OF FINANCIAL CONDITION AND RESULTS OF OPERATION
The following discussion of our financial condition and results of operations together with the Restated Financial Statements which have been included in this Draft Red Herring Prospectus. The following discussion and analysis of our financial condition and results of operations is based on our Restated Financial Statements for the six months period ended September 30, 2025 and Fiscals 2025, 2024 and 2023 including the related notes and reports, included in this Draft Red Herring Prospectus prepared in accordance with requirements of the Companies Act and restated in accordance with the SEBI (ICDR) Regulations, as amended which differ in certain material respects from IFRS, U.S. GAAP and GAAP in other countries. Our Restated Financial Statements have been derived from our audited financial statements for the respective period and years. Our fiscal year commences on April 01 ends on March 31 of each year, so all references to a particular Fiscal or fiscal year are to the twelve-month period ended March 31 of that year.
The following discussion contains forward-looking statements and reflects our current views with respect to future events and financial performance. Actual results may differ materially from those anticipated in these forward-looking statements as a result of certain factors such as those set forth in the chapter titled "Risk Factors" and "Forward Looking Statements" on page 32 and 30 respectively of this Draft Red Herring Prospectus and elsewhere in this Draft Red Herring Prospectus.
Unless the context otherwise requires, in this section, references to "our Company", "the Company", "we", "us", or "our" refers to Vishal Nirmiti Limited.
Unless otherwise indicated, industry and market data used in this section has been derived from the industry report titled "Industry Report on Railway Concrete Sleepers, MS Pipes and Infrastructure Services" dated December 24, 2025 prepared and issued by Dun & Bradstreet (the "D&B Report"), appointed by us on August 08, 2025 and exclusively commissioned and paid for by us for the purposes of confirming our understanding of the industry, in connection with the Issue. Unless otherwise indicated, financial, operational, industry and other related information derived from the D&B Report and included herein with respect to any particular year refers to such information for the relevant calendar year. The data included herein includes excerpts from the D&B Report and may have been re-arranged by us for the purposes of presentation. The D&B Report forms part of the material documents for inspection and will be available on the website of our Company at www.vishalnirmiti.com from the date of this Draft Red Herring Prospectus until the Bid/Offer Closing Date.
The D&B Report does not omit any material facts, information, or relevant details that may have an adverse impact on the investors. Dun & Bradstreet Information Services India Private Limited is an independent service provider and is not related to our Company or its Directors, Promoters, Key Managerial Personnel or Senior Management, whether directly or indirectly in any manner.
For more information, see "Risk Factors Certain sections of this Draft Red Herring Prospectus disclose information from an industry report commissioned by us from Dun & Bradstreet Information Services India Private Limited ("D&B"), which is an independent third-party entity and is not related to the Company, its Promoters or Directors in manner whatsoever. Any reliance on such information for making an investment decision in the Offer is subject to inherent risks." on page 56. Also see, "Certain Conventions, Presentation of Financial, Industry and Market Data" on page 27.
BUSINESS OVERVIEW
For an overview of our business, please refer to "Our Business-Overview" on page 207 of this Draft Red Herring Prospectus.
SIGNIFICANT FACTORS AFFECTING RESULTS OF OPERATIONS AND FINANCIAL CONDITION:
Our results of operations have been, and will be, affected by many factors, some of which are beyond our control. The following is a discussion of certain factors that have had, and will continue to have, a significant effect on our financial condition and results of operations.
Seasonal and Supply-Chain Disruptions
Our raw material procurement and production cycle are exposed to seasonal monsoon-related restrictions on mining and quarrying activities, as well as enhanced environmental regulatory controls. Availability and uniformity of raw materials is further influenced by dependence on transportation from distant quarries and road-based haulage, which may be disrupted owing to fuel price fluctuations, logistics delays or manpower shortages.
Cost and Availability of Raw Materials
Raw materials such as cement, sand, aggregates and steel constitute a significant portion of our operating costs. Price volatility in steel, cement, fuel and labour driven by market forces or policy-related changes can materially impact margins. Although multiple suppliers exist, the loss of a considerable number of suppliers or disruptions in supply, quality inconsistencies or delays could adversely affect production timelines, customer delivery schedules, operating costs and cash flows. While no historical stoppage of production has occurred due to supplier loss, such risk cannot be ruled out in the future.
Focus on Growth of the Services Vertical
A key driver of profitability in recent periods has been the services segment, which has contributed higher revenue and margins. We intend to continue strengthening this segment through investment in technology, equipment, manpower and execution capabilities, and by leveraging client relationships and competitive bidding. However, there is no assurance that such growth will be sustainable, and any decline in revenue or margins from this segment may adversely affect our overall financial performance.
Economic and Regional Market Conditions
Our growth is closely linked to economic activity and levels of construction and infrastructure development in the states in which we operate. A substantial component of our order book is dependent on allocation of railway infrastructure contracts, particularly for the manufacture of PSC sleepers, which is subject to government policy, regional priorities and funding availability. As our operations are geographically concentrated, any slowdown, delay, or cancellation of regional infrastructure projects could adversely impact demand for our products and services, and consequently, our revenues and profitability.
Competitive Market Environment
We operate in a competitive industry and face competition from domestic and international players engaged in similar businesses. Competitors may have superior technological capabilities, faster response times to market developments or more aggressive pricing and commercial terms. Intensified competitive pressures may result in reduced pricing power, loss of market share, increased recruitment costs or lower margins, thereby adversely affecting our business and results.
PRESENTATION OF FINANCIAL INFORMATION
Our Restated Financial Statements as at for the six months period ended September 30, 2025 and financial years ended March 31, 2025, March 31, 2024 and March 31, 2023, and the restated summary statements of profit and loss (including other comprehensive income), cashflows and changes in equity as at for the six months period ended September 30, 2025 and financial years ended March 31, 2025, March 31, 2024 and March 31, 2023, together with the summary of significant accounting policies and explanatory information thereon (collectively, the "Restated Financial Statements "), prepared in accordance with the Indian Accounting Standards (Ind AS) prescribed under Section 133 of the Companies Act, 2013, read with Companies (Indian Accounting Standards) Rules, 2015 (as amended) and other relevant provisions of the Act. The Restated Financial Statements have been derived from our audited financial statements as at for the six months period ended September 30, 2025 and financial years ended March 31, 2025, prepared in accordance with Ind- AS and March 31, 2024 and March 31, 2023, prepared in accordance with Indian GAAP, and is reclassified/ remeasured to Ind-AS, by preparing Ind-AS financial statements and further restated in accordance with the SEBI ICDR Regulations and the Guidance Note on Reports in Company Prospectuses (Revised 2019) issued by the Institute of Chartered Accountants of India, as amended.
TRANSITION FROM INDIAN GAAP TO IND AS FINANCIAL INFORMATION
The audited financial statements for the financial years ended March 31 2024 and March 31, 2023, were prepared in accordance with IGAAP and the same have been converted into Ind AS by our management to align accounting policies, exemptions and disclosures as adopted by our Company for the transition to Ind AS in the context of the preparation for the six months period ended September 30, 2025 and financial years ended March 31, 2025, March 31, 2024 and March 31, 2023, to Restated Ind AS summary of financial information. In preparing these financial information, our Companys opening balance sheet was prepared as at April 1, 2023, our Companys date of transition to Ind AS. In preparing the restated Ind AS summary financial information for the six months period ended September 30, 2025 and financial years ended March 31, 2025, March 31, 2024 and March 31, 2023, our company prepared opening balance sheet as at April 1, 2023, being the date of transition to Ind AS. For further information, see the chapter titled "Restated Financial Statements" beginning on 295 of this Draft Red Herring Prospectus.
Ind AS differs in certain material respects from Indian GAAP, IFRS and U.S. GAAP. Accordingly, the degree to which the Restated Financial Statements and Special Purpose Restated Financial Statements included in this Draft Red Herring
Prospectus will provide meaningful information is entirely dependent on the readers level of familiarity with Ind AS.
Persons not familiar with Ind AS should limit their reliance on the financial disclosures presented in this Draft Red Herring Prospectus. For Reconciliation of Indian GAAP to Ind AS please pertaining to reconciliation between Indian GAAP and Ind AS in the chapter titled "Restated Financial Statements" beginning on page 295 of this Draft Red Herring Prospectus.
NON-GAAP MEASURES
Earnings before Interest, Taxes, Depreciation and Amortization Expenses ("EBITDA")/ EBITDA Margin
EBITDA presented in this Draft Red Herring Prospectus is a supplemental measure of our performance and liquidity that is not required by, or presented in accordance with, Ind AS, Indian GAAP, IFRS or US GAAP. Further, EBITDA is not a measurement of our financial performance or liquidity under Ind AS, Indian GAAP, IFRS or US GAAP and should not be considered in isolation or construed as an alternative to cash flows, profit/ (loss) for the years/ period or any other measure of financial performance or as an indicator of our operating performance, liquidity, profitability or cash flows generated by operating, investing or financing activities derived in accordance with Ind AS, Indian GAAP, IFRS or US GAAP. In addition, EBITDA is not a standardised term; hence a direct comparison of EBITDA between companies may not be possible. Other companies may calculate EBITDA differently from us, limiting its usefulness as a comparative measure. Although EBITDA is not a measure of performance calculated in accordance with applicable accounting standards, our Companys management believes that it is useful to an investor in evaluating us because it is a widely used measure to evaluate a companys operating performance.
Reconciliation of EBITDA and EBITDA Margin to Profit for the Period / Year
The table below reconciles profit for the period/year to EBITDA. EBITDA is calculated as profit before exceptional items and tax, plus finance costs, depreciation and amortization expenses less other income, while EBITDA Margin is the percentage of EBITDA divided by Revenue from operations.
(Rs. in lakhs)
| Fiscal | ||||
| Particulars | Six months period ended September 30, 2025 | 2025 | 2024 | 2023 |
Profit before exceptional items and tax |
1,096.61 | 3,114.47 | 458.37 | 393.20 |
| Add: Finance Costs | 767.93 | 1,421.72 | 1,444.07 | 1,608.97 |
| Add: Depreciation and Amortization expense | 453.59 | 746.90 | 916.79 | 727.45 |
| Less: Other Income | (150.68) | (634.74) | (504.98) | (393.81) |
Earnings before interest, taxes, depreciation and amortization expenses (EBITDA) (A) |
2,167.45 | 4,648.34 | 2,314.25 | 2,335.80 |
Revenue from Operations (B) |
13,524.27 | 31,851.62 | 24,288.20 | 26,664.18 |
EBDITA Margin (EBIDTA as a percentage of Revenue of Operations) (A/B) |
16.03% | 14.59% | 9.53% | 8.76% |
Summary of significant accounting policies
1. Corporate Information
Vishal Nirmiti Limited (Formerly known as Vishal Nirmiti Private Limited) is a company incorporated under the provisions of the Companies Act. The Companys registered office is situated at 303, Elphinstone House, 17, Marzban Road, Mumbai 400001. The Company is engaged in the business of manufacturing concrete sleepers, other civil construction work, power generation through windmill and development of infrastructure facilities. The Companys business activities are located in Maharashtra, Gujarat, Madhya Pradesh, Rajasthan, Haryana and Himachal Pradesh etc.
2. Material Accounting Policies
2.1 Basis of Preparation
(vi) Statement of compliance
The Restated Financial Statements have been prepared by the management of the Company for the purpose of inclusion in the Draft Red Herring Prospectus (the "DRHP"), Red Herring Prospectus (the "RHP") and Prospectus (together referred as "Offer Documents") to be filed by the Company with the Securities and Exchange Board of India ("SEBI"), National Stock Exchange of India Limited, BSE Limited and Registrar of Companies, Maharashtra, situated at Mumbai ("RoC") in connection with the proposed Initial Public Offer of equity shares ("IPO") by the Company.
The Restated Financial Statements have been prepared by the management of the Company to comply with the requirements of:
(e) Section 26 of Part I of Chapter III of the Companies Act, 2013 (the "Act");
(f) The Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018, as amended (the "ICDR Regulations");
(g) The Guidance Note on Reports in Company Prospectuses (Revised 2019) issued by the Institute of Chartered Accountants of India ("ICAI"), as amended (the "Guidance Note"); and
(h) Email dated October 28, 2021, from Securities and Exchange Board of India (SEBI) to Association of Investment Bankers of India ("SEBI Communication").
In accordance with the notification dated February 16, 2015, issued by Ministry of Corporate Affairs, the Company has voluntarily adopted Indian Accounting Standards notified under section 133 of the Companies Act, 2013, as amended (the "Act") read with the Companies (Indian Accounting Standards) Rules, 2015, as amended ("Ind AS") with effect from 01 April 2023.
The Restated Financial Statements have been compiled by the management from:
a. Audited Ind AS financial statements of the Company as at and for the period ended September 30, 2025, prepared in accordance with Indian Accounting Standard (Ind AS), as prescribed under Section 133 of the Act read with Companies (Indian Accounting Standards) Rules 2015, as amended (referred to as "Ind AS"), and other accounting principles generally accepted in India (Ind AS financial statements), and have been approved by the Board of Directors at their meeting held on December 22, 2025; and
b. Audited Ind AS financial statements of the Company as at and for the year ended 31 March 2025, prepared in accordance with Indian Accounting Standard (Ind AS), as prescribed under Section 133 of the Act read with Companies (Indian Accounting Standards) Rules 2015, as amended (referred to as "Ind AS"), (Ind AS financial statements), and have been approved by the Board of Directors at their meeting held on August 29, 2025.
c. Audited special purpose financial statements of the Company as at and for the year ended March 31, 2024, prepared by the management in accordance with the basis of preparation, as set out in Note 2.1 to the Restated Financial Statements, which have been approved by the Board of Directors at their meeting held on September 26, 2025; and
d. Audited special purpose financial statements of the Company as at and for the year ended March 31, 2023, prepared by the management in accordance with the basis of preparation, as set out in Note 2.1 to the Restated Financial Statements, which have been approved by the Board of Directors at their meeting held on September 26, 2025.
e. Audited special purpose financial statements of the Company as at and for the year ended March 31, 2024, and audited special purpose financial statements of the Company as at and for the year ended March 31, 2023, together are referred as "Audited Special Purpose Financial Statements".
Pursuant to the Companies (Indian Accounting Standard) Second Amendment Rules, 2015, the Company voluntarily adopted March 31, 2025 as reporting date for first time adoption of Ind AS, notified under the Companies (Indian Accounting Standards) Rules, 2015 (as amended from time to time) and consequently, April 01, 2023, is the transition date for preparation of its statutory financial statements as at and for the year ended March 31, 2025. Hence, the financial statements as at and for the year ended March 31, 2025, were the first financials, prepared in accordance with Ind AS. Upto the financial year ended March 31, 2024, the Company prepared its financial statements in accordance with accounting standards notified under the section 133 of the Companies Act 2013, read together with Companies (Accounting Standards) Rules, 2021 ("Indian GAAP" or "Previous GAAP") due to which the Audited Special Purpose Financial Statements are prepared as per SEBI Communication. Further, these Audited Special Purpose Financial Statements are not the statutory financial statements under the Act.
The Audited Special Purpose Financial Statements have been prepared after making suitable adjustments to the accounting heads from their Indian GAAP values following accounting policies and accounting policy choices (both mandatory exceptions and optional exemptions availed as per Ind AS 101) consistent with that used at the date of transition to Ind AS (April 01, 2023) and as per the presentation, accounting policies and grouping/classifications including Revised Schedule III disclosures followed as at and for year ended March 31, 2025, in accordance with Ind AS, pursuant to the SEBI Communication.
The Audited Special Purpose Financial Statements referred above have been prepared solely for the purpose of preparation of Restated Financial Statements for inclusion in Offer Document in relation to proposed IPO. Hence these special purpose financial statements are not suitable for any other purpose other than for the purpose of preparation of Restated Financial Statements.
The Restated Financial Statements:
c. have been prepared after incorporating adjustments for the changes in accounting policies, material errors, if any, and regrouping/reclassifications retrospectively in the six months period ended September 30, 2025 and financial year ended March 31, 2025, March 31, 2024 and March 31, 2023 to reflect the same accounting treatment as per changed accounting policies and grouping/classifications for all the reporting periods. d. do not require any adjustment for qualification as there are no qualification in the underlying audit reports. There are items relating to emphasis of matter and other matter which do not require any adjustments.
These Restated Financial Statements were approved in accordance with a resolution of the Board of Directors on December 22, 2025.
All amounts disclosed in Restated Financial Statements are reported in nearest Lakhs of Indian Rupees and are rounded off to the nearest Lakhs, except per share data and unless stated otherwise.
(vii) Basis of measurement
These Financial Statements are prepared in accordance with Indian accounting standard (Ind As) under the historical cost convention on accrual basis, except for the following: - Certain financial assets are measured at fair value or amortised cost; - Net defined benefit(asset)/ liability - Fair value of plan assets less present value of defined benefit obligation;
(viii) Current versus non-current classification
All assets and liabilities have been classified as current or non-current as per the Companys operating cycle and other criteria set out in the Schedule III to the Companies Act, 2013. Based on the nature of products and services and their realisation in cash and cash equivalents, the Company has ascertained its operating cycle as 12 months for the purpose of current and non-current classification of assets and liabilities.
(ix) Going concern
The Company has prepared the Restated financial statements on the basis that it will continue to operate as a going concern.
(x) Use of Estimates
The preparation of the Financial Information requires management to make judgments, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets, liabilities, income and expenses. Actual results may differ from those estimates.
Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognized in the period in which the estimates are revised and in any future periods affected.
Critical accounting estimates:
a) Useful lives of property, plant and equipment
The Company reviews the useful life of property, plant and equipment at the end of each reporting period. This reassessment on review may result in change in depreciation expense in future periods.
b) Expected credit losses on trade receivables
The impairment provision of trade receivables is based on assumptions about risk of default and expected timing of collection. The Company uses judgment in making these assumptions and selecting the inputs to the impairment calculation, based on the Companys past history, customers creditworthiness, existing market conditions as well as forward looking estimates at the end of each reporting period.
c) Defined benefit plans and compensated absences
The cost of the defined benefit plans, compensated absences and the present value of the defined benefit obligation are based on actuarial valuation using the projected unit credit method. An actuarial valuation involves making various assumptions that may differ from actual developments in the future. These include the determination of the discount rate, future salary increases and mortality rates. Due to the complexities involved in the valuation and its long-term nature, a defined benefit obligation is highly sensitive to changes in these assumptions. All assumptions are reviewed at each reporting date.
d) Leases
The Company evaluates if an arrangement qualifies to be a lease as per the requirements of Ind AS 116. Identification of a lease requires significant judgment. The Company uses significant judgement in assessing the lease term (including anticipated renewals) and the applicable discount rate.
The Company determines the lease term as the non-cancellable period of a lease, together with both periods covered by an option to extend the lease if the Company is reasonably certain to exercise that option; and periods covered by an option to terminate the lease if the Company is reasonably certain not to exercise that option. In assessing whether the Company is reasonably certain to exercise an option to extend a lease, or not to exercise an option to terminate a lease, it considers all relevant facts and circumstances that create an economic incentive for the Company to exercise the option to extend the lease, or not to exercise the option to terminate the lease. The Company revises the lease term if there is a change in the non-cancellable period of a lease.
The discount rate is generally based on the incremental borrowing rate.
2.2 Revenue Recognition
c. Revenue from contract with customer
Sale of Goods:
Revenue from contracts with customers is recognized when control of the goods are transferred to the customer, which is generally at the time of dispatch, delivery or upon formal customer acceptance depending on the customer terms at an amount that reflects the consideration to which the Company expects to be entitled in exchange for those goods.
Revenue from the Companys entitlement to price variances on input costs are recognized as per terms of the contracts when no significant uncertainties exist regarding their ultimate collection.
For sale of goods wherein performance obligation is not satisfied, any amount received in advance is recorded as contract liability and recognized as revenue when control of the goods are transferred to customers.
Sale of Services:
Revenue from contracts with customers is recognized when control of the services are transferred to the customer, which is generally upon formal customer acceptance depending on the customer terms at an amount that reflects the consideration to which the Company expects to be entitled in exchange for those services.
b. Other Revenue
Government Grants, subsidies and export incentives
Government grants are accounted when there is reasonable assurance that the Company will comply with the conditions attached to them and it is reasonably certain that the ultimate collection will be made. Revenue grants are recognised in the Statement of Profit and Loss. Export benefits available under prevalent schemes are accrued in the year in which the goods are exported and there is no uncertainty in receiving the same.
Interest Income
Interest income is accrued on a time basis by reference to the principal amount and the effective interest rate. Other items of income are accounted as and when the right to receive such income arises and it is probable that the economic benefits will flow to the Company and the amount of income can be measured reliably.
2.3 Property, Plant & Equipment
Property, plant and equipment are stated at cost, less accumulated depreciation and impairment, if any. Cost includes expenditures directly attributable to the acquisition of the asset. Costs directly attributable to acquisition are capitalized until the property, plant and equipment are ready for use, as intended by management.
When parts of an item of property, plant and equipment have different useful lives, they are accounted for as separate items (major components) of property, plant and equipment. Subsequent expenditure relating to property, plant and equipment is capitalized only when it is probable that future economic benefits associated with these will flow to the Company and the cost of the item can be measured reliably.
The carrying amount of any component accounted for as a separate asset is derecognised when discarded/scrapped. All other repairs and maintenance costs are charged to profit and loss in the reporting period in which they occur.
Any gain or loss on disposal of an item of property, plant and equipment is recognised in profit or loss.
Depreciation is provided, under the Written down value (WDV) basis, pro rata to the period of use, based on useful lives specified in Schedule II to the Companies Act, 2013.
The estimated useful lives, residual values and depreciation method are reviewed at the end of each reporting period, with the effect of any changes in estimate accounted for on a prospective basis.
The range of useful lives of the Property, Plant and Equipment are as follows:
| Assets | Useful economic life (in Years) |
| Building | 60 |
| Furniture and fixtures | 10 |
| Office Equipments | 5 |
| Vehicle | 8 to 10 |
| Computers | 3 to 6 |
| Plant & machinery | 13 to 15 |
2.4 Leases
The Company leases its properties under operating lease agreements that are renewable on a periodic basis at the option of the lessor and the lessee. The lease agreements contain rent escalation clauses.
The Company assesses whether a contract contains a lease at the inception of the contract. A contract is, or contains, a lease if the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration. To assess whether a contract conveys the right to control the use of an identified asset, the Company assesses whether: (i) the contract involves the use of an identified asset, (ii) the company has the right to obtain substantially all of the economic benefits from the use of the asset through the period of the lease, and (iii) the company has the right to direct the use of the asset.
At the date of commencement of the lease, the Company recognises a ROU asset and a corresponding lease liability for all lease arrangements under which it is a lessee, except for short-term leases and low value leases. ROU assets represent the Companys right to use an underlying asset for the lease term and lease liabilities represent the Companys obligation to make lease payments arising from the lease. The Company has elected not to apply the requirements of Ind AS 116 to short-term leases of all assets that have a lease term of 12 months or less and leases for which the underlying asset is of low value. The lease payments associated with these leases are recognized as an expense on a straight-line basis over the lease term.
The lease arrangements include options to extend or terminate the lease before the end of the lease term. ROU assets and lease liabilities include these options when it is reasonably certain that they will be exercised.
The ROU assets are initially recognised at cost, which comprises the initial amount of the lease liability adjusted for any lease payments made at or prior to the commencement date of the lease plus any initial direct costs. They are subsequently measured at cost less accumulated depreciation and impairment losses.
ROU assets are depreciated from the date of commencement of the lease on a straight-line basis over the shorter of the lease term and the useful life of the underlying asset.
The lease liability is initially recognised at the present value of the future lease payments. The Company uses its incremental borrowing rate (as the interest rate implicit in the lease is not readily determinable) based on the information available at the date of commencement of the lease in determining the present value of lease payments. The lease liability is subsequently remeasured by increasing the carrying amount to reflect interest on the lease liability, reducing the carrying amount to reflect the lease payments made. Lease liabilities are remeasured with a corresponding adjustment to the related ROU asset if the Company changes its assessment as to whether it will exercise an extension or a termination option.
2.5 Inventories
Inventories are initially recognised at cost, and subsequently at the lower of cost and net realisable value. Cost comprises all costs of purchase, costs of conversion and other costs incurred in bringing the inventories to their present location and condition. Cost is computed on First-in-First out method (i.e. FIFO).
2.6 Investment properties
Investment properties are measured initially at cost, including transaction costs. Subsequent to initial recognition, investment properties are stated at cost less accumulated depreciation and accumulated impairment loss, if any.
The Company, based on technical assessment made by technical expert and management estimate, depreciates the building over estimated useful lives (20-60 years) which are different from the useful life prescribed in Schedule II to the Companies Act, 2013. The management believes that these estimated useful lives are realistic and reflect fair approximation of the period over which the assets are likely to be used.
Investment properties are derecognised either when they have been disposed off or when they are permanently withdrawn from use and no future economic benefit is expected from their disposal. The difference between the net disposal proceeds and the carrying amount of the asset is recognised in profit or loss in the period of derecognition. In determining the amount of consideration from the derecognition of investment properties the Company considers the effects of variable consideration, existence of a significant financing component, non-cash consideration, and consideration payable by the buyer (if any). Rent receivable is recognised on a straight-line basis over the period of the lease.
2.7 Impairment of non-financial assets
The Company assesses at each year end whether there is any objective evidence that a non-financial asset or a Group of non-financial assets is impaired. If any such indication exists, the Company estimates the assets recoverable amount and the amount of impairment loss.
An impairment loss is calculated as the difference between an assets carrying amount and recoverable amount. Losses are recognized in Statement of Profit and Loss and reflected in an allowance account. When the Company considers that there are no realistic prospects of recovery of the asset, the relevant amounts are written off. If the amount of impairment loss subsequently decreases and the decrease can be related objectively to an event occurring after the impairment was recognized, then the previously recognized impairment loss is reversed through Statement of Profit and Loss.
The recoverable amount of an asset or cash-generating unit is the greater of its value in use and its fair value less costs to sell. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset. For the purpose of impairment testing, assets are grouped together into the smallest Group of assets that generates cash inflows from continuing use that are largely independent of the cash inflows of other assets or Group of assets (the "cash-generating unit").
2.8 Financial Instruments
a. Financial Assets i. Classification
The Company classifies its financial assets in the following measurement categories: - those to be measured subsequently at fair value through profit and loss, and - those measured at amortised cost
The classification depends on the entitys business model for managing the financial assets and the contractual cash flow characteristics.
ii. Initial recognition
Trade receivables are initially recognised when they are originated. All other financial assets are initially recognised when the Company becomes a party to the instrument.
All financial assets are recognised initially at fair value plus, in the case of financial assets not recorded at fair value through profit or loss, transaction costs that are attributable to the acquisition of the financial asset. Trade receivables are measured at transaction price. iii. Measurement
Subsequent to initial recognition, financial assets are measured as described below:
Cash and cash equivalents:
The Companys cash and cash equivalents consist of cash on hand and in banks and demand deposits with banks (three months or less from the date of acquisition). For the purposes of the cash flow statement, cash and cash equivalents include cash on hand, in banks and demand deposits with banks (three months or less from the date of acquisition), net of outstanding bank overdrafts that are repayable on demand and are considered part of the Companys cash management system. In the balance sheet, bank overdrafts are presented under borrowings within current liabilities.
Financial assets carried at amortised cost:
A financial asset is subsequently measured at amortised cost if it is held within a business model whose objective is to hold the asset in order to collect contractual cash flows and the contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.
iv. Impairment of financial assets
In accordance with Ind AS 109, the Company applies Expected Credit Loss (ECL) model for measurement and recognition of impairment loss on the following financial assets and credit risk exposure: (a) Trade receivables
(b) Loans and other financial assets
The Company applies the simplified approach for determining the lifetime ECL allowance for trade receivables, using the Companys historical credit loss experience adjusted for factors that are specific to the debtor.
The application of simplified approach does not require the Company to track changes in credit risk. Rather, it recognises impairment loss allowance based on lifetime ECLs at each reporting date, right from its initial recognition.
For all other financial assets, expected credit losses are measured at an amount equal to the 12-month expected credit losses on a forward looking basis. However, if the credit risk on the financial instruments has increased significantly since the initial recognition, then the Company measures lifetime ECL.
The impairment assessment is performed annually and the amount of ECL (or reversal) that is required to adjust the loss allowance at the reporting date is recognised as an impairment gain/loss under "Other Expenses" in the Statement of Profit and Loss.
v. Derecognition of financial assets
The Company derecognises a financial asset when
- the contractual rights to the cash flows from the financial asset expire or it transfers the financial asset and the transfer qualifies for derecognition under IND AS 109. - the Company retains contractual rights to receive the cash flows of the financial asset but assumes a contractual obligation to pay the cash flows to one or more recipients. When the entity has neither transferred a financial asset nor retained substantially all risks and rewards of ownership of the financial asset, the financial asset is derecognised if the Company has not retained control of the financial asset. Where the Company retains control of the financial asset, the asset is continued to be recognised to the extent of continuing involvement in the financial asset.
b. Financial liabilities:
i. Initial recognition and measurement
Financial liabilities are classified as financial liabilities at amortised cost. All financial liabilities are recognized initially at fair value, except in the case of borrowings which are recognised at fair value, net of directly attributable transaction costs. The Companys financial liabilities include trade and other payables, bank overdrafts, borrowings and lease liabilities.
ii. Subsequent measurement
After initial recognition, interest bearing borrowings are subsequently measured at amortised cost using the effective interest rate method.
iii. Derecognition
Financial liabilities are derecognised when the contractual obligations are discharged, cancelled or expired. The Company also derecognises financial liabilities when their terms are modified and the cash flows of the modified liabilities are substantially different, in which case new financial liabilities based on the modified terms are recognized at fair value.
2.9 Employee benefits
a. Defined benefit plan
Employees are entitled to a defined benefit retirement plan (i.e. Gratuity) covering eligible employees of the Company. The plan provides for a lump-sum payment to eligible employees, at retirement, death, and incapacitation or on termination of employment, of an amount based on the respective employees salary and tenure of employment. Vesting occurs upon completion of five years of service.
Gratuity liabilities are determined by actuarial valuation, performed by an independent actuary, at each reporting date using the projected unit credit method. The Company recognises the obligation of a defined benefit plan in its balance sheet as a liability in accordance with IAS 19 "Employee Benefits." The discount rate is based on the government securities yield. Re-measurements, comprising actuarial gains and losses are recorded in other comprehensive income in the period in which they arise. Re-measurements recognised in other comprehensive income is reflected immediately in retained earnings and is not reclassified to profit or loss. Past service cost is recognised in the Statement of Profit and Loss in the period of plan amendment.
Costs comprising service cost (including current and past service cost and gains and losses on curtailments and settlements) and net interest expense or income is recognised in profit or loss.
2.10 Provisions and expenses
A provision is recognised when the Company has a present legal or constructive obligation as a result of a past event, and it is probable that an outflow of economic benefits will be required to settle the obligation and a reliable estimate can be made of the amount of the obligation.
Costs and expenses are recognised when incurred and classified according to their nature.
2.11 Income taxes
Income tax comprises of current tax and deferred tax.
a. Current Tax
Current income tax for the current and prior periods are measured at the amount expected to be recovered from or paid to the taxation authorities based on the taxable profit for the period. The tax rates and tax laws used to compute the amount are those that are enacted by the reporting date and applicable for the period. The Company offsets current tax assets and current tax liabilities where it has a legally enforceable right to set off the recognized amounts and where it intends either to settle on a net basis, or to realise the asset and liability simultaneously.
b. Deferred tax
Deferred tax is recognised on temporary differences between the carrying amounts of assets and liabilities in the Balance Sheet and their tax bases. Deferred tax liabilities are recognised for all taxable temporary differences. Deferred tax assets are recognised for all deductible temporary differences and incurred tax losses to the extent that it is probable that taxable profits will be available against which those deductible temporary differences can be utilised. Such deferred tax assets and liabilities are not recognised if the temporary difference arises from the initial recognition (other than in a business combination) of assets and liabilities in a transaction that affects neither the taxable profit nor the accounting profit.
Deferred tax liabilities and assets are measured at the tax rates that are expected to apply in the period in which the liability is settled or the asset realised, based on tax rates (and tax laws) that have been enacted or substantively enacted by the end of the reporting period.
The carrying amount of deferred income tax assets is reviewed at each reporting date and reduced to the extent that it is no longer probable that sufficient taxable profit will be available to allow all or part of the deferred income tax asset to be utilised.
The Company recognises deferred tax liabilities for all taxable temporary differences except those associated with the investments in subsidiaries where the timing of the reversal of the temporary difference can be controlled and it is probable that the temporary difference will not reverse in the foreseeable future.
3. Recent accounting pronouncements:
The Ministry of Corporate Affairs has notified Companies (Indian Accounting Standards) Amendment Rules, 2023 dated 31 March 2023 to amend the following Ind AS which are effective for annual periods beginning on or after 1 April 2023. The Company applied for the first-time these amendments.
a. Amendments to Ind AS 1 - Disclosure of Accounting Policies
The amendments aim to help entities provide accounting policy disclosures that are more useful by replacing the requirement for entities to disclose their ‘significant accounting policies with a requirement to disclose their ‘material accounting policies and adding guidance on how entities apply the concept of materiality in making decisions about accounting policy disclosures.
The amendments have been implemented and disclosures have been updated for material accounting policies in the restated financial statements.
b. Amendments to Ind AS 12 - Deferred Tax related to Assets and Liabilities arising from a Single Transaction
The amendments narrow the scope of the initial recognition exception under Ind AS 12, so that it no longer applies to transactions that give rise to equal taxable and deductible temporary differences such as leases.
c. Amendments to Ind AS 8 - Definition of Accounting Estimates
The amendments clarify the distinction between changes in accounting estimates, changes in accounting policies and the correction of errors. It has also been clarified how entities use measurement techniques and inputs to develop accounting estimates.
PRINCIPAL COMPONENTS OF INCOME AND EXPENDITURE
Income
Our total income comprises (i) revenue from operations; and (ii) other income.
Revenue from Operations
Revenue from operations comprise (i) Sale of products which include PSC sleepers and MS Pipes (ii) Sale of services which include construction services, consultancy services, leasing services, transport services, consultancy services and other manufacturing services.
Other Income
Other income includes (i) interest income from banks, associate concerns & companies, income tax refund; (ii) rental income; (iii) profit on sale of property, plant and equipment; (iv) bad debt provision written back (v) business Support Service.
Expenses
Our expenses comprise (i) cost of materials consumed; (ii) purchase of stock-in-trade; (iii) changes in inventories of finished goods and work-in-progress; (iv) employee benefits expense; (v) finance costs; (vi) depreciation and amortization expense; and (vii) other expenses.
Costs of Materials Consumed
Cost of material consumed consists of materials used in the manufacturing of concrete sleepers & MS pipes which primarily includes cement, MS plates, inserts, HTS wire.
Purchase of stock-in-trade
Purchase of stock-in-trade consists of sleepers & MS pipes which have been purchase for trading purpose.
Changes in inventories of finished goods and work-in-progress
Changes in inventories of finished goods and work-in-progress denote the difference between: (i) opening inventories (finished goods and work-in-progress); and (ii) closing inventories (finished goods and work-in-progress).
Employee Benefits Expense
Employee benefits expense primarily comprises (i) salaries and wages including bonus, incentives; (ii) staff welfare expenses; (iii) gratuity; (iv) director remuneration; (v) contribution to provident and other funds.
Finance Costs
Finance costs include (i) Interest on borrowings (ii) Interest on Lease; (iii) Interest on redeemable preference shares; (iv) Interest on trade payables and (v) Other borrowing costs.
Depreciation and Amortization Expense
Depreciation and amortization expenses comprise (i) Depreciation of property, plant and equipment; (ii) Depreciation on Investment property; and (iii) amortization on right-of-use assets.
Other Expenses
Other expenses comprises: (i) Store & consumable (ii) Power and fuel expenses; (iii) Repairs and maintenance expenses towards building and machinery; (iv) Rent; (v) Insurance; (vi) Rates and taxes; (vii) Labour charges; (viii) Operational cost of windmill; (ix) Transportation and hiring expenses; (x) Professional and consultancy fees; (xi) Vehicle expenses; (xii) Business support service; (xiii) Reversal of input tax credit of GST; (xiv) Business promotion; (xv) Inspection & testing (xvi) Printing and stationery; (xvii) Advertisement; (xviii) Travelling & conveyance; (xix) Office & general expenses; (xx) Brokerage & commission (xxi) CSR spends; (xxii) Bad debt (xxiii) Liquidated Damages; (xxiiii) Remuneration to auditors towards statutory audit and (xxv) Miscellaneous balance written off.
RESULTS OF OPERATIONS
The following table sets forth certain information with respect to our results of operations for the six months period ended September 30, 2025 and Fiscals 2025, 2024, and 2023:
| Fiscals | ||||||||
| Particulars | Six months period ended September 30, 2025 | 2025 | 2024 | 2023 | ||||
| (Rs. lakhs) | % of Total Income | (Rs. lakhs) | % of Total Income | (Rs. lakhs) | % of Total Income | (Rs. lakhs) | % of Total Income | |
Income |
d> | |||||||
| Revenue from operations | 13,524.27 | 98.90 | 31,851.62 | 98.05 | 24,288.20 | 97.96 | 26,664.18 | 98.54 |
| Other income | 150.68 | 1.10 | 634.74 | 1.95 | 504.98 | 2.04 | 393.81 | 1.46 |
Total Income |
13,674.95 | 100.00 | 32,486.36 | 100.00 | 24,793.18 | 100.00 | 27,057.99 | 100.00 |
Expenses |
||||||||
| Cost of Material Consumed | 8,278.89 | 60.54 | 17,824.79 | 54.87 | 14,575.74 | 58.79 | 14,628.83 | 54.06 |
| Purchase of stock-in-trade | - | 0.00 | 52.23 | 0.16 | 24.59 | 0.10 | 93.13 | 0.34 |
| Change in inventories of finished goods | (3,261.49) | (23.85) | (2,881.95) | (8.87) | (766.67) | (3.09) | 1,986.65 | 7.34 |
| Employee benefits expense | 1,014.18 | 7.42 | 2,070.31 | 6.37 | 1,577.69 | 6.36 | 1,496.79 | 5.53 |
| Finance costs | 767.93 | 5.62 | 1,421.72 | 4.38 | 1,444.07 | 5.82 | 1,608.97 | 5.95 |
| Depreciation and amortisation expense | 453.59 | 3.32 | 746.90 | 2.30 | 916.79 | 3.70 | 727.45 | 2.69 |
| Other expenses | 5,325.24 | 38.94 | 10,137.89 | 31.21 | 6,562.60 | 26.47 | 6,122.97 | 22.63 |
Total expenses |
12,578.34 | 91.98 | 29,371.89 | 90.41 | 24,334.81 | 98.15 | 26,664.79 | 98.55 |
| Profit before exceptional items and tax | 1,096.61 | 8.02 | 3,114.47 | 9.59 | 458.37 | 1.85 | 393.20 | 1.45 |
| Exceptional items | - | 0.00 | 33.03 | 0.10 | - | 0.00 | 22.60 | 0.08 |
Profit / (Loss) before tax |
1,096.61 | 8.02 | 3,147.50 | 9.69 | 458.37 | 1.85 | 415.80 | 1.54 |
Tax Expense: |
||||||||
| Current tax | 200.00 | 1.46 | 730.00 | 2.25 | 120.00 | 0.48 | 28.59 | 0.11 |
| Adjustment of tax relating to earlier year | - | 0.00 | 7.01 | 0.02 | 40.45 | 0.16 | - | 0.00 |
| Deferred tax | 55.54 | 0.41 | 46.90 | 0.14 | (46.64) | (0.19) | 85.89 | 0.32 |
Total tax expense |
255.54 | 1.87 | 783.91 | 2.41 | 113.81 | 0.46 | 114.48 | 0.42 |
Profit / (Loss) for the year / period |
841.07 | 6.15 | 2,363.59 | 7.28 | 344.56 | 1.39 | 301.32 | 1.11 |
Other comprehensive (loss) / income |
||||||||
I. Items that will not be reclassified subsequently to Profit or Loss: |
||||||||
| i. Remeasurement gain/(loss) of net defined benefit plan | - | 0.00 | (50.65) | (0.16) | 15.10 | 0.06 | 9.36 | 0.03 |
| ii. Fair value gains/ (losses) on equity instruments | (0.07) | 0.00 | (0.40) | 0.00 | 0.36 | 0.00 | (0.08) | 0.00 |
| iii. Income tax effect on above | 0.02 | 0.00 | (12.65) | (0.04) | (3.71) | (0.01) | 2.38 | 0.01 |
Total other comprehensive income/(loss) |
(0.05) | 0.00 | (63.70) | (0.20) | 11.75 | 0.05 | 11.66 | 0.04 |
Total comprehensive income/(loss) for the year, net of tax |
841.02 | 6.15 | 2,299.89 | 7.08 | 356.31 | 1.44 | 312.98 | 1.16 |
For six months period ended September 30, 2025
Income
Our total income was 13,674.95 lakhs for the six months period ended September 30, 2025. Our total income comprised (i) revenue from operations, and (ii) other income.
Revenue from Operations
Our revenue from operations was 13,524.27 lakhs for the six months period ended September 30, 2025 which comprises of (i) Sale of products which include PSC sleepers and MS Pipes (ii) Sale of services which include construction services, consultancy services, leasing services, transport services and other manufacturing services.
Other Income
Other income was 150.68 lakhs for the six months period ended September 30, 2025 which comprises of (i) interest income from banks, associate concerns & companies, income tax refund; (ii) rental income; (iii) profit on sale of property, plant and equipment; (iv) bad debt provision written back (v) business Support Service.
Expenses
Our total expenses was 12,578.34 lakhs for the six months period ended September 30, 2025:
Cost of Materials Consumed
Our cost of materials consumed was 8,278.89 lakhs for the six months period ended September 30, 2025
Changes in Inventories of Finished Goods and Work-in-Progress
Our changes in inventories of finished goods and work in progress were (3,261.49) lakhs for the six months period ended September 30, 2025.
Employee Benefits Expenses
Our employee benefits expense 1,014.18 lakhs for the six months period ended September 30, 2025 which comprises of (i) Salaries, wages and bonus (ii) Directors remuneration (iii) Gratuity expenses (iv) Contribution to provident and other funds and (v) Staff welfare expenses.
Finance Cost
Finance costs was 767.93 lakhs for the six month period ended September 30, 2025 which comprises of (i) Interest on borrowings (ii) Interest on Lease; (iii) Interest on trade payables and (iv) Other borrowing costs.
Depreciation and Amortization Expense
Our depreciation and amortization expense was 453.59 lakhs for the six months period ended September 30, 2025 which comprises of (i) Depreciation of property, plant and equipment; (ii) Depreciation on Investment property; and (iii) amortization on right-of-use assets.
Other Expenses
Our other expenses was 5,325.24 lakhs for the six months period ended September 30, 2025 which comprises of (i) Store & consumable (ii) Power and fuel expenses; (iii) Repairs and maintenance expenses towards building and machinery; (iv) Rent; (v) Insurance; (vi) Rates and taxes; (vii) Labour charges; (viii) Operational cost of windmill; (ix) Transportation and hiring expenses; (x) Professional and consultancy fees; (xi) Vehicle expenses; (xii) Business support service; (xiii) Reversal of input tax credit of GST; (xiv) Business promotion; (xv) Inspection & testing (xvi) Printing and stationery; (xvii) Advertisement; (xviii) Travelling & conveyance; (xix) Office & general expenses; (xx) Brokerage & commission (xxi) CSR spends; (xxii) Bad debt (xxiii) Liquidated Damages; (xxiv) Remuneration to auditors towards statutory audit and (xxv) Miscellaneous balance written off.
Restated profit before tax
For the reasons discussed above, our restated profit before tax was 1,096.61 lakhs for the six months period ended September 30, 2025.
Tax Expenses
Our tax expenses was 255.54 lakhs for the six months period ended September 30, 2025 which comprises of (i) current tax and (ii) deferred tax expense.
Restated profit for the six months period ended September 30, 2025
For the various reasons discussed above, we recorded a restated profit after tax of 841.07 lakhs for the six months period ended September 30, 2025.
FISCAL 2025 COMPARED TO FISCAL 2024
Set forth below is a discussion of our results of operations, on the basis of amounts derived from our Restated Financial Statements for the Fiscals ended 2025 and 2024:
Income
Our total income increased by 31.03% from 24,793.18 lakhs in Fiscal 2024 to 32,486.36 lakhs in Fiscal 2025. Our total income comprised (i) revenue from operations, and (ii) other income.
Revenue from Operations
Our revenue from operations increased by 31.14% from 24,288.20 lakhs in Fiscal 2024 to 31,851.62 lakhs in Fiscal 2025 primarily due to increase in sales of Concrete sleepers, MS pipes & Construction services.
Other Income
Other income increased by 25.70% from 504.98 lakhs in Fiscal 2024 to 634.74 lakhs in Fiscal 2025. This was primarily due to increase in (i) Interest from associate concerns & companies by 36.41% from 298.60 lakhs in Fiscal 2024 to 407.33 lakhs in Fiscal 2025, (ii) Business Support Service received 137.08 lakhs in Fiscal 2025 and no such income in Fiscal 2024.
Expenses
Our total expenses increased by 20.70% from 24,334.81 lakhs in Fiscal 2024 to 29,371.89 lakhs in Fiscal 2025. This increase was primarily driven by an increase in cost of material consumed, purchase of stock in trade, employee benefit expense and other expense which was offset by decrease in depreciation & amortization expense, finance costs and change in inventory of finished goods.
Cost of Materials Consumed
Our cost of materials consumed increased by 22.29% from 14,575.74 lakhs in Fiscal 2024 to 17,824.79 lakhs in Fiscal
2025 primarily on account of increased sales of concrete sleepers and MS pipes.
Purchase of stock in trade
Our purchase of stock in trade increased by 112.40% from 24.59 lakhs in Fiscal 2024 to 52.23 lakhs in Fiscal 2025.
Changes in Inventories of Finished Goods and Work-in-Progress
Our changes in inventories of finished goods and work in progress increased by 275.90% from (766.67) lakhs in Fiscal 2024 to (2,881.95) lakhs in Fiscal 2025.
Employee Benefits Expenses
Our employee benefits expense increased by 31.22% from 1,577.69 lakhs in Fiscal 2024 to 2,070.31 lakhs in Fiscal 2025 primarily due to increase in our expense on (i) Salaries, wages and bonus which increased by 23.42% from 1,361.63 lakhs in Fiscal 2024 to 1,680.53 lakhs in Fiscal 2025. (ii) Directors remuneration which increased by 287.74% from 41.60 lakhs in Fiscal 2024 to 161.30 lakhs in Fiscal 2025, (iii) Gratuity expenses which increased by 7.16% from 27.25 lakhs in Fiscal 2024 to 29.20 lakhs in Fiscal 2025, (iv) Contribution to provident and other funds which increased by 19.25% from 41.51 lakhs in Fiscal 2024 to 49.50 lakhs in Fiscal 2025, and (v) Staff welfare expenses which increased by 41.70% from 105.70 lakhs in Fiscal 2024 to 149.78 lakhs in Fiscal 2025.
Finance Cost
Finance costs decreased by 1.55% from 1,444.07 lakhs in Fiscal 2024 to 1,421.72 lakhs in Fiscal 2025. This decrease was primarily on account of (i) decrease in interest expense on bank borrowings from 820.77 lakhs in Fiscal 2024 to 807.02 lakhs in Fiscal 2025 and (ii) decrease in other borrowing costs from 175.93 lakhs in Fiscal 2024 to 131.71 lakhs in Fiscal 2025.
This decrease was partially offset by increase in (i) Interest on trade payables from 349.24 lakhs in Fiscal 2024 to 385.88 lakhs in Fiscal 2025 and (ii) Interest expense on lease liability from 4.86 lakhs in Fiscal 2024 to 5.45 lakhs in Fiscal 2025.
Depreciation and Amortization Expense
Our depreciation and amortization expense decreased by 18.53% from 916.79 lakhs in in Fiscal 2024 to 746.90 lakhs in Fiscal 2025, primarily due to a decrease in depreciation of property, plant and equipment by 20.85% from 885.94 lakhs in Fiscal 2024 to 701.21 lakhs in Fiscal 2025 which was partially offset by increase in depreciation of Investment property & amortization on right of use assets.
Other Expenses
Our other expenses increased by 54.48% from 6,562.60 lakhs in Fiscal 2024 to 10,137.89 lakhs in Fiscal 2025, primarily due to increase in our expenses on (i) stores & consumable which increased by 81.47% from 792.85 lakhs in Fiscal 2024 to 1,438.75 lakhs in Fiscal 2025, (ii) Repairs & maintenance of building which increased by 253.37% from 40.19 lakhs in Fiscal 2024 to 142.02 lakhs in Fiscal 2025, (iii) Labour charges which increased by 62.36% from 2,656.17 lakhs in Fiscal 2024 to 4,312.51 lakhs in Fiscal 2025 and (iv) Transportation expense which increased by 78.63% from 757.37 lakhs in Fiscal 2024 to 1,352.92 lakhs in Fiscal 2025.
Restated profit before tax
For the reasons discussed above, our restated profit before tax increased by 586.67% from 458.37 lakhs in Fiscal 2024 to 3,147.50 lakhs in Fiscal 2025.
Tax Expenses
Our tax expenses increased by 588.79% from 113.81 lakhs in Fiscal 2024 to 783.91 lakhs in Fiscal 2025. This was due to increase in (i) current tax expense by 508.33% from 120.00 lakhs in Fiscal 2024 to 730.00 lakhs in Fiscal 2025, and (ii) deferred tax expense from (46.64) lakhs in Fiscal 2024 to 46.90 lakhs in Fiscal 2025.
Restated profit for the year
The company reported a strong improvement in profitability in Fiscal 2025, largely driven by the significant growth of its service segment. Service revenues rose sharply by 162.23%, increasing from 2,851.64 lakhs in Fiscal 2024 to 7,477.74 lakhs in Fiscal 2025. With services typically generating higher margins, this surge contributed to increase in overall earnings. Importantly, the share of services in revenue from operations nearly doubled, rising from 11.74% in Fiscal 2024 to 23.48% in Fiscal 2025, highlighting the growing strategic importance of this segment. Going forward, the companys focus on expanding its service portfolio is expected to further strengthen profitability and support sustained earnings growth in future also. in lakhs
| Particulars | Fiscal 2025 | Fiscal 2024 |
| Sale of services | 7,477.74 | 2,851.64 |
| Revenue from Operations | 31,851.62 | 24,288.20 |
| % of Revenue from Operations | 23.48% | 11.74% |
Further, the companys gross margins improved significantly, rising from 43.04% in Fiscal 2024 to 52.92% in Fiscal 2025. This was mainly due to higher revenues and better cost control. Our revenue from operations grew from 24,288.20 lakhs in Fiscal 2024 to 31,851.62 lakhs in Fiscal 2025, while total costs increased only marginally from 13,833.66 lakhs in Fiscal 2024 to 14,995.07 lakhs in Fiscal 2025. The slower growth in costs was helped by lower material expenses as compared to revenue and favorable inventory changes. Overall, this led to stronger profitability at all levels, showing improved efficiency and effective cost management coupled with higher revenue growth.
| Rs. in lakhs | ||
| Particulars | Fiscal 2025 | Fiscal 2024 |
Revenue from Operations |
31,851.62 | 24,288.20 |
| Cost of materials | 17,824.79 | 14,575.74 |
| Purchase of stock | 52.23 | 24.59 |
| Changes in inventory | (2,881.95) | (766.67) |
Total cost |
14,995.07 | 13,833.66 |
Gross margins |
16,856.55 | 10,454.54 |
Gross margins as (%) of Revenue from Operations |
52.92 | 43.04 |
FISCAL 2024 COMPARED TO FISCAL 2023
Set forth below is a discussion of our results of operations, on the basis of amounts derived from our Restated Financial Statements for the Fiscals 2024 and 2023:
Income
Our total income decreased by 8.37% from 27,057.99 lakhs in Fiscal 2023 to 24,793.18 lakhs in Fiscal 2024. Our total income comprised (i) revenue from operations, and (ii) other income.
Revenue from Operations
Our revenue from operations decreased by 8.91% from 26,664.18 lakhs in Fiscal 2023 to 24,288.20 lakhs in Fiscal 2024, primarily due to decrease in sales of concrete sleeper which was offset by increase in sales of MS pipes & construction services.
Other Income
Other income increased by 28.23% from 393.81 lakhs in Fiscal 2023 to 504.98 lakhs in Fiscal 2024. This was primarily due to increase in (i) Interest from associate concerns & companies by 18.82% from 251.3 lakhs in Fiscal 2023 to 298.60 lakhs in Fiscal 2024, (ii) Rent received by 61.79% from 18.62 lakhs in Fiscal 2023 to 30.13 lakhs in Fiscal 2024.
This increase was partially set off by decrease on (i) business support service by 100% from 75.44 lakhs in Fiscal 2023 to nil in Fiscal 2024.
Expenses
Our total expenses decreased by 8.74% from 26,664.79 lakhs in Fiscal 2023 to 24,334.81 lakhs in Fiscal 2024. This was primarily due to the decrease in cost of material consumed, purchase stock in trade and finance cost.
Cost of Materials Consumed
Our cost of materials consumed decreased by 0.36% from 14,628.83 lakhs in Fiscal 2023 to 14,575.74 lakhs in Fiscal 2024.
Purchase of stock in trade
Our purchase of stock in trade decreased by 73.60% from 93.13 lakhs in Fiscal 2023 to 24.59 lakhs in Fiscal 2024.
Changes in Inventories of Finished Goods and Work-in-Progress
Our changes in inventories of finished goods and work in progress decreases from 1,986.65 lakhs in Fiscal 2023 to (766.67) lakhs in Fiscal 2024.
Employee Benefits Expenses
Our employee benefit expense increased by 5.41% from 1,496.79 lakhs in Fiscal 2023 to 1,577.69 lakhs in Fiscal 2024 primarily due to increase in our expense on (i) salaries and wages which increased by 5.74% from 1,287.71 lakhs in Fiscal 2023 to 1,361.63 lakhs in Fiscal 2024 (ii) contribution to provident and other funds which increased by 5.41% from 39.38 lakhs in Fiscal 2023 to 41.51 lakhs in Fiscal 2024 (iii) staff welfare expenses which increased by 4.72% from 100.94 lakhs in Fiscal 2023 to 105.70 lakhs in Fiscal 2024 and other borrowings cost by 35.06% from 130.26 lakhs in Fiscal 2023 to 175.93 lakhs in Fiscal 2024.
Finance Cost
Our finance costs decreased by 10.25% from 1,608.97 lakhs in Fiscal 2023 to 1,444.07 lakhs in Fiscal 2024. This decrease is primarily attributable to a decrease in (i) interest on borrowings by 7.38% from 886.13 lakhs in Fiscal 2023 to 820.77 lakhs in Fiscal 2024, (ii) other costs by 79.29% from 313.14 lakhs in Fiscal 2023 to 64.86 lakhs in Fiscal 2024. This decrease is partially offset by increase in interest on trade payable by 40.98% from 247.72 lakhs in Fiscal 2023 to 349.24 lakhs in Fiscal 2024.
Depreciation and Amortization Expense
Our depreciation and amortization expense was increased by 26.03% from 727.45 lakhs in Fiscal 2023 to 916.79 lakhs in Fiscal 2024, primarily due to an increase in expense on (i) depreciation of property, plant and equipment by 25.04% from 708.53 lakhs in Fiscal 2023 to 885.94 lakhs in Fiscal 2024 (ii) depreciation on investment property by 196.98% from 6.06 lakhs in Fiscal 2023 to 17.99 lakhs in Fiscal 2024.
Other Expenses
Our other expenses increased by 7.18% from 6,122.97 lakhs in Fiscal 2023 to 6,562.60 lakhs in Fiscal 2024, primarily due to increase in our expenses on (i) stores & consumable which increased by 109.50% from 378.44 lakhs in Fiscal 2023 to 792.85 lakhs in Fiscal 2025, (ii) Labour charges which increased by 17.38% from 2,262.92 lakhs in Fiscal 2023 to 2,656.17 lakhs in Fiscal 2024 and (iv) Transportation expense which increased by 4.16% from 727.12 lakhs in Fiscal 2023 to 757.37 lakhs in Fiscal 2024.
Restated profit before tax
For the reasons discussed above, our restated profit before tax after adjusting the exceptional item, increased by 10.24% from 415.80 lakhs in Fiscal 2023 to 458.37 lakhs in Fiscal 2024.
Tax Expenses
Our tax expenses slightly decreased by 0.59% from 114.48 lakhs in Fiscal 2023 to 113.81 lakhs in Fiscal 2024. This was due to decrease in deferred tax charge from 85.89 lakhs in Fiscal 2023 to (46.64) lakhs in Fiscal 2024 and the same was off-set by increase in (i) Current tax expense by 319.73% from 28.59 lakhs in Fiscal 2023 to 120.00 lakhs in Fiscal 2024, and (ii) Adjustment of tax relating to earlier year by 100.00% from nil in Fiscal 2023 to 40.45 lakhs in Fiscal 2024.
Restated profit for the year
For the various reasons discussed above, we recorded a restated profit after tax for the year increased by 14.35% from 301.32 lakhs in Fiscal 2023 to 344.56 lakhs in Fiscal 2024.
CASH FLOWS
The following table sets forth certain information relating to our cash flows in the periods indicated:
(Rs. in lakhs)
| Fiscal | ||||
| Particulars | For the six months period ended September 30, 2025 | 2025 | 2024 | 2023 |
| Net cash flow from/(used in) operating activities | 476.25 | 3,680.44 | 2,904.13 | 2,222.22 |
| Net cash flows (used in)/from investing activities | 614.62 | (1,876.56) | (2,528.27) | 739.54 |
| Net cash flows (used in)/from financing activities | (1,371.60) | (1,312.36) | (1,108.72) | (2,391.86) |
Net increase/(decrease) in cash and cash equivalents |
(280.73) | 491.53 | (732.87) | 569.90 |
| Cash and cash equivalents at the beginning of the year/period | (3,622.01) | (4,113.53) | (3,380.66) | (3,950.56) |
Cash and cash equivalents at the end of the year/ period |
(3,902.74) | (3,622.01) | (4,113.53) | (3,380.66) |
Cash flows generated from / (used in) from operating activities
For the six months period ended September 30, 2025
Net cash flow generated from operating activities was 476.25 lakhs for the six months period ended September 30, 2025. While our Restated Profit before tax was 1,096.61 lakhs for the six months period ended September 30, 2025. Adjustments to reconcile profit before tax to operating profit before working capital changes consisted of depreciation expense of 453.59 lakhs, finance cost of 767.93 lakhs. This was partially offset by interest income on deposits with banks & loans to associate concerns of 125.95 lakhs.
Operating cash flow before working capital changes was 2201.77 lakhs for the six months period ended September 30, 2025. The main adjustments in six months period ended September 30, 2025, primarily consisted of increase in current inventories of 3,014.99 lakhs, increase in trade receivable of 108.23 lakhs, increase in other current financial assets of 240.06 lakhs, increase in trade payable of 806.68 lakhs, increase in other current liability of 1,359.40 lakhs, decrease in non-current & current financial liabilities of 388.05 lakhs, increase in current provision of 437.37 lakhs, increase in other non-current financial assets of 2.75 lakhs and increase in other non-current and current assets of 374.89 lakhs. Income tax paid amounted to 200.00 lakhs for the six months period ended September 30, 2025.
Fiscal ended March 31, 2025
Net cash flow generated from operating activities was 3,680.44 lakhs in Fiscal ended March 31, 2025. While our Restated Profit before tax was 3,147.50 lakhs in Fiscal ended March 31, 2025. Adjustments to reconcile profit before tax to operating profit before working capital changes consisted of depreciation expense of 746.90 lakhs, finance cost of 1,421.72 lakhs and Unrealized inventory remeasurement (gain)/loss of 2,562.36 lakhs. This was partially offset by interest income on deposits with banks & loans to associate concerns of 466.60 lakhs.
Operating cash flow before working capital changes was 7,333.45 lakhs in Fiscal ended March 31, 2025. The main adjustments in Fiscal ended March 31, 2025, primarily consisted of increase in current inventories of 5,428.39 lakhs, increase in trade receivable of 996.74 lakhs, increase in other current financial assets of 215.33 lakhs, increase in trade payable of 1,581.89 lakhs, increase in other current liability of 1,432.06 lakhs, increase in non-current & current financial liabilities of 415.62 lakhs, increase in current provision of 7.28 lakhs, decrease in other non-current financial assets of 10.30 lakhs and decrease in other non-current and current assets of 277.32 lakhs. Income tax paid amounted to 737.01 lakhs in Fiscal ended March 31, 2025.
Fiscal ended March 31, 2024
Net cash flow generated from operating activities was 2,904.13 lakhs in Fiscal ended March 31, 2024. Restated Profit before tax was 458.37 lakhs in Fiscal ended March 31, 2024. Adjustments to reconcile profit before tax to operating profit before working capital changes consisted of depreciation expense of 916.79 lakhs, finance cost of 1,444.07 lakhs and Unrealized inventory remeasurement of 606.38 lakhs. This was partially offset by interest income on deposits with banks & loans to associate concerns of 435.99 lakhs.
Operating cash flow before working capital changes was 2,995.30 lakhs in Fiscal ended March 31, 2024. The main adjustments in Fiscal ended March 31, 2024, primarily consisted of increase in inventories of 1,432.27 lakhs, increase in other non-current financial assets of 14.96 lakhs, increase in other current financial assets of 70.69 lakhs, decrease in trade receivables of 1,082.30 lakhs, decrease in other non-current and current assets of 57.79 lakhs, decrease in trade payable of 495.83 lakhs, increase in other current liabilities of 784.32 lakhs, and increase in current provision of 88.61 lakhs. Income taxes paid amounted to 160.45 lakhs in Fiscal ended March 31, 2024.
Fiscal ended March 31, 2023
Net cash flow generated from operating activities was 2,222.22 lakhs in Fiscal ended March 31, 2023. Restated Profit before tax was 415.80 lakhs in Fiscal ended March 31, 2024. Adjustments to reconcile profit before tax to operating profit before working capital changes consisted of depreciation expense of 727.45 lakhs, finance cost of 1,608.97 lakhs, reversal of old provision of 313.63 lakhs and Unrealized inventory remeasurement of 553.07 lakhs. This was partially offset by interest income on deposits with banks & loans to associate concerns of 280.23 lakhs.
Operating cash flow before working capital changes was 1,642.70 lakhs in Fiscal ended March 31, 2023. The main adjustments in Fiscal ended March 31, 2023, primarily consisted of decrease in inventories of 2,526.49 lakhs, decrease in other non-current financial assets of 18.60 lakhs, decrease in other current financial assets of 340.64 lakhs, decrease in trade receivables of 1,086.82 lakhs, increase in other non-current and current assets of 443.01 lakhs, decrease in trade payable of 1,006.93 lakhs, decrease in other current liabilities of 1795.57 lakhs, and decrease in current provision of 99.82 lakhs. Income taxes paid amounted to 28.59 lakhs in Fiscal ended March 31, 2023.
Net Cash generated from/ (used in) Investing Activities
For the six months period ended September 30, 2025
Net cash flow generated in investing activities for the six months period ended September 30, 2025 was 614.62 lakhs. This was primarily on account of decrease in loan given to related parties of 1,046.66 lakhs, sale of property, plant & equipment of 317.40 lakhs, decrease in investment in fixed deposits of 129.47 lakhs, interest received from banks & associates of 125.95 lakhs. This was partially offset by purchase of property, plant and equipment of 1,007.43 lakhs.
Fiscal ended March 31, 2025
Net cash flow used in investing activities in Fiscal ended March 31, 2025 was 1,876.56 lakhs. This was primarily on account of purchase of property, plant & equipment of 3,832.86 lakhs. This was partially offset by sale of property, plant & equipment of 41.94 lakhs, decrease in the investment in fixed deposits of 137.21 lakhs, decrease in loan given to related parties of 1,240.85 lakhs, interest received from banks & associates of 466.6 lakhs and sale of assets held for sale of 63.14 lakhs.
Fiscal ended March 31, 2024
Net cash flow used in investing activities in Fiscal ended March 31, 2024 was 2,528.27 lakhs. This was primarily on account of purchase of property, plant & equipment of 1,844.47 lakhs, increase in loan given to related parties of
1,483.24 lakhs and investment in fixed deposits of 225.21 lakhs. This was partially offset by sale of property, plant & equipment of 415.52 lakhs, interest received from banks & associates of 435.99 lakhs and sale of assets held for sale of 164.40 lakhs.
Fiscal ended March 31, 2023
Net cash flow generated from investing activities in Fiscal ended March 31, 2023 was 739.54 lakhs. This was primarily on account of purchase of property, plant & equipment of 882.30 lakhs and loss on sale of fixed assets of 26.83 lakhs. This was partially offset by sale of property, plant & equipment of 380.37 lakhs, decrease in loan given to related parties of 712.14 lakhs, decrease from investment in fixed deposits of 198.85 lakhs, interest received from banks & associates of 280.23 lakhs and sale of assets held for sale of 76.99 lakhs.
Net Cash Generated from/(used in) Financing Activities
For the six months period ended September 30, 2025
Net cash used in financing activities for the six months period ended September 30, 2025 was 1,371.60 lakhs. This was primarily on account of interest paid on borrowings & trade payable of 767.93 lakhs, payment of lease liability of 34.10 lakhs, repayment from current borrowings of 187.67 lakhs and repayment of non- current borrowings of 381.90 lakhs.
Fiscal ended March 31, 2025
Net cash used in financing activities in Fiscal ended March 31, 2025 was 1,312.36 lakhs. This was primarily on account of interest paid on borrowings & trade payable of 1,421.72 lakhs and payment of lease liability of 15.45 lakhs. This was partially offset by proceeds from current borrowings of 99.05 lakhs and increase in the non- current borrowings of 25.76 lakhs.
Fiscal ended March 31, 2024
Net cash used in financing activities in Fiscal ended March 31, 2024 was 1,108.72 lakhs. This was primarily on account of interest paid on borrowings & trade payable of 1,444.07 lakhs and payment of lease liability of 10.28 lakhs. This was partially offset by proceeds from current borrowings of 178.48 lakhs and increase in the non- current borrowings of 167.15 lakhs.
Fiscal ended March 31, 2023
Net cash used in financing activities in Fiscal ended March 31, 2023 was 2,391.86 lakhs. This was primarily on account of interest paid on borrowings & trade payable of 1,608.97 lakhs, repayment in the non- current borrowings of 889.21 lakhs.and payment of lease liability of 8.25 lakhs. This was partially offset by proceeds from current borrowings of 114.57 lakhs.
Liquidity and Capital Resources
We have historically financed the expansion of our business and operations primarily through debt financing and funds generated from our operations. From time to time, we have obtained loan facilities to finance our short-term working capital requirements. We evaluate our funding requirements regularly in light of cash flows from our operating activities, the requirements of our business and operations and market conditions.
The following table summarizes certain information in relation to our liquidity and capital resources for the years indicated:
(Rs. in lakhs)
| Fiscal | ||||
| Particulars | For the six months period ended September 30, 2025 | 2025 | 2024 | 2023 |
| Cash & Cash equivalent | 41.82 | 19.73 | 23.16 | 141.46 |
| Non- Current borrowings | 4,002.59 | 4,384.49 | 4,358.73 | 4,191.58 |
| Current borrowings | 4,535.81 | 4,420.66 | 4,816.56 | 4,023.51 |
| Bank Balance other than cash & cash equivalents | 650.01 | 779.48 | 916.69 | 691.48 |
Indebtedness
As at September 30, 2025, our total outstanding borrowings aggregated to 11,571.84 lakhs. For further details of our borrowings, see chapter titled "Financial Indebtedness" on page 395.
There are a number of covenants in our financing agreements that we have entered into with our lenders. Further, some of our financing agreements include conditions and covenants that require us to obtain their consent prior to carrying out certain activities and entering into certain transactions. Failure to meet these conditions or obtain these consents could have significant consequences on our business. For further details, see section titled "Risk Factors" on page 32.
Contingent Liabilities and Commitments
As on September 30, 2025, our contingent liabilities and commitments identified under the Ind AS 37 were as follows:
(Rs. in lakhs)
| Particulars | As at September 30, 2025 |
(a) Contingent Liabilities - |
|
| i. Claim against the company not acknowledged as debt | 1.02 |
| ii. Bank Guarantees given | 1,777.39 |
(b) Commitments |
- |
| Total | 1,778.41 |
For details of our contingent liability and commitments as of the six months period ended September 30, 2025, as per Ind AS 37, see "Restated Financial Information Note 42 Contingent Liabilities and Commitments" on page 342.
There are no off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that we believe are material to investors.
Capital Expenditures
For the six months period ended September 30, 2025, our payments for purchase of property, plant and equipment were 1,007.43 lakhs and in Fiscals 2025, 2024 and 2023, our payments for purchase of property, plant and equipment were 3,832.86 lakhs, 1,844.47 lakhs and 882.30 lakhs respectively.
Related Party Transactions
We enter into various transactions with related parties. For further information, see "Restated Financial Statements Note 47 Related Party Disclosures" on page 343.
AUDITORS OBSERVATIONS
There are no qualifications, reservations and adverse remarks by our Statutory Auditors in our Restated Financial Statements.
Quantitative And Qualitative Disclosures About Market Risk
Our activities expose us to market risk, liquidity risk and credit risk. Our board of directors has overall responsibility for the establishment and oversight of our risk management framework.
Market Risk
Market risk is the risk of any loss in future earnings, in realisable fair values or in future cash flows that may result from a change in the price of a financial instrument. The value of a financial instrument may change as a result of changes in interest rates, foreign currency exchange rates, equity price fluctuations, liquidity and other market changes. Future specific market movements cannot be normally predicted with reasonable accuracy.
Interest Rate Risk
Interest rate risk is the risk that fair value or future cashflow of financial instrument will fluctuate because of changes in market interest rates. The companys exposure to the risk of changes in market interest rates relates primary to the companys debt obligation with floating interest rates.
Credit Risk
Credit risk is the risk that counterparty will not meet its obligations under a financial instrument or customer contract, leading to a financial loss. Financial instruments that are subject to credit risk and concentration thereof principally consist of trade receivables.
Customer credit risk is managed by companys established policy, procedures and control relating to customer credit risk management. An impairment analysis is performed at each reporting date on an individual basis for major customers. Further, trade receivables contribution to approximately 75% to 95% of the customers of the Company are due for less than 180 days during each reporting period.
With respect to Trade receivables, the Company has constituted the terms to review the receivables on periodic basis and to take necessary mitigations, wherever required. The Company creates allowance for all unsecured receivables based on lifetime expected credit loss based on a provision matrix. The provision matrix takes into account historical credit loss experience and is adjusted for forward looking information. The expected credit loss allowance is based on the ageing of the receivables that are due and rates used in the provision matrix.
Liquidity Risk
Liquidity risk is the risk, where the company will encounter difficulty in meeting the obligations associated with its financial liabilities that are settled by delivering cash or another financial asset. The companys approach is to ensure, as far as possible, that it will have sufficient liquidity to meet its liabilities when due. The Groups objective is to, at all times maintain optimum levels of liquidity to meet its cash and collateral requirements. The Group closely monitors its liquidity position and deploys a robust cash management system. It maintains adequate sources of financing including loans from banks at an optimized cost.
For further information, please see "Restated Financial Statements Note 52- Financial Risk Management" on page 352.
CHANGES IN ACCOUNTING POLICIES
There have been no changes in our accounting policies during the six months period ended September 30, 2025 and during Fiscals 2025, 2024 and 2023.
Unusual Or Infrequent Events or Transactions
Except as described in this Draft Red Herring Prospectus, to our knowledge, there have been no unusual or infrequent events or transactions that have in the past or may in the future affect our business operations or future financial performance.
Significant Economic Changes that Materially affect or are likely to affect income from continuing operations
Our business has been subject, and we expect it to continue to be subject, to significant economic changes that materially affect or are likely to affect income from continuing operations identified above in "Managements Discussion and
Analysis of Financial Condition and Results of Operations Significant Factors Affecting our Results of Operations and Financial Condition" and the uncertainties described in "Risk Factors" on pages 370 and 32, respectively.
Known Trends or Uncertainties
Other than as described in the section "Risk Factors" on page 32, to our knowledge, there are no known trends or uncertainties that have or had or are expected to have a material adverse impact on revenues or income of our Company from continuing operations.
Future Relationship Between Cost and Income
Other than as described in chapter titled "Risk Factors" beginning on page 32 and in this section, to our knowledge there are no known factors that might affect the future relationship between cost and revenue. Our Companys future costs and revenues will be determined by demand/ supply situation, government policies, global market situation and prices of raw material and finished products.
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
New products or Business segments
Other than as described in "Our Business" on page 207 of this Draft Red Herring Prospectus, there are no new products or business segments in which we operate.
Suppliers or Customer Concentration
A significant portion of our revenues are derived from our top 10 customers. For details, please refer to "We depend significantly on a certain number of customers for our business and revenue. A substantial decrease in the orders placed on us by these customers or a decrease in the demand of these products may adversely impact our revenues and profitability." on page 30.
COMPETITIVE CONDITIONS
We operate in a competitive environment. Please refer to the sections "Risk Factors" , "Industry Overview" and "Our Business" on pages 32, 141 and 207, respectively for further information on our industry and competition.
Significant developments after the six months period ended September 30, 2025 that may affect our future results of operations
As on date of this Draft Red Herring Prospectus, there are no significant developments that could materially and adversely affect or are likely to affect, our operations or profitability, or the value of our assets or our ability to pay our material liabilities within the next 12 months that have arisen since the six months period ended September 30, 2025.
CAPITALISATION STATEMENT
(in lakhs except percentages and ratios)
| Particulars | Pre-Offer | Post Offer* |
| As at September 30, 2025 | ||
Debt |
||
| Short Term Debt(1) | 3,944.56 | [•] |
| Long Term Debt (including current maturities)(2) | 4,593.84 | [•] |
Total Debt |
8,538.40 | [•] |
Shareholders Fund (Equity) |
||
| Share Capital (3) | 1,980.00 | [•] |
| Reserves & Surplus | 5,017.24 | [•] |
Total Shareholders Fund (Equity) |
6,997.24 | [•] |
Long Term Debt/Equity |
0.66 | [•] |
Total Debt/Equity |
1.22 | [•] |
*The corresponding post Offer capitalization data is not determinable at this stage pending the completion of the book building process and hence has not been furnished. To be updated upon finalization of the Offer Price.
Notes:
1. Short term debts represents the debts which are expected to be paid/payable within 12 months and excludes instalment of term loans repayable within 12 months.
2. Long term debts represent debts other than short term debts as defined above but includes instalment of term loans repayable within 12 months grouped under Short term debts.
3. The figures disclosed above are based on restated statement of assets and liabilities of the Company as at September 30, 2025. Effect of Increase in Capital after September 30, 2025 not taken.
IIFL Customer Care Number
(Gold/NCD/NBFC/Insurance/NPS)
1860-267-3000 / 7039-050-000
IIFL Capital Services Support WhatsApp Number
+91 9892691696
Download The App Now
Follow us on
2026, IIFL Capital Services Ltd. All Rights Reserved
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, PMS SEBI Regn. No: INP000002213, 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.
