Priority Jewels Limited

• Repayment/pre-payment, in full or in part, of certain working capital borrowings availed by our Company₹750 Cr
• General corporate purposes

Material Civil Litigation Nil. Criminal Litigation Nil. Actions Taken by Regulatory and Statutory Authorities 1. Our Promoter, Shailesh Sangani, in his capacity as managing director of Priority Jewels Private Limited, received summons dated November 1, 2022, and June 7, 2023, from the from the Assistant Director, Directorate of Enforcement ("E

• A substantial portion of our operating revenue is derived from a limited number of customers in the gems and jewellery industry. Our top five customers accounted for 33.36% of our revenue from operations for the period ended June 30, 2026. The loss or reduction of sales to any of our key customers, whether due to the termination or non-renewal of contracts, inability to negotiate acceptable renewal terms, loss of market share of these customers, changes in product quality specifications, technological advancements, disputes, mergers or decline in their sales, reduced or delayed customer orders, store closures, labour strikes, or other work stoppages, could materially and adversely affect our business, operating results, financial condition, and cash flows.(Customer Concentration)

• The non-availability or high cost of gold, diamonds, precious and semi-precious metals and stones may have an adverse effect on our business, results of operations, financial condition and prospects. The cost of raw materials and components consumed as a percentage of our total expenses, for the three months ended June 30, 2026 and Fiscals 2026, 2025, and 2024 was 108.13%, 92.53%, 85.41%, and 86.37% respectively. Further, we do not have long term agreements for supply of our raw materials. Any disruption in the timely procurement of these materials from our existing vendors, or a failure to source suitable alternatives on acceptable terms, could adversely impact our production schedules, increase our costs, and materially affect our business and financial condition.(Raw Material Costs)

• We source gold primarily from nominated banks or agencies in India. Currently, the RBI allows only certain banks in India to import precious metals such as gold and we are subject to the rates of interest charged by banks. In the past, we had gold loan arrangements with certain lenders and these were typically limited by the amount of gold that we could procure under the agreement. Our ability to procure gold is subject to the regulatory framework established by the Reserve Bank of India, and the terms of our gold loan arrangements. Further, an increase in gold prices may also increase our operating costs including our procurement cost of raw materials which may adversely impact our profitability.(Regulatory and Interest Rate Risk)

• We rely on the timely procurement of raw materials, including gold, diamonds, platinum, and precious or semi‑precious stones, to manufacture our jewellery products. Our ability to obtain these materials at competitive prices and on favourable terms is critical to our business, results of operations, financial condition, and prospects. Relying on their adequate availability, we procure and source platinum and precious and semi-precious stones such as diamonds and gemstones from domestic vendors in the open market in India, on a spot basis and have not entered into long-term arrangements with our suppliers, since there are no restrictions on our purchases. Accordingly, our business is affected by the availability, cost and quality of raw materials.(Supply Chain and Procurement)

• We source our materials on a spot basis and do not enter into long-term contracts with our suppliers, making our business vulnerable to fluctuations in materials prices. Prices of materials are influenced by factors beyond our control, including geopolitical conditions, production capacity constraints, transportation costs, infrastructure disruptions, regulatory changes, government policies, labour unrest, and competitive demand. Additionally, rising material costs and inflation can squeeze margins further.(Price Volatility)

• A sudden fall in the market price of diamonds and other precious and semi-precious stones may affect our ability to recover our procurement costs. Conversely, an increase in the price of diamonds and other precious and semi-precious stones could lead to a decrease in demand for a particular jewellery and/or a decrease in our profit margins.(Price Volatility)

• There can be no assurance that we will continue to derive significant revenue from these customers. While we have not experienced the loss of our top ten or top five customers to date, we cannot guarantee that such losses will not occur in the future or that we would be able to replace lost revenue on commercially reasonable terms. Further, we cannot assure you that we will be able to maintain historic levels of business from our top 10 clients, or that we will be able to significantly reduce client concentration in the future.(Customer Concentration)

• Our share of revenue from operations from top 10 customers reduced from 57.72% in Fiscal 2024 to 47.92% in Fiscal 2026. The volume and timing of sales to our top 10 clients may vary due to variations in demand for such customers’ products. Thus, any decrease in the demand for our products from our top 10 customers could adversely impact our business, results of operations, financial condition and cash flow.(Customer Concentration)

• PRIORITY JEWELS LIMITED - PROSPECTUS02 Sept 2026