IGC Industries Ltd Management Discussions

1. Industry Structure and Developments

India is one of the largest producers, consumers, and importers of pulses, with demand consistently outpacing domestic production. Pulses such as Toor Dal and Chana Dal form a staple part of the Indian diet, making the industry critical for food security. Government initiatives such as the Minimum Support Price (MSP), buffer stock creation, and import-export regulations continue to influence the sector.

Global trade dynamics, changing dietary preferences, and climate variability also play a significant role in shaping the agri-commodity market. Increasing emphasis on supply chain efficiency, quality assurance, and sustainable sourcing has created opportunities for organized players in the trading and processing segment.

2. Opportunities and Threats Opportunities:

• Rising domestic and export demand for pulses due to health awareness.

• Increasing adoption of modern milling and packaging technologies.

• Expansion potential in value-added products (processed pulses, ready-to-cook mixes).

• Government focus on food security and nutrition.

Threats:

• High dependence on monsoon and climatic conditions impacting supply.

• Volatility in international commodity prices and forex fluctuations.

• Intense competition from both organized and unorganized players.

• Frequent policy changes on imports, exports, and MSP by the Government.

3. Segment-wise / Product-wise Performance

During FY 2024-25, the Company focused on global trading and domestic processing of pulses,

particularly Toor Dal and Chana Dal. The Company recorded:

• Revenue from Operations: ^198.51 lakhs (FY 2023-24: Nil).

• Net Loss: ?6.17 lakhs, significantly reduced from ^39.42 lakhs in the previous year, demonstrating improved cost management and resource utilization.

This reflects the Companys successful commencement of operations and gradual market consolidation.

4. Outlook

The long-term outlook for the pulse industry remains positive, driven by steady demand growth, rising per capita consumption, and export opportunities. IGC Industries aims to:

• Strengthen its distribution network across domestic and international markets.

• Enhance operational efficiency through technology absorption in cleaning, grading, and packaging.

• Explore value-added agri products and partnerships for sustainable growth.

5. Risks and Concerns

The Company recognizes key risks, including:

• Commodity price volatility and changes in government trade policies.

• Operational risks relating to sourcing, logistics, and storage.

• Financial risks due to fluctuations in working capital requirements.

• Compliance risks under SEBI LODR, Companies Act, and other applicable regulations.

To mitigate these, the Company has adopted a Risk Management Policy, focusing on timely identification, monitoring, and mitigation of material risks.

6. Internal Control Systems and Adequacy

The Company has implemented an internal control system commensurate with its scale of operations. Controls are reviewed periodically by the Audit Committee to ensure accuracy, reliability of financial reporting, safeguarding of assets, and compliance with applicable laws. Independent audits strengthen accountability and provide assurance on operational efficiency.

7. Financial Performance vis-a-vis Operational Performance

• Commencement of trading activities led to a revenue inflow of ^198.51 lakhs in FY 2024-25.

• Losses reduced by 84% compared to the previous year, reflecting better expense management.

• EPS improved to (?0.02) (Basic) as compared to (?1.76) in FY 2023-24.

This demonstrates the Companys transition from a loss-making to a revenue-generating entity.

8. Human Resources and Industrial Relations

The Company continues to emphasize skill development, employee engagement, and compliance

with workplace policies. Employee relations during the year remained cordial. The workforce is encouraged to adapt to new technologies and contribute effectively to the Companys growth initiatives.

9. Details of Significant Changes in Financial Ratios

As per Schedule V to SEBI (LODR), the Company reports the following key changes in financial ratios:

• Debtors Turnover: Not Applicable (trading operations commenced recently).

• Inventory Turnover: Improved due to streamlined procurement and sales cycle.

• Operating Profit Margin: Negative but improved compared to last year due to revenue commencement.

• Net Profit Margin: Still negative; however, losses reduced significantly.

• Return on Net Worth: Negative owing to net loss position but improved as compared to FY 2023-24.

10. Cautionary Statement

Statements made in this report describing the Companys objectives, projections, estimates, and expectations may be forward-looking statements. Actual results may differ materially due to economic conditions, government policies, commodity price fluctuations, and other risk factors.

For and on behalf of the Board IGC Industries Limited

Sd/-

Mr. Ziauddin Mohammed

Director (DIN: 07523934)

Date: September 06, 2025 Place: Kolkata

ANNEXURE 3

INFORMATION PURSUANT TO SECTION 197 (12) OF THE COMPANIES ACT, 2013 READ WITH RULE 5 (1) OF THE COMPANIES (APPOINTMENT AND REMUNERATION OF MANAGERIAL PERSONNEL) RULES, 2014.

1. The ratio of the remuneration of each director to the median remuneration of the employees of the company and percentage increase in remuneration of each director, Chief Financial Officer, Chief Executive Officer, Company Secretary or Manager, if any, for the financial year 2024-25:

Name of the Directors	Designation	The ratio of remuneration of each Director to the median remuneration of employees	% Increase in the remuneration
Mr. Salman Mahibub Sayyad	Managing Director	NIL	NIL
Ms. Supriya Dilip Gaikwad	Executive Director	NIL	NIL
Ms. Avani Savjibhai Godhaniya	Non-Executive Independent	--	--
Ms. Hemlata	D N i o r n ec -E to x r ecutive Independent	--	--
Mr. Jayalal Rajaram Pathak	Director	--	--
Mr. Ziauddin Mohammed	Director	NIL	NIL
Mr. Ramesh Kumar	Director	NIL	NIL
Mr. Ramesh Kumar Nayanmal Saraswat	Director	NIL	NIL

Note: Sitting Fees to Independent Directors not considered as remuneration. Further, increase in remuneration of directors were within limits approved by shareholders and as prescribed under provisions of section 197 of companies act, 2013 read with provisions of Part II of Schedule V to the act.

2. The median remuneration of the employees of the Company as on March 31, 2025 was NIL

3. The percentage increase /decrease in the median remuneration of Employees for the financial year was approximately NIL

4. The number of permanent employees on the rolls of Company as of March 31, 2025: 2 (TWO)

5. Average percentile increase already made in the salaries of employees other than the managerial personnel in the last financial year and its comparison with the percentile increase in the managerial remuneration and justification thereof and point out if there are any exceptional circumstances for increase in the managerial remuneration; It was made as per industrial standards.

6. The Company confirms that the remuneration is as per the remuneration policy of the Company.

For and on behalf of the Board

IGC INDUSTRIES LIMITED

Sd/-

Date: September 06, 2025	MR. ZIAUDDIN MOHAMMED
Place: Kolkata	(DIN: 07523934)
	DIRECTOR