TO THE MEMBERS OF SHANTIVIJAY JEWELS LIMITED
 
 The Directors present their 38th Annual Report and the Audited
 Statement of Accounts for the year ended 31st March, 2011
     
 FINANCIAL RESULTS                                       (Rs. in Lakhs)
 
                      Stand alone for the Company     Consolidated
 
 Particulars              2010-11       2009-10      2010-11    2009-10
 
 Sales & Operating 
 Income                   5227.94       4672.39      7173.96    6119.37
 
 Less : Operating costs   5137.18       4728.88      6945.37    6068.08
 
 Depreciation               34.79         32.73        41.51      33.22
 
 Operating Profit/(Loss)    55.97       (89.22)       187.08      18.07
 
 Less : Interest            24.33         22.74        24.33      22.74
 
 Extra-ordinary Items           —             —            —          —
 
 Other Income               72.12         54.83        72.12      55.95
 
 Profit/(Loss) Before Tax  103.76       (57.13)       234.87      51.28
 
 Less Provision for 
 Taxation
 
 – Current                  26.02         44.61        26.02      44.61
 
 – Fringe Benefit Tax           —             —            —          —
 
 – Deferred                  0.31        (1.38)         0.31     (1.38)
 
 Profit After Tax           77.43      (100.36)       208.54       8.05
 
 Add : Surplus brought 
 forward                   351.50        451.86      1057.59    1049.54
 
 Profit available 
 for appropriation         428.93        351.50      1266.13    1057.59
 
 Appropriations :
 
 Transferred to 
 General Reserve                —             —            —          —
 
 Proposed Dividend              —             —            —          —
 
 Tax on Dividend                —             —            —          —
 
 Balance carried to 
 Balance Sheet             428.93        351.50      1266.13    1057.59
 
 Earning Per Share           2.58        (3.34)         6.95       0.27
 
 DIVIDEND
 
 With a view conserve resources for expansion, your Directors have not
 recommended any dividend for the year under review.
 
 OPERATIONS
 
 During the year under review, the Company has improved its performance
 with Sales & Operating Income having increased by 11.89% and
 Consolidated Sales & Operating Income having increased by 17.23% due to
 positive global and market factors.  The Company has made efforts to
 improve performance and profitability in spite of steep increase in
 prices of gold and diamonds by focusing on specific markets, customer
 requirements, new designs developments and controlled costs.
 
 SUBSIDIARY COMPANIES
 
 At the beginning of the year, the Company had in all subsidiary
 companies, namely, Shantivijay International Limited, Mauritius with
 its two step down subsidiaries, Shantivijay Impex FZCO, Dubai, U.A.E.
 and Shantivijay Impex DMCC. Shantivijay Impex
 
 FZCO, Dubai, U.A.E. has since been wound up and its reserves & surplus
 have been transferred to its holding company, namely, Shantivijay
 International Limited, Mauritius.
 
 In accordance with the general circular No. 2/2011 dated February 8,
 2011 read together with General Circular No. 3/2011 dated February 21,
 2011 issued by the Ministry of Corporate Affairs, Government of India,
 the Balance Sheet, Profit and Loss Account and other documents of the
 subsidiary companies are not being attached with the Balance Sheet of
 the Company. The Company will make available the annual accounts of the
 subsidiary companies and the related detailed information to any member
 of the Company who may be interested in obtaining the same. The annual
 accounts of the subsidiary companies will also be kept open for
 inspection at the Registered Office of the Company as well as at the
 head office of the subsidiary companies. The Consolidated Financial
 Statements presented by the Company include the financial results of
 its subsidiary companies.
 
 DIRECTORS
 
 Shri Shambhukumar S. Kasliwal resigned as Director with effect from 1st
 June, 2011. The Board records its appreciation of valuable guidance and
 support given by him to the Company and its management during his
 tenure as such.
 
 Shri Ambuj A. Kasliwal was appointed as Director with effect from 1st
 June, 2011 to fill casual vacancy caused in the office of Director of
 the Company by resignation of Shri S. S.  Kasliwalji.
 
 In accordance with the provisions of the Companies Act, 1956 and the
 Articles of Association of the Company, Shri. Jayant B. Shah and Shri.
 Apruva R. Shah retire by rotation and, being eligible, offer themselves
 for reappointment.
 
 CORPORATE GOVERNANCE
 
 Report on Corporate Governance compliance is included as a part of the
 Annual Report along with the Auditor’s Certificate.
 
 MANAGEMENT DISCUSSION AND ANALYSIS
 
 Management Discussion and Analysis Report prescribed under the Listing
 Agreement is included as a part of the Annual Report.
 
 DISCLOSURE OF PARTICULARS
 
 Particulars required under Section 217(1)(e) of the Companies Act, 1956
 read with Rule 2 of the Companies (Disclosure of Particulars in the
 Report of Board of Directors) Rules, 1988 relating to conservation of
 energy, research & development, technology absorption, foreign exchange
 earnings and outgo are given in the annexure to this Report.
 
 There are no particulars to be disclosed under Section 217 (2A) of the
 Companies Act, 1956, read with the Companies (Particulars of Employees)
 Rules, 1975, as amended up to date.
 
 DIRECTORS’ RESPONSIBILITY STATEMENT
 
 As required under Section 217 (2AA) of the Companies Act, 1956, we
 hereby state:
 
 (i) That in the preparation of the annual accounts for the Year ended
 March 31, 2011 the applicable accounting standards have been followed.
 There are no material departures from the applicable accounting
 standards;
 
 (ii) That the Directors had selected such accounting policies and
 applied them consistently and made judgments and estimates that are
 reasonable and prudent so as to give a true and fair view of the state
 of affairs of the Company at the end of the financial year and of the
 profit of the Company for that year;
 
 (iii) That the Directors had taken proper and sufficient care for the
 maintenance of adequate accounting records in accordance with the
 provisions of the Act for safeguarding the assets of the Company and
 for preventing and detecting fraud and other irregularities;
 
 (iv) That the Directors had prepared the annual accounts on a going
 concern basis.
 
 COMPLIANCE CERTIFICATE
 
 Compliance Certificate obtained under section 383A of the Companies
 Act, 1956 from Sunil M. Dedhia & Co., Company Secretaries, Mumbai is
 attached herewith.
 
 AUDITORS
 
 B. F. Chordia & Co., Auditors of the Company retire at the ensuing
 Annual General Meeting and are eligible for reappointment.  You are
 requested to appoint Auditors and fix their remuneration.
 
 ACKNOWLEDGEMENT
 
 The Directors would like to place on record their appreciation for the
 valuable co-operation extended to the Company by the employees of the
 Company, Government Departments, Bankers, Suppliers, Customers and
 Investors at large for their continuous support to the Company.
 
                                        FOR AND ON BEHALF OF THE BOARD
 
                                                      Sd/- 
                                               PRADEEP KUMAR GODHA 
                                          CHAIRMAN & MANAGING DIRECTOR
 
 Place : Mumbai 
 Dated : 30th May, 2011