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Brandman Retail Ltd Management Discussions

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Apr 2, 2026|05:30:00 AM

Brandman Retail Ltd Share Price Management Discussions

OF FINANCIAL CONDITION AND OPERATIONS

You should read the following discussion of our financial condition and results of operations together with our Financial Statements as Restated which is included in this Draft Red Herring Prospectus. The following discussion and analysis of our financial condition and results of operations is based on our Financial Statements as Restated, for the period ended March 31, 2025 and for the years ended March 31, 2024 & 2023 including the related notes and reports, included in this Draft Red Herring Prospectus is prepared in accordance with requirements of the Companies Act, 2013 and restated in accordance with the SEBI (ICDR) Regulations, 2018, which differ in certain material respects from IFRS, U.S. GAAP and GAAP in other countries. Our Financial Statements, as restated have been derived from our audited statutory financial statements. Accordingly, the degree to which our Financial Statements as Restated will provide meaningful information to a prospective investor in countries other than India is entirely dependent on the readers level of familiarity with Indian GAAP, Companies Act, SEBI Regulations and other relevant accounting practices in India.

This discussion contains forward looking statements and reflects our current views with respect to future events and financial performance. Actual results may differ materially from those anticipated in these Forward-Looking Statements as a result of certain factors such as those described under chapters titled "Risk Factors" and "Forward Looking Statements" beginning on pages 30 and 21, respectively of this Draft Red Herring Prospectus.

Our Financial Year ends on March 31 of each year. Accordingly, all references to a particular Financial Year are to the 12 months period ended on March 31 of that year.

Brandman Retail Limited ("The Company" or "the Parent Company") is is an Unlisted Public Limited Company Incorporated on July 07, 2021 under the name and style of ‘Brandman Retail Private Limited, a private limited company under the Companies Act, 2013, pursuant to a Certificate of Incorporation issued by the Registrar of Companies, Delhi. Pursuant to a special resolution of our Shareholders passed in the Extra-Ordinary General Meeting held on April 19, 2024 our Company was converted from a private limited company to public limited company and consequently, the name of our Company was changed to ‘Brandman Retail Limited and a fresh certificate of incorporation dated July 23, 2024 was issued to our Company by the Registrar of Companies, Delhi. The corporate identification number of our Company is U52399DL2021PLC383350.

BUSINESS OVERVIEW

Company is engaged in the business of retail trade of Footwear, Apparels and Accessories. Company object is to expand the business of multiple international brands of mainly Footwear & Apparels through verticals retail and distribution business. BMR has entered into the non-exclusive distribution agreements with Brands such as New Balance, On, Rocksport, Saloman and Anta and our operational presence across 9 cities in India, as of March 31, 2025. We are operating through our EBOs, MBOs, E-commerce marketplace and through our website.

Channel-wise break up of our Revenues is as follows:

(Rs. in Lakhs)

Particulars March 31, 2025 % of Total Turnover March 31, 2024 % of Total Turnover March 31, 2023 % of Total Turnover

Revenue from Operation

B2B 7,607.42 56.23% 8,415.03 68.23% 2,051.30 51.08%
B2C 2,981.39 22.04% 2,695.35 21.85% 1,880.90 35.67%
E-com 1,021.97 7.55% 1,027.78 8.33% 160.66 3.05%
Export B2B 1,918.71 14.18% 195.10 1.58% 538.10 10.20%

Total

13,529.49 100.00 % 12,333.26 100.00% 4,630.96 100.00%

State-wise break up of our Revenues is as follows:

Particulars March 31, 2025 % of Total Turnover March 31, 2024 % of Total Turnover March 31, 2023 % of Total Turnover
Delhi 10,437.15 77.14% 9,981.08 80.93% 3,156.29 68.16%
Gujarat 349.61 2.58% 321.93 2.61% 227.14 4.90%
Haryana 1,493.95 11.04% 943.85 7.65% 490.44 10.59%
Punjab 208.00 1.54% 133.73 1.08% 148.36 3.20%
Uttar Pradesh 851.79 6.30% 805.61 6.53% 608.73 13.14%
Uttarakhand 172.26 1.27% 137.06 1.11% - 0.00%
Karnataka 16.73 0.12% 10.00 0.08% - 0.00%

Total

13,529.49 100% 12,333.26 100% 4,630.96 100%

Region-wise break up of our Revenues is as follows:

Particulars March 31, 2025 % of Total Turnover March 31, 2024 % of Total Turnover March 31, 2023 % of Total Turnover
Western 349.61 2.58% 321.93 2.61% 227.14 4.90%
Northen 13,163.15 97.29% 12,001.33 97.31% 4,403.82 95.10%
South 16.73 0.12% 10.00 0.08% - 0.00%

Total

13,529.49 100% 12,333.26 100% 4,630.96 100%

For more details kindly refer our chapter titled "Our Business" on page 144 of this Draft Red Herring Prospectus.

Significant Developments Subsequent to The Last Financial Year

In the opinion of the Board of Directors of our Company, since the date of the last financial statements disclosed in this Draft Red Herring Prospectus, there have not arisen any circumstance that materially or adversely affect or are likely to affect the profitability of our Company or the value of its assets or its ability to pay its material liabilities within the previous twelve months except:

The company converted its name form "Brandman Retail Private Limited" to "Brandman Retail Limited" vide resolution passed in its Board meeting dated November 1, 2024 and Extra ordinary general meeting dated November 12, 2024.

The authorized share capital of the company is increased from the existing 25,00,000.00 divided into 2,50,000 equity share of 10.00 each to 22,00,00,000.00 divided into 2,20,00,000 equity share of Rs 10.00 (Indian rupees ten only) each vide ordinary resolution passed in the extra ordinary general meeting dated July 25, 2024.

The Board of our Company has approved to raise funds through initial public offering in the Board meeting held on February 15, 2025.

The members of our Company approved proposal of Board of Directors to raise funds through initial public offering in the extra ordinary general meeting held on March 05, 2025.

Factors contributing to the growth of our Revenue:

Our Companys future results of operations could be affected potentially by the following factors:

Except as otherwise stated in this Draft Red Herring Prospectus and the Risk Factors given in the Draft Red Herring Prospectus, the following important factors could cause actual results to differ materially from the expectations include, among others:

Regulatory Framework

We have obtained all regulatory permissions which are necessary to run our business, Further, some of the approvals are granted for fixed periods of time and need renewals, which are obtained in the course of business, however, there may be change in statutory regulations at any time which cannot be predicted by us. There can be no assurance that the change in regulations will not impact our operations in the future.

Ability of Management

Our success depends on the continued services and performance of the members of our management team and other key employees. Competition for senior management in the industry is intense, and we may not be able to retain our existing senior management or attract and retain new senior management in the future. The loss of any member of our senior management or other key personnel may adversely affect our business, results of operations and financial condition.

Market & Economic conditions

India is one of the largest economies and is growing at a rapid pace. But in this globalised economy, all the businesses face an uncertain level of volatility from unexpected global events which ranges from global pandemics to wars, to weather changes to supply chain disruption, which may change the economic dynamics and the purchasing capability of the end customers. At the time of market slowdown, the demand falls which has adverse impact on our business.

Key Performance Indicators of our Company

The following table set forth certain key performance indicators for the years indicated:

C. Key Financial Indicators:

(Rs. in Lakhs)

For the Financial year ended on March 2025
Key Financial Performance March 31, 2025 March 31, 2024 March 31, 2023
Revenue from Operations (1) 13,529.49 12,333.26 4,630.96
Growth in revenue from operations (%) (2) 9.70% 166.32% 373.20%
Total Income (3) 13630.41 12,349.21 4,631.02
EBITDA (4) 3,114.69 1,200.72 101.60
EBITDA Margin (5) 23.02% 9.74% 2.19%
Restated profit for the period/year (6) 2,095.42 827.42 41.51
PAT Margin (%) (7) 15.49% 6.71% 0.90%
Net worth (8) 2,979.47 884.03 56.62
Return on Net Worth (%) (9) 70.33% 93.60% 73.32%
Return on Average Equity ("RoAE") (%) (10) 108.47% 175.92% 106.76%
Return on Capital Employed ("RoCE") (%) (11) 70.48% 91.84% 27.72%
Net Asset Value Per Share ( ) (post-bonus) (12) 23.37 6.93 0.44
Debt-Equity Ratio (13) 0.40 0.40 2.91

As certified by our Statutory Auditor Manish Pandey & Associates., Chartered Accountants, pursuant to their certificate dated September 06, 2025. Notes: (1) Revenue from Operations means the Revenue from Operations as appearing in the Restated Financial Statements

(2) Growth in revenue from operations is comparison of base period to next reporting period (in %) (3) Total income includes revenue from operation and other income.

(4) EBITDA is calculated as Profit before tax + Depreciation + Finance Cost - Other Income

(5) ‘EBITDA Margin is calculated as EBITDA divided by Revenue from Operations

(6) Restated profit for the period/year includes profit for the period as per restated financial statements (7) ‘PAT Margin is calculated as PAT for the period/year divided by revenue from operations.

(8) Net worth as defined under Regulation 2(1)(hh)of the SEBI ICDR Regulations means the aggregate value of the paid-up share capital and all reserves created out of the profits and securities premium account and debit or credit balance of profit and loss account, after deducting the aggregate value of the accumulated losses, deferred expenditure and miscellaneous expenditure not written off, as per the audited balance sheet, but does not include reserves created out of revaluation of assets, write-back of depreciation and amalgamation.

(9) Return on Net Worth is ratio of Profit After Tax (PAT) & Net Worth

(10) Return on Average Equity is ratio of Profit After Tax (PAT) & Return on Average Equity

(11) Return on Capital Employed is ratio of Earnings Before Interest and Tax (EBIT) & Capital Employed. (12) Net Asset Value Per Share is ratio of Net Worth & Total No. of Equity Shares Outstanding (post-bonus) (13) Debt-Equity Ratio is ratio of Total Debt & Shareholders Equity

D. Key Operational Indicators

(Rs. in Lakhs)

Key Operational Performances For financial year
March 31, 2025 March 31, 2024 March 31, 2023
Number of retail outlets(1) 13 11 8
Rent in respect of Retail outlets(2) 856.12 815.24 558.28
Employee Benefit Cost(3) 525.31 486.79 310.00

As certified by our Statutory Auditor Manish Pandey & Associates, Chartered Accountants, pursuant to their certificate dated September 06, 2025. Notes: (1) The number of retail outlets represents the leased premises occupied by the Company across various locations in India. (2) Rent refers to lease rental payments made during the reporting periods in relation to retail outlets. (3) Employee Benefit Cost includes Salary, Wages & Bonus, Gratuity Expense, Contribution to provident & other funds and Staff Welfare Expense as appearing in the Restated Financial Statements.

For further detail on Key Performance Indicators of our company, please refer chapter titled "Basis for Issue Price" on page 107 of this Draft Red Herring Prospectus.

STATEMENT OF SIGNIFICANT POLICIES

CORPORATE INFORMATION

Brandman Retail Limited ("The Company" or "the Parent Company") is is an Unlisted Public Limited Company Incorporated on July 07, 2021 under the name and style of ‘Brandman Retail Private Limited, a private limited company under the Companies Act, 2013, pursuant to a Certificate of Incorporation issued by the Registrar of Companies, Delhi.

Pursuant to a special resolution of our Shareholders passed in the Extra-Ordinary General Meeting held on April 19, 2024 our Company was converted from a private limited company to public limited company and consequently, the name of our Company was changed to ‘Brandman Retail Limited and a fresh certificate of incorporation dated July 23, 2024 was issued to our Company by the Registrar of Companies, Delhi. The corporate identification number of our Company is U52399DL2021PLC383350. Company is engaged in the business of retail trade of Footwear, Apparels and Accessories. Company object is to expand the business of multiple international brands of mainly Footwear & Apparels through verticles retail and distribution business.

Name of Company Nature % of Holding (As at March 31, 2025)
Incubator Ecom Private Limited Subsidiary 95%

SIGNIFICANT ACCOUNTING POLICIES

1.1 Basis of preparation of financial statements

(a) The Restated Consolidated financial statements are prepared in accordance with Generally Accepted Accounting Principles (Indian GAAP) under the historical cost convention on accrual basis and on principles of going concern. The accounting policies are consistently applied by the Company. (b) The Restated consolidated financial statements are prepared to comply in all material respects with the Accounting Standards specified under section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014 and provisions of Companies Act, 2013. (c) The preparation Restated Consolidated financial statements requires estimates and assumptions to be made that affect the reported amounts of assets and liabilities on the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Differences between the actual results and estimates are recognized in the period in which the results are known / materialize. (d) All assets and liabilities have been classified as current or non-current as per the Companys operating cycle and other criteria set out in the Schedule III (Division I) to the Companies Act, 2013. Based on the nature of products and the time between the acquisition of assets for processing and their realisation in cash and cash equivalents, the Company has ascertained its operating cycle as 12 months for the purpose of current non-current classification of assets and liabilities. (e) Accounting policies have been consistently applied except where a newly-issued accounting standard is initially adopted or a revision to an existing accounting standard required a change in the accounting policy hitherto in use.

These Restated Consolidated Summary Statements have been prepared specifically for inclusion in the Draft Herring

Prospectus ("DRHP") and the Prospectus (Prospectus and together with DRHP, the "Issue Documents") to be filed by the Company with the SME platform of NSE limited (NSE SME") in connection with proposed initial public offer of fresh issue and offer for sale of its equity shares, in accordance with the requirements of:

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

(b) Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018, as amended (the "SEBI ICDR Regulations") as issued by the Securities and Exchange Board of India ("SEBI") on 11th September 2018 as amended from time to time in pursuance of the Securities and Exchange Board of India Act, 1992; and (c) Guidance Note on Reports in Company Prospectus (Revised 2019) as issued by the Institute of Chartered

Accountants of India ("ICAI").

Basis of Consolidation

Restated Consolidated summary statements are prepared using uniform accounting policies for like transactions and other events in similar circumstances. If a member of the group uses accounting policies other than those adopted in the restated consolidated summary statements for like transactions and events in similar circumstances, appropriate adjustments are made to that group members summary statements in preparing the restated consolidated summary statements to ensure conformity with the groups accounting policies.

i. The financial statements of the Company and its subsidiary company are combined on a line-by-line basis by adding together the book values of like items of assets, liabilities, income and expenses, after fully eliminating intra-group balances and intragroup transactions in accordance with Accounting Standard (AS) 21 -

"Consolidated Financial Statements" ii. Offset (eliminate) the carrying amount of the parents investment in each subsidiary and the parents portion of equity of each subsidiary. Business combinations policy explains how to account for any related goodwill/ reserve. iii. Eliminate in full intragroup assets and liabilities, equity, income, expenses relating to transactions between entities of the group (profits or losses resulting from intragroup transactions that are recognised in assets, such as inventory and Property Plant and Equipment , are eliminated in full). Intragroup losses may indicate an impairment that requires recognition in the restated consolidated summary statements.

Restated Consolidated Summary Statement of profit and loss are attributed to the equity holders of the parent of the Group and to the minority interests, even if this results in the minority interests having a deficit balance. When necessary, adjustments are made to the summary statements of subsidiaries to bring their accounting policies into line with the

Groups accounting policies. All intra-group assets and liabilities, equity, income, expenses and cash flows relating to transactions between members of the Group are eliminated in full on consolidation.

Financial Statements: Presentation and disclosures

Financial Statements contain the information and disclosures mandated by Revised Schedule III, applicable accounting standards, other applicable pronouncements and regulations.

All assets and liabilities have been classified as current or non-current as per the Companys normal operating cycle and other criteria set out in the Schedule III to the Companies Act, 2013. Based on the nature of Services and the time between the provision of services and the realization of the revenue in cash and cash equivalents, the Company has ascertained its operating cycle as 12 months for the purpose of current , non- current, classification of assets and liabilities.

These Restated Consolidated Summary Statements are presented in Indian Rupees which is the functional currency of the Company. All amounts disclosed in the Restated Consolidated Summary Statements which also include the accompanying notes have been rounded off to the nearest lakhs up to two decimal places, as per the requirement of Schedule III to the Companies Act, 2013, other than shares and per share amounts, unless otherwise stated. Wherever an amount is represented as INR 0.00 (zero) it construes a value less than rupees five hundred. The figures for the previous years have been reclassified / regrouped wherever necessary including for amendments relating to Schedule III of the Companies Act, 2013 for better understanding.

1.2 Revenue Recognition

(a) The company generally follows the mercantile system of accounting and recognizes Income & Expenditure on accrual basis. (b) Revenue is recognised to the extent that it is possible that, the economic benefits will flow to the comp[ay and the revenue can be reliably estimated and collectability is reasonably assured.

(c) Revenue from sale of goods and services are recognised when control of the products being sold is transferred to our customer and then there are no longer any unfulfilled obligations. The performance obligations in our contracts are fulfilled at the time of dispatch, delivery or upon formal customer acceptance depending on customer terms.

(d) Revenue is measured on the basis of sale price we, after deduction of any trade discounts, volume rebates and any taxes or duties collected on behalf of the Government such as goods and service tax etc. Accumulated experience is used to estimate the provision for such discounts and rebates. Revenue is only recognised to the extent that it is highly probable a significant reversal will not occur.

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

1.3 Property, Plant & Equipment and Intangible Assets & Depreciation

(a) Property, Plant and Equipment is stated at acquisition cost net of accumulated depreciation and accumulated impairment losses, if any. Cost of acquisition or construction of property, plant and equipment comprises its purchase price including import duties and non-refundable purchase taxes after deducting trade discounts, rebates and any directly attributable cost of bringing the item to its working condition for its intended use.

(b) Subsequent costs are included in the assets carrying amount or recognised as a separate asset, as appropriate, only when it is probable that future economic benefits associated with the item will flow to the company and the cost of the item can be measured reliably. All other repairs and maintenance cost are charged to the statement of profit and loss during the period in which they are incurred.

(c) Gains or losses that arise on disposal or retirement of an asset are measured as the difference between net disposal proceeds and the carrying value of property, plant and equipment and are recognised in the statement of profit and loss when the same is derecognised.

(d) Depreciation on fixed assets is calculated on a Written - Down value method using the rates arrived at based on the useful lives estimated by the management, or those prescribed under the Schedule II to the Companies Act, 2013.

(e) Intangible asset purchased are initially measured at cost. The cost of an intangible assets comprises its purchase price including duties and taxes and any costs directly attributable to making the assets ready for their intended use. The useful lives of intangible assets are assessed as either finite or indefinite. Finite-life intangible assets are amortised on a straight-line basis over the period of their estimated useful lives.

(f) Gains & losses arising from sale of PPE (measured as the difference between the net disposal proceeds and the carrying amount of assets), are recognized in the statement of profit & loss when the asset is derecognized.

1.4 Impairment of Assets

The carrying amounts of assets are reviewed at each balance sheet date if there is any indication of impairment based on internal/external factors. An impairment loss is recognized wherever the carrying amount of an asset exceeds its recoverable amount. The recoverable amount is the higher of the assets net selling price and value in use, which is determined by the present value of the estimated future cash flows. There is No Impairment oif Assets during the year. The Reversal of Imparment of loss will be as per Generally Accepted Accounting Principle in India.

1.5 Investments

Investments classified as long-term investments are stated at cost. Provision is made to recognize any diminution other than temporary in the value of such investments. Current investments are carried at lower of cost and fair value.

1.6 Inventories

Inventories consisting of Stock in Trade are valued at lower of cost and net realizable value unless otherwise stated. Cost of inventories comprises of material cost on First in First out basis basis and expenses incurred in bringing the inventories to their present location and condition.

1.7 Employee Benefits

Retirement benefit in the form of provident fund is a defined contribution scheme. The contribution to the provident fund is charged to the statement of profit and loss for the year when an employee renders the related services. In accordance with the provisions of the Employees State Insurance Act, 1948, eligible employees of the company are entitled to receive benefits to ESI, a defined contribution plan in which both the company and the employee contribute monthly at a determined rate. The Companys contribution to ESI is charged to the Statement of Profit and Loss as and when incurred. The company has no further obligations under these plans beyond its monthly contribution.

Provision for Gratuity has been considered as per Actuarial valuation report.

Leave encashment to the employees are accounted for as & when the same is claimed by eligible employees.

1.8 Borrowing Costs

(a) Borrowing costs that are directly attributable to the acquisition of qualifying assets are capitalized for the period until the asset is ready for its intended use. A qualifying asset is an asset that necessarily takes substantial period of time to get ready for its intended use. (b) Other Borrowing costs are recognized as expense in the period in which they are incurred.

1.9 Taxes on Income

Tax expense comprises of current tax and deferred tax. Current income tax is measured at the amount expected to be paid to the tax authorities, computed in accordance with the applicable tax rates and tax laws.

Deferred Tax arising on account of "timing differences" and which are capable of reversal in one or more subsequent periods is recognized, using the tax rates and tax laws that are enacted or substantively enacted. Deferred tax asset is recognized only to the extent there is reasonable certainty with respect to reversal of the same in future years as a matter of prudence.

1.10 Earning per share (EPS)

(a) Basic earnings per share is calculated by dividing the net profit or loss for the period attributable to equity shareholders by the weighted average number of equity shares outstanding during the period.

(b) For the purpose of calculating diluted earnings per share, the net profit or loss for the period attributable to equity shareholders and the weighted average number of shares outstanding during the period are adjusted for the effects of all dilutive potential equity shares.

1.11 Prior Period Items

Prior Period and Extraordinary items and Changes in Accounting Policies having material impact on the financial affairs of the Company are disclosed in financial statements if any.

1.12 Provisions/Contingencies

(a) Provision involving substantial degree of estimation in measurements is recognized when there is a present obligation as a result of past events and it is probable that there will be an outflow of resources.

(b) Contingent Liabilities are shown by way of notes to the Accounts in respect of obligations where, based on the evidence available, their existence at the Balance Sheet date is considered not probable.

(c) A Contingent Asset is not recognized in the Accounts.

1.13 Segment Reporting

A. Business Segments

Based on the guiding principles given in Accounting Standard 17 (AS - 17) on Segment Reporting as prescribed under Section 133 of the Companies Act, 2013, read with the Companies (Account Rules), 2014 and Companies (Accounting Standards) Rules, 2021e , the Company has only one reportable Business Segment which is engaged in business of manufacturing of seating systems & work stations and has manufacturing facilities in India. Accordingly, the figures appearing in these financial statements relate to the Companys single Business Segment.

B. Geographical Segments

The Company activities / operations are confined to India and as such there is only one geographical segment. Accordingly, the figures appearing in these financial statements relate to the Companys single geographical segment.

1.14 Foreign Currency Transactions

Foreign exchange transactions are recorded at the rate prevailing on the date of respective transaction. Monetary assets and liabilities denominated in foreign currencies as at the balance sheet date are translated at the closing exchange rates on that date. Non monetary items which are carried in terms of historical cost denominated in a foreign currency are reported using the exchange rate at the date of transaction. Exchange difference arising on foreign exchange transactions settled during the year and on restatement as at the balance sheet date are recognized in the statement of profit and loss for the year.

1.15 Cash and Cash Equivalents

Cash and cash equivalents comprises Cash-in-hand, Current Accounts, Fixed Deposits with banks. Cash equivalents are short-term balances (with an original maturity of three months or less from the date of acquisition), highly liquid investments that are readily convertible into known amounts of cash and which are subject to insignificant risk of changes in value. Other Bank Balances are short-term balance (with original maturity is more than three months but less than twelve months).

1.16 Regrouping

Previous years figures have been regrouped and reclassified wherever necessary to match with current year grouping and classification.

DISCUSSION ON RESULTS OF BALANCE SHEET ITEMS

The following are the explanation of financial data from our Financial Statements as Restated Balance Sheet for the financial years ended on March 31, 2025, 2024 and 2023:

(Rs. in Lakhs)

Particulars As on March 31, 2025 As on March 31, 2024 As on March 31, 2023
Long-Term Borrowings 400.83 24.35 -
Short-Term Borrowings 785.76 328.49 164.93
Trade Payables 3,346.26 2,350.06 1,690.08
Trade Receivables 3,736.17 512.91 475.63
Inventories 2,447.37 2,432.42 2,489.96
Long Term Loan & Advances 13.74 30.63 28.69
Short-Term Loans and Advances 133.31 44.38 6.25

COMPARISON OF FY 2024-25 WITH FY 2023-24

Long Term Borrowings

Long Term Borrowings increased by 376.47 Lakhs from 24.35 Lakhs for the financial year ended March 31, 2024 to 400.83 Lakhs for the financial year ended March 31, 2025, representing a significant increase of 1545.90%, mainly on account of working capital loan availed from Banks and NBFCs.

Short-Term Borrowings

Short Term Borrowings increased by 457.27 Lakhs from 328.49 Lakhs for the financial year ended March 31, 2024 to 785.76 Lakhs for the financial year ended March 31, 2025, representing a increase of 139.21% on additional overdraft facility availed from the Bank.

Trade Payables

Trade Payables increased by 996.20 Lakhs, from 2,350.06 Lakhs as of March 31, 2024, to 3,346.26 Lakhs as of March 31, 2025, representing a growth of 42.39%. The increase is primarily attributable to higher creditor balances arising from extended credit periods allowed by vendors.

Trade Receivables

Trade Receivables increased by 3,223.26 Lakhs, from 512.91 Lakhs as of March 31, 2024, to 3,736.17 Lakhs as of March 31, 2025, representing a significant growth of 628.43%. This increase is primarily attributable to higher sales and the extension of credit days provided to customers.

Inventories

Inventory increased by 14.95 Lakhs from 2432.42 Lakhs for the financial year ended March 31, 2024 to 2447.37 Lakhs for the financial year ended March 31, 2025, increase of 0.61%, primarily due to increase in stock in hand on account of the higher margins earned in the current year.

Long Term Loans and Advances given

Loans and advances given decreased by 16.89 Lakhs from 30.63 Lakhs for the financial year ended March 31, 2024 to 13.74 Lakhs for the financial year ended March 31, 2025, representing a decrease of 55.14%, driven mainly by decrease in advance given to suppliers.

Short Term Loans and Advances given

Short Term Loans and Advances increased by 88.93 Lakhs from 44.38 Lakhs for the financial year ended March 31, 2024 to 133.31 Lakhs for the financial year ended March 31, 2025, representing an increase of 200.36%; this increase is mainly due to advances given to suppliers.

COMPARISON OF FY 2023-2024 WITH FY 2022-23

Long Term Borrowings

Long Term Borrowings increased by 24.35 Lakhs from 0.00 Lakhs for the financial year ended March 31, 2023 to 24.35 Lakhs for the financial year ended March 31, 2024, representing increase on account of car loan availed.

Short Term Borrowings

Short-term borrowings increased by 163.55 lakhs, from 164.93 lakhs as at March 31, 2023 to 328.49 lakhs as at March 31, 2024, representing a growth of 99.16%. This increase was primarily on account of higher utilization of bank overdraft, additional loans from related parties, and current maturities of long-term borrowings.

Trade Payables

Trade Payables increased by 659.99 Lakhs, from 1,690.08 Lakhs as at March 31, 2023, to 2,350.06 Lakhs as at March 31, 2024, reflecting an increase of 39.05%. This increase was primarily attributable to higher purchase volumes and extended credit terms.

Trade Receivables

Trade Receivables increased by 37.28 Lakhs from 475.63 Lakhs for the financial year ended March 31, 2023 to 512.91 Lakhs for the financial year ended March 31, 2024, representing a nominal increase of 7.84%, this increase is on account of increase in revenue from operations.

Inventories

Inventory decreased by 57.54 Lakhs from 2489.96 Lakhs for the financial year ended March 31, 2023 to 2432.42 Lakhs for the financial year ended March 31, 2024, corresponding to a decrease of 2.31%, the decrease is on account of increase in revenue from operation.

Long Term Loans and Advances given

Long term loans and advances given increased by 1.95 Lakhs from 28.69 Lakhs for the financial year ended March 31, 2023 to 30.63 Lakhs for the financial year ended March 31, 2024, representing a increase of 6.78%, the increase is on account of increase in advance given.

Short Term Loans and Advances given

Short term loans and advances given increased by 38.14 Lakhs from 6.25 Lakhs for the financial year ended March 31, 2023 to 44.38 Lakhs for the financial year ended March 31, 2024, amounting to a sharp increase of 610.42%, due to advances given to suppliers.

DISCUSSION ON RESULTS OF OPERATIONS

The following discussion on results of operations should be read in conjunction with the Restated Financial Results of our Company for the financial years ended on March 31 2025, 2024 and 2023.

Results of Our Operations

The following table sets forth select financial data from our Financial Statements as Restated Profit and Loss for the financial years ended on March 31, 2025, 2024 and 2023 the components of which are also expressed as a percentage of total revenue for such periods:

(Rs. in Lakhs)

Particulars For the year ended 31.03.2025 % of Total income For the year ended 31.03.2024 % of Total income For the year ended 31.03.2023 % of Total income
Revenue from operations 13,529.49 99.26% 12,333.26 99.87% 4,630.96 100.00%
Other income 100.92 0.74% 15.95 0.13% 0.06 0.00%

Total Income

13,630.41 100% 12,349.21 100% 4,631.02 100.00%

Expenses:

Purchase of Stock in Trade 5,680.61 41.68% 7,201.02 58.31% 4,854.69 104.83%
Changes in Inventories of Traded Goods -14.95 -0.11% 57.54 0.47% -1,696.90 -36.64%
Employee Benefit Expenses 525.31 3.85% 486.79 3.94% 310.00 6.69%
Other expenses 4,223.82 30.99% 3,387.19 27.43% 1,061.57 22.92%

Total Expenses

10,414.80 76.41% 11,132.54 90.15% 4,529.36 97.80%
3,215.61 23.59% 1,216.67 9.85% 101.66 2.20%

Earnings Before Interest, taxes, Depreciation & Amortization

Finance Cost 294.97 2.16% 37.90 0.31% 1.60 0.03%
Depreciation and Amortization 87.67 0.64% 63.65 0.52% 39.55 0.85%
Expenses

Profit before Exceptional Items

2,832.96 20.78% 1,115.12 9.03% 60.52 1.31%
Exceptional Items - 0.00% - 0.00% - 0.00%

Profit/(Loss) before Tax

2,832.96 20.78% 1,115.12 9.03% 60.52 1.31%

Tax Expenses:

Current Tax 731.09 5.36% 283.60 2.30% 19.07 0.41%
Previous Year Tax Expense 6.44 0.05% 3.62 0.03% - 0.00%
Deferred Tax 0.01 0.00% 0.49 0.00% -0.07 0.00%
Minority Share -0.02 0.00% -0.00 0.00% - 0.00%

Profit/(Loss) for the Period

2,095.44 15.34% 827.42 6.70% 41.51 0.90%

Overview of Revenue and Expenditure

Revenue and Expenditure

Total Income: Our total income comprises of revenue from operations and other income.

Revenue from operations: Our revenue from operations comprises of Sales traded goods, and Other Operating Revenues.

Other Income: Our other income consists of Interest Income from Fixed Deposits, Compensation for Loss/damage products, foreign exchange gain and sundry balance write-backs.

Expenses: Our expenses comprise of Cost of Material Consumed, Purchase of Trading Goods, Change in Inventories of work in progress and finished goods, Employee Benefit Expenses, Finance Cost, Depreciation & Amortisation Expenses and Other Expenses.

Purchase of Trading Goods: Our Purchase of trading goods comprises of traded goods.

Changes in Inventories: Our Changes in Inventories comprises of change in Stock of traded goods from the beginning of the year to the end of the year.

Employee Benefit Expenses: Our employee benefit expense consists of Salaries, Wages & Bonus, Directors Remuneration, Gratuity and Contribution to ESI & EPF.

Finance Cost: Our finance costs comprise of Bank Charges, Bill discounting charges, & Processing Charges, Interest on Term Loan, Working capital term loan & other unsecured borrowings.

Depreciation and amortisation expenses: Tangible and Intangible assets are depreciated over periods corresponding to their estimated useful lives. Depreciation includes depreciation charged on Property, Plant & Equipment.

Other expenses: Other expenses includes Fee, rates and Taxes, Commission, Advertisement and Marketing, Rent, Freight and Packaging, Legal and Professional, Repair and Maintenance, Balances Written Off, Travelling and Conveyance, Power and Fuel, Printing and Stationery, Software and Subscriptions, Office and Store Expenses, Postage and Communication Insurance, Audit Fees, Miscellaneous Expenses.

Tax Expenses: Income taxes are accounted for in accordance with Accounting Standard 22 on "Accounting for Taxes on Income" ("AS-22"), prescribed under the Companies (Accounting Standards) Rules, 2006. Our Company provides for current tax as well as deferred tax, as applicable.

Provision for current taxes is made at the current tax rates after taking into consideration the benefits available to our Company under the provisions of the Income Tax Act, 1961.

Deferred tax arises from the timing differences between book profits and taxable profits that originate in one period and are capable of reversal in one or more subsequent periods and is measured using the tax rates and laws applicable as of the date of the financial statements. Our Company provides for deferred tax asset / liability on such timing differences subject to prudent considerations in respect of deferred tax assets.

COMPARISON OF FY 2024-25 WITH FY 2023-24 Income Total Income

Total Income increased by 1,281.20 lakhs from 12,349.21 lakhs in FY 2023-24 to 13,630.41 lakhs in FY 2024-25, representing a growth of approximately 10.37%, mainly due to factors mentioned below:

Revenue from Operations

Revenue from operations increased by 1,196.23 lakhs from 12,333.26 lakhs in FY 2023-24 to 13,529.49 lakhs in FY 2024-25, a growth of about 9.70%, such significant growth is on account of addition of new customers, repetitive orders from existing customers. Quantity of Traded Goods declined from 3.16 lakhs to 2.97 lakhs (decrease of 0.19 lakhs), while average selling price per unit increased sharply from 3,898.30 to 4,549.97 (up by 651.67).

Analysis of Increase in revenue from Operations:

(Rs. in Lakhs)

Particulars FY 2024-25 FY 2023-24

Revenue from Operation

Sale of Traded Goods 13,529.49 12,333.26

Total Revenue from Operations

13,529.49 12,333.26
Quantity Traded Goods (In lakhs) 2.97 3.16
Decrease in sale quantity of Plants in FY 2024-25 as compared to FY 2023-24 (0.19)
Average Selling Price per unit (1) 4549.97 3898.30
Increase in average selling price per unit in FY 2024-25 as compared to FY 2023-24 651.67

Notes:

(1) Average selling price per plant has arrived by dividing Revenue from operations with Quantity sold of Traded good like footwear, apparels, accessories, etc.

Other Income:

Total other income increased by 84.97 lakhs, from 15.95 lakhs in FY 2023-24 to 100.92 lakhs in FY 2024-25, representing an increase of 532.7%, primarily due to Compensation for Loss/damage products, foreign exchange gain, higher improved interest income from fixed deposits, and sundry balance write-backs

Expenses

Total Expenses decreased by 436.64 lakhs from 11,234.09 lakhs in FY 2023-24 to 10,797.45 lakhs in FY 2024-25, a decline of 3.89%,which is on account of decrease in purchase of traded goods and factors mentioned below:

Purchase of Stock in Trade

Purchase of Stock-in-Trade decreased by 1,520.41 lakhs, from 7,201.02 lakhs in FY 2023-24 to 5,680.61 lakhs in FY 2024-25, representing a decline of 21.11%. This reduction is primarily attributable to the utilization of existing stock-in-trade

Change in Inventory of Traded Goods:

Net Change in Inventories of Traded Goods decreased by 72.49 lakhs, shifting from an inventory addition of 57.54 lakhs in FY 2023-24 to an inventory reduction of (14.95) lakhs in FY 2024-25 indicating higher sale-out of finished goods as stock was supplied extensively towards year-end

Employee Benefit Expenses:

Employee Benefit Expenses increased by 38.53 lakhs, from 486.79 lakhs in FY 2023-24 to 525.31 lakhs in FY 2024-25, an increase of 7.91%, mainly driven by higher directors remuneration, salaries, and related employee costs.

Other Expenses:

Other Expenses increased by 836.63 Lakhs, from 3,387.19 Lakhs in FY 2023-24 to 4,223.82 Lakhs in FY 2024-25, representing a growth of 24.70%. The increase was primarily driven by higher Rent ( 815.24 Lakhs to 856.12 Lakhs), Freight and Packaging expenses ( 215.49 Lakhs to 518.40 Lakhs), and a sharp rise in Fee, Rates and Taxes ( 67.00 Lakhs to 179.88 Lakhs). Additional contributors included higher Repair and Maintenance ( 113.18 Lakhs to 183.10 Lakhs), Legal and Professional fees ( 142.95 Lakhs to 168.73 Lakhs), and Balances Written Off ( 32.48 Lakhs to 47.58 Lakhs). Further increases were noted in Power and Fuel, Audit Fees, and the introduction of CSR Expenses ( 7.77 Lakhs).

Finance Cost:

Finance Cost increased by 257.07 lakhs, from 37.90 lakhs in FY 2023-24 to 294.97 lakhs in FY 2024-25 (growth of 678.3%). This significant increase was primarily due to the company taking on various secured and unsecured term loans for additions to meet working capital requirements, resulting in higher interest costs and bank processing charges.

Depreciation & Amortisation Expenses:

Depreciation and Amortisation Expenses increased by 24.02 lakhs, from 63.65 lakhs in FY 2023-24 to 87.67 lakhs in FY 2024-25, tied to additional asset purchases. This increase was due to the company adding depreciable fixed assets worth 261.25 lakhs during financial year 2024-25, resulting in a jump in depreciation compared to financial year 2023-24.

Profit Before Tax

Profit before Tax increased by 1,717.85 lakhs from 1,115.12 lakhs in FY 2023-24 to 2,832.96 lakhs in FY 2024-25, a rise of 154.05%, primarily due to higher sales and improved other income. This increase was influenced by the following factors:

a) Rise in Revenue

The companys top line volumes increased significantly, adding 1,196.23 lakhs more revenue compared to FY 2023-24.

b) Other Income

Total other income increased by 84.97 lakhs, from 15.95 lakhs in FY 2023-24 to 100.92 lakhs in FY 2024-25, representing an increase of 532.7%, primarily due to Compensation for Loss/damage products, foreign exchange gain, higher improved interest income from fixed deposits, and sundry balance write-backs

Tax Expenses:

The tax expense has increased by 449.84 lakhs, from 268.70 lakhs in FY 2023-24 to 737.54 lakhs in FY 2024-25, representing an increase of 156.36%, primarily due to increase in current tax which is result of increase in revenue during the FY 2024-25.

Profit After Tax (PAT):

Profit increased by 1,268 lakhs from 827.42 lakhs in FY 2023-24 to 2,095.42 lakhs in FY 2024-25, representing an increase of 153.25%. This increase was mainly due to increased revenue and improved operational efficiency, which outpaced the growth in expenses.

Analysis of increase in profit after tax is as follows:

(Rs. in Lakhs)

Particulars For the year ended on March 31, 2025 % of Revenue from operations For the year ended on March 31, 2024 % of Revenue from operations
Revenue from Operations 13,529.49 100.00% 12,333.26 100.00%
Profit After tax (A) 2,095.42 15.49% 827.42 6.71%
Other Income (B) 100.92 0.75% 15.95 0.13%

Adjusted PAT (A-B)

1,994.50 14.74% 811.47 6.58%

COMPARISON OF FY 2023-24 WITH FY 2022-23

Total Income:

Our total income increased by 7,718.19 lakhs from 4,631.02 lakhs for the financial year ended March 31, 2023 to

12,349.21 lakhs for the financial year ended March 31, 2024, representing a growth of 166.66%, primarily due to wider geographic coverage and the factors mentioned below:

Revenue from Operations:

Our revenue from operations increased by 7,702.30 lakhs from 4,630.96 lakhs for the financial year ended March 31, 2023 to 12,333.26 lakhs for the financial year ended March 31, 2024, representing a growth of 166.32%, driven by the addition of new products, repetitive orders from existing customers, and a significant expansion in domestic operations.

Increase in Average Selling Price:

(Rs. in Lakhs)

Particulars FY 23-24 FY 22-23

Revenue from Operation

Sale of Traded Goods 12,333.26 4,630.96

Total Revenue from Operations

12,333.26 4,630.96
Quantity sold of Traded Goods (in Numbers) 3.16 1.63
Increase in sale quantity of Plants in FY 2023-24 as compared to FY 2022-23 1.54
Average Selling Price per plant 3898.30 2845.89
Increase in average selling price per Plant in FY 2023-24 as compared to FY 2022-23 1052.40

Notes:

(1) Average selling price per plant has arrived by dividing Revenue from operations with Quantity sold of Traded good like footwear, apparels, accessories, etc

Other Income:

Other income Increased by 15.89 lakhs from 0.06 lakhs for the financial year ended March 31, 2023 to 15.95 lakhs for the financial year ended March 31, 2024, reflecting a Increase of 532.72%, mainly because of sundry balances written back during the year

Total Expenses:

Our Total Expenses increased by 6,663.59 lakhs from 4,570.50 lakhs for the financial year ended March 31, 2023 to 11,234.09 lakhs for the financial year ended March 31, 2024, representing a growth of 145.80% due to the factors described below:

Purchase of Stock in Trade

Purchase of Stock-in-Trade Increased by 2346.33 lakhs, from 4854.69 lakhs in FY 2022-23 to 7,201.02 lakhs in FY 2023-24, representing a decline of 48.33%. This increase is primarily attributable to due to increase in revenue from operation and demand of products.

Change in Inventory of Stock in Trade and Finished Goods:

Changes in inventories of traded goods increased by 1,754.44 lakhs, from (1,696.90) lakhs in the financial year ended March 31, 2023 to 57.54 lakhs in the financial year ended March 31, 2024, representing a growth of 103.39%. This increase was primarily driven by higher purchases during the year

Employee Benefit Expenses:

Our Employee Benefits Expense increased by 176.78 Lakhs from 310.00 Lakhs for the financial year ended March

31, 2023 to 486.78 Lakhs for the financial year ended March 31, 2024 representing an increase of 57.03%, such increase is on account of increase in Salaries, Wages & Bonus and Director remuneration.

Other Expenses:

Other Expenses increased by 2,325.62 Lakhs, from 1,061.57 Lakhs to 3,387.19 Lakhs, reflecting a growth of

219.07%.The increase was primarily driven by substantial rises in Advertisement & Marketing ( 878.65 Lakhs), Commission ( 837.37 Lakhs), Rent ( 256.96 Lakhs), Freight & Packaging ( 116.78 Lakhs), and Legal & Professional Fees ( 134.20 Lakhs), along with new Balances Written Off ( 32.48 Lakhs) in FY 2023-24. Additional increases were noted in Repair & Maintenance, Travelling & Conveyance, Power & Fuel, and Software & Subscriptions, while Foreign Exchange Loss and Printing & Stationary expenses registered slight declines.

Finance Cost:

Our Finance Cost increased by 36.30 Lakhs from 1.60 Lakhs for the financial year ended March 31, 2023 to 37.90 Lakhs for the financial year ended March 31, 2024 representing an increase of 2274.83%, such significant increase is on account of increase in borrowing , bill discounting charges & bank charges.

Depreciation & Amortisation Expenses:

Our Depreciation and Amortization Expenses increased by 24.10 Lakhs from 39.55 Lakhs for the financial year ended March 31, 2023 to 63.65 Lakhs for the financial year ended March 31, 2024 representing an increase of 60.94%, such increase is due to addition in fixed asset during the year.

Profit Before Tax (PBT):

Our Profit before Tax increased by 1,054.60 Lakhs from 60.52 Lakhs for the financial year ended March 31, 2023 to

1,115.12 Lakhs for the financial year ended March 31, 2024 representing an increase of 1,742.69%, reflecting the companys strong pre-tax profitability improvement.

Tax Expenses:

Our Total Tax Expense increased by 268.70 Lakhs from 19.00 Lakhs for the financial year ended March 31, 2023 to

287.70 Lakhs for the financial year ended March 31, 2024 representing an increase of 1,414.06%, such increase is directly proportional to the significant improvement in pre-tax profits.

Profit After Tax (PAT):

Our Profit increased by 785.91 lakhs, from 41.51 lakhs for the financial year ended March 31, 2023 to 827.42 lakhs for the financial year ended March 31, 2024, representing an increase of approximately 1893.12%. This is mainly due to the increase in revenue from operations.

Particulars Year ended on March 31, 2024 % of Revenue from operations Year ended on March 31, 2023 % of Revenue from operations
Revenue from Operations 12,333.26 100.00% 4,630.96 37.55%
Profit After tax (A) 827.42 6.70% 41.51 0.90%
Other Income (B) 15.95 0.13% 0.06 0.00%

Adjusted PAT (A-B)

1,099.17 8.91% 60.45 0.49%

CHANGES IN CASH FLOWS

The table below summaries our cash flows from our Restated Consolidated Financial Statements for the financial years ended on March 31, 2025, 2024 and 2023:

(Rs. in Lakhs)

For the Financial Year ended on
Particulars March 31, 2025 March 31, 2024 March 31, 2023
Net cash (used in)/ generated from operating Activities 198.98 222.27 (129.84)
Net cash (used in)/ generated from investing Activities (288.49) (318.95) (40.67)
Net cash (used in)/ generated from financing Activities 730.57 167.08 164.03
Net increase/ (decrease) in cash and cash Equivalents 372.58 16.21 (6.47)
Cash and Cash Equivalents at the beginning of the period 35.08 18.87 25.33
Cash and Cash Equivalents at the end of the Period 407.66 35.08 18.86

Cash Flow from Operating Activities:

For the financial year ended on March 31, 2025:

Our net cash used in operating activities for the period ended on March 31, 2025, was 2,819.08 Lakhs. This was primarily driven by an operating profit before working capital changes of 3,018.06 Lakhs, which was adjusted due to changes in working capital. The significant changes included (i) an increase in inventories of 14.95 Lakhs due to increased production which resulted in higher inventory days, (ii) an increase in trade receivables of 3,223.26 Lakhs as a result of increase in revenue from operations, (iii) increase in short-term loans and advances by 71.97 Lakhs mainly due to increase in advances to suppliers and others, (iv) increase in other current assets of 245.05 Lakhs due to increase in GST Receivable and Balances with revenue authorities, (v) a decrease in other current liabilities by 5.99 Lakhs mainly due to decrease in advances from customers and expenses payable, (vi) an increase in trade payables of 659.99 lakhs due to higher purchases. It was further decreased by income tax payment of 268.47 Lakhs

For the financial year ended on March 31, 2024:

Our net cash used from operating activities for the financial year ended on March 31, 2024, was 998.06 Lakhs. The operating profit before working capital changes stood at 1,220.33 Lakhs, which was adjusted for changes in working capital. The movement in working capital includes (i) a decrease in trade receivables of 53.23 Lakhs as a result of reduction in holding days due to timely receipt from trade receivables and reversal of provision for bad debts, (ii) increase in other current assets by 68.98 Lakhs due to increase in interest receivables on the loan given, (iii) an increase in short-term loans and advances by 40.13 Lakhs due to increase in advances to suppliers, (iv) a decrease in inventories by 57.54 Lakhs due to increased production, (v) an increase in trade payables by 20.83 Lakhs due to higher purchases, (vi) a decrease in other current liabilities by 1,557.72 Lakhs mainly due to decrease in creditors for capital goods and advances from customers. The net cash generated was further reduced by tax payments of 54.18 Lakhs

For the financial year ended on March 31, 2023:

Our net cash used in operating activities for the financial year ended on March 31, 2023, was 233.86 Lakhs. The Operating profit before working capital changes stood at 104.02 Lakhs, which was significantly adjusted by changes in working capital. The key adjustments included (i) increase in inventories by 1,696.90 Lakhs due to increase in stock of finished goods, (ii) decrease in trade receivables of 184.66 Lakhs as a result of improved collection efficiency, (iii) decrease in short-term loans and advances of 292.28 Lakhs due to decrease in advance paid to suppliers, (iv) increase in other current assets by 81.96 Lakhs due to increase in interest on loan given to related parties, (v) trade payables increased by 1,306.28 Lakhs due to increased purchases, (vi) other current liabilities decreased by 293.98 Lakhs mainly due to decrease in advance from customers. There were no income tax payments reported for this period

Cash Flow from Investing Activities:

For the financial year ended on March 31, 2025:

Our net cash used in investing activities was 288.49 Lakhs for the period ended March 31, 2025. This was primarily due to purchases of Property, Plant & Equipment amounting to 261.56 Lakhs, fixed deposits of 27.63 Lakhs, and interest received amounting to 0.70 Lakhs. No proceeds from sale of Property, Plant & Equipment, or changes relating to investments, loans, and advances are reported for this period

For the financial year ended on March 31, 2024:

Our net cash used in investing activities was 318.95 Lakhs for the financial year 2023-24. This was primarily due to purchases of Property, Plant & Equipment amounting to 318.95 Lakhs. No significant changes in other non-current assets, short-term loans and advances, or interest income are reported for the period

For the financial year ended on March 31, 2023:

Our net cash used in investing activities was 40.67 Lakhs for the financial year 2022-23. This was primarily due to purchases of Property, Plant & Equipment amounting to 40.67 Lakhs. No significant changes in short-term loans and advances or interest income are reported for this period.

Cash Flow from Financing Activities:

For the financial year ended on March 31, 2025:

Net cash generated in financing activities for the period ended March 31, 2025, was 730.57 Lakhs, which was primarily due to repayment of short-term borrowings of 9,790.11 Lakhs, net proceeds of long-term borrowings of 664.89 Lakhs

(i.e., proceeds of 781.83 Lakhs less repayment of 116.94 Lakhs), and an interest cost of 103.18 Lakhs. There is no separate disclosure for repayment of non-current liabilities in the provided data

For the financial year ended on March 31, 2024:

Net cash used in financing activities for the financial year March 31, 2024, was 167.08 Lakhs, which was primarily due to repayment of short-term borrowings of 9,257.65 Lakhs, net proceeds of long-term borrowings of 40.31 Lakhs

(proceeds of 50.00 Lakhs less repayment of 9.69 Lakhs), and an interest cost of 20.83 Lakhs

For the financial year ended on March 31, 2023:

Net cash generated in financing activities for the financial year March 31, 2023, was 164.03 Lakhs, which was primarily due to proceeds from short-term borrowings of 982.62 Lakhs, repayment of short-term borrowings of 817.69 Lakhs, and an interest cost of 0.90 Lakhs. There is no separate disclosure for repayment of non-current liabilities or issuance of equity shares, while net proceeds of long-term borrowings are not provided in the visible data

OTHER KEY RATIOS

The table below summaries key ratios in our Restated Consolidated Financial Statements for financial years ended on March 31, 2025, 2024 and 2023:

Particulars

March 31, 2025 March 31, 2024 March 31, 2023
Fixed Asset Turnover Ratio 20.42 27.54 14.47
Current Ratio 1.40 1.00 0.83
Debt Equity Ratio 0.40 0.40 2.91
Inventory Turnover Ratio 5.55 5.01 2.82

Fixed Asset Turnover Ratio: This is defined as revenue from operations divided by Average fixed assets based on Consolidated Financial Statements as Restated.

Current Ratio: This is defined as current assets divided by current liabilities, based on Consolidated Financial Statements as Restated.

Debt Equity Ratio: This is defined as total debt divided by total shareholder funds. Total debt is the sum of long-term borrowings, short-term borrowings and current maturities of long-term debt, based on Consolidated Financial Statements as Restated.

Inventory Turnover Ratio: This is defined as cost of goods sold divided by average inventory based on Consolidated Financial Statements as restated.

Financial Indebtedness

As on March 31, 2025, the total outstanding borrowings of our Company is as below. For further details, refer to the chapter titled "Financial Indebtedness" beginning on page 216 of this Draft Red Herring Prospectus.

(Rs. in Lakh)

Particulars

As on March 31, 2025
Loans from Banks & Financial Institutions 1186.58

Total

1186.58

Related Party Transactions

Related party transactions with our promoters, directors and their entities and relatives primarily relate to purchase and sale of products and services. For further information, please refer to the chapter titled "Restated Financial Statements Related Party Transactions" on page 214 of this Draft Red Herring Prospectus.

Off-Balance Sheet Items

We do not have any other off-balance sheet arrangements, derivative instruments or other relationships with any entity that have been established for the purposes of facilitating off-balance sheet arrangements.

Qualitative Disclosure about Market Risk

Financial Market Risks

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

Interest Rate Risk

Our financial results are subject to changes in interest rates, which may affect our debt service obligations and our access to funds.

Effect of Inflation

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

Credit Risk

We are exposed to credit risk on monies owed to us by our customers. If our customers do not pay us promptly, or at all, we may have to make provisions for or write-off such amounts.

Reservations, Qualifications and Adverse Remarks

Except as disclosed in chapter titled "Restated Financial Statements" beginning on page 215 of this Draft Red Herring Prospectus, there have been no reservations, qualifications and adverse remarks.

Details of Default, if any, including therein the Amount Involved, Duration of Default and Present Status, in Repayment of Statutory Dues or Repayment of Deposits or Repayment of Loans from any Bank or Financial Institution.

Except as disclosed in chapter titled "Restated Financial Statements" beginning on page 215 of this Draft Red Herring Prospectus, there have been no defaults in payment of statutory dues and interest thereon or repayment of deposits and interest thereon or repayment of loans from any bank or financial institution and interest thereon by the Company.

FACTORS THAT MAY AFFECT THE RESULTS OF THE OPERATIONS

Unusual or infrequent events or transactions

There are no transactions or events, which in our best judgment, would be considered unusual or infrequent that have significantly affected operations of the Company.

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

There are no significant economic changes that materially affected Companys operations or are likely to affect income from continuing operations. Any slowdown in the growth of Indian economy or future volatility in global commodity prices, could affect the business including the future financial performance, shareholders funds and ability to implement strategy and the price of the Equity Shares.

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

Other than as disclosed in the chapter titled "Risk Factors" beginning on page 30 of this Draft Red Herring Prospectus to our knowledge, there are no known trends or uncertainties that have or had or are expected to have a material adverse impact on revenues or income of our Company from continuing operations.

Future changes in relationship between costs and revenues in case of events such as future increase in labour or material cost or prices that will cause material change

According to our knowledge, there are no future relationship between cost and income that would be expected to have a material adverse impact on our operations and revenues. However, increase in the cost of the goods in which the Company deals, will affect the profitability of the Company. Further, the Company may not be able to pass on the increase in prices of the services to the customers in full and this can be offset through cost reduction.

The extent to which material increases in net sales or revenue are due to increased sales volume, introduction of new products or services or increased prices

The increase in revenue is by and large linked to increase in volume of all the activities carried out by the Company.

Total turnover of each major industry segment in which the Issuer Company operates

Our Company is involved in trading of goods like footwear, Apparels, Accessories and others.

Relevant industry data, as available, has been included in the chapter titled "Industry Overview" beginning on page 120 of this Draft Red Herring Prospectus.

Status of any Publicly Announced New Business Segments

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

Seasonality of the Business

The business of our company is not seasonal, hence there is no impact of seasonality on our turnover and operations. However, one of the industries that we cater to, i.e., construction industry slows down its operations typically during monsoon due to unfavourable weather conditions.

Any significant dependence on a single or few suppliers or customers

We depend on external suppliers for all the raw materials required and typically purchase raw materials on a purchase order basis and place such orders with them in advance based on our projected requirements. As a result, the success of our business is significantly dependent on maintaining good relationships with our suppliers. The absence of long-term supply contracts subjects us to risks such as price volatility caused by various factors viz. commodity market fluctuations, currency fluctuations, climatic and environmental conditions, transportation cost, changes in domestic regulatory changes and trade sanctions. If we cannot fully offset the increase in raw material prices with an increase in the prices for our products, we will experience lower profit margins, which in turn may have a material adverse effect on our results of operations, and financial condition and ultimately lead to a liquidity crunch. In the absence of such contracts, we are also exposed to the risk of unavailability of raw materials in desired quantities and qualities, in a timely manner.

Competitive Conditions

We have competition with domestic and international bedding essentials manufacturers who may vertically integrate their supply chains by acquiring or establishing their own distribution operation which reduces the need for independent distributors and create additional competition in the market. We expect competition to intensify due to possible new entrants in the market, existing competitors further expanding their operations and our entry into new markets where we may compete with well-established unorganized companies/ entities. This we believe may impact our financial condition and operations. For details, please refer to the chapter titled "Risk Factors" beginning on page 30 of this Draft Red Herring Prospectus.

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