Sunsky Logistics Ltd Management Discussions

You should read the following discussion of our financial condition and results of operations together with our restated financial statements included in the Draft Prospectus. You should also read the section entitled "Risk Factors" beginning on page 24, 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 financial statements, which have been prepared in accordance with Indian GAAP, the Companies Act and the SEBI Regulations. Portions of the following discussion are also based on internally prepared statistical information and on other sources. Our fiscal year ends on March 31 of each year, so all references to a particular fiscal year ("Fiscal Year") are to the twelve-month period ended March 31 of that year.

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 April 28, 2025 which is included in this Draft Prospectus under the section titled "Restated Financial Information" beginning on page 148 of this Draft Prospectus. The restated 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 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 financial statements.

This discussion contains forward-looking statements and reflects our current views with respect to future events and financial performance. Actual results may differ materially from those anticipated in these forward-looking statements as a result of certain factors such as those described under "Risk Factors" and "Forward Looking Statements" beginning on pages 25 and 16 respectively, and elsewhere in this Draft Prospectus Accordingly, the degree to which the financial statements in this Draft Prospectus will provide meaningful information depend entirely on such potential investors level of familiarity with Indian accounting practices. Please also refer to section titled "Certain Conventions, Use of Financial

Information and Market Data and Currency of Presentation" beginning on page 14 of this Draft Prospectus.

BUSINESS OVERVIEW

Our Company was incorporated under the name and style of ‘Sunsky Logistics Private Limited, a private limited company under the provisions of the Companies Act, 2013, pursuant to a certificate of incorporation dated July 05, 2020, issued by the Registrar of Companies, Central Registration Centre. Subsequently, our Company was converted into a public limited company pursuant to a resolution passed by our Board of Directors in their meeting held on January 10, 2024, and by our Shareholders in an Extraordinary General Meeting held on February 7, 2024, and consequently the name of our Company was changed to ‘Sunsky Logistics Limited and a fresh certificate of incorporation dated July 16, 2024, was issued by the Registrar of Companies, Central Registration Centre. The corporate identification number of our Company is U74999GJ2020PLC114376.

Our Company is engaged in the business of integrated logistics solutions. We are involved in the management and coordination of the movement of materials or finished goods throughout the supply chain, from the point of origin to the destination. We provide third party logistics services which is popularly known as "3PL" services. "3PL" services comprise freight forwarding, cargo handling, door-to-door distribution, multi-transport operator, and customs clearance services. It encompasses local transportation at the billing end, freight services and custom clearance to again transportation to enable goods reach the destination.

We have developed network of agents in the major export markets who liaise with local customs for clearance and are responsible for the delivery of goods to their respective clients. Simultaneously, we have working relationship with multiple shipping companies with whom we regularly deal in exporting or importing of consignments. This relationship with multiple partners in shipping lines has kept us in good stead in procuring good rates and are able to take order and make deliveries on time. We are a member of World Shipping Alliance (WSA) and Bling Logistics Network Inc (Bling). This network is essentially of forward freight agents, shipping lines and other allied people involved in the forward freight industry. Being a member to this network helps us to secure agents who can help us get the custom clearance at various export destination. Hence, we are able to provide services to all major export destinations like Americas, Africa, Europe and Asian countries.

We are also engaged in the handling of project cargo, which is a specialized activity requiring detailed planning and technical expertise. The comprehensive project handling service includes designing and executing customized solutions tailored to meet specific customer requirements for the transport of specialized equipment, from one location to another using multiple modes of transport, as per the requirement of customer. We are also involved in the management and coordination of the movement of raw materials or finished goods throughout the supply chain, from the point of origin to the destination.

Our company achieved a significant milestone by obtaining the Multimodal Transport Operator (MTO) license on December 7, 2021, vide which our company provides single as well as multimodal transportation services which involves the coordinated use of multiple modes of transportation (such as road, rail, sea, air) within a single, integrated supply chain to optimize efficiency and meet the unique requirements of shipments, right from the shipment planning, route optimization, carrier selection, documentation, containerization, tracking, to communication and coordination, last-mile delivery.

On February 8, 2022, our company obtained a certificate for Ocean Transportation Intermediary (OTI) ocean freight from the Federal Maritime Commission (FMC), through which we strengthened our capabilities and enabled us to expand our operations and deliveries in the United States of Americas market.

During the fiscal year 2025, we have processed services in different countries such as USA, Uganda, UAE, Oman, Guatemala, Australia, and Iraq. Our existing resources give customers complete transparency and control to monitor the progress of their supply chain. We have a dedicated team of experienced employees and also a network of overseas agents globally who design and manage the entire supply chain.

Our management has focused on providing quality services to our customers since the inception of operations, thereby building credibility with our customer base, including our longstanding customers. We have a dedicated team who looks after the entire supply chain. Right from client sourcing to freight forwarding and liaising, accounts and finance to customs, we have a dedicated staff looking after each of these key functions. These persons are knowledgeable and have network in place to make the entire shipment process a success. Our promoter Akash A Shah carries more than 10 years of experience of the Industry and our company has benefited from the experience and networking of our promoter. Akash A Shah has been associated with our company since the year 2020. He has been instrumental in giving strategic direction to grow and expand into new geographies and start new service line. He is the guiding force behind all the strategic decisions of our Company. Further, his knowledge in functions like documentation, customer service, operations, sales & marketing in the logistics and shipping industry has helped us in establishing and expanding our business.

FINANCIAL SNAPSHOT

The financial performance of the company for the financial year ended on March 31, 2025, 2024, and 2023 as per restated financial Statement:

Particulars	For the Financial year ended on March 31,
	2025	2024	2023
Revenue from operations ( in Lakhs)	2,204.37	1,477.07	1,934.26
EBITDA ( in Lakhs)	370.66	194.79	56.71
EBIT ( in Lakhs)	387.29	189.72	57.33
EBITDA margin (%)	16.81%	13.19%	2.93%
PAT ( in Lakhs)	258.69	124.78	31.07
Net Profit margin (%)	11.74%	8.45%	1.61%
Net worth ( in Lakhs)	452.54	198.86	74.08
Return on capital employed (%)	59.34%	50.65%	30.68%
Return on equity (%)	79.42%	91.43%	53.06%
Debt to equity ratio (times)	0.45	0.89	1.53

As certified by our Statutory Auditor, M/s Ankit M Shah & Co., Chartered Accountants vide their certificate dated May 07, 2025.

Notes:

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

2. EBITDA is calculated as Profit before tax + Depreciation + Interest Expenses-Other Income

3. EBIT is calculated as Profit before tax + Interest Expenses

4. EBITDA Margin is calculated as EBITDA divided by Revenue from Operations

5. Net Profit Margin is calculated as PAT for the period/year divided by revenue from operations.

6. Net Worth is calculated as total of share capital and other equity.

Page 154

7. Return on Capital Employed is calculated as EBIT divided by capital employed, which is defined as shareholders equity.

8. Return on Equity is ratio of Profit after Tax and Average Shareholder Equity

9. Debt to Equity ratio is calculated as Long-Term Debt + Short Term Debt divided by total equity

SIGNIFICANT DEVELOPMENTS SUBSEQUENT TO LAST AUDITED BALANCE SHEET

In the opinion of the Board of Directors of our Company, since the date of the last audited period i.e. March 31, 2025, as disclosed in this prospectus, there have not arisen any circumstance that materially or adversely affect or are likely to affect the trading or profitability of our Company or the value of its assets or its ability to pay its material liabilities within the next twelve months except as follows:

1. The Board of Directors have decided to get their equity shares listed on BSE SME Platform of Bombay Stock Exchange of India Limited and pursuant to Section 62(1)(c) of the Companies Act 2013, by a resolution passed at its meeting held on April 28, 2025 proposed the Issue, subject to the approval of the shareholders and such other authorities as may be necessary.

2. The shareholders of the Company have, pursuant to Section 62(1)(c) of the Companies Act 2013, by a special resolution passed in the Extra Ordinary General Meeting held on April 30, 2025 authorized the Initial Public Offer.

FACTORS AFFECTING OUR FUTURE RESULTS OF OPERATIONS

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

Changes in laws and regulations relating to the sectors/areas in which we operate;

Our ability to successfully implement our growth strategy and expansion plans;

Our ability to meet our further capital expenditure requirements;

Fluctuations in operating costs;

Our ability to attract and retain personnel;

Conflict of Interest with affiliated companies, the promoter group and other related parties;

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

Changes in government policies and regulatory actions that apply to or affect our business;

Changes in political and social conditions in India, the monetary and interest rate policies of India and other countries;

Inflation, deflation, unanticipated turbulence in interest rates, equity prices or other rates or prices;

The occurrence of natural disasters or calamities;

Our inability to maintain or enhance our brand recognition;

Inability to adequately protect our trademarks;

Changes in consumer demand;

Other factors beyond our control; and

Our ability to manage risks that arise from these factors.

OUR SIGNIFICANT ACCOUNTING POLICIES

For Significant accounting policies, please refer to Significant Accounting Policies and Notes to accounts, under Chapter titled "Restated Financial Information" beginning on page 148 of this Draft Prospectus.

FINANCIAL PERFORMANCE

	For the year ended		For the year ended		For the year ended
Particulars	March 31, 2025	% of Total revenue	March 31, 2024	% of Total revenue	March 31, 2023	% of Total revenue
Revenue from operations	2204.37	98.97	1477.07	99.73	1934.26	99.83
Other Income	22.86	1.03	4.06	0.27	3.26	0.17
Total Revenue	2227.23	100.00	1481.13	100.00	1937.51	100.00
Expenses
Freight, Handling & Servicing Cost	1709.94	76.77	1197.58	80.86	1817.28	93.79
Employee benefits	88.20	3.96	54.45	3.68	30.99	1.60
Finance costs	41.57	1.87	22.89	1.55	15.27	0.79
Depreciation & amortization	6.22	0.28	9.12	0.62	2.64	0.14

 

	For the year ended		For the year ended		For the year ended
Particulars	March 31, 2025	% of Total revenue	March 31, 2024	% of Total revenue	March 31, 2023	% of Total revenue
Other expenses	35.57	1.60	30.25	2.04	29.27	1.51
Total Expenses	1881.50	84.48	1314.29	88.74	1895.45	97.83
Restated profit before tax before exceptional and Extraordinary	345.73	15.52	166.83	11.26	42.07	2.17
Items
Exceptional Item	0.00	0.00	0.00	0.00	0.00	0.00
Profit /(Loss) before tax (V-VI)	345.73	15.52	166.83	11.26	42.07	2.17
Tax expense:
(a) Current tax expense	88.39	3.97	43.40	2.93	11.15	0.58
(b) Deferred tax charge/(credit)	-1.35	-0.06	-1.34	-0.09	-0.15	-0.01
Total Tax	87.04	3.91	42.06	2.84	11.00	0.57
Profit after tax for the year (VII- VIII)	258.69	11.61	124.78	8.42	31.07	1.60

OVERVIEW OF REVENUE AND EXPENDITURE

Revenue

Revenue from operations comprises income from Freight forwarding and Integrated Logistics solutions service.

Service-wise revenue from operations

Particulars	31st March, 2025	31st March, 2024	31st March, 2023
Revenue from operations
Freight Revenue	1,656.38	1,041.90	1,739.21
Integrated Logistics Services	547.99	435.16	195.04
Total Revenue from Operations	2,204.37	1,477.07	1,934.26

Other Income: Other Income Consist of Interest Income & Income from interest on income tax refund etc.

Expenses: Companys expenses consist of Freight, Handling & Servicing Cost, Depreciation Expenses, Employee Benefit

Expenses, Finance Cost & Other Expenses.

Freight, Handling & Servicing Cost: Freight, Handling & Servicing Cost consist of costs incurred in providing the services viz Freight, Transportation & Other Charges and Supply Chain, Warehousing & other clearing charges during the year. Employee Benefits Expense: Employee benefit expenses includes Salaries and Wages, Director Remuneration, Gratuity Expenses, Staff Welfare Expenses etc. Finance Cost: Finance Cost includes Interest & Bank Charges. Depreciation and Amortization Expense: We recognize Depreciation and Amortization expense on a Written Down Value Basis as per the rates set forth in the Companies Act, 2013/ Companies Act, 1956, as applicable. Other Expenses: Other expenses includes Advertisement Expenses, Legal & Professional Charges, Power & Fuel, Rent Expenses, Repair & Maintenance Expenses, Conveyance Expenses, Printing & Stationary, Insurance charges, Membership & Subscription Charges, Foreign Exchange Loss, Travelling Expense, Directors Sitting Fees and Miscellaneous Expenses etc.

RESULTS OF OUR OPERATION BASED ON RESTATED FINANCIAL INFORMATION

Particulars	Years
	31.03.2025	31.03.2024	31.03.2023
Revenue from operations	2,204.37	1,477.07	1,934.26
% of growth	49.24	-23.64	-
Other income	22.86	4.06	3.26
% of growth	463.44	24.54	-

 

	Years
Particulars	31.03.2025	31.03.2024	31.03.2023
Total income	2227.23	1481.13	1937.51
% of growth	50.37	-23.55	-
Expenses
Freight, Handling & Servicing Cost	1709.94	1197.58	1817.28
% Increase/(Decrease)	42.78	-34.10	-
Employee benefits	88.20	54.45	30.99
% Increase/(Decrease)	62.01	75.69	-
Finance costs	41.57	22.89	15.27
% Increase/(Decrease)	81.59	49.92	-
Depreciation & amortization	6.22	9.12	2.64
% Increase/(Decrease)	-31.78	245.95	-
Other expenses	35.57	30.25	29.27
% Increase/(Decrease)	17.56	3.36	-
Total Expenses	1881.50	1314.29	1895.45
% Increase/(Decrease)	43.16	-30.66	-
Profit/(Loss) Before Extra-Ordinary Items and Tax	345.73	166.83	42.07
% Increase/(Decrease)	107.23	296.61	-
Exceptional Items	0.00	0.00	0.00
Profit before Tax	345.73	166.83	42.07
Total tax expense	87.04	42.06	11.00
% Increase/(Decrease)	106.94	282.36	-
Profit and Loss after tax for the Year as Restated	258.69	124.78	31.07
% to total revenue	11.61	8.42	1.60
% Increase/(Decrease)	107.32	301.65	-

COMPARISON OF FY 2024-25 WITH FY 2023-24: REVENUE: Revenue from operations

We are an integrated logistics company in India, primarily operating in (i) Freight forwarding segment and (ii) Revenue from Integrated Logistics Services. The Total Revenue from operations for the FY 2024-25 was 2,204.37 Lakh as compared to 1,477.07 Lakh during the FY 2023-24. Revenue from operations increased by 49.24% in FY 2024-25. For better presentation, our company has bifurcated revenue from operations under following segments:

Particulars	For the Financial period ended March 31, 2025		For the Financial period ended March 31, 2024
	Amount in Lakhs	% of total revenue from operations	Amount in Lakhs	% of total revenue from operations
Freight Revenue	1,656.38	75.14%	1,041.90	70.54%
Integrated Logistics	547.99	24.86%	435.16	29.46%
Services
Total Revenue from	2,204.37	100.00%	1,477.07	100.00%
Operations

This growth was driven by expansion of services in state of Gujarat and growth in export of services.

Other Income:

Other income of the company was 22.86 lakhs and 4.06 lakhs for FY 2024-25 and FY 2023-24 respectively. Other Income consists of foreign exchange gain, Interest on income tax refund, interest on loans given & Interest from fixed deposits with bank.

EXPENDITURE:

Freight, Handling & Servicing Cost

Freight, Handling & Servicing Cost increased to 1709.94 Lakhs for FY 2024-25 from 1197.58 Lakhs for FY 2023-24, reflecting a significant rise of 42.78%. This reflects steady service costs, with a controlled increase in Freight, Transportation & Other Charges in proportion to service volumes.

Employee Benefit Expenses

Employee Benefit expenses increased to 88.20 Lakhs for FY 2024-25 from 54.45 Lakh for FY 2023-24 showing increase of 62.01 %. Employee Benefit Expenses mainly includes Salary and wages (incl. bonus), managerial remuneration and Gratuity Expenses.

Finance Cost

Finance costs increased to 41.57 Lakh for FY 2024-25 from 22.89 Lakh for FY 2023-24 showing increase of 81.59 %. Finance Cost mainly, includes Interest Expense and other borrowing cost. Bank charges remained steady, indicating the cost pressure was primarily interest-driven.

Depreciation and amortization expenses

The Depreciation and amortization expense for FY 2024-25 was 6.22 Lakh, whereas in FY 2023-24, it was 9.12 Lakh. showing Decrease of 31.78%.

Other Expenses

Other Expenses increased to 35.57 Lakh for FY 2024-25 from 30.25 Lakh for FY 2023-24, showing an increase of 17.56

%. Other expense mainly includes costs like- Power & Fuel, Rent, Rates & Taxes, Conveyance Charges, Repairs & Maintenance Charges, Advertisement Charges, Legal & Professional Fees, Printing & Stationary Expenses, Insurance Charges, Membership & Subscription Charges, Foreign Exchange Loss, Travelling Expense, Directors Sitting Fees and Miscellaneous Expenses.

Profit before Extra-Ordinary Items and Tax

The Profit before Extra-Ordinary Items and Tax for the FY 2024-25 was 15.52% of the Total revenue from operations, and it was 11.26 % of Total revenue for the FY 2023-24. The Profit before Extra-Ordinary Items and Tax has increased to

345.73 Lakh in FY 2024-25 from 166.83 Lakh in FY 2023-24.

Profit after Tax (PAT)

PAT Increased to 258.69 Lakh in FY 2024-25 from 124.77 Lakh in the FY 2023-24. PAT was 11.61 % and 8.42% respectively of Total Revenue of our company for the year ended on March 31, 2025 and March 31, 2024 respectively. This growth was a result of increased revenue and better control over expenses.

COMPARISON OF FY 2023-24 WITH FY 2022-23 REVENUE: Revenue from operations

The Total Revenue from operations for the FY 2023-24 was 1477.07 Lakh as compared to 1934.26 Lakh during the FY

2022-23. Revenue from operations was decreased by 23.64% in FY 2022-23. For better presentation, our company has bifurcated revenue from operations under following segments:

Particulars	For the period ended March 31, 2024		For the period ended March 31, 2023
	Amount in Lakhs	% of total revenue from operations	Amount in Lakhs	% of total revenue from operations
Freight Revenue	1,041.90	70.54%	1,739.21	89.92%
Revenue from Integrated logistics solutions Services	435.16	29.46%	195.04	10.08%
Total Revenue from Operations	1,477.07	100.00%	1,934.26	100.00%

As evident from the above data, our substantial part of revenue is derived from Freight segment. Under Freight segment, we provide logistics services to our clients. Although our overall revenue has decreased over the years, we have seen a notable increase in revenue from Integrated Logistics Solutions Services.

Other Income:

Other income of the company was 4.06 lakhs and 3.26 lakhs for FY 2023-24 and FY 2022-23 respectively. Other Income consists of Interest on income tax refund, interest on loans given & Interest from fixed deposits with bank.

EXPENDITURE:

Freight, Handling & Servicing Cost

Freight, Handling & Servicing Cost decreased to 1197.58 Lakhs for FY 2023-24 from 1,817.28 Lakh for FY 2022-23, showing a decrease of 34.10 %. We have made significant efforts to strengthen supplier relationships and negotiate more favorable terms, which have further helped in lowering our freight expenses. These efforts, along with the natural market correction, have played a key role in optimizing our cost structure and improving overall efficiency.

Employee Benefit Expenses

Employee Benefit expenses increased to 54.45 Lakhs for FY 2023-24 from 30.99 Lakh for FY 2022-23 showing an increase of 75.69 %. Employee Benefit Expenses mainly includes Salary and wages (incl. bonus) and managerial remuneration.

Finance Cost

Finance costs increased to 22.89 Lakh for FY 2023-24 from 15.27 Lakh for FY 2022-23, showing an increase of 49.92 %. Finance Cost mainly, includes Interest Expense and other borrowing cost.

Depreciation

The Depreciation and amortization expense for FY 2023-24 was 9.12 Lakh as against 2.64 Lakhs for FY 2022-23 which has been increased by 245.95 %.

Other Expenses

Other Expenses increased to 30.25 Lakh for FY 2023-24 from 29.27 Lakh for FY 2022-23, showing an increase of 3.36%. Other expense mainly includes costs like- Power & Fuel, Rent, Rates & Taxes, Conveyance Charges, Repairs & Maintenance Charges, Advertisement Charges, Legal & Professional Fees, Printing & Stationary Expenses, Insurance Charges, Membership & Subscription Charges, Foreign Exchange Loss, Travelling Expense, Directors Sitting Fees and Miscellaneous Expenses.

Profit before Extra-Ordinary Items and Tax

The Profit before Extra-Ordinary Items and Tax for the FY 2023-24 was 11.26 % of the Total revenue from operations and it was 2.17 % of Total revenue for the FY 2022-23. The Profit before Extra-Ordinary Items and Tax has increased to

166.83 Lakh in FY 2023-24 from 42.07 Lakh in FY 2022-23.

Profit after Tax (PAT)

PAT increased to 124.77 Lakh in FY 2023-24 from 31.07 Lakh in the FY 2022-23. PAT was 8.42 % and 1.60% of Total Revenue of our company for the year ended on March 31, 2024 and March 31, 2023 respectively. The decline in overall revenue is primarily driven by a reduction in freight revenue. However, revenue from Integrated Logistics Solutions services, has been steadily increasing and now contributes significantly to our overall profitability. This growth in Integrated

Logistics solutions services, combined with a focus on improving profit margins and reducing operational costs, has enabled us to maintain and even increase our profits despite the decrease in total revenue.

DISCUSSION ON THE STATEMENT OF CASH FLOWS

The table below summarizes our cash flows from our restated for the year ended March 31, 2025, March 31, 2024 and 2023:

Particulars	For the Year ended
	March 31, 2025	March 31, 2024	March 31, 2023
Net cash generated from / (used in) Operating activities	233.92	24.52	14.47
Net cash generated from / (used in) Investing activities	(146.67)	(53.35)	(27.25)
Net cash generated from / (used in) from Financing activities	(20.83)	41.33	(17.04)
Net Increase / (decrease) in Cash & Cash Equivalents	66.42	12.50	(29.82)
Cash and cash equivalents at the beginning of the Period / year	27.75	15.25	45.07
Cash and cash equivalents at the end of the Period/ year	94.17	27.75	15.25

Operating Activities

In the period ended March 31, 2025, net cash generated from operating activities was 233.92 Lakhs. This comprised of the profit before tax of 345.73 Lakhs, which was primarily adjusted for depreciation and amortization expenses of 6.22 Lakhs, finance cost of 41.57 Lakhs, and interest income on fixed deposits & loans given 22.86 Lakhs. The resultant operating profit before working capital changes was 370.66 Lakhs, which was again adjusted for changes in working capital requirements.

In Financial Year 2023-24, net cash generated from operating activities was 24.52 Lakhs. This comprised of the profit before tax of 166.83 Lakhs, which was primarily adjusted for depreciation and amortization expenses of 9.12 Lakhs, finance cost of 22.89 Lakhs and interest income on fixed deposits & loans given 2.79 Lakhs. The resultant operating profit before working capital changes was 196.05 Lakhs, which was again adjusted for changes in working capital requirements.

In Financial Year 2022-23, net cash generated from operating activities was 14.47 Lakhs. This comprised of the profit before tax of 42.07 Lakhs, which was primarily adjusted for depreciation and amortization expenses of 2.64 Lakhs, finance cost of 15.27 Lakhs and interest income on fixed deposits & loans given 0.78 Lakhs. The resultant operating profit before working capital changes was 59.19 Lakhs, which was primarily adjusted for changes in working capital requirements.

Investing Activities

In Financial Year 2024-25, net cash flow utilized in investing activities was (146.67) Lakhs, which predominantly was on account of Loan given to employees and others and Capital Advances of 100.61 Lakhs and 50.00 Lakhs respectively.

In Financial Year 2023-24, net cash flow utilized in investing activities was (53.35) Lakhs, which predominantly was on account of Loans given to employees and others of 51.88 Lakhs.

In Financial Year 2022-23, net cash flow utilized in investing activities was (27.25) Lakhs, which predominantly was on account of purchase of fixed assets worth 18.82 Lakhs.

Financing Activities

In Financial Year 2024-25, net cash flow utilized in financing activities was (20.83) Lakhs, which predominantly was on account of payment of finance costs 41.57 Lakhs.

In Financial Year 2023-24, net cash inflow from financing activities was 41.33 Lakhs, which predominantly was on account of availment of Long-term & Short-term borrowings of 64.22 Lakhs and payment of finance costs

22.89 Lakhs.

In Financial Year 2022-23, net cash flow utilized in financing activities was (17.04) Lakhs, which predominantly was on account of and payment of finance costs 15.27 Lakhs.

RELATED PARTY TRANSACTIONS

For further information, please refer "Note 25- Related Party Transaction" under section "Restated Financial Information" beginning from page no. 148 of this Draft Prospectus.

FINANCIAL MARKET RISKS

Market risk is the risk of loss related to adverse changes in market prices, including interest rate risk. We are exposed to interest rate risk, inflation and credit risk in the normal course of our business.

INTEREST RATE RISK

We are currently exposed interest to rate risks to the extent of outstanding loans. However, any rise in future borrowings may increase the risk.

EFFECT OF INFLATION

We are affected by inflation as it has an impact on operating cost, staff costs etc. In line with changing inflation rates, we rework our margins so as to absorb the inflationary impact.

INFORMATION REQUIRED AS PER ITEM (11) (II) (C) (iv) OF PART A OF SCHEDULE VI TO THE SEBI REGULATIONS, 2018

1. Unusual or infrequent events or transactions

Except as described in this Draft Prospectus, there have been no other events or transactions to the best of our knowledge which may be described as "unusual" or "infrequent".

2. Significant economic changes that materially affected or are likely to affect income from continuing operations. Our business has been subject, and we expect it to continue to be subject to significant economic changes arising from the trends identified above in ‘Factors Affecting our Results of Operations and the uncertainties described in the section entitled "Risk Factors" beginning on page no. 25 of the Draft Prospectus. To our knowledge, except as we have described in the Draft Prospectus, there are no known factors which we expect to bring about significant economic changes.

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 the Section titled "Risk Factors" beginning on page no. 25 in this Draft 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 the relationship between costs and revenues, in case of events such as a future increase in labour or material costs or prices that will cause a material change, are known.

Our Companys future costs and revenues will be determined by the demand/supply situation, government policies and other economic factor.

5. Extent to which material increases in net sales or revenue are due to increased sales volume, introduction of new products, or increased sales prices.

Other than as disclosed in this section and in "Business Overview" on page 101. We have not announced and do not expect to announce in the near future any new business segments.

6. Segment Reporting.

Our business activity primarily falls within a single business and geographical segment, other than as disclosed in "Restated Financial Statements" on page no. 148 we do not follow any other segment reporting.

7. Status of any publicly announced new products or business segments.

Except as disclosed in the chapter titled "Business Overview", beginning on page no.101 our Company has not announced any new product or service.

8. The extent to which business is seasonal.

Our company is engaged in the business of integrated logistics solutions. Business of our company is not seasonal in nature. Hence, our business is not subject to seasonality or cyclicality.

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

	Top Customers as a percentage (%) of Revenue From Operations
Particulars	FY 2024-2025	FY 2023-24	FY 2022-23
Top 1	18.61%	27.58%	25.34%
Top 3	47.41%	46.85%	40.43%
Top 5	64.06%	60.52%	53.28%
Top 10	85.72%	78.02%	74.18%

 

	Top Suppliers as a percentage (%) of Service
Particulars	FY 2024-2025	FY 2023-24	FY 2022-23
Top 1	21.52%	23.01%	39.02%
Top 3	56.39%	53.47%	60.09%
Top 5	69.05%	74.21%	76.41%
Top 10	87.27%	95.01%	92.75%

10. Competitive conditions:

We face competition from existing and potential competitors which is common for any business. We have, over a period, developed certain competitors who have been discussed in chapter titles "Business Overview" beginning on 101.

CAPITALIZATION STATEMENT

Particulars	Pre Issue	Post Issue
	March 31, 2025
Borrowings
Short- term	24.93	[?]
Long- term (including current maturities) (A)	178.10	[?]
Total Borrowings (B)	203.04	[?]
Shareholders funds
Share capital	175.50	[?]
Reserves and surplus	277.04	[?]
Total Shareholders funds (C)	452.54	[?]
Long- term borrowings/ equity* {(A)/(C)}	0.39	[?]
Total borrowings / equity* {(B)/(C)}	0.45	[?]

Note: The figures disclosed above are based on Restated Financial Information of our Company.

*equity= total shareholders funds

Notes:

1. Short-term debts represent the debts that are expected to be paid/payable within 12 months.

2. Long-term debts represent debts other than short-term debts as defined above

3. The figures disclosed above are based on the restated statement of assets and liabilities of the Company as on

March 31, 2025.