Armee Infotech Ltd Management Discussions

The following discussion of our financial condition and results of operations should be read in conjunction with our Restated Financial Information on page 272.

This Draft Red Herring Prospectus may include forward-looking statements that involve risks and uncertainties, and our actual financial performance may materially vary from the conditions contemplated in such forward-looking statements as a result of various factors, including those described below and elsewhere in this Draft Red Herring Prospectus. For further information, see

"Forward-Looking Statements" on page 25. Also read "Risk Factors" and "Significant Factors Affecting our Results of Operations" on pages 27, and 339, respectively, for a discussion of certain factors that may affect our business, financial condition or results of operations.

Unless otherwise indicated, the financial information included herein is based on our Restated Financial Information included in this Draft Red Herring Prospectus, which have been derived from our audited financial statements and restated in accordance with the SEBI ICDR Regulations, the Guidance Note on Reports in Company Prospectuses (Revised 2019), as amended from time to time, which differ in certain material respects from IFRS, U.S. GAAP and GAAP in other countries. For further information, see

"Financial Information" on page 272. Unless the context otherwise requires, in this section, references to "we", "us", "our" "our Company" or "the Company" refers to ArMee Infotech Limited and its Subsidiary on a consolidated basis.

Unless otherwise indicated, industry and market data used in this section has been derived from the industry report titled "Industry Report on Indian IT and Indian Solar Energy Segment" issued on September 2025 prepared by Dun & Bradstreet Information Services India Private Limited and is exclusively commissioned for an agreed fee and paid for by the Company in connection with the Issue. D&B was appointed on February 8, 2024, pursuant to an engagement letter entered into with our Company. D&B is not related in any other manner to our Company. The data included herein includes excerpts from the D&B Report and may have been re-ordered by us for the purposes of presentation. Further, the D&B Report was prepared on the basis of information as of specific dates and opinions in the D&B Report and may be based on estimates, projections, forecasts and assumptions that may be as of such dates. D&B has prepared this study in an independent and objective manner, and it has taken all reasonable care to ensure its accuracy and has further advised that while it has taken due care and caution in preparing the D&B Report based on the information obtained by it from sources which it considers reliable. Unless otherwise indicated, financial, operational, industry and other related information derived from the D&B Report and included herein with respect to any particular year refers to such information for the relevant calendar year. A copy of the D&B Report is available on the website of our Company at www.armeeinfotech.com. Further, the D&B Report is not a recommendation to invest or disinvest in any company covered in the report. You are advised not to unduly rely on the D&B Report. The views expressed in the D&B Report are that of D&B. For more information and risks in relation to commissioned reports, see "Risk Factor 59. Industry information included in this Draft Red Herring Prospectus has been derived from an industry report prepared by Dun & Bradstreet Information Services India Private

Limited exclusively commissioned and paid for by us for such purpose." on page 54. Also see, "Certain Conventions, Presentation of Financial, Industry and Market Data Industry and Market Data" on page 23.

OVERVIEW

We are an IT infrastructure and IT managed services Company, which has ventured into the retail sales space through Experience Zones engaged in the sale of IT, consumer electronics, and gaming and merchandise products, and have recently commenced operations in the renewable energy sector, including engineering, procurement and construction ("EPC") of solar power projects and development of solar power projects under power purchase agreements ("PPAs"). We are headquartered in Ahmedabad, Gujarat. We service both Government/public sector undertakings (PSUs) and private sector clients which operate across a wide variety of industries. A majority of our revenues are currently derived from servicing Government/PSU projects.

Under the IT Infrastructure category, we provide IT hardware and software (e.g., computers, servers, interactive panels and their peripherals), work on the installation and integration of the hardware and software as per client requirements, and also provide maintenance of the IT Infrastructure installed by us for periods as may be specified under the relevant contracts. To ensure seamless transition for our clients, we also provide functional training of the IT Infrastructure installed by us. We have undertaken multiple projects under the IT Infrastructure segment including setting up of ICT labs, smart classes, installing digital infrastructure for the public distribution system under the National Food Security Act, 2013, and supplying and/or installing IT hardware to various Government entities. The projects undertaken by us are for specific contractual periods. Our revenue generated from operations in IT Infrastructure segment is as follows:

Particulars	Revenue generated from operations in IT infrastructure segment
	Fiscal 2025	Fiscal 2024	Fiscal 2023
	(Consolidated)		(Standalone)
Amount (in lakh)	1,22,431.53	93,500.81	40,844.98
Percentage of total revenue from operations	93.22%	91.62%	81.25%

Under the IT managed services category, in addition to providing IT Infrastructure as mentioned above, we also provide technical manpower, skill development training and offer annual maintenance services. Our employees provide on-site and off-site operational support and maintenance of the IT infrastructure, as may be specified under the relevant contracts. IT managed services are typically delivered under a service level agreement and payments are made at pre-defined intervals or as per contractual terms. Our revenue generated from operations in IT managed services segment is as follows:

Particulars	Revenue generated from operations in IT managed services segment
	Fiscal 2025	Fiscal 2024	Fiscal 2023
	(Consolidated)		(Standalone)
Amount (in lakh)	8,899.84	8,556.66	9,424.53
Percentage of total revenue from operations	6.78%	8.38%	18.75%

In the projects undertaken by us, certain activities like site preparation, electrification, installation, commissioning and maintenance of IT Infrastructure are provided by third party service providers including ArMee Technology Services Private Limited, our Wholly

Owned Subsidiary. For further details on our Subsidiary, please see "Our Subsidiaries" on page 245.

As part of our strategic diversification, we have ventured into renewable energy vide solar EPC and PPAs to cater to the burgeoning renewable energy vide solar EPC and PPAs market. Indias solar power generation has demonstrated robust growth, marked by a significant increase in installed capacity over the past five Fiscal Years. Beginning at 35.6 GW in FY 2020, the countrys solar power capacity surged to 105.6 GW by FY 2025, reflecting a notable compound annual growth rate (CAGR) of 24%. As of July 2025, India has achieved a cumulative installed solar power capacity of 119.02 GW. (Source: D&B Report). We have secured projects in solar EPC services for executing projects and have entered into agreements to act as a developer to solar PPAs with consumers. For more details, see "Our Business Strategies Expanding and augmenting our products and services portfolio renewable energy space" on page 204.

Solar EPC business involves the execution of engineering, procurement, and construction activities for solar power projects. The company undertakes end-to-end responsibility for project assessment, design, procurement of equipment, construction, commissioning, and handover of solar power plants. Project management includes coordination with stakeholders, management of timelines and costs, and adherence to applicable industry standards. Operations extend to contract execution with both public and private sector clients for the establishment of solar generation infrastructure.

Solar PPA business consists of developing, owning, operating, and maintaining solar power assets under long-term arrangements with clients. The company enters into agreements for the supply of electricity generated by these solar assets at predetermined tariffs, for a specified duration. Responsibility for operation and maintenance of the solar plant rests with the company, in accordance with contractual terms. The model allows clients to source renewable energy without incurring capital expenditure for asset development. As on the date of this Draft Red Herring Prospectus, we have secured solar EPC projects from private clients. We have also secured projects for solar PPA from State Electricity Board(s), where we are responsible for the development, generation and supply of electricity to power distribution companies. For further information, see "Our Business Strategies Expanding and augmenting our products and services portfolio Renewable Energy space" on page 204.

We carry out our renewable energy operations through our recently incorporated subsidiaries namely, ArMee BESS Private Limited, ArMee MH Renewable Energy Private Limited and ArMee UP Renewable Enery Private Limited, which have been established for the purpose of executing and managing projects in this sector. As on August 31, 2025, we have 6 Ongoing Projects under the renewable energy EPC segment and 1 project under the PPA-based segment. The renewable energy segment represents a strategic area of growth and diversification. While we have limited experience in this sector, we are leveraging our project management capabilities, existing operational infrastructure, and partnerships to execute these projects. For more details, please refer to "Risk

Factors 37 - Our Promoters and the Companys management do not have adequate experience in some of the business activities we undertake, which may have an adverse impact on the management and operations of our Company." on page 45.

As on the date of this Draft Red Herring Prospectus, we have one operational Experience Zone in Ahmedabad. This Experience Zone is a single-brand exclusive Experience Zone which is governed by an Authorized Re-Seller Agreement effective on and since December 26, 2024 ("Acer Re-Seller Agreement"). Further, our Company and Acer have entered into a Master Agreement for Customer Experience Zone dated January 2, 2025 ("Acer Agreement"). The Acer Agreement further appoints our Company as the exclusive authorized business associate in relation to the single-brand exclusive Experience Zones established under the Acer Agreement.

As of March 31, 2025, a significant number of our projects are with the Government/PSU clients. Our revenue from operations generated from our Government/PSU clients is as follows:

Particulars	Fiscal 2025	Fiscal 2024	Fiscal 2023
	(Consolidated)		(Standalone)
Revenue from operations generated from Government/PSU clients	75,481.35	92,830.73	42,552.85
Percentage of total revenue from operations	57.47%	90.96%	84.65%

We classify Ongoing Projects as projects wherein we have received contract/purchase orders and there is pending obligation either for supply and/or installation and/or maintenance and/or outstanding warranty periods as per the terms and conditions of the contract/purchase orders. As on August 31, 2025, we have 28 Ongoing Projects out of which 13 are under IT Infrastructure category, 8 are under IT managed services category, 6 are under the Renewable energy segment for EPC and 1 is for Renewable energy segment for PPA. Also, as on August 31, 2025, we have a further 274 Ongoing Projects wherein we have completed our contractual obligations with respect to project execution and received the corresponding payment in full but the term of the project with respect to the warranty period was still extant. The warranty period for these 274 Ongoing Projects ranges from three to five years depending upon the terms of the contract.

We classify our projects as completed when following the receipt of contract/purchase orders from our clients, we have booked and realised the consideration amount against such contract/purchase orders and completed the corresponding warranty obligations, as per the terms of the contract/purchase orders. Over the last three Fiscals we have completed 182 projects under the IT Infrastructure category, 13 projects under the IT managed services category for Government/PSUs and nil projects under the Renewable energy space.

The details of the Order Book for our Ongoing Projects as of August 31, 2025 and March 31, 2025 is as follows:

(In lakhs, except for percentages)

Service categories	No. of projects as of August 31, 2025	Order Book as of August 31, 2025	Order Book percentage as of August 31, 2025 (%)	No. of projects as of March 31, 2025	Order Book as of March 31, 2025	Order Book percentage as of March 31, 2025 (%)	Order Book as a percentage of revenue from operations as of March 31, 2025
IT Infrastructure	13	7,850.28	4.10	18	10,070.23	19.06	7.67
IT managed services	8	14,908.57	7.78	8	17,772.77	33.63	13.53
Renewable energy - EPC	6	1,30,607.56	68.19	1	25,000.00	47.31	Nil
Renewable energy - PPA	1	38,160.30	19.92	Nil	Nil	Nil	Nil
Total	28	1,91,526.71	100.00	27	52,843.01	100	21.20

The projects undertaken by us have different billing cycles and are majorly billed on milestone basis. Further, we are required to furnish performance bank guarantees to the clients which generally ranges from 3% to 10% of the project value, depending up on contractual terms, and are released by the clients only upon completion of the operation & maintenance support period.

These PBGs are required to be furnished at the beginning of the project and could remain valid up to a period beyond the date of completion of all contractual obligations, including warranty obligations depending upon the terms of the projects. If we are unable to maintain required margins to secure the PBGs, we may not be able to continue obtaining new PBGs in sufficient quantities to match our business requirements and this can impact our ability to bid for and enter into new contracts. For more information on PBGs and their underlying FDs, including PBGs as a percentage of our order value, please see "Objects of the Issue - Key assumptions for working capital projections Current Assets Fixed deposit towards Bank Guarantees" on page 94.

As of August 31, 2025, out of our 28 Ongoing Projects, 14 projects are based in the state of Gujarat, 9 Projects in Maharashtra, 2 in Bihar and 1 Project each is based in Madhya Pradesh, Uttarakhand, and Uttar Pradesh.

Our Company has a management team with extensive industry experience. Our Promoters, Kiritkumar Chimanbhai Patel and Ami Ridhish Patel have been associated with the Company since its inceptions and have experience of over two decades. Further our Promoter, Ridhish Kiritbhai Patel joined the operations of our Company as an Executive Director on May 22, 2012, and has an experience of more than a decade. Our Promoters, Kiritkumar Chimanbhai Patel and Ami Ridhish Patel were carrying on the business of trading, installation and maintenance of computer systems and other allied products under a Partnership Firm, namely, M/s Armee Infotech from 2003 to 2017. Our Company became a partner in M/s Armee Infotech on March 1, 2017, and ultimately acquired all the assets, business and operations of the Partnership Firm with effect from April 1, 2017 upon dissolution of the said Partnership Firm. The management and senior management team of our Company is supported by a team of qualified personnel with relevant domain experience in IT and renewal energy sector which provides us with a competitive advantage as we seek to expand our service portfolio. Further, our senior management team includes personnel with experience in the renewable energy sector having prior experience in business development and working with industry bodies.

As of August 31, 2025, we have 1,688 employees, out of which 1,644 are skilled and semi-skilled technical manpower are skilled and semi-skilled technical manpower engaged in the implementation and management of our various projects. In addition, as of August 31, 2025, we have engaged 693 employees on contractual basis through third party service providers, based upon the requirements of the projects. For further details, please see "Risk Factors - 44. We may be subject to employee unrest, slowdowns and increased wage costs, which may have an adverse effect on our business, operations, our cash flow and financial condition." on page 48. The project management team, with support from other teams, such as, project implementation team, logistics and procurement, accounts department, sales department, quality control department, overlooks end-to-end implementation of all the projects serviced by us. We believe that the combination of our experienced Board of Directors, our dynamic management team and our skilled employees positions us well to capitalize on future growth opportunities.

SIGNIFICANT FACTORS AFFECTING OUR RESULTS OF OPERATION

The results of our operations and our financial conditions are affected by numerous factors and uncertainties, many of which may be beyond our control, including as discussed in "Our Business" and "Risk Factors", beginning on pages 199, and 27 respectively. Set forth below is a discussion of certain factors that we believe may be expected to have a significant effect on our financial condition and results of operations:

Retaining our existing clients and augmenting our client base

Our ability to grow our business consistently requires us to (i) retain our existing clients; (ii) broad - base our engagement with our existing clients; and (iii) augment our client base. We continually engage with our clients to understand their requirements better to be able to provide more holistic services and to identify new areas where we can engage with them and explore business opportunities as and when they arise. Our constant endeavour is to nurture every client relationship to ensure that it translates into a long-term association. Our expertise, honed over the years, in conjunction with the strength of our collaborative efforts with our Technology Partners enables us to provide customised IT solutions to our clients. We also track the developments in the business segments we operate in to stay abreast of emerging trends and capitalise on new business opportunities. All these factors combined with our close interaction with our clients to understand their specific requirements enables us to strengthen, and forge long-term and more successful, relationships with our existing clients. We adopt a similar approach while seeking to establish new relationships. Further, we have broad based the industry segments to which we cater including by venturing into newer business segments, and augmenting our product bouquet within each business segment. The revenue generated from IT infrastructure segment is as follows:

Particulars	Revenue generated from operations in IT infrastructure segment
	Fiscal 2025	Fiscal 2024	Fiscal 2023
	(Consolidated)		(Standalone)
Amount (in lakh)	1,22,431.53	93,500.81	40,844.98
Percentage of total revenue from operations	93.22%	91.62%	81.25%

Our continued success and growth will to a certain extent also depend on our continuing to receive the patronage of our existing clients in this particular business segment, while simultaneously broadening and augmenting our client base. The revenue from operations generated from our top 10 clients is as follows:

Particulars	Revenue from operations generated from our top 10 clients
	Fiscal 2025	Fiscal 2024	Fiscal 2023
Amount (in lakhs)	1,12,186.04	97,343.07	45,157.35
Percentage of total revenue from operation	85.42%	95.38%	89.83%

Focus on technology and the ability to deliver innovative solutions

We offer a wide ranging and diversified bouquet of product and service offerings and classify our IT business into two verticals viz., IT Infrastructure and IT managed services. We also intend to leverage upon the upcoming technological advancements in segments such as experience zone, payment devices and data migration. Further, we have also ventured into renewable energy vide solar EPC and PPAs. To cater to the burgeoning energy space, we intend to venture into Battery Energy Storage System (BESS).

Experience Zone- The "experience zones" are interactive spaces designed to engage all five senses and create a deeper connection between brands and consumers. (Source: D&B Report) Experience zones provide a unique platform for brands to differentiate themselves from competitors, they can showcase product functionalities, highlight brand values, and create a lasting impression. (Source: D&B Report) Experience zones are poised for significant growth in India. With increasing urbanization, rising living standards, and a growing tech-savvy population, the demand for engaging and interactive experiences will continue to rise. (Source: D&B Report) As on the date of this Draft Red Herring Prospectus, we have one operational Experience Zone in Ahmedabad, Gujarat.

Payment devices India is witnessing a phenomenal rise in digital payments, rapidly transforming the financial landscape. This surge is driven by a potent combination of Government initiatives, infrastructure development, and a growing ecosystem of players. (Source: D&B Report) Government has launched various initiatives in this segment, like Jan Dhan Yojna, Digital India Mission, Unified Interface Payment, Aadhar enabled payment system etc. (Source: D&B Report) We have worked on projects in the payment device sector whereby we have facilitated automation of fair price shops on BOO model basis and performed integration services on PoS devices used for online electricity bill collection. For further details, please refer to the table under section "Our Business - Our Services IT managed services" on page 207. As digital payment solutions continue to evolve and offer greater convenience and security, their penetration is expected to soar further, fostering financial inclusion and economic growth in India. (Source: D&B Report) We intend to expand our product portfolio and focus on this segment in the coming years.

Data migration Data migration, the process of transferring data from one storage systems to another, has undergone a significant shift in India. Traditionally data resided on physical media like tapes and disks. However, the digital revolution has driven a massive migration towards cloud-based and digital storage solutions. This shift presents a growing demand for data migration services. (Source: D&B Report) In addition to our IT infrastructure and IT managed services, we also offer our clients data migration services and in future, we plan to undertake more data migration projects. As businesses across industries embrace the cloud and digital transformation, the future of data migration in India is bright, offering significant opportunities for service providers in this dynamic market. (Source: D&B Report) And as an IT service provider company, we intend to expand in this segment in the coming years.

Science, technology, engineering and mathematics ("STEM") labs and Atal Tinkering Labs ("ATLs") Driven by government mandates and the rising importance of technology in education, more schools and colleges are expected to adopt STEM labs. ATLs serve as dedicated workspaces where students can explore STEM (Science, Technology, Engineering, and Mathematics) concepts through hands-on, do-it-yourself activities. Equipped with educational kits, tools for robotics, electronics, open-source microcontroller boards, sensors, 3D printers, and computers, ATLs provide a platform for experiential learning. Additional facilities like meeting rooms and video conferencing enhance collaboration and communication. With over 10,000 ATLs established, the program has made its presence felt in 722 districts across 35 states and union territories, ensuring wide geographical outreach and inclusivity. Notably, more than 60% of the ATLs are housed in government or government-aided schools, with 96% of these labs situated in girls or co-educational institutions, reflecting the programs commitment to inclusivity and gender equality. (Source: D&B Report) Our Company has experience of servicing clients involved in setting up STEM labs and ATLs, and will continue to explore opportunities in the space.

Expanding our geographic footprint

We are located in Gujarat and have branch offices in three states, being, Haryana, Karnataka and Maharashtra. In recent years, the Government of India has recognized the crucial role of IT Infrastructure in bridging the digital divide and fostering socio-economic development in rural India. [Source: D&B Report] As digital literacy rises and people become comfortable with technology, the demand for internet-based services like e-commerce, online education, and telemedicine will soar. This creates fertile ground for managed service providers to offer solutions like cloud storage, data analytics, and cybersecurity. [Source: D&B Report]

Currently, we provide IT Infrastructure and IT managed services to various sectors including education, healthcare, public distribution system, rural & urban development, science & technology sectors etc. We have a predominant presence in the state of Gujarat. As of August 31, 2025, out of our 28 Ongoing Projects, 14 projects are based in the state of Gujarat, 9 Projects in Maharashtra, 2 in Bihar and 1 Project each is based in Madhya Pradesh, Uttarakhand, and Uttar Pradesh. We intend to increase our presence pan India by securing and servicing projects in other states of India.

Strength of our Order Book

The details of Order Book for our Ongoing Projects as of August 31, 2025, is as follows:

Particulars	No of projects	Order Book (In lakhs)
IT Infrastructure	13	7,850.28
IT managed services	8	14,908.57
Renewable energy - EPC	6	1,30,607.56
Renewable energy - PPA	1	38,160.30
Total	28	1,91,526.71

The following table sets forth our Order Book, as on August 31, 2025, presented according to the states where we are providing our comprehensive range of services: 339

State	Number of projects	Project value (In lakhs)*	Order Book as on August 31, 2025	Percentage of our Order Book contribution as of August 31, 2025 (%)
			(In lakhs)
Gujarat	14	2,18,998.43	88,533.17	46.23
Maharashtra	9	85,502.14	78,679.92	41.08
Bihar	2	15,663.02	8,065.17	4.21
Madhya Pradesh	1	1,001.99	310.51	0.16
Uttarakhand	1	4,925.94	4,925.94	2.57
Uttar Pradesh	1	11,012.00	11,012.00	5.75
Total	28	3,37,103.52	1,91,526.71	100.00

* The total project value is exclusive of GST.

Investors should not consider our Order Book as an accurate indicator of our future performance or future revenue. The successful conversion of orders into revenue and getting new orders will depend on the demand from our clients, which is beyond our control and is subject to uncertainty as well as changes in Government policies and priorities. Going forward, our Order Book may be affected by delays, cancellations, renegotiations of the contracts as well as the long gestation period in concluding such contracts, if any.

Relationship with Technology Partners

We source various hardware products such as servers, laptops, desktops, printers, webcams, interactive panels, point of sale machines, storage hardware, and third-party software products such as operating system software, database software, antivirus software and other allied hardware and software products from our Technology Partners. Our business is, therefore, heavily dependent on our relationships with Technology Partners. The share of our top three Technology Partners as a percentage of our purchases in each respective period are as follows:

Particulars	Fiscal 2025	Fiscal 2024	Fiscal 2023
Purchases from top three Technology Partners (in lakhs)	93,954.05	74,465.71	26,585.35
Percentage of purchases from top three Technology Partners, cumulatively	77.96%	84.89%	72.82%

We do not enter into any long-term contracts with our Technology Partners for supply of these products. We place purchase orders with Technology Partners from time to time basis our requirements and prices for products are normally based on the quotes we receive from these Technology Partners. Further, the client acceptance of our products depends on the quality of these products and our ability to deliver our products in a timely manner.

The failure of our Technology Partners to deliver these products in the necessary quantities, to adhere to delivery schedules or to meet specified quality standards or technical specifications, could adversely affect our ability to deliver orders on time to our clients.

Dependence on projects from Government/PSUs

As of date, our services majorly cater to the needs of Government/PSU clients. We obtain majority of our projects by bidding on the government e-marketplace. There can be no assurance that the projects for which we bid will be tendered within a reasonable time, or at all. In the event that new projects which have been announced and which we plan to bid for are not put up for tender within the announced timeframe, or qualification criteria are modified such that we are unable to qualify, our business, prospects, financial condition, cash flows and results of operations could be materially and adversely affected. The revenue earned from the Government/PSU clients is as follows:

(In lakhs, except for percentages)

Particulars	Fiscal 2025	Fiscal 2024	Fiscal 2023
	(Consolidated)		(Standalone)
Revenue from operations generated from Government/PSU clients	75,481.35	92,830.73	42,552.85
Percentage of total revenue from operations	57.47%	90.96%	84.65%

Further, any change in policies of the Government, impacting the public at large, scaling back of Government policies or initiatives towards IT Infrastructure projects and/or changes in Governmental or external budgetary allocation, can significantly and adversely affect the business, financial condition and results of operations.

PRESENTATION OF FINANCIAL INFORMATION

Our Restated Financial Information for the financial year ended March 31, 2025 and March 31, 2024 (on a consolidated basis) and as at for the financial year ended March 31, 2023 (on a standalone basis) and the restated summary statements of profit and loss (including other comprehensive income), cashflows and changes in equity for the financial year ended March 31, 2025 and March 31, 2024 (on a consolidated basis) and as at for the financial year ended March 31, 2023 (on a standalone basis) together with the summary of significant accounting policies and explanatory information thereon (collectively, the "Restated Financial Information"), prepared in accordance with the Indian Accounting Standards (Ind AS) prescribed under Section 133 of the Companies Act, 2013, read with Companies (Indian Accounting Standards) Rules, 2015 (as amended) and other relevant provisions of the Act. The Restated Financial Information have been derived from our audited financial statements for the financial year ended March 31, 2025, financial year ended March 31, 2024 (on a consolidated) prepared in accordance with AS 25 and as at and for the financial year ended March 31, 2023 prepared in accordance with Indian GAAP, and is reclassified/ remeasured to Ind-AS, by preparing Ind-AS financial statements and further restated in accordance with the SEBI ICDR Regulations and the Guidance Note on Reports in Company Prospectuses (Revised 2019) issued by the Institute of Chartered Accountants of India, as amended.

The consolidated financial information for the financial year ended March 31, 2025 and March 31, 2024 is not directly comparable with the standalone financial information for March 31, 2023, given that we did not have any subsidiary in such prior periods. Further, unless otherwise indicated or the context otherwise requires, all operational information included herein for Fiscals 2023 is on a standalone basis, while all such information for Fiscals 2024 and 2025 is on a consolidated basis.

TRANSITION FROM INDIAN GAAP TO IND AS FINANCIAL INFORMATION

Our company has adopted Ind AS for the preparation of financial information for the financial year beginning from April 1, 2022. The audited financial statements for the financial year ended March 31, 2025 and March 31, 2024 (consolidated and standalone basis) and for the financial year ended March 31, 2023 (standalone basis) were prepared in accordance with Indian GAAP and the same have been converted into Ind AS by our management to align accounting policies, exemptions and disclosures as adopted by our Company for the transition to Ind AS in the context of the preparation for the financial year ended March 31, 2025 and March 31, 2024 (consolidated and standalone basis) and for the financial year ended March 31, 2023 (standalone basis) to Restated Ind AS summary of financial information. In preparing these financial information, our companys opening balance sheet was prepared as at April 1, 2023. In preparing the restated Ind AS summary financial information for the financial year ended March 31, 2025, March 31, 2024, and March 31, 2023, our Company prepared opening balance sheet as at April 1, 2023. For further information, see the chapter titled "Restated Financial Information" beginning on page 272 of this Draft Red Herring Prospectus.

Ind AS differs in certain material respects from Indian GAAP, IFRS and U.S. GAAP. Accordingly, the degree to which our financial information will provide meaningful information to a prospective investor in countries other than India is entirely dependent on the readers level of familiarity with Ind AS. As a result, the Restated Financial Information Statements may not be comparable to our historical financial statements. For Reconciliation of Indian GAAP to Ind AS please refer Note 40 pertaining to reconciliation between Indian GAAP and Ind AS in the chapter titled "Restated Financial Statements" beginning on page 272 of this Draft Red Herring Prospectus.

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Preparation of Restated Financial Information i) Statement of Compliance

These Restated Financial Statements have been prepared in accordance with Indian Accounting Standards (Ind AS) notified under the Companies (Indian Accounting Standards) Rules, 2015 (as amended) including the Companies (Indian Accounting Standards) Amendment Rules, 2021 for the purpose of restated financial information as required under the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018 as amended from time to time ("ICDR Regulations") in relation to the proposed initial public offering of the Company. These restated Financial Information shall therefore not be suitable for any purpose other than as disclosed in this note.

ii) Basis of Preparation

The Restated Financial Information of ArMee Infotech Limited (the "Company" or the "Issuer") and its subsidiary (collectively, the "Group"), comprising the Restated Consolidated Statement of Assets and Liabilities as at March 31, 2025 and March 31, 2024 and Restated Standalone Statement of Assets and Liabilities as at March 31, 2023 , the Restated Consolidated Statements of Profit and Loss (including other comprehensive income), the Restated Consolidated Statement of Changes in Equity and the Restated Consolidated Cash Flow Statement for the year ended March 31, 2025 and March 31, 2024 and the Restated Standalone Statement of Profit and Loss (including other comprehensive income), the Restated Standalone Statement of Changes in Equity and the Restated Standalone Cash Flow Statement for the year ended March 31, 2023 and the Summary Statement of Material Accounting

Policies and other explanatory information (collectively, the "Restated Financial Information"), as approved by the Board of

Directors of the Company at their meeting held on September 26, 2025 for the purpose of inclusion in the Offer document prepared by the Company in connection with its proposed Initial Public Offer of equity shares ("IPO") prepared in terms of the requirements of:

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

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

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

India ("ICAI"), as amended from time to time (the "Guidance Note").

iii) Compliance with Ind-AS

a) The consolidated financial statements of the Group have been prepared in accordance with Indian Accounting Standards

(Ind AS) as noti ed by Ministry of Corporate Affairs pursuant to section 133 of the Companies Act, 2013 (‘the Act) read with Companies (Indian Accounting Standards) Rules, 2015 as amended from time to time. Presentation requirements of Division II of Schedule III to the Companies Act, 2013, "as amended", as applicable to the Consolidated Financial Statements have been followed. These consolidated financial statements are separate financial statements of the Group. The consolidated financial statements have been prepared on accrual and going concern basis. The accounting policies are applied consistently to all the periods presented in the consolidated financial statements. The consolidated financial statements have been prepared on a historical cost basis, except for certain financial assets and liabilities which are measured at fair value as explained in the accounting policies below. Certain comparative figures appearing in these consolidated financial statements have been regrouped and/ or reclassified to better reflect the nature of those items. b) Certain comparative figures appearing in these consolidated financial statements have been regrouped and/ or reclassified to better reflect the nature of those items. c) The consolidated financial statements are presented in INR and all values are rounded to the nearest lakh (INR 00,000) as per the requirement of Schedule III, unless otherwise stated.

Basis of Consolidation

The consolidated financial statements comprise the financial statements of the parent company along with its subsidiary as at March 31, 2025 and March 31, 2024. The control is achieved when the group is exposed, or has rights, to variable returns from its involvement with the investee and has the ability to affect those returns through its powers over the investee. Specifically, the group controls an investee if and only if the group has:

a) Power over the investee (i.e. existing rights that give it the current ability to direct the relevant activities of the investee) b) Exposure, or rights, to variable returns from its involvement with the investee and c) The ability to use its power over the investee to affect its returns.

Generally, there is a presumption that a majority of voting rights result in control. To support this presumption and when the Group has less than a majority of the voting or similar rights of an investee, the Group considers all relevant facts and circumstances in assessing whether it has power over an investee, including:

a) The contractual arrangement with the other vote holders of the investee b) Rights arising from other contractual arrangements c) The Groups voting rights and potential voting rights"

The Restated Financial Information have been compiled from:

1) Audited Consolidated Ind AS Financial Statements of the Group as at and for the year ended 31 March 2025 prepared in accordance with the Indian Accounting Standard, as prescribed under Section 133 of the Act read with Companies (Indian Accounting Standards) Rules 2015, as amended, (referred to as "IND AS") and other recognised accounting practices and policies generally accepted in India including the requirements of the Act, which has been approved by the Board of Directors at their meeting held on 4 June 2025.

2) Audited Consolidated Ind AS Financial Statements of the Group as at and for the year ended on 31 March 2024 which were prepared in accordance with the Indian Accounting Standards as prescribed under Section 133 of the Companies Act, 2013 read with Companies (Indian Accounting Standards) Rules 2015, as amended (referred to as "Ind AS")to the extent applicable and other accounting principles generally accepted in India, which have been approved by the Board of Directors at their meeting held on August 30, 2024.

3) Audited Special Purpose Standalone Ind AS Financial Statements of the Company as at and for the year ended 31 March 2023, prepared as per following basis

Audited Special Purpose Standalone Ind AS Financial Statements of the Company as at and for the year ended 31 March 2023, have been prepared by the management of the Company in accordance with Accounting Standards prescribed under Section 133 of the Companies Act, 2013 (‘Previous GAAP or ‘Indian GAAP) after giving effect to accounting policy and accounting policy choices (both mandatory exceptions and optional exemptions availed as per Indian Accounting Standards 101 ‘First-time Adoption of Indian Accounting Standards (Ind AS 101)) as initially adopted on transition date i.e. 01 April 2022. These

Audited Special Purpose IND AS Financial Statements have been approved by the Board of Directors on May 07, 2024. Suitable restatement adjustments (both re-measurements and reclassifications) as per Ind AS 101, are made to these Financial Statements for the year ended 31 March 2023.

Material accounting policies

a) Current versus non-current classification

The Group presents assets and liabilities in the balance sheet based on current/ non-current classification.

An asset is treated as current when it is:

Expected to be realised or intended to be sold or consumed in normal operating cycle,

Held primarily for the purpose of trading,

Expected to be realised within twelve months after the reporting period, or

Cash or cash equivalent unless restricted from being exchanged or used to settle a liability for at least twelve months after the reporting period.

All other assets are classified as non-current.

A liability is current when:

It is expected to be settled in normal operating cycle,

It is held primarily for the purpose of trading,

It is due to be settled within twelve months after the reporting period, or

There is no unconditional right to defer the settlement of the liability for at least twelve months after the reporting period. The Group classifies all other liabilities as non current. Deferred tax assets and liabilities are classified as non-current assets and liabilities.

Based on the nature of products and the time between acquisition of assets for processing and their realisation in cash and cash equivalents, the Company has ascertained its operating cycle as twelve months for the purpose of current or noncurrent classification of assets and liabilities.

b) Property, plant and equipment

The Group has elected to regard previous GAAP carrying values of Property, plant and equipment as deemed cost at the date of transition to Ind AS.

An item of property, plant and equipment is recognised as an asset if it is probable that the future economic benefits associated with the item will flow to the Group and its cost can be measured reliably.

The initial cost of property, plant and equipment comprises its purchase price, non-refundable purchase taxes, and any directly attributable costs of bringing an asset to working condition and location for its intended use. All other expenses on existing property, plant and equipment, including day-to-day repair and maintenance expenditure and cost of replacing parts, are charged to the statement of profit and loss for the period during which such expenses are incurred.

Where, during any nancial year, any addition has been made to any asset, or where any asset has been sold, discarded, demolished or destroyed, or signi cant components replaced; depreciation on such assets is calculated on a pro rata basis as individual assets with speci c useful life from the month of such addition or, as the case may be, up to the month on which such asset has been sold, discarded, demolished or destroyed or replaced.

The Group reviews the residual value and useful life of an asset at least at each financial year-end and, if expectations differ from previous estimates, the change is accounted for as a change in accounting estimate.

Depreciation on property, plant and equipment is provided on the straight-line method prescribed under Schedule II of the Act, computed on the basis of useful lives prescribed under Schedule II of the Act. Leasehold improvements are amortised over the period of lease or estimated useful life, whichever is lower. For the following assets useful life is taken bases on technical evaluation of the property, plant and equipment by the management which are mentioned below:

Tangible assets	Useful life (years)
EPOS Devices	5

c) Intangible assets

Recognition and initial measurement

The Group has elected to regard previous GAAP carrying values of Intangible assets as deemed cost at the date of transition to Ind AS.

Intangible assets acquired separately are measured on initial recognition at cost. Following initial recognition, intangible assets are carried at cost less any accumulated amortization and accumulated impairment losses, if any.

Subsequent measurement (amortisation and useful lives)

All intangible assets are accounted for using the cost model whereby capitalised costs are amortised on a straight-line basis over the period of five years on the basis of their estimated useful lives.

De-recognition

Gains or losses arising from derecognition of an intangible asset are measured as the difference between the net disposal proceeds and the carrying amount of the asset and are recognised in the statement of profit or loss when the asset is derecognised.

d) Inventories

Inventories are stated at lower of cost or net realisable value. Cost is determined on a First in First out basis.

Net realisable value is the price at which the inventories can be realised in the normal course of business after allowing for the cost of conversion from their existing state to a finished condition and for the cost of marketing, selling and distribution.

e) Foreign currency translation

Functional and Presentation Currency

The financial statements are presented in Indian Rupees and are rounded to two decimal places of Lakhs which is also the Groups functional currency.

Transactions in foreign currencies are initially recorded by the Group at its functional currency spot rates at the date the transaction first qualifies for recognition.

Monetary assets and liabilities denominated in foreign currencies are translated at the functional currency spot rates of exchange at the reporting date.

Exchange differences arising on settlement or translation of monetary items as at reporting date are recognised in statement of profit and loss.

f) Revenue recognition from sale of products and services

Revenue from contracts with customers is recognised when control of the goods or services are transferred to the customer at an amount that reflects the consideration to which the Group expects to be entitled in exchange for those goods or services. The Group has generally concluded that it is the principal in its revenue arrangements, except for certain specific services mentioned below, as it typically controls the goods or services before transferring them to the customer.

Revenue towards satisfaction of a performance obligation is measured at the amount of transaction price (net of variable consideration) allocated to that performance obligation. The transaction price of goods sold and services rendered is net of variable consideration on account of various discounts and schemes offered by the Group as part of the contract. This variable consideration is estimated based on the expected value of outflow. Revenue (net of variable consideration) is recognized only to the extent that it is highly probable that the amount will not be subject to significant reversal when uncertainty relating to its recognition is resolved.

The performance obligation in case of product is satisfied at a point in time i.e., when the material is shipped to the customer or on delivery to the customer, as may be specified in the contract.

The performance obligation in case of service is satisfied over a period of time. Income in respect of service contracts, which are generally in the nature of providing maintenance and support services, are recognised in statement of profit and loss on straight line basis over the period of the performance obligation.

The Group provides preventive maintenance services and on-site maintenance on its certain products at the time of sale. These maintenance services are sold together with the sale of product. Contracts for such sales of product and preventive maintenance services comprise two performance obligations because the promises to transfer the product and to provide the preventive maintenance services are capable of being distinct. Accordingly, a portion of the transaction price is allocated to the preventive maintenance services and recognised as a contract liability. Revenue is recognised over the period in which the preventive maintenance services are provided based on the time elapsed.

g) Other income

Interest income

Interest income on financial assets is calculated using the effective interest method is recognised in the statement of profit and loss as part of other income.

Dividend income

Dividend income from investment is accounted for when the right to receive is established, which is generally when shareholders approve the dividend.

h) Financial instruments

A financial instrument is any contract that gives rise to a financial asset of one entity and a financial liability or equity instrument of another entity.

Initial recognition

The Group recognizes financial assets and financial liabilities when it becomes a party to the contractual provisions of the instrument. All financial assets and liabilities are recognized at fair value on initial recognition. Trade Receivables are initially recognised at transaction price where that do not contain any significant portion of financing component. Transaction costs that are directly attributable to the acquisition or release of financial assets and financial liabilities respectively, which are not at fair value through profit or loss, are added to the fair value of underlying financial assets and liabilities on initial recognition. Trade receivables and trade payables that do not contain a significant financing component are initially measured at their transaction price.

Financial assets

Subsequent measurement

For purposes of subsequent measurement, financial assets are classified in two categories: -Financial assets at amortised cost at effective interest rate. -Financial assets at fair value through profit or loss

Financial assets at amortised cost

A financial asset is subsequently measured at amortised cost which is held with objective to hold the asset in order to collect contractual cash flows and the contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.

Financial assets at fair value through profit or loss:

Financial assets at fair value through profit or loss are carried in the balance sheet at fair value with net changes in fair value recognised in the statement of profit and loss. This category includes interest free security deposit given valued at present value.

De-recognition of financial assets

A financial asset is primarily de-recognised when the rights to receive cash flows from the asset have expired or the Group has transferred its rights to receive cash flows from the asset.

Financial liabilities

Subsequent measurement:

Financial liabilities are subsequently carried at amortized cost using the effective interest method.

De-recognition of financial liabilities:

A financial liability is de-recognised 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 the de-recognition of the original liability and the recognition of a new liability. The difference in the respective carrying amounts is recognised in the statement of profit or loss.

Offsetting of financial instruments

Financial assets and financial liabilities are offset and the net amount is reported in the balance sheet if there is a currently enforceable legal right to offset the recognised amounts and there is an intention to settle on a net basis, to realize the assets and settle the liabilities simultaneously.

i) Impairment of financial assets

The Group recognizes loss allowances using the expected credit loss (ECL) model for the financial assets which are not fair valued through profit or loss. For impairment purposes significant financial assets are tested on an individual basis, other financial assets are assessed collectively in groups that share similar credit risk characteristics. For trade receivables and contract assets, the Group applies a simplified approach in calculating ECLs. Therefore, the Group does not track changes in credit risk, but instead recognises a loss allowance based on lifetime ECLs at each reporting date. The Group has established a provision matrix that is based on its historical credit loss experience, adjusted for forward-looking factors specific to the debtors and the economic environment.

j) Right-of-use assets and lease liabilities As a lessee Classification of lease:

The Groups leased asset consist of leases for building only. The Group assesses whether a contract contains a lease, at inception of a contract. A contract is, or contains, a lease if the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration. To assess whether a contract conveys the right to control the use of an identified asset, the Group assesses whether:

i) the contract involves the use of an identified asset; ii) the Group has substantially all of the economic benefits from use of the asset through the period of the lease; and iii) the Group has the right to direct the use of the asset.

Recognition and initial measurement of right-of use assets:

At the date of commencement of the lease, the Group recognises a right-of-use asset ("ROU") and a corresponding lease liability for all lease arrangements in which it is a lessee, except for leases with a term of twelve months or less (short-term leases) and low value leases. For these short-term and low value leases, the Group recognizes the lease payments as an operating expense on a straight-line basis over the term of the lease.

Subsequent measurement of right-of-use asset:

The right-of-use assets are initially recognized at cost, which comprises the initial amount of the lease liability adjusted for any lease payments made at or prior to the commencement date of the lease plus any initial direct costs less any lease incentives. They are subsequently measured at cost less accumulated depreciation and impairment losses if any. Right-of-use assets are depreciated from the commencement date on a straight-line basis over the shorter of the lease term and useful life of the underlying asset.

Lease liabilities:

The lease liability is initially measured at amortized cost at the present value of the future lease payments. The lease payments are discounted using the interest rate implicit in the lease or, if not readily determinable, using the incremental borrowing rates in the country of domicile of these leases. Lease payments included in the measurement of the lease liability are made up of fixed payments (including in substance fixed payments) and variable payments based on an index or rate. Subsequent to initial measurement, the liability will be reduced for payments made and increased for interest. Lease liabilities are remeasured with a corresponding adjustment to the related right of use asset if the Group changes its assessment of whether it will exercise an extension or a termination option.

Short-term leases and leases of low-value assets

The Group applies the short-term lease recognition exemption to its short-term leases (i.e., those leases that have a lease term of 12 months or less from the commencement date and do not contain a purchase option). Lease payments on short-term leases and leases of low-value assets are recognised as expense on a straight-line basis over the lease term.

k) Cash and bank balances

Cash and bank balances consist of:

Cash and cash equivalents - which includes cash in hand, deposits held at call with banks and other short term deposits which are readily convertible into known amounts of cash, are subject to an insignificant risk of change in value and have maturities of less than three months from the date of such deposits. These balances with banks are unrestricted for withdrawal and usage.

Other bank balances - which includes balances and deposits with banks that are restricted for withdrawal and usage.

l) Cash flow statement

Statement of Cash Flows is prepared segregating the cash flows into operating, investing and financing activities. Cash flow from operating activities is reported using indirect method adjusting the net profit for the effects of:

i) changes during the period in inventories and operating receivables and payables, transactions of a non-cash nature; ii) non-cash items such as depreciation, provisions, and unrealised foreign currency gains and losses etc.; and iii) all other items for which the cash effects are investing or financing cash flows m) Employee benefits i) Short term employee benefits:

All employee benefits payable wholly within twelve months of rendering the service are classified as short term employee benefits. Benefits such as salaries, wages, short term compensated absences etc., and the expected cost of bonus, ex-gratia are recognised in the period in which the employee renders the related service.

ii) Post-employment benefits:

1) Defined contribution plans:

State governed Provident Fund Scheme and Employees State Insurance Scheme are defined contribution plans.

The contribution paid / payable under the schemes is recognised during the period in which the employees render the related services.

2) Defined benefit plans:

The Employees Gratuity Fund Scheme and compensated absences is Groups defined benefit plans. The present value of the obligation under such defined benefit plan is determined based on actuarial valuation using the Projected Unit Credit Method, which recognises each period of service as giving rise to additional unit of employee benefits entitlement and measures each unit separately to build up the final obligation. The obligation is measured at the present value of the estimated future cash flows. The discount rates used for determining the present value of the obligation under defined benefit plans, is based on the market yields on Government Securities as at the Balance Sheet date, having maturity periods approximating to the terms of related obligations.

For defined benefit plans, the amount recognised as ‘Employee benefit expenses in the Statement of Profit and Loss is the cost of accruing employee benefits promised to employees over the year and the costs of individual events such as past/future service benefit changes and settlements (such events are recognised immediately in rate to the net defined benefit liability or asset is charged or credited to ‘Finance costs in the Statement of Profit and Loss. Any differences between the interest income on plan assets and the return actually achieved and any changes in the liabilities over the year due to changes in actuarial assumptions or experience adjustments within the plans, are recognised immediately in

‘Other comprehensive income and subsequently not reclassified to the Statement of Profit and Loss.

All defined benefit plans obligations are determined based on valuations, as at the Balance Sheet date, made by independent actuary using the projected unit credit method. The classification of the Groups net obligation into current and non-current is as per the actuarial valuation report.

In case of funded plans, the fair value of the plan assets is reduced from the gross obligations under the defined benefit plans, to recognise the obligation on net basis.

Gains or losses on the curtailment or settlement of any defined benefits plans are recognised when the curtailment or settlement occurs. Past service cost is recognised as expense on a straight-line basis over the average period until the benefits become vested.

iii) Long term employee benefits:

The employees long term compensated absences are Groups defined benefit plans. The present value of the obligation is determined based on the actuarial valuation using the projected unit credit method as at the date of the balance sheet. In case of funded plans, the full value of plan assets is reduced from the gross obligation to recognise the obligation on the net basis.

n) Provisions and Contingencies

Provisions

Provisions are recognised in the balance sheet when the Group has a present obligation (legal or constructive) as a result of a past event, which is expected to result in an outflow of resources embodying economic benefits which can be reliably estimated. Each provision is based on the best estimate of the expenditure required to settle the present obligation at the balance sheet date. Where the time value of money is material, provisions are measured on a discounted basis.

Constructive obligation is an obligation that derives from an entitys actions where:

i) by an established pattern of past practice, published policies or a sufficiently specific current statement, the entity has indicated to other parties that it will accept certain responsibilities and;

ii) as a result, the entity has created a valid expectation on the part of those other parties that it will discharge those responsibilities.

Contingencies

Contingent liabilities exist 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 Group, or a present obligation that arises from past events where it is either not probable that an outflow of resources will be required or the amount cannot be reliably estimated. Contingent liabilities are appropriately disclosed unless the possibility of an outflow of resources embodying economic benefits is remote.

o) Contract balances

i) Contract balances

A contract asset is the right to consideration in exchange for goods or services transferred to the customer. If the Group performs by transferring goods or services to a customer before the customer pays consideration or before payment is due, a contract asset is recognised for the earned consideration that is conditional.

Contract assets are recognised when there are excess of revenues earned over billings on contracts. Contract assets are classified as unbilled receivables when there is conditional right to receive cash, as per contractual terms.

The amount recognised as contract assets is reclassified to trade receivables once the amounts are billed to the customer as per the terms of the contract. Contract assets are subject to impairment assessment. Refer to accounting policies on impairment of financial assets in section i Impairment.

ii) Trade receivables

A receivable represents the Groups 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 initial recognition and subsequent measurement.

iii) Contract liabilities

A contract liability is the obligation to transfer goods or services to a customer for which the Group has received consideration (or an amount of consideration is due) from the customer. If a customer pays consideration before the Group transfers goods or services to the customer, a contract liability is recognised when the payment is made, or the payment is due (whichever is earlier). Contract liabilities are recognised as revenue when the Group performs under the contract.

Unearned and deferred revenue ("contract liability") is recognised when there are billings in excess of revenues.

p) Income taxes

Tax expense for the year comprises current and deferred tax. The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the statement of profit and loss because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The Groups liability for current tax is calculated using tax rates and tax laws that have been enacted or substantively enacted by the end of the reporting period.

Deferred tax is the tax expected to be payable or recoverable on differences between the carrying values of assets and liabilities in the financial statements and the corresponding tax bases used in the computation of taxable profit and is accounted for using the balance sheet liability method. Deferred tax liabilities are generally recognised for all taxable temporary differences. In contrast, deferred tax assets are only recognised to the extent that it is probable that future taxable profits will be available against which the temporary differences can be utilised.

The carrying value of deferred tax assets is reviewed at the end of each reporting period 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 is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised based on the tax rates and tax laws that have been enacted or substantially enacted by the end of the reporting period. The measurement of deferred tax liabilities and assets reflects the tax consequences that would follow from the manner in which the Group expects, at the end of the reporting period, to cover or settle the carrying value of its assets and liabilities.

Deferred tax assets and liabilities are offset to the extent that they relate to taxes levied by the same tax authority and there are legally enforceable rights to set off current tax assets and current tax liabilities within that jurisdiction.

Current and deferred tax are recognised as an expense or income in the statement of profit and loss, except when they relate to items credited or debited either in other comprehensive income or directly in equity, in which case the tax is also recognised in other comprehensive income or directly in equity.

q) Earnings per share

Basic earnings per share is computed by dividing the profit / (loss) for the year attributable to equity shareholders by the weighted average number of equity shares outstanding during the year. Group did not have any potential dilutive securities in any period presented. r) Impairment of Non Financial Asset:

The Group assesses, at each reporting date, whether there is an indication that an asset may be impaired. If any indication exists, or when annual impairment testing for an asset is required, the Group estimates the assets recoverable amount. An assets recoverable amount is the higher of an assets or cash-generating units (CGU) fair value less costs of disposal and its value in use. The recoverable amount is determined for an individual asset, unless the asset does not generate cash inflows that are largely independent of those from other assets or group of assets. When the carrying amount of an asset or CGU exceeds its recoverable amount, the asset is considered impaired and is written down to its recoverable amount.

s) Key accounting estimates and judgments

The preparation of the Groups Financial Statements requires the management to make judgments, estimates and assumptions that affect the reported amounts of revenues, expenses, assets and liabilities, and the accompanying disclosures, and the disclosure of contingent liabilities. Uncertainty about these assumptions and estimates could result in outcomes that require a material adjustment to the carrying amount of assets or liabilities affected in future periods.

Critical Accounting Estimates and Assumptions

The key assumptions concerning the future and other key sources of estimation uncertainty at the reporting date, that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year, are described below:

i) Income taxes

The Groups tax jurisdiction is India. Significant judgments are involved in estimating budgeted profits for the purpose of paying advance tax, determining the provision for income taxes, including amount expected to be paid/recovered for uncertain tax positions.

ii) Property, plant and equipment

Property, plant and equipment represent a significant proportion of the asset base of the Group. The charge in respect of periodic depreciation is derived after determining an estimate of an assets expected useful life and the expected residual value at the end of its life. The useful lives and residual values of Groups assets are determined by the management at the time the asset is acquired and reviewed periodically, including at each financial year end. The lives are based on historical experience with similar assets as well as anticipation of future events, which may impact their life, such as changes in technical or commercial obsolescence arising from changes or improvements in production or from a change in market demand of the product or service output of the asset.

iii) Defined benefit obligation

The costs of providing pensions and other post employment benefits are charged to the Statement of Profit and Loss in accordance with IND AS 19 ‘Employee benefits over the period during which benefit is derived from the employees services. The costs are assessed on the basis of assumptions selected by the management. These assumptions include salary escalation rate, discount rates, expected rate of return on assets and mortality rates.

t) Business combination

Business combinations are accounted for, using the Pooling of Interest Method of accounting as laid down in Appendix C, ‘Business Combinations of entities under common control of Indian Accounting Standard (Ind AS) 103 ‘Business Combinations as prescribed under Section 133 of the Companies Act, 2013.

u) Recent Accounting Pronouncements:

The Ministry of Corporate Affairs ("MCA") notifies new standards or amendments to the existing standards under Companies

(Indian Accounting Standards) Rules as issued from time to time. During the year ended on March 31, 2025, MCA has notified Ind AS 117 Insurance Contracts and amendments to Ind AS 116 Leases, relating to sale and leaseback transactions, effective from April 1, 2024. The Group has assessed these amendments and determined that they do not have any significant impact on its consolidated financial statements.

On May 07, 2025, MCA notified the amendment in Ind AS 21-The Effects of Changes in Foreign Exchange Rates. These amendments aim to provide guidance on assessing whether a currency is exchangeable and on estimating the spot exchange rate when exchangeability is lacking. The amendments are effective from annual periods beginning on or after April 1, 2025. The Group is currently assessing the probable impact of these amendments on its consolidated financial statement.

PRINCIPAL COMPONENTS OF INCOME AND EXPENDITURE

Set forth below are the principal components of income and expenditure from our continuing operations:

Total Income

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

Revenue from operations

Revenue from operations comprises i) revenue from sale of IT Infrastructure; and (ii) revenue from IT managed services. Revenue from sale of IT Infrastructure further has two components, a) traded goods which includes supply, installation of IT Infrastructure and b) project based IT Infrastructure includes supply, installation, networking, electrification and other ancillary activity of IT Infrastructure for our projects.

Revenue from IT managed services have two components, a) service income which includes technical manpower, skill development training and O&M service income from projects and b) other operating revenue which includes annual maintenance services.

Other Income

Other income primarily comprises (i) interest income on deposits with banks and income tax refund; (ii) dividend income, (iii) balances write back (liabilities not required to pay), (iv) depreciation written back, (v) foreign exchange rate differences, (vi) profit on sale of fixed asset, (vii) fair valuation of investment, and (viii) miscellaneous income.

Total Expenses

Our total expenses comprise (i) purchase of stock in trade, (ii) changes in inventories of finished goods, (iii) employee benefits expense, (iv) finance costs, (v) depreciation and amortisation expense, and (vi) other expenses.

Purchases of stock-in-trade

Purchases of stock-in-trade comprises purchase of traded goods and purchase related to projects.

Changes in inventories of finished goods

Changes in inventories consist of the difference between the inventory at the beginning of the year and the inventory at the end of the year.

Employee Benefits Expense

Employee benefit expense comprises (i) salaries and wages; (ii) contribution to provident and other funds; and (iii) staff welfare expenses.

Finance Costs

Finance costs include interest costs on: (i) Loan from Bank and Financial Institutions (ii) cash credit; (iii) income tax; (iv) lease liability; and bank charges.

Depreciation and Amortisation Expenses

Depreciation and amortisation expenses primarily comprise (i) depreciation on property, plant and equipment and (ii) depreciation on right of use of assets.

Other Expenses

Other expenses primarily comprise expense on (i) project expenses includes expenses related to installation, delivery of IT Infrastructure and other expenses related to O&M of projects, (ii) rent expenses, (iii) claims & contingencies, (iv) sales promotion and marketing expense, (v) tender fees, (vi) legal and professional fees, (vii) commission expenses, (viii) office expenses, (ix) insurance expenses,(x) service render charges, (xi) CSR expense, (xii) repairs and maintenance, (xiii) payment to auditors, (xiv) rates and taxes (including penalties), (xv) donation, (xvi) expected credit loss for trade receivables, (xvii) loans and deposits written off / balances written off, (xviii) Director Sitting Fees (xix) miscellaneous expenses.

Tax Expense

Tax expenses comprise the current tax and the deferred tax.

RESULTS OF OPERATIONS

The following table sets forth selected financial information with respect to our results of operations for the period ended Fiscal 2025, Fiscal 2024, Fiscal 2023, the components of which are also expressed as a percentage of total income for such years:

(In lakhs)

Particulars	Consolidated			Standalone
	Year Ended March 31, 2025	As a percentage of total income	Year Ended March 31, 2024	As a percentage of total income	Year Ended March 31, 2023	As a percentage of total income
Revenue from Operations	1,31,331.37	99.81%	1,02,057.47	99.67%	50,269.51	97.48%
Other Income	247.12	0.19%	341.87	0.33%	1,297.91	2.52%
Total Income	1,31,578.49	100%	1,02,399.34	100.00%	51,567.42	100.00%
Expenses:
Purchase of Stock in Trade	1,20,521.66	91.60%	87,721.45	85.67%	36,510.67	70.80%
Changes in Inventory of Stock in Trade	(4,305.79)	(3.27%)	(2,784.68)	(2.72)%	1,222.85	2.37%
Employee Benefits Expense	5,043.55	3.83%	4,229.55	4.13%	3,739.55	7.25%
Finance Costs	672.45	0.51%	667.82	0.65%	592.48	1.15%
Depreciation & Amortisation Expense	119.38	0.09%	453.38	0.44%	459.52	0.89%
Other Expenses	4,207.69	3.20%	5,733.57	5.60%	7,092.39	13.75%
Total Expenses	1,26,258.94	95.96%	96,021.09	93.77%	49,617.46	96.22%
Profit before Tax	5,319.55	4.04%	6,378.25	6.23%	1,949.96	3.78%
Tax Expenses:
Current Tax	1,108.61	0.84%	1,409.64	1.38%	544.05	1.06%
Excess Provision of Earlier Year	24.31	0.02%	(9.30)	(0.01)%	(77.81)	(0.15)%
Deferred Tax	19.99	0.02%	(35.13)	(0.03)%	(173.74)	(0.34)%
Total Tax Expense	1,152.91	0.88%	1,365.21	1.33%	292.50	0.57%
Net Profit after Tax	4,166.64	3.17%	5,013.04	4.90%	1,657.46	3.21%
Other Comprehensive
Income/(Loss)
Items that will not be Reclassified to
Profit or Loss
Re-Measurements (Loss)/Gain of Defined Benefit Plans	(23.42)	(0.01%)	0.52	0.00%	4.89	0.01%
Income Tax Effect	5.89	0.00%	(0.13)	0.00%	(1.23)	0.00%
Total Other Comprehensive Income/loss for the year	(17.53)	(0.01%)	0.39	0.00%	3.66	0.01%
Total Comprehensive Income	4,149.11	3.16%	5,013.43	4.90%	1,661.12	3.22%

FISCAL 2025 COMPARED TO FISCAL 2024

Total Income

Total income increased by 28.50% from 1,02,399.34 lakhs in Fiscal 2024 to 1,31,578.49 lakhs in Fiscal 2025 primarily due to increase in Sales of IT Infrastructure.

Revenue from Operations

Revenue from operations increased by 28.68% from 1,02,057.47 lakhs in Fiscal 2024 to 1,31,331.37 lakhs in Fiscal 2025. This was primarily due to increase in our i) IT Infrastructure revenue increased by 28,930.72 lakhs or 30.94% from 93,500.81 lakhs in Fiscal 2024 to 122,431.53 lakhs in Fiscal 2025. During the Fiscal 2024, the Company received projects for supply 280,702

Acer Tablets by UP Development Systems Corporation Ltd., of 29,630.71 lakhs, and project for digitization of 43,750 elementary and secondary classrooms under the Sarva Shiksha Abhiyan scheme for 31,587.87 lakhs. These projects contributed revenue of 43,689.61.14 lakhs or 35.68% of total revenue generated from IT Infrastructure during Fiscal 2025. IT Managed services revenue increased by 4.01% or 343.18 lakhs from 8,556.66 lakhs in Fiscal Year 2024 to 8,899.84 lakhs in Fiscal Year 2025.

Other income

Other income decreased by 27.72% from 341.87 lakhs in Fiscal 2024 to 247.12 lakhs in Fiscal 2025 primarily due to decrease in balance write back by 169.69 Lakhs from 170.25 Lakhs in Fiscal 2024 to 0.56 Lakhs in Fiscal 2025 that is attributed to liabilities that were no longer Payable. However, this decline was partially offset by an increase in Provision for Claim & Contingencies written back by 80.02 lakhs from 57.57 lakhs in Fiscal 2024 to 137.59 lakhs in Fiscal 2025, resulting from the reversal of excess provisions for Claims & Contingencies.

Expenses

Total expenses increased by 31.49% from 96,021.09 lakhs in Fiscal 2024 to 1,26,258.94 lakhs in Fiscal 2025.

Purchase of Stock in Trade: Our purchases of stock-in-trade increased by 37.39% from 87,721.45 lakhs in Fiscal 2024 to 120,521.66 lakhs in Fiscal 2025. This increase was primarily due to increase in purchase of Traded goods by 388.17% from 21,284.18 lakhs in Fiscal Year 2024 to 104,878.52 Lakhs in Fiscal 2025.

Changes in Inventories of Finished Goods: Our changes of inventories of finished goods was (4,305.79) lakhs in Fiscal 2025 as a result execution of projects received during this year.

Employee benefit expense

Employee benefit expenses increased by 19.25% from 4,229.55 lakhs in Fiscal 2024 to 5,043.55 lakhs in Fiscal 2025 primarily due to annual increment and increase in manpower.

Finance costs

Finance costs increased marginally by 0.69% from 667.82 lakhs in Fiscal 2024 to 672.45 lakhs in Fiscal 2025.

Depreciation and amortisation expense

Depreciation and amortisation expenses decreased by 73.67% from 453.38 lakhs in Fiscal 2024 to 119.38 lakhs in Fiscal 2025, primarily due to the disposal/discard of assets related to the Digitalisation of Fair Price Shops project in rural areas of Uttar Pradesh, undertaken through UPDESCO, which was completed in March 2024.

Other expenses

Other expenses decreased by 26.61% from 5,733.57 lakhs in Fiscal 2024 to 4,207.69 lakhs in Fiscal 2025 primarily due to decrease in our:

i. Project expenses by 31.80% from 4109.70 lakhs in Fiscal 2024 to 2802.86 lakhs in Fiscal 2025 ii. Rent expenses by 64.33% from 316.29 lakhs in Fiscal 2024 to 112.81 lakhs in Fiscal 2025. This was offset by increase in i. Legal and professional expenses by 78.42% from 82.11 lakhs in Fiscal 2024 to 146.50 lakhs in Fiscal 2025 ii. Director Sitting Fees expenses by 100.00% from Nil in Fiscal 2024 to 13.45 Lakhs in Fiscal 2025

Restated Profit before tax

On account of factors mentioned herein above, Our profit before tax decreased by 16.60% from 6,378.25 lakhs in Fiscal 2024 to

5,319.55 lakhs in Fiscal 2025.

Tax Expense

Total tax expense (current and deferred) decreased by 15.55% from 1,365.21 lakhs in Fiscal 2024 to 1,152.91 lakhs in Fiscal 2025 primarily due to.

Current tax expense decreased by 21.36% from 1,409.64 lakhs in Fiscal 2024 to 1,108.61 lakhs in Fiscal 2025 primarily due to decrease in profit;

Tax relating to earlier years increased by 361.40% from (9.30) lakhs in Fiscal 2024 to 24.31 lakhs in Fiscal 2025, primarily on account of a short provision made in Fiscal 2024 and

Deferred tax (credit) increased by 156.90% from (35.13) lakhs in Fiscal 2024 to 19.99 lakhs in Fiscal 2025.

Restated Profit for the year

On account of factors mentioned herein above, our Profit for the year decreased by 16.88% from 5,013.04 lakhs in Fiscal 2024 to

4,166.64 lakhs in Fiscal 2025.

Fiscal Year 2024 compared with Fiscal Year 2023

Total Income

Our total income increased by 98.57%, from 51,567.42 lakhs in Fiscal Year 2023 to 1,02,399.34 lakhs in Fiscal Year 2024. This was driven by a growth in (i) our revenue from operations; Revenue from operations: Revenue from operationsincreased by103.02% from 50,269.51 lakhs in Fiscal Year 2023 to 1,02,057.47 lakhs in Fiscal Year 2024. This was primarily due to increase in our i) IT Infrastructure revenue increased by 52,655.83 lakhs or 128.92% from 40,844.98 lakhs in Fiscal Year 2023 to 93,500.81 lakhs in Fiscal Year 2024. During the Fiscal Year

2024, the Company received projects for supply and installation of 7,500 ICT labs by Gujarat Governments, of 38,515.04 lakhs, and project for digitization of 43,750 elementary and secondary classrooms under the Sarva Shiksha Abhiyan scheme for 31,587.87 lakhs. These projects contributed revenue of 51,556.14 lakhs or 55.14%% of total revenue generated from IT Infrastructure during Fiscal 2024. IT Managed services revenue decreased by 9.21% or 867.87 lakhs from 9,424.53 lakhs in Fiscal Year 2023 to

8,556.66 lakhs in Fiscal Year 2024.

Other income: Other income decreased by 73.66%, from 1,297.91 lakhs in Fiscal Year 2023 to 341.87 lakhs in Fiscal Year 2024. This significant reduction was primarily due to a decline in balances written back, which fell by 1,036.55 lakhs, from 1,206.80 lakhs in FY 2023 to 170.25 lakhs in FY 2024. The decrease was largely attributed to liabilities that were no longer payable. However, this decline was partially offset by an increase of 57.57 lakhs in FY 2024, resulting from the reversal of excess provisions for Claims & Contingencies.

Expenses

Our total expenses increased by 93.52% from 49,617.46 lakhs in Fiscal Year 2023 to 96,021.09 lakhs in Fiscal Year 2024.

Purchase of Stock in Trade: Our purchases of stock-in-trade increased by 140.26% from 36,510.67 lakhs in Fiscal Year 2023 to

87,721.45 lakhs in Fiscal Year 2024. This increase was primarily due to increase in purchase price of project based - IT Infra by 159.41% from 25,534.24 lakhs in Fiscal Year 2023 to 66,237.27 Lakhs in Fiscal 2024.

Changes in Inventories of Finished Goods: Our changes of inventories of finished goods was (2,784.68) lakhs in Fiscal Year 2024 as a result execution of projects received during this period.

Finance costs: Finance costs increased by 12.72 % from 592.48 lakhs in Fiscal 2023 to 667.82 lakhs in Fiscal 2024 to primarily due to i) increase in interest on unsecured loan by 52.33 lakhs from 289.17 lakhs in Fiscal 2023 to 341.50 lakhs in Fiscal 2024 to as a result of enhanced working capital requirements for our projects, ii) increase in bank charges by 32.37 lakhs from 113.48 lakhs in Fiscal 2023 to 145.85 lakhs in Fiscal 2024 on account of bank guarantee issued for projects awarded in Fiscal 2024, which was offset by decrease of 28.98 lakhs in other interest expenses from 58.26 Lakhs in Fiscal 2023 to 29.28 lakhs in Fiscal 2024.

Depreciation and amortisation expense: Depreciation and amortisation expenses decreased by 1.34% from 459.52 lakhs in Fiscal

2023 to 453.38 lakhs in Fiscal 2024.

Other expenses: Our other expenses decreased by 19.16% from 7,092.39 lakhs in Fiscal 2023 to 5,733.57 lakhs in Fiscal 2024 to primarily due to decrease in our:

iii. Rent expenses by 84.50% from 2,040.50 lakhs in Fiscal 2023 to 316.29 lakhs in Fiscal 2024

iv. Provision of claims and contingencies from 609.28 lakhs in Fiscal 2023 to Nil in Fiscal 2024.

v. Sales promotion and marketing expense by 21.20% from 342.75 lakhs in Fiscal 2023 to 270.09 lakhs in Fiscal

2024. vi. Balances written off by 95.66% from 237.28 lakhs in Fiscal 2023 to 10.30 Lakhs in Fiscal 2024. vii. Legal and Professional expenses by 42.96% from 143.95 lakhs in Fiscal 2023 to 82.11 lakhs in Fiscal 2024. viii. Commission expenses by 50.14% from 126.21 lakhs in Fiscal 2023 to 62.93 lakhs in Fiscal 2024. ix. Office expenses by 51.99% from 180.85 lakhs in Fiscal 2023 to 86.83 lakhs in Fiscal 2024.

This was offset by increase in

i) Project expenses by 46.55% from 2,804.35 lakhs in Fiscal 2023 to 4,109.70 lakhs to in Fiscal 2024. Project expenses has increased due to increase in installation charges, delivery of IT infrastructure for supply and installation of 7500 ICT labs and 43,750 elementary and secondary classrooms under the Sarva Shiksha Abhiyan scheme by Gujarat and O&M of UPDESCO and e-Gram Vishwagram projects.

ii) Expected credit loss for trade receivables by 0.83 lakhs in Fiscal 2023 from to 112.60 lakhs in Fiscal 2024, and

iii) Rates and Taxes by 221.72% from 21.59 Lakhs in Fiscal 2023 to 69.46 Lakhs in Fiscal 2024.

Restated profit before tax

On account of factors mentioned herein above, our profit before tax increased by 227.10% from 1,949.96 lakhs in Fiscal 2023 to 6,378.25 Lakhs in Fiscal 2024.

Tax Expense

Total tax expense (current and deferred) increased by 366.75% from 292.50 lakhs in Fiscal 2023 to 1365.21 lakhs in Fiscal 2024. This was due to increase in current tax from 544.05 lakhs in Fiscal 2023 to 1,409.64 lakhs in Fiscal 2024.

Restated Net Profit after tax

For the reasons discussed above, our net profit after tax increased by 202.45 % from 1,657.46 lakhs in Fiscal 2023 to 5013.04 lakhs in Fiscal 2024.

LIQUITY AND CAPITAL RESOURCE

Historically, our primary liquidity requirements have been to finance our capital expenditure and working capital needs for our operations. We have met these requirements through cash flows from operations, equity infusions from Shareholders and borrowings. We believe that, after taking into account the expected cash to be generated from operations, our borrowings and the proceeds from the Issue, we will have sufficient liquidity for our present requirements and anticipated requirements for capital expenditure and working capital for the next 12 months.

CASH FLOW

The following table sets forth our cash flows for the period / years indicated:

(In lakhs)

Particulars	Fiscal 2025	Fiscal 2024	Fiscal 2023
	(Consolidated)		(Standalone)
Net cash from/ (used in) operating activities	(1,798.14)	5,518.60	(677.76)
Net cash from/ (used in) investing activities	(1,265.20)	(2,131.56)	551.06
Net cash from/ (used in) financing activities	1,593.78	(1,304.89)	148.62
Net increase/ (decrease) in cash and cash equivalents	(1,469.56)	2,082.15	21.92
Cash and cash equivalents at the end of the year	661.64	2,131.20	46.07

Net cash from/ (used in) operating activities

Fiscal 2025: Net cash used in operating activities was 1,798.14 lakhs during Fiscal 2025. Profit before tax for Fiscal 2025 was 5,319.55 lakhs. Adjustments to reconcile profit before tax to operating profit before working capital changes is primarily adjusted for finance charges of 474.77 lakhs, depreciation and amortisation expense of 119.38 lakhs, expected credit loss allowance of 71.83 lakhs. This was offset by Interest income of 77.94 lakhs, provision for contingencies and claims of 137.59 lakhs and profit on sale of mutual funds of 2.92 lakhs.

Our adjustments for working capital changes for Fiscal 2025 primarily consisted of an increase in inventories by 4,305.79 lakhs, increase in trade receivables by 33,093.82 lakhs and decrease in Other current financial liabilities by 342.53 lakhs. This is offset by decrease in loans (current & non-current) by 46.79 lakhs and increase in trade payables by 8,916.10 lakhs, increase in other current and non-current liabilities by 482.96 lakhs, decrease in financial assets (Current and Non current) by 19,286.80 lakhs and decrease in Other current assets 2196.88 Lakhs. The direct tax paid was 754.84 lakhs.

Fiscal 2024: Net cash generated from operating activities was 5,518.60 lakhs during Fiscal 2024. Profit before tax for Fiscal 2024 was 6,378.25 lakhs. Adjustments to reconcile profit before tax to operating profit before working capital changes is primarily adjusted for finance costs of 521.97 lakhs depreciation and amortisation expense of 453.38 lakhs and expected credit allowance of 96.57 lakhs. This was offset by balance written back of 170.25 lakhs, Interest Income of 97.43 lakhs and provision of contingencies and claims of 57.57 lakhs.

Our adjustments for working capital changes for Fiscal 2024 primarily consisted of an increase in inventories by 2,784.68 lakhs, increase in trade receivables by 17,300.37 lakhs, increase in other current assets (including financial assets) by 19,679.99 lakhs and increase in non-current financial assets by 465.74 lakhs. This is offset by decrease in loans & advances (current & non-current) by 93.04 lakhs and increase in trade payables by 39,011.29 Lakhs, increase in other current and non-current liabilities by 693.49 lakhs and Increase in Other current Financial liabilities by 455.72 lakhs. The direct tax paid was 1,599.28 lakhs.

Fiscal 2023: Net cash used in operating activities was 677.76 lakhs during Fiscal 2023. Profit before tax for Fiscal 2023 was 1,949.96 lakhs. Adjustments to reconcile profit before tax to operating profit before working capital changes primarily adjustment of which was primarily adjusted for finance costs of 479.00 lakhs and depreciation and amortisation expense of 459.52 lakhs and provision for claims and contingencies of 609.27 lakhs. This was offset by balance written back of 1,206.80 lakhs and interest income of 91.02 lakhs.

Our adjustments for working capital changes for Fiscal 2023 primarily consisted of an increase in trade payables by 7,662.33 lakhs; an increase in provisions by 15.34 lakhs; decrease in loans and advances by 423.76 lakhs; decrease in inventory by 1,222.85 lakhs. This was offset by an increase in trade receivable by 6,357.90 lakhs; an increase in other current and non-current assets (including financial assets) by 5,371.26 lakhs and decrease in other current and non-current liabilities by 91.83 lakhs.

Net cash from/ (used in) investing activities

Fiscal 2025: Net cash used in investing activities was 1,265.20 lakhs during the Fiscal 2025, on account of purchase of property, plant and equipment (including capital advances) of 1,153.29 lakhs and investment in deposits in bank of 187.90 lakhs.

Fiscal 2024: Net cash used in investing activities was 2,131.56 lakhs in Fiscal 2024, primarily on account of purchase of property, plant and equipment of 213.34 lakhs, investment in subsidiary of 185.29 lakhs and investments in deposits with banks 1,796.30 lakhs. This was partially offset by interest received of 43.54 lakhs and proceeds from sale of property, plant and equipment of 19.55 lakhs.

Fiscal 2023: Net cash generated from investing activities was 551.06 lakhs in Fiscal 2023, primarily on account of purchase of property, plant and equipment of 35.02 lakhs. This was partially offset by proceeds from redemption of deposits with banks by 438.10 lakhs; interest received of 147.26 lakhs.

Net cash from/ (used in) financing activities

Fiscal 2025: Net cash generated from financing activities was 1,593.78 lakhs during Fiscal 2025, primarily on account of proceeds from current borrowing by 1,723.46 lakhs and non-current borrowings of 366.08 lakhs. This was partially offset by finance charges paid of 461.72 lakhs and lease liabilities paid of 34.04 lakhs.

Fiscal 2024: Net cash used in financing activities was 1,304.89 lakhs in Fiscal 2024, primarily on account of repayment of current borrowings of 1,377.92 lakhs and finance charge paid of 515.94 lakhs. This was partially offset by proceeds of non-current borrowings by 595.29 lakhs.

Fiscal 2023: Net cash generated from financing activities was 148.62 lakhs in Fiscal 2023, primarily on account of proceeds from current borrowings (net) by 1,015.26 lakhs. This was partially offset by repayment of non-current borrowings (net) by 388.04 lakhs; finance cost of 474.37 lakhs.

FINANCIAL INDEBTEDNESS

As of March 31, 2025, we had total borrowings (consisting of current and non-current borrowings) of 4,810.12 lakhs. Our gross debt to equity ratio was 0.35 as of March 31, 2025.

CONTINGENT LIABILITIES AND OFF-BALANCE SHEET ARRANGEMENTS

As of March 31, 2025, March 31, 2024, and March 31, 2023, our contingent liabilities as per Ind AS 37 - Provisions, Contingent Liabilities and Contingent Assets, that have not been provided for, were as follows:

(In lakhs)

Particulars	As at March 31, 2025	As at March 31, 2024	As at March 31, 2023
	(Consolidated)		(Standalone)
Contingent liabilities:
(A) Claims against the Company /disputed liabilities not acknowledged as debts	41.76	41.76	-
(B) Disputed Statutory Claims
Income Tax - Appeals preferred by Company	25.14	30.88	41.71
Central Goods and Services Tax Act, 2017	30.90	30.90	-
Estimated amount of contracts remaining to be executed on capital account and not provided for (net of advances):	-	-	-
TOTAL	97.80	103.54	41.71

(C) Estimated amount of contracts remaining to be executed on capital account and not provided for (net of advances) as at March 31, 20245, amounted to Nil. (D) We operate majorly with Government departments and we are required to give bank guarantees for each and every orders. The Bank guarantees are contingent upon the completion of orders, products warranties and other conditions. The total amount of bank guarantees given as at March 31, 2025, March 31, 2024, and March 31, 2023 are 5,439.55 Lakhs, and 4,024.28 Lakhs, 2,553.34 Lakhs, respectively, and the same should be considered as contingent liability.

For further information on our contingent liabilities, see "Financial Information" on page 272.

The Company is working with Government departments. The Company has to give bank guarantee for each and every order. The bank guarantees are subject to completion of orders, warranty of products and the total amount of bank guarantee given is as follows:

Particulars	Total amount of bank guarantee
	Fiscal 2025	Fiscal 2024	Fiscal 2023
	(Consolidated)		(Standalone)
Total amount of bank guarantee (in lakhs)	5,439.55	4,024.28	2,553.34

The bank guarantee should be considered as contingent liability.

Except as disclosed in the Restated Financial Information, there are no off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that we believe are material to investors.

CAPITAL EXPENDITURES

Our capital expenditure towards additions to fixed assets (property, plant and equipments, right to use assets and intangible assets) and Capital Work in Progress is as follows:

Particulars	Capital expenditure
	Fiscal 2025	Fiscal 2024	Fiscal 2023
		(Consolidated)	(Standalone)
Amount (in lakhs)	1,268.51	240.22	35.03

For further information, see "Financial Information" on page 272.

RELATED PARTY TRANSACTIONS

We enter into various transactions with related parties in the ordinary course of business. For further information relating to our related party transactions, see "Financial Statements Note 33: Related Party Transactions" on page 272.

AUDITORS OBSERVATIONS

Except as disclosed below, our Statutory Auditors have not included any emphasis of matters in relation to our Company in our Restated Financial Information:

As at and for the year ended 31st March 2023:

1. The balances of Trade Receivables over Six Months old amounting 179.20 lakhs (P.Y. 201.42 lakhs) are being pursued

by the Company. In the opinion of the management, they are considered as good and fully recoverable.

2. The balances of loans and advances to others and company amounting to 458.91 lakhs (P.Y. 756.23 lakhs) are being pursued by the company. In the opinion of the management, they are considered as good and fully recoverable.

Our opinion is not modified in respect of this matter.

NON-GAAP MEASURES

Earnings before Interest, Taxes, Depreciation and Amortization Expenses ("EBITDA")/ EBITDA Margin/ Return on Capital Employed / PAT Margin / Return on Equity / Gross Margin

In addition to our results determined in accordance with Ind AS, we believe the following Non-GAAP measures are useful to investors in evaluating our operating performance and liquidity. We use the following Non-GAAP financial information to evaluate our ongoing operations and for internal planning and forecasting purposes. We believe that Non-GAAP financial information, when taken collectively with financial measures disclosed in the financial statements prepared in accordance with Ind AS, may be helpful to investors because it provides an additional tool for investors to use in evaluating our ongoing operating results and trends and in comparing our financial results with other companies in our industry because it provides consistency and comparability with past financial performance. However, our management does not consider these Non-GAAP measures in isolation or as an alternative to financial measures.

Gross margin, EBITDA, EBITDA margin, return on net asset, PAT margin and return on equity (Non-GAAP Measures) presented in this Draft Red Herring Prospectus is a supplemental measure of our performance and liquidity that is not required by, or presented in accordance with, Ind AS, IFRS or US GAAP. Further, EBITDA is not a measurement of our financial performance or liquidity under Ind AS, IFRS or US GAAP and should not be considered in isolation or construed as an alternative to cash flows, profit/ (loss) for the years or any other measure of financial performance or as an indicator of our operating performance, liquidity, profitability or cash flows generated by operating, investing or financing activities derived in accordance with Ind AS, IFRS or US GAAP. In addition, Non-GAAP Measures are not standardised terms, hence a direct comparison of Non-GAAP Measures between companies may not be possible. Other companies may calculate the Non-GAAP Measure differently from us, limiting its usefulness as a comparative measure. Although Non-GAAP Measures is not a measure of performance calculated in accordance with applicable accounting standards, our Companys management believes that it is useful to an investor in evaluating us because it is a widely used measure to evaluate a companys operating performance. See "Risk Factor - 64. We have in this Draft Red Herring Prospectus included certain non-GAAP financial measures and certain other industry measures related to our operations and financial performance. These non-GAAP measures and industry measures may vary from any standard methodology that is applicable across the Indian information technology distribution industry, and therefore may not be comparable with financial or industry related statistical information of similar nomenclature computed and presented by other companies" on page 55.

(In lakhs, except for percentages)

Particulars	As of/for the year ended March 31
	2025	2024	2023
	(Consolidated)		(Standalone)
Profit before exceptional items and tax	5,319.55	6,378.25	1,949.96
Adjustments:
Add: Finance cost	672.45	667.82	592.48
Add: Depreciation and amortisation expense	119.38	453.38	459.52
Less: Other Income	(247.12)	(341.87)	(1,297.91)
Earnings before Interest, Tax, Depreciation and Amortisation (A)	5,864.26	7,157.58	1,704.05
Revenue From Operations (B)	1,31,331.37	1,02,057.47	50,269.51
EBITDA Margin (EBITDA as a percentage of revenue of operations) (A/B)	4.47%	7.01%	3.39%

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

We are exposed to risks that are related to the normal course of our operations, which may affect economic growth in India and the value of our financial liabilities, our cash flows and our results of operations. Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market prices. Market risk comprises two types of risk: currency risk and interest rate risk ,such as equity price risk and commodity risk. Financial instruments affected by market risk include loans and borrowings, deposits, and equity investments.

Foreign Currency Risk

The Group does not have any instrument denominated or traded in foreign currency at the reporting date. Hence, such risk does not affect the Group.

Interest Rate Risk

Interest rate risk is the risk that the fair value of future cash flows of the financial instruments will fluctuate because of changes in market interest rates. In order to optimize the Groups position with regards to interest income and interest expenses and to manage the interest rate risk, treasury performs a comprehensive corporate interest rate risk management by balancing the proportion of fixed rate and floating rate financial instruments in its total portfolio.

According to the Group, interest rate risk exposure is only for floating rate borrowings. For floating rate liabilities, the analysis is prepared assuming that the amount of the liability outstanding at the end of the reporting period was outstanding for the whole year. A 50 basis point increase or decrease is used when reporting interest rate risk internally to key management personnel and represents managements assessment of the reasonably possible change in interest rates.

Exposure to interest rate risk

Interest rate sensitivity

A change of [50] bps in interest rates would have following impact on profit before tax

(In lakhs)

Particulars	As at March 31, 2025	As at March 31, 2024	As at March 31, 2023
			(Standalone)
50 bp decrease would increase the profit before tax by	11.29	10.83	8.11
50 bp increase would decrease the profit before tax by	(11.29)	(10.83)	(8.11)

Liquidity Risk

Liquidity risk is the risk that the Group may not be able to meet its present and future cash and collateral obligations without incurring unacceptable losses. The Groups objective is to, at all times maintain optimum levels of liquidity to meet its cash and collateral requirements. The Group closely monitors its liquidity position and deploys a robust cash management system. It maintains adequate sources of financing including, debt and overdraft / credit facilities from both domestic and international banks at an optimised cost. It also enjoys strong access to domestic capital markets across equity.

Credit Risk

Credit risk is the risk that a counterparty will not meet its obligations under a financial instrument or customer contract, leading to a financial loss. The Group is exposed to credit risk from its operating activities (primarily trade receivables) and from its financing activities, including deposits with banks, foreign exchange transactions and other financial instruments. Credit risk arising from investment in mutual funds, derivative financial instruments and other balances with banks is limited and there is no collateral held against these because the counterparties are banks and recognised financial institutions with high credit ratings assigned by the international credit rating agencies.

Credit risk arising from trade receivables is managed in accordance with the Groups established policy, procedures and control relating to customer credit risk management. Credit quality of a customer is assessed based on an extensive evaluation and individual credit limits are defined in accordance with this assessment.

Three customers accounted for 66.67 %, 79.48% and 67.56% of the revenue for the year ended March 31, 2025, March 31, 2024 and March 31, 2023.

An impairment analysis is performed at each reporting date on an individual basis for major clients. In addition, a large number of minor receivables are grouped into homogenous groups and assessed for impairment collectively.

Movement in allowance for credit losses of receivables is as below:

(in lakh)

Particulars	As at March 31, 2025	As at March 31, 2024	As at March 31, 2023
		(Consolidated)	(Standalone)
Balance at the beginning of the year	209.66	113.09	113.09
Charge in statement of profit and loss	41.73	112.57	0.83
Release to statement of profit and loss	-	-	-
Utilized during the year	(7.14)	(16.00)	(0.83)
Balance at the end of the year	244.25	209.66	113.09

Revenue recognition from sale of products and services

Revenue from contracts with clients is recognised when control of the goods or services are transferred to the clients at an amount that reflects the consideration to which the Company expects to be entitled in exchange for those goods or services. The Company has generally concluded that it is the principal in its revenue arrangements, except for certain specific services mentioned below, as it typically controls the goods or services before transferring them to the clients.

The performance obligation in case of product is satisfied at a point in time i.e., when the material is shipped to the clients or on delivery to the clients, as may be specified in the contract.

The performance obligation in case of service sold along with sale of product is satisfied over a period of time. Income in respect of service contracts, which are generally in the nature of providing maintenance and support services, are recognised in statement of profit and loss on straight line basis over the period of the performance obligation.

Revenue towards satisfaction of a performance obligation is measured at the amount of transaction price (net of variable consideration) allocated to that performance obligation. The transaction price of goods sold and services rendered is net of variable consideration on account of various discounts and schemes offered by the Company as part of the service contract. This variable consideration is estimated based on the expected value of outflow. Revenue (net of variable consideration) is recognized only to the extent that it is highly probable that the amount will not be subject to significant reversal when uncertainty relating to its recognition is resolved.

The Company provides preventive maintenance services and on-site maintenance on its certain products at the time of sale. These maintenance services are sold together with the sale of product. Contracts for such sales of product and preventive maintenance services comprise two performance obligations because the promises to transfer the product and to provide the preventive maintenance services are capable of being distinct. Accordingly, a portion of the transaction price is allocated to the preventive maintenance services and recognised as a contract liability. Revenue is recognised over the period in which the preventive maintenance services are provided based on the time elapsed.

Facts of the case:

The Company has executed a Contract with a client to supply and install 7,500 ICT labs, with the client agreeing to remit 38,515.04 lakhs (excluding GST). The contract encompasses provisions for half-yearly preventive maintenance over a five year period following the installation.

In this contract, the Company has distinguished three distinct performance obligations: the sale of the product, the sale of service for Installation/commission of the project, and the sale of preventive maintenance support services. The performance obligation for the sale of the product is fulfilled at a specific point in time, which occurs either upon the materials shipment to the client or upon delivery, as specified in the contract. Similarly, the performance obligation for the sale of service for Installation/commission of the project is also satisfied at a specific point in time, which happens either upon commissioning the product at the client site or upon installation, as stipulated in the contract. On the other hand, the performance obligation for the service sold alongside the product is met over time. Revenue from service contracts, primarily concerning maintenance and support services, is recognized in the statement of profit and loss on a straight-line basis over the performance obligation period.

Based on the contract terms and prevailing business practices, the Company has apportioned the transaction price among the three performance obligations as follows:

i) Sale of product - 95% of the project value

ii) Sale of service for Installation/commission of the project - 3.5% of the project value iii) Sale of service along with the product - 1.5% of the project value

Contract liability

A contract liability is the obligation to transfer goods or services to a client for which the Company has received consideration (or an amount of consideration is due) from the client. If a client pays consideration before the Company transfers goods or services to the client, a contract liability is recognised when the payment is made, or the payment is due (whichever is earlier). Contract liabilities are recognised as revenue when the Company performs under the contract.

Unearned and deferred revenue ("Contract Liability") is recognised when there are billings in excess of revenues.

Scenario I

The Company issues a tax invoice for 100% of the project value since separate transaction prices for each performance obligation are not stipulated in the contract.

In accordance with the Revenue Recognition policy adopted by the Company, the following recognition is applied:

i) Sale of product - 95% of the project value ii) Sale of service for Installation/commission of the project - 3.5% of the project value

iii) Sale of service along with the product - 1.5% of the project value

(In lakhs)

Particulars	Year 1	Year 2	Year 3	Year 4	Year 5	Year 6
Taxable Invoice - 100% of project value	38,515.04
Contract Liability	(577.73)	115.55	115.55	115.55	115.55	115.55
Revenue from operations	37,937.32	115.55	115.55	115.55	115.55	115.55

The Company will recognise Contract Liability of amount equivalent to 1.5% of project value towards pending performance obligation in the year of installation and will be recognised as revenue over the five year period from the installation date, employing the Straight-Line Method (SLM) basis.

Scenario II

If the Company issues a tax invoice for 95% of the project value on delivery and installation and tax invoice for remaining 5% will raise over the period of five years due to contractual obligation of half yearly maintenance.

In accordance with the Revenue Recognition policy adopted by the Company, the following recognition is applied:

i) Sale of product - 95% of the project value

ii) Sale of service for Installation/commission of the project - 3.5% of the project value iii) Sale of service along with the product - 1.5% of the project value

(In lakhs)

Particulars	Year 1	Year 2	Year 3	Year 4	Year 5	Year 6
Taxable Invoice - 95% of project value (A)	36,589.29	-	-	-	-	-
Contractual assets (unbilled revenue) @ 3.5% of project value (B)	1,348.03	-	-	-	-	-
Contractual assets remaining 1.5 % over the period of contract (C)	-	115.55	115.55	115.55	115.55	115.55
Reversal of contractual assets by issuing Tax invoice (D)	-	385.15	385.15	385.15	385.15	385.15
Revenue from operations (A+B+C)	37,937.32	115.55	115.55	115.55	115.55	115.55
Contractual assets (B+C-D)	1,348.03	1,078.42	808.82	539.21	269.61	-

Contractual assets

A contractual asset is the right to consideration in exchange for goods or services transferred to the client. If the Company performs by transferring goods or services to a client before the client pays consideration or before payment is due, a contract asset is recognised for the earned consideration that is conditional.

Contractual assets are recognised when there are excess of revenues earned over billings on contracts. Contractual assets are classified as unbilled receivables (only act of invoicing is pending) when there is unconditional right to receive cash, and only passage of time is required, as per contractual terms.

The amount recognised as contractual assets is reclassified to trade receivables once the amounts are billed to the client as per the terms of the contract.

The Company will recognise contractual assets on the basis of revenue recognition policy adopted as mentioned above.

Reasons for variation in profit before tax

CHANGES IN ACCOUNTING POLICIES

There have been no changes in our accounting policies during the Fiscals 2025, 2024, and 2023.

UNUSUAL OR INFREQUENT EVENTS OR TRANSACTIONS

Except as described in this Draft Red Herring Prospectus, to our knowledge, there have been no unusual or infrequent events or transactions that have in the past or may in the future affect our business operations or future financial performance.

KNOWN TRENDS OR UNCERTAINTIES

Our business has been subject, and we expect it to continue to be subject, to significant economic changes arising from the trends identified above in "Managements Discussion and Analysis of Financial Condition and Results of Operations - Significant Factors Affecting our Results of Operations" and the uncertainties described in "Risk Factors" on pages 338, and 27, respectively. To our knowledge, except as discussed in this Draft Red Herring Prospectus, there are no known trends or uncertainties that have or had or are expected to have a material adverse impact on revenues or income of our Company from continuing operations.

SIGNIFICANT ECONOMIC CHANGES

Other than as described in this DRHP, to our knowledge, there are no other significant economic changes that materially affected or are likely to affect our income from continuing operations.f

FUTURE RELATIONSHIP BETWEEN COST AND INCOME

Other than as described in "Risk Factors", "Our Business" and "Managements Discussion and Analysis of Financial Condition and

Results of Operations" on pages 27, 199, and 335 respectively, to our knowledge, there are no known factors that may adversely affect our business prospects, results of operations and financial condition.

The 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;

Changes in revenue in the last three Fiscals are as described in "Managements Discussion and Analysis of Financial Condition and

Results of Operations Fiscal 2025 compared to Fiscal 2024" and "Managements Discussion and Analysis of Financial Condition and Results of Operations Fiscal 2024 compared to Fiscal 2023" above on page 352 and 354.

NEW PRODUCTS OR BUSINESS SEGMENTS

Except as set out in this Draft Red Herring Prospectus in the sections "Our Business" on page 199, we have not announced and do not expect to announce in the near future any new products or business segments.

COMPETITIVE CONDITIONS

We operate in a competitive environment and expect to continue to compete with existing and potential competitors. See "Risk Factors", "Industry Overview" and "Our Business" on pages 27, 121, and 199, respectively, for further details on competitive conditions that we face across our various business segments.

SIGNIFICANT DEPENDENCE ON SINGLE OR FEW CLIENTS

Considering the nature of business, our Company is dependent on few clients. The clients which contribute significantly to our revenue may change every fiscal depending on the projects received. Set forth below are the details of percentage of revenue contributed by our top five clients for the Fiscal 2025, Fiscal 2024, and Fiscal 2023:

Clients	Fiscal 2025				Fiscal 2024				Fiscal 2023
	Revenue contribution (In lakhs)		As a percentage of revenue from operations		Revenue contribution (In lakhs)		As a percentage of revenue from operations		Revenue contribution (In lakhs)		As a percentage of revenue from operations
Client 1	43,922.22		33.44%		71,861.25		70.41%		24,985.05		49.70%
Client 2	26,150.44		19.91%		4,662.66		4.57%		4,791.41		9.53%
Client 3	17,484.38		13.31%		4,597.65		4.50%		4,179.10		8.31%
Client 4	5,222.20		3.98%		4,173.84		4.09%		3,745.78		7.45%
Client 5	4,459.69		3.40%		4,146.81		4.06%		1,540.21		3.06%
Total		97,238.93		74.04%		89,442.21		87.63%		39,241.55		78.05%

*Names of clients are not disclosed to retain confidentiality.

SEASONALITY/ CYCLICALITY OF BUSINESS

Our business is not seasonal in nature.

MATERIAL DEVELOPMENTS AFTER MARCH 31, 2025 THAT MAY AFFECT OUR FUTURE RESULTS OF OPERATIONS

There have been no significant developments after March 31, 2025, the date of the last financial statements contained in this Draft Red Herring Prospectus, to the date of filing of this Draft Red Herring Prospectus, which materially and adversely affects, or is likely to affect, our trading or profitability, or the value of our assets, or our ability to pay our liabilities within the next 12 months.