Shreeji Global FMCG Ltd Management Discussions

MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL POSITION AND RESULTS OF OPERATIONS

The following discussion is intended to convey managements perspective on our financial condition and results of operations and for the stub period ended on August 31, 2025 and for the year ended on March 31, 2025, March 31, 2024 and March 31, 2023. You should read the following discussion of our financial condition and results of operations together with our restated financial statements included in the Red Herring Prospectus. You should also read the section entitled "Risk Factors" beginning on page 24 of this Red Herring Prospectus, which discusses a number of factors, risks and contingencies that could affect our financial condition and results of operations. The following discussion relates to our Company and, is based on our restated financial statements, which have been prepared in accordance with Indian GAAP, the Companies Act and the SEBI Regulations. Portions of the following discussion are also based on internally prepared statistical information and on other sources. Our fiscal year ends on March 31 of each year, so all references to a particular fiscal year ("Fiscal 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 Shreeji Global FMCG Limited, our Company. Unless otherwise indicated, financial information included herein are based on our "Restated Financial Statements" for the stub period ended on August 31, 2025 and for the Financial Years 2024-25, 2023-24, and 2022-23, included in this Red Herring Prospectus beginning on page 177.

BUSINESS OVERVIEW

Our Company is engaged in, the manufacturing and processing of ground & whole spices, seeds, grains & pulses and Atta (Flour). Our products marketed under our brand name "SHETHJI" and under white label (customers logo). Our product portfolio includes a wide range of whole spices, ground spices, oilseeds, and pulses, which are processed at our facility using standardized techniques. We are engaged in the manufacturing of Ground (powdered) spices through a structured sequence of cleaning, grading, sorting, and grinding, aimed at delivering a consistent and stable range of spice & seed powders. Our product line includes channa, cumin seeds (jeera), coriander seeds, sesame seeds, nuts, kalonji seeds, fennel seeds, coriander powder, red chilli powder, and turmeric powder. Each of these products is handled under defined quality parameters to ensure uniformity in texture, aroma, and shelf life. This integrated process flow enables us to deliver both raw, processed and value-added agroproducts under own brand, catering to various customer needs in retail and bulk segments.

We offer a wide range of packaging sizes to cater to the diverse needs of our clients, with packaging options starting from 100 grams and going up to 30 kilograms. The specific packaging size is selected based on the requirements and specifications provided by the client to ensure optimal convenience and product integrity. Our larger packaging formats commonly available in 10 kg, 20 kg & 30 kg sizes, are primarily designed for wholesale buyers, corporate clients, and bulk purchasers. At times, based on client requirements, we also undertake whitelabelling or supply bulk orders without labels, typically in 50 kg packaging." These master packs are securely packed in high-quality polypropylene (PP) bags, which ensure durability and protection during transportation and storage.

For consumer-oriented products such as Papad and Dhanadal (Mouth Freshener), we use rigid box packaging to maintain product quality, enhance shelf appeal, and provide ease of handling for retail distribution. Each packaging type is chosen carefully to match the product nature, usage pattern, and end-user preferences.

For Business Overview Chapter please refer on page 113 of this Red Herring Prospectus.

SIGNIFICANT DEVELOPMENTS SUBSEQUENT TO THE LAST FINANCIAL YEAR:

After the date of last financial period i.e. August 31, 2025, there is no significant development occurred in the Company.

KEY FACTORS AFFECTING THE RESULTS OF OPERATION:

Our Companys future results of operations could be affected potentially by the following factors:

1. Changes in Laws and Regulations that apply to our Industry.

2. Changes in Fiscal, Economic or Political conditions in India

3. Failure to adapt the changing technology in our industry of operation may adversely affect our business

4. Failure to comply with regulations prescribed by authorities of the jurisdiction in which we operate

5. Competition with existing and new entrants.

6. Our ability to retain our key managements persons and other employees;

7. Companys ability to successfully implement its growth strategy and expansion plans;

8. Failure to comply with the quality standards and requirements of our customers

OUR SIGNIFICANT ACCOUNTING POLICIES

For Significant accounting policies please refer Significant Accounting Policies, "Annexure 4" beginning under Chapter titled "Restated Financial Information" beginning on page 177 of the Red Herring Prospectus.

Financial performance of the stub period for the period ended on August 31, 2025 (^ in lakhs)

Revenue from operations
Revenue from operations	25039.47	99.69
Total	25039.47
Other Income	78.47	0.31
Total Revenue	25,117.94
Expenses
Cost of Material Consumed	23265.12	92.62
Employee benefits expense	134.13	0.53
Finance Costs	110.12	0.44
Other expenses	335.27	1.33
Depreciation and amortisation expenses	45.10	0.18
Total Expenses	23,889.74	95.11
Restated profit before tax from continuing operations	1,228.20	4.89
Share of profit from Associate Company
Total tax expense	308.52
Restated profit after tax from continuing operations (A)	919.68	3.66
EBDITA	1,383.42	5.52

Standalone Financial Performance Total Income from Operations

We are engaged in the business of manufacturing, processing, trading and selling of Spices and food grains. The total revenue for the stub period was ? 25039.47 lakhs.

Total Expenditure

The total expenditure for stub period ended on August 31,2025 was ? 23889.74 lacs which is 95.11 % of the total revenue for the stub period. The major expenditure which is part of the total expenditure is Cost of Material Consumed of ? 23265.12 lacs (92.62 %) which covers expenses of purchase of raw materials. Employee Benefit Expense of ? 134.13 lacs and other Expenses of ? 335.27 lacs.

EBDITA

The EBDITA for the stub period was ? 1383.42 lacs representing 5.52 % of total Revenue.

Profit after Tax

Profit for the stub period was ? 919.68 lacs which was 3.66 % of the revenue from operations.

RESULTS OF KEY OPERATIONS in lakhs)

	For the year ended on
Particulars	March 31, 2025	March 31, 2024	March 31, 2023
Income from continuing operations
Revenue from operations	64892.15	58,822.56	46,728.56
Total Revenue from operations	64892.15	58,822.56	46,728.56
% of growth	10.32	25.88	81.25
Other Income	193.04	76.91	140.73
% total Revenue	0.30	0.13	0.30
Total Revenue	65085.19	58,899.47	46,869.29
% Increase/(Decrease)	10.50	25.67	81.60
Expenses
Cost of material consumed	61873.05	56,729.73	45,850.86
% of Revenue from operations	95.35	96.44	98.12
Employee benefits expense	294.24	236.56	116.58
% Increase/(Decrease)	24.38	102.92	9.55
Finance Costs	293.23	296.94	53.44
% Increase/(Decrease)	(1.25)	455.65	6.67
Other expenses	880.94	841.60	501.56
% Increase/(Decrease)	4.67	67.80	(13.81)
Depreciation and amortisation expenses	112.21	69.31	67.31
% Increase/(Decrease)	61.90	2.97	20.00
Total Expenses	63,453.67	58,174.14	46,589.75
% to total revenue	97.49	98.77	99.40
EBDITA	2036.96	1,091.58	400.29
% to total revenue	3.13	1.85	0.85
Restated profit before tax from continuing operations	1631.52	725.33	279.54
Exceptional Item
Total tax expense	416.39	178.04	74.54
Restated profit after tax from continuing operations (A)	1215.13	547.29	205
% to total revenue	1.87	0.93	0.44

COMPARISON OF F.Y. 2024-25 WITH F.Y. 2023-24:

Income from Operations

In FY 2024-25, the Company recorded Revenue from Operations of ?64,892.15 lakhs, as compared to ?58, 822.56 lakhs in FY 2023-24, reflecting a year-on-year growth of 10.32%. This significant increase highlights the continued expansion and strong demand for the Companys products, primarily in the spices and food grains segment.

Other Income

Other Income for FY 2024-25 stood at ?193.04 lakhs, reflecting an increase of approximately 150.99% from ?76.91 lakhs reported in FY 2023-24. This category includes income from foreign exchange fluctuation gains, interest earned on surplus funds, and export incentives. The Increase is primarily attributable to the foreign exchange gain from ? 67.63 Lakhs in FY 2023-24 to ? 139.45 Lakhs in FY 20204-25. The core components of Other Income?€”namely, foreign exchange fluctuation gains, interest income on surplus funds, and export incentives continued to increase consistently, reflecting the Companys stable treasury operations and healthy export activity. The Company remains focused on strengthening these recurring streams, which are closely aligned with its business performance and operational efficiency.

Expenditure:

Cost of material consumed

The Cost of Material Consumed increased to ?61,873.05 lakhs in FY 2024-25 from ?56,729.73 lakhs in FY 202324. Though the absolute cost increased in line with revenue growth, as a percentage of revenue, it actually decreased to 95.35 % in FY 2023-24 from 96.44 % in the prior year. This indicates improved raw material cost efficiency or better procurement and inventory management, contributing positively to gross margins.

Despite higher production and sales, the Company managed to control raw material costs proportionately, which positively impacted gross margins and reflects stronger cost discipline and supply chain effectiveness. This trend is a key indicator of the Companys ability to scale operations while maintaining or even improving profitability metrics.

Employee Benefits Expenses:

Employee benefits expenses grew significantly from ?236.56 lakhs in FY 2023 -24 to ?294.24 lakhs in FY 202425, marking an increase of 24.38%. The rise can be attributed to increased labour costs, addition of skilled manpower, or hiring in line with operational expansion. This also reflects the growing scale of operations and possible investments in workforce quality.

Finance Cost:

Finance Costs witnessed minor decline in FY 2024-25, decreasing to ?293.25 lakhs from ?296.94 lakhs in FY 2023-24 decrease of 1.25%. The slight reduction in finance costs compared to the previous year is primarily attributable to lower utilization of working capital limits, partial repayment of long-term borrowings

Other Expenses

Other expenses increased to ? 880.94 lakhs in FY 2024-25 from ? 841.60 lakhs in FY 2023-24, reflecting a growth of 4.67%. The increase was primarily driven by higher export expenses, which rose from ? 73.26 lakhs in FY 2023-24 to ? 129.34 lakhs in FY 2024-25. This increase was partially offset by a reduction in office, administration, and marketing expenses, which declined from ? 360.93 lakhs in FY 2023 -24 to ? 335.03 lakhs in FY 2024-25.

Depreciation and Amortization Expenses:

The Depreciation for F.Y. 2024-25 was ? 112.21 Lakhs as compared to ? 69.31 Lakhs for F.Y. 2023-24. It represents an increase of 61.90 % in depreciation for F.Y. 2024-25 over F.Y. 2023-24. This rise is primarily attributed to the addition of new fixed assets and capital investments made during the year to support the Companys operational expansion. The increase reflects the Companys continued investment in infrastructure, equipment, and technology upgrades aimed at enhancing production efficiency and capacity. As a result, the higher depreciation charge is in line with the growth in asset base and is indicative of the Companys strategic focus on long-term value creation through asset enhancement. The depreciation on the plant and machinery was increased by 65.88 % in FY 2024-25 in comparison to FY 2023-24. In absolute terms the depreciation was ?71.26 Lakhs in FY 2024-25 while it was ? 42.96 Lakhs in FY 2023-24.

EBIDTA

The EBIDTA for F.Y. 2024-25 was ? 1,091.58 Lakhs as compared to ? 1091.58 Lakhs for F.Y. 2023-24. The EBIDTA was 3.13 % of total Revenue as compared to 1.85 % in F.Y. 2023-24. The increase in EBITDA margin is a positive indicator of improved operational profitability and the procurement of raw material at right time so as to bring the cost of material consumed down from 96.44 % of the revenue to 95.35 % in FY 2024-25.

Profit after Tax (PAT)

PAT is ? 1215.13 Lakhs for the F.Y. 2024-25 compared to ? 547.29 Lakhs in F.Y. 2023-24. The PAT was 1.87% of total revenue in F.Y. 2024-25 compared to 0.93% of total revenue in F.Y. 2023-24. The PAT percentage was increase in FY 2024-25 as compared to FY 2023-24 can be attributed to increased revenue, controlled material costs, and better gross margins, although partially offset by higher finance and employee expenses.

COMPARISON OF F.Y. 2023-24 WITH F.Y. 2022-23:

Income from Operations

In FY 2023-24, the Company recorded Revenue from Operations of ?58,822.56 lakhs, as compared to ?46,728.56 lakhs in FY 2022-23, reflecting a year-on-year growth of 25.88%. This significant increase highlights the continued expansion and strong demand for the Companys products, primarily in the spices and food grains segment. In FY 2022-23, the revenue had already witnessed a sharp growth of 81.25% over FY 2021-22, when it was ?25,781.91 lakhs, thereby maintaining a consistent upward trajectory over three consecutive years.

Other Income

Other Income for FY 2023-24 stood at ?76.91 lakhs, reflecting a decline of approximately 45.35% from ?140.73 lakhs reported in FY 2022-23. This category includes income from foreign exchange fluctuation gains, interest earned on surplus funds, and export incentives. The decline is primarily attributable to the absence of brokerage and other income in FY 2023-24, which had contributed ?126.52 lakhs in FY 2022-23.

Despite this decline, the core components of Other Income namely, foreign exchange fluctuation gains, interest income on surplus funds, and export incentives?€”continued to increase consistently, reflecting the Companys stable treasury operations and healthy export activity. The Company remains focused on strengthening these recurring streams, which are closely aligned with its business performance and operational efficiency.

Expenditure:

Cost of material consumed

The Cost of Material Consumed increased to ?56,729.73 lakhs in FY 2023-24 from ?45,850.86 lakhs in FY 202223. Though the absolute cost increased in line with revenue growth, as a percentage of revenue, it actually decreased to 96.44% in FY 2023-24 from 98.12% in the prior year. This indicates improved raw material cost efficiency or better procurement and inventory management, contributing positively to gross margins.

Despite higher production and sales, the Company managed to control raw material costs proportionately, which positively impacted gross margins and reflects stronger cost discipline and supply chain effectiveness. This trend is a key indicator of the Companys ability to scale operations while maintaining or even improving profitability metrics.

Employee Benefits Expenses:

Employee benefits expenses grew significantly from ?116.58 lakhs in FY 2022-23 to ?236.56 lakhs in FY 202324, marking an increase of 102.92%. The rise can be attributed to increased labour costs, addition of skilled manpower, or hiring in line with operational expansion. This also reflects the growing scale of operations and possible investments in workforce quality.

Finance Cost:

Finance Costs witnessed a sharp increase in FY 2023-24, rising to ?296.94 lakhs from ?53.44 lakhs in FY 202223 an increase of 455.65%. This substantial rise is primarily attributed to an increase in working capital borrowings to support the growing scale of operations, the impact of elevated interest rates during the year further contributed to the increase in borrowing costs. This trend reflects the Companys greater reliance on debt financing as a strategic means to fuel its expansion and operational growth.

Other Expenses

Other Expenses increased to ? 841.60 Lakhs for F.Y. 2023-24 against ? 501.56 Lakhs in F.Y. 2022-23 showing increase of 67.80 %. This rise is primarily introduction of Net Commission and Brokerage expenses amounting to ?124.32 lakhs, which were nil in the previous fiscal year. This reflects the Companys strategic focus on expanding its marketing and distribution network, as well as a more aggressive push into B2B sales channels, resulting in higher commissions to sales agents, distributors, and facilitators.

In addition, there was a notable increase in expenses related to exports and processing, which surged from ?170.32 lakhs in FY 2022-23 to ?348.21 lakhs in FY 2023-24. This uptick is aligned with the Companys growing presence in international markets and a higher volume of outsourced processing activities to meet rising demand.

The rise in sales promotional expenses including participation in trade fairs, digital marketing campaigns, and promotional events?€”also contributed to the overall increase in Other Expenses.

Collectively, these costs underscore the Companys commitment to scaling operations, penetrating new markets, and strengthening its brand visibility, all of which are essential components of its long-term growth strategy.

Depreciation and Amortization Expenses:

The Depreciation for F.Y. 2023-24 was ? 69.31 Lakhs as compared to ? 67.31 Lakhs for F.Y. 2022-23. It represents an increase of 2.97 % in depreciation for F.Y. 2023-24 over F.Y. 2022-23. This rise is primarily attributed to the addition of new fixed assets and capital investments made during the year to support the Companys operational expansion. The increase reflects the Companys continued investment in infrastructure, equipment, and technology upgrades aimed at enhancing production efficiency and capacity. As a result, the higher depreciation charge is in line with the growth in asset base and is indicative of the Companys strategic focus on long-term value creation through asset enhancement.

EBIDTA

The EBIDTA for F.Y. 2023-24 was ? 1,091.58 Lakhs as compared to ? 400.29 Lakhs for F.Y. 2022-23. The EBIDTA was 1.85 % of total Revenue as compared to 0.85 % in F.Y. 2022-23. The increase in EBITDA margin is a positive indicator of improved operational profitability, despite increased costs in certain areas.

Profit after Tax (PAT)

PAT is ? 547.29 Lakhs for the F.Y. 2023-24 in compared to ? 204.93 Lakhs in F.Y. 2022-23. The PAT was 0.93% of total revenue in F.Y. 2023-24 compared to 0.44% of total revenue in F.Y. 2022-23. The PAT percentage was increase in FY 2023-24 as compared to FY 2022-23 can be attributed to increased revenue, controlled material costs, and better gross margins, although partially offset by higher finance and employee expenses.

COMPARISON OF F.Y. 2022-23 WITH F.Y. 2021-22:

Income from Operations

During the financial year 2022-23, the Company recorded a significant growth in its operational performance. The total revenue from operations stood at ?46,728.56 lakhs, marking an impressive increase of approximately 81.25% as compared to ?25,781.91 lakhs in the previous financial year 2021-22. This robust growth can primarily be attributed to the strong demand across the Companys products and services and the strategic expansion in its business operations.

Other Income

The Company also witnessed a considerable rise in its Other Income, which amounted to ?140.73 lakhs in F.Y. 2022-23, as against ? 27.82 lakhs in F.Y. 2021-22. The other income mainly comprises brokerage and miscellaneous income, export incentives and subsidies, and interest income from financial activities. This notable rise was primarily driven by Brokerage and Other Income amounting to ?126.52 lakhs in FY 2022-23, which was nil in the previous fiscal year. The increase reflects improved realization from non-core income sources and better interest earnings.

Expenditure:

Cost of material consumed

The Cost of material consumed for F.Y. 2022-23 was ? 45,850.86 Lakhs against the cost of Purchase of ? 24,862.80 Lakhs in F.Y. 2021-22. The Cost of material consumed was 98.12 % of the total revenue from operations in F.Y 2022-23 as against 96.44 % of total revenue from Operations in F.Y 2021-22. The increased consumption is directly related to the scale of production and the surge in business volumes during the year under review.

Employee Benefits Expenses:

The Employee Expenses for F.Y. 2022-23 was ? 116.58 lakhs against the expenses of ? 106.42 lakhs in F.Y. 2021-22 showing increase by 9.55 %. The rise in employee costs is mainly due to increments in salaries and wages, along with enhanced remuneration to the Directors, in line with the companys expanding scale of operations.

Finance Cost:

The Finance Cost for the F.Y. 2022-23 was ? 53.44 Lakhs against the cost of ? 50.10 Lakhs in the F.Y. 2021-22 showing increase of 6.67 %. The increase was primarily on account of higher interest expenses incurred on working capital borrowings and elevated bank charges due to increased transactional volume.

Other Expenses

In FY 2022-23, Other Expenses declined by 13.81%, reducing from ?581.89 lakhs in FY 2021-22 to ?501.56 lakhs. Despite the overall decrease, Office, Administration, and Marketing Expenses rose significantly to ?327.10 lakhs from ?221.95 lakhs, reflecting the Companys strategic focus on enhancing its marketing efforts and strengthening administrative infrastructure. The decline in total expenses was driven by effective cost optimization in other areas, showcasing improved financial discipline while continuing to invest in business growth and brand development.

Depreciation and Amortization Expenses:

The Depreciation for F.Y. 2022-23 was ? 67.31 Lakhs as compared to ? 56.09 Lakhs for F.Y. 2021-22. The depreciation was increased by 20 % in F.Y. 2022-23 as compared to F.Y. 2021-22. The increase in depreciation is aligned with the addition of new fixed assets and capital investments made to support the operational scale-up.

EBIDTA

The EBIDTA for F.Y. 2022-23 was ? 400.29 Lakhs as compared to ? 258.62 Lakhs for F.Y. 2021-22, because of an increase in the business of the company by 81.60 % in FY 2022-23 as compared to FY 2021-22. The EBIDTA was 0.85% of total Revenue as compared to 1.00% in F.Y. 2021 -22, indicating a marginal compression in margins due to higher cost of inputs and increased operating expenses.

Profit after Tax (PAT)

PAT for the year was ?204.93 lakhs, which shows a substantial growth of 81.30% over the previous years PAT of ? 113.04 lakhs. Despite the growth in absolute profit, the PAT margin remained constant at 0.44% of total revenue in both F.Y. 2022-23 and F.Y. 2021-22, indicating that while the top line and profit increased proportionately, the relative margin on revenue remained unchanged.

CASH FLOW

(^.in Lacs)

Particulars	August 31, 2025	March 31, 2025	March 31, 2024	March 31, 2023
Net cash from Operating Activities	157.58	(17.39)	(564.65)	(577.67)
Net cash flow from Investing Activities	102.08	(188.91)	(90.17)	(348.03)
Net Cash Flow Financing Activities	(199.94)	(201.03)	653.67	934.47

Cash Flow August 31, 2024

During the five months ended August r 31, 2025, the Company reported positive cash flow from operating activities amounting to ?157.58 lakhs. The investment in working capital is lee than the cash generated from the operation.

In the investing activities, the Company incurred a net inflow of ?102.08 lakhs, driven by sale of investment On the financing side, the Company negative cash flow of ?199.94 lakhs, indicating the repayment of short term and long term borrowings.

Cash flow March 31, 2025

For the financial year ended March 31, 2025, the Company reported a Negative cash outflow from operating activities amounting to ?17.39 lakhs. Although the Company generated a positive cash inflow of ?2038.74 lakhs before working capital adjustments?€”mainly due to profit for the period, depreciation, and interest expense?€”the overall operating cash flow turned negative after factoring in a significant increase in working capital requirements (likely due to higher inventory, receivables, or other current assets).

In terms of investing activities, the Company experienced a net cash outflow of ?188.91 lakhs. This outflow is largely attributed to capital expenditures and investments during the year, which suggests a more cautious approach to investing in new assets and expansion.

The net cash inflow from financing activities was ?201.03 lakhs, This inflow primarily reflects the proceeds from new borrowings and financing arrangements, demonstrating the Companys reliance on external debt to support its ongoing business activities and investments.

Overall, the cash flow position for the year indicates a continued need for funding through financing activities, as the company works to balance cash generation from operations and investment in growth initiatives.

Cash flow March 31, 2024

For the financial year ended March 31, 2024, the Company reported a Negative cash outflow from operating activities amounting to ?564.58 lakhs. Although the Company generated a positive cash inflow of ?1080.93 lakhs before working capital adjustments?€”mainly due to profit for the period, depreciation, and interest expense?€”the overall operating cash flow turned negative after factoring in a significant increase in working capital requirements (likely due to higher inventory, receivables, or other current assets).

In terms of investing activities, the Company experienced a net cash outflow of ?90.17 lakhs, a reduction compared to the previous years outflow of ?348.03 lakhs. This decrease is largely attributed to lower capital expenditures and investments during the year, which suggests a more cautious approach to investing in new assets and expansion.

The net cash inflow from financing activities was ?653.67 lakhs, significantly higher than the ?934.47 lakhs in the prior year. This inflow primarily reflects the proceeds from new borrowings and financing arrangements, demonstrating the Companys reliance on external debt to support its ongoing business activities and investments.

Overall, the cash flow position for the year indicates a continued need for funding through financing activities, as the company works to balance cash generation from operations and investment in growth initiatives.

Cash flow March 31, 2023

For the financial year ended March 31, 2023, the Company experienced a net cash outflow from operating activities amounting to ?577.67 lakhs. Although the Company generated a positive cash inflow of ?389.34 lakhs before working capital adjustments?€”mainly due to profit for the period, depreciation, and interest expense?€”the overall operating cash flow turned negative after factoring in a significant increase in working capital requirements (likely due to higher inventory, receivables, or other current assets).

In terms of investing activities, the Company recorded a net cash outflow of ?348.03 lakhs, compared to ?311.27 lakhs in the previous year. This outflow reflects the Companys investments in fixed assets, infrastructure, and other capital expenditures, aligning with its growth strategy and the ongoing expansion of its operational capacity.

For financing activities, the Company generated a net cash inflow of ?934.47 lakhs, a notable increase from the ?196.66 lakhs recorded in the previous year. This significant inflow primarily stems from new borrowings and financing arrangements aimed at supporting the Companys expansion plans and operational requirements. The reliance on external financing indicates the Companys approach to leveraging debt for growth and investment in assets.

Information required as per Item 11 (II) (C) (iv) of Part A of Schedule VI to the SEBI Regulations:

1. Unusual or infrequent events or transactions.

To our knowledge there have been no unusual or infrequent events or transactions that have taken place during the last three years.

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

Our business has been subject, and we expect it to continue to be subject to significant economic changes arising from the trends identified above in Factors Affecting our Results of Operations and the uncertainties described in the section entitled "Risk Factors" beginning on page 24 of this Red Herring Prospectus. To our knowledge, except as we have described in this Red Herring Prospectus, there are no known factors which we expect to bring about significant economic changes.

3. Income and Sales on account of major product/main activities.

A significant portion of our revenue is derived from the processing of whole seeds, which encompasses a wide range of products including spices, pulses, millets, seeds, grains, cereals, and oilseeds. These core activities form the backbone of our income and sales, reflecting the Companys primary focus on providing high-quality processed products to both retail and corporate clients. The consistent demand for these products, coupled with our processing capabilities, drives a steady revenue stream and positions us as a key player in the market for these essential commodities.

4. Whether the company has followed any unorthodox procedure for recording sales and revenues

Our Company has not followed any unorthodox procedure for recording sales and revenues.

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

Apart from the risks as disclosed under Section titled "Risk Factors beginning on page 24 in this Red Herring Prospectus, in our opinion there are no other known trends or uncertainties that have had or are expected to have a material adverse impact on revenue or income from continuing operations.

6. 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 revenues are by and large linked to increases in volume of business.

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

The Company is in the business of manufacturing, processing, trading and selling of Spices and food grains, as available, has been included in the chapter titled ""Industry Overview" beginning on page no 107 of this Red Herring Prospectus.

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

The Company plans to utilize the proceeds from the proposed issue towards the expansion of its existing business operations and the launch of a new product range. This includes the introduction of Blended Spices, such as Garam Masala, Tea Masala, Chhole Masala, Sambhar Masala, Pav Bhaji Masala, Pani Puri Masala, Sabji Masala, Kitchen King Masala, Chicken Masala, Meat Masala, Chatpata Chat Masala, Buttermilk Masala, Chewda Masala, Dry Ginger Powder (Sunth), Black Pepper Powder (Mari), Dry Mango Powder (Aamchur), among others. In addition, the Company also intends to launch Multigrain and Millet-based flours (Atta), including bajra flour, ragi flour, jowar flour, and other multigrain blends, in response to the growing consumer demand for healthy, nutritional alternatives.

For further information on this product expansion, please refer to page no. 113 of the chapter titled "Business Overview" in the Red Herring Prospectus. Apart from the product initiatives mentioned in the Red Herring Prospectus, the Company has not publicly announced any other new products or business segments as of the date of this document.

9. The extent to which business is seasonal.

One of the key factors driving the stability of our business is that we do not rely on a seasonal model, despite the nature of the spice and grain industry. Now a days in the Indian market, consumers generally do not prefer to store spices and grains for an entire year, and with a strong mix of retail and corporate clients, our business remains consistent throughout the year. Additionally, our expansion into exports has further diversified our revenue

streams, as it is not subject to seasonal fluctuations. This combination of domestic retail, corporate sales, and international exports ensures a steady demand for our products year-round, providing resilience and mitigating the impact of seasonality on our business performance.

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

The Company is not dependent on few suppliers for its requirement.

11. Competitive conditions.

We face competition from existing and potential competitors which is common for any business. We have, over a period, developed certain competitors who have been discussed in section titles "Business Overview" beginning on page no. 113 of this Red Herring Prospectus.

Financial Indebtedness

(Rs. In Lakhs)

Name of Lander	Original Sanction Date	Credit Facility	Sanction Amount	Outstanding Amount as on August 31, 2025	Interest Rate	Tenure	Security
State Bank of India	September 26, 2019	Cash Credit (Working Capital)	2000.00	1,974.58	Interest rate at the rate of 0.95% above the Marginal Cost of Funds Based Lending Rate	On Demand	Primary Security 1. Hypothecation of Raw Material, Stock in process, Finished Goods, Book Debt, Receivables and all Other Current Assets of the Company.
		EPC/FBD (Sub Limit of Cash Credit)	400.00		Interest rate at the rate of 1.15% above the T-Bill rate.		2. Hypothecation of Plant and Machinery present and Future.
		CEL (Sub Limit of Cash Credit)	50.00				3. Immovable property of Industrial Shed constructed on NA land area 2409.50 Sq Mtrs (Total built-up area 1737-13 sq mtr) of Plot No. 8 area known as Shreenathji Industrial
		Term Loan I	42.00	37.72	Interest rate at the	84 Months	Zone 11" situated at -Kherva Revenue
		Term Loan II	105.00	148.93	rate of 0.95% above the Marginal Cost of Funds Based Lending Rate		Survey No. 172 in Taluka Wankaner and District Morbi in the name of Shreeji Agri Commodity Pvt Ltd
		Term Loan III (Fresh)	54.00	44.92	Interest rate at the rate of 0.00% above the Marginal Cost of Funds Based Lending Rate	60 Months	Collatei al Security 1. Immovable property of a Residential House having a land area 120-73 Sq Mtrs + Open NA Land area 72-49 (Total 193-22 Sq Mtr) of Plot No. 30 situated at Village Raiya
		Term Loan IV (Fresh)	166.00	80.91	Interest rate at the rate of 0.95% above the Marginal Cost of Funds Based Lending Rate	84 Months	P No. 272 in District Rajkot in the name of Jitendrakumar T Kakkad and Govindbhai T Kakkad urfe Vivekbhai T Kakkad 2. Industrial Shed admeasuring land area ?096 - 10 Sq mtr i e ?507 - 1 5 Sq yards of Plot
		GECL-EXT	55.00	39.03	Interest rate at the rate of 0.75% above Marginal Cost of Funds Based Lending Rate	60 Months	no 9 area known as "Shreenathji Industrial Zone-11" situated at Kherva Revenue Survey No 172 in Taluka Wankaner and District Morbi in the name of Shreeji Agri Commodity Pvt Ltd

							3. Immovable property of Industrial Shed constructed on land area admeasuring 1500 Sq Mtr. of Plot No. 72 area known as "Amrut Park-1 and Amrut Park -2" Revenue Survey No. 178 paiki of Village Kuvadava, District Rajkot in the name of Shreeji Agri Commodity Pvt Ltd
							4. Shop No. 90 with area admeasuring 75.44 Sq Mtrs situated at "Part B" of Gondal APMC lying and situated at RS No. 484/A, 484/1-2-3-4, 485/1-3, 486, 488/2, 489, 490, 491 paiki of Gondal, District Rajkot in the name of Tulsidas Mohanbhai Kakkad
							5. Immovable property of General Industrial use NA land area 3358.75 Sq Mtrs of Plot No. 1, area known as "Shreenathji Industrial Zone - 11" situated at Kherva Revenue Survey No 172 in Taluka Wankaner, District Morbi in the name of Vivek Tulsidas Kakkad
							6. Cash Collateral in the form of TDR amounting to Rs. 1.04 crore in the name of Shreeji Agri Commodity Private Limited Third Party Guarantee:
							1. Jitendrakumar Tulshidas Kakkad
							2. Dhruti Jitendra Kakkad
							3. Vivek Tulshidas Kakkad
							4. Tulsidas Mohanlal Kakkad
		Term Loan V	60.00	58.29
Total				2,441.57

Terms & Conditions

1. Unit to ensure that Related Party Transactions are done at arms length distance as per the Banks instruction.

2. The Company to ensure that surplus cash accruals to be utilized for accelerated repayment of term loan.

3. The promoters to ensure end use of funds and utilization of Bank finance for the purpose it have been proposed/lend.

4. Opening / Maintaining current account with non-lenders without Banks approval would amount to event of default and without permission will be treated as an act of willful default.

5. Any investment in associates/ subsidiaries without banks prior approval to attract penal interest @0.25% p.a.

6. The Borrower to ensure that the none of the directors/ partners or associate companies name appear in the shell companies list circulated by MCA/FIU-IND; Companies struct off from the Registrar of Companies & suspected shell companies published by SEBI. Any adverse position will be taken very seriously and the company to ensure meticulous compliance of banks extant in this regard.

Enhanced / Panel Interest

1. Enhanced/ penal rate of interest as applicable/decided by the bank from time to time will be charged for the period of delay in respect of:

a) Delayed/non-submission of financial data required for review / renewal of limits

b) Delayed/non-submission of annual financial statements

c) Delayed/non-submission of stock statements

d) Non-renewal of insurance policy(ies)

e) Diversion of Funds

f) Adverse deviation from stipulated level in respect of various parameters

2. Enhanced / Penal rate will be charged on the excess drawings in case any irregularity / breach of the Banks extant instructions/guidelines applicable from time to time. Enhanced / Penal interest will be compounded monthly.

Mandatory Negative Covenants

1. The unit should not be dissolved or reconstituted without obtaining Banks Prior approval in writing.

2. The bank will have the option of appointing its nominee on the Board of Directors of the unit to look after its interests.

3. All money raised by way of deposits from friends. Relatives, and /or from any other source should not be withdrawn repaid during the currency of banks advance.

4. During the currency of the bank s credit facilities, the unit/ Guarantor will not, without the banks prior permission in writing

?€? Formulation of any scheme of amalgamation or reconstruction or merger or de- merger

?€? Effect any change in the units Capital structure,

?€? Any New project or Scheme of expansion or Acquisition of fixed assets if such investment results in breach of financial covenant(s) or diversion of working capital funds for financing long-term assets.

?€? Investment by way of share capital or Loan or Advance funds to or Place deposits with any other concern (including group companies). Further, such investment should not result in breach of financial covenants relating to TOL/Adj. TNW and Current Ratio agreed upon at the time of sanction.

?€? Declare dividends for any year except out of profits relating to that year after making all due and necessary provisions and provided further that no default is subsisting in any repayment obligations to the Bank.

?€? Create any charge, lien or encumbrance over its undertaking or any part thereof in favour of any financial institution, bank, company, firm or persons.

?€? Effect any drastic change in their management setup.

?€? Sell, assign, mortgage or otherwise dispose off any assets charged to the bank.

Unsecured Loan (Rs. In Lakhs)
Name Of Lander	Sanction Amount (Rs. In Lakhs)	Outstanding Amount as on August 31, 2025	Interest Rate	Tenure
Shree Ram Finance	300.00	294.36	15.00 %	12 Months
Jitendra kakkad	-	55.00	Interest Free	On Demand
Shreeji Agri Brokers	-	13.13	Interest Free	On Demand
Shethji Warehousing & Logistics Pvt Ltd	-	208.53	Interest Free	On Demand
Total		571.02	1