Aragen Life Sciences Limited

This section provides an overview of the industry and market data, primarily referencing reports from Frost & Sullivan. It details the resilience of the global economy and projections for various economic growth rates across different countries. Furthermore, it discusses the pharmaceutical industry's structure, its growth drivers, and its market segmentation across different regions. Key insights include the expansion of the global pharmaceutical market, the impact of demographic changes, and the role of various factors like patent expirations and technological advancements in driving market dynamics.

The pharmaceutical industry is segmented by company size, with mid-sized companies projected to be the fastest-growing segment between 2025 and 2030F, showing a CAGR of 10.39%. The market is also divided by drug modality, where small molecules are expected to remain the dominant segment, while biologics are showing rapid growth. Small molecule drugs are supported by broad applicability, established regulatory pathways, and cost-efficient manufacturing, whereas biologics are expanding due to advances in antibody therapeutics and other complex treatments.

The text discusses various aspects of the pharmaceutical market, focusing heavily on the biologics segment. It highlights the strong growth projections for the global biologics market, driven by increasing adoption of biologic and biosimilar therapies. Key growth drivers include innovation in therapeutic modalities, the expansion of biosimilar access in price-sensitive markets, and supportive reimbursement policies. Furthermore, the text details trends in drug approvals, the complexity of biologics versus small molecules, and the evolution of pharmaceutical modalities towards more complex, next-generation therapies.

The text discusses the complexity of pharmaceutical innovation, noting that new drugs require extensive discovery efforts, preclinical testing, and regulatory review, which can take over a decade and require significant R&D investment. The pharmaceutical value chain involves multiple stages, from target identification to commercial manufacturing and distribution, where the boundaries between stages are converging. Global pharmaceutical R&D expenditure is expanding, and the increasing complexity of drug modalities like biologics and cell and gene therapies is driving higher development costs. Furthermore, the reliance on external services and partnerships is growing as pharmaceutical companies seek to manage these complex requirements.

The pharmaceutical development and manufacturing landscape is undergoing a significant transformation driven by increasing product complexity, the adoption of advanced manufacturing technologies, and shifts in global supply chain strategies. The growing importance of biologics and advanced therapies necessitates specialized capabilities, infrastructure, and capital investment. Furthermore, the integration of next-generation manufacturing technologies is improving process efficiency and scalability, while evolving global manufacturing networks require reassessment of sourcing and supply chain resilience.

The pharmaceutical industry is increasingly shifting towards outsourcing research, development, and manufacturing activities due to rising R&D costs, increasing scientific complexity, and the need for specialized capabilities. This trend is driven by the desire to optimize resource allocation, reduce capital commitments, and accelerate development timelines. Outsourcing allows companies to leverage external expertise and infrastructure, particularly for complex modalities like biologics, by converting fixed costs into variable expenditures. The market for pharmaceutical contract services is projected to grow significantly, with outsourcing penetration increasing across various stages of the value chain.

The global Contract Research, Development, and Manufacturing Organization (CRDMO) market is projected to grow significantly, with the market expected to expand from USD 167 billion in 2025 to USD 251 billion by 2030F at a CAGR of 8.41%. The market is segmented by modality, with small molecule drugs expected to remain the largest segment, while biologics are projected to show faster growth. In India, the pharmaceutical services sector is transforming from a commodity manufacturer to a sophisticated partner, evidenced by increased collaborations with global innovators. India's CRDMO market is expected to grow at a CAGR of 13.42%, exceeding the global market's growth rate. Key drivers for this growth include a strong pool of scientific talent, cost-competitive operating structures, and a proven track record in regulatory compliance.

The pharmaceutical industry is being supported by various initiatives, including government efforts like BIRAC initiatives and bulk drug parks, which are focused on capacity expansion and supply chain localization. Supportive policies concerning foreign direct investment, capital market access, financial incentives, and regulatory process improvements are also encouraging investment throughout the pharmaceutical value chain. India is gaining importance as a destination for pharmaceutical supply chain diversification, driven by global strategies like the China+1 approach and regulatory developments, aiming to reduce dependence on single-country sourcing. The global Contract Research Organization (CRO) market is projected for significant growth, with various service lines and regions showing distinct growth trajectories.

The analysis covers market dynamics for Contract Research Organizations (CROs) and Contract Development and Manufacturing Organizations (CDMOs) across various regions and service lines. North America is the largest CRO market, followed by Europe, with the Asia-Pacific (APAC) region showing the fastest expected growth. India's share of the global CRO market is projected to increase, driven by cost advantages and expanding research infrastructure. The global CDMO market is expected to grow significantly, with commercial manufacturing being the largest segment, although development services are anticipated to experience a faster growth trajectory.

The global Contract Development and Manufacturing Organization (CDMO) market is expected to see continued growth, with small molecule drugs maintaining the largest segment and biologics showing faster expansion. Key regional dynamics include North America leading in market size, APAC projected to surpass Europe in market size by 2030F, and India playing a role in the market. The Indian CDMO market is expected to grow significantly, driven by increasing outsourcing and government initiatives. Challenges for CDMOs include high capital intensity, regulatory compliance, and the need to manage supply chain risks and talent availability. Success in this market is determined by scientific depth, regulatory breadth, execution ability, and the capacity to offer integrated, end-to-end services.

Pharmaceutical companies often consolidate outsourced requirements with a limited number of Contract Development and Manufacturing Organizations (CRDMOs), creating opportunities for integrated service providers to expand their engagement. This integration can improve coordination, reduce handoff risks, and enhance customer visibility, fostering stronger partnerships across various company sizes. The ability to serve a diversified customer base, including emerging biotech firms and large global pharmaceutical companies, enhances revenue resilience by balancing early-stage programs with long-term commercial contracts. Furthermore, regulatory track records, execution capabilities, and technical expertise in advanced manufacturing are key differentiators in the CRDMO market.

Aragen is a fully integrated Contract Research, Development, and Manufacturing Organization (CRDMO) serving global innovator companies in the life sciences industry, offering comprehensive solutions for both small molecules and biologics. The company has established itself as one of the largest CRDMOs among assessed Indian peers in terms of the number of solutions offered and operating revenue. Aragen possesses advanced scientific capabilities across various chemistry platforms and has specialized expertise in areas like peptides, oligonucleotides, and PROTACs. The company operates an integrated US-India delivery model for biologics and has a robust pipeline for future volume growth.

The company offers integrated gene-to-GMP solutions by combining R&D and cell line development capabilities from the United States with process development, analytical laboratories, and GMP manufacturing in India. The company has a track record in complex biologics development, having delivered 54 cell lines to customers since Fiscal 2019. The company operates an installed GMP manufacturing capacity of 2.50 KL as of March 31, 2026, supported by process development and analytical laboratories, which was commissioned in the third quarter of Fiscal 2026. The company is recognized as one of the three Contract Development and Manufacturing Organizations (CRDMOs) among assessed Indian peers, offering cross-border solutions supported by nearshore R&D in the US and offshore development/manufacturing in India. Operations are supported by a network of six advanced integrated R&D and manufacturing facilities across the US and India, and regional offices in India, the Netherlands, and the US, along with sales personnel in Europe, China, and Japan for global coverage. The company maintains strong focus on quality systems and regulatory compliance, having been approved by multiple regulatory authorities, and utilizes digital systems like SAP to ensure quality and consistency. The company invests in technology-enabled platforms, including AI-enabled retrosynthesis and machine learning-based automation, under the “Aragen.ai” framework.

The company has demonstrated significant customer growth across various engagement types, evolving from initial chemistry engagements into broader and enterprise-scale partnerships. The company offers CRO solutions covering discovery across small molecules and biologics, supported by expertise in medicinal chemistry, biology, and GLP-compliant safety assessment. Key capabilities include complex chemistry, various biological modalities, and safety assessments for pharmaceuticals, agrochemicals, and specialty chemicals. The company has established CDMO capabilities for both small molecules and biologics, including custom synthesis, process development, and manufacturing solutions. The company maintains long-standing relationships with global pharmaceutical customers and has diversified its revenue across different customers and geographies.

The company operates a multi-service engagement model covering both CRO and CDMO solutions, showing increasing cross-selling capabilities with customers. The company has strategically located advanced infrastructure across India and the United States, including Discovery R&D, Development, and Manufacturing facilities. They have received industry awards recognizing their customer focus. The infrastructure is designed to ensure continuity across the value chain, with US facilities providing proximity to innovator biologics customers and Indian facilities offering a cost-competitive execution base. The company maintains strong regulatory compliance and has invested significantly in expanding infrastructure and capabilities across various modalities.

The company intends to deepen its domain knowledge in oncology, immunology, CNS, and metabolic disorders, while strengthening capabilities in phage display and hybridoma technologies, and expanding bioconjugation skills. A key strategic pillar involves investing in digital and AI-enabled Discovery platforms to enhance scientific productivity and accelerate drug discovery timelines by integrating proprietary and licensed platforms. The company is focused on converting Contract Research Organization (CRO) customer relationships into Contract Development and Manufacturing Organization (CDMO) engagements. They aim to foster long-term relationships with large pharmaceutical customers by offering additional solutions across the value chain and by strengthening their dual team structure for business development and account management.

The issuer operates facilities in India, including a small molecule CDMO in Hyderabad and a small molecule CDMO in Visakhapatnam, alongside a biologics CDMO facility in Bengaluru. The company has integrated manufacturing support systems, ensuring compliance with various regulatory requirements and environmental standards. The company has significant installed capacity across these facilities, with capacity utilization levels reflecting ongoing ramp-up and expansion efforts. The company serves a diverse global customer base spanning the life sciences industry, with a substantial portion of revenue derived from top customers and repeat business. Furthermore, the company has established robust supply chain management practices, including compliance with various regulations and diversification of suppliers.

The issuer details various aspects of its operations, including procurement, operational excellence, sales, and market positioning within the CRDMO industry. The company has structured processes for supplier onboarding and sustainability, utilizes technology across its value chain, and employs rigorous operational improvement programs. Furthermore, the company maintains a dedicated business development team and engages in industry conferences to showcase its capabilities. The company also outlines its insurance coverage, intellectual property portfolio, employee strength, and commitment to environmental, social, and governance standards.

The company operates in the comprehensive drug development lifecycle, offering solutions spanning contract discovery and pre-clinical research, as well as contract development and manufacturing for both small molecules and biologics. The company is subject to various Indian laws and regulations concerning business operations, including those related to shops and establishments, drugs and cosmetics, explosives, boilers, petroleum, and hazardous chemicals. Furthermore, the company must adhere to environmental regulations, including those concerning pollution control, and various labor laws that govern employment conditions.

The provided text details a broad range of Indian laws and regulations applicable to the company's operations, covering industrial relations, wages, social security, intellectual property, taxation, and securities regulations. It also lists various laws concerning environmental, safety, and pharmaceutical aspects, particularly those relevant to a foreign material subsidiary. Key legislation mentioned includes various codes and acts related to labor, competition, trade marks, patents, and various tax laws. Furthermore, the text outlines compliance requirements under SEBI regulations for listed companies and various IT and data protection laws.

This section details various legal and regulatory requirements concerning environmental, health, and safety compliance, primarily referencing laws from California. It outlines specific obligations for medical waste generators, requirements related to the Safe Drinking Water and Toxic Enforcement Act, workplace safety programs, animal cruelty statutes, and hazardous materials handling plans.

The company, initially incorporated as ‘GVK Biosciences Private Limited’ in Hyderabad, Andhra Pradesh on December 7, 2000, underwent several significant changes, including name changes and conversion from a private to a public limited company. Key name changes occurred in 2020 and 2023, and the authorized share capital was increased multiple times through various schemes. The company has a history of receiving numerous awards and recognitions for its work, including sustainability and work environment. Furthermore, the company has a track record of successfully completing projects without time or cost overruns, and there have been no defaults or restructuring of borrowings with financial institutions.

The holding structure details several entities, including Aragen Biologics, Aragen Foundation, Aragen Biosafety Solutions Pvt. Ltd. (formerly Intox Private Limited), Aragen Life Sciences B.V., and Aragen Bioscience, Inc., all holding 100% stakes in Aragen Life Sciences Limited. The company has not undertaken material acquisitions or mergers in the last ten years. Significant corporate actions include a composite scheme of arrangement filed on March 17, 2021, involving the amalgamation, demerger, and merger of businesses between Excelra, GVK Davix Technologies, and GVK Davix Research. Furthermore, the company acquired Aragen Biosafety Solutions Private Limited on December 13, 2021, and various option agreements were executed concerning the acquisition of shares in ABSPL. A scheme of arrangement was also filed on March 17, 2016, for the demerger of the informatics division into Excelra.

The company has undergone several significant corporate transactions, including a demerger effective from April 1, 2015, involving a transfer of assets and liabilities with Excelra Knowledge Solutions Private Limited. Furthermore, a scheme of amalgamation was filed in March 2018 to merge Inogent Laboratories Private Limited into the company, with the merger taking effect from April 1, 2017. Later, a share sale and purchase agreement was executed in June 2024 for the acquisition of share capital of Aragen Bioscience, Inc. by its subsidiary. The company currently has five subsidiaries, including Indian subsidiaries like Aragen Biosafety Solutions Private Limited and Aragen Biologics Private Limited, as well as a foreign subsidiary, Aragen Life Sciences B.V., and an indirect subsidiary, Aragen Bioscience, Inc.

The section details various agreements and relationships concerning the company. It states that there are no guarantees from Promoter Selling Shareholders and no other related business transactions with subsidiaries. Furthermore, the company currently has no joint ventures or associate companies. A significant portion of the text discusses various Shareholders’ Agreements, including amendments and waivers, which define rights and obligations between different parties. It also confirms the absence of material agreements with strategic or financial partners, key managerial personnel, or employees regarding compensation or profit sharing. Finally, it asserts that there are no material covenants in agreements related to securities transactions and confirms that the equity shares of the subsidiaries are not listed on any stock exchanges.

This section provides various definitions and abbreviations used within the Draft Red Herring Prospectus. It defines terms related to the company, such as the legal name, the roles of key personnel, and various financial and regulatory terms. It also outlines terms related to the offer process, including different types of bidders, bid amounts, and the process for allotment of equity shares.

This section details various terms related to the offer process, including the roles of Book Running Lead Managers (BRLMs), definitions for confirmation notices, various accounts, and different types of bidders. It specifies which entities are authorized to collect bid forms, the nature of the issue (Fresh Issue), and the different categories of investors such as Qualified Institutional Buyers (QIBs), Retail Individual Bidders (RIBs), and Non-Institutional Bidders (NIBs).

This section primarily defines various terms related to the bidding process and financial metrics used in the offering. It outlines rules regarding bid revisions and withdrawals for different types of bidders, such as QIB, Non-Institutional, and Retail Individual Bidders. It also details various legal and financial terms, including definitions for various regulatory bodies, accounting measures like Adjusted EBITDA and Profit margins, and various financial ratios.

This section primarily defines various legal and financial terms used within the Draft Red Herring Prospectus. It lists definitions for various regulatory bodies, accounting standards, financial metrics, and legal acts. It also specifies conventions regarding the use of time, years, and references within the prospectus. Furthermore, it details the basis for the financial information presented, noting that it is derived from restated consolidated financial information prepared under various regulations.

This section primarily discusses the calculation basis for various financial metrics and the presentation of currency units within the Draft Red Herring Prospectus. It details that certain Non-GAAP financial measures are included as supplemental performance and liquidity indicators, noting limitations such as excluding significant expenses and income required by Ind AS. The text also covers the conversion of certain foreign currency amounts into Indian Rupees for SEBI ICDR Regulations compliance. Furthermore, it outlines the sources for industry and market data, including information commissioned by Frost & Sullivan (India) Private Limited, and includes disclaimers regarding the reliability and comparability of such third-party data.

This section outlines the structure of the securities offering, detailing various components such as Fresh Issue, Offer for Sale, and Employee Reservation portions. It specifies different categories of offers, including QIB, Non-Institutional, and Retail, along with rules for allocation and potential spill-over between categories. Furthermore, it details the authorization and confirmation procedures for the selling shareholders and sets limits on the allocation to employee reservation portions.

This section details the summary of restated consolidated cash flows for the years ended March 31, 2026, 2025, and 2024, showing various components like operating activities, investing activities, and financing activities. It also outlines contingent liabilities against the company, including disputes related to income tax, service tax, central sales tax, customs, and goods and service tax. Furthermore, it mentions litigation regarding the classification of R&D services and an ongoing litigation concerning land purchased from APIIC.

This section details the authorized and issued share capital of the company as of the Draft Red Herring Prospectus date. It outlines the structure for various offers, including fresh issues and offers for sale by selling shareholders. Furthermore, it specifies limits on employee reservation portions and provides a history of equity share allotments over time.

This section details various allotments of equity shares across different dates and under various consideration types, including cash allotments and employee stock option plans (ESOPs). The data covers allotments from February 6, 2017, through various ESOP exercises and cash allotments up to July 2022. The allotments involve numerous individuals and entities, with share counts ranging from hundreds to millions. There are specific instances of bonus issues and allotments to various trusts and individuals.

This section details various allotments of equity shares, including a significant event on July 7, 2022, related to a Composite Scheme of Arrangement. It outlines the allotment of shares to several entities and individuals, including the cancellation of shares held by GVK Davix Tech. Furthermore, the text discusses the absence of outstanding preference share capital and restrictions on secondary transactions involving promoters and selling shareholders.

The section details the history of share capital held by the company's promoters, showing the collective holding of 12,89,76,198 Equity Shares, which represents 58.35% of the issued, subscribed, and paid-up pre-Offer Equity Share capital on a fully diluted basis. Specific details are provided regarding the shareholdings of Davinder Singh Brar, Madhubani Investments Private Limited, and Reddy Investment Trust, including their respective percentages of the pre-Offer capital. Furthermore, the section outlines various transactions, including allotments, transfers, and bonus issues over time, and discusses lock-in provisions related to the promoters' contribution.

The section details various provisions related to equity shareholding, including restrictions on promoter contributions and lock-in periods for different classes of shares. It specifies that certain equity shares held by promoters are encumbered under a non-disposal undertaking with a lender, though this hold is scheduled for temporary release. Furthermore, it outlines different lock-in periods for equity shares allotted to anchor investors and details various requirements under SEBI ICDR Regulations concerning the transferability and pledge of shares held by promoters and other shareholders.

The section details various aspects of the company's capital structure, including the pre-offer shareholding breakdown and historical transactions involving promoters and selling shareholders. It lists the percentage of equity share capital held by different entities, such as various investment trusts and private limited companies, as of a specific point. Furthermore, it provides information on the acquisition history of equity shares by various parties over the last three years, including the number of shares acquired and the corresponding acquisition prices. The section also covers the pre-offer and post-offer shareholding percentages for both the promoter group and top 10 shareholders, as well as details regarding the Employee Stock Options Schemes, including the number of options granted, exercised, and vested.

This section details various aspects related to employee stock option plans (ESOPs) and related provisions. It covers conditions regarding the sale of equity shares by key personnel and directors, as well as stipulations concerning the sale of equity shares arising from ESOP schemes. Furthermore, it provides historical data on the number of options outstanding, vested, and exercised across different fiscal years, along with details on option forfeiture and the resulting equity shares. The text also outlines various accounting policies and assumptions used for valuing options.

The section discusses various aspects related to the company's capital structure, including the holding of equity shares by certain associates and the restrictions on transactions by promoters and directors. It clarifies that certain associates collectively hold a significant portion of the pre-Offer equity share capital. Furthermore, it states that no partly paid-up equity shares exist and outlines restrictions on future equity share issuance during a specified period, except for the current offer or employee stock option exercises. The text also addresses the handling of transactions by promoters and the requirement to report such transactions to stock exchanges.

The Offer involves a Fresh Issue of Equity Shares and an Offer for Sale of Equity Shares by Selling Shareholders. The Net Proceeds from the Fresh Issue are proposed to be utilized for various objects, including the repayment or pre-payment of borrowings, capital expenditure for new equipment, and general corporate purposes. The company intends to deploy these funds according to a proposed schedule across different fiscal years.

This section details the indicative list of borrowings availed by the company, which are proposed to be prepaid or prepaid from the net proceeds. The borrowings are categorized based on the nature of the loan, the purpose for which they were utilized, and various terms related to repayment and prepayment obligations. The details include various lenders, principal amounts, loan types, and the intended use of the funds.

The section details various loans availed by the company, including working capital facilities and term loans, which are proposed to be prepaid from the net proceeds. Specific loans include pre-shipment finance, reimbursement of cost of fixed assets, and working capital requirements. Furthermore, the company intends to utilize a significant portion of the net proceeds for capital expenditure related to expanding and upgrading its Research and Development (R&D) laboratories in Hyderabad. This capital expenditure is planned for the purchase of laboratory equipment and machinery to support the expansion of its drug discovery platform.

This section details various equipment and machinery proposed for acquisition, categorized into different functional areas such as chromatography, detection, synthesis, drying, and molecular analysis. The text outlines specific quotations from various suppliers for these items, including the estimated cost and the corresponding amount to be funded from the net proceeds. Furthermore, it describes the proposed deployment of these assets, including funding for new equipment for a material subsidiary for drug substance expansion and the establishment of a dedicated fill and finish line.

The company intends to use a portion of the net proceeds for the purchase of machinery and equipment, with an estimated aggregate amount of ₹45.00 Crore. This purchase is subject to management estimates and potential variations based on market conditions or other uncontrollable factors. The company also intends to deploy the balance net proceeds towards general corporate purposes, which includes funding business growth, strategic initiatives, and various operational expenses. The process for deploying the net proceeds is flexible, and any variation in utilization is subject to compliance requirements and prior shareholder approval.

The section details the operational status of the company's biologics R&D facilities and the diversification of its revenue base. The company operates biologics R&D in California, US, and has developed and delivered cell lines since Fiscal 2019. The US-based operations are complemented by India-based GMP manufacturing, with plans to expand capacity in 2027 and 2028. The revenue profile shows strong relationships with global pharmaceutical customers, with a high percentage derived from repeat business. The company also highlights its strategically located infrastructure across India and the United States, supported by approvals from various regulatory authorities.

The provided text contains financial data for two entities, Anthem Biosciences Ltd and Syngene International Ltd, detailing various financial metrics for the years ending March 31, 2026, 2025, and 2024. It includes performance indicators such as revenue, profit, margins, and growth rates. Furthermore, the text discusses aspects related to the issuance and sale of equity shares, including criteria for primary and secondary transactions, and justifications for the offer price based on acquisition costs. Finally, there is a statement regarding possible special tax benefits available to the company and its subsidiaries.

This section details various aspects related to tax laws concerning the company and its material subsidiary. It discusses the availability of special tax benefits under the Income Tax Act, 2025, including provisions for concessional tax rates for domestic companies and deductions related to employee employment and capital expenditure. Furthermore, it outlines rules regarding inter-corporate dividends and the tax treatment for various classes of shareholders, such as individuals and mutual funds. The text also covers specific provisions for the material subsidiary, including a concessional tax regime for new domestic manufacturing companies and benefits related to Goods and Services Tax (GST).

The provided text details various claims regarding potential special tax benefits for the Material Subsidiary under different tax laws. It outlines several exemptions and benefits related to import/export activities, including IGST, Basic Customs Duty (BCD), and various customs duties. The statement clarifies that these benefits are subject to conditions and eligibility criteria, and that the benefits discussed are not exhaustive. Furthermore, the document includes disclaimers regarding the scope of the tax laws covered and the limitations of the expert's opinion.

This section details the possible special tax benefits available to Aragen Bioscience, Inc. under various United States and California tax laws. It covers potential credits for research activities, deductions for domestic research expenditures, and partial exemptions from sales and use tax for equipment purchases. The statement also includes numerous notes clarifying the scope, limitations, and applicability of these tax benefits.

This section details the scope of the Independent Auditor's Examination Report on the restated consolidated financial information of Aragen Life Sciences Limited for inclusion in the Draft Red Herring Prospectus (DRHP). The report covers the financial statements as of March 31, 2026, March 31, 2025, and March 31, 2024, including the statement of assets and liabilities, profit and loss, changes in equity, and cash flows. The examination was conducted in accordance with agreed terms and relevant regulations, relying on the audit reports of other auditors for certain subsidiaries and trusts.

This section details the restated consolidated statement of assets and liabilities for Aragen Life Sciences Limited for the years ended March 31, 2026, 2025, and 2024. The statement shows significant fluctuations in various balance sheet components, including non-current assets, current assets, total liabilities, and total equity. The profit and loss statement provides data on revenue from operations, total income, expenses, profit before tax, profit before tax, and the final profit for the year, along with details on tax expenses and other comprehensive income.

This section provides restated consolidated financial statements for Aragen Life Sciences Limited for the years ending March 31, 2026, March 31, 2025, and March 31, 2024, including a statement of changes in equity and a statement of cash flows. The Profit and Loss statement shows fluctuations in profit attributable to owners of the holding company and non-controlling interests, alongside other comprehensive income/loss. The cash flow statement details cash generated from operating, investing, and financing activities, including adjustments for working capital changes and various financing outflows.

This section details the restated consolidated financial information of Aragen Life Sciences Limited, including various notes on accounting policies and financial statement preparation. It covers the statement of cash flows, notes on financial information, basis of preparation, and various measurement and classification policies. The information is prepared in accordance with Indian Accounting Standards (Ind AS) and relevant regulations, and outlines how different financial items are measured, including the use of fair value and foreign currency translations.

This section details various accounting policies and consolidation procedures for the financial statements, including criteria for determining control over investees and how financial information is consolidated. It outlines rules for handling intragroup transactions, business combinations, revenue recognition, tax accounting, and the accounting for property, plant, and equipment, including depreciation and impairment. Furthermore, it specifies policies for dealing with borrowing costs and intangible assets.

This section details various accounting policies and disclosures related to intangible assets, leases, inventories, contingent liabilities, employee benefits, and provisions within the financial statements. It outlines specific recognition criteria for research and development costs, the treatment of contracts as leases, the measurement of various assets and liabilities, and the accounting for employee benefits like gratuity and defined benefit plans.

This section details various accounting treatments for different financial instruments and employee compensation components under the company's restated consolidated financial information. It covers recognition and measurement principles for share-based payments, financial assets, financial liabilities, and derivative instruments. Specific rules are provided for handling financial instruments, including initial recognition, subsequent measurement, derecognition criteria, and impairment loss allowances based on expected credit loss models. Furthermore, it outlines how cash flow hedges are accounted for, including the recognition of effective and ineffective portions of derivative changes in profit or loss or other comprehensive income.

This section details various accounting policies and disclosures related to the financial statements, including treatment of equity instruments, cash and cash equivalents, segment reporting, contract costs, and changes in accounting standards. It outlines management's judgments and estimates used in preparing the restated consolidated financial information, as well as assumptions and estimation uncertainties that may impact carrying amounts. The text also provides detailed schedules for Property, plant and equipment and accumulated depreciation across different reporting dates.

This section details various aspects of the company's financial statements, including property, plant and equipment, capital work-in-progress, right-of-use assets, and goodwill. It provides comparative data across fiscal years for these items, including balances, additions, disposals, and various aging schedules for capital work-in-progress. Furthermore, it outlines the methodology for measuring lease liabilities, the breakdown of lease liabilities into current and non-current components, and the impairment testing performed on goodwill allocated to cash-generating units (CGUs).

This section details various components of the financial statements, including intangible assets, investments, financial assets, and inventories. It provides historical data for these items across fiscal years ending March 31, 2024, 2025, and 2026. Specific attention is given to the movement in intangible assets, the fair value and classification of investments, and the details of financial instruments like derivatives and hedging reserves. Furthermore, inventory levels and write-downs related to inventories are presented.

This section details the movement in trade receivables over three fiscal years, including segregated amounts for considered good, significant credit risk, and credit impaired receivables. It also provides an ageing schedule for trade receivables as of March 31, 2026 and March 31, 2025, and shows the total outstanding receivables. Furthermore, the section presents cash and bank balances, including cash equivalents and various bank deposits, along with other assets. Finally, it details the structure of the equity share capital, including authorized and issued shares, and the shareholdings of various promoters as of March 31, 2026.

This section details various aspects of the company's equity shareholding structure and employee stock option schemes (ESOPs) as of different dates. It includes disclosures on the shareholdings of the promoters, information on the issuance of shares through private placement, and the changes in outstanding and exercised stock options under different ESOP plans. The text also mentions the establishment of various ESOP plans by the Board of Directors and details the accounting treatment for employee compensation expense related to granted options.

This section details the movement in various components of the consolidated financial information over three fiscal years, including equity, reserves, and borrowings. The data covers securities premium, various reserves such as capital and general reserves, retained earnings, and provisions related to cash flow hedges and other financial instruments. Furthermore, it provides a breakdown of borrowings, including non-current and current loans, along with details on the terms of repayment and security for these liabilities.

This section details various financial line items, including borrowings, provisions, trade payables, other financial liabilities, revenue from operations, cost of materials, and employee benefits expenses across three fiscal years (ending March 31, 2024, 2025, and 2026). It also provides extensive information regarding the accounting for employee benefits, including defined benefit plans, and the impact of changes in labour laws. The data covers aspects of working capital, contract liabilities, and revenue recognition methodologies.

This section details the financial statements for Aragen Life Sciences Limited, presenting various line items across three fiscal years. It includes breakdowns of employee benefit plans, depreciation, operating expenses, income tax provisions, and corporate social responsibility (CSR) expenditures. The data allows for a year-on-year comparison of these financial components.

This section details various financial statement line items, including deferred tax balances, movements in deferred tax balances, earnings per equity share, and breakdowns of financial assets and liabilities. It also outlines the Group's financial risk management policies concerning market risk, including interest rate and foreign currency risks, and how these risks are managed through hedging and derivative instruments.

This section details various financial risk management objectives and policies for Aragen Life Sciences Limited, covering market, foreign currency, and credit risks. It outlines various sensitivities to changes in USD, GBP, and Euro exchange rates on profit before tax and equity. Furthermore, it provides information on credit risk exposure, including outstanding balances with a customer, and details regarding liquidity risk management frameworks, collateral arrangements, and the maturity profile of financial liabilities.

This section details various aspects of the financial reporting, including segment and geographical performance, fair value hierarchy for assets and liabilities, commitments, contingent liabilities, and related party transactions. It presents segment revenue figures for different regions and time periods, along with non-current operating assets. Furthermore, it outlines the fair value measurement hierarchy for derivative financial assets, investments, and put option liabilities across different reporting dates. The text also lists various claims and disputes, as well as details regarding related party transactions such as remuneration and share-based payments.

This section details various related party transactions, balances, and liabilities across different entities for the periods ending March 31, 2026, March 31, 2025, and March 31, 2024. It includes disclosures on director remuneration, dividends paid, various financial transactions with related parties, and balances such as trade payables, receivables, provisions, and loans. Furthermore, it presents detailed breakdowns of transactions between Aragen Life Sciences Limited, Aragen Bioscience, Inc., Aragen Biologics Private Limited, and other entities, including revenue from contract research services and various service provisions.

This section details various related party transactions, including balances receivable/payable, loans, and financial liabilities across different entities as of March 31, 2026, March 31, 2025, and March 31, 2024. It also includes disclosures regarding director interests in an employee stock option plan and details on expenditure incurred for Research and Development, as well as foreign currency exposure and transfer pricing arrangements.

This section details various adjustments and reconciliations between audited and restated financial information for Aragen Life Sciences Limited and Aragen Biologics Private Limited across different financial years. It includes statements regarding auditor qualifications, non-adjusting events such as delays in payments, and matters related to the maintenance of accounts and property titles. The text also covers aspects of the audit process concerning the use of accounting software and the handling of loans and borrowings.

This section provides various financial and accounting ratios, including profit, equity, borrowings, EBITDA, and return metrics for the financial years ended March 31, 2026, 2025, and 2024. It details the calculation methodologies for these ratios, such as how Total Borrowings and EBITDA are computed. Furthermore, it discusses the dependency of revenue on existing customer relationships and the contribution of different business verticals to the overall revenue mix.

The financial statements section details the components of the company's profit and loss, including revenue, various expenses, and resulting profitability across fiscal years 2026, 2025, and 2024. Key operational details include the breakdown of revenue from operations, the consumption of raw materials, employee benefit expenses, and various finance and tax components. The data highlights shifts in the revenue mix towards CDMO services and the impact of these changes on material costs. Furthermore, the text discusses foreign exchange exposure and the regulatory environment impacting operations.

This section details the financial performance across fiscal years, including various income, expense, and comprehensive income figures. Revenue from operations showed growth, driven by increased work volumes and product mix. The analysis also covers changes in contract liabilities, various operating revenues segmented by geography, and fluctuations in other income and expenses. Profit for the year showed an increase, while total comprehensive income experienced a slight decrease over the period.

This section details the cash position, cash flows, indebtedness, and various non-GAAP financial measures for the company across fiscal years 2026, 2025, and 2024. Key cash flow figures show fluctuations in net cash generated from operating activities, investing activities, and financing activities. The data also includes reconciliation tables for Adjusted EBITDA, Profit for the year, Net Worth, and various profitability ratios like Return on Net Worth and Return on Equity.

This section details various financial metrics for the fiscal years 2026, 2025, and 2024, including profitability, debt structure, and working capital efficiency. Profit for the year showed growth across the three years, with adjusted profit margins also showing an upward trend. The reconciliation of net debt and net debt to equity ratio indicates a shift from a high debt level in 2024 to a much lower ratio in 2026. Furthermore, the text discusses various risks, including foreign currency exposure, liquidity risk, and market risk related to currency and interest rate fluctuations.

This section details various accounting policies and procedures related to financial reporting, including credit risk management, consolidation of subsidiaries, revenue recognition, tax accounting, and treatment of property, plant, and equipment. It outlines how the Group assesses control over subsidiaries, handles business combinations, recognizes revenue from contract services, and accounts for various tax items. Furthermore, it specifies the accounting for intangible assets, including software licenses, technology-related intangibles, and research and development costs.

This section details various accounting policies related to development expenditure, leases, inventories, impairment testing, contingent liabilities, employee benefits, and financial instruments. It outlines specific criteria for capitalizing development costs, assessing contracts for lease components, measuring right-of-use assets and lease liabilities, and handling different classifications for inventories and financial assets. Furthermore, the text covers impairment assessment procedures for various assets, recognition criteria for provisions, and accounting for different types of employee benefits and share-based payment compensation.

This section details various accounting treatments and disclosures related to financial instruments, liabilities, and general business risks. It covers how derivative financial instruments are accounted for, the impairment of financial assets using the expected credit loss (ECL) model, the initial recognition and subsequent measurement of financial liabilities like loans and borrowings, and the treatment of financial guarantee contracts. Furthermore, the text discusses the classification of financial assets and liabilities, the treatment of derivative instruments, and various disclosures regarding business risks such as customer and supplier dependence, economic changes, and competitive conditions.

This section details the capitalization structure and financial indebtedness of the company as of March 31, 2026, and May 31, 2026, respectively. The capitalization statement provides figures for total borrowings, equity, and total capitalization, along with derived ratios comparing borrowings to equity. The financial indebtedness section outlines the aggregate outstanding borrowings of the company and its subsidiaries as of May 31, 2026, categorized into fund-based and non-fund-based facilities. It also provides details regarding the terms and conditions associated with these borrowings, such as interest rates, tenor, security requirements, and events of default.

Investors should be aware that the company operates within a regulatory environment in India which may differ significantly from other jurisdictions. The company's financial information used in this section is derived from restated consolidated financial information. The company's financial year is defined as commencing on April 1 and ending on March 31 of the subsequent year. The company's revenue is heavily dependent on the outsourcing of research and development services by innovator pharmaceutical and biotechnology companies, and this dependency exposes the business to risks from fluctuating R&D budgets and customer spending. Furthermore, the company is exposed to various risks arising from international markets, including changes in foreign laws, geopolitical conditions, and trade policies.

The company faces risks related to customer audits, which can lead to product recalls or liability claims if quality standards are not met. There is also a risk of non-compliance with regulatory requirements or contractual obligations, which could result in regulatory actions or contract terminations. The business is highly dependent on skilled scientific personnel, and competition for such talent is intense, alongside potential costs associated with training and compensation. Furthermore, the company's revenue is vulnerable to the success of drug development programs, the uncertainty of molecular progression, and market acceptance of products. The company also faces risks from the supply chain, including reliance on third-party suppliers, geopolitical issues affecting raw material costs, and potential disruptions in the supply of key inputs.

The company faces various risks related to supply chain disruptions, contractual non-compliance, and exposure to international trade policies. There is significant risk associated with the stringent contractual requirements imposed by customers, which can limit flexibility. Furthermore, the business is heavily exposed to regulatory risks due to operating in a highly regulated pharmaceutical industry across multiple jurisdictions. Operations are also vulnerable to changes in laws and regulations, potential litigation, and adverse impacts from foreign exchange fluctuations. Finally, the company is subject to various laws concerning environmental, labor, and safety standards.

The company faces risks related to regulatory and tax developments that could materially affect its business and financial condition. There is a constant need to keep pace with rapid technological advancements in the industry, which may render existing technologies obsolete if not addressed promptly. Furthermore, the company's reputation is vulnerable to adverse publicity concerning business practices, ethical standards, or data integrity. Outstanding litigation and contingent liabilities, including tax matters and disputes over property, pose risks to the company's financial stability. Finally, there are concerns regarding the sufficiency of insurance coverage to cover various operational risks inherent in the pharmaceutical industry.

The company faces several risks related to its supply chain, including dependence on third-party freight providers, which is susceptible to disruptions from strikes, accidents, or other restrictions. There is also a risk concerning the timely collection of receivables from customers, as macroeconomic conditions or customer insolvency could lead to payment delays. Furthermore, the company is exposed to risks from trade restrictions and economic sanctions, which could harm its reputation and expose it to significant legal penalties. Operational risks also include potential issues with labor laws, including wage demands or changes in benefits, and risks associated with the availability of animal populations for testing services.

The risk factors discussed cover several areas, including potential disruptions from special interest groups regarding animal research, financial risks related to material subsidiaries incurring losses, and potential liabilities arising from guarantees provided for subsidiary operations. There are significant concerns about the reliability of the company's IT infrastructure and data security against various cyber threats. Furthermore, there are risks associated with non-compliance with various laws and regulations, including issues with corporate records, and potential disputes arising from customer agreements governed by foreign laws. Finally, the company faces risks related to the protection of its trade secrets and intellectual property, as well as challenges in acquiring and integrating new businesses.

The company faces various risks related to legal proceedings, including the potential for adverse determinations that could lead to liabilities, injunctions, or disruptions to product production. There are concerns regarding the reliability of past and future audit reports, as well as potential lapses in internal controls due to human error. The company is exposed to risks from anti-corruption laws, which could result in penalties and reputational damage. Furthermore, there are concerns about related party transactions and the potential for employee or supplier misconduct, especially in regulated industries. Operational risks include dependence on third-party leases, exposure to supply disruptions for utilities, and risks associated with the development and use of AI technology. Finally, the company's working capital requirements pose a risk if cash flows are insufficient to fund them, and there are inherent risks related to the title of land for facilities in India.

The company faces risks related to labor availability, including the potential for strikes or wage demands, which could disrupt manufacturing facilities and negatively impact operations and cash flows. There is also uncertainty regarding the ability to pay future dividends, which is dependent on various financial factors and legal restrictions. Furthermore, the company is exposed to risks associated with its financing arrangements, such as the inability to obtain further financing or breach covenants, which could affect its business. The company's funding plans rely on management estimates, and there is a risk that these estimates may change, potentially impacting the deployment of net proceeds. Finally, there are concerns about the potential impairment of goodwill and the possibility of future competition from its subsidiaries.

The company faces various risks related to the acquisition of equipment, including potential delays and uncertainty regarding the final expenditure amounts. There are concerns about the impact of economic trends and competitive landscape on the ability to achieve profitable growth. Furthermore, there are risks associated with obtaining regulatory approvals, technical difficulties, and resource constraints that could delay expansion plans. The company also faces risks from changes in laws and regulations, potential financial burdens from new labor codes, and uncertainties in tax law interpretation. Finally, there are risks related to geopolitical instability, natural disasters, and fluctuations in exchange rates that could negatively impact operations and market valuation.

The company faces risks stemming from global economic fluctuations, including geopolitical conflicts that can impact financial markets and commodity costs. There are concerns about trade barriers, such as tariffs and duties, which could impede cross-border trade. Furthermore, changes in international trade policy or retaliatory actions by countries pose risks to the business. Risks also include potential adverse changes to India's sovereign debt rating, differences in accounting standards, and potential issues with competition laws. Finally, there are risks related to the offer process, such as bid withdrawal, the nature of the offer price, and potential dilution from future equity issuances.

This section details various legal and regulatory risks associated with the company's operations and equity shares. Risks include uncertainty regarding the impact of new tax reforms on the business, restrictions on the public offering and transferability of equity shares, potential delays in the listing and trading of shares, and limitations on attracting foreign investment. Furthermore, the company faces constraints related to foreign exchange controls, restrictions on ownership changes involving certain countries, and potential difficulties in obtaining necessary governmental approvals for financing and fund repatriation.

The section outlines the absence of outstanding criminal proceedings, regulatory actions, or tax claims. It further clarifies that material litigation, including civil suits or arbitration, must be disclosed based on a materiality policy, which involves thresholds related to the company's net worth, turnover, or profit/loss. Specific details are provided for various pending proceedings against the company, its directors, and subsidiaries.

The section details several pending civil and criminal litigation matters. This includes two complaints filed in the Chief Metropolitan Magistrate, Bengaluru, against a borrower alleging failure to hand over property possession and non-refund of consideration, which led to the registration of two FIRs against Aditya Birla Housing Finance Limited (ABHFL) and a director, Anita Ramachandran. Additionally, a complaint was filed in the Chief Metropolitan Magistrate, New Delhi, concerning recovery actions initiated by ABHFL against a borrower for default in repayment, related to a balance transfer loan where Axis Bank failed to hand over title documents. These matters are currently pending.

The section details the various governmental and regulatory approvals, licenses, registrations, and permits obtained by the Company and its Material Subsidiaries necessary for their business operations. It lists specific approvals categorized by the facility location, including requirements related to factory licenses, various environmental clearances, licenses under various Acts (like the Factories Act, Boiler Act, Drugs & Cosmetics Act, and Foreign Trade Policy), and registrations for waste management and export-oriented units.

This section details various licenses, permits, and registrations obtained by the Company and its Material Subsidiary, Aragen Bioscience, Inc., in relation to different regulatory bodies and jurisdictions. These include factory inspections, various trade licenses, environmental clearances, drug and cosmetics approvals, and registrations under various Acts. A significant portion of the listed items pertains to approvals for business operations in numerous US states and foreign corporation qualifications.

This section details various registrations and approvals related to the Company and its Material Subsidiaries across different regulatory domains. It lists various tax, GST, foreign trade, labour, and intellectual property related approvals. Furthermore, it outlines the identification of group companies according to a board-formulated policy and lists the top five group companies based on turnover. The section also clarifies the lack of common pursuits, related business transactions, and pending litigation involving the group companies.

The section details various approvals related to the offer and sale process, including resolutions passed by the Board and Shareholders. It confirms that Selling Shareholders have authorized their participation in the Offer for Sale according to specific terms. Furthermore, it confirms that the Equity Shares offered have been held in compliance with Regulation 8 of the SEBI ICDR Regulations. The text also covers in-principle listing approvals from BSE and NSE and includes disclaimers regarding prohibitions by SEBI, RBI, or other governmental authorities. Finally, it outlines eligibility criteria for the Offer, including requirements for net tangible assets, operating profit, and net worth over the preceding three financial years.

This section primarily details various restrictions related to the purchase and transfer of Equity Shares, particularly concerning transactions involving the U.S. Securities Act. It outlines conditions under which Equity Shares may be offered or sold, including restrictions on directed selling efforts and general solicitation. Furthermore, it specifies conditions for transactions outside the United States and the requirements for future transfers of such shares. The text also includes provisions regarding the submission of the Draft Red Herring Prospectus to stock exchanges and the necessary consents from various parties for the filing process.

This section details various aspects related to past issues handled by different financial intermediaries and outlines procedures for investor grievance redressal. It includes summary data for IPOs handled by Axis Capital Limited, Citigroup Global Markets India Private Limited, and Goldman Sachs (India) Securities Private Limited, along with information on the track record of Book Running Lead Managers (BRLMs). Furthermore, it specifies the retention period for records with the Registrar and details compensation mechanisms for delays in unblocking funds and for failures by SCSBs to resolve investor grievances.

This section details various compensation mechanisms and liabilities related to the handling of investor bids, including delays in unblocking funds, multiple blocking of amounts, and delays in resolving investor grievances. It outlines specific compensation rates for different scenarios, such as for cancelled applications, multiple blocked funds, or excess blocked amounts. Furthermore, it specifies the company's compliance with SEBI regulations regarding investor grievances and the process for addressing such complaints. The text also mentions the company's authentication on the SEBI SCORES platform and the estimated time required for resolving routine investor grievances.

This section details various procedural requirements and timelines related to the offer process, including cooperation with regulatory bodies and the handling of bid submissions. It specifies reporting requirements for compliance with SEBI timelines and outlines rules for bid submission periods based on the type of bidder. Furthermore, it covers rules regarding bid revisions, the handling of discrepancies in bid data, and conditions for the minimum subscription requirements for the issue.

This section details various aspects of the offer procedure, including eligibility criteria for different investor categories, terms of payment, and the phased implementation of the UPI payment mechanism. It outlines rules for allocation to various investor groups, including Eligible Employees, Public Financial Institutions (FPIs), and retail investors. Furthermore, it discusses procedures for joint bids, the allocation of the QIB portion, and various regulatory requirements concerning the use of the UPI mechanism and investor grievance redressal.

This section details various requirements and procedures for different categories of bidders, including the availability of application forms, rules for participation through various channels like ASBA and UPI, and stipulations regarding fund blocking. It outlines specific rules for UPI bidders, such as the need to provide UPI IDs, and sets conditions for processing bids based on the type of investor, such as the requirement for funds to be blocked in investor accounts for IPOs opening after September 1, 2022. Furthermore, it specifies rules concerning the participation of Promoters, Promoter Group members, Mutual Funds, Eligible Employees, Eligible NRIs, Hindu Undivided Families (HUFs), and Foreign Portfolio Investors (FPIs).

This section details various compliance requirements and restrictions related to different categories of investors and entities participating in the Offer, such as FPIs, Mutual Funds, Insurance Companies, and various financial institutions. It outlines specific documentation that must be attached to bid forms, such as registrations, certificates, and proof of funds. Furthermore, it specifies investment limits for different investor types, such as VCFs, AIFs, and banking companies, and mandates adherence to various regulations like FEMA NDI Rules and SEBI regulations.

This section details various procedural requirements and prohibitions for investors bidding on the securities, including specific instructions for using UPI mechanisms, submitting bid forms, and handling funds. It outlines rules regarding the submission of bids, the use of different identifiers, and restrictions on bid amounts and payment methods. Furthermore, it specifies conditions under which bids may be rejected based on non-compliance with these instructions, such as using incorrect handles or bank accounts. The text also covers undertakings by the company and selling shareholders, as well as provisions related to impersonation and liability for fraud.

This section outlines various restrictions and procedures related to foreign investment in Indian securities, primarily governed by the Industrial Policy, 1991, and FEMA. It details that the RBI and relevant ministries are responsible for granting approvals for foreign investment under the FDI Policy and FEMA. Specific amendments have been made requiring prior government approval for certain investments based on the country of origin of the investor. Furthermore, it discusses rules concerning the transfer of ownership and the treatment of multilateral banks and funds in investments.

This section summarizes related party transactions entered into by the Company with related parties for the financial years ended March 31, 2026, March 31, 2025, and March 31, 2024. The data is presented in terms of the percentage of revenue from operations for each respective year. The transactions involve various individuals and entities, including employee benefits, perquisites, and share-based payments, as well as director remuneration and dividends paid. The data shows varying levels of involvement across the different years.

The section details various aspects related to the Offer for Sale process, including the involvement of certain entities, the process for book building, and the participation requirements for different types of bidders. It outlines the roles and responsibilities of Book Running Lead Managers (BRLMs) in various activities, such as drafting prospectuses, marketing, and coordination with regulatory bodies. Furthermore, it specifies the methods through which bidders must participate, such as the ASBA process or the UPI Mechanism, depending on the investor type and application size.

This section primarily discusses the regulatory framework for share allocation, including adherence to SEBI ICDR Regulations and SECC Regulations for various bidders. It details the process for Book Building and the conditions for obtaining final approval from the Registrar of Companies (RoC) and stock exchanges. Furthermore, it outlines the intention to enter into an Underwriting Agreement with underwriters for the equity shares proposed to be issued, specifying the number of shares to be underwritten and the amount involved.

The company's Board of Directors comprises nine members, including one Managing Director and CEO. The Board structure includes various categories such as Chairman, Non-Executive Non-Independent Directors, and Non-Executive Independent Directors. The section details the particulars of nine directors, including their designations, terms of directorship, and other directorships they hold. Key personnel include the Chairman and Non-Executive Non-Independent Director, the Managing Director and CEO, and several Non-Executive Independent Directors, with detailed biographical information provided for each.

The section details the terms of appointment and remuneration for various directors and key managerial personnel. Manmahesh Kantipudi has held multiple roles, including CEO, Executive Director, Whole-Time Director, and Key Managerial Personnel, with specific terms for his compensation. Remuneration details are provided for Non-Executive Non-Independent Directors and Non-Executive Independent Directors, including sitting fees and annual remuneration entitlements. Furthermore, the text outlines the composition and terms of reference for the Audit Committee, which includes members from different director categories.

The company has several key committees established to oversee various aspects of its operations and governance, including the Nomination and Remuneration Committee, the Stakeholders’ Relationship Committee, the Environmental, Social and Governance and Corporate Social Responsibility Committee, and the Risk Management Committee. These committees have defined scopes and functions in accordance with relevant sections of the Companies Act, 2013, and SEBI Listing Regulations. The committees are responsible for formulating policies, reviewing performance, managing stakeholder grievances, and overseeing risk management across different domains.

This section details the Key Managerial Personnel (KMP) and Senior Management Personnel of the company, including various roles and responsibilities. Key personnel include a Managing Director and CEO, an EVP and CFO, a Company Secretary and Legal Affairs officer, several executives for different business units, and personnel for a subsidiary. The text also clarifies that there are no arrangements with major shareholders, no contingent or deferred compensation paid in Fiscal 2026, and no profit-sharing plans exist. Furthermore, it outlines changes in KMP and Senior Management Personnel, including recent appointments and re-designations.

The section details the various promoters and entities involved in the company's structure. The primary promoters include Davinder Singh Brar, Aparna Reddy Gunapati, Keshav Gunupati Venkat Reddy, Reddy Investment Trust, and Madhubani Investments Private Limited. These entities collectively hold a significant portion of the company's equity. Specific details are provided regarding the shareholding percentages held by individual promoters and the relationship between the promoters and the Promoter Trust. Furthermore, the text outlines the corporate structure, including the board members and the definition of the Promoter Group under SEBI regulations.

This section lists numerous entities and individuals, including various private limited companies, foundations, and LLP firms, which are identified as promoters. The list includes entities such as Adaa Traders Private Limited, GVK Power & Infrastructure Limited, and numerous others across different sectors. There is a specific disclosure regarding an exemption application filed with SEBI concerning the disclosure of information related to GVK Power & Infrastructure Limited and Indore Dewas Tollways Limited, which are part of the promoter group.

This section discusses the process for exemption applications by SEBI, noting that the company must disclose such entities as part of the 'promoter group' and there is no guarantee of their consent. The dividend policy is outlined, stating that dividend distribution depends on various factors including financial performance, cash flow, capital expenditure, and restrictive covenants under financing arrangements. Furthermore, the text clarifies that the ability to pay dividends in the future is not guaranteed and depends on various financial conditions.

The Articles of Association consist of two parts, Part I and Part II, which coexist until the completion of the Initial Public Offering (IPO). Part II takes precedence over Part I in case of any inconsistency, and Part II provisions will terminate upon the IPO completion, while Part I remains in effect. There are provisions regarding the authorized share capital, the treatment of new capital, and the kinds of shares that can be issued, including equity and preference shares. The Board has certain powers to dispose of shares and issue them to persons, and there are specific rules concerning the allotment of shares, including restrictions and the nature of consideration for allotment.

This section details various provisions concerning the payment of share amounts, the variation of shareholder rights, and the handling of preference shares. It outlines the Company's power to issue preference shares, including redeemable and convertible redeemable types, and the Directors' power to manage their redemption terms. Furthermore, the articles cover the Company's ability to pay interest out of capital for construction expenses and provisions for amalgamation with other entities. A significant part of the section relates to the issue and transfer of share certificates, including timelines for delivery, and rules for issuing new certificates in place of damaged ones. The text also covers various aspects of lien rights, including the Company's lien on shares and the extent to which such liens apply to dividends and bonuses.

This section details various provisions concerning the transfer and transmission of shares, including procedures for handling forfeited shares, the Board's power to cancel forfeitures, and requirements for documenting transfers. It outlines rules for the maintenance of a Register of Transfers and the Board's discretion in endorsing transfers. Furthermore, the articles cover restrictions on who can transfer shares, the handling of transfers involving deceased members, and provisions related to the dematerialization of securities under the Depositories Act. The section also addresses the convening of various types of general meetings, including annual and extraordinary meetings, and the notice periods required for such meetings.

This section outlines various procedural requirements for General Meetings and Board meetings, including quorum requirements, chairman election, and rules for adjournment. It details how votes are conducted, including the handling of polls and the casting vote of the chairman in case of a tie. Furthermore, it specifies rules for voting rights based on shareholding, the handling of proxy appointments, and provisions related to the conduct and removal of Directors.

This section outlines various provisions concerning the company's operational and governance framework, including rules for the affixing of the common seal, the execution of negotiable instruments, and the Board's discretion in raising or securing funds. It details delegation of powers to committees, election procedures for committee chairmen, and the validity of acts performed by the Board or its committees. Furthermore, the text covers rules regarding the maintenance of foreign registers, the powers related to borrowing money, the issuance of securities, and provisions concerning nominee directors and the appointment/removal of managing directors. Finally, it addresses the declaration and payment of dividends, the treatment of unpaid dividends, the apportionment of dividends, and the capitalization of profits.

This section primarily details various provisions related to the maintenance and inspection of company records, service of legal documents, and the validation of certain contracts and documents for disclosure in the Draft Red Herring Prospectus. It outlines procedures for how documents are to be served on members, the scope of inspection rights for directors and members, and the conditions under which certain documents must be duly served or bound to previous shareholders. Furthermore, it lists numerous material contracts, certificates, resolutions, and consent letters that have been entered into or obtained, which are intended for inspection or inclusion in the prospectus.

This section primarily lists various certificates and agreements related to financial documentation, audits, and corporate arrangements. It includes certificates concerning the cost of acquisition of equity shares, remuneration of management, tax litigation, outstanding dues to creditors, and eligibility for an offer. Furthermore, it details various agreements, such as shareholder agreements, scheme of arrangements filed with the National Company Law Tribunal, and various share purchase agreements with subsidiaries and other entities. Finally, it includes a clause stating that contracts or documents mentioned in the DRHP may be amended without shareholder notice, provided such amendments comply with relevant laws.

The provided section primarily consists of declarations from various Non-Executive Directors certifying compliance with relevant laws and regulations. These declarations affirm that the Draft Red Herring Prospectus adheres to the provisions of the Companies Act, SCRA, SCRR, and SEBI Act, as amended or regulated. The declarations are signed by different directors, including Non-Executive Independent Directors and Non-Executive Non-Independent Directors.

This section primarily contains declarations from various parties, including a Non-Executive Independent Director, a Chief Financial Officer, and several Promoter Selling Shareholders. These declarations confirm compliance with relevant laws and regulations and attest to the truthfulness of statements made in the Draft Red Herring Prospectus. Furthermore, specific Selling Shareholders have confirmed the accuracy of their respective disclosures related to the offered shares, while assuming no responsibility for statements made by others.

This section primarily contains declarations from various Selling Shareholders confirming the accuracy of statements made in the Draft Red Herring Prospectus concerning their respective portions of the Offered Shares. The declarations are made by WSCPVIII EMP (Singapore) Pte. Ltd., Goldman Sachs Capital Holdings III Pte. Ltd., and WSCPVIII Parallel Intermediary (Singapore) Pte. Ltd., all of whom confirm the truthfulness of their statements and assume no responsibility for other statements made in the prospectus.