Neochem Bio Solutions Ltd Management Discussions

You should read the following discussion of our financial condition and results of operations together with our Restated Financial Information for the financial years ended March 31,2025, March 31, 2024, and March 31, 2023. Our Restated Financial Statements have been derived from our audited financial statements and restated in accordance with the SEBIICDR 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 “Restated Financial Information” on page 227 of this Draft Red Herring Prospectus. Unless otherwise stated, the financial information used in this section is derived from the Restated 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 setforth in the sections titled “Risk Factors ” and “ForwardLooking Statements” on pages 31 and 21 respectively, of this Draft 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 Draft 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 Draft Red Herring Prospectus will provide meaningful information is entirely dependent on the readers level offamiliarity with the Companies Act, Indian GAAP and the SEBI ICDR Regulations. Any reliance on the financial disclosure in this Draft 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 Neochem Bio Solution Limited (formerly known as Neochem Bio Solution Private Limited and Neochem Technologies Private Limited) as applicable in the relevant fiscal period, unless otherwise stated.

OVERVIEW OF OUR BUSINESS

We are a specialty performance chemical company with a legacy of over four decades, engaged in the business of manufacturing specialty performance chemicals with a diverse portfolio of over 350 customized formulations across four primary product segments such as (i) Polymers, (ii) Surfactants, (iii) Silicones, and (iv) Esters & biobased sustainable solutions. Our products are essential and used in industries such as textile & garment washing, home & personal care (HPC), institutional and industrial cleaners, water treatment, paints and coatings, paper and pulp, construction, rubber and dyes and pigments. Our Company is accredited with recognized process certifications such as ISO 9001:2015, ISO 14001 and ISO 45001. Our product certifications include ZDhC Level 3 and GOTS 7.0.

We offer a comprehensive range of textile and garment washing auxiliaries such as pre-treatment, dyeing, finishing, printing and coating applications across all fabric and garment substrates compatible with various processing machines. We manufacture and supply a diverse range of specialty performance chemicals such as dispersant polymers, anti-foams, specialty surfactants, silicone emulsions, and rheological modifiers for the home and personal care industries. Our water treatment range includes anti-scalant formulations based on high and low molecular weight polymers, along with dispersants, anti-foams, de-colorants and flocculants. For the paint and coating industry, we offer acrylic dispersants, wax emulsion-based additives, anti-foams, and acrylic emulsions. Further, our institutional and industrial cleaning range includes room care, laundry care, kitchen hygiene, and personal hygiene solutions tailored for commercial and industrial use.

For further details, please see “Our Business” on page 166 of this Draft 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 Draft 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:

• Disruption in supply of raw materials and labour supply at our manufacturing facilities

• Development and adoption of advanced technology in manufacturing bio-based speciality performance chemicals

• Government regulations and policies

• Rising demand for home and personal care products

• Ability to maintain cordial relationships with our customers and suppliers

• Companys ability to successfully implement its growth expansion plan

• High competition and fragmented market

• Limited awareness and slower adoption of bio-based chemical alternatives in some sectors

• Optimum capacity utilisation of the installed capacity

• Fluctuation in foreign currency rates

SIGNIFICANT ACCOUNTING POLICIES

The accounting policies have been applied consistently to the periods presented in the Restated Financial Statements. For details of our significant accounting policies, please refer section titled “Restated Financial Information” on page 227 of this Draft Red Herring Prospectus.

RESULTS OF OUR OPERATIONS

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

(Z in lakhs, except ratios)

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	8,417.27	97.70%	6,114.63	98.61%	4,818.84	98.77%
Other Income	198.09	2.30%	86.12	1.39%	60.19	1.23%
Total Income	8,615.35	100.00%	6,200.75	100.00%	4,879.03	100.00%
Cost of Materials Consumed	5,556.68	64.50%	3,893.33	62.79%	2,976.06	61.00%
Other Manufacturing Expenses	178.13	2.07%	160.17	2.58%	167.98	3.44%
Changes in inventories of finished goods and work-in- progress	(33.78)	(0.39)%	(34.29)	(0.55)%	141.80	2.91%
Employee Benefits expenses	803.66	9.33%	789.12	12.73%	652.66	13.38%
Other expenses	601.28	6.98%	707.30	11.41%	457.50	9.38%
Finance costs	350.50	4.07%	295.95	4.77%	209.51	4.29%
Depreciation and Amortization expenses	132.75	1.54%	121.96	1.97%	121.69	2.49%
Total Expenses	7,589.22	88.09%	5,933.53	95.69%	4,727.20	96.89%
Profit /(Loss) before tax	1,026.13	11.91%	267.22	4.31%	151.83	3.11%
Tax expense:
- Current Tax	264.60	3.07%	87.00	1.40%	43.00	0.88%
- Deferred Tax	(13.53)	(0.16)%	0.09	0.00%	1.14	0.02%
-Short/ (excess) provision for tax relating to prior years	-	-	-	-	0.41	0.01%
Net Tax expenses	251.07	2.91%	87.09	1.40%	44.55	0.91%
Profit/(Loss) after tax	775.07	9.00%	180.13	2.90%	107.28	2.20%

PRINCIPAL COMPONENTS OF OUR STATEMENT OF PROFIT AND LOSS ACCOUNT Total Income

Our total income for the financial years ended March 31, 2025, March 31, 2024 and March 31, 2023 were amounted to ?8,615.36 lakhs, ?6,200.75 lakhs and ?4,879.03 lakhs, respectively. Our revenue comprises of:

Revenue from operations

Our revenue from operations comprises of revenue from the sale of our products. Our revenue from operations amounted to ?8,417.27 lakhs, ? 6,114.63 lakhs and ? 4,818.84 lakhs accounted for 97.70%, 98.61% and 98.77% of our total income for financial years ended March 31,2025, March 31, 2024 and March 31, 2023, respectively.

Other income

Other income comprises of interest on deposits, subsidy income, profit on sale of property, plant and equipment, export benefits and other income. Our other income amounted to ?198.09 lakhs, ? 86.12 lakhs and ? 60.19 lakhs accounted for 2.30%,1.39%and 1.23% 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 ?7,589.22 lakhs, ?5,933.53 lakhs and ?4,727.20 lakhs, respectively. Our expenses primarily consist of the following:

Cost of materials consumed

Cost of materials consumed amounted to ?5,556.68 lakhs, ?3,893.33 lakhs and ?2,976.06 lakhs for the financial years ended March 31,2025, March 31, 2024 and March 31, 2023, respectively accounted for 64.50%, 62.79%, and 61.00% of the total income, respectively.

Other Manufacturing Expense

Other manufacturing expenses consist of contract charges, fuel & power charges and other direct expenses amounted to ?178.13 lakhs, ?160.17 lakhs, and ?167.98 lakhs for the financial years ended March 31,2025, March 31, 2024, and March 31, 2023, respectively accounted for 2.07%, 2.58%, and 3.44%, of the total income, respectively.

Changes in inventories of finished goods and work-in-progress

Change in inventories of finished goods and work-in-process amounted to ?(33.78) lakhs, ?(34.29) lakhs, and ?141.80 lakhs for the financial years ended March 31,2025, March 31, 2024, and March 31, 2023, respectively accounted for (0.39)%, (0.55)% and 2.91%, of the total income, respectively.

Employee benefits expense

Employee benefits expenses consist of directors remuneration, salaries and wages, contribution to provident and other funds, staff welfare expenses and gratuity. Employee benefits expenses for the financial years ended March 31,2025, March 31, 2024 and March 31, 2023 amounted to ?803.66 lakhs, ?789.12 lakhs, and ?652.66 lakhs, respectively which accounted for 9.33%, 12.73%, and 13.38% of our total income, respectively.

Other expenses

Other expenses consists of advertisement expenses, audit fees, lease rental, insurance expense, conveyance & travel expenses, bad debt, sundry balances written off, loss on sale of property, plant & equipment, printing & stationary, professional fees, transportation expense, business promotion expense, repairs and maintenance, rates & taxes, communication expense and miscellaneous expenses. Other expenses for the financial years ended March

31,2025, March 31, 2024, and March 31, 2023 amounted to ?601.28 lakhs, ?707.30 lakhs, and ?457.50 lakhs, respectively which accounted for 6.98%, 11.41%, and 9.38% of our total income, respectively.

Finance Costs

Finance cost consists of interest on borrowings and other borrowing costs which amounted to ?350.50 lakhs, ?295.95 lakhs, and ?209.51 lakhs for the financial years ended March 31,2025, March 31, 2024, and March 31, 2023, which accounted for 4.07%, 4.77%, and 4.29% of our total income, respectively.

Depreciation and Amortization

Depreciation and amortization represent depreciation on property, plant & equipment and intangible assets. Depreciation and amortization expense amounted to ?132.75 lakhs, ?121.96 lakhs, and ?121.69 lakhs for the financial years ended March 31,2025, March 31, 2024, and March 31, 2023, respectively which accounted for 1.54%, 1.97%, and 2.49% of our total income, respectively.

Financial Year 2025 compared to Financial Year 2024

Total Income

Our total income increased by 38.94% from ?6,200.75 lakhs in financial year ended March 31, 2024, to ?8,615.35 lakhs in financial year ended March 31, 2025, primarily due to reasons as discussed below:

Revenue from operations

Our revenue from operations increased by 37.66% from ?6,114.63 lakhs in financial year ended March 31, 2024, to ?8,417.27 lakhs in financial year ended March 31, 2025, primarily on account of an increase in capacity utilization from 34.97% in Fiscal 2024 to 41.82% in Fiscal 2025.

Other Income

The increase in other income by 130.02% from ?86.12 lakhs in financial year ended March 31, 2024 to ?198.09 lakhs in financial year ended March 31, 2025 was primarily due to following reasons:

(a) Subsidy income:

The increase in subsidy income from ?63.00 lakhs to ?163.67 lakhs in financial year ended March 31, 2025 as compared to financial year ended March 31, 2024.

(b) Export benefits income:

The increase in export benefits income from ^11.38 lakhs to ?13.61 lakhs in financial year ended March 31,2025 as compared to financial year ended March 31,2024.

(c) Profit on sale of Property, Plant & Equipment:

The increase in profit on sale of property, plant & equipment from ?1.81 lakhs to ?7.43 lakhs in financial year ended March 31,2025 as compared to financial year ended March 31,2024.

Expenses

Total expenses increased by 27.90% from ?5,933.53 lakhs in financial year ended March 31, 2024, to ?7,589.22 lakhs in financial year ended March 31,2025 primarily due to reasons as discussed below:

Cost of materials Consumed

Cost of materials consumed increased by 42.72%from ?3,893.33 lakhs in financial year ended March 31, 2024, to ?5,556.68 lakhs in financial year ended March 31, 2025, primarily due to increase in raw material consumption

in line with increase in sales of products.

Other Manufacturing Expense

Other Manufacturing Expense increased by 11.21%from t 160.17 lakhs in financial year ended March 31, 2024, to t 178.13 lakhs in financial year ended March 31, 2025, primarily due to increase in contract charges and Fuel & Power Charges in line with increase in sales of products.

Changes in inventories of finished goods and work-in-process

Changes in inventories of finished goods and work-in-process decreased by 1.47% from t(34.29) lakhs in financial year ended March 31, 2024, to t(33.78) lakhs in financial year ended March 31, 2025, primarily due to increase in closing inventories of finished goods.

Employee benefits expense

Employee benefits expense increased by 1.84% from t789.12 lakhs in financial year ended March 31, 2024, to t803.66 lakhs in financial year ended March 31, 2025, primarily due to increase in directors remuneration.

Other expenses

Other expense decreased by 14.99% from t707.30 lakhs in financial year ended March 31, 2024, to t601.28 lakhs in financial year ended March 31, 2025, primarily due to decrease in conveyance & travel charges from t182.63 lakhs in financial year ended March 31, 2024 to t134.11 lakhs in financial year ended March 31, 2025, business promotion expenses from t133.70 lakhs in financial year ended March 31, 2024 to t82.71 lakhs in financial year ended March 31, 2025, professional fees from t125.62 lakhs in financial year ended March 31, 2024 to t113.60 lakhs in financial year ended March 31, 2025 and communication expenses from t14.93 lakhs in financial year ended March 31, 2024 to t11.85 lakhs in financial year ended March 31, 2025.

Finance costs

Finance costs increased by 18.43% from t295.95 lakhs in the financial year ended March 31, 2024, to t350.50 lakhs in the financial year ended March 31, 2025, primarily due to an increase in interest expense on term loans and cash credit facilities.

Depreciation and amortization

Depreciation and amortization expenses increased by 8.85% from t121.96 lakhs in financial year ended March 31, 2024, to t132.75 lakhs in financial year ended March 31,2025, primarily on account of on account of higher asset base as compared to previous financial year.

Profit after tax

The profit after tax increase from t180.13 lakhs in financial year ended March 31, 2024, to t775.07 lakhs for financial year ended March 31,2025. The increase in profit after tax and PAT margin for financial year ended March 31,2025 as compared to financial year ended March 31,2024 was primarily on account of increase in revenue from operations by 37.66% from t 6,114.63 lakhs to t 8,417.27 lakhs, other income by 130.02% from t86.12 lakhs to t198.09 lakhs, and decrease in other expense from t707.30 lakhs to t601.28 lakhs.

Financial Year 2024 compared to Financial Year 2023

Total Income

Our total income increased by 27.09% from t4,879.03 lakhs in financial year ended March 31, 2023, to t6,200.75 lakhs in financial year ended March 31, 2024, primarily due to primarily due to reasons as discussed below:

increase in sales of products from t4,818.84 lakhs to t6,114.63 lakhs, subsidy income from t40.03 lakhs to t63.00 lakhs, export benefits income from t 6.58 lakhs to t11.38 lakhs and other reasons as discussed below:

Revenue from operations

Our revenue from operations increased by 26.89% from ?4,818.84 lakhs in financial year ended March 31, 2023, to ?6,114.63 lakhs in financial year ended March 31, 2024, primarily on account of an increase in capacity utilization from 24.61% in financial year ended March 31, 2023 to 34.97% in financial year ended March 31, 2024. The number of customers has also increased from 202 in Fiscal 2023 to 271 in Fiscal 2024 which contributed to the growth in revenue. This increase in numbers of customers had a direct positive impact on our production capabilities and subsequent sales of our products.

Other Income

The increase in other income by 43.08% from ?60.19 lakhs to ?86.12 lakhs was primarily due to following reasons:

(a) Subsidy income:

The increase in subsidy income from ?40.04 lakhs to ?63.00 lakhs in financial year ended March 31,2024 as compared to financial year ended March 31,2023. This increase in subsidy income was primarily on account of the accrual of SGST subsidy in financial year ended March 31,2024 as compared to financial year ended March 31,2023.

(b) Export benefits income:

The increase in export benefits income from ?6.58 lakhs to ^11.38 lakhs in financial year ended March 31,2024 as compared to financial year ended March 31,2023.

(c) Profit on sale of property, plant & equipment:

The increase in profit on sale of property, plant & equipment from ?Nil to ?1.81 lakhs in financial year ended March 31,2024 as compared to financial year ended March 31,2023.

Expenses

Total expenses increased by 25.52% from ?4,727.20 lakhs in financial year ended March 31, 2023, to ?5,933.53 lakhs in financial year ended March 31,2024 primarily due to reasons as discussed below:

Cost of materials Consumed

Cost of materials consumed increased by 30.82% from ?2,976.06 lakhs in financial year ended March 31, 2023, to ?3,893.33 lakhs in financial year ended March 31, 2024, primarily due to increase in raw material consumption in line with increase in sales of products.

Other manufacturing expenses

Other manufacturing expenses decreased by 4.65% from ?167.98 lakhs in financial year ended March 31, 2023, to ?160.17 lakhs in financial year ended March 31, 2024, primarily due to decrease in contract charges by ?58.95 lakhs.

Changes in inventories of finished goods and work-in-process

Changes in inventories of finished goods and work-in-process decreased by 124.18% from ?141.80 lakhs in financial year ended March 31, 2023, to ?(34.29) lakhs in financial year ended March 31, 2024, primarily due to decrease in closing inventories of finished goods.

Employee benefits expense

Employee benefits expense increased by 20.91% from ?652.66 lakhs in financial year ended March 31, 2023, to 789.12 lakhs in financial year ended March 31, 2024, primarily due to an increase in salaries & wages, contributions to provident and other funds, and gratuity expenses.

Other expenses

Other expense increased by 54.60% from ?457.50 lakhs in financial year ended March 31, 2023, to ?707.30 lakhs in financial year ended March 31, 2024, primarily due to increase in lease rental from ?28.80 lakhs in financial year ended March 31, 2023 to ?57.81 lakhs in financial year ended March 31, 2024, conveyance & travel charges from ?98.71 lakhs in financial year ended March 31, 2023 to ?182.63 lakhs in financial year ended March 31, 2024, professional fees from ?59.04 lakhs in financial year ended March 31, 2023, to ?125.62 lakhs in financial year ended March 31, 2024, business promotion expenses from ?101.30 lakhs in financial year ended March 31, 2023 to ?133.70 lakhs in financial year ended March 31, 2024, repairs & maintenance expense from ?8.67 lakhs in financial year ended March 31, 2023 to ?17.22 lakhs in financial year ended March 31, 2024, communication expenses from ?7.29 lakhs in financial year ended March 31, 2023 to ?14.93 lakhs in financial year ended March 31, 2024 and miscellaneous expense from ?19.70 lakhs in financial year ended March 31, 2023 to ?47.04 lakhs in financial year ended March 31, 2024.

Finance costs

Finance costs increased by 41.26% from ?209.51 lakhs in the financial year ended March 31, 2023, to ?295.95 lakhs in the financial year ended March 31, 2024, primarily due to an increase in interest expense on term loans, cash credit facilities and other borrowing costs.

Depreciation and amortization

Depreciation and amortization expenses decreased by 0.22% from ?121.69 lakhs in financial year ended March 31, 2023, to ?121.96 lakhs in financial year ended March 31,2024, primarily on account of on account of higher asset base as compared to previous financial year.

Profit after tax

The profit after tax increase from ?107.29 lakhs in financial year ended March 31, 2023, to ?180.13 lakhs for financial year ended March 31,2024. The increase in profit after tax and PAT margin for financial year ended March 31,2024 as compared to financial year ended March 31,2023 was primarily on account of increase in revenue from operations by 26.89% from ?4,818.84 lakhs to ?6,114.63 lakhs, other income by 43.08% from ?60.19 lakhs to ?86.12 lakhs and decrease in other manufacturing expenses from ?167.98lakhs to ?160.17 lakhs.

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:

(Z in lakhs)

Particulars	March 31,2025	March 31,2024	March 31,2023
Total Shareholders funds	1,975.27	1,200.21	805.14
Total Non-Current Liabilities	1,519.11	1,911.96	1,332.22
Total Current Liabilities	4,394.75	3,293.36	2,922.97
Total Equity and Liabilities	7,889.13	6,405.53	5,060.33
Total Non-current Assets	2,581.36	2,536.71	1861.76
Total Current Assets	5,307.77	3,868.82	3,198.57
Total Assets	7,889.13	6,405.53	5,060.33

Our shareholders fund increased from ?805.14 lakhs as at March 31, 2023, ?1,200.21 lakhs as at March 31, 2024 and to ?1,975.27 lakhs as March 31,2025. Increase in fiscal 2023 was primarily on account of profit after tax and right issue for the financial year ended March 31, 2023 amounting to ?107.29 lakhs and ?242.50 lakhs. Increase in fiscal 2024 was primarily on account of profit after tax for the financial year ended March 31, 2024 amounting to ?180.13 lakhs and ?124.90 lakhs. Increase in fiscal 2025 was primarily due to increase in profit after tax amounting to ?775.07 lakhs.

Our total non-current liabilities increased from ?1,332.22 lakhs as at March 31, 2023 to ^1,911.96 lakhs, as at March 31,2024, was primarily on account of increase in long term borrowings from ?1,240.65 lakhs as at March 31, 2023 to ?1,811.81 lakhs. Our total non-current liabilities further decreased to ?1,519.11 lakhs as at March 31, 2025 which was primarily on account of decrease in long term borrowings from ^1811.81 lakhs to ?1427.91 lakhs.

Our total current liabilities (i) increased from ?2,922.97 lakhs as at March 31, 2023 to ?3,293.36 lakhs as at March 31,2024; and (ii) increased from ?3,293.36 lakhs as at March 31, 2024 to ?4,394.75 lakhs as on March 31, 2025. The principal components of short-term borrowings include cash credit facilities from banks. During the financial year ended March 31, 2025, the Company has been sanctioned additional cash credit facility the existing bank from ?1,400.00 lakhs to ?1,800.00 lakhs. The reason for availing these borrowings was to support the growth in business of the Company. The trades payables of the company (i) increased from ?1,340.70 lakhs as at March 31,

2023 to ?1,409.95 lakhs as at March 31,2024; and (ii) increased from ?1,409.95 lakhs as on March 31, 2024 to ?1,629.61 lakhs as at March 31, 2025.

Our total non-current assets increased from ?1,861.76 lakhs as at March 31, 2023 to ?2,536.71 lakhs as at March 31,2024, which further increase to ?2,581.36 lakhs as at March 31, 2025. Increase from fiscal 2023 to fiscal 2024, was primarily on account of increase in WDV of property, plant & equipment from ?1465.39 lakhs as at March 31, 2023 to ?1,878.93 lakhs as at March 31, 2024 and increase in other non-current assets from ?390.44 lakhs to ?652.79 lakhs. Increase in Advance for Capital goods from ? 1.76 lakhs as at March 31, 2023 to ? 271.20 lakhs as at March 31, 2024. Total non-current assets further increase from ?2536.71 lakhs as at March 31,2024 to ?2581.36 lakhs which was primarily due to an increase in other non-current assets from ?652.79 lakhs to ?708.69 lakhs.

Our total current assets increased from ?3,198.57 lakhs as at March 31, 2023, to ?3,868.82 lakhs as at March 31,

2024 and to ?5,307.77 lakhs as on March 31,2025. The increase was primarily on account of the increase in inventories from ?1,493.08 lakhs as at March 31, 2023 to ?1,820.99 lakhs as at March 31,2024, and ? 2,375.55 lakhs as March 31,2025. The trades receivables also increased from ?1,441.53 lakhs as at March 31, 2023 to ?1,724.05 lakhs as at March 31,2024 and to ?2,527.69 lakhs as at March 31, 2025.

Cash flows

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

in lakhs)

Particulars	Fiscal 2025	Fiscal 2024	Fiscal 2023
Net cash flow from/ (used in) operating activities	259.47	196.42	(74.18)
Net cash flow from/ (used in) investing activities	(168.67)	(785.84)	(335.08)
Net cash flow from/ (used in) financing activities	(120.41)	619.91	375.71
Net increase/decrease) in cash and cash equivalents	(29.61)	30.49	(33.56)
Cash and cash equivalents at the beginning of the year	35.11	4.62	38.39
Cash and cash equivalents at the end of the year	5.50	35.11	4.83

Operating Activities Financial Year 2024-25

Our net cash from in operating activities was ?259.47 lakhs for the financial year ended March 31,2025. Our operating profit before changes in working capital was ?1,500.66 lakhs which was primarily adjusted against an increase in inventories by ?554.56 lakhs, trade receivables by ?803.64 lakhs, other current assets by ?155.14 lakhs, trade payables by ?219.66 lakhs, current liabilities by ?84.06 lakhs and provisions by ?10.65 lakhs and decrease in short term loans and advances by ?44.79 lakhs.

Financial Year 2023-24

Our net cash generated from operating activities was ?196.42 lakhs for the financial year ended March 31, 2024. Our operating profit before changes in working capital was ?682.96 lakhs which was primarily adjusted against increase in inventories by ?327.91 lakhs, trade receivables by ?283.52 lakhs, other current assets by ?82.59 lakhs, increase in trade payables by ?69.29 lakhs, other provisions by ?9.10 lakhs, other current liabilities by 120.46 lakhs and decrease in short term loans & advances by ?51.62 lakhs.

Financial Year 2022-23

Our net cash used in operating activities was ?74.18 lakhs for the financial year March 31, 2023. Our operating profit before changes in working capital was ?482.49 lakhs, which was primarily adjusted against increase in inventories by ?163.66 lakhs, short term loans and advances by ?52.94 lakhs, other current assets by ?23.60 lakhs, increase in other provisions by ?13.29 lakhs, other current liabilities by ?95.30 lakhs and decrease in trade receivables by ?95.65 lakhs, long term loans and advances by ?1.77 lakhs, trade payables by ?494.58 lakhs.

Investing Activities

Financial Year 2024-25

Our net cash used in investing activities was ?168.67 lakhs for the financial year ended on March 31, 2025. It was on account of capital expenditure incurred on fixed assets by ^114.10 lakhs, increase in non-current assets ?55.90 lakhs, was offset by interest income of ?1.29 lakhs.

Financial Year 2023-24

Our net cash used in investing activities was ?785.84 lakhs for the financial year ended on March 31, 2024. It was on account of capital expenditure incurred on fixed assets by ?532.71 lakhs, increase in non-current assets by ?262.35 lakhs, was offset by interest income of ?0.36 lakhs and sales of non-current investment of ?8.86 lakhs.

Financial Year 2022-23

Our net cash used in investing activities was ?335.08 lakhs for the financial year ended on March 31, 2023. It was on account of capital expenditure incurred on fixed assets by ?333.00 lakhs, increase in non-current assets ?2.63 lakhs, was offset by interest income of ?0.55 lakhs.

Financing Activities

Financial Year 2024-25

Net cash used in financing activities for the financial year ended March 31,2025 was ?120.41 lakhs which was on account of proceeds from short-term borrowings of ?613.99 lakhs which were offset by repayment of long term borrowings, repayment of loan to directors and finance cost of ?158.25 lakhs, ?225.65 lakhs and ?350.50 lakhs, respectively.

Financial Year 2023-24

Net cash generated from financing activities for the financial year ended March 31,2024 was ?619.91 lakhs which was on account of proceeds from long term borrowings of ?193.61 lakhs, short-term borrowings of ?137.49 lakhs, issue of share capital of ?200.00 lakhs, proceeds from loan from directors of ?384.77 lakhs, which was offset by finance cost of ?295.95 lakhs.

Financial Year 2022-23

Net cash generated from financing activities for the financial year ended March 31, 2023, was ?375.71 lakhs which was on account of proceeds from long-term borrowings of ?52.70 lakhs, short term borrowings of ?566.27 lakhs, issue of share capital of ^315.25 lakhs, which was offset by repayment of loan to directors and finance cost of ?348.57 lakhs and ?209.95 lakhs, respectively.

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 Draft 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 Draft 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 266, respectively, of this Draft 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 266, respectively, and elsewhere in this Draft 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 Draft 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 financial year ended March 31,2025, March 31, 2024 and March 31, 2023, our top five customers accounted for 34.73%, 24.82%, and 24.77%, respectively, and our largest customer accounted for 14.01%, 7.92%, and 10.83% of our revenue from operations, 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 227 of this Draft Red Herring Prospectus.

Material Developments subsequent to March 31, 2025

Except as disclosed below, no circumstances have arisen since March 31, 2025, the date of the last financial statements as disclosed in this Draft 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:

1. Our Company has raised fresh capital of ? 700.00 lacs from 7 Investors by issuing additional 4,86,116 shares of Face Value ? 10 per share at a premium of ? 134 per share. The details of the same are as under:

Sr. No. Name of Shareholder	No. of Shares	Face Value	Share Premium	Total Value per share	Total value of Shares
1 Pritesh Vora	34,723	10	134	144	50,00,112
2 Suresh Amritlal Gandhi	34,723	10	134	144	50,00,112
3 Venture X Fund I	69,445	10	134	144	1,00,00,080
4 Invicta Continuum Fund I	1,73,612	10	134	144	2,50,00,128
5 Alpa Dhakan	69,445	10	134	144	1,00,00,080
6 Shailesh Soni	34,723	10	134	144	50,00,112
7 Seema Dilip Vora	69,445	10	134	144	1,00,00,080
Total	4,86,116				7,00,00,704

2. Our Company has borrowed an additional fund of ? 500.00 lakhs from Satya Capital Private Limited for augmenting its working capital.

3. Our Company has issued 53,70,837 bonus shares (3 shares issued for every 4 shares held) as on July 5, 2025.

FINANCIAL INDEBTEDNESS

Category of Borrowings	Sanctioned Amount	Amount outstanding as on March 31,2025
A) Long-term borrowings
Secured	1,429.00	1,245.24
Term Loans from Banks & Financial Institutions	1,300.00	1,148.85
Vehicle Loans from Banks & Financial Institutions	129.00	96.40
Unsecured	328.69	328.69
Loans and Advances from related parties	178.69	178.69
Intercorporate Deposits	-	-
Loans and Advances from others	150.00	150.00
Sub Total (A)	1,757.69	1,573.93
B) Short-term borrowings
Secured
Working Capital facilities from Banks & Financial Institutions	1,800.00	1,776.94
a) Fund Based	1,800.00	1,776.94
b) Non-Fund Based	-	-
Uncleared Cheque (Bank Reconciliation)		211.58
Sub Total (B)	1,800.00	1,988.52
TOTAL (A)+(B)	3,557.69	3,562.44

 

Sr. No Name of the Lender	Nature of Borrowings	Sanctioned Amount as on March 31,2025 (? in lakhs)	Nature of loan (Secured/ Unsecured)	Outstanding Amount as on March 31, 2025 (? in lakhs)	Interest Rate p.a./ Commission	Security/ Margin	Period of Repayment (Months/day s)
1. Axis Bank Limited	Cash Credit Facility	1,400.00	Secured	1,390.28	9.00%	Appendix - 1	12 Months - to be renewed in expiry of tenor
2. Axis Bank Limited	Foreign currency demand loan	400.00	Secured	386.65	SFOR+200 BPS	Appendix - 1	12 Months - to be renewed in expiry of tenor
3. Axis Finance Limited	Term Loan	1,300.00	Secured	1,148.85	10.95%	Appendix - 1	96 Months
4. Bank of India	Vehicle Loan	63.00	Secured	41.09	6.85% Floating	Car	84 Months
5. ICICI Bank Limited	Vehicle Loan	34.00	Secured	34.00	9.10%	Car	48 Months
6. ICICI Bank Limited	Vehicle Loan	32.00	Secured	21.31	9.15%	Car	60 Months
7. Hemangini Swapnil Dathia	Loan from Director	0.23	Unsecured	0.23	0.00%	None	On Demand
8. Swapnil Rameshbh ai Dathia	Loan from Director	178.46	Unsecured	178.46	0.00%	None	On Demand
9. Sera Investment and Finance India Limited.	Inter Corporate Loan	150.00	Unsecured	150.00	13.00%	None	On Demand