Rentomojo Limited

The analysis of the industry overview highlights that India's economic growth is fueled by domestic consumption shifting towards lifestyle categories, driven by urbanization and digital access. While this creates a market for home furniture and appliances, the market is characterized by a growing preference for rental models due to affordability constraints and the inconvenience of traditional ownership. Key factors include rapid urbanization, a growing formal workforce, and a mismatch between income growth and property inflation, which makes rental housing an attractive alternative for urban consumers.

The analysis of the market reveals that India's unique profile, characterized by high mobility, short to medium rental tenures, low GDP per capita, and high furnishing costs, positions it as a large market where affordability, flexibility, and access are critical. Rapid urbanization is driving demand for housing, but the existing rental stock is largely unfurnished, placing a significant setup burden on tenants. Furthermore, consumer mindset is shifting towards flexibility and access over traditional ownership, which benefits rental models by extending product life and reducing the consumption of natural resources. While demand exists, the affinity for renting varies significantly based on income segment and city tier.

The text discusses consumer segments based on their income and ownership habits, noting that high-income individuals sometimes opt for short-term rentals for furnishing or leasing appliances. Conversely, budget-constrained renters are early adopters of flexible ownership models, valuing affordability and flexibility. The text details three underlying consumer motivations for rental suitability: Mobility, Maintenance, and Transience, which dictate how consumers choose between ownership and renting. It further compares the Total Cost of Ownership (TCO) across purchase, 2-year EMI, and rental models for various items, highlighting that rentals often offer lower cumulative costs, especially for mobile workforces, by mitigating upfront capital requirements and maintenance hassles.

The text discusses opportunities for rental players to tap into by expanding into adjacent services, deepening product-led monetization, and using operational strengths to unlock new revenue streams. Specific opportunities mentioned include Relocation as a Service (RaaS), which converts the friction-heavy aspect of moving homes into a structured service by offering end-to-end ownership, and Event rentals, which cater to temporary needs for furniture and equipment. The home furniture and appliances rental industry in India is highlighted as a large and rapidly expanding opportunity, with a significant Total Addressable Market (TAM) estimated at approximately ₹69,520.00 Crore in CY2025.

Rentomojo is described as the largest technology-driven, full-stack direct-to-consumer (D2C) online rental and subscription platform for home furniture and appliances in India. The company has achieved top rankings in the market based on subscription revenue and live subscribers for Fiscal 2025. Rentomojo possesses a unique proprietary ticketing technology and has a strong operational depth, including a large workforce for refurbishment infrastructure. The company has successfully scaled its private-label portfolio by partnering with electronics manufacturing services for certain appliances and offers low-priced rental options for water purifiers.

The company operates a flexible subscription model that offers monthly rentals for home furniture and appliances, addressing consumer challenges related to high upfront costs and lack of flexibility. The service handles the entire furnishing lifecycle, including delivery, installation, maintenance, and relocation. The company is positioned as one of the fastest D2C furnishing solutions in India and demonstrates consistent profitability across multiple fiscal years. The business model is built on a self-reinforcing flywheel involving e-commerce, subscription, and re-commerce stacks, which aims to enhance consumer value and operational efficiency.

The company operates an integrated multi-stack business model situated at the intersection of e-commerce, subscription, and re-commerce, which creates a self-reinforcing flywheel. This model is designed to enhance consumer value while driving structural efficiency and capital productivity. The business model involves numerous consumer touchpoints, which is significantly higher than typical D2C brands, highlighting operational depth. The stacks reinforce each other: the subscription stack aims for long tenures, which supports the re-commerce stack to extend asset life, which in turn reduces capital expenditure, improving margins, and so on, creating a continuous cycle. The e-commerce stack shares infrastructure across multiple touchpoints, and the subscription stack manages the full consumer lifecycle.

The company operates a unique business model within the home furniture and appliance rental sector by employing a multi-stack, high-touchpoint flywheel across subscription, re-commerce, and e-commerce. This involves a complex orchestration of assets, logistics, service workflows, and consumer touchpoints. The technology backbone includes a proprietary ticketing system and a machine-learning risk assessment engine to manage the entire subscriber lifecycle with precision and scalability. The system is designed to handle bi-directional logistics and asset lifecycle dependencies across numerous touchpoints.

The company utilizes a proprietary route-optimization engine called “MojoVaahan” to optimize delivery routes, aiming to minimize downtime, maximize truck fill rates, and improve on-time performance. The company has seen significant increases in touchpoints over time, demonstrating efficiency gains. The re-commerce stack is built on technology designed for multi-cycle reuse, dynamic refurbishment readiness, and end-to-end asset traceability, tracking every movement of assets across various cycles. Furthermore, the company has developed strategies for micro-market expansion, leveraging granular consumer data to inform assortment planning and credit models across different neighborhoods. The company is also expanding into new product categories, such as water purifiers, which are highly service-intensive, and is confident in the favorable nature of its rental model compared to outright purchase.

The company focuses on providing a rental and subscription platform for furniture and appliances, aiming to offer consumer excellence through a friction-less experience. Their core principles emphasize consumer trust, financial freedom by replacing large upfront purchases with low monthly subscriptions, and financial discipline through a capital-efficient model. The business leverages data and technology across the entire asset lifecycle, from procurement to reverse logistics, to ensure operational control and scalability. The company operates a comprehensive portfolio of over 8,51,184 live items across furniture and appliances, including specialized product lines like water purifiers.

The company operates on a subscription-based rental model where subscribers pay a fixed monthly fee, with all agreements including auto-renewal provisions to ensure recurring revenue. The mobile application serves as a critical tool for subscriber engagement by allowing browsing, ordering, subscription management, and delivery tracking. The company has a significant supplier base and expands its portfolio by launching private-label products in partnership with manufacturers. Operations involve extensive warehousing across 29 Indian cities, supported by a large team of in-house and contractual personnel, and a proprietary route-optimization engine for logistics. Data security is a major focus, involving multiple layers of protection and regular audits. Customer service features include various flexibility options for subscribers, such as swaps, upgrades, and relocation services.

The company details its marketing expenses, which showed a decline over the fiscal years, and highlights its physical presence through the expansion of experience stores. These stores function as experiential hubs integrating physical touchpoints with digital platforms to engage subscribers. The company outlines various operational aspects, including payment collection procedures, competitive landscape within the home furniture and appliances rental industry, intellectual property status, human resources, and regulatory compliance requirements.

The provided text outlines various Indian laws and regulations that the company is subject to, covering aspects such as competition, public liability insurance, motor vehicles, multimodal transportation, consumer protection, payments, securities laws, and environmental regulations. It details requirements related to product standards, liability for hazardous substances, rules for motor vehicle operation, regulations for transport services, and various laws concerning trade practices and labor. Furthermore, it mentions numerous acts and rules that govern industry operations, including those related to intellectual property and taxation.

This section details various Indian laws and regulations that the company must comply with, including the Code on Social Security, 2020, which extends social security to various sectors. It also covers guidelines for preventing misleading advertisements, regulations for commercial communications via telecom networks, provisions of the Information Technology Act, and rules concerning the Digital Personal Data Protection Act. Furthermore, the company is subject to compliance with several other acts such as the Indian Contract Act, Companies Act, and FEMA, along with various RBI guidelines and other laws for day-to-day operations.

The company's history began with its incorporation as 'Edunetwork Private Limited' on April 16, 2012, followed by a name change to 'Rentomojo Private Limited' on July 24, 2025, and subsequent incorporation changes. The company converted from a private limited company to a public limited company on January 2, 2026, leading to another name change to 'Rentomojo Limited' and a new certificate of incorporation on February 3, 2026. The company has undergone several changes to its registered office locations over several years. The Memorandum of Association has seen numerous amendments regarding the authorized share capital and the scope of business over the last ten years. Key operational milestones include the launch of various applications, expansion into new cities, and securing investments and awards.

The company currently does not have a holding company, an associate company, or a joint venture as of the date of the Prospectus. The company has one subsidiary named Liber Designs Private Limited (LDPL), which was incorporated on November 29, 2024. LDPL is authorized to engage in various business activities related to manufacturing and dealing in various types of goods. The issued, subscribed, and paid-up share capital of LDPL is ₹1,00,000, divided into 10,000 equity shares. The shareholding pattern shows that Geetansh Bamania holds 9,999 shares, representing 99.99% of the total issued capital.

This section details the directorships and appointments of various individuals, including directors and nominee directors, along with their terms and compensation structures. It lists several individuals who have been appointed as directors since January 2, 2026, and specifies their terms, including tenure and liability for retirement. It also outlines various confirmations regarding relationships, conflicts of interest, and the remuneration paid to the directors and nominee directors for the financial year 2026.

This section details various appointments, board resolutions, and the structure of several key committees within the company. It outlines specific dates for the appointment of nominee directors and resolutions passed by the Board and shareholders concerning borrowing powers. Furthermore, it describes the applicability of corporate governance provisions and the composition of the Board, noting the number of directors and the rotation requirements under the Companies Act, 2013. The text also details the constitution and powers of the Audit Committee, the Nomination and Remuneration Committee, and the Stakeholders’ Relationship Committee, referencing their respective resolutions and functions.

This section details various governance and committee structures within the company, including the Risk Management Committee and the Corporate Social Responsibility Committee, outlining their respective roles and functions as stipulated by regulations. It also lists key managerial personnel, including the Chairperson, Managing Director, and Chief Executive Officer, along with their respective appointments and roles. Furthermore, it specifies the tenure and remuneration details for certain Key Managerial Personnel and Senior Management Personnel, and clarifies aspects related to conflicts of interest and compensation.

This section details aspects related to payments to the promoter and the structure of the promoter group. It specifies that the Promoter, Geetansh Bamania, holds a significant portion of the equity shares, and confirms that there has been no change in control within the preceding five years. Furthermore, it outlines various restrictions regarding payments to the promoter, transactions with related parties, and guarantees given by the promoter. It also defines the Promoter Group, including natural persons and entities, and mentions the company's dividend distribution policy.

The document details the examination of restated financial information for Rentomojo Limited (formerly Rentomojo Private Limited and Edunetwork Private Limited) for an Initial Public Offering (IPO). The examination covered financial statements for the years ended March 31, 2026, 2025, and 2024, and included reliance on the reports of other auditors for certain components. The financial information was compiled from audited consolidated and standalone financial statements prepared in accordance with various accounting standards. The report confirms that the restated financial information incorporated necessary adjustments and complied with relevant regulations.

This section details the financial performance and cash flows of Rentomojo Limited, including statements for the years ended March 31, 2026, 2025, and 2024. It provides breakdowns of income, expenses, profit before and after tax, and various cash flow activities such as operating, investing, and financing activities. Furthermore, it includes reconciliation details for cash flows, a statement of changes in equity, and notes on the carrying value and depreciation of Property, Plant and Equipment (PPE).

The financial data provided details various financial movements for Rentomojo Limited, including lease accounting, intangible assets, financial assets, and trade receivables, across fiscal years ending March 31, 2024, 2025, and 2026. Key financial metrics show changes in carrying amounts for assets, liabilities, and receivables, along with details on lease payments, depreciation, and the impairment assessment for intangible assets. The section also covers the movement of cash and cash equivalents and various bank deposits.

This section details the share capital structure, including various share issuances and subdivisions, and the instruments entirely equity in nature. It outlines the details of Compulsorily Convertible Preference Shares (CCPS) and the rights related to them, such as the Right to Subscribe and Right to Invest. Furthermore, it provides a reconciliation of outstanding CCPS and details regarding the shareholding of major entities and the financial provisions of the company.

This section details the financial position and performance of Rentomojo Limited, formerly known as Rentomojo Private Limited and Edunetwork Private Limited, across fiscal years ending March 31, 2024, 2025, and 2026. It provides breakdowns of various liabilities, revenue streams from contracts, employee benefits expenses, and financial costs. The data also includes information on tax expense, including the recognition of deferred tax assets based on projected taxable profit.

This section details various financial and operational aspects of Rentomojo Limited, including notes to the restated financial information, employee benefit plans, related party transactions, and segment information. It covers the recognition of various costs and liabilities, the nature of defined benefit obligations, and disclosures related to key management personnel remuneration and transactions with related parties. Furthermore, it outlines the structure of the company's operating segments and clarifies the treatment of certain transactions and assets.

This section details the financial structure and risk management aspects of Rentomojo Limited, including capital management policies and various financial risk assessments. It outlines how the group manages risks such as market, credit, and liquidity risks, specifying how different financial instruments are measured and how various financial liabilities are structured concerning their maturities. Furthermore, the text provides ratio analysis across different reporting periods to assess performance and solvency, including metrics like the current ratio, debt-to-equity ratio, and various profitability and turnover ratios.

This section details the financial restatements and accounting standard transitions of Rentomojo Limited, which was formerly known as Rentomojo Private Limited and Edunetwork Private Limited. It covers the first-time adoption of Ind AS, the application of various exemptions, and the impact of these changes on the financial statements. The text also outlines adjustments to cash flows, the treatment of various financial instruments under Ind AS, and disclosures related to statutory dues and material regroupings. Furthermore, it details subsequent events, including changes to authorized share capital and a fire incident at the group's warehouse.

This section primarily presents various accounting ratios derived from restated financial information for different years, including basic earnings per equity share, diluted earnings per equity share, return on net worth, net asset value per equity share, EBITDA, and total borrowings. It also details the availability of audited standalone financial statements and includes disclaimers regarding the use of non-GAAP financial measures.

This section provides various definitions and abbreviations used throughout the Prospectus. It defines terms related to the company, such as 'our Company' (Rentomojo Limited), its corporate office, and various parties involved in the offering process. It also defines different types of investors, such as 'Anchor Investor' and 'ASBA Bidder', and the process terms for the offer, including bid periods and allotment.

This section details various terms and definitions related to the issuance process, including different types of bidders, various agreements, and relevant entities. It defines terms such as Broker Centres, Confirmation of Allocation Note (CAN), Cut-off Price, and various types of bidders like QIBs, Retail Individual Bidders (RIBs), and Eligible Employees. It specifies different aspects of the offer, such as the Offer itself, the discount offered to Eligible Employees, and the various portions of the offer, including the Employee Reservation Portion.

This section primarily defines various terms related to UPI processes and market operations. It lists several specific SEBI circulars and notifications that are considered for the purpose of this document, including those from the NSE and BSE Limited. It also defines terms such as UPI ID, UPI Mandate Request, UPI Mechanism Process, UPI PIN, WACA, Wilful Defaulter, and Working Day.

The introduction details the structure of the offer, which involved a total of $3,10,80,978 in equity shares. This total comprised a Fresh Issue, an Offer for Sale, and an Employee Reservation Portion. The Net Offer was further broken down into QIB, Non-Institutional, and Retail portions, with specific allocations reserved for different investor categories. The document outlines various rules regarding the allocation and allotment of shares across these categories, including provisions for spill-over and minimum bid lots.

The provided text details various financial liabilities, including trade payables, other financial liabilities, and current liabilities, which are summarized across different years. The data shows trends in these liabilities over the years, alongside statements of profit and loss and cash flow. Furthermore, the text discusses contingent liabilities related to Income Tax and GST matters, noting that provisions have been made where required and that the company believes it has reasonable grounds to defend its position in pending claims.

This section summarizes related party transactions entered into by the company with related parties for the financial years ended March 31, 2026, March 31, 2025, and March 31, 2024. The disclosed transactions include remuneration, reimbursement of expenses, sale of services, sitting fees, and loans given. The details specify the nature of the relationship, the parties involved, and the corresponding percentage of revenue from operations for each financial year. Furthermore, the section provides important notes regarding the pricing of transactions, settlement methods, write-offs, and the terms for loans provided to related parties.

The section details various procedural aspects related to the issuance, including rules for bidding through UPI mechanisms, lists of authorized entities such as Syndicate Banks, Registered Brokers, Registrars, and Share Transfer Agents, and the expert opinions provided for the prospectus. It further outlines the division of responsibilities among Book Running Lead Managers (BRLMs) for different aspects of the offer, such as drafting, publicity, and marketing. The text also specifies the appointment of a Monitoring Agency, the nature of the offer regarding credit ratings and debenture trustees, and the process for book building, including the required notice period for bids.

This section details the share capital structure of the company as of the date of the Prospectus, including the breakdown of authorized, issued, and paid-up share capital. It outlines various transactions such as fresh issues, offers for sale, and employee reservation portions. Furthermore, it provides a history of equity share allotments, including dates, nature of allotment, details of allottees, and the corresponding cumulative paid-up equity share capital. The text also mentions specific details regarding employee reservation portions and the subsequent subdivision of equity shares following certain resolutions.

This section details various allotments of equity shares and preference shares across different series, including conversions from various CCPS (Cumulative Preference Shares). The data covers allotments made on different dates, with details on the number of shares allotted, face value, issue price, and the corresponding consideration. The allotments include various investors such as investment trusts, funds, and individuals, with the total cumulative number of shares and paid-up capital being tracked. The section also provides a history of preference share capital, including rights issues and subsequent allotments of equity shares.

This section details various allotments of preference shares, including Series B and Series C CCPS, across different dates. The data includes details such as the number of CCPS allotted, the face value per CCPS, the issue price, and the conversion ratios. Specific allotments were made to entities like Accel India IV (Mauritius) Limited, Renaud Laplanche, and various Venture Capital Funds. The data also shows the cumulative number of preference shares and the paid-up preference share capital.

This section details various allotment events for different series of Capital Commitment Purchase Schemes (CCPS), including Series C1, C2, C3, C4, and C5. The data includes details such as the date of allotment, the nature of the allotment, the number of CCPS allotted, the face value per CCPS, the issue price, the conversion ratio, and the resulting number of equity shares to be allotted. The allotments were made to various entities including investment trusts, venture funds, and individuals. The data also shows the cumulative number of preference shares and the cumulative paid-up preference share capital.

This section details various allotments and conversions of preference shares and equity shares over time, primarily involving different series of CCPS. The data includes allotments made in December 2023, February 2024, and various future allotments scheduled for 2026. It also covers the history of compulsory convertible debentures and details of secondary transactions involving promoter and promoter group members.

This section details numerous transactions involving the transfer of equity shares across various dates, including transfers to different entities and trust funds, with consideration primarily in cash. The data covers transactions spanning from 2018 to 2026 and includes various types of securities. Furthermore, the section provides a detailed breakdown of the shareholding pattern of the company as of the date of the Prospectus, categorizing shareholders into Promoter, Public, and Non-Promoter-Non Public segments. It also lists major shareholders holding one percent or more of the issued equity share capital.

The section details various shareholding patterns, including pre-offer and post-offer percentages for different shareholders and the promoter. It lists shareholders holding 1% or more of the issued equity capital as of one year prior to the prospectus date, and separately shows the shareholding of the promoter and members of the promoter group as of the prospectus date. Furthermore, it outlines the minimum promoter's contribution requirement under SEBI ICDR Regulations.

The section details the promoter's shareholding and the contribution of specified shareholders towards the Minimum Promoter's Contribution, along with various lock-in requirements. The promoter holds 14.69% of the fully diluted share capital, and there are provisions regarding the contribution of shortfall shares and the restrictions on encumbrance of the contribution. Furthermore, the text outlines specific lock-in periods for various equity shares, including those held by the promoter and specified shareholders, and conditions under which these shares can be pledged or transferred.

This section details various transactions involving the acquisition or selling of equity shares and preference shares by different parties. The data includes transactions involving promoters, other promoters, and various selling shareholders, with different dates and transaction types such as bonus issues, transfers, and allotments upon conversion of different classes of Compulsorily Convertible Preference Shares (CCPS).

This section details various transactions involving the transfer of preference shares across different dates and from various entities. The transactions include acquisitions and transfers of Series C, Series D, Series A1, Series B, and Series C1 preference shares from different funds and entities. The transactions involve different types of payments, such as amounts paid on uncalled capital or private placements. The transactions span from March 2024 to November 2025.

The provided section details various transactions involving the transfer of preference shares and the weighted average cost of acquisition (WACA) for equity shares by the Promoter and Selling Shareholders. It also presents a breakdown of pre-offer and post-offer shareholding, showing the distribution of equity shares among the Promoter group and top public shareholders. Furthermore, the text outlines the history and structure of various Employee Stock Option Plans (ESOPs) adopted and amended by the company, including the number of options granted, vested, and outstanding.

The Offer involves a Fresh Issue of Equity Shares and an Offer for Sale of Equity Shares by Selling Shareholders. The Gross Proceeds from the Fresh Issue are estimated up to ₹150.00 Crore, resulting in Net Proceeds of ₹141.37 Crore after deducting offer expenses. The company intends to use these Net Proceeds for various purposes as approved by the Board, including debt repayment, lease rental payments, and general corporate purposes. The utilization plan details how the Net Proceeds will be deployed across fiscal years for these specific objects.

The company plans to utilize ₹42.50 Crore of the Net Proceeds primarily for the payment of lease/rental/license fees for various premises, which includes amounts for warehouses and experience stores. A significant portion of these payments is estimated to be covered by the Net Proceeds, with a portion potentially being funded through internal accruals. The company intends to deploy the remaining Net Proceeds towards general corporate purposes and business requirements, subject to limits set by regulations. The process for utilizing the funds is subject to monitoring by a Monitoring Agency and detailed disclosure requirements to be published in various newspapers.

The offer price determination involved consultation with Book Running Lead Managers based on market demand and various quantitative, operational, and qualitative factors. The face value of the Equity Shares is ₹1, with the Offer Price set at 1.05 times the Floor Price and 1.00 times the Cap Price, where the Floor Price is 384 times the face value and the Cap Price is 404 times the face value. The section details various qualitative factors, including the company's profitability, market leadership in the rental segment, and its integrated business model. Quantitative factors include various Earnings Per Share metrics, Price/Earning ratios, and Return on Net Worth, derived from restated financial information. Furthermore, the section outlines Key Performance Indicators (KPIs) used to evaluate the company's performance.

This section discusses the context of issuances compared against the Company's Key Performance Indicators (KPIs) for fiscal years 2026, 2025, and 2024. It highlights the Company's position as a leading D2C brand and online rental platform, noting its consistent profitability and market leadership in the home furniture and appliance rental sector. The text further details the unique aspects of the business model, such as its intersection of e-commerce, subscription, and re-commerce, and the depth of its execution capabilities through its manpower-led refurbishment infrastructure.

This section discusses various tax implications related to transactions and income from the company, including capital gains tax provisions and the availability of certain special indirect tax benefits. It details rules concerning taxability for transactions involving different entities and clarifies the treatment of income from bank deposits and mutual fund transactions under GST law. The text also includes disclaimers regarding the completeness of the tax information provided and advises investors to consult with professional tax advisors.

This section outlines various financial and operational measures used for performance evaluation, categorized into GAAP and non-GAAP measures, as well as non-financial operational metrics. GAAP measures include Revenue from Operations and Profit After Tax. Non-GAAP measures include calculations for Revenue Growth, EBITDA, EBITDA Margin, Profit After Tax Margin, Return on Equity (RoE), Adjusted Return on Capital Employed (RoCE), and Cash Profit. Non-financial operational measures cover aspects like Gross Items Ordered, Occupancy Rate, Annual Maintenance Cost, and Customer Acquisition Cost.

This section primarily outlines various conventions regarding the presentation of financial data, currency, and industry information within the Prospectus. It specifies that financial information is derived from Restated Financial Information, details the relationship between different accounting standards (Ind AS, U.S. GAAP, IFRS), and clarifies that certain non-GAAP measures are supplemental and not standardized for direct comparison. The text also includes important disclaimers regarding the reliance on industry data, forward-looking statements, and various risks related to operational disruptions and market conditions.

This section primarily consists of cautionary statements regarding forward-looking statements and market risks. It advises bidders that actual results may differ from expectations, and cautions against placing undue reliance on these forward-looking statements as guarantees of future performance. Furthermore, it clarifies that the company has fulfilled its obligation to inform investors about material developments related to statements and undertakings until listing and trading permission were granted.

Investors should be aware that the company's revenues are heavily dependent on the demand for renting furniture and appliances, which is susceptible to adverse general economic conditions. Furthermore, the company faces risks related to its supply chain, including dependency on a limited number of vendors and potential issues with product quality or supply disruptions. The growth of the business relies on the ability to retain and attract subscribers, which is threatened by competition, product quality issues, and service dissatisfaction. Operations involve the storage and movement of assets, posing risks from incidents like fires or natural calamities at warehouses. Finally, revenue concentration in key Indian markets also presents a risk due to adverse local developments.

The risk factors identified in this section cover several areas, including potential disputes with a Sub-Lessor regarding a lease agreement, risks related to insurance coverage for assets, and potential negative impacts on business due to operational failures. There are also significant concerns regarding ongoing legal and regulatory proceedings involving the company and its management, which could negatively affect business continuity and financial performance. Furthermore, the company faces risks related to subscriber payment defaults, the potential for lease non-renewal, and substantial cybersecurity risks concerning the handling of sensitive subscriber data.

The company has a history of non-compliances and delays in filing various forms with the RBI concerning allotments, including issues related to foreign exchange regulations and reporting delays. Furthermore, there have been instances of delays in refunding excess amounts to investors. The company has filed compounding applications with the RBI, which resulted in the RBI compounding the contraventions and directing the company to pay penalties. The company also faces risks related to its financing arrangements, including potential inability to obtain future financing, and risks associated with the reliance on artificial intelligence and machine learning technologies, which carry risks of inaccuracy and integration difficulties. Finally, the company's brand reputation is dependent on the strength of its brand, and there are risks related to negative publicity, data breaches, and operational disruptions.

The company faces several risks across various aspects of its operations and compliance. These include potential delays in operations, issues with intellectual property protection, and challenges in managing product supply and refurbishment, which can impact financial performance. There are concerns regarding the traceability of corporate records and potential regulatory actions. Furthermore, the business relies heavily on third-party services, exposing it to risks from service disruptions, security breaches, and dependency on external parties. Finally, there are risks associated with product liability, potential misconduct by personnel, and issues with payment collection due to low auto-pay adoption.

The company faces various risks related to operational stability, insurance adequacy, and third-party dependencies. Risks include potential losses due to inadequate insurance coverage, reliance on third-party payment infrastructure which may fail or change, and exposure to legal issues concerning payment methods and software. Furthermore, the business is vulnerable to changes in consumer trends, competition, and evolving laws and regulations. The company also faces liquidity risks due to negative working capital and potential issues with the depreciation of rental assets.

The company faces risks related to key personnel dependency, as the business success relies heavily on the continued services of the Promoter and Senior Management. There is a lack of a formal succession plan for the Promoter, which could disrupt strategic direction and daily operations. Furthermore, the business is exposed to evolving ESG and environmental regulations, including extended producer responsibility obligations, which may increase compliance costs and expose the company to penalties. The company also engages contract labor, and defaults by these agencies could lead to operational disruptions or legal liabilities. There are also concerns regarding transactions with related parties and the potential for future conflicts of interest. Finally, contingent liabilities exist, and there is uncertainty regarding the ability to comply with evolving regulations and the potential for intellectual property infringement claims.

The risk factors detailed in this section cover various threats to the business, including macroeconomic slowdowns, changes in laws and regulations, and geopolitical instability. Specific risks include potential impacts from global commodity price fluctuations, labour market changes due to automation, and the evolving regulatory environment which may impose new compliance burdens. Furthermore, the business is exposed to risks from crude oil price increases, which can inflate input costs and disrupt supply chains, and general economic downturns in India. There are also concerns regarding the uncertainty of legal interpretations and the potential for new laws to restrict business operations or require costly compliance changes.

The prospectus outlines several risks related to market fluctuations, natural disasters, and political instability. Risks include volatility in the securities market, potential disruptions from natural calamities, and civil unrest. Furthermore, there are concerns regarding inflation, competition laws, and the potential for adverse changes in accounting standards. Investors are also warned about risks associated with foreign exchange fluctuations, tax liabilities, and restrictions on foreign investment and takeovers.

This section outlines several risks related to tax implications, investor rights, and the listing and trading process for the Equity Shares. Risks include uncertainty regarding the impact of pending Income Tax Bills, potential issues with dividend tax exemptions, and the ability of non-resident shareholders to claim tax treaty benefits. Furthermore, the text details restrictions on investor bid withdrawals, potential delays in the listing and commencement of trading of Equity Shares, and risks associated with pre-emptive rights and future equity issuances that could dilute existing shareholders' holdings.

The section outlines the absence of certain legal and regulatory issues, such as criminal proceedings or actions by statutory authorities, against the company, its management, or promoters. It details a specific dispute with the Municipal Corporation of Delhi regarding the use of company premises, which is currently under review. Furthermore, it discloses pending civil litigation involving a company petition filed by Ajay Nain against the company and its key personnel concerning the sale of equity shares, including a related waiver application and a subsequent perjury application. The section also details pending tax proceedings and criteria for considering outstanding dues to creditors as material.

The company has received various material approvals, consents, licenses, and registrations from governmental, statutory, and regulatory authorities to conduct its business activities. The company has also faced issues related to intellectual property, including several trademark applications that have been opposed or are pending registration. Furthermore, the company has pending applications for certain approvals related to the conversion from private to public and subsequent name changes.

The provided section details numerous Intellectual Property Rights (IPRs) and related opposition proceedings involving Rentomojo Limited. These proceedings primarily involve opposition by JVCO 2024 Limited against the IPRs, with many cases being marked as 'Opposed' or 'Objected' by the Trademarks Registry. The proceedings span various registration numbers and occurred around May 22, 2024.

The section details various aspects related to the company's group companies, regulatory approvals, and compliance with SEBI regulations. It outlines the criteria for identifying group companies based on transactions and materiality policies. Furthermore, it confirms that the company has received in-principle approvals for the offer and details the participation of various selling shareholders in the offer for sale. Finally, it lists numerous confirmations regarding the company's compliance with various SEBI regulations concerning market access, fraudulent borrower declarations, and the status of its equity shares.

The section primarily focuses on the compliance of the Draft Red Herring Prospectus with SEBI ICDR Regulations and various disclaimers regarding the responsibility of the company, selling shareholders, directors, and book running lead managers. It clarifies that the filing of the prospectus does not absolve the company from any liabilities or the requirement to obtain necessary clearances. Furthermore, it outlines restrictions on who can subscribe to the equity shares and details the jurisdiction for any disputes. The text also includes various disclaimers from the BSE and NSE regarding the scrutiny of the offer documents by the stock exchanges.

This section details the price information of past issues handled by two different Book Running Lead Managers (BRLMs), Motilal Oswal Investment Advisors Limited and Axis Capital Limited, across various financial years. It also provides price information for issues handled by IIFL Capital Services Limited. The text outlines various mechanisms for grievance redressal, including record retention periods with the Registrar, procedures for addressing grievances with Designated Intermediaries, and compensation mechanisms for delays in unblocking funds or for issues related to failed allotment.

This section details various compensation scenarios related to delayed unblocking of funds and investor grievances, specifying compensation amounts based on the difference between a specified amount and the actual unblock date. It outlines procedures for addressing grievances, including estimates for resolution timeframes, and clarifies the responsibilities of the company and its associates regarding such issues. Furthermore, the text covers the legal framework governing the offer, the ranking of equity shares, dividend payment procedures, and the face value and price band for the equity shares.

This section details various procedural aspects related to the offer, including requirements for the Registrar to submit details of cancelled applications, guidelines for bidders regarding bid submission timelines, rules concerning employee discounts, and stipulations regarding minimum subscription levels. It also outlines the structure of the offer, including the number of equity shares, the offer price, and the allocation process across different bidder categories such as Eligible Employees, QIBs, NIBs, and RIBs.

This section details various rules and procedures related to the public issue process, including different categories of bidders, allocation rules, and payment mechanisms. It outlines how different portions of the offer, such as the Anchor Investor and QIB portions, were reserved and allocated based on specific investor types. Furthermore, the text extensively covers the phased implementation of the UPI mechanism for bid processing and the various requirements for Bid cum Application Forms, including the handling of joint bids and the process for blocking funds in various accounts.

This section details various procedural requirements and restrictions concerning who can participate in the Offer, including different categories of investors such as Promoters, Book Running Lead Managers, Mutual Funds, Eligible Employees, various types of FPIs, NRIs, HUFs, and Limited Liability Partnerships. It outlines specific rules regarding bid documentation, investment limits, and the handling of bids from different entities. Furthermore, it specifies restrictions related to the investment capacity of certain entities like VCFs, AIFs, and banking companies in the company.

This section details various requirements and conditions related to bids and applications from different categories of investors, including those from various financial institutions and individual investors. It outlines specific documentation requirements for bids made by insurance companies, provident funds/pension funds, Systemically Important Non-Banking Financial Companies (NBFCs), and various rules governing bids from Anchor Investors and Qualified Institutional Buyers (QIBs). Furthermore, numerous 'Do's' are provided to bidders, focusing on proper submission procedures, ensuring correct details, and adhering to various statutory and regulatory guidelines.

This section primarily details various instructions and grounds for rejection related to bid submissions, including time restrictions for different investor categories, rules concerning bid size limits, and requirements for using specific bank accounts or UPI IDs. It also outlines various technical grounds for bid rejection, such as submitting bids on plain paper or using unlisted UPI handles. Furthermore, the text covers procedures for handling investor grievances, the process for finalizing allotment, and undertakings from the company and selling shareholders regarding the ownership and transfer of equity shares.

This section primarily discusses various regulations concerning foreign investment in Indian securities, including provisions under the Industrial Policy, 1991, and FEMA. It details rules regarding foreign direct investment (FDI) limits, the consolidation of FDI policy by the DPIIT, and conditions for share transfers between Indian residents and non-residents. Furthermore, it outlines requirements for investment by entities from countries sharing a land border with India and restrictions on the participation of certain entities in offers. The text also addresses the registration and sale of equity shares outside of India.

The company has undergone several revisions to its Employee Stock Option Plans, starting with ESOP 2016, followed by ESOP 2023, and subsequently ESOP 2024, which was further amended. These amendments included a migration of certain options and benefits from ESOP 2024 to a new plan, ESOP 2026, which is to be exclusively administered by the RM Employee Benefit Trust. The migration involved 12,20,177 shares, with 48,93,040 shares remaining under ESOP 2024 and 12,20,177 shares forming the pool for ESOP 2026. The details provided include information on options granted to key managerial personnel and other employees during the period.

The section discusses various aspects related to the accounting treatment of options granted to key managerial personnel and the intention of certain personnel to sell equity shares. It details that the company followed accounting policies specified in Regulation 15 of the SEBI SBEB & SE Regulations, which aligns with Indian Accounting Standards. Furthermore, it outlines procedures for the administration and migration of Employee Stock Option Plans (ESOPs) between different fiscal years and clarifies the terms applicable to already granted options.

This section outlines the disclosure requirements for related party transactions as per Ind AS 24, directing readers to a specific note for details. It also discusses forward-looking statements, risks, and industry data sources, noting that industry data is derived from a report commissioned and paid for by the company. The text further details factors affecting operations, including subscriber acquisition and retention, and the impact of various metrics on revenue and engagement. It covers the impact of competitive dynamics, pricing pressures, and how these factors affect profitability.

This section primarily outlines various accounting policies related to consolidation, foreign currency transactions, revenue recognition, and the treatment of different asset classes and intangible assets. It details how transactions between group entities are eliminated, how foreign currency fluctuations are handled, and the criteria for recognizing revenue from contracts with customers, including considerations for performance obligations satisfied over time or at a point in time. Furthermore, the text covers policies for recognizing various charges, commissions, and income, as well as the accounting for trade receivables, contract assets, contract liabilities, employee benefits, and different types of tax provisions.

This section primarily details the accounting treatments for various financial instruments, including their initial recognition, subsequent measurement, and derecognition, as per accounting standards. It outlines different classifications for financial assets and liabilities, such as those measured at amortised cost, fair value through other comprehensive income (FVOCI), or fair value through profit or loss (FVTPL), depending on the contractual terms and business models. The text also covers subsequent measurement rules for these instruments, including how gains and losses are recognized in profit or loss or other comprehensive income, and the criteria for derecognition. Furthermore, the text discusses provisions, leases, and contingent liabilities, detailing when obligations arise, how lease assets and liabilities are recognized and measured, and the treatment of various borrowing costs.

This section primarily details various accounting treatments, judgments, and reconciliations related to the financial statements. It covers aspects such as the treatment of various financial instruments, the assessment of leases, the recognition of deferred tax assets, and the estimation of defined benefit obligations. Furthermore, it includes detailed reconciliations for profit, return on equity, and net worth, as well as calculations for net debt and its ratio to EBITDA. Finally, it outlines the components of income and expenditure, including revenue from operations and various expenses.

The provided section details various financial components, including finance costs, depreciation, other expenses, and the results of operations for fiscal years 2026, 2025, and 2024. The results show significant growth in revenue from operations, driven by increased rental revenue and higher delivery and installation charges. Expenses, particularly employee benefits and other operational costs, also increased substantially, largely due to expansion in the employee base and operational scale. Finance costs decreased due to the repayment of borrowings, while depreciation and amortization expenses rose significantly, linked to the increase in the gross carrying value of property, plant, and equipment. The company also accounted for a material impact related to new labour codes as an exceptional item in the profit calculation.

The provided text details various cash flows and financial positions for the company across different fiscal years, including investing and financing activities. It also outlines the structure of borrowings, lease liabilities, and other financial obligations as of March 31, 2026. Furthermore, the text mentions contingent liabilities, capital commitments, and various risk factors related to market, credit, and liquidity risks. It also notes a recent fire incident resulting in losses.

The company has utilized various forms of borrowing, including term loans, non-convertible debentures (NCDs), and an overdraft facility, for both capital expenditure and working capital requirements. The aggregate borrowings as of June 30, 2026, were detailed, showing outstanding amounts for these facilities. Details regarding the terms of these borrowings, such as interest rates, tenor, security provisions, and prepayment clauses, were also provided. Various events of default and their resulting consequences for the company were outlined.

The Articles of Association consist of two parts, Part A and Part B, which coexist until the commencement of listing and trading of equity shares. Part B prevails over Part A in case of inconsistency until listing, after which Part B is automatically deleted and Part A takes effect. Part A details provisions regarding the authorized share capital, alterations to share capital, and restrictions on the transfer of shares. The transfer of shares requires written instruments and compliance with relevant sections of the Act, and the Board has certain powers to decline registration of transfers under specific circumstances. Provisions also cover the transmission of shares upon the death or insolvency of a member, including the right of the entitled person to elect to become the holder or transfer the share. Furthermore, the Articles detail procedures for the further issue of shares, including preferential offers to existing holders, and provisions for the reduction of share capital by a special resolution. Part B contains provisions related to a Shareholders’ Agreement.

This section details the provisions regarding material contracts and documents for inspection related to the company's offer process, as filed in the Draft Red Herring Prospectus. It lists various agreements, resolutions, and certificates that were made available for inspection and outlines the procedures for making such documents available to the public. Furthermore, it includes a clause stating that contracts or documents mentioned in the prospectus may be amended or modified without shareholder notice, provided such amendments comply with relevant laws.

The provided text primarily consists of declarations from various directors and officers confirming compliance with relevant laws and regulations. These declarations attest that all statements made in the Prospectus adhere to the provisions of the Companies Act, SCRA, SCRR, and SEBI Act, as amended, and that all statements are true and correct. The declarations are signed by individuals holding various director and officer positions.

This section primarily contains declarations from various parties, including the Promoter Selling Shareholder, investors, and fund entities, confirming the accuracy of statements made in the Prospectus regarding their respective portions of the offered shares. The declarations establish that each party assumes no responsibility for statements made by others or relating to the Company, other selling shareholders, or other individuals mentioned in the document.

This section primarily contains declarations from various investors and entities confirming the accuracy of statements made in the Prospectus regarding themselves and the offered shares. The declarations cover different investors such as IDG Ventures India Fund III LLC, GMO Payment Gateway Inc, Chiratae Trust, GMO GFF Limited Partnership, and Pratithi Investment Trust. These confirmations establish that each party assumes no responsibility for other statements made in the Prospectus concerning the Company or other selling shareholders.

This section primarily contains declarations from various parties involved in the offering process, confirming the accuracy of statements made in the Prospectus regarding their respective roles as investors and sellers of shares. The declarations cover different legal entities and individuals who are selling shares. These confirmations establish that each party assumes no responsibility for statements made by others concerning the Company or other selling shareholders.

The provided section primarily contains declarations from individual selling shareholders confirming the truth and correctness of statements made in the Prospectus regarding themselves and their portion of the offered shares. These declarations serve to limit the responsibility assumed by the signatories concerning other statements or undertakings related to the Company or other parties mentioned in the document.