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Shreeji Shipping Global Ltd Management Discussions

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Apr 7, 2026|05:30:00 AM

Shreeji Shipping Global Ltd Share Price Management Discussions

RESULTS OF OPERATIONS

This Red Herring Prospectus may include forward-looking statements that involve risks and uncertainties, and our actual financial performance may materially vary from the conditions contemplated in such forward-looking statements as a result of various factors, including those described below and elsewhere in this Red Herring Prospectus. For further information, see “Forward-Looking Statements” on page 20. Also read “Risk Factors” and “- Significant Factors Affecting our Results of Operations and financial condition” on pages 37 and 329, respectively, for a discussion of certain factors that may affect our business, financial condition or results of operations.

You should read the following discussion in conjunction with our Restated Consolidated Financial Information included herein as of and for the Fiscal 2025, 2024 and 2023, including the related notes, schedules and annexures. Our Restated Consolidated Financial Information have been prepared in accordance with Ind AS and restated in accordance with the requirements of Section 26 of the Companies Act, 2013, the SEBI ICDR Regulations and the Guidance Note. Ind AS differs in certain material respects from IFRS and US GAAP.

Our Financial Year commences on April 1 and ends on March 31 of each year, and all references to a particular Financial Year are to the 12 months ended March 31 of that year. Unless otherwise stated, or the context otherwise requires, the financial information used in this section is derived from section titled “Financial Information” beginning on page 268.

We have exclusively commissioned and paid for the services of independent third party research agency, Dun & Bradstreet (“D&B) for the purposes of confirming our understanding of the industry in connection with the Issue, and have relied on the report titled “Indian Shipping and Logistic Industry” dated August 05, 2025 (the “D&B Report), for industry related data in this Red Herring Prospectus, including in the sections “Industry Overview”, “Our Business” and “Managements Discussion and Analysis of Financial Condition and Results of Operations” on pages 143, 143 and 329, respectively. We officially engaged D&B in connection with the preparation of the D&B Report pursuant to an engagement letter dated July 24, 2024. The D&B Report is available on the website of our Company at www.shreejishipping.in till the Bid/Issue Closing Date and has also been included in “Material Contracts and Documents for Inspection - Material Documents” on page 459. The data included herein includes excerpts from the D&B Report and may have been re-ordered by us for the purposes of presentation. There are no parts, data or information (which may be relevant for the proposed Issue), that has been left out or changed in any manner. Unless otherwise indicated, all financial, operational, industry and other related information derived from the D&B Report and included herein with respect to any particular year, refers to such information for the relevant financial year.

Overview

Our company provides shipping and logistic solution for dry bulk cargo at various Ports and Jetties at India and Sri Lanka. As of March 31, 2025, we have fleet of more than 80 vessels (consisting of Barges, Mini Bulk Carriers (MBCs), Tug Boats and floating cranes) and more than 370 earthmoving equipment (consisting of Material Handling machines, Excavators, pay loaders, Tippers including Trailers, Tankers and Other Vehicles) in services of our clients. We have a legacy of more than three decades in the shipping and logistic industry with prominent experience in cargo handling, transportation, fleet chartering and equipment rentals and other ancillary services. We are the flagship company of Jamnagar based “Shreeji Group”, promoted and led by Ashokkumar Haridas Lal and Jitendra Haridas Lal, having combined experience of more than 60 (sixty) years in the shipping and logistics industry. Under their leadership, our company has evolved into an integrated shipping and logistic solution provider for dry bulk cargo handling at all-weather and seasonal ports in India and Sri Lanka. Though, we provide our services at major ports, we are primarily focused on non-major ports and jetties, particularly along the West Coast of India. As of March 31, 2025, we have provided our services at more than 20 (Twenty) ports and jetties including Major Indian ports at Kandla, Non-major ports at Navlakhi, Magdalla, Bhavnagar, Bedi and Dharmatar and overseas port at Puttalam Port (Sri Lanka). (Source: Dun & Bradstreet Report).

Our company was erstwhile established as partnership firm in the year 1995, in the name of M/s. Shreeji Shipping. With our promoters, Ashokkumar Haridas Lal and Jitendra Haridas Lal, having significant experience in the shipping and logistics sector, the partnership firm has evolved its business to provide integrated shipping and logistic services, which later on converted in our present company in April, 2024, in order to optimise the business operations and avail benefits of corporate structure.

We offer comprehensive shipping and logistic solutions for dry bulk cargo, including cargo handling and transportation services. Under our cargo handling segment, we provide STS (Ship to Ship) Lighterage, Stevedoring and other port services including cargo management services. Further, as a part of logistic supply chain, we also provide transportation services for dry bulk cargo including port to premise drop-off and vice versa.

For the fiscal ended 2025, 2024 and 2023, our company handled total cargo volume of 15.71 MMTs, 13.78 MMTs and 13.87 MMTs, respectively. For the same period, volume of cargo transported by our company was 2.49 MMTs, 2.74 MMTs and 2.96 MMTs, respectively.

We believe that our prolong experience in the shipping and logistic industry and wide network of transportation and distribution model helps us to deliver our solutions to customers engaged across various industries. We primarily cater to the needs of our customers in various sectors including Oil and Gas, Energy and Power, Fast Moving Consumer Goods (FMCG), Coal and Metal Industry. Our complete integrated end to end shipping and logistic services provides our customers with a preferable option of single-window solutions thereby negating the need to approach multiple service providers at different levels in the chain of shipping and logistic services. Further, our integrated service model provides us with greater business opportunities from our customers involving wide range of services, contributing to our revenue and profitability.

For the fiscal year ended March 31, 2025, on a restated consolidated basis, we generated a revenue from operations of Rs. 6,076.13 million, EBITDA from continuing operations of Rs. 2,006.82 million and PAT from continuing operations of Rs. 1,412.37 million. According to Dun & Bradstreet, the cargo handled at ports in India is expected to grow at a CAGR of 10.80% from 1,540 MMTs of cargo in Fiscal 2024 and to 2,849 MMTs in Fiscal 2030. Further, total cargo handled by ports situated in Gujarat is expected to increase from 317.20 MMTs in Fiscal 2024 to 720 MMTs in Fiscal 2030, representing CAGR of 17.50%.

Key Performance Indicators

Details of KPIs for the Fiscal 2025, 2024 and 2023:

Particulars For the fiscal ended
2025 2024 2023
GAAP Measures
1. Total Income (Rs. in million) 6,104.50 7,361.74 8,273.29
2. Revenue from Operations (Rs. in million) 6,076.13 7,310.03 8,269.97
3. Profit after tax (PAT) (Rs. in million) 1,412.37 1,245.12 1,188.85
Non-GAAP Measures
4. PAT Margin (%) 23.24% 17.03% 14.38%
5. EBITDA (Rs. in million) 2,006.82 1,978.91 1,887.13
6. EBITDA Margin (%) 33.03% 27.07% 22.82%
7. Return on Equity (RoE) (%) 42.91% 43.61% 58.17%
8. Return on Capital Employed (%) 28.09% 35.33% 38.05%
9. Net Operating Cash Flows (Rs. in millions) 1,387.89 1,585.58 1,527.01
10. Fixed Tangible Asset Turnover Ratio (in Times) 1.55 1.97 2.29
11. Debt to Equity Ratio (in Times) 0.75 0.50 0.69
12. Debt Service Coverage Ratio (in Times) 15.49 7.60 2.84
13. Current Ratio (in Times) 0.95 1.50 1.06
Operational Measures
14. Volume of Cargo Handled (in MMTs) 15.71 13.78 13.87
15. Volume of Cargo Transported (in MMTs) 2.49 2.74 2.96
16. Number of Customers served 106 102 96

Notes:

1. Total Income means addition of revenue from operations and other income.

2. Revenue from Operations means addition of revenue from customers and other operating income.

3. PAT means profit for the year provides information regarding the overall profitability of the business.

4. PAT Margin (%) = PAT / Revenue from Operations.

5. EBITDA = Restated profit after tax for the year before exceptional items + finance costs + total tax expense/(credit) + depreciation and amortisation expense.

6. EBITDA Margin (%) = EBITDA / Revenue from Operations.

7. Return on Equity is calculated as restated profit after tax for the year divided by average total equity.

8. Return on Capital Employed (%) is calculated as earning before interest and tax (EBIT) / Capital Employed. EBIT is calculated as “Profit before tax + Interest expenses ” and Capital Employed is calculated as “Total Equity + Non-Current Borrowings + Current Borrowing+ Deferred Tax Asset/(Liability)-Intangible Assets including Intangible Assets under Development ”.

9. Net Operating Cash Flows means Cash Generated from Operations after income taxes paid.

10. Fixed Tangible Asset Turnover Ratio is calculated as restated revenue from operations divided by Tangible assets for the respective year.

11. Debt to Equity ratio is calculated as Total of “non-current borrowings and current borrowings” / Total Equity.

12. Debt Service Coverage Ratio is calculated as earnings available for debt services (calculated as Profit before tax + interest expenses + Depreciation and amortisation expenses+(Profit)/Loss on sale of fixed assets) divided by Total interest and principal repayments.

13. Current ratio is calculated as restated total current assets divided total current liabilities.

14. Volume Cargo Handled represents Million Metric Tonnes (MMTs) of cargo handled by the company under its cargo handling vertical for the respective year.

15. Volume Cargo Transported means Million Metric Tonnes (MMTs) of cargo transported by the company under its transportation vertical for the respective year.

16. Number of customers served means customers for the respective period/year. Such number of customers may consist of common parties in all of the respective year.

Key Performance Indicators and Non-GAAP Financial Measures

We use certain supplemental Non-GAAP Measures and certain operational performance indicators such as cargo handled at Indian Ports and overseas ports and number of customers served to review and analyse our financial and operating performance from period to period, to evaluate our business, and for forecasting purposes. Although these Non-GAAP Measures, financial and operational performance indicators and other industry measures are not a measure of performance calculated in accordance with applicable accounting standards, our management believes that they are useful to an investor in evaluating us because they are widely used measures to evaluate a companys operating and financial performance. Further, our management believes that when taken collectively with financial measures prepared in accordance with Ind AS, these Non-GAAP Measures, financial and operational performance indicators and other industry measures may be helpful to investors because they provide an additional tool for investors to use in evaluating our ongoing results and trends. Presentation of these Non- GAAP Measures, financial and operational performance indicators and other industry measures should not be considered in isolation from, or as a substitute for, analysis of our historical financial performance, as reported and presented in our Restated Consolidated Financial Information set out in this Red Herring Prospectus.

These Non-GAAP Measures, financial and operational performance indicators and other industry measures are not defined under, or presented in accordance with, Ind AS and have limitations as analytical tools which indicate, among other things, that they do not reflect our cash expenditures or future requirements for capital expenditure or contractual commitments; changes in, or cash requirements for, our working capital needs; and the finance cost, or cash requirements. Although depreciation and amortization are non-cash charges, the assets being depreciated and amortised will often have to be replaced in the future, and these measures do not reflect any cash requirements for such replacements.

These Non-GAAP Measures, financial and operational performance indicators and other industry measures may differ from similar titled information used by other companies, who may calculate such information differently and hence their comparability with those used by us may be limited. Therefore, these Non-GAAP Measures, financial and operational performance indicators and other industry measures should not be viewed as substitutes for performance or profitability measures under Ind AS or as indicators of our operating performance, financial condition, cash flows, liquidity or profitability. Set out below are definitions of, and reconciliation to GAAP measures pertaining to, certain key Non-GAAP Measures presented in this Red Herring Prospectus, along with a brief explanation of their calculation. Also see “Risk Factors· 52. This Red Herring Prospectus includes certain Non-GAAP Measures, financial and operational performance indicators and other industry measures related to our operations and financial performance. The Non-GAAP Measures and industry measures may vary from any standard methodology that is applicable across the Indian shipping and logistics industry and, therefore, may not be comparable with financial or industry related statistical information of similar nomenclature computed and presented by other companies." on page 74.

EBIT, EBITDA and EBITDA Margin

“EBIT" is defined as earnings before interest, taxes and exceptional item after. “EBITDA" is defined as earnings before interest, taxes, depreciation and amortisation and exceptional item. “EBITDA Margin" is defined as our EBITDA during a given period as a percentage of revenue from operations during that period. The table below reconciles our profit for the particular period/year to EBIT and EBITDA, for the periods indicated, and sets out our EBITDA Margin, for the periods indicated.

Particulars For the fiscal ended
2025 2024 2023
Profit for the Year (A) 1,412.37 1,245.12 1,188.85
Add:
Interest Expenses 119.52 107.16 158.22
Tax Expenses 476.58 423.64 405.78
Adjustment of Exceptional Item(1) (218.16) 0.18 (33.73)
EBIT (B) 1,790.31 1,776.10 1,719.12
Add:
Depreciation and Amortization Expenses 216.51 202.81 168.01
EBITDA (C) 2,006.82 1,978.91 1,887.13
Revenue from operations (D) 6,076.13 7,310.03 8,269.97
EBITDA Margin (C/D) (%) 33.03% 27.07% 22.82%
Change in basis points (bps) from previous year(%) 5.96 4.25 -
Percentage increase/(decrease) from previous year (%)(2) 22.01% 18.63% -

(1) Exceptional item consists of (gain)/loss on sale of fixed assets.

(2) The EBITDA Margin for the Fiscal 2025, has increased by 22.01% from 27.07?% in Fiscal 2024 to 33.03% in Fiscal 2025. While, EBITDA Margin increased by 18.63% from 22.82% in Fiscal 2023 to 27.07% in Fiscal 2024. The primary reason for such increase is due to cost optimisation leading to reduced cost of service as a percentage of revenue from operations.

Profit After Tax and Profit After Tax Margin (%)

“Profit After Tax” means profit for the year and provides information regarding the overall profitability of the business. “Profit After Tax Margin” quantifies our efficiency in generating profits from our revenue and is calculated by dividing our profit for the year by our revenue from operations during the relevant year. The table below sets out our Profit Margin, for the periods indicated.

Particulars For the fiscal ended
2025 2024 2023
Profit for the Year (A) 1,412.37 1,245.12 1,188.85
Revenue from operations (B) 6,076.13 7,310.03 8,269.97
Profit Margin (A/B) (%) 23.24% 17.03% 14.38%
Change in basis points (bps) from previous year (%) 6.21 2.66 -
Percentage increase/(decrease) from previous year (%)(1) 36.47% 18.49% -

(1) The PAT Margin for the Fiscal 2025, has increased by 36.47% from 17.03% in Fiscal 2024 to 23.24% in the Fiscal 2025. While, PAT Margin increased by 18.49% from 14.38% in Fiscal 2023 to 17.03% in Fiscal 2024. The primary reason for such increase is due to cost optimisation leading to reduced cost of service as a percentage of revenue from operations.

Return on Equity (%)

Return on equity (“RoE”) is calculated as restated profit after tax for the year divided by average total equity and is expressed as a percentage. The table below sets out the reconciliation of our RoE to our profit, for the periods indicated.

Particulars For the fiscal ended
2025 2024 2023
Profit for the Year (A) 1,412.37 1,245.12 1,188.85
Average Total Equity (B) 3,291.77 2,854.95 2,043.89
RoE (A/B) (%) 42.91% 43.61% 58.17%
Change in basis points (bps) from previous year (%) (0.71) (14.55) -
Percentage increase/(decrease) from previous year (%)(1) (1.62%) (25.02%) -

(1) Our RoE decreased by 1.62% to 42.91% in Fiscal 2025 from 43.61% in Fiscal 2024 and decreased by 25.02% to 43.61% in Fiscal 2024 from 58.17% in Fiscal 2023 primarily due to increase in our average total equity.

Return on Capital Employed (%)

Return on Capital Employed (“RoCE”) is calculated as earnings before interest and tax (EBIT) divided by Capital Employed and is expressed as a percentage. The table below sets out the reconciliation of our RoCE to our profit, for the periods indicated:

Particulars For the fiscal ended
2025 2024 2023
EBIT (A) 1,790.31 1,776.10 1,719.12
Capital Employed
Total Equity 3,431.72 3,151.83 2,558.07
Add: Long Term Borrowing 30.63 1,116.97 1,022.29
Add: Short Term Borrowing 2,534.09 471.87 732.22
Add: Deferred Tax (Assets)/Liability 421.93 324.92 231.30
Less: Intangible Asset and Goodwill (including Intangible Asset Under Development) 44.89 38.74 26.34
Total Capital Employed (B)(1) 6,373.49 5,026.85 4,517.55
RoCE (A/B) (%) 28.09% 35.33% 38.05%
Change in basis points (bps) from previous year (%) (7.24) (2.72) -
Percentage increase/(decrease) from previous year (%)(1) (20.50%) (7.15%) -

(1) Capital Employed is calculated as “Total Equity + Non-Current Borrowings + Current Borrowing+ Deferred Tax Asset/(Liability) · Intangible Assets and goodwill including Intangible Asset Under Development.

(2) Our RoCE decreased by 7.15% to 35.33% in Fiscal 2024 from 38.05% in Fiscal 2023 primarily due to increase in our total capital

employed as compared to EBIT. Our RoCE decreased by 20.50% to 28.09% in Fiscal 2025 from 35.33% in Fiscal 2024 primarily due to increase in our total capital employed as compared to EBIT.

Fixed Tangible Asset Turnover Ratio (in Times)

“Fixed Tangible Asset Turnover Ratio” is calculated by dividing the revenue from operations by the total Tangible assets. It evaluates how effectively a companys assets are employed to generate sales, indicating operational efficiency. A higher ratio suggests better utilization of assets in generating revenue. The table below sets out the calculation of our Fixed Tangible Asset Turnover ratio, for the periods indicated:

Particulars For the fiscal ended
2025 2024 2023
Revenue from Operations (A) 6,076.13 7,310.03 8,269.97
Tangible Assets (B) 3,925.05 3,712.89 3,610.82
Fixed Tangible Asset Turnover Ratio (in Times) (C=A/B) 1.55 1.97 2.29
Percentage increase/(decrease) from previous year (%)(1) (21.32%) (13.96%) -

(1) Our Asset Turnover Ratio decreased by 21.32% to 1.55 times in Fiscal 2025 from 1.97 times in Fiscal 2024 and decreased by 13.96% to 1.97 times in Fiscal 2024 from 2.29 times in Fiscal 2023 primarily due to decrease in our revenue from operations.

Debt to Equity Ratio (in Times)

“Debt to Equity Ratio” evaluates our financial leverage and is calculated by dividing our total borrowings by total equity. The table below sets out the calculation of our Debt to Equity ratio, for the periods indicated:

Particulars For the fiscal ended
2025 2024 2023
Long Term Borrowing (A) 30.63 1,116.97 1,022.29
Short Term Borrowing (B) 2,534.09 471.87 732.22
Total Borrowing (C=A+B) 2,564.73 1,588.84 1,754.51
Total Equity (D) 3,431.72 3,151.83 2,558.07
Debt to Equity Ratio (in Times) (D=C/D) 0.75 0.50 0.69
Percentage increase/(decrease) from previous year (%)(1) 50.10% (27.54%) -

(1) Our Debt to Equity Ratio decreased by 26.50% in Fiscal 2024, respectively due to decrease in total borrowings and increase in total equity. While, for the Fiscal 2025, our Debt to Equity ratio increased by 48.26% due to increase in total borrowings of the company.

Debt Service Coverage Ratio

“Debt Service Coverage Ratio” evaluate our ability to meet its debt obligations (both principal and interest) with its operating income. The table below sets out the calculation of our Debt Service Coverage Ratio, for the periods indicated:

Particulars For the fiscal ended
2025 2024 2023
Profit before Tax 1,888.95 1,668.76 1,594.63
Add: Interest Expenses 119.52 107.16 158.22
Add: Depreciation and Amortisation 216.51 202.81 168.01
Less: (Gain)/Loss on Sale of Fixed Asset (218.16) 0.18 (33.73)
Debt Available for service (A) 2,006.82 1,978.91 1,887.13
Interest Payment (B) 119.52 107.16 158.22
Principal Payment (C) 10.03 153.32 506.33
Debt Service Coverage Ratio (in Times) (A/(B+C)) 15.49 7.60 2.84
Percentage increase/(decrease) from previous year (%)(1) 103.89% 167.53% -

(1) Our Debt Service Coverage Ratio increased by 103.89% and 167.53?%, respectively from 2.84 times in Fiscal 2023 to 7.60 times in Fiscal 2024 and from 7.60 times in Fiscal 2024 to 15.49 times in Fiscal 2025, primarily due to decrease in principal payments.

Current Ratio (in Times)

“Current Ratio” is used to provide insight into whether a company can meet its immediate financial obligations using its readily available assets. A ratio above 1 suggests the company has enough assets to cover its short-term debts. The table below sets out the calculation of our Current Ratio, for the periods indicated:

Particulars For the fiscal ended
2025 2024 2023
Total Current Assets (A) 3,464.34 2,205.70 2,303.94
Total Current Liabilities (B) 3,656.26 1,468.94 2,165.29
Current Ratio (in Times) (A/B) 0.95 1.50 1.06
Percentage increase/(decrease) from previous year (%) (36.90%) 41.12% -

(1) Our Current Ratio increased by 41.12% in Fiscal 2024 due to decrease in current liabilities, respectively. While, for the Fiscal 2025, our Current Ratio decreased by 36.90% due to increase in short term borrowings resulting into increased current liabilities.

Key Operational Performance Indicators

Set forth below are some of our key operational performance indicators as of and for the periods indicated, along with reasons for the changes and the increase/(decrease) in these key operational performance indicators during the periods indicated.

Particulars For the fiscal ended Primary reasons for the changes, increases or decrease in key operational performance indicators
2025 2024 2023
Volume of Cargo Handled (in MMTs) 15.71 13.78 13.87 Our cargo handled volume has been decreased by 0.65% in Fiscal 2024 and increased by 14.01% in Fiscal 2025. The primary reason for such decrease in Fiscal 2024 is due to decrease in volume of cargo handled from major ports in India. While, the increase in the total cargo handled in Fiscal 2025 is due to increase in our operations Non-major and Foreign ports.
Volume of Cargo Transported (in MMTs) 2.49 2.74 2.96 The volume of Cargo transported has been decreased by 9.12% and 7.43% in Fiscal 2025 and Fiscal 2024, respectively. The reason for the decrease in Fiscal 2024 and Fiscal 2025 is due to decrease in our transportation operations
Number of Customers served 106 102 96 The number of customers served in last three fiscal has been steadily increased with strong customer retention base.

Notes:

1. Volume of Cargo Handled represents Million Metric Tonnes (MMTs) of cargo handled by the company under its cargo handling vertical for the respective year.

2. Volume of Cargo Transported means Million Metric Tonnes (MMTs) of cargo transported by the company under its transportation vertical for the respective year.

3. Number of customers served means customers for the respective period/year. Such number of customers may consist of common parties in all of the respective year.

For further information, see “Basis for Issue Price” and “Our Business·Financial and Operational Performance Indicators" on pages 128 and 143, respectively.

SIGNIFICANT FACTORS AFFECTING OUR RESULTS OF OPERATIONS AND FINANCIAL CONDITION

Our results of operations and financial condition are affected by a number of important factors including:

Volume of Cargo Handled and Transportedfor a particular fiscal

Our operations are substantially dependent on the volume of cargo handled and transported by our company. For the Fiscal 2025, Fiscal 2024 and Fiscal 2023, we handled cargo of 15.71 MMTs, 13.78 MMTs and 13.87 MMTs, respectively, as part of our cargo handling business. For the same period, we provided inland transportation of cargo of 2.49 MMTs, 2.74 MMTs and 2.96 MMTs, respectively.

Though, we provide our services at major ports, we are primarily focused on non-major ports and jetties, particularly along the West Coast of India. As of March 31, 2025, we have provided our services at more than 20 (Twenty) ports and jetties including Major Indian ports at Kandla, Non-major ports at Navlakhi, Magdalla, Bhavnagar, Bedi and Dharmatar and overseas port at Puttalam Port (Sri Lanka). We are primarily dependent on Non-major ports, particularly located in Gujarat for our operations such as Navlakhi, Magdalla, Bhavnagar and Bedi. Following table provides data of cargo handled by our company at Major, Non-Major (including other ports and jetties) and Overseas Ports.

Particulars Fiscal 2025 Fiscal 2024 Fiscal 2023
Volume of cargo (in MMTs) % of total cargo handled Volume of cargo (in MMTs) % of total cargo handled Volume of cargo (in MMTs) % of total cargo handled
Cargo Handled in India
Major Ports - - 0.22 1.61% 0.01 0.07%
Non-Major Ports 13.09 83.27% 11.32 82.17% 11.03 79.58%
Other Ports and Jetties 0.06 0.38% 0.08 0.56% 1.44 10.37%
Total (A) 13.14 83.65% 11.62 84.34% 12.48 90.02%
Cargo Handled Outside India
Sri Lanka 2.57 16.35% 2.16 15.66% 1.38 9.98%
Guinea - - - - - -
Total(B) 2.57 16.35% 2.16 15.66% 1.38 9.98%
Grand Total (A+B) 15.71 100.00% 13.78 100.00% 13.87 100.00%

Further, we handle a large variety of dry bulk cargo including coal, clinker, salt, iron-ore, pet coke, sulphur, limestone and other commodities, where substantial portion of our Dry Bulk cargo includes handling of Coal, Pet Coke and Sulphur. For the Fiscal 2025, 2024 and 2023, these commodities constitute 14.94 MMTs, 13.43 MMTs and 12.35 MMTs, respectively. Any change in regulations or demand of such commodities may significantly affect our operations. Following table provides commodity wise cargo handled by our company in the reporting period.

Particulars Fiscal 2025 Fiscal 2024 Fiscal 2023
Volume of cargo (in MMTs) Percentage of total cargo handled Volume of cargo (in MMTs) Percentage of total cargo handled Volume of cargo (in MMTs) Percentage of total cargo handled
Coal 13.24 84.26% 12.27 89.04% 10.90 78.64%
Sulfer 0.64 4.09% 0.58 4.24% 0.96 6.90%
Pet Coke 1.06 6.76% 0.57 4.17% 0.49 3.50%
Clinker 0.25 1.61% - - - -
Limestone 0.22 1.37% 0.06 0.43% 0.23 1.67%
Gypsum 0.11 0.71% - - - -
Cinder 0.05 0.33% 0.06 0.40% 0.06 0.40%
Iron Ore - - 0.01 0.10% 0.95 6.85%
Salt 0.13 0.80% 0.09 0.69% 0.21 1.49%
Urea 0.01 0.07% 0.13 0.94% 0.04 0.31%
Sludge - - - - 0.03 0.24%
Total 15.71 100.00% 13.78 100.00% 13.87 100.00%

The volume of cargo handled by us, and our results of operations, depend on trade volumes, which are closely linked with economic conditions prevalent globally and in India. Factors that may affect the trade volumes of any country include macroeconomic developments, Government policies relating to trade and commerce, trade barriers, inflation and interest rates, fuel prices, labor issues, among others. For instance:

• Slowdown in economic growth due to factors such as financial crisis or internal political developments;

• Imposition of new trade barriers such as rail, road and other tariffs, economic or military sanctions, export subsidies and import restrictions or duties in India or globally; and

• Change in policy on Non-Major Ports by Government of Gujarat or any other state in which we operate or by Central Government or any of its ministries.

will impact the volume of trade and, consequently, volume of cargo handled and transported by our company. Conversely, economic conditions may have a positive effect on international trade and benefit the industries of our customers, which is likely to have a favorable effect on our results of operations. We aim to increase volume of cargo handled by way of exploring growth opportunities. Further, we expect favourable government initiatives, including Sagarmala Programme, Maritime India Vision 2030, Maritime Amrit Kaal Vision 2047 and other

government initiatives. According to Dun & Bradstreet, the cargo handled at ports in India is expected to grow at a CAGR of 10.80% from 1,540 MMTs of cargo in Fiscal 2024 and to 2,849 MMTs in Fiscal 2030. Further, total cargo handled by ports situated in Gujarat is expected to increase from 317.20 MMTs in Fiscal 2024 to 720 MMTs in Fiscal 2030, representing CAGR of 17.50%. The Sagarmala programme is flagship initiative of Ministry of Port, Shipping and Waterways aimed to reduce logistic costs of international and domestic trade with minimal infrastructure investment. The programme includes various initiatives including Port-led industrialization, Port modernization and port connectivity which will aid in increasing coordination and infrastructure creation and connectivity. However, uncertainty in global economic conditions may slow or hamper our business strategies. For further details, see “Our Business· Competitive Strengths·Strategically positioned to capitalise on a fastgrowing shipping and logistics market in India” on page 199.

Relationship with existing customers and acquisition of new customers

We primarily cater to our customers in various sectors including Oil and Gas, Energy and Power, Fast Moving Consumer Goods (FMCG), Coal and Metal Industry. Our business is conducted on a business-to-business basis. For the Fiscal 2025, 2024 and 2023, we have served 106, 102 and 96 customers, respectively.

Our revenue from operations are significantly affected by the number of customers served in the particular fiscal. Our complete integrated end to end shipping and logistic services provides our customers with a preferable option of single-window solutions thereby negating the need to approach multiple service providers at different levels in the chain of shipping and logistic services. Our integrated operations and efficiency have led to high customer retention rates and enabled us to gain new customers.

The following table indicates total number of customers and the bifurcation of the same in existing customers and new customers for the reporting period:

Particulars Fiscal 2025 Fiscal 2024 Fiscal 2023
Number of customers 106 102 96
Of which:
Existing Customers 92 77 57
New Customers 14 25 39

Despite such higher number of customers, we rely on certain customers that contribute significantly to our revenue from operations. The table below sets out our revenue from operations from our largest customer, top five customers and top 10 customers for the periods indicated below, including as a percentage of revenue from operations for the respective periods.

Fiscal 2025 Fiscal 2024 Fiscal 2023
Particulars Amount (Rs. in millions) % of revenue from operation Amount (Rs. in millions) % of revenue from operation Amount (Rs. in millions) % of revenue from operation
Largest Customer 1,267.51 20.86% 1,111.23 15.20% 1,391.71 16.83%
Top 3 Customers 2,386.79 39.28% 2,829.10 38.70% 3,245.06 39.24%
Top 10 Customers 3,896.29 64.12% 5,028.80 68.79% 6,274.21 75.87%

Notes:

(1) The Largest, top three and top ten customers are the Largest, top three and top ten customers, respectively, in terms of revenue for each of the respective years and may not necessarily be the same customers.

(2) Further, contribution of each individual customer to the revenue from operations of our Company has not been separately disclosed to preserve confidentiality.

(3) Our customers include Adani Enterprises Limited, Ceylon Shipping Corporation Limited, Taranjot Resources Private Limited, Tata International Limited, Torrent Power andAgarwal Coal Corporation Private Limited.

We believe that our long-standing relationships are largely attributable to our integrated services which allow us to cater to our customers complex requirements with operational efficiency and cost-effectiveness. While we cater to various industries, we depend on certain customers, who are engaged in Oil and Gas, Energy and Power, and Coal sectors that contribute significantly to our revenue from operations. Our customers engaged in these industries contributed 54.11%, 49.51% and 46.15% for the Fiscal 2025, 2024 and 2023, respectively.

The table below sets out the percentage of revenue from operations from customers operating in certain sectors, for the periods indicated.

Revenue from operations by Industry type Fiscal 2025 Fiscal 2024 Fiscal 2023
Amount (Rs. in millions) % of revenue from operation Amount (Rs. in millions) % of revenue from operation Amount (Rs. in millions) % of revenue from operation
Oil and Gas 1,412.96 23.25% 1,975.69 27.03% 2,323.55 28.10%
Energy and Power 805.63 13.26% 1,072.29 14.67% 909.22 10.99%
Coal 1,069.35 17.60% 571.20 7.81% 583.94 7.06%
Shipping and Logistic 431.09 7.09% 737.49 10.09% 1,554.01 18.79%
FMCG 177.26 2.92% 231.40 3.17% 361.10 4.37%
Metal - - 440.73 6.03% - -
Steel - - - - 542.40 6.56%
Other than Top 10 Customers 2,179.84 35.88% 2,281.23 31.21% 1,995.75 24.13%
Total 6,076.13 100.00% 7,310.03 100.00% 8,269.97 100.00%

We expect that we will continue to be reliant on our key customers for the foreseeable future. Accordingly, any delay in payment by such customers or failure to retain these customers and/or negotiate and execute contracts on terms that are commercially viable, with these select customers, could adversely affect our business, results of operations and financial condition. Our revenues may be adversely affected if there is an adverse change in any of our key customers supply chain strategies or a reduction in their outsourcing of logistics operations, or if our customers decide to choose our competitors over us or if there is a significant reduction in the volume of our business with such customers. A decline in our key customers business performance may lead to a corresponding decrease in demand for our services, if not suitably replaced with business from another customer. Furthermore, the volume of work performed for these customers may vary from period to period.

Trends in the Shipping and logistics industry in India

According to Dun & Bradstreet, the cargo handled at ports in India is expected to grow at a CAGR of 10.80% from 1,540 MMTs of cargo in Fiscal 2024 and to 2,849 MMTs in Fiscal 2030. Further, total cargo handled by ports situated in Gujarat is expected to increase from 317.20 MMTs in Fiscal 2024 to 720 MMTs in Fiscal 2030, representing CAGR of 17.50%. As the Indian economy expands, the shipping and logistic sector is expected to see unprecedented growth, driven by a range of factors including enhanced infrastructure and evolving market demands.

According to Dun & Bradstreet, the Major Demand Drivers for shipping and logistic industry in India includes:

• Strategic Positioning of India and Gujarat for Shipping and Logistic: Indias favourable position in the Indian Ocean and the eastern hemisphere makes it important for world shipping routes and most of the cargos ships sailing between America, Europe, Africa and East Asia pass through Indian territorial waters. Indias strategic positioning not only results in rise in cargo traffic but also increase the demand for additional services and ship repair facilities. Amongst the coastal states, Gujarat has the advantage of a vast hinterland covering the Northern and Central Indian States and as a result, there is high demand for the services offered by the nonmajor ports in Gujarat. The participation of the private sector has been a significant contributing factor in the development of non-major ports in Gujarat. Gujarat is a principal maritime State with a natural coastline of about 1,215 kms. (16% of Indias total coast line). The State has 48 non-major ports which are under the jurisdiction of Gujarat Maritime Board (GMB). Out of 48 non-major ports, traffic is handled at 17 non-major ports. The remaining 31 non-major ports are used for fishing activities and have negligible traffic.

• Rising Cargo traffic increasing demand for auxiliary services: Development of minor ports by improving infrastructure and its connectivity with major ports is increasing cargo traffic in minor ports at a growth rate higher than that of major ports. This in turn increase demand for auxiliary services at minor ports. The demand for auxiliary services has been increasing in ports with high cargo traffic as major ports could outsource such auxiliary services and focusing on managing the cargo. The auxiliary services include storage and warehousing, maritime cargo handling services, custom clearance services, transportation services, etc.

• Trade Collaboration with other countries: Trade Collaboration with other countries for economic partnerships and free trade agreements (FTAs) may have impact on import and export trends of the country. India has entered into a Trade and Economic Partnership Agreement (TEPA) with European Free Trade Association (EFTA) countries comprising Switzerland, Iceland, Norway & Liechtenstein in May, 2024, which will have significant impact on Indias export capabilities. The FTAs will provide a window to Indian exporters to access large European and global markets. Under this agreement, EFTA bloc has made a binding commitment of $100 billion investment and 1 million direct jobs in the next 15 years. India has also 13 Regional Trade Agreements (RTAs)/Free Trade Agreements (FTAs) with various countries/regions namely Japan, South Korea, countries of ASEAN and SAARC region such as Mauritius, United Arab Emirates and Australia.

• Industrial Growth to boost EXIM business leveraging the Indian Shipping Industry: India is being established as a global manufacturing hub through various government policies and incentives to boost the manufacturing sectors. The ‘Make in India initiatives is facilitating this development. The Indian manufacturing industry generates around 17% of Indias GDP and is projected to be one of the fastest growing sectors. With the advancement of industrial growth, exports and imports through ports are bound to be increase. Rise in imports and exports will in turn boost the shipping industry. Indian ports have more cargo traffic capacity than what is being utilised. Although congestion and turnaround time are affecting the traffic, development on economy can further boost maritime transport and increase revenue.

The abovementioned trends and growth drivers in the Indian shipping and logistics industry could have a significant impact on our revenue from operations. For further details, see “·Results of Operations" on page 329.

Our Cash Operating Expenses

We have witnessed significant growth in our business and operations over the past few years. As we continue to expand our operations, optimizing our cash operating expenses will be critical to maintaining our competitiveness and profitability. Generally, increases in Cash Operating Expenses have been offset through increases in prices of our services. However, any increase in cash operating expenses that we are unable to pass on to our customers or increase in cash operating expenses due to change in our operations could adversely affect our result of operations.

Throughout our operations, we have adopted and expected to continue to adopt, strategies to optimise our cash operating expenses and enhance our operating efficiency, which include our investment in our fleet of vessels and vehicles and reorganisation of businesses in a manner that facilitates optimum utilisation of manpower and assets.

Set forth below is a table which provides details of our Cash Operating Expenses, for the periods indicated, as well as such expenses as a percentage of our revenue from operations.

Fiscal 2025 Fiscal 2024 Fiscal 2023
Particulars Amount (Rs. in millions) Percentage of revenue from operations Amount (Rs. in millions) Percentage of revenue from operations Amount (Rs. in millions) Percentage of revenue from operations
Cost of Services (A) (1) 3,719.51 61.22% 4,981.65 68.15% 5,995.43 72.50%
Employee benefits expense (B) (2) 89.42 1.47% 88.27 1.21% 85.98 1.04%
Other expenses (C) (3) 285.62 4.70% 308.06 4.21% 301.80 3.65%
Cash Operating Expenses (D= A+B+C) 4,094.55 67.39% 5,377.99 73.57% 6,383.21 77.19%

(1) Cost of Services include Cargo Handling charges, material purchase, Equipment working charges, operational wages expenses and Transportation expenses.

(2) Employee benefit expenses include Salary, contribution to provident fund and other statutory funds and Employee welfare expenses.

(3) Other expenses primarily include Insurance expenses, Travel & Conveyance expenses, Legal and Professional fees and Office General Expense.

Our cost of services is a significant component of our operational expenses, contributing 61.22%, 68.15% and 72.50%, respectively, for the Fiscal 2025, 2024 and 2023. Our cost of services includes Cargo Handling charges, material purchase, Equipment working charges, operational wages expenses and Transportation expenses. Our cost of services is directly impacted by volume of cargo handled and transported by our company for the respective period.

Employee benefit expenses comprise salaries, contribution to provident and other funds, gratuity and other staff welfare payments. These expenses have continued to increase as a result of annual wage increments as well as an increase in the headcount of our employees, which reflects the effects of expansion of our business. Our total employees benefit expenses increased by 1.29% and 2.66% in Fiscals 2025 and 2024. Our employees and operational workers are key to the success of our business.

Our other expenses primarily include Insurance expenses, Travel & Conveyance expenses, Legal and Professional fees and Office General Expense. Our other expenses in comparison with revenue from operations amounts to 4.70%, 4.21% and 3.65%, for the Fiscal 2025, 2024 and 2023, respectively.

PRINCIPAL COMPONENTS OF STATEMENT OF PROFIT AND LOSS

Total Income

Our total income comprises (i) revenue from operations; and (ii) other income.

Revenue from operations

Our revenue from operations comprises revenue from contracts with customers, which includes revenue from cargo handling, transportation, fleet chartering and equipment rentals and other operating revenue.

Other income

Our other income consists of (i) Apprentice Subsidy; (ii) Interest Income; (iii) Dividend Income; (iv) Foreign Exchange Fluctuations Gain; (v) Interest on Income Tax Refund; (vi) Kasar / Discount; (vii) Short-Term Capital Gain; (viii) Sundry Balance Write Off; and (ix) Miscellaneous Income. Set forth below is a breakdown of our other income, for the periods indicated.

Fiscal 2025 Fiscal 2024 Fiscal 2023
Particulars Amount (Rs. in millions) Percentage of total Amount (Rs. in millions) Percentage of total Amount (Rs. in millions) Percentage of total
Apprentice Subsidy 0.15 0.52% 0.43 0.83% 0.11 3.38%
Interest Income 7.06 24.86% 23.26 44.98% 2.32 69.79%
Dividend Income 0.00 0.00% 0.00 0.00% 0.00 0.01%
Foreign Exchange Fluctuations (Gain) 5.10 17.97% - - - -
Kasar / Discount 0.08 0.30% 0.14 0.27% 0.02 0.57%
Miscellaneous Income 1.90 6.68% 26.22 50.71% 0.04 1.34%
Short-Term Capital Gain - - 0.61 1.17% 0.83 24.94%
Profit on Sale of Scrap (Net) 0.38 1.33%

-

-

-

-

Sundry Balance Write Off 13.72 48.34% 1.05 2.04%

-

-

Total 28.38 100.00% 51.71 100.00% 3.32 100.00%

Total Expenses

Our Total expenses consists of (i) Cost of Service; (ii) employee benefits expense; (iii) finance costs; (iv) depreciation and amortisation expense; (v) and other expenses.

Set out below is a breakdown of our total expenses, for the periods indicated.

Fiscal 2025 Fiscal 2024 Fiscal 2023
Particulars Amount (Rs. in millions) Percentage of total Amount (Rs. in millions) Percentage of total Amount (Rs. in millions) Percentage of total
Cost of Services 3,719.51 83.89% 4,981.65 87.51% 5,995.43 89.32%
Employee Benefits Expense 89.42 2.02% 88.27 1.55% 85.98 1.28%
Finance Costs 122.65 2.77% 111.99 1.97% 161.17 2.40%
Depreciation and Amortization Expenses 216.51 4.88% 202.81 3.56% 168.01 2.50%
Other Expenses 285.62 6.44% 308.06 5.41% 301.80 4.50%
Total 4,433.72 100.00% 5,692.80 100.00% 6,712.39 100.00%

Cost of Services

Our Cost of services consists of Cargo Handling expenses, Material Purchase, Equipment working expenses, Operational Wages expenses and Transportation expenses.

Employee Benefit Expenses

Employee Benefit Expenses consists of: (i) Salary to employees; (ii) Contribution to Provident Fund and other funds including ESIC and Labour Welfare Fund; (iii) Gratuity and (iv) Employees Welfare Expense.

Finance costs

Finance Cost consists of Interest and other borrowing cost.

Depreciation and amortisation expense

Our depreciation and amortisation expense consist of: (i) Depreciation on property, plant and equipment; (ii) Amortisation of intangible assets.

Other expenses

Our Other expenses primarily consists of: (i) Travel & Conveyance expenses; (ii) Transportation Expense; (iii) Insurance Expense; (iv) Legal & Professional Fees Expense; (v) Office General Expense; (vi) Repair & Maintenance Expense (Building & others); (vii) Site Expense; (viii) Rent Expense - Building; (ix) Stationary & Postage Expense; (x) Provision/(Reversal) for doubtful debts; (xi) Interest & Penalty; (xii) Electricity Expense; (xiii) Donation; (xiv) Foreign Exchange Fluctuations (Loss)(net); (xv) Bad Debts; (xvi) Africa Division Expense; (xvii) Advertisement & Promotion Expense; (xviii) Audit fees; and (xix) Miscellaneous Expenses.

RESULTS OF OUR OPERATIONS

The table below sets out financial data from our Restated Consolidated Statement of Profit and Loss for the periods indicated below, and components of which are also expressed as a percentage of total income for such periods.

Particular Fiscal 2025 Fiscal 2024 Fiscal 2023
t in millions % of Total Income t in millions % of Total Income t in millions % of Total Income
Revenue from operations (I) 6,076.13 99.54% 7,310.03 99.30% 8,269.97 99.96%
Other Income (II) 28.38 0.46% 51.71 0.70% 3.32 0.04%
Total Income (III) 6,104.50 100.00% 7,361.74 100.00% 8,273.29 100.00%
Expenses
Cost of material consumed 3,719.51 60.93% 4,981.65 67.67% 5,995.43 72.47%
Changes in inventories of finished goods, work-in-progress - - - - - -
Employee benefits expense 89.42 1.46% 88.27 1.20% 85.98 1.04%
Finance Costs 122.65 2.01% 111.99 1.52% 161.17 1.95%
Depreciation and amortization expenses 216.51 3.55% 202.81 2.75% 168.01 2.03%
Other Expenses 285.62 4.68% 308.06 4.18% 301.80 3.65%
Total Expenses (IV) 4,433.72 72.63% 5,692.80 77.33% 6,712.39 81.13%
Profit/(Loss) Before Extra-Ordinary Items and Tax (V= III - IV) 1,670.79 27.37% 1,668.94 22.67% 1,560.90 18.87%
Exceptional Items 218.16 3.57% (0.18) (0.00%) 33.73 0.41%
Profit/ (loss) before tax (VII= V+VI) 1,888.95 30.94% 1,668.76 22.67% 1,594.63 19.27%
Tax Expense
Current Tax 384.24 6.29% 330.03 4.48% 285.30 3.45%
Deferred Tax 92.33 1.51% 93.61 1.27% 120.48 1.46%
Total Tax Expenses (VIII) 476.58 7.81% 423.64 5.75% 405.78 4.90%
Profit/(loss) for the period (IX= VII-VIII) 1,412.37 23.14% 1,245.12 16.91% 1,188.85 14.37%

Comparison of Fiscal 2025 to Fiscal 2024 Total Income

Our total income decreased by 17.08% to Rs. 6,104.50 million in Fiscal 2025 from Rs. 7,361.74 million in Fiscal 2024, the primary reason for which are disclosed below:

Revenue from Operations

Our revenue from operations decreased by 16.88% to Rs. 6,076.13 million in Fiscal 2025 (representing approximately 99.54% of our total income in that year) from Rs. 7,310.03 million in Fiscal 2024 (representing approximately 99.30% of our total income in that year). Our revenue from operations consists of Cargo Handling Income, Transportation Income, Fleet Chartering and Equipment Rentals and Other operating revenue. The detailed bifurcation of our revenue from operations for Fiscal 2025 and 2023 is provided below:

Particular Fiscal 2025 Fiscal 2024
t in millions % of Total Income t in millions % of Total Income
Cargo Handling 4,823.60 79.02% 5,065.01 68.80%
Transportation 715.93 11.73% 871.27 11.84%
Fleet Chartering and Equipment Rentals 473.99 7.76% 1,331.66 18.09%
Other operational income 62.61 1.03% 42.09 0.57%
Total Revenue from Operations 6,076.13 99.54% 7,310.03 99.30%

Our total cargo handled at various ports and jetties increased to 15.71 MMT (Million Metric Tonnes) in Fiscal 2025 from 13.78 MMT in Fiscal 2024. This growth was primarily driven by an increase in our vessel fleet from 76 vessels in Fiscal 2024 to 83 vessels in Fiscal 2025, along with improved fleet utilization. Consequently, our cargo handling revenue as a percentage of total income rose from 68.80% in Fiscal 2024 to 79.01% in Fiscal 2025. Despite this operational improvement, our total revenue from operations declined, due to several factors as detailed below:

1. One of our Top 10 Customer engaged in Oil and Gas industry engaged in Gujarat, which commenced use of its own captive jetty for cargo loading and unloading activities, thereby reducing its reliance on our cargo handling services.

2. Under our Fleet Chartering and Equipment Rentals vertical, we provide floating cranes to non-geared vessels i.e., vessels that lack their own cranes and depend on external equipment to handle cargo at ports. In contrast, geared vessels are self-sufficient, being equipped with their own cranes, and typically do not require such external support.

During Fiscal 2025, we observed an increase in the number of geared vessels serviced, which led to a corresponding decrease in the deployment of our floating cranes. As a result, revenue generated from our Fleet Chartering and Equipment Rentals segment declined in Fiscal 2025 due to the reduced demand from non-geared vessels. The bifurcations of vessels served during the Fiscal 2025 and Fiscal 2024 has been provided below:

Fiscal 2025 Fiscal 2024
Particular Number of vessels % of Total Number of vessels % of Total
Geared vessels 310 90.91% 310 86.35%
Non-geared vessels 31 9.09% 49 13.65%
Total 341 100.00% 359 100.00%

Other income

Our other income decreased by 45.12% to Rs. 28.38 million in Fiscal 2025 (representing 0.46% of our total income in that year) from Rs. 51.71 million in Fiscal 2024 (representing 0.70% of our total income in that year), primarily due to decrease in interest income and miscellaneous income.

Expenses

Our total expenses decreased by 22.12% to Rs. 4,433.72 million in Fiscal 2025 (representing 72.63% of our total income in that year) from Rs. 5,692.80 million in Fiscal 2024 (representing 77.33% of our total income in that year). The decrease of

total expenses by 22.12% was commensurate with decrease in our revenue from operations. The primary reasons for this decrease are discussed below:

Cost of Services

Our cost of services decreased by 25.34% to t 3,719.51 million in Fiscal 2025 (representing 60.93% of our total income in that year) from t 4,981.65 million in Fiscal 2024 (representing 67.67% of our total income in that year). Our cost of services constitutes of opening and closing stock of consumables inventory, cargo handling expenses, material purchase, Equipment working expenses, operational wages expenses and transportation expenses. The detailed bifurcation of our cost of services for Fiscal 2025 and 2024 is provided below:

Particular Fiscal 2025 Fiscal 2024
t in millions % of Total Income t in millions % of Total Income
Inventory (Consumables) at the beginning of the year 181.22 2.97% 120.37 1.64%
Add:
Cargo Handling Expenses 2,678.76 43.88% 3,641.34 49.46%
Material Purchase - - 0.26 0.00%
Equipment Working Expenses 141.44 2.32% 289.99 3.94%
Operational Wages Expenses 522.60 8.56% 554.42 7.53%
Transportation Expense 398.89 6.53% 556.49 7.56%
Total 3,922.92 64.26% 5,162.87 70.13%
Less: Inventory (Consumables) at the end of the year 203.41 3.33% 181.22 2.46%
Total Cost of Services 3,719.51 60.93% 4,981.65 67.67%

The decrease in cost of service was commensurate with our revenue from operations. Cargo Handling expenses is the largest component in our total expenses contributing 43.88% and 49.46% of total income for Fiscal 2025 and 2024. The primary reason for decrease in cargo handling expenses is due to decrease in repairs and maintenance expenses of the company in Fiscal 2025 as compared to Fiscal 2024 due to optimal utilisation of dry-docking facility of the company.

The details of repairs and maintenance expenses of the company for the Fiscal 2024 and Fiscal 2025 has been presented below for comparison:

Fiscal 2025 Fiscal 2024
Particular t in millions % of Total Income t in millions % of Total Income
Repair and Maintenance expenses 471.85 7.73% 943.21 12.81%
YoY Decrease in Repair and Maintenance expenses 49.97%

Employee Benefit Expenses

Our employee benefit expenses increased by 1.29% to t 89.42 million in Fiscal 2025 (representing 1.46% of our total income in that year) from t 88.27 million in Fiscal 2024 (representing 1.20% of our total income in that year).

Finance Cost

Our finance cost increased by 9.52% to t 122.65 million in Fiscal 2025 (representing 2.01% of our total income in that year) from t 111.99 million in Fiscal 2024 (representing 1.52% of our total income in that year). The primary reason for increase in finance cost is due to increase in total borrowing from t 1,588.84 million in Fiscal 2024 to t 2,564.73 million in Fiscal 2025.

Depreciation and amortisation expenses

Our Depreciation and amortisation expenses increased by 6.75% to t 216.51 million in Fiscal 2025 (representing 3.55% of total income in that year) from t 202.81 million in Fiscal 2024 (representing 2.75% of total income in that year).

Other Expenses

Our other expenses decreased by 7.28% to t 285.62 million in Fiscal 2025 (representing 4.68% of our total income in that year) from t 308.06 million in Fiscal 2024 (representing 4.18% of our total income in that year). The decrease in other expenses is primarily due to:

• 98.82% decrease in bad debts from t 19.11 million in Fiscal 2024 to t 0.23 million in Fiscal 2025.

• 95.12% decrease in Site expenses from t 45.86 million in Fiscal 2024 to t 2.24 million in Fiscal 2025.

• 14.95% decrease in Travel & Conveyance Expense from t 29.32 million in Fiscal 2024 to t 24.94 million in Fiscal 2025.

Exceptional Items

Our exceptional items Fiscal 2025 was 218.16 million (representing 3.57% of our total income in that period) as compared to (t 0.18) million in Fiscal 2024 (representing 0.00% of our total income in that period). The exceptional item occurred due to Profit on sale of assets during Fiscal 2025.

Profit before tax

As a result of the factors outlined above, our profit before tax increased by 13.19% to t 1,888.95 million in Fiscal 2025 from t 1,668.76 million in Fiscal 2024 which, as a percentage of our total income, represented approximately 30.94% in Fiscal 2025 compared with 22.67% in Fiscal 2024.

Tax expense

Our total tax expense increased by 12.50% to t 476.58 million in Fiscal 2025 (representing 7.81% of our total income in that period) from t 423.64 million in Fiscal 2024 (representing 5.75% of our total income in that period). This increase was primarily due to an increase in current tax expenses for the current year to t 384.24 million in Fiscal 2025 from t 330.03 million in Fiscal 2024. The increase in current tax expenses was in commensurate with our increase in Profit Before Tax.

Profit for the year

As a result of the factors outlined above, our profit for the year increased by 13.43% to t 1,412.37 million in Fiscal 2024 from t 1,245.12 million in Fiscal 2024. As disclosed above, the primary reason for increase in Net Profit of the company is due to decrease in its repair and maintenance expenses due to our preventive repair and maintenance activities. Further, the company has gained profit as exceptional item during the fiscal on sale of its asset due to which the Net Profit of the company has been increased.

Comparison of Fiscal 2024 to Fiscal 2023

Total Income

Our total income decreased by 11.02% to t 7,361.74 million in Fiscal 2024 from t 8,273.29 million in Fiscal 2023, the primary reason for which are disclosed below:

Revenue from Operations

Our revenue from operations decreased by 11.61% to t 7,310.03 million in Fiscal 2024 (representing approximately 99.30% of our total income in that year) from t 8,269.97 million in Fiscal 2023 (representing approximately 99.96% of our total income in that year). Our revenue from operations consists of Cargo Handling Income, Transportation Income, Fleet Chartering and Equipment Rentals and Other operating revenue. The detailed bifurcation of our revenue from operations for Fiscal 2024 and 2023 is provided below:

Particular Fiscal 2024 Fiscal 2023
Rs. in millions % of Total Income Rs. in millions % of Total Income
Cargo Handling 5,065.01 68.80% 5,434.53 65.69%
Transportation 871.27 11.84% 1,016.41 12.29%
Fleet Chartering and Equipment Rentals 1,331.66 18.09% 1,737.12 21.00%
Other operational income 42.09 0.57% 81.91 0.99%
Total Revenue from Operations 7,310.03 99.30% 8,269.97 99.96%

Our revenue from operations from each segment has decreased in Fiscal 2024 as compared to Fiscal 2023, particularly our Cargo Handling and Fleet Chartering and Equipment Rental Income. The primary reason for decrease in Cargo Handling Income and Fleet Chartering and Equipment Rental is due to decrease of our operations on Hazira port. Our operations at Hazira port decreased from 2.63 MMTs in Fiscal 2022 to 0.02 MMTs in Fiscal 2024. This decrease was primarily due to one of our long-term customer engaged in the steel industry shifted its business due to its acquisition of one of the jetties at Hazira Port. As a result, the client opted to handle the cargo independently, leading to a reduction in our service volume at Hazira Port.

Under Fleet Chartering and Equipment Rentals segment, the company provides its fleet of vessels and Earthmoving equipment on rental basis to other port players and operators for cargo handling operations. The Fleet Chartering of the company depends on the market situation of the relevant port of the company including the vessels required for chartering in a particular time period. In Fiscal 2024, the demand for such fleet chartering decreased as compared to previous Fiscal, resulting into decrease in Fleet Chartering and Equipment Rentals revenue. The bifurcations of vessels served during the Fiscal 2025 and Fiscal 2024 has been provided below:

Fiscal 2024 Fiscal 2023
Particular Number of vessels % of Total Number of vessels % of Total
Geared vessels 310 86.35% 244 65.07%
Non-geared vessels 49 13.65% 131 34.93%
Total 359 100.00% 375 100.00%

Other income

Our other income increased by 1,457.02% to Rs. 51.71 million in Fiscal 2024 (representing 0.70% of our total income in that year) from Rs. 3.32 million in Fiscal 2023 (representing approximately 0.04% of our total income in that year), primarily due to increase in interest income and miscellaneous income (consisting of amounts received as reimbursement towards the cost of arbitration proceedings).

Expenses

Our total expenses decreased by 15.19% to Rs. 5,692.80 million in Fiscal 2024 (representing 77.33% of our total income in that year) from Rs. 6,712.39 million in Fiscal 2023 (representing 81.13% of our total income in that year). The decrease of total expenses by 15.19% was commensurate with decrease in our revenue from operations. The primary reasons for this decrease are discussed below:

Cost of Services

Our cost of services decreased by 16.91% to Rs. 4,981.65 million in Fiscal 2024 (representing 67.67% of our total income in that year) from Rs. 5,995.43 million in Fiscal 2023 (representing 72.47% of our total income in that year). Our cost of services constitutes of opening and closing stock of consumables inventory, cargo handling expenses, material purchase, Equipment working expenses, operational wages expenses and transportation expenses. The detailed bifurcation of our cost of services for Fiscal 2024 and 2023 is provided below:

Fiscal 2024 Fiscal 2023
Particular t in millions % of Total Income t in millions % of Total Income
Inventory (Consumables) at the beginning of the year 120.37 1.64% 100.60 1.22%
Add:
Cargo Handling Expenses 3,641.34 49.46% 4,084.77 49.37%
Material Purchase 0.26 0.00% 0.72 0.01%
Equipment Working Expenses 289.99 3.94% 772.19 9.33%
Operational Wages Expenses 554.42 7.53% 481.64 5.82%
Transportation Expense 556.49 7.56% 675.88 8.17%
Total 5,162.87 70.13% 6,115.80 73.92%
Less: Inventory (Consumables) at the end of the year 181.22 2.46% 120.37 1.45%
Total Cost of Services 4,981.65 67.67% 5,995.43 72.47%

The decrease in cost of service was commensurate with our revenue from operations. Cargo Handling expenses is the largest component in our total expenses contributing 49.46% and 49.37% of total income for Fiscal 2024 and 2023. The primary reason for decrease in expenses in Cargo Handling expenses is due to decrease in Cargo Handling revenue in the respective period. Further, our Equipment working expenses decreased from t 772.19 million in Fiscal 2023 to t 289.99 million in Fiscal 2024.

The primary reason for decrease in cargo handling expenses is due to decrease in repair and maintenance expenses of the company. The company has adopted preventive maintenance and optimal utilisation of its fleet to ensure minimum repair and maintenance. The details of repairs and maintenance expenses of the company for the Fiscal 2024 and Fiscal 2025 has been presented below for comparison:

Fiscal 2024 Fiscal 2023
Particular Rs. in millions % of Total Income Rs. in millions % of Total Income
Repair and Maintenance expenses 943.21 12.81% 1,238.84 14.97%
YoY Decrease in Repair and Maintenance expenses 23.86%

Employee Benefit Expenses

Our employee benefit expenses increased by 2.66% to t 88.27 million in Fiscal 2024 (representing 1.20% of our total income in that year) from t 85.98 million in Fiscal 2023 (representing 1.04% of our total income in that year). The increase in employee expenses was due to annual wage increments as well as an increase in the headcount of our employees, which reflects the effects of expansion of our business.

Finance Cost

Our finance cost decreased by 30.51% to t 111.99 million in Fiscal 2024 (representing 1.52% of our total income in that year) from t 161.17 million in Fiscal 2023 (representing 1.95% of our total income in that year). The primary reason for decrease in finance cost is due to decrease in total borrowing from t 1,754.51 million in Fiscal 2023 to t 1,588.84 million in Fiscal 2024.

Depreciation and amortisation expenses

Our Depreciation and amortisation expenses increased by 20.71% to t 202.81 million in Fiscal 2024 (representing 2.75% of total income in that year) from t 168.01 million in Fiscal 2023 (representing 2.03% of total income in that year). The increase in Depreciation and amortisation expenses is primarily due to increase in Gross Block of Heavy Vehicles & Equipment of the company from t 5,294.75 million in Fiscal 2023 to t 5,548.40 million in Fiscal 2024.

Other Expenses

Our other expenses increased by 2.08% to t 308.06 million in Fiscal 2024 (representing 4.18% of our total income in that year) from t 301.80 million in Fiscal 2023 (representing 3.65% of our total income in that year). The increase in other expenses is primarily due to:

• 812.78% increase in bad debts from t 2.09 million in Fiscal 2023 to t 19.11 million in Fiscal 2024.

• 25.02% increase in Insurance expenses from t 66.33 million in Fiscal 2023 to t 82.92 million in Fiscal 2024, on account of increase in Heavy vehicles and equipment of t 291.05 million during Fiscal 2024.

• 26.19% increase in Legal & Professional Fees Expense from t 18.55 million in Fiscal 2023 to t 23.41 million in Fiscal 2024.

Exceptional Items

Our exceptional items Fiscal 2024 was (t 0.18) million (representing 0.00% of our total income in that period) as compared to t 33.73 million in Fiscal 2023 (representing 0.41% of our total income in that period). The exceptional item occurred due to Loss on sale of assets during Fiscal 2024.

Profit before tax

As a result of the factors outlined above, our profit before tax increased by 4.65% to t 1,668.76 million in Fiscal 2024 from t 1,594.63 million in Fiscal 2023 which, as a percentage of our total income, represented approximately 22.67% in Fiscal 2024 compared with 19.27% in Fiscal 2023.

Tax expense

Our total tax expense increased by 4.40% to t 423.64 million in Fiscal 2024 (representing 5.75% of our total income in that period) from t 405.78 million in Fiscal 2023 (representing 4.90% of our total income in that period). This increase was primarily due to an increase in current tax expenses for the current year to t 330.03 million in Fiscal 2024 from t 285.30 million in Fiscal 2023. The increase in current tax expenses was in commensurate with our increase in Profit Before Tax.

Profit for the year

As a result of the factors outlined above, our profit for the year increased by 4.73% to t 1,245.12 million in Fiscal 2024 from t 1,188.85 million in Fiscal 2023. The increase in PAT Margin for the Fiscal 2024 is due to increase in number of employees in supervisors role to ensure operational efficiency and the companys continuous focus on cost optimization by taking steps such as improving asset utilisation through preventive repair and maintenance.

CASH FLOWS

The table below summarises our cash flows for the periods indicated below.

Particulars Fiscal 2025 Fiscal 2024 Fiscal 2023
Net Cash from Operating Activities (A) 1,387.89 1,585.58 1,527.01
Net Cash from Investing Activities (B) (214.80) (376.41) (413.44)
Net Cash from Financing Activities (C) (134.48) (1,221.17) (1,120.10)
Net Increase / (Decrease) in Cash and Cash Equivalents (D = A+B+C) 1,038.60 (12.00) (6.53)
Cash and Cash equivalents at the beginning of the period 22.55 34.55 41.08
Cash and Cash equivalents at the end of the period 1,061.15 22.55 34.55

Operating activities

For Fiscal 2025

Net Cash flow from operations for Fiscal 2025, was t 1,387.89 million. While our restated profit before tax was t 1,907.47 million, we had an operating profit before working capital changes of t 2,000.13 million, primarily due to adjustment for (i) Finance cost of t 122.65 million; and (ii) Depreciation and amortisation of t 216.51 million, which were partially offset by (iii) Other adjustment of t 21.30 million; (iv) Gain on sale of fixed asset of t 218.16 million; and interest received of t 7.06 million. Change in operating asset and liabilities for the Fiscal 2025, primarily consisted of (i) Decrease in provision of t 44.32 million; (ii) Increase in Other Current financial Assets of t 59.31 million; (iii) Increase in Other current assets of t 171.41 million; (iv) Decrease in Trade Payables of t 34.05 million; (v) Increase in Other Financial Liability of t 7.56 million; (vi) Increase in Other Current Liability of t 42.07 million; (vii) Increase in Bank Deposit as margin money of t 89.38 million; (viii) Increase in Inventories of t 17.94 million; and (ix) Decrease in Trade Receivable of t 54.21 million. Our cash generated from operations was t 1,687.54 million, adjusted by payment of income tax of t 299.65 million.

For Fiscal 2024

Net Cash flow from operations for Fiscal 2024, was t 1,585.58 million. While our restated profit before tax was t 1,675.45 million, we had an operating profit before working capital changes of t 2,372.96 million, primarily due to adjustment for (i) Finance cost of t 111.99 million; (ii) Other adjustment of t 406.39 million; (iii) Depreciation and amortisation of t 202.81 million; (iv) Loss on sale of fixed asset of t 0.18 million, which were partially offset by (v) interest received of t 23.26 million and (vi) Short term capital gain of t 0.61 million. Change in operating asset and liabilities for the Fiscal 2024, primarily consisted of (i) Decrease in provision of t 18.61 million; (ii) Decrease in Other Current financial Assets of t 11.56 million; (iii) Increase in Other current assets of t 23.62 million; (iv) Increase in Trade Payables of t 18.63 million; (v) Increase in Other Financial Liability of t 72.57 million; (vi) Decrease in Other Current Liability of t 496.95 million; (vii) Increase in Bank Deposit as margin money of t 0.06 million; (viii) Increase in Inventories of t 60.85 million; and (ix) Decrease in Trade Receivable of t 170.22 million. Our cash generated from operations was t 2,022.71 million, adjusted by payment of income tax of t 437.13 million.

For Fiscal 2023

Net Cash flow from operations for Fiscal 2023, was t 1,527.01 million. While our restated profit before tax was t 1,601.73 million, we had an operating profit before working capital changes of t 2,144.81 million, primarily due to adjustment for (i) Finance cost of t 161.17 million; (ii) Other adjustment of t 250.78 million; and (iii) Depreciation and amortisation of t 168.01 million, which were partially offset by (i) Gain on sale of fixed assets of t 33.73 million; (ii) interest received of t 2.32 million and (iii) Short term capital gain of t 0.83 million. Change in operating asset and liabilities for the Fiscal 2023, primarily consisted of (i) Increase in provision of t 37.72 million; (ii) Increase in Other Current financial Assets of t 104.71 million; (iii) Decrease in Other current assets of t 95.24 million; (iv) Increase in Trade Payables of t 6.66 million; (v) Increase in Other Financial Liability of t 120.97 million; (vi) Decrease in Other Current Liability of t 385.83 million; (vii) Decrease in Bank Deposit as margin money of t 5.64 million; (viii) Increase in Inventories of t 19.77 million; and (ix) Decrease in Trade Receivable of t 131.73 million. Our cash generated from operations was t 2,032.46 million, adjusted by payment of income tax of t 505.45 million.

Investing activities

For Fiscal 2025

Net cash used in Investing activities for the Fiscal 2025, was t 214.80 million, which contains Purchase of Property, Plant & Equipment of t 408.76 million, Additions in Capital Work-in-Progress of t 257.31 million, Purchase of Intangible Assets of t 6.16 million and Investment in other non-current assets of t 44.13 million, which was partially set off by Disposal of Property, Plant & Equipment of t 451.33 million, Decrease in other non-current financial assets of t 41.80 million, Decrease in loans and advances of t 1.38 million and Interest received of t 7.06 million.

For Fiscal 2024

Net cash used in Investing activities for the Fiscal 2024, was t 376.41 million, which contains Purchase of Property, Plant & Equipment of t 313.01 million, Additions in Capital Work-in-Progress of t 3.35 million, Purchase of Intangible Assets of t 12.42 million, Increase in Non-Current Financial Assets of t 81.10 million and Loans & Advances given of t 1.72 million, which was partially set off by Disposal of Property, Plant & Equipment of t 11.33 million, sale of Investment of 0.61 million and Interest received of t 23.26 million.

For Fiscal 2023

Net cash used in Investing activities for the Fiscal 2023, was t 413.44 million, which contains Purchase of Property, Plant & Equipment of t 427.62 million, Additions in Capital Work-in-Progress of t 158.95 million, Purchase of Intangible Assets of t 8.08 million, Increase in Non-Current Financial Assets of t 44.01 million and Loans & Advances given of t 0.84 million, which was partially set off by Disposal of Property, Plant & Equipment of t 222.92 million, sale of Investment of 0.83 million and Interest received of t 2.32 million.

Financing activities

For Fiscal 2025

Net Cash used in Financing activities for the Fiscal 2025, was t 134.48 million, which reflected increase in Current Borrowings of t 1,079.27 million, repayment of Non-Current Borrowings of t 1,086.34 million, Net adjustment in partners capital adjustment of t 4.77 million and interest paid of t 122.65 million.

For Fiscal 2024

Net Cash used in Financing activities for the Fiscal 2024, was t 1,221.17 million, which reflected repayment of Current Borrowings of t 260.36 million, repayment of Non-Current Borrowings of t 94.68 million, increase in partners capital adjustment of t 943.50 million and interest paid of t 111.99 million.

For Fiscal 2023

Net Cash used in Financing activities for the Fiscal 2023, was Rs. 1,120.10 million, which reflected repayment of repayment of Non-Current Borrowings of Rs. 742.60 million and interest paid of Rs. 161.17 million, which was partially set off by proceeds from Current Borrowing of Rs. 147.40 million and adjustment in partners capital of Rs. 363.73 million.

BORROWINGS

For March 31, 2025, we had total borrowings of Rs. 2,564.73 million, which consisted of non-current borrowings and current borrowings, with a Debt-to-Equity ratio of 0.75 as of that date, according to the Restated Consolidated Financial Information. The table below sets out brief details in relation to our outstanding borrowings.

Particulars For the Fiscal 2025
Non-current Borrowings 30.63
Current Borrowings 2,534.09
Total Borrowings 2,564.73

Our loan agreements generally contain covenants, including restrictions on indebtedness, liens, asset sales, investments, transfer or ownership interests and certain changes in business.

For details of principal terms of the facilities sanctioned to our Company, see “Financial Indebtedness” on page 356. CONTINGENT LIABILITY AND COMMITMENTS

Particulars Fiscal 2025 Fiscal 2024 Fiscal 2023
a) Contingent Liabilities
Tax Litigations* 300.95 275.01 275.01
Bank guarantees for performance, Earnest Money & Security Deposits 4,131.45 1,793.21 1,501.18
Arbitration Proceedings** 142.55

-

-

Motor Vehicle Accident Litigations 4.50 4.50 4.50
b) Commitments
Amount payable for investment made in wholly- owned subsidiary# 30.00 Nil Nil
Amount payable for investment made in Joint Venture## 0.04 Nil Nil
Amount payable for Purchase of Capital Assets 66.50 Nil Nil

*The company has an outstanding demand of T 17,17,134/- for A.Y. 2018-19. Against which the company has filed an appeal before IT AT, Rajkot on April 17, 2023. The Honble ITAT has set-aside the same to DCIT on October 15, 2024. A similar proceeding for A.Y. 2020-21 is also pending before the DCIT.

*The company has two (2) outstanding demands of service tax aggregating T 24,33,14,170/- for the period from 01-07-2003 to 30-06-2010. Order of the same was received in our favor by CESTAT however the department has filed an appeal before Supreme Court and the same is under process.

*The company has three (3) outstanding demands of CENVAT credit aggregating T 2,99,76,907/- for the period from 01-10-2012 to 30-10-2017 and the same is pending before the department.

*The company has received a show cause notice on 01.08.2024 under Goods and Services taxes aggregating T 2,76,58,303/- for the period from 01-042018 to 31-03-2021 and the same is pending before the department.

** The Company is currently in arbitration proceedings with Amit Acetylene, involving a disputed amount of T 2,02,86,563. The jurisdiction for this matter lies with the National Company Law Tribunal (NCLT), Ahmedabad The Company awaits the decision from the Ahmedabad Arbitration Centre, which is currently pending.

** The Company is currently engaged in arbitration proceedings with Vedanta Limited, involving a disputed amount of T 12,22,66,205. The jurisdiction for this matter lies with the High Court of Gujarat. The Company awaits the decision from the Delhi International Arbitration Centre, which is currently pending.

# The Company Shreeji GLobal IFSC pvt ltd a wholly owned subsidiary of Shreeji Shipping global pvt ltd was incorporated on 31/08/2024. Since it is proposed to carryout its object of Ship Leasing In GIFT City, Gandhinagar under IFSCA Regulations, we are under process of applying for the IFSC Registration. Once the registration is being received, after that we will proceed for the Bank Account Opening and further Credit of Subscription entries. This Compliances will be done within the stipulated time given under the Companies Act, 2013.

## The Company Shreeji Nuravi Chuperbhita Simlong Mines Private Limited, is a joint venture of GKR Infracon (India) Private Limited (26%), Shreeji Shipping Global Limited (37%) and Nuravi Imports and Exports Private Limited (37%), incorporated on 20 March, 2025. The Investee Company shall remit the investment amount upon completion of the requisite banking formalities by the joint venture company.

For further details, see Note 45 to our Restated Consolidated Financial Information included in “Restated Consolidated Financial Information, and “Outstanding Litigation and Material Developments” on pages 85 and 366, respectively.

CAPITAL EXPENDITURE

The following table sets forth additions to property, plant and equipment by category of expenditure, for the period and fiscal years indicated:

Particulars Fiscal 2025 Fiscal 2024 Fiscal 2023
Heavy Vehicles & Equipment 367.72 291.05 962.04
Computer System 0.99 1.05 1.59
Land and Buildings 1.48 6.61 2.55
Office Equipment - - -
Furniture and Fixtures 0.05 0.03 5.49
Vehicles 38.52 14.26 44.38
Capital Work in Progress 259.01 3.35 158.95
Total 667.78 316.36 1,175.01

For further details in relation additions to property, plant and equipment, please refer to “Object of the Issue", beginning from page 116.

OTHER QUANTITATIVE AND QUALITATIVE DISCLOSURES

Off-balance sheet arrangements

We do not have any off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that we believe are material to investors. We do not enter into derivative instruments or other relationships with other entities that would have been established for the purpose of facilitating off-balance sheet arrangements.

Related party transactions

We have engaged in the past, and may engage in the future, in transactions with related parties including our affiliates. Such transactions are for, among others, loans taken and repaid, Sales and expenses, Sale and purchase of fixed assets and managerial remuneration. In addition, we have engaged in related party transactions with our Promoters which primarily relate to remuneration payable, certain expenses and payments of rent in related to certain properties leased from them. The tables below provide details of our aggregate related party transactions in the periods indicated.

Particulars Fiscal 2025 Fiscal 2024 Fiscal 2023
Related Party Transactions
Sales 281.15 533.51 1,568.80
Cargo Handling Expense 418.04 509.49 762.97
Rent Expense 2.19 3.52 7.34
Interest On loan 56.84 72.82 96.79
Transportation Expense 21.56 19.56 14.08
Legal and Professional Expenses 15.00 - -
Salary expense - 17.65 -
Electricity expense 0.01 - -
Travel & Conveyance Expense 4.18 2.37 42.28
Advertisement and Promotion Expense - 0.14 0.37
Remuneration 0.91 0.93 10.78
Directors Sitting Fees 0.56 - -
Fixed Assets Purchase 283.69 - 0.45
Fixed Assets Sale 420.00 - 3.78
Loan taken 4,053.77 1,619.19 1,579.25
Loan Repaid 4,981.19 1,543.39 1,960.79
Absolute Sum of all Related Party Transactions 10,524.09 4,322.57 6,047.68

For details, see Note 46 to our Restated Consolidated Financial Information included in “Restated Consolidated Financial Information"" and “Risk Factors·16 We enter into certain related party transactions in the ordinary course of our business and we cannot assure you that such transactions will not adversely affect our financial condition and results of operations."" on pages 85 and 48, respectively.

Unusual or infrequent events or transactions

There have been no other events or transactions that, to our knowledge, may be described as "unusual" or "infrequent". For details of the risks applicable to us, see "Risk Factors"" on page 37.

Known trends or uncertainties

Our business has been affected and we expect will continue to be affected by the trends identified “·Significant factors affecting our results of operations and financial condition"" and the uncertainties described in “Risk Factors" on page 329 and 37. To our knowledge, except as described or anticipated in this Red Herring Prospectus, there are no known trends or uncertainties which we expect will have a material adverse impact on our revenues or income from continuing operations.

Future relationship between cost and income

Other than as described above and in “Risk Factors"" and “Our Business"" beginning on pages 37 and 143, respectively, to our knowledge there are no known factors that may adversely affect our business prospects, results of operations and financial condition.

New products or business segments

Other than as described elsewhere in this Red Herring Prospectus, there are no new products or business segments that have or are expected to have a material impact on our business prospects, results of operations or financial condition.

Seasonality of business

Our business is subject to seasonal variation as we also operate on seasonal ports. As the first half of our Fiscal also consists of substantial period of monsoon season, our operations and revenue realisation may impact as compared to second half of our Fiscal year.

Certain Non-Major Ports where the Company primarily operates are seasonal in nature, particularly affected during the monsoon months (typically June to September) due to adverse weather conditions, high tides, and limited navigability. During this period, these ports may either operate at reduced capacity or temporarily suspend cargo handling activities altogether for safety reasons. During these periods, the Company dry docks its fleet for repairs and maintenance, to ensure that the fleet is optimally utilised during non-monsoon season.

As a result, the Issuer may experience fluctuations in cargo volumes, leading to variability in revenue and profitability during these months. This seasonality may also result in delays in cargo movement, inefficient utilization of fleet and manpower, and shifting of client schedules to non-affected periods.

To mitigate the impact of such seasonal disruptions, the Issuer undertakes advance operational planning, including rescheduling of shipments, temporary reallocation of resources, and where feasible, use of alternate ports. However, the seasonal nature of these ports remains an inherent operational risk that may affect the Issuers financial performance in the affected quarters.

See “Risk Factors No. 25.- Our business is subject to seasonal fluctuations with significant revenue concentration in the second half of a fiscal and we may not be able to forecast our project schedule which could have an adverse effect on our cash flows, business, results of operations and financial condition"" on page 46.

Significant economic changes

Government policies governing the sector in which we operate as well as the overall growth of the Indian economy has a significant bearing on our operations. Major changes in these factors can significantly impact income from continuing operations. Other than as described in “-Significant factors affecting our results of operations andfinancial condition"" and the sections “RiskFactors"" and “Our Business"", there are no specific economic changes that may impact our operations or are likely to affect income from continuing operations.

Statutory auditors qualifications or adverse observations

The auditors report to the special purpose consolidated financial statements of our company forming part of basis for preparation of Restatement Consolidated Financial Information does not include any qualifications or adverse observations.

Supplier or Customer Concentration

Due to the nature of our business, we are not dependent on a particular supplier or group of suppliers. However, we are dependent on our customers for our business. We have strong customer base of our existing customers. The table below sets forth our revenue from our largest customer, top 3 customers and top 10 customers and their contribution to our revenue from operations for the periods indicated.

Fiscal 2025 Fiscal 2024 Fiscal 2023
Particulars Amount (Rs. in millions) % of revenue from operation Amount (Rs. in millions) % of revenue from operation Amount (Rs. in millions) % of revenue from operation
Largest Customer 1,267.51 20.86% 1,111.23 15.20% 1,391.71 16.83%
Top 3 Customers 2,386.79 39.28% 2,829.10 38.70% 3,245.06 39.24%
Top 10 Customers 3,896.29 64.12% 5,028.80 68.79% 6,274.21 75.87%

Notes:

(1) The Largest, top three and top ten customers are the Largest, top three and top ten customers, respectively, in terms of revenue for each of the respective years and may not necessarily be the same customers.

(2) Further, contribution of each individual customer to the revenue from operations of our Company has not been separately disclosed to preserve confidentiality.

(3) Our customers include Adani Enterprises Limited, Ceylon Shipping Corporation Limited Taranjot Resources Private Limited Tata International Limited Torrent Power and Agarwal Coal Corporation Private Limited

Quantitative and qualitative disclosures about financial risk

We are exposed primarily to, liquidity, credit and market risk, which may adversely impact the fair value of our financial instruments. In order to minimise any adverse effects on our financial performance, a brief description of our risk management policies is set forth below.

Credit risk

Credit risk is the risk that a counterparty will not meet its obligations under a financial instrument or customer contract, leading to a financial loss. We are exposed to credit risk from its operating activities (primarily trade receivables) including deposits with banks and other financial assets. Financial instruments that are subject to credit risk and concentration thereof principally consist of trade receivables, loans receivables, cash and cash equivalents and other bank balances held by us. Our trade receivables, cash and cash equivalents, other bank balances and other financial assets result in material concentration of credit risk. The carrying value of financial assets represents the maximum credit risk. Our maximum exposure to credit risk was Rs. 2,949.28 million as of March 31, 2025, being the total carrying value of trade receivables, balances with bank, bank deposits, loans and other financial assets.

The Companys exposure to credit risk is influenced mainly by the individual characteristics of each customer, demographics of the customers, default risk of the country in which the customer operates. Credit risk is managed through credit approvals, establishing credit limits and continuously monitoring the creditworthiness of the customer to which the Company grants credit terms in the normal course of business. Trade receivables are non-interest bearing and generally carry 60 to 90 days credit terms.

Credit risk from balances with banks is managed by the Companys Finance department team in accordance with the Companys policy. The limits are set to minimize the concentration of risks and therefore mitigate financial loss through counter partys potential failure to make payments. Credit limits of all authorities are reviewed by the management on regular basis. All balances with banks is subject to low credit risk due to good credit ratings assigned to the Company.

Liquidity risk

Liquidity risk is the risk that the Company will not be able to meet its financial obligations as they become due. The Company employees prudent liquidity risk management practices which inter alia means maintaining sufficient cash and the availability of funding through an adequate amount of committed credit facilities. Given the nature of the underlying businesses, the corporate finance maintains flexibility in funding by maintaining availability under committed credit lines and this way liquidity risk is mitigated by the availability of funds to cover future commitments. Cash flow forecasts are prepared and the utilized borrowing facilities are monitored on a daily basis and there is adequate focus on good management practices whereby the collections are managed efficiently. The Company while borrowing funds for large capital project, negotiates the repayment schedule in such a manner that these matches with the generation of cash on such investment. Longer term cash flow forecasts are updated from time to time and reviewed by the Senior management of the Company.

Market risk

Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market prices. Market risks comprises three types of risk: currency rate risk, interest rate risk and other price risks, such as equity price risk and commodity price risk. Financial instruments affected by market risks include loans and borrowings, deposits, and foreign currency receivables and payables.

Foreign Currency Risk Management

Foreign currency risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in foreign exchange rates. The Companys exposure to the risk of changes in foreign exchange rates relates

primarily to the Companys operating activities (when revenue, expense or capital expenditure is denominated in foreign currency). Foreign currency exchange rate exposure is partly balanced by purchasing of goods from the respective countries. The Company evaluates exchange rate exposure arising from foreign currency transactions and follows established risk management policies.

Significant Developments after March 31, 2025, that may affect our future results of operations

The company has received a Letter of Intent (LOI) for setting up Floating Crane Facilities for cargo and container lightening/topping-up at Diamond Harbour and other deep draft locations under Syama Prasad Mookerjee Port, Kolkata, for 15 years.

Except as stated in this Red Herring Prospectus, to our knowledge, no circumstances have arisen since March 31, 2025, that materially and adversely affect or are likely to affect our operations or profitability, or the value of our assets or our ability to pay our material liability.

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