The following discussion and analysis of our financial condition and results of operations for the year ended March 31, 2026 and for the financial years ended on 2025 and 2024 is based on, and should be read in conjunction with, our Restated Financial Statements, including the schedules, notes and significant accounting policies thereto, included in the chapter titled Restated Financial Statements beginning on page 280 of this Red Herring Prospectus. Our Restated Financial Statements have been derived from our audited financial statements and restated in accordance with the SEBIICDR Regulations and the ICAI Guidance Note.
You should read the following discussion of our financial condition and results of operations together with our restatedfinancial statements included in this Red Herring Prospectus. You should also read the section titled Risk Factors beginning on page 24 of this Red Herring Prospectus, which discusses a number offactors, risks and contingencies that could affect our financial condition and results of operations. Our fiscal year ends on March 31 of each year, so all references to a particular fiscal year are to the twelve-month period ended March 31 of that year.
In this section, unless the context otherwise requires, any reference to we , us or our refers to Technocrats Plasma Systems Limited, our Company. Unless otherwise indicated, financial information included herein are based on our Restated Financial Statements for the financial years ended on 2026, 2025 and 2024 included in this Red Herring Prospectus beginning on page 280 of this Red Herring Prospectus.
Note: Statement in the Management Discussion and Analysis Report describing our objectives, outlook, estimates, expectations or prediction may be Forward Looking Statements within the meaning of applicable securities laws and regulations. Actual results could differ materially from those expressed or implied. Important factors that could make a difference to our operations include, among others, economic conditions affecting demand/supply and price conditions in domestic and overseas market in which we operate, changes in Government Regulations, Tax Laws and other Statutes and incidental factors.
BUSINESS OVERVIEW
Our Company, Technocrats Plasma Systems Limited, is an engineering-led manufacturer of plasma cutting machines, equipment and customised automation systems for metal fabrication and related industries in India. Our products are customers across multiple sectors, including automotive, construction, shipbuilding, heavy engineering and manufacturing.
Our product portfolio includes manual and CNC-controlled plate and pipe cutting systems for various material thicknesses and profiles, welding equipment for MIG, TIG, ARC, SAW and laser processes, and automation solutions for cutting and welding lines. Our activities encompass understanding customer requirements, preparing system configurations, detailed engineering, fabrication and assembly of equipment, testing, and supply of machines and systems. In addition to supplying equipment, we provide technical consultancy on process selection and layout, site engineering support and digital and cloud-based fabrication support services. We also support customers through installation and commissioning assistance, operator familiarisation, aftersales service and supply of spares and consumables over the life of the equipment.
Since our incorporation, we have been engaged in introducing plasma cutting machines and inverter-based technology machines manufactured in India and in implementing CNC plasma cutting and welding automation systems for metal fabrication applications. We have developed CNC metal plate profile cutting systems and CNC metal pipe profile cutting machines for applications involving complex shapes and joint preparations, as well as a 1000-ampere plasma power source for cutting higherthickness metal plates. Building on these platforms, our current product development is focused on laser cutting and welding solutions and on enhancing the automation readiness of our systems, enabling customers to adopt higher levels of process control and integration in line with their fabrication requirements. welding used by general
We categorise our offerings into the following product and service verticals:
1. Machines (without automation) - Standalone plasma cutting and welding machines operated directly by the user. These includes manual plasma cutters (inverter, thyristor/diode, Hybrid technology) and MMA, MIG/MAG, TIG and SAW welding power sources for workshop and field use.
2. Machines (with automation) - CNC and automated cutting and welding systems including CNC plate and pipe profile cutters (plasma/oxyfuel), laser cutting and welding systems, and welding automation or combined cutting andwelding cells.
3. Customisation and Retrofit - Tailored configurations and upgrades for new and existing machines, including custom tables and fixtures, control and drive retrofits, power source upgrades and process add-ons.
4. Services - Lifecycle support for supplied equipment, including installation and commissioning, preventive maintenance and annual maintenance contracts (AMCs), training, and spares and retrofit support.
For more details, please refer chapter titled Our Business beginning on page 195 of this Red Herring Prospectus.
Set out below are a few key performance indicators:
FINANCIAL KPIs
A list of our KPIs for the financial year ended on March 31, 2026, March 31, 2025, and March 31, 2024 is set out below:
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| Particulars | Financial year ended March 31, 2026 | Financial year ended March 31, 2025 | Financial year ended March 31, 2024 |
| Revenue from Operations (1) | 13,13,090 | 4,93,568 | 60,623 |
| Cost of goods sold as % of revenue from operations (%) (2) | 76.09% | 73.80% | 39.78% |
| EBITDA (3) | 2,62,852 | 85,925 | 12,984 |
| EBITDA margin (%) (4) | 20.02% | 17.41% | 21.42% |
| EBIT (5) | 2,60,862 | 84,716 | 11,776 |
| Profit for the year (PAT) | 1,49,360 | 81,096 | 22,051 |
| PAT margin (%) (6) | 11.37% | 16.40% | 34.71% |
| Return on Capital Employed (ROCE) (%) (7) | 48.55% | 34.60% | 11.33% |
| Return on Equity (ROE) (%) (10) | 56.10% | 90.21% | 83.76% |
| Debt to equity ratio (times) (11) | 0.38 | 0.72 | 1.78 |
As certified by Peer Reviewed Auditor of our Company i.e., M/s. Bhasin Hota & Co., Chartered Accountants by way of their certificate dated July 28, 2026.
Notes:
1. Revenue from Operations means the Revenue from Operations as appearing in the Restated Financial Statements.
2. Cost ofgoods sold is calculated as Cost of Material Consumed + Changes in inventories of Finished Goods + Other Direct Expense. Cost of goods sold as % of revenue from operations means Cost of goods sold divided by Revenue from Operations.
3. EBITDA is calculated as Profit before tax + Depreciation + Finance Cost - Other Income.
4. EBITDA Margin is calculated as EBITDA divided by Revenue from Operations.
5. EBIT is calculated as Profit before tax + Finance Cost - Other Income.
6. PAT Margin is calculated as PATfor the period/year divided by Total Income.
7. Return on Capital Employed is ratio of EBIT and Capital Employed.
8. Net worth/ Shareholder s equity means the aggregate value of the paid-up share capital and all reserves created out of the profits and securities premium account.
9. Capital Employed is calculated as Net worth + Long Term Borrowings + Short Term Borrowings.
10. Return on Equity is ratio of Profit after Tax and Average Shareholder s equity
11. Debt to Equity Ratio is ratio of Total Debt and Total Shareholder s equity
OPERATIONAL KPIs
Below is an overview of the operational KPIs we track in addition to the financial KPIs mentioned above:
| Particulars | Financial year ended March 31, 2026 | Financial year ended March 31, 2025 | Financial year ended March 31, 2024 |
| Total number of customers served (Nos.) | 180 | 273 | 250 |
As certified by Peer Reviewed Auditor of our Company i.e., M/s. Bhasin Hota & Co., Chartered Accountants by way of their certificate dated July 28, 2026.
SIGNIFICANT DEVELOPMENTS AFTER MARCH 31, 2026
In the opinion of the Board of Directors of our Company, since the year ended March 31, 2026 in this Red Herring Prospectus, there have not arisen any circumstance that materially or adversely affect or are likely to affect the profitability of our Company or the value of its assets or its ability to pay its material liabilities within the next twelve months.
SIGNIFICANT FACTORS AFFECTING OUR RESULTS OF OPERATIONS AND FINANCIAL CONDITION
Our business is subject to various risks and uncertainties, including those discussed in the section titled RiskFactors on page 24 beginning of this Red Herring Prospectus.
1. Disruptions to the supply, or increases in price of raw materials andfinished products
Our manufacturing operations are dependent on the timely availability of various raw materials, components and consumables, including steel and metal parts, electrical and electronic components, CNC controllers, motion control systems, power sources, and plasma cutting and welding consumables. A significant portion of these inputs is either commodity-linked or sourced from limited or specialised suppliers. The prices and availability of such inputs are subject to volatility due to factors beyond our
control, including global and domestic supply-demand conditions, commodity price fluctuations, changes in import duties and trade policies, transportation and logistics costs, geopolitical developments, regulatory actions, foreign exchange fluctuations and supply chain disruptions.
Any sustained increase in raw material prices or disruption in the supply of such inputs may increase our manufacturing and procurement costs. While we may seek to pass on such increases to customers through pricing revisions, there can be no assurance that we will be able to do so fully or in a timely manner, particularly in a competitive market environment, under fixed-price arrangements, or where customers delay or resist price revisions. Any inability to effectively manage, mitigate or recover such increased input costs could adversely affect our margins, profitability and cash flows.
Our Company s cost of raw material consumed constituted of revenues from operations were 85.82%, 89.97% and 38.19% for Fiscal 2026, Fiscal 2025 and Fiscal 2024, respectively. Given the significant proportion of raw material costs in our cost structure, particularly in recent periods, any adverse movement in raw material prices or supply disruptions, if not adequately mitigated, could have a material adverse effect on our business, results of operations, financial condition and cash flows.
2. Concentration of business operations in the State of Maharashtra
Currently, our manufacturing operations are located in the State of Maharashtra. This geographic concentration exposes us to region-specific risks including changes in local laws and regulations, state-level policy decisions, economic or demographic shifts, labour availability and costs, infrastructure constraints, natural calamities and regional competitive pressures. Any adverse developments in Maharashtra may materially impact our business prospects, financial condition and results of operations.
3. Our business is dependent on our manufacturing facility and the loss of or shutdown of operations of any of these facilities could adversely affect our business
Our manufacturing facility in Maharashtra is subject to various operating risks, such as shutdowns due to the breakdown or failure of equipment, power supply or processes, performance below expected levels of output or efficiency, adequate utilisation rates, obsolescence of equipment, labour disputes, strikes, lockouts, industrial accidents, disruption by extremist groups, or any other reason, and the need to comply with the directives and regulations of the Government of India ( GoI ) and relevant state government authorities. Our operations involve a significant degree of integration, and our results of operations are dependent on the successful operation of each facility. Although we take precautions to minimize the risk of any significant operational problems at our facilities, our business, financial condition, results of operations and prospects may be adversely affected by any disruption of operations at our facility.
4. Competition
The markets for plasma cutting machines, welding equipment and industrial automation systems are highly competitive and fragmented, with the presence of domestic manufacturers, international brands and unorganised players. Competition is based on factors such as pricing, technology, product performance, reliability, delivery timelines, after-sales service and brand reputation.
Increased competition may result in pricing pressures, reduced profit margins, loss of customers or market share, or the inability to secure new orders. Any failure to compete effectively may materially and adversely affect our business, results of operations and financial condition.
5. Dependence on the knowledge and expertise of our Promoters, Directors, KMPs and SMPs
We depend on the management skills and guidance of our Promoter for development of business strategies, monitoring their successful implementation and meeting future challenges. Further, we also significantly depend on the expertise, experience and continued efforts of our Key Managerial Personnel and Senior Management. Our future performance will depend largely on our ability to retain the continued service of our management team. Our operations require skilled engineers, technicians and software professionals for product design, manufacturing, automation integration, installation and after-sales service. The availability and retention of such skilled manpower is critical to our ability to execute orders efficiently and maintain product quality.
Any shortage of skilled personnel, increase in attrition rates or inability to attract and retain qualified employees on competitive terms may adversely affect our operational efficiency, product quality, customer satisfaction and growth prospects.
If one or more of our Key Managerial Personnel or Senior Management are unable or unwilling to continue in his or her present position, it could be difficult for us to find a suitable or timely replacement and our business, financial condition and results of operations could be adversely affected.
6. Lapses in precision, accuracy or quality control in our products may lead to customer dissatisfaction, product rejections, reputational damage, or financial losses
Our customers require our products, including plasma cutting machines, welding equipment and automation systems to meet precise technical specifications, performance parameters, quality standards, and applicable regulatory and safety requirements. Any lapse in design accuracy, manufacturing precision, quality control processes, testing procedures or adherence to applicable standards may result in defects, product failures, rejections, warranty claims, or the need for rework or replacements.
Such lapses may lead to customer dissatisfaction, loss of existing or prospective orders, contractual disputes, increased costs, reputational damage and financial losses. In addition, defects in our products may expose us to product liability claims, penalties or regulatory action, which could further adversely affect our business, results of operations, financial condition and cash flows. For further details, see the sections entitled Risk Factors and Business Overview on pages 24 and 195 in this Red Herring Prospectus.
7. Technological advancements and risk of product obsolescence
The plasma cutting and welding equipment industry is characterised by rapid technological advancements, including developments in automation, digital controls, energy efficiency, software integration and precision engineering. Our ability to remain competitive depends on continuous investment in research and development and timely adoption of new technologies.
Failure to anticipate or respond effectively to technological changes or evolving customer requirements may result in our products becoming less competitive or obsolete, adversely affecting demand for our products, market share and profitability.
8. Working capital intensity and customer credit risk
Our business is working-capital intensive, requiring significant investment in inventory, work-in-progress and receivables, particularly for customised and long-cycle projects. Delays in customer payments, deterioration in customer creditworthiness or increases in receivable and inventory holding periods may strain our liquidity position.
Any inadequacy in working capital availability may adversely affect our ability to procure materials, execute orders in a timely manner and pursue growth opportunities, thereby impacting our financial condition and results of operations.
SIGNIFICANT ACCOUNTING POLICIES
For Significant accounting policies please refer Significant Accounting Policies, under Restated Financial Statements on page 280 of this Red Herring Prospectus.
MAIN COMPONENTS OF OUR INCOME AND EXPENDITURE
Revenue
Revenue from Operations
Revenue from operations is derived from our product and service verticals comprising (i) Machines (without automation), (ii) Machines (with automation), (iii) Customisation and Retrofit services and (iv) other services.
Other Income
Other income primarily comprises interest income, dividend income, discounts and rebates, statutory receipts pertaining to earlier years, exchange fluctuation gain (net) and sundry balances written back (net).
Expenses
Expenses primarily comprises cost of materials consumed, changes in inventories of work in progress, employee benefits expenses, finance costs, depreciation and amortization expenses and other expenses.
Cost of material consumed
Cost of material consumed includes the value of inventory of raw materials and accessories at the beginning of the period, together with the purchases made during the period net of the value of inventory at the end of period. It also includes manpower and service cost incurred under turnkey contracts involving procurement of materials, execution, installation and commissioning activities. Such contracts are undertaken on a composite basis and are monitored and managed as a single integrated project deliverable.
Changes in inventories of Work-in-Progress
Changes in inventories of work in progress goods represent the expenses attributable to the increase or decrease in inventory levels of work in progress during the relevant period.
Employee benefits expense
Employee benefits expense comprises director remuneration, salary and incentives including bonus and gratuity, contribution to provident funds and other employee benefit funds and staff welfare expenses.
Finance costs
Finance costs comprise interest on working capital facilities, term loans, unsecured loans and bank charges related to financing arrangement.
Depreciation and Amortisation
Depreciation and amortisation expense comprises depreciation on building, plant and machinery, office equipment, vehicles, furniture and fixtures, electric installation and computers.
Other expenses
Other expenses primarily comprise manufacturing expenses such as power and fuel, rates and taxes, insurance, transportation and freight charges, labour charges, service contract charges and other manufacturing related expense. These also includes administrative and selling expense such as legal and professional expense, advertisement and sales promotion expense, travelling and conveyance expenses, remuneration to auditor and other miscellaneous expenses.
Tax expense
Tax expense or credit for the period represents the tax payable on the current period s taxable income based on the applicable income tax rate adjusted for changes in deferred tax assets and liabilities arising from temporary differences. It also includes short/(excess) provision for tax relating to earlier years.
RESULTS OF OPERATIONS
The following discussion on the results of operations should be read in conjunction with the Restated Financial Statements of the Company for the year ended March 31, 2026, March 31, 2025 and March 31, 2024:
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| Particulars | FY 2025-26 | FY 2024-25 | FY 2023-24 | |||
| Amount | % of Total Revenu e | Amoun t | % of Total Revenu e | Amoun t | % of Total Revenu e | |
| Revenue From Operations | 13,13,09 0 | 99.93% | 4,93,56 8 | 99.83% | 60,623 | 95.43% |
| Other Income | 976 | 0.07% | 849 | 0.17% | 2,904 | 4.57% |
| Total Revenue | 13,14,06 5 | 100.00 % | 4,94,41 7 | 100.00 % | 63,527 | 100.00 % |
| Cost of Material Consumed | 11,26,93 1 | 85.76% | 4,44,08 2 | 89.82% | 23,152 | 36.45% |
| Changes in inventories of work-in-progress | (1,42,274 ) | (10.83% ) | (89,879 ) | (18.18% ) | (4,441) | (6.99%) |
| Employee Benefits Expenses | 27,278 | 2.08% | 17,255 | 3.49% | 12,818 | 20.18% |
| Finance Costs | 12,435 | 0.95% | 7,976 | 1.61% | 6,621 | 10.42% |
| Depreciation and Amortization Expense | 1,989 | 0.15% | 1,210 | 0.24% | 1,208 | 1.90% |
| Other Expenses | 38,303 | 2.91% | 36,185 | 7.32% | 16,108 | 25.36% |
| Particulars | FY 2025-26 | FY 2024-25 | FY 2023-24 | |||
| Amount | % of Total Revenu e | Amoun t | % of Total Revenu e | Amoun t | % of Total Revenu e | |
| Total Expenses | 10,64,66 2 | 81.02% | 4,16,82 9 | 84.31% | 55,468 | 87.31% |
| Profit before tax | 2,49,404 | 18.98% | 77,588 | 15.69% | 8,060 | 12.69% |
| Tax Expense | ||||||
| - Current Tax | 62,739 | 4.77% | 8,447 | 1.71% | 18 | 0.03% |
| - Short/ ( Excess) provision for tax relating to previous year | (2,151) | (0.16%) | - | - | - | - |
| - Deferred Tax | 39,455 | 3.00% | (11,955 ) | (2.42%) | (14,009 ) | (22.05% ) |
| Profit (Loss) for the period | 1,49,360 | 11.37% | 81,096 | 16.40% | 22,051 | 34.71% |
COMPARISON OF FINANCIAL YEAR ENDED 2026 TO FINANCIAL YEAR ENDED 2025
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| Particulars | 2025-26 | 2024-25 | % Change |
| Amount | Amount | ||
| Revenue From Operations | 13,13,090 | 4,93,568 | 166.04% |
| Other Income | 976 | 849 | 14.95% |
| Total Income | 13,14,065 | 4,94,417 | 165.78% |
| Cost of Material Consumed | 11,26,931 | 4,44,082 | 153.77% |
| Changes in inventories of work-in-progress | (1,42,274) | (89,879) | 58.30% |
| Employee Benefits Expenses | 27,278 | 17,255 | 58.09% |
| Finance Costs | 12,435 | 7,976 | 55.89% |
| Depreciation and Amortization expense | 1,989 | 1,210 | 64.47% |
| Other Expenses | 38,303 | 36,185 | 5.85% |
| Total Expenses | 10,64,662 | 4,16,829 | 155.42% |
| Profit before tax | 2,49,404 | 77,588 | 221.45% |
| Tax Expense | |||
| - Current Tax | 62,739 | 8,447 | 642.72% |
| -Short/ ( Excess) provision for tax relating to previous year | (2,151) | - | - |
| - Deferred Tax | 39,455 | (11,955) | (430.04%) |
| Profit (Loss) for the period | 1,49,360 | 81,096 | 84.18% |
Total Income
Total Income increased by 165.78% from Rs. 4,94,417 in the financial year ended March 31, 2025, to Rs. 13,14,065 in the financial year ended March 31, 2026. This increase was primarily attributable to a substantial rise in revenue from operations.
Revenue from operations
Revenue from operations increased by 166.04% from Rs. 4,93,568 in the financial year ended March 31, 2025, to Rs. 13,13,090 in the financial year ended March 31, 2026. This significant increase was primarily attributable to continued scaling of the Companys on-site execution and delivery model that had been adopted in an earlier period, together with the increased contribution of service offerings that were already in place by the financial year ended March 31, 2025. These factors, supported by improved execution efficiency, enabled the Company to undertake larger and more complex projects during the year. During the financial year ended, March 31, 2026, supply of machines (with and without automation) together with customisation and retrofit activity contributed approximately 61.00% of revenue from operations, while installation, commissioning and lifecycle maintenance services contributed approximately 39.00%. Within the Companys overall revenue mix, customisation and retrofit projects contributed approximately 40.00% of revenue from operations and installation, commissioning and lifecycle maintenance services contributed approximately 39.00% with the balance of approximately 21.00% being attributable to the supply of machines (with and without automation).
The key factors contributing to the increase in revenue from operations are as set out below:
1. Continued Scaling of On-Site Manufacturing and Services Model: - The Company had adopted an on-site manufacturing and assembly model for large and customised machinery in an earlier period, owing to space constraints at its manufacturing facilities, whereby fabrication, assembly, installation and commissioning activities are carried out at customer locations. This model was already operational during the financial year ended March 31, 2025 and continued to deepen during the financial year ended March 31, 2026.
On-site manufacturing and related services accounted for approximately 91.00% of revenue from operations in the financial year ended March 31, 2026, as compared to 86.00% in-house manufacturing in the financial year ended March 31, 2025, reflecting the further maturation of this execution approach and materially expanding the scale and aggregate value of projects executed during the year.
2. Scale-Up of Customization & Retrofit Activity: - The Company had introduced customisation and retrofit services in an earlier period to address customer requirements for equipment modification, automation upgrades and performance enhancement of existing machinery. These services had commenced during the financial year ended March 31, 2025 and experienced significant scale-up during the financial year ended March 31, 2026, contributing approximately 40.00% of revenue from operations, as compared to approximately 3.00% in the financial year ended March 31, 2025. This growth enabled the Company to more fully monetise its engineering capabilities beyond new machine sales.
3. Expansion of Installation & Maintenance Services: - The Company expanded its installation, commissioning, lifecycle maintenance, add-on upgrades and related service offerings continued to expand during the financial year ended March 31, 2026. These services contributed approximately 39.00% of revenue from operations, as compared to approximately 24.00% in the financial year ended March 31, 2025.
4. Increased Project Execution Across Customer Base: The on-site execution model has been accompanied by a
strategic focus on increasing engagement with a relatively smaller number of high-value institutional customers across the infrastructure, fabrication, process equipment and heavy engineering industries. The top 10 customers accounted for 62.61% of revenue from operations during the financial year ended March 31, 2026 as compared to 83.89% in the financial year ended March 31, 2025 and top 5 customers accounted for 40.05%, as compared to 70.58% in the previous year. The total number of customers served declined from 273 in the financial year ended March 31, 2025 to 180 in the financial year ended March 31, 2026, while revenue from operations increased by 166.04% and revenue concentration among our top 5 and top 10 customers reduced. This reflects a shift towards a smaller number of larger, multi-element on-site execution engagements, with revenue distributed more evenly across such engagements than in the previous year.
The increased contribution was driven primarily by:
• higher volume of on-site projects requiring integrated installation and commissioning, and
• Increased demand for customization, retrofit, post-installation support and upgrade services
Further, the bundling of equipment sales with installation, commissioning and lifecycle services along with customisation and retrofit activity contributed to the overall increase in revenue from operations.
Other Income
Other Income increased by 14.95% from Rs. 849 in the financial year ended March 31, 2025, to Rs. 976 in the financial year ended March 31, 2026.
Other Income in the financial year ended March 31, 2026, and March 31, 2025, comprises interest income, dividend income, interest on income tax refund, discounts and rebates and sundry balances written back.
Expenses
Total expenses increased by 155.42% from Rs. 4,16,829 in financial year ended March 31, 2025 to Rs. 10,64,662 in financial year ended March 31, 2026. The increase was primarily attributable to a higher cost of materials consumed, increased scale of operations and expansion of service activities.
Cost of materials consumed
Cost of materials consumed increased from Rs. 4,44,082 in the financial year ended March 31, 2025 to Rs. 11,26,931 in the financial year ended March 31, 2026. As a percentage of total income, cost of materials consumed decreased to 85.76% in the financial year ended March 31, 2026 from 89.82% in the financial year ended March 31, 2025.
The increase in cost of materials consumed was primarily attributable to the significant growth in revenue from operations, which increased by 166.04% during the financial year ended March 31, 2026. The Company continued to scale its on-site execution and delivery model for large and customized machinery, resulting in a substantial increase in project volumes and execution activities during the year.
Further, customization and retrofit services contributed approximately 40.00% of revenue from operations during the financial year ended March 31, 2026, as compared to approximately 3.00% during the financial year ended March 31, 2025, and correspondingly contributing approximately 40.00% of total cost of material consumed during the financial year ended March 31, 2026 as compared to approximately 3.00% during the financial year ended March 31, 2025. Further installation, commissioning and lifecycle maintenance services contributed approximately 39.00% of revenue from operations during the
financial year ended March 31, 2026 as compared to 24.00% in the previous year, correspondingly contributing approximately 44.00% of total cost of material consumed during the financial year ended March 31, 2026, as compared to 24.00% during the financial year ended March 31, 2025 . The higher level of project execution and increased contribution from these integrated offerings led to increased procurement and consumption of materials, components and project-related supplies. The cost of materials consumed also includes costs incurred under turnkey contracts involving procurement of materials, execution, installation and commissioning activities undertaken as part of integrated project delivery.
Customisation and retrofit activity and installation, commissioning and lifecycle maintenance services together accounted for approximately 79.00% of revenue from operations and approximately 84.00% of cost of materials consumed during the financial year ended March 31, 2026. These offerings accordingly carried a higher material cost intensity than the supply of machines during the year, principally because materials, components and sub-assemblies required for on-site execution are procured from third party vendors rather than fabricated in-house.
Accordingly, cost of materials consumed increased in line with the overall growth in business operations during the financial year ended March 31, 2026, while its proportion to total income improved from 89.82% to 85.76%, reflecting improved operating leverage.
Changes in inventories of Work-in-Progress
Changes in inventories of work-in-progress were negative Rs. 1,42,274 in financial year ended March 31, 2026, as compared to negative Rs. 89,879 in financial year ended March 31, 2025. The higher negative movement was primarily attributable to an increase in closing work-in-progress inventory as at March 31, 2026, resulting from higher project volumes and ongoing execution of large projects at the year end, in line with the significant growth in the Companys operations during the year.
Employee Benefits Expense
Employee Benefits Expense increased by 58.09% from Rs. 17,255 in financial year ended March 31, 2025, to Rs. 27,278 in financial year ended March 31, 2026. However, as a percentage to total income, employee benefits expenses decreased to 2.08% in financial year ended March 31, 2026, from 3.49% in financial year ended March 31, 2025, reflecting scale efficiencies and improved operating leverage.
Finance Costs
Finance costs increased by 55.89% from Rs. 7,976 in the financial year ended March 31, 2025, to Rs. 12,435 in the financial year ended March 31, 2026. As a percentage of total income, finance costs decreased to 0.95% in the financial year ended March 31, 2026, from 1.61% in the financial year ended March 31, 2025, primarily due to higher revenue base and improved working capital utilisation.
Depreciation and Amortization Expense
Depreciation and Amortization expense increased from Rs. 1,210 in the financial year ended March 31, 2025 to Rs. 1,989 in the financial year ended March 31, 2026. As a percentage of total income, depreciation and amortization expense decreased to 0.15% in the financial year ended March 31, 2026, from 0.24% in the financial year ended March 31, 2025.
Other expenses increased by 5.85% from Rs. 36,185 in the financial year ended March 31, 2025, to Rs. 38,303 in the financial year ended March 31, 2026. As a percentage of total income, other expenses accounted for 2.91% in the financial year ended March 31, 2026 as compared to 7.32% in the financial year ended March 31, 2025 primarily due to higher revenue base .
The increase was primarily attributable to higher manufacturing related and execution-linked costs arising from the significant expansion in the Company s scale of operations and the continued scaling of its on-site manufacturing and execution of large, customised machinery. These included increased expenses towards rates and taxes and site related expense. Further, higher administrative and operational overheads, including legal and professional charges, advertisement and sales promotion expenses, travelling and conveyance expenses and other miscellaneous expenses , contributed to the increase in other expenses during the financial year ended March 31, 2026. The increase was partially offset by lower bank charges and the recognition of sundry balances written back during the year as compared to sundry balances written off in the previous year.
Profit Before Taxes (PBT)
Profit before tax increased by 221.45% from Rs. 77,588 in the financial year ended March 31, 2025 to Rs. 249,404 thousand in the financial year ended March 31, 2026. Profit before tax margin improved from 15.69% of total income in the financial year ended March 31, 2025 to 18.98% in the financial year ended March 31, 2026. This increase was primarily attributable to the following factors:
(i) Favourable Shift in Revenue Mix Towards Higher-Value Service Offerings: During the financial year ended March 31, 2026, the Company witnessed a significant increase in the contribution of customisation and retrofit activity (from approximately 3.00% to approximately 40.00% of revenue from operations) and installation, commissioning and lifecycle maintenance services (from approximately 24.00% to approximately 39.00% of revenue from operations). The increased contribution of these offerings enables the Company to undertake larger and higher value integrated engagements during the year and to increase the aggregate value realised per customer engagement.
(ii) Operating Leverage on Fixed and Semi-Fixed Costs: The substantial increase in the scale of operations during the financial year ended March 31, 2026 enabled the Company to achieve operating leverage by distributing fixed and semi-fixed costs over a larger revenue base. Consequently, employee benefits expense declined from 3.49% to 2.08% of total income, finance costs declined from 1.61% to 0.95%, depreciation and amortisation expense declined from 0.24% to 0.15%, and other expenses declined from 7.32% to 2.91% of total income.
(iii) Improvement in Material Cost Efficiency: Although the absolute cost of materials consumed increased in line with higher business volumes, the cost of materials consumed as a percentage of total income decreased from 89.82% in the financial year ended March 31, 2025 to 85.76% in the financial year ended March 31, 2026. This improvement was primarily attributable to improved procurement efficiencies and more favourable commercial terms obtained from vendors on account of higher order volumes, together with improved project execution as Companys operations expanded.
The combined effect of the above factors resulted in an improvement in the Companys profit before tax margin from 15.69% for the financial year ended March 31, 2025 to 18.98% for the financial year ended March 31, 2026.
Profit After Taxes (PAT)
Profit for the year increased by 84.18% from Rs. 81,096 in the financial year ended March 31, 2025 to Rs. 149,360 in the financial year ended March 31, 2026. However, the profit for the year margin decreased from 16.40% of total income in the financial year ended March 31, 2025 to 11.37% in the financial year ended March 31, 2026. The decrease in profit for the year margin was primarily attributable to a higher tax expense during the financial year ended March 31, 2026, as set out below:
(i) Increase in Current Tax Expense: Current tax expense increased from Rs. 8,447 in the financial year ended March 31, 2025 to Rs. 62,739 in the financial year ended March 31, 2026, primarily due to the increase in taxable profits during the year.
(ii) Increase in Deferred Tax Expense: During the financial year ended March 31, 2025, the Company recognised a deferred tax credit of Rs.11,955. In contrast, during the financial year ended March 31, 2026, the Company recognised a deferred tax expense of Rs. 39,455, primarily on account of the reversal of deferred tax assets recognised in earlier years on unabsorbed business losses and unabsorbed depreciation, consequent upon their set-off against taxable profits. The movement from a deferred tax credit in the previous year to a deferred tax expense in the current year resulted in a higher overall tax charge.
Accordingly, the Companys total tax expense increased substantially in the financial year ended March 31, 2026, resulting in an effective tax rate of approximately 40.11%, compared with an effective tax benefit rate of approximately 4.52% in the financial year ended March 31, 2025, primarily due to the deferred tax credit recognised in the previous year. As a result, although the Company recorded a significant increase in profit before tax, the profit for the year margin declined due to higher current and deferred tax expenses recognised during the year.
COMPARISON OF FINANCIAL YEAR ENDED 2025 TO FINANCIAL YEAR ENDED 2024
(? in 000)
| Particulars | 2024-25 | 2023-24 | % Change |
| Amount | Amount | ||
| Revenue From Operations | 4,93,568 | 60,623 | 714.16% |
| Other Income | 849 | 2,904 | (70.77%) |
| Total Income | 4,94,417 | 63,527 | 678.28% |
| Cost of Material Consumed | 4,44,082 | 23,152 | 1,818.08% |
| Changes in inventories of work in progress | (89,879) | (4,441) | (1,924.07%) |
| Employee Benefits Expenses | 17,255 | 12,818 | 34.61% |
| Finance Costs | 7,976 | 6,621 | 20.47% |
| Depreciation | 1,210 | 1,208 | 0.13% |
| Other Expenses | 36,185 | 16,108 | 124.64% |
| Total Expenses | 4,16,829 | 55,468 | 651.48% |
| Profit before tax | 77,588 | 8,060 | 862.69% |
| Tax Expense | |||
| - Current Tax | 8,447 | 18 | 45,752.10% |
| - Deferred Tax | (11,955) | (14,009) | 14.67% |
| Particulars | 2024-25 | 2023-24 | % Change |
| Amount | Amount | ||
| Profit (Loss) for the period | 81,096 | 22,051 | 267.77% |
All amounts are f in 000 unless otherwise stated Total Income
Total Income increased by 678.28% from Rs. 63,527 in the financial year ended March 31, 2024, to Rs. 4,94,417 in the financial year ended March 31, 2025. This increase was primarily attributable to a substantial rise in revenue from operations.
Revenue from operations
Revenue from operations increased by 714.16% from Rs. 60,623 in the financial year ended March 31, 2024, to Rs. 4,93,568 in the financial year ended March 31, 2025. This significant increase was primarily attributable to a fundamental change in the Company s execution and delivery model, supported by expansion of service offerings and improved execution efficiency, which together enabled the Company to undertake larger and more complex projects.
The key factors contributing to the increase in revenue from operations are as set out below:
1. Shift to On-Site Manufacturing and Services: - During the financial year 2025, due to space constraints at the Company s manufacturing facilities, the Company adopted an on-site manufacturing and assembly model for large and customized machinery, whereby fabrication, assembly, installation and commissioning activities were carried out at customer locations.
As a result, on-site manufacturing and related services accounted for approximately 86% of revenue from operations in the financial year ended March 31, 2025 compared to 100% in-house manufacturing in the financial year ended March 31, 2024. This change materially expanded the scale and value of projects executed during the year.
2. Introduction of Customization & Retrofit Services: - During the financial year 2025, the Company introduced customization and retrofit services to address customer requirements for equipment modification, automation upgrades and performance enhancement of existing machinery. These services contributed approximately 3.00% of revenue from operations during the financial year ended March 31, 2025 compared to nil contribution in the financial year ended March 31, 2024, and enabled the Company to monetise its engineering capabilities beyond new machine sales.
3. Expansion of Installation & Maintenance Services: - The Company expanded its installation, commissioning, lifecycle maintenance, add-on upgrades and related offerings during the financial year ended March 31, 2025. These services contributed approximately 24.00% of revenue from operations compared to approximately 15.00% in the financial year ended March 31, 2024.
4. Deepening of relationships with key customers: The transition to the on-site execution model has been accompanied by a strategic focus on increasing presence with a relatively smaller number of high-value institutional customers across the infrastructure, fabrication, process equipment and heavy engineering industries. Top 10 customers accounted for 83.89% of Revenue from Operations during the financial year ended March 31, 2025 (against 55.70% during the financial year ended March 31, 2024) and Top 5 customers accounted for 70.58% (against 35.19% in the previous year).
The increased contribution was primarily due to:
• higher volume of on-site projects requiring integrated installation and commissioning, and
• increased demand for post-installation support and upgrades associated with customised and automation-enabled machinery.
Further, the bundling of equipment sales with installation, commissioning and lifecycle services contributed to the overall increase in revenue from operations.
Other Income
Other Income decreased by 70.77% from Rs. 2,904 in the financial year ended March 31, 2024 to Rs. 849 in the financial year ended March 31, 2025.
Other Income in the financial year ended March 31, 2025, primarily comprises interest income, dividend income, interest on income tax refund, discounts and rebates and sundry balances written back. In contrast, other income in the previous year included higher amounts of statutory receipts relating to earlier years and sundry balances written back, which were nonrecurring in nature.
Expenses
Total expenses increased by 651.48% from Rs. 55,468 in financial year ended March 31, 2024 to Rs. 4,16,829 in financial year ended March 31, 2025. The increase was primarily attributable to a higher cost of materials consumed, increased scale of operations and expansion of service activities.
Cost of materials consumed
Cost of materials consumed increased from Rs. 23,152 in the financial year ended March 31, 2024 to Rs. 4,44,082 in the financial year ended March 31, 2025. As a percentage of total income, cost of materials consumed increased to 89.82% in the financial year ended March 31, 2025 from 36.45% in the financial year ended March 31, 2024.
This increase was primarily attributable to the Company s operational transition towards on-site manufacturing and assembly of large and customized machinery, undertaken due to space constraints at the Company s manufacturing facility along with the related installation and execution services. Under this model, a substantially higher portion of components, sub assemblies and execution related services was procured from third party vendors.
This change accounted for approximately 77.00% of total cost of material consumed during the financial year ended March 31, 2025, whereas in the previous years, the Company undertook 100.00% of its manufacturing activities in-house, which was comparatively more cost-efficient. Consequently, the adoption of on-site operations, together with increased reliance on externally sourced materials and services, resulted in a notable increase in cost of materials consumed during the financial year ended March 31, 2025.
Changes in inventories of Work-in-Progress
Changes in inventories of work-in-progress were negative Rs.89,879 in financial year ended March 31, 2025, as compared to negative Rs. 4,441 in financial year ended March 31, 2024, reflecting higher execution and conversion of work-in-progress into revenue.
Employee Benefits Expense increased by 34.61% from Rs. 12,818 in financial year ended March 31, 2024 to Rs. 17,255 in financial year ended March 31, 2025. However, as a percentage to total income, employee benefits expenses decreased to 3.49% in financial year ended March 31, 2025, from 20.18% in financial year ended March 31, 2024, reflecting scale efficiencies and improved operating leverage.
Finance Costs
Finance costs increased by 20.47% from Rs. 6,621 in the financial year ended March 31, 2024 to Rs. 7,976 in the financial year ended March 31, 2025. As a percentage of total income, finance costs decreased to 1.61% in the financial year ended March 31, 2025 from 10.42% in the financial year ended March 31, 2024, primarily due to higher revenue base and improved working capital utilisation.
Depreciation and Amortization Expense
Depreciation and Amortization expense increased from Rs. 1,208 in the financial year ended March 31, 2024 to Rs. 1,210 in the financial year ended March 31, 2025. As a percentage of total income, depreciation and amortization expense decreased to 0.24% in the financial year ended March 31, 2025, from 1.90% in the financial year ended March 31, 2024.
Other Expenses
Other expenses increased by 124.64% from Rs. 16,108 in the financial year ended March 31, 2024, to Rs. 36,185 in the financial year ended March 31, 2025. As a percentage of total income, other expenses accounted for 7.32% in the financial year ended March 31, 2025 as compared to 25.36% in the financial year ended March 31, 2024.
The year-on-year increase in other expenses in absolute terms was primarily attributable to higher manufacturing related and execution-linked costs arising from the significant expansion in the Company s scale of operations and its transition towards on site manufacturing and execution of large, customised machinery. These included increased expenses relating to rates and taxes, insurance, carriage inward, repairs and maintenance of plant and machinery, and outsourced service contracts required for project execution at customer locations.
Other expenses also increased due to higher administrative and operational overheads, including legal and professional charges, bank and transaction-related charges, and travelling and conveyance expenses, driven by increased project activity, customer coordination and execution intensity during the year. In addition, certain expenses such as penalty for late delivery, CSR expenses and sundry balances written off (net), which were not incurred in the previous year, contributed to the increase in other expenses during the financial year ended March 31, 2025.
The increase in other expenses was partially offset by a reduction in certain cost heads, including labour charges, consumables, brokerage and commission, advertising and sales promotion expenses, remuneration to auditors, printing and stationery expenses and MSME interest, reflecting changes in the Company s operating model and cost rationalisation measures implemented during the year.
Profit Before Taxes (PBT)
The PBT margin increased to 15.69% in the financial year ended March 31, 2025 from 12.69% in the financial year ended March 31, 2024. This improvement in profitability was primarily attributable to change in the Company s delivery and service offerings and increased contribution from on-site execution and service-led revenues, as well as overall operational efficiencies achieved
during the year. These factors resulted in favorable movement in the overall cost structure including a reduction in employee benefits expenses and finance costs and other operating expenses as a percentage of total income.
The improvement in PBT margin was partially offset by an increase in cost of material consumed and changes in inventories of work-in-progress, driven by the shift towards on-site manufacturing and execution of large customised projects.
The contraction in EBITDA Margin from 21.42% during the financial year ended March 31, 2024 to 17.41% during the financial year ended March 31, 2025 which appears on the face of the Statement of Accounting and Other Ratios in Annexure VI to the Restated Financial Statements is a direct consequence of the same transition to the on-site, turnkey execution model described above and does not reflect any underlying deterioration in profitability or pricing power. Specifically, under the on-site execution model, fabrication, sub-assembly, installation and commissioning activities - which were earlier executed in-house and were absorbed primarily through internal labour cost and overhead absorption - are now substantially outsourced to specialised subcontractors under composite lump-sum turnkey contracts and are therefore captured within Cost of Materials Consumed in Note 22 to the Restated Financial Statements.
Accordingly, the EBITDA Margin contraction reflects a reclassification of the conversion cost between line items in the Statement of Profit and Loss, rather than a margin contraction in the substantive sense. After accounting for the embedded labour and conversion content of the composite lump-sum turnkey execution contracts, the comparable EBITDA Margin for the financial year ended March 31, 2025 is in line with the demonstrated long-term profitability profile of the business. This is corroborated by the fact that, the PBT Margin is increased from 12.69% in the financial year ended March 31, 2024 to 15.69% in the financial year ended March 31, 2025.
Considered together with the PBT Margin movements over the longer period covered by the Restated Financial Statements; 12.69% during the financial year ended March 31, 2024; and 15.69% during the financial year ended March 31, 2025 - the trajectory shows a sustained expansion year on year.
Profit After Taxes (PAT)
The PAT margin decreased to 16.40% in the financial year ended March 31, 2025 from 34.71% in the financial year ended March 31, 2024. The decline in PAT margin was primarily attributable to a higher tax expense during the financial year ended March 31, 2025.
In financial year ended March 31, 2024, the Company had substantial brought-forward losses, resulting in substantial tax benefits and lower effective tax rate. During the financial year ended March 31, 2025, with the sharp increase in revenue, improved PBT margins and sustained operating profitability, such accumulated losses were fully utilised, leading to the cessation of the earlier tax shield and a return to a more normalized tax charge. As a result, despite higher absolute profits and improved operating efficiency, the PAT margin moderated during the year.
Accordingly, the decline in PAT margin does not reflect deterioration in operational performance, but is primarily driven by tax normalisation following the utilisation of brought-forward losses, in the context of significantly higher revenue and scale of operations.
The tax normalisation effects referred to above are attributable to the utilisation of brought-forward business losses and unabsorbed depreciation in earlier periods. During the financial years ended March 31, 2023 and March 31, 2024, the Company set off such accumulated losses against its taxable profits, resulting in minimal current tax expense and recognition of deferred tax assets. Consequently, the Company recorded a net negative tax charge in these periods, which elevated the Profit after Tax and PAT margins above the underlying pre-tax profitability.
During the financial year ended March 31, 2025, on account of increase in revenue (from Rs. 60,623 thousand to Rs. 4,93,568 thousand) and the improved underlying PBT Margin, the accumulated brought-forward losses were largely utilised. Accordingly, the Current Tax charge increased to Rs. 8,447 thousand and the Deferred Tax credit moderated to Rs. 11,955 thousand resulting in a return to a near-normal effective tax rate and a moderation in PAT margins to 16.40%, despite an improvement in the underlying PBT margin expanding from 12.69% in financial year ended March 31, 2024 to 15.69% in financial year ended March 31, 2025.
On a pre-tax basis, which better reflects the underlying operating performance of the business, PBT margins improved from 12.69% in the financial year ended March 31, 2024 to 15.69% in the financial year ended March 31, 2025. This trend indicates the structural and sustainable nature of this profitability improvement.
CASH FLOWS
The following table sets forth our cash flows for the period indicated:
(? in 000)
| Particulars | March 31, 2026 | March 31, 2025 | March 31, 2024 |
| Net cash flow generated from/ (used in) operating activities | (1,16,640) | (50,484) | 7,853 |
| Net cash flow generated from/ (used in) investing activities | (12,089) | (1,761) | 154 |
| Net cash flow generated from from/ (used in) financing activities | 1,30,732 | 51,800 | (6,159) |
| Net increase/(decrease) in cash and cash equivalents | 2,004 | (444) | 1,847 |
| Opening Balance of Cash and Cash Equivalents (Restated) | 2,370 | 2,814 | 967 |
| Closing Balance of Cash and Cash Equivalents | 4,373 | 2,370 | 2,814 |
All amounts are f in 000 unless otherwise stated Operating Activities Financial Year 2025-26
Net cash used in operating activities was Rs. (1,16,640) for the financial year ended March 31, 2026. Operating profit before changes in working capital was Rs. 2,64,123 adjusted for working capital movements and income tax payments.
Notwithstanding a profit before tax of Rs. 2,49,404 for the financial year ended March 31, 2026, net cash flows from operating activities were negative, primarily on account of an absorption of total working capital items of Rs. 3,59,360, comprising an increase in trade receivables of Rs. 60,674, an increase in inventories of Rs. 1,83,698, an increase in short term loans and advances of Rs. 1,24,060 and income tax paid of Rs. 21,403, consequent upon the significant increase in the scale of operations and the shift towards larger, longer-cycle on-site execution engagements during the year.
Our Company has recorded negative net cash flows from operating activities in each of the financial years ended March 31, 2026 and March 31, 2025, aggregating Rs. (1,67,124), which have been funded principally through borrowings and the issue of equity share capital. Sustained negative cash flows from operating activities may require us to raise additional debt or equity financing, which may not be available on commercially acceptable terms, and may adversely affect our liquidity, financial condition and results of operations.
Financial Year 2024-25
Net cash used in operating activities was Rs. (50,484) for the financial year ended March 31, 2025. Operating profit before changes in working capital was Rs. 95,344 adjusted for working capital movements and income tax payments.
Financial Year 2023-24
Our net cash generated in operating activities was Rs. 7,853 for the financial year ended March 31, 2024. Operating profit before changes in working capital items was Rs. 15,789 which was adjusted for working capital changes and income tax payments.
Investing Activities
Financial Year 2025-26
Net cash used in investing activities for financial year ended March 31, 2026, was Rs. (12,089), primarily due to capital expenditure, addition of intangible assets and non-current assets, partially offset by dividend received.
Financial Year 2024-25
Net cash used in investing activities for financial year ended March 31, 2025 was Rs. (1,761), primarily due to capital expenditure, addition of intangible assets, and increase in non-current assets, partially offset by dividend received.
Financial Year 2023-24
Net cash generated in investing activities for financial year ended March 31, 2024 was Rs. 154, primarily due to withdrawal of fixed deposits, partially offset by capital expenditure.
Financing Activities
Financial Year 2025-26
Net cash generated in financing activities for the financial year ended March 31, 2026, was Rs. 1,30,732, primarily due to proceeds from the issue of capital and borrowings (short term and long term), partially offset by interest paid.
Financial Year 2024-25
Net cash generated in financing activities for the financial year ended March 31, 2025 was Rs. 51,800, primarily due to proceeds from the issue of capital and Long term borrowings, partially offset by interest paid and repayment of short term borrowings.
Financial Year 2023-24
Net cash used in financing activities for the financial year ended March 31, 2024 was Rs. (6,159), primarily due to repayment of Long term borrowings and interest paid, partially offset by proceeds from short term borrowings.
Contingent Liabilities and Capital Commitments
The following table sets forth our contingent liabilities and capital commitments as at March 31, 2026, March 31, 2025 and March 31, 2024 as per restated financial information.
| Particulars | March 31, 2026 | March 31, 2025 | March 31, 2024 |
| (a) Contingent Liability | |||
| Bank Guarantees | 2,994 | 2,957 | 4,435 |
| Claims Against the company not acknowledged as debt | 52,171 | 52,619 | 52,619 |
| (b) Capital Commitments | - | - | - |
| Total | 55,165 | 55,575 | 57,053 |
Quantitative and Qualitative Disclosures about Market Risk
Market risk is the risk of loss related to adverse changes in market prices, including interest rates. In the normal course of business, we are exposed to certain market risks including interest rate risk, liquidity risk and credit risk. We aim to foresee the unpredictability of financial markets and seek to minimize potential adverse effects on our financial performance. However, there can be no assurance that such measures will fully mitigate the impact of adverse market movements.
Interest rate risk
Interest rate risk arises from changes in prevailing market interest rates, which may affect the fair value of fixed-rate financial instruments and the cash flows of variable-rate financial instruments. The Company s operations are funded, to a certain extent, through interest-bearing borrowings and, accordingly, the Company is exposed to interest rate risk. Fluctuations in market interest rates may impact the finance costs of borrowings that carry variable rates of interest. The Company monitors its interest rate exposure on an ongoing basis and seeks to manage such risk by maintaining an appropriate mix of borrowings and by negotiating competitive interest rates. However, there can be no assurance that future movements in interest rates will not adversely affect the Company s financial condition or results of operations.
Liquidity risk
Liquidity risk is the risk that our Company may encounter difficulty in meeting the obligations associated with its financial liabilities that are settled by delivering cash or another financial asset. Liquidity risk is managed by us through effective fund management of the Company s short, medium and long-term funding and liquidity management requirements. Our Company employee prudent liquidity risk management practices by maintaining adequate reserves, banking facilities and other committed borrowing facilities, by continuously monitoring forecast and actual cash flows, and by matching the maturity profiles of financial assets and liabilities. The Company s objective is to ensure sufficient liquidity at all times to meet its operational requirements and financial obligations.
Credit Risk
Credit risk is the risk of financial loss to our Company if a customer or counterparty to a financial instrument fails to meet its contractual obligations. It primarily arises from our Company s trade and other receivables, cash and cash equivalents and other bank balances. To manage this, we periodically assesses financial creditworthiness of customers, taking into account the financial condition, current economic trends and analysis of historical bad debts and ageing of accounts receivable. The maximum exposure to credit risk in case of all the financial instruments covered below is restricted to their respective carrying amount. However, there can be no assurance that our counterparties may not default on their obligations, which may adversely affect our business and financial condition and cash flow.
Trade and other receivables from customers
Credit risk with respect to trade and other receivables is managed through credit approvals, establishing credit limits and monitoring the creditworthiness of customers to whom the Company grants credit terms in the normal course of business. Our Company measures the expected credit loss of trade receivables based on historical trend, industry practices and the business environment in which the entity operates.
Cash and cash equivalents
The cash and cash equivalents are held with bank that have good credit ratings and financial institution counterparties with good market standing.
OTHER MATTERS
Details of default, if any, including therein the amount involved, duration of default and present status, in repayment of statutory dues or repayment of debentures or repayment of deposits or repayment of loans from any bank or financial institution
Except as disclosed in chapter titled Restated Financial Statements beginning on page 280 of this Red Herring Prospectus, there have been no defaults in payment of statutory dues or repayment of debentures and interest thereon or repayment of deposits and interest thereon or repayment of loans from any bank or financial institution and interest thereon by the Company.
Material Frauds
There are no material frauds, as reported by our statutory auditor committed against our Company, during the last three financials year.
Disclosure under Item (II)(C)(iv) of Part A of Schedule VI to the SEBI Regulations
A. Unusual or infrequent events or transactions including unusual trends on account of business activity, unusual items of income, change of accounting policies and discretionary reduction of expenses etc.
Except as described elsewhere in this Red Herring Prospectus, there have been no events or transactions to our knowledge which may be described as unusual or infrequent
B. Significant economic changes that materially affected or are likely to affect income from continuing operations
Government policies governing the sector in which we operate as well as the overall growth of the Indian economy has a significant bearing on our operations. Major changes in these factors can significantly impact income from continuing operations.
There are no significant economic changes that materially affected our Company s operations or are likely to affect income except as mentioned in the section titled Risk Factors beginning on page 24 of this Red Herring Prospectus.
C. Known trends or uncertainties that have had or are expected to have a material adverse impact on sales, revenue or income from continuing operations
Other than as described in the section titled Risk Factors and Managements Discussion and Analysis of Financial Conditions and Results of Operations beginning on page 24 and respectively of this Red Herring Prospectus, to our knowledge there are no known trends or uncertainties that have or are expected to have a material adverse impact on our income from continuing operations.
D. Expectedfuture changes in relationship between costs and revenues, in case of events such as future increase in material costs or prices that will cause a material change are known
Other than as described in the section titled Risk Factors and Management s Discussion and Analysis of Financial Conditions and Results of Operations beginning on page 24 and 24 respectively of this Red Herring Prospectus, there are no known factors to our knowledge which would have a material adverse impact on the relationship between costs and income of our Company. Our Company s future costs and revenues will be determined by demand/supply situation, government policies and other economic factors.
E. The extent to which material increases in net sales or revenue are due to increased sales volume, introduction of new products or services or increased sales prices
Changes in revenue in the last three financial years are as explained in the part Financial Year 2024-25 compared with financial year 2023-24 and Financial Year 2023-24 compared with Financial Year 2024-23 above.
F. Total turnover of each major industry segment in which the issuer operated
Our Company is engaged into plasma cutting machines, welding equipment and customised automation systems for metal fabrication and related industries in India. Relevant industry data, as available, has been included in the chapter titled Industry Overview beginning on page 160 of this Red Herring Prospectus.
G. Status of any publicly announced new products or business segment
Except as disclosed in this Red Herring Prospectus, we have not announced and do not expect to announce in the near future any new products/services or business segment.
H. Any significant dependence on a single or few suppliers or customers
Revenues from any particular customer may vary between financial reporting periods depending on the nature and term of ongoing contracts with such customer. The table below sets forth our revenue from our top customers of our Company as a percentage of our revenue from operations for the financial year ended March 31, 2026, March 31, 2025 and March 31, 2024 are as below:
| Particulars | FY 2025-26 | FY 2024-25 | FY 2023-24 | |||
| Revenue | % of Revenue from operations | Revenue | % of Revenue from operations | Revenue | % of Revenue from operations | |
| Top-1 Customer | 1,47,621 | 11.24% | 1,27,103 | 25.75% | 10,338 | 17.05% |
| Top-3 Customers | 3,73,622 | 28.45% | 2,87,136 | 58.18% | 16,291 | 26.87% |
| Top-5 Customers | 5,25,956 | 40.05% | 3,48,353 | 70.58% | 21,335 | 35.19% |
| Top-10 Customers | 8,21,974 | 62.61% | 4,14,041 | 83.89% | 33,765 | 55.70% |
As certified by Peer Reviewed Auditor of our Company i.e., M/s. Bhasin Hota & Co., Chartered Accountants by way of their certificate dated July 28, 2026.
The table set forth our supplier dependence of top supplier of our Company as a percentage of Total Suppliers for the financial year ended March 31, 2026, March 31, 2025 and March 31, 2024 are as below:
(% in thousands)
| Particulars | FY 2025-26 | FY 2024-25 | FY 2023-24 | |||
| Purchases | % of total Purchases | Purchases | % of total Purchases | Purchases | % of total Purchases | |
| Top-1 Supplier | 4,47,636 | 38.31% | 3,01,653 | 66.81% | 3,540 | 14.46% |
| Top-3 Suppliers | 7,96,575 | 68.18% | 3,61,692 | 80.10% | 6,692 | 27.32% |
| Top-5 Suppliers | 9,39,772 | 80.44% | 3,84,042 | 85.05% | 8,112 | 33.12% |
| Top-10 Suppliers | 10,92,468 | 93.50% | 4,20,478 | 93.12% | 10,686 | 43.63% |
As certified by Peer Reviewed Auditor of our Company i.e., M/s. Bhasin Hota & Co., Chartered Accountants by way of their certificate dated July 28, 2026.
I. Competitive conditions
We expect competition in our business to intensify from existing and potential competitors. We face competition from both organized and unorganized players in the market. We believe that our expertise, quality offerings and distinguished experience will be key to overcoming competition posed by such players. We believe that the principal factors affecting competition in our business include client relationships, reputation, and the quality and pricing of our products.
J. Related Party Transactions
We have entered into transactions with certain related parties, including directors, chief financial officer, company secretary and group entities. In particular, we have engaged in various transactions with these parties in relation to, amongst others, remuneration, commission, rent expense, loans, other advances, Sale & purchase of product, etc.
For further information relating to our related party transactions see Financial Information on page 280 of this Red Herring Prospectus.
IIFL Customer Care Number
(Gold/NCD/NBFC/Insurance/NPS)
1860-267-3000 / 7039-050-000
IIFL Capital Services Support WhatsApp Number
+91 9892691696
IIFL Capital Services Limited - Stock Broker SEBI Regn. No: INZ000164132 (Member ID - NSE: 10975 BSE: 179 MCX: 55995 NCDEX: 01249), DP SEBI Reg. No. IN-DP-185-2016, IA SEBI Regn. No: INA000000623, Merchant Banker SEBI Regn. No. INM000010940, RA SEBI Regn. No: INH000000248, BSE Enlistment Number (RA): 5016, AMFI-Registered Mutual Fund Distributor & SIF Distributor
ARN NO : 47791 (Date of initial registration – 17/02/2007; Current validity of ARN – 08/02/2027), PFRDA Reg. No. PoP 20092018, IRDAI Corporate Agent (Composite) : CA1099

This Certificate Demonstrates That IIFL As An Organization Has Defined And Put In Place Best-Practice Information Security Processes.