Vans Electroengineerings Limited

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Vans Electroengineerings Limited is engaged in the business of manufacturing and supplying components for traction power supply and overhead equipment systems used in Indian railway electrification and metro systems, as well as renewable energy systems. The company possesses expertise in manufacturing and supplying vacuum circuit breakers and vacuum interrupters, which are approved by the Research Designs and Standards Organization (RDSO). The company operates from its registered office and manufacturing facility in Salem, Tamil Nadu, where it manufactures vacuum circuit breakers and vacuum interrupters using specialized machinery and in-house testing infrastructure. The company has engaged with international research institutes to ensure compliance with global standards and has received various approvals from railway organizations to act as vendors.

Vans Electroengineerings Limited specializes in manufacturing and supplying single and double pole vacuum circuit breakers, along with high-performance vacuum interrupters for heavy-duty applications. The company focuses on meeting technical standards prescribed by the Indian Railways, emphasizing reliability and safety in switching technology for the national rail network. Their business growth is supported by their status as an approved vendor and success in securing tenders, involving close collaboration with large engineering contractors and direct procurement with railway authorities. The competitive landscape is characterized by high entry barriers due to stringent regulatory requirements, and the company's advantage lies in its deep technical proficiency in complying with complex railway standards.

The provided text details various operational and regulatory aspects of Vans Electroengineerings Limited, including power and water arrangements, employee structure, intellectual property, insurance coverage, and the legal framework governing industrial operations in Tamil Nadu. The company operates under several key Indian laws concerning factory regulations, industrial disputes, and labor welfare. The text also outlines the jurisdiction of various legislation related to standards, taxation, and industrial safety.

This section details various Indian laws and regulations pertaining to labour, safety, and environmental compliance, primarily focusing on various acts and rules enacted across different sectors. It covers legislation concerning factory safety, shop and establishment conditions, stamp duties, electricity taxation, and various environmental regulations. Furthermore, it extensively lists labour laws such as those related to wages, bonuses, and compensation, alongside provisions for social security and the regulation of contract and migrant labour. The text also discusses various rules and codes aimed at consolidating laws and ensuring accountability in these areas.

This section primarily details various Indian laws and legislation that govern different aspects of business, labor, tax, and civil/criminal proceedings. It covers regulations concerning workplace safety, contracts, insolvency, competition, and the handling of evidence and transactions. The text references numerous acts such as the Labour Codes, GST, Income Tax Act, and various procedural laws, which dictate compliance requirements for companies operating in India.

This section primarily details various Indian laws and regulations pertaining to arbitration, negotiable instruments, digital personal data protection, intellectual property, foreign investment, and foreign trade. It outlines the legal frameworks governing commercial disputes, data handling, and the movement of goods across borders. Key legislation discussed includes the Arbitration and Conciliation Act, the Negotiable Instruments Act, the Digital Personal Data Protection Act, the Information Technology Act, various Intellectual Property laws like the Trademarks Act, Copyright Act, Patents Act, and Designs Act, as well as regulations concerning foreign investment and trade, such as the Foreign Trade (Development and Regulation) Act and FEMA.

The company, originally incorporated as a Private Limited Company, underwent a conversion to a Public Limited Company, resulting in a name change, on May 6, 2026. Key corporate milestones include various vendor approvals from regulatory bodies like RDSO and CORE, and an acquisition of a controlling interest in Infowin Electric Private Limited in July 2026. The company has one subsidiary, Infowin Electric Private Limited, which was incorporated on November 20, 2024, and the company holds a significant shareholding in it. The company has not made any material acquisitions or divestments in the last ten years and has no outstanding agreements that would impact its management or control.

The provided section primarily contains declarations regarding agreements, specifically stating that the company had not entered into any Non-Compete Agreement or Joint Venture Agreement as of the date the Red Herring Prospectus was filed.

The document pertains to Vans Electroengineerings Limited, which is a company incorporated in India under the Companies Act, 2013. The definitions section details various terms related to the issue, including the company's legal identity, the parties involved, and the process for subscribing to equity shares. Key personnel such as the Chief Financial Officer and Company Secretary are mentioned, along with the statutory auditors. The document also outlines procedures for the book-building process and the various types of bids accepted during the issue period.

This section outlines various definitions related to the issuance process, including designated parties, funds handling, and investor categories. It specifies details regarding Designated CDP Locations, Designated Date for fund transfers, and various intermediaries such as SCSBs, Stock Brokers, and the Market Maker. It also defines different types of investors, including Eligible Employees, NRIs, FPIs, and QFIs, along with various portions of the issue like the Employee Reservation Portion and the Market Maker Reservation Portion.

The document mentions the company as Vans Electroengineerings Limited and references various SEBI and other regulations. It details an underwriting agreement to be entered into on September 10, 2026, between the Company, a Book Running Lead Manager, and an Underwriter. It also outlines procedures for UPI bidders, including the use of UPI IDs and the required parties for submissions. Numerous SEBI circulars are cited for reference.

The provided text primarily contains definitions, conventions, and disclaimers related to the use of financial data and forward-looking statements within the Red Herring Prospectus. It clarifies that certain terms refer to Vans Electroengineerings Limited and that references to India pertain to the Republic of India. The document details various conventions regarding the rounding of figures and the reliance on financial data derived from Restated Financial Statements, noting significant differences between Indian GAAP and other accounting principles. Furthermore, it outlines numerous risks and uncertainties related to various sectors, economic conditions, regulatory changes, and operational aspects.

The introduction section details the structure of the equity share issue, which is offered for cash. The total issue is divided into various categories, including reservations for Market Makers, Employees, and the Public. The issue is further segmented into portions for QIBs, Non-Institutional investors, and Individual Investors, with specific allocations reserved for different investor types based on SEBI (ICDR) Regulations. The document also specifies the pre and post-issue equity share outstanding figures and details regarding the use of net proceeds.

This section details various financial and related party aspects of Vans Electroengineerings Limited, including statements on contingent liabilities and related party transactions. It lists several related parties, including Directors and Key Management Personnel, and outlines transactions such as professional fees, loans, and various financial dealings with entities in which the directors have an interest. Furthermore, it specifies the parties responsible for investor grievances, such as the Book Running Lead Manager, Registrar to the Issue, and Legal Advisor to the Issue.

This section details various aspects related to the issuance process, including the appointment of various professionals, the process for collecting bids, and the timeline for the issue. It specifies that Hem Securities Limited is the sole Book Running Lead Manager for the issue. The document outlines the rules for the Book Building Process, including how different investor categories (QIBs, Non-Institutional Bidders, Individual Bidders) will be allocated, and the process for applying through ASBA or UPI mechanisms. Furthermore, it sets out the indicative dates for the bid opening, closing, finalization of allotment, and the commencement of trading.

The underwriting commitments were made pursuant to an agreement dated September 10, 2026, involving Hem Securities Limited. A portion of the issue, specifically 1,46,400 Equity Shares, was reserved for the Market Maker, Hem Finlease Private Limited, to comply with SEBI (ICDR) Regulations. The company has entered into a Market Making Agreement with Hem Finlease Private Limited to fulfill market making obligations for a minimum of three years from the listing date. The agreement outlines several conditions regarding the Market Maker's duties, including providing 2-way quotes, adherence to spread requirements, and limitations on selling lots. Various provisions detail the monitoring, penalties, and price band structures applicable to the market making process.

The document details the equity share capital structure as of the date of the Red Herring Prospectus, outlining the authorized, issued, and present issue quantities. It specifies various allocations for different investor categories, including market makers, individual investors, non-institutional investors, and qualified institutional buyers. Furthermore, the document provides a history of paid-up equity share capital, including initial subscriptions, a right issue, and a bonus issue. The shareholding pattern section shows the distribution of shares among various shareholders, with data provided for different time periods prior to the filing.

The section details the capital buildup of the company's promoters since incorporation, showing various allotments, transfers, and bonus issues for different promoters. The section also clarifies that none of the equity shares held by the promoters are subject to any pledge. Furthermore, it outlines provisions for a 'Promoter's Contribution' which is locked-in for three years, and specifies conditions under which certain equity shares are eligible for this contribution.

This section details various regulations concerning the inscription or recording of non-transferability for equity shares, including lock-in periods for shares held by promoters and anchor investors. It outlines conditions for pledging locked-in equity shares and specifies different lock-in durations for various investor categories. Furthermore, the text confirms that the entire issued share capital is fully paid up and discusses rules related to over-subscription and the structure of the public issue.

The company intends to utilize the proceeds from the issue to meet working capital requirements and general corporate purposes. The utilization of funds is subject to certain limits, such as the general corporate purpose amount not exceeding 15% of the gross proceeds or ₹10 crores, whichever is lower. The company emphasizes that the entire fund requirement is to be financed from the net issue proceeds and existing internal accruals. Furthermore, there is flexibility in utilizing the balance of the net proceeds for general corporate purposes, provided it adheres to specified limits.

This section details various aspects related to the issue process, including the finalization of issue expenses and the structure of selling commissions and processing fees. It outlines different fee structures based on the type of bidder (Individual, Eligible Employees, Non-Institutional) and the channel through which the application is procured. Furthermore, it discusses provisions regarding the utilization of the net proceeds, the lack of appraisal by third parties, and the basis for determining the issue price.

This section primarily details the ongoing certification of Key Performance Indicators (KPIs) by an expert body as required by SEBI ICDR Regulations. It also includes various disclosures related to the issuance and sale of equity shares, including restrictions on such transactions within a specified period. Furthermore, there is a statement regarding the preparation of a special tax benefits certificate for the proposed public issue, which is intended for identification purposes only.

This section outlines the possible special tax benefits available to the Company and its shareholders under the Income Tax Act, 1961, for the Financial Year 2025-26 and subsequent years. It details provisions related to lower corporate tax rates and conditions under which these benefits can be availed. Furthermore, it clarifies that shareholders are not entitled to any special tax benefits under the Income Tax Act or the Indirect Tax Laws.

This section details the independent auditor's examination of the Restated Financial Information of Vans Electroengineerings Limited for the years ended March 31, 2026, 2025, and 2024. The report confirms that the financial statements were prepared in accordance with applicable accounting standards and regulations, including adjustments for changes in accounting policies and prior periods. The auditors relied on various reports from other auditors and confirmed that the financial statements were prepared by the company and approved by the Board of Directors.

This section details the Restated Summary Statement of Cash Flow for Vans Electroengineerings Limited for the financial years ended March 31, 2026, 2025, and 2024. It presents cash flows from operating, investing, and financing activities, along with the resulting net changes in cash and cash equivalents. The data includes figures in ₹ Lakhs and provides various components such as profit before tax, working capital changes, and cash generated from operations.

This section details various accounting policies and disclosures related to the financial statements, including borrowing costs, tax accounting, earnings per share calculations, asset accounting, intangible asset amortization, provisions, and related party transactions. It specifies how different financial items are measured and recognized according to various accounting standards. Furthermore, it includes information on geographical information, employee benefits (gratuity), and auditor qualifications for the financial years covered.

The provided section details various adjustments made to the financial statements and the resulting profit/loss figures across different years. Adjustments included reclassification of items, adjustments to opening reserves, and changes in provisions for deferred tax assets, income tax, gratuity, and depreciation. The statement of shareholder's funds shows changes in these balances, and the restated profit after tax figures are presented for comparison.

This section details various financial and liability restatements, including information on secured and unsecured loans, tax assets/liabilities, trade payables, current liabilities, and property, plant & equipment. It provides historical and current balances for these items as of March 31, 2026, March 31, 2025, and March 31, 2024. The data covers aspects such as loan amounts, provisions, trade payables aging, and asset depreciation.

This section provides various restated statements related to non-current investments, long-term loans, current investments, inventories, trade receivables, cash and bank balances, and various expense and finance cost details for Vans Electroengineerings Limited across three fiscal years. Key data points include the movement in inventory levels, the breakdown of revenue from operations, and the statement of various interest costs and depreciation charges.

This section provides a restated statement of various financial and accounting items for Vans Electroengineerings Limited, including detailed expense breakdowns, mandatory accounting ratios, related party transactions, and capitalisation statements. It details the movement in various financial figures over three fiscal years, along with notes explaining the computation methodology for certain metrics.

This section presents various financial ratios and disclosures for Vans Electroengineerings Limited for the fiscal years ending March 31, 2026, 2025, and 2024. It details changes in turnover, profitability margins, and liquidity positions, along with various notes concerning inventory, receivables, payables, and compliance with certain regulations. The text includes specific details on the handling of borrowed funds, transactions with certain entities, and CSR activities.

This section details the financial indebtedness of Vans Electroengineerings Limited as of March 31, 2026, listing secured and unsecured loans from various lenders. It also provides a summary of key financial performance indicators for the years ending March 31, 2026, 2025, and 2024, including revenue, EBITDA, profit, and various margins. The text also outlines the business overview, detailing the company's role in manufacturing and supplying components for Indian railway electrification infrastructure and metro systems.

This section details the financial performance of Vans Electroengineerings Limited, comparing the financial years ending March 31, 2026, with those ending March 31, 2025, and 2024, respectively. Key performance indicators show significant growth in total income, revenue from operations, and other income, driven by increased order execution and business volume. The analysis also breaks down changes in total expenses, including costs of material consumed, employee benefits, finance costs, depreciation, and other expenses, noting various growth rates across these line items.

This section presents the capitalization statement for Vans Electroengineerings Limited as of March 31, 2026, showing pre-issue and post-issue figures where applicable. The statement details the company's debt structure, including short-term and long-term borrowings, and the equity components of the shareholders' fund. It also provides a ratio of Total Debt to Equity.

Investors should be aware of several material risks associated with the company's operations and business model. A significant risk stems from the company's heavy dependence on the Indian Railways for its contracts and revenue, meaning changes in railway policies or infrastructure spending could negatively impact business. Furthermore, the company relies heavily on the sale of its core products, Vacuum Circuit Breakers and Vacuum Interrupters, making sales decline a concern. The company also faces risks related to its limited customer base and the potential for disputes or changes in the business strategies of these key clients. Operational risks include dependency on timely availability and pricing of raw materials from suppliers, and the vulnerability of its manufacturing and office premises due to lease agreements.

The company faces several risks related to its operations, including potential disruptions due to facility issues, fluctuations in trade receivables, and seasonality in sales. The business is heavily dependent on technical capabilities, as deficiencies could lead to defective products and reputational damage. Furthermore, the business operates within a highly regulated environment, particularly in the railway sector, where contractual terms and compliance requirements can limit commercial flexibility. There are also concerns regarding the timely payment of statutory dues and the risk of regulatory actions.

The company faces risks related to regulatory approvals, including the potential for adverse actions from authorities if corporate records discrepancies persist. There are concerns regarding the limited operating history, which makes evaluating historical performance and future prospects difficult. The business is highly dependent on a single manufacturing facility, exposing it to various operational disruptions, including equipment failures, power issues, and natural disasters. Furthermore, there are risks associated with product defects, which could lead to warranty claims, contractual disputes, and potential regulatory scrutiny. Demand is closely tied to the broader railway sector, making it vulnerable to changes in government spending, policy shifts, or infrastructure investment slowdowns.

The company faces risks related to the protection of its intellectual property, which could impact its reputation, market position, and financial condition. Certain borrowings might be supported by personal guarantees from promoters, and the inability to maintain these guarantees could affect financing arrangements and the promoters' creditworthiness. The company's future growth is heavily dependent on securing new purchase orders from customers in the railway and infrastructure sectors, which involves uncertainties regarding contract awards and market conditions. Furthermore, there are risks associated with product trials, potential customer support failures, and the adequacy of insurance coverage against various business risks.

The document outlines several significant risks across various aspects of the business. Risks include dependency on key personnel, potential conflicts arising from the relationship with a subsidiary, vulnerability to rapid technological changes, and operational risks such as equipment failures and utility disruptions. Furthermore, the company faces risks related to the execution of contracts, the uncertainty of future revenues from the order book, and potential liabilities from outstanding litigation. Finally, the business is exposed to various labor-related issues and the inherent uncertainty in achieving future growth targets.

The company faces several risks related to funding, operations, and external environments. Risks include potential delays due to funding shortfalls, exposure to various economic, political, and regulatory changes in India, and vulnerability to natural disasters or pandemics. There are concerns about the lack of comparable listed peers, the inexperience of some directors with listed entities, and the potential for adverse publicity. Furthermore, there are risks associated with market fluctuations affecting investments, potential issues with internal controls, and liabilities arising from non-compliance with safety, health, and environmental laws. Finally, the company has unsecured loans that lenders may demand for repayment.

The risk factors outlined in this section cover various aspects of the company's operations, financial stability, and regulatory environment. Risks include potential dilution of shareholding due to future equity issuances or sales by significant shareholders, potential adverse effects from losses incurred by group companies, and risks associated with employee misconduct leading to legal liability. Furthermore, the document highlights market volatility, uncertainties in data reliability, and potential impacts from global economic and geopolitical events. Finally, there are concerns regarding changes in Indian laws, tax regulations, and labor laws that could affect the company's operations and profitability.

The company's operations face significant risks stemming from India's developing infrastructure, which could be disrupted by congestion or failures in port, rail, road, electricity, and communication systems. There is also a risk from various natural disasters, fires, epidemics, pandemics, and acts of war or civil unrest that could materially affect the business and financial condition. Furthermore, investors may face adverse tax implications due to retrospective changes in the Income Tax Act, and there are concerns about restrictions on raising foreign capital and exchange controls. Finally, business activities are subject to the Competition Act, which could lead to penalties if agreements with competitors are found to harm competition.

The document confirms the absence of certain legal proceedings, such as criminal proceedings, actions by statutory or regulatory authorities, and claims related to direct and indirect taxes against the Company, its Directors, Promoters, or Key/Senior Management Personnel in the last five financial years. Details of tax proceedings involving the Company were disclosed, including a dispute over a demand for ₹ 4.16 Lakhs related to the interception of a vehicle carrying company goods. Furthermore, there is a pending criminal case involving the Promoter concerning a payment dispute, and tax proceedings against the Promoter involving a demand of ₹ 3.56 Lakhs. The document also details material dues owed to creditors, with an aggregate outstanding amount of approximately ₹ 273.22 Lakhs to micro, small, and medium enterprises.

The company has obtained various licenses, permissions, and approvals from Central and State Governments and other regulatory authorities to conduct its business activities. This includes corporate approvals, stock exchange approvals for the issue, agreements with depository services, tax registrations, and various product-related certifications. Furthermore, the company has secured approvals for factory operations, stability certificates for land, fire licenses, and labor-related registrations. Intellectual property related approvals, such as an ISO certificate, have also been obtained.

The document identifies two Group Companies: Sumo Pullman Private Limited and Atlantic Tradelinks Private Limited, based on criteria set by SEBI (ICDR) Regulations, 2018. It clarifies that as of the date of the Red Herring Prospectus, no companies were identified as Group Companies under the specified regulations. Furthermore, the document confirms that none of the Group Companies are listed on a stock exchange, have made public or rights issues in the preceding three years, are in default of statutory dues, or are involved in proceedings for economic offenses. It also states that the Group Companies are not involved in common pursuits with the Company and have no interest in the promotion of the Company or its properties.

The section details various regulatory and statutory disclosures, including approvals from the Board of Directors and shareholders for the issue, in-principle approval from BSE Limited for using the company's name in the Draft/Red Herring Prospectus, and confirmations regarding the status of the company, promoters, and directors concerning defaulters, violations of securities laws, and prohibitions on accessing capital markets. It also covers compliance with rules related to significant beneficial ownership and eligibility for the issue under SEBI (ICDR) Regulations, including underwriting, allotment requirements, and agreements for market making.

This section primarily details compliance requirements for listing on the SME Platform of BSE Limited, including confirmations regarding the company's structure, financial health, and lack of certain legal issues. It confirms that the company has complied with various regulations and has no material regulatory or disciplinary actions against it in the past three years. Furthermore, it outlines the process for past IPOs and clarifies the limitations of responsibility between the company, its directors, and the Lead Merchant Banker.

This section primarily details various disclaimers, filing procedures, and consents related to the issuance of securities. It outlines that the company has chosen the SME platform at its own risk and is responsible for complying with local laws. It specifies the filing of the Draft Red Herring Prospectus with BSE Limited and the subsequent filing of the Red Herring Prospectus with the RoC under the Companies Act, 2013. Furthermore, it confirms that the proposed listing on BSE SME has received in-principle approval from BSE. The text also covers provisions regarding impersonation, the requirement for written consents from various parties, and the process for handling investor grievances through a centralized system.

This section outlines various legal and regulatory requirements pertaining to the issuance of equity shares, including adherence to various laws and regulations such as the Companies Act, SCRA, SCRR, SEBI (ICDR) Regulations, and Listing Regulations. It details the process for investors, including the use of ASBA and UPI mechanisms, the authorization for the public offer, and stipulations regarding the ranking of equity shares and dividend payments. Furthermore, it specifies rules for the issue price, the process for determining the price band, and conditions related to the subscription, underwriting, and potential migration of the company's listing to the main board.

The provided text details various eligibility criteria for companies seeking migration to the Main Board or direct listing, including requirements related to paid-up capital, market capitalization, market liquidity, operating profit, net worth, promoter holding, and track records. It also outlines specific rules for the issuance structure of an Initial Public Issue, including the allocation of shares to different investor categories.

This section details various allocation procedures and rules for the issuance of equity shares, including provisions for different investor categories such as Eligible Employees, Qualified Institutional Buyers (QIBs), and Anchor Investors. It outlines specific rules regarding the allocation of various portions of the issue, including provisions for mutual funds, insurance companies, and pension funds. Furthermore, the text discusses the mode of allotment, bid sizes, payment terms, and various procedural aspects related to the issuance, including the use of the ASBA process and the implementation of the UPI mechanism for payments.

This section details various aspects related to the issuance process, including liability disclaimers, the implementation of the Unified Payments Interface (UPI) Mechanism by SEBI, and the procedures for book-building. It outlines the phased implementation of the UPI mechanism, which reduced the time from public issue closure to listing, and specifies different categories of bidders eligible to participate in the issue. It also sets criteria for the minimum and maximum application sizes for individual and other bidders.

This section details various procedural and eligibility requirements for investors bidding on the issue, including rules for QIBs, Non-Institutional Bidders, Anchor Investors, FPIs, and Eligible Employees. It outlines rules regarding bid submission, revision of price bands, the handling of funds in ASBA accounts, and restrictions on who can participate in the issue based on their relationship with the company or their investment status.

This section details various investment restrictions and procedural requirements for different categories of bidders in the issuance process, including those registered with SEBI, insurance companies, mutual funds, and various financial institutions. It outlines specific investment limits for different fund types and mandates the submission of various documents depending on the bidder category. Furthermore, it specifies procedures for Application Supported by Blocked Amount (ASBA) and the handling of applications by different intermediaries.

This section details various procedural and technical requirements related to the bidding and allotment process for the issue. It covers aspects such as the confirmation of funds blocked, the process for building the book of bids, rules regarding the withdrawal of bids, methods for price discovery, and the filing requirements for the Red Herring Prospectus. Furthermore, it outlines strict instructions for bidders concerning the submission of forms, the required documentation, the handling of various bidder categories, and the conditions under which bids may be rejected.

This section primarily details the refund policy for subscription amounts and interest accrual for delays, along with various provisions governing the basis of allotment for different bidder categories (Individual, Non-Institutional, and QIB). It outlines procedures for handling bids, including grouping demands, determining allotment based on oversubscription ratios, and the process flow from bid closure to allotment, including validation of bids and the issuance of allotment advice. Furthermore, it specifies requirements for application forms, communication protocols, and undertakings by the company regarding the timely completion of listing formalities and the refund of funds.

The provided section details various provisions related to the utilization of monies received from the Issue, restrictions on foreign ownership of Indian securities, and the main provisions of the Articles of Association. It outlines requirements for disclosing the utilization of funds, the undertaking by the Book Running Lead Manager regarding complaints, and various regulations concerning foreign investment, including rules on investment routes, investment limits, and transfer restrictions. Furthermore, it specifies rules regarding the issuance and transfer of share certificates, the company's lien rights over shares, and provisions for the variation of rights attached to different classes of shares.

This section primarily outlines the procedures for calling upon members for payments due on their shares, including provisions for interest on unpaid amounts and the Board's discretion to waive such interest. It also details the rules for the transfer of shares, including requirements for instruments of transfer and the ability of the Board to decline registration under certain circumstances. Furthermore, the text covers the transmission of shares upon the death or insolvency of a member, including the recognition of survivors or legal representatives and the process for electing to be registered as the holder or making a transfer.

This section primarily details procedural aspects related to shareholder voting, the composition and powers of the Board of Directors, and various corporate actions. It outlines rules concerning member voting, the appointment and authority of directors, the conduct of Board and committee meetings, and provisions related to dividends and the handling of company assets. It also covers indemnity for company officers and stipulations regarding the dematerialization of securities.

This section primarily details the material contracts and documents that have been entered into or are planned for entry by the Company, as well as various supporting documents. It lists numerous agreements with various parties such as the Book Running Lead Manager, Registrar, Market Makers, and Underwriters, alongside various corporate documents like the Memorandum and Articles of Association, Certificates of Incorporation, and Board Resolutions. The text also includes declarations certifying compliance with relevant laws and the truthfulness of the statements made in the Red Herring Prospectus.

This section primarily contains declarations from the Board of Directors certifying compliance with various provisions of the Companies Act, 2013, and regulations issued by the Government of India or SEBI. The declarations confirm that no statement in the Red Herring Prospectus is contrary to the provisions of the Companies Act, the Securities Contracts (Regulation) Act, the Securities and Exchange Board of India Act, or the rules and guidelines thereunder. Several directors, including Non-Executive Directors and Independent Directors, have signed these certifications.

The provided section consists of declarations by the Chief Financial Officer and the Company Secretary & Compliance Officer certifying compliance with various provisions of the Companies Act, 2013, and regulations issued by the Government of India or SEBI. They further certify that all statements in the Red Herring Prospectus are true and correct.

The management section details the composition of the Board of Directors, which includes eight members, comprising two Joint Managing Directors, one Whole Time Director, two Non-Executive Directors, and three Independent Directors. The document lists the particulars for each director, including their designation, age, qualifications, current term, and other directorships. It also outlines confirmations regarding the directors' history and family relationships, and specifies the compensation approved for the Managing Director and Whole Time Director.

The document outlines various provisions regarding director remuneration, interest declarations, and corporate governance structures. It specifies limits on sitting fees for directors and details various aspects of director interests, including remuneration, loans, and contracts. Furthermore, it details the composition and functions of the Audit Committee and the Nomination and Remuneration Committee, which are established in compliance with relevant laws and regulations.

The company outlines various functions related to human resources and compensation, including evaluating director performance, recommending remuneration for various directors, and ensuring compliance with insider trading and fraudulent trade practice regulations. The document details the constitution of a Stakeholders Relationship Committee and a Corporate Social Responsibility Committee, specifying their respective scopes and functions. Key managerial personnel and senior management details, including their designations, qualifications, and tenure, are provided, along with confirmations regarding their relationship with the company and contractual arrangements.

The company's promoters include five individuals and one corporate entity, holding a significant stake in the company. The aggregate promoters hold 60,60,000 equity shares, which represents 75.75% of the pre-issue paid-up equity share capital. The individual promoters are Balakrishnan Srinivasan, Viraj Bansal, Abhishek Saraff, Nitin Jain, and Pooja Bansal. Additionally, Hotspot Infodot Private Limited (HIPL) is a corporate promoter, and its promoters include Pooja Bansal, Viraj Bansal, and Vikas Bansal HUF, who collectively hold 100.00% of HIPL's shares.

This section details the individuals and corporate entities constituting the Promoter Group under SEBI (ICDR) Regulations, 2018. It lists several natural persons, including Balakrishnan Srinivasan, Viraj Bansal, Pooja Bansal, Nitin Jain, and Abhishek Saraff, along with their respective family relationships. Furthermore, it enumerates numerous corporate entities and Hindu Undivided Families that are considered part of the Promoter Group based on equity shareholding or membership. The section also outlines the company's dividend policy, specifying that dividends are subject to Board recommendations and shareholder approval, and notes that no dividends have been declared in the last three financial years.

The section discusses various aspects related to the company's promoters, including personal guarantees, payments to the promoters and promoter group, and the entities with which the promoters have not disassociated in the last three years. It also details the composition of the Promoter Group, identifying natural persons and corporate entities based on relationships and equity holdings. Furthermore, the text covers the company's dividend policy, stating that dividends are paid out of profits or reserves, and that no dividends have been declared in the last three financial years.