Nobel Hygiene Limited

The adult absorbent hygiene product category in India is supported by a growing need due to a large and aging population experiencing incontinence, although penetration remains low. The need is exacerbated by low awareness, social stigma, and the reliance on informal management methods. The addressable population for incontinence is substantial, with projections indicating growth, particularly in the under-60 cohort who are expected to drive future category expansion. The market gap is currently filled by various informal solutions, including improvised materials, behavioral coping mechanisms, and reliance on caregivers or medical equipment. Dedicated absorbent hygiene products aim to provide a reliable alternative by offering greater convenience, discretion, and protection compared to these existing methods.

The market for adult absorbent hygiene products in India faces several barriers to penetration, including an awareness gap, product skepticism related to social stigma and efficacy concerns, and affordability constraints. The adoption journey is prolonged because individuals often rely on home remedies or medical advice before trying these products. However, several structural developments are compressing this journey by increasing awareness, growing caregiver involvement, and normalizing hygiene solutions for chronic conditions. The expansion of trusted channels, particularly pharmacies, is crucial as pharmacists act as intermediaries to guide first-time adoption. Furthermore, the market is poised for sustained growth as awareness improves and the time to first trial is expected to shorten.

The adult absorbent hygiene product market in India is characterized by structurally recurring demand driven by chronic underlying conditions, which leads to high customer lifetime value. The category features strong resistance to switching due to the intimate and performance-sensitive nature of the products. Consumption is high and predictable, with usage intensity varying based on the severity of incontinence and user mobility. The market dynamics favor players who can successfully onboard and retain users over extended periods, as the combination of high usage frequency, low switching propensity, and long usage lifecycles creates durable competitive advantages.

The business relies on consumer insight and procurement leverage to fund innovation, which strengthens its manufacturing advantage. The products are intimate hygiene items where product failure directly impacts user dignity, making manufacturing consistency a key competitive requirement. The product performance depends on an absorbent core, which combines superabsorbent polymer and wood pulp, and achieving consistent performance involves careful calibration of various material choices. This knowledge is compounded through three channels: production systems, procurement scale, and specialized talent. Furthermore, consistent quality builds trust within healthcare recommendation networks, which is crucial for market penetration. Distribution strategy involves leveraging offline channels for discovery and replenishment, complemented by online channels for repeat purchases. The market is currently in a mainstream phase, with growth driven by first-time adoption in emerging markets and rising usage intensity in established ones.

The market for baby absorbent hygiene products in India is experiencing sustained growth, projected to grow from approximately ₹15,630.00 Crore in Fiscal 2026 to ₹263.40 to ₹28,810.00 Crore by Fiscal 2031, at a CAGR of 11.00 to 13.00%. This growth is primarily driven by volume expansion from first-time adoption and rising usage frequency. Adoption is being influenced by shifts in Indian households, such as nuclearization, increased female workforce participation, and the institutionalization of childcare. While the category is understood, penetration remains low, particularly in value-conscious segments, due to challenges in finding products that balance performance and accessible pricing.

Feminine absorbent hygiene is the third category within the absorbent hygiene platform, sharing manufacturing, sourcing, and distribution infrastructure with adult and baby hygiene products, which creates operating leverage for multi-category players. This category represents a large, underpenetrated opportunity in India, addressing approximately 375.70 million menstruating women, with current penetration significantly below global benchmarks. The market is expected to grow substantially, driven by first-time adoption supported by shifting social attitudes and government programs. The market is primarily segmented into sanitary pads, which anchor the category, and disposable period panties, which are an emerging, high-growth premium adjacency.

The absorbent hygiene market in India is characterized by three distinct participant types defined by their operating models across manufacturing control, distribution infrastructure, category scope, and strategic orientation. Sustained leadership requires simultaneous depth across six capabilities: manufacturing scale and material composition expertise, recommendation-network entrenchment, omnichannel distribution, product innovation, portfolio breadth across formats and price tiers, and cross-category operating leverage. Only the full-stack model is configured to deliver depth across all six capabilities. The market is also facing increased formalization due to stricter Bureau of Indian Standards (BIS) compliance, which raises quality expectations and favors full-stack players who have integrated quality systems into their core operations.

The absorbent hygiene industry in India is supported by positive structural tailwinds such as increasing penetration, expanding distribution, and growing consumer awareness across adult, baby, and feminine hygiene categories. However, the industry faces several risks, including supply chain concentration, volatility in input costs, intensifying competition, inflationary pressures on consumer spending, and evolving regulatory requirements. Sustaining growth in this sector requires participants to manage sourcing risks, maintain product quality at accessible price points, and consistently invest in distribution and category building across various geographies.

Nobel Hygiene Limited is India's largest home-grown branded manufacturer of absorbent hygiene products in value terms for Fiscal 2026 among pure-play branded companies. The company has pioneered the adult absorbent hygiene category and has grown to be the largest in the branded adult absorbent hygiene category in India over the last seven years. The company offers a comprehensive product portfolio spanning adult, baby, and feminine absorbent hygiene segments. The company operates two manufacturing facilities in Nashik and Gujarat and maintains a pan-India distribution network across various channels. Furthermore, the company adheres to global quality standards and has made strides in implementing BIS certification for adult diapers.

The company operates under the guidance of an experienced promoter and management team, supported by institutional investors. The company claims to be a pioneer in the adult absorbent hygiene category, having established a leadership position in India for seven years. The business offers a comprehensive product portfolio across adult, baby, and feminine hygiene products, diversified across multiple dimensions like product categories, consumer segments, brands, and price points. The company leverages synergies in procurement, manufacturing, and distribution to optimize efficiencies and support sustainable growth. Furthermore, the company focuses on continuous innovation in product performance, user comfort, and clinical outcomes, alongside material innovation and sustainability initiatives.

The company maintains end-to-end control over the manufacturing value chain, ensuring quality through structured checks and batch traceability, supported by globally recognized certifications like ISO, WHO-GMP, and CE. The company has benefited from government incentives under the Production Linked Incentive scheme, and utilizes some capacity for white-label manufacturing. Distribution is managed through a pan-India omni-channel network spanning general trade, e-commerce, and quick commerce, with a significant presence across 31 states and union territories. The company employs an integrated marketing approach focused on consumer education to destigmatize and drive adoption in the absorbent hygiene segments.

The company targets premium segments through targeted marketing and aims to increase presence in metro and Tier-I markets via e-commerce and modern trade, while driving penetration in Tier-II+ regions through general trade. The company plans to expand its product portfolio with premium variants and leverage a secondary brand platform. A key focus is strengthening the feminine absorbent hygiene portfolio by introducing disposable period panties to address unmet consumer needs, differentiating itself from the conventional sanitary napkin market. The strategy involves expanding distribution across general trade, modern trade, e-commerce, and quick commerce channels, with distinct strategies for each channel. Furthermore, the company intends to invest in product innovation, including features focused on performance, comfort, and sustainability, and plans for significant manufacturing capacity augmentation.

The company offers a range of hygiene products, including adult insert pads and maternity pads, designed for managing urinary incontinence and post-partum care. These products feature absorbent cores, various layering and material features to ensure comfort and protection. The company also has a portfolio of baby absorbent hygiene products under the Teddyy and Snuggy brands, which include disposable diapers for infants and toddlers. The company leverages its existing manufacturing and distribution capabilities in the adult hygiene sector to scale its baby hygiene brands.

The company offers a portfolio of absorbent hygiene products under different brands, including Teddyy Premium, Teddyy Bio Earth, Snuggy, and RIO. Teddyy Premium features a soft top sheet and incorporates aloe vera for rash protection, while Teddyy Bio Earth is a biodegradable diaper using Lyfecycle™ technology to break down into wax within two years. The Snuggy brand provides a comprehensive range of diapers in various formats and absorbency levels, targeting different infant mobility needs. The RIO brand focuses on sanitary protection products, offering various pads with features designed for comfort and hygiene. The company distributes its products through an integrated omni-channel network spanning general trade, e-commerce, private labelling, modern trade, quick commerce, and institutional sales across India.

The company distributes its products through various channels, including government-linked retail outlets and contract manufacturing for private labels to optimize capacity utilization. The company exports absorbent hygiene products to international markets, supported by flexible manufacturing capabilities and established logistics. The company has received funding under the PLI Scheme of the Ministry of Textiles, India, which validates its manufacturing capabilities and contribution to the domestic value addition in the hygiene products sector. Marketing strategies are highly focused on consumer education, brand salience, and differentiated positioning, tailored to address specific consumer segments and market nuances across different product categories.

The company customizes diapers for Indian consumers, sourcing components from Italy and China. They have expanded manufacturing capacity significantly since 2022, increasing aggregate annual installed capacity by over 80%. The manufacturing infrastructure includes high-speed automated lines, computerised process control, and modern testing equipment, supported by essential utilities and clean room facilities. The company maintains a robust supply chain through a network of 10 warehouses across India to optimize inventory and reduce fulfilment timelines. Furthermore, they engage in white label manufacturing for third parties and outsource certain products, subject to mandatory quality audits of third-party vendors.

The issuer provides details on procurement costs, power, fuel, and water usage, transportation logistics, quality control, technology platforms, data security, awards, health and safety protocols, environmental practices, and governance structures. The company emphasizes rigorous quality assurance through inspections and traceability systems, maintains various international certifications, and has established robust safety frameworks. The company operates in a highly competitive market for absorbent hygiene products and relies heavily on third-party logistics providers. Furthermore, the company details its workforce, intellectual property portfolio, and insurance coverage.

This section details various property arrangements, including owned, leased, and licensed facilities, which are categorized by the type of arrangement and the counterparty. It outlines specific agreements with entities such as the Maharashtra Industrial Development Corporation, DSA Electro Controls Private Limited, and various other entities, specifying the terms and validity periods for these rights. Furthermore, the text lists numerous applicable Indian laws and regulations, including the Bureau of Indian Standards Act, the Legal Metrology Act, the Consumer Protection Act, and the Information Technology Act, which govern various aspects of trade, standards, consumer protection, and electronic transactions.

The provided text details a broad overview of various Indian laws and regulations that apply to businesses, covering areas such as quality standards, environmental protection, labour relations, intellectual property, foreign investment, and trade. It outlines specific mandates regarding product standards, pollution control, worker safety, contract validity, and market competition. The text emphasizes the need for entities to comply with these diverse legal frameworks to avoid penalties, which can include fines, imprisonment, and operational restrictions.

The company is required to comply with various legal frameworks, including the Companies Act, 2013 and related rules, as well as various tax legislations and other statutes imposed by central and state governments and other authorities for its daily operations.

The company's history began with its incorporation as a private limited company in 2001, followed by several name and conversion changes over the years. The company shifted its registered office multiple times, notably moving to Maharashtra in 2019 to commence business operations from Nashik. Significant amendments were made to the Memorandum of Association in 2019, 2024, and 2025, concerning the authorized share capital structure. A key corporate event involved the transfer of the manufacturing unit to a subsidiary, Nobel Hygiene Baroda Private Limited (NHBPL), on August 29, 2023, and the assignment of trademarks related to the 'Snuggy' brand to the company.

The company currently has no associate or joint venture, and the subsidiary does not have any business interests or related transactions with the company, except as disclosed in specific notes. The subsidiary engages in supplying finished products, services, and warehousing to the company, which is considered synergistic. Furthermore, the subsidiary is not listed on any stock exchange in India or abroad and has not faced listing refusals in the last ten years. The company also confirms the absence of conflicts of interest between the subsidiary's directors and certain suppliers or lessors of immovable properties. Details regarding various shareholder agreements and material agreements, including past transactions and agreements with third parties, are provided for investor review.

This section details various guarantees provided by selling shareholders to the promoter, covering different financial implications depending on the default scenario. Guarantees cover various aspects such as credit facilities, bank guarantees, and secured obligations related to various assets and liabilities. Some guarantees involve charges over movable assets, fixed deposits, and specific property locations in Mumbai and Nashik. Furthermore, there are guarantees concerning the assets of Nano Technologies India Private Limited and the equity shares of the company.

This section details various guarantees provided by shareholders in favor of the promoter, covering different financial facilities. The guarantees are specified for various lenders, including Saraswat Co-operative Bank Limited and HDFC Bank Limited, for purposes such as credit facilities for vehicle purchases. The text also mentions the nature of the security involved, such as hypothecation of specific vehicles, and clarifies the meaning of the guarantee value as of June 30, 2026.

This section primarily defines various terms and abbreviations used within the Draft Red Herring Prospectus. It specifies that certain terms shall have meanings ascribed to them under various SEBI regulations, the Companies Act, and other relevant laws. It details definitions for terms related to the company, such as the company itself, directors, auditors, and various agreements. Furthermore, it outlines definitions for terms related to the offer process, including different types of investors, bid amounts, and the process for allotment of equity shares.

This section details various terms related to the offer process, including who the lead managers are, the conditions for allocation, and the parties involved in the collection and transfer of funds. It specifies the entities responsible for collecting bid amounts, the types of investors eligible to bid, and the various components of the total offer. Furthermore, it outlines the process for finalizing the offer price, the timing for fund blocking, and the various portions of the offer allocated to different investor categories.

This section primarily defines various terms and abbreviations used within the context of the prospectus. It outlines several regulatory and procedural terms, such as the types of prospectuses, the entities involved in the bidding process, and the mechanisms for payments. It details various lists and circulars issued by SEBI and other bodies that govern the issuance of securities.

This section details various legal and regulatory terms, conventions, and data presentation standards used within the Draft Red Herring Prospectus. It outlines which laws and regulations are referenced, defines terms related to geographical references, and specifies the financial data sources and currency conversions used. It also includes a disclaimer regarding the offering of equity shares outside of the United States.

This section primarily discusses forward-looking statements, clarifying that they are not statements of historical fact and are subject to various risks and uncertainties. These uncertainties include regulatory changes, economic conditions, market risks, and potential disruptions to operations. The text emphasizes that actual results may differ materially from the expectations suggested by these statements. Furthermore, it outlines limitations on the company's obligation to update or revise these statements after the filing date.

This section details the structure of the offer, outlining the various components of the equity share offering, including Fresh Issue, Offer for Sale, and Employee Reservation portions. It specifies different categories of bidders such as QIB, Non-Institutional, and Retail, along with rules for allocation based on application size. The text also discusses provisions related to the utilization of net proceeds and the possibility of a Pre-IPO Placement.

This section provides financial statements and related disclosures for Nobel Hygiene Limited, including statements of profit and loss, cash flows, contingent liabilities, and related party transactions. The financial data covers fiscal years ending March 31, 2026, 2025, and 2024. The data includes details on operating performance, cash movements, potential liabilities, and transactions with related parties.

The provided text details various related party transactions, including the issue of compulsory convertible preference shares, loans taken from a director, and related loan repayments. It also mentions interest expenses on the loan taken. Furthermore, the text lists several Book Running Lead Managers (BRLMs) and outlines their specific responsibilities regarding different aspects of the offer, such as capital structuring, drafting of documents, marketing, and post-issue activities. It also specifies the roles of legal counsel and the Registrar to the Offer.

This section details various procedural aspects related to the issuance process, including how different types of bidders can submit applications, such as UPI bidders, Syndicate members, Registered Brokers, and RTAs. It outlines where lists of authorized branches, brokers, RTAs, and Depository Participants can be found on SEBI websites. Furthermore, it discusses restrictions on bid withdrawal for different investor categories and the process for determining the final offer price.

The underwriting agreement between the Company, Selling Shareholders, and the Underwriters had not yet been executed as of the Draft Red Herring Prospectus and is scheduled to be finalized before the filing of the prospectus. The commitment details, including the indicative number and amount of equity shares to be underwritten, are currently blank and will be determined later based on the Offer Price and allocation according to SEBI ICDR Regulations. The Board of Directors expressed confidence that the Underwriters' resources were sufficient to fulfill their obligations. The Underwriters are registered with SEBI under Section 12(1) of the SEBI Act read with the SEBI Merchant Bankers Regulations or are registered as brokers with Stock Exchanges. Furthermore, the Board/IPO Committee accepted and entered into the Underwriting Agreement on behalf of the Company.

This section details the authorized and issued share capital of the company as of the Draft Red Herring Prospectus date, including the total number of equity shares and their face value. It also outlines various components related to the present offer, such as fresh issues and offers for sale, including employee reservation portions. Furthermore, the section provides a detailed history of equity share allotments over the past decade, showing various dates, numbers of shares, face value, and issue prices.

This section details various allotments of equity shares across different dates and considerations. It covers initial allotments to numerous individuals and entities, followed by subsequent issuances involving cash, warrants, and CCPS. Specific transactions include the conversion of share warrants into equity shares, and the transfer of these warrants to other parties. The text also mentions various considerations received by the company for these allotments, including upfront payments and consideration for CCPS.

The company currently has no outstanding preference share capital or share warrants as of the date of the Draft Red Herring Prospectus. The section details various past allotments of equity shares, including transactions involving different parties and various reasons for allotment, such as bonus issues. Several tables detail the build-up of promoter shareholding over time, showing changes in the percentage of paid-up equity share capital. Furthermore, the text discusses the process of transferring share warrants to equity shares and the consideration received for such transfers.

This section details various transactions involving the transfer or allotment of equity shares over time, including different types of consideration and percentage changes in the equity capital. The data includes transactions from different parties and dates, with some transactions involving bonus issues. Specific details are provided for both the promoter's shareholding build-up and the shareholding of various selling shareholders.

This section details various transactions involving the transfer and allotment of equity shares over time, including different consideration prices and their impact on the pre-offer and post-offer capital percentages. The data covers numerous transfers from various entities, including individuals and entities like Orbit Investment Holdings Pte. Ltd. and Sixth Sense India Opportunities III. Several transactions involve share splits and bonus issues, which are noted as adjustments to the share count. The data also includes details on the build-up of shareholding for specific investors and the transfer of shares from various entities.

This section details various transactions involving the transfer and issue of equity shares by different parties over time, including cash and non-cash considerations. It lists several transfers occurring in 2009, 2010, and 2011, followed by subsequent transactions in 2012 and 2015. Furthermore, it provides a breakdown of the equity shareholding structure as of the Draft Red Herring Prospectus date, showing the distribution across Promoters, the Promoter Group, and Public Shareholders.

This section details various aspects of the company's capital structure, including transactions involving promoters and selling shareholders, and provisions related to promoter contributions and lock-ins under SEBI ICDR Regulations. It outlines the acquisition of share warrants by the promoter, subsequent transfers, and the calculation of various weighted average costs for equity shares, CCPS, and share warrants over different time periods. Furthermore, it specifies rules regarding the minimum promoter contribution and the handling of acquired shares for compliance with these regulations.

The section discusses various conditions related to the company's equity shares, including restrictions on their source, encumbrances, and acquisition history. It details lock-in periods for equity shares, particularly concerning pre-offer capital and shares allotted to anchor investors. Furthermore, it outlines rules regarding the pledging of equity shares as collateral for loans and the transferability of shares among promoters and within the promoter group. The text also provides a detailed breakdown of the shareholding pattern as of the Draft Red Herring Prospectus date, including various categories of shareholders.

The section details various transactions involving securities and the treatment of employee stock option plans. It outlines a series of transfers of share warrants and equity shares between the promoter and other entities over a period. Furthermore, it provides information regarding the ESOP 2023, including the number of options granted, vested, and the resulting impact on diluted earnings per share. The document also confirms compliance with various regulations concerning the issuance of securities and the valuation of stock options.

The Offer involves a Fresh Issue of equity shares, aggregating up to ₹150.00 Crore, and an Offer for Sale of equity shares by Selling Shareholders. The proceeds from the Offer for Sale will be retained by the Selling Shareholders, and the Net Proceeds will be utilized for various objects. These objects include the prepayment or repayment of outstanding borrowings, investment in the subsidiary NHBPL for production capacity augmentation, and general corporate purposes. The proposed deployment schedule details the estimated funding for these purposes across Fiscal 2027 and Fiscal 2028.

The section details the manufacturing capacity and infrastructure plans for the company's products. It outlines the current setup with two facilities, the Nashik and Halol, and discusses future capacity augmentation plans. The proposed expansion involves setting up a New Facility on the Existing Halol Land and purchasing/installing an additional adult diaper production line at Halol. The investment required for this project is estimated, and the sources of funding are specified.

The section details various quotations for equipment and services, including micro filters, electrical works, power transformers, forklifts, and various safety equipment. It also outlines the proposed utilization of net proceeds, specifying limits on funds for general corporate purposes. The company reserves the right to use net proceeds for other purposes, provided that the allocation towards general corporate purposes does not exceed 25% of the gross proceeds from the fresh issue. Furthermore, it discusses the various expenses associated with the offer process.

This section details the Offer for Sale provisions, outlining the reimbursement process for Selling Shareholders and the handling of offer-related expenses. It breaks down estimated offer expenses into various categories, including fees for various parties, costs for printing and advertising, and miscellaneous expenses. The text also specifies how unutilized offer expenses will be distributed among the company and Selling Shareholders, with a cap on the company's utilization towards general corporate purposes.

This section details various financial metrics and disclosures related to the company's performance and offer process. It includes tables for Price/Earning ratios, Return on Net Worth, and various Key Performance Indicators (KPIs) used to evaluate business performance. Furthermore, it outlines the weighted average cost of acquisition, floor price, and cap price related to primary issuances of equity shares and convertible securities.

The section details various aspects related to the offer, including definitions for secondary transactions and the calculation of price bands based on weighted average cost of acquisition. It also includes a statement regarding special tax benefits available to the company and its shareholders under the Indian direct and indirect tax laws.

This section primarily discusses various tax provisions related to the company's operations and the tax benefits available to its shareholders. It covers deductions for employment of new employees, deductions for inter-corporate dividends, and various tax implications concerning dividends and capital gains. Furthermore, it details special indirect tax benefits, including exemptions under GST, zero-rated supplies, and schemes like RoDTEP and Duty Drawback for exports. The section also mentions incentives from the Government of Maharashtra and clarifies the applicability of different tax laws.

This section provides a statement regarding the possible special direct and indirect tax benefits available to Nobel Hygiene Baroda Private Limited, which is considered a material subsidiary of the Holding Company. The benefits discussed are contingent upon the Material Subsidiary fulfilling specific conditions prescribed under the relevant Taxation Laws. The statement clarifies that the benefits are not exhaustive and investors should consult their own tax consultants due to the individual nature of tax consequences and changes in tax laws. Furthermore, the section explicitly states that there are no special tax benefits available under Indirect tax.

The provided section details the examination report of the Statutory Auditors on the restated consolidated financial information of Nobel Hygiene Limited for the years ended March 31, 2026, March 31, 2025, and March 31, 2024. The report confirms that the financial information was prepared in accordance with Indian Accounting Standards (Ind AS) and other accepted accounting principles. The auditors relied on previous statutory auditors' reports and other auditors' reports for certain components of the financial statements. The report also confirms that the financial information was adjusted retrospectively for changes in accounting policies and that it complies with relevant regulations.

This section presents the restated consolidated financial information for Nobel Hygiene Limited for the years ended March 31, 2026, March 31, 2025, and March 31, 2024, covering the Profit and Loss statement, Statement of Changes in Equity, and Cash Flow statement. The Profit and Loss statement shows fluctuations in revenue, expenses, and resulting profit before and after tax. The Statement of Changes in Equity details movements in share capital, other equity components, and transactions with owners. The Cash Flow statement details cash flows from operating, investing, and financing activities, resulting in changes in cash and cash equivalents.

This section details various accounting policies related to the financial statements, including the classification of assets and liabilities, depreciation methods, and fair value measurement for certain items. It outlines procedures for consolidation, revenue recognition, inventory valuation, and the recognition of government grants and taxes. Furthermore, it specifies how various financial instruments are measured, how foreign currency transactions are handled, and the recognition and treatment of deferred tax assets and liabilities.

This section details various accounting policies and judgments related to financial reporting under Ind AS. It covers aspects such as leases, financial instruments, financial liabilities, share-based payments, and employee benefits. Key judgments are discussed concerning contingent liabilities, income taxes, fair value measurement of financial instruments, and lease identification. The text outlines the methodology for recognizing and measuring different financial items, including impairment, amortization, and the treatment of various financial instruments.

This section details various accounting standards, recent accounting pronouncements, and restatement adjustments related to the financial statements. It covers changes in standards adopted by the Group, new standards issued but not yet effective, and various audit qualifications and reconciliations. It also includes details on statutory dues, property holdings, and loans/advances, along with various findings from the auditors regarding the books of account and asset holdings.

This section details various restatements and disclosures related to financial statements, including contingent liabilities, fair value adjustments, financial risk management policies, and borrowings. It includes breakdowns of financial liabilities maturity profiles, term loans, and details on property, plant, and equipment (PPE). The data shows changes in balances and adjustments across different reporting periods.

This section details various aspects of Nobel Hygiene Limited's financial reporting, including lease agreements, investment property, intangible assets, and non-current investments. It provides historical balances and changes related to these assets and liabilities over several fiscal years. The text covers details on right-of-use assets, lease liabilities, depreciation, carrying amounts, and the fair value assessment of investment property.

This section details various financial and shareholding components of Nobel Hygiene Limited, including non-current assets, trade receivables, cash, and share capital structure. Key figures show fluctuations in various assets and liabilities over the reporting periods. The data includes details on inventory levels, trade receivables aging, cash balances, and the movement of various financial instruments and equity shares, including conversions of Compulsorily Convertible Preference Shares (CCPS) into equity.

This section details the movement in various equity and borrowing balances, along with the structure and details of the loans and liabilities. The balance sheet shows changes in capital reserves, retained earnings, and various borrowings, including term loans, vehicle loans, and non-convertible debentures. Furthermore, it provides extensive details regarding the secured loans, including interest rates and repayment terms, as well as the breakdown of trade payables and other financial liabilities.

This section details various financial statement line items for Nobel Hygiene Limited across three fiscal years, including current liabilities, revenue, income, cost of materials, employee benefits, finance costs, depreciation, and tax expenses. Key figures show fluctuations in provisions, revenue streams, and various operating and non-operating income/expenses.

This section details various financial and actuarial provisions for Nobel Hygiene Limited, including the movement of recognized items in the Statement of Profit and Loss, the reconciliation of income tax charges, and details regarding employee benefits and defined benefit plans. The data covers financial positions as of April 1, 2024, and March 31, 2025, with comparisons to the previous year. Furthermore, it provides extensive information on the maturity profile of defined benefit payments, the actuarial assumptions used, and a sensitivity analysis concerning various risk factors like discount rates, salary increases, and employee turnover.

This section details various aspects of the financial reporting, including related party transactions, revenue recognition, and contingent liabilities for Nobel Hygiene Limited. It lists transactions with related parties such as remuneration, rent, and various loans, showing trends over three financial years. Furthermore, it provides information on outstanding balances with related parties, short-term employee benefits, and contingent liabilities like claims, guarantees, and export commitments.

This section details various financial and risk management aspects of Nobel Hygiene Limited, including fair value classifications, financial liabilities, and risk exposure analysis. It presents reconciliation of fair value measurements, details regarding market risk, credit risk, and liquidity risk, and information on employee stock option plans. The text covers data as of March 31, 2026, 2025, and 2024, with various metrics such as borrowings, liabilities, and credit exposure being disclosed.

This section details various financial and statutory disclosures for Nobel Hygiene Limited, covering fair valuation metrics, employee stock option details, and various financial ratios. It outlines changes in employee stock option balances, the accounting treatment for Compulsorily Convertible Preference Shares (CCPS), and various liquidity and profitability ratios. The data shows fluctuations in ratios year-over-year, with explanations provided for the variance in each case.

This section provides details on the company's financial information, including the breakdown of revenues by product category, the structure of its distribution network, and the cost of raw materials. The company offers products across adult, baby, and feminine hygiene categories. The revenue from operations showed a consistent trend across the fiscal years, with the adult and baby categories forming the bulk of the sales. The distribution network spans across various channels, including general trade, quick commerce, modern trade, and institutional sales. Furthermore, the cost of materials consumed is a significant part of the company's cost structure, influenced by global commodity prices and supply dynamics.

This section details various financial metrics, including procurement costs, production capacities, and various profitability and leverage ratios for the company across fiscal years. It outlines the cost breakdown of raw material procurement from domestic and international suppliers, discusses manufacturing capacity across different product categories, and provides reconciliations for key financial figures such as Product Profit, EBITDA, Net Debt, and Net Worth. Furthermore, it includes calculations for several non-GAAP measures and ratios used to evaluate operational performance and financial health.

This section details various accounting policies related to the recognition, measurement, and impairment of different asset classes, including Property, Plant and Equipment, Investment Properties, Intangible Assets, and Inventories. It outlines specific rules for capital work-in-progress, depreciation methods, useful lives for various assets, and the treatment of gains and losses upon disposal. Furthermore, the text covers foreign currency transactions, revenue recognition principles, and the accounting for government grants and interest/dividend income.

This section details various accounting treatments under Indian Accounting Standards (Ind AS) concerning deferred tax, leases, financial instruments, and employee benefits. It outlines recognition criteria for deferred tax assets and liabilities, the accounting for leases (including right-of-use assets and lease liabilities), the treatment of sale and leaseback transactions, provisions, contingent liabilities, and financial instruments. Furthermore, it specifies the classification and subsequent measurement of financial liabilities and equity instruments, including rules for offsetting instruments and accounting for share-based payment arrangements and short-term employee benefits.

The provided text details various accounting policies, segment reporting, and the results of operations for Fiscal Years 2026, 2025, and 2024. It outlines how different employee benefit liabilities, income components, and various expense categories are accounted for. The results show growth in total income, driven by increased revenue from operations, although other income decreased. Furthermore, the text provides a detailed comparison of operational metrics between the fiscal years.

The financial statements show significant fluctuations across various metrics between fiscal years, including changes in tax expenses, profit/loss, and cash flows. Total income increased by 5.91% from Fiscal 2024 to Fiscal 2025, driven by revenue from operations and other income. Operating profit before working capital changes showed substantial growth, while cash flows from operating activities varied significantly across the years. The company's financing structure includes total borrowings amounting to ₹113.41 Crore as of March 31, 2026.

This section details various financial and operational risk factors for the Group, covering market, interest rate, foreign currency, credit, and liquidity risks. It also addresses unusual events, known trends, dependencies on suppliers, business seasonality, and competitive conditions within the absorbent hygiene products manufacturing industry. The latter part of the section provides a capitalization statement as of March 31, 2026, and details the aggregate outstanding borrowings of both the Company and its Subsidiary as of June 30, 2026.

This section outlines the potential consequences that lenders may take if the company defaults on its borrowing arrangements. These consequences include the right to terminate the facility, declare all obligations immediately due and payable, appoint a nominee director to the Board, take possession or transfer assets covered by the security, pursue recovery of due monies, exercise other remedies under law, or suspend further access or drawdowns on the relevant facility. The document directs the reader to a separate section for more details regarding the impact of inability to meet financial and other covenants.

Investors should be aware that the company derives a significant portion of its revenue from its core brands, Friends and Teddyy, and any inability to maintain or grow these brands could negatively impact the business. Revenue is also heavily dependent on the adult and baby absorbent hygiene product categories, with potential slowdowns in demand affecting financial performance. Revenues are also vulnerable to external factors such as raw material cost volatility, new competitor products, changes in the regulatory environment, and macroeconomic conditions. Furthermore, disruptions to manufacturing operations, including machinery breakdowns, labor issues, and natural disasters, pose a risk to production schedules and profitability. The company also faces risks related to the supply of raw materials from various suppliers and potential issues with intellectual property infringement.

The company faces various risks related to its supply chain, including dependency on suppliers, potential disruptions from external events, and issues with securing consistent supply and pricing. Risks are highlighted concerning the volatility of raw material costs and the inability to secure assured supply due to reliance on purchase orders rather than long-term contracts. Furthermore, the company is exposed to risks from international trade, such as fluctuating exchange rates, trade barriers, and geopolitical tensions. Distribution channels present risks related to third-party platform changes and competition, while the hygiene product segment faces risks from quality lapses and consumer stigma. Finally, international operations involve compliance with diverse regulatory frameworks and foreign exchange risks.

The company discloses several risks related to foreign currency exposure, raw material supply, and dependence on the growth of the online commerce industry. Risks include potential negative impacts from exchange rate fluctuations and disruptions in raw material supply. Furthermore, the business relies heavily on the online commerce sector, making it vulnerable to changing customer behavior and competition from online marketplaces. There are also risks associated with the execution of planned capacity expansion, including delays, cost overruns, and dependency on third-party agencies. Finally, the company faces risks related to the utilization of net proceeds, including potential changes in market conditions and the ability to secure necessary approvals for new facilities.

The company may continue to incur losses due to an inability to generate adequate revenue growth and manage expenses and cash flows. There are concerns regarding the reliability of auditors' reports, as they may contain qualifications or observations that could negatively impact the company's reputation and financial standing. Several legal proceedings involving the company, its directors, and management are pending, which pose a risk to the business and financial condition. Furthermore, the company faces risks related to inaccurate demand forecasting, which can lead to inventory surpluses or shortages. The business is also susceptible to counterparty credit risk from distributors, and there is a risk that delays in payments could strain working capital. Finally, the company's inability to meet debt financing obligations could negatively affect its operations and cash flows.

The company faces risks related to its debt structure, including potential issues with servicing interest and principal payments, and the possibility of restrictive covenants imposed by lenders. There is also a significant reliance on third-party vendors for manufacturing, which exposes the company to supply disruptions, quality issues, and dependency on external capacity. Furthermore, the company is vulnerable to risks associated with transportation services, payment processing, and potential failures or changes in the terms of these third-party contracts. The business is also exposed to risks stemming from the research and development process, including the inability to innovate or secure intellectual property, and various regulatory and environmental compliance issues.

The risk factors detailed in this section cover several areas, including reputational damage from influencer conduct and negative publicity, potential fraud from impersonating entities, and risks associated with the rapid evolution of digital platform regulations. There are also concerns regarding intellectual property protection, including the risk of counterfeit products and the difficulty in enforcing rights against infringers. Furthermore, the section highlights risks related to manufacturing capacity utilization, supply chain disruptions, and the potential for delays in payments to statutory authorities. Finally, there are concerns about the ability to meet conditions for government incentives and risks related to the private label manufacturing business.

The company faces risks primarily related to intense competition within the absorbent hygiene products industry, where competitors can leverage financial resources or technological advantages to undercut pricing or rapidly gain market share. Operational risks include high employee attrition, potential disruptions from labor disputes, and issues with contract labor payments. Furthermore, there are concerns regarding the pace of technological change, the potential for contingent liabilities, and the risks associated with related party transactions and the lack of experience among certain directors.

The risk factors outlined in this section cover several areas, including operational risks related to IT systems, potential regulatory compliance issues concerning data protection laws, and contractual risks associated with third-party engagements and leased properties. There are also concerns regarding the continuity of certain agreements and the potential for disputes arising from such arrangements. Furthermore, the section addresses risks related to the ownership structure, including potential conflicts of interest among promoters and the impact of promoter guarantees on borrowings. Finally, it highlights risks concerning the reliability of capacity information and the potential for loss of competitive advantage due to the protection of technical know-how.

The prospectus outlines several risks related to the company's financial structure, internal controls, and external environments. Risks include potential undervaluation of equity shares, the inadequacy of internal controls leading to operational issues, and exposure to various external threats such as cyber-attacks, fraud, and changes in laws and regulations. Furthermore, the business faces seasonality, susceptibility to adverse macroeconomic conditions, and potential disruptions from geopolitical conflicts or market volatility.

The risk factors discussed cover several areas, including macroeconomic and geopolitical risks that could impact global and Indian financial markets, such as trade wars and uncertainty in US trade policies, which might affect economic growth. There are also concerns regarding changes in Indian tax laws, including the implementation of GST and GAAR, which could have adverse tax consequences. Furthermore, there is a risk related to inflation, which might erode profit margins if costs cannot be passed on to consumers. The document also highlights differences between Indian accounting standards and international ones, and potential risks associated with pre-emptive surveillance measures by stock exchanges.

This section details various tax implications and regulatory risks associated with the sale and transfer of Equity Shares in India. Risks include potential short-term capital gains tax, uncertainty regarding future tax law amendments, and the impact of proposed financial legislation. Furthermore, there are concerns about the ability to obtain necessary approvals for business operations, the potential for dilution through future equity issuances, and restrictions on foreign investment and repatriation of funds.

The prospectus highlights several risks related to regulatory approvals, investor rights, and market fluctuations. Uncertainties exist regarding the timeline for obtaining necessary governmental approvals, and the ability of investors to exercise pre-emptive rights under Indian law may be limited, potentially leading to dilution of ownership. Furthermore, fluctuations in the exchange rate between the Indian Rupee and foreign currencies pose a risk to the value of equity shares and dividends. Finally, certain provisions under SEBI Takeover Regulations might deter third parties from acquiring control of the company post-offer.

The section details various legal and regulatory matters concerning the Company, including criminal proceedings, actions by statutory and regulatory authorities, and tax proceedings. Specific attention is given to outstanding proceedings against the Company and its Promoters, including a settled matter related to labor issues, pending harassment complaints, and significant tax disputes involving alleged non-genuine purchases. The text outlines the process of litigation, including notices, responses, and subsequent orders or pending disposals.

The company has been involved in several tax proceedings, including reassessment proceedings related to Aadhar Venture India Limited, which resulted in a demand of ₹17.95 Crore. This led to an appeal filed before the Commissioner of Income Tax (Appeals), and a subsequent stay granted by the Assistant Commissioner of Income Tax, Circle-1, Nashik, on the outstanding demand. Furthermore, the Income Tax Department initiated proceedings for Assessment Year 2022-23, which involved scrutiny over various aspects of financial statements and income computation, leading to a demand of ₹5.53 Crore, which was also subject to an appeal and a stay granted by the Assistant Commissioner of Income Tax, Circle-1, Nashik.

The company has disclosed that there are no outstanding litigation proceedings against its Promoters, including criminal, material civil, or other material proceedings. Furthermore, there are no pending claims related to direct and indirect taxes involving the Promoters, with a total quantified amount of ₹1.47 Crore. Regarding Key Managerial Personnel (KMPs) and Senior Management Personnel (SMPs), there are no outstanding criminal proceedings or actions by statutory/regulatory authorities against them. Group companies are also not party to outstanding litigation that would materially impact the company. The company has obtained various necessary approvals, licenses, and registrations from governmental authorities for its business operations, and no further material approvals are currently required.

The section details various licenses and registrations held by the Company and its Subsidiary, including certificates from different regulatory bodies such as the Legal Metrology Organisation, various Pollution Control Boards, and BIS for manufacturing licenses. It also covers pending material approvals and the status of intellectual property rights, including registered trademarks owned by the Company and pending trademark applications. Furthermore, the document identifies a 'Group Company' as Madison Communications Private Limited, noting that there are no pending litigations involving the Group Company that would materially impact the Company.

The document details various authorizations related to the offer, including resolutions passed by the Board and Shareholders for the Fresh Issue, and the approval for filing the Draft Red Herring Prospectus with SEBI and Stock Exchanges. It also confirms that selling shareholders have authorized their participation in the Offer for Sale. Furthermore, the document outlines that the offered shares are eligible for sale under SEBI ICDR Regulations, and it specifies conditions regarding the issuer's financial standing relative to certain regulations.

The section details various entities and funds with which the company has registration or association, including development corporations, insurance companies registered with IRDAI, provident funds, and pension funds registered with the Pension Fund Regulatory and Development Authority. It also mentions permissions for certain insurance and pension funds, as well as the eligibility of accredited investors and permitted Non-Residents and foreign investors under SEBI AIF Regulations. The text further discusses restrictions on the distribution and offering of Equity Shares, and the process for public offerings, including submissions to SEBI for observations.

This section details various aspects related to past issues and the framework for handling investor grievances under the UPI Mechanism. It outlines specific rules regarding the timing for calculating percentage changes in stock prices based on listing dates, and establishes compensation mechanisms for investors facing delays in fund unblocking. Furthermore, it specifies procedures for processing fees to Sponsor Banks and the retention of records with the Registrar to the Offer.

The section details various procedural and legal aspects related to the Offer, including the governing laws and regulations under which the equity shares will be issued and transferred. It outlines the responsibility sharing for various offer-related expenses between the company and the selling shareholders. Furthermore, it specifies the conditions under which dividends will be paid and lists the rights of equity shareholders, such as the right to dividends, voting rights, and transferability of shares. Finally, it discusses the allotment of equity shares in dematerialised form and provisions related to the nomination facility for investors.

The section details various procedural aspects related to the Bid/Offer process, including timelines, rules for bid submission, and handling of various investor categories. It specifies different time windows for submissions depending on the type of bid (e.g., QIBs, Retail Investors, Eligible Employees) and the amount of the bid. Furthermore, it outlines conditions for the acceptance of bids, the potential for revision of the Price Band, and the consequences for non-fulfillment of minimum subscription requirements.

This section details the various categories of investors eligible to bid for the equity shares, including QIBs, Non-Institutional Investors, Retail Individual Investors, and Eligible Employees. It outlines specific allocation proportions for different investor groups, including provisions for allocation to Mutual Funds, QIBs, and Anchor Investors. The text also specifies rules regarding bid amounts, the handling of under-subscription across different investor categories, and the process for payment and bid submission.

This section details various procedural aspects related to the offer process, including the applicability of different regulations and the phased implementation of the Unified Payments Interface (UPI) mechanism. It outlines timelines and requirements for investor grievances, the handling of bid submissions, and the rules for different categories of bidders. Furthermore, it specifies requirements for investor compliance and the handling of share transfers.

This section details various requirements and restrictions concerning the submission of bid forms and participation in the offer by different categories of investors, including UPI bidders, Eligible NRIs, Hindu Undivided Families (HUFs), Foreign Portfolio Investors (FPIs), and Mutual Funds. It outlines specific rules regarding the required documentation, the use of various account types, and the limits on investment holdings for different investor groups. Furthermore, it specifies procedures for handling UPI mandates and the validation of bids through various channels.

This section details various restrictions and requirements related to different categories of bidders, including FPIs, AIFs, mutual funds, insurance companies, and various financial institutions. It outlines specific documentation requirements for different bidders, such as certificates of registration, and sets limits on investment based on applicable laws and regulations. Furthermore, it specifies procedures for handling multiple bids and the process for publishing pre-offer and allotment advertisements.

This section details various procedural requirements and instructions for investors participating in the offer, covering aspects from the dissemination of allotment advertisements to the submission of bid forms. It outlines conditions for the signing of underwriting agreements and RoC filings, and specifies rules regarding bid revisions and the submission of various identification details. Furthermore, it includes stringent instructions for UPI bidders concerning the use of bank accounts and mandates, as well as rules for handling bids from different investor categories and ensuring compliance with various regulatory circulars.

This section outlines various instructions and restrictions related to the bidding process, primarily focusing on how investors should submit bids and adhere to certain rules. It details prohibitions against certain payment methods, submission locations, and timing restrictions for different investor categories like QIBs and Retail Investors. Furthermore, it specifies rules regarding the quantity and value of bids, as well as requirements for the forms and details provided by bidders.

This section details various provisions related to the allotment process, undertakings by the company and selling shareholders, and restrictions on foreign ownership of securities. It outlines rules for reserving portions of equity shares for different investor categories and specifies procedures for payment into escrow accounts for anchor investors. Furthermore, it includes undertakings regarding the timely completion of listing formalities and the handling of funds, as well as stipulations concerning the liability for impersonation and various regulatory frameworks governing foreign investment.

This section primarily defines various terms used in the Articles of Association, such as 'Articles,' 'Board,' 'Company,' 'Depository,' 'Director,' 'Equity Shares,' 'Exchange,' and 'ICDR Regulations.' It outlines various provisions related to share capital, including the authority to increase or reduce capital and the power to attach special rights or restrictions to shares. The text also details rules concerning the creation of new capital from existing capital and the types of share capital that can be issued, such as equity and preference shares. Furthermore, the section covers the Board's authority to dispose of shares, the consideration for allotment, and procedures for the subdivision, consolidation, or cancellation of shares by the Company.

This section primarily outlines the provisions related to the allotment, payment, and enforcement concerning the company's shares. It details rules regarding the acceptance of shares, the nature of money due on shares, installment payments, and the liability of members or their representatives to pay unpaid amounts. Furthermore, it covers various aspects related to the issuance, issue, and maintenance of share certificates, including rules for issuing new certificates in place of lost or damaged ones. The text also addresses the company's lien rights over shares and debentures, the process for enforcing these liens through sales, and the procedures for making and enforcing calls on shares.

This section primarily outlines the procedures and consequences related to the forfeiture of shares, including provisions regarding the rights of the defaulting member and the subsequent disposal of the forfeited shares by the Company. It details the process for notifying defaulting members and making entries in the Register of Members, as well as the liability of the former member for any outstanding amounts. Furthermore, the text covers various aspects of transferring and transmitting shares, including requirements for instruments of transfer, the Board's power to decline certain transfers, and the handling of shares in different forms like stock or dematerialized securities.

This section primarily details the provisions related to the dematerialization and holding of securities, the rights of members in general meetings, and various procedural rules for meetings and voting. It outlines the company's ability to dematerialize securities and the treatment of beneficial owners, as well as rules concerning the notice period for general meetings and the quorum requirements. Furthermore, it covers aspects of voting rights, including those of joint holders, provisions for voting by a member of unsound mind, and the requirements for appointing and managing the Board of Directors.

This section details various provisions related to the remuneration, powers, and conduct of the Board of Directors and company officers. It outlines rules for director compensation, the ability of directors to perform extra services, and provisions concerning the retirement and re-election of directors. Furthermore, it covers the procedures for board meetings, including notice requirements and quorum definitions, as well as the delegation of powers to committees. The text also discusses the company's powers to borrow money and the implications of such borrowing, including restrictions on the amount, and provisions related to nominee directors appointed by financial institutions.

This section outlines various provisions related to the powers and duties of managing directors and whole-time directors, including their authority to exercise powers delegated by the Board. It also details rules concerning the custody and destruction of the company's common seal. Furthermore, the text covers procedures for declaring and paying dividends, including provisions for handling unpaid or unclaimed dividends, and rules regarding the division of profits and the retention of dividends. Finally, it specifies procedures for the transfer of shares, the capitalization of profits, and various rules concerning the maintenance and service of documents and notices to members.

This section primarily outlines various provisions related to the service of documents, the winding up of the company, director and officer indemnities, insurance provisions, and secrecy clauses. It details the rights of members regarding company works and the authorization of certain transactions. Furthermore, it lists numerous material contracts and documents that are attached to the Draft Red Herring Prospectus for inspection, including various certificates of incorporation and resolutions. A significant part of this section involves obtaining consents from various Chartered Accountants, Independent Chartered Accountants, and other experts to be included in the prospectus.

This section details various consents, reports, and certificates obtained from different parties and professionals related to the Draft Red Herring Prospectus. These include consent letters from a practicing company secretary, industry research reports, engagement letters, and various certificates from Chartered Accountants concerning KPIs, indebtedness, offer price basis, outstanding dues, loan utilization, capitalisation, and insurance coverage. Furthermore, the section lists various agreements, deeds of adherence, and assignments between the company and its subsidiaries, as well as agreements with various funds and investors. It also references due diligence certificates and in-principle listing approvals.

The provided section consists entirely of declarations from various directors and the Chief Financial Officer certifying compliance with relevant provisions of the Companies Act and regulations issued by the Government of India or SEBI. These declarations affirm that the statements made in the Draft Red Herring Prospectus are true and correct and comply with the provisions of the Companies Act, SEBI Act, SCRA, and SCRR, as amended or otherwise.

This section primarily contains declarations from various selling shareholders confirming the accuracy of statements made in the Draft Red Herring Prospectus concerning their respective portions of equity shares being offered for sale. The declarations confirm that each signatory assumes no responsibility for statements made by others, including the company, other selling shareholders, experts, or other individuals mentioned in the prospectus. The declarations are signed by a Promoter Selling Shareholder, an Investor Selling Shareholder, and an Other Selling Shareholder.

This section primarily contains declarations from various Other Selling Shareholders confirming the truth and correctness of statements made in the Draft Red Herring Prospectus concerning their role as such shareholders and the equity shares being offered. These declarations explicitly state that the undersigned shareholders assume no responsibility for statements made by or relating to the Company, other selling shareholders, experts, or any other person within the prospectus.

The company has six directors on its Board, including the Chairman and Managing Director and five Non-executive Directors, with three of whom are Independent Directors, including one woman Independent Director. The Board composition adheres to corporate governance requirements under the Companies Act and SEBI Listing Regulations. The document details the particulars of the Board members, including their designations, addresses, occupations, dates of birth, terms of directorship, and other directorships. Furthermore, it outlines various confirmations regarding arrangements with major shareholders, customers, and suppliers, and clarifies the relationship between the Directors and Key Managerial Personnel.

The section details various aspects related to the company's directors, including shareholding, borrowing powers, and potential conflicts of interest. It outlines that the Board is authorized to borrow money, subject to certain limits and shareholder consent for excess borrowings. Furthermore, it discusses various situations where directors might be deemed interested parties, such as fees paid for board attendance or reimbursement of expenses. Specific disclosures are made regarding the company's transactions with related parties and the lack of conflicts of interest concerning suppliers, service providers, and lessors of immovable properties. It also lists recent changes in the Board composition over the last three years.

The document outlines the composition and functions of several key committees within the company, including the Nomination and Remuneration Committee, the Stakeholders’ Relationship Committee, the Corporate Social Responsibility Committee, and the Risk Management Committee. These committees have specific responsibilities related to director qualifications, shareholder grievances, CSR activities, and risk management policies. The terms of reference for these bodies are aligned with various sections of the Companies Act, 2013, and SEBI Listing Regulations.

The provided text outlines various functions related to risk management, coordination with other committees, and the detailed procedures for the Initial Public Offering (IPO) Committee. The IPO Committee is composed of five members, and their responsibilities cover seeking approvals from regulatory bodies, inviting shareholders, appointing various intermediaries, negotiating and finalizing various legal documents, and handling the entire process of the offer. The committee is empowered to make decisions regarding the offer, including allocation, and to delegate certain powers to specified individuals.

This section details the Key Managerial Personnel (KMP) and Senior Management of the company, including their roles and associated details. It lists the Group Chief Financial Officer, Company Secretary and Compliance Officer, and Manager – Company Secretary. It also outlines the roles of the chief marketing and growth officer, deputy general manager - operations, president – sales, chief human resource officer, assistant vice president - operations, senior manager – quality, and various appointment and change dates for these personnel.

The promoters of the company are Kamal Kumar Johari, Kamini Kamal Johari, and Kamal Kumar Johari HUF. The shareholding details show that Kamal Kumar Johari holds 7.03%, Kamini Kamal Johari holds 2.60%, and Kamal Kumar Johari HUF holds 3.24% of the equity share capital on a fully diluted basis. The individual promoters are identified as Kamal Kumar Johari, who is the Chairman and Managing Director, and Kamini Kamal Johari, who is a Non-executive Director. The company confirms that there has been no change in control in the last five years, and the promoters have adequate experience in the business activities. The promoters are interested in transactions with related parties and have not been involved in certain transactions with suppliers or lessors of immovable properties in the preceding three years.

The company's dividend policy states that the declaration and payment of dividends on equity shares will be recommended by the Board and approved by shareholders, subject to various legal provisions. The Board determines dividends based on financial resources, business requirements, and various financial and internal parameters, as well as external factors like the industry outlook and capital markets. The Board may deviate from these parameters in extraordinary circumstances, such as significant capital requirements for expansion, debt obligations, or losses. Furthermore, the company has not declared any dividends in the last three fiscal years, and there is no guarantee for future dividend payments, which depend on future earnings and financial conditions.

The provided text directs the reader to another section for details regarding related party transactions as required by Ind AS 24 and SEBI ICDR Regulations. It specifies that details for the financial years ended March 31, 2026, March 31, 2025, and March 31, 2024, can be found on page 381 of the 'Financial Statements – Restated Consolidated Financial Information – Note 42 - Related Party Transactions'.