Premier Energies Ltd Management Discussions

OPERATIONS

The following discussion is intended to convey the managements perspective on our financial condition and results of operations for the three months ended June 30, 2023 and 2024 and Fiscals 2022, 2023 and 2024. Unless otherwise stated, the financial information in this section has been derived from the Restated Consolidated Financial Information included in this Red Herring Prospectus.

Our financial year ends on March 31 of each year. Accordingly, references to "Fiscal 2022", "Fiscal 2023" and "Fiscal 2024" are to the 12-month period ended March 31 of the relevant year.

Ind AS differs in certain respects from Indian GAAP, IFRS and U.S. GAAP and other accounting principles with which prospective investors may be familiar. Please also see "Risk Factors - Significant differences exist between Ind AS and other accounting principles, such as U.S. GAAP and IFRS, which investors may be more familiar with and may consider material to their assessment of our financial condition" on page 97. This discussion contains certain forward-looking statements that involve risks and uncertainties. Our actual results may differ materially from those anticipated in these forward-looking statements as a result of certain factors, such as the risks set forth in the chapters entitled "Risk Factors " and "Forward-Looking Statements " on pages 37 and 20, respectively.

Unless otherwise indicated, industry and market data used in this section has been derived from industry publications, in particular, the F&S Report prepared and issued by F&S, appointed by us on February 6, 2024 and exclusively commissioned and paid for by us in connection with the Offer. A copy of the F&S Report is available on the website of our Company at https://premierenergies.com/investor-relations/ipo-documents. Unless otherwise indicated, financial, operational, industry and other related information derived from the F&S Report and included herein with respect to any particular year refers to such information for the relevant calendar year.

OVERVIEW

Our Company is primarily an integrated solar cell and solar module manufacturer with 29 years of experience in the solar industry. Our business operations include (i) the manufacturing of solar PV cells, (ii) the manufacturing of solar modules including custom made panels for specific applications, (iii) the execution of EPC projects, (iv) independent power production, (v) O&M services with respect to EPC projects executed by our Company and

(vi) the sale of other solar-related products.

As of the date of this Red Herring Prospectus, we have five manufacturing facilities, all of which are situated on land that we own, in Hyderabad, Telangana, India. Combined, our manufacturing facilities have an annual installed capacity of 2 GW for solar cells and 4.13 GW for solar modules as of the date of this Red Herring Prospectus. We are in the process of expanding our annual installed capacities for both solar cells and modules and expect to commission a 1,000 MW TOPCon solar cell line in Unit II within Fiscal 2025. With the market for solar modules expected to continue to grow in India on account of ambitious government targets and increasing demand for clean energy according to F&S, we intend to capitalize on this growth momentum by utilizing a portion of the proceeds from the Fresh Issue to further expand our current manufacturing capacities by commissioning an additional 4 GW TOPCon solar cell line and an additional 4 GW TOPCon solar module line.

For more information, see "Our Business" on page 232.

PRINCIPAL FACTORS AFFECTING OUR FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Our results of operations and financial condition are affected by a number of important factors, including: Expansion of our manufacturing capabilities and capacity utilization

As of June 30, 2024, we have an aggregate annual installed capacity of 2 GW for solar cells and 4.13 GW for solar modules. We are strategically focused on regularly updating and improving our manufacturing capabilities and infrastructure and to this end, all our manufacturing facilities are fully automated, utilizing industrial-grade automated tools, equipment and technologies from Hungary, China, Germany, France, South Korea and Switzerland.

As of the date of this Red Herring Prospectus, we have five manufacturing facilities, all of which are situated on land that we own, in Hyderabad, Telangana, India. The table below shows how our solar cell and solar module installed capacity have increased over the past 25 years to reach our current capacity as of the date of this Red Herring Prospectus and also shows our long track record in the solar module manufacturing space:

Year	Milestone	Total Solar Cell Capacity	Total Solar Module Capacity
2011	Established a solar cell line with an annual capacity of 75 MW and a solar module line with an annual capacity of 100 MW in Unit I	75 MW	100 MW
2017	Expanded the installed capacity of the solar module line in Unit I by 370 MW	75 MW	470 MW
2021	Established a fully integrated 500 MW capacity solar cell line and a 750 MW capacity solar module line in Unit II	500 MW(1)	1,220 MW
2022	Expanded the installed capacity of the solar cell and module lines in Unit II by 250 MW and 150 MW, respectively	750 MW	1,370 MW
2023	• Established a solar cell line in Unit III with an annual capacity of 1,250 MW • Established a solar module line in Unit IV with an annual capacity of 1,600 MW • Expanded the installed capacity of the solar module line in Unit II by 500 MW	2,000 MW	3,260 MW(2)
2024	• Established a solar module line in Unit V with an annual capacity of 100 MW • Expanded the installed capacity of the solar module line in Unit V by 1,034 MW	2,000 MW	4,134 MW(3)

Notes:

(1) Retired the 75 MW capacity solar cell manufacturing line in Unit I in 2018.

(2) Reduced the installed capacity of the solar module line in Unit I by 210 MW.

(3) Reduced the installed capacity of the solar module line in Unit 1 by 260MW. Further, Unit I total plant and machinery was decommissioned in April 2024.

We are also now moving towards the production of solar cells with TOPCon technology, a process that uses n- type cells capable of reaching efficiencies of between 24.5% to 25.2%. (Source: F&SReport) We are committed to maintaining our production at the forefront of solar technology and continuing to meet the markets developing needs by enhancing the efficiency and performance of our solar cells. Within Fiscal 2025, we plan to commission a new 1,000 MW annual installed capacity production line for TOPCon solar cells in Unit II. Additionally, we aim to allocate a portion of the proceeds from the Fresh Issue towards establishing additional TOPCon solar cell and solar module lines each with an annual installed capacity of 4 GW at a new manufacturing facility. For further details, please see "Objects of the Offer" on page 139.

We have a presence in various steps along the solar power value chain from the manufacturing of solar cells to solar modules to providing EPC solutions, O&M services and being an independent power producer. We are continuing in this direction, aiming to extend our backward integration to include the production of ingots and wafers which are crucial elements in the production process of solar cells and will improve our resilience against market and supply fluctuations. Once implemented, we intend to utilize these components for our own solar cell production needs and also offer wafers in the market. The move towards further integration is strategically aimed at improving cost efficiency, strengthening supply chain management and enhancing the overall quality and efficiency of our solar cells. In managing more of the production process, our goal is to ensure better traceability of the components we use in our manufacturing process, particularly for "clean silicon" solar cells - a term that signifies raw materials sourced from ESG-compliant sources and vendors and is of growing significance in the export market. (Source: F&S Report)

Our ability to profitably expand our capacities is dependent on our ability to efficiently manage our corresponding increase in expenditures and achieve timely completion and commissioning of the expanded capacities. As our existing and planned capacity additions come into greater utilization and translate into commercial production in line with increased demand for our products, it is expected to result in an increase in our production volumes.

Focus on overseas market

Our integrated status supports our overseas revenue streams especially from countries such as the United States owing to our products, particularly our solar cells, being manufactured in India. Our integrated nature also supports

greater traceability of the components we use in our manufacturing process. Such traceability is especially important for countries such as the United States which have strict policies on the origination of raw materials and components. According to F&S, we were the largest Indian exporter of solar cells to the United States, which is one of the largest markets for solar panels globally, for Fiscal 2024 with a total of 312.22 MW solar cells exported globally during this period. The tables below provide details of our revenue from operations for Fiscals 2022, 2023 and 2024 and the three months ended June 30, 2023 and 2024 by each customer segment:

Particulars	Fiscal 2022		Fiscal 2023		Fiscal 2024
	Amount	Percentage of revenue from operations	Amount	Percentage of revenue from operations	Amount	Percentage of revenue from operations
	(t million)	(%)	(t million)	(%)	(t million)	(%)
Domestic	7,360.59	99.08	14,210.38	99.48	27,040.60	86.01
- IPP	1,792.86	24.13	3,166.44	22.17	10,949.45	34.83
- OEM	2,337.27	31.46	5,825.20	40.78	4,008.42	12.75
- Government	1,692.14	22.78	1,727.28	12.09	2,415.20	7.68
- Others	1,538.32	20.71	3,491.46	24.44	9,667.52	30.75
Export	68.12	0.92	74.96	0.52	4,397.33	13.99

 

Particulars	Three months ended June 30, 2023		Three months ended June 30, 2024
	Amount	Percentage of revenue from operations	Amount	Percentage of revenue from operations
	(t million)	(%)	(t million)	(%)
Domestic	5,727.51	93.74	16,556.90	99.90
- IPP	2,775.50	45.42	5,698.70	34.38
- OEM	1,715.64	28.08	2,101.00	12.68
- Government	303.02	4.96	1,138.55	6.87
- Others	933.35	15.28	7,618.65	45.97
Export	382.72	6.26	16.77	0.10

We also plan to expand our manufacturing footprint into the United States and to this end, we signed a letter of intent in February 2024 with Heliene USA Inc, an American solar manufacturer, to enter into a joint venture to develop, construct and operate a TOPCon solar cell manufacturing facility (which may include the manufacturing of solar modules) in the United States. Under the terms of the letter of intent, our Subsidiary, Premier Energies Photovoltaic Private Limited, intends to among others contribute its technology, engineering and operational expertise in the manufacture of solar cells to the joint venture while our potential joint venture partner intends to, among others, contribute their human resources, financial resources, supply chain and logistics and regulatory expertise. We also signed a memorandum of understanding in April 2024 with, among others, an international solar wafer and solar module manufacturer and an international semiconductor wafer supplier to establish a new company dedicated in wafering solar bricks into wafers in India.

We remain committed to nurturing our relationships with our current international customers while seeking to broaden our customer base. Our aim is to not only intensify our presence in the international markets where we currently export our products but also to penetrate additional overseas markets. Each country we export to enforces its own import regulations, including those specific to solar energy products. Should there be any alterations in these policies, such as the introduction of anti-dumping duties, our management will need to dedicate significant attention to reassess the viability of continuing our exports to the affected country. Additionally, as we venture into new international markets, we recognize that our marketing and management experience is limited or nonexistent. This expansion will demand considerable management focus and resources to effectively handle the growth of our business in these new regions.

Import restrictions and import duties

A significant portion of the raw materials we use in the production of our solar cells and modules are imported from China and other jurisdictions.

The tables below set forth our cost of imported raw materials from China and other jurisdictions as a percentage of our total purchases for the year / period indicated:

Particulars	Fiscal 2022		Fiscal 2023		Fiscal 2024
	Amount	Percentage of total purchases	Amount	Percentage of total purchases	Amount	Percentage of total purchases
	(t million)	(%)	(t million)	(%)	(t million)	(%)
Cost of imported materials from China	3,057.09	41.36	6,982.59	44.03	13,179.88	48.47
Cost of imported materials from other jurisdictions?	1,436.34	19.43	1,704.63	10.75	3,744.04	13.77

Note:

(1) Other jurisdictions include Cambodia, Canada, Germany, Hong Kong, Italy, Japan, Malaysia, Singapore, South Korea, Taiwan, United Arab Emirates, United Kingdom and United States ofAmerica.

Particulars	For the three months ended June 30, 2023		For the three months ended June 30, 2024
	Amount	Percentage of total purchases	Amount	Percentage of total purchases
	(t million)	(%)	(t million)	(%)
Cost of imported materials from China	2,726.67	54.24	4,702.06	48.80
Cost of imported materials from other jurisdictions?	954.70	18.99	1,302.83	13.52

Note:

(1) Other jurisdictions include Cambodia, Canada, Germany, Hong Kong, Taiwan, United Arab Emirates, Singapore, South Korea and United States ofAmerica.

For our raw materials and components, we typically make purchases through purchase orders placed in advance, based on projected needs. Therefore, maintaining strong relationships with our suppliers is critical to our success. Further, given that we procure raw materials from various international suppliers in addition to vendors within India, we may be susceptible to price volatility due to factors such as market shifts, currency exchange rates, environmental conditions, production and transportation costs as well as changes in domestic and international governmental policies and trade sanctions. In the event we are unable to continue importing these raw materials from our current suppliers or face significant restrictions in doing so, there can be no assurance that we will be successful in sourcing the raw materials we require from alternate suppliers on favorable terms in a timely manner or at all.

We also import machinery from overseas to support our operations. In particular, we import all of our module manufacturing tools and a part of our solar cells manufacturing tools from China. Importing such machinery entails several risks and challenges that could adversely affect our business, results of operations, financial condition and cash flows, such as changes in government policies or trade agreements, could lead to increased tariffs or import restrictions, resulting in higher costs or difficulties in importing machinery which could lead to a delay in our operations, impact our production schedules and overall business operations.

Any restrictions, either from the Government of India or any state or provincial government or any other regulatory authority, or from restrictions imposed by any other applicable authorized bilateral or multilateral organizations, on such imports from China and other jurisdictions in which our principal suppliers are located, may adversely affect our business. For example, the Government of India introduced the safeguard duty in July 2018 on the import of solar cells which was applicable until July 2021 and replaced with a significantly higher basic customs duty of 25% on solar cells with effect from April 1, 2022. Further, the Government of India intends to impose a 10% basic customs duty on the importation of solar glass for the manufacturing of solar cells and modules from October 1, 2024. The imposition of such high basic customs duty on imported solar cells has impacted, and the impending imposition of the basic customs duty on imported solar glass will impact, our cost of materials in the manufacture of solar modules. Fluctuations in import duties can consequently affect our material costs and operating margins. If we are unable to balance increases in material costs with corresponding price hikes for our products, our profit margins will inevitably decline.

Such restrictions or import duties on our raw materials or the machinery essential for module manufacturing, which we need to import for our planned capacity expansion and technology upgrades, could negatively affect our operational results and business outlook.

Regulatory landscape and policies

The solar energy industry in which we operate is subject to constant change. Our business is heavily dependent on the Government of India, state governments, government policies that encourage establishment and adoption of solar energy projects. We intend to continue growing our operations and presence in Indias solar sector especially given the favorable regulatory environment and several government initiatives geared towards encouraging domestic production of solar cells and solar modules.

For instance, the Gols DCR requires the use of locally-produced solar cells and solar modules, adhering to the standards and testing criteria established by the MNRE. With our ability to produce DCR-compliant solar cells and solar modules at scale and with the demand for DCR modules in India currently outpacing the production capacity of solar cells as per the F&S Report, we believe we are ideally positioned to expand our manufacturing capabilities by capitalizing on this market opportunity. Our Subsidiary, Premier Energies Photovoltaic Private Limited, is on the ALMM, a list of models and manufacturers of solar modules which have been approved by the MNRE for use in solar projects in India such as government projects, government-assisted projects, government schemes and programs, and open access and net-metering projects. Further support comes from various governmental schemes aimed at promoting domestic solar module usage including the CPSU scheme, the PM- KUSUM Scheme and the Grid Connected Solar Rooftop Programme. Some of these schemes offer central financial assistance or a viability gap funding element to bridge the price gap between imported and domestic solar cells and modules. Utilizing domestically manufactured DCR cells and modules is a prerequisite for accessing such financial support from the government or to participate in such schemes. (Source: F&S Report) Additional domestic market opportunities include, among others, Indian Railways move to electrify its railway tracks. (Source: F&S Report)

We previously benefitted from capital subsidies offered by the state and central governments such as M-SIPS and SEPCS and we intend to continue to avail these and other state and central subsidies and incentives moving forward if available. In Fiscal 2023, our Subsidiary, Premier Energies Photovoltaic Private Limited, received M- SIPS subsidies of ?327.66 million. As of June 30, 2024, we have claimed further capital subsidy receivables from the Government of Telangana of ?338.64 million which will be recognized only on receipt.

Moreover, we cannot guarantee that future laws or regulations will not be enacted, enforced, or interpreted in ways that could materially harm our business and operational results. Any negative shifts in the legal or policy landscape could saddle us with higher compliance costs, necessitate additional approvals and licenses, compel us to adjust our business strategy, or impose stringent requirements and conditions on our operations.

Ability to effectively execute and expand our order book

Our Companys order book as of a particular date comprises the estimated revenues from the unexecuted portions of all the existing contracts. As of July 31, 2024, we had an order book of ?59,265.65 million of which ?16,091.14 million was in relation to non-DCR solar modules, ?22,140.60 million was in relation to DCR solar modules, ?18,91L18 million was in relation to solar cells and ?2,122.72 million was in relation to EPC projects. The order book above also includes (i) the 350 MW module supply agreement signed between Premier Energies Photovoltaic Private Limited and an independent power producer which was announced on June 7, 2024 and (ii) the order we received from NTPC in December 2023 for the supply of 611.04 MW bifacial solar modules. With respect to this order, we had initially submitted a bid to supply 152 MW of solar modules, but we were subsequently invited to increase the supply to 611.04 MW through a bucket-filling mode.

The manner in which we calculate and present our Companys order book information may vary from the manner in which such information is calculated and presented by other companies, including our competitors. The order book information included in this Red Herring Prospectus is not audited and does not necessarily indicate our future earnings. Our order book should not be considered in isolation or as a substitute for performance measures. Our order book and the new projects that we have and will continue to bid for in the future will have an effect on the revenues we will earn in the future. In addition, our project implementation schedule may vary due to various factors that may be beyond our control, including, among others, the availability of raw materials and the timely delivery and execution of the order. These depend on various factors such as the value of the project, the timeline for completion and payments to be made as per the agreed timelines. See "Risk Factors - Orders in our order book may be delayed, modified or cancelled, which may have an adverse impact on our business, results of operations and cash flows" on page 63.

Relationship with key customers

We are dependent on certain key customers for our business. The tables below provide details of our revenue from our largest customer, top five customers and top 10 customers (the identities of which varied between fiscal years

and periods) compared to our revenue from operations for Fiscals 2022, 2023 and 2024 and the three months ended June 30, 2023 and 2024:

Particulars	Fiscal 2022		Fiscal 2023		Fiscal 2024
	Amount	Percentage of revenue from operations	Amount	Percentage of revenue from operations	Amount	Percentage of revenue from operations
	(t million)	(%)	(t million)	(%)	(t million)	(%)
Largest customer	1,473.44	19.83	2,623.60	18.37	3,342.07	10.63
Top 5 customers	3,736.32	50.30	8,185.86	57.30	13,646.15	43.41
Top 10 customers	4,918.01	66.20	10,794.63	75.56	21,073.91	67.03

 

Particulars	Three months ended June 30, 2023		Three months ended June 30, 2024
	Amount	Percentage of revenue from operations	Amount	Percentage of revenue from operations
	(t million)	(%)	(t million)	(%)
Largest customer	1,577.38	25.82	5,203.67	31.40
Top 5 customers	3,983.91	65.20	10,806.29	65.20
Top 10 customers	4,900.79	80.21	13,447.53	81.14

The loss of any one or more of such key customers for any reason (including due to loss of contracts or failure to negotiate acceptable terms in contract renewal negotiations, disputes with customers, adverse change in the financial condition of such customers, including due to possible bankruptcy or liquidation or other financial hardship, merger or decline in their sales, reduced or delayed customer requirements, plant shutdowns, labor strikes or other work stoppages) could have an adverse effect on our business, results of operations and financial condition. Customers in our markets may consolidate and grow in a manner that could affect their relationship with us. For instance, if one of our customers is acquired by any other company, its management may get reshuffled which may affect our relationship with such customer, and we may not be able to retain any favorable terms that we agreed to in the past and may even lose that acquired customers business.

In addition to these factors, these key customers may also replace us with our competitors or replace their existing products with alternative products which we do not supply or could refuse to renew existing arrangements on terms acceptable to us or at all. For details on our contracts with customers, see "Risk Factors - Certain of our agreements with our key customers have onerous terms which could result in termination if breached which in turn could have a material adverse effect on our business, financial condition, results of operations and cash flows" on page 64. In addition, as we generally have short to medium term arrangements ranging from two months to three years including long term agreements for the supply of our products to our customers there can be no assurance that our significant customers in the past will continue to place similar orders with us in the future. While none of our customers has terminated their arrangements with us in the past three Fiscals and the three months ended June 30, 2024, there can be no assurance that we will be able to maintain our existing volume of business with these key customers or that we will be able to offset any reduction of prices to these customers with reductions in our costs or by obtaining new customers. In the event of our failure to retain one or more of our key customers, it will have an adverse effect on our financial performance and result of operations.

Competition

As a solar module manufacturer in India, we compete with other Indian solar module manufacturers. For instance, our competitors may develop production technologies that enable them to produce solar cells and solar modules with higher conversion efficiencies at a lower cost than our current and proposed products. While we believe we are well-positioned to compete with these companies given our strategy of backward integration into wafers and ingots, while at the same time offering a complete range of solar cells and solar modules across India and increasingly in international markets, competition in the solar manufacturing industry is likely to further intensify in view of the favorable regulatory impetus. We may also need to evolve our offerings from time to time and to this end, we are moving towards the production of solar cells with TOPCon technology, a process that uses n-type cells capable of reaching efficiencies between 24.5% to 25.2%. (Source: F&S Report) We are committed to maintaining our production at the forefront of solar technology and continuing to meet the markets developing needs by enhancing the efficiency and performance of our solar cells. Within Fiscal 2025, we plan to commission a new 1,000 MW capacity production line for TOPCon solar cells in Unit II.

With over 29 years of operating history in the solar energy space and the quality of our products, our product development capability and our range of solar cells and solar modules, we aim to compete effectively with our industry peers. For further information on the competition we face in the markets in which we operate, see "Risk Factors - We face intense competition in our markets, and we may lack sufficientfinancial or other resources to maintain or improve our competitive position" and "Industry Overview" on pages 48 and 180, respectively.

Increased competition will likely impact pricing of our products, margins and our market share in India and for export sales from India.

MATERIAL ACCOUNTING POLICIES

The restated consolidated financial information of the Group and its associates comprise the restated consolidated statement of assets and liabilities as at June 30, 2023, June 30, 2024, March 31, 2022, March 31, 2023 and March 31, 2024, the restated consolidated statements of profit and loss (including other comprehensive income), the restated consolidated statements of changes in equity and the restated consolidated statements of cash flows for the three months ended June 30, 2023 and 2024, and March 31, 2022, 2023 and 2024 and the summary of material accounting policies and explanatory notes (collectively, the "Restated Consolidated Financial Information").

The Restated Consolidated Financial Information has been prepared by the management of the Group for the purpose of inclusion in the Red Herring Prospectus (the "DRHP") to be filed with the Securities and Exchange Board of India, National Stock Exchange of India Limited and BSE Limited in connection with its proposed Initial Public Offer of equity shares ("IPO") prepared in terms of the requirements of:

a) Section 26 of Part I of Chapter III of the Companies Act, 2013, as amended (the "Act");

b) The Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018 as amended; and

c) The Guidance Note on Reports in Company Prospectuses (Revised 2019) issued by the Institute of Chartered Accountants of India (ICAI) as amended.

The Restated Consolidated Financial Information has been compiled from:

a) the audited consolidated interim financial statements of the Group and its associates as at and for the three months ended June 30, 2023 and 2024 prepared in accordance with recognition and measurement principles of Indian Accounting Standard (Ind AS) 34 "Interim Financial Reporting", specified under section 133 of the Act and other accounting principles generally accepted in India (the "Special Purpose Consolidated Interim Ind AS Financial Statements"), which have been approved by the Board of Directors at their meeting held on August 7, 2024.

b) the audited consolidated financial statements of the Group and its associates as at and for the years ended March 31, 2022, March 31, 2023 and March 31, 2024 prepared in accordance with the Ind AS specified under Section 133 of the Act read with the Companies (Indian Accounting Standards) Rules 2015, as amended, and other accounting principles generally accepted in India, which have been approved by the Board of Directors at their meeting held on December 22, 2022, September 29, 2023 and June 22, 2024, respectively.

The accounting policies have been consistently applied by the Group in preparation of the Restated Consolidated Financial Information and are consistent with those adopted in the preparation of Special Purpose Consolidated Interim Ind AS Financial Statements.

The Restated Consolidated Financial Information:

a) has been prepared after incorporating adjustments for the changes in accounting policies, material errors and regrouping/reclassifications retrospectively in the three month period ended June 30, 2023 and in the financial years ended March 31, 2022, March 31, 2023 and March 31, 2024, to reflect the same accounting treatment as per the accounting policies and grouping/classifications followed as at and for the three months ended June 30, 2024;

b) does not require any adjustment for modification as there is no modification in the underlying audit report. There is an item relating to emphasis of matter (refer to subsequent paragraph), which does not require any adjustment to the Restated Consolidated Financial Information.

All amounts have been presented in millions unless otherwise stated. Items included in the financial statements of the Group are measured using the currency of the primary economic environment in which the Group operates (i.e. the "functional currency"). The Restated Consolidated Financial Information is presented in Indian Rupee, the national currency of India, which is the functional currency of the Company.

Principles of Consolidation

Subsidiary

The Restated Consolidated Financial Information comprises the financial statements of the Company and its subsidiaries for the three months ended June 30, 2023 and June 30, 2024 and for the years ended March 31, 2022, March 31, 2023 and March 31, 2024.

Control is achieved when the Group is exposed, or has rights, to variable returns from its involvement with the investee and has the ability to affect those returns through its power over the investee. Specifically, the Group controls an investee if and only if the Group has:

• power over the investee (i.e., existing rights that give it the current ability to direct the relevant activities of the investee);

• exposure, or rights, to variable returns from its involvement with the investee; and

• the ability to use its power over the investee to affect its returns.

Generally, there is a presumption that a majority of voting rights result in control. To support this presumption and when the Group has less than a majority of the voting or similar rights of an investee, the Group considers all relevant facts and circumstances in assessing whether it has power over an investee, including:

• the contractual arrangement with the other vote holders of the investee;

• rights arising from other contractual arrangements; and

• the Groups voting rights and potential voting rights.

Consolidation of a subsidiary begins when the Group obtains control over the subsidiary and ceases when the Group loses control over the subsidiary. Any gain/loss on acquisition or disposal of a subsidiary are included in profit or loss from the date the Group gains control until the date when the Group ceases to control the subsidiary.

The Group combines the restated financial statements of the parent and its subsidiary line by line adding together like items of assets, liabilities, equity, income and expenses. Intercompany transactions, balances and unrealized gains on transactions between Group companies are eliminated. Unrealized losses are also eliminated unless the transaction provides evidence of an impairment of the transferred asset. Accounting policies of subsidiaries have been changed where necessary to ensure consistency with the policies adopted by the Group.

Non-controlling interests in subsidiaries are identified separately from the Groups equity therein. Non-controlling interests that are present ownership interests and entitle their holders to a proportionate share of the entitys net assets in the event of liquidation may be initially measured either at fair value or at the non-controlling interests proportionate share of the recognized amounts of the acquirees identifiable net assets. The choice of measurement basis is made on a transaction-by-transaction basis. Other types of non-controlling interests are measured at fair value or, when applicable, on the basis specified in another Ind AS.

Changes in the Groups interests in subsidiaries that do not result in a loss of control are accounted for as equity transactions. The carrying amount of the Groups interests and the non-controlling interests are adjusted to reflect the changes in their relative interests in the subsidiaries. Any difference between the amount by which the noncontrolling interests are adjusted and the fair value of the consideration paid or received is recognized directly in equity and attributed to the owners of the Group.

When the Group loses control of a subsidiary, the gain or loss on disposal recognized in profit or loss is calculated as the difference between (i) the aggregate of the fair value of the consideration received and the fair value of any retained interest and (ii) the previous carrying amount of the assets (including goodwill), less liabilities of the subsidiary and any non-controlling interests. All amounts previously recognized in other comprehensive income in relation to that subsidiary are accounted for as if the Group had directly disposed of the related assets or liabilities of the subsidiary (i.e., reclassified to profit or loss or transferred to another category of equity as required/permitted by applicable Ind AS). The fair value of any investment retained in the former subsidiary at the date when control is lost is regarded as the fair value on initial recognition for subsequent accounting under Ind AS 109 when applicable, or the cost of initial recognition of an investment in an associate or a joint venture.

Associates

Investment in entities in which there exists significant influence but not a controlling interest are accounted for under the equity method i.e., the investment is initially recorded at cost, identifying any goodwill/capital reserve arising at the time of acquisition, as the case may be, which will be inherent in investment. The carrying amount of the investment is adjusted thereafter for the post-acquisition change in the share of net assets of the investee, adjusted where necessary to ensure consistency with the accounting policies of the Group. The restated statement of profit and loss includes the Groups share of the results of the operations of the investee.

Basis of Measurement

The Restated Consolidated Financial Information has been prepared on accrual and going concern basis under the historical cost convention except for certain class of financial assets/ liabilities and share based payments that are measured at fair value as required by relevant Ind AS.

(i) Certain financial assets and liabilities measured at fair value (refer to the accounting policy on financial instruments);

(ii) Asset classified as held for sale

All assets and liabilities have been classified as current or non-current as per the Groups operating cycle and other criteria set out in the Schedule III to the Companies Act, 2013. Based on the nature of services and the time between the rendering of service and their realization in cash and cash equivalents, the Company has ascertained its operating cycle as twelve months for the purpose of current and non-current classification of assets and liabilities:

An asset is treated as current when it is:

• Expected to be realized or intended to be sold or consumed in the normal operating cycle;

• Held primarily for the purpose of trading;

• Expected to be realized within 12 months after the reporting period; or

• Cash or cash equivalent unless restricted from being exchanged or used to settle a liability for at least 12 months after the reporting period.

All other assets are classified as non-current.

A liability is current when:

• It is expected to be settled in the normal operating cycle;

• It is held primarily for the purpose of trading;

• It is due to be settled within 12 months after the reporting period; or

• There is no unconditional right to defer the settlement of the liability for at least 12 months after the reporting period.

The Group classifies all other liabilities as non-current.

Use of estimates

In preparing these financial statements, our management has made judgements, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets, liabilities, income and expenses. Actual results may differ from these estimates.

Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognized prospectively.

Critical estimates and judgements

Information about critical judgments in applying accounting policies, as well as estimates and assumptions that have the most significant effect to the carrying amounts of assets and liabilities within the next financial year, are included below:

(i) Share-based payments

Estimating fair value for share-based payment transactions requires determination of the most appropriate valuation model, which is dependent on the terms and conditions of the grant. This estimation requires determination of the most appropriate inputs to the valuation model including the expected life of the share option, volatility and dividend yield and making assumptions about them. The Black Scholes valuation model has been used by the management for share based payment transactions. The assumptions and models used for estimating fair value for share-based payment transactions are disclosed in Note 37 to the Restated Consolidated Financial Information.

(ii) Taxation

Deferred tax, subject to the consideration of prudence, is recognized on temporary differences between the taxable income and accounting income that originate in one period and are capable of reversal in one or more subsequent periods. Deferred tax assets are recognized to the extent that there is reasonable certainty that sufficient future tax income will be available against which such deferred tax assets can be realized.

(iii) Defined employee benefit plans (Gratuity)

The cost of the defined benefit gratuity plan and the present value of the gratuity obligation are determined using actuarial valuations. An actuarial valuation involves making various assumptions that may differ from actual developments in the future. These include the determination of the discount rate, future salary increases and mortality rates. Due to the complexities involved in the valuation and its long-term nature, a defined benefit obligation is highly sensitive to changes in these assumptions. All assumptions are reviewed at each reporting date.

The parameter most subject to change is the discount rate. In determining the appropriate discount rate for plans operated in India, the management considers the interest rates of government bonds in currencies consistent with the currencies of the post-employment benefit obligation. The mortality rate is based on publicly available mortality tables for the specific countries. Those mortality tables tend to change only at interval in response to demographic changes. Future salary increases and gratuity increases are based on expected future inflation rates for the respective countries.

(iv) Fair value measurement of financial instruments

When the fair values of financial assets and financial liabilities recorded in the balance sheet cannot be measured based on quoted prices in active markets, their fair value is measured using valuation techniques including the Discounted Cash Flow ("DCF") model. The inputs to these models are taken from observable markets where possible, but where this is not feasible, a degree of judgement is required in establishing fair values. Judgements include considerations of inputs such as liquidity risk, credit risk and volatility. Changes in assumptions about these factors could affect the reported fair value of financial instruments.

(v) Depreciation on property, plant and equipment

Depreciation on property, plant and equipment is calculated on a straight-line basis using the rates arrived at based on the useful lives and residual values of all its property, plant and equipment estimated by the management. The management believes that depreciation rates currently used fairly reflect its estimate of the useful lives and residual values of property, plant and equipment, though these rates in certain cases are different from lives prescribed under Schedule II of the Companies Act, 2013.

(vi) Impairment of investments

The Group reviews its carrying value of investments annually, or more frequently when there is an indication for impairment. If the recoverable amount is less than its carrying amount, the impairment loss is accounted for.

(vii) Expected credit losses

The Group makes provision for doubtful receivables based on a provision matrix which takes into account historical credit loss experience and adjusted for forward looking information. The expected credit loss allowance is based on the ageing of the days the receivables are due and the rates as per the provision matrix.

(viii) Inventories

Inventories are stated at the lower of cost and net realizable value. In estimating the net realizable value of inventories, the Group makes an estimate of future selling prices and costs necessary to make the sale.

Summary of material accounting policies Business combinations and goodwill

Business combinations are accounted for using the acquisition method. The cost of an acquisition is measured as the aggregate of the consideration transferred measured at acquisition date fair value and the amount of any noncontrolling interests in the acquiree. For each business combination, the Group elects whether to measure the noncontrolling interests in the acquiree at fair value or at the proportionate share of the acquirees identifiable net assets. Acquisition-related costs are expensed as incurred.

At the acquisition date, the identifiable assets acquired and the liabilities assumed are recognized at their acquisition date fair values. For this purpose, the liabilities assumed include contingent liabilities representing present obligation and they are measured at their acquisition fair values irrespective of the fact that outflow of resources embodying economic benefits is not probable.

Goodwill is initially measured at cost, being the excess of the aggregate of the consideration transferred and the amount recognized for non-controlling interests, and any previous interest held, over the net identifiable assets acquired and liabilities assumed. If the fair value of the net assets acquired is in excess of the aggregate consideration transferred, the Group re-assesses whether it has correctly identified all of the assets acquired and all of the liabilities assumed and reviews the procedures used to measure the amounts to be recognized at the acquisition date.

After initial recognition, goodwill is measured at cost less any accumulated impairment losses. For the purpose of impairment testing, goodwill acquired in a business combination is, from the acquisition date, allocated to each of the Groups cash-generating units that are expected to benefit from the combination, irrespective of whether other assets or liabilities of the acquiree are assigned to those units.

A cash generating unit to which goodwill has been allocated is tested for impairment annually, or more frequently when there is an indication that the unit may be impaired. If the recoverable amount of the cash generating unit is less than its carrying amount, the impairment loss is allocated first to reduce the carrying amount of any goodwill allocated to the unit and then to the other assets of the unit pro rata based on the carrying amount of each asset in the unit. Any impairment loss for goodwill is recognized in the restated consolidated statement of profit and loss. An impairment loss recognized for goodwill is not reversed in subsequent periods. Where goodwill has been allocated to a cash-generating unit and part of the operation within that unit is disposed of, the goodwill associated with the disposed operation is included in the carrying amount of the operation when determining the gain or loss on disposal. Goodwill disposed in these circumstances is measured based on the relative values of the disposed operation and the portion of the cash generating unit retained.

If an item in the financial statements of a company are treated differently pursuant to an order made by a court or tribunal, as compared to the treatment required by the relevant accounting standards, the accounting treatment of a transaction as required by the order of the court or tribunal (or other similar authority) overrides the accounting treatment that would otherwise be required to be followed in respect of the transaction and it is mandatory for the company concerned to follow the treatment as per the order of the court or tribunal and accordingly, net gain/loss on transfer of assets pertaining demerged business of subsidiary was adjusted against retained earnings of the company and similar accounting treatment is considered by the Group for the purpose of consolidation.

Foreign currency transactions and balances:

Transactions in foreign currencies are initially recorded by the Group at its functional currency spot rates at the date the transaction first qualifies for recognition. However, for practical reasons, the group uses an average rate if the average approximates the actual rate at the date of the transaction.

Monetary assets and liabilities denominated in foreign currency are translated into the functional currency at the exchange rate at the reporting date. Non-monetary assets and liabilities that are measured at the fair value in a foreign currency are translated into the functional currency at the exchange rate when the fair value was determined. Non-monetary assets and liabilities that are measured based on historical cost in a foreign currency are translated at the exchange rate at the date of transaction.

Fair value measurement:

The Group measures financial instruments, such as, derivatives at fair value at each balance sheet date.

Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The fair value measurement is based on the presumption that the transaction to sell the asset or transfer the liability takes place either:

• In the principal market for the asset or liability, or

• In the absence of a principal market, in the most advantageous market for the asset or liability The principal or the most advantageous market must be accessible by the Group.

The fair value of an asset or a liability is measured using the assumptions that market participants would use when pricing the asset or liability, assuming that market participants act in their economic best interest. A fair value measurement of a non-financial asset takes into account a market participants ability to generate economic benefits by using the asset in its highest and best use or by selling it to another market participant that would use the asset in its highest and best use.

The Group uses valuation techniques that are appropriate in the circumstances and for which sufficient data are available to measure fair value, maximizing the use of relevant observable inputs and minimizing the use of unobservable inputs. All assets and liabilities for which fair value is measured or disclosed in the financial statements are categorized within the fair value hierarchy, described as follows, based on the lowest level input that is significant to the fair value measurement as a whole:

• Level 1: Quoted (unadjusted) market prices in active markets for identical assets or liabilities;

• Level 2: Valuation techniques for which the lowest level input that is significant to the fair value measurement is directly or indirectly observable;

• Level 3: Valuation techniques for which the lowest level input that is significant to the fair value measurement is unobservable.

For assets and liabilities that are recognized in the financial statements on a recurring basis, the Group determines whether transfers have occurred between levels in the hierarchy by re-assessing the categorization (based on the lowest level input that is significant to the fair value measurement as a whole) at the end of each reporting period.

In estimating the fair value of an asset or a liability, the Group uses market observable data to the extent it is available. Where level 1 inputs are not available, the Group engages third party qualified valuers to perform the valuation. Any change in the fair value of each asset and liability is also compared with relevant external sources to determine whether the change is reasonable.

For the purpose of fair value disclosures, the Group has determined classes of assets and liabilities on the basis of the nature, characteristics and risks of the asset or liability and the level of the fair value hierarchy as explained above.

Financial Instruments

A financial instrument is any contract that gives rise to a financial asset of one entity and a financial liability or equity instrument of another entity.

Financial assets

Initial recognition and measurement

All financial assets are recognized initially at fair value plus, in the case of financial assets not recorded at fair value through profit or loss, transaction costs that are attributable to the acquisition of the financial asset. However, trade receivables that do not contain a significant financing component are measured at transaction price.

Subsequent measurement

For purposes of subsequent measurement, a ‘financial asset is measured at the amortized cost if both the following conditions are met:

a) The asset is held within a business model whose objective is to hold assets for collecting contractual cash flows, and

b) Contractual terms of the asset give rise on specified dates to cash flows that are solely payments of principal and interest ("SPPI") on the principal amount outstanding.

After initial measurement, such financial assets are subsequently measured at amortized cost using the effective interest rate ("EIR") method. Amortized cost is calculated by taking into account any discount or premium on acquisition and fees or costs that are an integral part of the EIR. The EIR amortization is included in finance income in the restated consolidated statement of profit and loss.

Derecognition

A financial asset (or, where applicable, a part of a financial asset or part of a group of similar financial assets) is primarily derecognized (that is, removed from the Groups balance sheet) when:

a) the rights to receive cash flows from the asset have expired, or

b) the Group has transferred its rights to receive cash flows from the asset or has assumed an obligation to pay the received cash flows in full without material delay to a third party under a ‘pass-through arrangement; and either:

(i) the Group has transferred substantially all the risks and rewards of the asset, or

(ii) the Group has neither transferred nor retained substantially all the risks and rewards of the asset, but has transferred control of the asset

When the Group has transferred its rights to receive cash flows from an asset or has entered into a pass-through arrangement, it evaluates if and to what extent it has retained the risks and rewards of ownership. When it has neither transferred nor retained substantially all of the risks and rewards of the asset, nor transferred control of the asset, the Group continues to recognize the transferred asset to the extent of the Groups continuing involvement. In that case, the Group also recognizes an associated liability. The transferred asset and the associated liability are measured on a basis that reflects the rights and obligations that the Group has retained.

Impairment of financial assets

In accordance with Ind AS 109, the Group applies the expected credit loss ("ECL") model for measurement and recognition of impairment loss on the following financial assets and credit risk exposure:

a) Financial assets that are debt instruments and are measured at amortized cost, for example, loans, deposits and bank balances.

b) Trade receivables that result from transactions that are within the scope of Ind AS 115.

The Group follows ‘simplified approach for recognition of impairment loss. The application of simplified approach does not require the Group to track changes in credit risk. Rather, it recognizes impairment loss allowance based on lifetime ECLs at each reporting date, right from its initial recognition. For recognition of impairment loss on other financial assets and risk exposure, the Group determines that whether there has been a significant increase in the credit risk since initial recognition.

If credit risk has not increased significantly, 12-month ECL is used to provide for impairment loss. However, if credit risk has increased significantly, lifetime ECL is used. If, in a subsequent period, credit quality of the instrument improves such that there is no longer a significant increase in credit risk since initial recognition, then the entity reverts to recognizing impairment loss allowance based on 12-month ECL.

Lifetime ECL are the expected credit losses resulting from all possible default events over the expected life of a financial instrument. The 12-month ECL is a portion of the lifetime ECL which results from default events that are possible within 12 months after the reporting date.

ECL is the difference between all contractual cash flows that are due to the Group in accordance with the contract and all the cash flows that the entity expects to receive (that is, all cash shortfalls), discounted at the original effective interest rate. When estimating the cash flows, an entity is required to consider:

• All contractual terms of the financial instrument (including prepayment, extension and similar options) over the expected life of the financial instrument. However, in rare cases when the expected life of the financial instrument cannot be estimated reliably, then the entity is required to use the remaining contractual term of the financial instrument.

• Cash flows from the sale of collateral held or other credit enhancements that are integral to the contractual terms.

As a practical expedient, the Group uses a provision matrix to determine impairment loss allowance on portfolio of its trade receivables. The provision matrix is based on its historically observed default rates over the expected life of the trade receivables and is adjusted for forward-looking estimates. At every reporting date, the historical observed default rates are updated and changes in the forward-looking estimates are analyzed.

Investments in equity shares and preference shares of subsidiaries and associates

The Group accounts for its investments in equity shares of subsidiaries and associates at cost less accumulated impairment losses (if any) in its consolidated financial statements. Investment in preference shares of subsidiaries, associates and joint ventures are also accounted at cost less accumulated impairment losses if the issuer classifies these instruments as equity instruments.

Investments in other entities

All other investments are measured at fair value, with value changes recognized in the statement of consolidated profit and loss, except for those investments for which the Group has elected to present the value changes in "other comprehensive income". However, dividend on such equity investments are recognized in the statement of consolidated profit and loss when the Groups right to receive payment is established.

Financial liabilities

Initial recognition and measurement

Financial liabilities are classified, at initial recognition, as financial liabilities at fair value through profit or loss ("FVTPL"), loans and borrowings, payables, or as derivatives designated as hedging instruments in an effective hedge, as appropriate.

All financial liabilities are recognized initially at fair value and, in the case of loans and borrowings and payables, net of directly attributable transaction costs.

The Groups financial liabilities include trade and other payables, loans and borrowings including bank overdrafts, financial guarantee contracts and derivative financial instruments.

Subsequent measurement

The measurement of financial liabilities depends on their classification, as described below.

Financial liabilities at fair value through profit or loss

Financial liabilities at fair value through profit or loss include financial liabilities designated upon initial recognition as at fair value through profit or loss.

Financial liabilities designated upon initial recognition at fair value through profit or loss are designated as such at the initial date of recognition, and only if the criteria in Ind AS 109 are satisfied. For liabilities designated as FVTPL, fair value gains / losses attributable to changes in own credit risk are recognized in other comprehensive income ("OCI"). These gains / losses are not subsequently transferred to the restated consolidated statement of profit and loss. However, the Group may transfer the cumulative gain or loss within equity. All other changes in fair value of such liability are recognized in the restated consolidated statement of profit and loss. The Group has not designated any financial liability as at fair value through profit and loss.

Loans and borrowings

After initial recognition, interest-bearing loans and borrowings are subsequently measured at amortized cost using the EIR method. Gains and losses are recognized in restated consolidated statement of profit and loss when the liabilities are derecognized as well as through the EIR amortization process.

Amortized cost is calculated by taking into account any discount or premium on acquisition and fees or costs that are an integral part of the EIR. The EIR amortization is included as finance costs in the restated consolidated statement of profit and loss.

The Group enters into arrangements whereby banks and financial institutions make direct payments to suppliers for raw materials and project materials. The banks and financial institutions are subsequently repaid by the Group at a later date providing working capital timing benefits. These are normally settled within 12 months. The

economic substance of the transaction is determined to be financing in nature and these are recognized as current borrowings. Interest expense on these are recognized in the finance cost. Payments made by banks and financial institutions to the suppliers are treated as borrowings and settlement of dues to suppliers by the Group is treated as an operating cash outflow reflecting the substance of the payment. Previous year numbers have been reclassified as necessary.

Derecognition

A financial liability is derecognized when the obligation under the liability is discharged or cancelled or expires. An exchange with a lender of debt instruments with substantially different terms is accounted for as an extinguishment of the original financial liability and the recognition of a new financial liability.

Similarly, a substantial modification of the terms of an existing financial liability is accounted for as an extinguishment of the original financial liability and the recognition of a new financial liability. The difference between the carrying amount of the financial liability derecognized and the consideration paid and payable is recognized in the restated consolidated statement of profit and loss.

Reclassification of financial assets

The Group determines classification of financial assets and liabilities on initial recognition. After initial recognition, no reclassification is made for financial assets which are equity instruments and financial liabilities. For financial assets which are debt instruments, a reclassification is made only if there is a change in the business model for managing those assets. Changes to the business model are expected to be infrequent. The Groups senior management determines change in the business model as a result of external or internal changes which are significant to the Groups operations. Such changes are evident to external parties. A change in the business model occurs when the Group either begins or ceases to perform an activity that is significant to its operations. If the Group reclassifies financial assets, it applies the reclassification prospectively from the reclassification date which is the first day of the immediately next reporting period following the change in business model. The Group does not restate any previously recognized gains, losses (including impairment gains or losses) or interest.

Offsetting of financial instruments

Financial assets and financial liabilities are offset, and the net amount is reported in the balance sheet if there is a currently enforceable legal right to offset the recognized amounts and there is an intention to settle on a net basis, to realize the assets and settle the liabilities simultaneously.

Derivative instruments

The Group uses derivative financial instruments, such as forward currency contracts to hedge its foreign currency risks. Such derivative financial instruments are initially recognized at fair value on the date on which a derivative contract is entered into and are subsequently re-measured at fair value. Derivatives are carried as financial assets when the fair value is positive and as financial liabilities when the fair value is negative. Any gains or losses arising from changes in the fair value of derivatives are taken directly to consolidated statement of profit and loss.

Changes in the fair value of derivative contracts that economically hedge monetary assets and liabilities in foreign currencies, and for which no hedge accounting is applied, are recognized in the statement of profit and loss. The changes in fair value of such derivative contracts, as well as the foreign exchange gains and losses relating to the monetary items, are recognized in the restated consolidated statement of profit and loss.

Property, plant and equipment

(i) Recognition and measurement

Items of property, plant and equipment and investment property are measured at cost which includes capitalized borrowing cost less accumulated depreciation and accumulated impairment losses if any, except for freehold land, which is carried at historical cost.

Cost of an item of property, plant and equipment comprises its purchase price, including import duties and nonrefundable purchase taxes, after deducting trade discounts and rebates, any directly attributable cost of bringing the item to its working condition for its intended use and estimated costs of dismantling and removing the item and restoring the site on which it is located.

(ii) Subsequent expenditure

Subsequent expenditure relating to property, plant and equipment is capitalized only when it is probable that future economic benefits associated with the expenditure will flow to the Group and the cost of the item can be measured reliably. All other expenses on existing fixed assets, including day-to-day repair and maintenance expenditure and cost of replacing parts, are charged to the restated consolidated statement of profit and loss for the period during which such expenses are incurred.

(iii) Depreciation

(a) Assets such as freehold land are not depreciated.

(b) Other property, plant and equipment are stated at cost less accumulated depreciation and any provision for impairment. Depreciation commences when the assets are ready for their intended use. Depreciation is calculated on the depreciable amount, which is the cost of an asset less its residual value using the straight line method and recognised in Restated Consolidated Statement of Profit and Loss. Depreciation is provided on the straight-line method as per the useful life prescribed in Schedule II to the Companies Act, 2013 except in respect of following categories of asset in whose case the life of certain assets has been assessed based on technical advice taking into account the nature of the asset, the estimated usage of the asset, the operating condition of the asset, past history of replacement, maintenance support etc.

Category of assets	Useful life estimated by the management
Plant and equipment	4 to 25 years
Computers	2 to 5 years
Furniture and fixtures	2 to 10 years
Vehicles	3 to 10 years

The estimated useful lives, residual values and depreciation method are reviewed at the end of each reporting period, with the effect of any changes in estimate accounted for on a prospective basis.

(iv) Gain and loss on disposal of item of property, plant and equipment

Gains and losses on disposal of an item of property, plant and equipment are determined by comparing the proceeds from disposal with the carrying amount of property, plant and equipment, and are recognized net within other income/other expenses in restated consolidated statement of profit and loss. An item of property, plant and equipment and any significant part initially recognized is derecognized upon disposal or when no future economic benefits are expected from its use or disposal. Any gain or loss arising on derecognition of the asset (calculated as the difference between the net disposal proceeds and the carrying amount of the asset) is included in the restated consolidated statement of profit and loss, when the asset is derecognized.

(v) Residual values

The residual values, useful lives and methods of depreciation of property, plant and equipment are reviewed at each financial year end and adjusted prospectively, if appropriate.

Investment Property

Investment properties held to earn rentals or for capital appreciation or both are stated in the restated consolidated balance sheet at cost, less any subsequent accumulated depreciation and subsequent accumulated impairment losses. Subsequent expenditure on major maintenance or repairs includes the cost of the replacement of parts of assets. Where an asset or part of an asset is replaced and it is probable that future economic benefits associated with the item will be available to the Group, the expenditure is capitalized and the carrying amount of the item replaced is derecognized. All other repairs and maintenance costs are recognized in the restated consolidated statement of profit and loss.

Depreciation is charged on a straight-line basis over their estimated useful lives. Any gain or loss on disposal of investment property is determined as the difference between net disposal proceeds and the carrying amount of the property and is recognized in the restated consolidated statement of profit and loss. Transfer to, or from, investment property is at the carrying amount of the property.

Intangible assets

(i) Recognition and measurement

Costs relating to software, which is acquired, are capitalized and amortized on a straight-line basis over their estimated useful lives in line with Companies Act, 2013.

(ii) Subsequent expenditure

Subsequent expenditure is capitalized only when it increases future economic benefits embodied in the specific asset to which it relates. All other expenditure are charged to the restated consolidated statement of profit and loss for the period during which such expenses are incurred.

(iii) Useful life and residual values are reviewed at the end of each financial year.

Inventories

Inventories are valued at lower of cost and net realizable value. Raw Materials and other items held for use in the production of inventories are not written down below cost if the finished products in which they will be incorporated are expected to be sold at or above cost. Cost includes cost of purchase and other costs incurred in bringing the inventories to their present location and condition.

Finished goods includes cost of direct materials and labor and a proportion of manufacturing overheads based on the normal operating capacity but excluding borrowing costs.

Work-in-progress and finished goods are valued at lower of cost and net realizable value. Cost includes direct materials and labor and a proportion of manufacturing overheads based on normal operating capacity. Cost of finished goods includes excise duty.

Stores and spares are valued at the lower of cost and net realizable value.

Net realizable value is the estimated selling price in the ordinary course of business, less estimated costs of completion and estimated costs necessary to make the sale.

Impairment of non-financial assets

The Group assesses, at each reporting date, whether there is an indication that an asset may be impaired. If any indication exists, or when annual impairment testing for an asset is required, the Group estimates the assets recoverable amount. An assets recoverable amount is the higher of an assets or cash-generating units ("CGU") fair value less costs of disposal and its value in use. Recoverable amount is determined for an individual asset, unless the asset does not generate cash inflows that are largely independent of those from other assets or groups of assets. When the carrying amount of an asset or CGU exceeds its recoverable amount, the asset is considered impaired and is written down to its recoverable amount.

In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset. In determining fair value less costs of disposal, recent market transactions are taken into account. If no such transactions can be identified, an appropriate valuation model is used. These calculations are corroborated by valuation multiples, quoted share prices for publicly traded companies or other available fair value indicators.

Impairment losses, including impairment on inventories, are recognized in the restated consolidated statement of profit and loss. An assessment is made at each reporting date to determine whether there is an indication that previously recognized impairment losses no longer exist or have decreased. If such indication exists, the Group estimates the assets or CGUs recoverable amount. A previously recognized impairment loss is reversed only if there has been a change in the assumptions used to determine the assets recoverable amount since the last impairment loss was recognized. The reversal is limited so that the carrying amount of the asset does not exceed its recoverable amount, nor exceed the carrying amount that would have been determined, net of depreciation, had no impairment loss been recognized for the asset in prior periods/ years. Such reversal is recognized in the restated consolidated statement of profit and loss unless the asset is carried at a revalued amount, in which case, the reversal is treated as a revaluation increase.

Employee benefits

(i) Short term employee benefits

Employee benefits payable wholly within 12 months of receiving services are classified as short-term employee benefits. These benefits include salary and wages, bonus and ex-gratia. The undiscounted amount of short-term employee benefits to be paid in exchange for employee services is recognized as an expense as the related service is rendered by the employees.

(ii) Defined contribution plans

A defined contribution plan is a post-employment benefit plan under which an entity pays specified contributions to a separate entity and has no obligation to pay any further amounts. The Group makes specified obligations towards an employee provident fund and employee state insurance to a Government administered provident fund scheme and ESI scheme which is a defined contribution plan. The groups contributions are recognized as an expense in the restated consolidated statement of profit and loss during the period in which the employee renders the related service.

(iii) Defined benefit plans

The Groups gratuity benefit scheme is a defined benefit plan. The Groups net obligation in respect of a defined benefit plan is calculated by estimating the amount of future benefit that employees have earned and returned for services in the current and prior periods; that benefit is discounted to determine its present value. The calculation of the Groups obligation under the plan is performed periodically by a qualified actuary using the projected unit credit method.

The discount rates used for determining the present value of the obligation under a defined benefit plan are based on the market yields on Government securities as at the consolidated balance sheet date. The Groups gratuity scheme is administered by Life Insurance Corporation of India.

When the benefits of the plan are changed or when a plan is curtailed, the resulting change in the benefit that related to past service (‘past service cost or ‘past service gain) or the gain or loss on curtailment is recognized immediately in the restated consolidated statement of profit and loss. The Group recognizes gains or losses on the settlement of a defined benefit plan when the settlement occurs.

Remeasurements, comprising actuarial gains and losses, the effect of the asset ceiling, excluding amounts included in net interest on the net defined benefit liability and the return on plan assets (excluding amounts included in net interest on the net defined benefit liability), are recognized immediately in the balance sheet with a corresponding debit or credit to retained earnings through OCI in the period in which they occur. Remeasurements are not reclassified in the restated consolidated statement of profit and loss in subsequent periods.

(iv) Compensated absences

The employees can carry-forward a portion of the unutilized accrued compensated absences and utilize in future service periods or receive cash compensation on termination of employment. Since the employee has an unconditional right to avail the leave, the benefit is classified as a short-term employee benefit. The Group records an obligation for such compensated absences in the period in which the employee renders the services that increase this entitlement. The obligation is measured on the basis of independent actuarial valuation using the projected unit credit method.

Provisions, Contingent Liabilities, Contingent Assets and Commitments

Provisions are recognized when the Company has a present obligation (legal or constructive) as a result of a past event, it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and a reliable estimate can be made of the amount of the obligation. When the Group expects some or all of a provision to be reimbursed, for example, under an insurance contract, the reimbursement is recognized as a separate asset, but only when the reimbursement is virtually certain. The expense relating to a provision is presented in the restated consolidated statement of profit and loss net of any reimbursement.

If the effect of the time value of money is material, provisions are discounted using a current pre-tax rate that reflects, when appropriate, the risks specific to the liability. When discounting is used, the increase in the provision due to the passage of time is recognized as a finance cost.

Contingent liabilities are disclosed in respect of possible obligations that arise from past events, but their existence is confirmed by the occurrence or non-occurrence of one or more uncertain future events not wholly within the control of the Group.

A contingent asset is a possible asset that arises from past events and whose existence will be confirmed only by the occurrence or non-occurrence of one or more uncertain future events not wholly within the control of the entity. Contingent assets are not recognized until the realization of the income is virtually certain.

Warranty

Provision is estimated for an expected warranty claim in respect of products sold during the year based on past

experience regarding the defective claim of products and cost of rectification or replacement. It is expected that most of this cost will be incurred over the next 12 months which is as per warranty terms.

Share based payments

Employees of the Group receive remuneration in the form of share-based payments, whereby employees render services as consideration for equity instruments.

Equity settled transactions

The cost of equity-settled transactions is determined by the fair value at the date when the grant is made using the Black Scholes valuation model.

That cost is recognized, together with a corresponding increase in share-based payment reserves in equity, over the period in which the performance and/or service conditions are fulfilled in employee benefits expense. The cumulative expense recognized for equity-settled transactions at each reporting date until the vesting date reflects the extent to which the vesting period has expired and the Groups best estimate of the number of equity instruments that will ultimately vest. The statement of profit and loss expense or credit for a period represents the movement in cumulative expense recognized as at the beginning and end of that period and is recognized in employee benefits expense.

Service and non-market performance conditions are not taken into account when determining the grant date fair value of awards, but the likelihood of the conditions being met is assessed as part of the Companys best estimate of the number of equity instruments that will ultimately vest. Market performance conditions are reflected within the grant date fair value.

Cash and cash equivalents

Cash and cash equivalents in the consolidated restated balance sheet comprise cash at banks and on hand and short-term deposits with an original maturity of three months or less, which are subject to an insignificant risk of changes in value.

Cash flow statement

Consolidated cash flows are reported using the indirect method, whereby net profit before tax is adjusted for the effects of transactions of a non-cash nature and any deferrals or accruals of past or future cash receipts or payments. The consolidated cash flows from operating, investing and financing activities of the Group are segregated.

Certain arrangements entered with financiers have been classified as borrowings by the Group. The Group presents cash outflows to settle the liability arising from financing activities in its statement of cash flows.

Revenue Recognition

Revenue from contracts with customers is recognized to the extent that it is probable that the economic benefits will flow to the Group and the revenue can be reliably measured, regardless of when the payment is being made. When a performance obligation is satisfied, the revenue is measured at the transaction price which is consideration received or receivable, net of returns and allowances, trade discounts and volume rebates after taking into account contractually defined terms of payment and excluding taxes or duties collected on behalf of the government.

When another party is involved in providing goods or services to a customer, the Group determines whether the nature of its promise is a performance obligation to provide the specified goods or services itself (i.e., the Group is a principal) or to arrange for the other party to provide those goods or services (i.e., the Group is an agent). When the Group considers itself as a principal and satisfies its performance obligation in a given arrangement, the Group recognizes revenue in the gross amount of consideration to which it expects to be entitled in exchange for those goods or services transferred. When the Group considers itself as an agent and satisfies its performance obligation in a given arrangement, the Group recognizes revenue in the amount of any fee or commission to which it expects to be entitled in exchange for arranging for the other party to provide its goods or services. The Groups fee or commission is the net amount of consideration that the Group retains after paying the other party the consideration received in exchange for the goods or services to be provided by that party. The Group derives revenues primarily from the sale of solar modules, solar cells, solar accessories and construction/project related activity.

The following is a summary of material accounting policies relating to revenue recognition.

Revenue from sale of goods

The Group recognizes revenue for the supply of goods to customers against orders received. The majority of contracts that the Group enters into relate to sales orders containing single performance obligations for the delivery of solar modules, solar cells, solar accessories and silicon wafers as per Ind AS 115. Product revenue is recognized when control of the goods is passed to the customer. The point at which control passes is determined based on the terms and conditions of each customer arrangement.

Revenue from sale of power is recognized net of cash discount, rebate, etc. when the power is supplied as it best depicts the value to the customer and complete satisfaction of performance obligation.

Revenue from construction / project-related activity

Contract revenue is recognized over time to the extent of performance obligation satisfied and control is transferred to the customer. Contract revenue is recognized at the allocable transaction price which represents the amount of consideration to which the group expects to be entitled in exchange for transferring good or service to a customer excluding amounts collected on behalf of a third party and is adjusted for variable considerations.

Contract balances

(i) Contract liabilities

A contract liability is the obligation to transfer goods or services to a customer for which the Group has received consideration (or the amount is due) from the customer. If a customer pays consideration before the Group transfers goods or services to the customer, a contract liability is recognized when the payment is made, or the payment is due (whichever is earlier). Contract liabilities are recognized as revenue when the Group performs under the contract.

(ii) Trade receivables

A receivable represents the Groups right to an amount of consideration that is unconditional (i .e., only the passage of time is required before payment of the consideration is due). However, trade receivables that do not contain a significant financing component are measured at transaction price.

(iii) Contract assets

A contract asset is the right to consideration in exchange for goods or services transferred to a customer. If the Group performs by transferring goods or services to a customer before the customer pays consideration or before payment is due, a contract asset is recognized for the earned consideration that is conditional.

Interest income

For all debt financial instruments measured either at amortized cost or at fair value through other comprehensive income, interest income is recorded using the EIR. EIR is the rate that exactly discounts the estimated future cash payments or receipts over the expected life of the financial instrument or a shorter period, where appropriate, to the gross carrying amount of the financial asset or to the amortized cost of a financial liability. Interest income is included in other income in the restated consolidated statement of profit and loss.

Dividends

Revenue is recognized when the Groups right to receive the payment is established, which is generally when shareholders approve the dividend.

Government grants

Government grants are recognized where there is reasonable assurance that the grant will be received, and all attached conditions will be complied with.

Government grants relating to income are deferred and recognized in the profit or loss over the period necessary to match them with the costs that they intend to compensate and are presented as other income.

Government grants relating to assets which are received subsequent to the purchase of assets are treated as deferred income under non-current liabilities and credited to restated consolidated statement of profit and loss on straightline basis over the expected remaining useful life of the related assets under other income. Grants received in the form of rebate or exemptions or deferment of certain duties at time of purchase of asset is presented as a reduction

to the carrying amount of the related asset. In case of non-monetary grant, the fair value of the non-monetary asset is assessed and both grant and asset are accounted for at that fair value.

Export incentives under various schemes are recognized as income when the right to receive such entitlements/ credit as per the terms of the respective schemes is established and where there is no significant uncertainty regarding the ultimate collection of the relevant export proceeds.

Leases

The Group evaluates if an arrangement qualifies to be a lease as per the requirements of Ind AS 116. Identification of a lease requires significant judgment. A contract is, or contains, a lease if the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration. The determination of whether an arrangement is (or contains) a lease is based on the substance of the arrangement at the inception of the lease. The arrangement is, or contains, a lease if fulfilment of the arrangement is dependent on the use of a specific asset or assets and the arrangement conveys a right to use the asset or assets, even if that right is not explicitly specified in an arrangement.

Group as a lessee

The Group assesses whether a contract contains a lease, at inception of a contract. A contract is, or contains, a lease if the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration. To assess whether a contract conveys the right to control the use of an identified asset, the Group assesses whether: (i) the contract involves the use of an identified asset (ii) the Group has substantially all of the economic benefits from use of the asset through the period of the lease and (iii) the Group has the right to direct the use of the asset. The Group uses significant judgement in assessing the lease term (including anticipated renewals) and the applicable discount rate. The determination of whether an arrangement is (or contains) a lease is based on the substance of the arrangement at the inception of the lease. The arrangement is, or contains, a lease if fulfilment of the arrangement is dependent on the use of a specific asset or assets and the arrangement conveys a right to use the asset or assets, even if that right is not explicitly specified in an arrangement.

At the date of commencement of the lease, the Group recognizes a right-of-use asset ("ROU") and a corresponding lease liability for all lease arrangements in which it is a lessee, except for leases with a term of 12 months or less (short-term leases) and low value leases. For these short-term and low value leases, the Group recognizes the lease payments as an operating expense on a straight-line basis over the term of the lease.

The right-of-use assets are initially recognized at cost, which comprises the initial amount of the lease liability adjusted for any lease payments made at or prior to the commencement date of the lease plus any initial direct costs less any lease incentives. They are subsequently measured at cost less accumulated depreciation and impairment losses.

Right-of-use assets are amortized from the commencement date on a straight-line basis over the lease term and useful life of the underlying asset. The lease liability is initially measured at amortized cost at the present value of the future lease payments. The lease payments are discounted using the interest rate implicit in the lease or, if not readily determinable, using the incremental borrowing rates in the country of domicile of these leases. Lease liabilities are remeasured with a corresponding adjustment to the related right of use asset if the Group changes its assessment if whether it will exercise an extension or a termination option.

Lease liability and ROU asset have been separately presented in the balance sheet and lease payments have been classified as financing cash flows.

Group as a lessor

Leases in which the Group does not transfer substantially all the risks and rewards of ownership of an asset are classified as operating leases. Rental income from operating lease is recognized on a straight-line basis over the term of the relevant lease. Initial direct costs incurred in negotiating and arranging an operating lease are added to the carrying amount of the leased asset and recognized over the lease term on the same basis as rental income.

Leases are classified as finance leases when substantially all of the risks and rewards of ownership transfer from the Group to the lessee. Amounts due from lessees under finance leases are recorded as receivables at the Groups net investment in the leases. Finance lease income is allocated to accounting periods so as to reflect a constant periodic rate of return on the net investment outstanding in respect of the lease.

Income tax Current tax

Current income tax assets and liabilities are measured at the amount expected to be recovered from or paid to the taxation authorities. The tax rates and tax laws used to compute the amount are those that are enacted or substantively enacted, at the reporting date in the countries where the Group operates and generates taxable income. Current income tax relating to items recognized outside profit or loss is recognized outside profit or loss (either in OCI or in equity). Current tax items are recognized in correlation to the underlying transaction either in OCI or directly in equity. Management periodically evaluates positions taken in the tax returns with respect to situations in which applicable tax regulations are subject to interpretation and establishes provision where appropriate.

Deferred tax

Deferred tax is recognized on temporary differences between the carrying amounts of assets and liabilities in the financial statements and the corresponding tax bases used in the computation of taxable profit under Income-tax Act, 1961.

Deferred tax liabilities are recognized for all taxable temporary differences.

Deferred tax assets are recognized for all deductible temporary differences, the carry forward of unused tax credits and any unused tax losses. Deferred tax assets are recognized to the extent that it is probable that taxable profit will be available against which the deductible temporary differences, and the carry forward of unused tax credits and unused tax losses can be utilized. The carrying amount of deferred tax assets is reviewed at each reporting date and reduced to the extent that it is no longer probable that sufficient taxable profit will be available to allow all or part of the deferred tax asset to be utilized. Unrecognized deferred tax assets are re-assessed at each reporting date and are recognized to the extent that it has become probable that future taxable profits will allow the deferred tax asset to be recovered.

Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the year when the asset is realized or the liability is settled, based on tax rates and tax laws that have been enacted or substantively enacted at the reporting date.

Deferred tax relating to items recognized outside profit or loss is recognized outside profit or loss (either in other comprehensive income or in equity). Deferred tax items are recognized in correlation to the underlying transaction either in OCI or directly in equity.

Deferred tax assets and deferred tax liabilities are offset if a legally enforceable right exists to set off current tax assets against current tax liabilities and the deferred taxes relate to the same taxable entity and the same taxation authority.

Borrowing Costs

Borrowing costs directly attributable to the acquisition, construction or production of an asset that necessarily takes a substantial period of time to get ready for its intended use or sale are capitalized as part of the cost of the asset. All other borrowing costs are expensed in the period in which they occur. Borrowing costs consist of interest and other costs that an entity incurs in connection with the borrowing of funds. Borrowing cost also includes exchange differences to the extent regarded as an adjustment to the borrowing costs.

Treasury shares

The Group has created an Employee Welfare Trust - PEL ESOP Trust ("Trust") for implementation of the schemes that are notified or may be notified from time to time by the Company under the plan, providing share- based payment to its employees. The Trust purchases shares of the Company out of funds borrowed from the Company. The Company treats the Trust as its extension and shares held by the Trust are treated as treasury shares. Own equity instruments (treasury shares) are recognized at cost and deducted from equity. Profit on sale of treasury shares by the Trust is recognized in share based payment reserve.

Earnings per share

(i) Basic earnings per share

Basic Earnings Per Share ("EPS") is computed by dividing the net profit attributable to the equity shareholders by the weighted average number of equity shares outstanding during the year. The weighted average number of equity shares outstanding during the year is adjusted for treasury shares.

(ii) Diluted earnings per share

Diluted earnings per share is computed by dividing the net profit by the weighted average number of equity shares considered for deriving basic earnings per share and also the weighted average number of equity shares that could have been issued upon conversion of all dilutive potential equity shares. Dilutive potential equity shares are deemed converted as of the beginning of the year, unless issued at a later date. In computing diluted earnings per share, only potential equity shares that are dilutive and that either reduces earnings per share or increases loss per share are included.

Non-current assets held for sale

Non-current assets are classified as held for sale if their carrying amount will be recovered principally through continuous use and sale is considered highly probable. They are measured at the lower of the carrying amount and fair value less cost to sell. Non-current assets are not depreciated or amortized while they are classified as held for sale. Non-current assets classified as held for sale are presented separately from other assets in the balance sheet as net of liabilities of a disposal group classified as held for sale.

Recent pronouncements

The Ministry of Corporate Affairs ("MCA") notified new standard or amendments to the existing standards under Companies (Indian Accounting Standards) Rules as issued from time to time. During the year ended March 31 2024, MCA has not notified any new standards or amendments to the existing standards applicable to the Group.

PRINCIPAL COMPONENTS OF STATEMENT OF PROFIT AND LOSS

Income

Our total income comprises (i) revenue from operations, and (ii) other income.

Revenue from operations

Revenue from operations comprises (i) revenue from sale of solar cells, modules; (ii) revenue from trading of solar cells, modules, accessories and silicon wafers; (iii) revenue from power supply (iv) income from contracts primarily related to construction and project related activity and engineering and service fees provided for our EPC projects; and (v) other operating revenue including job work and sale of scrap.

Other income

Other income includes (i) interest income; (ii) interest received on financial assets carried at amortized cost; (iii) government grant; (iv) profit on foreign exchange fluctuation (net); (v) profit on sale of property, plant and equipment; (vi) profit on sale of current investment; (vii) fair value gain on financial assets measured at fair value to profit or loss; (viii) rental income; and (ix) miscellaneous receipts.

Expenses

Our expenses comprises (i) cost of materials consumed, primarily relating to cost of solar cells and other materials used in the manufacture of our modules; (ii) purchases of stock-in-trade; (iii) changes in inventories of finished goods, stock-in-trade and work-in-progress; (iv) other manufacturing and engineering, procurement and construction project expenses; (v) employee benefits expense; (vi) sales, administration and other expenses; (vii) finance costs; and (viii) depreciation and amortization expenses.

Costs of materials consumed

Cost of materials consumed consists of materials used in the manufacture of solar modules and EPC projects, primarily including silicon wafers, solar cells, tempered glass, ethylene-vinyl acetate ("EVA"), back sheets, aluminum profiles, silver paste, aluminum paste and junction boxes.

Purchases of stock-in-trade

Purchases of stock-in-trade comprises goods purchased for trading activity, including modules and materials used in the manufacture of solar modules.

Contract execution expense

Contract execution expenses include expenses incurred on EPC projects, which comprises stores and spares consumed, electricity charges, labor charges, job work changes, repairs and maintenance expenses of machinery and building.

Employee benefits expense

Employee benefits expenses primarily comprise salaries and incentives, directors remuneration, employee ESOP expenses, contribution to provident and other funds and staff welfare expenses.

Other expenses

Other expenses include

(i) power and fuel, (ii) manpower expenses, (iii) carriage outwards, (iv) provision for warranty (net), (v) provision for doubtful debts, (vi) foreign exchange loss (net), (vii) legal and professional fees, (viii) rates and taxes, (ix) advertising expenses, (x) sales commission, (xi) insurance, (xii) annual maintenance charges, (xiii) repairs and maintenance, (xiv) rent, (xv) audit fees, (xvi) bad debts / assets written-off, (xvii) corporate social responsibility expenditure expense, (xviii) loss on sale of property, plant and equipment, (xix) provision for impairment of investment and (xx) miscellaneous expenses.

Finance costs

Finance cost includes (i) interest expense on terms loans, bank overdraft and demand loans and lease liability (net),

(ii) unwinding of discount on retention money, (iii) bank charges, (iv) interest on compulsory convertible debentures and (v) processing charges.

Depreciation and amortization expenses

Depreciation and amortization expenses comprises (i) depreciation on property, plant and equipment, (ii) amortization on investment property, (iii) amortization of intangible assets and (iv) amortization of right to use assets.

RESULTS OF OPERATIONS BASED ON OUR RESTATED CONSOLIDATED FINANCIAL INFORMATION

The following tables set forth our selected restated financial data from our restated consolidated statement of profit and loss for Fiscals 2022, 2023 and 2024, and the three months ended June 30, 2023 and 2024, the components of which are also expressed as a percentage of restated total income for such periods:

Particulars	Fiscal
	2022		2023			2024
	Amount	Percentag e of total income	Amount		Percentag e of total income	Amount	Percentag e of total income
	(t million)	(%)	(t million)		(%)	(t million)	(%)
Income
Revenue from operations	7,428.71	96.85	14,285.34		97.63	31,437.93	99.13
Other income	241.62	3.15	346.78		2.37	275.18	0.87
Total income	7,670.33	100.00	14,632.12		100.00	31,713.11	100.00
Expenses
Cost of materials consumed	3,987.20	51.98	11,105.19		75.90	22,280.15	70.26
Purchases of stock-in-trade	2,281.31	29.74	1,568.23		10.72	2,398.83	7.56
Changes in inventories of finished goods and work-in-progress	(397.93)	(5.19)	(934.07)		(6.38)	(1,243.02)	(3.92)
Contract execution expense	316.12	4.12	246.09		1.68	473.72	1.49
Employee benefits expense	246.38	3.21	448.09		3.06	614.94	1.94
Finance costs	430.03	5.61	686.27		4.69	1,211.76	3.82
Depreciation and amortization expenses	276.01	3.60	532.33		3.64	960.93	3.03
Other expenses	699.87	9.12	1,069.78		7.31	2,135.31	6.73
Total expenses	7,838.99	102.20	14,721.91		100.61	28,832.62	90.92
Particulars	Fiscal
	2022			2023		2024
	Amount	Percentag e of total income		Amount	Percentag e of total income	Amount	Percentag e of total income
	(t million)	(%)		(t million)	(%)	(t million)	(%)
Restated profit / (loss) before tax and share of profit of associates	(168.66)	(2.20)		(89.79)	(0.61)	2,880.49	9.08
Share of profit of associates	11.75	0.15		12.19	0.08	13.23	0.04
Restated profit / (loss) before tax	(156.91)	(2.05)		(77.60)	(0.53)	2,893.72	9.12
Tax expense:
(a) Current tax	95.04	1.24		39.95	0.27	528.59	1.67
(b) Deferred tax charge / (credit)	(107.87)	(1.41)		15.81	0.11	51.53	0.16
Total tax expense	(12.83)	(0.17)		55.76	0.38	580.12	1.83
Restated profit / (loss) for the year	(144.08)	(1.88)		(133.36)	(091)	2,313.60	7.30

 

Particulars	Three months ended June 30, 2023		Three months ended June 30, 2024
	Amount	Percentage e of total income	Amount	Percentage e of total income
	(t million)	(%)	(t million)	(%)
Income
Revenue from operations	6,110.23	99.16	16,573.67	99.32
Other income	52.03	0.84	114.23	0.68
Total income	6,162.26	100.00	16,687.90	100.00
Expenses
Cost of materials consumed	5,612.16	91.07	9,395.90	56.30
Purchases of stock-in-trade	772.20	12.53	1,427.62	8.55
Changes in inventories of finished goods and work-in-progress	(1,632.24)	(26.49)	416.41	2.50
Contract execution expense	111.71	1.81	144.64	0.87
Employee benefits expense	127.64	2.07	299.42	1.79
Finance costs	184.20	2.99	452.31	2.71
Depreciation and amortization expenses	154.17	2.50	794.35	4.76
Other expenses	404.15	6.56	1,306.55	7.83
Total expenses	5,733.99	93.05	14,237.20	85.31
Restated profit / (loss) before tax and share of profit of associates	428.27	6.95	2,450.70	14.69
Share of profit of associates	7.04	0.11	6.62	0.04
Restated profit / (loss) before tax	435.31	7.06	2,457.32	14.73
Tax expense:
(a) Current tax	56.20	0.91	543.36	3.26
(b) Deferred tax charge / (credit)	65.82	1.07	(67.64)	(0.41)
Total tax expense	122.02	1.98	475.72	2.85
Restated profit / (loss) for the period	313.29	5.08	1,981.60	11.87

Performance Overview

We have experienced a significant increase in revenue from operations, restated profit / (loss) and total borrowings in the past three Fiscals and the three months ended June 30, 2024. This primarily originated from the investment we received in September 2021 from South Asia Growth Fund II Holdings LLC and South Asia EBT Trust, affiliates of a global private equity management fund focused on investing in climate solutions, of Rs1,770 million. With this investment, we have expanded our annual installed capacity through the establishment of more manufacturing units, made a strategic shift in product mix by placing a greater emphasis on monocrystalline PERC

solar cells and expanded our international footprint, among others, all of which has translated into a marked increase in revenues and profit.

Increases in our revenue from operations for Fiscal 2024 and the three months ended June 30, 2024 was primarily driven by higher sales of solar cells and modules due to increased market demand. In particular, revenue growth for Fiscal 2024 was significantly supported by increased exports. The increase in sales of solar cells and modules mirrored a year-on-year order book growth of 211.09% in Fiscal 2023, rising from Rs3,169.66 million in Fiscal

2022 to Rs9,860.46 million in Fiscal 2023, 451.01% in Fiscal 2024, rising from Rs9,860.46 million in Fiscal 2023 to Rs54,332.37 million in Fiscal 2024 and 6.36% for the three months ended June 30, 2024, rising from Rs54,332.37 million in Fiscal 2024 to Rs57,789.97 million for the three months ended June 30, 2024.

In particular, sales of solar cells, which began in Fiscal 2022, saw a significant increase of 452.44% in Fiscal 2023, rising from Rs336.01 million in Fiscal 2022 to Rs1,856.26 million in Fiscal 2023. For Fiscal 2024, sales of solar cells further grew by 280.68%, reaching Rs7,066.36 million. For the three months ended June 30, 2024, sales of solar cells was reported at Rs4,286.85 million due to an increase in sales volume to meet the demand from existing and new customers. Further, we have expanded our manufacturing capacity in both solar cells and modules in Units II, III, IV and V. Additionally, module sales surged due to higher demand driven by an improved economic outlook, favorable government policies and initiatives. Additionally, module sales surged due to higher demand driven by an improved economic outlook, favorable government policies and initiatives.

Our revenue from operations also increased due to the expansion in our customer base from 173 (165 domestic and 8 overseas) in Fiscal 2022 to 199 (193 domestic and 6 overseas) in Fiscal 2023 and further to 227 (200 domestic and 27 overseas) in Fiscal 2024. For the three months ended June 30, 2024, the number of our customers rose to 120 (117 domestic and 3 overseas).

Three months ended June 30, 2024 Compare to three months ended June 30, 2023

Total income. Total income increased by 170.81% from Rs6,162.26 million for the three months ended June 30,

2023 to Rs16,687.90 million for the three months ended June 30, 2024 due to increase in sales volume to meet the demand from existing and new customers. Further, we have expanded our manufacturing capacity in both solar cells and modules in Unit III, IV and V.

Revenue from operations. Revenue from operations increased by 171.24% from Rs6,110.23 million for the three months ended June 30, 2023 to Rs16,573.67 million for the three months ended June 30, 2024, primarily due to increases in income from the sale of solar modules and solar cells as traded goods. This increase was partially offset by a decrease in the sale of manufactured solar cells, as set forth below:

Revenue from operations		Three months ended June 30, 2023	Three months ended June 30, 2024		Increase/ decrease
Income from sale of manufactured goods		(< mil	lion)		<%)
Sale of solar cells		391.63	4,286.85		994.62
Sale of solar modules		4,556.79	10,193.47		123.70
		4,948.42	14,480.32		192.63
Income from sale of traded goods
Sale of solar modules		270.00	1,378.59		410.59
Sale of solar cells		490.75	—		(100.00)
Sale of solar accessories and silicon wafers		48.53	129.23		166.29
		809.28	1,507.82		86.32
Revenue from power supply		10.89	10.07		(7.53)
Income from contracts
Construction and project-related activity		320.68	543.45		69.47
Engineering and service fees		—	17.78		100.00
		320.68	561.23		75.01
Other operating revenue
Job work services		13.78	—		(100.00)
Sale of scrap		7.18	14.23		98.19
		20.96	14.23		(32.11)
Revenue from operations	Three months ended June 30, 2023		Three months ended June 30, 2024	Increase/ decrease
Total	6,110.23		16,573.67	171.24

Details of volume of solar cells and solar modules sold in the three months ended June 30, 2023 and three months ended June 30, 2024 are as set forth below:

Volume of goods sold	Three months ended June 30, 2024	Three months ended June 30, 2023	Increase/ decrease (in %)
Sale of solar cells	409.32 MW	62.91 MW	550.64
Sale of solar modules	550.32 MW	186.76 MW	194.67

Income from sale of manufactured goods. Income from sale of manufactured goods increased by 192.63% from ?4,948.42 million for the three months ended June 30, 2023 to ?14,480.32 million for the three months ended June 30, 2024, primarily due to (i) an increase in sales volume due to additional new customers and increase in demand from existing customers, (ii) commencement of production of our new solar cell line in Unit III with a production capacity of 1,250 MW, and (iii) a strategic shift in the product mix, placing a greater emphasis on monocrystalline PERC solar cells, based on the latest technology and current market trends. The increase was also driven by an increase in the sale of solar modules as a result of (i) increased demand and increased sales volume across both existing and new customer segments, (ii) commencement of production of our new solar module line in Unit IV and Unit V, with a production capacity of 1,600 MW and 1,134 MW for the manufacture of monocrystalline PERC solar modules, (iii) a shift in the product mix prioritizing the sale of monocrystalline PERC solar modules over polycrystalline solar modules which has a wide acceptance in both global and domestic market and (iv) a significant number of initiatives set up by Government of India. As one of the leading suppliers of DCR modules, we are in a prime position to capitalize the opportunities available in this arena. Further, we are empanelled under the ALMM scheme which is effective from April 01, 2024 which also helped to explore the opportunities available.

Income from sale of traded goods. Income from sale of traded goods increased by 86.32% from ?809.28 million for the three months ended June 30, 2023 to ?1,507.82 million for the three months ended June 30, 2024, primarily due to higher demand on account of various policy initiatives from the Government of India in the renewable energy sector. Further, as our manufacturing capacity was optimally utilized to the extent of 81.24% compared to 65.28% in June 2023, our management decided to explore trading opportunities.

Revenue from power supply. Revenue from power supply decreased by 7.53% from ?10.89 million for the three months ended June 30, 2023 to ?10.07 million for the three months ended June 30, 2024, on account of decreased production from the power plant located in Jharkhand. Further, the yield of solar modules installed in a solar plant degrades which would reduce the number of units produced which will result in lower revenue over a previous year.

Income from contracts. Income from contracts increased by 75.01% from ?320.68 million for the three months ended June 30, 2023 to ?561.23 million for the three months ended June 30, 2024, primarily attributed to our Companys renewed focus on EPC contracts following an expansion in our manufacturing capacity. Further, there was demand for EPC projects due to various policy initiatives launched by the Government of India.

Other operating revenue. Other operating revenue decreased by 32.11% from ?20.96 million for the three months ended June 30, 2023 to ?14.23 million for the three months ended June 30, 2024, primarily due to a decrease in job work services which is provided on an as-needed basis to a select number of customers.

Disaggregation of revenue. Revenue from operations within India increased by 189.08% from ?5,727.51 million for the three months ended June 30, 2023 to ?16,556.90 million for the three months ended June 30, 2024, primarily due to higher demand on account of various policy initiatives launched by the Government of India in the renewable energy sector. Revenue from operations outside India decreased by 95.62% from ?382.72 million for the three months ended June 30, 2023 to ?16.77 million for the three months ended June 30, 2024, primarily due to global demand for TOPCon modules which is not currently manufactured by our Company. Details of sales to customer segments within India and outside India for the three months ended June 30, 2023 and 2024 are set forth below:

Particulars	Three months ended June 30, 2023		Three months ended June 30, 2024
	Amount	Percentage of revenue from operations	Amount	Percentage of revenue from operations
	(t million)	(%)	(t million)	(%)
Domestic	5,727.51	93.74	16,556.90	99.90
- IPP	2,775.50	45.42	5,698.70	34.38
- OEM	1,715.64	28.08	2,101.00	12.68
- Government	303.02	4.96	1,138.55	6.87
- Others	933.35	15.28	7,618.65	45.97
Export	382.72	6.26	16.77	0.10
Total	6,110.23	100.00	16,573.67	100.00

Other income. Other income increased by 119.55% from ?52.03 million for the three months ended June 30, 2023 to ?114.23 million for the three months ended June 30, 2024, primarily due to: (i) a 1,093.33% increase in interest income on others from ?0.60 million for the three months ended June 30, 2023 to ?7.16 million for the three months ended June 30, 2024, (ii) a 157.32% increase in interest income on bank deposits from ?18.84 million for the three months ended June 30, 2023 to ?48.48 million for the three months ended June 30, 2024, (iii) a 100% increase in profit on sale of investments from nil for the three months ended June 30, 2023 to ?23.22 million for the three months ended June 30, 2024 and (iv) a 321.27% increase in miscellaneous income from ?4.09 million for the three months ended June 30, 2023 to ?17.23 million for the three months ended June 30, 2024.The increase in other income was partially offset by (i) a 75.20% decrease in unwinding of discounts on deposits from ?16.61 million for the three months ended June 30, 2023 to ?4.12 million for the three months ended June 30, 2024 and (ii) a 50.00% decrease in rental income from ?0.32 million for the three months ended June 30, 2023 to ?0.16 million for the three months ended June 30, 2024.

Total expenses. Total expenses increased by 148.29% from ?5,733.99 million for the three months ended June 30,

2023 to ?14,237.20 million for the three months ended June 30, 2024, primarily due to increases in cost of materials consumed, changes in inventories of finished goods and work-in-progress, other expenses, purchases of stock-in-trade and depreciation and amortization expenses.

Cost of materials consumed. Cost of materials consumed increased by 67.42% from ?5,612.16 million for the three months ended June 30, 2023 to ?9,395.90 million for the three months ended June 30, 2024. For the three months ended June 30, 2023, we had an opening inventory of ?4,733.79 million and a closing inventory of ?3,376.55 million. For the three months ended June 30, 2024, we had an opening inventory of ?7,244.65 million and a closing inventory of ?6,055.58 million. This increase was attributable to an increase in the purchase of raw materials such as silicon wafers, silicon cells, tempered glass, EVA, backsheets, aluminum profiles, silver paste and aluminum paste from Fiscals 2022 to 2023 resulting from (i) an increase in the operating level of our existing capacities and the addition of a new production line for the manufacture of solar cells and (ii) a shift in our product mix from polycrystalline to monocrystalline PERC which uses different raw materials.

Purchases of stock-in-trade. Purchases of stock-in-trade increased by 84.88% from ?772.20 million for the three months ended June 30, 2023 to ?1,427.62 million for the three months ended June 30, 2024, primarily due to a substantial increase in demand for solar modules due to various initiatives launched by the Government of India.

Changes in inventories of finished goods and work-in-progress. Changes in inventories of finished goods and work-in-progress increased by 125.51% from ?(1,632.24) million for the three months ended June 30, 2023 to ?416.41 million for the three months ended June 30, 2024. For the three months ended June 30, 2023, we had an opening inventory of finished goods of ?1,485.95 million and a closing inventory of finished goods of ?3,101.52 million. For the three months ended June 30, 2024, we had an opening inventory of finished goods of ?2,717.36 million and a closing inventory of finished goods of ?2,296.86 million. For the three months ended June 30, 2023, we had an opening inventory of work-in-progress goods of ?36.12 million and a closing inventory of work-inprogress goods of ?52.79 million. For the three months ended June 30, 2024, we had an opening inventory of work-in-progress goods of ?47.73 million and a closing inventory of work-in-progress goods of ?51.82 million. This increase is primarily attributable to an increase in operating level capacities and efficient supply chain management. Details of production of solar cells and solar modules for the three months ended June 30, 2023 and

2024 are as set forth below:

Production of solar cells & modules	Three months ended June 30, 2024	Three months ended June 30, 2023	Increase/ decrease (in %)
Solar cells	336.80 MW	121.87 MW	176.36
Solar modules	506.73 MW	223.57 MW	126.66

Contract execution expenses. Contract execution expenses increased by 29.48% from Rs111.71 million for the three months ended June 30, 2023 to Rs144.64 million for the three months ended June 30, 2024, primarily due to a 45.28% increase in erection, installation and commission charges from Rs75.49 million for the three months ended June 30, 2023 to Rs109.67 million for the three months ended June 30, 2024 and a 35.45% increase in contract expenses from Rs23.16 million for the three months ended June 30, 2023 to ^31.37 million for the three months ended June 30, 2024. The increase in contract execution expense was offset by a 72.43% decrease in project spares and consumables from Rs13.06 million for the three months ended June 30, 2023 to Rs3.60 million for the three months ended June 30, 2024. The increase is generally attributable to an increase in EPC contracts which were executed in the three months ended June 30, 2024.

Employee benefits expense. Employee benefits expense increased by 134.58% from Rs127.64 million for the three months ended June 30, 2023 to Rs299.42 million for the three months ended June 30, 2024, primarily due to: (i) a 125.60% increase in salaries, wages and bonus from Rs103.99 million for the three months ended June 30, 2023 to Rs234.60 million for the three months ended June 30, 2024, (ii) a 880.99% increase in share based payment expense from Rs2.63 million for the three months ended June 30, 2023 to Rs25.80 million for the three months ended June 30, 2024 and (iii) a 89.45% increase in staff welfare expenses from Rs7.87 million for the three months ended June 30, 2023 to Rs14.91 million for the three months ended June 30, 2024, all of which were mainly attributable to (i) an increase in employee count from 1,140 to 1,447 (ii) increments given to employees and (iii) the issue of employee stock option plan options to employees. Also, the increase in employee benefits expense was partially offset by capitalization of employee cost related to the commissioning of our new facility at Unit V in Fiscal 2024.

Finance costs. Finance costs increased by 145.55% from Rs184.20 million for the three months ended June 30, 2023 to Rs452.31 million for the three months ended June 30, 2024, primarily due to: (i) a 201.69% increase in interest expense on term loans from Rs75.28 million for the three months ended June 30, 2023 to Rs227.11 million for the three months ended June 30, 2024 and (ii) a 167.77% increase in unwinding of discount on retention money from Rs51.75 million for the three months ended June 30, 2023 to Rs138.57 million for the three months ended June 30, 2024. These increases were attributable to an increase in interest on bank overdrafts, demand loans and bank charges in line with the expansion of our operations. The increase in the interest was partially offset by capitalizing the interest costs related to commissioning of new facilities at Unit V.

Depreciation and amortization expenses. Depreciation and amortization expenses increased by 415.24% from Rs154.17 million for the three months ended June 30, 2023 to Rs794.35 million for the three months ended June 30, 2024, primarily due to: (i) a 424.07% increase in depreciation of property, plant and equipment from Rs150.55 million for the three months ended June 30, 2023 to Rs788.98 million for the three months ended June 30, 2024; and (ii) a 147.26% increase in amortization of right to use assets from Rs2.01 million for the three months ended June 30, 2023 to Rs4.97 million for the three months ended June 30, 2024. The increase was attributable to the commissioning of new facilities in Unit III, Unit IV and Unit V, as a result of which depreciation was charged to the profit and loss account.

Other expenses. Other expenses increased by 223.28% from Rs404.15 million for the three months ended June 30, 2023 to Rs1,306.55 million for the three months ended June 30, 2024, primarily due to increases in:

• Power and fuel expenses by 92.47% from Rs127.69 million for the three months ended June 30, 2023 to Rs245.76 million for the three months ended June 30, 2024, due to increased production from new manufacturing facilities at Unit III and Unit IV;

• Manpower expenses by 126.81% from Rs69.85 million for the three months ended June 30, 2023 to Rs158.43 million for the three months ended June 30, 2024, due to increased production from new manufacturing facilities at Unit III and Unit IV;

• Carriage outwards expenses by 599.32% from Rs30.76 million for the three months ended June 30, 2023 to Rs215.11 million for the three months ended June 30, 2024, due to increased sales of solar cells and modules;

• Provision for warranty (net) by 2,629.05% from Rs7.40 million for the three months ended June 30, 2023 to Rs201.95 million for the three months ended June 30, 2024, due to increased sales of solar modules;

• Allowance for expected credit loss by 703.71% from Rs22.12 million for the three months ended June 30, 2023 to Rs177.78 million for the three months ended June 30, 2024, due to increased sales of solar cells and solar modules. Also, there were delays in collection from customers;

• Rates and taxes by 1,352.31% from Rs6.5 million for the three months ended June 30, 2023 to Rs94.40 million for the three months ended June 30, 2024, due to reversal of GST (Goods and Service Tax) input credit; and

• Repairs and maintenance by 199.94% from Rs17.07 million for the three months ended June 30, 2023 to Rs51.20 million for the three months ended June 30, 2024, due to annual maintenance contracts entered into with consultants for the new manufacturing facilities at Unit III and Unit IV.

These increases were partially offset by decreases in foreign exchange loss (net) by 45.51% from Rs36.54 million for the three months ended June 30, 2023 to Rs19.91 million for the three months ended June 30, 2024, due to effective risk management policies adopted by management.

Tax expenses. Our total tax expense increased by 289.87% from Rs122.02 million for the three months ended June 30, 2023 to Rs475.72 million for the three months ended June 30, 2024. For the three months ended June 30, 2023, we had a current tax expense of Rs56.20 million and a deferred tax expense of Rs65.82 million. For the three months ended June 30, 2024, we had a current tax expense of Rs543.36 million and a deferred tax credit of Rs67.64 million. Our effective tax rate (which represents income tax expense expressed as a percentage of profit before tax for the relevant period) was 28.03% and 19.36% for the three months ended June 30, 2023 and 2024, respectively. The increase in tax expenses was primarily attributable to an increase in taxable profits generated by our Group for the three months ended June 30, 2024. Further, deferred taxes had been created on account of taxable temporary differences.

Restatedprofit/loss for the period. As a result of the foregoing, our restated profit/loss for the period increased by 532.51% from Rs313.29 million for the three months ended June 30, 2023 to Rs1,981.60 million for the three months ended June 30, 2024.

Fiscal 2024 Compared to Fiscal 2023

Total income. Total income increased substantially by 116.74% from Rs14,632.12 million for Fiscal 2023 to Rs31,713.11 million for Fiscal 2024 due to significant increases in revenue from operations.

Revenue from operations. Revenue from operations increased by 120.07% from Rs14,285.34 million for Fiscal 2023 to Rs31,437.93 million for Fiscal 2024, primarily due to increases in income from sale of manufactured goods, income from sale of traded goods and income from contracts and other operating revenue. This increase was partially offset by a decrease in income from sale of power supply, as set forth below:

Revenue from operations	Fiscal 2023	Fiscal 2024	Increase / decrease
	(Rs million)		(%)
Income from sale of manufactured goods
Sale of solar cells	1,856.26	7,066.36	280.68
Sale of solar modules	9,566.51	20,220.77	111.37
	11,422.77	27,287.13	138.88
Income from sale of traded goods
Sale of solar modules	549.31	1,775.47	223.22
Sale of solar cells	768.03	634.06	(17.44)
Sale of solar accessories and silicon wafers	352.38	169.76	(51.82)
	1,669.72	2,579.29	54.47
Revenue from power supply	42.87	38.43	(10.36)
Income from contracts
Construction and project-related activity	1,103.74	1,437.12	30.20
Engineering and service fees	34.70	50.00	44.09

 

Revenue from operations	Fiscal 2023	Fiscal 2024	Increase / decrease
	(Rs million)		(%)
	1,138.44	1,487.12	30.63
Other operating revenue
Job work services	4.49	16.36	264.37
Sale of scrap	7.05	29.60	319.86
	11.54	45.96	298.27
Total	14,285.34	31,437.93	120.07

Details of volume of solar cells and solar modules sold in Fiscal 2023 and Fiscal 2024 are as set forth below:

Volume of goods sold	Fiscal 2024	Fiscal 2023	Increase/ decrease (in %)
Sale of solar cells	608.62 MW	55.69 MW	992.87
Sale of solar modules	960.12 MW	469.08 MW	104.68

Income from sale of manufactured goods. Income from sale of manufactured goods increased by 138.88% from ^11,422.77 million for Fiscal 2023 to Rs27,287.13 million for Fiscal 2024, primarily due to a significant increase in the sale of solar cells that was attributable to (i) an increase in sales volume due to new customers and an increase in demand from existing customers, (ii) commencement of production of our new solar cell lines in Unit III and Unit V with a production capacity of 1,250 MW and 100 MW, respectively, and (iii) a strategic shift in the product mix, placing a greater emphasis on monocrystalline PERC solar cells, based on the latest technology and current market trends. The increase was also driven by an increase in the sale of solar modules as a result of (i) increased demand and increased sales volume across both existing and new customer segments, (ii) commencement of production of our new solar module lines in Unit II and Unit IV with a production capacity of 500 MW and 1,600 MW, respectively, for the manufacture of monocrystalline PERC solar modules, (iii) a shift in the product mix prioritizing the sale of monocrystalline PERC solar modules over polycrystalline solar modules which has wide acceptance in both global and domestic markets and (iv) a significant number of initiatives set up by the Government of India have stipulated the use of DCR modules. Further, our exports witnessed a significant rise from Rs74.96 million for Fiscal 2023 to Rs4,397.33 million for Fiscal 2024 which was primarily driven by an increase in exports made to the United States of America and Hongkong.

Income from sale of traded goods. Income from sale of traded goods increased by 54.47% from Rs1,669.72 million for Fiscal 2023 to Rs2,579.29 million for Fiscal 2024, primarily attributable to the increased demand for solar modules in the domestic market due to Government of India initiatives. Capacity utilization of Unit II, which was primarily manufacturing monofacial solar modules, was at 88.47%. As there was more demand available in the market, our Company opted to give more emphasis on trading.

Revenue from power supply. Revenue from power supply decreased by 10.36% from Rs42.87 million for Fiscal 2023 to Rs38.43 million for Fiscal 2024, on account of decreased production from the power plant located in Jharkhand due to climate change. Further, the yield of solar modules installed in solar plants degrades, which would reduce the number of units produced and result in lower revenue over previous years.

Income from contracts. Income from contracts increased by 30.63% from Rs1,138.44 million for Fiscal 2023 to Rs1,487.12 million for Fiscal 2024, primarily attributed to our renewed focus on EPC contracts following an expansion in our manufacturing capacity. Further, there was demand for EPC projects due to various policy initiatives launched by the Government of India.

Other operating revenue. Other operating revenue increased by 298.27% from Rs11.54 million for Fiscal 2023 to Rs45.96 million for Fiscal 2024, primarily due to an increase in job work services that was attributable to the provision of services on an as-needed basis to a select number of customers and an increase in the sale of scrap revenue attributable to an overall increase in production levels across our manufacturing facilities to meet the increased demand for our products.

Disaggregation of revenue. Revenue from operations within India increased by 90.29% from Rs14,210.38 million for Fiscal 2023 to Rs27,040.60 million for Fiscal 2024, primarily due to higher demand on account of various policy initiatives launched by the Government of India in the renewable energy sector. Revenue from operations outside India increased by 5,766.24% from Rs74.96 million for Fiscal 2023 to Rs4,397.33 million for Fiscal 2024, primarily

due to increases in exports made to the United States of America and Hong Kong. Details of sales to customer segments within India and outside India for Fiscal 2023 and Fiscal 2024 are as set forth below:

Particulars	Fiscal 2023		Fiscal 2024
	Amount	Percentage of revenue from operations	Amount	Percentage of revenue from operations
	(Rst million)	(%)	(Rst million)	(%)
Domestic	14,210.38	99.48	27,040.60	86.01
- IPP	3,166.44	22.17	10,949.45	34.83
- OEM	5,825.20	40.78	4,008.42	12.75
- Government	1,727.28	12.09	2,415.20	7.68
- Others	3,491.46	24.44	9,667.52	30.75
Export	74.96	0.52	4,397.33	13.99
Total	14,285.34	100.00	31,437.93	100.00

Other income. Other income decreased by 20.65% from Rs346.78 million for Fiscal 2023 to Rs275.18 million for Fiscal 2024, primarily due to: (i) a 79.66% decrease in interest income on other from Rs55.31 million for Fiscal 2023 to Rs11.25 million for Fiscal 2024, (ii) a 63.31% decrease in profit on sale of investments from Rs14.61 million for Fiscal 2023 to Rs5.36 million for Fiscal 2024, (iii) a 77.12% decrease in liabilities / provision no longer required written back (net) from Rs66.38 million for Fiscal 2023 to Rs15.19 million for Fiscal 2024 and (iv) a 32.83% decrease in miscellaneous income from Rs100.3 million for Fiscal 2023 to Rs67.37 million for Fiscal 2024.

The decrease in other income was partially offset by (i) a 205.60% increase in unwinding of discounts on deposits from Rs11.25 million for Fiscal 2023 to Rs34.38 million for Fiscal 2024, (ii) a 69.63% increase in interest income on bank deposits from Rs53.58 million for Fiscal 2023 to Rs90.89 million for Fiscal 2024.

Total expenses. Total expenses increased by 95.85% from Rs14,721.91 million for Fiscal 2023 to Rs28,832.62 million for Fiscal 2024, due to increases in cost of materials consumed, purchases of stock-in-trade, contract execution expense, employee benefit expense, finance costs, depreciation and amortization expenses and other expenses. This increase was partially offset by an increase in changes in inventories of finished goods and work- in-progress.

Cost of materials consumed. Cost of materials consumed increased by 100.63% from ^11,105.19 million for Fiscal 2023 to Rs22,280.15 million for Fiscal 2024. For Fiscal 2023, we had an opening inventory of Rs1,549.50 million and a closing inventory of Rs4,733.79 million. For Fiscal 2024, we had an opening inventory of Rs4,733.79 million and a closing inventory of Rs7,244.65 million. This increase was attributable to an increase in the purchase of raw materials such as silicon wafers, silicon cells, tempered glass, EVA, backsheets, aluminum profiles, silver paste and aluminum paste from Fiscals 2022 to 2023 resulting from (i) an increase in the operating level of our existing capacities and the addition of a new production line for the manufacture of solar cells and (ii) a shift in our product mix from polycrystalline to monocrystalline PERC which uses different raw materials.

Purchases of stock-in-trade. Purchases of stock-in-trade increased by 52.96% from Rs1,568.23 million for Fiscal 2023 to Rs2,398.83 million for Fiscal 2024, primarily due to a substantial increase in demand for solar modules due to various initiatives launched by the Government of India.

Changes in inventories of finished goods and work-in-progress. Changes in inventories of finished goods and work-in-progress increased by 33.08% from Rs(934.07) million for Fiscal 2023 to Rs(1,243.02) million for Fiscal 2024. For Fiscal 2023, we had an opening inventory of finished goods of Rs516.83 million and a closing inventory of finished goods of Rs1,485.95 million. For Fiscal 2024, we had an opening inventory of finished goods of Rs1,485.95 million and a closing inventory of finished goods of Rs2,717.36 million. For Fiscal 2023, we had an opening inventory of work-in-progress goods of ^71.17 million and a closing inventory of work-in-progress goods of Rs36.12 million. For Fiscal 2024, we had an opening inventory of work-in-progress goods of Rs36.12 million and a closing inventory of work-in-progress goods of Rs47.73 million. This increase is primarily attributable to increase in the operating level capacities and efficient supply chain management. Details of production of solar cells and solar modules for Fiscal 2023 and Fiscal 2024 are as set forth below:

Production of solar cells & modules	Fiscal 2024	Fiscal 2023	Increase/ decrease (in %)
Solar cells	768.59 MW	227.70 MW	237.55
Solar modules	1,006.90 MW	488.02 MW	106.32

Contract execution expenses. Contract execution expenses increased by 92.50% from Rs246.09 million for Fiscal 2023 to Rs473.72 million for Fiscal 2024, primarily due to a 128.25% increase in erection, installation and commission charges from Rs139.73 million for Fiscal 2023 to Rs318.93 million for Fiscal 2024, a 23.50% increase in contract expenses from Rs97.23 million for Fiscal 2023 to Rs120.08 million for Fiscal 2024 and a 280.13% increase in project spares and consumables from Rs9.13 million for Fiscal 2023 to Rs34.71 million for Fiscal 2024. These increases were generally attributable to an increase in EPC contracts.

Employee benefit expense. Employee benefit expense increased by 37.24% from Rs448.09 million for Fiscal 2023 to Rs614.94 million for Fiscal 2024, primarily due to: (i) a 31.74% increase in salaries, wages and bonus from Rs355.42 million for Fiscal 2023 to Rs468.24 million for Fiscal 2024, (ii) a 9.20% increase in contribution to provident and other funds from Rs22.72 million for Fiscal 2023 to Rs24.81 million for Fiscal 2024, (iii) a 78.30% increase in gratuity expenses from Rs6.36 million for Fiscal 2023 to Rs11.34 million for Fiscal 2024, (iv) a 210.16% increase in share-based payment expense from Rs12.50 million for Fiscal 2023 to Rs38.77 million for Fiscal 2024, and (v) a 76.88% increase in staff welfare expenses from Rs24.39 million for Fiscal 2023 to Rs43.14 million for Fiscal 2024, all of which were mainly attributable to (i) an increase in employee count from 1,072 in Fiscal 2023 to 1,328 in Fiscal 2024, (ii) increments given to employees and (iii) the issue of employee stock option plan options to employees. The increase in employee benefits expense was partially offset by capitalization of employee cost related to the commissioning of our new facilities at Unit II, Unit III and Unit V in Fiscal 2024.

Finance costs. Finance costs increased by 76.57% from Rs686.27 million for Fiscal 2023 to Rs1,211.76 million for Fiscal 2024, primarily due to: (i) a 58.76% increase in interest expense on term loans from Rs347.45 million for Fiscal 2023 to Rs551.61 million for Fiscal 2024, (ii) a 110.06% increase in interest expense on bank overdraft and demand loans from Rs113.81 million for Fiscal 2023 to Rs239.07 million for Fiscal 2024, (iii) a 931.91% increase in interest expense on lease liability (net) from Rs0.47 million for Fiscal 2023 to Rs4.85 million for Fiscal 2024, (iv) a 68.78% increase in bank charges from Rs202.12 million for Fiscal 2023 to Rs341.13 million for Fiscal 2024, (v) a 100% increase in interest on compulsorily convertible debentures from nil for Fiscal 2023 to Rs43.77 million for Fiscal 2024 and (vi) a 194.75% increase in other borrowings cost from Rs5.33 million for Fiscal 2023 to Rs15.71 million for Fiscal 2024. The increase is primarily due to an increase in interest on bank overdrafts, demand loans and bank charges in line with the expansion of our operations.

These increases were partially offset by (i) capitalizing the interest costs related to commissioning of new facilities at Unit II, Unit III and Unit V and (ii) a 8.60% decrease in unwinding of discount on retention money from Rs17.09 million for Fiscal 2023 to Rs15.62 million for Fiscal 2024.

Depreciation and amortization expenses. Depreciation and amortization expenses increased by 80.51% from Rs532.33 million for Fiscal 2023 to Rs960.93 million for Fiscal 2024, primarily due to: (i) a 76.37% increase in depreciation of property, plant and equipment from Rs525.54 million for Fiscal 2023 to Rs926.91 million for Fiscal 2024, (ii) a 525.47% increase in amortization of intangible assets from Rs3.22 million for Fiscal 2023 to Rs20.14 million for Fiscal 2024 and (iii) a 347.97% increase in amortization of right to use assets from Rs2.96 million for Fiscal 2023 to Rs13.26 million for Fiscal 2024. The increase was attributable to the commissioning of new facilities in Unit II, Unit III, Unit IV and Unit V in Fiscal 2024, as a result of which depreciation was charged to the profit and loss account.

Other expenses. Other expenses increased by 99.60% from Rs1,069.78 million for Fiscal 2023 to Rs2,135.31 million for Fiscal 2024, primarily due to increases in:

• Power and fuel expenses by 90.72% from Rs353.06 million for Fiscal 2023 to Rs673.34 million for Fiscal 2024, due to an increase in overall production;

• Manpower expenses by 92.69% from Rs191.76 million for Fiscal 2023 to Rs369.50 million for Fiscal 2024, due to increased production from new facilities in Unit II, Unit III and Unit V;

• Carriage outwards by 442.93% from Rs42.86 million for Fiscal 2023 to Rs232.70 million for Fiscal 2024, due to increase in sales;

• Provision for warranty (net) by 100% from nil for Fiscal 2023 to Rs188.21 million for Fiscal 2024, due to increased sales in Fiscal 2024 and a write-back of excess provision created on account of warranty in Fiscal 2023;

• Allowance for expected credit loss by 125.07% from Rs53.36 million for Fiscal 2023 to Rs120.10 million for Fiscal 2024, due to increased sales and delay in collection from customers;

• Sales commission by 100% from nil for Fiscal 2023 to Rs44.46 million for Fiscal 2024, due to referral fees paid to consultants on account of getting new overseas customers; and

• Miscellaneous expenses by 135.77% from Rs74.62 million for Fiscal 2023 to Rs175.93 million for Fiscal 2024, due to increase in operations.

These increases were partially offset by decreases in foreign exchange loss (net) by 58.13% from Rs199.70 million for Fiscal 2023 to Rs83.61 million for Fiscal 2024 due to effective risk management policies adopted by management.

Tax expenses. Our total tax expense increased by 940.39% from Rs55.76 million for Fiscal 2023 to Rs580.12 million for Fiscal 2024. For Fiscal 2023, we had a current tax expense of Rs39.95 million and a deferred tax expense of Rs15.81 million. For Fiscal 2024, we had a current tax expense of Rs528.59 million and a deferred tax expense of Rs51.53 million. Our effective tax rate (which represents income tax expense expressed as a percentage of profit before tax for the relevant period) was (71.86)% and 20.05% for Fiscals 2023 and 2024, respectively. The increase in tax expenses was primarily attributable to taxable profits generated by our Group for Fiscal 2024. Further, deferred taxes has been created on account of taxable temporary differences.

Restated profit/loss for the year. As a result of the foregoing, our restated profit/loss for the year increased by 1,834.85% from ^(133.36) million for Fiscal 2023 to Rs2,313.60 million for Fiscal 2024.

Fiscal 2023 Compared to Fiscal 2022

Total income. Total income increased substantially by 90.76% from Rs7,670.33 million for Fiscal 2022 to Rs14,632.12 million for Fiscal 2023 due to significant increases in revenue from operations and in other income.

Revenue from operations. Revenue from operations increased significantly by 92.30% from Rs7,428.71 million for Fiscal 2022 to Rs14,285.34 million for Fiscal 2023, primarily due to increases in income from sale of manufactured goods, income from sale of power supply and other operating revenue. This increase was partially offset by decreases in income from sale of traded goods and income from contracts, as set forth below:

Revenue from operations	Fiscal 2022	Fiscal 2023	Increase / decrease
	(? million)		(%)
Income from sale of manufactured goods
Sale of solar cells	336.01	1,856.26	452.44
Sale of solar modules	2,843.00	9,566.51	236.49
	3,179.01	11,422.77	259.32
Income from sale of traded goods
Sale of solar modules	—	549.31	100.00
Sale of solar cells	744.45	768.03	3.17
Sale of solar accessories and silicon wafers	1,634.57	352.38	(78.44)
	2,379.02	1,669.72	(29.81)
Revenue from power supply	40.47	42.87	5.93
Income from contracts
Construction and project-related activity	1,812.80	1,103.74	(39.11)
Engineering and service fees	17.41	34.70	99.33
	1,830.21	1,138.44	(37.80)
Other operating revenue
Job work services	—	4.49	100.00
Sale of scrap	—	7.05	100.00

 

Revenue from operations	Fiscal 2022	Fiscal 2023	Increase / decrease
	—	11.54	100.00
Total	7,428.71	14,285.34	92.30

Details of volume of solar cells and solar modules sold in Fiscal 2022 and Fiscal 2023 are as set forth below:

Volume of goods sold	Fiscal 2023	Fiscal 2022	Increase/ decrease (in %)
Sale of solar cells	55.69 MW	12.01 MW	363.70
Sale of solar modules	469.08 MW	224.17 MW	109.25

Income from sale of manufactured goods. Income from sale of manufactured goods increased substantially by 259.32% from Rs3,179.01 million for Fiscal 2022 to Rs11,422.77 million for Fiscal 2023, primarily due to a significant increase in the sale of solar cells that was attributable to (i) an increase in sales volume due to additional new customers and increase in demand from existing customers, (ii) commencement of production of our new solar cell line in Unit II, with a production capacity of 250 MW to produce solar cells, and (iii) a strategic shift in the product mix, placing a greater emphasis on monocrystalline PERC solar cells, based on the latest technology and current market trends. The increase was also driven by an increase in the sale of solar modules as a result of

(i) increased demand and increased sales volume across both existing and new customer segments, (ii) commencement of production of our new solar module line in Unit II, with a production capacity of 150 MW for the manufacture of monocrystalline PERC solar modules, and (iii) a shift in the product mix prioritizing the sale of monocrystalline PERC solar modules over polycrystalline solar modules.

Income from sale of traded goods. Income from sale of traded goods decreased by 29.81% from Rs2,379.02 million for Fiscal 2022 to Rs1,669.72 million for Fiscal 2023, primarily due to a significant decrease in the sale of purchased solar accessories and silicon wafers that was attributable to the Companys strategic shift towards prioritizing the manufacturing of solar cells and modules, influenced by the identification of more favorable prospects within the market landscape. The decrease was partially offset by an increase in sale of solar cells and solar modules, driven by increased demand.

Revenue from power supply. Revenue from power supply increased by 5.93% from Rs40.47 million for Fiscal 2022 to Rs42.87 million for Fiscal 2023, on account of increased demand and increased sales volume.

Income from contracts. Income from contracts decreased by 37.80% from Rs1,830.21 million for Fiscal 2022 to Rs1,138.44 million for Fiscal 2023, primarily due to a decrease in income from construction and project related activity, attributable to a strategic shift to prioritize the manufacture of solar cells and modules and leverage additional production capabilities within our manufacturing facilities. The decrease was offset by an increase in the engineering and service fee income on account of services provided to new customers.

Other operating revenue. Other operating revenue increased by 100.00% to Rs11.54 million for Fiscal 2023, from nil in Fiscal 2022. It was primarily due to an increase in job work services that was attributable to provision of services on an as-needed basis to a select number of customers, and an increase in sale of scrap revenue primarily due to an increase in scrap sales attributable to an overall increase in production levels across our manufacturing facilities to meet the increased demand for our products.

Disaggregation of revenue. Revenue from operations within India increased by 93.06% from Rs7,360.59 million for Fiscal 2022 to Rs14,210.38 million for Fiscal 2023, primarily due to (i) the establishment of a new manufacturing facility in Unit II to meet the demand for solar cells and solar modules in the domestic market, and

(ii) an increase in the demand and sales volume of our products to existing and new customers pursuant to the stabilization of our product quality based on improved efficiency in the production process for an optimal and consistent output of our products. Revenue from operations outside India increased by 10.04% from Rs68.12 million for Fiscal 2022 to Rs74.96 million for Fiscal 2023, primarily due to an increase in the sales volume of our products to international customers. Details of sales to customer segments within India and outside India for Fiscal 2022 and Fiscal 2023 are as set forth below:

Particulars	Fiscal 2022		Fiscal 2023
	Amount (Rs million)	Percentage of revenue from operations (%)	Amount (Rs million)	Percentage of revenue from operations (%)
Domestic	7,360.59	99.08	14,210.38	99.48
- IPP	1,792.86	24.13	3,166.44	22.17
- OEM	2,337.27	31.46	5,825.20	40.78
- Government	1,692.14	22.78	1,727.28	12.09
- Others	1,538.32	20.71	3,491.46	24.44
Export	68.12	0.92	74.96	0.52
Total	7,428.71	100.00	14,285.34	100.00

Other income. Other income increased by 43.52% from Rs241.62 million for Fiscal 2022 to Rs346.78 million for Fiscal 2023, primarily due to: (i) a 200.22% increase in income from government grants from Rs9.21 million for Fiscal 2022 to Rs27.65 million for Fiscal 2023, (ii) a 53.19% increase in interest income from Rs71.08 million for Fiscal 2022 to Rs108.89 million for Fiscal 2023, (iii) a 59.15% increase in profit on sale of investments from Rs9.18 million for Fiscal 2022 to Rs14.61 million for Fiscal 2023 and (iv) a 206.63% increase in miscellaneous income from Rs32.71 million for Fiscal 2022 to Rs100.30 million for Fiscal 2023.

The increase in other income was partially offset by: (i) a 100.00% decrease in bad debts recovered, for which provisions had been made in previous years on account of certain contractual obligations from Rs39.40 million for Fiscal 2022 to nil for Fiscal 2023; (ii) a 100.00% decrease in dividend income from Rs4.27 million for Fiscal 2022 to nil for Fiscal 2023; and (iii) a 6.95% decrease in income on unwinding of discount on deposits primarily due to a decrease in revenue from EPC projects from Rs12.09 million for Fiscal 2022 to Rs11.25 million for Fiscal 2023.

Total expenses. Total expenses increased significantly by 87.80% from Rs7,838.99 million for Fiscal 2022 to Rs14,721.91 million for Fiscal 2023, due to increases in cost of materials consumed, employee benefits expense, finance costs, depreciation and amortization expense and other expenses on account of a higher operating level. This increase was partially offset by changes in inventories of finished goods and work-in-progress, decreases in purchases of stock-in-trade and contract execution expenses.

Cost of materials consumed. Cost of materials consumed increased substantially by 178.52% from Rs3,987.20 million for Fiscal 2022 to Rs11,105.19 million for Fiscal 2023. For Fiscal 2022, we had an opening inventory of materials of Rs426.62 million and a closing inventory of materials of Rs1,549.50 million. For Fiscal 2023, we had an opening inventory of Rs1,549.50 million and a closing inventory of Rs4,733.79 million. This increase was attributable to an increase in the purchase of raw materials such as silicon wafers, silicon cells, tempered glass, EVA, backsheets, aluminum profiles, silver paste and aluminum paste from Fiscals 2022 to 2023 resulting from (i) an increase in the operating level of our existing capacities and the addition of a new production line for the manufacture of solar cells and (ii) a shift in our product mix from polycrystalline to monocrystalline PERC which use different raw materials.

Purchases of stock-in-trade. Purchases of stock-in-trade decreased by 31.26% from ^2,281.31 million for Fiscal 2022 to Rs1,568.23 million for Fiscal 2023, primarily due to a strategic shift in focus towards manufacture of solar cells and solar modules and a decrease in our trading activities.

Changes in inventories of finished goods and work-in-progress. Changes in inventories of finished goods and work-in-progress increased by 134.73% from Rs(397.93) million for Fiscal 2022 to Rs(934.07) million for Fiscal 2023. For Fiscal 2022, we had an opening inventory of finished goods of Rs118.49 million and a closing inventory of finished goods of Rs516.83 million. For Fiscal 2023, we had an opening inventory of finished goods of Rs516.83 million and a closing inventory of finished goods of Rs1,485.95 million. For Fiscal 2022, we had an opening inventory of work-in-progress goods of Rs71.58 million and a closing inventory of work-in-progress goods of Rs71.17 million. For Fiscal 2023, we had an opening inventory of work-in-progress goods of ^71.17 million and a closing inventory of work-in-progress goods of Rs36.12 million. This increase is primarily attributable to the increase in the operating level capacities and efficient supply chain management. Details of production of solar cells and solar modules for Fiscal 2022 and Fiscal 2023 are as set forth below:

Production of solar cells & modules	Fiscal 2023	Fiscal 2022	Increase/ decrease (in %)
Solar cells	227.70 MW	110.30 MW	106.44
Solar modules	488.02 MW	233.93 MW	108.62

Contract execution expenses. Contract execution expenses decreased by 22.15% from Rs316.12 million for Fiscal 2022 to Rs246.09 million for Fiscal 2023, primarily due to a 74.54% decrease in project spares and consumables from Rs35.86 million for Fiscal 2022 to Rs9.13 million for Fiscal 2023 and a 24.86% decrease in erection, installation and commission charges from Rs185.95 million for Fiscal 2022 to ^139.73 million for Fiscal 2023. These decreases were attributable to a corresponding reduction in our EPC business as we intended to strategically shift the product mix, placing a greater emphasis on the manufacturing of monocrystalline PERC solar cells, based on the latest technology and current market trends.

The decrease in contract execution expense was offset by a 3.10% increase in contract expense from Rs94.31 million for Fiscal 2022 to Rs97.23 million for Fiscal 2023 due to contract closure-related expenses.

Employee benefit expense. Employee benefit expense increased by 81.87% from Rs246.38 million for Fiscal 2022 to Rs448.09 million for Fiscal 2023, primarily due to: (i) a 98.34% increase in salaries, wages and bonus from Rs179.20 million for Fiscal 2022 to Rs355.42 million for Fiscal 2023, (ii) a 30.28% increase in contribution to provident and other funds from Rs17.44 million for Fiscal 2022 to Rs22.72 million for Fiscal 2023, (iii) a 405.99% increase in share-based payment expense from Rs2.47 million for Fiscal 2022 to Rs12.50 million for Fiscal 2023, and (iv) a 33.13% increase in staff welfare expenses from Rs18.32 million for Fiscal 2022 to Rs24.39 million for Fiscal 2023, all of which were mainly attributable to (i) increased hire of 350 employees and expansion of our operations and senior level recruitments to oversee these operations, (ii) compensation increment to employees,

(iii) capitalization of employee cost related to the commissioning of our new facility in Unit II in Fiscal 2022 and

(iv) issue of employee stock option plan options to employees.

Finance costs. Finance costs increased by 59.59% from Rs430.03 million for Fiscal 2022 to Rs686.27 million for Fiscal 2023, primarily due to: (i) a 34.20% increase in interest expense on term loans from Rs258.91 million for Fiscal 2022 to Rs347.45 million for Fiscal 2023; (ii) a 162.17% increase in interest expense on bank overdraft and demand loans from Rs43.41 million for Fiscal 2022 to ^113.81 million for Fiscal 2023; (iii) a 82.37% increase in bank charges from Rs110.83 million for Fiscal 2022 to Rs202.12 million for Fiscal 2023; and (iv) a 199.44% increase in other borrowing costs from Rs1.78 million for Fiscal 2022 to Rs5.33 million for Fiscal 2023. The increase is primarily due to (i) the expensing of charges related to the commissioning of new facilities for the full year, reflected in the profit and loss account, whereas in Fiscal 2022 these expenses were capitalized, and (ii) an increase in interest on bank overdraft, demand loans and bank charges in line with the expansion of our operations.

Depreciation and amortization expenses. Depreciation and amortization expenses increased by 92.87% from Rs276.01 million for Fiscal 2022 to Rs532.33 million for Fiscal 2023, primarily due to: (i) a 93.96% increase in depreciation expense of property, plant and equipment from Rs270.95 million for Fiscal 2022 to Rs525.54 million for Fiscal 2023; and (ii) a 74.78% increase in amortization of intangible assets from Rs1.84 million for Fiscal 2022 to Rs3.22 million for Fiscal 2023. The increase was attributable to the commissioning of a new production line in Fiscal 2023, as a result of which depreciation was charged to the profit and loss account.

Other expenses. Other expenses increased by 52.85% from Rs699.87 million for Fiscal 2022 to Rs1,069.78 million for Fiscal 2023, primarily due to increases in:

• Power and fuel expenses by 133.32% from Rs151.32 million for Fiscal 2022 to Rs353.06 million for Fiscal 2023, due to an increase in the tariff rate and overall increase in production;

• Manpower expenses by 78.84% from Rs107.22 million for Fiscal 2022 to Rs191.76 million for Fiscal 2023, due to increased production from the new manufacturing facility in Unit II and such costs being capitalized in Fiscal 2022 and partially in Fiscal 2023; and

• Foreign exchange loss by 222.25% from Rs61.97 million for Fiscal 2022 to Rs199.70 million for Fiscal 2023, due to an increase in imports in line with a corresponding increase of our operations.

These increases were partially offset by decreases in:

• Bad debts written off by 92.69% from Rs32.30 million for Fiscal 2022 to Rs2.36 million for Fiscal 2023, due to the effective management of trade receivables; and

• Repairs and maintenance expense by 58.26% from Rs22.28 million for Fiscal 2022 to Rs9.30 million for Fiscal 2023, due to a corresponding decrease in operation and maintenance income.

Tax expenses. Our total tax expense increased by 534.61% from Rs(12.83) million for Fiscal 2022 to Rs55.76 million for Fiscal 2023. For Fiscal 2022, we had a current tax expense of Rs95.04 million and a deferred tax credit of Rs(107.87) million. For Fiscal 2023, we had a current tax expense of Rs39.95 million and a deferred tax expense of Rs15.81 million. Our effective tax rate (which represents income tax expense expressed as a percentage of profit before tax for the relevant period) was 8.18% and -71.86% for Fiscals 2022 and 2023, respectively. The increase in tax expenses was primarily attributable to expenses that were disallowed under the Income Tax Act. The increase in tax expense was offset pursuant to a setoff of deferred tax liability to the extent of deferred tax assets in Fiscal 2023.

Restated loss for the year. As a result of the foregoing, our restated loss for the year decreased by 7.44% from Rs144.08 million for Fiscal 2022 to Rs133.36 million for Fiscal 2023.

Selected Restated Consolidated 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:

Particulars	As of March 31,			As of June 30, 2023	As of June 30, 2024
	2022	2023	2024
	(t million)
Total non-current assets	6,771.32	10,549.47	13,722.71	11,580.45	14,113.08
Total current assets	6,643.62	10,557.41	21,818.54	11,276.99	23,241.92
Total assets	13,414.94	21,106.88	35,541.25	22,857.44	37,355.00
Total equity	4,039.39	4,242.49	6,598.85	4,562.21	8,593.80
Total non-current liabilities	4,237.96	6,490.08	10,083.34	6,867.55	10,149.24
Total current liabilities	5,137.59	10,374.31	18,859.06	11,427.68	18,611.96
Total liabilities	9,375.55	16,864.39	28,942.40	18,295.23	28,761.20
Total equity and liabilities	13,414.94	21,106.88	35,541.25	22,857.44	37,355.00

Our total non-current assets were Rs6,771.32 million as at March 31, 2022, increasing by 55.80% to Rs10,549.47 million as at March 31, 2023 and further increasing by 30.08% to Rs13,722.71 million as at March 31, 2024. Our total non-current assets were Rs11,580.45 million as at June 30, 2023, increasing by 21.87% to ^14,113.08 million as at June 30, 2024. The increase in our non-current assets was primarily due to an increase in our investments made in manufacturing facilities and development expenditure incurred, namely (i) right-of-use assets, (ii) other financially assets; and (iii) deferred tax assets.

Our total current assets were Rs6,643.62 million as at March 31, 2022, increasing by 58.91% to Rs10,557.41 million as at March 31, 2023 and further increasing substantially by 106.67% to Rs21,818.54 million as at March 31, 2024. Our total current assets were Rs11,276.99 million as at June 30, 2023, increasing by 106.10% to Rs23,241.92 million as at June 30, 2024. The increase in our total current assets was primarily due to increases in finished goods inventories, unsecured trade receivables and cash and cash equivalents through bank deposits.

Our total equity was Rs4,039.39 million as at March 31, 2022, increasing by 5.03% to Rs4,242.49 million as at March 31, 2023 and further increasing by 55.54% to Rs6,598.85 million as at March 31, 2024. Our total equity was Rs4,562.21 million as at June 30, 2023, increasing by 88.37% to Rs8,593.80 million as at June 30, 2024. The increase in total equity was primarily due to increases in profit for the period / year as well as retained earnings.

Our total non-current liabilities were Rs4,237.96 million as at March 31, 2022, increasing by 53.14% to Rs6,490.08 million as at March 31, 2023 and further increasing by 55.37% to Rs10,083.34 million as at March 31, 2024. Our total non-current liabilities were Rs6,867.55 million as at June 30, 2023, increasing by 47.79% to Rs10,149.24 million as at June 30, 2024. This increase was primarily due to increases in lease liabilities and term loans availed from public financial institutions for setting up Unit II and Unit III.

Our total current liabilities were Rs5,137.59 million as at March 31, 2022, increasing by 101.93% to Rs10,374.31 million as at March 31, 2023 and further increasing by 81.79% to Rs18,859.06 million as at March 31, 2024. Our total current liabilities were Rs11,427.68 million as at June 30, 2023, increasing by 62.87% to Rs18,611.96 million as at June 30, 2024. The decrease was primarily due to increases in short-term loans, trade payables, advances from customers and statutory dues for working capital.

Liquidity and Capital Resources

Historically, our primary liquidity requirements have been to fund our working capital needs for our operations. We have met these requirements through cash flows from operations and equity infusions from Promoters, South Asia Growth Fund II Holdings LLC and South Asia EBT Trust. As of June 30, 2024, we had Rs2,159.53 million in cash and cash equivalents and Rs2,372.19 million as bank balances. We believe that, after taking into account the expected cash to be generated from operations, we will have sufficient liquidity for our present requirements and anticipated requirements for capital expenditure and working capital for 12 months following the date of this Red Herring Prospectus.

Cash Flows Based on our Restated Consolidated Financial Information The following table summarizes our cash flows as at the periods indicated below:

	Fiscal			Three months ended June 30,
Particulars	2022	2023	2024	2023	2024
	(Rs million)
Net cash flow
Net cash flow from / (used in) operating activities (A)	49.64	366.85	901.54	27.09	6,230.56
Net cash flow used in investing activities (B)	(2,179.31)	(3,038.75)	(4,466.33)	(448.59)	(4,388.50)
Net cash flow from financing activities (C)	2,786.12	2,516.61	5,489.10	498.21	(2,252.54)
Net increase / (decrease) in Cash and Cash equivalents (A+B+C)	656.45	(155.29)	1,924.31	76.71	(410.48)
Cash and Cash equivalents at the beginning of the period / year	144.54	800.99	645.70	645.70	2,570.01
Cash and cash equivalents at the end of the period / year	800.99	645.70	2,570.01	722.41	2,159.53

Operating Activities

Net cash from operating activities was Rs6,230.56 million for the three months ended June 30, 2024. The restated profit before tax for the three months ended June 30, 2024 was Rs2,457.32 million. Adjustments primarily included depreciation and amortization expense of Rs794.35 million, finance costs of Rs286.33 million, provision for warranty of Rs201.95 million, provision for doubtful debts of Rs177.78 million, interest income of Rs(59.76) million, share of profit of associates of Rs(6.62) million and income from government grant of Rs(11.93) million.

Operating cash profit before working capital changes was Rs3,878.94 million. Working capital changes included an increase in trade payables of Rs594.25 million, an increase in financial liabilities and other current liabilities of Rs704.13 million, an increase in financial assets and other assets of Rs(290.52) million and an increase in provision of Rs11.76 million. This was offset by a decrease in inventory of Rs1,612.05 million and a decrease in trade receivables of Rs3.57 million.

Net cash from operating activities was Rs27.09 million for the three months ended June 30, 2023. The restated profit before tax for the three months ended June 30, 2023 was Rs435.31 million. Adjustments primarily included depreciation and amortization expense of Rs154.17 million, finance costs of Rs126.82 million, provision for warranty of Rs7.40 million, provision for doubtful debts of Rs22.12 million, interest income of Rs(36.05) million, share of profit of associates of Rs(7.04) million and income from government grant of Rs(11.26) million.

Operating cash profit before working capital changes was Rs707.21 million. Working capital changes included an increase in trade payables of Rs468.64 million, an increase in trade receivables of Rs(889.02) million, an increase in provision of Rs3.52 million and an increase in inventory of Rs(331.93) million. This was offset by a decrease in financial liabilities and other current liabilities of Rs(128.92) million and a decrease in financial assets and other assets of Rs209.52 million.

Net cash from operating activities was Rs901.54 million for Fiscal 2024. The restated profit before tax for Fiscal 2024 was Rs2,893.72 million. Adjustments primarily included depreciation and amortization expense of Rs960.93 million, provision for doubtful debts of Rs120.10 million, income from government grants of Rs(45.99) million, provision for / (written back) of warranty (net) of Rs188.21 million, finance costs of Rs839.30 million, interest income of Rs(136.52) million and share based payment expenses of Rs38.77 million.

Operating cash profit before working capital changes of Rs4,841.72 million. Working capital changes include an increase in inventories of Rs(3,764.72) million, an increase in trade receivables of Rs(5,617.83) million and an increase in financial assets and other assets of Rs(351.81) million. This was offset by an increase in trade payables of Rs5,781.62 million, an increase in financial and other current liabilities of Rs250.29 million and an increase in provisions of Rs14.58 million.

Net cash from operating activities was Rs366.85 million for Fiscal 2023. The restated loss before tax for Fiscal 2023 was Rs77.60 million. Adjustments primarily included depreciation and amortization expense of Rs532.33 million, finance costs of Rs622.04 million, provision for doubtful debts of Rs53.36 million, liabilities / provisions no longer required written back of Rs(41.40) million, provision for / (written back) of warranty (net) of Rs(24.98) million, gain on foreign exchange fluctuation (net) of Rs(29.19) million, income from government grant of Rs(27.65) million, interest income of Rs(120.14) million and share of profit of associates of Rs(12.19) million.

Operating cash profit before working capital changes was Rs876.84 million. Working capital changes included a decrease in trade receivables of Rs801.49 million, an increase in trade payables of Rs1,351.75 million, an increase in provisions of Rs3.45 million and an increase in financial and other current liabilities of Rs1,780.55 million. This was offset by an increase in inventories of Rs(4,159.27) million, an increase in financial assets and other assets of Rs(184.61) million.

Net cash from operating activities was Rs49.64 million for Fiscal 2022. The restated loss before tax for Fiscal 2022 was Rs156.91 million. Adjustments primarily included depreciation and amortization expense of Rs276.01 million, finance costs of Rs415.68 million, provision for doubtful debts of Rs36.19 million, bad debts written off of Rs32.30 million, liabilities / provisions no longer required written back of Rs(18.19) million, provision for / (written back) of warranty (net) of Rs(37.31) million, income from government grant of Rs(9.21) million, interest income of Rs(92.22) million and share of profit of associates of Rs(11.75) million.

Operating cash profit before working capital changes was Rs423.81 million. Working capital changes included a decrease in trade receivables of Rs106.14 million, a decrease in financial and other assets of Rs407.37 million, and an increase in trade payables of Rs1,060.55 million. This was offset by an increase in inventories of Rs(1,542.87) million, a decrease in financial and other current liabilities of Rs(285.42) million and a decrease in provisions of Rs(0.91) million.

Investing Activities

Net cash used in investing activities was Rs(4,388.50) million for the three months ended June 30, 2024. This primarily resulted from purchases of property, plant and equipment of Rs(1,164.46) million, investment in mutual funds of Rs(5,699.71) million, bank deposits matured of Rs116.27 million, movement in other bank balances of Rs(915.28) million, interest received of Rs54.74 million and proceeds from sale of mutual funds of Rs3,233.06 million.

Net cash used in investing activities was Rs(448.59) million for the three months ended June 30, 2023. This primarily resulted from purchases of property, plant and equipment of Rs(813.02) million, investment in mutual funds of Rs(204.09) million, bank deposits matured of Rs38.80 million, movement in other bank balances of Rs262.89 million, interest received of Rs17.96 million and proceeds from sale of mutual funds of Rs249.94 million.

Net cash used in investing activities was Rs(4,466.33) million for Fiscal 2024. This primarily resulted from purchases of property, plant and equipment of Rs(4,513.59) million, investment in mutual funds of Rs(1,562.47) million, bank deposits placed of Rs(417.15) million, movement in other bank balances of Rs(167.92) million, interest received of Rs65.36 million, proceeds from sale of mutual funds of Rs2,085.41 million and loans repaid, net of Rs16.58 million.

Net cash used in investing activities was Rs(3,038.75) million for Fiscal 2023. This primarily resulted from purchases of property, plant and equipment of Rs(2,760.42) million, movement in other bank balances of Rs(493.21) million, investment in mutual funds of Rs(507.63) million, interest received of Rs142.98 million and proceeds from sale of mutual funds of Rs491.35 million, bank deposits matured of Rs67.94 million, proceeds from sale of property, plant and equipment of Rs27.59 million, and proceeds from sale of investments in equity instruments of Rs10.33 million.

Net cash used in investing activities was ^(2,179.31) million for Fiscal 2022. This primarily resulted from purchases of property, plant and equipment of Rs(1,987.30) million, movement in other bank balances of Rs(146.16) million, investment in mutual funds of Rs(1,837.72) million, interest received of Rs83.17 million, bank deposits matured of Rs132.41 million, proceeds from sale of mutual funds of Rs1,379.93 million proceeds from sale of property, plant and equipment of Rs153.42 million, and proceeds from sale of investments in equity instruments of Rs38.32 million.

Financing Activities

Net cash used in financing activities was Rs2,252.54 million for the three months ended June 30, 2024. This primarily resulted from proceeds from long-term borrowings of Rs41.17 million, repayment of short-term borrowings of Rs(1,754.41) million, repayment of long-term borrowings of Rs(207.59) million and interest repayment of Rs(326.39) million.

Net cash from financing activities was Rs498.21 million for the three months ended June 30, 2023. This primarily resulted from proceeds from long-term borrowings of Rs427.44 million, proceeds from short-term borrowings of Rs264.35 million, repayment of long-term borrowings of Rs(104.86) million and interest repayment of Rs(87.83) million.

Net cash from financing activities was Rs5,489.10 million for Fiscal 2024. This primarily resulted from proceeds from long-term borrowings of Rs4,084.00 million, proceeds from short-term borrowings (net) of Rs2,755.66 million, repayment of long-term borrowings of Rs(552.68) million and interest repayment of Rs(784.73) million.

Net cash from financing activities was Rs2,516.61 million for Fiscal 2023. This primarily resulted from proceeds from issue of compulsorily convertible debentures of Rs318.50 million, proceeds from capital infused by noncontrolling interest holders of Rs42.50 million, proceeds from long-term borrowings of Rs2,024.35 million, proceeds from short-term borrowings (net) of Rs841.84 million, repayment of long-term borrowings of Rs(82.24) million, and interest repayment of Rs(625.23) million.

Net cash from financing activities was Rs2,786.12 million for Fiscal 2022. This primarily resulted from proceeds from issue of equity shares of Rs15.68 million, proceeds from issue of instruments entirely in the nature of equity of Rs1,760.00 million, proceeds from government grant of Rs318.45 million, proceeds from long-term borrowings of Rs971.86 million, proceeds from short-term borrowings (net) of Rs225.83 million, share issue expenses Rs(61.26) million, repayment of long-term borrowings of Rs(116.66) million and interest repayment of Rs(418.35) million.

Indebtedness

As of June 30, 2024, our total outstanding indebtedness on a consolidated basis was Rs12,001.57 million, primarily consisting of term loans from banks and public financial institutions. The following table provides the amounts of our outstanding current and non-current borrowings for the periods indicated:

Particulars	As of March 31,			As of June 30, 2023	As of June 30, 2024
	2022	2023	2024
	(Rs million)
Non-current borrowings	3,322.71	5,698.10	8,783.83	5,891.03	8,606.19
Current borrowings	1,210.26	1,937.32	5,138.57	2,331.32	3,395.38
Total borrowings	4,532.97	7,635.42	13,922.40	8,222.35	12,001.57

The increase in borrowing as of March 31, 2023 compared to March 31, 2022 is primarily due to fresh sanctions from IREDA amounting to Rs1,480 million, with a sanctioned limit of Rs3,746.60 million, for a project to establish a solar cell line at E-City, Raviryala Village, Maheswaram Taluk, Rangareddy District, Telangana. Additionally, Rs750 million was disbursed through fresh sanctions from IREDA, with a sanctioned limit of Rs1,503.30 million, to increase the annual installed capacity of the module line in Unit V We also secured additional cash credit and working capital demand loan facilities from various banks totaling Rs552.14 million. In Fiscal 2022, we raised Rs318.50 million through compulsory convertible debentures issued by our subsidiary, Premier Energies International Private Limited, at Rs245 each to non-controlling interest holders to fund our projects in Maheshwaram. These debentures are compulsorily convertible into equity shares within 10 years with an interest rate of 8.5% per annum.

The increase in borrowing as of March 31, 2024 compared to March 31, 2023 is primarily due to additional disbursements from existing IREDA sanctions of Rs2,266.60 million and Rs753.30 million, with sanctioned limits of Rs3,746.60 million and Rs1,503.30 million, respectively, for project nos. 2606 and 2607. Additionally, there was a disbursement of Rs1,066.30 million from IREDA, with a sanctioned limit of Rs1,312.50 million, for the project to establish a solar module line in Unit V. Another fresh sanction from IREDA for short-term borrowing totaled Rs900

million, with a sanctioned limit of Rs900 million, intended to meet immediate funding requirements for executing an order from L&T for the supply of 135 MW capacity monocrystalline PERC bifacial solar modules. Rs488.94 million was repaid in the fourth quarter of Fiscal 2024 with Rs411.06 million outstanding as of March 31, 2024. The carrying amounts of trade receivables include those subject to a factoring arrangement, with the amount repayable under the agreement classified and disclosed as borrowing, amounting to Rs2,171.77 million. We also secured additional cash credit and working capital demand loan facilities from various banks totaling Rs177.10 million during the year.

The decrease in borrowing as of June 30, 2024 compared to March 31, 2024 is primarily due to closure of factoring related arrangements on account of recovery from customers and repayment of short-term loan of Rs411.06 million which was taken for executing an order from L&T for the supply of 135 MW capacity monocrystalline PERC bifacial solar modules.

Contractual Obligations

The table below sets forth our contractual obligations as at June 30, 2024 as per the Restated Consolidated Financial Information. These obligations primarily relate to our contractual maturities of financial liabilities such as trade payables, other financial liabilities and lease liabilities.

Particulars	Less than 1 year	1 year to 5 years	More than 5 years	Total
	(Rs million)
Borrowings	12,001.57	3,395.38	4,024.40	4,581.79
Trade Payables	10,374.69	10,374.69	—	—
Other financial liabilities	638.26	638.26	—	—
Lease liabilities	84.93	15.94	68.99	—
Total	23,099.45	14,424.27	4,093.39	4,581.79

Contingent Liabilities

The following table sets forth the principal components of our contingent liabilities as at June 30, 2024 as per the Restated Consolidated Financial Information.

Particulars	As at March 31, 2022	As at March 31, 2023	As at March 31, 2024	As at June 30, 2023	As at June 30, 2024
	(t million)
Outstanding bank guarantees	665.83	742.20	3,253.91	947.11	3,495.10
Claims arising from disputes not acknowledged as debts - direct taxes	44.11	44.11	33.84	33.94	34.59
Claims arising from disputes not acknowledged as debts - indirect taxes	70.71	72.77	70.93	41.54	37.20
Corporate guarantee given for the borrowings taken by the Group*A	6,107.20	8,157.20	12,774.60	7,577.20	14,064.60
Comfort letter given for the borrowings taken by the Group*	—	5,479.30	15,841.80	5,479.30	14,923.20
Total	6,887.85	14,495.58	31,975.08	14,079.09	32,554.69

* ‘Group refers to the Company and its Subsidiaries on a consolidated basis.

a The corporate guarantee includes guarantees given by our Company issued for term loans and working capital facilities availed by our Subsidiaries and Associates from IREDA and financial institutions.

As on June 30, 2024, our Company has a contingent liability of Rs823.18 million (June 30, 2023: Rs548.75 million, March 31, 2024: Rs809.87 million, March 31, 2023: Rs407.66 million, March 31, 2022: Rs nil) towards customs duty and goods and services tax for capital goods imported under the manufacturing and other operation in Warehouse Regulation (MOOWR) scheme against which our Company has executed and utilized bond as at June 30, 2024 amounting to Rs2,469.54 million (June 30, 2023: Rs1,646.25 million, March 31, 2024: Rs2,429.61 million, March 31, 2023: Rs1,222.98 million, March 31, 2022: Rs nil). The firm liability towards such customs duty shall be contingent upon conditions at the time of filing an ex-bond bill of entry at the time of disposal. In case our Company decides to export such capital goods, the associated costs shall not be significant. Based on our Companys assessment of use of capital goods, management expects that liability will not arise for the same.

See "Restated Consolidated Financial Information - Notes forming part of the Restated Consolidated Financial Information - Note 39: Contingent Liabilities".

Capital Commitments

The following table sets forth the estimated amount of contracts remaining to be executed on capital account and not provided for:

Particulars	As at March 31, 2022	As at March 31, 2023	As at March 31, 2024	As at June 30, 2023	As at June 30, 2024
	Rst million)
Capital commitments	863.04	12,797.48	129.53	2,596.61	425.56

See "Restated Consolidated Financial Information - Notes forming part of the Restated Consolidated Financial Information - Note 39: Contingent Liabilities".

Capital Expenditures

The following table sets forth the historical capital expenditures which were, and we expect our future capital expenditures to be, primarily for the purchase of plant and equipment, intangible assets (excluding goodwill), investment. Capital expenditure is calculated as a total on additions made towards property, plant and equipment and net movement of capital work-in-progress whereas net movement of capital work-in-progress is closing capital work-in-progress, less opening capital work-in-progress, as per our Restated Consolidated Financial Information.

Particulars	Fiscal year ended March 31,			For the period ended June 30,
	2022	2023	2024	2023	2024
	(Rs million)
Additions to property, plant and equipment (A)	810.04	1,651.06	7,000.74	3.72	1,607.14
Additions to intangible assets (excluding goodwill) (B)	4.35	19.15	—	—	—
Net movement of capital work-inprogress (C)	1,141.10	2,351.30	(3,295.38)	839.44	(16.00)
Total (A+B+C)	1,955.49	4,021.51	3,705.36	843.16	1,591.14

We intend to utilize a portion of the Net Proceeds towards investment in our Subsidiary, PEGEPL, for partfinancing the establishment of the Project. See "Objects of the Offer" on page 139. The total estimated cost of setting up the Project is Rs33,583.29 million for which we propose to deploy a sum of Rs9,686.03 million from the Net Proceeds.

Off-Balance Sheet Arrangements

We do not have any off-balance sheet arrangements, derivative instruments or other relationships with other entities that would have been established for the purpose of facilitating off-balance sheet arrangements.

Related Party Transactions

We enter into various transactions with related parties. For further information, see "Restated Consolidated Financial Information - Notes forming part of the Restated Consolidated Financial Information - Note 43: Related Party Disclosures on page 382.

NON-GAAP MEASURES

EBITDA / EBITDA Margin / EBIT / ROCE / Net Worth / Debt to Equity Ratio / Return on Net Worth / PBT Margin / PAT Margin / Return on Equity / Net Asset Value per Equity Share / Inventory Turnover Ratio / Debt Service Coverage Ratio ("Non-GAAP Measures") presented in this Red Herring Prospectus

In evaluating our business, we consider and use Non-GAAP Measures that are presented below as supplemental measures to review and assess our operating performance. The presentation of these Non-GAAP Measures are not intended to be considered in isolation or as a substitute for the Restated Consolidated Financial Information. We present these Non-GAAP Measures because they are used by our management to evaluate our operating performance. These Non-GAAP Measures are not defined under Ind AS and are not presented in accordance with Ind AS. The Non-GAAP Measures have limitations as analytical tools. Further, these Non-GAAP Measures may differ from the similar information used by other companies, including peer companies, and hence their

comparability may be limited. Therefore, these matrices should not be considered in isolation or construed as an alternative to Ind AS measures of performance or as an indicator of our operating performance, liquidity, profitability or results of operation.

Based on our Restated Consolidated Financial Information

Earnings before interest, tax, depreciation and amortization (EBITDA) and earnings before interest, tax, depreciation and amortization margin (EBITDA Margin)

EBITDA is calculated as restated profit for the year/period plus tax, finance cost, depreciation, and amortization, less share of profit / loss from associates. EBITDA Margin is calculated as EBITDA divided by total income. Total income is calculated as revenue from operations and other income.

The tables below reconcile our profit/loss for the year/period to EBITDA for the periods indicated.

	As of and for the years ended March 31,
	2022		2023		2024
	Amount (t million)	Percentage of total income (%)	Amount (t million)	Percentage of total income (%)	Amount (t million)	Percentage of total income (%)
Restated profit / (loss) for the year	(144.08)	(1.88)	(133.36)	(0.91)	2,313.60	7.30
Add:
Depreciation and amortization expenses	276.01	3.60	532.33	3.64	960.93	3.03
Finance cost	430.03	5.61	686.27	4.69	1,211.76	3.82
Income tax expense	(12.83)	(0.17)	55.76	0.38	580.12	1.83
Less:
Share of profit/(loss) from associates	11.75	0.15	12.19	0.08	13.23	0.04
EBITDA	537.38	7.01	1,128.81	7.71	5,053.18	15.93
EBITDA Margin		7.01		7.71		15.93

 

	As of and for the three months ended June 30,
	2023*		2024*
	Amount	Percentage of total income	Amount	Percentage of total income
	(t million)	(%)	(t million)	(%)
Restated profit / (loss) for the period	313.29	5.08	1,981.60	11.87
Add:
Depreciation and amortization expenses	154.17	2.50	794.35	4.76
Finance cost	184.20	2.99	452.31	2.71
Income tax expense	122.02	1.98	475.72	2.85
Less:
Share of profit/(loss) from associates	7.04	0.11	6.62	0.04
EBITDA	766.64	12.44	3,697.36	22.16
EBITDA Margin		12.44		22.16

*Not annualized

Return on Average Capital Employed (ROCE)

ROCE is calculated as EBIT divided by average capital employed where (a) EBIT is EBITDA less depreciation and amortization and (b) average capital employed is the average of opening and closing values of total equity (excluding non-controlling interest and capital reserves), total debt (including lease liabilities and accrued interest), deferred tax liabilities (net of deferred tax asset), less intangible assets (including goodwill).

		As of and for the years ended March 31,
		2022		2023			2024
		Amount	Percentage of total income	Amount		Percentage of total income	Amount		Percentage of total income
		(t million)	(%)	(t million)		(%)	(t million)		(%)
EBITDA (A)		537.38	7.01	1,128.81		7.71	5,053.18		15.93
	As of and for the years ended March 31,
	2022				2023			2024
	Amount		Percentage of total income		Amount	Percentage of total income		Amount	Percentage of total income
	(Rs million)		(%)		(Rs million)	(%)		(Rs million)	(%)
Depreciation and amortization (B)	276.01		3.60		532.33	3.64		960.93	3.03
EBIT C = A-B	261.37		3.41		596.48	4.08		4,092.25	12.90
Net worth (D)	3,933.87		51.29		3,819.76	26.11		6,176.12	19.47
Add:
Borrowings (current and noncurrent) (E)	4,532.97		59.10		7,635.42	52.18		13,922.40	43.90
Lease liability (current and noncurrent) (F)	7.08		0.09		4.44	0.03		88.50	0.28
Deferred tax liability (G)	76.27		0.99		83.83	0.57		306.51	0.97
Interest accrued (H)	14.56		0.19		10.98	0.08		60.70	0.19
Less:
Intangible assets (goodwill and other intangible assets)(I)	4.76		0.06		20.69	0.14		0.55	0.00
Deferred tax asset (J)	11.18		0.15		2.49	0.02		171.91	0.54
Closing capital employed K =	8,548.81				11,531.25			20,381.77
D+E+F+G+H-I-J
Opening capital employed (L)	5,850.14		—		8,548.81	—		11,531.25	—
Average capital employed M = ((K+L)/2)	7,199.48				10,040.03			15,956.51
ROCE = (C/M)*100			3.63			5.94			25.65

 

	As of and for the three months ended June 30,
	2023*		2024*
	Amount	Percentage of total income	Amount	Percentage of total income
	(Rs million)	(%)	(Rs million)	(%)
EBITDA (A)	766.64	12.44	3,697.36	22.16
Less:
Depreciation and amortization (B)	154.17	2.50	794.35	4.76
EBIT C = A-B	612.47	9.94	2,903.01	17.40
Net worth (D)	4,139.48	67.17	8,171.07	48.96
Add:
Borrowings (current and non-current) (E)	8,222.35	133.43	12,001.57	71.92
Lease liability (current and non-current) (F)	58.11	0.94	84.93	0.51
Deferred tax liability (G)	192.71	3.13	159.27	0.95
Interest accrued (H)	49.32	0.80	18.89	0.11
Less:
Intangible assets (goodwill and other intangible assets)(I)	19.23	0.31	0.30	0.00
Deferred tax asset (J)	44.17	0.72	96.38	0.58
Closing capital employed K = D+E+F+G+H-I-J	12,598.57	—	20,339.05	—

 

	As of and for the three months ended June 30,
	2023*		2024*
	Amount	Percentage of total income	Amount	Percentage of total income
	(Rs million)	(%)	(Rs million)	(%)
Opening capital employed (L)	11,531.25		20,381.77
Average capital employed M = ((K+L)/2)	12,064.91	—	20,360.41	—
ROCE = (C/M)*100		5.08		14.26

*Not annualized

Net Worth

Net worth means aggregate value of the paid-up share capital and all reserves created out of the profits and securities premium account and debit or credit balance of profit and loss account, after deducting the aggregate value of the accumulated losses, deferred expenditure and miscellaneous expenditure not written off, but does not include reserves created out of revaluation of assets, write-back of depreciation, each as applicable for our Company on a restated basis.

The table below reconciles our net worth.

	As of and for the years ended March 31,			As of and for the three months ended June 30,
	2022	2023	2024	2023*	2024*
	Rst in million, except percentages)
Paid-up share capital (A)	263.46	263.46	263.46	263.46	334.07
Instruments entirely equity in nature (B)	1,698.74	1,698.74	1,698.74	1,698.74	1,698.74
Other equity
Add:
Security premium (C)	415.73	415.73	415.73	415.73	345.12
Retained earnings (D)	1,663.93	1,535.88	3,849.48	1,849.17	5,831.08
Other items of comprehensive income (E)	(0.59)	0.85	4.84	4.65	(7.61)
Treasury shares (F)	(109.87)	(109.87)	(109.87)	(109.87)	(109.87)
Share based payment reserve (G)	2.47	14.97	53.74	17.60	79.54
Net worth H = A+B+C+D+E+F+G	3,933.87	3,819.76	6,176.12	4,139.48	8,171.07

*Not annualized

Debt to Equity Ratio

The table below reconciles debt to equity. Debt to equity is calculated as debt for the year / period divided by total equity (excluding non-controlling interest).

	As of and for the years ended March 31,			As of and for the three months ended June 30,
	2022	2023	2024	2023*	2024*
	(Rs in million, except percentages)
Current borrowings (A)	1,210.26	1,937.32	5,138.57	2,331.32	3,395.38
Non-current borrowings (B)	3,322.71	5,698.10	8,783.83	5,891.03	8,606.19
Current lease liabilities (C)	2.65	3.06	15.25	8.42	15.94
Non-current lease liabilities (D)	4.43	1.38	73.25	49.69	68.99
Interest accrued (E)	14.56	10.98	60.70	49.32	18.89
Total debt F= A+B+C+D+E	4,554.61	7,650.84	14,071.60	8,329.78	12,105.39
Shareholders Equity
Equity share capital (G)	263.46	263.46	263.46	263.46	334.07

 

	As of and for the years ended March 31,			As of and for the three months ended June 30,
	2022	2023	2024	2023*	2024*
	(Rs in million, except percentages)
Instruments entirely equity in nature (H)	1,698.74	1,698.74	1,698.74	1,698.74	1,698.74
Other Equity (I)	1,984.04	2,149.95	4,506.31	2,469.67	6,430.65
Total equity J = G+H+I	3,946.24	4,112.15	6,468.51	4,431.87	8,463.46
Debt to Equity Ratio = (F/J)	1.15	1.86	2.18	1.88	1.43

*Not annualized

Return on Net Worth

Return on Net Worth is calculated as restated profit/loss attributable to the equity shareholders for the period/ year divided by restated net worth. Restated net worth means aggregate value of the paid-up share capital and all reserves created out of the profits and securities premium account and debit or credit balance of profit and loss account, after deducting the aggregate value of the accumulated losses, deferred expenditure and miscellaneous expenditure not written off, but does not include reserves created out of revaluation of assets, write-back of depreciation, each as applicable for our Company on a restated basis.

The table below reconciles our Return on Net Worth.

	As of and for the years ended March 31,			As of and for the three months ended June 30,
	2022	2023	2024	2023*	2024*
	(Rs in million, except percentages)
Restated profit/loss for the period/year attributable to owners (A)	(143.60)	(128.05)	2,313.60	313.29	1,981.60
Equity
Paid-up share capital (B)	263.46	263.46	263.46	263.46	334.07
Instruments entirely equity in nature (C)	1,698.74	1,698.74	1,698.74	1,698.74	1,698.74
Other equity
Add:
Security premium (D)	415.73	415.73	415.73	415.73	345.12
Retained earnings (E)	1,663.93	1,535.88	3,849.48	1,849.17	5,831.08
Other items of comprehensive income (F)	(0.59)	0.85	4.84	4.65	(7.61)
Treasury shares (G)	(109.87)	(109.87)	(109.87)	(109.87)	(109.87)
Share based payment reserve (H)	2.47	14.97	53.74	17.60	79.54
Net worth I = B+C+D+E+F+G+H	3,933.87	3,819.76	6,176.12	4,139.48	8,171.07
Return on Net Worth = (A/T)	(3.65)%	(3.35)%	37.46%	7.57%	24.25%

*Not annualized

Profit Before Tax Margin (PBT Margin)

PBT Margin is calculated as restated profit before tax for the year/period divided by total income.

	For the years ended March 31,			For the three months ended June 30,
	2022	2023	2024	2023*	2024*
(Rs in million, except percentages)
Restated profit / (loss) before tax (A)	(156.91)	(77.60)	2,893.72	435.31	2,457.32
Total income (B)	7,670.33	14,632.12	31,713.11	6,162.26	16,687.9
Profit Before Tax	(2.05)%	(0.53)%	9.12%	7.06%	14.73%
Margin = (A/B)

Profit After Tax Margin (PAT Margin)

The table below reconciles restated profit for the year/period to profit after tax margin which is calculated as restated profit after tax divided by total income.

	For the years ended March 31,			For the three months ended June 30,
	2022	2023	2024	2023*	2024*
	(Rs in million, except percentages)
Restated profit / (loss) for year/period (A)	(144.08)	(133.36)	2,313.60	313.29	1,981.60
Total income (B)	7,670.33	14,632.12	31,713.11	6,162.26	16,687.90
Profit After Tax Margin = (A/B)	(1.88)%	(0.91)%	7.30%	5.08%	11.87%

*Not annualized

Return on Equity (ROE)

ROE is calculated as restated profit for the period/year (owners share) divided by average total equity (excluding non-controlling interest) whereas average total equity is the average of opening and closing total equity (excluding non-controlling interest) as disclosed in the Restated Consolidated financial Information.

	As of and for the years ended March 31,			As of and for the three months ended June 30,
	2022	2023	2024	2023*	2024*
	(Rs in million, except percentages)
Restated profit/loss for the period/year attributable to owners (A)	(143.60)	(128.05)	2,313.60	313.29	1,981.60
Closing equity attributable to the owners of the Company (B)	3,946.24	4,112.15	6,468.51	4,431.87	8,463.46
Opening equity attributable to the owners of the Company (C)	2,220.68	3,946.24	4,112.15	4,112.15	6,468.51
Average equity D = ((B+C)/2)	3,083.46	4,029.20	5,290.33	4,272.01	7,465.99
Return on Equity = (A/D)	(4.66)%	(3.18)%	43.73%	7.33%	26.54%

*Not annualized

Net Asset Value per Equity Share

Net Asset Value per Equity Share is calculated as net worth divided by the number of equity shares including bonus shares and potential equity shares on account of compulsory convertible debentures outstanding as at the end of period / year. Net worth means aggregate value of the paid-up share capital including effect of bonus shares and all reserves created out of the profits and securities premium account and debit or credit balance of profit and loss account, after deducting the aggregate value of the accumulated losses, deferred expenditure and miscellaneous expenditure not written off, but does not include reserves created out of revaluation of assets, writeback of depreciation, each as applicable for our Company on a restated basis.

	As of and for the years ended March 31,			As of and for the three months ended June 30,
	2022	2023	2024A	2023*	2024*
	(Rs in i million, except share data)
Paid-up share capital (A)	263.46	263.46	263.46	263.46	334.07
Instruments entirely equity in nature (B)	1,698.74	1,698.74	1,698.74	1,698.74	1,698.74
Other equity
Add:
Security premium (C)	415.73	415.73	415.73	415.73	345.12
Retained earnings (D)	1,663.93	1,535.88	3,849.48	1,849.17	5,831.08
Other items of comprehensive income (E)	(0.59)	0.85	4.84	4.65	(7.61)
Treasury shares (F)	(109.87)	(109.87)	(109.87)	(109.87)	(109.87)

 

	As of and for the years ended March 31,			As of and for the three months ended June 30,
	2022	2023	2024A	2023*	2024*
	(Rs in million, except share data)
Share based payment reserve (G)	2.47	14.97	53.74	17.60	79.54
Net Worth H = A+B+C+D+E+F+G	3,933.87	3,819.76	2,321.60	4,139.48	8,171.07
Equity shares and bonus shares issued outstanding at the year/ period end (I)	334,065,168	334,065,168	334,065,168	334,065,168	334,065,168
Potential equity shares on account of compulsorily convertible debentures outstanding at the year/ period (J)	88,000,000	88,000,000	88,000,000	88,000,000	88,000,000
Total K = I+J	422,065,168	422,065,168	422,065,168	422,065,168	422,065,168
Net Asset Value per Equity Share = H/KA	9.32	9.05	14.63	9.81	19.36

*Not annualized.

a Pursuant to a Board resolution and Shareholders resolution each dated April 10, 2024, the Company has issued and allotted Equity Shares through bonus issue in the ratio of0.268 Equity Shares for every one Equity Share. The EPS and Net Asset Value per Equity Share disclosed above are derived from the Restated Consolidated Financial Information and are not adjusted for above events occurring after the Restated Consolidated Financial Information is adopted by the Board of Directors on March 14, 2024 in accordance with Indian Accounting Standard (Ind AS) 33 ".Earning Per Share".

Inventory Turnover Ratio

Inventory Turnover Ratio is calculated as cost of goods sold to average inventory.

	As of and for the years ended March 31,			As of and for the three months ended June 30,
	2022	2023	2024	2023*	2024*
	(Rs in million, except percentages)
Cost of materials consumed (A)	3,987.20	11,105.19	22,280.15	5,612.16	9,395.90
Purchase of stock in trade (B)	2,281.31	1,568.23	2,398.83	772.20	1,427.62
Changes in inventories of finished goods, stock in trade and work in progress (C)	(397.93)	(934.07)	(1,243.02)	(1,632.24)	416.41
Cost of goods sold D = A+B+C	5,870.58	11,739.35	23,435.96	4,752.12	11,239.93
Opening inventory (E)	626.41	2,169.27	6,328.55	6,328.55	10,093.27
Closing inventory (F)	2,169.27	6,328.55	10,093.27	6,660.48	8,481.22
Average inventory G = ((E+F)/2)	1,397.84	4,248.91	8,210.91	6,494.52	9,287.25
Inventory Turnover Ratio = D/G	4.20	2.76	2.85	0.73	1.21

Debt Service Coverage Ratio

Debt Service Coverage Ratio is calculated as earnings available for debt service to debt service.

	As of and for the years ended March 31,			As of and for the three months ended June 30,
	2022	2023	2024	2023*	2024*
	(Rs in million, except percentages)
Restated net profit after tax (A)	(144.08)	(133.36)	2,313.60	313.29	1,981.60
Depreciation and amortization (B)	276.01	532.33	960.93	154.17	794.35
Interest? (C)	302.95	461.73	839.30	126.82	286.33
Allowance for expected credit loss (D)	36.19	53.36	120.10	22.12	177.78
Provision for impairment of investments (E)		2.33
Bad debts written off (F)	32.30	2.36	2.54	—	—
Provision for warranty (G)	—	—	188.21	7.40	201.95
Earnings for debt service H = A+B+C+D+E+F+G	503.37	918.75	4,424.68	623.80	3,442.01
Interest payment (I)(2)	464.78	703.17	1,018.69	171.17	344.01
Lease payments (J)	3.06	3.11	13.15	0.89	5.32
Principal payments (K)	116.66	82.24	552.68	104.86	207.59
Debt service L = I+J+K	584.50	788.52	1,584.52	276.92	556.92
Debt Service Coverage Ratio = H/L	0.86	1.17	2.79	2.25	6.18

*Not annualized Notes:

(1) Interest has been calculated as sum of interest expense on term loans, bank overdraft and demand loans, lease liability (net) and interest on compulsorily convertible debentures.

(2) Interest payment includes June 30, 2024: 217.62 million, June 30, 2023: 283.34 million, March 31, 2024: 2:233.96 million, March 31, 2023: 277.94 million, March 31, 2022: 246.43 million towards cost of qualifying asset.

Quantitative and Qualitative Disclosures about Market Risks

Our Groups activities expose us to a variety of financial risks, namely, market risk, credit risk and liquidity risk. Our Group is committed to anticipating the volatility of financial markets and aims to mitigate potential negative impacts on our financial performance.

Credit risk

Credit risk is the risk that a counterparty will not meet its obligations under a financial instrument or customer contract, leading to a financial loss. Credit risk encompasses both the direct risk of default and the risk of deterioration of creditworthiness as well as concentration of risks. Credit risk is controlled by analyzing credit limits and creditworthiness of customers on a continuous basis to whom the credit has been granted after obtaining necessary approvals for credit. Financial instruments that are subject to concentrations of credit risk principally consist of trade receivables, investments, derivative financial instruments, cash and cash equivalents, bank deposits and other financial assets.

Trade receivables

The customer credit risk is managed by the Groups established policy, procedures and control relating to customer credit risk management. Credit quality of a customer is assessed based on the individual credit limits as defined in accordance with this assessment and outstanding customer receivables are regularly monitored. The Groups

receivables turnover is quick and historically, there was no significant defaults on account of those customers. Ind AS requires an entity to recognize, in profit or loss, the amount of expected credit losses (or reversal) required to adjust the loss allowance at the reporting date to the amount required to be recognized in accordance with Ind AS 109. The Group assesses at each date of statements of financial position whether a financial asset or a group of financial assets is impaired. Expected credit losses are measured at an amount equal to the 12 month expected credit losses or at an amount equal to the life time expected credit losses if the credit risk on the financial asset has increased significantly since initial recognition. The Group has used a practical expedient by computing the expected credit loss allowance for trade receivables based on a provision matrix. The provision matrix takes into account historical credit loss experience, adjusted for forward-looking information.

Liquidity risk

Liquidity risk refers to the risk that the Group cannot meet its financial obligations. The objective of liquidity risk management is to maintain sufficient liquidity and ensure that funds are available for use as per requirements. The Group manages liquidity risk by maintaining adequate reserves, banking facilities and reserve borrowing facilities, by continuously monitoring forecast and actual cash flows, and by matching the maturity profiles of financial assets and liabilities.

Market risk

Market risk is the risk that changes in market prices, such as foreign exchange rates, interest rates and equity prices, will affect the Groups income or the value of its holdings of financial instruments. The objective of market risk management is to manage and control market risk exposures within acceptable parameters.

Currency risk

The Groups functional currency is Indian rupees. The Group purchased some plant and machinery in foreign currency. Adverse movements in the exchange rate between Indian rupees and any relevant foreign currency results in the Groups overall debt position in rupee terms without the Group having incurred additional debt and favorable movements in the exchange rates will conversely result in a reduction in the Groups receivables in foreign currency.

Interest rate risk

Interest rate risk is the risk that the future standalone cash flows of a financial instrument will fluctuate because of changes in market interest rates. The Groups exposure to the risk of changes in market interest rates relates primarily to its long-term debt obligations with floating interest rates.

Foreign currency exchange rate risk

The fluctuation in foreign currency exchange rates may have potential impact on the statement of profit or loss and other comprehensive income and equity, where any transaction references more than one currency or where assets/liabilities are denominated in a currency other than the functional currency of the respective entities. Considering the countries and economic environment in which the Group operates, its operations are subject to risks arising from fluctuations in exchange rates in those countries. The risks primarily relate to fluctuations in the U.S. dollar against the functional currencies of the Group. The Group, as per its risk management policy, uses derivative instruments primarily to hedge foreign exchange. The Group evaluates the impact of foreign exchange rate fluctuations by assessing its exposure to exchange rate risks. It hedges a part of these risks by using derivative financial instruments in line with its risk management policies.

Auditor Qualifications

There are no auditor qualifications which have not been given effect to in the Restated Consolidated Financial Information.

Unusual or Infrequent Events of Transactions

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

Known Trends or Uncertainties

Our business has been affected and we expect will continue to be affected by the trends identified above in the heading titled "Significant Factors Affecting Our Financial Condition and Results of Operations" and the uncertainties described in the section titled "Risk Factors" on page 37. To our knowledge, except as described or anticipated in this Red Herring Prospectus, there are no known factors which we expect will have a material adverse impact on our revenues or income from continuing operations.

Significant Economic Changes that Materially Affected or are likely to Affect Revenue from Operations

There are no significant economic changes that materially affected our operations or are likely to affect income from continuing operations except as described in the sections "Risk Factors", "Industry Overview" and "Our Business" on pages 37, 180 and 232, respectively.

Future Relationship between Cost and Income

Other than as described in this Red Herring Prospectus, to the knowledge of our management, there are no known factors that might affect the future relationship between costs and revenues.

New Products or Business Segments

Other than as described in "Our Business" on page 232 of this Red Herring Prospectus, there are no new products or business segments in which we operate.

Significant dependence on a single or few Customers or Suppliers

Other than as described in this Red Herring Prospectus, particularly in sections "Risk Factors" and "Managements Discussion and Analysis of Financial Condition and Results of Operations" on pages 37 and 401, respectively, to our knowledge, there is no significant dependence on a single or few customers or suppliers.

Seasonality of Business

Our business is not subject to seasonal variations.

Significant Developments after June 30, 2024

Except as stated in this Red Herring Prospectus, to our knowledge, no circumstances have arisen since the date of the Restated Consolidated Financial Information as disclosed in this Red Herring Prospectus which materially and 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 12 months.