LGT Business Connextions Ltd Management Discussions

OF OPERATIONS

The following discussion of our financial condition and results of operations is based on, and should be read in conjunction with, our Restated Financial Information (including the schedules, notes and significant accounting policies thereto), included in the section titled "Restated Financial Information" beginning on page 228 of this Prospectus. This discussion contains forward-looking statements and reflects our current views with respect to future events and our financial performance and involves numerous risks and uncertainties, including, but not limited to, those described in the section entitled "Risk Factors" on page 27 of this Prospectus. Actual results could differ materially from those contained in any forward-looking statements and for further details regarding forward-looking statements, kindly refer the chapter titled "Forward-Looking Statements" on page 18 of this Prospectus. Our financial statements have been prepared in accordance with Indian GAAP, the Companies Act and the SEBI (ICDR) Regulations and restated as described in the report of our auditor July 21, 2025 which is included in this Prospectus under "Financial Statements". The Restated Financial Information has been prepared on a basis that differs in certain material respects from generally accepted accounting principles in other jurisdictions, including US GAAP and IFRS. Our financial year ends on March 31 of each year, and all references to a particular financial year are to the twelve-month period ended March 31 of that year.

In this section, unless the context otherwise requires, any reference to "we", "us" or "our" refers to LGT Business Connextions Limited, our Company. Unless otherwise indicated, financial information included herein are based on our Restated Financial Statements for the Financial Years ended on March 31, 2025, March 31, 2024 and March 31, 2023 beginning on page 228 of this Prospectus.

Overview

Our Company was founded by our current promoters, Wilfred Selvaraj and Padma Wilfred as well as other erstwhile shareholders namely i.e., Aruldas Arulandu and Singaravelou as a service aggregator in the travel and tourism industry. We connect and aggregate supply from third party hotels, airlines, car rentals, cruise companies and other travel service suppliers directly or through third-party aggregator wherever required and offer a wide range of services to our customers as per their desired requirements. We offer comprehensive range of travel services and tourism packages to our customers including domestic travel, international travel as well as cruise bookings, hotel bookings, in-transit arrangements, local sightseeing, and other tour and travels related services viz., customizing travel plans, travel arrangements for trade fairs etc.

In addition to consolidated tour packages, we provide hotel accommodation, ticketing, visa processing services on standalone basis. We design travel packages for both corporate/ groups and individuals for their domestic as well as international leisure travel. Further, our tour packages service comes under our MICE segment, where we make travel arrangements for our corporate clients to cater to their business meetings, conferences and events and as an incentive for their employees and business partners. We have a dedicated team to solely manage our corporate travel segment. Also, we also offer Lets Reward or Gift a Tour segment, presenting a novel approach to provide meaningful experiences for corporate employees and channel partners, this serves as a distinctive gifting option, enhancing the significance of their special occasions like birthdays, weddings, or anniversaries.

Statement of Significant Accounting Policies

For details in respect of Statement of Significant Accounting Policies, please refer to "Note 1 of Restated Financial Statements" beginning on page 228 of this Prospectus.

Significant developments subsequent to the last financial year

As per mutual discussions between the Companys Board and LM, the Board confirms that, in its opinion, there have been no circumstances arising since the date of the last financial statements as disclosed in the Prospectus that materially and adversely affect, or are likely to affect within the next twelve months, except as follows:

? The shareholders of our company in their Extra-Ordinary General Meeting ("EGM") held on September 27, 2024 passed a resolution for conversion of our company from private to public. Consequently, the company has received a certificate of incorporation from Registrar of Companies, Central Registration Centre on November 28, 2024.

? The board of directors of our company has in its meeting held on December 30, 2024 passed a resolution for appointment of whole-time director which subsequently has put in the extra-ordinary general meeting held on December 30, 2024 for their approval.

? Further, the company has approved issuance of bonus shares in its extra-ordinary general meeting held on December 30, 2024. And the same bonus shares have been allotted in the board meeting held on December 31, 2024.

? The shareholders of our Company appointed Manoharan V, Velayutham Anburaj, Susanta Kumar Dehury and Chinchalapu Ujjwal Kumar as Independent Directors in the Extra Ordinary General Meeting held on December 30, 2024. Further in the aforesaid meeting, Ashley Wilfred and Singaravelou have been appointed as non-executive Directors.

? The shareholders of our company in its Extra-Ordinary General Meeting held on December 30, 2024 appointed managing director and whole-time directors.

? The Board of Directors of our Company has approved and passed a resolution on January 18, 2025 to authorize the Board of Directors to raise the funds by way of Initial Public Offering. Subsequently, a special resolution has been passed by the shareholders for fund raising by way of Initial Public Offering in their meeting held on January 20, 2025.

? The board of directors of our company in their meeting held on January 18, 2025 took a note of resignation of Ashley Wilfred with effect from February 03, 2025.

Principal Factors Affecting our Results of Operations and Financial Condition

1. Market demand plays a significant role in Travelling Business

2. Volatility in the Indian and global capital market

3. Terrorist attacks or war or conflicts involving India or other countries

4. Maintaining effective quality control systems

5. Growth and/or implementation of our business plan

6. Slowdown in economic growth in India

7. Competition

Items for Standalone Restated Financial Statements

Significant Accounting Policies

Basis of Preparation:

These financial statements have been prepared in accordance with the Generally Accepted Accounting

Principles in India (‘Indian GAAP) to comply with the Accounting Standards specified under Section 133 of the Companies Act, 2013, as applicable. The financial statements have been prepared under the historical cost convention on accrual basis, except for certain financial instruments which are measured at fair value.

DISCUSSION ON FINANCIAL PERFORMANCE

Financials of LGT Bpusiness Connextions Limited ("Company")

Particulars	31st March, 2025	% of total income	31st March, 2024	% of total income	31st March, 2023	% of total income
INCOME:
I Revenue from operations:	10,042.91	99.62%	8,935.74	99.81%	6,099.38	99.70%
II Other business/ operating income:	38.03	0.38%	17.34	0.19%	18.24	0.30%
III Total Income (I + II)	8,953.07	100.00%	8,953.07	100.00%	6,117.62	100.00%
IV Expenses:
Cost of Services	8,059.26	79.95%	7,569.75	84.55%	5,195.41	84.93%
Employee benefit expense	800.19	7.94%	576.86	6.44%	340.32	5.56%
Finance Costs	105.33	1.04%	53.18	0.59%	31.24	0.51%
Depreciation and Amortization Expense	40.24	0.40%	24.97	0.28%	16.45	0.27%
Other Expenses	376.73	3.74%	235.75	2.63%	131.88	2.16%
Total Expenses	9,381.76	93.06%	8,460.50	94.50%	5,715.30	93.42%
V Profit before exceptional and extraordinary items and tax (III-IV)	699.19	6.94%	492.57	5.50%	402.32	6.58%
VI Exceptional Items	-		-		-
VII Profit before extraordinary items and tax
VIII Extraordinary Items	-		-		-
IX Profit before Tax	699.19	6.94%	492.57	5.50%	402.32	6.58%
X Tax Expenses:
(I) Current Tax	178.90	1.77%	135.43	1.51%	102.89	1.68%
(II) Deferred Tax	(1.30)	(0.01%)	(6.03)	(0.07%)	2.01	0.03%
XI Profit (Loss) for the period from continuing operations	521.59	5.17%	363.17	4.06%	297.43	4.86%
XII Profit/ (Loss) from discontinuing operations	-	-	-	-	-	-
XIII Tax expense of discounting operations	-	-	-	-	-	-
XIV Profit/ (Loss) from discontinuing operations	-	-	-	-	-	-
XV Profit/ (Loss) for the period (XI + XIV)	363.17	4.06%	363.17	4.06%	297.43	4.86%

Our revenue and expenses are reported in the following manner:

Revenues

? Revenue from operations

Our companys source of revenue is primarily generated from sale of services i.e., providing tour and tourism service packages, Accommodation services including hotel ticket booking and other tourism services.

? Other Income

Other income includes Interest income, Interest on Income Tax Refund, Foreign exchange gain, and Gain on Sale of Asset.

Expenditure

Our total expenditure primarily consists of the Cost of Services, Employee Benefit Expenses, Finance Costs, Depreciation, and Other Expenses.

? Cost of Services

Our Cost of Services includes primarily accommodation expenses, ticket bookings and travelling expenses, digital marketing, Visa processing charges, Tour manager expenses, Insurance expenses and Event management

? Employment Benefit Expenses

Our employee benefits expense primarily comprises Director remuneration and reimbursements, salaries, EPF & ESI, gratuity; staff welfare expenses; and bonus & incentives.

? Finance Cost

Our Finance Cost includes interest expenses on loans, other bank charges.

? Depreciation and Amortization Expenses

Depreciation on Vehicles, Computer and laptops as well as office equipment and amortization expenses.

? Other Expenses

Other Expenses majorly include Auditor remuneration, bad debts, consultancy fees, insurance, power and fuel, rent and other minor expenses.

FINANCIAL YEAR PERIOD FROM MARCH 31, 2025 COMPARED WITH THE MARCH 31, 2024 (BASED ON RESTATED FINANCIAL STATEMENTS)

Revenues

? Total Income

Total Income for the period ended March 31, 2025, stood at 10,080.94 lakhs.

? Revenue from operations

Revenue from operation for the period ended March 31, 2025, stood at 10,042.91 lakhs which is 99.62% of the Total Income whereas for the financial year March 31, 2024, it stood at 8,935.74 Lakhs representing a slight increase of 12.39%.

Reason: There is an increase in "revenue from operation" on account of an increase in "sale service in across various geographical location", due to business growth. Details of top 3 geographical wise revenue share is as follows:

(Amount in Lakhs)

Particulars	For the year ended
	March 31, 2025	March 31, 2024
Telangana	2,983.67	3,394.20
Tamil Nadu	2,357.30	2,204.24
Kerala	1,619.63	1,526.33

? Other Income

Other income for the financial year March 31, 2025 stood at 38.03 Lakhs whereas for the financial year March 31, 2023, it stood at 17.34 Lakhs representing a significant increase of 119.36%.

Reason: Overall increase in the other income is due to increase in Interest income which accounts for 90.35% of total other income and the same was grew by 133.90%.

Expenditure

? Total Expenses

Total expenses for the financial year ended March 31, 2025 stood at 9,381.75 whereas for the financial year

March 31, 2024, it stood at 8,460.51 Lakhs representing an increase of 10.89%.

Reason: The increase in cost of services, employee benefit expenses, finance cost and other expenses due to increases in the business operations of the company and the same was in the normal course of business. The primarily reason for increase in total expenses was due to increase of cost of service which accounts for 79.95% of total income and the same was increased by 6.47% as well as increase in other expenses which accounts for 3.74% of total income and the same was grew by 59.80%.

? Cost of Services

Cost of Services for the Financial Year 2024-2025, stood at 8,059.26 Lakhs, Whereas in Financial Year 2023-24 it stood at 7,569.76 Lakhs representing a slight increase of 6.47%. For financial year March 31,

2025 the total Cost of Services stood at 79.95% of total income whereas for previous year March 31, 2024 it was at 84.55% of total income. The total ‘Cost of Services in terms of absolute numbers have been increased by 489.50 lakhs. However, the total cost of service in terms of percentage as compared to total income is decreased by 4.60%.

Reason: The increase in absolute numbers was due to increase in Accommodation expenses which accounts for 80.98% in March 31, 2025. Further the decrease in percentage terms was due to decrease in Digital marketing gift vouchers and other cost of service expenditure. Details of the same is given as follows:

(Amount in lakhs)

Particulars	For the year ended
	March 31, 2025	% of cost of service	March 31, 2024	% of cost of service
Accommodation Expenses	6,526.19	80.98%	5,529.35	73.05%
Year on year increase		18.03%
Ticket bookings and travelling expenses	962.78	11.95%	1,028.35	13.58%
Year on year increase		(6.38%)
Other Cost of Service Expenses*	570.29	7.08%	1,012.06	13.37%
Year on year increase		(43.65%)

*other cost of services which are less than 5% of total other cost of service which includes Digital marketing gift vouchers, Visa processing charges, Tour manager expenses, Insurance expenses and Event management

? Employment Benefit Expenses

Employee benefit expenses for the Financial Year 2024-2025, stood at 800.19 Lakhs whereas in Financial Year 2023-24 it stood at 576.86 Lakhs representing a significant increase of 38.72%.

Reason: There is an increase in the ‘employee benefit expenses due to recruitment of new employees including increment of salary of existing employees as well as increase in director remuneration & reimbursement. During the current year we have appointed and designated our existing employees as director as well as we have recruited 29 more employees for our business operations. Details of increase of cost pertaining to the same is as follows:

(Amount in Lakhs)

Particulars	For the year ended
	March 31, 2025	March 31, 2024
Salary	418.61	315.58
Year on year increase	32.65%
Director remuneration and reimbursements	246.10	94.20
Year on year increase	161.25%
Staff welfare expenses	100.35	106.97
Year on year increase	(6.19%)
Other employee benefit	35.13	60.10
Year on year increase	(6.19%)

*Other employee benefit expenses are less than 5 percent of total employee benefit expenses which includes EPF & ESI, Gratuity and Bonus and incentives

? Finance Cost

Finance costs for the financial year March 31, 2025 stood at 105.33 Lakhs whereas for the financial year March 31, 2024, it stood at 53.18 Lakhs representing a substantial increase of 98.06%.

Reason: This was primarily due to an increase in interest on the long-term borrowings and bank loan interest details of which is as follows:

(Amount in lakhs)

Particulars	For the year ended
	March 31, 2025	March 31, 2024
Interest on Loan	63.99	26.52
Year on year increase	141.29%
Other Bank Charges	41.34	26.66
Year on year increase	55.06%

? Depreciation and Amortization Expenses

The depreciation and amortization expenses for the financial year March 31, 2025 stood at 40.24 Lakhs whereas for the financial year March 31, 2024, they stood at 24.97 Lakhs representing a significant increase of 61.17%.

Reason: This increase is due to increased depreciation on account of purchase of vehicles, computer & laptops and office equipment, details of which is as follows:

(Amount in Lakhs)

Particulars	For the year ended
	March 31, 2025	March 31, 2024
Depreciation on vehicle	23.04	14.79
Year on year increase	55.78%
Depreciation on computer and equipment	10.63	6.52
Year on year increase	63.04%
Depreciation on office equipment	3.40	2.12
Year on year increase	60.38%

? Other Expenses

Particulars	For the year ended
	March 31, 2025	March 31, 2024
Rent	65.54	27.20
Year on year increase	140.96%
Travelling and conveyance domestic expenses	59.37	38.98
Year on year increase	52.31%
Consultancy fees	57.49	36.64
Year on year increase	56.91%
Rates and taxes	53.01	4.80
Year on year increase	1,004.38%
Repairs and maintenance	28.05	30.04
Year on year increase	(6.62%)
Lodging and food expenses	26.64	10.59
Year on year increase	151.56%
Others	86.63	87.50
Year on year increase	(0.99%)
Total	376.73	235.75
Total Year on year increase (in )	59.80%

? Exceptional and Extraordinary items

There are no exceptional and extraordinary items for the year ended March 31, 2025 and March 31, 2024.

? Restated Profit before Tax

The restated profit before tax for the financial year March 31, 2025 stood at 699.19 Lakhs whereas for the financial year March 31, 2024, it stood at 492.57 Lakhs representing an increase of 41.95%.

? Restated Profit before Tax

Restated profit before tax for the period ended March 31, 2025, stood at 699.19 lakhs which is 6.94% of the Total Income.

? Tax Expenses

Tax Expenses for the period ended March 31, 2025, stood at 177.60 lakhs out of which Current Tax being

178.90 lakhs and Deferred Tax being (1.30) lakhs which is 1.77% and (0.01%) respectively of the Total Income.

? Restated Profit after Tax

Restated profit after tax for the period ended March 31, 2025, stood at 521.59 lakhs which is 5.17% of the Total Income.