Justo Realfintech Ltd Management Discussions

You should read the following discussion of our financial condition and results of operations together with our restated consolidated financial information financial years ended March 31,2025, March 31, 2024 and March 31, 2023. Our Restated Consolidated Financial Statements have been derived from our audited financial statements and restated in accordance with the SEBI ICDR Regulations and the ICAI Guidance Note. Our financial statements are prepared in accordance with Indian GAAP, including the schedules, annexures and notes thereto and the reports thereon, included in the section titled "Financial Information" on page 238 of this Red Herring Prospectus. Unless otherwise stated, the financial information used in this section is derived from the restated consolidated financial statements of our Company.

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 set forth in the sections titled "Risk Factors" and "Forward-Looking Statements" on pages 32 and 21 respectively, of this Red Herring Prospectus.

These financial statements have been prepared in accordance with Indian GAAP. Indian GAAP differs in certain significant respects from U.S. GAAP, IFRS and Ind AS. We have neither attempted to quantify the impact of IFRS or U.S. GAAP on the financial data included in this Red Herring Prospectus nor do we provide a reconciliation of our financial statements to those under U.S. GAAP or IFRS or Ind AS. Accordingly, the degree to which the Indian GAAP financial statements included in this Red Herring Prospectus will provide meaningful information is entirely dependent on the readers level of familiarity with the Companies Act, Indian GAAP and the SEBI ICDR Regulations. Any reliance on the financial disclosure in this Red Herring Prospectus, by persons not familiar with Indian accounting practices, should accordingly be limited.

References to the "Company", "we", "us" and "our" in this chapter refer to Justo Realfintech Limited (formerly known as Justo Realfintech Private Limited along with our Subsidiary Justo Infotech Labs Private Limited as applicable in the relevant fiscal period, unless otherwise stated.

OVERVIEW OF OUR BUSINESS

We are a full services real estate mandate company based in Maharashtra, with operations in Pune, Mumbai Metropolitan Region ("MMR"), Nashik, and Goa, with additional presence in Aurangabad and Kolhapur. We provide solutions including decisions on pricing and sizing of the projects and enabling the delivery of the products to the end customers. We have established a considerable presence in Pune and are rapidly expanding our footprint in Mumbai. We distinguish ourselves through our tech-enabled platforms that streamlines project onboarding, customer engagement and sales processes. Leveraging data-driven insights and digital tools, our Company ensures enhanced visibility and conversion for its real estate developer partners. With a wide-reaching channel partner ("CP") network and deep understanding of local market dynamics in which we operate, we offers end-to-end solutions across sales strategy, marketing, and execution. (Source: Liases Foras report).

Our role involves efficiently managing multiple aspects of inventory of real estate developers and realization through a large network of over 3,400 channel partners. We primarily work with a focused niche of real estate developers who primarily operate in the lower-to-mid segment residential and commercial developments. We also assist in arranging credit arrangements for their acquisition, construction and developments from banks, NBFCs and other financial institutions.

Our business model focuses on providing services which include but are not limited to providing comprehensive advisory and execution services across business and sales strategy, marketing, CRM and financing solutions. Our endeavour is to take over and manage the end-to-end customer journey for real estate purchases from the initial inquiry stage to the final transaction while freeing up the resources of real estate developers to focus on their core competence i.e., obtaining statutory approvals and property development. This approach and service model is a novel proposition where the developer can completely concentrate on their core competencies, thereby building scale and faster growth in their area of operations. Our expertise and services lie in micro market analysis, identifying market and need gaps, defining product positioning and mapping of competitive products, as well as leveraging tech-enabled sales strategies to help developers achieve optimum realization of project inventory. We believe our service offerings assist in managing cash flows for the real estate developers to ensure timely completion of projects leading to repayment of loans and handover of asset delivery to the customers.

Essentially, through our services, we enable real estate developers to convert their time related fixed overheads for sales and marketing into commission related variable costs.

For further details, please see "Our Business" on page 190 of this Red Herring Prospectus.

SIGNIFICANT FACTORS AFFECTING OUR RESULTS OF OPERATIONS

Our financial condition and results of operations are affected by numerous factors and uncertainties, including those discussed in the section entitled "Risk Factors" on page 31 of this Red Herring Prospectus. The following are certain factors that have had, and we expect will continue to have, a significant effect on our financial condition and results of operations:

General economic condition and the condition and performance of the real estate market in the geographies in which we operate;

Fluctuations in market prices of real estate inventory sold by us;

Sales volume and rate of progress of construction and development;

Launch of new projects by our clients i.e., real estate developers;

Expansion into new geographies, especially tier II cities;

Marketing and branding efforts;

Ability to onboard new clients;

Competition with unorganised and local real estate brokers;

Developments in regulatory landscape;

Ability to manage and expand network of channel partners.

SIGNIFICANT ACCOUNTING POLICIES

The accounting policies have been applied consistently to the periods presented in the Restated Consolidated Financial Statements. For details of our significant accounting policies, please refer section titled "Financial information" on page 238 of this Red Herring Prospectus.

RESULTS OF OUR OPERATIONS

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

( in lakhs)

Particulars	Financial Year 2025		Financial Year 2024		Financial Year 2023
	Amount	% of Total Income	Amount	% of Total Income	Amount	% of Total Income
Revenue from Operations	8,135.19	99.65%	5,938.28	99.89%	7,044.08	99.84%
Other Income	28.97	0.35%	6.32	0.11%	11.17	0.16%
Total Income	8,164.16	100.00%	5,944.60	100.00%	7,055.25	100.00%
Employee Benefits expenses	4,220.99	51.70%	3,367.05	56.64%	3,221.04	45.65%
Operating expenses	1,764.90	21.62%	1,624.42	27.33%	1,623.17	23.01%
Finance costs	93.87	1.15%	7.62	0.13%	20.73	0.29%
Depreciation and Amortization expenses	38.65	0.47%	41.28	0.69%	32.98	0.47%
Total Expenses	6,118.41	74.94%	5,040.37	84.79%	4,897.92	69.42%
Profit /(Loss) before tax	2,045.75	25.06%	904.23	15.21%	2,157.33	30.58%
Tax expense:
- Current Tax	529.97	6.49%	243.79	4.10%	631.11	8.95%
- Deferred Tax	(5.35)	0.07%	(9.00)	-0.15%	(3.55)	-0.05%
Net Tax expenses	524.62	6.43%	234.79	3.95%	627.56	8.89%
Profit/(Loss) after tax	1,521.13	18.63%	669.44	11.26%	1,529.77	21.68%

PRINCIPAL COMPONENTS OF OUR STATEMENT OF PROFIT AND LOSS ACCOUNT

Total Income

Our total income for financial years ended March 31, 2025, March 31, 2024 and March 31, 2023, were amounted to 8,164.16 lakhs, 5,994.60 lakhs & 7,055.25 lakhs respectively. Our revenue comprises following:

Revenue from operations

Our revenue from operations comprises of revenue from the sale of our products. Our revenue from operations amounted to 8,135.19 lakhs, 5,938.28 lakhs and 7,044.08 lakhs accounted for 99.65 %, 99.89 %, 99.84 % of our total income for the financial years ended March 21,2025, March 31, 2024 and March 31, 2023, respectively.

Other income

Other income comprises of income from discount. Our other income amounted to 28.97 lakhs, 6.32 lakhs and

11.17 lakhs accounted for 0.35 %, 0.11 %, 0.16 % of our total income for the financial years ended March 31,2025, March 31, 2024 and March 31, 2023, respectively.

Expenses

Our total expenses for the financial years ended March 31, 2025, March 31, 2024 and March 31, 2023, amounted to 6,118.48 lakhs, 5,040.37 lakhs and 4,897.92 lakhs respectively. Our expenses primarily consist of the following:

Employee benefits expense

Employee benefits expenses consist of salaries , contribution to provident fund and other funds, gratuity, directors remuneration and staff welfare expenses. Employee benefits expenses for the financial years ended March 31, 2025, March 31, 2024 and March 31, 2023, amounted to 4,220.99 lakhs, 3,367.05 lakhs and 3,221.04 lakhs, respectively which accounted for 51.70%, 56.64 % and 44.65 % of our total income, respectively.

Operating and other expenses

Operating and other expenses consist of brokerage & commission, travelling & conveyance fees and professional fees. Operating expenses for the financial years ended March 31, 2025, March 31, 2024 and March 31, 2023, amounted to 1,764.90 lakhs, 1,624.42 lakhs and 1,623.17 lakhs, respectively which accounted for 21.62%, 27.33% and 23.01% of our total income, respectively.

Finance Costs

Finance cost consists of interest on secured and unsecured loans and other finance cost amounted to 93.87 lakhs,

7.62 lakhs and 20.73 lakhs for the financial years ended March 31, 2025, March 31, 2024 and March 31, 2023, which accounted for 1.15%, 0.13% and 0.29% of our total income, respectively.

Depreciation and Amortization

Depreciation and amortization represents depreciation on property, plant & equipment and intangible assets.

Depreciation and amortization expense amounted to 38.65 lakhs, 41.28 lakhs and 32.98 lakhs for the financial years ended March 31, 2025, March 31, 2024 and March 31, 2023, respectively which accounted for 0.47%, 0.69%, and 0.47% of our total income, respectively.

Financial Year 2025 compared to Financial Year 2024

Total Income

Our total income increased by 37.34% from 5,944.60 lakhs in the financial year ended March 31, 2024, to

8,164.16 lakhs in the financial year ended March 31, 2025, primarily due to the reasons discussed below:

Revenue from operations

Our revenue from operations increased by 37.00 % from 5,938.28 lakhs in financial year ended March 31, 2024, to 8,135.19 lakhs in financial year ended March 31, 2025, contributed from an increase in revenue from mandate business fees from 5,760.92 lakhs in financial year ended March 31, 2024, to 7,735.06 lakhs in financial year ended March 31, 2025 primarily due to increase in the booking value from 1,98,653.51 lakhs in 2024 to 2,33,808.38 lakhs in 2025 and from increase in revenue from financial advisory fees from 177.36 lakhs in financial year ended March 31, 2024, to 400.13 lakhs in financial year ended March 31, 2025.

Other Income

Other income increased by 358.39% from 6.32 lakhs in financial year ended March 31, 2024, to 28.97 lakhs in financial year ended March 31, 2025 primarily due to having interest on income tax refund, balances being written back during financial year ended March 31, 2025, and increase in miscellaneous income from 2.15 lakhs in financial year ended March 31, 2024 to 5.27 lakhs in financial year ended March 31, 2025, offset by decrease in interest on inter corporate deposits by 4.17 lakhs.

Expenses

Total expenses increased by 21.39% from 5,040.37 lakhs in the financial year ended March 31, 2024, to

6,118.41 lakhs in financial year ended March 31, 2025 primarily due to reasons as discussed below:

Employee benefits expense

Employee benefits expense increased by 25.36% from 3,367.05 lakhs in financial year ended March 31, 2024, to 4,220.99 lakhs in financial year ended March 31, 2025, primarily due to increase in salaries & allowances by 810.53 lakhs from 3,010.65 lakhs in financial year 2024 to 3,821.18 lakhs in financial year 2024, increase in Contribution to Provident Fund and other funds by 36.07 lakhs from 69.96 in financial year 2024 lakhs 106.03 lakhs in financial year 2025, increase in staff welfare expenses by 37.41 lakhs from 19.58 lakhs in financial year 2024 lakhs to 56.99 lakhs in financial year 2025. As a percentage to total income, employee benefit cost has decreased to 51.70% in financial year ended March 31, 2025 from 56.64% in financial year ended March 31, 2024.

Operational and other expenses

Operational and other expense increased by 8.65% from 1,624.42 lakhs in financial year ended March 31, 2024, to 1,764.90 lakhs in financial year ended March 31, 2025, primarily due to increase in variable cost and fixed cost such as increase in brokerage & commission, travelling & conveyance expenses, marketing fees offset by decrease in, Interest on late payment of taxes and balances written off. The expenses related to brokerage & commission increased by 236.35 lakhs from 446.37 lakhs in the financial year ended March 31, 2024, to 682.72 lakhs in the financial year ended March 31, 2025. The expenses related to travelling and conveyance increased by 24.20 lakhs from 223.16 lakhs in the financial year ended March 31, 2024 to 247.36 lakhs in the financial year ended March 31, 2025 and which are offset by the expenses related to Interest on late payment of fees decreased by 94.01 lakhs from 111.38 lakhs in the financial year ended March 31, 2024 to 17.37 lakhs in the financial year ended March 31, 2025. The expenses related balances written off decreased by 60.05 lakhs from 76.44 lakhs in the financial year ended March 31, 2024, to 16.39 lakhs in the financial year ended March 31, 2025. The expenses related repairs and maintenance decreased by 15.30 lakhs from 18.48 lakhs in the financial year ended March 31, 2024 to 3.18 lakhs in the financial year ended March 31, 2025. As a percentage to total income, operational and other expenses have decreased to 21.62% in the financial year ended March 31, 2025, from 27.33% in the financial year ended March 31, 2024.

Finance costs

Finance costs increased by 1131.89% from 7.62 lakhs in financial year ended March 31, 2024, to 93.87 lakhs in financial year ended March 31, 2025, primarily due to increase in base of short term borrowing by 1,183.49 lakhs from 36.22 lakhs in financial year ended March 31, 2024 to 1,219.71 lakhs in financial year ended March 31, 2025. As a percentage to total income finance cost have increased to 1.15% in financial year ended March 31, 2025 from 0.13% in financial year ended March 31, 2024.

Depreciation and amortization

Depreciation and amortization expenses decreased by 6.37% from 41.28 lakhs in financial year ended March 31, 2024, to 38.35 lakhs in financial year ended March 31, 2025, As a percentage to total income, depreciation and amortization expenses have decreased to 0.47 % in the financial year ended March 31, 2025 from 0.69 % in financial year ended March 31, 2024.

Profit after tax

The profit after tax increased from 669.44 lakhs in the financial year ended March 31, 2024, to 1,521.13 lakhs for financial year ended March 31, 2025, primarily on account of an increase in the revenue from 5,938.28 lakhs in financial year ended March 31, 2024, to 8,135.19 lakhs in financial year ended March 31, 2025.

Financial Year 2024 compared to Financial Year 2023

Total Income

Our total income decreased by 15.74% from 7,055.24 lakhs in the financial year ended March 31, 2023, to 5,944.60 lakhs in the financial year ended March 31, 2024, primarily due to the reasons as discussed below:

Revenue from operations

Our revenue from operations decreased by 15.70 % from 7,044.08 lakhs in the financial year ended March 31, 2023, to 5,938.28 lakhs in the financial year ended March 31, 2024, primarily due to a decrease in the booking value from 2,13,336.00 lakhs in 2023 to 1,98,653.51 lakhs in 2024. The decrease in revenue in fiscal 2024 is also attributable to a higher base effect, which arised on account of the delay in handover and registration of real estate inventory during fiscal 2022, which resulted in a higher revenue base in fiscal 2023.

Other Income

>Other income decreased by 43.42% from 11.17 lakhs in financial year ended March 31, 2023, to 6.32 lakhs in financial year ended March 31,2024 primarily due to having interest on income tax refund during financial year ended March 31, 2023 offset by increase in interest on inter corporate deposits by 3.85 lakhs and miscellaneous income by 1.55 lakhs.

Expenses

Total expenses increased by 2.91% from 4,897.92 lakhs in financial year ended March 31, 2023, to 5,040.37 lakhs in financial year ended March 31, 2024 primarily due to reasons as discussed below:

Employee benefits expense

Employee benefits expense increased by 4.53% from 3,221.04 lakhs in financial year ended March 31, 2023, to

3,367.05 lakhs in financial year ended March 31, 2024, primarily due to increase in salaries & allowances by 63.67 lakhs from 2,946.98 lakhs in financial year 2023 to 3,010.65 lakhs in financial year 2024, increase in Contribution to Provident Fund and other funds by 69.95 lakhs from 0.01 in financial year 2023 lakhs 69.96 lakhs in financial year 2024, increase in directors remuneration by 28.00 lakhs from 240.00 in financial year 2023 lakhs to 268 lakhs in financial year 2024. As a percentage to total income, employee benefit cost has increase to 56.64% in financial year ended March 31, 2024 from 45.65 % in financial year ended March 31, 2023.

Operational and other expenses

Operational and other expense increased by 0.08% from 1,623.17 lakhs in financial year ended March 31, 2023, to 1,624.42 lakhs in financial year ended March 31, 2024, primarily due to decrease in variable cost and fixed cost such as increase in brokerage & commission, travelling & conveyance expenses, professional fees offset by increase in rent expenses, marketing expenses, Interest on late payment of taxes and manpower cost, . The expenses related to brokerage & commission decreased by 199.92 lakhs from 646.29 lakhs in the financial year ended March 31, 2023 to 446.37 lakhs in the financial year ended March 31, 2024. The expenses related to professional fees decreased by 41.64 lakhs from 301.58 lakhs in the financial year ended March 31, 2023 to

259.94 lakhs in the financial year ended March 31, 2024 and which are offset by the expenses related to rent increased by 85.82 lakhs from 60.89 lakhs in the financial year ended March 31, 2023 to 146.71 lakhs in the financial year ended March 31, 2024. The expenses related Interest on late payment of taxes increased by 63.62 lakhs from 47.76 lakhs in the financial year ended March 31, 2023 to 111.38 lakhs in the financial year ended March 31, 2024. The expenses related marketing expenses increased by 32.12 lakhs from 87.31 lakhs in the financial year ended March 31, 2023 to 119.43 lakhs in the financial year ended March 31, 2024. As a percentage to total income, operational and other expenses have increase to 27.33% in financial year ended March 31, 2024 from 23.01% in financial year ended March 31, 2023.

Finance costs

Finance costs decreased by 63.24% from 20.73 lakhs in financial year ended March 31, 2023, to 7.62 lakhs in financial year ended March 31, 2024, primarily due to decrease in base of short term borrowing by 120.72 lakhs from 156.94 lakhs in financial year ended March 31, 2023 to 36.22 lakhs in financial year ended March 31, 2024. As a percentage to total income finance cost have decreased to 0.13% in financial year ended March 31, 2023 from 0.29 % in financial year ended March 31, 2024.

Depreciation and amortization

Depreciation and amortization expenses increased by 25.17% from 32.98 lakhs in financial year ended March 31, 2023, to 41.28 lakhs in financial year ended March 31, 2024, primarily on account of primarily on account of higher asset base as compared to financial year ended March 31, 2023. As a percentage to total income, depreciation and amortization expenses have increased to 0.69 % in the financial year ended March 31, 2024 from 0.47 % in financial year ended March 31, 2023.

Profit after tax

The profit after tax decreased from 1,529.77 lakhs in the financial year ended March 31, 2023, to 669.44 lakhs for financial year ended March 31, 2024, primarily on account of a decrease in the revenue from 7,044.08 lakhs in financial year ended March 31, 2023, to 5,938.28 lakhs in financial year ended March 31 2024.

SELECTED RESTATED STATEMENT OF ASSETS AND LIABILITIES

The table below sets forth the principal components of our total assets, equity and liabilities as at the periods indicated in the table below:

( in lakhs)

Particulars	March 31,2025	March 31,2024	March 31,2023
Total Shareholders funds	5,240.87	2,705.66	2,036.22
Total Non-Current Liabilities	457.42	221.19	233.43
Total Current Liabilities	1,929.35	1,250.45	992.77
Total Equity and Liabilities	7,627.64	4,177.30	3,262.42
Total Non-current Assets	1,254.04	619.13	181.66
Total Current Assets	6,373.60	3,558.17	3,080.76
Total Assets	7,627.64	4,177.30	3,262.42

Our shareholders fund increased from 2,036.22 lakhs as at March 31, 2023, 2,705.66 lakhs as at March 31, 2024 and to ,5240.87 lakhs as on March 31, 2025. Increase in fiscal 2023 and fiscal 2024 was primarily on account of profit after tax for the financial year ended March 31, 2023, amounting to 1,529.77 lakhs and profit after tax for the financial year ended March 31, 2024, amounting to 669.44 lakhs. Increase in shareholders fund for fiscal ended March 31, 2025 is primarily due to raising funds through private placement of 1000.02 lakhs and profit after tax for the financial year ended March 31, 2025, amounting to 1,521.13 lakhs.

Our total non-current liabilities decreased from 233.43 lakhs as at March 31, 2023, primarily on account of a decrease in long-term borrowings from 204.14 lakhs as at March 31, 2023, to 194.93 lakhs as at March 31, 2024. Our total non-current liabilities increased to 457.42 lakhs as at March 31, 2025, which was primarily on account of an increase in long-term borrowings by raising funds through Non Convertible Debentures from 194.93 to 403.25 lakhs.

Our total current liabilities increase from 992.77 lakhs as at March 31, 2023, to 1,250.45 lakhs as at March 31, 2024 and increase to 1,929.35 lakhs as at March 31,2025. The increase from Fiscal 2023 to Fiscal 2024 was primarily due to an increase in other current liabilities from 647.47 lakhs as at March 31, 2023, to 1,070.56 lakhs as at March 31, 2024, which was partially offset by reduction in short term borrowings from set by reduction in short term borrowings from 156.94 lakhs as at March 31, 2023 to 36.22 lakhs as at March 31,2024. The increase from Fiscal 2024 to Fiscal 2025 was mainly on account of a significant rise in short-term borrowings from 36.22 lakhs as at March 31, 2024, to 1,219.71 lakhs as at March 31, 2025, partially offset by a reduction in other current liabilities from 1,070.56 lakhs to 567.05 lakhs.

Our total non-current assets increased from 181.66 lakhs as at March 31, 2023 to 619.13 lakhs as at March 31,2024 and increased to 1,254.04 lakhs as at March 31, 2025. Increase from fiscal 2023 to fiscal 2024 was primarily on account of increase in intangible assets from 22.00 lakhs as at March 31, 2023 to 193.17 lakhs as at March 31, 2024 and increase to 487.89 lakhs as at March 31, 2025. Increase from fiscal 2024 to March 31, 2025 was additional due to increase in non-current investments from 278.19 lakhs as at March 31, 2024 and to 531.24 lakhs as at March 31, 2025.

Our total current assets increased from 3,080.76 lakhs as at March 31, 2023 to 3,558.17 lakhs as at March 31, 2024 and increased to to 6,373.60 lakhs as on March 31,2025. The increase was primarily on account of the increase of trade receivables increased from 2,874.24 lakhs as at March 31, 2023, 3,159.07 lakhs as at March 31,2024, 4,943.35 lakhs as at March 31, 2025 and increase on account of the increase of other current assets increased from 0.29 lakhs as at March 31, 2023, 16.10 lakhs as at March 31,2024 and 258.58 lakhs as at March 31, 2025

Cash flows

The following table sets forth our cash flows for the period indicated:

( in lakhs)

Particulars	Fiscal 20245	Fiscal 2024	Fiscal 2023
Net cash flow from/ (used in) operating activities	(922.13)	498.86	120.27
Net cash flow from/ (used in) investing activities	(869.56)	(398.80)	(223.79)
Net cash flow from/ (used in) financing activities	2,479.39	(137.56)	45.76
Net increase/(decrease) in cash and cash equivalents	687.70	(37.50)	(57.76)
Cash and cash equivalents at the beginning of the year	31.09	68.59	126.35
Cash and cash equivalents at the end of the year	718.79	31.09	68.59

Operating Activities

Financial Year 2024-25

Our net cash used in operating activities was 922.13 lakhs for the financial year ended March 31, 2025. Our operating profit before changes in working capital was 2,182.75 lakhs which was primarily adjusted against increase in trade receivables by (1,800.67) lakhs, other current assets by (429.54) lakhs, other non-current assets by (19.91) lakhs, short term loans and advances by (32.28) lakhs, and provisions by 45.63 lakhs and decrease in trade payables by (6.94) lakhs, other current liabilities by (501.06) lakhs respectively.

Financial Year 2023-24

Our net cash generated from operating activities was 498.86 lakhs for the financial year ended March 31, 2024. Our operating profit before changes in working capital was 1,025.40 lakhs which was primarily adjusted against and increase in trade receivables by (361.27) lakhs, other current assets by (15.81) lakhs, short term loans and advances by (18.68) lakhs and other current liabilities by 423.09 lakhs and decrease in other non-current assets by 6.92 lakhs, provisions by (1.14) lakhs, trade payables by (37.88) lakhs respectively.

Financial Year 2022-23

Our net cash generated from operating activities was 120.27 lakhs for the financial year March 31, 2023. Our operating profit before changes in working capital was 2,272.42 lakhs which was primarily adjusted against increase in trade receivables by (1,933.73) lakhs, other current assets by 0.18 lakhs, other non-current assets by (29.35) lakhs short term loans and advances by (6.31) lakhs, provisions by 14.89 lakhs, trade payables by 150.24 lakhs, and current liabilities by 63.33 lakhs, respectively.

Investing Activities

Financial Year 2024-25

Our net cash used in investing activities was (869.56) lakhs for the financial year ended March 31, 2025. It was on account of capital expenditure incurred on fixed assets, including intangible assets by (335.92) lakhs and purchase of investment property by (253.05) lakhs, advance against immovable property by (132.05) and investment in fixed deposits of (150.00) lakhs, respectively which was offset against cash paid to acquire subsidiary net of cash by 1.46 lakhs.

Financial Year 2023-24

Our net cash used in investing activities was (398.80) lakhs for the financial year ended on March 31, 2024. It was on the on account of capital expenditure incurred on fixed assets by (198.51) lakhs, expenditure in investment property by (178.18) lakhs, Inter corporate deposits given of (26.28) lakhs, which was offset against interest on inter corporate deposits received of 4.17 lakhs, respectively.

Financial Year 2022-23

Our net cash used in investing activities was (223.79) lakhs for the financial year ended March 31, 2023. It was on account of capital expenditure incurred on fixed assets by (101.61) lakhs, expenditure in investment property by (100.00) lakhs, Inter corporate deposits given of 22.50 lakhs, which was offset against interest on inter corporate deposits received of 0.32 lakhs, respectively.

Financing Activities

Financial Year 2024-25

Net cash generated from financing activities for the financial year ended March 31, 2025, was 2,479.39 lakhs which was on account of proceeds from private placement of equity shares of 1,000.01 lakhs, Proceeds from long term borrowings of 389.76 lakhs and proceeds from short term borrowings of 1,894.72 lakhs which were offset by finance cost of (93.87) lakhs and repayment of short term borrowings of (711.23) lakhs.

Financial Year 2023-24

Net cash used in financing activities for the financial year ended March 31, 2024, was (137.56) lakhs, which was on account of net repayment of long-term borrowings, short-term borrowings, and finance cost of (8.28) lakhs, (121.66) lakhs, and (7.62) lakhs, respectively.

Financial Year 2022-23

Net cash generated from financing activities for the financial year ended March 31, 2023, was 45.76 lakhs, which was on account of proceeds from long-term borrowings and short-term borrowings of 30.99 lakhs and 59.51 lakhs, respectively, which was offset by finance costs of (20.74) lakhs and repayment of short-term borrowings of (24.00) lakhs.

Quantitative and Qualitative Disclosures about Market Risk

Market risk is the risk of loss related to adverse changes in market prices, including interest rates. In the normal course of business, we are exposed to certain market risks including interest risks.

Interest rate risk

Interest rate risk results from changes in prevailing market interest rates, which can cause a change in the fair value of fixed-rate instruments and changes in the interest payments of the variable-rate instruments. Our operations are funded to a certain extent by borrowings. Our current loan facilities carry interest at variable rates as well as fixed rates. We mitigate risk by structuring our borrowings to achieve a reasonable, competitive cost of funding. There can be no assurance that we will be able to do so on commercially reasonable terms, that our counterparties will perform their obligations, or that these agreements, if entered into, will protect us adequately against interest rate risks.

Liquidity risk

Adequate and timely cash availability for our operations is the liquidity risk associated with our operations. Our

Companys objective is to all time maintain optimum levels of liquidity to meet its cash and collateral requirements. We employee prudent liquidity risk management practices which inter-alia means maintaining sufficient cash and the availability of funding through an adequate amount of committed credit facilities.

Credit Risk

We are exposed to the risk that our counterparties may not comply with their obligations under a financial instrument or customer contract, leading to a financial loss. We are exposed to credit risk from our operating activities, primarily from trade receivables.

We consider our customers to be creditworthy counterparties, which limits the credit risk, however, there can be no assurance that our counterparties may not default on their obligations, which may adversely affect our business and financial condition.

Material Frauds

There is no material frauds committed against our Company in the last three financials year.

Unusual or Infrequent Events or Transactions

Except as described elsewhere in this Red Herring Prospectus, there have been no events or transactions to our knowledge which may be described as "unusual" or "infrequent".

Significant economic/regulatory changes

Government policies governing the sector in which we operate as well as the overall growth of the Indian economy has a significant bearing on our operations. Major changes in these factors can significantly impact income from continuing operations.

There are no significant economic changes that materially affected our Companys operations or are likely to affect income except as mentioned in the section titled "Risk Factors" on page 31 of this Red Herring Prospectus.

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

Other than as described in the section titled "Risk Factors" and chapter titled "Managements Discussion and Analysis of Financial Conditions and Results of Operations" on pages 31 and 272, respectively, of this Red Herring Prospectus, to our knowledge there are no known trends or uncertainties that have or are expected to have a material adverse impact on our income from continuing operations.

Future changes in the relationship between costs and revenues

Other than as described in the section titled "Risk Factors" and chapter titled "Managements Discussion and Analysis of Financial Conditions and Results of Operations" on pages 31 and 272 respectively, and elsewhere in this Red Herring Prospectus, there are no known factors to our knowledge which would have a material adverse impact on the relationship between costs and income of our Company. Our Companys future costs and revenues will be determined by demand/supply situation, government policies and other economic factors.

New products or Business segments

Except as disclosed in this Red Herring Prospectus, we have not announced and do not expect to announce in the near future any new products/ services or business segment.

Seasonality of Business

Except as mentioned in this chapter, our business is not subject to seasonal variations.

Significant Dependence on a Single or Few Suppliers or Customers

For the financial year ended March 31, 2025, March 31, 2024, and March 31, 2023, our top five customers accounted for 40.16%, 41.62% and 36.82%, respectively, and our largest customer accounted for 16.32 %, 9.74% and 10.79% of our revenue from operations, respectively.

For the financial year ended March 31, 2025, March 31, 2024, and March 31, 2023, our top five suppliers accounted for 15.25%, 16.02% and 10.82%, respectively, and our largest suppliers accounted for 4.46%, 4.69% and 3.07% of our operation and other expenses, respectively.

Related Party Transactions

We enter into various transactions with related parties in the ordinary course of business. For further information relating to our related party transactions see "Restated Financial Statements" on page 238.

Material Developments subsequent to March 31, 2025

No circumstances have arisen since March 31, 2025, the date of the last financial statements as disclosed in this Red Herring Prospectus which materially or adversely affect or are likely to affect our operations or profitability, or the value of our assets or our ability to pay our material liabilities within the next twelve months.