Q-Line Biotech Ltd Management Discussions

OF FINANCIAL CONDITIONS AND RESULTS OF OPERATIONS

You should read the following discussion in conjunction with our restated financial statements attached in the chapter titled “Financial Information of the Company” beginning on page 183. You should also read the section titled “Risk Factors” on page 20 and the section titled “Forward Looking Statements” on page 18 of this Red Herring Prospectus, which discusses a number of factors and contingencies that could affect our financial condition and results of operations. The following discussion relates to us, and, unless otherwise stated or the context requires otherwise, is based on our Restated Financial Statements.

Our financial statements have been prepared in accordance with Indian GAAP the Companies Act and the SEBI (ICDR) Regulations and restated as described in the report of our auditor dated September 24, 2025 which is included in this Red Herring Prospectus under “Financial Statements”. The Restated Financial Information has been prepared on a basis that differs in certain material respects from generally accepted accounting principles in other jurisdictions, including US GAAP and IFRS. Our financial year ends on March 31 of each year, and all references to a particular financial year are to the twelve-month period ended March 31 of that year.

BUSINESS OVERVIEW

We are engaged in the business of developing, manufacturing and marketing of diverse range of reagents (including kits and POC devices) & consumables and manufacturing, importing, distribution/supply of diagnostic equipment for different diagnostic healthcare needs. Our company supplies diagnostic equipment and IVD products for different diagnostic healthcare needs since 2013 directly or through our distributor/s majorly to diagnostic service providers, hospitals and medical colleges. The company has established its brands over a period of 12 years through its experience, R & D, manufacturing capabilities and quality assurance. The core segments of operations of our Company in IVD Industry include Clinical Chemistry, Haematology, Immunodiagnostics, Molecular Diagnostics and Others (POC Devices & Rapids).

Our key manufacturing segments include indigenous manufacturing of reagents including Clinical Chemistry, Haematology, Immunodiagnostics, Molecular Diagnostics and Others (POC Devices & Rapids) and supplying/ manufacturing of in-vitro diagnostics (IVD), Pathology equipments & devices. Further during the Covid-19 pandemic, the company diversified its focus and with the technical collaboration of third-party institutes and through its own R&D team developed a range of Covid testing kits viz. RT-PCR Kits, RNA Extraction Kits, VTM Kits etc.

Our segment wise revenue for the stub period ending December 31, 2025 and last 3 fiscal years on Standalone basis has been present below: -

(Amount in Rs. Lakhs)

Particulars	December 31, 2025	%	FY 25	%	FY 24	%	FY 23	%
Reagent	15,942.61	68.76%	17,639.61	56.27%	13,579.63	66.68%	13,146.80	71.94%
Instrument	6,310.46	27.22%	11,494.00	36.64%	5,669.69	27.84%	3,909.35	21.39%
Consumable/Spare	703.18	3.03%	1,415.13	4.47%	607.83	2.98%	1,040.49	5.69%
Service	228.66	0.99%	822.36	2.62%	507.47	2.49%	177.00	0.97%
Total	23,184.90	100.00%	31,371.09	100.00%	20,364.61	100.00%	18,273.63	100.00%

We are research driven company engaged in developing and manufacturing a wide range of reagents formulations used across various IVD and diagnostic needs. We leverage our R&D capabilities to develop and manufacture a portfolio of differentiated reagent formulations /products. Further, for our certain Class of Reagent & equipments and devices manufacturing business, the company has entered into technical collaboration with certain international companies. Under the agreement terms, we undertake the manufacturing of these Reagent and equipments and devices as per the technical collaboration and specifications provided by the partners or companies. With the help of these collaborations the equipment and devices adhere to strict quality control, international standards and certifications. As of March 31, 2026, we employed 19 personnel at our R&D laboratories, which constituted 5.25% of our total permanent employee strength.

Further, for the Make in India instruments, we are working on the following projects:

• Selectra Pro M: We are currently manufacturing the Selectra Pro M—a medium-throughput, fully automatic clinical chemistry analyser—in India under a technical collaboration with one of the European companies. This instrument has been successfully scaled up for commercial production and is already serving laboratories across multiple regions.

• Selectra Pro XL - Building on our partnership, we are developing “Make in India” prototype of Selectra Pro XL which is a high-throughput, fully automatic clinical chemistry analyser designed for large laboratories and hospital networks. The prototype in advanced stages of development and will undergo internal validation before moving to formal approval.

• Microlab 300 - This device is currently undergoing regulatory review and approval. Once cleared, it will expand our portfolio into the semi-automatic analyser market for clinical chemistry

• Medonic M20: we have completed the development of the Medonic M20 three-part haematology analyser prototype. This device has passed both the regulatory and quality approval. Currently our staff is undergoing the required training for manufacturing, and we expect the commercial production for this to go live in Q2 FY26-27.

• KC1 Delta: we have also developed a prototype of the KC1 Delta coagulation analyser. This instrument is currently under review with the relevant authorities and is expected to enter the market upon receipt of the requisite approvals.

• Innolyte: Demonstrating our in-house R&D capabilities, we have indigenously developed the Innolyte electrolyte analyser with commercial production started in March 2026.

• Slide Stainer - we have indigenously developed the slide stainer and currently we are in the process of evaluating the reuse of stains and the commercial production of this instrument is expected to go line in Q3 of FY26-27.

• Q-Count 5: Currently under development, will be our indigenous 5-part haematology analyser.

Since 2021, our facilities have been subject to regular inspections and audits by regulators, including the CDSCO, State Drug Authority, Intertek, URS Certification Limited, and other European regulatory agencies, conducted on a periodic basis. We have consistently implemented Current Good Manufacturing Practices (“cGMPs”) across all our manufacturing facilities, which are monitored by a comprehensive Quality Management System (“QMS”) that encompasses all areas of business processes, from R&D and raw material procurement to manufacturing, packaging, and delivery. We focus on building quality into our products through compliance with regulatory standards as well as local and state laws. Over the years we have expanded by establishing more machineries and our expenditure for installing such plant & machinery stands at, Rs. 147.18 lakhs in the year 2023, Rs. 1020.64 lakhs in the year 2024 and Rs. 334.89 lakhs in the year 2025 and Rs. 370.62 lakhs in the period December 31, 2025 in terms of purchased cost.

We are currently working on a B2B model and supplying most of our proudcts to our customers which includes distributors, diagonostic service providers and hospitals. Our Company is committed to providing customers quality product at reasonable prices. We strive to develop a long-term business relationship with our customers by maintaining the industry standards and meeting the customers business requirements. Our operational team keeps close track of each & every consignment, which ensures on time delivery. We provide solutions to our customers, which results in enhanced service quality and cost savings.

Our management team has demonstrated the ability to successfully build and integrate our businesses with various operating activities through their years of work experience. Further, our Promoter, Chairman & Managing Director, Mr. Saurabh Garg, has been associated with the Company since incorporation and has over 31 years of experience in healthcare and diagnostic sector and looks after business development, strategic guidance & overall performance of the Company. Further, our Promoter, Whole-time Director, Mr. Ajay Kumar Mahanty, has been associated with the Company since 2015 and has an experience of 20 years. He is responsible for leading sales & marketing planning, overseeing manufacturing process, budgeting, driving strategic collaborations and heading research and development to expand product portfolio.

As a part of our growth strategy, we have incorporated subsidiary companies namely Q-Line Iris Private Limited which are engaged in the business of Radiology & Imaging Services, which was established in the year 2023. Further, during the year 2019, we incorporated an Associate company namely POCT Science House Pvt Ltd to engage in the business of running diagnostic laboratories. However, during the financial year 2025, we sold the controlling stake in the said company in order to focus on our core business.

Our Presence

Purpose	Address
Registered Office and Manufacturing Plant	298-281, Transport Nagar, Kanpur Road, Adjacent Transport Nagar Metro Station, Lucknow, Uttar Pradesh, India, 226012
Manufacturing Plant	Plot No. 3105, Gindan Khera, Amausi Station Road, Nadarganj, Lucknow, Uttar Pradesh, India, 226008
Manufacturing Plant	Plot No-C-42, Industrial Area Amausi, Tehsil Sarojini Nagar, Lucknow, Uttar Pradesh, India, 226008
Manufacturing Plant	Plot No. 276, Behtwa, Amausi, Station Road, Sarojni Nagar, Lucknow, Lucknow, Uttar Pradesh, India, 226009
Future Use	KH-864, Amausi, Gram Anaura, Sarojini Nagar, Lucknow, Uttar Pradesh, India, 226008
Warehouse	E-27, Transport Nagar, Kanpur Road Scheme, Ashiyana, Lucknow, Kanpur Road Scheme, Phase-II, Lucknow, Uttar Pradesh, India, 226012
Administration Building	Plot No. 1, Pocket H, Sector 5, DSIIDC, Bawana Industrial Area, North West Delhi, Delhi- 110028
Manufacturing Plant	Plot No. 2, Pocket H, Sector 5, DSIIDC, Bawana Industrial Area, North West Delhi, Delhi,110039
Manufacturing Plant	Plot No 3, Pocket H, Sector 5, DSIIDC, Bawana Industrial Area, North West Delhi, Delhi, 110039
Branch office & Warehouse	C-108, Nariana Industrial Area, Phase - I, New Delhi - 110028
Used for scrap and unused material	298, Pocket - D, Sector - 5, Bawana Industrial Complex, Bawana, Delhi - 110039, India
Branch Office	1-FR, FB-161, 1766 Raj Danga Main Rd, Kolkata, Kolkata, West Bengal - 700107, India\
Branch Office	Anand Bhavan, Plot No. 441/1621/1807 Divyanagar, Nuagoan, Side Lane of Indian Oil Petrol Pump, Nuagaon, Bhubaneshwar, Odisha, Khordha, Odisha - 751002

Our Geographical presence spans in some states of India and we export as well. The state wise sale during the last 3 years is as per below table: -

(In Lakhs)

State	December 31, 2025	%	FY25	%	FY24	%	FY23	%
Uttar Pradesh	17,458.90	75.12%	22,671.58	72.25%	13,430.66	65.95%	12,520.10	68.51%
Madhya Pradesh	326.73	1.41%	1,431.14	4.56%	903.55	4.44%	963.23	5.27%
Rajasthan	583.32	2.51%	852.11	2.72%	820.6	4.03%	776.98	4.25%
Odisha	996.15	4.29%	1,050.10	3.35%	785.58	3.86%	505.16	2.76%
Kerala	660.7	2.84%	1,182.65	3.77%	581.13	2.85%	389.25	2.13%
West Bengal	472.98	2.04%	633.8	2.02%	500.07	2.46%	601.74	3.29%
Haryana	212.25	0.91%	886.26	2.82%	759.56	3.73%	66.68	0.36%
Bihar	378.03	1.63%	404.94	1.29%	680.15	3.34%	494.36	2.71%
Delhi	414.42	1.78%	401.78	1.28%	478.61	2.35%	429.98	2.35%
Maharashtra	393.54	1.69%	442.8	1.41%	367.15	1.80%	329.97	1.81%
Assam	255.34	1.10%	297.32	0.95%	288.75	1.42%	268.42	1.47%
Gujarat	266.64	1.15%	360.91	1.15%	152.57	0.75%	332.25	1.82%
Others	823.04	3.53%	762.65	2.42%	616.24	3.03%	595.51	3.25%
Total	23,242.03	100.00%	31,378.04	100.00%	20,364.61	100.00%	18,273.63	100.00%

*Others includes exports also.

Key Performance Indicators of our Company (Consolidated)

(Rs In Lakhs except percentages and ratios)

Key Financial Performance	December 31, 2025	FY 2024-25	FY 2023-24	FY 2022-23
Revenue from operations11	23,242.03	31378.04	20364.61	18273.63
EBITDA(2)	64,22.98	7132.12	3762.50	3297.72
EBITDA Margin(3)	27.64%	22.73%	18.48%	18.05%
PAT(4)	3,869.39	2813.09	3444.92	3209.71
PAT Margin(5)	16.65%	8.97%	16.92%	17.56%
Debt Equity Ratio(6)	1.06	0.87	0.60	0.58
RoE(%)(7)	16.88%	23.74%	21.29%	25.20%
RoCE (%)(8)	13.32%	17.66%	19.25%	22.14%

Notes:

(1 Revenue from operation means revenue from sales, service and other operating revenues

(2 EBITDA means Earnings before interest, taxes, depreciation and amortization expense, arrived at by obtaining the profit before tax/ (loss) for the year and adding back finance costs, depreciation and amortization and impairment expense and reducing Interest income, and Profit on sale of investment and after eliminating the effect of extra ordinary and exceptional items.

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

(4) pat is calculated as Profit before tax - Tax Expenses

(5 ‘pat Margin is calculated as PAT for the period/year divided by revenue from operations.

(6 Debt Equity Ratio: is calculated as Net debt divided by total equity. Net debt is the result of Debt (current & non-current borrowings); total equity means Net worth

(7 ROE is calculated as PAT (excluding of extra ordinary losses) as divided by Net worth.

(8 ROCE is calculated as EBIT divided by capital employed where <i) EBIT means PAT + Tax Expenses + Finance Cost (ii) Capital employed means Net worth + total current & non-current borrowings+DTL-DTA as appearing in financial statements

STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES

For details in respect of Statement of Significant Accounting Policies, please refer to Restated Financial Statements beginning on page 183 of this Red Herring Prospectus.

FACTORS THAT MAY AFFECT THE RESULTS OF OPERATIONS

Important factors that could cause actual results to differ materially from our expectations include but are not limited to the following:

1. Changes in focus, laws and regulations or change in Government Policies towards IVD Industry;

2. Any change in the customer preferences and design requirement;

3. Any adverse developments affecting our operations in the state of Uttar Pradesh where our manufacturing facilities are located;

4. Loss of any of our top customers;

5. Any adverse development in the Healthcare Sector;

6. Interruptions in the supply of raw materials and traded goods;

7. Our ability to retain our key managements persons and other employees;

8. Our failure to keep pace with rapid changes in technology;

9. Our ability to make interest and principal payments on our existing debt obligations and satisfy the other covenants contained in our existing debt agreements;

10. Companys ability to successfully implement its growth strategy and expansion plans;

11. Inability to successfully obtain registrations in a timely manner or at all;

12. Occurrence of Environmental Problems & Uninsured Losses;

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

14. Any adverse legal proceedings initiated against our company or its promoters, directors and KMPs; and

15. Macroeconomic factors such as level of economic activity in the regions and cities in which we operate, general economic, business and political conditions in the industry, inflation, deflation, interest rate fluctuations and emergence of alternative destinations, impacting our growth.

Discussion on Result of Operations

The following discussion on results of operations should be read in conjunction with the Restated Financial Statements for the period ended 31st December 2025 and for the years ended on March 31, 2025, March 31, 2024, and March 31, 2023.

(Rs In Lakhs)

PARTICULARS	For the Period/Year ended on
	31-12-2025		31-03-2025		31-03-2024		31-03-2023
1 Revenue From Operation	23242.03	98.27%	31,378.04	97.27%	20,364.61	98.64%	18,273.63	98.88%
2 Other Income	408.22	1.73%	880.38	2.73%	280.2	1.36%	207.52	1.12%
3 Total Income (1+2)	23,650.25	100.00%	32,258.42	100.00%	20,644.81	100.00%	18,481.15	100.00%
4 Expenditure
(a) Cost of Material Consumed	4656.74	19.69%	5,762.05	17.86%	1,634.74	7.92%	908.03	4.91%
(b) Purchases of Stock-in trade	5115.49	21.63%	6,372.75	19.76%	10,468.19	50.71%	8,387.09	45.38%
(c) Changes in inventories of Stock in trade, WIP & Finished Goods	-670.72	-2.84%	2,432.18	7.54%	-2,800.98	-13.57%	-448.57	-2.43%
(d) Employee Benefit Expenses	2665.63	11.27%	3,031.59	9.40%	2,348.63	11.38%	2,368.26	12.81%
(e ) Finance Cost	1333.92	5.64%	1,470.00	4.56%	627.52	3.04%	379.6	2.05%
(f) Depreciation and Amortisation Expenses	630.08	2.66%	732.12	2.27%	392.77	1.90%	213.75	1.16%
(g) Other Expenses	4964.64	20.99%	6,341.96	19.66%	4,913.78	23.80%	3,688.99	19.96%
5 Total Expenditure 4(a) to 4(g)	18,695.78	79.05%	26,142.65	81.05%	17,584.65	85.18%	15,497.15	83.84%
6 Profit/(Loss) Before Exceptional & extraordinary items & Tax (3-5)	4,954.47	20.95%	6,115.77	18.96%	3,060.17	14.82%	2,984.01	16.15%
7 Extra-Ordinary Item		0.00%	1,696.52	5.26%	0	0.00%	0	0.00%
8 Profit/(Loss) Before Tax (6-7)	4,954.47	20.95%	4,419.25	13.70%	3,060.17	14.82%	2,984.01	16.15%
9 Tax Expense:
(a) Tax Expense for Current Year	1266.71	5.36%	2,008.17	6.23%	883.01	4.28%	858.16	4.64%
(b) Short/(Excess) Provision of Earlier Year	-194.78	-0.82%	0	0.00%	0	0.00%	0	0.00%
(c) Deferred Tax	13.16	0.06%	-40.31	-0.12%	12.95	0.06%	-12.4	-0.07%
Net Current Tax Expenses	1,085.09	4.59%	1,967.86	6.10%	895.96	4.34%	845.76	4.58%
10 Share of Profit(Loss) of-	0	0.00%	361.71	1.12%	1,280.26	6.20%	1,071.46	5.80%
Associates	0	0.00%	361.71	1.12%	1,280.26	6.20%	1,071.46	5.80%
12 Profit/(Loss) for the Year (8-9+10)	3,869.38	16.36%	2,813.09	8.72%	3,444.47	16.68%	3,209.71	17.37%
13 Profit/(Loss) attributable to Minority Interest	0	0.00%	0	0.00%	-0.45	0.00%	0	0.00%
14 Profit attributable to Parent Equity Shareholders (12-13)	3,869.38	16.36%	2,813.09	8.72%	3,444.92	16.69%	3,209.71	17.37%

Revenue from Operations

Revenue from operations comprises revenue from manufacturing/production of Reagents, Machines and Medical equipments to Distributors/customer across healthcare industry in both domestic market and customers located in different countries internationally. Our end customers include Hospitals, laboratories and diagnostic centres.

Other Income

Other income includes (i) Interest income on Fixed deposits; (ii) Profit on sale of investment in associate company; (iii) Profit on sale of fixed assets etc.

Expenses

Our expenses comprise (i) Cost of Material consumed; (ii) employee benefits expense; (iii)finance costs; (iv) depreciation and amortisation expense; and (v) other expenses.

Employee Benefit Expense

Employee benefit expenses primarily include (i) salaries wages and other expenses; (ii) director remuneration (iii) contributions to statutory fund; and (iv) staff welfare expenses (v) gratuity and leave encashment expenses.

Depreciation and Amortization expenses

Depreciation and amortization expenses primarily include depreciation expenses on our office Plant & machinery, Building, furniture and computers etc.

Other Expenses

Other expenses comprise (i) Factory Expenses & Consumables; (ii) Electricity Expenses; (iii) Repair & Maintenance expenses; (iv) Outsourcing charges (Recruitment); (v) CSR Expenses; (vi) Travelling Expense; (vii) Clearing and Forwarding Charges; (viii) Royalty Exp.; (ix) Professional Fees; (x) IT Support Expenses; (xi) Business Promotion Expenses; (xii) Bad debts; (xiii) Insurance Charges; (xv) Printing & Stationery; (xvi) other miscellaneous expenses;

Financial Performance Highlights for the Year Ended on December 31, 2025 (Based on Restated Financial Statements)

Total Income

Total income for the period ended on December 31, 2025 stood at Rs 23650.25 Lakhs, which includes revenue from operation amounting to Rs 23242.03 lakhs and other income of Rs 408.22 lakhs.

Revenue from Operations

During the period ended on December 31, 2025 revenue from operations stood at Rs 23242.03 Lakhs. The revenue from operations includes the revenue from manufacturing/production of Reagents, Machines and Medical equipments to Distributors/customer across healthcare industry in both domestic market and customers located in different countries internationally. Our end customers include Hospitals, laboratories and diagnostic centres.

Other Income

During the year ended on December 31, 2025, other income was Rs 408.22 Lakhs. Major portion of the other income includes interest income on FDR and write back of liabilities no longer required.

Cost of Material consumed

During the year ended on December 31, 2025, cost of material consumed stood at Rs 9101.51 lakhs. This is the major portion of the total expenses of the company representing 38.48% of the total income of the Company.

Employee benefits expenses

Our Company has incurred Rs 2665.63 Lakhs as employee benefits expense for the year ended on December 31, 2025.

Depreciation and amortization expenses

Depreciation for the Year ended December 31, 2025 was Rs 630.08 Lakhs.

Other expenses

Other Expenses for the year ended December 31, 2025 stood at Rs 4964.64 Lakhs.

Restated Profit before tax:

The Company reported Restated profit before tax for year ended December 31, 2025 of Rs 4954.47 Lakhs.

Restated profit after tax:

The Company reported Restated profit after tax for Year ended December 31, 2025 of Rs 3869.38 Lakhs.

Financial Performance Highlights for the Year Ended on March 31, 2025 (Based on Restated Financial Statements)

Total Income

Total income for the period ended on March 31, 2025 stood at Rs 32258.42 Lakhs, which includes revenue from operation amounting to Rs 20364.61 lakhs and other income of Rs 280.20 lakhs.

Revenue from Operations

During the year ended on March 31, 2025 revenue from operations stood at Rs 31378.04 Lakhs. The revenue from operations includes the revenue from manufacturing/production of Reagents, Machines and Medical equipments to Distributors/customer across healthcare industry in both domestic market and customers located in different countries internationally. Our end customers include Hospitals, laboratories and diagnostic centres.

Other Income

During the year ended on March 31, 2025, other income was Rs 880.38 Lakhs. Major portion of the other income includes interest income on FDR and write back of liabilities no longer required.

Cost of Material consumed

During the year ended on March 31, 2025, cost of material consumed stood at Rs 14566.98 lakhs. This is the major portion of the total expenses of the company representing 45.16% of the total income of the Company.

Employee benefits expenses

Our Company has incurred Rs 3031.59 Lakhs as employee benefits expense for the year ended on March 31, 2025.

Depreciation and amortization expenses

Depreciation for the Year ended March 31, 2025 was Rs 732.12 Lakhs.

Other expenses

Other Expenses for the year ended March 31, 2025 stood at Rs 6341.96 Lakhs.

Restated Profit before tax:

The Company reported Restated profit before tax for year ended March 31, 2025 of Rs 4419.23 Lakhs.

Restated profit after tax:

The Company reported Restated profit after tax for Year ended March 31, 2025 of Rs 2813.09 Lakhs.

Comparison of Financial Year 2025 with Financial Year 2024 (Based on Restated Financial Statements)

Total Income

Our total income has increased by 56.25% to Rs 32258.42 lakhs in fiscal 2025 from Rs 20644.81 lakhs in Fiscal 2024. The total income has increased as the revenue from the operations has increased due to the increased business from the existing and new customers. Further our core areas of clinical chemistry and Haematology has seen higher growth in the revenues. Our clinical chemistry contributed 10,692.87 lakhs in the FY 24 which increased to 18,999.53 lakh in the financial, which witnessed growth of 77.68%. Similarly, Haematology segment has seen the growth 28.77% and the revenue increased from 6507.13 lakhs to 8379.31 lakhs.

Revenue from Operations

Our revenue from operations has increased by 54.08% to Rs 31378.04 lakhs in Fiscal 2025 from Rs 20364.61 lakhs in Fiscal 2024. The total income has increased as the revenue from the operations has increased due to the increased business from the existing and new customers. Further our core areas of clinical chemistry and Haematology has seen higher growth in the revenues. Our clinical chemistry contributed 10,692.87 lakhs in the FY 24 which increased to 18,999.53 lakh in the financial, which witnessed growth of 77.68%. Similarly, Haematology segment has seen the growth 28.77% and the revenue increased from 6507.13 lakhs to 8379.31 lakhs.

Other Income

Our other income was Rs 280.20 lakhs in Fiscal 2024, which has increased by 214.20% to Rs 880.38 lakhs in Fiscal 2025. The main reason for such increase is the increase in the interest income on fixed deposits and write back of the liabilities no longer required.

Expenses

Our total expenses have increased by 48.67% to Rs 26142.66 lakhs in Fiscal 2025 from Rs 17584.65 lakhs in Fiscal 2024. The main reason for Increase is the business efficiency on account of increase in the revenue which resulted into stabilized expenses in comparison to the total income of the company.

Cost of Goods sold

The cost of goods sold increased from Rs 9301.95 lakhs to 14566.98 lakhs representing an increase of approximately 56.60%. The main reason for increase in the cost of goods sold was due to increase in the Revenue. The cost to service ration change in the portion of product mix of the company.

Employee benefits expenses

Employee benefit expenses increased by 29.08% from Rs 2348.63 lakhs in Fiscal 2024 to Rs 3031.59 lakhs in Fiscal 2025. Such increase was due to new employees hired in the different departments due to the increased production and volumes of the company.

Depreciation and amortization expenses

Depreciation, and amortization expenses increased by 86.40% from Rs 392.77 lakhs in Fiscal 2024 to Rs 732.12 lakhs in Fiscal 2025. The company works on high capex model which requires company to invest regularly in the fixed assets, that is why the expenses of the company has increased for dep and amortization.

Other expenses

Other expenses increased by 29.06% from Rs 4913.78 lakhs in Fiscal 2024 to Rs 6341.96 lakhs in Fiscal 2025. The main reason for increase in the other expenses is the business efficiency and product mix of the company on account of increase in the revenue, the company was able to achieve higher sales target by keeping the other expenses portion little low. There are certain expenses which are of fixed nature as well which remains approximate to same irrespective of the increase in the revenue. For details of other expenses refer to page 230.

Tax Expenses

Increase in the tax expenses is on account of increase in the revenue and resulting profits of the company.

Profit after Tax

The profit after tax of the company increased from Rs 3444.47 lakhs in the Fiscal 2024 to Rs 2813.09 lakhs in the Fiscal 2025 representing an decrease of 18.33%. The decrease in the PAT was the resultant of the accounting of losses of associate company on exit.

Comparison of Financial Year 2024 with Financial Year 2023 (Based on Restated Financial Statements)

Total Income

Our total income has increased by 11.71% to Rs 20644.71 lakhs in Fiscal 2024 from Rs 18481.15 lakhs in Fiscal 2023. The total income has increased as the revenue of the company has Increased by 11.44% due to the increase in the manufacturing and trading of products of the company. Also the other income of the company has witnessed the growth of 35.02%.

Revenue from Operations

Our Revenue from operations has increased very insignificantly by 11.44% to Rs 20364.61 lakhs in Fiscal 2024 from Rs 18273.63 lakhs in Fiscal 2023. The revenue has increased of the company as it has increased by 11.44% due to the increase in the production of reagent and medical devices of the company.

Other Income

Our other income was Rs 207.52 lakhs in Fiscal 2023, which has increased by 35.02% to Rs 280.20 lakhs in Fiscal 2024. The main reason for such increase is the increased interest income of the company and profit on sale of PPE.

Expenses

Our total expenses have increased by 13.47% to Rs 17584.65 lakhs in Fiscal 2024 from Rs 15497.15 lakhs in Fiscal 2023. The main reason for increase is the increase in Cost of goods sold which increased from 18.16% of total income to 23.33% in the financials year 24, the change in the cost of goods sold is due to the product mix of the company. Also the finance cost and depreciation expenses increased by 39.71% and 44.19% respectively.

Cost of Goods sold

The cost of goods sold increased from Rs 2683.27 lakhs to 3429.25 lakhs representing an increase of approximately 27.80%. The main reason for increase in the cost of goods sold was due to the production and trading of the company products.

Employee benefits expenses

Employee benefit expenses remained constant of the company over the period.

Depreciation and amortization expenses

Depreciation, and amortization expenses increased by 83.75% from Rs 213.75 lakhs in Fiscal 2023 to Rs 392.77 lakhs in Fiscal 2024. The increase is attributable to the increase in the capex by the company which has seen significant growth over the period.

Other expenses

Other expenses increased by 33.20% from Rs 3688.99 lakhs in Fiscal 2023 to Rs 4913.78 lakhs in Fiscal 2024. The main reason for increase in the other expenses is the decrease in the manufacturing expenses of the company which has increased to 2740.90 from 1598.37 in the financials year 23.

Tax Expenses

Current tax increased by 5.94% from Rs 845.76 lakhs in Fiscal 2023 to Rs 895.96 lakhs in Fiscal 2023. Such increase is the resulting factor of decreased profits.

Profit after Tax

The profit after tax of the company increased from Rs 3209.71 lakhs in the Fiscal 2023 to Rs 3444.92 lakhs in the Fiscal 2024 representing a increase of 7.33%, however on Pat level we have seen the negative growth from 17.37% to 16.69%. The decrease in the PAT margin was the resultant of the increase in expenses of the company which increased from 83.85% to 85.18% in the financial year 2024. The decrease in the profits is also on account of increased finance cost, Depreciation expenses and increased other expenses. Reasons for these are explained as above.

Information required as per Item (II)(C)(iv) of Part A of Schedule VI to the SEBI Regulations:

An analysis of reasons for the changes in significant items of income and expenditure is given hereunder:

1. Unusual or infrequent events or transactions

There has not been any unusual trend on account of our business activity. Except as disclosed in this Red Herring Prospectus, there are no unusual or infrequent events or transactions in our Company.

2. Significant economic changes that materially affected or are likely to affect income from continuing operations.

There are no significant economic changes that may materially affect or likely to affect income from continuing operations.

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

Apart from the risks as disclosed under Section “Risk Factors” beginning on page 20 of the Red Herring Prospectus, in our opinion there are no other known trends or uncertainties that have had or are expected to have a material adverse impact on revenue o r income from continuing operations.

4. Future changes in relationship between costs and revenues

Other than as described in the sections “Risk Factors”, “Our Business” and “Managements Discussion and Analysis of Financial Condition and Results of Operations” on pages 20, 126 and 253 respectively, to our knowledge, no future relationship between expenditure and income is expected to have a material adverse impact on our operations and finances.

5. Segment Reporting

Our business activity primarily falls within a single business and geographical segment, other than as disclosed in “Restated Financial Statements” on page 183 we do not follow any other segment reporting

6. Status of any publicly announced New Products or Business Segment

Except as disclosed in the Chapter “Our Business”, our Company has not announced any new product or service.

7. Seasonality of business

Our business and revenue from operations are not subject to seasonality. For further information, see “Industry Overview” and “Our Business” on pages 103 and 126, respectively of this Red Herring Prospectus.

8. Dependence on single or few customers

Given the nature of our business operations, we have dependency on few customers, our top two customers contributed 72.87% and 68.19% of the total revenue for the period ended December 31, 2025 and March 31, 2025 respectively. Further, the concentration of our revenue is depended on our top customers. For the period ended December 31, 2025 and for the Fiscals 2025, 2024 and 2023, our top 10 clients contributed 81.28%, 82.17%, 77.28%, and 76.57% respectively, to the total revenue from operations.

9. Competitive conditions

Competitive conditions are as described under the Chapters “Industry Overview” and “Our Business” beginning on pages 103 and 126, respectively of this Red Herring Prospectus.

10. Details of material developments after the date of last balance sheet i.e. December 31, 2025

Below are the details of material development that has taken effect after the date of last Balance sheet i.e. December 31, 2025-

• We have approved a Pre-IPO Placement of 8,00,000 Equity Shares of face value of Rs. 10 each at a premium of Rs. 333 aggregating up to Rs 27,44,00,000/- in the Board Meeting held on May 11, 2026 and confirmed by the shareholders in the Extra Ordinary General Meeting held on May 12, 2026 and the aforesaid Equity Shares were allotted by the Board in its meeting held on May 13, 2026.