Chiraharit Ltd Management Discussions

You should read the following discussion of our financial condition and results of operations together with our restated financial statements for the financial year ended on 31^st March 2025, 31^st March 2024 and 31^st March 2023 including the notes and significant accounting policies thereto and the reports thereon. These financial statements have been prepared in accordance with Ind GAAP, the Companies Act and the SEBI (ICDR) Regulations and restated as described in the report of our auditors dated September 08, 2025 which is included in this prospectus under the section titled "Financial Information as Restated" beginning on page 190 of this prospectus. The restated financial statements have been prepared on a basis that differs in certain material respects from generally accepted accounting principles in other jurisdictions, including US GAAP and IFRS. We do not provide a reconciliation of our restated financial statements to US GAAP or IFRS and we have not otherwise quantified or identified the impact of the differences between Indian GAAP and U.S. GAAP or IFRS as applied to our restated financial statements.

You should also see the section titled "Risk Factors" beginning on page 22 of this prospectus, which discusses a number of factors and contingencies that could impact our financial condition and results of operations. The following discussion relates to our Company, unless otherwise stated, is based on restated audited financial statements.

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 "Risk Factors" and "Forward Looking Statements" beginning on pages 22 and 15 respectively, and elsewhere in this Prospectus.

Accordingly, the degree to which the financial statements in this Prospectus will provide meaningful information depends entirely on such potential investors level of familiarity with Indian accounting practices. Our F.Y. ends on March 31 of each year; therefore, all references to a particular fiscal are to the twelve-month period ended March 31 of that year. Please also refer to section titled "Certain Conventions, Use of Financial, Industry and Market Data and Currency Presentation" beginning on page 13 of this Prospectus.

BUSINESS OVERVIEW

Our company was originally incorporated as a Private Limited Company under the name and style of "Brahmani Ventures Private Limited" in accordance with the Companies Act, 1956 pursuant to a Certificate of Incorporation issued by Registrar of Companies, Andhra Pradesh on August 04, 2006 with the corporate identification number (CIN) being U45101AP2006PTC050818. Later, the name of the Company has been changed to "Chiraharit Agro Farms Private Limited" in accordance with the Companies Act, 2013 pursuant to a Certificate of Incorporation issued by Registrar of Companies, Hyderabad, Telangana on September 18, 2015 with the corporate identification number (CIN) being U01403TG2006PTC050818. Further, the name of the Company was once again changed to "Chiraharit Private Limited" in accordance with the Companies Act, 2013 pursuant to a Certificate of Incorporation issued by Registrar of Companies, Hyderabad, Telangana on May 30, 2016 with the corporate identification number (CIN) being U29100TG2006PTC050818. Subsequently, our company was converted into Public Limited Company under the Companies Act, 2013 and the name of our Company was changed to "Chiraharit Limited" vide a fresh Certificate of Incorporation consequent upon conversion from Private Company to Public Company dated December 02, 2024, bearing Corporate Identification Number U29100TG2006PLC050818, issued by Central Processing Centre.

The name Chiraharit, derived from the Sanskrit words "Chira" (Always) and "Harit" (Green), reflects our unwavering commitment to sustaining the worlds greenery through efficient water transportation and construction of green energy projects. With a focus on seamless water movement via pipeline systems, we ensure that wherever water flows, life and verdant growth follow. Guided by our vision of keeping the world "Always Green," we are dedicated to efficient water transportation and application. By integrating cutting-edge technology and engineering excellence, we enable efficient water utilization, fostering sustainability and resilience in communities and industries. Through our efforts, we aim to ensure a greener, more sustainable future for generations to come.

Our Company specialize in turnkey EPC (Engineering, Procurement and Construction) projects focusing on two broad segment viz Water-based and Renewable Energy-based. With a commitment to excellence, we deliver innovative and comprehensive solutions tailored to meet the unique challenges of each project, ensuring optimal performance and sustainability.

In the Water-based segment, our focus is on the efficient and reliable movement of piped water in pressurized applications. Our expertise in water movement extends across diverse sub-sectors, including piped irrigation for agriculture, drinking water supply projects for Industrial and residential townships, large-scale pressurized irrigation networks, water based solar module cleaning systems and landscape irrigation.

Whether its a large solar power project, a small farmer, or a group housing project, our customers depend on us to deliver the water that touches every aspect of their lives. Farmers rely on us for efficient irrigation, solar project operators for cleaning solar modules, cement factories for dust suppression, and residential housing projects for a reliable water supply. Across diverse applications, one thing remains constant, i.e. the need for clean and safe water, delivered with precision and reliability and that is what we excel at providing.

Our Renewable Energy-based segment is focused on the construction of Compressed Bio-Gas (CBG) plants. In this domain, we provide turnkey execution of all civil, mechanical, and pumping systems, ensuring seamless project delivery. As a recent addition to our portfolio, this segment represents our commitment to sustainable energy solutions and technical excellence.

SIGNIFICANT DEVELOPMENTS SUBSEQUENT TO THE LAST AUDITED PERIOD

In the opinion of the Board of Directors of our Company, since the date of the last audited period i.e. March 31, 2025 as disclosed in this Prospectus, there have not arisen any circumstance that materially or adversely affect or are likely to affect the trading or profitability of our Company or the value of its assets or its ability to pay its material liabilities within the next twelve months except as follows:

1. The Board of Directors have decided to get their equity shares listed on Bombay Stock Exchange of India Limited and pursuant to Section 62(1)(c) of the Companies Act 2013, by a resolution passed at its meeting held on Month June 26, 2025 proposed the Issue, subject to the approval of the shareholders and such other authorities as may be necessary.

2. The shareholders of the Company have, pursuant to Section 62(1)(c) of the Companies Act 2013, by a special resolution passed in the Extra Ordinary General Meeting held on July 18, 2025 authorized the Initial Public Offer.

KEY FACTORS AFFECTING OUR RESULTS OF OPERATION

1. Covid-19 like pandemic.

2. Our dependence on limited number of customers/suppliers/brands for a significant portion of our revenues;

3. Any failure to comply with the financial and restrictive covenants under our financing arrangements;

4. Our ability to retain and hire key employees or maintain good relations with our workforce;

5. Impact of any reduction in sales of our services/products;

6. Rapid Technological advancement and inability to keep pace with the change;

7. Increased competition in industries/sector in which we operate;

8. General economic and business conditions in India and in the markets in which we operate and in the local, regional and national economies;

9. Changes in laws and regulations relating to the Sectors in which we operate;

10. Political instability or changes in the Government in India or in the government of the states where we operate could cause us significant adverse effects; 11. Failure to obtain any applicable approvals, licenses, registrations and permits in a timely manner; 12. Occurrence of natural or man-made disasters could adversely affect our results of operations and financial condition and 13. Our inability to successfully diversify our product offerings may adversely affect our growth and negatively impact our profitability.

SIGNIFICANT ACCOUNTING POLICIES:

Our significant accounting policies are described in the section entitled "Financial Statements as Restated" beginning from page 190 of the Prospectus.

FINANCIAL KPIs OF THE COMPANY:

Particulars	31-03-2025	31-03-2024	31-03-2023
Total Income	5,979.79	3,057.42	3,303.16
Growth (%)	95.58%	-7.44%	34.93%
Revenue from Operation	5,962.80	3,056.55	3,288.78
EBITDA (Operating Profit)	975.61	235.73	168.68
EBITDA Margin (%)	16.36%	7.71%	5.13%
PAT	602.29	60.34	42.05
Growth (%)	898.19%	43.49%	-55.08%
PAT Margin (%)	10.10%	1.97%	1.28%
EPS (Basic & Diluted) - (As per end of Restated period)	1.51	2.41	1.68
EPS (Basic & Diluted) - (Post Bonus with retrospective effect)	1.51	0.15	0.11
Total Borrowings	2,022.44	1,630.03	1,592.34
Total Net Worth (TNW)	957.39	331.45	257.17
RONW (%)	62.91%	18.20%	16.35%
ROCE %	32.29%	10.50%	8.58%
Debt Equity Ratio (Total Borrowing/TNW)	2.11	4.92	6.19

Our product and Service wise revenue was increased YOY as per details mentioned below:

	March 31, 2025		March 31, 2024		March 31, 2023
	(Consolidated)		(Consolidated)		(Consolidated)
Product	Amount	% of total Turnover	Amount	% of total Turnover	Amount	% of total Turnover
Solar Module Cleaning System	3,032.33	50.85%	1,604.38	52.49%	1,265.47	38.48%
Water Pipeline Solutions for Industrial and Residential Projects	888.52	14.90%	206.91	6.77%	503.26	15.30%
Irrigation Solutions for Agriculture and Landscape Irrigation	227.38	3.81%	129.98	4.25%	37.93	1.15%
HDPE, UPVC, CPVC, PVC, Sprinkler Pipes and Fittings	841.86	14.12%	716.43	23.44%	675.86	20.55%
Compressed Bio Gas Plant	683.81	11.47%	-	-	23.49	0.71%
Civil Projects	288.89	4.84%	398.85	13.05%	782.77	23.80%
Total	5962.79	100.00%	3,056.55	100.00%	3,288.78	100.00%

Details of Contribution from Customers

	March 31, 2025	March 31, 2024	March 31, 2023
Particulars
	(Consolidated)	(Consolidated)	(Consolidated)
Turnover from Top 10 largest Customers	4,290.52	2,318.13	2,528.24
in % of Total Turnover	71.95%	75.84%	76.87%
Turnover from Related Party	973.10	332.92	228.24
in % of Total Turnover	16.32%	10.89%	6.94%

Details of State-wise sales are as follows:

	March 31, 2025 (Consolidated)		March 31, 2024 (Consolidated)		March 31, 2023 (Consolidated)
Particulars	Amount	% of total Turnover	Amount	% of total Turnover	Amount	% of total Turnover
Telangana	1,126.27	18.89%	929.84	30.42%	404.54	12.30%
Andhra Pradesh	237.04	3.98%	339.70	11.11%	1,365.76	41.53%
Karnataka	225.68	3.78%	47.74	1.56%	198.81	6.05%
Odisha	191.05	3.20%	25.50	0.83%	0.85	0.03%
Gujarat	1,765.67	29.61%	379.12	12.40%	202.43	6.16%
Tamil Nadu	73.09	1.23%	4.16	0.14%	16.66	0.51%
Uttar Pradesh	58.65	0.98%	22.89	0.75%	62.98	1.92%
Madhya Pradesh	347.79	5.83%	9.87	0.32%	9.71	0.30%
Maharashtra	879.19	14.74%	256.95	8.41%	215.36	6.55%
Kerala	-	0.00%	-	0.00%	25.09	0.76%
Haryana	85.38	1.43%	-	0.00%	-	0.00%
Rajasthan	810.19	13.59%	749.34	24.52%	741.14	22.54%
West Bengal	14.45	0.24%	2.28	0.07%	0.03	0.00%
Punjab	-	0.00%	-	0.00%	-	0.00%
Delhi	3.60	0.06%	24.70	0.81%	2.48	0.08%
Assam	-	0.00%	-	0.00%	16.14	0.49%
Jharkhand	5.33	0.09%	8.62	0.28%	26.77	0.81%
Bihar	-	0.00%	0.30	0.01%	0.02	0.00%
Chattisgarh	139.41	2.34%	255.52	8.36%	-	0.00%
Total of Revenue	5,962.79	100.00%	3,056.55	100.00%	3,288.78	100.00%

Details of Country-Wise sales are as follows:

	March 31, 2025		March 31, 2024		March 31, 2023
	(Consolidated)		(Consolidated)		(Consolidated)
Particulars	Amount	% of total Turnover	Amount	% of total Turnover	Amount	% of total Turnover
India	5962.79	100.00%	3,056.55	100.00%	3,288.78	100.00%
Total of Revenue	5962.79	100.00%	3,056.55	100.00%	3,288.78	100.00%

Details of Sector-wise Turnover

	March 31, 2025		March 31, 2024		March 31, 2023
	(Consolidated)		(Consolidated)		(Consolidated)
Particulars	Amount	% of total Turnover	Amount	% of total Turnover	Amount	% of total Turnover
Government	32.10	0.54%	-	0.00%	2.48	0.08%
Private	5,930.70	99.46%	3,056.55	100.00%	3,286.30	99.92%
Total of Revenue	5,962.80	100.00%	3,056.55	100.00%	3,288.78	100.00%

Details of GST No. wise Revenue

	March 31, 2025		March 31, 2024		March 31, 2023
	(Consolidated)		(Consolidated)		(Consolidated)
Particulars	Amount	% of total Turnover	Amount	% of total Turnover	Amount	% of total Turnover
36AACCB9409P1Z6	4,437.13	74.41%	2,224.79	72.79%	1,982.51	60.28%
37AACCB9409P1Z4	-	0.00%	135.63	4.44%	862.18	26.22%
27AACCB9409P1Z5	683.81	11.47%	63.40	2.07%	-	0.00%
36AABCV1515H1ZL	258.51	4.34%	632.73	20.70%	444.10	13.50%
36AANCM4963C1ZA	583.36	9.78%	-	-	-	-
Total	5,962.80	100.00%	3,056.55	100.00%	3,288.78	100.00%

SUMMARY OF THE RESULTS OF OPERATION:

The following table sets forth select financial data from restated consolidated profit and loss accounts for the financial years ended on 31^st March 2025, 31^st March 2024 and 31^st March 2023 and the components of which are also expressed as a percentage of total income for such periods.

	For the period ended
Particulars	31-03-2025	% of Total Turnover	31-03-2024	% of Total Turnover	31-03-2023	% of Total Turnover
Income
Revenue from Operations
Sale of Products	4,134.73	69.15%	2,285.81	74.76%	1,831.20	55.44%
Sale of Services	1,828.07	30.57%	770.75	25.21%	1,457.59	44.13%
Other Income	16.99	0.28%	0.87	0.03%	14.38	0.44%
Total Income	5,979.79	100.00%	3,057.42	100.00%	3,303.16	100.00%
Expenditure
Cost of Material Consumed	3,531.53	59.06%	1,749.31	57.22%	1,464.43	44.33%
Work Execution cost	902.77	15.10%	560.61	18.34%	1,264.95	38.29%
Changes in Inventories	-198.63	-3.32%	-57.47	-1.88%	-79.49	-2.41%
Employee Benefit Expenses	553.41	9.25%	453.04	14.82%	382.72	11.59%
Other Expenses	198.11	3.31%	115.33	3.77%	87.50	2.65%
Total Expenses	4,987.19	83.40%	2,820.83	92.26%	3,120.11	94.46%
Profit Before Interest, Depreciation and Tax	992.60	16.60%	236.59	7.74%	183.06	5.54%
Depreciation & Amortisation Expenses	30.47	0.51%	30.67	1.00%	24.46	0.74%
Profit Before Interest and Tax	962.13	16.09%	205.92	6.73%	158.60	4.80%
Financial Charges	125.19	2.09%	91.67	3.00%	63.22	1.91%
Profit before Taxation	836.94	14.00%	114.25	3.74%	95.38	2.89%
Provision for Taxation	231.06	3.86%	45.28	1.48%	42.61	1.29%
Provision for Deferred Tax	0.89	0.01%	6.69	0.22%	8.58	0.26%
Earlier Tax	2.70	0.05%	1.95	0.06%	2.14	0.06%
Total	234.65	3.92%	53.91	1.76%	53.33	1.61%
Profit After Tax but Before Extra-ordinary
	602.29	10.07%	60.34	1.97%	42.05	1.27%
Items
Extraordinary Items	-	0.00%	-	0.00%	-	0.00%
Profit Attributable to Minority Shareholders	-	0.00%	-	0.00%	0	0.00%
Net Profit after adjustments	602.29	10.07%	60.34	1.97%	42.05	1.27%
Net Profit Transferred to Balance Sheet	602.29	10.07%	60.34	1.97%	42.05	1.27%

Our focus on core business segments and the steady growth of flagship products and services has driven our robust financial performance. For the Fiscal 2025, Fiscal 2024, and Fiscal 2023, we generated total income of 5,979.79 Lakhs, 3,057.42 Lakhs, and 3,303.16 Lakhs respectively. Over the same periods, our EBITDA (Operating Profit) stood at 975.61 Lakhs, 235.73 Lakhs, 168.68 Lakhs respectively, and our Net Profit After Tax (PAT) at 602.29 Lakhs, 60.34 Lakhs, 42.05

Lakhs respectively. Our Return on Net Worth (RoNW) was 16.35% in FY23, slightly improving to 18.20% in FY24, and showing a significant increase to 62.91% for the financial year 2025.

Revenue from operations increased from 3,288.78 Lakhs in FY23 to 5,962.80 Lakhs in FY25, reflecting a growth of 2,674.01 Lakhs. Our PAT also increased from 42.05 Lakhs (1.27% of revenue) in FY23 to 602.29 Lakhs (10.07% of revenue) in FY25. This positive transformation is attributable to several key factors:

Revenue Growth and Economies of Scale: The company achieved remarkable revenue growth in the current period, with its FY2024-25 revenue 5,962.80 Lakhs. This surge, primarily driven by increased product sales and services, allowed the company to significantly benefit from economies of scale, spreading fixed costs over a larger revenue base. We anticipate a similar positive trend in the coming years.

Continued Improvement in Gross Margin: The positive trend in gross margins has continued. This enhancement reflects ongoing better cost management across both material consumption and work execution expenses, indicating sustained improved core operational profitability.

Effective Overhead Cost Management: Crucially, while previous periods saw a high percentage of overheads, the company has now achieved a significant reduction in fixed costs as a percentage of revenue. Despite potential increases in absolute terms, these overheads are now much better absorbed by the substantially higher revenue:

Salaries as a percentage of revenue decreased from 14.82% (in FY2024) to 9.25% (in FY2025).

Depreciation reduced from 1.00% (in FY2024) to 0.51% (in FY2025).

Finance costs fell from 3.00% (in FY2024) to 2.09% (in FY2025).

This demonstrates the companys efficient scaling of operations and its ability to effectively leverage its fixed cost structure to support higher revenue without a proportional increase in these expenses, directly contributing to the enhanced PAT margin.

MAIN COMPONENTS OF PROFIT AND LOSS ACCOUNT

Total Income

Our total income comprises of Revenue from Operations and Other Income.

Revenue from Operations

Our revenue from operations primarily comprises income generated from the Sale of Products and Sale of Services. Sale of Products is categorized into the following segments:

Supply of products in Turnkey Project Solutions: This includes the sale of products for undertaking turnkey projects Solar Module Cleaning Systems, Water Supply Projects, Compressed Bio-Gas Plants, and Irrigation Water Supply Projects.

Manufacturing and Sale of HDPE and Sprinkler Pipes: Sale of HDPE pipes and Sprinkler pipes manufactured through our subsidiary Malaxmi Polymers Private Limited

Distribution of Pipes and Fittings: Sale of UPVC, CPVC, and PVC pipes and fittings as a distributor for 2 national brands.

Sale of Services encompasses, design, installation, commissioning including incidental civil works for Module Cleaning System Projects, Water Supply Projects, Compressed Bio-gas plants and Irrigation water supply projects

Other Income

Our other income comprises of Interest from Fixed Deposits and interest on delayed payments from clients.

Expenditure

Our primary expenditures include the cost of materials consumed, work execution expenses, employee benefit expenses, other administrative expenses, depreciation and amortization, financial charges, and tax expenses.

Cost of Material Consumed

The cost of materials consumed primarily comprises raw materials and components essential for our diverse operations. This includes the procurement of HDPE, CPVC, and UPVC pipes, along with fittings for these pipe categories, as well as landscape irrigation materials such as drip irrigation components, water storage tanks, electromechanical components, pumping systems, electrical control panels, and various civil materials and components.

Work Execution Expenses

Work execution expenses include costs associated with, civil work related expenses, project and site expenses, hire and labor charges, machinery hiring charges, consultancy fees, repairs and maintenance, loading, unloading, and transportation, charges, etc

Change in Inventories

Changes in inventory comprises of difference in opening and closing balance of goods.

Employee Benefit Expenses

Employee benefit expenses comprise of Salary and Wages including Bonus & Incentive, Remuneration to Directors & MD, Contribution to PF and Other Funds, Staff welfare expenses, Gratuity Expenses etc.

Financial Charges

Financial Charges comprises of Interest on secured and unsecured loans, Bill discounting charges, Bank Charges.

Depreciation and Amortization Expenses

Depreciation and Amortization Expenses comprises of depreciation on the Tangible assets of our company.

Other Expenses

Other expenses comprise of Expenses like Rent Expense, Power and Fuel Expense, Travelling & Conveyance Expense, Repair and Maintenance Expense, Insurance, Rates and Taxes, Business Promotion, Legal and Professional, Office Expense, Auditors Remuneration, Communication expenses, Printing and stationery, Donations, Bad debts and other Miscellaneous Expenses.

Provision for Taxation

The provision for current tax is computed in accordance with relevant tax regulation. Deferred tax is recognized on timing differences between the accounting and the taxable income for the year and quantified using the tax rates and laws enacted or subsequently enacted as on balance sheet date. Deferred tax assets are recognized and carried forward to the extent that there is a virtual certainly that sufficient future taxable income will be available against which such deferred tax assets can be realized in future.

COMPARISON OF THE FINANCIAL PERFORMANCE OF FISCAL 2025 (CONSOLIDATED) WITH FISCAL 2024 (CONSOLIDATED)

Total Income: The Total Income consist of revenue from operations and other income has increased from 3,057.42 lakhs in FY 2023-24 to 5,979.79 lakhs in FY 2024-25 i.e. total revenue increased by 2,922.37 lakhs (95.58% for the said period) primarily due to increase in Revenue from Operations.

Revenue from Operations: The Revenue from Operations comprising of Sale of Products and Sale of Services has increased from 3,056.55 lakhs in FY 2023-24 to 5,962.80 lakhs in FY 2024-25 i.e. revenue from operation increased by 2,906.25 lakhs (95.08% for the said period). Revenue from Sale of Products increased from 2,285.81 lakhs in FY 2023-24 to 4,134.73 lakhs in FY 2024-25 and the Revenue from Sales of Services increased from 770.75 lakhs in FY 2023-24 to

1,828.07 lakhs in 2024-25, resulting in overall increase in Revenue from Operations during the FY 2024-25 compared to that of FY 2023-24. The growth in revenue during FY 2024-25 was primarily driven by higher product sales and service income across the Companys various business segments. Increased demand and expanding presence across multiple states contributed to the surge in revenues. The Companys ability to cater to varied customer requirements, coupled with its focus on broadening its product and service offerings, further strengthened its topline performance during the year.

Other Income: The other income of the company for FY 2024-25 increased to 16.99 Lakhs as against 0.87 Lakhs in the

FY 2023-24. The increase was on account of Increase in Interest Income, Other Income and Liabilities written Off.

Total Expenditure:

The total expenses (excluding Depreciation & Amortization Expenses, Financial Charges and provision for tax) for the FY 2024-25 were increased to 4,987.19 Lacs (83.40% of total revenue) as against 2,820.83 Lacs (92.26 % of total revenue) in the FY 2023-24 i.e., total expenses increased by 2,166.36 lakhs. The other expenses increased in absolute figures but we are able to save profit by 8.86% of total revenue. The increase in total expenses was mainly due to increase in Revenue from Operations during the FY 2024-25 as discussed above.

The Total Expenditure consists of Cost of Material Consumed, Work Execution Cost, Changes in Inventories of stock in trade, Employee Benefit Expenses, Other Expenses, Depreciation & Amortisation Expenses, Financial Charges and Taxation expenses. The details as under:

Cost of Material Consumed: The total Cost of Material Consumed for the FY 2024-25 increased to 3,531.53 Lacs (59.06% of total income) as against 1,749.31 lacs in the FY 2023-24 (57.22% of total income) i.e., cost of material consumed increased by 1782.22 lakhs and profitability decreased by 1.84% of Total revenue. This increase was mainly due to increase in volume of operations of Sale of Products and Services during the FY as mentioned in revenue from operation above.

Work Execution Cost: The work execution cost for the FY 2024-25 increased to 902.77 lakhs (15.10% of total income) as against 560.61 lakhs in the FY 2023-24 (18.34% of total income) i.e., work execution cost increased by 342.16 lakhs in absolute terms but profitability also increased by 3.24% of Total Revenue. This increase was mainly due to increase in volume of operations of Sale of Products and Services during the FY as mentioned in revenue from operation above.

Change in Inventories: The change in inventory was (198.63) lakhs for the FY 2024-25 against (57.47) lakhs for the

FY 2023-24 this comprises of difference in opening and closing balance of stock in trade.

Employee Benefit Expenses: The Employee Benefit Expenses for the FY 2024-25 increased to 553.41 Lakhs (9.25 % of total income) as against 453.04 Lakhs in the FY 2023-24 (14.82 % of total income) i.e., employee benefit expenses increased by 100.37 lakhs. The other expenses increased in absolute figures but we are able to save profit by 5.56% of total revenue. This increase was mainly due to increase in workforce to manage higher project volumes along with increase in Salaries and Wages and Staff Welfare owing to annual increments.

Other Expenses: The Other Expenses for the FY 2024-25 increased to 198.11 Lakhs (3.31 % of total income) as against 115.33 Lakhs in the FY 2023-24 (3.77 % of total income) i.e., other expenses increased by 82.77 lakhs. Despite of increase in Other Expenses, profitability increased by 0.46% of Total revenue. This increase was mainly due to increase in Legal and professional charges, Rental Expenses, Rates and taxes, insurance, business promotion expenses and other miscellaneous expenses due to increase in volume of operation from sale of products.

Depreciation and Amortisation Expenses: The Depreciation expenses for FY 2024-25 decreased to 30.47 Lakhs (0.51% of total income) as against 30.67 Lakhs in the FY 2023-24 (1.00% of total income) i.e., depreciation decreased by 0.20 lakhs.

Financial Charges: The Financial Charges for the FY 2024-25 increased to 125.19 Lakhs (2.09% of total income) as against 91.67 Lakhs in the FY 2023-24 (3.00% of total income) i.e., financial charges increased by 33.52 lakhs and profitability increased by 0.90 % of Total revenue. This increase was mainly due to increase in interest cost on secured loan as per their utilization.

Profit/ (Loss) Before Tax: The restated Profit before Tax for FY 2024-25 increased to 836.94 Lakhs (14.00% of total income) as against 114.25 Lakhs in the FY 2023-24 (3.74% of total income) i.e., profit before tax increased by 722.69 lakhs and overall profitability increased by 10.26 % of Total Income. This increase was mainly due to increase in volume of operation of Sale of Products and Services.

Total Tax Expenses: The total tax expense for FY 2024-25 increased to 234.65 Lakhs (3.92% of total income) as against 53.91 Lakhs (1.76 % of total income) in the FY 2023-24. This marginal increase was mainly due to increase in Profit before Tax as mentioned above and reduction in provision for deferred tax.

Profit/ (Loss) After Tax: The restated Profit after Tax for FY 2024-25 has been increased to 602.29 Lakhs (10.07% of total income) as against 60.34 Lakhs (1.97% of total income) in the FY 2023-24. This increase was mainly due to increase in Profit before Tax as mentioned above.

COMPARISON OF THE FINANCIAL PERFORMANCE OF FISCAL 2024 (CONSOLIDATED) WITH FISCAL 2023 (CONSOLIDATED)

Total Income: The Total Income consist of revenue from operations and other income has decreased from 3,303.16 lakhs in FY 2022-23 to 3,057.42 lakhs in FY 2023-24 i.e. total revenue decreased by 245.75 lakhs (7.44% for the said period) primarily due to significant reduction in Civil projects revenue, Delayed project approvals and negligible revenue from compressed Bio-Gas (CBG) segment.

Revenue from Operations: The Revenue from Operations comprising of Sale of Products and Sale of Services has decreased from 3,288.78 lakhs in FY 2022-23 to 3,056.55 lakhs in FY 2023-24 i.e. revenue from operation decreased by 232.23 lakhs (7.06% for the said period). Though Revenue from Sale of Products increased from 1831.20 lakhs in FY 2022-23 to 2285.81 lakhs in FY 2023-24, the Revenue from Sales of Services reduced from 1457.59 lakhs in FY 2022-23 to 770.75 lakhs in 2023-24, resulting in reduction of overall Revenue from Operations during the FY 2023-24 compared to that of FY 2022-23. The decrease in revenue from operations is primarily due to significant reduction in Civil projects revenue, Delayed project approvals and negligible revenue from compressed Bio-Gas (CBG) segment. Revenue from civil projects dropped drastically from 840 lakhs in FY 2023 to 90 lakhs in FY 2024. This reflects the companys deliberate decision to deprioritize this segment, which aligns with its long-term strategy of focusing on its core business. Some projects faced delays due to external factors, such as the Hindenburg report, which affected client approvals and project postponement/temporary closure. These delays impacted revenue realization, particularly in the water pipeline solutions segment. Revenue from Compressed Bio-Gas (CBG) Segment was negligible in FY 2024, unlike previous years, further affecting the overall turnover.

Other Income: The other income of the company for FY 2023-24 decreased to 0.87 Lakhs as against 14.38 Lakhs in the

FY 2022-23. In FY 2022-23, other income was higher as clients paid interest on delayed payments, whereas in FY 2023-24, no such income was received.

Total Expenditure:

The total expenses (excluding Depreciation & Amortization Expenses, Financial Charges and provision for tax) for the FY 2023-24 were decreased to 2,820.83 Lacs (92.26% of total revenue) as against 3,120.11 Lacs (94.46 % of total revenue) in the FY 2022-23 i.e., total expenses decreased by 299.28 lakhs (9.59% for the said period) and profitability increased by 2.20% of Total revenue. The decrease in total expenses was mainly due to decrease in work execution cost with change in priority for core business activity during the FY as mentioned in revenue from operations above as details given as mentioned.

The Total Expenditure consists of Cost of Material Consumed, Work Execution Cost, Changes in Inventories of stock in trade, Employee Benefit Expenses, Other Expenses, Depreciation & Amortisation Expenses, Financial Charges and Taxation expenses.

The details as under:

Cost of Material Consumed: The total Cost of Material Consumed for the FY 2023-24 increased to 1,749.31 Lacs (57.22% of total income) as against 1,464.43 lacs in the FY 2022-23 (44.33% of total income) i.e., cost of material consumed increased by 284.88 lakhs (19.45% for the said period) and profitability decreased by 12.89% of Total revenue. This increase was mainly due to increase in volume of operations of Sale of Products during the FY as mentioned in revenue from operation above.

Work Execution Cost: The work execution cost for the FY 2023-24 decreased to 560.61 lakhs (18.34% of total income) as against 1,264.95 lakhs in the FY 2022-23 (38.29% of total income) i.e., work execution cost decreased by 704.34 lakhs

(55.68% for the said period) and profitability increased by 19.95% of Total Revenue. This decrease in cost was mainly due to reduction in volume of operations with change in priorities during the FY as mentioned in revenue from operations as above.

Change in Inventories: The change in inventory was (57.47) lakhs for the FY 2023-24 against (79.49) lakhs for the

FY2022-23 this comprises of difference in opening and closing balance of stock in trade.

Employee Benefit Expenses: The Employee Benefit Expenses for the FY 2023-24 increased to 453.04 Lakhs (14.82 % of total income) as against 382.72 Lakhs in the FY 2022-23 (11.59 % of total income) i.e., employee benefit expenses increased by 70.32 lakhs (18.37 % for the said period) and profitability decreased by 3.23% of Total revenue. This increase was mainly due to increase in workforce to manage higher project volumes, especially in core segments such as Solar Module cleaning systems and water pipeline solutions, expansion into new segments like renewable energy. The company has also hired some high cost resources during the period to build the leadership team for future growth of the company.

Other Expenses: The Other Expenses for the FY 2023-24 increased to 115.33 Lakhs (3.77 % of total income) as against 87.50 Lakhs in the FY 2022-23 (2.65% of total income) i.e., other expenses increased by 27.83 lakhs (31.81 % for the said period) and profitability decreased by 1.12% of Total revenue. This increase was mainly due to increase in travelling & conveyance expenses, Legal and professional charges, rates and taxes, power and fuel, insurance, business promotion expenses and donations ( 93.81 lakhs in FY 2023-24 and 61.36 lakhs in FY 2022-23) due to increase in volume of operation from sale of products and change in priority of operations during the FY as mentioned in revenue from operation above.

Depreciation and Amortisation Expenses: The Depreciation expenses for FY 2023-24 increased to 30.67 Lakhs (1.00% of total income) as against 24.46 Lakhs in the FY 2022-23 (0.74% of total income) i.e., depreciation increased by 6.22 lakhs (25.42% for the said period) and profitability decreased by 0.26% of Total revenue. The increase in depreciation is primarily due to additions to fixed assets during the year.

Financial Charges: The Financial Charges for the FY 2023-24 increased to 91.67 Lakhs (3.00% of total income) as against 63.22 Lakhs in the FY 2022-23 (1.91% of total income) i.e., financial charges increased by 28.45 lakhs (45.00% for the said period) and profitability decreased by 1.08 % of Total revenue. This increase was mainly due to increase in interest cost on secured loan as per their utilization.

Earnings before Income Tax, Depreciation and Amortization (EBITDA): The restated EBITDA for FY 2023-24 has been increased to 235.73 Lakhs (7.71% of total income) as against 168.68 Lakhs (5.11% of total income) in the FY 2022-23. This increase was mainly due to increase in volume of operation of Sale of Products and change in priority for operations and as a combined effort of all expenses together, the EBITDA has been increased.

Profit/ (Loss) Before Tax: The restated Profit before Tax for FY 2023-24 increased to 114.25 Lakhs (3.74% of total income) as against 95.38 Lakhs in the FY 2022-23 (2.89% of total income) i.e., profit before tax increased by 18.87 lakhs

(19.78 % for the said period) and overall profitability increased by 0.85 % of Total Income. This increase was mainly due to increase in volume of operation of Sale of Products and change in priority for operations and as a combined effort of all expenses together as discussed above, the profit before tax has been increased.

Total Tax Expenses: The total tax expense for FY 2023-24 increased to 53.91 Lakhs (1.76% of total income) as against

53.33 Lakhs (1.61% of total income) in the FY 2022-23. This marginal increase was mainly due to increase in Profit before Tax as mentioned above and reduction in provision for deferred tax.

Profit/ (Loss) After Tax: The restated Profit after Tax for FY 2023-24 has been increased to 60.34 Lakhs (1.97% of total income) as against 42.05 Lakhs (1.27% of total income) in the FY 2022-23. This increase was mainly due to increase in Profit before Tax as mentioned above.

AN ANALYSIS OF REASONS FOR THE CHANGES IN SIGNIFICANT ITEMS OF INCOME AND EXPENDITURE IS GIVEN HEREUNDER:

1. Unusual or infrequent events or transactions

Except as described in this Prospectus, during the periods under review there have been no transactions or events, which in our best judgment, would be considered unusual or infrequent.

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

There are no significant economic changes that may materially affect or likely to affect income from continuing operations. However, Government policies governing the sector in which we operate as well as the overall growth of the Indian economy has a significant bearing on our operations. Major changes in these factors can significantly impact income from continuing operations.

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

Apart from the risks as disclosed under Section "Risk Factors" beginning on page 22 in the Prospectus, in our opinion there are no other known trends or uncertainties that have had or are expected to have a material adverse impact on revenue or income from continuing operations.

4. Expected Future changes in relationship between costs and revenues

Our Companys future costs and revenues will be determined by demand/supply situation, inflation, Government

Policies and Taxation and Currency fluctuations.

5. Extent to which material increases in net sales or revenue are due to increased sales volume, introduction of new products or increased sales prices

Changes in revenue in the last financial years are as explained in the part "Comparison of the Financial Performance" of above.

6. Total turnover of each major industry segment in which our Company operates

The Company is mainly engaged in EPC (Engineering, Procurement and Construction) projects focusing on two broad segment viz Water-based and Renewable Energy-based. Therefore, there are no separate reportable segments.

7. Status of any publicly announced New Products or Business Segment

Our Company has not announced any new product other than disclosed in this Prospectus.

8. Seasonality of business

Our business is not seasonal in nature.

9. Competitive conditions

Competitive conditions are as described under the Chapters "Industry Overview" and "Our Business" beginning on page 102 and 116 respectively of the Prospectus.

10. Details of material developments after the date of last balance sheet i.e. March 31, 2025

Except as mentioned in this Prospectus, no circumstances have arisen since the date of last financial statement until the date of filing the Prospectus, which materially and adversely affect or are likely to affect the operations or profitability of our Company, or value of its assets, or its ability to pay its liability within next twelve months.