Shivashrit Foods Ltd Management Discussions

The following discussion of our financial condition and results of operations is based on, and should be read in conjunction with, our Restated Financial Information (including the schedules, notes and significant accounting policies thereto), included in the section titled "Restated Financial Information" beginning on page 196 of this Red Herring Prospectus. This discussion contains forward-looking statements and reflects our current views with respect to future events and our financial performance and involves numerous risks and uncertainties, including, but not limited to, those described in the section entitled "Risk Factors" on page 28 of this Red Herring Prospectus. Actual results could differ materially from those contained in any forward-looking statements and for further details regarding forward-looking statements, kindly refer the chapter titled "Forward-Looking Statements" on page 19 of this Red Herring Prospectus. Our financial statements have been prepared in accordance with Indian GAAP, the Companies Act and the SEBI (ICDR) Regulations and restated as described in the report of our auditor dated August 8, 2025, which is included in this Red Herring Prospectus under "Financial Statements". The Restated Financial Information has been prepared on a basis that differs in certain material respects from generally accepted accounting principles in other jurisdictions, including US GAAP and IFRS. Our financial year ends on March 31 of each year, and all references to a particular financial year are to the twelve-month period ended March 31 of that year.

In this section, unless the context otherwise requires, any reference to "we", "us" or "our" refers to Shivashrit

Foods Limited, our Company. Unless otherwise indicated, financial information included herein are based on our Restated Financial Statements for the Financial Years ended on March 31, 2025, March 31, 2024 and March 31, 2023 beginning on page 196 of this Red Herring Prospectus.

Overview

Our company is manufacturer, supplier and exporter of potato flakes. Our Company has a dedicated potato processing and manufacturing facility at Aligarh in Western Uttar Pradesh, India for production of potato flakes.

Potatoes, once sourced, are put through an end-to-end process, which is fully automated. The potatoes are first put through the process of washing to get rid of the larger dirt particles. These washed potatoes are there after peeled and trimmed, to prepare them for processing. These trimmed pieces are then sliced and blanched, which is a process of partial boiling, to make the potatoes soft and malleable. The blanched slices are then cooled and cooked thoroughly, before being sent for the mashing part of the process. These mashed potatoes are flattened into thin sheets that are rolled by a process called ‘drum drying. Subsequently , these rolls are converted into flakes, which is our main product, ready for packaging and shipping. Lastly, the flakes are packaged into different sized packages, as per the requirements.

We specializes in manufacturing of premium-grade potato flakes, used in ready-to-eat meals, snack foods, and processed food products. Our products portfolio is designed to cater to the specific requirements of both global and domestic food manufacturers, offering consistency in quality and a long shelf life.

Statement of Significant Accounting Policies

For details in respect of Statement of Significant Accounting Policies, please refer to "Note 1 of Restated Financial Statements" beginning on page 196 of this Prospectus.

Significant developments subsequent to the last financial year

As per mutual discussions between the Companys Board and BRLM, the Board confirms that, in its opinion, there have been no circumstances arising since the date of the last financial statements as disclosed in the Red Herring Prospectus that materially and adversely affect, or are likely to affect within the next twelve months, except as follows:

The shareholders of our company in their Extra-Ordinary General Meeting ("EGM") held on August 5, 2024 passed a resolution for conversion of our company from private to public. Consequently, the company has received a certificate of incorporation from Registrar of Companies, Central Registration Centre on October 4, 2024.

Further, the company has approved issuance of bonus shares in its Extra-ordinary General Meeting held on January 04, 2025, and the same bonus shares have been allotted in the Board Meeting held on . January 04, 2025.

The shareholders of our company in its Extra-ordinary General Meeting held on February 08,2025 appointed managing director.

The Board of Directors of our Company has approved and passed a resolution on February 07, 2025 to authorize the Board of Directors to raise the funds by way of Initial Public Offering. Subsequently, a special resolution has been passed by the shareholders for fund raising by way of Initial Public Offering in their meeting held on February 08, 2025.

Principal Factors Affecting our Results of Operations and Financial Condition

1. Market demand plays a significant role in food processing business

2. Volatility in the Indian and global capital market

3. Terrorist attacks or war or conflicts involving India or other countries

4. Maintaining effective quality control systems

5. Growth and/or implementation of our business plan

6. Slowdown in economic growth in India

7. Competition

Items for Standalone Restated Financial Statements

Significant Accounting Policies

Basis of Preparation:

These financial statements have been prepared in accordance with the Generally Accepted Accounting Principles in India (‘Indian GAAP) to comply with the Accounting Standards specified under Section 133 of the Companies Act, 2013, as applicable. The financial statements have been prepared under the historical cost convention on accrual basis, except for certain financial instruments which are measured at fair value.

DISCUSSION ON FINANCIAL PERFORMANCE

Financials of Shivashrit Foods Limited ("Company")

Particulars	31st March, 2025	% of total income	31st March, 2024	% of total income	31st March, 2023	% of total income
CONTINUING OPERATIONS
1 Revenue from operations:	10469.34	98.91%	7,622.05	98.29%	4,535.10	99.44%
2 Other business/ operating income:	115.25	1.09%	132.97	1.71%	25.47	0.56%
Total Income (I + II)	10584.59	100.00%	7,755.03	100.00%	4,560.57	100.00%
3. Expenses:
Cost of Material consumed	7212.04	68.14%	4,920.52	63.45%	3,407.78	74.72%
Purchase of Stock In Trade	319.43	3.02%	124.20	1.60%	78.79	1.73%
Change in Inventories of Finished Goods, Work in Progress and Stock in	(11.24)	(0.11%)	(58.81)	-0.76%	3.50	0.08%
Trade
Employee benefit expense	201.14	1.90%	173.36	2.24%	137.49	3.01%
Finance Costs	381.40	3.60%	237.85	3.07%	144.35	3.17%
Depreciation and Amortization Expense	438.12	4.14%	416.89	5.38%	209.03	4.58%
Other Expenses	525.04	4.96%	599.44	7.73%	422.49	9.26%
Total Expenses	9065.93	85.65%	6,413.45	82.70%	4,403.43	96.55%
V. Profit before exceptional items Tax	1518.66	14.35%	1,341.57	17.30%	157.13	3.45%
VI. Exceptional Items			-	-	-	-
IX. Profit before Tax	1518.66	14.35%	1341.57	17.30%	157.13	3.45%
X. Tax Expenses:
(1) Current Tax Expenses for Current Year	349.07	3.30%	234.40	3.02%	26.23	0.58%
(2) MAT Credit			(4.40)	-0.06%	(18.23)	(0.40%)
(3) Deferred Tax	35.90	0.34%	49.82	0.64%	2.43	0.05%
(4) Current Tax adjustment of earlier years			-	0.00%	-	0.00%
XI. Profit (Loss) for the period from continuing operations	1205.50	11.40%	1,161.39	14.98%	151.56	3.32%
Earnings per Equity Share :
Basic	8.64		24.97		3.26
Diluted	8.64		24.97		3.26

Our revenue and expenses are reported in the following manner:

Revenues

Revenue from operations

Our companys source of revenue is primarily generated from sale of products i.e., potato flakes.

Other Income

Other income includes Interest received on FDR, Gain on Mutual Fund, Duty Draw Back, Foreign Currency Fluctuation, RoDTEP Scheme Sales (Duty drawback against export) and Balances written back.

Expenditure

Our total expenditure primarily consists of the Cost of Material consumed, Purchase of Stock in Trade, Change in Inventories of Finished Goods, Employee benefit expense, Finance Costs, Depreciation & Amortization Expense, and Other Expenses.

Cost of Material Consumed

Our Cost of Material Consumed includes purchases of raw material, Packing & consumables, Electricity Charges, Loading & Unloading expenses, Power and Fuel, Generator rent, Generator running expenses, Machinery Repair & Maintenance, Plant Running and Maintenance Expenses, Storage Expenses, Testing Expenses, and Freight & Cartage Expenses made during the year/period.

Purchase of Stock in Trade

Our Purchase of Stock in Trade includes purchases made of finished goods during the year/period.

Change in Inventories of Finished Goods

Change in Inventories of Finished Goods is changes occurred during the year/period in finished goods.

Employment Benefit Expenses

Our employee benefits expense primarily comprises Salaries & Wages, Directors Salary, Employers Contribution to ESI & PF, Bonus to Employees, Gratuity Expense, Leave Encashment Expense, and Staff Welfare expenses.

Finance Cost

Our Finance Cost includes Bank Interest - Working Capital & Term Loan, and Bank Charges.

Depreciation and Amortization Expenses

Depreciation on Plant & Machinery, Vehicles, Land & Building, Furniture & Fixture and other fixed assets.

Other Expenses

Other Expenses majorly include Agent Commission, Bad Debts Written Off, Export Expenses, Freight Outward and Cartage, Building Repair Maintenance and Other Expenses.

FINANCIAL YEAR ENDED MARCH 31, 2025, COMPARED WITH THE FINANCIAL YEAR ENDED MARCH 31, 2024 (BASED ON RESTATED FINANCIAL STATEMENTS)

Revenues

Total Income

Total Income for the period ended March 31, 2025, stood at 10,584.59 lakhs.

Revenue from operations

Revenue from operation for the financial year ended March 31, 2025, stood at 10,469.34 lakhs whereas for the financial year March 31, 2024, it was stood at 7,622.05 lakhs representing an increase of

37.36%.

Reason: There is an increase in "revenue from operation" on account of an increase in "sale of products in across region particularly in Madhya Pradesh, Gujarat, Bihar, Delhi, Maharashtra, Uttar Pradesh and as well as slight increase in exports to the existing countries and new countries.

Details of growth in domestic region as compared to previous year are as follows:

Particulars	March 31, 2025		For the year ended March 31, 2024
	Amount	% of domestic revenue	Amount	% of domestic revenue	Change (in %)
Madhya Pradesh	395.31	4.86%	71.20	1.40%	455.21%
Gujarat	1655.08	20.33%	523.95	10.29%	215.89%
Bihar	726.13	8.92%	386.09	7.58%	88.07%
Delhi	189.76	2.33%	106.90	2.10%	77.51%
Maharashtra	1454.42	17.87%	839.58	16.48%	73.23%
Uttar Pradesh	3310.79	40.67%	2,485.68	48.80%	33.19%
West Bengal	102.24	1.26%	-	-	100.00%
Odisha	0.15	0.00%	-	-	100.00%
Karnataka	6.97	0.09%	-	-	100.00%

The total increase from domestic reason as compared to previous year of March 31, 2024 was 59.81%. However, revenue from international region was slightly decreased to (7.88%) and the same is stood at 2,329.22 lakhs whereas it for previous financial was stood at 2528.57 lakhs.

*for geographical wise revenue bifurcation, kindly refer to our business geographical wise revenue bifurcation on page 141 of this Red Herring Prospectus.

Other Income

Other income for the financial year March 31, 2025 stood at 115.25 Lakhs whereas for the financial year March 31, 2024, it stood at 132.97 Lakhs representing a decrease of (13.33%).

Reason: The decrease was due to receipt of Rodtep Scheme Sales (Duty drawback against export) which for the March 31, 2025 stood at 67.27 lakhs as compared to previous year of March 31, 2024 which stood at 90.62 lakhs representing a decrease of 25.77%.

EXPENDITURE

Total Expenses

Total expenses for the financial year ended March 31, 2025 stood at 9,065.93 lakhs whereas for the financial year March 31, 2024, it stood at 6,413.45 Lakhs representing an increase of 41.36%.

Reason: The increase in Purchase of Stock in Trade (by 157.19%), Finance Costs (by 60.35%), and Cost of Material consumed (by 46.57%), Employee Benefit Expenses (by 16.02%) and Depreciation & Amortisation Expenses (by 5.09%) due to increases in the business operations of the company.

Cost of Material consumed

Cost of Material consumed for the Financial Year 2024-2025, stood at 7,212.04 Lakhs, whereas in

Financial Year 2023-24 it stood at 4,920.52 Lakhs representing a substantial increase of 63.45%. There is also increased in share of cost of material consumed as against the total income, in financial year March 31, 2025 the total Cost of Material consumed was stood at 63.45% of total income whereas for previous year March 31, 2023 it was stood at 63.45% of total income, i.e., increase of 4.69%.

Reason: There is an increase in the ‘Cost of Material consumed due to increase in revenue from the product sold as compared to previous year which resulted in the increase in purchase of material and direct expenses, details of which are as follows:

(Amount in lakhs)

Particulars	March 31, 2025		For the year ended March 31, 2024
	Amount	% of cost of material consumed	Amount	% of cost of material consumed	Change (in %)
Purchase of Material	6987.50	96.89%	3763.83	76.49%	85.65%
Direct Expenses*	2,577.63	35.74%	2,093.47	42.55%	23.13%

*cost of material consumed includes opening stock and closing stock of raw material as well as stores & spares

Purchase of Stock in Trade

Purchase of Stock in Trade for March 31, 2025 stood at 319.43 lakhs as compared to 124.20 lakhs of previous year of March 31, 2024 representing an increase of 157.19%.

Change in Inventories of Finished Goods work in progress and stock in trade

Change in Inventories of Finished Goods, work in progress and stock in trade for March 31, 2025 stood at (11.24) lakhs as compared to (58.81) lakhs of previous year of March 31, 2024.

Employment Benefit Expenses

Employee benefit expenses for the Financial Year 2024-2025, stood at 201.14 Lakhs whereas in

Financial Year 2023-24 it stood at 173.36 Lakhs representing an increase of 16.02%.

Reason: There is an increase in the ‘employee benefit expenses due to increase in salary and wages due to recruitment of new employees including increment of salary of existing employees, increase in director remuneration & reimbursement and Gratuity Expense, details of which is as follows:

(Amount in Lakhs)

Particulars	For the year ended
	March 31, 2025		March 31, 2024
	Amount	% of employee benefit expenses	Amount	% of employee benefit expenses	Change (in %)
Salaries & Wages	141.78	70.49%	127.71	73.67%	11.02%

 

Particulars	For the year ended
	March 31, 2025		March 31, 2024
	Amount	% of employee benefit expenses	Amount	% of employee benefit expenses	Change (in %)
Directors Salary	36.00	17.90%	26.00	15.00%	38.46%
Gratuity Expense	4.11	2.05%	3.81	2.20%	7.88%

Finance Cost

Finance costs for the financial year March 31, 2025 stood at 381.40 Lakhs whereas for the financial year March 31, 2024, it stood at 237.85 Lakhs representing a significant increase of 60.35%.

Reason: This was primarily due to an increase in Bank Charges and Bank Interest - Working Capital & Term Loan details of which is as follows:

(Amount in lakhs)

Particulars	For the year ended
	March 31, 2025		March 31, 2024
	Amount	% of finance cost	Amount	% of finance cost	Change (in %)
Bank Interest -	352.88	92.52%	228.18	95.93%	54.65%
Working Capital & Term Loan Bank Charges	28.51	7.48%	9.67	4.07%	194.91%

Depreciation and Amortization Expenses

The depreciation and amortization expenses for the financial year March 31, 2025 stood at 438.12 Lakhs whereas for the financial year March 31, 2024, they stood at 416.89 Lakhs representing a slight increase of 5.09%.

Reason: This increase is due to increased depreciation on account of increase in depreciation on Land & Building, Plant & Machinery, Vehicles and other fixed assets which have increased and are in normal course of operations.

Other Expenses

The other expenses for the financial year March 31, 2025 stood at 525.04 Lakhs whereas for the financial year March 31, 2024, it stood at 599.44 Lakhs representing a decrease of (12.41%).

Reason: Various expenses forming part of other expenses of the company has decreased by 100.00% such as Diwali Expenses, Foreign Travelling Expenses, GST Expenses, Information Technology services, Liquidated Damage Charges, which were there in previous year, and nil for March 31, 2025. Also, there were some items which decreased ranging from 98.28% to 12.58%, detailed comparison for the same is as follows:

(Amount in Lakhs)

Particulars	For the year ended
	March 31, 2024		March 31, 2023
	Amount	% of other expenses	Amount	% of other expenses	Change (in %)
Printing & Stationery Expenses	0.03	0.01%	1.93	0.32%	(98.28%)
Travelling Expenses	0.25	0.05%	8.25	1.38%	(96.97%)
Bad Debts W/OFF	5.32	1.01%	147.84	24.66%	(96.40%)
Pollution Control Board Fees	0.10	0.02%	2.50	0.42%	(96.00%)
Donation	0.31	0.06%	5.00	0.83%	(93.80%)
Telephone and Internet Expenses	0.05	0.01%	0.20	0.03%	(74.94%)

 

Particulars	For the year ended
	March 31, 2024		March 31, 2023
	Amount	% of other expenses	Amount	% of other expenses	Change (in %)
Office Expenses	0.61	0.12%	1.69	0.28%	(63.94%)
Vehicle Running Maintenance	4.23	0.81%	5.78	0.96%	(26.76%)
Export Expenses	121.82	23.20%	139.34	23.24%	(12.58%)

Exceptional and Extraordinary items

There are no exceptional and extraordinary items for the year ended March 31, 2025 and March 31, 2024.

Restated Profit before Tax

The restated profit before tax for the financial year March 31, 2025 stood at 1,518.66 Lakhs whereas for the financial year March 31, 2024, it stood at 1,341.57 Lakhs representing an increase of 13.20%.

Tax Expenses

Tax Expenses for the financial year March 31, 2025 stood at 313.17 Lakhs as current tax, out of which the Current Tax was 349.07 Lakhs and the Deferred Tax which is deductible being 35.90 Lakhs whereas in the financial year March 31, 2023 it stood at 180.18 Lakhs out of which the Current Tax was 234.40 Lakhs MAT credit (4.40) Lakhs and the Deferred Tax which is deductible being 49.82 Lakhs representing a significant increase of 73.81%.

Restated Profit after Tax

The restated profit after tax for the financial year March 31, 2025 stood at 1,205.50 Lakhs whereas for the financial year March 31, 2024, it stood at 1,161.39 Lakhs representing a slight increase of 3.80% on account of increase in revenue from operations by 36.49%.

FINANCIAL YEAR ENDED MARCH 31, 2024, COMPARED WITH THE FINANCIAL YEAR ENDED MARCH 31, 2023 (BASED ON RESTATED FINANCIAL STATEMENTS)

REVENUES

Total Income

Total income for the financial year March 31, 2024 stood at 7,755.03 Lakhs whereas in the financial year March 31, 2023 it stood at 4,560.57 Lakhs representing a year on year increase of 70.05%.

Reason: The increase in the total income of the company in FY 2023-24 is due to a significant growth in the business operations on account of expansion in the processing capacity during the year as well as other income of the Company.

Revenue from operations

Net revenue from operations for the financial year March 31, 2023 was stood at 4,535.10 Lakhs whereas for the financial year March 31, 2024, it stood at 7,622.05 Lakhs representing an increase of 68.07%.

Reason: There is an increase in "revenue from operation" on account of an increase in "sale of products in across region particularly in Gujarat, Haryana, Uttar Pradesh and Bihar as well as increase in exports to the existing countries and new countries.

Details of growth in domestic region as compared to previous year are as follows:

(Amount in Lakhs)

Particulars	For the year ended
	March 31, 2024		March 31, 2023
	Amount	% of domestic revenue	Amount	% of domestic revenue	Change (in %)
Bihar	386.09	7.58%	39.84	1.22%	869.10%
Gujarat	523.95	10.29%	86.39	2.64%	506.49%
Haryana	384.37	7.55%	124.5	3.81%	208.73%
Uttar Pradesh	2,485.68	48.80%	1,680.75	51.38%	47.89%

Details of growth in International Region as compared to previous year are as follows:

(Amount in Lakhs)

Particulars	For the year ended
	March 31, 2024		March 31, 2023
	Amount	% of international revenue	Amount	% of international revenue	Change (in %)
Dubai	76.81	3.04%	10.55	0.42%	628.06%
Uruguay	458.11	18.12%	87.57	3.46%	423.14%
Kuwait	91.97	3.64%	60.47	2.39%	52.09%
Argentina	333.03	13.17%	221.06	8.74%	50.65%
Brazil	221.53	8.76%	-	-	-
Indonesia	117.34	4.64%	-	-	-
Malaysia	95.54	3.78%	-	-	-
Mexico	68.91	2.73%	-	-	-
Chile	63.02	2.49%	-	-	-
Lebanon	56.81	2.25%	-	-	-

 

Particulars	For the year ended
	March 31, 2024		March 31, 2023
	Amount	% of international revenue	Amount	% of international revenue	Change (in %)
USA	44.35	1.75%	-	-	-

*for geographical wise revenue bifurcation, kindly refer to our business geographical wise revenue bifurcation on page 141 of this Red Herring Prospectus

Other Income

Other income for the financial year March 31, 2024 stood at 132.97 Lakhs whereas for the financial year March 31, 2023, it stood at 25.47 Lakhs representing an increase of 422.09%.

Reason: Overall increase was due to receipt of Rodtep Scheme Sales (Duty drawback against export) which in previous year of March 31, 2023 was nil as compared to current year which stood at 90.62 lakhs.

EXPENDITURE

Total Expenses

Total expenses for the financial year ended March 31, 2024 stood at 6,413.45 lakhs whereas for the financial year March 31, 2023, it stood at 4,403.43 Lakhs representing an increase of 45.65%.

Reason: The increase in Cost of Material consumed, Purchase of Stock in Trade, Employee Benefit Expenses, Finance Cost and Other Expenses due to increases in the business operations of the company.

Cost of Material consumed

Cost of Material consumed for the Financial Year 2023-2024, stood at 4,920.52 Lakhs, whereas in Financial Year 2022-23 it stood at 3,407.78 Lakhs representing an increase of 44.39%. For financial year March 31, 2024 the total Cost of Material consumed stood at 63.45% of total income whereas for previous year March 31, 2023 it was at 74.72% of total income.

Reason: There is an increase in the ‘Cost of Material consumed due to increase in revenue from the product sold as compared to previous year which resulted in the increase in purchase of material and direct expenses, details of which are as follows:

(Amount in Lakhs)

Particulars	For the year ended
	March 31, 2024		March 31, 2023
	Amount	% of cost of material consumed	Amount	% of cost of material consumed	Change (in %)
Purchase of Material	3763.83	76.49%	3003.07	88.12%	25.33%
Direct Expenses	2093.47	42.55%	1190.59	34.94%	75.84%

*cost of material consumed includes opening stock and closing stock of raw material as well as stores & spares

Purchase of Stock in Trade

Purchase of Stock in Trade for March 31, 2024 stood at 124.20 lakhs as compared to 78.79 lakhs of previous year of March 31, 2023 representing an increase of 57.64%.

Change in Inventories of Finished Goods, work in progress and stock in trade

Change in Inventories of Finished Goods, work in progress and stock in trade for March 31, 2024 stood at (58.81) lakhs as compared to 3.50 lakhs of previous year of March 31, 2023.

Employee Benefit Expenses

Employee benefit expenses for the Financial Year 2023-2024, stood at 173.36 Lakhs whereas in

Financial Year 2022-23 it stood at 137.49 Lakhs representing an increase of 26.09%.

Reason: There is an increase in the ‘employee benefit expenses due to recruitment of new employees including increment of salary of existing employees, increase in director remuneration & reimbursement and increase in staff welfare expenses, details of which is as follows:

(Amount in Lakhs)

Particulars	For the year ended
	March 31, 2024		March 31, 2023
	Amount	% of employee benefit expenses	Amount	% of employee benefit expenses	Change (in %)
Staff Welfare expenses	11.35	6.55%	3.93	2.86%	188.80%
Directors Salary	26.00	15.00%	18.00	13.09%	44.44%
Salaries & Wages	127.71	73.67%	107.77	78.38%	18.50%

Finance Cost

Finance costs for the financial year March 31, 2024 stood at 237.85 Lakhs whereas for the financial year March 31, 2023, it stood at 144.35 Lakhs representing a significant increase of 64.77%.

Reason: This was primarily due to an increase in Bank Interest - Working Capital & Term Loan details of which is as follows:

(Amount in lakhs)

Particulars	For the year ended
	March 31, 2024		March 31, 2023
	Amount	% of finance cost	Amount	% of finance cost	Change (in %)
Bank Interest - Working Capital & Term Loan	228.18	95.93%	128.79	89.22%	77.17%

Depreciation and Amortization Expenses

The depreciation and amortization expenses for the financial year March 31, 2024 stood at 416.89 Lakhs whereas for the financial year March 31, 2023, they stood at 209.03 Lakhs representing a significant increase of 99.44%.

Reason: This increase is due to increased depreciation on account of purchase of additional Plant & Equipment, vehicles, computer & laptops and office equipment, details of which is as follows:

(Amount in Lakhs)

Particulars	For the year ended
	March 31, 2024		March 31, 2023
	Amount	% of depreciation	Amount	% of depreciation	Change (in %)
Depreciation on Plant & Machinery	365.93	87.78%	150.50	72.00%	143.14%
Depreciation on Building	21.44	9.02%	19.73	9.44%	8.68%
Other*	29.52	7.08%	38.80	18.56%	-23.91%

*Other depreciation expenses which are less than 5 percent of total depreciation and amortization expenses

Other Expenses

The other expenses for the financial year March 31, 2024 stood at 599.44 Lakhs whereas for the financial year March 31, 2023, it stood at 422.49 Lakhs representing a significant increase of 41.88%.

Reason: There is an increase in ‘Other expenses primarily because of the increase in revenue from operation. Detailed comparison for the same is as follows:

(Amount in Lakhs)

Particulars	For the year ended
	March 31, 2024		March 31, 2023
	Amount	% of other expenses	Amount expenses	% of other	Change (in %)
Travelling Expenses	8.25	1.38%	0.81	0.19%	919.15%
Building Repair maintenance	28.43	4.74%	6.44	1.52%	341.56%
ROC Fees	0.06	0.01%	0.02	0.00%	244.44%
Agent Commission	103.06	17.19%	37.05	8.77%	178.18%
Professional Fees	9.56	1.60%	3.47	0.82%	175.56%
Vehicle Running Maintenance	5.78	0.96%	2.11	0.50%	174.20%
Office Expenses	1.69	0.28%	0.72	0.17%	133.79%
Export Expenses	139.34	23.24%	78.32	18.54%	77.92%
Diwali Expenses	8.80	1.47%	6.39	1.51%	37.61%
Auditors Remuneration	4.00	0.67%	3.00	0.71%	33.33%
Misc Expenses	1.51	0.25%	1.17	0.28%	28.99%
Freight Outward and Cartage	65.25	10.88%	52.10	12.33%	25.23%
Telephone and Internet Expenses	0.20	0.03%	0.17	0.04%	23.19%
Pest Control Expenses	4.32	0.72%	3.56	0.84%	21.21%

Exceptional and Extraordinary items

There are no exceptional and extraordinary items for the year ended March 31, 2024 and March 31, 2023.

Restated Profit before Tax

The restated profit before tax for the financial year March 31, 2024 stood at 1,341.57 Lakhs whereas for the financial year March 31, 2023, it stood at 157.13 Lakhs representing an increase of 753.78%.

Tax Expenses

Tax Expenses for the financial year March 31, 2024 stood at 180.18 Lakhs, out of which the Current Tax was 234.40 Lakhs MAT credit (4.40) Lakhs and the Deferred Tax being 49.82 Lakhs whereas in the financial year March 31, 2023 it stood at 5.57 Lakhs out of which Current Tax was 26.23 Lakhs, MAT credit (18.23) Lakhs and the Deferred Tax being 2.43 Lakhs representing a substantial increase of 3132.83%.

Reason: The tax expenses increased over the financial year due to an increase in profit before tax which for March 31, 2024 was 1,341.57 lakhs as compared to previous year which stood at 157.13 lakhs, representing an increase of 753.78%.

Restated Profit after Tax

The restated profit after tax for the financial year March 31, 2024 stood at 1,161.39 Lakhs whereas for the financial year March 31, 2023, it stood at 151.56 Lakhs representing a substantial increase of 666.29% on account of increase in revenue from operations by 68.07%.

INFORMATION REQUIRED AS PER ITEM (II) (C) (I) OF PART A OF SCHEDULE VI TO THE SEBI REGULATIONS:

1. Unusual or Infrequent events of transactions

Except as described in this Red Herring Prospectus, during the period under review there have been no other events or transactions that, to our knowledge, may be described as "unusual" or "infrequent".

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

Other than as described in the section titled "Risk Factors" beginning on page 28 of this Red Herring Prospectus, to our knowledge there are no known significant economic changes that have or had or are expected to have a material adverse impact on revenues or income of our Company from continuing operations.

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

Other than as described in this Red Herring Prospectus, particularly in the sections "Risk Factors" and

"Managements Discussion and Analysis of Financial Condition and Results of Operations" on pages 28 and 235, respectively, to our knowledge, there are no known trends or uncertainties that have or had or are expected to have a material adverse impact on our sales, revenues or income from continuing operation.

4. Future relationship between cost and revenue

To the best of our knowledge, there are no future relationship between cost and revenue that would be expected to have a material adverse impact on our operations and revenues. However, increase in the cost of our manufacturing of potato flakes, will affect the profitability of the Company. Further, we may not be able to pass on the increase in prices of the raw material and other consumables, which is being procured from third party suppliers, to the customers in full and this can only be offset through cost reduction.

5. The extent to which material increases in net sales or revenue are due to increased sales volume, introduction of new products or services or increased sales prices.

Increases in our revenues are by and large linked to increases in the volume of business.

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

The Company operates in the Food Processing Industry. Relevant industry data, as available, has been included in the chapter titled "Our Industry Overview" beginning on page 124 of this Red Herring Prospectus. Further, other than as disclosed in the Restated Financial Information, we do not have any separate reportable business segments. For further details, please see section titled "Restated Financial Information" on page 196.

7. Status of any publicly announced new products or business segments.

Our Company has not announced any new products and segment / scheme, other than disclosure in this Red Herring Prospectus.

8. Dependence on few customers.

Our revenue has been dependent upon few customers. For instance, our top ten customers for the period ended March 31, 2025, March 31, 2024 and year ended March 31, 2023, accounted for 88.39%, 73.33% and 83.55% respectively of our revenue from operations for the said period. Our reliance on a selected group of customers for our business exposes us to risks, that may include, but are not limited to, reductions, delays or cancellation of orders from our significant customers, failure to negotiate favorable terms or the loss of these customers, all of which would have a material and adverse effect on the business, financial position and future prospects of our Company. For further details, refer "Risk Factor"

1. We derive a significant portion of our revenue from operations from our top 10 customers. Loss of one or more of these customers or a reduction in the amount of business we obtain from them could have an adverse effect on our business, results of operations, financial condition and cash flows. Further, we do not have service agreement with all of our customers." on page 62 of this Red Herring Prospectus

9. Competitive Conditions

We expect to continue to compete with existing and potential competitors. We have, over a period of time, developed certain competitive strengths. For details, please refer to the discussions of our competition in the sections "Risk Factors", "Industry Overview" and "Our Business" on pages 28, 124 and 138, respectively.