Seemax Resources Ltd Management Discussions

OF OPERATIONS

You should read the following discussion of our financial condition and results of operations together with our Restated Financial Information included in the Draft Red Herring Prospectus. You should also read the section entitled "Risk Factors" beginning on page 35, which discusses several factors, risks and contingencies that could affect our financial condition and results of operations. The following discussion relates to our Company and is based on our restated financial information, which have been prepared in accordance with Indian GAAP, the Companies Act and the SEBI Regulations. Portions of the following discussion are also based on internally prepared statistical information and on other sources. Our financial year ends on March 31 of each year. Accordingly, all references to a particular financial year (‘Financial Year or ‘FY) relate to the twelve-month period ended March 31 of that year.

The financial statements have been prepared in accordance with Indian GAAP, the Companies Act and the SEBI (ICDR) Regulations and restated as described in the examination report issued of our statutory auditor dated July 24, 2025 which is included in this Draft Red Herring Prospectus under the section titled "Restated Financial Statement" beginning on page 190 of this Draft Red Herring Prospectus.

BUSINESS OVERVIEW

Our business model is structured to serve a broad spectrum of industries, including automotive, steel, Glass, cement, textiles, engineering goods, warehousing and logistics, retail and e-commerce, ports and shipping, construction and infrastructure, as well as aviation and railways. Each of these sectors has distinct requirements for efficient material movement and handling, and we design our solutions to address their specific operational needs.

Our operations are classified under the following verticals:

Rental Solutions

We provide Rental Solutions for Material Handling Equipment (MHE) with a distinctive focus on comprehensive maintenance services and trained operator support. Unlike plain rental offerings, our model integrates Annual Maintenance Contracts (AMC), preventive servicing, and on-call technical support to ensure that every piece of equipment remains in peak condition throughout the rental tenure.

We provide material handling solutions across sectors and companies who need to offload their material handling tasks. We offer material handling equipment and deploying our well skilled operators & maintenance team to take care of our customers material handling needs.

Our fleet includes battery forklifts, diesel forklifts, Hydra cranes, battery-operated pallet trucks (BOPT), and reach trucks, which are widely deployed across sectors such as manufacturing, warehousing, logistics, ports, construction, and industrial infrastructure. In addition to reliable equipment, we also make available experienced operators, ensuring safe handling practices, compliance with safety norms, and maximized operational efficiency at client sites.

This end-to-end approach equipment, AMC-backed maintenance, and trained manpower enables our clients to reduce downtime, Eliminate the complexities of equipment of ownership and repairs, and enhance productivity. By leveraging deep technical expertise, extensive industry experience, and a strong service orientation, we position ourselves not just as an equipment provider, but as a complete MHE solutions partner addressing both immediate operational challenges and long-term business objectives.

As of March 31, 2025, our Rental Solutions vertical is supported by a fleet of 82 MHE units, owned and operated by us, comprising battery forklifts, diesel forklifts, Hydra cranes, battery-operated pallet trucks (BOPT), and reach trucks.

Trading in MHE

Alongside our rental services, we are engaged in the trading of Material Handling Equipment (MHE), enabling customers to purchase equipment that matches their operational requirements and financial plans.

For further details, kindly refer to chapter titled "Business Overview" beginning on page 124 of this Draft Red Herring Prospectus.

KEY PERFORMANCE INDICATORS OF OUR COMPANY

	For The Year Ended On
	March 31, 2025	March 31, 2024	March 31, 2023
Financial KPIs
Revenue in Operations (Rs. In Lakhs)	1,441.86	1,134.24	1,128.86
Total Income (Rs. In Lakhs)	1,446.05	1,140.52	1,137.91
EBITDA (Rs. In Lakhs)	484.95	377.70	233.93
EBITDA Margin (%)	33.63%	33.30%	20.72%
PAT (Rs. In Lakhs)	223.71	142.61	79.28
PAT Margin (%)	15.52%	12.57%	7.02%
Net Debt (Rs. In Lakhs)	887.55	830.30	637.98
Net Worth (Rs. In Lakhs)	571.72	348.01	205.40
Average Capital Employed (Rs. In Lakhs)	978.95	764.29	615.40
ROE (%) *	48.65%	51.54%	46.59%
ROCE (%) *	43.09%	39.19%	28.98%
Debt/Equity Ratio*	1.69	3.14	3.69
EPS (Basic & Diluted) *	7.46	4.75	2.64
Operational KPIs
Number of Assets	82	68	57
Number of Total Customers	62	66	80
Number of Total Suppliers	110	116	133
Number of Employees	249	238	174
Customers (% Contribution to Sales)
Top 1 Customer Concentration (in %)	23.73%	25.95%	21.41%
Top 3 Customer Concentration (in %)	52.74%	55.27%	38.74%
Top 5 Customer Concentration (in %)	64.38%	65.84%	50.55%
Top 10 Customer Concentration (in %)	79.21%	85.04%	71.10%
Bifurcation Of Revenue in Operations
Sale of Products	76.30	131.03	386.33
% of Total Revenue in Operations	5.29%	11.55 %	34.22 %
Sale of Services	1,365.55	1,003.21	742.52

Notes:

1) Revenue from Operations means the Revenue from Operations as appearing in the Restated Financial Information.

2) Total Income represents Revenue from Operations along with other operating income, if any.

3) EBITDA (Earnings Before Interest, Tax, Depreciation, and Amortization) is calculated as Profit before Tax, Finance Costs, and Depreciation & Amortization, adjusted for Other Income.

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

5) Profit After Tax (PAT) refers to net profit attributable to shareholders after deduction of tax expenses, as disclosed in the Restated Financial Information.

6) PAT Margin (%) is calculated as Profit After Tax divided by Revenue from Operations.

7) Net Debt is defined as the sum of total borrowings (long-term and short-term) less cash and cash equivalents.

8) Net Worth represents the aggregate of paid-up equity share capital and reserves & surplus, as per the Restated Financial Information.

9) Capital Employed is defined as Net Worth plus Average Long Term Debt.

10) Return on Equity (RoE) (%) is calculated as Profit After Tax divided by Average Shareholder Equity.

11) Return on Capital Employed (RoCE) (%) is calculated as Earnings Before Interest and Tax (EBIT) divided by average Capital Employed..

12) Debt to equity ratio is calculated as Total Borrowings divided by Total shareholder fund

13) Earnings per Share (EPS) is calculated in accordance with AS 20 (Earnings Per Share) as Profit After Tax divided by the weighted average number of equity shares outstanding during the respective period.

14) Number of Assets consists of the Forklifts and other material handling equipment is been equipped at the customer place at the end of the year.

15) Number of Total Customers represents the count of unique customers who have purchased from the Company during the period.

16) Number of Total Suppliers represents the unique vendors from whom the Company has procured raw materials, goods, or services during the period.

17) Number of employees refers to the total employees or workers engaged with the Company during the period either on payroll basis.

18) Customer Concentration is calculated based on contribution of revenue by top 1, 3, 5, and 10 customers to the total Revenue from Operations of the Company during the respective period.

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 35 of this Draft Red Herring Prospectus. Our results of operations and financial conditions are affected by numerous factors including the following:

• General economic and business conditions prevailing in the markets in which we operate, including demand cycles in the logistics, infrastructure, automotive, steel, cement, aviation, and other sectors that rely on material handling equipment (MHE).

• Renewal and continuity of our existing rental contracts and customer relationships, as well as our ability to secure new contracts on favorable terms.

• Our ability to adapt to technological changes in the MHE industry, such as advancements in battery- operated forklifts, automation, telematics, and safety features.

• Adverse natural calamities, accidents, or disruptions that may significantly impact regions where our rental fleet is deployed or where our customers operate.

• Our ability to attract, train, and retain qualified operators, service engineers, and managerial staff essential for smooth operations and preventive maintenance.

• Inability to promptly identify and respond to changing customer preferences, such as demand for energy - efficient or environmentally sustainable equipment.

• Any change in government policies, duties, or indirect taxes that increase the cost of procurement, leasing, or operations of MHE.

• Changes in applicable laws, safety regulations, labour laws, or environmental standards that impact the rental equipment industry.

• Inflationary pressures, deflation, volatility in interest rates, or fluctuations in steel, fuel, battery, and spare part prices that affect our cost structure and profitability.

• Our ability to implement our business growth strategy and expansion of rental fleet and trading verticals in line with industry demand.

• Risks of non-compliance with regulations prescribed by statutory authorities in the jurisdictions where we operate.

• Inability to obtain or renew necessary registrations, licenses, permits, or certifications in a timely manner or at all.

• Occurrence of environmental issues, workplace accidents, or uninsured losses in connection with deployment of our equipment at customer sites.

SIGNIFICANT DEVELOPMENTS SUBSEQUENT TO LAST AUDITED BALANCE SHEET

After the date of last audited financial statements i.e. March 31, 2025, the Board of Directors of our Company confirm that, there have not been any significant material developments.

OUR SIGNIFICANT ACCOUNTING POLICIES

For Significant accounting policies refer "Annexure 04 - Restated Significant Accounting Policies and Notes to Restated Financial Information" under Section titled "Restated Financial Statement" beginning on page 190 of this Draft Red Herring Prospectus.

Particulars	For The Year Ended On
	March 31, 2025	March 31, 2024	March 31, 2023
Liabilities
Long-term Borrowings	468.02	570.15	405.02
Short-term Borrowings	499.52	524.21	352.82
Trade Payables	25.82	23.28	52.97
Assets
Inventories	48.06	59.42	4.50
Trade Receivables	255.63	152.82	176.42
Short-term Loans and Advances	198.09	36.57	37.79

Our Companys Long-Term Borrowings stood at Rs.468.02 lakhs as of March 31, 2025 as compared to Rs.570.15 lakhs as of March 31, 2024, reflecting a decrease of 17.91% mainly attributable to repayment of existing borrowings. Long-Term Borrowings had increased by 40.77% from Rs.405.02 lakhs in FY 2022-23 to Rs.570.15 lakhs in FY 2023-24, primarily due to additional secured and unsecured term loans raised from banks and other financial institutions to support expansion and to purchase of additional forklifts & MHEs.

• Short-term Borrowings

Short-Term Borrowings of our Company stood at Rs.499.52 lakhs as of March 31, 2025 as against Rs.524.21 lakhs as of March 31, 2024, registering a decrease of 4.72% mainly attributable to repayment of working capital loans from banks and loans from related parties. During FY 2023-24, Short-Term Borrowings had increased by 48.58% from Rs.352.82 lakhs in FY 2022-23 to Rs.524.21 lakhs, primarily on account of higher working capital utilization from banks as well as an increase in current maturities of long-term debt.

• Trade Payables

Trade Payables of our Company stood at U25.82 lakhs as of March 31, 2025 as compared to U23.28 lakhs as of March 31, 2024, reflecting an increase of 10.91% mainly attributable to higher dues towards micro and small enterprises Longer credit cycles availed from select suppliers to optimize working capital. Trade Payables had decreased by 56.05% from Rs.52.97 lakhs in FY 2022-23 to U23.28 lakhs in FY 2023-24, Negotiated better payment terms, leading to faster settlement cycles.

Inventories

Inventories of our Company stood at Rs.48.06 lakhs as of March 31, 2025 as compared to Rs.59.42 lakhs as of March 31, 2024, reflecting a decrease of 19.12% mainly due to reduction in stock of finished goods. Inventories had increased substantially from Rs.4.50 lakhs in FY 2022-23 to Rs.59.42 lakhs in FY 2023-24, primarily on account of higher accumulation of finished goods stock in line with business growth.

• Trade Receivables

Trade Receivables of our Company stood at U255.63 lakhs as of March 31, 2025 as compared to Rs.152.82 lakhs as of March 31, 2024, marking an increase of 67.28% in line with higher sales volumes and extended credit to customers. In FY 2023-24, receivables had decreased by 13.38% from Rs.176.42 lakhs in FY 2022-23 to Rs.152.82 lakhs, primarily on account of better collections and rationalization of working capital.

• Short-term Loans and Advances

Short-Term Loans and Advances of our Company stood at Rs.198.09 lakhs as of March 31, 2025 as compared to Rs.36.57 lakhs as of March 31, 2024, reflecting a significant increase mainly on account of loans and advances to related parties amounting to Rs.157.89 lakhs during the year. In FY 2023-24, Short-Term Loans and Advances had marginally decreased by 3.23% from Rs.37.79 lakhs in FY 2022-23 to Rs.36.57 lakhs, primarily due to reversal of MAT credit entitlement, partly offset by higher balances with revenue authorities and prepaid expenses.

RESULT OF OUR OPERATIONS

The following table sets forth detailed total income data from our Restated Statement of profit and loss for the financial year ended March 31, 2025, 2024 and 2023, the components of which are also expressed as a percentage of total Income for such period.

	For the Year Ended On
	March 31, 2025		March 31, 2024			March 31, 2023
Sr.no Particulars	Amount (in Lakhs)	% of Total income	Amount (in Lakhs)	% of Total income	Amount (in Lakhs)	% of Total income
I Revenue from operations	1,441.86	99.71%	1,134.24	99.45%	1,128.86	99.20%
II Other Income	4.19	0.29%	6.28	0.55%	9.05	0.80%
III Total Income (I+II)	1,446.05	100%	1,140.52	100%	1,137.91	100%
Expenses:
(a) Cost of Revenue	170.59	11.80%	68.34	5.99%	44.95	3.95%
(b) Purchases of stock-intrade	34.85	2.41%	112.70	9.88%	344.01	30.23%
(c) Changes in inventories of finished goods and work-inprogress	11.35	0.79%	(54.92)	-4.82%	7.86	0.69%
(d) Employee benefits expense	624.62	43.19%	533.08	46.74%	407.22	35.79%
(e) Finance costs	131.85	9.12%	105.86	9.28%	85.88	7.55%
(f) Depreciation and amortisation expense	63.13	4.37%	78.17	6.85%	55.59	4.89%
(g) Other expenses	106.57	7.37%	89.56	7.85%	87.99	7.73%
IV Total expenses	1,142.98	79.04%	932.78	81.79%	1,033.50	90.82%
Profit /(Loss) before tax V and Exceptional Items (III- IV)	303.07	20.96%	207.74	18.21%	104.41	9.18%
VI Exceptional Items	-	-	-	-	-	-
Profit /(Loss) before tax V (V-VI)	303.07	20.96%	207.74	18.21%	104.41	9.18%
VIII Tax expense:
(a) Current tax expense	60.83	4.2%	38.15	3.34%	17.43	1.53%
Less: MAT credit setoff / (Entitlement)	-	0.0%	8.42	0.74%	1.20	0.11%
(b)Short/(Excess) provision of tax for earlier years	(5.88)	-0.4%	(0.48)	-0.04%	-	0.00%
(c)Deferred tax	24.40	1.7%	19.04	1.67%	6.49	0.57%
Total Tax Expense (a+b+c)	79.35	5.49%	65.13	5.71%	25.13	2.21%
Profit /(Loss) after tax 1X (VII-VIII)	223.71	15.47%	142.61	12.50%	79.28	6.97%

Set forth below are the principal components of statement of profit and loss from our operations: TOTAL INCOME

Our total income comprises of (i) Revenue from Operations; and (ii) Other Income.

• Revenue from Operations

Revenue from operations represents income from the sale of trading goods, hiring or rental income from the material handling equipments, AMC & manpower services. Revenue from operations increased from Rs.1,128.86 lakhs in FY 2022-23 to Rs.1,134.24 lakhs in FY 2023-24 and further to Rs.1,441.86 lakhs in FY 2024-25.As a percentage of total income, revenue from operations remained dominant at 99.71% in FY 2024-25, 99.45% in FY 2023-24, and 99.20% in FY 2022-23.

• Other Income

Other income amounted to Rs.9.05 lakhs in FY 2022-23, Rs.6.28 lakhs in FY 2023-24, and declined to Rs.4.19 lakhs in FY 2024-25. This largely comprises miscellaneous income streams like Interest Income accrued from fixed deposits and other miscellaneous income like Interest on Income Tax Refund and Sale of Fixed Asset. Its share remained minimal, below 1% of total income, in all three years.

TOTAL EXPENSE

Our expenses comprise of: (i) Cost of Revenue; (ii) Purchase of stock-in-trade (iii) Change in Inventories of Finished Goods and Work in Progress; (iv) Employee Benefits Expense; (v) Finance Costs; (vi) Depreciation and Amortization expense; and (vii) Other Expenses.

Total expenses decreased from Rs.1,033.50 lakhs in FY 2022-23 to Rs.932.78 lakhs in FY 2023-24 and further to Rs.1,142.98 lakhs in FY 2024-25, reflecting business scale-up.

• Cost of Revenue

Cost of revenue stood at Rs.44.95 lakhs in FY 2022-23, increased to Rs.68.34 lakhs in FY 2023-24, and further to Rs.170.59 lakhs in FY 2024-25. As a proportion of income, it increased from 3.95% to 11.80% over the three-year period, reflecting cost of services or rental of material handling equipment and cost of the supported services like AMC and customized MHE.

• Purchase of Stock in Trade

Purchase of stock-in-trade declined substantially from Rs.344.01 lakhs in FY 2022-23 to Rs.112.70 lakhs in FY 202324 and further to Rs.34.85 lakhs in FY 2024-25. Its share in income fell from 30.23% to 2.41% during this period, indicating a strategic reduction in trading activity and a strong shift towards supply of the services towards material handling equipments.

• Change in Inventories of Finished Goods and Work in Progress

Changes in inventories fluctuated over the three years. Inventory increased by Rs.7.86 lakhs in FY 2022-23, decreased by Rs.54.92 lakhs in FY 2023-24, and again increased by Rs.11.35 lakhs in FY 2024-25. The variations reflect the timing of sales and inventory management strategies.

• Employee benefits expense

Employee benefits expense increased steadily from Rs.407.22 lakhs in FY 2022-23 to Rs.533.08 lakhs in FY 202324, and to Rs.624.62 lakhs in FY 2024-25. As a percentage of total income, employee costs remained relatively stable at ~43%-47%, reflecting the focus on the shift form the trading to services required huge manpower for each co-location as per contract with the clients. Our Employee Benefits Expense primarily comprises of Salaries, Wages & Bonus, Staff Welfare Expenses, Directors Remuneration, Contributions to provident and ESIC and Gratuity.

• Finance costs

Finance costs rose from Rs.85.88 lakhs in FY 2022-23 to Rs.105.86 lakhs in FY 2023-24, and further to ^131.85 lakhs in FY 2024-25. This increase was primarily due to higher borrowings and interest expenses to support working capital requirements. As a percentage of income, finance costs were around 7% to 9% .Our finance cost includes Interest expense on business working capital Loan, Equipment Purchase loan and Bank Charges & other borrowing cost such as Loan Processing Fees and Other Charges.

• Depreciation and Amortization expenses

Depreciation and amortisation expense was Rs.55.59 lakhs in FY 2022-23, Rs.78.17 lakhs in FY 2023-24, and moderated to Rs.63.13 lakhs in FY 2024-25. These levels reflect additions to fixed assets in FY 2023-24 and subsequent normalisation. Depreciation includes depreciation on Plant & Machinery, Buildings , Furniture & Fixtures, Computer Software & vehicles.

• Other Expenses

Other expenses were stable at around 7-8% of income: Rs.87.99 lakhs in FY 2022-23, Rs.89.56 lakhs in FY 202324, and Rs.106.57 lakhs in FY 2024-25. These primarily consist of administrative, selling, and distribution costs, Our Other Expenses consists of Administrative Expenses and Selling & Distribution Expenses which further consist Rent Expense, Repairs and Maintenance Audit Fees, Insurance Expense, Legal & Professional Charges, Courrier & Postage Charges, Office Expenses, Rental Service Expense, Printing And Stationary, Telephone Charges & Internet Expense, Travelling & Conveyance Expenses, Power & fuel, Freight & Transportation Expenses, Labour expense and other miscellaneous expense.

PROFIT BEFORE TAX (PBT)

Profit before tax rose sharply from Rs.104.41 lakhs in FY 2022-23 to Rs.207.74 lakhs in FY 2023-24, and further to Rs.303.07 lakhs in FY 2024-25.As a proportion of total income, PBT improved from 9.18% in FY 2022-23 to 18.21% in FY 2023-24, and further to 20.96% in FY 2024-25, indicating enhanced profitability from operations.

TAX EXPENSE

Tax expense increased from Rs.25.13 lakhs in FY 2022-23 to Rs.65.13 lakhs in FY 2023-24 and to Rs.79.35 lakhs in FY 2024-25, in line with higher profitability. Effective tax rates remained in the range of 25-26% of Profit .

PROFIT AFTER TAX (PAT)

Profit after tax grew consistently from Rs.79.28 lakhs in FY 2022-23 to Rs.142.61 lakhs in FY 2023-24, and further to Rs.223.71 lakhs in FY 2024-25.The PAT margin improved from 7.0% in FY 2022-23 to 12.5% in FY 2023- 24, and further to 15.5% in FY 2024-25, demonstrating the Companys ability to generate stronger bottom-line growth through improved operating leverage, cost rationalisation, and reduced reliance on trading activities.

COMPARISON OF FINANCIAL YEAR 2024-25 WITH FINANCIAL YEAR 2023-24

TOTAL INCOME:

Total Income increased to Rs.1,446.05 lakhs in FY 2024-25 from Rs.1,140.52 lakhs in FY 2023-24, reflecting a year- on-year growth of 26.80%. This growth is primarily attributed to a strong increase in Revenue from Operations, which forms the bulk of total income:

• Revenue from Operations

Revenue from Operations rose from Rs.1,134.24 lakhs in FY 2023-24 to Rs.1,441.86 lakhs in FY 2024-25, representing a robust growth of 27.10% year-on-year. The increase was driven by improved sales volumes, enhanced realizations, and the Companys strategic focus on Service-led operations rather than the running it as trading business .This strong performance was driven by and the Companys strategic shift that led growth. This unprecedented appreciation directly contributed to higher realizations and, in turn, accelerated revenue growth for the Company.

State-wise Revenue from Operations:

State	For the year ended on
	March 31, 2025	March 31, 2024
Gujarat	1,363.69	1,042.82
UT - Silvassa	29.27	19.14
Madhya Pradesh	15.12	-
Gujarat- SEZ	33.78	72.28
Total	1,441.86	1,134.24

Other Income declined from Rs.6.28 lakhs in FY 2023-24 to Rs.4.19 lakhs in FY 2024-25. It represented only 0.29% of total income in FY 2024-25 compared to 0.55% in the previous year. The decline indicates a reduced reliance on non-core income sources, reflecting improved operational performance.

EXPENDITURE:

Total expenses increased from Rs.932.78 lakhs in FY 2023-24 to Rs.1,142.98 lakhs in FY 2024-25, registering a rise of 22.50%. The reasons for change are discussed below:

• Cost of Revenue

Cost of Revenue surged to Rs.170.59 lakhs in FY 2024-25 from Rs.68.34 lakhs in FY 2023-24, accounting for 11.8% of total income up from 5.99%. Additionally, the Company increased its scale of operations to cater to rising demand for material handling equipment products. It includes the rental of of the MHE & Forklifts and installation services and cost of services.

• Purchase of Stock-in-Trade

Purchases of traded goods decreased significantly from Rs.112.70 lakhs in FY 2023-24 to Rs.34.85 lakhs in FY 202425, lowering its share of total income from 9.88% to 2.41%. This reflects the Companys strategic move toward Service rather than trading, supported by increased working capital.

• Changes in Inventories of Finished Goods and Work in Progress

In FY 2024-25, inventory changes reflected an increase of Rs.11.35 lakhs, compared to a reduction of Rs.54.92 lakhs in FY 2023-24. This is indicative of improved stock turnover and better alignment with market demand, following strong sales performance during the year.

• Employee Benefits Expenses

Employee benefits expense increased from Rs.533.08 lakhs in FY 2023-24 to Rs.624.62 lakhs in FY 2024-25, marking a 17.20% growth. However, as a percentage of total income, it decreased from 46.74% to 43.19%, indicating improved operating efficiency. The rise in expense was primarily due to business expansion, hiring of skilled staff, and increments. indicating that the Company managed to scale operations significantly without a proportionate increase in manpower costs. The increase in expenses primarily relates to expansion in business volumes, recruitment of additional skilled personnel, and increments provided to retain talent in a competitive market environment. The Companys ability to maintain employee benefits expenses at a consistent proportion of income demonstrates its operational efficiency and effective workforce utilization.

• Finance Costs

Finance costs rose to Rs.131.85 lakhs in FY 2024-25 from Rs.105.86 lakhs in FY 2023-24, representing an increase of 24.5%. The rise was driven by new borrowings and higher utilization of bank facilities to support scaling operations. During the year, the Company undertook additional borrowings to support its expansion and purchase additional MHE or Forklifts. These borrowings were crucial to facilitate increased operational scale, including investments in inventory, and other growth-related activities.

• Depreciation & Amortization Expenses

Depreciation expenses reduced from Rs.78.17 lakhs in FY 2023-24 to Rs.63.13 lakhs in FY 2024-25, owing to asset efficiency and a lean capex model. As a proportion of total income, depreciation declined from 6.85% to 4.37%, reflecting the Companys asset-based strategy. However, as a proportion of total income, depreciation remained as per the asset based nature of the Companys business model, where the bulk of operating costs continue to be driven by material handling/procurement equipments need heavy capital expenditure.

• Other Expenses

Other expenses increased from Rs.89.56 lakhs in FY 2023-24 to Rs.106.57 lakhs in FY 2024-25, primarily due to higher legal, professional, primarily driven by a significant rise in Legal and Professional Fees, which nearly doubled to Rs.14.91 lakhs from Rs.7.36 lakhs in FY 2023-24. The increase reflects higher professional charges associated with the increase in authorized capital, regulatory filings, and advisory services related to IPO preparations, which were not incurred in the previous year. These expenses were necessary to ensure compliance with statutory obligations and to support the Companys ongoing expansion and corporate governance practices. another notable increase was observed in Insurance Expenses, which rose sharply to ^11.84 lakhs from Rs.4.63 lakhs in the previous year, indicating enhanced coverage for assets and operations in line with the Companys growing scale and risk management policies. Rent expenses also increased to Rs.12.42 lakhs in FY 2024-25 from Rs.10.24 lakhs, minimum increase rent expense due to increment of rent in leased space..

PROFIT BEFORE TAX (PBT)

The Company reported a PBT of Rs.303.07 lakhs in FY 2024-25, up from Rs.207.74 lakhs in FY 2023-24, marking a 45.90% increase. The PBT margin improved from 18.21% to 20.96%, driven by increased revenue, lower purchase of traded goods, and cost efficiencies across functions primarily driven by higher revenue from operations supported by, efficient working capital deployment, and improved operating leverage.

TAX EXPENSE

Total tax expenses rose from Rs.65.13 lakhs in FY 2023-24 to Rs.79.35 lakhs in FY 2024-25, primarily reflecting higher taxable profits. The effective tax rate remained stable at around 5.5%, supported by deferred tax adjustments and prior-year provisions.

PROFIT AFTER TAX (PAT)

PAT for FY 2024-25 stood at Rs.223.71 lakhs as compared to Rs.142.61 lakhs in FY 2023-24, recording a strong growth of 56.90%. The PAT margin improved to 15.47% in FY 2024-25 from 12.50% in FY 2023-24, demonstrating effective cost control and margin expansion despite rising input cost.

The improvement in profitability was driven by several strategic factors, including:

> Strong PAT Growth: PAT increased by 56.90% YoY to Rs.223.71 lakhs, supported by rising service demand.

> Improved Margins: PAT margin improved to 15.47% from 12.50%, reflecting better cost control and operational efficiency.

> High-Margin Services: Growth driven by scalable, high-margin offerings in material handling, warehouse management, and AMC services.

> Cost Optimization: Controlled administrative and travel costs despite higher finance and compliance- related expenses.

These initiatives collectively reinforced the Companys growth trajectory and laid a strong foundation for sustainable profitability.

COMPARISON OF FINANCIAL YEAR 2023-24 WITH FINANCIAL YEAR 2022-23

TOTAL INCOME

Total Income increased marginally to Rs.1,140.52 lakhs in FY 2023-24 from Rs.1,137.91 lakhs in FY 2022-23, registering a modest growth of 0.23%. While overall revenue growth was flat, there was a noteworthy shift in the composition of income and cost structure, as detailed below.

• Revenue from Operations

Revenue from Operations rose slightly from Rs.1,128.86 lakhs in FY 2022-23 to Rs.1,134.24 lakhs in FY 2023-24, reflecting a minimal increase of 0.48%. Despite the stagnant top-line, the revenue composition reflects changing market dynamics and operational strategies. increase in revenue can be attributed to a rise in income generated from sale of services (hiring income) as well as an increase in revenue from the sale of trading of goods. The growth in hiring income was driven by increased demand from customer for our equipment and rental services. Similarly, the sale of trading of goods witnessed improved demand of equipment. Together, these factors contributed to the overall growth in operational revenue.

State	For the year ended on
	March 31, 2024	March 31, 2023
Gujarat	1,042.82	1,061.47
UT - Silvassa	19.14	-
Gujarat- SEZ	72.28	67.39
Total	1,134.24	1,128.86

• Other Income

Other Income declined from Rs.9.05 lakhs in FY 2022-23 to Rs.6.28 lakhs in FY 2023-24, accounting for 0.55% of total income compared to 0.80% in the previous year. The drop is attributed to fewer incidental or non-recurring incomes, consistent with the Companys shift toward revenue generation from core operations and the major of the other income consist of Interest income for fixed deposit.

EXPENDITURE:

Total expenses decreased to Rs.932.78 lakhs in FY 2023-24 from Rs.1,033.50 lakhs in FY 2022-23, representing a decrease of 9.75%. This decline was achieved through optimized operational efficiency and strategic changes in cost structure, as described below:

• Cost of Revenue

Cost of Revenue increased from Rs.44.95 lakhs in FY 2022-23 to Rs.68.34 lakhs in FY 2023-24. However, as a percentage of total income, it rose only slightly from 3.95% to 5.99%,reflecting cost of services or rental of material handling equipment and cost of the supported services like AMC and customized MHE as company is more focusing of service business rather than trading business.

• Purchase of Traded Goods

Purchase of Stock-in-Trade declined sharply from Rs.344.01 lakhs in FY 2022-23 to Rs.112.70 lakhs in FY 202324, bringing down its share of total income from 30.23% to 9.88%. This major reduction is a result of the Company s strategic shift toward services over trading, allowing better control over margins and product quality.

• Changes in Inventories of Finished Goods and work-in- progress

In FY 2023-24, inventory adjustments showed a negative Rs.54.92 lakhs, compared to a positive Rs.7.86 lakhs in FY 2022-23. The variation is primarily on account of lower inventory held at year-end, reflecting higher sales offtake and optimization of stock levels. The Company is primarily engaged in the trading of material handling equipment (MHE) and forklifts.

• Employee Benefits Expenses

Employee Benefits Expenses rose from Rs.407.22 lakhs in FY 2022-23 to Rs.533.08 lakhs in FY 2023-24, marking a 30.90% increase. As a percentage of total income, the share rose from 35.79% to 46.74%. The rise reflects investments in human resources to support expanded operations, the addition of experienced professionals, and inflation-linked wage adjustments. increase in salaries, bonus, director remunerations, contribution to Provident fund, contribution to Employee state insurance corporation and gratuity expense.

• Finance Costs

Finance Costs increased from Rs.85.88 lakhs in FY 2022-23 to Rs.105.86 lakhs in FY 2023-24, a growth of 23.3%, due to higher borrowing levels required to support the changing working capital dynamics, This increase was due to increase in interest on borrowings for working capital and equipment loan, and bank processing charges.

• Depreciation & Amortization Expenses

Depreciation and Amortization increased from Rs.55.59 lakhs in FY 2022-23 to Rs.78.17 lakhs in FY 2023-24, showing a 40.6% increase, driven by additions to fixed assets and capital investments made to enhance the Companys asset majorly acquisition of plant and machinery to increase MHE supply capabilities.

• Other Expenses

Other Expenses were largely stable at Rs.89.56 lakhs in FY 2023-24, compared to Rs.87.99 lakhs in FY 2022-23. The marginal increase is due to operational scaling, marketing activities, and regulatory compliance costs. As a percentage of total income, this remained around 7.85%, reflecting strong cost control despite business expansion, increase was primarily driven by the legal and professional fee, audit fee, rent expense, travelling & conveyance expense, insurance expense, power & fuel expense, courier expense, printing & stationery, Freight & Transportation expense, & repairs and maintenance expense.

PROFIT BEFORE TAX (PBT)

PBT nearly doubled, increasing from Rs.104.41 lakhs in FY 2022-23 to Rs.207.74 lakhs in FY 2023-24, marking a growth of 98.90%. The significant improvement was driven by a leaner cost structure, better inventory utilization, and the strategic shift away from lower-margin trading activities.

TAX EXPENSE

Total Tax Expenses rose from Rs.25.13 lakhs in FY 2022-23 to Rs.65.13 lakhs in FY 2023-24, primarily on account of higher taxable income and profits. The effective tax rate remained within a reasonable range.

PROFIT AFTER TAX (PAT)

PAT increased significantly to Rs.142.61 lakhs in FY 2023-24 from Rs.79.28 lakhs in FY 2022-23, marking a 79.9% growth. The PAT margin improved to 12.50% in FY 2023-24 from 6.97% in FY 2022-23, demonstrating the Companys enhanced ability to convert revenue into net profits, despite modest top-line growth. Additional borrowings, which, along with internal accruals, helped in meeting the working capital requirements of the Company and supporting higher scale of operations. This combination of revenue expansion, efficient resource utilization, and strengthened working capital base contributed to the substantial improvement in profitability during the year.

DISCUSSION ON THE STATEMENT OF CASH FLOWS

The following table sets forth information relating to our Companys statement of cash flows for the financial years indicated:

	For the Year ended on
Particulars	March 31, 2025	March 31, 2024	March 31, 2023
Net cash flows generated/ (used in) from operating activities	234.16	350.01	199.96
Net cash flows generated/ (used in) investing activities	(159.55)	(436.47)	(108.26)
Net cash flows generated/ (used in) financing activities	(258.67)	230.66	(103.49)
Net increase/(decrease) in cash and cash equivalents	(184.06)	144.20	(11.79)

For the year ended on March 31, 2025, net cash generated from operating activities was Rs.234.16 lakhs. This comprised the profit before tax of Rs.303.07 lakhs, which was primarily adjusted for depreciation and amortization expenses of ^63.13 lakhs and finance cost of ^131.85 lakhs. The resultant operating profit before working capital changes was Rs.501.85 lakhs, which was further adjusted for an, increase in trade receivables of Rs.102.81 lakhs, increase in loans and advances of Rs.161.52 lakhs, and increase in other assets of Rs.10.97 lakhs., increase in other current liabilities of Rs.25.47 lakhs, After accounting for income tax paid of Rs.38.15 lakhs, the Company reported a positive net cash inflow from operating activities during FY 2024-25.

For the year ended on March 31, 2024, net cash generated from operating activities was Rs.350.01 lakhs. This comprised the profit before tax of Rs.207.74 lakhs, adjusted for depreciation and amortization expenses of Rs.78.17 lakhs and finance cost of Rs.105.86 lakhs. The resultant operating profit before working capital changes was Rs.395.14 lakhs, which was primarily adjusted for a decrease in inventories of Rs.54.92 lakhs, and increase in other current liabilities of Rs.33.43 lakhs. There was also an increase in trade receivables of Rs.23.60 lakhs, decrease in trade payables of Rs.29.69 lakhs, and. After accounting for income tax paid of Rs.17.43 lakhs, the Company reported a healthy net cash inflow from operating activities in FY 2023-24.

For the year ended on March 31, 2023, net cash generated from operating activities was Rs.199.96 lakhs. This comprised the profit before tax of Rs.104.41 lakhs, adjusted for depreciation and amortization expenses of Rs.55.59 lakhs and finance cost of Rs.85.88 lakhs. The resultant operating profit before working capital changes stood at Rs.241.14 lakhs, due toincrease in trade receivables of Rs.25.56 lakhs, and increase in loans and advances of Rs.27.18 lakhs. These were partly offset by a decrease in other assets of Rs.24.54 lakhs and an increase in trade payables of Rs.22.32 lakhs. The year also saw a decrease in other current liabilities of Rs.29.64 lakhs. After accounting for income tax paid of Rs.13.51 lakhs, the Company recorded a moderate net cash inflow from operating activities during FY 2022-23.

INVESTING ACTIVITIES

For the financial year ended March 31, 2025, net cash used in investing activities stood at ^(159.55) lakhs, significantly lower than the outflow in FY 2024. The reduction in outflows suggests the company curtailed its capital investments, possibly redirecting funds toward operating or financing needs. However, the higher amount compared to prior years could indicate selective strategic investments in MHEs undertaken during the year.

For the financial year ended March 31, 2024, net cash used in investing activities was Rs.(436.47) lakhs, marking a sharp increase compared to Rs.(108.26) lakhs in FY 2023. This reflects a phase of high capital expenditure in machinery , possibly for capacity building or expansion initiatives, signifying the companys intent to scale operations.

For the financial year ended March 31, 2023, net cash used in investing activities stood at Rs.(108.26) lakhs, primarily toward acquisition of fixed assets. While still modest, this represented a step-up from previous years, showing the companys shift toward strengthening its asset base to support operational growth.

FINANCING ACTIVITIES

For the financial year ended March 31, 2025, net cash used in financing activities amounted to Rs.(258.67) lakhs, indicating a significant outflow. This marks a strategic deleveraging year, with repayments of borrowings and reduced reliance on external funds. The outflows also reflect interest and principal payments, suggesting improved financial discipline and a focus on reducing debt.

For the financial year ended March 31, 2024, net cash generated from financing activities was Rs.230.66 lakhs. The inflow was primarily supported by new borrowings, which helped the company navigate a year of high investing outflows. The financing support played a critical role in maintaining liquidity during a capital-intensive phase.

For the financial year ended March 31, 2023, net cash used in financing activities stood at Rs.(103.49) lakhs, indicating that repayments and interest outflows exceeded the inflows. The outflow was likely a result of debt servicing and lower dependence on external financing, suggesting improved internal cash generation capacity.

RELATED PARTY TRANSACTIONS

The details of Contingent Liabilities of the Company for the year ended March 31, 2025, 2024 and 2023 respectively are as follows:

Particulars	For the year ended March 31, 2025	For the year ended March 31, 2024	For the year ended March 31, 2023
NIL	-	-	-

There have been no reservations, qualifications, matters of emphasis or adverse remarks in the Restated Financial Information of our Company for the financial years ended March 31, 2025, March 31, 2024 and March 31, 2023.

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT THE MARKET RISK

In the course of undertaking our business, we are exposed to the following risks arising from financial instruments, which include credit risk, liquidity risk and market risk. Our primary focus is to achieve better predictability of financial markets and seek to minimize potential adverse effects on our financial performance.

Credit Risk

Credit risk is the risk that a customer or counterparty to a financial instrument will fail to perform or fail to pay amounts due causing financial loss. The potential activities where credit risks may arise include from security deposits with bank, trade receivables, loans and advances and other financial assets. The maximum credit exposure associated with financial assets is equal to the carrying amount. Our exposure to credit risk is influenced mainly by the individual characteristics of each customer and the geography in which it operates. Credit risk is managed through credit approvals, establishing credit limits, and continuously monitoring the creditworthiness of customers to which our Company grants credit terms in the normal course of business.

Liquidity Risk

Liquidity risk is the risk that we will encounter difficulty in meeting the obligations associated with its financial liabilities that are proposed to be settled by delivering cash or other financial asset. Our financial planning has ensured, as far as possible, that there is sufficient liquidity to meet the liabilities whenever due, under both normal and stressed conditions, without incurring unacceptable losses or risking damage to our reputation. We have practiced financial diligence and syndicated adequate liquidity in all business scenarios.

Market Risk

Market risk is the risk that results in changes in market prices, such as, interest rates and other price like equity prices, which will affect our revenue or the value of our materials purchased or consumed.

EFFECT ON INFLATION

We are affected by inflation as it has an impact on the material cost, employee/labour costs, etc. In line with changing inflation rates, we rework our margins so as to absorb the inflationary impact.

INFORMATION REQUIRED AS PER ITEM (11) (II) I (iv) OF PART A OF SCHEDULE VI TO THE SEBI REGULATIONS, 2018:

1. Unusual or infrequent events or transactions

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

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

Our business has been subject, and we expect it to continue to be subject to significant economic changes arising from the trends identified above in ‘Factors Affecting our Results of Operations and other material changes. To our knowledge, except as we have described in the Draft Red Herring Prospectus, there are no known factors which we expect to bring about significant economic changes.

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 titled "Risk Factors" beginning on page 35, 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, in case of events such as future increase in labour or material costs or prices that will cause a material change are known.

Apart from the risks as disclosed under Section titled "Risk Factors" beginning on page 35, there are no known factors that may adversely affect our business prospects, results of operations and financial condition.

5. Total turnover of each major industry segment in which the issuer company operated.

We are engaged in the business of hiring of material handling equipment , sale of machinery, freight and manpower services. Please refer in the chapter titled "Business Overview" beginning on page 124 of this Draft Red Herring Prospectus. Therefore, there are no separate reportable segments.

6. Status of any publicly announced new products or business segment.

Otherwise as stated in the Draft Red Herring Prospectus and in the section "Business Overview" beginning on page 124, our company has not publicly announced any new business segment till the date of this Draft Red Herring Prospectus.

7. The extent to which business is seasonal.

Business Overview is not seasonal in nature. For further information, see "Risk Factor", "Industry Overview" and "Business Overview" on page 35, 115 and 124 respectively.

8. Any significant dependence on a single or few suppliers or customers.

The percentage of contribution of our Companys customers vis-a-vis the total revenue from operations respectively for the financial year ended March 31, 2025, 2024 and 2023 is as follows:

Particulars	% Contribution to revenue from operations for the Year ended
	March 31, 2025	March 31, 2024	March 31, 2023
Top 1 Customer	23.73%	25.95%	21.41%
Top 3 Customers	52.74%	55.27%	38.74%
Top 5 Customers	64.38%	65.84%	50.55%
Top 10 Customers	79.21%	85.04%	71.10%

The percentage of contribution of our Companys suppliers vis-a-vis the total purchases respectively for the financial year ended March 31, 2025, 2024 and 2023 is as follows:

Particulars	% Contribution to Purchases from operations for the Year ended
	March 31, 2025	March 31, 2024	March 31, 2023
Top 1 Supplier	35.70%	35.53%	53.21%
Top 3 Suppliers	75.27%	73.87%	66.55%
Top 5 Suppliers	91.07%	83.56%	76.70%
Top 10 Suppliers	98.47%	98.29%	91.09%

9. Competitive conditions:

We face competition from existing and potential competitors which is common for any business. We have, over a period, developed certain competitors who have been discussed in section titles "Business Overview" beginning on page 124 of this Draft Red Herring Prospectus.

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

Except as mentioned in this Draft Red Herring Prospectus, no circumstances have arisen since the date of last financial statement until the date of filing the Draft Red Herring Prospectus, which materially and adversely affect or are likely to affect the operations or profitability of our Company, or value of its assets, or its ability to pay its liability within next twelve months. Our Company has approved the Draft Red Herring Prospectus vide resolution in the Board Meeting dated September 30, 2025.