DearShareholders
 
 The Directors have pleasure in presenting 22nd Annual Report together
 with the Audited Accounts of the Company for the year ended 31st March
 2011.
 
 Financial Highlights
 
 The standalone financial results of the Company for year ended 31st
 March,2011 were as follows:
 
                                                         Rs. in Lacs
 
 Particulars                               2010-11         2009-10
 
 Sales and Other Income                  14,683.47       12,151.96
 
 Less: Operating Cost                    13,138.43       12,111.93
 
 Operating Profit/PBDIT                   1,545.04           40.13
 
 Less: Interest                           1,121.11        1,280.75
 
 Less: Depreciation & Amortization          120 26          120 77
 
 Profit Before Tax                          303.67      (1,361.39)
 
 Less: Provision for Tax                    (0.71)         (17.57)
 
 Net Profit After Tax but before            304.38      (1,343.82)
 
 Exceptional Items
 
 Add:Exceptional Items - (Provision       1,432.63       1,557.60
 for Doubtful Loans and Debts)
 
 Profit After Tax and Exceptional         1,737.01         213.90
 
 Items
 
 Add : Balance brought forward          (34,354.17)    (34,568.08)
 from the previous year
 
 Total Profit/(Loss)                    (32,617.15)    (34,354.18)
 for Appropriations
 
 Appropriations: Dividend on
 Preference Share Capital                        -              -
 
 Proposed Dividend on Equity                     -              -
 Shares
 
 Tax on Dividend                                 -              -
 
 General Reserve                                 -              -
 
 Total                                  (32,617.15)    (34,354.18)
 
 Balance carried to Balance             (32,617.15)    (34,354.18)
 Sheet
 
 Dividend
 
 In view of accumulated losses brought forward, your Directors do not
 recommend any dividend for the financial year2010-11.
 
 Corporate Social Responsibility
 
 Your Company is a responsible corporate citizen. As a part of Corporate
 Social Responsibility, your Company has donated to various Charitable
 Institutions in the fields of Education and health. Main recipients
 have been Akshay Patra providing midday meals to the students of
 Government schools; Sumedha providing scholarship to needy students;
 Manav Seva Sangh Prem Niketan Hospital engaged in the distribution of
 medicines to the needy people; Jaipur Cancer Relief Control Society
 providing medical assistance to cancer patients.
 
 Subsidiaries
 
 The Company has the following operating Subsidiaries:
 
 a) STS Jewels Inc., USA, a 100 per cent subsidiary is engaged in the
 wholesale segment and selling jewellery to the departmental stores, TV
 channels and others in USA.
 
 b) STS Gems Limited, Hong Kong, a 100 percent subsidiary is engaged in
 outsourced manufacturing for the group and marketing of Jewellery in
 Europe.
 
 c) The Jewellery Channel Ltd. UK (TJC UK), a
 
 wholly owned step down subsidiary of Vaibhav Gems Limited, is engaged
 in marketing of jewellery through electronic media and operates a
 dedicated 20 hours jewellery TV shopping channel and Internet Jewellery
 shopping website in the UK.
 
 d) The Liquidation Channel, USA (TJC USA), a wholly owned step down
 subsidiary of Vaibhav Gems Limited is engaged in marketing of jewellery
 through electronic media and operates a dedicated 24 hours jewellery TV
 shopping channel and Internet Jewellery shopping website in the USA.
 
 Consolidated Financial Statements
 
 Yours Directors also present the audited consolidated financial
 statements as prepared in compliance with the Accounting Standard 21
 issued by Institute of Chartered Accountants of India (ICAI) and
 Listing Agreement as prescribed by SEBI.
 
 Documents required under Section 212(1) of the Companies Act, 1956
 
 The Ministry of Corporate Affairs (MCA) has, vide circular no. 2/2011
 granted general exemption to all companies under Section 212(8) of the
 Companies Act, 1956 for not attaching thedocuments required under
 Section 212(1) of the said act, subject to Board''s consent accorded
 through resolution and compliance of certain conditions as specified.
 Your Company has complied with all the conditions as stipulated in the
 said circular. Hence, the company present audited consolidated
 financial statements in annual report. The Company undertakes that
 annual accounts of the subsidiary companies and the related detailed
 information shall be made available to shareholders of the holding and
 subsidiary companies at any point of time. The annual accounts of the
 subsidiary companies shall also be kept for inspection by any
 shareholder at head office of the holding Company and of the subsidiary
 companies concerned and hard copyof the same shall be provided to any
 shareholder on demand.
 
 Transfer of unclaimed dividend to Investor Education and Protection
 Fund (IEPF)
 
 Pursuant to the provisions of Section 205(A) of the Companies Act,
 1956, the Company has transferred Rs.  75,045 on 24th December, 2010,
 lying in unpaid dividend account of the Company for a period of 
 7 years, to Investor Education and Protection Fund (IEPF) established 
 by the Central Government under Section 205(C) of the said Act.
 
 Fixed Deposits
 
 The Company has not accepted any public deposits and as such, no amount
 on account of principal or interest on public deposits was outstanding
 as on the date of Balance Sheet.
 
 Directors
 
 In accordance with the provisions of Companies Act, 1956 and Articles
 of Association of the Company, Mr. Nirmal Kumar Bardiya and Mr. Anandi
 Lai Roongta, retire by rotation atthe ensuing Annual General Meeting
 and being eligible, offer themselves for re-appointment.
 
 As required by Clause 49 of Listing Agreement with the Stock Exchanges,
 the brief resume and other particulars of the aforesaid Directors are
 provided elsewhere in Annual Report.
 
 Auditors and Auditors''Report
 
 M/s Haribhakti & Company, Chartered Accountants, Mumbai and M/s B.
 Khosla &Co., Chartered Accountants, Jaipur, Joint Statutory Auditors of
 the Company retire at the conclusion of ensuing Annual General Meeting.
 The Company has received a letter from them to the effect that their
 appointment, if made by the Company for the year 2011-12 would be
 within the limit prescribed under Section 224(1B) of the Companies Act
 1956.
 
 Information referred in the Auditor''s Report are self explanatory and
 don''t call for any further comments.
 
 Directors''Responsibility Statement
 
 Pursuant to the provisions of Section 217 (2AA) of the Companies Act,
 1956 with respect to the Directors'' responsibility statement, it is
 hereby confirmed that:
 
 I.  In the preparation of the annual accounts for the financial year
 ended 31st March 2011, the applicable accounting standards have been
 followed along with proper explanation relating to material departures.
 
 II.  The Directors have 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 profit and loss
 account of the company for that period.
 
 III.  The Directors have taken proper and sufficient care for the
 maintenance of adequate accounting records in accordance with the
 provisions of the Companies Act, 1956, for safe guarding the assets of
 the company and for preventing and detecting fraud and other 
 irregularities.
 
 IV.  The Directors have prepared the annual accounts on a going concern
 basis.
 
 Employee Relations
 
 Employee relations continued to be cordial throughout the year. Your
 Directors wish to place on record their sincere appreciation for the
 excellent spirit with which the entire team of the Company worked at
 all plants and offices and achieved commendable progress.
 
 Management Discussion and Analysis Report
 
 Management Discussion and Analysis Report for the year under review, as
 required under clause 49 of the Listing Agreement is annexed to the
 Directors'' Report.
 
 Corporate Governance
 
 A report on Corporate Governance as stipulated under clause 49 of the
 Listing Agreement forms part of this Annual Report. The requisite
 certificate from the Statutory Auditors of the Company confirming the
 compliance with the conditions of Corporate Governance as stipulated
 under clause 49 is also annexed with this report.
 
 Particulars of Employees
 
 Information as required under the provisions of Section 217(2A) of the
 Companies Act, 1956, read with Companies (Particulars of Employees)
 Rules, 1975 as amended, are required to be set out in the annexure to
 the Directors'' Report. However, as per provisions of Section
 219(1)(b)(iv) of the Companies Act, 1956, the Annual Report is being
 sent to all the shareholders excluding the statement of particulars
 under Section 217 (2A). The Statement is open for inspection at the
 registered office of the Company during working hours and a copy of the
 same may be obtained by writing to the Company at its registered
 office.
 
 Employee Stock Option Plan 2006
 
 Employee Stock Option Plan was approved and implemented by the Company
 and options were granted to employees in accordance with Securities
 Exchange Board of India (Employee Stock Option Scheme and Employees
 Stock Purchase Scheme) Guidelines 1999.  The Compensation Committee
 constituted in accordance with SEBI guidelines administers and monitors
 the scheme. The applicable disclosures as stipulated under SEBI
 Guidelines as at 31st March 2011 are given in Annexure I to the
 Directors'' Report.
 
 Conservation of Energy, Technology Absorption and Foreign Exchange
 Earnings and outgo:
 
 Information in accordance with the provisions of Section 217(1) (e) of
 the Companies Act, 1956, read with the Companies (Disclosure of
 Particulars in the Report of Board of Directors) Rules, 1988.
 
 A.  Conservation of Energy
 
 The operations of your Company are not energy- intensive. However,
 significant measures are taken to reduce energy consumption by using
 energy efficient equipments. We regularly evaluate and use new energy
 efficient technologies and make necessary investment in these to make
 our infrastructure more energy-efficient.
 
 B.  Technology Absorption
 
 The Company has not carried out any specific research and development
 activities. Your Company possesses an in-house research and development
 wing, which is continuously working towards more efficient jewellery
 production, improved processes and better designs. Your Company has not
 imported any technology for its manufacturing process and therefore,
 the question of adaptation/absorption does notarise.
 
 Acknowledgment
 
 Your Directors wish to place on record their deep gratitude to the
 Shareholders, Customers, Bankers, Suppliers and various Government
 Authorities for their wholehearted support. Your Directors also
 recognize and appreciate the efforts and hard work of all employees of
 the Company and their continued contribution to its progress.
 
                           For and on behalf of the Board of Directors
 
 Place: Jaipur                                           Sunil Agrawal
 
 Date :17th August, 2011                                      Chairman