31, 2021 March 31, 2020
Total debts 2,240.91 756.65

Total equity 46,478.08 41,001.98
Debt Equity Ratio 4.82% 1.85%
171
NOTE 36 -FOR DISCLOSURES MANDATED BY SCHEDULE III OF COMPANIES ACT 2013, BY WAY OF ADDITIONAL
INFORMATION, REFER BELOW:
Name of the Entity in the Net Assets i.e. total assets Share in Profit or Share in other Share in total
minus total liabilites Loss after Tax Comprehensive income comprehensive income
As % of Amount As % of Amount As % of other Amount As % of Amount
consolidated (` in consolidated (` in comprehensive (` in Share in (` in
net assets Lakhs) profit or loss Lakhs) Income Lakhs) compresentive Lakhs)
Income
31.03.2021 31.03.2021 31.03.2021 31.03.2021 31.03.2021 31.03.2021 31.03.2021 31.03.2021
1 2 3 4 5 6 7 8 9
Parent Subsidiaries
Indian :
1. Goldiam International Ltd. 50.97% 24,530.49 31.41% 1,916.99 64.29% 798.55 36.97% 2,715.55
2. Goldiam Jewellery Ltd 40.69% 19,580.65 45.30% 2,764.42 35.70% 443.43 43.68% 3,207.85
3. Diagold Designs Ltd 1.39% 667.42 9.68% 590.78 -0.01% (0.08) 8.04% 590.71
4.Eco-Friendly Diamonds LLP 2.59% 1,244.48 0.69% 41.92 0.01% 0.16 0.57% 42.08
Foreign :
1. Goldiam USA Inc. 4.37% 2,104.27 12.85% 784.33 0.00% - 10.68% 784.33
Foreign :
1. Goldiam HK Limited 0.00% - 0.06% 3.80 0.00% - 0.05% 3.80
TOTAL 100.00% 48,127.30 100.00% 6,102.25 100.00% 1,242.06 100.00% 7,344.31
NOTE 37 -DISCLOSURE WITH RESPECT TO DISCONTINUED OPERATIONS AS REFERRED TO PARA 33 OF IND

AS 105:
Sunshine Exports HK Limited (formerly known as Goldiam HK Limited) :
(incoreporated in Hongkong)
Particulars Amount
Revenue from Operations 1,129.45
Other income -
Total 1,129.45
a) Cost of raw materials and components consumed 991.89
b) Employee benefit expenses 19.79
c) Other expenses 110.12
Total 1,121.80
Net Profit before Tax 7.66
Income Tax Attributable to the said disposal (13.25)
Net Profit Loss attributable to the disposal of the Investment in Associates ( Equity Method) 3.80
The Group has sold its entire stake of 49.93% of one of the Associates M/s. Sunshine Exports HK Limited (formerly
known as M/s. Goldiam HK Limited). The consolidated accounts were presented by following equity method. The group
has made profit of ` 3.80 lakh on sale of stake which has been reflected in share of disposal of Associates in consolidated
Profit and loss account.
172
NOTE 38 -ACQUISITION OF ECO-FRIENDLY DIAMONDS LLP:
Board of Directors at its meeting dated 10th November, 2020 had approved the 51% investment in the lab grown
diamond company namely Eco- Friendly Diamonds LLP, having its unit at Seepz-Sez. The valuation arrived at Net Assets
Method valuation and certificate obtained by Registered Valuer. As per the valuations The Company has invested `
1278.73 lakhs for the stake of 51%.

Details of the Purchase consideration are as follows:
Particulars Amounts
a) Purchase consideration :
Cash paid 1278.73
TOTAL 1278.73
b) working of fair value of acquisition :

Property plant and Machinery 1,681.27
Loans & Advances 46.68
Inventories 414.18
Trade Receivables 1,677.20
Cash & Bank Balances 59.51
3,878.84
Liabilities :
Short Term Borrowings 140.50
Trade Payables 1,199.99
Other liabilities 195.24
1,535.73
Total Net Assets at fair value 2,343.11

The total stake acquired is 51% of the total Net Assets 1,194.99
c) Calculation of Goodwill :
Particulars Amounts
Total Purchase consideration - Refer (a) above 1,278.73
Less : : Net assets acquired - Refer (b) above 1,194.99
Goodwill arising on acquisition 83.74
d) Acquisition related cost :

Acquisition related costs of ` 0.60 lakhs that were not directly attributable are included in Other Expenses in the
Statement of Profit and Loss and in operating cash flows in the Statement of Cash Flows.

e) Revenue and profit contribution:

From the date of acquisition, the total revenue and expenses are consolidated in consolidated profit and loss
account.

173
NOTE 39 - REVENUE FROM CUSTOMER:
Ind AS 115 requires the estimated variable consideration to be estimated and constrained to prevent over- recognition
of revenue. Based on the recent practice and based on the verbal contract with the customers the Group has
provided variable consideration in the form of Discount which is generally offered to customers which is as under
The Group has recognised ` 1223.59 lakhs in current year ( ` 2771.95 lakhs in previous year) towards performance
obligations for goods supplied to customers. The same is reflected as net off receivables in the Financial Statement
40 CONTINGENT LIABILITIES NOT PROVIDED FOR:
March 31, 2021 March 31, 2020
Performance guarantee in favuor of Deputy. Commissioner Customs 3,168.11 2848.18
Property Tax (Note-a) 319.82 319.82
Income Tax :
A.Y. 2010-11 42.39 42.39
A.Y. 2013-14 112.94 112.94
A.Y. 2015-16 - 15.22
A.Y. 2016-17 - 12.12
Note (a) The Municipal Corporation of Greater Mumbai has preferred an appeal in the High Court of Judicature at Bombay
against the order of Small Causes Court rejecting the claim of Municipal Corporation of Greater Mumbai for an amount of
` 136.97 lakhs (Previous year ` 136.97 lakhs) on account of property tax. The Property tax not provided for is ` 319.82
lakhs (Previous year ` 319.82) lakhs as per the capital value determined by the office of Assistant Assessor and Collector
of Brihan Mumbai Mahanagarpalika.
41 Estimated amount of contracts remaining to be executed on Capital Account and not provided for is ` NIL lakhs
(Previous year ` Nil Lakhs)
42 During the year under review, One of the Subsidiary, M/s. Diagold Designs Limited has bought back 8199998
equity shares at an average price of ` 53.30 per equity share and, accordingly, utilized ` 437.06 Lakhs (Excluding
transaction costs) towards the buyback of shares and the company has incurred ` 0.26 lakhs as Buy Back Expenses.
As referred to in Ind As 32 the share of amount utilized for Buy Back and expenses incurred for Buy Back has been
reduced from Retain Earnings of the Group.
43 During the year under review, one of the subsidiary namely M/s. Diagold Designs Ltd has sold factory building a
sum of ` 1576.71 has been reflected under exceptional item in consolidated profit and loss account.
44 All assets and liabilities have been classified as current or non-current as per the Company’s normal operating
cycle and other criteria set out in the Schedule III to the Companies Act, 2013. Based on the nature of products and
the time between the acquisition of assets for processing and their realisation in cash and cash equivalents, the
Company has ascertained its operating cycle as 12 months for the purpose of current – non current classification of
45 Note on Covid -19 impact and its assessment:
The Group’s office and manufacturing facilities remained shut due to lockdown imposed by Government of respective
countries, which has impacted its operations of the Group.
The Group has resumed its operation and started manufacturing facilities in phased manner as per the directives
the Government of India. The Group is adhering to COVID-19 guidelines issued by the Government of respective
countries for its operations. Due to lockdown Group’s revenue and profitability of the Group are likely to be adversely
impacted.
174
As the business situation is very dynamic, the Group is closely monitoring it. However, the impact assessment of
COVID-19 is a continuing process given the uncertainties associated with its nature and duration and accordingly
the impact may be different from that estimated as at the date of approval of these financial statements. The Group
has taken into consideration the impact in its financial statements as at 31st March, 2021. The Group will continue to
monitor any material changes to future economic conditions.
46 The previous year’s figures have been regrouped and rearranged wherever necessary to make in compliance with
the current financial year.
J.D. Zatakia
Date : MAY 25, 2021 Date : MAY 25, 2021
175
STATEMENT CONTAINING SALIENT FEATURES OF THE CONSOLIDATED FINANCIAL STATEMENT OF
SUBSIDIARIES AS AT 31ST MARCH 2021
Form AOC - I
PART “A”: Subsidiaries
1 SI.No. 1 2 3 4
2 Name of the subsidiary Goldiam Jewellery Diagold Designs Eco-Friendly Goldiam USA, Inc.
Limited Limited Diamonds LLP
` in Lakhs ` in Lakhs ` in Lakhs ` in Lakhs ` in Lakhs
3 Reporting Currency INR INR INR INR USD
4 Share Capital 100.00 246.00 2,252.22 0.00 0.00
5 Reserves & surplus 19,580.65 1,062.91 - 3,136.32 42.90
6 Total Assets 24,483.43 1,315.56 2,598.54 15,694.19 214.67
7 Total Liabilities 4,802.78 6.66 346.32 12,557.87 171.77
8 Investments 6,311.19 - - - -
9 Turnover/Total Income 21,108.30 156.12 1,780.31 28,881.66 395.04
10 Profit Before Taxation 4,473.17 (86.20) 97.54 1,138.05 15.57
11 Provision for Taxation 1,265.32 332.04 19.15 237.88 3.25
12 Exceptional Items - 1,576.71 - - -
13 Profit After Taxation 3,207.85 1,158.48 78.39 900.17 12.31
14 Proposed Dividend - - - -
15 % of shareholding 100.00 50.99 51.00 100.00 -
Country India India India USA USA
As on March 31, 2021 US$ 1= ` 73.11
176
Book-Post
If undelivered, please return to:

GOLDIAM INTERNATIONAL LIMITED
SEEPZ, Andheri (East),
Mumbai - 400 096.

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Yoldimn lnternotionecl Ltd

MANUFACTURERS & EXPORTERS OF DIAMONDS &JEWELLERY

The calendar of events are as under:

Sr.No. Particulars Event Dates

This is for your information and appropriate dissemination.

Stake Holder Relationship Committee Listing

Corporate Social Responsibility Committee

Type of shareholders Login Method

Helpdesk for Individual Shareholders holding securities in demat mode:

Login type Helpdesk details

Helpdesk for Individual Shareholders holding c. Shareholders/ Members will be provided

III. Self-declaration in Form 10F; and

Item no.4 Item No. 5

Sr. No Name Number of Equity Number of Equity

a. Rashesh Manhar Bhansali:

Date of Nature of Number Price Face Value Issue/ Consideration

26-03-18 Transmission 2,103,428 - 10 - Cash

Date of Nature of Number Price Face Value Issue/ Consideration

c. Shobhnaben Manharkumar Bhansali:

Date of Nature of Number Price Face Value Issue/ Consideration

k. Confirmation from the Board

Management’s Responsibility for the Statement

For Goldiam International Limited

Place: Mumbai Rashesh Bhansali

Name Mr. Pannkaj C Ghadiali (DIN 00003462)

Name Mrs.Tulsi Gupta (DIN: 06905143)

Following are the achievements:

Date or expected date of commencement of commercial production:

Particulars Current Year Previous Year

Name Category % of holding/stake Type of Arrangement

II. INFORMATION ABOUT THE APPOINTEES

Mr. Anmol R. Bhansali

III. OTHER INFORMATION

Reasons of loss or inadequate profits:

Expected increase in productivity and profits in measurable terms:

Name of Director Ratio of remuneration to % increase/(decrease)

Name of Director/KMP % increase in remuneration

Median remuneration in Financial Year 2019-20 Median remuneration in % Increase

THE FINANCIAL YEAR ENDED ON 31ST MARCH, 2021

Place: Mumbai Rajnikant N. Shah)

Our report of even date is to be read along with this letter.

For R. N. Shah & Associates

Place: Mumbai (Rajnikant N. Shah)

FOR THE FINANCIAL YEAR ENDED ON 31ST MARCH, 2021

SECTION A: GENERAL INFORMATON ABOUT THE COMPANY

1. Corporate Identity Number (CIN) of the company L36912MH1986PLC041203

SECTION B: FINANCIAL DETAILS OF THE COMPANY

1. Paid up capital (INR) 221749230

SECTION C: OTHER DETAILS

SECTION D: BUSINESS RESPONSIBILITY (BR) INFORMATION

No. Particulars Details

2. Principle-wise (as per NVGs) BR Policy/ policies

SECTION E: PRINCIPLE-WISE PERFORMANCE

Category No. of complaints No. of complaints pending at

Principle 5 (P5): Businesses should respect and promote human rights.

(A) Conservation of energy-

(B) Technology Absorption and Innovation

(a) Technology imported;