OPERATIONS
The following discussion and analysis of our financial condition and results of operations for the financial years ended on March 31, 2026, 2025 and 2024 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 chapter titled Restated Financial Information beginning on page 247 of this Red Herring Prospectus. Our Restated Financial Information has 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 AS.
You should read the following discussion of our financial condition and results of operations together with our restated financial information included in this Red Herring Prospectus. You should also read the section titled Risk Factors beginning on page 25 of this Red Herring Prospectus, which discusses a number of factors, risks, and contingencies that could affect our financial condition and results of operations. Our fiscal year ends on March 31 of each year, so all references to a particular fiscal 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 Metalic Technoforge Limited, our Company. Unless otherwise indicated, financial information included herein are based on our Restated
Financial Information for the financial years ended on March 31, 2026, 2025 and 2024 beginning on page 247 of this Red Herring Prospectus.
Note: Statement in the Management Discussion and Analysis Report describing our objectives, outlook, estimates, expectations or prediction may be Forward Looking Statements within the meaning of applicable securities laws and regulations. Actual results could differ materially from those expressed or implied. Important factors that could make a difference to our operations include, among others, economic conditions affecting demand/supply and price conditions in domestic and overseas markets in which we operate, changes in Government Regulations, Tax Laws and other Statutes and incidental factors.
The following discussion and analysis of our financial condition and results of operations for the financial years ended on March 31, 2026, 2025 and 2024 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 chapter titled Restated Financial Information beginning on page 247 of this Red Herring Prospectus. Our Restated Financial Information has 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 AS.
You should read the following discussion of our financial condition and results of operations together with our restated financial information included in this Red Herring Prospectus. You should also read the section titled Risk Factors beginning on page 25 of this Red Herring Prospectus, which discusses a number of factors, risks, and contingencies that could affect our financial condition and results of operations. Our fiscal year ends on March 31 of each year, so all references to a particular fiscal 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 Metalic Technoforge Limited, our Company. Unless otherwise indicated, financial information included herein are based on our Restated Financial Information for the financial years ended on March 31, 2026, 2025 and 2024 included in this Red Herring Prospectus beginning on page 247 of this Red Herring Prospectus.
Note: Statement in the Management Discussion and Analysis Report describing our objectives, outlook, estimates, expectations or prediction may be Forward Looking Statements within the meaning of applicable securities laws and regulations. Actual results could differ materially from those expressed or implied. Important factors that could make a difference to our operations include, among others, economic conditions affecting demand/supply and price conditions in domestic and overseas markets in which we operate, changes in Government Regulations, Tax Laws and other Statutes and incidental factors.
BUSINESS OVERVIEW
Incorporated in 2016, our Company is engaged in the business of manufacturing of closed die forged and precision-machined components. Our product portfolio comprises a wide range of complex and safety critical forged and precision-machined products, including big rings, small rings, ball studs, gear blanks with broaching, gears, coupling assemblies and other critical components catering to diverse end-use industries. We primarily serve domestic and global original equipment manufacturers (OEMs) across automotive and non-automotive industries. In automotive sector, our OEM customers include manufacturers of automobiles, tractors and commercial vehicles, and in non-automotive sector, our OEM customers include manufacturers of agricultural equipment, hydraulic equipment, construction machinery and general engineering products.
Our operations include die manufacturing, forging, heat treatment, shot blasting, precision machining, testing and quality assurance processes. Our products are manufactured using primary raw materials such as carbon steel, alloy steel and stainless steel, as well as non-ferrous metals including aluminum, brass and copper, depending on customer specifications and application requirements. Our Companys focus on delivering quality products to customers is supported by adherence to internationally recognized standards and management systems. We hold certifications including IATF 16949 for the manufacture of forged and machined metal components, ISO 14001:2015 for environmental management systems, ISO 45001:2018 for occupational health and safety management systems, PED-2014/68/EU & AD 2000 W0 for pressure equipments manufacture and ZED Bronze Certificate.
As of the date of this Red Herring Prospectus, our Company operates a manufacturing facility located in Rajkot, Gujarat, comprising four units. Out of these, three units are operational and used for our existing business operations, while one unit (Unit- IV) is presently vacant and proposed to be use for the upcoming capital expansion pursuant to the Objects of the
Issue. For further details, please refer the section titled Objects of the Issue on page 109. Our manufacturing units are spread across a total area of approximately 5,968.51 square meters (approximately 64,244.53 square feet). Our manufacturing units are equipped with the necessary plant and machinery and other equipment required to support our present business operations. Further to reduce our carbon footprint, we have also established a solar power plant with an installed capacity of 1 MW, spread across 4 acres of land (approximately 16,575 Square meters) owned by us. The solar power plant is located at New Revenue Survey No. 176, Village Navalgadh, Sub-District Dhrangadhra, District Surendranagar, Gujarat 363320, and currently supports approximately 40% 60% of our total energy requirements. The installation of the solar power plant enables us to partially source renewable energy for our operations and reduce our dependence on conventional power sources.
Our company commenced operations with a single belt drop 1.5 MT hammer machine in the manufacturing facility spread across 960 square meter area. Thereafter in 2019, we expanded our capacity by adding 1 MT hammer, since then we added machinery for forging and CNC processing. Further during the period from 2019 to 2025, we expanded our manufacturing units to a total area approximately 5,968.51 square meters (approximately 64,244.53 square feet), and have progressively expanded our manufacturing capabilities and infrastructure by adding supporting machinery and equipments. While such expansion has been undertaken on a continuous basis, a significant portion of capital expenditure was incurred in FY 2024 25, wherein the Company undertook a scale-up of its manufacturing capabilities. During FY 2024 25, we invested in advanced machinery and equipment including CNC gear hobbing machines, precision measuring and inspection systems, gear shaping machines and additional CNC/VMC infrastructure, which enabled us to operationalise our gear manufacturing line and enhance our capabilities for high-precision and value-added components. These investments were undertaken as part of our focus on product diversification and improvement in manufacturing efficiencies.
Our manufacturing facility at Unit I comprises a forging department equipped with two belt drop hammers of 1.5 MT and 1 MT capacities. These forging lines are supported by trimming presses and material handling systems including overhead cranes to facilitate smooth production flow. In addition, we operate one 300 MT pneumatic screw press, which is also supported by trimming press and handling infrastructure. All three forging lines are equipped with induction billet heaters with automated temperature control and rejection mechanisms to ensure uniform heating and process consistency prior to forging.
Our heat treatment section at Unit I comprises gas-fired heat treatment furnaces that are fully automatic. The furnaces are equipped with oil quenching arrangements and process monitoring systems to ensure controlled heating and cooling cycles. The automated system enables monitoring of temperature parameters, process timing, and recording of operational data to maintain consistency and traceability. These facilities support heat treatment operations for a range of forged components in accordance with customer specifications and applicable process requirements.
In addition to forging and heat treatment, we have machine shop facilities at Unit II with CNC machines (including vertical machining centres and turning centres), precision grinding equipment, broaching machines, and inspection facilities. Our gear manufacturing facilities include CNC gear cutting, hobbing, gear shaving, shaping machines along with gear inspection systems, enabling production of gears up to DIN-5 class as per customer requirements. We also have in-house quality control and testing facilities, including coordinate measuring machines (CMM), contour inspection systems, gear profile testers, and other metrology equipment to ensure dimensional and geometric conformance at various stage of production. Further we outsource certain activities to third-party job workers, particularly during periods of higher workload, to meet delivery timelines or when order volumes exceed our in-house production capacity.
Over the years, our Company has expanded its presence across India and has also established an international reach through our customers located in different parts of the world. In addition to our domestic sales, we export our products to countries such as Germany, Finland, United States of America, Italy, China, and Turkey.
Our Promoters, Mr. Gajipara Keyur Dhirajlal, Chairman and Managing Director and Mr. Trambadiya Dhaval Vrajlal, have experience of more than nine years each in the business of manufacturing forged and machined metal components. Additionally, our Promoters and senior management personnel, namely Mr. Vadodariya Satish Rameshbhai, Mr. Kapadiya Vipul K., Mr. Gajipara Ronakkumar Mansukhbhai and Mr. Rupapara Jay Rameshbhai, oversees entire manufacturing processes, including forging, machining and quality control, as well as functional departments such as human resources, finance and administration. With their industry experience, our Promoters manage and oversee the major aspects of our business operations. Our Company is supported by a team of 191 employees, including skilled and semi-skilled workers, who are responsible for carrying out overall manufacturing. For details regarding the management team, please refer to chapter titled Our Management on page 219 of the Red Herring Prospectus.
KEY PERFORMANCE INDICATORS OF OUR COMPANY
As per Restated Financial Statements
( in Lakhs, otherwise mentioned)
| Particulars | FY 2025-26 | FY 2024-25 | FY 2023-24 |
| Revenue from Operations (1) | 9,554.75 | 7,437.22 | 5,085.09 |
| EBITDA (2) | 2,194.75 | 1,607.66 | 729.37 |
| EBITDA Margin (%) (3) | 22.97% | 21.62% | 14.34% |
| PAT | 1236.44 | 902.81 | 426.41 |
| PAT Margin (%) (4) | 12.94% | 12.14% | 8.39% |
| Return on equity (%) (5) | 48.66% | 71.87% | 76.27% |
| Return on capital employed (%) (6) | 30.38% | 31.88% | 37.01% |
| Debt-Equity Ratio (times) (7) | 0.95 | 1.61 | 1.40 |
| Net fixed asset turnover ratio (times) (8) | 4.33 | 3.25 | 6.25 |
| Current Ratio (times) (9) | 1.35 | 1.14 | 1.00 |
*As certified by Auditor, by way of their certificate dated July 13, 2026.
Notes:
(1) Revenue from operation means revenue from sale of our products
(2) EBITDA is calculated as Profit before tax + Depreciation + Finance Costs Other Income (3) EBITDA Margin is calculated as EBITDA divided by Revenue from Operations (4) PAT Margin is calculated as PAT for the period/year divided by revenue from operations
(5) Return on Equity is calculated by comparing the proportion of net income against the amount of average shareholder equity (6) Return on Capital Employed is calculated as follows: Profit before tax + Finance Costs (EBIT) divided by (Tangible Net Worth + Total Debt + Deferred Tax Liabilities) (7) Debt to Equity ratio is calculated as Total Debt divided by equity (8) Net Fixed asset turnover ratio is calculated by dividing the Revenue from Operations by net Fixed Assets of the Company
(9 ) Current Ratio is calculated by dividing Current Assets to Current Liabilities
SIGNIFICANT DEVELOPMENTS AFTER MARCH 31, 2026
In the opinion of the Board of Directors of our Company, since the date of the period as disclosed in this Red Herring Prospectus, there have not arisen any circumstance that materially or adversely affect or are likely to affect the profitability of our Company or the value of its assets or its ability to pay its material liabilities within the next twelve months, except for the following events which do not have a material impact on the profitability of our Company.
Our Company has approved the Audited Financial Statements for the financial year ended on March 31, 2026, by the Board of Directors pursuant to a resolution passed at their meeting held on July 09, 2026, and through ordinary resolution passed by the Shareholders of our Company at their Annual General Meeting dated July 13, 2026 held on shorter notice.
Our Company has approved the Restated Financial Information for the financial years ended on March 31, 2026, March 31, 2025 and March 31, 2024, respectively, by the Board of Directors pursuant to a resolution passed at their meeting held on July 13, 2026.
Our Company has approved the Red Herring Prospectus vide resolution in their Board Meetings dated July 15, 2026.
STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES
For details in respect of Statement of Significant Accounting Policies, please refer to the chapter titled Restated Financial Information beginning on page 247 of this Red Herring Prospectus.
KEY COMPONENTS OF COMPANYS BALANCE SHEET
The following table sets forth select financial data derived from the Restated Financial Statement of Balance Sheet for Year ended Fiscal 2026, 2025 and 2024:
( in lakhs)
| Particulars | Fiscal 2026 | Fiscal 2025 | Fiscal 2024 |
| Liabilities | |||
| Long Term Borrowings | 855.81 | 1,216.66 | 279.26 |
| Short Term Borrowings | 2,322.29 | 1,580.80 | 801.56 |
| Trade Payables | 2,191.65 | 1,802.89 | 1,363.90 |
| Other current liabilities | 69.30 | 49.35 | 17.50 |
| Assets | |||
| Property, Plant and Equipment and Capital WIP and | |||
| 2,216.60 | 2,296.95 | 1,023.77 | |
| Intangible Assets | |||
| Inventories | 3,229.78 | 1,841.07 | 1,011.20 |
| Trade receivables | 2,628.43 | 1,468.22 | 1,065.36 |
| Short-term loans and advances | 715.30 | 567.61 | 189.19 |
FISCAL 2026 COMPARED WITH FISCAL 2025
Borrowings:
Companys borrowings have increased in Fiscal 2026 in line with growing operations of the company, following are details of Long & Short-Term borrowings of the company:
( in lakhs)
| Particulars | Fiscal 2026 | Fiscal 2025 |
| Long Term Borrowings | 855.81 | 1,216.66 |
| Short Term Borrowings | 2,322.29 | 1,580.80 |
| Total | 3,178.10 | 2,797.46 |
Trade Payables:
Trade payables include dues payables to expense creditors, Companys payables have increased in Fiscal 2026 in line with growing expenses of the company, following are the details of Trade Payables of the company:
( in lakhs)
| Particulars | Fiscal 2026 | Fiscal 2025 |
| Total outstanding dues of micro enterprises and small enterprises | 1,049.58 | 1,538.20 |
| Total outstanding dues of creditors other than micro enterprises and small enterprises | 1,142.07 | 264.69 |
| Total | 2,191.65 | 1,802.89 |
Other current liabilities:
Other current liabilities majorly include Advances from customers, Salary payable, TDS & TCS payable, EPF payable,
Directors remuneration payable, Audit fees payable etc. details of which are as follows:
( in lakhs)
| Particulars | Fiscal 2026 | Fiscal 2025 |
| Advance from Customers | 23.62 | 8.57 |
| TDS & TCS Payable | 8.69 | 14.27 |
| PT Payable | 0.88 | 0.67 |
| EPF Payable | 1.48 | 2.11 |
| Director Remuneration Payable | 1.96 | 1.57 |
| Salary Payable | 30.71 | 20.38 |
| Audit Fee Payable | 1.35 | 1.50 |
| Rent Payable | 0.61 | 0.28 |
| Total | 69.30 | 49.35 |
Property, Plant & Equipment and Intangible Assets:
Following are the details of Property, Plant & Equipment and Intangible Assets :
| Particulars | Fiscal 2026 | Fiscal 2025 |
| Property, Plant & Equipment | 2,208.54 | 2,287.73 |
| Intangible Assets | 8.06 | 9.22 |
| Total | 2,216.60 | 2,296.95 |
Companys net block of PPE and Intangible asset has decreased due to Depreciation & amortization 441.50 lakhs which has contributed to overall decrease in Property, Plant & Equipment in Fiscal 2026.
Inventories:
The companys inventories mainly consist of Raw Materials related to its operations, Consumables, Stores & Packing Material, work in progress and Finished Goods related to its operations. The companys inventories increased in line with the growing operations of the company. The table below shows the details of Inventories of the company:
( in lakhs)
| Particulars | Fiscal 2026 | Fiscal 2025 |
| Raw Materials | 392.90 | 417.23 |
| Work in Progress | 2,159.42 | 1,178.08 |
| Finished Goods | 444.13 | 173.46 |
| Consumables, Stores & Packing Material | 233.33 | 72.30 |
| Total | 3,229.78 | 1,841.07 |
Trade receivables:
Trade receivables include dues from customers remaining unpaid, Companys receivables have increased in Fiscal 2026 in line with growing operations of the company, following are details of Trade receivables of the company:
( in lakhs)
| Trade receivables | 2,628.43 | 1,468.22 |
Short-term loans and advances:
Short-term loans and advances include GST receivable, Prepaid expenses, Income tax refund, Advance given to suppliers, Duty drawback receivable, Advance given to employees and Advance to related parties. Short-term loans & advances had increased in Fiscal 2026, details of which are as follows:
( in lakhs)
| Particulars | Fiscal 2026 | Fiscal 2025 |
| Advance to Related parties | 0.07 | 137.39 |
| Advance Given to Supplier | 276.92 | 46.86 |
| Advances Given to Employees | 25.84 | 20.11 |
| Accured Interest on FD | 0.44 | - |
| Advance TDS Paid | 9.67 | - |
| GST receivable | 284.81 | 305.56 |
| Income Tax Refund | 76.53 | 20.16 |
| Duty Drawback Receivable | 9.88 | 8.28 |
| Prepaid Expense | 31.14 | 29.25 |
| Total | 715.3 | 567.61 |
FISCAL 2025 COMPARED WITH FISCAL 2024
Borrowings:
Companys borrowings have increased in Fiscal 2025 to finance the growing operations of the company, following are details of Long- & Short-Term borrowings of the company:
( in lakhs)
| Particulars | Fiscal 2025 | Fiscal 2024 |
| Long Term Borrowings | 1,216.66 | 279.26 |
| Short Term Borrowings | 1,580.80 | 801.56 |
| Total | 2,797.46 | 1,080.82 |
Trade Payables:
Trade payables in Fiscal 2025 have increased due to increase in credit purchases from suppliers in line with increasing operations of the company, following are details of Trade Payables of the company:
| Particulars | Fiscal 2025 | Fiscal 2024 |
| Total outstanding dues of micro enterprises and small enterprises | 1,538.20 | 925.57 |
| Total outstanding dues of creditors other than micro enterprises | ||
| 264.69 | 438.33 | |
| and small enterprises | ||
| Total | 1,802.89 | 1,363.90 |
Other current liabilities:
Other current liabilities majorly includes Advances from customers, Salary payable, TDS & TCS payable, EPF payable,
Directors remuneration payable, Audit fees payable etc. details of which are as follows:
| Particulars | Fiscal 2025 | Fiscal 2024 |
| Advance from Customers | 8.57 | 3.88 |
| TDS & TCS Payable | 14.27 | 2.30 |
| PT Payable | 0.67 | 0.52 |
| EPF Payable | 2.11 | 0.86 |
| Director Remuneration Payable | 1.57 | 1.99 |
| Salary Payable | 20.38 | 6.30 |
| Audit Fee Payable | 1.50 | 1.65 |
| Rent Payable | 0.28 | - |
| Total | 49.35 | 17.50 |
Property, Plant & Equipment and Intangible Assets:
Following are the details of Property, Plant & Equipment and Intangible Assets :
( in lakhs)
| Particulars | Fiscal 2025 | Fiscal 2024 |
| Property, Plant & Equipment | 2,287.73 | 814.10 |
| Intangible Assets | 9.22 | 8.17 |
| Capital Work in Progress | - | 201.50 |
| Total | 2,296.95 | 1,023.77 |
Company has purchased Plant & machinery of Plant & machinery of 1,683.67 lakhs, Factory building of 49.74 lakhs, Furniture and fixture of 5.81lakhs, Computers & peripherals of 10.54 lakhs, Office equipment of 7.94 lakhs and Electrification of 10.12 lakhs in Fiscal 2025, which has contributed to overall increase in Property, Plant & Equipment in Fiscal 2025.
Inventories:
The companys inventories mainly consist of Raw Materials related to its operations, Consumable & stores, work in progress and Finished Goods related to its operations. The companys inventories increased in line with the growing operations of the company. The table below shows the details of Inventories of the company:
( in lakhs)
| Particulars | Fiscal 2025 | Fiscal 2024 |
| Raw Materials | 417.23 | 266.82 |
| Work in Progress | 1,178.08 | 591.50 |
| Finished Goods | 173.46 | 99.56 |
| Consumable & stores | 72.30 | 53.32 |
| Total | 1,841.07 | 1,011.20 |
Trade receivables:
Trade receivables include dues from customers remaining unpaid, Companys receivables have increased in Fiscal 2025 which is in line with growing operations of the company, following are details of Trade receivables of the company:
( in lakhs)
| Particulars | Fiscal 2025 | Fiscal 2024 |
| Trade receivables | 1,468.22 | 1065.36 |
Short-term loans and advances:
Short-term loans and advances include GST receivable, Prepaid expenses, Income tax refund, Advance given to suppliers, Duty drawback receivable, Advance given to employees and Advance to related parties. Short-term loans & advances had increased in Fiscal 2025, details of which are as follows:
( in lakhs)
| Particulars | Fiscal 2025 | Fiscal 2024 |
| Advance to Related parties | 137.39 | 64.27 |
| Advance Given to Supplier | 46.86 | 35.39 |
| Advances Given to Employees | 20.11 | 14.78 |
| GST receivable | 305.56 | 71.59 |
| Income Tax Refund | 20.16 | - |
| Duty Drawback Receivable | 8.28 | - |
| Prepaid Expense | 29.25 | 3.16 |
| Total | 567.61 | 189.19 |
RESULTS OF OUR OPERATION
The following discussion on results of operations should be read in conjunction with the Restated Financial Statements of our Company for the Financial Year ended on Fiscal Year 2026, Fiscal Year 2025 and Fiscal Year 2024:
( in lakhs)
| For the Period/Year ended | ||||||
| Particulars | March 31, 2026 | % of Total Income | March 31, 2025 | % of Total Income | March 31, 2024 | % of Total Income |
| Revenue: | ||||||
| Revenue from Operations | 9,554.75 | 97.51% | 7,437.22 | 98.33% | 5,085.09 | 98.75% |
| Other income | 243.57 | 2.49% | 126.51 | 1.67% | 64.51 | 1.25% |
| Total income | 9,798.32 | 100.00% | 7,563.73 | 100.00% | 5,149.60 | 100.00% |
| Expenses: | ||||||
| Cost of Material Consumed | 5,679.74 | 57.97% | 4,268.23 | 56.43% | 3,380.79 | 65.65% |
| Changes in Inventories of Finished | ||||||
| (1,252.01) | (12.78%) | (660.48) | (8.73%) | (507.97) | (9.86%) | |
| Goods | ||||||
| Employee Benefit Expense | 644.50 | 6.58% | 454.72 | 6.01% | 141.68 | 2.75% |
| Finance Costs | 233.71 | 2.39% | 214.69 | 2.84% | 92.38 | 1.79% |
| Depreciation and Amortization Expense | 441.50 | 4.51% | 260.29 | 3.44% | 109.52 | 2.13% |
| Other Expenses | 2,287.77 | 23.35% | 1,767.09 | 23.36% | 1,341.22 | 26.05% |
| Total | 8,035.21 | 82.01% | 6,304.54 | 83.35% | 4,557.62 | 88.50% |
| For the Period/Year ended | ||||||
| Particulars | March 31, 2026 | % of Total Income | March 31, 2025 | % of Total Income | March 31, 2024 | % of Total Income |
| Profit before tax | 1,763.11 | 17.99% | 1,259.19 | 16.65% | 591.98 | 11.50% |
| Tax expense | ||||||
| (i) Current tax | 559.89 | 5.71% | 266.10 | 3.52% | 173.85 | 3.38% |
| (ii) Deferred tax | (33.22) | (0.34%) | 90.28 | 1.19% | (8.28) | (0.16%) |
| Net Tax Expenses | 526.67 | 5.38% | 356.38 | 4.71% | 165.57 | 3.22% |
| Profit for the year | 1,236.44 | 12.62% | 902.81 | 11.94% | 426.41 | 8.28% |
KEY COMPONENTS OF COMPANYS PROFIT AND LOSS STATEMENT
Revenue from operations: Revenue from operations consists of Sale of Products and Sale of services. Sale of Products includes sale of components such as Gears and Transmission Components, Construction Machinery Components, Hydraulic Application Components, General Engineering Components and Scrap sales. Sale of services consist of Job work services.
Other Income: Other Income majorly includes Interest income, Duty Drawback, Realised Gain on Foreign Exchange Fluctuation, Unrealised Gain on Foreign Exchange Fluctuation, Profit on Sale of Machinery, Interest on Fixed Deposits, Discount Income, etc.
Expenses: Companys expenses consist of Cost of Materials Consumed, Changes in inventories of finished goods,
Employee Benefit Expenses, Finance Cost, Depreciation and Amortization Expense, Other Expenses, and Tax Expenses.
Cost of Materials Consumed: Cost of material consumed includes Purchases of raw material, consumables stores and packaging material.
Changes in Inventories: This consists of changes in inventories of Work in progress goods and finished goods of the current Fiscal year from the previous Fiscal year.
Employee Benefits Expense: Employee benefit expenses include Salaries and Wages, Remuneration to directors, Labour welfare fund, Contribution to Provident Fund & ESIC, Gratuity Expenses, Bonus, Leave salary, Director sitting fees and Staff Welfare Expenses.
Finance Cost: Finance Cost includes Interest on Term loans, Bank processing & other charges, Interest on MSME dues, Interest on cash credit, interest on late payment to suppliers and Interest on Statutory Dues.
Depreciation and Amortization Expense: We recognize Depreciation and Amortization expense on a WDV basis as per the rates set forth in the Companies Act, 2013.
Other Expenses: Other expenses majorly include Job work expenses, Import and export expense, Gas expenses, Electricity expenses, Legal, professional & Consultancy fees, Transport expenses, Miscellaneous expenses, Repairs & Maintenance Expense, Factory expenses, etc.
FISCAL 2026 COMPARED WITH FISCAL 2025
Revenue from Operation
Revenue from operations has increased by 28.47% from 7,437.22 lakhs in Fiscal 2025 to 9,554.74 in Fiscal 2026.
Revenue from operations included following:
| Particulars | For the year ended March 31, 2026 | For the year ended March 31, 2025 | Absolute Change | % of change |
| Gears and Transmission Components | 4,417.22 | 3,895.75 | 521.47 | 13.39% |
| Construction Machinery Components | 684.29 | 519.81 | 164.48 | 31.64% |
| Particulars | For the year ended March 31, 2026 | For the year ended March 31, 2025 | Absolute Change | % of change |
| Hydraulic Application Components | 896.51 | 757.97 | 138.54 | 18.28% |
| General Engineering Components | 3,040.06 | 1,754.49 | 1,285.57 | 73.27% |
| Scrap Sales | 385.94 | 329.38 | 56.56 | 17.17% |
| Job Work Sales | 130.72 | 179.82 | -49.10 | -27.31% |
| Total | 9,554.74 | 7,437.22 | 2,117.52 | 28.47% |
Companys revenue has increased mainly on account of increase in Revenue from Gears and Transmission Components & General Engineering Components which has increased from 3,895.75 lakhs & 1,754.49 lakhs in Fiscal 2025 to 4,417.22 lakhs & 3,040.06 lakhs in Fiscal 2026. Companys total customers have also increased from 126 in Fiscal 2025 to 181 in Fiscal 2026 and its new customers contributed 1,041.71 lakhs in revenue from operations and existing customers portion in revenue from operations also increased to 8,513.03 lakhs in Fiscal 2026.
Other Income
Other income had increased by 92.53% from 126.51 lakhs in Fiscal 2025 to 243.57 lakhs in Fiscal 2026 due to increase in duty drawback received by 3.23lakhs, discount income interest by 0.60 lakhs, realised gain on foreign exchange fluctuation by 59.04 lakh, unrealised gain on foreign exchange fluctuation by 57.06 lakhs and profit on sale of machinery
3.15 lakhs. This was offset by a decrease in interest on fixed deposit by 3.65lakhs, and Sundry balance w/off 1.83 lakhs.
Cost of Materials Consumed
Cost of materials consumed had increased by 33.07% from 4,268.23 lakhs in Fiscal 2025 to 5,679.74 lakhs in Fiscal 2026. This was majorly due to increase in Purchase of raw materials from 4,097.05 lakhs in Fiscal 2025 to 5,428.01lakhs in Fiscal 2026.
Changes in Inventories
Changes in Inventories has decreased from ( 660.48) lakhs in Fiscal 2025 to ( 1,252.01) lakhs in Fiscal 2026 due to increase in inventories of finished goods and Work in progress.
Employee Benefit Expenses
Employee benefit expenses had increased significantly by 41.78% from 454.72 lakhs in Fiscal 2025 to 644.50 lakhs in Fiscal 2026. This was primarily due to increase in Salary & wages from 316.77 lakhs in Fiscal 2025 to 486.28 lakhs in
Fiscal 2026 as number of employees also increased from 123 in Fiscal 2025 to 182 in Fiscal 2026.
Finance Cost
Finance Cost had increased by 8.86% from 214.69 lakhs in Fiscal 2025 to 233.71 lakhs in Fiscal 2026. This was primarily due to increase in Interest on borrowings from 147.47 lakhs in Fiscal 2025 to 192.53 lakhs in Fiscal 2026.
Depreciation and Amortization Expenses
Depreciation had increased by 69.62% from 260.29 lakhs in Fiscal 2025 to 441.50 lakhs in Fiscal 2026. This was primarily due to addition of fixed assets of 370.21 lakhs by the Company during Fiscal 2026.
Other Expenses
Other expenses had increased by 29.47% from 1,767.09 lakhs in Fiscal 2025 to 2,287.77 lakhs in Fiscal 2026. The increase was primarily due to increase in Job work expenses by 277.17 lakhs, Import & Export Expense by 88.86 lakhs, Transport expense by 38.28 lakhs, etc., in Fiscal 2026.
Tax Expenses
The Companys tax expenses had increased by 47.78% from 356.38 lakhs in the Fiscal 2025 to 526.67 lakhs in Fiscal 2026. This was primarily due to increase in current tax expenses during the year which got increased from 266.10 lakhs in the Fiscal 2025 to 559.89 lakhs in the Fiscal 2026.
Profit after Tax
In Fiscal 2026, the Company reported a net profit of 1,236.44 lakhs, marking a significant increase from 902.81 lakhs in
Fiscal 2025. This growth in profitability was primarily driven by overall increase in Revenue from operations of the company. Companys PAT margins improved slightly to 12.94% Fiscal 2025-26 from 12.14% in Fiscal 2024-25 which has increased mainly on account of decrease in proportionate Finance cost.
FISCAL 2025 COMPARED WITH FISCAL 2024
Revenue from Operation
Revenue from operations has increased by 46.26% from 5,085.09 lakhs in Fiscal 2024 to 7,437.22 lakhs in Fiscal 2025.
Revenue from operations included following:
( in lakhs)
| Particulars | For the year ended March 31, 2025 | For the year ended March 31, 2024 | Absolute Change | % of change |
| Gears and Transmission Components | 3,895.75 | 3,531.74 | 364.01 | 10.31% |
| Construction Machinery Components | 519.81 | 7.01 | 512.80 | 7,315.26% |
| Hydraulic Application Components | 757.97 | 658.70 | 99.27 | 15.07% |
| General Engineering Components | 1,754.49 | 566.17 | 1,188.32 | 209.89% |
| Scrap Sales | 329.38 | 162.66 | 166.72 | 102.50% |
| Job Work Sales | 179.82 | 158.82 | 21.00 | 13.22% |
| Total | 7,437.22 | 5,085.09 | 2,352.13 | 46.26% |
Companys revenue has increased mainly on account of increase in Revenue from Construction Machinery Components & General Engineering Components which has increased from 7.01 lakhs & 566.17 lakhs in Fiscal 2024 to 519.81 lakhs & 1,754.49 lakhs in Fiscal 2025. Companys total customers have also increased from 98 in Fiscal 2024 to 126 in Fiscal 2025 and its new customers contributed 932.75 lakhs in revenue from operations and existing customers portion in revenue from operations also increased to 6,504.47 lakhs.
Other Income
Other income had increased by 96.11% from 64.51 lakhs in Fiscal 2024 to 126.51 lakhs in Fiscal 2025 due to increase in Balances written off by 1.83 lakhs, Duty drawback received by 35.23 lakhs, Interest on fixed deposit by 11.21 lakhs, Realised Gain on Foreign Exchange Fluctuation by 37.55 lakh, Unrealised Gain on Foreign Exchange Fluctuation by 11.52 lakhs. This was offset by a decrease in Discount income by 11.68 lakhs, Interest subsidy by 4.91 lakhs, Insurance claim received by 13.31 lakhs and Reversal of Gratuity Expense by 5.44 lakhs.
Cost of Materials Consumed
Cost of materials consumed had increased by 26.25% from 3,380.79 lakhs in Fiscal 2024 to 4,268.23 lakhs in Fiscal 2025. This was majorly due to increase in Purchase of raw materials from 3,282.05 lakhs in Fiscal 2024 to 4,097.05 lakhs in Fiscal 2025.
Changes in Inventories
Changes in Inventories has decreased from ( 507.97) lakhs in Fiscal 2024 to ( 660.48) lakhs in Fiscal 2025 due to increase in inventories of finished goods and Work in progress.
Employee Benefit Expenses
Employee benefit expenses had increased significantly by 220.95% from 141.68 lakhs in Fiscal 2024 to 454.72 lakhs in Fiscal 2025. This was primarily due to increase in Salary & wages from 102.73 lakhs in Fiscal 2024 to 316.77 lakhs in
Fiscal 2025 as number of employees also increased from 48 in Fiscal 2024 to 123 in Fiscal 2025.
Finance Cost
Finance Cost had increased by 132.39% from 92.38 lakhs in Fiscal 2024 to 214.69 lakhs in Fiscal 2025. This was primarily due to increase in Interest on borrowings from 73.98 lakhs in Fiscal 2024 to 147.47 lakhs in Fiscal 2025, and Bank processing & other charges from 16.17 lakhs in Fiscal 2024 to 36.50 lakhs in Fiscal 2025.
Depreciation and Amortization Expenses
Depreciation had increased by 137.66% from 109.52 lakhs in Fiscal 2024 to 260.29 lakhs in Fiscal 2025. This was primarily due to addition of fixed assets of 1,767.82 lakhs by the Company during Fiscal 2025.
Other Expenses
Other expenses had increased by 31.75% from 1,341.22 lakhs in Fiscal 2024 to 1,767.09 lakhs in Fiscal 2025. The increase was primarily due to increase in Job work expenses by 229.25 lakhs, Legal, professional & Consultancy fees by 81.15 lakhs, Transport expense by 34.29 lakhs, etc., in Fiscal 2025.
Tax Expenses
The Companys tax expenses had increased by 115.24% from 165.57 lakhs in the Fiscal 2024 to 356.38 lakhs in Fiscal 2025. This was primarily due to increase in current tax expenses during the year which got increased from 173.85 lakhs in the Fiscal 2024 to 266.10 lakhs in the Fiscal 2025.
Profit after Tax
In Fiscal 2025, the Company reported a net profit of 902.81 lakhs, marking a significant increase from 426.41 lakhs in
Fiscal 2024. This growth in profitability was primarily driven by overall increase in Revenue from operations of the company and increase in operational efficiency of the company, proportionate decrease in the other expenses due to increased operations have also contributed in overall increase in profit after tax of the company. Detail reason of the same is given as follows:
Reasons for the improvement in EBITDA margin and PAT margin for FY 2024-25
The Companys EBITDA margin improved from 14.34% in FY 2023-24 to 21.62% in FY 2024-25 and PAT margin improved from 8.39% to 12.14% during the same period. The improvement was primarily attributable to higher capacity utilisation, improved sales realisation, contribution of export sales, reduction in outsourced job work and improved absorption of fixed costs. Such key factors contributing to the improvement in margins are set out below:
a) Higher capacity utilisation and improved fixed cost absorption
The Company achieved higher production volumes and capacity utilisation during FY 2024-25. Production increased from 5,130.80 MT in FY 2023-24 to 6,097.75 MT in FY 2024-25, while capacity utilisation increased from 77.74% to 89.67%.
| Particulars | FY 2024-25 | FY 2023-24 |
| Installed Capacity (MT) | 6,800.00 | 6,600.00 |
| Actual Production (MT) | 6,097.75 | 5,130.80 |
| Capacity Utilisation (%) | 89.67% | 77.74% |
The higher utilisation of manufacturing facilities enabled better absorption of fixed overheads, thereby contributing to improved operating margins.
b) Growth in Export Revenue
Export revenue increased substantially from Rs. 944.38 lakhs in FY 2023-24 to Rs. 2,805.30 lakhs in FY 2024-25, while its contribution to revenue from operations increased from 18.57% to 37.72% for the same period.
Export orders generally command relatively higher realisations and margins compared to domestic orders, profit margin stood at approximately 16.95% for export revenue and approximately 9.23% for domestic revenue in Financial Year 2024-25 owing to customer specifications, quality requirements and market dynamics. Accordingly, the higher contribution of export sales positively impacted the Companys profitability during FY 2024-25.
c) Increased in-house processing and reduction in job work expenses
The Company continued to derive benefits from its investment in machining infrastructure and progressively undertook more portion of manufacturing activities in-house. Company purchased machinery amounting to Rs. 1,683.67 lakhs. The company has installed machineries like CNC gear hobbing for precision gear cutting for high accuracy applications, conventional gear hobbing for low cost gear cutting, and conventional gear shaving for gear finishing. Consequently, job work expenses as a percentage of revenue from operations reduced from 14.62% in FY 2023-24 to 13.08% in FY 2024-25. The reduction in outsourced processing costs, coupled with improved operational control and efficiency, contributed to higher EBITDA and PAT margins.
| Particulars | FY 2024-25 | FY 2023-24 |
| Revenue from Operations (Rs. in lakhs) | 7,437.22 | 5,085.09 |
| Job Work Expense (Rs. in lakhs) | 972.80 | 743.55 |
| Job Work Expense as % of Revenue from operation | 13.08% | 14.62% |
| Reduction in Job Work Expenses as % of Revenue from Operations | 1.54%^ |
^Had job work expenses remained at FY 2023-24 levels as a percentage of revenue from operations, the Company would have incurred approximately Rs. 114.53 lakhs of additional job work expenses during FY 2024-25.
d) Increase in average sales realisation per metric ton
The average sales realisation per metric ton for FY 2024-25 and FY 2023-24are as follows:
| Particulars | FY 2024-25 | FY 2023-24 |
| Revenue from Operations (Rs. in lakhs) | 7,437.22 | 5,085.09 |
| Actual Production (MT) | 6,097.75 | 5,130.80 |
| Average Realisation (Rs. in lakhs per MT) | 1.22 | 0.99 |
The increase in average realisation was due to higher contribution of export orders and increased value addition through in-house machining operations. The higher realisation per metric ton contributed positively to both EBITDA and PAT margins.
(ii) Reasons for reduction in the material consumption ratio
The proportion of material cost to revenue from operations reduced from 66.48% in FY 2023-24 to 57.39% in FY 2024-25. The reduction was primarily attributable to improved operational efficiencies, higher contribution of export sales, increased value addition through in-house machining operations and improved revenue realisation during FY 2024-25. The detailed reasons for such operational efficiencies have been duly explained above under explanation for improvement reasons in EBITDA margin and PAT margin (Refer point a, b, c and d above) . Consequently, material costs formed a comparatively lower proportion of revenue from operations during FY 2024-25 as compared to FY 2023-24.
Conclusion
Accordingly, the improvement in EBITDA and PAT margins during FY 2024-25 was primarily attributable to higher capacity utilisation resulting in better absorption of fixed costs, increased average sales realisation per metric ton, higher contribution of export sales, increased in-house value addition leading to lower job work expenses and a reduction in the material consumption ratio.
CASH FLOWS
Cash Flows
( in lakhs)
| Particulars | Fiscal 2026 | Fiscal 2025 | Fiscal 2024 |
| Net Cash from Operating Activities | -96.34 | 187.16 | 204.81 |
| Net Cash from Investing Activities | (411.73) | (1,757.78) | (574.47) |
| Net Cash from Financing Activities | 512.63 | 1,569.14 | 379.30 |
| Net (decrease)/increase in cash and cash equivalents | 4.56 | (1.47) | 9.64 |
| Cash and cash equivalents at the beginning | 31.58 | 33.05 | 23.41 |
| Cash and cash equivalents at the end | 36.14 | 31.58 | 33.05 |
Cash Flows from Operating Activities
For the financial year ended March 31, 2026
Our net cash used for operating activities for period ended March 31, 2026, was at 96.34 lakhs as compared to the Profit Before Tax at 1,763.11 lakhs. Our operating profit before working capital changes was 2,395.76 lakhs for the financial year ended March 31, 2026 which was primarily adjusted against increase in inventories by ( 1,388.71) lakhs, increase in trade receivables by ( 1,094.01) lakhs, increase in Other non-current assets by ( 14.42) lakhs, increase in short term loans and advances by ( 91.32) lakhs, increase in trade payables by 388.06 lakhs, increase in other current liabilities by 14.14 lakhs and Net income taxes paid of (305.84) lakhs.
For the financial year ended March 31, 2025
Our net cash generated from operating activities for period ended March 31, 2025, was at 187.17 lakhs as compared to the Profit Before Tax at 1,259.20 lakhs. Our operating profit before working capital changes was 1,720.16 lakhs for the financial year ended March 31, 2025 which was primarily adjusted against increase in inventories by ( 829.87) lakhs, increase in trade receivables by ( 520.88) lakhs, increase in Other non-current assets by ( 22.39) lakhs, increase in short term loans and advances by ( 220.87) lakhs, increase in trade payables by 436.80 lakhs, increase in other current liabilities by 31.85 lakhs and Net income taxes paid of (407.63) lakhs.
For the financial year ended March 31, 2024
Our net cash generated from operating activities for period ended March 31, 2024, was at 204.81 lakhs as compared to the Profit Before Tax at 591.98 lakhs. Our operating profit before working capital changes was 778.38 lakhs for the period ended March 31, 2024 which was primarily adjusted against increase in inventories by ( 594.84) lakhs, increase in trade receivables by ( 25.40) lakhs, decrease in other non-current assets by 16.55 lakhs, increase in short term loans and advances by ( 155.24) lakhs, increase in trade payables by 247.83 lakhs, decrease in other current liabilities by ( 4.99) lakhs and Net income taxes paid of (57.48) lakhs.
Cash Flows from Investment Activities
For the financial year ended March 31, 2026
For the financial year ended March 31, 2026, the net cash used in Investing Activities was ( 411.73) lakhs. This was mainly on account of Purchase of Property, Plant and Equipment & intangible assets of ( 371.51) lakhs, Non-current deposit of ( 104.00) lakhs, Long term loans and advances of 40.50 lakhs and interest received of 9.77 lakhs and Sale of Property, Plant and Equipment of 13.51 lakhs.
For the financial year ended March 31, 2025
For the financial year ended March 31, 2025, the net cash used in Investing Activities was ( 1,757.78) lakhs. This was mainly on account of Purchase of Property, Plant and Equipment & intangible assets of ( 1,569.96) lakhs, Non-current deposit of ( 47.54) lakhs, increase in long term loans and advances of ( 190.20) lakhs, interest received of 13.42 lakhs and Sale of Property, Plant and Equipment of 36.50 lakhs.
For the financial year ended March 31, 2024
For the financial year ended March 31, 2024, the net cash used in Investing Activities was ( 574.47) lakhs. This was mainly on account of Purchase of Property, Plant and Equipment and intangible assets of ( 576.68) lakhs and Interest received of 2.21 Lakh.
Cash Flows from Financing Activities
For the financial year ended March 31, 2026
For the financial year ended March 31, 2026, the net cash generated in financing activities was 512.63 lakhs. This was mainly on account of proceeds from Issuance of Share Capital of 365.00 lakhs, proceeds from Short-Term Borrowings of 572.21 lakhs and repayment of Long-Term Borrowings of (191.57) lakhs and Finance cost paid of ( 233.01) lakhs.
For the financial year ended March 31, 2025
For the financial year ended March 31, 2025, the net cash generated in financing activities was 1,569.14 lakhs. This was mainly on account of proceeds from Long-Term Borrowings of 1,224.43 lakhs, proceeds from Issuance of Share Capital of 65.00 lakhs, proceeds from Short-Term Borrowings of 492.21 lakhs and Finance cost paid of ( 212.50) lakhs.
For the financial year ended March 31, 2024
For the financial year ended March 31, 2024, the net cash generated in financing activities was 379.30 lakhs. This was mainly on account of proceeds from Long-Term Borrowings of 215.22 lakhs, repayment of Long-Term Borrowings of
( 15.00) lakhs, proceeds from Short-Term Borrowings of 269.57 lakhs and Finance cost paid of ( 90.49) lakhs.
Comparison of Debt Equity Ratio of the company for FY 2025-26, FY 2024-25 and FY 2023-24.
(Rs. in Lakhs)
| Particulars | For the Financial Year ended 31-Mar-2026 | For the Financial Year ended 31-Mar-2025 | For the Financial Year ended 31-Mar-2024 |
| Long-Term Borrowings | 855.81 | 1,216.66 | 279.26 |
| Short-Term Borrowings | 2,322.29 | 1,580.80 | 801.56 |
| Total Borrowings | 3,178.10 | 2,797.46 | 1,080.82 |
| Total Equity (Net Worth) | 3,341.57 | 1,740.13 | 772.32 |
| Debt-Equity Ratio | 0.95 | 1.61 | 1.40 |
Reason for improvement in Debt Equity ratio in Financial Year 2025-26 to 0.95 from 1.61 in Financial Year 2024-25:
The improvement in the debt equity ratio was due to repayment of borrowings, with total borrowings decreasing from Rs. 2,797.46 lakhs in Financial Year 2024 25 to Rs. 3,178.10 lakhs for the Financial Year 2025-26. During the same period, the net worth of the Company increased from Rs. 1,740.13 lakhs to Rs. 3,341.57 lakhs, driven by profit after tax of Rs. 1,236.44 lakhs for the Financial Year 2025-26 and proceeds from issue of share capital of Rs. 365.00 lakhs.
Further, the debt equity ratio is expected to improve with repayment of a portion of existing borrowings as part of the objects of the IPO and an increase in net worth from the fresh issue proceeds.
Reason for increase in Debt Equity ratio in Financial Year 2024-25 to 1.61 from 1.40 in Financial Year 2023-24:
This increase in the debt equity ratio was due to an increase in borrowings from Rs. 1,080.82 lakhs in Financial Year 2023 24 to Rs. 2,797.46 lakhs in Financial Year 2024 25. The borrowings were undertaken to fund capital expenditure of Rs. 1,760.61 lakhs incurred during Financial Year 2024 25.
Following is the trend of Debt Service Coverage Ratio over the years:
(Rs. in lakhs)
| Particulars | For the Financial Year ended 31-Mar-2026 | For the Financial Year ended 31-Mar-2025 | For the Financial Year ended 31-Mar-2024 |
| Earnings Available for Debt | 2,438.32 | 1,734.17 | 793.88 |
| Service | |||
| Debt Service | 2,556.00 | 1,795.49 | 893.94 |
| Debt Service Coverage Ratio | 0.95 | 0.97 | 0.89 |
The Debt Service Coverage Ratio was below 1.0x due to higher debt service obligations arising from borrowings undertaken to support operations and capital expenditure During FY 2025-26, the ratio has improved in Fiscal 2025 to 0.97 and has remained consistent at 0.95x in FY 2025-26.
Reasons for Decline is Net Fixed Asset Turnover Ratio of company FY 2024-25 and subsequent improvement in FY 2025-26
(Rs. in lakhs)
| Particulars | For the Financial Year ended 31-Mar-2026 | For the Financial Year ended 31-Mar-2025 | For the Financial Year ended 31-Mar-2024 |
| Revenue from Operations | 9,554.75 | 7,437.22 | 5,085.09 |
| Net Property, Plant and Equipment | 2,208.54 | 2,287.73 | 814.10 |
| Net Fixed Asset Turnover Ratio | 4.33 | 3.25 | 6.25 |
Companys Revenue from Operations have decreased in proportionate to Net Property, Plant and Equipment of the company in FY 2024-25 and improved in FY 2025-26 due to following reasons:
- The decrease reflects a standard pattern of capacity expansion preceding revenue realisation. During Financial Year 2024 25, the Company undertook significant capex of Rs. 576.68 lakhs in Financial Year 2023-24 and Rs. 1,767.82 lakhs in Financial Year 2024-25, with new plant and machinery being capitalised in PPE before generating full-year revenue.
Additionally, the newly installed equipment undergoes commissioning, trial runs, customer approvals, and gradual ramp-up phases before reaching optimal production capacity.
- The capital expenditure has been undertaken not only for capacity expansion but also to enhance operational efficiency, with its impact being reflected in improved profit margins rather than an immediate increase in revenue from operations and it has improved in FY 2025-26 to 4.33 from 3.25 in FY 2024-25 due to same.
RELATED PARTY TRANSACTIONS
Related party transactions with certain of our promoters, directors and their entities and relatives primarily relate to remuneration, salary, loans & advances, sales and the issue of Equity Shares. For further details of related parties kindly refer chapter titled Restated Financial Information beginning on page 247 of this Red Herring Prospectus.
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 purpose of facilitating off-balance sheet arrangements.
QUALIFICATIONS OF THE STATUTORY AUDITORS WHICH HAVE NOT BEEN GIVEN EFFECT TO IN THE RESTATED CONSOLIDATED FINANCIAL STATEMENTS
There are no qualifications in the audit report that require adjustments in the Restated Financial Statements.
QUALITATIVE DISCLOSURE ABOUT MARKET RISK
Financial Market Risks
Market risk is the risk of loss related to adverse changes in market prices, including interest rate risk. We are exposed to interest rate risk, inflation and credit risk in the normal course of our business.
Interest Rate Risk
Our financial results are subject to changes in interest rates, which may affect our debt service obligations in future and our access to funds.
Effect of Inflation
We are affected by inflation as it has an impact on the salary, wages, etc. In line with changing inflation rates, we rework our margins to absorb the inflationary impact.
Credit Risk
We are exposed to credit risk on monies owed to us by our customers. If our customers do not pay us promptly, or at all, we may have to make provisions for or write off such amounts.
OTHER MATTERS
Details of Default, if any, Including Therein the Amount Involved, Duration of Default and Present Status, in Repayment of Statutory Dues or Repayment of Debentures or Repayment of Deposits or Repayment of Loans from any Bank or Financial Institution
Except as disclosed in chapter titled Restated Financial Information beginning on page 247 of this Red Herring Prospectus, there have been no defaults in payment of statutory dues or repayment of debentures and interest thereon or repayment of deposits and interest thereon or repayment of loans from any bank or financial institution and interest thereon by the Company.
Material Frauds
There has been no material fraud, as reported by our statutory auditor, committed against our Company, in the last three Financial Years.
Unusual or infrequent events or transactions
Except as described in this Red Herring Prospectus, during the years under review there have been no transactions or events, which in our best judgment, would be considered unusual or infrequent.
Significant Economic Changes that Materially Affected or are Likely to Affect Income from Continuing Operations
Indian rules and regulations as well as the overall growth of the Indian economy have 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 from continuing operations except as described in chapter titled Risk Factors beginning on page 25 of this Red Herring Prospectus.
Known trends or uncertainties that have had or are expected to have a material adverse impact on 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 , beginning on page 25 and 316 of this Red Herring Prospectus respectively to our knowledge there are no known trends or uncertainties that have or had or are expected to have a material adverse impact on revenues or income of our company from continuing operations.
Future relationship between Costs and Income
Other than as described in the section titled Risk Factors beginning on page 25of this Red Herring Prospectus, to our knowledge there are no factors, which will affect the future relationship between costs and income, or which are expected to have a material adverse impact on our operations and finances.
The extent to which material increases in revenue or income from operations are due to increased volume, introduction of new products or services or increased prices
Changes in revenue in the last three financial years are as explained in the part Financial Year 2025-26 compared with Financial Year 2024-25 and Financial Year 2024-25 compared with Financial Year 2023-24 above.
Significant dependence on a single or few Suppliers or Customers
The percentage of contribution of our Companys Top Customers & Suppliers have been mentioned under para Our Customer and Our Suppliers in the chapter titled Our Business on page 171 of this Red Herring Prospectus.
Status of any publicly announced new products or business segments
Please refer to the chapter titled Our Business beginning on page 171 of this Red Herring Prospectus for new products or business segments.
The extent to which the business is seasonal
Our business is not seasonal in nature.
Competitive Conditions
Competitive conditions are as described in the Chapter Our Business beginning on page 171 of this Red Herring Prospectus.
IIFL Customer Care Number
(Gold/NCD/NBFC/Insurance/NPS)
1860-267-3000 / 7039-050-000
IIFL Capital Services Support WhatsApp Number
+91 9892691696
IIFL Capital Services Limited - Stock Broker SEBI Regn. No: INZ000164132 (Member ID - NSE: 10975 BSE: 179 MCX: 55995 NCDEX: 01249), DP SEBI Reg. No. IN-DP-185-2016, PMS SEBI Regn. No: INP000002213, IA SEBI Regn. No: INA000000623, Merchant Banker SEBI Regn. No. INM000010940, RA SEBI Regn. No: INH000000248, BSE Enlistment Number (RA): 5016, AMFI-Registered Mutual Fund Distributor & SIF Distributor
ARN NO : 47791 (Date of initial registration – 17/02/2007; Current validity of ARN – 08/02/2027), PFRDA Reg. No. PoP 20092018, IRDAI Corporate Agent (Composite) : CA1099

This Certificate Demonstrates That IIFL As An Organization Has Defined And Put In Place Best-Practice Information Security Processes.