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Jinkushal Industries Ltd Management Discussions

110.64
(-1.66%)
Oct 10, 2025|12:00:00 AM

Jinkushal Industries Ltd Share Price Management Discussions

You should read the following discussion and analysis of our financial condition and results of operations, and our assessment of the factors that may affect our prospects and performance in future periods, together with our Restated Financial Information for the Fiscal 2025, Fiscal 2024and Fiscal 2023 including the notes thereto and reports thereon, each included in this Red Herring Prospectus. The following discussion relates to our Company and is based on our restated financial statements. Our financial statements have been prepared in accordance with IND AS, the accounting standards and other applicable provisions of the Companies Act. Unless otherwise indicated or the context otherwise requires, the financial information for the Fiscal 2025, Fiscal 2024 and Fiscal 2023, included herein is derived from the Restated Financial Information, included in this Red Herring Prospectus. For further information, see "Restated Consolidated Financial Statements " on page 267. Our financial year ends on March 31 of each year, and references to a particular year are to the 12 months period ended March 31 of that year.

Unless otherwise indicated, industry and market data used in this section has been derived from the industry report titled "Industry Research Report on Construction Equipment Sector in India " dated April 29, 2025 and updated on September 5, 2025 (the "CareEdge Report") prepared and issued by CARE Analytics and Advisory Private Limited ("CareEdge Report"), appointed by us on January 24, 2025, and exclusively commissioned and paid for by us in connection with the Offer. CareEdge is an independent agency which has no relationship with our Company, our Promoters and any of our directors or KMPs or SMPs. The data included herein includes excerpts from the CareEdge Report and may have been re-ordered by us for the purposes ofpresentation. There are no parts, data or information (which may be relevant for the proposed Offer), that has been left out or changed in any manner. Unless otherwise indicated, financial, operational, industry and other related information derived from the CareEdge and included herein with respect to any particular year refers to such information for the relevant calendar year. A copy of the CareEdge Report is available on the website of our Company at www.jkipl.in until the Bid/Offer Closing Date. For more information, see "Risk Factors- Certain sections of this Red Herring Prospectus disclose information from the CareEdge Report which has been commissioned and paid for by us exclusively in connection with the Offer and any reliance on such information for making an investment decision in the Offer is subject to inherent risks " on page 72.

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" on pages 37 and 25 respectively, and elsewhere in this Red Herring Prospectus.

BUSINESS OVERVIEW

We are engaged in export trading of new/customized and used/refurbished construction machines in global markets. As per CareEdge Report, JKIPL is the largest Non-OEM construction machines exporter with a 6.9% market share. JKIPL is recognized as Three-Star Export house by Directorate General of Foreign Trade ("DGFT"), Government of India. As on date of this Red Herring Prospectus, we have exported construction machines to over thirty (30) countries, including UAE, Mexico, Netherlands, Belgium, South Africa, Australia, and UK.

We primarily operate across three primary business verticals; (i) export trading of customized, modified and accessorized new construction machines; (ii) export trading of used/refurbished construction machines; and (iii) export trading of our own brand ‘HexL construction machines (presently in category of backhoe loaders) to cater a diverse international customer base. We believe that each of these verticals is structured to improve operational efficiency and reach a wide customer base, ensuring that our exported machines align with the required performance standards, durability expectations, and specific application needs.

In addition to aforementioned primary business verticals, we also derive a small portion of revenue from (i) our warehouses leasing; (ii) renting of construction machines. For details, see " Our Business - Business Vertical Wise Revenue" on page 197.

We specialize in export trading of construction machines such as hydraulic excavators, motor graders, backhoe loaders, soil compactors, wheel loaders, bulldozers, cranes, and asphalt pavers. Our operations extend beyond plain export trading as we endeavor to leverage our technical knowhow and systematic processes to refurbish, customize, modify, and accessorize both used and new construction machines, either in-house or on through third- party vendors, before export sales to ensure optimized functionality, efficiency, and performance to meet customized customers requirements.

Construction machines are high-value capital goods with strong resale demand, making them attractive assets for contractors or businesses needing immediate deployment. As per the CareEdge Report, some of the key drivers of secondary machinery market for used and new machines are; (i) rising infrastructure development and construction activities; (ii) cost-effectiveness and financial flexibility; (iii) increasing equipment rental and leasing trends. Our ability to supply ready-to-use refurbished and customized machines allows customers to bypass long lead times (generally four to six months) associated with ordering new machines.

As on date, we have carried out export trading of refurbished, customized, modified, accessorised new and used construction machines to over thirty (30) countries across the globe, majorly to various overseas wholesale buyers, distributors, importers and some end users including construction and rental companies. During last three Fiscals, we have exported to over ten countries including Mexico, UAE, Australia, Netherlands, UK, etc. For a detailed breakdown of country wise export revenue, see "Our Business - Country Wise Export Revenue " on page 202. We believe our ability to serve such diverse international markets demonstrates our expertise in global trade, compliance with international quality standards and the capacity to meet various customer requirements. We endeavor to continue to focus on strengthening our global presence, increasing operational efficiencies, improving customer satisfaction and maintaining our position as largest exporter of Non-OEM construction machines.

Under our business vertical of export trading of modified, customized and accessorized new construction machines, we procure new construction machines of various third-party OEM brands and enhance their value through customization, modification, or accessorization based on customers technical specifications. We get the new construction machines modified and accessorized according to the customers requirements either in-house or through third-party customization hubs.

Our modification and/or accessorization process includes installing value -enhancing machines or accessories such as auxiliary hydraulics or breaker piping kits, air conditioning systems, safety modifications, attachment integrations, etc. These modified/customized machines are then exported either directly from India or through other countries via Merchant Trade Transactions ("MTT Export"). MTT Export refer to international trade promoted by Government of India where an Indian entity conducts export trading by purchasing goods from one foreign country and supplying them to another without the goods entering Indias customs territory in accordance with the framework established by Government of India. For details regarding MTT Export, see "Industry Overview - Export Incentives by Government on page 154.

Under our business vertical of export trading of used/refurbished machines, we refurbish used construction machines to enhance their functionality and extend their operational life. To support this, we operate an in-house refurbishment facility in Raipur, Chhattisgarh, India- spanning 30,000 sq. ft ("Refurbishment Facility"). Our Refurbishment Facility is equipped with modern machines, including hydraulic mobile cranes, hydraulic crimping machines, plasma cutting systems, MIG welding machines, lathes and turning machines, line boring machines, sand blasting, air compressors, painting devices etc., ensuring that our refurbishment process aligns with industry standards. Our Refurbishment Facility is staffed with forty-two (42) skilled employees who play a key role in reconditioning and customizing machines to meet customer requirements. Further, in addition to our in-house capabilities, we also utilize the services of third-party non-exclusive refurbishment centers that refurbish our used machines in accordance with our standard operating procedures, instructions, and technical requirements. For details, see "Our Business - Our Refurbishment Centre" on page 214.

We have recently launched our own brand, ‘HexL, for construction machines and have partnered with third-party manufacturers in China through a contract manufacturing arrangement. Under this model, our construction machines are manufactured according to our specifications, and standards to meet market demand. We have started the Brand with backhoe loaders manufacturing and as on date have sold forty (40) backhoe loaders machines and going forward, we intend to get other construction machinery manufactured including other categories of machines and electric construction equipment and sold under our brand name ‘HexL. This strategic outsourcing approach allows us to focus on optimizing resources, maintain cost-effectiveness, and ensure timely

availability of high-quality construction machines, reinforcing our commitment to delivering superior solutions to international markets.

With a continuous focus on quality assurance and customer satisfaction, we strive to bridge the gap between affordability and efficiency in the construction machines industry. We believe that our expertise in refurbishment not only extends the lifecycle and usability of machines, allowing them to remain operational for longer periods, but also promotes sustainable practices by reducing machines wastage and optimizing resource utilization. As we continue to expand our global reach, we remain committed to delivering reliable, cost-effective, and high- performance construction machines that support the evolving needs of the industry. We also believe that we possess requisite expertise in maintaining a seamless supply chain by leveraging our strengths in logistics, procurement, pricing strategies, and timely delivery, ensuring that our customers receive reliable machines without delays.

As on the date of this Red Herring Prospectus, we have successfully supplied over 1500 construction machines, comprising of over 900 new (with customization or accessorized) and over 600 used/refurbished construction machines. During the Fiscal 2025, Fiscal 2024 and Fiscal 2023, we have supplied over 1,294 construction machines, comprising of over 928 new (with customization or accessorized) and over 366 used/refurbished construction machines. We believe this underscores our operational scale, market presence, and consistent growth trajectory in the new/customised and used/refurbished construction machines sector. By continually expanding our sourcing network, enhancing our refurbishment and customization capabilities, and optimizing our distribution channels, we aim to further strengthen our position as a trusted provider of new (customized or/and accessorized) and refurbished used construction machines as well as our recently launched ‘HexL brand machines, across global markets.

JKIPL was incorporated in 2007, and during the year 2009, our present promoters, led by Mr. Anil Kumar Jain acquired control over the affairs of the company. Following this acquisition, JKIPL leveraged the expertise gained from other business ventures of Mr. Anil Kumar Jain and commenced commercial operations in mining contracting, machines rental, logistics-warehousing, and leasing. This phase enabled us to increase our industry network, gain a deeper understanding of market dynamics, and establish an operational foundation. In 2017, drawing on our experience in the sector, we strategically shifted our focus to the export trading of both new and used construction machines. This transformation was driven by forward integration in our business model, evolving from using and renting construction machines to exporting them globally. Since then, we have been engaged in the sale of new customised construction machines and export of used/refurbished construction machines, catering to global markets.

To expand our global operations, we incorporated Hexco Global FZCO in the year 2023, an overseas subsidiary based in JAFZA, UAE, in which we currently hold an 80% stake. Hexco Global FZCO, JAFZA is engaged in the trading of construction machines and had acquired a business in 2024, which included part of its assets, Hexco Global USA LLC, in which it holds a 90% membership interest, making it a step-down subsidiary of JKIPL. Through these subsidiaries, we have strengthened our role in the construction machine trading segment with an expanded presence in international markets. Hexco Global FZCO supports our international operations by utilizing the advantages of the UAEs open trade policies, ease of doing business, regulatory framework, distribution network, geographical position, and global connectivity.

With over eight (8) years of operating history of dealing with procurement, refurbishment, customisation and export trade of construction machines, we believe that we have the requisite experience in the industry and have garnered trust of our customers which is evidenced by our position as largest exporter of non-OEM construction machines. During the Fiscals 2025, 2024 and 2023, 84.15%, 84.19% and 84.34% of our revenue from operations, respectively, was generated from customers who have maintained their association with us for the last three (3) Fiscals. We believe the repeated business from our customers underscores our customer-centric approach, and sustained revenue growth, reinforcing our commitment to delivering high-quality, cost-effective, and performance- driven construction machines across international markets.

We have an experienced management team led by our Promoter Directors Anil Kumar Jain and Abhinav Jain who collectively possess over 45 years of experience across various industries including construction machines segment and we benefit significantly from their expertise. Our Promoters continue to remain actively involved in our operations and continue to bring their vision, business acumen and leadership to our Company, which has been instrumental in sustaining our business operations and growth. We are led by well-qualified and experienced

Board, key management personnel and senior management personnel, who have demonstrated their ability to manage and grow our operations and leverage and deepen customer and supplier relationships. The knowledge and experience of our management team provides us with a significant competitive advantage as we seek to grow our business. For further information on our Promoters and management, see "Our Management" and "Our Promoters and Promoter Group" on pages 241 and 259, respectively.

Details of our revenue from operation

The following table sets forth a breakdown of our revenues from operations in India and our revenue from operations outside India on consolidated basis, in absolute terms and as a percentage of total consolidated revenue from operations, for the periods indicated:

Particulars Fiscal 2025 % of Revenue from Operation Fiscal 2024 % of Revenue from Operation Fiscal 2023 % of Revenue from Operation
Revenue from operations in IndiaA 313.12 0.82% 375.50 1.57% 585.05 2.51%
Revenue from operations outside India # 37,742.69 99.18% 23,483.68 98.43% 22,760.00 97.49%
Total 38,055.81 100% 23,859.18 100% 23,345.05 100%

A Revenue from operations in India includes revenue generated from logistics warehouse leasing income and construction machinery rental income and export benefits.

#Revenue from operations outside India including income generated by our Subsidiary based in the UAE, as well as revenue from exports trade by JKIPL.

*As certified by our Statutory Auditors vide certificate dated September 01, 2025. .

Note -The financial figures for FY 23-24 and FY 24-25 are based on consolidated figures and for FY 22-23, the figures reflect standalone figures

FINANCIAL PERFORMANCE INDICATORS OF OUR COMPANY

We have demonstrated consistent financial growth, achieving a 5 year CAGR of 73.37% in revenue and an average Return on Equity (ROE) of 53.78%, reflecting our ability to efficiently leverage working capital, strategic investments, and operational efficiencies.

The table below summarizes the Key Performance Indicators (KPIs) for the period indicated:

Particulars For the year ended March 31
2025 (Consolidated) 2024 (Consolidated) 2023 (Standalone)
Revenue from Operations (Rs. in Lakhs)(1) 38,055.81 23,859.18 23,345.05
Growth in Revenue from Operations (%) 59.50% 2.20% 31.92%
Other Income (Rs. in Lakhs) 524.85 420.66 44.40
EBITDA (Rs. in Lakhs) (2) 2,860.05 2,756.94 1,467.92
EBITDA Margin (%)(3) 7.52% 11.56% 6.29%
Profit after tax (Rs. in Lakhs) (4) 1,914 1,864.45 1,011.74
PAT Margin (%)*(5) 5.03% 7.81% 4.33%
Restated Net Worth of Equity Share Holders as per Statement of Assets and Liabilities1? 8,618.96 4,306.94 2,450.12
Return on Net Worth ("RoNW") (%)(7) 21.22% 43.29% 41.29%
Return on Equity ("RoE") (%)(8) 28.30% 55.19% 51.95%
Return on Capital Employed("RoCE") (%)(9) 18.39% 29.44% 34.11%
Net Asset Value Per Share (Rs.) (Post - Bonus) (10) 28.98 14.48 8.24
Debt- Equity Ratio(11) 0.58 1.06 0.66

figures.

*As certified by our Statutory Auditors vide certificate dated September 01, 2025.

Notes:

1. Revenue from Operations: This represents the income generated by the Company from its core operating operation. This gives information regarding the scale of operations.

2. Other Income is the income generated by the Company from its non-core operations. Other Income primarily includes gains from investments, interest income from deposits, profit on disposal of assets, and net foreign exchange gains. These are classifie d as nonoperating income, as they are not directly attributable to the Companys principal business operations.

3. EBITDA means Earnings before interest, taxes, depreciation and amortization expense, which has been arrived at by obtaining the profit before tax/ (loss) for the year / period and adding back interest cost, depreciation, and amortization expense.

4. EBITDA margin is calculated as EBITDA as a percentage of revenue from operations.

5. Profit for the year/period represents the restated profits of the Company after deducting all expenses.

6. PAT Margin (%) is calculated as Profit for the year/period as a percentage of Revenue from Operations.

7. Net Worth is computed as Equity Share Capital plus Other Equity.

8. Return on Net Worth (%) is calculated as Profit after Tax divided by Net Worth, expressed as a percentage.

9. Return on Equity is calculated as Profit after tax, as restated, attributable to the owners of the Company for the year/ period divided by average equity. Average equity is calculated as the average of opening and closing balance of total equity (Sharehold ers funds) for the year.

10. Return on capital employed calculated as Earnings before interest (excluding lease liabilities and other borrowing cost) and taxes divided by capital employed as at the end of respective period/year. (Capital employed calculated as the aggregate value of total equity, total debt and deferred tax liability)

11. Net Asset Value per Share is calculated as Net Worth, divided by the total number of outstanding equity shares as at the respective date, adjusted for the effects of bonus issue.

12. Debt- equity ratio is calculated by dividing total debt by total equity. Total debt represents long-term and short-term borrowings. Total equity is the sum of share capital and reserves & surplus and NCI.

We primarily operate across three primary business verticals; i.e. (i) export trading of modified, customised and accessorized new construction machines; (ii) export trading of used/refurbished machines; and (iii) export trading of our own brand ‘HexL construction machines (presently in category backhoe Loaders) to cater diverse international customer base.

(i) Export trading of customized, accessorized new construction machines- We source new construction machines of various OEM brands through various suppliers and enhance their value through customization, modification, or accessorization either in house or through third party vendors or under customization arrangement with suppliers based on customers technical specifications. Such customised, modified and accessorised machines are then sold through exports from India or from other countries under MTT Exports route.

(ii) Export trading of used/refurbished construction machines - We procure used construction machines, which are refurbished in either in-house Refurbishment Facility or at our non-exclusive third-party refurbishment centres or refurbishment arrangements with suppliers. Upon restoration to operational standards established by us, the refurbished machines are exported to global markets. This ensures that refurbished machines meet industry requirements and customer expectations while extending the usability of the machines in international markets.

(iii) Export trading of our Own Brand HexL construction machines (presently in category of backhoe Loaders) - As part of our expansion strategy, we have launched our own brand, ‘HexL, under which backhoe loaders are presently being manufactured through contract manufacturing arrangement in China. These machines are supplied to global markets through our existing supply chain and distributor network. These machines are produced in accordance with our specifications, quality standards, and technical requirements, ensuring consistency in performance and reliability.

In addition to primary business verticals, we also derive small portion of revenue from leasing of warehouses and rental of construction machineries.

The table below sets forth the breakdown of our revenue from operations for Fiscal 2025, 2024 and 2023:

Sr. Particulars No. Fiscal 2025 % of Revenue Fiscal 2024 % of Revenue Fiscal 2023 % of Revenue
1. Sale of new (customised, accessorised) construction 23,190.23 60.94% 14,268.66 59.80% 22,718.54 97.32%
machines* 2. Sale of used (refurbished) 13,180.14 34.63% 9,223.31 38.66% 41.46 0.18%
construction machines 3. Sale of own brand contract 1,442.44 3.79% 0 0.00% 0 0.00%
manufactured construction machines# 4. Income from rental of construction 28.07 0.07% 96.31 0.40% 117.84 0.50%
machine 5. Income from logistics-warehousing 109.12 0.29% 119.94 0.50% 103.13 0.44%
6. Other Operating Revenue 105.81 0.28% 150.96 0.63% 364.08 1.56%
(Duty Drawback and RODTEP Scrip Sales) Total 38,055.81 100.00% 23,859.18 100.00% 23,345.05 100.00%

* Including revenue derived from MTT Export.

*As certified by our Statutory Auditors vide certificate dated September 01, 2025.

Note -The financial figures for FY 23-24 and FY 24-25 are based on consolidated figures and for FY 22-23, the figures reflect standalone figures

SIGNIFICANT DEVELOPMENTS SUBSEQUENT TO THE LAST FINANCIAL PERIOD

Except for certain corporate actions, such as the issuance and allotment of fully paid-up bonus shares and the authorization by the Board and shareholders to raise funds through an initial public offering, in the opinion of the Board of Directors, no circumstances have arisen since the date of the last financial statements disclosed in this Red Herring Prospectus that materially or adversely affect, or are likely to affect, the business activities, profitability, asset values, or the Companys ability to meet its material liabilities over the next twelve months.

FACTORS AFFECTING OUR RESULT OF OPERATIONS

Our business is subjected to various risks and uncertainties, including those discussed in the section titled "Risk Factors on page 37. Our results of operations and financial conditions are affected by numerous factors including the following:

1. We are heavily dependent on the export market and derive the majority of our revenue from the export trading of construction machines. High dependency on export revenues exposes us to regulatory uncertainty, geopolitical risks, tariff & non-tariff barriers and trade policy volatility.

2. Our revenue from operations is dependent upon a limited number of customers and the loss of any of these customers or loss of revenue from any of these customers could have a material adverse effect on our business, financial condition, results of operations and cash flows.

3. A significant portion of our revenue is derived from select geographies such as Mexico and UAE. Any adverse developments in this market could adversely affect our business.

4. We have significant working capital requirements and our inability to meet such working capital requirements may have an adverse effect on our results of operations.

5. We are dependent on third-party suppliers and any disruptions in the supply or an increase in the prices of requisite construction machines could adversely affect our operations.

6. We are dependent on third party transportation providers for the delivery of our machines and any disruption in their operations or a decrease in the quality of their services could affect our Companys reputation and results of operations.

7. We have limited operating history and uncertain market acceptance of our HexL brand machines.

8. We have experienced negative cash flows from Operating and Investing activities in recent past.

9. We are exposed to credit risk from our customers and the recoverability of our trade receivables is subject to uncertainties. We do not have ECGC cover, Letters of Credit, or other formal risk mitigation measures to mitigate the credit risk and safeguard trade receivables.

10. Majority of our revenue are denominated in foreign currencies. As a result, we are exposed to foreign currency exchange risks and adverse foreign trade policies which may adversely impact our results of operations currency exchange risks which may adversely impact our results of operations.

SIGNIFICANT ACCOUNTING POLICY TO THE RESTATED CONSOLIDATED FINANCIAL STATEMENTS

a. Basis of Preparation of Restated Consolidated Financial Statements

i) Statement of Compliance with Ind AS

The restated Ind AS financial information comprise of the restated Ind AS statement of assets and liabilities as at March 31, 2025, March 31, 2024 and March 31, 2023 the restated Ind AS statement of profit and loss (including Other Comprehensive income), the restated Ind AS statement of cash flows and the restated Ind AS statement of changes in equity for the year ended March 31, 2025, March 31, 2024 and March 31, 2023 and the statement of notes to the restated Ind AS financial information (hereinafter collectively referred to as "restated Ind AS financial information").

The restated financial information have been compiled by the Company from the Audited consolidated and standalone IndAS financial statements of the company as at and for the year ended March 31, 2024 and March 31, 2023 respectively which was prepared under the previous generally accepted accounting principles followed in India (‘Previous GAAP or Indian GAAP) on which proforma IND AS adjustments following accounting policies choices (both mandatory exceptions and optional exemptions) has been applied.

In accordance with Ind AS 101 First-time Adoption of Indian Accounting Standard, the Company has presented a reconciliation from the presentation of restated financial information under Accounting Standards notified under Previous GAAP to Ind AS of restated consolidated and standalone balance sheet as at March 31, 2024 and March 31, 2023 respectively and of the restated consolidated and standalone Statement of profit and loss and other comprehensive income for the year ended March 31, 2024 and March 31, 2023 respectively. Refer note 45(B) in Annexure V for the reconciliation.

The restated Financial Information has been specifically prepared by the management for inclusion in the document to be filed by the Company with the Securities and Exchange Board of India (" SEBI") and National Stock Exchange of India Limited and BSE Limited, where the Equity Shares are proposed to be listed (the "Stock Exchanges") in connection with the proposed Initial Public Offer (‘IPO) of equity shares of the Company (referred to as the "Issue"), in accordance with the requirements of:

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

• The Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018 ("ICDR Regulations"), as amended from time to time, in pursuance of provisions of Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018 ("ICDR Regulations"), as amended from time to time, in pursuance of provisions of Securities and Exchange Board of India Act, 1992; and

• The Guidance Note on Reports in Company Prospectuses (Revised 2019) issued by the Institute of Chartered Accountants of India ("ICAI"), as amended from time to time (the "Guidance Note"). The financial statements were approved by the Companys Board of Directors and authorised for issue on August 29, 2025.

ii) Basis of Preparation

These financial statements have been prepared on historical cost basis except for certain financial instruments which are measured at fair value or amortised cost at the end of each reporting period. Historical cost is generally based on the fair value of the consideration given in exchange for goods and services. Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. All assets and liabilities have been classified as current and non-current as per the Companys normal operating cycle. Based on the nature of services rendered to customers and time elapsed between deployment of resources and the realization in cash and cash equivalents of the consideration for such services rendered, the Company has considered an operating cycle of 12 months.

iii) The statement of cash flows has been prepared under indirect method, whereby profit or loss is adjusted for the effects of transactions of a non-cash nature, any deferrals or accruals of past or future operating cash receipts or payments and items of income or expense associated with investing or financing cash flows. The cash flows from operating, investing and financing activities of the Company are segregated. The Company considers all highly liquid investments that are readily convertible to known amounts of cash and are subject to an insignificant risk of changes in value to be cash equivalents.

iv) Basis of consolidation

The Restated Consolidated Financial Information incorporate the financial information of the Holding Company and its subsidiaries.

The financial information of the Group are consolidated on line-by-line basis by adding together like items after eliminating intra Group transactions and unrealised gain/loss from such transaction. The Restated Consolidated Financial Information are prepared by applying uniform accounting policies used in Group. Consolidation of a subsidiary begins when the Group obtains control over the subsidiary and ceases when the Group loses control of the subsidiary. Specifically, income and expenses of a subsidiary acquired or disposed off during the period are included in the consolidated statement of profit or loss and other comprehensive income from the date the Group gains control until the date when the Group ceases to control the subsidiary. The carrying amounts of the Groups interest and the non-controlling interests are adjusted to reflect the changes in their relative interest in the subsidiaries. Any difference between the amount by which the non-controlling interests are adjusted and the fair value of the consideration paid or received is recognised directly in equity and attributed to the owners of the Group.

v) Basis of measurement

The Restated Financial Statements have been prepared on a historical cost convention on accrual basis, except certain financial assets and liabilities measured at fair value.

vi) Current and non-current classification

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 Schedule III to the Companies Act, 2013 and Ind AS 1 - Presentation of financial statement based on the nature of products / service and the time between the acquisition of assets for processing / providing the services 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.

b. Use of estimates

The preparation of Restated Financial Statements in conformity with Ind AS requires the management to make estimate and assumptions that affect the reported amount of assets and liabilities as at the Balance Sheet date, reported amount of revenue and expenses for the period and disclosures of contingent liabilities as at the Balance Sheet date. The estimates and assumptions used in the accompanying Restated Financial Statements are based upon the managements evaluation of the relevant facts and circumstances as at the date of the Restated Financial Statements. Actual results could differ from these estimates. Estimates and underlying assumptions are reviewed on a periodic basis. Revisions to accounting estimates, if any, are recognized in the year in which the estimates are revised and in any future years affected.

c. Property, plant and equipment

Property, plant and equipment are stated at historical cost less depreciation. Historical cost includes expenditure that is directly attributable to the acquisition of the items.

Subsequent costs are included in the assets carrying amount or recognized 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. The carrying amount of any component

accounted for as a separate asset is derecognized when replaced. All other repairs and maintenance are charged to Statement of Profit and Loss during the period in which they are incurred.

Advances paid towards the acquisition of property, plant and equipment outstanding at each balance sheet date is classified as capital advances under other non-current assets and the cost of assets not put to use before such date are disclosed under ‘Capital work-in-progress.

Depreciation methods, estimated useful lives

The Company depreciates property, plant and equipment over their estimated useful lives using the Straight Line method. The estimated useful lives of assets are taken as prescribed useful lives under Schedule II to the Companies Act, 2013. The management believes that such estimated useful lives are realistic and reflect fair approximation of the period over which the assets are likely to be used.

Depreciation on addition to property plant and equipment is provided on pro-rata basis from the date of acquisition. Depreciation on sale/deduction from property plant and equipment is provided up to the date preceding the date of sale, deduction as the case may be. Gains and losses on disposals are determined by comparing proceeds with carrying amount. These are included in Statement of Profit and Loss under Other Income.

d. Borrowing cost

Borrowing costs directly attributable to the acquisition, construction or production of an asset that necessarily takes a substantial period of time to get ready for its intended use or sale are capitalised as part of the cost of the asset. All other borrowing costs are expensed in the period in which they occur. Borrowing costs consist of interest and other costs that an entity incurs in connection with the borrowing of funds. Borrowing cost also includes exchange differences to the extent regarded as an adjustment to the borrowing costs.

e. Foreign Currency Transactions

Foreign currency transactions are translated into the functional currency using the exchange rates at the dates of the transactions. At the period-end, monetary assets and liabilities denominated in foreign currencies are restated at the period-end exchange rates. The exchange differences arising from settlement of foreign currency transactions and from the period-end restatement are recognised in profit and loss.

Non-monetary items that are measured at fair value in a foreign currency are translated using the exchange rates at the date when the fair value was determined. Translation differences on assets and liabilities carried at fair value are reported as part of the fair value gain or loss. Foreign currency nonmonetary items carried in terms of historical cost are reported using the exchange rate at the date of the transactions.

f. Investments and other financial instruments

(i) Classification

The Company classifies its financial assets in the following measurement categories:

- those to be measured subsequently at fair value (either through other comprehensive income or through profit or loss); and

- those to be measured at amortised cost.

The classification depends on the Companys business model for managing the financial assets and the contractual terms of the cash flows.

For assets measured at fair value, gains and losses will either be recorded in profit or loss or other comprehensive income. For investments in equity instruments, this will depend on whether the Company has made an irrevocable election at the time of initial recognition to account for the equity investment at fair value through other comprehensive income. In accordance with Ind AS 101, the Company had irrevocably designated its investment in equity instruments as FVTPL on the date of transition to Ind AS.

(ii) Measurement

At initial recognition, the Company measures a financial asset at its fair value plus, in the case of a financial asset not at fair value through profit or loss, transaction costs that are directly attributable to the acquisition of the financial asset. Transaction costs of financial assets carried at fair value through profit or loss are expensed in profit or loss.

Financial assets with embedded derivatives are considered in their entirety when determining whether their cash flows are solely payment of principal and interest.

Investments: The Company subsequently measures all such investments at fair value. Where the Companys management has elected to present fair value gains and losses on such investments in other comprehensive income, there is no subsequent reclassification of fair value gains and losses to profit or loss. Changes in the fair value of financial assets at fair value through profit or loss are recognised in ‘Other Income in the Statement of Profit and Loss.

Assets that are held for collection of contractual cash flows where those cash flows represent solely payments of principal and interest are measured at amortised cost. Interest income from these financial assets is included in finance income using the effective interest rate method.

(iii) Impairment of financial assets

The Company assesses on a forward looking basis the expected credit losses associated with its assets which are not fair valued through profit or loss. The impairment methodology applied depends on whether there has been a significant increase in credit risk. Note 39 details how the Company determines whether there has been a significant increase in credit risk.

For trade receivables only, the Company applies the simplified approach as per Ind AS 109,Financial Instruments, which requires expected lifetime losses to be recognised from initial recognition of the receivables.

(iv) Derecognition of financial assets

A financial asset is derecognised only when

• the Company has transferred the rights to receive cash flows from the financial asset; or

• retains the contractual rights to receive the cash flows of the financial asset, but assumes a contractual obligation to pay the cash flows to one or more recipients.

Where the entity has transferred an asset, the Company evaluates whether it has transferred substantially all risks and rewards of ownership of the financial asset. In such cases, the financial asset is derecognised. Where the entity has not transferred substantially all risks and rewards of ownership of the financial asset, the financial asset is not derecognised.

Where the entity has neither transferred a financial asset nor retains substantially all risks and rewards of ownership of the financial asset, the financial asset is derecognised if the Company has not retained control of the financial asset.

Where the Company retains control of the financial asset, the asset is continued to be recognised to the extent of continuing involvement in the financial asset.

(v) Financial liabilities: Classification, subsequent measurement and gains and losses

Financial liabilities are classified as measured at amortised cost or FVTPL.

Financial liabilities through fair value through profit or loss (FVTPL)

A financial liability is classified as at FVTPL if it is classified as held-for-trading, or it is a derivative or it is designated as such on initial recognition. Financial liabilities at FVTPL are measured at fair value

and net gains and losses, including any interest expense, are recognised in Statement of Profit and Loss. This category also includes derivative financial instruments entered into by the Company that are not designated as hedging instruments in hedge relationships as defined by Ind AS 109.

Financial liabilities at amortised cost

Other financial liabilities are subsequently measured at amortised cost using the effective interest method. Interest expense and foreign exchange gains and losses are recognised in Statement of Profit and Loss.

Any gain or loss on derecognition is also recognised in Statement of Profit and Loss.

For trade and other payables maturing within one year from the balance sheet date, the carrying amounts approximates fair value due to the short maturity of these instruments.

(vi) Fair value of financial instruments

In determining the fair value of financial instruments, the Company uses a variety of methods and assumptions that are based on market conditions and risks existing at each reporting date. The methods used to determine fair value include discounted cash flow analysis and available quoted market prices. All methods of assessing fair value result in general approximation of value, and such value may never actually be realised.

(vii) Offsetting financial instruments

Financial assets and financial liabilities are offset and the net amount is reported in the Balance Sheet where there is a legally enforceable right to offset the recognised amounts and there is an intention to settle on a net basis or realise the asset and settle the liability simultaneously. The legally enforceable right must not be contingent on future events and must be enforceable in the normal course of business and in the event of default, insolvency or bankruptcy of the Company or the counterparty.

(viii) Derivative contracts

The Company uses derivative financial instruments such as foreign exchange forward contracts to hedge its foreign currency risks which are not designated as hedges. All derivative contracts are marked-to- market and losses/gains are recognised in the Statement of Profit and Loss. Derivatives are carried as financial assets when the fair value is positive and as financial liabilities when the fair value is negative.

g. Borrowings

Borrowings are initially recognised at fair value, net of transaction costs incurred. Borrowings are subsequently measured at amortised cost. Any difference between the proceeds (net of transaction costs) and the redemption amount is recognised in profit or loss over the period of the borrowings using the effective interest method. Fees paid on the establishment of loan facilities are recognised as transaction costs of the loan to the extent that it is probable that some or all of the facility will be drawn down. In this case, the fee is deferred until the draw down occurs. To the extent there is no evidence that it is probable that some or all of the facility will be drawn down, the fee is capitalised as a prepayment for liquidity services and amortised over the period of the facility to which it relates.

Borrowings are removed from the Balance Sheet when the obligation specified in the contract is discharged, cancelled or expired.

Borrowings are classified as current liabilities unless the Company has an unconditional right to defer settlement of the liability for at least 12 months after the reporting period.

h. Revenue Recognition

(i) Revenue from Operations: The Company has applied Ind AS 115, Revenue from Contracts with Customers, which establishes a comprehensive framework for determining whether, how

much and when revenue is to be recognised.

Revenue is recognized to the extent that it is probable that the economic benefits will flow to the Company and the revenue can be reliably measured. The following specific recognition criteria must also be met before revenue is recognized:

• Revenue from sale of goods is recognized when all significant risks and rewards of their ownership are transferred to the customer and no significant uncertainty exists regarding the amount of the consideration that will be derived from the sale of the goods and regarding its collection.

The Company collects goods & service tax (GST) on behalf of the government and, therefore, these are not economic benefits flowing to the Company. Hence, they are excluded from revenue.

• Revenues from ancillary activities e.g. Machine hiring charges, warehouse rent and Business Auxiliary Services are recognized upon rendering of services. The Company recognizes revenue from Machine hiring,warehouse rent and other ancillary services associated with the transaction over time because the customer simultaneously receives and consumes the benefits provided to them and when performance obligations are satisfied.Export Incentives under various schemes are accounted in the year of receipt.

(ii) Other income: Interest income is accrued on a time proportion basis, by reference to the principal outstanding and the effective interest rate applicable. Dividend income from investments and other income is recognised when the companys rights to receive payment have been established.

i. Taxes

Tax expense for the period, comprising current tax and deferred tax, are included in the determination of the net profit or loss for the year.

(i) Current income tax

Current tax assets and liabilities are measured at the amount expected to be recovered or paid to the taxation authorities in accordance with the relevant prevailing tax laws. Tax expenses relating to the items in profit & loss account shall be treated as current tax as part of profit and loss and those relating to items in other comprehensive income shall be recognised as part of OCI.

(ii) Deferred tax

Deferred income tax is recognised for all the temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in Restated Financial Statements. Deferred income tax is determined using tax rates (and laws) that have been enacted or substantially enacted by the end of the year and are expected to apply when the related deferred income tax asset is realised or the deferred income tax liability is settled.

At each balance sheet, the company re-assesses unrecognised deferred tax assets, if any, and the same is recognised to the extent it has become probable that future taxable profit will allow the deferred tax asset to be recovered. Deferred tax assets and liabilities are offset when there is a legally enforceable right to offset current tax assets and liabilities and when the deferred tax balances relate to the same taxation authority.

j. Leases

The Companys lease asset classes primarily consist of leases for godown premises. The Company assesses whether a contract contains a lease, at inception of a contract. A contract is, or contains, a lease if the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration. To assess whether a contract conveys the right to control the use of an identified asset,

the Company assesses whether: (i) the contract involves the use of an identified asset (ii) the Company has substantially all of the economic benefits from use of the asset through the period of the lease and

(iii) the Company has the right to direct the use of the asset.

At the date of commencement of the lease, the Company recognises a right-of-use asset ("ROU") and a corresponding lease liability for all lease arrangements in which it is a lessee.

The right-of-use assets are initially recognised at cost, which comprises the initial amount of the lease liability adjusted for

Any lease payments made at or prior to the commencement date of the lease plus any initial direct costs less any lease incentives. They are subsequently measured at cost less accumulated depreciation and impairment losses.

Right-of-use assets are depreciated from the commencement date on a straight-line basis over the shorter of the lease term and useful life of the underlying asset. Right of use assets are evaluated for recoverability whenever events or changes in circumstances indicate that their carrying amounts may not be recoverable. For the purpose of impairment testing, the recoverable amount (i.e. the higher of the fair value less cost to sell and the value-in-use) is determined on an individual asset basis unless the asset does not generate cash flows that are largely independent of those from other assets. In such cases, the recoverable amount is determined for the Cash Generating Unit (CGU) to which the asset belongs.

The lease liability is initially measured at amortised cost at the present value of the future lease payments. The lease payments are discounted using the interest rate implicit in the lease or, if not readily determinable, using the incremental borrowing rates in the country of domicile of these leases. Lease liabilities are remeasured with a corresponding adjustment to the related right of use asset if the Company changes its assessment if whether it will exercise an extension or a termination option.

The Company has elected not to apply the requirements of Ind AS 116 Leases to short-term leases of all assets that have a lease term of 12 months or less and leases for which the underlying asset is of low value. The lease payments associated with these leases are recognised as an expense on a straight-line basis over the lease term.

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

k. Inventories

Stock in trade are valued at lower of cost and net realisable value. Cost comprises cost of purchase of stock in trade. Net realisable value is the estimated selling price in the ordinary course of business less the estimated costs of completion and the estimated costs necessary to make the sale.

l. Impairment of non-financial assets

The carrying value of assets / cash generating units at the Balance Sheet date are reviewed for impairment, if any indication of impairment exists. If the carrying amount of the assets exceed the estimated recoverable amount, an impairment is recognised for such excess amount. The impairment loss is recognied for such excess amount.

m. Provisions and contingent liabilities

Provisions are recognized when there is a present obligation as a result of a past event, it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and there is a reliable estimate of the amount of the obligation. Provisions are measured at the best estimate of the expenditure required to settle the present obligation at the Balance sheet date.If the effect of the time value of money is material, provisions are discounted using a current pre-tax rate that reflects, when appropriate, the risks specific to the liability. When discounting is used, the increase in the provision due to the passage of time is recognized as a finance cost.

Contingent liabilities are disclosed when there is a possible obligation arising from past events, the existence of which will be confirmed only by the occurrence or non-occurrence of one or more uncertain future events not wholly within the control of the Company or a present obligation that arises from past events where it is either not probable that an outflow of resources will be required to settle or a reliable estimate of the amount cannot be made.

n. Cash and cash equivalents

Cash and cash equivalent in the balance sheet comprise cash at banks, cash on hand and short-term deposits net of bank overdraft with an original maturity of three months or less, which are subject to an insignificant risk of changes in value.

For the purposes of the cash flow statement, cash and cash equivalents include cash on hand, cash in banks and short-term deposits net of bank overdraft.

o. Trade receivables

Trade receivables are amounts due from customers for goods sold or services rendered in the ordinary course of business. Trade receivables, shall be initially measured at their transaction price unless those contain a significant financing component determined.

p. Trade payables

These amounts represent liabilities for goods and services provided to the Company prior to the end of financial period which are unpaid. Trade payables are presented as current liabilities unless payment is not due within 12 months after the reporting period. They are recognised initially at their fair value and subsequently measured at amortised cost using the effective interest method.

q. Asset classified as held for sale

As per Ind AS 105 "Non-current assets held for sale and Discontinued opeartions", Assets classified as held-for-sale are due to managements decision to sell/dispose off in the next 12 months. Such assets are generally measured at the lower of their carrying amount and fair value less costs to sell. Once classified as held-for-sale, property, plant and equipment are no longer depreciated.

r. Employee Benefits

(I) Short-term obligations

Liabilities for wages and salaries, including non-monetary benefits that are expected to be settled wholly within 12 months after the end of the year in which the employees render the related service are recognized in respect of employees services up to the end of the year and are measured at the amounts expected to be paid when the liabilities are settled.

(II) Other long-term employee benefit obligations

(i) Defined contribution plan

Since, the company has no. of employees lower than to which act for provident fund, super-annuation etc. applies and hence, no such expense is recognised.

(ii) Defined benefit plans

Gratuity: The Company provides for gratuity, a defined benefit plan (the Gratuity Plan") covering eligible employees in accordance with the Payment of Gratuity Act, 1972. The Gratuity Plan provides a lump sum payment to vested employees at retirement, death, incapacitation or termination of employment, of an amount based on the respective employees salary. The Companys liability is provided at the end of each

year.

s. Earnings Per Share

Basic earnings per share is calculated by dividing the net profit or loss for the year attributable to equity shareholders by the weighted average number of equity shares outstanding during the period. Earnings considered in ascertaining the Companys earnings per share is the net profit or loss for the year after deducting preference dividends and any attributable tax thereto for the period, if any. The weighted average number of equity shares outstanding during the year and for all the years presented is adjusted for events, such as bonus shares, other than the conversion of potential equity shares that have changed the number of equity shares outstanding, without a corresponding change in resources.

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

t. Rounding of amounts

All amounts disclosed in the consolidated financial statements and notes have been rounded off to the nearest Lakhs (with two places of decimal) as per the requirement of Schedule III, unless otherwise stated.

u. Significant accounting judgments, estimates and assumptions

The preparation of Restated Financial Statements requires management to make judgments, estimates and assumptions that affect the reported amounts of revenues, expenses, assets and liabilities, and the accompanying disclosures, and the disclosure of contingent liabilities. Uncertainty about these assumptions and estimates could result in outcomes that require a material adjustment to the carrying amount of assets or liabilities affected in future years.

v. Estimates and assumptions

The key assumptions concerning the future and other key sources of estimation uncertainty at the year end date, that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year, are described below. The Company based its assumptions and estimates on parameters available when the Restated Financial Statements were prepared. Existing circumstances and assumptions about future developments, however, may change due to market changes or circumstances arising that are beyond the control of the Company. Such changes are reflected in the assumptions when they occur.

RESULTS OF OUR OPERATIONS

The following table sets forth certain information from restated consolidated statements of profit and loss for the e Financial Years 2025, 2024 and 2023, the components of which are also expressed as a percentage of our total income for such periods:

PARTICULARS CONSOLIDATED STANDALONE
For the year ended March 31, 2025 % of Total** For the year ended March 31, 2024 % of Total** For the year ended March 31, 2023 % of Total**
INCOME
Revenue from Operations 38,055.81 98.64% 23,859.18 98.27% 23,345.05 99.81%
Other Income 524.85 1.36% 420.66 1.73% 44.40 0.19%
Total Revenue (A) 38,580.66 100.00% 24,279.84 100.00% 23,389.45 100.00%
EXPENDITURE
Cost of Material Consumed 400.85 1.03% 480.11 1.98% 291.29 1.25%
Purchase of Machines for Trade and Refurbishment 30,693.96 79.55% 16,793.91 69.17% 17,439.57 74.56%
Changes in inventories of Finished Goods, Stock-in-trade and Work- in-progress (1,525.47) (3.95%) 687.40 2.83% (73.93) (0.32%)
Direct expenses 1,619.23 4.20% 2,063.88 8.50% 2,323.42 9.93%
Employee Benefit Expenses 818.80 2.12% 832.77 3.43% 784.55 3.35%
Finance Costs 381.49 0.99% 205.40 0.85% 68.63 0.29%
Depreciation and Amortization expense 84.86 0.22% 78.57 0.32% 62.54 0.27%
Other expenses 3,713.24 9.62% 664.83 2.74% 1,156.63 4.95%
Total Expenses (B) 36,186.95 93.80% 21,806.87 89.81% 22,052.70 94.28%
Proflt/(loss) before tax 2,393.70 6.20% 2,472.97 10.19% 1,336.75 5.72%
Tax Expense/ (benefit) (a) Current Tax Expense 457.79 1.19% 564.50 2.32% 317.83 1.36%
(b) Deferred tax (credit) / charge 21.91 0.06% 44.02 0.18% 7.18 0.03%
Net tax expense / (benefit) 479.70 1.24% 608.52 2.51% 325.01 1.39%
Profit/(Loss) for the Period ** %Total refers to Total Revenue 1,914.00 4.96% 1,864.45 7.68% 1,011.74 4.33%

Components of our Profit and Loss Account Income

Our total income comprises of revenue from operations and other income.

Revenue from Operations

Our revenue from operation as a percentage of our total income was 98.64%, 98.27% and 99.81% for the financial year ended March 31, 2025, March 31, 2024 and March 31, 2023 respectively.

Particulars For the year ended
31.03.2025 31.03.2024 31.03.2023
Sale of Goods 37,812.81 23,491.97 22,760.00
Sale of Services
-Machine Hiring Charges 28.07 96.31 117.84
-Ware House Rent 107.52 103.94 103.13
-Business Auxillery Services 1.60 16.00 -
Other operating income
-Export benefits 6.32 68.29 103.90
-Duty Drawback 99.49 82.67 260.18
TOTAL 38,055.81 23,859.18 23,345.05

Other Income

Our Other Income primarily consists of Net Gain on Disposal/Fair Valuation of Investments, Net exchange gain on foreign exchange fluctuations.

Particulars For the year ended
31.03.2025 31.03.2024 31.03.2023
Income on financial assets carried at fair value through profit or loss
Net Gain on Disposal/Fair Valuation of Investments 447.01 258.31 -
Dividend Income on Investments 0.71 0.70 0.57
Income on financial assets carried at Amortised Cost
Interest Income - - 1.56
Interest Income on Deposits 0.17 0.14 0.09
Other Non-Operating Income
Interest on income tax refund - 1.78 -
Profit on Sale/disposal of Fixed Assets - 17.36 3.73
Commission & Brokerage - - 4.00
Net exchange gain on foreign exchange fluctuations - 142.03 -
MEIS License Sale - - 30.22
Discount Received 1.34 - -
Shifting Charge - 0.34 0.12
Sundry Balance Written back - - 3.90
Freight outward 52.44 - -
Other income 23.18 - 0.21
TOTAL 524.85 420.66 44.40

Our investments in financial assets such as mutual funds, AIFs, equity instruments, and gold are primarily undertaken to effectively utilize temporary surplus cash flows arising from operations. These investments are made in highly liquid instruments to ensure flexibility in deployment when required.

The Company leverages these investments by availing overdraft (OD) facilities against mutual fund holdings. The funds accessed through these OD limits are then actively deployed towards working capital requirements, thereby enhancing liquidity management without idle cash on the balance sheet. Hence, while there is an apparent increase in financial investments, these are strategic treasury operations that:

Allow short-term yield optimizations - These outflows are attributable to strategic investments from surplus funds into liquid financial instruments such as mutual funds and Alternative Investment Funds (AIFs), aimed at optimizing short-term liquidity while earning returns on idle cash. As per the Standalone Restated financial Statements, the income earned/accrued on these financial assets during the Fiscal year ended on March 31, 2025 and 2024 are t397.68 and t 259.01 lakhs, respectively and loss incurred on these financial assets during the Fiscal year 2023 is t19.13 lakhs, and the value of current investments as on Fiscal year ended on March 31, 2025, 2024 and 2023 are t 2,617.75, t 1,727.95 lakhs and t 857.05 lakhs

Support the working capital cycle through secured, low-cost borrowing backed by such investments - The overdraft limit (Loan against Security) taken against pledge of the investments in Mutual Funds of t10 Crores from Tata Capital Limited vide sanction letter dated 24.08.2024, amount outstanding as on March 31, 2025 is t 946.63 lakhs. These investing activities are not indicative of any diversion of short-term resources but are

deliberate treasury and operational decisions that support the companys long-term growth and expansion objectives.

Expenditure

Our total expenditure primarily consists of Employee benefit expenses, Finance costs, Depreciation & Amortization Expenses, direct expenses and Other Expenses.

Employee Benefit Expenses

Our employee benefits expense comprises of Salaries and Wages, Directors remuneration, Contribution to employee benefit fund EPF, ESIC, Gratuity expense and Staff welfare expenses.

Particulars For the year ended
31.03.2025 31.03.2024 31.03.2023
Salaries and Wages 555.81 513.33 448.21
Staff welfare expenses 27.75 20.44 3.34
Gratuity expenses 15.17 13.77 6.00
Remuneration to directors 184.80 264.00 312.00
Bonus 31.74 19.60 14.01
Contribution to employee benefit fund EPF, ESIC etc. 3.53 1.63 0.99
TOTAL 818.80 832.77 784.55

Finance costs

Our Finance cost expenses comprise of Interest expense and Other borrowing costs.

Particulars For the year ended
31.03.2025 31.03.2024 31.03.2023
Interest expense on financial liabilities measured at amortised
cost:
-Borrowings 336.12 154.23 45.41
-Lease Liabilities 3.16 2.62 1.76
Interest on Delayed Payment of taxes 1.39 9.35 10.70
Other Borrowings Cost 40.36 39.09 10.76
Interest on GST - 0.09 -
Interest on late payment to MSME creditors 0.46 0.02 -
TOTAL 381.49 205.40 68.63

Depreciation and Amortization Expenses

Depreciation and Amortization primarily include Depreciation on Property Plant and Equipment and Amortization of ROU asset.

Particulars For the year ended
31.03.2025 31.03.2024 31.03.2023
Depreciation of Property, Plant & Equipment 75.26 70.09 57.31
Amortization of ROU asset 9.60 8.48 5.23
TOTAL 84.86 78.57 62.54

Direct Expenses

Direct Expenses primarily include Freight Exp and Refurbishment Expenses (Including repairs, coating, painting and workshop expenses.

Particulars For the year ended
31.03.2025 31.03.2024 31.03.2023
Custom Duty Charges 20.94 77.17 18.96
Manpower Expenses 2.55 53.54 15.88
Freight Exp. 1,502.09 1,879.40 2,225.00
Refurbishment Expenses (Including repairs, coating, 93.65 53.77 63.58
painting and workshop expenses)
TOTAL 1,619.23 2,063.88 2,323.42

Other Expenses

Other expenses primarily include Auction commission expenses, Sales marketing expenses and Transportation Expenses

Particulars For the year ended
31.03.2025 31.03.2024 31.03.2023
Audit Fees 12.15 5.00 6.00
Auction commission expenses 942.48 - -
Logistics Expenses 1,579.91 - -
Marketing Expenses 33.23 - -
Advertisement Expenses 23.20 21.81 15.09
Commission & Brokerage Expense 145.80 45.77 85.27
Computer expense 4.67 - 1.02
Consultancy Fees 58.69 25.13 18.62
Net exchange loss on foreign exchange fluctuations 24.06 - 555.93
GST Late Fees and other payments

-

0.29 11.84
Insurance 20.63 19.08 13.01
Office & Administration Expense 112.43 78.31 51.15
Power & Fuel 32.28 31.22 33.91
Legal & Professional Expenses 57.62 25.41 1.86
Loss on Sale of Fixed Assets 0.75 - -
Printing and Stationery Expense 0.79 1.45 0.60
Allowance for Expected Credit Loss 23.78 40.75 5.03
Rent Expense 26.57 12.12 13.29
Repair & Maintenance Expenses 111.69 80.26 0.54
Security Service charges 15.73 14.31 12.96
Stock Broking Expenses 1.38 0.80 2.50
Vehicle Maintenance Charges 4.43 2.14 4.56
Travelling Expense 103.67 48.38 51.96
Transportation Expenses 329.20 172.25 242.00
Telephone and communication 1.30 1.60 0.13
Other Charges - 1.88 5.07
Donation & CSR Expense 30.53 28.34 0.82
Service Charge 1.27 0.96 0.33
Software subscription charges 6.15 6.19 -
Website Designing & domain charges 7.64 1.38 3.44
Round off 0.07 - -
Share of Loss From J.K Logistics 1.14 - -
Net Loss on Disposal/Fair Valuation of Investments valued at FVTPL 19.70
TOTAL 3,713.24 664.83 1,156.63

Provision for Tax

The provision for current taxation 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.

Fiscal 2025 Compared with Fiscal 2024

Revenue from Operations

The Revenue from Operations of our company for Fiscal Year 2025 was Rs.38,055.81 Lakhs against Rs.23,859.18 Lakhs for Fiscal Year 2024. An increase of 59.50%. The increase was due to the consolidation of Hexco Global FZCO (FZE), an 80% owned subsidiary, into the companys financial statements following the commencement of its operations on April 1, 2024, which positively impacted the overall revenue figures.

Other Income

The other income of our company for Fiscal Year 2025 was Rs.524.85 Lakhs against Rs.420.66 Lakhs for Fiscal Year 2024. An increase of 24.77%. The increase was primarily due to higher gains on disposal/fair valuation of investments.

Total Income

The total income of our company for Fiscal Year 2025 was Rs.38,580.66 Lakhs against Rs.24,279.84 Lakhs for Fiscal Year 2024. An increase of 58.90%. The increase was due to higher revenue from the consolidation of Hexco Global FZCO (FZE), an 80%-owned subsidiary, into the companys financial statements, coupled with improved other income.

Expenditure

Cost of Materials Consumed

In Fiscal Year 2025, our cost of materials consumed was Rs.400.85 Lakhs against Rs.480.11 Lakhs in Fiscal Year 2024. A decrease of 16.51%. This decrease was primarily driven by a substantial reduction in refurbishment costs, supported by improved operational efficiency and better output yields. The companys focused efforts on optimizing resource utilization and streamlining processes contributed to this cost-saving.

Purchase of Machines for Trade and Refurbishment

In Fiscal Year 2025, purchase of machines for trade and refurbishment was Rs.30,693.96 Lakhs compared to Rs.16,793.91 Lakhs in Fiscal Year 2024. An increase of 82.77%. This growth was primarily driven by the fulfilment of a higher volume of orders, which necessitated increased procurement and directly contributed to higher revenue during the year.

Change in Inventories of Finished Goods, Stock in Trade, Work-in-Progress, Rejection & Scrap

In Fiscal Year 2025, our change in inventories of finished goods, stock in trade, work-in-progress, rejection & scrap was Rs. (1,525.47) Lakhs against Rs. 687.40 Lakhs in Fiscal Year 2024. The decrease was primarily due to quick turnaround times and efficient inventory management, which helped maintain a smooth supply chain while reducing the costs associated with holding inventory.

Direct Expenses

Direct expenses in Fiscal Year 2025 were Rs.1,619.23 Lakhs compared to Rs.2,063.88 Lakhs in Fiscal Year 2024. A decrease of 21.54%. Primarily due to lower freight expenses and reduced manpower expenses, resulting from

improved operational efficiency.

Employee Benefit Expenses

In Fiscal Year 2025, our company incurred employee benefit expenses of Rs.818.80 Lakhs against Rs.832.77 Lakhs in Fiscal Year 2024. A decrease of 1.68%, primarily due to a significant reduced director remuneration.

Finance Costs

The finance costs for Fiscal Year 2025 were Rs.381.49 Lakhs while they were Rs.205.40 Lakhs for Fiscal Year 2024. An increase of 85.73%, primarily due to higher interest expenses on borrowings, resulting from increased utilization of banking limits to boost sales through improved payment terms for better margins,

Depreciation and Amortization Expenses

Depreciation and amortization expenses for Fiscal Year 2025 were Rs.84.86 Lakhs against Rs.78.57 Lakhs in Fiscal Year 2024. An increase of 8.01%. due to additions to Property, Plant and Equipment.

Other Expenses

In Fiscal Year 2025, our other expenses were Rs.3,713.24 Lakhs compared to Rs.664.83 Lakhs in Fiscal Year 2024. A increase of 458.52%. due to consolidation of Hexco Global FZE, an 80% owned subsidiary, into the companys financial statements, which positively impacted the overall revenue and led to substantial increase in expenses as well.

Profit Before Tax

Our company reported a profit before tax of Rs.2,393.70 Lakhs in Fiscal Year 2025 against Rs.2,472.97 Lakhs in Fiscal Year 2024. A decrease of 3.21% was due to due to increased operational expenses in the first year of operations of Hexco Global FZCO (FZE), an 80% owned subsidiary consolidated for the first time.

Profit After Tax

Profit after tax for Fiscal Year 2025 was Rs.1,914.00 Lakhs against Rs.1,864.45 Lakhs in Fiscal Year 2024. An increase of 2.66%. An increase was due to decrease in tax liability.

Fiscal 2024 Compared with Fiscal 2023

Revenue from Operations

The Revenue from Operations of our company for Fiscal Year 2024 was Rs.23,859.18 Lakhs against Rs.23,345.05 Lakhs for Fiscal Year 2023. An increase of 2.20%. An increase was due to modest growth in trading and refurbishment services despite challenging market conditions.

Other Income

The other income of our company for Fiscal Year 2024 was Rs.420.66 Lakhs against Rs.44.40 Lakhs for Fiscal Year 2023. An increase of 847.43%. An increase was largely driven by strategic gains realized from the disposal of investments, alongside favourable foreign exchange movements that positively impacted financial performance.

Total Income

The total income of our company for Fiscal Year 2024 was Rs.24,279.84 Lakhs against Rs.23,389.45 Lakhs for Fiscal Year 2023. An increase of 3.81%. The increase was due to modest growth in operations and significantly higher other income.

Expenditure

Cost of Materials Consumed

In Fiscal Year 2024, our cost of materials consumed was Rs.480.11 Lakhs against Rs.291.29 Lakhs in Fiscal Year 2023. An increase of 64.82%. This increase was due to higher purchases of spares and consumables.

Purchase of Machines for Trade and Refurbishment

In Fiscal Year 2024, purchase of machines for trade and refurbishment was Rs.16,793.91 Lakhs compared to Rs.17,439.57 Lakhs in Fiscal Year 2023. A decrease of 3.70%. This decrease was primarily attributable to subdued market conditions, prompting a more prudent and strategic procurement approach. The company carefully aligned its purchasing decisions with prevailing demand trends to maintain operational efficiency and optimize inventory levels.

Change in Inventories of Finished Goods, Stock in Trade, Work-in-Progress, Rejection & Scrap

In Fiscal Year 2024, our change in inventories of finished goods, stock in trade, work-in-progress, rejection & scrap was Rs. 687.40 Lakhs against Rs. (73.93) Lakhs in Fiscal Year 2023.

Direct Expenses

Direct expenses in Fiscal Year 2024 were Rs.2,063.88 Lakhs compared to Rs.2,323.42 Lakhs in Fiscal Year 2023. A decrease of 11.17%. The decrease was primarily due to reduced freight expenses.

Employee Benefit Expenses

In Fiscal Year 2024, our company incurred employee benefit expenses of Rs.832.77 Lakhs against Rs.784.55 Lakhs in Fiscal Year 2023. An increase of 6.15%. This increase was due to increase in workforce of the organisation and salary increments for the current employees.

Finance Costs

The finance costs for Fiscal Year 2024 were Rs.205.40 Lakhs while they were Rs.68.63 Lakhs for Fiscal Year 2023. An increase of 199.29% An increase was due to significantly higher interest expenses on borrowings and other borrowing costs.

Depreciation and Amortization Expenses

Depreciation and amortization expenses for Fiscal Year 2024 were Rs.78.57 Lakhs against Rs.62.54 Lakhs in Fiscal Year 2023. An increase of 25.63%. An increase was due to additions in the property, plant and equipment and a full year depreciation for additions during last year.

Other Expenses

In Fiscal Year 2024, our other expenses were Rs.664.83 Lakhs compared to Rs.1,156.63 Lakhs in Fiscal Year 2023. A decrease of 42.52%. A decrease was due to the absence of foreign exchange losses that were present in the previous year, and decreases in commission & brokerage expenses.

Profit Before Tax

Our company reported a profit before tax of Rs.2,472.97 Lakhs in Fiscal Year 2024 against Rs.1,336.75 Lakhs in Fiscal Year 2023. An increase of 85.00%. This substantial growth was driven by strategic changes in the Terms of Payment for export sales. The company shifted from a 100% advance payment model to a more flexible structure, offering options such as 30% or even 0% advance, with the remaining amount payable against the Bill of Lading (BL) or prior to the vessels arrival at the destination port or even credit terms of payment to select regular buyers. This approach allowed the company to efficiently utilize its sanctioned bank limits and benefit from a lower cost of capital, leading to optimized working capital management. Furthermore, the discontinuation

of cash discounting practices also contributed to improved profit margins during the year.

Profit After Tax

Profit after tax for Fiscal Year 2024 was Rs.1,864.45 Lakhs against ^1,011.74 Lakhs in Fiscal Year 2023. An increase of 84.28%. An increase was due to significantly higher profit before tax, partially offset by higher tax expenses.

Cash Flows

Particulars For the year ended March 31,
2025 2024 2023
Net Cash from / (used in) Operating Activities (1,124.67) (2,383.42) 1,052.76
Net Cash from / (used in) Investing Activities (556.53) (739.22) (461.70)
Net Cash from / (used in) Financing Activities 1,329.92 2,762.32 385.95

Cash Flows from Operating Activities

1. For the year ended March 31, 2025, Net cash flow used in operating activities was Rs.1,124.67 Lakhs. This comprised of Profit before exceptional items and tax of Rs.2,393.70 Lakhs, which was primarily adjusted for Depreciation and amortization expenses of Rs.84.86 Lakhs, Gratuity expenses of Rs.15.17 Lakhs, Gain on Disposal/Fair Valuation of Investments of Rs.447.01 Lakhs, Loss on Sale of Fixed Assets of Rs.0.75 Lakhs, Loss on foreign exchange fluctuations of Rs.24.06 Lakhs, Share of loss from Partnership firm of Rs.1.14 Lakhs, Interest Paid of Rs.381.49 Lakhs, and Dividend Received of Rs.0.71 Lakhs. The resultant operating profit before working capital changes was Rs.2,453.45 Lakhs, which was primarily adjusted for decrease in Inventories of Rs. 11,588.37 Lakhs, decrease in other non-current financial assets of Rs. 6.79 Lakhs, Increase in Trade receivables of Rs.4,242.92 Lakhs, Decrease in Other financial assets of Rs. 1.06 Lakhs, Increase in Other current assets of Rs.49.22 Lakhs, Decrease in Trade payables of Rs. 4,969.77 Lakhs, Increase in Other financial liabilities of Rs.3.57 Lakhs, Decrease in Other current liabilities of Rs.5,447.93 Lakhs and increase in provisions of Rs.0.01.

Cash used in operations was Rs.663.74 Lakhs, which was further increased by Net income tax paid of Rs.460.93 Lakhs, resulting in Net cash flow used in operating activities of Rs.1,124.67 Lakhs.

2. For the year ended March 31, 2024, Net cash flow used in operating activities was Rs.2,383.42 Lakhs. This comprised of Profit before exceptional items and tax of Rs.2,472.97 Lakhs, which was primarily adjusted for Depreciation and amortization expenses of Rs.78.57 Lakhs, Gratuity expenses of Rs.13.77 Lakhs, Gain on Disposal/Fair Valuation of Investments of Rs.258.31 Lakhs, Gain on Sale of Fixed Assets of Rs.17.36 Lakhs, Loss on foreign exchange fluctuations of Rs.17.53 Lakhs, Interest Paid of Rs.205.40 Lakhs, Interest Received of Rs.1.78 Lakhs, and Dividend Received of Rs.0.70 Lakhs. The resultant operating profit before working capital changes was Rs.2,510.09 Lakhs, which was primarily adjusted for decrease in Inventories of Rs. 609.63 Lakhs, increase in other non-current financial assets of Rs. 14.17 Lakhs, Increase in Trade receivables of Rs.5,937.21 Lakhs, Increase in Other financial assets of Rs.158.25 Lakhs, Decrease in Other current assets of Rs.84.50 Lakhs, Increase in Trade payables of Rs.1,077.42 Lakhs, Increase in Other financial liabilities of Rs.8.17 Lakhs and Increase in Other current liabilities of Rs.7.96 Lakhs.

Cash used in operations was Rs.1,811.87 Lakhs, which was further increased by Net income tax paid of Rs.571.55 Lakhs, resulting in Net cash flow used in operating activities of Rs.2,383.42 Lakhs.

3. For the year ended March 31, 2023, Net cash flow from operating activities was Rs.1,052.76 Lakhs. This comprised of Profit before exceptional items and tax of Rs.1,336.75 Lakhs, which was primarily adjusted for Depreciation and amortization expenses of Rs.62.54 Lakhs, Gratuity expenses of Rs.6.00 Lakhs, Loss on Disposal/Fair Valuation of Investments of Rs.19.70 Lakhs, Gain on Sale of Fixed Assets of Rs.3.73 Lakhs, Loss on foreign exchange fluctuations of Rs.18.79 Lakhs, Interest Paid of Rs.68.63 Lakhs, Interest Received of Rs. 1.56 Lakhs, and Dividend Received of Rs.0.57 Lakhs. The resultant operating profit before working capital changes was Rs.1,506.55 Lakhs, which was primarily adjusted for increase in Other non -current financial assets of Rs.72.42 Lakhs, Increase in inventories of Rs.200.02 Lakhs, Increase in Trade receivables of Rs.2.40 Lakhs, Increase in Other financial assets of Rs.108.06 Lakhs, Decrease in Other current assets of Rs.543.77 Lakhs, Decrease in Trade payables of Rs.316.59 Lakhs, Increase in Other financial liabilities of Rs.2.41 Lakhs, Increase in Other current liabilities of Rs.8.23 Lakhs, and Decrease in Provisions of Rs.0.02 Lakhs.

Cash generated from operations was Rs.1,361.45 Lakhs, which was further reduced by Net income tax paid of Rs.308.69 Lakhs, resulting in Net cash flow from operating activities of Rs.1,052.76 Lakhs.

Cash Flows from Investment Activities

1. For the year ended March 31, 2025, net cash used in investing activities was Rs.556.53 Lakhs, which primarily comprised of Purchases of property, plant and equipment (including CWIP) of Rs.23.33 Lakhs, Purchases of investments of Rs.1,447.46 Lakhs, Sale of investments of Rs.882.43 Lakhs, Payment for Goodwill on consolidation of Rs.2.56 Lakhs, Proceeds from sale/disposal of property, plant & equipment of Rs.34.05 Lakhs, Payment for right-of-use assets of Rs.0.37 Lakhs and Dividend Received of Rs.0.71 Lakhs.

2. For the year ended March 31, 2024, net cash used in investing activities was Rs.739.22 Lakhs, which primarily comprised of Purchases of property, plant and equipment (including CWIP) of Rs.197.48 Lakhs, Purchases of investments of Rs.855.48 Lakhs, Sale of investments of Rs.242.89 Lakhs, Proceeds from sale/disposal of property, plant & equipment of Rs.65.50 Lakhs, Payment for right-of-use assets of Rs.0.42 Lakhs, Interest Received of Rs.1.78 Lakhs, and Dividend Received of Rs.0.70 Lakhs, Repayment of Loan to related parties and others of Rs. 3.29 Lakhs.

3. For the year ended March 31, 2023, net cash used in investing activities was Rs.461.70 Lakhs, which primarily comprised of Purchases of property, plant and equipment (including CWIP) of Rs.492.58 Lakhs, Purchases of investments of Rs.434.53 Lakhs, Sale of investments of Rs.210.21 Lakhs, Proceeds from sale/disposal of property, plant & equipment of Rs.16.95 Lakhs, Repayment of Loans to related parties of Rs.236.12 Lakhs, Interest Received of Rs.1.56 Lakhs, and Dividend Received of Rs.0.57 Lakhs.

Cash Flows from Financing Activities

1. For the year ended March 31, 2025, net cash from financing activities was Rs.1,329.92 Lakhs, which predominantly comprised of Proceeds from borrowings of Rs.49,591.27 Lakhs, Repayment of borrowings of Rs.48,735.12 Lakhs, Securities premium on business acquisition of Rs.837.99 Lakhs, Non-Controlling Interest of Rs.25.39 Lakhs, Lease Liabilities payments of Rs.11.28 Lakhs, and Interest paid of Rs.378.33 Lakhs.

2. For the year ended March 31, 2024, net cash from financing activities was Rs.2,762.32 Lakhs, which predominantly comprised of Proceeds from borrowings of Rs.37,034.34 Lakhs, Repayment of borrowings of Rs.34,073.66 Lakhs, Non-Controlling Interest of Rs.14.12 Lakhs, Lease Liabilities payments of Rs.9.70 Lakhs, and Interest paid of Rs.202.78 Lakhs.

3. For the year ended March 31, 2023, net cash from financing activities was Rs.385.95 Lakhs, which predominantly comprised of Proceeds from borrowings of Rs.35,023.90 Lakhs, Repayment of borrowings of Rs.34,565.08 Lakhs, Lease Liabilities payments of Rs.6.00 Lakhs, and Interest paid of Rs.66.87 Lakhs.

Indebtedness

Particulars As At
31.03.2025 31.03.2024 31.03.2023
Secured
Working capital loan from banks 4,480.00 4,537.98 1,529.46
Working capital loan against securities 946.63 - -
Current maturities of long-term borrowings - 32.50 47.84
Term Loans from bank - -
TOTAL 5,426.63 4,570.48 1,577.30

Note - The financial figures for FY 24-25 and FY 23-24 are consolidated, as they include the results of our Subsidiary. FY 22-23 reflect standalone figures, as no subsidiary existed during those times. Further FY 23-24 was the first year of incorporation and operation of the subsidiary and thus there were no sales from the subsidiary during this period, the consolidated financials for FY24-25 and FY23-24 are identical to JKIPLs standalone figures. There is no financial indebtedness in the books of subsidiary as on date.

Capital expenditures

Our capital expenditure primarily relates to the purchase of property, plant and equipment (including Building, computers, furniture and other fixtures, vehicles, office equipment, land, Plant & Machinery and Excavator &

Other Construction Machines). The following table sets forth details on our capital expenditures in relation to property, plant and equipment (Tangible assets) and capital WIP for the periods indicated:

Particulars As at
31.03.2025 31.03.2024 31.03.2023
Property, Plant & Equipment (Tangible Assets) Addition 22.12 253.98 492.58
Capital WIP 1.21 - -
Total Capex 23.33 253.98 492.58

 

Particulars As at
31.03.2025 31.03.2024 31.03.2023
Disposals 49.84 111.56 14.00
Total Disposals 49.84 111.56 14.00

Related Party Transactions

We enter into various transactions with related parties in the ordinary course of business. we have undertaken transactions such as remuneration and reimbursement of expenses to Directors and their relatives, including Mr. Abhinav Jain, Mr. Anil Kumar Jain, Mr. Sumeet Kumar Berlia, Ms. Sandhya Jain, Ms. Tithi Jain, Mr. Yashasvi Jain, and Ms. Anubhavi Jain. During the year ended March 31, 2025, we also recorded sales amounting to Rs.20,296.33 lakhs and purchase amounting to Rs.61.26 lakhs with our Wholly owned subsidiary since its incorporation on February 27, 2023 converted to 80% owned. Subsidiary company from March 4, 2024, Hexco Global FZCO. Furthermore, we have made investments in entity Hexco Global FZCO, where the Company or its KMPs have significant interest. Other related party transactions include loans and advances given and repaid during the year to and from related entities such as Anil Kumar Jain HUF, and Jinkushal Industries, as well as rent expenses and the outstanding balances with related parties as of March 31, 2025, primarily relate to remuneration payable, salary payable, reimbursements, advances, and investments, all of which are disclosed in the notes to our Restated Financial Statements.

Contingent liabilities & Commitments

Particulars As at 31-03-2025 As at 31-03-2024 As at 31-03-2023
Contingent Liabilities: (a) claims against the company not acknowledged as debt* 19.18 61.67 19.18
(b) guarantees excluding financial guarantees; and - - -
(c) other money for which the company is contingently liable. - - -
Total 19.18 61.67 19.18
Capital Commitments outstanding to be executed:
(a) estimated amount of contracts remaining to be executed on capital account and not provided for; - - -
(b) uncalled liability on shares and other investments partly paid; and - - 69.93
(c) other commitments - -
Total - - 69.93

*GST Demand of Rs. 42.49Lakhs for the year 2019-20. The appeal has been filed against this on March 30, 2024 and order was been received in our favour on May 26, 2025

*Income Tax demand u/s 143(3) of income tax act,1947 of Rs. 19.18 Lakhs for the AY 2017-18. The case has been going under CIT (.Appeals), Raipur

Corporate Social Responsibility:

As per Section 135 of the Companies Act, 2013 (Act), a company, meeting the applicability threshold, needs to spend at least 2% of its average net profit for the immediately preceding three financial years on corporate social responsibility (CSR) activities. The areas for CSR activities are Healthcare including Preventive healthcare,

Animal welfare - Pashuahar. A CSR committee, has been formed by the company as per the Act. The funds were primarily allocated to a corpus and utilized through the year on these activities which are specified in Schedule VII of the Companies Act, 2013.

Particulars For the year ended 31.03.2025 For the year ended 31.03.2024 For the year ended 31.03.2023
Amount required to be spent by the Company during the year 30.53 17.36 9.37
(i) Construction/acquisition of any asset - - -
(ii) On purposes other than (i) above 30.53 28.27 -
Shortfall at the end of the year - - 9.37
Total of previous years shortfall - - -
Company
Reason for shortfall - - Inadvertently failed to spend the requisite amount
Nature of CSR activities In terms of CSR policy approved by the Board of Directors of the Company.
Details of related party transactions in relation to CSR expenditure as per relevant Indian Accounting Standard NA NA NA

Financial Risk Management:

The principal financial assets of the Company include trade and other receivables, and cash and bank balances that derive directly from its operations. The principal financial liabilities of the company, include loans and borrowings, trade and other payables and the main purpose of these financial liabilities is to finance the day to day operations of the company.

The Company is exposed to market risk, credit risk and liquidity risk. The Companys senior management oversees the management of these risks and that advises on financial risks and the appropriate financial risk governance framework for the Company.

This note explains the risks which the company is exposed to and policies and framework adopted by the company to manage these risks:

A. Market Risk

Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market prices. Market prices comprise three types of risk: foreign currency risk, interest rate risk, investment risk.

(i) Foreign currency risk

The company operates internationally and business is transacted in several currencies.

The Company operates internationally and the major portion of business is transacted in USD, AED and EURO. The Company has Sales, Purchase, (etc.) in foreign currency. Consequently, the Company is exposed to foreign exchange risk. Foreign exchange exposure is partially balanced by purchasing in goods, commodities and services in the respective currencies. The company evaluate exchange rate exposure arising from foreign currency transactions and the company follows established risk management policies, including the use of derivatives like foreign exchange forward contracts to hedge exposure to foreign currency risk.

The company measures the risk through a forecast of highly probable foreign currency cash flows and manages its foreign currency risk by appropriately hedging the transactions. The Company uses a derivative financial instruments such as foreign exchange forward contracts to mitigate the risk of

changes in exchange rates on foreign currency exposures.

Foreign currency risk sensitivity

The following tables demonstrate the sensitivity to a reasonably possible change in USD, AED and EUR exchange rates, with all other variables held constant. The impact on the Companys restated profit before tax and pre-tax equity is due to changes in the fair value of monetary assets and liabilities. The Companys exposure to foreign currency changes for all other currencies is not material.

Particulars Impact on equity
As At 31.03. 2025 As At 31.03. 2024 As At 31.03. 2023
USD
Increase by 5% 289.27 147.21 (67.21)
Decrease by 5% (289.27) (147.21) 67.21
AED
Increase by 5% - (0.44) 0.19
Decrease by 5% - 0.44 (0.19)

 

Particulars Impact on profit before tax
As At 31.03. 2025 As At 31.03. 2024 As At 31.03. 2023
USD
Increase by 5% 289.27 147.21 (67.21)
Decrease by 5% (289.27) (147.21) 67.21
AED
Increase by 5% - (0.44) 0.19
Decrease by 5% - 0.44 (0.19)

(ii) Interest rate risk management

Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market interest rates. The Companys exposure to the risk of changes in market interest rates relates primarily to the Companys debt obligations with floating interest rates.

As the Company has no significant interest-bearing assets, the income and operating cash flows are substantially independent of changes in market interest rates. The Companys exposure to the risk of changes in market interest rates relates primarily to the Companys debt obligations with floating interest rates, which are included in interest bearing loans and borrowings in these financial statements. The companys fixed rate borrowings are carried at amortised cost. They are therefore not subject to interest rate risk, since neither the carrying amount nor the future cash flows will fluctuate because of a change in market interest rates.

Interest rate Sensitivity analysis

A change of 50 bps in interest rate would have following impact on Profit before tax

Particulars As At 31.03. 2025 As At 31.03. 2024 As At 31.03. 2023
50 bps increase would decrease the profit before tax by (15.75) (17.19) (8.03)
50 bps decrease would increase the profit before tax by 15.75 17.19 8.03

(iii) Investment Risk

The company is exposed to price risk arising from investments in equity, AIFs, and equity -oriented mutual funds that will fluctuate due to changes in market traded prices, which may impact the return and value of such investments. The value of investments in such investments as at March 31, 2025 is Rs

2,982.51 Lakhs (March 31, 2024 is Rs. 1,727.95 Lakhs and March 31, 2023 - Rs. 857.05 Lakhs). Accordingly, fair value fluctuations arising from market volatility is recognised in Statement of profit and loss.

B. Liquidity Risk

The financial liabilities of the company, other than derivatives, include loans and borrowings, trade and other payables. The companys principal sources of liquidity are cash and cash equivalents and the cash flow that is generated from operations. The company monitors its risk of shortage of funds to meet the financial liabilities using a liquidity planning tool. The company plans to maintain sufficient cash and deposits to meet the obligations as and when fall due.

C. Credit risk

Credit risk refers to the risk of default on its obligation by the counterparty resulting in a financial loss. The maximum exposure to the credit risk at the reporting date is primarily from trade receivables which are typically unsecured. Credit risk on cash and bank balances is limited as the company generally invests in deposits with banks and financial institutions with high credit ratings assigned by credit rating agencies. The objective of managing counterparty credit risk is to prevent losses in financial assets. The Company assesses the credit quality of the counterparties, taking into account their financial position, past experience and other factors. Customer credit risk is managed by the Entitiess established policy, procedures and control relating to customer credit risk management. Outstanding customer receivables are regularly monitored. On account of adoption of Ind AS 109, the Company uses expected credit loss model to assess the impairment loss or gain.

Credit risk is the risk of financial loss to the group if a customer or counterparty to any other financial instrument fails to meet its contractual obligations. Credit risk encompasses both the direct risk of default and the risk of deterioration of credit worthiness as well as concentration of risks. The group is exposed to credit risk from its operating activities (primarily trade receivables) and from its investing activities including deposits with banks, derivative instruments and security deposits.

The group establishes an allowance account for impairment that represents its estimate of losses in respect of trade and other receivables. The allowance account is used to provide for impairment allowance losses. Subsequently when the group is satisfied that no recovery of such losses is possible, the financial asset is considered irrecoverable and amount charged to the allowance account is then written off against the carrying amount of impaired financial asset.

D. Write off policy

The financial assets are written off, in case there is no reasonable expectation of recovering from the financial asset.

E. Capital management

The capital includes issued equity capital, share premium and all other equity reserves attributable to the equity holders of the company. The Company manages its capital to ensure that it will continue as going concern while maximising the return to stakeholders through the optimisation of the debt and equity balance. The company monitors capital using a gearing ratio.

The company manages its capital structure and makes adjustments in light of changes in economic conditions and the requirements of the financial covenants which otherwise would permit the banks to immediately call loans and borrowings. In order to maintain or adjust the capital structure, the company may adjust the dividend payment to shareholders, return capital to shareholders or issue new shares.

The Company monitors capital using a gearing ratio, which is net debt divided by total equity.

The Companys gearing ratio was as follows:

Particulars As At 31.03.2025 As At 31.03. 2024 As At 31.03. 2023
Total Borrowings (including lease liabilities) 5,481.79 4,604.37 1,629.52
Less: Cash and cash equivalents 506.57 772.23 1,132.70
Net debt 4,975.22 3,832.14 496.82
Total equity 9,340.36 4,321.06 2,450.12
Gearing ratio 0.53 0.89 0.20

Further, there have been no breaches in the financial covenants of any interest-bearing loans and borrowing during the year March 31, 2025.

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.

Reservations, Qualifications and Adverse Remarks

Emphasis of Matter included in Examination Report to Standalone Restated Financial Information:

We draw attention to Note 13 of Annexure-V of the financial statements, which states that the Company had advanced loans to its directors and related parties in violation of the provisions of the Companies Act, 2013 during the financial years ended March 31, 2023, and March 31, 2022. However, no such loans were outstanding during the year/period ended March 31, 2024 and March 31, 2025. Our opinion is not modified in respect of this matter.

In addition, our Statutory Auditors are required to comment upon the matters included in the Companies (Auditors Report) Order, 2020/ Companies (Auditors Report) Order, 2016 (together, the "CARO Report") issued by the Central Government of India under Section 143(11) of the Companies Act, 2013 on the audited financial statements as at and for Fiscal 2025, 2024 and 2023. Our Statutory Auditor have not included remarks in connection with the CARO Report on the audited financial statements of our Company as at and for Fiscals 2025, 2024 and 2023..

Material Frauds

There are no material frauds, as reported by our statutory auditors, committed against our Company, in the last three Financial Years

OTHER MATTERS

1. Unusual or infrequent events or transactions

As on date, there have been no unusual or infrequent events or transactions including unusual trends on account of business activity, unusual items of income, change of accounting policies and discretionary reduction of expenses.

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

Our business has been subject, 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 Factors beginning on page 37. To our knowledge, except as we have described in the Red Herring Prospectus, there are no known factors which we expect to bring about significant economic changes.

3. Known trends or uncertainties that have/had or are expected to have a material adverse impact on

revenue or income from continuing operations

Apart from the risks as disclosed under Chapter titled "Risk Factors" beginning on page 37, 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. Future changes in relationship between costs and revenues, in case of events such as future increase in labour or material costs or prices that will cause a material change are known

Other than as described in chapter titled "Risk Factors" on page 37 and in this section, to our knowledge there are no known factors that might affect the future relationship between cost and revenue.

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.

Our business has been impacted by the trends outlined above and is expected to remain influenced by these trends and the uncertainties detailed in the "Risk Factors" section on page 37. The changes in revenue over the past three Fiscals are discussed in the sections "Results of Operations" mentioned earlier.

6. Total turnover of each major industry segment in which the issuer company operated.

Relevant Industry data and, as available, has been included in the chapter titled "Industry Overview" beginning on page 140.

7. Status of any publicly announced new products or business segment.

Our Company has not announced any new services and segment / scheme, other than disclosure in this Red Herring Prospectus.

8. The extent to which business is seasonal.

Our business does not depend to a larger certain extent on the seasonal, environmental and climate changes. Hence, our business is not seasonal in nature.

9. Any significant dependence on a single or few suppliers or customers.

We generate a major portion of revenues from our top 10 customers. Please refer "Risk Factors - Our revenuefrom operations is dependent upon a limited number of customers and the loss of any of these customers or loss of revenue from any of these customers could have a material adverse effect on our business, financial condition, results of operations and cash flows" in the chapter titled "Risk Factor" beginning on page 37.

10. Competitive conditions:

We operate in an increasingly competitive market, and our financial performance and results of operations are sensitive to competitive pricing and other market factors. Rising competition may lead to pricing pressures from our customers, shrinking profit margins, loss of market share, or an inability to improve our market position, all of which could significantly harm our business. The market in which we operate is fragmented and fairly competitive. We face competition from manufacturers, traders, suppliers, of construction machines across both organized and unorganized sectors. We compete primarily on the basis of the quality of our machines, customer satisfaction and marketing. Thus, some of our competitors may have certain other advantages over us, including established track record, superior products offerings, larger portfolio of machines and greater market penetration, which may allow our competitors to better respond to market trends. They may also have the ability to spend more aggressively on marketing initiatives and may have more flexibility in responding to changing business and economic conditions than we do. Also, see "Risk Factors - We face competition in relation to our offerings, including from competitors that may have greater financial and marketing resources. Failure to compete effectively

may have an adverse impact on our business, financial condition, results of operations and prospects" on page no. 56. Also see, "Our Business" and "Industry Overview " on pages 192 and 140.

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