Shellz India Ltd Management Discussions

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Shellz India Ltd Share Price Management Discussions

The following discussion is intended to convey managements perspective on our financial condition and results of operations for the three months period ended June 30, 2026 and the Fiscals 2026, 2025 and 2024. You should read the following discussion and analysis of our financial condition and results of operations in conjunction with our Restated Consolidated Financial Information as of and for the three months period ended June 30, 2026 and Fiscals 2026, 2025 and 2024, including the related annexures.

Unless otherwise indicated or context otherwise requires, the financial information for the three months period ended June 30, 2026 and Fiscals 2026, 2025 and 2024, included herein is derived from the Restated Consolidated Financial Information, included in this Red Herring Prospectus. For further information, see "Restated Consolidated Financial Information " and "Summary of Financial Information" on pages 249 and 79.

Our Fiscal year ends on March 31 of each year. Accordingly, all references to a particular Fiscal are to the 12-month period ended March 31 of that year. Further, financial information for the period ended June 30, 2026, has not been annualised unless otherwise specified. Further, financial information for the period ended June 30, 2026 is not comparable with the annual financial information.

This discussion contains forward-looking statements that involve risks and uncertainties and reflects our current view with respect to future events and financial performance. Actual results may differ from those anticipated in these forward looking statements as a result of factors such as those set forth under "Forward Looking Statements" and "Risk Factors" on pages 24 and 26, respectively.

Overview

We are engaged in the manufacturing and marketing of confectionery products in India, with a diversified product portfolio comprising over 300+ SKUs across multiple categories, including choco delights, jellies, baked treats and other confectionery formats. We also manufacture and supply food and bakery ingredients. We focus on developing confectionery products at accessible price points and distributing them across a wide geographic footprint, including urban and semi-urban markets, as well as smaller towns and rural areas.

According to Ken Report, the Indian confectionery market size was INR 93.1 thousand crore in FY25 and is projected to grow to INR 125.8 thousand crore by FY30, at a CAGR of 6.3%. The market has demonstrated robust growth, expanding at a CAGR of 9.1% between FY19 and FY25, driven by rising consumer demand for affordable indulgences, increased frequency of festive consumption, and deeper penetration of packaged chocolate and sugar confectionery across both urban and rural markets. Confectionery items priced between INR 1-10 accounted for the highest purchase intent at 86%, indicating their dominant role in daily consumption patterns. The Indian confectionery market has seen a significant transformation, driven by the shift in tastes of urban and semi-urban consumers. Small-pack, low-cost options priced under INR 10 have penetrated Tier 2/3 cities, making innovative flavors and textures more accessible. Indias economy confectionery market was valued at INR 50.5 thousand crores in FY25, reflecting the continued relevance among price- sensitive consumers, particularly in Tier 2-3 cities and rural areas. India consumed 523.0 million kg of confectionery, with a per capita consumption of 0.37 kg in FY23, which reached 0.39 kg by FY25, substantially lower than countries like Germany (14.4), USA (9.1), and Japan (3.2). Despite the low per capita figure, Indias absolute population base is driving total consumption reaching 576 million kg in FY25, positioning it as a high-volume yet under-penetrated market. Indias low per capita base presents significant room for expansion, with consumption projected to rise to 0.5 kg by FY30E, growing at a CAGR of ~4.6%. This growth is being driven by urbanization, rising incomes, a young population, and increasing access to affordable SKUs.

We market our consumer products under two brands, "Hugs" and "Tosca". Under our flagship "Hugs" brand, we offer products across four categories, including baked treats, choco delights, jellies, and panned and sugar confectionery. The "Hugs" portfolio is largely positioned at mass-market price points, with a majority of products priced at Rs.10 or below. According to the Ken Report, 68% of non-adult consumers opt for confectionery, including chocolate, at price points of Rs.10 or below. Confectionery products are typically impulse-driven purchases, and sales are influenced by product availability and visibility at retail points. According to the Ken Report, 92% of grocery consumption in India continues to occur through Kirana stores. As on March 31, 2026, our products are distributed through a network of over 300 super stockists and are available across kirana outlets in around 24 states in India. Our distribution model is focused on driving volumes through repeat purchase-driven SKUs and wide retail penetration.

Under our "TosccT brand, we offer products with a relatively higher unit selling price, positioned towards mass-premium segments. The brand is currently being developed with a focus on e-commerce and quick commerce channels. The "Toscc" portfolio comprises products with differentiated formats and packaging targeted at urban consumers. We are also expanding the "Toscc" portfolio to include products incorporating cereal-based ingredients, aligned with evolving consumer preferences for differentiated snacking options. As part of this portfolio, we formulated "Toscc Oct Choco", an oat and cereal-based bar positioned as an alternative to traditional confectionery formats, containing approximately 33% less sugar than certain leading chocolate bars, based on internal product comparisons.

In addition to marketing and sales of consumer products under our own brands, we also undertake private label manufacturing for third-party customers. We also export our products to international markets, including countries in the Middle East, South Asia and Europe. These channels complement our core consumer business and support diversification across customers, product formats and routes to market.

Set out below is our revenue from operations, based on our Restated Consolidated Financial Information, from various Brands in India and overseas for the three months period ended June 30, 2026 and the Fiscals 2026, 2025 and 2024:

Market Segment Period ended June 30, 2026 Fiscal 2026 Fiscal 2025 Fiscal 2024
Revenue from operation s ( Rs. in Lakhs) % of Revenue from operation s Revenue from operation s ( Rs. in Lakhs) % of Revenue from operation s Revenue from operation s ( Rs. in Lakhs) % of Revenue from operation s Revenue from operation s ( Rs. in Lakhs) % of Revenue from operation s
Consolidated Consolidated Standalone Standalone
Hugs 4,395.32 93.04% 17,333.96 89.99% 17,119.03 91.56% 15,345.10 94.48%
Tosca 68.91 1.46% 271.85 1.41% 166.19 0.89% 148.42 0.91%
Food & Bakery Ingredients (nonbranded) 237.75 5.03% 1,655.71 8.60% 1,412.10 7.55% 747.75 4.60%
Sale of services (subsidiary) # 22.12 0.47%
Total 4,724.10 100.00% 19,261.52 100.00% 18,697.32 100.00% 16,241.26 100.00%

As certified by M/s. RSAV & Company, Chartered Accountants, by way of their certificate dated October 01, 2026.

# Sale of services of Z22.12 lakhs (0.47% of revenue from operations) by our Subsidiary, Shellz Overseas Private Limited, for the three months period ended June 30, 2026. There was no sale of services in Fiscals 2026, 2025 and 2024.

We focus on product development and innovation as part of our business operations. In the confectionery industry, the introduction of new products and variants is an important aspect of maintaining relevance with evolving consumer preferences. We have a team of food and packaging technologists engaged in developing new products, improving existing formulations and working on packaging formats. Our product development efforts are aligned with market requirements and informed by consumer preferences across different age groups and consumption occasions. This supports the introduction of products across multiple price points. We continuously introduce new variants, flavours and packaging formats across our portfolio, including products incorporating different ingredient combinations.

Our manufacturing operations are supported by production facilities located in Delhi and Sonipat, Haryana. The Sonipat facility is being developed as part of the consolidation and expansion of our existing Delhi operations, with the objective of increasing production capacity and supporting future growth. All our consumer products are manufactured in-house, enabling us to maintain control over product quality, processes and timelines. Our operations are supported by machinery sourced from multiple countries, including Turkey, China and Indonesia, along with ancillary equipment from domestic suppliers, enabling us to support production across a wide range of SKUs. We follow defined processes across procurement, production and packaging, supported by quality assurance systems aimed at maintaining consistency in product quality.

For the three months period ended June 30, 2026, our revenue from operations, EBITDA and net profit were Rs.4,724.10 lakhs, Rs.852.32 lakhs and Rs.407.88 lakhs, respectively. For the Financial Years 2026, 2025 and 2024, our revenue from operations was Rs.19,261.52 lakhs, Rs.18,697.32 lakhs and Rs.16,241.26 lakhs, respectively. Our CAGR for revenue from operations is 8.50% from Fiscal 2024 to Fiscal 2026. For the Financial Years 2026, 2025 and 2024, we recorded EBITDA of Rs.3,014.81 lakhs, Rs.2,278.70 lakhs and Rs.1,893.66 lakhs, respectively. Our CAGR for EBITDA is 26.18% from Fiscal

2024 to Fiscal 2026. For the Financial Years 2026, 2025 and 2024, our net profit was Rs.1,337.05 lakhs, Rs.830.20 lakhs and Rs.525.45 lakhs, respectively. Our CAGR for net profit is 59.52% from Fiscal 2024 to Fiscal 2026.

We are led by an experienced promoter-management team with domain knowledge in the food processing industry. Our Promoter, Kapil Garg, has over two decades of experience in the consumer-packaged food industry and has been associated with our business since inception. Under his leadership, our Company has scaled its operations and expanded its product portfolio and distribution network across India. He is involved in overseeing the overall strategy of the Company, including business development, product portfolio expansion and operational planning.

The following table sets forth certain key financial and operational indicators for our Company as at/for the periods indicated:

Based on Restated Consolidated Financial Information:

a) Key financial indicators

Indicator Period ended June 30, 2026 March 31, 2026 March 31, 2025 March 31, 2024
Consolidated Consolidated Standalone Standalone
Revenue from Operations ( Rs. in Lakhs) (1) 4,724.10 19,261.52 18,697.32 16,241.26
EBITDA ( Rs. in Lakhs) (2) 852.32 3,014.81 2,278.70 1,893.66
EBITDA Margin (%) (3) 18.04% 15.65% 12.19% 11.66%
PAT ( Rs. in Lakhs) (4) 407.88 1,337.05 830.20 525.45
PAT Margin (%) (5) 8.63% 6.94% 4.44% 3.24%
Return on equity (%) (6) 6.69% 26.87% 24.57% 21.56%
Return on capital employed (%) (7) 4.69% 19.11% 17.50% 15.89%
Debt-Equity Ratio (times) (8) 1.72 1.71 1.93 2.63
Inventory (Days) (9) 187 175 149 126
Trade Receivables (days) (10) 99 80 89 122
Trade Payables (days) (11) 89 84 87 94
Working Capital Cycle (days) (12) 197 171 151 154

Notes:

(1) Revenue from operations is calculated as revenue from sale of manufactured products and services.

(2) EBITDA is calculated as restated profit before tax, extraordinary and exceptional items plus finance costs, depreciation and amortisation expense minus other income.

(3) EBITDA margin is calculated as a percentage of EBITDA divided by revenue from operations.

(4) PAT represents total profit after tax for the year/period.

(5) PAT margin is calculated as a percentage of PAT divided by revenue from operations.

(6) Return on Equity (ROE%) is calculated as a percentage of PAT divided by average total equity at the end of the year /period, whereas total equity is calculated as average of opening equity share capital and reserves and surplus and closing of equity share capital and reserves and surplus.

(7) Return on Capital Employed (ROCE%) is calculated as a percentage of EBIT divided by average capital employed at the end of the year /period, whereas average capital employed is calculated as average of opening capital employed and closing capital employed. EBIT is calculated as restated profit before tax plus finance costs minus other income. capital employed is calculated as total equity minus DTA plus DTL, long term borrowings and short-term borrowings.

(8) Debt to Equity ratio is calculated as total borrowings divided by total equity.

(9) Inventory cycle (days) is calculated as average Inventory divided by cost of material consumed plus changes in inventories of finished goods and work in progress multiplied by 365. Average

Inventory is calculated as average of opening Inventory and closing Inventory.

(10) Trade Receivables (days) is calculated as average trade receivables divided by revenue from operations multiplied by 365. Average frade receivables are calculated as average of opening frade receivables and closing trade receivables.

(11) Trade Payables (days) is calculated as average trade payables divided by cost of material consumed plus changes in inventories of finished goods and work in progress. Average frade payables is calculated as average of opening frade payables and closing trade payables.

(12) Working capital cycle (days) is calculated trade receivables days plus inventory cycle days minus frade payables days.

Figures and ratios for the period ended June 30, 2026 are for the three months period from April 1, 2026 to June 30, 2026 and are not annualised. For the period ended June 30, 2026, Trade Receivables (days), Inventory (days) and Trade Payables (days) are computed using 91 days (being the number of days in the period) in place of365 days, and averages are computed using the balances as at March 31, 2026 (opening) and June 30, 2026 (closing).

b) Key operational indicators

Indicator Period ended June 30, 2026 31st March, 2026 31st March, 2025 31st March, 2024
Consolidated Consolidated Standalone Standalone
No. of SKUs1 267 398 356 361
- Baked Treats 63 137 92 123
- Choco Delights 111 151 130 101
- Jellies 56 58 44 42
- Panned & Sugar Candies 14 21 23 37
- Non-Hugs/Tosca/Private Labelling and Food Ingredients 23 31 67 58
No. of Products2 103 126 107 108
- Baked Treats 21 34 30 30
- Choco Delights 33 41 37 33

 

Indicator Period ended June 30, 2026 31st March, 2026 31st March, 2025 31st March, 2024
Consolidated Consolidated Standalone Standalone
- Jellies 30 30 18 15
- Panned & Sugar Candies 11 12 12 19
- Non-Hugs/Tosca/Private Labelling and Food Ingredients 8 9 10 11
No. of Super Stockists3 191 344 388 384
- North India 112 186 187 172
- East India 9 17 27 32
- South India 44 78 87 85
- West India 24 58 79 89
- Export 2 5 8 6
No. of Fulfilled Orders4 1,309 5,744 5,268 4,682

Notes:

(1) SKUs refer to Stock Keeping Units and represents the total number of distinct product variants offered by the Company across its product categories. Each SKU corresponds to a unique product configuration based on factors such as flavour, packaging type, pack size or formulation within a particular product category.

(2) Products refers to the number of product types offered by the Company across its various categories. Unlike SKUs, this metric represents the base product offerings without distinguishing between variations in pack size,flavour or packaging format.

(3) Super Stockists refers to the number of Super Stockist who procure products in bulk from the Company and supply them to distributors, Wholesalers, Intermediaries and Kirana Stores within designated regions.

(4) Fulfilled Order refers to the number of orders processed and dispatched by the Company during the relevant period through its distribution and supply chain network. This metric includes orders received from both new and existing customers and may include multiple or repeat orders placed by the same customer during the relevant period.

Operational indicators for the period ended June 30, 2026 are for the three months period from April 1, 2026 to June 30, 2026 and relate to SKUs / products sold, super stockists billed and orders fulfilled during that period.

Significant Factors affecting our Financial Condition and Results of Operations

Our results of operations, financial condition, and cash flows are subject to various factors, many of which are beyond our control. Management believes that the following key factors have materially influenced our performance in the past and are expected to continue to do so in the future:

Product mix

Our revenue and profit margins are impacted by our product mix. Our product offerings through sale of our products to consumers primarily include a wide variety confectionery item. As on March 31 ,2026, our diversified product portfolio consists of more than 300 SKUs across all our product segments.

The success of our business depends upon our ability to identify emerging market trends and offer differentiated product offerings to our customers. As we continue to increase our focus on growing our retail consumer business in India and globally, we expect the relative proportion of revenue contribution from sales of premium and high margin products to increase in the future. While we believe that we are well placed to capitalize on the growing consumer demand for premium and higher margin confectionery products, however, if we are unable to continue and/or expand our product range, we may lose market share to our competitors and that may adversely impact our results of operations.

Availability and price of raw materials

Our business operations are primarily dependent on availability of wheat flour, oil and fats, sugar and packaging material used in the production of the majority of our products and our ability to procure sufficient amounts of quality raw materials at commercially viable prices. Our cost of materials consumed accounted for 66.59%, 83.91% and 87.20% of our total revenue from operations for financial years 2026, 2025 and 2024 respectively. For the three months period ended June 30, 2026, our cost of materials consumed accounted for 74.20% of our revenue from operations. We have long standing relationships with certain of our suppliers although we do not have any long-term contracts with such third parties. We procure all of our raw materials by way of purchase orders on an on-going basis and therefore, are required to pay the market rate of such products.

The availability and price of raw materials is subject to a number of factors beyond our control including overall climatic and economic conditions, production levels, market demand and competition for such materials, production and transportation cost, labour costs, labour unrest and natural disasters. Interruption of, or a shortage in the supply of, raw materials may result in our inability to operate our production facilities at optimal capacities, leading to a decline in production and sales. In addition, while competition for procuring raw material may result in an increase in raw material prices, our ability to pass on such increases in overall operational costs may be limited. Furthermore, any increase in the cost of raw materials which results in an increase in prices of our products, may reduce demand for our products and thereby affect our margins and profitability.

Additionally, considering the seasonal nature of some of our raw materials, we are required to procure and warehouse such raw materials for our production activities throughout the year. However, if such warehoused raw materials get spoilt, it may affect production levels, consequently impacting our results of operations and financial conditions.

Geographic expansion in India and distribution network

Our revenues are impacted by our geographic presence and the scale and growth of our distribution network. While historically we have had a strong presence in North India (75.34%, 72.66% and 71.47% and of our total revenue for the financial years ended 2026, 2025 and 2024 respectively and 79.66% for the three months period ended June 30, 2026), we intend to leverage our brands and expand our presence in the other regions of India by expanding our manufacturing capacity and by leveraging our already established institutional customer relationships. Through commissioning of new technologies, we intend to create a seamless capability to manufacture various bakery and frozen products at all our manufacturing facilities. We seek to increase our presence in export markets by targeting to serve in developed and emerging countries through reputed retail chains and distributors in order to access a more diversified customer base across geographies. As we propose to expand our geographic reach, we may incur additional capital expenditure for setting up our new manufacturing facilities. We will also be required to incur additional operational and marketing expenses as we enter new markets. Our ability to expand and grow our product reach significantly also depends on the reach and effective management of our distribution network. We rely largely on third-party super stockists and distributors to sell our products to retailers who place our products in the market. (95.91%, 96.32% and 94.39%, of our total revenue for, and financial years ended 2026, 2025 and 2024 respectively and 94.38% for the three months period ended June 30, 2026). We continuously seek to increase the penetration of our products by appointing new super stockists to ensure wide distribution network targeted at different consumer groups and regions. We cannot assure you that we will be able to successfully identify or appoint new super stockists or effectively manage our existing distribution network. The super stockists place bulk orders with us after aggregating orders from various distributors. In the event our super stockists and distributors are unable to accurately predict the demand for our products or if they are delayed in placing orders with us or if they do not effectively market our products or market the products of our competitors, our business and results of operations may be adversely affected. Our inability to maintain our existing distribution network of such super stockists and distributors or to expand it proportionately with the proposed increase in our manufacturing facilities, can adversely affect our sales, results of operation and business.

Competition

International and domestic competition may adversely affect our business and results of operations. Some of our competitors may have greater financial, technical and managerial resources, greater access to raw materials and customers, better know-how and superior manufacturing facilities than we have. Competition emerges not only from the branded sector but also from the unorganized sector and from both small and big players. In the confectionery segment, we face competition from various domestic and multinational companies in India, some of which have larger market presence compared to us.

Working Capital Requirements

Our business requires significant working capital to finance the procurement of raw materials, maintain inventory levels, support manufacturing operations, and extend credit to our distribution partners and customers. The adequacy of our working capital is influenced by factors such as inventory holding periods, credit terms extended to customers, payment cycles with suppliers, seasonal demand patterns and growth in our operations.

Any increase in raw material prices, expansion of our product portfolio, entry into new markets or changes in credit terms with customers and suppliers may lead to higher working capital requirements. In addition, delays in collection of receivables or an increase in inventory levels may affect our cash flows and liquidity position. Our ability to efficiently manage working capital, including inventory management and receivable collections, may therefore impact our results of operations and financial condition.

Our working capital requirements are projected to be Rs.9,514.51 lakhs in Fiscal 2027 and Rs.11,542.06 lakhs in Fiscal 2028. Historically, our working capital requirements were Rs.7,471.23 lakhs as at June 30, 2026, Rs.7,239.77 lakhs in Fiscal 2026, Rs.6,584.51 lakhs in Fiscal 2025 and Rs.7,403.02 lakhs in Fiscal 2024.

Regulatory and Compliance Requirements

Our operations are subject to various laws and regulations in India and other jurisdictions in which we operate, including regulations relating to food safety, quality standards, labelling requirements, environmental compliance and import/export regulations. Changes in regulatory frameworks or failure to comply with applicable laws and regulations may result in penalties, operational restrictions or increased compliance costs.

Brand Recognition and Marketing Initiatives

Brand perception and marketing effectiveness influence consumer purchasing decisions in the confectionery segment. Our ability to strengthen brand recognition through advertising, promotional activities and product positioning plays a key role in driving demand and sustaining revenue growth. "Hugs" brand contributes significant % of our revenue from operations 89.99%, 91.56% and94.48% of our total revenue for financial years ended 2026, 2025 and 2024, respectively and 93.04% for the three months period ended June 30, 2026).

Economic Conditions and Consumer Spending

Our business performance is influenced by general economic conditions, including inflation, employment levels, consumer confidence and disposable income. Economic slowdowns or reduced consumer spending may negatively impact demand for discretionary food products such as confectionery.

Significant Accounting Policies and Significant Judgments and Estimates

The preparation of our financial statements in conformity with Indian GAAP requires management to make estimates, assumptions, and judgements that affect the reported amounts of assets, liabilities, revenues, and expenses during the reporting periods. While these estimates and assumptions are based on historical experience and various other factors that are believed to be reasonable under the circumstances, actual results may differ from those estimates. Any revisions to accounting estimates are recognised prospectively in the period in which the results are known. We consider an accounting policy to be critical if it requires management to make assumptions that are highly uncertain at the time the judgement is made, and where different estimates could reasonably have a material impact on our financial condition or results of operations. Our significant accounting policies, as per our Restated Consolidated Financial Information, are as follows:

1. Background

Shellz India Limited is a public company, incorporated on 7th May 2012, and registered with the Registrar of Companies, Delhi. and having its registered office at 39/35, Main Rohtak Road, West Punjabi Bagh, New Delhi-110026. The Corporate Identification Number of the Company is (CIN: U15490DL2012PLC235397). The Company is primarily engaged in the business of manufacturing food products and beverages, with focus on confectionery and beverages segments, including chocolates, jellies and other confectionery items, and carries on its operations in domestic as well as international markets in compliance with applicable statutes.

1.1 Basis of preparation of financial statements

The Restated Statement of Assets and Liabilities as at, June 30, 2026, March 31, 2026 , March 31, 2025 and March 31, 2024, the Restated Statements of Profit and Loss, the Restated Cash Flow Statement for the period ended June 30, 2026 and the Financial year March 31, 2026, March 31, 2025 and March 31, 2024, the Summary Statement of Significant Accounting Policies, the Notes and Annexures as forming part of these Restated Financial Statements (collectively, the "Restated Financial Information"), as approved by the Board of Directors of the company. Restated Consolidated Financial Information have been prepared to comply in all material respect with the provisions of Part I of Chapter III of the Companies Act, 2013 (the Act) read with Companies ( Prospectus and Allotment of Securities) Rules, 2014, Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018 ("ICDR Regulations") issued by Securities and Exchange Board of India (SEBI) and Guidance note on Reports in Companies Prospectuses (Revised 2019) ("Guidance Notes"). Restated Consolidated Financial Information have been prepared specifically for inclusion in the Red Herring Prospectus (DRHP) to be filed by the Company with the SME platform of BSE Limited (BSE SME) in connection with its proposed Small and Medium Enterprise initial Public Offer (SME IPO). The Companys management has recast the Financial Statements in the form required by Schedule III of the Companies Act, 2013 for the purpose of Restated Consolidated Financial Information. The preparation and presentation of Financial Statements in conformity with the Indian GAAP, requires the management to make judgements, estimates and assumptions that effect the reported amounts of revenues, expenses, assets and liabilities and the disclosure of contingent liabilities, at the end of reporting period. Although these estimates are based on managements best knowledge of current events and actions, uncertainty could result in outcomes requiring a material adjustment to the carrying amounts of assets or liabilities in future periods.

These financial statements have been prepared in accordance with the Generally Accepted Accounting Principles in India (Indian GAAP) including the Accounting Standards notified under Section 133 of the Companies Act, 2013, read with Rule 7 of the Companies (Accounts) Rules, 2014 and the relevant provisions of the Companies Act, 2013.The accounting policies adopted in the preparation of financial statements have been consistently applied. All assets and liabilities have been classified as current or non-current as per the companys normal operating cycle and other criteria set out in the Schedule III to the Companies Act, 2013. Based on the nature of operations and time difference between the provision of services and realization of cash and cash equivalents, the company has ascertained its operating cycle as 12 months for the purpose of current and non-current classification of assets and liabilities.

The Restated Consolidated Financial Information has been prepared and presented under historical cost convention on the accrual basis of accounting in accordance with the Generally Accepted Accounting Principles in India (GAAP) and comply with the mandatory Accounting Standards (AS) specified under section 13 of the Companies Act, 2013, read with the Rule 7 of the Companies (Accounts) rules,2014 and the relevant provisions of the Companies Act 2013 (the Act). The accounting policies in the preparation of the financial statements are consistent with those followed in the previous year. The company is normally viewed as a going concern, that is, as continuing in operation for the foreseeable future. It is assumed that the enterprise has neither the intention nor the necessity of liquidation or of curtailing materially the scale of the operations. The Restated Consolidated Financial Information are presented in Indian National Rupee (INR) & all the amounts included in the Restated Consolidated Financial Information have been rounded off to the nearest Lakhs, as required by General Instructions for preparation of Financial Statements of Division I of Schedule III of the companies act, 2013, except number of shares, face value of shares, earning per shares, or wherever otherwise stated. Accounting policies not specifically referred to otherwise are consistent and in criteria set out in Schedule III to the Companies Act, 2013.

The Restated Consolidated Financial Information has been prepared by the management to comply in all material respects with the requirements of:

A) Section 26 of Part I of Chapter III of the Act, 2013.

B) The Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations 2018, as amended (ICDR Regulations) and

C) The Guidance Note on Reports in Company Prospectuses (Revised 2019) issued by the Institute of Chartered Accountant of India (ICAI), as amended (the Guidance Notes)

1.2 Basis of Preparation of Consolidated Financial Statement

These restated Consolidated Financial Information have been prepared by the management of the Company based on the following criteria:

a) By making a line-by-line consolidation of the financial information of Balance Sheet as at and for the period ended June 30, 2026 and year ended March 31, 2026 and By Making a Line-by-Line consolidation Statement of Profit and Loss from the period 1st April 2026 to 30th June 2026 and 22nd March 2026 to March 31 2026.

b) Using accounting policies as adopted by the Company for the preparation of restated Financial Statement for like transactions and other events in similar circumstances. If a member of the group used accounting policies other than those adopted in the Restated Consolidated Financial Information for like transactions and events in similar circumstances, appropriate adjustments have been made to that group members financial statements in preparing the Consolidated Financial Information to ensure conformity with the Groups accounting policies.

c) Combine like items of assets, equity, liabilities, income and expenses.

d) Eliminating in full intra group assets and liabilities, income and expenses relating to transactions among entities of the Group.

The Restated Consolidated Financial Information is based on:

a) The Restated Standalone Financial Statement of Assets and Liabilities as at June 30, 2026 and March 31, 2026, and Restated Standalone Financial Statement of Profit and Loss for the period ended June 30, 2026 and year ended March 31, 2026 on AS basis of the Company;

2. Use of estimates

The preparation of the financial statements in conformity with GAAP requires the management to make estimates and assumption that affect the reported balances of assets and liabilities and disclosures relating to contingent assets and liabilities as at the date of the financial statements and reported amounts of income and expenses during the period. Contingencies are recorded when it is probable that a liability will be incurred, and the amount can be reasonably estimated. Where no reliable estimate can be made, a disclosure is made as contingent liability. Actual results could differ from those estimates. The differences if any will be dealt accordingly in subsequent years.

3. Revenue Recognition

Revenue in the case of sale of goods has been recognized when property in goods has been transferred for a price or all the significant risk and reward of the ownership of goods has been transferred to the buyer and seller effectively has no control over the goods to a degree usually associated with the ownership and there is a reasonable certainty with regard to its ultimate collection.

Revenue from the interest has been recognized on time basis unless there is a significant uncertainty regarding its ultimate collection. In the case of interest on tax, duty or other sum revenue has been recognized in the year of receipt.

4. Classification of Assets and Liabilities as Current and Non-Current

The Company presents assets and liabilities in the balance sheet based on current/non-current classification.

An asset is current when it is:

- Expected to be realized or intended to be sold or consumed in normal operating cycle;

- Held primarily for the purpose of trading;

- Expected to be realized within twelve months after the reporting period; or

- Cash or cash equivalent unless restricted from being exchanged or used to settle a liability for at least twelve months after the reporting period.

All other assets are classified as non-current.

A liability is current when:

- It is expected to be settled in normal operating cycle;

- It is held primarily for the purpose of trading;

- It is due to be settled within twelve months after the reporting period; or

- There is no unconditional right to defer settlement of the liability for at least twelve months after the reporting period.

All other liabilities are classified as non-current.

Deferred tax assets/liabilities are classified as non-current.

5. Property, Plant and equipment

a. Property, Plant and Equipment are stated as per Cost Model i.e., at cost less accumulated depreciation and impairment, if any;

b. Costs directly attributable to acquisition are capitalized until the Property, Plant and Equipment are ready for use, as intended by the management;

c. Subsequent expenditures relating to Property, Plant and Equipment are capitalized only when it is probable that future economic benefits associated with these will flow to the Company and the cost of the item can be measured reliably. Repairs & maintenance costs are recognized in the Statement of profit & Loss when incurred;

d. 4. The cost and related accumulated depreciated are eliminated from the Financial Statements upon sale or retirement of the asset and the resultant gains or losses are recognized in the Statement of Profit or Loss. Assets to be disposed of are reported at the lower of the carrying value or the fair value less cost to sell;

e. Depreciation on fixed assets will be calculated using the Written Down Value (WDV) method, which involves applying depreciation rates prescribed under Schedule II to the Companies Act 2013. to the carrying amount of the asset. The carrying amount is reduced each year by the amount of depreciation charged.

f. Depreciation methods, useful lives, and residual values are reviewed periodically, including at each financial year end;

6. Capital Work in Progress

Capital expenditure on assets under construction by the company is reflected as a distinct item in Capital work in progress till the period of completion and thereafter in the Property Plant & Equipment.

Expenditure during construction period incurred on the projects under implementation are treated as pre operative expenses pending allocation to the Property, plant & equipment, and are included under capital work in progress. These expenses are apportioned to the Property, plant & equipment on commencement of commercial production. capital work in progress is stated at the amount incurred up to the date of Balance Sheet.

7. Depreciation

Depreciation on fixed asset is provided under written down value method at the rates provided in schedule II of the Companies act, 2013 and depreciation on the assets acquired during the year is provided on pro-rata basis from/to the month of addition/deduction. Estimated useful life of the assets in below table used by company during the year.

Asset Description Useful lives estimated by the Management (years)
Factory Building 30 Years
Plant and Machinery Other than Continuous process plant for which no special rate has been prescribed 15 Years
Computer and Data Processing Units 3 Years
Vehicle 8 Years
Electrical Installations 10 Years
Furniture and Fittings 10 Years
Office Equipment and Misc. Fixed Assets 5 Years

8. Impairment of tangible and intangible assets

The Company assesses at each reporting date whether there is an indication that an asset may be impaired. If any indication exists, or when annual impairment testing for an asset is required, the company estimates the assets recoverable amount. An asset recoverable amount is higher of an assets or cash generating units (CGU) net selling price and its value in use. the recoverable amount is determined for and individual asset, unless the asset does not generate cash inflows that are largely independent of those from other assets or group of assets. Where the carrying amount of an asset or CGU exceeds its recoverable amount, the asset is considered impaired and is written down to its recoverable amount. in assessing value in use, the estimated future cash flows are discounted to their present value using a pre tax discount rate that reflects current market assessments of the time value of money and the risks specific to the assets. After impairment, depreciation is provided and the revised carrying amount of the asset over its remaining useful life. An impairment loss for an asset is reversed if, and only if, the reversal can be related objectively to an event occurring after the impairment loss was recognized. The carrying amount of an asset is increased to its revised recoverable amount, provided that this amount does not exceed the carrying amount that would have been determined (net of any accumulated amortization or depreciation) had no impairment loss been recognized for the asset in prior years.

9. Inventories

Raw Materials, components, stores and spares are valued at lower of cost and net realizable value. Cost is determined on a First in First out (FIFO) basis. Net realizable value is the estimated selling price in the ordinary course of business, less estimated costs necessary to make the sale.

Cost of inventories comprise of all costs of purchases, costs of conversion and other costs incurred in bringing them to their respective present location and condition. Stock of construction materials, stores, spares and oil and lubricants as certified by the management have been valued at cost.

Work in progress is valued at weighted average cost or net realizable value. Cost includes the Direct Material, Labour cost & proportion of manufacturing overheads based on the normal operating capacity.

10. Income taxes

The accounting treatment for the Income Tax in respect of the Companys income is based on the Accounting Standard on ‘Accounting for Taxes on Income (AS-22).Tax expenses comprises of current and deferred tax. Current income tax has been measured at the amount expected to be paid to the tax authorities in accordance with the Income-tax Act, 1961 enacted in India. Deferred income taxes reflects the impact of current year timing differences between taxable income and accounting income for the year and reversal of timing differences of earlier years.

Deferred tax is measured based on the tax rates and the tax laws enacted or substantively enacted at the balance sheet date. Deferred tax assets and deferred tax liabilities are offset, if a legally enforceable right exists to set off current tax assets against current tax liabilities and the deferred tax assets and deferred tax liabilities relate to the taxes on income levied by same governing taxation laws. Deferred tax assets are recognized only to the extent that there is reasonable certainty that sufficient future taxable income will be available against which such deferred tax assets can be realized. In situations where the company has unabsorbed depreciation or carry forward tax losses, all deferred tax assets are recognized only if there is virtual certainty supported by convincing evidence that they can be realized against future taxable profits.

At each reporting date, the company re-assesses unrecognized deferred tax assets. It recognizes unrecognized deferred tax asset to the extent that it has become reasonably certain or virtually certain, as the case may be, that sufficient future taxable income will be available against which such deferred tax assets can be realized.

The carrying amount of deferred tax assets are reviewed at each reporting date. The company writes-down the carrying amount of deferred tax asset to the extent that it is no longer reasonably certain or virtually certain, as the case may be, that sufficient future taxable income will be available against which deferred tax asset can be realized. Any such write-down is reversed to the extent that it becomes reasonably certain or virtually certain, as the case may be, that sufficient future taxable income will be available.

11. Earnings per share

Basic earnings per share are computed by dividing the net profit after tax by the weighted average number of equity shares outstanding during the period. Diluted earnings per share are computed by dividing the profit after tax by the weighted average number of equity shares considered for deriving basic earnings per share and also the weighted average number of equity shares that could have been issued upon conversion of all dilutive potential equity shares. The diluted potential equity shares are adjusted for the proceeds receivable had the shares been actually issued at fair value which is the average market value of the outstanding shares. Dilutive potential equity shares are deemed converted as of the beginning of the period, unless issued at a later date. Dilutive potential equity shares are determined independently for each period presented.

12. Provisions, Contingent Liabilities and Contingent Assets

A provision has been recognized in respect of a present obligation as a result of past event i.e. based on the probability of there being an outflow of resources to settle the obligation, in respect of which a reliable estimate can be made. Provisions have not been discounted to its present value and have been determined based on best estimate required to settle the obligation at the balance sheet date. These are reviewed at each balance sheet date and adjusted to reflect the current best estimates.

A contingent liability is a possible obligation that arises from past events whose existence will be confirmed by the occurrence or non-occurrence of one or more uncertain future events beyond the control of the company or a present obligation that is not recognized because it is not probable that an outflow of resources will be required to settle the obligation. The company does not recognize a contingent liability but discloses its existence in the financial statements.

Contingent assets are possible assets that arise from past events and whose existence will be confirmed only by the occurrence or non-occurrence of one or more uncertain future events not wholly within the control of the Company. Contingent assets are disclosed in the financial statements when inflow of economic benefits is probable on the basis of judgment of management. These are assessed continually to ensure that developments are appropriately reflected in the financial statements.

13. Cash & Cash Equivalents

Cash and cash equivalents for the purposes of cash flow statement comprises of cash at bank and in hand and Fixed Deposits having original maturity less that 3 months, more than 3 months and remaining maturity is less than 12 months.

14. Employees Benefit

Company has recognized all such benefits like salary, wages on accrual basis i.e. in the period in which the employees renders related services and at the actual cost i.e. undiscounted basis.

15. Retirement Benefits

a) Defined Contribution Plans: - A defined contribution plan is a post-employment benefit plan under which an entity pays fixed contributions into a separate entity and will have no legal or constructive obligation to pay further amounts. The Company makes specified monthly contributions towards Government administered provident fund scheme. Obligations for contributions to defined contribution plans are recognized as an employee benefit expense in the statement of profit and loss in the periods during which the related services are rendered by employees.

Provident fund is a defined contribution scheme and the contributions are charged to the statement of profit and loss for the year when the contributions to the provident fund are due. There are no other obligations other than the contribution payable to the government administered provident fund.

Expenses recognised for defined contribution plan

Particulars For the period ended For the Year ended on
June 30, 2026 March 31, 2026 March 31, 2025 March 31, 2024
(a) Companys contribution to Provident Fund 1.41 2.96 1.63 1.05
(b) Companys contribution to ESI 0.67 1.56 1.03 0.98

b) Defined Benefit Plans: - A defined benefit plan is a post-employment benefit plan other than a defined contribution plan. The Companys net obligation in respect of defined benefit plans is calculated separately for each plan by estimating the amount of future benefit that employees have earned in the current and prior periods, discounting that amount and deducting the fair value of any plan assets.

Gratuity is a post-employment benefit and is in the nature of a defined benefit plan. The liability recognized in the balance sheet in respect of gratuity is the present value of the defined benefit obligation at the balance sheet date, together with adjustments for unrecognized actuarial gains or losses and past service costs.

The Company provides for gratuity for employees as per the Payment of Gratuity Act, 1972. Employees who are in continuous service for a period of 5 years are eligible for gratuity.

The defined benefit/obligation is calculated at or near the balance sheet date by an independent actuary. This is based on standard rates of inflation, salary growth rate and mortality. Discount factors are determined close to each year- end by reference to market yields on government bonds that have terms to maturity approximating the terms of the related liability.

Compensated absences can be availed within the year and un-availed balances are encashed, hence treated as shortterm compensated absences. The undiscounted value of un-availed balances at the end of the year is charged to the statement of Profit & Loss.

Expense in respect of other short-term benefits is recognized on the basis of the amount paid or payable for the period for which the services are rendered by the employee.

16. Leases

Finance lease: - Assets acquired under Finance Lease are capitalized and the corresponding lease liability is recorded at an amount equal to the fair value of the leased asset at the inception of the lease. Initial costs directly attributable to lease are recognized with the asset under lease.

Operating lease: - Lease of assets under which all the risk and rewards of ownership are effectively retained by the lessor are classified as operating lease. Lease payments under operating lease are recognized as expense on accrual basis in accordance with the respective lease agreements.

a) Operating leases-

The Company has taken office premises, factory land and building etc. under cancellable lease agreements, that are renewable on a periodic basis at the option of both the Lessor and Lessee. The Initial tenure of the lease period is generally 1 to 11 months

Particulars For the period ended For the Year ended on
June 30, 2026 March 31, 2026 March 31, 2025 March 31, 2024
Lease rental charges for the year 34.50 143.25 245.56 251.16
Future lease rental obligation payable (under non-cancellable lease) NA NA NA NA

b) Finance Lease

The company has taken machinery on finance lease which has been separately disclosed under Property, Plant and Machinery from owned assets. The term of lease is 05 years at the end of which the legal title is to be passed on to the lease at salvage value. There is no sub lease in respect of such machinery.

Particulars For the period ended For the Year ended on
June 30, 2026 March 31, 2026 March 31, 2025 March 31, 2024
Total minimum lease payment at the year end. 216.36 272.74 388.09 356.28
Present value of minimum Lease Payment 206.08 228.83 313.86 285.02
Minimum lease payment not later than one year 115.36 115.36 115.36 90.31
Present value of minimum Lease Payment 97.51 94.87 85.03 62.02
Minimum lease payment later than one year but not later than five years 101.00 157.38 272.74 265.97
Present value of minimum Lease Payment 108.57 133.96 228.83 223
Minimum Lease payment later than five years Nil Nil Nil Nil
Present value of minimum Lease Payment Nil Nil Nil Nil

17. Subsidy and Incentives Received :

The government incentive if received during the year is accounted on accrual/ right to receive basis and considered as a revenue receipt

18. Foreign Currency Transactions:

The Company is exposed to foreign currency transactions including foreign currency revenues, and receivables. Foreign Currency transactions are recorded at the rate of exchange prevailing at the date of the transaction. Monetary foreign currency assets and liabilities are translated at the year-end exchange rates and resultant gains/ losses are recognized in the statement of profit & loss statement. The Foreign Currency Transactions are in compliance with the AS-11- The Effect of Change in foreign exchange rate.

19. Cash Flow Statement

Cash flows are reported using the indirect method, whereby profit after tax before exceptional items is adjusted for the effects of transactions of a non- cash nature, any deferrals or accruals of past or future operating cash receipts or payments and items of income or expenses associated with investing or financing cash flows. The cash flows from operating, investing and financing activities are segregated.

20. Borrowing Costs

Borrowing costs that are directly attributable to the acquisition or construction of a qualifying asset are capitalized as part of the cost of that asset till such time the asset is ready for its intended use. A qualifying asset is an asset that necessarily takes a substantial period of time to get ready for its intended use. Costs incurred in raising funds are amortized equally over the period for which the funds are acquired. All other borrowing costs are charged to profit and loss account.

The Company has been sanctioned working capital limits in excess of Five crore, in aggregate, during the year, from banks or financial institutions on the basis of security of current assets and the book debt statement filed by the company with the bank are in agreements with the books of accounts except for the statements filed for following quarters during the period/year ended June 30, 2026, March 31, 2026, March 31, 2025, March 31, 2024.

Current Asset Description Summary of reconciliation for period ended Summary of reconciliation for year ended
June 30, 2026 March 31, 2026 March 31, 2025 March 31, 2024
Stock of Q1 Reconciled Excess Reporting of Rs 6.46 Lacs Short Reporting of Rs 18.11 Lacs Short Reporting of Rs 5.97 Lacs
Stock of Q2 NA Short Reporting of Rs 95.28 Lacs Short Reporting of Rs 1.29 Lacs Reconciled
Stock of Q3 NA Reconciled Short Reporting of Rs 2.36 Lacs Short Reporting of Rs 25.46 Lacs
Stock of Q4 NA Short Reporting of Rs 37.35 Lacs Excess Reporting of Rs 0.94 Lacs Short Reporting of Rs 12.54 Lacs
Debtor of Q1 Reconciled Short Reporting of Rs 26.94 Lacs Short Reporting of Rs 0.95 Lacs Short Reporting of Rs 7.65 Lacs
Debtor of Q2 NA Excess Reporting of Rs 11.99 Lacs Short Reporting of Rs 2.35 Lacs Short Reporting of Rs 1.06 Lacs
Debtor of Q3 NA Reconciled Excess Reporting of Rs 2.11 Lacs Short Reporting of Rs 15.43 Lacs
Debtor of Q4 NA Short Reporting of Rs 62.21 Lacs Short Reporting of Rs 1.00 Lacs Short Reporting of Rs 1.30 Lacs

21. Relationship with Struck off company

Name of Struck off company Nature of Transaction Balance Outstanding as on June 30, 2026 Balance Outstanding as on March 31, 2026 Balance Outstanding as on March 31, 2025 Balance Outstanding as on March 31, 2024 Relationship with Struck off Company
SIS India Ltd. Security Service Provider 6.08 Trade Receivables
Hazzel Dairy Products Pvt Ltd Sale of Goods 0.13 0.13 Trade Payables

22. Intangible assets and intangible assets under development Initial recognition and measurement

An intangible asset is recognised if and only if it is probable that the expected future economic benefits that are attributable to the asset will flow to the Company and the cost of the asset can be measured reliably.

Intangible assets are stated at cost of acquisition net of recoverable taxes, trade discounts and rebates less accumulated amortisation/depletion and impairment loss, if any. Such cost includes purchase price, borrowing costs and any other cost directly attributable to bringing the asset to its working condition for the intended use.

Expenditure incurred which are eligible for capitalizations under intangible assets are carried as intangible assets under development till they are ready for their intended use.

Subsequent Measurement

Subsequent costs are included in the assets carrying amount or recognised as a separate asset, as appropriate, only when it is probable that future economic benefits associated with the item will flow to the entity and the cost can be measured reliably.

Derecognition

An intangible asset is derecognized when no future economic benefits are expected from their use or upon their disposal. Gains and losses on disposal of an item of intangible assets are determined by comparing the proceeds from disposal with the carrying amount of intangible assets and are recognized in the statement of profit and loss."

Amortization

Intangible assets having definite life are amortized on straight line method over their useful lives. If life of any intangible asset is indefinite then it is not amortized and tested for impairment at each reporting date."

23. Going Concern

The company is normally viewed as a going concern, that is, as continuing in operation for the foreseeable future. lt is assumed that the enterprise has neither the intention nor the necessity of liquidation or of curtailing materially the scale of the operations.

24. Segment Reporting

The Company is primarily engaged in the business of manufacturing food products and beverages, with focus on confectionery and beverages segments, including chocolates, jellies and other confectionery items, and carries on its operations in domestic as well as international markets in compliance with applicable statutes, which constitutes a single business segment. The Groups Board of directors have been identified as the Chief Operating Decision Maker (CODM), since they are responsible for all major decisions with respect to the preparation and execution of business plan, preparation of budget, planning, alliance, merger and acquisition, and expansion of any new facility.

In the opinion of the Board, there is only one reportable segment ("Revenue from food products"). Accordingly, no separate disclosure for segment reporting is required to be made in the financial statements of the Group."

25. Investments

i. Long-term investments are valued at cost less provision for diminution, if any, in value of such investments.

ii. Current investments are valued at lower of cost and fair market value.

26. The Restated Consolidated Financial Information, comprising the Consolidated Balance Sheet as at March 31, 2026 and the Consolidated Statement of Profit and Loss for the from period 22nd March 2026 to March 31, 2026, read together with the notes thereto (collectively referred to as the "Audited Consolidated Financial Information"), has been prepared by the Management of the Company.

27. The Audited Consolidated Financial Information for the period ended June 30, 2026, comprising the Consolidated Balance Sheet as at June 30, 2026 and the Consolidated Statement of Profit and Loss for the period from 1st April 2026 to June 30, 2026, read together with the notes thereto, has been prepared by the Management of the Company.

28. Intercompany Elimination:

Intragroup eliminations have been made in respect of transactions and balances of Shellz India Limited and Shellz Overseas Private Limited in the preparation of these Consolidated Financial Information.

There were no intragroup transactions or balances requiring elimination in the Consolidated Statement of Assets and Liabilities and Consolidated Statement of Profit & Loss as at and for the three months period ended June 30, 2026.

Eliminations on account of intragroup balances in the Consolidated Statement of Assets and Liabilities and Consolidated Statement of Profit & Loss as at March 31, 2026 are as follows:

Intercompany Transactions as on 31.03.2026

Particulars Shellz India Limited Shellz Overseas Private Limited Total
Elimination of Sales 8.00

-

8.00
Elimination in Purchase

-

8.00 8.00
Elimination of Sale of fixed asset

-

-

-

Elimination in Purchase of fixed asset

-

-

-

Interest Income

-

0.59 0.59
Interest Expenses 0.59

-

0.59
Loan Given

-

-

-

Loan Taken

-

-

-

Elimination of Income

-

0.73 0.73
Elimination of Expenses 0.73

-

0.73
Advance to supplier

-

-

-

Advances from Customer - - -

Other Adjustment/Working of Minority Interest:

Particulars Amount
Value of assets acquired 583.46
Less - Liabilities acquired 306.35
Net assets as on March 21,2026 277.11
Add - Additional shares issued -
Net assets post allotment of shares 277.11
Share of net assets acquired 277.11
Less - Purchase consideration 2,498.57
Goodwill recognized on acquisition 2,221.46
Share of Minority -

Information about Revenue split by geographical area

Set out below is our revenue from operations, based on our Restated Consolidated Financial Information, from various states in India and overseas for the three months period ended June 30, 2026 and the Fiscals 2026, 2025 and 2024:

State Period ended June 30, 2026 Fiscal 2026 Fiscal 2025 Fiscal 2024
Revenue from operation s % of Revenue from operation s Revenue from operation s % of Revenue from operation s Revenue from operation s % of Revenue from operation s Revenue from operation s % of Revenue from operation s
Consolidated Consolidated Standalone Standalone
Delhi NCR 1,995.50 42.24% 7,643.73 39.68% 6,731.42 36.00% 6,223.66 38.32%
Haryana 1,013.85 21.46% 3,443.05 17.88% 2,742.59 14.67% 1,995.59 12.29%
Assam 303.73 6.43% 1,126.19 5.85% 1,038.46 5.55% 787.01 4.85%
Uttar Pradesh 250.52 5.30% 1,102.16 5.72% 1,517.59 8.12% 1,230.97 7.58%
West Bengal 155.38 3.29% 929.35 4.82% 1,078.32 5.77% 699.87 4.31%
Jammu & Kashmir 135.18 2.86% 908.75 4.72% 658.67 3.52% 359.72 2.21%
Tamil Nadu 79.64 1.69% 571.21 2.97% 449.85 2.41% 388.60 2.39%
Bihar 109.67 2.32% 571.02 2.96% 766.40 4.10% 891.04 5.49%
Karnataka 87.40 1.85% 487.84 2.53% 480.49 2.57% 554.88 3.42%
Andhra Pradesh 67.70 1.43% 344.63 1.79% 397.47 2.13% 359.82 2.22%
Kerala 56.26 1.19% 225.47 1.17% 267.92 1.43% 170.76 1.05%
Punjab 74.54 1.58% 307.00 1.59% 590.11 3.16% 579.53 3.57%
Export 24.38 0.52% 103.06 0.54% 171.79 0.92% 291.08 1.79%
Other States 370.35 7.84% 1,498.06 7.78% 1,806.24 9.66% 1,708.74 10.52%
Total 4,724.10 100.00% 19,261.52 100.00% 18,697.32 100.00% 16,241.26 100.00%

As certified by M/s. RSAV & Company, Chartered Accountants, by way of their certificate dated October 01, 2026.

Key Components of Assets and Liabilities For the three months period ended June 30, 2026 Property, Plant and Equipment

As at June 30, 2026, the written down value (WDV) of property, plant and equipment and leased assets amounted to Rs.1,620.08 lakhs. These assets primarily support the Companys manufacturing and operational activities for the production and distribution of confectionery and beverage products.

The component-wise WDV of property, plant and equipment and leased assets was as follows:

1. Plant and Machinery: Rs.1,235.81 lakhs. This represents the largest portion of the Companys asset base and primarily comprises manufacturing machinery and production equipment used in the preparation and processing of confectionery products.

2. Leased Plant and Machinery: Rs.330.68 lakhs. These assets relate to plant and machinery obtained under lease arrangements and are used to support the Companys production capacity and operational requirements.

3. Motor Vehicles: Rs.30.75 lakhs. These vehicles are primarily used for operational and administrative purposes, including business travel and logistics support.

4. Office Equipment: Rs.8.04 lakhs. These assets primarily consist of office equipment used in administrative and operational functions.

5. Computers: Rs.6.66 lakhs. These assets comprise IT infrastructure used for operational, accounting and administrative purposes.

6. Electrical Installation and Equipment: Rs.4.09 lakhs. These assets include electrical infrastructure and related installations required to support manufacturing operations.

7. Temporary Building Structure: Rs.2.68 lakhs. This represents leased building structures used for operational and facility-related purposes.

8. Furniture and Fixtures: Rs.1.38 lakhs. These assets primarily include furniture installed in office premises.

Capital Work-in-Progress (CWIP)

As at June 30, 2026, capital work-in-progress amounted to Rs.2,366.41 lakhs, compared to Rs.1,132.78 lakhs as at March 31, 2026. CWIP primarily represents capital expenditure incurred towards assets under installation that are not yet ready for their intended use, mainly relating to expansion and enhancement of the Companys manufacturing infrastructure.

Inventories

As at June 30, 2026, inventories amounted to Rs.6,967.51 lakhs, compared to Rs.7,022.08 lakhs as at March 31, 2026.

The composition of inventories was as follows:

1. Raw materials: Rs.3,719.53 lakhs. Raw materials primarily comprise ingredients used in the manufacturing of confectionery and beverage products.

2. Work-in-progress: Rs.287.33 lakhs, representing partially processed goods under production.

3. Consumables, stores, spares and packing materials: Rs.936.47 lakhs, mainly comprising packaging materials and other consumables used in the production process.

4. Finished goods: Rs.2,024.17 lakhs, representing completed products ready for sale and distribution.

Inventory levels during the period remained broadly in line with March 31, 2026, with higher raw materials and finished goods offset by lower consumables and work-in-progress. The inventory turnover ratio for the three months period ended June 30, 2026 was 0.49 times (not annualised), compared to 2.08 times in Fiscal 2026. The lower ratio primarily reflects the ratio being computed for a three months period.

Trade Receivables

As at June 30, 2026, total trade receivables amounted to Rs.5,388.88 lakhs.

Aging of Receivables

The aging profile of receivables as at June 30, 2026 indicates that the majority of receivables fall within the normal credit period.

1. Less than 6 months: Rs.4,699.52 lakhs

2. 6 months - 1 year: Rs.233.58 lakhs

3. 1-2 years: Rs.69.27 lakhs

4. 2-3 years: Rs.100.76 lakhs

5. More than 3 years: Rs.285.75 lakhs

The receivables outstanding for less than six months constituted the largest portion of total receivables (87.21%), reflecting the regular collection cycle associated with the Companys sales. The trade receivables turnover ratio for the three months period ended June 30, 2026 was 0.92 times (not annualised), reflecting the level of receivables outstanding relative to sales during the period.

Disputed and Undisputed Receivables

Receivables are categorized as undisputed and disputed based on whether the amounts are subject to disagreement with customers regarding payment obligations.

1. Undisputed receivables (92.21%) represent amounts acknowledged by customers and considered recoverable in the normal course of business. As at June 30, 2026, undisputed receivables amounted to Rs.4,969.31 lakhs.

2. Disputed receivables (7.79%) represent amounts where recovery is subject to ongoing discussions or disputes with customers. As at June 30, 2026, disputed receivables amounted to Rs.419.57 lakhs. The disputed receivables primarily relate to certain long-outstanding balances under reconciliation with customers.

Short-Term Loans and Advances

As at June 30, 2026, short-term loans and advances amounted to Rs.2,708.07 lakhs, compared to Rs.2,987.96 lakhs as at March 31, 2026.

Advances to suppliers amounted to Rs.2,348.28 lakhs and constituted 86.71% of total short-term loans and advances. These advances were primarily made in connection with the purchase of capital expenditure equipment.

Loans to others amounted to Rs.359.79 lakhs as at June 30, 2026, compared to Rs.310.76 lakhs as at March 31, 2026.

Long-term borrowings

Total long-term borrowings stood at Rs.4,980.62 lakhs as at June 30, 2026.

Secured Loans

Term Loan - From Bank

Bank term loans amounted to Rs.3.21 lakhs as at June 30, 2026.

Term Loan - From NBFC

Borrowings from NBFCs stood at Rs.2,547.33 lakhs as at June 30, 2026 and constituted the major portion of the secured borrowings.

Vehicle Loan - From Bank

Vehicle loans amounted to Rs.5.60 lakhs as at June 30, 2026.

Unsecured Loans Loans from Others

Borrowings from others stood at Rs.815.09 lakhs as at June 30, 2026.

Loans from Corporate

Corporate borrowings were nil as at June 30, 2026.

Loans from Directors and Shareholders

Loans from directors and shareholders stood at Rs.1,500.82 lakhs as at June 30, 2026, reflecting promoter funding support for the Company.

Finance Lease Obligations

Long-term maturities of finance lease obligations amounted to Rs.108.57 lakhs as at June 30, 2026, representing lease liabilities relating to assets used in operations.

Short-term borrowings

Total short-term borrowings stood at Rs.5,875.69 lakhs as at June 30, 2026.

Secured - Loans Repayable on Demand from Banks

1. Axis Bank Cash Credit amounted to Rs.2,426.40 lakhs as at June 30, 2026, representing working capital facilities utilized by the Company.

2. Bajaj Finance Ltd - New Loan stood at Rs.1,000.00 lakhs as at June 30, 2026.

3. ICICI Bank overdraft of our Subsidiary amounted to Rs.2.74 lakhs as at June 30, 2026.

Current Maturities of Long-Term Debt

1. Current maturities of term loans from banks amounted to Rs.38.57 lakhs as at June 30, 2026.

2. Current maturities of NBFC borrowings stood at Rs.849.22 lakhs.

3. Vehicle loan current maturities amounted to Rs.9.42 lakhs.

4. Unsecured loan from others - current maturities amounted to Rs.423.91 lakhs.

Other Borrowings

Bill Discounting (Purchase Invoice Discounting - PID) amounted to Rs.1,125.43 lakhs as at June 30, 2026.

These facilities represent financing arrangements against purchase invoices raised by suppliers, enabling the Company to manage its working capital requirements efficiently.

Trade Payables

Total trade payables stood at Rs.3,559.41 lakhs as at June 30, 2026.

Payables to MSME and Others

1. Trade payables due to Micro and Small Enterprises (MSME) amounted to Rs.216.88 lakhs (6.09%).

2. Trade payables due to other than MSME amounted to Rs.3,342.53 lakhs, constituting the majority of the Companys trade payables (93.91%).

Ageing Analysis

The ageing profile of trade payables as at June 30, 2026 was as follows:

1. Rs.2,055.39 lakhs (57.75%) were outstanding for less than one year, representing payables within the normal operating cycle.

2. Rs.456.68 lakhs (12.83%) were outstanding for 1-2 years.

3. Rs.436.73 lakhs (12.27%) were outstanding for 2-3 years.

4. Rs.610.61 lakhs (17.15%) were outstanding for more than 3 years.

Composition of Payables

1. Undisputed dues - Others: Rs.2,911.50 lakhs

2. Undisputed dues - MSME: Rs.33.51 lakhs

3. Disputed dues - MSME: Rs.183.36 lakhs

4. Disputed dues - Others: Rs.431.03 lakhs

The majority of trade payables relate to regular operational purchases. Certain balances outstanding for longer periods primarily relate to amounts under dispute or pending settlement with suppliers.

Contingent Liabilities

As of June 30, 2026, the Company had contingent liabilities of Rs.2,487.16 lakhs, comprising claims against the Company not acknowledged as debts amounting to Rs.317.29 lakhs, disputed statutory demands amounting to Rs.2,077.06 lakhs and guarantees amounting to Rs.92.81 lakhs. Claims against the Company comprise the interest component of such obligations. Disputed statutory demands include tax demands raised by the authorities, against which the Company has filed replies. Guarantees represent bank guarantees provided in the normal course of business.

Fiscal 2026 compared to Fiscal 2025

Property, Plant and Equipment

The written down value of property, plant and equipment and leased assets decreased from Rs.1,811.28 lakhs as at March 31, 2025 to Rs.1,686.33 lakhs as at March 31, 2026, primarily on account of depreciation during the year, partly offset by additions in certain asset categories.

The component-wise movement was as follows:

1. Plant and machinery decreased from Rs.1,363.82 lakhs as at March 31, 2025 to Rs.1,284.10 lakhs as at March 31, 2026, primarily due to depreciation charged during the year, partially offset by additions to manufacturing machinery and on acquisition of subsidiary.

2. Furniture and fixtures increased from Rs.0.33 lakhs to Rs.1.48 lakhs, mainly due to acquisition of subsidiary during the year.

3. Office equipment increased from Rs.3.79 lakhs to Rs.8.17 lakhs, primarily due to additions made and on acquisition of subsidiary during the year.

4. Electrical installation and equipment decreased from Rs.5.24 lakhs to Rs.3.82 lakhs, mainly due to depreciation.

5. Computers increased from Rs.1.47 lakhs to Rs.7.19 lakhs, reflecting additions and on acquisition of subsidiary during the year.

6. Motor vehicles increased from Rs.6.52 lakhs to Rs.32.57 lakhs, primarily due to additions and on acquisition of subsidiary during the year.

7. Leased plant and machinery decreased from Rs.422.84 lakhs to Rs.346.31 lakhs, primarily due to depreciation during the year.

8. Temporary building structure decreased from Rs.7.27 lakhs to Rs.2.68 lakhs, mainly due to depreciation recognized during the year.

Capital Work-in-Progress (CWIP)

Capital work-in-progress increased from Rs.393.58 lakhs as at March 31, 2025 to Rs.1,132.78 lakhs as at March 31, 2026. The increase was primarily attributable to additional capital expenditure incurred during the year towards assets under installation, primarily relating to expansion and improvement of manufacturing facilities.

Long term loans and advances

Long term loans and advances is NIL as on March 31, 2026 as the amount paid by SIL to shareholders of SOPL for purchase of equity shares has been converted to non current investment which have eliminated on consolidation.

Inventories

Total inventories increased from Rs.6,565.88 lakhs as at March 31, 2025 to Rs.7,022.08 lakhs as at March 31, 2026.

The movement in inventory components was as follows:

1. Raw materials increased from Rs.2,291.30 lakhs to Rs.3,595.18 lakhs, primarily due to procurement of inputs required for manufacturing operations.

2. Work-in-progress increased from Rs.392.24 lakhs to Rs.417.18 lakhs, reflecting higher production activities and timing differences between production and completion of finished goods.

3. Consumables, stores, spares and packing materials increased from Rs.742.98 lakhs to Rs.1,208.59lakhs, mainly due to higher procurement of packaging materials and consumables used in production.

4. Finished goods decreased from Rs.3,139.36 lakhs to Rs.1,801.13lakhs, reflecting higher sales during the year.

The inventory turnover ratio decreased from 2.46 times in Fiscal 2025 to 2.08 times in Fiscal 2026.

This decrease was primarily due to higher inventory levels maintained during Fiscal 2026, particularly in raw materials and work-in-progress, relative to the cost of goods sold during the year.

Trade Receivables

Total trade receivables increased from Rs.3,555.14 lakhs as at March 31, 2025 to Rs.4,859.69 lakhs as at March 31, 2026, primarily due to moderate collections and marginal higher sales.

Aging Analysis

The aging profile of receivables as at March 31, 2026 was as follows:

1. Less than 6 months: Rs.3,840.87 lakhs

2. 6 months - 1 year: Rs.584.43 lakhs

3. 1-2 years: Rs.107.62 lakhs

4. 2-3 years: Rs.79.12 lakhs

5. More than 3 years: Rs.247.66 lakhs

The increase in receivables during the year reflects moderate collection and marginal increase in sales compared to the previous year. The trade receivables turnover ratio increased from 4.10 times in Fiscal 2025 to 4.58 times in Fiscal 2026, indicating higher average receivable balances during Fiscal 2026.

Disputed and Undisputed Receivables

As at March 31, 2026:

1. Undisputed receivables amounted to Rs.4,468.59 lakhs. (91.95%)

2. Disputed receivables amounted to ^3 91.11 lakhs. (8.05%)

Short-Term Loans and Advances

Short-term loans and advances increased from Rs.931.99 lakhs as at March 31, 2025 to Rs.2,987.96 lakhs as at March 31, 2026. Advances to suppliers increased from Rs.919.49 lakhs to Rs.2,677.19 lakhs, primarily due to higher advances provided to vendors for procurement of materials and other operational requirements. Advances to employees was nil as on March 31, 2026 compared to Rs.12.50 lakhs as on March 31, 2025. Loans to other increased to Rs.310.76 as at March 31, 2026 from Nil as on March 31, 2025.

Long-term borrowings

Total long-term borrowings increased to Rs.4,597.87 lakhs in FY26 from Rs.2,117.04 lakhs in FY25, reflecting an increase of Rs.2,480.83 lakhs (117.18%), primarily driven by higher term loans from NBFCs, unsecured loans from others, and loans from directors and shareholders, partly offset by reductions in bank term loans, corporate borrowings and long-term maturities of finance lease obligations.

Secured Loans

Term Loan - From Bank

Bank term loans decreased to Rs.12.86 lakhs in FY26 from Rs.51.42 lakhs in FY25, representing a reduction of Rs.38.57 lakhs (75.00%), primarily due to repayment of outstanding bank term loans.

Term Loan - From NBFC

Borrowings from NBFCs increased to Rs.2,525.79 lakhs in FY26 from Rs.902.10 lakhs in FY25, representing an increase of Rs.1,623.69 lakhs (179.99%), primarily due to higher term loan borrowings from NBFCs during the year.

Vehicle Loan - From Bank

Vehicle loans decreased to Rs.6.79 lakhs in FY26 from Rs.7.30 lakhs in FY25, representing a reduction of Rs.0.51 lakhs (7.04%), primarily due to repayment of loan instalments.

Unsecured Loans

Loans from Others

Borrowings from others increased significantly to Rs.927.41 lakhs in FY26 from Rs.29.82 lakhs in FY25, representing an increase of Rs.897.60 lakhs (3,010.49%), primarily due to additional unsecured borrowings during the year.

Loans from Corporate

Corporate borrowings decreased to Nil in FY26 from Rs.235.49 lakhs in FY25, representing a decrease of Rs.235.49 lakhs (100.00%), due to repayment of the outstanding corporate borrowings.

Loans from Directors and Shareholders

Loans from directors and shareholders increased to Rs.991.07 lakhs in FY26 from Rs.662.08 lakhs in FY25, reflecting an increase of Rs.328.99 lakhs (49.69%), primarily due to additional borrowings from directors and shareholders during the year.

Short-term borrowings

Total short-term borrowings decreased to Rs.5,484.70 lakhs in FY26 from Rs.5,701.43 lakhs in FY25, reflecting a decrease of Rs.216.73 lakhs (3.80%), primarily due to changes in working capital borrowings and utilization of purchase invoice discounting facilities.

Secured - Loans Repayable on Demand from Banks

Axis Bank Cash Credit increased to Rs.2,272.00 lakhs in FY26 from Rs.1,621.39 lakhs in FY25, representing an increase of Rs.650.61 lakhs (40.13%), primarily due to higher utilization of working capital facilities.

Bajaj Finance Ltd - New Loan remained unchanged at Rs.1,000.00 lakhs in FY26 as compared to FY25.

Yes Bank - 0068 and Yes Bank - 0625 Current Account facilities, which amounted to Rs.348.99 lakhs and Rs.341.41 lakhs, respectively, in FY25, were Nil in FY26.

Current Maturities of Long-Term Debt

1. From Bank: It does not decrease

2. From NBFC: increased by Rs.385.19 lakhs (108.19%) to Rs.741.22 lakhs

3. Vehicle Loan: increased by Rs.9.61 lakhs (781.30%) to Rs.10.84 lakhs

Unsecured Loans from Others: increased by Rs.148.29 lakhs (56.41%) to ^411.19 lakhs.

Other Borrowings

Bill Discounting (Purchase Invoice Discounting - PID) decreased to Rs.1,010.89 lakhs in FY26 from Rs.1,730.92 lakhs in FY25, representing a decrease of Rs.720.03 lakhs (41.60%), reflecting lower utilization of supplier invoice financing arrangements.

Trade Payables

Total trade payables increased to Rs. 3,541.05 lakhs in FY26 from Rs.3,331.28 lakhs in FY25, representing an increase of Rs.209.77 lakhs (6.30%), primarily due to increase in outstanding vendor balances arising from business operations.

Trade payables due to MSME increased to Rs.222.79 lakhs in FY26 from Rs.139.34 lakhs in FY25, representing an increase, primarily due to higher outstanding dues payable to MSME vendors.

Trade payables due to other than MSME increased to Rs.3,318.27 lakhs in FY26 from Rs.3,191.94 lakhs in FY25, representing an increase of Rs.126.33 lakhs (3.96%).

Ageing Movement

In FY26, payables outstanding for less than one year stood at Rs.2,191.43 lakhs, compared to Rs.1,946.84 lakhs in FY25, reflecting a increase in current trade liabilities.

Balances in the 1-2 year ageing bucket increased to Rs.416.46 lakhs from Rs.411.32 lakhs, primarily due to settlement of outstanding dues.

Payables in the 2-3 year category decreased to Rs.316.67 lakhs from Rs.797.06 lakhs, largely due to reclassification of older balances.

Balances outstanding for more than 3 years increased to Rs.616.49 lakhs from Rs.176.06 lakhs, primarily relating to disputed vendor balances pending resolution.

Contingent Liabilities

Contingent liability amounts to Rs.2,466.91 lakhs as at March 31, 2026 compared to Rs.455.09 lakhs as at March 31, 2025. Claims against the Company not acknowledged as debts decreased to Rs. 317.29 lakhs as of March 31, 2026 from Rs.348.56

lakhs as of March 31, 2025, representing a decrease, primarily due to settlement and resolution of certain claims during the year.

Disputed statutory demands increased to Rs.2,056.81 lakhs as of March 31, 2026 from nil as of March 31, 2025, representing an increase, primarily due to additional statutory demands raised during the year which are under evaluation by the Company.

Guarantees decreased to Rs.92.81 lakhs as of March 31, 2026 from Rs.106.53 lakhs as of March 31, 2025, representing a decrease of Rs.13.72 lakhs, primarily due to reduction in guarantees issued in the normal course of business.

Fiscal 2025 compared to Fiscal 2024

Property, Plant and Equipment

The written down value of property, plant and equipment and leased assets decreased from Rs.1,949.41 lakhs as at March 31, 2024 to Rs.1,811.28 lakhs as at March 31, 2025, primarily on account of depreciation during the year, partly offset by additions in certain asset categories.

The component-wise movement was as follows:

1. Plant and machinery decreased from Rs.1,521.08 lakhs as at March 31, 2024 to Rs.1,363.82 lakhs as at March 31, 2025, primarily due to depreciation charged during the year, partially offset by additions to manufacturing machinery.

2. Furniture and fixtures decreased from Rs.0.44 lakhs to Rs.0.33 lakhs, mainly due to depreciation during the year.

3. Office equipment increased from Rs.1.86 lakhs to Rs.3.79 lakhs, primarily due to additions made during the year.

4. Electrical installation and equipment decreased from Rs.6.68 lakhs to Rs.5.24 lakhs, mainly due to depreciation.

5. Computers increased marginally from Rs.1.43 lakhs to Rs.1.47 lakhs, reflecting additions during the year, largely offset by depreciation.

6. Motor vehicles decreased from Rs.8.80 lakhs to Rs.6.52 lakhs, primarily due to depreciation charged during the year.

7. Leased plant and machinery increased from Rs.389.39 lakhs to Rs.422.84 lakhs, primarily due to additional leased machinery obtained during the year.

8. Temporary building structure decreased from Rs.19.73 lakhs to Rs.7.27 lakhs, mainly due to depreciation recognized during the year.

Capital Work-in-Progress (CWIP)

Capital work-in-progress increased from Rs.6.95 lakhs as at March 31, 2024 to Rs.393.58 lakhs as at March 31, 2025. The increase was primarily attributable to additional capital expenditure incurred during the year towards assets under installation, primarily relating to expansion and improvement of manufacturing facilities.

Long term loans and advances

Long term loans and advances majorly is towards amount paid by SIL to shareholders of SOPL for purchase of equity shares as at March 2025.

Inventories

Total inventories increased from Rs.5,480.64 lakhs as at March 31, 2024 to Rs.6,565.88 lakhs as at March 31, 2025.

The movement in inventory components was as follows:

1. Raw materials increased from Rs.2,259.06 lakhs to Rs.2,291.30 lakhs, primarily due to procurement of inputs required for manufacturing operations.

2. Work-in-progress increased significantly from Rs.93.44 lakhs to Rs.392.24 lakhs, reflecting higher production activities and timing differences between production and completion of finished goods.

3. Consumables, stores, spares and packing materials increased from Rs.586.54 lakhs to Rs.742.98 lakhs, mainly due to higher procurement of packaging materials and consumables used in production.

4. Finished goods increased from Rs.2,541.60 lakhs to Rs.3,139.36 lakhs, reflecting higher production levels and inventory maintained to support sales demand.

The inventory turnover ratio decreased from 2.90 times in Fiscal 2024 to 2.46 times in Fiscal 2025.

This decrease was primarily due to higher inventory levels maintained during Fiscal 2025, particularly in finished goods and work-in-progress, relative to the cost of goods sold during the year.

Trade Receivables

Total trade receivables decreased from Rs.5,571.49 lakhs as at March 31, 2024 to Rs.3,555.14 lakhs as at March 31, 2025, primarily due to improved collections and reduction in outstanding balances.

Aging Analysis

The aging profile of receivables as at March 31, 2025 was as follows:

1. Less than 6 months: Rs.3,012.01 lakhs

2. 6 months - 1 year: Rs.144.67 lakhs

3. 1-2 years: Rs.112.53 lakhs

4. 2-3 years: Rs.70.82 lakhs

5. More than 3 years: ^215.11 lakhs

The reduction in receivables during the year reflects improved collection efforts and lower outstanding balances compared to the previous year. The trade receivables turnover ratio increased from 2.99 times in Fiscal 2024 to 4.10 times in Fiscal 2025, indicating improved collection efficiency and lower average receivable balances during Fiscal 2025.

Disputed and Undisputed Receivables

As at March 31, 2025:

3. Undisputed receivables amounted to Rs.3,211.37 lakhs. (90.33%)

4. Disputed receivables amounted to Rs.343.77 lakhs. (9.67%)

Short-Term Loans and Advances

Short-term loans and advances increased from Rs.525.37 lakhs as at March 31, 2024 to Rs.931.99 lakhs as at March 31, 2025. Advances to suppliers increased from Rs.512.87 lakhs to Rs.919.49 lakhs, primarily due to higher advances provided to vendors for procurement of materials and other operational requirements. Advances to employees remained unchanged at Rs.12.50 lakhs during the year.

Long term borrowings

Total long-term borrowings decreased to Rs.2,117.04 lakhs in FY25 from Rs.2,635.05 lakhs in FY24, reflecting a decrease of Rs.518.01 lakhs (19.66%), primarily due to repayment of unsecured borrowings and reduction in NBFC term loans.

Secured Loans

Term Loan - From Bank

Bank term loans decreased to Rs.51.42 lakhs in FY25 from Rs.89.99 lakhs in FY24, representing a reduction of Rs.38.57 lakhs (42.86%), primarily due to scheduled repayments.

Term Loan - From NBFC

Borrowings from NBFCs decreased to Rs.902.10 lakhs in FY25 from Rs.1,086.33 lakhs in FY24, representing a decline of Rs.184.23 lakhs (16.96%), mainly due to repayment of outstanding borrowings.

Vehicle Loan - From Bank

Vehicle loans decreased to Rs.7.30 lakhs in FY25 from Rs.8.53 lakhs in FY24, representing a reduction of Rs.1.23 lakhs (14.42%) due to repayment of loan instalments.

Unsecured Loans

Loans from Others

Borrowings from others declined significantly to Rs.29.82 lakhs in FY25 from Rs.292.71 lakhs in FY24, representing a decrease of Rs.262.89 lakhs (89.82%), mainly due to repayment of unsecured borrowings.

Loans from Corporate

Corporate borrowings increased to Rs.235.49 lakhs in FY25 from Rs.170.82 lakhs in FY24, representing an increase of Rs.64.67 lakhs (37.86%).

Loans from Directors and Shareholders

Loans from directors and shareholders decreased to Rs.662.08 lakhs in FY25 from Rs.763.67 lakhs in FY24, reflecting a decline of ^101.59 lakhs (13.30%).

Short-term borrowings

Total short-term borrowings increased to Rs.5,701.43 lakhs in FY25 from Rs.4,457.56 lakhs in FY24, reflecting an increase of Rs.1,243.87 lakhs (27.91%), primarily due to higher utilization of purchase invoice discounting facilities and working capital borrowings.

Secured - Loans Repayable on Demand from Banks

Axis Bank Cash Credit decreased to Rs.1,621.39 lakhs in FY25 from Rs.2,029.15 lakhs in FY24, representing a decline of Rs.407.76 lakhs (20.10%).

Bajaj Finance Ltd - New Loan amounted to Rs.1,000.00 lakhs in FY25, compared to Nil in FY24, representing a new facility availed during the year.

Yes Bank Working Capital Loan, which stood at Rs.1,300.00 lakhs in FY24, was Nil in FY25, indicating repayment or closure of the facility.

Yes Bank - 0068 and Yes Bank - 0625 Current Account facilities amounted to Rs.348.99 lakhs and Rs.341.41 lakhs, respectively, in FY25.

Current Maturities of Long-Term Debt

4. From Bank: decreased by Rs.19.97 lakhs (34.11%) to Rs.38.57 lakhs

5. From NBFC: increased by Rs.40.46 lakhs (12.82%) to Rs.356.03 lakhs

6. Vehicle Loan: increased by Rs.0.11 lakhs (9.82%) to Rs.1.23 lakhs

7. Unsecured Loans from Others: increased by Rs.27.35 lakhs (11.61%) to Rs.262.90 lakhs

Other Borrowings

Bill Discounting (Purchase Invoice Discounting - PID) increased significantly to Rs.1,730.92 lakhs in FY25 from Rs.517.63 lakhs in FY24, representing an increase of Rs.1,213.29 lakhs (234.38%), reflecting higher utilization of supplier invoice financing arrangements.

Trade Payables

Total trade payables decreased to Rs.3,331.28 lakhs in FY25 from Rs.3,952.87 lakhs in FY24, representing a decrease of Rs.621.59 lakhs (15.73%), primarily due to settlement of outstanding vendor balances.

Trade payables due to MSME increased to Rs.139.34 lakhs in FY25 from Rs.85.74 lakhs in FY24, representing an increase of Rs.53.60 lakhs (62.51%).

Trade payables due to other than MSME decreased to Rs.3,191.94 lakhs in FY25 from Rs.3,867.13 lakhs in FY24, representing a decrease of Rs.675.19 lakhs (17.46%).

Ageing Movement

In FY25, payables outstanding for less than one year stood at Rs.1,946.84 lakhs, compared to Rs.2,545.33 lakhs in FY24, reflecting a decline in current trade liabilities.

Balances in the 1-2 year ageing bucket decreased to Rs.411.32 lakhs from Rs.1,149.10 lakhs, primarily due to settlement of outstanding dues.

Payables in the 2-3 year category increased to Rs.797.06 lakhs from Rs.202.09 lakhs, largely due to reclassification of older balances.

Balances outstanding for more than 3 years increased to Rs.176.06 lakhs from Rs.56.35 lakhs, primarily relating to disputed vendor balances pending resolution.

Contingent Liabilities

Contingent liability amounts to Rs. 455.09 lakhs as at March 2025 vis a vis Rs.360.83 lakhs as at March 2024. Claims against the Company not acknowledged as debts increased to Rs.348.56 lakhs as of March 31, 2025 from Rs.152.93 lakhs as of March 31, 2024, representing an increase, primarily attributable to additional claims raised during the year which are currently under evaluation.

Disputed statutory demands decreased to nil as of March 31, 2025 from Rs.107.23 lakhs as of March 31, 2024, representing a decrease of Rs.107.23 lakhs, primarily due to resolution and settlement of the demands during the year.

Guarantees increased to Rs.106.53 lakhs as of March 31, 2025 from Rs.100.67 lakhs as of March 31, 2024, representing an increase of Rs.5.86 lakhs, primarily due to guarantees issued in the normal course of business.

Key Components of Income and Expenses

We report our income and expenditure in the following manner:

Total Income

Our total income comprises of revenue from operations and other income.

Revenue from Operations: Revenue from operations primarily comprises income generated from the sale of the Companys confectionery products, including chocolates, jellies and other confectionery items. Such revenue is derived from sales made in domestic as well as international markets through the Companys distribution network. Revenue is recognized from the sale of these products in the ordinary course of the Companys business operations.

Other Income: Our other income primarily comprises foreign exchange fluctuation gains, interest on fixed deposits, reversal of gratuity provisions, profit on disposal of tangible fixed assets and other miscellaneous income.

Total Expenses

Our total expenses comprise cost of materials consumed, changes in inventories of finished goods and work-in-progress, employee benefits expenses, finance costs, depreciation and amortization expenses, and other expenses.

Cost of Material Consumed: Cost of materials consumed consists of 3 components - Raw Materials consumed, Cost of Consumables, Stores, Spare Parts and Packing Materials and other direct operating expenses.

> Cost of Raw Material Consumed: Raw materials constitute a significant portion of our total expenses as we are engaged in the manufacturing of confectionery and beverage products including chocolates, jellies and other confectionery items. Our raw materials primarily include sugar, cocoa-based inputs, flavors, food ingredients and other related materials required for production. Raw material consumed is calculated as opening stock plus purchases during the period less closing stock and includes freight charges, labour charges and other related expenses.

> Cost of Consumables, Spare Parts and Packing Materials Consumed: Consumables, spare parts and packing materials are used in the manufacturing and packaging of our confectionery and beverage products. Packing materials primarily include wrappers, laminates, containers and other packaging components used for finished products.

> Operating Expenses: Operating expenses primarily comprise job work charges, consumables expenses, factory rent, freight and cartage, electricity expenses, gas expenses, factory and warehouse rent and carriage inward. These expenses are incurred in connection with our manufacturing operations for confectionery and beverage products, including chocolates, jellies and other confectionery items.

Changes in Inventories of Finished Goods and Work-in-Progress: Changes in inventories of finished goods and work-inprogress represent the difference between opening and closing inventory levels of finished goods and semi-processed products. These changes are influenced by production volumes, sales demand, inventory management policies and timing differences between production and sales of our confectionery and beverage products including chocolates, jellies and other confectionery items.

Employee Benefits Expense: Employee benefits expense primarily comprises salaries, wages, bonuses and allowances paid to employees, contributions to provident fund and ESIC, staff incentives, directors remuneration, staff welfare expenses, leave encashment expenses and gratuity expenses. These expenses are incurred in connection with our manufacturing, administrative and operational workforce engaged in the production and distribution of our confectionery and beverage products, including chocolates, jellies and other confectionery items.

Finance Costs: Finance costs primarily comprise interest expenses on working capital loans, term loans and borrowings from MSMEs, as well as bank and financial institution charges. These costs arise from borrowings utilized to fund working capital requirements and capital expenditure in connection with our manufacturing operations.

Depreciation and Amortisation Expense: Depreciation is charged on our tangible fixed assets including Plant and Machinery, Furniture and Fixtures, Office Equipment, Electrical Installations and Equipment, Computers, Motor Vehicles and Leased Assets. Depreciation on fixed assets will be calculated using the Written Down Value (WDV) method, which involves applying depreciation rates prescribed under Schedule II to the Companies Act 2013 to the carrying amount of the asset. The carrying amount is reduced each year by the amount of depreciation charged. Depreciation methods, useful lives, and residual values are reviewed periodically, including at each financial year end.

Other Expenses: Other expenses primarily comprise logistics and distribution costs, rebates and discounts, online sales charges, legal and professional expenses, business promotion expenses, security expenses, office expenses and other administrative and operational costs incurred in connection with our manufacturing and distribution of confectionery and beverage products including chocolates, jellies and other confectionery items.

Our Results of Operations

The following table sets forth select financial data derived from our restated statement of profit and loss for the three months period ended June 30, 2026 and the Fiscals 2026, 2025 and 2024 and we have expressed the components of select financial data as a percentage of total income for such period/years:

Particulars Three months ended Fiscal
June 30, 2026 2026 2025 2024
( Rs. in Lakhs) (% of total income) ( Rs. in Lakhs) (% of total income) ( Rs. in Lakhs) (% of total income) ( Rs. in Lakhs) (% of total income)
Revenue from Operations 4,724.10 99.60% 19,261.52 99.71% 18,697.32 99.78% 16,241.26 99.76%
Other income 19.00 0.40% 56.61 0.29% 41.93 0.22% 39.48 0.24%
Total Income 4,743.10 100.00% 19,318.13 100.00% 18,739.24 100.00% 16,280.74 100.00%
Expenses
Cost of materials consumed 3,505.39 73.91% 12,825.57 66.39% 15,689.67 83.73% 14,163.08 86.99%
Changes in Inventories of Work-inProgress (93.19) (1.96)% 1,314.81 6.81% (896.56) (4.78) % (632.82) (3.89) %
Employees Benefit Expenses 232.46 4.90% 809.52 4.20% 637.67 3.40% 291.27 1.79%
Finance Costs 229.76 4.84% 930.15 4.81% 850.26 4.54% 827.41 5.08%

 

Particulars Three months ended Fiscal
June 30, 2026 2026 2025 2024
( Rs. in Lakhs) (% of total income) ( Rs. in Lakhs) (% of total income) ( Rs. in Lakhs) (% of total income) ( Rs. in Lakhs) (% of total income)
Depreciation and Amortization 77.91 1.64% 360.17 1.86% 383.78 2.05% 411.33 2.53%
Other expenses 207.40 4.37% 1,148.43 5.96% 812.26 4.33% 423.45 2.60%
Total Expenses 4,159.73 87.70% 17,388.65 90.28% 17,477.08 93.26% 15,483.72 95.10%
Restated profit/ (loss) before tax 583.37 12.30% 1,929.48 10.02% 1,262.16 6.74% 797.02 4.90%
Tax Expenses 175.49 3.70% 592.42 3.08% 431.96 2.31% 271.57 1.67%
Restated profit/ (loss) for the year / period 407.88 8.60% 1,337.05 6.94% 830.20 4.43% 525.45 3.23%

Three months period ended June 30, 2026

The financial information for the three months period ended June 30, 2026 is not annualised and is therefore not comparable with the financial information for the Fiscals.

Total Income

Our total income for the three months period ended June 30, 2026 was Rs.4,743.10 lakhs based on the Restated Consolidated Financial Information. This income was primarily driven by our revenue from operations, generated from four principal product categories and food and bakery ingredients. For further details, please see " Three months period ended June 30, 2026 - Revenue from Operations" and "Three months period ended June 30, 2026 - Other Income"" below.

Revenue from Operations: We reported revenue from operations of Rs.4,724.10 lakhs. Our revenue was primarily driven by Baked Treats and Choco Delights, which contributed 38.91% ( Rs.1,838.04 lakhs) and 35.98% ( Rs.1,699.61 lakhs) of revenue from operations, respectively. Jellies generated ^751.31 lakhs (15.90%), Food and Bakery Ingredients contributed Rs.237.75 lakhs (5.03%) and Panned and Sugar Candies Rs.175.27 lakhs (3.71%). Revenue from operations also includes sale of services of Rs.22.12 lakhs (0.47%) by our Subsidiary, Shellz Overseas Private Limited. These categories reflect our focus on confectionery and bakery-based product offerings.

We distribute our products through multiple channels, with the super stockist channel accounting for the majority of revenue. During the three months period ended June 30, 2026, sales through super stockists amounted to Rs.4,458.57 lakhs, representing 94.38% of revenue from operations. Revenue from private labelling was Rs.122.54 lakhs, online platforms Rs.91.88 lakhs, exports Rs.24.38 lakhs and modern trade Rs.4.61 lakhs.

Other Income: For the three months period ended June 30, 2026, our other income was Rs.19.00 lakhs, comprising other income of Rs.16.41 lakhs and interest on fixed deposits of Rs.2.59 lakhs.

Total Expenses

Our total expenses for the three months period ended June 30, 2026 were Rs.4,159.73 lakhs.

Cost of Raw Material Consumed: Cost of materials consumed consists of 3 components - Raw Materials consumed, Cost of Consumables, Stores, Spare Parts and Packing Materials and other direct operating expenses. Cost of materials consumed for the three months period ended June 30, 2026 was Rs.3,505.39 lakhs, representing 74.20% of revenue from operations.

> Cost of raw materials consumed: Cost of raw material consumed for the three months period ended June 30, 2026 was Rs.1,923.26 lakhs, which comprised opening inventory of Rs.3,595.18 lakhs and purchases of Rs.2,047.61 lakhs, partially offset by closing inventory of Rs.3,719.53 lakhs. The level of raw material consumption during the period reflects procurement aligned with production requirements for confectionery and beverage products and maintenance of adequate inventory levels to support ongoing manufacturing operations.

> Consumables, Spare Parts and Packing Materials Consumed: Consumables, spare parts and packing materials consumed for the three months period ended June 30, 2026 were Rs.1,220.81 lakhs, comprising opening inventory of Rs.1,208.59 lakhs and purchases of Rs.948.69 lakhs, partially offset by closing inventory of Rs.936.47 lakhs. The consumption reflects the packaging requirements associated with production and sale of our confectionery and beverage products.

> Operating Expenses: Operating expenses for the three months period ended June 30, 2026 were Rs.361.33 lakhs, comprising freight and cartage of Rs.149.37 lakhs (41.34% of total operating expenses), electricity expenses of Rs.87.32 lakhs (24.17%), gas expenses of Rs.82.87 lakhs (22.93%), factory rent of Rs.34.50 lakhs (9.55%), consumables expenses of Rs.6.69 lakhs (1.85%) and carriage inward of Rs.0.58 lakhs (0.16%). Freight and cartage relate to transportation and distribution costs associated with the movement of goods within our logistics network, while electricity and gas expenses primarily relate to utilities required for operating production machinery and processing equipment.

Changes in Inventories of Finished Goods and Work-in-Progress: Changes in inventories of finished goods and work-inprogress for the three months period ended June 30, 2026 amounted to Rs.(93.19) lakhs, representing (1.97)% of revenue from operations. This comprised:

• Increase in finished goods inventory of Rs.223.04 lakhs, with opening inventory of Rs.1,801.13 lakhs and closing inventory of Rs.2,024.17 lakhs; and

• Decrease in work-in-progress inventory of Rs.129.85 lakhs, with opening inventory of Rs.417.18 lakhs and closing inventory of Rs.287.33 lakhs.

The movement in inventories reflects production planning aligned with anticipated sales demand and maintenance of adequate stock levels for distribution across markets.

Employee Benefits Expense: Employee benefits expense for the three months period ended June 30, 2026 was Rs.232.46 lakhs, representing 4.92% of revenue from operations. The components of employee benefits expense were:

• Salaries, wages, bonus and allowances: Rs.192.28 lakhs (82.72% of total employee benefits expense)

• Staff welfare expenses: Rs.19.04 lakhs (8.19%)

• Gratuity expenses: Rs.9.23 lakhs (3.97%)

• Contribution to PF/ESIC: Rs.4.16 lakhs (1.79%)

• Leave encashment expenses: Rs.4.00 lakhs (1.72%)

• Directors remuneration: Rs.3.75 lakhs (1.61%)

Salaries, wages, bonus and allowances constituted the largest portion of employee benefits expense, reflecting compensation paid to personnel engaged in manufacturing, quality control, administration and distribution functions. Leave encashment and gratuity expenses represent provisions for employee retirement and leave benefits in accordance with applicable regulations.

Finance Costs: Finance costs for the three months period ended June 30, 2026 were Rs.229.76 lakhs, representing 4.86% of revenue from operations. The components were:

• Interest on loans: Rs.124.22 lakhs (54.07%)

• Interest on working capital loans: Rs.74.43 lakhs (32.39%)

• Bank and financial institution charges: Rs.19.72 lakhs (8.58%)

• Interest on MSME dues: Rs.11.39 lakhs (4.96%)

Depreciation and Amortisation Expense: Depreciation and amortisation expense for the three months period ended June 30, 2026 amounted to Rs.77.91 lakhs, representing 1.65% of revenue from operations. Depreciation is charged on property, plant and equipment and leased assets in accordance with the useful lives prescribed under applicable accounting standards. The component-wise depreciation recognised during the period was as follows:

• Plant and Machinery: Rs.58.08 lakhs

• Leased Plant and Machinery: Rs.15.63 lakhs

• Motor Vehicles: Rs.2.31 lakhs

• Computers: Rs.0.92 lakhs

• Office Equipment: Rs.0.87 lakhs

• Furniture and Fixtures: Rs.0.10 lakhs

Plant and machinery, including leased plant and machinery, accounted for the largest share of depreciation expense, reflecting the capital-intensive nature of our manufacturing operations.

Other Expenses: Other expenses for the three months period ended June 30, 2026 were Rs.207.40 lakhs, representing 4.39% of revenue from operations. The major components of other expenses exceeding Rs.10 lakhs during the period were as follows:

• Rebate and discount: Rs.35.11 lakhs (16.93%). This represents trade discounts, promotional rebates and sales incentives offered to distributors and customers to support sales volumes and market penetration of our products.

• Staff conveyance and travelling: Rs.32.09 lakhs (15.47%). These expenses primarily relate to employee conveyance reimbursements and travel costs incurred for operational activities, sales visits and distribution coordination.

• Online sale charges: Rs.22.15 lakhs (10.68%). These charges primarily comprise commissions, platform service fees and transaction charges paid to e-commerce marketplaces through which our products are sold.

• Legal and professional expenses: Rs.20.00 lakhs (9.64%). These expenses relate to professional advisory services including legal, regulatory, consultancy and compliance-related services obtained during the course of business.

• Repair and maintenance: Rs.17.15 lakhs (8.27%). These expenses primarily relate to maintenance and servicing of manufacturing equipment, machinery and factory infrastructure to ensure efficient production operations.

• Trade mark expenses: Rs.12.50 lakhs (6.03%). These expenses relate to the consideration paid to our Subsidiary, Shellz Overseas Private Limited, under the Trademark User Agreement for the use of the trademarks "Hugs" and "Tosca".

• Rent, electricity and water expenses of our Subsidiary: ^11.49 lakhs (5.54%). These expenses relate to the premises used by our Subsidiary, Shellz Overseas Private Limited.

• Office expenses: Rs.10.23 lakhs (4.93%). These expenses primarily include general administrative expenses such as office utilities, communication costs and other office-related expenditures.

• Travelling expenses: Rs.10.20 lakhs (4.92%). These expenses mainly relate to travel undertaken by management and employees for business development, vendor meetings and operational supervision.

Tax Expenses

Our total tax expense stood at Rs.175.49 lakhs for the three months period ended June 30, 2026. This comprised current tax expense of Rs.178.79 lakhs and a deferred tax credit of Rs.3.31 lakhs. The deferred tax credit primarily arose on account of timing differences in the treatment of depreciation on fixed assets and recognition of employee benefit obligations under accounting standards vis-a-vis tax records.

Restated profit after tax for the three months period ended June 30, 2026

Due to the foregoing, we recorded a profit of Rs.407.88 lakhs during the three months period ended June 30, 2026.

Fiscal 2026 compared to Fiscal 2025

Total Income

Our total income increased by 3.09% to Rs.19,318.13 lakhs in Fiscal 2026 from Rs.18,739.24 lakhs in Fiscal 2025, based on the Restated Consolidated Financial Information. This increase was primarily driven by growth in key product categories, with Choco Delights increasing by 48.35% to Rs.9,257.43 lakhs from Rs.6,240.31 lakhs, Jellies increasing by 24.28% to Rs.2,320.70 lakhs from Rs.1,867.36 lakhs, Panned and Sugar Candies increasing by 49.97% to Rs.560.88 lakhs from Rs.374.00 lakhs, and Food and Bakery Ingredients increasing by 17.25% to Rs.1,655.71 lakhs from Rs.1,412.10 lakhs in Fiscal 2026 compared to Fiscal 2025. This growth was partially offset by a 37.90% decrease in Baked Treats to Rs.5,466.80 lakhs from Rs.8,803.55 lakhs. For further details, please see "- Fiscal 2026 compared to Fiscal 2025 - Total Income - Revenue from operations" and "— Fiscal 2026 compared to Fiscal 2025 - Total Income - Other income" below.

Revenue from operations: Revenue from operations increased by 3.02%, from Rs.18,697.32 lakhs in FY25 to ^19,261.52 lakhs in FY26, primarily driven by growth in key product categories. Revenue from Choco Delights increased from Rs.6,240.31 lakhs in FY25 to Rs.9,257.43 lakhs in FY26, while revenue from Jellies increased from Rs.1,867.36 lakhs to Rs.2,320.70 lakhs during the same period. Revenue from Food and Bakery Ingredients increased from Rs.1,412.10 lakhs to Rs.1,655.71 lakhs and Panned and Sugar Candies increased from Rs.374.00 lakhs to Rs.560.88 lakhs. Revenue from Baked Treats declined from Rs.8,803.55 lakhs in FY25 to Rs.5,466.80 lakhs in FY26. The overall movement in revenue was primarily attributable to changes in product category contribution and the Companys product portfolio mix.

Revenue generated through the super stockist channel increased from Rs.18,009.07 lakhs in FY25 to Rs.18,474.16 lakhs in FY26 and continued to account for the majority of the Companys revenue. Revenue from online platforms increased from Rs.332.37 lakhs in FY25 to Rs.362.46 lakhs in FY26, while private labelling revenue increased from Rs.37.36 lakhs to Rs.201.36 lakhs during the same period. Export sales declined from Rs.171.79 lakhs in FY25 to Rs.103.06 lakhs in FY26 and modern trade revenue decreased from Rs.146.73 lakhs to Rs.120.48 lakhs. The Company continued to derive a significant portion of its revenue through its super stockist network.

Other Income: Our other income increased by Rs.14.69 lakhs (35.05%), from Rs.41.93 lakhs in Fiscal 2025 to Rs.56.61 lakhs in Fiscal 2026, based on the Restated Consolidated Financial Information. The increase was primarily attributable to:

1. Low interest on fixed deposits, which decreased from Rs.16.55 lakhs in Fiscal 2025 to Rs.14.32 lakhs in Fiscal 2026.

2. Foreign exchange fluctuation gain decreased marginally from Rs.3.41 lakhs in Fiscal 2025 to Rs.3.08 lakhs in Fiscal 2026.

The decrease was partially offset by:

1. Increase in other income, which amounted to Rs.39.21 lakhs in Fiscal 2026 compared to Rs.21.96 in Fiscal 2025.

Total Expenses

Cost of Raw Material Consumed: Cost of materials consumed consists of 3 components - Raw Materials consumed, Cost of Consumables, Stores, Spare Parts and Packing Materials and other direct operating expenses.

> Cost of raw material consumed decreased by Rs.2707.79 lakhs (24.91%), from Rs.10,868.85 lakhs in Fiscal 2025 to Rs.8,161.06 lakhs in Fiscal 2026, The decrease was primarily attributable to:

• Decrease in purchases, which decreased from Rs.10,901.10 lakhs in Fiscal 2025 to Rs.9,464.94 lakhs in Fiscal 2026.

• Changes in inventory levels in line with operational requirements.

> Consumables, Spare Parts and Packing Materials Consumed: Consumption of consumables, spare parts and packing materials decreased by Rs.29.91 lakhs (0.82%), from Rs.3,645.94 lakhs in Fiscal 2025 to Rs.3,616.03 lakhs in Fiscal 2026. The decrease was primarily due to:

• Optimization in procurement and utilization of packaging materials and consumables.

• Inventory adjustments during the year.

> Operating Expenses: Operating expenses decreased by Rs.126.39 lakhs, from Rs.1,174.87 lakhs in Fiscal 2025 to Rs.1,048.48 lakhs in Fiscal 2026. The decrease was primarily due to:

• Electricity expenses decreased from Rs.506.80 lakhs in Fiscal 2025 to Rs.352.89 lakhs in Fiscal 2026, reflecting lower electricity consumption attributable to marginal increase manufacturing activity and operation of production equipment used in the preparation, processing and packaging of confectionery products.

• Gas expenses decreased from Rs.325.47 lakhs in Fiscal 2025 to Rs.266.40 lakhs in Fiscal 2026. Gas is used in certain stages of the production process including heating and processing of ingredients. The decrease was primarily due to marginal higher volumes and fluctuations in fuel prices.

• Factory rent decreased from Rs.184.50 lakhs in Fiscal 2025 to Rs.143.25 lakhs in Fiscal 2026. The decrease was primarily attributable to renegotiation of lease terms and efficient utilization of manufacturing facilities.

• Freight and cartage expenses increased from Rs.47.96 lakhs in Fiscal 2025 to Rs.256.22 lakhs in Fiscal 2026. This increase was mainly due to higher dispatch volumes of finished goods and expansion of distribution activities in domestic markets.

• Factory and warehouse rent decreased from Rs.61.06 lakhs in Fiscal 2025 to Nil in Fiscal 2026.

• Consumables expenses decreased from Rs.45.37 lakhs in Fiscal 2025 to Rs.25.18 lakhs in Fiscal 2026, primarily due to lower usage of production-related consumables and certain maintenance materials required in manufacturing operations.

• Carriage inward increased marginally from Rs.3.71 lakhs in Fiscal 2025 to Rs.4.55 lakhs in Fiscal 2026, primarily due to optimization of inbound logistics arrangements with suppliers.

Changes in Inventories of Finished Goods and Work-in-Progress: Changes in inventories of finished goods and work-inprogress increased by Rs.2,211.37 lakhs, from Rs. (896.56) lakhs in Fiscal 2025 to ^1,314.81 lakhs in Fiscal 2026.

• Changes in finished goods inventory amounted to Rs.1,339.76 lakhs in Fiscal 2026 compared with Rs. (597.76) lakhs in Fiscal 2025. The positive balance indicates that closing inventory of finished goods was less than opening inventory, reflecting higher sale levels during the year.

• Changes in work-in-progress amounted to Rs. (24.95) lakhs in Fiscal 2026, compared with Rs. (298.80) lakhs in Fiscal 2025. The increase in work-in-progress inventory was primarily attributable to production activities undertaken towards the end of the financial year, resulting in higher semi-processed inventory.

Overall, the movement in inventories during Fiscal 2026 reflects production planning aligned with expected demand for confectionery products and maintenance of adequate inventory levels.

Employee Benefits Expense: Employee benefits expense increased by Rs.171.85 lakhs from Rs.637.67 lakhs in Fiscal 2025 to Rs.809.52 lakhs in Fiscal 2026. The changes in each component were as follows:

1. Contribution to PF/ESIC increased from Rs.2.66 lakhs in Fiscal 2025 to Rs.7.85 lakhs in Fiscal 2026, representing an increase of Rs.5.19 lakhs (194.74%), primarily due to an increase in statutory contributions arising from changes in employee compensation and workforce requirements.

2. Salaries, Wages, Bonus and Allowances increased from Rs.507.15 lakhs in Fiscal 2025 to Rs.646.01 lakhs in Fiscal 2026, representing an increase of Rs.138.86 lakhs (27.38%). The increase was primarily attributable to higher employee compensation costs in line with expansion of business operations and increased operational activities.

3. Staff Incentive decreased from Rs.68.43 lakhs in Fiscal 2025 to Rs.36.00 lakhs in Fiscal 2026, representing a decrease of Rs.32.43 lakhs (47.39%), primarily due to changes in performance-linked incentive payouts during the year.

4. Directors Remuneration increased from Rs.3.00 lakhs in Fiscal 2025 to Rs.15.00 lakhs in Fiscal 2026, representing an increase of Rs.12.00 lakhs, primarily due to revision in remuneration paid to directors during the year.

5. Staff Welfare Expenses increased from ^31.49 lakhs in Fiscal 2025 to Rs.76.36 lakhs in Fiscal 2026, representing an increase of Rs.44.87 lakhs (142.49%), primarily due to higher employee welfare initiatives and related benefits provided during the year.

6. Leave Encashment Expenses decreased marginally from Rs.15.59 lakhs in Fiscal 2025 to Rs.15.17 lakhs in Fiscal 2026, representing a decrease of Rs.0.42 lakhs (2.69%), primarily due to changes in leave provisions and employee leave balances.

7. Gratuity Expenses increased from Rs.9.35 lakhs in Fiscal 2025 to Rs.13.13 lakhs in Fiscal 2026, representing an increase of Rs.3.78 lakhs (40.43%), primarily due to changes in actuarial valuation of defined benefit obligations and employee service-related factors.

Finance Costs: Finance costs increased by Rs.79.89 lakhs (9.40%), from Rs.850.26 lakhs in Fiscal 2025 to Rs.930.15 lakhs in Fiscal 2026. The changes in each component were as follows:

1. Interest on Working Capital Loans increased from Rs.314.37 lakhs in Fiscal 2025 to Rs.323.38 lakhs in Fiscal 2026, representing an increase of Rs.9.01 lakhs (2.87%), primarily due to higher interest costs arising from utilization of working capital facilities during the year.

2. Interest on Loans increased from ^331.18 lakhs in Fiscal 2025 to Rs.408.24 lakhs in Fiscal 2026, representing an increase of Rs.77.06 lakhs (23.27%), primarily due to higher borrowings availed for business operations and funding requirements.

3. Interest on MSME Dues increased from Rs.29.14 lakhs in Fiscal 2025 to Rs.50.16 lakhs in Fiscal 2026, representing an increase of Rs.21.02 lakhs (72.14%), primarily due to increase in outstanding dues payable to MSME suppliers and related interest obligations.

4. Bank and Financial Institution Charges decreased from Rs.175.57 lakhs in Fiscal 2025 to Rs.148.37 lakhs in Fiscal 2026, representing a decrease of Rs.27.20 lakhs (15.49%), primarily due to lower banking charges and processing costs during the year.

Depreciation and Amortisation Expense Depreciation expense decreased from Rs.383.78 lakhs in Fiscal 2025 to Rs.360.17 lakhs in Fiscal 2026, representing a decrease of Rs.23.61 lakhs (6.15%). The component-wise depreciation movement was as follows:

1. Plant and Machinery: Depreciation decreased from Rs.287.18 lakhs in Fiscal 2025 to Rs.271.92 lakhs in Fiscal 2026, representing a decrease of Rs.15.26 lakhs (5.31%), primarily due to changes in the depreciable asset base and ageing profile of certain assets.

2. Furniture and Fixtures: Depreciation decreased from Rs.0.11 lakhs in Fiscal 2025 to Rs.0.10 lakhs in Fiscal 2026, representing a marginal decrease of Rs.0.01 lakhs.

3. Office Equipment: Depreciation increased from Rs.0.53 lakhs in Fiscal 2025 to Rs.1.38 lakhs in Fiscal 2026, representing an increase of Rs.0.85 lakhs, primarily due to additions of office equipment during the year.

4. Electrical Installation and Equipment: Depreciation decreased from Rs.1.44 lakhs in Fiscal 2025 to Rs.1.42 lakhs in Fiscal 2026, remaining broadly stable during the year.

5. Computers: Depreciation increased from Rs.1.01 lakhs in Fiscal 2025 to Rs.1.33 lakhs in Fiscal 2026, representing an increase of Rs.0.32 lakhs, primarily due to additions during the year.

6. Motor Vehicles: Depreciation increased from Rs.2.28 lakhs in Fiscal 2025 to Rs.2.89 lakhs in Fiscal 2026, representing an increase, primarily due to depreciation on additional motor vehicles acquired during the year.

7. Leased Plant and Machinery: Depreciation decreased from Rs.78.77 lakhs in Fiscal 2025 to Rs.76.53 lakhs in Fiscal 2026, representing a decrease of Rs.2.24 lakhs, primarily due to changes in the leased asset base.

8. Temporary Building Structure: Depreciation decreased from Rs.12.46 lakhs in Fiscal 2025 to Rs.4.59 lakhs in Fiscal 2026, representing a decrease of Rs.7.87 lakhs, primarily due to reduction in depreciable value of the asset base.

Other Expenses: Other expenses increased by Rs.336.16 lakhs, from Rs.812.26 lakhs in Fiscal 2025 to Rs.1,148.43 lakhs in Fiscal 2026. The movement in major items exceeding Rs.10 lakhs was as follows:

1. Rebate and Discount: Rebate and discount expenses increased significantly from Rs.213.74 lakhs in Fiscal 2025 to Rs.461.98 lakhs in Fiscal 2026, representing an increase of Rs.248.24 lakhs (116.14%). The increase was primarily attributable to higher discounts and promotional schemes offered during the year in line with business expansion and sales activities.

2. Online Sale Charges: Online sale charges increased from Rs.139.33 lakhs in Fiscal 2025 to Rs.147.65 lakhs in Fiscal 2026, representing an increase of Rs.8.32 lakhs (5.97%), primarily due to higher sales through online platforms.

3. Staff Conveyance & Travelling Expenses: Staff conveyance and travelling expenses increased from Rs.37.64 lakhs in Fiscal 2025 to Rs.86.84 lakhs in Fiscal 2026, representing an increase of Rs.49.20 lakhs (130.71%), primarily due to increased travel requirements associated with business development and operational activities.

4. Business Promotion Expenses: Business promotion expenses increased from Rs.36.56 lakhs in Fiscal 2025 to Rs.37.59 lakhs in Fiscal 2026, representing an increase of Rs.1.03 lakhs (2.82%), remaining broadly stable during the year.

5. Repair and Maintenance Expenses: Repair and maintenance expenses decreased from Rs.61.23 lakhs in Fiscal 2025 to Rs.28.79 lakhs in Fiscal 2026, representing a decrease of Rs.32.44 lakhs (52.98%), primarily due to lower maintenance and servicing requirements of manufacturing facilities and machinery during the year.

6. Metro and Walmart Expenses: Metro and Walmart expenses decreased from Rs.50.03 lakhs in Fiscal 2025 to Rs.23.88 lakhs in Fiscal 2026, representing a decrease of Rs.26.15 lakhs (52.27%), primarily due to changes in sales mix and distribution channel arrangements.

7. Legal and Professional Expenses: Legal and professional expenses increased from Rs.39.31 lakhs in Fiscal 2025 to Rs.42.46 lakhs in Fiscal 2026, representing an increase, primarily due to higher professional advisory services obtained during the year.

8. Processing Fees: Processing fees increased from Rs.30.45 lakhs in Fiscal 2025 to Rs.33.27 lakhs in Fiscal 2026, representing an increase of Rs.2.82 lakhs (9.26%), primarily due to higher utilisation of banking and payment processing facilities.

9. CSR Expenses: CSR expenses increased from Nil in Fiscal 2025 to Rs.16.89 lakhs in Fiscal 2026, representing CSR expenditure incurred during the year in accordance with applicable requirements.

10. Audit Fees: Audit fees increased from Rs.2.15 lakhs in Fiscal 2025 to Rs.5.73 lakhs in Fiscal 2026, representing an increase of Rs.3.58 lakhs, primarily due to additional audit-related requirements during the year.

11. Insurance Expenses: Insurance expenses increased from Rs.10.00 lakhs in Fiscal 2025 to Rs.17.02 lakhs in Fiscal 2026, representing an increase of Rs.7.02 lakhs, primarily due to higher insurance coverage requirements.

12. Clearing Charges: Clearing charges increased from Rs.17.68 lakhs in Fiscal 2025 to Rs.21.72 lakhs in Fiscal 2026, representing an increase of Rs.4.04 lakhs, primarily due to changes in logistics and shipment activities.

Tax Expenses

Tax expense increased to Rs.592.42 lakhs in Fiscal 2026 from Rs.431.96 lakhs in Fiscal 2025, representing an increase of Rs.160.46 lakhs, primarily due to higher profit before tax during Fiscal 2026. The tax expense in Fiscal 2026 comprised current tax expense of Rs.607.60 lakhs, partially offset by a deferred tax credit of Rs. 15.17 lakhs.

Restated profit after tax for the year

Restated consolidated profit after tax increased to Rs.1,337.05 lakhs in Fiscal 2026 from Rs.830.20 lakhs in Fiscal 2025, representing an increase of Rs. 506.85 lakhs, primarily due to higher profit before tax during Fiscal 2026. Revenue from operations increased from Rs.18,697.32 lakhs in Fiscal 2025 to Rs.19,261.52 lakhs in Fiscal 2026, representing a growth of 3.02%, primarily attributable to growth in key product categories and continued sales momentum.

EBITDA increased from Rs.2,278.70 lakhs in Fiscal 2025 to Rs.3,014.81 lakhs in Fiscal 2026, reflecting improved operating efficiencies, favourable product mix and better cost management. Consequently, profit after tax increased from Rs.830.20 lakhs in Fiscal 2025 to Rs.1,337.05 lakhs in Fiscal 2026, driven primarily by improved operating performance and higher profitability during the year.

Fiscal 2025 compared to Fiscal 2024

Total Income

Our total income increased by 15.10% to Rs.18,739.24 lakhs in Fiscal 2025 from Rs.16,280.74 lakhs in Fiscal 2024, based on the Restated Consolidated Financial Information. This increase was primarily driven by growth in key product categories, with Baked Treats increasing by 6.10% to Rs.8,803.55 lakhs from Rs.8,297.52 lakhs, Choco Delights increasing by 20.95% to Rs.6,240.31 lakhs from Rs.5,159.22 lakhs, and Jellies increasing by 52.69% to Rs.1,867.36 lakhs from Rs.1,223.00 lakhs in Fiscal 2025 compared to Fiscal 2024, while revenues from other product categories contributed to the overall growth. For further details, please see Fiscal 2025 compared to Fiscal 2024 — Total Income — Revenue from operations" and Fiscal 2025 compared to Fiscal 2024 — Total Income — Other income" below.

Revenue from operations: Revenue from operations increased by 15.1%, from ^16,241.26 lakhs in FY24 to Rs.18,697.32 lakhs in FY25, primarily driven by higher sales across key product categories. Revenue from Baked Treats increased by 6.1%, from Rs.8,297.52 lakhs in FY24 to Rs.8,803.55 lakhs in FY25, while revenue from Choco Delights increased by 20.9%, from Rs.5,159.22 lakhs to Rs.6,240.31 lakhs during the same period. Revenue from Jellies increased by 52.8%, from Rs.1,223.00 lakhs in FY24 to Rs.1,867.36 lakhs in FY25. Food and Bakery Ingredients increased by 88.8%, from Rs.747.75 lakhs in FY24 to Rs.1,412.10 lakhs in FY25. In contrast, revenue from Panned and Sugar Candies declined by 54.2%, from Rs.813.78 lakhs in FY24 to Rs.374.00 lakhs in FY25.The overall increase in revenue in FY25 compared to FY24 was primarily attributable to higher sales in Choco Delights, Jellies, and Food and Bakery Ingredients, partially offset by a decline in Panned and Sugar Candies.

Revenue generated through the super stockist channel increased by 17.4%, from Rs.15,330.40 lakhs in FY24 to Rs.18,009.07 lakhs in FY25 and continued to account for the majority of the Companys revenue. Revenue from online platforms increased by 12.0%, from Rs.296.84 lakhs in FY24 to Rs.332.37 lakhs in FY25, while export sales declined by 41.0%, from Rs.291.08 lakhs in FY24 to Rs.171.79 lakhs in FY25. Revenue from modern trade declined from Rs.322.94 lakhs in FY24 to Rs.146.73 lakhs in FY25. Additionally, the Company generated Rs.37.36 lakhs from private labelling arrangements in FY25. The increase in revenue in FY25 compared to FY24 was primarily driven by higher sales through the Companys super stockist network and growth in online platform sales, partially offset by a decline in exports and modern trade channels.

Other Income: Our other income increased by Rs.2.45 lakhs (6.21%), from Rs.39.48 lakhs in Fiscal 2024 to Rs.41.93 lakhs in Fiscal 2025. The increase was primarily attributable to:

3. Higher interest on fixed deposits, which increased from Rs.8.18 lakhs in Fiscal 2024 to Rs.16.55 lakhs in Fiscal 2025, mainly due to higher surplus funds placed in bank deposits.

4. Stable contribution from other income, amounting to Rs.21.96 lakhs in Fiscal 2025 compared to Rs.22.54 lakhs in Fiscal 2024.

The increase was partially offset by:

2. Lower foreign exchange fluctuation gain, which declined from Rs.5.02 lakhs in Fiscal 2024 to Rs.3.41 lakhs in Fiscal 2025.

3. Absence of reversal of gratuity provision, which amounted to Rs.3.74 lakhs in Fiscal 2024 but did not recur in Fiscal 2025.

Cost of Materials consumed: Cost of materials consumed consists of 3 components - Raw Materials consumed, Cost of Consumables, Stores, Spare Parts and Packing Materials and other direct operating expenses.

> Cost of raw material consumed increased by Rs.1,540.57 lakhs (16.27%), from Rs.9,348.28 lakhs in Fiscal 2024 to Rs.10,868.85 lakhs in Fiscal 2025, The increase was primarily attributable to:

• Higher procurement of raw materials to support increased production volumes of confectionery and beverage products.

• Increase in purchases, which rose from Rs.10,500.38 lakhs in Fiscal 2024 to Rs.10,901.10 lakhs in Fiscal 2025.

• Changes in inventory levels in line with operational requirements.

> Consumables, Spare Parts and Packing Materials Consumed: Consumption of consumables, spare parts and packing materials decreased by Rs.125.40 lakhs (3.32%), from Rs.3,771.34 lakhs in Fiscal 2024 to Rs.3,645.94 lakhs in Fiscal 2025. The decrease was primarily due to:

• Optimization in procurement and utilization of packaging materials and consumables.

• Inventory adjustments during the year.

> Operating Expenses: Operating expenses increased by Rs.131.41 lakhs (12.59%), from Rs.1,043.46 lakhs in Fiscal 2024 to Rs.1,174.87 lakhs in Fiscal 2025. The increase was primarily due to:

• Electricity expenses increased from Rs.484.13 lakhs in Fiscal 2024 to Rs.506.80 lakhs in Fiscal 2025, reflecting higher electricity consumption attributable to increased manufacturing activity and operation of production equipment used in the preparation, processing and packaging of confectionery products.

• Gas expenses increased from Rs.278.96 lakhs in Fiscal 2024 to Rs.325.47 lakhs in Fiscal 2025. Gas is used in certain stages of the production process including heating and processing of ingredients. The increase was primarily due to higher production volumes and fluctuations in fuel prices.

• Factory rent decreased from Rs.198.00 lakhs in Fiscal 2024 to Rs.184.50 lakhs in Fiscal 2025. The decrease was primarily attributable to renegotiation of lease terms and efficient utilization of manufacturing facilities.

• Freight and cartage expenses increased from Rs.22.53 lakhs in Fiscal 2024 to Rs.47.96 lakhs in Fiscal 2025. This increase was mainly due to higher dispatch volumes of finished goods and expansion of distribution activities in domestic markets.

• Factory and warehouse rent increased from Rs.53.16 lakhs in Fiscal 2024 to Rs.61.06 lakhs in Fiscal 2025, primarily due to additional storage requirements for finished goods and raw materials in line with business growth.

• Consumables expenses increased from Rs.1.80 lakhs in Fiscal 2024 to Rs.45.37 lakhs in Fiscal 2025, primarily due to higher usage of production-related consumables and certain maintenance materials required in manufacturing operations.

• Job work charges decreased from Rs.0.14 lakhs in Fiscal 2024 to nil in Fiscal 2025, as most manufacturing activities during Fiscal 2025 were carried out in-house.

• Carriage inward decreased marginally from Rs.4.74 lakhs in Fiscal 2024 to Rs.3.71 lakhs in Fiscal 2025, primarily due to optimization of inbound logistics arrangements with suppliers.

Changes in Inventories of Finished Goods and Work-in-Progress: Changes in inventories of finished goods and work-inprogress increased by Rs.263.74 lakhs, from Rs.(632.82) lakhs in Fiscal 2024 to Rs.(896.56) lakhs in Fiscal 2025.

• Changes in finished goods inventory amounted to Rs.(597.76) lakhs in Fiscal 2025 compared with Rs.(774.46) lakhs in Fiscal 2024. The negative balance indicates that closing inventory of finished goods exceeded opening inventory, reflecting higher production levels during the year to support anticipated sales growth and distribution requirements.

• Changes in work-in-progress amounted to Rs.(298.80) lakhs in Fiscal 2025, compared with Rs.141.64 lakhs in Fiscal 2024. The increase in work-in-progress inventory was primarily attributable to production activities undertaken towards the end of the financial year, resulting in higher semi-processed inventory.

Overall, the movement in inventories during Fiscal 2025 reflects production planning aligned with expected demand for confectionery products and maintenance of adequate inventory levels.

Employee Benefits Expense: Employee benefits expense increased by Rs.346.40 lakhs, from Rs.291.27 lakhs in Fiscal 2024 to Rs.637.67 lakhs in Fiscal 2025. The changes in each component were as follows:

1. Contribution to PF/ESIC increased from Rs.2.05 lakhs in Fiscal 2024 to Rs.2.66 lakhs in Fiscal 2025, primarily due to an increase in the number of employees and statutory contributions linked to employee compensation.

2. Salaries, wages, bonus and allowances increased from Rs.260.66 lakhs in Fiscal 2024 to Rs.507.15 lakhs in Fiscal 2025, reflecting expansion of the workforce and increments in employee compensation in line with growth in manufacturing and operational activities.

3. Staff incentives increased from nil in Fiscal 2024 to Rs.68.43 lakhs in Fiscal 2025, primarily due to introduction of performance-linked incentive structures for employees during the year.

4. Directors remuneration remained stable at Rs.3.00 lakhs in both Fiscal 2024 and Fiscal 2025.

5. Staff welfare expenses increased from Rs.11.25 lakhs in Fiscal 2024 to Rs.31.49 lakhs in Fiscal 2025, reflecting enhanced employee welfare initiatives and related benefits.

6. Leave encashment expenses increased from Rs.14.31 lakhs in Fiscal 2024 to Rs.15.59 lakhs in Fiscal 2025, mainly due to changes in employee leave provisions and accumulation of leave balances.

7. Gratuity expenses increased from nil in Fiscal 2024 to Rs.9.35 lakhs in Fiscal 2025. Actuarial gains and losses arising from experience adjustments and changes in actuarial assumptions, including the impact of variations in employee attrition rates, are recognized in accordance with the Companys accounting policy on employee benefits. During the financial year 2023-24, the Company experienced a higher level of employee separations, which led to significant experience adjustments in the actuarial valuation of defined benefit obligations. Consequently, this resulted in a material fluctuation in the actuarial (gain)/loss for the year. The company had made sufficient provision in FY23. Hence gratuity expense was nil in FY24. Reversal of gratuity expense of 3.74 lakhs was accordingly recognized in FY24.

Finance Costs: Finance costs increased by Rs.22.85 lakhs, from Rs.827.41 lakhs in Fiscal 2024 to Rs.850.26 lakhs in Fiscal 2025. The changes in each component were as follows:

5. Interest on working capital loans decreased from Rs.394.76 lakhs in Fiscal 2024 to Rs.314.37 lakhs in Fiscal 2025, primarily due to reduced utilization of working capital borrowings and improved cash flow management.

6. Interest on loans increased from Rs.307.92 lakhs in Fiscal 2024 to Rs.331.18 lakhs in Fiscal 2025, reflecting borrowings utilized for business operations and capital requirements.

7. Interest on MSME dues increased from Rs.22.11 lakhs in Fiscal 2024 to Rs.29.14 lakhs in Fiscal 2025, primarily due to timing differences in payments to MSME suppliers.

8. Bank and financial institution charges increased from Rs.102.62 lakhs in Fiscal 2024 to Rs.175.57 lakhs in Fiscal 2025, mainly due to higher utilization of banking facilities and related processing charges.

Depreciation and Amortisation Expense: Depreciation expense decreased from Rs.411.33 lakhs in Fiscal 2024 to Rs.383.78 lakhs in Fiscal 2025. The component-wise depreciation movement was as follows:

1. Plant and Machinery: Depreciation decreased from Rs.332.61 lakhs in Fiscal 2024 to Rs.287.18 lakhs in Fiscal 2025, primarily due to the ageing profile of certain assets and changes in depreciation base.

2. Furniture and Fixtures: Depreciation decreased from Rs.0.17 lakhs to Rs.0.11 lakhs.

3. Office Equipment: Depreciation increased from Rs.0.41 lakhs to Rs.0.53 lakhs, reflecting additions during the year.

4. Electrical Installation and Equipment: Depreciation decreased from Rs.2.12 lakhs to Rs.1.44 lakhs.

5. Computers: Depreciation decreased from Rs.2.15 lakhs to Rs.1.01 lakhs.

6. Motor Vehicles: Depreciation increased from Rs.1.36 lakhs to Rs.2.28 lakhs.

7. Leased Plant and Machinery: Depreciation increased from Rs.38.68 lakhs to Rs.78.77 lakhs, reflecting additional leased machinery during the year.

8. Temporary Building Structure: Depreciation decreased from Rs.33.83 lakhs to Rs.12.46 lakhs.

Other Expenses: Other expenses increased by Rs.388.81 lakhs (91.82%), from Rs.423.45 lakhs in Fiscal 2024 to Rs.812.26 lakhs in Fiscal 2025. The movement in major items exceeding Rs.10 lakhs was as follows:

1. Rebate and discount, Metro and Walmart expenses and online sale charges collectively increased from Rs.236.99 lakhs in Fiscal 2024 to Rs.403.10 lakhs in Fiscal 2025. The increase was primarily attributable to a significant rise in rebate and discount, which increased from Rs.8.75 lakhs in Fiscal 2024 to Rs.213.74 lakhs in Fiscal 2025, mainly due to the Company recognizing discounts as a reduction from revenue during Fiscal 2025.This was partially offset by a decrease in online sale charges, which declined from Rs.160.58 lakhs in Fiscal 2024 to Rs.139.33 lakhs in Fiscal 2025, and a decrease in Metro and Walmart expenses, which reduced from Rs.67.67 lakhs in Fiscal 2024 to Rs.50.03 lakhs in Fiscal 2025, primarily due to changes in the mix of sales across distribution channels.

2. Office expenses increased from Rs.5.50 lakhs in Fiscal 2024 to Rs.49.82 lakhs in Fiscal 2025, mainly due to increased administrative and operational activities during the year.

3. Security expenses increased from Rs.31.01 lakhs in Fiscal 2024 to Rs.35.17 lakhs in Fiscal 2025, primarily due to higher security costs for manufacturing facilities and warehouses.

4. Legal and professional expenses increased from Rs.33.33 lakhs in Fiscal 2024 to Rs.39.31 lakhs in Fiscal 2025, mainly due to higher professional advisory services obtained during the year.

5. Repair and maintenance expenses increased significantly from Rs.0.79 lakhs in Fiscal 2024 to Rs.61.23 lakhs in Fiscal 2025, primarily due to maintenance and servicing of manufacturing machinery and facilities.

6. Travelling expenses increased from Rs.12.55 lakhs in Fiscal 2024 to Rs.32.23 lakhs in Fiscal 2025, reflecting increased travel associated with business development and operational activities.

7. Business promotion expenses increased from Rs.10.11 lakhs in Fiscal 2024 to Rs.36.56 lakhs in Fiscal 2025, primarily due to promotional activities undertaken to enhance brand visibility.

8. Clearing charges remained relatively stable at Rs.18.10 lakhs in Fiscal 2024 compared with Rs.17.68 lakhs in Fiscal 2025.

9. Exhibition charges increased from Rs.4.84 lakhs in Fiscal 2024 to Rs.17.68 lakhs in Fiscal 2025, mainly due to participation in trade exhibitions and marketing events.

Tax Expenses

Tax expense increased to Rs.431.96 lakhs in Fiscal 2025 from Rs.271.57 lakhs in Fiscal 2024, primarily due to higher profit before tax during Fiscal 2025. The tax expense in Fiscal 2025 comprised current tax expense of Rs.458.31 lakhs, partially offset by a deferred tax credit of Rs.26.35 lakhs.

Restated profit after tax for the year

Restated consolidated profit after tax increased to Rs.830.20 lakhs in Fiscal 2025 from Rs.525.45 lakhs in Fiscal 2024, primarily due to higher profit before tax during Fiscal 2025. Revenue from operations increased from Rs.16,241.26 lakhs in Fiscal 2024 to Rs.18,697.32 lakhs in Fiscal 2025, representing a growth of 15.12%, primarily attributable to higher sales volumes and the expansion of the Companys product portfolio. EBITDA increased from Rs.1,893.66 lakhs in Fiscal 2024 to Rs.2,278.70 lakhs in Fiscal 2025, reflecting an increase of 20.33%. Consequently, profit after tax increased from Rs.525.45 lakhs in Fiscal 2024 to Rs.830.20 lakhs in Fiscal 2025, representing an increase of 58%, driven primarily by the introduction and expansion of higher margin product SKUs, improved operating leverage, favourable product mix and continued operational efficiencies.

Cash Flows and Cash and Cash Equivalents

The following table sets forth our cash flows and cash and cash equivalents for the period / years indicated:

Particulars Period ended Fiscals
June 30, 2026 2026 2025 2024
Net cash (used)/from operating activities 626.11 (1,130.59) 2,210.80 836.65
Net cash (used)/from investing activities (1,242.71) (702.28) (3,052.82) (393.20)
Net cash (used)/from financing activities 563.70 1,944.89 673.09 (290.23)
Net increase / (decrease) in cash and cash equivalents at the end of the period/year (52.91) 111.98 (168.92) 153.23
Cash and Cash equivalents at the beginning of the year 114.16 2.18 171.10 17.87
Cash and Cash equivalents at the end of the year 61.24 114.16 2.18 171.10

Operating Activities

Net cash generated from operating activities for the three months period ended June 30, 2026 was Rs.626.11 lakhs. The Company recorded net profit after tax of Rs.407.88 lakhs, which was adjusted for provision for tax of Rs.175.49 lakhs, depreciation and amortization of Rs.77.91 lakhs, interest expense of Rs.210.04 lakhs, gratuity of Rs.9.23 lakhs, leave encashment of Rs.4.00 lakhs and interest and other income of Rs.2.59 lakhs, resulting in operating profit before working capital changes of Rs.881.96 lakhs. Working capital movements included decrease in inventories Rs.54.57 lakhs, increase in trade receivables Rs.529.18 lakhs, decrease in loans and advances Rs.279.88 lakhs, increase in other current and non current assets Rs.250.80 lakhs, increase in other current liabilities Rs.166.84 lakhs, increase in trade payables Rs.18.35 lakhs and increase in provisions Rs.4.49 lakhs. No direct taxes (net of refunds) were paid during the period.

Net cash used in operating activities for the Fiscal 2026 was Rs.1,130.59 lakhs. The negative cash flow from operating activities for the period ended March 31, 2026 was primarily attributable to advance payments made to suppliers required for our business operations. Although such payments are generally associated with investing activities, the advances provided during the period impacted the working capital position and were reflected within operating cash flows. Consequently, the increase in advances led to a temporary reduction in operating cash flows during the period. The Company recorded net profit after tax of Rs.1,337.05 lakhs, which was adjusted for non-cash items including depreciation and amortization of Rs.360.17 lakhs, interest expense of Rs.781.78 lakhs, provision for tax of Rs.592.42 lakhs, gratuity of Rs.13.13 lakhs, leave encashment of Rs.15.17 lakhs, bad debt written off of Rs.0.13 lakhs, Unrealized Foreign Exchange (Gain)/Loss of Rs.0.81 lakhs and interest and other income Rs. 14.32 lakhs. Operating cash flows were impacted by working capital changes including increase in inventories Rs.454.66 lakhs, increase in trade receivables ^1,233.36 lakhs, increase in short term loans and advances Rs.1,888.24 lakhs, increase in other current and non-current assets Rs.266.57 lakhs, partially offset by increase in other current liabilities ^31.92 lakhs, increase in trade payables Rs.47.64 lakhs, and decrease in provisions Rs.0.36 lakhs.

Net cash generated from operating activities in Fiscal 2025 was Rs.2,210.80 lakhs. The Company reported net profit before extraordinary items of Rs.830.20 lakhs, which was adjusted for depreciation and amortization of Rs.383.78 lakhs, interest expense of Rs.674.69 lakhs, provision for tax of Rs.431.96 lakhs, adjustment of prior period item Rs.93.35 lakhs, gratuity of Rs.9.35 lakhs, leave encashment of Rs.15.59 lakhs, TDS refund written off of Rs.8.52 lakhs, Unrealized Foreign Exchange

(Gain)/Loss of Rs.0.24 lakhs and interest and other income Rs.16.55 lakhs. Working capital movements included decrease in trade receivables Rs.2,016.35 lakhs, increase in inventories Rs.1,085.24 lakhs, increase in loans and advances Rs.406.62 lakhs, increase in other current and non-current assets Rs.30.74 lakhs, increase in other current liabilities Rs.361.90 lakhs, decrease in trade payables Rs.621.35 lakhs, and increase in provisions Rs.15.59 lakhs.

Net cash generated from operating activities in Fiscal 2024 was Rs.836.65 lakhs. The Company recorded net profit before extraordinary items of Rs.525.45 lakhs, adjusted for depreciation and amortization of Rs.411.33 lakhs, interest expense of Rs.724.79 lakhs, provision for tax of Rs.271.57 lakhs, gratuity of Rs.3.74 lakhs, Leave encashment of Rs.14.31 lakhs, Unrealized Foreign Exchange (Gain)/Loss of Rs.7.15 lakhs and and interest and other income Rs.8.18 lakhs. Working capital movements included increase in inventories Rs.1,626.86 lakhs, increase in trade receivables Rs.279.16 lakhs, decrease in short term loans and advances Rs.503.65 lakhs, increase in other current and non current assets Rs.355.65 lakhs, increase in other current liabilities Rs.177.84 lakhs, increase in trade payables Rs.662.65 lakhs, and decrease in provisions Rs.14.31 lakhs.

Investing Activities

Net cash used in investing activities for the three months period ended June 30, 2026 was Rs.1,242.71 lakhs. The outflow was primarily attributable to purchase of fixed assets (including additions to capital work-in-progress of Rs.1,233.63 lakhs) amounting to Rs.1,245.30 lakhs, reflecting investments in capacity expansion and operational infrastructure. These outflows were partially offset by receipt of interest and other income of Rs.2.59 lakhs.

Net cash used in investing activities Fiscal 2026 was Rs.702.28 lakhs. The outflow was primarily attributable to purchase of fixed assets amounting to Rs.946.41 lakhs, reflecting investments in capacity expansion and operational infrastructure. These outflows were partially offset by a decrease in Long term loans and advances ( Net of advance amount paid for acquisition of business), Acquisition of subsidiary (net of cash and cash equivalents acquired ) and receipt of interest and other income.

Net cash used in investing activities in Fiscal 2025 was Rs.3,052.82 lakhs. The outflow was primarily driven by increases in long-term loans and advances of Rs.2,437.09 lakhs paid towards acquisition of shares of Shellz Overseas Pvt Ltd., capital expenditure on purchase of fixed assets of Rs.632.28 lakhs partially offset by interest and other income received during the year.

Net cash used in investing activities in Fiscal 2024 was Rs.393.20 lakhs. The outflows were mainly attributable to purchase of fixed assets of Rs.401.38 lakhs, reflecting continued investments in manufacturing facilities and infrastructure. These were partially offset by proceeds from sale of fixed assets and receipt of interest income.

Financing Activities

Net cash generated from financing activities for the three months period ended June 30, 2026 was Rs.563.70 lakhs. The inflow was primarily attributable to a net increase in long-term borrowings of Rs.382.75 lakhs and a net increase in short-term borrowings of Rs.390.99 lakhs, partially offset by interest paid of Rs.210.04 lakhs.

Net cash generated from financing activities in Fiscal 2026 was Rs.1,944.89 lakhs. The inflow was primarily attributable to an increase in long-term borrowings of Rs.4,565.60 lakhs, increase in short-term borrowings of Rs. 1,397.31 lakhs, and proceeds from issuance of share capital of Rs.500.00 lakhs. These inflows were partially offset by repayment of long-term borrowings of Rs.2,109.17 lakhs, repayment of short-term borrowings of Rs.1,627.06 lakhs, and interest paid of Rs.781.78 lakhs.

Net cash generated from financing activities in Fiscal 2025 was Rs.673.09 lakhs. The inflow was primarily driven by increases in short-term borrowings of Rs.3,522.18 lakhs, increase in long term borrowings of Rs.1,408.56 lakhs and issuance of share capital of Rs.621.94 lakhs, partially offset by repayment of long-term borrowings of Rs.1,926.59 lakhs, repayment of shortterm borrowings of Rs.2,278.31 lakhs, and interest payments of Rs.674.69 lakhs.

Net cash used in financing activities in Fiscal 2024 was outflow of Rs.290.23 lakhs. The outflow was mainly attributable to repayment of short-term borrowings of Rs.1,938.74 lakhs, repayment of long-term borrowings of ^131.98 lakhs, and interest payments of Rs.724.79 lakhs, partially offset by increases in short-term borrowings of Rs. 2,208.03 lakhs and long-term borrowings of Rs.297.25 lakhs.

Indebtedness

The following table sets forth our financial indebtedness as of June 30, 2026:

Particulars As of June 30, 2026
Long-term borrowings 4,980.62

 

Particulars As of June 30, 2026
Short-term borrowings 5,875.69
Total 10,856.31

For further details of financial indebtedness, see "Financial Indebtedness" on page 294.

Liquidity and Capital Resources

For the three months period ended June 30, 2026, and for the Fiscals 2026, 2025 and 2024, we met our funding requirements, including capital expenditure, satisfaction of debt obligations, investments, taxes, working capital requirements and other cash outlays, principally with funds generated from operations and optimization of operating working capital, with the balance principally met using external borrowings and additional equity.

Particulars June 30, 2026 Fiscal 2026 Fiscal 2025 Fiscal 2024
Cash and bank balances at the end of the year 61.24 114.16 2.18 171.10
Long Term Borrowings 4,980.62 4,597.87 2,117.04 2,635.05
Short Term Borrowings 5,875.69 5,484.70 5,701.43 4,457.56

Capital Expenditure

Capital expenditure (including Capital Work in progress) primarily relates to addition of property, plant and equipment primarily due to purchase of plant and machinery, factory shed, computers and accessories, furniture and fittings, vehicles and office equipment. The capital expenditure is primarily funded through cash generated from operations, supplemented by equity contributions by our shareholders and committed credit lines. In Fiscals 2026, 2025, and 2024, we incurred capital expenditure for addition to property, plant and equipment of Rs.946.41 lakhs, Rs.632.28 lakhs and Rs.446.19 lakhs, primarily due to purchase of plant and machinery, factory shed, computers and accessories, furniture and fittings, vehicles and office equipment. For the three months period ended June 30, 2026, we incurred capital expenditure for addition to property, plant and equipment (including capital work-in-progress) of Rs.1,245.30 lakhs.

Contingent Liabilities

The following is a summary of our contingent liabilities as derived from our Restated Consolidated Financial Information:

Particulars As at As at and for the Fiscal ended
June 30, 2026 March 31, 2026 March 31, 2025 March 31, 2024
Consolidated Consolidated Standalone Standalone
Claims against the company not acknowledged as debts 317.29 317.29 348.56 152.93
Disputed Statutory Demand 2,077.06 2,056.81

-

107.23
Guarantees 92.81 92.81 106.53 100.67

*Future cash outflows in respect of the above matters are determinable only upon receipt of judgments/decisions from the relevant forums/authorities. Based on managements assessment, these claims are not expected to succeed and accordingly, no provision has been recognized in our financial statements. The amounts disclosed represent the gross demands raised by the authorities and exclude amounts paid under protest, which have not been charged to the statement ofprofit and loss.

Quantitative and Qualitative Analysis of Market Risks

We are exposed to various types of market risks during the normal course of business. For further details, see "Risk Factors" on page 26.

Credit risk

Credit risk refers to the risk of financial loss to our Company if a customer or counterparty to a financial instrument fails to meet its contractual obligations and arises principally from our receivables from customers and loans. We have no significant concentration of credit risk with any counterparty. Our customer credit risk is managed by the relevant department subject to our established policy, procedures and control relating to customer credit risk management. The credit quality of a customer is assessed based on individual credit limits as defined by us. Outstanding trade receivables are regularly monitored. Based on our Restated Consolidated Financial Information, our Trade Receivables were Rs.5,388.88 lakhs as at June 30, 2026, Rs.4,859.69 lakhs as at March 31, 2026, ^3,555.14 lakhs as at March 31, 2025 and Rs.5,571.49 lakhs as at March 31, 2024.

Liquidity risk

Liquidity risk refers to the risk that we will encounter difficulty in meeting the obligations associated with our financial liabilities that are settled by delivering cash or other financial asset. Our approach to managing liquidity is to ensure, as far as possible, that we will have sufficient liquidity to meet our liabilities when they are due, under both normal and stressed conditions, without incurring unacceptable losses or risking damage to our reputation. Prudent liquidity risk management implies maintaining sufficient cash and marketable securities and the availability of funding through an adequate amount of committed credit facilities to meet obligations when due and to close out market positions.

Market Risks

Market risk refers to the risk that changes in market prices such as foreign exchange rates and interest rates will affect our income or value of our holdings of financial instruments. The objective of the market risk management is to manage and control market risk exposures within acceptable parameters, while optimizing the return. We do not use derivatives to manage market risks.

Interest rate risk

Interest rate risk is the risk that the fair value or the future cash flows of a financial instrument will fluctuate because of changes in market interest rate risks. The Companys exposure to risk of changes in market interest rates primarily to the Companys long-term debt obligations. For the Company the interest risk arises mainly from interest bearing borrowings which are at floating interest rates. To mitigate interest rate risk, the Company closely monitors market interest and optimise borrowing mix / composition.

Commodity Price Risk

We are exposed to the price risk associated with purchasing our key raw materials such as wheat flour, oil and fats, sugar and packaging material. We generally do not enter into long-term firm price contracts for the supply of key raw materials but instead buy the majority of our raw materials at market prices on a spot contract basis. Therefore, fluctuations in the price and availability of these raw materials may adversely affect our business and results of operations. To mitigate the risk associated with the availability and volatility in raw material prices, we are actively pursuing opportunities globally to obtain mining rights to key raw materials.

Auditor Qualifications and Emphasis of Matter

There are no qualifications of the Statutory Auditors (previous and current) which have not been given effect to in the Restated Consolidated Financial Information except for reporting under Companies (Auditors Report) Order, 2020 (as amended) and the Companies (Audit and Auditors) Rules, 2014 (as amended) for the year ended March 31, 2026, 2025 and 2024, as disclosed in the section "Restated Consolidated Financial Information" on page 249. Certain emphasis on matters which do not require any adjustments in the Restated Consolidated Financial Information are as follows:

Period Details of Material Observation
2023-24 The Company was sanctioned working capital limits in excess of Rs.5 crore from banks on the basis of security of current assets. Differences were observed between the quarterly statements filed with banks and the books of accounts in respect of stock and trade receivables for certain quarters during the year.
Statutory dues relating to customs duty aggregating to Rs.107.23 lakhs were under dispute and pending before the Customs, Excise and Service Tax Appellate Tribunal (CESTAT) under the Customs Act.
2024-25 The Company was sanctioned working capital limits in excess of Rs.5 crore from banks on the basis of security of current assets. Differences were observed between the quarterly statements filed with banks and the books of accounts in respect of stock and trade receivables, sales and purchases for certain quarters during the year.
2025-26 The Company was sanctioned working capital limits in excess of Rs.5 crore from banks on the basis of security of current assets. Differences were observed between the quarterly statements filed with banks and the books of accounts in respect of stock and trade receivables, sales and purchases for certain quarters during the year.

Unusual or Infrequent Events or Transactions

There have been no unusual or infrequent events or transactions that have in the past or may in the future affect our business operations or future financial performance.

Known Trends or Uncertainties

Our business has been subject to significant economic changes arising from the trends identified above in Significant Factors Affecting our Financial Conditions and Results of Operations"" above and the uncertainties described in "Risk Factors" on page 26.

Future Relationship Between Cost and Revenue

Other than as described in "Risk Factors" and this section, there are no known factors that might affect the future relationship between cost and revenue.

Related Party Transactions

We have engaged in the past, and may engage in the future, in transactions with related parties. For details of our related party transactions, see "Other Financial Information — Related Party Transactions" on page 252.

Competitive Conditions

We operate in a competitive environment. Please refer to "Risk Factors", "Industry Overview" and "Our Business" on pages 26, 140 and 188, respectively, for further information on our industry and competition.

Extent to which material increases in Net Sales or Revenue are due to increased sales volume, introduction of services or increased sales prices

Changes in revenue in the last three Fiscals and the three months period ended June 30, 2026, are as described in "- Three months period ended June 30, 2026", "— Fiscal 2026 compared to Fiscal 2025" and "— Fiscal 2025 compared to Fiscal 2024" above.

Significant Dependence on Single or Few Customers

Significant proportion of our revenue have historically been derived from top 10 customers. The % of contribution of our customers vis a-vis the revenue from operations for the three months period ended June 30, 2026 and the Financial Years ended March 31, 2026, 2025 and 2024 are as follows:

Particulars Period ended Customers
June 30, 2026 March 31, 2026 March 31, 2025 March 31, 2024
Top 10 (%) 69.18% 62.93% 45.23% 44.96%

New Products or Business Segments

Except as disclosed in "Our Business"" on page 188, and products that we announce in the ordinary course of business, we have not announced any new products or business segments.

Significant developments occurring after June 30, 2026

As set out in this Red Herring Prospectus, to our knowledge, no circumstances have arisen since the date of the last financial statements as disclosed in this Red Herring Prospectus which materially or adversely affect or are likely to affect, our operations or profitability, or the value of our assets or our ability to pay our material liabilities within the next 12 months.

Recent Accounting Pronouncements

As on the date of this Red Herring Prospectus, there are no recent accounting pronouncements, which, we believe, would have a material effect on our financial condition or results of operations.

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