Apana Logistics Ltd Management Discussions

OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

You should read the following discussion in conjunction with our restated financial statements attached in the chapter titled “Financial Statements as Restated” beginning on page no. 181 You should also read the section titled “Risk Factors” on page no 22 and the section titled “Forward Looking Statements” on page no 21 of this Prospectus, which discusses a number of factors and contingencies that could affect our financial condition and results of operations. The following discussion relates to us, and, unless otherwise stated or the context requires otherwise, is based on our Restated Financial Statements.

Our financial statements have been prepared in accordance with Indian GAAP, the Companies Act and the SEBI (ICDR) Regulations and restated as described in the report of our auditor which is included in this Prospectus under “Financial Statements as Restated”. The Restated Financial Information has been prepared on a basis that differs in certain material respects from generally accepted accounting principles in other jurisdictions, including US GAAP and IFRS. Our financial year ends on March 31 of each year, and all references to a particular financial year are to the twelve-month period ended March 31 of that year.

Business Overview

Our Company is engaged in the business of providing logistics support for handling and transportation of containers, wherein the fleet is inclusive of reach stackers, forklifts, truck-trailers (TT). Our service offering is diversified and includes, Container handling at CFS/ICD/port, road transportation, cargo handling at third-party warehouses, and operation & maintenance of trucks-trailers (TT).

Our Company also holds experience in operations and maintenance services to ensure efficient handling of reach stackers. Our key services include container handling, operation and management of truck-trailers. We serve some of the top leading CFS/ICD/Port Operators in India.

Our long-standing relationships with CFS, ICD’s and Ports and our experience in container handling through reach stackers, cargo handling and understanding of customers’ supply chain, regional market dynamics for transportation, enables us to deliver cos t and time effective solutions for our customers. Our experienced management team has required skills, which enable us to provide these services to our customer efficiently. As on March 31, 2026, we have maintained and owned fleet size of Thirty-Three (33) truck-trailers, five (05) reach stackers and two (2) cranes.

Our promoter and management have combined industry experience of more than Thirty Four (34) years in logistics industry. Their knowledge, guidance and experience in this industry have been invaluable for the growth and development of the Company.

FINANCIAL SNAPSHOT

The following table sets forth a breakdown of our revenue from operations, as well as other key performance indicators, for the periods indicated:

(Amount in lakh, except for percentage)

Particulars	For the Financial Year Ended
	March 31st, 2026	March 31st, 2025	March 31st, 2024
Revenue from Operations?	3,085.13	2,143.50	2,009.64
Revenue CAGR (%)(ii)		15.36%
Total Income(iii)	3,106.89	2,161.08	2,033.12
EBITDA(iv)	1,132.08	615.27	463.12
EBITDA Margin (%)(v)	36.69%	28.70%	23.05%
EBITDA CAGR (%)(vi)		34.71%
EBIT(vii)	1,008.87	521.46	411.03
ROCE (%)(viii)	45.00%	26.57%	29.00%
Current Ratio(ix)	1.39	1.17	1.82
Operating Cash Flow(x)	606.00	818.46	106.12
PAT(xi)	586.47	310.65	300.31
PAT Margin (%)(xii)	19.01%	14.49%	14.94%
ROE/ RONW (%)(xiii)	33.82%	23.64%	28.96%
Net Worth(xiv)	2027.25	1440.79	1187.01
EPS (Basic & Diluted)(xv)	4.96	2.63	2.54
Debt/ Equity Ratio(xiv)	0.31	0.56	0.78
Revenue Vertical Wise
Container Handling at CFS/ICD/Port	1337.06	1380.56	903.01
Road Transportation	1509.74	427.36	416.64
Cargo Handling at Third-Party Warehouses	65.73	110.70	368.71
Operation & Maintenance of Trucks and Trailers	172.60	224.88	321.28

Source: The Figure has been certified by our Peer review auditors M/s Amit Ray & Co., Chartered Accountants vide their certificate dated August 24, 2026 vide UDIN: 26177655NKLZVL1169.

Notes:

i. Revenue from Operations means the Revenue from Operations as appearing in the Restated Financial Statements.

ii. Revenue CAGR: The three-year compound annual growth rate in Revenue. [(Ending Value/Beginning Value) ^A (1/N)]-1.

iii. Total Income means the Total Income as appearing in the Restated Financial Statements.

iv. EBITDA is calculated as profit for the period / year, plus tax expenses (consisting of current tax, deferred tax and current taxes relating to earlier years), Interest Expenses and depreciation and amortization expenses minus other Income.

v. EBITDA Margin (%) is calculated as EBITDA divided by Revenue from Operations.

vi. EBITDA CAGR (%) means: The three-year compound annual growth rate in EBITDA. [(Ending Value/Beginning Value)A (1/N)]-1

vii. EBIT is calculated as profit for the period /year, plus tax expenses (consisting of current tax, deferred tax and current taxes relating to earlier years), Interest Expenses minus other Income.

viii. RoCE (Return on Capital Employed) (%) is calculated as earnings before interest and taxes divided by average capital employed. Capital Employed includes Equity Shares, Reserves and surplus, Long- Term Borrowing.

ix. Current Ratio: Current Asset over Current Liabilities.

x. Operating Cash Flow: Net cash inflow from / (used in) operating activities.

xi. Profit After Tax Means Profit for the period/year as appearing in the Restated Financial Statements.

xii. PAT Margin (%) is calculated as Profit for the period/year divided by Revenue from Operations.

xiii. RoE (Return on Equity) (%) is calculated as net profit after tax for the period/year divided by Average Shareholder Equity.

xiv. Net Worth means the aggregate value of the paid-up share capital and reserves and surplus of the company.

xv. EPS: Earning per share is calculated as PAT divide by Weighted No. of equity shares

xvi. Debt Equity Ratio means total debt/ equity shareholders fund or networth at the end of respective period.

Explanation for KPI metrics

KPI	Explanations
Revenue from Operations	Revenue from Operations is used by our management to track the revenue profile of the business and in turn helps assess the overall financial performance of our Company and size of our business.
Revenue CAGR %	Revenue CAGR informs the management of compounded annual growth rate i.e. Rate at which Company’s revenue are growing on annual basis.
Total income	Total income is used by the management to track revenue from operations and other income.
EBITDA	EBITDA provides information regarding the operational efficiency of the business
EBITDA Margin (%)	EBITDA Margin (%) is an indicator of the operational profitability and financial performance of our business
EBITDA CAGR %	EBITDA CAGR indicate our compounded growth of the business
ROCE %	ROCE provides how efficiently our Company generates earnings from the capital employed in the business.
Current Ratio	Current ratio indicates the company’s ability to bear its short-term obligations
Operating Cash Flow	Operating cash flow shows whether the company is able to generate cash from day-to-day business
PAT	Profit after Tax is an indicator which determine the actual earning available to equity shareholders
PAT Margin (%)	PAT Margin (%) is an indicator of the overall profitability and financial performance of the business.
Net Worth	Net worth is used by the management to ascertain the total value created by the entity and provides a snapshot of current financial position of the entity.
ROC/RONW	ROC/RONW (%) is an indicator which shows how much company is generating from its available shareholders’ funds
EPS	Earning per shares is the company’s earnings available of one share of the Company for the period

STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES

For details in respect of Statement of Significant Accounting Policies, please refer to Note 2 of Restated Financial Statements beginning on page no 181 of this Prospectus.

Factors Affecting our Results of Operations

Our financial condition and results of operations are affected by numerous factors and uncertainties, including those discussed in the section titled “Risk Factors” on page no 22 of this Prospectus. The following is a discussion of certain factors that have had, and we expect will continue to have, a significant effect on our financial condition and results of operations:

1. Any adverse changes in central or state government policies;

2. Any qualifications or other observations made by our statutory auditors which may affect our results of operations;

3. Loss of one or more of our key customers and/or suppliers;

4. An increase in the productivity and overall efficiency of our competitors;

5. Our ability to maintain and enhance our brand image;

6. Our reliance on third party suppliers for our raw materials;

7. General economic and business conditions in the markets in which we operate and in the local, regional and national economies;

8. Changes in technology and our ability to manage any disruption or failure of our technology systems;

9. Changes in political and social conditions in India or in countries that we may enter, the monetary and interest rate policies of India and other countries, inflation, deflation, unanticipated turbulence in interest rates, equity prices or other rates or prices;

10. The performance of the financial markets in India and globally;

11. Occurrences of natural disasters or calamities affecting the areas in which we have operations;

12. Market fluctuations and industry dynamics beyond our control;

13. Our ability to compete effectively, particularly in new markets and businesses;

14. Changes in foreign exchange rates or other rates or prices;

15. Inability to collect our dues and receivables from, or invoice our unbilled services to, our customers, our results of operations;

16. Other factors beyond our control;

17. Our ability to manage risks that arise from these factors;

18. Changes in domestic and foreign laws, regulations and taxes and changes in competition in our industry;

19. Termination of customer contracts without cause and with little or no notice or penalty; and

20. Inability to obtain, maintain or renew requisite statutory and regulatory permits and approvals or noncompliance with and changes in, safety, health and environmental laws and other applicable regulations, may adversely affect our business, financial condition, results of operations and prospects.

Result of Operations

The following table sets forth select financial data from restated profit and loss accounts for the financial year(s) ended on March 31, 2026, March 31, 2025 and March 31, 2024 and the components of which are also expressed as a percentage of total income for such periods.

(Rs. in Lakh, except for percentage)

Particulars	For the Year Ended March 31, 2026	% of Total Revenue	For the Year Ended March 31, 2025	% of Total Revenue	For the Year Ended March 31, 2024	% of Total Revenue
Revenue from Operations	3,085.13	99.30	2,143.50	99.19	2,009.64	98.85
Other Income	21.76	0.70	17.58	0.81	23.48	1.15
Total Income	3,106.89	100.00	2,161.08	100.00	2,033.12	100.00
Operating Expenses	1,531.06	49.63	1,113.29	51.94	1,152.49	57.35
Employee Benefits Expense	273.54	8.87	309.97	14.46	299.10	14.88
Finance Costs	108.12	3.50	102.89	4.80	34.07	1.70
Depreciation and Amortization Expense	123.20	3.99	93.81	4.38	52.09	2.59
Other Expenses	148.31	4.81	104.46	4.87	84.07	4.18
Total Expenses	2184.24	70.80	1,724.42	80.45	1,621.82	80.70
Profit Before Tax	922.65	29.91	436.66	20.37	411.30	20.47
Tax Expense:
Current Tax	166.08	5.38	91.54	4.27	92.19	4.59
MAT Credit	-	-	-	-	3.49	0.17
Deferred Tax Expense/(Income)	170.10	5.51	34.47	1.61	15.32	0.76
Profit After Tax	586.47	19.01	310.65	14.49	300.31	14.94

Main Components of our Profit and Loss Account Revenue from Operations:

Revenue from Operations mainly consists of Revenue from providing Logistics and Allied Services.

Other Income:

Our Other Income primarily consists of Interest Income, Rental Income, Miscellaneous Income and Scrap Income.

Expenses:

Company’s Expenses consist of Operating Expenses, Employee Benefit Expenses, Finance Cost, Depreciation and Amortization Expenses and Other Expenses.

Employee Benefits Expense:

Our Employee Benefits Expense primarily comprises of Directors Remuneration, Salary and Bonus, Staff Welfare Expenses, Exgratia Expenses, Gratuity Expenses, Provident Fund, Employee State Insurance Expenses and Leave Salary Expenses.

Finance Cost:

Finance Cost consists of Interest Expenses and other Borrowing Expenses.

Depreciation and Amortization Expenses:

Depreciation includes Depreciation calculated on Air Conditioner, Computer & Printers, Equipments, Furniture & Fixtures, Heavy Vehicle, Mobile Phone, Motor Car, Refrigerator and Water Cooler.

Other Expenses:

Our Other Expenses consist of Auditor Fees, Conveyance & Travelling Expenses, General & Business Expenses, Interest and Penalty, Legal & Professional Expenses, Licensing & Compliance Expenses, Postage & Telephone Charges, Printing & Stationery Expenses, Rent & Electricity, Repair & Maintenance Expenses and Tender Expenses.

RESULTS OF OPERATIONS FOR THE FINANCIAL YEAR ENDED AS ON MARCH 31, 2026

Total Income:

During Financial Year ended as on March 31, 2026, Total Income for the period starting from April 01, 2025 to March 31, 2026 stood at Rs. 3,106.89 Lakhs. The Total Income consists of Revenue from Operations and Other Income.

Revenue from Operations

During Financial Year ended as on March 31, 2026, Revenue from Operation of our Company stood at Rs. 3,085.13 Lakhs. The main contribution to the Revenue from Operations is from providing Logistics and Allied Services.

Other Income:

During Financial Year ended as on March 31, 2026, Other Income of our Company stood at Rs. 21.76 Lakhs. The main components of Other Income are Interest Income, Rental Income, Scrap Income and Liabilities written back.

Employee Benefits Expense:

During Financial Year ended as on March 31, 2026, our Employee Benefits Expense was Rs. 273.54 Lakhs. The main components of Employee Benefits Expenses are Directors Remuneration of Rs. 12.00 Lakhs, Salary and Bonus Expense of Rs. 245.51 Lakhs, Staff Welfare Expense of Rs. 1.55 Lakhs, Gratuity Expenses of Rs. 2.51 Lakhs and Provident Fund and Employee State Insurance Expense of Rs. 11.97 Lakhs.

Depreciation and Amortization Expenses:

During Financial Year ended as on March 31, 2026, Depreciation and Amortization Expenses of our Company stood at Rs. 123.20 Lakhs.

Other Expenses:

During Financial Year ended as on March 31, 2026, Other Expenses of our Company stood at Rs. 148.31 Lakhs. The main components of Other Expenses are Auditor Fees, Conveyance & Travelling Expenses, General & Business Expenses, Interest and Penalty, Legal & Professional Expenses, Licensing & Compliance Expenses, Postage & Telephone Charges, Printing & Stationery Expenses, Rent & Electricity, Repair & Maintenance Expenses and Tender Expenses.

Tax Expense

During Financial Year ended as on March 31, 2026, Provision for Income Tax has been created for Rs. 166.08 Lakhs computed as per the Tax Liability arising for the year as per Income Tax Act, 1961.

Restated Profit After Tax:

Our Restated Profit After Tax for the Financial Year ended as on March 31, 2026 after adjusting the Provision for Income Tax computed as per Income Tax Act, 1961 stands as Rs. 586.47 Lakhs.

RESULTS OF OPERATIONS FOR THE FINANCIAL YEAR ENDED AS ON MARCH 31, 2025

Total Income:

During Financial Year ended as on March 31, 2025, Total Income for the period starting from April 01, 2024 to March 31, 2025 stood at Rs. 2,161.08 Lakhs. The Total Income consists of Revenue from Operations and Other Income.

Revenue from Operations

During Financial Year ended as on March 31, 2026, Revenue from Operation of our Company stood at Rs. 2,143.50 Lakhs. The main contribution to the Revenue from Operations is from providing Logistics and Allied Services.

Other Income:

During Financial Year ended as on March 31, 2025, Other Income of our Company stood at Rs. 17.58 Lakhs. The main components of Other Income are Interest Income, Rental Income, Miscellaneous Income, Scrap Income etc.

Employee Benefits Expense:

During Financial Year ended as on March 31, 2025, our Employee Benefits Expense was Rs. 309.97 Lakhs. The main components of Employee Benefits Expenses are Directors Remuneration of Rs. 12.00 Lakhs, Salary and Bonus Expense of Rs. 278.33 Lakhs, Staff

Welfare Expense of Rs. 1.54 Lakhs, Gratuity Expenses of Rs. 4.59 Lakhs and Provident Fund and Employee State Insurance Expense of Rs. 13.52 Lakhs.

Depreciation and Amortization Expenses:

During Financial Year ended as on March 31, 2025, Depreciation and Amortization Expenses of our Company stood at Rs. 93.81 Lakhs.

Other Expenses:

During Financial Year ended as on March 31, 2025, Other Expenses of our Company stood at Rs. 104.46 Lakhs. The main components of Other Expenses are Auditor Fees, Conveyance & Travelling Expenses, General & Business Expenses, Interest and Penalty, Legal & Professional Expenses, Licensing & Compliance Expenses, Postage & Telephone Charges, Printing & Stationery Expenses, Rent & Electricity, Repair & Maintenance Expenses and Tender Expenses.

Tax Expense

During Financial Year ended as on March 31, 2025, Provision for Income Tax has been created for Rs. 91.54 Lakhs computed as per the Tax Liability arising for the year as per Income Tax Act, 1961.

Restated Profit After Tax:

Our Restated Profit After Tax for the Financial Year ended as on March 31, 2025 after adjusting the Provision for Income Tax computed as per Income Tax Act, 1961 stands as Rs. 310.65 Lakhs.

FISCAL 2026 COMPARED WITH FISCAL 2025

Set forth below is a discussion of our Results of Operations for Financial Year ended March 31, 2026 over March 31, 2025.

Total Income:

Total Income increased from Rs. 2,161.08 Lakh in Financial Year ended as on March 31, 2025 to Rs. 3,106.89 Lakhs in Financial Year ended as on March 31, 2026 with a resultant increase of 43.77% in Financial Year ended as on March 31, 2026 mainly due to increase in Normal Course of Business.

Revenue from Operations:

Total Revenue from Operations increased from Rs. 2,143.50 Lakhs in Financial Year ended as on March 31, 2025 to Rs. 3,085.13 Lakhs in Financial Year ended as on March 31, 2026 with a resultant increase of 43.93% in Financial Year ended as on March 31, 2026 mainly due to increase in Normal Course of Business.

Other Income:

Other Income increased from Rs. 17.58 Lakhs in Financial Year ended as on March 31, 2025 to Rs. 21.76 Lakhs in Financial Year ended as on March 31, 2026 with a resultant increase of 23.77% in Financial Year ended as on March 31, 2026.

Operating Expenses:

Our Operating Expenses increased from Rs. 1,113.29 Lakhs in Financial Year ended as on March 31, 2025 to Rs. 1,531.06 Lakhs in Financial Year ended as on March 31, 2026 with a resultant increase of 37.53% in Financial Year ended as on March 31^st, 2026 which is mainly due to increase in Machine Expenses during the year.

Employee Benefits Expense:

Employee Benefit Expenses decreased from Rs. 309.97 Lakhs in Financial Year ended as on March 31, 2025 to Rs. 273.54 Lakhs in Financial Year ended as on March 31, 2026 with a resultant decrease of 11.75% in Financial Year ended as on March 31, 2026 mainly due to decrease in Salary and Bonus from Rs. 278.33 Lakhs in Financial Year ended as on March 31, 2025 to Rs. 245.51 Lakhs in Financial Year ended as on March 31, 2026 with a resultant decrease of 11.79% in Financial Year ended as on March 31, 2026, decrease in Gratuity Expense from Rs. 4.59 Lakhs in Financial Year ended as on March 31, 2025 to Rs. 2.51 Lakhs in Financial Year ended as on March 31, 2026 with a resultant decrease of 45.32% in Financial Year ended as on March 31, 2026 and decrease in Provident Fund and Employee State Insurance from Rs. 13.52 Lakhs in Financial Year ended as on March 31, 2025

Finance Cost Expenses

Finance Cost Expenses increased from Rs. 102.89 Lakhs in Financial Year ended as on March 31, 2025 to Rs. 108.12 Lakhs in Financial Year ended as on March 31, 2026 with a resultant increase of 5.09% in Financial Year ended as on March 31, 2026 mainly due to Increase in Interest Expenses which increased from Rs. 102.39 Lakhs in Financial Year ended as on March 31, 2025 to Rs. 107.99 Lakhs in Financial Year ended as on March 31, 2026 giving an increase of 5.47% in Financial Year ended as on March 31, 2026.

Depreciation and Amortization Expenses:

Depreciation and Amortization increased from Rs. 93.81 Lakhs in Financial Year ended as on March 31^st, 2025 to Rs. 123.20 Lakhs in Financial Year ended as on March 31, 2026 with a resultant increase of 31.33% in Financial Year ended as on March 31, 2026 due to Increase in the Asset Base of the Company i.e. Purchase of Air Conditioner, Computer & Printers, Equipments, Furniture & Fixtures, Heavy Vehicle, Mobile Phone, Motor Car, Refrigerator and Water Cooler.

Other Expenses:

Other Expenses increase from Rs. 104.46 Lakhs in Financial Year ended as on March 31, 2025 to Rs. 148.31 Lakhs in Financial Year ended as on March 31, 2026 with a resultant increase of 41.98% in Financial Year ended as on March 31, 2026. The Other Expenses primarily includes Auditor Fees, Conveyance & Travelling Expenses, General & Business Expenses, Interest and Penalty, Legal & Professional Expenses, Licensing & Compliance Expenses, Postage & Telephone Charges, Printing & Stationery Expenses, Rent & Electricity, Repair & Maintenance Expenses and Tender Expenses.

Restated Profit After Tax:

Net Profit After Tax increased from Rs. 310.65 Lakhs in Financial Year ended as on March 31, 2025 to Rs. 586.47 Lakhs in Financial Year ended as on March 31, 2026 with a resultant increase of 88.79% in Financial Year ended as on March 31, 2026. The increment in Profit is due to Increase in Revenue from Operations.

FISCAL 2025 COMPARED WITH FISCAL 2024

Set forth below is a discussion of our Results of Operations for Financial Year ended March 31, 2025 over March 31, 2024.

Total Income:

Total Income increased from Rs. 2,033.12 Lakh in Financial Year ended as on March 31, 2024 to Rs. 2,161.08 Lakhs in Financial Year ended as on March 31, 2025 with a resultant increase of 6.29% in Financial Year ended as on March 31, 2025 mainly due to increase in Normal Course of Business.

Revenue from Operations:

Total Revenue from Operations increased from Rs. 2,009.64 Lakhs in Financial Year ended as on March 31, 2024 to Rs. 2,143.50 Lakhs in Financial Year ended as on March 31, 2025 with a resultant increase of 6.66% in Financial Year ended as on March 31, 2025 mainly due to increase in Normal Course of Business.

Other Income:

Other Income decreased from Rs. 23.48 Lakhs in Financial Year ended as on March 31, 2024 to Rs. 17.58 Lakhs in Financial Year ended as on March 31, 2025 with a resultant decrease of 25.13% in Financial Year ended as on March 31, 2025.

Operating Expenses:

Our Operating Expenses decreased from Rs. 1,152.49 Lakhs in Financial Year ended as on March 31^st, 2024 to Rs. 1,113.29 Lakhs in Financial Year ended as on March 31, 2025 with a resultant decrease of 3.40% in Financial Year ended as on March 31, 2025 which is mainly due to decrease in Trailer Transportation Expenses during the year.

Employee Benefits Expense:

Employee Benefit Expenses increased from Rs. 299.10 Lakhs in Financial Year ended as on March 31, 2024 to Rs. 309.97 Lakhs in Financial Year ended as on March 31, 2025 with a resultant increase of 3.63% in Financial Year ended as on March 31, 2025 mainly due to increase in Salary and Bonus from Rs. 271.85 Lakhs in Financial Year ended as on March 31, 2024 to Rs. 278.33 Lakhs in Financial Year ended as on March 31, 2025 with a resultant increase of 2.38% in Financial Year ended as on March 31, 2025, increase in Gratuity Expense from Rs. 0.15 Lakhs in Financial Year ended as on March 31, 2024 to Rs. 4.59 Lakhs in Financial Year ended as on March 31, 2025 with a resultant increase of 2960.00% in Financial Year ended as on March 31, 2025 and increase in Provident Fund and Employee State Insurance from Rs. 7.46 Lakhs in Financial Year ended as on March 31, 2024 to Rs. 13.52 Lakhs in Financial Year ended as on March 31, 2025 with a resultant increase of 81.23% in Financial Year ended as on March 31, 2025.

Finance Cost Expenses

Finance Cost Expenses increased from Rs. 34.07 Lakhs in Financial Year ended as on March 31, 2024 to Rs. 102.89 Lakhs in Financial Year ended as on March 31, 2025 with a resultant increase of 202.00% in Financial Year ended as on March 31, 2025 mainly due to Increase in Interest Expenses which increased from Rs. 23.21 Lakhs in Financial Year ended as on March 31, 2024 to Rs. 102.39 Lakhs in Financial Year ended as on March 31, 2025 giving an increase of 341.15% in Financial Year ended as on March 31, 2025.

Depreciation and Amortization Expenses:

Depreciation and Amortization increased from Rs. 52.09 Lakhs in Financial Year ended as on March 31, 2024 to Rs. 93.81 Lakhs in Financial Year ended as on March 31, 2025 with a resultant increase of 80.09% in Financial Year ended as on March 31, 2025 due to Increase in the Asset Base of the Company i.e. Purchase of Air Conditioner, Computer & Printers, Equipments, Furniture & Fixtures, Heavy Vehicle, Mobile Phone, Motor Car, Refrigerator and Water Cooler.

Other Expenses:

Other Expenses increase from Rs. 84.07 Lakhs in Financial Year ended as on March 31, 2024 to Rs. 104.46 Lakhs in Financial Year ended as on March 31, 2025 with a resultant increase of 24.25% in Financial Year ended as on March 31, 2025. The Other Expenses primarily includes Auditor Fees, Conveyance & Travelling Expenses, General & Business Expenses, Interest and Penalty, Legal & Professional Expenses, Licensing & Compliance Expenses, Postage & Telephone Charges, Printing & Stationery Expenses, Rent & Electricity, Repair & Maintenance Expenses and Tender Expenses.

Restated Profit After Tax:

Net Profit After Tax increased from Rs. 300.31 Lakhs in Financial Year ended as on March 31, 2024 to Rs. 310.65 Lakhs in Financial Year ended as on March 31, 2025 with a resultant increase of 3.44% in Financial Year ended as on March 31, 2025. The increment in Profit is due to Increase in Revenue from Operations.

CASH FLOWS

The following table sets forth certain information relating to our cash flows in the periods indicated:

			(% in Lakhs)
	For the Period/ Year Ended
Particulars	As at March 31, 2026	As at March 31, 2025	As at March 31, 2024
Net Cash flow from/ (used in) Operating Activities	606.00	818.46	106.12
Net Cash flow from/ (used in) Investing Activities	(400.14)	(607.52)	(769.58)
Net Cash flow from/ (used in) Financing Activities	(278.23)	(227.76)	725.49
Net Increase/(Decrease) in Cash or Cash Equivalents	(72.37)	(16.82)	62.03
Cash and Cash Equivalents at the Beginning of the Year	138.24	155.06	93.03
Cash and Cash Equivalents at the End of the Year	65.87	138.24	155.06

Cash Flows from Operating Activities

For the Financial Year Ended as on March 31, 2026

Net Cash generated from Operating Activities was Rs. 606.00 Lakhs in the Financial Year ended as on March 31, 2026. Profit Before Tax was Rs. 922.64 Lakhs in the Financial Year ended as on March 31, 2026. Adjustments primarily consisted of Depreciation and Amortization Expenses of Rs. 123.20 Lakhs, Interest Expense of Rs. 107.99 Lakhs, Interest Income of Rs. (17.68) Lakhs and Rental Income of Rs. (2.41) Lakhs.

Our Operating Cash Flow before Working Capital adjustments was Rs. 1,133.74 Lakhs in the Financial Year ended as on March 31, 2026. The Working Capital adjustments in the Financial Year ended as on March 31, 2026 included, Increase in Trade Receivable of Rs. (284.40) Lakhs, Increase in Short-Term Loans and Advances of Rs. (279.69) Lakhs, Increase in Trade Payables of Rs. 68.90 Lakhs, Decrease in Other Current Liabilities of Rs. (1.52) Lakhs, Increase in Short-Term Provisions of Rs. 130.46 Lakhs, Increase in Long-Term Provisions of Rs. 4.59 Lakhs. The adjustment of Direct Taxes paid was Rs. (166.08) Lakhs.

For the Financial Year Ended as on March 31, 2025

Net Cash generated from Operating Activities was Rs. 818.46 Lakhs in the Financial Year ended as on March 31, 2025. Profit Before Tax was Rs. 436.66 Lakhs in the Financial Year ended as on March 31, 2025. Adjustments primarily consisted of Depreciation and Amortization Expenses of Rs. 93.81 Lakhs, Prior Period Adjustment of Reversal of Provision of Income Tax for the Previous Years of Rs. (56.86) Lakhs, Interest Expense of Rs. 102.39 Lakhs, Interest Income of Rs. (14.79) Lakhs and Rental Income of Rs. (2.00) Lakhs.

Our Operating Cash Flow before Working Capital adjustments was Rs. 559.20 Lakhs in the Financial Year ended as on March 31, 2025. The Working Capital adjustments in the Financial Year ended as on March 31, 2025 included, Increase in Trade Receivable of Rs. (46.05) Lakhs, Decrease in Short-Term Loans and Advances of Rs. 173.24 Lakhs, Increase in Trade Payables of Rs. 59.57 Lakhs, Increase in Other Current Liabilities of Rs. 112.03 Lakhs, Increase in Short-Term Provisions of Rs. 57.73 Lakhs. The adjustment of Direct Taxes paid was Rs. (97.25) Lakhs.

For the Financial Year Ended as on March 31, 2024

Net Cash generated from Operating Activities was Rs. 106.12 Lakhs in the Financial Year ended as on March 31, 2024. Profit Before Tax was Rs. 411.30 Lakhs in the Financial Year ended as on March 31, 2024. Adjustments primarily consisted of Depreciation and Amortization Expenses of Rs. 52.09 Lakhs, Interest Expense of Rs. 23.21 Lakhs, Interest Income of Rs. (15.77) Lakhs and Rental Income of Rs. (2.18) Lakhs.

Our Operating Cash Flow before Working Capital adjustments was Rs. 468.65 Lakhs in the Financial Year ended as on March 31, 2024. The Working Capital adjustments in the Financial Year ended as on March 31, 2024 included, Increase in Trade Receivable of Rs. (116.06) Lakhs, Increase in Short-Term Loans and Advances of Rs. (84.53) Lakhs, Decrease in Trade Payables of Rs. (39.99) Lakhs, Increase in Other Current Liabilities of Rs. 32.98 Lakhs, Decrease in Short-Term Provisions of Rs. (59.26) Lakhs. The adjustment of Direct Taxes paid was Rs. (95.67) Lakhs.

Cash Flows from Investment Activities

For the Financial Year Ended as on March 31, 2026

Net Cash used in Investing Activities was Rs. (400.14) Lakhs in the Financial Year ended as on March 31, 2026. This was primarily due to Purchase of Property, Plant & Equipment of Rs. (420.54) Lakhs, Interest Income of Rs. 17.68 Lakhs, Rental Income of Rs. 2.41 Lakhs, Decrease in Other Non-Current Assets of Rs. 0.30 Lakhs.

For the Financial Year Ended as on March 31, 2025

Net Cash used for Investing Activities was Rs. (607.52) Lakhs in the Financial Year ended as on March 31, 2025. This was primarily due to Purchase of Property, Plant & Equipment of Rs. (290.76) Lakhs, Interest Income of Rs. 14.79 Lakhs, Rental Income of Rs. 2.00 Lakhs, Increase in Other Non-Current Assets of Rs. (337.85) Lakhs, Decrease in Long-Term Loans and Advances of Rs. 4.30 Lakhs.

For the Financial Year Ended as on March 31, 2024

Net Cash used in Investing Activities Rs. (769.58) Lakhs in the Financial Year ended as on March 31, 2024. This was primarily due to Purchase of Property, Plant & Equipment of Rs. (800.10) Lakhs, Interest Income of Rs. 15.77 Lakhs, Rental Income of Rs. 2.18 Lakhs, Increase in Other Non-Current Assets of Rs. (8.34) Lakhs, Increase in Long-Term Loans and Advances of Rs. (49.87) Lakhs, Decrease in Non-Current Investments of Rs. 70.78 Lakhs.

Cash Flows from Financing Activities

For the Financial Year Ended as on March 31, 2026

Net Cash used in Financing Activities was Rs. (278.23) Lakhs in the Financial Year ended as on March 31, 2026. This was primarily due to Repayment of Long-Term Borrowings of Rs. (215.46) Lakhs, Proceeds from Short-Term Borrowings of Rs. 45.22 Lakhs, Interest Expense of Rs. (107.99) Lakhs.

Net Cash used in Financing Activities was Rs. (227.76) Lakhs in the Financial Year ended as on March 31, 2025. This was primarily due to Repayment of Long-Term Borrowings of Rs. (66.59) Lakhs, Repayment of Short-Term Borrowings of Rs. (58.78) Lakhs, Interest Expense of Rs. (102.39) Lakhs.

For the Financial Year Ended as on March 31, 2024

Net Cash generated for Financing Activities was Rs. 725.49 Lakhs in the Financial Year ended as on March 31, 2024. This was primarily due to Proceeds from Long-Term Borrowings of Rs. 603.35 Lakhs, Proceeds from Short-Term Borrowings of Rs. 145.35 Lakhs, Interest Expense of Rs. (23.21) Lakhs.

Related Party Transactions

Related party transactions with certain of our promoters, directors and their entities and relatives primarily relates to remuneration, salary, loan and Issue of Equity Shares. For further details of related parties kindly refer chapter titled “Financial Statement as Restated” beginning on page no 181 of this Red Herring Prospectus.

Financial Market Risk

Market risk is the risk of loss related to adverse changes in market prices, including interest rate risk. We are exposed to interest rate risk, inflation and credit risk in the normal course of our business.

Interest Rate Risk

We are currently exposed to interest to rate risks to the extent of outstanding loans. However, any rise in the future borrowings may increase the risk.

Effect of Inflation

We are affected by inflation as it has an impact on the operating cost, staff costs etc. In line with changing inflation rates, we rework our margins so as to absorb the inflationary impact.

Information required as per Item (11) (II) (C) (iv) of Part A of Schedule VI to the SEBI Regulations:

An analysis of reasons for the changes in significant items of income and expenditure is given hereunder:

1. Unusual or infrequent events or transactions

Except as described in this Prospectus, there have been no other events or transactions to the best of our knowledge which may be described as “unusual”or “infrequent”. For further information on potential risks arising from certain non-recurring or infrequent transactions, please refer to chapter titled “Risk F actor- Any future unusual or infrequent events or transactions may adversely affect our financial performance. ‘ on page no 22 of this Prospectus.

2. Significant economic changes that materially affected or are likely to affect income from continuing operations.

Our business has been subject to, and we expect it to continue to be subject to significant economic changes arising from the trends identified above in ‘Factors Affecting our Results of Operations’ and the uncertainties described in the section entitled “Risk Factor ‘If inflation rises in India, increased costs may result in a decline in the profits of our Company. Inflation rates in India have been volatile in recent years and such volatility may continue in the future. ‘ under chapter titled Risk Factor beginning on page no. 22 of the Prospectus. To our knowledge, except as we have described in the Prospectus, there are no other known factors which we expect to bring about significant economic changes.

3. Known trends or uncertainties that have had or are expected to have a material adverse impact on sales, revenue or income from continuing operations.

Apart from the risks as disclosed in this Prospectus, in our opinion there are no other known trends or uncertainties that have had or are expected to have a material adverse impact on revenue or income from continuing operations.

For further information, please refer to Risk Factor Changing laws, rules and regulations and legal uncertainties, including adverse application of corporate and tax laws, may adversely affect our business, results of operations, financial condition, and prospectus. ‘ on page no 22 of this Prospectus.

4. 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.

Our Company’s future costs and revenues will be determined by demand/supply situation, researches in technology, government policies and other economic factor.

For further information, please refer to Risk Factor no- ‘Political, economic or other factors that are beyond our control may have an adverse effect on our business and results of operations. ‘ under chapter titled “Risk Factor” beginning on page no. 22 of the Prospectus.

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

Other than as disclosed in this section and in “Our Business” on page no 127 we have not announced and do not expect to announce in the near future any new business segments.

6. Total turnover of each major industry segment in which our Company operates

The Company is the manufacturer and supplier of aluminium extrusion products like aluminium railing and stainless steel glass railing products in India. Relevant industry data, as available, has been included in the chapter titled “Industry Overview” beginning on page no 103 of the Prospectus.

7. Status of any publicly announced New Products or Business Segment

Except as disclosed in the Chapter “Our Business” beginning on page no 127, our Company has not announced any new product or service.

8. Seasonality of business

Our Company’s business is not seasonal in nature. Hence, our business is not subject to seasonality or cyclicality.

9. Competitive conditions

Competitive conditions are as described under the Chapters “Industry Overview” and “Our Business” beginning on page nos. 103 and 127 respectively of this Prospectus.

10. Details of material developments after the date of last balance sheet i.e., March 31, 2026.

After the date of last Balance sheet i.e., March 31, 2026, no material events have occurred after the last audited period.