The following discussion outlines the operational and financial performance of the Company, as well as its business outlook for the financial year 202425. This analysis is based on the prevailing business environment and current Government policies. It should be noted that future economic developments and other external factors may lead to variations in this analysis.
The Managements perspective on the Companys performance and future outlook is presented
below:
ECONOMIC OVERVIEW
Global Economy
The global economy is navigating a critical phase. After years of unprecedented shocks, signs of stabilization began to emerge in 2024. Inflation, though still above target levels, eased from multidecade highs, supported by the unwinding of supply bottlenecks and the lagged impact of monetary tightening. Labor markets also normalized, with unemployment and vacancy rates returning to pre-pandemic levels.
At the same time, major policy shiftsparticularly new waves of tariffs and countermeasures announced since February 2024are reshaping the global trade system, adding fresh uncertainty and testing resilience.
According to the IMFs World Economic Outlook Update (January 2025), global GDP growth is projected at 3.3% in 2025 and is expected to remain at the same level in 2026. The outlook reflects robust domestic demand in the United States, coupled with steady performance in several emerging market and developing economies. However, these projections remain below the historical average of 3.7% recorded during 20002019.
The moderation in growth reflects the effects of tight monetary policy, reduced fiscal support amid elevated debt levels, and structural productivity challenges. Global headline inflation is forecast to decline from 4.2% in 2025 to 3.5% in 2026, though regional variations will persist. Tariff-related price pressures may particularly weigh on advanced economies.
Source: IMF World Economic Outlook Update January 2025
Indian Economy Outlook
India continues to stand out as the worlds fastest-growing major economy, maintaining steady momentum despite global headwinds. Real GDP growth for FY 202425 is estimated at 6.5%, with the Reserve Bank of India projecting a similar pace for FY 202526. This resilience underscores Indias role as a key driver of global economic expansion.
Inflation has moderated significantly, providing relief to households
and businesses alike. As of May 2025, the Consumer Price Index (CPI) inflation stood at 2.82%, the lowest level since February 2019.
Indias capital markets reflect strong investor confidence, serving as a vital engine of growth by channeling household savings into productive investments. By December 2024, Indian equity markets outperformed many peer economies, demonstrating both domestic and global trust in Indias long-term growth story.
Retail participation has surged sharply, with the number of retail investors rising from 4.9 crore in 2019 to 13.2 crore by the end of 2024. This significant increase illustrates a growing shift in public perceptionviewing the stock market not merely as a corporate funding mechanism but also as an avenue for wealth creation for ordinary citizens.
Source: PIB Press Release Indian Economy and Markets Overview
INDUSTRY STRUCTURE AND DEVELOPMENTS
Indias renewable energy sector has grown rapidly over the past decade, supported by favorable government policies, strong investor interest, and increasing cost competitiveness. As of FY25, the countrys installed renewable capacity stood at around 220 GW, with solar and wind energy accounting for a significant share. Solar power has crossed the 100 GW milestone, while wind energy capacity has exceeded 50 GW, reflecting Indias position as a global leader in clean energy adoption. The Government of India has set an ambitious target of 500 GW of renewable energy capacity by 2030, which will require annual additions of nearly 50 GW. This is being facilitated through large- scale tenders, transmission upgrades, and policy measures such as the Production-Linked Incentive (PLI) scheme to strengthen domestic manufacturing.
FY25 witnessed record additions of renewable capacity, with nearly 25 GW installed during the year. Importantly, renewable energy has become increasingly cost effective, with solar tariffs falling sharply over the past decade to around Rs. 2.15 per unit, making solar power more competitive than conventional thermal sources. At the same time, domestic manufacturing capacity for solar modules and cells has expanded significantly and is expected to further scale up in the coming years.
The sector continues to attract strong policy and financial support, with higher budgetary allocations, steady inflow of foreign direct investment, and robust participation in central and state- level auctions. While challenges such as land availability and transmission infrastructure remain, Indias renewable energy industry is well-positioned for sustained growth. These developments create significant opportunities for the Company, enabling it to strengthen its role in providing engineering, procurement, and construction solutions in line with the nations clean energy transition.
Government Initiatives
The Government of India has launched several initiatives to accelerate renewable energy growth and achieve the 2030 target of 500 GW of non-fossil fuel capacity. A major step in this direction is the Production-Linked Incentive (PLI) Scheme for high-efficiency solar PV modules, which is boosting domestic manufacturing capacity and reducing import dependence. With this support, Indias solar module capacity is expected to touch 100 GW by 2026, positioning the country as a global hub for renewable energy equipment.
To enable large-scale integration of clean energy, the Government
has emphasized expansion of transmission infrastructure under the National Electricity Plan, including the development of Green Energy Corridors and support for battery energy storage systems (BESS) and pumped storage projects. At the same time, the National Green Hydrogen Mission, with significant financial outlay, aims to make India a leader in green hydrogen production and exports, further driving demand for renewable energy.
Budget allocations for the Ministry of New and Renewable Energy (MNRE) have also been increased substantially, with a focus on capacity expansion, technology adoption, and grid integration. In addition, central agencies such as SECI, NTPC, and NHPC continue to drive capacity additions through competitive tenders and long-term PPAs, providing stability and visibility for project developers.
These initiatives are creating a strong pipeline of opportunities across the renewable energy value chain, offering growth prospects for engineering, procurement, and construction companies like ours, which are well-positioned to contribute to Indias clean energy transition.
Source: https://www.ibef.org/industry/renewable-energy
OUR BUSINESS
Your Company was originally incorporated as Winsol Engineers Private Limited on December 30, 2015, in Jamnagar, Gujarat, under the Companies Act, 2013. Pursuant to its conversion into a public limited company, a fresh certificate of incorporation reflecting the new name was issued by the Registrar of Companies, Gujarat, on December 21, 2023.
Headquartered in Jamnagar, your Company is an integrated Engineering, Procurement, Construction, and Commissioning (EPCC) enterprise with a specialized focus on Balance of Plant (BoP) solutions for wind and solar power generation projects. Its core offerings include foundation works, substation civil and electrical works, Right of Way (RoW) services, cabling from plant to substation and grid, and other project-specific works. Alongside these, it provides comprehensive Operations and Maintenance (O&M) solutions such as SCADA-based remote monitoring, preventive maintenance, and field-level manpower support, ensuring reliability, maximizing asset performance, and enhancing the lifecycle of renewable energy projects.
The Promoters, Mr. Ramesh Jivabhai Pindariya and Mr. Kishor Jivabhai Pindariya, who have been associated with the business since its inception, bring over three decades of experience in the engineering industry. Their vision, supported by a strong Board of Directors, Key Managerial Personnel, and Senior Management team, has been instrumental in shaping the Companys growth strategy, operational execution, and customer-centric approach.
With a strong emphasis on quality, safety, and sustainability, the organization holds ISO certificationsISO 9001:2015 for Quality Management System, ISO 14001:2015 for Environmental Management System, and ISO 45001:2018 for Occupational Health and Safety Management System. These accreditations reflect its commitment to operational excellence, environmental responsibility, and employee well-being. Leveraging its technical expertise, industry knowledge, and robust execution capabilities, your Company is well-positioned to contribute meaningfully to Indias renewable energy growth story while creating long-term value for its stakeholders.
SEGMENTWISE OR PRODUCT-WISE PERFORMANCE
The Company is primarily engaged in a single line of business activity.
In accordance with Indian Accounting Standard (Ind AS) 108 Operating Segments, separate segmental reporting is not applicable as the operations are confined to a single reportable segment.
However, from an operational perspective, revenue is generated from two key verticals within the renewable energy infrastructure space:
Under the BoP vertical, the Company provides comprehensive solutions for both wind and solar power projects. These services cover all critical infrastructure components, excluding the generation equipment itself, and are often delivered on a turnkey Engineering, Procurement, and Construction (EPC) basis. The scope includes foundation works for wind turbines and solar modules, substation civil and electrical works, Right of Way (RoW) services, cabling from project site to substation and grid interconnection, and other project-specific works. These activities play a vital role in ensuring the smooth commissioning and operational readiness of renewable energy projects.
Complementing this, the O&M vertical focuses on delivering end-to-end services for wind and solar energy assets to ensure optimal performance and lifecycle efficiency. The offerings include site supervision and operational support, SCADA-based monitoring for real-time performance tracking, inspection and anomaly detection, scheduled maintenance and periodic component replacement, technical audits with detailed reporting, and provision of skilled manpower for continuous site operations. By adopting preventive maintenance practices, these services help reduce unplanned downtime, enhance energy generation efficiency, and strengthen the long-term reliability of renewable energy assets.
OPPORTUNITIES AND THREATS
The engineering industry faces a dynamic landscape with various opportunities and threats influenced
by technological advancements, economic factors, and societal shifts. Heres a breakdown:
Opportunities
Threats
specialized components, and skilled manpower requirements affecting scalability.
OUTLOOK
Your Company was founded with a vision to leverage technology and engineering excellence to optimize natural resources and deliver sustainable energy solutions for the future. With over four decades of promoter experience and a management team that blends youthful agility with seasoned expertise, the Company is positioned to drive innovation, efficiency, and operational excellence in the renewable energy sector.
Operational efficiency continues to be at the core of our strategy, supported by strict cost management, robust project monitoring, and continuous process improvements. By modernizing equipment, upskilling our workforce, and refining procurement strategies, we ensure timely and cost-effective project execution while maintaining high-quality standards.
Looking ahead, your Company aims to strengthen its leadership in Balance of Plant and Operation & Maintenance services, fully aligned with Indias ambitious renewable energy goals. With a strong foundation and a proactive approach, the Company is well placed to seize emerging opportunities and contribute significantly to the nations clean energy transition.
RISK AND CONCERNS
Your Company has established a comprehensive risk management framework aimed at identifying, assessing, and mitigating potential risks in a systematic manner. This framework involves continuous monitoring, trend analysis, and impact evaluation, which enables early detection of challenges and the adoption of proactive measures. It covers a broad spectrum of risks including strategic, operational, financial, compliance, and environmental risks, reflecting the evolving dynamics of the engineering and renewable energy sector. Key concerns such as project execution delays, raw material cost fluctuations, supply chain disruptions, policy or regulatory changes, and safety and environmental challenges are closely monitored to safeguard operational stability.
To mitigate these risks, your Company emphasizes preventive action through strong internal processes, diversified procurement strategies, and strict adherence to quality and safety standards. Regular reviews by senior management and the Audit Committee ensure that corrective actions are taken promptly and effectively. This structured approach not only reduces potential adverse impacts but also strengthens operational resilience, builds stakeholder confidence, and positions the Company to seize emerging opportunities while navigating uncertainties inherent in the industry.
INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY
Your Company maintains adequate internal control procedures that are appropriate to its size and the nature of its business operations in India. Well-defined policies, guidelines, and procedures form the foundation of these internal control systems.
The effectiveness of these controls, covering the Companys business processes and financial
reporting mechanisms, is regularly reviewed by both the management and the internal auditors.
Internal audits are conducted periodically to identify any weaknesses and recommend improvements for enhanced operational efficiency.
The findings and suggestions of the internal auditors are thoroughly reviewed by the Audit Committee, which oversees the implementation of corrective actions to ensure robust and effective internal controls.
DISCUSSION ON FINANCIAL PERFORMANCE WITH RESPECT TO OPERATIONAL PERFORMANCE
(? in Lakhs)
Particulars |
Standalone-Year Ended |
Consolidated-Year Ended |
||
31/03/2025 | 31/03/2024 | 31/03/2025 | 31/03/2024 | |
Revenue From Operations |
11057.40 | 7516.49 | 11141.85 | 7804.91 |
Other Income |
6.54 | 7.26 | 6.54 | 7.36 |
Total Income |
11063.95 | 7523.75 | 11148.39 | 7812.27 |
Less: Total Expenses before Depreciation, Finance Cost and Tax |
9369.80 | 6238.85 | 9391.32 | 6470.7 |
Profit Before Depreciation, Finance Cost and Tax |
1694.15 | 1284.90 | 1757.07 | 1341.57 |
Less: Depreciation |
38.97 | 37.33 | 38.97 | 37.33 |
Less: Finance Cost |
96.27 | 78.72 | 99.75 | 80.64 |
Profit Before Tax |
1558.91 | 1168.84 | 1618.35 | 1223.60 |
Less: Current Tax |
429.10 | 298.06 | 444.06 | 312.33 |
Less: Deferred tax Liability (Asset) |
(4.40) | (0.89) | (4.39) | (0.89) |
Profit After Tax |
1134.21 | 868.09 | 1178.68 | 908.58 |
MATERIAL DEVELOPMENTS IN HUMAN RESOURCES / INDUSTRIAL RELATIONS
Your Company strongly believes that its employees are its most valuable asset and the cornerstone of its sustained growth. A key focus area continues to be the development of a performance-oriented, competency-driven culture built on the pillars of accountability, transparency, and continuous improvement.
During the year under review, your Company undertook several human resource initiatives aimed at enhancing organizational effectiveness and workforce capability. These included structured training programs, both in-house and external, designed to strengthen domain expertise, develop leadership skills, and promote cross-functional efficiency. Employees at all levels were encouraged to participate in workshops and sessions aligned with industry trends, regulatory changes, and operational best practices.
The Company has also implemented employee engagement measures that foster a collaborative and motivated work environment. Regular performance reviews, open communication channels, and recognitions of high-performing employees are among the many steps taken to cultivate a high- performance culture and ensure alignment with business objectives.
As on March 31, 2025, the Company had a total of One Hundred Twenty-Seven (127) full-time employees. Despite operating with a lean workforce, the Company continues to maintain operational agility and functional accountability through streamlined systems and clear role definitions. Industrial relations during the financial year remained cordial and harmonious.
The management remains committed to maintaining a positive and productive work environment built on mutual respect and cooperation. Going forward, the Company aims to further strengthen its
human capital through strategic talent acquisition, upskilling initiatives, and succession planning to support its growth aspirations.
KEY FINANCIAL RATIOS
CAUTIONARY STATEMENT
This report contains forward-looking statements that reflect your Companys current views and future expectations in accordance with applicable laws and regulations. These statements relate to the Companys strategic objectives, business prospects, plans, projections, estimates, and anticipated financial performance. They are based on certain assumptions and expectations of future events which are inherently subject to risks and uncertainties. Such forward-looking statements involve known and unknown risks, uncertainties, and other factorsboth external and internalthat could cause actual results, performance, or achievements to differ materially from those expressed or implied in these statements. These may include, but are not limited to, changes in regulatory environment, economic developments, market conditions, interest rates, raw material prices, exchange rate fluctuations, or other factors beyond the Companys control. Your Company does not undertake any obligation to publicly update or revise any forward-looking statements in light of future events, developments, or new information, except as may be required by applicable law. Readers are advised not to place undue reliance on these statements and to exercise caution in interpreting them
ANNEXURE-F
To,
The Members,
Winsol Engineers Limited
Shop No. 301, Madhav Commercial Complex, Near Crystal Mall, Khodiyar Colony, Jamnagar- 361006, Gujarat, India.
I have conducted the secretarial audit of the compliance of applicable statutory provisions and the adherence to good corporate practices by Winsol Engineers Limited. Secretarial Audit was conducted in a manner that provided me a reasonable basis for evaluating the corporate conducts/statutory compliances and expressing my opinion thereon.
Based on my verification of the Companys books, papers, minute books, forms and returns filed and other records maintained by the Company and also the information provided by the Company, its officers, agents and authorized representatives during the conduct of secretarial audit, I hereby report that, in my opinion, the Company has, during the audit period covering the financial year ended on March 31, 2025, generally complied with the statutory provisions listed hereunder and also that the Company has proper Board-processes and compliance-mechanism in place to the extent, in the manner and subject to the reporting made hereinafter:
I have examined the books, papers, minute books, forms and returns filed and other records maintained by the Company for the financial year ended on March 31, 2025 according to the provisions of:
"the Act") and the Rules made thereunder;
1992 (SEBI Act): -
I further report that, as the Company is primarily engaged in the business of providing integrated Engineering, Procurement, Construction (EPC) and Commissioning services including Balance of Plant (BoP) Solutions for Wind and Solar Power Projects, I have relied on the representations made by the Company and its officers regarding the systems in place, as confirmed by the management.
I further report that, having regard to the compliance system prevailing in the Company and on examination of the relevant documents and records in pursuance thereof, on test-check basis, the Company has complied with following Acts, Laws and Regulations applicable specifically to the Company:
I have relied on the representation made by the Company and its officers for system and mechanism framed by the Company for compliances of the said laws.
During the year under review, the provisions of the Acts, Rules, Regulations, Guidelines, Standards, etc. mentioned above read with circulars, notifications and amended rules, regulations, standards etc. issued by the Ministry of Corporate Affairs, Securities and Exchange Board of India and such regulatory authorities for such acts, rules, regulations, standards etc. as may be applicable, from time to time issued for compliances, have been complied by the Company above except:
Sr. No. |
Compliance Requirement
(Regulations/ Circulars /
Guidelines Including Specific Clause) |
Deviations | Observations/ Remarks of the Practicing Company Secretary |
1. |
Disclosure under Regulation 30 read with Part A of Schedule III of SEBI (LODR) Regulations, 2015 read with SEBI Circular No. SEBI/HO/CFD/CFD- PoD- 1/P/CIR/2023/123 dated July 13, 2023, SEBI Circular no. SEBI/HO/CFD/PoD 2/CIR/P/0155 dated November 11, 2024 and SEBI Circular No. SEBI/HO/CFD/CFD- PoD2/CIR/P/2024/1 85 dated December 31, 2024. |
Delayed disclosure under Regulation 30 regarding receipt of order |
Every listed entity is required to disclose material events relating to the receipt of orders to the stock exchange(s) within 24 hours of their occurrence. In this case, it was observed that the Company disclosed the receipt of an order from WYN Renewables Private Limited on May 27, 2024, whereas the actual receipt of the order was on May 15, 2024. This resulted in a delay of 11 days in making the disclosure, as against the prescribed timeline of 24 hours. |
Annual Report 2024-25
2. |
Regulation 4 (2) read with Schedule B of the SEBI (Prohibition of Insider Trading) Regulations, 2015. | Delayed in trading window closure | The Company made a delay of 13 days in closure of the Trading Window in respect of the Annual Results for the period ending on March 31, 2024. The Company got listed on May 14, 2024, and from that date, compliance with the provisions of the SEBI (Prohibition of Insider Trading) Regulations, 2015 became applicable to the Company. However, the Trading Window was closed only on May 27, 2024, instead of immediately upon listing, thereby resulting in non- compliance with the said provisions. |
||||||||||
3. |
Schedule B of Securities and Exchange Board of India Prohibition of Insider Trading (PIT), Regulations, 2015 |
Promoter had entered into Contra Trade for a period less than 6 months |
Instances of Contra Trade executed by Promoter Mr. Ramesh Jivabhai Pindariya for a period less than 6 months: |
||||||||||
Date of Transaction |
Buy/Sell |
No of Shares |
|||||||||||
January 17, 2025 |
Buy |
6000 |
|||||||||||
January 17, 2025 |
Sell |
400 |
|||||||||||
January 21, 2025 |
Buy |
4000 |
|||||||||||
4. |
Regulation 7(2) of Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015) (PIT) |
Member of Designated Person had not given Disclosures within 2 trading days of transaction or a series of transaction in a calendar quarter aggregating to a traded value of Rupees Ten Lakh Rupees under Regulation 7(2) of Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015). |
The following Designated Persons failed to make the requisite disclosures within two trading days of the respective transactions or a series of transactions aggregating to a traded value of Rupees Ten Lakh in a calendar quarter, as mandated under Regulation 7(2) of the SEBI (Prohibition of Insider Trading) Regulations, 2015: |
||||||||||
Name of Person | Category | Date of Transactio n |
Date of Intimation to
Company |
Delay | Buy/Sell | No of Shares Buy/ (Sold) |
|||||||
Ramesh Jivabhai Pindariya |
Promot er |
Novembe r 19, 2024 |
January
28 2025 |
46
Days |
Buy | 4800 |
|||||||
Novembe r 26, 2024 |
January
28 2025 |
41
Days |
Buy | 3600 |
|||||||||
Novembe r 27, 2024 |
January
28 2025 |
40
Days |
Buy | 3600 |
|||||||||
Novembe r 28, 2024 |
January
28 2025 |
39
Days |
Buy | 3600 |
|||||||||
Novembe r 29, 2024 |
January
28 2025 |
38
Days |
Buy | 800 |
|||||||||
Decembe r 03, 2024 |
January
28 2025 |
36
Days |
Buy | 7200 |
|||||||||
Decembe r 04, 2024 |
January
28 2025 |
35
Days |
Buy | 2000 |
|||||||||
Decembe r 19, 2024 |
January
28 2025 |
24
Days |
Buy | 6000 |
|||||||||
January 02, 2025 |
January
28 2025 |
15
Days |
Buy | 400 |
|||||||||
January 10, 2025 |
January
28 2025 |
9
Days |
Buy | 2000 |
|||||||||
January 17, 2025 |
January
28 2025 |
4
Days |
Buy | 6000 |
|||||||||
January 17, 2025 |
January
28 2025 |
4
Days |
Sell | (400) |
|||||||||
January 21, 2025 |
January
28 2025 |
2
Days |
Buy | 4000 |
|||||||||
January 22, 2025 |
January
28 2025 |
1 Day | Buy | 4000 |
|||||||||
Ms. Kashmira Pindariya | Promot er | January 07, 2025 |
January 27, 2025 | 12
Days |
Buy | 400 |
I further report that
During the Period under review, provisions of the following Acts, Rules, Regulations, Guidelines, Standards, are not applicable to the Company:
I further report that
The Board of Directors of the Company is duly constituted with proper balance of Executive Directors, Non- Executive Directors, Independent Directors and Woman Director. The changes in the composition of the Board of Directors that took place during the period under review were carried out in compliance with the provisions of the Act.
Adequate notice is given to all Directors to schedule the Board Meetings, agenda and detailed notes on agenda were sent in advance, and a system exists for seeking and obtaining further information and clarifications on the agenda items before the meeting and for meaningful participation at the meeting.
All decisions of the Board and Committees were carried with requisite majority.
Since none of the members have communicated dissenting views in the matters / agenda proposed from time to time for consideration of the Board and Committees thereof, during the year under the report, hence were not required to be captured and recorded as part of the minutes.
I further report that-
There are adequate systems and processes in the Company commensurate with the size and operations of the Company to monitor and ensure compliance with applicable laws, rules, regulations and guidelines.
I further report that during the year under review-
letter dated May 13, 2024, and trading of the Companys equity shares commenced on the Emerge
Platform of NSE with effect from May 14, 2024.
Note: This Report is to be read with my letter of above date which is annexed as Annexure I and forms an integral part of this report.
Annexure I To the Secretarial Audit Report
To,
The Members,
Winsol Engineers Limited
Shop No. 301, Madhav Commercial Complex, Near Crystal Mall, Khodiyar Colony, Jamnagar- 361006, Gujarat, India.
My Secretarial Audit Report of even date is to be read along with this letter.
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