Sindu Valley Technologies Ltd Management Discussions

Economic Overview

1. The fiscal year 2025 (FY25) marked a pivotal phase in the global economic landscape, characterized by resilient recovery amid geopolitical tensions, supply chain disruptions, and moderating inflation. Globally, GDP growth is projected to moderate to around 3.0% in 2025, down from 3.2% in 2024, as per the OECD Economic Outlook (Volume 2025 Issue 1), influenced by heightened trade barriers and policy uncertainties. However, emerging markets like India and the UAE demonstrated exceptional buoyancy, driven by domestic demand, infrastructure investments, and diversification efforts.

2. Industry Structure and Developments

India s infrastructure sector in FY 2024-25 grew at approximately 8-10% YoY, propelled by the Union Budget s Rs 11.11 lakh crore capital expenditure allocation. Key drivers included the National Infrastructure Pipeline, Gati Shakti Master Plan, and focus on sustainable development in transport, energy, and urban projects. The construction industry benefited from digital tendering and policy reforms, though it faced headwinds like supply chain volatility and skilled labor shortages. GHV Infra Projects Limited s entry into this arena, post its November 2024 share acquisition and December 2024 name change, positioned it to capitalize on these opportunities as a mid-sized EPC player.

3. Key Corporate and Operational Activities

GHV Infra Projects Ltd (formerly Sindu Valley Technologies Ltd, incorporated on March 19, 1976, under the Companies Act, 1956) experienced a transformative FY 2024-25 (ended March 31, 2025). The company shifted from its legacy focus on software and auxiliary services to a diversified infrastructure player following the acquisition of majority shares in November 2024 by Mr. Jahid Mohmed H Vijapura (promoter of GHV India Pvt. Ltd.), JHV Commercials LLP, and Mrs. Husena Musamji as persons acting in concert (PAC). This strategic move aimed to develop businesses in transport infrastructure, energy and environmental projects, social and commercial complexes, office buildings, and industrial projects such as steel, power, refineries, petrochemicals, and factories, while continuing existing operations.

Acquisition and Name Change: The share acquisition in November 2024 facilitated the name change to GHV Infra Projects Ltd on December 2, 2024, approved by the Ministry of Corporate Affairs. This aligned with amendments to the Memorandum of Association on

July 30, 2024, expanding the object clause to include infrastructure and construction activities.

Business Diversification: The company entered EPC (Engineering, Procurement, and Construction) contracts in infrastructure segments. Initial projects focused on civil construction, urban development, and material-intensive works, contributing to a revenue surge.

Financial and Governance Actions:

Incorporated a wholly owned subsidiary in Q2 FY 2025-26 for specialized infra-activities.

The Registrar of Companies (ROC), Mumbai, has granted a 3-month extension up to December 31, 2025 for holding the Annual General Meeting (AGM) of the Company for the financial year 2024-25.

Compliance with SEBI and BSE norms, including quarterly filings.

Detailed Financial Performance (Standalone, Rs in Cr):

Particulars	FY 2024-25	FY 2023-24
Revenue from Operations	184.88	-
Total Expense	161.55	-0.44
Profit Before Tax	23.33	-0.44
Tax Expense	6.18	-
Net Profit After Tax	17.15	-0.44
EPS (Basic)	35.47	-6. 21

Quarterly Breakdown: Q4 (Mar 2025) Revenue Rs 164.96, PAT Rs 13.98 Cr (vs. loss prior); Q1 FY25-26 (Jun 2025) Revenue Rs 80.46 Cr, PAT, Rs 4.72 Cr.

Balance Sheet Highlights: Total Assets Rs 221.43 Cr (up from Rs 0.01 Cr); Equity Rs 42.57 Cr; Cash Equivalents Rs 0.03 Cr.

Cash Flow: Operating Cash Flow negative due to working capital; Investing positively from investments; Financing majorly supported by equity issuance and other convertible securities.

4. Opportunities and Threats

Opportunities: a. Expanding government initiatives in transport (roads, railways) and energy (renewables), offering bid potential for mid-tier firms.

b. Diversification into industrial projects.

c. international expansion, as evidenced by the post-FY

UAE contract worth Rs 2,645 crores.

Threats:

Intense competition from established entities in the same segments.

Raw material price fluctuations (e.g., steel, cement) and regulatory hurdles.

Geopolitical risks in international ventures.

5. Segment-Wise or Product-Wise Performance

Our operations in FY 2024-25 were completely in the infrastructure segment, encompassing civil construction and EPC works, with the total revenue of Rs 184.88 crores.

6. Outlook

For FY 2025-26, we project revenue guidelines growth of more than 200-300%, fueled by 6 new domestic contracts including UAE project execution. We aim to reduce debtor days through structured financing and project management for better efficiency.

7. Risks and Concerns

Credit Risk: High receivables mitigated by performance our metrics on regular basis.

Market Risk: Minimal forex exposure.

Operational Risk: Project delays covered by insurance; labor risks addressed via training.

Regulatory Risk: Compliance with SEBI, MCA, and environmental norms ensured through internal audits.

8. Internal Control Systems and Their Adequacy

The Company has robust internal controls with an independent internal audit function reporting directly to the Chairman of the Audit Committee. Regular reviews ensure adequacy of controls and compliance. The framework fosters accountability, ethical conduct, and effective risk management across operations.

9. Discussion on Financial Performance with Respect to Operational Performance

Standalone results highlight the pivot s success:

( Rs Cr)

Particulars	FY 2024-25	FY 2023-24	Variance
			(%)
Revenue from Operations	184.88	0.00	Turnaround
EBITDA	24.90	-0.43	Turnaround
Profit After Tax	17.15	-0.43	Turnaround
Total Assets	221.43	0.01	Massive
Net Worth	42.57	-0.80	Turnaround

Operational efficiency is evident in the negative cash conversion cycle, though negative operating cash flow (Rs -55.63 Cr) stems from working capital buildup. Finance costs were controlled at Rs 1.58 Cr.

10. Material Developments in Human Resources / Industrial enhancedigital Relations We believe our employees are the driving force behind our achievements and progress. The workforce expanded by 45%, surpassing 150 employees as of date of signing of growth and strong focus thisreport,reflecting on our people. Industrial relations remained harmonious throughout the year, with no disruptions reported.

Attrition reflectinga friendlyremained andlow, collaborative workplace culture built on trust, transparency, and an open-door policy. To further support employee growth and team alignment, psychometric assessments were introduced to better understand individual strengths and enhance role fitment and performance.

Employee engagement has continued to be a key focus area, fostering connection, motivation, and team spirit. Regular birthday celebrations, team lunch gatherings, and major festive events have strengthened a sense of belonging and togetherness across teams.

11. Key Financial Ratios:

Sr. No.	Ratio	Numerator	Denominator	Unit of Ratio	Financial Year 2024-25	Financial Year 2023-24	% Change	Reason for Variance > ( 25%)
i	Current Ratio	Current Asset	Current Liabilities	Times	1.10	0.01	14644.80%	Significant Increase in Current assets and current liabilities in the current year due to increase in commercial operations
ii	Debt Equity Ratio	Total Debt: long term borrowings + short term borrowings + current maturities of long term borrowings	Shareholders Equity: Equity attributable to Equity Holders of the Company	Times	0.73	NA	NA	-
iii	Debt Service Coverage Ratio	Earning available for debt services:- Net profit before tax + Non cash operating expenses + Interest Expense	Debt Service: Interest Payments + Principal Repayments during the year	Times	NA	NA	NA	-
iv	Return on Equity Ratio	Net Profits after taxes	Average Shareholders Equity: Equity attributable to Equity Holders of the Company (Simple Average)	%	82.09%	-74.63%	(210.00)%	In last year no business operations were there
v	Inventory Turnover Ratio	Cost of Goods Sold: Cost of Material Consumed + Changes in Inventory + Manufacturing Expenses	Closing Inventory	Times	11.57	NA	NA	-
vi	Trade Receivable Turnover Ratio	Net Sales: Revenue from operations	Closing Trade Receivables	Times	1.38	NA	NA	-
vii	Trade Payable Turnover Ratio	Cost of materials consumed + Construction expenses	Closing Trade Payables	Times	1.29	NA	NA	-
viii	Net Capital Turnover Ratio	Net Sales: Revenue from operations	Working Capital: - Current Assets - Current Liabilities	Times	12.23	NA	NA	-
ix	Net Profit Ratio	Net Profits after taxes	Net Sales: Revenue from operations	%	9.27%	NA	NA	-

x	Return on Capital Employed	Earning before interest & taxes (EBIT) : Profit/(loss) before tax + Interest Expense	Capital employed: - Shareholders Equity + Total Debt - Intangible Assets - Deferred Tax Assets + Deferred Tax Liability	%	67.69%	-74.63%	(190.69) %	In last year no business operations were there
xi	Return on Investment	Gain / (loss) on Sale of Investment + Dividend and Interest Income on Investments	Average Investment (Simple Average)	%	NA	NA	NA	-

- ROE improved to 82.1% from negative (turnaround due to profits).

- Current Ratio at 1.10x (healthy liquidity).

- Return on Capital Employed at 67.69%.

12. Cautionary Statement

Statements in this MDA are forward-looking based on current management estimates. Actual outcomes may differ due to market conditions, regulatory changes, or other factors.

For and on behalf of the Board,

Ajay Hans Managing Director (DIN: 00391261)

Date: November 13, 2025 Place: Mumbai