Rexpro Enterprises Ltd Management Discussions

OF FINANCIAL POSITION AND RESULTS OF OPERATIONS

Overview

The following discussion of our financial condition and results of operations should be read in conjunction with our restated financial statements as of and for the financial year(s) ended March 31, 2024, 2023 and 2022 prepared in accordance with the Companies Act, 1956 and Companies Act, 2013 to the extent applicable and AS and restated in accordance with the SEBI (ICDR) Regulations, including the schedules, annexure and notes thereto and the reports thereon, included in "Financial Information" beginning on page 195 of this Draft Prospectus

This discussion contains forward-looking statements and reflects our current views with respect to future events and financial performance. Actual results may differ materially from those anticipated in these forward-looking statements as a result of certain factors such as those set forth in "Risk Factors" and "Forward-Looking Statements" beginning on pages 31 and 21 respectively, of this Draft Prospectus

Our Financial Year ends on March 31 of each year. Accordingly, all references to a particular Financial Year are to the 12 months ended March 31 of that year.

Business Overview

Our Company was originally incorporated as "Rexpro Enterprises Private Limited" on March 12, 2012, as a private limited company under the provisions of the Companies Act, 1956 pursuant to Certificate of Incorporation issued by Registrar of Companies, Mumbai ("RoC"). Our Company was converted into a public limited company pursuant to shareholders resolution passed at the general meeting of our Company held on June 5, 2024, and the name of our Company was changed to "Rexpro Enterprises Limited" and a Fresh Certificate of Incorporation dated August 9, 2024,was issued by the Registrar of Companies, Mumbai. The Corporate Identification Number of our Company is U36912MH2012PLC227967. Rexpro Enterprises Limited, founded in 2012, is one of the leading companies in the manufacturing of retail fixtures and displays in India, we are also a growing diversified products manufacturing company and a one stop solution to meet the furniture and fixture requirements for any form of retail outlets be it supermarkets, standalone stores, kiosks etc. Further, we manufacture customized furniture & fixtures for commercial spaces like offices, hospitals, Government offices and hotels. The revenues have grown at a CAGR of 53%, the operating EBITDA has grown at a CAGR of 149% and PAT has grown at CAGR of 197% over the past two years.

We are a growing diversified products manufacturing company and a one stop solution to meet the furniture and fixture requirements for any form of retail outlets be it supermarkets, standalone stores, kiosks etc. Further, we manufacture customized furniture & fixtures for commercial spaces like offices, hospitals, government offices and hotels.

In addition to these products, we have developed offerings and products fit for the infrastructure and industrial sectors. In the industrial sector we have developed racks, cabinets and trolleys. To cater to the infrastructure sector, we have developed sound barriers which are used on bridges which are very close to the houses in urban areas and also to cut off noises within tunnels, etc. We have also ventured into products for the future such as spatial display solutions and high precision double doors used at Metro stations for better safety at the stations and nullify any injuries or suicide attempts which have been conceptualized and developed in-house.

We also undertake turnkey projects and offer complete in-house solutions such as conceptualizing to designing to manufacturing the final products. All our products are made from wood or metal or a combination of both materials. Our products are made with quality materials with an intent to increase visual appeal and provide practical solutions. Our business model is B2B (Business-to-Business) and we have clients from several business verticals owing to the diverse range of products we manufacture. Our primary focus and main area of business has been in the Western region of Maharashtra, India. Most of the clients we do business with have been regularly purchasing from us over the years and have also made us their preferred vendors. We cater to some large companies such as Shoppers Stop Limited, One RX India Private Limited, Marks & Spencer Reliance India Private Limited and Godrej & Boyce Mfg. Co. Limited.

We have three manufacturing facilities and both are located in Vasai, Maharashtra for having an efficient operation. All these facilities together have more than 86737.40 square feet of manufacturing area.

We have a modern machinery set-up which enables us to do all processes in-house such as designing, prototyping, metal and wood fabrication, moulding, powder coating, cutting, printing, polishing & packaging, etc. Our registered office is located at one of the plants where we have a dedicated area of approximately 2127.69 square feet. All departments such as sales, accounts, designing etc

are based and operate from the registered office. A few common open spaces have also been made available to our company wherein area of operations is more than as agreed to in the specified agreements.

We follow strict quality control protocols for our products. From the instance of receiving raw materials at our manufacturing plants, during work in process and finished products. We have a dedicated department at both our manufacturing plants which constantly monitors quality parameters. We equally focus on health and safety of our workers at our plants

Significant Developments subsequent to the last audited period

In the opinion of the Board of Directors of our Company, since the date of the last audited period ended March 31, 2024, as disclosed in this Draft Prospectus, there are no circumstances that materially or adversely affect or are likely to affect the trading or profitability of our Company or the value of its assets or its ability to pay its material liabilities within the remaining months in the financial year 2024-25 except as follows:

1. The Board of Directors have decided to get their equity shares listed on Emerge Platform of National Stock Exchange of India

Limited and pursuant to Section 62(1)(c) of the Companies Act 2013, by a resolution passed at its meeting held on August 14, 2024, proposed the Issue, subject to the approval of the shareholders and such other authorities as may be necessary.

2. The shareholders of the Company have, pursuant to Section 62(1)(c) of the Companies Act 2013, by a special resolution passed in the Extraordinary General Meeting held on August 16, 2024, authorized the Initial Public Issue.

3. The company was converted into a public limited company pursuant to board resolution passed at the board meeting held on

June 1, 2024 and shareholders resolution passed at the general meeting of our Company held on June 5, 2024, and the name of our Company was changed to "Rexpro Enterprises Limited" and a Fresh Certificate of Incorporation dated August 9, 2024, was issued by the Registrar of Companies, Mumbai.

4. The Company issued shares by way of bonus in the ratio of 1:30 pursuant to boards resolution passed at the board meeting held on

August 10, 2024, and shareholders resolution passed at the general meeting of our Company held on August 12,2024.

Factors Affecting our Results of Operations:

Our financial condition and results of operations are affected by numerous factors and uncertainties, including those discussed in the section titled Risk Factors on page 31 of this Letter of Offer. The following is a discussion of certain factors that have had, and we expect will continue to have, a significant effect on our financial condition and results of operations:

• Any adverse changes in central or state government policies;

• Any qualifications or other observations made by our statutory auditors which may affect our results of operations;

• Loss of one or more of our key customers and/or suppliers;

• An increase in the productivity and overall efficiency of our competitors;

• Our ability to maintain and enhance our brand image;

• Our reliance on third party suppliers and imports for our raw materials;

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

• Changes in technology and our ability to manage any disruption or failure of our technology systems;

• 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;

• The performance of the financial markets in India and globally;

• Occurrences of natural disasters or calamities affecting the areas in which we have operations;

• Market fluctuations and industry dynamics beyond our control;

• Our ability to compete effectively, particularly in new markets and businesses;

• Changes in foreign exchange rates or other rates or prices;

• Inability to collect our dues and receivables from, or invoice our unbilled services to, our customers, our results of operations;

• Other factors beyond our control;

• Our ability to manage risks that arise from these factors;

• Changes in domestic and foreign laws, regulations and taxes and changes in competition in our industry;

• Termination of customer contracts without cause and with little or no notice or penalty; and

• Inability to obtain, maintain or renew requisite statutory and regulatory permits and approvals or noncompliance with and changes in, safety, health and environmental laws and other applicable regulations, may adversely affect our business, financialcondition, results of operations and prospects.

SIGNIFICANT ACCOUNTING POLICIES:

For Significant accounting policies please refer "Significant Accounting Policies to the Restated Financial Statements", under Section titled "Financial Information" beginning on page 195 of the Draft Prospectus.

SUMMARY OF THE RESULTS OF OPERATION:

The following table sets forth select financial data from restated profit and loss accounts for the financial year ended March 31, 2024, March 31, 2023 and March 31, 2022 and the components of which are also expressed as a percentage of total revenue for such periods.

in Lakhs)

Particulars	31-03-2024	31-03-2023	31-03-2022
Incomes:
Revenue from operations	8,298.66	6,287.99	3,566.93
% of Total Revenue	99.97%	99.98%	99.87%
% Increase/Decrease	31.98%	76.29%	-
Other income	2.45	1.19	4.55
% of Total Revenue	0.03%	0.02%	0.13%
% Increase/Decrease	105.25%	-73.82%	-
Total Revenue (Revenue form Operation and Other Income)	8,301.10	6,289.18	3,571.48
% Increase/Decrease	31.99%	76.09%	-
Gross Profit	1,869.33	1,002.98	653.82
% of Total Revenue	22.52%	15.95%	18.31%
% Increase/Decrease	86.38%	53.40%	-
Expenses
Material Cost of Goods Sold	6,431.78	5,286.20	2,917.66
% of Total Revenue	77.48%	84.05%	81.69%
% Increase/Decrease	21.67%	81.18%	-
Employee Benefit Expenses	558.33	554.06	327.01
% of Total Revenue	6.73%	8.81%	9.16%
% Increase/Decrease	0.77%	69.43%
Other Expenses	502.45	283.68	191.78
% of Total Revenue	6.05%	4.51%	5.37%
% Increase/Decrease	77.12%	47.92%
Total Expenses	7,608.32	6,204.08	3,499.34
% of Total Revenue	91.65%	98.65%	97.98%
% Increase/Decrease	22.63%	77.29%
Profit before Interest, Depreciation & Tax	808.55	165.24	135.03
% of Total Revenue	9.74%	2.63%	3.78%
Depreciation & Amortization Expenses	75.75	51.96	34.48
% of Total Revenue	0.91%	0.83%	0.97%
% Increase/Decrease	45.78%	50.69%
Profit before Interest & Tax	768.53	137.06	106.62
% of Total Revenue	9.26%	2.18%	2.99%
Financial Charges	40.02	28.18	28.41
% of Total Revenue	0.48%	0.45%	0.80%
% Increase/Decrease	41.99%	-0.81%
Profit before Tax & Extra ordinary Expenses	692.78	85.10	72.13
% of Total Revenue	8.35%	1.35%	2.02%
Extraordinary Expenses	-	-	-
% of Total Revenue	-	-	-
% Increase/Decrease	-	-	-
Restated Profit/(Loss) before Tax	692.78	85.10	72.13
% of Total Revenue	8.35%	1.35%	2.02%
% Increase/Decrease	714.12%	17.97%	-
Tax Expenses/(income)
Current and Prior Year Tax (net)	184.10	25.12	23.78
Provisions for deferred Tax	-9.67	-3.97	-3.26
Total tax Expenses	174.44	21.15	20.52
% of Total Revenue	2.10%	0.34%	0.57%
Restated Profit/(Loss) after Tax	518.34	63.94	51.61
% of Total Revenue	6.24%	1.02%	1.45%
% Increase/Decrease	710.65%	23.89%	-

MAIN COMPONENTS OF PROFIT AND LOSS ACCOUNT

Income

Our Total Income comprises of Revenue from core business operations and Other Income.

Revenue from operations

The Revenue from operations consist of revenue from Sale of Products. Our revenue from operations as a percentage of total revenue was 99.97%, 99.98% and 99.87% for the year ended March 31, 2024, FY23 and FY 22 respectively.

(Rs in Lakhs)

	Segment wise Revenue Break Up						CAGR
Particulars	FY 24	% of Revenue	FY 23	% of Revenue	FY 22	% of Revenue
Catering to Retail	5,293.06	63.78%	3,642.34	57.91%	2,307.85	64.70%	51%
Catering to POSM Kiosk	1,203.71	14.50%	1,642.42	26.12%	804.16	22.54%	22%
Catering to Infrastructure	162.05	1.95%	330.83	5.26%	179.95	5.04%	-5%
Catering to Institutional & Educational furniture	507.58	6.12%	265.40	4.22%	176.38	4.94%	70%
Catering to other	95.68	1.15%	112.55	1.79%	98.61	2.76%	-1%
Total Revenue for Rexpro (Standalone)	7,262.09	87.51%	5,993.54	95.30%	3,566.95	100.00%
Catering to Warehouse	1,036.57	12.49%	295.64	4.70%			251%
Total Revenue for Rexpro (Consolidated)	8,298.66	100.00%	6,289.18	100.00%	3,566.95	100.00%	53%

Other Income

Other Income comprises of Discounts, Other Income and Interest on Fixed Deposit. Other Incomeas a percentage of Total Revenue was 0.03%, 0.02% & 0.13% for the year ended March 31, 2024, FY23 and FY 22 respectively. Interest on Fixed Deposit and Other income have been the major contributors to theOther Income over the years.

Expenditure

Our total expenditure primarily consists of Cost of Material Consumed, Changes in Inventories of Finished Goods, Employee Benefit expenses, Finance Expenses, Depreciation and Amortization and Other Expenses which is 91.65%, 98.65% and 97.98% of total revenue for the year ended March 31, 2024, FY23 and FY 22 respectively.

Cost of Material Consumed:

Cost of Material Consumed is represented by purchases of raw materials, adjustments for change in inventories and direct expenses. Cost of Material Consumed form a major part ofthe Total Expenditure and over the years with 77.48%, 84.05% and 81.69% recorded for the year ended March 31, 2024, FY23 and FY 22 respectively.

Employee Benefit Expenses:

Employee Benefit expenses include Salaries, wages and bonus, Managerial Remuneration, Contribution to provident and other funds, Gratuity and Staff Welfare Expenses. Employee Benefit Expenses as a percentage of Total Revenue was 6.73%, 8.81% and 9.16% for the year ended March 31, 2024, FY23 and FY 22 respectively.

Other Expenses:

Other Expenses consists of Audit Fees, Commission Expenses, Insurance Expenses, Rent, Rates and Taxes, Legal Charges, Discount, Miscellaneous Expenses, Office Expenses, Professional Fees, Repairs & Maintenance Expenses, Sales Promotion Expenses, Travelling and Conveyance Expenses. Other Expenses as a percentage of Total Revenue was 6.05%, 4.51% and 5.37% for the year ended March 31, 2024, FY23 and FY 22 respectively.

Finance Cost:

Finance Cost includes Bank Charges, Bank Interest which has marginally increased from Rs28.41 Lakhs in FY22 to Rs28.18 in FY 23 and to Rs40.02 Lakhs in FY24. Finance charges as a percentage of total Revenue was 0.48%, 0.45% and 0.80% for the year ended March 31, 2024, FY23 and FY 22 respectively.

Depreciation & Amortization:

Depreciation & Amortization includes Depreciation on Tangible assets which has marginally increased from Rs34.48 Lakhs in FY22 to Rs51.96 in FY 23 and to Rs75.75 Lakhs in FY24. Depreciation & Amortization as a percentage of total Revenue was 0.91%,

0.83% and 0.97% for the year ended March 31, 2024, FY23 and FY 22 respectively.

Profit/(Loss) after Tax:

PAT has increased drastically from Rs51.61 Lakhs in FY22 to Rs63.94 in FY 23 and to Rs518.34 Lakhs in FY24. Depreciation & Amortization as a percentage of total Revenue was 0.91%, 0.83% and 0.97% for the year ended March 31, 2024, FY23 and FY 22 respectively.

FISCAL YEAR ENDED MARCH 31, 2024 COMPARED WITH THE FISCAL YEAR ENDED MARCH 31, 2023:

Revenue from Operations

Revenue from operations contributed Rs8298.66 lakhs for the year ended March 31,2024 as against Rs6287.99 lakhs for the year ended March 31, 2023. The revenues have grown from 31.98% in FY24 with contribution from full year operations of the subsidiary Progulf Warehousing Solutions LLP contributing to Rs765.12 la khs.

Other Income

Other Income contributed Rs2.45 lakhs for the year ended March 31,2024 as against Rs1.19 lakhs for the year ended March 31, 2023.

Total Expenses (These are direct expenses)

Total expenses were Rs7608.32 lakhs for the year ended March 31,2024 as against Rs6204.08 lakhs for the year ended March 31, 2023. There was an increase of 22.63% in the absolute amount of total expenses.

Cost of Material Consumed

Cost of Material Consumed Rs6431.78 lakhs for the year ended March 31,2024 as against Rs5286.20 lakhs for the year ended March 31, 2023. There was an increase of 21.67% in the absolute amount of Cost of material consumed, however, as a percentage of revenue the same has decreased from 84.05% to 77.48% marking an increase of 6.57% to the Gross profit margin of the company which has directly impacted the EBITA margin. Compared to last year all metal items purchased in the form of Mild Steel (MS) and Stainless Steel (SS) were available at a lower cost.

Employee Benefit Expense

Employee Benefit Expense were Rs558.33 lakhs for the year ended March 31,2024 as against Rs554.06 lakhs for the year ended March 31, 2023. However, the breakup of employee expenses was Rs. 472.93 lakhs and managerial remuneration was Rs. 85.40 lakhs in FY24. Similarly, employee expenses were Rs. 432.26 lakhs and managerial remuneration was Rs. 121.80 lakhs in FY23. The employee expenses have been increased by 9.41% in FY24 as against FY23 while the managerial remuneration has decreased by 29.88% in FY24.

Finance Costs

Finance Costs were Rs40.02 lakhs for the year ended March 31,2024 as against Rs28.18 lakhs for the year ended March 31, 2023. Finance cost marginally increased to support increase in Revenue from operations

Other Expenses

Other Expenses were Rs502.45 lakhs for the year ended March 31,2024 as against Rs283.68 lakhs for the year ended March 31, 2023. Three other expenses items like Commission expenses, Rent, Rates & Taxes and Travelling and Conveyance expenses have increased from Rs. 7.06 lakhs, Rs. 113.09 lakhs and Rs. 19.36 lakhs to Rs. 73.84 lakhs, Rs. 208.85 lakhs and Rs. 42.17 lakhs respectively leading to a significant increase of 77.12%. However, the other expenses have increased by 1.54% in FY 24 as against FY 23 as a percentage of revenue.

Depreciation & Amortization

Depreciation & Amortization were Rs75.75 lakhs for the year ended March 31,2024 as against Rs51.96 lakhs for the year ended March 31, 2023, on the back of capitalization of assets carried out in the company by Rs. 168.27 lakhs.

Tax Expenses

Total Tax Expense were Rs174.44 lakhs for the year ended March 31,2024 as against Rs21.15 lakhs for the year ended March 31, 2023.

Profit after Tax

The profit for the FY 2024 is significantly higher than the previous year owing to the following:

a) Full year of operation of the subsidiary, Progulf Warehousing Solutions LLP wherein the EBITDA margin was 25.29% as against 4.00% in the previous year. Our company holds 65% of the subsidiary and this business added Rs. 174.32 lakhs straight to our EBITDA.

b) Compared to last year all metal items purchased in the form of Mild Steel (MS) and Stainless Steel (SS) were available at a lower cost, the benefit of which was not required to be passed down to our customers facilitating in the increased margins.

Other key ratios:

Particulars	For the year ended March 31,2024	For the year ended March 31,2023
Return on Net worth %	56.24%	13.63%
Current Ratio (times)	1.22	1.06

Return on Net worth

This is defined as Net profit after tax divided by Net worth, based on the Restated financial statements.

Current Ratio

This is defined as total current assets divided by total current liabilities, based on the Restated Financial Statements.

FISCAL YEAR ENDED MARCH 31, 2023 COMPARED WITH THE FISCAL YEAR ENDED MARCH 31, 2022

Revenue from Operations

Revenue from operations contributed Rs6287.99 lakhs for the year ended March 31,2023 as against Rs3566.93 lakhs for the year ended March 31, 2022. The revenues have grown from 76.29% in FY23.

Other Income

Other Income contributed Rs1.19 lakhs for the year ended March 31,2023 as against Rs4.55 lakhs for the year ended March 31, 2022.

Total Expenses

Total expenses were Rs6204.08 lakhs for the year ended March 31,2023 as against Rs3499.34 lakhs for the year ended March 31, 2022. There was an increase of 77.29% in total expenses as compared to FY 22.

Cost of Material Consumed

Cost of Material Consumed Rs5286.20 lakhs for the year ended March 31,2023 as against Rs2917.66 lakhs for the year ended March 31, 2022. There was an increase of 81.18% in the absolute amount of Cost of material consumed.

Employee Benefit Expense

Employee Benefit Expense were Rs554.06 lakhs for the year ended March 31,2023 as against Rs327.01 lakhs for the year ended March 31, 2022. There was an increase of 69.43% in the year ended March 31, 2023 as compared to FY22 in the company.

Finance Costs

Finance Costs were Rs28.18 lakhs for the year ended March 31,2023 as against Rs28.41 lakhs for the year ended March 31, 2022.

Other Expenses

Other Expenses were Rs283.68 lakhs for the year ended March 31,2023 as against Rs191.78 lakhs for the year ended March 31, 2022. Five other expenses items like Rent, Rates and Taxes, Miscellaneous Expenses, Office Expenses, Repairs & Maintenance Expenses and Sales Promotion Expenses have increased from Rs. 79.58 lakhs, Rs. 28.67 lakhs, Rs. 4.72 lakhs, Rs. 6.92 lakhs and Rs. 15.21 lakhs to Rs. 113.09 lakhs, Rs. 57.28 lakhs, Rs. 14.48 lakhs, Rs. 21.01 lakhs and Rs. 31.98 lakhs respectively leading to a significant increase of 47.92%. However, the other expenses have decreased by 0.86% in FY 23 as against FY 22 as a percentage of revenue.

Depreciation & Amortization

Depreciation & Amortization were Rs51.96 lakhs for the year ended March 31,2023 as against Rs34.48 lakhs for the year ended March 31, 2022, on the back of capitalization of assets carried out in the company by Rs. 205.13 lakhs.

Tax Expenses

Total Tax Expense were Rs21.15 lakhs for the year ended March 31,2023 as against Rs20.52 lakhs for the year ended March 31, 2022.

Profit after Tax

Profit after tax has increased by 23.89% from Rs51.61 lakhs for FY 2021-22 to Rs63.94 lakhs for FY 2022-23. The resultant effect was due to higher increase in revenues as compared to the expenses incurred during the year.

Other key ratios:

Particulars	For the Financial Years ended March 31,
	2023	2022
Return on Net worth %	13.63%	12.73%
Current Ratio (times)	1.06	1.13

Return on Net worth

This is defined as Net profit after tax by Net worth, based on the Restated summary statements.

Current Ratio

This is defined as total current assets by total current liabilities, based on the Restated Summary Statements.

CASH FLOW

The table below summaries our cash flows from our Restated Financial Information for the year ended March 31, 2024, March 31, 2023 and March 31, 2022:

(Rs. in Lacs)

Particulars	For the Financial Years ended March 31,
	2024	2023	2022
Net cash (used in)/ Generated from operating activities	27.06	203.56	21.40
Net cash (used in)/ Generated from investing activities	(178.83)	(219.42)	(101.9)
Net cash (used in)/ Generated from finance activities	144.89	127.62	44.13

Cash flow from operating activities:

The Net cash (used in)/ Generated from operating activities for the year ended March 31, 2024 was Rs27.06 lakhs as compared to Profit Before Tax at Rs. 692.78 lakhs.

The Net cash (used in)/ Generated from operating activities for the year ended March 31, 2023 was Rs203.56 lakhs as compared to Profit Before Tax at Rs. 85.10 lakhs.

The Net cash (used in)/ Generated from operating activities for the year ended March 31, 2022 was Rs21.40 lakhs as compared to Profit Before Tax at Rs. 72.13 lakhs.

Cash flow from Investing Activities:

The Net cash (used in)/ Generated from investing activities for the year ended March 31, 2024 was (Rs178.83). This high cash outflow is attributed to purchase of Fixed Assets of Rs. 168.27 lakhs, purchase of Non-Current Investments of Rs. 1.02 lakhs, Interest received of Rs. 0.35 lakhs and increase in long term advances of Rs. 9.88 lakhs.

The Net cash (used in)/ Generated from investing activities for the year ended March 31, 2023 was (Rs219.42) lakhs. This high cash outflow is attributed to purchase of Fixed Assets of Rs. 205.13 lakhs, Interest received of Rs. 0.31 lakhs and increase in long term advances of Rs. 14.61 lakhs.

The Net cash (used in)/ Generated from investing activities for the year ended March 31, 2022 was (Rs101.91) lakhs. This high cash outflow is attributed to purchase of Fixed Assets of Rs. 31.10 lakhs, purchase of Non-Current Investments of Rs. 6.50 lakhs, Interest received of Rs. 0.26 lakhs and increase in long term advances of Rs. 64.57 lakhs.

Cash flow from Financing Activities:

The Net cash (used in)/ generated from financing activities for the year ended March 31, 2024 was Rs144.89 lakhs primarily due to Interest and Finance charges incurred of Rs40.02 Lakhs and Increase of Borrowings of Rs184.90 Lakhs.

The Net cash (used in)/ generated from financing activities for the year ended March 31, 2023 was Rs127.62 lakhs primarily due to Interest and Finance charges incurred of Rs28.18 Lakhs, Investment made by minority interest of Rs. 75.12 lakhs and Increase of Borrowings of Rs80.68 Lakhs.

The Net cash (used in)/ generated from financing activities for the year ended March 31, 2022 was Rs44.13 lakhs primarily due to Interest and Finance charges incurred of Rs28.41 Lakhs and Increase of Borrowings of Rs72.54 Lakhs.

OTHER FACTORS

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 Draft 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 31 of the Draft 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 or 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 31, 118 and 239 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. Total turnover of each major industry segment in which our Company operates

We currently operate in manufacturing segment of retail fixtures and displays in India. For details on revenue break-up from each segment,kindly refer the chapter titled "Our Business" beginning on Page 118. Relevant industry data, as available, has been includedin the section titled "Industry Overview" beginning on page 101 of this Draft Prospectus

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

Except as disclosed in the Section "Our Business", our Company has not announced any new product or service.

7. Seasonality of business

Our Companys business is not seasonal in nature.

8. Dependence on single or few customers or suppliers

The Contribution to our revenues by our top clients are as follows: -

Particulars	FY 22	%of Total Sales	FY 23	%of Total Sales	FY 24	%of Total Sales
Top 10	2558.93	71.74%	4134.55	68.98%	5378.07	74.06%
Top 5	1955.18	54.81%	3071.62	51.25%	3849.18	53.00%
Top 3	1508.32	42.29%	2429.12	40.53%	2838.06	39.08%

As seen from the table above, nearly 70% of our revenues is contributed from our top 10 customers, however, the customers are spread amongst numerous geographical locations and stores which further minimizes any concentration risk. No single customer contributing more than 19% of our revenues.

The total number of clients in fiscal year 2024, 2023 and 2022 are 119, 210 and 136 respectively.

9. Competitive conditions

Competitive conditions are as described under the Sections "Industry Overview" and "Our Business" beginning on pages 101 and 118 respectively of this Draft Prospectus.