& PC] Date: September 20, 2014 Jeweller for generations -, To, !:I. To, 'f) The Listing Compliance Department, ~" The Listing Compliance Department, BSELimited, National Stock Exchange of Limited, P.J. Tower, Dalal Street, Exchange Plaza, BandraKuria Complex, Mumbai - 400001 Bandra (East), Mumbai - 400051

Sub.: Result of Postal Ballot Notice dated July 28, 2014

Ref.: PCJeweller Limited (Scrip Code: 534809, Symbol: PCJEWELLER)

Dear Sir/Madam,

In terms of Clause 35A of the Listing Agreement, please find enclosed herewith the details of the voting results (Postal Ballot & e-voting) on Postal Ballot Notice dated July 28, 2014, submitted with you on August 16, 2014, seeking consent of Members by way of Special Resolution for the following Special Business:

Item No.1: To authorise the Board of Directors to borrow money in excess of aggregate of the paid up share capital of the Company and its free reserves but not exceeding ~6,OOOcrores.

Item No.2: To authorise the Board of Directors to create charges, mortgages etc. for securing the borrowings upto ~6,OOOcrores.

Item No.3: To authorise the Board of Directors to vary the terms of contracts or objects in Prospectus dated December 16, 2012.

Total number of Shareholders as on August 1, 2014 (Cut-off date for determining voting rights of shareholders): 28,996

Date of declaration of Result: September 20, 2014

Please also find enclosed herewith copy of Result of Postal Ballot as announced today.

Kindly take the same on record.

Thanking you.

Encl.: As above

ON: L36911DL200SPLC134929pC Jeweller Limited Corporate Office: C - 54, Ilnd Floor, Vikas Marg, Preet Vihar, - llO 092 Ph. : Oll - 49714971 Fax: Oll 49714972

Regd. & Head Off. : 24/2708. Bank Street. Karol Bagh, New Delhl- 110005, INDIA OTHER SHOWROOMS: : Karol Bagh • ·Prtampura· Kingsway Camp· Rajouri Garden· South Extn., Part-l- GK-I • UTIAR PRADESH: Ghaziabad- Indirapuram· Nolda· Lucknow· · HARYANA: Gurgaon • · Rohtak- Panch kula • • UTIARAKHAND: · Haridwar' MADHYA PRADESH: Bhopal· Indore· CHHATIISGARH: Raipur· Bilaspur' RAJASTHAN: Jodhpur ( Bhilwara • Pall· Beawar • Ajmer • PUNJAB: • [email protected] • www.pcjeweller.com Annexure

Item wise voting details on the Postal Ballot Notice dated July 28, 2014

Item No.1: To authorise the Board of Directors to borrow money in excess of aggregate of the paid up share capital of the Company and its free reserves but not exceedinlt~6,000 crores. Resolution required : Special Mode of voting : Postal Ballot & E-voting

Promoter / Public No. of No. of votes % of Votes Polled No. of No. of % of Votes in % of Votes shares held polled on outstanding Votes - in Votes - favour on votes against on votes (1) (2) shares favour against polled polled (3)=[(2)/(1)]*100 (4) (5) (6)=[(4)/(2)] *100 (7)=[(5)/(2)] *100 Promoters and 126352850 126042650 99.75 126042650 0 100.00 0.00 Promoter Group Public-Institutional 25240448 12126126 48.04 6671651 5454475 55.02 44.98 holders Public-Others 27506702 8598931 31.26 8595615 3316 99.96 0.04

Total 179100000 146767707 81.95 141309916 5457791 96.28 3.72

Item No.2: To authorise the Board of Directors to create charges, mortgages etc. for securing the borrowings upto ~6,000 crores. Resolution required : Special Mode of voting : Postal Ballot & E-voting

Promoter / Public No. of No. of votes % of Votes Polled No. of No. of % of Votes in % of Votes shares held polled on outstanding Votes - in Votes - favour on votes against on votes (1) (2) shares favour against polled polled (3)=[(2)/(1)]*100 (4) (5) (6)=[(4)/(2)]*100 (7)=[(5)/(2)]*100 Promoters and 126352850 126042650 99.75 126042650 0 100.00 0.00 Promoter Group Public-Institutional 25240448 12126126 48.04 6941481 5184645 57.24 42.76 holders Public-Others 27506702 8598646 31.26 8595050 3596 99.96 0.04

Total 179100000 146767422 81.95 141579181 5188241 96.46 3.54

Item No.3: To authorise the Board of Directors to vary the terms of contracts or objects in Prospectus dated December 16, 2012. Resolution required : Special Mode of voting : Postal Ballot & E-voting

Promoter / Public No. of No. of votes % of Votes Polled No. of No. of % at Votes in % of Votes shares held polled on outstanding Votes - in Votes - favour on votes against on votes (1) (2) shares favour against polled polled (3)=[(2)/(1)]*100 (4) (5) (6)=[(4)/(2)]*100 (7)=[(5)/(2)]*100 Promoters and 126352850 126042650 99.75 126042650 0 100.00 0.00 Promoter Group PubliC-Institutional 25240448 12126126 48.04 12126126 0 100.00 0.00 holders Public-Others 27506702 8598266 31.26 8595328 2938 99.97 0.03

Total 179100000 146767042 81.95 146764104 2938 100.00 0.00 I & PC] Jeweller for generations '\ Result of Postal Ballot f. "~ Pursuant to Section 110 and other applicable provisions, if any, of the Companies Act, 2013 read with The Companies (Management and Administration) Rules, 2014 (including any statutory modifications or re-enactments thereof for the time being in force) consent of the Members of the Company was sought through Postal Ballot Notice dated July 28, 2014, on following Special Business:

Item No.1: To authorise the Board of Directors to borrow money in excess of aggregate of the paid up share capital of the Company and its free reserves but not exceeding ~6,OOOcrores.

Item No.2: To authorise the Board of Directors to create charges, mortgages etc. for securing the borrowings upto ~6,OOOcrores.

Item No.3: To authorise the Board of Directors to vary the terms of contracts or objects in Prospectus dated December 16, 2012.

The Members were provided the e-voting facility to cast their votes electronically on the above Special Business through e-voting platform provided by Karvy Computershare Private Limited. The e-voting commenced on August 15, 2014, at 9:00 A.M. and ended on September 13, 2014 at 6:00 P.M. Voting done through Postal Ballot Forms received only upto 6:00 P.M. on Saturday, September 13, 2014 (being the last date for receipt of Postal Ballot Forms) were considered.

Shri Randhir Singh Sharma, Proprietor Mis R S Sharma & Associates, Company Secretaries, New Delhi, was appointed as Scrutinizer for conducting the entire Postal Ballot process in a fair and transparent manner ..

Based on the report submitted by the Scrutinizer, following results are announced:

Item No.1: To authorise the Board of Directors to borrow money in excess of aggregate of the paid up share capital of the Company and its free reserves but not exceeding ~6/000 crores.

Promoter / Public No. of No. of votes % of Votes Polled No. of No. of % of Votes in % of Votes shares held polled on outstanding Votes - in Votes - favour on votes against on votes (1) (2) shares favour against polled polled (3)=[{2)/{1)]*100 (4) (5) (6)=[{4)/{2)]*100 (7)=[{5)/{2)]*100 Promoters and 126352850 126042650 99.75 126042650 0 100.00 0.00 Promoter Group Public-Institutional 25240448 12126126 48.04 6671651 5454475 55.02 44.98 holders Public-Others 27506702 8598931 31.26 8595615 3316 99.96 0.04

Total 179100000 146767707 81.95 141309916 5457791 96.28 3.72

Accordingly, the Special Resolution under Item NO.1 of Postal Ballot Notice dated July 28, 2014 has been approved by the Members with requisite majority.

CIN: L36911DL200SPLC134929PCleweller Limited Corporate Office: C - 54, Ilnd Floor, Vikas Marg, Preet Vihar, Delhi - 110092 Ph.: 011 - 49714971 Fax :

Regd. & Head Off. : 24/2708, Bank Street, Karol Bagh, New Delhi - 110 005, INDIA OTHER SHOWROOMS: NEW DELHI: Karol Bagh· Pitampura· Kingsway Camp· Rajouri Garden· South Extn., Part-I' GK-I· UTTAR PRADESH: Ghaziabad- Indirapuram· · Lucknow· Kanpur· HARYANA: Gurgaon • Faridabad· Rohtak- Panchkula· CHANDIGARH • UTTARAKHAND: Dehradun • Haridwar· MADHYA PRADESH: Bhopal· Indore· CHHATTISGARH: Raipur : Bilaspur' RAJASTHAN: Jodhpur· Bhilwara • Pall • Beawar • Ajmer • PUNJAB: Ludhiana • Amritsar [email protected] • www.pcjeweller.com Item No.2: To authorisethe Board of Directors to create charges, mortgages etc. for securing the borrowings upto ~6,000 crores.

Promoter 1 Public No. of No. of votes % of Votes Polled No. of No. of % of Votes in % of Votes shares held polled on outstanding Votes - in Votes - favour on votes against on votes (1) (2) shares favour against polled polled (3)=[(2)/(l})*100 (4) (5) (6)=[(4)/(2)]*100 (7)=[(5)/(2)]*100 Promoters and 126352850 126042650 99.75 126042650 0 100.00 0.00 Promoter Group Public-Institutional 25240448 12126126 48.04 6941481 5184645 57.24 42.76 holders Public-Others 27506702 8598646 31.26 8595050 3596 99.96 0.04

Total 179100000 146767422 81.95 141579181 5188241 96.46 3.54

Accordingly, the Special Resolution under Item No.2 of Postal Ballot Notice dated July 28, 2014 has been approved by the Members with requisite majority.

Item No.3: To authorise the Board of Directors to vary the terms of contracts or objects in Prospectus dated December 16, 2012.

Promoter 1 Public No. of No. of votes % of Votes Polled No. of No. of % of Votes in % of Votes shares held polled on outstanding Votes - in Votes - favour on votes against on votes (1) (2) shares favour against polled polled (3)=[(2)/(1)]*100 (4) (5) (6)=[(4)1(2)]*100 (7)=[(5)/(2)]*100 Promoters and 126352850 126042650 99.75 126042650 0 100.00 0.00 Promoter Group Public-Institutional 25240448 12126126 48.04 12126126 0 100.00 0.00 holders Public-Others 27506702 8598266 31.26 8595328 2938 99.97 0.03

Total 179100000 146767042 81.95 146764104 2938 100.00 0.00

Accordingly, the Special Resolution under Item No.3 of Postal Ballot Notice dated July 28, 2014 has been approved by the Members with requisite majority.

Place: Delhi Date: September 20, 2014