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Sugs Lloyd Ltd Management Discussions

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Oct 3, 2025|12:00:00 AM

Sugs Lloyd Ltd Share Price Management Discussions

You should read the following discussion of our financial condition and results of operations together with our restated consolidated financial statements included in the Red Herring Prospectus. You should also read the section entitled "Risk Factors" beginning on page 28, which discusses several factors, risks and contingencies that could affect our financial condition and results of operations. The following discussion relates to our Company and is based on our restated consolidated financial statements, which have been prepared in accordance with Indian GAAP, the Companies Act and the SEBI (ICDR) Regulations. Portions of the following discussion are also based on internally prepared statistical information and on other sources. Our financial year ends on March 31 of each year, so all references to a particular financial year ("Financial Year") are to the twelve-month period ended March 31 of that year.

The financial statements have been prepared in accordance with Indian GAAP, the Companies Act and the SEBI (ICDR) Regulations and restated as described in the report of our auditors dated June 04, 2025 which is included in this Red Herring Prospectus under the section titled "Restated Consolidated Financial Information" beginning on page 197 of this Red Herring Prospectus. The restated consolidated financial statements have been prepared on a basis that differs in certain material respects from generally accepted accounting principles in other jurisdictions, including US GAAP and IFRS. We do not provide a reconciliation of our restated consolidated financial statements to US GAAP or IFRS and we have not otherwise quantified or identified the impact of the differences between Indian GAAP and U.S. GAAP or IFRS as applied to our restated consolidated financial statements.

Key Performance Indicators of our Company

The financial performance of the company for stub period and last three years as per restated consolidated financial Statement:

( In Lakhs except percentages and ratios)

Key Financial Performance FY 2024-25 FY 2023-24 FY 2022-23
Revenue from operations(1) 17619.86 6512.57 3578.63
EBITDA(2) 2582.60 1096.08 410.36
EBITDA Margin(3) 14.66% 16.83% 11.47%
PAT(4) 1677.76 1048.43 229.49
PAT Margin(5) 9.52% 16.10% 6.41%
RoE(%)(6) 55.47% 62.82% 26.50%
RoCE (%)(7) 21.58% 35.38% 16.82%

Notes:

(1)Revenue from operation means revenue from sales, service and other operating revenues

(2)EBITDA is calculated as Profit before tax + Depreciation + Finance Cost Non- operating income+ Non-operating Expenses (3)‘EBITDA Margin is calculated as EBITDA divided by Revenue from Operations

(4 PAT is calculated as Profit before tax Tax Expenses

(5)‘PAT Margin is calculated as PAT for the period/year divided by revenue from operations. (6) Return on Equity is ratio of Profit after Tax and Average Shareholder Equity

(7) Return on Capital Employed is calculated as EBIT divided by capital employed, which is defined as Shareholders Fund + Long term borrowing + Short term borrowing+ Deferred Tax Liability.

Explanation for KPI metric

Key Financial Explanations Performance

Revenue from Revenue from Operations is used by the management to track the revenue profile of the business and in Operations turn helps to assess the overall financial performance of the Company and volume of the business. EBITDA EBITDA provides information regarding the operational efficiency of the business EBITDA Margin EBITDA Margin (%) is an indicator of the operational profitability and financial performance of the business PAT Profit after tax provides information regarding the overall profitability of the business PAT Margin PAT Margin (%) is an indicator of the overall profitability and financial performance of the business RoE(%) Return on equity provides how efficiently the company generates profits from shareholders fund. RoCE (%) Return on capital employed provides how efficiently the company generates earnings from the capital employed in the business.

STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES

For details in respect of Statement of Significant Accounting Policies, please refer to "Note 1 & 2 of Restated Consolidated Financial

Statements" beginning on page 197 of this Prospectus.

Factors Affecting our Results of Operations

Our results of operations and financial conditions are affected by numerous factors including the following:

1. General economic and business conditions in the markets in which we operate and in the local, regional, national and international economies;

2. Changes in consumer demand;

3. Failure to successfully upgrade our product portfolio, from time to time;

4. Any change in government policies resulting in increases in taxes payable by us;

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

6. Changes in laws and regulations that apply to the industries in which we operate.

7. Our failure to keep pace with rapid changes in technology;

8. Our ability to grow our business;

9. Our ability to make interest and principal payments on our existing debt obligations and satisfy the other covenants contained in our existing debt agreements; 10. general economic, political and other risks that are out of our control;

11. Inflation, deflation, unanticipated turbulence in interest rates, equity prices or other rates or prices; 12. Companys ability to successfully implement its growth strategy and expansion plans; 13. failure to comply with regulations prescribed by authorities of the jurisdictions in which we operate; 14. inability to successfully obtain registrations in a timely manner or at all;

15. occurrence of Environmental Problems & Uninsured Losses;

16. conflicts of interest with affiliated companies, the promoter group and other related parties; 17. The performance of the financial markets in India and globally;

18. Global distress due to pandemic, war or by any other reason.

Discussion on Result of Operations

The following discussion on results of operations should be read in conjunction with the Restated Consolidated Financial Statements for the financial years ended on March 31, 2025 March 31, 2024 and March 31, 2023.

Particulars March 31, 2025 % of Total Income March 31, 2024 % of Total Income March 31, 2023 % of Total Income
Revenue from operations 17,619.86 99.06% 6,512.57 94.73% 3,578.63 98.43%
Other income 167.36 0.94% 362.61 5.27% 57.09 1.57%
Total Income 17,787.22 100.00% 6,875.19 100.00% 3,635.72 100.00%
Expenses
Purchase of stock in trade 11,028.90 62.00% 3,112.58 45.27% 1,883.66 51.81%
Change in Inventories of work in progress, finished goods and Stock in Trade -807.37 -4.54% - 0.00% - 0.00%
Employee Benefit Expenses 1,721.62 9.68% 1,268.44 18.45% 863.86 23.76%
Finance Costs 441.44 2.48% 91.33 1.33% 17.22 0.47%
Depreciation and Amortisation 35.97 0.20% 15.56 0.23% 10.10 0.28%
Other Expenses 3,100.13 17.43% 1,213.75 17.65% 549.23 15.11%
Total expenses 15,520.69 87.26% 5,701.65 82.93% 3,324.07 91.43%
Profit/(Loss) Before Exceptional & extraordinary items 2,266.53 12.74% 1,173.53 17.07% 311.65 8.57%
Share in profit of associates/joint ventures 5.44 0.03% 178.26 2.59% 9.80 0.27%
Exceptional and Extra-ordinary items - - - - - -
Profit/(Loss) Before Tax 2,271.97 12.77% 1,351.79 19.66% 321.45 8.84%
Tax Expense:
Tax Expense for Current Year 577.59 3.25% 297.05 4.32% 89.99 2.48%
Deferred Tax 0.28 0.00% (4.27) -0.06% 1.98 0.05%
Short/(excess) provision for income tax of earlier year 16.35 0.09% 10.58 0.15% - 0.00%
Net Current Tax Expenses 594.21 3.34% 303.35 4.41% 91.97 2.53%
Profit/(Loss) for the Year 1677.76 9.43% 1,048.43 15.25% 229.49 6.31%

Revenue from operations:

Revenue from operations mainly consists of work contract from Solar Contract, EPC (Electrical) Contract, Civil (Electrical and other) Contract, Man Power related to Power Transmission and other.

Other Income:

Our other income primarily comprises interest income on FDR, income from sale of share of subsidiary and sundry balance written off.

Expenses:

Companys expenses consist of Purchase, change in inventories of work in progress, finished Goods and stock in trade, Employee benefits expense, Finance costs, Depreciation and amortization and other expenses.

Purchases:

Our Purchase comprises primarily of solar related electronic goods, Electronics and electrical goods related to power transmission projects, expenses related to sub- contractors etc.

Changes in inventories of Work in Progress, Finished Goods & Stock in Trade:

Changes in inventories of Work in progress, finished goods & Stock in Trade consist of difference between opening & closing Value of work in progress.

Employee benefits expense:

Our employee benefits expense primarily comprises of Salary & Wages, Managerial Remuneration and Staff Welfare Expenses.

Finance Costs:

Our finance cost includes Interest on overdraft limit and Other Borrowing cost.

Depreciation and Amortization Expenses:

Depreciation includes depreciation on Property, Plant & Equipment etc.

Other Expenses:

Our other expenses includes Project Expenses such as Site Expenses, Installation and Commissioning Charges, Vehicle Hiring Charges for Project Employees, Travelling Expenses related to Projects, Professional Charges relating to Technical Consultancy, Electricity Expenses, Cess Expenses, Business Promotion, Conveyance Expenses, Rent Expenses for Project Site, Freight Charges, Custom Duty, Tender Fees, Office Rent, License Fee, Festival Expenses, Insurance Expenses, Computer Expenses, Office Expenses, Postage and Courier, Printing and Stationery Expenses, Repair and Maintenance Expenses, Software Expenses, Telephone Expenses, Vehicle Running and Maintenance, Custom Clearance Charges, Employee Reimbursement Expenses, Advertisement and Marketing Expenses, Miscellaneous Expenses and Etc.

Comparison of Financial Year 2025 with Financial Year 2024 (Based on Restated Consolidated Financial Statements)

Total Income:

Total income for the financial year 2024-25 stood at 17787.22 (Lakhs) whereas in Financial Year 2023-24 the same stood at 6875.19 (Lakhs) representing significant increase of 158.72%. The main reason of increase in total income was:

Increase in revenue from Solar project to 7566.64 lakhs in FY 2024-25 from 1820.68 lakhs in F.Y. 2023-24, representing an increase of 315.59% (y-o-y)

Increase in revenue from Electrical (EPC) projects to 8011.77 lakhs in F.Y. 2024-25 from 1893.76 lakhs in F.Y. 2023-24, representing an increase of 323.06% (y-o-y).

Revenue from Operations:

Revenue from Operations for the F.Y. 2024-25 stood at 17619.86 Lakhs whereas in F.Y. 2023-24 the same stood at 6512.57 Lakhs representing an increase of 170.55%. The main reasons for increase in scale of operations and reasons mentioned below:

Increase in revenue from Solar project to 7566.64 lakhs in FY 2024-25 from 1820.68 lakhs in F.Y. 2023-24, representing an increase of 315.59% (y-o-y).

Increase in revenue from Electrical (EPC) projects to 8011.77 lakhs in F.Y. 2024-25 from 1893.76 lakhs in F.Y. 2023-24, representing an increase of 323.06% (y-o-y).

Other Income:

For F.Y. 2024-25, other income has been decreased to 167.36 Lakhs as against 362.61 Lakhs in the Financial Year 2023-24 representing an decrease of 53.85% which is mainly due to:

Sundry balances written back dropped significantly to 1.81 Lakhs in FY 2024 25, from 189.18 Lakhs in the previous fiscal year.

Income from sale of share of associate stood at 59.91 Lakhs in FY 2024- 25 as against 97.85 Lakhs in F.Y. 2023-24.

Total Expenses:

For F.Y. 2024-25, total expenses has significantly increased to 15520.69 Lakhs from 5701.65 Lakhs in the financial year 2024-25 representing a significant increase of 172.21%. Such increase was due to increase in the volume of business operations of the Company.

Purchases:

For F.Y. 2024-25, Purchases of stock in trade was increased to 11028.90 Lakhs from 3112.58 lakhs in the F.Y. 2023-24 representing an increase of 254.33%. Such increase was due to increase in volume of business operations of the Company.

Changes in Inventories of Finished Goods, WIP & Stock in Trade

Changes in Inventories of Finished Goods, WIP & Stock in Trade amounting to (807.37) (Lakhs) represents (4.53) % of total income. Whereas in the Previous year, the stock was nil due to major contribution by Contracts involving only Services and small project with shorter completion time.

Employee benefits expense:

Our Company has incurred employee benefits expenses of 1721.62 Lakhs during the financial year 2024-25 as compared to 1268.44 Lakhs in the financial year 2023-24, representing an increase of 35.73%. The said increase is due the increase in the volume of business operation of the Company and increase in salaries and wages.

Finance costs:

Finance costs for the F.Y. 2024-25 has increased to 441.44 Lakhs as against 91.33 Lakhs during the financial year 2023-24, representing an increase of 383.33%, which is mainly due to utilization of bank overdraft facilities and increase in bank charges on utilized letter of credit on account of increase in volume of business operation of the company.

Depreciation and Amortization Expenses:

Depreciation for F.Y. 2024-25 stood at 35.97 Lakhs as against 15.56 Lakhs during the financial year 2023-24, representing an increase of 131.16% due to depreciation on new addition of tools and electronic equipments during FY 2024-25. Addition in tools and electronic equipments was required due to increase in volume of business operation of the company.

Other Expenses:

For F.Y. 2024-25, other expenses were 3100.14 Lakhs as against 1213.75 Lakhs during the financial year 2023-24. The increase of 155.42% was mainly due to increase in volume of business operation of the company.

Share in profit of associates/joint ventures:

For F.Y. 2024-25, share in profit of associate were 5.44 Lakhs as against 178.26 Lakhs during the financial year 2023-24.

Restated Profit/ (Loss) before tax:

For financial year 2024-25, it has increased to 2271.97 Lakhs as compared to 1351.79 Lakhs in the financial year 2023-24, representing an increase of 68.07% majorly due to:-

- Total income of the company has increased from 6875.19 lakhs in F.Y. 2023-24 to 17787.22 lakhs in F.Y. 2024-25 due to increase in volume of business operation of the company.

Restated Profit/ (Loss) after tax:

The Company reported Restated Profit after tax for the financial year 2024-25 at 1677.76 Lakhs in comparison to 1048.43 Lakhs in the financial year 2023-24, representing an increase of 60.03 % majorly due to:-

- Total income of the company has increased from 6875.19 lakhs in F.Y. 2023-24 to 17787.22 lakhs in F.Y. 2024-25 due to increase in volume of business operation of the company.

Short Term Borrowing:

Short-Term Borrowing for the financial year 2024-25 stood at 7482.53 (Lakhs) whereas in Financial Year 2023-24 the same stood at 1856.95 (Lakhs) representing significant increase of 302.95%. The main reason of increase in Short-Term Borrowing was:

Increase in ICICI CC Limit to 1486.26 lakhs in FY 2024-25 from 823.95 lakhs in F.Y. 2023-24, representing an increase of 80.38% (y-o-y).

HDFC CC Limit increase to 684.22 lakhs in FY 2024-25 from Nil lakhs in F.Y. 2023-24.

YES CC Limit increase to 993.53 lakhs in FY 2024-25 from Nil lakhs in F.Y. 2023-24.

Increase in LC Payable against purchase of raw material to 3314.66 lakhs in FY 2024-25 from 161.54 lakhs in F.Y. 2023-24, representing an increase of 1951.92% (y-o-y).

Increase in Loan from Associate company to 877.92 lakhs in FY 2024-25 from 643.56 lakhs in F.Y. 2023-24, representing an increase of 36.42% (y-o-y).

Loan from Director increase to 125.95 lakhs in FY 2024-25 from Nil lakhs in F.Y. 2023-24.

Trade Payable:

Trade Payable for the financial year 2024-25 stood at 902.15 (Lakhs) whereas in Financial Year 2023-24 the same stood at 186.87 (Lakhs) representing significant increase of 382.75%. The main reason of increase in Trade Payable was:

Increase in Purchase of raw material to 11028.90 lakhs in FY 2024-25 from 3112.58 lakhs in F.Y. 2023-24, representing an increase of 254.33% (y-o-y).

Inventories:

Inventories for the financial year 2024-25 stood at 807.37 (Lakhs) whereas in Financial Year 2023-24 the same stood at Nil (Lakhs). The main reason of Inventories was:

The Companys focus on undertaking more turnkey projects and the significant increase in order size have also led to a need for maintaining a higher level of inventory.

Trade Receivable:

Trade Receivable for the financial year 2024-25 stood at 8876.14 (Lakhs) whereas in Financial Year 2023-24 the same stood at 2454.45 (Lakhs) representing significant increase of 261.63%. The main reason of increase in Trade Receivable was:

Increase in Revenue from operation to 17619.86 lakhs in FY 2024-25 from 6512.57 lakhs in F.Y. 2023-24.

Short Term Loan and Advance:

Short Term Loan and Advance for the financial year 2024-25 stood at 602.76 (Lakhs) whereas in Financial Year 2023-24 the same stood at 190.66 (Lakhs) representing significant increase of 216.14%. The main reason of increase in short term loan and advance was:

Increase in TDS Receivable to 352.38 lakhs in FY 2024-25 from 112.46 lakhs in F.Y. 2023-24, representing an increase of 213.34% (y-o-y).

Increase in Advance to Creditor to 106.11 lakhs in FY 2024-25 from 67.06 lakhs in F.Y. 2023-24, representing an increase of 58.23% (y-o-y).

Non-current Investment:

Non-current Investment for the financial year 2024-25 stood at 209.56 (Lakhs) whereas in Financial Year 2023-24 the same stood at 188.57 (Lakhs) representing significant increase of 11.13%. The main reason of increase in non-current investment was:

Investment in gratuity fund increase to 10.93 lakhs in FY 2024-25 from nil lakhs in F.Y. 2023-24.

Investment in leave encashment fund increase to 4.92 lakhs in FY 2024-25 from nil lakhs in F.Y. 2023-24.

Increase in share of post-acquisition profit of associate to 5.44 lakhs in FY 2024-25.

Comparison of Financial Year 2024 with Financial Year 2023 (Based on Restated Consolidated Financial Statements)

Total Income:

Total income for the financial year 2023-24 stood at 6875.19 (Lakhs) whereas in Financial Year 2022-23 the same stood at 3635.72 (Lakhs) representing significant increase of 89.10%. The main reason of increase in total income was:

Increase in revenue from Solar project to 1820.68 lakhs in FY 2023-24 from 212.81 lakhs in F.Y. 2022-23, representing an increase of 755.55% (y-o-y)

Increase in revenue from Electrical (EPC) projects to 1893.76 lakhs in F.Y. 2023-24 from 1077.36 lakhs in F.Y. 2022- 23, representing an increase of 75.78% (y-o-y)

Increase in Interest Income to 75.58 lakhs in FY 2023-24 from 57.09 lakhs in F.Y. 2022-23, representing an increase of 32.39% (y-o-y)

New non- recurring income from sale of share of associate stood at 97.85 lakhs in FY 2023-24 as against Nil in F.Y. 2022-23.

New non- recurring income from sundry balance written back stood at 189.18 lakhs in FY 2023-24 as against Nil in F.Y. 2022-23.

Revenue from Operations:

Revenue from Operations for the F.Y. 2023-24 stood at 6512.57 Lakhs whereas in F.Y. 2022-23 the same stood at 3578.63 Lakhs representing an increase of 81.98%. The main reasons for increase in scale of operations and reasons mentioned below:

Increase in revenue from Solar project to 1820.68 lakhs in FY 2023-24 from 212.81 lakhs in F.Y. 2022-23, representing an increase of 755.55% (y-o-y).

Increase in revenue from Electrical (EPC) projects to 1893.76 lakhs in F.Y. 2023-24 from 1077.36 lakhs in F.Y. 2022- 23, representing an increase of 75.78% (y-o-y).

Other Income:

For F.Y. 2023-24, other income has been increased to 362.61 Lakhs as against 57.09 Lakhs in the Financial Year 2022-23 representing an increase of 535.19% which is mainly due to:

Increase in Interest Income to 75.58 lakhs in FY 2023-24 from 57.09 lakhs in F.Y. 2022-23, representing an increase of 32.39% (y-o-y)

New non- recurring income from sale of share of associate stood at 97.85 lakhs in FY 2023-24 as against Nil in F.Y. 2022-23.

New non- recurring income from sundry balance written back stood at 189.18 lakhs in FY 2023-24 as against Nil in F.Y. 2022-23.

Total Expenses:

For F.Y. 2023-24, total expenses has significantly increased to 5701.65 Lakhs from 3324.07 Lakhs in the financial year 2022-23 representing a significant increase of 71.53%. Such increase was due to increase in the volume of business operations of the Company.

Purchases:

For F.Y. 2023-24, Purchases of stock in trade was increased to 3112.58 lakhs from 1883.66 lakhs in the F.Y. 2022-23 representing an increase of 65.24%. Such increase was due to increase in volume of business operations of the Company.

Employee benefits expense:

Our Company has incurred employee benefits expenses of 1268.44 Lakhs during the financial year 2023-24 as compared to 863.86 Lakhs in the financial year 2022-23, representing an increase of 46.83%. The said increase is due the increase in the volume of business operation of the Company and increase in salaries and wages.

Finance costs:

Finance costs for the F.Y. 2023-24 has increased to 91.33 Lakhs as against 17.22 Lakhs during the financial year 2022-23, representing an increase of 430.37%, which is mainly due to utilization of bank overdraft facilities and increase in bank charges on utilized letter of credit on account of increase in volume of business operation of the company.

Depreciation and Amortization Expenses:

Depreciation for F.Y. 2023-24 stood at 15.56 Lakhs as against 10.10 Lakhs during the financial year 2022-23, representing an increase of 54.06% due to depreciation on new addition of tools and electronic equipments during FY 2023-24. Addition in tools and electronic equipments was required due to increase in volume of business operation of the company.

Other Expenses:

For F.Y. 2023-24, other expenses were 1213.75 Lakhs as against 549.23 Lakhs during the financial year 2022-23. The increase of 120.99% was mainly due to increase in volume of business operation of the company.

Share in profit of associates/joint ventures:

For F.Y. 2023-24, share in profit of associate were 178.26 Lakhs as against 9.80 Lakhs during the financial year 2022-23.

Restated Profit/ (Loss) before tax:

For financial year 2023-24, it has increased to 1351.79 Lakhs as compared to 321.45 Lakhs in the financial year 2022-23, representing an increase of 320.52% majorly due to:-

- Total income of the company has increased from 3635.72 lakhs in F.Y. 2022-23 to 6875.19 lakhs in F.Y. 2023-24 due to increase in volume of business operation of the company.

- EBITDA margin has increased from 11.47% in F.Y. 2022-23 to 16.83 % in F.Y. 2023-24, due to reason mentioned below:

Increase in Interest Income to 75.58 lakhs in FY 2023-24 from 57.09 lakhs in F.Y. 2022-23, representing an increase of 32.39% (y-o-y)

New non- recurring income from sale of share of associate stood at 97.85 lakhs in FY 2023-24 as against Nil in F.Y. 2022-23.

New non- recurring income from sundry balance written back stood at 189.18 lakhs in FY 2023-24 as against Nil in F.Y. 2022-23.

- For F.Y. 2023-24, other income has been increased to 362.61 Lakhs as against 57.09 Lakhs in the Financial Year 2022-23 representing an increase of 535.15% .

Increase in Interest Income to 75.58 lakhs in FY 2023-24 from 57.09 lakhs in F.Y. 2022-23, representing an increase of 32.39% (y-o-y)

New non- recurring income from sale of share of associate stood at 97.85 lakhs in FY 2023-24 as against Nil in F.Y. 2022-23.

New non- recurring income from sundry balance written back stood at 189.18 lakhs in FY 2023-24 as against Nil in F.Y. 2022-23.

Restated Profit/ (Loss) after tax:

The Company reported Restated Profit after tax for the financial year 2023-24 at 1048.43 Lakhs in comparison to 229.49 Lakhs in the financial year 2022-23, representing an increase of 356.86 % majorly due to:-

1. Revenue Growth: The revenue from operations surged by 81.98%, from 3,578.63 lakh in FY 2023 to 6,512.57 lakh in FY 2024. This growth is attributable to the companys successful execution of strategic initiatives and expansion of its project portfolio.

2. Expense Control: Although the total expenses of the Company has increased by 71.53% from 3,324.07 lakh to 5,701.65 lakh, they grew at a slower pace compared to revenue which has increased by 81.98%. This effective control over expenses contributed to improved profitability.

3. PAT Margin: The company achieved a notable PAT margin of 16.10% in FY 2024, up from 6.41% in FY 2023. However, this was partly influenced by non-recurring income, including a 189.18 lakh write-back and 97.85 lakh from the sale of subsidiary shares. If these non-recurring incomes are excluded, the PAT margin would stand at 12.66%. Moreover, the profit share from an associate further inflated the margin, but excluding this, the PAT margin would be 10.52%.

4. Impact of Bad Debt: In FY 2023, the decline in the PAT margin compared to FY 2022 was impacted by a bad debt write-off of 118.12 lakh due to disputes with Quickdee Pvt Ltd and Karvy Next Ltd. Excluding this, the adjusted PAT margin for FY 2023 would have been 8.80%, indicating a stronger performance than initially reported.

- EBITDA margin has increased from 11.47% in F.Y. 2022-23 to 16.83% in F.Y. 2023-24 due to mentioned below:

Increase in Interest Income to 75.58 lakhs in FY 2023-24 from 57.09 lakhs in F.Y. 2022-23, representing an increase of 32.39% (y-o-y)

New non- recurring income from sale of share of associate stood at 97.85 lakhs in FY 2023-24 as against Nil in F.Y. 2022-23.

New non- recurring income from sundry balance written back stood at 189.18 lakhs in FY 2023-24 as against Nil in F.Y. 2022-23.

- For F.Y. 2023-24, other income has been increased to 362.61 Lakhs as against 57.09 Lakhs in the Financial Year 2022-23 representing an increase of 535.15%.

Increase in Interest Income to 75.58 lakhs in FY 2023-24 from 57.09 lakhs in F.Y. 2022-23, representing an increase of 32.39% (y-o-y)

New non- recurring income from sale of share of associate stood at 97.85 lakhs in FY 2023-24 as against Nil in F.Y. 2022-23.

New non- recurring income from sundry balance written back stood at 189.18 lakhs in FY 2023-24 as against Nil in F.Y. 2022-23.

Short Term Borrowing:

Short-Term Borrowing for the financial year 2023-24 stood at 1856.95 (Lakhs) whereas in Financial Year 2022-23 the same stood at 835.91 (Lakhs) representing significant increase of 122.15%. The main reason of increase in Short-Term Borrowing was:

PNB OD Limit increase to 227.91 lakhs in FY 2023-24 from Nil lakhs in F.Y. 2022-23.

LC Payable against purchase of raw material increase to 161.54 lakhs in FY 2023-24 from Nil lakhs in F.Y. 2022-23.

Loan from Associate company increase to 643.56 lakhs in FY 2023-24 from Nil lakhs in F.Y. 2022-23.

Trade Payable:

Trade Payable for the financial year 2023-24 stood at 186.87 (Lakhs) whereas in Financial Year 2022-23 the same stood at 189.26 (Lakhs) representing significant decrease of 1.26%. The main reason of decrease in Trade Payable was:

Trade Payable decrease is negligible.

Trade Receivable:

Trade Receivable for the financial year 2023-24 stood at 2454.45 (Lakhs) whereas in Financial Year 2022-23 the same stood at 973.94 (Lakhs) representing significant increase of 152.01%. The main reason of increase in Trade Receivable was:

Increase in Revenue from operation to 6512.57 lakhs in FY 2023-24 from 3578.63 lakhs in F.Y. 2022-23.

Short Term Loan and Advance:

Short Term Loan and Advance for the financial year 2023-24 stood at 190.66 (Lakhs) whereas in Financial Year 2022-23 the same stood at 101. 05 Lakhs) representing significant increase of 88.69%. The main reason of increase in short term loan and advance was:

Increase in TDS Receivable to 112.46 lakhs in FY 2023-24 from 70.72 lakhs in F.Y. 2022-23, representing an increase of 59.02% (y-o-y).

Advance to creditor increase to 67.06 lakhs in FY 2023-24 from Nil lakhs in F.Y. 2022-23.

Non-current Investment:

Non-current Investment for the financial year 2023-24 stood at 188.57 (Lakhs) whereas in Financial Year 2022-23 the same stood at 10.80 (Lakhs) representing significant increase of 1645.59%. The main reason of increase in non-current investment was:

Increase in share of post-acquisition profit of associate to 178.26 lakhs in FY 2023-24.

Financial Year 2023 Compared to Financial Year 2022 (Based on Restated Consolidated Financial Statements)

Total Income:

Total income for the financial year 2022-23 stood at 3635.72 Lakhs as compared from 2328.67 Lakhs in Financial Year 2021-22 representing an increase of 56.13% which was on account of below reasons:-

Increase in revenue from Solar project to 212.81 lakhs in FY 2022-23 from 57.16 lakhs in F.Y. 2021-22, representing an increase of 272.30% (y-o-y)

New revenue from Civil project stood at 2193.84 lakhs in FY 2022-23 as against Nil lakhs in F.Y. 2021-22.

Revenue from Operations:

During the financial year 2022-23 the revenue from operation of our Company increased to 3578.63 Lakhs as against 2276.70 lakhs in the Financial Year 2021-22, representing increase of 57.19% due to reasons mentioned below :-

Increase in revenue from Solar project to 212.81 lakhs in FY 2022-23 from 57.16 lakhs in F.Y. 2021-22, representing an increase of 272.30% (y-o-y)

The Revenue from other projects (Electrical and Civil) stood at 3271.20 lakhs in FY 2022-23 as against 1868.07 lakhs in F.Y.

2021-22, representing an increase of 75.11% (y-o-y).

Other Income:

During the F.Y. 2022-23, the other income of our Company increased to 57.09 Lakhs as against 51.97 lakhs in the Financial Year 2021-22 due to increase in interest income.

Total Expenses:

The Total Expenses for the financial year 2022-23 increased to 3324.07 Lakhs from 1987.77 lakhs in the Financial Year 2021-22 representing increase of 67.23%. Such increase was due to increase in the volume of business operations of the Company.

Purchases:

The Purchases for the financial year 2022-23 stood 1883.66 Lakhs against 971.07 Lakhs in the Financial Year 2021-22 representing an increase of 93.98%. Such increase was due to volume of business operation of the company.

Employee benefits expense:

Our Company has incurred 863.86 Lakhs as Employee benefits expense during the financial year 2022-23 as compared to 658.12 Lakhs in the financial year 2021-22 representing an increase of 31.26%, which was on account of increase in salary and wages and increase in the volume of business operation of the company.

Finance costs:

These costs were for the financial Year 2022-23 increase to 17.22 Lakhs as against 6.01 Lakhs during the financial year 2021-22, representing a increase of 186.52% which was due to increase in interest on overdraft limit. Overdraft facility was first time taken by the company in financial year 2022-23.

Depreciation and Amortization Expenses:

Depreciation for the financial year 2022-23 stood at 10.10 Lakhs as against 5.50 Lakhs during the financial year 2021-22, representing a increase of 83.64%. Such increase was due to addition of equipment and tools during financial year 2022-23.

Other Expenses:

Our Company has incurred 549.23 Lakhs during the Financial Year 2022-23 on other expenses as against 347.07 Lakhs during the financial year 2021-22 representing increase of 58.25% due to increase in volume of business operation of the company.

Share in profit of associates/joint ventures:

For F.Y. 2022-23, share in profit of associate were 9.80 Lakhs as against Nil during the financial year 2021-22.

Restated Profit/ (Loss) before tax:

Restated Profit before Tax for the financial year 2022-23 was 321.45 Lakhs as compared to Restated Profit before Tax of 340.90 Lakhs during the financial year 2021-22, representing a decrease of 5.70% due to bad debt written off.

Restated Profit/ (Loss) after tax:

The Restated Profit after tax for the financial year 2022-23 was 229.49 Lakhs as compared to Restated Profit after Tax of 219.97 lakhs during the financial year 2021-22, representing an increase of 4.33% on account of below reasons:

- Total income of the company has increased to 3635.72 lakhs in F.Y. 2022-23 from 2328.67 lakhs in F.Y. 2021-22.

Short Term Borrowing:

Short-Term Borrowing for the financial year 2022-23 stood at 835.91 (Lakhs) whereas in Financial Year 2021-22 the same stood at nil (Lakhs) The main reason of Short-Term Borrowing was:

ICICI CC Limit increase to 835.91 lakhs in FY 2022-23 from nil lakhs in F.Y. 2021-22.

Trade Payable:

Trade Payable for the financial year 2022-23 stood at 189.26 (Lakhs) whereas in Financial Year 2021-22 the same stood at 720.96 (Lakhs) representing significant decrease of 73.75%. The main reason of decrease in Trade Payable was:

The requirement to complete work order in time.

Trade Receivable:

Trade Receivable for the financial year 2022-23 stood at 973.94 (Lakhs) whereas in Financial Year 2021-22 the same stood at 904.11 (Lakhs) representing significant increase of 7.72%. The main reason of increase in Trade Receivable was:

Increase in Revenue from operation to 3578.63 lakhs in FY 2022-23 from 2276.70 lakhs in F.Y. 2021-22, representing an increase of 57.19% (y-o-y).

Short Term Loan and Advance:

Short Term Loan and Advance for the financial year 2022-23 stood at 101.05(Lakhs) whereas in Financial Year 2021-22 the same stood at 74.68 (Lakhs) representing significant increase of 35.31%. The main reason of increase in short term loan and advance was:

Increase in TDS Receivable to 70.72 lakhs in FY 2022-23 from 48.37 lakhs in F.Y. 2021-22, representing an increase of 46.20% (y-o-y).

Non-current Investment:

Non-current Investment for the financial year 2022-23 stood at 10.80 (Lakhs) whereas in Financial Year 2021-22 the same stood at 1.00 (Lakhs) representing significant increase of 980.26%. The main reason of increase in non-current investment was:

Increase in share of post-acquisition profit of associate to 9.80 lakhs in FY 2022-23.

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

An analysis of reasons for the changes in significant items of income and expenditure is given hereunder:

1. Unusual or infrequent events or transactions

There has not been any unusual trend on account of our business activity. Except as disclosed in this Red Herring Prospectus, there are no unusual or infrequent events or transactions in our Company.

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

There are no significant economic changes that may materially affect or likely to affect income from continuing operations.

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

Apart from the risks as disclosed under Section "Risk Factors" beginning on page 28 of the Red Herring Prospectus, in our opinion there are no other known trends or uncertainties that have had or are expected to have a material adverse impact on revenue or income from continuing operations.

4. Future changes in relationship between costs and revenues

Other than as described in the sections "Risk Factors", "Our Business" and "Managements Discussion and Analysis of Financial Condition and Results of Operations" on pages 28, 122 and 236 respectively, to our knowledge, no future relationship between expenditure and income is expected to have a material adverse impact on our operations and finances.

Total turnover of each major industry segment in which our Company operates

Our business operates across multiple sectors and is geographically diversified, i.e. Renewable Energy, EPC (Electrical), civil (Electrical and other), Manpower supply (Electrical and other) as disclosed in "Restated Financial Statements" on page 197, we do not follow any other segment reporting.

6. Status of any publicly announced New Products or Business Segment

Except as disclosed in the Chapter "Our Business" on page 122, our Company has not announced any new product or service.

7. Seasonality of business

Our business is not subject to seasonality however comparatively more sales are booked in quarter 3rd and quarter 4th For further information, see "Industry Overview" and "Our Business" on pages 99 and 122 , respectively.

8. Dependence on single or few customers

Substantial portion of our revenues has been dependent upon few customers. For the fiscals 2025, 2024 and 2023, our top ten customers have contributed 87.93%, 93.44% ,96.78%, of our revenues respectively. However, our top customers may vary from period to period depending on the demand and thus the composition and revenue generated from these customers might change as we continue to add new customers in normal course of business. Since our business is concentrated among relatively few significant customers, we could experience a reduction in our results of operations, cash flows and liquidity if we lose one or more of these customers or the amount of business, we obtain from them is reduced for any reason, including but not limited on account of any dispute or disqualification. For further details, refer Risk Factor "Our top ten customers contribute majority of our revenues from operations. Any loss of business from one or more of them may adversely affect our revenues and profitability." In our business section beginning on page 122 of this Red Herring Prospectus.

9. Competitive conditions

Competitive conditions are as described under the Chapters "Industry Overview" and "Our Business" beginning on pages 99 and 122 respectively of this Red Herring Prospectus.

10. Details of material developments after the date of last balance sheet i.e. March 31, 2025.

After the date of last Balance sheet i.e. March 31, 2025, the following material events have occurred after the last audited period:

1. The company has received in-principle approval from the BSE SME Platform on 09th May 2025 for the proposed Initial Public Offering (IPO)

2. The Company had secured L-1 status with worth of Rs. 44.67 crore turnkey project from North Bihar Power Distribution Company

Ltd. (NBPDCL) for the design and commissioning of five new 33/11 KV substations along with associated lines in Kishanganj, Bihar.

Additionally, The Company had been awarded a 12.5 crore rate contract by TP Southern Odisha Distribution Ltd. (TPSODL) for

33KV, 11KV, and LT distribution works across Southern Odisha, which also holds potential for value enhancement. Including these, along with previously secured and anticipated orders, The Company had secured L-1 status for three projects with worth of Rs. 22.49 crore solar plant for Himachal Pradesh Power Corporation Ltd., Rs. 8.06 crore electrical contract for North Bihar Power Distribution Co. Ltd and 45.10 crore Rooftop Solar PV Systems for government buildings. Additionally, The Company expect repeat order in

June 2025 for Bihar projects under BREDA (Panchayat Raj Department) - the 68.08 crore Smart Solar Street Light System.

3. We have passed the Board Resolution in the meeting of Board of Directors dated June 20, 2025 authorising the Board of Director to raise funds by making an Initial Public offering.

4. We have passed the Shareholders Resolution in the meeting of Members dated June 26, 2025 authorising them to raise funds by making an Initial Public offering.

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