Fly-Hi Maritime Travels Ltd Management Discussions

MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

You should read the following discussion in conjunction with our restated financial statements attached in the chapter titled “Restated Financial Statements” beginning on page no 181 You should also read the section titled “Risk Factors” on page no 24 and the section titled “Forward Looking Statements” on page no 22 of this Prospectus, which discusses a number of factors and contingencies that could affect our financial condition and results of operations. The following discussion relates to us, and, unless otherwise stated or the context requires otherwise, is based on our Restated Financial Statements.

Our financial statements have been prepared in accordance with Indian GAAP, the Companies Act and the SEBI (ICDR) Regulations and restated as described in the report of our auditor which is included in this Prospectus under “Restated Financial Statements”. The Restated Financial Information has been prepared on a basis that differs in certain material respects from generally accepted accounting principles in other jurisdictions, including US GAAP and IFRS. Our financial year ends on March 31 of each year, and all references to a particular financial year are to the twelve-month period ended March 31 of that year.

Business Overview

Our Company was originally incorporated as a Private Limited Company under the name of “Fly-Hi Maritime Travels Private Limited” on September 29, 2021 under the provisions of the Companies Act, 2013 with the Registrar of Companies, Central Registration Centre. Further our Company was converted into Public Limited pursuant to resolution passed by our shareholders at Extra ordinary general meeting held on December 05, 2025 name of our company was changed from “Fly-Hi Maritime Travels Private Limited” to “Fly-Hi Maritime Travels Limited” and a fresh Certificate of Incorporation pursuant to conversion into Public Limited dated December 08, 2025 issued by the Registrar of Companies, Central Processing Centre. The CIN of our Company is U63030DL2021PLC387367.

Our Promoter and Managing Director, Mr. Jitendra Kumar Negi has more than 14 years of vast, rich experience and understanding of various aspects of the commercial shipping industry. His experience was instrumental in setting up Fly Hi as a boutique marine travel company catering exclusively to commercial shipping companies for the travel needs of their crew. Mr. Mridul Dilip Singhvi, Whole Time Director & Promoter of the company has more than 21 years of experience and understanding of various aspects of business such as business expansion, operations and nurturing strategic partnerships.

Our company manages end to end travel arrangements for crew of commercial shipping companies, ensuring that the crew members move seamlessly from their home country to the port of boarding. We manage their airline tickets, ground travel, hotel stay, visa application etc until they reach the desired port of boarding. Every movement of the crew members directly impacts the vessel schedules, compliances and operations. Our role is to absorb this complexity on behalf of shipping companies by planning and making end to end travel arrangements for the crew members and by offering them 24/7 support during their travel from their home country to the port of boarding. Modern shipping fleets operate with crew of mixed nationalities and therefore each crew member has to have a tailor made travel itinerary to ensure their arrival to the port of boarding as per the desired time and schedule. We work with commercial shipping companies to move their crew from countries to the port of boarding, we have commercial shipping companies as our customers from more than 6 countries. We offer the following services to the commercial shipping companies for their crew travel;

• Global crew ticketing:

International and regional ticketing, including multi-leg itineraries which are planned as per vessel schedules and joining windows.

• Route planning and travel design;

Routes are planned based on airline reliability, transit visa rules, buffer timings etc and travel is planned keeping in mind risks and priority of boarding certainty.

• Visa & Immigration co-ordination;

Co-ordination with seafarers for transit visas across multiple nationalities to align with the time of boarding of vessels at port.

• OK to board confirmation;

Co-ordination with seafarers for administrative clearance to travel and board the vessels. This is done by co- ordinating with the customers operations team and the port agents.

• Real-time travel monitoring & disruption handling;

Real time monitoring of flights and other travel arrangements with immediate re-routing or change in tickets if required.

• After office hours & Emergency support;

24/7 handling of crew replacements, medical requirements and last minute changes.

• Boarding confirmation & journey closure;

Real-time check on successful boarding of the crew on desired vessels and formal closure of the operational travel route.

FINANCIAL SNAPSHOT

The following table sets forth a breakdown of our revenue from operations, as well as other key performance indicators, for the periods indicated:

(Rs. in lakhs, except EPS, % and ratios)

Particulars	For the period ended on
	March 31, 2026	March 31, 2025	March 31, 2024
Revenue from Operations?	6,203.63	4,539.50	4,508.05
Revenue CAGR (%)(ii)	11.23%
Total Income(iii)	6,221.34	4,574.56	4,540.71
EBITDA(iv)	1,249.20	526.67	267.58
EBITDA Margin (%)(v)	20.14%	11.60%	5.94%
EBITDA CAGR (%)(vi)	67.13%
EBIT(vii)	1,207.55	490.06	256.70
ROCE (%)(viii)	67.22%	45.18%	37.61%
Current Ratio (Times)(ix)	1.97	1.82	1.76
Operating Cash Flow(x)	-98.20	92.09	-91.70
PAT(xi)	842.58	344.34	182.13
PAT Margin (%)(xii)	13.58%	7.59%	4.04%
Net Worth(xiii)	1,795.98	953.40	609.06
ROE/ RONW (%)(xiv)	61.29%	44.08%	34.39%
EPS (Basic & Diluted)(xv)	8.41	3.44	1.82

Note: The Figure has been certified by our Peer review auditors M/s S Sood & Co., Chartered Accountants vide their certificate dated August 03, 2026 vide UDIN: 26089457DENOTN1527.

Notes:

i. Revenue from Operations means the Revenue from Operations as appearing in the Restated Financial Statements.

ii. Revenue CAGR: The three-year compound annual growth rate in Revenue. [(Ending Value/Beginning Value) A (1/N)]-1.

iii. Total Income means the Total Income as appearing in the Restated Financial Statements.

iv. EBITDA is calculated as profit for the period / year, plus tax expenses (consisting of current tax, deferred tax and current taxes relating to earlier years), Interest Expenses and depreciation and amortization expenses minus other Income.

v. EBITDA Margin (%) is calculated as EBITDA divided by Revenue from Operations.

vi. EBITDA CAGR (%) means: The three-year compound annual growth rate in EBITDA. [(Ending Value/Beginning Value)A (1/N)]-1

vii. EBIT is calculated as profit for the period / year, plus tax expenses (consisting of current tax, deferred tax and current taxes relating to earlier years), Interest Expenses minus other Income.

viii. RoCE (Return on Capital Employed) (%) is calculated as earnings before interest and taxes divided by average capital employed. Capital Employed includes Equity Shares, Reserves and surplus, Long- Term Borrowing.

ix. Current Ratio: Current Asset over Current Liabilities.

x. Operating Cash Flow: Net cash inflow from / (used in) operating activities.

xi. Profit After Tax Means Profit for the period/year as appearing in the Restated Financial Statements.

xii. PAT Margin (%) is calculated as Profit for the period/year divided by Revenue from Operations.

xiii. RoE (Return on Equity) (%) is calculated as net profit after tax for the period/year divided by Average Shareholder Equity.

xiv. Net Worth means the aggregate value of the paid-up share capital and reserves and surplus of the company.

xv. EPS: Earning per share is calculated as PAT divide by Weighted No. of equity shares

Explanation for KPI metrics

KPI	Explanations
Revenue from Operations	Revenue from Operations is used by our management to track the revenue profile of the business and in turn helps assess the overall financial performance of our Company and size of our business.
Revenue CAGR %	Revenue CAGR informs the management of compounded annual growth rate i.e. Rate at which Companys revenue are growing on annual basis.
Total income	Total income is used by the management to track revenue from operations and other income.
EBITDA	EBITDA provides information regarding the operational efficiency of the business
EBITDA Margin (%)	EBITDA Margin (%) is an indicator of the operational profitability and financial performance of our business
EBITDA CAGR %	EBITDA CAGR indicate our compounded growth of the business
ROCE %	ROCE provides how efficiently our Company generates earnings from the capital employed in the business.
Current Ratio	Current ratio indicates the companys ability to bear its short-term obligations
Operating Cash Flow	Operating cash flow shows whether the company is able to generate cash from day-to- day business
PAT	Profit after Tax is an indicator which determine the actual earning available to equity shareholders
PAT Margin (%)	PAT Margin (%) is an indicator of the overall profitability and financial performance of the business.
Net Worth	Net worth is used by the management to ascertain the total value created by the entity and provides a snapshot of current financial position of the entity.
ROC/RONW	ROC/RONW (%) is an indicator which shows how much company is generating from its available shareholders funds
EPS	Earning per shares is the companys earnings available of one share of the Company for the period

STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES

For details in respect of Statement of Significant Accounting Policies, please refer “Restated Financial Statement” beginning on page no 181 of this Prospectus.

Factors Affecting our Results of Operations

Our financial condition and results of operations are affected by numerous factors and uncertainties, including those discussed in the section titled “Risk Factors” on page no 24 of this Prospectus. The following is a discussion of certain factors that have had, and we expect will continue to have, a significant effect on our financial condition and results of operations:

• Any adverse changes in central or state government policies;

• Any qualifications or other observations made by our statutory auditors which may affect our results of operations;

• Loss of one or more of our key customers and/or suppliers;

• An increase in the productivity and overall efficiency of our competitors;

• Our ability to maintain and enhance our brand image;

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

• Changes in technology and our ability to manage any disruption or failure of our technology systems;

• Changes in political and social conditions in India or in countries that we may enter, the monetary and interest rate policies of India and other countries, inflation, deflation, unanticipated turbulence in interest rates, equity prices or other rates or prices;

• The performance of the financial markets in India and globally;

• Occurrences of natural disasters or calamities affecting the areas in which we have operations;

• Market fluctuations and industry dynamics beyond our control;

• Our ability to compete effectively, particularly in new markets and businesses;

• Changes in foreign exchange rates or other rates or prices;

• Inability to collect our dues and receivables from, or invoice our unbilled services to, our customers, our results of operations;

• Other factors beyond our control;

• Our ability to manage risks that arise from these factors;

• Changes in domestic and foreign laws, regulations and taxes and changes in competition in our industry;

• Termination of customer contracts without cause and with little or no notice or penalty; and

• Inability to obtain, maintain or renew requisite statutory and regulatory permits and approvals or noncompliance with and changes in applicable regulations/ law, may adversely affect our business, financial condition, results of operations and prospects.

Result of Operations

The following table sets forth select financial data from restated profit and loss accounts for financial year(s) ended on

March 31, 2026, March 31, 2025 and March 31, 2024 and the components of which are also expressed as a percentage of total income for such periods.

(Rs. in lakhs, except for percentage)

Particulars	For the period ended on March 31, 2026	% of Revenue from operation	For the period ended on March 31, 2025	% of Revenue from operation	For the period ended on March 31, 2024	% of Revenue from operation
Revenue from Operations	6,203.63	99.72%	4,539.50	99.23%	4,508.05	99.28%
Other Income	17.71	0.28%	35.06	0.77%	32.66	0.72%
Total Income	6,221.34	100.00%	4,574.56	100.00%	4,540.71	100.00%
Cost of Services	3,907.49	62.99%	3,303.96	72.78%	3,466.19	76.89%
Employee Benefits Expenses	486.40	7.84%	364.69	8.03%	360.15	7.99%
Finance Costs	119.43	1.93%	69.70	1.54%	44.18	0.98%
Depreciation and Amortization Expense	41.65	0.67%	36.61	0.81%	10.88	0.24%
Other Expenses	530.08	8.54%	328.10	7.23%	405.83	9.00%
Total Expenses	5,085.06	81.97%	4,103.06	90.39%	4,287.24	95.10%
Profit Before Tax	1,136.27	18.32%	471.50	10.39%	253.46	5.62%
a) Current Tax	292.40	4.71%	124.40	2.74%	70.00	1.55%
b) Deferred tax credit)/charge	1.30	0.02%	2.75	0.06%	1.33	0.03%
Sub-Total (a+b)	293.69	4.73%	127.15	2.80%	71.33	1.58%
Profit After Tax	842.58	13.58%	344.34	7.59%	182.13	4.04%

Main Components of our Profit and Loss Account Revenue from operations:

Revenue from operations mainly consists of revenue from Sale of services of tickets, hotels and visas.

Other Income:

Our other income primarily consists of Interest Income, Rate Difference Income and Miscellaneous Income.

Expenses:

Companys expenses consist of Cost of Services, Employee Benefit Expense, Finance Cost, Depreciation and Amortisation Expense on Fixed Assets and Other Expenses.

Employee Benefits Expense:

Our employee benefits expense primarily comprises of Salaries, Wages and Bonus, Directors Remuneration, Bonus and Staff Welfare Expenses.

Depreciation and Amortization Expenses on Fixed Assets:

Depreciation includes depreciation calculated on Computers & Laptop, Furniture & Fixtures, Motor Vehicle and Office Equipments.

Other Expenses:

Our other expenses consist of Audit Fees, Car Expenses, Communicaiton Expenses, Contractor Fees, Conveyance Expenses, Electricity Expenses, Exchange Fluctuation (Gain/ Loss), GST Expenese, IATA Fees, Interest on Income & TDS, Late Filing Fees of TDS, Legal and Professional Fees, Medical Expenses, Miscellaneous Expenses, Office Expenses, Outbound Expenses, Postage and Courier Expenses, Printing and Stationary Expenses, Provident Fund, Rebate & Discount, Rent, Rates & Taxes, Repair & Maintenance Expenses, Software and Website Expenses etc.

RESULTS OF OPERATIONS FOR THE FINANCIAL YEAR ENDED MARCH 31, 2026

Total Income:

During the financial year ended March 31, 2026, Total income for the period starting from April 01, 2025 to March 31, 2026 stood at Rs. Rs. 6,221.34 Lakhs. The total income consists of revenue from operations and other income.

Revenue from Operations

During the financial year ended March 31, 2026, revenue from operation of our Company stood at Rs. 6,203.63 Lakhs. The main contribution to the revenue from operations is from Sale of Services.

Other Income:

During the financial year ended March 31, 2026, other income of our Company stood at Rs. 17.71 Lakhs.

Employee Benefits Expenses:

During the financial year ended March 31, 2026, our employee benefits expense was Rs. 486.40 Lakhs which primarily consists of Salaries, Wages, Bonus and Staff Welfare Expenses, which included Salaries and Wages of Rs. 485.40 Lakhs and Staff Welfare Expenses of Rs. 0.83 Lakhs.

Finance Costs

During the financial year ended March 31, 2026, our Finance Costs Expense was Rs. 119.43 Lakhs which primarily consists of bank charges and bank interest.

Depreciation and Amortization Expenses:

During the financial year ended March 31, 2026, Depreciation and Amortization Expenses of our Company stood at Rs. 41.65 Lakhs charged primarily on Computers and Laptops, Furniture and Fixtures, Motor Car and Office Equipments.

Other Expenses:

During the financial year ended March 31, 2026, our Other Expenses was stood at Rs. 530.08 Lakhs, which majorly includes Rent, Rates & Taxes of Rs. 104.02 Lakhs, Legal & Professional Fees of Rs. 112.49 Lakhs, Business Promotion Expenses of Rs. 41.30 Lakhs, Alliance Expenses of Rs. 23.11 Lakhs, GST Expenses of Rs. 70.53 Lakhs and Exchange Fluctuation Loss of Rs. 56.55 Lakhs.

Tax Expenses

During the financial year ended March 31, 2026, provision for Income Tax has been created for Rs. 292.40 Lakhs computed as per the tax liability arising for the year as per Income Tax Act 1961.

Restated Profit After Tax:

Our restated profit after tax for the financial year ended March 31, 2026 after adjusting the Income tax provision computed as per Income tax Act 1961 stands as Rs. 842.58 Lakhs.

RESULTS OF OPERATIONS FOR THE PERIOD ENDED MARCH 31, 2025

Total Income:

During Financial Year ended 2024-25, Total income for the period starting from April 01, 2024 to March 31, 2025 stood at Rs. 4,574.56 Lakhs. The total income consists of revenue from operations and other income.

Revenue from Operations

During Financial Year ended 2024-25, Revenue from Operation of our Company stood at Rs. Rs. 4,539.50 lakhs. The main contribution to the revenue from operations is from Sale of Services.

Other Income:

During Financial Year ended 2024-25, Other Income of our Company stood at Rs. 35.06 Lakh. The main components of other income are Interest Income, Incentive and Miscellaneous Income.

Employee Benefits Expenses:

During Financial Year ended 2024-25, our employee benefits expense was Rs. 364.69 Lakhs for the year ended March 31, 2025, which included Salaries and Wages of Rs. 355.73 Lakhs, Bonus of Rs. 3.07 Lakhs and Staff Welfare Expenses of Rs. 2.32 Lakhs.

Finance Costs

During the period ended March 31, 2025, our Finance Costs Expense was Rs. 69.70 Lakhs which primarily consists of bank charges and bank interest.

Depreciation and Amortization Expenses:

During Financial Year ended 2024-25, Depreciation and Amortization Expenses of our Company stood at Rs. 36.61 Lakhs charged primarily on Computers and Laptops, Furniture and Fixtures, Motor Car and Office Equipment.

Other Expenses:

During the year ended March 31, 2025, our Other Expenses was stood at Rs. 328.10 Lakhs, which majorly includes Legal & Professional Fees of Rs. 87.87 Lakhs, Rent, Rates & Taxes of Rs. 84.33 Lakhs, GST Expenses of Rs. 46.11 Lakhs, Alliance Expenses of Rs. 23.89 Lakhs, Contractor Fees of Rs. 21.00 Lakhs, Office Expenses of Rs. 8.54 Lakhs, Communication Expenses of Rs. 7.67 Lakhs, Software and Website Expenses of Rs. 7.64 Lakhs, Business Promotion Expenses of Rs. 6.55 Lakhs and Other Expenses of Rs. 34.50 Lakhs.

Tax Expenses

During the Financial Year ended 2024-25 provision for Income Tax has been created for Rs. 124.40 Lakhs computed as per the tax liability arising for the year as per Income Tax Act, 1961.

Restated Profit After Tax:

Our restated profit after tax for the Financial Year ended 2024-25 after adjusting the Income tax provision computed as per Income tax Act 1961 stands as Rs. 344.34 Lakhs.

RESULTS OF OPERATIONS FOR THE PERIOD ENDED MARCH 31, 2024 Total Income:

During Financial Year ended 2023-24, Total income for the period starting from April 01, 2023 to March 31, 2024 stood at Rs. 4,540.71 Lakhs. The total income consists of revenue from operations and other income.

Revenue from Operations

During Financial Year ended 2023-24, revenue from operation of our Company stood at Rs. 4,508.05 Lakhs. The main contribution to the revenue from operations is from Sale of Services.

Other Income:

During Financial Year ended 2023-24, Other Income of our Company stood at Rs. 32.66 Lakh. The main components of other income are Interest Income, Incentive and Miscellaneous Income.

Employee Benefits Expenses:

During Financial Year ended 2023-24, our Employee Benefits Expense was Rs. 360.15 Lakhs for the year ended March 31, 2024, which included Salaries and Wages of Rs. 340.72 Lakhs, Bonus of Rs. 12.23 Lakhs and Staff Welfare Expenses of Rs. 1.23 Lakhs.

Finance Costs

During the period ended March 31, 2024, our Finance Costs expense was Rs. 44.18 Lakhs which primarily consists of bank charges and bank interest.

Depreciation and Amortization Expenses:

During Financial Year ended 2023-24, Depreciation and Amortization Expenses of our Company stood at Rs. 10.88 Lakhs charged primarily on Computers and Laptops, Furniture and Fixtures, Motor Car and Office Equipments.

Other Expenses:

During the year ended March 31, 2024, our Other Expenses was stood at Rs. 405.83 Lakhs, which majorly includes Rent, Rates & Taxes of Rs. 71.35 Lakhs, Legal & Professional Fees of Rs. 56.66 Lakhs, GST Expenses of Rs. 51.14 Lakhs, Exchange Fluctuation Loss of Rs. 49.02 Lakhs, Business Promotion Expenses of Rs. 42.65 Lakhs, Contractor Fees of Rs. 2 6.25 Lakhs, Advertising Expenses of Rs. 25.00 Lakhs, Agency Expenses of Rs. 21.13 Lakhs, Alliance Expenses of Rs. 19.16 Lakhs, Office Expenses of Rs. 10.44 Lakhs and Other Expenses of Rs. 33.03 Lakhs.

Tax Expenses

During the Financial Year ended March 31 2024 provision for Income Tax has been created for Rs. 70.00 Lakhs computed as per the tax liability arising for the year as per Income Tax Act, 1961.

Restated Profit After Tax:

Our restated profit after tax for the Financial Year ended 2023-24 after adjusting the Income tax provision computed as per Income tax Act 1961 stands as Rs. 182.13 Lakhs.

FISCAL 2026 COMPARED WITH FISCAL 2025

Set forth below is a discussion of our results of operations for financial year ended March 31, 2026 over March 31, 2025 Total Income:

Total income increased from Rs. 4,574.56 Lakhs in year ended March 31, 2025 to Rs. 6,221.34 Lakhs in year ended March 31, 2026 with a resultant increase of 36% in year ended March 31, 2025 the increase is in normal course of business operations.

Revenue from Operations:

Revenue from operations increased from Rs. 4,539.50 Lakhs in year ended March 31, 2025 to Rs. 6,203.63 Lakhs in year ended March 31, 2026 with a resultant increase of 36.66% in year ended March 31, 2025 due to increase in Sale of Services in normal course of business operations.

Other Income:

Other Income decreased from Rs. 35.06 Lakhs in year ended March 31, 2025 to Rs. 17.71 Lakhs in year ended March 31, 2026 with a resultant decrease of 49.50% in year ended March 31, 2026 which is due to decrease in interest income from our Fixed Deposit to IATA and incentives earned during the financial year ended March, 31, 2026.

Employee Benefits Expense:

Employee Benefit Expenses increased from Rs. 364.69 Lakhs in year ended March 31, 2025 to Rs. 486.40 Lakhs in year ended March 31, 2026 with a resultant increase of 33.37% which was mainly due to corresponding increase in business operations resulting in increase in new staff and also annual increament in salary and wages paid to our staff.

Finance Costs

Finance Cost increased from Rs. 69.70 Laksh in year ended March 31, 2025 to 119.43 Lakhs in year ended March 31, 2026 with a resultant increase of 71.35% which was mainly due to increase in long term and short term borrowings from Rs. 1,002.85 Lakhs in year ended March 31, 2025 to Rs. 1,296.70 Lakhs in year ended March 31, 2026.

Depreciation and Amortization Expenses on fixed assets:

Depreciation and Amortization increased from Rs. 36.61 Lakhs in year ended March 31, 2025 to Rs. 41.65 Lakhs in year ended March 31, 2026 which is a resultant increase of 13.77% which is normal charge to profit and loss account as per Deperciation and amortization policy adopted by company as per companies act 2013.

Other Expenses:

Other expenses increased from Rs. 328.10 Lakhs in year ended March 31, 2025 to Rs. 530.08 Lakhs in year ended March 31, 2026 with a resultant increase of 61.56% in year ended March 31, 2025. The other expenses during the year increased primarily due to contractor fees Rs. 21 Lakhs in financial year ended March 31, 2025 to Rs. 62.91 Lakhs in Financial year ended March 31, 2026, Exchange fluctuation loss incurred by Rs. 1.11 lakhs in the year ended March 31, 2025 to Rs. 56.55 Lakhs in the year ended March 31, 2026. Further Company also incurred negligible Business promotion expenses of Rs. 6.55 lakhs in the year ended March 31, 2025 which is Rs. 41.30 Lakhs in the Year ended March 31, 2026.

Restated profit after tax:

Net Profit after tax increased from Rs. 344.34 Lakhs in year ended March 31, 2025 to Rs. 842.58 Lakhs in year ended March 31, 2026 with a resultant increase of 144.69% in year ended March 31, 2025. Our profit margin has increased due to war scenario the ticket prices have fluctuated and escalated on the higher side on account of last minute bookings for crew transfers. Further during the Year ended March 31, 2026, the company was able to avail better pricing from its vendors due to prompt payment terms and also has been negotiating better exchange rates from the banks and overall fall in Rs. has resulted in reduced exchange rate loss to the Company during the year ended March 31, 2026.

FISCAL 2025 COMPARED WITH FISCAL 2024

Set forth below is a discussion of our results of operations for financial year ended March 31, 2025 over March 31, 2024

Total Income:

Total income increased from Rs. 4,540.71 Lakhs in year ended March 31, 2024 to Rs. 4,574.56 Lakhs in year ended March 31, 2025 with a resultant increase of 0.75% in year ended March 31, 2025 the increase is in normal course of business operations.

Revenue from Operations:

Revenue from operations increased from Rs. 4,508.05 Lakhs in year ended March 31, 2024 to Rs. 4,539.50 Lakhs in year ended March 31, 2025 with a resultant increase of 0.70% in year ended March 31, 2025 due to increase in Sale of Services in normal course of business operations.

Other Income:

Other Income increased from Rs. 32.66 Lakhs in year ended March 31, 2024 to Rs. 35.06 Lakhs in year ended March 31, 2025 with a resultant increase of 7.35% in year ended March 31, 2025 which is due to increase in interest income from our Fixed Deposit to IATA and incentives.

Employee Benefits Expense:

Employee Benefit Expenses increased from Rs. 360.15 Lakhs in year ended March 31, 2024 to Rs. 364.69 Lakhs in year ended March 31, 2025 with a resultant increase of 1.26% which was mainly due to annual increment in salary and wages paid to our staff.

Finance Costs

Finance Cost increased from Rs. 44.18 LakhS in year ended March 31, 2024 to Rs. 69.70 Lakhs in year ended March 31, 2025 with a resultant increase of 57.76% which was mainly due to increase in long term and short term borrowings from Rs. 484.12 Lakhs in year ended March 31, 2024 to Rs. 1164.85 Lakhs in year ended March 31, 2025.

Depreciation and Amortization Expenses on fixed assets:

Depreciation and Amortization increased from Rs. 10.88 Lakhs in year ended March 31, 2024 to Rs. 36.61 Lakhs in year ended March 31, 2025 which is a resultant increase of 236.55% due to increase in the asset base of the company i.e. purchase of Motor Vehicles, Office Equipment and Computers amounting to Rs. 155.69 Lakhs in the year ended March 31, 2025 in respect to Year ended March 31, 2024.

Other Expenses:

Other expenses decreased from Rs. 405.83 Lakhs in year ended March 31, 2024 to Rs. 328.10 Lakhs in year ended March 31, 2025 with a resultant decrease of 19.15% in year ended March 31, 2025. The other expenses during the year decreased primarily due to Exchange fluctuation loss incurred by Rs. 49.02 lakhs in the year ended March 31, 2024 to Rs. 1.11 Lakhs in the year ended Marcg 31, 2025. Further Company also incurred negligible Business promotion expenses of Rs. 6.55 lakhs in the year ended March 31, 2025 which was Rs. 42.65 Lakhs in the Year ended March 31, 2024.

Restated profit after tax:

Net Profit after tax increased from Rs. 182.13 Lakhs in year ended March 31, 2024 to Rs. 344.34 Lakhs in year ended March 31, 2025 with a resultant increase of 89.06% in year ended March 31, 2025. Our profit margin has increased due to decline in other expenses during the year ended March 31, 2025 and improvement in gross margins by 4.11% which was 76.89% in the year ended March 31, 2024 to 72.78% in the Year ended March 31, 2025. Further during the Year ended March 31, 2025, the company was able to avail better pricing from its vendors due to prompt payment terms and also has been negotiating better exchange rates from the banks and overall fall in Rs. has resulted in reduced exchange rate loss to the Company during the year ended March 31, 2025.

CASH FLOWS

The following table sets forth certain information relating to our cash flows in the periods indicated:

(Rs. in Lakhs)

Particulars	As at
	2025-26	2024-25	2023-24
Net Cash flow from / (used in) Operating Activities	(98.20)	92.08	(91.70)
Net Cash flow from / (used in) Investing Activities	(96.85)	(484.02)	(99.26)
Net Cash flow from / (used in) Financing Activities	204.87	465.11	163.66
Net Increase / (Decrease) in Cash and Cash Equivalent	9.82	73.18	(27.30)
Cash and Cash Equivalents at Beginning of Period	366.65	293.47	320.77
Cash and Cash Equivalents at End of Period	376.26	366.65	293.47

Cash Flows from Operating Activities For Financial Year Ended March 31, 2026

Net cash used in operating activities was Rs. (98.20) Lakhs in March 31, 2026. Profit before tax was Rs. 1,136.27 Lakhs in March 31, 2026. Adjustments primarily consisted of Depreciation and Amortisation of Rs. 41.65 Lakhs, Interest Expenses of Rs. 88.98 Lakhs, Investment Income of Rs. (16.38) Lakhs and Miscellaneous Income of Rs. (1.32) Lakhs.

Our operating profit before working capital adjustments was Rs. 1,249.20 Lakhs in March 31, 2026. The working capital adjustments in March 31, 2026 included, Increase in Trade and Other Receivables of Rs. (1,504.74) Lakhs, Decrease in Other Current Assets of Rs. 5.89 Lakhs, Decrease in Short Term Loans and Advances of Rs. 87.23 Lakhs, Increase in Trade Payables of Rs. 177.39 Lakhs, Increase in Provisions of Rs. 167.24 Lakhs and Increase in Other Current Liabilities of Rs. 11.99 Lakhs. The adjustment of Direct Taxes paid was Rs. 292.40 Lakhs.

For Financial Year Ended March 31, 2025

Net cash generated from Operating activities was Rs. 92.09 Lakhs in March 31, 2025. Profit before Tax was Rs. 471.50 Lakhs in March 31, 2025. Adjustments primarily consisted of Depreciation and Amortisation of Rs. 36.61 Lakhs, Interest Expenses of Rs. 53.62 Lakhs, Interest Income of Rs. (27.35) Lakhs, Miscellaneous Income of Rs. (0.90) Lakhs and Incentive Income of Rs. (6.81) Lakhs.

Our Operating profit before working capital adjustments was Rs. 526.67 Lakhs in March 31, 2025. The working capital adjustments in March 31, 2025 included, Increase in Trade and Other Receivables of Rs. (3.24) Lakhs, Increase in Other Current Assets of Rs. (38.68) Lakhs, Increase in Short Term Loans and Advances of Rs. (55.3 3) Lakhs, Decrease in Trade Payables of Rs. (266.14) Lakhs, Increase in Provisions of Rs. 56.72 Lakhs and Decrease in Other Current Liabilities of Rs. (3.51) Lakhs. The adjustment of Direct Taxes paid was Rs. (124.40) Lakhs.

For Financial Year Ended March 31, 2024

Net cash used from Operating activities was Rs. (91.70) Lakhs in March 31, 2024. Profit before Tax was Rs. 253.46 Lakhs in March 31, 2024. Adjustments primarily consisted of Depreciation and Amortisation of Rs. 10.88 Lakhs, Interest Expenses of Rs. 35.90 Lakhs, Interest Income of Rs. (20.79) Lakhs, Miscellaneous Income of (11.00) Lakhs and Incentive Income of (0.87) Lakhs.

Our Operating profit before working capital adjustments was Rs. 267.58 Lakhs in March 31, 2024. The working capital adjustments in March 31, 2024 included, Increase in Trade and Other Receivables of Rs. (154.15) Lakhs, Increase in Other Current Assets of Rs. (92.18) Lakhs, Decrease in Short Term Loans and Advances of Rs. 111.21 Lakhs, Decrease in Trade Payables of Rs. (151.51) Lakhs, Decrease in Provisions of Rs. (55.36) Lakhs and Increase in Other Current Liabilities of Rs. 75.97 Lakhs. The adjustment of Direct Taxes paid was Rs. (93.26) Lakhs.

Cash Flows from Investment Activities

Financial Year Ended March 31, 2026

Net cash used in Investing activities for the Financial year ended March 31, 2026 was Rs. (96.85) Lakhs, primarily due to Investment of Rs. 104.99 Lakhs in purchase of Property, Plant and Equipment, increase in non current assets of Rs. (4.79) Lakhs, increase in long term loan and advances of Rs. (3.45) Lakhs and Interest income of Rs. 16.38 Lakhs.

For Financial Year Ended March 31, 2025

Net cash used in Investing activities for the year ended March 31, 2025 was Rs. (484.02) Lakhs, primarily due to purchase of Property, Plant and Equipment of Rs. (403.70) Lakhs, increase in Long Term Loans and Advances of Rs. (107.67) Lakhs and Interest Income of Rs. 27.35 Lakhs.

For Financial Year Ended March 31, 2024

Net cash used in Investing activities for the year ended March 31, 2024 was Rs. (99.26) Lakhs, primarily due to purchase of Property, Plant and Equipment of Rs. (120.05) Lakhs, increase in Long Term Loans and Advances of Rs. 334.61 Lakhs and Interest Income of Rs. 20.79 Lakhs.

Cash Flows from Financing Activities

Financial Year Ended March 31, 2026

Net cash generated from Financing activities for the Financial year ended March 31, 2026 was Rs. 204.87 Lakhs, primarily due to proceeds from long term borrowings of Rs. 3.15 Lakhs, proceeds from short term borrowings of Rs. 290.70 and Interest Expenses of Rs. (88.98) Lakhs.

For Financial Year Ended March 31, 2025

Net cash generated from Financing activities for the year ended March 31, 2025 was Rs. 465.11 Lakhs, primarily due to proceeds from Long-Term borrowings of Rs. 233.12 Lakhs, proceeds from short term borrowings of Rs. 285.61 Lakhs and Interest Expenses of Rs. (53.62) Lakhs.

For Financial Year Ended March 31, 2024

Net cash generated from Financing activities for the year ended March 31, 2024 was Rs. 163.66 Lakhs, primarily due to proceeds from Long-Term borrowings of Rs. 67.90 Lakhs, proceeds from short term borrowings of Rs. 131.66 Lakhs and Interest Expenses of Rs. (35.90) Lakhs.

Related Party Transactions

Related party transactions with certain of our promoters, directors and their entities and relatives primarily relates to remuneration, salary, loan and Issue of Equity Shares. For further details of related parties kindly refer chapter titled “Restated Financial Statement” beginning on page no 181 of this Prospectus.

Financial Market Risk

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

We are currently exposed to interest to rate risks to the extent of outstanding loans. However, any rise in the future borrowings may increase the risk.

Effect of Inflation

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

Information required as per Item (11) (II) (C) (iv) of Part A of Schedule VI to the SEBI Regulations

An analysis of reasons for the changes in significant items of income and expenditure is given hereunder:

• Unusual or infrequent events or transactions.

• Except as described in this Prospectus, there have been no other events or transactions to the best of our knowledge which may be described as “unusual” or “infrequent”. For further information on potential risks arising from certain non-recurring or infrequent transactions.

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

• Our business has been subject to, and we expect it to continue to be subject to significant economic changes arising from the trends identified above in ‘Factors Affecting our Results of Operations and the uncertainties described in the section entitled Risk Factor - ‘If inflation rises in India, increased costs may result in a decline in the profits of our Company. Inflation rates in India have been volatile in recent years and such volatility may continue in the future. under chapter titled “Risk Factor” beginning on page no. 24 of the Prospectus. To our knowledge, except as we have described in the Prospectus, there are no other known factors which we expect to bring about significant economic changes.

• 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 in this 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.

• For further information, please refer to Risk Factor- ‘ Changing laws, rules and regulations and legal uncertainties, including adverse application of corporate and tax laws, may adversely affect our business, results of operations, financial condition, and prospectus. on page no 24 of this Prospectus.

• Future changes in relationship between costs and revenues.

• Our Company s future costs and revenues will be determined by demand/supply situation, researches in technology, government policies and other economic factor.

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

• Our company is engaged in providing end to end travel arrangements for crew of commercial shipping companies, ensuring that the crew members move seamlessly from their home country to the port of boarding. We manage their airline tickets, ground travel, hotel stay, visa application etc until they reach the desired port of boarding. Relevant industry data, as available, has been included in the chapter titled “Industry Overview” beginning on page no 99 of the Prospectus.

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

Except as disclosed in the Chapter “Our Business” beginning on page no 123, our Company has not announced any new product or service.

Seasonality of business

Our Companys business is not seasonal in nature. Hence, our business is not subject to seasonality or cyclicality. Competitive conditions

We face competition from existing and potential competitors which is common for any business. Competitive conditions are as described under the Chapters “Industry Overview” and “Our Business” beginning on page nos. 99 and 123 respectively of this Prospectus.

Details of material developments after the date of last Restated Audited financial statements i.e., March 31, 2026.

After the date of last Restated Audited financial statements i.e., March 31, 2026, there has been no material events have occurred after the last audited period.