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Item 1. Business

2025-07-02 compared with 2024-09-27 · 566 added, 316 removed, 13 unchanged (99% of the section changed)

Unless the context otherwise requires, references in this section to “we,” “us,” “our,” “Aeries Technology,” “Aeries” and “the Company” refer to the business and operations of AARK and its consolidated subsidiaries prior to the Business Combination (excluding the associated legacy financial technology and investing business activities) and to Aeries Technology, Inc.

and its consolidated subsidiaries, following the consummation of the Business Combination.

Aeries Technology is a global provider of professional and management services and technology consulting, specializing in the establishment and management of dedicated delivery centers known as “Global Capability Centers” (“GCCs”) for portfolio companies of private equity firms and mid-market enterprises.

Our engagement models are designed to provide a mix of deep vertical specialty, functional expertise, and digital systems and solutions to scale, optimize and transform a client’s business operations.

By leveraging artificial intelligence (“AI”), implementing process improvements, and recruiting talent in cost-effective geographies, we are positioned to deliver significant cost savings to our clients.

With over a decade of experience, we are committed to delivering transformative business solutions that drive operational efficiency, innovation, and strategic growth.

We support and drive our clients’ global growth by providing a range of services, including professional advisory services and operations management services, to build and manage GCCs in suitable and cost-effective locations based on client business needs.

With a focus towards digital enterprise enablement, these GCCs are designed to act as seamless extensions of the client organization, providing access to top-tier resources.

We believe this empowers our clients to remain competitive and nimble and to achieve their goals of enduring cost efficiencies, operational excellence, and value creation, without sacrificing functional control and flexibility.

Our advisory services involve the active participation of senior leadership, recommending strategies and best practices related to operating model design, consultation on various areas, market availability for resources with appropriate skillsets required for specific roles contemplated in the service model, regulatory compliance, optimization of tax structure, and more.

Our clients can customize the services based on options we provide, and we subsequently firm up the execution plan with the clients.

A key aspect of our service is our focus on digital transformation.

We aim to leverage cutting-edge technologies, including AI, to drive innovation and streamline operations.

Our technology services are designed to enhance decision-making, automate processes, and deliver significant business value.

We believe this approach through GCC set-up improves operational efficiencies, enabling us to deliver digital transformation services that align with our clients’ growth strategies and support their competitiveness in an evolving digital landscape.

Our clients also use our services to manage their organizational operations, including software development, information technology, data analytics, cybersecurity, finance, human resources, customer service and operations.

We hire appropriate talent and personnel on our payroll for deployment on client operations.

We work with our clients collaboratively to select the appropriate candidates and create functional alignment with the clients’ organizations.

While our talent becomes an extension of our clients’ team, Aeries continues to provide them with the opportunity for promotion, recognition and career path progression, which we believe results in higher employee satisfaction and lower voluntary attrition rates.

We manage the regulatory, tax, recruiting, human resources compliance and branding for each of our GCCs.

Our purpose-built business model aims to create a more flexible and cost-effective talent pool for deployment on clients’ operations, while fostering innovation through strategic alignment at senior levels and visibility across the organization.

The model also aims to insulate our clients from regulatory and tax issues and provides flexibility in scaling teams up or down based on their changing business needs.

We are committed to delivering best practices and success factors by leveraging our visibility into successful strategies from multiple companies, addressing many of the deficiencies associated with the traditional outsourcing and offshoring models.

In today’s digital economy, technology and digital solutions have seen a shift from a traditional outsourcing model to more strategic, value-based services model, pursuing management solutions that are “Purpose-Built” for efficiencies, automation, growth, and business expansion.

Aeries has been innovating new product and service offerings in this shifting marketplace.

For the past 12 years since inception, we have catered to the private equity ecosystem’s exacting and stringent needs for speed of execution and optimal value-creation solutions, enabling new portfolio companies to strategically transform themselves.

It is from these experiences of implementing a wide gamut of mission critical solutions that we have evolved our “Purpose-Built” model.

This innovative product model aims to eliminate the deficiencies of the traditional models of vendor-outsourcing and fully owned offshored subsidiaries, creating a clear and differentiated offering with the potential to disrupt the global outsourcing and offshoring industry.

The Outsourcing and Offshoring Industry and Our Addressable Market

The outsourcing and offshoring industry has been evolving with an enhanced focus on digital transformation, and the emphasis has shifted from reducing costs and resource optimization to accessing niche technologies and specialized resources and improving velocity for time to market.

Our current markets are North America, Asia Pacific, and the Middle East, with a primary focus on the United States.

Within these regions we are focused on two primary areas, the private equity ecosystem and the mid-market enterprises.

Client organizations seek to capitalize on movement towards digitization through leveraging capabilities around cost-reduction, service automation, efficient work channels coupled with engagement models that are geared towards enabling them to meet current challenges of competition, short business cycles and quicker execution of strategy.

Executives of organizations use Aeries’ professional and management services for short-term, medium-term, and long-term strategies, and for both organic growth and inorganic events in the company lifecycle.

Some of the outcomes that Aeries’ professional and management services brings about are:

Cost savings and reductions;

Operational efficiencies and effectiveness;

Specialized centers of excellence;

Revamping and migrate legacy systems;

Geographical expansion and revenue growth.

Companies are looking for vendors who not only have the experience and expertise in providing the right-sized solution in this age of ever shortening business cycles but also serve as a trusted partner with a transparent engagement model to handhold them through their digital transformation journey.

Aeries’ model is Purpose-Built to provide this experience, expertise and transparent engagement model to accelerate and enhance our clients’ businesses.

Our Purpose-Built Model

We believe the Aeries Purpose-Built model provides an innovative and flexible approach to help organizations manage their talent, technology, and operations delivery requirements.

Our initial consulting offerings leverage appropriate strategic recommendations from senior leadership, market availability trends for required skillsets, and appropriate near-shore or offshore locations to offer outsourcing services.

With a customized approach, and industry and function-targeted solutions, our clients may experience benefits such as significant cost savings, improved efficiencies in processes, greater compliance, owners, and accountability, enhanced organization agility and momentum to adapt to changes, scalability, and innovation.

Our model is differentiated from traditional outsourcing and offshoring platforms in the following ways:

Significantly Lower Costs of Operations:

the context otherwise requires, references in this section to “we,” “us,” “our,” “Aeries Technology,”

“Aeries” and “the Company” refer to the business and operations of Aark Singapore Pte.

Ltd., a Singapore private

company limited by shares (“AARK”) and its consolidated subsidiaries prior to the Business Combination (as defined below)(excluding

the associated legacy financial technology and investing business activities) and to Aeries Technology, Inc.

and its consolidated subsidiaries,

following the consummation of the Business Combination.

Technology is a global provider of professional and technology consulting services, to portfolio companies of private equity firms and

middle-market companies, specializing in the design, set-up and management of Global Capability Centers (“GCCs”) for our clients.

Our offerings are designed to provide a mix of deep vertical specialty, functional expertise, and digital systems and solutions offering

end-to-end coverage for the entire GCC lifecycle to scale, optimize and transform a client’s business operations.

By leveraging

artificial intelligence (“AI”), implementing process improvements, and recruiting talent in cost-effective geographies, we

are positioned to deliver significant cost savings to our clients.

With over a decade of experience, we are committed to delivering transformative

business solutions that drive operational efficiency, innovation, and strategic growth, to positively impact value creation for our clients.

solutions are purpose-built to help our clients unlock business value—enhancing revenue growth through accelerated innovation and

improved customer experience, while also driving operating efficiency through optimized cost structures and scalable delivery.

GCCs serve as strategic platforms through which clients can adopt and embed the latest technologies, including AI, advanced analytics,

and modern enterprise tools and practices.

Clients maintain strategic oversight and operational control, with the flexibility to adapt

GCC ownership structures as business needs evolve.

Through our integrated model, Aeries enables organizations to move faster, serve customers

better, and build long-term enterprise value.

support and drive our clients’ global growth by providing a range of services, including professional advisory services and operations

management services, to build and manage GCCs in suitable and cost-effective locations based on client business needs.

With a focus towards

digital enterprise enablement, these GCCs are designed to act as seamless extensions of the client organization, providing access to top-tier

We believe this empowers our clients to remain competitive and nimble and to achieve their goals of enduring cost efficiencies,

operational excellence, and value creation, without sacrificing functional control and flexibility.

advisory services involve the active participation of senior leadership, recommending strategies and best practices related to operating

model design, consultation on various areas, market availability for resources with appropriate skillsets required for specific roles

contemplated in the service model, regulatory compliance, optimization of tax structure, and more.

Our clients can customize the services

based on options we provide, and we subsequently firm up the execution plan with the clients.

key aspect of our service is our focus on digital transformation.

We aim to leverage cutting-edge technologies, including AI, to drive

innovation and streamline operations.

Our technology services are designed to enhance decision-making, automate processes, and deliver

significant business value.

We believe this approach through GCC set-up improves operational efficiencies, enabling us to deliver digital

transformation services that align with our clients’ growth strategies and support their competitiveness in an evolving digital

clients also use our services to manage their organizational operations, including application engineering, information technology, data

analytics, cybersecurity, finance, human resources, customer service and operations.

We hire appropriate talent and personnel on our payroll

for deployment on client operations.

We work with our clients collaboratively to select the appropriate candidates and create functional

alignment with the clients’ organizations.

While our talent becomes an extension of our clients’ team, Aeries continues to

provide them with the opportunity for promotion, recognition and career path progression, which we believe results in higher employee

satisfaction and lower voluntary attrition rates.

We manage the regulatory, tax, recruiting, human resources compliance and branding for

each of our GCCs.

business model aims to create a more flexible and cost-effective talent pool for deployment on clients’ operations, while fostering

innovation through strategic alignment at senior levels and visibility across the organization.

The model also aims to insulate our clients

from regulatory and tax issues and provides flexibility in scaling teams up or down based on their changing business needs.

We are committed

to delivering best practices and success factors by leveraging our visibility into successful strategies from multiple companies, addressing

many of the deficiencies associated with the traditional outsourcing and offshoring models.

today’s rapidly changing landscape, technology and digital solutions have seen a shift from a traditional outsourcing model to a

more strategic, value-based services model, pursuing management solutions designed to support business growth, customer success, access

to new technologies and practices, and operational efficiencies.

has been developing innovative solutions in this shifting marketplace since its inception 13 years ago.

We have catered successfully to

the private equity market’s most exacting and stringent needs for speed of execution and optimal value-creation solutions, building

up a private equity-backed company client base whose transformation we have supported.

GCC approach represents a differentiated model in the market, and as early pioneers in this space, we’ve helped shape how agile,

transformation-ready GCCs are built and scaled.

It is from these experiences of implementing a wide gamut of mission critical solutions

that we have evolved a comprehensive and modular GCC offering.

Designed to eliminate the deficiencies of the traditional models of vendor-outsourcing

and fully owned offshored subsidiaries, our approach delivers a clear and differentiated offering with the potential to disrupt the global

outsourcing and offshoring industry through flexible ownership models, full lifecycle support, adoption of new technologies and best practices,

and deep operational alignment.

Outsourcing and Offshoring Industry and Our Addressable Market

outsourcing and offshoring industry has been evolving with an enhanced focus on digital transformation, and the emphasis has shifted from

reducing costs and resource optimization to accessing niche technologies and specialized resources and improving velocity for time to

markets we currently operate in are North America and Asia Pacific, but our primary focus is North America, especially the private equity

ecosystem and the mid-market enterprises.

organizations seek to capitalize on movement towards digitization through leveraging capabilities around cost-reduction, service automation,

efficient work channels coupled with engagement models that are geared towards enabling them to meet current challenges of competition,

short business cycles and quicker execution of strategy.

Executives of organizations use Aeries’ professional and management services

for short-term, medium-term, and long-term strategies, and for both organic growth and inorganic events in the company lifecycle.

of the outcomes that Aeries brings about are:

savings and reductions;

efficiencies and effectiveness;

access and retention;

expertise for specialized GCC;

and digital ready capabilities.

are looking for vendors who not only have the experience and expertise in providing the right-sized solution in this age of ever shortening

business cycles but also serve as a trusted partner with a transparent engagement model to handhold them through their digital transformation

Aeries’ model is designed to deliver this experience, expertise and transparent engagement approach to accelerate and enhance

our clients’ business.

Advantages of Aeries’ GCC model

believe GCCs provide an innovative and flexible model for organizations to manage their talent, technology, and operations delivery requirements.

We leverage strategic recommendations from senior leadership, market availability trends for required skillsets, and appropriate near-shore

or offshore locations to offer outsourcing services.

With a customized approach, and industry and function-targeted solutions, our clients

may experience benefits such as significant cost savings, improved efficiencies in processes, greater compliance, ownership, and accountability,

enhanced organizational agility and momentum to adapt to changes, scalability, and innovation.

model is differentiated from traditional outsourcing and offshoring platforms in the following ways:

Significantly

Lower Costs of Operations:

Our scale of operations allows us to operate more economically than a native US-based model.

The pricing model is simple, transparent, and aims to be cost-efficient.

Aeries charges a margin on direct cost such as employee-related costs and passes on all indirect costs such as rent and utilities to the client.

While our goal is to provide a minimum of 40% cost savings transition from high cost geographies as part of our contractual terms, some of our clients have experienced over 60% cost savings.

Transparency and Visibility:

Our model has a built-in approval system structured for client oversight, enabling continuous cost tracking and cost control.

The client has direct visibility of the team structure as well as the employees within each function and can collaborate with the site head on Aeries’ side for service quality and delivery levels.

Functional Control:

Our teams operate as an extension of our clients’ organizational chart, with functional control over operations and dedicated delivery resources by client department heads.

This type of engagement model provides our clients with functional control of the processes while avoiding the administrative and regulatory overhead.

The Aeries team engages with the client’s leadership in a partnership approach to align all functions and resources specific to the client’s requirements to build the operations as “One Team.”

Our model is built to adapt to client needs and can scale up or down quickly based on clients’ business situation and objectives, without financial penalty.

Aeries also provides a “Build-Operate-Transfer” option, allowing clients to buy the dedicated operations from Aeries once it is set up and optimized and the client is ready to take full control of the project and set up its own subsidiary.

This provides clients the ease of taking over operations that are already established and running efficiently, thus avoiding the initial hassles of setting up their own captive unit.

The transfer also creates a monetization opportunity for us if clients decide to bring their offshored services in-house.

Engagement and Governance Framework:

The Aeries engagement framework facilitates a quick transition and ramp-up time for our clients’ business operations.

We provide high-quality supervision, administrative and operations support, functional upskilling in local geography together with strategic inputs relevant to client business through the Aeries engagement framework.

We also have employees working in senior positions in a client’s organization on an interim basis when required.

This helps fill in important positions when needed, especially during carveout or acquisition transactions, when Aeries senior management can step in and provide valuable expertise and directional advisory services.

Aeries senior management interacts closely with client senior management on strategic matters including organic and inorganic growth, and business expansion opportunities.

Operational Excellence:

Aeries’ Operational Excellence team, comprising functional experts and advisors, works with clients’ functional teams in a consultant mode to develop relevant and effective process improvements, tailored solutions, and benchmarking best practices.

This cumulative expertise enables Aeries to provide a focused and result-oriented assessment, recommendation and implementation of technology enabled solutions, process and workflow improvements.

These efforts can help clients transition smoothly into a lean and efficient organizational model.

Our technology teams evaluate opportunities for refining process workflows, automating and identifying areas to incorporate new-age technology tools including Robotics Process Automation (“RPA”), AI and Data Analytics.

These teams act as a layer over our core operations management services and provide business process re-engineering and technology enabled transformations.

By virtue of the design of our Purpose-Built model, Aeries is accountable and responsible for paying taxes, managing regulatory compliance and associated risks related to assessment and scrutiny, which aims to eliminate compliance-related hassles for clients.

Some countries have strict guidelines on the right price to charge for inter-company services (transfer pricing), which can at times lead to prolonged litigation.

Our model is structured to address this challenge through an arm’s length client-vendor arrangement.

Our Growth Strategies

We intend to accelerate our growth based on the following multi-pronged approach:

Deepen relationships with private equity:

We intend to double down our efforts in the private equity (“PE”) ecosystem, a vertical that is close-knit, reputation and trust-based, and highly demanding.

We plan to continue to build on our success in the PE community by expanding our network effect and hiring professionals with a pedigree from this industry.

Accelerate cross sales:

We intend to continue to focus on selling value-add solutions and products to existing clients by having a “Vertical Head” concept supported directly by the executive team.

These will be solutions and products in the space of AI, robotics, automation, business intelligence and deep analytics, blockchain, cloud migration, business strategic inputs and customized software.

We aim to maintain our high levels of customer service and experience across functions, by offering excellent service delivery and top talent.

Enter and aggressively expand into the mid-market enterprise segment:

We intend to accelerate our mid-market enterprise growth by hiring a sales team dedicated to this vertical.

This sales team will be based in the United States and have significant relationships and experience selling into mid-market enterprises.

New Technology and Innovation:

We intend to accelerate emerging new-age technology products, platforms and tailored scalable solutions, and augment this with tech-based services to expand our depth of services and capabilities

Grow with aligned partners and alliances:

We intend to build alliances with pure-play management consulting firms in the space of management consultancy services, and ecosystem partnerships with leading global technology providers.

International Expansion:

Our current markets are North America, Asia Pacific, and the Middle East, with a primary focus on the United States.

We plan to enter new markets such as Europe, Australia and New Zealand in the long-term.

Grow Inorganically:

In addition to our organic growth plan, we have continued to look for opportunities in mergers and acquisitions which could enhance our service areas and broaden our geographical reach.

Services and Solutions We Offer

Aeries’ offerings encompass consultancy services, operations management services and digital transformation (including solutions, products, platforms and innovation labs), as discussed below.

Consultancy Services

Consultancy services provided to clients include a series of integrated set of activities starting with the involvement of Aeries’ senior management team recommending to the client strategies, approaches, and consultation for effective implementation.

These are supported by other consulting services such as recruitment, market analysis for the right talent, procurement, cost benefit analysis, information technology services and project management.

Operations Management Services

Our operations management services are geared to cater to clients’ specific requirements and act as a catalyst for growth and efficiencies.

Using our Purpose-Built model, we leverage our expertise to deploy the appropriate tools that benchmark current performance against the industry standard and efficiently address the gaps, providing real-time insights into process performance.

Our services are designed to enhance the talent and processes in functions such as Research and Development, IT, Business Applications, Finance and Accounting, Human Resources, Legal and Compliance, Customer Support, and Operations Support, to deliver the agility and flexibility that businesses need to gain competitive advantage.

Digital Transformation

We support our clients in an agile, ever-changing business environment with accelerated solutions to drive changes in client experience, operational processes, and lower their cost structure.

With solutions that leverage emerging technology, we help clients in their digital transformation journey to enhance business outcomes, improve operational results and future-proof technology landscapes.

The solutions we offer to facilitate digital transformation include:

GenAI LLM Solutions

We leverage Large Language Models (“LLMs”) to enhance decision-making, consolidate data, and improve productivity through AI-driven automation.

We provide various LLM-based solutions that are designed to be tailored to the specific needs of our clients.

For example, we offer specialized finance and accounting solutions that also apply RPA and Intelligent Document Processing (“IDP”) to help automate financial tasks, reduce errors, and enhance data analysis.

Cognitive RPA Solutions

We aim to enhance operational capabilities through advanced analytics and process automation.

Our RPA solutions are designed to streamline complex financial operations, enhance decision-making with real-time data, and help ensure compliance.

Technologies such as Natural Language Processing (“NLP”) and Optical Character Recognition (“OCR”) are used to help convert unstructured financial documents into actionable workflows and insights.

AI Chatbot Solutions

In the customer service and delivery sector, we seek to automate service management with AI-driven digital platforms, including virtual assistants, AI chatbots, and intelligent call routing.

These solutions are designed to streamline business processes, boost efficiency, reduce operational costs, and enhance customer experiences by leveraging advanced analytics and machine learning.

Data Analytics Solutions

Through AI and Data Science, we aim to provide valuable, actionable data insights to improve operations and grow revenue, helping our clients unlock powerful analytics, reduce risks, forecast demand, and make more informed strategic decisions.

AI-based predictive analytics enable us to offer insights on client’s data trends and behavior, sales pipeline, and marketing, while also providing operational and financial dashboards.

Business Applications Accelerators

We provide scalable and customizable implementation, maintenance, audit and automation solutions and services across multiple enterprise business applications systems, including, for example, Enterprise Resource Planning (“ERP”), Customer Relationship Management (“CRM”) and Human Capital Management (“HCM”) platforms, as well as cross-application integrations and automations.

Through these solutions, we aim to help our clients maximize their investments while digitally transforming their operational processes to be lean and efficient.

To ensure that our solutions meet our clients’ specific business needs, we partner with key enterprise application vendors to bring in best practices as well as preferred commercial terms.

Cloud Services

Through our cloud technology services, we advance our clients toward digital transformation of their organization.

We start by conducting a thorough cloud-requirements assessment, outlining the appropriate information technology infrastructure and cyber security strategies, assisting in the selection of the appropriate cloud providers for our clients’ specific business needs.

This approach helps ensure that cloud migrations take place in a smooth, effective and systematic manner, minimizing negative impact to the running business.

Products and Platforms Used in Our Services and Solutions

We have developed products and platforms to enhance the services and solutions we provide to our clients.

Our key products and platforms include:

ARIA is an AI chatbot platform designed to automate repeatable request and response processes.

It uses an NLP engine and in-house AI models, eliminating the need for external services.

ARIA continuously improves by integrating more data, increasing coverage and accuracy over time.

It can support IT services, resolving issues like customer support queries and software or hardware problems, and can be used as a self-service bot.

This platform is used both internally and by clients.

It is typically applied in customer support or IT support use cases and can also be deployed by other departments that need to process frequently asked queries.

Intelligent Process Automation (IPA):

IPA is a cognitive RPA that integrates automation and AI-powered bots to understand the complexities of tasks, sift through structured and unstructured data sets, and drive analytics-based process automation.

Leveraging Natural Language Processing (“NLP”), Optical Character Recognition (“OCR”), and Machine Learning, cognitive RPA can interpret large volumes of data and enhance productivity, scalability, and efficiency.

This platform is used both internally and by clients.

It is typically used to automate finance processes and other functional departments needing to identify and automate repetitive tasks.

Contract 360 (Enhanced Contracts Platform):

Contract 360 is a contract lifecycle management platform powered by blockchain for audit and traceability, natural language processing for event extraction and key term management for alerts and notifications, and LLMs for document and contract generation.

This platform includes an inbuilt process automation module that customizes contract management workflows to meet unique client needs and help ensure compliance.

It is typically used by HR and legal departments for compliance and employee onboarding across various client accounts.

Aeries Resource Management (ARM):

ARM is a natural evolution of our operations management solution.

While time and attendance management is the core capability, it also facilitates accounts, projects, and billing teams with features such as differential billing, project-level billing with high granularity, enhanced business intelligence, and ease of use.

It is used by all corporate teams of Aeries and some of our clients, customized to their needs.

Innovation Labs

To explore new opportunities for better serving our clients, Aeries’ Innovation Labs incubates and develops new ideas and creates intellectual property.

Our focused products, platforms, and solutions currently in development include those discussed below.

These are currently in the incubation phase and are being prepared for client testing.

We expect to establish more definitive timelines for commercialization once they are ready for client testing.

Searchlight.AI:

This solution is designed to

implement Retrieval-Augmented Generation (RAG) methods to function as a Searchbot that dynamically augments the LLM models through

search retrievals, while maintaining a GenAI user experience of AI generated results.

This can be used to retrieve information

from large unstructured data sets which are dynamically augmented by live web feeds.

This capability has been test deployed within custom solutions for

various clients, but it is still in development and continues to evolve in functionality.

CyberDefense:

This solution is designed to help clients manage information security risks and protect against cyberattacks, while also enabling automated responses to threats.

Focusing on Security Information and Event Management (“SIEM”) and Extended Detection and Response (XDR) capabilities, it aims to protect public clouds, private clouds, and on-premise data centers.

The platform is planned to provide near real-time threat detection, alerting users to file system changes, IP address usage, and modifications.

This platform is currently in the advanced stages of internal prototyping.

With the growing adoption of GenAI in organizations, we have been conducting extensive research to develop applications to understand tabular data, image data, and complex documents.

This solution aims to allow organizations to quickly develop, run PoCs, and prototype, scaling them to production use cases with little to no coding required.

This platform is in the early stages of internal prototyping.

As of March 31, 2024,

Aeries had more than 30 clients spanning across industry segments, including companies in the industries of e-commerce, telecom, security,

healthcare, engineering and others.

model is simple, transparent, and aims to be cost-efficient.

Aeries charges a margin on direct cost such as employee-related costs and

passes on all indirect costs such as rent and utilities to the client.

While our goal is to provide a minimum of 40% cost savings transition

from high-cost geographies as part of our contractual terms, some of our clients have experienced over 60% cost savings.

and Visibility:

Our model has a built-in approval system structured for client oversight, enabling continuous cost tracking and cost

The client has direct visibility of the team structure as well as the employees within each function and can collaborate with

the site head on Aeries’ side for service quality and delivery levels.

Our teams operate as an extension of our clients’ organizational chart, with functional control over operations and

dedicated delivery resources by client department heads.

This type of engagement model provides our clients with functional control of

the processes while avoiding the administrative and regulatory overhead.

The Aeries team engages with the client’s leadership in

a partnership approach to align all functions and resources specific to the client’s requirements to build the operations as “One

Our model is built to adapt to client needs and can scale up or down quickly based on clients’ business situation and objectives,

without financial penalty.

Clients may choose from two ownership structures—either a model where Aeries sets up and operates the

GCC with the option for future transfer, similar to the traditional BOT (Build-Operate-Transfer) model, or a fully client-owned model

from day one, called the Subsidiary model.

The transfer options enables clients the ease of taking over mature, fully operational centers

at a time of their choosing, thus avoiding the initial hassles of setting up their own captive unit.

The transfer also creates a monetization

opportunity for us if clients decide to bring their offshored services in-house.

and Governance Framework:

The Aeries engagement framework facilitates a quick transition and ramp-up time for our clients’ business

We provide high-quality supervision, administrative and operations support, functional upskilling in local geography together

with strategic inputs relevant to client business through the Aeries engagement framework.

We also have employees working in senior positions

in a client’s organization on an interim basis when required.

This helps fill in important positions when needed, especially during

carveout or acquisition transactions, when Aeries senior management can step in and provide valuable expertise and directional advisory

Aeries senior management interacts closely with client senior management on strategic matters including organic and inorganic

growth, and business expansion opportunities.

Aeries’ Operational Excellence team, comprising functional experts and advisors, works with clients’ functional

teams in a consultant mode to develop relevant and effective process improvements, tailored solutions, and benchmarking best practices.

This cumulative expertise enables Aeries to provide a focused and result-oriented assessment, recommendation and implementation of technology

enabled solutions, process and workflow improvements.

These efforts can help clients transition smoothly into a lean and efficient organizational

Our technology teams evaluate opportunities for refining process workflows, automating and identifying areas to incorporate new-age

technology tools including AI Agents, Robotics Process Automation (“RPA”), Intelligent Document Processing (“IDP”),

AI and Data Analytics.

These teams act as a layer over our core operations management services and provide business process re-engineering

and technology enabled transformations.

By virtue of the design of our GCC, Aeries is accountable and responsible for paying taxes, managing regulatory compliance and associated

risks related to assessment and scrutiny, which aims to eliminate compliance-related hassles for clients.

Some countries have strict guidelines

on the right price to charge for inter-company services (transfer pricing), which can at times lead to prolonged litigation.

is structured to address this challenge through an arm’s length client-vendor arrangement.

Growth Strategies

intend to accelerate our growth based on the following multi-pronged approach:

and expand relationships with private equity:

We intend to rapidly extend our efforts in the private equity (“PE”) ecosystem,

which is highly demanding.

We plan to continue to build on our success in the PE community by expanding our network, improving our marketing

coordination and targeting, and by supplementing our team with individuals that have a background in the industry.

cross selling:

We intend to focus more significantly on identifying opportunities to bring additional solutions to existing customers

AI, Robotic Process Automation, business intelligence and deep analytics, blockchain, cloud migration, business strategic inputs

and customized software.

We aim to maintain our high levels of customer service and experience across functions, by offering excellent

service delivery and top talent.

and aggressively expand into the mid-market enterprise segment:

We intend to accelerate our mid-market enterprise growth by identifying

and targeting opportunities, as well as supplementing our sales efforts with additional resources.

We intend for these resources to operate

out of the United States and that they will bring relationships and experience selling into mid-market enterprises.

Technology and Innovation:

We intend to accelerate the integration of emerging technologies and best practices into our solutions,

to develop new platforms and to augment this with tech-based services to expand our depth of services and capabilities

with aligned partners and alliances:

We intend to build alliances with other global product and services companies that have relationships

with and serve private equity portfolio companies and middle-market companies.

Inorganically:

In addition to our organic growth plan, we will continue to systematically look for merger or acquisition candidates

that could enhance our service areas and broaden our geographical reach.

and Solutions We Offer

Technology provides a comprehensive suite of services that help clients scale, transform, and operate global delivery teams through purpose-designed

Our model combines strategic consulting, functional operations, and AI-powered transformation — enabling clients to

gain operational control, reduce costs, and accelerate digital maturity.

Capability Centers (GCCs)

designs, builds, and operates GCCs that function as seamless, high-impact extensions of our clients’ organizations.

model offers clients greater operational control, faster access to skilled global talent, significant cost savings, and the ability to

scale flexibly based on strategic priorities.

offer a comprehensive, modular approach to GCC services through three distinct offerings:

Set-Up & Operation

provide end-to-end turnkey solutions for clients looking to launch new GCCs in cost-effective, talent-rich global locations.

services include:

strategy and site selection

acquisition, workforce planning, and ramp-up

Value Proposition (EVP) and employer branding

model and governance design

workspace, and infrastructure enablement

with client systems, culture, and business goals

compliance and local entity structuring

offer two flexible ownership models:

Owned & Operated :

Aeries sets up and runs the GCC with full transparency;

includes an optional Build-Operate-Transfer (BOT) model

for future client ownership

Aeries supports set-up and operations while the client retains full legal ownership from the start

models prioritize 100% client alignment and visibility.

Optimization Modules

clients with existing GCCs, we offer modular transformation solutions designed to optimize underperforming functions or expand

and enhancement of specific underperforming functions

new functions or Centers of Excellence within existing GCCs

Cross-functional

enhancements across Finance, HR, Tech, and more

improvement and operational excellence programs

of shared services or Global Business Services (e.g., HR, Recruitment)

augmentation and rebadging services

is enabled through flexible commercial models including:

Outcome-Based

clear metrics and accountability embedded in each engagement

Advisory & Consulting

offer full-lifecycle strategy, design, and optional execution support for organizations exploring or evolving their GCC journeys:

case creation and feasibility analysis

setup, legal structuring, and compliance navigation

model design and governance framework

planning and talent acquisition strategy

stack and automation roadmap

management and stakeholder alignment

management and execution oversight

readiness assessments and digital transformation planning

services are delivered through fixed-fee strategic engagements with the option for Aeries to execute the implementation phase under

flexible terms.

Function Expertise

provides expert-led consulting and managed services to streamline and elevate core business functions.

Our GCCs enable clients to scale

high-performing remote teams across critical business functions, delivering outcomes-driven execution, strategic advisory, and built-in

key service areas include:

Deploying advanced technology strategies to streamline operations and boost efficiency.

& Accounting :

Revolutionizing finance functions with automation, compliance, and strategic financial planning to deliver enhanced

financial insight and control.

Applications :

Integrating robust business applications to streamline processes and enhance organizational responsiveness.

Infrastructure :

Building and managing robust IT infrastructures that support scalable growth and technological advancement.

Service Delivery :

Ensuring superior service delivery through optimized processes and continuous improvement frameworks.

Cybersecurity :

Protecting assets and operations from cyber threats with comprehensive security strategies tailored to specific business risks.

leveraging AI-driven automation, Aeries provides access to better talent, accelerates execution, and delivers significant cost savings.

The result is higher-quality output, faster turnaround, and a 50%+ cost advantage over onshore teams.

-Powered Transformation

empowers clients to accelerate their digital journeys through AI-first transformation strategies that drive innovation, enhance operational

agility, and reduce costs.

Our suite of AI solutions is embedded within GCCs engagement models, to deliver business outcomes at speed

and scale, transparently.

offer an integrated approach combining AI, automation, and data intelligence to optimize enterprise functions and unlock measurable value.

help clients unlock tangible business value through:

Strategy and Advisory:

Comprehensive consulting support to identify high-impact use cases, assess AI readiness, and define implementation

roadmaps tailored to the client’s business objectives.

Deployment of RPA, IDP, and workflow automation to eliminate manual tasks, accelerate operations, and reduce costs.

Analytics and Machine Learning:

Building and training models that uncover data patterns, forecast business outcomes, and enhance decision-making

across functions like finance, operations, and customer experience.

Optimization and AI Integration:

Reengineering of workflows and embedding of AI to drive straight-through processing, improve accuracy,

and shorten turnaround times across enterprise systems.

Management and Execution Support:

End-to-end assistance in deploying AI solutions—including change management, stakeholder alignment,

and training—to ensure adoption and scale.

AI-powered transformation services are designed to be modular and flexible, enabling clients to achieve faster time-to-value, lower operational

overhead, and scalable digital maturity with minimal disruption.

of March 31, 2025, we had more than 30 clients spanning across industry segments, including e-commerce, telecom, security, healthcare,

engineering and others.

Our top five clients accounted for 57% and 50% of our revenue for the fiscal years ended March 31, 2025,

and March 31, 2024, respectively.

In the fiscal year ended March 31, 2023, we had four clients, each contributing more

than 10% of our revenue, which were 16%, 16%, 12% and 11% respectively.

In the fiscal year ended March 31, 2024, we had two clients,

each contributing more than 10% of our revenue, which were 14% and 12% respectively.

Sales and Marketing

At Aeries, our sales and marketing efforts are structured to drive growth and deliver innovative solutions to our clients across various industries and geographies.

Our approach includes forming strategic partnerships and alliances with private equity firms and their portfolio companies.

Our business development efforts are targeted towards private equity firms and their portfolio companies.

Our business development is supported by an account management team, who are responsible for engaging clients from the early stages and revenue optimization.

Both teams are well supported by the business unit heads and vertical heads, equipping them with the necessary resources, reporting and knowledge to effectively address our clients’ needs.

In marketing, we employ a digital-first strategy aimed at identifying and accelerating opportunities through the sales pipeline.

We position Aeries as a thought leader and trusted partner mainly within Private Equity space, committed to helping our clients navigate their digital transformation journeys.

Our marketing efforts focus on enhancing brand visibility, creating demand for our solutions, and establishing Aeries as a leader in delivering technology-driven business outcomes.

Our integrated sales and marketing strategy aims to leverage global expertise tailored to local markets, striving to meet the unique needs of every client.

By combining our deep industry knowledge with innovative digital solutions, we work to help our clients achieve their strategic goals and drive business success.

Aeries operates in a highly competitive industry, facing significant competition from both global and regional professional services and consulting firms.

Our primary competitors include mid-sized specialized firms that focus on niche markets or specific service offerings.

These competitors often emphasize specialized vertical knowledge and close client relationships, which allow them to compete effectively for targeted opportunities within the private equity portfolio firms and mid-segment enterprise markets.

We seek to differentiate ourselves through our approach to building and managing GCCs, our deep understanding of private equity portfolio companies and mid-segment enterprises, and our commitment to leveraging advanced technologies, including AI and other digital transformation solutions.

As of March 31, 2024, Aeries had approximately 1,700 full-time employees.

We also engage temporary staff, including contractors and consultants, to supplement our staffing resources from time to time as needed.

In addition to having client dedicated resources, Aeries has non-client dedicated employees who are domain and functional experts, providing specialized services to clients as needed.

These domain experts, such as HR, Talent Acquisition, Project Management Office, Admin, IT, Finance and Compliance and Marketing professionals provide valuable advice and best practices that can help a business stay ahead of the competition, and provide efficiencies.

These employees play an instrumental role in evaluating the clients’ organization and functions to arrive at the most effective recommendations for cost efficiency, which can lead to operational effectiveness and technology upgrades.

In the fiscal year ended March 31, 2024, we had two clients, each contributing more than 10%

of our revenue, which were 14% and 12% respectively.

In the fiscal year ended March 31, 2025, we had two clients, each contributing

more than 10% of our revenue, which were 21% and 12% respectively.

and Marketing

Aeries, our sales and marketing efforts are structured to drive growth and deliver innovative solutions to our clients across various

industries and geographies.

Our approach includes forming strategic partnerships and alliances with private equity firms and their portfolio

business development efforts are targeted towards private equity firms and their portfolio companies.

Our business development is supported

by an account management team, who are responsible for engaging clients from the early stages and revenue optimization.

Both teams are

well supported by the business unit heads and vertical heads, equipping them with the necessary resources, reporting and knowledge to

effectively address our clients’ needs.

marketing, we employ a digital-first strategy aimed at identifying and accelerating opportunities through the sales pipeline.

Aeries as a thought leader and trusted partner mainly within Private Equity space, committed to helping our clients navigate their digital

transformation journeys.

Our marketing efforts focus on enhancing brand visibility, creating demand for our solutions, and establishing

Aeries as a leader in delivering technology-driven business outcomes.

integrated sales and marketing strategy aims to leverage global expertise tailored to local markets, striving to meet the unique needs

of every client.

By combining our deep industry knowledge with innovative digital solutions, we work to help our clients achieve their

strategic goals and drive business success.

operates in a highly competitive industry, facing significant competition from both global and regional professional services and consulting

Our primary competitors include mid-sized specialized and large full-service firms that focus on niche markets or specific service

These competitors often emphasize specialized vertical knowledge and close client relationships, which allow them to compete

effectively for targeted opportunities within the private equity portfolio firms and mid-segment enterprise markets.

seek to differentiate ourselves through our approach to building and managing GCCs, our deep understanding of PE portfolio companies and

mid-segment enterprises, and our commitment to leveraging advanced technologies, including AI and other digital transformation solutions.

of March 31, 2025 Aeries had approximately 1,400 full-time employees.

We also engage temporary staff, including contractors and consultants,

to supplement our staffing resources from time to time as needed.

Our total full-time non-corporate, non-executive employee count is subject

to substantial fluctuation, as we frequently assign employees to work for our clients pursuant to our client contracts and may provide

our clients with the option of hiring such employees directly from us for a one-time cash payment.

As an example, during the fiscal year

ended March 31, 2025, 303 non-corporate, non-executive employees who had been employed by one of our largest customers had their

employment transferred to such employer for a one-time payment to us of $3.0 million.

addition to having client dedicated resources, Aeries has non-client dedicated employees who are domain and functional experts, providing

specialized services to clients as needed.

These domain experts, such as HR, Talent Acquisition, Project Management Office, Admin, IT,

Finance and Compliance and Marketing professionals provide valuable advice and best practices that can help a business stay ahead of the

competition, and provide efficiencies.

These employees play an instrumental role in evaluating our clients’ organizations and functions

to arrive at the most effective recommendations for cost efficiency, leading to improved operational effectiveness and technology upgrades.

These employees are an invaluable asset to Aeries, as their insights and expertise can be used to create strategies for success.

We have consistently invested in these non-client dedicated resources to ensure that Aeries is well-equipped to handle any requirements and can provide any specialized high-end consultancy and advisory services that our clients may need.

Furthermore, we strongly believe that culture plays a vital role in employees having a sense of belonging, and we exert ourselves to ensure that the human resources hired for client teams under the “Purpose-Built” model act as a natural extension of their brands.

We believe this approach gives us an advantage in the recruitment of highly engaged teammates who produce better results.

We are dedicated to fostering a One-Team culture by closely understanding and integrating our clients’ human resources practices and company culture, to ensure our employees build active affinity and recognition towards the client brand and corporate culture.

Integrated human resources engagements, coordinated with clients’ human resources, enable our employees to grow in respective career paths, facilitating the emergence of leaders and ensuring the retention of key talent.

We believe this approach yields better synergies and collaboration in delivery and engagement, and helps us achieve some of the highest satisfaction and retention rates in the industry.

Culture and Branding Initiatives

We have implemented culture and branding initiatives including:

client logo prominently displayed in the offices;

office and workstation set-up, furniture and stationery as per client brand guidelines and colors;

client human resources policies aligned with Aeries’ policies that apply to employees;

fun at work sessions, celebrations, rewards and recognitions, which are completely aligned with the client.

We believe these culture and branding initiatives ensure alignment with client culture and facilitate the establishment of strong working relationships.

In addition, the work hours of dedicated client resources are aligned with the client requirements in different geographies and can provide 24/7/365 days operations, using both shift-based and the “follow-the-sun model”.

Aeries’ client-dedicated resources are flexible to adapt and cater to diverse cultural sensitivities aligned to the geographies they work with.

The relationships are also strengthened by resources traveling to the client location and client teams traveling to their centers in Aeries’ offices.

Attracting and Retaining Talent

The Purpose-Built Model is designed to safeguard quality and availability of talent with desired skillsets to provide our clients with the right-fit talent for their business.

We employ diversified sourcing channels to acquire the right skillset, with the client team’s active involvement to match the organization’s needs.

Aeries has a strong in-house recruitment team and is well connected with leading recruitment agencies, facilitating the quick sourcing of talent.

consistently invested in these non-client dedicated resources to ensure that Aeries is well-equipped to handle any requirements and can

provide any specialized high-end consultancy and advisory services that our clients may need.

we strongly believe that culture plays a vital role in employees having a sense of belonging, and we work to ensure that the human resources

hired for client teams under our GCC model act as a natural extension of their brands.

We believe this approach gives us an advantage

in the recruitment of highly engaged teammates who produce better results.

We are dedicated to fostering a One Team culture by closely

understanding and integrating our clients’ human resources practices and company culture, to ensure our employees build active affinity

towards and recognition of the client brand and corporate culture.

Integrated human resources engagements, coordinated with clients’

human resources, enable our employees to grow in their respective career paths, facilitating the emergence of leaders and ensuring the

retention of key talent.

We believe this approach yields better synergies and collaboration in delivery and engagement, and has helped

us achieve customer-satisfaction rate of over 90% based on our customer surveys, and voluntary attrition rates of less than 11%.

and Branding Initiatives

have implemented culture and branding initiatives including:

logo prominently displayed in the offices;

and workstation set-up, furniture and stationery as per client brand guidelines and colors;

human resources policies aligned with Aeries’ policies that apply to employees;

at work sessions, celebrations, rewards and recognitions, which are completely aligned with the client.

believe these culture and branding initiatives ensure alignment with client culture and facilitate the establishment of strong working

relationships.

In addition, the work hours of dedicated client resources are aligned with the client requirements in different geographies

and can provide 24/7/365 days operations, using both shift-based and the “follow-the-sun model”.

Aeries’ client-dedicated

resources are flexible to adapt and cater to diverse cultural sensitivities aligned to the geographies they work with.

The relationships

are also strengthened by resources traveling to the client location and client teams traveling to their centers in Aeries’ offices.

and Retaining Talent

Aeries GCC model is designed to safeguard quality and availability of talent with desired skillsets to provide our clients with the right-fit

talent for their business.

We employ diversified sourcing channels to acquire the right skillset, with the client team’s active

involvement to match the organization’s needs.

Aeries has a strong in-house recruitment team and is well connected with leading

recruitment agencies, facilitating the quick sourcing of talent.

Aeries also sources through employee referrals and job portals.

Aeries follows an effective and efficient screening process to narrow down candidates within tight timelines, which includes client feedback.

The extensive human resources benefits that we offer to our employees, coupled with the One-Team culture we cultivate by closely understanding and integrating clients’ human resource practices and company culture, can promote active affinity and recognition among employees towards the client brand and corporate culture.

We believe this approach yields better synergies and collaboration in delivery, and promotes our employees’ satisfaction and retention.

Our Commitment to ESG

Aeries is committed to a holistic approach to sustainability that covers managing risks and opportunities towards Environmental, Social and Governance (“ESG”) parameters.

We strive to build a comprehensive framework that goes beyond maximizing profits, and includes key elements around environmental and social impact, as well as how governance structures can be refined to maximize stakeholder well-being.

For example, Aeries has adopted environmental, social and governance guidelines which are applicable to our employees, clients, key stakeholders and third-party service providers to the extent possible.

The guidelines, as they apply to our operations and all the services in consideration or offered by us, require us to consider the wellbeing and development of our employees in recruitment, retention and development, privacy and security of our clients, managing and influencing the ESG issues in our supply chain, minimizing the environmental impact of our services especially with respect to energy management and water waste management and paper use, and systemic risk management.

In addition, Aeries supports local events and charities through financial support and contribution of staff’s time as part of our community commitment.

We also engage in constructive and continuing stakeholder communications to help us better understand those stakeholders’ ESG commitments and strategies so that we can work collaboratively to achieve and improve our ESG commitments in specific operational aspects such as sustainability policy towards client dedicated facilities, IT procurement and other operations.

follows an effective and efficient screening process to narrow down candidates within tight timelines, which includes client feedback.

extensive human resources benefits that we offer to our employees, coupled with the One Team culture we cultivate by closely understanding

and integrating clients’ human resource practices and company culture, can promote active affinity and recognition among employees

towards the client brand and corporate culture.

We believe this approach yields better synergies and collaboration in delivery and promotes

employee satisfaction and retention.

Commitment to ESG

is committed to a holistic approach to sustainability that covers managing risks and opportunities towards Environmental, Social and Governance

(“ESG”) parameters.

We strive to build a comprehensive framework that goes beyond maximizing profits, and includes key elements

around environmental and social impact, as well as how governance structures can be refined to maximize stakeholder well-being.

Aeries has adopted environmental, social and governance guidelines which are applicable to our employees, clients, key stakeholders and

third-party service providers to the extent possible.

The guidelines, as they apply to our operations and all the services in consideration

or offered by us, require us to consider the wellbeing and development of our employees in recruitment, retention and development, privacy

and security of our clients, managing and influencing the ESG issues in our supply chain, minimizing the environmental impact of our services

especially with respect to energy management and water waste management and paper use, and systemic risk management.

In addition, Aeries

supports local events and charities through financial support and contribution of staff’s time as part of our community commitment.

We also engage in constructive and continuing stakeholder communications to help us better understand those stakeholders’ ESG commitments

and strategies so that we can work collaboratively to achieve and improve our ESG commitments in specific operational aspects such as

sustainability policy towards client dedicated facilities, IT procurement and other operations.

Environmental

Aeries considers the protection of natural resources and reduction of carbon footprint as its responsibility, as we conduct our business operations in a sustainable manner.

considers the protection of natural resources and reduction of carbon footprint as its responsibility, as we conduct our business operations

in a sustainable manner.

Aeries implements ESG policies to save resources and energy, hence reducing waste, and controlling pollution.

Striving for positive social change has always been at the heart of Aeries’ purpose, culture, and work.

In this effort, we focus particularly on promoting a positive impact for underrepresented individuals.

As a part of giving back to the society, Aeries supports the non-governmental organization (“NGO”), Masoom based in Mumbai.

This NGO aids night school students to achieve their full potential through educational and policy support leading to better skills and job opportunities.

Aeries has supported this NGO in varying capacities including monetary donation, and donation of books and study material to students at the night schools.

At Aeries, creating a robust governance structure and oversight is in our DNA owing to the Purpose-Built model and the close partnership that we cultivate with our clients.

Our code of conduct and core values govern our way of working and help us achieve our vision and goals in accordance with corporate governance practices.

Our core values are reviewed periodically to ensure they resonate with the organization’s DNA, our most recently unveiled core values include:

for positive social change has always been at the heart of Aeries’ purpose, culture, and work.

In this effort, we focus particularly

on promoting a positive impact for underrepresented individuals.

As a part of giving back to the society, Aeries supports the non-governmental

organization (“NGO”), Masoom based in Mumbai.

This NGO aids night school students to achieve their full potential through

educational and policy support leading to better skills and job opportunities.

Aeries has supported this NGO in varying capacities including

monetary donation, and donation of books and study material to students at the night schools.

Aeries, creating a robust governance structure and oversight is in our DNA driven by our GCC model and the close partnership that we cultivate

with our clients.

Our code of conduct and core values govern our way of working and help us achieve our vision and goals in accordance

with corporate governance practices.

Our core values are reviewed periodically to ensure they resonate with the organization’s DNA,

our most recently unveiled core values include:

Collaboration, Accountability, Transparency, Integrity, Innovation and Customer Centricity.

At Aeries, we encourage transparency and encourage employees to bring to notice any violations of the code of conduct.

With an open, non-hierarchical culture, we foster an environment where appropriate governance practices are upheld to ensure work ethic, in conjunction with our existing legal or statutory provisions for any wrongdoings.

We also have a rigorous cybersecurity framework to protect the information assets of clients and the company from cyberattacks and handle personal information properly and protect the human rights of stakeholders.

We are ISO 27001:2022 and PCI DSS v3.2.1 certified and compliant to SOC 2 Type 2 certification.

Intellectual Property

Our intellectual property rights are important to our business.

We rely on a combination of intellectual property laws, trade secrets, confidentiality procedures and contractual provisions to protect our intellectual property.

We require our employees, independent contractors, vendors, and clients to enter into written confidentiality agreements upon the commencement of their relationships with us.

These agreements generally provide that any confidential or proprietary information disclosed or otherwise made available by us will be kept confidential.

We customarily enter into non-disclosure agreements with our clients with respect to the use of their software systems and platforms.

Our clients usually own the intellectual property in the software or systems we develop for them.

Furthermore, we usually grant a perpetual, worldwide, royalty-free, nonexclusive, transferable, and non-revocable license to our clients to use our pre-existing intellectual property, but only to the extent necessary to use the software or systems we developed for them.

We have invested in research and development, to enhance our domain knowledge and create effective, specialized solutions for our clients.

We have developed certain tools, including consulting frameworks and software applications, which we use to deliver digital services to our clients.

Aeries, we encourage transparency and encourage employees to bring to notice any violations of the code of conduct.

With an open, non-hierarchical

culture, we foster an environment where appropriate governance practices are upheld to ensure work ethic, in conjunction with our existing

legal or statutory provisions for any wrongdoings.

We also have a rigorous cybersecurity framework to protect the information assets of

clients and the company from cyberattacks and handle personal information properly and protect the human rights of stakeholders.

ISO 27001:2022 certified and compliant to SOC 2 Type 2 certification.

intellectual property rights are important to our business.

We rely on a combination of intellectual property laws, trade secrets, confidentiality

procedures and contractual provisions to protect our intellectual property.

We require our employees, independent contractors, vendors,

and clients to enter into written confidentiality agreements upon the commencement of their relationships with us.

These agreements generally

provide that any confidential or proprietary information disclosed or otherwise made available by us will be kept confidential.

customarily enter into non-disclosure agreements with our clients with respect to the use of their software systems and platforms.

clients usually own the intellectual property in the software or systems we develop for them.

Furthermore, we usually grant a perpetual,

worldwide, royalty-free, nonexclusive, transferable, and non-revocable license to our clients to use our pre-existing intellectual property,

but only to the extent necessary to use the software or systems we developed for them.

have invested in research and development, to enhance our domain knowledge and create effective, specialized solutions for our clients.

We have developed certain tools, including consulting frameworks and software applications, which we use to deliver digital services to

Some of these tools are still in development.

The ideas are currently protected as our confidential information and trade secrets, and we plan to seek appropriate intellectual property protection once development is completed.

Our documents or e-books that relate to procedures, products, and strategies, which are used both internally as well as to value add for our clients, bear a “©” symbol indicating copyright ownership.

We hold a registered trademark “ATG AERIES,” which is registered in India and valid until August 2028.

Government Regulations

We are subject to a wide range of federal, state, and foreign legal requirements, including those related to data privacy and protection, employment and labor relations, immigration, taxation, anticorruption, import/export controls, trade restrictions, internal and disclosure control obligations, securities regulation, and anti-competition.

For example, as a group operating through subsidiaries in multiple jurisdictions, we are subject to foreign exchange control, transfer pricing, and custom laws that regulate the flow of funds between Aeries and its subsidiaries.

The ideas are currently protected as our confidential information and trade

secrets, and we plan to seek appropriate intellectual property protection once development is completed.

Our documents or e-books that

relate to procedures, products, and strategies, which are used both internally as well as to value add for our clients, bear a “©”

symbol indicating copyright ownership.

We hold a registered trademark “ATG AERIES,” which is registered in India and valid

until August 2028.

are subject to a wide range of federal, state, and foreign legal requirements, including those related to data privacy and protection,

employment and labor relations, immigration, taxation, anticorruption, import/export controls, trade restrictions, internal and disclosure

control obligations, securities regulation, and anti-competition.

For example, as a group operating through subsidiaries in multiple jurisdictions,

we are subject to foreign exchange control, transfer pricing, and custom laws that regulate the flow of funds between Aeries and its subsidiaries.

We are also required to comply with the Foreign Corrupt Practices Act, and other countries’ anti-corruption and anti-bribery laws.

Violations of one or more of these diverse legal requirements in the conduct of our business could result in significant fines, other damages, criminal sanctions against us or our officers, prohibitions on doing business, and damage to our reputation.

Violations of these regulations or contractual obligations related to regulatory compliance in connection with the performance of customer contracts could also result in liability for significant monetary damages, fines, criminal prosecution, unfavorable publicity, other reputational damage, restrictions on our ability to compete for certain work, and allegations by our customers that we have not performed our contractual obligations.

Corporate History, the Business Combination, and the Recent Exchange

The information disclosed in the “Introductory Note” above is incorporated herein by reference.

Pursuant to the Business Combination Agreement, all AARK ordinary shares that were issued and outstanding prior to the closing of the Business Combination remained issued and outstanding following the closing and continued to be held by the sole shareholder of AARK, Mr.

Additionally, in connection with the Business Combination, Aeries issued a Class V ordinary share to NewGen Advisors and Consultants DWC-LLC (the “Class V Shareholder”), a business associate of Mr.

The Class V ordinary share has voting rights equal to (1) 26.0% of the total issued and outstanding Class A ordinary shares and Class V ordinary share voting together as a single class (subject to a proportionate reduction in voting power in connection with the exchange by Mr.

Kumar of AARK ordinary shares for Class A ordinary shares pursuant to the applicable Exchange Agreement described below) and (2) in certain circumstances as described below, 51.0% of the total issued and outstanding Class A ordinary shares and Class V ordinary share voting together as a class;

provided, however, that any such proportionate reduction under (1) will not affect the voting rights of the Class V ordinary share in the event of (i) a threatened or actual hostile change of control and/or (ii) the appointment and removal of a director on the board of directors of the Company (the “Board”).

Pursuant to the Business Combination Agreement, all of the shares of the Amalgamation Sub that were issued and outstanding immediately prior to the closing of the Business Combination were converted into a number of newly issued AARK ordinary shares following the closing.

The closing of the Business Combination resulted in Aeries owning 38.24% of the economic interests of AARK and Mr.

Kumar and the Other ATG Shareholders (defined below) owning the balance of 61.76%.

Pursuant to the Business Combination, Aeries has a right to appoint two out of the three directors on the board of directors of AARK and therefore has an ability to control the activities undertaken by AARK in ordinary course of business, resulting in AARK being classified as a subsidiary of Aeries following the closing of the Business Combination.

In accordance with principles of Financial Accounting Standards Board’s Accounting Standards Codification Topic 805, Business Combinations (“ASC 805”) and based on the economic interest held by the shareholders post the Business Combination as well as the underlying rights, it was assessed that AARK was the accounting acquirer and WWAC was the accounting acquiree.

The Business Combination has been accounted for as reverse recapitalization.

On the Closing Date, Aeries entered into exchange agreements with Mr.

Kumar and the shareholders of ATG other than AARK (the “Other ATG Shareholders”), respectively (collectively, the “Exchange Agreements”).

Pursuant to the Exchange Agreements, prior to April 1, 2024 and subject to certain exercise conditions, each holder of AARK ordinary shares and ATG ordinary shares may exchange up to 20% of the number of AARK ordinary shares and ATG ordinary shares, as applicable, held by such holder for Class A ordinary shares or cash, in each case as provided in the Exchange Agreements.

From and after April 1, 2024 and subject to certain exercise conditions, Aeries shall have the right to acquire all of the AARK or ATG ordinary share for Class A ordinary shares or cash.

In addition, after April 1, 2024 and subject to certain exercise condition, each shareholder of AARK and ATG ordinary shares shall have the right to require Aeries to provide Class A ordinary shares or cash in exchange for up to all of the AARK or ATG ordinary shares.

Each share of AARK may be exchanged for 2,246 Class A ordinary shares and each ATG ordinary share may be exchanged for 14.40 Class A ordinary shares, in each case subject to certain adjustments (collectively, the “Exchanged Shares”).

The Exchange Agreements are conditioned on satisfaction of:

(a) approval from the Reserve Bank of India (“RBI”) and any other regulatory approvals, if required;

and (b) at least two of the following conditions:

(i) consolidated twelve month EBITDA of all operating entities in which we have direct or indirect shareholding achieves of at least $6 million;

(ii) consolidated twelve month revenue of all entities in which the Company has a direct or indirect shareholding achieves at least $60 million;

(iii) minimum trading volume of (26 weeks average volume will be considered as the benchmark) of 60,000 shares;

(iv) achievement of a trading price of at least $10.00 for 10 or more trading days in a 20-day period;

(v) raising of funding of at least $10 million;

or (vi) acquisition of one other business with a value of at least $5 million.

The cash exchange payment may only be elected in the event approval from RBI is not obtained for exchange of shares and provided that Aeries has reasonable cash flow to be able to pay the cash exchange payment and such payment would not be prohibited by any then outstanding debt agreements or arrangements of Aeries.

On March 26, 2024, Aeries determined that the exchange conditions in the Exchange Agreements with respect to Mr.

Kumar and one of the Other ATG Shareholders, Bhisham Khare, had been satisfied.

of one or more of these diverse legal requirements in the conduct of our business could result in significant fines, other damages, criminal

sanctions against us or our officers, prohibitions on doing business, and damage to our reputation.

Violations of these regulations or

contractual obligations related to regulatory compliance in connection with the performance of customer contracts could also result in

liability for significant monetary damages, fines, criminal prosecution, unfavorable publicity, other reputational damage, restrictions

on our ability to compete for certain work, and allegations by our customers that we have not performed our contractual obligations.

History, the Business Combination, and the Exchange of Shares

Technology, Inc.

(formerly known as Worldwide Webb Acquisition Corp.

or “WWAC”) was originally incorporated on March 5,

2021 for the purpose of effecting a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business

combination with one or more businesses.

On October 22, 2021, WWAC consummated an initial public offering (the “IPO”),

after which its securities began trading on The Nasdaq Capital Market (“Nasdaq”).

November 6, 2023 (the “Closing Date”), AARK consummated the previously announced business combination pursuant to that

certain Business Combination Agreement, dated as of March 11, 2023 (as amended, the “Business Combination Agreement”),

by and among WWAC, WWAC Amalgamation Sub Pte.

Ltd., a Singapore private company limited by shares and a direct wholly owned subsidiary

of WWAC (“Amalgamation Sub”), and AARK.

Pursuant to the Business Combination Agreement, Amalgamation Sub and AARK amalgamated

and continued as one company, with AARK being the surviving entity, and as a result thereof, Aeries Technology Group Business Accelerators

Ltd., an Indian private company limited by shares (“ATG” or “ATGBA”) became an indirect subsidiary of WWAC

(the “Amalgamation” and, together with the other transactions contemplated by the Business Combination Agreement, the “Business

Combination”).

connection with the Business Combination, we changed our name from Worldwide Webb Acquisition Corp.

to Aeries Technology, Inc.

the Closing Date, we changed the trading symbols for its Class A ordinary shares and warrants to purchase Class A ordinary shares on Nasdaq

from “WWAC” and “WWACW” to “AERT” and “AERTW.”

to the Business Combination Agreement, all AARK ordinary shares that were issued and outstanding prior to the closing of the Business

Combination remained issued and outstanding following the closing and continued to be held by the sole shareholder of AARK, Mr.

Additionally, in connection with the Business Combination, Aeries issued a Class V ordinary share to NewGen Advisors and Consultants

DWC-LLC (the “Class V Shareholder”), a business associate of Mr.

The Class V ordinary share had voting rights

equal to (1) 26.0% of the total issued and outstanding Class A ordinary shares and Class V ordinary share voting together as a single

class (subject to a proportionate reduction in voting power in connection with the exchange by Mr.

Kumar of AARK ordinary shares

for Class A ordinary shares pursuant to the applicable Exchange Agreement described below) and (2) in certain circumstances as described

below, 51.0% of the total issued and outstanding Class A ordinary shares and Class V ordinary share voting together as a class;

however, that any such proportionate reduction under (1) would not affect the voting rights of the Class V ordinary share in the event

of (i) a threatened or actual hostile change of control and/or (ii) the appointment and removal of a director on the board of directors

of the Company (the “Board”) (such events, “Extraordinary Events”).

to the Business Combination Agreement, all of the shares of the Amalgamation Sub that were issued and outstanding immediately prior to

the closing of the Business Combination were converted into a number of newly issued AARK ordinary shares following the closing.

of the Business Combination resulted in Aeries owning 38.24% of the economic interests of AARK and Mr.

Kumar and the Other ATG Shareholders

(defined below) owning the balance of 61.76%.

Pursuant to the Business Combination, Aeries has a right to appoint two out of the three

directors on the board of directors of AARK and therefore has an ability to control the activities undertaken by AARK in ordinary course

of business, resulting in AARK being classified as a subsidiary of Aeries following the closing of the Business Combination.

In accordance

with principles of Financial Accounting Standards Board’s Accounting Standards Codification Topic 805, Business Combinations (“ASC

805”) and based on the economic interest held by the shareholders post the Business Combination as well as the underlying rights,

it was assessed that AARK was the accounting acquirer and WWAC was the accounting acquiree.

The Business Combination has been accounted

for as reverse recapitalization.

the Closing Date, Aeries entered into exchange agreements with Mr.

Kumar and the shareholders of ATG other than AARK (the “Other

ATG Shareholders”), respectively (collectively, the “Exchange Agreements”).

Pursuant to the Exchange Agreements, prior

to April 1, 2024 and subject to certain exercise conditions, each holder of AARK ordinary shares and ATG ordinary shares may exchange

up to 20% of the number of AARK ordinary shares and ATG ordinary shares, as applicable, held by such holder for Class A ordinary shares

or cash, in each case as provided in the Exchange Agreements.

From and after April 1, 2024 and subject to certain exercise conditions,

Aeries has the right to acquire all of the AARK or ATG ordinary share for Class A ordinary shares or cash.

In addition, after April 1,

2024 and subject to certain exercise condition, each shareholder of AARK and ATG ordinary shares has the right to require Aeries to provide

Class A ordinary shares or cash in exchange for up to all of the AARK or ATG ordinary shares.

Each share of AARK may be exchanged for

2,246 Class A ordinary shares and each ATG ordinary share may be exchanged for 14.40 Class A ordinary shares, in each case subject to

certain adjustments (collectively, the “Exchanged Shares”).

The Exchange Agreements are conditioned on satisfaction of certain

conditions and regulatory approvals, including from the Reserve Bank of India (“RBI”), as applicable.

The cash exchange payment

may only be elected in the event approval from RBI is not obtained for exchange of shares and provided that Aeries has reasonable cash

flow to be able to pay the cash exchange payment and such payment would not be prohibited by any then outstanding debt agreements or arrangements

March 26, 2024, Aeries determined that the exchange conditions in the Exchange Agreements with respect to Mr.

Kumar and one

of the Other ATG Shareholders, Bhisham Khare, had been satisfied.

On April 5, 2024, Mr.

Kumar exchanged an aggregate amount of 9,500 AARK ordinary shares for 21,337,000 Exchanged Shares.

Kumar exchanged an aggregate amount

of 9,500 AARK ordinary shares for 21,337,000 Exchanged Shares.

Following this exchange by Mr.

Kumar, an aggregate of 10,566,347 Exchanged Shares remain to be issued upon exchanges pursuant to both the Exchange Agreements, including 7,740,979 Exchanged Shares for which the exchange conditions have not yet been met.

Following the exchange by Mr.

Kumar on April 5, 2024, Aeries’ economic interest in AARK increased from 38.24% to 96.91%, while AARK and the Other ATG Shareholders collectively retained 3.09% of the economic interests in AARK.

Our Status as a Cayman Islands Exempted Company and as a Public Company

We are a Cayman Islands exempted company.

Exempted companies are Cayman Islands companies conducting business mainly outside the Cayman Islands and, as such, are exempted from complying with certain provisions of the Companies Act (As Revised) of the Cayman Islands (the “Companies Act”).

As an exempted company, we have applied for and received a tax exemption undertaking from the Cayman Islands government that, in accordance with Section 6 of the Tax Concessions Act (As Revised) of the Cayman Islands, for a period of 20 years from the date of the undertaking, no law which is enacted in the Cayman Islands imposing any tax to be levied on profits, income, gains or appreciations will apply to us or our operations and, in addition, that no tax to be levied on profits, income, gains or appreciations or which is in the nature of estate duty or inheritance tax will be payable (i) on or in respect of our shares, debentures or other obligations or (ii) by way of the withholding in whole or in part of a payment of dividend or other distribution of income or capital by us to our shareholders or a payment of principal or interest or other sums due under a debenture or other obligation of us.

We are an “emerging growth company,” as defined in Section 2(a) of the Securities Act of 1933, as amended (the “Securities Act”).

As such, we are eligible to take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not “emerging growth companies” including, but not limited to, not being required to comply with the auditor attestation requirements of Section 404 of the Public Company Accounting Reform and Investor Protection Act of 2002 (the “Sarbanes-Oxley Act”), reduced disclosure obligations regarding executive compensation in our periodic reports and proxy statements, and exemptions from the requirements of holding a non-binding advisory vote on executive compensation and shareholder approval of any golden parachute payments not previously approved.

If some investors find our securities less attractive as a result, there may be a less active trading market for our securities and the prices of our securities may be more volatile.

In addition, Section 107 of the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”) also provides that an “emerging growth company” can take advantage of the extended transition period provided in Section 7(a)(2)(B) of the Securities Act for complying with new or revised accounting standards.

In other words, an “emerging growth company” can delay the adoption of certain accounting standards until those standards would otherwise apply to private companies.

We intend to take advantage of the benefits of this extended transition period.

We will remain an emerging growth company until the earlier of (1) the last day of the fiscal year (a) following the fifth anniversary of the completion of the IPO in October 2021, (b) in which we have total annual gross revenue of at least $1.07 billion, or (c) in which we are deemed to be a large accelerated filer, which means the market value of our ordinary shares that are held by non-affiliates equals or exceeds $700 million as of the end of that year’s second fiscal quarter, and (2) the date on which we have issued more than $1 billion in non-convertible debt securities during the prior three-year period.

Additionally, we are a “smaller reporting company” as defined in Item 10(f)(1) of Regulation S-K.

Smaller reporting companies may take advantage of certain reduced disclosure obligations, including, among other things, providing only two years of audited financial statements.

We will remain a smaller reporting company as long as (1) the market value of our ordinary shares held by non-affiliates is less than $250 million as of the end of a year’s second fiscal quarter, or (2) our annual revenues are less than $100 million during a completed fiscal year and the market value of our ordinary shares held by non-affiliates is less than $700 million as of the end of that year’s second fiscal quarter.

Corporate Information

Our principal executive offices are located at 60 Paya Lebar Road, #08-13, Paya Lebar Square, Singapore, and our telephone number at that location is 65 98416625.

Kumar, an aggregate of 10,566,347 Exchanged

Shares remain to be issued upon exchanges pursuant to both the Exchange Agreements, including 7,740,979 Exchanged Shares for which the

exchange conditions have not yet been met.

Immediately following this exchange, Mr.

Kumar’s beneficial ownership percentage

of Class A ordinary shares remained at 73.8%, while his voting power increased to 72.0% of all votes attached to the total issued and

outstanding Class A ordinary shares and the Class V ordinary share, subject to the special voting rights of the Class V ordinary share

regarding the Extraordinary Events.

As a result of and immediately following this exchange, and in accordance with our memorandum and

articles of association, the number of votes represented by the sole Class V ordinary share was reduced from 26.0% to 1.3% of all votes

attached to the total issued and outstanding Class A ordinary shares and the Class V ordinary share;

however, this reduction will not

affect the voting rights of the Class V ordinary share in the event of the Extraordinary Events.

the exchange by Mr.

Kumar on April 5, 2024, Aeries’ economic interest in AARK increased from 38.24% to 96.91%, while Mr.

retained 3.09% of the economic interests in AARK.

Status as a Cayman Islands Exempted Company and as a Public Company

are a Cayman Islands exempted company.

Exempted companies are Cayman Islands companies conducting business mainly outside the Cayman Islands

and, as such, are exempted from complying with certain provisions of the Companies Act (As Revised) of the Cayman Islands (the “Companies

As an exempted company, we have applied for and received a tax exemption undertaking from the Cayman Islands government that,

in accordance with Section 6 of the Tax Concessions Act (As Revised) of the Cayman Islands, for a period of 20 years from the date

of the undertaking, no law which is enacted in the Cayman Islands imposing any tax to be levied on profits, income, gains or appreciations

will apply to us or our operations and, in addition, that no tax to be levied on profits, income, gains or appreciations or which is in

the nature of estate duty or inheritance tax will be payable (i) on or in respect of our shares, debentures or other obligations or (ii)

by way of the withholding in whole or in part of a payment of dividend or other distribution of income or capital by us to our shareholders

or a payment of principal or interest or other sums due under a debenture or other obligation of us.

are an “emerging growth company,” as defined in Section 2(a) of the Securities Act of 1933, as amended (the “Securities

As such, we are eligible to take advantage of certain exemptions from various reporting requirements that are applicable

to other public companies that are not “emerging growth companies” including, but not limited to, not being required to comply

with the auditor attestation requirements of Section 404 of the Public Company Accounting Reform and Investor Protection Act of 2002

(the “Sarbanes-Oxley Act”), reduced disclosure obligations regarding executive compensation in our periodic reports and proxy

statements, and exemptions from the requirements of holding a non-binding advisory vote on executive compensation and shareholder approval

of any golden parachute payments not previously approved.

If some investors find our securities less attractive as a result, there may

be a less active trading market for our securities and the prices of our securities may be more volatile.

addition, Section 107 of the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”) also provides that an “emerging

growth company” can take advantage of the extended transition period provided in Section 7(a)(2)(B) of the Securities Act for

complying with new or revised accounting standards.

In other words, an “emerging growth company” can delay the adoption of

certain accounting standards until those standards would otherwise apply to private companies.

We intend to take advantage of the benefits

of this extended transition period.

will remain an emerging growth company until the earlier of (1) the last day of the fiscal year (a) following the fifth anniversary of

the completion of the IPO in October 2021, (b) in which we have total annual gross revenue of at least $1.235 billion, or (c) in

which we are deemed to be a large accelerated filer, which means the market value of our ordinary shares that are held by non-affiliates

equals or exceeds $700 million as of the end of that year’s second fiscal quarter, and (2) the date on which we have issued more

than $1 billion in non-convertible debt securities during the prior three-year period.

Additionally,

we are a “smaller reporting company” as defined in Item 10(f)(1) of Regulation S-K.

Smaller reporting companies may take advantage

of certain reduced disclosure obligations, including, among other things, providing only two years of audited financial statements.

will remain a smaller reporting company as long as (1) the market value of our ordinary shares held by non-affiliates is less than $250

million as of the end of a year’s second fiscal quarter, or (2) our annual revenues are less than $100 million during a completed

fiscal year and the market value of our ordinary shares held by non-affiliates is less than $700 million as of the end of that year’s

second fiscal quarter.

principal executive offices are located at 60 Paya Lebar Road, #08-13, Paya Lebar Square, Singapore, and our telephone number at that

location is 65 98416625.

Our website address is https://aeriestechnology.com/.

Information contained on our website is not a part of this report, and the inclusion of our website address in this report is an inactive textual reference only.

Information contained on our website is not a part of this

report, and the inclusion of our website address in this report is an inactive textual reference only.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 1. Business