Paradeep Parivahan Ltd Management Discussions

You should read the following discussion of our financial condition and results of operations together with our restated financial statements included in the Draft Red Herring Prospectus. You should also read the section entitled "Risk Factors" beginning on page 29, which discusses several factors, risks and contingencies that could affect our financial condition and results of operations. The following discussion relates to our Company and is based on our restated financial statements, which have been prepared in accordance with Indian GAAP, the Companies Act and the SEBI Regulations. Portions of the following discussion are also based on internally prepared statistical information and on other sources. Our financial year ends on March 31 of each year, so all references to a particular fiscal year ("Financial Year") are to the twelve-month period ended March 31 of that year.

The financial statements have been prepared in accordance with Indian GAAP, the Companies Act and the SEBI (ICDR) Regulations and restated as described in the report of our auditors dated August 14, 2024 which, is included in this Draft Red Herring Prospectus under the section titled "Restated Financial Statements" beginning on page 183 of this Draft Red Herring Prospectus. The restated financial statements have been prepared on a basis that differs in certain material respects from generally accepted accounting principles in other jurisdictions, including US GAAP and IFRS. We do not provide a reconciliation of our restated financial statements to US GAAP or IFRS and we have not otherwise quantified or identified the impact of the differences between Indian GAAP and U.S. GAAP or IFRS as applied to our restated financial statements.

This discussion contains forward-looking statements and reflects our current views with respect to future events and financial performance. Actual results may differ materially from those anticipated in these forward-looking statements as a result of certain factors such as those described under "Risk Factors" and "Forward Looking Statements" beginning on pages 29 and 18 respectively, and elsewhere in this Draft Red Herring Prospectus Accordingly, the degree to which the financial statements in this Draft Red Herring Prospectus will provide meaningful information depend entirely on such potential investors level of familiarity with Indian accounting practices. Please also refer to section titled "Certain Convention,

Presentation of Financial, Industry and Market data" beginning on page 20 of this Draft Red Herring Prospectus.

BUSINESS OVERVIEW

Our Company was incorporated as Paradeep Parivahan Private Limited under the provisions of the Companies Act, 1956 vide certificate of incorporation dated November 17, 2000 issued by Registrar of Companies, Odisha. Subsequently, our Company was converted into a Public Limited Company pursuant to shareholders resolution passed at the Extra Ordinary General Meeting of the Company held on March 06, 2024 and the name of our Company was changed from "Paradeep Parivahan Private Limited" to "Paradeep Parivahan Limited" vide a fresh Certificate of Incorporation dated June 03, 2024 having CIN U63090OR2000PLC006379 issued by the Registrar of Companies, Central Processing Centre.

We set up operations with the aim to deliver top-notch services to our customers, specializing in various aspects such as cargo handling, port operations, intra-port transportation, as well as the handling and transportation of port import cargo. Additionally, we excel in in-plant shifting of bulk raw materials and hazardous cargo, railway siding operations, crusher operations, special attention cargo handling, earthwork, and more. Our operations are structured to ensure efficiency and safety while meeting the diverse needs of our clients across a wide range of services.

Paradeep Parivahan Limited is located within Paradip Port and specializes primarily in logistics. We have established ourselves as excavators, cargo handlers, service providers, and importers and exporters of bulk cargo within ports. We boast a significant fleet of our own equipment, including Volvo V loaders introduced as early as 1989 in Paradip. At that time, the logistics sector in the city was sluggish due to limited capacity. However, by 2000, the capacity had increased tenfold. We introduced advanced tools and mechanisms in Paradip Port to enhance productivity significantly. This enhancement in productivity directly translates into cost savings for importers and exporters, as we streamline operations and reduce overheads through our specialized equipment and expertise.

SIGNIFICANT DEVELOPMENTS SUBSEQUENT TO THE LAST FINANCIAL YEAR

As per mutual discussion between the Board of the Company and BRLM, in the opinion of the Board of the Company there have not arisen any circumstances since the date of the last financial statements as disclosed inthe Draft Red Herring Prospectus and which materially and adversely affect or is likely to affect within the next twelve months except as follows:

The Board of Directors of our Company has allotted 8,40,000 equity shares as Private Placement in the board meeting dated February 10, 2024.

The Board of Directors of our Company has allotted 52,50,000 equity shares as Bonus Issue in the ratio of 1:1 in the board meeting dated October 09, 2023.

The Board of Directors of our Company has approved and passed resolution on June 05, 2024 to authorize the Board of Directors to raise the funds by way of Initial Public Offering.

SIGNIFICANT FACTORS AFFECTING OUR RESULTS OF OPERATIONS

Our business is subjected to various risks and uncertainties, including those discussed in the section titled

"Risk Factor" beginning on page 29 of this Draft Red Herring Prospectus. Our results of operations and financial conditions are affected by numerous factors including the following:

Changes, if any, in the regulations / regulatory framework / economic policies in India and / or in foreign countries, which affect national & international finance.

Companys results of operations and financial performance;

Performance of Companys competitors;

Significant developments in India ‘s economic and fiscal policies;

Failure to adapt to the changing needs of industry and in particular government policies and regulations may adversely affect our business and financial condition;

Volatility in the Indian and global capital market.

Amount in lakhs