The purpose of this Management's Discussion and Analysis ("MD&A") is to provide
an understanding of the Company's consolidated financial condition, and results
of operations and cash flows, and should be read in conjunction with our
unaudited condensed financial statements and related notes that appear elsewhere
in this Quarterly Report on Form 10-Q for the three months ended June 30, 2020,
and the Annual Report on Form 10-K for the fiscal year ended March 31, 2020,
filed with the SEC on July 13, 2020. The Company's actual results could differ
materially from those discussed here. Factors that could cause differences
include those discussed in the "Forward-Looking Statements" and "Risk Factors"
sections, as well as discussed elsewhere in this report. The risks and
uncertainties can cause actual results to differ significantly from those in our
forward-looking statements or implied in historical results and trends. We
caution readers not to place undue reliance on any forward-looking statements
made by us, which speak only as of the date they are made. We disclaim any
obligation, except as specifically required by law and the rules of the SEC, to
publicly update or revise any such statements to reflect any change in our
expectations or in events, conditions, or circumstances on which any such
statements may be based, or that may affect the likelihood that actual results
will differ from those set forth in the forward-looking statements.



COVID-19 Update



We continue to monitor the impact from restrictions imposed by the COVID-19
pandemic on our financial condition, liquidity, operations, suppliers, industry,
and workforce. Revenue from the infrastructure segment continues to be adversely
affected as we are unable to fully deploy our workforce. In response to the
evolving circumstances, we supplemented our facilities to manufacture, label,
and distribute FDA-registered alcohol-based hand sanitizers and hand rubs. While
there is a general lack of visibility, we anticipate drastically reduced revenue
from Infrastructure, and also unpredictable revenue from the Life Sciences
segment. During the three months ended June 30, 2020:

1. Our revenue from the infrastructure business remains adversely affected


      with increased expenses. However, as soon as we can safely do so, and in
      compliance with applicable laws and regulations, we expect to engage in
      the infrastructure business including completing the road building
      contract that we have been awarded.

2. A majority of our hemp processing and distillation equipment is sourced

from China. While we took delivery of the equipment, the commissioning and

certification of the equipment is delayed as it requires Chinese

technicians to commission the equipment. The commissioning of our

large-scale processing and distillation equipment is delayed. Delivery of


      some of our equipment, such as the bottling machine is delayed
      indefinitely as the factory is impacted by an outbreak of COVID-19.




Overview



While our primary source of revenue for the three months ended June 30, 2019, is
from our Infrastructure segment, our primary source of revenue for the three
months ended June 30, 2020, is from our Life Sciences segment, which produced
wellness products, including alcohol-based hand sanitizers, among others.

The Company operates both segments in compliance with applicable state, national, and local laws, and regulations and only in locations and regions where it is legal to do so. Further information on the Company highlights in the three months ended June 30, 2020, can be found in Part I, Item 1, Note 1 - Business Description, "Business updates".

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Results of Operations for the three months ended

June 30, 2020 and June 30, 2019





The historical results presented below are not necessarily indicative of the
results that may be expected for any future period. The following table presents
an overview of our results of operations for the three months ended June 30,
2020 and June 30, 2019:

Statement of Operations (in thousands, unaudited)





                                       Three months ended June 30,
                                        2020                 2019            Change          Percent
                                        ($)                  ($)               ($)            Change
Revenue                                       584                1,649          (1,065 )            (65 %)
Cost of revenue                              (538 )             (1,608 )         1,070              (67 %)
Gross Profit                                   46                   41               5               12 %
Selling, general and
administrative expenses                    (1,755 )             (1,249 )          (506 )             41 %
Research and development
expenses                                     (222 )               (247 )            25              (10 %)
Operating loss                             (1,931 )             (1,455 )          (476 )             33 %
Other income, net                              49                   76             (27 )            (36 %)
Loss before income taxes                   (1,882 )             (1,379 )          (503 )             36 %
Tax expense                                     -                    -               -                - %
Net Loss                                   (1,882 )             (1,379 )          (503 )             36 %




Revenue - Revenue in the quarter ended June 30, 2020, was primarily derived from
our Life Sciences segment, which involved sales of products such as
alcohol-based hand sanitizers, among others. In the quarter ended June 30, 2019,
our revenue was primarily derived from the infrastructure segment. Revenue was
approximately $584 thousand and $1,649 thousand for the three months ended June
30, 2020 and 2019, respectively.



Revenue in the Life Sciences segment in the quarter ended June 30, 2019, was
$104 thousand as compared to $584 thousand in the quarter ended June 30, 2020,
albeit with a change in product mix. At the same time, revenue in our
Infrastructure segment for the quarter ended June 30, 2019, was $1,545 thousand
and zero in the quarter ended June 30, 2020. Primarily due to COVID-19, we have
limited visibility on when either of our segments will stabilize and become
predictable. We expect volatility in both segments in the foreseeable future. We
expect to be opportunistic in providing personal protection equipment, including
hand sanitizers, as the country reopens from the pandemic.



Cost of revenue - Cost of revenue amounted to approximately $538 thousand for
three months ended June 30, 2020, compared to $1,608 thousand in three months
ended June 30, 2019. The cost of revenue in the quarter ended June 30, 2020, is
primarily attributable to raw materials that are required to produce our
products.



Selling, general and administrative expenses - Selling, general and
administrative expenses consist primarily of employee-related expenses, sales
commission, professional fees, legal fees, marketing, other corporate expenses,
allocated general overhead and provisions, depreciation and write-offs relating
to doubtful accounts and advances, if any. Selling, general and administrative
expenses increased by approximately $506 thousand or 41% to $1,755 thousand for
three months ended June 30, 2020, from $1,249 thousand for three months ended
June 30, 2019. The year over year increase of $0.5 million is attributed to a
one-time settlement of all derivative lawsuits at $200 thousand, a payroll
accrual of $200 thousand and increased legal expenses of around $100 thousand.
We expect general and administrative expenses to decrease as one-time legal and
other one-time expenses are expected to abate over the rest of this year.



Research and Development expenses - R&D expenses were attributed to our Life
Sciences segment. The R&D expenses for the three months ended June 30, 2020, is
about $222 thousand and about $247 thousand for three months ended June 30,
2019. The cost associated with this work is mostly research comprising of plant
extracts that could be productized and data to support the efficacy of the
extracts, including preparing for potential FDA trials, product research,
designing, formulating and market analysis. We expect R&D expenses to increase
as we begin Phase 1 trials on IGC-AD1. All research and development costs are
expensed in the quarter in which they are incurred.



Other Income, net - Other net income decreased by approximately $27 thousand or
36% during three months ended June 30, 2020. The total other income for three
months ended June 30, 2020 and 2019 is approximately $49 thousand and $76
thousand, respectively. During the three months ended June 30, 2020, such amount
includes interest income, rental income and approximately $10 thousand dividend
income and approximately $7 thousand unrealized gain from marketable securities,
net.

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Liquidity and Capital Resources





Our sources of liquidity are cash and cash equivalents, cash flows from
operations, short-term borrowings, and short-term liquidity arrangements. The
Company continues to evaluate various financing sources and options to raise
working capital to help fund current research and development programs and
operations. The Company does not have any material long-term debt, capital lease
obligations or other long-term liabilities, except as disclosed in this report.
Please refer to Note 12, "Commitments and Contingencies" and Note 9, "Leases" in
Item I of this report for further information on Company commitments and
contractual obligations.



While, the Company believes its existing balances of cash, cash equivalents and
marketable securities and other short-term liquidity arrangements, will be
sufficient to satisfy its working capital needs, capital asset purchases, share
repurchases, debt repayments, investments and other liquidity requirements, if
any, associated with its existing operations over the next 12 months, it expects
to raise money when it is able to do so.

Management is actively monitoring the impact of COVID-19 on the Company's financial condition, liquidity, operations, suppliers, industry, legal expenses, and workforce.

This liquidity and capital resources discussion compares the unaudited consolidated Company financials.







                                         (in thousands, unaudited)

                                       As of                 As of
                                   June 30, 2020         March 31, 2020
                                        ($)                   ($)              Change         Percent Change

Cash, cash equivalents and
marketable securities                       2,703                  7,258          (4,555 )                (63 )%
Working capital                            13,683                 15,811          (2,128 )                (13 )%




Cash and cash equivalents



Cash and cash equivalents decreased by approximately $4,555 thousand to $2,703
thousand in the three months ended June 30, 2020, from $7,258 thousand as of
March 31, 2020, a decrease of approximately 63%.



The major decrease in three months ended June 30, 2020, was due to $944 thousand
in purchase of property, plant, and equipment and $2,277 thousand investment in
inventory.



Summary of Cash flows



                                       (in thousands, unaudited)

                                      Three months ended June 30,
                                       2020                2019            Change         Percent Change
Cash (used in) operating
activities                                (3,988 )            (2,872 )        (1,116 )                 39 %
Cash (used in) investing
activities                                (1,136 )            (6,186 )         5,050                  (82 )%
Cash provided by financing
activities                                   580                   -             580                  100 %
Effects of exchange rate changes
on cash and cash equivalents                 (11 )                 2             (13 )               (650 )%
Net increase/(decrease) in cash
and cash equivalents                      (4,555 )            (9,056 )         4,501                  (50 )%
Cash and Cash Equivalents at the
beginning of period                        7,258              25,610         (18,352 )                (72 )%
Cash and cash equivalents at the
end of the period                          2,703              16,554         (13,851 )                (84 )%

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Operating Activities



Net cash used in operating activities for the three months ended June 30, 2020,
was approximately $4 million. This consists of a net loss of approximately $1.9
million and non-cash items totaling approximately $243 thousand, which in turn
consist of an amortization/depreciation charge of approximately $77 thousand and
stock-based expenses totaling approximately $166 thousand. Changes in operating
assets and liabilities had a negative impact of approximately $2.35 million on
cash, of which approximately $2.28 million was due to increase in inventory.



Net cash used in operating activities for the three months ended June 30, 2019,
was approximately $2.9 million. Cash was consumed from continuing operations,
with the net loss of approximately $1.4 million, non-cash items totaling
approximately $225 thousand, consisting of a depreciation charge of
approximately $17 thousand and stock-based expenses totaling approximately $208
thousand and changes in working capital accounts had a negative impact of
approximately $1,718 thousand on cash.



Investing Activities



Net cash used in investing activities for the three months ended June 30, 2020,
was $1.1 million, which is comprised of approximately $26 thousand for the
acquisition and filing expenses related to patents and trademarks, purchase of
property, plant and equipment of $944 thousand and investments of approximately
$149 thousand in non-marketable securities and $17 thousand in marketable
securities.



Net cash used in investing activities during the three months ended June 30,
2019, was $6.2 million, which is comprised of approximately $1,173 thousand for
purchase of office space, plant and equipment among others, $5,009 thousand for
investment in a money market mutual fund and $4 thousand of acquisition and
filing of patents.



Financing Activities



Net cash provided by financing activities was $580 thousand for the three months
ended June 30, 2020, consisting of proceeds from loans. Please refer Note 11 -
"Loans and Other Liabilities" for further information.

There were no financing activities during the three months ended June 30, 2019.

Off-Balance Sheet Arrangements





We do not have any outstanding derivative financial instruments, off-balance
sheet guarantees, interest rate swap transactions or foreign currency forward
contracts. Furthermore, we do not have any retained or contingent interest in
assets transferred to an unconsolidated entity that serves as credit, liquidity
or market risk support to such entity. We do not have any variable interest in
an unconsolidated entity that provides financing, liquidity, market risk or
credit support to us or that engages in leasing, hedging or research and
development services with us.

Critical Accounting Policies





While all accounting policies impact the financial statements, certain policies
may be viewed as critical. Critical accounting policies are those that are both
most important to the portrayal of financial condition and results of operations
and that require Management's most subjective or complex judgments and
estimates. Our Management believes the policies that fall within this category
are the policies on revenue recognition, inventory, accounts receivable, foreign
currency translation, impairment of long-lived assets and investments,
stock-based compensation, and cybersecurity. We have a cybersecurity policy in
place and tighter cybersecurity measures to safeguard against hackers. There
were no impactful breaches in cybersecurity during the three months ended June
30, 2020.



Please see our disclosures in Note 2 - Summary of Significant Accounting
Policies to the Notes to the Unaudited Condensed Consolidated Financial
Statements in this report, in the Notes to the Audited Consolidated Financial
Statements in Part II of our Annual Report on Form 10-K for the fiscal year
ended March 31, 2020, filed with the SEC on July 13, 2020, as well as Item 7 -
Management's Discussion and Analysis of Financial Condition and Results of
Operations in the same annual report, for a discussion of all our critical and
significant accounting policies.

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Recent Accounting Pronouncements





The recent accounting pronouncements are discussed in Note 2 - Summary of
Significant Accounting Policies to the Notes to the Unaudited Condensed
Consolidated Financial Statements in this report and in the Notes to the Audited
Consolidated Financial Statements in Part II of our Annual Report on Form 10-K
for fiscal year ended March 31, 2020, filed with the SEC on July 13, 2020.

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