Swarnsarita Jewels India Ltd Receives Reclassification Requests from Two Promoters Under SEBI LODR Regulations

Swarnsarita Jewels India Ltd has received two formal reclassification requests dated August 3, 2026, from members of its Promoter/Promoter Group, seeking to be moved into the 'Public' category. The disclosure was made under Regulation 31A of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, and was communicated to BSE Limited by Company Secretary and Compliance Officer Deepak Suthar on August 4, 2026.

Promoters Seeking Reclassification

The two individuals who have submitted reclassification requests are Mrs. Seema Rajendra Chordia and Mr. Rajendra M. Chordia, both currently classified under the 'Promoter/Promoter Group' category. As of the date of the disclosure, neither individual holds any equity shares in the company. The following table summarises their current shareholding details:

Particulars:	Mrs. Seema Rajendra Chordia	Mr. Rajendra M. Chordia
No. of Shares Held:	Nil (0)	Nil (0)
% of Paid-up Capital:	0.00%	0.00%

Rationale Cited for Reclassification

In their respective application letters addressed to the Board of Directors of Swarnsarita Jewels India Ltd, both Mrs. Seema Rajendra Chordia and Mr. Rajendra M. Chordia have stated that they are no longer exercising any control over the business or management affairs of the company. They have also declared that they are not involved in the day-to-day operations or decision-making processes of the company, and are not associated with the company in any manner.

Undertakings and Declarations

In compliance with the conditions specified under Regulation 31A(3)(b) of the SEBI (LODR) Regulations, 2015, both applicants have provided the following undertakings:

They, along with persons acting in concert (PAC), do not hold more than 10% of the total voting rights in the company.
They do not exercise control over the affairs of the company, directly or indirectly.
They do not hold any special rights in the company through formal or informal agreements, including shareholder agreements.
They do not represent on the Board of Directors of the company, including as a Nominee Director.
They do not act as Key Managerial Personnel (KMP) in the company.
They are not classified as Willful Defaulters as per RBI guidelines, nor are they Fugitive Economic Offenders.
They are not debarred from accessing the securities market by SEBI.
They undertake to continue complying with the conditions specified under Regulation 31A(4) of the SEBI LODR Regulations at all times post-reclassification.

Action Requested from the Board

Both applicants have requested the Board of Directors to place their reclassification requests before the Board at its upcoming meeting for consideration and approval. They have also requested the Board to notify the stock exchange(s) within the prescribed timeframes under SEBI (LODR) Regulations, 2015, and to take necessary steps to obtain the approval of shareholders, if applicable, and the stock exchange(s) where the shares of the company are listed. The company has confirmed that copies of the request letters have been enclosed with the disclosure filed with BSE Limited.

1 Day	5 Days	1 Month	6 Months	1 Year	5 Years
+4.13%	+2.45%	+6.58%	-11.14%	+0.22%	+91.53%

Swarnsarita Jewels India Limited reported a standalone net profit after tax (PAT) of ₹1,163.20 lakh for FY26, marking a 59% increase from ₹728.78 lakh in the prior year. The Mumbai-based jewellery manufacturer and trader achieved this growth despite a challenging macroeconomic environment, driven by an 11.5% year-on-year rise in revenue from operations to ₹78,527.46 lakh. This profit surge signals improved operational efficiency and cost management within the core jewellery segment, allowing the company to expand margins even as input costs fluctuated. Consolidated PAT surged more sharply to ₹1,235.06 lakh from ₹525.42 lakh, reflecting strong performance across its group structure.

The Board of Directors concluded its meeting on August 3, 2026, approving the Directors’ Report and scheduling the 34th Annual General Meeting (AGM) for Thursday, August 27, 2026, at 11:00 A.M. (IST) at Sai Leela Hall in Ghatkopar East, Mumbai. Shareholders must note the book closure period from August 21 to August 27, 2026, both days inclusive, with the record date set for August 20, 2026. The notice for the AGM and the annual report have been dispatched via email to registered members, while physical intimation letters were sent to those without registered email addresses.

Director Appointments and Governance

The Board approved significant changes to its composition to ensure regulatory compliance and governance continuity. Mrs. Rajul Chordia was re-appointed as Whole-time Director for a five-year term from September 27, 2026, to September 26, 2031. Additionally, Mr. Jash Amit Adani was appointed as an Independent Director for a five-year term commencing May 28, 2026, subject to shareholder ratification at the AGM. These appointments are subject to approval by members at the ensuing AGM.

Director	Role	Term Details	Status
Mrs. Rajul Chordia	Whole-time Director	Sept 27, 2026 to Sept 26, 2031	Re-appointment
Mr. Jash Amit Adani	Independent Director	May 28, 2026 to May 27, 2031	New Appointment

Mrs. Chordia brings extensive experience in the gems and diamond industry, while Mr. Adani, holding a post-graduate degree in Management and Finance from I.B.S. Mumbai, adds expertise in e-commerce and business management. His appointment strengthens the board’s independence as required under SEBI LODR regulations.

Financial Performance Highlights

The company’s financial health improved significantly in FY26. Standalone total income reached ₹79,611.72 lakh compared to ₹67,956.07 lakh in FY25. Profit before tax (PBT) stood at ₹1,590.80 lakh, up from ₹1,106.20 lakh. Basic earnings per share (EPS) rose to ₹5.57 from ₹3.49 in the previous year. The company did not declare any dividend for the year, opting to conserve resources for further growth initiatives, including the launch of its new retail brand “RIIVARA by Swarnsarita Jewels” in Mumbai.

Regulatory Compliance and Remuneration

The Board sought shareholder approval for the payment of overall managerial remuneration to all directors in excess of statutory limits under Section 197 read with Schedule V of the Companies Act, 2013. This resolution allows remuneration exceeding 11% of net profits, capped at ₹5 crore per annum, with ₹4.50 crore allocated to executive directors and ₹0.50 crore to non-executive and independent directors. The Board also approved applications under Regulation 31A of SEBI LODR Regulations for reclassifying promoter group members Mr. Rajendra M Chordia and Ms. Seema Rajendra Chordia from Promoter/Promoter Group to Public category.

Mr. Deep Shukla, Practicing Company Secretary, was appointed as the scrutinizer to oversee the e-voting process for the AGM. The disclosure was issued in compliance with Regulation 30 of SEBI LODR Regulations, 2015, and signed by Deepak Suthar, Company Secretary and Compliance Officer.

What the Numbers Show

The divergence between standalone and consolidated profits highlights the contribution of subsidiaries. While standalone PAT grew by 59%, consolidated PAT more than doubled, indicating that subsidiary operations, particularly Swarnsarita Trading Private Limited, played a crucial role in the group’s overall profitability. The improvement in net profit margin from 1.08% to 1.48% suggests better cost management and operational leverage despite rising input costs in the jewellery sector.