SJP Ultrasonics Limited

This section outlines the global and Indian macroeconomic outlook, noting that global growth is projected to settle around 3.2% in 2027 despite recent fluctuations. It highlights that India's economic growth for 2025 was revised upward to 7.6%, driven by strong Q2 and Q3 performance, while the services sector remains the largest contributor to Gross Value Added (GVA). The document also details the industrial sector's contribution to GVA, which increased marginally to 29.5% in FY 2026, and describes the industrial automation landscape in India, where it has become the 6th largest installer of industrial robots globally.

This section outlines the core components of industrial automation in India, including assembly line automation, welding automation, and robotics. It highlights the significant market growth in India, projected to reach USD 19.4 billion by FY 2026, driven by initiatives like Make in India and the push for Industry 4.0. The document details specific application landscapes across major sectors, including automotive, pharmaceuticals, power and energy, and food & beverage industries, demonstrating how automation enhances efficiency, safety, and compliance in each sector.

This section outlines the transformative role of automation in India's food and beverage industry, highlighting how technologies like robotic systems and AI are enhancing quality, safety, and efficiency. It notes that while core sectors such as automotive and electronics have long adopted automation, emerging sectors like FMCG and textiles are accelerating adoption to maintain competitiveness. The text also details the expected robust growth of the industrial automation solutions industry, projected to reach USD 29.43 billion by FY 2029, driven by digital transformation and government initiatives like SAMARTH Udyog Bharat 4.0 and PLI schemes.

This section details various plastic welding techniques used in Indian manufacturing, including ultrasonic, vibration, hot plate, and other methods. It explains how these techniques enable complex assembly designs with tight tolerances, particularly in compact electronics and integrated sub-assemblies. The text highlights that ultrasonic welding is ideal for small to medium-sized components in industries like electronics and automotive, while vibration welding is preferred for larger, complex parts in the automotive sector. Hot plate welding is noted for its strong, hermetically sealed joints suitable for mass production, though it has longer cycle times compared to high-speed methods.

This section outlines various plastic welding techniques including spin welding, infrared, and laser welding, highlighting their mechanisms, advantages, and specific applications. Spin welding is used for circular parts like filters and toys, while infrared welding offers precision and automation suitable for automotive and medical devices. Laser welding is described as a high-precision fusion process ideal for joining metals and thermoplastics in sectors such as EVs, electronics, and aerospace.

The document describes laser welding as a critical technology for manufacturing medical devices, aerospace components, and battery systems, emphasizing its ability to ensure biocompatibility, structural integrity, and precise assembly. It further details the application of plastic welding in the automotive, electronics, FMCG, and furniture sectors, highlighting drivers such as EV adoption, PLI schemes, and e-commerce growth. The text concludes by listing key industries including Medical Devices, Furniture & Fixtures, and Automobile.

The document outlines the competitive landscape of plastic welding and industrial automation in India, highlighting a shift toward Industry 4.0 solutions, laser welding, and specialized ultrasonic technologies. Key players such as Titan Engineering & Automation Ltd, Unique Circle Automation Pvt Ltd, Rinco Ultrasonics, and Roop Ultrasonix are described as subsidiaries of major groups or joint ventures with extensive capabilities in manufacturing, automation, and inspection fixtures. These firms serve diverse sectors including automotive, aerospace, medical devices, and consumer goods, leveraging in-house facilities and global partnerships to deliver turnkey solutions.

SJP Ultrasonics Limited is a private company incorporated in 2012 that specializes in end-to-end plastic joining and automation solutions, primarily targeting the automotive industry. The company operates across three main segments: plastic joining solutions, industrial automation, and laser technology. Key products include ultrasonic welding machines, vibration welding machines, and hot plate welding equipment, which are manufactured and supplied to customers globally. The company's manufacturing facilities are located in Vasai East, Maharashtra, with additional offices in Gurgaon, Chennai, and Pune. It serves diverse industries including automotive, medical, electronics, and defense sectors, offering a comprehensive one-stop shop service from feasibility studies to machine installation.

The document describes the company's manufacturing capabilities in ultrasonic, vibration, hot plate, spin, and heat staking technologies for plastic joining solutions. Key facilities include Taiwan for heavy rigid structures, Switzerland for ultrasonic machines, and China for various plastic tools. The company offers a comprehensive 'one-stop solution' that guides customers through design, material selection, and welding trials to ensure optimal weld quality.

The issuer develops and manufactures a wide range of industrial automation systems, including servo-controlled heat staking machines, robotics, pick and place, rotary, conveyor, and assembly line automation. Their services span diverse industries such as automotive, medical, pharmaceutical, FMCG, and electronics. The company also provides laser technology solutions for marking, welding, and cutting across various materials and sectors.

The document outlines the company's business scope across three main segments: Laser Cutting Machines, Plastic Welding Solutions, and Industrial Automation. It details the end-to-end process for each segment, starting with client inquiries and RFQs, followed by design studies, cost submissions, and commercial proposals. The manufacturing process involves receiving orders, generating unique order numbers, conducting Design Approval Process (DAP) meetings, and executing detailed designs on VMC machines. Key steps include trial runs, quality verification, final touchup/coating, and installation with commissioning and training at the client's location.

The issuer highlights its long-standing relationships with raw material and equipment suppliers, which ensure consistent supply, quality inputs, and operational efficiency. It also details its strong customer base, noting significant revenue contributions from top ten and top five customers across fiscal years 2024, 2025, and 2026.

The issuer plans to expand its business globally by exporting products and services to the United States, Europe, Africa, and the Middle East, aiming to increase market share through sub-geographic penetration and diversification. The company currently operates manufacturing facilities in Palghar, India, and intends to establish local offices in states like Gurgaon, Chennai, Vasai, and Pune to enhance customer reach and profitability. Revenue data indicates that domestic revenue constitutes the vast majority of earnings, with international revenue growing significantly in the fiscal year ending March 31, 2025.

The issuer operates in the Industry Automation and Plastic Joining Solutions sector, leveraging its marketing expertise and promoter network to expand its customer base. Financially, the company manages working capital through relationships with Saraswat Co-Operative Bank Limited and utilizes unsecured loans from promoters. Manufacturing is conducted at a facility in Chhattisgarh, utilizing imported raw materials such as aluminium, titanium, and mild steel, alongside local distributors for pneumatic accessories, sensors, and electrical accessories. The production process is supported by a diverse team of 32 employees across departments including CNC operators, programmers, designers, and maintenance staff.

The issuer is a private limited company with 84 employees operating in the software and IT services sector. Their headquarters are located in Vasai East, Palghar, Maharashtra, India, where they utilize a manufacturing facility to support their operations. The company currently has no intellectual property rights, trademarks, or brand names registered under its name. Production capacity is currently at 89% of its installed capacity, with actual production levels rising from 579 to 649 units over the last three fiscal years.

The Oriental Insurance Company Limited is a private limited company engaged in the business of insurance, plant & machinery, stock, furniture, and fixtures. The company operates through a marketing and sales network comprising 14 personnel to serve clients across multiple industries and geographies. It engages third-party transport providers for moving raw materials and finished products over long distances. The company leases and licenses land and property, including registered offices and factory units, to support its operations.

The company is headquartered in Chennai, India, and operates within the financial services sector. It provides investment banking, capital markets, and wealth management services. The issuer has no manufacturing operations but relies on its subsidiaries and joint ventures to deliver its services across India.

The document outlines key industrial regulations in India, including the Factories Act, 1948, which regulates labor safety and welfare in workplaces with specific worker thresholds. It also details the Electricity Act, 2003, which governs power generation, transmission, and distribution, while mandating meter usage and setting limits on electricity rates in industrial zones. Additionally, the National Policy on Electronics, 2019, aims to position India as a global hub for electronics system design and manufacturing by fostering core component capabilities. Finally, the Information Technology Act, 2000, establishes liability for negligent security practices regarding sensitive personal data and provides legal protections for intermediaries.

This section outlines the legal framework governing foreign trade and employment in India, including the Foreign Trade Act, 1992, and Foreign Exchange Management Act, 1999. It details the regulatory limits on foreign direct investment (FDI) and portfolio investment (FPI) held by individuals and institutional investors, which are subject to sectoral caps and special approval for border countries. The text also describes the Indian employment laws, specifically the Code on Wages, 2019, and the Occupational Safety, Health and Working Conditions Code, 2020, which supersede previous acts. Additionally, it mentions the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013, which mandates an Internal Complaints Committee for workplace harassment redressal.

SJP Ultrasonics Private Limited was incorporated on January 27, 2012, and converted into SJP Ultrasonics Limited on October 25, 2023, following a resolution passed on September 25, 2023. The company's registered office was relocated from Vasai to Thane in July 2019. The Memorandum of Association was amended multiple times between 2015 and 2025 to increase authorized share capital from ₹5,0 to ₹16,0. The company has no holding company, subsidiaries, or joint ventures as of the date of this prospectus.

SJP Ultrasonics Limited is a company incorporated under the Companies Act, 1956, with its registered office located at Gala No. 1 and Gala No. 2, Shiv Shankar Industrial Complex 2, Bhutpada, Building No.5, Opp. Golden Chariot Hotel, Highway, Vasai East, Palghar - 401 208, Maharashtra, India. The company's CIN is U29253MH2012PLC226489, and its Managing Director is Jignesh Pravinchandra Parekh. This document details a fresh issue of 35,0 Equity Shares of Face Value of Rs. 10/- each at Rs. 67/- per share, aggregating to ₹ 2,345.00 Lakhs, alongside an offer for sale of these shares to the public.

This section defines the key terms used in the Draft Red Herring Prospectus, including the allotment process for equity shares, the role of the designated stock exchange (BSE SME), and the specific intermediaries involved. It identifies ICICI Bank Limited as the Banker to the Issue and names Aftertrade Broking Private Limited as the Market Maker responsible for the three-year market making period. The document also specifies the eligible investor categories, including NRIs and QFIs, and outlines the requirements for dematerialized accounts held with SEBI-registered depository participants.

This section defines the issuer as NPCI, a Reserve Bank of India initiative, and outlines the terms for a public issue dated September 24, 2026, issued via the SME Platform of BSE Limited under SEBI regulations. It specifies that the issue is a fresh issue and offers a public issue account for ASBA investors, with refunds processed through various electronic transfer methods. The document identifies the Registrar to the Issue as Maashitla Securities Private Limited and lists the types of eligible investors, including Non-Resident Individuals, Qualified Institutional Buyers, and other corporate entities.

This section outlines the regulatory approvals and definitions governing the company's offer, including SEBI circulars dated March 16, 2021, and June 2, 2021, as well as UPI mandates and mechanisms. It specifies that the underwriter for the issue is Khandwala Securities Limited and defines key terms such as 'Underwriting Agreement' and 'Working Days' relevant to the issue period. The document also includes abbreviations for financial and regulatory terms like 'CIN', 'CFO', and 'CAGR' to ensure clarity throughout the prospectus.

This section establishes the issuer as SJP Ultrasonics Limited, a company incorporated in India with financial data presented in Rupees. It specifies that the financial year runs from April 1 to March 31, with the latest restated financial statements covering the years ended March 31, 2026, 2025, and 2024. The document clarifies that all references to the United States are to the United States of America and that discrepancies in tables are due to rounding-off.

This section defines forward-looking statements as predictions that may differ from actual results due to risks such as economic conditions, competition, and government policies. It explicitly states that the issuer's forward-looking statements are based on management's beliefs and assumptions which could prove inaccurate. The document notes that no obligation exists to update these statements if underlying assumptions do not come to fruition.

The document outlines a fresh issue of 35,0 equity shares with a face value of ₹10 each, priced at ₹67 per share with a total aggregate value of ₹2,345.00 Lakhs. A portion of ₹1,76,000 shares is reserved for market makers, while the remaining ₹2,227.08 Lakhs is allocated to the public. The allocation to the public is further divided between individual investors and other investors, with specific rules regarding minimum application sizes and unsubscribed portions. The issue was authorized by the Board of Directors and shareholders, and the final number of shares and price were approved by the Lead Manager.

This section details the cash flow statements for SJP Ultrasonics Limited as of March 31, 2026, 2025, and 2024. The company generated ₹9.45 Crore from operating activities, which was reduced by direct taxes paid to arrive at a cash flow before extraordinary items of ₹26.99 Crore. Investing activities resulted in a net cash outflow of ₹3.36 Crore due to fixed asset purchases and a decrease in long-term loans. Financing activities showed a net inflow of ₹24.82 Crore driven by increased short-term borrowing and proceeds from share capital.

This section outlines the contingent liabilities of the company, including tax claims and capital commitments, while detailing related party transactions involving key management personnel and directors. The document lists specific amounts for remuneration, loans, and expenses paid to entities such as Jignesh Pravinchandra Parekh and Rupal Jignesh Parekh. It also includes outstanding balances and receivables related to loans and advances received from related parties like SJP Ultrasonics Advance Technologies.

SJP Ultrasonics Limited was incorporated as a private limited company in 2012 and converted into a public limited company in 2023, with the registered office located in Vasai East, Maharashtra. The company is registered with the Registrar of Companies at Mumbai II and is currently without a physical corporate office. The Board of Directors includes Jignesh Parekh as Chairman and Managing Director, along with three other independent directors. The Chief Financial Officer is Chirag Natvarlal Barot, while the Company Secretary and Compliance Officer is Jamshed Kokab Khan.

This section outlines the key entities involved in the IPO process, including the bank acting as the banker to the company, the lead manager responsible for coordination, and the designated intermediaries such as the registrar and share transfer agent. It also specifies that the issue is being underwritten 100% by the underwriter, with no requirement for an IPO grading agency or credit rating due to its equity share nature. The document further clarifies that the company will not place any equity shares until its shares are listed on the stock exchange.

This section outlines the underwriting details for a fixed-price public issue of 35,0 equity shares valued at ₹2,345 lakh, with Khandwala Securities Limited acting as the sole underwriter. The issue is conducted under the Fixed Price Process, where 50% of the allocation goes to individual investors applying for the minimum application size, and the remainder is distributed to other investors. Allocation to individual investors applying for the minimum size is subject to a minimum lot requirement, while the remaining shares are allotted proportionally. The process complies with SEBI (ICDR) Regulations, and applications must be submitted to designated intermediaries, brokers, or registrars.

This section outlines the rejection criteria for applications where DP ID, Client ID, or PAN do not match depository records, confirms that equity shares will be allotted only in dematerialized form, and details the issue procedure including specific cut-off times for uploading applications on the electronic system. It further explains that applications not uploaded electronically will be rejected and clarifies that the Lead Manager reserves the right to withdraw the issue before the Board meeting for allotment.

Aftertrade Broking Private Limited has entered into a three-year compulsory market making agreement with BSE Limited to ensure market liquidity for 1,76,000 equity shares. The arrangement mandates a 2-way quote for 75% of the trading day with a minimum quote depth of ₹1,0. The Lead Manager and Market Maker are responsible for executing orders at quoted prices, while the Market Maker must maintain at least 25% of the issue size to continue providing quotes. The agreement allows for the termination of the arrangement by the Lead Manager with one month's notice, subject to mutual agreement.

The document outlines the Lead Manager's responsibility to arrange a replacement Market Maker during the notice period to comply with SEBI regulations. It specifies that the Company and Lead Manager can appoint additional Market Makers or replacements, provided the total number of Designated Market Makers does not exceed five. The SME Platform of BSE Limited is required to maintain various risk containment measures including Mark-to-Market and Value-At-Risk margins. The document details punitive actions, such as monetary fines and suspension, for Market Makers failing to provide liquidity or maintain market presence for at least 75% of the time. Additionally, it references SEBI Circulars that define price bands and spreads for issues up to ₹250 crores, while also listing upper side limits for market makers based on issue size thresholds.

The capital structure section details the authorized share capital of 160,0 equity shares with a nominal value of ₹10 each, which has been progressively increased through several shareholder meetings. The authorized capital was initially set at ₹5,0 in 2015, then raised to ₹1,10,0 in 2015, followed by a significant increase to ₹7,00,0 in 2023, and finally to ₹10,00,0 in 2024. The current authorized capital stands at ₹16,00,0, representing a cumulative increase from the initial incorporation date.

The document details the capital structure adjustments made by Parekh Ultrasonics Limited following a rights issue on March 2, 2015, and a bonus issue on January 27, 2025. These transactions involved the issuance of new equity shares to various shareholders, including Jignesh Pravinchandra Parekh, to increase their holdings. The text explains that variations in share counts for certain promoters are due to the renunciation of unsubscribed shares, which are accounted for in the final shareholding percentages.

The document states that the company has no preference share capital and has not issued equity shares for consideration other than cash, including bonus issues or right issues. Promoter shareholding is disclosed as 75,5,642 fully paid-up equity shares, representing 79.51% of the total issued shares, while the remaining 20.49% is held by the public. The shareholding pattern table indicates that promoters hold all shares in dematerialized form, and no shares are pledged or encumbered.

The document details the shareholding structure of the company, highlighting that Jignesh Pravinchandra Parekh and Rupal Jignesh Parekh hold the largest stakes at 36.01% and 34.71% respectively, with Parthvi Jignesh Parekh holding 5.83%. The data provided is consistent across multiple dates, indicating no significant changes in ownership during the period. Promoter shareholding remains stable at 75.05% of the total equity capital, while the promoter group holds no shares. The company has no intention to alter its capital structure within six months, and none of the promoters' shares are pledged or encumbered.

The document outlines a structured lock-in mechanism for equity shares held by promoters and other investors, with a total of 20% of post-Issue capital locked for three years. Promoters' holding in excess of the minimum contribution is split between a 50% portion locked for two years and a 50% portion locked for one year. Additionally, a specific lock-in period of 90 days is mandated for 50% of shares allotted to Anchor Investors, while the remaining 50% is locked for 30 days.

The Draft Red Herring Prospectus outlines a fresh issue of 35,0 equity shares with a gross issue value of ₹2,345 lakhs, resulting in net proceeds of ₹2,118.64 lakhs. These funds are proposed to be deployed entirely for capital expenditure on machinery, working capital, and general corporate purposes. The capital expenditure specifically targets the purchase of 12 machines across three verticals, including milling machines, CNC lathes, compressors, robots, and software, with costs estimated between ₹11.16 and ₹24.69 lakhs. The working capital requirement of ₹492 lakhs is intended to support operational liquidity, while the general corporate purpose of ₹305 lakhs remains subject to regulatory caps.

The offer document details five distinct categories of machinery supplied by various Indian companies. These include coordinate measuring machines, vibration welders, diode laser plastic welders, ultrasonic welding machines, and servo ultrasonic welding machines. Each item specifies the manufacturer, model, and primary application such as plastic joining, metal welding, or industrial automation. The total issue size is 2.5 million units, with proceeds allocated to specific purposes including debt repayment, capital expenditure, working capital, acquisitions, and general corporate purposes.

The document confirms that the capital expenditure for purchasing machinery has been approved by the Audit Committee and Board of Directors. It clarifies that the quoted values include GST and Import Duty, with additional costs like freight and installation to be paid from internal accruals. The company states that the proposed acquisition equipment is new and not previously owned. The use of proceeds is categorized into three main areas: incurring capital expenditure for machinery, funding working capital requirements, and general corporate purposes.

The draft Red Herring Prospectus details the company's expansion plans, including specific areas utilized for new machinery installation totaling 2,043.65 square feet, with a final total cost of 2,177.14. The document clarifies that the reduction in installed capacity from previous years is due to a shift in product mix toward specialized machines, while future capacity targets aim to increase production efficiency. The company intends to purchase new equipment from established vendors to meet these expansion goals.

The document outlines the Company's strategy to utilize ₹492.00 lakhs of Net Proceeds specifically for funding working capital requirements in Fiscal 2027, driven by projected growth in inventory, receivables, and other current assets. It provides detailed projections for working capital needs across fiscal years 2026, 2025, and 2024, alongside estimated holding periods for inventory and receivables to support operational efficiency. The text also justifies the elevated inventory levels and extended trade receivable days based on the company's customized manufacturing model, milestone-based billing cycles, and the need to maintain sufficient stock for production and delivery schedules.

The draft Red Herring Prospectus outlines the Company's plan to raise funds through a fresh issue, with the net proceeds primarily allocated to reduce trade payables, increase working capital, and fund strategic growth initiatives. The document details specific working capital requirements of ₹3,610.15 lakhs for FY 2026-27, supported by projected inflows from trade receivables and inventory realizations. While the Company intends to use funds for debt repayment, capex, and working capital, it reserves up to 15% of the gross proceeds for general corporate purposes, subject to regulatory limits and Board approval.

The 'Objects of the Offer' section details the company's intention to issue 100% of its total share capital through a private placement, with the net proceeds to be utilized for debt repayment, capital expenditure, working capital, acquisitions, and general corporate purposes. The document also provides comparative financial performance data for the company against industry peers, highlighting that while the company's gross margin is lower than its peers, its Return on Equity (ROE) and Return on Capital Employed (ROCE) significantly outperform the listed competitors.

The document states that financial year 2026 KPI metrics are not applicable due to pending annual filings. It provides detailed explanations for various financial indicators including revenue, gross profit, EBITDA, and profitability margins. The section also details weighted average cost of acquisition criteria and lists specific financial ratios such as net debt, return on net worth, and return on capital employed.

The document details the equity share issuance for Maxgrow Fintrade Private Limited, involving multiple transfers from various individuals on dates ranging from February to July 2025. The total consideration received from these transfers amounts to ₹1,82,90,700, with a weighted average cost of acquisition of ₹83.25 per share. The issue price is set at ₹67 per share, which is approximately 6.7 times the face value, determined based on market demand and key performance indicators. The document also includes a separate statement regarding potential tax benefits for SJP Ultrasonics Limited, though this is unrelated to the Maxgrow transaction.

The document explicitly states that no special tax benefits are available to the company or its shareholders under the Income Tax Act, 1961, or any related Indian tax laws. This includes provisions related to customs tariffs, central and state goods and services taxes, and foreign trade policies. The text further clarifies that this statement is not exhaustive and does not discuss tax consequences outside India, advising investors to consult their own professional advisers regarding potential income-tax implications.

This section outlines significant financial and operational risks for SJP Ultrasonics Limited, including a heavy reliance on two business segments that could suffer from revenue decline due to competition or demand shifts. It highlights non-compliance with the Employees Provident Fund Act and Employees State Insurance Act, which may result in fines, penalties, and potential imprisonment for directors. Additionally, the document warns about increased trade receivables affecting liquidity, delays in regulatory filings under the Companies Act, 2013, and the potential impact of extended credit periods on cash flows.

The document outlines several material risks associated with the company's operations and financial stability. It highlights non-compliance with the Companies Act regarding loan filings, potential penalties, and the inability to secure trademark registration which affects brand protection. The company faces significant concentration risk due to reliance on a limited number of large customers, which could lead to revenue fluctuations if those relationships deteriorate. Additionally, the business operates in a niche, specialized segment with no direct peer comparisons, making it difficult to benchmark performance. Finally, the company lacks formal supplier agreements, exposing it to risks related to raw material availability and cost increases.

The document highlights significant financial risks related to supplier concentration and the lack of long-term contracts, which expose the company to price volatility and potential supply interruptions. It also identifies operational risks stemming from the geographic concentration of manufacturing in Maharashtra, making the business vulnerable to local economic and political developments. Additionally, the text points to industry-specific risks associated with rising raw material costs and global market fluctuations that could disrupt production schedules and financial performance.

The document outlines several risks related to manufacturing operations, including potential cost overruns due to raw material shortages, price fluctuations, and supply chain disruptions. It also highlights risks associated with the lack of long-term supplier agreements, which exposes the company to higher costs and reduced efficiency. Additionally, the text mentions uncertainty regarding the availability of necessary government licenses and permits, which could lead to operational interruptions. Finally, it notes the existence of outstanding legal proceedings that could negatively impact the company's financial performance.

The document outlines outstanding legal proceedings involving the company, its directors, and promoters, detailing the nature, number, and amount involved in each case. While the company has settled a criminal matter with a lender, it remains subject to other pending litigation. The data indicates that the company faces significant financial exposure from criminal and direct tax matters, with amounts ranging from approximately 1.65 to 20.20 lakhs.

The document details significant legal and operational risks, including a concluded loan dispute and numerous pending civil and criminal cases involving the company, its promoters, group companies, and senior management. It highlights that the company's business is heavily dependent on its factory, which faces risks from equipment failures, industrial accidents, and natural disasters that could disrupt operations and financial conditions. Additionally, the company has experienced negative cash flows in recent years, which may hinder future growth, and relies entirely on its promoters and key management for strategic guidance.

The document outlines several key risks associated with the company's operations and financial stability. Directors lack experience in listed companies, which may impact management capabilities. Insurance coverage for assets and operations is detailed, but there are risks that policies may be inadequate or claims may not be honored. The company faces potential delays in payment of statutory dues like GST and EPF, which could lead to penalties. There are also concerns regarding the company's ability to adapt to technological changes, manage growth effectively, and procure necessary machinery without delay. Additionally, the company's business is working capital intensive, with significant inventories and trade receivables that could affect cash flow and profitability.

The document highlights significant financial risks related to customer payment delays and defaults, which could increase working capital requirements and reduce profits. It also identifies operational risks from reliance on third-party logistics providers and disruptions in their services. Additionally, the text points to regulatory and operational risks stemming from the company's dependence on leased premises, which could be disrupted by termination or non-renewal of lease agreements.

This section outlines various financial and operational risks associated with the company's equity issuance and operations. It highlights potential conflicts between promoter interests and shareholder interests, risks related to the cost of acquiring equity shares, and safety hazards at manufacturing facilities that could lead to litigation and financial loss. The text also discusses the impact of future capital requirements, unsecured loans from promoters, and potential inability to service existing or additional indebtedness, which could strain the company's financial condition.

This section outlines various risks associated with the company's financial performance, operations, and future capital deployment. Key risks include potential losses from employee misconduct or fraud, which could harm the company's reputation and financial results. There is also a risk of significant dilution to existing shareholders if the company issues new equity or if promoters sell their shares. Additionally, the company faces operational challenges due to intense market competition and may struggle to meet its capital requirements if it cannot raise funds on time.

This section outlines various external risks that could negatively impact the company's financial performance and operations. Key factors include market volatility, economic instability in India and globally, regulatory changes affecting foreign ownership, and potential disruptions from natural disasters or political conflicts.

The document highlights significant risks arising from civil unrest and political instability in India, which could negatively impact the company's business and share price. It further notes that the company's performance is linked to government policies, taxation, and economic liberalization, with no assurance that these favorable conditions will persist. Additionally, it warns that changing regulatory environments may impose new compliance requirements that increase costs or disrupt operations. The text also addresses foreign investment restrictions, potential downgrades in India's sovereign credit rating, and the impact of international relations on regional stability.

The document outlines the outstanding dues owed by the company to various creditors as of March 31, 2026, totaling ₹240.20 lakhs. It categorizes these creditors into material, micro/small/medium enterprises, other creditors, and non-material creditors, with the total amount due to material creditors being ₹89.59 lakhs. The section also details the company's compliance with government and statutory approvals, including certificates of incorporation, import-export codes, and registrations under the Shops and Establishments Act.

The document confirms that the company has a track record of at least three years, maintains a net worth of over one crore, and has no pending regulatory or disciplinary actions against its promoters or directors. It also confirms that there are no winding up petitions, no material regulatory actions in the past one or three years, and no outstanding defaults on interest or principal to debenture holders.

This section outlines the eligibility requirements for investors purchasing equity shares, stating that applicants must confirm they are eligible under all applicable laws to acquire shares and will not sell to ineligible persons. It specifies that the issue is being made in India to residents who are not minors, HUFs, companies, or societies registered under Indian laws, and includes specific categories of permitted investors such as SEBI-registered funds, banks, and pension funds. The document explicitly states that the prospectus does not constitute an invitation to subscribe in any jurisdiction where it would be unlawful, and any dispute will be subject to the jurisdiction of courts in Mumbai only.

The document states that the Company has not issued any equity shares for consideration other than cash, has no outstanding debentures or bonds, and has not received any exemptions from SEBI. Additionally, it confirms that there are no listed ventures of the Company or its promoters, and no material regulatory findings or observations have been received from regulators.

The document outlines the legal framework governing the issuance of 35,0 Equity Shares, which were authorized by the Board and approved by Shareholders via a Special Resolution. It details payment mechanisms including ASBA and UPI, specifies a face value of Rs. 10 and issue price of Rs. 67 per share, and confirms compliance with SEBI regulations and the Companies Act, 2013.

This section outlines the nomination facility for investors under Section 72 of the Companies Act, 2013, allowing shareholders to appoint a nominee to hold equity shares in the event of the original holder's death. It specifies that nominees must elect to either register themselves as holders or transfer shares, with a 90-day compliance period required before dividends are withheld. The document notes that since shares are held in dematerialized form, separate nominations are not necessary, and investors should inform their depository participants if they wish to change their nominations. Additionally, it details restrictions on the transfer and transmission of equity shares, except for pre-Issue capital lock-in and as per the Articles of Association.

The document outlines specific provisions regarding the withdrawal of applications, data discrepancies, and issue period extensions under SEBI regulations. It mandates that the issue be fully underwritten with a minimum of 200 allottees and a minimum application size of ₹2,0. The text also details the consequences of non-subscription, including mandatory refunds and joint liability for officers. Finally, it describes the conditions under which the company may migrate to the main board, requiring shareholder approval with a two-thirds majority.

The document outlines the eligibility criteria for migrating a company from the SME platform to the main board, requiring a minimum paid-up capital of Rs. 10 Cr, an average market capitalization of Rs. 100 Cr over three months, and revenue exceeding Rs. 100 Cr with positive operating profit for at least two of the last three financial years. Promoters must hold at least 20% of the company, with their holding not dropping below 50% on the listing date. The section also specifies that the company must have no pending insolvency proceedings, winding up petitions, or regulatory actions such as trading suspensions or debarments by SEBI or exchanges in the past three years. Additionally, the company must have a net worth of at least Rs. 75 crores, no pending investor complaints in SCORES, and no defaults on interest or principal payments to bondholders.

This section outlines the company's capital structure requirements for migration to the main board, specifies trading restrictions for odd lots, confirms the absence of restrictions on share transfers, and details the regulatory framework for Non-Resident Indians, Foreign Portfolio Investors, and foreign venture capital investors. It further clarifies that equity shares will be allotted only in dematerialized form and explicitly states that no new financial instruments such as bonds, warrants, or secured notes are being issued.

The document outlines the structure of a public equity offering for a company with post-issue paid-up capital between ten and twenty-five crores rupees, targeting the SME Exchange. The initial public offering consists of 35,0 equity shares at a price of ₹67 per share, with a total net issue value of ₹2,345 lakhs. The offering is structured through an ASBA process, with 94.97% allocated to the public and 5.03% reserved for market makers. Applications must be made in dematerialized form and are subject to specific minimum and maximum application sizes for individual investors.

The document outlines the application structure for the equity shares, specifying a minimum lot size of 2,000 shares and allowing odd lots under SEBI regulations. It details payment terms where amounts are blocked by SCSBs or sponsors via UPI, and notes that the issue is fixed price. Allocation rules are provided, mandating that at least 50% of the issue go to individual investors, with the remainder split between those applying for larger lots and other investors. The text also clarifies that in joint applications, only the first applicant's name is required, and it reserves the right to withdraw the issue before allotment under specific conditions.

This section outlines the exclusive jurisdiction for the IPO at Mumbai courts, specifies the bid and issue dates for September and October 2026, and details the application window hours and standardization of lot sizes for Initial Public Offer and secondary market trading.

The document outlines the legal framework for the fixed-price issue of equity shares under SEBI regulations, specifying that the issue covers at least 25% of the post-Issue paid-up equity share capital and is structured via the Fixed Price Issue method. It details the allocation strategy where 50% of the net issue is offered to individual investors, with the remainder allocated to QIBs and non-institutional applicants based on valid applications and proportionate basis, subject to specific minimum lot requirements for individual investors. The text also addresses the UPI Mechanism, stating that the Company and its Syndicate are not liable for any adverse occurrences arising from its implementation, and clarifies that allotments will be made only in dematerialised form.

The section outlines the mandatory use of ASBA for non-Individual Investors and UPI for Individual Investors in public offerings, requiring bank account details and authorization to block funds. It specifies that applications must be submitted through authorized intermediaries such as SCSBs, syndicate members, stock brokers, depository participants, or registrars, and mandates that all application forms bear the stamp of these entities. The document also details the color-coding of application forms based on investor category and repatriation basis, and notes that electronic forms must be downloaded from stock exchange websites.

The document outlines the eligibility criteria for equity share applications, permitting investors such as individuals, HUFs, companies, QIBs, mutual funds, and specific financial institutions while explicitly excluding minors, foreign nationals, and partnership firms. It further restricts participation for promoters and associates of the lead manager, mandates that applications be made in the names of eligible entities, and specifies that non-repatriation basis NRIs may remit funds via normal banking channels or NRE/FCNR accounts. Additionally, the text includes provisions regarding mutual fund investment limits, requiring a SEBI registration certificate and allowing separate applications for different schemes.

The document outlines investment restrictions for various asset classes, including Venture Capital Funds and Foreign Venture Capital Investors, specifying that they can invest up to 33.33% of their funds in a single company. It also details regulatory requirements for Limited Liability Partnerships, Insurance Companies, Provident Funds, and Pension Funds, mandating the submission of specific certificates of registration or corporate documents to validate applications. The text further explains the ASBA process, where applicants must submit their applications through designated intermediaries or SCSBs, with funds being blocked until allotment is finalized.

The document outlines the ASBA (Application Supported by Blocked Amount) process for public issue applications, detailing how funds are blocked in bank accounts and managed through intermediaries and UPI mechanisms. It specifies that applications must be submitted via the SCSB, with funds held in the designated bank account until allotment or rejection. The process involves validation by the stock exchange, depository, and sponsor bank, followed by the authorization of the block by the investor. Individual investors can modify or withdraw their applications before the issue closure, but third-party accounts are rejected.

The document outlines the ASBA (Application Supported by Blocked Amount) process for public issue applications, requiring investors to use blocked accounts managed by Self-Certified Syndicate Banks. It specifies that Individual Investors can use ASBA or UPI mechanisms, while the RTA reconciles application data and blocks funds based on instructions from the Registrar. The process involves transferring funds to the public issue account and unblocking excess funds for investors, with mandates being revoked if allotment is not confirmed. The document also details the dematerialization of shares, the requirement for depository accounts, and the prohibition on physical share allotment. Finally, it mentions the timeline for filing the prospectus with the ROC and the signing of the underwriting agreement.

This section outlines the process for allotment of equity shares, including the transfer of funds to the Public Issue Account, the dispatch of allotment advice, and the completion of corporate actions within five working days. It further details the timeline for issuing letters of allotment or regret, initiating credit to Depository Accounts, and the requirement to inform the Depository immediately upon allotment under the Companies Act, 2013. The text also specifies that the Company must complete necessary formalities for listing and commencement of trading on the SME Platform of BSE within six working days from the Issue Closing Date. Additionally, it mandates that instructions for refund via ASBA must be given no later than four working days after the Issue Closing Date, with penalties for default officers and a requirement to repay rejected listing applications within seven days.

This section outlines the subscription and allotment procedures for the IPO, stating that the minimum subscription level is not restricted and the issue is fully underwritten. It specifies that if the minimum subscription is not met within 30 days, the amount will be returned, and if the issuer fails to receive 100% subscription within 60 days, the entire amount will be refunded. The document details the refund process, which occurs within six working days of the issue closing date, and mandates that allotment letters or refund orders be dispatched within six working days of the issue closing date. Additionally, it specifies that interest of 15% per annum applies if allotment letters or refund orders are not dispatched within eight days, unless the application was made to meet minimum subscription requirements.

The section outlines mandatory compliance requirements for investors applying for equity shares through the ASBA process, emphasizing the necessity of timely bank account blocking via UPI, accurate authorization signatures, and submission to authorized intermediaries. It explicitly prohibits applications made in cash, on post, using third-party accounts, or exceeding minimum size limits, while mandating that all forms be filled in block letters and stamped by relevant Designated Intermediaries or SCSBs.

The section outlines the mandatory requirements for applicants to submit a Fixed Price Red Herring Prospectus, specifying that applications must be made at the issue price of ₹67 per equity share. It details the cut-off price, minimum application values, and lot sizes for different investor categories, including QIBs and NIIs, while prohibiting cut-off price applications for QIBs and NIIs. The document also mandates that applicants must submit only one application form to avoid rejection for multiple applications.

The document outlines payment restrictions for investors, stating that application amounts cannot be paid in cash, cheques, demand drafts, money orders, or postal orders. It further specifies that from July 1, 2019 in Phase II, individual investors must use only Channels I, II, and IV for applications, with payment mechanisms involving ASBA, online trading facilities, or UPI IDs linked to bank accounts.

The document outlines a specific legal requirement for Indian companies to notify investors regarding the initiation of block requests on their stock through UPI applications and SMS messages. It includes a sample of IPO details and a post-verification of the information provided above. The text serves as a procedural guide for companies to ensure transparency and investor communication during the IPO process.

This section outlines the procedural requirements for investors to block funds via the UPI system, specifically detailing the submission of an Application Form to the Securities and Exchange Board of India (SEBI) or a designated intermediary. It specifies that applicants must provide bank account or UPI ID details and explicitly states that applications using third-party UPI IDs or ASBA bank accounts will be rejected. The text further clarifies that funds must be clearly demarcated and available in the designated ASBA account, and notes that the SCSB will verify sufficient funds before blocking the application amount.

The document outlines the ASBA (Application for Sale of Shares) process where funds are held in a designated account until allotment. If funds are not available, applications may be rejected, and investors agree to block the amount if they use UPI. The process involves the Sponsor Bank validating UPI IDs and initiating mandates, which are then authorized by investors to block funds in their ASBA accounts. Unblocking instructions are provided once the Basis of Allotment is approved, and funds are transferred to the Public Issue Account.

The document details outstanding legal proceedings involving the company and its promoters. It lists specific civil and criminal cases, including a dispute over a loan agreement and a tax-related matter. The text also mentions a disciplinary proceeding against a director and notes the total number of pending cases across different categories.

This section outlines mandatory requirements for applicants to provide bank account details or UPI IDs for stock investment payments and refund processing. It specifies that stock invest payments are not accepted under RBI Circular No. DBOD No. FSC BC 42/ 24.47.00/ 2003-04. The document also details procedures for detecting multiple applications based on first name, address, DP ID, beneficiary ID, and PAN to ensure data integrity.

The section outlines the requirements for applicant details in the application forms, mandates that names match depositary accounts, and specifies trading restrictions for electronic shares. It also provides contact information for investors to report issues regarding allotment and share credit, and includes a legal warning about fraud related to fictitious names under the Companies Act, 2013.

The document outlines the legal framework for a draft Red Herring Prospectus, including provisions on fraud penalties under the Companies Act, 2013, and detailed allotment rules for equity shares. It specifies that fraud involving an amount of at least ten lakh rupees or one percent of the company's turnover, whichever is lower, carries a penalty of up to ten years imprisonment and a fine of up to three times the fraud amount. For frauds involving less than ten lakh rupees without public interest, the penalty extends to five years imprisonment and a fine of up to twenty lakh rupees. The text also details the proportionate basis for allotment in case of oversubscription, where shares are allocated based on the inverse of the over-subscription ratio, with specific adjustments for lot sizes and minimum application requirements. Additionally, it addresses restrictions on foreign ownership, noting that 100% foreign direct investment is permitted for the company under the automatic route, while foreign investors must adhere to limits such as 10% for FPIs and 5% for NRIs/OCIs under FEMA regulations.

The document directs readers to the Annexure IX statement for details regarding related party transactions during the last three fiscal years, while the current section outlines that the company has no formal dividend policy and has not declared any dividends in the last three fiscal years or the current fiscal year. The text also notes that the company does not have a formal dividend policy as of the date of the prospectus and that there is no guarantee that dividends will be declared or paid in the future.