Swarnsarita Jewels India Limited has announced its unaudited standalone and consolidated financial results for the third quarter ended December 31, 2025. The company, formerly known as Swarnsarita Gems Limited, reported its quarterly performance in compliance with Regulation 33 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

Financial Performance Overview

The company's financial results for Q3 FY26 show mixed performance compared to the corresponding quarter of the previous year. The detailed quarterly and nine-month performance metrics highlight the company's operational trends.

Corporate Governance and Compliance

The Board of Directors approved the unaudited standalone and consolidated financial results along with the Limited Review Report in their meeting held on February 14, 2026, at 5:00 PM. The meeting concluded at 6:45 PM, with the results prepared in compliance with Indian Accounting Standards (Ind-AS).

The financial results have been reviewed by the audit committee and approved by the Board of Directors. Independent auditors Banshi Jain & Associates conducted the review of the quarterly financial results in accordance with Standard on Review Engagements (SRE) 2410.

Debt Position and Financial Health

As of December 31, 2025, the company's debt position reflects its current financial structure and obligations to various financial institutions.

Regulatory Compliance

The company has addressed various regulatory requirements in its quarterly filing. The results comply with the presentation and disclosure requirements of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The financial statements have been prepared in accordance with Indian Accounting Standard 34 "Interim Financial Reporting" prescribed under Section 133 of the Companies Act, 2013.

The company noted that it has only one reportable segment, and thus segment reporting is not provided as per Ind AS 108 "Operating Segment." Additionally, the company has conducted a preliminary assessment of the four new Labour Codes notified by the Government of India on November 21, 2025, and no material financial impact is presently envisaged.

Swarnsarita Jewels India Limited has filed a draft letter of offer with the Securities and Exchange Board of India (SEBI) for a voluntary open offer under Regulation 6 of the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011. The offer aims to acquire equity shares from public shareholders of the Mumbai-based gold and diamond jewellery company.

Open Offer Structure and Timeline

The voluntary open offer seeks to acquire up to 47,94,987 fully paid-up equity shares of face value ₹10 each, representing 22.97% of the voting share capital of the target company. The offer price has been set at ₹32.15 per equity share, payable in cash, aggregating to a total consideration of ₹15,41,58,832.05 assuming full acceptance.

Acquirer Details and Current Holdings

The open offer is being made by three individual acquirers along with a corporate entity acting as persons acting in concert (PAC). The acquirers and PAC currently hold a controlling stake in the company.

The acquirers have demonstrated substantial financial capacity for the transaction. Mr. Mahendra Madanlal Chordia has a certified net worth of ₹14,31,94,067 as of November 30, 2025, while Mrs. Asha M. Chordia and Mr. Sunny Mahendra Chordia have net worth of ₹9,08,44,939 and ₹4,37,32,180 respectively.

Financial Arrangements and Escrow

To ensure adequate financial backing for the offer, the acquirers and PAC have established a cash escrow account with Yes Bank Limited containing ₹4,00,00,000, representing 25.95% of the maximum consideration payable. This arrangement complies with Regulation 17 of the SEBI (SAST) Regulations, 2011.

Mark Corporate Advisors Private Limited has been appointed as the Manager to the Offer, while MUFG Intime India Private Limited (formerly Link Intime India Private Limited) serves as the Registrar to the Offer.

Company Background and Performance

Swarnsarita Jewels India Limited, originally incorporated as Shyam Star Gems Private Limited in 1992, was taken over by the Chordia family in 2011 and renamed accordingly. The company operates in the gold and diamond jewellery business and is listed on BSE Limited with scrip code 526365.

The company's recent financial performance shows revenue from operations of ₹41,372.64 lakhs for the six months ended September 30, 2025, with a net profit of ₹1,511.82 lakhs during the same period. For the financial year 2024-25, the company reported total income of ₹76,241.54 lakhs and net profit of ₹530.26 lakhs.

Regulatory Compliance and Next Steps

The draft letter of offer filing represents the initial step in the regulatory approval process. The offer is unconditional and not subject to any minimum level of acceptance from shareholders. The acquirers have confirmed that no statutory approvals are currently required to complete the transaction.

Public shareholders will receive the final letter of offer along with acceptance forms once SEBI completes its review process. The offer will be implemented through the stock exchange mechanism using BSE Limited's acquisition window, ensuring transparent price discovery and settlement processes.