Takyon Networks Ltd Management Discussions

OF FINANCIAL CONDITIONS AND RESULTS OF OPERATION

The following discussion is intended to convey managements perspective on our financial condition and results of operations for the Fiscals ended March 31, 2025, 2024 and 2023. You should read the following discussion and analysis of our financial condition and results of operations in conjunction with our Restated Financial Information and the sections entitled “Summary of Financial Information” and “Restated Financial Information” on pages 40 and 124 respectively. This discussion contains forward-looking statements and reflects our current views with respect to future events and our financial performance and involves numerous risks and uncertainties, including, but not limited to, those described in the section entitled “Risk Factors” on page 23. Actual results could differ materially from those contained in any forward-looking statements and for further details regarding forward-looking statements, kindly refer to the section entitled “Forward-Looking Statements” on page 17. Unless otherwise stated or unless the context otherwise requires, the financial information of our Company used in this section has been derived from the Restated Financial Information. Our Fiscal year ends on March 31 of each year. Accordingly, unless otherwise stated, all references to a particular Fiscal year are to the 12-month period ended March 31 of that year.

OVERVIEW

We are in the business of providing comprehensive networking and IT infrastructure solutions, serving a diverse range of clients, including government agencies and corporate enterprises. Our services include IT networking solutions, data center solutions, IT security and surveillance, cloud and managed services. We also offer maintenance and support services to our clients through formal contracts, providing expert technical support.

Our range of customized offerings and our ability to specifically tailor solutions to the specific needs of customers have enabled us to garner prominent customers across different industries. Our clients include major players in sectors like Telecom, IT & ITes, Energy, Public administration enterprise, Education, Railways, and Defense. We undertake various activities related to IT infrastructure including infrastructure design and consulting services, turnkey systems integration of large network and data center infrastructures including supply of associated equipment and software; on-site and remote facilities management of multilocation infrastructure of domestic clients. Our key differentiators include an end-to-end services and solutions driven model with a strong focus on quality in every aspect of service and product delivery.

Our Company is authorized System/Network Integrator (SI) in National level - Category in UP Circle for establishment of customers Private Network Equipment on Turnkey basis and maintenance of customers and equipment, LAN/WAN etc. for DATA services for Internet Service Provider (ISP) i.e. Bharat Sanchar Nigam Limited. We are also empaneled with UPDESCO, UPLC, ITI, and UPRNN for providing IT solutions & services. We are authorized partner to multiple OEMs including Ruckus (Ruckus Ready Partner Program), Juniper, Sophos, Hitachi, Nokia, HP and Dell Technologies.

Our business operations are, currently, concentrated in India, and our revenues are predominately generated from India. We operate out of our headquarters and corporate office situated in Lucknow - Uttar Pradesh. Our infrastructure includes adequate office space, high grade desktops for development, support and testing, firewall, IPS and IDS Systems for safeguarding data and systems, redundant internet leased lines, uninterrupted power supply. Additionally, we also have a branch located in New Delhi.

We believe that maintaining a high standard of quality in our product and process quality is critical to our growth and success. To this effect, we have implemented quality systems to ensure the quality of our products and solutions offerings. We have received ISO 27001:2012 (Information Security Management System), ISO 20000-1:2018 (Information Technology Services Management), ISO 9001:2015 (Quality Management System) certifications. We have also been awarded CMMI Maturity Level 3 Certificate. We have been awarded as Partner of the year - Government, 2022 from Palo Alto Networks, Cybersecurity partner of choice.

We are led by experienced and technically qualified Promoters. Mr. Manish Kumar Sharma, our Chairman & Managing Director, has over 23 years of experience, while Mr. Neeraj Kumar, our Chief Executive Officer & Whole Time Director, has more than 26 years of experience in the IT infrastructure industry. Each of them brings a unique set of operational strengths to the Company. For more details, see Our Management - Brief Profile of our Directors on page 108. In addition to our Promoters, who also serve as our executive directors, our strong and robust Board of Directors comprises individuals who contribute their respective experience and expertise to our operations.

Key Performance Indicators of our Company

(Rs In Lakhs except percentages and ratios)

Key Financial Performance	FY 2024-25	FY 2023-24	FY 2022-23
	Consolidated
Revenue from operations(1)	10,312.07	10,750.09	6,323.72
EBITDA(2)	1219.62	1,004.83	518.69
EBITDA Margin(3)	11.83%	9.35%	8.20%
PAT(4)	695.75	522.31	281.17
PAT Margin(5)	6.75%	4.86%	4.45%
RoE(%)(6)	21.92%	20.43%	13.10%
RoCE (%)(7)	24.43%	20.08%	11.08%

Notes:

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 EBITDA Margin is calculated as EBITDA divided by Revenue from Operations <4) pat is taken as Profit for the year of the Company

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

<⁶ Return on Equity is ratio of Profit for the year and Average Shareholder Equity.

<⁷ Return on Capital Employed is calculated as EBIT divided by capital employed, which is defined as shareholders equity plus long term borrowings and short-term borrowings + deferred tax liability<net).

Explanation for KPI metrics

KPI	Explanations
Revenue from Operations	Revenue from Operations is used by our management to track the revenue profile of the business and in turn helps to assess the overall financial performance of our Company and volume of our 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 our 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 our business
RoE (%)	RoE provides how efficiently our Company generates profits from shareholders funds
RoCE (%)	RoCE provides how efficiently our 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 “Annexure IV of Restated Consolidated Financial Statements” beginning on page 124 of this Red Herring Prospectus.

Significant Factors Affecting Our Results of Operations

Our business is subjected to various risks and uncertainties, including those discussed in the section titled “Risk Factors” beginning on page 23 of this Red Herring Prospectus. Our results of operations and financial conditions are affected by numerous factors including the following: ^{1 11}

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

2. Our ability to successfully implement our strategy, our growth and expansion, technological changes;

3. Failure to anticipate and develop new services and enhance existing services in order to keep pace with rapid changes in technologies and the industries we focus on;

4. Pricing pressure due to intense competition in the market for IT Services;

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

6. Dependency on a limited number of clients for a significant portion of our revenues;

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

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

9. Our ability to protect our intellectual property rights and not infringing intellectual property rights of other parties;

10. Our ability to grow our business;

11. General economic, political and other risks that are out of our control;

12. Changes in political and social conditions in India or in countries that we may enter, 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;

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. Regulatory, legislative or self-regulatory developments regarding data protection;

17. Conflicts of interest with affiliated companies, the promoter group and other related parties;

18. Any adverse outcome in the legal proceedings in which we are involved

19. Concentration of ownership among our Promoters; and

20. The performance of the financial markets in India and globally.

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.

(Rs. in Lakhs)

Particulars	For the year ended 31st Mar25	% of Total Income	For the year ended 31st Mar24	% of Total Income	For the year ended 31st Mar23	% of Total Income
Revenue from operations	10,317.07	99.66%	10,750.09	99.31%	6,323.72	98.86%
Other Income	35.63	0.34%	74.45	0.69%	72.89	1.14%
Total Income	10,347.70	100.00%	10,824.54	100.00%	6,396.60	100.00%
Expenses
Cost of Services Provided	2,646.13	25.60%	2,763.57	25.53%	350.57	5.48%
Purchase Of Stock in Trade	3,557.66	34.31%	3,978.93	36.76%	4,741.15	74.12%
Changes in inventories of finished goods, Stock-In- Trade & Work in progress	353.30	3.42%	577.44	5.33%	-1,487.21	-23.25%
Employee benefits Expenses	1,747.34	16.90%	1,646.74	15.21%	1,525.08	23.84%
Finance costs	243.58	2.30%	322.37	2.98%	177.11	2.77%
Depreciation and amortization expense	68.47	0.66%	70.47	0.65%	59.11	0.92%
Other Expense	764.75	7.40%	748.47	6.91%	633.73	9.91%
Total Expenses	9,381.22	90.59%	10,108.00	93.38%	5,999.55	93.79%
Profit before exceptional, extraordinary items and tax	966.48	9.41%	716.54	6.62%	397.06	6.21%
Less: Exceptional Items	-	-	-	-	-	-
Profit before extraordinary items and tax	966.48	9.41%	716.54	6.62%	397.06	6.21%
Extra ordinary items	-		-	-	-	-
Profit/(Loss) before tax	966.48	9.41%	716.54	6.62%	397.06	6.21%
Tax expenses:
(a) Current tax expense	278.02	2.69%	202.70	1.87%	121.88	1.91%
(b) Deferred tax	(7.29)	-0.07%	8.47	0.08%	5.99	0.09%
Profit/(Loss) for the period After Tax- PAT	695.75	6.79%	522.31	4.83%	281.17	4.40%

Revenue from operations:

Revenue from operations mainly consists of sale of IT Infrastructure and System Integration services and its related Goods. Other Income:

Our other income primarily comprises of Interest on FDR, Creditors written back, MSME Interest Income, Claim from Insurance Company and Misc. Income.

Expenses:

Companys expenses consist of Purchase of Stock in Trade, Change in inventories of Stock-in-trade, Employee benefits expense, Finance costs, Depreciation and amortization and other expenses.

Cost of Service Provided:

Our cost of service provided comprises of Annual Maintenance Charges, Commissioning & installation, Recurring charges Service charge, Manpower Support and Repairing & Rental charges.

Purchase of Stock in Trade:

Companys Purchase of Stock in Trade consist of Purchase of Stock in Trade.

Changes in inventories of Finished Goods and Work in Progress:

Our changes in the inventory comprises of Changes in inventories of finished goods and work in progress.

Employee benefits expense:

Our employee benefits expense comprises of Salaries and Wages, Staff Welfare Expenses, Directors Remuneration, Contribution to PF & Other Funds, Leave Encashment and Gratuity Expense.

Finance Costs:

Our finance cost includes Interest expenses and other borrowing costs.

Depreciation and Amortization Expenses:

Depreciation includes depreciation on Property, Plant & Equipment s, furniture, computers etc.

Other Expenses:

Our other expenses include Power & Fuel, Electricity Expenses, Labour Charges, Freight Inward, Site Expenses, Office Expenses, Rent, Legal Expenses, Professional Fees & Consultancy Charges, Audit Fees, Insurance, Bank Charges, Telephone & Mobile Expenses, Postage & Courier, Business Promotional Expenses, Commission Expenses, Tour & Travels, Printing and Stationery, Security Guard Expenses, Repair & Maintenance, Covid Expenses, Loss Due to Fire, Staff Welfare, Conveyance Expenses, Meeting & Conferencing Expenses, Deducted by Party, Tender Fees, Fees & Taxes, Bad Debts and Discount.

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

Total Income:

Total income for the financial year 2024-25 stood at Rs. 10347.70 Lakhs as compared to Rs. 10824.54 Lakhs in financial year 2023-24 representing a decrease of 4.41%. Such Increase was due to increase in business operations of the Company.

Revenue from Operations:

During FY 2024-25, revenue from operations decreased to Rs. 10,312.07 Lakhs as against Rs. 10,750.09 Lakhs in FY 2023 -24, representing a decrease of 4.07%. The decline was mainly attributable to reduced sales of IT infrastructure solutions and allied services.

Other Income:

During the financial year 2024-25, the other income of our company decreases to Rs. 35.63 Lakhs as against Rs. 74.45 Lakhs in financial year 2023-24, representing a decrease of 52.14%. The decrease in other income was due to decrease in MSME Interest Income from Rs. 7.94 Lakhs in the FY. 2023-24 as compared to Rs. 0.00 lakhs in FY 2024-25 representing a decrease of 100%, decrease in Creditors Written back from Rs. 25.62 Lakhs in the FY. 2023-24 as compared to Rs. 0.00 lakhs in FY 2024-25 representing a decrease of 100% and decrease in Claim from Insurance company from Rs. 5.58 Lakhs in the FY. 2023-24 as compared to Rs. 0.00 lakhs in FY 2024-25 representing a decrease of 100%.

Total Expenses:

Total expenses for FY 2024-25 stood at Rs. 9,381.22 Lakhs, as against Rs. 10,108.00 Lakhs in FY 2023-24, reflecting a decrease of 7.19%. The decrease was primarily due to reduction in purchase of stock in trade, finance costs, and changes in inventories.

Cost of Service Provided:

The Cost of Service Provided for the financial year 2024-25 stood at Rs. 2646.13 Lakhs against Rs. 2763.57 Lakhs in the Financial Year 2023-24 representing a decrease of 4.25%. Such decrease was due to decrease in Manpower Support from Rs. 1874.38 lakhs in FY. 2023-24 as compared to Rs. 1652.55 Lakhs in FY. 2024-25 which amount to decrease of 11.84%.

Purchase of Stock in Trade:

The Purchase of stock in trade for the financial year 2024-25 stood at Rs. 3557.66 Lakhs against Rs. 3978.93 Lakhs in the Financial Year 2023-24 representing a decrease of 10.59%.

Change in inventories of finished goods, work in progress and stock in trade:

The Change in inventories of finished goods, work in progress and stock in trade for financial year 2024-25 has been decreased as compared to the financial year 2023-24 by 38.82%, which was due to decrease in opening stock of finished goods & WIP from 1739.89 Lakhs in FY. 2023-24 as compared to 1180.43 Lakhs in FY. 2024-25 representing a decrease of 32.15%.

Employee benefits expense:

Our company has incurred Rs. 1747.34 Lakhs as employee benefit expenses during the financials year 2024-25 as compared to Rs. 1646.74 Lakhs in the financial year 2023-24 representing increase of 6.11%. Such increase was due to increase in (i) Salaries & Wages from 1288.93 lakhs in FY. 2023-24 as compared to Rs. 1331.27 Lakhs in FY. 2024-25 which amount to increase of 3.28%; and (ii) Directors remuneration from 207.02 lakhs in FY. 2023-24 as compared to Rs. 276.06 Lakhs in FY. 2024-25 which amount to increase of 33.36%.

Finance costs:

These costs were for the financial Year 2024-25 increased to Rs. 243.58 Lakhs as against Rs. 322.37 Lakhs during the financial year 2023-24, representing a decrease of 24.44%. Such decrease was due to decrease in Interest expenses from 292.27 lakhs in FY. 2023-24 as compared to Rs. 220.30 Lakhs in FY. 2024-25 which amount to decrease of 24.61 and decrease in Other borrowings Cost from Rs. 30.10 lakhs in FY. 2024-25 which amount to decrease of 17.08 which amount to decrease of 43.27%.

Depreciation and Amortization Expenses:

Depreciation for the financial year 2024-25 stood at Rs. 68.47 Lakhs as against to Rs.70.47 Lakhs in financial year 2023- 24 representing a decrease of 2.84%. Such decrease is due to no substantial addition in fixed assets.

Other expense:

Our Company has incurred Rs764.75 lakhs as Other Expenses during the financial year 2024-25 as compared to Rs748.47 lakhs in the financial year 2023-24, representing an increase of 2.21%. The increase was mainly on account of (i) Professional & Consultancy Charges, which increased from Rs57.37 lakhs in FY 2023-24 to Rs101.51 lakhs in FY 2024-25, representing a rise of 76.93%; (ii) Licence Fees, which increased from Rs48.00 lakhs to Rs75.91 lakhs, an increase of 58.15%; (iii) Deducted by Party, which increased from Rs14.03 lakhs to Rs100.11 lakhs, showing a rise of 613.26%; (iv) Fees & Taxes, which increased from Rs13.06 lakhs to Rs37.51 lakhs, an increase of 187.14%; (v) Repair & Maintenance, which increased from Rs1.01 lakhs to Rs4.60 lakhs, representing a rise of 355.45%; (vi) Legal Expenses, which increased from Rs1.45 lakhs to Rs4.75 lakhs, an increase of 227.59%; (vii) Business Promotional Expenses, which increased from Rs8.48 lakhs to Rs11.77 lakhs, a rise of 38.77%; (viii) Tax Audit Fees, which increased from Rs0.25 lakhs to Rs1.00 lakh, showing a rise of 300.00%; (ix) Statutory Audit Fee, which increased from Rs0.90 lakhs to Rs2.85 lakhs, representing an increase of 216.67%; (x) Bank Charges, which increased from Rs7.06 lakhs to Rs8.35 lakhs, a rise of 18.27%; (xi) Electricity Expenses, which increased from Rs7.20 lakhs to Rs7.96 lakhs, a rise of 10.56%; (xii) Office Expenses, which increased from Rs31.05 lakhs to Rs34.97 lakhs, showing a rise of 12.62%; (xiii) Other Expenses, which increased from Rs0.06 lakhs to Rs1.65 lakhs, showing a significant rise of 2650%; (xiv) Conveyance Expenses, which increased from Rs50.68 lakhs to Rs51.00 lakhs, a marginal increase of 0.63%; (xv) Postage & Courier, which increased from Rs0.06 lakhs to Rs1.89 lakhs, an increase of 3050.00%; and (xvi) Late Fee, Penalty & Interest, which increased from nil to Rs7.99 lakhs during FY 2024-25.

Restated Profit/ (Loss) before tax:

Restated Profit before Tax for the financial year 2024-25 was Rs. 966.48 Lakhs as compared to Restated profit before tax of Rs. 716.54 Lakhs during the financial year 2023-24 which amounts to increase was majorly due to factors as mentioned above.

Restated Profit/ (Loss) after tax:

Restated Profit after Tax for the financial year 2024-25 was Rs. 695.75 Lakhs as compared to Restated profit after tax of Rs. 522.31 Lakhs during the financial year 2023-24.

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

Total Income:

Total income for the financial year 2023-24 stood at Rs. 10824.54 Lakhs as compared to Rs. 6396.60 Lakhs in financial year2022-23 representing an increase of 69.5%. Such Increase was due to increase in business operations of the Company.

Revenue from Operations:

During the financial year 2023-24, the revenue from operations of our company increased to Rs. 10750.09 Lakhs as against Rs. 6323.72 Lakhs in financial year 2022-23, representing an increase of 70.10%. The main reason of increase was due to increase in the sales of services and goods of the company.

Other Income:

During the financial year 2023-24, the other income of our company increases to Rs. 74.45 Lakhs as against Rs. 72.89 Lakhs in financial year 2022-23, representing an increase of 2.1%. The increase in other income was due to increase in Interest from FDR from Rs. 26.88 lakhs in the FY. 2022-23 as compared to Rs. 34.58 Lakhs in the FY. 2023-24 representing an increase of 28.64%, increase in MSME Interest Income from Rs. 0.00 Lakhs in the FY. 2022-23 as compared to Rs. 7.94 lakhs in FY 202324 representing an increase of 100% and increase in Claim from Insurance company from Rs. 0.00 Lakhs in the FY. 2022-23 as compared to Rs. 5.58 lakhs in FY 2023-24 representing an increase of 100%.

Total Expenses:

Total expenses for the financial year 2023-24 increased to Rs. 10,108 Lakhs as compared to Rs. 5999.55 Lakhs in financial year 2022- 23 representing an increase of 68.10%. Such Increase was due to increase in the volume of business operations of the company.

Cost of Service Provided:

The Cost of Service Provided for the financial year 2023-24 stood at Rs. 2763.57 Lakhs against Rs. 350.57 Lakhs in the Financial Year 2022-23 representing a increase of 688.30%. Such increase was due to increase in (i) Annual Maintenance Charges from 100.05 lakhs in FY. 2022-23 as compared to Rs. 322.83 Lakhs in FY. 2023-24 which amount to increase of 222.68%; (ii) Commissioning & installation from Rs. 84.12 lakhs in FY. 2022-23 as compared to Rs. 379.57 Lakhs in FY. 202324 which amount to increase of 351.23%; (iii) Recurring Charges Rs. 11.66 lakhs in FY. 2022-23 as compared to Rs. 29.90 Lakhs in FY. 2023-24 which amount to increase of 156.38%; and (iv) Manpower Support Rs. 0.00 lakhs in FY. 2022-23 as compared to Rs. 1874.38 Lakhs in FY. 2023-24 which amount to increase of 100%.

Purchase of Stock in Trade:

The Purchase of stock in trade for the financial year 2023-24 stood at Rs. 3978.93 Lakhs against Rs. 4741.15 Lakhs in the Financial Year 2022-23 representing a decrease of 16.08%.

Change in inventories of finished goods, work in progress and stock in trade:

The Change in inventories of finished goods, work in progress and stock in trade for financial year 2023 -24 has been increased as compared to the financial year 2022-23 by 138.83%, which was due to decrease in closing stock of finished goods & WIP from 1757.87 Lakhs in FY. 2022-23 as compared to 1180.43 Lakhs in FY. 2023-24 representing a decrease of 32.85% and increase in opening stock of finished goods from 252.68 lakhs in FY 2022-23 as compared to 1739.89 Lakhs in FY 2023-24 representing an increase of 588.58%.

Employee benefits expense:

Our company has incurred Rs. 1646.74 Lakhs as employee benefit expenses during the financials year 2023-24 as compared to Rs. 1525.08 Lakhs in the financial year 2022-23 representing increase of 7.98%. Such increase was due to increase in (i) Salaries & Wages from 1163.67 lakhs in FY. 2022-23 as compared to Rs. 1288.93 Lakhs in FY. 2023-24 which amount to increase of 10.76%; and (ii) Contribution to PF & other Funds from 97.91 lakhs in FY. 2022-23 as compared to Rs. 110.01 Lakhs in FY.

2023- 24 which amount to increase of 12.35%.

Finance costs:

These costs were for the financial Year 2023-24 increased to Rs. 322.37 Lakhs as against Rs. 177.11 Lakhs during the financial year 2022-23, representing an increase of 82.01%. Such increase was due to increase in Interest expenses from 135.41 lakhs in FY. 2022-23 as compared to Rs. 292.27 Lakhs in FY. 2023-24 which amount to increase of 115.84%.

Depreciation and Amortization Expenses:

Depreciation for the financial year 2023-24 stood at Rs.70.47 Lakhs as against to Rs.59.11 Lakhs in financial year 2022- 23 representing an increase of 19.23%. Such increase was due to addition in Fixed Assets during the FY 2023 -24.

Other expense:

Our company has incurred Rs. 748.47 Lakhs as other expenses during the financials year 2023-24 as compared to Rs. 633.73 Lakhs in the financial year 2022-23 representing an increase of 18.11%. Such increase was due to increase in (i) Freight Inward from Rs. 24.37 lakhs in FY. 2022-23 as compared to Rs. 39.96 Lakhs in FY. 2023-24 which amount to increase of 63.95%; (ii)

Commission expenses from Rs. 18.60 lakhs in FY. 2022-23 as compared to Rs. 33.26 Lakhs in FY. 2023-24 which amount to increase of 78.79%; (iii) Site Expenses from Rs. 81.66 lakhs in FY. 2022-23 as compared to Rs. 182.25 Lakhs in FY. 2023-24 which amount to increase of 123.18%; (iv) Tour & Travels from Rs. 91.16 lakhs in FY. 2022-23 as compared to Rs. 122.54 Lakhs in FY. 2023-24 which amount to increase of 34.43%; (v) Office expenses from Rs. 24.43 lakhs in FY. 2022-22 as compared to Rs. 31.05 Lakhs in FY. 2023-24 which amount to increase of 27.11%; and (vi) Rent from Rs. 45.94 lakhs in FY. 2022-22 as compared to Rs. 59.12 Lakhs in FY. 2023 -24 which amount to increase of 29.82%.

Restated Profit/ (Loss) before tax:

Restated Profit before Tax for the financial year 2023 -24 was Rs. 716.54 Lakhs as compared to Restated profit before tax of Rs. 397.06 Lakhs during the financial year 2022-23 which amounts to increase was majorly due to factors as mentioned above.

Restated Profit/ (Loss) after tax:

Restated Profit after Tax for the financial year 2023-24 was Rs. 522.31 Lakhs as compared to Restated profit after tax of Rs. 281.17 Lakhs during the financial year 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 23 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 23, 87 and 163 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. Total turnover of each major industry segment in which our Company operates

Our business activity primarily falls within a single business and geographical segment, i.e. is engaged in the business of IT Infrastructure solution and services, as disclosed in “Restated Financial Statements” on page 124, 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 87, 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 77 and 87, respectively.

8. Dependence on single or few customers

We are not dependent upon single or few customers.

9. Competitive conditions

Competitive conditions are as described under the Chapters “Industry Overview” and “Our Business” beginning on pages 77 and 87 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. Our Company has approved the restated financial statements for the Financial years ended on March 31, 2025, 2024 and 2023 in the Board meeting dated July 04, 2025.

2. Our Company has approved the Red Herring Prospectus vide resolution in the board meeting dated July 23, 2025.