Techknowgreen Solutions Ltd Management Discussions

A) Industry Structure and Developments

Global warming and climate change are among the toughest challenges of our lime_; their effects trickling down to various aspects of the economy, human life, health, industry, and so on including for reaching effects like droughts, flooding, and other natural disasters that we are now more susceptible to, the pangs ol climate change are experienced by all of us. especially by the communities that do not have access to protective resources. Motions around the glob* have, on multiple occasions, come together to formulate coll active out Ions to minimise the human impact on climate, beginning with the Kyoto Protocol (1937}, which set binding emission reduction targets for developed countries This was followed by the Paris Agreement (2015), where almost every nation committed to limiting global warming to well below 2?C, With efforts toward 1.5^cC, More recently, Conference of the Forties (CGP) summits hove continued to provide a stage for countries to pledge stronger climate action, align on net-reo targets, arid mobilize finance and technology ford sustainable future

This global dialogue Is visibly trickling down 10 national levels. The Indian governments spending on environmental infrastructure has increased significantly over the past years. There is a visible paradigm shift - a shift of focus from infiosrructure lor ease ol life to environmental well-being.

Thu year 2030 marks o critical milestone in Indias journey towards its net-zero targets. At CQF2fi in 202!, India announced Itsoornmitmant to achieve net-zero emissions by 2070, in alignment with the Paris Agreement, and has since submitted its long-term low-carbon development strategy to the United Nations Framework Convention on Climate change (UNFCCC). Under the Panchamrrt action plan, India has set ambitious 2030 goals. Including achieving 5 DO GW of nan-fossil fuel energy capacity, meeting 50% of its energy needs from renewables; reducing COE omissions by i billion tons, and lowering carbon intensity by 4bft compared to 2005 levels These commitments are complemented by Indias Nationally Determined Contributions (NDCs) of reducing omission intensity by 33-35% by 2030

Beyond targeLs, India is championing s u sta i r-a bllifestyle# thfbu gh the gioba I Life sty I e for Environment (UFE) mission, highlighting tfW importance ol behavioural change in achieving climate goals Reinforcing this pathway the union Budget 2024 -25 outlined key measures for energy transition, climate finance, water resource management, irrigation measures and resilience againsl Moods, initiatives such as roadmaps for hnrd-to-abote sectors {shipping, aviation, iron & steel, and chemicals), and a finance sector vision for emissions bosea targets, underline the governments intent to embed sustainability into the economic mainstream According to some credible

estimates, realising these aspirations requires an estimate^ S10.1 trillion in investment by 2070.

With the increase in these invest me (Its, the markets are likely to open to Micro. Small and Medium Enterprises (MSMFs) the backbone of the Indian economy and livelihood generation, this is further supported by the roct i.ho; industries are incr eas-ngly looking atminlmising the negative environmental and social Impacts, investors are considering FSG parameters while making investment decisions Ait hough there ?re multiple players practising conventional methods of environmental impact mitigation. It is Important to go beyond the explored technologies and innovate. There is a need to exp! o r e more o at - ot - the- b ox so! at i ons., i n te rm g Of technological and engineering-focused innovations, os well os policy research, which will be the focus ot Techknowgreen Solutions Limited.

With mare companies focusing on suttalnable development cropping up in the Industries, we welcome the increasing and much-needed participation in meeting Indias and the global sustainable development goals

B) Opportunities and Threats Opportunities;

The market potential of the Yufca Yantra rs amplified by the National Clean Air Programme (MCAP). The Ministry oi Environment, Forest and Climate Change (MoEFCC) has launched the Programme in 2019 to improve air quality in various cities by engaging all stakeholders. The programme envisages to achieve remarkable improvements in National Ambient Air Quality Standards.This is further driven by policy enforcement ai both municipal and industrial levels, where urban bodies and private developers are mandated or incenhvbed to install air pollution control devices, (source)

There is a growing availability of global and notional funding from private entitles for environment and climate change‘related projects, creating significant opportunities ior growth and innovation

Favourable government policies percolating to the private sector fetch a great market opportunity loi the company rhe demand for environmental services, sustainability consulting services and handnolding across the entire value chains of companies and product life cycles is increasing

Academic Institutions art Increasingly seeking partnerships tn collaborate on research, technology development, and implementation.

Awareness of climate change is steadily rising, prompting consumers to demand higher environmental performance and transparency from businesses.

investors are incorporating?SG considerations into their decision-making and portfolio strategies, driving rhe shift towdrds sustainable practices.

Supportive government policies, such as the launch of the product cap-ban intensity taxonomy are enabling cl imateacr ion projects ond facilitating she sustainable transition of industries.

Threats:

talent ai.trjtian in the Indian sustainability consulting sector remolns high, driven by Increasing competition far skilled professionals and the rapid expansion ot The green economy In response to the same.

TSL is focusing on regional expansion, which develops opportunities la locutions where the talent is based

Although investments and project shes have -ncraasod an a large scale, ihe qualification criteria far bagging those government projects is also expected to Increase, The company needs to upscale and diversity Ihe internal capabilities in order to cater to such requirements.

AS the company targets bigget ticket si7e projects - going beyond mid- and low segments, the competition landscape significantly changes, and so does the opportunity co$L

as environmental and sustainability related criteria are increasingly being adopted across sectors, the nature of work is broadening, and ts I n carp or all rig a wider range of required capabilities. Thus, t he dependency an partnerships may.also increase with the aspirations to serve broader sectors and upscais.

C) Segment-wiseor Product-wise Performance

During FY 2024-25 the Company demonstrated strong verdeal- wise growth across its business segments, achieving an overall revenue increase of 40.69% as

compared to the previous year, The Knowledge vertical continued to be the largest contributor, with significant expansion In both private and government projects. The percentage-wise growth in scries was 40.17% to LNR 17.83 crores in FV 24-25, as compared to INR 12.72 crores in FY 23-24,

The Technology vertical recorded soles grawinj from INR 6.09 crores in FY 23-24 To INR 6,39 crores in FY 24-25, showing a 4.92% growth. Meanwhile, me Research vertical saw an 69.2% increase with INP 4.63 crores in FY 23-24 to INR

Sates

* Sales lor FY 2023-24 stood at 723.4^ crore

* Sates for FY 2024 - 25 reached ?32.93 crore

0 76 crores in FY 24-25,

Overall, the number of projects nearly doubled from FY 23-24 to FY 24 - 25, highlighting the trust placed in our services by bath public and private sector clients;. This diversified growth across verticals reflects the Companys strategic distribution between consultancy, technology, and research services, positioning us strongly for future opportunities Jh the evolving environmental arid sustainability domain.

Work Orders brought forward from FY 2023-24 amounted to if31.36 crore, New Work orders received in FY 2024-25 totalled 32172 crore. The total Work Orders handled during FY 2024-25 stood of 753.08 crore Of this, 7.32.98 crore was converted into turnover. The balance of 720.10 crore Will be carried forward to FY 2025-26.

d) Outlook

Our outlook is anchored in a futuristic, forward-thinking approach, ensuring I hat our strategies and innovations remain aligned with emerging global and rational sustainability priorities We aim to drive deeper alignment with policies and ensure their execution with on-ground actions, enabling effective percolation of climate and environmental objectives across sectors By integrating cutting-edge technologies and advancing our R&D capabilities, we are on the track to develop solutions and products that anticipate and meet the evolving demands of the future

e) Risks and Concerns

Internal Risks

a. Any shortcomings on our end to evaluate market needs, manage our resources to upgrade existing solutions, and introduce new solutions thot meet the end users needs on a tfmely basis might impact our ability to compete effectively, or make out products obsolete, thereby affecting our revenue, reputation, financial conditions, operations and cash flows.

b. The expansion of Internal capabilities with respect to the diverse projects being undertaken by the company might not

be adequate. identifying, onboarding end retaining high quality talent In the context of the unstable industry may be a challenge.

c. Geographical expansion to areas where we have limited operational experience may not always be profitable and may adversely affect the business.

d. Technological, software-related and

oybersecuriry failures may lead to reduced revenue, higher costs and a compromised ability to compete,

e. Compromised quaiity ol products, lailure, defective parts or other Functionality issues may arise In case of our failure to resolve the issues in a timely and efficient manner, we may incur significant costs, become subject to service performance and iose customer tfusL

f. The dependencies coining as a part and parcel of related-party transactions and partnerships could be a risk

g. The lock of Insurance for specific risks associated with the business, and the failure to maintain adequate insurance cover in connection with the business may affect the operations and profitability.

h. As we continue to Innovate and develop cutting-edge solutions, protecting or defending our proprietary rights is critical. Any shortcomings on ihi&lronL may lead to the company losing competitive edge, loss of assets, reduced revenue, substantial costs ot litigation to protect our rights

I. Any defaults in obtaining, renewing or maintaining the necessary statutory and regulatory permits and approvals for business operations may cause Interruptions in hie operations.

J. Any delays or defaults in payments from the clients could result in the increase ol working capital investments and/ or reduction of the companys protiLs. affecting the financial condition and operations.

k. The companys ability to pay dividends in the future depends on me future earnings, Financial situation, cash flows, working capital requirements, capital expenditure

and restrictive covenants in the financing arrangements.

External Risks

a Changing laws, regulations and policies, locally, nationally and globally, legal uncertainties, including adverse application of corporate and tax tows, may prove to be unconduclve to the business.

b. Natural disasters, epidemics, pandemics acts of war. terrorist attacks and other events could materially and adversely affect the business.

c. Global geopolitics ond financial instabilities across the globe may increase the volatility In the markets where the company is present, including India thus affecting our ability to operate at utmost efficiency and generate profits.

d. Any downgrading of Indias debt rating by an International rating agency could negatively impact the business.

e. Unfortunate events like natural Or manmade disasters including hostilities, civil unrest ond other acts of violence may adversely affect the business operations, cash flows and overall financial health.

f. Increasing collaboralions with external organisations, partnerships and the resulting dependencies, and probable disparities in the financial value or stature of theconcerned parties may beq concern

g. We lace foreign exchange risks that coufd adversely affect our results of operations.

h The regulatory and statutory requirements ot being o company listed on the BSE platform may strain resources.

F) Interna! Control Systems and their Adequacy Statutory Compliances

TSLs control framework is structured around clearly defined objectives that align with operational, financial and compliance requirements- Each control objective es mopped to a corresponding mechanism that ensures its fulfillment - lor instance, process accuracy is safeguarded through automated validations. authorization controls mitigate the risk of unauthorized actions, and reconciliation routines maintain data integrity across systems. Similarly, review and approval workflows embed nccountnbiliry, while monitoring protocols

ensure timely detection and remediation of exceptions

HR_pnd Payroll

The Company is focused on hiring talented employees best suited fot the different domains by employing strategies like industry specific hiring, regional and gender diversity, relevant educational and work experience background, picrnned training and development of interns/Trainees to develop home grown talent

FinP_ndaLStQtenienicj_gsure Pro<sfi.ss

The Company has established a robust framework of internal financial controls to ensure accuracy, compliance, and consistency across all accounting functions. Clear accounting policies and standard charts of accounts are defined, updated, and monitored in consultation with auditors and department heads, while system- based restrictions safeguard the integrity Off GL codes, cost centers, and vendor data, Liabilities, provisions, and journal entries are creaied and approved through o structured review mechanism, ensuring timely and accurate reporting. Month-end and year- end closures follow predefined checklists ana approval hierarchies, with reconciliations, disclosures, and classifications reviewed by senior management and Internal auditors. Related party transactions, account reconciliations, and linancial briefings are conducted with adequate authorization dud transparency, enabling oversight by both the Accounts Head and the Board Of Directors,

order To Cosh (Revenue)

The Company has instituted a well-defined governance framework ro ensure accuracy, compliance, and transparency across its financial processes. Customer and sales transactions are managed through structured approval mechanisms, supported by system checks and documentation standards that Uphold data integrity and reliability. Rilling and invoicing processes are reinforced witn regular reviews, reconciliations, and oversight measures, while exceptions are handled through controlled approvals. Cosh applications, outstanding receivables, provisions, and revenue recognition are monitored in line with established policies, ensuring consistency with accounting standards and business milestones.

Procurement to Pay (Expense?)

The Company has established a robust procurement and vendor management framework toensureefficiency, transparency, and compliance across all sourcing and payment activities, Procurement planning is based on structured assumptions, budgetary controls, and periodic reviews, while vendor selection follows a disciplined process involving multiple quotations, capability assessments, and thorough KVC validations. System controls safeguard vendor master data against duplication or unauthorized changes, ensuring accuracy and integrity. Payments to vendors, including MS ME suppliers, are processed stricily Within defined timelines and in line with statutory requirements, with regular monitoring of overdue balances and reconciliation processes. Goods and services received undergo quality verification, white contracts are prepared ana approved with clearly defined terms, Financial controls, including IDS/GST booking, advance payment adjustments, and Issuance of credrt/ciebit notes, are governed through documented approvals and system validations.

Collectively, these measures reduce risks of error or fraud and uphold high governance std ndards.

G) Discussion on Financial Performance with respect to Operational Performance

The financial year 2024-25 was marked by remarkable growth and robust operational

achievements for fSL The Company witnessed Significant expansion in its scale of operations, both in terms ol quantum of work orders and overall revenue,

During the year, TS1 secured hesh revenue worth 353.08 crore as against 344,02 crore in FY 2023-24, reflecting strong business momentum and market confidence Additionally, work orders worth 331.36 crore were carried forward from FY 2023-24, providing a solid foundation for execution fn FV 2024-25.

Performance by Verticals

1. Knowledge Consulting

- This vertical comprises Regulatory (Government and Private sector) projects.

- In FV 2024-25, the vertical achieved work orders of 333,44 crore a growth over 327,82

crore in FY 2023-24.

- me number of work orders also grew substantially to M3 In FY 2024-25 as compared to GO in FY2023 -24, demonstrating increased client traction and trust,

2. Sustainability Consulting

- This vortical recorded n strong upsurge, ac hie vi n g ?3,51 c rar b i n F Y 2024-2 5 cam pa red to a modest S0.16 crore in rv 2023-24

- The growth underscores the Companys successful positioning in the sustainability and green consulting domain, in fine with global 85G priorities.

3. Technology Consulting

* The iechnoLogy vertical is divided Into two sub-verticals. Execution and Infotech.

- Work orders stood at ?5.7i crore In rv 202425, up from ?4.22crore in FY 2023-24.

- The number at work orders increased to 23 In FY 2024-25, from \B in the previous year, indicating growing demand for technology- driven solutions.

4. Research & Development (R&D)

* This vertical encompasses Policy and Engineering projectS.

* Work orders for FY 2024-25 stood at 310.43 crore, compared to 311,00 crore in Ft 202324.

- The slight decline Is attributable to the completion of certain large-scale projects in the previous year, though the vertical continues to remain a core contributor to TSLs intellectual capital and long-term Innovation,

At the end of the year we have work orders in hands of Us, 2$;l0cr. the Companys strong ope rational parlor man ce in FY 2024-25 translated into significant financial growth, supported by diversification across verticals, higher client engagement, and strategic focus oi sustainability and technology domains. With r.1 healthy pipeline of work orders and continued momentum, T5L is well positioned to sustain growth in the coming years.

Equity ond Capital:

During the year under review, there has been no change pn Ehe authorised share capital or paid-up share capital of the company. The authorised share capital of the Company stands at Rs. 10,00,00,000 (Rupees Ten erdres or ly) divided Into 1.00,00,000 (One

Crore) equity shcre&of Rs, 10/- (Rupees Ten only) each. The paid-up share capital of the Company remains at Rs. 7.38,27,300 (Rupees Seven Qt>res Thirty-Eight Lakhs Twenty-Seven Thousand Three Hundred only) divided into 73,82,730 (Seventy-Three Lokhs Eighty-Two Thousand Seven Hundred and Thirty) equity shares of Rs. 10/- each.

H) Material Developments in Human Resources / industrial Relation

The Human Resources (HR) department oi TechknoWgreen Solutions limited continued with its journey of significant transformation, with an enhanced focus on hiring expert talent in the different domains to support business goals, and promoring a culture of teamwork and collaboration apart from emphasis on continuous learning and Innovation Throughout the FY 2024-25, the department, successfully recruited several new employees in line with its focus on hiring talent, further improved the onboarding program to enable tf e new oiner to seamlessly integrate with the team, The HR team also continued Its drive of promoting a culture of Performance by extending Key Performance Indicator (KPl) program for all employees.

The company is also strengthening its Human Resources function by hiring external talent. The Company has also hired experienced Consultants to support growth of the Human Resources function and streamline its activities, and to guide and mentor its Human Resources employees.

initiatives like Employee Engagement were continued with additions like forming focused groups of employees to decide on action planning and Implementation of the feedback gleaned from the surveys thereby enhancing the trust In the system and engagement levels nl the employees. Despite improvements in talent acquisition ond ensuhng the domains have the right kind of talent, the team continued io face challenge?, in retaining talent in a dynamic and competitive employee market. The team was able to, with focused employee development initiatives, address the skill gaps identified earlier. Though our efforts at identifying and bridging the skill gaps Is showing results, challenges persist given rhe evolving needs of The business,

The HR team also introduced an Initiative

ol Compensation and Bensfits analysis to align employee salaries with the market to retain and attract talent The team is also working on introducing an employee experience enhancement program to provide

an opportunity to the employees at selfdevelopment and career growth, aim for Improving work-life balance, and continuous learning opportunities,,

l) Details of significant changes in key financial ratios, along with detailed explanations thereof, including:

5 No. Ratio	Ratio a? on	Ratio as on	Variation	Reason. Mf variation is more than 25%)
	31 Mar 202G	31 Mil 2024
1 Buot Value	47.96	43.87	9.32%
? Current Ratio	9.25	7.9	17.11%
3 pcDi-lquity Ratio	0.07		100.00%	There wen? ro Lcnjr T-Erm ^rl Shon Term Pomawings ^ <ne ^reioou; year
-i Debt Sanjjjfcg tovfjirag? twfa	22.22	46.63	-52.35%	1 iJ." in LfJil1 1 jrT Term Bcrr(rvvingfi have efHJdclurln^thfl y^ar
5 Return onflijtiity Ratio	1.03	0.83	24.17%
6 Inventory Tlmflowr Ratio	3.97	1.82	118.12%
, Trfldj RflLETIV a r>l : TurflbYflfi RaiO	4.01	5.09	-21.27%	yvq i nvt receive m no n mas i n t ne itp n i ,!.-!! i may i-.-. t-m sates rpc :nd?l In; fir end of the yen
j i radt Payables turno-uti i-Tfluu	11.15	12.48	-10.70%	Due tu <i?w prevision of liKiomeTut iftct i ,.iyrsujiil.- rtaVt buiM i ftH3 J. 1 ..i Iti, . r-r, ! u
S Mill Capital flit lujv^r Wi-fl	3.72	3.41	9.15%
10 NOT PmfrT RflllL)	0.2322	0.2605	-10.87%
11 Return on capital Employed	0.29	0.34	-15.42%
12 rt.jtulri OrUrwgamBtil	0.22	0.22	-1.72%
12 tJirn.hft Rffr Shflir	10.37	8.27	25.39%
14 fibilda Margin flBTig	31.23	37.97	-17.74%
IS Profit Bcfem: Tax	28.89	36.4	-20.62%
If. IVhfli Aft=j- r,i.	23.22	26.05	-10.87%

j) Details of any changes in Return on Net Worth, as compared to the immediately previous financial year, along with detailed explanations thereof:

The Return an Net Worth has Increased from 82.75% in FY 2023-24 to 103.74% in FY 2024-25, reflecting a growth of approximately ?5.33 percentage points, This improvement is primarily attributable to:

- Significant Increase In revenue: Sales grew by if 9,54 Cr, a 40.7% rise year-over-year, indicating Strong operational perlormance and market expansion.

- Improved profitability; Net profit rose by ?1,55 Cr, a 25.4% increase, driven by better cost man aye mem., higher margins, and possibly Improved product/service mix.

* Stable equity base Shareholders equity remained unchanged, amplifying the impact of increased profits on RoNW.

thisupword trend in RoNW demonstrates enhanced efficiency inyeneroting returnsfor shareholders and reflects positively on the companys financial health and strategic execution