Omara Ventures India Limited

This section outlines the global economic outlook, highlighting significant disruptions from the Middle East conflict that have raised energy and commodity prices, leading to a projected global growth slowdown to 2.5% in 2026. While trade policy reforms and AI investment offer some support, the conflict-related disruptions to shipping routes and supply chains remain a major downside risk. The text also provides a snapshot of India's strong domestic economy, noting its status as a top global innovation hub and a key manufacturing center, alongside government initiatives to boost renewable energy and industrial activity.

This section outlines the government's strategic initiatives aimed at boosting India's economic growth, including export promotion, industrial development, and agricultural self-reliance. It highlights specific government programs such as the 'Mission for Aatmanirbharta in Pulses' and the PLI scheme, alongside infrastructure projects like the Micron Technology semiconductor facility and the Zomato employment agreement. The document also details the robust domestic demand and stable macroeconomic fundamentals driving the economy, while noting that India's Gems & Jewellery sector is a key focus area with significant FDI inflows and growing market size.

The issuer describes a diversified business portfolio spanning lab-grown diamonds, fashion jewellery, fine jewellery, and gemstones, with significant expansion plans for 2026 and 2027. Key strategies include aggressive store growth in the lab-grown segment, launching new retail locations for fashion and fine jewellery brands, and establishing digital boutiques and certified gemstone stores. The company highlights international cooperation through MoUs with Thailand and UAE, as well as government initiatives like GST exemptions, customs duty reductions, and support for indigenous manufacturing in the lab-grown diamond sector.

The document outlines the future trajectory of India's Gems & Jewellery sector, highlighting its growth to Rs. 11,18,390 crore by 2030 and its status as a global manufacturing hub supported by ~450 organized players. It notes that policy measures like eased gold import restrictions and favorable trade agreements are driving expansion. The text also includes an analysis of the broader gold market, forecasting a significant increase in gold consumption and investment flows, with Asia-Pacific expected to dominate the sector's growth.

The gems and jewelry market is valued at USD 377.45 billion in 2025 and is projected to grow at a 4.58% CAGR to reach USD 493.68 billion by 2031. Key growth drivers include the adoption of lab-grown diamonds, digital retail platforms, and shifting consumer demographics, while regional demand varies with Asia-Pacific dominating revenue and the Middle East and Africa showing fastest volume growth. The market is moderately competitive, with companies investing in technology and ethical sourcing to differentiate themselves.

Omara Ventures India Limited is a retail jewellery business specializing in diamond and gemstone jewellery made from natural stones and set in gold, platinum, or silver. The company operates under the 'Omara' brand, offering a diverse portfolio of wedding, festive, and daily-wear jewellery through its retail boutique. Products are designed in-house with manufacturing outsourced to partners, ensuring quality control while allowing for customization and exclusivity. The business emphasizes curated, design-led collections that blend traditional elegance with modern aesthetics to meet various customer preferences.

The issuer is a company based in India that operates in the financial services sector, primarily focusing on investment banking and asset management services. Key activities include underwriting, advisory, and asset management, with operations conducted across multiple locations including Mumbai, New Delhi, and Bangalore. The company has established subsidiaries and joint ventures to expand its reach and capabilities in the Indian market. Its market position is supported by its role as a leading player in the financial services industry within India.

Regal Halo is a leading global provider of high-performance, low-latency trading technology solutions for financial institutions. The company operates its headquarters and manufacturing facilities in the United States and India, serving clients across various sectors including banking, insurance, and asset management. Regal Halo distinguishes itself through its proprietary technology stack, which enables real-time order execution and market data processing. The firm maintains a strong market position as a top-tier provider of infrastructure services for the global financial industry.

The issuer describes its business as operating a boutique showroom focused on the sale of luxury goods, specifically mentioning the sale of Hermes bags. The company highlights its location in the United Kingdom and notes that it is a wholly-owned subsidiary of the parent company. The text also references a joint venture with a French company, indicating a strategic partnership for business operations.

The issuer is a private company incorporated in India with its registered office located in Mumbai. It operates in the financial services sector, specifically focusing on corporate finance and investment advisory services. The company provides a range of financial products including equity and debt mutual funds, as well as private equity and venture capital investments. Its operations are primarily conducted through its wholly-owned subsidiary, the company itself, with no joint ventures or other subsidiaries mentioned in this section.

The issuer is a private company incorporated in India with a focus on the manufacturing and trading of steel products. Its operations are primarily located in the state of Tamil Nadu, where it has established a significant market presence through its subsidiary, Steel Authority of India Limited (SAIL). The company operates as a joint venture between SAIL and the Indian Steel Corporation (ISC), leveraging the combined resources of both entities to expand its industrial capabilities. The business model involves the production of various steel products including rebar, structural steel, and specialized steel products, which are distributed across multiple locations including the company's own facility and SAIL's extensive network.

The company is located at SCO 162 & 163, Sector 9-C, Madhya Marg, Sector 9 in Chandigarh, India. The document indicates that the remainder of the page is intentionally left blank.

The document outlines the financial performance of ET EDGE, a company specializing in precious coloured gemstone earrings and gold/silver jewellery. Revenue is bifurcated into segments including Solitaire and Diamond Jewellery, Gold Jewellery, and Silver Coins, with Solitaire and Diamond Jewellery contributing the majority of income. The company's customers are concentrated in the top 10, with the top customer alone accounting for 16.33% of revenue in the most recent year. Suppliers contribute significantly to the total purchases, with the top supplier holding 32.81% of the purchase value. Geographically, the company generates the vast majority of its revenue from Chandigarh, which accounts for over 82% of total sales.

The document provides a table of states with their respective shares of a total offering, followed by a flowchart illustrating the company's business process. The text indicates that the company is listed on the stock exchanges of Punjab, Rajasthan, Tamil Nadu, Telangana, Uttar Pradesh, and West Bengal.

Omara's business process centers on in-house design and brand positioning while outsourcing manufacturing to partners. The company focuses on curated, limited collections that emphasize elegance and exclusivity, ensuring each piece meets strict quality standards. Key activities include conceptualizing products based on customer trends, procuring materials through internal or partner channels, and overseeing the final development and certification of finished goods.

Omara maintains inventory through barcode-based tracking to ensure accuracy and accountability for high-value jewellery products. The company offers a curated portfolio of diamond and gemstone jewellery, including necklaces, earrings, rings, and bracelets, catering to various occasions and price segments. Its business model centers on in-house design conceptualization, allowing the company to retain control over aesthetics, brand positioning, and product relevance. Quality assurance is applied across the entire supply chain, with finished products reviewed for design conformity, stone setting, and durability, and supported by certifications like GIA grading and BIS hallmarking.

Omara Ventures India Private Limited is a retail-focused company specializing in the design, development, and sale of designer diamond, gold, and silver jewellery. The issuer operates primarily through its registered office and retail boutique in Chandigarh, relying on product development and supply arrangement partners for manufacturing activities. The company emphasizes quality assurance, brand authenticity, and personalized customer experiences through private consultations and curated collections. Key operational features include item-wise inventory tracking, robust IT security systems, and insurance coverage for stock and premises.

The document outlines the legal and regulatory framework governing the jewellery industry in India, covering corporate laws, property regulations, and industry-specific statutes. It details compliance with the Companies Act, 2013, Insolvency and Bankruptcy Code, 2016, and SEBI regulations to ensure transparency and investor protection. The text further explains the necessity of adhering to the Transfer of Property Act, Registration Act, and various specific relief acts for managing commercial transactions and property rights. Additionally, it highlights the critical role of the Bureau of Indian Standards Act, 2016, and its associated hallmarking regulations in ensuring the authenticity and quality of precious metal articles sold to consumers.

The document outlines the regulatory framework governing the Indian jewellery industry, covering standards for precious metals, export promotion, financial regulations, and environmental compliance. It details mandatory adherence to BIS hallmarking standards for gold and silver, alongside the Legal Metrology Act and Packaging Rules for accurate product labeling and weight declaration. The text also addresses critical areas such as anti-money laundering, consumer protection, digital data privacy, and tax obligations under the Income Tax and GST Acts. Furthermore, it covers foreign trade regulations, including FDI policies and FEMA, as well as environmental laws like the NEP 2006 and EIA Notification.

The document outlines the regulatory framework governing Indian jewellery companies, covering foreign investment limits, trade compliance, and extensive labour laws. It details specific statutes such as the Code on Wages, Industrial Relations, Social Security, and Occupational Safety, effective from November 21, 2025. The text emphasizes the sector's reliance on skilled artisans, contract labour, and manufacturing units, requiring strict adherence to wage norms, safety standards, and social security contributions. Additionally, it highlights prohibitions on child labour, mandatory fire safety measures, and legal frameworks for workplace harassment and employment conditions in specific regions like Chandigarh.

The document outlines the legal framework governing intellectual property and business operations for jewellery companies in India, emphasizing protection under various Acts such as the Trade Marks Act, Copyright Act, and Patents Act. It also details regulatory requirements under the MSME Act, general criminal laws, and specific state regulations in Chandigarh regarding employment, safety, and taxation.

The document outlines the regulatory framework for jewellery operations in Chandigarh, specifically focusing on the Chandigarh Municipal Corporation's (CMC) requirements. It details that businesses must obtain trade licenses, adhere to the National Building Code, and manage waste disposal and fire safety measures. Additionally, it mentions that property taxes and other local levies must be paid on time, with non-compliance potentially leading to fines or closure.

The company, originally incorporated as a private limited company, underwent several significant corporate changes, including a change in its registered office from Haryana to the Union Territory of Chandigarh, and a subsequent conversion to a public limited company. The company's name was also changed during this process. Key milestones include the initial incorporation in 2020, the office relocation in 2025, and the conversion to a public company in 2026. The company's Memorandum of Association has seen several amendments related to the authorized share capital over time.

This section defines the legal entity as Omara Ventures India Limited, a public limited company incorporated under the Companies Act, 2013, with its registered office located at SCO 162 & 163, Sector 9-C, Madhya Marg, Sector 9, Chandigarh – 160009, India. The issuer's promoters are identified as Mr. Samarth Jaiswal and Mrs. Ishani Mehta Jaiswal, and the document specifies that the lead managers and registrar are to be determined by the lead manager and registrar named in the lead manager section. The text also clarifies that the term 'we' refers to the company on a standalone basis, while 'us' and 'our' may also include the subsidiary in consolidated financial contexts.

This section defines the financial terms used in the prospectus, including the calculation of post-issue paid-up capital and pre-issue paid-up capital. It specifies that the company's registered office is located in Sector 9-C, Chandigarh, and identifies the Registrar of Companies in Sector 27-B, Chandigarh. The document also establishes that the currency used is Indian Rupees and lists relevant SEBI regulations such as the ICDR Regulations and Listing Regulations.

This section defines key terms related to the issuance of equity shares, including the SME Platform of BSE Limited and the SME Exchange. It outlines the composition of the stakeholders' relationship committee, which operates under the Companies Act, 2013, and SEBI Listing Regulations. The document also specifies definitions for various financial instruments such as sub-accounts, willful defaulters, and fraudulent borrowers, while detailing the process for allotment of equity shares to successful bidders.

This section outlines the mandatory ASBA (Application Supported by Blocked Amount) mechanism for all bidders in the issue, requiring applications to be submitted via the ASBA Form. The document specifies that the ASBA Account is maintained with Kotak Mahindra Bank Limited, which acts as the Banker to the Issue. It defines the ASBA Application as the formal process used by ASBA Bidders to authorize the SCSB to block funds in the designated account. The text also identifies Kotak Mahindra Bank Limited as the Banker to the Issue, which will open the Public Issue Account in consultation with the Sponsor Bank.

The document specifies the bid and issue dates for a new offering, with the bid closing date set for October 5, 2026, and the bid opening date for September 30, 2026. The issue period will run from the opening date to the closing date, subject to a minimum of three working days for all categories, though the lead manager may extend this period up to ten working days in exceptional circumstances. The document also identifies the lead manager as Wealth Mine Networks Limited, a SEBI-registered Category I Merchant Banker, and defines the book building process under SEBI ICDR regulations.

This section identifies Rikhav Securities Limited as the designated market maker for the issue and clarifies that the document is a Draft Red Herring Prospectus dated July 14, 2026, issued in accordance with SEBI regulations. It defines key terms such as eligible FPIs, eligible NRIs, and the distinction between a fresh issue and an offer for sale, noting that this issue contains only a fresh component. The text also specifies the issue involves up to 1,35,000 equity shares with a face value of ₹10 each and outlines the role of the escrow account for handling application funds.

This section defines key terms used in the prospectus, including the issuer's status as an Overseas Corporate Body (OCB) which is prohibited from investing in the issue, and clarifies that no Pre-IPO Placement has occurred. It specifies the price band mechanism for bids, identifies the lead manager as Kotak Mahindra Bank Limited, and names Bigshare Services Private Limited as the Registrar to the Issue. The document also outlines the role of Qualified Institutional Buyers (QIBs) and the Banker's Public Issue Account for ASBA applications.

This section outlines the regulatory framework and key operational details for the issue, including the agreement between the company and the Registrar, the designated bank for refund accounts, and the classification of retail investors. It specifies that the issue is a fresh issue and an SME IPO conducted on the SME Platform of BSE Limited, with the lead manager acting as a conduit for UPI mandates. The document also defines the role of the Registrar and Share Transfer Agents, who are required to be registered with SEBI and eligible to procure applications at designated locations.

This section outlines the key intermediaries and terms associated with the BRLM's issue of equity shares. The syndicate agreement is between the BRLM and Rikhav Securities Limited, who are registered SEBI members permitted to accept bids. The BRLM acts as the Book Running Lead Manager, while Rikhav Securities Limited serves as the primary underwriter. The document defines various financial and procedural terms such as UPI mechanisms, ASBA applications, and specific regulatory definitions like Systemically Important Non-Banking Financial Company.

The document identifies the issuer as JV Joint Venture Ltd Limited, a private company incorporated under the Companies Act, 2013, with its registered office located in KMP, Key Managerial Personnel, Key Performance Indicators, and Merchant Banker, India. The company is offering a fresh issue of equity shares through an offer for sale, led by MB Merchant Banker and MD Managing Director. The document defines various financial and regulatory terms relevant to the Indian market, including Net Asset Value, Non-Resident External Account, and National Electronic Clearing System.

This section explains the key performance indicators (KPIs) used to track the financial performance of the company, including revenue, profitability measures like EBITDA and PAT, and financial health metrics such as debt ratios and return on equity. It also defines technical terms relevant to the industry, such as 2-D and 3-D, which are not further elaborated upon in this excerpt.

This section establishes the issuer as Omara Ventures India Limited, a public limited company incorporated under the Companies Act, 2013, with its registered office located at SCO 162 & 163, Sector 9-C, Madhya Marg, Sector 9, Chandigarh – 160009, India. The document specifies that the financial data presented pertains to the three Financial Years ended March 31, 2026, 2025, and 2024, prepared in accordance with Indian GAAP and SEBI (ICDR) Regulations. The issue is described as a fresh issue, with the lead manager identified as the Book Running Lead Manager. All currency references are to Indian Rupees, and figures are presented in Lakhs, with the exchange rates sourced from the Reserve Bank of India.

This section outlines the structure of a fresh equity issue for Omara Ventures India Limited, offering up to 13.5 million shares at a price band of ₹[●] per share with a share premium. The issue is structured as a fresh issue with no offer for sale, with 68,000 shares reserved for market maker reservation and 12.82 million shares allocated to the public. The public portion is further divided into a Qualified Institutional Buyer (QIB) portion capped at 2.56 million shares and a Non-Institutional portion of at least 5.13 million shares, with specific allocations for individual investors and non-institutional bidders based on application size. The total post-issue share capital is capped at 43.6 million shares, and the net proceeds are intended for specific corporate purposes as detailed in the objects of the issue.

This document presents the restated financial information for Omara Ventures India Limited, including the profit and loss statement, cash flow statement, and summary of contingent liabilities. The company reported a profit before tax of 367.30 Lakhs in 2026, with expenses primarily driven by the purchase of traded goods and employee benefits. Related party transactions involving directors and key management personnel are detailed, showing significant sales and loan activities. The summary of contingent liabilities confirms that the company had no contingent liabilities during the specified period.

The document outlines the corporate history of Omara Ventures India Limited, detailing its incorporation as a private company in 2020 and its subsequent conversion to a public limited company in 2026. It provides contact details for key company officers including the Company Secretary, Chief Financial Officer, and Investor Grievance contacts. The section also lists the Board of Directors and the designated stock exchange for the issue, which is the SME Platform of BSE Limited.

This section details the key entities involved in the issue, including the Registrar to the Issue, Bankers to the Company, Syndicate Members, Statutory and Peer Review Auditors, and Designated Intermediaries. It also specifies the eligible Collecting Depository Participants and outlines the process for Bidders to submit applications through Self-Certified Syndicate Banks, Registered Brokers, or UPI mechanisms.

This document outlines the structure of an SME IPO conducted through the Book Building process under SEBI ICDR Regulations. The issue is managed by Wealth Mine Networks Limited as the sole Book Running Lead Manager, with no Monitoring Agency required due to the small issue size. The document specifies that no Green Shoe Option or credit rating is applicable, and the filing is handled via the SME Platform of BSE Limited with copies filed with SEBI and the Registrar of Companies.

This section outlines the book building process for a public issue of 3,000 equity shares with a price band ranging from ₹20 to ₹24 per share. The illustrative example demonstrates how demand at various prices determines the price discovery mechanism, where the highest price at which the issuer can issue the required 250 shares is the cut-off price of ₹22. The document details the specific timetable for the bid period, which runs from September 30 to October 5, 2026, and defines the submission windows for individual investors versus QIBs on the closing date. It also specifies that all bid applications must be uploaded between 10:00 AM and 5:00 PM IST, with stricter limits on the closing date, and notes that applications are accepted only on working days.

The document outlines that QIBs and Non-Institutional Bidders cannot alter their application size, while Individual Bidders may revise their forms before the closing date. In case of data discrepancies, the Registrar will request rectification from relevant SCSBs or brokers. The Company reserves the right to withdraw the issue before allotment, which requires a public notice and bank account unblocking within one working day. The issue is fully underwritten by Wealth Mine Networks Limited, with a total of 13,50,000 equity shares at ₹10.00 each, representing 100% of the issue size.

The document confirms that the company's Statutory Auditors have remained unchanged for the past three years. It details a market making arrangement with Rikhav Securities Limited, a BSE-registered entity, which will act as the market maker for a three-year period. The agreement specifies that the market maker must provide 2-way quotes for 75% of the trading day and adhere to specific spread requirements and minimum quote depths of 1,0 shares.

The document outlines a three-year market making arrangement for the company's equity shares, initiated via a pre-opening call auction where the Market Maker may participate but is not obligated to do so. The arrangement is subject to specific price bands and spreads determined by SEBI circulars, with the trading initially conducted in the TFT segment for the first ten days. The company reserves the right to appoint additional Market Makers or terminate the agreement with proper notice, subject to compliance with regulatory limits on buy quote thresholds based on issue size.

This section details the capital structure of the company as of the date of the Draft Red Herring Prospectus, outlining the authorized, issued, and subscribed equity share capital. It specifies the structure for the present issue, including allocations for market makers, net issue to the public, and allocations to qualified institutional buyers, as well as non-institutional investors. Furthermore, the section provides historical details on the issuance and allotment of equity shares, including a significant bonus issue, and clarifies various aspects of the shareholding pattern and securities.

This section details the shareholding patterns of both promoters and public shareholders. The promoter shareholding is broken down by category, including individuals, and the public shareholding is categorized into various investor types. The tables provide various metrics such as the number of shares held, voting rights, and the corresponding percentage of total shares. Specific details regarding pledged or encumbered shares are also available in the documentation.

The section details various aspects of shareholding, including non-promoter and public shareholding, and lists of significant beneficial owners. It provides data on shareholding percentages as of the date of the Red Herring Prospectus, as well as historical shareholding data relative to the filing date. Furthermore, it outlines the capital buildup of promoters since incorporation, detailing various allotments, transfers, and acquisitions of equity shares over time.

The company intends to use the net proceeds from the issue for various purposes, including funding capital expenditure for the renovation and expansion of its Jewellery Boutique, marketing and promotional activities for its brand, and funding for borrowings repayment. The utilization of net proceeds is subject to various factors, and the deployment schedule is based on current business plans and market conditions. The company also anticipates benefits from the listing of equity shares on the SME Platform of BSE Limited.

The company intends to utilize ₹200.00 lakhs from the Net Proceeds to fund proposed marketing and promotional activities, with any excess expenditure being covered by internal accruals. The section details various costs for branding, print media, and digital/outdoor promotional activities, which are estimated based on quotations received from a marketing agency. Furthermore, the company plans to use a portion of the funds for debt repayment, specifically targeting the prepayment or repayment of various outstanding borrowings.

The section details various loan agreements with different lenders, outlining the terms for repayment and pre-payment penalties. It covers loans for business working capital, with various terms concerning the percentage of outstanding principal that may be charged as penalties depending on the time frame for repayment. Furthermore, the company proposes to utilize ₹1,000 lakhs from the net proceeds of the issue to fund long-term working capital requirements.

The company intends to use the net proceeds from the issue for various purposes, including long-term working capital requirements. These funds are intended to strengthen the company's inventory position, support procurement planning, improve operational flexibility, and reduce reliance on external working capital borrowings. The proposed utilization of net proceeds towards inventory is aimed at ensuring adequate stock availability, timely replenishment, and supporting customized jewellery requirements alongside the proposed renovation and expansion of the Jewellery Boutique.

This section details the estimated utilization of net proceeds for the financial year 2026-27, outlining various funding purposes. The proposed uses include funding for capital expenditure on renovation and expansion, marketing and promotional expenses, and repayment of borrowings. Furthermore, there is a provision for general corporate purposes, which is capped based on regulatory limits. The document also specifies monitoring procedures for the utilization of funds and confirms that no consideration will be paid to promoters from the net proceeds.

The provided text discusses the historical Key Performance Indicators (KPIs) used by the company to analyze its business performance, which were approved by the Audit Committee. It outlines the commitment to continue disclosing these KPIs periodically for a specified duration post-listing or until the utilization of issue proceeds. The section also details various financial KPIs, including revenue, profitability, debt levels, and margins, for the fiscal years ended March 31, 2026, 2025, and 2024, along with comparisons against industry peers.

This section primarily provides financial performance data for Omara Ventures India Limited, including revenue, EBITDA, PAT, and Net Worth across several fiscal years. It also details various financial ratios such as growth in revenue, EBITDA margin, PAT margin, Return on Equity (RoE), and Return on Capital Employed (RoCE). Furthermore, the text includes information regarding the weighted average cost of acquisition (WACA) and the issue price determination, along with disclaimers concerning tax benefits and the basis of the information provided.

This section outlines the special tax benefits available to Omara Ventures India Limited and its shareholders under the Income Tax Act, 2025. It details changes related to the option to pay corporate tax at a reduced rate, including the replacement of Section 115BAA with Section 200. The company has exercised an option under the earlier law, and moving forward, it will be governed by the concessional tax regime under Section 200. Furthermore, it specifies conditions under which the company can claim deductions for additional employee costs and lists various exemptions and incentives that become unavailable if the concessional tax option is exercised.

This section outlines the significant financial and operational risks associated with investing in the company. Key risks include severe dependence on a single supplier for raw materials, which could disrupt supply and increase costs. The company also relies heavily on maintaining relationships with existing customers and generating repeat business. Additionally, revenue concentration in the Chandigarh region exposes the business to regional economic and market risks that could materially impact financial performance.

The document highlights that the company's revenue is heavily concentrated in the Solitaire and Diamond Jewellery segment, which is subject to significant market volatility driven by consumer preferences and diamond price fluctuations. It warns that inventory levels are high and holding periods are prolonged, which increases working capital requirements and exposes the company to potential obsolescence or write-downs. Additionally, the company disclosed a period of non-compliance with the Hallmarking of Gold Jewellery and Gold Artefacts Order, 2020, due to the lack of BIS registration for its sales outlet, which could negatively impact its reputation and results.

The document highlights several financial and operational risks associated with the company's operations, including potential penalties for delayed statutory filings and deposits of tax dues, which could impact financials. It also notes that the company has experienced negative cash flows from operating and investing activities in the past and may face similar fluctuations in the future. Additionally, the company's business is working capital intensive, requiring significant funds for inventory and working capital, which may not be sufficient to meet future requirements. Finally, there is a risk that fluctuations in the prices of diamonds and gold could adversely affect the company's profitability and financial condition.

The document outlines several key risks associated with the company's operations, intellectual property, and market position. It highlights that the company lacks registered intellectual property rights, which exposes it to potential misuse and infringement. Additionally, the company has not commissioned an industry report, relying instead on unverified public data. The text also notes a lack of a monitoring agency for issue proceeds and dependence on key personnel, as well as competition from both organized and unorganized players.

The document highlights several key risks associated with the company's operations and governance. These include potential adverse effects from industry consolidation, future statutory obligations regarding Employees' Provident Fund compliance, and the possibility of future conflicts of interest among promoter group entities. Additionally, the company faces risks related to employee misconduct, unionization, strikes, and inadequate insurance coverage, all of which could materially impact its financial condition and reputation.

This section outlines several material risks associated with the company's financial structure, regulatory environment, and future operations. Key risks include potential adverse effects from restrictive covenants in financing agreements and the possibility of lenders declaring an event of default. The company faces uncertainty regarding the timely renewal of regulatory approvals and licenses required for business operations. Additionally, there is a risk of promoter concentration that could delay changes in control and lead to conflicts of interest. Finally, the company cannot guarantee the timely listing on the SME platform, the ability to pay dividends, or the effective deployment of net proceeds due to management discretion and regulatory constraints.

This section outlines the primary risks associated with the company's equity shares, including potential restrictions on trading due to SEBI surveillance measures, the possibility of an inactive trading market, and daily circuit breakers that limit price volatility. It further details external risks such as regulatory changes, interest rate fluctuations, foreign investment restrictions, and global economic conditions that could adversely impact the company's operations, financial results, and stock price.

The document highlights several risks related to external factors, including terrorism, civil unrest, and violence that could negatively impact the Indian stock market and the company's business. It also notes that unethical industry practices, regulatory changes, and differences in accounting standards between Indian GAAP and international principles pose material risks. Additionally, instability in financial markets, economic slowdowns, and issues with infrastructure are identified as potential threats to the company's operations and financial condition.

The document states that no material developments occurred after the Last Balance Sheet date, except as disclosed in the Management's Discussion & Analysis section. It also includes a disclaimer advising investors that reliance on the company's website is at their own risk.

The document confirms that the company has obtained necessary government and regulatory approvals to proceed with its issue and business activities. These approvals include authorization from the Board of Directors and shareholders under the Companies Act, 2013, as well as specific approvals from the BSE NSE for listing on the SME Platform. Additionally, the company has entered into dematerialization agreements with NSDL and CDSL, and its ISIN is identified as INE1IA801011.

The document details the registration of the Company under the Goods and Services Tax Act, 2017, issued by the Commercial Tax Officer on March 24, 2026, with validity until August 18, 2022. It also lists three separate labor law approvals: registration under the Employees' Provident Funds and Miscellaneous Provisions Act, 1952, registration under the Employees' State Insurance Act, 1948, and registration under the Shops and Establishments Act, 1958. The text clarifies that the Company has not incurred any provident fund compliance costs due to its low employee strength at incorporation, and notes that its name and registered office were changed to Omara Ventures India Limited and shifted to Chandigarh following a conversion to a public limited company.

The document details the Company's efforts to update its jurisdictional records and address changes in its employer code following a name change and office relocation. It also lists various business approvals obtained, including Udyam registration, LEI, verification certificates, and a trademark for gold jewellery, along with their respective issuing authorities and validity periods.

The document states that the Company, Omara Ventures India Private Limited, has filed an application with the Trademark Registry to change its name from a private limited company to a public limited company. The application is currently pending approval and recordal, and the requisite approval from the Trademark Registry is awaited as of the date of the offer document. Additionally, the document confirms that there are no material licenses or approvals applied for, required but not obtained, or expired that have been renewed or are yet to be applied for.

The document confirms that the Company has obtained necessary corporate approvals from the Board and shareholders under the Companies Act, 2013, and has received an In-Principle Approval from the BSE SME for listing. It further confirms that the Company, its promoters, directors, and related entities are not debarred from accessing the capital markets, are not associated with debarred entities, and are not Fugitive Economic Offenders or Wilful Defaulters. Additionally, the Company confirms compliance with the SEBI ICDR Regulations, 2018, and the Companies (Significant Beneficial Owners) Rules, 2018, and is eligible for an Initial Public Offering on the SME Platform.

The document details the conversion of the company into a public limited entity named Omara Ventures India Limited on December 31, 2025, following a special resolution passed by shareholders. It confirms the company's paid-up capital of ₹301.00 Lakh and outlines its Net Worth and Net Tangible Assets as of March 31, 2026, 2025, and 2024, respectively. The text further states that the company has satisfied the track record requirement of operating for at least three years with audited financial statements for the relevant fiscal years. Additionally, it reports that the company has generated operating profits (EBIDT) of ₹1.44 Crore in the most recent year, exceeding the ₹1 Crore threshold for the preceding two years.

The document confirms that the company has no regulatory actions, suspensions, or defaults against its promoters, directors, or subsidiaries. It further states there are no pending defaults on debenture holders, no material regulatory actions in the past year or three years, and no criminal cases or insolvency proceedings against the company or its promoters.

The document outlines compliance with SEBI regulations regarding post-IPO capital issuance, including reporting requirements for transactions and pre-IPO placements. It confirms that the company, promoters, and directors are not debarred from accessing capital markets, nor are they defaulters or fugitive economic offenders. The issuer has entered into agreements with depositories for dematerialization and confirms that all equity share capital is fully paid-up.

The document states that the Company has entered into agreements with CDSL and NSDL for dematerialization of its equity shares, which are held in dematerialized form by the promoters. It confirms that all equity shares are fully paid-up with no partly paid-up shares outstanding. The text also notes that there has been no change in the promoter(s) or significant change in control over the affairs of the Company in the preceding year.

The document outlines the legal framework and jurisdictional restrictions for the equity issuance, specifying that the offering is limited to residents in India and explicitly excludes any jurisdiction outside India. It clarifies that the Red Herring Prospectus does not constitute an invitation to purchase shares in other countries and that any disputes will be subject to courts in Chandigarh, India. Additionally, the text confirms that the shares have not been registered or listed in any other jurisdiction and that applications cannot be made there except in compliance with local laws.

The document clarifies that the Company is using the SME platform at its own initiative and bears full responsibility for complying with Indian laws and regulations, while explicitly stating that BSE does not warrant the correctness of the document, guarantee listing, or assume liability for financial soundness. It further disclaims any responsibility for investor losses arising from reliance on the document and notes that the shares are not registered in the US or other jurisdictions, limiting sales to qualified institutional buyers or offshore transactions.

The document states that the Company has not obtained any expert opinions from the Peer Review Auditor or Statutory Auditors for the last five years, as consent was received only for the current Red Herring Prospectus. It further clarifies that the term 'expert' does not refer to the U.S. Securities Act definition. The section explicitly confirms that the Company and its listed subsidiaries have not made any public or rights issues in India or abroad during the last five years.

The document states that the Company is an Unlisted Issuer and this Issue is an Initial Public Offering, meaning no stock market data is available for its equity shares. It outlines a redressal mechanism where investors can approach the Registrar for grievances over a minimum of three years or eight years depending on the agreement. The text also mentions that SEBI has reduced the listing timeline to three Working Days and that the Company will follow these timelines for public issues opening on or after December 1, 2023. Additionally, it details the SCORES system for grievance redressal and notes that the Company has obtained authentication for it.

The document outlines the company's policy for handling investor grievances through a Registrar Agreement that mandates retention of records for at least eight years. It details the process for addressing complaints, including the requirement for Bidders to submit an Acknowledgment Slip from the Designated Intermediary. The text confirms the existence of a centralized SCORES system launched by SEBI for complaint redressal and notes that the company has no pending complaints or received any in the preceding three years. Additionally, it mentions the establishment of a Stakeholders Relationship Committee to review specific issues like share transfers and dividend recovery.

The document confirms the absence of any outstanding Group Companies, Subsidiaries, listed entities, convertible instruments, or partly paid-up equity shares. It further states that the company has not capitalized reserves, revalued assets, serviced its borrowings, or purchased any property, and has no pending investor complaints.

The document outlines specific trading and allotment requirements for the equity shares, mandating a minimum application value of ₹2,0 and a minimum of 200 allottees. It specifies that the trading and allocation will occur in multiples of a certain number of shares, subject to modifications by the BSE SME. Jurisdiction is exclusively with competent courts in Chandigarh, and the shares are not registered in the United States or other foreign jurisdictions, with applications restricted to persons within India. The document also details nominee provisions under Section 72 of the Companies Act, 2013, allowing for nomination in cases of death or minority.

The document outlines the process for transferring equity shares to nominees, the mandatory use of dematerialized accounts, and the company's right to withdraw the issue before the allotment date. It specifies that nominees must choose between registration or transfer within 90 days, and that allotments will be made only in dematerialized form with no option for physical shares. The text also details the timeline for issue closing, fund unblocking, and the potential for a fresh Red Herring Prospectus if the issue is withdrawn after the closing date.

This section outlines the submission deadlines for bid applications, the rules regarding application modifications, and the pricing revision mechanisms. It specifies that applications must be submitted one day prior to the issue closing date, with a hard limit of 3:00 p.m. IST, and notes that large volumes of forms may not be processed. The document clarifies that individual investors can revise applications before the deadline, while other bidders face stricter constraints. It also details the procedure for resolving data discrepancies between electronic and physical forms, the maximum 20% price band revision allowed, and the extension of the bid period if the price band is revised or due to force majeure.

The section outlines the legal liabilities of directors under SEBI ICDR Regulations, mandates minimum application sizes of two lots above ₹2 lakhs, and details the trading mechanics for odd lots on the SME platform. It also specifies that the company is not issuing new financial instruments and confirms there are no restrictions on equity share transfers or consolidation, subject to the Articles of Association.

The document outlines the eligibility criteria for Indian companies seeking to migrate from the SME Platform to the Main Board of the Bombay Stock Exchange (BSE). The criteria include minimum paid-up capital of ₹10 crores, a market capitalization of ₹100 crores for direct listings or ₹100 crores for SME migration, and a minimum operating profit of ₹15 crores over the last three years. Additionally, the document specifies requirements for market liquidity, trading volume, and net worth, with specific thresholds for daily turnover and trade frequency to ensure sufficient market activity.

The document outlines the eligibility criteria for the company's Initial Public Offering (IPO) on the SME Exchange, requiring a minimum of 1,000 public shareholders and a promoter holding of at least 20% (calculated as 100% minus 80% for other promoters). It specifies that the company must have a track record of no pending non-compliance with LODR regulations for at least three years and maintain a net tangible asset value of at least Rs. 3 crores. Additionally, the company must be free from any pending defaults on bonds or debt instruments and must not be under any surveillance measures such as ESM, ASM, or GSM categories.

The document outlines the allocation of equity shares to Anchor Investors, domestic mutual funds, and non-institutional bidders based on application size and lot requirements. While Anchor Investor allocation is explicitly excluded for this issue, the remaining shares are divided into two categories: one-third for bidders with application sizes exceeding two lots (up to ₹10 lakhs) and two-thirds for bidders with application sizes exceeding ₹10 lakhs. Allocation to each Non-Institutional Bidder must meet a minimum application size of three lots (exceeding ₹2,0) or two lots (exceeding ₹2,0), depending on the specific subcategory of the Non-Institutional Portion.

This section outlines the procedural requirements for bidders participating in the public issue, emphasizing the need to review the General Information Document which details rules on investor eligibility, application limits, and payment methods. It explicitly states that the document does not constitute legal advice and advises bidders to consult their own counsel. The text also notes that the Company and the Book Running Lead Manager are not liable for the accuracy of the information or amendments to applicable laws. Finally, it provides specific details on the UPI payment mechanism, including phased implementations by SEBI from 2019 to 2023, and mandates the use of UPI Phase III for all public issues opening after December 1, 2023.

The document details the mandatory use of UPI for individual investor applications in initial public offerings, with specific thresholds for amounts up to ₹5,00,000 and up to ₹5,0. It outlines the book building procedure under SEBI regulations, specifying that the issue is for at least 25% of the post-Issue paid-up equity share capital. The allocation structure includes a QIB portion, an Anchor Investor portion reserved for domestic funds and life insurance, and a Non-Institutional Investor portion split between large and small bidders. The text also notes that the Company has not proposed any allocation to Anchor Investors in this specific issue.

The document states that equity shares will be allotted exclusively in dematerialized form and will not be available in physical form, though rematerialization may occur post-allotment. It mandates that all Bidders participate in the ASBA process, requiring them to provide either bank account details or UPI IDs, and explicitly excludes Anchor Investors from ASBA participation. The text also outlines specific submission requirements for ASBA Forms, including the use of SCSBs or linked online trading facilities, and specifies that ASBA Forms must bear the stamp of a Designated Intermediary.

This section outlines the procedural requirements for investors using UPI for payment to submit bids, including the flow of application details between intermediaries, stock exchanges, and sponsor banks to block funds. It also details the validation of bid details against depository records and the authorization granted to the company to modify the prospectus without prior notice. Additionally, it specifies the availability of bid forms at various offices and provides an illustrative list of eligible investors, including Indian nationals and HUFs.

The document outlines the eligibility criteria for investors participating in the equity share issue, excluding minors, non-eligible NRIs, overseas corporate bodies, and foreign nationals ineligible as FPIs or Eligible NRIs. It specifies that only Indian financial institutions, scheduled commercial banks, regional rural banks, co-operative banks, and certain other authorized entities are permitted to apply. The bidding process involves a minimum application size of 1,000 Equity Shares, with a minimum application amount exceeding ₹2,0. The issue price is determined within a price band ranging from the floor price to the cap price, with a maximum revision of 20% on either side. Individual investors using the UPI mechanism must apply through SCSBs or mobile applications, while third-party bank accounts are rejected. The ASBA mechanism blocks funds in designated accounts until the Basis of Allotment is finalized.

The document outlines the procedures for handling IPO applications, including the responsibilities of intermediaries and the Stock Exchange, the requirements for electronic submission and fund blocking, and the process for price discovery and allotment based on demand. It specifies that applications must be submitted by authorized intermediaries and includes detailed rules for various investor categories such as Mutual Funds, FPIs, and Non-Resident Indians, while explicitly stating that the Company and its promoters do not participate in the issue.

This section outlines the eligibility requirements and investment restrictions for various categories of investors participating in the company's issue, including FPIs, AIFs, venture capital funds, and specific entities like banking companies and limited liability partnerships. It specifies that participation is subject to FEMA rules and that there are no reservations for eligible NRIs, FPIs, or FVCIs, ensuring all bidders are treated equally. The document details specific investment caps, such as the 25% limit for category I and II AIFs and the 33.33% cap for venture capital funds in a single investee company, while also mandating compliance with RBI regulations for banking companies and LLPs.

The document outlines specific application requirements for various financial entities, including SCSBs, insurance companies, provident funds, and systemically important non-banking financial companies. It mandates that SCSBs maintain separate ASBA accounts and provide acknowledgment slips, while insurance companies must attach IRDA registration certificates. Additionally, it requires provident funds and pension funds to submit certified accounts from chartered accountants, and systemically important NBFCs to provide registration certificates, audited financial statements, and net worth certificates from their statutory auditors.

The document clarifies that Non-Listing Issuers (NIIs) cannot withdraw bids or reduce bid amounts, while individual investors may revise or withdraw bids until the closing date. Anchor investors are excluded from this process as the company has not proposed any allocation to them. The text outlines specific procedural requirements for bidding, including eligibility checks, PAN compliance, and the mandatory use of ASBA or UPI mechanisms for payment.

This section outlines the critical compliance requirements for submitting bids and applications for equity shares, emphasizing the importance of accurate demographic details, correct signatures, and matching of identification numbers. It mandates that all Bidders must adhere to specific rules regarding minimum bid sizes, application limits, and the prohibition of using third-party accounts or cash. The document also highlights the strict rejection criteria for non-compliance with ASBA fund blocking procedures and the use of designated intermediaries. Finally, it details the responsibilities of the Registrar and Lead Managers in finalizing the basis of allotment in a fair manner, subject to SEBI regulations, and warns about the legal consequences of impersonation or submitting bids in fictitious names.

The document outlines undertakings by the Company regarding the handling of complaints, listing timelines, promoter contributions, and refund mechanisms. It specifies that funds will be used for refunds via registered post or speed post, with electronic transfers requiring a communication to the Bidder within two working days. The Company commits to filing a fresh Prospectus if the Issue is withdrawn after the closing date and ensures that no further equity issues occur until listing or refund completion. Additionally, the Company guarantees that no promoters or directors are wilful defaulters or fraudulent borrowers under SEBI regulations and will refund the entire subscription amount if allotment is delayed.

The document outlines the post-rejection allotment process where the RTA submits application numbers to the Designated Stock Exchange (DSE) for random drawal. The DSE uses software to reverse application numbers and generate lots based on the over-subscription ratio, with the Registrar preparing proportionate working for oversubscribed categories and full allotment for undersubscribed ones. The final allotment is finalized in consultation with BSE Limited, following specific rules for Individual Investors, Non-Institutional Bidders, and QIBs, with the Executive Director of BSE ensuring compliance with SEBI regulations.

The document outlines allotment procedures for Equity Shares in the event of under-subscription, where Mutual Funds and other QIB Bidders receive shares proportionally based on bids above the issue price. It specifies that under-subscribed shares will be allocated to remaining bidders on a proportionate basis, with a cap on total allotment. The text also notes that underwriters will be triggered to handle under-subscription obligations if the minimum subscription of 100% is not achieved. Additionally, it clarifies that all bidders, including Non-Residents and Foreign Venture Capital Funds, will be treated equally without any specific reservation.

The document outlines the ASBA payment mechanism where Self-Certified Syndicate Banks block application amounts in specified bank accounts until withdrawal or rejection by the Registrar. It clarifies that the arrangement with bankers is not prescribed by SEBI but facilitates collections from Bidders. The text also specifies that Anchor Investor portions are not applicable in this issue and mandates the use of UPI for individual investors under SEBI Circulars.

The document outlines procedures for handling duplicate or multiple applications to prevent data capture errors, including checks for common PANs, DP IDs, and Client IDs for mutual funds and government entities. It specifies that more than 20 valid applications with a common address will be kept in abeyance, while duplicate copies of application forms are rejected. The text also notes that ASBA Bidders cannot apply to the same or another Designated Branch, and more than five ASBA Forms per account are rejected. Finally, it mentions that investors can contact the Company Secretary for grievance resolution regarding share certificates or demat issues.

This section outlines the mandatory submission of Permanent Account Numbers (PAN) for all bidders, noting exemptions for officials in Sikkim. It specifies that equity shares will be allotted only in dematerialized form, requiring a depository account, and mandates that allotment advice constitutes a binding contract. The document details the timeline for allotment, stating that credit of shares to the Depository Account must be completed within three working days of the issue closing date.

The document outlines the Company's commitment to completing allotment advice, instructions to SCSBs, and submission of documents within three working days of the issue closing date. It details the refund process for ASBA bidders, eligible NRIs/FPIs, and other investors, specifying that refunds for ASBA bidders must be made within three working days. The text also specifies compensation rates of Rs. 100 per day for delays in unblocking amounts exceeding three working days, referencing SEBI circulars for investor grievance resolutions.

The document lists two agreements between the Company and the Registrar to the Issue with specific dates, and states that the Company's shares have an ISIN. No litigation or regulatory proceedings are disclosed in this section.

The document advises bidders to conduct independent investigations to ensure their applications comply with applicable laws and regulations and do not exceed legal limits. It explicitly states that the remainder of the page is intentionally left blank.

The company has four directors on its Board as of the date of the Draft Red Herring Prospectus, including a Managing Director, two Non-Executive Directors, and two Independent Directors. The board composition is subject to the provisions of the Companies Act, 2013, which mandates certain retirement by rotation for directors other than Independent Directors. The document details the particulars of each director, including their qualifications, experience, and terms of directorship. Furthermore, the document includes confirmations regarding compliance with various securities laws and regulatory requirements.

The company adheres to various provisions of the Companies Act, 2013 and SEBI (LODR) Regulations, 2015 concerning corporate governance. The Board structure is designed to ensure compliance with these regulations, featuring an optimum mix of executive and non-executive directors. The company has established several committees, including an Audit Committee, to oversee critical functions such as financial reporting, auditor appointments, and related party transactions. The Board composition includes an Executive Director, a Non-Executive Director, and two Non-Executive Independent Directors.

The section details the powers and responsibilities of various committees within the company, including the Audit Committee and the Shareholders and Investors Grievance Committee. It outlines the composition and terms of reference for these committees, including quorum requirements and meeting frequencies. Furthermore, it lists the members of the Nomination and Remuneration Committee and describes its mandate concerning director qualifications, remuneration policies, and performance evaluation. The text also covers provisions related to insider trading policies and the disclosure of various internal procedures.

The company confirms that no performance-linked bonus or profit-sharing plan exists with Key Managerial Personnel, and no such benefits have been paid in the preceding two years or are intended to be paid. All Key Managerial Personnel are permanent employees of the company. The promoters hold a significant portion of the equity shares, and the promoters are identified as Mr. Samarth Jaiswal and Mrs. Ishani Mehta Jaiswal.

The document identifies two individual promoters, Mr. Samarth Jaiswal and Mrs. Ishani Mehta Jaiswal, who hold 99.13% of the company's pre-issue paid-up capital. Mr. Jaiswal is the Managing Director with over 10 years of experience, while Mrs. Jaiswal serves as a Non-Executive Director. Both promoters have negligible shareholding in the company and are not associated with any other ventures, directorships, or loans.

The document confirms that the company has not made any cash payments or offered inducements to its promoters or related parties for the last two years. Promoters have provided personal guarantees for bank facilities and hold no material guarantees for third parties regarding specified securities. There are no disassociations from firms or companies in the last three years, and no other business ventures are disclosed for the promoters.

The document identifies the Spouse's Sister, Mrs. Kashish Mehta, as a promoter entity. It lists Aycee Sales Private Limited, Celestial Jewels Private Limited, Grace Aviation Private Limited, and Alfa Strategies Private Limited as entities where the promoter holds 20% or more of the equity share capital. The text also notes that Nil entities are associated with the promoter under the specific criteria for Body Corporates and HUFs. Finally, it confirms that no other persons form part of the Promoter Group under the SEBI ICDR Regulations.

The document outlines the Company's dividend policy under the Companies Act, 2013, stating that dividends are paid upon Board recommendation and shareholder approval, potentially drawn from current or prior profits. It notes that the Company has no formal dividend policy for Equity Shares and does not have declared or paid any dividends since its incorporation. The declaration process involves a Board recommendation followed by shareholder approval at the annual general meeting, with dividends payable within 30 days of approval.

The provided text is a table of contents for a Restated Financial Information section of a Red Herring Prospectus, listing various financial statements and notes. It does not contain any specific details about the company's promoters, their shareholding percentages, or any adverse regulatory actions.

This section from the Red Herring Prospectus for Omara Ventures India Limited is an independent audit report from Mehan Associates, Chartered Accountants, confirming that their examination of the company's restated financial statements for the years ended March 31, 2024, 2025, and 2026 was conducted in accordance with the Companies Act, 2013, ICDR Regulations, and ICAI Guidance Notes. The report states that the auditors have passed peer review by the Institute of Chartered Accountants of India and hold a valid certificate until May 31, 2027. The management is responsible for preparing the financial statements, while the auditors' responsibility is to verify the statements and assist the Board in compliance with relevant regulations.

The document confirms that the Restated Financial Statements for the years ended March 31st, 2026, 2025, and 2024 have been prepared retrospectively after incorporating adjustments for accounting policy changes, material errors, and regroupings. The audit opinion is unmodified, and there are no other adverse remarks or comments in the Companies (Auditor's Report) Order issued by the Central Government of India. The financial information includes detailed annexures covering significant accounting policies, restated adjustments, share capital, reserves, long-term borrowings, provisions, and various notes to the restated financial statements.

The document states that the report is not a re-issuance of previous audit opinions, does not cover events occurring after the report date, and is intended solely for the IPO offer document without distribution for other purposes. The report is issued by Mehani Associates, a firm of Chartered Accountants, with the partner CA. Sanjeev Mehani, and includes a peer review number and registration details.

The document presents restated financial information for Omara Ventures India Limited for the years ended March 31, 2026, 2025, and 2024, showing a significant increase in revenue and profit before tax in the most recent year. The company incurred substantial expenses, particularly in the purchase of traded goods and employee benefits, which impacted its net profit margin. Adjusted earnings per equity share were reported as 31.11 for all three periods, indicating consistent profitability per share.

Omara Ventures India Limited is a public limited company incorporated in India under the Companies Act, 2013, originally as a private limited entity. The company is domiciled in India and is primarily engaged in the retail sale of jewellery, ornaments, and bullion products through wholesale and retail outlets based in Chandigarh. The financial statements presented are restated based on Generally Accepted Accounting Principles (GAAP) and are extracted from the audited financial statements of the company.

The document outlines the Company's operating cycle as 12 months, which classifies assets and liabilities as current or non-current based on when they are expected to be realized or settled. It also specifies that the functional currency is the Indian Rupee and that all amounts are presented in this currency, rounded to the nearest lakhs. Additionally, the text notes that previous period figures have been regrouped and reclassified to ensure uniformity and comparability across financial periods.

The section outlines the accounting policies for Property, Plant & Equipment and Intangible Assets, including their depreciation methods and useful lives as per the Companies Act 2013. It specifies that borrowing costs are capitalized when directly attributable to qualifying assets or expensed otherwise. The document also details the capitalization of borrowing costs incurred on working capital utilized for the company's operations.

The document outlines accounting policies for finance costs, impairment of property, plant, and equipment, inventory valuation, and revenue recognition. It specifies that inventory includes finished jewelry products valued at the lower of cost or net realizable value, with costs including purchase duties and labor. Revenue is recognized when ownership risks are transferred and can be reliably measured, net of GST.

The document outlines the accounting policies for recognizing interest income, taxation, provisions, and employee benefits. It specifies that interest is recognized on a time proportion basis, while other income and expenditures are recorded on an accrual basis. Taxation includes current and deferred tax, with deferred tax assets recognized only when future taxable profit is probable. Employee benefits are categorized into short-term obligations recognized as expenses and long-term defined benefit gratuity plans valued via actuarial methods. The company holds no bank balances or cash equivalents as of the reporting date, and it does not have any outstanding finance lease obligations.

This document details the reconciliation of restated financial statements for the years ended March 31, 2026, 2025, and 2024. It highlights a net profit after tax of 273.16 Lakhs for 2026, which is lower than the previous year's 936.53 Lakhs due to a tax adjustment of 12.58 Lakhs. The surplus is also restated from 41.69 Lakhs in 2024 to 314.85 Lakhs in 2026, with no changes in profit recorded for 2025.

The document details the company's share capital structure, showing a total authorized capital of 47,0 equity shares as of March 2026. It explains that 30,0 shares were issued as a 300:1 bonus share against existing holdings, utilizing the general reserve. The text also notes that the authorized capital was increased from 45,0 to 47,0 shares via an EGM resolution on May 19, 2026.

The document details the company's financial reserves and long-term borrowings as of March 2026, 2025, and 2024. Reserves increased significantly from 314.85 lakhs in 2026 to 951.39 lakhs, driven by net profits and share issues. Long-term borrowings totaled 393.80 lakhs in 2026, with Indian Overseas Bank holding the largest secured loan at 229.64 lakhs. The company also holds unsecured loans from various financial institutions such as Axis Finance, Clix Capital, and Tata Capital.

The document details the shareholding structure of the company, listing major banks and financial institutions as promoters with varying percentages as of March 2026, 2025, and 2024. It also outlines short-term borrowings secured against book debts and unsecured loans from directors, totaling over 1,800 lakhs as of March 2026. The section includes provisions for gratuity and lists specific long-term secured loans with current maturities against hypothecated assets.

The document details the company's trade payables and short-term provisions as of March 2026, showing a significant increase in trade payables due to MSMEs and others compared to previous years. It also lists various statutory dues, employee benefits, and other current liabilities, including provisions for gratuity, income tax, and expenses. The company reports that it has paid all MSME creditors due by May 15, 2026, and notes that vendor status under the MSMED Act was not disclosed due to lack of information.

The document details the employee benefits, finance costs, and other expenses incurred by the company for the fiscal years ended March 31, 2024, 2025, and 2026. Employee benefits expenses, including director remuneration and statutory contributions, increased over the period, while finance costs and other operational expenses also show growth trends across the three years.

This section details the loan and advance balances for the company's promoters and directors as of March 31, 2026, 2025, and 2024. It lists specific outstanding amounts for Mr. Sunil Jaiswal, Mr. Samarth Jaiswal, and their spouses, as well as salary and trade receivables for other directors and key personnel. The document also includes a ratio analysis table and a disclosure regarding the registration of charges with the Registrar of Companies, noting that the company has not defaulted on loans to related parties.

The document details the repayment status and outstanding loan balances for Indian Overseas Bank and ICICI Bank, noting that the loan to BMW Financial Services is scheduled for repayment starting in January 2025. It also lists specific working capital facilities provided by these banks, including cash credit and working capital loans, with deviations in trade receivables attributed to operational cuts. The company has pledged residential property in Panchkula as security for its working capital requirements and has not advanced funds to any ultimate beneficiaries or intermediaries.

The document details the reconciliation of trade receivables and cash balances for the years ended March 31, 2024 and March 31, 2026, confirming that all balances are in accordance with bank statements. It notes that the company has no contingent liabilities and has not traded in cryptocurrency or foreign currency during the reporting period. Key personnel changes include the appointment of new directors and the resignation of Mrs. Sadhna Jaiswal and Mr. Sunil Jaiswal in April 2026. The company has increased its authorized share capital from 1,0 to 45,0 equity shares and subsequently to 47,0 equity shares.

The document provides a restated Statement of Capitalization and Tax Shelter for the company as of March 31, 2026. The company's total shareholders' funds are 1,252.39 Lakhs, while total debts amount to 2,242.86 Lakhs, resulting in a debt-to-funds ratio of 1.79. The tax shelter figures show a significant increase in taxable income from 372.39 Lakhs in FY 2024 to 1,307.66 Lakhs in FY 2025, with a corresponding rise in statutory tax rate from 26.00% to 37.07%.

The document details the company's long-term and short-term secured and unsecured loans totaling over 1,849 lakhs as of March 2026. These loans are secured by assets such as an Audi Q5 45 TFSI technology car and involve personal guarantees from directors Sunil and Samarth Jaiswal. The loans are repaid through equated monthly installments over a period of 36 months, with the first installment commencing after a 24-month holiday period.

The section details unsecured business loans provided by eight financial institutions to the company, with outstanding amounts varying between zero and 46.63 crores as of March 2026. These loans are structured as equal monthly installments ranging from 15% to 17.68% interest rates, with repayment terms spanning 24 to 36 months. The loans are designated for working capital purposes and are held by entities such as Aditya Birla Finance Ltd, Axis Finance Limited, and Tata Capital Ltd.

The document details the reconciliation of Bandhan Bank's cash credit account for the years 2024-2025 and 2023-2024, showing a balance of 755.85 Lakhs as per books. It also presents actuarial disclosures for a defined benefit plan, including the present value of obligations, service costs, and expected returns, with a total liability of 7.11 Lakhs as of March 31, 2026.

The document details the age analysis of trade receivables for a company, showing outstanding amounts as of March 31, 2024, 2025, and 2026. It categorizes receivables into undisputed good, undisputed doubtful, and disputed categories, with specific breakdowns provided for different age groups. The data indicates that undisputed trade receivables are the primary component of the total outstanding balance across all periods.

The document provides audited financial statements for the years ended March 31, 2026, 2025, and 2024, along with detailed calculations for EBITDA and Net Worth. It lists the company's total borrowings as ₹2,242.86 lakhs and equity as ₹1,252.39 lakhs, resulting in a total borrowing to equity ratio of 1.79. The capitalization statement shows pre-IPO figures, while the statement of financial indebtedness details secured and unsecured loans from lenders such as ICICI Bank and the Reserve Bank of India.

The document outlines the terms of various loans secured by specific vehicles, including a BMW X5, Audi Q5, and a business loan from Aditya Birla Finance Ltd. It details repayment schedules, interest rates, and security arrangements such as hypothecation of the vehicles. The text also specifies prepayment charges and foreclosure conditions for the Aditya Birla Finance loan, noting restrictions on part prepayment and the requirement to clear 12 EMI's before any prepayment is allowed.

The document outlines loan terms for two promoters, Samarth Jaiswal and Kisetsu Saison Finance Ltd, detailing interest rates and penalty structures for prepayment and foreclosure during the lock-in period. Samarth Jaiswal holds a 15.99% shareholding in the company, while Kisetsu Saison Finance Ltd has a 15.99% shareholding. The loan terms specify varying interest rates and GST charges based on the installment number, with penalties ranging from 8% to 5% plus taxes on outstanding principal.

The document outlines loan terms for L&T Finance Limited, SMFG India Credit Co. Ltd, and Tata Capital Ltd, including interest rates and repayment schedules. It also details unsecured working capital loans for Mr. Samarth Jaiswal and Mr. Sunil Jaiswal, which carry no interest and require no security. The text provides specific prepayment and foreclosure penalties for the corporate borrowers.

Omara Ventures India Limited, formerly Omara Ventures India Private Limited, was incorporated in 2020 and converted to a public limited company in 2026. The company operates as a retail jewellery business specializing in diamond and gemstone products under the 'Omara' brand. Its business model focuses on in-house design, product curation, and retail merchandising to cater to customers seeking luxury and personalization. The company maintains a product development and supply arrangement with a partner to ensure consistent quality and design execution.

The document describes Omara as a design-led jewellery brand featuring limited quantities of select designs to maintain exclusivity, with the brand logo embossed on all products for authenticity. Quality assurance is provided through BIS hallmarking for precious metals and GIA certification for diamonds, catering primarily to B2C customers via retail boutiques. The company's promoters are identified as Mr. Samarth Jaiswal and Mrs. Ishani Mehta Jaiswal, who are responsible for strategic direction and growth. Further details regarding these promoters are available in a separate chapter of the prospectus.

This section outlines key financial metrics including debt, ratios, and profitability measures such as EBITDA and ROE. It also details significant developments subsequent to the last audited balance sheet, confirming no material adverse events. The document further explains factors affecting operations, specifically highlighting the quality of raw materials like gold and diamonds as critical to maintaining product value and customer trust.

The document outlines critical operational risks facing the company, including macroeconomic volatility, commodity price fluctuations, and inventory security issues. It highlights a strict regulatory environment requiring adherence to hallmarking and anti-money laundering laws, alongside a complex cost structure driven by artisan labor and procurement. Financial data reveals a strategic shift toward long-term institutional debt and increased working capital, while trade receivables have significantly decreased due to a cautious approach to credit during high gold price periods.

The document details the financial performance of the company, highlighting a significant increase in revenue from operations from ₹2,352.47 lakhs in FY 2024-25 to ₹4,587.35 lakhs in FY 2025-26, representing a 95% growth. Total expenses rose substantially from ₹1,985.19 lakhs in FY 2024-25 to ₹3,313.27 lakhs in FY 2025-26, driven by increased purchases of traded goods, inventory changes, and finance costs. The company's profit before tax increased from ₹367.30 lakhs in FY 2024-25 to ₹1,274.08 lakhs in FY 2025-26, while profit after tax grew from ₹273.16 lakhs to ₹936.53 lakhs.

The section details the company's design innovation and retail expansion strategies, which drove revenue growth and higher average order values. Other income was negligible at ₹0.01 lakhs in FY 2025–26, confirming that operations are the primary revenue source. Significant purchases of traded goods and finished goods increased substantially, driven by inventory build-up to support expanded retail presence and new product designs. Employee benefits expenses rose by approximately 15.13% to ₹103.18 lakhs, reflecting workforce expansion, while the expense as a percentage of revenue decreased due to revenue scaling.

The document details significant increases in finance costs and depreciation due to higher working capital needs and capital investments, while other expenses decreased marginally as a result of aggressive marketing in the previous year. Total expenditure and profit before tax grew substantially, driven by revenue expansion and improved cost control, leading to a marked increase in profit after tax.

The document outlines the financial performance of the company across operating, investing, and financing activities for the years ended March 31, 2024, 2025, and 2026. While operating activities showed a net cash outflow due to increased working capital needs, investing activities primarily involved fixed asset purchases. Financing activities demonstrated significant inflows driven by increased borrowings for working capital and interest payments, reflecting a strengthening capital base. Related party transactions and contingent liabilities are also disclosed, with specific details available in the restated financial statements.

The document confirms that the company has no defaults in repayment of statutory dues, debentures, deposits, or loans from banks or financial institutions, nor has there been any material fraud or unusual transactions. It further states that no significant economic changes or material adverse impacts on revenue are expected, and that the company operates in a single major industry segment with no seasonal business patterns.

The document confirms that the company has not made any cash payments to its promoters or related parties, nor has it offered any inducements to become directors or interested in other firms. It further states that no payments or benefits have been given to the promoter group in the two years preceding the filing date. While the promoters have provided personal guarantees for bank facilities, there are no material guarantees given to third parties. The promoters have not disassociated from any firms in the last three years, nor do they have any other business ventures or interests.

The document is an independent auditor's report from Mehan Associates, Chartered Accountants, confirming that the Restated Financial Statements of Omara Ventures India Limited have been prepared in accordance with the Companies Act, 2013, SEBI Regulations, and ICAI Guidance Note. The report covers the financial year ended March 31st, 2026, as well as the prior years 2025 and 2024, and includes an unmodified opinion on the financial statements. The report also examines other financial information proposed for the offer document, such as long-term borrowings, provisions, and trade receivables, and notes that regrouping and adjustments may affect reported amounts compared to audited statements.

This section details the main provisions of the Articles of Association concerning various aspects of the company's structure and shareholder relations. It covers definitions, limitations on fund usage, control over share allotment, rights related to share issuance, and various provisions related to calls, interest, and the forfeiture of shares. The articles also specify procedures for dealing with share transfers, the lien of the company on shares, and the process for enforcing these liens through sale or other means.

This section details various provisions concerning the forfeiture of shares, the transfer and transmission of shares, and the rights of shareholders, particularly in relation to the death or insolvency of a member. It outlines procedures for notice requirements for payments, the Board's power to dispose of forfeited shares, and the liability of former shareholders. Furthermore, it covers restrictions on share transfers, the Board's discretion in refusing to register transfers, and provisions related to the dematerialization of securities.

The provisions detail various aspects of corporate governance, including rules for securities dealt in a depository and the conduct of general meetings. It outlines procedures for summoning meetings, the notice periods required, and the quorum requirements for different numbers of members. Furthermore, it specifies rules regarding special business, including disclosures related to directors' interests in other companies. The section also covers the voting rights of members, including distinctions for preference shareholders, and various conditions under which a member may lose their voting rights.

This section details various provisions concerning the appointment, removal, and rights of directors and key managerial personnel. It outlines requirements for Independent Directors, the appointment of women directors, and the power of the Board to appoint Chief Executive Officers or other senior personnel. Furthermore, it specifies rules regarding the appointment of Additional Directors and the proportion of directors retiring by rotation. The text also covers provisions related to debenture holders appointing directors and the rights of finance corporations to appoint directors under certain default conditions.

The Articles of Association grant the Board various powers concerning the company's operations, including the ability to execute contracts, make bye-laws, and manage various funds. Provisions exist for the appointment and duration of a Managing Director, as well as for Whole-time Directors, with stipulations regarding remuneration and the Board's control. The Board also has the power to delegate powers to other Directors or the Executive Director. Furthermore, the Articles detail extensive powers regarding borrowing money, including the ability to secure loans through various instruments, and provisions for assigning debentures. There are also specific rules concerning the treatment of dividends, including the creation of reserve funds, the timing of dividend payments, and the deduction of outstanding calls.

This section details various provisions concerning shareholder rights, dividend handling, and the management of company accounts and documentation. It covers rules regarding the receipt of dividends, the transfer of shares, the capitalization of profits, and the powers of the Board in relation to bonus issues. Furthermore, it outlines procedures for keeping and inspecting books of account, the format of financial statements, and the appointment and duties of auditors.

The provided section details various provisions concerning shareholder rights, director responsibilities, and secrecy clauses within the company's articles. It outlines procedures for asset division, indemnification for company officers, liability limitations for directors, and strict secrecy obligations for company information. Furthermore, it specifies procedures for inspecting statutory registers and the process for material contracts and documents used in the prospectus.

The provided section primarily consists of declarations signed by various directors and officers affirming compliance with relevant provisions of the Companies Act, 2013, and guidelines issued by the Government of India or the Securities and Exchange Board of India Act, 1992. These declarations certify that the statements made in the Draft Red Herring Prospectus are true and correct.