Prizor Viztech Ltd Management Discussions

OPERATIONS

March 31, 2024, 2023 and 2022 is based on, and should be read in conjunction with, our Restated Financial Statements, including the schedules, notes and significant accounting policies thereto, included in the chapter titled “Restated Financial Statements” beginning on page 173 of this Draft Red Herring Prospectus. Our Restated Financial Statements have been derived from our audited financial statements and restated in accordance with the SEBI ICDR Regulations and the ICAI Guidance Note. Our financial statements are prepared in accordance with AS.

You should read the following discussion of our financial condition and results of operations together with our restated financial statements included in this Draft Red Herring Prospectus. You should also read the section titled “Risk Factors” beginning on page 30 of this Draft Red Herring Prospectus, which discusses a number offactors, risks and contingencies that could affect our financial condition and results of operations. Our fiscal year ends on March 31 of each year, so all references to a particular fiscal year are to the twelve-month period ended March 31 of that year.

In this section, unless the context otherwise requires, any reference to “we”, “us” or “our” refers to Prizor Viztech Limited, our Company. Unless otherwise indicated, financial information included herein are based on our “Restated Financial Statements” for the financial years ended March 31, 2024, 2023 and 2022 included in this Draft Red Herring Prospectus beginning on page 173 of this Draft Red Herring Prospectus.

Note: Statement in the Management Discussion and Analysis Report describing our objectives, outlook, estimates, expectations or prediction may be “Forward Looking Statements” within the meaning of applicable securities laws and regulations. Actual results could differ materially from those expressed or implied. Important factors that could make a difference to our operations include, among others, economic conditions affecting demand/supply and price conditions in domestic and overseas market in which we operate, changes in Government Regulations, Tax Laws and other Statutes and incidental factors.

BUSINESS OVERVIEW

Our Company is engaged in the business of providing security and surveillance solutions by offering comprehensive range of CCTV cameras which serves different verticals like retail, government, educational and infrastructure, among others. Our Company in the year 2022 expanded its product portfolio by selling different sizes and features of televisions, touch panels and monitors manufactured by third parties under our brand name. We also provide services including video management software which provides surveillance feature to our customers in a single monitor and location.

As on the date of this Draft Red Herring Prospectus, we have supplied our products across 17 states and 2 union territories in India i.e., Andhra Pradesh, Assam, Delhi, Goa, Gujarat, Haryana, Karnataka, Kerala, Madhya Pradesh, Maharashtra, Punjab, Rajasthan, Sikkim, Tamil Nadu, Telangana, Uttar Pradesh, West Bengal, as well as the union territories of Andaman and Nicobar Islands and Jammu and Kashmir.

Our Company was incorporated in the year 2017 by our experienced promoters, Ms. Mitali Dasharathbharthi Gauswami and Mr. Gauswami Dasharathbharthi Gopalbharthi who possesses over 7 and 11 years of experience in our industry. The promoters play crucial role in expansion of our Company and prosperity. Through their experience, we are able to manage and expand our operations, foresee and respond to market developments, and uphold and capitalise on customer relationships. Our Company is guided by expertise management team which provides technical, marketing & sales guidance to our Company. For further details of our promoters and our management, please see chapter titled “Our Promoters and Promoter Group” and “OurManagement” on pages 166 and 152 of this Draft Red Herring Prospectus.

Our product portfolio is mainly segregated into two parts, namely:

(i) Security and Surveillance Solutions (network cameras & high-definition analog cameras, network video recorders, digital video recorders); and

(ii) LED televisions, Monitors & Touch Panels.

Our Company is a registered vendor under a government initiative scheme called "Make in India" (GEM) (https://mkp.gem.gov.in/camera-cctv-system/prizor-3-mp-ip-dome-camera/p-5116877-49666803374- cat.html#variant id=5116877-49666803374). This scheme was introduced to promote domestic manufacturing and reduce dependence on foreign goods whereby the government agencies purchase Indian-made products. In this context, the Government Direct Purchase (GDP) scheme has been introduced for CCTV companies to facilitate procurement of Indian- made CCTV products by government agencies. As on the financial year ended March 31, 2024, our revenue from operations from GEM (Government e-Marketplace) stands at Rs. 9.45 Lakhs.

Our Registered Office, workshops and warehouses are strategically located in the city of Ahmedabad. As on the date of this Draft Red Herring Prospectus, our Company purchases components from various suppliers to assemble its surveillance cameras. These components include PCB (Printed Circuit Board), lenses, infrared cut-off filters, CCTV camera housing parts, cables and video recorder main boards. These components are likely sourced from various suppliers, both domestic and international. Our Companys dedicated technical team is responsible for assembling the cameras at our workshops using the purchased components. The team ensures that the assembling process is carried out diligently and meets the desired quality through inspections at each stage of the assembly process. Foreseeing the trends and opportunity in the market, our Company in the year 2022 started offering televisions, touch panels and monitors manufactured by third parties under our brand name "PRIZOR"

Our commitment to quality is evident in our workshops, which have been accredited with management system certificates for compliance with ISO 9001:2015 and ISO 14001:2015. In addition, we hold ISO 27001:2013 certification for ‘Information Security Management System Standard which highlights our commitment to safeguarding sensitive information and ensuring data security. Furthermore, our CCTV products are certified to meet the quality standards set by Bureau of Indian Standards i.e., IS 13252, while our LED Televisions are certified in compliance with IS 616. We have also received certificates from Bureau of International Certification Limited, an international third-party approval organization for ensuring the product quality systems used in our process which includes compliance with RoHS directives (Restriction of Hazardous Substances) as issued by the European Union for electrical and electronic equipments directives.

Key Performance Indicators of our Company

(Z in Lakhs, otherwise mentioned)

Key Financial Performance	For the Financial Year ended
	March 31, 2024	March 31, 2023	March 31, 2022
Revenue from Operations (1)	3,565.41	1,376.84	868.19
EBITDA (2)	822.36	53.05	18.83
EBITDA Margin (%)(3)	23.06%	3.85%	2.17%
PAT	557.44	21.06	3.60
PAT Margin (%)(4)	15.63%	1.53%	0.41%
Return on Equity (%)(5)	143.86%	21.44%	4.19%
Debt to Equity Ratio (times) (6)	1.45	4.90	3.57
Current Ratio (times) (7)	1.75	1.87	1.96

Notes: As certified by M B Jajodia & Associates, Chartered Accountants by their certificate dated May 24, 2024.

Explanation of KPIs:

(1) Revenue from operations means the revenue from operations as appearing in the restated financial information.

(2) EBITDA is calculated as Profit before tax + Depreciation + Interest Expenses-Other Income.

(3) EBITDA Margin is calculated as EBITDA divided by Revenue from Operations.

(4) PAT Margin is calculated as PAT for the year divided by revenue from operations.

(5) Return on Equity is calculated by comparing the proportion of net income against the amount of average shareholder equity.

(6) Debt to Equity ratio is calculated as Total Debt divided by equity.

(7) Current Ratio is calculated by dividing Current Assets to Current Liabilities.

STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES

For details in respect of Statement of Significant Accounting Policies, please refer to the chapter titled “Restated Financial Statements” beginning on page 173 of this Draft Red Herring Prospectus.

SIGNIFICANT DEVELOPMENTS AFTER MARCH 31, 2024

In the opinion of the Board of Directors of our Company, since the date of the stub period as disclosed in this Draft Red Herring Prospectus, there have not arisen any circumstance that materially or adversely affect or are likely to affect the profitability of our Company or the value of its assets or its ability to pay its material liabilities within the next twelve months.

1. The Shareholders of our Company has approved to increase the authorised share capital in their meeting held on April 01, 2024.

2. The Shareholders of our Company approved proposal of Board of Directors to alter the memorandum and articles of association of the Company in the EOGM held on April 01, 2024.

3. The Board of Directors pursuant to a resolution dated May 06, 2024 and shareholders pursuant to special resolution dated May 7, 2024 have approved the issuance of 4,00,000 Equity Shares pursuant to Conversion of Loan into Equity.

4. The Board of Directors pursuant to a resolution dated May 07, 2024 and shareholders pursuant to a resolution dated May 09, 2024 have approved the issuance of 66,00,003 Bonus Equity Shares in the ratio of 11 equity shares for every two existing fully paid-up Equity Shares held.

5. The Shareholders of our Company approved proposal of Board of Directors to raise funds through initial public offering in the EOGM held on May 17, 2024.

FACTORS AFFECTING OUR RESULTS OF OPERATIONS

Our business is subjected to various risks and uncertainties, including those discussed in the section titled “Risk Factors” beginning on page 30 of this Draft Red Herring Prospectus. Our results of operations and financial conditions are affected by numerous factors including the following:

1. Disruption in our business process.

2. Our ability to successfully implement our strategy, our growth and expansion, technological changes.

3. Fail to attract, retain and manage the transition of our management team and other skilled & unskilled employees;

4. Our ability to protect our intellectual property rights and not infringing intellectual property rights of other parties;

5. Ability to respond to technological changes;

6. Failure to comply with regulations prescribed by authorities of the jurisdictions in which we operate;

7. General economic and business conditions in the markets in which we operate and in the local, regional and national economies;

8. Our ability to effectively manage a variety of business, legal, regulatory, economic, social and political risks associated with our operations;

9. Changes in laws and regulations relating to the industries in which we operate;

10. Our ability to meet our capital expenditure requirements;

11. Failure to adapt to the changing technology in our industry of operation may adversely affect our business and financial condition;

12. Failure to obtain any approvals, licenses, registrations and permits in a timely manner;

13. Changes in political and social conditions in India or in countries that we may enter, the monetary and interest rate policies of India and other countries, inflation, deflation, unanticipated turbulence in interest rates, equity prices or other rates or prices;

14. Occurrence of natural disasters or calamities affecting the areas in which we have operations;

15. Conflicts of interest with affiliated companies, the promoter group and other related parties;

16. The performance of the financial markets in India and globally;

RESULTS OF OUR OPERATION

The following discussion on results of operations should be read in conjunction with the Restated Financial Statements of our Company for the financial years ended on 2024, 2023 and 2022:

(Z in Lakhs)

	For the Financial year ended 31st March
Particulars	2024	% of Total Revenue	2023	% of Total Revenue	2022	% of Total Revenue
Revenue:
Revenue from operations	3,565.41	99.88%	1376.84	98.75%	868.19	99.74%
Other income	4.21	0.12%	17.45	1.25%	2.28	0.26%
TOTAL INCOME	3,569.62	100.00%	1394.29	100.00%	870.47	100.00%
Expenses:
(a) Cost of Material Consumed	1,766.07	49.48%	939.77	67.40%	757.49	87.02%
(b) Purchase of stock-in-trade	1,176.70	32.96%	293.29	21.04%	12.02	1.38%
(c) Increase/Decrease in Stock in trade	(412.28)	-11.55%	-57.26	-4.11%	(38.60)	-4.43%
(d) Employee benefits expense	122.67	3.44%	102.61	7.36%	98.40	11.30%
(e) Finance costs	60.38	1.69%	31.05	2.23%	10.59	1.22%
(f) Depreciation and amortisation expense	4.97	0.14%	9.29	0.67%	7.86	0.90%
(g) Other expenses	89.89	2.52%	45.37	3.25%	20.06	2.30%
TOTAL EXPENSES	2,808.40	78.68%	1364.12	97.84%	867.82	99.70%
Profit / (Loss) before tax	761.22	21.32%	30.16	2.16%	2.66	0.31%
Tax expenses:
(a) Current tax expense	193.90	5.43%	9.2	0.66%	-	0.00%
(b) Earlier year Tax	10.39	0.29%	0	0.00%	0.90	0.10%
(c) Deferred tax expense / (benefit)	(0.51)	-0.01%	-0.1	-0.01%	(1.84)	-0.21%
Net tax expense/(benefit)	203.78	5.71%	9.1	0.65%	(0.94)	-0.11%
Profit / (Loss) for the year	557.44	15.62%	21.06	1.51%	3.6	0.41%

Review of Restated Financials,

Key Components of Companys Profit and Loss Statement

Revenue from operations: Revenue from operations mainly consists from Sales of products and Services offered.

Other Income: Other Income Consist of Interest Income, Discount Received & Other Misc. Income.

Expenses: Companys expenses consist of, Cost of Material Consumed, Changes in Inventories of Finished Goods & Stock in Trade, Depreciation Expenses, Employee Benefit Expenses, Finance Cost & Other Expenses.

Cost of Material Consumed: Cost of Material Consumed consist of Opening Stock, Purchase of Raw Material, Direct Expenses & Closing Stock.

Change in inventory of Stock in Trade: Change in inventory of Stock in Trade consist of difference between opening & closing Value of Stock.

Employee Benefits Expense: Employee benefit expenses includes Salaries and Wages, Directors Remuneration & Contribution to Statutory Funds, Gratuity Expenses etc.

Finance Cost: Finance Cost includes Interest paid on borrowings & Bank Charges.

Depreciation and Amortization Expense: We recognize Depreciation and Amortization expense on a SLM Basis as per the rates set forth in the Companies Act, 2013/ Companies Act, 1956, as applicable.

Other Expenses: Other expenses include Rent, Repair & Maintenance, Travelling & Conveyance etc.

FISCAL 2024 COMPARED WITH FISCAL 2023 Revenue from Operation

Revenue from operations for FY 2023-24 amounted to RS 3,565.41 lakhs while revenue for FY 2022-23 was RS 1,376.84 lakhs. Revenue in FY 2023-24 was higher by 158.96 % from FY 2022-23. During FY 2023-24, the Companys television, touch panel and monitors sales have seen a significant increase, moving up from RS 244.83 lakhs in FY 2022-23 to a notable RS 1002.15 lakhs. The company started its television, touch panels and monitors business in FY 2022-23. In FY 2023-24, the Company has strategically focused on this product line. This targeted strategy has led to a growth in their customer base and increased sales.

In FY 2023-24, the Company has also observed a significant increase in the CCTV sales, rising from RS 938.04 lakhs in FY 2022-23 to RS 2286.23 lakhs in FY 2023-24. The Companys competitive pricing serves as their unique selling proposition - they offer CCTV systems at prices that are competitive when compared to their competitors. Furthermore, their effective after-sales service which includes sending technical personnel at the clients place has also factored into this increase in revenue. As a result, due to the abovementioned factors the revenue of the Company has increased during FY 2023-24.

Other Income

Other Income in FY 2023-24 amounts to RS 4.21 Lakhs the same was RS 17.45 lakhs in FY 2022-23.

Cost of Material Consumed

Cost of Material Consumed had increased by 87.93% from RS 939.77 lakhs in FY 2022-23 to RS 1,766.07 lakhs in Fiscal 2023. This increase was due to increase in purchases during the year.

Change in inventory of Stock in trade

Change in inventory of Stock in trade had increased by 620.01% from RS (57.26) lakhs in FY 2022-23 to RS (412.28) lakhs in FY 2023-24. This increase was primarily due to higher closing inventories during the year. Increase in sales and new orders were the main driving force where the company had to keep inventory in hand to meet the additional demand from customers as well execute new orders.

Employee Benefit Expenses

Employee benefit expenses has increased by 19.55% from RS 102.61 lakhs in FY 2022-23 to RS 122.67 lakhs in FY 2023-24. This increase was due to increase in salaries and wages, directors remuneration and staff welfare expenses during FY 202324.

Finance Cost

Finance Cost has increased by 94.46% from RS 31.05 lakhs in FY 2022-23 to RS 60.38 lakhs in FY 2023-24. This increase was primarily due to increase in Interest on borrowings during the year.

Depreciation and Amortization Expenses

Depreciation has decreased by 46.50% from RS 9.29 lakhs in FY 2022-23 to RS 4.97 lakhs in FY 2023-24. The company charges depreciation on WDV basis. During FY 2023-24, the company only made investment in Land which is a nondepreciable asset.

Other Expenses

Other expenses have increased by 98.13% from RS 45.37 lakhs in FY 2022-23 to RS 89.89 lakhs in FY 2023-24.

Tax Expenses

The Companys total tax expenses have increased from RS 9.10 lakhs in FY 2022-23 to RS 203.78 lakhs in FY 2023-24. Increase in profits have attracted more tax liability during FY 2023-24.

Profit After Tax

The Profit after tax for FY 2023-24 was RS 557.44 Lakhs representing 15.62% of total revenue. In FY 2023-24 the Profit After Tax (PAT) has seen substantial growth. This can be attributed to the significant increase in sales, which has allowed the Company to take advantage of turnover incentives offered by our vendors. Timely payments to suppliers have also resulted in cash discounts, further contributing to profitability. Additionally, the procurement of raw materials resulted in cost savings, thereby enhancing the Companys profit margin. All these factors combined have led to a considerable increase in the PAT for FY 2023-24. The Television, Touch panels and Monitors business has not only driven revenue growth but has also resulted in a significant increase in our Profit After Tax (PAT) The Company has achieved a margin of approximately 25% on TV sales, contributing substantially to their overall profitability. Moreover, the increase in the volume of TV sales has had a notable impact on the absolute figures of PAT.

FISCAL 2023 COMPARED WITH FISCAL 2022

Revenue from Operation

Revenue from operations for FY 2022-23 amounted to RS 1,376.84 lakhs while revenue for FY 2021-22 was RS 868.19 lakhs. Revenue in FY 2022-23 was higher by 58.59 % from FY 2021-22. The revenue growth is attributable due to a variety of factors. The company commenced a new business vertical which was trading in TV, touch panels and monitors which contributed RS 244.83 lakhs to the total revenue. The Company also started exporting its products in FY 2022-23 which generated RS 352.20 lakhs revenue. All these factors have collectively led to increase in revenue in FY 2022-23.

Other Income

Other Income in FY 2022-23 amounted to RS 17.45 lakhs the same was RS 2.28 lakhs in FY 2021-22. Other income during FY 2022-23 was higher as the company received an amount of RS 3.95 lakhs from Atma Nirbhay Bharat Yojna Scheme.

Cost of Material Consumed

Cost of Material Consumed had increased by 24.06 % from RS 757.49 lakhs in FY 2021 -22 to RS 939.77 lakhs in FY 202223. This increase was due to increase in purchases during the year.

Change in inventory of Stock in trade

Change in inventory of Stock in trade had increased by 48.34% from RS (38.60) lakhs in FY 2021-22 to RS (57.26) lakhs in FY 2022-23. This increase was primarily due to higher closing inventories during the year. Increase in sales and new orders were the main driving force where the company had to keep inventory in hand to meet the additional demand from customers as well execute new orders.

Employee Benefit Expenses

Employee benefit expenses has increased by 4.28% from RS 98.40 lakhs in FY 2021-22 to RS 102.61 lakhs in FY 2022-23. This increase was due to increase in salaries and wages, directors remuneration during FY 2022-23.

Finance Cost

Finance Cost has increased by 193.20% from RS 10.59 lakhs in FY 2021-22 to RS 31.05 lakhs in FY 2022-23. This increase was primarily due to increase in Interest on borrowings during the year.

Depreciation and Amortization Expenses

Depreciation has decreased by 18.19% from RS 7.86 lakhs in FY 2021-22 to RS 9.29 lakhs in FY 2022-23. The company charges depreciation on WDV basis. During FY 2022-23, the company made additions in their existing furniture and fixtures, office equipment, computers and vehicles which lead to increase in depreciation during the year.

Other Expenses

Other expenses have increased by 126.17% from RS 20.06 lakhs in FY 2021-22 to RS45.37 lakhs in FY 2022-23.

Tax Expenses

The Companys total tax expenses have increased from RS (0.94) lakhs in FY 2021 -22 to RS 9.10 lakhs in FY 2022-23. Increase in profits have attracted more tax liability during FY 2022-23.

Profit After Tax

The profit after tax in FY 2022-23 was RS 21.06 lakhs while the same was RS 3.60 lakhs in FY 2021-22. The introduction of the trading vertical of TV, touch panels increased the Companys profitability as the margin in this segment was approximately 25%. Increase in turnover of the CCTV business also contributed to increase in the margin of the company.

CASH FLOWS

(Z in Lakhs)

Particulars	March 31, 2024	March 31, 2023	March 31, 2022
Net Cash from Operating Activities	(192.05)	(176.19)	(104.04)
Net Cash from Investing Activities	(185.80)	(18.74)	(2.86)
Net Cash from Financing Activities	371.64	190.61	117.89

Cash Flows from Operating Activities

Net cash from operating activities for FY 2023 -24 was at (RS 192.05) lakhs as compared to the Profit Before Tax at RS 761.22 lakhs while for FY 2022-23 net cash from operating activities was at (RS 176.19) lakhs as compared to the Profit Before Tax at RS 30.16 Lakhs. This was primarily due to adjustments against, changes in working capital & income tax Paid.

Net cash from operating activities for FY 2022-23 was at (RS176.19) lakhs as compared to the Profit Before Tax at RS 30.16 lakhs while for FY 2021 -22 net cash from operating activities was at (RS 104.04) lakhs as compared to the Profit Before Tax at RS 2.66 Lakhs. This was primarily due to adjustments against changes in working capital & income tax Paid.

Cash Flows from Investment Activities

In FY 2023-24, the net cash invested in Investing Activities was RS (185.8) lakhs. This was mainly on account of Purchases of Fixed Assets.

In FY 2022-23, the net cash invested in Investing Activities was RS (18.74) lakhs. This was mainly on account of Purchases of Fixed Assets.

In FY 2021-22, the net cash invested in Investing Activities was RS (2.64) lakhs. This was mainly on account of Purchases of Fixed Assets.

Cash Flows from Financing Activities

In FY 2023 -24, the net cash from financing activities was RS 371.64 lakhs. This was on account of proceeds from Long Term & Short-Term Borrowings.

In FY 2022-23, the net cash from financing activities was RS 190.61 lakhs. This was on account of proceeds from Long Term & Short-Term Borrowings.

In FY 2021 -22, the net cash from financing activities was RS 117.89 lakhs. This was on account of proceeds from Long Term & Short-Term Borrowings.

RELATED PARTY TRANSACTIONS

Related party transactions with certain of our promoter, directors and their entities and relatives primarily relate to remuneration, salary, commission and issue of Equity Shares. For further details of related parties kindly refer chapter titled “Restated Financial Statements beginning on page 173 of this Draft Red Herring Prospectus.

OFF-BALANCE SHEET ITEMS

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

QUALIFICATIONS OF THE STATUTORY AUDITORS WHICH HAVE NOT BEEN GIVEN EFFECT TO IN THE RESTATED FINANCIAL STATEMENTS

There are no qualifications in the audit report that require adjustments in the Restated Financial Statements. QUALITATIVE DISCLOSURE ABOUT MARKET RISK Financial Market Risks

Market risk is the risk of loss related to adverse changes in market prices, including interest rate risk. We are exposed to interest rate risk, inflation and credit risk in the normal course of our business.

Interest Rate Risk

Our financial results are subject to changes in interest rates, which may affect our debt service obligations in future and our access to funds.

Effect of Inflation

We are affected by inflation as it has an impact on the salary, wages, etc. In line with changing inflation rates, we rework our margins so as to absorb the inflationary impact.

Credit Risk

We are exposed to credit risk on monies owed to us by our customers. If our customers do not pay us promptly, or at all, we may have to make provisions for or write-off such amounts.

OTHER MATTERS

Details of Default, if any, Including Therein the Amount Involved, Duration of Default and Present Status, in Repayment of Statutory Dues or Repayment of Debentures or Repayment of Deposits or Repayment of Loans from any Bank or Financial Institution

Except as disclosed in chapter titled “Restated Financial Statements” beginning on page 173 of this Draft Red Herring Prospectus, there have been no defaults in payment of statutory dues or repayment of debentures and interest thereon or repayment of deposits and interest thereon or repayment of loans from any bank or financial institution and interest thereon by the Company.

Material Frauds

There are no material frauds, as reported by our statutory auditor, committed against our Company, in the last three Fiscals.

Unusual or infrequent events or transactions

Except as described in this Draft Red Herring Prospectus, during the period/ years under review there have been no transactions or events, which in our best judgment, would be considered "unusual” or "infrequent”.

Significant Economic Changes that Materially Affected or are Likely to Affect Income from Continuing Operations

Indian rules and regulations as well as the overall growth of the Indian economy have a significant bearing on our operations. Major changes in these factors can significantly impact income from continuing operations. There are no significant economic changes that materially affected our Companys operations or are likely to affect income from continuing operations except as described in chapter titled "Risk Factors” beginning on page 30 of this Draft Red Herring Prospectus.

Known trends or uncertainties that have had or are expected to have a material adverse impact on revenue or income from continuing operations

Other than as described in the section titled "Risk Factors” and chapter titled "Managements Discussion and Analysis of Financial Conditions and Results of Operations”, beginning on page 30 and 217 of this Draft Red Herring Prospectus respectively to our knowledge there are no known trends or uncertainties that have or had or are expected to have a material adverse impact on revenues or income of our company from continuing operations.

Future relationship between Costs and Income

Other than as described in the section titled “Risk Factors" beginning on page 30 of this Draft Red Herring Prospectus, to our knowledge there are no factors, which will affect the future relationship between costs and income or which are expected to have a material adverse impact on our operations and finances.

The extent to which material increases in revenue or income from operations are due to increased volume, introduction of new products or services or increased prices

Changes in revenue in the last three financial years are as explained in the part “Financial Year 2023-24 compared with financial year 2022-23 and Financial Year 2022-23 compared with financial year 2021-22” above.

Significant dependence on a single or few Suppliers or Customers

The percentage of contribution of our Companys Top 5 and Top 10 Customers & Suppliers have been mentioned under para “Major Customer/Suppliers” in the chapter titled “Our Business” on page 121 of this Draft Red Herring Prospectus.

Status of any publicly announced new products or business segments

Please refer to the chapter titled “Our Business” beginning on page 121 of this Draft Red Herring Prospectus for new products or business segments.

The extent to which the business is seasonal

Our business is not seasonal in nature.

Competitive Conditions

We operate in a competitive atmosphere. Some of our competitors may have greater resources than those available to us. While product quality, brand value, distribution network, etc are key factors in client decisions among competitors, however, reliability and competitive pricing is the deciding factor in most cases. We face fair competition from both organized and unorganized players in the market.

We believe that our experience, and reliability record with our customers will be key to overcome competition posed by such organized and unorganized players. Although, a competitive market, there are not enough number of competitors offering services similar to us. We believe that we are able to compete effectively in the market with our quality of services and our reputation. We believe that the principal factors affecting competition in our business include client relationships, reputation, and the relative quality and price of the services.