Amtech Esters Limited

This section provides an overview of the global economic and financial landscape, detailing projections for global growth, inflation, and the impact of geopolitical events like the war in the Middle East. It discusses how global activity is shaped by opposing forces, such as the negative supply shock from the conflict and the positive momentum from the technology cycle, which is largely driven by AI advancements. The text also covers projections for commodity prices, monetary policy responses, and regional growth forecasts across various parts of the world. Furthermore, it provides an analysis of the global chemicals market, including its expected growth trajectory and key trends such as the shift towards sustainable and bio-based solutions.

The global market is facing overcapacity in basic and commodity chemicals, leading operators to shift towards specialty chemicals for higher margins. Supply chains are highly sensitive to geopolitical and policy shifts, with inventory volatility and rerouting of imports being common issues. Despite this, the semiconductor industry presents a significant growth opportunity due to AI expansion. Furthermore, the chemical industry is expected to face a challenging period in 2026 with persistent overcapacity, though companies are focusing on innovation and sustainability. India's economy shows strong growth, with resilient domestic demand and expanding manufacturing activity, supported by various government initiatives.

The Indian chemical industry is a vital part of the nation's manufacturing ecosystem, supplying inputs to key sectors like agriculture, pharmaceuticals, textiles, automobiles, and construction. India holds a significant position globally, ranking as the sixth-largest chemical producer and the third largest in Asia, while also being the third-largest consumer of polymers and the third-largest producer of agrochemicals. The market is highly diversified, encompassing over 80,000 commercial products, and its market size is projected to grow substantially. The sector benefits from robust foreign investment, and the government is implementing supportive policies, such as establishing Chemical Parks and funding for Carbon Capture technologies, to boost manufacturing.

The company is engaged in the B2B business of manufacturing Unsaturated Polyester Resins (UPRs) and trading in complementary products such as fiber resin, hardeners, and silicons. They offer an integrated sourcing solution by providing these complementary products alongside their manufactured UPRs to serve various stages of the resin and FRP value chain. Furthermore, the company has a wholly owned subsidiary, Croda Pigments Private Limited (CPPL), which manufactures pigments used as colorants and additives in various products. The company maintains a commitment to quality through a Research & Development and Quality Control department, validated by ISO 9001:2015 certification.

The company details several aspects of its operations, including quality assurance, environmental and safety considerations, distribution logistics, and documentation practices. The manufacturing process involves several steps, starting from raw material preparation and mixing, through grinding and quality testing, before final packaging and distribution. The company operates a trading vertical that provides various ancillary products, such as hardeners and silicone-based products, which support the main manufacturing vertical's production of Unsaturated Polyester Resins (UPRs). The company has established manufacturing facilities in Bahadurgarh, Haryana, with installed capacities for UPRs and Pigments, and is planning to open another UPR unit in Asoda, Haryana.

The company has a diversified product portfolio spanning the manufacturing of Unsaturated Polyester Resins (UPRs) and the trading of complementary products such as fiber resin, hardeners, ancillary materials, and silicone-based products. The manufacturing vertical produces various grades of polyester resins used in diverse sectors including apparel, automotive, electrical switchgears, and waterproofing. The trading portfolio complements the manufacturing by offering materials essential for various lamination, sealing, and finishing applications. The company emphasizes quality assurance through ISO 9001:2015 certification and maintains a dedicated Research & Development and Quality Control department. The company also has a wholly owned subsidiary engaged in pigment manufacturing, which is vertically aligned with the group's operations.

The company employs a business-to-business (B2B) marketing strategy focused on direct customer engagement to provide customized product solutions. The company maintains an in-house sales and marketing team to manage customer acquisition, negotiations, and relationship building. The products serve a diverse range of industries, including paint and coating, electrical and electronics, composite materials, construction, automotive, adhesives, chemical manufacturing, marine, furniture, plastic, and aerospace sectors. The company has a significant workforce, and operational facilities require various power and water utilities, and insurance policies are in place against various risks.

This section primarily outlines various Indian laws and regulations relevant to the company's operations, covering aspects related to business conduct, labor, and taxation. It details several key acts such as the MSME Act, Hazardous Waste Rules, Factories Act, and various Intellectual Property laws like the Trademarks Act and Copyrights Act. Furthermore, it lists numerous labour laws and the consolidation of these laws into new codes, alongside provisions concerning taxation.

This section primarily details various Indian laws pertaining to taxation, environmental protection, foreign exchange, and general commercial and contract law. It outlines several key acts such as the Income Tax Act, the GST laws, Customs Acts, various environmental protection laws, and regulations concerning air and water pollution. Furthermore, it covers legislation related to foreign exchange management, foreign direct investment policies, foreign trade regulations, and fundamental laws governing company formation, insolvency, contracts, and property transfers.

The text discusses various regulatory aspects, including consumer dispute redressal forums and the rules governing e-commerce entities. It details local laws concerning shops and establishments in Delhi and Punjab, which impose obligations on businesses regarding working hours, wages, and premises maintenance. The company's history includes its incorporation and conversion to a public limited company, along with the acquisition of a subsidiary. Furthermore, the text outlines the main objects of the company, which include various business activities such as manufacturing, trading, and dealing in various chemical products. It also mentions the existence of a Research & Development and Quality Control department and ISO 9001:2015 certification to ensure quality standards.

This section of the DRHP refers the reader to another chapter for details regarding collaboration agreements.

Amtech Esters Limited was originally incorporated as a private company in 2002 and converted to a public limited company in 2023. The company operates in the manufacturing and trading of polyester resins, pigments, and related industrial chemicals. Its registered office was moved from Karol Bagh to Karampura, New Delhi in 2024. The company has one wholly-owned subsidiary, Croda Pigments Private Limited, which manufactures pigments and additives.

This section defines various terms used within the Prospectus. It specifies that 'Amtech Esters Limited' is a company incorporated under the Companies Act, 1956, and provides its Corporate Identification Number (CIN) and Registered Office address. It also defines terms related to the Board of Directors, Statutory Auditors, Key Management Personnel, and various legal and regulatory frameworks. Furthermore, it details terms concerning the issue process, such as different types of investors, the process for allotment, and the role of the Book Running Lead Manager.

The Draft Red Herring Prospectus was issued on May 30, 2026, and filed with BSE for obtaining In-Principle Approval in accordance with specific sections of the Companies Act, 2013 and SEBI (ICDR) Regulations. The document outlines various definitions related to investors, issue mechanics, and related entities. Key details include the structure of the issue, the role of various parties like the Registrar and Underwriter, and the payment mechanisms involved.

This section primarily details various technical and industry-related terms, conventions, and disclaimers regarding the presentation of financial data within the Prospectus. It outlines conventions for references to geographical areas, exchange rates, and the basis for financial data used. Furthermore, it includes forward-looking statements, cautioning investors that projections are estimates subject to risks and uncertainties, and directs them to specific chapters for further discussion on risks and business operations.

The company's authorized share capital is set forth, along with details on the issued, subscribed, and paid-up share capital. The prospectus outlines various allocations for different investor categories, including a reservation for a Market Maker portion and net issues to the public. Furthermore, the document details the history of changes to the authorized share capital and the history of paid-up equity share capital, including various issues such as cash subscriptions, further issues, right issues, and bonus issues.

The section details the shareholding of the company's promoters, including Ajit Singh Bawa, Meenakshi Sharma, and Gurpreet Kaur Bawa, as of the date of the Prospectus. The promoters collectively held 28.36%, 17.87%, and 3.46% of the pre-issue paid-up share capital, respectively. The text also provides a comprehensive breakdown of the shareholding pattern categorized into Promoters and Promoter Group, and Additional top 10 Shareholders.

The section details various aspects of the company's capital structure, including promoter acquisition costs, major shareholder breakdowns at different points in time, and provisions related to promoter contributions. It outlines different lists of shareholders holding 1.00% or more of the paid-up capital as of August 28, 2026, ten days prior to the prospectus, and one year prior to the prospectus date. Furthermore, it discusses restrictions on altering the capital structure and clarifies rules regarding promoter contributions, including lock-in periods for certain equity shares.

This section primarily discusses the transferability of equity shares, detailing conditions related to lock-in periods as stipulated by SEBI regulations. It outlines rules for transferring shares held by promoters and those held by other persons, including the requirement for the transferee to also abide by the remaining lock-in period. Furthermore, the text confirms that the company has not engaged in certain arrangements such as buy-backs or standby purchases for equity shares. It also specifies that no equity shares have been issued for consideration other than cash or through the revaluation of reserves since incorporation, except for specific allotment events.

The Offer involves a fresh issue of equity shares up to 23,84,000 shares with a face value of Rs. 10 each, aggregating up to Rs. 1,788 Lakhs. The estimated net proceeds after deducting issue-related expenses are Rs. 1,567.52 lakhs. The company intends to use these net proceeds for various objects, including investment in its wholly owned subsidiary, debt repayment, and funding for inorganic growth and general corporate purposes. The utilization of funds is subject to changes based on various factors and management estimates.

The proposed expansion aims to increase the installed capacity of the manufacturing unit from 382.2 MTPA to 973.2 MTPA. This expansion involves the purchase of plant and machinery and a Diesel Generator (DG) set, with the additional capacity to be funded from the IPO proceeds. The capital expenditure includes the purchase of fourteen Triple Roll Mills and one DG set. Furthermore, a significant amount of funds, ₹540.00 lakhs, is proposed to be utilized to meet the incremental working capital requirements of the wholly owned subsidiary.

The working capital requirement for the wholly owned subsidiary is proposed to be funded through a combination of internal accruals and proceeds from the Initial Public Offering (IPO). Specifically, IPO proceeds of ₹240.00 lakhs are planned for FY 2027 and ₹300.00 lakhs for FY 2028 to support the working capital needs. The balance of the working capital requirement will be covered by internal accruals and other available funds, including cash generated from business operations. Furthermore, a significant portion of the net proceeds is earmarked for various purposes, including general corporate purposes and funding inorganic growth through unidentified acquisitions.

The section details various fees and commissions related to the printing and distribution of the issue, including expenses incurred by the company. It outlines various charges payable to different parties such as auditors, market makers, and brokers for different investor categories. Furthermore, it discusses the deployment of funds, the intention to invest proceeds with scheduled commercial banks, and the monitoring of fund utilization by the Board and management.

The provided text details various financial measures, including GAAP and Non-GAAP measures, which are used to assess the company's financial performance. It lists several financial metrics such as Revenue from operations, Profit after tax, EBITDA, margins, net worth, and various ratios. The text also discusses the comparison of these KPIs with industry peers and mentions aspects related to the offer price calculation and the statement of possible tax benefits.

This section primarily deals with the consent to include a statement regarding tax benefits for the Company and its shareholders in the prospectus for a proposed public offer of equity shares. The statement includes several limitations, clarifying that the views expressed are based on the facts and assumptions provided, and no assurance is given regarding concurrence from revenue authorities or courts. Furthermore, the document clarifies that the enclosed annexure is for informational purposes only and should not be used for any other purpose without prior written consent. The section also details the status of special tax benefits available under the Income Tax Act for the Company and its shareholders.

This section primarily contains the auditor's examination and opinion on the restated consolidated financial statements of Amtech Esters Limited and its subsidiary, Croda Pigment Private Limited, for various financial years. The examination was conducted in connection with the proposed public issue of equity shares. The financial statements were prepared based on requirements from the Companies Act, ICDR Regulations, and the Guidance Note on Reports in Company Prospectuses. The management is responsible for the preparation of these statements, which include adjustments for changes in accounting policies and prior period amounts.

This section presents the consolidated financial statements for Amtech Esters Limited for the years ending March 31, 2026, March 31, 2025, and March 31, 2024, covering Equity and Liabilities and Assets. The balance sheet shows shareholder's funds, non-current and current liabilities, and total assets. The profit and loss statement details revenue, expenses, and net profit before tax, along with tax provisions. The cash flow statement details cash generated from operating, investing, and financing activities.

This section details various aspects of the company's financial position, including equity share capital structure, reserves and surplus, borrowings, and various liabilities. It shows trends in shareholding by promoters and details concerning property, plant, and equipment, inventories, and deferred tax assets and liabilities. The data spans across fiscal years from 2023 to 2026, providing a historical overview of these financial components.

This section details various financial statement line items, including trade receivables, short-term loans and advances, cash and cash equivalents, other current assets, revenue from operations, other incomes, cost of goods consumed, employee benefit costs, finance costs, other expenses, and provisions for taxation. It also includes disclosures regarding related party transactions, subsequent events, and compliance with various regulatory requirements.

This section details various reconciliations and financial ratios for the company across different fiscal years. It includes breakdowns of profit reconciliation, equity and reserve statements, capitalisation details, and performance ratios such as Current Ratio, Debt-Equity Ratio, and various turnover ratios. Furthermore, it provides details on employee benefits plans and economic assumptions related to the valuation of defined benefit obligations.

This section provides management's discussion and analysis of the financial condition and results of operations for Fiscal Years ended March 31, 2026, 2025, and 2024. It outlines the company's business overview, including its product portfolio and the operations of its wholly owned subsidiary, Croda Pigments Private Limited. The text also details significant developments subsequent to the last financial year, such as board resolutions related to fundraising and appointments of Chief Financial Officers. Finally, it presents key financial KPIs for the years 2026, 2025, and 2024, including metrics like revenue, EBITDA, profit margins, and various debt and liquidity ratios.

The financial statements section details changes in inventories, various components of profit and loss, and comparisons between fiscal years. Inventories increased significantly from FY2024 to FY2025, attributed to stocking up for higher business operations in FY2025. The revenue from operations showed an increase from FY2025 to FY2026, primarily driven by increased sales. Other income saw a modest increase due to profit on the sale of fixed assets, while other expenses were reported as a percentage of total income. Cost of goods sold also increased, but its proportion relative to revenue from operations improved in FY2026.

The financial performance showed several key changes between fiscal years. Employee benefit expenses increased by 16.93% from Fiscal 2025 to Fiscal 2026, primarily due to salary and wage increases related to the scale of operations. Finance costs decreased by 26.37% over the same period, supported by a reduction in total borrowings. Depreciation and amortization expenses saw a significant increase of 52.90%, reflecting additions to Property, Plant and Equipment. Revenue from operations grew substantially, and the PAT margin showed a slight improvement.

The financial statements section details various operational and financial metrics for the company across fiscal years, including changes in expenses, tax impacts, profitability margins, and cash flow movements. Other expenses showed a decrease in FY2025, though some components increased, and tax expenses rose significantly, correlating with higher profits. Profit after tax margins showed a slight moderation in FY2025 compared to FY2024, with profitability being supported by core operations. Cash flow data is provided for operating, investing, and financing activities across the three fiscal years, detailing cash movements and balances.

The company faces several risks related to its business operations, including high dependence on a single product category and manufacturing facilities located in Haryana, which exposes it to various operational disruptions. Furthermore, the business is manpower intensive, making it vulnerable to employee attrition and potential labor disputes or wage demands. There are also concerns regarding past non-compliances and discrepancies in secretarial/regulatory filings with the Registrar of Companies (ROC).

The company has experienced negative cash flows from investing and financing activities, primarily due to capital expenditure and debt repayment, although operating cash flows have been positive. There are risks related to cash credit facilities, where non-compliance could affect the business. Furthermore, there is a significant risk associated with trade receivables not being realized, which could impact working capital and liquidity. The manufacturing process involves hazardous chemicals, posing environmental and safety compliance risks. The company is also dependent on third-party suppliers for raw materials, and there is a risk of supply disruptions. Finally, a large portion of the revenue is concentrated in specific Indian states, exposing the company to regional operational risks.

The company faces risks due to a high concentration of revenue in a few states, making it vulnerable to economic slowdowns or changes in laws and regulations, especially within the logistics sector. There are concerns about the difficulty of expanding into new geographies due to unfamiliarity with local conditions, language barriers, and staffing challenges. Furthermore, there is a risk of competition from established local players who possess strong local relationships. The company also faces potential penalties from regulatory authorities for delays in paying statutory dues, and there is uncertainty regarding the ability to defend against such actions. Indebtedness is a concern, as the company cannot guarantee its ability to service existing and future borrowings. Finally, there is a risk associated with outstanding litigation against the company's director, and the accuracy of production and capacity utilization estimates for manufacturing units.

The company faces several risks related to related party transactions, including potential conflicts of interest with the Promoter Group, and risks associated with leased property, such as lease termination or rent escalation. There are concerns regarding the deployment of funds in the Wholly Owned Subsidiary, where performance issues could impact the company's finances. Furthermore, the company is exposed to risks from third-party transportation providers, potential product defects, and the inability to meet customer quality standards. Finally, there are concerns about the timely renewal of necessary government approvals and the potential for litigation arising from strategic acquisitions.

The company faces several risks related to its supply chain, including dependencies on third-party transportation providers, which exposes it to disruptions like strikes or delays. There is also a risk concerning the loss or damage of raw materials and finished products during transit. The company lacks long-term agreements with transporters, which limits its ability to pursue claims for damages. Furthermore, the company's information technology systems are vulnerable to various failures, including natural disasters and cyber-attacks, and there is no guarantee that future technological disruptions will be manageable. The business is capital-intensive, and securing additional financing is uncertain, with potential risks related to market conditions and regulatory changes. Employee misconduct is also a concern, as errors or fraud could negatively impact the company's reputation and financial standing. Finally, there are uncertainties regarding the accuracy of industry information and the timely listing of equity shares.

The prospectus outlines several risks related to the company's control and financial stability. Key risks include the promoters retaining majority shareholding, which may lead to conflicts of interest or delays in business decisions. The ability to pay future dividends is tied to future earnings and financial conditions, with no guarantee of dividend declaration. Furthermore, there are risks concerning the volatility of the equity share price and the potential for dilution from future equity issuances or sales by major shareholders. External risks encompass potential adverse changes in Indian tax laws, differences between Indian GAAP and international accounting standards, instability in financial markets, and various operational risks stemming from natural events or geopolitical issues.

The section states that as of the date of the Prospectus, there are no outstanding criminal proceedings, actions by statutory or regulatory authorities, or claims related to direct or indirect tax liabilities involving the Company, its Directors, Promoters, Wholly Owned Subsidiary, Key Managerial Personnel (KMP), Senior Management, or Senior Managerial Personnel (SMPs). It further clarifies that there are no outstanding civil litigations involving the Company, its Directors, Promoters, Key Managerial Personnel, Senior Management, Senior Managerial Personnel, Subsidiaries, or Group Companies. The section also details a Materiality Policy for outstanding litigation, which involves thresholds based on turnover, net worth, or profit/loss, and a threshold for material dues to creditors.

The section details several pending and past legal and tax matters. This includes a GST proposal for recovery of various taxes and interest/penalty, an income tax demand raised against a promoter, and a demand raised against a director. Furthermore, it outlines material dues owed by the company to creditors, which were assessed based on a materiality threshold, and confirms that no material adverse circumstances have arisen since the last financial statements. Finally, it lists various approvals obtained by the company, including corporate approvals, in-principle approval from the Stock Exchange, agreements with depository services, and various licenses and registrations from government authorities.

The section details various registrations and approvals held by the company and its subsidiary, Croda Pigments Private Limited, under different laws. This includes approvals related to employee benefits, factory operations, and various tax registrations for both entities. Specific approvals cover things like employee provident funds, state insurance, labour identification numbers, and factory licenses, including consents to operate and establish factories in Haryana.

This section details the status of various certifications and approvals related to the company's operations and subsidiaries. It lists details for Shops & Establishments Registration Certificates, including the name of the entity, the registration number, the applicable laws, the authority, and the dates of the certificate. Furthermore, it clarifies that the company does not have any pending licenses or approvals from Central or State Governments and other regulatory bodies. Finally, it mentions an application pending for a change of name to public limited in the Consent to Operate (CTO) of a factory and an NOC from the Fire Department.

The company has received in-principle approvals from BSE Limited for the listing of its Equity Shares. The document confirms that the company and its promoters have not been prohibited from accessing capital markets or debarred by any regulatory body. Furthermore, the company confirms compliance with the Companies (Significant Beneficial Owners) Rules, 2018, and eligibility criteria under SEBI (ICDR) Regulations for the issue. Various confirmations were provided regarding the company's operational history, financial performance, and compliance with various regulations concerning the issuance of securities.

The company confirms its compliance with all requirements under Chapter IX of SEBI (ICDR) Regulations 2018 and subsequent circulars and guidelines issued by SEBI and the Stock Exchange. A disclaimer clause clarifies that the submission of the prospectus does not imply clearance or approval by SEBI. The Lead Merchant Banker has certified that the disclosures are generally adequate and in conformity with the relevant regulations. Furthermore, the filing does not absolve the company from liabilities under the Companies Act, 2013 or the requirement to obtain necessary statutory clearances. Various disclaimers are present regarding the responsibility of the company, promoters, directors, and the Book Running Lead Manager.

This section details various procedural and regulatory aspects related to the issuance of equity shares, including investor grievance redressal mechanisms and the terms of the issue. It outlines the retention of records with the Registrar for a minimum of eight years and specifies channels for investors to contact the company regarding pre-issue or post-issue problems. Furthermore, it discusses various compensation mechanisms for investors, particularly concerning the UPI mechanism, and the company's commitment to resolving grievances within fifteen working days. The section also covers the legal framework governing the issue, including the use of ASBA facility and various SEBI circulars related to the process.

The section details various regulatory requirements concerning the allotment and trading of equity shares, primarily focusing on the use of dematerialized form and agreements with Depositories. It specifies minimum contract sizes for trading and allotment, minimum numbers of allottees required for the issue, and jurisdiction limitations. Furthermore, it outlines procedures for handling nominations, restrictions on the transfer and transmission of shares, and conditions related to the migration of the company from the SME Exchange to the Main Board.

The section details various eligibility criteria for migration, including requirements for paid-up capital, market capitalization, market liquidity, operating profit (EBIDTA), net worth, and net tangible assets over preceding years. It also outlines requirements for promoter holding and lock-in periods for promoter shares. Furthermore, the text discusses various regulatory compliance requirements, such as the absence of SEBI debarment orders, non-willful defaulter status, and adherence to LODR Regulations. It also covers track records in terms of listing and business consistency, as well as requirements regarding pending defaults, audit qualifications, and surveillance measures.

This section details the procedures for the Book Building Process, outlining the allocation of the Net Issue across various investor categories, including Qualified Institutional Buyers (QIBs), Anchor Investors, and various segments for Individual and Non-Institutional Investors. It specifies rules regarding the allocation of shares, including provisions for domestic Mutual Funds and life insurance companies, with certain allocations being subject to future amendments under new regulations. Furthermore, the text discusses the mandatory use of dematerialized forms for equity share allotment and the various channels through which applications must be submitted.

This section details various eligibility criteria for investors to participate in the issue, including Indian nationals, HUFs, corporate bodies, mutual funds, FIIs, and various financial institutions. It outlines specific requirements for applications from different categories, such as needing to lodge SEBI registration certificates for mutual funds, and specifies investment limits for different types of entities like insurance companies and banking companies. Furthermore, it discusses rules regarding the investment limits for insurance companies based on their assets and the investment limits for banking companies concerning share capital and reserves.

This section details various procedural requirements and rules concerning applications, bids, and allotment processes for the issue. It outlines specific requirements for applications from provident and pension funds, various investor types like Anchor Investors and QIBs, and the handling of bid submissions. Furthermore, it specifies rules regarding the documentation required for different investor categories and the flow of events from the closure of the bidding period through to the final allotment, including procedures for oversubscription and proportionate allotment.

This section details various instructions and requirements for investors applying for bids, focusing heavily on the process for electronic bidding, fund blocking, and documentation compliance. It outlines rules regarding minimum application sizes, the proper use of Designated Intermediaries, and strict requirements for submitting application forms, including the necessity of correct bank details and signatures. Furthermore, it specifies conditions under which applications may be rejected, such as using incorrect identification numbers or failing to block the required funds.

This section details various procedural requirements, payment mechanisms, and regulatory compliance aspects related to the issuance process. It outlines rules concerning bid eligibility, the use of different payment instruments, and the process for handling application monies, including the use of Application Supported by Blocked Amount (ASBA). Furthermore, it specifies requirements for filing prospectuses, making public announcements, and the procedures for allotment advice and the issuance of securities certificates to investors.

This section primarily addresses procedures related to refunds, interest payments, and investor grievances concerning the allotment process. It outlines conditions under which refunds will be credited and details the interest payable if allotment is delayed. Furthermore, the company undertakes several commitments regarding the issue process, including public notices for non-proceeding, filing fresh offer documents, and ensuring timely commencement of trading. The section also covers various aspects of the Application Supported by Blocked Amount (ASBA) process, including the role of Self Certified Syndicate Banks (SCSBs) and the handling of blocked funds.

This section details the structure and procedures for an Initial Public Offering (IPO) made under Regulation 229(1) of Chapter IX of SEBI ICDR Regulations, which limits the post-issue paid-up capital. The issue involves offering equity shares to the public and proposing a listing on the SME Exchange of BSE Limited. It outlines various aspects concerning market maker reservations, different investor categories, and the process for allotment, including specific rules for various investor types and the handling of undersubscription.

This section primarily details various provisions related to the withdrawal of an issue, the jurisdiction for the issue, and the timing for applications during the issue period. It specifies procedures for withdrawing an issue, including public notice requirements and instructions to unblock ASBA accounts. Furthermore, it outlines conditions under which a company can proceed with a public offering after the issue closing date, including the requirement to file a fresh DRHP. The text also covers various aspects of the company's Articles of Association, including the application of certain regulations, definitions, and powers concerning the increase of capital, the issuance of various securities, and the modification of rights attached to different classes of shares.

This section details various provisions concerning the allotment, transfer, and payment obligations related to the company's shares. It outlines the Directors' powers regarding the issuance of shares, including preferential offers, and the conditions under which shares can be issued against consideration such as property, goods, or services rendered. The text also covers the procedures for members to pay calls, the Board's authority to make such calls, and the consequences of non-payment, including the ability to enforce forfeiture of shares. Furthermore, it establishes the company's lien over shares and debentures and the procedures for enforcing this lien through the sale of such securities.

This section primarily outlines the procedures and consequences related to the forfeiture of shares, the transfer and transmission of shares, and the recognition of legal representatives or nominees. It details the conditions under which shares can be forfeited, the rights of the former member regarding outstanding payments, and the subsequent disposition of the forfeited shares. Furthermore, the text covers various aspects of transferring shares, including requirements for instruments of transfer, the company's power to refuse registration of transfers, and the recognition of successors or nominees for the shares.

This section primarily details various provisions related to the rights and liabilities of joint holders of shares, the issuance of share warrants, the conversion between shares and stock, and the powers concerning borrowing and securities. It outlines rules for handling payments, transferability of shares, and the procedures for conducting general meetings, including the role of the Chairman and the voting rights of members. Furthermore, it covers provisions regarding the security of borrowed money and the control over various financial instruments.

This section details various procedural and substantive powers granted to the Board of Directors under the company's articles, covering aspects such as voting procedures, director appointments, and the scope of the Board's authority. It outlines rules regarding director qualifications, the appointment of nominee directors, alternate directors, and additional directors. Furthermore, it specifies the Board's powers concerning property acquisition, contracts, insurance, banking, and the handling of company funds, including provisions for dealing with bankruptcy and insolvency.

This section details various powers and provisions related to the Company's operations, including the authority to enter into contracts, make rules for officers and employees, and apply for various governmental approvals. It also outlines powers concerning the handling of company property, the management of directors, and the declaration and distribution of dividends. Furthermore, it covers provisions related to the treatment of dividends, the transfer of shares, and the capitalization of profits for various purposes.

This section details various provisions related to the Board's powers concerning resolutions, the inspection of company minutes and accounts by members, and the procedures for serving documents and notices. It also outlines material contracts and documents that have been entered into or are planned for entry, which must be inspected by members. Furthermore, the section lists numerous material documents, including various resolutions, reports from auditors and legal advisors, and due diligence certificates submitted to SEBI.

This section primarily consists of multiple declarations from various directors and officers certifying compliance with relevant laws and regulations. The declarations affirm that all provisions of the Companies Act, 2013, and guidelines issued by the Government of India or the Securities and Exchange Board of India have been complied with. Furthermore, they certify that no statement in the Prospectus contradicts these laws or rules. The declarations are signed by the Managing Director, a Non-Executive Director, an Independent Director, and the Chief Financial Officer, all on the same date.

The declaration confirms that all relevant provisions of the Companies Act, 2013 and guidelines/regulations issued by the Government of India or the Securities and Exchange Board of India have been complied with. Furthermore, it is certified that no statement in the Prospectus contradicts the provisions of the Companies Act, 2013, the Securities and Exchange Board of India Act, 1992, or related rules and regulations. The declaration also asserts that all statements made in the Prospectus are true and correct.

The company's Board consists of four Directors, including one Executive Director (Managing Director) and three Non-Executive Directors, two of whom are Non-Executive Independent Directors. The Board structure is defined by the Articles of Association, requiring between three and fifteen Directors. Key personnel details include the appointment dates, qualifications, and experience of the Managing Director, Non-Executive Directors, and Independent Directors. Furthermore, the document confirms that none of the Directors have been involved in certain regulatory or litigation issues, and clarifies the family relationship between the Managing Director and one of the Non-Executive Directors.

The document outlines various provisions regarding the interests of the Directors, including considerations related to fees, remuneration, loans, and equity shares. It specifies that directors may be deemed interested in contracts or agreements entered into by the company with themselves or related entities. Furthermore, it details restrictions on directors' interests in the promotion of the company and in property acquisitions. The text also details the composition and functions of various Board committees, such as the Audit Committee and the Nomination and Remuneration Committee, in compliance with relevant laws and regulations.

The company approved the constitution of a Stakeholders Relationship Committee, which includes Gurpreet Kaur Bawa as the Non-Executive Director Chairperson, Ajit Singh Bawa as the Managing Director Member, and Paras Suri as the Non-Executive Independent Director Member. An Initial Public Offer Committee was also formed, comprising Ajit Singh Bawa as Chairman, Gurpreet Kaur Bawa as a Member, and Paras Suri as a Member. Various terms of reference were detailed for both committees, covering aspects like grievance resolution and the process for issuing equity shares in an IPO. Key managerial personnel details, including the Managing Director, Company Secretary and Compliance Officer, and Chief Financial Officer, were listed along with their appointment dates and experience. Furthermore, disclosures were made regarding family relationships, bonus/profit-sharing plans, and any outstanding loans against the key managerial personnel.

The company states that, apart from salaries, perquisites, and business-related transactions detailed in other parts of the prospectus, no benefits have been paid to the officers within the last two years, nor do they intend to pay such benefits to any officer as of the date of the prospectus. Furthermore, the company clarifies that officers are not entitled to any benefits upon the termination of their employment with the company, except for statutory benefits upon termination or superannuation.

The company has three listed promoters: Ajit Singh Bawa, Meenakshi Sharma, and Gurpreet Kaur Bawa, with their respective shareholding percentages disclosed. Ajit Singh Bawa is the Managing Director and has 24 years of experience in the polyester resin manufacturing industry, having a pre-offer shareholding of 28.36%. Meenakshi Sharma is a promoter and serves as a Director of the Wholly Owned Subsidiary, Croda Pigments Private Limited, holding 17.87% of the pre-issue paid-up share capital. Gurpreet Kaur Bawa is a Non-Executive Director with 15 years of experience in the Polyester Resin Industry and holds 3.46% of the pre-issue paid-up share capital. The document confirms that the promoters have not been identified as willful defaulters and have not violated securities laws.

The promoter group includes natural persons and entities formed by companies, partnerships, and proprietorship firms. Specifically, Bawa Resins Private Limited has a business similar to the company, leading to a non-compete agreement. The promoter group entities confirm they have not been subject to any SEBI orders or regulatory actions, and no entities in the group have been listed or involved in recent public issues. The company has one wholly-owned subsidiary, Croda Pigments Private Limited (CPPL), which was acquired by Amtech Esters Limited.

The provided section discusses the definition of 'Group Companies' as per SEBI ICDR Regulations, stating that the company currently has no active Group Companies. It also addresses the policy regarding dividend payments, clarifying that the company does not have a formal dividend policy. Any dividend declaration requires a recommendation by the Board of Directors based on various financial factors and approval by the Equity Shareholders. Dividends are payable within 30 days of approval by the Equity Shareholders at the Annual General Meeting, and only Equity Shareholders listed in the register as of the record date are entitled to receive the declared dividend.

The document states that the company does not have a formal dividend policy, with dividends being recommended by the Board of Directors based on various financial factors and approved by equity shareholders at their discretion. The company has not declared any dividends in any Financial Year, and dividends are payable within 30 days of shareholder approval.