Systematic Industries Ltd Management Discussions

MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITIONS AND RESULTS OF OPERATIONS

You should read the following discussion in conjunction with our restated financial statements attached in the chapter titled Financial Information of the Company beginning on page 211 of this Red Herring Prospectus. You should also read the section titled Risk Factors on page 36 and the section titled Forward Looking Statements on page 26 of this Red Herring Prospectus, which discusses a number of factors and contingencies that could affect our financial condition and results of operations. The following discussion relates to us, and, unless otherwise stated or the context requires otherwise, is based on our Restated Financial Statements.

Our 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 auditor dated September 10, 2025, which is included in this Red

Herring Prospectus under Financial Statements. The Restated Financial Information has been prepared on a basis that differs in certain material respects from generally accepted accounting principles in other jurisdictions, including US GAAP and IFRS. Our financial year ends on March 31 of each year, and all references to a particular financial year are to the twelvemonth period ended March 31 of that year.

Business Overview:

Incorporated in year 2000, we are an ISO 9001:2015, ISO 14001:2015 and ISO 45001:2018 certified company operating in the steel wire industry and engaged in the business of manufacturing and supplying of various steel wires and cables, catering to the needs of power transmission, infrastructure, telecommunications, agro-based and allied industries. Our product portfolio includes Steel wires such as Carbon steel wire (MS Wire), High carbon wire (HC Wire), Mild Steel (MS) Wire, Galvanized Iron (GI) Wire, Cable Armour Wire, Aluminium conductor steel-reinforced cable (ACSR Core wire), Aluminium Clad Steel (ACS) Wire etc. along with Optical Ground Wires (OPGW) and Optical Fibre Cable (OFC), which has electrical and mechanical properties that are suitable for applications in power generation, data transmission and distribution, thus, ensuring efficiency and reliability across various aforementioned industries.

Our company started its operations with a factory situated at Village Sayli, Silvassa in Dadra & Nagar Haveli and Daman & Diu, whereby we manufactured and supplied Steel Wires. Gradually, our company expanded its verticals by venturing into manufacturing of various other Steel wire products such as Mild Steel (MS) Wire, Galvanized Iron (GI) Wire, Aluminium Clad Steel (ACS) Wire etc. Currently we operate from four of our factories which are situated at:

a) Survey No. 269, Village Sayli, Silvassa, Dadra & Nagar Haveli 396230, UT of Dadra & Nagar Haveli and Daman & Diu, India, measuring 2415 Sq. mtr. b) Survey No. 172/P, Near Kanadi Phatak, Village Naroli, Silvassa, Dadra & Nagar Haveli 396235, UT of Dadra & Nagar Haveli and Daman & Diu, India, measuring 4000 Sq. mtr. c) 174/1/2, Village Umerqui, Silvassa, Dadra & Nagar Haveli 396230, UT of Dadra & Nagar Haveli and Daman & Diu, India, measuring 2300 Sq. mtr. d) Plot No. 1717 to 1734, G.I.D.C., Village Sarigam, Tal. Umbergaon, Valsad 396155, Gujarat, India, measuring 11988 Sq. mtr.

Our factories have a combined installed capacity of 1,00,000 MTPA for producing various steel wires such as galvanized wire, wires for power industries, high and low carbon steel wires etc. and are equipped with various machines such as Wire Drawing Machine, GI Plant, Flattering Machine, Fiber coloring Machine, Buffering Machine, SZ standing Machine, Sheathing Machine, Wire Drawing Machine, ACS Rewinding Machine, Lath Machine, Drilling Machine, High carbon machine, Torsion machine etc.

We have our own Research & Development department that adheres to safety and quality standards as required by the customers. Our emphasis on R&D enables us to constantly develop quality products, offering technological & economical solutions to customers. Our factories are staffed with a workforce of approximately 413 employees as of July 31, 2025, of which 17 employees are there in Quality Department & 15 employees are there in Research & Development Department.

We sell our products in approx. 25 states & Union Territories in India and also export our products to more than 30 countries such as Sri Lanka, Japan, Bhutan, Canada, Brazil etc. The Geographical breakup of our revenue from operations during the last 3 financial years is tabulated below:

Amount in Rs. Lakhs

			For the year ending
Activity	FY 2025	% to total sales	FY 2024	% to total sales	FY 2023	% to total sales
Domestic Sales	41432.69	92.85	33497.81	90.54	29505.45	92.19
Export sales	3189.03	7.15	3498.27	9.46	2499.56	7.81
Total	44621.72	100.00	36996.08	100.00	32005.01	100.00

Our Company is managed by our Promoter Siddharth Rajendra Agarwal who has been on the Board of Directors of the Company since incorporation and has an overall experience of 24 years in steel wire and cable industry. He is playing vital role in formulating business strategies and effective implementation of the same. He is currently involved in managing the overall business operations of the Company including business planning & development, Production & Operations, Quality Control, Accounts & Finance, Secretarial, Legal operations & Compliance of our Company. He is supported by our Whole Time Director, Vikas Navin Hegde and Chief Financial Officer, Dwarika Prasad Agrawal who has approx. 14 years & 13 years of experience, respectively, in same industry. Vikas Navin Hegde is responsible for Production & Operations, Quality Control, Design & development and Dwarika Prasad Agrawal is responsible for financial aspects of the company along with statutory compliance. The experience, knowledge and insight of our promoters and senior management along with the support of our employees have helped in the growth and development of our Company.

AWARDS AND ACCREDITATION

a) Indian Achievers Award, in year 2021-22, for Promising Company. b) Top 10 Steel Wire & Wire Rope manufacturers in year 2022 by Industry outlook. c) Accorded with the status of One Star Export House in accordance with the provisions of the Foreign Trade Policy, 2015-2020- a recognition awarded by Ministry of Commerce & Industry, Government of India d) Accorded with ISO 9001:2015 for Quality Management System. e) Accorded with ISO 14001:2015 for Environmental Management System. f) Accorded with ISO 45001:2018 for Occupational Health & Safety Management System. g) Accorded with Bureau of Indian Standards licence for IS 280: 2006 vide license number CM/L- 7700005111 h) Accorded with Bureau of Indian Standards licence for IS 3975: 1999 vide license number CM/L- 7100039637 i) Accorded with Bureau of Indian Standards licence for IS 398: PART 2: 1996 vide license number CM/L- 7800023314 j) Accorded with Bureau of Indian Standards licence for IS 398: PART 5: 1992 vide license number CM/L- 3871474 k) Technical Specification Evaluation Certificate approved by BSNL vide certificate number TSEC/AMD/B/OFC-85170:201 1/124.Nov 2024 l) Approval by Power Grid Corporation of India Limited vide letter number CC/QA&I/2024/Letter/10331/596 for Aluminium Clad Steel Wires (ACS) m) Accorded with Sri Lanka Standards Institution for SLS 139: 2003 vide permit number 3831 n) Type tested products from ERDA, DRDO, CPRI o) Certified by ET NOW as the Best Organisations to Work in Year 2025. p) Development vendor for Fibre Armoured Optical Fibre Cable as per RDSO specification no. RDSO-SPN-TC-110-2020 Rev.-0.0 & STR No. TCQ-0157 vide letter no. RDSO/108/1901/00058059 dated July 29, 2025 q) Approval for supply of Optical Ground Wire (OPGW) for POWERGRID Projects vide certificate no. CC/GA&C/OPGW/Systematic/01 dated June 26, 2025.

MEMEBRSHIPS

a) Indian Electrical and Electronic Manufacturer Association (IEEMA) b) Steel Wire Manufacturers Association of India (SWMAI) c) Engineering Exports Promotion Council (EEPC) d) Weldmesh Manufacturers Association (WMA) e) Sarigam Industries Association (SIA) f) Silvassa Industries and Manufacturers Association (SIMA)

We have a strong track record of revenue growth and profitability. The following table sets forth certain key performance indicators for the years indicated:

	(Amount in Rs. Lakhs, except percentages and ratios)
		For the year ended
Key Financial Performance
	FY 2024-25	FY 2023-24	FY 2022-23
Revenue from Operations (1)	44651.15	37,030.70	32,047.72
EBITDA (2)	3397.12	2,409.98	1,295.58
EBITDA Margin (3)	7.61%	6.51%	4.04%
PAT (4)	1846.15	1,240.51	631.20
PAT Margin (5)	4.13%	3.35%	1.97%
RoE(%) (6)	25.78%	22.15%	13.58%
RoCE (%) (7)	16.44%	15.01%	9.90%
Net Worth (8)	8083.07	6,236.92	4,963.46

Notes:

(1) Revenue from operation means revenue from sale of services and other operating revenues (2) EBITDA is calculated as Profit before tax + Depreciation + Interest Expenses - Other Income

(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 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, where capital employed is defined as shareholders equity plus total borrowings {current & non-current} and EBIT is defined as profits before taxes and interest expenses less other income. (8) Net Worth = Equity Share Capital + Reserve and Surplus (including surplus in the Statement of Profit & Loss) - Preliminary Expenses to the extent not written-off.

STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES

For details in respect of Statement of Significant Accounting Policies, please refer to Restated Financial Statements beginning on page 211 of this Red Herring Prospectus.

Factors Affecting our Results of Operations

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

2) Any change in government policies resulting in increases in taxes payable by us;

3) Our manufacturing activity is subject to availability of raw material and the costs of the raw materials. Any shortage in availability or fluctuations in raw material prices, may have a material adverse effect on our business, financial condition, results of operations and cash flows

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

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

6) Our failure to keep pace with rapid changes in technology;

7) Our ability to grow our business;

8) Our ability to make interest and principal payments on our existing debt obligations and satisfy the other covenants contained in our existing debt agreements;

9) Our ability to comply with changes in safety, health, environmental and labour laws and other applicable regulations; 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 strategy, growth and expansion plans and technological initiatives; 13) failure to comply with regulations prescribed by authorities of the jurisdictions in which we operate; 14) Occurrence of Environmental Problems & Uninsured Losses; 15) Conflicts of interest with affiliated companies, the promoter group and other related parties; 16) Any adverse outcome in the legal proceedings in which we are involved; 17) Concentration of ownership among our Promoter; 18) The performance of the financial markets in India and globally; 19) 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 Financial Statements for the financial years ended on March 31 2025, March 31, 2024 and March 31, 2023.

(Amount in Rs. Lakhs)

			For the year ended % of Total			% of Total
Particulars	2024-25	% of Total Income	2023-24	Income	2022-23	Income
Income
Revenue From Operation	44,651.15	99.40	37,030.70	99.38	32,047.72	99.56
Other Income	269.46	0.60	229.68	0.62	142.33	0.44
Total Income	44,920.61	100.00	37,260.38	100.00	32,190.05	100.00
Expenditure
Cost of Material Consumed	27,998.14	62.33	26,823.33	71.99	25,827.98	80.24
Purchases of Stock in Trade	7,390.86	16.45	2,085.52	5.60		-
Changes in inventories of finished goods,
	-715.55	-1.59	-103.01	-0.28	-59.47	-0.18
work in progress and stock in trade
Employee Benefit Expenses	1,485.76	3.31	1,397.34	3.75	1,100.04	3.42
Finance Cost	801.44	1.78	731.19	1.96	440.00	1.37
Depreciation and Amortization Expenses	438.97	0.98	287.69	0.77	187.25	0.58
Other Expenses	5,039.39	11.22	4,376.61	11.75	3,847.35	11.95
Total Expenditure	42,439.01	94.48	35,598.67	95.54	31,343.15	97.37
Profit/(Loss) Before Exceptional & extraordinary items & Tax	2,481.60	5.52	1,661.70	4.46	846.90	2.63
Exceptional Item	-		-		-	-
Profit/(Loss) Before Tax	2,481.60	5.52	1,661.70	4.46	846.90	2.63
Tax Expense:						-
Tax Expense for Current Year	580.08	1.29	412.74	1.11	200.49	0.62
Deferred Tax	55.37	0.12	8.46	0.02	15.20	0.05
Net Current Tax Expenses	635.45	1.41	421.19	1.13	215.70	0.67
Profit/(Loss) for the Year	1,846.15	4.11	1,240.51	3.33	631.20	1.96

Revenue from operations:

Revenue from operations mainly consists of income from the business of manufacturing and supplying of various steel wires and cables such as Mild Steel (MS) Wire, Carbon steel wire, Galvanized Iron (GI) Wire, Cable Armour Wire, Galvasys Wire, ACSR Core wire, Aluminium Clad Steel (ACS) Wire etc. along with Optical Ground Wires (OPGW) and Optical Fibre Cable (OFC), catering to the needs of power transmission, infrastructure, telecommunications, agro-based and allied industries.

Other Income:

Our other income primarily comprises of Currency rate difference, Interest Income, commission income, rent income, bad-debts recovered etc.

Expenses:

Companys expenses consist of cost of material consumed, Purchase of stock-in-trade, changes in inventory, employee benefit expenses, finance cost, depreciation and amortization expenses and other expenses

Cost of Goods Sold:

Our cost of goods sold comprises of purchase raw Material, stock-in-trade and change in inventories of raw material, WIP and finished goods. .

Employee benefits expense:

Our employee benefits expense primarily comprises of Salaries, wages & bonus, Director Remuneration, Contribution to provident and other funds, Leave encashment expenses and staff welfare expenses.

Finance Costs:

Our finance cost includes Interest on loan paid to Bank and other borrowing costs.

Depreciation and Amortization Expenses:

Depreciation includes depreciation on Building, Plant & Equipments, furniture & fixtures, Vehicles, office equipments, computers etc.

Other Expenses:

Our other expenses include Power, Fuel & Water charges, Job-work charges, Factory rent, loading and unloading charges, freight inward expenses, legal & professional charges, repair and maintenance expenses, travelling expenses, Advertisement & promotional expenses, Freight outward etc.

Financial Year ending 2025 Compared to Financial Year ending 2024 (Based on Restated Financial Statements)

Total Income:

Total income for the financial year 2024-25 stood at Rs. 44,920.61 Lakhs whereas in Financial Year 2023-24 the same stood at Rs. 37,260.38 Lakhs representing an increase of 20.56%. The main reason for the increase in total income is due to increase in revenue from sale of various steel wires, which has increased from Rs. 37,030.70 Lakhs in FY 2023-24 to Rs. 44,651.15 lakhs in FY 2024-25, representing an increase of 20.58% and increase in other income, which has increased form Rs. 229.68 lakhs in FY 2023-24 to Rs. 269.46 lakhs in FY 2024-25 representing an increase of 17.32%.

Revenue from Operations

During the financial year 2024-25, the net revenue from operation of our Company increased to Rs. 44,651.15 Lakhs as against Rs. 37,030.70 Lakhs in the Financial Year 2023-24 representing an increase of 20.58%. The main reason for the increase in revenue is due to increase in sale of various steel wires.

Other Income:

During the financial year 2024-25, the other income of our Company increased to Rs. 269.46 Lakhs as against Rs. 229.68 lakhs in the Financial Year 2023-24 representing an increase of 17.32%. The increase in other income was majorly due to increase in interest income and commission income.

Total Expenses

The total expense for the financial year 2024-25 increased to Rs. 42,439.01 Lakhs from Rs. 35,598.67 lakhs in the Financial Year 2023-24 representing an increase of 19.22%. Such increase was due to increase in expenses of the company like increase in employee benefits expense from Rs. 1,397.34 lakhs in Fiscal 2023-24 to Rs. 1,485.76 lakhs in Fiscal 2024-25 representing an increase of 6.33%, increase in Cost of goods sold to Rs. 34,673.45 lakhs in F.Y 2024-25 from Rs. 28,805.84 lakhs in F.Y 2023-24 representing an increase of 20.37%, increase in finance cost to Rs. 801.44 Lakhs in FY 2024-25 from Rs. 731.19 lakhs in FY 2023-24 representing an increase of 9.61% and increase in other expenses from Rs. 4,376.61 lakhs in fiscal 2023-24 to Rs. 5039.39 lakhs in fiscal 2024-25 representing an increase of 15.14% as compared with previous year.

Cost of Goods Sold

Cost of goods sold increased to Rs. 34,376.45 lakhs in F.Y 2024-25 from Rs. 28,805.84 lakhs in F.Y 2023-24 representing an increase of 20.37%. Such increase is due to increase in purchase of stock-in-trade and increase in inventory of finished goods.

Employee benefits expense:

Our Company has incurred Rs. 1,485.76 Lakhs as Employee benefits expense during the financial year 2024-25 as compared to Rs. 1,397.34 Lakhs in the financial year 2023-24. The increase of 6.33% was mainly due to increase in salary, wages & Bonus and Contribution to PF & leave encashment and increase in staff welfare expenses.

Finance costs:

These costs were for the financial Year 2024-25 increased to Rs. 801.44 Lakhs as against Rs. 731.19 Lakhs during the financial year 2023-24. The increase of 9.61% was due to increase in the interest expense of the company.

Depreciation and Amortization Expenses:

Depreciation for the financial year 2024-25 stood at Rs. 438.97 Lakhs as against Rs. 287.69 Lakhs during the financial year 2023-24. The increase in depreciation was around 52.59% in comparison to the previous year.

Other Expenses:

Our Company has incurred Rs. 5,039.39 Lakhs during the Financial Year 2024-25 on other expenses as against Rs. 4,376.61 Lakhs during the financial year 2023-24. There was an increase of 15.14% mainly due to increase in expenses like Job-work charges, Factory rent, Freight inward, legal & professional expenses, office rent expenses, travelling expenses, Power, fuel & water charges, Freight outward expenses etc.

Restated profit before tax:

Net profit before tax for the financial year 2024-25 increased to Rs. 2,481.60 Lakhs as compared to Rs. 1,661.70 Lakhs in the financial year 2023-24, which was majorly due to factors as mentioned above.

Restated profit for the year:

The Company reported Restated profit after tax for the financial year 2024-25 of Rs. 1,846.15 Lakhs in comparison to Rs. 1,240.51 lakhs in the financial year 2023-24. The increase of 48.82% is due to increase in revenue from operations of the company and other factors as stated above.

Financial Year ending 2024 Compared to Financial Year ending 2023 (Based on Restated Financial Statements)

Total Income:

Total income for the financial year 2023-24 stood at Rs. 37,260.38 Lakhs whereas in Financial Year 2022-23 the same stood at Rs. 32,190.05 Lakhs representing an increase of 15.75%. The main reason for the increase in total income is due to increase in revenue from sale of various steel wires, which has increased from Rs. 32,047.72 Lakhs in FY 2022-23 to Rs. 37,030.70 lakhs in FY 2023-24, representing an increase of 15.55% and increase in other income, which has increased form Rs. 142.33 lakhs in FY 2022-23 to Rs. 229.68 lakhs in FY 2023-24 representing an increase of 61.37%.

Revenue from Operations

During the financial year 2023-24, the net revenue from operation of our Company increased to Rs. 37,030.70 Lakhs as against Rs. 32,047.72 Lakhs in the Financial Year 2022-23 representing an increase of 15.55%. The main reason for the increase in revenue is due to increase in sale of various steel wires.

Other Income:

During the financial year 2023-24, the other income of our Company increased to Rs. 229.68 Lakhs as against Rs. 142.33 lakhs in the Financial Year 2022-23 representing an increase of 61.37%. The increase in other income was majorly due to increase in interest income and rent income.

Total Expenses

The total expense for the financial year 2023-24 increased to Rs. 35,598.67 Lakhs from Rs. 31,343.15 lakhs in the Financial Year 2022-23 representing an increase of 13.58%. Such increase was due to increase in expenses of the company like increase in employee benefits expense from Rs. 1,100.04 lakhs in Fiscal 2022-23 to Rs. 1,397.34 lakhs in Fiscal 2023-24 representing an increase of 27.03%, increase in Cost of goods sold to Rs. 28,805.84 lakhs in F.Y 2023-24 from Rs. 25,768.51 lakhs in F.Y 2022-23 representing an increase of 11.79%, increase in finance cost to Rs. 731.19 Lakhs in FY 2023-24 from Rs. 440.00 lakhs in FY 2022-23 representing an increase of 66.18% and increase in other expenses from Rs. 3,847.35 lakhs in fiscal 2022-23 to Rs. 4,376.61 lakhs in fiscal 2023-24 representing an increase of 13.76% as compared with previous year.

Cost of Goods Sold

Cost of goods sold increased to Rs. 28,805.84 lakhs in F.Y 2023-24 from Rs. 25,768.51 lakhs in F.Y 2022-23 representing an increase of 11.79%. Such increase is due to increase in purchase of raw-material, increase in purchase of stock-in-trade and increase in inventory of raw materials & finished goods.

Employee benefits expense:

Our Company has incurred Rs. 1,397.34 Lakhs as Employee benefits expense during the financial year 2023-24 as compared to Rs. 1,100.04 Lakhs in the financial year 2022-23. The increase of 27.03% was mainly due to increase in salary, wages & Bonus and Contribution to PF & Gratuity and increase in staff welfare expenses.

Finance costs:

These costs were for the financial Year 2023-24 increased to Rs. 731.19 Lakhs as against Rs. 440.00 Lakhs during the financial year 2022-23. The increase of 66.18% was due to increase in the interest expense of the company.

Depreciation and Amortization Expenses:

Depreciation for the financial year 2023-24 stood at Rs. 287.69 Lakhs as against Rs. 187.25 Lakhs during the financial year 2022-23. The increase in depreciation was around 53.64% in comparison to the previous year.

Other Expenses:

Our Company has incurred Rs. 4,376.61 Lakhs during the Financial Year 2023-24 on other expenses as against Rs. 3,847.35 Lakhs during the financial year 2022-23. There was an increase of 13.76% mainly due to increase in expenses like Job-work charges, Factory rent, Freight inward, legal & professional expenses, office rent expenses, travelling expenses, Commission & Brokerage expenses, Freight outward expenses etc.

Restated profit before tax:

Net profit before tax for the financial year 2023-24 increased to Rs. 1,661.70 Lakhs as compared to Rs. 846.90 Lakhs in the financial year 2022-23, which was majorly due to factors as mentioned above.

Restated profit for the year:

The Company reported Restated profit after tax for the financial year 2023-24 of Rs. 1,240.51 Lakhs in comparison to Rs. 631.20 lakhs in the financial year 2022-23. The increase of 96.53% is due to increase in revenue from operations of the company and other factors as stated above.

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 36 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 36, 139 and 265 respectively, to our knowledge, no future relationship between expenditure and income is expected to have a material adverse impact on our operations and finances.

5. Segment Reporting

Our business activity primarily falls within a single business segment at multiple geographical segments, as disclosed in

Financial Information of the Company on page 211 of this Red Herring Prospectus.

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

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

7. Seasonality of business

Our business is not subject to seasonality. For further information, see Industry Overview and Our Business on pages 118 and 139 respectively.

8. Dependence on single or few customers

Given the nature of our business operations, we do not believe our business is dependent on any single or a few customers.

9. Competitive conditions

Competitive conditions are as described under the Chapters Industry Overview and Our Business beginning on pages 118 and 139 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) We have passed a Board resolution in the meeting of Board of Directors dated April 15, 2025 authorizing the Board of Directors to raise funds by making an Initial Public Offering.

2) We have passed a Special resolution in the meeting of shareholders dated April 18, 2025 authorizing the Board of Directors to raise funds by making an Initial Public Offering.

3) Our Company has approved the Draft Red Herring Prospectus vide resolution in the Board Meeting dated May 09, 2025.

4) Our company has approved the audited financial statements for the financial year ended March 31, 2025 in the Board meeting dated September 08, 2025

5) Our Company has approved the Restated Financial Statements for the financial year ended March 31, 2025, March 31, 2024, March 31, 2023 in the Board meeting dated September 10, 2025

6) Our Company has approved the Red Herring Prospectus vide resolution in the Board Meeting dated September 17, 2025

CAPITALISATION STATEMENT

The following table sets forth our Capitalisation as at March 31, 2025, on the basis of our Restated Financial Statements:

(Amount in Rs. Lakhs)

	Pre-Offer
Particulars		Post Offer *
	March 31, 2025
Debt
Short Term Debt	6525.67	-
Long Term Debt	3386.80	-
Total Debt	9912.47	-
Shareholders Fund (Equity)
Share Capital	1,680.32	-
Reserves & Surplus	6,402.74	-
Less: Miscellaneous Expenses not w/off	-	-
Total Shareholders Fund (Equity)	8,083.07	-
Long Term Debt/Equity	0.42	-
Total Debt/Equity	1.23	-

*The corresponding post Offer figures are not determinable at this stage pending the completion of public Offer and hence have not been furnished.

Notes:

1. Short term Debts represent which are expected to be paid/payable within 12 months and excludes instalment of term loans repayable within 12 months.

2. Long term Debts represent debts other than Short Term Debts as defined above but includes instalment of term loans repayable within 12 months grouped under other short term borrowings.

3. The figures disclosed above are based on restated statement of Assets and Liabilities of the Company as at March 31, 2025.