OPERATIONS
The following discussion is intended to convey our management s perspective on our financial condition and results of our operations. Our Financial Year commences on April 1 and ends on March 31 of the following year, and all references to a particular Financial Year or a Fiscal are to the 12 months ended March 31 of that year. You should read the following discussion in conjunction with the Restated Financial Information as of, and for the 3 months period ended June 30, 2025 and for Fiscal 2025, Fiscal 2024 and Fiscal 2023 including the related notes, schedules, and annexures. The Restated Financial Information included in this Draft Red Herring Prospectus are prepared and presented in accordance with requirements of Section 26 of the Companies Act, the SEBI ICDR Regulations and the Guidance
Note on Reports in Company Prospectuses (Revised 2019) issued by the ICAI, which differ in certain material respects from IFRS, U.S. GAAP and GAAP in other countries, and our assessment of the factors that may affect our prospects and performance in future periods. This discussion may include certain forward-looking statements that involve risks and uncertainties. Our actual results may differ materially from those anticipated in these forward-looking statements as a result of certain factors or contingencies, including those described below and elsewhere in, this Draft Red Herring Prospectus. For further information, see Forward-Looking Statements on page 38. Also read Risk Factors and Restated Financial Information on pages 41 and 375, respectively, for a discussion of certain factors or contingencies that may affect our business, financial condition or results of operations. Unless otherwise indicated, industry and market data used in this section has been derived from the report titled
Industry Report on Consumer Electronics Market in India prepared by The Knowledge Company LLP ( Knowledge Company ) ( Knowledge Company Report ) dated December 27, 2025, pursuant to an engagement letter dated June 6, 2025 which has been commissioned and paid for by our Company in connection with the Offer. The Knowledge Company Report has been prepared and issued by Knowledge Company for the purpose of understanding the industry exclusively in connection with the Offer. Unless otherwise indicated, all financial, operational, industry and other related information derived from the Knowledge Company Report and included herein with respect to any particular year, refers to such information for the relevant calendar year. Knowledge Company was appointed by our Company and is not a related party (in terms of the Companies Act and SEBI Listing Regulations) of our Company, Directors, our Promoters, our Key Managerial Personnel, Senior Management and the BRLMs. A copy of the Knowledge Company Report is available at https://ssmobile.com/in/home/investor_relations from the date of the Draft Red Herring Prospectus till the Bid/ Offer Closing Date. Also, see Risk Factor - Certain sections of this Draft Red Herring Prospectus disclose information from the Knowledge Company Report commissioned and paid for by the Company in connection with the Offer and any reliance on such information for making an investment decision in the Offer is subject to inherent risks on page 84. Also see Certain Conventions, Presentation of Financial, Industry and Market Data and Currency of Presentation on page 35.
OVERVIEW
We are a multi-brand retail chain for mobile phones, accessories and other electronic items, with operations in 4 states i.e., Maharashtra, Karnataka, Madhya Pradesh and Goa. We deal in multiple product categories across different types of cities such as metro cities, mini metro cities, tier I cities, tier II cities and tier III and beyond cities. However, our focus has been on retailing mobile phones and accessories in tier II and tier III and beyond cities. As of March 31, 2025, we operated 347 stores in India, and 334 stores in Maharashtra, which as per the Knowledge Company Report, positioned us as the largest mobile phone retail chain in West India (i.e., Gujarat, Maharashtra, Goa, Madhya Pradesh, Dadra & Nagar Haveli and Daman & Diu) and in Maharashtra and the 4th largest in India, amongst our peers. Over the years we have scaled our operations and increased our store count from 181 stores across 89 cities as of March 31, 2023 to 347 stores across 149 cities as of March 31, 2025 at a CAGR of 38.46%, positioning us as one of the fastest growing mobile retail chains, as per the Knowledge Company Report. Further, as per the Knowledge Company Report, this growth rate is not only the 2 nd highest among peers but also ~2X the peer average of 19.38% for the same period. Our stores as of March 31, 2025, were spread across 179,633 square feet, and as per the Knowledge Company Report, our sales per square feet of 120,188.73 in Fiscal 2025 was the highest among our peers, highlighting efficient space utilisation and store productivity across our store formats.
Our key business highlights are set out below:
434
(This map is only for the purpose of representation and is not to be considered an accurate geopolitical representation.)
We have continued to expand our retail presence, and as of November 30, 2025, our network includes 451 stores occupying 212,517 square feet, an increase of 19.95% and 11.13% respectively over the June 30, 2025 figures.
The SS Mobile brand has been our flagship brand over the years. Under this brand, we retail mobile phones, accessories and other electronic items through (i) stores which have an area greater than 800 square feet ( Large Format Stores ); (ii) stores which have an area greater than or equal to 400 square feet and up to 800 square feet ( Medium Format Stores ); and (iii) stores which have an area lower than 400 square feet ( Small Format Stores ).
We entered the retail market of pre-owned mobile phones in Fiscal 2023 with the launch of the Mobile Exchange Wala brand. This brand operates as a shop in shop format in a demarcated area in some of the stores operating under the SS Mobile brand, and as per the Knowledge Company Report, we are one of the few organized retail chains to operate this format.
To enhance our brand visibility, market coverage and customer acquisition in tier II and tier III and beyond cities, we started The Mobile Space brand in Fiscal 2023 through which we retail mobile phones, accessories and other electronic items through Medium and Small Format Stores. As of June 30, 2025, we also operate 4 smartphone cafe s which are exclusive brand outlets ( EBOs ) in Maharashtra, 2 of which are located in Kolhapur and 2 in Pune, for retailing mobile phones of a reputed brand.
Buildup of our store count based on brands and formats as at June 30, 2025, March 31, 2025, March 31, 2024 and March 31, 2023 are set out below:
| Sr. Particulars No. | As at June 30, 2025 | As at March 31, 2025 | As at March 31, 2024 | As at March 31, 2023 | Number of stores added^ | CAGR^^ |
| A. Based on brands | ||||||
| 1. SS Mobile ( A ) | 324 | 304 | 217 | 176 | 148 | 31.43% |
| - SS Mobile (Without | 262 | 246 | 171 | 137 | 125 | 34.00% |
| Mobile Exchange | ||||||
| Wala)* | ||||||
| - SS Mobile (With | 62 | 58 | 46 | 39 | 23 | 21.95% |
| Mobile Exchange | ||||||
| Wala)** | ||||||
| 2. The Mobile Space ( B ) | 52 | 43 | 19 | 5 | 47 | 193.26% |
| Total stores (A+B) | 376 | 347 | 236 | 181 | 195 | 38.46% |
| B. Based on format of stores | ||||||
| 1. Large Format Stores | 34 | 34 | 19 | 18 | 16 | 37.44% |
| 2. Medium Format Stores | 203 | 194 | 136 | 106 | 97 | 35.28% |
| 3. Small Format Stores | 139 | 119 | 81 | 57 | 82 | 44.49% |
| Total stores | 376 | 347 | 236 | 181 | 195 | 38.46% |
**Since the Mobile Exchange Wala brand operates as a shop in shop format within the SS Mobile stores, the count includes the Mobile Exchange Wala stores co-located within the SS Mobile stores.
^Stores opened (net of store closures) between March 31, 2023 to June 30, 2025.
^^CAGR of number of stores opened (net of store closures) between March 31, 2023 to March 31, 2025.
Our store operations are structured around 3 different business models: (i) Company owned and company operated model wherein the stores are leased / owned by us and also operated by us ( COCO Model ); (ii) Company owned and franchisee operated model wherein the stores are leased by us and operated by our franchisee partners ( COFO Model ); and (iii) Franchisee owned and franchisee operated model wherein the stores are both, leased as well as operated by the franchisee partners ( FOFO Model ). The ownership of the inventory at all these stores remains with us. The stores under each of these models are designed by our Company and set up through selected interior designers to ensure that the look and feel of each store is uniform to ensure consistent brand identity and store experience. We operate our stores under the brand SS Mobile and Mobile Exchange Wala through a combination of COCO Model and COFO Model, and our stores under the brand The Mobile Space through the FOFO Model.
We operate the COFO and FOFO Model stores based on our approach of identifying local franchisee partners who are selected based on certain criteria such as (i) the franchisee partner must be a resident of the area where the store is located, ensuring local community connections; (ii) the franchisee partner s income is primarily driven by the store s performance, which in turn motivates them to earn and to succeed; and (iii) a preference is given to people with experience in the retailing industry which helps in effective sales performance. ( Local Partners Approach ) The local affinity of customers towards such franchisee partners accelerates new customer acquisition while reducing our customer acquisition costs. This approach also helps us capitalise on the understanding of our franchisee partners of the ethos of the area in which such store operates.
We primarily focus on the COFO Model and FOFO Model which account for 69.15% and 13.83% of our total store count as at June 30, 2025. Between March 31, 2023 to June 30, 2025, we opened 109 new stores under the COFO Model and 47 new stores under the FOFO Model, which has also helped us significantly scale our operations. Set out below are our stores under the 3 different business models as at June 30, 2025, March 31, 2025, March 31, 2024 and March 31, 2023:
| Sr. No. Particulars | As at June 30, 2025 | As at March 31, 2025 | As at March 31, 2024 | As at March 31, 2023 | Number of stores added^ | CAGR^^ |
| 1. COCO Model Stores | 64 | 53 | 28 | 25 | 39 | 45.60% |
| 2. COFO Model Stores | 260 | 251 | 189 | 151 | 109 | 28.93% |
| 3. FOFO Model Stores | 52 | 43 | 19 | 5 | 47 | 193.26% |
| Total stores | 376 | 347 | 236 | 181 | 195 | 38.46% |
^Stores opened (net of store closures) between March 31, 2023 to June 30, 2025.
^^CAGR of number of stores opened (net of store closures) between March 31, 2023 to March 31, 2025.
We set monthly revenue and profitability targets for our franchisee partners in the COFO Model. Upon achieving these targets, they become eligible for a pre-determined commission from our Company, which serves as an incentive to drive higher performance. In the FOFO model, our Company earns revenue through a fixed margin on the cost of inventory sold by the franchisee partner, while the franchisee partner bears all store-related expenses and retains the profits generated.
We categorise our stores based on their vintage i.e., measured by their age. This classification assists us in tracking growth trajectory as the stores mature. Further, our same-store sales growth was 13.43% during Fiscal 2023 to Fiscal 2025. Our stores, based on their vintage, as at June 30, 2025, March 31, 2025, March 31, 2024 and March 31, 2023 are set out below:
| Sr. No. Categories of Stores | As at June 30, 2025 | As at March 31, 2025 | As at March 31, 2024 | As at March 31, 2023 |
| 1. Super matured stores (1) | 62 | 59 | 42 | 32 |
| 2. Matured stores (2) | 65 | 57 | 46 | 27 |
| 3. Semi matured stores (3) | 89 | 97 | 63 | 41 |
| 4. Emerging stores (4) | 94 | 89 | 78 | 64 |
| 5. New stores (5) | 69 | 57 | 12 | 18 |
| 6. Less: Stores closed | (3) | (12) | (5) | (1) |
| Total Stores | 376 | 347 | 236 | 181 |
1. Super matured stores are stores which have been operational for over 5 years.
2. Matured stores are stores which have been operational for a period between 3 years and 5 years.
3. Semi matured stores are stores which have been operational for a period between 1 year and 6 months to 3 years.
4. Emerging stores are stores which have been operational for a period between 6 months and 1 year and 6 months.
5. New stores are stores which have been operational for less than 6 months.
As set out in the table above, our stores have progressively matured. Due to established brand recall based on the years of operations in a region, the super matured stores typically have the lowest customer acquisition cost and require lowest marketing cost as compared to our other stores. In contrast, the newer stores typically require higher marketing cost to establish brand recall and visibility in their markets.
Our strength of site selection strategy, disciplined expansion approach, strong brand recall and the operational efficiency of our business is underscored by the fact that we closed only 3, 12, 5 and 1 stores during the 3 months period ended June 30, 2025, and Fiscal 2025, Fiscal 2024 and Fiscal 2023, respectively at an average store closure rate of 2.04% of the closing store counts from Fiscal 2023 to Fiscal 2025.
Our retail portfolio consists of the following:
Products
Mobile Phones - We retail mobile phones of reputed brands across various price range, and we derive a significant portion of our revenue from operations from the sale of mobile phones. We also sell mobile phones in wholesale ( Corporate Sales ).
Pre-owned Mobile Phones - We purchase and sell pre-owned mobile phones.
Accessories - We retail accessories categorised as (i) audio category which comprises bluetooth speakers, sound bars and trolley / karaoke speakers of various brands; (ii) hearable category which comprises of air buds/ ear buds, neck bands and headphones: (iii) wearable category which comprises smart watches of various brands; and (iv) others which comprise power banks and wireless power banks, power adaptors, chargers, cables comprising type C cables, lightning cables, micro cables and multi-pin cables and memory cards, pen drives and OTG (i.e., on the go ) pen drives, of various brands.
Other electronic items - We retail televisions, laptops and tablets of various brands.
Ancillary Services
Mobile protection plans - through our arrangement with a third party which includes repairs from service centres authorised by brands for accidental damages and liquid damages, and replacement of products if the product is beyond repair, as per the terms of the plan.
Anti-theft software - for mobile phones which is designed to protect smartphones from theft and unauthorized access.
Credit / EMI (equated monthly instalment) facilities - to customers for our products through our in-store kiosks of financiers. Our stores have mini-kiosks of multiple finance providers offering customers a range of EMI options including no cost EMI plans and quick in store-loan approvals.
Recharge of mobile phones - we provide mobile phone recharge facilities for various brands.
During the current Fiscal, pursuant to a brand acquisition agreement, we have acquired a brand which is focussed on sales of accessories i.e., , which we have subsequently licensed to our Subsidiary i.e., Nexora Smart Tech Private Limited ( Nexora ). We have, through Nexora, started the sale of accessories of this brand in the audio category, hearable category, wearable category, mobile charging category and automotive electronics - dashboard camera, on a B2B (business to business basis). The acquisition of this brand has not only helped us expand our accessories portfolio but has also helped us provide greater insight of the cost structure of accessories of this brand which is expected to assist us in negotiating cost of accessories of other brands. We have also entered into a share subscription and shareholders agreement with Olineo Nexus India Private Limited ( Olineo ) and others on December 12, 2025 for a strategic acquisition of the majority shareholding of Olineo, which operates in a similar line of business as ours, under the brand Olineo . The transaction under this agreement has not yet consummated. Also see History and Certain Corporate Matters - Material Agreements on page 338.
Our revenue from operations have increased from 8,320.36 million in Fiscal 2023 to 15,979.31 million in Fiscal 2025 at a CAGR of 38.58%, which as per the Knowledge Company Report was the 2 nd highest amongst our peers, indicating that our core business revenue has grown rapidly and consistently over the period. Set out below is our revenue from operations from mobile phones, pre-owned mobile phones (Mobile Exchange Wala), accessories, other electronic items and ancillary services during the 3 months period ended June 30, 2025, Fiscal 2025, Fiscal 2024 and Fiscal 2023:
| Particulars | 3 months period ended June 30, 2025 | Fiscal 2025 | Fiscal 2024 | Fiscal 2023 | ||||
| Revenue contributio n (in million) | As a % of revenue from operation s | Revenue contributio n (in million) | As a % of revenue from operation s | Revenue contributio n (in million) | As a % of revenue from operation s | Revenue contributio n (in million) | As a % of revenue from operation s | |
| Mobile | 4,363.53 | 87.68% | 13,995.17 | 87.58% | 10,656.62 | 88.31% | 7,507.37 | 90.23% |
| phones | ||||||||
| Pre-owned | 329.94 | 6.63% | 912.84 | 5.71% | 515.06 | 4.27% | 18.85 | 0.23% |
| mobile | ||||||||
| phones | ||||||||
| (Mobile | ||||||||
| Exchange | ||||||||
| Wala) | ||||||||
| Accessories | 176.68 | 3.55% | 704.26 | 4.41% | 619.76 | 5.14% | 534.29 | 6.42% |
| * | ||||||||
| Other | 56.42 | 1.13% | 184.20 | 1.15% | 120.07 | 0.99% | 144.45 | 1.74% |
| electronic | ||||||||
| items** | ||||||||
| Ancillary | 49.84 | 1.00% | 182.84 | 1.14% | 155.92 | 1.29% | 115.40 | 1.39% |
| services*** | ||||||||
| Total | 4,976.41 | 100.00% | 15,979.31 | 100.00% | 12,067.43 | 100.00% | 8,320.36 | 100.00% |
*Comprises accessories of various brands retailed by us under audio category, hearable category, wearable category and others. **Comprises revenue from retail of televisions, laptops and tablets.
***Comprises revenue from offering mobile protection plans, mobile recharge, and anti-theft software.
Note: All figures in decimals have been rounded off to the second decimal and all percentage figures have been rounded off to two decimal places. In certain instances, discrepancies in any table between the sums of the amounts listed in the table and totals are due to rounding off.
Our inventory procurement model is supported by direct arrangements with various brands and / or their distributors / authorised dealers. These arrangements enable us to procure mobile phones, accessories, and other electronic items at competitive prices by eliminating intermediaries and the associated costs. As per the Knowledge Company Report, by direct procurement from brands or national distributors, regional retailers may get multiple advantages including higher trade margins through the elimination of intermediary costs, priority access to new model launches, faster replenishments, and stronger negotiating power for co-funded promotions and rebates. Over time, such progression enables regional players to operate on near-national efficiency, strengthening brand relationships, and positioning them as strategic partners in the mobile phone retail ecosystem.
To support business operations, we have implemented in house proprietary information technology systems which help us track our inventory and sales on real time basis. These systems also help us efficiently monitor the operations of our stores, help us seamlessly integrate our supply chain and customer data, enhance our operational efficiency, and enable us to make data driven decisions while also helping us manage our growth. To handle procurement and supply of a wide array of products (brand and variant wise), we have implemented a centralised system with 2 modules which comprises inventory management and enterprise resource planning systems which assist us in automation of maintaining and managing inventory at our warehouses and stores. These systems also enable us to plan demand of various products, and in a timely and efficient manner, procure products from our distributors and brands, replenish inventory at our warehouses and to dispatch inventory to our stores. Also, see Our Business Business Operations Information Technology Systems on page 308.
We have 1 owned warehouse and 1 leased warehouse which are strategically located in Kolhapur in Maharashtra, and we have arrangements with 4 logistics service providers located in Mumbai, Pune and Nagpur in Maharashtra and
Bhopal in Madhya Pradesh. Each warehouse / logistics arrangement assists us in operating a hub and spoke model (i.e., distribution of products from these locations to multiple stores) to ensure seamless and efficient distribution of products to our store whereas the strategic location of these warehouses / logistics arrangements help us in reduce our transport cost and manage our inventory efficiently.
To increase the visibility of our stores, we undertake brand-building initiatives which include marketing campaigns across digital media, messaging, influencer collaborations, advertisements, hoardings, and other promotional activities. In addition, we organise events for the launch of certain of our new stores designed to engage the local community and to encourage in-store experience as well as to drive footfall. Our founder, Siddharth Gunvant Shah, has significant experience of more than 23 years in the retail industry. He oversees strategic leadership, retail operations management, business development and alliances, financial management, team leadership and development, branding and marketing. He has received the 40 under 40 award from BW Retail World in 2024. Our Company is supported by an experienced Board of Directors, qualified key management personnel and senior management team, each of whom has significant experience in their respective domains. For further details, see Our Management - Brief Profile of our Directors , Our Management - Brief Profiles of the KMP and Our Management - Brief Profiles of our Senior Management on pages 344, 364 and 365, respectively.
Our Company has received awards such as Brand Disruption Award (Direct to Consumer, Mobile Phones) in 2025 from Economic Times, and Gold Award for revenue, flagship & FY Growth 2024 at Galaxy of Stars Conclave, 2025. For more details of awards, accreditations and recognitions received by us see History and Certain Corporate Matters - Key Awards, Accreditations or Recognitions and Our Business - Awards and Recognitions on pages 325 and 313.
We have demonstrated a consistent growth in our financial performance. Our credit rating was also enhanced by CRISIL on May 5, 2025 from CRISIL A2 to CRISIL A2+ for Inventory Funding Facility / Channel Financing / Purchase Bill Discounting and from CRISIL BBB+/Stable to CRISIL A-/Stable for Cash Credit.
Set out below are some of our operational and financial metrics:
( in million, unless mentioned otherwise)
| Particulars | Units | As at and for 3 months period ended June 30, 2025 | Fiscal 2025 | Fiscal 2024 | Fiscal 2023 |
| Operational KPIs | |||||
| New stores opened in the period (1) | Count | 32 | 123 | 60 | 64 |
| Cumulative number of stores (2) | Count | 376 | 347 | 236 | 181 |
| Total retail area (3) | Sq. ft | 1,91,233 | 1,79,633 | 1,18,448 | 93,689 |
| Sales per sq. ft. (4) | NA | 1,20,188.73 | 1,15,340.99 | 1,03,287.44 | |
| Same-store sales growth (SSSG) (5) | % | NA | 13.43% | NA | NA |
| Store closure rate (6) | % | 0.80% | 3.46% | 2.12% | 0.55% |
| Financial KPIs | |||||
| in | |||||
| Revenue from Operations (7) | 4,976.41 | 15,979.31 | 12,067.43 | 8,320.36 | |
| million | |||||
| Revenue from Operations Growth (8) | % | NA | 32.42% | 45.03% | NA |
| in | |||||
| Gross Profit (9) | 609.63 | 1,931.27 | 1,287.40 | 786.59 | |
| million | |||||
| Gross Profit Margin (10) | % | 12.25% | 12.09% | 10.67% | 9.45% |
| in | |||||
| Operating EBITDA (11) | 298.61 | 804.41 | 565.02 | 304.59 | |
| million | |||||
| Operating EBITDA Margin (12) | % | 6.00% | 5.03% | 4.68% | 3.66% |
| in | |||||
| PBT (13) | 208.21 | 528.88 | 352.09 | 154.68 | |
| million | |||||
| PBT Margin (14) | % | 4.18% | 3.31% | 2.92% | 1.86% |
| in | |||||
| PAT (15) | 148.56 | 398.61 | 266.45 | 115.59 | |
| million |
| Particulars | Units | As at and for 3 months period ended June 30, 2025 | Fiscal 2025 | Fiscal 2024 | Fiscal 2023 |
| PAT Margin (16) | % | 2.99% | 2.49% | 2.21% | 1.39% |
| in | |||||
| Total Equity (including NCI) (17) | 1,708.69 | 1,561.84 | 1,015.17 | 749.11 | |
| million | |||||
| in | |||||
| Net Debt (18) | 633.32 | 940.96 | 780.08 | 452.66 | |
| million | |||||
| No. of | |||||
| Net Debt to Operating EBITDA (19) | NA | 1.17 | 1.38 | 1.49 | |
| Times | |||||
| No. of | |||||
| Net Debt to Total Equity (20) | 0.37 | 0.60 | 0.77 | 0.60 | |
| Times | |||||
| Return on Average Equity (ROE) (21) | % | NA | 30.94% | 30.20% | 16.71% |
| Return on Average Capital Employed | |||||
| % | NA | 25.78% | 25.91% | 17.90% | |
| (ROCE) (22) | |||||
| Return on Average Capital Employed | |||||
| % | NA | 20.50% | 20.85% | 14.51% | |
| (ROCE) (post-tax) (23) | |||||
| No. of | |||||
| Inventory Turnover Ratio (24) | NA | 9.11 | 10.49 | 9.95 | |
| Times | |||||
| Net Working Capital Days (25) | Days | 36 | 51 | 47 | 42 |
| per | |||||
| Basic EPS (26) | 9.14 | 6.13 | 4.10 | 1.78 | |
| share | |||||
| Net Asset Value per Share (27) | 26.04 | 23.92 | 15.62 | 11.52 |
Notes:
(1) New stores opened during the given period (not accounting for store closures in the given period). (2) Count of total stores as of the period end (net of store closures).
(3) Computed as the total area of all stores operational as of the period end.
(4) Computed as the total revenue from stores operational for at least 12 months as of the period end divided by the total retail area of the same stores.
(5) Considered as the CAGR between Fiscal 2023 to Fiscal 2025 of revenue from operations derived from all the stores which were operational as on April 1, 2022.
(6) Computed as the stores closed during the period divided by the cumulative number of stores as of the period end.
(7) Computed as the sum of Revenue from Sale of Mobile phones, Accessories, Other Electronic items and other operating revenue namely sales incentive and related income.
(8) Computed by dividing increase in Revenue from Operations in the current period with Revenue from Operations for the previous period *100.
(9) Computed as Revenue from Operations minus cost of goods sold. Cost of goods sold is computed as the sum of Purchase of traded goods and Changes in inventories of traded goods.
(10) Computed by dividing Gross Profit by Revenue from Operations *100.
(11) Restated Earnings before exceptional item and tax minus Other Income plus Finance costs and Depreciation and amortization expense.
(12) Computed by dividing Operating EBITDA with Revenue from Operations * 100.
(13) Restated Earnings before exceptional item and tax as per restated financial information. (14) Restated Earnings before exceptional item and tax divided by Revenue from Operations *100. (15) Restated profit for the year/period as per restated financial information.
(16) Restated profit for the year/period divided by Revenue from Operations * 100.
(17) Total Equity including Non-Controlling Interests as per restated financial information.
(18) Computed as Long-term borrowings plus Short-term borrowings minus Cash and Cash Equivalents and Other Bank Balance. (19) Computed as Net Debt divided by Operating EBITDA. (20) Computed as Net Debt divided by Total Equity.
(21) Computed by dividing PAT by the Average Total Equity * 100. Average Total Equity is calculated as the average of the opening and closing balances of the Total Equity.
(22) Computed as EBIT as a % of average capital employed. EBIT is calculated as Restated Earnings before exceptional item and tax minus Other Income plus Finance costs. Average Capital Employed is calculated by averaging the opening and closing balance of capital employed. Capital employed is calculated by adding Total Equity, Long term borrowings (including current maturities of Long-term borrowings), Short term borrowings and Deferred Tax Liabilities minus Intangible Assets.
(23) Computed as post-tax EBIT as a % of average capital employed. Post-tax EBIT is calculated by subtracting Tax Expense (including Current tax and Deferred tax) from EBIT. Average Capital Employed is calculated by averaging the opening and closing balance of capital employed. Capital employed is calculated by adding Total Equity, Long Term Borrowings (including current maturities of Long-term borrowings), Short term borrowings and Deferred Tax Liabilities minus Intangible Assets. (24) Revenue from Operations divided by Average Inventories; Average Inventories = Average of opening and closing inventories. (25) Computed as 365 days (90 days for the 3 months ended June 30, 2025) divided by Net Working Capital turnover. Net Working Capital turnover is computed as Revenue from Operations divided by net working capital. Net working capital is computed as total current assets excluding Cash & Cash equivalents minus Total current liabilities excluding Short term borrowings. (26) Computed as Restated Profit for the year attributable to equity holders of the company divided by the weighted average number of equity shares outstanding at the end of the period.
(27) Computed as equity attributable to owners of the company divided by weighted average number of diluted shares considered for computing EPS.
For explanation of KPIs, see Basis for the Offer Price on page 172.
PRINCIPAL FACTORS AFFECTING OUR FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Our results of operations have been, and will be, affected by many factors, some of which are beyond our control. The following is a discussion of certain factors that have had, and will continue to have, a significant effect on our financial condition and results of operations:
Concentration of our source of revenue from operations to certain geographical locations, particularly in the state of Maharashtra.
Our operations, are, and have been, significantly dependent on our stores in Maharashtra. We have focussed on deepening our presence in Maharashtra and during the period March 31, 2023 to June 30, 2025, we have opened 183 stores in Maharashtra. While in Fiscal 2019 we commenced our operations in Goa, and in Fiscal 2025 we expanded our operations into Karnataka and Madhya Pradesh, our operations continue to be significantly focussed on our stores in Maharashtra which as per the Knowledge Company Report forms around 9% of the total population of India with a per capita income of around 0.28 million in calendar year 2024.
As of March 31, 2025, we operated 347 stores in India, and 334 stores in Maharashtra, which as per the Knowledge Company Report, positioned us as the largest mobile phone retail chain in West India (i.e., Gujarat, Maharashtra, Goa, Madhya Pradesh, Dadra & Nagar Haveli and Daman & Diu) and in Maharashtra and the 4th largest in India, amongst our peers. Our stores in Maharashtra have contributed significantly to our revenue from operations contributing 4,740.08 million, 15,449.69 million, 11,706.02 million and 8,071.93 million representing 95.25%, 96.69%, 97.01% and 97.01% of our revenue from operations during the 3 months period ended June 2025 and Fiscal 2025, Fiscal 2024 and Fiscal 2023, respectively. Our aggregate revenue from operations from other 3 states where we carry out operations (i.e., Goa, Karnataka and Madhya Pradesh) was 236.33 million, 529.62 million, 361.41 million and 248.43 million representing 4.75%, 3.31%, 2.99% and 2.99% during the 3 months period ended June 2025 and Fiscal 2025, Fiscal 2024 and Fiscal 2023, respectively. Our revenue from operations from stores in Maharashtra, and our aggregate revenue from operations from other 3 states where we carry out operations (i.e., Goa, Karnataka and Madhya Pradesh) has increased at a CAGR or 38.35% and 46.01%, respectively, between Fiscal 2023 to Fiscal 2025.
Set out below is the geographical bifurcation of our stores as at June 30, 2025, March 31, 2025, March 31, 2024, and March 31, 2023:
| Geography | As at June 30, 2025 | As at March 31, | As at March 31, | As at March 31, |
| 2025 | 2024 | 2023 | ||
| Maharashtra | 359 | 334 | 231 | 176 |
| Goa | 5 | 5 | 5 | 5 |
| Karnataka | 6 | 5 | -* | -* |
| Madhya Pradesh | 6 | 3 | -* | -* |
| Total Stores | 376 | 347 | 236 | 181 |
*We commenced our operations in Madhya Pradesh and Karnataka in Fiscal 2025.
Set out below is the geographic bifurcation of our revenue from operations during the 3 months period ended June 30, 2025 and Fiscal 2025, Fiscal 2024 and Fiscal 2023:
| Geography | 3 months period ended June 30, 2025 | Fiscal 2025 | Fiscal 2024 | Fiscal 2023 | ||||
| Revenue contributi on (in million) | As a % of revenue from operations | Revenue contributi on (in million) | As a % of revenue from operations | Revenue contribut ion (in million) | As a % of revenue from operations | Revenue contribut ion (in million) | As a % of revenue from operation s | |
| Maharashtra | 4,740.08 | 95.25% | 15,449.69 | 96.69% | 11,706.02 | 97.01% | 8,071.93 | 97.01% |
| Goa | 117.09 | 2.35% | 421.77 | 2.64% | 361.41 | 2.99% | 248.43 | 2.99% |
| Karnataka | 92.47 | 1.86% | 106.58 | 0.67% | -* | -* | -* | -* |
| Madhya | 26.78 | 0.54% | 1.27 | 0.01% | -* | -* | -* | -* |
| Pradesh | ||||||||
| Total | 4,976.41 | 100.00% | 15,979.31 | 100.00% | 12,067.43 | 100.00% | 8,320.36 | 100.00% |
Note: All figures in decimals have been rounded off to the second decimal and all percentage figures have been rounded off to two decimal places. In certain instances, discrepancies in any table between the sums of the amounts listed in the table and totals are due to rounding off.
We intend to deepen and strengthen our position in Maharashtra while also expanding our operations in Goa, Karnataka and Madhya Pradesh. We also aim to expand our retail network in a new identified adjacent geography i.e., Chhattisgarh. One of the factors that will impact our growth will be our ability to deepen and expand our retail network.
Market opportunities - growth of the mobile phone market including pre-owned mobile phones, and accessories and electronic items
While we are a multi-brand retail chain for mobile phones, accessories and other electronic items, our focus has been on retailing mobile phones and accessories particularly in tier II and tier III and beyond cities. We derive a significant portion of our revenue from operations from retailing mobile phones and during the 3 months ended June 30, 2025, Fiscals 2025, 2024 and 2023 we derived 87.68%, 87.58%, 88.31% and 90.23% of our revenue from operations from retailing mobile phones, respectively. We entered the retail market of pre-owned mobile phones in Fiscal 2023 with the launch of the Mobile Exchange Wala brand. This brand operates as a shop in shop format in a demarcated area in some of the stores operating under the SS Mobile brand, and as per the Knowledge Company Report, we are one of the few organized retail chains to operate this format.
Set out below is our revenue from operations from mobile phones, pre-owned mobile phones (Mobile Exchange Wala), accessories, other electronic items and ancillary services during the 3 months period ended June 30, 2025, Fiscal 2025, Fiscal 2024 and Fiscal 2023:
| Particulars | 3 months period ended June 30, 2025 | Fiscal 2025 | Fiscal 2024 | Fiscal 2023 | ||||
| Revenue contributio n (in million) | As a % of revenue from operatio n | Revenue contributio n (in million) | As a % of revenue from operation s | Revenue contributio n (in million) | As a % of revenue from operation s | Revenue contributio n (in million) | As a % of revenue from operation s | |
| Mobile | 4,363.53 | 87.68% | 13,995.17 | 87.58% | 10,656.62 | 88.31% | 7,507.37 | 90.23% |
| phones | ||||||||
| Pre-owned | 329.94 | 6.63% | 912.84 | 5.71% | 515.06 | 4.27% | 18.85 | 0.23% |
| mobile | ||||||||
| phones | ||||||||
| (Mobile | ||||||||
| Exchange | ||||||||
| Wala) | ||||||||
| Accessories | 176.68 | 3.55% | 704.26 | 4.41% | 619.76 | 5.14% | 534.29 | 6.42% |
| * | ||||||||
| Particulars | 3 months period ended June 30, 2025 | Fiscal 2025 | Fiscal 2024 | Fiscal 2023 | ||||
| Revenue contributio n (in million) | As a % of revenue from operatio n | Revenue contributio n (in million) | As a % of revenue from operation s | Revenue contributio n (in million) | As a % of revenue from operation s | Revenue contributio n (in million) | As a % of revenue from operation s | |
| Other | 56.42 | 1.13% | 184.20 | 1.15% | 120.07 | 0.99% | 144.45 | 1.74% |
| electronic | ||||||||
| items** | ||||||||
| Ancillary | 49.84 | 1.00% | 182.84 | 1.14% | 155.92 | 1.29% | 115.40 | 1.39% |
| services*** | ||||||||
| Total | 4,976.41 | 100.00% | 15,979.31 | 100.00% | 12,067.43 | 100.00% | 8,320.36 | 100.00% |
*Comprises accessories of various brands retailed by us under audio category, hearable category, wearable category and others. **Comprises revenue from retail of televisions, laptops and tablets.
***Comprises revenue from offering mobile protection plans, mobile recharge, and anti-theft software.
Note: All figures in decimals have been rounded off to the second decimal and all percentage figures have been rounded off to two decimal places. In certain instances, discrepancies in any table between the sums of the amounts listed in the table and totals are due to rounding off.
Mobile phone market
As per the Knowledge Company Report, India s mobile phone market grew from 2,053 billion in Fiscal 2019 to 3,226 billion in Fiscal 2024 at a CAGR of 9.5%, and is projected to reach 5,198 billion by Fiscal 2030, growing at a CAGR of 9.0%. In Maharashtra, the mobile phone market was valued at 514 billion, accounting for 15.2% of the total India mobile phone market in Fiscal 2025. In India, the mobile phone market is being driven by replacements and upgrades. While the overall mobile phone penetration is estimated at 77% in Fiscal 2025, Indias smartphone penetration rate stood at a meagre 46.12% in CY 2024. The average replacement cycle of smart phones is 36 months, however, when the consumers do replace the phone, the shift is often towards more advanced models with better features and specifications. The overall Indian mobile phone market is steadily shifting towards higher-priced segments, reflecting a blend of aspirational upgrades, better financing options, and increased digital dependence among younger, tech-savvy consumers.
Pre-owned mobile phone market
As per the Knowledge Company Report, the pre-owned smartphone market is emerging as a structural growth driver by accelerating device adoption and replacement cycles in India. The Indian pre-owned mobile phone market grew from 707 billion in Fiscal 2024 to 787 billion in Fiscal 2025, with a year-on-year growth rate of 11.3%. The pre-owned phone market is further expected to grow to 1,419 billion at CAGR of 12.5% from Fiscal 2025 to Fiscal 2030. Some of the factors driving growth in the pre-owned smartphone market include: (i) Widening affordability gap with new devices: With flagship phone prices rising, many consumers are opting for pre-owned smartphones that cost 30% 50% less than new ones, making them accessible to students, first-time buyers, and budget-conscious users; (ii) Growing awareness and trust: Increased consumer awareness about warranties, device grading, and pre-owned quality along with financing and EMI options is driving wider acceptance of second-hand devices; (iii) Rise of premium upgrades and fast cycles: Frequent upgrades by premium users are injecting a steady supply of gently used smartphones into the secondary market, improving availability of desirable models at lower prices; (iv) Tier II and Tier III and beyond market penetration via retailers: Smaller retailers are reviving lower grade used smartphones and successfully selling them in tier 2+ towns, where demand is rising due to price sensitivity and smartphone need; and (v) Pre-owned device adoption for workforce: The increasing adoption of pre-owned smartphones by enterprises for field staff, delivery agents, and contractual workers is emerging as a key growth driver due to an increasing need for cost-effective, functional devices that enable workforce mobility and digital operations.
Mobile Accessories Market
As per the Knowledge Company Report, India s mobile accessories market has expanded significantly, growing from 233 billion in Fiscal 2019 to 503 billion in Fiscal 2024 growing at a CAGR of 16.7% and was estimated at 536 billion in Fiscal 2025, showcasing a year-on-year growth of 6.5%. The overall mobile accessories market is expected to double to 1,065 billion by Fiscal 2030, with hearables growing at a faster rate and expected to reach 514 billion, accounting for 48.2% share of the total mobile accessories market, while other mobile accessories are projected to reach 551 billion (51.8%) by Fiscal 2030.
Wearables
As per the Knowledge Company Report, the wearables market has grown from 21 billion in Fiscal 2019 to 71 billion in Fiscal 2025 and is expected to reach 91 billion by Fiscal 2030 at a CAGR of 6.0% during Fiscal 2025 to Fiscal 2030.
Television Market
As per the Knowledge Company Report, the television market in India which was valued at 432 billion in Fiscal 2024 and estimated at 475 billion in Fiscal 2025, growing at a rate of 10.0% year on year, is expected to reach 837 billion by Fiscal 2030 growing at a CAGR of 12.0% from Fiscal 2025 to Fiscal 2030.
Our continued success and growth will depend on us increasing our sale of mobile phones, accessories and other electronic items. We intend to increase our focus on accessories and electronic items which offer higher margins compared to mobile phones. We also intend to expand the presence of our stores operating under our brand Mobile Exchange Wala and increase our focus on retailing pre-owned mobile phones, to capitalize on the industry trends for the pre-owned mobiles market.
Opening new stores and maintaining existing stores network
Over the years, we have scaled up our operations and have increased our number of stores as set out below:
| Particulars | As at June 30, 2025 | As at March 31, 2025 | As at March 31, 2024 | As at March 31, 2023 | Number of stores added | CAGR^^ |
| Total stores | 376 | 347 | 236 | 181 | 195 | 38.46% |
^Stores opened (net of store closures) between March 31, 2023 to June 30, 2025.
^^CAGR of number of stores opened (net of store closures) between March 31, 2023 to March 31, 2025
During Fiscal 2025, we successfully opened 55 new stores in 55 days, a target which required extensive planning, execution, and coordinated efforts across multiple functions including real estate, projects, supply chain, finance, and human resources.
We intend to open 120 new stores each in Fiscal 2027 and in Fiscal 2028. Out of which, we intend to open 57 new stores in Fiscal 2027 and 58 new stores in Fiscal 2028 utilising up to 58.13 million in Fiscal 2027 and up to 66.40 million, respectively utilising the Net Proceeds (i.e., an aggregate amount of up to 124.53 million). We intend to utilise this amount from Net Proceeds towards expenditure for furniture and fixtures, office equipment and computers and IT systems (collectively, Fit Outs ) for these new stores. In addition to these 57 new stores in Fiscal 2027 and 58 new stores in Fiscal 2028, the cost for opening the additional stores that we intend to open is expected to be met through internal accruals and / or borrowings. For details see, Objects of the Offer - Funding capital expenditure for Fit Outs towards setting up of new stores in Fiscal 2027 and Fiscal 2028 on page 155. We also intend to utilise 2,015.47 million from the Net Proceeds to meet our incremental net working capital requirements for Fiscal 2027 and Fiscal 2028, primarily towards purchasing inventory for our existing stores and new stores proposed to be opened by us. For details see, Objects of the Offer - Part funding of the incremental working capital requirements of our Company on page 163.
Our ability to open and operate new stores depends on several factors, including our internal research and standard operating procedures in relation to suitable locations and opening the relevant format of stores (i.e., based on the size of the store), the availability of suitable locations, acceptable rental costs, regulatory approvals, competitive dynamics, customer preferences, and overall economic conditions. As we intend to deepen and strengthen our position in Maharashtra while also expanding our operations in Goa, Karnataka and Madhya Pradesh our continued success will depend on our ability to identify and open new stores at commercially acceptable terms, and to maintain and increase growth from our existing stores network. Also, see Our Business - Strategies - Deepening our penetration in existing geographies in line with the anticipated growth in industry demand and expanding our operations in adjacent identified geography i.e., Chhattisgarh on page 297.
Competition
We operate in a highly competitive environment comprising both organised and unorganised players. In the states where we operate, our key competitors include Croma, Reliance Digital, Vijay Sales and regional players such as Fone Box Retail Limited, Umiya Mobile Limited and others. We also face competition from major e-commerce platforms such as Flipkart and Amazon, which attract customers through competitive pricing and convenience. Seasonal online sale events - including Big Billion Days and the Great Indian Festival, further amplify online demand, as per the Knowledge Company Report. Some of our competitors may have greater financial, marketing, distribution and other resources than us, and may offer a wider range of products, services, prices, better discounts, promotions and customer loyalty programs. They may also have more established brand recognition, customer relationships, market presence and access to key suppliers and channels than us. Also, see Our Business Competition on page 313 and Risk Factors - We operate in a highly competitive and dynamic industry where customer preferences, economic conditions, disposable income, lifestyle trends, technological innovations, aesthetics, functionality, and regulatory changes can affect the demand for our products and impact our competitive position. O ur success and future growth depend on our ability to understand / forecast customer demands and maintain relevant inventory. Any failure to attract customers or if we are unable to understand / forecast customer demand accurately and maintain an optimal level of inventory, then our business, financial condition and results of operations may be adversely affected . on page 70. Despite the significant competition, our revenue from operations have increased at a CAGR of 38.58% from 8,320.36 million in Fiscal 2023 to 15,979.31 million in Fiscal 2025, and we have achieved a same store sales growth rate (SSSG) of 13.43% due to our continued focus on enhancing our in-store experience, strengthening customer relationships, optimising our product mix, improving operational efficiencies and leveraging our local partner approach strategy.
Category Mix and Margin Profile
Our margin profile is closely linked to the mix of revenue generated across our product categories. Each category of our products i.e., smartphones, accessories, electronics items, ancillary services and pre-owned mobile phones, offer different margins and impact our store productivity and overall profitability. While during the 3 months period ended June 30, 2025, Fiscals 2025, 2024 and 2023 we derived 4,363.53 million, 13,995.17 million, 10,656.62 million and 7,507.37 million constituting 87.68%, 87.58%, 88.31% and 90.23% of our revenue from operations from retailing mobile phones, respectively, we are strategically enhancing our focus on higher margin categories such as accessories, pre-owned mobile phones and electronics items.
For instance, as per the Knowledge Company Report, pre-owned smartphones offer higher margins as retailers have greater pricing flexibility due to lower acquisition costs and absence of strict MRP (i.e., maximum retail price) regulations. Unlike new phones, where margins are OEM (i.e., original equipment manufacturer) or brand-controlled, the pre-owned model allows sellers to acquire devices at variable, often lower costs through trade-ins or buybacks. Further, faster upgrades among aspirational value conscious consumers are creating a steady supply of pre-owned devices with such consumers preferring to buy pre-owned premium phones with more features at a lesser price. For us, pre-owned mobile phones create a self-sustaining upgrade cycle, where trade-ins of mobile phones lead to demand and new device purchases create future pre-owned supply. Sale of pre-owned mobile phones also increases the overall store productivity and sales per square feet as this category leverages existing store infrastructure without material incremental operating costs, as we operate our Mobile Exchange Wala brand as a shop in shop format in a demarcated area in some of the stores operating under the SS Mobile brand. In our experience, sale of pre-owned phones also delivers strong contribution per device for us, aided by efficient refurbishment and standardised quality checks.
Further, as per the Knowledge Company Report, mobile accessories contribute significantly to retail profitability through higher margins as compared to mobile phones. Accessories sales benefits from low average selling prices, making products like earphones and cables attractive for impulse purchases across offline and online channels. Additionally, products like chargers, cables, and earphones are prone to regular wear-and-tear, while evolving device compatibility and user preferences lead to frequent upgrades. Lower procurement cost coupled with pricing flexibility for accessories help us drive higher contribution from margins. Impulse purchases provide us with incremental revenue with minimal increase in customer acquisition cost. Sale of accessories and ancillary services along with mobile phones provide us with cross selling opportunities helping us increase the average bill value. Faster inventory rotation of accessories also helps improves working capital efficiency.
Our strategy to focus on higher margin categories such as accessories, pre-owned mobile phones, electronics items and ancillary services is aimed towards improving our margins, financial performance and profitability.
MATERIAL ACCOUNTING POLICIES
1. Basis of preparation
The Restated Statement of Assets and Liabilities of the Company as at June 30, 2025, March 31, 2025, March 31, 2024 and March 31, 2023 , the Restated Statement of Profit and Loss (including Other Comprehensive Income/(Loss)), the Restated Statement of Changes in Equity and the Restated Statement of Cash Flows for the periods / years ended June 30, 2025, March 31, 2025, March 31, 2024 and March 31, 2023, Restated Statement of Basis of Preparation, Material Accounting Policies, notes to accounts and other explanatory information and Statement of Adjustments to the Audited Financial Statements as at and for the period ended June 30, 2025, year ended March 31, 2025 and the Audited Special Purpose Financial Statements as at and for the year ended March 31, 2024 and March 31, 2023 are together referred as "Restated Financial Information".
These Restated Financial Information have been prepared by the Management of the Company for the purpose of inclusion in the Draft Red Herring Prospectus ( DRHP ) to be filed by the Company with the Securities Exchange Board of India (SEBI), BSE Limited (BSE) and National Stock Exchange of India Limited (NSE), as applicable in connection with proposed Initial Public Offering ( " IPO " ) of its equity shares.
These Restated Financial Information have been approved by the Board of Directors and is prepared by the management of the Company to comply in all material respects with the requirements of:
(i) Section 26 of the Companies Act, 2013 ( " the Act " );
(ii) Paragraph A of Clause 11 (I) of Part A of Schedule VI of the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018, as amended to date (the " SEBI ICDR
Regulations " ) issued by the SEBI; and
(iii) The Guidance Note on Reports in Company Prospectuses (Revised 2019) issued by the Institute of Chartered Accountants of India ( " ICAI " ), as amended from time to time (the " Guidance Note " ).
The Company has decided to voluntarily adopt Indian Accounting Standards notified under Section 133 of the Companies Act 2013, read with Companies (Indian Accounting Standards) Rules, 2015 as amended from time to time and other accounting principles generally accepted in India (referred to as " Ind AS " ) for the financial year ended March 31, 2025 and prepared its first financial statements in accordance with Indian Accounting Standards (Ind AS) for the year ended March 31, 2025 with the transition date as April 01, 2022.
The Company has voluntarily adopted Indian Accounting Standards (Ind AS) in accordance with the Companies (Indian Accounting Standards) Rules, 2015, as amended. For the purpose of first-time adoption, based on expert opinion obtained, the Company has elected 1st April 2022 as the date of transition to Ind AS, instead of 1st April 2023.
It is noted that as per the Guidance Note on Ind AS 101 First-time Adoption of Indian Accounting Standards, entities are encouraged to present at least one year of comparatives and the opening Ind AS balance sheet at the date of transition.
Based on the assessment of Ind AS 101 First time adoption of Indian Accounting Standards, Rule 4(1)(i) of the Companies (Indian Accounting Standard) Rules, 2015 and Ind AS 1 Presentation of financial statements it can be sufficiently concluded that neither The Companies Act, 2013 and Ind AS mandates presentation of only one comparative period other than the current reporting period as at part of financial reporting framework. The standards suggest presentation of minimum two years i.e. reporting period and previous reporting period. Paragraph 38C and 38D of Ind AS 1 allows the Company to present more than one comparative period which would be consistent across all the reporting requirements under other Ind AS and requirements of Schedule III to The Companies Act, 2013. Thus the company has presented previous two comparable periods.
Accordingly, the financial statements have been prepared in compliance with Ind AS effective as at the reporting date, with 1st April 2022 as the transition date.
An explanation of how the transition from accounting standard notified under Section 133 of the Companies Act 2013, read with the Companies (Accounting Standards) Rules, 2021 (as amended) ( " Previous GAAP " ) to Ind AS has affected the Company s Restated Financial Information is set out in Annexure V- Note 41.
The Restated Financial Information has been prepared by the Management of the Company from:
(i) The Audited Financial Statements of the Company as at and for the period / year ended June 30, 2025 and March 31, 2025 prepared in accordance with the Ind AS which have been approved by the Board of Directors at their meeting held on October 27, 2025 and September 5, 2025 respectively.
(ii) The Audited Special Purpose Financial Statements for the year ended March 31, 2024 and March 31, 2023 wherein the Previous GAAP audited statutory financial statements for the year ended March 31, 2024 and March 31, 2023 approved by the Board of Directors of the Company at their meeting held on September 5, 2025 have been translated into figures as per Ind AS after incorporating the Ind AS adjustments (both remeasurements and reclassifications) to the accounting heads from their previous GAAP values as on the date of transition, i.e. April 1, 2022, following the accounting policies (both mandatory exceptions and optional exemptions) as per Ind AS 101 in accordance with Guidance Note. These audited Special Purpose Financial Statement have been approved by the Board of Directors at their meeting held on September 5, 2025. Accordingly, the Special Purpose Financial Statements comply in all material aspects with Ind AS.
The Restated Financial Information:
(a) have been prepared after incorporating adjustments in the financial statements for the years ended March 31, 2025, March 31, 2024, and March 31, 2023, based on the accounting policies, principles, and classifications followed for the period ended June 30, 2025. Accordingly, any changes in accounting policies, correction of material errors (if any), and retrospective regrouping/reclassification have been carried out in the financial years March 2025, March 2024, and March 2023 to ensure consistency with the basis of preparation adopted for the period ended June 30, 2025; and
(b) do not require any adjustment for qualifications as there are no qualifications in the underlying auditors reports.
1.1. Functional currency and presentation currency
The Items included in the financial statements of the Company are measured using the currency of the primary economic environment in which the Company operates ( " the functional currency " ). Indian Rupee is the functional currency of the Company.
The financial statements are presented in Indian Rupees.
2. Material Accounting Policies 2.1. Revenue Recognition
Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Company and the revenue can be reliably measured, regardless of when the payment is being made. Revenue is measured at the transaction price of the consideration received or receivable, considering contractually defined terms of payment and excluding taxes or duties collected on behalf of the government.
The specific recognition criteria described below must also be met before revenue is recognised.
Revenue from sale of goods
Revenue is recognized when it is probable that economic benefits will flow to the Company and the amount of revenue can be reliably measured, irrespective of the timing of payment. Recognition considers the contractually agreed terms and excludes taxes or duties collected on behalf of the government. The Company has assessed that it is acting as the principal in all revenue arrangements, as it is the primary obligor, has pricing discretion, and bears inventory and credit risks. Revenue is recognized upon satisfaction of performance obligations, i.e., which generally coincides with the transfer of control to the customer at the time of delivery, in an amount that reflects the consideration the Company expects to receive in exchange for those goods or services.
Given the nature of the business, the period between the transfer of goods and receipt of payment from customers is generally immediate and typically less than one year for wholesale sales; hence, management has determined that no adjustment to transaction prices is required for the time value of money. The Company recognizes revenue at a point of time when any of the following criteria are met:
(i) the customer simultaneously receives and consumes the benefits as the Company performs;
(ii) the Company s performance creates or enhances an asset that the customer controls as it is created or enhanced; or
(iii) the performance does not result in an asset with an alternative use to the Company and the Company has an enforceable right to payment for performance completed to date. If none of these conditions are met, revenue is recognized at the point in time when the performance obligation is satisfied. Revenue earned in excess of invoicing is recorded as a contract asset, while collections exceeding recognized revenue are recorded as contract liabilities. At the time of revenue recognition, the Company also evaluates whether any material unsatisfied performance obligations exist and, if so, determines the portion of the aggregate consideration, if any, that must be allocated and deferred accordingly.
Revenue from commissions and incentives is recognized when the right to receive the income is established and the agreed contractual performance obligations have been fulfilled, in accordance with the terms of the underlying agreements. Such revenue is typically linked to the sale of goods.
Other Income
Interest is recognized only when no uncertainty as to measurability or collectability exists. Interest on fixed deposits is recognized on time proportion basis considering the amount outstanding and the rate applicable.
Rental Income is recognized on a straight-line basis over the lease term in accordance with the lease agreement, unless another systematic basis better represents the pattern in which the benefits are derived.
Any other income other than that specifically mentioned above is recognized on an accrual basis.
Revenue from services is recognized towards commission income received from financers towards business extended to them, warranty services issued to the customers and marketing support services received from various brands.
2.2. Taxes
Current Income Tax
Current income tax assets and liabilities are measured at the amount expected to be recovered from or paid to the taxation authorities. The Company determines the tax as per the provisions of Income Tax Act 1961 and other rules specified thereunder.
Current income tax relating to items recognized outside the statement of profit and loss is recognized either in other comprehensive income or in equity. Current tax items are recognized in correlation to the underlying transaction either in OCI or directly in equity. Management periodically evaluates positions taken in the tax returns with respect to situations in which applicable tax regulations are subject to interpretation and establishes provisions where appropriate.
Deferred tax
Deferred tax is measured using the balance sheet approach on temporary differences between the tax bases of assets and liabilities and their carrying amounts for financial reporting purposes at the reporting date.
Deferred tax liabilities are recognised for all taxable temporary differences.
Deferred tax assets are recognised for all deductible temporary differences, the carry forward of unused tax credits and any unused tax losses. Deferred tax assets are recognised to the extent that it is probable that taxable profit will be available against which the deductible temporary differences, and the carry forward of unused tax credits and unused tax losses can be utilised, except:
- When the deferred tax asset relating to the deductible temporary difference arises from the initial recognition of an asset or liability in a transaction that is not a business combination and, at the time of the transaction. affects neither the accounting profit nor taxable profit or loss.
- The carrying amount of deferred tax assets is reviewed at each reporting date and reduced to the extent that it is no longer probable that sufficient taxable profit will be available to allow all or part of the deferred tax asset to be utilised. Unrecognised deferred tax assets are re-assessed at each reporting date and are recognised to the extent that it has become probable that future taxable profits will allow the deferred tax asset to be recovered.
- Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the year when the asset is realised, or the liability is settled, based on tax rates (and tax laws) that have been enacted or substantively enacted at the reporting date.
- Deferred tax relating to items recognised outside the statement of profit and loss is recognised either in other comprehensive income or in equity. Deferred tax items are recognised in correlation to the underlying transaction either in OCI or directly in equity.
- Deferred tax assets and deferred tax liabilities are offset if a legally enforceable right exists to set off current tax assets against current tax liabilities and the deferred taxes relate to the same taxable entity and the same tax authority.
2.3. Property, Plant and Equipment
Property, plant and equipment is stated at cost less accumulated depreciation and where applicable accumulated impairment losses. Property, plant and equipment and capital work in progress cost include expenditure that is directly attributable to the acquisition of the asset. The cost of self-constructed assets includes the cost of materials, direct labor and any other costs directly attributable to bringing the asset to a working condition for its intended use, and the costs of dismantling and removing the items and restoring the site on which they are located.
Gains and losses on disposal are determined by comparing the proceeds from disposal with the carrying amount of property, plant and equipment and are recognized net within "other income/other expenses" in the statement of profit and loss.
Direct expenditure incurred and other attributable costs on projects under construction are treated as expenditure during construction period pending capitalisation and are termed as Capital work-in-progress and shown at cost in the Balance Sheet.
Depreciation in accounts is charged on Written down value method based on the management s estimate of useful life of each class of assets and considering the useful life prescribed by Schedule II of the Companies Act, 2013 on the cost, as reduced by the amount of GST setoff.
Depreciation is provided on the Written Down Value (WDV) method, based on the estimated useful lives of the respective assets, in accordance with the provisions of Ind AS 16 Property, Plant and Equipment. Depreciation is calculated after considering the estimated residual value of the assets, if any.
The useful lives and residual values are reviewed annually and adjusted, if appropriate. Where an item of PPE comprises significant components with different useful lives, these components are specified separately.
Transition to Ind AS
The Company has implemented Indian Accounting Standards (Ind AS) during the year. On transition to Ind AS, the management has elected to continue with the carrying value of all its Property, Plant and Equipment (PPE) as recognized under the previous GAAP as at April 1, 2022, and has used the same as the deemed cost in accordance with the provisions of Ind AS 101 First-time Adoption of Indian Accounting Standards.
Depreciation is provided on the Written Down Value (WDV) method, based on the estimated useful lives of the respective assets, in accordance with the provisions of Ind AS 16 Property, Plant and Equipment. Depreciation is calculated after considering the estimated residual value of the assets, if any.
The useful lives and residual values are reviewed annually and adjusted, if appropriate. Where an item of PPE comprises significant components with different useful lives, these components are specified separately.
Depreciation is provided on the Written Down Value (WDV) method, based on the estimated useful life of the assets.
| Asset Class | Estimated useful life (number | Estimated life as per the |
| of years) | Companies Act | |
| Building (Office) | 60 | 60 |
| Furniture & Fixture | 10 | 10 |
| Computer | 3 | 3 |
| Office Equipment \u2019 s | 5 | 5 |
| Vehicles | 8 | 8 |
The residual values, useful lives and methods of depreciation of property, plant and equipment are reviewed at each financial year end and adjusted prospectively, if appropriate.
2.4. Intangible Assets
Intangible assets acquired by the Company and having finite useful lives, are measured at cost less accumulated amortization and accumulated impairment losses. Costs includes expenditure that is directly attributable to the acquisition of the intangible asset.
All revenue expenses pertaining to research are charged to the profit and loss account in the year in which they are incurred.
Expenditure of capital nature is capitalized as fixed assets and depreciated as per the company s policy.
Subsequent expenditure:
Subsequent expenditure is capitalized only when it increases the future economic benefits embodied in the specific asset to which it relates. All other expenditure, including expenditure on internally generated goodwill and brands, are recognized in profit or loss as incurred.
Amortization of intangible assets:
Amortization is recognized in the Statement of Profit and Loss on a Written Down Value (WDV) basis over the estimated useful lives of the intangible assets, commencing from the date they are available for use.
Subsequent cost:
The cost of replacing part of an item of property, plant and equipment is recognized in the carrying amount of the item if it is probable that the future economic benefits embodied within the part will flow to the Company and its cost can be measured reliably. The carrying amount of the replaced part is de-recognized. The costs of the day-to-day servicing of property, plant and equipment are recognized in the statement of profit and loss.
Impairment:
At each Balance Sheet date, the Company reviews the carrying amounts of its fixed assets to determine whether there is any indication that those assets suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss. The recoverable amount is the higher of an asset s net selling price and value in use. In assessing the value in use, the estimated future cash flows expected from the continuing use of the asset and from its ultimate disposal are discounted to their present values using a pre-determined discount rate that reflects the current market assessments of the time value of money and risks specific to the asset.
2.5. Inventories
Items of inventories are measured at lower of cost and net realizable value after providing for obsolescence, if any. Cost of inventories comprises of cost of purchase, and other costs including net of recoverable taxes incurred in bringing them to their respective present location and condition. Cost of finished goods, trading products are determined on "first-in-first-out (FIFO) basis."
2.6. Transactions and Balances
Monetary assets and liabilities denominated in foreign currency are translated at the functional currency spot rates of exchange at the reporting date. Exchange differences arising on settlement or translation of monetary items are recognized in the statement of profit or loss.
Non-monetary items that are measured in terms of historical cost in foreign currency are translated using the exchange rates at the date of the initial transaction. Non-monetary items measured at fair value in a foreign currency are translated using the exchange rates at the date when the fair value is determined. The gain or loss arising on translation of non-monetary items measured at fair value is treated in line with the recognition of the gain or loss on the change in fair value of the item (i.e., translation difference on items whose fair value gain or loss is recognized in the statement of Other Comprehensive Income (OCI) or the statement of profit or loss is also recognized in the statement of OCI or the statement of profit or loss, respectively).
Application of accounting policies that require critical accounting estimates and the assumptions having the most significant effect on the amounts recognized in the standalone financial statements are:
Valuation of financial instruments
Useful life of property, plant and equipment Useful life of intangible assets Provisions
2.7. Current versus Non-Current Classification
The Company presents assets and liabilities in the balance sheet based on current/ non-current classification. An asset is treated as current when it is:
- Expected to be realized or intended to be sold or consumed in normal operating cycle
- Held primarily for trading
- Expected to be realized within twelve months after the reporting period, or
- Cash or cash equivalent unless restricted from being exchanged or used to settle a liability for at least twelve months after the reporting period.
All other assets are classified as non-current.
A liability is current when
- It is expected to be settled in normal operating cycle
- It is held primarily for trading
- It is due to be settled within twelve months after the reporting period, or
- There is no unconditional right to defer the settlement of the liability for at least twelve months after the reporting period.
The Company classifies all other liabilities as non-current.
Deferred tax assets and liabilities are classified as non-current assets and liabilities
The operating cycle is the time between the acquisition of assets for processing and their realization in cash and cash equivalents. The Company has identified twelve months as its operating cycle.
2.8. Earnings Per Share (EPS)
Basic earnings per share is computed by dividing the profit / (loss) after tax (including the post-tax effect of extraordinary items, if any) by the weighted average number of equity shares outstanding during the year. Diluted earnings per share is computed by dividing the profit / (loss) after tax (including the post-tax effect of extraordinary items, if any) as adjusted for dividend, interest and other charges to expense or income relating to the dilutive potential equity shares, by the weighted average number of equity shares considered for deriving basic earnings per share and the weighted average number of equity shares which could have been issued on the conversion of all dilutive potential equity shares. Potential equity shares are deemed to be dilutive only if their conversion to equity shares would decrease the net profit per share from continuing ordinary operations. Potential dilutive equity shares are deemed to be converted as at the beginning of the period, unless they have been issued at a later date. The dilutive potential equity shares are adjusted for the proceeds receivable had the shares been actually issued at fair value (i.e. average market value of the outstanding shares). Dilutive potential equity shares are determined independently for each period presented. The number of equity shares and potentially dilutive equity shares are adjusted for share splits / reverse share splits and bonus shares, as appropriate.
2.9. Borrowing Costs
Borrowing costs consist solely of interest expense incurred on borrowings used to fund business operations. These costs are charged to the Statement of Profit and Loss in the period in which they are incurred. Interest costs that are directly attributable to the acquisition or construction of qualifying assets are capitalized as part of the cost of those assets until the asset is ready for its intended use. Capitalization is suspended during extended periods in which active development of the qualifying asset is interrupted.
2.10. Provisions and contingent liabilities
The Company recognizes a provision when there is a present legal or constructive obligation as a result of a past events and it is probable that an outflow of resources will be required to settle the obligation and the amount can be reliably estimated.
Provisions are measured at the present value of management s best estimate of the expenditure required to settle the present obligation at the end of the reporting period. The discount rate used to determine the present value is a pre-tax rate that reflects current market assessments of the time value of money and the risks specific to the liability. The increase in the provision due to the passage of time is recognized as interest expense.
A disclosure for a contingent liability is made when there is a possible obligation or a present obligation that may, but probably will not, require an outflow of resources. Where there is a possible obligation or a present obligation that the likelihood of outflow of resources is remote, no provision or disclosure is made.
2.11. Use of estimates
The preparation of financial statements in conformity with Ind AS requires management to make judgments, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets, liabilities, the disclosures of contingent assets and contingent liabilities at the date of financial statements, and the income and expenses during the reporting period. Actual results may differ from these estimates. Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognized in the period in which the estimates are revised and in future periods which are affected.
Application of accounting policies that require critical accounting estimates and the assumptions having the most significant effect on the amounts recognized in the financial statements are:
measurement of defined benefit obligations: key actuarial assumptions
judgment required to determine probability of recognition of deferred tax assets judgment required to ascertain lease classification, lease term, incremental borrowing rate, lease and non-lease component, and impairment of ROU Useful life of property, plant and equipment Useful life of intangible assets Provisions
2.12. Impairment of assets
As per the evaluation performed by the management, no impairment provision is required for property, plant and equipment and other fixed assets as of the reporting date. Since fixed assets are non-financial in nature, the Expected Credit Loss (ECL) model under Ind AS 109 is not applicable. Further, as per the impairment assessment carried out under Ind AS 36 Impairment of Assets, there is no indication of impairment in the carrying value of fixed assets, and hence no impairment loss has been recognized in the financial statements.
In accordance with Ind-AS 109, the Company applies expected credit loss (ECL) model for measurement and recognition of impairment loss for following financial
assets and credit risk exposures:
a) Financial assets that are debt instruments, and are measured at amortised cost e.g., loans, deposits, trade receivables, commission receivables, other advances and bank balances; and
b) Trade receivables
The Company follows simplified approach for recognition of impairment loss allowance on trade
receivables. The application of simplified approach does not require the Company to track changes in credit risk. Rather, it recognises impairment loss allowance based on
lifetime ECLs at each reporting date, right from its initial recognition. For recognition of impairment loss on other financial assets and risk exposure, the Company determines
that whether there has been a significant increase in the credit risk since initial recognition. If credit risk has not increased significantly, 12-month ECL is used to provide for impairment loss. However, if credit risk has increased significantly, lifetime ECL is used. If, in a subsequent period, credit quality of the instrument improves such that there is no longer a significant increase in credit risk since initial recognition, then the entity reverts to recognising impairment loss allowance based on 12-month ECL. Lifetime ECL are the expected credit losses resulting from all possible default events over the expected life of a financial instrument. The 12-month ECL is a portion of the lifetime ECL which results from default events that are possible within 12 months after the reporting date. ECL is the difference between all contractual cash flows that are due to the Company in accordance with the contract and all the cash flows that the Company expects to receive. When estimating the cash flows, the Company is required to consider-
All contractual terms of the financial assets (including prepayment and extension) over the expected life of the assets, and
Cash flows from the sale of collateral held or other credit enhancements that are integral to the contractual terms.
2.13. Impairment of non-financial assets
The Company assesses, at each reporting date, whether there is an indication that an asset may be impaired. If any indication exists, or when annual impairment testing for an asset is required, the Company estimates the assets recoverable amount. An assets recoverable amount is the higher of an assets or cash-generating units (CGU) fair value less costs of disposal and its value in use. Recoverable amount is determined for an individual asset unless the asset does not generate cash inflows that are largely independent of those from other assets or
Companys assets. When the carrying amount of an asset or CGU exceeds its recoverable amount, the asset is considered impaired and is written down to its recoverable amount.
2.14. Financial instruments
A financial instrument is any contract that gives rise to a financial asset of one entity and a financial liability or equity instrument of another entity.
Financial asset
Initial recognition and measurement
All financial assets are recognized initially at fair value plus, in the case of financial assets not recorded at fair value through profit or loss, transaction costs that are attributable to the acquisition of the financial asset. Purchase or sale of financial assets that require delivery of assets within a time frame established by regulation or convention in the market place (regular way trades) are recognized on the trade date, i.e., the date that the Company commits to purchase or sell the assets.
Subsequent measurement
For purposes of subsequent measurement, financial assets are classified in three categories: - at amortised cost - at fair value through other comprehensive income - at fair value through profit or loss Financial assets at amortized cost A financial asset is measured at the amortised cost if both the following conditions are met:
a) The asset is held within a business model whose objective is to hold assets for collecting contractual cash flows, and
b) Contractual terms of the asset give rise on specified dates to cash flows that are solely payments of principal and interest (SPPI) on the principal amount outstanding.
This category is the most relevant to the Company. All the Loans and other receivables under financial assets (except investments) are non-derivative financial assets with fixed or determinable payments that are not quoted in an active market. Trade receivables do not carry any interest and are stated at their nominal value as reduced by impairment amount.
After initial measurement, such financial assets are subsequently measured at amortised cost using the effective interest rate (EIR) method. Amortised cost is calculated by taking into account any discount or premium on acquisition and fees or costs that are an integral part of the EIR. The EIR amortisation is included in finance income in the statement of profit and loss. The losses arising from impairment are recognised in the statement of profit and loss. This category generally applies to trade and other receivables.
The Company has not applied the Effective Interest Rate (EIR) method as prescribed under Ind AS 109 for the financial liabilities/borrowings, since there is no material difference between the contractual interest and the effective interest. The borrowing rates of the Company are broadly consistent with the prevailing market rates. Additionally, there is no interest income or expense component requiring amortisation over the term of the instrument. Accordingly, the impact of applying the EIR method is considered not material, and hence, not accounted for.
Financial assets at fair value through the statement of profit and loss (FVTPL)/other comprehensive income (FVTOCI)
Instruments included within the FVTPL category are measured at fair value with all changes recognized in the statement of profit and loss.
If the Company decides to classify an instrument as at FVTOCI, then all fair value changes on the instrument, excluding dividends, are recognized in the statement of OCI. There is no recycling of the amounts from OCI to P&L, even on sale of investment. However, the Company may transfer the cumulative gain or loss within equity.
Derecognition
A financial asset (or, where applicable, a part of a financial asset or part of a Group of similar financial assets) is primarily derecognised (i.e. removed from the Companys balance sheet) when:
- The rights to receive cash flows from the asset have expired, or
- The Company has transferred its rights to receive cash flows from the asset or has assumed an obligation to pay the received cash flows in full without material lay to a third party under a pass-through arrangement; and either (a) the Company has transferred substantially all the risks and rewards of the asset, or (b) the Company has neither transferred nor retained substantially all the risks and rewards of the asset, but has transferred control of the asset.
When the Company has transferred its rights to receive cash flows from an asset or has entered into a pass-through arrangement, it evaluates if and to what extent it has retained the risks and rewards of ownership. When it has neither transferred nor retained substantially all of the risks and rewards of the asset, nor transferred control of the asset, the Company continues to recognise the transferred asset to the extent of the Companys continuing involvement. In that case, the Company also recognises an associated liability. The transferred asset and the associated liability are measured on a basis that reflects the rights and obligations that the Company has retained.
Financial liabilities
Initial recognition and measurement
Financial liabilities are classified, at initial recognition, as financial liabilities at fair value through the statement of profit or loss, loans and borrowings, trade payables and other payables.
All financial liabilities are recognised initially at fair value and, in the case of loans and borrowings and payables, net of directly attributable transaction costs.
The Companys financial liabilities include trade and other payables, loans and borrowings including other payables.
Subsequent measurement
The measurement of financial liabilities depends on their classification, as described below:
Loans and borrowings
After initial recognition, interest-bearing loans and borrowings are subsequently measured at amortised cost using the EIR method. Gains and losses are recognised in the statement of profit and loss when the liabilities are derecognised as well as through the EIR amortisation process.
Amortised cost is calculated by considering any discount or premium on acquisition and fees or costs that are an integral part of the EIR. The EIR amortisation is included as finance costs in the Statement of Profit and Loss.
This category generally applies to interest-bearing loans and borrowings.
2.15. Cash and cash equivalents
For presentation in the statement of cash flows, cash and cash equivalents includes cash on hand, deposits held at call with financial institutions, other short-term, highly liquid investments with original maturities of three months or less that are readily convertible to known amounts of cash and which are subject to an insignificant risk of changes in value. Bank overdrafts and cash credits are shown within borrowings in current liabilities in the balance sheet.
2.16. Employee Benefits
Defined contribution plans (Provident Fund)
In accordance with Indian Law, eligible employees receive benefits from Provident Fund, which is defined contribution plan. Both the employee and employer make monthly contributions to the plan, which is administrated by the Government authorities, each equal to the specific percentage of employees basic salary. The Company has no further obligation under the plan beyond its monthly contributions. Obligation for contributions to the plan is recognized as an employee benefit expense in the Statement of Profit and Loss when incurred.
Defined benefit plans (Gratuity)
In accordance with applicable Indian Law, the Company provides for gratuity, a defined benefit retirement plan (the Gratuity Plan) covering eligible employees. The Gratuity Plan provides a lump sum payment to vested employees, at retirement or termination of employment, and amount based on respective last drawn salary and the years of employment with the Company. The Companys net obligation in respect of the Gratuity Plan is calculated by estimating the amount of future benefits that the employees have earned in return of their service in the current and prior periods; that benefit is discounted to determine its present value. Any unrecognized past service cost and the fair value of plan assets are deducted. The discount rate is the yield at reporting date on risk free government bonds that have maturity dates approximating the terms of the Companys obligation. The calculation is performed periodically / annually by a qualified actuary using the projected unit credit method. When the calculation results in a benefit to the Company, the recognized asset is limited to the total of any unrecognized past service cost and the present value of the economic benefits available in the form of any future refunds from the plan or reduction in future contribution to the plan. The Company recognizes all remeasurements of net defined benefit liability/asset directly in other comprehensive income and presented within equity.
Compensated absences
The employees of the Company are entitled to compensated absences; however, the Company does not allow encashment or payment in lieu of unutilized leave, either during employment or upon retirement/resignation. Unutilized accrued leave shall not be carried forward subject to the Company s leave policy. Since there is no liability towards encashment, the Company does not recognize any provision for compensated absences in its financial statements.
2.17. Recent accounting pronouncements
Ministry of Corporate Affairs ( " MCA " ) notifies new standards or amendments to the existing standards under Companies (Indian Accounting Standards) Rules as issued from time to time. MCA has notified Ind AS 117 Insurance Contracts and amendments to Ind AS 116 Leases, relating to sale and leaseback transactions, applicable to the Company w.e.f. April 1, 2024. The Company has reviewed the new pronouncements and based on its evaluation has determined that it does not have any significant impact in its financial statements.
NON-GAAP MEASURES
Revenue from Operations Growth, Sales per sq. ft., Gross Profit, Gross Profit Margin, Operating Earnings before Interest, Taxes, Depreciation and Amortization Expenses (Operating EBITDA), Operating EBITDA Margin, Profit Before Tax (PBT) Margin, Profit After Tax (PAT) Margin, Net Debt, Net Debt to Operating EBITDA, Net Debt to Total Equity, Return on Equity (ROE), Return on Capital Employed (ROCE), Return on Capital Employed (ROCE) (Post tax), Net Working Capital Days, Inventory Turnover Ratio and Net Asset Value per Share.
In addition to our results determined in accordance with Ind AS, we believe the following Non-GAAP measures are useful to investors in evaluating our operating performance and liquidity. We use the following Non-GAAP financial information to evaluate our ongoing operations and for internal planning and forecasting purposes. We believe that Non-GAAP financial information, when taken collectively with financial measures disclosed in the financial statements prepared in accordance with Ind AS, may be helpful to investors because it provides an additional tool for investors to use in evaluating our ongoing operating results and trends and in comparing our financial results with other companies in our industry because it provides consistency and comparability with past financial performance. However, our management does not consider these Non-GAAP measures in isolation or as an alternative to financial measures.
Certain non-GAAP financial measures and certain other statistical information relating to our operations and financial performance such as Revenue from Operations Growth, Sales per sq. ft., Gross Profit, Gross Profit Margin, Operating Earnings before Interest, Taxes, Depreciation and Amortization Expenses (Operating EBITDA), Operating EBITDA Margin, Profit Before Tax (PBT) Margin, Profit After Tax (PAT) Margin, Net Debt, Net Debt to Operating EBITDA, Net Debt to Total Equity, Return on Equity (ROE), Return on Capital Employed (ROCE), Return on Capital Employed (ROCE) (Post tax), Net Working Capital Days, Inventory Turnover Ratio and Net Asset Value per Share presented in this Draft Red Herring Prospectus is a supplemental measure of our performance and liquidity that is not required by, or presented in accordance with, Ind AS, IFRS or US GAAP. Further, Operating EBITDA is not a measurement of our financial performance or liquidity under Ind AS, IFRS or US GAAP and should not be considered in isolation or construed as an alternative to cash flows, profit/ (loss) for the year / period or any other measure of financial performance or as an indicator of our operating performance, liquidity, profitability or cash flows generated by operating, investing or financing activities derived in accordance with Ind AS, IFRS or US GAAP. In addition, Non-GAAP Measures are not standardised terms, hence a direct comparison of Non-GAAP Measures between companies may not be possible. Other companies may calculate the Non-GAAP Measures differently from us, limiting its usefulness as a comparative measure. Although Non-GAAP Measures is not a measure of performance calculated in accordance with applicable accounting standards, our Company s management believes that it is useful to an investor in evaluating us because it is a widely used measure to evaluate a company s operating performance.
See Risk Factors - Certain non-GAAP financial measures and certain other statistical information relating to our operations and financial performance like Revenue from Operations Growth, Sales per sq. ft., Gross Profit, Gross Profit Margin, Operating Earnings before Interest, Taxes, Depreciation and Amortization Expenses (Operating EBITDA), Operating EBITDA Margin, Profit Before Tax (PBT) Margin, Profit After Tax (PAT) Margin, Net Debt, Net Debt to Operating EBITDA, Net Debt to Total Equity, Return on Equity (ROE), Return on Capital Employed (ROCE), Return on Capital Employed (ROCE) (Post tax), Net Working Capital Days, Inventory Turnover Ratio and Net Asset Value per Share have been included in this Draft Red Herring Prospectus. These non-GAAP financial measures are not measures of operating performance or liquidity defined by Ind AS and may not be comparable on page 85.
PRINCIPAL COMPONENTS OF OUR STATEMENT OF PROFIT AND LOSS Total Income
Total income comprises (i) revenue from operations; and (ii) other income.
Revenue from operations
Our revenue from operations includes (i) sale of mobile phones, accessories and other electronic items; and (ii) other operating revenue. Other operating revenue includes sales incentive and other related income.
Other income
Our other income comprises (i) interest income; (ii) profit on sale of property; (iii) rent received; and (iv) other income pursuant to impact of adjustments due to adoption of Ind AS.
Total Expenses
Our total expenses comprise (i) purchase of traded goods; (ii) changes in inventories of traded goods; (iii) employee benefits expense; (iv) finance costs; (v) depreciation and amortisation expense; and (vi) other expenses.
Purchase of traded goods
Purchase of traded goods comprises purchase of inventory for retail of (i) mobile phones of various brands; (ii) accessories of various brands categorised in (a) audio category which comprises bluetooth speakers, sound bars and trolley / karaoke speakers; (b) hearable category which comprises air buds/ ear buds, neck bands and headphones: (c) wearable category which comprises smart watches; and (d) others which comprise power banks and wireless power banks, power adaptors, chargers, cables comprising type C cables, lightning cables, micro cables and multi-pin cables and memory cards, pen drives and OTG (i.e., on the go ) pen drives; and (iii) other electronic items comprising televisions, laptops and tablets of various brands.
Changes in inventories of traded goods
Changes in inventories of traded goods reflects the change over the year / period to our inventories of various traded goods.
Employee benefits expenses
Employee benefits expenses comprise salaries and wages, gratuity, contribution to provident fund and other funds and staff welfare expenses.
Finance costs
Finance costs comprise various interest expense and other borrowing costs.
Depreciation and amortisation expense
Depreciation and amortisation expenses comprises depreciation on property, plant and equipment, depreciation on investment property, amortisation of intangible assets and amortisation of right-of-use assets.
Other expenses
Other expenses comprise (i) commission expenses; (ii) dealer buy down and merchant discount rates charges; (iii) advertisement and sales promotion expenses; (iv) electricity and fuel expenses; (v) postage and courier expenses; (v) office expenses; (vi) stipend expenses; (vii) legal and professional expenses; (viii) rent expenses; (ix) auditor s remuneration; (x) corporate social responsibility; (xi) write offs; and (xii) miscellaneous expenses.
Tax expenses
Tax expense comprises (i) current tax; (ii) taxes related to earlier years; and (iii) deferred tax expense.
OUR RESULTS OF OPERATIONS
Set out below are select financial data from our restated statement of profit and loss for the 3 months period ended June 30, 2025, and for Fiscal 2025, Fiscal 2024 and Fiscal 2023, the components of which are also expressed as a percentage of our total income:
| Particulars | 3 months period ended June 30, 2025 | Fiscal 2025 | Fiscal 2024 | Fiscal 2023 | ||||
| ( in million) | (% of Total Income) | ( in million) | (% of Total Income) | ( in million) | (% of Total Income) | ( in million) | (% of Total Income) | |
| INCOME | ||||||||
| Revenue from | 4,976.41 | 99.93% | 15,979.31 | 99.87% | 12,067.43 | 99.89% | 8,320.36 | 99.86% |
| Operations | ||||||||
| Other Income | 3.40 | 0.07% | 20.30 | 0.13% | 13.00 | 0.11% | 11.96 | 0.14% |
| Total Income | 4,979.81 | 100% | 15,999.61 | 100% | 12,080.43 | 100% | 8,332.32 | 100% |
| EXPENSES | ||||||||
| Purchase of traded | 4,471.15 | 89.79% | 14,744.62 | 92.16% | 11,288.66 | 93.45% | 7,654.70 | 91.87% |
| goods | ||||||||
| Changes in | (104.37) | (2.10)% | (696.58) | (4.35)% | (508.63) | (4.21)% | (120.93) | (1.45)% |
| inventories of traded | ||||||||
| goods | ||||||||
| Employee benefit | 79.98 | 1.61% | 247.72 | 1.55% | 192.53 | 1.59% | 163.97 | 1.97% |
| expenses | ||||||||
| Finance costs | 36.03 | 0.72% | 126.85 | 0.79% | 99.74 | 0.83% | 64.13 | 0.77% |
| Depreciation and | 57.77 | 1.16% | 168.98 | 1.06% | 126.19 | 1.04% | 97.74 | 1.17% |
| amortization expense | ||||||||
| Other expenses | 231.04 | 4.64% | 879.14 | 5.49% | 529.85 | 4.39% | 318.03 | 3.82% |
| Total expenses | 4,771.60 | 95.82% | 15,470.73 | 96.69% | 11,728.34 | 97.09% | 8,177.64 | 98.14% |
| Restated profit | 208.21 | 4.18% | 528.88 | 3.31% | 352.09 | 2.91% | 154.68 | 1.86% |
| before tax | ||||||||
| Tax expense | ||||||||
| - Current tax | 52.40 | 1.05% | 142.50 | 0.89% | 86.32 | 0.71% | 43.68 | 0.52% |
| - Deferred tax | 7.25 | 0.15% | (12.23) | (0.08)% | (0.68) | (0.01)% | (4.59) | (0.06)% |
| Total tax expenses | 59.65 | 1.20% | 130.27 | 0.81% | 85.64 | 0.71% | 39.09 | 0.47% |
IIFL Customer Care Number
(Gold/NCD/NBFC/Insurance/NPS)
1860-267-3000 / 7039-050-000
IIFL Capital Services Support WhatsApp Number
+91 9892691696
Download The App Now
Follow us on
2026, IIFL Capital Services Ltd. All Rights Reserved
IIFL Capital Services Limited - Stock Broker SEBI Regn. No: INZ000164132 (Member ID - NSE: 10975 BSE: 179 MCX: 55995 NCDEX: 01249), DP SEBI Reg. No. IN-DP-185-2016, PMS SEBI Regn. No: INP000002213, IA SEBI Regn. No: INA000000623, Merchant Banker SEBI Regn. No. INM000010940, RA SEBI Regn. No: INH000000248, BSE Enlistment Number (RA): 5016, AMFI-Registered Mutual Fund Distributor & SIF Distributor
ARN NO : 47791 (Date of initial registration – 17/02/2007; Current validity of ARN – 08/02/2027), PFRDA Reg. No. PoP 20092018, IRDAI Corporate Agent (Composite) : CA1099
This Certificate Demonstrates That IIFL As An Organization Has Defined And Put In Place Best-Practice Information Security Processes.
