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Advance Agrolife Ltd Management Discussions

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Advance Agrolife Ltd Share Price Management Discussions

You should read the following discussion of our financial condition and results of operations together with our Restated Financial Information which have been included in this Red Herring Prospectus. The following discussion and analysis of our financial condition and results of operations is based on our Restated Financial Information for the Fiscal 2025, 2024 and 2023 including the related notes and reports, included in this Red Herring Prospectus prepared in accordance with requirements of the Companies Act and restated in accordance with the SEBI (ICDR) Regulations 2018, which differ in certain material respects from IFRS, U.S. GAAP and GAAP in other countries. Our Financial Information, as restated have been derived from our audited financial information for the respective period and years. Accordingly, the degree to which our Restated Financial Information will provide meaningful information to a prospective investor in countries other than India is entirely dependent on the reader?s level offamiliarity with Ind AS, Companies Act, SEBI Regulations and other relevant accounting practices in India.

This discussion contains forward-looking statements and reflects our current views with respect to future events and financial performance. Actual results may differ materially from those anticipated in these forward-looking statements as a result of certain factors such as those described under "Risk Factors " and "Forward Looking Statements" on pages 37 and 25 respectively, and elsewhere in this Red Herring Prospectus.

Unless otherwise indicated or the context requires otherwise, the financial information included herein is based on our Restated Financial Statements as at and for theFiscals 2025, 2024 and 2023, included in this Red Herring Prospectus. For further information, see "Restated Financial Statements " beginning on page 296. Our Fiscal ends on March 31 of each year. Accordingly, all references to a particular Fiscal are to the 12 months ended March 31 of that year.

Unless otherwise indicated, industry and market data used in this section has been derived from the report titled "Industry Report on Agrochemical Sector" dated March 24, 2025 and updated in August 2025 (the "CareEdge Report") prepared and released by CareEdge Research and exclusively commissioned and paid for by us in connection with the Offer, appointed by us on November 5, 2024. A copy of the CareEdge Report is available on the website of our Company at www. advanceagrolife. com. The data included herein includes excerpts from the CareEdge Report and may have been re-ordered by us for the purposes ofpresentation. There are no parts, data or information (which may be relevant for the proposed Issue), that has been left out or changed in any manner. Unless otherwise indicated, financial, operational, industry and other related information derived from the CareEdge Report and included herein with respect to any particular year refers to such information for the relevant calendar year. For more information, see "Risk Factors - Certain sections of this Red Herring Prospectus disclose information from the CareEdge Report which have been commissioned and paidfor by us exclusively in connection with the Issue and any reliance on such information for making an investment decision in the Issue is subject to inherent risks" on page 78.

Business Overview

We are an agrochemical company engaged in manufacturing a wide range of agrochemical products that support the entire lifecycle of crops. Our products are designed for use in the cultivation of major cereals, vegetables, and horticultural crops across both agri-seasons (Kharif and Rabi) in India. Our major product portfolio includes insecticides, herbicides, fungicides, plant growth regulators. We also manufacture other agrochemical products such as micro-nutrient fertilizers and bio fertilizers. Further, as on date, we manufacture Technical Grade and Formulation Grade agrochemicals products through our three integrated Manufacturing Facilities, located at Jaipur, Rajasthan, India.

Our products are primarily sold domestically through direct sales to corporate customers on B-2-B basis, across the country, particularly in nineteen (19) states and two (2) union territories. In addition to serving domestic market, our products were also exported to seven (7) countries including UAE, Bangladesh, China (including Hong Kong), Turkey, Egypt, Kenya and Nepal during the Fiscal Years 2025, Fiscal 2024 and Fiscal 2023.

Key Performance Indicators

In evaluating our business, we consider and use certain key performance indicators that are presented below as

supplemental measures to review and assess our operating performance. The presentation of these key performance indicators is not intended to be considered in isolation or as a substitute for the Restated Financial Statements included in this Red Herring Prospectus. We present these key performance indicators because they are used by our management to evaluate our operating performance. Further, these key performance indicators may differ from the similar information used by other companies, including peer companies, and hence their comparability may be limited. Therefore, these matrices should not be considered in isolation or construed as an alternative to IndAs measures of performance or as an indicator of our operating performance, liquidity, profitability or results of operation. A list of our KPIs for the Fiscals 2025, 2024 and 2023 is set out below:

Particulars Fiscal 2025 Fiscal 2024 Fiscal 2023
Revenue from Operations(1) 5,022.60 4,558.99 3,978.06
EBITDA(2) 482.45 402.11 252.23
EBITDA Margin(3) (in %) 9.61% 8.82 6.34
Net Profit after tax (4) 256.38 247.32 148.68
Net Profit Margin(5) (in %) 5.10% 5.42 3.74
Return on Net Worth(6) (in %) 29.11% 39.30 34.46
Return on Capital Employed(7) (in %) 27.02% 37.62 34.38
Debt-Equity Ratio(8) 0.80 0.60 0.50
Days Working Capital(9) 74 55 48

As certified by Statutory Auditors pursuant to their certificate dated September 18, 2025 Notes:

(1) Revenue from operations means the Revenue from Operations as appearing in the Restated Financial Statements.

(2) EBITDA means Earnings before interest, taxes, depreciation and amortization expense, which has been arrived at by obtaining the profit/ (loss) before exceptional items and tax for the fiscal/period and adding back finance costs, depreciation, and amortization expense.

(3) EBITDA margin is calculated as EBITDA as a percentage of revenue from operations.

(4) Net Profit after tax represents the restated profits of our Company after deducting all expenses.

(5) Net Profit margin is calculated as restated net profit after tax for the fiscal/period divided by revenue from operations.

(6) Return on Net Worth (%) is calculated as Net Profit after tax attributable to owner of the company, as restated for the end of the fiscal/period divided by Average Net worth as at the end of the fiscal/period. Average net worth means the average of the net worth of current and previous fiscal/period. Net worth means the aggregate value of the paid-up share capital and other equity.

(7) Return on capital employed is calculated as Earnings before interest and taxes divided by average capital employed. Average c apital employed is calculated as average of the total equity, including non-controlling interest, total debt (including borrowings and lease liabilities) and deferred tax liabilities (net of deferred tax assets) of the current and previous fiscal/period.

(8) Debt- equity ratio is calculated by dividing total debt by total equity. Total debt represents long-term and short-term borrowings, including lease liabilities. Total equity includes the aggregate value of the paid-up share capital, other equity and non-controlling interest.

(9) Days Working Capital is arrived at by dividing working capital (current assets excluding cash and cash equivalents and bank balances less current liabilities excluding short term borrowings and current lease liabilities) by revenue from operations multiplied by the number of days in the fiscal/period (365)

SIGNIFICANT DEVELOPMENTS SUBSEQUENT TO THE LAST FINANCIAL PERIOD

In the opinion of the Board of Directors of our Company, since the date of the last financial statements disclosed in this Red Herring Prospectus, there have not arisen any circumstance that materially or adversely affect or are likely to affect the business activities or profitability of our Company or the value of its assets or its ability to pay its material liabilities within the next twelve months.

FACTORS AFFECTING OUR RESULTS OF OPERATIONS

Our business is subjected to various risks and uncertainties, including those discussed in the section titled " Risk Factors on page 37. Our results of operations and financial conditions are affected by numerous factors including the following:

1. A major portion of our revenue from operations is dependent upon a limited number of customers and

the loss of any of these customers or loss of revenue from any of these customers could have a material

adverse effect on our business, financial condition, results of operations and cash flows.

2. Our Manufacturing Facilities, Registered Office and Corporate Office are located in Jaipur in the state of Rajasthan, India, whereas a majority of our revenue from operations are generated from key agricultural belt states of India, including Rajasthan, Punjab, Uttar Pradesh, Haryana, Madhya Pradesh, and Gujarat which exposes our operations to potential geographical concentration risks arising from local and regional factors which may adversely affect our operations and in turn our business, results of operations and cash flows.

3. We depend on a few suppliers for the supply of raw materials. Any failure to procure such raw materials from these suppliers may have an adverse impact on our manufacturing operations and results of operations.

4. Our business is sensitive to weather patterns, seasonal factors and climate change, which can impact demand for our products and adversely affect our business, results of operations and financial condition.

5. We derive significant portion of our revenue from the sale of Formulation Grade agrochemical products, and any decline in demand or pricing for these products could adversely affect our business, financial condition, and results of operations.

6. We have significant working capital requirements and our inability to meet such working capital requirements may have an adverse effect on our results of operations.

BASIS OF PREPARATION, MEASUREMENT AND MATERIAL ACCOUNTING POLICIES

Basis of Preparation and Measurement

(a) Restated Financial Statement of Compliance

The Restated Financial Statements of the Company comprise of Restated Balance Sheet as at March 31, 2025, March 31, 2024 and March 31, 2023, the Restated statement of Profit and Loss (including Other Comprehensive Income), Restated Statement of Changes in Equity and the Restated Statement of Cash Flows for the March 31, 2025, March 31, 2024 and March 31, 2023, the summary of material accounting policies and explanatory notes (collectively, the ‘Restated Financial Statements?).

The restated summary statements of the Company have been prepared in accordance with Indian Accounting Standards (Ind AS) notified under the Companies (Indian Accounting Standards) Rules, 2015 (as amended from time to time) and presentation requirements of Division II of Schedule III to the Companies Act, 2013, (Ind AS compliant Schedule III), as applicable to the Restated summary statements.

These Restated Financial Statements have been prepared by the management as required under the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018, as amended ("SEBI ICDR Regulations") issued by the Securities and Exchange Board of India ("SEBI"), in pursuance of the Securities and Exchange Board of India Act, 1992, for the purpose of inclusion in this Red Herring Prospectus ("RHP") in connection with the proposed initial public offering of equity shares of Face Value Rs. 10 each of the company comprises of fresh issue of Equity Shares ("IPO"), prepared by the Company in terms of the requirements of:

a) Section 26 of Part I of Chapter III of the Companies Act, 2013 (the "Act");

b) The Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018 as amended;

c) The Guidance Note on Reports in Company Prospectuses (Revised 2019) issued by the Institute of Chartered Accountants of India (ICAI) (the "Guidance Note");

(b) Basis of Preparation:

The accounting policies set out below have been applied consistently to the periods presented in the Restated Financial Statements. These Restated Financial Statements have been prepared on a going concern basis.

(c) Basis of Measurement:

The Restated Financial Statements have been prepared on a historical cost basis and accrual basis, except for certain financial assets and liabilities measured at fair value or amortized cost method (refer accounting policy regarding financial instruments) or revalued amount.

(d) Current and Non-Current Classification:

Based on the time involved between the acquisition of assets for processing and their realization in cash and cash equivalents, the Company has identified twelve months as its operating cycle for determining current and non-current classification of assets and liabilities.

(e) Functional and Presentation Currency:

The functional currency of the company is the Indian Rupee and the Restated Financial Statements has been presented in Indian Rupees. All amounts have been rounded-off to the nearest millions and decimals thereof, unless otherwise mentioned. Due to rounding off, the numbers presented throughout the document may not add up precisely to the totals and percentages may not precisely reflect the absolute figures.

(f) Use of estimates, assumptions and judgements:

The preparation of these restated financial statements in conformity with the recognition and measurement principles of Ind AS requires, management to make judgements, estimates and assumptions that affect the application of accounting policies and the reported balances of assets and liabilities, disclosures relating to contingent assets and contingent liabilities as at the date of the restated financial statements and the reported amounts of income and expenses for the years presented.

Actual results may differ from these estimates.

Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognized in the period in which the estimates are revised and in any future periods affected, and if material, their effects are disclosed in the notes to the restated financial statements.

Assumption and estimation uncertainties:

Information about assumptions and estimation uncertainties that have a significant risk of resulting in a material adjustment in the amounts recognized in the Restated Financial Statements is included in the following notes:

a) Impairment test of non-financial assets and financials assets.

b) Measurement of defined benefit obligations: key actuarial assumptions.

c) Recognition of deferred tax assets; availability of future taxable profit against which tax losses carries forward can be used.

d) Recognition and measurement of provisions and contingencies: key assumptions about the likelihood and magnitude of an outflow of resources.

(g) Fair value measurement:

The company measures financial instruments at fair value in accordance with accounting policies at each reporting date. Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The fair value measurement is based on the presumption that the transaction to sell the asset or transfer the liability takes place either:

• In the principal market for the asset or liability, or

• In the absence of a principal market, in the most advantageous market for the asset or liability.

The principal or the most advantageous market must be accessible by the group.

The fair value of an asset or a liability is measured using the assumptions that market participants would use when pricing the asset or liability, assuming that market participants act in their economic best interest.

A fair value measurement of a non-financial asset takes into account a market participant?s ability to generate economic benefits by using the asset in its highest and best use or by selling it to another market participant that would use the asset in its highest and best use.

The Company uses valuation techniques that are appropriate in the circumstances and for which sufficient data are available to measure fair value, maximizing the use of relevant observable inputs and minimizing the use of unobservable inputs.

All assets and liabilities for which fair value is measured or disclosed in the Restated summary statements are categorized within the fair value hierarchy, described as follows, based on the lowest level input that is significant to the fair value measurement as a whole:

• Level 1 - Quoted (unadjusted) market prices in active markets for identical assets or liabilities

• Level 2 - Valuation techniques for which the lowest level input that is significant to the fair value measurement is directly or indirectly observable

• Level 3 - Valuation techniques for which the lowest level input that is significant to the fair value measurement is unobservable

For assets and liabilities that are recognised in the Restated summary statements on a recurring basis, the Company determines whether transfers have occurred between levels in the hierarchy by re-assessing categorization (based on the lowest level input that is significant to the fair value measurement as a whole) at the end of each reporting period.

For the purpose of fair value disclosures, the Company has determined classes of assets and liabilities on the basis of the nature, characteristics and risks of the asset or liability and the level of the fair value hierarchy as explained above.

1. Material accounting policies

(a) Property, plant and equipment :

Recognition and Measurement

Property, plant and equipment are stated at cost, net of accumulated depreciation and accumulated impairment losses, if any. Freehold land is stated at cost.

The cost of an item of property, plant and equipment comprises:

its purchase price, including non-refundable purchase taxes, after deducting trade discounts and rebates.

a) any costs directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by the management.

b) the initial estimate of the costs of dismantling and removing the item and restoring the site on which it is located.

If significant parts of an item of property, plant and equipment have different useful lives, then they are accounted for as separate items (major components) of property, plant and equipment and depreciated accordingly.

Subsequent expenditure:

Subsequent expenditure is capitalized only if it is probable that the future economic benefits associated with the expenditure will flow to the Company.

Depreciation methods, estimated useful lives and residual value:

Depreciation is calculated on written down value basis using the useful lives as prescribed under Schedule II to the Companies Act, 2013. If the management?s estimate of the useful life of a property plant & equipment at the time of acquisition of the asset or of the remaining useful life on a subsequent review is shorter than that envisaged in the aforesaid schedule, depreciation is provided at a higher rate based on the management?s estimate of the useful life/remaining useful life.

Assets Useful Life
Building & Property 60 years
Furniture & Fixtures 10 years
Plant & Equipment 5 - 15 years
Computer & Peripherals 3 years
Computer Software 6 years
Vehicles 8 - 10 years

Depreciation on additions during the year is provided on pro rata basis with reference to month of addition/installation.

The residual values are not more than 5% of the original cost of the asset. Assets costing less than Rs.5,000 are fully charged to the Statement of profit & loss account in the year of acquisition.

De-recognition:

An item of property, plant and equipment and any significant part initially recognized is derecognized upon disposal or when no future economic benefits are expected from its use or disposal. Any gain or loss arising on de-recognition of the asset (calculated as the difference between the net disposal proceeds and the carrying amount of the asset) is included in the statement of profit and loss when the asset is derecognized.

(b) Capital Work-In-Progress:

Cost of assets not ready for intended use, as on balance sheet date is shown as capital work in progress. Advances given towards acquisition of property, plant and equipment outstanding at each balance sheet date are disclosed as other non-current assets.

(c) Investment Property :

Recognition and Measurement:

Land and Building held to earn rental or for capital appreciation or both, rather than for use in the production or supply of goods or services or for administrative purposes: or sale in the ordinary course of business is recognized as investment property. Land held for a currently undetermined future use is also recognized as Investment Property. Investment property is measured initially at its cost, including related transaction costs and where applicable borrowing costs. Subsequent expenditure is capitalized to the asset?s carrying amount only when it is probable that future economic benefits associated with the expenditure will flow to the Company and the cost of the item can be measured reliably. All other repairs and maintenance costs are expensed when incurred. When part of an investment property is replaced, the carrying amount of the replaced part is derecognized.

Gain or Loss on Disposal:

Any gain or loss on disposal of an Investment Property is recognized in the Statement of Profit and loss.

(d) Intangible Assets:

Intangible asset including intangible assets under development are stated at cost, net of accumulated amortization and accumulated impairment losses, if any. Intangible assets acquired separately are measured on initial recognition at cost.

Intangible assets in case of ERP software are amortized on WDV basis over a period of 6 years, based on management estimate. The amortization period and the amortization method are reviewed at the end of each financial year.

The useful lives of intangible assets are assessed as either finite or indefinite. Intangible assets with finite lives are amortized over the useful economic life and assessed for impairment whenever there is an indication that the intangible asset may be impaired. The amortization period and the amortization method for an intangible asset with a finite useful life are reviewed at least at the end of each reporting period. Changes in the expected useful life or the expected pattern of consumption of future economic benefits embodied in the asset are considered to modify the amortization period or method, as appropriate, and are treated as changes in accounting estimates. The amortization expense on intangible assets with infinite lives is recognized in the statement of profit and loss unless such expenditure forms part of carrying value of another asset.

De-recognition:

An item of property, plant and equipment and any significant part initially recognized is derecognized upon disposal or when no future economic benefits are expected from its use or disposal. Any gain or loss arising on de-recognition of the asset (calculated as the difference between the net disposal proceeds and the carrying amount of the asset) is included in the statement of profit and loss when the asset is derecognized.

(e) Impairment:

i. Impairment of Financial Assets:

The Company recognizes loss allowances for expected credit losses on: financial assets measured at amortized cost;

- contract assets recognized under contract with customers; and

- financial assets measured at FVTOCI- debt investments.

At each reporting date, the Company assesses whether financial assets carried at amortized cost are credit-impaired. A financial asset is credit-impaired when one or more events that have a detrimental impact on the estimated future cash flows of the financial asset have occurred.

Evidence that a financial asset is credit-impaired includes the following observable data:

- significant financial difficulty of the borrower or issuer;

- a breach of contract such as a default or being past due for 90 days or more;

- the restructuring of a loan or advance by each entity in the Company on terms that such entity would not consider otherwise;

- it is probable that the borrower will enter bankruptcy or other financial reorganization;

- the disappearance of an active market for a security because of financial difficulties.

The Company measures loss allowances at an amount equal to lifetime expected credit losses, except for bank balances for which credit risk (i.e. the risk of default occurring over the expected life of the financial instrument) has not increased significantly since initial recognition, which are measured as 12 month expected credit losses.

Loss allowances for trade receivables are always measured at an amount equal to lifetime expected credit losses. Lifetime expected credit losses are the expected credit losses that result from all possible default events over the expected life of a financial instrument. Twelve months expected credit losses are the portion of expected credit losses that result from default events that are possible within 12 months after

the reporting date (or a shorter period if the expected life of the instrument is less than 12 months).

In all cases, the maximum period considered when estimating expected credit losses is the maximum contractual period over which the Company is exposed to credit risk. When determining whether the credit risk of a financial asset has increased significantly since initial recognition and when estimating expected credit losses, the Company considers reasonable and supportable information that is relevant and available without undue cost or effort. This includes both quantitative and qualitative information and analysis, based on the Companies historical experience and informed credit assessment and including forward-looking information.

ii. Impairment of non-financial assets:

The Companies non-financial assets, other than inventories and deferred tax assets are reviewed at each reporting date to determine whether there is any indication of impairment. If any such indication exists, then the assets recoverable amount is estimated.

For impairment testing, assets that do not generate independent cash inflows are grouped together into cash-generating units (CGUs). Each GU represents the smallest group of assets that generates cash inflows that are largely independent of the cash inflows of other assets or CGUs.

The recoverable amount of a CGU (or an individual asset) is the higher of its value in use and its fair value less costs to sell. Value in use is based on the estimated future cash flows, discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the GU (or the asset).

An impairment loss is recognized if the carrying amount of an asset or GU exceeds its estimated recoverable amount. Impairment losses are recognized in the Statement of Profit and Loss. Impairment loss recognized in respect of a CGU is allocated first to reduce the carrying amount of any goodwill allocated to the GU, and then to reduce the carrying amounts of the other assets of the CGU (or group of CGUs) on a pro rata basis.

In respect of other assets for which impairment loss has been recognized in prior periods, the Company reviews at each reporting date whether there is any indication that the loss has decreased or no longer exists. An impairment loss is reversed if there has been a change in the estimates used to determine the recoverable amount. Such a reversal is made only to the extent that the assets carrying amount does not exceed the carrying amount that would have been determined, net of depreciation or amortization, if no impairment loss had been recognized.

(f) Inventories:

Inventories include finished goods, raw materials and Work in Progress. The inventory is valued at cost or Net Realizable Value, whichever is lower. Cost is ascertained on FIFO Basis.

The cost of inventory include expenditure in purchasing the materials, production and conversion cost and other relevant costs incurred in bringing them to their present location and condition.

Net realizable value is the estimated selling price in the ordinary course of business, less estimated costs of completion and estimated costs necessary to make the sale.

(g) Financial Instruments:

i. Financial assets:

Initial recognition and measurement:

Financial assets are recognized when, and only when, the Company becomes a party to the contractual provisions of the financial instrument. The Company determines the classification of its financial assets at initial recognition.

When financial assets are recognized initially, they are measured at fair value. Transaction costs that are directly attributable to the acquisition or issue of financial assets, which are not at fair value through profit or loss, are adjusted to the fair value on initial recognition.

Classification:

a) Cash and Cash Equivalents:

Cash comprises cash/cheques on hand and demand deposits with banks. Cash equivalents are short-term balances (with an original maturity of three months or less from the date of acquisition), highly liquid investment that are readily convertible into known amounts of cash and which are subject to insignificant risk of changes in value.

b) Debt Instruments:

The Company classifies its debt instruments, as subsequently measured at amortized cost or fair value through Other Comprehensive Income or fair value through profit or loss based on its business model for managing the financial assets and the contractual cash flow characteristics of the financial asset

i. Financial assets at amortized cost:

Financial assets are subsequently measured at amortized cost if these financial assets are held for collection of contractual cash flows where those cash flows represent solely payments of principal and interest. Interest income from these financial assets is included as a part of the Company?s income in the Statement of Profit and Loss using the effective interest rate method.

ii. Financial assets at fair value through Other Comprehensive Income (FVTOCI):

Financial assets are subsequently measured at fair value through Other Comprehensive Income if these financial assets are held for collection of contractual cash flows and for selling the financial assets, where the assets cash flows represent solely payments of principal and interest. Movements in the carrying value are taken through Other Comprehensive Income, except for the recognition of impairment gains or losses, interest revenue and foreign exchange gains or losses which are recognized in the Statement of Profit and Loss. When the financial asset is derecognized, the cumulative gain or loss previously recognized in Other Comprehensive Income is reclassified from Other Comprehensive Income to the Statement of Profit and Loss.

iii. Financial assets at fair value through profit or loss (FVTPL):

Assets that do not meet the criteria for amortized cost or FVOCI are measured at fair value through profit or loss. A gain or loss on such debt instrument that is subsequently measured at FVTPL and is not part of a hedging relationship as well as interest income is recognized in the Statement of Profit and Loss.

c) Equity Instruments:

The Company subsequently measures all equity investment (other than the investments in subsidiaries, joint ventures and associates which are measured at cost) at fair value. Where the Company has elected to present fair value gains and losses on equity investments in Other Comprehensive Income ("OCI"), there is no subsequent reclassification of fair value of gains and losses to profit or loss. Dividends from such investments are recognized in the Statement of Profit and Loss as other income when the Company?s right to receive payment is established.

The Company has made an irrecoverable election to present in Other Comprehensive Income

subsequent changes in the fair value of equity investments that are not held for trading (except investments in subsidiaries, joint ventures and associates which are measured at cost).

When the equity investment is de-recognized, the cumulative gain or loss previously recognized in Other Comprehensive Income is reclassified from Other Comprehensive Income to the Retained Earnings directly.

De-recognition:

A financial asset is de-recognized only when the Company has transferred the rights to receive cash flows from the financial asset. Where the Company has transferred an asset, the Company evaluates whether it has transferred substantially all risks and rewards of ownership of the financial asset. In such cases, the financial asset is de-recognized. Where the Company has not transferred substantially all risks and rewards of ownership of the financial asset, the financial asset is not de-recognized. Where the Company retains control of the financial asset, the asset is continued to be recognized to the extent of continuing involvement in the financial asset.

ii. Financial liabilities:

Initial recognition and measurement:

Financial liabilities are recognized when and only when, the Company becomes a party to the contractual provisions of the financial instrument. The Company determines the classification of its financial liabilities at initial recognition.

All financial liabilities are recognized initially at fair value. Transaction costs that are directly attributable to the acquisition or issue of financial liabilities, which are not at fair value through profit or loss, are adjusted to the fair value on initial recognition.

Subsequent measurement:

After initial recognition, financial liabilities that are not carried at fair value through profit or loss are subsequently measured at amortized cost using the effective interest method. Gains and losses are recognized in the Statement of Profit and Loss when the liabilities are derecognized, and through the amortization process

De-recognition:

A financial liability is de-recognized when the obligation under the liability is discharged or cancelled or expires. When an existing financial liability is replaced by another from the same lender on substantially different terms, or the terms of an existing liability are substantially modified, such an exchange or modification is treated as a de-recognition of the original liability and the recognition of a new liability, and the difference in the respective carrying amounts is recognized in the Statement of Profit and Loss.

Equity Instruments:

An equity instrument is any contract that evidences a residual interest in the assets of an entity after deducting all of its liabilities. Equity instruments issued by a Company are recognized at the proceeds received.

(h) Foreign Currencies:

Initial recognition:

Foreign currency transactions are recorded in the reporting currency by applying to the foreign currency amount the exchange rate between the reporting currency and the foreign currency at the date of the transaction.

Conversion:

Foreign currency monetary items are reported using the closing rate. Non-monetary items which are carried in terms of historical cost denominated in a foreign currency are reported using the exchange rate at the date of the transaction. Non-monetary items, which are measured at fair value or other similar valuation denominated in a foreign currency, are translated using the exchange rate at the date when such value was determined.

Exchange difference:

Exchange differences arising on the settlement of monetary items or on reporting monetary items of Company at rates different from those at which they were initially recorded during the year, or reported in previous Restated summary statements, are recognized as income or as expenses in the year in which they arise except those arising from investments in non-integral operations.

The Company?s Restated summary statements are presented in Indian Rupee. The Company determines the functional currency as Indian Rupee on the basis of primary economic environment in which the entity operates.

(i) Leases:

The Company assesses at contract inception whether a contract is, or contains, a lease. That is, if the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration.

Company as a Lessor:

Leases for which the Company is a lessor is classified as a finance or operating lease. Whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessee, the contract is classified as a finance lease. All other leases are classified as operating leases.

For operating leases, rental income is recognized on a systematic basis according to contract of the relevant lease.

Company as a lessee:

The Company applies a single recognition and measurement approach for all leases, except for shortterm leases and leases of low-value assets. The Company recognises lease liabilities to make lease payments and right-of-use assets representing the right to use the underlying assets.

Right-of-use assets:

The Company recognises right-of-use assets at the commencement date of the lease (i.e., the date the underlying asset is available for use). Right-of-use assets are measured at cost, less any accumulated depreciation and accumulated impairment losses, and adjusted for any re-measurement of lease liabilities. The cost of right-of-use assets includes the amount of lease liabilities recognised, initial direct costs incurred, and lease payments made at or before the commencement date less any lease incentives received. Right-of-use assets are depreciated on a straight-line basis over the shorter of the lease term and the estimated useful lives of the assets.

If ownership of the leased asset transfers to the Company at the end of the lease term or the cost reflects the exercise of a purchase option, depreciation is calculated using the estimated useful life of the asset.

The right-of-use assets are also subject to impairment. Refer to the section of the accounting policies - Impairment of non-financial assets.

Lease Liability:

At the commencement date of the lease, the Company recognises lease liabilities measured at the present value of lease payments to be made over the lease term. The lease payments include fixed payments (including in substance fixed payments) less any lease incentives receivable.

In calculating the present value of lease payments, the Company uses its incremental borrowing rate at the lease commencement date because the interest rate implicit in the lease is not readily determinable. After the commencement date, the amount of lease liabilities is increased to reflect the accretion of interest and reduced for the lease payments made. In addition, the carrying amount of lease liabilities is remeasured if there is a modification, a change in the lease term, a change in the lease payments (e.g., changes to future payments resulting from a change in an index or rate used to determine such lease payments) or a change in the assessment of an option to purchase the underlying asset.

(j) Borrowing costs:

General and specific borrowing costs that are directly attributable to the acquisition, construction or production of a qualifying asset are capitalized during the period of time that is required to complete and prepare the asset for its intended use or sale. Qualifying assets are assets that necessarily take a substantial period of time to get ready for their intended use or sale.

Interest income earned on the temporary investment of specific borrowings pending their expenditure on qualifying assets is deducted from the borrowing costs eligible for capitalization. Other borrowing costs are expensed in the period in which they are incurred.

(k) Cash and Cash Equivalent:

Cash and cash equivalent includes cash on hand, other short-term, highly liquid investments with original maturities of three months or less that are readily convertible to known amounts of cash and which are subject to an insignificant risk of changes in value, and bank overdrafts.

(l) Statement of Cash Flows:

Cash flows are reported using the indirect method, whereby net profit before taxes for the period is adjusted for the effects of transactions of a non-cash nature, any deferrals or accruals of past or future operating cash receipts or payments and item of income or expenses associated with investing or financing cash flows. The cash flows from operating, investing and financing activities of the Company are segregated.

(m) Earnings per share :

Basic earnings per share

Basic earnings per share is calculated by dividing:

- the profit attributable to owners of the company

- by the weighted average number of equity shares outstanding during the financial year, adjusted for bonus elements in equity shares issued.

Diluted earnings per share

Diluted earnings per share adjusts the figures used in the determination of basic earnings per share to take into account:

- the profit attributable to owners of the company

- the weighted average number of additional equity shares that would have been outstanding assuming the conversion of all dilutive potential equity shares.

(n) Revenue Recognition:

The Company derives revenues primarily from manufacturing and distributing of broad spectrum of technical and formulated grade of agrochemical such as insecticides, fungicides, herbicides, and plant growth regulators.

Ind AS 115 "Revenue from Contracts with Customers" provides a control- based revenue recognition model and provides a five-step application approach to be followed for revenue recognition.

Identify the contract(s) with a customer;

• Identify the performance obligations;

• Determine the transaction price;

• Allocate the transaction price to the performance obligations;

• Recognize revenue when or as an entity satisfies performance obligations

Revenue from contracts with customers is recognized when control of the goods is transferred to the customer, at an amount that reflects the consideration to which the Company expects to be entitled in exchange for those goods. Revenue is recognized when no significant uncertainty exists as to its realization or collection.

The amount recognized as revenue in its Statement of Profit and Loss is exclusive of Goods and Service Tax and is net of discounts.

(o) Contract balances:

Trade receivables:

A receivable represents the Company?s right to an amount of consideration that is unconditional (i.e., only the passage of time is required before payment of the consideration is due). Refer to accounting policies of financial assets in section (h) Financial Instruments.

Contract liabilities:

A contract liability is the obligation to perform the services as agreed with the customer for which the Company has received consideration (or an amount of consideration is due) from the customer. A contract liability is recognized when the payment is made or the payment is due (whichever is earlier). Contract liabilities are recognized as revenue when the Company performs under the contract.

Export benefits are accounted for in the year of exports based on eligibility and when there is no uncertainty in receiving the same.

Other income:

Interest Income:

Interest income is accrued on time basis, by reference to the principal outstanding and at the effective interest rate applicable, which is the rate that exactly discount estimated future cash receipts through the expected life of the financial asset to the asset?s net carrying amount on initial recognition. Interest income is included in other income in the statement of profit/loss.

(p) Employee benefits:

(i) During Employment benefits:

Short term employee benefits obligations:

Liabilities for wages and salaries, including non-monetary benefits that are expected to be settled wholly

within 12 months after the end of the period in which the employees render the related service are recognized in respect of employee?s services up to the end of the reporting period and are measured at the undiscounted amounts of the benefits expected to be paid when the liabilities are settled. The liabilities are presented as current employee benefit obligations in the balance sheet.

Other Long-term employee benefit obligations:

The liabilities for compensated absences (annual leave) which are not expected to be settled wholly within 12 months after the end of the period in which the employee render the related service are presented as non-current employee benefits obligations. They are therefore measured as the present value of expected future payments to be made in respect of services provided by employees up to the end of the reporting period using the Projected Unit Credit method. The benefits are discounted using the market yields at the end of the reporting period on government bonds that have terms approximating to the terms of the related obligations. Re-measurements as a result of experience adjustments and changes in actuarial assumptions (i.e. actuarial losses/ gains) are recognized in the Statement of Profit and Loss.

The obligations are presented as current in the balance sheet, if the Company does not have an unconditional right to defer settlement for at least twelve months after the reporting period, regardless of when the actual settlement is expected to occur.

(ii) Post-Employment benefits:

(a) Defined contribution plans:

The Company pays provident fund contributions to publicly administered provident funds as per local regulatory authorities. The Company has no further obligations once the contributions have been paid. The contributions are accounted for as defined contribution plans and the contributions are recognized as employee benefit expense when they are due.

(b) Defined benefit plans:

The Company provides for gratuity, a defined benefit plan (the "Gratuity Plan") covering eligible employees in accordance with the Payment of Gratuity Act, 1972. The Gratuity Plan provides a lump sum payment to vested employees at retirement, death, incapacitation or termination of employment, of an amount based on the respective employee?s salary and the tenure of employment.

The liability or asset recognized in the balance sheet in respect of defined benefit gratuity plans is the present value of the defined benefit obligation at the end of the reporting period less the fair value of plan assets. The defined benefit obligation is actuarially determined using the Projected Unit Credit method.

The present value of the defined benefit obligation is determined by discounting the estimated future cash outflows by reference to market yields at the end of the reporting period on government bonds that have a terms approximating to the terms of the obligation.

The net interest cost, calculated by applying the discount rate to the net balance of the defined benefit obligation and the fair value of the plan assets, is recognized as employee benefit expenses in the statement of profit and loss.

Re-measurements gains and losses arising from experience adjustments and changes in actuarial assumptions are recognized in the other comprehensive income in the year in which they arise and are not subsequently reclassified to Statement of Profit and Loss.

Changes in the present value of the defined benefit obligation resulting from plan amendments or curtailments are recognized immediately in profit or loss as past service cost.

(iii) Termination benefits:

Termination benefits are payable when employment is terminated by the Company before the normal retirement date or when an employee accepts voluntary redundancy in exchange for these benefits. In case of an offer made to encourage voluntary redundancy, the termination benefits are measured based on the number of employees expected to accept the offer.

(q) Taxes:

Income tax expense comprises of current tax expense and the net change in the deferred tax asset or liability during the year. Current and deferred tax are recognized in the Restated Statement of Profit and Loss (including other comprehensive income/(loss)), except when they relate to items that are recognized in Other Comprehensive Income (OCI) or directly in equity, in which case, the current and deferred tax are also recognized in other comprehensive income or directly in equity, respectively.

i. Current tax:

Current income tax for the current and prior periods are measured at the amount expected to be paid to the taxation authorities based on the taxable income for that period. The tax rates and tax laws used to compute the amount are those that are enacted or substantively enacted as at the date of Restated Balance Sheet.

Management periodically evaluates positions taken in the tax returns with respect to situations in which applicable tax regulations are subject to interpretation and considers whether it is probable that a taxation authority will accept an uncertain tax treatment. The Company shall reflect the effect of uncertainty for each uncertain tax treatment by using either most likely method or expected value method, depending on which method predicts better resolution of the treatment.

ii. Deferred tax:

Deferred tax is recognized on differences between the carrying amounts of assets and liabilities in the restated financial statements and the corresponding tax bases used in the computation of taxable profit and are accounted for using the balance sheet liability method. Deferred tax liabilities are generally recognized for all taxable temporary differences, and deferred tax assets are generally recognized for all deductible temporary differences to the extent that it is probable that taxable profits will be available against which those deductible temporary differences can be utilized. Such assets and liabilities are not recognized if the temporary difference arises from goodwill or from the initial recognition (other than in a business combination) of other assets and liabilities in a transaction that affects neither the taxable profit nor the accounting profit.

Deferred tax relating to items recognized outside profit or loss is recognized outside profit or loss (either in other comprehensive income or in equity). Deferred tax items are recognized in correlation to the underlying transaction either in OCI or directly in equity.

The carrying amount of deferred tax assets is reviewed at each balance sheet date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered.

Deferred tax assets and liabilities are offset when there is a legally enforceable right to set off current tax assets against current tax liabilities and when they relate to income taxes levied by the same taxation authority and the Company intends to settle its current tax assets and liabilities on a net basis.

Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the year when the asset is realized or the liability is settled, based on tax rates (and tax laws) that have been enacted or substantively enacted at the reporting date.

(r) Provisions, Contingent Liabilities and Contingent Assets:

Provisions are recognized when the Company has a present obligation (legal or constructive) as a result of a past event and it is probable that an outflow of resources, that can be reliably estimated, will be required to settle such an obligation.

If the effect of the time value of money is material, provisions are determined by discounting the expected future cash flows to net present value using an appropriate pre-tax discount rate that reflects current market assessments of the time value of money and, where appropriate, the risks specific to the liability. Unwinding of the discount is recognized in the Statement of Profit and Loss as a finance cost. Provisions are reviewed at each reporting date and are adjusted to reflect the current best estimate.

A present obligation that arises from past events where it is either not probable that an outflow of resources will be required to settle or a reliable estimate of the amount cannot be made, is disclosed as a contingent liability. Contingent liabilities are also disclosed when there is a possible obligation arising from past events, the existence of which will be confirmed only by the occurrence or non -occurrence of one or more uncertain future events not wholly within the control of the Company.

Claims against the Company where the possibility of any outflow of resources in settlement is remote, are not disclosed as contingent liabilities.

Contingent assets are not recognized in restated financial statements since this may result in the recognition of income that may never be realized. However, when the realization of income is virtually certain, then the related asset is not a contingent asset and is recognized.

(s) Segment Reporting:

The Company identifies operating segments based on the internal reporting provided to the chief operating decision-maker.

The chief operating decision-maker, who is responsible for allocating resources and assessing performance of the operating segments, has been identified as the Board of Directors that makes strategic decisions.

The Company operates in manufacturing and trading as a single business segment based on its products and has one reportable segment, namely "Pesticides Products". Accordingly, separate disclosure for business segment is not applicable. Based on the "Management Approach" as defined in Ind AS 108 "Operating Segment", the Companys Chief Operating Decision Maker (CODM) is Board of Directors of the Company which regularly reviews the financial performance of the Company as whole. The CODM monitors the operating results of its single business unit for the purpose of making decisions about resource allocation and performance assessment.

The analysis of geographical segments is based on the areas in which customers of the company are located.

PRINCIPAL COMPONENTS OF STATEMENT OF PROFIT AND LOSS

Set forth below are the principal components of statement of profit and loss from our continuing operations:

Income

Our total income comprises of (i) revenue from operations and (ii) other income.

Revenue from Operations

Revenue from operations comprises of: (i) sale of products; and (ii) Other Operating Income which includes Export incentives;

Other Income

Other income includes (i) income from job work; (ii) income from manpower supply; (iii) interest income; (iv) foreign exchange gain (net); (v) insurance claim received; (vi) profit on sale of property, plant and equipments;

(vii) balance written back; (viii) miscellaneous income; (ix) rate difference.

Expenses

Our expenses comprise of: (i) cost of materials consumed; (ii) change in inventories of finished goods and work- in-progress; (iii) manufacturing and operating expenses (iv) employee benefits expenses; (v) finance costs; (vi) depreciation and amortization expense; and (vii) other expenses.

Cost of Material Consumed

Cost of Material Consumed denote the sum of opening stock, purchases of raw materials (net of discount) less closing stock of raw materials.

Changes in inventories of finished goods, work in progress and stock-in-trade

Changes in inventories of finished goods and work in progress denote the difference between opening and closing balance of Finished Goods and work in progress.

Manufacturing and Operating Expenses

Manufacturing and operating expenses (i) Consumables and Store Expenses, (ii) Freight Expenses and Installation Expenses, (iii) Fuel and Electricity Expenses, (iv) Job Work Expenses; (v) Labour and Loading/Unloading Charges; (vi) Other Professional Expenses; (vii) Repairs and Maintenance Expenses; (viii) Research and Development Expenses; (ix) Shortage of Material and (x) Water Expenses.

Employee Benefits Expense

Employee benefits expenses include (i) Salaries, Wages and Bonus; (ii) Contributions to Provident and Other Funds; (iii) Staff Welfare Expenses and (iv) Gratuity Expenses.

Finance Costs

Finance cost includes (i) Interest Expense on Banks; (ii) Interest Expense on Lease Liability; (iii) Interest Expense on delayed payments; (iv) Bank Charges and (v) Processing Charges.

Depreciation and Amortisation expenses

Depreciation and amortisation expenses include (i) depreciation on tangible Property, Plant and Equipment; (ii) depreciation of Right-of-use assets and (iii) amortisation of Intangible Assets.

Other Expenses

Other expenses include:

(i) Freight Outward Expenses; (ii) Discount Given; (iii) Commission and Brokerage; (iv) Advertisement and sales promotion; (v) Insurance Expenses; (vi) Compensation Expenses; (vii) Donation; (viii) Legal and Professional Fees; (ix) Office Expenses; (x) Penalty & Interest; (xi) Printing and Stationery; (xii) Travelling and Conveyance;

(xiii) Rates & Taxes; (xiv) Rent; (xv) Repairs and Maintenance Expense; (xvi) Corporate Social Responsibility Activity Expenses; (xvii) Security Services Expenses; (xviii) Payment to Auditors (Statutory and Tax Audit);

(xix) Balance written off; (xx) Telephone Expenses; (xxi) Miscellaneous expenses and (xxii) Allowance for Credit losses.

Our Results of Operations

The following table sets forth selective financial data from our restated statement of profit and loss for the Fiscal 2025, Fiscal 2024 and Fiscal 2023, the components of which are also expressed as a percentage of revenue from operations for such periods:

Particulars Fiscal 2025 Fiscal 2024 Fiscal 2023
Amount As a % of revenue from operations Amount As a % of revenue from operations Amount As a % of revenue from operations
Revenue
Revenue from Operations 5,022.60 100.12% 4,558.99 100.00% 3,978.06 100.00%
Other Income 6.16 0.12% 13.10 0.29% 1.66 0.04%
Total Income I 5,028.76 100.12% 4,572.09 100.29% 3,979.72 100.04%
Expenses
Cost of Materials Consumed 3,806.30 75.78% 3,616.11 79.32% 3,310.55 83.22%
Change In Inventories of Finished Goods And Work-InProgress 14.95 0.30% (8.74) (0.19)% (57.21) (1.44)%
Manufacturing and Operating Expenses 318.28 6.34% 211.12 4.63% 213.27 5.36%
Employee Benefits Expense 113.07 2.25% 94.05 2.06% 66.80 1.68%
Finance Costs 54.33 1.08% 35.36 0.78% 26.42 0.66%
Depreciation and Amortization Expenses 76.12 1.52% 33.85 0.74% 24.59 0.62%
Other Expenses 293.71 5.85% 257.44 5.65% 194.09 4.88%
Total Expenses II 4,676.76 93.11% 4,239.19 92.99% 3,778.51 94.98%
Profit Before Tax III (I- II) 352.00 7.01% 332.90 7.30% 201.21 5.06%
Less: Tax Expense
Current Tax 97.43 1.94% 88.57 1.94% 53.82 1.35%
Earlier Year Tax - 0.00% 0.02 0.00% - 0.00%
Deferred Tax (1.81) -0.04% (3.01) (0.07)% (1.29) (0.03)%
Total Tax Expense IV 95.62 1.90% 85.58 1.88% 52.53 1.32%
Profit for the Year (III-IV) 256.38 5.10% 247.32 5.42% 148.68 3.74%

RESULTS OF OPERATIONS INFORMATION FOR FISCAL 2025 COMPARED WITH FISCAL 2024

Particulars Fiscal 2025 Fiscal 2024 Change in Rs. million Change in %
Revenue
Revenue from Operations 5,022.60 4,558.99 463.61 10.17%
Other Income 6.16 13.10 -6.93 -52.94%
Total Income 5,028.76 4,572.09 456.67 9.99%
Expenses
Cost of Materials Consumed 3,806.30 3,616.11 190.19 5.26%
Change In Inventories of Finished Goods And Work-In-Progress 14.95 (8.74) 23.70 -271.01%
Manufacturing and Operating Expenses 318.28 211.12 107.16 50.76%
Employee Benefits Expense 113.07 94.05 19.02 20.22%
Finance Costs 54.33 35.36 18.97 53.66%
Depreciation and Amortization Expenses 76.12 33.85 42.27 124.88%
Other Expenses 293.71 257.44 36.28 14.09%
Total Expenses 4,676.76 4,239.19 437.57 10.32%
Profit Before Tax (I- II) 352.00 332.90 19.10 5.74%
Less: Tax Expense
Current Tax 97.43 88.57 8.86 10.00%
Earlier Year Tax - 0.02 (0.02) -100.00%
Deferred Tax (1.81) (3.01) 1.20 -39.94%
Total Tax Expense 95.62 85.58 10.04 11.73%
Profit for the Year (III-IV) 256.38 247.32 9.06 3.66%

Total Income

Our total income has increased by 9.99% from Rs.4,572.09 million in Fiscal 2024 to Rs.5,028.76 million in Fiscal 2025 due to overall increase in revenue from operations.

Revenue from Operations

Our revenue from operations has increased by 10.17% to Rs.5,022.60 million in Fiscal 2025 from Rs.4,558.99 million in Fiscal 2024 majorly due to increase domestic sales.

Other Income

Our other income decreased by 52.94% from Rs.13.10 million in Fiscal, 2024 to Rs.6.16 million in Fiscal 2025 primarily due to one time income from manpower supply of Rs.9.80 million in fiscal 2024.

Total Expenses

Our total expenses increased by 10.32%, to Rs.4,676.76 million in Fiscal 2025 from Rs.4,239.19 million in the fiscal 2024. This rise was primarily driven by an increase in the cost of material consumed by Rs.190.19 million, Change in Inventories of Finished Goods and Work-In-Progress by Rs.23.70 million, employee benefit expenses by Rs.19.02 million, finance costs by Rs.18.97 million, depreciation and amortization expenses by Rs.42.27 million, other expenses by Rs.36.28 million and Manufacturing and Operating Expenses by Rs.107.16 million.

Cost of Material Consumed

Cost of material consumed increased from Rs.3,616.11 million in Fiscal 2024 to Rs.3,806.30 million in Fiscal 2025, primarily due to higher production requirements in Fiscal, 2025.

Changes in Inventories of Finished Goods and Work-In-Progress

The change in inventories of Finished Goods and Work-In-Progress increased from Rs. (8.74) million in Fiscal 2024, to Rs.14.95 million in Fiscal 2025. This increase was primarily due to rise in accumulation of stock.

Manufacturing and Operating Expenses

Manufacturing and Operating Expenses decreased by 50.76% from Rs.211.12 million in the Fiscal 2024 to Rs.318.28 million in the Fiscal 2025, primarily due to increase in consumable and store expenses, Freight and installation expenses, fuel and electricity expenses, repair and maintenance expense and labour and loading and unloading charges.

Employee Benefit Expenses

Employee Benefit Expenses increased by 20.22% to Rs.113.07 million in Fiscal 2025 from Rs.94.05 million in Fiscal 2024. This increase was primarily attributable to an increase in salaries, wages and bonus by Rs.17.37 million as the Company set up its new Manufacturing Facility in Fiscal 2025.

Finance Cost

The finance cost increased by 53.66%, to Rs.54.33 million in Fiscal 2025 from Rs.35.36 million in Fiscal 2024. The main reason being rise in interest expenses on Banks to Rs.48.53 million in Fiscal 2025 from Rs.29.75 million in Fiscal 2024.

Depreciation and Amortization Expenses

The depreciation and amortization expense increased by 124.88% to Rs.76.12 million in Fiscal 2025 from Rs.33.85 million in Fiscal 2024. This rise is mainly due to increase in depreciation on tangible property, plant and equipment from Rs.33.47 million in Fiscal 2024 to Rs.74.43 million in Fiscal, 2025 as the Company set up its new Manufacturing Facility in Fiscal 2025.

Other Expenses

Other expenses increased by 14.09% from Rs.257.44 million in Fiscal 2024 to Rs.293.71 million in Fiscal 2025. The primary contributors to this increase were additions in discounts given by Rs.16.35 million, advertisement and sales promotion Rs.5.77 million, Legal and Professional Fees by Rs.13.92 million, penalty and interest by Rs.9.54 million and rates and taxes by Rs.14.23 million. However, this was partially offset by decrease in commission & brokerage by Rs.7.87 million, compensation expenses by Rs.6.27 million, travelling and conveyance expenses by Rs.18.95 million.

Profit Before Tax

Due to reasons mentioned above, the profit before tax increased by 5.74%, rising to Rs.352.00 million in Fiscal 2025 from Rs.332.90 million in Fiscal 2024.

Tax Expenses

Total tax expenses increased by 11.73%, to Rs.95.62 million in Fiscal 2025 from Rs.85.58 million in Fiscal 2024. The increase is on account of rise in current tax, which increased by 10.00%, to Rs.97.43 million in Fiscal 2025 from Rs.88.57 million in Fiscal 2024. Deferred tax decreased to Rs. (1.81) million in Fiscal 2025 from Rs.(3.01) million in Fiscal 2024.

Profit After Tax

Our PAT increased by 3.66% in Fiscal 2025 primarily due to improved operational efficiency and increase in revenue.

RESULTS OF OPERATIONS INFORMATION FOR FISCAL 2024 COMPARED WITH FISCAL 2023

Particulars Fiscal 2024 Fiscal 2023 Change in Rs. million Change in %
Revenue
Revenue from Operations 4,558.99 3,978.06 580.93 14.60%
Other Income 13.10 1.66 11.43 688.51%
Total Income 4,572.09 3,979.72 592.37 14.88%
Expenses
Cost of Materials Consumed 3,616.11 3,310.55 305.56 9.23%
Change In Inventories of Finished Goods And Work-In-Progress (8.74) (57.21) 48.47 (84.72)%
Manufacturing and Operating Expenses 211.12 213.27 (2.15) (1.01)%
Employee Benefits Expense 94.05 66.80 27.25 40.79%
Finance Costs 35.36 26.42 8.93 33.80%
Depreciation and Amortization Expenses 33.85 24.59 9.26 37.64%
Other Expenses 257.44 194.09 63.35 32.64%
Total Expenses 4,239.19 3,778.51 460.68 12.19%
Profit Before Tax (I- II) 332.90 201.21 131.69 65.45%
Less: Tax Expense
Current Tax 88.57 53.82 34.75 64.56%
Earlier Year Tax 0.02 - 0.02 -
Deferred Tax (3.01) (1.29) (1.72) 133.80%
Total Tax Expense 85.58 52.53 33.06 62.94%
Profit for the Year (III-IV) 247.32 148.68 98.63 66.34%

Total Income

Our total income has increased by 14.88% to Rs.4,572.09 million in Fiscal 2024 from Rs.3,979.72 million in Fiscal 2023 due to overall increase in revenue from operations.

Revenue from Operations

Our revenue from operations has increased by 14.60% from Rs.3,978.06 million in Fiscal 2023 to Rs.4,558.99 million in Fiscal 2024 majorly due to increase Domestic sales.

Other Income

Our other income increased by 688.51% from Rs.1.66 million in Fiscal, 2023 to Rs.13.10 million in Fiscal 2024 primarily due to income from manpower supply of Rs.9.80 million

Total Expenses

Our total expenses increased by 12.19%, from Rs.3,778.51 million in Fiscal 2023 to Rs.4,239.19 million in the fiscal 2024. This rise was primarily driven by an increase in the cost of material consumed by Rs.305.56 million, Change in Inventories of Finished Goods and Work-In-Progress by Rs.48.47 million, employee benefit expenses by U27.25

million, finance costs by Rs.8.93 million, depreciation and amortization expenses by Rs.9.26 million and other expenses by Rs.63.35 million. However, this increase was partially offset by decrease in Manufacturing and Operating Expenses by Rs.2.15 million.

Cost of Material Consumed

Cost of material consumed increased from Rs.3,310.55 million in Fiscal 2023 to Rs.3,616.11 million in Fiscal 2024, primarily due to higher production requirements due to increase in production capacity in Fiscal, 2024.

Changes in Inventories of Finished Goods and Work-In-Progress

The change in inventories of Finished Goods and Work-In-Progress increased from Rs. (57.21) million in Fiscal

2023, to Rs.(8.74) million in Fiscal 2024. This increase was primarily due to rise in accumulation of stock.

Manufacturing and Operating Expenses

Manufacturing and Operating Expenses decreased by 1.01% from Rs.213.27 million in Fiscal 2023, to Rs.211.12 million in the Fiscal 2024, primarily due to decrease in consumable and store expenses and Freight and installation expenses in spite of increase in fuel and electricity expenses, repair and maintenance expense and labour and loading and unloading charges.

Employee Benefit Expenses

Employee Benefit Expenses increased by 40.79% from Rs.66.80 million in Fiscal 2023 to Rs.94.05 million in Fiscal

2024. This increase was primarily attributable to an increase in salaries, wages and bonus by Rs.24.20 million as the Company set up its new Manufacturing Facility.

Finance Cost

The finance cost increased by 33.80%, from Rs.26.42 million in Fiscal 2023 to Rs.35.36 million in Fiscal 2024. The main reason being rise in interest expenses on Banks from Rs.21.17 million in Fiscal 2023 to Rs.29.75 million in Fiscal 2024.

Depreciation and Amortization Expenses

The depreciation and amortization expense increased by 37.64%, from Rs.24.59 million in Fiscal 2023 to Rs.33.85 million in Fiscal 2024. This rise is mainly due to increase in depreciation on tangible property, plant and equipment from Rs.24.23 million in Fiscal 2023 to Rs.33.47 million in Fiscal, 2024 as the Company set up its new Manufacturing Facility.

Other Expenses

Other expenses increased by 32.64% from Rs.194.09 million in Fiscal 2023 to Rs.257.44 million in Fiscal 2024. The primary contributors to this increase were additions in discounts given by Rs.23.39 million, travelling and conveyance by Rs.13.66 million, and freight outward expenses by Rs.13.01 million. However, this was partially offset by decrease in advertisement and sales promotion by Rs.2.81 million, Legal and Professional Fees by Rs.2.68 million and rates & taxes by Rs.1.72 million.

Profit Before Tax

Due to reasons mentioned above, the profit before tax increased by 65.45%, rising from Rs.201.21 million in Fiscal 2023 to Rs.332.90 million in Fiscal 2024.

Tax Expenses

Total tax expenses increased by 62.94%, from Rs.52.53 million in Fiscal 2023 to Rs.85.58 million in Fiscal 2024. The increase is on account of rise in current tax, which increased by 64.56%, from Rs.53.82 million in Fiscal 2023 to Rs.88.57 million in Fiscal 2024. Deferred tax decreased from Rs. (1.29) million in Fiscal 2023 to Rs.(3.01) million in

Fiscal 2024.

Profit After Tax

Our PAT increased by 66.34% in Fiscal 2024 primarily due to improved operational efficiency, procurement advantages arising from higher volumes, and better supplier terms. The Company sources raw materials domestically, and pricing is determined through direct negotiations. Improved capacity utilization during the year also helped reduce fixed cost burden per unit, contributing to higher margins.

Cash Flow

The table below summaries our cash flows from our Restated Financial Information for the fiscals 2025, 2024 and 2023:

Particulars Fiscal
2025 2024 2023
Net cash flow generated from/ (utilized in) operating activities (A) 57.13 148.41 62.32
Net cash flow generated from/ (utilized in) investing activities (B) (338.71) (310.84) (80.71)
Net cash flow generated from/ (utilized in) financing activities (C) 282.77 166.29 14.42
Net (decrease)/ increase in cash & cash equivalents (A+B+C) 1.19 3.85 (3.97)
Cash and cash equivalents at the beginning of the year 4.58 0.73 4.70
Cash and cash equivalents at the end of the year 5.77 4.58 0.73

Cash flow from Operating Activities For the Fiscal 2025

Net cash generated from operating activities for the Fiscal 2025 was Rs.57.13 million. While our profit before tax for the Fiscal 2025 was Rs.352.00 million, our operating profit before working capital changes was Rs.479.40 million. This was primarily due to adjustments for finance cost of Rs.54.33 million and depreciation and amortisation expenses of Rs.76.12 million. This was offset by net foreign exchange gain on fluctuations Rs.2.10 million and interest income of Rs.0.95 million. Changes in working capital for Fiscal 2025 primarily consisted of increase in inventories of Rs.387.10 million, increase in trade receivables of Rs.199.19 million, increase in other current financial assets of Rs.0.71 million, increase in other current assets of Rs.50.14 million, increase in other non current assets Rs.0.80 million, increase in trade payables of Rs.317.03 million, decrease in other current liabilities of Rs.21.91 million, increase in short-term provisions of Rs.1.48 million, increase in long-term provisions of Rs.1.48 million and decrease in other current financial liabilities of Rs.6.66 million. Our income taxes paid was Rs.75.75 million for the Fiscal 2025.

For the Fiscal 2024

Net cash generated in operating activities for the Fiscal 2024 was Rs.148.41 million. While our profit before tax for the Fiscal 2024 was Rs.332.90 million, our operating profit before working capital changes was Rs.400.12 million. This was primarily due to adjustments for finance cost of Rs.35.36 million and depreciation and amortisation expenses of Rs.33.85 million. This was offset by net foreign exchange gain on fluctuations of Rs.1.29 million, interest income of Rs.0.58 million and loss / (profit) on sale of property, plant and equipment (Net) Rs.0.12 million. Changes in working capital for the Fiscal, 2024 primarily consisted of increase in inventories of Rs.100.85 million, increase in trade receivables of Rs.386.70 million, increase in other current financial assets of Rs.0.11 million, increase in other current assets of Rs.22.26 million, increase in other non current assets Rs.6.20 million, increase in trade payables of Rs.335.23 million, decrease in other current liabilities of Rs.5.44 million, increase in short-term provisions of Rs.0.12 million, increase in long-term provisions of Rs.0.66 million and increase in other current financial liabilities of Rs.2.11 million. Our income taxes paid was Rs.68.28 million for the Fiscal 2024.

For the Fiscal 2023

Net cash generated from operating activities for the Fiscal 2023 was Rs.62.32 million. While our profit before tax for the Fiscal 2023 was Rs.201.21 million, our operating profit before working capital changes was Rs.250.56 million. This was primarily due to adjustments for finance cost of Rs.26.42 million and depreciation and amortisation expenses of Rs.24.59 million. This was offset by net foreign exchange gain on fluctuations Rs.1.40 million and interest

income of Rs.0.26 million. Changes in working capital for Fiscal 2023 primarily consisted of increase in inventories of Rs.92.60 million, increase in trade receivables of Rs.384.63 million, increase in other current financial assets of Rs.0.09 million, increase in other current assets of Rs.74.90 million, increase in trade payables of Rs.404.26 million, decrease in other current liabilities of Rs.10.76 million, increase in short-term provisions of Rs.0.03 million, increase in long-term provisions of Rs.0.67 million and decrease in other current financial liabilities of Rs.5.63 million. Our income taxes paid was Rs.35.86 million for the Fiscal 2023.

Cash flow from Investing Activities

For the Fiscal 2025

Net cash flow utilized in investing activities was Rs.338.71 million for the Fiscal 2025. This reflected the capital expenditure made towards addition in property, plant & equipment and capital work-in-progress Rs.331.48 million, investment in fixed deposits of Rs.5.70 million and addition in intangible assets and intangible asset under development Rs.4.58 million. These payments were partially offset by proceeds interest received Rs.3.05 million.

For the Fiscal 2024

Net cash flow utilized in investing activities was Rs.310.84 million for the Fiscal 2024. This reflected the capital expenditure made towards addition in property, plant & equipment and capital work-in-progress Rs.302.41 million and investment in fixed deposits of Rs.9.90 million. These payments were partially offset by proceeds from sale of property, plant & equipment of Rs.0.90 million and interest received Rs.0.57 million.

For the Fiscal 2023

Net cash flow utilized in investing activities was Rs.80.71 million for the Fiscal 2023. This reflected the capital expenditure made towards addition in property, plant & equipment and capital work-in-progress Rs.82.01 million. This payment were partially offset by proceeds from redemption of fixed deposits of Rs.1.05 million and interest received Rs.0.25 million.

Cash flow from Financing Activities

For the Fiscal 2025

Net cash flow generated from financing activities was Rs.282.77 million for the Fiscal 2025 consisting of proceeds from long term borrowings of Rs.8.70 million, proceeds from short term borrowings of Rs.329.91 million, interest paid on lease liabilities Rs.0.64 million, principal payment of lease liabilities Rs.1.51 million and finance cost paid of Rs.53.69 million.

For the Fiscal 2024

Net cash flow generated from financing activities was Rs.166.29 million for the Fiscal 2024 consisting of proceeds from long term borrowings of Rs.79.89 million, proceeds from short term borrowings of Rs.122.15 million, interest paid on lease liabilities Rs.0.09 million, principal payment of lease liabilities Rs.0.39 million and finance cost paid of Rs.35.27 million.

For the Fiscal 2023

Net cash flow generated from financing activities was Rs.14.42 million for the Fiscal 2023 consisting of proceeds from long term borrowings of Rs.25.26 million, proceeds from short term borrowings of Rs.15.91 million, interest paid on lease liabilities Rs.0.12 million, principal payment of lease liabilities Rs.0.33 million and finance cost paid of Rs.26.30 million.

Financial Indebtedness

As of March 31, 2025, we had total borrowings (consisting of long term borrowings and short term borrowings) of Rs.792.45 million of which Rs.154.43 million was long term borrowings (including current maturities) and Rs.638.01 million was short term borrowings. For further information on our agreements governing our outstanding

indebtedness, see "Financial Indebtedness" on page 343.

Contingent Liabilities and Commitments

The following table sets forth our contingent liabilities as at Fiscal 2025, Fiscal 2024 and Fiscal 2023 as per the Restated Financial Information:

Particulars Fiscal 2025 Fiscal 2024 Fiscal 2023
Contingent liabilities
Central Excise and Service Tax* - 0.27 -
Corporate Social Responsibility 12.57 - -
Goods and Service Tax 2.70 - -

*Favorable order was passed by the appellate authority in favor of the company on January 13, 2025.

It is not practical for our Company to estimate the timings of cash outflow, if any in respect of above pending resolutions of the respective proceedings.

Related Party Transactions

We enter into various transactions with related parties. For further information, see "Restated Financial Information — Note 43- Related Party Transactions " on page 337.

Quantitative and Qualitative Disclosure about Market Risks

Market risk

Market Risk is the risk that changes in market prices, such as foreign exchange rates, interest rates and equity prices, which will affect the Companys income or the value of its holding or financial instruments. The objective of market risk management is to manage and control market risk exposures within acceptable parameters, while optimising the return.

Foreign Currency Risk

Foreign currency risk is the risk that the fair value or future cash flows of an exposure will fluctuate because of changes in foreign exchange rates. The Company?s exposure to the risk of changes in foreign exchange rates relates primarily to the Company?s operating activities (when revenue or expense is denominated in a foreign currency).

Interest Rate Risk

Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market interest rates. The Company?s exposure to the risk of changes in market interest rates relates primarily to the Company?s short-term debt obligations with floating interest rates.

Credit Risk

Credit risk is the risk of financial loss arising from counterparty failure to repay or service debt according to the contractual terms or obligations. Credit risk encompasses of both, the direct risk of default and the risk of deterioration of creditworthiness as well as concentration of risks. Credit risk is controlled by analysing credit limits and creditworthiness of customers on a continuous basis to whom the credit has been granted after obtaining necessary approvals for credit.

Liquidity Risk

Liquidity risk is the risk that the Company will encounter difficulty in meeting obligations associated with financial liabilities that are settled by delivering cash or another financial asset. The Companys approach for managing liquidity is to ensure that it will have sufficient liquidity to meet its liabilities when they are due, under both normal and stressed conditions, without incurring unacceptable losses or risking damage to Company?s reputation, typically the company ensures that it has sufficient cash on demand to meet expected operational expenses, servicing of financial obligations.

Off-Balance Sheet Items

We do not have any other off-balance sheet arrangements, derivative instruments or other relationships with any entity that have been established for the purposes of facilitating off-balance sheet arrangements.

Effect of Inflation

We are affected by inflation as it has an impact on the raw material costs, labor wages, and operational expenses. To mitigate this, we continuously adjust our pricing and margins to absorb the inflationary impact while ensuring sustainable profitability.

Reservations, Qualifications and Adverse Remarks

There have been no reservations, qualifications, matters of emphasis or adverse remarks in the Restated Financial Information of our Company for the financial years ended March 31, 2025, March 31, 2024 and March 31, 2023 and the examination report thereon.

In addition, our Statutory Auditors are required to comment upon the matters included in the Companies (Auditors Report) Order, 2020/ Companies (Auditors Report) Order, 2016 (together, the "CARO Report") issued by the Central Government of India under Section 143(11) of the Companies Act, 2013 on the audited financial statements as at and for Fiscal 2025, 2024, 2023. Our Statutory Auditor have included remarks in connection with the CARO Report on the audited financial statements of our Company as at and for Fiscals 2025, 2024, 2023.

For Fiscal 2025

CARO Clause (ii)(b)- Quarterly Statement filed with bank

The company has been sanctioned working capital limit in excess of five crore rupees in aggregate from banks/financial institutions on the basis of the security of the current assets of the company during the year. The quarterly returns/statements filed by the company with such banks/ financial institutions are not in agreement with the books of accounts of the company in respect of the following:

Refer Note below:

Particulars Quarter ended As per Books (Rs. in Millions) As per Statement (Rs. in Millions) Reason for difference
Stock Jun-24 616.37 600.04 Invoices entry data correction
Stock Sep-24 553.67 587.84 Invoices entry data correction
Stock Dec-24 572.77 501.78 Invoices entry data correction
Stock Mar-25 877.96 853.43 Invoices entry data correction
Debtors Mar-25 1630.65 1423.47 Issue of Debit Note etc. Issue of Debit Note by
Creditors of Goods Mar-25 1562.28 1298.50 suppliers in March and Expense creditors included

Clause vii(b) of CARO, 2020 Order

There are no dues in respect of the statutory dues referred in paragraph (vii)(a) which have not been deposited on account of any dispute except the following:

Name of the statute Nature of the disputed dues Amount (in Millions) Amount paid under protest Period to which the amount relates Forum where dispute is pending
Goods & Service Act, 2017 Disallowances of ITC 2.70 Nil 2019-20 GST Appellate Authority

For Fiscal 2024

CARO Clause (ii)(b)- Quarterly Statement filed with bank

The Company has been sanctioned working capital limits in excess of Rs. 5 crores, in aggregate, during the year, from bank on the basis of security of current assets. The quarterly returns and statements comprising stock and creditors statements, book debt statement filed by the Company with such banks are having following difference with the unaudited books of accounts, of the respective quarters.

Refer Note (1) below

Particulars Quarter ended As per Books (Rs. in Millions) As per Statement (Rs. in Millions) Reason for difference
Stock Jun-23 494.58 490.64 Invoices entry data correction
Stock Sep-23 520.21 422.11 Invoices entry data correction
Stock Dec-23 498.57 406.89 Invoices entry data correction
Stock Mar-24 488.98 418.90 Invoices entry data correction
Debtors Mar-24 1,121.14 1,065.28 Issue of Debit Note etc.
Creditors of Goods Mar-24 903.82 769.52 Issue of Debit Note by suppliers in March and Expense creditors included in book figures

Clause vii(b) of CARO, 2020 Order

The statutory dues have not been deposited on account of any dispute, then the amounts involved and the forum where dispute is pending shall be mentioned

Name of the statute Nature of the disputed dues Amount (in Millions) Period to which the amount relates Forum where dispute is pending
CGST Act Tran -1 0.27 2017-18 GST Appellate Authority

Clause xx(a) of CARO, 2020 Order

In respect of other than on-going projects, the company has not transferred unspent amount to a Fund specified in Schedule VII to the Companies Act within a period of six months of the expiry of the financial year in compliance with second proviso to sub-section (5) of section 135 of the said Act;

Financial year Amount unspent on CSR activities other than Ongoing Projects(in Millions) Amount transferred to Fund specified in Schedule VII within 6 months from the end of the FY Amount transferred after the due date (specify the date of deposit)
2020-21 1.78 - -
2021-22 1.77 - -
2022-23 2.31 - -
2023-24 1.16

For Fiscal 2023

Clause xx(a) of CARO, 2020 Order

In respect of other than on-going projects, the company has not transferred unspent amount to a Fund specified in Schedule VII to the Companies Act within a period of six months of the expiry of the financial year in compliance with second proviso to sub-section (5) of section 135 of the said Act;

Financial year Amount unspent on CSR activities other than Ongoing Projects(in Millions) Amount transferred to Fund specified in Schedule VII within 6 months from the end of the FY Amount transferred after the due date (specify the date of deposit)
2020-21 1.78 - -
2021-22 1.77 - -
2022-23 2.31

-

-

Material Frauds

There are no material frauds, as reported by our statutory auditor, committed against our Company, in the last three Financial Years.

Unusual or Infrequent Events or Transactions

As on date, there have been no unusual or infrequent events or transactions including unusual trends on account of business activity, unusual items of income, change of accounting policies and discretionary reduction of expenses.

Significant Economic Changes that materially affected or are likely to affect income from continuing operations;

To the best of our managements knowledge, apart from the factors discussed under the section titled " Significant Factors Affecting Our Financial Condition and Results ofOperations," there are no other major economic changes that have materially impacted or are likely to impact income from continuing operations.

Known trends or uncertainties that have had or are expected to have a Material Adverse Impact on Sales, Revenue or Income from Continuing Operations;

Other than as described in the section titled "Risk Factors" on page 37 and in this chapter, to our knowledge there are no known trends or uncertainties that are expected to have a material adverse impact on revenues or income of our Company from continuing operations.

Future changes in relationship between costs and revenues, in case of events such as future increase in labour or material costs or prices that will cause a material change are known;

Other than as described in chapter titled "Risk Factors" on page 37 and in this section, to our knowledge there are no known factors that might affect the future relationship between cost and revenue.

Extent to which material increases in net sales or revenue are due to increased sales volume, introduction of new products or services or increased sales prices;

Our business has been impacted by the trends outlined above and is expected to remain influenced by these trends and the uncertainties detailed in the "RiskFactors" section on page 37. The changes in revenue over the past three Fiscals are discussed in the sections "Results of Operations: Fiscal 2025 vs. Fiscal 2024" and "Results of Operations: Fiscal 2024 vs. Fiscal 2023" mentioned earlier.

New Products Or Business Segments

Other than as described in "Our Business" on page 216, there are no new products or business segments in which we operate.

Seasonality of Business

Our business is subject to seasonal variations due to changing agricultural cycles, weather patterns, and crop- specific demands across different months and quarters of the fiscal year. For risks associated with the seasonality of our business, see "Risk Factors - We face competition in relation to our offerings, including from competitors that may have greater financial and marketing resources. Failure to compete effectively may have an adverse impact on our business, financial condition, results of operations and prospects" on page 61.

Significant Dependence on a Single or Few Customers

The percentage of revenue from operations derived from our top customers is given below:

Particulars As on Fiscal 2025 As on Fiscal 2024 As on Fiscal 2023
Amount (in Rs. million) As a percentage of revenue from operations (in %) Amount (in Rs. million) As a percentage of revenue from operations (in %) Amount (in Rs. million) As a percentage of revenue from operations (in %)
Top 1 customers 879.98 17.53% 472.31 10.36% 624.92 15.71%
Top 5 customers 2,595.13 51.70% 1,757.37 38.55% 1,340.61 33.70%
Top 10 customers 3,486.97 69.47% 2,503.36 54.91% 1,847.43 46.44%

As certified by Statutory Auditors pursuant to their certificate dated September 18, 2025

Competitive Conditions

We expect competition in our industry from existing and potential competitors to intensify. For further details on competitive conditions that we face across our various business segments, please see "Our Business ", "Industry Overview" and "RiskFactors" on pages 216, 157 and 37.

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