Behari Lal Engineering Ltd Management Discussions

OF FINANCIAL CONDITION AND RESULTS OF

OPERATIONS

The following discussion is intended to convey our managements perspective on our financial condition and results of our operations. Our Financial Year commences on April 1 and ends on March 31 of the following year, and all references to a particular Financial Year or a Fiscal are to the 12 months ended March 31 of that year.

You should read the following discussion in conjunction with the Restated Financial Statements as of, and for the financial years ended, March 31, 2025, March 31, 2024 and March 31, 2023 including the related notes, schedules, and annexures.

The Restated Financial Statements included in this Draft Red Herring Prospectus are prepared and presented in accordance with requirements of Section 26 of the Companies Act, the SEBIICDR Regulations and the Guidance Note on ‘Reports in Company Prospectuses (Revised 2019) issued by the ICAI, which differ in certain material respects from IFRS, U.S. GAAP and GAAP in other countries, and our assessment of the factors that may affect our prospects and performance in future periods. This discussion may include certain forward-looking statements that involve risks and uncertainties. Our actual results may differ materially from those anticipated in these forward-looking statements as a result of certain factors or contingencies, including those described below and elsewhere in, this Draft Red Herring Prospectus. For further information, see ‘Forward-Looking Statements on page 34. Also read ‘Risk Factors and ‘RestatedFinancial Statements on pages 36 and 371, respectively, for a discussion of certain factors or contingencies that may affect our business, financial condition or results of operations.

Unless otherwise indicated, industry and market data used in this section has been derived from the report titled "Assessment of metal rolls and engineering castings industry" by CRISIL (CRISIL Report) dated September 2025, which has been commissioned and paid for by our Company in connection with the Offer. Unless otherwise indicated, all financial, operational, industry and other related information derived from the CRISIL Report and included herein with respect to any particular year, refers to such information for the relevant calendar year. CRISIL was appointed by our Company and is not connected to our Company, our Directors, our Promoters, our Key Managerial Personnel, Senior Management or BRLMs. A copy of the CRISIL Report is available on the website of our Company at https://www.beharilalengineering.com/quality-assurance.php. For further information, see ‘Risk Factor - This Draft Red Herring Prospectus contains information from an industry report prepared by CRISIL which we have commissioned and paid for in connection with the Offer and any reliance on such information for making an investment decision in the Offer is subject to inherent risks on page 73. Also see ‘Certain Conventions, Presentation of Financial, Industry and Market Data and Currency of Presentation on page 31.

OVERVIEW

We are an integrated iron and steel manufacturing company specializing in customized engineering solutions. According to CRISIL, we are one of Indias largest metal rolls producers and a leading player in the metal rolls meeting 10.00% of the countrys demand in Fiscal 2024. Our precision engineered components for critical industrial applications comprise:

• Metal Rolls - we manufacture metal rolls for rolling mills across various grades including alloy cast steel rolls, alloy steel base adamite rolls, graphitic steel rolls, S. G. Iron Pearlitic Rolls, S. G. Iron Bainitic/Accicular Rolls, alloyed indefinite chill rolls, forged rolls etc. Metal rolls are used in rolling processes to produce finished steel products such as TMT Rebar, Structural Steel etc.

• Engineering Castings - we manufacture engineering castings in special grades with per unit weight ranging from 500 kilogrammes (Kg) to 20 metric tonnes (MT) in various grades for industries like steel, iron, mining and aggregate crushers, power, sugar etc.

• Alloy Steel Products - we manufacture carbon, alloy steel, and stainless steel bars in various sections such as rounds, round corner square, flats and hex, with different sizes and widths 6 millimetre (mm) to 230 mm. We have also recently introduced tool steel and valve steel.

• Forging Ingots and Forged Shafts/Blocks - Forging ingots are semi-finished steel products cast into specific shapes and sizes, primarily used as raw material for open die or closed die forging applications. These ingots are designed to withstand high compressive forces and are ideal for producing critical components requiring superior mechanical properties, structural integrity, and grain refinement. Forging ingots are available in round, square, rectangular, and custom shapes and weights ranging from 500 kg to 15 tons across various

grades such as carbon steels, alloy steels, stainless steels, and special tool steels. These find application in industries such as automotive, aerospace, oil & gas, energy, and heavy engineering.

For further details of our engineered components please see ‘ ‘Our Business - Our Strengths - Long standing relationships with a large number of customers spread across a wide array of end-user industries with stringent qualification processes on page 297.

Set out below is a break-up of our revenue from our different product verticals based on our Restated Financial Statements.

Particulars	Fiscal 2025		Fiscal 2024		Fiscal 2023
	Revenue (Rs. million)	% of revenue from operations	Revenue (Rs. million)	% of revenue from operations	Revenue (Rs. million)	% of revenue from operations
Alloy Steel Products	2,582.09	50.84	2,277.54	51.06	2,786.16	60.19
Metal Rolls	1,247.67	24.56	1,131.91	25.37	1,031.61	22.28
Engineering Castings	901.06	17.74	796.75	17.86	649.85	14.04
Forging Ingots and Forged Shafts / Blocks	116.28	2.29	21.49	0.48	52.44	1.13
Job Work Income	132.57	2.61	128.88	2.89	52.54	1.14
Others*	99.45	1.96	104.27	2.34	56.68	1.22
Total	5,079.12	100.00	4,460.84	100.00	4,629.28	100.00

* ‘Others includes high sea sales, traded goods and sale of by-products.

With over 2 decades of experience in the steel industry, we have over the years honed our product development capabilities which combined with a modern and fully integrated digital steel melting shop with ladle refining furnace (LRF), vacuum degassing (VD), foundry, heat treatment, machine shops, rolling mills and a skilled workforce, enable us to provide customized components tailored to meet the specific needs of our customers. Our precision engineered products find application across diverse industries such as automobile, steel, mining, infrastructure and construction, power, aerospace and defence and cement.

The broad range of industrial applications has also enabled us to cater to a large number of domestic and international customers and we have, as of March 31, 2025, catered to 1,681 customers. Since April 1, 2022, in addition to domestic customers we have exported our precision engineered components across 5 continents and in 15 countries viz., Afghanistan, Brazil, Finland, France, Germany, Ireland, Mexico, Nepal, Nigeria, South Africa, Tanzania, Togo, Uganda, UAE, and the USA. The below map indicates our global geographical presence in terms of the countries in which we have supplied our products during the last 3 Fiscals.

(This map is only for the purpose of representation and is not to be considered an accurate geopolitical representation.)

Set out below are details of the revenue generated from our domestic and international customers in Fiscal 2025, Fiscal 2024 and Fiscal 2023, based on our Restated Financial Statements:

Particulars	Fiscal 2025		Fiscal 2024		Fiscal 2023
	Revenue (Rs. million)	% of revenue from operations	Revenue (Rs. million)	% of revenue from operations	Revenue (Rs. million)	% of revenue from operations
Domestic customers	4,859.33	95.67	4,245.17	95.17	4,489.57	96.98
Overseas customers*	219.79	4.33	215.67	4.83	139.71	3.02
Total	5,079.12	100.00	4,460.84	100.00	4,629.28	100.00

* Including deemed exports and export benefits

We have over the time built long term relationships with our customers and our wide customer base includes Amba Shakti Industries Limited, BMW Industries Limited, Embross Autocomp Limited, Shyam Metallics And Energy Limited, Forge Auto International Limited, Hailstone Innovations Private Limited, Jai Balaji Industries Limited, KL Rathi Steels Limited, Laxcon Steels Limited, MSP Steel & Power Limited, Maithan Steel & Power Limited, Metso India Private Limited, Orissa Metallurgical Industry Private Limited, Preet Brothers Limited, Propel Industries Private Limited, SPS Steels Rolling Mills Limited, SRMB Srijan Private Limited, Shri Bajrang Power & Ispat Limited, Shyam Steel Industries Limited, Shyam Sel & Power Limited and Vardhman Special Steels Limited.

Our top 10 customers for Fiscal 2025 have been with us for an average duration of 7 years. The durability of our customer relationships is further demonstrated by the fact that during Fiscal 2025, Fiscal 2024 and Fiscal 2023, 378 customers, 366 customers and 270 customers, respectively, were repeat customers. Further, as of August 31, 2025, we had an Order Book of Rs. 1,023.86 million. Set out below are details of our Order Book as on March 31, 2025, March 31, 2024, and March 31, 2023.

Particulars	As on
	March 31, 2025	March 31, 2024	March 31, 2023
Order Book (T million)	930.03	855.45	704.07

Our ability to deliver high precision customised engineered components is enabled by our focus on technology and strong product development team. Our products are manufactured using technologically advanced machines such as computer numerical control (CNC) Lathes, Heavy Duty All Geared Lathes, Boring Machines, CNC Boring Machine, Roll Grinding Machines, Vertical Turning Lathe (VTL), CNC VTL, Radial Drills, Plano Milling Machines and CNC Vertical Milling Machines. As a qualified supplier of high precision engineered components to global original equipment manufacturers we undergo a rigorous selection process by our customers. Before we are selected as a supplier for OEMs and their vendors, we undergo a selection process, failing which we would not be awarded any purchase orders. These tests cover, inter alia, facility assessment by customers along with process audits by our customers. The parts produced also undergo a testing process, before any purchase orders are awarded to us. Our product offerings are subject to stringent quality standards and specifications and adhering to the exacting quality standards is a pre-requisite for us to be able to retain customers. Our long term relationship with our customers and the repeat orders received from our customers is a testament to the quality of our product offerings.

Our expertise built over the years and our design, engineering, assembly and testing capabilities helps us supply critical engineered equipment across various industries. We ensure that we adhere to the requirements of our customers and maintain high quality of our products by maintaining strong quality control systems. We operate out of our 2 manufacturing units in Mandi Gobindgarh, Punjab (Manufacturing Facilities) which are equipped with capabilities to design, develop and manufacture our products. We have established quality systems and processes which enable us to meet the rigorous and specific requirements of our customers within the stipulated timelines. Our facilities have received various quality and standard certifications including ISO 9001-2015 for Quality Management, ISO 14001:2015 for Environment Management, ISO 450001:2018 for Occupational Health & Safety Management certificate. We also possess a BIS licence as per ISO 14650:2023 and IS 2062:2011. Moreover, we have ‘Certificate for Approval of Well known steel makers from the Central Boilers Board for manufacture of boiler quality ingots up to 40" x 46" and up to 15 MT/piece in carbon steel, alloy steel and stainless steel. Additionally, we have been awarded a ZED Certificate which denotes Zero Defect Zero Effect. Our manufacturing processes are also subject to regular inspections conducted by our customers. Further, we are compliant with the GHG Protocol C ISO 14064-1:2018 and ISO 14064-3:2019 with respect to greenhouse emission of our Manufacturing Facilities and PED 2014/68/EU.

Our Manufacturing Facilities are equipped with sophisticated equipment and machinery that enables us to produce high quality products and meet specific product requirements of our customers. We have in-house capabilities and proficiency in engineering, design, tooling, material development coupled with a range of finishing and assembly operations focussed on continuous improvements to our manufacturing and quality processes. We undertake automation of our manufacturing processes by implementing manufacturing execution systems to increase the overall production efficiency and shorten the time to produce with enhanced quality along with reducing downtime and idle time. We conduct quality inspections and testing at various stages of the production process, ensuring that our customers receive only the highest-quality products. A team of dedicated engineers conducts inspections and testing at various stages using advanced metrological instruments, including the Proceq Equotip Hardness tester for initial hardness checks and Non-Destructive Testing (NDT) for internal flaw detection. Following these tests, rolls and engineering castings undergo final machining, after which their hardness and dimensions are verified to guarantee compliance with customer specifications and drawings, before being packaged according to customer requirements.

We are conscious of our role in society and as part of our manufacturing process and business operations we have (i) installed rooftop solar panels of around 2 MW for long term sustainable power supply for our offices and Manufacturing Facilities to reduce carbon emissions; (ii) use of 100% recycled steel scrap to reduce dependency on raw materials and supports environmental goals; (iii) direct raw material sourcing and eco-friendly processes; and (iv) 4 acres of dedicated green belt for increasing the green space across the offices.

Our founder and Chairman, Parkash Chand Garg, has spearheaded our growth. Our Vice Chairman, Rajesh Garg, along with our Managing Director, Dinesh Garg, continues to play an integral part in envisioning the business opportunities in the industry and achieving our growth potential. We are supported by a strong Board who have significant experience in their respective domain. We are also supported by a strong team of experienced and qualified key management personnel and senior management and a capable and motivated pool of employees. We also have an in-house team with design and engineering capabilities which enables us to deliver a wide range of

precision engineering components and solutions with a focus on quality and which has allowed us to diversify our business across sectors.

Further to our strategic objective of streamlining our operations and enhancing manufacturing efficiency we completed the merger of Belco Special Steels Private Limited (BSSPL) and Parkash Multimetals Private Limited (PMPL) with our Company, through a scheme of amalgamation. As a result of this consolidation, the business of BSSPL is now our Rolling Mill Division, while PMPLs operations are part of our SMS and Foundry Division and following the amalgamation, the entity is rebranded as BLEL i.e., Behari Lal Engineering Limited.

The aforementioned factors have led to our consistent financial performance. Set out in this paragraph are details of our revenue and profitability based on our Restated Financial Statements. Our revenue from operations grew at a CAGR of 4.75% between Fiscal 2023 and Fiscal 2025. Our revenue from operations Fiscal 2025, Fiscal 2024 and Fiscal 2023, was Rs. 5,079.12 million, Rs. 4,460.84 million and Rs. 4,629.28 million, respectively. Our profit after tax grew at a CAGR of 35.59% between Fiscal 2023 and Fiscal 2025. Our profit after tax for Fiscal 2025, Fiscal 2024 and Fiscal 2023 was Rs. 529.51 million, Rs. 357.91 million and Rs. 288.01 million, respectively. For further details of our revenue from operations and profit after tax, see ‘Managements Discussion and Analysis of Financial Condition and Results of Operation - Our Results of Operations on page 470.

PRINCIPAL FACTORS AFFECTING OUR FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Our results of operations have been, and will be, affected by many factors, some of which are beyond our control. The following is a discussion of certain factors that have had, and will continue to have, a significant effect on our financial condition and results of operations:

Retaining our existing customers and augmenting our customer base

Our ability to grow our business requires us to (i) retain our customers; (ii) deepen our relationship with our existing customers; and (iii) expand our customer base. We continually engage with our customers to understand their requirements better to be able to meet their expectations. We have a strong track record of customer retention, with several longstanding relationships and consistent repeat orders. Our ability to adhere to stringent quality standards and specifications, demonstrated capabilities in engineering, manufacturing and process optimization and our diversified product portfolio catering to varied application industries are key factors that help us maintain long term relationships with our customers. Our established long standing relationships are demonstrated by the fact that we have been catering to some of our customers for 10 years or more. Set out in the table below is the duration of our relationship with some of the customers.

Sr. No.	Customer	Industry	Duration of relationship
1.	Kashmir Ispat	Infrastructure	11 years
2.	Jai Balaji Industries Ltd	Infrastructure	10 years
3.	MSP Steel & Power Limited	Infrastructure	10 years
4.	SRMB Srijan Pvt. Ltd.	Infrastructure	9 years
5.	Maithan Steel & Power	Infrastructure	9 years
6.	Vardhman Special Steels Limited	Automobiles	9 years
7.	Propel Industries Private Limited	Aggregate Crusher Manufacturer	9 years
8.	Laxcon Steels Ltd	Automobiles	9 years
9.	SPS Steel Rolling Mills	Infrastructure	8 years
10.	JB Rolling Mills Limited	Infrastructure	6 years

Our long-term relationship with our customers and the repeat orders received from our customers is a testament to the quality of our product offerings. Set out below is our revenue from operations from our repeat customers during Fiscal 2025, Fiscal 2024 and Fiscal 2023, based on our Restated Financial Statements.

Particulars	Fiscal 2025		Fiscal 2024		Fiscal 2023
	Revenue from repeat customers (in Rs. million)	As a % of revenue from operations	Revenue from repeat customers (in Rs. million)	As a % of revenue from operations	Revenue from repeat customers (in Rs. million)	As a % of revenue from operations
Revenues from repeat customers	4,372.98	86.10	3,570.50	80.04	3,647.83	78.80

Our continued growth will be dependent on our ability to retain and deepen our relationship with our existing customers and expand our customer base. Further, set out in the table below are the details of customers who we have retained over the financial periods set out below:

	As of and for the financial year ended
	March 31, 2025	March 31, 2024	March 31, 2023
No. of customers retained from the previous financial period	378	366	270
% of customers retained from the preceding financial period	63.42	62.56	47.37

Robust overlapping manufacturing processes which enable high capacity utilisation

Our Manufacturing Facility comprises 2 manufacturing units in Mandi Gobindgarh, Punjab which are spread across 790,000 square feet (approx.) with a combined installed capacity of 119,464 MT, comprising finished steel processing capacity of 54,464 MT and rolling mill capacity of 65,000 MT.

Our Manufacturing Facilities are equipped with advanced capabilities to design, develop and manufacture our product portfolio. Our Manufacturing Facilities are equipped with sophisticated equipment and machinery that enables us to produce high quality products and meet specific product requirements of our customers. We have sought to automate many of our manufacturing processes by implementing manufacturing execution systems to increase the overall production efficiency and shorten production while ensuring the integrity and quality of our products. The automation of processes has also helped in reducing downtime and idle time which boosts production efficiency.

According to CRISIL, many of our competitors focus on a single product i.e. rounds, engineering casting or metal rolls. Our Manufacturing Facility, though, is geared towards catering to multiple overlapping processes and our operations are geared towards catering to our diverse product mix. Our focus on a distinctive product mix and our overlapping manufacturing and machining processes facilitate optimum utilisation of our resources and higher delivery efficiency. The benefit of our overlapping processes is demonstrated by our high capacity utilisation. Set out below are the details of our actual production and capacity utilization during Fiscal 2025, Fiscal 2024 and Fiscal 2023, based on our Restated Financial Statements:

Particulars	Capacity details	SMS and Foundry Division	Rolling Mill Division	Total
As of and for the financial year ended March 31, 2025	Installed capacity (in MT)	54,464	65,000	1,19,464
	Actual production (in MT)	50,526	57,353	1,07,879
	Capacity utilisation (%)	92.77	88.24	90.30
As of and for the financial year ended March 31, 2024	Installed capacity (in MT)	35,589	65,000	1,00,589
	Actual production (in MT)	30,418	55,559	85,977
Particulars	Capacity details	SMS and Foundry Division	Rolling Mill Division	Total
	Capacity utilisation (%)	85.47	85.48	85.47
As of and for the financial year ended March 31, 2023	Installed capacity (in MT)	36,129	65,000	1,01,129
	Actual production (in MT)	33,141	43,461	76,602
	Capacity utilisation (%)	91.73	66.86	75.75

Managing our operating expenses

Cost of materials consumed is the most significant aspect of our expenses and we also maintain inventories commensurate with the scale of our operations. Further, given the nature of our operations our manufacturing expenses and employee benefits expense are important elements of our total expenses. Set out below are details of our cost of goods sold, manufacturing expenses and employee benefits expense, for Fiscal 2025, Fiscal 2024 and Fiscal 2023, based on our Restated Financial Statements.

Particulars	Fiscal 2025		Fiscal 2024		Fiscal 2023
	Amount (in Rs. million)	As a % of total expenses	Amount (in Rs. million)	As a % of total expenses	Amount (in Rs. million)	As a % of total expenses
Cost of materials consumed	2,716.46	60.78	2,745.21	68.62	3,236.52	75.4
Cost of goods sold* (CoGS)	2,882.98	64.51	2,847.32	71.18	3,270.99	76.20
Manufacturing expenses	993.62	22.23	762.67	19.06	666.89	15.54
Employee benefits expense	326.14	7.3	187.29	4.68	165.74	3.86
Other operating costs**	147.11	3.29	92.46	2.31	77.56	1.81
Total operating costs ***	4,057.94	90.79	3,736.68	93.41	4,080.94	95.08

* Cost of goods sold is the sum of cost of material consumed, purchase of stock in trade and change in inventories of finished goods and work in progress.

** Other operating costs include administration, marketing, selling and distribution expenses.

*** Total operating cost excludes finance cost and depreciation.

Further, set out below are details of our cost of materials consumed, CoGS and total operating cost, as a percentage of our revenue from operations in Fiscal 2025, Fiscal 2024 and Fiscal 2023, based on our Restated Financial Statements.

Particulars	Amount (Rs. million)	% of revenue from operations	Amount (Rs. million)	% of revenue from operations	Amount (Rs. million)	% of revenue from operations
Cost of materials consumed	2,716.46	53.48	2,745.21	61.54	3,236.52	69.91
CoGS	2,882.98	56.76	2,847.32	63.83	3,270.99	70.66
Particulars	Amount (Rs. million)	% of revenue from operations	Amount (Rs. million)	% of revenue from operations	Amount (Rs. million)	% of revenue from operations
Total operating costs	4,057.94	79.89	3,736.68	83.77	4,080.94	88.15

* Cost of goods sold is the sum of cost of material consumed, purchase of stock in trade and change in inventories of finished goods and work in progress.

*** Total operating cost excludes finance cost and depreciation.

As can be noticed above, we have succeeded in consistently reducing the cost of materials consumed, CoGS, and total operating costs as a percentage of our revenue from operations including by improving our operating efficiencies through steps such as backward integration by increasing our furnace capacity which enables us to manufacture ingots which is one of our key raw materials, adopting ERP and CRM for integrated operations, preventive maintenance of plant and machinery, cross-department resource sharing and using dashboards for realtime monitoring. As a manufacturing entity, our cost of material consumed and CoGS will continue to be essential aspects of operating expenses and, consequently, our total costs. Therefore, managing our operating costs will be a key determinant of our profitability.

Competition

We operate in a competitive industry which is a highly competitive business environment. For further details, see "Our Business -Competition on page 325. Some of our key competitors include entities such as Jailaxmi Casting & Alloys Pvt. Ltd., Jayaswal Neco Industries Ltd, Vardhman Special Steel Ltd., Bharat Roll Industry Pvt. Ltd., Kennametal India Ltd, Peekay Steel Castings (P) Ltd., AIA Engineering Limited, Steelcast Limited, IFGL Refractories Ltd and RHI Magnesita India Ltd. For further details, see ‘Our Business - Competition on page 325.

Some of our competitors may have certain advantages, including greater financial, technical and, or, marketing resources, which could enhance their ability to finance growth, fund future expansion, and, or, operate in more diversified geographies. Some of our key competitive advantages include overlapping manufacturing processes, our large product portfolio catering to diverse application industries, our approvals from customers which according to CRISIL acts as an entry barrier and our legacy and experience of operating in the steel industry in India. In addition to our strengths, to remain competitive in the market we must, inter alia, successfully execute our growth strategies, continuously strive to reduce our costs and improve our operating efficiencies.

Demandfor steel

Our operations are dependent on the general demand for steel. According to CRISIL, the domestic steel demand has logged a significant 8% CAGR between Fiscals 2020 and 2024. In Fiscal 2021, the industry saw a 5.3% on- year decline in demand due to the pandemic. Demand rebounded in Fiscal 2022, growing 11.4% on-year, with a revival of industrial activities, release of pent-up demand and growth inducement in key end-use sectors. Further, steel demand grew 13.4% to 136.3 MT in Fiscal 2024 from 100.2 million tonne (MT) in Fiscal 2020, owing to the aggregate effect of growth in the end-use sectors of steel — such as automobile, infrastructure and construction — and the market volatility faced during the pandemic. The increase in demand is expected to accelerate at a CAGR of ~8-10% by fiscal 2030, rising to 220-240 MT.

According to CRISIL, Building and construction (B&C), infrastructure and engineering, and packaging sectors make up ~90% of the aggregate demand for finished steel; B&C has the largest share. Infrastructure projects, housing and construction sectors are expected to spearhead the growth in steel demand between Fiscals 2025 and 2030. Projects such as the Pradhan Mantri Awas Yojana (PMAY) and the National Infrastructure Pipeline (NIP) will help sustain the growth momentum. The infrastructure sector is poised to be a significant driver of domestic steel demand; it currently accounts for approximately 30% of the demand. Over the next five years, this sector is expected to log a CAGR of around 11%.

Further, according to CRISIL, the government has introduced schemes such as PLI, which provides various incentives to industries such as specialty steel, electronics, automobiles, which are end-users for the steel sector. As per the PLI scheme, an incentive outlay of Rs 1.97 lakh crore (equivalent to over $26 billion) is underway for 14 key sectors to enhance the countrys manufacturing capabilities and exports. This scheme, which will benefit many sectors in India, is also expected to increase demand for steel and, in particular stainless steel. For example, with automobile companies looking to reduce the weight of their vehicles by substituting conventional steel with other types of materials such as stainless steel, the demand for stainless steel is expected to increase, benefiting the domestic stainless steel manufacturing industry. Further, in calendar year 2017, the government introduced

National Steel Policy (NSP), which aims to increase steel production in India to 300 million tonne by 2030 from ~178 million tonne as of 2024.

We cater to the various sectors that are expected to benefit from the growth in demand as mentioned above. Set out below is our revenue from operations from our end-user industries during Fiscal 2025, Fiscal 2024 and Fiscal 2023, based on our Restated Financial Statements:

Particulars	Fiscal 2025		Fiscal 2024		Fiscal 2023
	Revenue (in Rs. million)	As a % of revenue from operations	Revenue (in Rs. million)	As a % of revenue from operations	Revenue (in Rs. million)	As a % of revenue from operations
Aggregate Crusher Manufacturer	894.31	17.61	747.32	16.75	608.36	13.14
Automobiles	2,475.88	48.75	2,480.73	55.61	3,034.47	65.55
Engineering - Industrial Equipment	666.85	13.13	209.81	4.71	76.73	1.66
Infrastructure	939.98	18.51	906.81	20.33	845.28	18.26
Others*	102.1	2.00	116.17	2.60	64.44	1.39
Total	5,079.12	100.00	4,460.84	100.00	4,629.28	100.00

* ‘Others includes aerospace and defence, cement, and thermal power plants.

Therefore, consistent growth in the demand for steel and steel products is a key aspect of our growth prospects.

MATERIAL ACCOUNTING POLICIES, CRITICAL ACCOUNTING ESTIMATES AND JUDGEMENTS

I. Basis of preparation of restated financial statements

The Restated Statement of Assets and Liabilities as at March 31, 2025, March 31, 2024 and March 31, 2023, the Restated Statement of Profit and Loss (including Other Comprehensive Income), the Restated Statement of Cash Flows and the Restated Statement of Changes in Equity for each of the years ended March 31, 2025, March 31, 2024 and March 31, 2023 and the statement of material accounting policies and other explanatory information of Behari Lal Engineering Limited (formerly known as Behari Lal Engineering Private Limited) (formerly known as Behari Lal Ispat Private Limited) (collectively, the "Restated Financial Statements").

These Restated Financial Statements have been prepared by the Company for the purpose of inclusion in the Draft Red Herring Prospectus ("DRHP") proposed to be filed by the Company with the Securities and Exchange Board of India ("SEBI"), BSE Limited and National Stock Exchange of India Limited (collectively, the "Stock Exchanges") in connection with the proposed initial public offering of equity shares of face value of Rs. 10 each of the Company (the "Offer"), which comprises a fresh issue of equity shares and an offer for sale by certain existing shareholders of the Company. The Restated Financial Statements have been prepared in accordance with the requirements of:

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

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

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

(d) The E-mail dated August 25, 2025 received from Book Running Lead Managers ("BRLMs"), which confirms that based on the email dated October 28, 2021 from Securities and Exchange Board of India ("SEBI") to Association of Investment Bankers of India ("SEBI Email"), the Company should prepare financial statements in accordance with Indian Accounting Standards (Ind AS) for all the three years.

These Restated Financial Statements have been compiled by the Management from:

(a) Audited financial statements of the Company as at and for the year ended March 31, 2025 prepared in accordance with the accounting principles generally accepted in India including the Indian Accounting Standards (Ind-AS) specified under Section 133 of the Act, read with Companies (Indian Accounting

Standards) Rules, 2015 (as amended) along with the presentation requirements of Division II of Schedule III to the Companies Act, 2013, (Ind-AS compliant Schedule III), as applicable, which was approved by the Board of Directors at their meeting held on September 8, 2025.

(b) Audited financial statements of the Company as at and for the year ended March 31, 2024 prepared in accordance with the accounting principles generally accepted in India including the Indian Accounting Standards (Ind-AS) specified under Section 133 of the Act, read with Companies (Indian Accounting Standards) Rules, 2015 (as amended) along with the presentation requirements of Division II of Schedule III to the Companies Act, 2013, (Ind-AS compliant Schedule III), as applicable, which was approved by the Board of Directors at their meeting held on September 27, 2024 (the "March 2024 Financial Statements"); and

(c) Audited special purpose Ind AS financial statements of the Company as at and for the years ended March 31, 2023, which were prepared by the Company after taking into the consideration the requirements of the SEBI Email and were approved by the Board of Directors at their meeting held on September 8, 2025 (the "Special Purpose Financial Statements").

In March 2024 Financial Statements, year ended March 31, 2024 is the ‘first time reporting period, for first time adoption of Indian Accounting Standard (Ind-AS) - notified under the Companies (Indian Accounting Standards) Rules, 2015 (as amended) and accordingly April 01, 2022 is the transition date for preparation of its March 2024 Financial Statements as at and for the year ended March 31, 2024. The March 2024 Financial Statements, were the first financials, prepared in accordance with Ind-AS. Up to the Financial year ended March 31, 2023, the Company prepared its financial statements in accordance with accounting principles generally accepted in India, including the Companies (Accounting Standards) Rules, 2006 (as amended) specified under Section 133 of the Act, read with the Companies (Accounts) Rules, 2014 ("Indian GAAP") due to which the Special Purpose Ind AS Financial Statements were prepared to comply with the SEBI Email. The Indian GAAP statutory financial Statements for the year ended March 31, 2023 were approved by the Board of Directors at their meeting held on September 5, 2023 (the "Indian GAAP Financial Statements").

The Special Purpose Financial Statements have been prepared after making suitable adjustments to the accounting heads from their Indian GAAP values following accounting policies and accounting policy choices (both mandatory exceptions and optional exemptions availed as per Ind AS - 101) consistent with that used at the date of transition (April 01, 2022) and as per the presentation, accounting policies and grouping/classifications including revised Schedule III disclosures followed as at and for the year ended March 31, 2025 and pursuant to the SEBI Email.

The audited financial statements referred to in paragraph (a), (b) and (c) above together hereinafter referred as the, "Audited Financial Statements" unless otherwise stated.

The Restated Financial Statements are presented in Indian Rupee (INR) and all values are rounded to the nearest million (INR 000,000), except when otherwise indicated.

II. Functional and presentation currency

Items included in the Restated Financial Statements are measured using the currency of the primary economic environment in which the entity operates ("the functional currency"). The Restated Financial Statements are presented in Indian rupee (INR), which is Companys functional and presentation currency.

III. Basis of measurement

The restated financial statements have been prepared under the historical cost convention on accrual basis except for certain financial instruments which are measured at fair value.

Accounting policies have been consistently applied except where a newly issued accounting standard is initially adopted or revision to an existing accounting standard requires a change in the accounting policy hitherto in use.

The company has prepared the Restated Financial Statements on the basis that it will continue to operate as a going concern.

IV. Use of estimates and judgements

The preparation of restated financial statements, in conformity with Ind AS requires management to make estimates, judgements and assumptions. These estimates, judgements and assumptions affect the application of accounting policies and the reported amounts of assets and liabilities, the disclosures of contingent assets and liabilities at the date of the restated financial statements and reported amounts of revenues and expenses

during the period. The application of accounting policies that require critical accounting estimates involving complex and subjective judgements and use of assumptions in these restated financial statements have been disclosed in notes. Accounting estimates could change from period to period. Actual results could differ from those estimates. Appropriate changes in estimates are made as management become aware of changes in circumstances surrounding the estimates. Changes in estimates are reflected in the restated financial statements in the period in which changes are made, and if material, their effects are disclosed in the notes to the restated financial statements.

V. Current versus Non-current classification

The company 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 realized or intended to be sold or consumed in normal operating cycle.

a. Held primarily for the purpose of trading.

b. Expected to be realized within twelve months after the reporting period, or

c. 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 treated as current when:

a. It is expected to be settled in normal operating cycle.

b. It is held primarily for the purpose of trading.

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

d. There is no unconditional right to defer the settlement of the liability for at least twelve months after the reporting period.

The company classifies all other liabilities as non-current.

VI. Fair Value Measurement

Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The fair value measurement is based on the presumption that the transaction to sell the asset or transfer the liability takes place either:

(i) In the principal market for the asset or liability, or

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

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

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

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

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

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

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

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

Level 3 - Inputs are not based on observable market data (unobservable inputs). Fair values are determined in whole or in part using a valuation model based on assumptions that are neither supported by prices from observable current market transactions in the same instrument nor are they based on available market data.

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

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

This note summarizes accounting policy for fair value. Other fair value related disclosures are given in the relevant notes.

• Disclosures for valuation methods, significant estimates and assumptions

• Quantitative disclosures of fair value measurement hierarchy

• Investment in unquoted equity shares financial instruments

• Financial instruments

VII. Business combination under common control

The composite Scheme of Arrangement (‘Scheme) under section 230 to 232 and other applicable provisions of the Companies Act 2013 and the provisions of other applicable laws, amongst the Company M/s Behari Lal Engineering Limited (BLEL) (Formerly Known as Behari Lal Engineering Private Limited) (Formerly known as Behari Lal Ispat Private Limited) "Transferee Company", M/s Belco Special Steels Private Limited (BSSPL) "Transferor Company 1" and M/s Parkash Multimetals Private Limited (PMPL) "Transferor Company 2" and their respective shareholders and creditors ("Scheme").The Scheme has been approved by the Honble Chandigarh Bench (Court II) of National Company Law Tribunal ("NCLT") vide its order dated 22th August 2024, the certified copy of the NCLT order has been filled with Registrar of Companies, Chandigarh on 25th September 2024 and the Scheme has come into effect accordingly. The Scheme is effective from the Appointed Date i.e. 1 April, 2022. The effects of the Scheme have been incorporated in the financial statements for the year ended 31st March 2024.

Business combinations involving entities or businesses under common control are accounted for using the pooling of interest method. Under pooling of interest method, the assets and liabilities of the combining entities or businesses are reflected at their carrying amounts after making adjustments necessary to harmonize the accounting policies. The financial information in the restated financial statements in respect of prior periods is restated as if the business combination had occurred from the beginning of the preceding period in the restated financial statements, irrespective of the actual date of the combination. The identity of the reserves is preserved in the same form in which they appeared in the restated financial statements of the transferor and the difference, if any, between the amount recorded as share capital issued plus any additional consideration in the form of cash or other assets and the amount of share capital of the transferor is transferred to capital reserve.

VIII. Property, plant and equipment

On transition to Ind AS, the company has adopted optional exception under Ind AS 101 to continue with the carrying value for all of its Property, Plant and Equipment as recognized in the restated financial statements as at the date of transition to Ind AS, measured as per the previous GAAP and used that as its deemed cost.

All items of property, plant and equipment are stated at cost less accumulated depreciation and impairment if any. Freehold land is stated at cost and not depreciated. The Cost of an item of Property, Plant and Equipment comprises:

> Its purchase price net of recoverable taxes wherever applicable and any attributable expenditure (directly or indirectly) for bringing the asset to its working condition for its intended use.

> Subsequent expenditures relating to property, plant and equipment is capitalized only when it is probable that future economic benefits associated with these will flow to the Company and the cost of the item can be measured reliably.

> Initial estimate of the costs of dismantling and removing the item and restoring the site on which it is located, if any, the obligation for which an entity incurs either where the item is acquired or as a

consequence of having used the item during a particular period for purposes other than to produce inventories during that period.

Depreciation on property, plant and equipment has been provided on the written down value method as per the useful life prescribed in Schedule II to the Companies Act, 2013 except the following cases:

Depreciation is calculated on pro-rata basis from the date of installation till the date the asset is sold or discarded.

Advances paid towards the acquisition of property, plant and equipment outstanding at each balance sheet date is classified as capital advances under other non-current assets and the cost of assets not put to use before such date are disclosed under Capital work-in-progress. The depreciation method, useful lives and residual value are reviewed periodically and at the end of each reporting period.

IX. Intangible Assets

Intangible assets are stated at cost less accumulated amount of amortisation and impairment if any. Intangible assets are amortised over their respective individual estimated useful lives on a straight-line basis, from the date that they are available for use. The estimated useful life of an identifiable intangible asset is based on a number of factors including the effects of obsolescence etc. The amortization method, estimated useful lives are reviewed periodically and at end of each reporting period.

X. Impairment of Non-financial assets

The impairment assessment for all assets is made at each reporting date to determine whether there is an indication that previously recognised impairment losses no longer exist or have decreased. If such indication exists, the Company estimates the assets or CGUs recoverable amount. A previously recognised impairment loss is reversed only if there has been a change in the assumptions used to determine the assets recoverable amount since the last impairment loss was recognised. The reversal is limited so that the carrying amount of the asset does not exceed its recoverable amount, nor exceed the carrying amount that would have been determined, net of depreciation, had no impairment loss been recognised for the asset in prior years. Such reversal is recognised in the statement of profit or loss.

XI. Inventories

Raw materials and stores, work in progress, traded and finished goods are stated at the lower of cost and net realisable value. Cost of raw materials and stores is computed on FIFO basis plus direct expenditure, Cost of work in progress and finished goods comprises direct materials, direct labour and an appropriate proportion of variable and fixed overhead expenditure, the latter being allocated on the basis of normal operating capacity. Cost of inventories also include all other costs incurred in bringing the inventories to their present location and condition. Costs of purchased inventory are determined after deducting rebates and discounts. Net realizable value is the estimated selling price in the ordinary course of business less the estimated costs of completion and the estimated costs necessary to make the sale.

XII. Borrowing costs

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

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

XIII. Provisions, Contingent liabilities and Contingent Assets

461

Category	Useful Life
Plant and Machinery and Solar Power Plant	20 to 40 years
Office Equipment	5 to 10 years
Electrical Installation	10 to 20 years
Lab Equipment and Spectrometer	10 to 20 years

Provisions are recognised when the Company has a present legal or constructive obligation as a result of past events, it is probable that an outflow of resources will be required to settle the obligation and the amount can be reliably estimated. Provisions are not recognised for future operating losses.

Provisions are measured at the present value of managements best estimate of the expenditure required to settle the present obligation at the end of the reporting period. A present obligation that arises from past events where it is neither probable that an outflow of resources will be required to settle nor a reliable estimate of the amount cannot be made, is disclosed as a contingent liability. Contingent liabilities are also disclosed when there is a possible obligation arising from past events, the existence of which will be confirmed only by the occurrence or non - occurrence of one or more uncertain future events not wholly within the control of the Company. Contingent assets are not recognized in restated financial statements since this may result in the recognition of income that may never be realised. However, when the realisation of income is virtually certain, then the related asset is not a contingent asset and is recognised.

XIV. Foreign currency translation

Items included in the restated financial statements of each of the Companys entities are measured using the currency of the primary economic environment in which the entity operates (‘the functional currency). The restated financial statements are presented in Indian rupee (Rs.), which is Companys functional and presentation currency.

Foreign currency translations are translated into the functional currency using the exchange rates at the dates of the transactions. Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation of monetary assets and liabilities denominated in foreign currencies at year end exchange rates are generally recognized in profit or loss.

XV. Revenue recognition

(i) Revenue from sale of goods and services

The Company has adopted Indian Accounting Standard 115 (Ind AS 115) - ‘Revenue from contracts with customers.

Revenue from sale of products is recognized upon transfer of control to customers. Revenue is measured at the amount of consideration which the Company expects to be entitled to in exchange for transferring distinct goods to a customer as specified in a contract, excluding amounts collected on behalf of third parties (for example, taxes and duties collected on behalf of the Government). A receivable is recognized upon satisfaction of performance obligations as per the Contracts.

"To determine whether to recognise revenue, the Company follows a 5-step process:

1. Identifying the contract with a customer

2. Identifying the performance obligations

3. Determining the transaction price

4. Allocating the transaction price to the performance obligations

5. Recognising revenue when/as performance obligation(s) are satisfied."

Use of significant Judgements in Revenue Recognition

Judgement is required to determine the transaction price for the contract. The transaction price could be either a fixed amount of consideration or variable consideration with elements such as volume discounts, price concessions, incentives etc. The estimated amount of variable consideration is adjusted in the transaction price only to the extent that is highly probable that a significant reversal in the amount of cumulative revenue recognised will not occur and is reassessed at the end of each reporting period.

The Company assesses its revenue arrangements against specific recognition criterias like exposure to the significant risks and rewards associated with the sale of goods. When deciding the most appropriate basis for presenting revenue or costs of revenue, both the legal form and substance of the agreement between the Company and its customers are reviewed to determine each partys respective role in the transaction.

Contract Balances

a. Contract Assets

Revenue earned but not billed to customers against sale of goods and services is reflected as Contract assets because the receipt of consideration is conditional on Companys performance under the contract (i.e. transfer control of related goods or services to the customer). Upon completion and acceptance by the customer, the amount recognised as contract assets is reclassified to trade receivables.

Contract assets are subject to impairment assessment. Refer to the accounting policies on impairment of financial assets in Section XIX Financial instruments - initial recognition and subsequent measurement.

b. Trade Receivables

A receivable is recognised if 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 the accounting policies of financial assets in Section XIX Financial instruments - initial recognition and subsequent measurement.

(ii) Export incentives

The revenue in respect of export benefits is recognised on post export basis at the rate at which the entitlements accrued.

XVI. Other Income

Interest income is recognized on a time proportion basis taking into account the amount outstanding and the interest rate applicable.

Claims receivables on account of insurance are accounted for to the extent the Company is reasonably certain of their ultimate collection.

XVII. Income Tax

Income tax expense represents the sum of the tax currently payable and deferred tax.

Current tax

The tax currently payable is based on taxable profit for the period. Taxable profit differs from profit before tax as reported in the statement of profit and loss because of items of income or expense that are taxable or deductible in other years and items that are never taxable or deductible. The Companys current tax is calculated using tax rates that have been enacted or substantively enacted by the end of the reporting period.

Deferred tax

Deferred tax is recognised on temporary differences between the carrying amounts of assets and liabilities in the restated financial statements and the corresponding tax bases used in the computation of taxable profits. Deferred tax liabilities are recognised for all taxable temporary differences. Deferred tax assets are recognised for all deductible temporary differences and incurred tax losses to the extent that it is probable that taxable profits will be available against which those deductible temporary differences can be utilised. Such deferred tax assets and liabilities are not recognised if the temporary difference arises from the initial recognition (other than in a business combination) of assets and liabilities in a transaction that affects neither the taxable profit nor the accounting profit.

The carrying amount 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 liabilities and assets are measured at the tax rates that are expected to apply in the period in which the liability is settled or the asset is realised, based on tax rates (and tax laws) that have been enacted or substantively 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 Company expects, at the end of the reporting period, to recover or settle the carrying amount of its assets and liabilities.

Current and deferred tax for the period

Current and deferred tax are recognised in profit or loss, except when they relate to items that are recognised in other comprehensive income or directly in equity, in which case, the income taxes are also recognised in other comprehensive income or directly in equity respectively.

Goods and service taxes (GST) paid on acquisition of assets or on incurring expenses

Expenses and assets are recognised net of the amount of goods and service taxes paid, except:

- when the tax incurred on a purchase of assets or services is not recoverable from the taxation authority, in which case, the tax paid is recognised as part of the cost of acquisition of the asset or as part of the expense item, as applicable.

- when receivables and payables are stated with the amount of tax included.

The net amount of tax recoverable from, or payable to, the taxation authority is included as part of other current assets or liabilities in the balance sheet.

XVIII. Cash and cash equivalents

For the purpose of presentation in the statement of cash flows, cash and cash equivalents include cash in hand, demand deposits held with banks, other short-term highly liquid investments with original maturities of three months or less that are readily convertible to known amounts of cash and which are subject to an insignificant risk of changes in value, and bank overdrafts.

XIX. Financial instruments

Financial assets and financial liabilities are recognized when a Company becomes a party to the contractual provisions of the instruments.

Initial Recognition:

Financial assets and financial liabilities are initially measured at fair value. Transaction costs that are directly attributable to the acquisition or issue of financial assets and financial liabilities (other than financial assets and financial liabilities at fair value through profit or loss and ancillary costs related to borrowings) are added to or deducted from the fair value of the financial assets or financial liabilities, as appropriate, on initial recognition. Transaction costs directly attributable to the acquisition of financial assets or financial liabilities at fair value through profit or loss are recognised immediately in Statement of Profit and Loss.

Classification and Subsequent Measurement: Financial Assets

The Company classifies financial assets as subsequently measured at amortised cost, fair value through other comprehensive income ("FVOCI") or fair value through profit or loss ("FVTPL") on the basis of following:

• The entitys business model for managing the financial assets and

• The contractual cash flow characteristics of the financial asset.

Amortised Cost:

A financial asset shall be classified and measured at amortised cost if both of the following conditions are met:

• The financial asset is held within a business model whose objective is to hold financial assets 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.

Fair Value through OCI:

A financial asset shall be classified and measured at fair value through OCI if both of the following

conditions are met:

• The financial asset is held within a business model whose objective is achieved by both collecting contractual cash flows and selling financial assets 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.

Fair Value through Profit or Loss:

A financial asset shall be classified and measured at fair value through profit or loss unless it is measured at

amortized cost or at fair value through OCI.

All recognized financial assets are subsequently measured in their entirety at either amortized cost or fair

value, depending on the classification of the financial assets.

Investment in Equity Shares:

Investments in equity instruments are classified as at FVTPL, unless the Company irrevocably elects on initial recognition to present subsequent changes in fair value in other comprehensive income for investments in equity instruments which are not held for trading.

Dividends on equity investments are recognised in the Statement of Profit and Loss when the right of payment has been established.

Classification and Subsequent Measurement: Financial liabilities:

The measurement of financial liabilities depends on their classification, as described below:

Financial Liabilities at FVTPL:

Financial liabilities are classified as at FVTPL when the financial liability is held for trading or are designated upon initial recognition as FVTPL:

Gains or Losses on liabilities held for trading are recognized in the Statement of Profit and Loss.

Financial liabilities at amortized cost:

After initial recognition, interest-bearing loans and borrowings are subsequently measured at amortised cost using the EIR method. Gains and losses are recognised in Statement of Profit and Loss when the liabilities are derecognised as well as through the EIR amortisation process. Amortised cost is calculated by taking into account any discount or premium on acquisition and fees or costs that are an integral part of the EIR. The EIR amortisation is included as finance costs in the Statement of Profit and Loss. This category generally applies to borrowings

Impairment of financial assets:

Financial assets, other than those at FVTPL, are assessed for indicators of impairment at the end of each reporting period. The Company assesses on a forward looking basis the expected credit losses associated with its assets. The impairment methodology applied depends on whether there has been a significant increase in credit risk.

In case of trade receivables, the Company follows the simplified approach permitted by Ind AS 109 - Financial Instruments for recognition of impairment loss allowance. The application of simplified approach does not require the Company to track changes in credit risk. The Company calculates the expected credit losses on trade receivables using a provision matrix on the basis of its historical credit loss experience.

Derecognition of financial instruments:

The Company derecognizes a financial asset when the contractual rights to the cash flows from the asset expire, or when it transfers the financial asset and substantially all the risks and rewards of ownership of the asset to another party. If the Company neither transfers nor retains substantially all the risks and rewards of ownership and continues to control the transferred asset, the Company recognizes its retained interest in the asset and an associated liability for amounts it may have to pay. If the Company retains substantially all the risks and rewards of ownership of a transferred financial asset, the Company continues to recognise the financial asset and also recognizes a collateralized borrowing for the proceeds received.

A financial liability is derecognized when the obligation specified in the contract is discharged or cancelled or expires.

Compound financial instruments

The liability component of a compound financial instrument is recognised initially at fair value of a similar liability that does not have an equity component. The equity component is recognised initially as the difference between the fair value of the compound financial instrument as a whole and the fair value of the liability component. Any directly attributable transaction costs are allocated to the liability and the equity components, if material, in proportion to their initial carrying amounts.

Subsequent to the initial recognition, the liability component of a compound financial instrument is measured at amortised cost using the effective interest rate method. The equity component of a compound financial instrument is not re-measured subsequent to initial recognition except on conversion or expiry.

Offsetting financial instruments

Financial assets and liabilities are offset and the net amount is reported in the balance sheet where there is a legally enforceable right to offset the recognised amounts and there is an intention to settle on a net basis or realise the asset and settle the liability simultaneously.

XX. Leases

The Company as a lessee

At the date of commencement of the lease, the Company 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.

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.

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 liabilities are remeasured with a corresponding adjustment to the related right of use asset if the Company changes its assessment if whether it will exercise an extension or a termination option.

Lease liability and ROU asset have been separately presented in the Balance Sheet and lease payments have been classified as financing cash flows.

Short-term leases and leases of low-value assets

The Company has elected not to recognise right-of-use assets and lease liabilities for short term leases of all assets that have a lease term of 12 months or less and leases of low-value assets. The Company recognizes the lease payments associated with these leases as an expense on a straight-line basis over the lease.

XXI. Employee benefits

(i) Short term obligations

Liabilities for wages and salaries, short term compensated absence and ex-gratia including non-monetary benefits that are expected to be settled wholly within 12 months after the end of the period in which the employees render the related service are recognised in respect of employees services up to the end of the reporting period and are measured at the amounts expected to be paid when the liabilities are settled. The liabilities are presented as current employee benefits obligations in the balance sheet.

(ii) Post-employment obligations

The liability or asset recognised in the balance sheet in respect of defined benefit gratuity plans is the present value of the defined benefit obligations at the end of the reporting period less the fair value of plan assets (if any). The defined benefit obligation is calculated annually as per Valuation report given by Actuary on the basis of Guidance issued by The Actuarial Society of India.

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

Remeasurement gains and losses arising from experience adjustments and changes in actuarial assumptions are recognised in the period in which they occur, directly in other comprehensive income. They are included in retained earnings in the statement of changes in equity and in the balance sheet.

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

(iii) Defined contribution plans

The Company pays provident fund contributions to publicly administered provident funds as per local regulations. The Company has not further payment obligations once the contributions have been paid. The contributions are accounted for as defined contribution plans and the contributions are recognised as employee benefit expense when they are due.

XXII. Borrowings

Borrowings are initially recognised at fair value, net of transaction costs incurred. Borrowings are subsequently measured at amortised cost. Any difference between the proceeds (net of transaction costs) and

the redemption amount is recognised in profit or loss over the period of the borrowings using effective interest method. Fees paid on the establishment of loan facilities are recognised as transaction costs of the loan to the extent that it is probable that some or all of the facility will be drawn down. To the extent there is no evidence that it is probable that some or all of the facility will be drawn down, the fee is capitalised as a prepayment for liquidity services and amortised over the period of the facility to which it relates.

Borrowings are classified as current liabilities unless the Company has an unconditional right to defer settlement of the liability for at least 12 months after the reporting period. Where there is a breach of a material provision of a long-term loan arrangement on or before the end of the reporting period with the effect that the liability becomes payable on demand on the reporting date, the entity does not classify the liability as current, if the lender agreed, after the reporting period and before the approval of the restated financial statements for issue, not to demand payment as a consequence of the breach.

XXIII. Earnings per share

(i) Basic earnings per share

Basic earnings per share is calculated by dividing: The profit attributable to owners of the Company by the weighted average number of equity shares outstanding during the financial year, adjusted for bonus elements in equity shares issued during the year and excluding treasury shares

(ii) Diluted earnings per share

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

• The after-income tax effect of interest and other financing costs associated with dilutive potential equity shares, and

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

XXIV. Assets Held for Sale;

Non-current assets or disposal groups comprising of assets and liabilities are classified as ‘held for sale when all of the following criterias are met: (i) decision has been made to sell. (ii) the assets are available for immediate sale in its present condition. (iii) the assets are being actively marketed and (iv) sale has been agreed or is expected to be concluded within 12 months of the Balance Sheet date.

Subsequently, such non-current assets and disposal groups classified as held for sale are measured at the lower of its carrying value and fair value less costs to sell. Non-current assets held for sale are not depreciated or amortised.

In view of the management, the current assets (financial & other) have a value on realization in the ordinary course of business at least equal to the amount at which they are stated in the balance sheet.

XXV. Events occurring after balance sheet date

In case of a major adjusting event which has occurred after balance sheet date but before the date of approval of balance sheet and conditions for the same are existed at the end of the reporting period. The event is treated as adjusting event and the appropriate effect of the same is taken in all financial years reported.

XXVI. Government Grants

The government grants are recognised only when there is a reasonable assurance of compliance that conditions attached to such grants shall be complied with and it is reasonably certain that the ultimate collection will be made.

When the government grant relates to an asset, the asset is disclosed by deducting that grant in arriving at the carrying amount of that asset.

Government grants that compensate the Company for expenses incurred are recognised in the statement of profit and loss, as income or deduction from the relevant expense, on a systematic basis in the periods in which the expense is recognised.

XXVII. Material Prior Period Errors

Material prior period errors are corrected retrospectively by restating the comparative amounts for the prior periods presented in which the error occurred. If the error occurred before the earliest prior period presented, the opening balances of assets, liabilities and equity for the earliest prior period presented, are restated.

B. Critical Accounting Estimates and Judgements

1. Useful life of Property, Plant and Equipment and Intangible Assets:

Management reviews the useful lives of depreciable assets at each reporting date. As at every reporting period management assessed that the useful lives represent the expected utility of the assets to the Company. Further, there is no significant change in the useful lives of depreciable assets.

2. Defined Benefit Plans:

The cost of the defined benefit plan and other postemployment benefits and the present value of such obligation are determined using actuarial valuations. An actuarial valuation involves making various assumptions that may differ from actual developments in the future. These include the determination of the discount rate, future salary increases, mortality rates and future pension increases. Due to the complexities involved in the valuation and its long-term nature, a defined benefit obligation is highly sensitive to changes in these assumptions. All assumptions are reviewed at each reporting date.

XXVIII. Recent Accounting Pronouncements

Ministry of Corporate Affairs ("MCA") has notified amendments to the existing standards Ind AS 117 - Insurance Contracts and Ind AS 116 - Leases, relating to sale and lease back transactions, applicable from April 1, 2024. The Company has assessed that there is no significant impact on its financial statements.

NON-GAAP MEASURES

Earnings before Interest, Taxes, Depreciation and Amortization Expenses (EBITDA)/ EBITDA Margin/ Return on Capital Employed / Return on Equity / Inventory Turnover Ratio and Debt to Equity

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.

EBITDA, EBITDA Margin, Return on Capital Employed, Return on Equity, Inventory Turnover Ratio, and Debt to 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 year / period 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 Measures 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 Factors - Certain non-GAAP financial measures and certain other statistical information relating to our operations and financial performance like Earnings before interest, tax, depreciation and amortization expenses (EBITDA), EBITDA margin, return on capital employed (ROCE), return on equity (ROE), inventory turnover ratio and debt to equity, have been included in this Draft Red Herring Prospectus. These non-GAAP financial measures are not measures of operating performance or liquidity defined by Ind AS and may not be comparable on page 74.

PRINCIPAL COMPONENTS OF OUR STATEMENT OF PROFIT AND LOSS

Total Income

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

Revenue from operations

Our revenue from operations comprises revenue from (i) sale of products-domestic; (ii) sale of products-domestic- deemed export; (iii) sale of products-exports; (iv) sale-others and (v) other operating revenue such as sale of scrap, export benefits and job work income. The precision engineered components we manufacture comprise alloy steel products, metal rolls, engineering castings and forging ingots and forged shafts/blocks.

Set out below is a break-up of our revenue from operations.

Particulars	Fiscal 2025 (t million)	Fiscal 2024 (t million)	Fiscal 2023 (t million)
Sale of Products-Domestic	4,631.32	4,017.50	4,381.81
Sale of Products-Domestic-Deemed Export	31.94	11.19	18.70
Sale of Products-Exports	183.84	199.00	119.55
Sale-Others	78.74	68.25	32.58
Other operating revenues	153.28	164.90	76.64
Total	5,079.12	4,460.84	4,629.28

Further, set out below is a break-up of our revenue from our different product verticals based on our Restated Financial Statements.

Particulars	Fiscal 2025		Fiscal 2024		Fiscal 2023
	Revenue (t million)	% of revenue from operations	Revenue (t million)	% of revenue from operations	Revenue (t million)	% of revenue from operations
Alloy Steel Products	2,582.09	50.84	2,277.54	51.06	2,786.16	60.19
Metal Rolls	1,247.67	24.56	1,131.91	25.37	1,031.61	22.28
Engineering Castings	901.06	17.74	796.75	17.86	649.85	14.04
Forging Ingots and Forged Shafts / Blocks	116.28	2.29	21.49	0.48	52.44	1.13
Job Work Income	132.57	2.61	128.88	2.89	52.54	1.14
Others*	99.45	1.96	104.27	2.34	56.68	1.22
Total	5,079.12	100.00	4,460.84	100.00	4,629.28	100.00

*Others include high seas sales, trading sales etc.

Other income

Our other income comprises (i) interest income from banks, deposits and others; (ii) subsidy income; (iii) liabilities no longer required written back; (iv) commission income; (v) miscellaneous income; (vi) gain on sale of items of property, plant and equipment (net); (vii) discount received; (viii) bad debts recovered; (ix) -net gain on foreign currency transaction & translation; and (x) gain on sale of investment.

Total Expenses

Our total expenses comprise (i) cost of materials consumed; (ii) purchase of stock-in-trade; (iii) changes in inventories of finished goods, work in progress and stock in trade; (iv) employee benefits expenses; (v) finance costs; (vi) depreciation and amortization expenses; and (vii) other expenses.

Cost of materials consumed

Cost of materials consumed is computed as the sum of inventory at the beginning of the year and the inventory purchased during the year as reduced by inventory at the end of the year. The raw materials consumed include scrap, ferro alloys, ingot, and billet in different forms.

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

Changes in inventories of finished goods, work in progress and stock in trade is the difference between the opening cost of inventories of work-in-progress, finished goods and stock in trade and the closing cost of inventories of work-in-progress, finished goods and stock in trade and reflects the change in our inventories from the beginning

of the year to the end of the year.

Employee benefits expenses

Employee benefits expenses comprise salaries and wages (including bonus, gratuity and leave encashment), contribution to provident and other funds, workmen and staff welfare expenses.

Finance costs

Finance costs comprise interest expense on term loans, interest expense on working capital, interest expense on others i.e. interest incurred on bill discounting and unsecured loans, interest expense on dividend on redeemable preference shares and other borrowing costs.

Depreciation and amortisation expense

Depreciation and amortisation expenses comprises depreciation on property, plant and equipment, amortisation of intangible assets and depreciation on right-to-use assets.

Other expenses

Other expenses comprise (i) consumption of stores and spares; (ii) freight inward; (iii) conversion charges; (iv) repairs-plant & machinery; (v) power & fuel (net of subsidy); (vi) loading and unloading charges; (vii) audit fee; (viii) bank charges; (ix) expenditure on corporate social responsibility ; (x) allowance for expected credit loss and doubtful receivables; (xi) insurance; (xii) interest on taxes; (xiii) legal & professional charges; (xiv) loss on asset held for sale; (xv) miscellaneous expenses; (xvi) net loss on foreign currency transaction & translation; (xvii) penalty; (xviii) rent; (xix) repairs-buildings; (xx) repairs-vehicle; (xxi) repairs-others; (xxii) rates & taxes; (xxiii) rebates, discounts and ld charges; (xxiv) software expense; (xxv) security expense; (xxvi) sundry balances written off; (xxvii) travelling expense; (xxviii) outward freight, handling & other selling expenses; and (xxix) commission on sales.

Tax expenses

Tax expense comprises current tax, deferred tax charge / (credit), and adjustments of tax related to earlier years. OUR RESULTS OF OPERATIONS

Set out below are select financial data from our restated consolidated summary statement of profit and loss for Fiscal 2025, Fiscal 2024 and Fiscal 2023, the components of which are also expressed as a percentage of total income:

Particulars	Fiscal 2025		Fiscal 2024		Fiscal 2023
	(Rs. in million)	(% of Total Income)	(Rs. in million)	(% of Total Income)	(Rs. in million)	(% of Total Income)
INCOME
Revenue from operations	5,079.12	98.38	4,460.84	99.14	4,629.28	99.03
Other income	83.87	1.62	38.74	0.86	45.34	0.97
Total income	5,162.99	100.00	4,499.58	100.00	4,674.62	99.03
EXPENSES
Cost of materials consumed	2,716.46	52.61	2,745.21	61.01	3,236.52	69.24
Purchase of stock-in-trade	291.93	5.65	153.04	3.40	100.24	2.14
Changes in inventories of finished goods, work in progress and stock in trade	(125.41)	(2.43)	(50.93)	(113)	(65.77)	(141)
Employee benefits expenses	326.14	6.32	187.29	4.16	165.74	3.55
Finance costs	13.58	0.26	23.09	0.51	33.83	0.72
Depreciation and amortization expenses	105.91	2.05	87.58	1.95	77.36	1.65
Other expenses	1,140.75	22.09	855.11	19.00	744.45	15.93
Total expenses	4,469.36	86.57	4,000.39	88.91	4,292.37	91.82
Restated profit before tax	693.63	13.43	499.19	11.09	382.25	8.18
Tax expense
- Current tax	175.45	3.40	125.54	2.79	94.86	2.03
- Deferred tax (credit)/charge	(13.49)	(0.26)	15.58	0.35	(1.61)	(0.03)
- Adjustment of tax related to earlier years	2.16	0.04	0.16	0.00	0.99	0.02

 

Particulars	Fiscal 2025		Fiscal 2024		Fiscal 2023
	(Rs. in million)	(% of Total Income)	(Rs. in million)	(% of Total Income)	(Rs. in million)	(% of Total Income)
Total tax expenses	164.12	3.18	141.28	3.14	94.24	2.02
Restated profit for the year	529.51	10.26	357.91	7.95	288.01	6.16
Other comprehensive income / (loss)
- Items that will not be reclassified to profit or loss
- Remeasurement gain/(loss) of defined benefit obligation	(0.62)	(0.01)	0.75	0.02	2.40	0.05
- Income tax relating to items that will not be reclassified to profit or loss	0.16	0.00	(0.19)	0.00	(0.60)	(0.01)
Restated other comprehensive income/(loss) for the year	(0.46)	(0.01)	0.56	0.01	1.80	0.05
Restated total comprehensive income / (loss) for the year	529.05	10.25	358.47	7.97	289.81	6.20

FISCAL 2025 COMPARED TO FISCAL 2024 Income

Total Income

Our total income increased by 14.74% from t 4,499.58 million in Fiscal 2024 to t 5,162.99 million in Fiscal 2025, primarily due to an increase in our revenue from operations as discussed below.

Revenue from operations

Our revenue from operations increased by 13.86% from t 4,460.84 million in Fiscal 2024 to t 5,079.12 million in Fiscal 2025, primarily due to an increase (i) in sale of products - domestic from t 4,017.50 million in Fiscal 2024 to t 4,631.32 million in Fiscal 2025 due to increase in sale of goods from 82,042.18 MT in Fiscal 2024 and 89,103.48 MT in Fiscal 2025 and an increase in the sale of high value goods from t 1,991.60 million in Fiscal

2024 to t 2,308.47 million; (ii) sale of products-domestic-deemed export from t 11.19 million in Fiscal 2024 to t 31.94 million in Fiscal 2025; and (iii) sale-others from t 68.25 million in Fiscal 2024 to t 78.74 million in Fiscal 2025, which was partially offset by a decrease in (i) exports from t 199.00 million in Fiscal 2024 to t 183.84 million in Fiscal 2025; and (ii) other operating revenues from t 164.90 million Fiscal 2024 to t 153.28 million in Fiscal 2025 primarily due to a decrease in sale in scrap from t 30.24 million in Fiscal 2024 to t 14.44 million in Fiscal 2025 and job work income from t 128.88 million in Fiscal 2024 to t 126.43 million.

Other income

Our other income increased by 116.51% from t 38.74 million in Fiscal 2024 to t 83.87 million in Fiscal 2025, primarily due to an increase in (i) interest on bank deposits from t 5.12 million in Fiscal 2024 to t 29.48 million in Fiscal 2025 and (ii) government subsidy from t 21.60 million in Fiscal 2024 to t 38.64 million in Fiscal 2025.

Expense

Total Expense

Our total expenses increased by 11.72% from t 4,000.39 million in Fiscal 2024 to t 4,469.36 million in Fiscal 2025, due to the factors discussed below.

Cost of material consumed

Our cost of material decreased by 1.05% from t 2,745.21 million in Fiscal 2024 to t 2,716.46 million in Fiscal

2025 primarily due to a decrease in the consumption of raw materials viz., ingots and ferro alloy which was partially offset by an increase in the consumption of scrap. The aforesaid decrease was due to a reduction in overall raw material prices. In addition, with the increase in furnace melting capacity, we were able to procure more scrap and manufacture our own ingots at a lower cost, rather than sourcing them from the external market (which is also the reason behind less purchase of ingots/billets and more purchase of scrap). For instance, we manufactured 33,535 MT of ingot in Fiscal 2025 as compared to 16,796 MT of ingot in Fiscal 2024 which was being procured from outside.

Purchase of stock-in-trade

Our purchase of stock-in-trade increased by 90.75% from Rs. 153.04 million in Fiscal 2024 to Rs. 291.93 million in Fiscal 2025, commensurate with our increase with our increase in revenue.

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

The total change in inventory of finished goods and work in progress moved from Rs. (50.93) million in Fiscal 2024 to Rs. (125.41) million in Fiscal 2025 which was due to increase in production from 85,977 MT in Fiscal 24 to 107,880 MT in Fiscal 2025, and a change in our product mix with a focus on manufacturing more higher value grades require more processing time due to which our inventory increased. Also, due to the increase in production we manufactured ingots/billets from scrap rather than purchasing ingot/billets from the market, which also necessitated more processing time.

Employee benefits expense

Our employee benefits expense increased by 74.14% from Rs. 187.29 million in Fiscal 2024 to Rs. 326.14 million in Fiscal 2025 primarily due to an increase in salaries and wages (including bonus, gratuity and leave encashment) from Rs. 175.02 million in Fiscal 2024 to Rs. 307.70 million in Fiscal 2025 on account of an increase in our permanent employees and contract workers from 535 as on March 31, 2024 to 590 as on March 31, 2025, on account of inter alia higher production and processing requirements.

Finance Costs

Our finance costs decreased by 41.21% from Rs. 23.09 million in Fiscal 2024 to Rs. 13.58 million in Fiscal 2025 primarily due to a decrease in (i) dividend on redeemable Preference Shares from Rs. 1.96 million in Fiscal 2024 to Rs. (5.23) million in Fiscal 2025 on account of an Ind AS adjustment on the redemption of Preference Shares i.e. interest amount is recognised as finance cost; (ii) other interest expenses from Rs. 12.47 million in Fiscal 2024 to Rs. 7.93 million in Fiscal 2025 due to repayment of unsecured loans, and (iii) interest expenses on term loan from Rs. 1.52 million in Fiscal 2024 to Rs. 1.18 million in Fiscal 2025 due to repayment of loans.

Depreciation and amortization expense

Our depreciation and amortization expense increased by 20.93% from Rs. 87.58 million in Fiscal 2024 to Rs. 105.91 million in Fiscal 2025 primarily due to an increase in depreciation on plant and machinery on account of addition of machinery in Fiscal 2025.

Other expenses

Our expenses increased by 33.40% from Rs. 855.11 million in Fiscal 2024 to Rs. 1,140.75 million in Fiscal 2025 primarily due to an increase in (i) consumption of stores and spares from Rs. 402.30 million in Fiscal 2024 to Rs. 527.07 million in Fiscal 2025; (ii) consumption of power & fuel from Rs. 236.82 million in Fiscal 2024 to Rs. 326.98 million in Fiscal 2025; (iii) freight inward charges from Rs. 24.54 million in Fiscal 2024 to Rs. 42.73 million in Fiscal 2025; (iv) outward freight, handling & other selling expenses from Rs. 32.43 million in Fiscal 2024 to Rs. 53.30 million in Fiscal 2025, and (v) conversion charges from Rs. 69.18 million in Fiscal 2024 to Rs. 73.72 million in Fiscal 2025.

Profit before tax

As a result of the factors outlined above, our profit before tax increased by 38.95% from Rs. 499.19 million in Fiscal 2024 to Rs. 693.63 million in Fiscal 2025.

Tax expense

Our tax expense increased by 16.17% from Rs. 141.28 million in Fiscal 2024 to Rs. 164.12million in Fiscal 2025 primarily due to an increase in current tax from Rs. 125.54 million in Fiscal 2024 to Rs. 175.45 million in Fiscal 2025. This was partially offset by a shift from a deferred tax charge of Rs. 15.58 million in Fiscal 2024 to a deferred tax credit of Rs. 13.49 million in Fiscal 2025.

Profit for the year

As a result of the foregoing, our profit after tax increased by 47.95% from Rs. 357.91 million in Fiscal 2024 to Rs. 529.51 million in Fiscal 2025.

FISCAL 2024 COMPARED TO FISCAL 2023

Income

Total Income

Our total income decreased by 3.74% from Rs. 4,674.62 million in Fiscal 2023 to Rs. 4,499.58 million in Fiscal 2024,

primarily due to a decrease in our revenue from operations as discussed below.

Revenue from operations

Our revenue from operations decreased by 3.64% from t 4,629.28 million in Fiscal 2023 to t 4,460.84 million in Fiscal 2024, primarily due to a decrease in (i) sale of domestic products from t 4,381.81 million in Fiscal 2023 to t 4,017.50 million in Fiscal 2024; (ii) sale of domestic products (deemed exports) from t 18.70 million in Fiscal

2023 to t 11.19 million in Fiscal 2024. The aforementioned decrease was partially offset by an increase in (i) sale of products-exports from t 119.55 million in Fiscal 2023 to t 199.00 million in Fiscal 2024; (ii) other sales from t 32.58 million in Fiscal 2023 to t 68.25 million in Fiscal 2024; (iii) job work income from t 52.54 million in Fiscal 2023 to t 128.88 million in Fiscal 2024 and (iv) sale of scrap from t 21.96 million in Fiscal 2023 to t 30.24 million in Fiscal 2024. The decrease in the sale of domestic products was on account of decrease in the prices of base steel. The decrease in the price of base steel was partially offset by an increase in sales quantity which increased from 69,084.00 MT in Fiscal 2023 to 82,042 MT in Fiscal 2024.

Other income

Our other income decreased by 14.56% from t 45.34 million in Fiscal 2023 to t 38.74 million in Fiscal 2024, primarily due to a decrease in (i) subsidy income from t 34.79 million in Fiscal 2023 to t 21.60 million in Fiscal 2024, and (ii) commission income from t 4.34 million in Fiscal 2023 to nil in Fiscal 2024.

Expense

Total Expense

Our total expenses decreased by 6.80% from t 4,292.37 million in Fiscal 2023 to t 4,000.39 million in Fiscal 2024, due to the reasons discussed below.

Cost materials consumed

Our cost of material consumed decreased by 15.18% from t 3,236.52 million in Fiscal 2023 to t 2,745.21 million in Fiscal 2024 which was commensurate with the decrease in our revenue from operations. The aforementioned decrease was due to a decrease in raw material prices by around 20-30% from Fiscal 2023 to Fiscal 2024. The difference in decrease of cost of materials consumed was partially offset by an increase in production from 76,602 MT in Fiscal 2023 to 85,977 MT in Fiscal 2024 which necessitated an increase in raw materials.

Purchase of stock-in-trade

Our purchase of stock-in-trade increased by 52.67% from t 100.24 million in Fiscal 2023 to t 153.04 million in Fiscal 2024.

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

Our inventory of finished goods, work in progress and stock in trade moved from t (65.77) million in Fiscal 2023 to t (50.93) million in Fiscal 2024 which was due to increase in production from 76,602 MT in Fiscal 2023 to 85,977 MT in Fiscal 2024 which necessitated an increase in raw materials and a change in our product mix with a focus on manufacturing more higher value grades require more processing time due to which our inventory increased.

Employee benefits expense

Our employee benefits expense increased by 13.00% from t 165.74 million in Fiscal 2023 to t 187.29 million in Fiscal 2024 primarily due to an increase in our salaries and wages (including bonus, gratuity and leave encashment) from t 154.65 million in Fiscal 2023 to t 175.02 million in Fiscal 2024 on account of an increase in the number of permanent employees from 465 on March 31, 2023 to 535 on March 31, 2024 to cater to higher production and processing requirements necessitating higher number of employees.

Finance Costs

Our finance costs decreased by 31.75% from t 33.83 million in Fiscal 2023 to t 23.09 million in Fiscal 2024 primarily due to a decrease in interest expenses from t 24.31 million in Fiscal 2023 to t 12.47 million in Fiscal

2024 pursuant to repayment of term loans and unsecured loans and utilisation of own reserves.

Depreciation and amortization expense

Our depreciation and amortization expense increased by 13.21% from t 77.36 million in Fiscal 2023 to t 87.58 million in Fiscal 2024 primarily due to the purchase of additional machinery in Fiscal 2024.

Other expenses

Our expenses increased by 14.86% from t 744.45 million in Fiscal 2023 to t 855.11 million in Fiscal 2024 primarily due to an increase in (i) consumption of stores and spares from t 320.61 million in Fiscal 2023 to t 402.30 million in Fiscal 2024; (ii) power & fuel expenses from t 211.76 million in Fiscal 2023 to t 236.82 million in Fiscal 2024; and (iii) outward freight, handling & other selling expenses from t 26.75 million in Fiscal 2023 to t 32.43 million in Fiscal 2024.

Profit before tax

As a result of the factors outlined above, our profit before tax increased by 30.59% from t 382.25 million in Fiscal 2023 to t 499.19 million in Fiscal 2024.

Tax expense

Our tax expense increased by 49.91% from t 94.24 million in Fiscal 2023 to t 141.28 million in Fiscal 2024 due to an increase in our current tax from t 94.86 million in Fiscal 2023 to t 125.54 million in Fiscal 2024 and a shift from a deferred tax credit of t (1.61) million in Fiscal 2023 to a deferred tax charge of t15.58 million in Fiscal 2024. This was partially offset by a decrease in adjustment of tax related to earlier years from t 0.99 million in Fiscal 2023 to t 0.16 million in Fiscal 2024.

Profit for the year

As a result of the foregoing, our profit after tax increased by 24.27% from t 288.01 million in Fiscal 2023 to t 357.91 million in Fiscal 2024.

Liquidity and capital resources

As on March 31, 2025, we had a sum of t 24.59 million in cash and cash equivalents which comprised cash on hand, balance with banks and cheque in hand.

Historically, we have been able to finance the growth of our business through the funds generated from our operations, equity infusion and loans from banks and financial institutions. We believe that with the internal accruals, loans, and infusion of the Net Proceeds, we will have sufficient capital to meet our anticipated capital requirements for working capital requirements for the 12 months following the date of this Draft Red Herring Prospectus.

CASH FLOWS

The following table sets forth certain information concerning our cash flows for Fiscal 2025, Fiscal 2024 and Fiscal 2023:

(t in million)

Particulars	Fiscal 2025	Fiscal 2024	Fiscal 2023
Net cash (used in) / generated from operating activities (A)	618.87	371.44	133.83
Net cash (used in) / generated from investing activities (B)	(196.75)	(523.78)	(212.68)
Net cash (used in) / generated from financing activities (C)	(402.23)	137.65	93.22
Net increase/(decrease) in cash and cash equivalents (A+B+C)	19.88	(14.69)	14.37

Net cash (used in) /generated from operating activities

Fiscal 2025

Our net cash flow generated from operating activities was t 618.87 million in Fiscal 2025. While our profit before tax in Fiscal 2025 was t 693.63 million, our operating profit before working capital changes stood at t 775.84 million in Fiscal 2025 after taking into account the adjustments primarily for depreciation and amortization expenses of t 105.92 million. Working capital adjustments comprised an increase in (i) trade payables and other liabilities of t 226.82 million, (ii) trade and other receivables of t 6.41 million, and (iii) inventories of t 187.34 million. This was further adjusted by income tax paid (net of refunds) of t 190.05 million.

Fiscal 2024

Our net cash flow generated from operating activities was t 371.44 million in Fiscal 2024. While our profit before tax in Fiscal 2024 was t 499.19 million, our operating profit before working capital changes stood at t 596.18 million in Fiscal 2024 after taking into account the adjustments primarily for depreciation and amortization expense of t 87.58 million. Working capital adjustments included an increase in (i) trade and other receivables of t 128.81 million, and (ii) inventories of t 24.53 million and (iii) trade payables and other liabilities of t 39.15 million. This was further adjusted by income tax paid (net of refunds) of t 110.55 million.

Fiscal 2023

Our net cash flow generated from operating activities was t 133.83 million in Fiscal 2023. While our profit before tax in Fiscal 2023 was t 382.25 million, our operating profit before working capital changes stood at t 488.49 million in Fiscal 2023 after taking into account the adjustments primarily for depreciation and amortization expense of t 77.36 million. Working capital adjustments included an increase in (i) trade and other receivables of t 167.29 million and (ii) inventories of t 55.21 million and a decrease in trade payables and other liabilities of t 42.22 million. This was further adjusted by income tax paid (net of refunds) of t 89.94 million.

Net cash flow (used in) /generated from investing activities

Fiscal 2025

Our net cash flow used in investing activities in Fiscal 2025 was t 196.75 million which comprised primarily (i) payment of t 265.03 million towards purchase of property, plant and equipment including intangible assets and capital work in progress, (ii) decrease in deposit with banks, having original maturity more than 3 months but less than 12 months aggregating t 284.69 million, and (iii) increase in deposit with banks, having original maturity more than 12 months but remaining maturity of less than 12 months aggregating t 301.63 million.

Fiscal 2024

Our net cash flow used in investing activities in Fiscal 2024 was t 523.78 million which comprised primarily (i) payment of t 148.45 million towards purchase of property, plant and equipment including intangible assets and capital work in progress, (ii) increase in deposit with banks, having original maturity more than 12 months aggregating t 100.00 million which was partially offset by an increase in deposit with banks, having original maturity more than 3 months but less than 12 months aggregating t 285.26 million.

Fiscal 2023

Our net cash flow used in investing activities in Fiscal 2023 was t 212.68 million which comprised primarily payment of t 216.68 million towards purchase of property, plant and equipment including intangible assets and capital work in progress.

Net cash flow (used in) /generated from financing activities

Fiscal 2025

Our net cash flow used in financing activities in Fiscal 2025 was t 402.23 million which comprised primarily repayment of current borrowings aggregating t 275.76 million and advances against redemption of preference share capital of t 104.00 million.

Fiscal 2024

Our net cash flow generated from financing activities in Fiscal 2024 was t 137.65 million which comprised primarily proceeds from the issuance of share capital t 385.00 million and repayment of non-current borrowings of t 237.64 million.

Fiscal 2023

Our net cash flow generated from financing activities in Fiscal 2023 was t 93.22 million which comprised primarily proceeds from (i) current borrowing of t 97.94 million and (ii) non-current borrowings of t 27.22 million, and interest paid of t 31.94 million.

FINANCIAL INDEBTEDNESS

As on August 31, 2025, we had total outstanding borrowing aggregating t 135.94 million comprising fund-based borrowings aggregating t 102.46 million, non-fund-based borrowings aggregating t 23.10 million and unsecured borrowing of t 10.38 million. For further details of our indebtedness, see ‘FinancialIndebtedness on page 445.

CAPITAL EXPENDITURE

Set out below are the details of the capital expenditure incurred by us in Fiscal 2025, Fiscal 2024 and Fiscal 2023:

Particulars	Fiscal 2025		Fiscal 2024		Fiscal 2023
	Amount (in f million)	As a % of revenue from operations	Amount (in f million)	As a % of revenue from operations	Amount (in f million)	As a % of revenue from operations
Capital expenditure	260.23	5.12	153.97	3.45	169.33	3.66

Trade Payables Ageing Summary (Outstanding for following periods from transaction date)

As on March 31, 2025

(in T million)

Particulars	Less than 1 year	1-2 years	2-3 years	More than 3 years	Total
Micro Enterprises and Small Enterprises	38.51	0.02	-	-	38.53
Others	205.65	-	-	-	205.65
Total	244.16	0.02	-	-	244.18

As on March 31, 2024

(in T million)

Particulars	Less than 1 year	1-2 years	2-3 years	More than 3 years	Total
Micro Enterprises and Small Enterprises	37.14	-	-	-	37.14
Others	71.94	0.70	-	-	72.64
Total	109.08	0.70	-	-	109.78

As on March 31, 2023

(in T million)

Particulars	Less than 1 year	1-2 years	2-3 years	More than 3 years	Total
Micro Enterprises and Small Enterprises	24.21	-	-	-	24.21
Others	89.58	0.49	-	-	90.07
Total	113.79	0.49	-	-	114.28

CONTINGENT LIABILITIES AND CAPITAL COMMITMENTS

Set out below are the details of our contingent liabilities and commitments as at March 31, 2025, March 31, 2024 and March 31, 2023:

(in T million)

Particulars	As at
	March 31, 2025	March 31, 2024	March 31, 2023
Contingent Liabilities
Liability on account of Bank Guarantee issued in favour of others	12.13	2.92	3.10
Others*	19.93	-	-
Total	32.06	2.92	3.10
Commitments
Estimated amount of contracts remaining to be executed on capital account and not provided for (net of advances)	53.04	8.00
Total	53.04	8.00	-

*The Company was subjected to a GST audit under Section 65 of the CGST Act, 2017, for the period from April 2018 to March 2023. Pursuant to the audit, a total demand of T 9.18 millions has been raised by the tax authorities towards tax, interest, and penalty. The Company has paid T 2.20 millions and the balance amount of T 6.98 millions has been contested and disclosed as a contingent liability, as the matter is under dispute and pending adjudication.

*Demand of T12.12 million has been raised by the Income Tax Department for AY 2024-25 on account ofTDS credit mismatch. The matter is pending reconciliation with the Assessing Officer and no provision has been made in the financial statements. *Demand of T0.17 million has been raised by TRACES towards alleged TDS/TCS defaults. The Company has preferred rectification against the said demand, which is currently under review by the relevant authorities

*Show cause notice issued by the GST Department in connection with a search conducted at the premises of one of the Companys suppliers, proposing a demand of T0.66 million, which is under dispute.

SELECT BALANCE SHEET ITEMS

Current Assets

(in T million)

Particulars	As on March 31, 2025	As on March 31, 2024	As on March 31, 2023
a. Inventories	810.98	623.65	599.12
b. Financial Assets
i. Investments	-	31.88	-
ii. Trade receivables	783.86	813.39	656.75
iii. Cash and cash equivalents	24.59	4.71	19.40
iv. Bank balances other than cash and cash equivalents above	303.16	286.22	3.49
v. Other financials assets	27.17	4.81	2.31
c. Other current assets	19.48	13.42	36.24
Total current assets	1,969.24	1,778.08	1,317.31

Current Liabilities

(in Rs. million)

Particulars	As on March 31, 2025	As on March 31, 2024	As on March 31, 2023
Financial Liabilities
Borrowings	68.21	343.98	332.56
Trade Payables
(A) Total outstanding dues of micro enterprise and small enterprise	15.64	19.03	24.21
(B) Total outstanding dues of creditors other than micro enterprise and small enterprise	228.54	90.75	90.07
Other Financial Liabilities	127.65	48.50	42.08
Provisions	6.32	4.49	3.27
Other current liabilities	65.78	56.91	23.63
Current tax liabilities (net)	3.42	18.02	2.87

Related Party Transactions

We have engaged in the past, and may engage in the future, in transactions with related parties, including with our Directors, and Key Managerial Personnel on an arms length basis, in compliance with applicable law. For further details of our related party transactions, please see ‘Restated Financial Statements - Note 39 - Related Party Disclosures on page 421.

Summary of reservations or qualifications or matters of emphasis or adverse remarks of auditors

Our Restated Financial Statements do not contain any qualifications or reservations.

Change in accounting policies

Other than as disclosed in the Restated Financial Statements, there have been no changes in accounting policies in the last three Fiscals.

Quantitative and Qualitative Disclosures about Market Risk

Our principal financial liabilities comprise of loans and borrowings, lease liabilities and trade payables, security deposits received etc. Our financial assets include trade receivables, investment and cash and cash equivalents, etc that we derive directly from our operations.

We are exposed to a variety of risks such as market risk and credit risk. Our Board is responsible for the overall risk management approach and for approving the risk strategies and principles. Our Board and agrees policies for managing each risk, which are summarised as below:

Market Risk

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. We are exposed to market risks on account of change in foreign exchange rates and interest rates.

• Foreign currency risk

Foreign currency risk is the risk that the fair value or future cash flows of an exposure will fluctuate because of changes in foreign exchange rates. Our Company undertakes transactions denominated in foreign currencies; consequently, exposures to exchange rate fluctuations arise. Our Companys exposure to currency risk relates primarily to our Companys operating activities when transactions are denominated in a different currency from our Companys functional currency.

We also import certain property, plant and equipment and material from outside India and export finished goods. The exchange rate between the Indian rupee and foreign currencies has fluctuated in recent years and may fluctuate substantially in the future. Consequently, we are susceptible to foreign currency risk and our results may be affected as the Rupee appreciates/ depreciates against foreign currencies. Foreign exchange risk arises from the future probable transactions and recognized assets and liabilities denominated in a currency other than our Companys functional currency.

• Interest rate risk

Our Companys exposure to the risk of changes in market interest rates relates primarily to long term debt. Borrowings at variable rates expose us to cash flow risk.

Credit risk

Credit risk is the risk that counterparty will not meet its obligations under a financial instrument or customer contract, leading to a financial loss. We are exposed to credit risk pursuant to our operating activities including investments, trade receivables and deposits with banks.

Liquidity Risk

Liquidity risk refers to the risk that our Company will encounter difficulty to meet its financial obligations. The objective of liquidity risk management is to maintain sufficient liquidity and ensure that funds are available for use as per requirements. Our financial liabilities include loans and borrowings, trade and other payables. Our principal sources of liquidity are cash and cash equivalents and the cash flow that is generated from operations.

We monitor the risk of shortage of funds to meet the financial liabilities using a liquidity planning tool.

Competitive Conditions

We operate in a competitive environment. For further information, please see ‘RiskFactors, ‘IndustryOverview, ‘Our Business - Competition on pages 36, 179, and 325, respectively.

Seasonality / Cyclicality of business

Our Companys business is not subject to seasonal changes.

Unusual or infrequent events or transaction

Except as set out in this Draft Red Herring Prospectus, there have been, to our knowledge, 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.

Segment Reporting

We are engaged in the business of manufacturing and trading of iron and steel products is considered a single segment. Accordingly, there is no segment reporting.

Extent to which material increases in net sales or revenue are due to increased sales volume, and increased sales prices

Except as set out in this chapter above, our net sales or revenue are not dependent on increased sales volume and increased sale price.

Total turnover of each major industry segment in which our Company operated

Set out below is our revenue from operations from our end-user industries during Fiscal 2025, Fiscal 2024 and Fiscal 2023.

Particulars	Fiscal 2025		Fiscal 2024		Fiscal 2023
	Revenue (in Rs. million)	As a % of revenue from operations	Revenue (in Rs. million)	As a % of revenue from operations	Revenue (in Rs. million)	As a % of revenue from operations
Aggregate Crusher Manufacturer	894.31	17.61	747.32	16.75	608.36	13.14
Automobiles	2,475.88	48.75	2,480.73	55.61	3,034.47	65.55
Engineering - Industrial Equipment	666.85	13.13	209.81	4.71	76.73	1.66
Infrastructure	939.98	18.51	906.81	20.33	845.28	18.26
Others*	102.10	2.00	116.17	2.60	64.44	1.39
Total	5,079.12	100.00	4,460.84	100.00*	4,624.13	100.00

* ‘Others includes aerospace and defence, cement, and thermal power plants.

Significant dependence on a single or few suppliers or Customers

While our customers may vary annually, we generate significant revenues from our top 10 customers every year. Consequently, our business and financial condition in any given financial year is reliant on our top 10 customers. Our revenue from operations from our top 10 customers during Fiscal 2025, Fiscal 2024 and Fiscal 2023 are set out below:

Particulars	Fiscal 2025		Fiscal 2024		Fiscal 2023
	Revenue from operations (in f million)	% of revenue from operations	Revenue from operations (in f million)	% of revenue from operations	Revenue from operations (in f million)	% of revenue from operations
Customer 1	425.94	8.38	350.25	7.85	344.24	7.44
Customer 2	297.96	5.86	247.81	5.56	301.96	6.52
Customer 3	251.78	4.96	246.86	5.53	285.97	6.18
Customer 4	250.42	4.93	206.45	4.63	233.91	5.05
Customer 5	187.01	3.68	191.38	4.29	219.29	4.74
Customer 6	140.08	2.76	151.91	3.41	169.06	3.65
Customer 7	128.77	2.54	77.27	1.73	158.59	3.43
Customer 8	126.26	2.49	74.91	1.68	119.80	2.59
Customer 9	111.89	2.20	74.08	1.66	93.13	2.01
Customer 10	107.05	2.11	65.59	1.47	65.37	1.41
Total	2,027.16	39.91	1,686.51	37.81	1,991.32	43.02

*Names of the customers in conjunction with revenue have not been included in this Draft Red Herring Prospectus due to commercial sensitivities of disclosure of revenue details from individual customers.

Our primary raw material are scrap steel, ingots, and ferro alloy i.e. iron combined with other metals. We source our scrap, ingots, and ferro alloys from both domestic and international suppliers, primarily sourcing directly from industrial manufacturers.

Particulars	Fiscal 2025		Fiscal 2024		Fiscal 2023
	Amount (in f million)	% of total expenses	Amount (in f million)	% of total expenses	Amount (in f million)	% of total expenses
Supplier 1	229.82	5.14	360.33	9.01	348.63	8.12
Supplier 2	222.91	4.99	251.54	6.29	173.89	4.05
Supplier 3	193.16	4.32	181.94	4.55	165.16	3.85
Supplier 4	158.33	3.54	172.18	4.3	122.22	2.85
Supplier 5	147.18	3.29	153.02	3.83	101.46	2.36
Supplier 6	94.90	2.12	127.7	3.19	86.60	2.02
Supplier 7	94.44	2.11	104.91	2.62	83.98	1.96
Supplier 8	86.98	1.95	102.65	2.57	76.09	1.77
Supplier 9	83.62	1.87	64.95	1.62	70.11	1.63
Supplier 10	73.70	1.65	63.91	1.60	64.94	1.51
Total	1,385.04	30.99	1,583.14	39.57	1,293.07	30.12

*Names of the suppliers in conjunction with specific cost have not been included in this Draft Red Herring Prospectus due to commercial sensitivities of disclosure of revenue details from individual customers.

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

Our business has been, and we expect it to continue to be, subject to significant economic changes that materially affect or are likely to affect income from continuing operations identified above in this chapter. For further details

see ‘RiskFactors and ‘Industry Overview , on pages 36 and 179, respectively.

Known Trends or Uncertainties

Our business has been, and we expect will continue to be, subject to significant economic changes arising from the trends identified above under ‘Principal Factors Affecting our Financial Condition and Results of Operations and the uncertainties described in the section ‘Risk Factors on page 36. To our knowledge, except as has been described 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 our revenues from continuing operations.

Future Relationships between Costs 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 36, 293 and 449, respectively, to our knowledge, there are no known factors that may have a material adverse impact on our business, results of operations and financial condition.

New Services or Business Segments

Except as disclosed in this Draft Red Herring Prospectus, we have not announced and do not expect to announce any new services or business segments in the near future.

Significant Developments after March 31, 2025 that may affect our results of operations

Other than as set out below, there are, to our knowledge, no significant developments after the date of the last financial statements contained in this Draft Red Herring Prospectus which materially and adversely affects, or is likely to affect, our operations or profitability, or the value of our assets, or our ability to pay our material liabilities within the next 12 months:

Our Company has pursuant to the Board resolution dated May 1, 2025, allotted 31,231,460 Equity Shares of face value of Rs. 10 each by way of bonus issue in the ratio of 4 Equity Shares for each Equity Shares held on the record date i.e., May 1, 2025.