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Vashishtha Luxury Fashion Ltd Management Discussions

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Sep 22, 2025|12:00:00 AM

Vashishtha Luxury Fashion Ltd Share Price Management Discussions

You should read the following discussion of our financial condition and results of operations together with our restated financial
statements included in the Red Herring Prospectus. You should also read the section entitled "Risk Factors" beginning on page 23
and "ForwardLooking Statements" beginning on page 16, which discusses a number of factors, risks and contingencies that could
affect our financial condition and results of operations.

The following discussion of our financial condition and results of operations should be read in conjunction with our restated
financial statements for the year ended March 31, 2025 & March 31, 2024, March 31, 2023 including the schedules and notes
thereto and the reports thereto, which appear in the section titled "Financial Information" on page 168 of the Red Herring
Prospectus. The financial statements presented and discussed herein have been prepared to comply in all material respects with the
notified accounting standards by Companies (Accounting Standards) Rules, 2006 (as amended), the relevant provisions of the
Companies Act and SEBI (Issue of Capital and Disclosure Requirements) Regulations. Our fiscal year ends on March 31 of each
year. Accordingly, all references to a particular fiscal period are to the twelve-month period ended on March 31 of that year. The
forward-looking statements contained in this discussion and analysis is subject to a variety of factors that could cause actual results
to differ materially from those contemplated by such statements.

Overview

Vashishtha Luxury Fashion Limited, our Company was originally formed as a Partnership Firm in the name and style of "Vashishtha
Exports" pursuant to Deed of Partnership dated February 17, 2010. Vashishtha Exports was thereafter converted from Partnership
Firm into a Private Limited Company under Part I chapter XXI of the Companies Act, 2013 in the name of "Vashishtha Luxury
Fashion Private Limited" and received Certificate of Incorporation issued by Registrar of Companies, Central Registration Centre
dated September 06, 2022. Subsequently, pursuant to a special resolution of our Shareholders passed in the Extra-Ordinary General
Meeting held on March 10, 2023 the name of our Company was changed to "Vashishtha Luxury Fashion Limited" and a fresh
certificate of incorporation dated May 8, 2023 was issued to our Company by the Registrar of Companies, Maharashtra, Mumbai.
The corporate identification number of our Company is U17100MH2022PLC389963.

Incorporated in the year 2010 as a partnership firm, our Company, Vashishtha Luxury Fashion Limited, is engaged in the business
of exporting of high fashion hand embroidery, accessories & finished garments. Vashishtha Luxury Fashion Limited is reliable name
amongst International Designers, Fashion Houses & Boutiques. It is majorly engaged in the business of exporting to various brands
and Fashion Houses; however, it also caters services in customized designs as requested by clients in textile and apparel industry.
We are 100% Export Company. Since beginning, it is providing services to many Couture and pret-a-porter brands from Europe,
UK, USA, Australia, European countries & Turkey.

SIGNIFICANT DEVELOPMENTS SUBSEQUENT TO THE LAST FINANCIAL:

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

Factors Affecting our Results of Operations

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

1. A reduction in the demand of the products in which we deal in and/or competing products gaining wider market acceptance;

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

3. Failure to comply with regulations prescribed by authorities of the jurisdictions in which we operate;

4. Changes in laws and regulations relating to the industries in which we operate;

5. Occurrence of natural disasters or calamities affecting the areas in which we have operations;

6. Disruptions in the supply chain can lead to higher costs, reduced production, and lost sales;

STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES

For details in respect of Statement of Significant Accounting Policies, please refer to Annexure IV of Restated Financial Statements
under chapter titled "Restated Financial Statements" beginning on page
168 of this Red Herring Prospectus.

RESULTS OF KEY OPERATION

The following table sets forth select financial data from our restated Consolidated financial statement of profit and loss for the
financial year ended March 31, 2025 the components of which are also expressed as a percentage of total revenue for such period
and financial period.

(Rs in Lakhs)

Particulars

For the year ended

March 31, 2025 % of Total Income

Revenue from Operations

1,063.60 98.09

Other Income

20.71 1.91

Total Income (A)

1,084.31 100.00

EXPENDITURE

Cost of Material Consumed

456.65 42.11

(Increase)/Decrease in stock

-12.69 -1.17

Employee benefits expense

254.26 23.45

Depreciation and amortization expense

24.52 2.26

Finance Cost

24.07 2.22

Other expenses

130.57 12.04

Total Expenses (B)

877.38 80.92

Profit before Exceptional Items(A-B)

206.93 19.08

Exceptional Items

0 0.00

Profit Before Tax

206.93 19.08

Tax expense:

(i) Current tax

53.41 4.93

(ii) Deferred tax

0.03 0.00

Total Tax Expense

53.44 4.93

Profit for the year

153.49 14.16

Minority Interest

0.17 0.02

Balance carried to Balance Sheet

153.32 14.14

The following table sets forth select financial data from our restated standalone financial statement of profit and loss for the year
ended March 31, 2025, March 31, 2024, and March 31, 2023, the components of which are also expressed as a percentage of total
revenue for such financial year.

(Rs in Lakhs)

Particulars

For the year ended

March 31, 2025 % of Total
Income
March 31,
2024
% of Total
Income
March 31,
2023
% of Total
Income

Revenue from
Operations

1,063.10 97.71 713.62 95.79 611.85 89.14

Other Income

24.89 2.29 31.36 4.21 74.53 10.86

Total Income (A)

1,087.99 100.00 744.98 100.00 686.38 100.00

EXPENDITURE

Cost of Material
Consumed

590.26 54.25 397.22 53.32 303.48 44.22

(Increase)/Decrease in
stock

-18.79 -1.73 -0.32 -0.04 -6.57 -0.96

Employee benefits
expense

167.31 15.38 135.52 18.19 113.84 16.59

Depreciation and
amortization expense

22.29 2.05 21.04 2.82 23.41 3.41

Finance Cost

22.62 2.08 29.17 3.92 29.42 4.29

Other expenses

117.27 10.78 108.52 14.57 74.40 10.84

Total Expenses (B)

900.98 82.81 691.14 92.77 537.99 78.38

Profit before
Exceptional Items(A-B)

187.01 17.19 53.85 7.23 148.39 21.62

Exceptional Items

0 0 0 0 0 0

Profit Before Tax

187.01 17.19 53.85 7.23 148.39 21.62

Tax expense:

(i) Current tax

43.22 3.97 18.63 2.50 40.70 5.93

(ii) Deferred tax

1.43 0.13 3.28 0.44 3.19 0.46

Total Tax Expense

44.65 4.10 21.91 2.94 43.89 6.39

Profit for the year

142.36 13.08 31.93 4.29 104.50 15.22

Rational for Fluctuation in Revenue

The Companys revenue trajectory has experienced notable fluctuations over the past few years, largely influenced by external
factors, particularly the impact of the COVID-19 pandemic. The Companys revenue from operations has demonstrated a notable
recovery, driven by a combination of external market factors and internal operational efficiencies. In FY 2019 and FY 2020, the
Company consistently achieved a strong revenue range of Rs900 lakhs to Rs1,000 lakhs, reflecting solid demand and robust export
performance. However, the onset of the COVID-19 pandemic in FY 2021 had a severe impact on global trade and supply chains,
causing a significant drop in the Companys revenue. This decline was primarily attributed to the sharp reduction in export sales, as
lockdowns, travel restrictions, and disrupted production schedules curtailed demand.

As a result, the Companys revenue from operations fell to Rs 445.87 lakhs and Rs 410.19 lakhs in FY 2021 and FY 2022 respectively,
reflecting the broader challenges posed by the pandemic. Despite these challenges, the Companys revenue started to recover in FY
2023 and continued its upward trajectory into FY 2024, reaching Rs 611.85 lakhs and Rs713.62 lakhs in FY 2023 and FY 2024
respectively. This rebound was largely driven by the easing of COVID-related restrictions, the normalization of international trade,
and the Companys efforts to adapt to the new market conditions.

Alongside this revenue growth, the Company also saw an improvement in its profitability. As the Companys top-line grew, it
benefited from the leverage of its fixed cost structure. Since a significant portion of the Companys costs are fixed, the incremental
revenue from the rebound in sales contributed directly to the bottom line. With fixed costs remaining largely stable, the increase in
revenue led to a proportionally higher contribution to profit after accounting for operating expenses. This efficiency in cost
management helped boost margins and enhance overall profitability as the Company leveraged its existing infrastructure and
resources to capture additional revenue.

In summary, the Companys revenue from operations grew significantly from Rs410.19 lakhs in FY 2022 to Rs713.62 lakhs in FY
2024, reflecting a strong post-pandemic recovery. Additionally, the improvement in profitability was driven by the fixed-cost
leverage, allowing incremental revenue to contribute directly to the Companys bottom line as it scaled its operations.

Rational for Fluctuation in Profit

The standalone Profit After Tax (PAT) of the company for FY 2022, FY 2023, and FY 2024 was Rs4.77 lakhs, Rs104.50 lakhs, and
^31.93 lakhs, respectively. This reflects an approximate 2090.78% growth in PAT in FY 2023 compared to FY 2022. The said
deviation is mainly due to employee benefits expenses, depreciation and finance cost, which reduced as a percentage of revenue
from operations compared to financial year 2022. Further, all these expenses are fixed in nature. These costs reduced as a percentage
of revenue from operations because of increase in the sale of goods in financial year 2023 compared to financial year 2022. Further,
a significant deviation was observed in FY 2024, with PAT declining by approximately 70% compared to FY 2023.

The steep decline in profitability for FY 2024 was primarily due to a temporary shift in export operations from Vashishtha Luxury
Fashion Limited to Vashishtha Embroidery Private Limited. This shift became necessary as Vashishtha Luxury Fashion Limited
was in its transition phase and awaiting approval for its Import Export License. This operational adjustment resulted in the temporary
transfer of export-related revenues and profits to Vashishtha Embroidery Private Limited, thereby impacting the standalone
financials of Vashishtha Luxury Fashion Limited.

The Companys Profit After Tax for the year ended March 31, 2025 increased significantly to Rs142.36 lakhs as compared to Rs31.93
lakhs in the previous year, registering a growth of Rs110.43 lakhs or 345.85%. This improvement was primarily driven by a strong
increase in revenue from operations, which grew by 48.97% from Rs713.62 lakhs in FY 2024 to Rs1,063.10 lakhs in FY 2025 on
account of higher sales volumes, improved order execution and an expanded customer base. Finance costs decreased at Rs22.62 lakhs
in FY 2025 compared to Rs29.17 lakhs in FY 2024 despite higher turnover, reflecting improved working capital management and
debt optimisation. These factors collectively led to a sharp increase in profit before tax from Rs53.85 lakhs in FY 2024 to Rs187.01
lakhs in FY 2025. Overall, the substantial improvement in PAT was the result of robust revenue growth, improved overhead
management and stable finance costs, which together strengthened the Companys profitability for the year.

Key Components of Companys Profit and Loss Statement

Revenue from Sale of Product: Revenue from operations mainly consists of Sales of Products and services.

Expenses: Companys expenses consist of Cost of Raw material consumed, change in inventories of finished goods, employee
benefit expenses, finance cost, depreciation and amortization expenses and other expenses.

Employee Benefits Expense: Employee benefit expense includes Directors Remuneration and Workers and Office staff salaries.

Finance Costs: Finance cost comprises interest on Indebtedness, Bank charges and Processing Charges Loan.

Depreciation and Amortization Expense: We recognize Depreciation and Amortization expense on a WDV Basis as per the rates
set forth in the Companies Act, 2013.

Other Expenses: Other expenses includes Commission expenses, Audit Fees, Courier charges, Travelling expenses, Electricity
Expenses, etc.

Consolidated Results of Operations for the year ended March 31, 2025
Revenue from Operations

The Companys revenue from operations for the financial year 2024-25 was Rs 1,063.60 lakhs comprising of sale of goods.

Other Income

In the financial year 2024-25, the Other Income was Rs 20.71 Lakhs comprising of foreign exchange gain of Rs 8.33 lakhs, rent
received of Rs 4.50 lakhs and sale of license of Rs 7.74 lakhs.

Cost of Material Consumed

The Cost of Material Consumed was Rs 456.65 lakhs in financial year 2024-25.

Employee Benefits Expenses

The Employee benefit expenses were Rs 254.26 lakhs in the Financial Year 2024-25 comprising of salary expenses of Rs 175.36 lakhs,
remuneration to directors of Rs 63.00 lakhs, staff welfare of Rs 1.38 lakhs, Gratuity of Rs 7.21 lakhs and Employers contribution to PF
of Rs 7.32 lakhs.

Depreciation and Amortisation Expenses

The Depreciation and Amortisation expenses were Rs 24.52 lakhs in the financial year 2024-25.

Finance Cost

The Finance cost was Rs 24.07 lakhs in the Financial Year 2024-25 comprising of interest expense and bank charges of Rs 19.15 lakhs
and Rs 4.92 lakhs respectively.

Other Expenses

The Other expenses were Rs 130.57 lakhs in the financial year 2024-25 comprising of commission expenses of Rs 34.63 lakhs, courier
expenses of Rs 13.09 lakhs, professional fees of Rs 23.65 lakhs, repairs and maintenance of Rs 15.77 lakhs among others.

EBITDA

The EBITDA for financial year 2024-25 was Rs 234.80 lakhs. The EBITDA was 22.08% of revenue from operations in financial year
2024-25.

Profit after Tax (PAT)

PAT is Rs 153.32 lakhs for the financial year 2024-25. The PAT was 14.14% of total income.

Comparison of FY 2025 with FY 2024:

Revenue from Operations

The Companys revenue from operations for the financial year 2024-25 was Rs 1,063.10 lakhs. This represents a 48.97% increase
compared to the previous financial years revenue from operations of Rs 713.62 lakhs. The increase is attributable to increase in sale
of goods by Rs 349.48 lakhs.

Other Income

In the financial year 2024-25, the Other Income was Rs 24.89 Lakhs, recorded a decrease of Rs 6.47 lakhs, as compared to Rs 31.36
lakhs in financial year 2023-24. This was primarily due to decrease in foreign exchange gain and duty drawback by Rs 3.44 and Rs
5.12 lakhs respectively.

Cost of Material Consumed

The Cost of Material Consumed increased to Rs 590.26 lakhs in financial year 2024-25 from Rs 397.22 lakhs in financial year 2023-
24. This represents an increase of approximately Rs 193.04 lakhs or 48.60% which is due to major increase in purchases of stock in
trade/raw materials.

Employee Benefits Expenses

The Employee benefit expenses increase by 23.46% to Rs 167.31 lakhs in the Financial Year 2024-25 against that of Rs 135.52 lakhs
in Financial Year 2023-24. The increase in employee expenses was on account increase in salary and wages and increase in director
remuneration.

Depreciation and Amortisation Expenses

The Depreciation and Amortisation expenses increased by Rs 1.25 lakhs to Rs 22.29 lakhs in the financial year 2024-25 against that of
Rs 21.04 lakhs in financial year 2023-24. The increase in depreciation was due to addition in office equipment and computer &
software.

Finance Cost

The Finance cost decreased to Rs 22.62 lakhs in the Financial Year 2024-25 against that of Rs 29.17 lakhs in Financial Year 2023-24.
The decrease of the finance cost is on account minor decrease in interest expenses of Rs 6.36 lakhs. The decrease in interest expense
was as a result of decrease in borrowings of the company.

Other Expenses

The Other expenses increased by 8.06% to Rs 117.27 lakhs in the financial year 2024-25 as against that of Rs 108.52 lakhs in financial
year 2023-24. The other expenses increase was mainly on account of increase in business promotion expenses by Rs 4.14 lakhs,
Professional fees by Rs 15.47 lakhs and repairs and maintenance expenses by Rs 4.13 lakhs.

EBITDA

The EBITDA for financial year 2024-25 was Rs 207.04 lakhs as compared to Rs 72.69 lakhs for financial year 2023-24. The EBITDA
was 19.47% of revenue from operations in financial year 2024-25 as compared to 10.19% in financial year 2023-24. The EBITDA
increased in financial year 2024-25 compared to financial year 2023-24 on account of revenue growth of 48.97% as compared to
that of employee expenses and other expenses.

Profit after Tax (PAT)

PAT is Rs 142.36 lakhs for the financial year 2024-25 compared to Rs 31.93 lakhs in financial year 2023-24. The PAT was 13.08% of
revenue from operations in financial year 2024-25 compared to 4.29% of revenue from operations in F.Y. 2023-24. The profit is
increased on account of shifting back of exports after the receipt of the required approval by the company.

Comparison of FY 2024 with FY 2023:

Revenue from Operations

The Companys revenue from operations for the financial year 2023-24 was Rs 713.62 lakhs. This represents a 16.63% increase
compared to the previous financial years revenue from operations of Rs 611.85 lakhs. The increase is attributable to increase in sale
of goods by Rs 101.78 lakhs.

Other Income

In the financial year 2023-24, the Other Income was Rs 31.36 Lakhs, recorded a decrease of Rs 43.17 lakhs, as compared to Rs 74.53
lakhs in financial year 2022-23. This was primarily due to decrease in discount received by Rs 63.99 lakhs.

Cost of Material Consumed

The Cost of Material Consumed increased to Rs 397.22 lakhs in financial year 2023-24 from Rs 303.48 lakhs in financial year 2022-
23. This represents an increase of approximately Rs 93.74 lakhs or 30.89% which is due to major increase in job work charges and
normal increase in raw material prices.

Employee Benefits Expenses

The Employee benefit expenses increase by 19.04% to Rs 135.52 lakhs in the Financial Year 2023-24 against that of Rs 113.84 lakhs
in Financial Year 2022-23. The increase in employee expenses was on account increase in salary and wages and increase in director
remuneration.

Depreciation and Amortisation Expenses

The Depreciation and Amortisation expenses decrease by Rs 2.37 lakhs to Rs 21.04 lakhs in the financial year 2023 -24 against that of
Rs 23.41 lakhs in financial year 2022-23. The decrease in depreciation was due to decrease in WDV of asset.

Finance Cost

The Finance cost decreased to Rs 29.17 lakhs in the Financial Year 2023-24 against that of Rs 29.42 lakhs in Financial Year 2022-23.
The decrease of the finance cost is on account minor decrease in interest expenses of Rs 0.98 lakhs. The decrease in interest expense
was as a result of decrease in borrowings of the company.

Other Expenses

The Other expenses increased by 45.86% to Rs 108.52 lakhs in the financial year 2023 -24 as against that of Rs 74.40 lakhs in financial
year 2022-23. The other expenses increase was mainly on account of increase in commission expenses by Rs 13.53 lakhs, Office
expenses by Rs 4.70 lakhs and travelling expenses by Rs 8.18 lakhs.

EBITDA

The EBITDA for financial year 2023-24 was Rs 72.69 lakhs as compared to Rs 126.70 lakhs for financial year 2022-23. The EBITDA
was 10.19% of revenue from operations in financial year 2023-24 as compared to 20.71% in financial year 2022-23. The EBITDA
decreased in financial year 2023-24 compared to financial year 2022-23 on account of temporary shift of export from Vashishtha
Luxury Fashion Limited to Vashishtha Embroidery Private Limited as the Import Export license was pending to be received in the
name of Vashishtha Luxury Fashion Limited.

Profit after Tax (PAT)

PAT is Rs 31.93 lakhs for the financial year 2023-24 compared to Rs 104.50 lakhs in financial year 2022-23. The PAT was 4.29% of
revenue from operations in financial year 2023-24 compared to 15.22% of revenue from operations in F.Y. 2022-23. The profit is
decreased on account of temporary shift of exports as stated above.

Cash Flows

(Rs in Lakhs)

Particulars

For the year ended
March 31, 2025
(Consolidated)
For the year ended
March 31, 2025
(Standalone)
For the year ended
March 31, 2024
(Standalone)
For the year ended
March 31, 2023
(Standalone)

Net Cash from Operating
Activities

(64.58) (3.17) 40.44 123.15

Net Cash from Investing
Activities

(12.93) (107.08) 4.78 27.77

Net Cash used in Financing
Activities

85.04 110.42 (43.48) (152.16)

Cash Flows from Operating Activities

Consolidated Net cash from operating activities for year ended on March 31, 2025 was at ? (64.58) lakhs as compared to Profit After
Tax at ? 153.32 lakhs. The main reason for the negative cashflow from operating activities was increase in operating liabilities.

Net cash from operating activities for year ended on March 31, 2025, was at ? (3.17) lakhs, while Net cash from operating activities
for period ended on March 31, 2024, was at ? 40.44 lakhs. The difference in net operating cashflows was mainly due to decrease in
short term borrowings and trade payables in FY 2024-25 which resulted in higher cash outflow in FY 2025.

Net cash from operating activities for year ended on March 31, 2024, was at ? 40.44 lakhs, while Net cash from operating activities
for period ended on March 31, 2023, was at ? 123.15 lakhs. The difference in net operating cashflows was mainly due to increase
in short term borrowings in FY 2022-23 and increase in current assets in FY 2023-24 which resulted in higher cash outflow in FY
2024. The main component of Other current assets consists of Balance with Revenue Authorities.

Cash Flows from Investment Activities

The consolidated net cash invested in Investing Activities was ? (12.93) lakhs for FY 2025 on account of purchase of fixed asset.

In year ended March 31, 2025, the net cash received from Investing Activities was ? (107.08) lakhs. This was mainly on account of
Investment in subsidiary of the Company. In year ended March 31, 2024, the net cash received from Investing Activities was ? 4.78
lakhs. This was mainly on account of sale of investments and In the period ended March 31, 2023, the net cash received from
investing activities was ? 27.77 lakhs, on account of sale of investments.

Cash Flows from Financing Activities

For Year ended on March 31, 2025, the consolidated net cash from financing activities was t 85.04 lakhs. This was on account of
proceeds from issue of shares on rights basis.

In Period ended on March 31, 2025, the net cash from financing activities was t 110.42 lakhs. This was on account of Increase in
share capital. In Period ended on March 31, 2024, the net cash from financing activities was t (43.48) lakhs. This was on account
of payment of finance costs and Repayment of long-term loans. In the period ended March 31, 2023, the net cash from financing
activities was t (152.16) lakhs on account of finance costs paid and Repayment of long-term loans.

Information required as per Item (II) (C) (iv) of Part A of Schedule VI to the SEBI Regulations:

An analysis of reasons for the changes in significant items of income and expenditure is given hereunder:

1. Unusual or infrequent events or transactions

Except as described in this Red Herring Prospectus, during the periods under review there have been no transactions or events,
which in our best judgment, would be considered unusual or infrequent.

2. Significant economic changes that materially affected or are likely to affect income from continuing operations.

Other than as described in the section titled "Risk Factors" beginning on page 23 of this Red Herring Prospectus, to our knowledge
there are no known significant economic changes that have or had or are expected to have a material adverse impact on revenues or
income of our Company from continuing operations.

3. Known trends or uncertainties that have had or are expected to have a material adverse impact on sales, revenue or income
from continuing operations.

Apart from the risks as disclosed under Section "Risk Factors " beginning on page 23 in the Red Herring Prospectus, in our opinion
there are no other known trends or uncertainties that have had or are expected to have a material adverse impact on revenue or
income from continuing operations.

4. Future changes in relationship between costs and revenues

Our Companys future costs and revenues will be determined by demand supply situation, Government Policies and growth of
industry in which we operate.

5. Income and Sales on account of main activities.

Income and sales of our Company on account of major activities derives from Sale of goods.

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

Our Company has not announced any new Product other than disclosed in the Red Herring Prospectus.

7. Seasonality of business

Our Company is engaged in the business of exporting of high fashion hand embroidery, accessories & finished garments and business
of our company is not seasonal in nature and demand and supply of our products are market driven.

8. Dependence on few customers/ clients

Revenues from any particular client may vary between financial reporting periods depending on the nature and term of on-going
contracts with such client. However, historically certain key clients have accounted for a significant proportion of our revenues for
the year ended March 31, 2025, March 31, 2024 and March 31, 2023 of our top ten customers contributed 74.38%, 74.02% and
89.80% respectively of the revenue while our largest customer contributed 17.42%, 29.82% and 19.76% respectively of our revenue
of that period.

9. Competitive conditions

Competitive conditions are as described under the Chapters "Industry Overview" and "Our Business" beginning on pages 94 and
116, respectively of the Red Herring Prospectus.

10. Details of material developments after the date of last balance sheet i.e. March 31, 2025

There have been no material developments occurred after the date of last Balance sheet i.e. March 31, 2025.

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