ARSS Infrastructure Projects Ltd Management Discussions

In accordance with an application made by State Bank of India, the Honble National Company Law Tribunal, Cuttack bench ("Adjudicating Authority"), vide its order dated 30^th November, 2021 had ordered the commencement of the Corporate Insolvency Resolution ("CIR") process in respect of the corporate debtor, i.e., ARSS Infrastructure Projects Limited ("Company") under the provisions of the Insolvency and Bankruptcy Code, 2016 (the "Code"). An Interim Resolution Professional ("IRP") was appointed to manage the affairs of the Company who was later confirmed to be the Resolution Professional ("RP").

Upon appointment of the IRP / RP, the powers of the Board of Directors stood suspended. Pursuant to its order dated 30^th November , 2021 ("NCLT Order"), the Adjudicating Authority approved the Resolution Plan ("Approved Resolution Plan") submitted by Ocean Capital Market Limited ("Successful Resolution Applicants") for the Company under Section 31 of the Code.

In accordance with the provisions of the Code and the NCLT order, the Approved Resolution Plan is binding on the corporate debtor and its employees, members, creditors, guarantors, and other stakeholders involved in the resolution plan.

As per the Approved Resolution Plan, during the period between the NCLT Approval Date (as defined in the Approved Resolution Plan) and the Closing Date (as defined in the Approved Resolution Plan) ("Interim Period"), a 4-member Monitoring Committee ("MC") was formed with Mr. Uday Narayan Mitra, the erstwhile Resolution Professional as its Chairman and two representatives each from the CFM Asset Reconstruction Private Private Limited and Invent Assets Securitisation & Reconstruction Pvt. Ltd., Financial Creditors and one representative of SRA and the Erstwhile Resolution Professional to manage the affairs of the Company as a going concern and supervise the implementation of the Resolution Plan.

The powers of the Board of Directors continued to remain suspended as per the terms of the Approved Resolution Plan. During the CIR Process, the RP was entrusted with the management of the affairs of the Company. The Monitoring Committee, at their meeting held on 29^th September, 2025, interalia, reconstituted the Board of Directors of the Company ("Reconstituted Board") and after full and final payment to the Financial Creditors of the Company, on 8^th October, 2025, the Monitoring Committee handed over the operational control of the organization to the Board and Monitoring Committee stood dissolved. The Company has since been operating under the superintendence and control of its Board of Directors.

The reconstituted Board of Directors of the Company is submitting this Report in compliance with the provisions of the Companies Act, 2013, the rules and regulations framed thereunder ("Act") and the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements), Regulations 2015 ("Listing Regulations"). The Reconstituted Board is not to be considered responsible to discharge fiduciary duties with respect to the oversight on financial and operational health of the Company and performance of the management for the period prior to its reconstitution.

I. Industry Scenario

Global Economy

FY 2025-26 was a defining year from a global economic perspective. The fiscal year witnessed significant developments across three critical fronts: trade, technology and geopolitics. The year began with a sharp escalation in trade policy following the USAs announcement of ‘Liberation Day tariffs on April 2, 2025. This was followed by a period of heightened uncertainty, with tariffs on certain trading partners rising to as high as 50% and reciprocal tariffs imposed on US goods by several countries. Although the US Supreme Court struck down select tariffs, the overall effective US tariff rate averaged around 10%, with bilateral tariffs for key partners like

China, India and others ranging from 15% to over 50%, signalling the end of the prolonged phase of low global tariffs.

Alongside this, the year witnessed a significant acceleration in technological disruption, driven by rapid advancements in AI. While this technological advancement supported investment, particularly in AI-linked capex, it also introduced new uncertainties, with concerns emerging about labour displacement, especially in services.

Meanwhile, the prolonged Russia-Ukraine conflict continued to weigh on global trade and economic stability. Geopolitical tensions further intensified this year, culminating in a direct confrontation involving the US, Israel and Iran. The conflict disrupted the global supply chains, including the temporary closure of the Strait of Hormuz. This drove a sharp rise in crude oil prices and shipping costs, adding to global volatility and complicating the inflation outlook. More importantly, the sheer unpredictability of these prolonged conflicts has induced a pervasive sense of caution in global capital markets. Foreign direct investment (FDI) flows and sovereign funding for large-scale cross-border infrastructure projects have faced significant delays as investors retreat to safer assets.

Against this backdrop, global growth is projected at 3.1% in 2026, compared with 3.4% in 2025, before improving marginally to 3.2% in 2027, according to the International Monetary Fund (IMF) World Economic Outlook (April 2026). However, growth trends remained uneven across regions. Advanced Economies are projected to grow by 1.8% in 2026, down from 1.9% in 2025, and further moderate to 1.7% in 2027, reflecting weak industrial activity, tighter financial conditions and subdued consumer demand. Emerging Market and Developing Economies are projected to grow by 3.9% in 2026 compared with 4.4% in 2025, before recovering to 4.2% in 2027, supported by domestic demand resilience and easing financial conditions in select markets.

Global headline inflation is projected to increase from 4.1% in 2025 to 4.4% in 2026, before moderating to 3.7% in 2027. The increase is primarily attributable to elevated energy prices, supply chain disruptions and trade-related cost pressures arising from heightened geopolitical and trade uncertainties.

Outlook:

Looking ahead, some of these pressures are likely to ease as geopolitical tensions stabilise, though they may not fully subside, allowing supply-side constraints to gradually unwind. At the same time, the benefits of AI adoption are expected to increasingly translate into productivity gains, supporting medium-term growth. However, risks remain, particularly if supply shocks begin to transmit into broader demand weakness globally. In this context, the policy response, reforms and balance sheet resilience will be critical in determining the global growth trajectory.

Indian Economy:

Amidst the geopolitical uncertainty and global economic volatility, India retained its position as the worlds fastest- growing major economy, with GDP growth rising to 7.6% in FY 2025-26 from 7.1% in FY 2024-25, highlighting the strength of domestic demand and structural reforms in driving economic expansion, according to the Second Advance Estimates published by MoSPI in February 2026, based on the new series with base year 2022-23. Overall economic performance in FY 2025-26 was primarily due to robust real growth observed in Q2 (8.4%) and Q3 (7.8%). Growth momentum during the fiscal year was supported by strong domestic consumption demand, rising infrastructure investment and expanding services activity across sectors such as finance, digital services and logistics. According to the new series with base year 2022-23, the real GDP growth has been revised to 7.2% and 7.1%, respectively, during FY 2023-24 and FY 2024-25.

Inflationary pressures moderated significantly during the year, supported by easing food prices, improved supply conditions and policy measures aimed at maintaining macroeconomic stability. Average headline Consumer Price Index (CPI) inflation for April-December 2025 declined to 1.7%, while recent MoSPI data indicated 3.4% CPI inflation in March 2026, reflecting that inflation moderated during the first nine months of the year but witnessed an uptick in the last quarter. The Reserve Bank of Indias Monetary Policy Committee (MPC), in its meeting held on April 8, 2026, projected CPI inflation at 4.6% for FY 2026-27.

In response to the easing inflationary environment, the RBIs Monetary Policy Committee (MPC) cumulatively reduced the repo rate by 100 basis points during its meetings from April to December 2025. In its latest MPC meeting on 8^th April, 2026, the RBI kept the repo rate unchanged and maintained a neutral stance, reflecting the balancing act required amid evolving macroeconomic conditions, particularly geopolitical uncertainties and global supply chain disruptions.

GDP Growth

As per the Second Advance Estimates (base year 2022-23), real GDP grew at 7.6% in FY26, up from 6.5% in the previous year. Nominal GDP stood at 357.14 lakh crore, reflecting 8.0% growth. Private Final Consumption Expenditure grew by 7.0%, while Gross Fixed Capital Formation expanded by 7.8%. The construction sector recorded healthy GVA growth of 7.2%, supported by continued government infrastructure spending and rising private sector investments.

Inflation And Purchasing Power

Headline CPI inflation moderated sharply to an average of 1.7% in the second quarter of FY26 — the lowest since the current series began. Full-year CPI inflation for FY26 is estimated at 3.5%, well within the RBIs comfort zone. This benign inflation has meaningfully improved real household incomes and eased cost pressures for industries.

Outlook:

Following a year marked by major structural reforms, particularly labour laws and GST simplification, India enters FY 2026-27 with a relatively stronger growth path. A diversified consumption base, sustained government capital expenditure, resilient services activity and continued support towards the manufacturing ecosystem are expected to support economic growth in the range of 6.8% to 7.2% during FY 2026-27, as projected in the Economic Survey 2025-26.

in FY 2025-26 (RE), reflecting a 9% year-on-year increase. Including grant-in-aid for the creation of capital assets, the effective capital expenditure budgeted for the current year stands at a record 17.1 lakh crores. The allocation will support both ongoing and new infrastructure projects, particularly in highways, railways and urban transport, including metro networks. This sustained capex push is expected to generate multiplier effects across manufacturing, logistics, trade and urban development. The expanding public investment pipeline is also likely to provide long-term visibility for developers, EPC contractors, private equity investors and infrastructure lenders.

Indian Infrastructure Industry

Indias infrastructure sector continues to remain one of the most important pillars of the countrys economic growth, with sustained investments across roads, railways, urban infrastructure, logistics, energy, water, digital infrastructure and industrial corridors. The sector acts as a direct catalyst for construction activity while also enabling allied sectors such as manufacturing, logistics, housing, real estate and urban development. Indias infrastructure development agenda is increasingly moving from asset creation alone to integrated, multi-modal and productivity-led infrastructure creation.

Indias Next Growth Engine: Infrastructure Expansion At Massive Scale

The Governments continued focus on infrastructure-led growth is reflected in the scale of planned investments. India is expected to spend nearly 143 lakh crore on infrastructure over seven fiscals through 2030, more than double the approximately 67 lakh crore spent in the previous seven-year period. Infrastructure investment is also expected to increase from 5.3% of GDP in FY24 to 6.5% of GDP by FY29, reflecting the sectors central role in Indias long-term growth agenda.

The National Infrastructure Pipeline, PM Gati Shakti National Master Plan, National Logistics Policy, Bharatmala Pariyojana, metro rail expansion and railway modernisation are together reshaping Indias infrastructure. The NIP project count has expanded to 9,142 projects across 34 sub-sectors, with under-development landscape projects carrying an estimated investment of US$ 1.9 trillion. Nearly half of these projects are in the transportation sector, with roads and bridges remaining a major sub-segment.

Roads and railways continue to be among the largest opportunity areas. Indias National Highways network expanded to 1,46,342 km in FY25, with 10,660 km constructed during the year. Indian Railways also recorded freight loading of over 1.61 billion tonnes in FY25, reflecting continued growth in logistics and freight movement. Indias logistics market is projected to grow from 19,53,732 crore in 2024 to 36,73,530 crore by 2033, at a CAGR of 6.5%.

Urban infrastructure is emerging as the next large growth frontier. Indias metro rail network has expanded significantly, with operational networks across multiple cities and further expansion underway. Alongside mass transit, the growing requirement for water, sanitation, waste management, urban mobility, drainage, flood management and climate-resilient infrastructure is expected to create sustained opportunities for engineering and construction companies.

For companies such as ARSS Infrastructure Projects Limited, the operating environment remains structurally favourable. The thrust on transportation, bridges, railway infrastructure and urban infrastructure, a strong medium to long-term project pipeline. However, execution quality, working capital discipline, timely clearances, commodity price movement and competitive bidding intensity will continue to influence sector performance.

Global Construction Sector

Global construction activity is expected to regain modest momentum in 2026 following a slowdown in 2025. The global construction industry is expected to grow by 2.7% in real terms in 2026, compared with 1.8% growth in 2025, supported by stabilising economic conditions and continued infrastructure investment in certain markets. The value of the global construction industry is projected to increase from USD 6.24 trillion in 2025 to USD 6.66 trillion in 2026, reflecting steady expansion across both developed and emerging economies, according to BMI Research, Fitch Solutions.

Despite the projected statistical recovery, the global construction industry continues to suffer under the weight of ongoing geopolitical conflicts and regional wars. The prolonged hostilities in Eastern Europe and the Middle East have fragmented established supply chains and induced significant volatility in global commodity markets. Consequently, the industry is grappling with inflated prices for critical raw materials, reduced availability of petroleum and related products, alongside elevated cross-border freight costs.

Furthermore, the geopolitical uncertainty has forced both public sponsors and private developers to adopt a cautious approach toward capital expenditure. For international EPC contractors, this environment translates into a challenging operating landscape characterized by elongated project award cycles, heightened execution risks, and compressed operating margins.

The Asia-Pacific region, which accounted for 39.5% of the global construction market in 2024, is expected to witness a recovery in construction activity, with growth forecast to reach 3.5% in 2026, up from 1.5% in 2025. Sub-Saharan Africa is projected to remain one of the fastest-growing construction markets, with growth accelerating to 5.4% in 2026 from 4.2% in 2025, supported by investments in transport infrastructure, energy and urban development. Construction growth in Latin America is expected to improve to 2.1% in 2026, compared with 1.4% in 2025, while Europe is forecast to record a gradual recovery with growth rising to 2.1% in 2026 from 1.8% in 2025.

Major infrastructure markets will continue to shape global construction demand. China and the United States are expected to remain the worlds largest construction markets, although both face structural challenges that could moderate infrastructure investment in the medium term. India is emerging as a key global infrastructure growth centre, supported by policy initiatives and sustained public investment in transport networks, logistics, urban development and industrial corridors.

In Southeast Asia, the ASEAN region is expected to remain one of the fastest-growing infrastructure markets, led by strong construction activity in Indonesia, the Philippines and Vietnam, where governments are prioritising transport networks, energy infrastructure and urban development to support long-term economic growth.

India Infrastructure Sector

Indias construction sector remains a critical pillar of economic growth, contributing nearly 9% to the countrys GDP and serving as a key enabler of investment, employment and industrial expansion. The sector has transitioned from incremental capacity addition to large-scale, execution-led development, supported by sustained public capital expenditure, policy continuity and improving project delivery capabilities.

The Governments infrastructure push continues to anchor this momentum, with a record capital expenditure outlay of 12.2 lakh crores in FY 2026-27 reflecting a strong drive toward public investment. Flagship programmes such as PM Gati Shakti and the second phase of National Monetisation Pipeline (NMP 2.0) have strengthened project planning, improved inter-agency coordination and unlocked value from existing assets. Reforms in public-private partnership (PPP) frameworks, the growth of Infrastructure Investment Trusts (InvITs) and the proposed Infrastructure Risk Guarantee Fund are enhancing private sector participation. Furthermore, the government is stepping up efforts to attract greater participation from insurers and pension funds, aiming to unlock stable pools of long-term domestic capital. This is expected to deepen financing avenues and support sustained infrastructure investment over the medium term.

Infrastructure development remains concentrated across key segments, including transport, logistics and urban infrastructure. Investments in highways, high speed rail, dedicated freight corridors, rail corridors, metro systems, ports, inland waterways and logistics parks are driving improvements in connectivity and supply chain efficiency, reducing logistics costs and enhancing Indias global competitiveness. This long-term growth trajectory is further reinforced by underlying structural drivers. Rapid urbanisation and expansion of industrial and manufacturing ecosystems are accelerating the demand for urban transport, housing, water, and social infrastructure across Tier-1, Tier-2, and Tier-3 cities

Despite this robust macroeconomic backdrop and strong project pipeline, the infrastructure sector faces nearterm ground realities and operational headwinds. Global geopolitical conflicts continue to induce supply chain disruptions and volatility in raw material costs, creating uncertainties that can impact project execution.

Furthermore, the domestic project awarding landscape is undergoing a transition, with a growing emphasis on PPP models, such as Hybrid Annuity Model (HAM) and Build-Operate-Transfer (BOT). While this shift effectively attracts private capital and optimizes risk sharing, this has led to a temporary moderation in the pace of new EPC project awards. In addition, certain segments of the infrastructure industry are experiencing heightened competitive intensity with aggressive bidding by newer entrants in technically challenging projects. In this dynamic environment, maintaining strict bidding discipline, focusing on complex projects with higher entry barriers, and ensuring robust supply chain management remain critical to protecting margins and ensuring sustainable growth.

Union Budget 2026-27: Infrastructure Push

The Union Budget 2026-27 reinforced infrastructure as a central pillar of Indias economic growth strategy. The Government increased the capital expenditure allocation for FY27 to 12.2 lakh crore, equivalent to nearly

3.1% of GDP, continuing the strong public investment momentum built over the past decade. The sustained focus on infrastructure spending reflected the Governments intent to strengthen economic activity, improve logistics efficiency and enhance long-term competitiveness.

The Budget placed significant emphasis on Urban and regional infrastructure development also remained a key focus area. The Budget introduced the concept of City Economic Regions (CERs) across Tier-2 and Tier-3 cities, supported by an outlay of 5,000 crore per CER over five and Infrastructure Risk Guarantee Fund (IRGF) to provide partial credit guarantees to mitigate early-stage construction risks and boost private sector participation. In addition, seven high-speed rail corridors connecting major economic centres were proposed to improve regional connectivity and facilitate economic decentralisation. These initiatives were expected to support urbanisation, industrial growth and regional infrastructure development across emerging economic hubs.

The Budget also focused on improving private sector participation and long-term financing mechanisms for infrastructure development. Measures such as the proposed Infrastructure Risk Guarantee Fund and monetisation of CPSE real estate assets through REIT structures were introduced to improve capital mobilisation and enhance investor participation in infrastructure assets.

II. Company Overview

The Company carries out civil and infrastructure projects, Railways, Highways, flyovers, Irrigation works etc. Ocean Capital Market Limited promoted by Mr. Dipti Ranjan Patnaik, the renowned figure of Odisha has submitted the Resolution Plan to revive the Company and the Resolution Plan has been approved by the Honble NCLT, Cuttack vide its order dated 29-Aug-2025

After takeover of the Company, the new Management has started to implement the Resolution Plan and work aggressively towards revival of the company. Post CIRP the Company has received a new work order in tune to 712.42 Crore.

1. Business Development At Arss

The Company has secured the following contracts (work order) during the financial year 2025-26

a. At Koraput: Improvement such as widening and strengthening of Semiliguda-Mathalput-Kakirigumma Road (Damanjodi-Kakirigumma) from Km 12/500 to Km 31/160 in the District of Koraput under State Plan. Regarding acceptance and execution of a Sub-Contract Work Order having a contract value of 19,34,00,319/- (Rupees Nineteen Crore Thirty-Four Lakh Three Hundred Nineteen Only) vide Order dated 23.10.2025.

b. At Kandhamal: Improvement such as widening and strengthening of K. Nuagaon PWD Road to Bhrungijodi via Sainpada and Daungia from Km 0/000 to Km 13/700 in the District of Kandhamal under State Plan. Regarding acceptance and execution of a Sub-Contract Work Order having a contract value of 19,49,98,861/- (Rupees Nineteen Crore Forty-Nine Lakh Ninety-Eight Thousand Eight Hundred Sixty- One Only) vide Order dated 23.10.2025.

c. At Boudh: Improvement such as widening and strengthening of Harbhanga via Kusangam-Block Boundary near Banigochha joining NH-57 (Harbhanga-Kusanga-Mahalikpada-Jabar-Talagaon-Gandapaju Road to NH-57 at Banigochha) from Km 0/000 to Km 24/160 in the District of Boudh under State Plan. Regarding acceptance and execution of a Sub-Contract Work Order having a contract value of 39,55,57,204/- (Rupees Thirty-Nine Crore Fifty-Five Lakh Fifty-Seven Thousand Two Hundred Four Only) vide Order dated 23.10.2025.

d. At Boudh: Improvement such as widening and strengthening of Telibandha-Barapuduga Road (ODR) from Km 0/000 to Km 4/350 and Km 4/850 to Km 17/128 in the District of Boudh under State Plan. Regarding acceptance and execution of a Sub-Contract Work Order having a contract value of 25,38,25,541/- (Rupees Twenty-Five Crore Thirty-Eight Lakh Twenty-Five Thousand Five Hundred Forty-One Only) vide Order dated 23.10.2025.

e. At Boudh: Improvement of Dholpur-Harbhanga Road from Km 0/000 to Km 2/750 in the District of Boudh under State Plan. Regarding acceptance and execution of a Sub-Contract Work Order having a contract value of 27,73,08,350/- (Rupees Twenty-Seven Crore Seventy-Three Lakh Eight Thousand Three Hundred Fifty Only) vide Order dated 23.10.2025.

f. At Daspalla: Construction of Bypass Road to Daspalla Town from Km 195/250 to Km 200/635 of NH- 57 in the State of Odisha on EPC Mode. Regarding acceptance and execution of a Sub-Contract Work Order having a contract value of 33,00,55,312/- (Rupees Thirty-Three Crore Fifty-Five Thousand Three Hundred Twelve Only) vide Order dated 23.10.2025.

g. At Khategaon-Budni: Construction of Major Bridges and Road Under Bridges for Electrical New BG Railway Line (Package-III) between Khategaon and Budni Stations in Bhopal Division of West Central Railway. Regarding acceptance and execution of Sub-Contract Work Order valued at 122,63,13,600/- on back-to-back basis including GST and 5% commission towards technical charges payable to the main contractor, vide Order dated 24.10.2025.

h. At Barabanki-Malhaur: Provision of 3^rd and 4^th Line including Electrification and Signalling Works between Barabanki and Malhaur Stations on Lucknow Division of Northern Railway. Regarding acceptance and execution of Sub-Contract Work Order valued at 16,53,66,813/- on back-to-back basis including GST and 5% commission towards technical charges payable to the main contractor, vide Order dated 24.10.2025.

i. At Barabanki-Malhaur: Provision of 3^rd and 4^th Line including Electrification and Signalling Works between Barabanki and Malhaur Stations on Lucknow Division of Northern Railway. Regarding acceptance and execution of Sub-Contract Work Order valued at 18,21,02,623/- on back-to-back basis including GST and 5% commission towards technical charges payable to the main contractor, vide Order dated 24.10.2025.

j. At Barabanki-Malhaur: Provision of 3^rd and 4^th Line including Electrification and Signalling Works between Barabanki and Malhaur Stations on Lucknow Division of Northern Railway. Regarding acceptance and execution of Sub-Contract Work Order valued at 32,82,72,408/- on back-to-back basis including GST and 5% commission towards technical charges payable to the main contractor, vide Order dated 24.10.2025.

k. At Jajpur: Improvement, widening and strengthening of Sarasada-Salaba via Bandolo to Barundei Makundapur Road and PK. Mahavidyalaya-Barundei to Tarakote-Purbakote Road under State Plan. Regarding acceptance and execution of Sub-Contract Work Order valued at 37,36,62,764/- on back-to- back basis excluding GST and 5% commission towards technical charges payable to the main contractor, vide Order dated 24.10.2025.

l. At Kalipahari-Pradhankhuta: Execution of earthwork, blanketing, bridges, RUBs, ROBs, PWay works and allied works in connection with construction of Multi-Tracking Railway BG Line. Regarding acceptance and execution of Sub-Contract Work Order valued at 202,34,39,621/- on back-to-back basis including GST and 5% commission towards technical charges payable to the main contractor, vide Order dated 24.10.2025.

m. At Dasapalla-Purunakatak: Design, Supply, Erection, Testing and Commissioning of 25 KV OHE in the New Railway Line between Dasapalla (Excl.) and Purunakatak (Excl.) of East Coast Railway. Regarding acceptance and execution of a Sub-Contract Work Order valued at 37,79,07,209/- (Rupees Thirty-Seven Crore Seventy-Nine Lakh Seven Thousand Two Hundred Nine Only) on back-to-back basis including GST and with 5% commission towards technical charges payable to the main contractor.

n. At Mandasa Road-Summadevi: Construction of ROB comprising 1x24m Composite Girder + 1x36m Composite Girder + 1x24m Composite Girder (Railway Portion) and 1x24m RCC T-Beam Girder + 10x24m RCC T-Beam Girder + 4x10m RCC Slab in lieu of LC No. 359 at UP Km. 664/11-13 and DN Km. 664/12- 14 between Mandasa Road and Summadevi (MMS-SUDV) on KUR-PSA Main Line under Khurda Road Division. Regarding acceptance and execution of a Sub-Contract Work Order valued at 80,20,32,192/- (Rupees Eighty Crore Twenty Lakh Thirty-Two Thousand One Hundred Ninety-Two Only) on back-to-back basis including GST and with 5% commission towards technical charges payable to the main contractor.

2. Segment wise performance

The Company is engaged in only one segment viz. Construction Business and as such there is no separate reportable segments as per IND AS -108 "Operating Segment."

3. Financial performance with respect to operational performance

Total sales of the Company stood 145.79 cr. in compared to previous year sales of 165.39 cr. Crore in the previous year. The reported Loss After Tax (after exceptional item) for the year was 3554.98 crore as compared to Loss After Tax (after exceptional item) of 9.49 crore.

The substantial increase in loss was primarily attributable to identify of exceptional items arising pursuant to the implementation of the approved Resolution Plan.

The performance during the year ended 31^st March, 2026 has been as under:

(Rs In Crores)

Particulars	Standalone		Consolidated
	2025-26	2024-25	2025-26	2024-25
Revenue from Operation	145.79	165.39	145.79	165.39
Profit before Depreciation, Interest, Tax and Exceptional items	(105.71)	(6.93)	(105.78)	(6.95)
Less: Depreciation	1.12	0.98	1.12	0.98
Interest	11.64	0.45	11.64	0.45
Exceptional Items	3434.13	-	3434.13	-
Share of net profit or associates and joint ventures accounted using equity method	-	-	1.47	1.75
Profit Before Tax	(3552.60)	(8.36)	(3551.20)	(6.63)
Less: Tax Expenses
a) Current Year	-	-	-	-
b) Earlier Year	-	-	-	-
c) Deferred Tax	2.37	1.13	2.37	1.13
Profit/Loss After Tax	(3554.98)	(9.49)	(3553.57)	(7.77)
Balance brought forward from previous year	(393.26)	(383.77)	(398.98)	(391.21)
Add: Re-measurement of defined employee benefit plans through OCI	-	-	-	-
Amount Available for Appropriation	(3948.24)	(393.26)	(3952.55)	(398.98)
Appropriations
a) Dividend	-	-	-	-
b) Tax on Dividend	-	-	-	-
c) Transfer to General Reserve	-	-	-	-
Balance Carried to Balance Sheet	(3948.24)	(393.26)	(3952.55)	(398.98)
Earnings per Share (In ) (Weighted) Basic (Equity Shares of face value of 10/- each)	(394.48)	(4.18)	(394.32)	(3.42)
Earnings per Share (In ) (Weighted) Diluted (Equity Shares of face value of 10/- each)	(394.48)	(4.18)	(394.32)	(3.42)

4. Key Financial Ratio: Pursuant to Schedule V(B) to the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015], the details of changes in key financial ratio as compared to previous year are stated below:

Particulars	2025-26	2024-25	% change as compared to PY
Debtors Turnover (Times)	2.44	18.10	(86.53)
Inventory Turnover (Times)	1.85	2.26	(18.14)
Interest Coverage Ratio (Times)	(9.18)	(17.48)	(47.49)
Current ratio ((Times)	5.16	0.17	2935.29
Debt Equity Ratio ((Times)	0.27	(9.94)	(102.72)
Operating profit Margin (%)	(80.49)	(4.46)%	(1,704.25)
Net Profit Margin (%)	(2438.38)%	(5.74)%	(42,380.49)
Return on Net worth (ROE)	(370.43)%	(5.80)%	(6,286.72)

1. Debtors turnover ratio - Reduced due to Decrease in Turnover & Increase in Sundry Debtors

2. Inventory turnover ratio - Decrease due to decrease in Turnover.

3. Interest coverage ratio - Decrease due to increase in interest cost.

4. Current ratio - Increased due to Decrease in Current Liabilities as per NCLT order

5. Debt equity ratio - Increased due to Increase in Share Capital & Premium as per NCLT order

6. Operating profit margin - Decreased due to Increase in Direct Cost & Decrease in Revenue

7. Net profit Margin - Decreased due to Exceptional Items booked in Profit & Loss as per NCLT order

8. Return on net worth - Decrease due to increase in loss by booking of exceptional item P&L A/c.

5. Human Resources Development and Industrial Relations:

During CIRP, there is no material changes in employment of the company. as on March 31,2026, we had 571 full time employees.

Labor relations at all work sites and at the headquarters of the Company continued to remain cordial throughout the year. There was no industrial dispute during the year under review.

6. Opportunities and Threats, Risks and concerns Opportunities

Increased government spending on infrastructure: With the Indian government aiming to improve infrastructure, this proves to be a lucrative opportunity for the Company. The Company can capitalise on the opportunities and accelerate its growth in the coming years.

Threats

Competition: The construction sector is highly competitive with several established players dominating the market. The Company has to endure intense competition, especially during bidding for projects. This can impact the overall profitability of the Company.

Project delays: Any delay in obtaining approvals for government projects can pose a threat to the Companys finances, impacting its overall profitability. Project delays also have the potential to tarnish the reputation of the Company.

The Company entered Corporate Insolvency Resolution Process (CIRP) under IBC on 30^th November, 2021, which posed a threat to its survival. However, a fast and agile resolution professional team with help of lenders has enabled it to overcome this threat and hope for the successful implementation of the Resolution Plan of Ocean Capital Market Limited (the "Successful Resolution Applicant/ SRA") approved by the Honble NCLT on 29^th August, 2025, for the resuscitation of the Company as a "going concern". The Company is on the verge of completing implementation of the Resolution Plan.

Risks and concerns

Besides the economic, regulatory, taxation and environmental risks and also the investment outlook towards Indian real estate sector, your Company is currently exposed to liquidity risk. The banks are reluctant to provide credit to this industry due to rising NPAs and lower profit in property business.

Weakness

Reliance on Government Contracts: A large portion of the Companys business hinges on Government contracts. Delays or changes in government spending plans could significantly impact the Companys revenue streams.

7. Internal control systems and their adequacy

Management has put in place effective Internal Control Systems to provide reasonable assurance for:

• Safeguarding Assets and their usage.

• Maintenance of Proper Accounting Records and

• Adequacy and Reliability of the information used for carrying on Business Operations.

Key elements of the Internal Control Systems are as follows:

• Existence of Authority Manuals and periodical updating of the same for all Functions.

• Existence of clearly defined organizational structure and authority.

• Existence of corporate policies for Financial Reporting and Accounting.

• Existence of Management information system updated from time to time as may be required.

• Existence of Long Term Business Plans.

• Existence of Internal Audit System.

• Periodical review of opportunities and risk factors depending on the Global / Domestic Scenario and to undertake measures as may be necessary.

ARSS has an adequate system of internal control to ensure that the resources of the Company are used efficiently and effectively, all assets are safeguarded and protected against loss from unauthorized use or disposition and the transactions are authorized, recorded and reported correctly, financial and other data are reliable for

preparing financial information and other data and for maintaining accountability of assets. The internal control is supplemented by extensive programs of internal audits, review by management, documented policies, guidelines and procedures.

The Company has appointed an Independent Auditor to ensure compliance and effectiveness of the Internal Control Systems in place. The Audit Committee is regularly reviewing the Internal Audit Reports for the auditing carried out in all the key areas of the operations. Additionally the Audit Committee approves all the audit plans and reports for significant issues raised by the Internal and External Auditors. Regular reports on the internal audit are given to the Board of Directors/ RP Audit Reports are regularly circulated for perusal of Senior Management for appropriate action as required. Normal foreseeable risks of the Companys assets are adequately covered by comprehensive insurance. Risk assessments, inspections and safety audits are carried out periodically. However, during CIRP, Audit Committee has been suspended.

8. Strategic Initiative:

The Company is well on its course to meet its growth targets despite increase competition. Effective business strategies have allowed the Company executing projects in a timely manner and economies on critical resources though joint venture in large projects.

The foray into high potential business of railways, roads and bridges has been successful during the year and boosted the order in flow. The Company is strengthening its manpower for execution of high value projects and adding assets for development of infrastructures to complete all contracts in time.

9. Cautionary Statement:

Statements in this Management Discussion and Analysis describing the Companys objectives, projections, estimates and expectations may be ‘forward looking statements within the meaning of applicable laws and regulations. Actual results might differ substantially or materially from those expressed or implied. Important developments that could affect the Companys operations include a downtrend in the infrastructure sector, significant changes in political and economic environment in India, exchange rate fluctuations, tax laws, litigation, labour relations and interest costs.

	For and on behalf of the Board of Directors
	Sd/-	Sd/-
	Dipti Ranjan Patnaik	Payal Agarwal
	Chairman and Managing Director	Independent Director
	DIN:00600887	DIN: 01617065
Place: Bhubaneswar
Dated: August 14 2026