Ritco Logistics Ltd Management Discussions

1. BUSINESS OVERVIEW

Ritco Logistics Limited (Ritco or the Company) continued to strengthen its position as an integrated logistics and supply chain solutions provider during the Financial Year 2025-26 . The Company has historically established a strong presence in Full Truck Load (FTL) transportation and, during the year under review, continued to expand its capabilities across transportation, 3PL and warehousing, multimodal logistics, dedicated fleet solutions and technology-enabled logistics services. The Companys business model is supported by a combination of owned and third-party fleet arrangements, enabling it to provide customised and scalable logistics solutions to customers across diverse industries. During the year, the Company continued to deepen its relationships with leading industrial and corporate customers while expanding its presence across sectors including steel and metals, infrastructure, FMCG, chemicals, pharmaceuticals, cement, automotive and other industrial segments. The Company also continued its strategic transition towards providing integrated supply chain solutions, with a focus on multimodal logistics, warehousing a nd in-plant logistics. The transformation is supported by investments in technology and digital platforms with the objective of improving operational efficiency, visibility, customer experience and scalability.

2. INDUSTRY STRUCTURE AND DEVELOPMENTS

The Indian logistics industry continues to undergo structural transformation driven by increasing formalisation, infrastructure development, manufacturing activity, growth in organised supply chains, technology adoption and increasing outsourcing of logistics functions to specialised third-party logistics providers. The Companys assessment is that the logistics sector is increasingly moving beyond traditional transportation towards integrated solutions encompassing transportation, warehousing, inventory management, multimodal movement, technology-enabled fleet management and other value-added services. Key developments relevant to the Companys business include:

(a) Growth of integrated logistics and 3PL

The increasing complexity of supply chains and the requirement for efficient and reliable movement of goods are creating opportunities for organised 3PL and integrated logistics service providers. Customers are increasingly seeking logistics partners capable of managing multiple components of the supply chain rather than relying solely on point-to-point transportation. Ritco is seeking to capitalise on this trend by expanding its capabilities in 3PL, warehousing and integrated supply chain management.

(b) Infrastructure and manufacturing growth

Continued development of road, rail and multimodal infrastructure, together with growth in manufacturing and industrial activity, is expected to support demand for transportation and logistics services. The Companys customer base across steel, metals, infrastructure, cement, chemicals, FMCG and other industrial sectors provides a diversified platform to participate in this growth.

(c) Technology-led transformation

Technology is increasingly becoming an integral part of logistics operations, particularly in fleet management, real-time tracking, route optimisation, digital payments, freight discovery, warehouse management and customer visibility. The Company is accordingly pursuing a technology-led transformation of its logistics operations and has articulated its objective of developing into a Logi-tech enterprise.

(d) Multimodal logistics

The increasing integration of road, rail and other modes of transportation is creating opportunities for logistics providers capable of offering end-to-end multimodal solutions. During the year, the Company continued to develop rail-road integrated logistics solutions and expand its multimodal capabilities.

3. BUSINESS PERFORMANCE DURING FY 2025-26

During FY 2025-26, the Company recorded strong growth in revenue from operations. Standalone revenue from operations increased from 1,188.56 crore in FY 2024-25 to 1,484.24 crore in FY 2025-26, representing growth of approximately 24.88% . Consolidated revenue from operations increased from 1,189.69 crore to 1,499.19 crore, representing growth of approximately 26.02% . The growth was supported by continued business expansion in transportation and increasing contribution from integrated logistics activities, including 3PL, warehousing and other value-added logistics services. During the year, the Company secured business from customers across a wide range of industries. The new engagements included transportation assignments in the steel and metals sector and contracts with customers in FMCG, chemicals, building materials, automotive and other industrial sectors. The Company also expanded its dedicated fleet capabilities, including customised fleet arrangements for customers in the cement sector, supporting its objective of providing dedicated and customer-specific logistics solutions.

4. STRATEGIC TRANSFORMATION AND BUSINESS DIVERSIFICATION

A key development during FY 2025-26 was the Companys continued transition from a predominantly transportation-focused business towards an integrated supply chain solutions provider. The Company has identified the following areas for expansion:

Multimodal logistics; Coastal movement; 3PL and warehousing; In-plant logistics; Dedicated fleet solutions; and Technology-enabled logistics services.

The objective is to provide customers with integrated logistics solutions covering multiple stages of their supply chain, while improving asset utilisation, service quality and customer retention. The Companys strategy is therefore increasingly focused on combining its established transportation capabilities with warehousing, multimodal and technology-based services.

5. TRANSPORTATION BUSINESS

Transportation remains the core business of the Company and continues to be supported by its experience in handling large-volume industrial cargo and its established customer relationships. During FY 2025-26, the Company secured transportation business from leading organisations across steel, metals, infrastructure, FMCG, chemicals, automotive, cement and other sectors. Among the business developments reported during the year were engagements with Tata Steel, AM/NS, JSW Steel, MRPL and other leading industrial customers. The Company also secured significant transportation contracts involving Hindustan Zinc, RINL and other industrial customers and expanded its dedicated fleet arrangements. The diversification of the customer base across industries is expected to provide greater revenue visibility and reduce dependence on any single sector. During the later part of the financial year, the Company continued to secure business in the steel and metals sector, including a three-year engagement with Jindal Stainless Limited and additional contracts with Aarti Steels, Tata Metaliks and Jindal Steel & Power.

6. 3PL, WAREHOUSING AND INTEGRATED SUPPLY CHAIN SOLUTIONS

The Company continued to expand its presence in 3PL and warehousing services during FY 2025-26. During the year, the Company secured 3PL and warehousing engagements, including contracts with Mangalore Refinery and Petrochemicals Limited and Indian Synthetic Rubber Private Limited. These engagements involve storage, inventory management and distribution-related services and support the Companys strategy of providing end-to-end logistics solutions. The Company also expanded its warehousing portfolio and continued to develop capabilities for providing integrated supply chain management solutions. The expansion into 3PL and warehousing is strategically important as it enables the Company to participate in a larger portion of the customers supply chain and provides opportunities for recurring and integrated logistics revenue.

7. MULTIMODAL AND RAIL LOGISTICS

The Company continued to develop its multimodal logistics capabilities during the year, including integration of road and rail transportation. Building upon its existing rail-linked cargo movement, the Company expanded similar multimodal logistics solutions into a dditional states and undertook rake movements for specialised cargo. These initiatives are aimed at improving transportation efficiency, reducing logistics costs and supporting more sustainable movement of cargo.

The Company believes that the increasing adoption of multimodal transportation provides a significant opportunity for organised logistics providers with the ability to coordinate multiple modes of transportation.

8. DIGITAL TRANSFORMATION TRUCKSUP

Technology and digitalisation continue to form an important component of the Companys long-term strategy. TrucksUp Solutions Private Limited, the Step-Down Subsidiary of the Company providing technology-enabled logistics platform, continued to expand its offerings for fleet owners and transporters during FY 2025-26. During the year, TrucksUp expanded its FASTag, fuel-card, insurance and load-matching capabilities. The platform also strengthened its integration with major fuel and payment ecosystem participants. The Company reported that during FY 2025-26, TrucksUp issued approximately 3,460 fuel cards and 12,520 FASTags. The platform also expanded its service footprint and continued to develop digital solutions for fleet owners and transporters. The platform also entered into a collaboration with NHAI/IHMCL aimed at technology-driven solutions relating to driver safety, operational efficiency and highway services. The TrucksUp technology strategy is focused on increasing digital a doption, improving transaction visibility, reducing manual processes and creating a scalable technology ecosystem for the transportation industry. TrucksUp was also recognised during the year with industry awards including Emerging Supply Chain Tech Company of the Year 2025 and Best Digital Transformation in Logistics 2025 .

9. TECHNOLOGY AND CYBERSECURITY

As the Companys operations increasingly depend upon digital systems, cybersecurity and data protection remain important areas of management focus. During FY 2025-26, the Company continued to strengthen its technology infrastructure through measures including:

secure ERP APIs;

API gateways and access controls; real-time threat monitoring; endpoint security; data encryption; automated backups; disaster recovery mechanisms; secure coding and code obfuscation; and enhanced authentication and access controls.

The Company has also focused on improving system availability and scalability to support increasing transaction volumes and digital integrations. These measures are intended to strengthen the resilience and security of the Companys technology environment while supporting its digital transformation strategy.

10. FINANCIAL PERFORMANCE

The financial performance of the Company during FY 2025-26 is summarised below:

Financial Performance lakhs

Particulars	FY 2025-26	FY 2024-25	Change
Standalone
Revenue from Operations (A)	1,48,423.96	1,18,855.96	24.88%
Other Income (B)	717.76	604.23	18.79%
PBITDA (C)	11,461.29	9,594.42	19.46%
PBITDA including Other Income (B) + (C)=(D)	12,179.04	10,198.75	19.42%
Finance Charges (E)	2,642.28	2,225.48	18.73%
Depreciation (F)	2,953.18	1,619.27	82.38%
Profit Before Tax (D)-(E)-(F)=(G)	6,583.58	6,353.99	3.61%
Profit After Tax	4,988.01	4,719.47	5.69%
Consolidated
Revenue from Operations (A)	1,49,919.03	1,18,968.59	26.02%
Other Income (B)	620.10	592.64	4.63%

Particulars	FY 2025-26	FY 2024-25	Change
PBITDA (C)	9,849.31	8,989.02	9.57%
PBITDA including Other Income (B) + (C)=(D)	10,465.29	9,571.30	9.34%
Finance Charges (E)	2,660.97	2,233.00	19.17%
Depreciation (F)	3,016.35	1,640.55	83.86%
Profit Before Tax (D)-(E)-(F)=(G)	4,787.97	5,697.75	(15.97%)
Profit After Tax	3,192.40	4,063.22	(21.44%)

Management Analysis

The Company recorded strong growth in revenue during FY 2025-26, with standalone and consolidated revenue increasing by approximately 24.88% and 26.02%, respectively.

Standalone PBITDA increased by approximately 19.46%, reflecting growth in operating activity. However, the increase in finance costs and depreciation resulted in a comparatively moderate increase in standalone profit after tax. At the consolidated level, PBITDA increased by approximately 9.57%. The increase in finance costs and, particularly, depreciation expenses resulted in a decline in consolidated profit before tax and profit after tax. Consolidated profit after tax stood at 31.92 crore compared with 40.63 crore in the previous financial year. The management continues to focus on improving operating efficiencies, fleet utilisation, cost management and profitability while scaling the Companys integrated logistics offerings.

11. CAPITAL STRUCTURE AND FUNDING

The Company has raised funds from promoters by way of 300,000 warrants that were converted to equity @Rs. 247.10 per share during the year demonstrating continuous commitment of promoters to the company. While Company continues to have access to banking channels for its working capital requirements and seeks to optimise the deployment of funds in accordance with operational requirements. During FY 2025-26, the Companys borrowing levels increased primarily due to investment in the acquisition and replacement of ageing fleet, increase in current maturity of long-term debts and increased working capital requirements for business growth. The Company also experienced delays in customer collections due to geopolitical disruptions affecting customer payment cycles, resulting in higher utilisation of working capital facilities during the last quarter of the financial year which were subsequently streamlined during the first quarter of FY27. The Company continues to closely monitor its receivables and working capital cycle and remains focused on improving collections, optimising borrowing costs and maintaining prudent financial discipline. The detailed financial ratios and explanations for variations are disclosed in Note 43 to the Standalone Financial Statements.

Management remains focused on maintaining adequate liquidity and optimising financing costs while supporting business growth and investment in technology, fleet and logistics infrastructure.

12. OPPORTUNITIES

The principal opportunities available to the Company include:

Integrated supply chain solutions

The increasing preference of customers for integrated logistics partners provides an opportunity to expand the Companys 3PL, warehousing and in-plant logistics business.

Multimodal logistics

Increasing adoption of rail-road and other multimodal solutions provides an opportunity to improve service offerings and address customers seeking cost-efficient transportation alternatives.

Industrial and manufacturing growth

The Companys established presence in steel, metals, cement, FMCG, chemicals and other industrial sectors provides a platform for participating in continued industrial and infrastructure activity.

Technology-led logistics

The increasing adoption of digital freight, fleet management, FASTag, fuel cards, insurance and other technology-enabled services provides opportunities for TrucksUp and the Companys wider digital strategy.

Customer diversification

The continued addition of customers across multiple industries can improve revenue visibility and reduce concentration risk.

13. THREATS AND CHALLENGES

The Companys principal business challenges include:

Fuel price & availability volatility

Fuel remains a significant operating cost for transportation businesses. Seeing the ongoing Middle East conflict, shortage of fuel availability can affect margins and profitability. Though we have escalation and descalation clause in majority of our contracts, increase in fuel is unlikely to result in a material impact on the profitability.

Freight rate pressure

Competition within the transportation industry may result in pressure on freight rates and operating margins.

Fleet availability and utilisation

Availability of suitable vehicles and efficient fleet utilisation remain important to maintaining service quality and profitability.

Driver availability

The logistics industry continues to face challenges relating to availability, retention and welfare of skilled drivers.

Regulatory environment

Changes in transportation, taxation, environmental, labour and other regulatory requirements may increase compliance costs or affect operations.

Technology and cybersecurity

Increasing dependence on technology creates cybersecurity, data protection a nd system availability risks.

Supply-chain disruptions

Weather conditions, infrastructure constraints, geopolitical developments and other unforeseen events may affect transportation schedules and customer operations.

Expansion risk

Expansion into new service areas such as warehousing, multimodal logistics and technology platforms involves execution, investment and scaling risks. The Company seeks to address these risks through operational planning, customer diversification, technology adoption, internal controls and continuous monitoring.

14. RISK MANAGEMENT

The Company has established processes for identifying, assessing and managing risks associated with its operations. The Audit Committee reviews the Companys internal control and risk management systems and also reviews matters relating to internal control weaknesses, internal audit reports and other relevant information. The Companys risk management approach is focused on early identification of material risks, allocation of appropriate responsibility, periodic monitoring and implementation of mitigating measures. The management continues to review operational, financial, regulatory, technology and business-continuity risks as part of its regular management processes.

15. INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY

The Company has an established internal control framework commensurate with the nature, scale and complexity of its operations. The internal control framework includes controls relating to financial reporting, operational processes, asset utilisation, statutory compliance, information technology and risk management. The Audit Committee reviews internal audit reports and matters relating to internal control weaknesses. The Internal Auditors report directly to the Audit Committee. The CEO and CFO have confirmed that the Company has evaluated the effectiveness of its internal controls over financial reporting and that there were no significant changes in internal controls over financial reporting during FY 2025-26 , no significant changes in accounting policies and no instances of significant fraud of which they became aware. The statutory auditors report does not contain any qualification, reservation or adverse remark. Based on the information available to management, the internal control systems are considered adequate and commensurate with the Companys operations.

16. HUMAN RESOURCES AND INDUSTRIAL RELATIONS

Human resources remain an important component of the Companys ability to deliver reliable and technology-enabled logistics services. During FY 2025-26, the Company continued to strengthen its workforce by recruiting professionals across business development, operations, freight management and customer service functions. The objective of these initiatives is to strengthen organisational capabilities and support the Companys expansion across geographies and business verticals. The Company also remains focused on employee engagement, training, health and safety and employee welfare. The Company recognises that attracting, developing and retaining skilled personnel is important for its continued growth, particularly as it expands into technology-enabled and integrated logistics services.

Total number of employees as at 31 March 2026 were 1401, up from 1087 as at 31 st March 2025 a net addition of 314 employees in the current year.

17. SUSTAINABILITY AND OPERATIONAL EFFICIENCY

The Company continues to focus on improving operational efficiency through route optimisation, fleet utilisation and reduction of empty kilometres. The development of multimodal logistics solutions also provides opportunities for more efficient movement of cargo and optimisation of transportation resources. The Company intends to progressively strengthen its sustainability practices while balancing environmental considerations with operational and commercial requirements.

18. BUSINESS OUTLOOK FY 2026-27 AND BEYOND

The Company remains cautiously optimistic about the medium- to long-term prospects of the Indian logistics industry. For FY 2026-27 and beyond, the Companys strategic priorities include:

1. Strengthening the core transportation business through customer acquisition, improved fleet utilisation and operational efficiency;

2. Expanding 3PL and warehousing capabilities to provide integrated supply chain solutions;

3. Developing multimodal logistics , including rail-road and other integrated transportation solutions;

4. Expanding technology-enabled services through TrucksUp and other digital initiatives;

5. Improving customer diversification across sectors and geographies;

6. Enhancing technology and cybersecurity infrastructure to support scalable digital operations;

7. Strengthening human resources and management capabilities to support the Companys expanding business model; and

8. Improving profitability and return on capital through disciplined cost management and better utilisation of operational resources.

The Companys strategy is to build upon its established transportation capabilities while progressively increasing the contribution of integrated, technology-enabled and value-added logistics services. The Company believes that its established customer relationships, diversified sector presence, operational experience and expanding technology capabilities provide a strong foundation for sustainable growth.

19. CAUTIONARY STATEMENT

Statements in this Management Discussion and Analysis describing the Companys objectives, projections, estimates, expectations or predictions may constitute forward-looking statements within the meaning of applicable securities laws and regulations. These statements are based on certain assumptions and expectations of future events and are subject to various risks and uncertainties. Actual results may differ materially from those expressed or implied by such statements due to, among other factors, changes in economic conditions, industry dynamics, freight rates, fuel prices, regulatory environment, customer demand, competition, technology risks, availability of resources and other factors beyond the Companys control. The Company assumes no obligation to publicly update or revise any forward-looking statements, whether as a result of future events, developments or otherwise, except as may be required under applicable laws and regulations.