Artemis ADR Marketplace Ltd Management Discussions

[Pursuant to Regulation 34 read with Part B Schedule V of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015]

Dear Stakeholders,

ARTEMIS ADR MARKETPLACE LIMITED

(Formerly known as Jetmall Spices and Masala Limited)

This Management Discussion and Analysis report has been prepared in compliance with the requirements of Securities & Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations 2015 and contains expectations and projections about the strategy for growth, product development, market position, expenditures and financial results. The Company s actual results, performance or achievements could differ from those projected in such forward-looking statements on the basis of any subsequent development, information or events for which the Company do not bear any responsibility.

a. Industry Structure & Development:

The Company was previously engaged primarily in trading of Spices, Masala, Food Grains and Kirana Products., sectors that are highly influenced by global economic conditions, regulatory policies, and market volatility. In recent years, these markets have experienced increased fluctuations due to geopolitical tensions, inflationary pressures, and shifts in monetary policy. As a result, trading volumes and profitability in the commodity segment saw a substantial decline, particularly during the financial year 2024 25, due to a slackened domestic and global economy. Recognizing the challenges and limited growth opportunities in the existing line of business, the Company undertook a strategic review of its operations. Pursuant to shareholder approval through a postal ballot on December 14, 2025 the Company amended its main object clause to diversify into Alternate Dispute Resolution (ADR) services including but not limited to mediation, arbitration, conciliation, and negotiation to resolve conflicts and disputes in a cost-effective, efficient, and timely manner for both individuals and entities The new sectors present strong growth potential supported by rising litigation costs and a growing shift toward online and virtual dispute resolution.

b. Segment-wise analysis

Your Company is dealing primarily in only one segment of business that is trading of Spices, Masala, Food Grains and Kirana Products. In view of the slackened economy there has been a substantial decline in the commodity trading. the members of the Company through postal ballot on December 14, 2025, approved an amendment to the main object clause of the Memorandum of Association of the Company. Pursuant to this approval, the main objects of the Company have been revised as follows:

Clause III (A) 1. To provide Alternate Dispute Resolution (ADR) services including but not limited to mediation, arbitration, conciliation, and negotiation to resolve conflicts and disputes in a cost-effective, efficient, and timely manner for both individuals and entities. Clause III (A) 2. To organize, manage, and conduct arbitration proceedings for commercial, contractual, familial, and other types of disputes as an independent and impartial organization, as per national and international ADR standards. Clause III (A) 3. To offer mediation services by facilitating discussions between disputing parties to help them reach mutually agreeable solutions, through qualified and experienced mediators. Clause III (A) 4. To conduct conciliation sessions and provide expert assistance in reconciling parties in various legal and non-legal disputes by guiding parties towards amicable solutions.

Clause III (A) 5. To act as an advisory service on matters relating to arbitration, mediation, conciliation, and other ADR mechanisms for individuals, businesses, governments, and other organizations. Clause III (A) 6. To provide training and certification for professionals in ADR methods, including programs for arbitrators, mediators, and conciliators, to build capacities within the ADR field.

Clause III (A) 7. To publish research and conduct educational seminars, workshops, and conferences on topics related to ADR and conflict resolution, to advance knowledge and promote ADR as a preferred means of resolving disputes.

Clause III (A) 8. To collaborate with government, non-governmental bodies for promoting ADR services and enhancing the framework of dispute resolution mechanisms on a local and global scale. Clause III (A) 9. To engage in consultancy and advisory services for the development and implementation of ADR mechanisms within public and private sector organizations to promote peaceful conflict resolution.

Clause III (A) 10. To represent parties in ADR proceedings when applicable, ensuring compliance with relevant ADR protocols and ethical standards.

Clause III (A) 11. To create and maintain ADR centers or facilities where arbitration, mediation, and other dispute resolution activities can be carried out efficiently.

c. Outlook:

Spices have a long and ancient history, especially in India, where they are a part of life and heritage. In every home & in every province across the country, different spices and blends are used to create different and distinctive tastes in dishes. Our outlook remains bullish with our unconditional focus on building customer trust and value. Our unique selling point includes our professional yet very experienced management team coupled with our unwavering focus on providing a quality product. With the new management coming in we are positive to achieve a favorable growth.

d. Opportunities

To capitalize on emerging opportunities, the Company has strategically amended its main object, as detailed under the section Segment-wise or Product-wise Performance, positioning itself to respond proactively to future developments.

e. Threats, Risks, and concerns:

The ADR service business is exposed to risks relating to confidentiality, data security, regulatory compliance, impartiality, enforceability of outcomes, technology failures and reputational concerns. The business may also face challenges relating to the availability of qualified professionals and adoption of ADR services by customers.

f. Discussion on financial performance with respect to operational performance:

The discussions in this section relate to the financial results pertaining to the year that ended March 31, 2026. The financial statements of the Company are prepared in accordance with the

Indian Accounting Standards (referred to as Ind AS ) prescribed under section 133 of the

Companies Act, 2013, read with the Companies (Indian Accounting Standards) Rules, as amended from time to time. Significant accounting policies used in the preparation of the financial statements are disclosed in the notes to the financial statements.

The following table gives an overview of the financial results of the company:

(Amount in Rupees in Lakh)

Particulars	2025-26	2024 25
Revenue from Operations	37.75	73.55
Other Income	20.17	6.39
Total Revenue	57.93	79.94
Total Expenditure	107.42	158.14
Exceptional items	0.00	0.00
Profit Before Tax(PBT)	(82.37)	(78.20)
Less: Current Tax	0.00	0.00
Less: Deferred Tax	7.45	3.72
Profit After Tax (PAT)	(74.93)	(74.49)

g. Changes (Change of 25% Or More) in significant key financial ratios and return on net worth: The details of significant changes (i.e. change of 25% or more as compared to the immediately previous financial year) in key financial ratios, along with the detailed explanations thereof, are as follows:

Sl. No. Ratio	Numerator	Denominat or	FY 2025-26	FY 2024-25	% Variance	Reason for Variance (where > 25%)
1 Current Ratio	Current Assets	Current Liabilities	116.54x	227.44x	-48.76%	Current assets grew mainly on account of cash raised through the warrant issue (Note 6- 27), sharply improving liquidity over the prior year.
2 Debt-Equity Ratio	Total Debt (Borrowings)	Shareholders Equity	0.01x	0.00x	N/A	Long-term borrowings were availed for the first time during FY 2025-26; equity also increased substantially through warrant proceeds, keeping the ratio low.
3 Debt Service Coverage Ratio	Earnings available for Debt Service (EBITDA)	Debt Service (Interest + Principal Repayment)	N/A	N/A	N/A	Not meaningful no scheduled principal repayment fell due on the long-term borrowings raised during the year.
4 Return on Equity (ROE)	Net Profit / (Loss) after Tax	Average Shareholders Equity	-3.45%	-8.26%	58.24%	Losses widened in absolute terms, but average equity also expanded materially on account of the warrant issue, moderating the ratio movement.
5 Inventory Turnover Ratio Revenue from Operations	Average Inventory	5.72x	5.57x	2.66%	Nil	Inventory was fully liquidated to by 31.03.2026 (from Rs.13.21 lakhs) while revenue also declined; ratio is not comparable / not meaningful for FY 2025-26.
6 Trade Receivables Turnover Ratio Revenue from Operations	Average Trade Receivables	0.10x	0.21x	-49.10%	49%	Revenue from operations fell year-on-year while trade receivables increased, lengthening the collection cycle.
7 Trade Payables Turnover Ratio Net Purchases	Average Trade Payables	0.00x	29.02x	-100.00%		No purchases of stock- in-trade were made during FY 2025-26; ratio is not meaningful as company shifted to Service Business
8 Net Capital Turnover Ratio Revenue from Operations	Working Capital (CA CL)	0.01x	0.09x	-85.43%		Working capital increased sharply (warrant proceeds held as cash) while revenue declined, reducing the turnover multiple.
9 Net Profit Ratio Net Profit / (Loss) after Tax	Revenue from Operations	- 198.46 %	- 101.27 %	-95.98%	49%	Revenue from operations declined while operating expenses rose, widening the loss margin.
10 Return on Capital Employed (ROCE) Earnings Before Interest & Tax (EBIT)	Capital Employed (Total Assets Current Liabilities)	-2.37%	-8.66%	72.63%		Capital employed increased substantially due to the warrant issue while operating losses widened, reducing the ratio further into negative territory.
11 Return on Investment (ROI) Income from Investments	Average Investments	N/A	N/A	N/A		Not applicable the Company held no current or non-current investments during FY 2025-26 or FY 2024-25.
12 Net Worth Paid-up Share Capital + Other Equity		3444.84	902.27	281.80%		Net worth increased substantially, driven by share warrant application money and securities premium received on warrants (Rs. 2,661.60 lakhs), partly offset by the net loss for the year.
13 Total Debts to Total Assets Operating Total Debt (Borrowings) Earnings Before	Total Assets Revenue from	0.01 -	0.00 -	N/A
14 Profit Margin Interest & Tax (EBIT)	Operations	217.93 %	106.18 %	-105.25%		Operating losses widened relative to a lower revenue base,resulting in a materially more negative operating margin.

h. Internal control systems and their adequacy:

The company has a comprehensive system of internal financial controls that is appropriate for its size and operations. This system ensures timely and accurate financial reporting, the safeguarding of assets, and compliance with all applicable laws and regulations. The companys internal auditors regularly review the internal financial control system to ensure its effectiveness, and any necessary changes or suggestions are incorporated into the system. The internal audit reports are also reviewed by the companys audit committee.

i. Material developments in human resources/industrial relations front, including number of people employed:

The Company is continuously endeavoring to align the employee s objectives with the business objectives of the organization to achieve its goals.

j. Cautionary statement:

Statement made in this section of the report is based on the prevailing position in the market conditions. Actual results could however differ materially from those expressed or implied with regard to

Company s Outlook and Performance.

By Order of the Board For
ARTEMIS ADR MARKETPLACE LIMITED
(Formerly known as Jetmall Spices and Masala Limited)

SD/-	SD/-
Shrey Aggarwal	Arti Chadha
Whole-time Director	Director
(DIN: 08193099)	(DIN: 08350392)

Date: August 27, 2026
Place: Chandigarh