Glass Wall Systems (India) Limited

This section provides an overview of the industry context, detailing macroeconomic trends and geopolitical risks that impact the façade and fenestration sector. It discusses the impact of global economic conditions, such as GDP growth forecasts and geopolitical tensions, on the industry's operations and material costs. Furthermore, it highlights the vulnerability of the industry to commodity price volatility, particularly concerning aluminum, glass, and steel, due to international trade dynamics and supply chain issues.

The provided text discusses various aspects related to steel and glass markets, government policies, and the economic landscape of India. It details the volatility of Hot Rolled Carbon Steel (HRC) prices between 2020 and 2024, noting how they were affected by global demand, supply chain disruptions, and geopolitical events. Furthermore, the text covers the performance of different markets for steel prices as of December 2025, including various countries. It also touches upon the performance of glass futures and the impact of government policies like tariffs and the Carbon Border Adjustment Mechanism (CBAM) on trade. Finally, it provides an overview of India's economic growth, including GDP projections, FDI inflows, and inflation trends.

The provided text details various aspects of the Indian economy, focusing heavily on trade agreements, manufacturing growth, and the real estate sector. It highlights India's strategic position benefiting from global supply chain shifts, the availability of raw materials, and government initiatives like 'Make in India'. Furthermore, it discusses the growth in the façade and fenestration market, the expansion of the commercial real estate sector, and the growth of Global Capability Centers (GCCs) in India.

The text describes the diverse requirements for façade and fenestration solutions across various sectors, including residential, commercial, industrial, and public infrastructure. It also discusses the global façade market's recovery, the regional performance of the market, and the competitive landscape in specific regions like Europe and the United States. Key insights include the impact of macroeconomic factors on construction projects and the role of advanced materials in meeting sustainability and energy efficiency standards.

The text discusses various construction and real estate trends across different regions, focusing on market dynamics, cost drivers, and the evolution of façade systems. In Canada, construction trends are influenced by green building mandates and the adoption of digital technologies like BIM and AI. Australia's market showed recovery, with strong activity in residential and commercial sectors, supported by public infrastructure investments. The cost of façade systems is a significant factor, accounting for a large portion of construction budgets, and there is a market shift towards more sustainable and high-performance façade solutions.

The text discusses the European real estate market dynamics, noting that while some core hubs remained resilient, others faced market corrections. It details the impact of macroeconomic factors on construction output, with projections for recovery in 2025 driven by renovation and public infrastructure. Furthermore, the text highlights the role of new environmental regulations, such as the EU Taxonomy and SFDR, in pushing for energy efficiency improvements in building envelopes. It also examines the trade dynamics in the façade and fenestration sector, noting the role of various countries in supplying materials and the growth of the Indian market.

The Indian façade and fenestration market is facing several challenges, including low budgeting by developers, intense competition from low-cost offerings, and long lead times for custom stick systems. Key trends driving the market include a push towards sustainability, demanding eco-certified envelope systems, and the integration of smart technologies like IoT-enabled shading. The market is also seeing growth driven by the need for resilient solutions in industrial corridors and logistics hubs, alongside the revival of vernacular architectural motifs. Organized players are expanding their footprint, expecting significant growth in the premium segment.

The Indian façade market is segmented into organized and unorganized segments, with the total market size expected to grow significantly. The market is further broken down by product types, including Curtain Wall Systems, Cladding Systems, and Glazing Systems, each showing different growth trajectories. Key growth drivers include the increasing demand for high-performance façade solutions driven by the construction of Grade A office spaces, the push for green building norms under the Smart Cities Mission, and the adoption of energy-efficient materials aligned with building codes. The market demand is geographically concentrated in Tier-1 cities, with Delhi capturing a significant portion of the market value.

The Indian fenestration market is projected to experience significant growth, driven by residential sector expansion and increasing demand for energy-efficient window and door systems. The market size is expected to grow substantially over the forecast period, with the residential segment being a key driver. However, the industry faces challenges such as intense competition from international brands, variability in quality standards, and high costs associated with advanced materials and regulatory hurdles. The market structure is bifurcated between an unorganized sector characterized by cost sensitivity and a more organized segment.

The Indian fenestration market is primarily driven by the residential sector, with premium housing developments being a key catalyst for high-end fenestration demand. The market is valued at approximately ₹3,210.00 Crore in Fiscal 2026P and is expected to expand significantly, with the ultra-luxury segment showing explosive growth. Growth is fueled by the demand from ultra-high-net-worth individuals, the pricing gap between premium and affordable solutions, and increasing regulatory emphasis on sustainability and safety standards. Key players are forging alliances to deliver advanced window and door assemblies.

The market for façade and fenestration is segmented based on the level of organization, with organized players focusing on high-value commercial and luxury residential projects, while unorganized players compete primarily on price for cost-sensitive developers. Key factors influencing market performance include client track record, price sensitivity, integration capabilities, product durability, and regulatory compliance. The analysis compares top players in the Indian Façade and Fenestration market across various operational and financial parameters.

The company specializes in the fabrication and installation of high-end, ultra-luxury fenestration systems globally. They focus on engineering window systems for the ultra-luxury real estate commercial sector and are exclusive fabricators for high-end luxury systems. The company has recently established partnerships in France, Spain, and Turkey and aims to expand its product presence in ultra-luxury residential complexes. The business operates in the façade and fenestration sector, which involves providing engineered products to ensure building exteriors are functional, visually appealing, sustainable, and compliant with international standards. Their offerings include various curtain wall facades and high-performance fenestration systems.

The company operates through a subsidiary, Yes Systems, which focuses on providing custom, energy-efficient fenestration solutions under the 'ORIA' brand, primarily targeting luxury residential developers and high-net-worth individuals in India. Yes Systems is positioning itself as India’s leading premium fenestration provider and has established agreements with leading Swiss window systems brands and international partners like LIBART and OIKAS. The product portfolio includes a diverse range of façade and curtain wall systems, such as bolted façades, skylights, and aluminium doors and windows, which offer benefits in aesthetics, energy efficiency, and structural performance. The company provides services to various clients across India and internationally, and its project portfolio includes notable domestic and international façade projects. The company possesses integrated operations across design, engineering, manufacturing, and project management, and demonstrates a commitment to sustainability through various certifications and green manufacturing practices.

The company operates in the luxury fenestration market, which is experiencing significant growth, driven by demand from ultra-high-net-worth individuals. The company holds a strong market position as the second-largest provider of façade solutions in India by revenue and is India's largest façade exporter by revenue. The business model is diversified across domestic manufacturing, international exports, and serving the premium fenestration market. The company has successfully expanded its operations internationally and strategically acquired Yes Systems to enter the high-end domestic fenestration sector. They have a proven track record across various sectors, including real estate, hospitals, and hotels, and maintain strong relationships with key developers and contractors.

The company's operations involve the design, engineering, and supply of various façade systems for commercial projects, including curtain walls and louvered frames. The company has executed several notable projects, such as the Harper Court project in Chicago, USA, and the Bagmane Rio project in Bengaluru, Karnataka. Their expertise covers design innovation, including the development of systems like diagrid and free-flowing lobby designs, and the use of advanced software for structural integrity. Manufacturing is handled at a strategically located facility, with a developed area of over 32,415.45 square meters, and they focus heavily on creating environmentally sustainable solutions by sourcing low-carbon materials and adhering to zero-waste programs.

The company operates in the global façade and fenestration markets, which are seeing targeted expansion due to evolving regulations and sustainability demands in various regions. The company aims to leverage its track record to enter new international markets, such as Canada and Europe, by establishing local partnerships. Domestically, the company seeks to solidify its leadership by focusing on high-quality, sustainable solutions and expanding its client base across commercial, residential, and institutional segments. A key strategic move involves integrating its subsidiary, Yes Systems, to capitalize on the growing luxury fenestration market.

This section details a comprehensive range of facade and glazing systems offered by the company, categorized into various product types for different building applications. The offerings include cladding systems, store front glazing, fenestration systems, specialized canopies, louver systems, roof glazing, glass railings, and various metal panels. These products are designed to enhance building aesthetics, provide durability, manage environmental factors like light and weather, and offer customizable design options for residential, commercial, and industrial units.

The company offers a diverse range of facade and fenestration solutions across several key sectors. In India, they provide comprehensive façade solutions for commercial buildings, including high-rise complexes and corporate offices, and also cater to the luxury domestic market with premium fenestration for residential projects and villas. Internationally, the company focuses on providing façade solutions for various construction projects, including residential buildings.

The company has executed various projects across different sectors, primarily in the commercial domain, involving the production design and assist services, procurement, and supply of various curtain wall systems and façade works. These projects include the fabrication and installation of unitized and fabricated panels, such as aluminum, plastic, and gaskets, for various buildings. The company has undertaken significant projects in the USA, such as those in Philadelphia and Chicago, as well as domestic projects in Bengaluru, focusing on specialized façade solutions like electrochromic glass and various types of curtain walls.

The issuer has a history of executing various façade works projects across different sectors, primarily in the commercial domain. These projects include supply and installation of façade works for various clients, with notable features ranging from curved panels and modular installations to unitized curtain walls and innovative detailing. The projects have spanned locations in Karnataka and Maharashtra, and the scope of work has involved significant façade areas.

The section details various project details undertaken by the Embassy Group, primarily focused on the supply and installation of façade works across different sectors. The projects span commercial, tech park, residential, and commercial sectors, with locations in Bengaluru and Mumbai. The scope of work involves diverse façade systems, including curtain walls, rainscreens, and custom solutions, emphasizing efficiency, sustainability, visual variety, and high-end design quality.

The issuer's activities primarily revolve around the supply and installation of various façade works for residential and commercial projects in Mumbai, Maharashtra. The described projects include developments like Indiabulls Blu, Artesia, World One, MTM-Tower 3*, and Coriander Plaza. These projects span different sectors such as Residential and Commercial and Hospitality, utilizing diverse architectural features such as custom-developed glass, sliding windows, aluminum cladding, and various curtain wall systems.

The company's design and engineering function focuses on planning, optimizing, and transforming architectural concepts into manufacturable structures while considering performance parameters like wind load, water ingress, seismic resilience, natural light, and thermal performance. The geometry of the structure is manufactured in-house, and the company invests in in-house training for designers and engineers. The manufacturing facility, located in MIDC, benefits from solar power and has self-sealing permissions for export-oriented operations, strategically positioned near port infrastructure for efficient international logistics. The facility specializes in the fabrication, assembly, and glazing of building facades using materials such as aluminum extrusions, performance glass, and silicone into complete façade systems. The company operates under strict Standard Operating Procedures (SOPs) for all manufacturing stages, and has an in-house testing rig to evaluate product performance and durability.

The company's business revolves around the manufacturing and fabrication of aluminium façade panels through a multi-stage process involving cutting, machining, assembly, and glazing. The process includes various specialized saws for cutting, CNC machinery for drilling and routing, and various presses for shaping components. The final assembly integrates these fabricated profiles, incorporating weather strip gaskets and thermal break inserts, followed by glazing with spacer tape and silicone sealants. The company sources principal raw materials like aluminium extrusions, silicone, and performance glass from various global suppliers. The company serves diverse sectors such as commercial, residential, hospitality, healthcare, and institutional buildings, and maintains strong relationships with developers and contractors.

The company emphasizes its commitment to business continuity through data storage and backup solutions, including redundant data centers and disaster recovery plans. The company has received several industry awards, including recognition for façade projects, and is recognized multiple times as a Façade Contractor of the Year. The industry is highly fragmented, involving numerous players, and the company faces risks inherent in the industry, such as equipment failure, accidents, natural disasters, and terrorism. The company maintains various insurance policies to cover operational risks, and it is subject to numerous Indian labour laws.

This section primarily details various Indian laws and regulations pertinent to business operations, covering labour laws, contract law, sale of goods, competition law, tax laws, environmental laws, and intellectual property laws. It outlines several key acts and rules that govern different aspects of commerce and industry in India. The text discusses the framework for labour codes, the validity of contracts, regulations for the sale of goods, definitions for micro, small, and medium enterprises, rules concerning competition, company formation, income tax, customs duties, GST, environmental protection, air pollution, plastic waste, e-waste, noise pollution, water pollution, and intellectual property rights.

This section outlines various legal frameworks and regulations that the company must comply with for its operations in India. It discusses laws related to intellectual property protection, such as the Copyright Act and the Trademarks Act, which govern the protection and enforcement of creative and brand assets. Furthermore, the text covers regulations concerning shops and establishments, foreign trade policies, and foreign investment rules. Finally, it mentions compliance with several other key laws, including those related to corruption, IT, data protection, and various other regulations imposed by central and state governments.

The company's history began as a partnership firm, 'Glass Wall Systems', formed in July 2002, which later converted into a private limited company and subsequently into a public limited company. Key corporate milestones include various reconstitutions of the partnership, changes in the company's name, and significant changes in its registered office location over time. The company has also undergone amendments to its Memorandum of Association concerning the reclassification and subdivision of authorized and issued share capital. The company currently has two subsidiaries: Yes Systems Private Limited and PP Vitrum Systema Technologies Private Limited.

The section details the nature of business for PP Vitrum, which includes engineering, fabrication, design, production, installation, and consultancy services related to glass, covering materials, and facade finishing. The authorized and issued equity share capital details are provided, along with the current shareholding pattern showing ownership by Eshan Jawahar Hemrajani and Amit Jawahar Hemrajani. A significant transaction involved the acquisition of 50,000 equity shares in Yes Systems Private Limited, which resulted in Yes Systems becoming a wholly-owned subsidiary of PP Vitrum. Furthermore, various shareholder agreements and guarantees related to housing loans taken by members of the Promoter Group are disclosed.

The definitions section identifies the issuer as Glass Wall Systems (India) Limited, a public limited company incorporated under the Companies Act, 1956. The registered and corporate office is located in Mumbai, Maharashtra. The section details various terms related to the offer process, including definitions for equity shares, various committees, key managerial personnel, and the roles of the book running lead managers. It also specifies terms related to the allotment process, such as the Anchor Investor portion and the relevant dates for bidding.

This section details various terms related to the public offering process, including who can bid, the pricing structure, and the parties involved in the transaction. It specifies the cut-off price for the equity shares, the types of bidders eligible (Retail, QIBs, Non-Institutional Bidders), and the different categories of shares being offered. Furthermore, it outlines the various accounts, intermediaries, and documentation required for the bid submission, such as the Escrow Account, Designated CDP Locations, and the process involving UPI mechanisms.

This section primarily defines various financial and business terms used within the prospectus. It includes definitions for terms related to working days, various financial metrics like Average Net Worth, Compound Annual Growth Rate, and different types of Alternative Investment Funds (AIFs). The definitions also cover various financial instruments, accounting standards (like Ind AS and IGAAP), and regulatory bodies. Furthermore, it defines various market-related terms such as Gross Domestic Product (GDP), various tax terms, and different types of investors and market infrastructure.

This section details various conventions regarding the use of financial information, market data, and currency presentation within the Prospectus. It specifies that financial data is derived from Restated Consolidated Financial Information, and outlines the various accounting standards and regulations used for the financial statements. Furthermore, it discusses the nature of forward-looking statements, the reliance investors should place on these statements, and the limitations concerning discrepancies in figures and the reliance on third-party industry reports.

The provided text discusses various risk factors related to the company's business, including dependency on key clients, reliance on suppliers, and exposure to raw material price volatility and supply disruptions. The company's revenue is significantly dependent on its top clients, and there is a risk that such clients may terminate contracts or face financial distress. Furthermore, the company relies on imported raw materials from various countries, exposing it to foreign exchange fluctuations, trade restrictions, and potential supply chain issues. Operations in international jurisdictions are subject to risks from foreign laws, tariffs, and geopolitical tensions.

The provided text details various aspects of the company's revenue breakdown, operational risks, and business structure. Revenue from the USA accounts for 100.00% of total revenue in all fiscal years. The company has acquired Yes Systems, which became a subsidiary effective August 21, 2025, specializing in premium fenestration solutions for the Indian luxury market. The business derives a significant portion of its revenue from domestic façade solutions, which constitutes 48.88% of revenue in Fiscal 2026. The company's manufacturing facility is located in Vile Bhagad, Maharashtra, and operations are susceptible to various regional and operational risks.

The provided text discusses various risks related to agreements, intellectual property, business growth, and operational aspects. It highlights potential adverse impacts on operations, financial condition, and cash flows due to issues like lease agreements, intellectual property infringement, and difficulties in securing new contracts. The company relies on competitive bidding for projects and faces risks related to client payment delays and the protection of its brand. Furthermore, certain operations involve hazardous machinery, posing risks of accidents and damage to property.

The provided text discusses various risks related to the company's operations, including potential liabilities from occupational hazards, the inability to adopt new technologies, and dependence on the real estate sector. The business is highly dependent on the real estate sector, and fluctuations in this market can adversely impact operations. Furthermore, there are concerns regarding changes in the real estate sector, supply chain disruptions, geopolitical tensions, and changes in government policies that could affect the business. The text also details issues related to statutory auditors' reports, pending legal matters, and the potential for future liabilities. Finally, the company intends to use net proceeds for capital expenditure, such as setting up a glass processing unit, which is subject to delays and cost escalations.

The company requires funding for capital expenditure, including setting up a glass processing unit as part of a planned backward integration at its Vile Bhagad Facility. The business is manpower intensive, making it vulnerable to issues like work stoppages, wage demands, or difficulties in securing skilled and unskilled contract labor. Furthermore, the company faces risks related to contractual agreements, such as changes in scope or price, and exposure to various implementation risks in the domestic façade EPC solutions vertical. The company is also subject to risks from trade-restrictive measures and potential difficulties in obtaining necessary capital and financing for its operations.

The company and its subsidiary, Yes Systems Private Limited, are involved in various tax proceedings, including criminal, tax, and statutory/regulatory proceedings, which could adversely affect their business and financial condition. The section details numerous outstanding claims and pending matters with different authorities, including various tax departments, and outlines the potential negative impact of adverse decisions. Furthermore, the company faces contingent liabilities under Ind AS 37, totaling ₹33.41 Crore as of March 31, 2026, which could impact financial performance. The company's façade solutions are exposed to engineering risks, such as material deterioration, non-compliance with fire safety regulations, and potential product failures. The industry is highly competitive, with intense pressure from international brands, and the company's inability to compete effectively may harm its business. The company also faces risks related to the confidentiality of its technical knowledge, which is protected only by secrecy, and risks associated with contracts containing defect liability retention clauses that can strain cash flows.

The text discusses various risks related to credit ratings, capacity expansion, financing, and product quality. It notes that rating agencies may withdraw ratings, and future performance issues could lead to credit rating downgrades, which could increase borrowing costs. The company's capacity expansion and backward integration plans are based on internal estimates, with no assurance that they will generate anticipated revenues. Furthermore, the company relies on third parties for transportation and installation, exposing it to disruptions. Risks also exist concerning insurance coverage adequacy and potential liabilities from product defects or warranty claims.

The provided text discusses various risks that could adversely affect the company's business, including product liability claims, improper storage and handling of raw materials, dependence on qualified personnel, exposure to adverse weather conditions, compliance with environmental and health/safety laws, and risks associated with government benefit schemes. The text also details the company's ownership structure, the role of lead managers, and potential risks related to exchange rate fluctuations and technology failures.

This section details various risks related to the company's operations, market environment, and regulatory landscape. It discusses the impact of fluctuating demand, supply chain disruptions, geopolitical conflicts, and changes in laws and regulations on the business. Furthermore, it addresses risks associated with internal fraud, misconduct, and failures in internal control systems, which could negatively affect the company's reputation and financial performance. The text also covers risks related to macroeconomic conditions, such as crude oil price increases, and the potential impact of changes in sovereign credit ratings and international trade policies.

The section discusses various regulatory and economic risks affecting the company's business, including market liquidity, competition laws, and changes in the Indian tax regime. It highlights that differences exist between Indian Accounting Standards (Ind AS) and other international accounting principles, which investors should be aware of. Furthermore, it details potential adverse impacts from competition laws, the Competition Amendment Act, and changes in tax laws like GST and GAAR. The text also expresses uncertainty regarding the impact of new tax laws and the potential for inflation to affect operating costs and margins.

The provided text discusses various risks related to the business operations, financial condition, and cash flows, including potential adverse effects from changes in laws and regulations. It details that investors will not be able to immediately sell Equity Shares on an Indian stock exchange, and that listing and trading commencement are subject to completion of certain actions under applicable Indian laws. The text also covers risks related to future equity issuances, such as potential dilution of shareholding, and restrictions on foreign investment by Indian law. Furthermore, it outlines issues concerning the transfer of shares between residents and non-residents and potential issues with foreign exchange regulations and the ability to repatriate funds.

The provided text details various rules regarding the allocation of offers, including spillover provisions and allocation methods for different investor categories. It outlines procedures for handling under-subscription in offers, including the allotment of remaining bids, and specifies rules for allocation to various bidder categories such as Anchor Investors, Non-Institutional Bidders, and Retail Individual Bidders. Furthermore, the text provides summary financial information from the restated consolidated balance sheet and profit and loss statements for fiscal years ending March 31, 2026, 2025, and 2024.

This section details the restated consolidated statement of cash flows for the years ended March 31, 2026, 2025, and 2024, showing various cash movements. It also summarizes contingent liabilities as of March 31, 2026, including claims against the group not yet acknowledged as debts. The contingent liabilities primarily relate to Maharashtra VAT and Central Sales Tax matters, including appeals filed with the Maharashtra Sales Tax Tribunal (MSTT).

This section details various corporate and professional contacts related to the company's listing process, including the registered and corporate office details, the Board of Directors, and the various intermediaries involved in the offering. It lists the Registrar of Companies, the Book Running Lead Managers (BRLMs), the Legal Counsel, Statutory Auditors, Bankers, and the Public Offer Account Bank.

This section details various aspects related to the issuance process, including the identification of various entities involved in the process, procedures for bid submission, and rules governing the book-building process. It outlines where lists of Designated SCSB Branches, Registered Brokers, and Registrar and Share Transfer Agents can be found, and specifies rules regarding the withdrawal or lowering of bids by different types of investors. Furthermore, it mentions that the offer is subject to the filing of the Prospectus with the RoC and obtaining final listing and trading approvals from the Stock Exchanges.

This section details the capital structure of the company, including the authorized, issued, and paid-up equity share capital, as well as the details of the current offer. It outlines the breakdown of the offer, which includes a fresh issue of equity shares and an offer for the sale of shares by selling shareholders. Furthermore, the section provides historical data on the issuance of equity shares and details the shareholding of the promoters, indicating their collective stake in the company.

The section details various transactions related to the build-up and transfer of equity shares by the company's promoters and related parties. It outlines several allotments, transfers, and buybacks occurring over time, including transactions involving different individuals and trusts. Furthermore, it specifies that as of the prospectus date, none of the promoter's equity shares were pledged. The section also discusses the minimum promoter's contribution requirement under SEBI ICDR Regulations, noting that the promoters' holding exceeds 20% of the post-offer equity capital.

This section details various aspects of the company's capital structure, including details on equity share allotments, lock-in periods, and the shareholding pattern. It specifies details regarding the allotment of equity shares by Jawahar Hariram Hemrajani, including the number of shares, issue price, and the nature of the allotment. Furthermore, it outlines restrictions on the acquisition of equity shares during specified periods and details how pre-offer equity share capital is locked in according to SEBI ICDR Regulations. The shareholding pattern table provides a breakdown of shares held by Promoters, Promoter Group, and other shareholders as of the prospectus date.

This section details the shareholding pattern of promoters and other major shareholders in the company, providing various breakdowns of equity shares as of the date of the prospectus filing. It lists the holdings of individual promoters, a group of promoters, and a list of additional top shareholders. Furthermore, it provides different snapshots of shareholding percentages based on various dates relative to the prospectus filing date, including data from one year prior and two years prior. The text also mentions details regarding an Employee Stock Option Plan, including the number of options granted and the vesting period structure.

This section details various disclosures related to employee compensation, share-based plans, and promoter/investor relationships concerning the company's equity shares. It specifies that no employees were granted options exceeding 1% of the issued capital in any given year. Furthermore, it confirms that no equity shares have been allotted under the ESOP Scheme for Fiscal 2025 and 2024 due to board and shareholder resolutions. The text also outlines restrictions on certain parties offering incentives to bidders and clarifies the relationship between promoters and certain investor groups regarding the company's shares.

The Offer involves a Fresh Issue of Equity Shares and an Offer for Sale of Equity Shares. The Net Proceeds from the Fresh Issue are proposed to be utilized for funding specific objects, primarily for capital expenditure related to setting up a glass processing unit and general corporate purposes. The company also anticipates benefits from the listing of Equity Shares on stock exchanges. The proposed deployment schedule details when these funds will be used in Fiscal 2027 and Fiscal 2028.

This section details various quotations for different types of machinery and equipment, including cutting machines, glass seaming machines, tempering furnaces, and various processing units. The quotations involve different vendors, quantities, and unit prices in various currencies, with corresponding total costs calculated based on different Incoterms. The section also provides important notes regarding the exchange rates used, the calculation of freight charges based on Incoterms, and the nature of the quotations being tentative and subject to change.

The section discusses contingencies, which involve provisions to address uncertainties, cost overruns, and delays, by considering a 5% contingency cost on the total cost of the building and plant/machinery. It outlines a proposed schedule for the implementation of the GPU Project, detailing various stages from project start to commercial production. The text also addresses risks related to procuring equipment and the potential for cost increases, stating that such additional costs will be covered by internal accruals. Furthermore, it details various government approvals required at different stages of the GPU Project, such as building plan approvals and factory licenses. The section also covers general corporate purposes, allowing the company to utilize up to ₹4.63 Crore of Net Proceeds for various business requirements, subject to limits.

The section discusses the requirements for specifying the purposes for which Gross Proceeds have been utilized and the subsequent reporting obligations to Stock Exchanges. It mandates quarterly statements detailing any deviations in the utilization of proceeds and category-wise variations in the utilization. Furthermore, the company is required to prepare an annual statement of funds utilized for purposes other than those stated in the Red Herring Prospectus and make other disclosures until all Gross Proceeds are fully utilized. The text also covers provisions regarding the variation of the Offer Objects, which requires shareholder authorization and adherence to applicable laws, including the Companies Act, 2013 and SEBI ICDR Regulations.

This section details various Key Performance Indicators (KPIs) and the process related to the offer price. It includes definitions for KPIs like EBITDA Margin, PAT Margin, Return on Capital Employed, and various ratios, along with comparative data for the company against its listed peers across fiscal years. Furthermore, it outlines the process for determining the Offer Price, which was set in consultation with BRLMs and based on market demand through a Book Building Process.

This section details the special tax benefits available to Glass Wall Systems (India) Limited, its material subsidiary, Yes Systems Private Limited, and its shareholders under various Indian tax laws. It confirms that certain benefits depend on the fulfillment of prescribed conditions by the relevant parties. The statement clarifies that the benefits discussed are not exhaustive and investors should consult a tax consultant for specific implications. Furthermore, it outlines various provisions related to corporate tax rates, deductions for new employee employment, and provisions concerning inter-corporate dividends and capital loss set-offs.

The provided text discusses various tax provisions related to corporate income computation, deductions, and special tax benefits applicable to the company and its material subsidiary under different tax laws. It details conditions for claiming certain tax benefits, such as those related to employee employment, and outlines various tax treatments concerning dividends, capital gains, and treaty benefits for shareholders. Furthermore, it covers special indirect tax benefits related to imports and exports, as well as incentives availed under a Package Scheme of Incentives. The text emphasizes that these statements are summaries and investors should consult tax advisors for specific consequences.

The provided text snippet is a formal declaration section, identifying the company, the authorized signatory, and the date of the document. It does not contain details regarding the offer-for-sale percentage or the categorized use of the proceeds from the issue.

This section details the examination and compilation of Restated Consolidated Summary Statements for Glass Wall Systems (India) Limited for the years ended March 31, 2026, 2025, and 2024. It outlines the responsibilities of the management and the auditors, including adherence to various regulations and accounting standards like Ind AS. The process involved compiling financial statements from audited statements of the Group, the Company, and the Subsidiary, with specific consolidation adjustments made for the acquisition of the subsidiary. The section also discusses the various audit reports issued by the auditors for the different financial statements.

The section details the auditor's reports and examinations concerning the financial statements of the subsidiary for the years ended March 31, 2024, and March 31, 2025. The reports included various emphasis of matter paragraphs, which the auditors stated did not require corrective adjustments to the restated consolidated summary statements. The examination of the financial statements for the year ended March 31, 2024, relied on the examination report submitted by Other Auditors, which confirmed that the restated statements were prepared retrospectively to reflect the same accounting treatment as per the accounting policies. The report also clarifies that the restated statements were prepared in accordance with the Act, ICDR Regulations, the Guidance Note, and the SEBI Email.

This section details the summary of the financial statements, including changes in equity, accounting policies, and consolidation procedures. It outlines the basis of preparation for the Restated Consolidated Summary Statements, which are compiled for regulatory filings. The document specifies various accounting policies related to business combinations, revenue recognition, and the treatment of property, plant, and equipment. It also discusses the classification of assets and liabilities, the operating cycle, and the accounting for various financial instruments and transactions.

This section details various accounting treatments and disclosures related to the financial statements, including impairment of assets, employee benefits, leases, financial instruments, and tax provisions. It outlines specific recognition criteria for lease payments, the measurement of right-of-use assets, the accounting for various employee benefits like gratuity and defined contribution plans, and the treatment of financial assets and liabilities. Furthermore, the text discusses impairment testing procedures, the recognition of provisions and contingent liabilities, and the handling of tax items, including current and deferred taxes.

This section details the movement in various asset categories, including Property, Plant & Equipment, Capital Work-in-Progress, Intangible Assets, Investment Properties, and various financial instruments. The data is presented across different reporting dates, showing additions, disposals, and depreciation charges for the year. Furthermore, it provides disclosures related to investment property rental income, fair valuation, and various financial assets such as security deposits and receivables.

This section details various balance sheet and equity components for Glass Wall Systems (India) Limited across three fiscal years (ending March 31, 2024, 2025, and 2026). Key figures presented include income tax assets, various contract and trade receivables, cash balances, loans, share capital details, and retained earnings. The data shows fluctuations in assets, liabilities, and equity components over the period.

This section details various financial aspects of Glass Wall Systems (India) Limited, including borrowings, liabilities, provisions, and revenue from operations across different fiscal periods. The data covers non-current and current borrowings, trade payables, provisions for employee benefits and defects, and revenue components such as contract revenue and other operating revenue. Several notes are provided to explain variances in the reported figures, particularly concerning receivables, inventory, and the treatment of various financial facilities and liabilities.

This section details various financial line items, including income, expenses, and provisions, across three fiscal years (ending March 31, 2024, 2025, and 2026). Key financial activities include interest income, cost of raw materials, employee benefits, finance costs, depreciation, and various operating and non-operating expenses. Furthermore, the text provides extensive notes regarding contingent liabilities, such as claims against the Group not acknowledged as debts, details on CSR expenditure, and information on revenue recognition from contracts with customers.

This section details various financial and related party disclosures, including cash flow movements, related party transactions, employee benefit obligations, and actuarial assumptions. It presents changes in borrowings, cash flows from financing activities, details on transactions with related parties such as purchases, services received, and payments, and information regarding provisions for employee benefits like provident funds and defined benefit plans.

This section details various quantitative analyses, including sensitivity levels for discount rates, salary growth rates, and attrition rates, which are provided to assess assumptions. It also outlines expected future payments for defined benefit plans and details regarding share-based payment grants, including the number of options granted and their fair value calculations using the Black-Scholes Model. Furthermore, the text covers business combinations, such as the acquisition of Yes Systems Private Limited, and various accounting treatments related to consolidation and tax provisions.

This section details various financial exposures and management aspects of Glass Wall Systems (India) Limited, including foreign currency exposure, liquidity risk, credit risk, and capital management. It provides comparative data for trade receivables, cash and cash equivalents, other financial liabilities, and financial assets across different reporting periods. Furthermore, it outlines disclosures related to financial instruments, credit risk management, and the impact of accounting standard adoption.

This section details various adjustments and reconciliations related to the financial statements, including equity adjustments, profit and loss statement restatements, cash flow statement adjustments, and various audit qualifications. It covers the impact of business combinations, the adoption of Indian Accounting Standards (Ind AS), and issues related to revenue recognition, financial instruments, and the maintenance of records.

This section details various adjustments and disclosures related to the financial statements of Glass Wall Systems (India) Limited for different periods, including details on property holdings, receivables, payables, and various statutory dues. It includes information on the holding of property in the name of the company versus promoters, and details regarding disputes over various taxes and dues. Furthermore, it outlines instances where quarterly returns filed with banks were not in agreement with the books of accounts.

This section details various accounting ratios, including earnings per equity, profitability margins, and net asset values, for the fiscal years 2026, 2025, and 2024. It also outlines the revenue mix across three business verticals: domestic façade solutions, international façade products supply, and fenestration solutions. Furthermore, the text discusses risks related to raw material procurement, supplier concentration, import exposure, and client concentration, noting that top 10 clients account for a significant portion of revenue. Finally, it provides context on the acquisition of Yes Systems Private Limited and the general macroeconomic links to the real estate and construction sectors.

This section details the context surrounding the financial statements, including market trends and the preparation of restated consolidated financial information. It mentions growth projections for the Indian façade and fenestration markets, driven by sustainability mandates and building codes. It outlines the compilation process for restated statements, referencing various audited financial statements and accounting standards. Furthermore, it describes the classification of assets and liabilities based on an operating cycle and sets out the basis for consolidation between the group and its subsidiary.

This section details various accounting treatments for different financial statement line items and asset classes. It covers how contract liabilities, operating revenues, and income from scrap sales are recognized. Furthermore, it outlines the accounting for interest income, dividends, property, plant, and equipment (PPE), depreciation methods, investment properties, intangible assets, and impairment testing. The text also discusses employee benefits, lease accounting for both lessees and lessors, and the initial recognition of financial instruments.

This section details various accounting treatments and recognition policies for different financial statement line items, including financial assets and liabilities, inventories, cash balances, foreign currency translations, tax provisions, and contingent liabilities. It outlines specific rules for impairment, derecognition, measurement of financial instruments, and how different types of items are accounted for in the financial statements. Furthermore, it covers the treatment of tax expenses, deferred tax assets and liabilities, GST, provisions, and commitments, along with criteria for recognizing government grants.

This section details various accounting considerations, including judgments related to income taxes, the useful lives of property, plant, and equipment, and the recognition of provisions and contingent liabilities. It also outlines the methodology for valuing defined benefit plans, expected credit losses on financial assets, and the recognition of revenue from construction contracts based on the percentage-of-completion method. Furthermore, the text provides detailed breakdowns of income, expenses, and various profit measures like EBITDA, PAT, and Return on Capital Employed, along with reconciliations for these figures.

This section details various financial metrics, including debt structure, turnover ratios, and detailed results of operations for fiscal years 2024, 2025, and 2026. Key figures detail revenue, expenses, profit before tax, and tax provisions across these periods. The text also compares performance between fiscal years and highlights the drivers behind changes in these figures, such as contract revenue and inflationary impacts on expenses.

This section details the cash flows, investing activities, and financing activities of the company across fiscal years 2026, 2025, and 2024. It provides breakdowns of net cash flows from operating, investing, and financing activities, along with the resulting changes in cash and cash equivalents. The text also covers various aspects of indebtedness, including total borrowings, other financial liabilities, and contingent liabilities as of March 31, 2026. Furthermore, it outlines the company's risk management policies concerning market risks, including foreign exchange rate, interest rate, and liquidity risks.

The section discusses known trends and uncertainties, stating that the business is expected to continue facing economic changes identified in other parts of the prospectus. It notes that there are no known factors that may adversely affect the business prospects, results of operations, cash flows, or financial condition, except as described in the Risk Factors. The company operates in a competitive environment, and the dependence on key customers is highlighted, showing that top 10 clients contributed a significant portion of revenue in various fiscal years. The text also details the capitalization statement as of March 31, 2026, and provides information on the outstanding borrowings as of August 3, 2026.

This section details the principal terms of the borrowings availed by the company, outlining various aspects such as interest, tenor, and purpose. It specifies the interest calculation for fund-based facilities, the maximum tenor for financial guarantees, and the specific purposes for which different financing facilities were secured.

The section outlines the scope of outstanding litigation and regulatory matters, clarifying what constitutes 'material' litigation based on a Materiality Policy, which involves monetary thresholds related to the company's turnover and net worth. It confirms the absence of pending criminal proceedings, actions by statutory or regulatory authorities, or claims related to direct and indirect taxes involving the company, its subsidiaries, directors, or promoters. Specific details are provided regarding pending tax claims, including various proceedings with different tax departments, and outstanding dues to creditors, including those of micro, small, and medium enterprises (MSMEs).

This section details various governmental, statutory, and regulatory approvals obtained by the Company and its Material Subsidiary to conduct business activities. It lists approvals related to incorporation, tax matters, business operations, and labour/employment aspects. The section also outlines material approvals that have been applied for, expired, or are pending, and it mentions intellectual property filings. Furthermore, it identifies certain companies as 'Group Companies' based on related party transactions and materiality policies.

This section primarily details the corporate and regulatory approvals related to the offer process. It outlines various resolutions passed by the Board and Shareholders for the authorization of the Offer, the Draft Red Herring Prospectus, and the subsequent Prospectus. Furthermore, it confirms that the company and its promoters/directors are not prohibited from accessing capital markets and are in compliance with the Companies (Significant Beneficial Ownership) Rules, 2018. It also specifies eligibility criteria for the offer, including requirements for net tangible assets, operating profit, and net worth over the preceding three years, and confirms the eligibility of the company under SEBI ICDR Regulations.

This section primarily details the compliance and disclaimers related to the filing of the Draft Red Herring Prospectus, outlining the responsibilities of various parties involved. It clarifies that all legal requirements pertaining to the offer were complied with at the time of filing with the Registrar of Companies (RoC) under various sections of the Companies Act. The text also establishes disclaimers regarding the statements made in the prospectus and the limitations of responsibility for different parties. Furthermore, it specifies jurisdiction for any disputes arising from the offer and details restrictions on who is eligible to subscribe to the equity shares, including provisions for different investor categories.

This section details the price information for past issues handled by two Book Running Lead Managers (BRLMs), IIFL Capital Services Limited and Motilal Oswal Investment Advisors Limited, across various fiscal years. It also outlines mechanisms for investor grievance redressal, including record retention, contact points for bidders, and liability provisions for delays in fund unblocking or allotment processing under SEBI regulations.

The section details the disposal of investor grievances by the Company, including obtaining authentication on SCORES for investor redressal. It also mentions the constitution of a Stakeholders’ Relationship Committee to handle various grievances such as share transfers and dividends. The Company has not received any investor complaints in the preceding three years, nor are any pending investor complaints as of the Prospectus date. Furthermore, the text outlines various legal and regulatory frameworks governing the equity share offer, including compliance with various Acts and Regulations, and specifies the terms for the offer, such as the ranking of equity shares and the mode of dividend payment.

This section details various procedural aspects related to the Bid/Offer process, including time limits for bid uploading, handling of cancelled applications, and rules for allotment based on minimum subscriptions. It outlines specific rules regarding the handling of bids from different bidder categories such as QIBs, Non-Institutional Bidders, and Retail Individual Bidders, including provisions for pro-rata allocation and handling of oversubscription.

This section details various aspects of the bidding process, including the types of investors eligible, the allocation rules for different investor categories, and the procedures for handling bids, particularly concerning the Unified Payments Interface (UPI) mechanism. It outlines rules for Anchor Investors, the allocation of shares to various investor segments like Mutual Funds and Insurance/Pension Funds, and procedures for handling under-subscription and joint bids. Furthermore, it discusses various SEBI circulars and regulations governing the payment mechanisms, timelines, and investor grievance redressal.

This section details various procedural requirements and restrictions concerning the submission and processing of bids for the Offer, differentiating rules based on the type of bidder, such as Anchor Investors, UPI Bidders, Retail Individual Bidders, and Foreign Portfolio Investors (FPIs). It outlines specific rules regarding the use of different bid forms, the necessity of blocking funds in investor accounts, and compliance with various regulations like FEMA and SEBI ICDR Regulations. Furthermore, it specifies conditions for participation by different investor categories and details how certain investment holdings are treated under FPI regulations.

This section details various compliance requirements and restrictions concerning different categories of bidders participating in the Offer, including FPIs, AIFs, VCFs, Limited Liability Partnerships, banking companies, SCSBs, insurance companies, NBFC-SI, and various funds. It outlines specific documentation required for bids, investment limits based on various regulations (like SEBI AIF Regulations and FEMA NDI Rules), and rules governing Anchor Investors. Furthermore, it specifies restrictions on bid withdrawals and clarifies the scope of responsibility regarding changes in laws and regulations.

This section details numerous procedural requirements and restrictions for bidders, primarily concerning the submission of bids, especially through the ASBA process, and the use of UPI mechanisms. Key requirements include ensuring correct account details, proper authorization for fund blocking, and adherence to various rules regarding the submission channels and documentation. Specific attention is given to the handling of different bidder categories, such as UPI bidders, joint bids, and the need for funds to be available for blocking.

This section primarily outlines various procedural aspects related to bids, allotments, and the handling of investor funds and documentation. It details conditions for bids, the process for resolving issues like demat credit/refund orders, rules regarding allotment quantities, and the procedures for publishing allotment advertisements. Furthermore, it covers aspects concerning foreign investment restrictions, the nature of the securities offering outside the United States, and the liabilities related to fraudulent activities.

This section primarily details the Articles of Association of Glass Wall Systems (India) Limited, outlining various provisions related to the company's structure and the offer process. It covers the adoption of the Articles, the applicability of certain regulations, the types of shares the company may issue, and the rights of the directors and shareholders. Furthermore, it specifies rules regarding the issue of shares, the handling of share certificates, the lien the company has on shares and debentures, and provisions concerning the division of share capital.

This section primarily details the procedures related to the sale and transfer of shares and debentures, including the application of purchase money and the company's lien. It outlines the process for making and enforcing calls on shares, including provisions for interest on unpaid amounts, and the rules governing the transfer, registration, and potential refusal of such transfers by the Board. Furthermore, the text covers provisions concerning the transmission of shares due to the death or insolvency of a member, and the procedures for the forfeiture of shares due to non-payment of calls.

This section primarily details provisions related to the further issue of shares, capitalization of profits, buy-back of shares, general meetings, voting rights, proxy procedures, and the composition and powers of the Board of Directors. It outlines various procedural requirements for share issuance, profit distribution, shareholder meetings, and the conduct of the Board and its members.

This section primarily outlines various procedural and governance aspects of the company, including director retirements, power to borrow money, appointment of alternate directors, and the powers of the Board and committees. It details rules regarding the conduct of board meetings, the delegation of powers, the handling of company seals, dividend declarations, and the process for dealing with unpaid dividends. Furthermore, it covers provisions related to the winding up of the company, indemnity for company officers, and the scope of the company's authority under various laws.

This section primarily discusses provisions related to the lock-in period for equity shares and various definitions within the agreement. It outlines the power of the Company to instruct Depositories to record equity shares as non-transferable during the Lock-in Period, and clarifies that such shares will remain locked-in upon invocation of pledges or liens by certain parties. Furthermore, it defines the Lock-in Period and details the Board's authority to implement and remove such lock-in markings. The text also includes definitions for various legal and financial terms such as 'Affiliate(s)', 'Business', 'Competitor', 'Intellectual Property', and various financial and legal concepts.

This section primarily defines various terms used within the agreement, including proprietary rights, definitions related to investors and company structure, and various legal and financial concepts. It details definitions for terms like know-how, databases, liabilities, losses, and various parties involved. Furthermore, it outlines provisions related to corporate governance, specifically concerning the composition of the Board of Directors and the right of Investors and Key Shareholders to nominate or appoint directors.

This section details various provisions related to the appointment, removal, and rights of Investor Directors, including nomination processes and the ability to remove directors through written communication. It also outlines provisions regarding alternate directors, the right of Investors to appoint an observer to the Board, and procedures for filling casual vacancies. Furthermore, the text covers reimbursement of reasonable expenses for directors and observers, stipulating that Board meetings should primarily take place in Mumbai. The section also addresses liability limitations for Investor Directors and Key Shareholder Directors, including provisions for the Company to take action against directors in litigation and the obligation to defend them and pay associated costs.

This section primarily details procedural requirements for resolutions, general meetings, and information disclosure, rather than explicitly detailing ongoing litigation. It outlines rules regarding the passing of resolutions, the frequency and notice periods for general meetings, voting procedures, and the requirements for recording minutes. Furthermore, it establishes covenants between the Company and the Key Shareholder concerning compliance with certain agreements, restrictions on the disclosure of the Investors as 'promoters,' and rules regarding the transfer of securities.

This section details various provisions related to regulatory approvals, transfer restrictions, and investor rights concerning the company's securities. It outlines a 'Lock In Period' for Key Shareholder Group Shareholders, permits certain 'Permitted Transfers' of securities, and establishes conditions for transfers post-lock-in, including the Investor Tag Along Right. It further elaborates on the Investor Tag Along Right, including the process for investors to offer their securities for sale, the required documentation, and the timing for closing transactions. The text also covers provisions related to anti-dilution rights, pre-emptive rights, and the issuance of new securities by the company.

This section details various provisions related to securities issuance, employee stock option plans (ESOP), and exit mechanisms for investors. It outlines conditions for fresh offerings, the formation of an ESOP Plan involving the Key Shareholder, and stipulations regarding the vesting of stock options. Furthermore, it establishes rights for the Company and Key Shareholders concerning future investors, including provisions to ensure that no future investor receives more favorable rights than current investors. The text also covers various exit rights, such as Strategic Sales, Initial Public Offerings (IPOs), and Secondary Sales, along with drag-along rights and free transfers of investor securities.

This section outlines various conditions under which an 'Event of Default' may occur, including instances where the Company or Key Shareholder commits fraud, breaches covenants, engages in certain transactions, or fails to remedy such breaches within a specified timeframe. It details the consequences of such defaults, which grant the Investors certain rights, such as demanding buy-backs of securities or allowing the transfer of securities. Furthermore, the text discusses the survival of certain rights and obligations beyond the termination of the agreement and establishes procedures for management in case of cause or disability, including special deadlock resolution mechanisms.

This section primarily outlines the distribution of proceeds from the liquidation of the Company, detailing how funds are to be distributed among various parties. It also details dispute resolution mechanisms, including mandatory mediation and arbitration procedures, and lists numerous events that require prior approval, such as changes to the business plan, financial accounts, capital structure, and transactions with related parties. Furthermore, it specifies various triggers for litigation or other actions, including changes to contracts, business lines, and the appointment of auditors.

This section details the process for inspecting material contracts and documents that the Company has entered into, which were attached to the Draft Red Herring Prospectus and will be filed with the Registrar of Companies (RoC). It specifies the timeframe during which these documents were available for inspection at the Registered and Corporate Office, except for agreements executed after the Bid/Offer Closing Date. Furthermore, it grants the Company the right to amend or modify these contracts if required by the interests of the Company or by other parties, subject to compliance with the Companies Act and other applicable laws. The section lists various material contracts and documents, including Offer Agreements, Registrar Agreements, various agreements with Selling Shareholders and Underwriters, and foundational corporate documents such as the Memorandum and Articles of Association and various Partnership Deeds.

This section primarily details various resolutions, consents, and agreements related to the drafting and filing of the Draft Red Herring Prospectus, as well as various expert reports and certifications required for the prospectus. It includes resolutions from the Board of Directors and Shareholders concerning the offer, the prospectus filing, and subsequent approvals. Furthermore, it lists numerous consent letters from various entities, including Chartered Accountants, Architects, and Company Secretaries, to include their names as experts or to certify financial and operational information. It also references various investment agreements and reports related to the company's operations and financial standing.

This section primarily contains declarations certifying compliance with various laws and regulations, including the Companies Act, 2013, and rules/guidelines issued by the Government of India and SEBI. The declarations are signed by different directors of the company, affirming that the prospectus statements are true and correct and comply with the relevant legal frameworks.

The provided section primarily consists of various declarations and certifications by directors and the Chief Financial Officer regarding compliance with various laws and regulations. These declarations affirm that the statements made in the Prospectus comply with the provisions of the Companies Act, 2013, SEBI regulations, and other relevant rules. Furthermore, there are confirmations from selling shareholders regarding the truthfulness of statements made about themselves and the equity shares being offered.

This section contains a declaration by a Selling Shareholder confirming the truth and correctness of statements, disclosures, and undertakings made in the Prospectus regarding the company and the equity shares being offered. It also includes a signature block from the India Business Excellence Fund-IIA.

This section details various related party transactions categorized by the financial year ended March 31, 2026, 2025, and 2024, as per Ind AS 24 and SEBI ICDR Regulations. The disclosed transactions include purchases of materials from M.J. Coaters Private Limited Enterprises, services received from GWS Engineers & Fabricators Private Limited Enterprises, and various remuneration, loan, and equity transactions involving promoter groups and key management personnel. Furthermore, there are disclosures related to the sale and purchase of property, as well as transactions with Glass Wall Systems (India) Limited.

The company has six directors on its Board, consisting of two Executive Directors, one Non-Executive Director, and three Non-Executive Independent Directors, including two women Non-Executive Independent Directors. The Board composition is in compliance with SEBI Listing Regulations and the Companies Act, 2013. The key personnel include Jawahar Hariram Hemrajani as Chairman and Whole-Time Director, and Eshan Jawahar Hemrajani as Managing Director and Chief Executive Officer. Various terms of appointment and remuneration details for the Executive Directors are outlined.

The section details the sitting fees and commission entitlements for the Non-Executive Directors, which are set at ₹75,000 per Board meeting or committee. The company has not entered into contracts for appointing or fixing the remuneration of any Director, Whole-time Director, or manager in the preceding two years. Remuneration for Fiscal 2026 is disclosed for Executive Directors, and sitting fees for Non-Executive Directors are also provided. Furthermore, details on remuneration paid by subsidiaries and the absence of contingent or deferred compensation are mentioned. The section also outlines that the Directors do not have any interest in the promotion of the company or in any land, property, or transactions involving the acquisition of land, construction, building, or machinery.

The section details various functions and responsibilities assigned to different committees within the company, including the Audit Committee, the Nomination and Remuneration Committee, and the Stakeholders’ Relationship Committee. These committees are tasked with reviewing financial performance, internal controls, director qualifications, remuneration policies, and handling shareholder grievances. Specific duties include reviewing financial condition, internal audit reports, evaluating director skills, determining compensation packages, and addressing issues related to share transfers and dividend payments.

The document outlines various committees established by the Board, including the Stakeholders’ Relationship Committee and the Risk Management Committee, detailing their respective scopes and functions. The Corporate Social Responsibility Committee is tasked with formulating policies, identifying partners, and recommending expenditure for CSR activities. The Risk Management Committee is responsible for developing risk management policies, ensuring risk monitoring, and reviewing risk-reward performance. Key managerial personnel, including the CFO and Company Secretary, are detailed with their roles and professional backgrounds.

The section details relationships between Key Managerial Personnel (KMP), Senior Management, and Directors, stating that none of them are related to each other or the Directors of the Company, except as specified elsewhere. Furthermore, it confirms that no arrangements or understandings exist with major shareholders, customers, or suppliers. The text also covers changes in KMP and Senior Management over the last three years, listing several appointments and resignations for various roles. It clarifies that all KMP and Senior Management are permanent employees, and details regarding service contracts, benefits, and shareholding are provided.

The company's promoters are Jawahar Hariram Hemrajani and Eshan Jawahar Hemrajani, collectively holding 49.68% of the pre-Offer equity shares. Jawahar Hariram Hemrajani is a promoter, Chairman, and Whole-Time Director, holding 36.05% of the issued equity, and he received equity shares from Vistra ITCL (India) Limited. Eshan Jawahar Hemrajani is also a promoter and Managing Director, individually holding 7.89% of the issued equity, and jointly holding 5.74% with Dikshita Eshan Hemrajani. The promoters are not involved in other ventures, and there are no disclosed adverse regulatory actions or litigation against them. The company's dividend policy is subject to the Board's discretion and future earnings.