PC Jeweller Ltd Auditor Reports

To the Members of

PC Jeweller Limited

Report on the Audit of the Standalone Financial Statements

1. We have audited the accompanying Standalone Financial Statements of PC Jeweller Limited (hereinafter referred to as the "Company"), which comprise the Balance Sheet as at 31st March 2026, the Statement of Profit and Loss (including other comprehensive income), the Statement of changes in equity and Cash Flow Statement for the year then ended and Notes to the standalone financial statements including material accounting policy and other explanatory information (hereinafter collectively referred to as the standalone financial statements).

2. Qualified opinion

In our opinion and to the best of our information and according to the explanations given to us, except for the possible effects of the matter described in the Basis for Qualified Opinion section of our report, the aforesaid standalone financial statements give the information required by the Companies Act, 2013 ("the Act") in the manner so required and give a true and fair view in conformity with the Indian Accounting Standards ("Ind AS") prescribed under Section 133 of the Act, read with the Companies (Indian Accounting Standards) Rules, 2015, as amended, and other accounting principles generally accepted in India, of the state of affairs of the Company as at 31st March, 2026, and its profit for the year, total comprehensive income, changes in equity, its cash flow and other financial information of the company for the year ended on that date.

3. We conducted our audit of the standalone financial statements in accordance with the Standards on Auditing (SAs) specified under Section 143(10) of the Companies Act, 2013. Our responsibilities under those Standards are further described in the Auditors Responsibilities for the Audit of the Standalone Financial Statements section of our report. We are independent of the Company in accordance with the Code of Ethics issued by the Institute of Chartered Accountants of India (ICAI) together with the ethical requirements that are relevant to our audit of the standalone financial statements under the provisions of the Companies Act, 2013 and the Rules thereunder, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the ICAIs Code of Ethics. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our qualified audit opinion.

4. Basis for Qualified opinion:

(i) As explained in Note No. 47 to the accompanying standalone financial statements, the Company, during the financial year ended 31st March, 2019 had extended discounts amounting to Rs. 513.65 Crore to its export customers, which were adjusted against revenue from contracts with customers recognised for the said year. The Company had initiated the process for compliance with the requirements of the Master Directions on Export of Goods and Services issued by the Reserve Bank of India and has subsequently obtained approvals from the authorized dealer banks for reduction in export receivables corresponding to discounts amounting to Rs. 330.49 Crore.

For the remaining discounts of Rs. 183.16 Crore, in the absence of requisite approvals and material evidence related to such transactions, we are unable to ascertain any consequential effect of the above, if any, on the accompanying standalone financial statements.

The auditors opinion for the years ended 31st March 2019, 31st March 2020, 31st March 2021, 31st March

2022, 31st March 2023, 31st March 2024, 31st March 2025 were also modified in respect of this matter.

(ii) As explained in Note No. 48 of the accompanying standalone financial statements, the export receivables have been outstanding for more than 9 months and have been restated as per the RBI exchange rate as on 31st March 2026. Trade receivables as at 31st March 2026, inter alia, include outstanding from export customers net amounting Rs.1684.14 Crore. The Company has filed necessary applications with the requisite authority as per the regulations of the Foreign Exchange Management Act, 1999 for condonation of delays in repatriation of funds by its customers. Accordingly, the Company has recognized lifetime expected credit loss allowance (ECL) of Rs. 281.39 Crore on the outstanding export receivables as at 31st March 2026 as required under IndAS-109.

Due to no realization as per scheduled expected dates from the export receivables and considering the initiation of legal route for recovery, we are unable to examine adequacy of the provision of expected credit loss and its consequential impact and adjustments on the accompanying statement.

The auditors opinion for the years ended 31st March,

2023, 31st March, 2024 and 31st March, 2025 were also modified in respect of this matter.

5. Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the standalone financial statements of the current period. These matters were addressed in the context of our audit of the standalone financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

In addition to the matters described in the Basis for Qualified Opinion section, we have determined that there are no other key audit matters to be communicated in our report.

6. information other than the Standalone Financial Statements and auditors Report thereon

The Companys Board of Directors is responsible for the preparation of other information. The other information comprises the information included in the management discussion and analysis, Boards Report, but does not include the standalone financial statements and our auditors report thereon.

Our opinion on the standalone financial statements does not cover the other information and we do not express any form of assurance conclusion thereon.

In connection with our audit of the standalone financial statements, our responsibility is to read the other information identified above when it becomes available and, in doing so, consider whether the other information is materially inconsistent with the standalone financial statements or our knowledge obtained during the course of audit, or otherwise appears to be materially misstated.

If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.

7. responsibilities of management and those charged with Governance for Standalone Financial Statements

The Companys Management and Board of Directors are responsible for the matters stated in section 134(5) of the Companies Act 2013 ("the Act") with respect to the preparation of these standalone financial statements that give a true and fair view of the state of affairs, profit and other comprehensive income, changes in equity and cash flow of the Company in accordance with the accounting principles generally accepted in India, including the Indian accounting standards(Ind AS) specified under section 133 of the Act.

This responsibility also includes 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 frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and the design, implementation and maintenance of adequate internal financial controls with reference to standalone financial statements that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the standalone financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error. In preparing the standalone financial statements, the Management and the Board of Directors are responsible for assessing the Companys ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the Board of Directors either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so. The Board of Directors is also responsible for overseeing the Companys financial reporting process.

8. auditors responsibilities for the audit of the Standalone

Financial Statements

a) Our objectives are to obtain reasonable assurance about whether the standalone financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditors report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with SAs will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these standalone financial statements

b) As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional scepticism throughout the audit. We also:

1. Identify and assess the risks of material misstatement of the standalone financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

2. Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances. Under Section 143(3)(i) of the Companies Act, 2013, we are also responsible for expressing our opinion on whether the Company has an adequate internal financial control with reference to standalone financial statements in place and the operating effectiveness of such controls.

3. Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.

4. Conclude on the appropriateness of managements use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Companys ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditors report to the related disclosures in the standalone financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditors report. However, future events or conditions may cause the Company to continue as a going concern.

5. Evaluate the overall presentation, structure and content of the standalone financial statements, including the disclosures, and whether the standalone financial statements represent the underlying transactions and events in a manner that achieves fair presentation.

6. Obtain sufficient appropriate audit evidence regarding the Annual Standalone Financial Statements of the Company to express an opinion on the Annual Standalone Financial Statements.

c) Materiality is the magnitude of misstatements in the Annual Standalone Financial Statements that, individually or in aggregate, makes it probable that the economic decisions of a reasonably knowledgeable user of the Annual Standalone Financial Statements may be influenced. We consider quantitative materiality and qualitative factors in:

1. Planning the scope of our audit work and in evaluating the Statements of our work; and

2. To evaluate the effect of any identified misstatements in the Annual Standalone Financial Statements.

d) We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the standalone financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditors report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

9. Report on Other Legal and Regulatory Requirements

1. As required by section 197(16) of the Act, based on our audit and to the best of our information and according to the explanations given to us, we report that the Company has paid remuneration to its directors during the year in accordance with the provisions of and limit prescribed under Schedule V of the Act.

2. As required by the Companies (Auditors Report) Order, 2020 ("the Order"), issued by the Central Government of India in terms of sub-section (11) of section 143 of the Act, we give in the "Annexure A", a statement on the matters specified in paragraphs 3 and 4 of the Order, to the extent applicable.

3. As required by Section 143(3) of the Act, we report that:

a) We have sought and obtained, except for the matters described in the Basis for Qualified Opinion section, all the information and explanations which to the best of our knowledge and belief were necessary for the purposes of our audit;

b) In our opinion, proper books of account as required by law have been kept by the Company so far as it appears from our examination of those books;

c) The Standalone Balance Sheet, the Standalone Statement of Profit and Loss (including Other

Comprehensive Income), the Standalone Statement of Changes in Equity, and the Standalone Cash Flow Statement dealt with by this Report are in agreement with the books of accounts;

d) Except for the possible effects of the matters described in the Basis for Qualified Opinion section, in our opinion, the aforesaid standalone financial statements comply with the Indian Accounting Standards (Ind AS) specified under Section 133 of the Act;

e) On the basis of the written representations received from the directors and taken on record by the Board of Directors, none of the directors is disqualified as on 31st March, 2026 from being appointed as a director in terms of Section 164(2) of the Act;

f) The qualifications relating to the maintenance of accounts and other matters connected therewith are as stated in the Basis for Qualified Opinion section.

g) With respect to the adequacy of the internal financial controls over financial reporting of the Company and the operating effectiveness of such controls, refer to our Report in "Annexure B"

h) With respect to the other matters to be included in the Auditors Report in accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014 (as amended), in our opinion and to the best of our information and according to the explanations given to us:

i. The Company, as detailed in Note No.41 of the standalone financial statements, has disclosed the impact of pending litigations on its financial position as at 31st March 2026;

ii. The Company did not have any long-term contracts including derivative contracts for which there were any material foreseeable losses as at 31st March 2026.

iii. There has been no delay in transferring amounts, required to be transferred to the Investor Education and Protection Fund by the Company during the year ended as at 31st March 2026.

iv. The Management has represented that, to the best of its knowledge and belief, no funds have been advanced or loaned or invested (either from borrowed funds or share premium or any other sources or kind of funds) by the Company to or in any other person or entity, including foreign entities ("Intermediaries"), with the understanding, whether recorded in writing or otherwise, that the Intermediary shall whether, directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Company ("Ultimate Beneficiaries") or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries; Based on such audit procedures that we considered reasonable and appropriate in the circumstances, nothing has come to our notice that has caused us to believe that the representations contain any material misstatement.

v. No dividend has been declared or paid during the year by the Company.

vi. Based on our examination which included test checks, the Company has used accounting software systems for maintaining its books of account for the financial year ended 31st March 2026, which have a feature of recording audit trail (edit log) facility and the same has operated throughout the year for all relevant transactions recorded in the software. Further, during the course of audit, we did not come across any instance of the audit trail feature being tampered with and the audit trail has been preserved by the Company as per statutory requirements for record retention.

Annexure A referred to in para 2 under Report on other Legal and Regulatory Requirements section of our independent auditors report of even date to the members of pc Jeweller limited, on the Standalone Financial Statements for the year ended 31st March 2026.

i. According to the information and explanations given to

us and based on our examination of the records of the

Company, we report that:

a) i) The Company has maintained proper records

showing full particulars, including quantitative details and situation of property, plant and equipment ("PPE") and relevant details of right-of use assets.

ii) The Company has maintained proper records

showing full particulars of intangible assets.

b) The PPE and right-to-use assets have been physically verified by the management during the year and no material discrepancies were noticed on such verification. In our opinion, the frequency of verification of the PPE and right-to-use assets is reasonable having regard to the size of the Company and the nature of its assets.

c) The title deeds of immovable properties (other than properties where the Company is the lessee and the lease agreements are duly executed in favour of the lessee) disclosed in the financial statements are held in the name of the Company.

d) The Company has not revalued any of its Property, Plant and Equipment (including right-of-use assets) and intangible assets during the year.

e) No proceedings have been initiated during the year or are pending against the Company as at 31st March 2026 for holding any benami property under the Benami Transactions (Prohibition) Act, 1988 (as amended in 2016) and rules made thereunder.

ii. a) I n our opinion and according to the information and

explanations given to us, the inventories were physically verified by the Management at reasonable intervals during the year. The coverage and procedure of such verification were, in our opinion, appropriate having regard to the size of the Company and the nature of its operations. No discrepancies of 10% or more in the aggregate for each class of inventory were noticed on such physical verification. Our audit procedures included attendance at selected inventory verification locations and test checks, which were performed as part of our audit in accordance with the applicable Standards on Auditing.

b) During the year, the Company continued to have working capital limits in excess of Rs.5 crore, in aggregate,

from banks, secured against current assets. According to the information and explanations given to us and based on our examination of the records of the Company, the quarterly returns/statements filed by the Company with the consortium banks through the Agency for Specialised Monitoring (ASM) were in agreement with the books of account of the Company. The quarterly statement for the quarter ended 31 March 2026 was not due for submission as at the date of this report (refer Note 50(d) to the accompanying standalone financial statements).

iii. According to the information and explanations given to us and based on our examination of the records, during the year the Company has not made any investments, provided any guarantee or security or granted any loans or advances in the nature of loans, secured or unsecured, to companies, firms, Limited Liability Partnerships or any other parties. However, loans granted in earlier years remained outstanding as at the balance sheet date. Accordingly, reporting under clauses 3(iii)(c) and 3(iii)(d), to the extent applicable to such outstanding loans, has been made below.

a) According to the information and explanations given to us and based on our examination of the records, during the year the Company has not provided loans or provided advances in the nature of loans, or stood guarantee, or provided security to any entity. Accordingly, the reporting requirements under paragraph 3(iii)(a) of the order relating to such loans or advances and guarantees or security to subsidiaries, joint ventures, associates and to parties other than subsidiaries, joint ventures and associates are not applicable.

b) According to the information and explanations given to us and based on our examination of the records of the Company, the terms and conditions of the loans outstanding as at the balance sheet date, which were granted in earlier years, are not prejudicial to the interest of the Company.

c) According to the information and explanations given to us and based on our examination of the records of the Company, in respect of the loans granted by the Company in earlier years to its subsidiary Company (namely, Luxury Products Trendsetter Private Limited) and to body corporates (namely, Shivani Sarees Private Limited and PC Universal Private Limited) having gross outstanding balance of Rs. 176.14 crore (as disclosed in Note no. 6 of the accompanying standalone financial statements); and staff advance with an outstanding

balance of Rs.1.08 crore as at the balance sheet date, no schedule for the repayment of principal or payment of interest has been stipulated.

d) According to the information and explanations given to us and based on our examination of the records of the Company, since no schedule of repayment of principal or payment of interest has been stipulated in respect of the aforesaid loans, we are unable to determine whether any amount overdue for more than 90 days as at the balance sheet date.

e) According to the information and explanations given to us and on the basis of our examination of the records of the Company, there is no loan or advance in the nature of loan granted falling due during the year, which has been renewed or extended or fresh loans granted to settle the overdues of existing loans given to same parties. Accordingly, the reporting requirements under paragraph 3(iii)(e) of the order are not applicable.

f) According to the information and explanations given to us and based on our examination of the records of the Company, the Company has not granted any loans or advances in the nature of loans, either repayable on demand or without specifying any terms or period of repayment, to any person. Accordingly, the reporting requirements under paragraph 3(iii)(f) of the order relating to the aggregate amount of such loans and advances, the percentage thereof to the total loans granted, and the aggregate amount of loans granted to promoters and related parties, as defined under section 2(76) of the Companies Act, 2013, are not applicable.

iv) In our opinion and according to the information and

explanation given to us, the Company has complied with the

provisions of sections 185 and 186 of the Companies Act in respect of loans granted to subsidiary/ associate companies and investments made in subsidiary/ associate companies. The Company has not provided any guarantee or security to which the provisions of Sections 185 and 186 of the Act are applicable.

v) According to the information and explanation given to us and based on our examination of the records of the Company, the Company has not accepted any deposits or amounts which are deemed to be deposits, hence reporting under paragraph 3(v) of the Order is not applicable.

vi) According to the information and explanations given to us, the Central Government has not specified the maintenance of cost records under sub-section (1) of Section 148 of the Act, in respect of Companys products. Accordingly, the reporting requirements under clause 3(vi) of the Order are not applicable.

vii) According to the information and explanation given to us and on the basis of our examination of the records of the Company, in our opinion:

a. The Company is generally regular in depositing with the appropriate authorities undisputed statutory dues including Goods and Services Tax, Provident Fund, Employees State Insurance, Income Tax, Sales-Tax, Service Tax, Customs Duty, Excise Duty, Value Added Tax, Cess and any other statutory dues, as applicable. There were no undisputed statutory dues outstanding as at 31 March 2026 for a period exceeding six months from the date, they became payable.

b. According to the information and explanations given to us and based on our examination of the records of the Company, the following statutory dues have not been deposited on account of disputes:

Name of the Statute	Nature of the Dues	Amount (_ in crore)	Paid under Protest (_ in crore)	Period to which it pertains	Forum at which case is pending	Remarks (if any)
Income-tax Act, 1961	Income-tax	0.19	-	AY 2009-10	Income-tax Appellate Tribunal.	Appeal preferred by the Dept.
Income-tax Act, 1961	Income-tax	46.42	-	AY 2017-18	Income-tax Appellate Tribunal.	Appeal preferred by the Dept.
Income-tax Act, 1961	Income-tax	3.40	-	AY 2018-19	Supreme Court	-
Income-tax Act, 1961	Income-tax	12.66	-	AY 2013-14	Delhi High court	Appeal preferred by the Dept.
Income-tax Act, 1961	Income-tax	12.52	-	AY 2014-15	Delhi High court	Appeal preferred by the Dept.
Customs Act, 1962	Custom duty	5.12	2.43	FY 2010-11	Custom, Excise and Service Tax Appellate Tribunal, New Delhi.	-
Rajasthan Value Added Tax Act, 2003	Value added tax	0.05	-	FY 2010-11	The Rajasthan High Court.	-
		0.44	-	FY 2011-12
		0.50	-	FY 2012-13
		2.73	-	FY 2013-14
		2.31	-	FY 2014-15
		2.21	-	FY 2015-16
TheHaryana Goods & Services Tax Act, 2017	Goods & Services Tax	0.82*	0.04	FY 2018-19	Appellate Authority, Haryana GST	-
TheDelhi Goods & Services Tax Act, 2017	Goods & Services Tax	0.55*	0.03	FY 2019-20	Appellate Authority, Delhi GST	-
TheJharkhand Goods & Services Tax Act, 2017	Goods & Services Tax	0.22*	0.01	FY 2018-19	Appellate Authority, Jharkhand GST	-
		0.19*	0.01	FY 2019-20
		0.13*	0.01	FY 2020-21
		0.17*	0.01	FY 2021-22
		0.21*	0.01	FY 2022-23

* Including interest and penalty as on the date of order.

viii. In our opinion and according to the information and explanations given to us, there were no transactions not recorded in the books of account that were surrendered or disclosed as income during the year in the tax assessments under the Income-tax Act, 1961 (43 of 1961). Accordingly, the reporting requirements under clause 3(viii) of the Companies (Auditors Report) Order, 2020 are not applicable.

ix. a) According to the information and explanations given to

us and based on our audit procedures, the borrowings of the Company were settled pursuant to a One Time Settlement ("OTS") entered into with the lenders under a Joint Settlement Agreement ("JSA") executed on 30th September 2024. During the year under audit, the Company has not committed any default in the repayment of instalments or payment of interest in accordance with the terms of the Joint Settlement Agreement.

b) According to the information and explanations given to us, the Company has not been declared a wilful defaulter by any bank, financial institution or other lender.

c) The Company did not obtain any term loans during the year. Accordingly, the reporting requirements under clause 3(ix)(c) of the Order are not applicable.

d) On an overall examination of the standalone financial statements of the Company, the Company has not raised any funds on a short-term basis which has been utilised for long term purposes.

e) On an overall examination of the financial statements of the Company, the Company has not taken any funds from any entity or person on account of or to meet the obligations of its subsidiaries.

f) According to the information and explanations given to us, the Company has not raised any loans during the year on the pledge of securities held in its subsidiaries.

x. a) The Company has not raised moneys by way of initial public offer or further public offer (including debt instruments) during the year. Accordingly, paragraph 3(x)(a) of the Order is not applicable.

b) During the year, the Company made preferential allotments on a private placement basis of 9,72,22,222 fully convertible warrants at an issue price of Rs.18 per warrant, and 18,05,55,555 equity shares having a face value of Rs.1 each at an issue price of Rs.18 per equity share. During the year, the Company also allotted 211,27,63,520 equity shares upon conversion of warrants issued during the financial year ended 31 March 2025, consequent to receipt of the balance 75% of the issue price. In our opinion and according to the information and explanations given to us and based on our examination of the records of the Company, the Company has complied with the requirements of Sections 42 and 62 of the Companies Act, 2013 in respect of the aforesaid preferential allotments. Further, the funds raised through

the aforesaid preferential allotments have been utilized for the purposes for which they were raised and the unutilized amount of Rs.75.34 crore as at 31 March 2026, according to the information and explanations given to us, was held in monitoring accounts and temporary fixed deposits pending its utilization for the specified objects of the issue.

xi. a) According to the information and explanations given

to us and based on our audit procedures, no material fraud by the Company or on the Company by its officers or employees has been noticed or reported during the year.

b) During the year and up to the date of this report, no report under sub-section (12) of section 143 of the Act has been filed in Form ADT-4 as prescribed under rule 13 of Companies (Audit and Auditors) Rules, 2014 with the Central Government.

c) In our opinion and according to the information and explanations given to us, no whistle blower complaints were received by the Company during the year.

xii. In our opinion, the Company is not a Nidhi Company. Accordingly, the reporting requirements under clause 3(xii) of the Companies (Auditors Report) Order, 2020 are not applicable.

xiii. In our opinion and according to the information and explanations given to us, all transactions with the related parties are in compliance with Sections 177 and 188 of the Companies Act, 2013, where applicable, and the requisite details of such transactions have been disclosed in the standalone financial statements as required by the applicable Indian Accounting Standards (Ind AS).

xiv. a) I n our opinion and according to the information and

explanations given to us, the Company has an adequate internal audit system commensurate with the size and nature of its business.

b) We have considered the internal audit reports for the year under audit, issued to the Company during the year and till date, in determining the nature, timing and extent of our audit procedures.

xv. According to the information and explanations given to us and based on our examination of the records of the Company, the Company has not entered into any noncash transactions with its directors or persons connected with them during the year. Accordingly, the reporting requirements under clause 3(xv) of the Companies (Auditors Report) Order, 2020 are not applicable.

xvi. a) I n our opinion and according to the information and

explanations given to us, the Company is not required to be registered under section 45-IA of the Reserve Bank of India Act 1934. Accordingly, the reporting requirements under clause 3(xvi)(a) of the Companies (Auditors Report) Order, 2020 are not applicable.

b) In our opinion and according to the information and explanations given to us, the Company has not conducted any Non-Banking Financial or Housing Finance activities requiring a Certificate of Registration under Section 45-IA of the Reserve Bank of India Act, 1934. Accordingly, the reporting requirements under clause 3(xvi)(b) of the Companies (Auditors Report) Order, 2020 are not applicable.

c) In our opinion and according to the information and explanations given to us, the Company is not a Core Investment Company (CIC) as defined in regulations made by the Reserve Bank of India. Accordingly, the reporting requirements under clause 3(xvi)(c) of the Companies (Auditors Report) Order, 2020 are not applicable.

d) According to the information and explanations given to us, there is no Core Investment Company within the Group (as defined in the Core Investment Companies (Reserve Bank) Directions, 2016). Accordingly, the reporting requirements under clause 3(xvi)(d) of the Companies (Auditors Report) Order, 2020 are not applicable.

xvii. The Company has not incurred any cash losses in the current financial year or in the immediately preceding financial year.

xviii. There has been no resignation of the statutory auditors of the Company during the year.

xix. According to the information and explanations given to us and on the basis of our examination of the records of the Company, financial ratios, ageing and expected dates of realisation of financial assets and payment of financial liabilities, other information accompanying the standalone financial statements, our knowledge of the Board of Directors and management plans, we are of the opinion that no material uncertainty exists as on the date of this audit report that the Company is capable of meeting its liabilities existing at the balance sheet date as and when they fall due within a period of one year from the balance sheet date.

xx. a) The reporting under paragraph 3(xx) (a) of the Order is

not applicable for the year.

b) According to the information and explanations given to us and based on our examination of the records of the Company, the Company was required to transfer the unspent amount for the FY 2020-21 & 2021-22 relating to ongoing project(s) to the Unspent CSR Account in

accordance with the provisions of Section 135(6) of the Companies Act, 2013. Refer Note 43 to the standalone financial statements. However, the Company has not transferred such amount to the Unspent CSR Account within the prescribed time. The details are as follows:

Relevant financial Year	Amount identified for spending on CSR activities for ongoing project(in Crore)	unspent amount (in crore)	Amount transferred to Special account till the date of our report ( in crore)	Due date of transfer to the account	Actual date of transfer to the account	No. of days of delay
2020-21	6.50	6.50	Nil	30.04.2021	Not yet	Not yet
2021-22	0.94	0.94	Nil	30.04.2022	transferred	transferred

Annexure B to the independent Auditors Report of even date on the Standalone Financial Statement of PC Jeweller Limited.

Report on the Internal financial controls over financial reporting under clause (i) of sub-section 3 of section 143 of the companies act, 2013 ("the act")

In conjunction with our audit of the standalone financial statements of the Company as of and for the year ended on 31st March 2026, we have audited the internal financial controls over financial reporting of PC Jeweller Limited (hereinafter referred to as the "the Company"), which is a company covered under the Act, as at that date.

Responsibilities of Management and Those Charged with Governance for Internal Financial Controls

The Board of Directors of the Company, which is a company covered under the Act, are responsible for establishing and maintaining internal financial controls based on the internal financial controls with reference to financial statements criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls over Financial Reporting (the Guidance Note) issued by the Institute of Chartered Accountants of India (ICAI). These responsibilities include the design, implementation and maintenance of adequate internal financial controls that were operating effectively for ensuring the orderly and efficient conduct of the Companys business, including adherence to the Companys policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable financial information, as required under the Companies Act, 2013.

Auditors Responsibility for the audit of the Internal Financial Controls with Reference to Financial Statements

Our responsibility is to express an opinion on the Companys, internal financial controls with reference to financial statements based on our audit. We conducted our audit in accordance with the Standards on Auditing issued by the ICAI prescribed under Section 143(10) of the Act, to the extent applicable to an audit of internal financial controls with reference to financial statements, and the Guidance Note issued by the ICAI. Those Standards and the Guidance Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate internal financial controls with reference to financial statements were established

and maintained and if such controls operated effectively in all material respects.

Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls with reference to financial statements and their operating effectiveness. Our audit of internal financial controls with reference to financial statements included obtaining an understanding of internal financial controls with reference to financial statements, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal controls based on the assessed risk. The procedures selected depend on the auditors judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the Companys internal financial controls system with reference to financial statements.

Meaning of Internal Financial Controls with Reference to Financial Statements

A companys internal financial controls with reference to financial statements is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A companys internal financial controls with reference to financial statements include those policies and procedures that

(1) Pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company;

(2) Provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorisations of management and directors of the company; and

(3) Provide reasonable assurance regarding prevention or timely detection of unauthorised acquisition, use, or disposition of the companys assets that could have a material effect on the financial statements.

inherent Limitations of internal Financial Controls with Reference to Financial Statements

Because of the inherent limitations of internal financial controls with reference to financial statements, including the possibility of collusion or improper management override of controls, material misstatements due to error or fraud may occur and not be detected. Also, projections of any evaluation of the internal financial controls with reference to financial statements to future periods are subject to the risk that the internal financial controls with reference to financial statements may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Opinion

In our opinion and based on the criteria for internal financial controls with reference to financial statements established by the

company, which are covered under the Act, have in all material respects, adequate internal financial controls with reference to financial statements and such controls were operating effectively as at 31st March 2026, considering the essential components of internal control stated in the Guidance Note issued by the ICAI.