Gautam Gems Ltd — Updates, 30-05-2025: Company Update

GGL/SE/2025-26/P13

Date: May 30, 2025

To

The General Manager Listing,

The Corporate Relations Department,

BSE LIMITED PJ Towers,

25th floor, Dalal Street,

Mumbai -400 001.

Dear Sir/ Madam,

Sub: Annual Secretarial Compliance Report for the Financial Year ended 31st March, 2025

under Regulation 24A of the Securities and Exchange Board of India (Listing Obligations

and Disclosure Requirements) Regulations, 2015

Ref: Gautam Gems Limited (BSE Script Code: 540936)

Pursuant to Regulation 24A(2) of the Securities and Exchange Board of India (Listing Obligations

and Disclosure Requirements) Regulations, 2015, as amended, read with the applicable circulars

issued by the Securities and Exchange Board of India and BSE Limited ,please find enclosed

herewith the Annual Secretarial Compliance Report of Gautam Gems Limited for the year ended

March 31, 2025, issued by Neelam Somani & Associates, Practicing Company Secretaries,

secretarial auditors of the Company.

You are kindly requested to take above information on record.

Thanking you

For Gautam Gems Limited

Gautam P. Sheth

Managing Director

DIN: 06748854

Encl: As Stated

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CS

Neelam Somani & Associates

COMPANY SECRETARIES

Address: C-1001, Sarovar landmark, Gordhanvadi Cross Road, Kankaria, Ahmedabad-380022,

Gujarat.

Contact: +91-8638402502 Email: neelamsomani90@gmail.com

ANNUAL SECRETARIAL COMPLIANCE REPORT

Secretarial Compliance Report of Gautam Gems Limited for the financial year

ended

31st March, 2025

I have examined:

(a) all the documents and records made available to us and explanation provided by

Gautam Gems Limited (“the listed entity”),

(b) the filings/ submissions made by the listed entity to the Stock Exchanges,

(c) website of the listed entity,

(d) any other document/ filing, as may be relevant, which has been relied upon to make

this Report.

for the financial year ended 31st March, 2025 (“Review Period”) in respect of

compliance with the provisions of:

(a) the Securities and Exchange Board of India Act, 1992 (“SEBI Act”) and the

regulations, circulars, guidelines issued thereunder; and

(b)

the Securities Contracts (Regulation) Act, 1956 (“SCRA”), rules made thereunder and

the regulations, circulars, guidelines issued thereunder by the SEBI;

The specific Regulations, whose provisions and the circulars/ guidelines issued

thereunder, have been examined, include: -

(a) Securities and Exchange Board of India (LODR) Regulations, 2015;

(b) Securities and Exchange Board of India (Issue of Capital and Disclosure

Requirements) Regulations, 2018; NOT APPLICABLE

(c) Securities and Exchange Board of India (Substantial Acquisition of Shares and

Takeovers) Regulations, 2011;

(d) Securities and Exchange Board of India (Buyback of Securities) Regulations, 2018;

NOT APPLICABLE

(e)

Securities and Exchange Board of India (Share Based Employee Benefits and Sweat

Equity) Regulations, 2021; NOT APPLICABLE

(f) Securities and Exchange Board of India (Issue and Listing of Non-Convertible

Securities) Regulations, 2021; NOT APPLICABLE

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(g) Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations,

2015;

(h) other regulations as applicable and circulars/ guidelines issued thereunder; and based on the

above examination, I hereby report that, during the Review Period:

(a) The listed entity has complied with the provisions of the above Regulations and

circulars/ guidelines issued thereunder

I. I hereby report that, during the review period the compliance status of the listed

entity with the following requirements:

Sr.

No

Particulars

Compliance

Status (Yes/

No/NA)

Observation

s/

Remarks by

PCS*

1.

Secretarial Standards:

The compliances of the listed entity are

in accordance with the applicable

Secretarial Standards (SS) issued by

the Institute of Company Secretaries of

India (ICSI).

Yes As per the

representation

received the

Company has done

the Compliances

as per the

Secretarial

Standards issued

by ICSI

2.

Adoption and timely updation of the

Policies:

 All applicable policies under SEBI

Regulations are adopted with the

approval of board of directors of the

listed entities.

 All the policies are in conformity with

SEBI Regulations and have been

reviewed & updated on time, as per

the regulations/ circulars/guidelines

issued by SEBI.

Yes

Yes

3.

Maintenance

and

disclosures

on

Website:

 The listed entity is maintaining a

functional website.

 Timely

dissemination

of

the

documents/

information

under

a

Yes

Yes

Yes

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separate section on the website.

 Web-links provided in annual

corporate governance reports under

Regulation 27(2) are accurate and

specific which redirects to the

relevant document(s)/section of the

website.

Yes

4.

Disqualification of Director(s):

None of the director(s) of the listed entity

is/ are disqualified under Section 164 of

Companies Act, 2013 as confirmed by

the listed entity.

Yes

5.

Details related to subsidiaries of listed

entities have been examined w.r.t.:

(a) Identification of material subsidiary

companies.

(b)

Disclosure requirement of material

as well as other subsidiaries.

NA There is no

material subsidiary

company as per

the information

received

6.

Preservation of Documents:

The listed entity is preserving and

maintaining records as prescribed under

SEBI Regulations and disposal of

records as per policy of preservation of

documents and archival policy prescribed

under SEBI LODR Regulations, 2015.

Yes

7.

Performance Evaluation:

The listed entity has conducted

performance evaluation of the board,

independent directors and the

committees at the start of every financial

year/during the financial year as

prescribed in SEBI Regulations.

Yes

8.

Related Party Transactions:

(a) The listed entity has obtained prior

approval of audit committee for all

related party transactions;

(b) In case no prior approval obtained,

Yes

NA

The Company has

obtained the prior

approval.

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the listed entity shall provide detailed

reasons along with confirmation

whether

the

transactions

were

subsequently

approved/ratified/rejected

by

the

audit committee.

9.

Disclosure of events or information:

The listed entity has provided all the

required disclosure(s) under Regulation

30 along with Schedule III of SEBI LODR

Regulations, 2015 within the time limits

prescribed thereunder.

Yes

10.

Prohibition of Insider Trading:

The listed entity is in compliance with

Regulation 3(5) & 3(6) SEBI (Prohibition

of Insider Trading) Regulations, 2015.

Yes

11.

Actions taken by SEBI or Stock

Exchange(s), if any:

No action(s) has been taken against the

listed entity/ its promoters/ directors/

subsidiaries either by SEBI or by Stock

Exchanges (including under the

Standard Operating Procedures issued

by SEBI through various circulars) under

SEBI Regulations and circulars/

guidelines issued thereunder (or)

The actions taken against the listed

entity/ its promoters/ directors/

subsidiaries either by SEBI or by Stock

Exchanges are specified in the last

column.

NA No action has been

taken against the

Company by SEBI

or Stock Exchange

12.

Resignation of statutory auditors from

the listed entity or its material

subsidiaries:

In case of resignation of statutory auditor

from the listed entity or any of its material

subsidiaries during the financial year, the

listed entity and / or its material

subsidiary(ies) has / have complied with

Yes The Statutory

Auditors has been

appointed as per

the regulations of

SEBI (LODR)

Regulations, 2015

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paragraph 6.1 and 6.2 of section V-D of

chapter V of the Master Circular on

compliance with the provisions of the

LODR Regulations by listed entities.

13.

Additional Non-compliances, if any:

No additional non-compliances observed

for any SEBI regulation/circular/guidance

note etc. except as reported above.

No The SOP fine was

imposed on the

Company under

regulation 24A &

19(1)/19(2) of

SEBI (LODR)

Regulations, 2015

during the year

under review.

Assumptions & limitation of scope and review:

1. Compliance of the applicable laws and ensuring the authenticity of documents and

information furnished, are the responsibilities of the management of the listed entity.

2. Our responsibility is to report based upon our examination of relevant documents

and information. This is neither an audit nor an expression of opinion.

3. We have not verified the correctness and appropriateness of financial records and

books of account of the listed entity.

4. This report is solely for the intended purpose of compliance in terms of Regulation

24A (2) of the SEBI (LODR) Regulations, 2015 and is neither an assurance as to

the future viability of the listed entity nor of the efficacy or effectiveness with which

the management has conducted the affairs of the listed entity.

Neelam Somani & Associates

Neelam Rathi

FCS No.: 10993

CP No.: 12454

UDIN : F010993G000502946

Peer Review No. 5612/2024

Place: Ahmedabad

Date: 30/05/2025

NEELAM

RATHI

Digitally signed by

NEELAM RATHI

Date: 2025.05.30

12:25:09 +05'30'

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