Draft Red Herring Prospectus

Dated: February 01,2024

100% Book Built Issue
Please read Section 26 and 32 of the Companies Act, 2013
(This Draft Red Herring Prospectus will be updated upon filing with ROC)

SATI POLY PLAST LIMITED

Corporate Identity Numbers: U00301BR1999PLC008904

REGISTERED OFFICE CORPORATE OFFICE CONTACT PERSON TELEPHONE AND EMAIL WEBSITE

C-44, Phase II, Distt.

Ms. Akanksha Jain, Tel No: +91 98181 04164
Gautam Budh Nagar, Noida-
D.N. Singh Road, Bhagalpur 812 002, Bihar, India# Company Secretary and www.satipolyplast.in
201305, Uttar Pradesh, Email Id: satipolyplast1@gmail.com
Compliance Officer
India.
PROMOTERS OF OUR COMPANY: MR. BALMUKUND JHUNJHUNWALA, MRS. ANITA JHUNJHUNWALA, MR. ADITYA JHUNJHUNWALA, MR. KESHAV
JHUNJHUNWALA AND M/S BALMUKUND JHUNJHUNWALA HUF
DETAILS OF THE ISSUE

FRESH ISSUE SIZE OFS SIZE (BY NO. OF SHARES OR BY

TYPE TOTAL ISSUE SIZE ELIGIBILITY
(IN ₹ LAKHS) AMOUNT IN ₹)

Upto 1335600 Equity Upto 1335600 Equity THIS ISSUE IS BEING MADE IN TERMS OF
Fresh Issue Shares aggregating to ₹ Nil Shares aggregating to CHAPTER IX OF THE SEBI (ICDR) REGULATIONS,
[●] Lakhs ₹ [●] Lakhs 2018 AS AMENDED.

DETAILS OF OFFER FOR SALE, SELLING SHAREHOLDERS AND THEIR AVERAGE COST OF ACQUISITION – NOT APPLICABLE AS THE ENTIRE ISSUE CONSTITUTES FRESH
ISSUE OF EQUITY SHARES

RISK IN RELATION TO THE FIRST ISSUE

The face value of the Equity Shares is ₹ 10/- each. The Floor Price, the Cap Price and the Issue Price to be determined by our Company in consultation with the BRLM on the basis of the assessment
of market demand for our Equity Shares by way of the Book Building Process, as disclosed in “Basis for Issue Price” on page 82 or in case where, Price Band is not disclosed otherwise, will be
advertised in two national daily newspapers (one each in English and in Hindi) with wide circulation and one daily regional newspaper with wide circulation at least two working days prior to the Bid
/ Issue Opening Date, should not be taken to be indicative of the market price of the Equity Shares after the Equity Shares are listed. No assurance can be given regarding an active or sustained trading
in the Equity Shares or regarding the price at which the Equity Shares will be traded after listing.

GENERAL RISKS

Investments in equity and equity-related securities involve a degree of risk and investors should not invest any funds in this Issue unless they can afford to take the risk of losing their entire investment.
Investors are advised to read the risk factors carefully before taking an investment decision in this Issue. For taking an investment decision, investors must rely on their own examination of our
Company and the Issue, including the risks involved. The Equity Shares in the Issue have not been recommended or approved by the Securities and Exchange Board of India (“SEBI”), nor does SEBI
guarantee the accuracy or adequacy of the contents of this Draft Red Herring Prospectus. Specific attention of the investors is invited to section titled “Risk Factors” appearing on page 25 of this Draft
Red Herring Prospectus.

ISSUER’S ABSOLUTE RESPONSIBILITY

Our Company, having made all reasonable inquiries, accepts responsibility for and confirms that this Draft Red Herring Prospectus contains all information with regard to our Company and the Issue,
which is material in the context of the Issue, that the information contained in this Draft Red Herring Prospectus is true and correct in all material aspects and is not misleading in any material respect,
that the opinions and intentions expressed herein are honestly held and that there are no other facts, the omission of which makes this Draft Red Herring Prospectus as a whole or any of such information
or the expression of any such opinions or intentions, misleading in any material respect.

LISTING

The Equity Shares issued through Draft Red Herring Prospectus are proposed to be listed on the EMERGE Platform of National Stock Exchange of India Limited (NSE EMERGE) in terms of the Chapter IX of the
SEBI (ICDR) Regulations, 2018 as amended from time to time. For this Issue, the Designated Stock Exchange will be the National Stock Exchange of India Limited (“NSE”).

BOOK RUNNING LEAD MANAGER TO THE ISSUE

NAME AND LOGO CONTACT PERSON EMAIL & TELEPHONE

Email: mb@beelinemb.com
Mr. Nikhil Shah
Tel. No: 079 4918 5784

Beeline Capital Advisors Private Limited

REGISTRAR TO THE ISSUE

NAME AND LOGO CONTACT PERSON EMAIL & TELEPHONE

Email: satipoly.ipo@linkintime.co.in
Shanti Gopalkrishnan
Tel. No: +91 810 811 4949
Link Intime India Private Limited
BID/ISSUE PERIOD

BID/ISSUE OPENS ON: [●]*^ BID/ISSUE CLOSES ON: [●]**

# Our company is in the process of changing the registered office to our corporate office situated at Uttar Pradesh, however RoC approval for the same is pending as on the date of Draft Red Herring Prospectus.
*Our Company may, in consultation with the Book Running Lead Managers, consider participation by Anchor Investors in accordance with the SEBI ICDR Regulations. The Anchor Investor Bid/Issue Period shall be one Working Day
prior to the Bid/Issue Opening Date.
** Our Company may, in consultation with the Book Running Lead Managers, consider closing the Bid/Issue Period for QIBs one Working Day prior to the Bid/ Issue Closing Date in accordance with the SEBI ICDR Regulations.
^The UPI mandate end time and date shall be at 5:00 p.m. on Bid/Issue Closing Day.
 Draft Red Herring Prospectus
Dated: February 01,2024
100% Book Built Issue
Please read Section 26 and 32 of the Companies Act, 2013
(This Draft Red Herring Prospectus will be updated upon filing with ROC)

SATI POLY PLAST LIMITED

Corporate Identity Numbers: U00301BR1999PLC008904
Our Company was originally incorporated as “Sati Poly Plast Private Limited” as a private limited company under the provision of the Companies Act, 1956 vide certificate of incorporation dated July 14, 1999, issued by Registrar of
Companies, Bihar. Further, our company was converted from a private limited company to public limited company, pursuant to a special resolution passed by our Shareholders in the Extra-Ordinary General Meeting held on November
01, 2023, and consequently, the name of our Company changed to “Sati Poly Plast Limited” and the fresh certificate of incorporation dated December 26, 2023 was issued to our company by the Registrar of Companies, Patna. The
Corporate Identification Number of our Company is U00301BR1999PLC008904. For details of change in registered office of our Company, please refer to chapter titled “History and Corporate Structure” beginning on page no. 137 of
this Draft Red Herring Prospectus.
Registered Office: D.N. Singh Road, Bhagalpur 812 002, Bihar, India.#
Corporate Office: C-44 Phase II, Distt Gautam Budh Nagar Noida, Nepz Post Office, Gautam Buddha Nagar, Noida, Uttar Pradesh, India, 201305; Website: www.satipolyplast.in; E-Mail: satipolyplast1@gmail.com;
Telephone No: +91 98181 04164; Company Secretary and Compliance Officer: Ms. Akanksha Jain
PROMOTERS OF OUR COMPANY: MR. BALMUKUND JHUNJHUNWALA, MRS. ANITA JHUNJHUNWALA, MR. ADITYA JHUNJHUNWALA, MR. KESHAV JHUNJHUNWALA AND M/S BALMUKUND
JHUNJHUNWALA HUF
THE ISSUE
INITIAL PUBLIC ISSUE OF UPTO 1335600 EQUITY SHARES OF FACE VALUE OF ₹ 10/- EACH OF SATI POLY PLAST LIMITED (“SPPL” OR THE “COMPANY” OR THE “ISSUER”) FOR CASH AT A
PRICE OF ₹ [●]/- PER EQUITY SHARE INCLUDING A SHARE PREMIUM OF ₹ [●]/- PER EQUITY SHARE (THE “ISSUE PRICE”) AGGREGATING TO ₹ [●] LAKHS (“THE ISSUE”), OF WHICH [●] EQUITY
SHARES OF FACE VALUE OF ₹ 10/- EACH FOR CASH AT A PRICE OF ₹ [●]/- PER EQUITY SHARE INCLUDING A SHARE PREMIUM OF ₹ [●]/- PER EQUITY SHARE AGGREGATING TO ₹ [●] LAKHS
WILL BE RESERVED FOR SUBSCRIPTION BY MARKET MAKER TO THE ISSUE (THE “MARKET MAKER RESERVATION PORTION”). THE ISSUE LESS THE MARKET MAKER RESERVATION
PORTION i.e. NET ISSUE OF [●] EQUITY SHARES OF FACE VALUE OF ₹ 10/- EACH AT A PRICE OF ₹ [●]/- PER EQUITY SHARE INCLUDING A SHARE PREMIUM OF ₹ [●]/- PER EQUITY SHARE
AGGREGATING TO ₹ [●] LAKHS IS HEREIN AFTER REFERRED TO AS THE “NET ISSUE”. THE ISSUE AND THE NET ISSUE WILL CONSTITUTE [●] AND [●] RESPECTIVELY, OF THE POST ISSUE
PAID UP EQUITY SHARE CAPITAL OF OUR COMPANY. THE FACE VALUE OF THE EQUITY SHARES IS ₹ 10/- EACH.

THE PRICE BAND AND THE MINIMUM BID LOT WILL BE DECIDED BY OUR COMPANY IN CONSULTATION WITH THE BRLM AND THE WILL BE ADVERTISED IN ALL EDITIONS OF ENGLISH
NATIONAL DAILY NEWSPAPER [●], IN ALL EDITIONS OF HINDI NATIONAL DAILY NEWSPAPER [●] AND PATNA(BIHAR) EDITION OF [●], REGIONAL DAILY NEWSPAPER ([●] BEING THE
REGIONAL LANGUAGE OF BIHAR, WHERE OUR REGISTERED OFFICE IS LOCATED) AT LEAST TWO WORKING DAYS PRIOR TO THE ISSUE OPENING DATE AND TO THE NATIONAL STOCK
EXCHANGE OF INDIA LIMITED “NSE” FOR THE PURPOSE OF UPLOADING ON THEIR WEBSITE.

FOR FURTHER DETAILS KINDLY REFER TO CHAPTER TITLED “TERMS OF THE ISSUE” BEGINNING ON PAGE 208 OF THIS DRAFT RED HERRING PROSPECTUS.
In case of any revision in the Price Band, the Bid/Issue Period will be extended by at least three additional Working Days after such revision in the Price Band, subject to the Bid/Issue Period not exceeding 10 Working Days. In cases
of force majeure, banking strike or similar circumstances, our Company may, for reasons to be recorded in writing, extend the Bid /Issue Period for a minimum of three Working Days, subject to the Bid/Issue Period not exceeding 10
Working Days. Any revision in the Price Band and the revised Bid/Issue Period, if applicable, shall be widely disseminated by notification to the Stock Exchanges, by issuing a press release, and also by indicating the change on the
respective websites of the BRLM and at the terminals of the members of the Syndicate and by intimation to Designated Intermediaries and the Sponsor Bank, as applicable.
This Issue is being made through the Book Building Process, in terms of Rule 19(2)(b) of the Securities Contracts (Regulation) Rules, 1957, as amended (“SCRR”) read with Regulation 229 of the SEBI ICDR Regulations and in
compliance with Regulation 253 of the SEBI ICDR Regulations, wherein not more than 50.00% of the Net Issue shall be available for allocation on a proportionate basis to Qualified Institutional Buyers (“QIBs”) (the “QIB Portion”).
Further, 5.00% of the Net QIB Portion shall be available for allocation on a proportionate basis to Mutual Funds only, and the remainder of the Net QIB Portion shall be available for allocation on a proportionate basis to all QIB Bidders,
including Mutual Funds, subject to valid Bids being received at or above the Issue Price. However, if the aggregate demand from Mutual Funds is less than 5.00% of the Net QIB Portion, the balance Equity Shares available for allocation
in the Mutual Fund Portion will be added to the remaining Net QIB Portion for proportionate allocation to QIBs. Further, not less than 15.00% of the Net Issue shall be available for allocation on a proportionate basis to Non-Institutional
Investors and not less than 35.00% of the Net Issue shall be available for allocation to Retail Individual Investors in accordance with the SEBI ICDR Regulations, subject to valid Bids being received from them at or above the Issue
Price. All Bidders are required to participate in the Issue by mandatorily utilizing the Application Supported by Blocked Amount (“ASBA”) process by providing details of their respective ASBA Account (as defined hereinafter) in
which the corresponding Bid Amounts will be blocked by the Self Certified Syndicate Banks (“SCSBs”) or under the UPI Mechanism, as the case may be, to the extent of respective Bid Amounts. For details, see “Issue Procedure” on
page 25.
All potential investors shall participate in the Issue through an Application Supported by Blocked Amount (“ASBA”) process including through UPI mode (as applicable) by providing details about the bank account which will be
blocked by the Self Certified Syndicate Banks (“SCSBs”) for the same. For details in this regard, specific attention is invited to “Issue Procedure” on page 218 of this Draft Red Herring Prospectus. A copy of Red Herring Prospectus
will be delivered to the Registrar of Companies for filing in accordance with Section 32 of the Companies Act, 2013.
RISK IN RELATION TO THE FIRST ISSUE
This being the first public issue of Equity Shares, there has been no formal market for the Equity Shares. The face value of the Equity Shares is ₹ 10 each. The Floor Price, the Cap Price and the Issue Price should not be taken to be
indicative of the market price of the Equity Shares after the Equity Shares are listed. No assurance can be given regarding an active and/or sustained trading in the Equity Shares or regarding the price at which the Equity Shares will be
traded after listing.
GENERAL RISKS
Investments in equity and equity-related securities involve a degree of risk and investors should not invest any funds in this Issue unless they can afford to take the risk of losing their investment. Investors are advised to read the risk
factors carefully before taking an investment decision in this Issue. For taking an investment decision, investors must rely on their own examination of our Company and the Issue including the risks involved. The Equity Shares issued
in the Issue have neither been recommended nor approved by Securities and Exchange Board of India nor does Securities and Exchange Board of India guarantee the accuracy or adequacy of this Draft Red Herring Prospectus. Specific
attention of the investors is invited to the section titled “Risk Factors” beginning on page 25 of this Draft Red Herring Prospectus.
COMPANY’S ABSOLUTE RESPONSIBILITY
The Issuer, having made all reasonable inquiries, accepts responsibility for and confirms that this Draft Red Herring Prospectus contains all information with regard to our Company and the Issue, which is material in the context of the
Issue, that the information contained in this Draft Red Herring Prospectus is true and correct in all material aspects and is not misleading in any material respect, that the opinions and intentions expressed herein are honestly held and
that there are no other facts, the omission of which makes this Draft Red Herring Prospectus as a whole or any of such information or the expression of any such opinions or intentions misleading in any material respect.
LISTING
The Equity Shares Issued through Draft Red Herring Prospectus are proposed to be listed on EMERGE Platform of National Stock Exchange of India Limited (“NSE EMERGE”), in terms of the Chapter IX of the
SEBI (ICDR) Regulations, 2018, as amended from time to time. Our Company has received an In-Principle Approval letter dated [●] from National Stock Exchange of India Limited (“NSE”) for using its name in
Issue document for listing our shares on the EMERGE Platform of National Stock Exchange of India Limited (“NSE EMERGE”). For this Issue, the designated Stock Exchange is the National Stock Exchange of India
Limited (“NSE”).
BOOK RUNNING LEAD MANAGER REGISTRAR TO THE ISSUE

BEELINE CAPITAL ADVISORS PRIVATE LIMITED LINK INTIME INDIA PRIVATE LIMITED
SEBI Registration Number: INM000012917 SEBI Registration Number: INR000004058
Address: B 1311-1314, Thirteenth Floor, Shilp Corporate Park, Rajpath Rangoli Road, Thaltej, Ahmedabad- Address: C-101, 1st Floor, 247 Park, Lal Bahadur Shastri Marg, Vikhroli (West), Mumbai, Maharashtra, India –
380054, Gujarat, India. 400 083.
Telephone Number: 079 4918 5784 Tel. Number: +91 810 811 4949;
Email Id: mb@beelinemb.com Email Id: satipoly.ipo@linkintime.co.in
Investors Grievance Id: ig@beelinemb.com Investors Grievance Id: satipoly.ipo@linkintime.co.in
Website: www.beelinemb.com
Website: www.linkintime.co.in
Contact Person: Mr. Nikhil Shah
Contact Person: Shanti Gopalkrishnan
CIN: U67190GJ2020PTC114322
CIN: U67190MH1999PTC118368
BID/ISSUE PERIOD
BID/ISSUE OPENS ON: [●]*^ BID/ISSUE CLOSES ON: [●]**
# Our company is in the process of changing the registered office to our corporate office situated at Uttar Pradesh, however RoC approval for the same is pending as on the date of Draft Red Herring Prospectus.
*Our Company may, in consultation with the Book Running Lead Managers, consider participation by Anchor Investors in accordance with the SEBI ICDR Regulations. The Anchor Investor Bid/Issue Period shall be one Working Day
prior to the Bid/Issue Opening Date.
** Our Company may, in consultation with the Book Running Lead Managers, consider closing the Bid/Issue Period for QIBs one Working Day prior to the Bid/ Issue Closing Date in accordance with the SEBI ICDR Regulations.
^The UPI mandate end time and date shall be at 5:00 p.m. on Bid/Issue Closing Day.
 TABLE OF CONTENTS
SECTION I – DEFINATIONS AND ABBREVIATIONS .............................................................................................. 1
GENERAL AND COMPANY RELATED TERMS ........................................................................................................ 1
COMPANY RELATED TERMS ..................................................................................................................................... 1
ISSUE RELATED TERMS .............................................................................................................................................. 2
TECHNICAL AND INDUSTRY RELATED TERMS .................................................................................................... 8
CONVENTIONAL AND GENERAL TERMS / ABBREVIATIONS ............................................................................. 9
PRESENTATION OF FINANCIAL, INDUSTRY AND MARKET DATA.................................................................. 13
FORWARD – LOOKING STATEMENTS .................................................................................................................... 15
SECTION II - SUMMARY OF DRAFT RED HERRING PROSPECTUS ................................................................ 17
SECTION III – RISK FACTORS ................................................................................................................................... 25
SECTION IV – INTRODUCTION ................................................................................................................................. 45
THE ISSUE .................................................................................................................................................................... 45
SUMMARY OF FINANCIAL INFORMATION........................................................................................................... 46
SECTION V – GENERAL INFORMATION ................................................................................................................ 47
SECTION VI - CAPITAL STRUCTURE ...................................................................................................................... 56
SECTION VII – PARTICULARS OF THE ISSUE ...................................................................................................... 75
OBJECTS OF THE ISSUE ............................................................................................................................................. 75
BASIS FOR ISSUE PRICE ............................................................................................................................................ 82
STATEMENT OF POSSIBLE TAX BENEFITS ........................................................................................................... 91
SECTION VIII – ABOUT THE COMPANY................................................................................................................. 94
INDUSTRY OVERVIEW .............................................................................................................................................. 94
BUSINESS OVERVIEW ............................................................................................................................................. 107
KEY INDUSTRY REGULATIONS ............................................................................................................................ 127
HISTORY AND CORPORATE STRUCTURE ........................................................................................................... 137
OUR MANAGEMENT ................................................................................................................................................ 141
OUR PROMOTERS AND PROMOTERS GROUP .................................................................................................... 155
DIVIDEND POLICY ................................................................................................................................................... 161
SECTION IX – FINANCIAL STATEMENTS ............................................................................................................ 162
RESTATED FINANCIAL INFORMATION ............................................................................................................... 162
OTHER FINANCIAL INFORMATION ...................................................................................................................... 163
MANAGEMENT DISCUSSION AND ANALYSIS OF FINANCIAL POSITION AND RESULTS OF OPERATIONS
...................................................................................................................................................................................... 165
CAPITALIZATION STATEMENT............................................................................................................................. 184
SECTION X – LEGAL AND OTHER INFORMATION ........................................................................................... 185
OUTSTANDING LITIGATIONS AND MATERIAL DEVELOPMENTS................................................................. 185
GOVERNMENT APPROVALS .................................................................................................................................. 189
SECTION XI – INFORMATION WITH RESPECT TO GROUP COMPANIES / ENTITIES............................. 193
SECTION XII – OTHER REGULATORY AND STATUTORY DISCLOSURES ................................................. 195
SECTION XIII – ISSUE RELATED INFORMATION.............................................................................................. 208
TERMS OF THE ISSUE .............................................................................................................................................. 208
ISSUE STRUCTURE ................................................................................................................................................... 215
ISSUE PROCEDURE .................................................................................................................................................. 218
RESTRICTION ON FOREIGN OWNERSHIP OF INDIAN SECURITIES ............................................................... 243
SECTION XIV - DESCRIPTION OF EQUITY SHARES AND TERMS OF THE ARTICLES OF
ASSOCIATION .............................................................................................................................................................. 245
SECTION XV – OTHER INFORMATION ................................................................................................................. 279
MATERIAL CONTRACTS AND DOCUMENTS FOR INSPECTION...................................................................... 279
DECLARATION.......................................................................................................................................................... 281
 SECTION I – DEFINATIONS AND ABBREVIATIONS
This Draft Red Herring Prospectus uses certain definitions and abbreviations which, unless the context otherwise indicates
or implies, shall have the meaning as provided below. References to any legislation, act, regulation, rule, guideline or
policy shall be to such legislation, act, regulation, rule, guideline or policy, as amended, supplemented or re-enacted from
time to time and any reference to a statutory provision shall include any subordinate legislation made from time to time
under that provision. The words and expressions used in this Draft Red Herring Prospectus but not defined herein, shall
have, to the extent applicable, the meaning ascribed to such terms under the Companies Act, the SEBI ICDR Regulations,
the SCRA, the Depositories Act or the rules and regulations made there under.
GENERAL AND COMPANY RELATED TERMS
Term Description
“Sati Poly Plast”, “our Sati Poly Plast Limited, a Public limited company, registered under the Companies
Company”, “we”, “us”, “our”, Act, 2013 and having its registered office at D.N. Singh Road, Bhagalpur 812 002,
“the Company”, “the Issuer Bihar, India#
Company” or “the Issuer”
Our Promoters 1. Balmukund Jhunjhunwala
2. Anita Jhunjhunwala
3. Aditya Jhunjhunwala
4. Keshav Jhunjhunwala
5. Balmukund Jhunjhunwala HUF
Promoter’s Group Companies, individuals and entities (other than companies) as defined under
Regulation 2(1) (pp) of the SEBI (ICDR) Regulations, 2018 which is provided in the
chapter titled “Our Promoters and Promoter’s Group”.
# Our company is in the process of changing the registered office to our corporate office situated at C-44, Phase II,
Distt. Gautam Budh Nagar, Noida- 201305, Uttar Pradesh, India for which shareholders have approved on January
31, 2024, however RoC approval for the same is pending as on the date of Draft Red Herring Prospectus
COMPANY RELATED TERMS
Term Description
Articles / Articles of Articles of Association of our Company.
Association/AOA
Audit Committee The Audit Committee of the Board of Directors constituted in accordance with Section
177 of the Companies Act, 2013. For details refer section titled “Our Management”
on page 141 of this Draft Red Herring Prospectus.
Auditor of our Company / The Statutory Auditor & Peer Review Auditor of our Company, being M/s. Keyur
Statutory Auditor Shah & Co. Chartered Accountants as mentioned in the section titled “General
Information” beginning on page 141 of this Draft Red Herring Prospectus.
Bankers to the Company Karur Vyasa Bank
Board of Directors /
The Board of Directors of Sati Poly Plast Limited unless otherwise specified.
Board/BOD
Companies Act The Companies Act, 2013 as amended from time to time.
CIN Corporate Identification Number of our Company i.e. U00301BR1999PLC008904.
Chief Financial Officer (CFO) The Chief Financial officer of our Company, being Mr. Uma Kant Mishra
Company Secretary and The Company Secretary and Compliance Officer of our Company, being Ms.
Compliance Officer (CS) Akanksha Jain
Depositories Act The Depositories Act, 1996, as amended from time to time
DIN Director Identification Number
Equity Shares Equity Shares of our Company of Face Value of ₹ 10/- each unless otherwise specified
in the context thereof
Equity Shareholders Persons/ Entities holding Equity Shares of Our Company
ED Executive Director
Group Companies Group Companies as defined under Regulation 2(1)(t) of the SEBI (ICDR)
Regulations, 2018, “Group companies shall include such companies (other than our

1|Page
 Term Description
Promoters and Subsidiary) with which there were related party transactions as
disclosed in the Restated Financial Information as covered under the applicable
accounting standards, and as disclosed in “Information with respect to Group
Companies/Entities” on page 193 of this Draft Red Herring Prospectus.
Independent Director A Non-Executive & Independent Director as per the Companies Act, 2013
Indian GAAP Generally Accepted Accounting Principles in India
ISIN INE0RPM01017
Key Managerial Personnel / The officer vested with executive power and the officers at the level immediately
Key Managerial Employees below the Board of Directors as described in the section titled “Our Management” on
page 141 of this Draft Red Herring Prospectus.
Materiality Policy The policy on identification of group companies, material creditors and material
litigation, adopted by our Board on January 01, 2024 in accordance with the
requirements of the SEBI ICDR Regulations.
MOA/ Memorandum / Memorandum of Association of our Company as amended from time to time
Memorandum of Association
Non-Residents A person resident outside India, as defined under FEMA
Nomination and The Nomination and Remuneration Committee of our Board of Directors constituted
Remuneration Committee in accordance with Section 178 of the Companies Act, 2013. For details refer section
titled “Our Management” on page 141 of this Draft Red Herring Prospectus.
Non-Executive Director A Director not being an Executive Director or an Independent Director.
NRIs / Non-Resident Indians A person resident outside India, as defined under FEMA and who is a citizen of India
or a Person of Indian Origin under Foreign Outside India Regulations, 2000.
Peer Reviewed Auditor The Statutory Auditors of our Company, being M/s. Keyur Shah & Co., Chartered
Accountants, holding a valid peer review certificate, as mentioned in the section titled
“General Information” beginning on page 47 of this Draft Red Herring Prospectus.
Registered Office D.N.Singh Road, Bhagalpur 812 002, Bihar, India#

Restated Financial Information Restated Financial Statements along with Report from the peer review certified auditor
– M/s. Keyur Shah & Co., Chartered Accountants, Ahmedabad, for period ended on
September 30, 2023 and for the year ended March 31, 2023, 2022, 2021 dated January
30, 2024 included in the Draft Red Herring Prospectus.
ROC / Registrar of Companies Registrar of Companies, Patna.
Stakeholders Relationship The Stakeholders Relationship Committee of our Board of Directors constituted in
Committee accordance with Section 178 of the Companies Act, 2013. For details refer section
titled “Our Management” on page 141 of this Draft Red Herring Prospectus.
WTD Whole-Time Director of our Company, being Mr. Aditya Jhunjhunwala.
# Our company is in the process of changing the registered office to our corporate office situated at C-44, Phase II,
Distt. Gautam Budh Nagar, Noida- 201305, Uttar Pradesh, India for which shareholders have approved on January
31, 2024, however RoC approval for the same is pending as on the date of Draft Red Herring Prospectus
ISSUE RELATED TERMS
Terms Description
Abridged Prospectus Abridged Prospectus means a memorandum containing such salient features of a
Prospectus as may be specified by SEBI in this behalf
Acknowledgement Slip The slip or document issued by the Designated Intermediary to an Applicant as proof
of registration of the Application
Allotment/Allot/Allotted Unless the context otherwise requires, allotment of Equity Shares offered pursuant to
the Fresh Issue pursuant to successful Bidders.
Application Form The Form in terms of which the applicant shall apply for the Equity Shares of our
Company

2|Page
Terms Description
Allotment Advice Note or advice or intimation of Allotment sent to the Bidders who have been allotted
Equity Shares after the Basis of Allotment has been approved by the Designated Stock
Exchanges
Application Supported by An application, whether physical or electronic, used by applicants to make an
Blocked Amount / ASBA application authorising a SCSB to block the application amount in the ASBA Account
maintained with the SCSB.
ASBA Account An account maintained with the SCSB and specified in the application form submitted
by ASBA applicant for blocking the amount mentioned in the application form.
Allotment Issue of the Equity Shares pursuant to the Issue to the successful applicants
Allottee (s) The successful applicant to whom the Equity Shares are being / have been issued
Anchor Investor A Qualified Institutional Buyer, applying under the Anchor Investor Portion in
accordance with the requirements specified in the SEBI ICDR Regulations and the
Red Herring Prospectus and who has Bid for an amount of at least ₹ 200 lakhs.
Basis of Allotment The basis on which equity shares will be allotted to successful applicants under the
Issue and which is described in paragraph titled ‘Basis of allotment’ under chapter
titled “Issue Procedure” starting from page no. 218 of this Draft Red Herring
Prospectus.
Bid An indication to make an Issue during the Bid/Issue Period by an ASBA Bidder
pursuant to submission of the ASBA Form to subscribe to or purchase the Equity
Shares at a price within the Price Band, including all revisions and modifications
thereto as permitted under the SEBI ICDR Regulations and in terms of the Red
Herring Prospectus and the relevant Bid cum Application Form. The term “Bidding”
shall be construed accordingly.
Bid Lot [●] Equity Shares and in multiples of [●] Equity Shares thereafter
Bid/Issue Closing Date The date after which the Designated Intermediaries will not accept any Bids, being
[●], which shall be published in all editions of English national daily newspaper [●],
all editions of Hindi national daily newspaper [●] and Patna (Bihar) editions of [●] (a
widely circulated Regional language daily newspaper) ([●] being the regional
language of Bihar, where our Registered Office is located).
Our Company in consultation with the BRLM, may, consider closing the Bid/Issue
Period for QIBs one Working Day prior to the Bid/Issue Closing Date in accordance
with the SEBI ICDR Regulations. In case of any revision, the extended Bid/ Issue
Closing Date shall be widely disseminated by notification to the Stock Exchanges,
and also be notified on the websites of the BRLM and at the terminals of the Syndicate
Members, if any and communicated to the Designated Intermediaries and the Sponsor
Bank, which shall also be notified in an advertisement in same newspapers in which
the Bid/ Issue Opening Date was published, as required under the SEBI ICDR
Regulations
Bid/Issue Opening Date The date on which the Designated Intermediaries shall start accepting Bids, being [●],
which shall be published in all editions of English national daily newspaper [●], all
editions of Hindi national daily newspaper [●] and Patna (Bihar) editions of [●] (a
widely circulated Regional language daily newspaper).
Bid/ Issue Period The period between the Bid/ Issue Opening Date and the Bid/ Issue Closing Date,
inclusive of both days, during which prospective Bidders can submit their Bids,
including any revisions thereof in accordance with the SEBI ICDR Regulations and
the terms of the Red Herring Prospectus. Provided, however, that the Bidding shall
be kept open for a minimum of three Working Days for all categories of Bidders.
Our Company in consultation with the Book Running Lead Manager may consider
closing the Bid/Issue Period for the QIB Portion One Working Day prior to the
Bid/Issue Closing Date which shall also be notified in an advertisement in same
newspapers in which the Bid/Issue Opening Date was published, in accordance with
the SEBI ICDR Regulations.
In cases of force majeure, banking strike or similar circumstances, our Company in
consultation with the BRLM, for reasons to be recorded in writing, extend the Bid /

3|Page
Terms Description
Issue Period for a minimum of three Working Days, subject to the Bid/ Issue Period
not exceeding 10 Working Days
Bidder/ Investor Any prospective investor who makes a bid for Equity Shares in terms of Draft Red
Herring Prospectus.
Bidding Centres Centres at which the Designated Intermediaries shall accept the Bid cum Application
Forms i.e. Designated SCSB Branch for SCSBs, Specified Locations for members of
the Syndicate, Broker Centres for Registered Brokers, Designated RTA Locations for
RTAs and Designated CDP Locations for CDPs.
Bid Amount The amount at which the bidder makes a bid for the Equity Shares of our Company
in terms of Draft Red Herring Prospectus.
Bid cum Application Form The form in terms of which the bidder shall make a bid, including ASBA Form, and
which shall be considered as the bid for the Allotment pursuant to the terms of this
Draft Red Herring Prospectus.
Book Building Process Book building process, as provided in Part A of Schedule XIII of the SEBI ICDR
Regulations, in terms of which the Issue is being made
BRLM / Book Running Lead Book Running Lead Manager to the Issue, in this case being Beeline Capital Advisors
Manager Private Limited, SEBI Registered Category I Merchant Banker.
Bankers to the Issue and [●]
Refund Banker
Bidding Centres Centres at which the Designated Intermediaries shall accept the Application Forms
i.e. Designated SCSB Branch for SCSBs, Specified Locations for members of the
Syndicate, Broker Centres for Registered Brokers, Designated RTA Locations for
RTAs and Designated CDP Locations for CDPs.
Broker Centers Broker centers notified by the Stock Exchanges where investors can submit the
Application Forms to a Registered Broker. The details of such Broker Centers, along
with the names and contact details of the Registered Brokers are available on the
websites of the Stock Exchange
CAN or Confirmation of The Note or advice or intimation sent to each successful Applicant indicating the
Allocation Note Equity which will be allotted, after approval of Basis of Allotment by the designated
Stock Exchange
Cap Price The higher end of the Price Band, subject to any revisions thereto, above which the
Issue Price will not be finalised and above which no Bids will be accepted
Client Id Client Identification Number maintained with one of the Depositories in relation to
demat account.
Collecting Depository A depository participant as defined under the Depositories Act, 1996, registered with
Participants or CDPs SEBI and who is eligible to procure bids at the Designated CDP Locations in terms
of circular no. CIR/CFD/POLICYCELL/11/2015 dated November 10, 2015 issued
by SEBI
Controlling Branches of the Such branches of the SCSBs which coordinate with the BRLM, the Registrar to the
SCSBs Issue and the Stock Exchange.
Depository A depository registered with SEBI under the SEBI (Depositories and Participants)
Regulations, 2018.
Demographic Details The demographic details of the Applicants such as their Address, PAN, name of the
applicant father/husband, investor status, occupation and Bank Account details
Designated Date The date on which amounts blocked by the SCSBs are transferred from the ASBA
Accounts, as the case may be, to the Public Issue Account or the Refund Account, as
appropriate, in terms of the Draft Red Herring Prospectus, after finalisation of the
Basis of Allotment in consultation with the Designated Stock Exchange, following
which the Board of Directors may Allot Equity Shares to successful Bidders in the
Issue.
Designated SCSB Branches Such branches of the SCSBs which shall collect the ASBA Bid cum Application Form
from the ASBA bidder and a list of which is available on the website of SEBI at

4|Page
Terms Description
http://www.sebi.gov.in/sebiweb/home/list/5/33/0/0/ Recognized-Intermediaries or at
such other website as may be prescribed by SEBI from time to time
Designated CDP Locations Such locations of the CDPs where bidder can submit the Bid cum Application Forms
to Collecting Depository Participants.
The details of such Designated CDP Locations, along with names and contact details
of the Collecting Depository Participants eligible to accept Bid cum Application
Forms are available on the websites of the Stock Exchange i.e. www.nseindia.com
Designated RTA Locations Such locations of the RTAs where bidder can submit the Bid cum Application Forms
to RTAs. The details of such Designated RTA Locations, along with names and
contact details of the RTAs eligible to accept Bid cum Application Forms are
available on the websites of the Stock Exchange i.e. www.nseindia.com
Designated Intermediaries/ The members of the Syndicate, sub-syndicate/agents, SCSBs, Registered Brokers,
Collecting Agent CDPs and RTAs, who are categorized to collect Application Forms from the
Applicant, in relation to the Issue.
Depository Participant A Depository Participant as defined under the Depositories Act, 1996
Designated Stock Exchange Emerge Platform of National Stock Exchange of India Limited (“NSE EMERGE”)
DP ID Depository Participant’s Identity Number
Draft Red Herring Prospectus Draft Red Herring prospectus dated February 01, 2024 issued in accordance with
Section 32 of the Companies Act, 2013 and SEBI (ICDR) Regulations.
Engagement Letter The Engagement letter dated October 18, 2023 executed between Issuer and BRLM.
Eligible NRI NRIs from jurisdictions outside India where it is not unlawful to make an issue or
invitation under the Issue and in relation to whom the Draft Red Herring Prospectus
constitutes an invitation to subscribe to the Equity Shares Allotted herein.
Emerge Platform of NSE The Emerge Platform of NSE for Listing of Equity Shares offered under Chapter IX
of SEBI (ICDR) Regulations which was approved by SEBI as an NSE Emerge on
October 14, 2011.
Electronic Transfer of Funds Refunds through ECS, NEFT, Direct Credit or RTGS as applicable.
Eligible QFIs QFIs from such jurisdictions outside India where it is not unlawful to make an Issue
or invitation under the Issue and in relation to whom the Prospectus constitutes an
invitation to purchase the Equity Shares Issued thereby and who have opened demat
accounts with SEBI registered qualified depositary participants.
Escrow Account Accounts opened with the Banker to the Issue
First/ Sole bidder The bidder whose name appears first in the Bid cum Application Form or Revision
Form.
Floor Price The lower end of the Price Band, subject to any revision(s) thereto, not being less
than the face value of Equity Shares, at or above which the Issue Price will be finalised
and below which no Bids will be accepted
Foreign Venture Capital Foreign Venture Capital Investors registered with SEBI under the SEBI (Foreign
Investors Venture Capital Investor) Regulations, 2000
FPI / Foreign Portfolio A Foreign Portfolio Investor who has been registered pursuant to the of Securities
Investor and Exchange Board of India (Foreign Portfolio Investors) Regulations, 2014,
provided that any FII or QFI who holds a valid certificate of registration shall be
deemed to be a foreign portfolio investor till the expiry of the block of three years for
which fees have been paid as per the SEBI (Foreign Institutional Investors)
Regulations, 1995, as amended
Fresh Issue The Fresh Issue of Upto 1335600 Equity Shares aggregating up to ₹ [●] Lakhs.
Fugitive Economic Offender An individual who is declared a fugitive economic offender under Section 12 of the
Fugitive Economic Offenders Act, 2018
Fraudulent Borrower Fraudulent borrower as defined under Regulation 2(1)(lll) of the SEBI ICDR
Regulations

5|Page
Terms Description
General Information Document The General Information Document for investing in public issues prepared and issued
(GID) in accordance with the circulars (CIR/CFD/DIL/12/2013) dated October 23, 2013,
notified by SEBI and updated pursuant to the circular
(CIR/CFD/POLICYCELL/11/2015) dated November 10, 2015 and
(SEBI/HO/CFD/DIL/CIR/P/2016/26) dated January 21, 2016 and circular
(SEBI/HO/CFD/DIL2/CIR/P/2018/138) dated November 1, 2018 notified by SEBI.
GIR Number General Index Registry Number
IPO/ Issue/ Issue Size/ Public Initial Public Offering
Issue
Issue document Includes Red Herring Prospectus and Prospectus filed with Registrar of Companies.
Issue Period The periods between the Issue Opening Date and the Issue Closing Date inclusive of
both days and during which prospective Applicants may submit their Bidding
application
Issue Proceeds Proceeds to be raised by our Company through this Fresh Issue, for further details
please refer chapter titled “Objects of the Issue” page 56 of this Draft Red Herring
Prospectus
Issue/ Issue Size/ Initial Public The initial public offering of upto 1335600 Equity Shares for cash at a price of ₹ [●]
Issue/ Initial Public Issue/ each, aggregating up to ₹ [●] Lakhs comprising the Fresh Issue.
Initial Public Offering/ IPO
Issue Price The price at which the Equity Shares are being issued by our Company through this
Draft Red Herring Prospectus, being ₹ [●] /- (including share premium of ₹ [●]/- per
Equity Share).
Listing Agreement The Equity Listing Agreement to be signed between our Company and the National
Stock Exchange of India Limited.
Market Making Agreement The Market Making Agreement dated [●] between our Company, Book Running
Lead Manager and Market Maker.
Market Maker The Market Maker to the Issue, in this case being [●].
Market Maker Reservation The reserved portion of [●] Equity Shares of ₹ 10 each at an Issue price of ₹ [●] each
Portion aggregating to ₹ [●] Lakhs to be subscribed by Market Maker in this Issue.
Mutual Funds A mutual fund registered with SEBI under the SEBI (Mutual Funds) Regulations,
1996, as amended from time to time
Net Issue The Issue excluding the Market Maker Reservation Portion of [●] Equity Shares of
Face Value of ₹ 10.00 each fully paid for cash at a price of ₹ [●] Equity Share
aggregating ₹ [●] Lakhs by our Company.
Net Proceeds The proceeds from the Fresh Issue less the Issue related expenses applicable to the
Fresh Issue
NPCI NPCI, a Reserve Bank of India (RBI) initiative, is an umbrella organization for all
retail payments in India. It has been set up with the guidance and support of the
Reserve Bank of India (RBI) and Indian Banks Association (IBA).
Offer Document Offer Document includes Draft Red Herring Prospectus / Red Herring Prospectus /
Prospectus.
Person/Persons Any individual, sole proprietorship, unincorporated association, unincorporated
organization, body corporate, corporation, company, partnership, limited liability
company, joint venture, or trust or any other entity or organization validly constituted
and/or incorporated in the jurisdiction in which it exists and operates, as the context
requires.
Price Band Price Band of a minimum price (Floor Price) of ₹ [●] and the maximum price (Cap
Price) of ₹ [●]. The Price Band will be decided by our Company in consultation with
the BRLM and advertised in two national daily newspapers (one each in English and
in Hindi) with wide circulation and one daily regional newspaper with wide
circulation at least two working days prior to the Bid / Issue Opening Date

6|Page
Terms Description
Prospectus The Prospectus to be filed with the RoC in accordance with the Companies Act, 2013,
and the SEBI ICDR Regulations containing, inter alia, the Issue Price that is
determined at the end of the Book Building Process, the size of the Issue and certain
other information, including any addenda or corrigenda thereto.
Public Issue Account Account opened with the Bankers to the Issue to receive monies from the SCSBs from
the bank account of the ASBA bidder, on the Designated Date.
Public Issue Account Agreement to be entered into by our Company, the Registrar to the Issue, the Book
Agreement Running Lead Manager, and the Public Issue Bank/Banker to the Issue for collection
of the Application Amounts.
Qualified Institutional Buyers / The qualified institutional buyers as defined under Regulation 2(1)(ss) of the SEBI
QIBs ICDR Regulations.
Red Herring Prospectus / RHP The Red Herring Prospectus to be issued in accordance with Section 32 of the
Companies Act, 2013 and the provisions of the SEBI ICDR Regulations, which will
not have complete particulars of the price at which the Equity Shares will be Issued
and the size of the Issue, including any addenda or corrigenda thereto
Refund Account Account opened / to be opened with a SEBI Registered Banker to the Issue from
which the refunds of the whole or part of the Application Amount, if any, shall be
made.
Refund Bank(s) / Refund Bank(s) which is / are clearing member(s) and registered with the SEBI as Bankers
Banker(s) to the Issue at which the Refund Accounts will be opened in case listing of the Equity
Shares does not occur, in this case being [●].
Registrar / Registrar to the Registrar to the Issue being Link Intime India Private Limited.
Issue
Regulations Unless the context specifies something else, this means the SEBI (Issue of Capital
and Disclosure Requirements) Regulations, 2018.
Retail Individual Investors Individual investors (including HUFs applying through their Karta and Eligible NRI
/(RII) Bidders) who applies or bids for the Equity Shares of a value of not more than ₹.
2,00,000.
Registered Broker Individuals or companies registered with SEBI as “Trading Members” (except
Syndicate/ Sub-Syndicate Members) who hold valid membership of either BSE or
NSE having right to trade in stocks listed on Stock Exchanges, through which
investors can buy or sell securities listed on stock exchanges, a list of which is
available on http://www.nseindia.com/membership/content/cat_of_mem.htm
Reserved Category/ Categories Categories of persons eligible for making bid under reservation portion.
Reservation Portion The portion of the Issue reserved for category of eligible bidders as provided under
the SEBI (ICDR) Regulations, 2018
Revision Form The form used by the bidders to modify the quantity of Equity Shares or the bid
Amount in any of their Bid cum Application Forms or any previous Revision Form(s)
SCSB A Self Certified Syndicate Bank registered with SEBI under the SEBI (Bankers to an
Issue) Regulations, 1994 and Issues the facility of ASBA, including blocking of bank
account. A list of all SCSBs is available at
https://www.sebi.gov.in/sebiweb/other/OtherAction.do?doRecognisedFpi=yes&int
mId=35
Sponsor Bank The Banker to the Issue registered with SEBI and appointed by our Company to act
as a conduit between the Stock Exchanges and the NPCI in order to push the mandate
collect requests and / or payment instructions of the Retail Individual Bidders into the
UPI and carry out other responsibilities, in terms of the UPI Circulars.
Transaction Registration Slip/ The slip or document issued by a member of the Syndicate or an SCSB (only on
TRS demand), as the case may be, to the bidders, as proof of registration of the bid.
Underwriter The BRLM who has underwritten this Issue pursuant to the provisions of the SEBI
(ICDR) Regulations and the Securities and Exchange Board of India (Underwriters)
Regulations, 1993, as amended from time to time.

7|Page
Terms Description
Underwriting Agreement The Agreement entered into between the Underwriter and our Company dated [●]
UPI Unified payment Interface, which is an instant payment mechanism, developed by
NPCI.
UPI Circular The SEBI circular no. SEBI/HO/CFD/DIL2/CIR/P/2018/138 dated November 1,
2018, SEBI circular no. SEBI/HO/CFD/DIL2/CIR/P/2019/50 dated April 3, 2019,
SEBI circular no. SEBI/HO/CFD/DIL2/CIR/P/2019/76 dated June 28, 2019, SEBI
Circular no. SEBI/HO/CFD/DIL2/CIR/P/2019/85 dated July 26, 2019, Circular
number SEBI/HO/CFD/DCR2/CIR/P/2019/133 dated November 8, 2019, Circular
number SEBI/HO/CFD/DIL2/CIR/P/2020/50 dated March 30, 2020, SEBI circular
no. SEBI/HO/CFD/DIL2/CIR/P/2021/2480/1/M dated March 16, 2021, SEBI
circular no. SEBI/HO/CFD/DIL2/CIR/P/2021/47 dated March 31, 2021, SEBI
circular no. SEBI/HO/CFD/DIL2/P/CIR/2021/570 dated June 2, 2021 and as
amended pursuant to SEBI circular no. SEBI/HO/CFD/DIL2/CIR/P/2022/51 April 20,
2022 and any subsequent circulars or notifications issued by SEBI in this regard and
any subsequent circulars or notifications issued by SEBI in this regard.
UPI ID ID created on UPI for single-window mobile payment system developed by the NPCI.
UPI Mandate Request A request (intimating the Retail Individual Bidder by way of a notification on the
Mobile App and by way of a SMS directing the Retail Individual Bidder to such
Mobile App) to the Retail Individual Bidder initiated by the Sponsor Bank to
authorize blocking of funds on the Mobile App equivalent to Bid Amount and
Subsequent debit of funds in case of Allotment.
UPI Mechanism The bidding mechanism that may be used by a RII to make a Bid in the Offer in
accordance with the UPI Circulars.
UPI PIN Password to authenticate UPI transactions.
Willful Defaulter Willful defaulter as defined under Regulation 2(1)(lll) of the SEBI ICDR Regulations.
Working Days In accordance with Regulation 2(1)(mmm) of SEBI ICDR Regulation, working day
means all days on which commercial banks in the city as specified in the Draft Red
Herring Prospectus are open for business:-

However, in respect of announcement of price band and Issue Period, working day
shall mean all days, excluding Saturday, Sundays and Public holidays, on which
commercial banks in the city as notified in this Prospectus are open for business.

In respect to the time period between the Issue closing date and the listing of the
specified securities on the stock exchange, working day shall mean all trading days
of the Stock Exchanges, excluding Sundays and bank holiday in accordance with
circular issued by SEBI.
TECHNICAL AND INDUSTRY RELATED TERMS

Term Description
AEs Advanced Economies
ATMP Assembly, Testing, Marking and Packaging
BOPET Biaxially-oriented Polyethylene Terephthalate
BOPP Biaxially-Oriented Polypropylene
CAD Current Account Deficit
CPCB Central Pollution Control Board
CPI Consumer Price Index
CPP Cast Polypropylene
EA Euro Area
ECGLS Emergency Credit Linked Guarantee Scheme

8|Page
EMDEs Emerging Market and Developing Economies
ESDM Electronics System Design and Manufacturing
FIBC Flexible Intermediate Bulk Container
GHGs Greenhouse Gases
GSCPI Global Supply Chain Pressure Index
GVA Gross Value Added
IEA International Energy Agency
IMF International Monetary Fund
ISO International Organization for Standardization
KVA Kilovolt Amperes
LDPE Low-Density Polyethylene
LICs Low-Income Countries
MGNREGS Mahatma Gandhi National Rural Employment Guarantee Scheme
NAPCC National Action Plan on Climate Change
NFHS National Family Health Survey
NSO National Statistical Office
PE Polyethylene
PET Polyethylene Terephthalate
PFCE Private Final Consumption Expenditure
PLI Production Linked Incentive
PMI Purchasing Managers’ Index
PP Polypropylene
R&D Research and Development
RCF Recycled Fibre
UNDP United Nations Development Programme
UNWTO United Nations World Tourism Organization
WTO World Trade Organisation
YoY Year-On-Year

CONVENTIONAL AND GENERAL TERMS / ABBREVIATIONS

Term Description
A/c Account
Act or Companies Act Companies Act, 1956 and/or the Companies Act, 2013, as amended from time to time
AGM Annual General Meeting
AO Assessing Officer
ASBA Application Supported by Blocked Amount
AS Accounting Standards issued by the Institute of Chartered Accountants of India
AY Assessment Year
BG Bank Guarantee
CAGR Compounded Annual Growth Rate
CAN Confirmation Allocation Note
CDSL Central Depository Services (India) Limited
CFSS Companies Fresh Start Scheme under Companies Act, 2013
CIN Corporate Identity Number

9|Page
Term Description
CIT Commissioner of Income Tax
CRR Cash Reserve Ratio
Depositories NSDL and CDSL
Depositories Act The Depositories Act, 1996 as amended from time to time
A depository registered with SEBI under the Securities and Exchange Board of India
Depository
(Depositories and Participants) Regulations, 2018, as amended from time to time
DIN Director identification number
DP/ Depository Participant A Depository Participant as defined under the Depositories Act, 1996.
DP ID Depository Participant’s Identification
EBIDTA Earnings Before Interest, Depreciation, Tax and Amortization
ECS Electronic Clearing System
EMDE Emerging Market and Developing Economy
EoGM Extra-ordinary General Meeting
Earnings Per Share i.e. profit after tax for a fiscal year divided by the weighted average
EPS
outstanding number of equity shares at the end of that fiscal year
Financial Year/ Fiscal Year/ The period of twelve months ended March 31 of that particular year
FY
FDI Foreign Direct Investment
FDR Fixed Deposit Receipt
Foreign Exchange Management Act, 1999, read with rules and regulations there-under
FEMA
and as amended from time to time
FEMA Regulations Foreign Exchange Management (Transfer or Issue of Security by a Person Resident
Outside India) Regulations, 2000, as amended
Foreign Institutional Investor (as defined under SEBI FII (Foreign Institutional
FII Investors) Regulations, 1995, as amended from time to time) registered with SEBI
under applicable laws in India
FII Regulations Securities and Exchange Board of India (Foreign Institutional Investors) Regulations,
1995, as amended
Fis Financial Institutions
FIPB Foreign Investment Promotion Board
Foreign Venture Capital Investor registered under the Securities and Exchange Board
FVCI of India (Foreign Venture Capital Investor) Regulations, 2000, as amended from time
to time
GDP Gross Domestic Product
GIR Number General Index Registry Number
Gov/ Government/GoI Government of India
HUF Hindu Undivided Family
IFRS International Financial Reporting Standard
ICSI Institute of Company Secretaries of India
ICAI Institute of Chartered Accountants of India
Indian GAAP Generally Accepted Accounting Principles in India
I.T. Act Income Tax Act, 1961, as amended from time to time
ITAT Income Tax Appellate Tribunal
INR/ Rs./ Rupees / ₹ Indian Rupees, the legal currency of the Republic of India
LIC Low-Income Country
Ltd. Limited
Pvt. Ltd. Private Limited
MCA Ministry of Corporate Affairs
Merchant banker as defined under the Securities and Exchange Board of India
Merchant Banker
(Merchant Bankers) Regulations, 1992 as amended

10 | P a g e
Term Description
MOF Ministry of Finance, Government of India
MOU Memorandum of Understanding
NA Not Applicable
NAV Net Asset Value
NEFT National Electronic Fund Transfer
NOC No Objection Certificate
NR/ Non Residents Non-Resident
NRE Account Non Resident External Account
Non Resident Indian, is a person resident outside India, as defined under FEMA and
NRI
the FEMA Regulations
NRO Account Non Resident Ordinary Account
NSDL National Securities Depository Limited
NTA Net Tangible Assets
p.a. Per annum
P/E Ratio Price/ Earnings Ratio
Permanent Account Number allotted under the Income Tax Act, 1961, as amended
PAN
from time to time
PAT Profit After Tax
PBT Profit Before Tax
PIO Person of Indian Origin
PLR Prime Lending Rate
R&D Research and Development
RBI Reserve Bank of India
RBI Act Reserve Bank of India Act, 1934, as amended from time to time
RoNW Return on Net Worth
RTGS Real Time Gross Settlement
SAT Securities Appellate Tribunal
SCRA Securities Contracts (Regulation) Act, 1956, as amended from time to time
SCRR Securities Contracts (Regulation) Rules, 1957, as amended from time to Time
SCSBs Self-Certified Syndicate Banks
SEBI The Securities and Exchange Board of India constituted under the SEBI Act, 1992
SEBI Act Securities and Exchange Board of India Act 1992, as amended from time to time
SEBI Insider Trading SEBI (Prohibition of Insider Trading) Regulations, 2015, as amended from time to
Regulations time, including instructions and clarifications issued by SEBI from time to time
SEBI ICDR Regulations / Securities and Exchange Board of India (Issue of Capital and Disclosure
ICDR Regulations / SEBI Requirements) Regulations, 2018, as amended from time to time
ICDR / ICDR
SEBI Takeover Regulations Securities and Exchange Board of India (Substantial Acquisition of Shares and
Takeovers) Regulations, 2011, as amended from time to time
SEBI (ICDR) Regulations, 2018, SEBI (Underwriters) Regulations, 1993, as
amended, the SEBI (Merchant Bankers) Regulations, 1992, as amended, and any and
SEBI Rules and Regulations
all other relevant rules, regulations, guidelines, which SEBI may issue from time to
time, including instructions and clarifications issued by it from time to time
Sec. Section
Securities Act The U.S. Securities Act of 1933, as amended
S&P BSE SENSEX S&P Bombay Stock Exchange Sensitive Index
Sick Industrial Companies (Special Provisions) Act, 1985, as amended from time to
SICA
time
SME Small and Medium Enterprises

11 | P a g e
Term Description
Stamp Act The Indian Stamp Act, 1899, as amended from time to time
State Government The Government of a State of India
Stock Exchanges Unless the context requires otherwise, refers to, the NSE
STT Securities Transaction Tax
TDS Tax Deducted at Source
TIN Tax payer Identification Number
TRS Transaction Registration Slip
UIN Unique Identification Number
U.S. GAAP Generally accepted accounting principles in the United States of America
VCFs Venture capital funds as defined in, and registered with SEBI under, the erstwhile
Securities and Exchange Board of India (Venture Capital Funds) Regulations, 1996,
as amended, which have been repealed by the SEBI AIF Regulations.
In terms of the SEBI AIF Regulations, a VCF shall continue to be regulated by the
Securities and Exchange Board of India (Venture Capital Funds) Regulations, 1996
till the existing fund or scheme managed by the fund is wound up, and such VCF shall
not launch any new scheme or increase the targeted corpus of a scheme. Such VCF
may seek re-registration under the SEBI AIF Regulations.

12 | P a g e
 PRESENTATION OF FINANCIAL, INDUSTRY AND MARKET DATA
Certain Conventions
All references in the Draft Red Herring Prospectus to “India” are to the Republic of India. All references in the Draft Red
Herring Prospectus to the “U.S.”, “USA” or “United States” are to the United States of America.
In this Draft Red Herring Prospectus, the terms “we”, “us”, “our”, the “Company”, “our Company”, “Sati Poly Plast
Limited”, “SPL”, and, unless the context otherwise indicates or implies, refers to Sati Poly Plast Limited. In this Draft Red
Herring Prospectus, unless the context otherwise requires, all references to one gender also refers to another gender and
the word “Lac / Lakh” means “one hundred thousand”, the word “million (mn)” means “Ten Lac / Lakh”, the word “Crore”
means “ten million” and the word “billion (bn)” means “one hundred crore”. In this Draft Red Herring Prospectus, any
discrepancies in any table between total and the sum of the amounts listed are due to rounding-off.
Use of Financial Data
Unless stated otherwise, throughout this Draft Red Herring Prospectus, all figures have been expressed in Rupees and in
Lakh. Unless stated otherwise, the financial data in the Draft Red Herring Prospectus is derived from our financial
statements prepared and Restated Financial Statements, for period ended on September 30, 2023 and for the year ended
March 31, 2023, 2022, 2021 in accordance with Indian GAAP, the Companies Act and SEBI (ICDR) Regulations, 2018
included under Section titled “Restated Financial Information” beginning on page 162 of this Draft Red Herring
Prospectus. Our fiscal year commences on April 1 of every year and ends on March 31st of every next year.
There are significant differences between Indian GAAP, the International Financial Reporting Standards (“IFRS”) and the
Generally Accepted Accounting Principles in the United States of America (“U.S. GAAP”). Accordingly, the degree to
which the Indian GAAP financial statements included in this Draft Red Herring Prospectus will provide meaningful
information is entirely dependent on the reader’s level of familiarity with Indian accounting practice and Indian GAAP.
Any reliance by persons not familiar with Indian accounting practices on the financial disclosures presented in this Draft
Red Herring Prospectus should accordingly be limited. We have not attempted to explain those differences or quantify
their impact on the financial data included herein, and we urge you to consult your own advisors regarding such differences
and their impact on our financial data.
Any percentage amounts, as set forth in “Risk Factors”, “Business Overview”, “Management’s Discussion and Analysis
of Financial Condition and Results of Operations” and elsewhere in the Draft Red Herring Prospectus unless otherwise
indicated, have been calculated on the basis of the Company‘s Restated Financial Information prepared in accordance with
the applicable provisions of the Companies Act, Indian GAAP and restated in accordance with SEBI (ICDR) Regulations,
as stated in the report of our Peer Review Auditor, set out in section titled “Restated Financial Information” beginning on
page 162 of this Draft Red Herring Prospectus.
For additional definitions used in this Draft Red Herring Prospectus, see the section “Definitions and Abbreviations” on
page 1 of this Draft Red Herring Prospectus. In the section titled “Description of Equity Shares and Terms of the Articles
of Association”, on page 245 of the Draft Red Herring Prospectus defined terms have the meaning given to such terms in
the Articles of Association of our Company.
Currency and Units of Presentation
All references to:
➢ “Rupees” or “INR” or “Rs.” Or “₹” are to Indian Rupee, the official currency of the Republic of India; and
➢ “USD” or “US$” are to United States Dollar, the official currency of the United States.
Our Company has presented certain numerical information in this Draft Red Herring Prospectus in “Lakhs” units. One
Lakh represents 1,00,000. In this Draft Red Herring Prospectus, any discrepancies in any table between the total and the
sums of the amounts listed are due to rounding off. All figures derived from our Financial Statements in decimals have
been rounded off to the second decimal and all percentage figures have been rounded off to two decimal place.
Use of Industry & Market Data
Unless stated otherwise, industry and market data and forecast used throughout the Draft Red Herring Prospectus was
obtained from internal Company reports, data, websites, Industry publications report as well as Government Publications.
Industry publication data and website data generally state that the information contained therein has been obtained from
sources believed to be reliable, but that their accuracy and completeness and underlying assumptions are not guaranteed
and their reliability cannot be assured.
Although, we believe industry and market data used in the Draft Red Herring Prospectus is reliable, it has not been
independently verified by us or the BRLM or any of their affiliates or advisors. Similarly, internal Company reports and

13 | P a g e
data, while believed by us to be reliable, have not been verified by any independent source. There are no standard data
gathering methodologies in the industry in which we conduct our business, methodologies, and assumptions may vary
widely among different market and industry sources.
In accordance with the SEBI (ICDR) Regulations, the section titled “Basis for Offer Price” on page 82 of the Draft Red
Herring Prospectus includes information relating to our peer group companies. Such information has been derived from
publicly available sources, and neither we, nor the BRLM, have independently verified such information.

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 FORWARD – LOOKING STATEMENTS
All statements contained in this Draft Red Herring Prospectus that are not statements of historical fact constitute forward-
looking statements. All statements regarding our expected financial condition and results of operations, business, plans and
prospects are forward-looking statements. These forward-looking statements include statements with respect to our
business strategy, our revenue and profitability, our projects and other matters discussed in this Draft Red Herring
Prospectus regarding matters that are not historical facts. We have included statements in the Draft Red Herring Prospectus
which contain words or phrases such as “will”, “aim”, “is likely to result”, “believe”, “expect”, “will continue”,
“anticipate”, “estimate”, “intend”, “plan”, “contemplate”, “seek to”, “future”, “objective”, “goal”, “project”, “should”,
“will pursue” and similar expressions or variations of such expressions, that are “forward-looking statements”. Also,
statements which describe our strategies, objectives, plans or goals are also forward-looking statements.
All forward looking statements are subject to risks, uncertainties and assumptions about us that could cause actual results
to differ materially from those contemplated by the relevant forward-looking statement. Forward-looking statements reflect
our current views with respect to future events and are not a guarantee of future performance. These statements are based
on our management’s beliefs and assumptions, which in turn are based on currently available information. Although we
believe the assumptions upon which these forward-looking statements are based are reasonable, any of these assumptions
could prove to be inaccurate, and the forward-looking statements based on these assumptions could be incorrect. Important
factors that could cause actual results to differ materially from our expectations include but are not limited to:
1. Uncertainty in relation to continuing effect of the COVID-19 pandemic on our business and operations.
2. Destruction in our service process.
3. Our ability to successfully implement our strategy, our growth and expansion, technological changes.
4. Failure to attract, retain and manage the transition of our management team and other skilled & unskilled employees;
5. Our ability to protect our intellectual property rights and not infringing intellectual property rights of other parties;
6. Ability to respond to technological changes;
7. Failure to comply with regulations prescribed by authorities of the jurisdictions in which we operate;
8. Inability to successfully obtain registrations in a timely manner or at all;
9. General economic and business conditions in the markets in which we operate and in the local, regional and national
economies;
10. Our ability to effectively manage a variety of business, legal, regulatory, economic, social and political risks associated
with our operations;
11. Recession in the market;
12. Changes in laws and regulations relating to the industries in which we operate;
13. Effect of lack of infrastructure facilities on our business;
14. Our ability to successfully implement our growth strategy and expansion plans;
15. Our ability to meet our capital expenditure requirements;
16. Our ability to attract, retain and manage qualified personnel;
17. Failure to adapt to the changing technology in our industry of operation may adversely affect our business and financial
condition;
18. Failure to obtain any approvals, licenses, registrations and permits in a timely manner;
19. Changes in political and social conditions in India or in countries that we may enter, the monetary and interest rate
policies of India and other countries, inflation, deflation, unanticipated turbulence in interest rates, equity prices or
other rates or prices;
20. Occurrence of natural disasters or calamities affecting the areas in which we have operations;
21. Conflicts of interest with affiliated companies, the promoter group and other related parties;
22. The performance of the financial markets in India and globally;
23. Any adverse outcome in the legal proceedings in which we are involved;
24. Our ability to expand our geographical area of operation;

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25. Concentration of ownership among our Promoters.
For further discussion of factors that could cause our actual results to differ, see the Section titled “Risk Factors”;
“Business Overview” and “Management’s Discussion and Analysis of Financial Position and Results of Operations”
beginning on page 25, 107 and 165 respectively of the Draft Red Herring Prospectus. By their nature, certain market risk
disclosures are only estimates and could be materially different from what actually occurs in the future. As a result, actual
future gains or losses could materially differ from those that have been estimated.
There can be no assurance to investors that the expectations reflected in these forward-looking statements will prove to be
correct. Given these uncertainties, investors are cautioned not to place undue reliance on such forward-looking statements
and not to regard such statements to be a guarantee of our future performance.
Neither our Company, our Directors, our Officers, Lead Manager and Underwriter nor any of their respective affiliates
have any obligation to update or otherwise revise any statements reflecting circumstances arising after the date hereof or
to reflect the occurrence of underlying events, even if the underlying assumptions do not come to fruition. In accordance
with SEBI requirements, our Company, and the Lead Manager will ensure that investors in India are informed of material
developments until such time as the grant of listing and trading permission by the Stock Exchange for the Equity Shares
allotted pursuant to this Issue.

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 SECTION II - SUMMARY OF DRAFT RED HERRING PROSPECTUS
PRIMARY BUSINESS OF THE COMPANY
Our Company is an ISO Certified Company engaged in the manufacturing of flexible packaging material which is multi-
functional and caters to the packaging requirements of various industries. We provide end-to-end solution for various
flexible packaging needs. Till year 2015, our company was engaged in the business of trading of flexible packaging
material. From 2017, our Company commenced the manufacturing of flexible packaging material. Our Company has set
up two manufacturing units, of which “Plant 1” is situated at C44, Phase II, Gautam Budh Nagar – Noida-201305 with an
installed capacity of 500 tones per month and “Plant 2” is situated at Plot No. 85 Udhyog Kendra, Noida -201306 with an
installed capacity of 450 tones per month. Our Company has been consistently expanding its business operations by
increasing its installed capacity from 250 tonnes per month to 400 tonnes per month in 2018 and to 500 tonnes per month
in 2019. Our range of packaging solutions span a variety of products in the food and beverage category, including salty
snacks, snack bars, dry fruits, confectionery and dry foods. We utilise the advanced equipment available and continually
invest to maintain the quality of product, process efficiency and the superior service that we are renowned for. Our products
are crafted out of an extensive range of industry approved materials such as polyethylene terephthalate, biaxially-oriented
polypropylene, polythene, cast polypropylene, foil, paper, bio-degradable films, etc. Since, flexible packaging material
predominantly consists of plastic as a major raw material, we aim to manufacture our products sustainably by aiming
towards “Reuse, Recycle and Upcycle”. We stringently maintain the processes and accreditation required to ensure the
quality needs of the customers we supply in the food and beverages. We have also installed Automated Machine with Auto
Gauge Control with minimum gauge variation specially for Edible Oil Industries. Currently we are working with Pidilite,
Adani Wilmar, JVL and have also started vacuum bags for cashews.
Flexible packaging refers to a type of packaging material that is made from non rigid materials such as plastic, paper, or
aluminum foil to create pouches, bags, and other pliable product containers. Flexible packages are particularly useful in
industries that require versatile packaging, such as the food and beverage, personal care, and pharmaceutical industries.
Flexible packaging offers several advantages, including its ability to conform to the shape of the product, its lightweight
nature, and its ability to provide barrier properties to protect the contents from moisture, oxygen, and other external factors.
Additionally, flexible packaging is often considered more sustainable compared to rigid packaging, as it typically requires
fewer resources to produce and transport.
SUMMARY OF INDUSTRY IN WHICH THE COMPANY IS OPERATING
PACKAGING INDUSTRY
INTRODUCTION
Manufacturing is emerging as an integral pillar in the country’s economic growth, thanks to the performance of key sectors
like automotive, engineering, chemicals, pharmaceuticals, and consumer durables. The Indian manufacturing industry
generated 16-17% of India’s GDP pre-pandemic and is projected to be one of the fastest growing sectors.
The machine tool industry was literally the nuts and bolts of the manufacturing industry in India. Today, technology has
stimulated innovation with digital transformation a key aspect in gaining an edge in this highly competitive market.
Technology has today encouraged creativity, with digital transformation being a critical element in gaining an advantage
in this increasingly competitive industry. The Indian manufacturing sector is steadily moving toward more automated and
process-driven manufacturing, which is projected to improve efficiency and enhance productivity.
India now has the physical and digital infrastructure to raise the share of the manufacturing sector in the economy and
make a realistic bid to be an important player in global supply chains.
Manufacturing has emerged as one of the high growth sectors in India. Prime Minister of India, Mr Narendra Modi,
launched the ‘Make in India’ program to place India on the world map as a manufacturing hub and give global recognition
to the Indian economy.
NAME OF PROMOTERS
Promoters of Our Company are Balmukund Jhunjhunwala, Anita Jhunjhunwala, Aditya Jhunjhunwala, Keshav
Jhunjhunwala and Balmukund Jhunjhunwala HUF. For detailed information on our Promoter and Promoter’s Group, please
refer to Chapter titled “Our Promoter and Promoter’s Group” on page no. 155 of this Draft Red Herring Prospectus.
SIZE OF THE ISSUE
Our company is proposing the public issue of upto 1335600 equity shares of face value of ₹ 10/- each of Sati Poly Plast
Limited (“SPPL” or the “company” or the “issuer”) for cash at a price of ₹ [●]/- per equity share including a share premium
of ₹ [●]/- per equity share (the “issue price”) aggregating to ₹ [●] lakhs (“the issue”), of which [●] equity shares of face
value of ₹ 10/- each for cash at a price of ₹ [●]/- per equity share including a share premium of ₹ [●]/- per equity share

17 | P a g e
aggregating to ₹ [●] lakhs will be reserved for subscription by Market Maker to the issue (the “Market Maker Reservation
Portion”). the issue less the Market Maker Reservation Portion i.e. Net Issue of [●] equity shares of face value of ₹ 10/-
each at a price of ₹ [●]/- per equity share including a share premium of ₹ [●]/- per equity share aggregating to ₹ [●] lakhs
is herein after referred to as the “Net Issue”. the issue and the net issue will constitute [●] and [●] respectively, of the post
issue paid up equity share capital of our company. The face value of the equity shares is ₹ 10/- each. The price band will
be decided by our company in consultation with the book running lead manager (“BRLM”) and will be advertised in all
editions of the English national newspaper, all editions of the Hindi national newspaper and regional language newspaper,
each with wide circulation, at least 2 (two) working days prior to the bid/ issue opening date with the relevant financial
ratios calculated at the floor price and the cap price and shall be made available to the emerge platform of National Stock
Exchange of India Limited (“NSE Emerge”, referred to as the “Stock Exchange”) for the purpose of uploading on their
website for further details kindly refer to chapter titled “Terms of the Issue” beginning on page 208 of this Draft Red
Herring Prospectus.
OBJECT OF THE ISSUE
Amount
Particulars
(₹ in) Lakhs
Working Capital Requirement 1,100.00
General Corporate Purpose. [●]*
Less: To meet Public Issue Expenses# [●]
Net Issue Proceeds [●]*
*Subject to finalization of Basis of Allotment.
#The Issue related expenses in relation to the Fresh Issue shall be borne by our Company. For further details, please see “Issue Related Expenses”

UTILIZATION OF NET ISSUE PROCEEDS

The Net Issue Proceeds will be utilized for following purpose:
Amount % of Gross Issue
Sr. No. Particulars
(₹ in) Lakhs Proceeds
1. Working Capital Requirement 1,100.00 [●]
2. General Corporate Purposes^ [●] [●]
Net Issue Proceeds [●] [●]
^To be finalized on determination of the Issue Price and updated in the Prospectus prior to filing with the ROC. The amount utilized for general corporate purposes shall not exceed 25%
of the Gross Proceeds of the Issue.

MEANS OF FINANCE
We intend to finance our Objects of the Issue through Net Issue Proceeds which are as follows:
Internal
Balance from
Amount Required From IPO Accruals /
Sr. No. Particulars Long/Short
(₹ in Lakhs) Proceeds Equity /
Term Borrowing
Reserves
1. Working Capital Requirement 3,336.01 1,100.00 1,786.01* 450.00*
2. General Corporate Purposes [●] [●] 0.00 0.00
3. Public Issue Expenses [●] [●] 0.00 0.00
Total [●] [●] 1,786.01* 450.00*
* Subject to finalization of Price at the time of filing of Prospectus.

PRE-ISSUE SHAREHOLDING OF PROMOTERS AND PROMOTER’S GROUP

The shareholding pattern of our Promoter and Promoter’s Group before the Issue is as under:
Pre-issue Post issue
As a %
Sr. As a % of
Name of shareholders No. of equity No. of equity of
No. Issued
shares shares Issued
Capital
Capital
Promoters

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 Pre-issue Post issue
As a %
Sr. As a % of
Name of shareholders No. of equity No. of equity of
No. Issued
shares shares Issued
Capital
Capital
1. Balmukund Jhunjhunwala 1269000 35.13 1269000 [●]
2. Anita Jhunjhunwala 1090000 30.18 1090000 [●]
3. Aditya Jhunjhunwala 375000 10.38 375000 [●]
4. Keshav Jhunjhunwala 300000 8.31 300000 [●]
5. Balmukund Jhunjhunwala HUF 33000 0.91 33000 [●]
Total – A 3067000 84.91 3067000 [●]
Promoter’s Group
1. Swati Agarwal 50000 1.38 50000 [●]
Total – B 50000 1.38 50000 [●]
Total (A+B) 3117000 86.30 3117000 [●]
*Rounded off
FINANCIAL DETAILS
Based on Restated Financial Statements

For the For the year ended

Sr. period ended
Particulars March 31, March 31, March 31,
No. September
30, 2023 2023 2022 2021
1. Share Capital (₹ in Lakhs) 319.20 106.40 106.40 106.40
2. Net worth (₹ in Lakhs) 506.57 397.64 88.75 60.52
3. Revenue from operations (₹ in Lakhs) 7,568.59 19,091.77 17,516.08 12,576.53
4. Profit/(Loss) After Tax (₹ in Lakhs) 108.93 308.89 28.23 (18.35)
Earnings Per Share
5. Basic/Diluted earnings per share prior to bonus
3.41 290.31 26.53 (17.25)
issue and Split Share
6. Adjusted Diluted earnings per share after bonus
3.41 9.68 0.88 (0.58)
issue and Split Share
Net asset value
7. Net asset value per equity share of ₹ 10 each 15.87 373.72 83.41 56.88
8. Net asset value per equity share of ₹ 10 each after
15.87 12.46 2.78 1.90
bonus issue and Split Share
9. Total Borrowings 2,414.13 2,630.50 2,358.89 2,597.22
AUDITORS’ QUALIFICATIONS
There is no Auditor qualification which have not been given effect to in the Restated Financial Statements.
OUTSTANDING LITIGATIONS
Cases against our Company:
Nature of Cases No of Outstanding Cases Amount involved (In Lakhs)
Criminal Complaints -- --
Statutory/ Regulatory Authorities -- --
Taxation Matters
IT Nil Nil
TDS 1 0.40
GST 2 25.04

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 Nature of Cases No of Outstanding Cases Amount involved (In Lakhs)
Other Litigation 1 148.00
Cases against our Directors and Promoter:
There are no pending litigation involving the Promoters and Directors of our Company.
The amounts claimed in these proceedings have been disclosed to the extent ascertainable and include amounts claimed
jointly and severally. If any new developments arise, such as a change in Indian law or rulings against us by appellate
courts or tribunals, we may need to make provisions in our financial statements that could increase our expenses and current
liabilities.
For further details of certain material legal proceedings involving our Company, our Promoters, our directors, see
“Outstanding Litigations and Material Developments” beginning on page 185 of this Draft Red Herring Prospectus.
RISK FACTORS
An investment in equity involves a high degree of risk. Investors should carefully consider all the information in this Issue
Document, including the risks and uncertainties described below, before making an investment in our equity shares. Any
of the following risks as well as other risks and uncertainties discussed in this Issue Document could have a material
adverse effect on our business, financial condition and results of operations and could cause the trading price of our Equity
Shares to decline, which could result in the loss of all or part of your investment. In addition, the risks set out in this Issue
Document may not be exhaustive and additional risks and uncertainties, not presently known to us, or which we currently
deem immaterial, may arise or become material in the future. Unless otherwise stated in the relevant risk factors set forth
below, we are not in a position to specify or quantify the financial or other risks mentioned herein. Specific attention of the
investors is invited to the section titled “Risk Factors” beginning on page no. 25 of this Draft Red Herring Prospectus.
CONTINGENT LIABILITIES
Based on Restated Financial Statements

As at 31 As at 31 As at 31
As at 30th
Particulars March,20 March, March,
Sep, 2023
23 2022 2021

Claims against the Company not acknowledged as debt

Custom Duty saved on import of Capital Goods under EPCG
- - - -
Scheme
Direct Tax Liability 0.40 - - -
Indirect Tax Liability 25.04 - - -
Amount of Capital Commitments - - - -
Corporate Guarantee Given by Company - - - -
Total 25.44 - - -

FINANCING ARRANGEMENTS
There have been no financing arrangements whereby our Promoter, members of the Promoter Group or our Directors and
their relatives (as defined in the Companies Act, 2013) have financed the purchase by any other person of securities of our
Company (other than in the normal course of business of the financing entity) during the period of six months immediately
preceding the date of this Draft Red Herring Prospectus.
COST OF ACQUISITION & WEIGHTED AVERAGE COST
Weighted average price at which the Equity Shares were acquired by our Promoter in Last One Year:
No. of Equity Average Cost of Acquisition per
Sr. No. Name of Promoters
Shares held equity share (in ₹)*
1. Balmukund Jhunjhunwala 1226700 Nil
2. Balmukund Jhunjhunwala HUF 31900 Nil
3. Aditya Jhunjhunwala 362500 Nil

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 No. of Equity Average Cost of Acquisition per
Sr. No. Name of Promoters
Shares held equity share (in ₹)*
4. Anita Jhunjhunwala 1174500 Nil
5. Keshav Jhunjhunwala 290000 Nil

*The average cost of acquisition of Equity Shares by our Promoter has been calculated by taking into account the amount
paid by them to acquire and Shares allotted to them as reduced by amount received on sell of shares i.e. net of sale
consideration is divided by net quantity of shares acquired.
AVERAGE COST OF ACQUISITIONS OF SHARES FOR PROMOTERS
No. of Equity Average Cost of Acquisition per
Sr. No. Name of Promoters
Shares held equity share (in ₹)*
1. Balmukund Jhunjhunwala 1269000 0.97
2. Balmukund Jhunjhunwala HUF 33000 3.33
3. Aditya Jhunjhunwala 375000 8.00
4. Anita Jhunjhunwala 1090000 1.35
5. Keshav Jhunjhunwala 300000 Nil
*The average cost of acquisition of Equity Shares by our Promoter has been calculated by taking into account the amount
paid by them to acquire and Shares allotted to them as reduced by amount received on sell of shares i.e. net of sale
consideration is divided by net quantity of shares acquired.
PRE-IPO PLACEMENT
Our Company does not contemplate any issuance or placement of Equity Shares from the date of this Draft Red Herring
Prospectus until the listing of the Equity Shares.
ISSUE OF SHARES FOR CONSIDERATION OTHER THAN CASH
Except for the allotment of 2128000 Equity Shares pursuant to the bonus issue undertaken by our Company on August 23,
2023, our Company has not issued any equity shares for consideration other than cash.
SPLIT / CONSOLIDATION
Pursuant to our Board resolution dated August 19, 2023 and our Shareholders’ resolution dated August 21, 2023, the
existing equity shares of face value of ₹ 100 each of our Company were subdivided into equity shares of face value of ₹
10 each. Consequently, the issued, subscribed and paid-up equity shares capital of our Company, comprising 106400 equity
shares of face value of ₹100 each was sub-divided into 1064000 equity shares of face value of ₹10 each.

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RELATED PARTY TRANSACTIONS
For the period ended September 30, 2023
(Amount in Lakhs)
Amount outstanding Amount of Amount of
Name of Party Nature of Relation Nature of Transaction as on 30.09.2023 Transaction debited in Transaction credited
Payable/(Receivable) 1-4-23 to 30-9-23 in 1-4-23 to 30-9-23
Unsecured Loan 472.79 30.00 60.00
Balmukund Jhunjhunwala Director Remuneration & Other
20.03 3.09 7.75
Exp
Unsecured Loan 29.77 - -
Aditya Jhunjhunwala Director
Remuneration 26.74 0.62 4.71
Anita Jhunjhunwala Relative of Director Unsecured Loan 38.53 1.06 -
Balmukund Jhunjhunwala (HUF) Relative of Director Unsecured Loan 55.96 0.01 -
ABRJ Foods Private Limited Common Director Unsecured Loan 24.90 20.00 -
Pashupatinath Manufacturing
Common Director Unsecured Loan 0.00 - -
Private Limited
Swati Agarwal Relative of Director Trade Receivables 13.69 4.80 8.49
Tirupati Export & Import
Relative of Director Trade Payables (0.57) - -
Corporation
For the year ended March 31, 2023
(Amount in Lakhs)
Amount outstanding Amount of Amount of
Name of Party Nature of Relation Nature of Transaction as on 31.03.2023 Transaction debited in Transaction credited
Payable/(Receivable) 2022-23 in 2022-23
Unsecured Loan 442.79 30.00 -
Balmukund Jhunjhunwala Director Remuneration & Other
15.37 4.96 15.50
Exp
Unsecured Loan 29.77 - -
Aditya Jhunjhunwala Director
Remuneration 22.66 0.79 7.36
Anita Jhunjhunwala Relative of Director Unsecured Loan 39.59 1.12 35.50
Balmukund Jhunjhunwala (HUF) Relative of Director Unsecured Loan 55.96 - -
ABRJ Foods Private Limited Common Director Unsecured Loan 44.90 36.30 58.00
Pashupatinath Manufacturing
Common Director Unsecured Loan 0.00 - 0.24
Private Limited
Swati Agarwal Relative of Director Trade Receivables 10.00 3.00 7.00
22 | P a g e
 Amount outstanding Amount of Amount of
Name of Party Nature of Relation Nature of Transaction as on 31.03.2023 Transaction debited in Transaction credited
Payable/(Receivable) 2022-23 in 2022-23
Tirupati Export & Import
Relative of Director Trade Payables (0.57)
Corporation
For the year ended March 31, 2022.
(Amount in Lakhs)
Amount outstanding Amount of Amount of
Name of Party Nature of Relation Nature of Transaction as on 31.03.2022 Transaction debited in Transaction credited
Payable/(Receivable) 2021-22 in 2021-22
Unsecured Loan 342.12 - 814.92
Balmukund Jhunjhunwala Director Remuneration & Other
- 4.83 -
Exp
Unsecured Loan 3.51 3.29 30.00
Aditya Jhunjhunwala Director
Remuneration - 7.50 8.58
Anita Jhunjhunwala Relative of Director Unsecured Loan 8.56 1.07 12.71
Balmukund Jhunjhunwala (HUF) Relative of Director Unsecured Loan - - 55.96
ABRJ Foods Private Limited Common Director Unsecured Loan 238.98 266.07 3.89
Pashupatinath Manufacturing
Common Director Unsecured Loan 639.73 639.49 -
Private Limited
Swati Agarwal Relative of Director Trade Receivables - 6.00 -
Tirupati Export & Import
Relative of Director Trade Payables 8.00 21.31 3.89
Corporation
For the year ended March 31, 2021
(Amount in Lakhs)
Amount outstanding Amount of Amount of
Name of Party Nature of Relation Nature of Transaction as on 31.03.20221 Transaction debited in Transaction credited
Payable/(Receivable) 2020-21 in 2020-21
Unsecured Loan 5.56 8.50 811.98
Balmukund Jhunjhunwala Director Remuneration & Other
- - -
Exp
Unsecured Loan - 30.00 -
Aditya Jhunjhunwala Director
Remuneration 0.05 7.36 1.27
Anita Jhunjhunwala Relative of Director Unsecured Loan 1.08 2.50 11.29
Balmukund Jhunjhunwala (HUF) Relative of Director Unsecured Loan - - 55.96

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 Amount outstanding Amount of Amount of
Name of Party Nature of Relation Nature of Transaction as on 31.03.20221 Transaction debited in Transaction credited
Payable/(Receivable) 2020-21 in 2020-21
ABRJ Foods Private Limited Common Director Unsecured Loan 3.89 - -
Pashupatinath Manufacturing
Common Director Unsecured Loan - - -
Private Limited
Swati Agarwal Relative of Director Trade Receivables - - -
Tirupati Export & Import
Relative of Director Trade Payables 110.71 48.54 48.29
Corporation

24 | P a g e
 SECTION III – RISK FACTORS
Any investment in equity securities involves a high degree of risk. Investor should carefully consider all the information in
this Draft Red Herring Prospectus, including the risks and uncertainties described below, before making an investment in
our Equity Shares. To obtain a more complete understanding, you should read this section together with Sections titled,
“Business Overview”, “The Issue”, “Industry Overview”, “Restated Financial Information”, “Outstanding Litigation and
Other Material Developments”, and “Management’s Discussion and Analysis of Financial Condition and Results of
Operations” beginning on page no. 107, 45, 94, 162, 185, and 165 respectively, as well as the other financial and statistical
information contained in this Draft Red Herring Prospectus.
Any of the following risks, as well as the other risks and uncertainties discussed in this Draft Red Herring Prospectus,
could have an adverse effect on our business, financial condition, results of operations and prospects and could cause the
trading price of our Equity Shares to decline, which could result in the loss of all or a part of your investment. The risks
and uncertainties described in this section are not the only risks that we may face. Additional risks and uncertainties not
known to us or that we currently believe to be immaterial may also have an adverse effect on our business, results of
operations, financial conditions.
This Draft Red Herring Prospectus contains forward-looking statements that involve risks and uncertainties. Our actual
results could differ materially from those anticipated in these forward-looking statements because of certain factors,
including the considerations described below and elsewhere in this Draft Red Herring Prospectus.
The financial and other related implications of risks concerned, wherever quantifiable, have been disclosed in the risk
factors mentioned below. However, there are certain risk factors where the effect is not quantifiable and hence has not
been disclosed in such risk factors. You should not invest in this Issuing unless you are prepared to accept the risk of losing
all or part of your investment, and you should consult your tax, financial and legal advisors about the consequences to you
of an investment in the Equity Shares.
The financial information in this section is, unless otherwise stated, derived from our Restated Standalone Financial
Statements prepared in accordance with Indian GAAP, as per the requirements of the Companies Act, 2013, and SEBI
(ICDR) Regulations.
The Risk factors have been determined on the basis of their materiality. The following factors have been considered for
determining the materiality.
1. Some risks may not be material individually but may be material when considered collectively.
2. Some risks may have material impact qualitatively instead of quantitatively.
3. Some risks may not be material at present but may have a material impact in the future.
INTERNAL RISK FACTORS:
1. Majority of our revenues are generated from state of Uttar Pradesh. Any adverse development affecting our
operations in this region could have an adverse impact on our business, financial condition and results of
operations.
We derive majority of our revenue from State of Uttar Pradesh. Such geographical concentration of our business in
this region heightens our exposure to adverse developments related to competition, as well as economic and
demographic changes in this region which may adversely affect our business prospects, financial conditions and results
of operations. We may not be able to leverage our experience in these regions to expand our operations in other parts
of India. Details of the revenue derived from State of Uttar Pradesh is mentioned below:

Period Ended Year Ended Year Ended Year Ended

Particulars 30th Sep, 31st March, 31st March, 31st March,
2023 2023 2022 2021
Uttar Pradesh (In ₹ Lakhs) 3,901.40 9,633.25 8,736.03 7,332.94
Total Sales (In ₹ Lakhs) 7,568.57 19,091.77 17,516.08 12,576.53
% of Total Sales 51.55 50.46 49.87 58.31
The concentration of our business in Uttar Pradesh subjects us to various risks, including but not limited to:
➢ Regional slowdown in construction activities in Uttar Pradesh;
➢ vulnerability to change of policies, laws and regulations or the political and economic environment of Uttar
Pradesh;
➢ constraint on our ability to diversify across states; and

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 ➢ perception by our potential clients that we are a regional construction company, which may hamper us from
competing or securing orders for large and complex projects at the national level.
In addition, as we enter new markets and geographical areas, we are likely to compete not only with national player,
but also local players who have an established local presence, are more familiar with local regulations, business
practices and customs, have stronger relationships with local contractors, suppliers, relevant government authorities,
and who have access to existing market presence or are in a stronger financial position than us, all of which may give
them a competitive advantage over us.
2. We have certain outstanding litigation against us, an adverse outcome of which may adversely affect our business,
reputation and results of operations.
A summary of outstanding matters set out below includes details of civil and criminal proceedings, tax proceedings,
statutory and regulatory actions and other material pending litigation involving us as at the date of this Draft Red
Herring Prospectus.
Cases against our Company:
Nature of Cases No of Outstanding Cases Amount involved (In Lakhs)
Criminal Complaints -- --
Statutory/ Regulatory Authorities -- --
Taxation Matters
IT Nil Nil
TDS 1 0.40
GST 2 25.04
Other Litigation 1 148.00
The amounts claimed in these proceedings have been disclosed to the extent ascertainable and include amounts claimed
jointly and severally. If any new developments arise, such as a change in Indian law or rulings against us by appellate
courts or tribunals, we may need to make provisions in our financial statements that could increase our expenses and
current liabilities.
We cannot assure you that any of the outstanding litigation matters will be settled in our favour or that no additional
liabilities will arise out of these proceedings. In addition to the above, we could also be adversely affected by
complaints, claims or legal actions brought by persons, including before consumer forums or sector-specific or other
regulatory authorities in the ordinary course of business or otherwise, in relation to our business operations, our
intellectual property, our branding or marketing efforts or campaigns or our policies. We may also be subject to legal
action by our employees and/or former employees in relation to alleged grievances, such as termination of
employment. We cannot assure you that such complaints, claims or requests for information will not result in
investigations, enquiries or legal actions by any regulatory authority or third persons against us.
3. The Company is dependent on few numbers of customers for sales. Loss of any of this large customer may affect
our revenues and profitability.
Our top ten customers contribute 70.36%, 80.05%, 71.15% and 70.80% of our total revenue from operations on
restated basis for the period ended on September 30, 2023 and for financial year ended on March 31, 2023, 2022 and
2021, respectively. Our Company is engaged in the business of Manufacturing of manufacturing of flexible packaging
material. Our business operations are highly dependent on our customers and the loss of any of our customers may
adversely affect our sales and consequently on our business and results of operations. The table set forth below states
contribution of Top 1/3/5/10 customers in our total revenue from operations:

Top Customers as a percentage (%) of revenue

Particulars As at
September 30, 2023 FY 2022-23 FY 2021-22 FY 2020-21
Top 1 Customers 21.12% 27.96% 22.12% 31.94%
Top 3 Customers 42.24% 56.35% 38.35% 44.86%
Top 5 Customers 52.95% 65.94% 50.87% 55.39%
Top 10 Customers 70.36% 80.05% 71.15% 70.80%
The loss of one or more of these significant or key customers or a reduction in the amount of business we obtain from
them could have an adverse effect on our business, results of operations, financial condition and cash flows. We cannot

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 assure you that we will be able to maintain historic levels of business and/or negotiate and execute long term contracts
on terms that are commercially viable with our significant customers or that we will be able to significantly reduce
customer concentration in the future. Any decline in our quality standards, growing competition and any change in the
demand, may adversely affect our ability to retain them. We cannot assure that we shall generate the same quantum of
business, or any business at all, and the loss of business from one or more of them may adversely affect our revenues
and results of operations.
However, the composition and revenue generated from these customers might change, as we continue to add new
customers in the normal course of business. Though we believe that we will not face substantial challenges in
maintaining our business relationship with them or finding new customers, there can be no assurance that we will be
able to maintain long term relationships with such customers or find new customers in time.
4. The Company is dependent on few suppliers for purchase of product. Loss of any of these large suppliers may affect
our business operations.
Our top ten suppliers contribute 81.53%, 85.36%, 85.36% and 78.41% of our total purchase from operations for the
period ended September 30, 2023 and for the financial year ended on March 31, 2023, 2022 and 2021, respectively.
We cannot assure that we will be able to get the same quantum and quality of supplies, or any supplies at all, and the
loss of supplies from one or more of them may adversely affect our purchases of stock and ultimately our revenue and
results of operations. However, the composition and amount of purchase from these suppliers might change as we
continue seek new suppliers for our product for better quality and price in the normal course of business. Though we
believe that we will not face substantial challenges in maintaining our business relationship with them or finding new
suppliers, there can be no assurance that we will be able to maintain long term relationships with such suppliers or find
new suppliers in time. The details of contribution of top suppliers in purchase of total purchase is given below:

Top Suppliers as a percentage (%) of purchase

Particulars As at
September 30, 2023 FY 2022-23 FY 2021-22 FY 2020-21
Top 1 Suppliers 28.47% 36.86% 22.94% 22.10%
Top 3 Suppliers 52.94% 64.93% 55.62% 57.34%
Top 5 Suppliers 69.11% 74.89% 70.48% 64.98%
Top 10 Suppliers 81.53% 85.36% 81.76% 78.41%
5. Our business is dependent and will continue to depend on our manufacturing facilities, and we are subject to certain
risks in our manufacturing process such as the breakdown or failure of equipment, industrial accidents, severe
weather conditions and natural disasters.
As on the date of Draft Red Herring Prospectus, we have 2 (Two) Manufacturing facility (i) Plant 1 of the Company
is located, at “C44, Phase II, Gautam Budh Nagar-Noida-201305” and (ii) The Plant 2 of the Company is located at
“Plot no. 85 Udhyog Kendra, Noida – 201306. We are engaged in manufacturing flexible packaging material. Our
business is dependent upon our ability to manage our operations which involves manufacturing, storage and
transportation, which are subject to various operating risks, including planned shutdowns of our manufacturing facility
for maintenance, statutory inspections and testing and those beyond our control, such as the breakdown or failure of
equipment, industrial accidents, severe weather conditions, and natural disasters. Any significant malfunction or
breakdown or occurrence of any accident involving any of our machinery, our equipment, our laboratories, our
automation systems, our IT systems or any other part of our manufacturing operations or systems (together, our
“Manufacturing Assets”) may entail significant repair and maintenance costs, cause delays, suspension or full or partial
shutdown of our operations. If we are unable to repair or rectify our Manufacturing Assets in a timely manner or at all
which could have an adverse effect on our business, financial condition and results of operations. Further, although
we have not experienced disruptions at our manufacturing facilities in the past, we cannot assure you that we will not
experience any disruptions in our operations in the future that could result in liabilities, or adversely affect our
reputation with suppliers, customers, regulators, employees and the public, which could in turn affect our business,
results of operations and financial condition.
6. Our Company is reliant on the demand from the food and beverage industry for a significant portion of our revenue.
Any downturn in the food and beverage industry or an inability to increase or effectively manage our sales could
have an adverse impact on our Company’s business and results of operations.
We manufacture packaging material suitable for packaging products manufactured in food and beverage industry, e-
commerce industry, hygiene and personal care industry, household industry and agricultural industry. Our customers
are mainly manufacturers functioning in the aforementioned industries. Loss of any of our customers from any industry
which we cater to may adversely affect our sales and consequently on our business and results of operations. Further,

27 | P a g e
 in the event, there takes place a shift of practice of developing packaging material in-house in the food and beverage
industry or the other industries which we cater to, it may have an adverse impact on the demand for our products. The
organised and unorganised packaging industry is fragmented and inherently competitive with several regional brands
and retailers present in local markets across the country. In the event, our customers substitute our products with that
of our competitors due to difference in price or quality of the products, it may have an adverse impact on the demand
for our products. Similarly, in the event our competitors who are larger than us or develop alliances to compete against
us may be able to improve the efficiency of their manufacturing process or their distribution or raw materials sourcing
process and thereby offer high quality products at lower price and our Company may be unable to adequately react to
such developments which may affect our revenues and profitability. Furthermore, our competitors may be able to with-
stand industry downturns better than us or provide customers with products at more competitive prices; thereby
impacting our revenues and profitability adversely.
7. Volatility in the supply and pricing of our raw materials, restrictions on import of raw materials or failure by
suppliers to meet their obligations, may have an adverse effect on our business, cash flows, financial condition and
results of operations.
The major primary raw material used during the manufacture of flexible packaging material are polyester, low density
polyethylene (“LDPE”), polyethylene terephthalate (“PET”), biaxially-oriented polypropylene (“BOPP”), polythene
(“PE”), cast polypropylene (“CPP”), metallized polyester film, foil, paper, bio-degradable films. The secondary raw
materials used during our manufacturing process are ink, granules and adhesive. We import as well as domestically
source our raw materials from various suppliers. Further, any fluctuations in the demand and/or supply of polymers
may impact its purchase price. In addition to above, the availability and price of our raw materials may be subject to
a number of factors beyond our control, including economic factors, seasonal factors, environmental factors and
changes in government policies and regulations, including those relating to the packaging industry in general. We have
not entered into long term contracts with our suppliers and prices for raw materials are normally based on the quotes
we receive from various suppliers. Since
We have no formal arrangements with our suppliers, they are not contractually obligated to supply their products to
us at reasonable prices and may choose to sell their products to our competitors. Non-availability or inadequate quantity
of raw material could also impact the cost of polymers required by us for manufacturing our finished products. For the
period ended September 30, 2023, our total purchase was 6,277.42 lakhs representing 82.94% of our revenue from
operations and for FY 2023, 2022 and 2021, our cost of materials consumed was ₹ 16,354.68 lakhs, ₹ 16,354.68 lakhs
and ₹ 10,129.02 lakhs, representing 85.66%, 85.47% and 80.54%, of our revenue from operations, respectively.
Bifurcation on the base of domestic and import purchase of our raw material is provided below:
(Amount in ₹ Lakhs)

Period Ended Year Ended Year Ended

Year Ended 31st
Particulars 30th Sep, 31st March, 31st March,
March, 2021
2023 2023 2022
Domestic Purchases 3,713.43 9,256.80 10,106.21 6,349.09
Imported Purchases 2,563.99 7,097.88 4,864.12 3,779.93
6,277.42 16,354.68 14,970.33 10,129.02
We do not have long term agreements with any of our raw material suppliers and we acquire such raw materials
pursuant to our purchase orders from suppliers across many countries. Raw material supply and pricing can be volatile
due to a number of factors beyond our control, including global demand and supply, general economic and political
conditions, tariff disputes, transportation and labour costs, labour unrest, natural disasters, competition, etc and there
are inherent uncertainties in estimating such variables, regardless of the methodologies and assumptions that we may
use. Further, discontinuation of such supply or a failure of these suppliers to adhere to the delivery schedule or the
required quality could hamper our production schedule and therefore affect our business and results of operations.
8. We are subject to the restrictive covenants of banks in respect of the Loan/Credit Limit and other banking facilities
availed from them. Further as on the date of the Draft Red Herring Prospectus our Company has not received “No
objection” certificate from our lender(s) to undertake this issue. Non receipt of such “No- Objection” certificate
could lead to non-compliance of the terms of loan agreements entered into by our Company with said lender(s).
We have entered into agreements for availing debt facilities from lender(s). Certain covenants in these agreements
require us to obtain approval/permission from our lender(s) in certain conditions. In the event of default or the breach
of certain covenants, our lender(s) have the option to make the entire outstanding amount payable immediately. There
can be no assurance that we will be able to comply with these financial or other covenants or that we will be able to
obtain consents necessary to take the actions that we believe are required to operate and grow our business. In the

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 event we breach any financial or other covenants contained in certain of our financing arrangements, we may be
required under the terms of such financing arrangements to immediately repay our borrowings either in whole or in
part, together with any related costs. This may adversely impact our results of operations and cash flows. Further, as
on the date of the Draft Red Herring Prospectus, we have not received No Objection certificate from lender(s). We
cannot assure you that such lender(s) will grant us consent and No- Objection certificate for this public Issue. Non-
receipt of such consent and No-Objection certificate could lead to non-compliance of the terms of loan agreements
entered into by our Company with the lender(s). Also if the Lenders delay in granting their NOC, it will delay our
proposed Initial public offering which may delay our Schedule of Implementations and consequently impact our
functioning to that extent.
9. Our Company have incurred losses in past and any operating losses in the future could adversely affect the results
of operations and financial conditions of our company.
Our Company incurred net loss of ₹ 18.35 lakhs in the FY 2020-21. For more information see “Management's
Discussion and Analysis of Financial Conditions and Results of Operation” on Page 165. of the Prospectus. We have
earned the Profit of ₹ 108.93 Lakh, ₹ 308.89 lakhs and ₹ 28.23 lakhs in the period ended September 30, 2023, FY
2022-23 and FY 2021-2022, as per the Restated Financial Statements. Our Industry is Capital intensive and require
continuous capital infusion. We cannot assure that in future we will generate net profit or positive cash flow from the
operation. If we fail to increase profitability or availing financial assistance at competitive rate, our business, operation
and cash flow will be affected adversely.:
10. We have experienced negative cash flows in previous year. Any operating losses or negative cash flows in the future
could adversely affect our results of operations and financial condition.
The detailed break up of cash flows based on Restated Standalone Financial Statements is summarized in below table
and our Company has reported negative cash flow from operating activity in the financial years is as mentioned below,
which could affect our business and growth:
(Amount in ₹ Lakhs)
For the Period For the year ended on
Ended on
Particulars
September 30, March 31, 2023 March 31, 2022 March 31, 2021
2023
Net Cash Generated from
(173.31) 310.70 348.97 610.36
Operating Activities
11. We have certain contingent liabilities that have not been provided for in our Company’s financials which if
materialized, could adversely affect our financial condition.
The following table sets forth our contingent liabilities for the period ended September 30, 2023 and for the financial
year ended March 31, 2023 and March 31, 2022, as per the Restated Financial Information:

As at As at 31 As at 31
As at 31
Particulars 30th Sep, March, March,
March,2023
2023 2022 2021

Claims against the Company not acknowledged as debt

Custom Duty saved on import of Capital Goods under
- - - -
EPCG Scheme
Direct Tax Liability 0.40 - - -
Indirect Tax Liability 25.04 - - -
Amount of Capital Commitments - - - -
Corporate Guarantee Given by Company - - - -
Total 25.44 - - -

12. Our business is subject to seasonal and cyclical volatility due to which there may be fluctuation in the sales of
products which could lead to higher closing inventory position, which may adversely affect our business.

29 | P a g e
 We offer products at our stores that our consumers require, and our success is dependent on our ability to meet our
consumers’ requirements. The retail consumer spending is heavily dependent on the economy and, to a large extent,
on various occasions such as festivals like Diwali, Navratri, Raksha Bandhan etc., seasonal changes, weddings, etc
due to which substantial of our revenue is booked in the second half of financial year. We have historically experienced
seasonal fluctuation in our sales, with higher sales volumes associated with the festive period in the third quarter of
each Financial Year. We have also seen higher sales volume of products in a certain season. These seasonal variations
in consumer demand subject our sector to a considerable degree of volatility. As a result, our revenue and profits may
vary during different quarters of the financial year and certain periods may not be indicative of our financial position
for a full financial year or future quarters or periods and may be below market expectations. Further, any unanticipated
decrease in demand for our products during our peak selling season could result into higher closing inventory position,
which may lead to sale and liquidation of inventory getting delayed against the trajectory under normal course of
business, which could adversely affect our financial position and business operations. Fluctuations in the electronic
retail market affect the inventory owned by electronic retailers, since merchandise usually must be manufactured in
advance of the season and frequently before the trends are evidenced by customer purchases. In addition, the cyclical
nature of the retail electronics business requires us to carry a significant amount of inventory, especially prior to peak
selling seasons when we build up our inventory levels.

13. We have not yet applied for registration of our name and logo and we do not own the “corporate logo”
legally as on date.

We have not yet applied for the registration of our name and logo under the provisions of the Trademarks
Act, 1999, and as a result, we do not legally own the "corporate logo" used in our communications and other operations
to date. Consequently, we do not benefit from the statutory protections afforded to a registered trademark or logo at
present. This situation leaves us vulnerable to potential challenges alleging the infringement of third-party intellectual
property rights. The absence of registered protection for our intellectual property raises concerns about our ability to
safeguard it adequately. There is no guarantee that we will be able to secure the registration of our logo in the future,
nor can we be certain that third parties will refrain from infringing upon our intellectual property, potentially causing
harm to our business prospects, reputation, and goodwill. Furthermore, we cannot provide assurance that any future
application for the registration of our logo by our company will be granted by the relevant authorities in a timely
manner, if at all. Our current efforts to protect our intellectual property may be insufficient, posing a risk of diminishing
our business value and adversely impacting our operations. In the event of disputes regarding the validity of such
claims and the extent of the proprietary rights of others, we may need to resort to litigation. However, such legal
proceedings could be protracted and costly, with no guaranteed outcome. Additionally, there is a possibility that we
may not be able to detect unauthorized use of our intellectual property or take prompt and effective measures to enforce
or protect it.
14. Certain records and regulatory filings of our Company and certain bank statements of our Promoters are not
traceable. Further, there are certain discrepancies in documents filed with RoC.
Our Company does not have access to certain filings pertaining to certain historical secretarial information as disclosed
in this Draft Red Herring Prospectus. The statutory filings include, requisite filings required to be made with the RoC
such as inter alia (i) Form 23 AC and Form 23 ACA filed since incorporation until 2005; (ii) Form 23 filed since
incorporation until 2005; and (iii) Form 23B filed since incorporation until 2013; (iv) Form 2 filed for Further Issue
between Incorporation date, i.e. 14/07/1999 till March 31, 2003.
Our Company is also unable to trace bank statements of our Promoters for certain share transfers made or received by
them during the year 2000 until 2013.We have relied on share transfer forms and statutory registers maintained by our
Company to verify the validity of such share transfers. For further details, please refer to the chapter titled “Capital
Structure” at page 56 of this Draft Red Herring Prospectus. Accordingly, we have relied on other documents, including
annual returns, directors’ report, the statutory register of members of the Company, minutes of the meetings of the
Board of Directors and Shareholders. While we believe that the forms were duly filed on a timely basis, we have not
been able to obtain copies of these documents from the Registrar of Companies. We cannot assure you that these form
filings will be available in the future or that we will not be subject to any penalties imposed by the relevant regulatory
authority in this respect.
Further, list of shareholders as on March 31, 2017 are correctly filed in the Annual Return (MGT 7) filed for FY 2016-
17 but list of transfer was not attached, for which No show cause notice in respect to the above has been received by
our Company till date and no penalty or fine has been imposed by any regulatory authority in respect to the same.

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15. Our company has been in non-compliance of certain provisions of Companies Act, 2013, compounding for
which an application has been filed with the ROC.
Our company was incorporated on July 14, 1999 with the main object of carrying on the business of manufacturing of
PVC pipes and other allied items like band, t-socket and to carry on the business and to do all activities of traders in
plastic raw materials and finished products. Our company was declared a successful bidder for e-auction dated
February 28, 2017 in respect of property that is plant and machinery situated at leased premises C-44, Noida, Phase 2
(UP) of M/s. Barflex Polyfilms Pvt. Ltd., which was engaged in manufacturing of packaging plastic products including
food grade plastic. Subsequently our company started the business of manufacturing of packaging plastic products
with effect from FY 2017-18. In addition to the trading activity, the company also took on the manufacturing activities
which were not covered under the main object clause of our MOA, thus being in partial violation of the existing main
object clause and also Section 4(1)(c) of the Companies Act, 2013.
Though no third party has been adversely affected in any manner from these activities of our company, our failure to
amend the main object clause was due to oversight and bona fide misinterpretation of law and without any mala fide
intentions.
Our company has filed an application for compounding the non-compliance with S.4(1)(c) r/w S. 13(1) and S.441 of
the Companies Act, 2013 and is ready and willing to pay the penalty as would be imposed by the concerned authorities.
Since neither S. 4(1)(c) nor S. 13(1) under which default has been committed provides for any specific penalty, the
penalty will be imposed under the residuary clause of S.450 of the Act which prescribes the max. penalty of Rs.
2,00,000 for the continuing default and a max. penalty of Rs. 50,000 each to be imposed on officers in default who in
our case will be our Directors, Balmukund Jhunjhunwala and Aditya Jhunjhunwala. However, it cannot be assured
that the ROC will not prescribe penalty of more than Rs. 2,00,000 and/or Rs. 50,000 (on the officer in default) or take
any other action with respect to said non-compliance since FY 2017-18. If ROC takes any other stern action, it will
affect our business, operations and financial conditions.
16. We have working capital requirements. If we experience insufficient cash flows to make required payments on our
debt or fund working capital requirements, there may be an adverse effect on our results of operations.
Our business requires significant working capital, part of which would be met through additional borrowings in the
future. In many cases, significant amounts of working capital are required to finance the procurement of branded
products before payments are received from customers. Our working capital requirements may increase, under certain
conditions, where payment terms do not include advance payments or include delayed payments from customers.
Additionally, our working capital requirements have increased in recent years due to the general growth of our
business. All these factors may result, or have resulted, in increases in our working capital needs. The details of
working capital requirements are as follows:
(₹ in Lakhs)
(Restated Basis)
Particulars
31-Mar-21 31-Mar-22 31-Mar-23 30-Sep-23
Inventories
Finished Goods 89.59 98.00 193.94 181.40
WIP 356.47 298.41 673.61 749.41
Raw material 846.25 999.10 1,230.70 1,310.84
Trade receivables 707.33 755.57 547.24 1,041.67
Cash and Bank Balance 265.63 8.38 6.50 4.92
Loans and Advances
33.45 15.33 163.76 120.15
including Long-Term
Other Assets 5.80 20.46 17.07 2.69
Total Current Assets (A) 2,304.52 2,195.25 2,832.82 3,411.08

Current Liabilities
Trade payables 802.98 838.25 686.17 642.30
Other liabilities 270.20 258.77 357.32 518.99
Short-term provisions 0.59 0.64 89.23 123.36
Total Current Liabilities
1,073.76 1,097.66 1,132.73 1,284.65
(B)
Net Working Capital (A-
1,230.76 1,097.59 1,700.10 2,126.43
B)

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 (Restated Basis)
Particulars
31-Mar-21 31-Mar-22 31-Mar-23 30-Sep-23

Sources of Funds
Short Term Borrowing 514.25 888.72 1,016.90 1,026.25
Internal Accruals/Existing
716.51 208.87 683.19 1,100.19
Net worth
Total 1,230.76 1,097.59 1,700.10 2,126.44
17. We have not entered into any technical support service for the maintenance and smooth functioning of our
equipment’s and machineries, which may affect our performance.
Our manufacturing processes involve use of technical equipment and machineries. They require periodic maintenance
checks and technical support in an event of technical breakdown or malfunctioning. Our company has not entered into
any technical support service agreements with any competent third party. Our failure to reduce the downtime in case
such events occur may adversely affect our productivity, business and results of operations.
18. We do not receive firm and long-term volume purchase commitments from our customers. If our customers choose
not to renew their supply contracts with us or continue to place orders with us, our business and results of operations
will be adversely affected.
We typically sell our products based on purchase orders received from the customers. Our business is dependent on
our continuing relationships with our customers. Our Company does not enter into any long-term contract with any of
our customers in the usual course of business. Further, our Company has not appointed any exclusive agents to handle
its operations. Any change in the buying pattern of our end users or disassociation of major customers can adversely
affect the business of our Company. The loss of or interruption of work by a significant customer or number of
significant customers or the inability to procure new orders on a regular basis may have an adverse effect on our
revenues, cash flow and operations.
19. Any failure in our quality control processes may adversely affect our business, results of operations and financial
condition.
We may face product liability claims and legal proceedings if the quality of our products does not meet our customers’
expectations. Our products might have certain quality issues or undetected errors, due to defects in manufacture of
products or raw materials which are used in the products. Any shortcoming in the raw materials procured by us or in
the production of our products due to failure of our quality control procedures, negligence, and human error or
otherwise, may damage our products and result in deficient products. It is imperative for us to meet the quality
standards by our customers and agencies as deviation from the same may cause them to reject our products and cause
damage to our reputation, market standing and brand value. In the event the quality of our products is sub-standard or
our products suffer from defects and are returned by our customers due to quality complaints, we may be compelled
to take back the sub-standard products and reimburse the cost paid by our customers. Our customers may lose faith in
the quality of our products and could in turn refuse to further deal in our products, which may have a severe impact on
our revenue and business operations. We also face the risk of legal proceedings and product liability claims being
brought against us by our customers for defective products sold. We cannot assure you that we will not experience any
material product liability losses in the future or that we will not incur significant costs to defend any such claims. A
product liability claim may adversely affect our reputation and image, as well as entail significant costs.
20. Our Company has adopted an integrated business model and our commercial success is largely dependent upon
our ability to develop and design innovative packaging material suitable for the final finished product of our
customers. Our inability to effectively utilize and manage our R&D and Design Divisions to develop and design
innovative packaging products would impact our integrated business model, thereby affecting the utility of our
products resultantly impacting our revenue and profitability.
We are engaged in manufacturing flexible packaging material which is multi-functional and caters to the packaging
requirements of various industries. Our integrated business model enables us to provide end to end capabilities from
developing and devising the appropriate packaging material, designing the package based on the nature of the product
and lastly manufacturing the final finished packaging material, thereby catering to all packaging related needs of our
customers. Our ability to develop innovative packaging material which is compliant with the regulatory requirements
and design product packaging suitable to the nature and application of the final product of our customers is highly
dependent on effective functioning of our R&D Division and our Design Division. Since, we cater to manufacturers
of various industries such as food and beverage industry, e-commerce industry, pharmaceutical industry, hygiene and
personal care industry, household industry and agricultural industry, we need to continuously design and develop

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 packaging material which is suitable for the products of each industry and is compliant with the regulatory
requirements of domestic and international authorities. Furthermore, we intend to expand our customer base and
product portfolio by catering to diverse industries domestically and internationally. In order to continuously improve
our existing product portfolio and develop innovative and diverse applications in various industries, our R&D Division
and Design Division would have to innovate and design resilient packaging material suitable for the robust packaging
requirements of these industries. We might have to invest a large amount of our resources and funds in our R&D
Division and Design Division to ensure that we continue to provide diverse application of our products to our
customers and are able to meet their customized demands of our products. We might have to allocate a major portion
of the revenue or profits earned by our Company towards upgradation and efficient functioning of our laboratories in
our R&D Division and hiring qualified personnel in our design division, which may skew the resource allocation from
other business activities, and possibly impacting our revenues and profitability. In the event we are unable to
effectively manage our R&D Division and Design Division or fail to integrate all the units and divisions in our business
model, we might not be able to satisfy all the packaging requirements of our customers which may impact our customer
base and our ability to retain and efficiently serve our customers. The inability of our R&D Division to develop
innovative and multifarious packaging material for various industries could impede the growth of our product portfolio
and our ability to function in diverse industries, thereby impacting our business operations and diverse customer base.
If we fail to continue to provide integrated and complete packaging solutions, we might have to outsource services
from third parties to carry out functions of our business model and provide a complete packaging solution to our
customers, which could result in increased costs in manufacturing our products, consequently forcing us to shift the
burden of these costs to our customers, thereby affecting our cost competitiveness and financial condition. Therefore,
the commercial success of our business is highly dependent on our ability to develop and design innovative products
with diverse applications in various industries and provide an end to end packaging experience to our customers. Our
failure to successfully develop and design innovative packaging material for new industries or find new applications
for our existing products could adversely affect our business, prospects, results of operations and financial condition.
21. Our Company does not have any documentary evidence for the education qualifications of some of our Key
managerial Personnel (KMP).
Our Executive Director and Promoter, Mr. Balmukund Jhunjhunwala and Chief Financial Officer, Mr. Uma Kant
Mishra are unable to trace documents evidencing their educational qualifications. Due to lack of documents and
relevant information from the aforementioned KMPs, we have not disclosed details of their educational qualifications
in their biographies in the chapter titled “Our Management” as required under the SEBI ICDR Regulations. For further
details, please refer to the chapter titled “Our Management” on page 141 of this Draft Red Herring Prospectus.
22. We do not own our registered office.
Our registered office is taken on lease and the lease deed is valid w.e.f. September 01, 2023. Termination of our lease
may occur for reasons beyond our control and we may have to relocate to alternative premises or shut down our
operations at that site. Relocation of any part of our operations may cause disruptions to our business and may require
additional expenditure, and we cannot assure you that in such a case, we will be able to find suitable premises on
commercially reasonable terms in a timely manner, if at all or we may have to pay significantly higher rent or incur
additional expenses towards interiors. Occurrence of any of these factors may materially and adversely affect our
business, results of operations and financial condition. Further any adverse impact on the title, ownership rights,
development rights of the owners from whose premises we operate, breach of the contractual terms of any lease, or
any inability to renew such agreements on acceptable terms may adversely affect our business operations.
23. We do not own Factory/ Manufacturing unit.
Our Factory/ Manufacturing Unit Plant 1 and Plant 2 is taken on lease and the lease deed is valid until March 31, 2026
and November 30, 2025. Termination of our lease may occur for reasons beyond our control and we may have to
relocate to alternative premises or shut down our operations at that site. Relocation of any part of our operations may
cause disruptions to our business and may require additional expenditure, and we cannot assure you that in such a case,
we will be able to find suitable premises on commercially reasonable terms in a timely manner, if at all or we may
have to pay significantly higher rent or incur additional expenses towards interiors. Occurrence of any of these factors
may materially and adversely affect our business, results of operations and financial condition. Further any adverse
impact on the title, ownership rights, development rights of the owners from whose premises we operate, breach of
the contractual terms of any lease, or any inability to renew such agreements on acceptable terms may adversely affect
our business operations.
24. Our Company has availed unsecured loans which are repayable on demand. Any demand from lenders for
repayment of such unsecured loans, may adversely affect our cash flows.

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 As on September 30, 2023, our Company has unsecured loans amounting to ₹ 1,385.18 lakhs from related parties &
others that are repayable on demand to them. Such loans are not repayable in accordance with any agreed repayment
schedule and may be recalled by the relevant lenders at any time. Any such unexpected demand or accelerated
repayment may have a material adverse effect on the business, cash flows and financial condition. For further details
of unsecured loans of our Company, please refer “Note 8” respectively under chapter titled “Restated Financial
Information” beginning on page 162 of this Draft Red Herring Prospectus.
25. Our lenders have charge over our movable and immovable properties in respect of finance availed by us.
We have secured outstanding debt of ₹ 1,028.95 lakhs as on September 30, 2023 and we have secured our lenders by
creating charge over our movable and immovable properties. In the event we default in repayment of the loans availed
by us and any interest thereof, our properties may be forfeited by lenders. For further information on the financing and
loan agreements along with the total amounts outstanding, please refer to section titled “Restated Financial
Information” and “Business Overview” on page 162 & 107 of this Draft Red Herring Prospectus.
26. If we are unable to service our debt obligations in a timely manner or to comply with various financial and other
covenants and other terms and conditions of our financing agreements, it may adversely affect our business,
prospects, results of operations and financial condition.
As of September 30, 2023, our Company had total indebtedness in the form of short term and long-term borrowings
of ₹ 2,414.13 Lacs on restated basis. Our indebtedness could have several important consequences, including but not
limited to the following:
• a portion of our cash flows may be used towards repayment of our existing debt, which will reduce the availability
of our cash flows to fund working capital, capital expenditures and other general corporate requirements;
• our ability to obtain additional financing in the future at reasonable terms may be restricted;
• fluctuations in market interest rates may affect the cost of our borrowings, as some of our indebtedness is at
variable interest rates;
• there could be a material adverse effect on our business, financial condition and results of operations if we are
unable to service our indebtedness or otherwise comply with financial and other covenants specified in the
financing agreements; and
Many of our financing agreements also include various conditions and covenants that require us to obtain consent of
the lenders prior to carrying out certain activities or entering into certain transactions. Certain covenants in these
agreements require us to obtain approval/permission from our lenders in certain conditions. In the event of default or
the breach of certain covenants, our lender has the option to make the entire outstanding amount payable immediately.
There can be no assurance that we will be able to comply with these financial or other covenants or that we will be
able to obtain consents necessary to take the actions that we believe are required to operate and grow our business. For
further details in this regard, please refer to note 8.1 under chapter titled “Restated Financial Statement” beginning
on page 162 of this Draft Red Herring Prospectus.
27. Changes in technology may render our current technologies obsolete or require us to make substantial investments.
To remain competitive and efficient, modernization and technology upgradation are crucial for reducing costs and
increasing output. Our business heavily relies on technology and machinery to deliver quality services. However, there
is a risk of our technology and machinery becoming obsolete over time or not being upgraded timely, which can
adversely impact our operations and financial condition, leading to a loss of competitive edge in the market. While we
believe that we have implemented updated technology, we understand the importance of continuous improvement. We
are committed to staying abreast of the latest technological standards and trends to enhance our capabilities. In the
event of a new technology emerging in our industry, we may be required to invest in adopting that technology or
upgrading our existing machinery and equipment to remain competitive. The costs associated with upgrading
technology and modernizing machinery are significant, and they can have a substantial impact on our finances and
operations. These investments may lead to higher capital expenditures and can temporarily affect our profitability and
cash flow. We must carefully assess the potential benefits and returns on such investments to ensure they align with
our long-term growth objectives. Our ability to successfully implement technology upgrades and modernization efforts
depends on various factors, including availability of skilled technicians, compatibility of new technology with existing
systems, and adequate financial resources. Delays or challenges in adopting new technology can hinder our operational
efficiency and competitiveness in the market.
28. We are dependent on our Promoters, our senior management and other key personnel, and the loss of, or our
inability to attract or retain, such persons could affect our business, results of operations, financial condition and
cash flows.

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 Our performance depends largely on the efforts and abilities of our promoters, senior management and other key
personnel. They have gained experience in this line of business and have over the years built relations with our
customers and other persons who are connected with us and have been actively involved in the day to day operations
and management, further we believe that the inputs and experience of our senior management, in particular, and other
key personnel are valuable for project development and procurement activities, and our overall business operations
and the strategic directions taken by our Company. For details in relation to the experience of our key management
personnel, see “Our Management” on page 141 of this Draft Red Herring Prospectus. We cannot assure you that these
individuals or any other member of our senior management team will not leave us or join a competitor or that we will
be able to retain such personnel or find adequate replacements in a timely manner, or at all. We may also be required
to increase our levels of employee compensation more rapidly than in the past to remain competitive in attracting
employees that our business requires. The loss of the services of such persons may have an effect on our business,
results of operations, financial condition and cash flows.
29. We rely on third-party transportation providers for procurement of raw materials and for supply of our products
and failure by any of our transportation providers could result in loss in sales.
We depend on road transportation to deliver our finished products to our customers. Apart from using our own vehicles
for transportation, we also use commercial vehicles and third-party transportation providers for procuring our raw
materials as well as for distributing our products to our customers. This makes us dependent on various intermediaries
such as domestic logistics companies and container freight station operators. Weather-related problems, strikes, or
other events could impair our ability to procure raw materials from our suppliers or the ability of our suppliers to
deliver raw materials to us which may in turn delay the process of manufacturing and supplying our products to our
customers, leading to cancellation or non-renewal of purchase orders, and this could adversely affect the performance
of our business, results of operations and cash flows. We have not entered into formal agreement with any of our
transportation provider. Additionally, if we lose one or more of our third-party transportation providers, we may not
be able to obtain terms as favourable as those we receive from the third-party transportation providers that we currently
use, which in turn would increase our costs and thereby adversely affect our operating results.
30. Our business is operating under various laws which require us to obtain approvals from the concerned
statutory/regulatory authorities in the ordinary course of business and our inability to obtain, maintain or renew
requisite statutory and regulatory permits and approvals for our business operations could materially and adversely
affect our business, prospects, results of operations and financial condition.
We are engaged in the business of manufacturing flexible packaging material which is multi-functional and caters to
the packaging requirements of various industries. Our products are crafted out of an extensive range of industry
approved materials such as polyethylene terephthalate, biaxially-oriented polypropylene, polythene, cast
polypropylene, foil, paper, bio-degradable films, etc.
Since, flexible packaging material predominantly consists of plastic as a major raw material, we are subject to
extensive government regulations with respect to reusing, recycling and managing the plastic waste generated during
our manufacturing process. In particular, we require certain approvals, licenses, registrations and permissions under
various regulations, guidelines, circulars and statutes regulated by various authorities for operating our business
activities that may contain conditions, some of which could be onerous. There can be no assurance that the relevant
authorities will issue these approvals or licenses in a timely manner, or at all. In the event of any unanticipated delay
in receipt of such approvals, it will have an adverse impact on our business operations.
Failure by us to renew, maintain or obtain the required permits or approvals at the requisite time may result in the
interruption of our operations and may have an adverse effect on our business, financial condition and results of
operations. Further, we cannot assure that the approvals, licenses, registrations and permits issued to us would not be
suspended or revoked in the event of non-compliance or alleged non-compliance with any terms or conditions thereof,
or pursuant to any regulatory action. Any failure to renew the approvals that have expired or apply for and obtain the
required approvals, licenses, registrations or permits, or any suspension or revocation of any of the approvals, licenses,
registrations and permits that have been or may be issued to us, may impede our operations. For further details, see
“Government Approvals” on page 189 of this Draft Red Herring Prospectus. In the event that we are unable to obtain
such approvals in a timely manner or at all, our business operations may be adversely affected. We may be impleaded
in any environmental legal proceedings in the course of our business due to non-compliances with terms and conditions
of regulatory approvals or authorizations.
31. If our Company is unable to continue being creative in our designs it may adversely affect our business, results of
operations and prospects. We also face the risk of our designs getting copied and product being sold at lower prices
in the market resulting in us losing out on premium pricing.

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 Our Company follows an integrated business model wherein we provide all packaging solutions to our customers by
researching and developing suitable packaging material, creating designs suitable to the nature of the product and
manufacturing the final packaging material. Our results of operations depend upon continued demand of our products
by our customers. Our Design Division holds knowledge of styles and innovations which is valuable to the
development of our packaging material and marketing the end use products. Since we operate in a competitive industry
where customers’ purchases are highly subjective and sensitive to current trends along with creativity, keeping in with
the latest design trends is one of the key attributes for success. For our Company to remain competitive in respect of
appealing designs, our Design Division has to keep itself well informed and up-to date with the latest global design
and marketing trends and more importantly understand the nature of the end use product and the requirement of the
customers. If we are unable to anticipate consumer preferences or industry changes, or if we are unable to update our
products on a timely basis, we may lose customers to our competitors, or may be forced to reduce our sales realization
on products by having to offer them at a discount, thereby reducing our margins. Since, the designing and development
of our products is a key aspect of our operations, we incur significant amount of expenses for the same and we cannot
assure you that our current portfolio of designs and any products we launch, will be well received by our customers,
or that we will be able to recover costs we incurred in designing while manufacturing such products. If the products
that we launch are not as successful as we anticipate, our business, results of operations and prospects may be adversely
affected. Furthermore, we have not registered the designs created by our Design Division under the intellectual
property laws, therefore we may not be able to adequately protect our designs against third party infringement. We
face significant risk of our designs being passed off by our competitors as their own and being imitated with poor
quality and sold at cheaper rates in the market. We may lose some of our key customers to such competitors who
provide packaging material similar to us at lower prices and substandard quality. Any such activities may harm the
reputation of our products, which could in turn adversely affect our business, results of operations, cash flows and
financial condition.
32. In the event there is any delay in the completion of the Issue, or delay in schedule of implementation, there would
be a corresponding delay in the completion of the objects of this Issue which would in turn affect our revenues and
results of operations.
The funds that we receive would be utilized for the objects of the Issue as has been stated in the chapter titled “Objects
of The Issue”. The proposed schedule of implementation of the objects of the Issue is based on our management‘s
estimates. If the schedule of implementation is delayed for any other reason whatsoever, including any delay in the
completion of the Issue, it may adversely affect our revenues and results of operations.
33. Our manufacturing units, warehouses and all our facilities are currently located in one geographical area. The
loss of, or shutdown of, our operations at this manufacturing or any disruption in the operation of our warehouses
will adversely affect our business, financial condition and results of operations.
Our manufacturing units, warehouses, branch office and all our manufacturing facilities are located in Gujarat. Any
significant disruption, including social, political or economic factors or natural calamities or civil disruptions,
impacting state of Uttar Pradesh may adversely affect our business operations. Any failure of our systems or any
shutdown of any of our manufacturing units and facilities for any reason could result in significant increase of costs
and delays in execution of orders. We do not have a diversified base of manufacturing operations, and local
disturbances which would have a material adverse effect on our business, and consequently on our operations and
financial condition. Further, our warehouses are subject to operating risks, such as performance below expected levels
of efficiency, labour disputes, natural disasters, industrial accidents and statutory and regulatory restrictions. Any
disruption of operations of our warehouses could result in delayed delivery of our product, which in turn may lead to
disputes and legal proceedings with them on account of any losses suffered by them or any interruption of their
business operations due to such delay or defect. While our strategic objectives include geographical expansion across
India, in the event that we are unable to make available our products in a prompt manner and within the requisite
timelines our business, financial condition and prospects may be adversely affected.
34. Our Company in the past has entered into Related Party Transactions and may continue to do so in future also,
which may affect our competitive edge and better bargaining power if entered with non-related parties resulting
into relatively more favorable terms and conditions and better margins.
In past, Our Company has entered into various transactions with our Directors, Promoter, Promoter Group and group
Companies. These transactions, inter-alia includes unsecured loans, remuneration and reimbursement of expenses. Our
Company has entered into such transactions in ordinary course of business. However, there is no assurance that we
could not have obtained better and more favourable terms than from transaction with related parties. However, we
believe that all our related party transactions are at arm’s length basis and in compliance with the Companies Act,
2013, rules made thereunder and any other laws applicable, if any. Our company may continue to enter into such
transactions in future and we cannot assure that in such events there would be no adverse effect on results of our

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 operations, although going forward, all related party transactions that we may enter will be subject to board or
shareholder approval, under the provisions of Companies Act, 2013 and the Listing Regulations. For details of
transactions, please refer “Annexure – 28 - Related Party Transactions” under the chapter titled “Restated Financial
Information” beginning from page 162 of this Draft Red Herring Prospectus:
35. We are subject to foreign currency exchange rate fluctuations which could have a material and adverse effect on
our results of operations and financial conditions.
Our company’s 100% of the revenue is not derived from India. We export our products to Nepal, the details of which
for the period ended September 30, 2023 and the preceding three financial years are as follows:
Sr. September
Particulars FY 2022-23 FY 2021-22 FY 2020-21
No. 30, 2023
1. Export Sales 57.49 55.94 84.29 37.85
We receive revenue in foreign currency from such operations. Any changes in value of currencies with respect to the
rupee may cause fluctuations in our operating results expressed in rupees. The exchange rate between the Rupee and
other currencies is variable and may continue to fluctuate in future. Fluctuations in the exchange rates may affect our
company to the extent of cost of services sold in foreign currency terms. Any adverse or unforeseen fluctuations with
respect to the unhedged exchange rate of any foreign currency for Indian Rupees may affect our Company’s results of
operations.
36. Our promoters will continue to retain significant control over our Company after the Public Issue.
Our Promoters and the members of the Promoter Group will continue to own majority of our Equity Shares constituting
[●] % of the paid-up equity share capital of our Company. As a result, our promoters will be in a position to influence
any shareholder action or approval requiring a majority vote, except where it is required otherwise by applicable laws
or where they abstain from voting. Our promoters will also have the ability to control our business including matters
relating any sale of all or substantially all its assets, the timing and distribution of dividends and the election or
termination or appointment of its officers and directors. Further, the extent of the promoters’ shareholding in the
Company may result in the delay or prevention of a change of management or control of the Company, even if such a
transaction may be beneficial to the other shareholders of the Company.
37. Our Promoters, Directors and KMPs may have interest in our Company other than normal remuneration or benefits
and reimbursement of expenses incurred.
Our Promoter, Directors and KMPs may be deemed to be interested in our Company, in addition to normal
remuneration or benefits and reimbursements of expenses, to the extent of Equity Shares or other securities, held by
them and their relatives (if any) and their dividend or bonus entitlement, and benefits arising from their directorship
in our Company and are also interested to the extent of sitting fee payable to them for attending each of our Board and
Committee Meetings.
38. We are heavily dependent on our Promoters and Key Managerial Personnel for the continued success of our
business through their continuing services and strategic guidance and support.
Our success heavily depends upon the continued services of our Promoters and Key managerial personnel, particularly
Mr. Balmukund Jhunjhunwala, Mr. Aditya Jhunjhunwala and Mr. Keshav Jhunjhunwala. We depend significantly on
them for executing our day-to-day activities. The loss of any of our Promoters or Key Management Personnel, or
failure to recruit suitable or comparable replacements, could have an adverse effect on us. The loss of service of the
Promoters and other senior management could seriously impair the ability to continue to manage and expand the
business efficiently. If we are unable to retain qualified employees at a reasonable cost, we may be unable to execute
our growth strategy. For further details of our Directors and key managerial personnel, please refer to Chapter “Our
Management” on page 141 of this Draft Red Herring Prospectus.
39. The average cost of acquisition of Equity shares by our Promoters may be lower than the Issue price.
Our Promoter’s average cost of acquisition of Equity shares in our Company may be lower than the Issue Price of
Equity shares as given below:
No. of Equity Average Cost of Acquisition per
Sr. No. Name of Promoters
Shares held equity share (in ₹)*
1. Balmukund Jhunjhunwala 1269000 0.97
2. Balmukund Jhunjhunwala HUF 33000 3.33
3. Aditya Jhunjhunwala 375000 8.00
4. Anita Jhunjhunwala 1090000 1.35

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 No. of Equity Average Cost of Acquisition per
Sr. No. Name of Promoters
Shares held equity share (in ₹)*
5. Keshav Jhunjhunwala 300000 Nil
40. There is no monitoring agency appointed by Our Company to monitor the utilization of the Issue proceeds.
As per SEBI (ICDR) Regulations, 2018, as amended, appointment of monitoring agency is required only for Issue size
above ₹ 10,000.00 Lakhs. Hence, we have not appointed any monitoring agency to monitor the utilization of Issue
proceeds and our company will have the full discretion in respect of Issue Proceeds. However, the audit committee of
our Board will monitor the utilization of Issue proceeds in terms of SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015. Further, our Company shall inform about material deviations in the utilization of
Issue proceeds to the stock exchange and shall also simultaneously make the material deviations / adverse comments
of the audit committee public.
41. Within the parameters as mentioned in the chapter titled “Objects of this Issue” of this Draft Red Herring
Prospectus, our Company’s management will have flexibility in applying the proceeds of this Issue. The fund
requirement and deployment mentioned in the Objects of this Issue have not been appraised by any bank or
financial institution.
We intend to use substantial portion of the Net Issue Proceeds towards meeting the working capital requirement. We
intend to deploy the Net Issue Proceeds in financial year 2023-24 and 2024-25 and such deployment is based on certain
assumptions and strategy which our Company believes to implement in future. The funds raised from the Issue may
remain idle on account of change in assumptions, market conditions, strategy of our Company, etc., For further details
on the use of the Issue Proceeds, please refer chapter titled “Objects of the Issue” on page 75 of this Draft Red Herring
Prospectus. The deployment of funds for the purposes described above is at the discretion of our Company’s Board of
Directors. The fund requirement and deployment are based on internal management estimates and has not been
appraised by any bank or financial institution. Accordingly, within the parameters as mentioned in chapter titled
“Objects of the Issue” on page 75 of this Draft Red Herring Prospectus, the Management will have significant
flexibility in applying the proceeds received by our Company from the Issue, subject to approval from Shareholders
of the Company. Our Board of Directors will monitor the proceeds of this Issue.
In the event there is any delay in the completion of the Issue, or delay in schedule of implementation, there would be
a corresponding delay in the completion of the objects of this Issue which would in turn affect our revenues and results
of operations.
42. We have issued Equity Shares during the preceding one year at a price that is below the Issue Price.
We have, in the preceding one year prior to the date of this Draft Red Herring Prospectus, issued Equity Shares that is
lower than the Issue Price. The details of allotments made on during the preceding one year are as follows:
Date of Number of Reasons for
Face Value (₹) Issue Price (₹) Name of Allottees
Allotment Equity Shares Allotment
Balmukund
Jhunjhunwala
Bonus Issue in
Balmukund
the ratio of 2:1 (2
Jhunjhunwala
Equity Shares for
(HUF)
every 1 Equity
August 23, 2023 2128000 10 Nil Aditya
Shares held as on
Jhunjhunwala
August 19, 2023)
Anita
out of Free
Jhunjhunwala
reserve
Keshav
Jhunjhunwala
The price at which such Equity Shares were issued is not indicative of the Issue Price, or the price at which the Equity
Shares will be traded going forward. Further, we may, in the future, continue to issue Equity Shares at prices that
may be lower than the Issue Price, subject to compliance with applicable law. Any issuances of Equity Shares by us
may dilute your shareholding in our Company, thereby adversely affecting the trading price of the Equity Shares and
our ability to raise capital through any issuance of new securities.
43. We may not be sufficiently protected or insured for certain losses that we may incur or claims that we may face
against us.

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 Our insurance may not be adequate to cover our claims or may not be available to the extent we expect. We maintain
insurance coverage under various insurance policies. Our insurance policies do not cover all risks and therefore may
not protect us from liability for damages. These may lead to financial liability and other adverse consequences. We
have not faced any material instances where insurance claims were made in the past. The following tables set forth
details relating to insurance expenses for the Financial Years 2023, 2022 and 2021, and for the period ended September
30, 2023:

(₹ in Lakhs)
For the period ended For the Financial Year ended on
Particular on September 30,
March 31, 2023 March 31, 2022 March 31, 2021
2023
Insurance Expenses 0.22 0.39 0.38 0.46
Vehicle Insurance Expenses 2.30 4.13 2.04 2.93
% of Total Expenses 0.03 0.02 0.01 0.03
For further details, please refer to the Insurance Policies under chapter titled “Business Overview of this Draft Red
Herring Prospectus. We cannot assure you that our insurance policies will be adequate to cover the losses that may be
incurred as a result of litigation, operational interruptions or repair of damaged facilities. Although we have not written
off any material insurance claim receivables in the period ended September 30, 2023 and Financial Years 2023, 2022
and 2021, we cannot assure you that we will not write off any material insurance claim receivables in the future. In
addition, our insurance coverage expires from time to time. We apply for the renewal of our insurance coverage in the
ordinary course of our business, but we cannot assure you that such renewals will be granted in a timely manner, at
acceptable costs or at all. To the extent that we suffer loss or damage for which we have not obtained or maintained
insurance, or which is not covered by insurance, which exceeds our insurance coverage or where our insurance claims
are rejected, the loss would have to be borne by us. If we suffer a large uninsured loss or if any insured loss suffered
by us significantly exceeds our insurance coverage, our business, financial condition, cash flows and results of
operations may be adversely affected.
44. We face competition from both domestic as well as international markets and our inability to compete effectively
may have a material adverse impact on our business and results of operations.
Competition in our business is based on pricing, relationships with customers, product quality, customisation and
innovation. We face pricing pressures from our customers who aim to produce their products at competitive costs and
competitors who are able to source their raw materials at cheaper prices or are able to offer more favourable pricing
terms to customers. We are unable to assure you that we shall be able to meet the pricing pressures imposed by such
customers which would adversely affect our profitability. Additionally, some of our competitors may have greater
financial, research and technological resources, larger sales and marketing teams and more established reputation.
They may also be in a better position to identify market trends, adapt to changes in industry, innovate new products,
offer competitive prices due to economies of scale and also ensure product quality and compliance, which may
adversely affect our business and financial condition.
45. Industry information included in this Draft Red Herring Prospectus has been derived from industry reports. There
can be no assurance that such third-party statistical, financial and other industry information is either complete or
accurate.
We have relied on the reports of certain independent third party for purposes of inclusion of such information in this
Draft Red Herring Prospectus. These reports are subject to various limitations and based upon certain assumptions that
are subjective in nature. We have not independently verified data from such industry reports and other sources.
Although we believe that the data may be considered to be reliable, their accuracy, completeness and underlying
assumptions are not guaranteed, and their dependability cannot be assured. While we have taken reasonable care in
the reproduction of the information, the information has not been prepared or independently verified by us or any of
our respective affiliates or advisors and, therefore, we make no representation or warranty, express or implied, as to
the accuracy or completeness of such facts and statistics. Due to possibly flawed or ineffective collection methods or
discrepancies between published information and market practice and other problems, the statistics herein may be
inaccurate or may not be comparable to statistics produced for other economies and should not be unduly relied upon.
Further, there is no assurance that they are stated or compiled on the same basis or with the same degree of accuracy
as may be the case elsewhere. Statements from third parties that involve estimates are subject to change, and actual
amounts may differ materially from those included in this Draft Red Herring Prospectus.
46. Increases in interest rates may materially impact our cash flows and results of operations.

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 All of our secured debt carries interest at floating interest rates or at rates that are subject to adjustments at specified
intervals. We are exposed to interest rate risk in respect of contracts for which we have not entered into any swap or
interest rate hedging transactions, although we may decide to engage in such transactions in the future. We may further
be unable to pass any increase in interest expense to our existing customers. Any such increase in interest expense may
have a material adverse effect on our business, financial condition, results of operations and cash flows. Furthermore,
if we decide to enter into agreements to hedge our interest rate risk, there can be no assurance that we will be able to
do so on commercially reasonable terms, that our counterparties will perform their obligations, or that these
agreements, if entered into, will protect us fully against our interest rate risk.
47. We could be harmed by employee misconduct or errors that are difficult to detect and any such incidences could
adversely affect our financial condition, results of operations and reputation.
Employee misconduct or errors could expose us to business risks or losses, including regulatory sanctions and serious
harm to our reputation. There can be no assurance that we will be able to detect or deter such misconduct. Moreover,
the precautions we take to prevent and detect such activity may not be affective in all cases. Our employees may also
commit errors that could subject us to claims and proceedings for alleged negligence, as well as regulatory actions on
account of which our business, financial condition, results of operations and goodwill could be adversely affected.
48. We have not identified any alternate source of raising the funds required for the object of the Issue and the
deployment of funds is entirely at our discretion and as per the details mentioned in the chapter titled “Objects of
the Issue”
Our Company has not identified any alternate source of funding for our object of the Issue and hence any failure or
delay on our part to mobilize the required resources or any shortfall in the Issue proceeds can adversely affect our
growth plan and profitability. The delay/shortfall in receiving these proceeds could result in inadequacy of funds or
may result in borrowing funds on unfavourable terms, both of which scenarios may affect the business operation and
financial performance of the company. Further the deployment of the funds raised in the issue will be entirely at the
discretion of the management and any revision in the estimates may require us to reschedule our projected expenditure
and may have a bearing on our expected revenues and earnings. For further details, please refer chapter titled “Object
for the Issue” beginning on page 75 of this Draft Red Herring Prospectus.
49. Any future issuance of Equity Shares may dilute your shareholdings, and sale of the Equity Shares by our major
shareholders may adversely affect the trading price of our Equity Shares.
Any future equity issuances by our Company may lead to the dilution of investors’ shareholdings in our Company. In
addition, any sale of substantial Equity Shares in the public market after the completion of this Issue, including by our
major shareholders, or the perception that such sales could occur, could adversely affect the market price of the Equity
Shares and could significantly impair our future ability to raise capital through offerings of the Equity Shares. We
cannot predict what effect, if any, market sales of the Equity Shares held by the major shareholders of our Company
or the availability of these Equity Shares for future sale will have on the market price of our Equity Shares.
50. The requirements of being a public listed company may strain our resources and impose additional requirements.
With the increased scrutiny of the affairs of a public listed company by shareholders, regulators and the public at large,
we will incur significant legal, accounting, corporate governance and other expenses that we did not incur in the past.
We will also be subject to the provisions of the listing agreements signed with the Stock Exchange. In order to meet
our financial control and disclosure obligations, significant resources and management supervision will be required.
As a result, management’s attention may be diverted from other business concerns, which could have an adverse effect
on our business and operations. There can be no assurance that we will be able to satisfy our reporting obligations
and/or readily determine and report any changes to our results of operations in a timely manner as other listed
companies. In addition, we will need to increase the strength of our management team and hire additional legal and
accounting staff with appropriate public company experience and accounting knowledge, and we cannot assure that
we will be able to do so in a timely manner. Failure of our Company to meet the listing requirements of stock exchange
could lead to imposition of huge penalties, if any including suspension of trading, imposed by Stock Exchange.
51. Third party statistical and financial data in this Draft Red Herring Prospectus may be incomplete or unreliable.
None of the Company, the BRLMs or any other person connected with the Issue has independently verified the third
party statistical and financial data in this Draft Red Herring Prospectus which has been sourced from various public
and private publications. Industry sources and publications generally state that the information contained therein has
been obtained from sources believed to be reliable, but their accuracy, completeness and underlying assumptions are
not guaranteed, and their reliability cannot be assured. Industry sources and publications fare also prepared based on
information as of specific dates. There is no assurance that such information obtained from third party sources and

40 | P a g e
 publications will be current or reflect current trends. Further, such industry sources and publications may also base
their information on estimates, projections, forecasts and assumptions that may prove to be incorrect.
EXTERNAL RISK FACTORS
1. The COVID-19 pandemic, or any future pandemic or widespread public health emergency, could materially and
adversely impact our business, financial condition, cash flows and results of operations.
Since first being reported in December 2019, the outbreak of COVID-19 has spread globally. The World Health
Organization declared the outbreak of COVID-19 to be a public health emergency of international concern on January
30, 2020, and a global pandemic on March 11, 2020.
The COVID-19 pandemic has had, and any future pandemic or widespread public health emergency could have,
repercussions across regional and global economies and financial markets. The outbreak of COVID-19 in many
countries, including India has significantly and adversely impacted economic activity and has contributed to significant
volatility and negative pressure in financial markets, and it is possible that the outbreak of COVID-19 will cause a
prolonged global economic crisis, recession or depression, despite monetary and fiscal interventions by governments
and central banks globally.
The global impact of the outbreak has been rapidly evolving. As cases of COVID-19 have continued to be identified
in additional countries, many jurisdictions, including the governments of India, have reacted by instituting restrictive
measures including invoking lock downs and quarantines, requiring the closure of non-essential businesses and placing
restrictions on the types of businesses that may continue to operate, mandating restrictions on travel, implementing
“shelter-in-place” rules and “stay-at-home” orders, and enforcing remote working regulations. No prediction can be
made of when any of the restrictions currently in place will be relaxed or expire, or whether or when further restrictions
will be announced. Although some governments are beginning to ease or lift these restrictions, the impacts from the
severe disruptions caused by the effective shutdown of large segments of the global economy or localized lockdowns
remain unknown.
On March 24, 2020, the Government of India ordered a national lockdown in response to the spread of COVID-19.
Our business was determined to be operating in an essential industry, which allowed us to continue our operations
after the introduction of the lockdown in India, subject to certain adjustments in working patterns.
There can be no assurance that there will not be any material impact on our operations if the outbreak of COVID-19
is not effectively controlled. Although some restrictions have been eased, it is not yet clear when the lockdown
conditions will be fully lifted in India. Further, although we were declared an essential business and were able to adjust
our business to continue operating during the lockdown, there can be no assurance that further restrictions will not be
introduced or that we will continue to retain such essential status. Further, we may be required to quarantine employees
that are suspected of being infected of COVID-19, as well as others that have come into contact with those employees
or shut down our manufacturing facilities as a health measure, which could have an adverse effect on our business
operations or result in a delay in the production and supply of products to our customers in a timely manner. If any of
our suppliers are affected by COVID-19 to the extent our supply chain is disrupted, this may affect our ability to meet
the demand of our customers.
The full extent to which the COVID-19 pandemic, or any future pandemic or widespread public health emergency
impacts our business, operations and financial results will depend on numerous evolving factors that we may not be
able to accurately predict, including the scope, severity, and duration of the pandemic; actions taken by governments,
business and individuals in response to the pandemic; the effect on customer demand for and ability to pay for our
products; the disruptions or restrictions on our employees’ and suppliers’ ability to work and travel; volatility in foreign
exchange rates; any extended period of remote work arrangements; and strain on our or our customers’ business
continuity plans, and resultant operational risk.
The COVID-19 pandemic, or any future pandemic or widespread public health emergency could therefore materially
and adversely impact our business, financial condition, cash flows and results of operations.
2. The price of our Equity Shares may be volatile, or an active trading market for our Equity Shares may not develop.
Prior to this Issue, there has been no public market for our Equity Shares. Our Company and the Book Running Lead
Manager has appointed [●] as Designated Market Maker for the equity shares of our Company. However, the trading
price of our Equity Shares may fluctuate after this Issue due to a variety of factors, including our results of operations
and the performance of our business, competitive conditions, general economic, political and social factors, the
performance of the Indian and global economy and significant developments in India’s fiscal regime, volatility in the
Indian and global securities market, performance of our competitors, the Indian Capital Markets and Finance industry,

41 | P a g e
 changes in the estimates of our performance or recommendations by financial analysts and announcements by us or
others regarding contracts, acquisitions, strategic partnership, joint ventures, or capital commitments.
3. Increase in competition in the Flexible Packaging industry may adversely affect our profitability.
Our business faces competition from both national and local competitors with respect to factors such as location,
facilities and supporting infrastructure, services and pricing. Intensified competition between various players which
may result in increased raw material, oversupply of our end product, lower prices, lower sales, all of which may
adversely affect our business. Moreover, we cannot assure you that we will be able to compete successfully in the
future against our existing or potential competitors or that increased competition will not have an adverse effect on
our profitability.
4. You will not be able to sell immediately on Indian Stock Exchanges any of the Equity Shares you purchase in the
Issue until the Issue receives appropriate trading permissions.
The Equity Shares will be listed on the Stock Exchange. Pursuant to Indian regulations, certain actions must be
completed before the Equity Shares can be listed and trading on stock exchange. We cannot assure you that the Equity
Shares will be credited to investor’s demat accounts, or that trading in the Equity Shares will commence, within the
time periods specified in this Draft Red Herring Prospectus. Any failure or delay in obtaining the approval would
restrict your ability to dispose of the Equity Shares. In accordance with section 40 of the Companies Act, if the
permission of listing the Equity Shares is denied by the stock exchanges, we are required to refund all monies collected
to investors.
5. Our operations are subject to environmental, health and safety laws and regulations.
Our operations are subject to various Central and State environmental laws and regulations relating to the control of
pollution in the various locations in India where we operate. In particular, the discharge or emission of chemicals, dust
or other pollutants into the air, soil or water that exceed permitted levels and cause damage to others may give rise to
liability to the Government and third parties, and may result in our incurring costs to remedy such discharge or
emissions. There can be no assurance that compliance with such environmental laws and regulations will not result in
a curtailment of operations, or a material increase in the costs of operations, or otherwise have a material adverse effect
on the financial condition and results of our operations. Environmental laws and regulations in India have been
increasing in stringency and it is possible that they will become significantly more stringent in the future. Stricter laws
and regulations, or stricter interpretation of the existing laws and regulations, may impose new liabilities on us or result
in the need for additional investment in pollution control equipment, either of which could adversely affect our
business, financial condition or prospects. While as of the date of this Draft Red Herring Prospectus, we are not subject
to any environmental legal proceedings, we may be impleaded in such legal proceedings in the course of our business.
Such legal proceedings could divert management time and attention, and consume financial resources in Defence or
prosecution of such legal proceedings or cause delays in the construction, development or commencement of
operations of our projects. No assurance can be given that we will be successful in all, or any, of such proceedings.
6. There is no guarantee that the Equity Shares issued pursuant to the Issue will be listed on Emerge Platform of NSE
in a timely manner, or at all.
In accordance with Indian law and practice, permission for listing and trading of the Equity Shares issued pursuant to
the Issue will not be granted until after the Equity Shares have been issued and allotted. Approval for listing and trading
will require all relevant documents authorizing the issuing of Equity Shares to be submitted. There could be a failure
or delay in listing the Equity Shares on the Emerge Platform of NSE. Any failure or delay in obtaining the approval
would restrict your ability to dispose of your Equity Shares.
7. We are subject to risks arising from interest rate fluctuations, which could adversely impact our business, financial
condition and operating results.
Changes in interest rates could significantly affect our financial condition and results of operations. If the interest rates
for future borrowings increase significantly, our cost of servicing such debt will increase. This may negatively impact
our results of operations, planned capital expenditures and cash flows.
8. Taxes and other levies imposed by the Government of India or other State Governments, as well as other financial
policies and regulations, may have a material adverse impact on our business, financial condition and results of
operations.
Taxes and other levies imposed by the Central or State Governments in India that impact our industry include customs
duties, excise duties, sales tax, income tax and other taxes, duties or surcharges introduced on a permanent or temporary
basis from time to time. There can be no assurance that these tax rates/slab will continue in the future. Further, with

42 | P a g e
 the Introduction of the Goods and Services Act, tax rates and its implication may have material impact on our products.
Any changes in these tax rates/slabs could adversely affect our financial condition and results of operations.
9. Foreign investors are subject to foreign investment restrictions under Indian law that limits our ability to attract
foreign investors, which may adversely impact the market price of the Equity Shares.
Under the foreign exchange regulations currently in force in India, transfer of shares between non- residents and
residents are freely permitted (subject to certain exceptions) if they comply with the pricing guidelines and reporting
requirements specified by the RBI. If the transfer of shares, which are sought to be transferred, is not in compliance
with such pricing guidelines or reporting requirements or fall under any of the exceptions referred to above, then the
prior approval of the RBI will be required. Additionally, shareholders who seek to convert the Rupee proceeds from a
sale of shares in India into foreign currency and repatriate that foreign currency from India will require a no objection/
tax clearance certificate from the income tax authority. There can be no assurance that any approval required from the
RBI or any other government agency can be obtained on any particular terms or at all.
10. Global economic, political and social conditions may harm our ability to do business, increase our costs and
negatively affect our stock price.
Global economic and political factors that are beyond our control, influence forecasts and directly affect performance.
These factors include interest rates, rates of economic growth, fiscal and monetary policies of governments, change in
regulatory framework, inflation, deflation, foreign exchange fluctuations, consumer credit availability, consumer debt
levels, unemployment trends, terrorist threats and activities, worldwide military and domestic disturbances and
conflicts, and other matters that influence consumer confidence, spending and tourism.
11. Civil disturbances, extremities of weather, regional conflicts and other political instability may have adverse effects
on our operations and financial performance.
Certain events that are beyond our control such as earthquake, fire, floods and similar natural calamities may cause
interruption in the business undertaken by us. Our operations and financial results and the market price and liquidity
of our equity shares may be affected by changes in Indian Government policy or taxation or social, ethnic, political,
economic or other adverse developments in or affecting India.
12. Terrorist attacks, civil unrests and other acts of violence or war involving India or other countries could adversely
affect the financial markets, our business, financial condition and the price of our Equity Shares.
Any major hostilities involving India or other acts of violence, including civil unrest or similar events that are beyond
our control, could have a material adverse effect on India’s economy and our business. Incidents such as the terrorist
attacks in India, other incidents such as those in US, Indonesia, Madrid and London, and other acts of violence may
adversely affect the Indian stock markets where our Equity Shares will trade. Such acts could negatively impact
business sentiment as well as trade between countries, which could adversely affect our Company’s business and
profitability. Additionally, such events could have a material adverse effect on the market for securities of Indian
companies, including the Equity Shares.
PROMINENT NOTES
1. Public Issue of upto 13,35,600 Equity Shares of face value of ₹ 10/- each for cash at a price of ₹ [●]/- per equity share
including a share premium of ₹ [●]/- per equity share (the “Issue Price”) aggregating to ₹ [●] lakhs (“the issue”).
2. The Net asset value per equity share of ₹ 10 each after bonus issue and Split Share of our Company as per the Restated
Financials as of September 30, 2023, March 31, 2023, 2022 and 2021 is ₹ 15.87, ₹ 12.46, ₹ 2.78 and ₹ 1.90 per Equity
Share, respectively.
3. The net worth of our Company as per Restated Financials as of September 30, 2023 is ₹ 506.57 Lakhs.
4. Average cost of acquisition of equity shares by our promoter is as follows:
No. of Equity Average Cost of Acquisition per
Sr. No. Name of Promoters
Shares held equity share (in ₹)*
1. Balmukund Jhunjhunwala 1269000 0.97
2. Balmukund Jhunjhunwala HUF 33000 3.33
3. Aditya Jhunjhunwala 375000 8.00
4. Anita Jhunjhunwala 1090000 1.35
5. Keshav Jhunjhunwala 300000 Nil

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 *The average cost of acquisition of Equity Shares by our Promoter has been calculated by taking into account the
amount paid by him to acquire Shares by way of allotment and Transfer as reduced by amount received on sell of
shares i.e., net of sale consideration is divided by net quantity of shares acquired.
5. Except as stated under the chapter titled “History and Corporate Structure” beginning on page no 137 of this Draft
Red Herring Prospectus, there has been no change of name of our Company at any time during the last three (3) years
immediately preceding the date of filing Draft Red Herring Prospectus.
6. There has been no financing arrangement whereby our directors or any of their respective relatives have financed the
purchase by any other person of securities of our Company during the six (6) months preceding the date of this Draft
Red Herring Prospectus.
7. Except as stated under the chapter titled “Capital Structure” of this Draft Red Herring Prospectus, our Company has
not issued any Equity Shares for consideration other than cash.
8. Except as disclosed in the chapters titled “Capital Structure”, “Our Promoter and Promoter Group”, “Information
with respect to Group Companies/entities” and “Our Management” of this Draft Red Herring Prospectus, none of our
Promoter, Directors or Key Managerial Personnel has any interest in our Company.
9. Trading in Equity Shares of our Company for all investors shall be in dematerialized form only.
10. Investors are advised to refer to the chapter titled “Basis for Issue Price” of this Draft Red Herring Prospectus.
11. Investors may contact the Book Running Lead Manager or the Company Secretary & Compliance Officer for any
complaint/clarification/information pertaining to the Issue. For contact details of the Book Running Lead Manager and
the Company Secretary & Compliance Officer, please refer to chapter titled “General Information this Draft Red
Herring Prospectus.
All grievances in relation to the application through ASBA process or UPI Mechanism may be addressed to the Registrar
to the Issue, with a copy to the relevant Designated Intermediary with whom the ASBA Form was submitted, giving details
such as the full name of the sole or First Applicant, ASBA Form number, Applicants‘ DP ID, Client ID, PAN, number of
Equity Shares applied for, date of submission of ASBA Form/UPI, address of Bidder, the name and address of the relevant
Designated Intermediary, where the ASBA Form was submitted by the Bidder, ASBA Account number in which the
amount equivalent to the Bid Amount was blocked and UPI ID used by the Retail Individual Investors. Further, the Bidder
shall enclose the Acknowledgment Slip from the Designated Intermediaries in addition to the documents or information
mentioned herein above.

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 SECTION IV – INTRODUCTION
THE ISSUE
Present Issue in terms of this Draft Red Herring Prospectus:

Particulars Details
Issue of Upto 1335600 Equity Shares of ₹ 10/- each at a price of ₹ [●]/-
Equity Shares Issued*
per Equity Share each aggregating to ₹ [●] Lakhs
Of which:
[●] Equity Shares of ₹ 10/- each at an Issue Price of ₹ [●]/- per Equity
Reserved for Market Makers
Share each aggregating to ₹ [●] Lakhs
[●] Equity Shares of ₹ 10/- each at an Issue Price of ₹ [●]/- per Equity
Net Issue to the Public
Share each aggregating to ₹ [●] Lakhs
Of which
Allocation to Qualified Institutional Not more than [●] Equity Shares of ₹ 10/- each at an Issue Price of ₹ [●]/-
Buyers per Equity Share each aggregating to ₹ [●] Lakhs
Not less than [●] Equity Shares of ₹ 10/- each at an Issue Price of ₹ [●]/-
Allocation to Non-Institutional Investors
per Equity Share each aggregating to ₹ [●] Lakhs
Not less than [●] Equity Shares of ₹ 10/- each at an Issue Price of ₹ [●]/-
Allocation to Retail Individual Investors
per Equity Share each aggregating to ₹ [●] Lakhs
Equity Shares outstanding prior to the
3612000 Equity Shares of ₹ 10/- each
Issue
Equity Shares outstanding after the Issue [●] Equity Shares of ₹ 10/- each
For details, please refer chapter titled “Objects of The Issue” beginning on
Use of Proceeds Page no. 75 of this Draft Red Herring Prospectus for information on use
of Issue Proceeds.
* Subject to finalization of the Basis of Allotment. Number of shares may need to be adjusted for lot size upon determination
of issue price.
(1) The Issue is being made in terms of Chapter IX of the SEBI (ICDR) Regulations, 2018, as amended from time to
time. This Issue is being made by our company in terms of Regulation of 229 (2) and Regulation 253 (1) of SEBI
ICDR Regulations read with Rule 19(2)(b)(i) of SCRR wherein not less than 25% of the post – issue paid up equity
share capital of our company are being issued to the public for subscription.
(2) The present Issue has been authorized pursuant to a resolution of our Board dated January 01, 2024 and by Special
Resolution passed under Section 62(1)(c) of the Companies Act, 2013 at an Extra-Ordinary General Meeting of our
shareholders held on January 03, 2024.
(3) In the event of over-subscription, allotment shall be made on a proportionate basis, subject to valid Bids received at
or above the Issue Price. Allocation to investors in all categories, except the Retail Portion, shall be made on a
proportionate basis subject to valid bids received at or above the Issue Price. The allocation to each Retail Individual
Investor shall not be less than the minimum Bid Lot, and subject to availability of Equity Shares in the Retail Portion,
the remaining available Equity Shares, if any, shall be allocated on a proportionate basis.
(4) The SEBI ICDR Regulations permit the issue of securities to the public through the Book Building Process, which
states that, not less than 15% of the Net Issue shall be available for allocation on a proportionate basis to Non-
Institutional Bidders and not less than 35% of the Net Issue shall be available for allocation on a proportionate basis
to Retail Individual Bidders and not more than 50% of the Net Issue shall be allotted on a proportionate basis to QIBs,
subject to valid Bids being received at or above the Issue Price.
(5) Subject to valid Bids being received at or above the Issue Price, undersubscription, if any, in any category, except in
the QIB Portion, would be allowed to be met with spill-over from any other category or combination of categories of
Bidders at the discretion of our Company in consultation with the Book Running Lead Manager and the Designated
Stock Exchange, subject to applicable laws.

45 | P a g e
 SUMMARY OF FINANCIAL INFORMATION

Sr. No. Particulars Page Nos.

1 Summary of Restated Financial Information SF-1 to SF-3

46 | P a g e
Sati Poly Plast Limited (Formerly Known as Sati Poly Plast Private Limited)
D.N Singh Road, Bhagalpur
Annexure 1: Restated Summary Statement of Assets and Liabilities (Amount in Lakhs)
Particulars Annexure As at 30th Sep, 2023 As at 31st March, 2023 As at 31st March, 2022 As at 31st March, 2021
Equity and Liabilities
Shareholders’ Funds
Share Capital 5 319.20 106.40 106.40 106.40
Reserves and Surplus 6 187.37 291.24 (17.65) (45.88)
TotaL Equity 506.57 397.64 88.75 60.52
Share Application Money Pending Allotment 7 432.20 - - -

Non-Current Liabilities
Long-Term Borrowings 8 1,387.88 1,613.60 1,470.17 2,082.97
Long-Term Provisions 10 34.20 33.22 33.40 31.21
Total Non- Current Liabilities 1,422.08 1,646.82 1,503.57 2,114.18

Current liabilities
Short-term borrowings 8 1,026.25 1,016.90 888.72 514.25
Trade payables 11
i) Total outstanding dues of micro enterprise
and small enterprise 133.85 140.64 180.32 122.54
ii) Total outstanding dues other than micro
508.45 545.53 657.93 680.44
enterprise and small enterprise
Other current liabilities 12 518.99 357.32 258.77 270.20
Short-term provisions 10 123.36 89.23 0.64 0.59
Total Current Liabilities 2,310.90 2,149.62 1,986.38 1,588.02

TOTAL EQUITY & LIABILITIES 4,671.75 4,194.08 3,578.70 3,762.72

Assets
Non-Current Assets
Property, Plant and Equipment and Intangibe Assets
(i) Property, Plant and Equipment 13 1,032.81 1,138.30 1,166.69 1,253.74
Deferred tax assets (net) 9 60.37 56.12 51.91 45.49
Other Non-Current Assets 15 92.75 91.85 89.85 83.96
Total Non-Current Assets 1,185.93 1,286.27 1,308.45 1,383.19

Current Assets
Short-Term Loans and Advances 14 120.15 163.76 15.33 33.45
Other Current Assets 15 2.69 17.07 20.46 5.80
Trade Receivables 16 1,041.67 547.24 755.57 707.33
Inventories 17 2,241.65 2,098.25 1,395.51 1,292.31
Cash and Bank Balances 18 79.66 81.49 83.38 340.64
Total Current Assets 3,485.82 2,907.81 2,270.25 2,379.53

TOTAL ASSETS 4,671.75 4,194.08 3,578.70 3,762.72

The accompanying notes are an integral part of the financial statements.

For Keyur Shah & Associates For Sati Poly Plast Limited
Chartered Accountant
FRN No: 333288W

Balmukund Jhunjhunwala Aditya Jhunjhunwala

Chairman and Managing Director Executive Director and CEO
DIN : 02589799 DIN : 02939258
Akhlaq Ahmad Mutvalli
Partner Umakant Misra Akanksha Jain
M. No: 181329 Chief Financial Officer Company Secretary
PAN:AFZPM4876J PAN: BABPJ4351B

Place: Ahmedabad Place: Bihar

Date: January 30, 2024 Date: January 30, 2024

SF- 1
Sati Poly Plast Limited (Formerly Known as Sati Poly Plast Private Limited)
D.N Singh Road, Bhagalpur
Annexure 2: Restated Summary Statement of Profit and Loss (Amount in Lakhs)

Period Ended 30th Sep, Year Ended 31st Year Ended 31st Year Ended 31st
Particulars Annexure
2023 March, 2023 March, 2022 March, 2021
Revenue
Revenue from operations 19 7,568.59 19,091.77 17,516.08 12,576.53
Other income 20 2.92 4.92 6.31 15.30
Total Income 7,571.51 19,096.69 17,522.39 12,591.83

Expenses
Cost of materials consumed 21 6,197.28 16,123.08 14,817.48 10,134.50
Changes in inventories of Finished Goods,
21A (63.26) (471.14) 49.65 35.26
WIP and Traded Goods
Employee Benefits Expense 22 190.00 449.09 451.42 447.72
Finance Costs 23 79.29 199.81 198.66 167.54
Depreciation and amortisation Expense 13 117.08 269.27 280.72 284.98
Other Expenses 24 907.83 2,132.46 1,709.35 1,552.25
Total Expenses 7,428.22 18,702.57 17,507.28 12,622.25

PROFIT BEFORE EXCEPTIONAL &

143.29 394.12 15.11 (30.42)
EXTRAORDINARY ITEMS & TAX
Exceptional Items 1.71 18.25 23.20 -
PROFIT BEFORE TAX 144.99 412.37 38.31 (30.42)
Tax Expense
Current tax 40.31 107.69 16.50 6.36
Deferred tax (credit)/charge (4.25) (4.21) (6.42) (18.43)
Total Tax Expenses 36.06 103.48 10.08 (12.07)

Profit for the period / year 108.93 308.89 28.23 (18.35)

Earnings per equity share of Rs. 10/- each (in Rs.)
a) Basic/Diluted EPS 3.41 290.31 26.53 (17.25)
b) Adjusted/Diluted EPS (After Bouns and Split Share) 3.41 9.68 0.88 (0.58)

Note:
The above statement should be read with the Statement of Notes to the Restated Financial Information of the Company in Annexure 4
As per our report of even date attached

For Keyur Shah & Associates For Sati Poly Plast Limited
Chartered Accountant
FRN No: 333288W
M. No: 181329 Balmukund Jhunjhunwala Aditya Jhunjhunwala
Chairman and Managing Director Executive Director and CEO
DIN : 02589799 DIN : 02939258

Akhlaq Ahmad Mutvalli Umakant Misra Akanksha Jain

Chartered Accountant Chief Financial Officer Company Secretary
FRN No: 333288W PAN:AFZPM4876J PAN: BABPJ4351B

Place: Ahmedabad Place: Bihar

Date: January 30, 2024 Date: January 30, 2024

SF- 2
Sati Poly Plast Limited (Formerly Known as Sati Poly Plast Private Limited)
D.N Singh Road, Bhagalpur

Annexure 3: Restated Summary Statement of Cash Flows (Amount in Lakhs)

Period Ended 30th Year Ended 31st Year Ended 31st Year Ended 31st
Particulars
Sep, 2023 March, 2023 March, 2022 March, 2021
A. Cash flow from operating activities
Profit before tax, as restated 144.99 412.37 38.31 (30.42)
Adjustments for :
Provision for Gratuity
Depreciation and amortisation expense 117.08 269.27 280.72 284.98
Loss/(Gain) on Sale of Asset
Prior Period Adjustment (54.33)
Finance costs 79.29 199.81 198.66 167.54
Interest & Dividend income (2.92) (4.92) (6.31) (5.20)
Operating profit before working capital changes 338.44 876.53 511.38 362.57
Changes in working capital:
(Increase) / decrease Inventories (143.40) (702.74) (103.20) 40.74
(Increase) / decrease in Trade Receivables (494.43) 208.33 (48.24) (44.44)
(Increase) / decrease in Other Current Assets 14.38 3.39 (14.66) 4.74
Increase / (decrease) in Trade Payables (43.87) (152.08) 35.27 26.99
Increase / (decrease) in Other Current Liabilities 161.67 98.54 (11.42) 201.72
Increase / (decrease) in Non Curent Assets (0.89) (2.01) (5.90) (4.09)
Increase / (decrease) in Short Term Provision 34.13 88.59 0.05 (2.71)
Cash generated from / (utilised in) operations (132.99) 418.38 365.48 616.71
Less : Income tax paid (40.31) (107.69) (16.50) (6.36)

Net cash flow generated from/ (utilised in) operating activities (A) (173.30) 310.69 348.98 610.36
B. Cash flow from investing activities
Purchase of property, plant and equipment (11.59) (240.88) (193.67) (191.46)
Interest and Dividend Received 2.92 4.92 6.31 5.20
Net cash flow utilised in investing activities (B) (8.67) (235.96) (187.36) (186.26)
C. Cash flow from financing activities
Proceeds from issuance of shares 432.20 - - -
Increase / (decrease) in Short term Loans and Advances 43.61 (148.43) 18.12 (22.08)
Net of Repayment/Proceeds from Short Term Borrowings 9.35 128.18 374.47 164.39
Net of Repayment/Proceeds from Long Term Borrowings (225.72) 143.43 (612.80) (150.11)
Interest/Finance Charges Paid (79.29) (199.81) (198.66) (167.54)

Net cash flow generated from/ (utilised in) financing activities (C) 180.15 -76.63 -418.87 -175.34

Net (decrease)/ increase in cash & cash equivalents (A+B+C) -1.83 -1.90 -257.25 248.76
Cash and cash equivalents at the beginning of the period/ year 81.49 83.38 340.64 91.88
Cash and cash equivalents at the end of the period/ year 79.66 81.49 83.38 340.64

Note:
The above statement should be read with the Statement of Notes to the Restated Financial Information of the Company in Annexure 1, 2 and 4

The Cash Flow Statement has been prepared under Indirect Method as set out in Accounting Standard 3, 'Cash Flow Statements' notified under Section 133 of the Companies Act, 2013
As per our report of even date attached
For Keyur Shah & Associates For Sati Poly Plast Limited
Chartered Accountant
FRN No: 333288W
Balmukund Jhunjhunwala Aditya Jhunjhunwala
Chairman and Managing Director Executive Director and CEO
DIN : 02589799 DIN : 02939258

Akhlaq Ahmad Mutvalli Umakant Misra Akanksha Jain

Chartered Accountant Chief Financial Officer Company Secretary
FRN No: 333288W PAN:AFZPM4876J PAN: BABPJ4351B
Place: Ahmedabad
Date: January 30, 2024 Place: Bihar
Date: January 30, 2024

SF- 3
 SECTION V – GENERAL INFORMATION
Our Company was originally incorporated as “Sati Poly Plast Private Limited” as a private limited company under the
provision of the Companies Act, 1956 vide certificate of incorporation dated July 14, 1999, issued by Registrar of
Companies, Bihar. Further, our company was converted from a private limited company to public limited company,
pursuant to a special resolution passed by our Shareholders in the Extra-Ordinary General Meeting held on November 01,
2023, and consequently, the name of our Company changed to “Sati Poly Plast Limited” and the fresh certificate of
incorporation dated December 26, 2023 was issued to our company by the Registrar of Companies, Patna. The Corporate
Identification Number of our Company is U00301BR1999PLC008904. For details of change in registered office of our
Company, please refer to chapter titled “History and Corporate Structure” beginning on page no. 137 of this Draft Red
Herring Prospectus.
BRIEF INFORMATION ON COMPANY AND ISSUE
Particulars Details
Name of Issuer Sati Poly Plast Limited
Registered Office D.N. Singh Road, Bhagalpur 812 002, Bihar, India#
Telephone No.: +91 98181 04164 Web site: www.satipolyplast.in
E-Mail: satipolyplast1@gmail.com
Contact Person: Ms. Akanksha Jain
Corporate Office C-44, Phase II, Distt. Gautam Budh Nagar, Noida- 201305, Uttar Pradesh,
India.
Date of Incorporation July 14, 1999
Company Identification Number U00301BR1999PLC008904
Company Registration Number 008904
Company Category Company Limited by Shares
Registrar of Company ROC- Patna
Address of the RoC Ministry of Corporate Affairs, High Court of Patna, Maurya Lok Complex,
Block “A” 4th Floor, Dak Bungalow Road, Patna-800001, Bihar
Phone: 0612-6604891
Company Secretary and Compliance Ms. Akanksha Jain
Officer Sati Poly Plast Limited
D.N. Singh Road, Bhagalpur 812 002, Bihar, India#
Telephone No.: +91 98181 04164 Web site: www.satipolyplast.in
E-Mail: satipolyplast1@gmail.com
Designated Stock Exchange EMERGE Platform of National Stock Exchange of India Limited
Address: Exchange Plaza, Plot no. C/1, G Block, Bandra - Kurla Complex,
Bandra (E), Mumbai – 400051
Issue Programme Issue
Issue Closes
Opens [●] [●]
On:
On:
# Our company is in the process of changing the registered office to our corporate office situated at C-44, Phase II, Distt.
Gautam Budh Nagar, Noida- 201305, Uttar Pradesh, India for which shareholders have approved on January 31, 2024,
however RoC approval for the same is pending as on the date of Draft Red Herring Prospectus.
Note: Investors can contact the Company Secretary & Compliance officer in case of any pre issue or post issue related
problems such as non-receipt of letter of allotment or credit of securities in depository’s beneficiary account or dispatch of
refund order etc.
All grievances relating to the ASBA process and UPI Process may be addressed to the Registrar to the Issue, with a copy
to the relevant SCSB to whom the Application was submitted or Sponsor Bank, as the case may be. The Applicant should
give full details such as name of the sole or first Bidder, Bid cum Application Form number, Bidder’s DP ID, Client ID,
PAN, UPI ID (in case of RII’s if applicable), date of submission of the Bid cum Application Form, address of the Bidder,
number of Equity Shares applied for and the name and address of the Designated Intermediary where the Bid cum
Application Form was submitted by the Bidder.
Further, the Investors shall also enclose a copy of the Acknowledgment Slip received from the Designated
Intermediaries/SCSB in addition to the information mentioned herein above.

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BOARD OF DIRECTORS OF OUR COMPANY
Presently our Board of Directors comprises of following Directors.

Sr.
Name Designation Address DIN
No.
D- 1/2, Opp. Corporation Bank, Model
Mr. Balmukund Chairman and
1. Town-II, Shanjar Pur, North West Delhi – 02589799
Jhunjhunwala Managing Director
110 009
D-1/2, Opp. Corporation Bank, Model
2. Mr. Aditya Jhunjhunwala Executive Director Town-II, Shanjar Pur, North West, Delhi – 02939258
110 009
Non-Executive
3. Mr. Keshav Jhunjhunwala D 1/2, Model Town-3, Delhi- 110009 09806023
Director
Independent E-945, 2nd floor, Saraswati Vihar,
4. Mr. Ankit Aggarwal 01037530
Director Pitampura, Delhi- 110034
Ms. Rashmi Kamlesh Independent R-301, Ozone Glitter, Near Galaxy
5. 06976600
Otavani Director Underbridge Naroda, Ahmedabad - 382330

For further details pertaining to the education qualification and experience of our Directors, please refer the chapter titled
“Our Management” beginning on Page no. 141 of this Draft Red herring Prospectus.
DETAILS OF KEY MARKET INTERMEDIARIES PERTAINING TO THIS ISSUE AND OUR COMPANY

LEAD MANAGER TO THE ISSUE REGISTRAR TO THE ISSUE

BEELINE CAPITAL ADVISORS PRIVATE LINK INTIME INDIA PRIVATE LIMITED

LIMITED SEBI Registration Number: INR000004058
SEBI Registration Number: INM000012917 Address: C-101, 1st Floor, 247 Park, Lal Bahadur Shastri
Address: B 1311-1314, Thirteenth Floor, Shilp Corporate Marg, Vikhroli (West), Mumbai, Maharashtra, India – 400
Park, Rajpath Rangoli Road, Thaltej, Ahmedabad- 380054, 083.
Gujarat, India. Tel. Number: +91 810 811 4949;
Telephone Number: 079 4918 5784 Email Id: satipoly.ipo@linkintime.co.in
Email Id: mb@beelinemb.com Investors Grievance Id: satipoly.ipo@linkintime.co.in
Investors Grievance Id: ig@beelinemb.com Website: www.linkintime.co.in
Website: www.beelinemb.com Contact Person: Shanti Gopalkrishnan
Contact Person: Mr. Nikhil Shah CIN: U67190MH1999PTC118368
CIN: U67190GJ2020PTC114322
STATUTORY & PEER REVIEW AUDITORS OF LEGAL ADVISOR TO THE COMPANY
THE COMPANY
M/s. Keyur Shah & Associates, Zenith India Lawyers
Chartered Accountants D-49, SL-III, Sector-57,
Address: 303, Shitiratna, B/s Radisson Blu, Nr Panchvati Gurugram, Haryana – 122003
Circle, Ambawadi, Ahmedabad-380006. Tel: +91 98990 16169
Tel. No.: +91 99984 84564 Email id: raj@zilawyers.com
Email Id: ca.keyurshah2015@gmail.com Website: www.zilawyers.com
Website: www.keyurshahca.com Contact Person: Raj Rani Bhalla
Membership No.: 181329
Peer Review No.: 014877

48 | P a g e
 Firm Registration No: 333288W
Contact Person: CA Akhlaq Ahmad Mutvalli

BANKERS TO THE COMPANY BANKERS TO THE ISSUE, REFUND BANKER

AND SPONSOR BANK
Karur Vyasya Bank
Address: D-241-242, Fatehpuri, Chandni Chowk, Delhi-
110006
Tel: 011-23982209
[●]
Fax: 23982249
Email: Chandinichowk@kvbmail.com
Website: www.kvb.co.in
Contact Person: Kunal

DESIGNATED INTERMEDIARIES
Self-Certified Syndicate Banks
The list of SCSBs, as updated till date, is available on website of Securities and Exchange Board of India at below link.
https://www.sebi.gov.in/sebiweb/other/OtherAction.do?doRecognisedFpi=yes&intmId=34
https://www.sebi.gov.in/sebiweb/other/OtherAction.do?doRecognisedFpi=yes&intmId=35
Investors are requested to refer the SEBI website for updated list of SCSBs and their designated branches.
Self-Certified Syndicate Banks eligible as Sponsor Banks for UPI
The list of Self Certified Syndicate Banks that have been notified by SEBI to act as Investors Bank or Issuer Bank for UPI
mechanism are provide on the website of SEBI on
https://www.sebi.gov.in/sebiweb/other/OtherAction.do?doRecognisedFpi=yes&intmId=41.
BROKERS TO THE ISSUE
All members of the recognized stock exchanges would be eligible to act as Brokers to the Issue.
REGISTRAR TO ISSUE AND SHARE TRANSFER AGENTS
The list of the Registrar to Issue and Share Transfer Agents (RTAs) eligible to accept Applications forms at the Designated
RTA Locations, including details such as address, telephone number and e-mail address, are provided at
https://www.sebi.gov.in/sebiweb/other/OtherAction.do?doRecognisedFpi=yes&intmId=10, as updated from time to time.
COLLECTING DEPOSITORY PARTICIPANTS
The list of the Collecting Depository Participants (CDPs) eligible to accept Application Forms at the Designated CDP
Locations, including details such as name and contact details, are provided at
https://www.sebi.gov.in/sebiweb/other/OtherAction.do?doRecognisedFpi=yes&intmId=19 for NSDL CDPs and at
https://www.sebi.gov.in/sebiweb/other/OtherAction.do?doRecognisedFpi=yes&intmId=18 for CDSL CDPs, as updated
from time to time. The list of branches of the SCSBs named by the respective SCSBs to receive deposits of the Bid cum
Application Forms from the Designated Intermediaries will be available on the website of the SEBI (www.sebi.gov.in) and
updated from time to time.
STATEMENT OF INTER-SE ALLOCATION OF RESPONSIBILITIES
Since Beeline Capital Advisors Private Limited is only Book Running Lead Manager to the issue, all the responsibility of
the issue will be managed by them.
CREDIT RATING
As this is an issue of Equity Shares, there is no credit rating required for this Issue.
IPO GRADING
Since the issue is being made in terms of Chapter IX of the SEBI (ICDR) Regulations, 2018 there is no requirement of
appointing an IPO Grading agency.

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FILING OF DRAFT RED HERRING PROSPECTUS/ RED HERRING PROSPECTUS/PROSPECTUS WITH
THE BOARD AND THE REGISTRAR OF COMPANIES
The Draft Red Herring Prospectus is being filed with National Stock Exchange of India Limited, Exchange Plaza, C-1,
Block-G, Bandra Kurla Complex, Bandra (East), Mumbai 400051, Maharashtra, India.
Draft Red Herring Prospectus will not be filed with SEBI nor SEBI will issue any observation on the draft offer document
in term of Regulation 246(2) of the SEBI (ICDR) Regulations, 2018. Pursuant to Regulation 246(5) of SEBI (ICDR)
Regulations, 2018 and SEBI Circular Number SEBI/HO/CFD/DIL1/CIR/P/2018/011 dated January 19, 2018, a copy of
Prospectus will be filed online through SEBI Intermediary Portal at https://siportal.sebi.gov.in.
A copy of Draft Red Herring Prospectus will be available on website of the company www.satipolyplast.in, Book Running
Lead Manager www.beelinemb.com and stock exchange www.nseindia.com.

A copy of the Red Herring Prospectus/Prospectus, along with the material contracts and documents referred elsewhere in
the Red Herring Prospectus/Prospectus, will be delivered to the Registrar of Companies, Ministry of Corporate Affairs,
High Court of Patna, Maurya Lok Complex, Block “A” 4th Floor, Dak Bungalow Road, Patna-800001, Bihar, and the
same will also be available on the website of the company www.satipolyplast.in, for inspection.
CHANGES IN AUDITORS IN LAST THREE YEARS

Particulars Date of Change Reason for change

M/s. Bhaleriwala & Associates,
Chartered Accountants
Address: First Floor, Pen House, New Road,
Churu, Rajasthan – 331001, Churu, Rajasthan-
331001. Resigned as Statutory Auditor due to
December 21, 2023
Tel. No.: +91 9982505100 not having Peer Reviewed License
Email Id: ca.bhaleriwala@gmail.com
Membership No.: 525875
Firm Registration No: 025970N
Contact Person: CA Vikas Kumar Bhaleriwala
M/s. Keyur Shah & Associates,
Chartered Accountants
Address: 303, Shitiratna, B/s Radisson Blu, Nr
Panchvati Circle, Ambawadi, Ahmedabad-380006.
Tel. No.: +91 99984 84564 Appointed as Statutory Auditors of
Email Id: ca.keyurshah2015@gmail.com December 26, 2023 the company for FY 2023-24 to fill up
Website: www.keyurshahca.com the casual vacancy
Membership No.: 181329
Peer Review No.: 014877
Firm Registration No: 333288W
Contact Person: CA Akhlaq Ahmad Mutvalli

TRUSTEES
As this is an issue of Equity Shares, the appointment of Trustees is not required.
APPRAISAL AND MONITORING AGENCY
As per the SEBI (ICDR) Regulations, 2018, appointment of monitoring agency is required only if Issue size exceeds ₹
10,000 Lakh. Hence, our Company is not required to appoint a monitoring agency in relation to the issue. However, Audit
Committee of our Company will be monitoring the utilization of the Issue Proceeds.
The object of the issue and deployment of funds are not appraised by any independent agency/bank/financial institution.
BOOK BUILDING PROCESS

50 | P a g e
Book Building, with reference to the Issue, refers to the process of collection of Bids on the basis of the Red Herring
Prospectus within the Price Band. The Price Band shall be determined by our Company in consultation with the Book
Running Lead Manager in accordance with the Book Building Process and advertised in all editions of the English national
newspaper, all editions of Hindi national newspaper and in regional newspaper where our registered office is situated at
least two working days prior to the Bid/Issue Opening date. The Issue Price shall be determined by our Company in
consultation with the Book Running Lead Manager in accordance with the Book Building Process after the Bid/Issue
Closing Date.
Principal parties involved in the Book Building Process are-
➢ Our Company;
➢ The Book Running Lead Manager in this case being Beeline Capital Advisors Private Limited;
➢ The Syndicate Member(s) who are intermediaries registered with SEBI / registered as brokers with NSE Limited and
eligible to act as Underwriters. The Syndicate Member(s) will be appointed by the Book Running Lead Manager;
➢ The Registrar to the Issue;
➢ The Escrow Collection Banks/ Bankers to the Issue and
➢ The Designated Intermediaries and Sponsor bank
The SEBI ICDR Regulations have permitted the Issue of securities to the public through the Book Building Process,
wherein allocation to the public shall be made as per Regulation 253 of the SEBI ICDR Regulations.
The Issue is being made through the Book Building Process wherein 50% of the Net Issue shall be available for allocation
on a proportionate basis to QIBs, 5% of the QIB Portion shall be available for allocation on a proportionate basis to Mutual
Funds only, and the remainder of the QIB Portion shall be available for allocation on a proportionate basis to all QIB
Bidders, including Mutual Funds, subject to valid Bids being received at or above the Issue Price. Further, not less than 15
% of the Net Issue shall be available for allocation on a proportionate basis to Non-Institutional Bidders and not less than
35 % of the Net Issue shall be available for allocation to Retail Individual Bidders, in accordance with the SEBI
Regulations, subject to valid Bids being received at or above the Issue Price.
All potential Bidders may participate in the Issue through an ASBA process by providing details of their respective bank
account which will be blocked by the SCSBs. All Bidders are mandatorily required to utilize the ASBA process to
participate in the Issue. Under-subscription if any, in any category, except in the QIB Category, would be allowed to be
met with spill over from any other category or a combination of categories at the discretion of our Company in consultation
with the BRLM and the Designated Stock Exchange.
All Bidders, are mandatorily required to use the ASBA process for participating in the Issue. In accordance with the SEBI
ICDR Regulations, QIBs bidding in the QIB Portion and Non-Institutional Bidders bidding in the Non-Institutional Portion
are not allowed to withdraw or lower the size of their Bids (in terms of the quantity of the Equity Shares or the Bid Amount)
at any stage. Retail Individual Bidders can revise their Bids during the Bid/Issue Period and withdraw their Bids until the
Bid/Issue Closing Date.
Subject to valid Bids being received at or above the Issue Price, allocation to all categories in the Net Issue, shall be made
on a proportionate basis, except for Retail Portion where allotment to each Retail Individual Bidders shall not be less than
the minimum bid lot, subject to availability of Equity Shares in Retail Portion, and the remaining available Equity Shares,
if any, shall be allotted on a proportionate basis. Under – subscription, if any, in any category, would be allowed to be met
with spill – over from any other category or a combination of categories at the discretion of our Company in consultation
with the Book Running Lead Manager and the Stock Exchange. However, under – subscription, if any, in the QIB Portion
will not be allowed to be met with spill over from other categories or a combination of categories.
In terms of SEBI Circular No. CIR/CFD/POLICYCELL/11/2015 dated November 10, 2015 and the SEBI (Issue of Capital
and Disclosure Requirements) Regulations, 2018, all the investors applying in a public Issue shall use only Application
Supported by Blocked Amount (ASBA) process for application providing details of the bank account which will be blocked
by the Self Certified Syndicate Banks (SCSBs) for the same. Further, pursuant to SEBI Circular No.
SEBI/HO/CFD/DIL2/CIR/P/2018/138 dated November 01, 2018, Retail Individual Investors applying in Public Issue may
use either Application Supported by Blocked Amount (ASBA) facility for making application or also can use UPI as a
payment mechanism with Application Supported by Blocked Amount for making application. For details in this regards,
specific attention is invited to the chapter titled “Issue Procedure” beginning on page 218 of the Draft Red Herring
Prospectus.

51 | P a g e
The process of Book Building under the SEBI ICDR Regulations is subject to change from time to time and the investors
are advised to make their own judgment about investment through this process prior to making a Bid or application in the
Issue.
For further details on the method and procedure for Bidding, please see section entitled “Issue Procedure” on page 218 of
this Draft Red Herring Prospectus.
Illustration of the Book Building and Price Discovery Process: Bidders should note that this example is solely for
illustrative purposes and is not specific to the Issue. Bidders can bid at any price within the Price Band. For instance,
assume a Price Band of ₹20 to ₹ 24 per share, Issue size of 3,000 Equity Shares and receipt of five Bids from Bidders,
details of which are shown in the table below. The illustrative book given below shows the demand for the Equity Shares
of the Issuer at various prices and is collated from Bids received from various investors.
Bid Quantity Bid Amount (₹) Cumulative Quantity Subscription
500 24 500 16.67%
1,000 23 1,500 50.00%
1,500 22 3,000 100.00%
2,000 21 5,000 166.67%
2,500 20 7,500 250.00%
The price discovery is a function of demand at various prices. The highest price at which the Issuer is able to Issue the
desired number of Equity Shares is the price at which the book cuts off, i.e., ₹ 22.00 in the above example. The Company
in consultation with the BRLM, may finalise the Issue Price at or below such Cut-Off Price, i.e., at or below ₹ 22.00. All
Bids at or above this Issue Price and cut-off Bids are valid Bids and are considered for allocation in the respective
categories.
Steps to be taken by the Bidders for Bidding:
➢ Check eligibility for making a Bid (see section titled “Issue Procedure” on page 218 of this Draft Red Herring
Prospectus);
➢ Ensure that you have a demat account and the demat account details are correctly mentioned in the Bid cum
Application Form;
➢ Ensure correctness of your PAN, DP ID and Client ID mentioned in the Bid cum Application Form. Based on these
parameters, the Registrar to the Issue will obtain the Demographic Details of the Bidders from the Depositories.
➢ Except for Bids on behalf of the Central or State Government officials, residents of Sikkim and the officials appointed
by the courts, who may be exempt from specifying their PAN for transacting in the securities market, for Bids of all
values ensure that you have mentioned your PAN allotted under the Income Tax Act in the Bid cum Application
Form. The exemption for Central or State Governments and officials appointed by the courts and for investors residing
in Sikkim is subject to the Depositary Participant’s verification of the veracity of such claims of the investors by
collecting sufficient documentary evidence in support of their claims.
➢ Ensure that the Bid cum Application Form is duly completed as per instructions given in this Draft Red Herring
Prospectus and in the Bid cum Application Form;
Bid/Issue Program:
Event Indicative Dates
Bid/Issue Opening Date [●]
Bid/Issue Closing Date [●]
Finalization of Basis of Allotment with the Designated Stock Exchange On or before [●]
Initiation of Allotment / Refunds / Unblocking of Funds from ASBA On or before [●]
Account or UPI ID linked bank account
Credit of Equity Shares to Demat accounts of Allottees On or before [●]
Commencement of trading of the Equity Shares on the Stock Exchange On or before [●]
The above timetable is indicative and does not constitute any obligation on our Company or the Book Running Lead
Manager. Whilst our Company shall ensure that all steps for the completion of the necessary formalities for the listing and
the commencement of trading of the Equity Shares on the Stock Exchange are taken within 3 (Three) Working Days of the
Bid/Issue Closing Date, the timetable may change due to various factors, such as extension of the Bid/ Issue Period by our

52 | P a g e
Company, revision of the Price Band or any delays in receiving the final listing and trading approval from the Stock
Exchange. The Commencement of trading of the Equity Shares will be entirely at the discretion of the Stock Exchange and
in accordance with the applicable laws.
Bid Cum Application Forms and any revisions to the same will be accepted only between 10.00 a.m. to 5.00 p.m. (IST)
during the Issue Period (except for the Bid/Issue Closing Date). On the Bid/ Issue Closing Date, the Bid Cum Application
Forms will be accepted only between 10.00 a.m. to 3.00 p.m. (IST) for retail and non-retail Bidders. The time for applying
for Retail Individual Applicant on Bid/ Issue Closing Date maybe extended in consultation with the BRLM, RTA and NSE
Emerge taking into account the total number of applications received up to the closure of timings.
Due to the limitation of time available for uploading the Bid Cum Application Forms on the Bid/ Issue Closing Date,
Bidders are advised to submit their applications one (1) day prior to the Bid/ Issue Closing Date and, in any case, not later
than 3.00 p.m. (IST) on the Bid/ Issue Closing Date. Any time mentioned in this Draft Red Herring Prospectus is IST.
Bidders are cautioned that, in the event a large number of Bid Cum Application Forms are received on the Bid/Issue Closing
Date, as is typically experienced in public Issue, some Bid Cum Application Forms may not get uploaded due to the lack
of sufficient time. Such Bid Cum Application Forms that cannot be uploaded will not be considered for allocation under
this Issue. Applications will be accepted only on Working Days, i.e., Monday to Friday (excluding any public holidays).
Neither our Company nor the BRLM is liable for any failure in uploading the Bid Cum Application Forms due to faults in
any software/hardware system or otherwise.
In accordance with SEBI ICDR Regulations, QIBs and Non-Institutional Applicants are not allowed to withdraw or lower
the size of their Application (in terms of the quantity of the Equity Shares or the Application amount) at any stage. Retail
Individual Applicants can revise or withdraw their Bid Cum Application Forms prior to the Bid/ Issue Closing Date.
Allocation to Retail Individual Applicants, in this Issue will be on a proportionate basis.
In case of discrepancy in the data entered in the electronic book vis-à-vis the data contained in the physical Bid Cum
Application Form, for a particular Applicant, the details as per the file received from Stock Exchange may be taken as the
final data for the purpose of Allotment. In case of discrepancy in the data entered in the electronic book vis-à-vis the data
contained in the physical or electronic Bid Cum Application Form, for a particular ASBA Applicant, the Registrar to the
Issue shall ask the relevant SCSBs / RTAs / DPs / stock brokers, as the case may be, for the rectified data.
WITHDRAWAL OF THE ISSUE
Our Company in consultation with the BRLM, reserve the right not to proceed with the Issue at any time before the
Bid/Issue Opening Date without assigning any reason thereof.
If our Company withdraw the Issue any time after the Issue Opening Date but before the allotment of Equity Shares, a
public notice within 2 (two) working days of the Issue Closing Date, providing reasons for not proceeding with the Issue
shall be issued by our Company. The notice of withdrawal will be issued in the same newspapers where the pre-Issue
advertisements have appeared and the Stock Exchange will also be informed promptly. The BRLM, through the Registrar
to the Issue, will instruct the SCSBs to unblock the ASBA Accounts within 1 (one) working Day from the day of receipt
of such instruction.
If our Company withdraw the Issue after the Bid/Issue Closing Date and subsequently decides to proceed with an Issue of
the Equity Shares, our Company will have to file a fresh Prospectus with the stock exchange where the Equity Shares may
be proposed to be listed.
Notwithstanding the foregoing, the Issue is subject to obtaining (i) the final listing and trading approvals of the Stock
Exchange with respect to the Equity Shares Issued through the Prospectus, which our Company will apply for only after
Allotment; and (ii) the final RoC approval of the Prospectus.
UNDERWRITING AGREEMENT
This Issue is 100% Underwritten. The Underwriting agreement has been entered on [●]. Pursuant to the terms of the
Underwriting Agreement, the obligations of the Underwriters are several and are subject to certain conditions specified
therein. The Underwriters have indicated their intention to underwrite the following number of specified securities being
offered through this Issue:
Amount % of the total
No. of shares
Details of the Underwriter Underwritten Issue Size
underwritten
(₹ in Lakh) Underwritten

[●] [●] [●] 100%

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*Includes [●] Equity shares of ₹10.00 each for cash of ₹ [●]/- the Market Maker Reservation Portion which are to be
subscribed by the Market Maker in its own account in order to claim compliance with the requirements of Regulation 261
of the SEBI (ICDR) Regulations, as amended.
In the opinion of our Board of Directors (based on a certificate given by the Underwriter), the resources of the above-
mentioned Underwriter is sufficient to enable it to discharge its underwriting obligation in full. The abovementioned
Underwriter is registered with SEBI under Section 12(1) of the SEBI Act and registered as brokers with the Stock
Exchanges.
DETAILS OF THE MARKET MAKING ARRANGEMENT FOR THIS ISSUE
Our Company and the Book Running Lead Manager have entered into an agreement dated [●] with the following Market
Maker to fulfil the obligations of Market Making:
[●]
The Market Maker shall fulfil the applicable obligations and conditions as specified in the SEBI (ICDR) Regulations, 2018
and the circulars issued by the NSE and SEBI in this regard from time to time.
Following is a summary of the key details pertaining to the proposed Market Making arrangement:
1) The Market Maker(s) (individually or jointly) shall be required to provide a 2-way quote for 75% of the time in a
day. The same shall be monitored by the stock exchange. Further, the Market Maker(s) shall inform the exchange
in advance for each and every black out period when the quotes are not being issued by the Market Maker(s).
2) The minimum depth of the quote shall be ₹ 1,00,000. However, the investors with holdings of value less than ₹
1,00,000 shall be allowed to Issue their holding to the Market Maker(s) (individually or jointly) in that scrip provided
that he/she sells his/her entire holding in that scrip in one lot along with a declaration to the effect to the selling
broker.
3) Execution of the order at the quoted price and quantity must be guaranteed by the Market Maker(s), for the quotes
given by him.
4) After a period of three (3) months from the market making period, the market maker would be exempted to provide
quote if the Shares of market maker in our Company reaches to 25% of Issue Size (Including the [●] Equity Shares
ought to be allotted under this Issue). Any Equity Shares allotted to Market Maker under this Issue over and above
[●] Equity Shares would not be taken in to consideration of computing the threshold of 25% of Issue Size. As soon
as the Shares of market maker in our Company reduce to 24% of Issue Size, the market maker will resume providing
2-way quotes.
5) There shall be no exemption/threshold on downside. However, in the event the Market Maker exhausts his inventory
through market making process, NSE may intimate the same to SEBI after due verification.
6) There would not be more than five Market Makers for a script at any point of time and the Market Makers may
compete with other Market Makers for better quotes to the investors.
7) On the first day of the listing, there will be pre-opening session (call auction) and there after the trading will happen
as per the equity market hours. The circuits will apply from the first day of the listing on the discovered price during
the pre-open call auction. In case equilibrium price is not discovered the price band in the normal trading session
shall be based on Issue price.
8) The Marker Maker may also be present in the opening call auction, but there is no obligation on him to do so.
9) There will be special circumstances under which the Market Maker may be allowed to withdraw temporarily/fully
from the market – for instance due to system problems, any other problems. All controllable reasons require prior
approval from the Exchange, while force-majeure will be applicable for non-controllable reasons. The decision of
the Exchange for deciding controllable and non-controllable reasons would be final.
10) The Market Maker(s) shall have the right to terminate said arrangement by giving a One month notice or on mutually
acceptable terms to the Merchant Banker, who shall then be responsible to appoint a replacement Market Maker(s).
11) In case of termination of the Market Making agreement prior to the completion of the compulsory Market Making
period, it shall be the responsibility of the Lead Manager to arrange for another Market Maker in replacement during
the term of the notice period being served by the Market Maker but prior to the date of releasing the existing Market
Maker from its duties in order to ensure compliance with the requirements of regulation 261 of the SEBI (ICDR)
Regulations, 2018. Further our Company and the Lead Manager reserve the right to appoint other Market Makers
either as a replacement of the current Market Maker or as an additional Market Maker subject to the total number

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 of Designated Market Makers does not exceed five or as specified by the relevant laws and regulations applicable
at that particular point of time. The Market Making Agreement is available for inspection at our registered office
from 11.00 a.m. to 5.00 p.m. on working days.
12) Risk containment measures and monitoring for Market Makers: Emerge Platform of NSE Limited will have all
margins which are applicable on the Main Board viz., Mark-to-Market, Value-At-Risk (VAR) Margin, Extreme
Loss Margin, Special Margins and Base Minimum Capital etc. NSE can impose any other margins as deemed
necessary from time-to-time.
13) Punitive Action in case of default by Market Makers: Emerge Platform of NSE Limited will monitor the obligations
on a real time basis and punitive action will be initiated for any exceptions and/or non-compliances. Penalties / fines
may be imposed by the Exchange on the Market Maker, in case he is not able to provide the desired liquidity in a
particular security as per the specified guidelines. These penalties / fines will be set by the Exchange from time to
time. The Exchange will impose a penalty on the Market Maker in case he is not present in the market maker issuing
two-way quotes) for at least 75% of the time. The nature of the penalty will be monetary as well as suspension in
market making activities / trading membership.
14) The Department of Surveillance and Supervision of the Exchange would decide and publish the penalties / fines /
suspension for any type of misconduct/ manipulation/ other irregularities by the Market Maker from time to time.
15) Price Band and Spreads: SEBI Circular bearing reference no: CIR/MRD/DP/ 02/2012 dated January 20, 2012, has
laid down that for Issue size up to ₹ 250 crores, the applicable price bands for the first day shall be:
16) In case equilibrium price is discovered in the Call Auction, the price band in the normal trading session shall be 5%
of the equilibrium price.
17) In case equilibrium price is not discovered in the Call Auction, the price band in the normal trading session shall be
5% of the Issue price.
18) Additionally, the trading shall take place in TFT segment for first 10 days from commencement of trading. The
price band shall be 20% and the market maker spread (difference between the sell and the buy quote) shall be within
10% or as intimated by Exchange from time to time.
19) Pursuant to SEBI Circular number CIR/MRD/DSA/31/2012 dated November 27, 2012, limits on the upper side for
market makers during market making process has been made applicable, based on the Issue size and as follows:
Buy quote exemption threshold (including Re-Entry threshold for buy quote
Issue Size mandatory initial inventory of 5% of the (including mandatory initial inventory of
Issue Size) 5% of the Issue Size)
Up to ₹ 20 Crore 25% 24%
₹ 20 Crore To ₹ 50 Crore 20% 19%
₹ 50 Crore To ₹ 80 Crore 15% 14%
Above ₹80 Crore 12% 11%
The Market Making arrangement, trading and other related aspects including all those specified above shall be subject to
the applicable provisions of law and / or norms issued by SEBI / NSE from time to time.

55 | P a g e
 SECTION VI - CAPITAL STRUCTURE
The Equity Share Capital of our Company, before the issue and after giving effect to the issue, as on the date of filing of
the Draft Red Herring Prospectus, is set forth below:
(₹ In Lakh except per share amount)
Sr. Aggregate Aggregate value
Particulars
No. Nominal value at issue price
AUTHORIZED SHARE CAPITAL
1. 505.00
5050000 Equity Shares of face value of ₹ 10/- each -
ISSUED, SUBSCRIBED AND PAID-UP EQUITY SHARE
2. CAPITAL BEFORE THE ISSUE 361.20
3612000 Equity Shares of face value of ₹ 10/- each -
PRESENT ISSUE IN TERMS OF THE DRAFT RED HERRING
3.
PROSPECTUS
Issue of Upto 1335600 Equity Shares of ₹ 10/- each at a price of ₹ [●]/-
[●] [●]
per Equity Share.
Which comprises
Reservation for Market Maker:
[●] Equity Shares of ₹ 10/- each at an Issue Price of ₹ [●]/- per Equity [●] [●]
Share reserved as Market Maker Portion
Net Issue to Public:
[●] Equity Shares of ₹ 10/- each at an Issue Price of ₹ [●]/- per Equity [●] [●]
Share to the Public
Net Issue to Public consists of
Allocation to Qualified Institutional Buyers:
Not more than [●] Equity Shares of ₹ 10/- each at an Issue Price of ₹
[●] [●]
[●]/- per Equity Share will be available for allocation to Qualified
Institutional Buyers
Allocation to Non-Institutional Investors:
Not less than [●] Equity Shares of ₹ 10/- each at an Issue Price of ₹ [●]/-
[●] [●]
per Equity Share will be available for allocation to Non-Institutional
Investors
Allocation to Retail Individual Investors:
Not less than [●] Equity Shares of ₹ 10/- each at an Issue Price of ₹ [●]/- [●] [●]
per Equity Share will be available for allocation to Retail Investors
PAID UP EQUITY CAPITAL AFTER THE ISSUE
4. [●] -
Upto 4947600 Equity Shares of ₹ 10/- each
Before the Issue 462.00
5. SECURITIES PREMIUM ACCOUNT
After the Issue [●]
* The Issue has been authorized by the Board of Directors vide a resolution passed at its meeting held on January 01, 2024
and by the shareholders of our Company vide a special resolution passed at the Extra Ordinary General Meeting (EGM)
held on January 03, 2024.
CLASS OF SHARES
The company has only one class of shares i.e. Equity shares of ₹ 10/- each only and all Equity Shares are ranked pari-passu
in all respect. All Equity Shares issued are fully paid-up as on date of the Draft Red Herring Prospectus.

Our Company does not have any partly paid-up equity shares as on the date of this Draft Red Herring Prospectus.

Our Company does not have any outstanding convertible instruments as on the date of the Draft Red Herring Prospectus.
NOTES TO THE CAPITAL STRUCTURE:

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1. Changes in the Authorized Equity Share Capital of our Company:
Since Incorporation of our Company, the authorized equity share capital of our Company has been changed in the manner
set forth below:
Cumulative
Cumulative Whether
Sr. Authorized
Particulars of Increase no. of Equity Date of Meeting AGM/
No. Share Capital
Shares EGM
(₹ in Lakh)
1. On incorporation* 50000 50.00 N.A. N.A.
2. Increase in authorized equity share
November 25,
capital from ₹ 50.00 Lakhs to ₹ 150000 150.00 EGM
2010
150.00 Lakhs
3. Increase in authorized equity share
capital from ₹ 150.00 Lakhs to ₹ 505000 505.00 August 21, 2023 EGM
505.00 Lakhs
Pursuant to our Board resolution dated August 19, 2023 and our Shareholders’ resolution dated August 21, 2023, the
existing equity shares of face value of ₹ 100 each of our Company were subdivided into equity shares of face value of
₹ 10 each. Consequently, the authorised equity shares capital of our Company, comprising 505000 equity shares of face
value of ₹100 each was sub-divided into 5050000 equity shares of face value of ₹10 each.

*The Date of Incorporation of the company is July 14, 1999.

2. History of Paid-up Share Capital:
Our existing Paid-up Equity Share Capital has been subscribed and allotted in the manner set forth below:
Cumulati
Cumulative
No. of Cumulative ve
Face Issue Nature of Paid-up
Date of Nature of Equity Number of Share
value price considerati share
allotment allotment Shares Equity Premium
(In ₹) (In ₹) on Capital
allotted Shares (In ₹
(₹ in Lakh)
Lakhs)
Subscription to
On
Memorandum
Incorporat 200 100 100 Cash 200 0.20 0.00
of Association
ion (1)

March 31,
Further Issue (2) 7100 100 100 Cash 7300 7.10 0.00
2003
January
Further Issue (3) 99100 100 100 Cash 106400 99.10 0.00
18, 2011
Pursuant to our Board resolution dated August 19, 2023 and our Shareholders’ resolution dated August 21, 2023, the
existing equity shares of face value of ₹ 100 each of our Company were subdivided into equity shares of face value of
₹ 10 each. Consequently, the issued, subscribed and paid-up equity shares capital of our Company, comprising 106400
equity shares of face value of ₹100 each was sub-divided into 1064000 equity shares of face value of ₹10 each.
August 212800
Bonus Issue (4) 10 - NA 3192000 31.92 0.00
23, 2023 0
October
Right Issue (5) 384000 10 120 Cash 3576000 35.76 422.4
04, 2023
January Preferential
36000 10 120 Cash 3612000 36.12 462.0
01, 2024 Issue (6)
(1)
The details of allotment of 200 Fully Paid-up Equity Shares made to the subscribers to the Memorandum of Associations
are as follows:

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 Issue Price
Sr. No. of Equity Face Value per
Name of Allottees per share (in
No. Shares Allotted share (in ₹)
₹)
1. Pramod Jhunjhunwala 100 100 100
2. Balmukund Jhunjhunwala 100 100 100
Total 200 100 100
(2)
The details of allotment of 7100 Equity Shares made on March 31, 2003 by way of Further Issue are as follows:
Sr. No. of Equity Face Value per Issue Price per
Name of Allottees
No. Shares Allotted share (in ₹) share (in ₹)
1. Shanti Devi Kedia 2100 100 100
2. Naushad Khan 2000 100 100
3. Amit Kumar Sha 1500 100 100
4. Sulochna Devi Kedia 1100 100 100
5. Shobha Kedia 400 100 100
Total 7100 100 100
(3)
The details of allotment of 99100 Equity Shares made on January 18, 2011 by way of Further Issue are as follows:
Sr. No. of Equity Face Value per Issue Price per
Name of Allottees
No. Shares Allotted share (in ₹) share (in ₹)
1. Pradeep Aggarwal 50000 100 100
2. Anita Jhunjhunwala 36000 100 100
3. Balmukund Jhunjhunwala 5000 100 100
4. Prema Devi Jhunjhunwala 4000 100 100
5. Aditya Jhunjhunwala 3000 100 100
6. Balmukund Jhunjhunwala HUF 1100 100 100
Total 99100 100 100
(4)
The details of allotment of 2128000 Equity Shares made on August 23, 2023 by way of Bonus Issue in the ratio of 2:1
(2 Bonus Equity Shares for every 1 Equity Shares held as on August 19, 2023) out of Free reserve are as follows:
Sr. No. of Equity Face Value per Issue Price per
Name of Allottees
No. Shares Allotted share (in ₹) share (in ₹)
1. Balmukund Jhunjhunwala 846000 10
2. Anita Jhunjhunwala 810000 10
3. Aditya Jhunjhunwala 250000 10
N.A.
4. Keshav Jhunjhunwala 200000 10
5. Balmukund Jhunjhunwala HUF 22000 10
Total 2128000 10
(5)
The details of allotment of 384000 Equity Shares made on October 04, 2023 by way of Right Issue in the ratio 16:133
(16 New Equity Shares for every 133 Equity Shares held as on September 01, 2023) of are as follows:
Sr. No. of Equity Face Value per Issue Price per
Name of Allottees
No. Shares Allotted share (in ₹) share (in ₹)
1. Ritika Mandholia 83300 10 120
2. Paras Credit Capital Private Ltd 50000 10 120
3. Nikhil Tyagi 45800 10 120
4. Amita Poddar 25000 10 120
5. Darshna Parimal Khakharia 24000 10 120
6. Shruti Vikaskumar Shah 24000 10 120
7. Sambhavnath Investments and Finances Private
24000 10 120
Limited

58 | P a g e
 Sr. No. of Equity Face Value per Issue Price per
Name of Allottees
No. Shares Allotted share (in ₹) share (in ₹)
8. Moheet Vinodkumar Agrawal 22900 10 120
9. Vishal Vasantrao Kokadwar 22900 10 120
10. Piyush Parmaka 17500 10 120
11. Arpit Dokania HUF 16600 10 120
12. Jagdish Prasad Khatuwala 8000 10 120
13. Shushilaben Atulbhai Gohil 8000 10 120
14. Doshi Sagar Ashwinbhai 4000 10 120
15. Kishor V. Shah 4000 10 120
16. Shital P Sumaria 4000 10 120
Total 384000 10 120
(6)
The details of allotment of 36000 Equity Shares made on January 01, 2024 by way of Preferential Issue are as follows:
Sr. No. of Equity Face Value per Issue Price per
Name of Allottees
No. Shares Allotted share (in ₹) share (in ₹)
1. Vineet Arora 36000 10 120
Total 36000 10 120
3. Our Company has not issued shares for consideration other than cash or out of revaluation of reserves at any point of
time since Incorporation except issuance of 2128000 Equity Shares made on August 23, 2023 by way of Bonus Issue
in the ratio of 2:1 (2 Bonus Equity Shares for every 1 Equity Shares held as on August 19, 2023). The details of
allottees are mentioned below:
Sr. No. of Equity Face Value per Issue Price per
Name of Allottees
No. Shares Allotted share (in ₹) share (in ₹)
1. Balmukund Jhunjhunwala 846000 10
2. Anita Jhunjhunwala 810000 10
3. Aditya Jhunjhunwala 250000 10
N.A.
4. Keshav Jhunjhunwala 200000 10
5. Balmukund Jhunjhunwala HUF 22000 10
Total 2128000 10
4. Our Company has not allotted any Equity Shares pursuant to any scheme approved under Sections 230 to 234 of the
Companies Act, 2013.
5. Our Company has not revalued its assets since inception and has not issued any Equity Shares (including bonus
shares) by capitalizing any revaluation reserves.
6. Except for the allotment of 2128000 Equity Shares pursuant to the bonus issue undertaken by our Company on August
23, 2023, our Company has not issued any equity shares at a price that may be lower than the Issue Price during the
last one year preceding the date of this Draft Red Herring Prospectus.
7. Our Company does not have any Employee Stock Option Scheme / Employee Stock Purchase Scheme for our
employees and we do not intend to allot any shares to our employees under Employee Stock Option Scheme /
Employee Stock Purchase Scheme from the proposed issue. As and when, options are granted to our employees under
the Employee Stock Option Scheme, our Company shall comply with the SEBI (Share Based Employee Benefits and
Sweat Equity) Regulations, 2021.
8. Our Shareholding Pattern:
The Shareholding Pattern of our Company before the issue as per Regulation 31 of the SEBI (LODR) Regulations, 2015
is given here below:
Declaration

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 Promoters Non-
Sr. and Public Promoters
Particular Yes/No
No. Promoters shareholder – Non-
Group Public
Whether the Company has issued any partly paid-up
1. No No No No
shares?
Whether the Company has issued any Convertible
2. No No No No
Securities?
3. Whether the Company has issued any Warrants? No No No No
Whether the Company has any shares against which
4. No No No No
depository receipts are issued?
5. Whether the Company has any shares in locked-in?* No No No No
Whether any shares held by Promoters are pledge or
6. No No NA NA
otherwise encumbered?
Whether company has equity shares with differential
7. No No No No
voting rights?
Whether the listed entity has any significant
8. Yes Yes NA NA
beneficial owner?
* All Pre-IPO Equity Shares of our Company will be locked-in prior to listing of shares on Emerge Platform of NSE
Limited.

60 | P a g e
1. Table–I - Summary Statement holding of Equity Shares

Shareholding as a % of total no. of

Outstanding convertible securities

Number of Voting Rights held in Shareholding , Number of

No. of fully paid-up equity shares

Number of equity shares held in

shares (calculated as per SCRR,
No. Of Partly paid-up equity
Category of shareholder (II)
each class of securities (IX) as a % shares

(VIII) As a % of (A+B+C2)

(Including Warrants) (X)

No. Of shares underlying
Number of

No of shares Underlying
(VII) = (IV)+(V)+ (VI)
assuming full pledged or

Nos. Of shareholders

dematerialized form
Depository Receipts
Locked in

Total nos. shares

conversion of otherwise
No of Voting (XIV) Rights shares (XII)

shares held
convertible encumbered
Sr. No. (I)

Total as a % of
1957)
securities (as a (XIII)

(III)

held

held
(IV)

(VI)
(V)

(A+B+C)
percentage of

As a % of total

As a % of total
shares held (b)

shares held (b)

Class (eg: X)

Class (eg: Y)
diluted share

No. (a)

No. (a)
Total
capital)
(XI)=(VII)+(X)
as a % of
(A+B+C2)
(A) Promoters & Promoters Group 6 3117000 - - 3117000 86.30 3117000 - 3117000 86.30 - 86.30 - - - - 3117000
(B) Public 19 495000 - - 495000 13.70 495000 - 495000 13.70 - 13.70 - - - - 179000
(C) Non-Promoters- Non-Public
(C1) Shares underlying DRs - - - - - - - - - - - - - - - - -
(C2) Shares held by Employee Trusts - - - - - - - - - - - - - - - - -
Total 25 3612000 - - 3612000 100.00 3612000 - 3612000 100.00 - 100.00 - - - - 3296000
Note:
1. C=C1+C2
2. Grand Total=A+B+C

61 | P a g e
9. The shareholding pattern of our Promoters and Promoter’s Group and public before and after the Issue:
Pre-issue Post issue
As a %
Sr. As a % of
Name of shareholders No. of equity No. of equity of
No. Issued
shares shares Issued
Capital
Capital
Promoters
1. Balmukund Jhunjhunwala 1269000 35.13 1269000 [●]
2. Anita Jhunjhunwala 1090000 30.18 1090000 [●]
3. Aditya Jhunjhunwala 375000 10.38 375000 [●]
4. Keshav Jhunjhunwala 300000 8.31 300000 [●]
5. Balmukund Jhunjhunwala HUF 33000 0.91 33000 [●]
Total – A 3067000 84.91 3067000 [●]
Promoter’s Group
1. Swati Agarwal 50000 1.38 50000 [●]
Total – B 50000 1.38 50000 [●]
Public
1. Ritika Mandholia 83300 2.31 83300 [●]
2. Paras Credit Capital Private Limited 50000 1.38 50000 [●]
3. Sourav Choudhary 50000 1.38 50000 [●]
4. Nikhil Tyagi 45800 1.27 45800 [●]
5. Vineet Arora 36000 1.00 36000 [●]
6. Amita Poddar 25000 0.69 25000 [●]
7. Suresh Kumar Agarwal 25000 0.69 25000 [●]
8. Darshna Parimal Khakharia 24000 0.66 24000 [●]
9. Shruti Vikas Shah 24000 0.66 24000 [●]
Sambhavnath Investments and Finances Private [●]
10. 24000 0.66 24000
Limited
11. Moheet Vinodkumar Agrawal 22900 0.63 22900 [●]
12. Vishal Vasantrao Kokadwar 22900 0.63 22900 [●]
13. Piyush Parmaka 17500 0.48 17500 [●]
14. Arpit Dokania HUF 16600 0.46 16600 [●]
15. Jagdish Prasad Khatuwala 8000 0.22 8000 [●]
16. Shushilaben Atulbhai Gohil 8000 0.22 8000 [●]
17. Doshi Sagar Ashwinbhai 4000 0.11 4000 [●]
18. Kishor V. Shah 4000 0.11 4000 [●]
19. Shital P Sumaria 4000 0.11 4000 [●]
20. Public in IPO - - [●] [●]
Total-C 495000 13.70 [●] [●]
Total (A+B+C) 3612000 100.00 [●] [●]
10. Details of Major Shareholders:
(A) List of Shareholders holding 1.00% or more of the Paid-up Capital of the Company as on date of the Draft Red
Herring Prospectus:
Sr. No. of Equity Shares % of Pre-issue paid up
Name of shareholders
No. held* Capital#
1. Balmukund Jhunjhunwala 1269000 35.13
2. Anita Jhunjhunwala 1090000 30.18
3. Aditya Jhunjhunwala 375000 10.38
4. Keshav Jhunjhunwala 300000 8.31
5. Ritika Mandholia 83300 2.31

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 Sr. No. of Equity Shares % of Pre-issue paid up
Name of shareholders
No. held* Capital#
6. Paras Credit Capital Private Ltd 50000 1.38
7. Swati Aggarwal 50000 1.38
8. Sourav Choudhary 50000 1.38
9. Nikhil Tyagi 45800 1.27
10. Vineet Arora 36000 1.00
Total 3349100 92.72
* The Company has not issued any convertible instruments like warrants, debentures etc. since its Incorporation and there
are no outstanding convertible instruments as on date of the Draft Red Herring Prospectus.
# the % has been calculated based on existing (pre-issue) Paid up Capital of the Company.
(B) List of Shareholders holding 1.00% or more of the Paid-up Capital of the Company as on date ten days prior
to the date of the Draft Red Herring Prospectus:
Sr. No. of Equity Shares % of Pre-issue paid up
Name of shareholders
No. held* Capital#
1. Balmukund Jhunjhunwala 1269000 35.13
2. Anita Jhunjhunwala 1090000 30.18
3. Aditya Jhunjhunwala 375000 10.38
4. Keshav Jhunjhunwala 300000 8.31
5. Ritika Mandholia 83300 2.31
6. Paras Credit Capital Private Ltd 50000 1.38
7. Swati Aggarwal 50000 1.38
8. Sourav Choudhary 50000 1.38
9. Nikhil Tyagi 45800 1.27
10. Vineet Arora 36000 1.00
Total 3349100 92.72
* The Company has not issued any convertible instruments like warrants, debentures etc. since its Incorporation and there
are no outstanding convertible instruments as on date of the Draft Red Herring Prospectus.
# the % has been calculated based on existing (pre-issue) Paid up Capital of the Company
(C) List of Shareholders holding 1.00% or more of the Paid-up Capital of the Company as on One year prior to
the date of the Draft Red Herring Prospectus:
Sr. No. of Equity Shares % of Pre-issue paid up
Name of shareholders
No. held Capital*
1. Balmukund Jhunjhunwala 42300 39.76
2. Anita Jhunjhunwala 40500 38.06
3. Aditya Jhunjhunwala 12500 11.75
4. Keshav Jhunjhunwala 10000 9.40
5. Balmukund Jhunjhunwala HUF 1100 1.03
Total 106400 100.00
* The Company has not issued any convertible instruments like warrants, debentures etc. since its Incorporation and there
are no outstanding convertible instruments as on date of the Draft Red Herring Prospectus.
# the % has been calculated based on existing (pre-issue) Paid up Capital of the Company.
(D) List of Shareholders holding 1.00% or more of the Paid-up Capital of the Company as on Two years prior to
the date of the Draft Red Herring Prospectus:
Sr. No. of Equity Shares % of Pre-issue paid up
Name of shareholders
No. held Capital*
1. Balmukund Jhunjhunwala 42300 39.76

63 | P a g e
 Sr. No. of Equity Shares % of Pre-issue paid up
Name of shareholders
No. held Capital*
2. Anita Jhunjhunwala 40500 38.06
3. Aditya Jhunjhunwala 12500 11.75
4. Keshav Jhunjhunwala 10000 9.40
5. Balmukund Jhunjhunwala HUF 1100 1.03
Total 106400 100.00
* The Company has not issued any convertible instruments like warrants, debentures etc. since its Incorporation and there
are no outstanding convertible instruments as on date of the Draft Red Herring Prospectus.
# the % has been calculated based on existing (pre-issue) Paid up Capital of the Company.

11. There will be no further issue of capital, whether by way of issue of bonus shares, preferential allotment, and right
issue or in any other manner during the period commencing from the date of the Draft Red Herring Prospectus until
the Equity Shares of our Company have been listed or refund of application monies in pursuance of the Draft Red
Herring Prospectus.
As on the date of filing the Draft Red Herring Prospectus, our Company does not have any such plan for altering the capital
structure by way of split or consolidation of the denomination of the shares, or issue of specified securities on a preferential
basis or issue of bonus or rights or further public issue of specified securities or qualified institutions placement. Further,
our Company may alter its capital structure by way of split / consolidation of the denomination of Equity Shares or issue
of equity shares on a preferential basis or issue of bonus or rights or further public issue of equity shares or qualified
institutions placement, within a period of six months from the date of opening of the present issue to finance an acquisition,
merger or joint venture or for regulatory compliance or such other scheme of arrangement or for any other purpose, as the
Board of Directors may deem fit, if an opportunity of such nature is determined by the Board of Directors to be in the
interest of our Company.
12. Shareholding of the Promoters of our Company:
As on the date of the Draft Red Herring Prospectus, our Promoters Balmukund Jhunjhunwala, Balmukund Jhunjhunwala
HUF, Aditya Jhunjhunwala, Anita Jhunjhunwala, and Keshav Jhunjhunwala holds total 3067000 Equity Shares
representing 84.91% of the pre-issue paid up equity share capital of our Company. The build-up of equity shareholding of
Promoters of our Company is as follows:

64 | P a g e
Balmukund Jhunjhunwala
Face Issue/
Date of Nature of Number Cumulative % of % of
Value Transfer Total
Allotment Issue of No. of Pre- Post
(in ₹) Price (in Consideration
/ Allotment / Equity Equity Issue Issue
per ₹) per Paid (in ₹)
Transfer Transfer shares Shares Capital Capital
share share
Subscription
to
July 13,
Memorandum 100 100 100 100 10000 0.03 [●]
1999
of
Association
January
Further issue 5000 5100 100 100 500000 1.38 [●]
18, 2011
Transfer of
Shares
from
Shanti Devi
2100
Kedia
Shobha
June 19, 400
Kedia, 12200 100 100 710000 1.97 [●]
2020
Sulochna
1100
Devi Kedia
Amit Kumar
1500
Sha
Naushad
2000
Khan
May 05, Transfer of
2021 Shares from
100 12300 100 100 10000 0.028 [●]
Amarnath
Jhunjhunwala
May 05, Transfer of
2021 Shares by
way of Gift
from
- - [●]
Prema Devi 4000 42300 100 8.31
Jhunjhunwala
Anita
26000
Jhunjhunwala
Pursuant to our Board resolution dated August 19, 2023 and our Shareholders’ resolution dated August 21, 2023, the
existing equity shares of face value of ₹ 100 each of our Company were subdivided into equity shares of face value of
₹ 10 each. Consequently, the issued, subscribed and paid-up equity shares capital of our Company, comprising 106400
equity shares of face value of ₹100 each was sub-divided into 1064000 equity shares of face value of ₹10 each.
Therefore, 42300 equity shares of our Company of face value of ₹100 each held by Balmukund Jhunjhunwala were sub-
divided into 423000 Equity Shares of our Company of face value of ₹ 10 each.
August Bonus Issue
846000 1269000 10 - - 23.42 [●]
23, 2023 (2:1)
Total 1269000 1230000 35.13 [●]

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Balmukund Jhunjhunwala HUF
Face Issue/
Date of Nature of Number Cumulative % of % of
Value Transfer Total
Allotment Issue of No. of Pre- Post
(in ₹) Price (in Consideration
/ Allotment / Equity Equity Issue Issue
per ₹) per Paid (in ₹)
Transfer Transfer shares Shares Capital Capital
share share
January
Further issue 1100 1100 100 100 110000 0.30 [●]
18, 2011
Pursuant to our Board resolution dated August 19, 2023 and our Shareholders’ resolution dated August 21, 2023, the
existing equity shares of face value of ₹ 100 each of our Company were subdivided into equity shares of face value of
₹ 10 each. Consequently, the issued, subscribed and paid-up equity shares capital of our Company, comprising 106400
equity shares of face value of ₹100 each was sub-divided into 1064000 equity shares of face value of ₹10 each.
Therefore, 1100 equity shares of our Company of face value of ₹100 each held by Balmukund Jhunjhunwala HUF were
sub-divided into 11000 Equity Shares of our Company of face value of ₹ 10 each.
August Bonus Issue
22000 33000 10 - - 0.61 [●]
23, 2023 (2:1)
Total 33000 110000 0.91 [●]

Aditya Jhunjhunwala
Face Issue/
Date of Nature of Number Cumulative % of % of
Value Transfer Total
Allotment Issue of No. of Pre- Post
(in ₹) Price (in Consideration
/ Allotment / Equity Equity Issue Issue
per ₹) per Paid (in ₹)
Transfer Transfer shares Shares Capital Capital
share share
January
Further issue 3000 3000 100 100 300000 0.83 [●]
18, 2011
May 05, Transfer of
2021 Shares by
way of Gift 9500 12500 100 - - 2.63 [●]
Anita
Jhunjhunwala
Pursuant to our Board resolution dated August 19, 2023 and our Shareholders’ resolution dated August 21, 2023, the
existing equity shares of face value of ₹ 100 each of our Company were subdivided into equity shares of face value of
₹ 10 each. Consequently, the issued, subscribed and paid-up equity shares capital of our Company, comprising 106400
equity shares of face value of ₹100 each was sub-divided into 1064000 equity shares of face value of ₹10 each.
Therefore, 12500 equity shares of our Company of face value of ₹100 each held by Aditya Jhunjhunwala were sub-
divided into 125000 Equity Shares of our Company of face value of ₹ 10 each.
August Bonus Issue
250000 375000 10 - - 6.92 [●]
23, 2023 (2:1)
Total 375000 300000 10.38 [●]

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Anita Jhunjhunwala
Face Issue/
Date of Nature of Number Cumulative % of % of
Value Transfer Total
Allotment Issue of No. of Pre- Post
(in ₹) Price (in Consideration
/ Allotment / Equity Equity Issue Issue
per ₹) per Paid (in ₹)
Transfer Transfer shares Shares Capital Capital
share share
January
Further issue 36000 36000 100 100 3600000 9.97 [●]
18, 2011
June 19, Transfer of
2020 Shares by
way of gift 50000 86000 100 - - 13.84 [●]
from Pradeep
Aggarwal
May 05, Transfer of
2021 Shares by
way of gift to
Balmukund
(26000)
Jhunjhunwala 40500 100 - - (12.60) [●]
Keshav
(10000)
Jhunjhunwala
Aditya
(9500)
Jhunjhunwala
Pursuant to our Board resolution dated August 19, 2023 and our Shareholders’ resolution dated August 21, 2023, the
existing equity shares of face value of ₹ 100 each of our Company were subdivided into equity shares of face value of
₹ 10 each. Consequently, the issued, subscribed and paid-up equity shares capital of our Company, comprising 106400
equity shares of face value of ₹100 each was sub-divided into 1064000 equity shares of face value of ₹10 each.
Therefore, 40500 equity shares of our Company of face value of ₹100 each held by Anita Jhunjhunwala were sub-
divided into 405000 Equity Shares of our Company of face value of ₹ 10 each.
August Bonus Issue
810000 1215000 10 - - 22.43% [●]
23, 2023 (2:1)
December Transfer of
26, 2023 Shares to
Swati
(50000)
Agarwal
1090000 10 17 (2125000) (3.46) [●]
Sourav
(50000)
Choudhary
Suresh Kumar
(25000)
Agarwal
Total 1090000 1475000 30.18 [●]

67 | P a g e
 Keshav Jhunjhunwala
Face Issue/
Date of Nature of Number Cumulative % of % of
Value Transfer Total
Allotment Issue of No. of Pre- Post
(in ₹) Price (in Consideration
/ Allotment / Equity Equity Issue Issue
per ₹) per Paid (in ₹)
Transfer Transfer shares Shares Capital Capital
share share
May 05, Transfer of
2021 share by way
10000 10000 100 - - 2.77 [●]
of Gift Anita
Jhunjhunwala
Pursuant to our Board resolution dated August 19, 2023 and our Shareholders’ resolution dated August 21, 2023, the
existing equity shares of face value of ₹ 100 each of our Company were subdivided into equity shares of face value of
₹ 10 each. Consequently, the issued, subscribed and paid-up equity shares capital of our Company, comprising 106400
equity shares of face value of ₹100 each was sub-divided into 1064000 equity shares of face value of ₹10 each.
Therefore, 10000 equity shares of our Company of face value of ₹100 each held by Keshav Jhunjhunwala were sub-
divided into 100000 Equity Shares of our Company of face value of ₹ 10 each.
August
Bonus Issue 200000 300000 10 - - 5.54 [●]
23, 2023
Total 300000 8.31 [●]
13. The average cost of acquisition of or subscription to Equity Shares by our Promoter is set forth in the table below:
No. of Equity Average Cost of Acquisition per
Sr. No. Name of Promoters
Shares held equity share (in ₹)*
1. Balmukund Jhunjhunwala 1269000 0.97
2. Balmukund Jhunjhunwala HUF 33000 3.33
3. Aditya Jhunjhunwala 375000 8.00
4. Anita Jhunjhunwala 1090000 1.35
5. Keshav Jhunjhunwala 300000 Nil
*The average cost of acquisition of Equity Shares by our Promoters has been calculated by taking into account the amount
paid by them to acquire Shares and Shares allotted to them and as reduced by amount received on sell of shares i.e. net of
sale consideration is divided by net quantity of shares acquired.
14. We have 25 (Twenty-Five) shareholders as on the date of filing of the Draft Red Herring Prospectus.
15. As on the date of the Draft Red Herring Prospectus, our Promoters and Promoters’ Group hold total 3117000 Equity
Shares representing 86.30 % of the pre-issue paid up share capital of our Company.
16. Except as mentioned below there were no shares purchased/sold by the Promoters and Promoter Group, directors of
our Company and their relatives during last six months.
Category of
Date of
Allottees
Allotment/ No. of Equity % of Pre- Issue Subscribed/
Particulars (Promoter/
Transfer/ Shares Capital Acquire/ Transfer
Promoter Group/
Subscription
Director)
Balmukund Jhunjhunwala 846000 2.42 Promoter
Balmukund Jhunjhunwala
22000 0.61 Promoter
HUF
August 23, 2023 Bonus issue
Aditya Jhunjhunwala 250000 6.92 Promoter
Anita Jhunjhunwala 810000 22.43 Promoter
Keshav Jhunjhunwala 200000 5.54 Promoter
Swati Agarwal 50000 1.38 Share Transfer Promoter Group
December 26,
Sourav Choudhary 50000 1.38 from Anita Public
2023
Suresh Kumar Agarwal 25000 0.69 Jhunjhunwala Public

68 | P a g e
17. The members of the Promoter’s Group, our directors and the relatives of our directors have not financed the purchase
by any other person of securities of our Company, other than in the normal course of the business of the financing
entity, during the six months immediately preceding the date of filing the Draft Red Herring Prospectus.
18. Details of Promoter’s Contribution locked in for three years:
Our Promoters have given written consent to include 1000000 Equity Shares subscribed and held by them as a part of
Minimum Promoter’s Contribution constituting more than 20.00% of the post issue Paid-up Equity Shares Capital of our
Company (“Minimum Promoter’s contribution”) in terms of Sub-Regulation (1) of Regulation 236 of the SEBI (ICDR)
Regulations, 2018 and have agreed not to sell or transfer or pledge or otherwise dispose of in any manner, the Minimum
Promoter’s Contribution, and to be marked Minimum Promoter’s Contribution as locked-in.
In terms of clause (a) of Regulation 238 of the SEBI (ICDR) Regulations, 2018, Minimum Promoter’s Contribution as
mentioned above shall be locked-in for a period of three years from the date of commencement of commercial production
or date of allotment in the Initial Public Offer, whichever is later.
Explanation: The expression "date of commencement of commercial” production" means the last date of the month in
which commercial production of the project in respect of which the funds raised are proposed to be utilized as stated in
the offer document, is expected to commence.
In our case, the company is going to utilize proceeds of issue towards existing projects of the company. Therefore, Minimum
Promoter’s Contribution shall be locked in for a period of 3 years from date of allotment in Initial Public Offer.
We further confirm that Minimum Promoter’s Contribution of 20.00% of the post Issue Paid-up Equity Shares Capital does
not include any contribution from Alternative Investment Fund.
The Minimum Promoter’s Contribution has been brought into to the extent of not less than the 20.00% of the Post Issue
Capital and has been contributed by the persons defined as Promoter under the SEBI (ICDR) Regulations, 2018.
The lock-in of the Minimum Promoter’s Contribution will be created as per applicable regulations and procedure and
details of the same shall also be provided to the Stock Exchange before listing of the Equity Shares.
The details of Minimum Promoter’s Contribution are as follows:

69 | P a g e
 Balmukund Jhunjhunwala
Face Issue/
Date Nature of %of %of
Date of Number Value Transfer
when Issue/ Source of Pre post
Allotment/ of Equity (in ₹) Price (in
Fully Allotment / Contribution issue issue
Transfer shares per ₹) per
Paid-up Transfer Capital Capital
share share
Subscription to
July 13, July 13,
Memorandum 100 100 100 Cash 0.03 [●]
1999 1999
of Association
January Allotment
January 18,
18, under Further 5000 100 100 Cash 1.38 [●]
2011
2011 Issue
June 19, June 19,
Transfer 7100 100 100 Cash 1.97 [●]
2020 2020
Pursuant to the resolutions passed by our Shareholders on August 21, 2023, each equity share of our Company of face
value of ₹ 100 each, fully paid-up, was sub-divided into One Equity Shares of our Company of face value of ₹ 10 each.
Sub-Division
Of Equity
Shares From
August
August 21, The Face Value
21, 122000 10 10 - 3.38 [●]
2023 Of Rs. 100/-
2023
Into Face Value
Of Rs. 10/- Per
Equity Share
August
August 23, Other than
23, Bonus Issue 244000 10 - 6.76 [●]
2023 Cash
2023
Total 366000 10.14 [●]
#On August 23, 2023 total of 846000 Bonus Equity Shares were allotted to Balmukund Jhunjhunwala., for the purpose
of minimum promoter contribution 244000 Equity Shares are offered which will be locked in for a period of three years.

70 | P a g e
 Balmukund Jhunjhunwala HUF
Face Issue/
Date Nature of %of %of
Date of Number Value Transfer
when Issue/ Source of Pre- Post
Allotment of Equity (in ₹) Price (in
Fully Allotment / Contribution issue Issue
/ Transfer shares per ₹) per
Paid-up Transfer Capital Capital
share share
Allotment
January 18, January
under Further 1100 100 100 Cash 0.30 [●]
2011 18, 2011
Issue
Pursuant to the resolutions passed by our Shareholders on August 21, 2023, each equity share of our Company of face
value of ₹ 100 each, fully paid-up, was sub-divided into One Equity Shares of our Company of face value of ₹ 10 each.
Sub-Division
Of Equity
Shares From
The Face
August 21, August Value Of Rs.
11000 10 10 - 0.30 [●]
2023 21, 2023 100/- Into
Face Value
Of Rs. 10/-
Per Equity
Share
August 23, August Other than
Bonus Issue 22000 10 - 0.61 [●]
2023 23, 2023 Cash
Total 33000 0.91 0.67
#On August 23, 2023 total of 22000 Bonus Equity Shares were allotted to Balmukund Jhunjhunwala HUF, for the
purpose of minimum promoter contribution 22000 Equity Shares are offered which will be locked in for a period of
three years.
Aditya Jhunjhunwala
Face Issue/
Date Nature of %of %of
Date of Number Value Transfer
when Issue/ Source of Pre- Post
Allotment of Equity (in ₹) Price (in
Fully Allotment / Contribution issue Issue
/ Transfer shares per ₹) per
Paid-up Transfer Capital Capital
share share
Allotment
January 18, January
under 3000 100 100 Cash 0.83 [●]
2011 18, 2011
Further Issue
Pursuant to the resolutions passed by our Shareholders on August 21, 2023, each equity share of our Company of face
value of ₹ 100 each, fully paid-up, was sub-divided into One Equity Shares of our Company of face value of ₹ 10 each.
Sub-Division
Of Equity
Shares From
The Face
August 21, August Value Of Rs.
30000 10 10 - 0.83 [●]
2023 21, 2023 100/- Into
Face Value
Of Rs. 10/-
Per Equity
Share

August 23, August Other than

Bonus Issue 60000 10 - 1.66 [●]
2023 23, 2023 Cash

Total 90000 2.49 1.82

71 | P a g e
#On August 23, 2023 total of 250000 Bonus Equity Shares were allotted to Mr. Aditya Jhunjhunwala. However, for the
purpose of minimum promoter contribution 60000 Equity Shares are offered which will be locked in for a period of
three years.
Anita Jhunjhunwala
Face Issue/
Date Nature of %of %of
Date of Number Value Transfer
when Issue/ Source of Pre- Post
Allotment of Equity (in ₹) Price (in
Fully Allotment / Contribution issue Issue
/ Transfer shares per ₹) per
Paid-up Transfer Capital Capital
share share
Allotment
January 18, January
under Further 36000 100 100 Cash 9.97 7.28
2011 18, 2011
Issue
Pursuant to the resolutions passed by our Shareholders on August 21, 2023, each equity share of our Company of face
value of ₹ 100 each, fully paid-up, was sub-divided into One Equity Shares of our Company of face value of ₹ 10 each.
Sub-Division
Of Equity
Shares From
The Face
August 21, August Value Of Rs.
360000 10 10 - 9.97 7.28
2023 21, 2023 100/- Into
Face Value
Of Rs. 10/-
Per Equity
Share
August 23, August Bonus Other than
151000# 10 - 4.18 3.05
2023 23, 2023 Allotment Cash
Total 511000# 14.15 10.33
#On August 23, 2023 total of 810000 Bonus Equity Shares were allotted to Ms. Anita Jhunjhunwala. However, for the
purpose of minimum promoter contribution 151000 Equity Shares are offered which will be locked in for a period of
three years.
All the Equity Shares held by the Promoters / members of the Promoter’s Group are in already dematerialized as on date
of this Draft Red Herring Prospectus.
In terms of Regulation 237 of the SEBI (ICDR) Regulations, 2018, we confirm that the Minimum Promoter’s Contribution
of 20.00% of the Post Issue Capital of our Company as mentioned above does not consist of;
➢ Equity Shares acquired during the preceding three years for;
• consideration other than cash and revaluation of assets or capitalization of intangible assets is involved in such
transaction;
• resulting from a bonus issue by utilization of revaluation reserves or unrealized profits of the company or from
bonus issue against equity shares which are ineligible for minimum Promoter’s contribution;
➢ The Equity Shares held by the Promoters and offered for Minimum Promoter’s contribution which are subject to
any pledge with any creditor;
➢ Equity Shares acquired by Promoters during the preceding one year at a price lower than the price at which equity
shares are being offered to public in the Initial Public offer;
➢ As per Regulation 237 (1) if the Shares are issued to the Promoters during the preceding One Year at a price less
than the Price at which specified securities are being offer to the public in initial public offer is ineligible for
minimum ’s contribution.
➢ However as I clause (c) of sub regulation (1) of Regulation 237 of SEBI (ICDR), 2018 specified securities allotted
to Promoters during the preceding one year at a price less than the issue price, against funds brought in by them
during that period, in case of an issuer formed by conversion of one or more partnership firms, where the partners

72 | P a g e
 of the erstwhile partnership firms are the Promoters of the issuer and there is no change in the management:- Not
Applicable
Provided that specified securities, allotted to promoters against capital existing in such firms for a period of more than
one year on a continuous basis, shall be eligible;
19. Lock in of Equity Shares held by Promoters in excess of Minimum Promoter’s contribution:
In addition to Minimum Promoter’s Contribution which shall be locked-in for three years, the balance 2021000 Equity
Shares held by Promoters shall be locked in for a period of one year from the date of allotment in the Initial Public Offer
as provided in clause (b) of Regulation 238 of the SEBI (ICDR) Regulations, 2018.
20. Lock in of Equity Shares held by Persons other than the Promoters:
In terms of Regulation 239 of the SEBI (ICDR) Regulations, 2018, the entire pre-issue capital held by the Persons other
than the Promoters shall be locked in for a period of one year from the date of allotment in the Initial Public Offer.
21. Inscription or recording of non-transferability:
In terms of Regulation 241 of the SEBI (ICDR) Regulations, 2018, our Company confirms that certificates of Equity Shares
which are subject to lock in shall contain the inscription “Non-Transferable” and specify the lock-in period and in case
such equity shares are dematerialized, the Company shall ensure that the lock-in is recorded by the Depository.
22. Pledge of Locked in Equity Shares:
In terms of Regulation 242 of the SEBI (ICDR) Regulations, 2018, the Equity Shares held by our Promoters and locked in
may be pledged as a collateral security for a loan granted by a scheduled commercial bank or public financial institution
or a systemically important non-banking finance company or housing finance company, subject to following;
➢ In case of Minimum Promoter’s Contribution, the loan has been granted to the issuer company or its subsidiary
(ies) for the purpose of financing one or more of the Objects of the Issue and pledge of equity shares is one of the
terms of sanction of the loan.
➢ In case of Equity Shares held by Promoters in excess of Minimum Promoter’s contribution, the pledge of equity
shares is one of the terms of sanction of the loan.
However, lock in shall continue pursuant to the invocation of the pledge and such transferee shall not be eligible to transfer
the equity shares till the lock in period stipulated has expired.
23. Transferability of Locked in Equity Shares:
In terms of Regulation 243 of the SEBI (ICDR) Regulations, 2018 and subject to provisions of Securities and Exchange
Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011 as applicable;
➢ The Equity Shares held by our Promoters and locked in as per Regulation 238 of the SEBI (ICDR) Regulations,
2018 may be transferred to another Promoters or any person of the Promoter’s Group or to a new promoter(s) or
persons in control of our Company, subject to continuation of lock-in for the remaining period with transferee and
such transferee shall not be eligible to transfer them till the lock-in period stipulated has expired.
➢ The equity shares held by persons other than Promoters and locked in as per Regulation 239 of the SEBI (ICDR)
Regulations, 2018 may be transferred to any other person (including Promoters and Promoter’s Group) holding
the equity shares which are locked-in along with the equity shares proposed to be transferred, subject to
continuation of lock-in for the remaining period with transferee and such transferee shall not be eligible to transfer
them till the lock-in period stipulated has expired.
24. Our Company, our Directors and the Book Running Lead Manager to this Issue have not entered into any buy-back
or similar arrangements with any person for purchase of our Equity Shares issued by our Company.
25. As on date of the Draft Red Herring Prospectus, there are no Partly Paid-up Shares and all the Equity Shares of our
Company are fully paid up. Further, since the entire money in respect of the Issue is being called on application, all
the successful applicants will be issued fully paid-up equity shares.
26. Neither the Book Running Lead Manager, nor their associates hold any Equity Shares of our Company as on the date
of the Draft Red Herring Prospectus.
27. Our Company has not made any public issue since its incorporation
28. There are no safety net arrangements for this public issue.

73 | P a g e
29. As on the date of filing of the Draft Red Herring Prospectus, there are no outstanding warrants, options or rights to
convert debentures, loans or other financial instruments into our Equity Shares.
30. As per RBI regulations, OCBs are not allowed to participate in this offer.
31. Our Company has not raised any bridge loan against the proceeds of this Issue. However, depending on business
requirements, we may consider raising bridge financing facilities, pending receipt of the Net Proceeds.
32. There are no Equity Shares against which depository receipts have been issued.
33. As on date of the Draft Red Herring Prospectus, other than the Equity Shares, there are is no other class of securities
issued by our Company.
34. Our Company undertakes that at any given time, there shall be only one denomination for our Equity Shares, unless
otherwise permitted by law.
35. An Applicant cannot make an application for more than the number of Equity Shares being issued through this Issue,
subject to the maximum limit of investment prescribed under relevant laws applicable to each category of investors.
36. Since present issue is a Book Building issue, the allocation in the net offer to the public category in terms of Regulation
253(1) of the SEBI (ICDR) (Amendment) Regulations, 2018 shall be made as follows:
a) Not less than thirty-five per cent to Retail Individual Investors;

b) Not less than fifteen per cent to Non-Institutional Investors;

c) Not more than fifty per cent to Qualified Institutional Buyers, five per cent of which shall be allocated to
mutual funds
Provided that the unsubscribed portion in either of the categories specified in clauses (a) or (b) may be allocated to
applicants in any other category.
Provided further that in addition to five per cent allocation available in terms of clause (c), mutual funds shall be
eligible for allocation under the balance available for qualified institutional buyers.
37. No incentive, whether direct or indirect, in any manner, whether in cash or kind or services or otherwise shall be
offered by any person connected with the distribution of the issue to any person for making an application in the
Initial Public Offer, except for fees or commission for services rendered in relation to the issue.
38. Our Promoters and the members of our Promoter’s Group will not participate in this offer.
39. Our Company shall ensure that transactions in the Equity Shares by the Promoters and the Promoter’s Group between
the date of filing the Draft Red Herring Prospectus and the Issue Closing Date shall be reported to the Stock Exchanges
within twenty-four hours of such transaction.
40. Except as stated below, none of our other Directors or Key Managerial Personnel holds Equity Shares in our
Company.
No. of % of Pre-Issue % of Post Issue
Sr.
Name Designation Equity Equity Share Equity Share
No.
Shares held Capital Capital
1. Chairman and Managing
Balmukund Jhunjhunwala 1269000 35.13 [●]
Director
2. Aditya Jhunjhunwala Executive Director 375000 10.38 [●]
3. Keshav Jhunjhunwala Non-Executive Director 300000 8.31 [●]
4. Uma Kant Mishra Chief Financial Officer Nil Nil [●]
5. Ankit Aggarwal Independent Director Nil Nil [●]
6. Rashmi Kamlesh Otavani Independent Director Nil Nil [●]
Company Secretary and
7. Akanksha Jain Nil Nil [●]
Compliance Officer

74 | P a g e
 SECTION VII – PARTICULARS OF THE ISSUE
OBJECTS OF THE ISSUE
The Issue constitutes a public Issue of upto 1335600 Equity Shares of our Company at an Issue Price of ₹ [●]/- per Equity
Share.
FRESH ISSUE
The Issue Proceeds from the Fresh Issue will be utilized towards the following objects:
1. Working Capital Requirements
2. General Corporate Purposes
(Collectively referred as the “objects”)
We believe that listing will enhance our corporate image and visibility of brand name of our Company. We also believe
that our Company will receive the benefits from listing of Equity Shares on the NSE Emerge (“NSE”). It will also
provide liquidity to the existing shareholders and will also create a public trading market for the Equity Shares of our
Company.
Our Company is an ISO Certified Company engaged in the manufacturing of flexible packaging material which is multi-
functional and caters to the packaging requirements of various industries. We provide end-to-end solution for various
flexible packaging needs.
The main objects and objects incidental and ancillary to the main objects, as set out in our Memorandum of Association,
enable our Company to undertake our existing business activities and the activities for which funds are being raised by us
through the Fresh Issue. We confirm that the activities which we have been carrying out till date are in accordance with
the objects clause of our Memorandum of Association.
REQUIREMENT OF FUNDS
The proceeds of the Issue, after deducting Issue related expenses, are estimated to be ₹ [●] Lakhs (the “Net Issue
Proceeds”).
The following table summarizes the requirement of funds:

Amount
Particulars
(₹ in Lakhs)
Gross Issue Proceeds [●]*
Less: Public Issue Related Expenses [●]
Net Issue Proceeds [●]*
*Subject to finalization of Basis of Allotment.
UTILIZATION OF NET ISSUE PROCEEDS
The Net Issue Proceeds will be utilized for following purpose:

Amount % of Gross Issue

Sr. No. Particulars
(₹ in) Lakhs Proceeds
1. Working Capital Requirements 1,100.00 [●]
2. General Corporate Purposes^ [●] [●]
Net Issue Proceeds [●] [●]
^To be finalized on determination of the Issue Price and updated in the Prospectus prior to filing with the ROC. The amount
utilized for general corporate purposes shall not exceed 25% of the Gross Proceeds of the Issue.
MEANS OF FINANCE
We intend to finance our Objects of the Issue through Issue Proceeds which are as follows:

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 Internal
Amount Balance from
Required From IPO Accruals / Long/Short
Sr. No. Particulars
Proceeds Equity /
(₹ in Lakhs) Term Borrowing
Reserves
1. Working Capital Requirements 3,336.01 1,100.00 1,786.01* 450.00*
2. General Corporate Purposes [●] [●] - -
3. Public Issue Expenses [●] [●] - -
Total [●] [●] 1,786.01* 450.00*
* Subject to finalization of Price at the time of filing of Prospectus.
Accordingly, we confirm that we are in compliance with the requirement to make the firm arrangement of finance under
Regulation 230(1) (e) of the SEBI ICDR Regulations and Clause 9 (C) of Part A of Schedule VI of the SEBI ICDR
Regulations (which requires firm arrangements of finance through verifiable means for 75% of the stated means of finance,
excluding the Issue Proceeds and existing identifiable internal accruals).
The fund requirement and deployment is based on internal management estimates and has not been appraised by any bank
or financial institution. These are based on current conditions and are subject to change in the light of changes in Internal /
external circumstances or costs or other financial conditions and other factors. In case of any increase in the actual
utilization of funds earmarked for the Objects, such additional funds for a particular activity will be met by way of means
available to our Company, including from internal accruals. If the actual utilization towards any of the Objects is lower
than the proposed deployment such balance will be used for future growth opportunities including funding existing objects,
subject to regulatory approval required under applicable law. In case of delays in raising funds from the Issue, our Company
may deploy certain amounts towards any of the above-mentioned Objects through a combination of Internal Accruals or
Unsecured Loans (Bridge Financing) and in such case the Funds raised shall be utilized towards repayment of such
Unsecured Loans or recouping of Internal Accruals. However, we confirm that no bridge financing has been availed as on
date, which is subject to being repaid from the Issue Proceeds.
We further confirm that no part proceed of the Issue shall be utilized for repayment of any Part of unsecured loan
outstanding as on date of Draft Red Herring Prospectus. As we operate in competitive environment, our Company may
have to revise its business plan from time to time and consequently our fund requirements may also change. Our Company’s
historical expenditure may not be reflective of our future expenditure plans. Our Company may have to revise its estimated
costs, fund allocation and fund requirements owing to various factors such as economic and business conditions, increased
competition and other external factors which may not be within the control of our management. This may entail
rescheduling or revising the planned expenditure and funding requirements, including the expenditure for a particular
purpose at the discretion of the Company’s management.
For further details on the risks involved in our business plans and executing our business strategies, please refer chapter
titled “Risk Factors” beginning on Page 25 of this Draft Red Herring Prospectus.
DETAILS OF USE OF ISSUE PROCEEDS
1. TO MEET WORKING CAPITAL REQUIREMENTS:
Our Company is an ISO Certified Company engaged in the manufacturing of flexible packaging material which is multi-
functional and caters to the packaging requirements of various industries. We provide end-to-end solution for various
flexible packaging needs. Till year 2015, our company was engaged in the business of trading of flexible packaging
material. From 2017, our Company commenced the manufacturing of flexible packaging material. Net Working Capital
requirement of our Company as on September 30, 2023 on restated basis was ₹ 2,126.44 Lakhs as against that of ₹ 1,700.10
Lakhs, ₹ 1,097.59 Lakhs and ₹ 1,230.76 Lakhs as on March 31, 2023, March 31, 2022 and March 31, 2021 respectively.
The Net Working capital requirements for the FY 2023-24 is estimated to be ₹ 2,457.94 Lakhs and ₹ 3,336.01 Lakhs for
FY 2024-25. The Company will meet the requirement to the extent of ₹ 1,100.00 Lakhs from the Net Proceeds of the Issue
and balance from borrowings and internal accruals at an appropriate time as per the requirement.

Basis of estimation of working capital requirement and estimated working capital requirement
(₹ in lakhs)
(Restated Basis) (Projected)
Particulars
31-Mar-21 31-Mar-22 31-Mar-23 30-Sep-23 31-Mar-24 31-Mar-25
Inventories
Finished Goods 89.59 98.00 193.94 181.40 223.03 217.68

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 (Restated Basis) (Projected)
Particulars
31-Mar-21 31-Mar-22 31-Mar-23 30-Sep-23 31-Mar-24 31-Mar-25
WIP 356.47 298.41 673.61 749.41 774.65 899.29
Raw material 846.25 999.10 1,230.70 1,310.84 1,415.31 1,573.01
Trade receivables 707.33 755.57 547.24 1,041.67 1,014.81 1,483.74
Cash and Bank Balance 265.63 8.38 6.50 4.92 27.54 114.06
Loans and Advances
33.45 15.33 163.76 120.15 180.14 207.16
including Long-Term
Other Assets 5.80 20.46 17.07 2.69 18.78 20.65
Total Current Assets
2,304.52 2,195.25 2,832.82 3,411.08 3,654.26 4,515.59
(A)

Current Liabilities
Trade payables 802.98 838.25 686.17 642.30 672.45 610.19
Other liabilities 270.20 258.77 357.32 518.99 375.19 382.69
Short-term provisions 0.59 0.64 89.23 123.36 148.68 186.71
Total Current
1,073.76 1,097.66 1,132.73 1,284.65 1,196.32 1,179.58
Liabilities (B)
Net Working Capital
1,230.76 1,097.59 1,700.10 2,126.43 2,457.94 3,336.01
(A-B)

Sources of Funds
Short Term Borrowing 514.25 888.72 1,016.90 1,026.25 450.00 450.00
Internal
Accruals/Existing Net 716.51 208.87 683.19 1,100.19 1,607.94 1,786.01
worth
Proceeds from IPO - - - 0.00 400.00 1,100.00
Total 1,230.76 1,097.59 1,700.10 2,126.44 2,457.94 3,336.01
* Company is expecting utilisation of ₹ 400.00 lakhs in FY 2023-24 and remaining amount i.e. ₹ 700.00 lakhs (₹ 1,100.00
Lakhs reduced by previous year utilized amount, ₹ 400.00 lakhs) in FY 2024-25. Therefore, amount disclosed in FY 2024-
25 is sum of total utilization of Working Capital for both the years i.e. ₹ 400.00 lakhs for FY 2023-24 and ₹ 700.00 lakhs
for FY 2024-25. Moreover, working capital requirement is calculated based on statement of assets and liabilities as on
particular date. Utilisation of working capital disclosed in the table is based on closing balances. Company intends to
utilise ₹ 1,100.00 Lakhs towards Working Capital requirement out of the Issue Proceeds.
Assumptions for working capital requirements:
Holding level (in Months)
Particulars (Restated Basis) (Projected)
FY20-21 FY21-22 FY22-23 30-Sep-23 FY23-24 FY24-25
Current Assets
Trade Receivables (A) 0.67 0.52 0.34 0.83 0.55 0.72

Inventory
Finished Goods 0.09 0.07 0.13 0.15 0.13 0.11
WIP 0.35 0.21 0.44 0.62 0.44 0.46
Raw Material 0.83 0.70 0.81 1.09 0.81 0.80
Total Inventory (B) 1.27 0.98 1.38 1.86 1.39 1.36

Current Liabilities
Trade Payables (C) 0.95 0.67 0.50 0.61 0.44 0.35

Working Capital
1.00 0.83 1.22 2.07 1.50 1.73
Days (A+B-C)
Note:

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1. Holding period level (in months) of Trade Receivables is calculated by dividing Trade receivables by revenue from
operations multiplied by number of months in the year/period.
2. Holding period level (in months) of Finished Goods is calculated by dividing Finished Goods by Cost of Goods Sold
multiplied by number of months in the year/period.
3. Holding period level (in months) of WIP is calculated by dividing WIP by Cost of Goods Sold multiplied by number of
months in the year/period.
3. Holding period level (in months) of Raw Material is calculated by dividing Raw Material by Cost of Goods Sold
multiplied by number of months in the year/period.
4. Holding period level (in days) of Trade Payables is calculated by dividing Trade payables by Purchase of Raw Material
multiplied by number of months in the year/period.
Apart from above there are other working capital requirements such as Cash and Cash Equivalents, Other Current assets,
loans and advances, short term provisions and other current liabilities. Details of which are given below:
Cash and cash equivalents include cash in hand and balance in current account.
Cash and Cash Equivalents Cash and Cash Equivalent balance is estimated based on previous year
outstanding amount and for expected Business requirement of company.
Other Assets include, Balance with Revenue Authorities, Security and Deposits
Other Assets are estimated based on previous year outstanding amount and for expected
Business requirement of company.
Other Liabilities mainly include Other payables and advances & deposits
Other liabilities received. Other current liabilities are estimated based on previous year
outstanding amount and for expected Business requirement of company.
Short-term provisions mainly include provision for gratuity, tax and expenses.
Short-term provisions Short-term provisions are estimated based on previous year outstanding amount
and for expected Business requirement of company.
Source: Based on certificate by Statutory and Peer Reviewed Auditor, M/s. Keyur Shah & Associates., Chartered
Accountants vide its certificate dated January 30, 2024, bearing UDIN: 24181329BKCBSL7714.
2. GENERAL CORPORATE PURPOSES:
Our management, in accordance with the policies of our Board, will have flexibility in utilizing the proceeds earmarked
for general corporate purposes. We intend to deploy ₹ [●] Lakh towards the general corporate purposes to drive our
business growth. Our management, in accordance with the policies of our Board, will have flexibility in utilizing the
proceeds earmarked for general corporate purpose subject to above mentioned limit, as may be approved by our
management, including but not restricted to, the following:
➢ acquisition/hiring of land/property for building up corporate house,
➢ hiring human resources including marketing people or technical people in India or abroad,
➢ we may also enter into strategic alliances with other body corporates for expansion of our business in abroad or in India.
➢ funding growth opportunities;
➢ servicing our repayment obligations (principal and interest) under our existing & future financing arrangements;
➢ capital expenditure, including towards expansion/development/refurbishment/renovation of our assets;
➢ working capital;
➢ meeting expenses incurred by our Company in the ordinary course of business or other uses or contingencies; and/or
➢ strategic initiatives and
➢ On-going general corporate exigencies or any other purposes as approved by the Board subject to compliance with the
necessary regulatory provisions.
The quantum of utilization of funds towards each of the above purposes will be determined by our Board of Directors
based on the permissible amount actually available under the head “General Corporate Purposes” and the business
requirements of our Company, from time to time. We, in accordance with the policies of our Board, will have flexibility
in utilizing the Net Proceeds for general corporate purposes, as mentioned above in any permissible manner. We confirm
that any issue related expenses shall not be considered as a part of General Corporate Purpose. Further, we confirm that

78 | P a g e
the amount for general corporate purposes, as mentioned in this Prospectus, shall not exceed 25% of the amount raised by
our Company through this Issue.
3. ISSUE RELATED EXPENSES
The total expenses of the Issue are estimated to be approximately ₹ [●] lakhs. The expenses of this include, among
others, underwriting and management fees, printing and distribution expenses, advertisement expenses, legal fees and
listing fees. The estimated Issue expenses are as follows:
Expenses Expenses
Expenses
Expenses (% of Total (% of Gross
(₹ in Lakh)
Issue expenses) Issue Proceeds)
Lead Manger Fees [●] [●] [●]
Fees Payable to Registrar to the Issue [●] [●] [●]
Fees Payable to Legal Advisors
Fees Payable to Regulators including Stock Exchanges
[●] [●] [●]
and other Intermediaries
Fees payable to Peer Review Auditor [●] [●] [●]
Fees Payable to Market Maker (for Three Years) [●] [●] [●]
Others (Fees payable for marketing & distributing
expenses, selling commission, brokerage, processing fees, [●] [●] [●]
underwriting fees and miscellaneous expenses.)
Escrow Bank Fees [●] [●] [●]
Total Estimated Issue Expenses [●] 100.00 [●]
Notes:
1. Up to January 29, 2024, Our Company has deployed/incurred expense of ₹ 9.00 Lakhs towards Issue Expenses and
custodian connectivity charges out of internal accruals duly certified by Statutory Auditor M/s. Keyur Shah &
Associates., Chartered Accountants vide its certificate dated January 30, 2024, bearing UDIN:
24181329BKCBSH2480.
2. Any expenses incurred towards aforesaid issue related expenses during the period from August 28, 2023 to till the
date of listing of Equity Shares will be reimburse/recouped out of the gross proceeds of the issue.
3. Selling commission payable to the members of the CDPs, RTA and SCSBs, on the portion for RIIs and NIIs, would be
as follows:
Portion for RIIs 0.01% or ₹ 100/- whichever is less ^ (exclusive of GST)
Portion for NIIs 0.01% or ₹ 100/- whichever is less ^ (exclusive of GST)
^Percentage of the amounts received against the Equity Shares Allotted (i.e. the product of the number of
Equity Shares Allotted and the Issue Price).
4. The Members of RTAs and CDPs will be entitled to application charges of ₹ 10/- (plus applicable GST) per valid
ASBA Form. The terminal from which the application has been uploaded will be taken into account in order to
determine the total application charges payable to the relevant RTA/CDP.
5. Registered Brokers will be entitled to a commission of ₹ 10/- (plus GST) per Application Form, on valid Applications,
which are eligible for allotment, procured from RIIs and NIIs and submitted to the SCSB for processing. The terminal
from which the application has been uploaded will be taken into account in order to determine the total processing
fees payable to the relevant Registered Broker.
6. SCSBs would be entitled to a processing fee of ₹ 10/- (plus GST) for processing the Application Forms procured by
the members of the Registered Brokers, RTAs or the CDPs and submitted to SCSBs.
7. Issuer banks for UPI Mechanism as registered with SEBI would be entitled to a processing fee of ₹ 10/- (plus GST)
for processing the Application Forms procured by the members of the Registered Brokers, RTAs or the CDPs and
submitted to them.
8. Notwithstanding anything contained above the total processing / uploading / bidding charges under above clauses
payable to Syndicate/ Sub Syndicate members, SCSBs, RTAs, CDPs, Registered Brokers, Sponsor Bank will not exceed
₹ 50,000/- (plus applicable taxes) and in case if the total uploading / bidding charges exceeds ₹ 50,000/- (plus

79 | P a g e
 applicable taxes) then uploading charges will be paid on pro-rata basis except the fee payable to respective Sponsor
Bank.
The processing fees for applications made by Retail Individual Bidders using the UPI Mechanism may be released to the
remitter banks (SCSBs) only after such banks provide a written confirmation on compliance with SEBI Circular No:
SEBI/HO/CFD/DIL2/CIR/P/2021/2480/1/M dated March 16, 2021 as amended pursuant to SEBI circular no.
SEBI/HO/CFD/DIL2/P/CIR/2021/570 dated June 02, 2021 read with SEBI Circular No:.
SEBI/HO/CFD/DIL2/CIR/P/2022/51 April 20, 2022.
SCHEDULE OF IMPLEMENTATION AND DEPLOYMENT OF FUNDS
We propose to deploy the Net Proceeds for the aforesaid purposes in accordance with the estimated schedule of
implementation and deployment of funds set forth in the table below:

Estimated Estimated
Utilization Utilization
Amount to Amount to
Amount of Net of Net
Total be funded be funded
already Proceeds (₹ Proceeds (₹
Sr. Estimated from the from
Particulars deployed in Lakhs) in Lakhs)
No. Cost Net Issue Borrowing/
(₹ in (Upto (Upto
Proceeds (₹ Internal
Lakhs) Financial Financial
in Lakhs) Accruals
year 2023- year 2024-
24)* 25)*

Working Capital
1. 3,336.01 1,100.00 1,786.01 0.00 400.00 1,100.00
Requirements
General Corporate
2. [●] [●] [●] [●] [●] [●]
Purposes
Total [●] [●] [●] [●] [●] [●]

*To the extent our Company is unable to utilize any portion of the Net Proceeds towards the Object, as per the estimated
schedule of deployment specified above; our Company shall deploy the Net issue Proceeds in the subsequent Financial
Years towards the Object. Due to general business exigencies, the use of issue proceeds may be interchangeable.
However, the use of issue proceeds for General Corporate Purposes shall not exceed 25% at any point of time.
APPRAISAL REPORT
None of the objects for which the Issue Proceeds will be utilised have been financially appraised by any financial
institutions / banks.
BRIDGE FINANCING
We have not entered into any bridge finance arrangements that will be repaid from the Net Issue Proceeds. However, we
may draw down such amounts, as may be required, from an overdraft arrangement / cash credit facility with our lenders,
to finance the existing ongoing project facility requirements until the completion of the Issue. Any amount that is drawn
down from the overdraft arrangement / cash credit facility during this period to finance our existing/ongoing projects will
be repaid from the Net Proceeds of the Issue.
INTERIM USE OF FUNDS
Pending utilization of the Issue Proceeds for the Objects of the Issue described above, our Company shall deposit the funds
only in Scheduled Commercial Banks included in the Second Schedule of Reserve Bank of India Act, 1934.
In accordance with Section 27 of the Companies Act, 2013, our Company confirms that, pending utilization of the proceeds
of the Issue as described above, it shall not use the funds from the Issue Proceeds for any investment in equity and/or real
estate products and/or equity linked and/or real estate linked products.
MONITORING UTILIZATION OF FUNDS
There is no requirement for the appointment of a monitoring agency, as the Issue size is less than ₹ 10,000 Lakhs. Our
Board will monitor the utilization of the proceeds of the Issue and will disclose the utilization of the Net Proceeds under a
separate head in our balance sheet along with the relevant details, for all such amounts that have not been utilized. Our

80 | P a g e
Company will indicate investments, if any, of unutilized Net Proceeds in the balance sheet of our Company for the relevant
Fiscal subsequent to receipt of listing and trading approvals from the Stock Exchanges.
Pursuant to Regulation 32 of the Securities and Exchange Board of India (Listing Obligations and Disclosure
Requirements) Regulations, 2015, our Company shall on half-yearly basis disclose to the Audit Committee the Application
of the proceeds of the Issue. On an annual basis, our Company shall prepare a statement of funds utilized for purposes other
than stated in this Draft Red Hearing Prospectus and place it before the Audit Committee. Such disclosures shall be made
only until such time that all the proceeds of the Issue have been utilized in full.
VARIATION IN OBJECTS
In accordance with Section 13(8) and Section 27 of the Companies Act, 2013 and applicable rules, our Company shall not
vary the objects of the Issue without our Company being authorized to do so by the Shareholders by way of a special
resolution through postal ballot. In addition, the notice issued to the Shareholders in relation to the passing of such special
resolution (the “Postal Ballot Notice”) shall specify the prescribed details as required under the Companies Act and
applicable rules. The Postal Ballot Notice shall simultaneously be published in the newspapers, one in English and one in
the vernacular language of the jurisdiction where the Registered Office is situated. Our Promoters or controlling
Shareholders will be required to provide an exit opportunity to such Shareholders who do not agree to the proposal to vary
the objects, at such price, and in such manner, as may be prescribed by SEBI, in this regard.
OTHER CONFIRMATIONS
No part of the proceeds of the Issue will be paid by us to the Promoters and Promoter Group, the Directors, Associates,
Key Management Personnel or Group Companies except in the normal course of business and in compliance with the
applicable law.

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 BASIS FOR ISSUE PRICE
The issue price has been determined by the issuer in consultation with the Book Running Lead Manager. The financial data
presented in this section are based on our Company’s Restated Financial Statements. Investors should also refer to the
sections/chapters titled “Risk Factors” and “Restated Financial Information” on page no. 25 and 162, respectively of this
Draft Red Herring Prospectus to get a more informed view before making the investment decision.
QUALITATIVE FACTORS
Some of the qualitative factors which form the basis for computing the Issue Price are set forth below:
• Established Manufacturing Facility
• Cost Leadership and time bound execution
• Cordial relationship between management and labour
• Existing relationship with the clients
• Quality Assurance
For details of qualitative factors, please refer to the paragraph “Our Competitive Strengths” in the chapter titled “Business
Overview” beginning on page no. 107 of this Draft Red Herring Prospectus.
QUANTITATIVE FACTORS
1. Basic & Diluted Earnings Per Share (EPS):

Restated Profit After Tax attributable to Equity Shareholders

Basic earnings per share (₹) =
Weighted Average Number of Equity Shares outstanding

Restated Profit After Tax attributable to Equity Shareholders

Diluted earnings per share (₹) = Weighted Average Number of Equity Shares outstanding after adjusting
adjusted for the effects of all dilutive potential equity shares

Weighted Average
Financial Year/Period Basic EPS (in ₹) Diluted EPS (in ₹) Weights
Financial Year ended March 31, 2023 9.68 9.68 3
Financial Year ended March 31, 2022 0.88 0.88 2
Financial Year ended March 31, 2021 (0.58) (0.58) 1
Weighted Average 5.04 5.04 -
Period ended on September 30, 2023* 3.41 3.41 -
*
Not Annualized.
Notes:
1. Earnings per share is computed in accordance with AS 20 with taking the effect of the following:
• Our Board of Directors in its meeting held on August 19, 2023 approved the split of each equity shares of ₹ 100/-
each into 10 (Ten) Equity Shares of ₹ 10/- each which were subsequently duly approved by our Shareholders in their
extra ordinary general meeting held on August 21, 2023.
• Our Board of Directors in its meeting held on August 19, 2023 approved issue of 2 (Two) bonus shares fully paid
for each equity share of ₹ 10/- (i.e. in the ratio of 2:1), which were subsequently duly approved by our Shareholders
in their extra ordinary general meeting held on August 21, 2023.
2. Weighted Average = Aggregate of year wise weighted EPS divided by the aggregate of weights i.e. (EPS x weight) for
each year / Total of weights.
Simple Average
Financial Year/Period Basic and Diluted EPS (in ₹)
Financial Year ended March 31, 2023 9.68
Financial Year ended March 31, 2022 0.88

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 Financial Year/Period Basic and Diluted EPS (in ₹)
Financial Year ended March 31, 2021 (0.58)
Simple Average 3.33
Period ended on September 30, 2023* 3.41
*
Not Annualized.
Notes:
1. Earnings per share is computed in accordance with AS 20 with taking the effect of the following:
• Our Board of Directors in its meeting held on August 19, 2023 approved the split of each equity shares of ₹ 100/-
each into 10 (Ten) Equity Shares of ₹ 10/- each which were subsequently duly approved by our Shareholders in their
extra ordinary general meeting held on August 21, 2023.
• Our Board of Directors in its meeting held on August 19, 2023 approved issue of 2 (Two) bonus shares fully paid
for each equity share of ₹ 10/- (i.e. in the ratio of 2:1), which were subsequently duly approved by our Shareholders
in their extra ordinary general meeting held on August 21, 2023.
2. Weighted Average = Aggregate of year wise weighted EPS divided by the aggregate of weights i.e. (EPS x weight) for
each year / Total of weights.

2. Price to Earnings (P/E) ratio in relation to Issue Price of ₹ [●]:

Issue Price
Price to Earnings Ratio(P/E) =
Restated Earnings Per Share
Basic and P/E at the Floor
P/E at the Cap Price
Particulars Diluted EPS (in Price (No. of times)
(No. of times) **
₹) **
a. Based on EPS of Financial Year ended March
9.68 [●] [●]
31, 2023
b. Based on Weighted Average EPS 5.04 [●] [●]
c. Based on Simple Average EPS 3.33 [●] [●]
d. Based on EPS of Period ended on September 30,
3.41 - -
2023*
* Not Annualised
** The details shall be provided post the fixing of price band by our Company at the stage of Red Herring Prospectus or
the filing of price band advertisement.
Industry PE:
Face value of equity shares
Particulars Industry Peer P/E Ratio Name of the company
(₹)
Highest 56.97 Uma Converter Limited 10.00
Lowest 10.59 Sabar Flex India Limited 10.00
Average 33.78 - -

3. Return on Net Worth:

Restated Profit After Tax attributable to Equity Shareholders

Return on Net Worth (%) = * 100
Net Worth
Financial Year/Period Return on Net Worth (%) Weights
Financial Year ended March 31, 2023 77.68% 3
Financial Year ended March 31, 2022 31.81% 2
Financial Year ended March 31, 2021 (30.33%) 1
Weighted Average 44.39%
Period ended on September 30, 2023* 21.50%

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*Not Annualised
Note: Weighted average = Aggregate of year-wise weighted RoNW divided by the aggregate of weights i.e. (RoNW x
Weight) for each year/Total of weights.

4. Net Asset Value per Equity Share:

Restated Net Worth as at the end of the year

Restated Net Asset Value per equity share (₹) =
Number of Equity Shares outstanding

Particular Amount (in ₹)

Financial Year ended March 31, 2023 12.46
Financial Year ended March 31, 2022 2.78
Financial Year ended March 31, 2021 1.90
Period ended on September 30, 2023^ 15.87
After the Issue
-At Floor Price* [●]
-At Cap Price* [●]
-At Issue Price* [●]

*To be determined after the book-building process

^Not Annualised
Notes:
1. Number of shares are adjusted by following:
• Our Board of Directors in its meeting held on August 19, 2023 approved the split of each equity shares of ₹ 100/-
each into 10 (Ten) Equity Shares of ₹ 10/- each which were subsequently duly approved by our Shareholders in their
extra ordinary general meeting held on August 21, 2023.
• Our Board of Directors in its meeting held on August 19, 2023 approved issue of 2 (Two) bonus shares fully paid for
each equity share of ₹ 10/- (i.e. in the ratio of 2:1), which were subsequently duly approved by our Shareholders in
their extra ordinary general meeting held on August 21, 2023
2. Issue Price per equity share will be determined by our Company, in consultation with the Book Running Book Running
Lead Managers.

5. Comparison of Accounting Ratios with Peer Group Companies:

NAV Revenue
Current
Face EPS per from
Standalone / Market P/E RoNW
Name of the company Value (₹) Equity operations
Consolidated Price Ratio (%)
(₹) Basic Share (₹ in
(₹)@
(₹) Lakhs)
Sati Poly Plast Limited Standalone 10.00 [●] 9.68 [●] 77.68% 12.46 19,091.77
Peer Group*
Sabar Flex India Limited Standalone 10.00 14.45 1.36 10.59 8.44% 16.17 9,527.55
Uma Converter Limited Standalone 10.00 30.20 0.53 56.97 1.90% 27.96 17,771.09
Source: All the financial information for listed industry peer mentioned above is on a standalone basis sourced from the
Annual Reports/Information of the peer company uploaded on the NSE and BSE website for the year ended March 31,
2023.
Notes:
1. P/E Ratio has been computed based on the closing market price of equity shares on the NSE on March 31, 2023 divided
by the Diluted EPS.
2. RoNW is computed as net profit after tax divided by the closing net worth. Net worth has been computed as sum of
share capital and reserves and surplus.

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3. NAV is computed as the closing net worth divided by the closing outstanding number of equity shares adjusted for
bonus and sub-division of shares.
4. The face value of Equity Shares of our Company is ₹ 10/- per Equity Share and the Issue price is [●] times the face
value of equity share.
5. The Issue Price of ₹ [●]/- is determined by our Company in consultation with the Book Running Lead Manager is
justified based on the above accounting ratios. For further details, please refer to the section titled “Risk Factors”
and chapters titled “Business Overview” and “Restated Financial Information” beginning on page nos. 25, 107 and
162 respectively of this Draft Red Herring Prospectus.
KEY FINANCIAL AND OPERATIONAL PERFORMANCE INDICATORS (“KPIs”)
Key Performance Indicators (KPIs) are imperative to the Financial and Operational performance evaluation of the
company. However, KPIs disclosed below shall not be considered in isolation or as substitute to the Restated Financial
information. In the opinion of our Management the KPIs disclosed below shall be supplementary tool to the investor for
evaluation of the company
The KPIs disclosed below have been approved by a resolution of our Audit Committee dated January 30, 2024 and the
members of the Audit Committee have verified the details of all KPIs pertaining to the Company. Further, the members of
the Audit Committee have confirmed that there are no KPIs pertaining to our Company that have been disclosed to any
investors at any point of time during the three years period prior to the date of filing of the Draft Red Herring Prospectus.
Further, the KPIs herein have been certified by M/s. Keyur Shah & Associates, by their certificate dated January 30, 2024.
The KPIs of our Company have been disclosed in the sections “Business Overview” and “Management’s Discussion and
Analysis of Financial Condition and Results of Operations” starting on pages 107 and 165, respectively. We have described
and defined the KPIs, as applicable, in “Definitions and Abbreviations” beginning on page 1.
Our Company confirms that it shall continue to disclose all the KPIs included in this section on a periodic basis, at least
once in a year (or any lesser period as determined by the Board of our Company), for a duration of one year after the date
of listing of the Equity Shares on the Stock Exchange or till the complete utilization of the proceeds of the Fresh Issue as
per the disclosure made in the Objects of the Offer Section, whichever is later or for such other duration as may be required
under the SEBI (ICDR) Regulations, 2018.
Set forth below are KPIs which have been used historically by our Company to understand and analyse the business
performance, which in result, help us in analyzing the growth of various verticals of the Company that have a bearing for
arriving at the Basis for the Issue Price.
KPIs OF OUR COMPANY
For the period
For the Year ended
ended
Particulars
September 30, March 31, March 31, March 31,
2023 2023 2022 2021
Revenue from Operations (₹ in Lakhs) 7,568.59 19,091.77 17,516.08 12,576.52
Growth in Revenue from Operations (YoY
- 9.00% 39.28% -
%)
Gross Profit (₹ in Lakhs) 1,434.57 3,439.84 2,648.95 2,406.76
Gross Profit Margin (%) 18.95% 18.02% 15.12% 19.14%
EBITDA (₹ in Lakhs) 338.44 876.53 511.38 406.80
EBITDA Margin (%) 4.47% 4.59% 2.92% 3.23%
Profit After Tax (₹ in Lakhs) 108.93 308.89 28.23 (18.35)
PAT Margin (%) 1.44% 1.62% 0.16% (0.15%)
RoE (%) 24.09% 127.02% 37.83% (18.95%)
RoCE (%) 7.59% 22.63% 9.21% 4.60%
Net Fixed Asset Turnover (In Times) 6.97 16.57 14.47 9.67
Operating Cash Flows (₹ in Lakhs) (173.30) 310.69 348.98 610.36
The Figure has been certified by our statutory auditors M/s. Keyur Shah & Associates Chartered Accountants vide their
certificate dated January 30, 2024 bearing UDIN: 24181329BKCBSM7765.
Notes:
1) Revenue from Operations means the Revenue from Operations as appearing in the Restated Financial Statements.

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2) Growth in Revenue from Operations (%) is calculated as a percentage of Revenue from Operations of the relevant
period minus Revenue from Operations of the preceding period, divided by Revenue from Operations of the preceding
period.
3) Gross Profit is calculated as Revenue from Operations less Cost of Materials consumed, Purchase of Stock-in-Trade,
Manufacturing Expenses and Changes in inventories of finished goods and work-in-progress.
4) Gross Profit Margin (%) is calculated as Gross Profit divided by Revenue from Operations.
5) EBITDA is calculated as profit for the period / year, plus tax expenses (consisting of current tax, deferred tax and
current taxes relating to earlier years), finance costs and depreciation and amortization expenses reduced by other
income.
6) EBITDA Margin (%) is calculated as EBITDA divided by Revenue from Operations.
7) Profit After Tax Means Profit for the period/year as appearing in the Restated Financial Statements.
8) PAT Margin (%) is calculated as Profit for the year/period as a percentage of Revenue from Operations.
9) RoE (Return on Equity) (%) is calculated as net profit after tax for the year / period divided by Average Shareholder
Equity.
10) RoCE (Return on Capital Employed) (%) is calculated as earnings before interest and taxes divided by average capital
employed. Capital Employed includes Tangible Net Worth, Long-Term Borrowing, Short-Term Borrowing and
Deferred Tax Liability/(Deferred Tax Asset).

11) Net Fixed Asset Turnover is calculated as Net Turnover divided by Average Fixed Assets which consists of property,
plant and equipment, capital work-in-progress and intangible assets, if any.
12) Operating cash flows means net cash generated from operating activities as mentioned in the Restated Financial
Statements.
Explanation for KPI metrics
KPI Explanations
Revenue from Operations (₹ in Lakhs) Revenue from Operations is used by our management to track the revenue
profile of the business and in turn helps assess the overall financial
performance of our Company and size of our business.
Growth in Revenue from Operations Growth in Revenue from Operations provides information regarding the
growth of our business for the respective period.
Gross Profit (₹ in Lakhs) Gross Profit provides information regarding the profits from manufacturing
of products by the Company.
Gross Profit Margin (%) Gross Profit Margin is an indicator of the profitability on sale of products
manufactured by the Company.
EBITDA (₹ in Lakhs) EBITDA provides information regarding the operational efficiency of the
business.
EBITDA Margin (%) EBITDA Margin is an indicator of the operational profitability and financial
performance of our business.
Profit After Tax (₹ in Lakhs) Profit after tax provides information regarding the overall profitability of the
business.
PAT Margin (%) PAT Margin is an indicator of the overall profitability and financial
performance of our business.
RoE (%) RoE provides how efficiently our Company generates profits from average
shareholders’ funds.
RoCE (%) ROCE provides how efficiently our Company generates earnings from the
average capital employed in the business.
Net Fixed Asset Turnover (In Times) Net Fixed Asset turnover ratio is indicator of the efficiency with which our
Company is able to leverage its assets to generate revenue from operations.
Operating Cash Flows (₹ in Lakhs) Operating cash flows provides how efficiently our company generates cash
through its core business activities.

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COMPARISON OF KPIs OF OUR COMPANY AND OUR LISTED PEERS:

Sati Poly Plast Limited Sabar Flex India Limited Uma Converter Limited
Particulars For the Period / Year ended on For the Period / Year ended on For the Period / Year ended on
30-Sep- 31-Mar- 31-Mar- 31-Mar- 30-Sep- 31-Mar- 31-Mar- 31-Mar- 30-Sep- 31-Mar- 31-Mar- 31-Mar-
23 23 22 21 23* 23# 22# 21# 23* 23# 22# 21#
Revenue from
Operations (₹ in 7,568.59 19,091.77 17,516.08 12,576.52 3,812.48 9,527.55 7,235.78 7,391.70 9,273.14 17,771.09 18,698.56 15,813.30
Lakhs)
Growth in Revenue
- 9.00% 39.28% - - 31.67% (2.11%) - - (4.96%) 18.25% -
from Operations (%)
Gross Profit (₹ in
1,434.57 3,439.84 2,648.95 2,406.76 536.34 958.86 784.15 698.07 2,703.55 4,986.10 5,473.24 4,533.73
Lakhs)
Gross Profit Margin 18.95% 18.02% 15.12% 19.14%
14.07% 10.06% 10.84% 9.44% 29.15% 28.06% 29.27% 28.67%
(%)
EBITDA (₹ in Lakhs) 338.44 876.53 511.38 406.80 416.85 540.57 488.46 427.67 655.75 1,329.96 1,794.85 1,377.15
EBITDA Margin (%) 4.47% 4.59% 2.92% 3.23% 10.93% 5.67% 6.75% 5.79% 7.07% 7.48% 9.60% 8.71%
Profit After Tax (₹ in
108.93 308.89 28.23 (18.35) 161.76 182.50 159.67 131.20 111.00 107.48 481.62 477.34
Lakhs)
PAT Margin (%) 1.44% 1.62% 0.16% (0.15%) 4.24% 1.92% 2.21% 1.77% 1.20% 0.60% 2.58% 3.02%
RoE (%) 24.09% 127.02% 37.83% (18.95%) 7.21% 9.88% 10.90% 10.04% 1.83% 1.86% 10.55% 11.85%
RoCE (%) 7.59% 22.63% 9.21% 4.60% 7.75% 10.82% 11.36% 10.98% 3.27% 6.03% 11.74% 10.96%
Net Fixed Asset
6.97 16.57 14.47 9.67 3,812.48 9,527.55 7,235.78 7,391.70 9,273.14 17,771.09 18,698.56 15,813.30
Turnover (In Times)
Operating Cash Flows
(173.30) 310.69 348.98 610.36 - 31.67% (2.11%) - - (4.96%) 18.25% -
(₹ in Lakhs)
*Based on Un-audited results uploaded on the respective Stack Exchange
#Based on the Audited Financial Statements of the respective company
The Figure has been certified by our statutory auditors M/s. Keyur Shah & Associates Chartered Accountants vide their certificate dated January 30, 2024 bearing UDIN:
24181329BKCBSM7765.

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WEIGHTED AVERAGE COST OF ACQUISITION:
a) Price per share of our Company (as adjusted for corporate actions, including split, bonus issuances) based on
primary issuances of Equity Shares or convertible securities (excluding Equity Shares issued under the
employee stock option schemes and issuance of Equity Shares pursuant to a bonus issue) during the 18 months
preceding the date of this Draft Red Herring Prospectus, where such issuance is equal to or more than 5% of
the paid-up share capital of our Company (calculated based on the pre-Issue capital before such transaction(s)
and excluding ESOPs granted but not vested) in a single transaction or multiple transactions combined together
over a span of rolling 30 days (“Primary Issuances”)
Our Company has issued any Equity Shares (excluding Equity Shares issued pursuant to a bonus issue undertaken on
August 23, 2023) or convertible securities or employee stock options during the 18 months preceding the date of this Draft
Red Herring Prospectus, where such issuance is equal to or more that 5% of the fully diluted paid-up share capital of our
Company (calculated based on the pre-Issue capital before such transaction(s) and excluding employee stock options
granted but not vested), in a single transaction or multiple transactions combined together over a span of rolling 30 days,
details of the same is provided below:
• The details of allotment of 384000 Equity Shares made on October 04, 2023 by way of Right Issue in the ratio 16:133
(16 New Equity Shares for every 133 Equity Shares held as on September 01, 2023) of are as follows:

Sr. No. of Equity Face Value per Issue Price per

Name of Allottees
No. Shares Allotted share (in ₹) share (in ₹)
1. Ritika Mandholia 83300 10 120
2. Paras Credit Capital Private Ltd 50000 10 120
3. Nikhil Tyagi 45800 10 120
4. Amita Poddar 25000 10 120
5. Darshna Parimal Khakharia 24000 10 120
6. Shruti Vikaskumar Shah 24000 10 120
7. Sambhavnath Investments and Finances Private
24000 10 120
Limited
8. Moheet Vinodkumar Agrawal 22900 10 120
9. Vishal Vasantrao Kokadwar 22900 10 120
10. Piyush Parmaka 17500 10 120
11. Arpit Dokania HUF 16600 10 120
12. Jagdish Prasad Khatuwala 8000 10 120
13. Shushilaben Atulbhai Gohil 8000 10 120
14. Doshi Sagar Ashwinbhai 4000 10 120
15. Kishor V. Shah 4000 10 120
16. Shital P Sumaria 4000 10 120
Total 384000 10 120
b) Price per share of our Company (as adjusted for corporate actions, including split, bonus issuances) based on
secondary sale or acquisition of equity shares or convertible securities (excluding gifts) involving our Promoters,
the members of the Promoter Group during the 18 months preceding the date of filing of the Draft Red Herring
Prospectus, where the acquisition or sale is equal to or more than 5% of the paid-up share capital of our
Company (calculated based on the pre-Issue capital before such transaction/s and excluding ESOPs granted
but not vested), in a single transaction or multiple transactions combined together over a span of rolling 30 days
(“Secondary Transactions”).
There have been no secondary sale/ acquisitions of Equity Shares or any convertible securities (excluding gifts), where our
Promoters, or Promoter Group are a party to the transaction (excluding gifts) during the 18 months preceding the date of
this Draft Red Herring Prospectus, where either acquisition or sale is equal to or more than 5% of the fully diluted paid up
share capital of our Company (calculated based on the pre-Issue capital before such transaction(s) and excluding employee
stock options granted but not vested), in a single transaction or multiple transactions combined together over a span of
rolling 30 days.
c) Price per share based on the last five primary or secondary transactions;

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Since there are transactions to report to under (a) therefore, information based on last 5 primary or secondary transactions
(secondary transactions where Promoter / Promoter Group entities or Selling Shareholder or shareholder(s) having the right
to nominate director(s) in the Board of our Company, are a party to the transaction) not older than 3 years prior to the date
of this Draft Red Herring Prospectus irrespective of the size of transactions is not applicable.
d) Weighted average cost of acquisition, floor price and cap price:
Weighted average cost of
Floor Price Cap Price
Types of transactions acquisition (₹ per Equity
(In ₹) (In ₹)
Share)
Weighted average cost of acquisition for last 18 months
for primary / new issue of shares (equity / convertible
securities), excluding shares issued under an employee
stock option plan/employee stock option scheme and
issuance of bonus shares, during the 18 months
preceding the date of filing of this Draft Red Herring
120 [●] [●]
Prospectus, where such issuance is equal to or more than
five per cent of the fully diluted paid-up share capital of
our Company (calculated based on the pre-issue capital
before such transaction/s and excluding employee stock
options), in a single transaction or multiple transactions
combined together over a span of rolling 30 days.
Weighted average cost of acquisition for last 18 months
for secondary sale / acquisition of shares equity /
convertible securities), where promoter / promoter
group entities or Selling Shareholder or shareholder(s)
having the right to nominate director(s) in our Board are
a party to the transaction (excluding gifts), during the 18
months preceding the date of filing of this Draft Red
NA NA NA
Herring Prospectus, where either acquisition or sale is
equal to or more than 5% of the fully diluted paid-up
share capital of our Company (calculated based on the
pre-issue capital before such transaction(s) and
excluding employee stock options granted but not
vested), in a single transaction or multiple transactions
combined together over a span of rolling 30 days.
Since there were secondary transactions of equity shares
of our Company during the 18 months preceding the
date of filing of this Draft Red Herring Prospectus,
which are equal to or more than 5% of the fully diluted
paid-up share capital of our Company, the information
has not been disclosed for price per share of our
Company based on the last five secondary transactions NA NA NA
where promoter /promoter group entities or Selling
Shareholder or shareholder(s) having the right to
nominate director(s) on our Board, are a party to the
transaction, not older than three years prior to the date
of filing of this Draft Red Herring Prospectus
irrespective of the size of the transaction.
Note:
Justification for Basis of Issue price:-
1. The following provides a detailed explanation for the Issue Price/Cap Price being [●] times of weighted average cost
of acquisition of Equity Shares that were issued by our Company or acquired or sold by our Promoter, the Promoter
Group or other shareholders with rights to nominate directors by way of primary and secondary transactions as
disclosed in paragraph above, in the last 18 months preceding the date of this Draft Red Herring Prospectus compared
to our Company’s KPIs and financial ratios for the Financial Years 2023, 2022 and 2021 and for the period ended as on
September 30, 2023.

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 [●]
(To be included on finalization of Price Band)
2. The following provides an explanation to the Issue Price/Cap Price being [●] times of weighted average cost of
acquisition of Equity Shares that were issued by our Company or acquired by our Promoter, the Promoter
Group or other shareholders with rights to nominate directors by way of primary and secondary transactions
as disclosed in paragraph above, in the last 18 months preceding the date of this Draft Red Herring Prospectus
in view of external factors, if any
[●]
(To be included on finalization of Price Band)
The Issue Price of ₹ [●] has been determined by our Company, in consultation with the BRLMs, on the basis of the demand
from investors for the Equity Shares through the Book Building process. Investors should read the abovementioned
information along with “Risk Factors”, “Business Overview” and “Summary of Financial Information” beginning on pages
25, 107 and 46, respectively of this Draft Red Herring Prospectus, to have a more informed view.

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 STATEMENT OF POSSIBLE TAX BENEFITS

To,
The Board of Directors,
Sati Poly Plast Limited
D.N. Singh Road,
Bhagalpur 812 002,
Bihar, India

Dear Sir,
Subject - Statement of possible tax benefits (“the statement”) available to Sati Poly Plast Limited (“the company”)
and its shareholder prepared in accordance with the requirement in Point No. 9 (L) of Part A of Schedule VI to the
Securities Exchange Board of India (Issue of Capital Disclosure Requirements) Regulations, 2018.
Reference - Initial Public Offer of Equity Shares by Sati Poly Plast Limited
1. We hereby confirm that the enclosed Annexure I, prepared by Sati Poly Plast Limited ('the Company'), which provides
the possible special tax benefits under direct tax and indirect tax laws presently in force in India, including the Income-
tax Act, 1961, the Central Goods and Services Tax Act, 2017, the Integrated Goods and Services Tax Act, 2017, the
Union Territory Goods and Services Tax Act, 2017, respective State Goods and Services Tax Act, 2017, (collectively
the “Taxation Laws”), the rules, regulations, circulars and notifications issued thereon, as applicable to the assessment
year 2024-25 relevant to the financial year 2023-24, available to the Company, its shareholders. Several of these
benefits are dependent on the Company or its shareholders fulfilling the conditions prescribed under the relevant
provisions of the Taxation Laws. Hence, The ability of the Company and or its shareholders to derive the tax benefits
is dependent upon their fulfilling such conditions which, based on business imperatives the Company faces in the
future, the Company or its shareholders may or may not choose to fulfil.
2. This statement of possible special tax benefits is required as per Schedule VI (Part A) (9)(L) of the Securities and
Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018 as amended (‘SEBI ICDR
Regulations’). While the term ‘special tax benefits’ has not been defined under the SEBI ICDR Regulations, it is
assumed that with respect to special tax benefits available to the Company, its shareholders and the same would include
those benefits as enumerated in the statement. The benefits discussed in the enclosed statement cover the possible
special tax benefits available to the Company, its Shareholders and do not cover any general tax benefits available to
them. Any benefits under the Taxation Laws other than those specified in the statement are considered to be general
tax benefits and therefore not covered within the ambit of this statement. Further, any benefits available under any
other laws within or outside India, except for those specifically mentioned in the statement, have not been examined
and covered by this statement
3. The benefits discussed in the enclosed Annexures are not exhaustive and the preparation of the contents stated is the
responsibility of the Company's management. We are informed that these Annexures are only intended to provide
information to the investors and are neither designed nor intended to be a substitute for professional tax advice. In
view of the individual nature of the tax consequences and the changing tax laws, each investor is advised to consult
his or her own tax consultant with respect to the specific tax implications arising out of their participation in the
proposed initial public offering.
4. In respect of non-residents, the tax rates and the consequent taxation shall be further subject to any benefits available
under the applicable Double Taxation Avoidance Agreement, if any, between India and the country in which the non-
resident has fiscal domicile.
5. We do not express any opinion or provide any assurance as to whether
i) the Company or its shareholders will continue to obtain these benefits in future;
ii) the conditions prescribed for availing the benefits have been met with; and
iii) the revenue authorities courts will concur with the views expressed herein.
6. The Content of the enclosed Annexures are based on information, explanations and representations obtained from the
company and on the basis of their understanding of the business activities and operations of the company.

7. No assurance is given that the revenue authorities / Courts will concur with the view expressed herein. Our views are
based on existing provisions of law and its implementation, which are subject to change from time to time. We do not
assume any responsibility to updates the views consequent to such changes.

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8. We shall not be liable to any claims, liabilities or expenses relating to this assignment except to the extent of fees
relating to this assignment, as finally judicially determined to have resulted primarily from bad faith or intentional
misconduct. We will not be liable to any other person in respect of this statement.
9. This certificate is provided solely for the purpose of assisting the addressee Company in discharging its responsibility
under the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018
for inclusion in the Draft Red Herring Prospectus/ Red Herring Prospectus/Prospectus in connection with the proposed
issue of equity shares and is not be used, referred to or distributed for any other purpose without our written consent.

FOR M/S. KEYUR SHAH & CO.

CHARTERED ACCOUNTANTS
FRN: 141173W

CA AKHLAQ AHMAD MUTVALLI

PROPRIETOR
MEMBERSHIP NO. 181329
UDIN: 24181329BKCBSG7951
PLACE: AHMEDABAD
DATE: JANUARY 30, 2024

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 ANNEXURE I TO THE STATEMENT OF TAX BENEFITS
The information provided below sets out the possible special tax benefits available to the Company, the Shareholders under
the Taxation Laws presently in force in India. It is not exhaustive or comprehensive and is not intended to be a substitute
for professional advice. Investors are advised to consult their own tax consultant with respect to the tax implications of an
investment in the Equity Shares particularly in view of the certain recently enacted legislation may not have a direct legal
precedent or may have a different interpretation on the benefits, which an investor can avail.

YOU SHOULD CONSULT YOUR OWN TAX ADVISORS CONCERNING THE INDIAN TAX IMPLICATIONS
AND CONSEQUENCES OF PURCHASING, OWNING AND DISPOSING OF EQUITY SHARES IN YOUR
PARTICULAR SITUATION

A. SPECIAL TAX BENEFITS TO THE COMPANY

The Company is not entitled to any special tax benefits under the Taxation Laws.

B. SPECIAL TAX BENEFITS TO THE SHAREHOLDER

The Shareholders of the Company are not entitled to any special tax benefits under the Taxation Laws.

Note:

1. All the above benefits are as per the current tax laws and will be available only to the sole / first name holder where
the shares are held by joint holders.

We hereby give our consent to include our above referred opinion regarding the special tax benefits available to the
Company, to its shareholders in the Draft Red Herring Prospectus / Red Herring Prospectus / Prospectus.

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 SECTION VIII – ABOUT THE COMPANY
INDUSTRY OVERVIEW
The information in this section has been extracted from various websites and publicly available documents from
various industry sources. The data may have been re-classified by us for the purpose of presentation. Neither we
nor any other person connected with the Issue has independently verified the information provided in this section.
Industry sources and publications, referred to in this section, generally state that the information contained therein
has been obtained from sources generally believed to be reliable, but their accuracy, completeness and underlying
assumptions are not guaranteed, and their reliability cannot be assured, and, accordingly, investment decisions
should not be based on such information.
GLOBAL OUTLOOK
The global economy remains in a precarious state amid the protracted effects of the overlapping negative shocks of the
pandemic, the Russian Federation’s invasion of Ukraine, and the sharp tightening of monetary policy to contain high
inflation. The resilience that global economic activity exhibited earlier this year is expected to fade. Growth in several
major economies was stronger than envisaged at the beginning of the year, with faster-than-expected economic reopening
in China and resilient consumption in the United States. Nonetheless, for 2023 as a whole, global activity is projected to
slow, with a pronounced deceleration in advanced economies and a sizable pickup in China. Inflation pressures persist, and
the drag on growth from the ongoing monetary tightening to restore price stability is expected to peak in 2023 in many
major economies. Recent banking sector stress will further tighten credit conditions. This will result in a substantial growth
deceleration in the second half of this year. This slowdown will compound a period of already-subdued growth—over the
first half of the 2020s (2020-2024), growth in EMDEs is expected to average just 3.4 percent, one of the weakest half-
decades of the past 30 years (figure 1.1.B). This slowdown reflects both cyclical dynamics and the current trend of declining
global potential output growth.

Global financial conditions have tightened as a result of policy rate hikes and, to a lesser extent, recent bouts of financial
instability. Many banks experienced substantial unrealized losses due to the sharp rise in policy interest rates. Concerns
about the viability of balance sheets of some banks led to depositor flight and market volatility in the United States and
Europe earlier in the year, which were stemmed by a swift and extensive policy response. Financial markets remain highly
sensitive to evolving expectations about the future path of interest rates of major central banks. Spillovers from banking
turmoil in advanced economies to EMDEs have so far been limited. However, countries with more pronounced
macroeconomic policy vulnerabilities, as reflected by lower credit ratings, have experienced slower growth and greater
financial stress, including large currency depreciations and a sharp widening of sovereign spreads. Projections for 2023
growth in these economies have fallen by more than half over the past year.

FIGURE 1.1 Global prospects

The global economy is projected to slow substantially this year, with a pronounced deceleration in advanced economies.
The first half of the 2020s is expected to be one of the weakest half-decades of the past 30 years for emerging market
and developing economies (EMDEs), as a result of both cyclical dynamics and slowing potential growth. EMDEs with
lower credit ratings are set to experience a particularly sharp slowdown this year. Inflation remains elevated in many
countries and is envisaged to remain above pre-pandemic levels beyond 2024. Excluding China, EMDEs are expected
to make next to no progress at closing the gap in per capita incomes with advanced economies over the forecast horizon.

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Sources:
Consensus Economics; Haver Analytics; Kose and Ohnsorge (2023a); Moody’s Analytics; Oxford Economics; Penn World
Tables; World Bank.
Note: AEs = advanced economies; CPI = consumer price index; EMDEs = emerging market and developing economies;
LICs = low-income countries.
A.B.F. Aggregate growth rates and GDP per capita calculated using real U.S. dollar GDP weights at average 2010-19
prices and market exchange rates. Data for 2023-24 are forecasts.
B. Figure shows the non-overlapping 5-year average growth in EMDEs.
C. Figure shows GDP-weighted averages of production function-based potential growth estimates for 29 advanced
economies and 53 EMDEs, as in Kose and Ohnsorge (2023a). Data for 2022-30 are forecasts.
D. Comparison of GDP-weighted growth across editions of the Global Economic Prospects report, by credit ratings.
Sample includes 9 Aa-A, 62 Baa-B, and 25 Caa-C EMDEs.

Global inflation is projected to gradually edge down as growth decelerates, labor demand in many economies softens, and
commodity prices remain stable. The slow pace of improvement means that core inflation is expected to remain above
central bank targets in many countries throughout 2024.
Global Trade
Global goods trade growth slowed in the first half of 2023 in tandem with weakening global indus- trial production. Services
trade, by contrast, continued to strengthen following the easing of pandemic-induced mobility restrictions. International
tourist arrivals are expected to approach 95 percent of 2019 levels in 2023, an increase from 63 percent in 2022 (UNWTO
2023).

Pressures on global supply chains have abated as goods demand has weakened and global shipping conditions have
improved. The global supply chain pressures index and suppliers’ delivery times reached their lowest levels in almost four
years in the first half of 2023 and are expected to remain low.

During the pandemic, trade growth was supported by a shift in the composition of demand toward tradable goods and away
from services, which are less trade-intensive. The gradual rotation of demand back to its pre-pandemic composition is now
slowing trade growth—as is the fact that the recovery in China is expected to be predominantly driven by services, which
will limit positive spillovers to its trading partners through demand for goods and commodities. The growing number of
restrictive trade measures reflects a rising degree of geopolitical tensions and attempts by some major economies to follow
more inward-looking policies. In the longer term, this will likely reshape global supply chains and increase trade costs.

Together, these factors are expected to further reduce the responsiveness of global trade to changes in output—
responsiveness that had already declined in the 2010s relative to previous decades. Against this backdrop, global trade
growth is forecast to slow from 6 percent in 2022 to 1.7 percent in 2023. As global consumption returns to its pre-pandemic
mix between goods and services, trade is expected to recover to 2.8 percent in 2024, only slightly stronger than GDP
growth. The trade outlook is subject to various downside risks, including weaker-than-expected global demand, tighter
global financial conditions, worsening trade tensions between major economies, mounting geopolitical uncertainty, and a
further rise in protectionist measure.

Global Scenario

Post Covid-19-induced disruptions, global trade prospects have improved in FY22. Global trade exhibited resilience in the
first half (H1) of 2022, notwithstanding the headwinds from the Russia-Ukraine conflict. Robust merchandise imports –

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emerging primarily from Europe, the United States, and parts of the developing world supported the growth of merchandise
trade in H12022. This partially reflected pent-up demand relating to the legacy of the pandemic-driven spending shift from
services towards goods that were constrained earlier because of the supply bottlenecks. Other factors contributing to the
trend were the appreciation of the dollar in the case of the United States, the relative dynamism of intra-regional trade in
Europe, and favourable terms-of-trade effects in some large emerging economies due to elevated energy prices.4 The global
trade volume grew by 4.8 per cent in H12022, on top of an impressive recovery of 9.7 per cent in 2021, as per the World
Trade Organisation (WTO) statistics. The global merchandise trade in value terms rose year-on-year (YoY), by 22.2 per
cent in 2021, reversing the deceleration observed in the previous three years. During the H1 of 2022, the trade-in value
terms grew by 32 per cent compared to the corresponding period of 2019.

Sources:
Federal Reserve Bank of New York; GTA (database); Haver Analytics; World Bank.
A. Figure shows manufacturing Purchasing Managers’ Index (PMI) suppliers’ delivery times and the Global Supply Chain
Pressure Index (GSCPI). Data for delivery times are inverted by subtracting data from 100; therefore, increasing
(decreasing) PMI data indicate slower (faster) delivery times. GSCPI is normalized such that zero indicates the average
value for January 1998-April 2023, while
positive (negative) values represent how many standard deviations the index is above (below) the average. Last observation
is April 2023.
B. Figure shows the number of implemented trade policy interventions since November 2008. Restrictive (liberalizing)
measures are interventions that discriminate against (benefit) foreign commercial interests. Last observation is May 24,
2023.
C. Bars indicate annual average growth. Global output growth is real GDP growth computed as a weighted average at
2010-19 average prices and exchange rates. Trade growth is the average growth of import and export volumes.
D. Trade is measured as the average of export and import volumes. “June 2023” and “January 2023” refer to the forecasts
presented in the respective editions of the Global Economic Prospects report.
Global Inflation

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Inflation remains above target in almost all inflation-targeting economies. Median headline global inflation stood at 7.2
percent year-on-year in April, down from a peak of 9.4 percent in July 2022. This deceleration largely reflects favorable
base effects from commodity prices falling below their 2022 peaks, along with abating supply chain pressures. Moderating
energy prices help explain global inflation being somewhat softer in the first quarter of 2023 than previously anticipated.
However, recent core inflation measures suggest the disinflation that started last year has made only halting progress.
Across EMDEs, three-month median core inflation has decelerated somewhat in recent months, while it has picked up in
advanced economies. Amid these developments, global inflation is envisaged to remain further above its 2015-19 average
than was expected in January, and for a longer period.
With supply chain pressures easing and energy prices declining, excess demand appears to be a key driver of continuing
high inflation in advanced economies, though lingering impairments to supply capacity may also still play a role (Bernanke
and Blanchard 2023). In Europe, the role of energy prices is particularly important—the pass-through of energy costs into
broader prices may be adding to inflation persistence, which could be further exacerbated by the sun setting of fiscal
programs that have attenuated price spikes for end-users (Pill 2023). The absence of economic slack may also be increasing
the ability of firms and workers to exercise pricing power, such that inflation has become more responsive to economic
activity.

In some advanced economies, particularly the euro area, market-derived measures of long-term inflation compensation
have moved up since last year, despite a decline in oil prices, with which they have been correlated in the past. This could
signal greater risks of inflation remaining above target, but may also reflect increased inflation risk aversion among market
participants. Consumer surveys indicate that medium-term inflation expectations in the United States and the euro area
have been fairly stable in 2023.

In many EMDEs, inflation is either accelerating once again or has stabilized at high levels (figure 1.5.D). Some common
responses to recent shocks, including (tacit or explicit) indexation of wages to inflation and increases in untargeted fossil
fuel subsidies, may have added to generalized inflation pressures (IEA 2023b). A protracted period of high inflation could
be especially challenging for EMDEs, where inflation expectations are generally less stable than in advanced economies
and more influenced by current inflation rates (Kamber, Mohanty, and Morley 2020). Consensus-derived expectations for
EMDE inflation one-year-ahead moved up substantially as inflation initially picked up, but declined more slowly as
inflation decelerated last year.

The distribution of short-term inflation forecasts across EMDEs has also widened markedly, with double-digit inflation
expected in more than a quarter of EMDEs. Long-term forecasts suggest that EMDEs with inflation targeting central banks
may have an advantage in durably bringing inflation down. Five years ahead, only one-in-twenty inflation-targeting
EMDEs is projected to have inflation more than 1 percentage point above 2010-19 average levels, compared with about
one-in-six non-inflation-targeting EMDEs.

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98 | P a g e
Sources: Bloomberg; Consensus Economics; Haver Analytics; International Monetary Fund; Oxford Economics; World
Bank.
Note: CPI = consumer price index; EA = euro area; EMDEs = emerging market and developing economies.
A. Figure shows median 3-month core inflation at an annualized rate. Sample includes 31 advanced economies and 40
EMDEs. Last observation is April 2023.
B. Model-based GDP-weighted projections of year-on-year country-level CPI inflation using Oxford Economics’ Global
Economic Model, using global oil price forecasts presented in table 1.1.
Uncertainty bands constructed from the distribution of forecast errors for total CPI from Consensus Economics for an
unbalanced panel of 18 economies.
C. Figure shows the deviation of month-end coupon on 5-year inflation swaps 5-years forward. Oil price refers to Brent
crude spot price. Last observation is May 2023.
D. Accelerating (decelerating) is defined as annualized 3-month inflation 1 percentage point or more above (below) its
level in the preceding quarter. Sample includes 83 EMDEs.
E. Inflation expectations calculated as a time-weighted average of consensus inflation expectations for the current and
following calendar year. Expectations range is the interquartile range. Realized inflation is median 3-month inflation for
a sample of up to 101 EMDEs.
F. Figure shows the proportion of EMDEs for which the 2028 inflation projection is more than 1 percentage point above
average inflation in 2010-19. Sample includes 146 EMDEs.

EMERGING MARKET AND DEVELOPING ECONOMIES

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EMDE growth is expected to pick up in 2023 almost entirely due to China’s economic reopening. Excluding China, growth
in EMDEs is set to slow markedly. A protracted period of tight domestic monetary policy, fiscal consolidation, and weak
external demand will curb growth in many EMDEs. Although advanced-economy banking stress has so far not translated
to EMDE financial sectors, the effects of more restrictive global financial conditions will remain a headwind to growth,
particularly for EMDEs with weaker credit ratings. In LICs, domestic vulnerabilities, increased fragility, and persistently
high poverty rates, will continue to weigh on economic recoveries.

(Source: Global Economic Prospects, January 2023 & Economic Survey 2022-23)
INDIAN ECONOMY
India’s economic growth in FY23 has been principally led by private consumption and capital formation. It has helped
generate employment as seen in the declining urban unemployment rate and in the faster net registration in Employee
Provident Fund. Still, private capex soon needs to take up the leadership role to put job creation on a fast track. Recovery
of MSMEs is proceeding apace, as is evident in the amounts of Goods and Services Tax (GST) they pay, while the
Emergency Credit Linked Guarantee Scheme (ECGLS) is easing their debt servicing concerns. The Mahatma Gandhi
National Rural Employment Guarantee Scheme (MGNREGS) has been directly providing jobs in rural areas and indirectly
creating opportunities for rural households to diversify their sources of income generation. Schemes like PM-Kisan and
PM Garib Kalyan Yojana have helped in ensuring food security in the country, and their impact was also endorsed by the
United Nations Development Programme (UNDP)1. The results of the National Family Health Survey (NFHS) also show
improvement in rural welfare indicators from FY16 to FY20, covering aspects like gender, fertility rate, household
amenities, and women empowerment.

India’s Economic Resilience and Growth Drivers

Monetary tightening by the RBI, the widening of the CAD, and the plateauing growth of exports have essentially been the
outcome of geopolitical strife in Europe. As these developments posed downside risks to the growth of the Indian economy
in FY23, many agencies worldwide have been revising their growth forecast of the Indian economy downwards. These
forecasts, including the advance estimates released by the NSO, now broadly lie in the range of 6.5-7.0 per cent. Despite
the downward revision, the growth estimate for FY23 is higher than for almost all major economies and even slightly above
the average growth of the Indian economy in the decade leading up to the pandemic. IMF estimates India to be one of the
top two fast-growing significant economies in 2022. Despite strong global headwinds and tighter domestic monetary policy,
if India is still expected to grow between 6.5 and 7.0 per cent, and that too without the
advantage of a base effect, it is a reflection of India’s underlying economic resilience; of its ability to recoup, renew and
re-energise the growth drivers of the economy.

India’s economic resilience can be seen in the domestic stimulus to growth seamlessly replacing the external stimuli. The
growth of exports may have moderated in the second half of FY23. However, their surge in FY22 and the first half of FY23
induced a shift in the gears of the production processes from mild acceleration to cruise mode. Manufacturing and
investment activities consequently gained traction. By the time the growth of exports moderated, the rebound in domestic
consumption had sufficiently matured to take forward the growth of India’s economy. Private Consumption as a percentage

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of GDP stood at 58.4 per cent in Q2 of FY23, the highest among the second quarters of all the years since 2013-14,
supported by a rebound in contact-intensive services such as trade, hotel and transport, which registered sequential growth
of 16 per cent in real terms in Q2 of FY23 compared to the previous quarter.

Although domestic consumption rebounded in many economies, the rebound in India was impressive for its scale. It
contributed to a rise in domestic capacity utilisation. Domestic private consumption remains buoyant in November 2022,
as indicated by Motilal Oswal’s Economic Activity Index. The index estimates that private consumption grew at a five-
month high pace of 5.6 per cent YoY, driven by auto sales and broad-based expansion of services.

Climate Change and Environment

Climate change is primarily attributed to disproportionately high cumulative emissions, both historical and high per capita
annual emissions of greenhouse gases (GHGs) of the developed countries. The global nature of the problem makes India
one of the most vulnerable regions despite having contributed only about 4 per cent in the cumulative global emissions (for
the period 1850-2019) and maintaining its per capita emission at far less than the world average. While India is less
responsible for the high stock of emissions, however, it has consistently engaged in demonstrating global leadership
towards adopting various measures and ensuring a low-emission growth pathway with a commitment to the net-zero
emissions goal by 2070.

Progress on India’s Climate Action

India’s climate vision is integrally linked to its vision of development that foregrounds the goals of poverty eradication and
guaranteeing basic well-being to all its citizens. Action on addressing climate action was initiated even before the Paris
Agreement came into being. In 2008, India launched the National Action Plan on Climate Change (NAPCC), establishing
eight National Missions, covering several initiatives and a slew of measures in the area of solar, water, energy efficiency,
forests, sustainable habitat, sustainable agriculture, sustaining Himalayan ecosystem, capacity building and research and
development (R&D).

India is spearheading one of the world’s most ambitious clean energy transitions and remains steadfast in its commitment
to combating climate change. Despite the adverse impacts of Covid-19 on the economy, India has enhanced its climate
ambition manifold and embarked on a long-term strategy towards a Low GHG Emission Development Strategy by adopting
a multi-pronged approach.

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Initiatives Related to other Environmental Issues

Plastic Waste Management and Elimination of Identified Single-Use Plastics

India is committed to mitigating pollution caused by littered single-use plastics. According to a report on Plastic Waste
Management released by the Ministry of Housing and Urban Affairs, the global average of plastic per capita consumption
is 28 kg, and India has a per capita plastic consumption of 11 kg. However, as an attempt to reduce pollution caused due
to littered plastic waste in the country, the Ministry of Environment, Forest and Climate Change, Government of India,
notified the Plastic Waste Management Amendment Rules, 2021, on August 12, 2021. On July 1, 2022, a ban was imposed
on the manufacture, import, stocking, distribution, sale and use of identified single-use plastic items, which have low utility
and high littering potential, all across the country. The measures will promote a circular economy, reduce the plastic
footprint of plastic packaging, promote the development of new alternatives to plastic packaging and provide the next steps
for moving towards sustainable plastic packaging by businesses.

The Plastic Waste Management (Second Amendment) Rules, 2022, were notified on July 6, 2022. The amendment aligns
the rules with the Guidelines on Extended Producer Responsibility for plastic packaging. The amendment provides a
statutory framework for biodegradable plastics after conforming to BIS Standards and the Central Pollution Control Board
(CPCB) certification. The rules mandate that environmental compensation shall be levied based upon the polluter pays
principle, on persons not complying with the provisions of these rules, as per guidelines notified by the Central Pollution
Control Board.

INDUSTRY: STEADY RECOVERY

The industry holds a prominent position in the Indian economy contributing about 30 percent of total gross value added in
the country. In FY23, the Indian industry faced some extraordinary challenges as the Russian-Ukraine conflict broke out.
That led to a sharp rise in the prices of many commodities. Prices of edible oil, crude oil, fertilisers and food grains rose
sharply. They remained at elevated levels for several months. The risk of another round of supply chain disruptions

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emerged, but they were not as severe as feared. Nonetheless, both the price and the availability of essential commodities
had the potential to dent the industry’s optimism on consolidating the recovery of FY22 and further accelerating it. It is
fair to say that the Indian industry acquitted itself rather well under trying circumstances. Overall Gross Value Added
(GVA) by the Industrial Sector, based on data available for the first half of the FY23, rose 3.7 per cent, which is higher
than the average growth of 2.8 per cent achieved in H1 of the last decade.

Robust domestic conditions since FY22 have provided a demand stimulus to industrial growth. Private Final Consumption
Expenditure (PFCE) as a share of GDP in H1 of FY23 was the highest among all half years, H1 or H2, since FY15. Further,
the strong export performance of FY22 continued somewhat in the first half of FY23. In this half of the year, exports of
goods and services as a share of GDP have been the highest since FY16. However, the performance began to wane in the
first half itself as the Year-on-Year (YoY) growth of exports declined from Q1 to Q2 due to persistently high inflation and
rising interest rates in the advanced economies. The increase in investment demand has emerged as another powerful
stimulus to industrial growth. It has been triggered by the augmented capex of the central government in the current and
the previous year as compared to the pre-pandemic years. The leap also has crowded in private investment, already upbeat
on the pent-up demand, export stimulus, and strengthening of the corporate balance sheets.

INDIA’S PROSPECTS AS A KEY PLAYER IN THE GLOBAL VALUE CHAIN

The risk of supply chain shocks has never been more palpable than today, following compounding crises from the US-
China trade war, the Covid-19 pandemic, and the war in Ukraine. In this fast-evolving context, as global companies adapt
their manufacturing and supply chain strategies to build resilience, India has a unique opportunity to become a global
manufacturing hub this decade. The three primary assets to capitalise on this unique opportunity are the potential for
significant domestic demand, the Government’s drive to encourage manufacturing, and a distinct demographic edge,
including a considerable proportion of the young workforce. The manufacturing sector in India is gradually shifting to
more automated and process-driven manufacturing, which is expected to increase efficiency and boost the production of
the industry. The ‘Make-in-India’ Initiative was launched in 2014 to make India a hub for manufacturing, design, and
innovation. Since then, it has facilitated investment, fostered innovation and built world-class infrastructure.

(Source: Economic Survey 2022-23, Economic Survey 2022-23 Highlights)

PACKAGING INDUSTRY
INTRODUCTION

Manufacturing is emerging as an integral pillar in the country’s economic growth, thanks to the performance of key sectors
like automotive, engineering, chemicals, pharmaceuticals, and consumer durables. The Indian manufacturing industry
generated 16-17% of India’s GDP pre-pandemic and is projected to be one of the fastest growing sectors.

The machine tool industry was literally the nuts and bolts of the manufacturing industry in India. Today, technology has
stimulated innovation with digital transformation a key aspect in gaining an edge in this highly competitive market.

Technology has today encouraged creativity, with digital transformation being a critical element in gaining an advantage
in this increasingly competitive industry. The Indian manufacturing sector is steadily moving toward more automated and
process-driven manufacturing, which is projected to improve efficiency and enhance productivity.

India now has the physical and digital infrastructure to raise the share of the manufacturing sector in the economy and
make a realistic bid to be an important player in global supply chains.

Manufacturing has emerged as one of the high growth sectors in India. Prime Minister of India, Mr Narendra Modi,
launched the ‘Make in India’ program to place India on the world map as a manufacturing hub and give global recognition
to the Indian economy.

ADVANTAGES INDIA

1. Robust Demand

Manufacturing exports have registered highest ever annual exports of US$ 447.46 billion with 6.03% growth during FY23
surpassing the previous year (FY22) record exports of US$ 422 billion. By 2030, Indian middle class is expected to have
the second largest share in global consumption at 17%.

2. Increasing Investment

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Propelled by growth in priority sectors and driven by favourable megatrends, India’s manufacturing sector has opened
itself into new geographies and segments. Building on the competitive advantage of a skilled workforce and lower cost of
labour, the manufacturing sector is also witnessing an increased inflow of capex and heightened M&A activity, leading to
a surge in manufacturing output and resultant increased contribution to exports.

3. Policy Support

The Production Linked Incentive (PLI) scheme has been notified for Large Scale Electronics Manufacturing in India. The
scheme aims to attract large investments in the mobile phone manufacturing and specified electronic components, including
Assembly, Testing, Marking and Packaging (ATMP) units. Initiatives like Make in India, Digital India and Startup India
have given the much-needed thrust to the Electronics System Design and Manufacturing (ESDM) sector in India.

4. Competitive Advantage

The positive developments in the manufacturing sector, driven by production capacity expansion, government policy
support, heightened M&A activity, and PE/VCled investment, are creating a robust pipeline for the country’s sustained
economic growth in the years to come.

EXPORTS OF MANUFACTURED GOODS

• Manufacturing is a key component of India’s merchandise export.

• India’s manufacturing exports have traditionally grown between 5% and 10% pre-COVID-19 years, but exports have
seen tremendous growth over the last two years, with a compound annual growth rate (CAGR) of 15%.
• Manufacturing exports registered the highest ever annual exports of US$ 447.46 billion with 6.03% growth during
FY23 surpassing the previous year (FY22) record exports of US$ 422 billion

GROWTH DRIVERS FOR MANUFACTURING IN INDIA

GOVERNMENT INITIATIVES

In the Union Budget 2023-24:

• As per the Union Budget 2023-24, the income tax rate for new co-operative societies engaged in manufacturing
activities has been lowered from 22% to 15% (plus 10% surcharge).

• Startups incorporated within a time-period and meeting other conditions can deduct up to 100% of their profits; the end
of this period has been extended from March 31, 2023 to March 31, 2024. In addition, the period within which losses
of startups may be carried forward has been extended from seven to ten years.

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• The upper limit on turnover for MSMEs to be eligible for presumptive taxation has been raised from Rs 2 crore (US$
2,43,044) to Rs 3 crore (US$ 3,64,528). The upper limit on gross receipts for professionals eligible for presumptive
taxation has been raised from Rs 50 lakh (US$ 60,754) to Rs 75 lakh (US$ 91,132).

(Source: https://www.ibef.org )

The India Packaging Market is expected to reach $ 204.81 Bn by 2025, registering a CAGR of 26.7% during the
period of 2020-2025.

➢ The fastest growing packaging segments are laminates and flexible packaging, especially PET and woven sacks.
➢ The Indian packaging industry has made a mark with its exports that comprise flattened cans, printed sheets and
components, crown cork, lug caps, plastic film laminates, craft paper, paper board and packaging machinery,
while the imports include tinplate, coating and lining compounds and others.
➢ Over the last few years Packaging Industry is an important sector driving technology and innovation growth in
the country and adding value to the various manufacturing sectors including agriculture and FMCG segments.
➢ Growth in this sector is primarily driven by factors like growing pharmaceutical, food processing, manufacturing
industry, FMCG, healthcare sector and ancillary in the emerging economies like China, India, Brazil, Russia and
few other East European countries.
➢ Indian paper industry remains largely a fragmented sector. It consists of small, medium and large paper mills,
having production ranging from 5 to 2000 tonnes per day.
➢ Packaging is currently the 5th largest sector of Indian economy.
➢ India is a net exporter of packaging products and the largest exporter of sub-segments— Biaxially-oriented
Polyethylene Terephthalate (BOPET) & Flexible Intermediate Bulk Container (FIBC).
➢ 100% FDI is permitted under the automatic route in Paper & Packaging industries in India.

India Specific Key Facts for Paper and Packaging:

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➢ In term of value, $3179.24 Mn of paper, paperboard & newsprint was exported in 2021-22, as against $1940.94
Mn in the previous year. This added nearly $1238.30 Mn (in terms of percentage it is 63% growth) in the nation
growth.
➢ It has been recorded that most of the new green or brown field projects are coming in Packaging Grade Sector and
most of them are based on Recycled Fibre, hence, total share of RCF paper-based mills are exponentially
increasing.
➢ 70% paper and board is contributed by non-wood sectors of the Industry.
➢ Focus States of Paper: Andhra Pradesh, Karnataka, Maharashtra, and Gujarat.

(source: www.investindia.gov.in/#header )

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 BUSINESS OVERVIEW
The following information is qualified in its entirety by, and should be read together with, the more detailed
financial and other information included in the Draft Red Herring Prospectus, including the information contained
in the section titled “Risk Factors” on Page no. 25 of this Draft Red Herring Prospectus. In this chapter, unless the
context requires otherwise, any reference to the terms “We”, “Us”, “SPPL” and “Our” refers to Our Company.
Unless stated otherwise, the financial data in this section is as per our Restated financial statements prepared in
accordance with Accounting Standard set forth in the Draft Red Herring Prospectus.
Our Company was originally incorporated as ‘Sati Poly Plast Private Limited’ as a Private Limited Company, under the
provisions of the Companies Act, 1956 vide Certificate of Incorporation dated July 14, 1999, issued by the Registrar of
Companies, Bihar. Subsequently, pursuant to a special resolution passed by our Shareholders in the Extra-Ordinary General
Meeting held on November 1, 2023, our Company was converted from a private limited company to public limited
company and consequently, the name of our Company was changed from ‘Sati Poly Plast Private Limited’ to Sati Poly
Plast Limited’ with a fresh certificate of incorporation dated December 26, 2023 issued to the Company by the Registrar
of Companies-Bihar. The Corporate Identification Number of our Company is U00301BR1999PLC008904.
Our Company is promoted by Mr. Balmukund Jhunjhunwala, Mrs. Anita Jhunjhunwala, Mr. Aditya Jhunjhunwala, Mr.
Keshav Jhunjhunwala and Balmukund Jhunjhunwala HUF. Our promoters have a combined experience of more than 10
(Ten) years in the field of flexible packaging industry.
Our Company is an ISO Certified Company engaged in the manufacturing of flexible packaging material which is multi-
functional and caters to the packaging requirements of various industries. We provide end-to-end solution for various
flexible packaging needs. Till year 2015, our company was engaged in the business of trading of flexible packaging
material. From 2017, our Company commenced the manufacturing of flexible packaging material. Our Company has set
up two manufacturing units, of which “Plant 1” is situated at C44, Phase II, Gautam Budh Nagar – Noida-201305 with an
installed capacity of 500 tones per month and “Plant 2” is situated at Plot No. 85 Udhyog Kendra, Noida -201306 with an
installed capacity of 450 tones per month. Our Company has been consistently expanding its business operations by
increasing its installed capacity from 250 tonnes per month to 400 tonnes per month in 2018 and to 500 tonnes per month
in 2019. Our range of packaging solutions span a variety of products in the food and beverage category, including salty
snacks, snack bars, dry fruits, confectionery and dry foods. We utilise the advanced equipment available and continually
invest to maintain the quality of product, process efficiency and the superior service that we are renowned for. Our products
are crafted out of an extensive range of industry approved materials such as polyethylene terephthalate, biaxially-oriented
polypropylene, polythene, cast polypropylene, foil, paper, bio-degradable films, etc. Since, flexible packaging material
predominantly consists of plastic as a major raw material, we aim to manufacture our products sustainably by aiming
towards “Reuse, Recycle and Upcycle”. We stringently maintain the processes and accreditation required to ensure the
quality needs of the customers we supply in the food and beverages. We have also installed Automated Machine with Auto
Gauge Control with minimum gauge variation specially for Edible Oil Industries. Currently we are working with Pidilite,
Adani Wilmar, JVL and have also started vacuum bags for cashews.
Flexible packaging refers to a type of packaging material that is made from non rigid materials such as plastic, paper, or
aluminum foil to create pouches, bags, and other pliable product containers. Flexible packages are particularly useful in
industries that require versatile packaging, such as the food and beverage, personal care, and pharmaceutical industries.
Flexible packaging offers several advantages, including its ability to conform to the shape of the product, its lightweight
nature, and its ability to provide barrier properties to protect the contents from moisture, oxygen, and other external factors.
Additionally, flexible packaging is often considered more sustainable compared to rigid packaging, as it typically requires
fewer resources to produce and transport.
FINANCIAL SNAPSHOT
The financial performance of the company for the period ended September 30, 2023 and last three financial years ended
on March 31, 2023, March 31, 2022 and March 31, 2021 as per restated financial Statement are as follows:
For the period
For the Year ended
ended
Particulars
September 30, March 31, March 31, March 31,
2023 2023 2022 2021
Revenue from Operations (₹ in Lakhs) 7,568.59 19,091.77 17,516.08 12,576.52
Growth in Revenue from Operations (YoY %) - 9.00% 39.28% -
Gross Profit (₹ in Lakhs) 1,434.57 3,439.84 2,648.95 2,406.76
Gross Profit Margin (%) 18.95% 18.02% 15.12% 19.14%
EBITDA (₹ in Lakhs) 338.44 876.53 511.38 406.80
EBITDA Margin (%) 4.47% 4.59% 2.92% 3.23%

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 For the period
For the Year ended
ended
Particulars
September 30, March 31, March 31, March 31,
2023 2023 2022 2021
Profit After Tax (₹ in Lakhs) 108.93 308.89 28.23 (18.35)
PAT Margin (%) 1.44% 1.62% 0.16% (0.15%)
RoE (%) 24.09% 127.02% 37.83% (18.95%)
RoCE (%) 7.59% 22.63% 9.21% 4.60%
Net Fixed Asset Turnover (In Times) 6.97 16.57 14.47 9.67
Operating Cash Flows (₹ in Lakhs) (173.30) 310.69 348.98 610.36
Geography-wise Bifurcation
(Amount in ₹ Lakhs)

Period Ended Year Ended Year Ended Year Ended

Particulars 30th Sep, 31st March, 31st March, 31st March,
2023 2023 2022 2021

Sale of products
Domestics Sales 7,511.10 19,035.83 17,431.79 12,538.68
Export Sales 57.49 55.94 84.29 37.85
Total Sales 7,568.59 19,091.77 17,516.08 12,576.53

Period Ended Year Ended Year Ended Year Ended

Particulars 30th Sep, 31st March, 31st March, 31st March,
2023 2023 2022 2021
Andhra Pradesh - - - 15.34
Assam 0.67 9.19 4.39 0.22
Bihar 404.84 651.85 676.39 242.25
Chhattisgarh 6.72 - - -
Dadra and Nagar Haveli and Daman and Diu 47.74 97.39 110.63 125.72
Delhi 868.13 3,808.69 2,728.31 487.74
Gujarat 392.54 644.48 3.03 23.04
Haryana 497.34 858.41 1,330.71 1,691.95
Himachal Pradesh - 16.89 9.80 30.19
Jammu and Kashmir 33.39 62.45 39.56 25.20
Jharkhand - 6.06 - 31.64
Karnataka 3.20 - - -
Madhya Pradesh 13.92 (2.28) 110.90 29.81
Maharashtra 45.54 0.86 - 45.90
Meghalaya - - 4.70 51.03
Odisha - 6.13 15.19 51.24
Puducherry 16.60 36.22 40.19 35.40
Punjab 24.05 33.61 32.25 55.57
Rajasthan 458.55 1,049.77 1,178.71 901.10
Telangana - - 22.75 23.95
Uttar Pradesh 3,901.40 9,633.25 8,736.03 7,332.94
Uttarakhand 480.33 1,477.02 1,684.99 426.82
West Bengal 316.12 645.84 703.26 911.63

Total Domestics Sales 7,511.08 19,035.83 17,431.79 12,538.68

Add: Export 57.49 55.94 84.29 37.85
Total Sales 7,568.57 19,091.77 17,516.08 12,576.53

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OUR BUSINESS ACTIVITIES

Manufacturing

Flexible Packaging
Material

Roll Form Pouch Coextruded

Form Films

PRODUCT PORTFOLIO:

Roll Form Packaging Description

Packaging material in roll form refers to packaging materials
that are supplied in the form of continuous rolls. This type of
packaging material is commonly used in industries where
high-volume packaging is required, such as food and
beverage, pharmaceuticals, cosmetics and logistics. These
roll form packaging are made from industry approved
materials such as polyethylene, olyethylene terephthalate,
polypropylene, aluminium foil, laminates, kraft or coated
papers. Such materials provide excellent barrier properties
against moisture, light, oxygen, gases making it suitable for
pharmaceuticals, perishable goods and other sensitive
products. The specific choice of roll form packaging raw
material depends on the requirements of the packaged
product, including factors like product sensitivity, shelf life,
transportation conditions, and branding considerations.
Application of Roll Form Packaging
Roll form packaging finds application in various industries due to its versatility and convenience. Some of the industries
where roll form packaging is commonly used are:
i. Food and Beverage Industry: Used for packaging products such as snacks, edible oils, dry fruits, flour, frozen
food and beverages like tea, etc.
ii. Personal Care and Cosmetics Industry: Used for packaging products like lotions, creams, shampoos, and

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 cosmetics.
iii. Agriculture Industry: Used for packaging products like fertilizers, seeds, and agricultural films.
iv. Pharmaceutical Industry: Used for packaging medicines, tablets, capsules, and medical devices.
Pouch Form Packaging Description
Pouch form packaging refers to a type of packaging that
utilizes flexible materials, such as plastic or foil, to create a
pouch-like structure. This form of packaging is commonly
used for various products, including food, beverages,
personal care items, and more. It is often chosen for its
lightweight nature, ease of use, and its ability to stand upright
on store shelves. Additionally, pouch form packaging can be
customized with various features, such as resealable zippers,
spouts, and tear notches, to enhance consumer convenience.
Common raw materials used for pouch form packaging are
polyethylene, polypropylene, polyester, aluminium foil,
laminates and papers.

Application of Pouch Form Packaging

Roll form packaging finds application in various industries due to its versatility and convenience. Some of the industries
where roll form packaging is commonly used are:
i. Food and Beverage Industry: Used for packaging a range of food and beverage products, including snacks, sauces,
condiments, baby food, pet food, and beverages like juices, energy drinks, and coffee.
ii. Pharmaceutical Industry: Utilized for packaging pharmaceutical products such as tablets, capsules, powders, and
liquid medications.
iii. Personal Care and Cosmetics Industry: Used for packaging personal care products like shampoo, conditioner,
body wash, lotions, creams, and cosmetics.
iv. Household and Cleaning Products: Pouches are employed for packaging household cleaning agents, laundry
detergents, dishwashing liquids, and other similar products.
v. Automotive and Industrial Applications: Used for packaging lubricants, adhesives, sealants, and other
automotive and industrial chemicals.
vi. Agricultural and Horticultural Industry: Utilized for packaging seeds, fertilizers, pesticides, and other
agricultural and horticultural products.

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Coextruded Films Description
Coextruded films packaging refers to the use of multiple
layers of different materials in the production of flexible
packaging films. It involves the simultaneous extrusion of
two or more materials to create a single film with distinct
layers. Each layer can have different properties, such as
barrier properties, strength, flexibility, and printability,
which are tailored to meet specific packaging requirements.

Application of Coextruded Films

Coextruded films have diverse applications across various industries due to their unique properties and versatility. Some
of the industries where Coextruded Films is commonly used are:
i. Food Packaging: Used in the food industry for packaging perishable and non-perishable products.
ii. Pharmaceutical Industry: Utilized for packaging pharmaceutical products, medical devices, and healthcare
supplies.
iii. Flexible Packaging: widely employed in the flexible packaging industry for various products, including snacks,
confectionery, beverages, pet food, and personal care items.
iv. Agriculture and Horticulture Industry: Such films find applications in agriculture and horticulture for greenhouse
covers, mulch films, and crop protection films.
OUR PRODUCTS:

MANUFACTURING FACILITY :
Our Company carries out its business operations from two manufacturing units, situated at C-44, Phase-II, Noida,
District Gautam Buddh Nagar, Uttar Pradesh – 201305 (Plant -1) and Plot No. 85, Ecotech-III, Greater Noida, Gautam
Buddh Nagar, Uttar Pradesh – 201306 (Plant -2).
Inventory management, Warehousing and Logistics
We regard efficient inventory management as critical to the success of our business. Our inventory management
processes include product allocation for all our sales channels and store planning based on an assessment of sales
potential and requirements. We have strict inventory management and monitoring practices in place that allows us to
account for each piece of inventory and to ensure efficiency. Further, to manage an appropriate level of inventory for
each of our products, we also track our inventory on an everyday basis. We plan our inventory procurement by
forecasting demand analysis based on our targeted sales and inventory turnover. We generally endeavor to maintain
inventory levels in lines with customer demand. We also endeavor to ensure that product requirements and order
fulfilment is carried out in a timely and efficient manner. Our inventory management processes are supported by our in-
house warehouse. We continuously look for opportunities to optimize our supply chain network as well as warehouse
processes to optimize our efficiency and productivity. We rely on third party logistics providers, with whom we enter
into agreements, to transport our products.

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MANUFACTURING PROCESS FLOW CHART

Extrusion Printing Lamination Slitting Pouching

Extrusion Rotogravure Printing Solventless Lamination Slitting Machine Pouching Machine

Machine

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MANUFACTURING PROCESS
EXTRUSION PROCESS:
Extrusion is commonly used for manufacturing flexible packaging materials. Common materials used in flexible packaging
include polyethylene (PE), polypropylene (PP), polyethylene terephthalate (PET), and other polymers. The selected resin
is typically in pellet or powder form. It is then fed into an extruder, which melts and homogenizes the resin. The resin is
heated and melted inside the extruder using heating elements and mechanical mixing. The molten resin is forced through
a specially designed extrusion die, which determines the shape and thickness of the final flexible packaging material. The
extruded film or sheet is rapidly cooled using chilled rollers or air-cooling systems. This solidifies the molten resin into a
flexible and stable material. Extrusion lamination brings two films together using a layer of molten resin extruded through
computer-controlled extruder dies with advanced gauge controls (nuclear gauge monitoring and automatic profile control).
The two films and the molten resin form a multilayer flexible packaging lamination. We also manufacture products with
three-layer, five layer and seven layer blown film extrusion, wherein three polymers, five polymers and seven polymers
are simultaneously extruded through a common die to form an integral film to provide unique strength and barrier
properties.
PRINTING:
We are equipped with automatic rotogravure printing machines up to 10 colours to process high quality printing
requirements. Utilizing a rotatory print technique, Rotogravure is a method that first requires the engravement of graphics
onto a cylinder, plate or any other substance. It is then transferred to the final substrate. There are five basic components
of the printing process, (i) an engraved cylinder, the circumference of which differs in accordance with the layout of the
job; (ii) an ink tank or reservoir; (iii) a doctor blade; (iv) an impression roller and (v) a dryer. The process begins with the
preparation of a cylindrical printing plate, known as the gravure cylinder. The cylinder is engraved with tiny cells of varying
depths that hold the ink. The ink is applied to the engraved cylinder, and excess ink is wiped off the surface, leaving ink
only in the cells. The substrate, typically a flexible material like plastic film or paper, is fed through the printing press. The
cylinder rotates at high speed, transferring the ink from the cells onto the substrate. The pressure applied ensures proper
ink transfer. After printing, the ink on the substrate needs to be dried or cured. This can be achieved through various
methods such as hot air drying, infrared drying, or UV curing, depending on the type of ink used. Once the ink is dried,
additional processes like laminating, coating, or slitting may be performed to enhance the functionality or appearance of
the flexible packaging.
LAMINATION PROCESS:
Lamination process involves bonding multiple layers of different materials together to create a stronger, more durable, and
versatile packaging solution. Appropriate materials are selected based on the desired properties of the final packaging.
These materials can include plastic films, aluminum foil, paper, and more. The chosen materials are thoroughly cleaned
and prepared to ensure proper adhesion during lamination. This may involve treatments like corona treatment or flame
treatment to improve surface energy. A specially formulated adhesive is applied to one or both surfaces of the materials.
The adhesive acts as a bonding agent and holds the layers together during the lamination process. The layers of material
with the applied adhesive are passed through a set of nip rollers or laminating rollers. These rollers apply pressure and heat
to activate the adhesive, creating a strong bond between the layers. After lamination, the material is cooled down to ensure
the adhesive sets properly. Excess material is then trimmed off, resulting in clean and precise edges. We are equipped with
automatic high speed solventless lamination and automatic high speed dual extrusion lamination for fast processing job.
Laminating machinery can be classified according to the type of bonding agent used to produce the laminates. The types
are:
1. Wet Lamination: In wet lamination, a water-based adhesive is applied to one or both surfaces of the materials. This
adhesive contains a mixture of polymers, emulsifiers, and other additives to provide bonding strength. The adhesive-
coated layers are brought together, and pressure is applied using rollers to bond them together. The water-based
adhesive temporarily holds the layers in place. It is commonly used to produce a paper-aluminum foil laminate that is
widely used in flexible packaging.
2. Dry Lamination: In dry lamination, a thin layer of heat-activated adhesive, commonly known as a dry bond adhesive,
is applied to one or both surfaces of the materials. This adhesive is typically in the form of a film or powder. The
adhesive-coated layers are brought together, and pressure is applied using heated rollers or a lamination machine. Heat
activates the adhesive, causing it to melt and bond the layers together. The pressure ensures a strong and uniform bond.
It allows for faster production speeds, as there is no need for drying time like in wet lamination and also provides
excellent bond strength and durability.
3. Solventless Lamination: It is an environment friendly method that eliminates the use of solvents, making it a safer
and more sustainable option. In such lamination, a solventless adhesive is applied to one or both surfaces of the
materials. This adhesive is typically a two-component system that consists of a resin and a hardener. These components

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 are mixed together right before the lamination process. It eliminates the need for solvents, reducing environmental
impact and making it safer for workers. It also provides excellent bond strength, heat resistance, and barrier properties.
4. Ex-Coating Lamination: This process involves applying a coating layer to the surface of the flexible substrate to
enhance its performance and functionality. The coating layer is applied to one or both surfaces of the flexible substrate
using various methods. Common techniques include gravure coating, flexographic coating, or slot die coating. The
coating material can be a liquid solution or a hot-melt adhesive, depending on the desired properties and application
requirements. After the coating is applied, the flexible substrate passes through a drying or curing process. This step
removes any solvents or water present in the coating material, allowing it to harden and form a stable layer on the
substrate. It allows for the incorporation of functional properties like barrier properties, heat resistance, or moisture
resistance, depending on the chosen coating material. It also enhances the printability of the flexible substrate, making
it more visually appealing.
SLITTING/REWINDING PROCESS:
This process involves cutting large rolls of flexible substrates into narrower widths, creating multiple smaller rolls that are
easier to handle and use in various applications. The roll of substrate is loaded onto a slitting machine, and the unwinding
process begins. The roll is mounted on a shaft and unwound to feed the substrate into the slitting section. Tension control
is applied to ensure a smooth and consistent feeding process. The slitting section consists of multiple sets of rotary knives
or blades that are carefully positioned to cut the roll of substrate into narrower widths. The number of blades and their
spacing can be adjusted to achieve the desired width for the smaller rolls. In addition to creating narrower rolls, the slitting
process also trims the edges of the substrate. This removes any irregularities or defects that may have occurred during the
manufacturing process and ensures a clean and uniform edge on the smaller rolls. Once the slitting is complete, the narrower
rolls, known as slit rolls or master rolls, are rewound onto individual shafts or cores. Tension control is applied during
rewinding to maintain consistent and even winding tension, preventing potential issues like wrinkling or telescoping of the
substrate. Slitting operation is an important link in flexible packaging production, the quality of slitting will directly affect
the quality of pouch making and automatic packaging film. We are equipped with automatic high speed slitting machines
for fast processing job.
POUCHING PROCESS:
There are many types of pouches used for packing various products like central sealing, 3 side sealing, zipper pouch, stand
up pouches and pouch with slider membrane. These are made with the help of specific machines on which the rolls are
placed and passed through to form pouches. Stand up pouches are laminated film bags, typically made of plastics or a blend
of plastic film and aluminum foil. They can be printed with any color, logo, or design, so the potential to really make an
impact on retail shelves is very high. The first step in the stand-up pouch manufacturing process is passing the laminated
packaging material through a set of plows that fold a W-shape gusset into the bottom, so that the pouch can stand up. If a
zipper is to be part of the package, it is sealed on the inside facing of the web near the top edge. Once the gusset is formed,
vertical seals are then made along the sides, and the zipper is pressed into the same area to seal its ends and reduce its
thickness. The bottom folds of the pouch are then sealed, and the pouch is then cut apart vertically through the center of
the side seals to create the container part of the bag, and it is then carried to the station that will fill the pouch with the final
product or packaged in cartons for shipment to the end user. After the product is dispensed into the pouch, it travels to
another manufacturing station where the zipper is closed, and the pouch is sealed again, above the zipper. A notch is usually
cut into the sides of the pouch between the top seal and the zipper, so it is easy for end users to open. Stand up pouches can
be used for both dry food packaging and liquid products, such as pet food, liquid household cleaners, personal care items,
chemical products, and granular products like salt or sugar.

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OUR BUSINESS STRATEGIES:
a) Expand our existing product portfolio:
We intend to diversify our product portfolio which could cater to customers across segments, sectors, and geographies. In
accordance with this, we intend to further diversify into products with prospects for increased growth and profitability such
as vacuum bags for cashews and rice. Our Company has expanded its business and set up manufacturing unit and installed
Multi color (up-to 10 Colors) Roto Gravure Printing Machine for flexible packaging and printing process. Our Company
foresees an increase in demand of its packaging products and in order to tap the growing market, we intend to utilize the
Net Proceeds of this Issue to fund our working capital requirements. For further details, please refer to the chapter titled
“Object of the Issue” at page 56 of this Draft Red Herring Prospectus. Further, we believe that since the requirements of
various sectors that our existing customers are currently servicing are continuously evolving, as a consequence of the same,
there will be a continuous demand to evolve our existing products and expand our product portfolio to meet these
requirements. We believe that our emphasis on quality of manufacture and timely delivery of our offerings have been a
key factor in our ability to attract new customers and to retain our existing customers.
b) Improving functional efficiency:
Our Company intends to improve operating efficiencies to achieve cost reductions to have a competitive edge over the
peers. We believe that this can be done through continuous process improvement and technology development. We
continue to invest in operational excellence throughout the organization. We ensure a strong quality commitment by our
employees. We intend to continue to encourage our employees to be enterprising and expect them to learn on the Job and
contribute constructively to our business, either through ideas, personal networks or effective knowledge management.
c) Focus on consistently meeting quality standards:
Our Company intends to focus on adhering to the quality standards of the products. Quality of the product is very important
for the company. Continuous quality review of products and timely corrective measures in case of quality diversion are
keys for maintaining quality standards of the products. Providing the desired and good quality products help us in enhancing
customer trust and maintaining long term relationships with them. The certifications such as ISO 9001:2015 for Quality,
ISO 22000:2018 for Food Safety Management and ISO 45001:2018 for Occupational Health and Safety Management
certify the quality and safety of our products and the compliance with international standards mark the efficiency and
expertise of our employees in the Quality Division.

OUR COMPETITIVE STRENGTH:

(1) Established Manufacturing Facility:
Our manufacturing facilities located at C44, Phase II, Gautam Budh Nagar – Noida-201305 and at Plot No. 85 Udhyog
Kendra, Noida -201306 are spread over 8100 sq Mtr area and 1035 sq Mtr of area are equipped to carry out end to end
manufacturing activities starting from designing of products to production of finished goods. Our dynamic setup not only
gives us better control over quality but also benefits us with cost advantages compared to our competitors who resort to
job work for various activities in the complete manufacturing process.
(2) Cost Leadership and time bound execution:
Our Company promotes cost leadership and timely execution of client’s orders. The timely fulfilment of the orders is a
prerequisite in our industry and the cost leadership entails cost efficient manufacturing processes. Our management has
carried out various steps for the purpose which involves identification of quality raw materials, harmonious relations with
workforce and the use of latest and highly efficient manufacturing facilities which enhanced our ability to meet large and
varied orders on a timely basis. Our Company has also sustained good relations with our vendors and consequently, we
enjoy the benefit of timely supply of the raw materials which has been one of the major reasons why we have been able to
achieve timely fulfilment of client’s orders. Our Company constantly endeavors to implement an efficient procurement
policy for inputs required for manufacturing so as to ensure cost efficiency in procurement which in turn results in cost
effective manufacturing.
(3) Cordial relationship between management and labour:
Over the years our management has successfully maintained harmonious relations with our workforce. Our management
has been able to match the goals and objectives of the company with the goals and expectations of the workforce which
enabled the company to achieve its production targets and desired quality of products. Until now, there has been no union
of our employees. Further, we have not faced any strikes, lock – outs or any other labour protests in our organization since
the inception of our business.
(4) Existing relationship with the clients:

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We focus on building sustained and long-term relationship with our clients and constantly try to cater customer needs with
products in demand. Since we are mainly engaged in B2B business model, our existing clients provide us mandate for
continuous services. We trust that our existing relationship and goodwill serves as a competitive advantage in gaining new
clients and increasing our business with existing clients.
(5) Quality Assurance:
Each of our Company’s products passes through stringent quality checks. The quality assurance measures taken by our
Company include thorough checking of all raw materials, other inputs and finished goods to ensure quality, statistical
methods to identify and analyze areas of improvement, experienced manpower for quality assurance activities, creation of
data base for future reference and analysis etc. Each of the divisions is well equipped with modern quality checking and
testing equipment in place for quality assurance and functions on our philosophy of providing quality products to customer.
PLANT AND MACHINERIES
Brief details of major Plant and Machinery installed:
Sr. Application of Machineries
Equipment Description Nos. Make / Capacity
No.
Used for manufacturing of
ARMOUR-220 PET/Hi-Quality Polyethylene Terephthalate (PET)
Injection Moulding
1. 2 Foods & Beverages Pvt. Ltd. & bottles for 200 millilitre (ML), 500
Machine
Windsor Machines Ltd ML,1 litre Drinking Water/Edible
Oils
20 KVA and 300 KVA/ Eaton Used as back up of power for 10
2. UPS 2 Power Quality Private Limited and minutes, when there is power cut
Grenotech Power Pvt. Ltd.
3. Electrical Transformer 2 800 KVA/ Globe Rectifiers Used for stabilising power
Slitter Rewinder High Speed/ NAPH Graphics Pvt. Used for cutting of jumbo rolls in
4. 2
Machine Ltd. small rolls of 20-30 kilograms (KG)
Used for printing of material for
5. Printing Machine 2 8 and 9 Colour/ Uflex Ltd
making laminates
BARON-1250/ Windsor Machines Used for making polyfilm
6. Film plant 1
Ltd
Used for checking defects after
7. Inspection machine 1 C. Trivedi & Co.
printing of material
500 KVA & 11KV / Jakson Limited Used for running of plant in case of
8. Diesel Generating Set 2
DTA power cut
EG 22-10 400V/ As Equipment Pvt Used for running of all machines in
9. Air Compressor 1
Ltd plant
Die used in moulding machine for
10. Injection Mould 3 28 mm/ Ashish Exports
making of PET bottles
Dongguan Machinery Import and Used for manufacturing of film used
11. Stretch Film Machine 1
Export Co., Ltd. in various outer packing material
Solventless Lamination Lotus Mechanical Pvt. Ltd. & Uflex Used for manufacturing of laminate
12. 2
Machine Ltd
Automatic Stand -Up / Galaxy Used for making of pouches
13. Pouch Making Machine 1
Packtech Private Limited
Multilayer Blow Plant 3 Used for making polyfilms which is
14. 1 NAPH Graphics Pvt. Ltd.
Layer needed to make laminates
Multilayer Laminate Used for making material from
15. 1 Uflex Ltd
Recycling Machine wastage
16. Lamination Machine 1 Uflex Ltd Used for manufacturing of laminates
Doctoring Rewinding Used for making winding and joint
17. 1 Decent Engineering
Machine free small rolls of 20-30 KG
Corona Treater Used for generating static treatment
18. 1 Erhardt Leimer (India) Pvt Ltd
CSME150 while making polyfilm
Source:- Certificate dated December 12, 2023 by Independent Charter Engineer Mr. Jeevan Parkash Sood.

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INSTALLED CAPACITY AND CAPACITY UTILIZATION
Installed Capacity and Capacity Utilization
Particulars For period ended on September
FY 2022-23 FY 2021-22 FY 2020-21
30, 2023
Instal Instal
Installe Installe
led led
d Actual Actual d Actual
Unit Actual Capa Capa % %
Product Capacit % Productio % Productio Capacit Productio
Nam Production( city city utilizatio utilizatio
Name y utilization n (in utilization n (in y n (in
e in Tonnes) (in (in n n
(in Tonnes) Tonnes) (in Tonnes)
Tonn Tonn
Tonnes) Tonnes)
es) es)
450 450
Roll films 500 400
Tons Tons
Plant / Pouches/ Tons 250 Tons Per 400 Tons 400 Tons Tons 200 Tons
50% Per 88.89% Per 88.89% 50%
1 Coextrude Per Month Per Month Per Month Per Per Month
Mont Mont
d Films Month Month
h h

Installed Capacity and Capacity Utilization

Particulars For period ended on September 30,
FY 2022-23 FY 2021-22 FY 2020-21
2023
Unit Product Installed Actual % Installed Actual % Installed Actual % Installed Actual %
Nam Name Capacity Productio utilizatio Capacity Productio utilizatio Capacity Productio utilizatio Capacity Productio utilizatio
e (in n(in n (in n (in n (in n (in n (in n (in n
Tonnes) Tonnes) Tonnes) Tonnes) Tonnes) Tonnes) Tonnes) Tonnes)
Roll
films /
Injection
Plant 500 Tons 250 Tons 450 Tons 400 Tons 450 Tons 400 Tons 400 Tons 200 Tons
Mouldin 50% 88.89% 88.89% 50%
2 Per Month Per Month Per Month Per Month Per Month Per Month Per Month Per Month
g Films/
Strech
Film
Source: - Certificate dated December 12, 2023 by Independent Charter Engineer Mr. Jeevan Parkash Sood.
Note: Data mentioned for period ended September 30, 2023 is not annualised.

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SWOT ANALYSIS
A SWOT (Strengths, Weaknesses, Opportunities, and Threats) analysis is a useful tool for evaluating the overall position
of a business in its market. For Sati Polyplast Limited, here is a snap of our analysis for prevailing market conditions.

Strengths Weaknesses

• This type of packaging offers great flexibility in • While flexible packaging offers good protection
terms of shape, size and design. It can be moulded
against external environment, it may not be suitable
and customized to fit the product’s specific need. for highly fragile products that require additional
• It is lightweight, which reduces transportation costs structural support or cushioning.
and carbon emissions. It also makes it easier for
• Some pouches may not have resealable features,
consumers to handle and carry the products. making it inconvenient for consumers to reuse or
• Such packaging can be used for a wide range of store the product opened.
products from food and beverages to
• In certain industries, such as gourmet food or luxury
pharmaceuticals and personal care items. It is cosmetics, flexible packaging may be perceived as
suitable for both liquid and solid products. lower quality compared to rigid packaging options.
• It is often durable and resistant to punctures,
moisture and other external factors. It helps protect
the product from damage and spoilage during
storage and transportation.
• Can be designed to provide excellent barrier
properties, including oxygen and moisture
resistance, which help extend the shelf life of
perishable products.
• Cost effective than rigid packaging options, such as
glass or metal. Requires less material and energy to
produce, resulting in lower production costs.

Opportunities Threats

• Flexible packaging has the potential to be more • Flexible packaging industry may face challenges due
sustainable compared to traditional rigid packaging to regulatory restrictions on certain materials or
options due to its lightweight and reduced material additives used in packaging, particularly those related
usage. There is an increasing demand for
to food safety.
environmentally friendly packaging solutions,
which presents an opportunity for the flexible • Market is highly competitive with numerous players
packaging industry. offering similar products. This can lead to price
pressure and reduced profit margins.
• Ongoing advancements in materials, such as
compostable or biodegradable films, offer an
opportunity to enhance the sustainability credentials
of flexible packaging and appeal to eco conscious
consumers.
• With the rise of e-commerce there is higher demand
for packaging that can withstand the rigors of

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 shipping and handling.
COLLABORATIONS, ANY PERFORMANCE GUARANTEE OR ASSISTANCE IN MARKETING BY THE
COLLABORATORS
Our Company has not entered into any collaboration, or performance guarantee or assistance for marketing with any
Company.
MARKETING & DISTRIBUTION
We expect to maintain our focus on Customer Relationships. We believe that there are significant business opportunities
from existing as well as potential customers. We intend to invest in developing and enhancing recognition of our brand
“Sati” through brand-building efforts, communication, and promotional initiatives such as advertisement in electronic
media, public relations and investor relations efforts. We believe that our branding exercise will enhance the recall value
and trust in minds of our customers and will help in increasing demand for our products.
END USERS
Our products are primarily used for Retail packaging and Consumer packaging, and hence the companies in such businesses
are our end users.
COMPETITION
Our industry faces competition from organized as well as unorganized players in the domestic market as well as in the
international market. We have a number of competitors who manufacture products, which are similar to us. Even with a
diversified product portfolio, quality approach and modern technology we may have to face competitive pressures. We
believe the principal elements of competition in our industry are price, quality, timely delivery and reliability. We compete
against our competitors by establishing ourselves as an integrated packaging material manufacturer with an innovative
business model and industry expertise in manufacturing packaging material with varied applications, which enables us to
provide our clients with innovative products suitable to their needs and market requirements. For risks relating to the same,
please refer to Risk Factor Number 44 in chapter titled “Risk Factor” beginning from page 25 of Draft Red Herring
Prospectus.
UTILITIES AND INFRATSTRUCTURE FACILITIES
Raw Material
The major primary raw material used during the manufacture of flexible packaging material are polyester, low-density
polyethylene (“LDPE”), polyethylene terephthalate (“PET”), biaxially-oriented polypropylene (“BOPP”), polythene
(“PE”), cast polypropylene (“CPP”), metallized polyester film, foil, paper, bio-degradable films. The secondary raw
materials used during our manufacturing process are ink, granules and adhesive. We import as well as domestically
source our raw materials from various suppliers.
Power
We require power supply for manufacturing of our products and to meet our requirement, we have been provided with
sanctioned load of 950 KVA for our manufacturing facility “Plant 1” from Pashchimanchal Vidyut Vitran Nigam Ltd
and with sanctioned load of 400 KVA for “Plant 2” from Noida Power Company Limited. We also maintain diesel
generator sets at both our manufacturing units
Water
Water is required in our manufacturing facility which is extracted from ground and we are also having R.O. facility.
Transportation
We are dependent on the third party for procurement of our raw material and for supply of our end products for which
our customer are required to tie up with third party transporter.
Technology
We have adequate computer systems, servers and other communication equipment’s, Internet connectivity, security and
other facilities, which are required for our business operations to function smoothly.
HUMAN RESOURCES
Human resource is an asset to any industry. We believe that our employees are the key to the success of our business. Our
manpower is a prudent mix of experienced and young personnel which gives us the dual advantage of stability and growth.
As on September 30, 2023, we have the total 142 On Roll Employees. Department wise bifurcation of the on-roll
Employees is provided below:

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 Sr. No. Category of Employees No. of Employees
1. Production, Maintenance and Supply 134
2. Management Personnel 2
3. Marketing, Administration and HR 4
4. Accounts & Finance 2
Total 142
EXPORTS & EXPORTS OBLIGATIONS
We export our products to Nepal, the details of which for the period ended September 30, 2023 and the preceeding three
financial years are as follows:
Sr. Particulars September FY 2022-23 FY 2021-22 FY 2020-21
No. 30, 2023
1. Export Sales 57.49 55.94 84.29 37.85

INTELLECTUAL PROPERTIES
Our Company does not have Intellectual Property.
Trademark: Our Company does not have registered trademark.
Domain Name

Sr.
Domain Name and ID Registrant Name Creation Date Registry Expiry Date
No.
1. satipolyplast.in GoDaddy.com, LLC June 07, 2016 June 07, 2024

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IMMOVABLE PROPERTYs
The details of the Immovable property owned by our company:
As on the date of this Draft Red Herring Prospectus, our company does not own any immovable property.
The Details of the Immovable properties taken on lease / rent basis are given below:
Sr. Document Effective Name of Lessor Name of Description of Property Area Usage Purpose Rent Tenure
No. Date Date Lessee (In ₹)
7,76,250 per
month
C-44, Phase-II, Noida, Factory/
Home Concept subject to
August 06, Sati Poly Plast District Gautam Buddh Manufacturing
1. Crafts Private increase by 9 Years
2017 April 01, Private Limited Nagar, Uttar Pradesh - unit (Plant – 1) &
Limited 8100 Sq. Mtr 15% after
2017 201305 Corporate Office
the expiry of
every 3 years
1,15,000 per
Plot No. 85, Ecotech-III, Factory/
month
September KLPL Infratech Sati Poly Plast Greater Noida, Gautam Manufacturing
2. December subject to 9 Years
12, 2016 Private Limited Private Limited Buddh Nagar, Uttar Pradesh unit
01, 2016 1035 Sq. Mtr increase 5%
- 201306 (Plant – 2)
every year
DN Singh Road, Holding
Sati Poly Plast w.e.f.
September September Saurav No. 2, Jain Mandir Road, Registered 10,000 per
3. Private Limited 120 Sq. ft. September
01, 2023 01, 2023 Jhunjhunwala Marwari Tola Lane, Office# month
01, 2023
Bhagalpur, Bihar - 812002
# Our company is in the process of changing the registered office to our corporate office situated at C-44, Phase II, Distt. Gautam Budh Nagar, Noida- 201305, Uttar
Pradesh, India for which shareholders have approved on January 31, 2024, however RoC approval for the same is pending as on the date of Draft Red Herring Prospectus.

DETAILS OF INDEBTEDNESS
The details of facilities availed from Banks are as follows. For more details of other indebtedness please refer “Restated Financials Information” beginning from page no. 162
of Draft Red Herring Prospectus.

121 | P a g e
 Outstanding
Security/ Principal
Sr Nature of as on 30th Rate of Repayment Collateral Security/
Lender Loan terms and
No. Facility September, Interest/Margin Term other Condition
conditions
2023
Long Term Borrowings (secured and Unsecured)
HERO
Secured
FINCORP Various Plant and
1 MSME 29.08 10.95 12.75% 48 Months Not Applicable
LIMITED Machinery
Loan
(MSME LOAN)
ICICI BANK
2 ELECTRIC Car Loan 20.00 14.43 8.40% 36 Months Vehicles Not Applicable
CAR
ICICI BANK
3 Car Loan 58.00 7.15 7.75% 36 Months Vehicles Not Applicable
(MODEL-V)
KOTAK
MAHINDRA
4 Car Loan 112.00 30.25 7.45% 36 Months Vehicles Not Applicable
PRIME
LIMITED
KVBL
(STRETCH Machine
Various Plant and
5 FILM Term 66.00 42.26 9.50% 36 Months Not Applicable
Machinery
MACHINE) Loan
LOAN
PROPERTY OF
ANITA
Working
JHUNJHUNWALA
MSME LOAN Capital
6 9.50 3.84 8.20% 48 Months 20% on CC limit AND FDR WORTH
FOR KVBL Term
75 LAKH STOCK
Loan
AND WORKING
CAPITAL

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 Outstanding
Security/ Principal
Sr Nature of as on 30th Rate of Repayment Collateral Security/
Lender Loan terms and
No. Facility September, Interest/Margin Term other Condition
conditions
2023
SIEMENS
FINANCIAL Secured
Various Plant and
7 SERVICES Machine 19.78 9.10 11.93% 36 Months Not Applicable
Machinery
PVT. LTD. Loan
(19.78 LACS)
SIEMENS
FINANCIAL Secured
Various Plant and
8 SERVICES Machine 45.14 33.04 12.25% 36 Months Not Applicable
Machinery
PVT. LTD. Loan
(45.135)
SIEMENS
FINANCIAL Secured
9 SERVICES Machine 45.40 15.75 12.75% 48 Months Fixed assets Not Applicable
PVT. LTD. Loan
(45.40)MSME
TOYOTA
FINANCIAL
10 SERVICES Car Loan 30.00 19.17 8.00% 36 Months Vehicles Not Applicable
INDIA LTD. (
30L)
TOYOTA
FINANCIAL
11 SERVICES Car Loan 42.00 26.84 8.00% 36 Months Vehicles Not Applicable
INDIA LTD. (
42L)
YES BANK Secured
Various Plant and
12 (254.10+70.00) Machine 324.10 77.52 11.85% 70 Months Not Applicable
Machinery
324.10LACS Loan
123 | P a g e
 Outstanding
Security/ Principal
Sr Nature of as on 30th Rate of Repayment Collateral Security/
Lender Loan terms and
No. Facility September, Interest/Margin Term other Condition
conditions
2023
Secured
YES BANK
13 Machine 82.09 29.92 9.25% 48 Months on Demand Unsecured
(MSME LOAN)
Loan
YES BANK Secured
14 MSME LOAN - Machine 41.05 41.05 9.00% 60 Months on Demand Unsecured
2(41,04,535.00) Loan
Unsecured Loan
15 From Aditya Unsecured - 52.43 - - on Demand Unsecured
Jhunhunwala
Unsecured Loan
16 From Anita Unsecured - 38.53 - - on Demand Unsecured
Jhunhunwala
Unsecured Loan
From
17 Unsecured - 488.17 - - on Demand Unsecured
Balmukund
Jhunhunwala
Unsecured Loan
From
18 Balmukund Unsecured - 55.96 - - on Demand Unsecured
Jhunhunwala
(HUF)
Unsecured Loan
From DPA
19 Unsecured - 749.19 - - on Demand Unsecured
Finance Pvt.
Ltd.
Unsecured Loan
20 Unsecured - 0.91 - - on Demand Unsecured
From Reliance

124 | P a g e
 Outstanding
Security/ Principal
Sr Nature of as on 30th Rate of Repayment Collateral Security/
Lender Loan terms and
No. Facility September, Interest/Margin Term other Condition
conditions
2023
Commercial
Finance Loan
Short Term Borrowings (secured and Unsecured)
PROPERTY OF
Cash ANITA STOCK AND
KARUR
1 Credit 50.00 43.23 10.50% N/A JHUNJHUNWALA WORKING
VYSYA BANK
Limit AND FDR WORTH CAPITAL
75 LAKH

SECURED ON
PERSONAL
STANDERED
PROPERTY OF
2 CHARTERED Over Draft 420.00 126.44 9.00% N/A No Collateral
BALMUKUND
BANK
JHUNJHUNWALA
(DIRECTOR)

125 | P a g e
DETAILS OF INSURANCE
Presently, our company has following Insurance Policies:
Premium
Sr. Insurance Name of Sum assured
Policy Number Date of expiry Details Paid
No. Company Insured/Proposer (₹ in Lakhs)
(in ₹ Lakhs)
The New India
Sati Poly Plast Private November 27, Plant and machinery and
(i). Assurance Co. 42140211239600000226 2500.00 3.76
Limited 2024 other contents
Ltd

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 KEY INDUSTRY REGULATIONS

Except as otherwise specified in this Draft Red Herring Prospectus, we are subject to several central and state
legislations which regulate substantive and procedural aspects of our business.

Additionally, our operations require sanctions from the concerned authorities, under the relevant Central and
State legislations. The following is an overview of some of the important laws, policies and regulations which are
pertinent to our business of manufacturing flexible packaging material. Taxation statutes such as the I.T. Act,
GST and applicable Labour laws, contractual laws, and intellectual property laws as the case may be, apply to
us as they do to any other Indian company. The statements below are based on the current provisions of Indian
law, and the judicial and administrative interpretations thereof, which are subject to change or modification by
subsequent legislative, regulatory, administrative or judicial decisions. The regulations set out below may not be
exhaustive and are only intended to provide general information to Investors and are neither designed nor
intended to be a substitute for professional legal advice.

APPROVALS

For the purpose of the business undertaken by our Company, it is required to comply with various laws, statutes,
rules, regulations, executive orders, etc. that may be applicable from time to time. The details of such approvals
have more particularly been described for your reference in the chapter titled “Government Approvals” beginning
on page number 189 of this Draft Red Herring Prospectus.

APPLICABLE LAWS AND REGULATIONS

BUSINESS AND/OR KEY INDUSTRY AND/OR TRADE RELATED LAWS AND REGULATIONS:

ENVIRONMENTAL LEGISLATIONS:
The Environment Protection Act, 1986 and Environment (Protection) Rules, 1986
The Environmental Protection Act, 1986 is an "umbrella" legislation designed to provide a framework for
coordination of the activities of various Central and State authorities established under various laws. The potential
scope of the Act is broad, with "environment" defined to include water, air and land and the interrelationships
which exist among water, air and land, and human beings and other living creatures such as plants, micro-
organisms and property. Further, the Ministry of Environment and Forests looks into Environment Impact
Assessment. The Ministry receives proposals for expansion, modernization and setting up of projects and the
impact which such projects would have on the environment which is assessed by the Ministry in detail before
granting clearances for such proposed projects.
National Environmental Policy, 2006
This Policy seeks to extend the coverage, and fill in gaps that still exist, in light of present knowledge and
accumulated experience. This policy was prepared through an intensive process of consultation within the
Government and inputs from experts. It does not displace, but builds on the earlier policies. It is a statement of
India's commitment to making a positive contribution to international efforts. This is a response to our national
commitment to a clean environment, mandated in the Constitution in Articles 48 A and 51 A (g), strengthened by
judicial interpretation of Article 21. The dominant theme of this policy is that while conservation of environmental
resources is necessary to secure livelihoods and well-being of all, the most secure basis for conservation is to
ensure that people dependent on particular resources obtain better livelihoods from the fact of conservation, than
from degradation of the resource. Following are the objectives of the National Environmental Policy:
1. Conservation of Critical Environmental Resources
2. Intra-generational Equity: Livelihood Security for the Poor
3. Inter-generational Equity
4. Integration of Environmental Concerns in Economic and Social Development
5. Efficiency in Environmental Resource Use
6. Environmental Governance
7. Enhancement of resources for Environmental Conservation.
Air (Prevention and Control of Pollution) Act, 1981
Air (Prevention and Control of Pollution) Act 1981 (-the Act) was enacted with an objective to protect the
environment from smoke and other toxic effluents released in the atmosphere by industries. With a view to curb

127 | P a g e
air pollution, the Act has declared several areas as air pollution control area and also prohibits the use of certain
types of fuels and appliances. Prior written consent is required of the board constituted under the Act, if a person
intends to commence an industrial plant in a pollution control area.
Water (Prevention and Control of Pollution) Act, 1974
The Water (Prevention and Control of Pollution) Act, 1974 (-the Act) was enacted with an objective to protect the
rivers and streams from being polluted by domestic and industrial effluents. The Act prohibits the discharge of
toxic and poisonous matter in the river and streams without treating the pollutants as per the standard laid down
by the Pollution control boards constituted under the Act. A person intending to commence any new industry,
operation or process likely to discharge pollutants must obtain prior consent of the board constituted under the
Act.
The Hazardous and other Wastes (Management & Trans-boundary Movement) Rules, 2016
Hazardous Waste Management Rules are notified to ensure safe handling , generation, processing, treatment,
package, storage, transportation, use, reprocessing, collection, conversion, and offering for sale, destruction and
disposal of Hazardous Waste. These Rules came into effect in the year 1989 and have been amended later in the
years 2000, 2003 and with final notification of the Hazardous Waste (Management, Handling and Trans-boundary
Movement) Rules, 2008 in supersession of former notification. The Rules lay down corresponding duties of
various authorities such as MoEF, CPCB, State/UT Governments, SPCBs/PCCs, DGFT, Port Authority and
Custom Authority while State Pollution Control Boards/ Pollution Control Committees have been designated with
wider responsibilities touching across almost every aspect of Hazardous wastes generation, handing and their
disposal.
The Food Safety and Standards Act, 2006 (the “FSS Act”)
The FSS Act consolidates the laws relating to food and to establish the Food Safety and Standards Authority of
India (the “Food Authority”) for setting out scientific standards for articles of food and to regulate the
manufacture, storage, distribution, sale and import, to ensure availability of safe and wholesome food for human
consumption and for matters connected therewith or incidental thereto. The Food Authority is required to provide
scientific advice and technical support to the GoI and the state governments in framing the policy and rules relating
to food safety and nutrition. The FSS Act also sets out requirements for licensing and registering food businesses,
general principles for food safety, and responsibilities of a ‘food business operator’ and liability of manufacturers
and sellers, and adjudication process. The Food Safety and Standard Regulations, 2011 lay down duties of a Food
Inspector, which, among others, include ensuring that food business operators are complying with the
requirements pertaining to manufacture, handling and packaging of food articles, along with the conditions of the
license granted to them for various food products.
The Food Safety and Standards (Labelling and Display) Regulations, 2020.
These regulations prescribe the labelling requirements of pre-packaged foods and display of essential information
on premises where food is manufactured, processed, served and stored.
The Food Safety and Standards (Packaging) Regulations, 2018
Every food business operator shall ensure that the packaging material used shall be in accordance with these
regulations, which inter-alia provide for, the packaging material to be of food grade quality, suitable for the type
of product, the conditions provided for storage and the equipment for filling, sealing and packaging of food as
well as transportation conditions and to be able to withstand mechanical, chemical or thermal stresses encountered
during normal transportation and food products to be packed in clean, hygienic and tamper-proof package or
container, etc. Every food business operator shall obtain the certificate of conformity issued by NABL accredited
laboratory against these regulations for the packaging material which comes in direct contact with food or layers
likely to come in contact with food to be used.

EMPLOYMENT AND LABOUR LAWS:

The Factories Act, 1948
The Factories Act, 1948, as amended, defines a “factory” to cover any premises which employs 10 or more
workers on any day of the preceding 12 months and in which a manufacturing process is carried on with the aid
of power or any premises where at least 20 workers are employed, and where a manufacturing process is carried
on without the aid of power. Each state government has enacted rules in respect of the prior submission of plans
and their approval for the establishment of factories and registration/licensing thereof. The Factories Act provides
for imposition of fines and imprisonment of the manager and occupier of the factory in case of any contravention
of the provisions of the Factories Act.

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Contract Labour (Regulation and Abolition) Act, 1970
The Contract Labour (Regulation and Abolition) Act, 1970 requires establishments that employ or have employed
on any day in the preceding twelve months, twenty or more workers as contract labour to be registered. The Act
requires the principal employer of an establishment to which the Contract Labour Act applies to make an
application for registration of the establishment to employ contract labour in the establishment. Contractor to
whom the Contract Labour Act applies is required to obtain a license and not to undertake or execute any work
through contract labour except under and in accordance with the license issued. The Contract Labour Act imposes
certain obligations on the contractor including the establishment of canteens, rest rooms, washing facilities, first
aid facilities and provision of drinking water and payment of wages. In the event that the contractor fails to provide
these amenities, the principal employer is under an obligation to provide these facilities within a prescribed time.
Inter-State Migrant Workmen (Regulation of Employment and Conditions of Service) Act, 1979
This law is applicable to all the establishments employing five or more migrant workmen from other states. In
addition to this, this law is also applicable to contractors who have employed five or more inter-State workmen.
The establishment must be registered with the local authority while employing migrant workers. This means that
an establishment is prohibited from employing migrant workers from other states if they do not have a certificate
from the concerned authority. The same law applies to the contractors too who employ workers from one state
and deploy them in other states. As per this law, the contractors deploying the migrant workers must provide terms
and conditions of the recruitment to the workers. These are the remuneration payable, hours of work, fixation of
wages and other essential amenities.
The Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 (the
“Act”)
In order to curb the rise in sexual harassment of women at workplace, this Act was enacted for prevention and
redressal of complaints and for matters connected therewith or incidental thereto. The terms sexual harassment
and workplace are both defined in the Act. Every employer should also constitute an “Internal Complaints
Committee” and every officer and member of the company shall hold office for a period of not exceeding three
years from the date of nomination. Any aggrieved woman can make a complaint in writing to the Internal
Committee in relation to sexual harassment of female at workplace. Every employer has a duty to provide a safe
working environment at workplace which shall include safety from the persons coming into contact at the
workplace, organising awareness programs and workshops, display of rules relating to the sexual harassment at
any conspicuous part of the workplace, provide necessary facilities to the internal or local committee for dealing
with the complaint, such other procedural requirements to assess the complaints.
Child Labour (Prohibition and Regulation) Act, 1986 (the “CLPR Act”)
The “CLPR Act seeks to prohibit the engagement of children in certain occupations and to regulate the conditions
of work of children in certain other occupations. Part B of the Schedule to the CLPR Act strictly prohibits
employment of children in cloth printing, dyeing and weaving processes and cotton ginning and processing and
production of hosiery goods.
The Payment of Wages Act, 1936
Payment of Wages Act, 1936, as amended, Payment of Wages (Amendment) Act, 2017 is aimed at regulating the
payment of wages to certain classes of persons employed in certain specified industries and to ensure a speedy
and effective remedy for them against illegal deductions or unjustified delay caused in paying wages to them. The
Act confers on the person(s) responsible for payment of wages certain obligations with respect to the maintenance
of registers and the display in such factory/establishment, of the abstracts of this Act and Rules made thereunder.
The Minimum Wages Act, 1948
The Minimum Wages Act, 1948 came into force with an objective to provide for the fixation of a minimum wage
payable by the employer to the employee. Every employer is mandated to pay the minimum wages to all
employees engaged to do any work skilled, unskilled, and manual or clerical (including out-workers) in any
employment listed in the schedule to this Act, in respect of which minimum rates of wages have been fixed or
revised under the Act.
The Payment of Bonus Act, 1965 (the “PoB Act”)
The PoB Act provides for payment of minimum bonus to factory employees and every other establishment in
which 20 or more persons are employed and requires maintenance of certain books and registers and filing of
monthly returns showing computation of allocable surplus, set on and set off of allocable surplus and bonus due.

129 | P a g e
The Equal Remuneration Act, 1976
The Equal Remuneration Act, 1976 aims to provide for the payment of equal remuneration to men and women
workers and for the prevention of discrimination, on the ground of sex, against women in the matter of
employment and for matters connected therewith or incidental thereto. According to the Remuneration Act, no
employer shall pay to any worker, employed by him/her in an establishment, a remuneration (whether payable in
cash or in kind) at rates less favourable than those at which remuneration is paid by him to the workers of the
opposite sex in such establishment for performing the same work or work of a similar nature. In addition, no
employer shall for complying with the foregoing provisions of the Remuneration Act, reduce the rate of
remuneration of any worker. No employer shall, while making recruitment for the same work or work of a similar
nature, or in any condition of service subsequent to recruitment such as promotions, training or transfer, make any
discrimination against women except where the employment of women in such work is prohibited or restricted
by or under any law for the time being in force.
Industrial Disputes Act, 1947
The Industrial Disputes Act, 1947 provides the procedure for investigation and settlement of industrial disputes.
When a dispute exists or is apprehended, the appropriate Government may refer the dispute to a labour court,
tribunal, or arbitrator, to prevent the occurrence or continuance of the dispute, or a strike or lock-out while a
proceeding is pending. The labour courts and tribunals may grant appropriate relief including ordering
modification of contracts of employment or reinstatement of workers. The ID Act further provides for direct
access for the workers to labour courts or tribunals in case of individual disputes and provides for the constitution
of grievance settlement machineries in any establishment having twenty or more workers.
Trade Unions Act, 1926
Provisions of the Trade Union Act, 1926 provides that any dispute between employers and workmen or between
workmen and workmen, or between employers and employers which is connected with the employment, or non-
employment, or the terms of employment or the conditions of labour, of any person shall be treated as trade
dispute. For every trade dispute a trade union has to be formed. For the purpose of Trade Union Act, 1926, Trade
Union means combination, whether temporary or permanent, formed primarily for the purpose of regulating the
relations between workmen and employers or between workmen and workmen, or between employers and
employers, or for imposing restrictive condition on the conduct of any trade or business etc.
Industrial Employment (Standing Orders) Act, 1946 (the “Standing Orders”)
The Standing Orders were passed by the Central Government to bring uniformity in the terms of employment in
industrial establishments so as to minimize industrial conflicts. The Standing Orders play a key role in defining
the terms and conditions of employment within an industrial employment. The highlights of the Standing Orders
such as classification of workmen, manner of intimation to workers about work and wage related details.
Attendance and conditions for leaves, conditions of termination of employment and means of redressal for
workmen in different matters.
Employee’s Compensation Act, 1923
The Employees’ Compensation Act, 1923 provides for payment of compensation to injured employees or
workmen by certain classes of employers for personal injuries caused due to an accident arising out of and during
the course of employment. Under the Employees’ Act, the amount of compensation to be paid depends on the
nature and severity of the injury. The Employees’ Act also lays down the duties/obligations of an employer and
penalties in cases of non-fulfilment of such obligations thereof. There are separate methods of calculation or
estimation of compensation for injury sustained by the employee. The employer is required to submit to the
Commissioner for Employees’ Compensation a report regarding any fatal or serious bodily injury suffered by an
employee within seven days of death/serious bodily injury.
Employee’s State Insurance Act, 1948
It is an Act to provide for certain benefits to employees in case of sickness, maternity and ‘employment injury’
and to make provision for certain other matters in relation thereto. It shall apply to all factories (including factories
belonging to the Government) other than seasonal factories. The ESI Act requires all the employees of the
establishments to which this Act applies to be insured in the manner provided there under. Employers and
employees both are required to make contributions to the fund. The return of the contribution made is required to
be filed with the Employee State Insurance department.

Employee’s Provident Fund and Miscellaneous Provisions Act, 1952

130 | P a g e
The EPF Act is applicable to an establishment employing more than 20 employees and as notified by the
government from time to time. All the establishments under the EPF Act are required to be registered with the
appropriate Provident Fund Commissioner. Also, in accordance with the provisions of the EPF Act, the employers
are required to contribute to the employees’ provident fund the prescribed percentage of the basic wages, dearness
allowances and remaining allowance (if any) payable to the employees. The employee shall also be required to
make the equal contribution to the fund. The Central Government under Section 5 of the EPF Act (as mentioned
above) frames Employees Provident Scheme, 1952.
Maternity Benefit Act, 1961
The Act provides for leave and right to payment of maternity benefits to women employees in case of confinement
or miscarriage etc. The Act is applicable to every establishment which is a factory, mine or plantation including
any such establishment belonging to government and to every establishment of equestrian, acrobatic and other
performances, to every shop or establishment within the meaning of any law for the time being in force in relation
to shops and establishments in a state, in which ten or more persons are employed, or were employed, on any day
of the preceding twelve months; provided that the state government may, with the approval of the Central
Government, after giving at least two months’ notice shall apply any of the provisions of this Act to establishments
or class of establishments, industrial, commercial, agricultural or otherwise.
Payment of Gratuity Act, 1972
The Act shall apply to every factory, mine plantation, port and railway company; to every shop or establishment
within the meaning of any law for the time being in force in relation to shops and establishments in a State, in
which ten or more persons are employed, or were employed, on any day of the preceding twelve months; such
other establishments or class of establishments, in which ten or more employees are employed, on any day of the
preceding twelve months, as the Central Government, may by notification, specify in this behalf. A shop or
establishment to which this Act has become applicable shall be continued to be governed by this Act irrespective
of the number of persons falling below ten at any day. The gratuity shall be payable to an employee on termination
of his employment after he has rendered continuous service of not less than five years on superannuation or his
retirement or resignation or death or disablement due to accident or disease. The five-year period shall be relaxed
in case of termination of service due to death or disablement.
The Public Liability Insurance Act, 1991 and the Public Liability Insurance Rules, 1991
The PLI Act imposes liability on the owner or controller of hazardous substances for any damage arising out of
an accident involving such hazardous substances. A list of hazardous substances covered by the legislation has
been enumerated by the government by way of a notification. Under the law, the owner or handler is also required
to take out an insurance policy insuring against liability. The rules made under the PLI Act mandate the employer
to contribute towards the Environmental Relief Fund a sum equal to the premium paid on the insurance policies.
Employees’ Deposit Linked Insurance Scheme, 1976
The scheme shall be administered by the Central Board constituted under section 6C of the EPF Act. The
provisions relating to recovery of damages for default in payment of contribution with the percentage of damages
are laid down under Section 8A of the Act. The employer falling under the scheme shall send to the Commissioner
within fifteen days of the close of each month a return in the prescribed form. The register and other records shall
be produced by every employer to the Commissioner or other officer so authorized shall be produced for
inspection from time to time. The amount received as the employer’s contribution and also Central Government’s
contribution to the insurance fund shall be credited to an account called as “Deposit-Linked Insurance Fund
Account.”
The Employees’ Pension Scheme, 1995
Family pension in relation to this Act means the regular monthly amount payable to a person belonging to the
family of the member of the Family Pension Fund in the event of his death during the period of reckonable service.
The scheme shall apply to all the employees who become a member of the EPF or PF of the factories provided
that the age of the employee should not be more than 59 years in order to be eligible for membership under this
Act. Every employee who is a member of EPF or PF has an option of joining the scheme. The employer shall
prepare a Family Pension Fund contribution card in respect of all the employees who are members of the fund.

Legal Metrology Act, 2009 (the “LM Act”) and the Legal Metrology (Packaged Commodities) Rules, 2011
(the “LM Rules”)

The LM Act seeks to establish and enforce standards of weights and measures, regulate trade and commerce in
weights, measures and other goods which are sold or distributed by weight, measure, or number. The LM Act

131 | P a g e
provides for inter alia standard weights and measures and requirements for verification and stamping of weight
and measure. LM Rules inter alia provide that certain commodities shall be packed for sale, distribution and
delivery in standard quantities as laid down under the LM Rules. LM Rules also provide for declarations that must
be made on packages, where those declarations should appear on the package and the manner in which the
declaration is to be made.
The Micro, Small and Medium Enterprises Development Act, 2006
In order to promote and enhance the competitiveness of Micro, Small and Medium Enterprise (MSME) the Act is
enacted. A National Board shall be appointed and established by the Central Government for MSME enterprise
with its head office at Delhi in the case of the enterprises engaged in the manufacture or production of goods
pertaining to any industry mentioned in first schedule to Industries (Development and regulation) Act, 1951 as
micro enterprise, where the investment in plant and machinery does not exceed twenty-five lakh rupees; Small
enterprise, where the investment in plant and machinery is more than twenty-five lakh rupees but does not exceed
five crore rupees; or a medium enterprise, where the investment in plant and machinery is more than five crore
but does not exceed ten crore rupees and in the case of the enterprise engaged in the services, Micro enterprise,
where the investment in equipment does not exceed ten lakh rupees, Small Enterprise where the investment in
equipment is more than ten lakh rupees but does not exceed two crore rupees, or Medium Enterprise where the
investment in equipment is more than two crore rupees but does not exceed five crore rupees.

LAWS RELATING TO SPECIFIC STATE WHERE ESTABLISHMENT IS SITUATED:

Shops and Establishments laws in various states
As per the provisions of local Shops and Establishments laws applicable in the State of Bihar and Uttar Pradesh,
establishments are required to be registered. Such laws regulate the working and employment conditions of the
workers employed in shops and establishments including commercial establishments and provide for fixation of
working hours, rest intervals, overtime, holidays, leave, termination of service, maintenance of shops and
establishments and other rights and obligations of the employers and employees.
Stamp Act in various states
The purpose of the Stamp Act was to streamline and simplify transactions of immovable properties and securities
by the State Government. The Stamp Act provides for the imposition of stamp duty at the specified rates on
instruments listed in Schedule IA of the Stamp Act. Stamp duty is payable on all instruments/ documents
evidencing a transfer or creation or extinguishment of any right, title or interest in immovable property. However,
under the Constitution of India, the states are also empowered to prescribe or alter the stamp duty payable on such
documents executed within the states. Therefore, the State Governments of NCT of Bihar and Uttar Pradesh are
empowered to prescribe or alter the stamp duty as per their need.
Professions, Trade, Callings and Employments Act in various states
The professional tax slabs in India are applicable to those citizens of India who are either involved in any
profession or trade. The State Government of Bihar is empowered with the responsibility of structuring as well as
formulating the respective professional tax criteria and is also required to collect funds through professional tax.
The professional taxes are charged on the income of individuals, profits of business or gains of vocations. The tax
payable under the State Acts by any person earning a salary or wage shall be deducted by his employer from the
salary or wages payable to such persons before such salary or wages is paid to him, and such employer shall,
irrespective of whether such deduction has been made or not when the salary and wage is paid to such persons,
be liable to pay tax on behalf of such persons and employer has to obtain the registration from the assessing
authority in the prescribed manner.
GENERAL CORPORATE:
Companies Act, 2013
The Companies Act, 2013, has replaced the Companies Act, 1956 in a phased manner. The Act received the assent
of the President of India on 29th August 2013. The Companies Act deals with incorporation of companies and the
procedure for incorporation and post incorporation. The conversion of private companies into public companies
and vice versa is also laid down under the Companies Act, 2013. The procedure related to appointment of
Directors. The procedure relating to winding up, voluntary winding up, appointment of liquidator also forms part
of the Act. Further, Schedule V (read with sections 196 and 197), Part I lays down the conditions to be fulfilled
for the appointment of a managing or whole-time director or manager. It provides the list of Acts under which if
a person is prosecuted, he cannot be appointed as the director or Managing Director or Manager of a Company.

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The provisions relating to remuneration of the directors payable by the companies is under Part II of the said
schedule.
The Sale of Goods Act, 1930
The Sale of Goods Act, 1930 governs contracts relating to sale of goods in India. The contracts for sale of goods
are subject to the general principles of the law relating to contracts. A contract of sale may be an absolute one or
based on certain conditions. The Sale of Goods Act contains provisions in relation to the essential aspects of such
contracts, including the transfer of ownership of the goods, delivery of goods, rights and duties of the buyer and
seller, remedies for breach of contract and the conditions and warranties implied under a contract for sale of goods.
The Registration Act, 1908
The Registration Act was passed to consolidate the enactments relating to the registration of documents. The main
purpose for which the Registration Act was designed was to ensure information about all deals concerning land
so that correct land records could be maintained. The Registration Act is used for proper recording of transactions
relating to other immovable property also. The Registration Act provides for registration of other documents also,
which can give these documents more authenticity. Registering authorities have been provided in all the districts
for this purpose.
The Indian Contract Act, 1872
The Indian Contract Act, 1872 codifies the way in which a contract may be entered into, executed, implementation
of the provisions of a contract and effects of breach of a contract. A person is free to contract on any terms he
chooses. The Contract Act consists of limiting factors subject to which contract may be entered into, executed and
the breach enforced. It provides a framework of rules and regulations that govern formation and performance of
contracts. The contracting parties themselves decide the rights and duties of parties and terms of agreement.
The Specific Relief Act, 1963
The Specific Relief Act is complementary to the provisions of the Contract Act and the T.P. Act, as the Act applies
both to movable property and immovable property. The Act applies in cases where the Court can order specific
performance of a contract. Specific relief can be granted only for the purpose of enforcing individual civil rights
and not for the mere purpose of enforcing a civil law. Specific performance means the Court will order the party
to perform his part of the agreement, instead of imposing on him any monetary liability to pay damages to another
party.
Negotiable Instruments Act, 1881
In India, cheques are governed by the Negotiable Instruments Act, 1881, which is largely a codification of the
English Law on the subject. The Act provides effective legal provision to restrain people from issuing cheques
without having sufficient funds in their account or any stringent provision to punish them in the event of such
cheques not being honored by their bankers and returned unpaid. Section 138 of the Act, creates statutory offence
in the matter of dishonor of cheques on the ground of insufficiency of funds in the account maintained by a person
with the banker which is punishable with imprisonment for a term which may extend to two year, or with fine
which may extend to twice the amount of the cheque, or with both.

TAX RELATED LEGISLATIONS:

Income Tax Act, 1961
The IT Act is applicable to every Company, whether domestic or foreign whose income is taxable under the
provisions of the IT Act or Rules made thereunder depending upon its Residential Status and Type of Income
involved. The IT Act provides for the taxation of persons resident in India on global income and persons not
resident in India on income received, accruing or arising in India or deemed to have been received, accrued or
arising in India. Every Company which is assessed for income tax under the IT Act is required to comply with the
provisions thereof, including those relating to Tax Deduction at Source, Advance Tax, Minimum Alternative Tax
and like. Every such Company is also required to file its returns by September 30 of each assessment year.

Central Goods and Services Tax Act, 2017

The GST Act levies indirect tax throughout India to replace many taxes levied by the Central and State
Governments. The GST Act was applicable from July 1, 2017 and combined the Central Excise Duty, Commercial
Tax, Value Added Tax (VAT), Food Tax, Central Sales Tax (CST), Introit, Octroi, Entertainment Tax, Entry Tax,
Purchase Tax, Luxury Tax, Advertisement Tax, Service Tax, Customs Duty, Surcharges. GST is levied on all
transactions such as sale, transfer, purchase, barter, lease, or import of goods and/or services. India has adopted a

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dual GST model, meaning that taxation is administered by both the Union and State Governments. Transactions
made within a single state are levied with Central GST (CGST) by the Central Government and State GST (SGST)
by the government of that state. For inter-state transactions and imported goods or services, an Integrated GST
(IGST) is levied by the Central Government. GST is a consumption-based tax; therefore, taxes are paid to the
state where the goods or services are consumed and not the state in which they were produced.
Customs Act, 1962
The provisions of the Customs Act, 1962 and rules made thereunder are applicable at the time of import of goods
i.e., bringing into India from a place outside India or at the time of export of goods i.e., taken out of India to a
place outside India. Any Company required to import or export any goods is first required to get itself registered
and obtain an IEC (Importer Exporter Code).

EMPLOYMENT AND LABOUR LAWS’ CODIFICATION:

The Code on Wages, 2019 (the “Code”)
The Code received the assent of the President of India on August 8, 2019. The provisions of the Code shall come
into effect from the date notified in the Official Gazette by the Central Government. The Code will replace the
four existing ancient laws namely (i) the Payment of Wages Act, 1936, (ii) the Minimum Wages Act, 1948, (iii)
the Payment of Bonus Act, 1965, and (iv) the Equal Remuneration Act, 1976. The Code will apply to all
employees and allows the Central Government to set a minimum statutory wage.
Occupational Safety, Health and Working Conditions Code, 2019
The Government of India enacted ‘The Occupational Safety, Health and Working Conditions Code, 2020 which
received the assent of the President of India on September 28, 2020. The provisions of this code will be brought
into force on a date to be notified by the Central Government. It proposes to subsume 13 labour legislations,
including the Factories Act, 1948, the Contract Labour (Regulation and Abolition) Act, 1970, the Inter-State
Migrant Workmen (Regulation of Employment and Conditions of Service) Act, 1979, that concern our business.
Industrial Relations Code, 2020
The Government of India enacted ‘The Industrial Relations Code, 2020’ which received the assent of the President
of India on September 28, 2020. The provisions of this code will be brought into force on a date to be notified by
the Central Government. It proposes to subsume three separate legislations, namely, the Industrial Disputes Act,
1947, the Trade Unions Act, 1926 and the Industrial Employment (Standing Orders) Act, 1946.
Code on Social Security, 2020
The Government of India enacted ‘The Code on Social Security, 2020 which received the assent of the President
of India on September 28, 2020. The provisions of this code will be brought into force on a date to be notified by
the Central Government. It proposes to subsume nine separate legislations including the Employee’s
Compensation Act, 1923, the Employees’ State Insurance Act, 1948, the Employees’ Provident Funds and
Miscellaneous Provisions Act, 1952, the Maternity Benefit Act, 1961 and the Payment of Gratuity Act, 1972.

FOREIGN INVESTMENT LAWS:

Foreign Trade (Development and Regulation) Act, 1992
The FTA is the main legislation concerning foreign trade in India. The FTA, read along with the Foreign Trade
(Regulation) Rules, 1993, provides for the development and regulation of foreign trade by facilitating imports
into, and augmenting exports from, India and for matters connected therewith or incidental thereto. It authorizes
the government to formulate as well as announce the export and import policy and to keep amending the same on
a timely basis. The government has also been given wide powers to prohibit, restrict and regulate the exports and
imports in general as well as specified cases of foreign trade. The FTA read with the Foreign Trade Policy, 2023,
prohibits anybody from undertaking any import or export except under an importer-exporter code (“IEC”) number
granted by the Director General of Foreign Trade. Hence, every entity in India engaged in any activity involving
import/export is required to obtain an IEC unless specifically exempted from doing so. The IEC shall be valid
until it is cancelled by the issuing authority. An IEC number allotted to an applicant is valid for all its branches,
divisions, units and factories. Failure to obtain the IEC number shall attract a penalty under the FTA.
Foreign Exchange Management Act, 1999 & Rules thereunder
Foreign investment in India is governed primarily by the provisions of the FEMA, and the rules, regulations and
notifications thereunder, as issued by the RBI from time to time and the FEMA Rules and the Consolidated FDI
Policy. In terms of the Consolidated FDI Policy, foreign investment is permitted (except in the prohibited sectors)

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in Indian companies either through the automatic route or the Government route, depending upon the sector in
which the foreign investment is sought to be made. In terms of the Consolidated FDI Policy, the work of granting
government approval for foreign investment under the Consolidated FDI Policy and FEMA has now been
entrusted to the concerned administrative ministries/departments.

The FEMA Rules were enacted on October 17, 2019 in supersession of the Foreign Exchange Management
(Transfer or Issue of Security by a Person Resident outside India) Regulations, 2017, except for things done or
omitted to be done before such supersession. The total holding by any individual NRI, on a repatriation basis,
shall not exceed five percent of the total paid-up equity capital on a fully diluted basis or shall not exceed
five percent of the paid-up value of each series of debentures or preference shares or share warrants issued
by an Indian company and the total holdings of all NRIs and OCIs put together shall not exceed 10% of the total
paid-up equity capital on a fully diluted basis or shall not exceed 10% of the paid-up value of each series of
debentures or preference shares or share warrant. Provided that the aggregate ceiling of 10 percent may be raised
to 24 percent if a special resolution to that effect is passed by the general body of the Indian company.

The total holding by each FPI or an investor group, shall be less than 10 percent of the total paid-up equity capital
on a fully diluted basis or less than 10 percent of the paid-up value of each series of debentures or preference
shares or share warrants issued by an Indian company and the total holdings of all FPIs put together,
including any other direct and indirect foreign investments in the Indian company permitted under these rules,
shall not exceed 24 per cent of paid-up equity capital on a fully diluted basis or paid-up value of each series of
debentures or preference shares or share warrants. The said limit of 10 percent and 24 percent shall be called the
individual and aggregate limit, respectively.
The Conservation of Foreign Exchange and Prevention of Smuggling Activities Act, 1974
COFEPOSA came into force for the reason to provide preventive detention and to protect and augment the
guidelines of foreign exchange. The Act also aims to control smuggling activities and other issues in relation to
these activities. COFEPOSA confers power on the Central and the State Governments tissue orders for detaining
a person if it is satisfied that the person has acted detrimental to the protection and intensification of foreign
exchange. The Government shall also issue an order of detention on the ground that the person has engaged in the
activity of smuggling goods, assists any person in smuggling goods, transports or conceals such goods, harbours
any person employed in the smuggling activities or does any other activity related with smuggling. Such an order
shall be issued by the Joint Secretary to the Central Government or Secretary to the State Government or any
senior officer authorized by the Government.
Foreign Direct Investment
The Government of India, from time to time, has made policy pronouncements on Foreign Direct Investment
(“FDI”) through press notes and press releases. The Department of Industrial Policy and Promotion, Ministry of
Commerce and Industry, Government of India (“DIPP”), has issued consolidated FDI Policy Circular of 2020
(“FDI Policy 2020”), which with effect from October 15, 2020, consolidates and supersedes all previous press
notes, press releases and clarifications on FDI Policy issued by the DIPP that were in force. The Government
proposes to update the consolidated circular on FDI policy once every year and therefore, FDI Policy 2020 will
be valid until the DIPP issues an updated circular. The Reserve Bank of India (“RBI”) also issues Master
Directions Foreign Investment in India and updates at the same from time to time. Presently, FDI in India is being
governed by Master Directions on Foreign Investment No. RBI/FED/2017-18/60 FED Master Direction No.
11/2017-18 dated January 4, 2018, as updated from time to time by RBI. In terms of the Master Directions, an
Indian company may issue fresh shares to people resident outside India (who are eligible to make investments in
India, for which eligibility criteria are as prescribed). Such fresh issue of shares shall be subject to inter-alia, the
pricing guidelines prescribed under the Master Directions. The Indian company making such fresh issue of shares
would be subject to the reporting requirements, inter-alia with respect to consideration for issue of shares and also
subject to making certain filings including the filing of Form FC-GPR.
ANTI-TRUST LAWS
Competition Act, 2002
The Act is to prevent practices having adverse effects on competition, to promote and sustain competition in
markets, to protect interest of consumers and to ensure freedom of trade in India. The Act deals with prohibition
of anti-competitive agreements. No enterprise or group shall abuse its dominant position in various circumstances
as mentioned under the Act.
GENERAL LAWS

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Apart from the above list of laws, which is inclusive in nature and not exhaustive - general laws like the
Negotiable Instrument Act 1881, Employment Exchanges (Compulsory Notification of Vacancies) Act, 1959,
Consumer Protection Act 2019, Transfer of Property Act, 1882, Information Technology Act, 2000 etc

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 HISTORY AND CORPORATE STRUCTURE
COMPANY’S BACKGROUND
Our Company was originally incorporated as “Sati Poly Plast Private Limited” as a private limited company under
the provision of the Companies Act, 1956 vide certificate of incorporation dated July 14, 1999, issued by Registrar
of Companies, Bihar. Further, our company was converted from a private limited company to public limited
company, pursuant to a special resolution passed by our Shareholders in the Extra-Ordinary General Meeting held
on November 01, 2023, and consequently, the name of our Company changed to “Sati Poly Plast Limited” and
the fresh certificate of incorporation dated December 26, 2023 was issued to our company by the Registrar of
Companies, Patna. The Corporate Identification Number of our Company is U00301BR1999PLC008904.
Our Company is an ISO Certified Company engaged in the manufacturing of flexible packaging material which
is multi-functional and caters to the packaging requirements of various industries. We provide end-to-end solution
for various flexible packaging needs. Till year 2015, our company was engaged in the business of trading of
flexible packaging material. From 2017, our Company commenced the manufacturing of flexible packaging
material. Our Company has set up two manufacturing units, of which “Plant 1” is situated at C44, Phase II,
Gautam Budh Nagar – Noida-201305 with an installed capacity of 500 tones per month and “Plant 2” is situated
at Plot No. 85 Udhyog Kendra, Noida -201306 with an installed capacity of 450 tones per month. Our Company
has been consistently expanding its business operations by increasing its installed capacity from 250 tonnes per
month to 400 tonnes per month in 2018 and to 500 tonnes per month in 2019. Our range of packaging solutions
span a variety of products in the food and beverage category, including salty snacks, snack bars, dry fruits,
confectionery and dry foods. We utilise the advanced equipment available and continually invest to maintain the
quality of product, process efficiency and the superior service that we are renowned for. Our products are crafted
out of an extensive range of industry approved materials such as polyethylene terephthalate, biaxially-oriented
polypropylene, polythene, cast polypropylene, foil, paper, bio-degradable films, etc. Since, flexible packaging
material predominantly consists of plastic as a major raw material, we aim to manufacture our products sustainably
by aiming towards “Reuse, Recycle and Upcycle”. We stringently maintain the processes and accreditation
required to ensure the quality needs of the customers we supply in the food and beverages. We have also installed
Automated Machine with Auto Gauge Control with minimum gauge variation specially for Edible Oil Industries.
Currently we are working with Pidilite, Adani Wilmar, JVL and have also started vacuum bags for cashews.
Flexible packaging refers to a type of packaging material that is made from non rigid materials such as plastic,
paper, or aluminum foil to create pouches, bags, and other pliable product containers. Flexible packages are
particularly useful in industries that require versatile packaging, such as the food and beverage, personal care, and
pharmaceutical industries. Flexible packaging offers several advantages, including its ability to conform to the
shape of the product, its lightweight nature, and its ability to provide barrier properties to protect the contents from
moisture, oxygen, and other external factors. Additionally, flexible packaging is often considered more sustainable
compared to rigid packaging, as it typically requires fewer resources to produce and transport.
REGISTERED OFFICE:
Registered Office of the Company is presently situated at D.N. Singh Road, Bhagalpur 812 002, Bihar, India.
However, our company is in the process of changing the registered office to our corporate office situated at C-44,
Phase II, Distt. Gautam Budh Nagar, Noida- 201305, Uttar Pradesh, India for which shareholders have approved
on January 31, 2024, however RoC approval for the same is pending as on the date of Draft Red Herring
Prospectus. There has been no change in the registered office of our Company since incorporation, the details of
which are given hereunder:

Date of Change of Registered Office Reason

Registered office
On Incorporation D.N. Singh Road, Bhagalpur 812 002, Bihar, India Not Applicable
C-44, Phase II, Distt. Gautam Budh Nagar, Noida- 201305, Uttar Administrative
January 31, 2024
Pradeshs Convenience

CORPORATE OFFICE:
The Books of Accounts are maintained at Corporate Office situated at C-44 Phase II, Distt Gautam Budh Nagar
Noida, Nepz Post Office, Gautam Buddha Nagar, Noida, Uttar Pradesh, India, 201305
LOCATION OF THE PLANT (MANUFACTURING FACILITY)
The Plant 1 of the Company is located, at “C44, Phase II, Gautam Budh Nagar-Noida-201305”

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The Plant 2 of the Company is located at “Plot no. 85 Udhyog Kendra, Noida – 201306.
KEY AWARDS, CERTIFICATIONS, ACCREDITATIONS AND RECOGNITIONS
For Key Awards, Certifications, Accreditations please refer to the section “Business Overview” on Page no 107
of this Draft Red Prospectus.
AMENDMENTS TO THE MEMORANDUM OF ASSOCIATION
NAME CLAUSE
The Following changes have been made in Name Clause of our Company since its inception.

Date of Approval
Particulars Reason
of Shareholders
On Incorporation “Sati Poly Plast Private Limited” Not Applicable
Business Expansion, planning to come
The name of our company changed from
up with an Initial Public Offer and
November 01, 2023 “Sati Poly Plast Private Limited” to “Sati
conversion from private limited to public
Poly Plast Limited.”
limited
AUTHORIZED SHARE CAPITAL
The following changes have been made in the Authorized Share Capital of our Company since inception:
Date of
Particulars
Amendment
Authorized Share Capital of ₹ 50.00 Lakhs divided into 50000 (Fifty Thousand) Equity
On Incorporation
Shares of ₹ 100/-each.
The Authorised Share capital increased from ₹ 50.00 Lakhs divided into 50000 (Fifty
November 25, 2010 Thousand) equity shares of ₹ 100/- each to ₹ 150.00 Lakhs divided into 150000 (One
Lakh and Fifty Thousand) Equity Shares of ₹100/- each.
The Authorised Share capital increased from ₹ 150.00 Lakhs divided into 150000 (One
August 21, 2023 Lakh and Fifty Thousand) Equity Shares of ₹100/- each to ₹ 505.00 Lakhs divided into
505000 (Five Lakh five thousand Only) equity shares of ₹ 100/- each.
Sub-division of each of the Equity Share of the Company having a face value of Rs.
100/- (Rupees Hundred Only) each in the Authorized Equity Share Capital of the
August 21, 2023
Company Sub-Divided into One Equity Share having a face value of Rs. 10/-(Rupees
Ten Only) each (“Sub-division’’)
MAJOR EVENTS
There are no major events in the company since its incorporation except as mentioned below.
Year Key Events/Milestone/ Achievement
1999- Our Company was incorporated as a private limited company under the name “Sati Poly Plast
2000 Private Limited” Limited”.
2015-16 Our company achieved the milestone of ₹ 75 Crores from Revenue from Operations.
2020-21 Our company achieved the milestone of ₹ 125 Crores from Revenue from Operations.
2021-22 Our company achieved the milestone of ₹ 175 Crores from Revenue from Operations.
2023-24 Conversion of our company from Private Limited to Public Limited Company.
RAISING OF CAPITAL IN FORM OF EQUITY OR DEBT
For details regarding our capital raising activities through equity, please see the section entitled “Capital
Structure” and “Restated Financial Information” on page nos. 56 and 162 respectively of this Draft Red Herring
Prospectus.
Till date, Our Company has not raised capital through debt.
DEFAULTS OR RESCHEDULING OF BORROWINGS WITH FINANCIAL INSTITUTIONS/ BANKS
AND CONVERSION OF LOANS INTO EQUITY

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There have been no defaults or rescheduling of borrowings with financial institutions/banks in respect of our
current borrowings from lenders. None of our outstanding loans have been converted into equity shares.
SUBSIDIARIES/HOLDINGS AND JOINT VENTURES OF THE COMPANY
Our company does not have any Subsidiaries/Holdings and Joint Ventures as on date of filing Draft Red Herring
Prospectus.
INJUNCTION AND RESTRAINING ORDER
Our company is not under any injunction or restraining order, as on date of filing of this Draft Red Herring
Prospectus.
MANAGERIAL COMPETENCE
For managerial Competence, please refer to the section “Our management” on Page no. 141 of this Draft Red
Herring Prospectus.
MATERIAL ACQUISITIONS / AMALGAMATIONS / MERGERS / REVALUATION OF
ASSETS/DIVESTMENT OF BUSINESS/UNDERTAKING IN LAST TEN YEARS
There has been no Material Acquisitions/Amalgamations/Mergers/Revaluation of Assets/Divestment of
Business/Undertaking since incorporation except below:
TOTAL NUMBER OF SHAREHOLDERS OF OUR COMPANY
As on the date of filing of this Draft Red Herring Prospectus, the total numbers of equity shareholders are 25
(Twenty-Five). For more details on the shareholding of the members, please see the section titled “Capital
Structure” at page no. 56 of this Draft Red Herring Prospectus.
MAIN OBJECTS AS SET OUT IN THE MEMORANDUM OF ASSOCIATION OF THE COMPANY
The object clauses of the Memorandum of Association of our Company enable us to undertake the activities for
which the funds are being raised in the present Issue. Furthermore, the activities of our Company which we have
been carrying out until now are in accordance with the objects of the Memorandum. The objects for which our
Company is established are:
1. To carry on the business as manufacturers of and dealer in products, articles of packaging, made from
polyethylene, plastic films, metal foils and films of all kinds and other flexible or laminated materials, bags,
pouches, envelopes, sheets, rolls and paper, board, pulp of all kinds, cellulose films and all kinds of flexible
packing and manufacturing, fabricating, printing, treating, waxing and laminating all kinds of packing
materials and all type of Raw materials of packing materials. Manufacturing of ink and all type of raw materials
of ink.
2. To carry on the business of manufacturers, buyers, sellers, importers, exporters and dealers in all kinds of
packing materials, containers, receptacles, boxes, cartons, cases, drums, cages, tins, bins, jars, tubes, crates,
packing cases, cans, bottles, vials and fittings thereof of every kind and to manufacture and deal in plastic, any
other materials whether chemically treated or not, used for the manufacture of any of the articles or products
or goods.
3. To carry on the business and to do all activities of Trader in plastic raw materials and finished products.
SHAREHOLDERS AGREEMENTS
Our Company has not entered into any shareholders agreement as on the date of filing this Draft Red Herring
Prospectus.
OTHER AGREEMENTS
As on the date of this Draft Red Herring Prospectus our Company has not entered into any agreements other than
those entered into in the ordinary course of business and there are no material agreements entered as on the date
of this Draft Red Herring Prospectus.
JOINT VENTURE AGREEMENTS
Our Company has not entered into any joint venture agreement as on the date of this Draft Red Herring Prospectus.
COLLABORATION AGREEMENTS
Our Company has not entered into any collaboration agreement as on the date of this Draft Red Herring
Prospectus.

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STRATEGIC PARTNERS
Our Company is not having any strategic partner as on the date of filing this Draft Red Herring Prospectus.
FINANCIAL PARTNERS
Our Company has not entered into any financial partnerships with any entity as on the date of filing of this Draft
Red Herring Prospectus.

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 OUR MANAGEMENT
In accordance with our Articles of Association, unless otherwise determined in a General Meeting of the Company
and subject to the provisions of the Companies Act, 2013 and other applicable rules, the number of Directors of
the Company shall not be less than 3 and not more than 15. Our Company currently has 5 (Five) directors on our
Board, out of which 2 (Two) are Executive Directors, 1 (One) is Non-Executive Director and 2 (Two) are
Independent Directors.
1. Mr. Balmukund Jhunjhunwala - Chairman and Managing Director
2. Mr. Aditya Jhunjhunwala - Executive Director and CEO
3. Mr. Keshav Jhunjhunwala - Non-Executive Director
4. Mr. Ankit Agarwal - Non-Executive Independent Director
5. Ms. Rashmi Kamlesh Otavani - Non-Executive Independent Director
The Following table sets forth details regarding the Board of Directors as on the date of this Draft Red Herring
Prospectus: -
Mr. Balmukund Jhunjhunwala
Father’s Name Mr. Shiv Narayan Jhunjhunwala
DIN 02589799
Date of Birth August 22, 1961
Age 62 Years
Designation Chairman and Managing Director
Status Executive
Qualification -
No. of Years of He has played a pivotal role in the establishment of our corporate entity and
Experience possesses approximately 6 (Six) years of comprehensive expertise within the
packaging industry.
Address D 1/2, Model Town-3, Delhi- 110 009
Occupation Business
Nationality Indian
Date of Appointment He was acting as Executive Director in the Company since Incorporation, i.e.
form July 14, 1999. Thereafter he was appointed as Chairman and Managing
Director for a period of Three (3) years w.e.f. December 26, 2023 with member’s
approval in the Extra Ordinary General Meeting of the Members held on
December 26, 2023.
Term of Appointment and
Holds office for the period of 3 (Three) years w.e.f. December 26, 2023 liable to
date of expiration of
retire by rotation.
current term of office.
Other Directorships 1. ABRJ Foods Private Limited
2. Pashupatinath Manufacturing Private Limited

Mr. Aditya Jhunjhunwala

Father’s Name Mr. Balmukund Jhunjhunwala
DIN 02939258
Date of Birth April 13, 1988
Age 35 years
Designation Executive Director & CEO
Status Executive
Qualification Master of Business Administration- International Business from Amity
University, Noida.

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Mr. Aditya Jhunjhunwala
No. of Years of Experience He possesses an experience of 6 (Six) years in the area of business expansion,
marketing initiatives, identification of viable markets, and strategic planning in
packaging industry.
Address D 1/2, Model Town-3, Delhi- 110009
Occupation Business
Nationality Indian
Date of Appointment He was acting as Executive Director in the Company since his appointment in
the company, i.e. February 16, 2010.
Term of Appointment and
date of expiration of Liable to retire by rotation.
current term of office.
Other Directorships 1. ABRJ Foods Private Limited

Mr. Keshav Jhunjhunwala

Father’s Name Mr. Balmukund Jhunjhuwala
DIN 09806023
Date of Birth September 01, 2000
Age 23 Years
Designation Non-Executive Director
Status Non-Executive Director
Qualification Bachelor of Business Administration in Marketing Management form Bharati
Vidyapeeth (Deemed to be University), Pune.
No. of Years of Experience He is a Bachelor in the field of marketing and has recently commenced
engagement with the our company.
Address D 1/2, Model Town-3, Delhi- 110009
Occupation Business
Nationality Indian
Date of Appointment He was initially appointed as Additional Non-Executive Director of the company
in the board meeting held on October 31, 2023, and afterwards was regularized
as a Non-Executive of the company w.e.f. December 26, 2023, who is Liable to
retire by rotation, in the Extra Ordinary General Meeting of the Members held
on December 26, 2023.
Term of Appointment and
date of expiration of Liable to retire by rotation.
current term of office.
Other Directorships --

Mr. Ankit Aggarwal

Father’s Name Mahender Agarwal
DIN 01037530
Date of Birth August 07,1982
Age 41 years
Designation Non-Executive Independent Director
Status Non-Executive
Qualification Bachelor of Information Technology (BIT) from Manipal Academy of Higher
Education, Deemed University, Manipal.
No. of Years of Experience He is a highly skilled IT professional with over 17 years of experience in the
field and also has involvement in managing his family’s business. He has
completed several industry certifications, including Microsoft Azure Architect

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Mr. Ankit Aggarwal
(AZ-303), Cisco Certified Network Professional (CCNP), Juniper Networks
Certification Program (JNCP) and Microsoft Certified Systems Engineer
(MCSE), known for his strong analytical skills, attention to detail, and ability to
work well under pressure. He is a problem solver and enjoys taking on new
challenges.
Address E-945, 2nd floor, Saraswati Vihar, Pitampura, Delhi- 110034
Occupation Business
Nationality Indian
Date of Appointment Commencing on December 26, 2023, he took the role of an Additional
Independent Director of the Company, a position he will retain until the next
Ensuing General Meeting. He afterwards regularized as a Non-Executive
Independent Director of the company for a term of 5 (five) years, w.e.f.
December 26, 2023, and not liable to retirement by rotation, in the Extra
Ordinary General Meeting of the Members held on December 26, 2023.
Term of Appointment and
Holds office for the period of 5 (Five) years w.e.f. December 26, 2023 not liable
date of expiration of
to retire by rotation.
current term of office.
1. Bharat Rasayan Limited
Other Directorships 2. Anshu Overseas Impex Private Limited
3. Resiliency Program (India) Private Limited

Ms. Rashmi Kamlesh Otavani

Father’s Name Mr. Ajaykumar Aavatram Ahuja
DIN 06976600
Date of Birth October 06, 1980
Age 43 years
Designation Non-Executive Independent Director
Status Non-Executive
Qualification She holds the degree of Company Secretary from the Institute of Company
Secretaries of India. She also holds the degree of Bachelor of Commerce from
Saurashtra University.
No. of Years of Experience She possesses a wealth of professional experience spanning a period exceeding
10 (ten) years, encompassing diverse domains such as due diligence, drafting,
administration, and legal and secretarial compliances.
Address R-301, Ozone Glitter, Near Galaxy Underbridge Naroda, Ahmedabad - 382330
Occupation Professional
Nationality Indian
Date of Appointment Commencing on December 26, 2023, She was designated as an Additional
Independent Director of the Company, a position She will retain until the next
Ensuing General Meeting, afterwards, was regularized as a Non-Executive
Independent Director of the company for a term of 5 (five) years, w.e.f.
December 26, 2023, and not subject to retirement by rotation, in the Extra
Ordinary General Meeting of the Members held on December 26, 2023.
Term of Appointment and
Holds office for the period of 5 (Five) years w.e.f. December 26, 2023 not liable
date of expiration of current
to retire by rotation.
term of office.
Other Directorships 1. United Polyfab Gujarat limited
2. Yuranus Infrastructure Limited
3. Aristo Bio-Tech And Lifescience Limited
4. Dynemic Products Limited
5. Shree Ram Proteins Limited

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 Ms. Rashmi Kamlesh Otavani
6. United Cotfab Limited

As on the date of the Draft Red Herring Prospectus

A. None of the above-mentioned Directors are on the RBI List of wilful defaulters or Fraudulent Borrowers
B. None of the Promoters, persons forming part of our Promoter Group, our directors or persons in control of
our Company or our Company are debarred from accessing the capital market by SEBI.
C. None of the Promoters, Directors or persons in control of our Company, has been or is involved as a
Promoters, director or person in control of any other company, which is debarred from accessing the capital
market under any order or directions made by SEBI or any other regulatory authority.
D. None of our Directors are/were director of any company whose shares were delisted from any stock
exchange(s) up to the date of filling of this Draft Red Herring Prospectus.
E. None of Promoters or Directors of our Company are a fugitive economic offender.
F. None of our Directors are/were director of any company whose shares were suspended from trading by stock
exchange(s) or under any order or directions issued by the stock exchange(s)/ SEBI/ other regulatory authority
in the last five years.
G. In respect of the track record of the directors, there have been no criminal cases filed or investigations being
undertaken with regard to alleged commission of any offence by any of our directors and none of our directors
have been charge-sheeted with serious crimes like murder, rape, forgery, economic offence.
RELATIONSHIP BETWEEN THE DIRECTORS:
There is no relationship between any of the Directors of our Company except the following relationship: -
Name of Director Designation Relation
He is Father of our;
• Executive Director, Mr. Aditya Jhunjhunwala
Mr. Balmukund Chairman and
and
Jhunjhunwala Managing Director
• Non- Executive Director Mr. Keshav
Jhunjhunwala
He is son of our Chairman & Managing Director, Mr.
Mr. Aditya Jhunjhunwala Executive Director Balmukund Jhunjhunwala and brother of our Non-
Executive Director, Mr. Keshav Jhunjhunwala.
He is son of our Chairman & Managing Director, Mr.
Non-Executive
Mr. Keshav Jhunjhunwala Balmukund Jhunjhunwala and brother of our
Director
Executive Director, Mr. Aditya Jhunjhunwala.
ARRANGEMENT AND UNDERSTANDING WITH MAJOR SHAREHOLDERS, CUSTOMERS,
SUPPLIERS AND OTHERS:
There is no arrangement or understanding with major shareholders, customers, suppliers or others, pursuant to
which any of the above-mentioned Directors was selected as director or member of senior management.
SERVICE CONTRACTS:
None of our directors have entered into any service contracts with our company and no benefits are granted upon
their termination from employment other than the statutory benefits provided by our company. However,
Executive Directors of our Company are appointed for specific terms and conditions for which no formal
agreements are executed, however their terms and conditions of appointment and remuneration are specified and
approved by the Board of Directors and Shareholders of the Company.
Except statutory benefits upon termination of their employment in our Company or retirement, no officer of our
Company, including the directors and key Managerial personnel, are entitled to any benefits upon termination of
employment.
BORROWING POWERS OF THE BOARD OF DIRECTORS
Pursuant to a special resolution passed at an Extra Ordinary General Meeting of our Company held on January
03, 2024 and pursuant to provisions of Section 180(1)(c) and other applicable provisions, if any, of the Companies

144 | P a g e
Act, 2013 and rules made thereunder, the Board of Directors of the Company be and are hereby authorized to
borrow monies from time to time, any sum or sums of money on such security and on such terms and conditions
as the Board may deem fit, notwithstanding that the money to be borrowed together with the money already
borrowed by our Company may exceed in the aggregate, its paid up capital and free reserves and security premium
(apart from temporary loans obtained / to be obtained from bankers in the ordinary course of business), provided
that the outstanding principal amount of such borrowing at any point of time shall not exceed in the aggregate of
Rs. 100 Crores (Rupees One Hundred Crores only).
BRIEF PROFILE OF OUR DIRECTORS:
Mr. Balmukund Jhunjhunwala
Mr. Balmukund Jhunjhunwala aged 62 years is Promoter-Chairman and Managing Director of the Company. He
has played a pivotal role in the establishment of our corporate entity and possesses approximately 6 (Six) years of
comprehensive expertise within the packaging industry. He supervised the inception of our Management,
Administration, Accounts, strategic planning, and Marketing infrastructures, resulting in substantial growth for
the company since its inception.
Mr. Aditya Jhunjhunwala
Mr. Aditya Jhunjhunwala aged 35 years is Promoter - Executive Director of the Company. He was acting as
Executive Director since his appointment in the company, i.e. February 16, 2010. He has done Master of Business
Administration- International Business from Amity University, Noida. He possesses an experience of 6 (Six) years
in the area of business expansion, marketing initiatives, identification of viable markets, and strategic planning in
packaging industry.
Mr. Keshav Jhunjhunwala
Mr. Keshav Jhunjhunwala aged 23 years is Promoter – Non Executive Director of the Company. He is holing
degree of Bachelor of Business Administration in Marketing Management form Bharati Vidyapeeth (Deemed to
be University), Pune. He is a Bachelor in the field of marketing and has recently commenced engagement with
the our company.
Mr. Ankit Agarwal
Mr. Yash Patel aged 41 years is a Non-Executive Independent Director of the Company. He is holding degree of
Bachelor of Information Technology (BIT) from Manipal Academy of Higher Education, Deemed University,
Manipal. He is a highly skilled IT professional with over 17 years of experience in the field and also has
involvement in managing his family’s business. He has completed several industry certifications, including
Microsoft Azure Architect (AZ-303), Cisco Certified Network Professional (CCNP), Juniper Networks
Certification Program (JNCP) and Microsoft Certified Systems Engineer (MCSE), known for his strong analytical
skills, attention to detail, and ability to work well under pressure. He is a problem solver and enjoys taking on new
challenges.
Ms. Rashmi Kamlesh Otavani
Ms. Rashmi Kamlesh Otavani, aged 43 years is a Non-Executive Independent Director of the Company. She
graduated from Gujarat University with a Bachelor of Commerce degree and is a member of the Institute of
Company Secretaries of India. She also serves as an independent director for a number of other companies. She
possesses a wealth of professional experience spanning a period exceeding 10 (ten) years, encompassing diverse
domains such as due diligence, drafting, administration, and legal and secretarial compliances.
COMPENSATION AND BENEFITS TO THE CHAIRMAN AND MANAGING DIRECTOR AND
WHOLE TIME DIRECTORS ARE AS FOLLOWS: -

Name Mr. Balmukund Jhunjhunwala

Designation Chairman and Managing Director
He was acting as Executive Director since incorporation of the Company. The
Board of Director in their meeting held on December 26, 2023 have decided to
Date of Appointment/ change his designation from Executive Director to Chairman and Managing
Change in Designation Director. The Shareholders in their meeting held on December 26, 2023 have
approved appointment Mr. Balmukund Jhunjhunwala as Chairman and Managing
Director for a period of 3 years w.e.f. December 26, 2023.
Period 3 (Three) years w.e.f. December 26, 2023 and liable to retire by rotation.

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 Name Mr. Balmukund Jhunjhunwala
Salary Up to Rs. 24 lakhs per annum
Bonus -
Perquisite/Benefits -
Commission: -
Compensation/
remuneration paid Rs. 16.50 lakhs per annum
during the F.Y. 2022-23
SITTING FEES PAYABLE TO NON-EXECUTIVE DIRECTORS
Our Company is paying Rs. 15,000 per meeting subject to Rs. 60,000 per annum sitting fees to the Non-Executive
Independent Director of the company.
SHAREHOLDING OF DIRECTORS
The shareholding of our directors as on the date of this Draft Red Herring Prospectus are as follows:
Sr. No. Equity Shares
Name of Directors Designation
No. held
1. Mr. Balmukund Jhunjhunwala 1269000 Chairman and Managing Director
Mr. Aditya Jhunjhunwala 375000 Executive Director & Chief Executive
2.
Officer
3. Mr. Keshav Jhunjhunwala 300000 Non-Executive Director
4. Mr. Ankit Aggarwal -- Non-Executive Independent Director
5. Ms. Rashmi Kamlesh Otavani -- Non-Executive Independent Director
6. Mr. Uma Kant Mishra -- Chief Financial Officer
7. Ms. Akanksha Jain -- Company Secretary
INTEREST OF DIRECTORS
All the non-executive directors of the company may be deemed to be interested to the extent of fees, payable to
them for attending meetings of the Board or Committee if any as well as to the extent of other remuneration and/or
reimbursement of expenses payable to them as per the applicable laws.
The directors may be regarded as interested in the shares and dividend payable thereon, if any, held by or that
may be subscribed by and allotted/transferred to them or the companies, firms and trust, in which they are
interested as directors, members, partners and or trustees. All directors may be deemed to be interested in the
contracts, agreements/arrangements to be entered into by the issuer company with any company in which they
hold directorships or any partnership or proprietorship firm in which they are partners or proprietors as declared
in their respective declarations.
Executive Director is interested to the extent of remuneration paid to them for services rendered to the company
and also payment of interest on unsecured loan and lease rent.
Except as stated under “Annexure –28 -Restated Related Party Transactions” under Chapter titled “Restated
Financial Information” beginning on page 162 of the Draft Red Herring Prospectus, our company has not entered
into any contracts, agreements or arrangements during the preceding two years from the date of the Draft Red
Herring Prospectus in which our directors are interested directly or indirectly.
CHANGES IN THE BOARD OF DIRECTORS DURING THE LAST THREE YEARS:

Nature of
Name of Director Date of Event Reason for the changes in the board
Event
Commencing on October 31, 2023, he was
Mr. Keshav October 31, Appointed as an Additional Non-Executive
Appointment
Jhunjhunwala 2023 Director of the Company, a position he will
retain until the next Ensuing General Meeting.
December 26, Commencing on December 26, 2023, he was
Mr. Ankit Aggarwal Appointment
2023 Appointed as an Additional Independent

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 Nature of
Name of Director Date of Event Reason for the changes in the board
Event
Director of the Company, a position he will
retain until the next Ensuing General Meeting.
Commencing on December 26, 2023, She was
Ms. Rashmi Kamlesh December 26, Appointed as an Additional Independent
Appointment
Otavani 2023 Director of the Company, a position she will
retain until the next Ensuing General Meeting
On December 26, 2023 his designation was
Mr. Balmukund December 26, Change in changed from Executive Director to Chairman
Jhunjhunwala 2023 Designation and Managing Director of the company, a
position he would hold for three (3) years.
He was then regularized as a Non-executive
independent director of the company for a term
December 26, Change in of 5 (five) years, beginning on December 26,
Mr. Ankit Aggarwal
2023 Designation 2023, and not subject to retirement by rotation,
in the Extra Ordinary General Meeting of the
Members held on December 26, 2023.
She was then regularized as a Non-executive
independent director of the company for a term
Ms. Rashmi Kamlesh December 26, Change in of 5 (five) years, beginning on December 26,
Otavani 2023 Designation 2023, and not subject to retirement by rotation,
in the Extra Ordinary General Meeting of the
Members held on December 26, 2023.
He was then regularized as a Non-executive
director of the company beginning on
Mr. Keshav December 26, Change in December 26, 2023, and liable to retirement by
Jhunjhunwala 2023 Designation rotation, in the Extra Ordinary General
Meeting of the Members held on December 26,
2023.
CORPORATE GOVERNANCE
In additions to the applicable provisions of the Companies Act, 2013 with respect to the Corporate Governance,
provisions of the SEBI Listing Regulations will be applicable to our company immediately up on the listing of
Equity Shares on the Stock Exchanges.

As on date of this Draft Red Herring Prospectus, as our Company is coming with an issue in terms of Chapter IX
of the SEBI (ICDR) Regulations, 2018, the requirements specified in regulations 17, 18, 19, 20, 21, 22, 23, 24,
25, 26, 27 and clauses (b) to (i) of sub-regulation (2) of regulation 46 and para C, D and E of Schedule V of SEBI
(Listing Obligations and Disclosures Requirement) Regulations, 2015 are not applicable to our Company,
although we require to comply with requirement of the Companies Act, 2013 wherever applicable. In spite of
certain regulations and schedules of SEBI (Listing Obligations and Disclosures Requirement) Regulations, 2015
is not applicable to our Company, our Company endeavours to comply with the good corporate governance and
accordingly certain exempted regulations have been compiled by our Company.

Our Company has complied with the corporate governance requirement, particularly in relation to appointment of
independent directors including woman director on our Board, constitution of an Audit Committee, Stakeholders
Relationship Committee and Nomination and Remuneration Committee. Our Board functions either on its own
or through committees constituted thereof, to oversee specific operational areas.
COMPOSITION OF BOARD OF DIRECTORS
Currently our Board is consisting of 5 (Five) directors out of which 2(Two) are Executive Directors, 1 (One) is
Non-Executive Director and 2 (Two) are Independent Directors.
Composition of Board of Directors is set forth in the below mentioned table:

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 Sr. No. Name of Directors Designation Status DIN
Mr. Balmukund Chairman and Managing Director
1. Executive 02589799
Jhunjhunwala
Mr. Aditya Jhunjhunwala Executive Director & Chief
2. Executive 02939258
Executive Officer
Mr. Keshav Jhunjhunwala Non-Executive Director Non-
3. 09806023
Executive
Mr. Ankit Aggarwal Non-Executive Independent Non-
4. 01037530
Director Executive
Ms. Rashmi Kamlesh Otavani Non-Executive Independent Non-
5. 06976600
Director Executive
Constitution of Committees
Our company has constituted the following Committees of the Board;
1. Audit Committee
2. Stakeholders Relationship Committee
3. Nomination and Remuneration Committee
Details of composition, terms of reference etc. of each of the above committees are provided hereunder:
1. Audit Committee:
The Board of Directors of our Company has, in pursuance to provisions of Section 177 of the Companies Act,
2013, or any subsequent modification(s) or amendment(s) thereof in its Meeting held on December 30, 2023
constituted Audit Committee.
The constitution of the Audit Committee is as follows:
Sr. No. Name Designation Position In Committee
1. Mr. Ankit Aggarwal Independent Director Chairperson
2. Mrs. Rashmi Kamlesh Otavani Independent Director Member
3. Mr. Balmukund Jhunjhunwala Managing Director Member
Our Company Secretary and Compliance officer will act as the secretary of the Committee.
Terms of Reference:
The Role of Audit Committee not limited to but includes: -
i. The recommendation for the appointment, re-appointment and, if required, the replacement or removal of
the Statutory auditor, their remuneration and fixation of terms of appointment of the Auditors of the
Company;
ii. Review and monitor the auditors’ independence and performance, and effectiveness of audit process;
iii. Examination of financial statement and auditors’ report thereon including interim financial results before
submission to the Board of Directors
iv. for approval particularly with respect to;
a. matters required to be included in the director’s responsibility statement to be included in the board’s
report in terms of clause(c) of sub-section (3) of Section 134 of the Companies Act, 2013
b. Changes, if any, in accounting policies and practices and reasons for the same,
c. Major accounting entries involving estimates based on the exercise of judgment by management,
d. Significant adjustments made in the financial statements arising out of audit findings,
e. Compliance with listing and other legal requirements relating to financial statements,
f. Disclosure of any related party transactions,
g. Qualifications in the draft audit report.

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v. Approval or any subsequent modification of transactions of the Company with related party;
Provided that the Audit Committee may make omnibus approval for related party transactions proposed to
be entered into by the company subject to such conditions as may be prescribed under the Companies Act,
2013 or any subsequent modification(s) or amendment(s) thereof;
Provided further that in case of transaction, other than transactions referred to in section 188 of Companies
Act 2013 or any subsequent modification(s) or amendment(s) thereof, and where Audit Committee does not
approve the transaction, it shall make its recommendations to the Board;
Provided also that in case any transaction involving any amount not exceeding one crore rupees is entered
into by a director or officer of the company without obtaining the approval of the Audit Committee and it is
not ratified by the Audit Committee within three months from the date of the transaction, such transaction
shall be voidable at the option of the Audit Committee;
vi. Reviewing, with the management, and monitoring the statement of uses / application of funds raised through
an issue (public issue, rights issue, preferential issue, etc.), the statement of funds utilized for purposes other
than those stated in the offer document/ prospectus/notice and the report submitted by the monitoring agency
monitoring the utilization of proceeds of a public or rights issue, and making appropriate recommendations
to the Board to take up steps in this matter ;
vii. Scrutiny of Inter-corporate loans and investments ;
viii. consider and comment on rationale, cost-benefits and impact of schemes involving merger, demerger,
amalgamation etc., on the listed entity and its shareholders;
ix. Reviewing and discussing the findings of any internal investigations by the internal auditors into matters
where there is suspected fraud or irregularity or a failure of internal control systems of a material nature and
reporting the matter to the board;
x. To review the functioning of the Whistle Blower mechanism, in case the same is existing;
xi. Valuation of undertakings or assets of the company, where ever it is necessary;
xii. Evaluation of internal financial controls and risk management systems and reviewing with the management,
performance of statutory & internal auditors, and adequacy of the internal control systems;
xiii. reviewing the adequacy of internal audit function, if any, including the structure of the internal audit
department, staffing and seniority of the official heading the department, reporting structure coverage and
frequency of internal audit and discussion with internal auditors of any significant findings and follow up
there on;
xiv. discussion with statutory auditors before the audit commences, about the nature and scope of audit as well
as post-audit discussion to ascertain any area of concern;
xv. approval of payment to statutory auditors for any other services rendered by the statutory auditors;
xvi. To look into the reasons for substantial defaults in the payment to the depositors, debenture holders,
shareholders (in case of non-payment of declared dividends) and creditors;
xvii. Approval of appointment of CFO (i.e., the whole-time Finance Director or any other person heading the
finance function or discharging that function) after assessing the qualifications, experience & background,
etc. of the candidate; and
xviii. Carrying out any other function as assigned by the Board of Directors & other matters as may be required
by any statutory, contractual or other regulatory requirements to be attended to by such committee from time
to time.
Review of Information
i. Statement of significant related party transactions (as defined by the audit committee), submitted by
management;
ii. Management letters / letters of internal control weaknesses issued by the statutory auditors
iii. Internal audit reports relating to internal control weaknesses;
iv. The appointment, removal and terms of remuneration of the Internal Auditor
v. Quarterly/half yearly statement of deviation(s), if applicable, submission to stock exchange(s) in terms of
regulation 32(1)

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vi. Annual statement of funds utilized for purpose other than those stated in the offer document/ prospectus.
Powers of Committee
i. To investigate any activity within its terms of reference;
ii. To seek information from any employees;
iii. To obtain outside legal or other professional advice; and
iv. To secure attendance of outsiders with relevant expertise, if it considers necessary.
Quorum and Meetings
The audit committee shall meet as often as necessary subject to minimum 4 times in financial years. The quorum
of the meeting of the Audit Committee shall be one third of total members of the Audit Committee or 2, whichever
is higher, subject to minimum two Independent Director shall present at the Meeting.
2. Stakeholders Relationship Committee:
The Board of Directors of our Company has, in pursuance to provisions of Section 178 of the Companies Act,
2013, or any subsequent modification(s) or amendment(s) thereof in its Meeting held on December 30, 2023
constituted Stakeholders Relationship Committee.
The constitution of the Stakeholders Relationship Committee is as follows:
Sr. No. Name Designation Position In Committee
1. Mr. Ankit Aggarwal Independent Director Chairperson
2. Mrs. Rashmi Kamlesh Otavani Independent Director Member
Non-Executive
3. Mr. Keshav Jhunjhunwala Member
Director

Our Company Secretary and Compliance officer will act as the secretary of the Committee.
Terms of Reference
To supervise and ensure;
a. Resolving the grievances of the security holders of the company including complaints related to
transfer/transmission of shares, non-receipt of annual report, non-receipt of declared dividends, issue of
new/duplicate certificates, general meetings etc;
b. Review of measures taken for effective exercise of voting rights by shareholders;
c. Review of adherence to the service standards adopted by the listed entity in respect of various services being
rendered by the Registrar & Share Transfer Agent;
d. Review of the various measures and initiatives taken by the listed entity for reducing the quantum of
unclaimed dividends and ensuring timely receipt of dividend warrants/annual reports/statutory notices by
the shareholders of the company;
e. Such other matters as may be required by any statutory, contractual or other regulatory requirements to be
attended to by such committee from time to time.
Quorum and Meetings
The Stakeholders Relationship Committee shall meet at least once in financial year. The quorum shall be one third
of total members of the Stakeholders Relationship Committee or 2 members, whichever is higher.
3. Nomination and Remuneration Committee:
The Board of Directors of our Company has, in pursuance to provisions of Section 178 of the Companies Act,
2013, or any subsequent modification(s) or amendment(s) thereof in its Meeting held on December 30, 2023
constituted Nomination and Remuneration Committee.
The constitution of the Nomination and Remuneration Committee is as follows:
Sr. No. Name Designation Position In Committee
1. Mr. Ankit Aggarwal Independent Director Chairperson

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 2. Mrs. Rashmi Kamlesh Otavani Independent Director Member
Mr. Keshav Jhunjhunwala Non-Executive
3. Member
Director

Our Company Secretary and Compliance officer will act as the secretary of the Committee.
Terms of reference
Role of Nomination and Remuneration Committee not limited to but includes: -
i. Formulation of the criteria for determining qualifications, positive attributes and independence of a director
and recommend to the Board a policy, relating to the remuneration of the directors, key managerial personnel
and other employees;
For every appointment of an independent director, the Nomination and Remuneration Committee shall
evaluate the balance of skills, knowledge and experience on the Board and on the basis of such evaluation,
prepare a description of the role and capabilities required of an independent director. The person
recommended to the Board for appointment as an independent director shall have the capabilities identified
in such description. For the purpose of identifying suitable candidates, the Committee
a. use the services of an external agencies, if required;
b. consider candidates from a wide range of backgrounds, having due regard to diversity; and
c. consider the time commitments of the candidates.
ii. Formulation of criteria for evaluation of Independent Directors and the Board;
iii. To ensure that the relationship of remuneration to performance is clear and meets appropriate performance
benchmarks; and
iv. Identifying persons who are qualified to become directors and who may be appointed in senior management
in accordance with the criteria laid down, and recommend to the Board of Directors their appointment and
removal and shall carry out evaluation of every director‘s performance;
v. recommend to the board, all remuneration, in whatever form, payable to senior management;
vi. Such other matters as may be required by any statutory, contractual or other regulatory requirements to be
attended to by such committee from time to time.
Quorum and Meetings
The Committee is required to meet at least once in year. The quorum necessary for a meeting of the Nomination
and Remuneration Committee is one third of total members of the Nomination and Remuneration Committee or
2 members, whichever is higher.
MANAGEMENT ORGANIZATION STRUCTURE:
The Management Organization Structure of the company is depicted from the following chart:

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 Board of
Directors

Executive &
Managing
Non- Executive
Director
Directors

Manufacturing Finance Marketing Compliance

Marketing Admnistration
Department Department Department Department

OUR KEY MANAGEMENT PERSONNEL

The Key Managerial Personnel of our Company other than our Executive Directors are as follows: -
Remuneration
Previous paid in F.Y. 2022-
Name, Designation and Date of Joining Qualification
Employment 23
(₹ in Lakhs)
Name Mr. Uma Kant Mishra
Designation Chief Financial Officer 7.20 lakhs
- -
Date of per annum
December 26, 2023
Appointment
Overall He has more than 6 years of experience within the realms of Accounts, Finance, and Taxation
Experience matters. Presently, he undertakes the responsibility for the management and oversight of the
Company's accounts, finance, taxation matters.

Name Mr. Aditya Jhunjhunwala Master of Business -

Designation Chief Executive Officer Administration-
International 7.80 lakhs
Date of December 26, 2023
Appointment Business from per annum
Amity University,
Noida.
Overall He possesses an experience exceeding duration of thirteen (13) years in the realms of business
Experience expansion, marketing initiatives, identification of viable markets, and strategic planning for
their conquest. His expertise extends to the formulation of marketing plans, representation of
clientele, and the discernment of target audiences and markets pertinent to the company's
objectives.

Name Ms. Akanksha Jain Company

Designation Company Secretary and Secretary from
Compliance Officer Institute of
- -
Date of Company
Appointment December 26, 2023 Secretaries of
India,

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 Remuneration
Previous paid in F.Y. 2022-
Name, Designation and Date of Joining Qualification
Employment 23
(₹ in Lakhs)
Bachelor of
Commerce and
Bachelor of Laws
Overall She has over 3 years of experience in handling assignments related to Company Law, FEMA,
Experience RERA, Corporate Due Diligence, Secretarial compliances, Drafting and vetting of various
agreements, general corporate transactions and advisory and other various support services
assignments. In the past, she has worked with Lexstone Group (Law Offices) as an Associate.
BONUS OR PROFIT-SHARING PLAN FOR THE KEY MANAGEMENT PERSONNEL
Currently, Our Company does not have any bonus or profit-sharing plan for our Key Managerial personnel. In
future, Discretionary bonus may be paid as may be decided by Nomination and Remuneration Committee/Board
of Directors, depending upon the performance of the Key Managerial Personnel, working of the Company and
other relevant factors subject to Maximum of annual salary within the limits laid down under Para A of Section
II of Part II of Schedule V of the Companies Act, 2013.
CHANGES IN THE KEY MANAGEMENT PERSONNEL
The following are the changes in the Key Management Personnel since the date of incorporation of our company,
otherwise than by way of retirement in due course.
Name of Key Managerial Date of Nature of
Reason for the changes
Personnel Event Event
He has been appointed as Chairman &
Managing Director of the Company w.e.f
Mr. Balmukund December Change in
December 26, 2023 in the Extra ordinary
Jhunjhunwala 26, 2023 Designation
General Meeting held on December 26,
2023.
He has been appointed as Chief Executive
December
Mr. Aditya Jhunjhunwala Appointment Officer (CEO) of the Company w.e.f.
26, 2023
December 26, 2023.
He has been appointed as Chief Financial
December
Mr. Uma Kant Mishra Appointment Officer (CFO) of the Company w.e.f.
26, 2023
December 26, 2023.
She has been appointed as Company
December
Ms. Akanksha Jain Appointment Secretary and Compliance Officer of the
26, 2023
Company w.e.f. December 26, 2023.

EMPLOYEE STOCK OPTION SCHEME

As on the date of filing of Draft Red Herring Prospectus, our company does not have any ESOP Scheme for its
employees.
RELATIONSHIP BETWEEN KEY MANAGEMENT PERSONNEL
Name of KMP Designation Relation
He is Father of our Executive Director & Chief
Mr. Balmukund Chairman and Managing
Executive Officer, Mr. Aditya Jhunjhunwala
Jhunjhunwala Director

Mr. Aditya Jhunjhunwala He is Son of Our Chairman & Managing Director,

Chief Executive Officer
Mr. Balmukund Jhunjhunwala
PAYMENT OF BENEFIT TO OFFICERS OF OUR COMPANY (NON-SALARY RELATED):
Except the statutory payments made by our Company, in the last two years, our company has not paid any sum to
its employees in connection with superannuation payments and ex-gratia/ rewards and has not paid any non-salary
amount or benefit to any of its officers.

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Notes:
➢ All the key managerial personnel mentioned above are on the payrolls of our Company as permanent
employees.
➢ There is no arrangement / understanding with major shareholders, customers, suppliers or others pursuant to
which any of the above-mentioned personnel have been recruited.
➢ None of our Key Managerial Personnel has been granted any benefits in kind from our Company, other than
their remuneration.
➢ None of our Key Managerial Personnel has entered into any service contracts with our no benefits are granted
upon their termination from employment other that statutory benefits provided by our company and Further,
our Company has appointed Key Managerial Personnel i.e. Managing Director, Chief Executive Officer,
Chief Financial Officer and Company Secretary and Compliance officer for which our company has not
executed any formal service contracts; although they are abide by their terms of appointments.
SHAREHOLDING OF THE KEY MANAGEMENT PERSONNEL:
Except as disclosed below, none of the Key Managerial Personnel hold any Equity Shares of our Company as on
the date of this Draft Red Herring Prospectus.
Sr. Name of Key Management No. Equity Shares Category/ Status
No. Personnel held
1. Mr. Balmukund Jhunjhunwala 1269000 Chairman and Managing Director
375000 Executive Director & Chief Executive
2. Mr. Aditya Jhunjhunwala
Officer
3. Mr. Uma Kant Mishra - Chief Financial Officer
Company Secretary and Compliance
4. Ms. Akanksha Jain -
Officer

154 | P a g e
 OUR PROMOTERS AND PROMOTERS GROUP
Promoter of Our Company is Mr. Balmukund Jhunjhunwala, Mrs. Anita Jhunjhunwala, Mr. Aditya Jhunjhunwala,
Mr. Keshav Jhunjhunwala and Balmukund Jhunjhunwala HUF. For details of the Capital build-up of our
Promoters, see chapter titled “Capital Structure” beginning on page no. 56 of this Draft Red Herring Prospectus.
The details of our Promoters are as follows:
INDIVIDUAL PROMOTERS
Mr. Balmukund Jhunjhunwala
Mr. Balmukund Jhunjhunwala, aged 62 years, is Promoter cum Chairman and
Managing Director of the Company. He was acting as Executive Director in
the Company since Incorporation, i.e. form July 14, 1999. Thereafter he was
appointed as Chairman and Managing Director for a period of Three (3) years
w.e.f. December 26, 2023 with member’s approval in the Extra Ordinary
General Meeting of the Members held on December 26, 2023. He has played
a pivotal role in the establishment of our corporate entity and possesses
approximately 6 (Six) years of comprehensive expertise within the
packaghing industry.

Date of Birth August 22, 1961

Age 62 years
Educational Qualifications -
Experience He has played a pivotal role in the establishment of our corporate entity and
possesses approximately 6 (Six) years of comprehensive expertise within the
packaging industry.
Present Residential Address D 1/2, Model Town-3, Delhi- 110 009
Position/posts held in the Executive Director
past
Directorship held Abraj Foods Private Limited
Pashupatinath Manufacturing Private Limited
Other Ventures Tirupati Export & Import Corporation

Mr. Aditya Jhunjhunwala

Mr. Aditya Jhunjhunwala, aged 35 years, is Promoter and Executive Director
& CEO of the Company. He holds degree in Master of Business
Administration- International Business from Amity University, Noida. He
possesses an experience of 6 (Six) years in the area of business expansion,
marketing initiatives, identification of viable markets, and strategic planning
in packaging industry. His expertise extends to the formulation of marketing
plans, representation of clientele, and the discernment of target audiences and
markets pertinent to the company's objectives. He was acting as Executive
Director in the Company since his appointment in the company, i.e. February
16, 2010. Subsequently, he was appointed as Chief Executive Officer of the
Company w.e.f. December 26, 2023.
Date of Birth April 13, 1988
Age 35 years
Educational Qualifications Master of Business Administration- International Business from Amity
University, Noida.
Experience He possesses an experience of 6 (Six) years in the area of business expansion,
marketing initiatives, identification of viable markets, and strategic planning.
His expertise extends to the formulation of marketing plans, representation of

155 | P a g e
 clientele, and the discernment of target audiences and markets pertinent to the
company's objectives.
Present Residential Address D 1/2, Model Town-3, Delhi- 110009
Position/posts held in the Executive Director
past
Directorship held ABRJ Foods Private Limited
Other Ventures -

Mr. Keshav Jhunjhunwala

Mr. Keshav Jhunjhunwala, aged 23 years, is Promoter cum Non-Executive
Director of the Company. He holds degree in Bachelor of Business
Administration in Marketing Management form Bharati Vidyapeeth
(Deemed to be University), Pune. He has recently commenced engagement
with our company. He was initially appointed as Additional Non-
Executive Director of the company in the board meeting held on October
31, 2023, and afterwards was regularized as a Non-Executive of the
company w.e.f. December 26, 2023, who is Liable to retire by rotation, in
the Extra Ordinary General Meeting of the Members held on December
26, 2023.

Date of Birth September 01, 2000

Age 23 years
Educational Qualifications He holds the degree of Bachelor of Business Administration from Bharti
Vidhyapeeth (Deemed to be University), Pune, India.
Experience He is a Bachelor in the field of marketing and has recently commenced
engagement with our company.
Present Residential Address D 1/2, Model Town-3, Delhi- 110009
Position/posts held in the past Nil
Directorship held Nil
Other Ventures Nil

Mrs. Anita Jhunjhunwala

Mrs. Anita Jhunjhunwala, aged 60 years, is Promoter of the Company. She
holds the degree of Bachelor of arts from University of Rajasthan.

Date of Birth August 15, 1963

Age 60 years
Educational Qualifications She holds the degree of Bachelor of arts from University of Rajasthan.

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 Experience She is house wife.
Present Residential Address D 1/2, Model Town-3, Delhi- 110009
Position/posts held in the past -
Directorship held -
Other Ventures -
HUF PROMOTER
1. Balmukund Jhunjhunwala (HUF)

Balmukund Jhunjhunwala (HUF) was formed on March 31,1989 by Balmukund Jhunjhunwala, karta of
Balmukund Jhunjhunwala HUF. The members of Balmukund Jhunjhunwala (HUF) are as follows:

a. Balmukund Jhunjhunwala (Karta)

b. Anita Jhunjhunwala (Member)
c. Aditya Jhunjhunwala (Member)
d. Keshav Jhunjhunwala (Member)

At present, Balmukund Jhunjhunwala (HUF) is not engaged in business activity.

For details related to Capital build-up of Balmukund Jhunjhunwala HUF please refer to chapter titled as “Capital
Structure” on page 56 of this Draft Red Herring Prospectus.
DECLARATION
We declare and confirm that the details of the permanent account numbers, bank account numbers, passport
numbers, Aadhar card number and Driving Licence number of our Promoter are being submitted to the NSE,
stock exchange on which the specified securities are proposed to be listed along with filing of this Draft Red
Herring Prospectus with the Stock Exchange.
CHANGE IN THE CONTROL OR MANAGEMENT OF THE ISSUER IN LAST FIVE YEARS
There is a change in control of our Company. From June, 2020 our current promoters along with their family
members (collectively referred to as Jhunjhunwala family) purchased entire stake from Pradeep Aggrawal, Shanti
Devi, Shobha Kedia, Sulochna Devi Kedia, Amit Kumar Sha, Naushad Khan, Amarnath Jhunjhunwala and Prem
Devi Jhunjhunwala of total 57100 equity shares, in the issuer company. For details of the Capital build-up of our
Promoters in our Company, see chapter titled “Capital Structure” beginning on page no. 56 of this Draft Red
Herring Prospectus.

With respect to change in management of our Company, Mr. Shiv Narayan Jhunjhunwala was resigned as a
Director of the Company with effect from May 31, 2019. Mr. Keshav Jhunjhunwala was initially appointed as
Additional Non-Executive Director of the company in the board meeting held on October 31, 2023, and afterwards
was regularized as a Non-Executive of the company w.e.f. December 26, 2023, who is Liable to retire by rotation,
in the Extra Ordinary General Meeting of the Members held on December 26, 2023.
INTEREST OF OUR PROMOTER
➢ Except as stated in “Annexure – 28 - Restated Related Party Transactions” under section “Restated Financial
Information” beginning from page no. 162 of this Draft Red Herring Prospectus and to the extent of
compensation, remuneration/ sitting fees to be paid, Perquisites to be given, reimbursement of expenses to be
made in accordance with their respective terms of appointment and to the extent of their shareholding and
benefits, if any, arise on the shareholding, our Promoter do not have any other interest in our business.
➢ Further, our Promoter may be deemed to be interested to the extent of the payments made by our Company,
if any, to the Group entities and payment to be made by our Company to the Group Entities. For the payments
that are made by our Company to certain Group entities, please refer “Annexure – 28 - Restated Related Party
Transactions” under section “Restated Financial Information” beginning from page no. 162 of this Draft Red
Herring Prospectus.
➢ Our Promoter, Directors or Group Companies do not have any interest in any property acquired by our
Company in the preceding three years before filing this Draft Red Herring Prospectus. Further, they do not
have any interest in any property to be acquired by our Company till the date of this Draft Red Herring
Prospectus.

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➢ Except as otherwise as stated in this Draft Red Herring Prospectus, we have not entered into any contract,
agreements or arrangements during the preceding three years from the date of this Draft Red Herring
Prospectus in which Promoter is directly or indirectly interested.
PAYMENT OR BENEFITS TO OUR PROMOTER
Except as stated in the section “Annexure – 28 - Restated Related Party Transactions” under section “Restated
Financial Information” beginning from page no. 162 of this Draft Red Herring Prospectus, there has been no
payment of benefits made to our Promoter or members of Promoter Group in the two years preceding the filing
of this Draft Red Herring Prospectus. Further, our Company may enter into transaction with or make payment of
benefit to the Promoter Directors or Promoters’ Group, towards remunerations as decided by Board of Directors.
CONFIRMATIONS
Our Company and Promoter confirmed that they have not been declared as wilful defaulters or Fraudulent
Borrowers or by the RBI or by any other government authority and there are no violations of securities laws
committed by them in the past or are currently pending against them or restraining period are continued.
Further, our Promoter, Promoter group or directors have not been directly or indirectly, debarred from accessing
the capital market or have not been restrained by any regulatory authority, directly or indirectly from acquiring
the securities.
Additionally, our Promoter, Promoter group or directors do not have direct or indirect relation with the companies,
its Promoter and whole-time director, which are compulsorily delisted by any recognized stock exchange or the
companies which is debarred from accessing the capital market by the Board.
Also, our Promoter or directors are not a fugitive economic offender.
We and Our Promoter, Group Entities, and Companies promoted by the Promoter confirm that:
➢ No material regulatory or disciplinary action has been taken by a stock exchange or regulatory authority in
the past one year against us;
➢ There are no defaults in respect of payment of interest and/or principal to the debenture/bond/fixed deposit
holders, banks, FIs during the past three years.
➢ The details of outstanding litigation including its nature and status are disclosed in the section title
“Outstanding Litigation and Material Developments” appearing on page no. 185 of this Draft Red Herring
Prospectus.
DISASSOCIATION OF PROMOTER IN THE LAST THREE YEAR:
Our Promoters have not disassociated themselves from any Company or Firm during the preceding three years.
RELATIONSHIP OF PROMOTER WITH EACH OTHER AND WITH OUR DIRECTORS
Except as disclosed herein, none of our Promoter(s) are related to any of our Company’s Directors within the
meaning of Section 2 (77) of the Companies Act, 2013.
Name of Promoter Name of Director Relationship
Aditya Jhunjhunwala Son
Balmukund Jhunjhunwala
Keshav Jhunjhunwala Son
Balmukund Jhunjhunwala Spouse
Anita Jhunjhunwala Aditya Jhunjhunwala Son
Keshav Jhunjhunwala Son
Balmukund Jhunjhunwala Father
Aditya Jhunjhunwala
Keshav Jhunjhunwala Brother
Balmukund Jhunjhunwala Father
Keshav Jhunjhunwala
Aditya Jhunjhunwala Brother
OUR PROMOTER’ GROUP
In addition to our Promoter named above, the following individuals and entities form a part of the Promoter’
Group:
a. Natural persons who are part of our Individual Promoter Group:

158 | P a g e
Relationship
Balmukund Anita Aditya Keshav
with
Jhunjhunwala Jhunjhunwala Jhunjhunwala Jhunjhunwala
Promoters
Shiv Narayan Late Kishan Kumar Balmukund Balmukund
Father
Jhunjhunwala Agarwal Jhunjhunwala Jhunjhunwala
Prema Devi
Mother Late Lalita Devi Anita Jhunjhunwala Anita Jhunjhunwala
Jhunjhunwala
Balmukund Rachana
Spouse Anita Jhunjhunwala N.A.
Jhunjhunwala Jhunjhunwala
Late Pramod
Jhunjhunwala Keshav Aditya
Brother/s N.A.
Amar Nath Jhunjhunwala Jhunjhunwala
Jhunjhunwala
Sister/s Sangeeta Goenka N.A. Swati Agarwal Swati Agarwal
Aditya
Aditya Jhunjhunwala
Jhunjhunwala Master Darsh
Son/s N.A.
Keshav Keshav Jhunjhunwala
Jhunjhunwala Jhunjhunwala
Daughter/s Swati Agarwal Swati Agarwal N.A. N.A.
Spouse’s Late Kishan Kumar Shiv Narayan
Govind Ram Bagria N.A.
Father Agarwal Jhunjhunwala
Spouse’s Prema Devi
Late Lalita Devi Chanda Devi Bagria N.A.
Mother Jhunjhunwala
Late Pramod
Spouse’s Jhunjhunwala
N.A. Navratan Bagria N.A.
Brother/s Amar Nath
Jhunjhunwala
Spouse’s N.A.
N.A. Sangeeta Goenka N.A.
Sister/s

b. Companies related to our Promoter Company: Not Applicable as our Promoter is not Company.

Nature of Relationship Name of Entities

Subsidiary or holding company of Promoter Company. Not Applicable
Any Body corporate in which Promoter (Body Corporate)
holds 20% or more of the equity share capital or which holds
Not Applicable
20% or more of the equity share capital of the Promoter
(Body Corporate).
c. Companies, Proprietary concerns, HUF’s related to our Promoter
Nature of Relationship Name of Entities
Any Body Corporate in which twenty percent or more of the 1. ABRJ Foods Private Limited
equity share capital is held by Promoter or an immediate 2. Pashupatinath Manufacturing Private
relative of the Promoter or a firm or HUF in which Promoter Limited
or any one or more of his immediate relatives are a member. 3. Arion Dealers Private Limited
4. Lokesh Advisory Private Limited
5. A. B. S. Polymers Private Limited
6. Ganpati Derivative Services Private
Limited
7. I-Touche Solutions LLP
8. Music Garage LLP
9. Waveband Production LLP
10. FH Products LLP
11. Verigrow Pvt Ltd (Foreign Company)

159 | P a g e
 Nature of Relationship Name of Entities
Any Body corporate in which Body Corporate as provided
above holds twenty percent or more of the equity share NIL
capital.
Any Hindu Undivided Family or Firm in which the 1. Tirupati Export & Import Corporation
aggregate shareholding of the Promoter and his immediate 2. Krishna Impex International
relatives is equal to or more than twenty percent. 3. Govind Ram Navratan
d. Person whose shareholding is aggregated under the heading “Shareholding of the Promoters Group”
Name of Entities / Person
NIL
For further details on our Group Companies refer Chapter titled “Information with respect to Group
Companies/Entities” beginning on page no. 193 of this Draft Red Herring Prospectus.

160 | P a g e
 DIVIDEND POLICY
Under the Companies Act, 2013 our Company can pay dividends upon a recommendation by our Board of
Directors and approval by a majority of the shareholders at the General Meeting and as per provisions of Articles
of Association of our Company. The shareholders of the Company have the right to decrease but not to increase
the amount of dividend recommended by the Board of Directors. The dividends may be paid out of profits of our
Company in the year in which the dividend is declared or out of the undistributed profits or reserves of previous
fiscal years or out of both. The Articles of Association of our Company also gives the discretion to our Board of
Directors to declare and pay interim dividends.
Our Company does not have any formal dividend policy for the Equity Shares. The dividend pay - out shall be
determined by our Board after taking into account a number of factors, including but not limited to : (i) internal
factors such as profits earned during the year, present and future capital requirements of the existing businesses,
business acquisitions, expansion/ modernization of existing businesses, availability of external finance and
relative cost of external funds, additional investments in subsidiaries/associates/joint ventures of our Company
and restrictions on loan agreement(s); and (ii) external factors such as economic and industry outlook, growth
outlook, statutory/regulatory restrictions and covenants with lenders/bond holders. Any future determination
as to the declaration and payment of dividends will be at the discretion of our Board.
For details of risks in relation to our capability to pay dividend, see Risk Factors – Our ability to pay Dividends
in the future will depend on our future cash flows, working capital requirements, capital expenditures and financial
condition.
Our Company has not paid / declared any dividend in last three years from date of this Draft Red Herring
Prospectus.

161 | P a g e
 SECTION IX – FINANCIAL STATEMENTS
RESTATED FINANCIAL INFORMATION

Sr. Particulars Page Nos.

No.
1 Restated Financial Information F-1 to F-44

162 | P a g e
F- 1
F- 2
F- 3
F- 4
F- 5
Sati Poly Plast Limited (Formerly Known as Sati Poly Plast Private Limited)
D.N Singh Road, Bhagalpur
Annexure 1: Restated Summary Statement of Assets and Liabilities (Amount in Lakhs)
Particulars Annexure As at 30th Sep, 2023 As at 31st March, 2023 As at 31st March, 2022 As at 31st March, 2021
Equity and Liabilities
Shareholders’ Funds
Share Capital 5 319.20 106.40 106.40 106.40
Reserves and Surplus 6 187.37 291.24 (17.65) (45.88)
TotaL Equity 506.57 397.64 88.75 60.52
Share Application Money Pending Allotment 7 432.20 - - -

Non-Current Liabilities
Long-Term Borrowings 8 1,387.88 1,613.60 1,470.17 2,082.97
Long-Term Provisions 10 34.20 33.22 33.40 31.21
Total Non- Current Liabilities 1,422.08 1,646.82 1,503.57 2,114.18

Current liabilities
Short-term borrowings 8 1,026.25 1,016.90 888.72 514.25
Trade payables 11
i) Total outstanding dues of micro enterprise
and small enterprise 133.85 140.64 180.32 122.54
ii) Total outstanding dues other than micro
508.45 545.53 657.93 680.44
enterprise and small enterprise
Other current liabilities 12 518.99 357.32 258.77 270.20
Short-term provisions 10 123.36 89.23 0.64 0.59
Total Current Liabilities 2,310.90 2,149.62 1,986.38 1,588.02

TOTAL EQUITY & LIABILITIES 4,671.75 4,194.08 3,578.70 3,762.72

Assets
Non-Current Assets
Property, Plant and Equipment and Intangibe Assets
(i) Property, Plant and Equipment 13 1,032.81 1,138.30 1,166.69 1,253.74
Deferred tax assets (net) 9 60.37 56.12 51.91 45.49
Other Non-Current Assets 15 92.75 91.85 89.85 83.96
Total Non-Current Assets 1,185.93 1,286.27 1,308.45 1,383.19

Current Assets
Short-Term Loans and Advances 14 120.15 163.76 15.33 33.45
Other Current Assets 15 2.69 17.07 20.46 5.80
Trade Receivables 16 1,041.67 547.24 755.57 707.33
Inventories 17 2,241.65 2,098.25 1,395.51 1,292.31
Cash and Bank Balances 18 79.66 81.49 83.38 340.64
Total Current Assets 3,485.82 2,907.81 2,270.25 2,379.53

TOTAL ASSETS 4,671.75 4,194.08 3,578.70 3,762.72

The accompanying notes are an integral part of the financial statements.

For Keyur Shah & Associates For Sati Poly Plast Limited
Chartered Accountant
FRN No: 333288W

Balmukund Jhunjhunwala Aditya Jhunjhunwala

Chairman and Managing Director Executive Director and CEO
DIN : 02589799 DIN : 02939258
Akhlaq Ahmad Mutvalli
Partner Umakant Misra Akanksha Jain
M. No: 181329 Chief Financial Officer Company Secretary
PAN:AFZPM4876J PAN: BABPJ4351B

Place: Ahmedabad Place: Bihar

Date: January 30, 2024 Date: January 30, 2024

F- 6
Sati Poly Plast Limited (Formerly Known as Sati Poly Plast Private Limited)
D.N Singh Road, Bhagalpur
Annexure 2: Restated Summary Statement of Profit and Loss (Amount in Lakhs)

Period Ended 30th Sep, Year Ended 31st Year Ended 31st Year Ended 31st
Particulars Annexure
2023 March, 2023 March, 2022 March, 2021
Revenue
Revenue from operations 19 7,568.59 19,091.77 17,516.08 12,576.53
Other income 20 2.92 4.92 6.31 15.30
Total Income 7,571.51 19,096.69 17,522.39 12,591.83

Expenses
Cost of materials consumed 21 6,197.28 16,123.08 14,817.48 10,134.50
Changes in inventories of Finished Goods,
21A (63.26) (471.14) 49.65 35.26
WIP and Traded Goods
Employee Benefits Expense 22 190.00 449.09 451.42 447.72
Finance Costs 23 79.29 199.81 198.66 167.54
Depreciation and amortisation Expense 13 117.08 269.27 280.72 284.98
Other Expenses 24 907.83 2,132.46 1,709.35 1,552.25
Total Expenses 7,428.22 18,702.57 17,507.28 12,622.25

PROFIT BEFORE EXCEPTIONAL &

143.29 394.12 15.11 (30.42)
EXTRAORDINARY ITEMS & TAX
Exceptional Items 1.71 18.25 23.20 -
PROFIT BEFORE TAX 144.99 412.37 38.31 (30.42)
Tax Expense
Current tax 40.31 107.69 16.50 6.36
Deferred tax (credit)/charge (4.25) (4.21) (6.42) (18.43)
Total Tax Expenses 36.06 103.48 10.08 (12.07)

Profit for the period / year 108.93 308.89 28.23 (18.35)

Earnings per equity share of Rs. 10/- each (in Rs.)
a) Basic/Diluted EPS 3.41 290.31 26.53 (17.25)
b) Adjusted/Diluted EPS (After Bouns and Split Share) 3.41 9.68 0.88 (0.58)

Note:
The above statement should be read with the Statement of Notes to the Restated Financial Information of the Company in Annexure 4
As per our report of even date attached

For Keyur Shah & Associates For Sati Poly Plast Limited
Chartered Accountant
FRN No: 333288W
M. No: 181329 Balmukund Jhunjhunwala Aditya Jhunjhunwala
Chairman and Managing Director Executive Director and CEO
DIN : 02589799 DIN : 02939258

Akhlaq Ahmad Mutvalli Umakant Misra Akanksha Jain

Chartered Accountant Chief Financial Officer Company Secretary
FRN No: 333288W PAN:AFZPM4876J PAN: BABPJ4351B

Place: Ahmedabad Place: Bihar

Date: January 30, 2024 Date: January 30, 2024

F- 7
Sati Poly Plast Limited (Formerly Known as Sati Poly Plast Private Limited)
D.N Singh Road, Bhagalpur

Annexure 3: Restated Summary Statement of Cash Flows (Amount in Lakhs)

Period Ended 30th Year Ended 31st Year Ended 31st Year Ended 31st
Particulars
Sep, 2023 March, 2023 March, 2022 March, 2021
A. Cash flow from operating activities
Profit before tax, as restated 144.99 412.37 38.31 (30.42)
Adjustments for :
Provision for Gratuity
Depreciation and amortisation expense 117.08 269.27 280.72 284.98
Loss/(Gain) on Sale of Asset
Prior Period Adjustment (54.33)
Finance costs 79.29 199.81 198.66 167.54
Interest & Dividend income (2.92) (4.92) (6.31) (5.20)
Operating profit before working capital changes 338.44 876.53 511.38 362.57
Changes in working capital:
(Increase) / decrease Inventories (143.40) (702.74) (103.20) 40.74
(Increase) / decrease in Trade Receivables (494.43) 208.33 (48.24) (44.44)
(Increase) / decrease in Other Current Assets 14.38 3.39 (14.66) 4.74
Increase / (decrease) in Trade Payables (43.87) (152.08) 35.27 26.99
Increase / (decrease) in Other Current Liabilities 161.67 98.54 (11.42) 201.72
Increase / (decrease) in Non Curent Assets (0.89) (2.01) (5.90) (4.09)
Increase / (decrease) in Short Term Provision 34.13 88.59 0.05 (2.71)
Cash generated from / (utilised in) operations (132.99) 418.38 365.48 616.71
Less : Income tax paid (40.31) (107.69) (16.50) (6.36)

Net cash flow generated from/ (utilised in) operating activities (A) (173.30) 310.69 348.98 610.36
B. Cash flow from investing activities
Purchase of property, plant and equipment (11.59) (240.88) (193.67) (191.46)
Interest and Dividend Received 2.92 4.92 6.31 5.20
Net cash flow utilised in investing activities (B) (8.67) (235.96) (187.36) (186.26)
C. Cash flow from financing activities
Proceeds from issuance of shares 432.20 - - -
Increase / (decrease) in Short term Loans and Advances 43.61 (148.43) 18.12 (22.08)
Net of Repayment/Proceeds from Short Term Borrowings 9.35 128.18 374.47 164.39
Net of Repayment/Proceeds from Long Term Borrowings (225.72) 143.43 (612.80) (150.11)
Interest/Finance Charges Paid (79.29) (199.81) (198.66) (167.54)

Net cash flow generated from/ (utilised in) financing activities (C) 180.15 -76.63 -418.87 -175.34

Net (decrease)/ increase in cash & cash equivalents (A+B+C) -1.83 -1.90 -257.25 248.76
Cash and cash equivalents at the beginning of the period/ year 81.49 83.38 340.64 91.88
Cash and cash equivalents at the end of the period/ year 79.66 81.49 83.38 340.64

Note:
The above statement should be read with the Statement of Notes to the Restated Financial Information of the Company in Annexure 1, 2 and 4

The Cash Flow Statement has been prepared under Indirect Method as set out in Accounting Standard 3, 'Cash Flow Statements' notified under Section 133 of the Companies Act, 2013
As per our report of even date attached
For Keyur Shah & Associates For Sati Poly Plast Limited
Chartered Accountant
FRN No: 333288W
Balmukund Jhunjhunwala Aditya Jhunjhunwala
Chairman and Managing Director Executive Director and CEO
DIN : 02589799 DIN : 02939258

Akhlaq Ahmad Mutvalli Umakant Misra Akanksha Jain

Chartered Accountant Chief Financial Officer Company Secretary
FRN No: 333288W PAN:AFZPM4876J PAN: BABPJ4351B
Place: Ahmedabad
Date: January 30, 2024 Place: Bihar
Date: January 30, 2024

F- 8
 Sati Poly Plast Limited (Formerly Known as Sati Poly Plast Private Limited)
D.N Singh Road, Bhagalpur
NOTES TO THE RESTATMENT

A. Background of the Company

The Company was originally incorporated as ‘Sati Poly Plast Private Limited’ as a Private Limited Company, under the
provisions of the Companies Act, 1956 vide Certificate of Incorporation dated July 14, 1999, issued by the Registrar of
Companies, Bihar. Subsequently, pursuant to a special resolution passed by our Shareholders in the Extra-Ordinary
General Meeting held on November 1, 2023, our Company was converted from a private limited company to public
limited company and consequently, the name of the Company was changed from ‘Sati Poly Plast Private Limited’ to
Sati Poly Plast Limited’ with a fresh certificate of incorporation dated December 26, 2023 issued to the Company by
the Registrar of Companies-Bihar. The Corporate Identification Number of the Company is
U00301BR1999PLC008904.

The Company is an ISO Certified Company engaged in the manufacturing of flexible packaging material which is multi-
functional and caters to the packaging requirements of various industries. The Company provide end-to-end solution for
various flexible packaging needs. Till year 2015, the company was engaged in the business of trading of flexible
packaging material. From 2017, the Company commenced the manufacturing of flexible packaging material. The
Company has set up two manufacturing units, of which “Plant 1” is situated at C44, Phase II, Gautam Budh Nagar –
Noida-201305 with an installed capacity of 500 tones per month and “Plant 2” is situated at Plot No. 85 Udhyog
Kendra, Noida -201306 with an installed capacity of 450 tones per month. The Company has been consistently
expanding its business operations by increasing its installed capacity from 250 tonnes per month to 400 tonnes per
month in 2018 and to 500 tonnes per month in 2019. Their range of packaging solutions span a variety of products in
the food and beverage category, including salty snacks, snack bars, dry fruits, confectionery and dry foods. Company's
products are crafted out of an extensive range of industry approved materials such as polyethylene terephthalate,
biaxially-oriented polypropylene, polythene, cast polypropylene, foil, paper, bio-degradable films, etc. Since, flexible
packaging material predominantly consists of plastic as a major raw material, company aim to manufacture their
products sustainably by aiming towards “Reuse, Recycle and Upcycle”. Company stringently maintain the processes
and accreditation required to ensure the quality needs of the customers company supply in the food and beverages.
Company have also installed Automated Machine with Auto Gauge Control with minimum gauge variation specially
for Edible Oil Industries. Currently company are working with Pidilite, Adani Wilmar, JVL and have also started
vacuum bags for cashews.

B SIGNIFICANT ACCOUNTING POLICIES

a. BASIS OF PREPARATION
The financial statements have been prepared in accordance with the applicable Accounting Standards notified under
Section 133 of the the Companies Act, 2013 read with Rule 7 of Companies (Accounts Rules), 2014 under historical
cost convention on accural basis.
All the assets and liabilities have been classified as current or non-current as per Company’s normal operating cycle
and other criteria set out in the Schedule III to the Companies Act, 2013. Based on the nature of activities, the Company
has ascertained its operating cycle as 12 months for the purpose of current and non-current classification of assets and
liabilities.

F- 9
 Sati Poly Plast Limited (Formerly Known as Sati Poly Plast Private Limited)
D.N Singh Road, Bhagalpur
NOTES TO THE RESTATMENT

b. USE OF ESTIMATES
The preparation of the financial statements is in conformity with Indian GAAP (Generally Accepted Accounting
Principles) which requires the management to make estimates and assumptions that affect the reported amounts of
assets and liabilities and disclosures of contingent liabilities as on the date of the financial statements. The estimates
and assumptions made and applied in preparing the financial statements are based upon management's best knowledge
of current events and actions as on the date of financial statements. However, due to uncertainties attached to the
assumptions and estimates made actual results could differ from those estimates. Any revision to accounting estimates
is recognised prospectively in current and future periods.

c. REVENUE RECOGNITION:
(i)Revenue from sale of goods is recognised when significant risk and rewards of ownership of the goods have been
passed to the buyer and it is reasonable to expect ultimate collection. Sale of goods is recognised net of GST and other
taxes as the same is recovered from customers and passed on to the government.
(ii) Interest is recognised on a time proportion basis taking into account the amount outstanding and the rate applicable.

(iii) Other items of income and expenses are recognised on accrual basis.
(iv) Income from export entitlement is recognised as on accrual basis.

F- 10
 Sati Poly Plast Limited (Formerly Known as Sati Poly Plast Private Limited)
D.N Singh Road, Bhagalpur
NOTES TO THE RESTATMENT

d. FOREIGN CURRENCY TRANSACTIONS.

Initial recognition
Transactions in foreign currency are accounted for at exchange rates prevailing on the date of the transaction.
Measurement of foreign currency monetary items at Balance Sheet date
Foreign currency monetary items (other than derivative contracts) as at Balance Sheet date are restated at the period
end rates.
Exchange difference
Exchange differences arising on settlement of monetary items are recognised as income or expense in the period in
which they arise.
Exchange difference arising on restatement of foreign currency monetary items as at the year end being difference
between exchange rate prevailing on initial recognition/subsequent restatement on reporting date and as at current
reporting date is adjusted in the Statement of Profit & Loss for the respective year.
Any expense incurred in respect of Forward contracts entered into for the purpose of hedging is charged to the
Statement of Profit and loss.
Forward Exchange Contract
The Premium or discount arising at the inception of the Forward Exchange contracts entered into to hedge an existing
asset/liability, is amortized as expense or income over the life of the contract. Exchange Differences on such contracts
are recognised in the Statement of Profit and Loss in the reporting period in which the exchange rates change. Any
Profit or Loss arising on cancellation or renewal of such a forward contract is recognized as income or expense in the
period in which such cancellation or renewal is made.

The Foreign currency exposures that have not been hedged by a derivative instrument or otherwise are as per schedule
4 (E).

e. INVESTMENTS
Non-Current/ Long-term Investments are stated at cost. Provision is made for diminution in the value of the
investments, if, in the opinion of the management, the same is considered to be other than temporary in nature. On
disposal of an investment, the difference between its carrying amount and net disposal proceeds is charged or credited
to the Statement of Profit and Loss.
Current investments are carried at lower of cost and fair value determined on an individual basis. On disposal of an
investment, the difference between its carrying amount and net disposal proceeds is charged or credited to the
Statement of Profit and Loss.

f. PROPERTY, PLANT AND EQUIPMENT AND INTANGIBLE ASSETS

(i) Tangible Assets
Property, plant and equipment are stated at historical cost less accumulated depreciation, and accumulated impairment
loss, if any. Historical cost comprises of the purchase price including duties and non-refundable taxes, borrowing cost if
capitalization criteria are met, directly attributable expenses incurred to bring the asset to the location and condition
necessary for it to be capable of being operated in the manner intended by management and initial estimate of
decommissioning, restoring and similar liabilities.

F- 11
 Sati Poly Plast Limited (Formerly Known as Sati Poly Plast Private Limited)
D.N Singh Road, Bhagalpur
NOTES TO THE RESTATMENT

Subsequent costs related to an item of property, plant and equipment are recognized as a separate asset, as appropriate,
only when it is probable that future economic benefits associated with the item will flow to the group and the cost of
the item can be measured reliably. The carrying amount of any component accounted for as a separate asset is
derecognized when replaced. All other repairs and maintenance are recognized in statement of profit and loss during the
reporting period when they are incurred.
An item of property, plant and equipment is derecognized on disposal or when no future economic benefits are
expected from its use or disposal. The gains or losses arising from de-recognition are measured as the difference
between the net disposal proceeds and the carrying amount of the asset and are recognized in the statement of profit and
loss when the asset is de-recognized.

g. DEPRECIATION AND AMORTISATION

Depreciation is calculated using the Written down value method over their estimated useful lives. The estimates of
useful lives of tangible assets are as follows:

Class of Assets Useful life as per schedule II Useful Life as per Group

Office equipment 5 Years 5 Years

Furniture and fixtures 10 years 10 years
Plant and Machinery 15 years 15 years
Vehicles 8 years 8 years

h. INVENTORIES:
Inventories of traded goods are valued at lower of cost and net realizable value. Cost comprises of all costs of purchase
and other costs incurred in bringing the inventories to their present location and condition . Cost formula used is
FIFO/weighted average basis.
Net realizable value is the estimated selling price in the ordinary course of business, less estimated cost necessary to
make the sale.

i. IMPAIRMENT OF ASSETS:
The Company assesses at each reporting date whether there is an indication that an asset may be impaired. If any
indication exists, or when annual impairment testing for an asset is required, the Company estimates the asset’s
recoverable amount. An asset’s recoverable amount is the higher of an asset’s or cash-generating unit’s (CGU) net
selling price and its value in use. The recoverable amount is determined for an individual asset, unless the asset does
not generate cash inflows that are largely independent of those from other assets or groups of assets. Where the
carrying amount of an asset or CGU exceeds its recoverable amount, the asset is considered impaired and is written
down to its recoverable amount. In assessing value in use, the estimated future cash flows are discounted to their
present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the
risks specific to the asset. In determining net selling price, recent market transactions are taken into account, if
available. If no such transactions can be identified, an appropriate valuation model is used.

F- 12
 Sati Poly Plast Limited (Formerly Known as Sati Poly Plast Private Limited)
D.N Singh Road, Bhagalpur
NOTES TO THE RESTATMENT

The Company bases its impairment calculation on detailed budgets and forecast calculations which are prepared
separately for each of the Company’s cash-generating units to which the individual assets are allocated. These budgets
and forecast calculations are generally covering a period of five years. For longer periods, a long term growth rate is
calculated and applied to project future cash flows after the fifth year.

Impairment losses of continuing operations are recognised in the statement of profit and loss.

An assessment is made at each reporting date as to whether there is any indication that previously recognised
impairment losses may no longer exist or may have decreased. If such indication exists, the Company estimates the
asset’s or cash-generating unit’s recoverable amount. A previously recognised impairment loss is reversed only if there
has been a change in the assumptions used to determine the asset’s recoverable amount since the last impairment loss
was recognised. The reversal is limited so that the carrying amount of the asset does not exceed its recoverable amount,
nor exceed the carrying amount that would have been determined, net of depreciation, had no impairment loss been
recognised for the asset in prior years. Such reversal is recognised in the statement of profit and loss.

j. RETIREMENT BENEFITS:
(i) Short-term employee benefits
Short term employee benefits are recognised as an expense at the undiscounted amounted in the statement of Profit and
loss for the year which includes benefits like salary, wages, bonus and are recognised as expenses in the period in
which the employee renders the related service
(ii) Post employment benefits:
Defined Contribution Plan
'Retirement benefit in the form of provident fund is a defined contribution scheme. The Company has no obligation,
other than the contribution payable to the provident fund. The Company recognises contribution payable to the
provident fund scheme as an expenditure, when an employee renders the related service. If the contribution payable to
the scheme for service received before the balance sheet date exceeds the contribution already paid, the deficit payable
to the scheme is recognised as a liability after deducting the contribution already paid. If the contribution already paid
exceeds the contribution due for services received before the balance sheet date, then excess is recognised as an asset to
the extent that the pre payment will lead to, for example, a reduction in future payment or a cash refund.
Defined benefit Plans
Unfunded Plan:The Company has a defined benefit plan for Post-employment benefit in the form of Gratuity.
Liability for the above defined benefit plan is provided on the basis of valuation, as at the Balance Sheet date, carried
out by an independent actuary. The actuarial method used for measuring the liability is the Projected Unit Credit
method.

F- 13
 Sati Poly Plast Limited (Formerly Known as Sati Poly Plast Private Limited)
D.N Singh Road, Bhagalpur
NOTES TO THE RESTATMENT

Accumulated leave, which is expected to be utilised within the next 12 months, is treated as short-term employee
benefit. The Company measures the expected cost of such absences as the additional amount that it expects to pay as a
result of the unused entitlement that has accumulated at the reporting date.
'The Company recognises termination benefit as a liability and an expense when the Company has a present obligation
as a result of past event, it is probable that an outflow of resources embodying economic benefits will be required to
settle the obligation and a reliable estimate can be made of the amount of the obligation. If the termination benefits fall
due more than 12 months after the balance sheet date, they are measured at present value of future cash flows using the
discount rate determined by reference to market yields at the balance sheet date on government bonds.

k. BORROWING COST
Borrowing costs are interest, commitment charges and other costs incurred by an enterprise in connection with Short
Term/ Long Term borrowing of funds. Borrowing cost directly attributable to acquisition or construction of qualifying
assets are capitalized as a part of the cost of the assets, upto the date the asset is ready for its intended use. All other
borrowing costs are recognized in the Statement of Profit and Loss in the year in which they are incurred.

l. EARNINGS PER SHARE:

The earnings in ascertaining the Company's EPS comprises the net profit after tax attributable to equity shareholders
and includes the post tax effect of any extraordinary items. The number of shares used in computing basic EPS is the
weighted average number of shares outstanding during the year.
Diluted earnings per share is computed by dividing the profit/(loss) after tax attributable to Equity Shareholders
(including the post tax effect of extra ordinary items, if any) as adjusted for dividend, interest and other charges to
expense or income relating to the dilutive potential equity shares, by the weighted average number of equity shares
which could have been issued on conversion of all dilutive potential equity shares. Potential equity shares are deemed
to be dilutive only if their conversion to equity shares would decrease the net profit per share from continuing ordinary
operations. Potential dilutive equity shares are deemed to be converted as at the beginning of the period, unless they
have been issued at a later date. Dilutive potential equity shares are determined independently for each period.

m. TAXATION:
Tax expense for the year comprising current tax & deferred tax are considered in determining the net profit for the year.
Provision is made for current tax and based on tax liability computed in accordance with relevant tax laws applicable to
the Company. Provision is made for deferred tax for all timing difference arising between taxable incomes &
accounting income at currently enacted or substantively enacted tax rates, as the case may be. Deferred tax assets (other
than in situation of unabsorbed depreciation and carry forward losses) are recognized only if there is reasonable
certainty that they will be realized and are reviewed for the appropriateness of their respective carrying values at each
Balance Sheet date. Deferred tax assets, in situation of unabsorbed depreciation and carry forward losses under tax laws
are recognised only to the extent that where is virtual certainty supported by convincing evidence that sufficient future
taxable income will be available against which such deferred tax assets can be recognised. Deferred Tax Assets and
Deferred Tax Liability are been offset wherever the Company has a legally enforceable right to set off current tax assets
against current tax liability and where the Deferred Tax Asset and Deferred Tax Liability relate to Income taxes is
levied by the same taxation authority.

F- 14
 Sati Poly Plast Limited (Formerly Known as Sati Poly Plast Private Limited)
D.N Singh Road, Bhagalpur
NOTES TO THE RESTATMENT

n. PROVISIONS, CONTINGENT LIABILITIES AND CONTINGENT ASSETS:

(i) Provisions
A provisions is recognized when the Company has a present obligation as a result of past event, if it is probable that an
outflow of resources embodying economic benefits will be required to settle the obligation and a reliable estimate can
be made of the amount of obligation.
(ii) Contingent Liability
Contingent Liabilities are disclosed when there is a possible obligation arising from past events, the existence of which
will be confirmed only on the occurrence or non-occurrence of one or more uncertain future events not wholly within
the control of the Company or a present obligation that arises from past events where it is either not probable that an
outflow of resources will be required to settle or a reliable estimate of the amount cannot be made.

(ii) Contingent Assets

Contingent Assets are neither recognised nor disclosed in the financial statements.

o. SEGMENT REPORTING
In accordance with the Accounting Standard 17 "segment reporting" as precribed under Companies (Accounting
Standard) Rules, 2006 (as amended ), as the company is covered under categories of SMC companies, the said
accounting standard is not applicable to it.

p. CASH & CASH EQUIVALENTS

Cash & cash equivalents comprise cash and cash on deposit with banks and corporations. The company considers all
highly liquid investments with a remaining maturity at the date of purchase of three months or less and that are readily
convertible to known amount of cash to be cash equivalents.

q. LEASES
Leases where the Lessor effectively retains substantially all the risks and benefits of ownership of the Leased Asset, are
classified as 'Operating Leases". Lease rentals with respect to assets taken on 'Operating Lease' are charged to
Statement of Profit and Loss on a straight line basis over the lease term.
Leases which effectively transfer to the Company substantially all the risks and benefits incidental to the ownership of
the leased item are classified as 'Finance Lease'. Assets acquired on Finance Lease which substantially transfer all the
risks and rewards of ownership to the Company are capitalized as assets by the Company at the lower of the fair value
and the present value of the minimum lease payment and a liability is created for an equivalent amount. Lease rentals
payable is apportioned between the liability and finance charge so as to obtain a constant periodic rate of interest on the
outstanding liability for each year.

r. Government Grants
Government grants / subsidies received towards specific fixed assets have been deducted from the gross value of the
concerned fixed assets and grant / subsidies received during the year towards revenue expenses have been reduced from
respective expenses.
Export benefits / incentives are accounted on accrual basis. Accordingly, estimated export benefits against exports
affected during the year are taken into account as estimated incentives accrued till the end of the year. In case of
License not revalidated after the date of expiry, the proportionate export benefit / incentive taken credit in earlier
year(s) is written off in the year of expiry of License.

F- 15
Sati Poly Plast Limited (Formerly Known as Sati Poly Plast Private Limited)
D.N Singh Road, Bhagalpur

Annexure 4: Statement of Notes to the Restated Financial Information

C. Contingent liabilites and commitments

(i) Contingent liabilities (Amount in Lakhs)

As at 30th As at 31 As at 31 March, As at 31 March,
Particulars
Sep, 2023 March,2023 2022 2021
Claims against the Company not acknowledged as debt
Custom Duty saved on import of Capital Goods under EPCG
Scheme - - - -
Direct Tax Liability 0.40 - - -
Indirect Tax Liability 25.04 - - -
Amount of Capital Commitments - - - -
Corporate Guarantee Given by Company * - - - -
25.44 - - -

D. Earning & Expenditure in foreign currency on accrual basis (Amount in Lakhs)

As at 30th As at 31 As at 31 March, As at 31 March,
Particulars
Sep, 2023 March,2023 2022 2021
Foreign Currency Expenditure (Net off Remmitance Charges)
Earning 57.49 55.94 84.29 37.85
Expenditure 2,563.99 7,097.88 4,864.12 3,779.93

E.
The year end foreign currency exposures that have not been hedged by a derivative instrument or otherwise are given below:
(Amount in Lakhs)
As at 30th As at 31 As at 31 March, As at 31 March,
Particulars
Sep, 2023 March,2023 2022 2021
Foreign Currency Exposure that have not been Hedged by - - - -
Derivative Instruments

F. Changes in Accounting Policies in the Periods/Years Covered In The Restated Financials

There is no change in significant accounting policies adopted by the Company.

G. Notes On Restatement Made In The Restated Financials

1) The financial statements including financial information have been prepared after making such regroupings and adjustments, considered
appropriate to comply with the same. As result of these regroupings and adjustments, the amount reported in the financial
statements/information may not necessarily be same as those appearing in the respective audited financial statements for the relevant years.

2) Contingent liabilities and commitments (to the extent not provided for) - A disclosure for a contingent liability is also made when there is
a possible obligation that may, require an outflow of the Company's resources.
3) Figures have been rearranged and regrouped wherever practicable and considered necessary.
4) The management has confirmed that adequate provisions have been made for all the known and determined liabilities and the same is not
in excess of the amounts reasonably required to be provided for.
5) The balances of trade payables, trade receivables, loans and advances are unsecured and considered as good are subject to confirmations
of respective parties concerned.
6) Realizations: In the opinion of the Board and to the best of its knowledge and belief, the value on realization of current assets and loans
and advances are approximately of the same value as stated.
7) Contractual liabilities: All other contractual liabilities connected with business operations of the Company have been appropriately
provided for.
8) Amounts in the financial statements: Amounts in the financial statements are rounded off to nearest lakhs. Figures in brackets indicate
negative values.

F- 16
 Sati Poly Plast Limited (Formerly Known as Sati Poly Plast Private Limited)
D.N Singh Road, Bhagalpur
Annexure 4: Statement of Notes to the Restated Financial Information

H. Restatement adjustments, Material regroupings and Non-adjusting items

(a) Impact of restatement adjustments
Below mentioned is the summary of results of restatement adjustments made to the audited financial statements of the respective period/years
and its impact on profits.
(Amount in Lakhs)
Year Ended Year Ended Year Ended
Period Ended
Particulars 31st March, 31st March, 31st March,
30th Sep, 2023
2023 2022 2021
Profit after tax as per audited financial statements 62.71 301.59 25.22 (12.88)

Adjustments to net profit as per audited financial statements

Increase / Decrease in Expenses/Income (refer note (b)(i) below) 54.91 9.34 4.44 (14.36)
Excess / Short Provision for Tax/MAT (refer note (b)(ii) below) (0.00) (2.50) (1.68) 0.89
Differed Tax Liability / Assets Adjustments (refer note (b)(iii) below) (8.69) 0.46 0.25 8.00
Total adjustments 46.22 7.30 3.01 (5.47)
Restated profit after tax for the period/ years 108.93 308.89 28.23 (18.35)
Note:
A positive figures represents addition and figures in brackets represents deletion in the corresponding head in the audited financial statements
for respective reporting periods to arrive at the restated numbers.

(b) Explanatory notes for the restatement adjustments

(i) The Amount relating to the Income / Expenses have been adjusted in the year to which the same realted to & under which head the same
realtes to.
(ii) The Company has provided Excess or Short Provision/MAT in the year in which the Income Tax Return has been filled for the respective
financial year But in the Restated Financial Information the company has provided Excess or Short Provision/MAT in the year to which it
relates to.
(iii)
There is change in deferred tax assets / liabilities as per audited books of accounts and as per restated books for respective financial covered
under the restated financial information and the same has been given effect in the year to which the same realtes to.
To give Explanatory Notes Regarding Adjustment :-
Appropriate adjustment have been made in the restated financial statement, wherever required, by reclassification of the corresponding item of
income, expenses, assets and liabilities, in order to bring them I line with the groupings asper audited financail of the company for all the years and
teh requirements of teh Securities and Exchange Board of India ( Issue of Capital and Disclosure Requirements) Regulation 2018.

(c) Reconciliation of restated Equity / Networth: (Amount in Lakhs)

Year Ended Year Ended Year Ended
Period Ended
Particulars 31st March, 31st March, 31st March,
30th Sep, 2023
2023 2022 2021
Equity / Networth as per Audited Financials 509.83 447.13 145.54 120.32
Adjustment for:
Difference Pertaining to changes in Profit / Loss due to Restated
51.07 4.84 (2.46) (5.47)
Effect for the period covered in Restated Financial
Prior Period Adjustments (54.33) (54.33) (54.33) (54.33)
Equity / Networth as Restated 506.57 397.64 88.75 60.52

To give Explanatory Notes Regarding Adjustment :-

Appropriate adjustment have been made in the restated financial statement, wherever required, by reclassification of the responding item of
income, expenses, assets and liabilities, in order to bring them I line with the groupings asper audited financial of the company for all the years and
the requirements of teh Securities and Exchange Board of India ( Issue of Capital and Disclosure Requirements) Regulation 2018.

F- 17
Sati Poly Plast Limited (Formerly Known as Sati Poly Plast Private Limited)
D.N Singh Road, Bhagalpur

Annexure 5: Restated Statement of Share capital

Particulars As at 30th Sep, 2023 As at 31st March, 2023 As at 31st March, 2022 As at 31st March, 2021

Authorised share capital

Equity shares of Rs. 10 each (P.Y. 100 each)
- Number of shares 5,05,00,000 1,50,000 1,50,000 1,50,000
- Amount in Rs. 5,050.00 150.00 150.00 150.00
5,050.00 150.00 150.00 150.00
Issued, subscribed and fully paid up
Equity shares of Rs. 10 each (P.Y. 100 each)
- Number of shares 31,92,000 1,06,400 1,06,400 1,06,400
- Amount in Rs. 319.20 106.40 106.40 106.40
319.20 106.40 106.40 106.40

Reconciliation of equity share capital

Particulars As at 30th Sep, 2023 As at 31st March, 2023 As at 31st March, 2022 As at 31st March, 2021

Balance at the beginning of the period/year

- Number of shares 1,06,400 1,06,400 1,06,400 1,06,400
- Amount in Rs. 1,06,40,000.00 1,06,40,000.00 1,06,40,000.00 1,06,40,000.00
Add: Shares issued during the period/year
- Number of shares - - - -
- Amount in Rs. - - - -
Add: Shares Split during the period/year
- Number of shares 9,57,600 - - -
- Amount in Rs. - - - -
Add: BonusShares issued during the
period/year
- Number of shares 21,28,000 - - -
- Amount in Rs. 2,12,80,000.00 - - -
Balance at the end of the period/year
- Number of shares 31,92,000 1,06,400 1,06,400 1,06,400
- Amount in Rs. 3,19,20,000.00 1,06,40,000.00 1,06,40,000.00 1,06,40,000.00

During the year company has Sub-Divided Equity share of the company having a face value of Rs.100/- each (Rupees hundred only) into the shares having a
face value of Rs.10/- Rupees ten each ("Sub-division") vide board meeting held as on 19th August, 2023, Which has been accorded shareholders of the company
by passing Special Resolution at the extra ordinary general meetinh held on 21st August, 2023.
The Company alloted of 21,28,000 bonus equity shares of Rs. 10/- each as fully paid- up against existing 10,64,000 equity shares of Rs.10/- each to the existing
shareholders of the Company in the ratio of 1 : 2 (2 new equity shares of Rs. 10/- each fully paid up for each 2 exiting equity share of Rs. 10/- each fully paid-
up).

Shareholders holding more than 5% of the shares of the Company

Particulars As at 30th Sep, 2023 As at 31st March, 2023 As at 31st March, 2022 As at 31st March, 2021

Equity shares of Rs. 10 each

Anita Jhunjhunwala
- Number of shares 12,15,000 40,500 40,500 86,000
- Percentage holding (%) 38.06% 38.06% 38.06% 80.83%
Aditya Jhunjhunwala
- Number of shares 3,75,000 12,500 12,500 -
- Percentage holding (%) 11.75% 11.75% 11.75% 0.00%
Balmukund Jhunjhunwala
- Number of shares 12,69,000 42,300 42,300 12,200
- Percentage holding (%) 39.76% 39.76% 39.76% 11.47%
Keshav Jhunjhunwala
- Number of shares 3,00,000 10,000 10,000
- Percentage holding (%) 9.40% 9.40% 9.40% 0.00%

F- 18
 Sati Poly Plast Limited (Formerly Known as Sati Poly Plast Private Limited)
D.N Singh Road, Bhagalpur
Shares held by Promoters at the end of the period
For 30th September, 2023
Particulars
% Change during the
No of Shares % of total Shares
period
Balmukund Jhunjhunwala 12,69,000 39.76% 0.00%
Aditya Jhunjhunwala 3,75,000 11.75% 0.00%
Anita Jhunjhunwala 12,15,000 38.06% 0.00%
Keshav Jhunjhunwala 3,00,000 9.40% 0.00%

Shares held by Promoters at the end of the year

For the year ended 31 March 2023
Particulars
% Change during the
No of Shares % of total Shares
year
Balmukund Jhunjhunwala 42,300 39.76% 0.00%
Aditya Jhunjhunwala 12,500 11.75% 0.00%
Anita Jhunjhunwala 40,500 38.06% 0.00%
Keshav Jhunjhunwala 10,000 9.40% 0.00%

Shares held by Promoters at the end of the year

For the year ended 31 March 2022
Particulars
% Change during the
No of Shares % of total Shares
year
Balmukund Jhunjhunwala 42,300 39.76% 28.29%
Aditya Jhunjhunwala 12,500 11.75% 11.75%
Anita Jhunjhunwala 40,500 38.06% -42.76%
Keshav Jhunjhunwala 10,000 9.40% 9.40%

Shares held by Promoters at the end of the year

For the year ended 31 March 2021
Particulars
% Change during the
No of Shares % of total Shares
year
Balmukund Jhunjhunwala 12,200 11.47% 0.00%
Anita Jhunjhunwala 86,000 80.83% 0.00%

Terms & Rights attached to Equity Shares.

The Company has only one class of share referred to as Equity Shares having a par value of Rs.10/- each (P.Y. 100/- each). Each holder of Equity Shares is
entitled to one vote per share. Dividend on such shares is payable in proportion to the paid up amount. Dividend (if any) recommended by board of directors
(other than interim dividend) is subject to approval of the shareholders in the ensuing Annual General Meeting.
In the event of winding up of the company, the holder of Equity Shares will be entitled to receive any of the remaining assets of the company after all preferential
amounts and external liabilities are paid in full. However, no such preferential amount exists currently. The distribution of such remaining assets will be on the
basis of number of Equity Shares held and the amount paid up on such shares.

(i) The Figures disclosed above are based on the summary statement of assets and liabilities of the company
The above statememnt should be read with the restated statement of assets & liabilities, Restated statement of Profit & Loss, Restated statement of Cashflow,
(ii)
significant accounting policies & notes to restated summary statements as appearing in annexures 1 , 2 , 3 & 4 respectively.

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 Sati Poly Plast Limited (Formerly Known as Sati Poly Plast Private Limited)
D.N Singh Road, Bhagalpur
Annexure 6: Restated Statement of Reserves and surplus (Amount in Lakhs)

As at 30th Sep, As at 31st As at 31st March, As at 31st March,

Particulars
2023 March, 2023 2022 2021
A. Securities premium account
Balance at the beginning of the period / year - - - -
Add : On shares issued - - - -
Less : Issue of Bonus Shares - - - -
Balance at the end of the period/year - - - -

B. Surplus in the Restated Summary Statement of

Profit and Loss
Balance at the beginning of the period/year 291.24 (17.65) (45.88) 26.80
Add / Less :-Prior Period Expense/ Income - - - (54.33)
Less : Issue of Bonus Shares (212.80) - - -
Add : Transferred from the Restated Summary 108.93 308.89 28.23 (18.35)
Statement of Profit and Loss
Balance at the end of the period/year 187.37 291.24 (17.65) (45.88)

Total (A+B) 187.37 291.24 (17.65) (45.88)

Note:
1 The Figures disclosed above are based on the summary statement of assets and liabilities of the company
2 The above statememnt should be read with the restated statement of assets & liabilities, Restated statement of Profit & Loss, Restated
statement of Cashflow, significant accounting policies & notes to restated summary statements as appearing in annexures 1 , 2 , 3 & 4
respectively.

Annexure - 7 - Share Application Money Pending Allotment

As at 30th Sep, As at 31st As at 31st March, As at 31st March,
Particulars
2023 March, 2023 2022 2021
Share Application Money Pending Allotment 432.20 - - -

Total 432.20 - - -
Note: The company had received RS 432.20 Lakhs application money from the Right issue investors which has been shown under the head
share application money pending allotement in the balance sheet.

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Sati Poly Plast Limited (Formerly Known as Sati Poly Plast Private Limited)
D.N Singh Road, Bhagalpur
(Amount in Lakhs)
Annexure 8: Restated Statement of Long- term / Short-term borrowings

Particulars As at 30th Sep, 2023 As at 31st March, 2023 As at 31st March, 2022 As at 31st March, 2021
Long-term Short-term Long-term Short-term Long-term Short-term Long-term Short-term
Secured
(a) Loans from Banks 194.60 667.68 257.96 734.83 328.58 612.06 411.46 331.03
(b) Loan from other 68.84 - 100.98 - 257.57 - 425.57 -
(c) Vehicle Loan 97.83 - 141.99 - 123.96 - 61.47 -
(d) Current Maturity (358.57) 358.57 (282.07) 282.07 (276.66) 276.66 (183.22) 183.22
2.70 1,026.25 218.86 1,016.90 433.45 888.72 715.28 514.25

(e) Loans from , Directors, Members, Related Parties, & Inter Corporate
Deposit
From Relatives 635.08 - 606.15 - 584.66 - 922.17 -
(f) Others
Loan From Others 750.10 788.59 452.06 - 445.52
1,385.18 - 1,394.74 - 1,036.72 - 1,367.69 -

1,387.88 1,026.25 1,613.60 1,016.90 1,470.17 888.72 2,082.97 514.25

F- 21
Sati Poly Plast Limited (Formerly Known as Sati Poly Plast Private Limited)
D.N Singh Road, Bhagalpur

Annexure 8.1: Restated Statement of Details regarding Loan From Bank (Secured and Unsecured)
Outstanding as Security/ Principal
Nature of Rate of Collateral Security/ other
SNo. Lender Loan on 30th Repayment Term terms and
Facility Interest/Margin Condition
September, 2023 conditions
Long Term Borrowings (secured and Unsecured)
HERO FINCORP LIMITED (MSME Secured Msme Various Plant and
1 29.08 10.95 12.75% 48 Months Not Applicable
LOAN) Loan Machinary
2 ICICI BANK ELECTRIC CAR Car Loan 20.00 14.43 8.40% 36 Months Vehicals Not Applicable
3 ICICI BANK (MODEL-V) Car Loan 58.00 7.15 7.75% 36 Months Vehicals Not Applicable
4 KOTAK MAHINDRA PRIME Car Loan 112.00 30.25 7.45% 36 Months Vehicals Not Applicable
KVBL (STRETCH FILM Machine Term Various Plant and
5 66.00 42.26 9.50% 36 Months Not Applicable
MACHINE) LOAN Loan Machinary
PROPERTY OF ANITA
JHUNJHUNWALA AND
Working Capital
6 MSME LOAN FOR KVBL 9.50 3.84 8.20% 48 Months 20% on CC limite FDR WORTH 75 LAKH
Term Loan
STOCK AND WORKING
CAPITAL
SIEMENS FINANCIAL SERVICES Secured Various Plant and
7 19.78 9.10 11.93% 36 Months Not Applicable
PVT. LTD. (19.78 LACS) Machine Loan Machinary
SIEMENS FINANCIAL SERVICES Secured Various Plant and
8 45.14 33.04 12.25% 36 Months Not Applicable
PVT. LTD. (45.135) Machine Loan Machinary
SIEMENS FINANCIAL SERVICES Secured
9 45.40 15.75 12.75% 48 Months Fixed assets Not Applicable
PVT. LTD. (45.40)MSME Machine Loan
10 TOYOTA FINANCIAL SERVICES Car Loan 30.00 19.17 8.00% 36 Months Vehicals Not Applicable
11 TOYOTA FINANCIAL SERVICES Car Loan 42.00 26.84 8.00% 36 Months Vehicals Not Applicable
YES BANK (254.10+70.00) Secured Various Plant and
12 324.10 77.52 11.85% 70 Months Not Applicable
324.10LACS Machine Loan Machinary
Secured
13 YES BANK (MSME LOAN) 82.09 29.92 9.25% 48 Months on Demand Unsecured
Machine Loan
YES BANK MSME LOAN - Secured
14 41.05 41.05 9.00% 60 Months on Demand Unsecured
2(41,04,535.00) Machine Loan
Unsecured Loan From Aditya
15 Unsecured - 52.43 - - on Demand Unsecured
Jhunhunwala
Unsecured Loan From Anita
16 Unsecured - 38.53 - - on Demand Unsecured
Jhunhunwala
Unsecured Loan From Balmukund
17 Unsecured - 488.17 - - on Demand Unsecured
Jhunhunwala
Unsecured Loan From Balmukund
18 Unsecured - 55.96 - - on Demand Unsecured
Jhunhunwala (HUF)
Unsecured Loan From DPA Finance
19 Unsecured - 749.19 - - on Demand Unsecured
Pvt. Ltd.
Unsecured Loan From Reliance
20 Unsecured - 0.91 - - on Demand Unsecured
Commercial Finance Loan

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Sati Poly Plast Limited (Formerly Known as Sati Poly Plast Private Limited)
D.N Singh Road, Bhagalpur

Annexure 8.1: Restated Statement of Details regarding Loan From Bank (Secured and Unsecured)
Short Term Borrowings (secured and Unsecured)
PROPERTY OF
ANITA
Cash Credit STOCK AND WORKING
1 KARUR VYSYA BANK 50.00 43.23 10.50% N/A JHUNJHUNWALA
Limit CAPITAL
AND FDR WORTH
75 LAKH
SECURED ON
PERSONAL
STANDERED CHARTERED PROPERTY OF
2 Over Draft 420.00 126.44 9.00% N/A No Collectral
BANK BALMUKUND
JHUNJHUNWALA
(DIRECTOR)

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 Sati Poly Plast Limited (Formerly Known as Sati Poly Plast Private Limited)
D.N Singh Road, Bhagalpur

Annexure 9: Deferred Tax Assets/Liabilities (Amount in Lakhs)

Particulars As at 30th Sep, 2023 As at 31 March, 2023 As at 31 March, 2022 As at 31 March, 2021
Deffered Tax Assets & Liabilities Provision
WDV As Per Companies Act 2013 1,032.81 1,138.30 1,166.69 1,253.74
WDV As Per Income Tax Act 1,237.75 1,326.70 1,340.16 1,402.68
Difference in WDV (204.94) (188.40) (173.47) (148.94)
Gratuity Provision (34.90) (34.54) (32.77) (31.80)
Unabsorbed Depreciation & Business Loss - - - -
Total Timming Differece (239.84) (222.94) (206.24) (180.74)
Tax Rate as per Income Tax 25.17% 25.17% 25.17% 25.17%
(DTA) / DTL (60.37) (56.12) (51.91) (45.49)
Deffered Tax Assets & Liabilities Summary
Opening Balance of (DTA) / DTL (56.12) (51.91) (45.49) (27.06)
Add: Provision for the Period (4.25) (4.21) (6.42) (18.43)
Closing Balance of (DTA) / DTL (60.37) (56.12) (51.91) (45.49)

Note:
In accordance with accounting standard 22, Accounting for taxes on income, issued by the institute of Chartered Accountant of India, the Deferred Tax Laibilities (net of Assets) is provided in the books of
account as at the end of the year/ (period)

Annexure 10: Restated Statement of Provisions (Amount in Lakhs)

As at 30th Sep 2023 As at 31 March, 2023 As at 31 March, 2022 As at 31 March, 2021

Particulars
Long-term Short-term Long-term Short-term Long-term Short-term Long-term Short-term
Provision for employee benefits:
Provision for gratuity &Leave Encashment 34.20 0.69 33.22 1.32 33.40 0.64 31.21 0.59
Provision For Income Tax - 122.66 - 87.91 - - - -
34.20 123.36 33.22 89.23 33.40 0.64 31.21 0.59
Note:
1 The figures disclosed above are based on the restated summary statement of assets & liabilities of company.
The above statement sholud be read with the restated summary statement of assets & liabilities, restated statements of Profit & Loss, restated statements of Cashflow statement, significant accounting policies &
2
notes to restated summary statements as appearing in annexures 1,2,3 & 4 respectively.

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 Sati Poly Plast Limited (Formerly Known as Sati Poly Plast Private Limited)
D.N Singh Road, Bhagalpur

Annexure 10.1: Restated Statement of Provisions (Amount in Lakhs)

The following table sets out the status of the Gratuity Scheme in respect of employees of the Company:
As at 30th Sep, As at 31 March, As at 31 March, As at 31 March,
Particulars
2023 2023 2022 2021
Projected Benefit Obligation 34.90 34.54 34.04 31.80
Funding Status Non-Funded Non-Funded Non-Funded Non-Funded
Fund Balance NA NA NA NA
Current Tax Provision 0.69 1.32 0.64 0.59
Non Current Liability 34.20 33.22 33.40 31.21

The actuarial assumptions used in accounting for the gratuity plan were as follows:
As at 30th Sep, As at 31 March, As at 31 March, As at 31 March,
Particulars
2023 2023 2022 2021
Demographic Assumption:
Indian Assured Indian Assured Indian Assured Indian Assured
Mortality Rate Lives Lives Lives Lives
Mortality (2012-14) Mortality (2012-14) Mortality (2012-14) Mortality (2012-14)
Retirement Age 60 60 60 60
Attrition Rate 5% to 1% 5% to 1% 5% to 1% 5% to 1%
Financial Assumption:
Salary Escalation Rate 7.00% 7.00% 7.00% 7.00%
Discount Rate 7.25% 7.40% 6.80% 6.50%

Annexure 11: Restated Statement of Trade payables (Amount in Lakhs)

As at 31 March, As at 31 March, As at 31 March,
Particulars As at 30th Sep 2023
2023 2022 2021
Dues of micro and small enterprises (refer note below) 133.85 140.64 180.32 122.54
Dues to others 508.45 545.53 657.93 680.44
508.45 545.53 657.93 802.98

Annexure 11.1:Trade payables ageing schedule (Amount in Lakhs)

As at 30th Sep, As at 31 March, As at 31 March, As at 31 March,
Particulars
2023 2023 2022 2021

Disputed Dues - - - -
Undisputed Dues
(a) Micro, Small & Medium Enterprise
Less than 1 year 133.85 140.64 180.32 122.54
1 to 2 years - - - -
2 to 3 years - - - -
More than 3 Years - - - -
(b) Other
Less than 1 year 444.60 496.54 590.41 611.56
1 to 2 years 51.87 8.21 7.68 17.94
2 to 3 years 3.52 0.95 17.56 43.65
More than 3 Years 8.46 39.83 42.28 7.29
Note: Micro and Small Enterprises
1 The Company is in the process of obtaining necessary confirmations from suppliers regarding their status under the Micro, Small and Medium
Enterprises (MSME) Development Act, 2006 (the ‘Act’ ) and hence disclosures regarding the following have not been made:
i. Amount due and outstanding to MSME suppliers as at the end of the accounting period / year.
ii. Interest paid during the period / year to MSME.
iii. Interest payable at the end of the accounting period / year to MSME.
iv. Interest accrued and unpaid at the end of the accounting period / year to MSME.
Management believes that the figures for disclosures, if any, will not be significant.
2 Trade Payables as on 30th September, 2023 has been taken as certified by the management of the company

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 Sati Poly Plast Limited (Formerly Known as Sati Poly Plast Private Limited)

Annexure 12: Restated Statement of Other Current Liabilities (Amount in Lakhs)

As at 30th Sep, As at 31 March, As at 31 March, As at 31 March,
Particulars
2023 2023 2022 2021

Other Current Liabilities

Other Payables 106.46 77.73 104.24 129.19
Advance from customers 412.53 279.59 154.53 141.01

518.99 357.32 258.77 270.20

Notes:
Advance received from the customers have been taken as certified by the management of the company and no security has been offered by the
1
company against the same.
2 The figures disclosed above are based on the restated summary statement of assets & liabilities of company.
The above statement sholud be read with the restated summary statement of assets & liabilities, restated statements of Profit & Loss, restated
3 statements of Cashflow statement, significant accounting policies & notes to restated summary statements as appearing in annexures 1,2,3 & 4
respectively.

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 Sati Poly Plast Limited (Formerly Known as Sati Poly Plast Private Limited)
D.N Singh Road, Bhagalpur

Annexure 13: Restated Statement of Property, Plant and Equipment (Amount in Lakhs)
Laptop And Plant And Furniture Office Electricity
Gross block Car Bikes Tin Shade Total
Computers Machinery And Fixtures Equipments Installation

Balance as at 01 April 2020 5.51 1,880.35 207.76 1.49 3.06 1.48 40.19 4.37 2,144.21
Additions 2.95 105.95 68.27 - - - 14.29 - 191.46
Disposals - - - - - - - - -
Balance as at 31 March 2021 8.46 1,986.30 276.03 1.49 3.06 1.48 54.48 4.37 2,335.67
Additions 2.05 88.60 123.82 - - - 13.00 - 227.47
Disposals - - 112.70 - - - 112.70
Balance as at 31 March 2022 10.51 2,074.90 287.15 1.49 3.06 1.48 67.48 4.37 2,450.44
Additions 0.20 173.24 98.51 - - 0.10 6.08 - 278.13
Disposals - 28.00 71.99 - - - - - 99.99
Balance as at 31 March 2023 10.71 2,220.14 313.67 1.49 3.06 1.58 73.56 4.37 2,628.58
Additions 0.14 2.35 - - - - 12.13 - 14.62
Disposals - - 11.67 0.96 - - - 12.63
Balance as at 30 September 2023 10.85 2,222.49 302.00 0.53 3.06 1.58 85.69 4.37 2,630.57

Accumulated depreciation and amortisation

Balance as at 01 April 2020 4.62 687.80 75.62 0.89 2.55 0.99 24.42 0.06 796.95
Depreciation charge 1.22 231.45 46.37 0.15 0.10 0.20 5.08 0.41 284.98
Deduction/ Adjustment - - - - - - - - -
Balance as at 31 March 2021 5.84 919.25 121.99 1.04 2.65 1.19 29.5 0.47 1,081.93
Depreciation charge 1.84 200.99 68.84 0.11 0.08 0.11 8.38 0.37 280.72
Reversal on disposal of assets - - 78.90 - - - - - 78.90
Balance as at 31 March 2022 7.68 1,120.24 111.93 1.15 2.73 1.30 37.88 0.84 1,283.75
Depreciation charge 1.68 190.62 67.84 0.08 0.06 0.11 8.54 0.34 269.27
Deduction/ Adjustment - 18.73 44.01 - - - - - 62.74
Balance as at 31 March 2023 9.36 1,292.13 135.76 1.23 2.79 1.41 46.42 1.18 1,490.28
Depreciation charge 0.44 84.13 27.58 0.03 0.04 0.04 4.67 0.15 117.08
Deduction/ Adjustment - - 8.79 0.81 - - - - 9.60
Balance as at 30 September 2023 9.80 1,376.26 154.55 0.45 2.83 1.45 51.09 1.33 1,597.76

Net block
Balance as at 31 March 2021 2.62 1,067.05 154.04 0.45 0.41 0.29 24.98 3.90 1,253.74
Balance as at 31 March 2022 2.83 954.66 175.22 0.34 0.33 0.18 29.60 3.53 1,166.69
Balance as at 31 March 2023 1.35 928.01 177.91 0.26 0.27 0.17 27.14 3.19 1,138.30
Balance as at 30 September 2023 1.05 846.23 147.45 0.08 0.23 0.13 34.60 3.04 1,032.81

1 The figures disclosed above are based on the restated summary statement of assets & liabilities of company.
The above statement sholud be read with the restated summary statement of assets & liabilities, restated statements of Profit & Loss, restated statements of Cashflow statement, significant accounting policies & notes to
2
restated summary statements as appearing in annexures 1,2,3 & 4 respectively.

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 Sati Poly Plast Limited (Formerly Known as Sati Poly Plast Private Limited)
D.N Singh Road, Bhagalpur

Annexure 14: Restated Statement of Loans and advances (Amount in Lakhs)

As at 30th Sep, 2023 As at 31st March, 2023 As at 31st March, 2022 As at 31st March, 2021
Particulars
Long-term Short-term Long-term Short-term Long-term Short-term Long-term Short-term

Loans and Advances to related parties

Loans Given - - - - -
Others
Advance to Suppliers - 120.15 - 163.76 - 6.91 - 25.03
Capital Advance - - - - - 8.42 - 8.42
- 120.15 - 163.76 - 15.33 - 33.45
Note :-
1 Advance given to suppliers have been taken as certified by the management of the company.
2 No Securitites have been taken by the company against advances given to suppliers.
3 The figures disclosed above are based on the restated summary statement of assets & liabilities of company.
The above statement sholud be read with the restated summary statement of assets & liabilities, restated statements of Profit & Loss, restated statements of Cashflow statement, significant
4
accounting policies & notes to restated summary statements as appearing in annexures 1,2,3 & 4 respectively.
Annexure 15 : Other Current Assets (Amount in Lakhs)
As at 30th Sep, 2023 As at 31st March, 2023 As at 31st March, 2022 As at 31st March, 2021
Particulars
Long-term Short-term Long-term Short-term Long-term Short-term Long-term Short-term

VAT Deposited 2.73 2.73 2.73 2.73 -

Margin for South Indian Bank - 0.79 - 0.78 - 0.97 - 0.80
Prepaid Income Tax (Net Off Of TDS/TCS) - - - - - 3.60 - 2.56
Other Receivables - - - - - - - 0.36
Balance With Revenue Authority 0.82 1.90 0.82 16.29 0.82 15.89 0.82 2.08
Security Deposit 89.20 - 88.30 - 86.30 - 80.41 -
92.75 2.69 91.85 17.07 89.85 20.46 83.96 5.80
Note :-
1 The figures disclosed above are based on the restated summary statement of assets & liabilities of company.
The above statement sholud be read with the restated summary statement of assets & liabilities, restated statements of Profit & Loss, restated statements of Cashflow statement, significant
2 accounting policies & notes to restated summary statements as appearing in annexures 1,2,3 & 4 respectively.

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 Sati Poly Plast Limited (Formerly Known as Sati Poly Plast Private Limited)
D.N Singh Road, Bhagalpur

Annexure 16: Restated Statement of Trade Receivables (Amount in Lakhs)

As at 30th Sep, As at 31st March, As at 31st March, As at 31st March,

Particulars
2023 2023 2022 2021

Undisputed -Considered Good

1. From Directors/ Promotors / Promotor
Group / Associates / Relative of Directors /
Group Companies
Over Six Months - - - -
Others - - - -
- - - -
2. From Others
Over Six Months 1,020.82 537.64 755.45 690.89
6 Months to 1 Year 11.25 9.60 - 1.07
1 Year to 2 Years 9.60 - 0.12 0.42
2 Years to 3 Years - - - 7.22
More Than 3 Years - - - 7.73
(ii) Undisputed – which have significant
increase in credit risk - - - -
(iii) Undisputed – credit impaired - - - -
(iv) Disputed – considered good - - - -
(v) Disputed – which have significant increase
in credit risk - - - -
(vi) Disputed– credit impaired - - - -
1,041.67 547.24 755.57 707.33
Note :-
As per the view of the Management of the Company there is no doubtful debts and hence provision for doubtful debts have not been
1
made.
2 Trade Receivables as on 30th September, 2023 has been taken as certified by the Management of the Company.
3 The figures disclosed above are based on the restated summary statement of assets & liabilities of company.
The above statement sholud be read with the restated summary statement of assets & liabilities, restated statements of Profit & Loss,
4 restated statements of Cashflow statement, significant accounting policies & notes to restated summary statements as appearing in
annexures 1,2,3 & 4 respectively.

Annexure 17: Restated Statement of Inventories (Amount in Lakhs)

As at 30th Sep, As at 31st March, As at 31st March, As at 31st March,
Particulars
2023 2023 2022 2021
Finished Goods 181.40 193.94 98.00 89.59
Work In Process 749.41 673.61 298.41 356.47
Raw Materials 1,310.84 1,230.70 999.10 846.25
2,241.65 2,098.25 1,395.51 1,292.31
Note :-
Value of Inventories as on 30th September, 2023 has been taken as certified by the management of the company.

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 Sati Poly Plast Limited (Formerly Known as Sati Poly Plast Private Limited)
D.N Singh Road, Bhagalpur

Annexure 18: Restated Statement of Cash and Bank Balances (Amount in Lakhs)
As at 30th Sep, As at 31st March, As at 31st March, As at 31st March,
Particulars
2023 2023 2022 2021
Cash and cash equivalents
Cash on hand 4.92 6.49 8.38 3.47
Balances with Banks
Current Accounts - - - 262.17
Deposits with original maturity for more than 12
months but less than 12 months from reporting
date 74.74 75.00 75.00 75.00
79.66 81.49 83.38 340.64
Note :-
1 The figures disclosed above are based on the restated summary statement of assets & liabilities of company.
The above statement sholud be read with the restated summary statement of assets & liabilities, restated statements of Profit & Loss,
2 restated statements of Cashflow statement, significant accounting policies & notes to restated summary statements as appearing in
annexures 1,2,3 & 4 respectively.

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 Sati Poly Plast Limited (Formerly Known as Sati Poly Plast Private Limited)
D.N Singh Road, Bhagalpur

Annexure 19: Restated Statement of Revenue from operations (Amount in Lakhs)

Period Ended 30th Year Ended 31st Year Ended 31st Year Ended 31st March,
Particulars
Sep, 2023 March, 2023 March, 2022 2021
Revenue from operations
Domastics Sales 7,511.10 19,035.83 17,431.79 12,538.68
Sale -Export 57.49 55.94 84.29 37.85
7,568.59 19,091.77 17,516.08 12,576.53

Annexure 19.1:Statewise Bifurgation of Revenue from Operations (Amount in Lakhs)

Period Ended 30th Year Ended 31st Year Ended 31st Year Ended 31st March,
Particulars
Sep, 2023 March, 2023 March, 2022 2021
Andhra Pradesh - - - 15.34
Assam 0.67 9.19 4.39 0.22
Bihar 404.84 651.85 676.39 242.25
Chattisgath 6.72 - - -
Dadra and Nagar Haveli and Daman and Diu 47.74 97.39 110.63 125.72
Delhi 868.13 3,808.69 2,728.31 487.74
Gujarat 392.54 644.48 3.03 23.04
Haryana 497.34 858.41 1,330.71 1,691.95
Himachal Pradesh - 16.89 9.80 30.19
Jammu and Kashmir 33.39 62.45 39.56 25.20
Jharkhand - 6.06 - 31.64
Karnataka 3.20 - - -
Madhya Pradesh 13.92 (2.28) 110.90 29.81
Maharashtra 45.54 0.86 - 45.90
Meghalaya - - 4.70 51.03
Odisha - 6.13 15.19 51.24
Puducherry 16.60 36.22 40.19 35.40
Punjab 24.05 33.61 32.25 55.57
Rajasthan 458.55 1,049.77 1,178.71 901.10
Telangana - - 22.75 23.95
Uttar Pradesh 3,901.40 9,633.25 8,736.03 7,332.94
Uttarakhand 480.33 1,477.02 1,684.99 426.82
West Bengal 316.12 645.84 703.26 911.63

Total Domastics Sales 7,511.08 19,035.83 17,431.79 12,538.68

Add: Export 57.49 55.94 84.29 37.85
Total Sales 7,568.57 19,091.77 17,516.08 12,576.53

1 The figures disclosed above are based on the restated summary statement of Profit & Loss of the company .
The above statement sholud be read with the restated summary statement of assets & liabilities, restated statements of Profit & Loss, restated
2 statements of Cashflow statement, significant accounting policies & notes to restated summary statements as appearing in annexures 1,2,3 & 4
respectively.

F- 31
 Sati Poly Plast Limited (Formerly Known as Sati Poly Plast Private Limited)
Annexure 20: Restated Statement of Other Income (Amount in Lakhs)
Period Ended 30th Year Ended 31st Year Ended 31st Year Ended 31st March,
Particulars
Sep, 2023 March, 2023 March, 2022 2021
Interest Income
Interest on FDR 1.94 3.42 4.23 4.26
Other Interest Income 0.98 1.50 2.08 0.94
Other Non Operating Income
Difference in Foreign Exchange (Gain) - - - 0.10
Commission - - - 10.00
2.92 4.92 6.31 15.30
Profit before tax 143.29 394.12 15.11 (30.42)
% of other income to profit before tax 2.04% 1.25% 41.75% -50.29%

Note:
The classification of 'Other income' as recurring or non-recurring and related or non-related to business activity is based on the current
1
operations and business activities of the Company, as determined by the management.
2 The figures disclosed above are based on the restated summary statement of Profit & Loss of the company .
The above statement sholud be read with the restated summary statement of assets & liabilities, restated statements of Profit & Loss, restated
3 statements of Cashflow statement, significant accounting policies & notes to restated summary statements as appearing in annexures 1,2,3 & 4
respectively.

Annexure 21. Cost of Material Consumed (Amount in Lakhs)

Period Ended 30th Year Ended 31st Year Ended 31st Year Ended 31st March,
Particulars
Sep, 2023 March, 2023 March, 2022 2021
Opening Stock 1,230.70 999.10 846.25 851.73
Add: Domestic Purchases 3,713.43 9,256.80 10,106.21 6,349.09
Add: Imported Purchases 2,563.99 7,097.88 4,864.12 3,779.93
Less: Closing Stock 1,310.84 1,230.70 999.10 846.25
6,197.28 16,123.08 14,817.48 10,134.50

Annexure 21A: Change In Inventory of Finished Goods, Stock In Trade and WIP (Amount in Lakhs)
Period Ended 30th Year Ended 31st Year Ended 31st Year Ended 31st March,
Particulars
Sep, 2023 March, 2023 March, 2022 2021

FinishedGoods
Opening Stock 193.94 98.00 89.59 102.87
Less: Closing Stock 181.40 193.94 98.00 89.59
12.54 (95.94) (8.41) 13.28
WIP
Opening Stock 673.61 298.41 356.47 378.45
Less: Closing Stock 749.41 673.61 298.41 356.47
(75.80) (375.20) 58.06 21.98
(63.26) (471.14) 49.65 35.26
1 The figures disclosed above are based on the restated summary statement of Profit & Loss of the company .
The above statement sholud be read with the restated summary statement of assets & liabilities, restated statements of Profit & Loss, restated
2 statements of Cashflow statement, significant accounting policies & notes to restated summary statements as appearing in annexures 1,2,3 & 4
respectively.

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 Sati Poly Plast Limited (Formerly Known as Sati Poly Plast Private Limited)

Annexure 22: Restated Statement of Employee Benefits Expense (Amount in Lakhs)

Period Ended 30th Year Ended 31st Year Ended 31st Year Ended 31st March,
Particulars
Sep, 2023 March, 2023 March, 2022 2021
Wages 122.67 289.89 285.39 266.27
Director Remunaration 12.46 24.30 13.80 7.80
Salary 43.83 112.59 130.28 144.73
EPF Contribution and Admin Charges 7.47 15.51 12.69 12.38
Gratuity Expense 0.35 0.50 2.25 10.72
ESI Contribution 1.78 4.16 3.70 3.57
Staff Welfare Expenses 1.44 2.14 3.31 2.25
190.00 449.09 451.42 447.72

1 The figures disclosed above are based on the restated summary statement of Profit & Loss of the company .
The above statement sholud be read with the restated summary statement of assets & liabilities, restated statements of Profit & Loss, restated
2
statements of Cashflow statement, significant accounting policies & notes to restated summary statements as appearing in annexures 1,2,3 & 4
respectively.
Annexure 23: Restated Statement of Finance Costs (Amount in Lakhs)

Period Ended 30th Year Ended 31st Year Ended 31st Year Ended 31st March,
Particulars
Sep, 2023 March, 2023 March, 2022 2021
Interest expense:
Long term interest 47.54 149.29 161.66 127.42
Shot term interest 16.72 37.64 25.16 29.32

Other Borrowing costs

Processing and Renewal Charges 3.80 5.94 3.09 1.67
Finance Cost 11.23 6.94 8.75 9.13
79.29 199.81 198.66 167.54

1 The figures disclosed above are based on the restated summary statement of Profit & Loss of the company .
The above statement sholud be read with the restated summary statement of assets & liabilities, restated statements of Profit & Loss, restated
2 statements of Cashflow statement, significant accounting policies & notes to restated summary statements as appearing in annexures 1,2,3 & 4
respectively.

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 Sati Poly Plast Limited (Formerly Known as Sati Poly Plast Private Limited)

Annexure 24: Restated Statement of Other Expenses (Amount in Lakhs)

Period Ended Year Ended 31st Year Ended 31st Year Ended 31st
Particulars
30th Sep, 2023 March, 2023 March, 2022 March, 2021
Direct Expenses
Agency Charges 6.12 15.12 8.71 9.90
Audit fees 0.75 0.60 0.60 0.60
Business Promotion Expenses 3.85 6.29 11.08 9.19
Commission Expenses 8.20 7.55 11.68 11.48
Currier and Printing Expenses 0.12 1.82 2.17 1.99
Custom Clearing Expenses 128.03 441.15 324.15 252.50
Custom Duty Expenses 205.91 484.78 265.61 277.43
Weight Expenses 1.17 2.43 1.91 1.36
Difference in Foreign Exchange Transactions 0.65 5.44 3.23 -
Discount 1.18 27.10 - 0.01
Electricity expenses 188.86 429.27 458.72 427.91
Freight Expenses 60.63 127.90 105.90 115.04
Gas and Diesel Expenses 108.28 245.62 201.90 121.29
Rates and Taxes 3.24 - 0.05 0.99
House Keeping Expenses 0.07 0.37 0.25 0.39
Insurance expenses 0.22 0.39 0.38 0.46
Legal Charges 1.41 0.12 0.45 0.95
Loading and Unloading Charges 0.14 0.96 0.67 0.66
Mis. Expenses 1.01 2.78 1.60 0.56
Office Expenses 0.25 0.53 6.14 6.53
Packing and Forwarding Expenses 0.09 0.07 0.05 0.12
Printing Cylinder Engraving/Service Expenses 53.04 84.21 58.30 57.22
Professional expenses 2.32 1.46 2.29 3.21
Rent 84.48 149.94 146.95 137.85
Repair and Maintenance (Direct) 23.22 48.67 46.84 66.70
Repair and Maintenance (Indirect) 0.86 4.64 3.91 2.05
Security expenses 12.47 28.53 26.91 26.08
Software Expenses 0.13 0.19 0.22 0.26
Telephone expenses 0.61 0.80 0.91 1.09
Testing Expenses 0.28 0.47 0.46
Tour Travel and Conveyance 4.43 1.61 4.13 0.67
Vehicle Insurance 2.30 4.13 2.04 2.93
Vehicle running expenses 2.03 6.09 10.15 12.12
Waste Collection Expenses 0.26 1.00 0.26 0.61
Water Expenses 1.50 0.62 0.72 1.64
Grand Total 907.83 2,132.46 1,709.35 1,552.25

1 The figures disclosed above are based on the restated summary statement of Profit & Loss of the company .
2 The above statement sholud be read with the restated summary statement of assets & liabilities, restated statements of Profit & Loss,
restated statements of Cashflow statement, significant accounting policies & notes to restated summary statements as appearing in
annexures 1,2,3 & 4 respectively.

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Sati Poly Plast Limited (Formerly Known as Sati Poly Plast Private Limited)

Annexure 25: Restated Statement of Accounting and Other Ratios

Sr.
Period Ended 30th Year Ended 31st Year Ended 31st Year Ended 31st
no. Particulars
Sep, 2023 March, 2023 March, 2022 March, 2021

A Net worth, as restated (₹) 506.57 397.64 88.75 60.52

B Profit after tax, as restated (₹) 108.93 308.89 28.23 (18.35)

Weighted average number of equity shares outstanding during the period/ year
C For Basic/Diluted earnings per share (Prior to Bonus Issue and Split Share)) 3,192,000 106,400 106,400 106,400
D For Basic/Diluted earnings per share (Post Bonus Issue and Split Share) 3,192,000 3,192,000 3,192,000 3,192,000

Earnings per share

E Basic/Diluted earnings per share prior to bonus issue and Split Share (₹) (B/C) 3.41 290.31 26.53 (17.25)
F Adjusted Diluted earnings per share after bonus issue and Split Share (₹) (B/D) 3.41 9.68 0.88 (0.58)

G Return on Net Worth (%) (B/A*100) 21.50% 77.68% 31.81% -30.33%

H Number of shares outstanding at the end of the period/ year 3,192,000 106,400 106,400 106,400
I Number of shares outstanding at the end of the period/ year after Bonus Issue 3,192,000 3,192,000 3,192,000 3,192,000
J Net asset value per equity share of ₹ 10 each(A/H) 15.87 373.72 83.41 56.88
K Net asset value per equity share of ₹ 10 each after bonus issue and Split Share (A/I) 15.87 12.46 2.78 1.90
L Face value of equity shares (₹) 10.00 100.00 100.00 100.00
M Earning Before Interest , Taxes, Depreciation & Amortization (EBITDA) 338.44 876.53 511.38 406.80

Notes :-
1) The ratios have been computed in the following manner :
a) Basic and Diluted earnings per share (₹) Restated Profit after tax attributable to equity shareholders
Weighted average number of equity shares outstanding during the period/year
b) Return on net worth (%) = Restated Profit after tax
Restated Net worth as at period/ year end
c) Net asset value per share (₹) Restated Net Worth as at period/ year end
Total number of equity shares as at period/ year end
2) The figures disclosed above are based on the Restated Financial Information of the Company.

3) Weighted average number of equity shares is the number of equity shares outstanding at the beginning of the period/year adjusted for the number of equity shares issued during
the period/year multiplied by the time weightage factor. The time weightage factor is the number of days for which the specific shares are outstanding as a proportion of total
number of days during the period/year.

4) Net worth for the ratios represents sum of share capital and reserves and surplus (share premium and surplus in the Restated Summary Statement of Profit and Loss).

5) The above statement should be read with the Statement of Notes to the Restated Financial Information of the Company in Annexure 4.

6) Earning Before Interest , Taxes, Depreciation & Amortization (EBITDA) =Profir before Tax + Finance Cost +Depreciation - Other Income

F- 35
Sati Poly Plast Limited (Formerly Known as Sati Poly Plast Private Limited)

Annexure 26: Statement of Tax Shelter (Amount in Lakhs)

Period Ended Year Ended 31st Year Ended 31st Year Ended 31st
Particulars
30th Sep, 2023 March, 2023 March, 2022 March, 2021

Profit before tax, as restated (A) 144.99 412.37 38.31 (30.42)

Tax rate (%) (B) 25.17% 25.17% 25.17% 25.17%
Tax expense at nominal rate [C= (A*B)] 36.49 103.79 9.64 (7.66)

Adjustments
Permanent differences
Other Expenses
Adjustment on account of Section 36 & 37 under Income - 0.07 0.50 0.12
tax Act, 1961
Bad debts Written off
Profit on Sales of Fixed Assets (1.70) (18.25) (23.20) -
Prior Period Items (0.00)
Total permanent differences (D) (1.70) (18.18) (22.70) 0.12
Timing differences
Depreciation difference as per books and as per tax 16.53 33.17 47.72 44.84
Provision for gratuity 0.35 0.50 2.25 10.72
Total timing differences (E) 16.88 33.67 49.97 55.56
Deduction under Chapter VI-A (F)
Net adjustments(G)=(D+E+F) 160.17 427.87 65.58 25.26
Tax expenses (Normal Tax Liability) (J= G+B) (derived) 40.31 107.69 16.50 6.36
Minimum Alternate Tax (MAT)
Income as per MAT ** 144.99 412.37 38.31 (30.42)
Less :- Business Loss or Unabsorbed Depre w.e. Lower - - - -
Net Income as per MAT 144.99 412.37 38.31 (30.42)
Tax as per MAT 22.62 64.33 5.98 -

Tax Expenses= MAT or Normal Provision of Income 40.31 107.69 16.50 6.36
Tax paid as per "MAT" or "Normal"provision Normal Normal Normal Normal

Notes:
1. The above statement is in accordance with Accounting Standard - 22, "Accounting for Taxes on Income" prescribed under Section 133
of the Act, read with Rule 7 of Companies (Accounts) Rules, 2014 ( as amended).
2. The permanent/timing differences for the years 31 March 2021,2022 and 2023 have been computed based on the Income-tax returns
filed for the respective years after giving adjustments to restatements, if any.
3. Figures for the Period ended 30th September, 2023 have been derived from the provisional computation of total income prepared by
the Company in line with the final return of income will be filed for the assessment year 2024-2025 and are subject to any change that
may be considered at the time of filing return of income for the assessment year 2024-2025
4. Statutory tax rate includes applicable surcharge, education cess and higher education cess of the year concerned.
5. The above statement should be read with the Statement of Notes to the Financial Information of the Company.

F- 36
Sati Poly Plast Limited (Formerly Known as Sati Poly Plast Private Limited)

Annexure 27: Restated Statement of Capitalisation

(Amount in Lakhs)
Particulars Pre Issue Post Issue

Borrowings
Short- term 1,026.25 1,026.25
Long- term (including current maturities) (A) 1,387.88 1,387.88
Total Borrowings (B) 2,414.13 2,414.13

Shareholders' funds
Share capital 319.20 [-]
Reserves and surplus 187.37 [-]
Total Shareholders' funds (C) 506.57 [-]

Long- term borrowings/ equity* {(A)/(C)} 2.74 [-]

Total borrowings / equity* {(B)/(C)} 4.77 [-]

* equity= total shareholders' funds

Notes:
Short-term borrowings implies borrowings repayable within 12 months from the Balance Sheet date.
1 Long-term borrowings are debts other than short-term borrowings and also includes the current
maturities of long-term borrowings (included in Short term borrowing).
The above ratios have been computed on the basis of the Restated Summary Statement of Assets and
2
Liabilities of the Company.
The above statement should be read with the Statement of Notes to the Restated Financial
3
Information of the Company

F- 37
Sati Poly Plast Limited (Formerly Known as Sati Poly Plast Private Limited)
Annexure 28: Restated Statement of Related Party Transaction (Amount in Lakhs)

Amount
Amount of Amount of
outstanding as on
Nature of Transaction Transaction
Name of Party Nature of Relation 30.09.2023
Transaction debited in 1-4-23 credited in 1-4-23
Payable/(Receiva
to 30-9-23 to 30-9-23
ble)
Unsecured Loan 472.79 30.00 60.00
Balmukund Jhunjhunwala Director Remuneration &
3.09 7.75
Other Exp 20.03
Unsecured Loan 29.77 - -
Aditya Jhunjhunwala Director
Remuneration 26.74 0.62 4.71
Anita Jhunjhunwala Relative of Director Unsecured Loan 38.53 1.06 -
Balmukund Jhunjhunwala Relative of Director Unsecured Loan 55.96 0.01 -
Abrj Foods Private Limited Common Director Unsecured Loan 24.90 20 -
Pashupatinath
Menufacturing Private Common Director
Unsecured Loan 0.00 - -
Limited
Swati Agarwal Relative of Director Loans & Advance 13.69 4.80 8.49
Tirupati Export & Import
Relative of Director
Corporation Purchase (0.57) - -

F- 38
Sati Poly Plast Limited (Formerly Known as Sati Poly Plast Private Limited)
Annexure 28: Restated Statement of Related Party Transaction (Amount in Lakhs)

Amount
Amount of Amount of
outstanding as
Nature of Transaction Transaction
Name of Party Nature of Relation on 31.03.2023
Transaction debited in 2022- credited in
Payable/(Recei
23 2022-23
vable)
Unsecured Loan 442.79 30.00 -
Balmukund Jhunjhunwala Director Remuneration &
15.37
Other Exp 4.96 15.50
Unsecured Loan 29.77 - -
Aditya Jhunjhunwala Director
Remuneration 22.66 0.79 7.36
Anita Jhunjhunwala Relative of Director Unsecured Loan 39.59 1.12 35.50
Balmukund Jhunjhunwala Relative of Director Unsecured Loan 55.96 - -
Abrj Foods Private Limited Common Director Unsecured Loan 44.90 36.30 58.00
Pashupatinath
Menufacturing Private Common Director
Unsecured Loan 0.00 - 0.24
Limited
Swati Agarwal Relative of Director Loans & Advance 10.00 3.00 7.00
Tirupati Export & Import
Relative of Director
Corporation Purchase (0.57)

F- 39
Sati Poly Plast Limited (Formerly Known as Sati Poly Plast Private Limited)
Annexure 28: Restated Statement of Related Party Transaction (Amount in Lakhs)

Amount
Amount of Amount of
outstanding as
Nature of Transaction Transaction
Name of Party Nature of Relation on 31.03.2022
Transaction debited in 2021- credited in
Payable/(Recei
22 2021-22
vable)
Unsecured Loan 472.79 342.12 -
Balmukund Jhunjhunwala Director Remuneration &
Other Exp 4.83 - 4.83
Unsecured Loan 29.77 3.51 3.29
Aditya Jhunjhunwala Director
Remuneration 16.08 - 7.50
Anita Jhunjhunwala Relative of Director Unsecured Loan 5.21 8.56 1.07
Balmukund Jhunjhunwala Relative of Director Unsecured Loan 55.96 - -
Abrj Foods Private Limited Common Director Unsecured Loan 23.20 238.98 266.07
Pashupatinath
Menufacturing Private Common Director
Unsecured Loan - 0.24 639.73 639.49
Limited
Swati Agarwal Relative of Director Loans & Advance 6.00 - 6.00
Tirupati Export & Import
Relative of Director
Corporation Purchase - 0.57 8.00 21.31

F- 40
Sati Poly Plast Limited (Formerly Known as Sati Poly Plast Private Limited)
Annexure 28: Restated Statement of Related Party Transaction (Amount in Lakhs)

Amount Amount
Amount of Amount of
outstanding as outstanding as
Nature of Transaction Transaction
Name of Party Nature of Relation on 31.03.2021 on 31.03.2020
Transaction debited in 2020- credited in
Payable/(Recei Payable/(Recei
21 2020-21
vable) vable)
Unsecured Loan 814.92 5.56 8.50 811.98
Balmukund Jhunjhunwala Director Remuneration &
Other Exp - - - -
Unsecured Loan 30.00 - 30.00 -
Aditya Jhunjhunwala Director
Remuneration 8.58 0.05 7.36 1.27
Anita Jhunjhunwala Relative of Director Unsecured Loan 12.71 1.08 2.50 11.29
Balmukund Jhunjhunwala Relative of Director Unsecured Loan 55.96 - - 55.96
Abrj Foods Private Limited Common Director Unsecured Loan - 3.89 3.89 - -
Pashupatinath
Menufacturing Private Common Director
Unsecured Loan - - - -
Limited
Swati Agarwal Relative of Director Loans & Advance - - - -
Tirupati Export & Import
Relative of Director
Corporation Purchase - 13.89 110.71 48.54 48.29

F- 41
Sati Poly Plast Limited (Formerly Known as Sati Poly Plast Private Limited)
Annexure 29: Additional Notes

A) The title deeds of immovable properties (other than properties where the Company is the lessee and the
lease reements are duly executed in favour of the lessee) are held in the name of the Company.
B) The Company does not have any investment property.
C) The Company has not revalued its Property, Plant and Equipment (including Right-of-Use Assets) and
Intangible assets.
D)There are no loans or advances in the nature of loans are granted to Promoters, Directors, KMPs and
their related parties (as defined under Companies Act, 2013), either severally or jointly with any other
person, that are outstanding as on 30 September 2023:
(i) repayable on demand; or,
(ii) without specifying any terms or period of repayment.
F) The company is not declared willful defaulter by any bank or financial institution or other lender.
G) The company has not undertaken any transactions with companies struck off under section 248 of the
Companies Act, 2013 or section 560 of Companies Act, 1956.
H) No Scheme of Arrangements has been approved by the Competent Authority in terms of sections 230
to 237 of the Companies Act, 2013.
I) The company has not advanced or loaned or invested funds (either borrowed funds or share premium or
any other sources or kind of funds) to any other person(s) or entity(ies), including foreign entities
(Intermediaries) with the undrstanding (whether recorded in writing or otherwise) that the Intermediary
shall directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever
(Ultimate Beneficiaries) by or on behalf of the company or provide any guarantee, security or the like to or
on behalf of the Ultimate Beneficiaries.
J) The company has not received any fund from any person(s) or entity(ies), including foreign entities
(Funding Party) with the understanding (whether recorded in writing or otherwise) that the company shall
directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever
(Ultimate Beneficiaries) by or on behalf of the Funding Party or provide any guarantee, security or the like
on behalf of the Ultimate Beneficiaries.
K) No transactions has been surrendered or disclosed as income during the year in the tax assessment
under the Income Tax Act, 1961. There are no such previously unrecorded income or related assets.
L) The Company has not traded or invested in Crypto currency or Virtual Currency during the financial
year.
M)The Provision of Section 135 of the Companies Act 2013 in relation to Corporate Social Responsibility

are not applicable to the Company during the year and hence reporting under this clause is not applicable.

F- 42
Sati Poly Plast Limited (Formerly Known as Sati Poly Plast Private Limited)

Annexure 30: Restated Statement of Ratios (Amount in Lakhs)

Sr As at 30th As at 31st March, As at 31st March, As at 31st March,
Particulars % Change % Change
No. September, 2023 2023 2022 2021
1 2 3 (1-2)/(2) (2-3)/(3)
1 Current Ratio (in times)
Current Assets 3,485.82 2,907.81 2,270.25 2,379.53
Current Liabilites 2,310.90 2,149.62 1,986.38 1,588.02
Current Ratio 1.51 1.35 1.14 1.50 18.36% -23.73%

2 Debt-Equity Ratio (in times)

Total Debts 2,414.13 2,630.50 2,358.89 2,597.22
Share Holder's Equity + RS 506.57 397.64 88.75 60.52
Debt-Equity Ratio 4.77 6.62 26.58 42.92 -75.11% -38.07%

3 Debt Service Coverage Ratio (in times)

Earning available for debt service 273.55 727.45 470.61 394.05
Interest + Installment 188.58 425.95 344.88 454.97
Debt Service Coverage Ratio 1.45 1.71 1.36 0.87 25.16% 57.55%

4 Return on Equity Ratio (in %)

Net After Tax 108.93 308.89 28.23 (18.35)
Share Holder's Equity 452.11 243.19 74.63 96.86
Return on Equity Ratio 24.09% 127.02% 37.83% -18.95% 235.80% -299.61%

5 Inventory Turnover Ratio (in times)

Cost of Goods Sold 6,497.30 16,641.66 15,512.44 10,776.29
Average Inventory 2,169.95 1,746.88 1,343.91 1,312.68
Inventory turnover ratio 2.99 9.53 11.54 8.21 -17.47% 40.60%

6 Trade Receivables Turnover Ratio (in times)

Net Credit Sales 7,568.59 19,091.77 17,516.08 12,576.53
Average Receivable 794.46 651.41 731.45 685.11
Trade Receivables Turnover Ratio 9.53 29.31 23.95 18.36 22.39% 30.45%

7 Trade Payables Turnover Ratio (In Times)

Credit Purchase 6,277.42 16,354.68 14,970.33 10,129.02
Average Payable 664.24 762.21 820.61 789.48
Trade Payables Turnover Ratio 9.45 21.46 18.24 12.83 17.62% 42.19%

8 Net Capital Turnover Ratio (In Times)

Revenue from Operations 7,568.59 19,091.77 17,516.08 12,576.53
Net Working Capital 1,174.92 758.19 283.87 791.51
Net capital turnover ratio 6.44 25.18 61.70 15.89 -59.19% 288.34%

9 Net Profit ratio (in %)

Net Profit 108.93 308.89 28.23 (18.35)
Sales 7,568.59 19,091.77 17,516.08 12,576.53
Net Profit ratio 1.44% 1.62% 0.16% -0.15% 903.91% -210.43%

10 Return on Capital employed (in %)

Earning Before Interest and Taxes 221.36 607.26 230.66 121.82
Capital Employed 2,916.18 2,683.87 2,503.99 2,650.66
Return on Capital employed 7.59% 22.63% 9.21% 4.60% 145.62% 100.45%

11 Return on investment. (in %)

Return NA NA NA NA
Investments NA NA NA NA
Return on investment NA NA NA NA NA NA
Note: Reason for the ratios are not disclosed wrt comparative between FY 22-23 & Upto 30.09.2023 as data provided of previous year is year on year basis and Current Period Data
provided is of half yearly i.e. six months.

F- 43
 * Reason for variance More than 25 %
2 Debt-Equity Ratio (in times)
Ratio has been improved due increase in Equity due to accumulation of Profit

3 Debt Service Coverage Ratio (in times)

Debt Service Ratio improved due to increase in profit due to better utilisation of resources

4 Return on Equity Ratio (in %)

Return on Equity improved due to Sales and Profit Increase and company become profitable due to better utilisation of resources and better customer response

5 Inventory Turnover Ratio (in times)

Due to companies better management ablity campany able to achieve higher sales on approx same stock level.

6 Trade Receivables Turnover Ratio (in times)

To increase the sale company has given some more credit to customers so that higher profit target can be achieved.

7 Trade Payables Turnover Ratio (In Times)

Due to higher profit and better utlisation company is able to pay it creditor before time and ratio improved.

8 Net Capital Turnover Ratio (In Times)

Stock and short term loan and advances Increased in FY 2022-23 and Creditor kept as lower level.

9 Net Profit ratio (in %)

Profit increase due to better utilisation of Plant and Machinery and other resources

10 Return on Capital employed (in %)

Return on capital employed increase due to better utilisation of Plant and Machinery and other resources and keeping expenses at lower level

F- 44
 OTHER FINANCIAL INFORMATION
(₹ in Lakhs)

Year Year Year

Period
Ended Ended Ended
Sr. Ended
Particulars 31st 31st 31st
no. 30th Sep,
March, March, March,
2023
2023 2022 2021

A Net worth, as restated (₹ in Lakhs) 506.57 397.64 88.75 60.52

B Profit after tax, as restated (₹ in Lakhs) 108.93 308.89 28.23 (18.35)

Weighted average number of equity shares

outstanding during the period/ year
For Basic/Diluted earnings per share (Prior to Bonus
C 3,192,000 106,400 106,400 106,400
Issue and Split Share))
For Basic/Diluted earnings per share (Post Bonus Issue
D 3,192,000 3,192,000 3,192,000 3,192,000
and Split Share)

Earnings per share

Basic/Diluted earnings per share prior to bonus issue and
E 3.41 290.31 26.53 (17.25)
Split Share (₹) (B/C)
Adjusted Diluted earnings per share after bonus issue and
F 3.41 9.68 0.88 (0.58)
Split Share (₹) (B/D)

G Return on Net Worth (%) (B/A*100) 21.50% 77.68% 31.81% -30.33%

H Number of shares outstanding at the end of the period/

3,192,000 106,400 106,400 106,400
year
I Number of shares outstanding at the end of the period/
3,192,000 3,192,000 3,192,000 3,192,000
year after Bonus Issue
J Net asset value per equity share of ₹ 10 each(A/H) 15.87 373.72 83.41 56.88
Net asset value per equity share of ₹ 10 each after
K 15.87 12.46 2.78 1.90
bonus issue and Split Share (A/I)
L Face value of equity shares (₹) 10.00 100.00 100.00 100.00
Earnings Before Interest, Taxes, Depreciation &
M 338.44 876.53 511.38 406.80
Amortization (EBITDA) (₹ in Lakhs)

Notes :-
1) The ratios have been computed in the following manner :
Basic and Diluted earnings per share (₹) Restated Profit after tax attributable to equity
a) shareholders
Weighted average number of equity shares
outstanding during the period/year

b) Return on net worth (%) = Restated Profit after tax

Restated Net worth as at period/ year end

c) Net asset value per share (₹) Restated Net Worth as at period/ year end
Total number of equity shares as at period/ year
end
2) The figures disclosed above are based on the Restated Financial Information of the Company.

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3) Weighted average number of equity shares is the number of equity shares outstanding at the beginning of the
period/year adjusted for the number of equity shares issued during the period/year multiplied by the time
weightage factor. The time weightage factor is the number of days for which the specific shares are outstanding
as a proportion of total number of days during the period/year.

4) Net worth for the ratios represents sum of share capital and reserves and surplus (share premium and surplus in
the Restated Summary Statement of Profit and Loss).

5) The above statement should be read with the Statement of Notes to the Restated Financial Information of the
Company in Annexure 4.

6) Earnings Before Interest, Taxes, Depreciation & Amortization (EBITDA) =Profit before Tax + Finance Cost
+Depreciation - Other Income

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 MANAGEMENT DISCUSSION AND ANALYSIS OF FINANCIAL POSITION AND RESULTS OF
OPERATIONS
You should read the following discussion of our financial condition and results of operations together with our
restated financial statements included in the Draft Red Herring Prospectus. You should also read the section
entitled “Risk Factors” beginning on page 25, which discusses several factors, risks and contingencies that could
affect our financial condition and results of operations. The following discussion relates to our Company and is
based on our restated financial statements, which have been prepared in accordance with Indian GAAP, the
Companies Act and the SEBI Regulations. Portions of the following discussion are also based on internally
prepared statistical information and on other sources. Our fiscal year ends on March 31 of each year, so all
references to a particular fiscal year (“Fiscal Year”) are to the twelve-month period ended March 31 of that year.
The financial statements have been prepared in accordance with Indian GAAP, the Companies Act and the SEBI
(ICDR) Regulations and restated as described in the report of our auditors dated January 30, 2024 which is
included in this Draft Red Herring Prospectus under the section titled “Restated Financial Information” beginning
on page 162 of this Draft Red Herring Prospectus. The restated financial statements have been prepared on a basis
that differs in certain material respects from generally accepted accounting principles in other jurisdictions,
including US GAAP and IFRS. We do not provide a reconciliation of our restated financial statements to US
GAAP or IFRS and we have not otherwise quantified or identified the impact of the differences between Indian
GAAP and U.S. GAAP or IFRS as applied to our restated financial statements.
This discussion contains forward-looking statements and reflects our current views with respect to future events
and financial performance. Actual results may differ materially from those anticipated in these forward-looking
statements as a result of certain factors such as those described under “Risk Factors” and “Forward Looking
Statements” beginning on pages 25 and 15 respectively, and elsewhere in this Draft Red Herring Prospectus
Accordingly, the degree to which the financial statements in this Draft Red Herring Prospectus will provide
meaningful information depend entirely on such potential investor's level of familiarity with Indian accounting
practices. Please also refer to section titled “Presentation of Financial, Industry and Market data” beginning on
page 13 of this Draft Red Herring Prospectus.
BUSINESS OVERVIEW
Our Company was originally incorporated as ‘Sati Poly Plast Private Limited’ as a Private Limited Company,
under the provisions of the Companies Act, 1956 vide Certificate of Incorporation dated July 14, 1999, issued by
the Registrar of Companies, Bihar. Subsequently, pursuant to a special resolution passed by our Shareholders in
the Extra-Ordinary General Meeting held on November 1, 2023, our Company was converted from a private
limited company to public limited company and consequently, the name of our Company was changed from ‘Sati
Poly Plast Private Limited’ to Sati Poly Plast Limited’ with a fresh certificate of incorporation dated December
26, 2023 issued to the Company by the Registrar of Companies-Bihar. The Corporate Identification Number of
our Company is U00301BR1999PLC008904.
Our Company is an ISO Certified Company engaged in the manufacturing of flexible packaging material which
is multi-functional and caters to the packaging requirements of various industries. We provide end-to-end solution
for various flexible packaging needs. Till year 2015, our company was engaged in the business of trading of
flexible packaging material. From 2017, our Company commenced the manufacturing of flexible packaging
material. Our Company has set up two manufacturing units, of which “Plant 1” is situated at C44, Phase II,
Gautam Budh Nagar – Noida-201305 with an installed capacity of 500 tones per month and “Plant 2” is situated
at Plot No. 85 Udhyog Kendra, Noida -201306 with an installed capacity of 450 tones per month. Our Company
has been consistently expanding its business operations by increasing its installed capacity from 250 tonnes per
month to 400 tonnes per month in 2018 and to 500 tonnes per month in 2019. Our range of packaging solutions
span a variety of products in the food and beverage category, including salty snacks, snack bars, dry fruits,
confectionery and dry foods. We utilise the advanced equipment available and continually invest to maintain the
quality of product, process efficiency and the superior service that we are renowned for. Our products are crafted
out of an extensive range of industry approved materials such as polyethylene terephthalate, biaxially-oriented
polypropylene, polythene, cast polypropylene, foil, paper, bio-degradable films, etc. Since, flexible packaging
material predominantly consists of plastic as a major raw material, we aim to manufacture our products sustainably
by aiming towards “Reuse, Recycle and Upcycle”. We stringently maintain the processes and accreditation
required to ensure the quality needs of the customers we supply in the food and beverages. We have also installed
Automated Machine with Auto Gauge Control with minimum gauge variation specially for Edible Oil Industries.
Currently we are working with Pidilite, Adani Wilmar, JVL and have also started vacuum bags for cashews.
Flexible packaging refers to a type of packaging material that is made from non rigid materials such as plastic,
paper, or aluminum foil to create pouches, bags, and other pliable product containers. Flexible packages are

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particularly useful in industries that require versatile packaging, such as the food and beverage, personal care, and
pharmaceutical industries. Flexible packaging offers several advantages, including its ability to conform to the
shape of the product, its lightweight nature, and its ability to provide barrier properties to protect the contents from
moisture, oxygen, and other external factors. Additionally, flexible packaging is often considered more sustainable
compared to rigid packaging, as it typically requires fewer resources to produce and transport.
FINANCIAL SNAPSHOT
The financial performance of the company for stub period and last three years as per restated financial Statement:
For the
For the Year ended
period ended
Particulars
September March 31, March 31, March 31,
30, 2023 2023 2022 2021
Revenue from Operations (₹ in Lakhs) 7,568.59 19,091.77 17,516.08 12,576.52
Growth in Revenue from Operations
- 9.00% 39.28% -
(YoY %)
Gross Profit (₹ in Lakhs) 1,434.57 3,439.84 2,648.95 2,406.76
Gross Profit Margin (%) 18.95% 18.02% 15.12% 19.14%
EBITDA (₹ in Lakhs) 338.44 876.53 511.38 406.80
EBITDA Margin (%) 4.47% 4.59% 2.92% 3.23%
Profit After Tax (₹ in Lakhs) 108.93 308.89 28.23 (18.35)
PAT Margin (%) 1.44% 1.62% 0.16% (0.15%)
RoE (%) 24.09% 127.02% 37.83% (18.95%)
RoCE (%) 7.59% 22.63% 9.21% 4.60%
Net Fixed Asset Turnover (In Times) 6.97 16.57 14.47 9.67
Operating Cash Flows (₹ in Lakhs) (173.30) 310.69 348.98 610.36
OUR BUSINESS MODEL

Manufacturing

Flexible Packaging
Material

Roll Pouch Coextru

Form Form ded
Films

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SIGNIFICANT DEVELOPMENTS SUBSEQUENT TO LAST AUDITED BALANCE SHEET:
After the date of last Audited accounts i.e. September 30, 2023, the Directors of our Company confirm that, there
have not been any significant material developments except mentioned below;
Note:
➢ Our company allotted 384000 Equity shares under Right Issue at an Issue Price of ₹ 120.00/- including
premium of ₹ 110.00/- made on October 04, 2023, in the ratio of 16:133 i.e., 16 (Sixteen Only) New Equity
Shares for every 133 (One Hundred and Thirty-Three Only) Equity Shares held on September 01, 2023.
➢ Our company allotted 36000 Equity Shares on January 01, 2024 by way of Preferential Issue through Private
Placement at an Issue Price of ₹ 120.00/- including premium of ₹ 110.00/-.
➢ Our Company was converted from a Private Limited Company to Public Limited company vide Special
resolution passed in the Extra-Ordinary General Meeting of the company dated November 1, 2023 and
consequently, the name of our Company was changed to “Sati Poly Plast Limited” and a fresh certificate of
incorporation dated December 26, 2023 was issued to our Company by the Registrar of Companies, Bihar
having Corporate Identification Number U00301BR1999PLC008904.
➢ Board of Directors of the Company has approved in their meeting held on January 01, 2024 issue of upto
1436000 equity shares as fresh issue which was subsequently approved by members of the company in the
extraordinary general meeting held on January 03, 2024.
➢ Our Corporate Office is situated at C-44, Phase II, Distt. Gautam Budh Nagar, Noida- 201305, Uttar Pradesh,
India. Our company is in the process of shifting our current registered office situated at D.N. Singh Road,
Bhagalpur 812 002, Bihar, India to our corporate office for which Shareholder’s approval was received on
January 31, 2024, however RoC approval for the same is pending as on the date of Draft Red Herring
Prospectus.
FACTORS AFFECTING OUR FUTURE RESULTS OF OPERATIONS:
Our Company’s future results of operations could be affected potentially by the following factors:
➢ COVID-19 Pandemic;
➢ Natural Calamities e.g., Tsunami
➢ Global GDP growth and seaborne trade growth
➢ Changes in laws or regulations
➢ Political Stability of the Country;
➢ Competition from existing players;
➢ Our dependence on limited number of customers/suppliers/brands for a significant portion of our revenues;
➢ Any failure to comply with the financial and restrictive covenants under our financing arrangements;
➢ Failure to obtain any applicable approvals, licenses, registrations and permits in a timely manner;
➢ Failure to adapt to the changing technology in our industry of operation may adversely affect our business
and financial condition;
➢ Price of raw materials
➢ Change in technology with respect to our manufacturing process
➢ Occurrence of Environmental Problems & Uninsured Losses;
➢ Conflicts of interest with affiliated companies, the promoter group and other related parties;
➢ The performance of the financial markets in India and globally;
➢ Our ability to expand our geographical area of operation;
➢ Concentration of ownership among our Promoters.
OUR SIGNIFICANT ACCOUNTING POLICIES:
For Significant accounting policies please refer Significant Accounting Policies and Notes to accounts, under
Chapter titled “Restated Financial Information” beginning on page 162 of this Draft Red Herring Prospectus.

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PRINCIPAL COMPONENTS OF OUR STATEMENT OF PROFIT AND LOSS
The following descriptions set forth information with respect to the key components of our statement of profit and
loss.
Our Income
Revenue from Operations
Our revenue from operations only consists of sale of products.
Our Company is engaged in the manufacturing of flexible packaging material which is multi-functional and caters
to the packaging requirements of various industries. We provide end-to-end solution for various flexible
packaging needs. Our Product range of flexible packaging material includes Roll form packaging, Pouch form
packaging and Coextruded Films.
Other Income
The key components of our other income are:
(i) interest income; (ii) Other Non-Operating Income
Our Expenses
Our expenses primarily consist of the following:
• Cost of material consumed, consisting of Opening stock of, purchase during the year and closing stock of raw
material.
• Changes in inventories of Finished Goods and WIP are an adjustment of the opening and closing stock of
Finished Goods and WIP at the end of the Financial year;
• Employee benefits expense consists of salaries and wages, contribution to provident and other funds, Gratuity
expense and Remuneration paid to Directors/KMPs;
• Finance costs includes interest expense on borrowings from banks and other borrowing costs such as
Processing and Renewal Charges and other finance cost;
• Depreciation and amortization expense comprise of depreciation expense on property, plant and equipment;
and
• Other expenses primarily include Custom duty and clearing expenses, Electricity, Gas and Diesel Expenses,
Freight, Rent and other miscellaneous expenses.
Our Tax Expenses
Elements of our tax expense are as follows:
• Current tax: Our current tax is the amount of tax payable based on the taxable profit for the year as determined
in accordance with the applicable tax rates and the provisions of the Income Tax Act, 1961.
• Deferred tax: Deferred tax is recognized based on the difference between taxable profit and book profit due
to the effect of timing differences. Our deferred tax is measured based on the applicable tax rates and tax laws
that have been enacted or substantively enacted by the relevant balance sheet date.

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RESULTS OF OUR OPERATION
For the Period/Year ended on
September 30, 2023 March 31, 2023 March 31, 2022 March 31, 2021
Particulars
Amount in ₹ (%) of Total Amount in ₹ (%) of Total Amount in ₹ (%) of Total Amount in ₹ (%) of Total
Lakhs Income Lakhs Income Lakhs Income Lakhs Income

Revenue from operations 7,568.59 99.96 19,091.77 99.97 17,516.08 99.96 12576.53 99.88
Other Income 2.92 0.04 4.92 0.03 6.31 0.04 15.3 0.12
Total Income (I+II) 7,571.51 100.00 19,096.69 100.00 17,522.39 100.00 12,591.83 100.00
Expenses:
Cost of materials consumed 6,197.28 81.85 16,123.08 84.43% 14,817.48 84.56% 10134.50 80.48
Changes in inventories of Finished Goods, WIP and
(63.26) (0.84) (471.14) (2.47) 49.65 0.28 35.26 0.28
Traded Goods
Employee Benefits Expense 190.00 2.51 449.09 2.35% 451.42 2.58 447.72 3.56
Finance Costs 79.29 1.05 199.81 1.05 198.66 1.13 167.54 1.33
Depreciation and amortisation Expense 117.08 1.55 269.27 1.41 280.72 1.60 284.98 2.26
Other Expenses 907.83 11.99 2,132.46 11.17 1,709.35 9.76 1552.25 12.33
Total expenses 7,428.22 98.11 18,702.58 97.94 17,507.28 99.91 12,622.25 100.24

Profit /(Loss) before tax and Exceptional Items (III-

143.29 1.89 394.11 2.06 15.11 0.09 (30.42) (0.24%)
IV)
Exceptional Items (1.70) (0.02) 18.25 0.10 23.20 0.13 - -
Profit /(Loss) before tax (V-VI) 144.99 1.91 412.36 2.56 38.31 0.26 (30.42) (0.24%)

Tax expense:
(a) Current tax expense 40.31 0.53 107.69 0.56 16.50 0.09 6.36 0.05
(b) Short/(Excess) provision of tax for earlier years - - - - - - - -
(c) MAT Credit Entitlement - - - - - - - -

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 For the Period/Year ended on
September 30, 2023 March 31, 2023 March 31, 2022 March 31, 2021
Particulars
Amount in ₹ (%) of Total Amount in ₹ (%) of Total Amount in ₹ (%) of Total Amount in ₹ (%) of Total
Lakhs Income Lakhs Income Lakhs Income Lakhs Income

(d) Deferred tax charge/(credit) (4.25) (0.06) (4.21) (0.02) (6.42) (0.04) (18.43) (0.15)
Total Tax Expenses 36.06 0.48% 103.48 0.54 10.08 0.06 (12.07) (0.10)

Profit after tax for the year (VII-VIII) 108.93 1.44% 308.89 1.62 28.23 0.16 (18.35) (0.15)

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COMPARISON OF FY 2022-23 WITH FY 2021-22:
REVENUE:
Revenue from operations
Our Company is engaged in the manufacturing of flexible packaging material which is multi-functional and caters to the
packaging requirements of various industries. We provide end-to-end solution for various flexible packaging needs. Our
Product range of flexible packaging material includes Roll form packaging, Pouch form packaging and Coextruded Films.
The Total Revenue from operations for the period ended on September 30, 2023 was ₹ 7,568.59 lakhs.
Particulars of Geography-wise Bifurcation

For the Period Ended September 30, 2023

Particulars % of Total Revenue
Amount in ₹ Lakhs
from Operations
Domestic Sales 7,511.10 99.24
Export Sales 57.49 0.76
Total 7,568.59 100.00

For the Period Ended September 30, 2023

Particulars % of Total Revenue from
Amount in ₹ Lakhs
Operations
Andhra Pradesh - -
Assam 0.67 0.01
Bihar 404.84 5.35
Chhattisgarh 6.72 0.09
Dadra and Nagar Haveli and Daman and Diu 47.74 0.63
Delhi 868.13 11.47
Gujarat 392.54 5.19
Haryana 497.34 6.57
Himachal Pradesh - -
Jammu and Kashmir 33.39 0.44
Jharkhand - 0.00
Karnataka 3.20 0.04
Madhya Pradesh 13.92 0.18
Maharashtra 45.54 0.60
Meghalaya - -
Odisha - -
Puducherry 16.60 0.22
Punjab 24.05 0.32
Rajasthan 458.55 6.06
Telangana - -
Uttar Pradesh 3,901.40 51.55
Uttarakhand 480.33 6.35
West Bengal 316.12 4.18

Total Domestic Sales (A) 7,511.08 99.24

Export Sales (B) 57.49 0.76
Total (A+B) 7,568.57 100.00
As evident from the above data, our substantial (More than 95%) revenue from operations is derived from Domestic sales
and in particular State of Uttar Pradesh which contributes majority of our revenue of operations (i.e., 51.55%) for the period
ended September 30, 2023. Our export revenue contributes 0.76% of total revenue from operations for the period ended
September 30, 2023.
Other Income:

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Other income of the company were ₹ 2.92 lakhs for the period ended September 30, 2023. Interest income such as Interest
income on Fixed Deposits and other interest income was the only constituents in Other Income for the period ended
September 30, 2023.
EXPENDITURE:
Cost of Goods sold
Our cost of goods sold (which is the aggregate of our cost of material consumed and changes in inventories of Finished
Goods and WIP) makes up a large portion of our operating expenses. During the period ended September 30, 2023 our cost
of goods sold (purchase of stock in trade and changes in inventories of stock in trade) amounted to ₹ 6,134.02 lakhs,
respectively, which represents 81.05% of our revenue from operations. Our primary raw material consists polyester,
polyethylene, polypropylene along with other raw material such as ink, granules and adhesive.
Cost of Material Consumed
Cost of Material Consumed was ₹ 6,197.28 lakhs for the period ended September 30, 2023. Cost of Material Consumed
consists of Opening of Stock and Purchase of stock during the year reduced by Closing stock at the end of the financial
year.
(Amount in ₹ Lakhs)

For the Period Ended September

Particulars
30, 2023

Opening Stock 1,230.70

Add: Domestic Purchases 3,713.43
Add: Imported Purchases 2,563.99
Less: Closing Stock 1,310.84
6,197.28
Our Total purchase for the period ended September 30, 2023 was ₹ 6,277.42 lakhs. Out of total ₹ 6,277.42 lakhs, Domestic
purchase contributed ₹ 3,713.43 lakhs amounting to 59.16% of total purchase as compared to Import purchase of ₹ 2,563.99
lakhs amounting to 40.84% of total purchase.
Change in Inventory of Finished Goods and WIP
Our opening stock of Finished Goods was ₹ 193.94 lakhs as at April 1, 2023 and closing stock of Finished Goods was ₹
181.40 lakhs as at September 30, 2023. While, our opening stock of Work in Progress was ₹ 673.61 lakhs as at April 1,
2023, our closing stock of Work in Progress was ₹ 749.41 lakhs as at September 30, 2023.
The changes in inventories of Finished Goods and WIP amounts to ₹ (63.26) lakhs for the period ended September 30,
2023, primarily due to increased closing stock of WIP in FY 2022-23.
Employee Benefit Expenses
Employee Benefit expenses was ₹ 190.00 lakhs for the period ended September 30, 2023 which includes Wages, Salary,
Director Remuneration, Gratuity and Contribution to Provident and other funds.
Finance Cost
Finance expense were ₹ 79.29 lakhs for the period ended September 30, 2023 which includes Interest cost on borrowings
and Other Borrowing cost such as Processing and renewal charges etc.
Depreciation
The Depreciation and amortization expense for the period ended September 30, 2023 was ₹ 117.08.
Other Expenses
Other Expenses increased to ₹ 907.83 lakhs for the period ended September 30, 2023 which includes Custom duty and
clearing expenses, Electricity, Gas and Diesel Expenses, Freight, Rent and other miscellaneous expenses. Primary reason
for the increase is mentioned below:
• Custom duty and clearing expenses amount to ₹ 333.94 lakhs contributing 36.78% of total other expenses for the period
ended September 30, 2023. The primary reason for such increase is import of purchase of raw materials. As import
purchase for the period ended September 30, 2023 stands at ₹ 2,563.99 lakhs as compared to ₹ 3,713.43 lakhs of
domestic purchase.

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• Electricity, Gas and Diesel Expenses amounts to ₹ 297.14 lakhs for the period ended September 30, 2023 contributing
32.73% of total other expenses.
• Other miscellaneous expenses amount to ₹ 276.75 lakhs for the period ended September 30, 2023 contributing 30.48%
of total other expenses. Such expenses mainly include freight, rent, repair and maintenance, Printing Cylinder
Engraving/Service Expenses and security expenses.
Profit before Extra-Ordinary Items and Tax
As a result of the foregoing, we recorded profit before Extra-Ordinary Items and tax of ₹ 143.29 lakhs, which amounted to
1.89% of our total revenue from operations for the period ended September 30, 2023.
Exceptional Items
Exceptional items consist of ₹ (1.70) Lakhs in for the period ended September 30, 2023, which occurred due to profit on
sale of fixed assets.
Tax Expenses
Our total tax expenses amounts to ₹ 36.06 lakhs for the period ended September 30, 2023.
Profit after Tax (PAT)
As a result of the foregoing, we recorded profit for the period from ₹ 108.93 lakhs for the period ended September 30,
2023. The Profit after Tax for the period ended September 30, 2023 was 1.44% of the total revenue from operations. The
increase in Profit after Tax is mainly due to increase in revenue as compared to total expenses resulting into higher profit
compared to previous financial year.
COMPARISON OF FY 2022-23 WITH FY 2021-22:
REVENUE:
Revenue from operations
Our Company is engaged in the manufacturing of flexible packaging material which is multi-functional and caters to the
packaging requirements of various industries. We provide end-to-end solution for various flexible packaging needs. Our
Product range of flexible packaging material includes Roll form packaging, Pouch form packaging and Coextruded Films.
The Total Revenue from operations for the year ended on FY 2022-23 was ₹ 19,091.77 Lakh as compared to ₹ 17,516.08
Lakh during the FY 2021-22. Revenue from operations was increased by 9.00% in FY 2022-23. Income from operation
showed steady growth in FY 2022-23 in the normal course of business due to increase in sales volume of overall products.
Particulars of Geography-wise Bifurcation

For the Year Ended 31st March, For the Year Ended 31st March,
2023 2022
Particulars % of Total % of Total
Amount in ₹ Amount in ₹
Revenue from Revenue from
Lakhs Lakhs
Operations Operations
Sale of products
Domestic Sales 19,035.83 99.71 17,431.79 99.52
Export Sales 55.94 0.29 84.29 0.48
Total 19,091.77 100.00 17,516.08 100.00

For the Year Ended 31st March, For the Year Ended 31st March,
2023 2022
Particulars % of Total % of Total
Amount in ₹ Amount in ₹
Revenue from Revenue from
Lakhs Lakhs
Operations Operations
Andhra Pradesh - - - -
Assam 9.19 0.05 4.39 0.03
Bihar 651.85 3.41 676.39 3.86
Chhattisgarh - - - -

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 For the Year Ended 31st March, For the Year Ended 31st March,
2023 2022
Particulars % of Total % of Total
Amount in ₹ Amount in ₹
Revenue from Revenue from
Lakhs Lakhs
Operations Operations
Dadra and Nagar Haveli and Daman
97.39 0.51 110.63 0.63
and Diu
Delhi 3,808.69 19.95 2,728.31 15.58
Gujarat 644.48 3.38 3.03 0.02
Haryana 858.41 4.50 1,330.71 7.60
Himachal Pradesh 16.89 0.09 9.80 0.06
Jammu and Kashmir 62.45 0.33 39.56 0.23
Jharkhand 6.06 0.03 - -
Karnataka - - - -
Madhya Pradesh (2.28) (0.01) 110.90 0.63
Maharashtra 0.86 0.00 - -
Meghalaya - - 4.70 0.03
Odisha 6.13 0.03 15.19 0.09
Puducherry 36.22 0.19 40.19 0.23
Punjab 33.61 0.18 32.25 0.18
Rajasthan 1,049.77 5.50 1,178.71 6.73
Telangana - - 22.75 0.13
Uttar Pradesh 9,633.25 50.46 8,736.03 49.87
Uttarakhand 1,477.02 7.74 1,684.99 9.62
West Bengal 645.84 3.38 703.26 4.01

Total Domestic Sales (A) 19,035.83 99.71 17,431.79 99.52

Export Sales (B) 55.94 0.29 84.29 0.48
Total (A+B) 19,091.77 100.00 17,516.08 100.00
As evident from the above data, our substantial (More than 90%) revenue from operations is derived from Domestic sales
and in particular State of Uttar Pradesh which contributes majority of our revenue of operations (i.e., 50.46%) in FY 2022-
23. Our export revenue contributes 0.29% of total revenue from operations in 2022-23 against 0.48% in FY 2021-22.
Other Income:
Other income of the company were ₹ 4.92 lakhs and ₹ 6.31 lakhs for FY 2022-23 and FY 2021-22 respectively. Interest
income such as Interest income on Fixed Deposits and other interest income was the only constituents in Other Income for
the year FY 2022-23.
EXPENDITURE:
Cost of Goods sold
Our cost of goods sold (which is the aggregate of our cost of material consumed and changes in inventories of Finished
Goods and WIP) makes up a large portion of our operating expenses. During the year ended on March 31, 2023, and March
31, 2022 our cost of goods sold (purchase of stock in trade and changes in inventories of stock in trade) amounted to ₹
15,651.94 lakhs, and ₹ 14,867.13 lakhs, respectively, which represents 81.98%, and 84.88%, of our revenue from
operations for the respective periods. Our primary raw material consists polyester, polyethylene, polypropylene along with
other raw material such as ink, granules and adhesive.
Cost of Material Consumed
Cost of Material Consumed increased by 8.81% from ₹ 14,817.48 lakhs In FY 2021-22 to ₹ 16,123.08 lakhs In FY 2022-
23, the primary reason for such increase was increase in sales volume of overall products. Cost of Material Consumed
consists of Opening of Stock and Purchase of stock during the year reduced by Closing stock at the end of the financial
year.
(Amount in ₹ Lakhs)

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 For the Year Ended 31st For the Year Ended 31st
Particulars
March, 2023 March, 2022

Opening Stock 999.10 846.25

Add: Domestic Purchases 9,256.80 10,106.21
Add: Imported Purchases 7,097.88 4,864.12
Less: Closing Stock 1,230.70 999.10
16,123.08 14,817.48
Our Total purchase for the FY 2022-23 was ₹ 16,354.68 lakhs as compared to ₹ 14,970.33 lakhs showing an increase of
9.25% in line with the growth of our revenue from operations. Out of total ₹ 16,354.68 lakhs purchased during the FY
2022-23, Domestic purchase contributed ₹ 9,256.80 lakhs amounting to 56.60% of total purchase as compared to Import
purchase of ₹ 7,097.88 lakhs amounting to 43.40% of total purchase.
Change in Inventory of Finished Goods and WIP
Our opening stock of (i) Finished Goods was ₹ 98.00 lakhs as at April 1, 2022, while it was ₹ 89.59 lakhs as at April 1,
2021. Our closing stock of (i) Finished Goods was ₹ 193.94 lakhs as at March 31, 2023, while it was ₹ 98.00 lakhs as at
March 31, 2022.
Our opening stock of (i) Work in Progress was ₹ 298.41 lakhs as at April 1, 2022, while it was ₹ 356.47 lakhs as at April
1, 2021. Our closing stock of (i) Work in Progress was ₹ 673.61 lakhs as at March 31, 2023, while it was ₹ 298.41 lakhs
as at March 31, 2022
The changes in inventories of Finished Goods and WIP decreased to ₹ (471.14) lakhs in FY 2022-23 from ₹ 49.65 lakhs
in FY 2021-22 primarily due to increased closing stock of WIP in FY 2022-23.
Employee Benefit Expenses
Employee Benefit expenses decreased to ₹ 449.09 lakhs for FY 2022-23 from ₹ 451.42 lakh for FY 2021-22 showing a
decrease of 0.51%. Employee Benefit Expenses mainly includes Wages, Salary, Director Remuneration, Gratuity and
Contribution to Provident and other funds.
Finance Cost
Finance expense were ₹ 199.81 lakhs in FY 2022-23 as against ₹ 198.66 lakhs in FY 2021-22 showing increase of 0.58%.
Finance Cost mainly Includes Interest cost on borrowings and Other Borrowing cost such as Processing and renewal
charges etc.
Depreciation
The Depreciation and amortization expense for FY 2022-23 was ₹ 269.27 lakhs as against ₹ 280.72 lakhs for FY 2021-22
showing a decrease of 4.08%.
Other Expenses
Other Expenses increased to ₹ 2,132.46 lakhs for FY 2022-23 from ₹ 1,709.35 lakh for FY 2021-22 showing an increase
of 24.75%. Other expenses primarily include Custom duty and clearing expenses, Electricity, Gas and Diesel Expenses,
Freight, Rent and other miscellaneous expenses. Primary reason for the increase is mentioned below:
• Custom duty and clearing expenses amount to ₹ 925.93 lakhs contributing 43.42% of total other expenses in FY 2022-
23 as compared to 34.50% in FY 2021-22. The primary reason for such increase is increase in import of purchase of
raw materials. As import purchase for FY 2022-23 stands at ₹ 7,097.88 lakhs compare to ₹ 4,864.12 lakhs in FY 2021-
22, showing an increase of ₹ 2,233.76 lakhs.
• Electricity, Gas and Diesel Expenses amounts to ₹ 674.89 lakhs compared to ₹ 660.62 lakhs of total other expenses in
FY 2022-23 and FY 2021-22, respectively. Such expenses are in line with the sales growth our company.
• Other miscellaneous expenses amount to ₹ 531.64 lakhs compared to ₹ 458.97 lakhs of total other expenses in FY 2022-
23 and FY 2021-22, respectively. Such expenses mainly include freight, rent, repair and maintenance, Printing Cylinder
Engraving/Service Expenses and security expenses.
Profit before Extra-Ordinary Items and Tax
As a result of the foregoing, we recorded profit before Extra-Ordinary Items and tax at ₹ 394.12 lakhs, which amounted to
2.06% of our total revenue from operations in FY 2022-23, as compared to 0.09% in FY 2021-22.

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Exceptional Items
Exceptional items consist of ₹18.25 Lakhs in FY 2022-23, which occurred due to profit on sale of fixed assets.
Tax Expenses
Our total tax expenses increased to ₹ 103.48 lakhs in FY 2022-23 from ₹ 10.08 lakhs in FY 2021-22, primarily due to an
increase in current tax to ₹107.69 lakhs in FY 2022-23 from ₹ 16.50 lakhs in FY 2021-22. The increase in current tax was
mainly on account of an increase in our restated profit before tax to ₹ 412.37 lakhs in FY 2022-23 from ₹ 38.31 lakhs in
FY 2021-22.
Profit after Tax (PAT)
As a result of the foregoing, we recorded an increase of 994.22% in our profit for the period from ₹ 28.23 lakhs in the year
ended on March 31, 2022 to ₹ 308.89 lakhs in the year ended on March 31, 2023. The Profit after Tax for the FY 2022-23
was 1.62% of the total revenue from operations and it was 0.16% of total revenue from operations for the FY 2021-22. The
increase in Profit after Tax is mainly due to increase in revenue as compared to total expenses resulting into higher profit
compared to previous financial year.
COMPARISON OF FY 2021-22 WITH FY 2020-21:
REVENUE:
Revenue from operations
Our Company is engaged in the manufacturing of flexible packaging material which is multi-functional and caters to the
packaging requirements of various industries. We provide end-to-end solution for various flexible packaging needs. Our
Product range of flexible packaging material includes Roll form packaging, Pouch form packaging and Coextruded Films.
The Total Revenue from operations for the year ended on FY 2021-22 was ₹ 17,516.08 lakhs as compared to ₹ 12,576.53
lakhs during the FY 2020-21. Revenue from operations was increased by 39.28% in FY 2021-22. The reason for such
increase in revenue from operations in FY 2021-22 compared to FY 2020-21 was due to increase in price of raw materials
in previous year due to COVID-19, which was continued in FY 2021-22 also, resulting into increase in final price of our
end product. The same is evident from the data of growth in Cost of material consumed and revenue in FY 2021-22
compared to FY 2020-21. Also, during FY 2021-22 we have increased capacity utilization as compared to FY 2020-21,
which resulted in increased revenue for the FY 2021-22.
Particulars of Geography-wise Bifurcation

For the Year Ended 31st March, For the Year Ended 31st March,
2022 2021
Particulars % of Total % of Total
Amount in ₹ Amount in ₹
Revenue from Revenue from
Lakhs Lakhs
Operations Operations
Sale of products
Domestic Sales 17,431.79 99.52 12,538.68 99.70
Export Sales 84.29 0.48 37.85 0.30
Total 17,516.08 100.00 12,576.53 100.00

For the Year Ended 31st March,

Year Ended 31st March, 2022
2023
Particulars % of Total % of Total
Amount in ₹ Amount in ₹
Revenue from Revenue from
Lakhs Lakhs
Operations Operations
Andhra Pradesh - - 15.34 0.12
Assam 4.39 0.03 0.22 0.00
Bihar 676.39 3.86 242.25 1.93
Chhattisgarh - - - -
Dadra and Nagar Haveli and Daman
110.63 0.63 125.72 1.00
and Diu
Delhi 2,728.31 15.58 487.74 3.88
Gujarat 3.03 0.02 23.04 0.18

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 For the Year Ended 31st March,
Year Ended 31st March, 2022
2023
Particulars % of Total % of Total
Amount in ₹ Amount in ₹
Revenue from Revenue from
Lakhs Lakhs
Operations Operations
Haryana 1,330.71 7.60 1,691.95 13.45
Himachal Pradesh 9.80 0.06 30.19 0.24
Jammu and Kashmir 39.56 0.23 25.20 0.20
Jharkhand - - 31.64 0.25
Karnataka - - - -
Madhya Pradesh 110.90 0.63 29.81 0.24
Maharashtra - - 45.90 0.36
Meghalaya 4.70 0.03 51.03 0.41
Odisha 15.19 0.09 51.24 0.41
Puducherry 40.19 0.23 35.40 0.28
Punjab 32.25 0.18 55.57 0.44
Rajasthan 1,178.71 6.73 901.10 7.16
Telangana 22.75 0.13 23.95 0.19
Uttar Pradesh 8,736.03 49.87 7,332.94 58.31
Uttarakhand 1,684.99 9.62 426.82 3.39
West Bengal 703.26 4.01 911.63 7.25

Total Domestic Sales (A) 17,431.79 99.52 12,538.68 99.70

Export Sales (B) 84.29 0.48 37.85 0.30
Total (A+B) 17,516.08 100.00 12,576.53 100.00
As evident from the above data, our substantial (More than 90%) revenue from operations is derived from Domestic sales
and in particular State of Uttar Pradesh which contributes majority of our revenue of operations (i.e., 49.87%) in FY 2021-
22. Our export revenue contributes 0.48% of total revenue from operations in 2021-22 against 0.30% in FY 2020-21.
Other Income:
Other income of the company were ₹ 6.31 lakhs and ₹ 15.30 lakhs for FY 2021-22 and FY 2020-21 respectively. Interest
income and other non-operating income such as Commission income contributes in Other Income for the year FY 2021-
22.
EXPENDITURE:
Cost of Goods sold
Our cost of goods sold (which is the aggregate of our cost of material consumed and changes in inventories of Finished
Goods and WIP) makes up a large portion of our operating expenses. During the year ended on March 31, 2022, and March
31, 2021 our cost of goods sold (purchase of stock in trade and changes in inventories of stock in trade) amounted to ₹
14,867.13 lakhs, and ₹ 10,169.76 lakhs, respectively, which represents 84.88%, and 80.86%, of our revenue from
operations for the respective periods. Our primary raw material consists polyester, polyethylene, polypropylene along with
other raw material such as ink, granules and adhesive.
Cost of Material Consumed
Cost of Material Consumed increased by 46.21% from ₹ 14,817.48 lakhs in FY 2021-22 to ₹ 10,134.50 lakhs in FY 2021-
22, the primary reason for such increase was increase in sales volume of overall products. Cost of Material Consumed
consists of Opening of Stock and Purchase of stock during the year reduced by Closing stock at the end of the financial
year.
(Amount in ₹ Lakhs)

Year Ended 31st March, Year Ended 31st March,

Particulars
2022 2021

Opening Stock 846.25 851.73

Add: Domestic Purchases 10,106.21 6,349.09
Add: Imported Purchases 4,864.12 3,779.93

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 Year Ended 31st March, Year Ended 31st March,
Particulars
2022 2021

Less: Closing Stock 999.10 846.25

14,817.48 10,134.50
Our Total purchase for the FY 2021-22 was ₹ 14,970.33 lakhs as compared to ₹ 10,129.02 lakhs showing an increase of
47.80% in line with the growth of our revenue from operations. Out of total ₹ 14,970.33 lakhs purchased during the FY
2021-22, Domestic purchase contributed ₹ 10,106.21 lakhs amounting to 67.51% of total purchase as compared to Import
purchase of ₹ 4,864.12 lakhs amounting to 32.49% of total purchase. The relevant number for FY 2020-21 was ₹ 6,349.09
lakhs for domestic purchase (i.e., 62.68% of total purchase) and ₹ 3,779.93 lakhs (i.e., 37.32% of total purchase) for import
purchase.
Change in Inventory of Finished Goods and WIP
Our opening stock of (i) Finished Goods was ₹ 89.59 lakhs as at April 1, 2021, while it was ₹ 102.87 lakhs as at April 1,
2020. Our closing stock of (i) Finished Goods was ₹ 98.00 lakhs as at March 31, 2022, while it was ₹ 89.59 lakhs
as at March 31, 2021.
Our opening stock of (i) Work in Progress was ₹ 356.47 lakhs as at April 1, 2021, while it was ₹ 378.45 lakhs as at April
1, 2020. Our closing stock of (i) Work in Progress was ₹ 298.41 lakhs as at March 31, 2022, while it was ₹ 356.47 lakhs
as at March 31, 2021
The changes in inventories of Finished Goods and WIP increased to ₹ 49.65 lakhs in FY 2021-22 from ₹ 35.26 lakhs in
FY 2020-21.
Employee Benefit Expenses
Employee Benefit expenses decreased to ₹ 451.42 lakhs for FY 2021-22 from ₹ 447.72 lakh for FY 2020-21 showing an
increase of 0.82%. Employee Benefit Expenses mainly includes Wages, Salary, Director Remuneration, Gratuity and
Contribution to Provident and other funds.
Finance Cost
Finance expense were ₹ 198.66 lakhs in FY 2021-22 as against ₹ 167.54 lakhs in FY 2020-21 showing increase of 18.57%.
Finance Cost mainly Includes Interest cost on borrowings and Other Borrowing cost such as Processing and renewal
charges etc.
Depreciation
The Depreciation and amortization expense for FY 2021-22 was ₹ 280.72 lakhs as against ₹ 284.98 lakhs for FY 2020-21
showing a decrease of 1.49%.
Other Expenses
Other Expenses increased to ₹ 1,709.35 lakhs for FY 2021-22 from ₹ 1,552.25 lakh for FY 2020-21 showing an increase
of 10.12%. Other expenses primarily include Custom duty and clearing expenses, Electricity, Gas and Diesel Expenses,
Freight, Rent and other miscellaneous expenses. Primary reason for the increase is mentioned below:
• Custom duty and clearing expenses amount to ₹ 589.76 lakhs contributing 34.50% of total other expenses in FY 2021-
22 as compared to 34.14% in FY 2021-22. The primary reason for such increase is increase in import of purchase of
raw materials. As import purchase for FY 2021-22 stands at ₹ 4,864.12 lakhs compare to ₹ 3,779.93 lakhs in FY 2020-
21, showing an increase of ₹ 1,084.19 lakhs.
• Electricity, Gas and Diesel Expenses amounts to ₹ 660.62 lakhs compared to ₹ 549.20 lakhs of total other expenses in
FY 2021-22 and FY 2020-21, respectively. Such expenses are in line with the sales growth our company.
• Other miscellaneous expenses amount to ₹ 458.97 lakhs compared to ₹ 473.12 lakhs of total other expenses in FY 2021-
22 and FY 2020-21, respectively. Such expenses mainly include freight, rent, repair and maintenance, Printing Cylinder
Engraving/Service Expenses and security expenses.
Profit before Extra-Ordinary Items and Tax
As a result of the foregoing, we recorded our profit before Extra-Ordinary Items and tax at ₹ 15.11 lakhs, which amounted
to 0.09% of our total revenue from operations in FY 2021-22, as compared to loss of ₹ (30.42) lakhs in FY 2020-21.
Exceptional Items

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Exceptional items consist of ₹ 23.20 Lakhs in FY 2021-22, which occurred due to profit on sale of fixed assets.
Tax Expenses
Our total tax expenses increased to ₹ 10.08 lakhs in FY 2021-22 from ₹ (12.07) lakhs in FY 2020-21, primarily due to an
increase in current tax to ₹ 16.50 lakhs in FY 2021-22 from ₹ 6.36 lakhs in FY 2020-21. The increase in current tax was
mainly on account of an increase in our restated profit before tax to ₹ 38.31 lakhs in FY 2021-22 from loss before tax of ₹
(30.42) lakhs in FY 2020-21.
Profit after Tax (PAT)
As a result of the foregoing, we recorded profit for the period of ₹ 28.23 lakhs in FY 2021-22 as compared to ₹ (18.35)
lakhs in the year ended on March 31, 2021. The Profit after Tax for the FY 2021-22 was 0.16% of the total revenue from
operations and it was (0.15%) of total revenue from operations for the FY 2020-21. The increase in Profit after Tax is
mainly due to increase in revenue as compared to total expenses resulting into higher profit compared to previous financial
year. Also, our actual capacity utilization was increased during FY 2021-22 compared to FY 2021-22, resulting into higher
revenue and profit.
RELATED PARTY TRANSACTIONS
For further information please refer “Annexure – 28 - Related Party Transaction” under section “Restated Financial
Information” beginning from page no. 162 of this Draft Red Herring Prospectus.
DISCUSSION ON THE STATEMENT OF CASH FLOWS
The following table sets forth certain information relating to our Company’s statement of cash flows for the periods
indicated:
(Amount in ₹ Lakhs)
For the Period/ Year Ended
Particulars September March 31, March 31, March 31,
30, 2023 2023 2022 2021
Net cash flows (used in)/generated from operating
(173.30) 310.69 348.98 610.36
activities
Net cash flows (used in)/generated from investing
(8.67) (235.96) (187.36) (186.26)
activities
Net cash flows (used in)/generated from financing
180.15 (76.63) (418.87) (175.33)
activities
Net (decrease)/ increase in cash & cash
(1.83) (1.89) (257.26) 248.76
equivalents
Cash and cash equivalents at the beginning of the
81.49 83.38 340.64 91.88
period/ year
Cash and cash equivalents at the end of the
79.66 81.49 83.38 340.64
period/ year
Operating Activities
Net cash used in operating activities was ₹ 173.30 lakhs for six months period ended September 30, 2023. Our profit before
tax of ₹ 144.99 lakhs, was adjusted primarily for depreciation and amortization expense of ₹ 117.08 lakhs, finance cost of
₹ 79.29 lakhs and Interest income of ₹ (2.92) lakhs. Our changes in working capital for six months ended September 30,
2023 primarily consisted of an increase in inventories of ₹ 143.40 lakhs, trade receivables of ₹ 494.43 lakhs, other current
liabilities of ₹ 161.67 lakhs and short-term provision of ₹ 34.13 lakhs and decrease in other current assets by ₹ 14.38 lakhs
and trade payables by ₹ 43.87 lakhs.
Net cash generated from operating activities was ₹ 310.69 lakhs for FY 2022-23. Our profit before tax of ₹ 412.37 lakhs,
was adjusted primarily for depreciation and amortization expense of ₹ 269.27 lakhs, finance cost of ₹ 199.81 lakhs and
Interest income of ₹ (4.92) lakhs. Our changes in working capital for FY 2022-23 primarily consisted of an increase in
inventories of ₹ 702.74 lakhs, other current liabilities of ₹ 98.54 lakhs, Shot-term provision of ₹ 88.59 lakhs and decrease
in trade receivables of ₹ 208.33 lakhs, trade payables of ₹ 152.08 lakhs and Non-current assets by ₹ 2.01 lakhs.
Net cash generated from operating activities was ₹ 348.98 lakhs for FY 2021-22. Our profit before tax of ₹ 38.31 lakhs,
was adjusted primarily for depreciation and amortization expense of ₹ 280.72 lakhs, finance cost of ₹198.66 lakhs and
Interest income of ₹ (6.31) lakhs. Our changes in working capital for FY 2021-22 primarily consisted of an increase in
inventories of ₹ 103.20 lakhs, trade receivables of ₹ 48.24 lakhs, Other current assets of ₹ 14.66 lakhs, trade payables of ₹
35.27 lakhs and decrease in other current liabilities of ₹ 11.42 lakhs and Non-current assets by ₹ 5.90 lakhs.

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Net cash generated from operating activities was ₹ 610.36 lakhs for FY 2020-21. Our loss before tax of ₹ 30.42 lakhs, was
adjusted primarily for depreciation and amortization expense of ₹ 284.98 lakhs, finance cost of ₹ 167.54 lakhs, Prior period
adjustments of ₹ (54.33) lakhs and Interest income of ₹ (5.20) lakhs. Our changes in working capital for FY 2020-21
primarily consisted of an increase in trade receivables of ₹ 44.44 lakhs, trade payables of ₹ 26.99 lakhs, other current
liabilities of ₹ 201.72 lakhs, and decrease in inventories of ₹ 40.74 lakhs, Short term provisions of ₹ 2.71 lakhs, Other
current assets of ₹ 4.74 lakhs and Non-current assets by ₹ 4.09 lakhs.
Investing Activities
Net cash used in investing activities was ₹ 8.67 lakhs for six months period ended September 30, 2023, primarily due to ₹
11.59 lakhs used for purchase of property, plant and equipment, net of disposal.
Net cash used in investing activities was ₹ 235.96 lakhs for FY 2022-23, primarily due to ₹ 240.88 lakhs used for purchase
of property, plant and equipment, net of disposal.
Net cash used in investing activities was ₹ 187.36 lakhs for FY 2021-22, primarily due to ₹ 193.67 lakhs used for purchase
of property, plant and equipment, net of disposal.
Net cash used in investing activities was ₹ 186.26 lakhs for FY 2021-20, primarily due to ₹ 191.46 lakhs used for purchase
of property, plant and equipment, net of disposal.
Financing Activities
Net cash generated from financing activities was ₹ 180.15 lakhs for six months period ended September 30, 2023, primarily
due to cash inflow from issue of shares of ₹ 432.20 lakhs, finance cost paid of ₹ 79.29 lakhs and cash outflows due to
payment of borrowings of ₹ 216.37 lakhs.
Net cash used in financing activities was ₹ 76.63 lakhs for FY 2022-23, primarily due to decrease in short term loans and
advances of ₹ 148.43 lakhs, finance cost paid of ₹ 199.81 lakhs and proceeds received from borrowings of ₹ 271.61 lakhs.
Net cash used in financing activities was ₹ 418.87 lakhs for FY 2021-22, primarily due to increase in short term loans and
advances of ₹ 18.12 lakhs, finance cost paid of ₹ 198.66 lakhs and cash outflows due to payment of borrowings of ₹ 238.33
lakhs, net of repayment of borrowings during the year.
Net cash used in financing activities was ₹ 175.33 lakhs for FY 2020-21, primarily due to decrease in short term loans and
advances of ₹ 22.08 lakhs, finance cost paid of ₹ 167.54 lakhs and proceeds received from borrowings of ₹ 14.28 lakhs,
net of repayment of borrowings during the year.
CAPITAL EXPENDITURE IN LAST THREE YEARS
Our net capital expenditures include expenditures on Property, Plant and Equipment. The following table sets out our net
capital expenditures for the period ended September 30, 2023 and for the year ended March 31, 2023, 2022 and 2021:
(Amount in ₹ Lakhs)
For the Period/ Year Ended
Particulars September March 31, March 31, March 31,
30, 2023 2023 2022 2021
Tangible Assets
Laptop and Computers 0.14 0.20 2.05 2.95
Plant and Machinery 2.35 145.24 88.60 105.95
Vehicles (12.63) 26.52 11.12 68.27
Office Equipments - 0.10 - -
Electricity Installation 12.13 6.08 13.00 14.29
Sub-Total (A) 1.99 178.14 13 14.29

Intangible Assets (B) - - - -

Total (A+B) 1.99 356.28 26 28.58

INDEBTNESS
As of September 30, 2023, we had total outstanding indebtedness of ₹ 2,414.13 lakhs, which comprises of long-term
borrowings amounting to ₹ 1,387.88 lakhs and short-term borrowings of ₹ 1,026.25 lakhs. The following table sets out our
indebtedness as of period ended on September 30, 2023 and for the year ended as on March 31, 2023, 2022 and 2021.
(Amount in ₹ Lakhs)

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 For the Period/ Year Ended
Particulars September March 31, March 31, March 31,
30, 2023 2023 2022 2021
Long term borrowing (excluding current maturity) 1,387.88 1,613.60 1,470.17 2,082.97
Short term borrowings 667.68 734.83 612.06 331.03
Current maturity of long-term borrowing 358.57 282.07 276.66 183.22
Total 2,414.13 2,630.5 2,358.89 2,597.22
QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
In the course of undertaking our business, we are exposed to the following risks arising from financial instruments, which
include credit risk, liquidity risk and market risk. Our primary focus is to achieve better predictability of financial markets
and seek to minimize potential adverse effects on our financial performance.
Credit Risk
Credit risk is the risk that a customer or counterparty to a financial instrument will fail to perform or fail to pay amounts
due causing financial loss. The potential activities where credit risks may arise include from cash and cash equivalents,
security deposits or other deposits and principally from credit exposures to customers relating to outstanding receivables.
The maximum credit exposure associated with financial assets is equal to the carrying amount.
Our exposure to credit risk is influenced mainly by the individual characteristics of each customer and the geography in
which it operates. Credit risk is managed through credit approvals, establishing credit limits, and continuously monitoring
the creditworthiness of customers to which our Company grants credit terms in the normal course of business.
Liquidity Risk
Liquidity risk is the risk that we will encounter difficulty in meeting the obligations associated with its financial liabilities
that are proposed to be settled by delivering cash or other financial asset. Our financial planning has ensured, as far as
possible, that there is sufficient liquidity to meet the liabilities whenever due, under both normal and stressed conditions,
without incurring unacceptable losses or risking damage to our reputation. We have practiced financial diligence and
syndicated adequate liquidity in all business scenarios.
Market Risk
Market risk is the risk that results in changes in market prices, such as foreign exchange rates, interest rates and equity
prices, which will affect our income or the value of our holdings of financial instruments. Our operations result in us being
exposed to foreign currency risk on account of trade receivables, trade payables and borrowings. The foreign currency risk
may affect our income and expenses, or our financial position and cash flows. The objective of our management of foreign
currency risk is to maintain this risk within acceptable parameters, while optimising returns.
EFFECT OF INFLATION
We are affected by inflation as it has an impact on the operating cost, staff costs etc. In line with changing inflation rates,
we rework our margins so as to absorb the inflationary impact.
INFORMATION REQUIRED AS PER ITEM (11) (II) (C) (iv) OF PART A OF SCHEDULE VI TO THE SEBI
REGULATIONS, 2018:
1. Unusual or infrequent events or transactions
Except as described in this Draft Red Herring Prospectus, to our knowledge, there have been no unusual or infrequent
events or transactions that have in the past or may in the future affect our business operations or future financial
performance.
There have been no other events or transactions that, to our knowledge, that may be described as “unusual” or
“infrequent.
2. Significant economic changes that materially affected or are likely to affect income from continuing operations.
Our business has been subject, and we expect it to continue to be subject to significant economic changes arising from
the trends identified above in ‘Factors Affecting our Results of Operations’ and the uncertainties described in the
section entitled “Risk Factors” beginning on page no. 25 of the Draft Red Herring Prospectus. To our knowledge,
except as we have described in the Draft Red Herring Prospectus, there are no known factors which we expect to bring
about significant economic changes.
3. Known trends or uncertainties that have had or are expected to have a material adverse impact on sales,
revenue or income from continuing operations.

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 Our business has been subject, and we expect it to continue to be subject, to significant economic changes arising from
the trends identified above in “Significant Factors affecting our Results of Operations” and the uncertainties described
in the section titled “Risk Factors” beginning from page no. 25. To our knowledge, except as discussed in this Draft
Red Herring Prospectus, there are no known trends or uncertainties that have or had or are expected to have a material
adverse impact on revenues or income of our Company from continuing operations.
4. Future changes in relationship between costs and revenues, in case of events such as future increase in labour
or material costs or prices that will cause a material change are known.
Other than as described in “Risk Factors”, “Business Overview” and “Management’s Discussion and Analysis of
Financial Condition and Results of Operations” on pages 25, 107 and 165 respectively, to our knowledge there are
no known factors that may adversely affect our business prospects, results of operations and financial condition.
5. Extent to which material increases in net sales or revenue are due to increased sales volume, introduction of
new products or increased sales prices.
Other than as disclosed in this section and in “Business Overview” on page 107, we have not announced and do not
expect to announce in the near future any new business segments.
6. Total turnover of each major industry segment in which the issuer company operated.
Our Company is engaged in the manufacturing of flexible packaging material which is multi-functional and caters to
the packaging requirements of various industries. We provide end-to-end solution for various flexible packaging needs.
Our Product range of flexible packaging material includes Roll form packaging, Pouch form packaging and
Coextruded Films. Relevant Industry data, as available, has been included in the chapter titled “Industry Overview”
and “Business Overview” beginning on page no. 94 and 107 respectively, of this Draft Red Herring Prospectus.
7. Status of any publicly announced new products or business segment.
Other than as disclosed in this section and in “Business Overview” on page 107, we have not announced and do not
expect to announce in the near future any new business segments.
8. The extent to which business is seasonal.
Our Company is engaged in the manufacturing of flexible packaging material which is multi-functional and caters to
the packaging requirements of various industries. We provide end-to-end solution for various flexible packaging needs.
Our Product range of flexible packaging material includes Roll form packaging, Pouch form packaging and
Coextruded Films and Business of our company is not seasonal in nature except as mentioned in Risk Factor No. 12
under chapter titled “Risk Factor” beginning from page no. 25.
9. Any significant dependence on a single or few suppliers or customers.
Our Company is engaged in the manufacturing of flexible packaging material which is multi-functional and caters to
the packaging requirements of various industries. We provide end-to-end solution for various flexible packaging needs.
Our Product range of flexible packaging material includes Roll form packaging, Pouch form packaging and
Coextruded Films.
Top ten customers of our company for the period ending as on September 30, 2023 and for the year ended as on FY
2022-23, FY 2022-21 and FY 2020-21 is provided in below-mentioned table

Top Customers as a percentage (%) of revenue

Particulars As at
September 30, 2023 FY 2022-23 FY 2021-22 FY 2020-21
Top 1 Customers 21.12% 27.96% 22.12% 31.94%
Top 3 Customers 42.24% 56.35% 38.35% 44.86%
Top 5 Customers 52.95% 65.94% 50.87% 55.39%
Top 10 Customers 70.36% 80.05% 71.15% 70.80%
Top ten suppliers of our company for the period ending as on September 30, 2023 and for the year ended as on FY
2022-23, FY 2022-21 and FY 2020-21 is provided in below-mentioned table

Top Suppliers as a percentage (%) of purchase

Particulars As at
September 30, 2023 FY 2022-23 FY 2021-22 FY 2020-21
Top 1 Suppliers 28.47% 36.86% 22.94% 22.10%

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 Top Suppliers as a percentage (%) of purchase
Particulars As at
September 30, 2023 FY 2022-23 FY 2021-22 FY 2020-21
Top 3 Suppliers 52.94% 64.93% 55.62% 57.34%
Top 5 Suppliers 69.11% 74.89% 70.48% 64.98%
Top 10 Suppliers 81.53% 85.36% 81.76% 78.41%
10. Competitive conditions:
We face competition from existing and potential competitors which is common for any business. We have, over a
period, developed certain competitors who have been discussed in section titles “Business Overview” beginning on
page no. 107 of this Draft Red Herring Prospectus.
.

183 | P a g e
 CAPITALIZATION STATEMENT

(₹ in Lakhs)
Particulars Pre-Issue Post Issue*
Borrowings
Short- term 1,026.25 1,026.25
Long- term (including current maturities) (A) 1,387.88 1,387.88
Total Borrowings (B) 2,414.13 2,414.13

Shareholders’ funds
Share capital 319.20 [●]
Reserves and surplus 187.37 [●]
Total Shareholders' funds (C) 506.57 [●]

Long- term borrowings/ equity* {(A)/(C)} 2.74 [●]

[●]
Total borrowings / equity* {(B)/(C)} 4.77 [●]
*Figures will be updated before filing Prospectus with RoC

Notes:
Short-term borrowings implies borrowings repayable within 12 months from the Balance Sheet date. Long-term
1 borrowings are debts other than short-term borrowings and also includes the current maturities of long-term
borrowings (included in Short term borrowing).
The above ratios have been computed on the basis of the Restated Summary Statement of Assets and Liabilities
2 of the Company.

The above statement should be read with the Statement of Notes to the Restated Financial Information of the
3
Company

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 SECTION X – LEGAL AND OTHER INFORMATION
OUTSTANDING LITIGATIONS AND MATERIAL DEVELOPMENTS
Except as stated below there is no (i) pending criminal litigation involving our Company, Directors, Promoters or Group
Companies; (ii) actions taken by statutory or regulatory authorities involving our Company, Directors, Promoter or Group
Companies; (iii) outstanding claims involving our Company, Directors, Promoters or Group Companies for any direct
and indirect tax liabilities; (iv) outstanding proceedings initiated against our Company for economic offences; (v) defaults
or non-payment of statutory dues by our Company; (vi) material fraud against our Company in the last five years
immediately preceding the year of this Red Herring Prospectus; (vii) inquiry, inspection or investigation initiated or
conducted under the Companies Act 2013 or any previous companies law against our Company during the last five years
immediately preceding the year of this Red Herring Prospectus and if there were prosecutions filed (whether pending or
not); (viii) fines imposed or compounding of offences for our Company in the last five years immediately preceding the
year of this Red Herring Prospectus; (ix) litigation or legal action against our Promoters by any ministry or Government
department or statutory authority during the last five years immediately preceding the year of this Red Herring Prospectus;
(x) pending litigations involving our Company, Directors, Promoters, Group Companies or any other person, as
determined to be material by the Company’s Board of Directors in accordance with the SEBI (ICDR) Regulations; or (xi)
outstanding dues to creditors of our Company as determined to be material by our Company’s Board of Directors in
accordance with the SEBI (ICDR) Regulations and dues to small scale undertakings and other creditors.

For the purpose of material litigation in (x) above, our Board has considered and adopted the following policy on
materiality with regard to outstanding litigations to be disclosed by our Company in this Draft Red Herring Prospectus:

a) All criminal proceedings, statutory or regulatory actions and taxation matters, involving our Company, Promoters,
Directors, or Group Companies, as the case may be shall be deemed to be material;
b) All pending litigation involving our Company, Promoters, Directors, or Group Companies as the case may be, other
than criminal proceedings, statutory or regulatory actions and taxation matters, would be considered ‘material’
• The aggregate amount involved in such individual litigation exceeds 1% of profit after tax of the Company, as per
the last audited financial statements; or
• where the decision in one litigation is likely to affect the decision in similar litigations, even though the amount
involved in such single litigation individually may not exceed 1% of the profit after tax – of the Company as per
the last audited financial statements, if similar litigations put together collectively exceed 1% of the profit after
tax of the Company; or
• litigations whose outcome could have a material impact on the business, operations, prospects or reputations of
the Company and the Board or any of its committees shall have the power and authority to determine the suitable
materiality thresholds for the subsequent financial years on the aforesaid basis or any other basis as may be
determined by the Board or any of its committees.
c) Notices received by our Company, Promoters, Directors, or Group Companies, as the case may be, from third parties
(excluding statutory/regulatory authorities or notices threatening criminal action) shall, in any event, not be evaluated
for materiality until such time that the Company / Directors / Promoters / Group Companies, as the case may be, are
impleaded as parties in proceedings before any judicial forum.
Our Company, our Promoters and/or our Directors, have not been declared as wilful defaulters by the RBI or any
governmental authority, have not been debarred from dealing in securities and/or accessing capital markets by the SEBI
and no disciplinary action has been taken by the SEBI or any stock exchanges against our Company, our Promoters or our
Directors, that may have a material adverse effect on our business or financial position, nor, so far as we are aware, are
there any such proceedings pending or threatened.

OUTSTANDING TAXATION MATTERS INVOLVING OUR COMPANY, DIRECTORS, PROMOTERS AND

SUBSIDIARIES

A. LITIGATION INVOLVING THE COMPANY

(a) Criminal proceedings against the Company

As on the date of this Draft Red Herring Prospectus, there are no outstanding criminal proceedings initiated against
the Company.

(b) Criminal proceedings filed by the Company

185 | P a g e
 As on the date of this Draft Red Herring Prospectus, there are no outstanding criminal proceedings initiated by the
Company.

(c) Other pending material litigations against the Company

Our Company has received a loan recall notice dated November 21, 2022 from Reliance Commercial Finance
Limited. The Company had borrowed a sum of Rs. 1,48,00,000.00 for purchase of machinery on March 18, 2017.
Loan was payable in 60 monthly installments at a fixed rate of 12 % interest, per annum. The Company was repaying
the loan on time and also paying the TDS amount, which was not deposited by the Lender. Also, the Lender changed
the terms of loan from Fixed to Flexible rate of interest and started charging a higher rate of interest in the range of
15.2% to 16.7 % from the Company. The Company has disputed this change of interest vide legal notice dated
December 09, 2022 and at the same time continued to repay at the earlier fixed rate of interest. Though the matter
has not reached courts yet, it may in future course of time.

(d) Other pending material litigations filed by the Company

As on the date of this Draft Red Herring Prospectus, there are no outstanding material litigation initiated by the
Company.

(e) Actions by statutory and regulatory authorities against the Company

As on the date of this Draft Red Herring Prospectus, there are no outstanding actions by statutory or regulatory
authorities initiated against the Company.

B. LITIGATIONS INVOLVING THE PROMOTERS & DIRECTORS OF THE COMPANY

(a) Criminal proceedings against the Promoters & Directors of the Company

As on the date of this Draft Red Herring Prospectus, there are no outstanding criminal proceedings initiated against
the Promoters & Directors of the Company.

(b) Criminal proceedings filed by the Promoters & Directors of the Company

As on the date of this Draft Red Herring Prospectus, there are no outstanding criminal proceedings initiated by the
Promoters & Directors of the Company.

(c) Other pending material litigations against the Promoters & Directors of the Company

As on the date of this Draft Red Herring Prospectus, there are no outstanding litigations initiated against the Promoters
& Directors, which have been considered material by the Company in accordance with the Materiality Policy.

(d) Other pending material litigations filed by the Promoters & Directors of the Company

As on the date of this Draft Red Herring Prospectus, there are no outstanding litigations initiated by the Promoters &
Directors, which have been considered material by the Company in accordance with the Materiality Policy.

(e) Actions by statutory and regulatory authorities against the Promoters & Directors of the Company

As on the date of this Draft Red Herring Prospectus, there are no outstanding actions initiated by the statutory and
regulatory authorities against the Promoters & Directors.

(f) Disciplinary actions including penalties imposed by SEBI or stock exchanges against the Promoters in the last
five financial years, including outstanding action

As on the date of this Draft Red Herring Prospectus, there are no outstanding actions by SEBI or stock exchanges
against the Promoters, nor any penalties have been imposed in the last five years.

C. LITIGATIONS INVOLVING THE GROUP COMPANIES OF THE COMPANY

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(a) Criminal proceedings against the group companies of the Company

As on the date of this Draft Red Herring Prospectus, there are no outstanding criminal proceedings initiated against
the group companies of the company.

(b) Criminal proceedings filed by the group companies of the Company

As on the date of this Draft Red Herring Prospectus, there are no outstanding criminal proceedings initiated by the
group companies of the company.

(c) Other pending material litigations against the group companies of the Company

As on the date of this Draft Red Herring Prospectus, there are no outstanding litigations initiated against the group
companies, which have been considered material by the Company in accordance with the Materiality Policy.

(d) Other pending material litigations by the group companies of the Company

As on the date of this Draft Red Herring Prospectus, there are no outstanding litigations initiated by the group
companies, which have been considered material by the Company in accordance with the Materiality Policy.

(e) Actions by statutory and regulatory authorities against the group companies of the Company

As on the date of this Draft Red Herring Prospectus, there are no outstanding actions by statutory or regulatory
authorities initiated against the group companies.

D. TAX PROCEEDINGS

Amount involved*
Nature of Proceedings Number of cases
(₹ in lakhs)
Of the Company
Direct Tax (Income Tax) Nil Nil
Direct Tax (TDS) 1 0.40
Indirect Tax (GST) 2 25.04
Of the Promoters and Directors Nil Nil

E. AMOUNTS OWED TO SMALL SCALE UNDERTAKINGS AND OTHER CREDITORS:

The Board of Directors of our Company considers dues exceeding 5% of our Company’s total Trade payables as per
Restated financial statements as on September 30, 2023, to small scale undertakings and other creditors as material dues
for our Company. Our Board of Directors considers dues owed by our Company to the creditors exceeding 5% of the
Company’s trade payables as per the last restated financial statements as material dues for the Company. The trade payables
for the sub period ended on September 30, 2023 were ₹ 642.30 Lakh. Accordingly, a creditor has been considered ‘material’
if the amount due to such creditor exceeds ₹ 32.12 Lakh. This materiality threshold has been approved by our Board of
Directors pursuant to the resolution passed on January 01, 2024. Based on these criteria, details of outstanding dues owed
as on September 30, 2023 by our Company on are set out below:
(₹ in lakhs)
Types of creditors Number of creditors Amount involved
A. Micro, small and medium enterprises 9 133.85
B. Other Creditors 123 508.45
Total (A+B) 132 642.30
C. Material Creditors 5 270.23

The details pertaining to net outstanding dues towards our material creditors as on September 30, 2023 (along with the
names and amounts involved for each such material creditor) are available on the website of our Company at
www.satipolyplast.in. It is clarified that such details available on our website do not form a part of this Draft Red Herring
Prospectus.

MATERIAL DEVELOPMENTS OCCURRING AFTER LAST BALANCE SHEET DATE:

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Except as disclosed in Chapter titled “Management’s Discussion & Analysis of Financial Conditions & Results of
Operations” beginning on page 165 of this Draft Red Herring Prospectus, there have been no material developments that
have occurred after the Last Balance Sheet date.

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 GOVERNMENT APPROVALS
Our Company has received the necessary licenses, permissions and approvals from the Central and State Governments and
other government agencies/regulatory authorities/certification bodies required to undertake the Issue or continue our business
activities. Our Company undertakes to obtain all material approvals and licenses and permissions required to operate our
present business activities. It must, however, be distinctly understood that in granting the approvals, the Government of India
and other authorities do not take any responsibility for the financial soundness of our Company or for the correctness of any
of the statements or any commitments made or opinions expressed in this behalf.
Following statements set out the details of licenses, permissions and approvals obtained by the Company under various central
and state legislations for carrying out its business activities.
The Main Objects clause of the Memorandum of Association enables our Company to undertake its present business activities.
The Company has obtained following Approvals/Licences/consents and permissions from the Government and various
Government Agencies required for its present business:
I. APPROVALS FOR THE ISSUE

1. Corporate Approvals
a. Our Board of Directors pursuant to a Board Resolution passed in its meeting held on January 01, 2024 authorised
the issue subject to the approval of the shareholders of our Company under Section 62(1) (c) of the Companies Act,
2013 and such other authorities as may be necessary.
b. The Issue of Equity Shares has been authorized by a special resolution adopted pursuant to Section 62(1) (c) of the
Companies Act, 2013 in an Annual General Meeting (AGM)/Extra Ordinary General Meeting (EGM) held on
January 03, 2024.
2. Lender’s Consent
Our Company has received the consent letters from the following Lenders:
1) Letter dated December 22, 2023 has been received from Karur Vysya Bank Limited, Chandni Chowk, Delhi.
3. Approvals from Stock Exchange
In-Principle approval letter dated [●] from NSE Emerge for the listing of equity shares issued by our Company pursuant
to the Issue.
4. Agreement with NSDL and CDSL
a. The company has entered into an agreement dated October 27, 2023 with the Central Depository Services (India)
Limited (“CDSL”) and the Registrar and Transfer Agent, who in this case is Link Intime India Private Limited for the
dematerialization of its shares.
b. The Company has entered into an agreement dated October 26, 2023 with the National Securities Depository Limited
(“NSDL”) and the Registrar and Transfer Agent, who in this case is Link Intime India Private Limited for the
dematerialization of its shares.
c. The Company’s International Securities Identification Number (“ISIN”) is INE0RPM01017
II. INCORPORATION RELATED APPROVALS
Nature of
Sr. License / Applicable Issuing Date of Date of
CIN
No. Registration/App Laws Authority Issue Expiry
roval
Assistant
1. Certificate of Companies Registrar of July 14, Valid until
U00301BR1999PTC008904
Incorporation Act, 1956 Companies, 1999 cancelled
Patna, Bihar
Fresh Certificate
Assistant
of Incorporation
2. Companies Registrar of December Valid until
on conversion U00301BR1999PLC008904
Act, 2013 Companies, 26, 2023 cancelled
from Private
Patna, Bihar
Limited Company

189 | P a g e
 Nature of
Sr. License / Applicable Issuing Date of Date of
CIN
No. Registration/App Laws Authority Issue Expiry
roval
to Public Limited
Company
III. TAX RELATED APPROVALS

Sr. Applicable Issuing Date of Date of

Description Registration Number
No. Laws Authority Issue Expiry
Permanent
1. Income Tax Income Tax July 14, Valid until
Account Number AAMCS9287L
Act, 1961 Department 1999 cancelled
(“PAN”)
Tax Deduction
2. Companies Income Tax July 14, Valid until
Account Number PTNS04562F
Act, 1956 Department 1999 cancelled
(“TAN”)
Uttar
Assistant January 11,
Certificate of Pradesh
Commissioner 2018
3. Registration for Goods and Valid until
09AAMCS9287L1Z8 of Taxes
Goods and Services cancelled
Government of Valid from
Services Tax Tax Act,
Uttar Pradesh September
2017
21, 2017
IV.BUSINESS RELATED APPROVALS

Sr. Applicable Issuing Date of Date of

Description Registration Number
No. Laws Authority Issue Expiry
MSME
Udyam MSME (Ministry of
1. UDYAM-UP-28- December Valid until
Registration Development Micro, Small &
0009224 15, 2020 cancelled
Certificate Act, 2006 Medium
Enterprises)
Ministry of
Commerce and
The Foreign Industry,
Import Export trade Government of
2. January 24, Valid until
Code (IEC) 2116903980 (Development India,
2017 cancelled
and Regulation) Additional
Act, 1992 Director
General of
Foreign Trade

V. FACTORY RELATED APPROVALS AND LICENCES

Sr. Registration Applicable Issuing Date of Date of
Description
No. Number Laws Authority Issue Expiry

Factory License
Factories Act, Labour
1. for Unit at C-44, January 1, December
UPFA10002830 1948 and Rules Department,
Phase-2, NOIDA, 2022 31, 2023
thereunder Uttar Pradesh
Uttar Pradesh

190 | P a g e
 Sr. Registration Applicable Issuing Date of Date of
Description
No. Number Laws Authority Issue Expiry

Factory License
for Unit at Plot
No. 85, Udyog
Kendra Extn.1, Factories Act, Labour
2. October 25, December
ECHOTECH-III, UPFA10003599 1948 and Rules Department,
2021 31, 2023
Greater Noida, thereunder Uttar Pradesh
Gautam Budh
Nagar, Uttar
Pradesh - 201306

Electricity Load
Sanction (400
Noida Power
3. KVA) for Unit at Consumer No. January 5, Valid until
Electricity Act Company
Plot No.85, Udyog 2000121004 2018 cancelled
Limited
Kendra, Greater
Noida
Electricity Load
Sanctioned (950 Paschimanch
4. Account Valid until
KVA) for unit at Electricity Act al Vidyut -----
No.3998886000 cancelled
C-44, Noida Phase Nigam Ltd.
– 2, UP
Section 25/26 of
Water
(prevention and
Control of
Consolidated Pollution) Act,
Consent to 1974 and under
Operate and Section 21(4) of
Uttar Pradesh
Authorization 183323/UPPCB/ Air (Prevention
State
5. (CCA) of the Noida and Control of May 12, July 31,
Pollution
Factory at C-44, (UPPCBRO)/CTO/b Pollution) Act, 2023 2024
Control
Phase-2, NOIDA, oth/NOIDA/2023 1981 and Rule
Board
Uttar Pradesh- 6(2) of the
201305 Hazardous and
Other Waste
(Management &
Transboundary
Movement)
Rules 2016
NOC from Fire
Department for
UPFS/2022/43027/G
Unit at Plot No.85, Factories Act, Fire
6. BN/GAUTAM April 09, April 08,
Udyog Kendra, 1948 and Rules Department,
BUDDH 2022 2025
ECOTECH-III, thereunder Uttar Pradesh
NAGAR/12904/DD
Greater Noida,
Uttar Pradesh
NOC from Fire
Department for UPFS/2021/35874/G
Factories Act, Fire
7. Unit at Plot No. C- BN/GAUTAM August 21, August 20,
1948 and Rules Department,
44, Phase -2, BUDDH 2021 2024
thereunder Uttar Pradesh
NOIDA, Uttar NAGAR/10480/DD
Pradesh-201305
VI. LABOUR RELATED APPROVALS

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 Sr. Applicable Issuing Date of Date of
Description Registration Number
No. Laws Authority Issue Expiry
Employees Employee
1. Registration under State State April 25, Valid Until
67000627490000699
ESI Insurance Act, Insurance 2017 Cancelled
1948 Corporation
Employees
Registration under (Provident Employees
2. Employees’ MRN011589919 Fund and Provident August Valid Until
Provident Funds Miscellaneous Fund 31, 2017 Cancelled
Provisions) Organization.
Act, 1952

VII. APPROVALS OBTAINED/APPLIED IN RELATION TO INTELLECTUAL PROPERTY RIGHT (IPR)

Company does not have any IPR registered in its name as it is only doing job work for other Companies.
VIII. DOMAIN NAME REGISTERED IN THE NAME OF THE COMPANY

Sr.No. Domain Name Registrar/ IANA ID Creation Date Expiry Date

1. satipolyplast.in 146 June 7, 2016 June 7, 2024

IX. MATERIAL LICENCES / APPROVALS OUR COMPANY HAS APPLIED FOR

NIL

192 | P a g e
 SECTION XI – INFORMATION WITH RESPECT TO GROUP COMPANIES / ENTITIES
The definition of “Group Companies” pursuant to the SEBI (Issue of Capital and Disclosure Requirements) Regulations,
2018, to include companies (other than promoter(s) and subsidiary/subsidiaries) with which there were related party
transactions, during the period for which financial information is disclosed, as covered under the applicable accounting
standards and also other companies as are considered material by the Board.

Pursuant to a Board resolution dated January 01, 2024 our Board has identified companies with which there were related
party transactions, during the period for which financial information is disclosed and formulated a policy to identify other
companies which are considered material to be identified as group companies, pursuant to which the following entities are
identified as Group Companies of our Company:

1. ABRJ Foods Private Limited

2. Pashupatinath Manufacturing Private Limited
Except as stated above, there are no companies falling under definition of SEBI (Issue of Capital and Disclosure
Requirements) Regulations, 2018 which are to be identified as group companies.
DETAILS OF OUR GROUP COMPANIES

In terms of the SEBI ICDR Regulations, the following information based on the audited financial statements, in respect of
Group Companies, for the last three years shall be hosted on the website of our Company:

• Reserves (excluding revaluation reserve)

• Sales
• Profit after tax
• Basic earnings per share
• Diluted earnings per share and
• et asset value per share

1. ABRJ Foods Private Limited (“ABRJ”)

Brief Corporate Information

ABRJ is a private limited company incorporated under the Companies Act, 2013 on October 28, 2020, having its registered
office at C-44 Phase-II, Gautam Buddha Nagar, Noida, Uttar Pradesh, India, 201305. The Company Identification Number
(CIN) of the company is U51909UP2020PTC137097.
Financial Information
The financial information derived from the audited financial statements of ABRJ for the last three financial years, as
required by the SEBI ICDR Regulations, are available on www.satipolyplast.in

2. Pashupatinath Manufacturing Private Limited (“PMPL”)

Brief Corporate Information

ABRJ is a private limited company incorporated under the Companies Act, 2013 on February 05, 2021, having its registered
office at Plot No. 85, Udyog Kendra Extn-1 Ecotech-III, Greater Noida, Gautam Buddha Nagar, Noida, Uttar Pradesh,
India, 201306. The Company Identification Number (CIN) of the company is U25209UP2021PTC141352.
Financial Information

The financial information derived from the audited financial statements of PMPL for the last three financial years, as
required by the SEBI ICDR Regulations, are available on www.satipolyplast.in.
PENDING LITIGATIONS
The details of Outstanding Litigation against our Company and Group Companies, please refer to Chapter titled
“Outstanding Litigations and Material Developments” on the Page no. 185 of this Draft Red Herring Prospectus.
GENERAL DISCLOSURE
➢ None of our Group Companies of which Securities are listed on any stock exchange has made any public and/or rights
issue of securities to the public in the preceding three years.

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➢ None of the above-mentioned Group Companies is in defaults in meeting any Statutory/bank/institutional dues and no
proceedings have been initiated for economic offences against any of the Group Companies/Entities.
➢ Our Group Company has not been debarred from accessing the capital market for any reasons by the SEBI or any
other authorities.
➢ Our Group Company has not been identified as a Willful Defaulter or Fraudulent Borrower.
COMMON PURSUITS
None of Group Companies/Entities are similar line of business as on date of filing Draft Red Herring Prospectus.
BUSINESS INTERESTS AMONGST OUR COMPANY AND GROUP COMPANIES/ENTITIES /ASSOCIATE
COMPANIES
Existing
Except as mentioned under “Annexure 28 – Related Party Transactions” under Chapter titled “Restated Financial
Information” beginning on page 162 of the Draft Red Herring Prospectus, there is no business interest among Group
Companies.
Our company has not Proposed any Related Party Transactions with Group/Entities/Promoters for FY 2023-24
except for remunerations payable to Directors and KMPs of the company.

DISSOCIATION OF PROMOTERS IN THE LAST THREE YEAR

None of our Promoters have disassociated himself from any Company or Firm during the preceding three years.
RELATED BUSINESS TRANSACTIONS WITHIN THE GROUP COMPANY/ENTITY AND ITS
SIGNIFICANCE ON THE FINANCIAL PERFORMANCE OF OUR COMPANY
For details, please refer Chapter titled “Restated Financial Information” beginning on page 162 of the Draft Red Herring
Prospectus, there is no business interest among Group Companies.
CHANGES IN ACCOUNTING POLICIES IN THE LAST THREE YEARS
Except as mentioned under the paragraph Changes in Significant Accounting Policies in the chapter titled “Restated
Financial Statement” on page no. 162 of this Draft Red Herring Prospectus, there have been no changes in the accounting
policies in the last three years

194 | P a g e
 SECTION XII – OTHER REGULATORY AND STATUTORY DISCLOSURES
AUTHORITY FOR THE ISSUE
The Board of Directors has, pursuant to a resolution passed at its meeting held on January 01, 2024 authorized the Issue,
subject to the approval of the shareholders of the Company under Section 62(1)(c) and all other applicable provisions of
the Companies Act, 2013.
The shareholders of the Company have, pursuant to a special resolution passed in Annual General Meeting held on January
03, 2024 authorized the Issue under Section 62(1)(c) and all other applicable provisions of the Companies Act, 2013.
Our Company has received an In-Principle Approval letter dated [●] from NSE for using its name in this Draft Red Herring
Prospectus for listing our shares on the Emerge Platform of NSE. NSE is the Designated Stock Exchange for the purpose
of this Issue.
PROHIBITION BY SECURITIES MARKET REGULATORS
Our Company, our Promoter, our Directors and our Promoters’ Group have not been prohibited from accessing or debarred
from buying, selling, or dealing in securities under any order or direction passed by the Board or any securities market
regulators in any other jurisdiction or any other authority/court.
CONFIRMATIONS
1. Our Company, our Promoters, Promoters’ Group are in compliance with the Companies (Significant Beneficial
Ownership) Rules, 2018.
2. None of the Directors in any manner associated with any entities which are engaged in securities market related
business and are registered with the SEBI.
3. There has been no action taken by SEBI against any of our Directors or any entity with which our Directors are
associated as Promoters or directors.
PROHIBITION BY RBI OR GOVERNMENTAL AUTHORITY
Neither our Company, nor our Promoters have been identified as willful defaulters or Fraudulent Borrowers by the RBI or
any other governmental authority.
ELIGIBILITY FOR THE ISSUE
We are an issuer whose post offer paid-up capital is not more than ₹ 25 Crore and therefore, our company is eligible for
the Offer in accordance with Regulation 229(1) of Chapter IX of the SEBI (ICDR) Regulations, 2018.
Our Company also complies with the eligibility conditions laid by the Emerge Platform of National Stock Exchange of
India Limited for listing of our Equity Shares. The point wise Criteria for Emerge Platform of National Stock Exchange of
India Limited and compliance thereof are given hereunder;
1. The Issuer should be a company incorporated under the Companies Act 1956 / 2013 in India.
Our Company is incorporated under the Companies Act, 1956.
2. The post issue paid up capital of the company (face value) shall not be more than ₹ 10.00 Crore.
The present paid-up capital of our Company is ₹ 361.20 Lakh and we are proposing issue of upto 1335600 Equity Shares
of ₹ 10/- each at Issue price of ₹ [●] per Equity Share including share premium of ₹ [●] per Equity Share, aggregating to
₹ [●] Lakh. Hence, our Post Issue Paid up Capital will be ₹ [●] Lakhs which is not more than ₹ 1000.00 Lakhs.
3. Track Record
A. The company should have a track record of at least 3 years.
Our Company was originally incorporated as ‘Sati Poly Plast Private Limited’ as a Private Limited Company, under the
provisions of the Companies Act, 1956 vide Certificate of Incorporation dated July 14, 1999, issued by the Registrar of
Companies, Bihar. Therefore, we are in compliance with criteria of having track record of 3 years.
B. The company/entity should have operating profit (earnings before interest, depreciation and tax) from
operations for at least any 2 out of 3 financial years preceding the application and its net-worth should be
positive.
Our Company satisfies the criteria of track record which given hereunder based on Restated Financial Statement.
(₹ In lakh)

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 For the period / year ended
Particulars
June 30, 2023 March 31, 2023 March 31, 2022 March 31, 2021
Operating profit (earnings before
interest, depreciation and tax and other 338.44 876.53 511.38 406.80
income) from operations
Net Worth as per Restated Financial
506.57 397.64 88.75 60.52
Statement
4. Other Requirements
We confirm that;
i. The Company has not been referred to the Board for Industrial and Financial Reconstruction (BIFR).
ii. There is no winding up petition against the company, which has been admitted by the court or a liquidator has not been
appointed.
iii. No material regulatory or disciplinary action by a stock exchange or regulatory authority in the past three years against
our company.
5. The Company has a website: www.satipolyplast.in

6. Disclosures
We confirm that:
v. There is no material regulatory or disciplinary action taken by a stock exchange or regulatory authority in the past one
year in respect of Promoters/promoting Company(ies), group companies, companies promoted by the
Promoters/promoting companies of the Company.
vi. There is no default in payment of interest and/or principal to the debenture/bond/fixed deposit holders, banks, FIs by
the Company, Promoters/promoting Company(ies), group companies, companies promoted by the
Promoters/promoting Company(ies) during the past three years.
In terms of Chapter IX of the SEBI (ICDR) Regulations, 2018, we confirm that:
1. In accordance with regulation 260 of the SEBI ICDR Regulations, this Issue is 100% underwritten by the BRLM in
compliance of Regulations 260(1) and 260(2) of the SEBI (ICDR) Regulations, 2018. For details pertaining to
underwriting by BRLM, please refer to Section titled “General Information” beginning on page no. 47 of this Draft
Red Herring Prospectus.
2. In accordance with Regulation 261 of the SEBI (ICDR) Regulations, 2018, the BRLM will ensure compulsory market
making for a minimum period of three years from the date of listing of Equity Shares Issue in the Initial Public Issue.
For details of the market making arrangement, see Section titled “General Information” beginning on page no. 47 of
this Draft Red herring Prospectus.
3. In accordance with Regulation 268(1) of the SEBI (ICDR) Regulations, 2018, we shall ensure that the total number of
proposed allotees in the Issue is greater than or equal to fifty, otherwise, the entire application money will be refunded
forthwith. If such money is not repaid within eight days from the date our company becomes liable to repay it, then
our company and every officer in default shall, on and from expiry of eight days, be liable to repay such application
money, with interest at rate of fifteen per cent per annum and within such time as disclosed in the Issue document and
BRLM shall ensure the same.
4. In accordance with Regulation 246 the SEBI (ICDR) Regulations, 2018, we shall also ensure that we submit the soft
copy of Issue Document through BRLM immediately up on registration of the Issue Document with the Registrar of
Companies along with a Due Diligence Certificate including additional confirmations. However, SEBI shall not issue
any observation on our Prospectus.
5. We further confirm that we shall be complying with all the other requirements as laid down for such an Offer under
Chapter IX of SEBI (ICDR) Regulations, 2018 and subsequent circulars and guidelines issued by SEBI and the Stock
Exchange.
We further confirm that we shall be complying with all the other requirements as laid down for such an Issue under Chapter
IX of SEBI (ICDR) Regulations, 2018 as amended from time to time and Subsequent circulars and guidelines issued by
SEBI and the Stock Exchange.
SEBI DISCLAIMER CLAUSE

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“IT IS TO BE DISTINCTLY UNDERSTOOD THAT SUBMISSION OF THE DRAFT OFFER
DOCUMENT/DRAFT LETTER OF OFFER/OFFER DOCUMENT TO THE SECURITIES AND EXCHANGE
BOARD OF INDIA (SEBI) SHOULD NOT IN ANY WAY BE DEEMED OR CONSTRUED THAT THE SAME
HAS BEEN CLEARED OR APPROVED BY SEBI. SEBI DOES NOT TAKE ANY RESPONSIBILITY EITHER
FOR THE FINANCIAL SOUNDNESS OF ANY SCHEME OR THE PROJECT FOR WHICH THE OFFER IS
PROPOSED TO BE MADE OR FOR THE CORRECTNESS OF THE STATEMENTS MADE OR OPINIONS
EXPRESSED IN THE DRAFT OFFER DOCUMENT/DRAFT LETTER OF OFFER/OFFER DOCUMENT. THE
BOOK RUNNING LEAD MANAGER HAS CERTIFIED THAT THE DISCLOSURES MADE IN THE DRAFT
OFFER DOCUMENT/DRAFT LETTER OF OFFER/OFFER DOCUMENTARE GENERALLY ADEQUATE
AND ARE IN CONFORMITY WITH THE REGULATIONS. THIS REQUIREMENT IS TO FACILITATE
INVESTORS TO TAKE AN INFORMED DECISION FOR MAKING INVESTMENT IN THE PROPOSED
ISSUE.
IT SHOULD ALSO BE CLEARLY UNDERSTOOD THAT WHILE THE COMPANY IS PRIMARILY
RESPONSIBLE FOR THE CORRECTNESS, ADEQUACY AND DISCLOSURE OF ALL RELEVANT
INFORMATION IN THE DRAFT OFFER DOCUMENT / OFFER DOCUMENT, THE BOOK RUNNING LEAD
MANAGER(S) IS EXPECTED TO EXERCISE DUE DILIGENCE TO ENSURE THAT THE COMPANY
DISCHARGES ITS RESPONSIBILITY ADEQUATELY IN THIS BEHALF AND TOWARDS THIS PURPOSE,
THE BOOK RUNNING LEAD MANAGER BEELINE CAPITAL ADVISORS PRIVATE LIMITED HAS
FURNISHED TO STOCK EXCHANGE/SEBI, A DUE DILIGENCE CERTIFICATE DATED FEBRUARY 01,
2024 IN THE FORMAT PRESCRIBED UNDER SCHEDULE V(A) OF THE SEBI (ISSUE OF CAPITAL AND
DISCLOSURE REQUIREMENTS) REGULATIONS, 2018.
THE FILING OF THE DRAFT OFFER DOCUMENT/DRAFT LETTER OF OFFER/OFFER DOCUMENT
DOES NOT, HOWEVER, ABSOLVE THE ISSUER FROM ANY LIABILITIES UNDER THE COMPANIES
ACT, 2013 OR FROM THE REQUIREMENT OF OBTAINING SUCH STATUTORY OR OTHER
CLEARANCES AS MAY BE REQUIRED FOR THE PURPOSE OF THE PROPOSED ISSUE. SEBI FURTHER
RESERVES THE RIGHT TO TAKE UP, AT ANY POINT OF TIME, WITH THE BOOK RUNNING LEAD
MANAGER(S) ANY IRREGULARITIES OR LAPSES IN THE DRAFT OFFER DOCUMENT/DRAFT LETTER
OF OFFER/OFFER DOCUMENT.”
ALL LEGAL REQUIREMENTS PERTAINING TO THIS ISSUE WILL BE COMPLIED WITH AT THE TIME
OF FILING OF THE PROSPECTUS WITH THE REGISTRAR OF COMPANIES, PATNA, IN TERMS OF
SECTION 26, 30 AND SECTION 32 OF THE COMPANIES ACT, 2013.
DISCLAIMER CLAUSE OF THE NSE
The copy of the Draft Red Herring Prospectus is submitted to NSE. Post scrutiny of the Draft Red Herring Prospectus, the
Disclaimer Clause as intimated by NSE to us is read as under:
“As required, a copy of this Offer Document has been submitted to National Stock Exchange of India Limited
(hereinafter referred to as NSE). NSE has given vide its letter Ref.: [●] dated [●] permission to the Issuer to use the
Exchange’s name in this Offer Document as one of the stock exchanges on which this Issuer’s securities are proposed
to be listed. The Exchange has scrutinized this draft red herring prospectus for its limited internal purpose of
deciding on the matter of granting the aforesaid permission to this Issuer. It is to be distinctly understood that the
aforesaid permission given by NSE should not in any way be deemed or construed that the offer document has been
cleared or approved by NSE; nor does it in any manner warrant, certify or endorse the correctness or completeness
of any of the contents of this offer document; nor does it warrant that this Issuer’s securities will be listed or will
continue to be listed on the Exchange; nor does it take any responsibility for the financial or other soundness of this
Issuer, its Promoters, its management or any scheme or project of this Issuer.
Every person who desires to apply for or otherwise acquire any securities of this Issuer may do so pursuant to independent
inquiry, investigation and analysis and shall not have any claim against the Exchange whatsoever by reason of any loss
which may be suffered by such person consequent to or in connection with such subscription /acquisition whether by reason
of anything stated or omitted to be stated herein or any other reason whatsoever.”
CAUTION- DISCLAIMER FROM OUR COMPANY AND THE BOOK RUNNING LEAD MANAGER
The Company, the Directors, accept no responsibility for statements made otherwise than in this Draft Red Herring
Prospectus or in the advertisement or any other material issued by or at the instance of the issuer and that anyone placing
reliance on any other source of information would be doing so at their own risk.
The BRLM accepts no responsibility for statements made otherwise than in this Draft Red Herring Prospectus or in the
advertisements or any other material issued by or at instance of the issuer and that anyone placing reliance on any other
source of information, including Company’s website: www.satipolyplast.in in would be doing so at their own risk.

197 | P a g e
The Company, the Directors and the BRLM accept no responsibility for statements made otherwise than in this Draft Red
Herring Prospectus or in the advertisements or any other material issued by or at instance of the issuer and that anyone
placing reliance on any other source of information, including Company’s website: www.satipolyplast.in would be doing
so at their own risk.
CAUTION
The BRLM accepts no responsibility, save to the limited extent as provided in the Issue Agreement entered into between
the BRLM, and our Company dated October 18, 2023 and the Underwriting Agreement dated [●] between [●] and our
Company and the Market Making Agreement dated [●] entered into among the Market Maker, Book Running Lead
Manager and our Company.
All information shall be made available by us and BRLM to the public and investors at large and no selective or additional
information would be available for a section of the investors in any manner whatsoever including at road show
presentations, in research or sales reports or at collection centres etc.
The BRLM and their respective associates and affiliates may engage in transactions with, and perform services for, our
Company and our Promoters Group, affiliates or associates in the ordinary course of business and have engaged, or may
in future engage, in commercial banking and investment banking transactions with our Company and our Promoters Group,
affiliates or associates for which they have received, and may in future receive, compensation.
Note:
Investors that apply in this Issue will be required to confirm and will be deemed to have represented to our Company, the
Underwriters and BRLM and their respective directors, officers, agents, affiliates and representatives that they are eligible
under all applicable laws, rules, regulations, guidelines and approvals to acquire Equity Shares of our company and will
not Issue, sell, pledge or transfer the Equity Shares of our company to any person who is not eligible under applicable laws,
rules, regulations, guidelines and approvals to acquire Equity Shares of our company. Our Company, the Underwriters and
BRLM and their respective directors, officers, agents, affiliates and representatives accept no responsibility or liability for
advising any investor on whether such investor is eligible to acquire Equity Shares of our company.
DISCLAIMER IN RESPECT OF JURISDICTION
This Issue is being made in India to persons resident in India including Indian nationals resident in India who are not
minors, HUFs, companies, corporate bodies and societies registered under the applicable laws in India and authorised to
invest in shares, Indian mutual funds registered with SEBI, Indian financial institutions, commercial banks, regional rural
banks, co-operative banks (subject to RBI permission), or trusts under the applicable trust law and who are authorized
under their constitution to hold and invest in shares, and any FII sub –account registered with SEBI which is a foreign
corporate or Foreign individual, permitted insurance companies and pension funds and to FIIs and Eligible NRIs. This
Draft Red Herring Prospectus does not, however, constitute an invitation to subscribe to Equity Shares Issue hereby in any
other jurisdiction to any person to whom it is unlawful to make an Issue or invitation in such jurisdiction. Any person into
whose possession the Draft Red Herring Prospectus comes is required to inform him or herself about and to observe, any
such restrictions. Any dispute arising out of this Issue will be subject to the jurisdiction of appropriate court(s) in
Ahmedabad only.
No action has been or will be taken to permit a public offering in any jurisdiction where action would be required for that
purpose.
Accordingly, our Company’s Equity Shares, represented thereby may not be offered or sold, directly or indirectly, and
Draft Red Herring Prospectus may not be distributed, in any jurisdiction, except in accordance with the legal requirements
applicable in such jurisdiction. Neither the delivery of Draft Red Herring Prospectus nor any sale here under shall, under
any circumstances, create any implication that there has been any change in our Company’s affairs from the date hereof or
that the information contained herein is correct as of any time subsequent to this date.
DISCLAIMER CLAUSE UNDER RULE 144A OF THE U.S. SECURITIES ACT, 1993
The Equity Shares have not been and will not be registered under the U.S. Securities Act 1933, as amended (the “Securities
Act”) or any state securities laws in the United States and may not be offered or sold within the United States or to, or for
the account or benefit of, “U.S. persons” (as defined in Regulation S of the Securities Act), except pursuant to an exemption
from, or in a transaction not subject to, the registration requirements of the Securities Act. Accordingly, the Equity Shares
will be offered and sold (i) in the United States only to “qualified institutional buyers”, as defined in Rule 144A of the
Securities Act, and (ii) outside the United States in offshore transactions in reliance on Regulation S under the Securities
Act and in compliance with the applicable laws of the jurisdiction where those offers and sales occur.

198 | P a g e
Accordingly, the Equity Shares are being offered and sold only outside the United States in offshore transactions in
compliance with Regulation S under the Securities Act and the applicable laws of the jurisdictions where those
offers and sales occur.
The Equity Shares have not been, and will not be, registered, listed or otherwise qualified in any other jurisdiction outside
India and may not be offered or sold, and applications may not be made by persons in any such jurisdiction, except in
compliance with the applicable laws of such jurisdiction. Further, each applicant, wherever requires, agrees that such
applicant will not sell or transfer any Equity Share or create any economic interest therein, including any off-shore
derivative instruments, such as participatory notes, issued against the Equity Shares or any similar security, other than
pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and in
compliance with applicable laws and legislations in each jurisdiction, including India.
FILING OF DRAFT RED HERRING PROSPECTUS/ RED HERRING PROSPECTUS/PROSPECTUS WITH
THE BOARD AND THE REGISTRAR OF COMPANIES
The Draft Red Herring Prospectus is being filed with National Stock Exchange of India Limited, Exchange Plaza, C-1,
Block-G, Bandra Kurla Complex, Bandra (East), Mumbai 400051, Maharashtra, India. The Draft Red Herring Prospectus
will not be filed with SEBI, nor will SEBI issue any observation on the Draft Red Herring Prospectus/Red Herring
Prospectus/Prospectus in terms of Regulation 246(2) of SEBI (ICDR) Regulations, 2018. Pursuant to Regulation 246(5) of
SEBI (ICDR) Regulations, 2018 and SEBI Circular Number SEBI/HO/CFD/DIL1/CIR/P/2018/011 dated January 19,
2018, a copy of Red Herring Prospectus/Prospectus will be filed online through SEBI Intermediary Portal at
https://siportal.sebi.gov.in.
A copy of the Red Herring Prospectus/Prospectus along with the material contracts and documents referred elsewhere in
the Red Herring Prospectus/Prospectus, will be delivered to the Ministry of Corporate Affairs, High Court of Patna, Maurya
Lok Complex, Block “A” 4th Floor, Dak Bungalow Road, Patna-800001, Bihar.
LISTING
Application is to be made to the Emerge Platform of NSE for obtaining permission to deal in and for an official quotation
of our Equity Shares. NSE is the Designated Stock Exchange, with which the Basis of Allotment will be finalized for the
Issue.
Our Company has received an In-Principle Approval letter dated [●] from NSE for using its name in this offer document
for listing our shares on the Emerge Platform of NSE.
If the permissions to deal in and for an official quotation of our Equity Shares are not granted by the NSE, the Company
shall refund through verifiable means the entire monies received within Four days of receipt of intimation from stock
exchanges rejecting the application for listing of specified securities, and if any such money is not repaid within four day
after the company becomes liable to repay it the company and every director of the company who is an officer in default
shall, on and from the expiry of the fourth day, be jointly and severally liable to repay that money with interest at the rate
of fifteen per cent per annum.
Our Company shall ensure that all steps for the completion of the necessary formalities for listing and commencement of
trading at the Emerge Platform of NSE mentioned above are taken within Six Working Days from the Issue Closing Date.
IMPERSONATION
Attention of the Applicants is specifically drawn to the provisions of sub-section (1) of Section 38 of the Companies Act,
2013 which is reproduced below:
“Any person who –
(a). makes or abets making of an application in a fictitious name to a company for acquiring, or subscribing for, its
securities, or
(b). makes or abets making of multiple applications to a company in different names or in different combinations
of his name or surname for acquiring or subscribing for its securities; or
(c). Otherwise induces directly or indirectly a company to allot, or register any transfer of, securities to him, or to
any other person in a fictitious name, shall be liable for action under section 447.”
The liability prescribed under Section 447 of the Companies Act, 2013 - any person who is found to be guilty of fraud
involving an amount of at least ten lakh rupees or one per cent. of the turnover of the company, whichever is lower shall
be punishable with imprisonment for a term which shall not be less than six months but which may extend to ten years
(provided that where the fraud involves public interest, such term shall not be less than three years) and shall also be liable
to fine which shall not be less than the amount involved in the fraud, but which may extend to three times the amount
involved in the fraud.

199 | P a g e
Provided further that where the fraud involves an amount less than ten lakh rupees or one per cent. of the turnover of the
company, whichever is lower, and does not involve public interest, any person guilty of such fraud shall be punishable with
imprisonment for a term which may extend to five years or with fine which may extend to fifty lakh rupees or with both.
CONSENTS
The written consents of Promoters, Directors, Company Secretary and Compliance Officer, Chief Financial Officer,
Statutory Auditor and Peer Review Auditor, Bankers to the Company, Legal Advisor to the Issue, BRLM to the Issue,
Registrar to the Issue, [●], [●], [●] and [●] to act in their respective capacities have been obtained.
Above consents will be filed along with a copy of the Red Herring Prospectus/Prospectus with the ROC, as required under
Sections 26 and 32 of the Companies Act, 2013 and such consents have not been withdrawn up to the time of delivery of
the Red Herring Prospectus/Prospectus for registration with the ROC.
In accordance with the Companies Act, 2013 and the SEBI (ICDR) Regulations, 2018, 1) M/s. Keyur Shah & Co.,
Chartered Accountants have provided their written consent to act as Peer review Auditor and expert to the company dated
January 30, 2024 for Audit Report to the Restated Financial Information as well as inclusion of Statement of Tax Benefits
dated January 30, 2024 and disclosure made in chapter titled “Objects of the Issue” for fund deployment certificate dated
January 30, 2024 in this Draft Red Herring Prospectus; 2) M/s. Zenith India Lawyers has provided their written consent to
act as Legal Advisor to the issue dated January 30, 2024 and to inclusion of name as Expert dated January 30, 2024 3)
M/s. Keyur Shah & Co., Chartered Accountants have provided their written consent to act as expert to the company dated
January 30, 2024 . Further, such consents and reports have not been withdrawn up to the time of delivery of this Draft Red
Herring Prospectus.
EXPERT OPINION
Except for report and certificates from Peer Review Auditors on financial matter and Legal advisor to the company on
Legal matters, we have not obtained any other expert opinions.
PREVIOUS PUBLIC OR RIGHTS ISSUE
There have been no public or rights issue by our Company during the last five years.
UNDERWRITING COMMISSION, BROKERAGE AND SELLING COMMISSION
We have not made any previous public Issue. Therefore, no sum has been paid or is payable as commission or brokerage
for subscribing to or procuring for or agreeing to procure subscription for any of the Equity Shares of the Company since
its inception.
CAPITAL ISSUE DURING THE LAST THREE YEARS
Our Company and Group Companies/Entities have not made any capital issue during the last three years.
PRICE INFORMATION AND THE TRACK RECORD OF THE PAST ISSUES HANDLED BY THE BRLM
For details regarding the price information and track record of the past issue handled by Beeline Capital Advisors Private
Limited, as specified in the circular reference CIR/CFD/DIL/7/2015 dated October 30, 2015, issued by SEBI is as follows:
TABLE 1
SME IPO:
+/- % Change +/- % Change +/- % Change
in Closing in Closing in Closing
Opening Price, (+/- % Price, (+/- % Price, (+/- %
Issue
Issue Price on Change in Change in Change in
Sr. Size Listing
Issuer Name Price Listing Closing Closing Closing
No. (₹ in Date
(₹) Date Benchmark) Benchmark) Benchmark)
Cr.)
(₹) 30thCalendar 90thCalendar 180thCalendar
Days from Days from Days from
Listing Listing Listing
Vinsys It
August 11, 132.11% 126.56%
1. Service India 49.84 128.00 196.45 N.A.
2023 (+2.02%) (+0.08%)
Limited
Chavda Infra September 33.92% 23.23%
2. 43.26 65.00 91.00 N.A.
Limited 25, 2023 (-2.00%) (+8.51%)

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 +/- % Change +/- % Change +/- % Change
in Closing in Closing in Closing
Opening Price, (+/- % Price, (+/- % Price, (+/- %
Issue
Issue Price on Change in Change in Change in
Sr. Size Listing
Issuer Name Price Listing Closing Closing Closing
No. (₹ in Date
(₹) Date Benchmark) Benchmark) Benchmark)
Cr.)
(₹) 30thCalendar 90thCalendar 180thCalendar
Days from Days from Days from
Listing Listing Listing
Kody
September 44.88% 167.78%
3. Technolab 27.52 160.00 170.00 N.A.
26, 2023 (-2.76%) (+8.57%)
Limited
Hi-Green
September 101.47% 140.20%
4. carbon 52.80 75.00 77.00 N.A.
28, 2023 (-2.44%) (+9.82%)
Limited
Karnika
October 78.75% 107.24%
5. Industries 25.07 76.00 81.00 N.A.
12, 2023 (-1.86%) (+8.84%)
Limited
Arvind and
Company
October 26.56% 48.22%
6. Shipping 14.74 45.00 80.00 N.A.
25, 2023 (+3.56%) (12.81%)
Agencies
Limited
Rajgor Castor October -0.80% -3.20%
7. 47.81 50.00 59.00 N.A.
Derivatives 31, 2023 (+5.33%) (11.91%)
Sheetal
December 22.14%
8. Universal 23.80 70.00 75.00 N.A. N.A.
11, 2023 (+2.61%).
Limited
Benchmark
Computer December 8.14%
9. 12.24 66.00 80.00 N.A. N.A.
Solutions 21, 2023 (+1.15)
Limited
Indifra December (-21.54%)
10. 14.04 65.00 72.00 N.A. N.A.
Limited 29, 2023 (-1.74%)
Australian
Premium January
11. 28.08 54.00 147.00 N.A. N.A. N.A.
Solar (India) 18, 2024
Limited
Konstelec
January
12. Engineers 28.70 70.00 210.00 N.A N.A N.A
30, 2024
Limited
Source: Price Information www.bseindia.com and www.nseindia.com, Issue Information from respective Prospectus.
MAIN BOARD IPO:
+/- % +/- %
+/- % Change
Change in Change in
in Closing
Closing Closing
Opening Price, (+/- %
Issue Price, (+/- % Price, (+/- %
Issue Price on Change in
Sr. Size Listing Change in Change in
Issuer Name Price Listing Closing
No. (₹ in Date Closing Closing
(₹) Date Benchmark)
Cr.) Benchmark) Benchmark)
(₹) 180thCalendar
30thCalendar 90thCalendar
Days from
Days from Days from
Listing
Listing Listing
NIL

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As per SEBI Circular No. CIR/CFD/DIL/7/2015 dated October 30, 2015, the above table should reflect maximum 10
issues (Initial Public Issues) managed by the Lead Manager. Hence, disclosure pertaining to recent 10 issues handled
by the lead manager are provided.
Note:
1. The S&P BSE Sensex and NSE Nifty are considered as the Benchmark.
2. “Issue Price” is taken as “Base Price” for calculating % Change in Closing Price of the respective Issues on 30th /
90th/180th Calendar days from listing.
3. “Closing Benchmark” on the listing day of respective scripts is taken as “Base Benchmark” for calculating % Change
in Closing Benchmark on 30th / 90th/180th Calendar days from listing. Although it shall be noted that for comparing
the scripts with Benchmark, the +/- % Change in Closing Benchmark has been calculated based on the Closing
Benchmark on the same day as that of calculated for respective script in the manner provided in Note No. 4 below.
4. In case 30th/ 90th/180th day is not a trading day, closing price on BSE/NSE of the previous trading day for the respective
Scripts has been considered, however, if scripts are not traded on that previous trading day then last trading price has
been considered.
SUMMARY STATEMENT OF DISCLOSURE
TABLE 2
SME IPO:
Nos. of IPO trading Nos. of IPO trading Nos. of IPO trading Nos. of IPO trading
at discount as on at premium as on at discount as on at premium as on
Total
Tot 30th calendar day 30th calendar day 180th calendar day 180th calendar day
Fund
al from listing date from listing date from listing date from listing date
s
Financi No. Les Les Les Les
Raise
al Year of Ove s Ove s Ove s Ove s
d (₹ Betwe Betwe Betwe Betwe
IPO r tha r tha r tha r tha
in en 25- en 25- en 25- en 25-
s 50 n 50 n 50 n 50 n
Cr.) 50% 50% 50% 50%
% 25 % 25 % 25 % 25
% % % %
2023- 16 489.7
- - 3 7 3 1 - - - 3 - -
24 5
2022- 232.9
12 - 1 2 3 2 4 - 1 1 3 2 5
23 4
2021-
N.A.
22
MAIN BOARD IPO:
Nos. of IPO trading Nos. of IPO trading Nos. of IPO trading Nos. of IPO trading
at discount as on at premium as on at discount as on at premium as on
Total
Tot 30th calendar day 30th calendar day 180th calendar day 180th calendar day
Fund
al from listing date from listing date from listing date from listing date
s
Financi No. Les Les Les Les
Raise
al Year of Ove s Ove s Ove s Ove s
d (₹ Betwe Betwe Betwe Betwe
IPO r tha r tha r tha r tha
in en 25- en 25- en 25- en 25-
s 50 n 50 n 50 n 50 n
Cr.) 50% 50% 50% 50%
% 25 % 25 % 25 % 25
% % % %
2023- NIL
24
2022- NIL
23
2021- N.A
22
Notes:

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1. Issue opening date is considered for calculation of total number of IPO’s in the respective financial year.
2. In the event any day falls on a holiday, the price/index of the immediately preceding working day has been considered.
If the stock was not traded on the said calendar days from the date of listing, the share price is taken of the immediately
preceding trading day.
3. Source: www.bseindia.com and www.nseindia.com
PROMISE VIS-A-VIS PERFORMANCE
Since, neither our Company nor our Promoters’s Group Companies/Entities have made any previous rights or public issues
during last five years, promise vis-a-vis Performance is not applicable.
STOCK MARKET DATA FOR OUR EQUITY SHARES
This being an Initial Public Offering of the Equity Shares of our Company, the Equity Shares are not listed on any stock
exchange.
MECHANISM FOR REDRESSAL OF INVESTOR GRIEVANCES
The Registrar Agreement provides for the retention of records with the Registrar to the Issue for a period of at least eight
years from the date of listing and commencement of trading of the Equity Shares on the Stock Exchanges, subject to
agreement with our Company for storage of such records for longer period, to enable the investors to approach the Registrar
to the Issue for redressal of their grievances.
In terms of SEBI circular no. SEBI/HO/CFD/DIL2/CIR/P/2018/22 dated February 15, 2018, SEBI circular no.
SEBI/HO/CFD/DIL2/CIR/P/2021/2480/1/M dated March 16, 2021, as amended pursuant to SEBI circular no.
SEBI/HO/CFD/DIL2/P/CIR/2021/570 dated June 2, 2021, SEBI/HO/CFD/DIL2/CIR/P/2022/51 date April 20, 2021 and
SEBI/HO/CFD/DIL2/P/CIR/2022/75 dated May 30, 2022 subject to applicable law, any ASBA Bidder whose Bid has not
been considered for Allotment, due to failure on the part of any SCSB, shall have the option to seek redressal of the same
by the concerned SCSB within three months of the date of listing of the Equity Shares. SCSBs are required to resolve these
complaints within 15 days, failing which the concerned SCSB would have to pay interest at the rate of 15% per annum for
any delay beyond this period of 15 days. Further, the investors shall be compensated by the SCSBs at the rate higher of
₹100 per day or 15% per annum of the application amount in the events of delayed or withdrawal of applications, blocking
of multiple amounts for the same UPI application, blocking of more amount than the application amount, delayed
unblocking of amounts for non-allotted/partially allotted applications for the stipulated period. In an event there is a delay
in redressal of the investor grievance in relation to unblocking of amounts, the Book Running Lead Managers shall
compensate the investors at the rate higher of ₹100 per day or 15% per annum of the application amount.
All grievances relating to the Issue may be addressed to the Registrar to the Issue, giving full details such as name, address
of the applicant, Bid application number, number of Equity Shares Bid for, amount paid on Bid application and the bank
branch or collection center where the application was submitted.
All grievances relating to the ASBA process may be addressed to the Registrar to the Issue with a copy to the relevant
SCSB or the member of the Syndicate (in Specified Cities) or the Sponsor Bank, as the case may be, where the Application
Form was submitted by the ASBA Bidder or through UPI Mechanism, giving full details such as name, address of the
Bidder, Bid application number, UPI Id, number of Equity Shares applied for, amount blocked on application and
designated branch or the collection center of the SCSBs or the member of the Syndicate (in Specified Cities), as the case
may be, where the Application Form was submitted by the ASBA Bidder or Sponsor Bank.
Our Company has obtained authentication on the SCORES in terms of SEBI circular no. CIR/OIAE/1/2013 dated April
17, 2013 and comply with the SEBI circular (CIR/OIAE/1/2014/CIR/OIAE/1/2013) dated December 18, 2014 in relation
to redressal of investor grievances through SCORES. Our Company has not received any complaints as on the date of this
Red Herring Prospectus/Prospectus. - Noted for Compliance
DISPOSAL OF INVESTOR GRIEVANCES BY OUR COMPANY
Our Company estimates that the average time required by our Company or the Registrar to the Issue or the SCSB (in case
of ASBA Bidders) or Sponsor Bank (in case of UPI Mechanism) or for redressal of routine investor grievances including
through SEBI Complaint Redress System (SCORES) shall be 10 Working Days from the date of receipt of the complaint.
In case of non-routine complaints and complaints where external agencies are involved, our Company will seek to redress
these complaints as expeditiously as possible.
Our Company has constituted Stakeholders Relationship Committee as follows:
Sr. No. Name Designation Position In Committee
1. Mr. Ankit Aggarwal Independent Director Chairperson

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 Sr. No. Name Designation Position In Committee
2. Mrs. Rashmi Kamlesh Otavani Independent Director Member
3. Mr. Keshav Jhunjhunwala Non-Executive Director Member

Our Company has appointed Ms. Akanksha Jain as the Company Secretary and Compliance Officer who may be contacted
in case of any pre-issue or post-issue related problems at the following address:
Ms. Akanksha Jain
C/o. Sati Poly Plast Limited
Address: D.N. Singh Road, Bhagalpur 812 002, Bihar, India#
Telephone No.: +91 98181 04164
Web site: www.satipolyplast.in
E-Mail: satipolyplast1@gmail.com
# Our company is in the process of changing the registered office to our corporate office situated at C-44, Phase II, Distt.
Gautam Budh Nagar, Noida- 201305, Uttar Pradesh, India for which shareholders have approved on January 31, 2024,
however RoC approval for the same is pending as on the date of Draft Red Herring Prospectus.
Till date of this Draft Red Herring Prospectus, our Company has not received any investor complaint and no complaints is
pending for resolution.
PUBLIC ISSUE EXPENSES
Expenses Expenses
Expenses
Expenses (% of Total (% of Gross
(₹ in Lakh)
Issue expenses) Issue Proceeds)
Book Running Lead Manger Fees [●] [●] [●]
Fees Payable to Registrar to the Issue [●] [●] [●]
Fees Payable to Legal Advisors [●] [●] [●]
Fees Payable Advertising, Marketing Expenses and
[●] [●] [●]
Printing Expenses
Fees Payable to Regulators including Stock Exchanges and
[●] [●] [●]
other Intermediaries
Fees payable to Peer Review Auditor [●] [●] [●]
Fees Payable to Market Maker [●] [●] [●]
Escrow Bank Fees [●] [●] [●]
Others (Fees payable for marketing & distributing
expenses, selling commission, brokerage, processing fees, [●] [●] [●]
underwriting fees and miscellaneous expenses.)
Total Estimated Issue Expenses [●] 100.00 [●]
Notes:
1. Up to January 29, 2024, Our Company has deployed/incurred expense of ₹ 9.00 Lakhs towards Issue Expenses sand
custodian connectivity charges out of internal accruals duly certified by Statutory Auditor M/s. Keyur Shah &
Associates., Chartered Accountants vide its certificate dated January 30, 2024, bearing UDIN:
24181329BKCBSH2480.
2. Any expenses incurred towards aforesaid issue related expenses during the period from December 22, 2023 to till the
date of listing of Equity Shares will be reimburse/recouped out of the gross proceeds of the issue:
3. Selling commission payable to the members of the CDPs, RTA and SCSBs, on the portion for RIIs and NIIs, would be
as follows:
Portion for RIIs 0.01% or ₹ 100/- whichever is less ^ (exclusive of GST)
Portion for NIIs 0.01% or ₹ 100/- whichever is less ^ (exclusive of GST)
^Percentage of the amounts received against the Equity Shares Allotted (i.e. the product of the number of Equity
Shares Allotted and the Issue Price).

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4. The Members of RTAs and CDPs will be entitled to application charges of ₹ 10/- (plus applicable GST) per valid
ASBA Form. The terminal from which the application has been uploaded will be taken into account in order to
determine the total application charges payable to the relevant RTA/CDP.
5. Registered Brokers, will be entitled to a commission of ₹ 10/- (plus GST) per Application Form, on valid Applications,
which are eligible for allotment, procured from RIIs and NIIs and submitted to the SCSB for processing. The terminal
from which the application has been uploaded will be taken into account in order to determine the total processing
fees payable to the relevant Registered Broker.
6. SCSBs would be entitled to a processing fee of ₹ 10/- (plus GST) for processing the Application Forms procured by
the members of the Registered Brokers, RTAs or the CDPs and submitted to SCSBs.
7. Issuer banks for UPI Mechanism as registered with SEBI would be entitled to a processing fee of ₹ 10/- (plus GST)
for processing the Application Forms procured by the members of the Registered Brokers, RTAs or the CDPs and
submitted to them.
8. Notwithstanding anything contained above the total processing / uploading / bidding charges under above clauses
payable to Syndicate/ Sub Syndicate members, SCSBs, RTAs, CDPs, Registered Brokers, Sponsor Bank will not exceed
₹ 75,000/- (plus applicable taxes) and in case if the total uploading / bidding charges exceeds ₹ 75,000/- (plus
applicable taxes) then uploading charges will be paid on pro-rata basis except the fee payable to respective Sponsor
Bank.
The processing fees for applications made by Retail Individual Bidders using the UPI Mechanism may be released to the
remitter banks (SCSBs) only after such banks provide a written confirmation on compliance with SEBI Circular No:
SEBI/HO/CFD/DIL2/CIR/P/2021/2480/1/M dated March 16, 2021 as amended pursuant to SEBI circular no.
SEBI/HO/CFD/DIL2/P/CIR/2021/570 dated June 02, 2021 read with SEBI Circular No:.
SEBI/HO/CFD/DIL2/CIR/P/2022/51 April 20, 2022.
FEES PAYABLE TO BRLM TO THE ISSUE
The total fees payable to the BRLM will be as per the Memorandum of Understanding for Initial Public Offer, a copy of
which is available for inspection at the Registered Office of our Company.
FEES PAYABLE TO THE REGISTRAR TO THE ISSUE
The fees payable to the Registrar to the Issue, for processing of Bidding application, data entry, printing of refund order,
preparation of refund data on magnetic tape, printing of bulk mailing register will be as per the Agreement between the
Company and the Registrar to the Issue.
The Registrar to the Issue will be reimbursed for all out-of-pocket expenses including cost of stationery, postage,
communication expenses etc. Adequate funds will be provided to the Registrar to the Issue to enable it to send refund
orders or Allotment advice by registered post/speed post or email.
FEES PAYABLE TO OTHERS
The total fees payable to the Sponsor Bank, Legal Advisor, Statutory Auditor and Peer Review Auditor, Market maker and
Advertiser, etc. will be as per the terms of their respective engagement letters.
COMMISSION PAYABLE TO SCSBS
1. Selling commission payable to the members of the CDPs, RTA and SCSBs, on the portion for RIIs and NIIs, would be
as follows:
Portion for RIIs 0.01% or ₹ 100/- whichever is less ^ (exclusive of GST)
Portion for NIIs 0.01% or ₹ 100/- whichever is less ^ (exclusive of GST)
^Percentage of the amounts received against the Equity Shares Allotted (i.e. the product of the number of Equity
Shares Allotted and the Issue Price).
2. The Members of RTAs and CDPs will be entitled to application charges of ₹ 10/- (plus applicable GST) per valid
ASBA Form. The terminal from which the application has been uploaded will be taken into account in order to
determine the total application charges payable to the relevant RTA/CDP.
3. Registered Brokers, will be entitled to a commission of ₹ 10/- (plus GST) per Application Form, on valid Applications,
which are eligible for allotment, procured from RIIs and NIIs and submitted to the SCSB for processing. The terminal
from which the application has been uploaded will be taken into account in order to determine the total processing
fees payable to the relevant Registered Broker.

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4. SCSBs would be entitled to a processing fee of ₹ 10/- (plus GST) for processing the Application Forms procured by
the members of the Registered Brokers, RTAs or the CDPs and submitted to SCSBs.
5. Issuer banks for UPI Mechanism as registered with SEBI would be entitled to a processing fee of ₹ 10/- (plus GST)
for processing the Application Forms procured by the members of the Registered Brokers, RTAs or the CDPs and
submitted to them.
The processing fees for applications made by Retail Individual Bidders using the UPI Mechanism may be released to the
remitter banks (SCSBs) only after such banks provide a written confirmation on compliance with SEBI Circular No:
SEBI/HO/CFD/DIL2/CIR/P/2021/2480/1/M dated March 16, 2021 as amended pursuant to SEBI circular no.
SEBI/HO/CFD/DIL2/P/CIR/2021/570 dated June 02, 2021 read with SEBI Circular No:.
SEBI/HO/CFD/DIL2/CIR/P/2022/51 April 20, 2022.
PREVIOUS ISSUES OF EQUITY SHARES OTHERWISE THAN FOR CASH
Except as stated in the chapter titled “Capital Structure” beginning on page no. 56 of this Draft Red Herring Prospectus,
our Company has not Issue any Equity Shares for consideration otherwise than for cash.
LISTED VENTURES OF PROMOTERS
There are no listed ventures of our Company as on date of filing of this Draft Red Herring Prospectus.
OUTSTANDING DEBENTURES OR BONDS AND REDEEMABLE PREFERENCE SHARES AND OTHER
INSTRUMENTS
There are no outstanding debentures or bonds or redeemable preference shares and other instruments issued by the
Company as on the date of this Draft Red Herring Prospectus.
CHANGES IN AUDITORS

Particulars Date of Change Reason for change

M/s. Bhaleriwala & Associates,
Chartered Accountants
Address: First Floor, Pen House, New Road,
Churu, Rajasthan – 331001, Churu, Rajasthan-
331001. Resigned as Statutory Auditor due to
Tel. No.: +91 9982505100 December 21, 2023
not having Peer Reviewed License
Email Id: ca.bhaleriwala@gmail.com
Membership No.: 525875
Firm Registration No: 025970N
Contact Person: CA Vikas Kumar Bhaleriwala
M/s. Keyur Shah & Associates,
Chartered Accountants
Address: 303, Shitiratna, B/s Radisson Blu, Nr
Panchvati Circle, Ambawadi, Ahmedabad-380006.
Tel. No.: +91 99984 84564
Appointed as Statutory Auditors of
Email Id: ca.keyurshah2015@gmail.com
December 26, 2023 the company for FY 2023-24 to fill up
Website: www.keyurshahca.com the casual vacancy
Membership No.: 181329
Peer Review No.: 014877
Firm Registration No: 333288W

Contact Person: CA Akhlaq Ahmad Mutvalli

CAPITALIZATION OF RESERVES OR PROFITS DURING LAST 5 (FIVE) YEARS

Except as disclosed under chapter titled “Capital Structure” on page 56 of this Draft Red Herring Prospectus, our Company
has not capitalized Reserves or Profits during last five years.
REVALUATION OF ASSETS DURING THE LAST FIVE (5) YEARS

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Our Company has not revalued its assets during last five years.

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 SECTION XIII – ISSUE RELATED INFORMATION
TERMS OF THE ISSUE
The Equity Shares being issued pursuant to this issue shall be subject to the provision of the Companies Act, SEBI (ICDR)
Regulations, 2018, SCRA, SCRR, Memorandum and Articles, the terms of this Draft Red Herring Prospectus, Application
Form, the Revision Form, the Confirmation of Allocation Note (‘CAN’) and other terms and conditions as may be
incorporated in the Allotment advices and other documents/ certificates that may be executed in respect of the Issue. The
Equity Shares shall also be subject to laws, guidelines, rules, notifications, and regulations relating to the issue of capital
and listing of securities issued from time to time by SEBI, the Government of India, NSE, ROC, RBI and / or other
authorities, as in force on the date of the Issue and to the extent applicable.
Please note that, in accordance with the Regulation 256 of the SEBI (ICDR), Regulations, 2018 read with SEBI circular
no. CIR/CFD/POLICYCELL/11/2015 dated November 10, 2015 all the Applicants has to compulsorily apply through the
ASBA Process. As an alternate payment mechanism, Unified Payments Interface (UPI) has been introduced (vide SEBI
Circular Ref: SEBI/HO/CFD/DIL2/CIR/P/2018/138 dated November 1, 2018) as a payment mechanism in a phased
manner with ASBA for applications in public Issues by retail individual investors through intermediaries (Syndicate
members, Registered Stock-Brokers, Registrar and Transfer agent and Depository Participants).
Further vide the said circular Registrar to the Issue and Depository Participants have been also authorised to collect the
Application forms. Investors may visit the official website of the concerned stock exchange for any information on
operationalization of this facility of form collection by Registrar to the Issue and DPs as and when the same is made
available.
Ranking of Equity Shares
The Equity Shares being issued and transferred in the Issue shall be subject to the provisions of the Companies Act, 2013
and the Memorandum & Articles of Association and shall rank pari-passu with the existing Equity Shares of our Company
including rights in respect of dividend. The Allottees upon receipt of Allotment of Equity Shares under this issue will be
entitled to dividends and other corporate benefits, if any, declared by our Company after the date of allotment in accordance
with Companies Act, 2013 and the Articles of Association of the Company.
Authority for the Issue
This Issue has been authorized by a resolution of the Board passed at their meeting held on January 01, 2024 subject to the
approval of shareholders through a special resolution to be passed pursuant to section 62(1)(c) of the Companies Act, 2013.
The shareholders have authorized the Issue by a special resolution in accordance with Section 62(1)(c) of the Companies
Act, 2013 passed at the Annual General Meeting of the Company held on January 03, 2024.
Mode of Payment of Dividend
The declaration and payment of dividend will be as per the provisions of Companies Act, 2013 and other applicable laws
in this respect and recommended by the Board of Directors at their discretion and approved by the shareholders and will
depend on a number of factors, including but not limited to earnings, capital requirements and overall financial condition
of our Company. We shall pay dividends in cash and as per provisions of the Companies Act, 2013. For further details,
please refer to the chapter titled “Dividend Policy” beginning on Page No. 161 of this Draft Red Herring Prospectus.
Face Value, Issue Price, Floor Price and Price Band
The face value of each Equity Share is ₹ 10/- and the Issue Price at the lower end of the Price Band is ₹ [●] per Equity
Share (“Floor Price”) and at the higher end of the Price Band is ₹ [●] per Equity Share (“Cap Price”).
The Price Band and the minimum Bid Lot will be decided by our Company in consultation with the BRLM and advertised
in all editions of an English national daily newspaper, all editions of a Hindi national daily newspaper and [●] Edition of
Regional newspaper [●] where the registered office of the company is situated, each with wide circulation, at least two
Working Days prior to the Bid/Issue Opening Date and shall be made available to the Stock Exchange for the purpose of
uploading on their websites. The Price Band, along with the relevant financial ratios calculated at the Floor Price and at
the Cap Price, shall be pre-filled in the Bid cum Application Forms available on the websites of the Stock Exchange.
The Issue Price shall be determined by our Company in consultation with the BRLM, after the Bid/Issue Closing Date, on
the basis of assessment of market demand for the Equity Shares offered by way of Book Building Process.
At any given point of time, there shall be only one denomination of Equity Shares.
The Issue Price shall be determined by our Company in consultation with the Book Running Lead Manager and is justified
under the chapter titled “Basis for Issue Price” beginning on Page No. 82 of this Draft Red Herring Prospectus.
Compliance with the disclosure and accounting norms

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Our Company shall comply with all the applicable disclosure and accounting norms as specified by SEBI from time to
time.
Rights of the Equity Shareholder
Subject to applicable laws, rules, regulations and guidelines and the Articles of Association, our Shareholders shall have
the following rights:
• Right to receive dividend, if declared;
• Right to attend general meetings and exercise voting powers, unless prohibited by law;
• Right to vote on a poll either in person or by proxy or e-voting, in accordance with the provisions of the Companies
Act;
• Right to receive annual reports and notices to members;
• Right to receive offers for rights shares and be allotted bonus shares, if announced;
• Right to receive surplus on liquidation, subject to any statutory and preferential claim being satisfied;
• Right of free transferability, subject to applicable laws and regulations; and the Articles of Association of our Company;
and
• Such other rights, as may be available to a shareholder of a listed public company under the Companies Act,
SEBI(LODR), 2015 and the Memorandum and Articles of Association of the Company.
Minimum Application Value, Market Lot and Trading Lot
In accordance with Regulation 267 (2) of the SEBI ICDR Regulations, our Company shall ensure that the minimum
application size shall not be less than ₹ 1,00,000/- (Rupees One Lakh) per application.
Pursuant to Section 29 of the Companies Act, the Equity Shares shall be Allotted only in dematerialised form. As per SEBI
ICDR Regulations, the trading of the Equity Shares shall only be in dematerialised form. In this context, two agreements
have been signed by our Company with the respective Depositories and the Registrar to the Issue before filing this Draft
Red Herring Prospectus:
• Tripartite agreement among the NSDL, our Company and Registrar to the Offer dated June 05, 2023.
• Tripartite agreement among the CDSL, our Company and Registrar to the Offer dated May 09, 2023.
As per the provisions of the Depositories Act, 1996 & regulations made there under and Section 29 (1) of the Companies
Act, 2013, the equity shares of an issuer shall be in dematerialized form i.e. not in the form of physical certificates, but be
fungible and be represented by the statement issued through electronic mode. The trading of the Equity Shares will happen
in the minimum contract size of [●] Equity Shares and the same may be modified by the National Stock Exchange of India
Limited from time to time by giving prior notice to investors at large. Allocation and allotment of Equity Shares through
this Issue will be done in multiples of [●] Equity Shares subject to a minimum allotment of [●] Equity Shares to the
successful Applicants in terms of the SEBI circular No. CIR/MRD/DSA/06/2012 dated February 21, 2012.
Minimum Number of Allottees
Further in accordance with the Regulation 268(1) of SEBI (ICDR) Regulations, the minimum number of allottees in this
Issue shall be 50 shareholders. In case the minimum number of prospective allottees is less than 50, no allotment will be
made pursuant to this Issue and all the monies blocked by SCSBs shall be unblocked within four (4) working days of
closure of Issue.
Joint Holders
Where 2 (two) or more persons are registered as the holders of any Equity Shares, they will be deemed to hold such Equity
Shares as joint-holders with benefits of survivorship.
Jurisdiction
Exclusive Jurisdiction for the purpose of this Issue is with the competent courts/authorities in India.
The Equity Share have not been and will not be registered under the U.S. Securities Act or any state securities laws in the
United States and may not be issued or sold within the United States or to, or for the account or benefit of, U.S. persons‖
(as defined in Regulation S), except pursuant to an exemption from, or in a transaction not subject to, the registration
requirements of the U.S. Securities Act and applicable U.S. state securities laws. Accordingly, the Equity Shares are being
issued and sold only outside the United States in off-shore transactions in reliance on Regulation S under the U.S. Securities
Act and the applicable laws of the jurisdiction where those issues and sales occur.

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The Equity Shares have not been and will not be registered, listed or otherwise qualified in any other jurisdiction outside
India and may not be issued or sold, and applications may not be made by persons in any such jurisdiction, except in
compliance with the applicable laws of such jurisdiction.
Nomination Facility to the Investor
In accordance with Section 72 of the Companies Act, 2013, read with Companies (Share Capital and Debentures) Rules,
2014, the sole Applicant, or the first Applicant along with other joint Applicants, may nominate any one person in whom,
in the event of the death of sole Applicant or in case of joint Applicants, death of all the Applicants, as the case may be,
the Equity Shares Allotted, if any, shall vest. A person, being a nominee, entitled to the Equity Shares by reason of the
death of the original holder(s), shall be entitled to the same advantages to which he or she would be entitled if he or she
were the registered holder of the Equity Share(s). Where the nominee is a minor, the holder(s) may make a nomination to
appoint, in the prescribed manner, any person to become entitled to equity share(s) in the event of his or her death during
the minority. A nomination shall stand rescinded upon a sale of Equity Share(s) by the person nominating. A buyer will be
titled to make a fresh nomination in the manner prescribed. Fresh nomination can be made only on the prescribed form
available on request at our Registered Office or Corporate Office or to the registrar and transfer agents of our Company.
Any person who becomes a nominee by virtue of the provisions of Section 72 of the Companies Act shall upon production
of such evidence, as may be required by the Board, elect either:
5. to register himself or herself as the holder of the equity shares; or
6. to make such transfer of the Equity Shares, as the deceased holder could have made.
Further, the Board may at any time give notice requiring any nominee to choose either to be registered himself or herself
or to transfer the equity shares, and if the notice is not complied with within a period of ninety (90) days, the Board may
thereafter withhold payment of all dividends, bonuses or other monies payable in respect of the equity shares, until the
requirements of the notice have been complied with.
Since the Allotment of Equity Shares in the Issue will be made only in dematerialized form, there is no need to make a
separate nomination with our Company. Nominations registered with respective depository participant of the applicant
would prevail. If the Applicants require changing of their nomination, they are requested to inform their respective
depository participant.
Restrictions, if any on Transfer and Transmission of Equity Shares
Except for the lock-in of the pre-Issue capital of our Company, Promoter’s minimum contribution as provided under the
chapter titled “Capital Structure” beginning on Page No. 56 of this Draft Red Herring Prospectus and except as provided
in the Articles of Association there are no restrictions on transfer of Equity Shares. Further, there are no restrictions on the
transmission of shares/debentures and on their consolidation/splitting, except as provided in the Articles of Association.
For details, please refer chapter titled “Description of Equity Shares and terms of the articles of association” beginning on
Page No. 245 of this Draft Red Herring Prospectus.
The above information is given for the benefit of the Applicants. The Applicants are advised to make their own enquiries
about the limits applicable to them. Our Company and the Book Running Lead Manager do not accept any responsibility
for the completeness and accuracy of the information stated herein above. Our Company and the Book Running Lead
Manager are not liable to inform the investors of any amendments or modifications or changes in applicable laws or
regulations, which may occur after the date of the Draft Red Herring Prospectus. Applicants are advised to make their
independent investigations and ensure that the number of Equity Shares Applied for do not exceed the applicable limits
under laws or regulations.
Withdrawal of the Issue
Our Company in consultation with the BRLM, reserve the right to not to proceed with the Issue after the Issue Opening
Date but before the Allotment. In such an event, our Company would issue a public notice in the newspapers in which the
pre-Issue advertisements were published, within two (2) days of the Issue Closing Date or such other time as may be
prescribed by SEBI, providing reasons for not proceeding with the Issue. The Book Running Lead Manager, through the
Registrar to the Issue, shall notify the SCSBs to unblock the bank accounts of the ASBA Bidders within one (1) Working
Day from the date of receipt of such notification. Our Company shall also inform the same to the Stock Exchanges on
which Equity Shares are proposed to be listed.
Notwithstanding the foregoing, this Issue is also subject to obtaining (i) the final listing and trading approvals of the Stock
Exchange, which our Company shall apply for after Allotment (ii) the final RoC approval of the Prospectus after it is filed
with the RoC. If our Company in consultation with BRLM withdraws the Issue after the Issue Closing Date and thereafter
determines that it will proceed with an issue/issue for sale of the Equity Shares, our Company shall file a fresh Prospectus
with Stock Exchange.

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ISSUE PROGRAM
Events Indicative Dates
Bid/Issue Opening Date [●]
Bid/Issue Closing Date [●]
Finalization of Basis of Allotment with the Designated Stock Exchange On or before [●]
Initiation of Allotment / Refunds / Unblocking of Funds from ASBA Account
On or before [●]
or UPI ID linked bank account
Credit of Equity Shares to Demat accounts of Allottees On or before [●]
Commencement of trading of the Equity Shares on the Stock Exchange On or before [●]
**In case of any delay in unblocking of amounts in the ASBA Accounts (including amounts blocked through the UPI
Mechanism) exceeding four Working Days from the Bid/Issue Closing Date, the Bidder shall be compensated at a uniform
rate of ₹ 100/- per day for the entire duration of delay exceeding four Working Days from the Bid/Issue Closing Date by
the intermediary responsible for causing such delay in unblocking. The BRLM shall, in their sole discretion, identify and
fix the liability on such intermediary or entity responsible for such delay in unblocking. For the avoidance of doubt, the
provisions of the SEBI circular dated March 16, 2021, as amended pursuant to SEBI circular dated June 2, 2021 shall be
deemed to be incorporated in the agreements to be entered into by and between the Company and the relevant
intermediaries, to the extent applicable.
The above timetable, other than the Bid/Issue Closing Date, is indicative and does not constitute any obligation on our
Company and the BRLM.
While our Company shall ensure that all steps for the completion of the necessary formalities for the listing and
commencement of trading of the Equity Shares on the Stock Exchange are taken within six Working Days of the Bid/Issue
Closing Date or such other period as may be prescribed by the SEBI, the timetable may be extended due to various factors,
such as extension of the Bid/Issue Period by our Company in consultation with the BRLM, revision of the Price Band or
any delay in receiving the final listing and trading approval from the Stock Exchange. The commencement of trading of
the Equity Shares will be entirely at the discretion of the Stock Exchange and in accordance with the applicable laws.
The SEBI is in the process of streamlining and reducing the post Issue timeline for initial public offerings. Any circulars
or notifications from the SEBI after the date of the Draft Red Herring Prospectus may result in changes to the above-
mentioned timelines. Further, the Issue procedure is subject to change to any revised circulars issued by the SEBI to this
effect.
The BRLM will be required to submit reports of compliance with listing timelines and activities, identifying non- adherence
to timelines and processes and an analysis of entities responsible for the delay and the reasons associated with it.
In terms of the UPI Circulars, in relation to the Issue, the BRLM will submit report of compliance with T+4 listing
timelines and activities, identifying non-adherence to timelines and processes and an analysis of entities responsible
for the delay and the reasons associated with it.
Submission of Bids
Bid/Issue Period (except the Bid/Issue Closing Date)
Submission and Revision in Bids: Only between 10.00 a.m. and 5.00 p.m. (Indian Standard Time (“IST”)
Bid/Issue Closing Date
Submission and Revision in Bids: Only between 10.00 a.m. and 3.00 p.m. IST
On the Bid/Issue Closing Date, the Bids shall be uploaded until:
4. 4.00 p.m. IST in case of Bids by QIBs and Non-Institutional Bidders, and
5. until 5.00 p.m. IST or such extended time as permitted by the Stock Exchange, in case of Bids by Retail Individual
Bidders.
On the Bid/Issue Closing Date, extension of time will be granted by the Stock Exchange only for uploading Bids received
from Retail Individual Bidders after taking into account the total number of Bids received and as reported by the BRLM
to the Stock Exchange.
The Registrar to the Issue shall submit the details of cancelled/ withdrawn/ deleted applications to the SCSBs on a daily
basis within 60 minutes of the Bid closure time from the Bid/ Issue Opening Date till the Bid/ Issue Closing Date by

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obtaining the same from the Stock Exchanges. The SCSBs shall unblock such applications by the closing hours of the
Working Day and submit the confirmation to the BRLM and the RTA on a daily basis.
To avoid duplication, the facility of re-initiation provided to Syndicate Members, if any shall preferably be allowed only
once per Bid/batch and as deemed fit by the Stock Exchange, after closure of the time for uploading Bids.
It is clarified that Bids not uploaded on the electronic bidding system or in respect of which the full Bid Amount is
not blocked by SCSBs or not blocked under the UPI Mechanism in the relevant ASBA Account, as the case may be,
would be rejected.
Due to limitation of time available for uploading the Bids on the Bid/Issue Closing Date, Bidders are advised to submit
their Bids one day prior to the Bid/Issue Closing Date. Any time mentioned in this Draft Red Herring Prospectus is Indian
Standard Time. Bidders are cautioned that, in the event a large number of Bids are received on the Bid/Issue Closing Date,
as is typically experienced in public offerings, some Bids may not get uploaded due to lack of sufficient time. Such Bids
that cannot be uploaded will not be considered for allocation under the Issue. Bids will be accepted only during Monday
to Friday (excluding any public holiday). None among our Company or any Member of the Syndicate shall be liable for
any failure in (i) uploading the Bids due to faults in any software/ hardware system or blocking of application amount by
the SCSBs on receipt of instructions from the Sponsor Bank on account of any errors, omissions or non-compliance by
various parties involved in, or any other fault, malfunctioning or breakdown in, or otherwise, in the UPI Mechanism.
In case of any discrepancy in the data entered in the electronic book vis-a-vis data contained in the physical Bid cum
Application Form, for a particular Bidder, the details of the Bid file received from the Stock Exchanges may be taken. Our
Company in consultation with the BRLM, reserves the right to revise the Price Band during the Bid/Issue Period, provided
that the Cap Price shall be less than or equal to 120% of the Floor Price and the Floor Price shall not be less than the face
value of the Equity Shares. The revision in the Price Band shall not exceed 20% on either side, i.e. the Floor Price can
move up or down to the extent of 20% of the Floor Price and the Cap Price will be revised accordingly. The Floor Price
shall not be less than the face value of the Equity Shares.
In case of any revision to the Price Band, the Bid/Issue Period will be extended by at least three additional Working
Days following such revision of the Price Band, subject to the Bid/Issue Period not exceeding a total of 10 Working
Days. In cases of force majeure, banking strike or similar circumstances, our Company in consultation with the
BRLM, for reasons to be recorded in writing, extend the Bid/Issue Period for a minimum of three Working Days,
subject to the Bid/ Issue Period not exceeding 10 Working Days. Any revision in the Price Band and the revised
Bid/Issue Period, if applicable, will be widely disseminated by notification to the Stock Exchange, by issuing a public
notice, and also by indicating the change on the respective websites of the BRLM and the terminals of the Syndicate
Members, if any and by intimation to SCSBs, other Designated Intermediaries and the Sponsor Bank, as applicable.
In case of revision of Price Band, the Bid Lot shall remain the same.
Minimum Subscription
This Issue is not restricted to any minimum subscription level and is 100% underwritten. As per Section 39 of the
Companies Act, 2013, if the stated minimum amount has not be subscribed and the sum payable on application is not
received within a period of 30 days from the date of the Prospectus, the application money has to be returned within such
period as may be prescribed. If our Company does not receive the 100% subscription of the issue through the Issue
Document including devolvement of Underwriters, if any, within sixty (60) days from the date of closure of the issue, our
Company shall forthwith refund the entire subscription amount received. If there is a delay beyond four days after our
Company becomes liable to pay the amount, our Company and every officer in default will, on and from the expiry of this
period, be jointly and severally liable to repay the money, with interest or other penalty as prescribed under the SEBI
Regulations, the Companies Act 2013 and applicable law.
In accordance with Regulation 260 of the SEBI (ICDR) Regulations, our Issue shall be hundred percent underwritten. Thus,
the underwriting obligations shall be for the entire hundred percent of the issue through the Prospectus and shall not be
restricted to the minimum subscription level.
Further, in accordance with Regulation 268(1) of the SEBI (ICDR) Regulations, our Company shall ensure that the number
of prospective allottees to whom the Equity Shares will allotted will not be less than 50 (Fifty).
Further, in accordance with Regulation 267(2) of the SEBI (ICDR) Regulations, our Company shall ensure that the
minimum application size in terms of number of specified securities shall not be less than ₹ 1,00,000/- (Rupees One Lac
only) per application.
The Equity Shares have not been and will not be registered, listed or otherwise qualified in any other jurisdiction outside
India and may not be issued or sold, and applications may not be made by persons in any such jurisdiction, except in
compliance with the applicable laws of such jurisdiction.
Migration to Main Board

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Our company may migrate to the main board of National Stock Exchange of India Limited at a later date subject to the
following:
2. If the Paid-up Capital of our Company is likely to increase above ₹ 25 crores by virtue of any further issue of capital
by way of rights, preferential issue, bonus issue etc. (which has been approved by a special resolution through postal
ballot wherein the votes cast by the shareholders other than the Promoters in favor of the proposal amount to at least
two times the number of votes cast by shareholders other than promoter shareholders against the proposal and for
which the company has obtained in- principal approval from the main board), our Company shall apply to NSE Limited
for listing of its shares on its Main Board subject to the fulfilment of the eligibility criteria for listing of specified
securities laid down by the Main Board.
OR
3. If the paid-up Capital of our company is more than ₹ 10 Crores but below ₹ 25Crores, our Company may still apply
for migration to the main board if the same has been approved by a special resolution through postal ballot wherein
the votes cast by the shareholders other than the Promoters in favor of the proposal amount to at least two times the
number of votes cast by shareholders other than promoter shareholders against the proposal.
Any company desiring to migrate to the Main board from the SME Board within two years of listing on Emerge platform
of NSE has to fulfill following conditions:
a. The increase in post issue face value capital beyond ₹ 25 crore should arise only because of merger/acquisition or for
expansion purposes.
b. The company should have a minimum turnover of ₹ 100 crore as per last audited financials and market capitalization
of ₹ 100 crore.
c. The company should have a minimum profit before tax of ₹ 10 crore for two years out of three preceding years.
d. There should not be any action against the company by any regulatory agency at the time of application for migration.
Market Making
The shares issued and transferred through this Issue are proposed to be listed on the Emerge Platform of National Stock
Exchange of India Limited with compulsory market making through the registered Market Maker of the SME Exchange
for a minimum period of three years or such other time as may be prescribed by the Stock Exchange, from the date of
listing on the Emerge Platform of NSE. For further details of the market making arrangement, please refer to chapter titled
“General Information” beginning on Page No. 47 of this Draft Red Herring Prospectus.
Arrangements for disposal of Odd Lots
The trading of the Equity Shares will happen in the minimum contract size of [●] shares in terms of the SEBI circular No.
CIR/MRD/DSA/06/2012 dated February 21, 2012. However, the Market Maker shall buy the entire shareholding of a
shareholder in one lot, where value of such shareholding is less than the minimum contract size allowed for trading on the
Emerge Platform of NSE.
Restrictions, if any, on Transfer and Transmission of Shares or Debentures and on their Consolidation or Splitting
Except for lock-in of the pre-Issue Equity Shares and Promoter’s minimum contribution in the Issue as detailed in the
section titled “Capital Structure” beginning on Page No. 56 of this Draft Red Herring Prospectus and except as provided
in the Articles of Association, there are no restrictions on transfers of Equity Shares. There are no restrictions on
transmission of shares and on their consolidation / splitting except as provided in the Articles of Association. The above
information is given for the benefit of the Applicants. The Applicants are advised to make their own enquiries about the
limits applicable to them. Our Company and the Book Running Lead Manager do not accept any responsibility for the
completeness and accuracy of the information stated hereinabove. Our Company and the Book Running Lead Manager are
not liable to inform the investors of any amendments or modifications or changes in applicable laws or regulations, which
may occur after the date of the Prospectus. Applicants are advised to make their independent investigations and ensure that
the number of Equity Shares Applied for do not exceed the applicable limits under laws or regulations.
Application by eligible NRIs, FPIs/FIIs registered with SEBI, VCFs registered with SEBI and QFIs
It is to be understood that there is no reservation for Eligible NRIs or FPIs/FIIs registered with SEBI or VCFs or QFIs.
Such Eligible NRIs, QFIs, FIIs registered with SEBI will be treated on the same basis with other categories for the purpose
of Allocation.
NRIs, FPIs/FIIs and foreign venture capital investors registered with SEBI are permitted to purchase shares of an Indian
company in a public Issue without the prior approval of the RBI, so long as the price of the equity shares to be issued is
not less than the price at which the equity shares are issued to residents. The transfer of shares between an Indian resident

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and a non-resident does not require the prior approval of the FIPB or the RBI, provided that (i) the activities of the investee
company are under the automatic route under the foreign direct investment (“FDI”) Policy and the non-resident
shareholding is within the sectoral limits under the FDI policy; and (ii) the pricing is in accordance with the guidelines
prescribed by the SEBI/RBI.
The current provisions of the Foreign Exchange Management (Transfer or Issue of Security by a Person Resident outside
India) Regulations, 2000, provides a general permission for the NRIs, FPIs and foreign venture capital investors registered
with SEBI to invest in shares of Indian companies by way of subscription in an IPO. However, such investments would be
subject to other investment restrictions under the Foreign Exchange Management (Transfer or Issue of Security by a Person
Resident outside India) Regulations, 2000, RBI and/or SEBI regulations as may be applicable to such investors.
The Allotment of the Equity Shares to Non-Residents shall be subject to the conditions, if any, as may be prescribed by the
Government of India/RBI while granting such approvals.
Option to receive securities in Dematerialized Form
In accordance with the SEBI ICDR Regulations, Allotment of Equity Shares to successful applicants will only be in the
dematerialized form. Applicants will not have the option of Allotment of the Equity Shares in physical form. The Equity
Shares on Allotment will be traded only on the dematerialized segment of the Stock Exchange. Allottees shall have the
option to re-materialize the Equity Shares, if they so desire, as per the provisions of the Companies Act and the Depositories
Act.
Further it is mandatory for the investor to furnish the details of his/her depositary account, & if for any reasons, details of
the account are incomplete or incorrect, the application shall be treated as incomplete & may be rejected by the Company
without any prior notice.
New Financial Instruments
There are no new financial instruments such as deep discounted bonds, debenture, warrants, secured premium notes, etc.
issued by our Company.

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 ISSUE STRUCTURE
This Issue is being made in terms of Regulation 229 (2) of Chapter IX of SEBI (ICDR) Regulations, 2018, as amended
from time to time, whereby, an issuer whose post issue paid up capital is more than ₹ 10 crores and upto ₹ 25 crores, shall
issue equity shares to the public and propose to list the same on the Small and Medium Enterprise Exchange (“SME
Exchange”, in this case being the Emerge Platform of NSE). For further details regarding the salient features and terms of
such an issue, please refer chapter titled “Terms of the Issue” and “Issue Procedure” beginning on Page No. 208 and 218
respectively of this Draft Red Herring Prospectus.
This public issue comprises of upto 1335600 Equity Shares of face value of ₹10/- each for cash at a price of ₹ [●]/- per
Equity Share including a share premium of ₹ [●]/- per Equity Share (the “issue price”) aggregating to ₹ [●]/- Lakhs (“the
issue”) by our Company. The Issue and the Net Issue will constitute [●]% and [●]%, respectively of the post issue paid up
Equity Share Capital of the Company.
This Issue is being made by way of Book Building Process(1):
Particulars of Market Maker Non-Institutional Retail Individual
QIBs
the Issue (2) Reservation Portion Applicants Investors
Number of [●] Equity Shares Not more than [●] Not less than [●] Equity Not less than [●]
Equity Shares Equity Shares. Shares Equity Shares
available for
allocation
Percentage of [●]% of the issue size Not more than 50% of Not less than 15% of the Not less than 35% of
issue size the Net Issue being Net Issue the Net Issue
available for available for allocation
allocation to QIB Bidders.
However, up to 5% of
the Net QIB Portion may
be available for
allocation
proportionately to
Mutual Funds only.
Mutual Funds
participating in the
Mutual Fund Portion
will also be eligible for
allocation in the
remaining QIB Portion.
The unsubscribed
portion in the Mutual
Fund Portion will be
added to the Net QIB
Portion
Basis of Firm Allotment Proportionate as Proportionate Proportionate
Allotment(3) follows:
d) [●] Equity Shares
shall be available
for allocation on a
proportionate basis
to Mutual Funds
only; and
e) [●] Equity Shares
shall be available
for allocation on a
proportionate basis
to all QIBs,
including Mutual
Funds receiving
allocation as per (a)
above.

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 Particulars of Market Maker Non-Institutional Retail Individual
QIBs
the Issue (2) Reservation Portion Applicants Investors
Mode of Bid Only through the Only through the ASBA Through ASBA Process Through ASBA
ASBA process. process. through banks or by Process through
using UPI ID for banks or by using
payment UPI ID for payment
Mode of Compulsorily in dematerialized form
Allotment
Minimum Bid [●] Equity Shares in Such number of Equity Such number of Equity [●] Equity Shares in
Size multiple of [●] Equity Shares and in multiples shares in multiple of [●] multiple of [●]
shares of [●] Equity Shares that Equity shares that Bid Equity shares so that
the Bid Amount exceeds size exceeds ₹ 2,00,000 the Bid Amount
₹ 200,000 does not exceed ₹
2,00,000
Maximum Bid [●] Equity Shares Such number of Equity Such number of Equity Such number of
Size Shares in multiples of Shares in multiples of Equity Shares in
[●] Equity Shares not [●] Equity Shares not multiples of [●]
exceeding the size of the exceeding the size of the Equity Shares so
Net Issue, subject to issue (excluding the QIB that the Bid Amount
applicable limits portion), subject to does not exceed ₹
limits as applicable to 2,00,000
the Bidder
Trading Lot [●] Equity Shares, [●] Equity Shares and in [●] Equity Shares and in
[●] Equity Shares
however, the Market multiples thereof multiples thereof
Maker may accept
odd lots if any in the
market as required
under the SEBI ICDR
Regulations
Terms of Full Bid Amount shall be blocked by the SCSBs in the bank account of the ASBA Bidder or by the
Payment Sponsor Bank through the UPI Mechanism, that is specified in the ASBA Form at the time of
submission of the ASBA Form.
Mode of Bid Only through the ASBA process
(6) This issue is being made in terms of Chapter IX of the SEBI (ICDR) Regulations, 2018, as amended from time to time.
(7) In terms of Rule 19(2) of the SCRR read with Regulation 252 of the SEBI (ICDR) Regulations, 2018 this is an issue for
at least 25% of the post issue paid-up Equity share capital of the Company. This issue is being made through Book
Building Process, wherein allocation to the public shall be as per Regulation 252 of the SEBI (ICDR) Regulations.
(8) Subject to valid Bids being received at or above the issue price, undersubscription, if any, in any category, except in
the QIB Portion, would be allowed to be met with spill-over from any other category or combination of categories of
Bidders at the discretion of our Company in consultation with the Book Running Lead Managers and the Designated
Stock Exchange, subject to applicable laws.
WITHDRAWAL OF THE ISSUE
In accordance with SEBI (ICDR) Regulations, the Company, in consultation with the Book Running Lead Manager,
reserves the right not to proceed with the Issue at any time before the Bid/Issue Opening Date, without assigning any reason
thereof.
In case, the Company wishes to withdraw the Issue after Bid/ Issue Opening but before allotment, the Company will give
public notice giving reasons for withdrawal of Issue. The public notice will appear in two widely circulated national
newspapers (one each in English and Hindi) and one in regional newspaper.
The Book Running Lead Manager, through the Registrar to the Issue, will instruct the SCSBs, to unblock the ASBA
Accounts within one Working Day from the day of receipt of such instruction. The notice of withdrawal will be issued in
the same newspapers where the pre-Issue advertisements have appeared and the Stock Exchange will also be informed
promptly. If our Company withdraws the Issue after the Bid/ Issue Closing Date and subsequently decides to undertake a
public offering of Equity Shares, our Company will file a fresh Draft Red Herring Prospectus with the stock exchange
where the Equity Shares may be proposed to be listed.

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Notwithstanding the foregoing, the Issue is subject to obtaining (i) the final listing and trading approvals of the Stock
Exchange, which our Company will apply for only after Allotment; and (ii) the registration of Draft Red Herring
Prospectus/ Red Herring Prospectus with RoC.
JURISDICTION
Exclusive jurisdiction for the purpose of this Issue is with the competent courts/authorities at Ahmedabad.
BID/ISSUE PROGRAMME
Events Indicative Dates
Bid/Issue Opening Date [●]
Bid/Issue Closing Date [●]
Finalization of Basis of Allotment with the Designated Stock Exchange On or before [●]
Initiation of Allotment / Refunds / Unblocking of Funds from ASBA Account
On or before [●]
or UPI ID linked bank account
Credit of Equity Shares to Demat accounts of Allottees On or before [●]
Commencement of trading of the Equity Shares on the Stock Exchange On or before [●]
Bids and any revisions to the same will be accepted only between 10.00 a.m. to 5.00 p.m. (Indian Standard Time) during
the Issue Period at the Bidding Centers mentioned in the Bid cum Application Form.
Standardization of cut-off time for uploading of bids on the Bid/Issue closing date:
1. A standard cut-off time of 3.00 p.m. for acceptance of bids.
2. A standard cut-off time of 4.00 p.m. for uploading of bids received from other than retail individual applicants.
3. A standard cut-off time of 5.00 p.m. for uploading of bids received from only retail individual applicants, which may
be extended up to such time as deemed fit by NSE after taking into account the total number of bids received up to the
closure of timings and reported by BRLM to NSE within half an hour of such closure.
It is clarified that Bids not uploaded in the book, would be rejected. In case of discrepancy in the data entered in the
electronic book vis-à-vis the data contained in the physical Bid form, for a particular bidder, the details as per physical bid
cum application form of that Bidder may be taken as the final data for the purpose of allotment.
Bids will be accepted only on Working Days, i.e., Monday to Friday (excluding any public holiday).

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 ISSUE PROCEDURE
All Applicants should review the General Information Document for Investing in Public Issue, prepared and issued in
accordance with the SEBI circular no CIR/CFD/DIL/12/2013 dated October 23, 2013 notified by SEBI and updated
pursuant to SEBI Circular CIR/CFD/POLICYCELL/11/2015 dated November 10, 2015,the SEBI Circular
SEBI/HO/CFD/DIL/CIR/P/2016/26 dated January 21, 2016, SEBI circular SEBI/HO/CFD/DIL2/CIR/P/2018/138 dated
November 1, 2018 and updated pursuant to SEBI Circular SEBI/HO/CFD/DIL1/CIR/P/2020/37 dated March 17, 2020 (the
“General Information Document”) which highlights the key rules, processes and procedures applicable to public issues in
general in accordance with the provisions of the Companies Act, the SCRA, the SCRR and the SEBI ICDR Regulations.
The General Information Document is available on the websites of Stock Exchange, the Company and the Book Running
Lead Manager. Please refer to the relevant provisions of the General Information Document which are applicable to the
Issue.
Additionally, all Applicants may refer to the General Information Document for information in relation to (i) Category of
investor eligible to participate in the Issue; (ii) maximum and minimum Issue size; (iii) price discovery and allocation; (iv)
Payment Instructions for ASBA Applicants; (v) Issuance of CAN and Allotment in the Issue; (vi) General instructions
(limited to instructions for completing the Application Form); (vii) designated date; (viii) disposal of applications; (ix)
submission of Application Form; (x) other instructions (limited to joint applications in cases of individual, multiple
applications and instances when an application would be rejected on technical grounds); (xi) applicable provisions of
Companies Act, 2013 relating to punishment for fictitious applications; (xii) mode of making refunds; and (xiv) interest in
case of delay in Allotment or refund.
SEBI through its UPI Circular no. SEBI/HO/CFD/DIL2/CIR/P/2018/138 dated November 1, 2018 read with its circular
no. SEBI/HO/CFD/DIL2/CIR/P/2019/50 dated April 3, 2019 and circular no. SEBI/HO/CFD/DIL2/CIR/P/2019/76 dated
June 28, 2019, has introduced an alternate payment mechanism using Unified Payments Interface (UPI) and consequent
reduction in timelines for listing in a phased manner. From January 1, 2019, the UPI Mechanism for RIIs applying through
Designated Intermediaries was made effective along with the existing process and existing timeline of T+6 days (“UPI
Phase I”). The UPI Phase I was effective till June 30, 2019.
Subsequently, for applications by Retail Individual Investors through Designated Intermediaries, the process of physical
movement of forms from Designated Intermediaries to SCSBs for blocking of funds has been discontinued and only the
UPI Mechanism with existing timeline of T+6 days is applicable for a period of three months or launch of five main board
public issues, whichever is later (“UPI Phase II”), with effect from July 1, 2019, by SEBI circular
(SEBI/HO/CFD/DIL2/CIR/P/2019/76) dated June 28, 2019, read with circular (SEBI/HO/CFD/DIL2/CIR/P/2019/85)
dated July 26, 2019. Further, as per the SEBI circular (SEBI/HO/CFD/DCR2/CIR/P/2019/133) dated November 8, 2019,
the UPI Phase II had been extended until March 31, 2020. However, due to the outbreak of COVID-19 pandemic, UPI
Phase II has been further extended by SEBI until further notice, by its circular (SEBI/HO/CFD/DIL2/CIR/P/2020/50) dated
March 30, 2020.Thereafter, the final reduced timeline of T+3 days may be made effective using the UPI Mechanism for
applications by Retail Individual Investors (“UPI Phase III”), as may be prescribed by SEBI. Further, SEBI, vide its circular
no. SEBI/HO/CFD/DIL2/CIR/P/2021/2480/1/M dated March 16, 2021, and circular no.
SEBI/HO/CFD/DIL2/P/CIR/2021/570 dated June 2, 2021, has introduced certain additional measures for streamlining the
process of initial public offers and redressing investor grievances. This circular is effective for initial public offers opening
on/or after May 1, 2021, except as amended pursuant to SEBI circular SEBI/HO/CFD/DIL2/P/CIR/2021/570 dated June
2, 2021, and SEBI circular no. SEBI/HO/CFD/DIL2/CIR/P/2022/51 dated April 20, 2022, and the provisions of this
circular are deemed to form part of this Prospectus. Furthermore, pursuant to SEBI circular no.
SEBI/HO/CFD/DIL2/P/CIR/P/2022/45 dated April 5, 2022, all individual Investors in initial public offerings (opening on
or after May 1, 2022) whose application sizes are up to ₹ 500,000 shall use the UPI Mechanism.
Furthermore, SEBI vide press release bearing number 12/2023 has approved the proposal for reducing the time period for
listing of shares in public issue from existing 6 working days to 3 working days from the date of the closure of the issue.
The revised timeline of T+3 days shall be made applicable in two phases i.e. voluntary for all public issues opening on or
after September 1, 2023 and mandatory on or after December 1, 2023. Further, SEBI has vide its circular no.
SEBI/HO/CFD/TPD1/CIR/P/2023/140 dated August 9, 2023 reduced the time taken for listing of specified securities after
the closure of a public issue to three Working Days. Accordingly, the Offer will be made under UPI Phase III on a
mandatory basis, subject to any circulars, clarification or notification issued by the SEBI from time to time.
The list of Banks that have been notified by SEBI as Issuer Banks for UPI are provided on
https://www.sebi.gov.in/sebiweb/other/OtherAction.do?doRecognisedFpi=yes&intmId=40. The list of Stockbrokers,
Depository Participants (DP), Registrar to an Issue and Share Transfer Agent (RTA) that have been notified by SME
Platform of National Stock Exchange of India Limited (“NSE EMERGE”) to act as intermediaries for submitting
Application Forms are provided on www.nseindia.com/emerge For details on their designated branches for submitting
Application Forms, please see the above mentioned website of Platform of National Stock Exchange of India Limited
(“NSE EMERGE”).

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Please note that the information stated/covered in this section may not be complete and/or accurate and as such would be
subject to modification/change. Our Company and BRLM do not accept any responsibility for the completeness and
accuracy of the information stated in this section and the General Information Document. Our Company and Book Running
Lead Manager would not be able to include any amendment, modification or change in applicable law, which may occur
after the date of Prospectus. Applicants are advised to make their independent investigations and ensure that their
application do not exceed the investment limits or maximum number of Equity Shares that can be held by them under
applicable law or as specified in the Draft Red Herring Prospectus and this Prospectus.
Further, the Company and the BRLM are not liable for any adverse occurrence’s consequent to the implementation of the
UPI Mechanism for application in this Issue.
BOOK BUILDING PROCEDURE
This Issue is being made in terms of Rule 19(2)(b) of the SCRR, through the Book Building Process in accordance with
Regulation 253 of the SEBI ICDR Regulations wherein not more than 50.00% of the Issue shall be allocated on a
proportionate basis to QIBs. Further, 5.00% of the QIB Portion shall be available for allocation on a proportionate basis
only to Mutual Funds, and spill-over from the remainder of the QIB Portion shall be available for allocation on a
proportionate basis to all QIBs, including Mutual Funds, subject to valid Bids being received at or above the Issue Price.
Further, not less than 15.00% of the Issue shall be available for allocation on a proportionate basis to Non-Institutional
Bidders and not less than 35.00% of the Issue shall be available for allocation to Retail Individual Bidders in accordance
with the SEBI ICDR Regulations, subject to valid Bids being received at or above the Issue Price.
Under-subscription, if any, in any category, except in the QIB Portion, would be allowed to be met with spill over from
any other category or combination of categories of Bidders at the discretion of our Company, in consultation with the
BRLM and the Designated Stock Exchange subject to receipt of valid Bids received at or above the Issue Price. Under-
subscription, if any, in the QIB Portion, would not be allowed to be met with spill-over from any other category or a
combination of categories.
The Equity Shares, on Allotment, shall be traded only in the dematerialized segment of the Stock Exchange.
Investors should note that the Equity Shares will be Allotted to all successful Bidders only in dematerialised form.
The Bid cum Application Forms which do not have the details of the Bidders’ depository account, including DP ID,
Client ID, the PAN and UPI ID, for RIBs Bidding in the Retail Portion using the UPI Mechanism, shall be treated
as incomplete and will be rejected. Bidders will not have the option of being Allotted Equity Shares in physical form.
However, they may get their Equity Shares rematerialized subsequent to Allotment of the Equity Shares in the
Issue, subject to applicable laws.
Investors must ensure that their PAN is linked with Aadhaar and are in compliance with the notification dated
February 13, 2020 issued by the Central Board of Direct Taxes and the press release dated June 25, 2021.
AVAILABILITY OF PROSPECTUS AND APPLICATION FORMS
The Memorandum containing the salient features of the Red Herring Prospectus together with the Application Forms and
copies of the Red Herring Prospectus may be obtained from the Registered Office of our Company, from the Registered
Office of the Book Running Lead Manager to the Issue, Registrar to the Issue as mentioned in the Application form. The
application forms may also be downloaded from the website of NSE i.e. www.nseindia.com. Applicants shall only use the
specified Application Form for the purpose of making an Application in terms of the Red Herring Prospectus. All the
applicants shall have to apply only through the ASBA process. ASBA Applicants shall submit an Application Form either
in physical or electronic form to the SCSB’s authorizing blocking of funds that are available in the bank account specified
in the Applicants shall only use the specified Application Form for the purpose of making an Application in terms of this
Draft Red Herring Prospectus. The Application Form shall contain space for indicating number of specified securities
subscribed for in demat form.
Phased implementation of Unified Payments Interface
SEBI has issued the UPI Circulars in relation to streamlining the process of public issue of inter alia, equity shares. Pursuant
to the UPI Circulars, the UPI Mechanism has been introduced in a phased manner as a payment mechanism (in addition to
mechanism of blocking funds in the account maintained with SCSBs under ASBA) for applications by RIBs through
Designated Intermediaries with the objective to reduce the time duration from public issue closure to listing from six
Working Days to up to three Working Days. Considering the time required for making necessary changes to the systems
and to ensure complete and smooth transition to the UPI payment mechanism, the UPI Circulars have introduced the UPI
Mechanism in three phases in the following manner:
Phase I: This phase was applicable from January 1, 2019 until March 31, 2019 or floating of five main board public issues,
whichever is later. Subsequently, the timeline for implementation of Phase I was extended till June 30, 2019. Under this
phase, an RII had the option to submit the ASBA Form with any of the Designated Intermediary and use his/ her UPI ID

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for the purpose of blocking of funds. The time duration from public Issue closure to listing continued to be six working
days.
Phase II: This phase has become applicable from July 1, 2019. SEBI vide its circular no.
SEBI/HO/CFD/DCR2/CIR/P/2019/133 dated November 8, 2019 had extended the timeline for implementation of UPI
Phase II till March 31, 2020. Further, SEBI vide its circular no. SEBI/HO/CFD/DIL2/CIR/P/2020 dated March 30, 2020
decided to continue Phase II of UPI with ASBA until further notice. Under this phase, submission of the ASBA Form by
RIBs through Designated Intermediaries (other than SCSBs) to SCSBs for blocking of funds will be discontinued and will
be replaced by the UPI Mechanism. However, the time duration from public Issue closure to listing would continue to be
six Working Days during this phase.
Phase III: This phase has become applicable on a voluntary basis for all issues opening on or after September 1, 2023 and
on a mandatory basis for all issues opening on or after December 1, 2023, vide SEBI circular bearing number
SEBI/HO/CFD/TPD1/CIR/P/2023/140 dated August 9, 2023 ("T+3 Notification”). In this phase, the time duration from
public issue closure to listing has been reduced to three Working Days. The Issue shall be undertaken pursuant to the
processes and procedures as notified in the T+3 Notification as applicable, subject to any circulars, clarification or
notification issued by the SEBI from time to time, including any circular, clarification or notification which may be issued
by SEBI.
The Issue is being made under Phase III of the UPI (on a mandatory basis).
All SCSBs offering facility of making application in public issues shall also provide facility to make application using the
UPI Mechanism. The Issuers will be required to appoint one of the SCSBs as a sponsor bank to act as a conduit between
the Stock Exchanges and NPCI in order to facilitate collection of requests and / or payment instructions of the Retail
Individual Applicants into the UPI Mechanism.
For further details, refer to the General Information Document available on the websites of the Stock Exchange and the
Book Running Lead Manager.
Bid cum Application Form
Copies of the Bid cum Application Form and the abridged prospectus will be available with the Designated Intermediaries
at the Bidding Centres, and our Registered and Corporate Office. An electronic copy of the Bid cum Application Form will
also be available for download on the websites of NSE (www.nseindia.com) at least one day prior to the Bid/Issue Opening
Date.
All Bidders shall mandatorily participate in the Issue only through the ASBA process. The RIs Bidding in the Retail Portion
can additionally Bid through the UPI Mechanism.
RIBs Bidding in the Retail Portion using the UPI Mechanism must provide the valid UPI ID in the relevant space provided
in the Bid cum Application Form and the Bid cum Application Form that does not contain the UPI ID are liable to be
rejected.
ASBA Bidders (other than RIBs using UPI Mechanism) must provide bank account details and authorization to block funds
in their respective ASBA Accounts in the relevant space provided in the ASBA Form and the ASBA Forms that do not
contain such details are liable to be rejected.
ASBA Bidders shall ensure that the Bids are made on ASBA Forms bearing the stamp of the Designated Intermediary,
submitted at the Bidding Centres only (except in case of electronic ASBA Forms) and the ASBA Forms not bearing such
specified stamp are liable to be rejected. RIBs Bidding in the Retail Portion using UPI Mechanism, may submit their ASBA
Forms, including details of their UPI IDs, with the Syndicate, Sub-Syndicate members, Registered Brokers, RTAs or CDPs.
RIBs authorizing an SCSB to block the Bid Amount in the ASBA Account may submit their ASBA Forms with the SCSBs.
ASBA Bidders must ensure that the ASBA Account has sufficient credit balance such that an amount equivalent to the full
Bid Amount can be blocked by the SCSB or the Sponsor Bank, as applicable at the time of submitting the Bid.
The prescribed colour of the Application Form for various categories is as follows:
Category Colour of Application
Form*
Resident Indians, including resident QIBs, Non-Institutional Investors, Retail
White
Individual Investors and Eligible NRIs applying on a non-repatriation basis
Non-Residents including Eligible NRIs, FII’s, FVCIs etc. applying on a repatriation basis Blue
Note: Electronic Bid Cum Application Forms will also be available for download on the website of the NSE
(www.nseindia.com).

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Designated Intermediaries (other than SCSBs) after accepting Bid Cum Application Form submitted by RIIs (without using
UPI for payment), NIIs and QIBs shall capture and upload the relevant details in the electronic bidding system of stock
exchange(s) and shall submit/deliver the Bid Cum Application Forms to respective SCSBs where the Bidders has a bank
account and shall not submit it to any non-SCSB Bank.
Further, for applications submitted to designated intermediaries (other than SCSBs), with use of UPI for payment, after
accepting the Bid Cum Application Form, respective intermediary shall capture and upload the relevant application details,
including UPI ID, in the electronic bidding system of stock exchange(s).
Bidders shall only use the specified Bid Cum Application Form for making an Application in terms of this Draft Red
Herring Prospectus.
The Bid Cum Application Form shall contain information about the Bidder and the price and the number of Equity Shares
that the Bidders wish to apply for. Bid Cum Application Forms downloaded and printed from the websites of the Stock
Exchange shall bear a system generated unique application number. Bidders are required to ensure that the ASBA Account
has sufficient credit balance as an amount equivalent to the full Application Amount can be blocked by the SCSB or
Sponsor Bank at the time of submitting the Application.
An Investor, intending to subscribe to this Issue, shall submit a completed Bid Cum Application Form to any of the
following intermediaries (Collectively called “Designated Intermediaries”):
Sr. No. Designated Intermediaries
1. An SCSB, with whom the bank account to be blocked, is maintained
2. A syndicate member (or sub-syndicate member)
A stock broker registered with a recognized stock exchange (and whose name is mentioned on the website of
3.
the stock exchange as eligible for this activity) (‘broker’)
A depository participant (‘DP’) (whose name is mentioned on the website of the stock exchange as eligible for
4.
this activity)
A registrar to an Issue and share transfer agent (‘RTA’) (whose name is mentioned on the website of the stock
5.
exchange as eligible for this activity)
Retails investors submitting application with any of the entities at (ii) to (v) above (hereinafter referred as
“Intermediaries”), and intending to use UPI, shall also enter their UPI ID in the Bid Cum Application Form.
The aforesaid intermediary shall, at the time of receipt of application, give an acknowledgement to investor, by giving the
counter foil or specifying the application number to the investor, as a proof of having accepted the Bid Cum Application
Form, in physical or electronic mode, respectively.
The upload of the details in the electronic bidding system of stock exchange will be done by:
For Applications After accepting the form, SCSB shall capture and upload the relevant details in the electronic
submitted by bidding system as specified by the stock exchange and may begin blocking funds available in the
Investors to SCSB: bank account specified in the form, to the extent of the application money specified.
For applications After accepting the Bid Cum Application Form, respective Intermediary shall capture and upload
submitted by the relevant details in the electronic bidding system of the stock exchange. Post uploading, they
investors to shall forward a schedule as per prescribed format along with the Bid Cum Application Forms to
intermediaries other designated branches of the respective SCSBs for blocking of funds within one day of closure of
than SCSBs: Issue.
For applications After accepting the Bid Cum Application Form, respective intermediary shall capture and upload
submitted by the relevant application details, including UPI ID, in the electronic bidding system of stock
investors to exchange. Stock exchange shall share application details including the UPI ID with sponsor bank
intermediaries other on a continuous basis, to enable sponsor bank to initiate mandate request on investors for blocking
than SCSBs with use of funds. Sponsor bank shall initiate request for blocking of funds through NPCI to investor.
of UPI for payment: Investor to accept mandate request for blocking of funds, on his/her mobile application,
associated with UPI ID linked bank account.
Stock exchange shall validate the electronic bid details with depository’s records for DP ID/Client ID and PAN, on a real-
time basis and bring the inconsistencies to the notice of intermediaries concerned, for rectification and re-submission within
the time specified by stock exchange.
Stock exchange shall allow modification of selected fields viz. DP ID/Client ID or Pan ID (Either DP ID/Client ID or Pan
ID can be modified but not BOTH), Bank code and Location code, in the bid details already uploaded.

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Upon completion and submission of the Bid Cum Application Form to Application Collecting intermediaries, the Bidders
are deemed to have authorized our Company to make the necessary changes in the Red Herring Prospectus and/or
Prospectus, without prior or subsequent notice of such changes to the Bidders.
For RIBs using UPI Mechanism, the Stock Exchange shall share the Bid details (including UPI ID) with the Sponsor Bank
on a continuous basis to enable the Sponsor Bank to initiate UPI Mandate Request to RIBs for blocking of funds. The
Sponsor Bank shall initiate request for blocking of funds through NPCI to RIBs, who shall accept the UPI Mandate Request
for blocking of funds on their respective mobile applications associated with UPI ID linked bank account. For all pending
UPI Mandate Requests, the Sponsor Bank shall initiate requests for blocking of funds in the ASBA Accounts of relevant
Bidders with a confirmation cut-off time of 12:00 pm on the first Working Day after the Bid/ Issue Closing Date (“Cut-
Off Time”). Accordingly, RIBs should accept UPI Mandate Requests for blocking off funds prior to the Cut- Off Time and
all pending UPI Mandate Requests at the Cut-Off Time shall lapse. The NPCI shall maintain an audit trail for every bid
entered in the Stock Exchange bidding platform, and the liability to compensate RIBs (using the UPI Mechanism) in case
of failed transactions shall be with the concerned entity (i.e. the Sponsor Bank, NPCI or the bankers to an issue) at whose
end the lifecycle of the transaction has come to a halt. The NPCI shall share the audit trail of all disputed transactions/
investor complaints to the Sponsor Banks and the bankers to an issue. The BRLM shall also be required to obtain the audit
trail from the Sponsor Banks and the Bankers to the Issue for analysing the same and fixing liability.
WHO CAN BID?
Each Bidder should check whether it is eligible to apply under applicable law, rules, regulations, guidelines and policies.
Furthermore, certain categories of Bidders, such as NRIs, FPIs and FVCIs may not be allowed to apply in the Issue or to
hold Equity Shares, in excess of certain limits specified under applicable law. Bidders are requested to refer to this Draft
Red Herring Prospectus for more details.
Subject to the above, an illustrative list of Bidders is as follows:
a) Indian nationals’ resident in India who are not incompetent to contract under the Indian Contract Act, 1872, as amended,
in single or as a joint application and minors having valid Demat account as per Demographic Details provided by the
Depositories. Furthermore, based on the information provided by the Depositories, our Company shall have the right
to accept the Applications belonging to an account for the benefit of minor (under guardianship);
b) Hindu Undivided Families or HUFs, in the individual name of the Karta. The Bidder should specify that the application
is being made in the name of the HUF in the Bid Cum Application Form as follows: ―Name of Sole or First Bidder:
XYZ Hindu Undivided Family applying through XYZ, where XYZ is the name of the Karta‖. Applications by HUFs
would be considered at par with those from individuals;
c) Companies, corporate bodies and societies registered under the applicable laws in India and authorized to invest in the
Equity Shares under their respective constitutional and charter documents;
d) Mutual Funds registered with SEBI;
e) Eligible NRIs on a repatriation basis or on a non-repatriation basis, subject to applicable laws. NRIs other than Eligible
NRIs are not eligible to participate in this Issue;
f) Indian Financial Institutions, scheduled commercial banks, regional rural banks, co-operative banks (subject to RBI
permission, and the SEBI Regulations and other laws, as applicable);
g) FPIs other than Category III FPI; VCFs and FVCIs registered with SEBI;
h) Limited Liability Partnerships (LLPs) registered in India and authorized to invest in equity shares;
i) Sub-accounts of FIIs registered with SEBI, which are foreign corporate or foreign individuals only under the Non-
Institutional Bidder ‘s category;
j) Venture Capital Funds and Alternative Investment Fund (I) registered with SEBI; State Industrial Development
Corporations;
k) Foreign Venture Capital Investors registered with the SEBI;
l) Trusts/societies registered under the Societies Registration Act, 1860, as amended, or under any other law relating to
Trusts and who are authorized under their constitution to hold and invest in equity shares;
m) Scientific and/or Industrial Research Organizations authorized to invest in equity shares;
n) Insurance Companies registered with Insurance Regulatory and Development Authority, India;
o) Provident Funds with minimum corpus of ₹ 25 Crores and who are authorized under their constitution to hold and
invest in equity shares;

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p) Pension Funds and Pension Funds with minimum corpus of ₹ 25 Crores and who are authorized under their constitution
to hold and invest in equity shares;
q) National Investment Fund set up by Resolution no. F. No. 2/3/2005-DDII dated November 23, 2005 of Government of
India published in the Gazette of India;
r) Multilateral and bilateral development financial institution;
s) Eligible QFIs;
t) Insurance funds set up and managed by army, navy or air force of the Union of India;
u) Insurance funds set up and managed by the Department of Posts, India;
v) Any other person eligible to apply in this Issue, under the laws, rules, regulations, guidelines and policies applicable to
them.
APPLICATIONS NOT TO BE MADE BY
1. Minors (except through their Guardians)
2. Partnership firms or their nominations
3. Foreign Nationals (except NRIs)
4. Overseas Corporate Bodies
As per the existing regulations, OCBs are not eligible to participate in this Issue. The RBI has however clarified in
its circular, A.P. (DIR Series) Circular No. 44, dated December 8, 2003 that OCBs which are incorporated and are
not under the adverse notice of the RBI are permitted to undertake fresh investments as 138 incorporated non-
resident entities in terms of Regulation 5(1) of RBI Notification No.20/2000-RB dated May 3, 2000 under FDI
Scheme with the prior approval of Government if the investment is through Government Route and with the prior
approval of RBI if the investment is through Automatic Route on case by case basis. OCBs may invest in this Issue
provided it obtains a prior approval from the RBI. On submission of such approval along with the Bid Cum
Application Form, the OCB shall be eligible to be considered for share allocation.
MAXIMUM AND MINIMUM APPLICATION SIZE
1. For Retail Individual Bidders
The Application must be for a minimum of [●] Equity Shares and in multiples of [●] Equity Shares thereafter, so as to
ensure that the Application Price payable by the Bidder does not exceed ₹ 2,00,000. In case of revision of Applications,
the Retail Individual Bidders have to ensure that the Application Price does not exceed ₹ 2,00,000.
2. For Other than Retail Individual Bidders (Non-Institutional Applicants and QIBs):
The Application must be for a minimum of such number of Equity Shares that the Application Amount exceeds ₹
2,00,000 and in multiples of [●] Equity Shares thereafter. An Application cannot be submitted for more than the Net
Issue Size. However, the maximum Application by a QIB investor should not exceed the investment limits prescribed
for them by applicable laws. Under existing SEBI Regulations, a QIB Bidder cannot withdraw its Application after the
Issue Closing Date and is required to pay 100% QIB Margin upon submission of Application.
In case of revision in Applications, the Non-Institutional Bidders, who are individuals, have to ensure that the
Application Amount is greater than ₹ 2,00,000 for being considered for allocation in the Non-Institutional Portion.
Bidders are advised to ensure that any single Application from them does not exceed the investment limits or
maximum number of Equity Shares that can be held by them under applicable law or regulation or as specified in
this Draft Red Herring Prospectus.
The above information is given for the benefit of the Bidders. The Company and the BRLM are not liable for any
amendments or modification or changes in applicable laws or regulations, which may occur after the date of this
Draft Red Herring Prospectus. Bidders are advised to make their independent investigations and ensure that the
number of Equity Shares applied for do not exceed the applicable limits under laws or regulations.
METHOD OF BIDDING PROCESS
Our Company, in consultation with the BRLM will decide the Price Band and the minimum Bid lot size for the Issue and
the same shall be advertised in all editions of the English national newspaper, all editions of Hindi national newspaper and
[●] Edition of Regional newspaper [●] where the registered office of the company is situated, each with wide circulation
at least two Working Days prior to the Bid / Issue Opening Date. The BRLM and the SCSBs shall accept Bids from the
Bidders during the Bid / Issue Period.

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a) The Bid / Issue Period shall be for a minimum of three Working Days and shall not exceed 10 Working Days. The Bid/
Issue Period maybe extended, if required, by an additional three Working Days, subject to the total Bid/ Issue Period
not exceeding 10 Working Days. Any revision in the Price Band and the revised Bid / Issue Period, if applicable, will
be published in all editions of the English national newspaper [●], all editions of Hindi national newspaper [●] and [●]
Edition of Regional newspaper [●] where the registered office of the company is situated, each with wide circulation
and also by indicating the change on the websites of the Book Running Lead Manager.
b) Each Bid cum Application Form will give the Bidder the choice to Bid for up to three optional prices (for details refer
to the paragraph titled “Bids at Different Price Levels and Revision of Bids” below) within the Price Band and specify
the demand (i.e., the number of Equity Shares Bid for) in each option. The price and demand options submitted by the
Bidder in the Bid cum Application Form will be treated as optional demands from the Bidder and will not be cumulated.
After determination of the Issue Price, the maximum number of Equity Shares Bid for by a Bidder/Applicant at or
above the Issue Price will be considered for allocation/Allotment and the rest of the Bid(s), irrespective of the Bid
Amount, will become automatically invalid.
c) The Bidder / Applicant cannot Bid through another Bid cum Application Form after Bids through one Bid cum
Application Form have been submitted to a BRLM or the SCSBs. Submission of a second Bid cum Application Form
to either the same or to another BRLM or SCSB will be treated as multiple Bid and is liable to be rejected either before
entering the Bid into the electronic bidding system, or at any point of time prior to the allocation or Allotment of Equity
Shares in this Issue. However, the Bidder can revise the Bid through the Revision Form, the procedure for which is
detailed under the paragraph “Buildup of the Book and Revision of Bids”.
d) The BRLM/the SCSBs will enter each Bid option into the electronic bidding system as a separate Bid and generate a
Transaction Registration Slip, (“TRS”), for each price and demand option and give the same to the Bidder. Therefore,
a Bidder can receive up to three TRSs for each Bid cum Application Form
e) Upon receipt of the Bid cum Application Form, submitted whether in physical or electronic mode, the Designated
Branch of the SCSB shall verify if sufficient funds equal to the Bid Amount are available in the ASBA Account, as
mentioned in the Bid cum Application Form, prior to uploading such Bids with the Stock Exchange.
f) If sufficient funds are not available in the ASBA Account, the Designated Branch of the SCSB shall reject such Bids
and shall not upload such Bids with the Stock Exchange.
g) If sufficient funds are available in the ASBA Account, the SCSB shall block an amount equivalent to the Bid Amount
mentioned in the Bid cum Application Form and will enter each Bid option into the electronic bidding system as a
separate Bid and generate a TRS for each price and demand option. The TRS shall be furnished to the ASBA Bidder on
request.
h) The Bid Amount shall remain blocked in the aforesaid ASBA Account until finalization of the Basis of Allotment and
consequent transfer of the Bid Amount against the Allotted Equity Shares to the Public Issue Account, or until
withdrawal/failure of the Issue or until withdrawal/rejection of the Bid cum Application Form, as the case may be. Once
the Basis of Allotment is finalized, the Registrar to the Issue shall send an appropriate request to the SCSB for
unblocking the relevant ASBA Accounts and for transferring the amount allocable to the successful Bidders to the
Public Issue Account. In case of withdrawal/failure of the Issue, the blocked amount shall be unblocked on receipt of
such information from the Registrar to the Issue.
BIDS AT DIFFERENT PRICE LEVELS AND REVISION OF BIDS
a) Our Company in consultation with the BRLM, and without the prior approval of, or intimation, to the Bidders, reserves
the right to revise the Price Band during the Bid/ Issue Period, provided that the Cap Price shall be less than or equal to
120% of the Floor Price and the Floor Price shall not be less than the face value of the Equity Shares. The revision in
Price Band shall not exceed 20% on the either side i.e. the floor price can move up or down to the extent of 20% of the
floor price disclosed. If the revised price band decided, falls within two different price bands than the minimum
application lot size shall be decided based on the price band in which the higher price falls into.
b) Our Company in consultation with the BRLM, will finalize the Issue Price within the Price Band, without the prior
approval of, or intimation, to the Bidders.
c) The Bidders can Bid at any price within the Price Band. The Bidder has to Bid for the desired number of Equity Shares
at a specific price. Retail Individual Bidders may Bid at the Cut-off Price. However, bidding at the Cut-off Price is
prohibited for QIB and Non-Institutional Bidders and such Bids from QIB and Non-Institutional Bidders shall be
rejected.
d) Retail Individual Bidders, who Bid at Cut-off Price agree that they shall purchase the Equity Shares at any price within
the Price Band. Retail Individual Bidders shall submit the Bid cum Application Form along with a cheque/demand draft
for the Bid Amount based on the Cap Price with the Syndicate. In case of ASBA Bidders (excluding Non-Institutional

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 Bidders and QIB Bidders) bidding at Cut-off Price, the ASBA Bidders shall instruct the SCSBs to block an amount
based on the Cap Price.
Participation by Associates /Affiliates of BRLM and the Syndicate Members
The BRLM and the Syndicate Members, if any, shall not be allowed to purchase in this Issue in any manner, except towards
fulfilling their underwriting obligations. However, the associates and affiliates of the BRLM and the Syndicate Members,
if any, may subscribe the Equity Shares in the Issue, either in the QIB Category or in the Non-Institutional Category as
may be applicable to such Bidders, where the allocation is on a proportionate basis and such subscription may be on their
own account or on behalf of their clients.
Option to Subscribe in the Issue
a. As per Section 29(1) of the Companies Act 2013, allotment of Equity Shares shall be made in dematerialized form
only. Investors will not have the option of getting allotment of specified securities in physical form.
b. The Equity Shares, on allotment, shall be traded on the Stock Exchange in demat segment only.
c. A single application from any investor shall not exceed the investment limit/minimum number of Equity Shares that
can be held by him/her/it under the relevant regulations/statutory guidelines and applicable law.
Information for the Bidders:
1. Our Company and the Book Running Lead Manager shall declare the Issue Opening Date and Issue Closing Date in
the Draft Red Herring Prospectus to be registered with the RoC and also publish the same in two national newspapers
(one each in English and Hindi) and in a regional newspaper with wide circulation. This advertisement shall be in
prescribed format.
2. Our Company will file the Red Herring Prospectus with the RoC at least 3 (three) working days before the Issue
Opening Date.
3. Copies of the Bid Cum Application Form along with Abridge Prospectus and copies of the Draft Red Herring Prospectus
will be available with the, the Book Running Lead Manager, the Registrar to the Issue, and at the Registered Office of
our Company. Electronic Bid Cum Application Forms will also be available on the websites of the Stock Exchange.
4. Any Bidder who would like to obtain the Draft Red Herring Prospectus and/ or the Bid Cum Application Form can
obtain the same from our Registered Office.
5. Bidders who are interested in subscribing for the Equity Shares should approach Designated Intermediaries to register
their applications.
6. Bid Cum Application Forms submitted directly to the SCSBs should bear the stamp of the SCSBs and/or the Designated
Branch, or the respective Designated Intermediaries. Bid Cum Application Form submitted by Applicants whose
beneficiary account is inactive shall be rejected.
7. The Bid Cum Application Form can be submitted either in physical or electronic mode, to the SCSBs with whom the
ASBA Account is maintained, or other Designated Intermediaries (Other than SCSBs). SCSBs may provide the
electronic mode of collecting either through an internet enabled collecting and banking facility or such other secured,
electronically enabled mechanism for applying and blocking funds in the ASBA Account. The Retail Individual
Applicants has to apply only through UPI Channel, they have to provide the UPI ID and validate the blocking of the
funds and such Bid Cum Application Forms that do not contain such details are liable to be rejected.
8. Bidders applying directly through the SCSBs should ensure that the Bid Cum Application Form is submitted to a
Designated Branch of SCSB, where the ASBA Account is maintained. Applications submitted directly to the SCSB’s
or other Designated Intermediaries (Other than SCSBs), the relevant SCSB, shall block an amount in the ASBA
Account equal to the Application Amount specified in the Bid Cum Application Form, before entering the ASBA
application into the electronic system.
9. Except for applications by or on behalf of the Central or State Government and the Officials appointed by the courts
and by investors residing in the State of Sikkim, the Bidders, or in the case of application in joint names, the first Bidder
(the first name under which the beneficiary account is held), should mention his/her PAN allotted under the Income
Tax Act. In accordance with the SEBI Regulations, the PAN would be the sole identification number for participating
transacting in the securities market, irrespective of the amount of transaction. Any Bid Cum Application Form without
PAN is liable to be rejected. The demat accounts of Bidders for whom PAN details have not been verified, excluding
person resident in the State of Sikkim or persons who may be exempted from specifying their PAN for transacting in
the securities market, shall be “suspended for credit” and no credit of Equity Shares pursuant to the Issue will be made
into the accounts of such Bidders.

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10. The Bidders may note that in case the PAN, the DP ID and Client ID mentioned in the Bid Cum Application Form and
entered into the electronic collecting system of the Stock Exchange Designated Intermediaries do not match with PAN,
the DP ID and Client ID available in the Depository database, the Bid Cum Application Form is liable to be rejected.
BIDS BY HUFS
Bids by Hindu Undivided Families or HUFs should be made in the individual name of the Karta. The Bidder should specify
that the Bid is being made in the name of the HUF in the Bid cum Application Form/Application Form as follows: “Name
of sole or first Bidder: XYZ Hindu Undivided Family applying through XYZ, where XYZ is the name of the Karta”.
Bids/Applications by HUFs will be considered at par with Bids/Applications from individuals.
BIDS BY MUTUAL FUNDS
With respect to Bids by Mutual Funds, a certified copy of their SEBI registration certificate must be lodged along with the
Bid cum Application Form. Failing this, our Company, in consultation with the BRLM, reserve the right to reject any Bid
without assigning any reason thereof.
Bids made by asset management companies or custodians of Mutual Funds shall specifically state names of the concerned
schemes for which such Bids are made.
In case of a Mutual Fund, a separate Bid can be made in respect of each scheme of the Mutual Fund registered with SEBI
and such Bids in respect of more than one scheme of the Mutual Fund will not be treated as multiple Bids provided that
the Bids clearly indicate the scheme concerned for which the Bid has been made.
No Mutual Fund scheme shall invest more than 10.00% of its net asset value in equity shares or equity related instruments
of any single company provided that the limit of 10.00% shall not be applicable for investments in case of index funds or
sector or industry specific schemes. No Mutual Fund under all its schemes should own more than 10.00% of any company’s
paid-up share capital carrying voting rights.
BIDS BY ELIGIBLE NRIS
Eligible NRIs may obtain copies of Bid cum Application Form from the Designated Intermediaries. Only Bids
accompanied by payment in Indian Rupees or freely convertible foreign exchange will be considered for Allotment.
Eligible NRI Bidders bidding on a repatriation basis by using the Non-Resident Forms should authorize their SCSB (if
they are Bidding directly through the SCSB) or confirm or accept the UPI Mandate Request (in case of Bidding through
the UPI Mechanism) to block their Non-Resident External (“NRE”) accounts, or Foreign Currency Non-Resident
(“FCNR”) Accounts, and eligible NRI Bidders bidding on a non- repatriation basis by using Resident Forms should
authorize their SCSB (if they are Bidding directly through SCSB) or confirm or accept the UPI Mandate Request (in case
of Bidding through the UPI Mechanism) to block their Non-Resident Ordinary (“NRO”) accounts for the full Bid Amount,
at the time of the submission of the Bid cum Application Form. Participation of Eligible NRIs in the Issue shall be subject
to the FEMA Rules.
In accordance with the Consolidated FDI Policy, the total holding by any individual NRI, on a repatriation or non-
repatriation basis, shall not exceed 5.00% of the total paid-up equity capital on a fully diluted basis or shall not exceed
5.00% of the paid-up value of each series of debentures or preference shares or share warrants issued by an Indian company
and the total holdings of all NRIs and OCIs put together, on a repatriation or non- repatriation basis, shall not exceed 10%
of the total paid-up equity capital on a fully diluted basis or shall not exceed 10% of the paid-up value of each series of
debentures or preference shares or share warrant. Provided that the aggregate ceiling of 10.00% may be raised to 24.00%
if a special resolution to that effect is passed by the general body of the Indian company.
NRIs will be permitted to apply in the Issue through Channel I or Channel II (as specified in the UPI Circular). Further,
subject to applicable law, NRIs may use Channel IV (as specified in the UPI Circular) to apply in the Issue, provided the
UPI facility is enabled for their NRE/ NRO accounts.
NRIs applying in the Issue using UPI Mechanism are advised to enquire with the relevant bank whether their bank account
is UPI linked prior to making such application. For details of investment by NRIs, please refer chapter titled “Restrictions
on Foreign Ownership of Indian Securities” beginning on Page No. 243 of this Draft Red Herring Prospectus. Participation
of eligible NRIs shall be subject to FEMA NDI Rules.
BIDS BY FPIS
In terms of the SEBI FPI Regulations, the issue of Equity Shares to a single FPI or an investor group (which means the
same multiple entities having common ownership directly or indirectly of more than 50% or common control) must be
below 10% of our post-Issue Equity Share capital. Further, in terms of the FEMA NDI Rules, with effect from April 1,
2020, the aggregate FPI investment limit is the sectoral cap applicable to an Indian company as prescribed in the FEMA
NDI Rules with respect to its paid-up equity capital on a fully diluted basis. Currently, the sectoral cap for retail trading of
food products manufactured and/ or produced in India is 100% under automatic route.

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FPIs are permitted to participate in the Issue subject to compliance with conditions and restrictions which may be specified
by the Government from time to time. In case of Bids made by FPIs, a certified copy of the certificate of registration issued
under the SEBI FPI Regulations is required to be attached to the Bid cum Application Form, failing which our Company
reserves the right to reject any Bid without assigning any reason. FPIs who wish to participate in the Issue are advised to
use the Bid cum Application Form for Non-Residents.
In terms of the FEMA, for calculating the aggregate holding of FPIs in a company, holding of all registered FPIs shall be
included.
The FEMA NDI Rules were enacted on October 17, 2019 in supersession of the Foreign Exchange Management (Transfer
or Issue of Security by a Person Resident Outside India) Regulations, 2017, except as respects things done or omitted to
be done before such supersession. FPIs are permitted to participate in the Issue subject to compliance with conditions and
restrictions which may be specified by the Government from time to time.
Subject to compliance with all applicable Indian laws, rules, regulations, guidelines and approvals in terms of Regulation
21 of the SEBI FPI Regulations, an FPI, may issue, subscribe to or otherwise deal in offshore derivative instruments(as
defined under the SEBI FPI Regulations as any instrument, by whatever name called, which is issued overseas by a FPI
against securities held by it in India, as its underlying) directly or indirectly, only in the event (i) such offshore derivative
instruments are issued only by persons registered as Category I FPIs; (ii) such offshore derivative instruments are issued
only to persons eligible for registration as Category I FPIs; (iii) such offshore derivative instruments are issued after
compliance with ‘know your client’ norms; and (iv) such other conditions as may be specified by SEBI from time to time.
An FPI issuing off-shore derivate instruments is also required to ensure that any transfer of off-shore derivative instruments
issued by, or on behalf of it subject to, inter alia, the following conditions:
(ii). such offshore derivative instruments are transferred to person subject to fulfilment of SEBI FPI Regulations; and
(iii). prior consent of the FPI is obtained for such transfer, except when the persons to whom the offshore derivative
instruments are to be transferred are pre-approved by the FPI.
Bids by FPIs which utilise the multi-investment manager structure in accordance with the Operational Guidelines for
Foreign Portfolio Investors and Designated Depository Participants issued to facilitate implementation of the SEBI FPI
Regulations (“Operational FPI Guidelines”), submitted with the same PAN but with different beneficiary account numbers,
Client IDs and DP IDs shall not be treated as multiple Bids (“MIM Bids”). It is hereby clarified that FPIs bearing the same
PAN may be treated as multiple Bids by a Bidder and may be rejected, except for Bids from FPIs that utilise the multi-
investment manager structure in accordance with the Operational FPI Guidelines (such structure referred to as “MIM
Structure”). In order to ensure valid Bids, FPIs making MIM Bids using the same PAN and with different beneficiary
account numbers, Client IDs and DP IDs, are required to submit a confirmation that their Bids are under the MIM Structure
and indicate the name of their investment managers in such confirmation which shall be submitted along with each of their
Bid cum Application Forms. In the absence of such confirmation from the relevant FPIs, such MIM Bids shall be rejected.
BIDS BY SEBI-REGISTERED AIFS, VCFS AND FVCIS
The SEBI FVCI Regulations, SEBI VCF Regulations and the SEBI AIF Regulations prescribe, inter alia, the investment
restrictions on the FVCIs, VCFs and AIFs registered with SEBI respectively. FVCIs can invest only up to 33.33% of the
investible funds by way of subscription to an initial public offering. Category I AIF and Category II AIF cannot invest
more than 25% of the investible funds in one investee company directly or through investment in the units of other AIFs.
A Category III AIF cannot invest more than 10% of the investible funds in one investee company directly or through
investment in the units of other AIFs. AIFs which are authorized under the fund documents to invest in units of AIFs are
prohibited from offering their units for subscription to other AIFs. A VCF registered as a Category I AIF, as defined in the
SEBI AIF Regulations, cannot invest more than 1/3rd of its investible funds by way of subscription to an initial public
offering of a venture capital undertaking. Additionally, a VCF that has not re-registered as an AIF under the SEBI AIF
Regulations shall continue to be regulated by the SEBI VCF Regulations (and accordingly shall not be allowed to
participate in the Issue) until the existing fund or scheme managed by the fund is wound up and such funds shall not launch
any new scheme after the notification of the SEBI AIF Regulations.
There is no reservation for Eligible NRIs, FPIs and FVCIs and all Bidders will be treated on the same basis with
othercategories for the purpose of allocation.
Further, the shareholding of VCFs, category I AIFs or category II AIFs and FVCIs holding Equity Shares prior to Issue,
shall be locked-in for a period of at least one year from the date of purchase of such Equity Shares.
All non-resident investors should note that refunds, dividends and other distributions, if any, will be payable in Indian
Rupees only and net of bank charges and commission.

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The Company or the BRLM will not be responsible for loss, if any, incurred by the Bidder on account of conversion of
foreign currency.
BIDS BY LIMITED LIABILITY PARTNERSHIPS
In case of Bids made by limited liability partnerships registered under the Limited Liability Partnership Act, 2008, a
certified copy of certificate of registration issued under the Limited Liability Partnership Act, 2008, must be attached to
the Bid cum Application Form. Failing this, our Company, in consultation with the BRLM, reserve the right to reject any
Bid without assigning any reason thereof.
BIDS BY BANKING COMPANIES
In case of Bids made by banking companies registered with RBI, certified copies of: (i) the certificate of registration issued
by RBI, and (ii) the approval of such banking company’s investment committee are required to be attached to the Bid cum
Application Form. Failing this, our Company, in consultation with the BRLM, reserves the right to reject any Bid without
assigning any reason thereof. The investment limit for banking companies in non-financial services companies as per the
Banking Regulation Act, the Reserve Bank of India (Financial Services provided by Banks) Directions, 2016, as amended
and Master Circular on Basel III Capital Regulations dated July 01, 2014, as amended, is 10.00% of the paid up share
capital of the investee company, not being its subsidiary engaged in non-financial services, or 10.00% of the bank’s own
paid-up share capital and reserves, whichever is lower.
However, a banking company would be permitted to invest in excess of 10% but not exceeding 30% of the paid up share
capital of such investee company, subject to prior approval of the RBI if (i) the investee company is engaged in non-
financial activities permitted for banking companies in terms of Section 6(1) of the Banking Regulation Act; or (ii) the
additional acquisition is through restructuring of debt, or to protect the banking company’s interest on loans/investments
made to a company. The bank is required to submit a time bound action plan to the RBI for the disposal of such shares
within a specified period. The aggregate investment by a banking company along with its subsidiaries, associates or joint
ventures or entities directly or indirectly controlled by the bank; and mutual funds managed by asset management
companies controlled by the bank, more than 20% of the investee company’s paid up share capital engaged in non-financial
services. However, this cap doesn’t apply to the cases mentioned in (i) and (ii) above. The aggregate equity investments
made by a banking company in all subsidiaries and other entities engaged in financial services and non-financial services,
including overseas investments shall not exceed 20% of the bank’s paid-up share capital and reserves.
In terms of the Master Circular on Basel III Capital Regulations dated July 1, 2014, as amended (i) a bank’s investment in
the capital instruments issued by banking, financial and insurance entities should not exceed 10% of its capital funds; (ii)
banks should not acquire any fresh stake in a bank's equity shares, if by such acquisition, the investing bank's holding
exceeds 5% of the investee bank's equity capital; (iii) equity investment by a bank in a subsidiary company, financial
services company, financial institution, stock and other exchanges should not exceed 10% of the bank's paid-up share
capital and reserves; (iv) equity investment by a bank in companies engaged in non-financial services activities would be
subject to a limit of 10% of the investee company’s paid- up share capital or 10% of the bank’s paid-up share capital and
reserves, whichever is less; and (v) a banking company is restricted from holding shares in any company, whether as
pledgee, mortgagee or absolute owner, of an amount exceeding 30% of the paid-up share capital of that company or 30%
of its own paid-up share capital and reserves, whichever is less. For details in relation to the investment limits under Master
Direction – Ownership in Private Sector Banks, Directions, 2016, please refer chapter titled “Key Industry Regulations”
beginning on Page No. 127 of this Draft Red Herring Prospectus.
BIDS BY SCSBS
SCSBs participating in the Issue are required to comply with the terms of the circulars issued by the SEBI dated September
13, 2012 and January 2, 2013. Such SCSBs are required to ensure that for making applications on their own account using
ASBA, they should have a separate account in their own name with any other SEBI registered SCSBs. Further, such account
shall be used solely for the purpose of making application in public issues and clear demarcated funds should be available
in such account for such applications.
BIDS BY SYSTEMICALLY IMPORTANT NBFCS
In case of Bids made by Systemically Important NBFCs registered with RBI, certified copies of: (i) the certificate of
registration issued by RBI, (ii) the last audited financial statements on a standalone basis, (iii) a net worth certificate from
its statutory auditors, and (iv) such other approval as may be required by the Systemically Important NBFCs are required
to be attached to the Bid cum Application Form. Failing this, our Company, in consultation with the BRLM, reserves the
right to reject any Bid without assigning any reason thereof.
Systemically Important NBFCs participating in the Issue shall comply with all applicable regulations, directions, guidelines
and circulars issued by the RBI from time to time.
The investment limit for Systemically Important NBFCs shall be as prescribed by RBI from time to time.

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BIDS BY INSURANCE COMPANIES
In case of Bids made by insurance companies registered with the IRDAI, a certified copy of certificate of registration issued
by IRDAI must be attached to the Bid cum Application Form. Failing this, our Company, in consultation with the BRLM,
reserves the right to reject any Bid without assigning any reason thereof.
The exposure norms for insurers are prescribed under the IRDAI Investment Regulations, based on investments in equity
shares of the investee company, the entire group of the investee company and the industry sector in which the investee
company operates. Insurance companies participating in the Issue are advised to refer to the IRDAI Investment Regulations
2016, as amended, which are broadly set forth below:
a) Equity Shares of a company: the lower of 10%* of the outstanding equity shares (face value) or 10% of the respective
fund in case of life insurer or 10% of investment assets in case of general insurer or reinsurer;
b) the entire group of the investee company: not more than 15% of the respective fund in case of a life insurer or 15% of
investment assets in case of a general insurer or reinsurer or 15% of the investment assets in all companies belonging
to the group, whichever is lower; and
c) the industry sector in which the investee company operates: not more than 15% of the fund of a life insurer or a general
insurer or a reinsurer or 15% of the investment asset, whichever is lower.
The maximum exposure limit, in the case of an investment in equity shares, cannot exceed the lower of an amount of 10%
of the investment assets of a life insurer or general insurer and the amount calculated under (a), (b) and (c) above, as the
case may be.
*The above limit of 10% shall stand substituted as 15% of outstanding equity shares (face value) for insurance companies
with investment assets of ₹ 25,000,000 lakhs or more and 12% of outstanding equity shares (face value) for insurers with
investment assets of ₹ 5,000,000 lakhs or more but less than ₹ 25,000,000 lakhs.
Insurance companies participating in this Issue shall comply with all applicable regulations, guidelines and circulars issued
by IRDAI from time to time.
BIDS BY PROVIDENT FUNDS/PENSION FUNDS
In case of Bids made by provident funds/pension funds, subject to applicable laws, with minimum corpus of ₹ 2,500 lakhs,
a certified copy of a certificate from a chartered accountant certifying the corpus of the provident fund/pension fund must
be attached to the Bid cum Application Form. Failing this, our Company, in consultation with the BRLM, reserves the right
to reject any Bid without assigning any reason thereof.
BIDS UNDER POWER OF ATTORNEY
In case of Bids made pursuant to a power of attorney or by limited companies, corporate bodies, registered societies,
Eligible FPIs, Mutual Funds, Systemically Important NBFCs, insurance companies, insurance funds set up by the army,
navy or air force of the Union of India, insurance funds set up by the Department of Posts, India, or the National Investment
Fund and provident funds with a minimum corpus of ₹ 2,500 lakhs (subject to applicable law) and pension funds with a
minimum corpus of ₹ 2,500 lakhs, a certified copy of the power of attorney or the relevant resolution or authority, as the
case may be, along with a certified copy of the memorandum of association and articles of association and/or bye laws
must be lodged along with the Bid cum Application Form. Failing this, our, in consultation with the BRLM, reserves the
right to accept or reject any Bid in whole or in part, in either case without assigning any reason therefor.
Our Company, in consultation with the BRLM, in their absolute discretion, reserves the right to relax the above condition
of simultaneous lodging of the power of attorney along with the Bid cum Application Form subject to the terms and
conditions that our Company, in consultation with the BRLM may deem fit.
ISSUANCE OF A CONFIRMATION NOTE (“CAN”) AND ALLOTMENT IN THE ISSUE
1. Upon approval of the basis of allotment by the Designated Stock Exchange, the BRLM or Registrar to the Issue shall
send to the SCSBs a list of their Bidders who have been allocated Equity Shares in the Issue.
2. The Registrar will then dispatch a CAN to their Bidders who have been allocated Equity Shares in the Issue. The
dispatch of a CAN shall be deemed a valid, binding and irrevocable contract for the Bidder
Issue Procedure for Application Supported by Blocked Account (ASBA) Bidders
In accordance with the SEBI Circular No. CIR/CFD/POLICYCELL/11/2015 dated November 10, 2015 all the Bidders
have to compulsorily apply through the ASBA Process. Our Company and the Book Running Lead Manager are not liable
for any amendments, modifications, or changes in applicable laws or regulations, which may occur after the date of this
Draft Red Herring Prospectus. ASBA Bidders are advised to make their independent investigations and to ensure that the
ASBA Bid Cum Application Form is correctly filled up, as described in this section.

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The lists of banks that have been notified by SEBI to act as SCSB (Self Certified Syndicate Banks) for the ASBA Process
are provided on https://www.sebi.gov.in/sebiweb/other/OtherAction.do?doRecognised=yes. For details on designated
branches of SCSB collecting the Bid Cum Application Form, please refer the above-mentioned SEBI link.
Terms of payment
The entire Issue price of ₹ [●] per share is payable on application. In case of allotment of lesser number of Equity Shares
than the number applied, the Registrar shall instruct the SCSBs to unblock the excess amount paid on Application to the
Bidders.
SCSBs will transfer the amount as per the instruction of the Registrar to the Public Issue Account, the balance amount after
transfer will be unblocked by the SCSBs.
The Bidders should note that the arrangement with Bankers to the Issue or the Registrar is not prescribed by SEBI and has
been established as an arrangement between our Company, Banker to the Issue and the Registrar to the Issue to facilitate
collections from the Bidders.
Payment mechanism
The Bidders shall specify the bank account number in their Bid Cum Application Form and the SCSBs shall block an
amount equivalent to the Application Amount in the bank account specified in the Bid Cum Application Form. The SCSB
shall keep the Application Amount in the relevant bank account blocked until withdrawal/ rejection of the Application or
receipt of instructions from the Registrar to unblock the Application Amount. However, Non-Retail Bidders shall neither
withdraw nor lower the size of their applications at any stage. In the event of withdrawal or rejection of the Bid Cum
Application Form or for unsuccessful Bid Cum Application Forms, the Registrar to the Issue shall give instructions to the
SCSBs to unblock the application money in the relevant bank account within one day of receipt of such instruction. The
Application Amount shall remain blocked in the ASBA Account until finalization of the Basis of Allotment in the Issue
and consequent transfer of the Application Amount to the Public Issue Account, or until withdrawal/ failure of the Issue or
until rejection of the Application by the ASBA Bidder, as the case may be.
Please note that, in terms of SEBI Circular No. CIR/CFD/POLICYCELL/11/2015 dated November 10, 2015 and the SEBI
(Issue of Capital and Disclosure Requirements) Regulations, 2018, all the investors applying in a public Issue shall use
only Application Supported by Blocked Amount (ASBA) process for application providing details of the bank account
which will be blocked by the Self-Certified Syndicate Banks (SCSBs) for the same. Further, pursuant to SEBI Circular No.
SEBI/HO/CFD/DIL2/CIR/P/2018/138 dated November 01, 2018, Retail Individual Investors applying in public Issue have
to use UPI as a payment mechanism with Application Supported by Blocked Amount for making application.
Electronic Registration of Applications
1. The Designated Intermediaries will register the applications using the on-line facilities of the Stock Exchange.
2. The Designated Intermediaries will undertake modification of selected fields in the application details already uploaded
before 1.00 p.m. of next Working Day from the Issue Closing Date.
3. The Designated Intermediaries shall be responsible for any acts, mistakes or errors or omissions and commissions in
relation to,
a) the applications accepted by them,
b) the applications uploaded by them
c) the applications accepted but not uploaded by them or
d) With respect to applications by Bidders, applications accepted and uploaded by any Designated Intermediary other
than SCSBs, the Bid Cum Application Form along with relevant schedules shall be sent to the SCSBs or the
Designated Branch of the relevant SCSBs for blocking of funds and they will be responsible for blocking the
necessary amounts in the ASBA Accounts. In case of Application accepted and Uploaded by SCSBs, the SCSBs or
the Designated Branch of the relevant SCSBs will be responsible for blocking the necessary amounts in the ASBA
Accounts.
4. Neither the Book Running Lead Manager nor our Company nor the Registrar to the Issue, shall be responsible for any
acts, mistakes or errors or omission and commissions in relation to,
(i) The applications accepted by any Designated Intermediaries
(ii) The applications uploaded by any Designated Intermediaries or
(iii) The applications accepted but not uploaded by any Designated Intermediaries
5. The Stock Exchange will Issue an electronic facility for registering applications for the Issue. This facility will available

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 at the terminals of Designated Intermediaries and their authorized agents during the Issue Period. The Designated
Branches or agents of Designated Intermediaries can also set up facilities for off-line electronic registration of
applications subject to the condition that they will subsequently upload the off-line data file into the online facilities on
a regular basis. On the Issue Closing Date, the Designated Intermediaries shall upload the applications till such time as
may be permitted by the Stock Exchange. This information will be available with the Book Running Lead Manager on
a regular basis.
6. With respect to applications by Bidders, at the time of registering such applications, the Syndicate Bakers, DPs and
RTAs shall forward a Schedule as per format given below along with the Bid Cum Application Forms to Designated
Branches of the SCSBs for blocking of funds:
S. No. Details*
1. Symbol
2. Intermediary Code
3. Location Code
4. Application No.
5. Category
6. PAN
7. DP ID
8. Client ID
9. Quantity
10. Amount
*Stock Exchanges shall uniformly prescribe character length for each of the above-mentioned fields
7. With respect to applications by Bidders, at the time of registering such applications, the Designated Intermediaries shall
enter the following information pertaining to the Bidders into in the on-line system:
• Name of the Bidder;
• IPO Name:
• Bid Cum Application Form Number;
• Investor Category;
• PAN (of First Bidder, if more than one Bidder);
• DP ID of the demat account of the Bidder;
• Client Identification Number of the demat account of the Bidder;
• Number of Equity Shares Applied for;
• Bank Account details;
• Locations of the Banker to the Issue or Designated Branch, as applicable, and bank code of the SCSB branch where
the ASBA Account is maintained; and
• Bank account number.
8. In case of submission of the Application by an Bidder through the Electronic Mode, the Bidder shall complete the
above- mentioned details and mention the bank account number, except the Electronic ASBA Bid Cum Application
Form number which shall be system generated.
9. The aforesaid Designated Intermediaries shall, at the time of receipt of application, give an acknowledgment to the
investor, by giving the counter foil or specifying the application number to the investor, as a proof of having accepted
the Bid Cum Application Form in physical as well as electronic mode. The registration of the Application by the
Designated Intermediaries does not guarantee that the Equity Shares shall be allocated / allotted either by our Company.
10. Such acknowledgment will be non-negotiable and by itself will not create any obligation of any kind.
11. In case of Non-Retail Bidders and Retail Individual Bidders, applications would not be rejected except on the technical
grounds as mentioned in the Draft Red Herring Prospectus. The Designated Intermediaries shall have no right to reject
applications, except on technical grounds.
12. The permission given by the Stock Exchanges to use their network and software of the Online IPO system should not

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 in any way be deemed or construed to mean that the compliance with various statutory and other requirements by our
Company and/or the Book Running Lead Manager are cleared or approved by the Stock Exchanges; nor does it in any
manner warrant, certify or endorse the correctness or completeness of any of the compliance with the statutory and
other requirements nor does it take any responsibility for the financial or other soundness of our company; our Promoter,
our management or any scheme or project of our Company; nor does it in any manner warrant, certify or endorse the
correctness or completeness of any of the contents of this Draft Red Herring Prospectus, nor does it warrant that the
Equity Shares will be listed or will continue to be listed on the Stock Exchanges.
13. The Designated Intermediaries will be given time till 1.00 p.m. on the next working day after the Bid/ Issue Closing
Date to verify the DP ID and Client ID uploaded in the online IPO system during the Issue Period, after which the
Registrar to the Issue will receive this data from the Stock Exchange and will validate the electronic application details
with Depository’s records. In case no corresponding record is available with Depositories, which matches the three
parameters, namely DP ID, Client ID and PAN, then such applications are liable to be rejected.
14. The SCSBs shall be given one day after the Bid/ Issue Closing Date to send confirmation of Funds blocked (Final
certificate) to the Registrar to the Issue.
15. The details uploaded in the online IPO system shall be considered as final and Allotment will be based on such details
for applications.
Build of the Book
a) Bids received from various Bidders through the Designated Intermediaries may be electronically uploaded on the
Bidding Platform of the Stock Exchange on a regular basis. The book gets built up at various price levels. This
information may be available with the BRLM at the end of the Bid/ Issue Period.
b) Based on the aggregate demand and price for Bids registered on the Stock Exchange Platform, a graphical representation
of consolidated demand and price as available on the websites of the Stock Exchange may be made available at the
Bidding centers during the Bid/ Issue Period.
Withdrawal of Bids
a) RIIs can withdraw their Bids until Bid/ Issue Closing Date. In case a RII wishes to withdraw the Bid during the Bid/
Issue Period, the same can be done by submitting a request for the same to the concerned Designated Intermediary who
shall do the requisite, including unblocking of the funds by the SCSB in the ASBA Account.
b) The Registrar to the Issue shall give instruction to the SCSB for unblocking the ASBA Account on the Designated
Date. QIBs and NIIs can neither withdraw nor lower the size of their Bids at any stage.
Price Discovery and Allocation
a) Based on the demand generated at various price levels, our Company in consultation with the BRLM, shall finalize the
Issue Price.
b) The SEBI ICDR Regulations, 2018 specify the allocation or Allotment that may be made to various categories of
Bidders in an Issue depending on compliance with the eligibility conditions. Certain details pertaining to the percentage
of Issue size available for allocation to each category is disclosed overleaf of the Bid cum Application Form and in the
RHP. For details in relation to allocation, the Bidder may refer to the RHP.
c) Under-subscription in any category (except QIB Category) is allowed to be met with spillover from any other category
or combination of categories at the discretion of the Issuer and the in consultation with the BRLM and the Designated
Stock Exchange and in accordance with the SEBI ICDR Regulations. Unsubscribed portion in QIB Category is not
available for subscription to other categories.
d) In case of under subscription in the Issue, spill-over to the extent of such under-subscription may be permitted from the
Reserved Portion to the Issue. For allocation in the event of an undersubscription applicable to the Issuer, Bidders may
refer to the RHP.
e) In case if the Retail Individual Investor category is entitled to more than the allocated portion on proportionate basis,
the category shall be allotted that higher percentage.
Illustration of the Book Building and Price Discovery Process:
Bidders should note that this example is solely for illustrative purposes and is not specific to the Issue; it also excludes
Bidding by Anchor Investors. Bidders can bid at any price within the Price Band. For instance, assume a Price Band of ₹20
to ₹ 24 per share, Issue size of 3,000 Equity Shares and receipt of five Bids from Bidders, details of which are shown in the
table below. The illustrative book given below shows the demand for the Equity Shares of the Issuer at various prices and
is collated from Bids received from various investors.

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 Bid Quantity Bid Amount (₹) Cumulative Quantity Subscription
500 24 500 16.67%
1,000 23 1,500 50.00%
1,500 22 3,000 100.00%
2,000 21 5,000 166.67%
2,500 20 7,500 250.00%
The price discovery is a function of demand at various prices. The highest price at which the Issuer is able to Issue the
desired number of Equity Shares is the price at which the book cuts off, i.e., ₹ 22.00 in the above example. The Issuer, in
consultation with the BRLM, may finalise the Issue Price at or below such Cut-Off Price, i.e., at or below ₹ 22.00. All Bids
at or above this Issue Price and cut-off Bids are valid Bids and are considered for allocation in the respective categories.
GENERAL INSTRUCTIONS
Do’s:
1. Check if you are eligible to apply as per the terms of the Red Herring Prospectus and under applicable law, rules,
regulations, guidelines and approvals. All should submit their Bids through the ASBA process only;
2. Ensure that you have Bid within the Price Band;
3. Read all the instructions carefully and complete the Bid cum Application Form, as the case may be, in the prescribed
form;
4. Ensure that you have mentioned the correct ASBA Account number if you are not an RIB bidding using the UPI
Mechanism in the Bid cum Application Form and if you are an RIB using the UPI Mechanism ensure that you have
mentioned the correct UPI ID (with maximum length of 45 characters including the handle), in the Bid cum Application
Form;
5. Ensure that your Bid cum Application Form bearing the stamp of a Designated Intermediary is submitted to the
Designated Intermediary at the Bidding Centre (except electronic Bids) within the prescribed time;
6. Ensure that you have funds equal to the Bid Amount in the ASBA Account maintained with the SCSB, before
submitting the ASBA Form to any of the Designated Intermediaries;
7. If you are an ASBA Bidder and the first applicant is not the ASBA Account holder, ensure that the Bid cum Application
Form is signed by the account holder. Ensure that you have mentioned the correct bank account number in the Bid cum
Application Form;
8. Ensure that the signature of the First Bidder in case of joint Bids, is included in the Bid cum Application Forms;
9. Ensure that you request for and receive a stamped acknowledgement counterfoil of the Bid cum Application Form for
all your Bid options from the concerned Designated Intermediary;
10. Ensure that the name(s) given in the Bid cum Application Form is/are exactly the same as the name(s) in which the
beneficiary account is held with the Depository Participant. In case of joint Bids, the Bid cum Application Form should
contain only the name of the First Bidder whose name should also appear as the first holder of the beneficiary account
held in joint names. Ensure that the signature of the First Bidder is included in the Bid cum Application Forms;
11. RIBs bidding in the Issue to ensure that they shall use only their own ASBA Account or only their own bank account
linked UPI ID (only for RIBs using the UPI Mechanism) to make an application in the Issue and not ASBA Account
or bank account linked UPI ID of any third party;
12. Ensure that you submit the revised Bids to the same Designated Intermediary, through whom the original Bid was
placed and obtain a revised acknowledgment;
13. Ensure that you have correctly signed the authorization/undertaking box in the Bid cum Application Form or have
otherwise provided an authorization to the SCSB or Sponsor Bank, as applicable, via the electronic mode, for blocking
funds in the ASBA Account equivalent to the Bid Amount mentioned in the Bid cum Application Form, as the case
may be, at the time of submission of the Bid. In case of RIBs submitting their Bids and participating in the Issue through
the UPI Mechanism, ensure that you authorize the UPI Mandate Request raised by the Sponsor Bank for blocking of
funds equivalent to Bid Amount and subsequent debit of funds in case of Allotment;
14. Except for Bids (i) on behalf of the Central or State Governments and the officials appointed by the courts, who, in
terms of the SEBI circular dated June 30, 2008, may be exempt from specifying their PAN for transacting in the
securities market, (ii) submitted by investors who are exempt from the requirement of obtaining/specifying their PAN
for transacting in the securities market, and (iii) Bids by persons resident in the state of Sikkim, who, in terms of a SEBI

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 circular dated July 20, 2006, may be exempted from specifying their PAN for transacting in the securities market, all
Bidders should mention their PAN allotted under the IT Act. The exemption for the Central or the State Government
and officials appointed by the courts and for investors residing in the State of Sikkim is subject to (a) the Demographic
Details received from the respective depositories confirming the exemption granted to the beneficiary owner by a
suitable description in the PAN field and the beneficiary account remaining in “active status”; and (b) in the case of
residents of Sikkim, the address as per the Demographic Details evidencing the same. All other applications in which
PAN is not mentioned will be rejected;
15. Investors to ensure that their PAN is linked with Aadhar and are in compliance with Central Board of Direct Taxes
(“CBDT”) notification dated February 13, 2020 and press release dated June 25, 2021.
16. Ensure that the Demographic Details are updated, true and correct in all respects;
17. Ensure that thumb impressions and signatures other than in the languages specified in the Eighth Schedule to the
Constitution of India are attested by a Magistrate or a Notary Public or a Special Executive Magistrate under official
seal;
18. Ensure that the category and the investor status is indicated;
19. Ensure that in case of Bids under power of attorney or by limited companies, corporates, trust, etc., relevant documents
are submitted;
20. Ensure that Bids submitted by any person resident outside India is in compliance with applicable foreign and Indian
laws;
21. Ensure that the Bidder’s depository account is active, the correct DP ID, Client ID, the PAN, UPI ID, if applicable, are
mentioned in their Bid cum Application Form and that the name of the Bidder, the DP ID, Client ID, the PAN and UPI
ID, if applicable, entered into the online IPO system of the Stock Exchange by the relevant Designated Intermediary,
as applicable, matches with the name, DP ID, Client ID, PAN and UPI ID, if applicable, available in the Depository
database;
22. Ensure that when applying in the Issue using UPI, the name of your SCSB appears in the list of SCSBs displayed on
the SEBI website which are live on UPI. Further, also ensure that the name of the app and the UPI handle being used
for making the application is also appearing in Annexure ‘A’ to the SEBI circular no.
SEBI/HO/CFD/DIL2/CIR/P/2019/85 dated July 26, 2019;
23. RIBs who wish to revise their Bids using the UPI Mechanism, should submit the revised Bid with the Designated
Intermediaries, pursuant to which RIBs should ensure acceptance of the UPI Mandate Request received from the
Sponsor Bank to authorise blocking of funds equivalent to the revised Bid Amount in the RIB’s ASBA Account;
24. Ensure that you have accepted the UPI Mandate Request received from the Sponsor Bank prior to 12:00 p.m. of the
Working Day immediately after the Bid/ Issue Closing Date;
25. RIBs shall ensure that details of the Bid are reviewed and verified by opening the attachment in the UPI Mandate
Request and then proceed to authorize the UPI Mandate Request using his/her UPI PIN. Upon the authorization of the
mandate using his/her UPI PIN, an RIB may be deemed to have verified the attachment containing the application
details of the RIB in the UPI Mandate Request and have agreed to block the entire Bid Amount and authorized the
Sponsor Bank to block the Bid Amount mentioned in the Bid Cum Application Form;
26. Ensure that while Bidding through a Designated Intermediary, the Bid cum Application Form (RIBs bidding using the
UPI Mechanism) is submitted to a Designated Intermediary in a Bidding Centre and that the SCSB where the ASBA
Account, as specified in the ASBA Form, is maintained has named at least one branch at that location for the Designated
Intermediary to deposit ASBA Forms (a list of such branches is available on the website of SEBI at www.sebi.gov.in);
and
27. FPIs making MIM Bids using the same PAN, and different beneficiary account numbers, Client IDs and DP IDs, are
required to submit a confirmation that their Bids are under the MIM structure and indicate the name of their investment
managers in such confirmation which shall be submitted along with each of their Bid cum Application Forms. In the
absence of such confirmation from the relevant FPIs, such MIM Bids shall be rejected.
The Bid cum Application Form is liable to be rejected if the above instructions, as applicable, are not complied with.
Application made using incorrect UPI handle or using a bank account of an SCSB or SCSBs which is not mentioned in the
Annexure ‘A’ to the SEBI circular no. SEBI/HO/CFD/DIL2/CIR/P/2019/85 dated July 26, 2019 is liable to be rejected.
Don’ts:
1. Do not Bid for lower than the minimum Bid size;

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2. Do not Bid for a Bid Amount exceeding ₹ 200,000 (for Bids by RIBs);
3. Do not pay the Bid Amount in cheques, demand drafts or by cash, money order, postal order or by stock invest;
4. Do not send Bid cum Application Forms by post; instead submit the same to the Designated Intermediary only;
5. Do not Bid at Cut-off Price (for Bids by QIBs and Non-Institutional Bidders);
6. Do not instruct your respective banks to release the funds blocked in the ASBA Account under the ASBA process;
7. Do not submit the Bid for an amount more than funds available in your ASBA account.
8. Do not submit Bids on plain paper or on incomplete or illegible Bid cum Application Forms or on Bid cum Application
Forms in a colour prescribed for another category of a Bidder;
9. In case of ASBA Bidders, do not submit more than one ASBA Forms per ASBA Account;
10. If you are a RIB and are using UPI mechanism, do not submit more than one ASBA Form for each UPI ID;
11. Do not submit the ASBA Forms to any Designated Intermediary that is not authorised to collect the relevant ASBA
Forms or to our Company;
12. Do not Bid on a Bid cum Application Form that does not have the stamp of the relevant Designated Intermediary;
13. Do not submit the General Index Register (GIR) number instead of the PAN;
14. Do not submit incorrect details of the DP ID, Client ID, PAN and UPI ID, if applicable, or provide details for a
beneficiary account which is suspended or for which details cannot be verified by the Registrar to the Issue;
15. Do not submit a Bid in case you are not eligible to acquire Equity Shares under applicable law or your relevant
constitutional documents or otherwise;
16. Do not Bid if you are not competent to contract under the Indian Contract Act, 1872 (other than minors having valid
depository accounts as per Demographic Details provided by the depository);
17. Do not submit a Bid/revise a Bid Amount, with a price less than the Floor Price or higher than the Cap Price;
18. Do not submit a Bid using UPI ID, if you are not a RIB;
19. Do not Bid on another ASBA Form, as the case may be, after you have submitted a Bid to any of the Designated
Intermediaries;
20. Do not Bid for Equity Shares in excess of what is specified for each category;
21. Do not fill up the Bid cum Application Form such that the number of Equity Shares Bid for, exceeds the Issue size
and/or investment limit or maximum number of the Equity Shares that can be held under applicable laws or regulations
or maximum amount permissible under applicable laws or regulations, or under the terms of the Red Herring
Prospectus;
22. Do not withdraw your Bid or lower the size of your Bid (in terms of quantity of the Equity Shares or the Bid Amount)
at any stage, if you are a QIB or a Non-Institutional Bidder. RIBs can revise or withdraw their Bids on or before the
Bid/Issue Closing Date;
23. Do not submit Bids to a Designated Intermediary at a location other than the Bidding Centres;
24. If you are an RIB which is submitting the ASBA Form with any of the Designated Intermediaries and using your UPI
ID for the purpose of blocking of funds, do not use any third-party bank account or third party linked bank account UPI
ID;
25. Do not Bid if you are an OCB; and
26. If you are a QIB, do not submit your Bid after 3:00 pm on the Bid/Issue Closing Date.
The Bid cum Application Form is liable to be rejected if the above instructions, as applicable, are not complied with.
Further, in case of any pre-Issue or post-Issue related issues regarding share certificates/demat credit/refund
orders/unblocking etc., investors can reach out to the Company Secretary and Compliance Officer. For details of Company
Secretary and Compliance Officer, please refer the section entitled “General Information” and “Our Management”
beginning on Page No. 47 and 141 of this Draft Red Herring Prospectus, respectively.
For helpline details of the BRLM pursuant to the SEBI/HO.CFD.DIL2/CIR/P/2021/2480/1/M dated March 16, 2021, please
refer the section titled “General Information” beginning on Page No. 47 of this Draft Red Herring Prospectus.
GROUNDS FOR TECHNICAL REJECTION

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In addition to the grounds for rejection of Bids on technical grounds as provided in the General Information Document,
Bidders are requested to note that Bids maybe rejected on the following additional technical grounds:
1. Bids submitted without instruction to the SCSBs to block the entire Bid Amount;
2. Bids which do not contain details of the Bid Amount and the bank account details in the ASBA Form;
3. Bids submitted on a plain paper;
4. Bids submitted by RIBs using the UPI Mechanism through an SCSBs and/or using a mobile application or UPI handle,
not listed on the website of SEBI;
5. Bids under the UPI Mechanism submitted by RIBs using third party bank accounts or using a third party linked bank
account UPI ID (subject to availability of information regarding third party account from Sponsor Bank);
6. ASBA Form submitted to a Designated Intermediary does not bear the stamp of the Designated Intermediary;
7. Bids submitted without the signature of the First Bidder or sole Bidder;
8. The ASBA Form not being signed by the account holders, if the account holder is different from the Bidder;
9. Bids by persons for whom PAN details have not been verified and whose beneficiary accounts are “suspended for
credit” in terms of SEBI circular CIR/MRD/DP/ 22 /2010 dated July 29, 2010;
10. GIR number furnished instead of PAN;
11. Bids by RIBs with Bid Amount of a value of more than ₹ 2,00,000;
12. Bids by persons who are not eligible to acquire Equity Shares in terms of all applicable laws, rules, regulations,
guidelines and approvals;
13. Bids accompanied by stock invest, money order, postal order or cash; and
14. Bids uploaded by QIBs after 4.00 pm on the QIB Bid/ Issue Closing Date and by Non-Institutional Bidders uploaded
after 4.00 p.m. on the Bid/ Issue Closing Date, and Bids by RIBs uploaded after 5.00 p.m. on the Bid/ Issue Closing
Date, unless extended by the Stock Exchange.
Further, in case of any pre-Issue or post Issue related issues regarding share certificates/demat credit/refund
orders/unblocking etc., investors shall reach out the Company Secretary and Compliance Officer. For details of the
Company Secretary and Compliance Officer, please refer section titled “General Information” beginning on Page No. 47
of this Draft Red Herring Prospectus.
In case of any delay in unblocking of amounts in the ASBA Accounts (including amounts blocked through the UPI
Mechanism) exceeding four Working Days from the Bid/ Issue Closing Date, the Bidder shall be compensated at a uniform
rate of ₹ 100/- per day for the entire duration of delay exceeding four Working Days from the Bid/ Issue Closing Date by
the intermediary responsible for causing such delay in unblocking. The BRLM shall, in their sole discretion, identify and
fix the liability on such intermediary or entity responsible for such delay in unblocking.
Further, Investors shall be entitled to compensation in the manner specified in the SEBI circular no.
SEBI/HO/CFD/DIL2/CIR/P/2021/2480/1/M dated March 16, 2021 read with SEBI circular no.
SEBI/HO/CFD/DIL1/CIR/P/2021/47 dated March 31, 2021 and SEBI circular no. SEBI/HO/CFD/DIL2/P/CIR/2021/570
dated June 2, 2021 in case of delays in resolving investor grievances in relation to blocking/unblocking of funds.
Names of entities responsible for finalising the basis of allotment in a fair and proper manner
The authorized employees of the Designated Stock Exchange, along with the BRLM and the Registrar, shall ensure that
the Basis of Allotment is finalised in a fair and proper manner in accordance with the procedure specified in SEBI ICDR
Regulations.
For details of instructions in relation to the Bid cum Application Form, Bidders may refer to the relevant section the GID.
BIDDERS SHOULD NOTE THAT IN CASE THE PAN, THE DP ID AND CLIENT ID MENTIONED IN THE
BID CUM APPLICATION FORM AND ENTERED INTO THE ELECTRONIC APPLICATION SYSTEM OF
THE STOCK EXCHANGES BY THE BIDS COLLECTING INTERMEDIARIES DO NOT MATCH WITH PAN,
THE DP ID AND CLIENT ID AVAILABLE IN THE DEPOSITORY DATABASE, THE BID CUM
APPLICATION FORM IS LIABLE TO BE REJECTED.
BASIS OF ALLOCATION
a) The SEBI (ICDR) Regulations specify the allocation or Allotment that may be made to various categories of Bidders
in an Issue depending on compliance with the eligibility conditions. Certain details pertaining to the percentage of Issue

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 size available for allocation to each category is disclosed overleaf of the Bid cum Application Form and in the DRHP.
For details in relation to allocation, the Bidder may refer to the RHP.
b) Under-subscription in any category (except QIB Category) is allowed to be met with spill over from any other category
or combination of categories at the discretion of the Issuer and in consultation with the BRLM and the Designated Stock
Exchange and in accordance with the SEBI (ICDR) Regulations, Unsubscribed portion in QIB Category is not available
for subscription to other categories.
c) In case of under subscription in the Issue, spill-over to the extent of such under- subscription may be permitted from
the Reserved Portion to the Issue. For allocation in the event of an under-subscription applicable to the Issuer, Bidders
may refer to the RHP.
ALLOTMENT PROCEDURE AND BASIS OF ALLOTMENT
The Allotment of Equity Shares to Bidders other than Retail Individual Investors may be on proportionate basis. No Retail
Individual Investor will be Allotted less than the minimum Bid Lot subject to availability of shares in Retail Individual
Investor Category and the remaining available shares, if any will be Allotted on a proportionate basis. The Issuer is required
to receive a minimum subscription of 90% of the Issue. However, in case the Issue is in the nature of Issue for Sale only,
then minimum subscription may not be applicable.
BASIS OF ALLOTMENT
a. For Retail Individual Bidders
Bids received from the Retail Individual Bidders at or above the Issue Price shall be grouped together to determine the
total demand under this category. The Allotment to all the successful Retail Individual Bidders will be made at the Issue
Price.
The Issue size less Allotment to Non-Institutional and QIB Bidders shall be available for Allotment to Retail Individual
Bidders who have Bid in the Issue at a price that is equal to or greater than the Issue Price. If the aggregate demand in
this category is less than or equal to [●] Equity Shares at or above the Issue Price, full Allotment shall be made to the
Retail Individual Bidders to the extent of their valid Bids.
If the aggregate demand in this category is greater than [●] Equity Shares at or above the Issue Price, the Allotment
shall be made on a proportionate basis up to a minimum of [●] Equity Shares and in multiples of [●] Equity Shares
thereafter. For the method of proportionate Basis of Allotment, refer below.
b. For Non-Institutional Bidders
Bids received from Non-Institutional Bidders at or above the Issue Price shall be grouped together to determine the
total demand under this category. The Allotment to all successful Non- Institutional Bidders will be made at the Issue
Price.
The Issue size less Allotment to QIBs and Retail shall be available for Allotment to Non- Institutional Bidders who
have Bid in the Issue at a price that is equal to or greater than the Issue Price. If the aggregate demand in this category
is less than or equal to [●] Equity Shares at or above the Issue Price, full Allotment shall be made to Non-Institutional
Bidders to the extent of their demand.
In case the aggregate demand in this category is greater than [●] Equity Shares at or above the Issue Price, Allotment
shall be made on a proportionate basis up to a minimum of [●] Equity Shares and in multiples of [●] Equity Shares
thereafter. For the method of proportionate Basis of Allotment refer below.
c. For QIBs
Bids received from QIBs Bidding in the QIB Category at or above the Issue Price may be grouped together to determine
the total demand under this category. The QIB Category may be available for Allotment to QIBs who have Bid at a
price that is equal to or greater than the Issue Price. Allotment may be undertaken in the following manner: Allotment
shall be undertaken in the following manner:
a) In the first instance allocation to Mutual Funds for [●]% of the QIB Portion shall be determined as follows:
• In the event that Bids by Mutual Fund exceeds [●]% of the QIB Portion, allocation to Mutual Funds shall be done
on a proportionate basis for [●]% of the QIB Portion.
• In the event that the aggregate demand from Mutual Funds is less than [●]% of the QIB Portion then all Mutual
Funds shall get full Allotment to the extent of valid Bids received above the Issue Price.
• Equity Shares remaining unsubscribed, if any, not allocated to Mutual Funds shall be available for Allotment to all
QIB Bidders as set out in (b) below;

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 b) In the second instance Allotment to all QIBs shall be determined as follows:
• In the event that the oversubscription in the QIB Portion, all QIB Bidders who have submitted Bids above the Issue
Price shall be allotted Equity Shares on a proportionate basis, upto a minimum of [●] Equity Shares and in multiples
of [●] Equity Shares thereafter for [●]% of the QIB Portion.
• Mutual Funds, who have received allocation as per (a) above, for less than the number of Equity Shares Bid for by
them, are eligible to receive Equity Shares on a proportionate basis, upto a minimum of [●] Equity Shares and in
multiples of [●] Equity Shares thereafter, along with other QIB Bidders.
• Under-subscription below [●]% of the QIB Portion, if any, from Mutual Funds, would be included for allocation to
the remaining QIB Bidders on a proportionate basis. The aggregate Allotment to QIB Bidders shall not be more
than [●] Equity Shares.
c) Basis of Allotment for QIBs and NIIs in case of Over Subscribed Issue:
In the event of the Issue being Over-Subscribed, the Issuer may finalise the Basis of Allotment in consultation with
the NSE Emerge (The Designated Stock Exchange). The allocation may be made in marketable lots on proportionate
basis as set forth hereunder:
a) The total number of Shares to be allocated to each category as a whole shall be arrived at on a proportionate basis
i.e. the total number of Shares applied for in that category multiplied by the inverse of the oversubscription ratio
(number of Bidders in the category multiplied by number of Shares applied for).
b) The number of Shares to be allocated to the successful Bidders will be arrived at on a proportionate basis in
marketable lots (i.e. Total number of Shares applied for into the inverse of the over subscription ratio).
c) For Bids where the proportionate allotment works out to less than [●] Equity Shares the allotment will be made as
follows:
• Each successful Bidder shall be allotted [●] equity shares; and
• The successful Bidder out of the total bidders for that category shall be determined by draw of lots in such a
manner that the total number of Shares allotted in that category is equal to the number of Shares worked out as
per (b) above.
d) If the proportionate allotment to a Bidder works out to a number that is not a multiple of [●] equity shares, the
Bidder would be allotted Shares by rounding off to the nearest multiple of [●] equity shares subject to a minimum
allotment of [●] Equity Shares.
e) If the Shares allotted on a proportionate basis to any category is more than the Shares allotted to the Bidders in that
category, the balance available Shares or allocation shall be first adjusted against any category, where the allotted
Shares are not sufficient for proportionate allotment to the successful Bidder in that category, the balance Shares, if
any, remaining after such adjustment will be added to the category comprising Bidder applying for the minimum
number of Shares. If as a result of the process of rounding off to the nearest multiple of [●] Equity Shares, results
in the actual allotment being higher than the shares offered, the final allotment may be higher at the sole discretion
of the Board of Directors, up to 110% of the size of the Issue specified under the Capital Structure mentioned in
this Draft Red herring Prospectus.
Retail Individual Investor' means an investor who applies for shares of value of not more than ₹ 2,00,000/-. Investors may
note that in case of over subscription allotment shall be on proportionate basis and will be finalized in consultation with
NSE.
The Executive Director / Managing Director of NSE - the Designated Stock Exchange in addition to Book Running Lead
Manager and Registrar to the Public Issue shall be responsible to ensure that the basis of allotment is finalized in a fair and
proper manner in accordance with the SEBI (ICDR) Regulations.
Issuance of Allotment Advice
1) Upon approval of the Basis of Allotment by the Designated Stock Exchange.
2) On the basis of approved Basis of Allotment, the Issuer shall pass necessary corporate action to facilitate the allotment
and credit of equity shares. Bidders are advised to instruct their Depository Participants to accept the Equity Shares that
may be allotted to them pursuant to the Issue.
The Book Running Lead Manager or the Registrar to the Issue will dispatch an Allotment Advice to their Bidders who
have been allocated Equity Shares in the Issue. The dispatch of Allotment Advice shall be deemed a valid, binding and
irrevocable contract for the Allotment to such Bidder.

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3) Issuer will make the allotment of the Equity Shares and initiate corporate action for credit of shares to the successful
Bidders Depository Account within 4 working days of the Issue Closing date. The Issuer also ensures the credit of
shares to the successful Bidders Depository Account is completed within one working Day from the date of allotment,
after the funds are transferred from ASBA Public Issue Account to Public Issue account of the issuer.
Designated Date
On the Designated date, the SCSBs shall transfers the funds represented by allocations of the Equity Shares into Public
Issue Account with the Bankers to the Issue.
The Company will Issue and dispatch letters of allotment/ or letters of regret along with refund order or credit the allotted
securities to the respective beneficiary accounts, if any within a period of 4 working days of the Bid/ Issue Closing Date.
The Company will intimate the details of allotment of securities to Depository immediately on allotment of securities under
relevant provisions of the Companies Act, 2013 or other applicable provisions, if any.
Instructions for Completing the Bid Cum Application Form
The Applications should be submitted on the prescribed Bid Cum Application Form and in BLOCK LETTERS in
ENGLISH only in accordance with the instructions contained herein and in the Bid Cum Application Form. Applications
not so made are liable to be rejected. Applications made using a third-party bank account or using third party UPI ID linked
bank account are liable to be rejected. Bid Cum Application Forms should bear the stamp of the Designated Intermediaries.
ASBA Bid Cum Application Forms, which do not bear the stamp of the Designated Intermediaries, will be rejected.
SEBI, vide Circular No. CIR/CFD/14/2012 dated October 04, 2012 has introduced an additional mechanism for investors
to submit Bid Cum Application Forms in public issues using the stock broker (broker) network of Stock Exchanges, who
may not be syndicate members in an Issue with effect from January 01, 2013. The list of Broker Centre is available on the
websites of BSE i.e. www.bseindia.com and NSE i.e. www.nseindia.com. With a view to broad base the reach of Investors
by substantial, enhancing the points for submission of applications, SEBI vide Circular No. CIR/CFD/POLICY
CELL/11/2015 dated November 10, 2015 has permitted Registrar to the Issue and Share Transfer Agent and Depository
Participants registered with SEBI to accept the Bid Cum Application Forms in Public Issue with effect front January 01,
2016. The List of ETA and DPs centres for collecting the application shall be disclosed is available on the websites of BSE
i.e. www.bseindia.com and NSE i.e. www.nseindia.com.
Bidder’s Depository Account and Bank Details
Please note that, providing bank account details, PAN No’s, Client ID and DP ID in the space provided in the Bid Cum
Application Form is mandatory and applications that do not contain such details are liable to be rejected.
Bidders should note that on the basis of name of the Bidders, Depository Participant's name, Depository Participant
Identification number and Beneficiary Account Number provided by them in the Bid Cum Application Form as entered
into the Stock Exchange online system, the Registrar to the Issue will obtain front the Depository the demographic details
including address, Bidders bank account details, MICR code and occupation (hereinafter referred to as ‘Demographic
Details’). These Demographic Details would be used for all correspondence with the Bidders including mailing of the
Allotment Advice. The Demographic Details given by Bidders in the Bid Cum Application Form would not be used for
any other purpose by the Registrar to the Issue.
By signing the Bid Cum Application Form, the Bidder would be deemed to have authorized the depositories to provide,
upon request, to the Registrar to the Issue, the required Demographic Details as available on its records.
Submission of Bid Cum Application Form
All Bid Cum Application Forms duly completed shall be submitted to the Designated Intermediaries. The aforesaid
intermediaries shall, at the time of receipt of application, give an acknowledgement to investor, by giving the counter foil
or specifying the application number to the investor, as a proof of having accepted the Bid Cum Application Form, in
physical or electronic mode, respectively.
Communications
All future communications in connection with Applications made in this Issue should be addressed to the Registrar to the
Issue quoting the full name of the sole or First Bidder, Bid Cum Application Form number, Bidders Depository Account
Details, number of Equity Shares applied for, date of Bid Cum Application Form, name and address of the Designated
Intermediary where the Application was submitted thereof and a copy of the acknowledgement slip.
Investors can contact the Compliance Officer or the Registrar to the Issue in case of any pre- Issue or post Issue related
problems such as non-receipt of letters of allotment, credit of allotted shares in the respective beneficiary accounts, etc.
Disposal of Application and Application Moneys and Interest in Case of Delay

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The Company shall ensure the dispatch of Allotment advice, and give benefit to the beneficiary account with Depository
Participants and submit the documents pertaining to the Allotment to the Stock Exchange within 2 (two) working days of
date of Allotment of Equity Shares.
The Company shall use best efforts to ensure that all steps for completion of the necessary formalities for listing and
commencement of trading at NSE Emerge where the Equity Shares are proposed to be listed are taken within 3 (Three)
working days from Issue Closing Date.
In accordance with the Companies Act, the requirements of the Stock Exchange and the SEBI Regulations, the Company
further undertakes that:
1. Allotment and Listing of Equity Shares shall be made within 3 (three) days of the Issue Closing Date;
2. Giving of Instructions for refund by unblocking of amount via ASBA not later than 2 (two) working days of the Issue
Closing Date, would be ensured; and
3. If such money is not repaid within prescribed time from the date our Company becomes liable to repay it, then our
Company and every officer in default shall, on and from expiry of prescribed time, be liable to repay such application
money, with interest as prescribed under SEBI (ICDR) Regulations, the Companies Act, 2013 and applicable law.
Further, in accordance with Section 40 of the Companies Act, 2013, the Company and each officer in default may be
punishable with fine and/or imprisonment in such a case.
BASIS OF ALLOTMENT
Allotment will be made in consultation NSE (The Designated Stock Exchange). In the event of oversubscription, the
allotment will be made on a proportionate basis in marketable lots as set forth here:
1. The total number of Shares to be allocated to each category as a whole shall be arrived at on a proportionate basis i.e.
the total number of Shares applied for in that category multiplied by the inverse of the over subscription ratio (number
of applicants in the category x number of Shares applied for).
2. The number of Shares to be allocated to the successful applicants will be arrived at on a proportionate basis in
marketable lots (i.e. Total number of Shares applied for into the inverse of the over subscription ratio).
3. For applications where the proportionate allotment works out to less than [●] equity shares the allotment will be made
as follows:
a) Each successful applicant shall be allotted [•] equity shares; and
b) The successful applicants out of the total applicants for that category shall be determined by the drawl of lots in
such a manner that the total number of Shares allotted in that category is equal to the number of Shares worked out
as per (2) above.
4. If the proportionate allotment to an applicant works out to a number that is not a multiple of [●] equity shares, the
applicant would be allotted Shares by rounding off to the lower nearest multiple of [●] equity shares subject to a
minimum allotment of [●] equity shares.
5. If the Shares allocated on a proportionate basis to any category is more than the Shares allotted to the applicants in that
category, the balance available Shares for allocation shall be first adjusted against any category, where the allotted
Shares are not sufficient for proportionate allotment to the successful applicants in that category, the balance Shares, if
any, remaining after such adjustment will be added to the category comprising of applicants applying for the minimum
number of Shares.
BASIS OF ALLOTMENT IN THE EVENT OF UNDER SUBSCRIPTION
In the event of under subscription in the Issue, the obligations of the Underwriters shall get triggered in terms of the
Underwriting Agreement. The Minimum subscription of 100.00% of the Issue size shall be achieved before our company
proceeds to get the basis of allotment approved by the Designated Stock Exchange. The Executive Director/Managing
Director of the NSE - the Designated Stock Exchange in addition to Book Running Lead Manager and Registrar to the
Issue shall be responsible to ensure that the basis of allotment is finalized in a fair and proper manner in accordance with
the SEBI (ICDR) Regulations, 2018.
As per the RBI regulations, OCBs are not permitted to participate in the Issue. There is no reservation for Non-
Residents, NRIs, FPIs and foreign venture capital funds and all Non-Residents, NRI, FPI and Foreign Venture
Capital Funds applicants will be treated on the same basis with other categories for the purpose of allocation.
Equity Shares in Dematerialised Form with NSDL/CDSL

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To enable all shareholders of the Company to have their shareholding in electronic form, the Company is in process of
entering following tripartite agreements with the Depositories and the Registrar and Share Transfer Agent:
a) The company has entered into an agreement dated October 27, 2023 with the Central Depository Services (India)
Limited (“CDSL”) and the Registrar and Transfer Agent, who in this case is Link Intime India Private Limited for the
dematerialization of its shares.
b) The Company has entered into an agreement dated October 26, 2023 with the National Securities Depository Limited
(“NSDL”) and the Registrar and Transfer Agent, who in this case is Link Intime India Private Limited for the
dematerialization of its shares.
c) The Company’s Equity shares bear an ISIN- INE0RPM01017.
An Applicant applying for Equity Shares must have at least one beneficiary account with either of the Depository
Participants of either NSDL or CDSL prior to making the Application.
• The Applicant must necessarily fill in the details (including the Beneficiary Account Number and Depository
Participant’s identification number) appearing in the Application Form or Revision Form.
• Allotment to a successful Applicant will be credited in electronic form directly to the beneficiary account (with the
Depository Participant) of the Applicant.
• Names in the Application Form or Revision Form should be identical to those appearing in the account details in the
Depository. In case of joint holders, the names should necessarily be in the same sequence as they appear in the account
details in the Depository.
• If incomplete or incorrect details are given under the heading ‘Applicants Depository Account Details’ in the
Application Form or Revision Form, it is liable to be rejected.
• The Applicant is responsible for the correctness of his or her Demographic Details given in the Application Form vis à
vis those with his or her Depository Participant.
• Equity Shares in electronic form can be traded only on the stock exchanges having electronic connectivity with NSDL
and CDSL. The Stock Exchange where our Equity Shares are proposed to be listed has electronic connectivity with
CDSL and NSDL.
• The allotment and trading of the Equity Shares of the Company would be in dematerialized form only for all investors.
PRE-ISSUE ADVERTISEMENT
Subject to Section 30 of the Companies Act, 2013, our Company shall, after filing the Red Herring Prospectus with the
RoC, publish a Pre-Issue advertisement, in the form prescribed by the SEBI ICDR Regulations, in: (all editions [●], an
English national daily newspaper, all editions of [●], a Hindi national daily newspaper each with wide circulation) and
Patna (Bihar) editions of [●] (a widely circulated Regional language daily newspaper) ([●]being the regional language of
Bihar, where our Registered Office is located).
In the Pre-Issue advertisement, we shall state the Bid/Issue Opening Date and the Bid/Issue Closing Date. The
advertisement, subject to the provisions of Section 30 of the Companies Act, 2013, shall be in the format prescribed in Part
A of Schedule X of the SEBI ICDR Regulations.
SIGNING OF THE UNDERWRITING AGREEMENT AND THE ROC FILING
a) Our Company and the Underwriter intend to enter into an Underwriting Agreement on or immediately after the
finalization of the Issue Price but prior to the filing of Prospectus.
b) After signing the Underwriting Agreement, an updated Red Herring Prospectus will be filed with the RoC in accordance
with applicable law, which then would be termed as the ‘Prospectus’. The Prospectus will contain details of the Issue
Price, Issue size, and underwriting arrangements and will be complete in all material respects.
IMPERSONATION
Attention of the applicants is specifically drawn to the provisions of sub-section (1) of Section 38 of the Companies Act,
which is reproduced below:
“Any person who:
a) makes or abets making of an application in a fictitious name to a company for acquiring, or subscribing for, its
securities; or

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b) makes or abets making of multiple applications to a company in different names or in different combinations of his
name or surname for acquiring or subscribing for its securities; or
c) otherwise induces directly or indirectly a company to allot, or register any transfer of, securities to him, or to any other
person in a fictitious name, shall be liable for action under Section 447.”
The liability prescribed under Section 447 of the Companies Act, for fraud involving an amount of at least ₹ 10/- Lakhs or
1.00% of the turnover of the Company, whichever is lower, includes imprisonment for a term which shall not be less than
six months extending up to 10 years and fine of an amount not less than the amount involved in the fraud, extending up to
three times such amount (provided that where the fraud involves public interest, such term shall not be less than three
years.) Further, where the fraud involves an amount less than ₹ 10/- lakhs or one per cent of the turnover of the company,
whichever is lower, and does not involve public interest, any person guilty of such fraud shall be punishable with
imprisonment for a term which may extend to five years or with fine which may extend to ₹ 50/- Lakhs or with both.
UNDERTAKINGS BY OUR COMPANY
Our Company undertakes the following:
• adequate arrangements shall be made to collect all Bid cum Application Forms submitted by Bidders;
• the complaints received in respect of the Issue shall be attended to by our Company expeditiously and satisfactorily;
• all steps for completion of the necessary formalities for listing and commencement of trading at all the Stock Exchange
where the Equity Shares are proposed to be listed shall be taken within three Working Days of the Bid/Issue Closing
Date or such other time as may be prescribed by the SEBI or under any applicable law;
• if Allotment is not made within the prescribed time period under applicable law, the entire Bid amount received will be
refunded/unblocked within the time prescribed under applicable law, failing which interest will be due to be paid to the
Bidders at the rate prescribed under applicable law for the delayed period;
• the funds required for making refunds (to the extent applicable) to unsuccessful Bidders as per the mode(s) disclosed
shall be made available to the Registrar to the Issue by our Company;
• where refunds (to the extent applicable) are made through electronic transfer of funds, a suitable communication shall
be sent to the Bidder within the time prescribed under applicable law, giving details of the bank where refunds shall be
credited along with amount and expected date of electronic credit of refund;
• no further issue of the Equity Shares shall be made until the Equity Shares issued through the Red Herring Prospectus
are listed or until the Bid monies are unblocked in ASBA Account/refunded on account of non-listing, under-
subscription, etc.
• our Company, in consultation with the BRLM, reserves the right not to proceed with the Fresh Issue, in whole or in
part thereof, to the extent of the Issued Shares, after the Bid/ Issue Opening Date but before the Allotment. In such an
event, our Company would issue a public notice in the newspapers in which the pre-Issue advertisements were
published, within two days of the Bid/ Issue Closing Date or such other time as may be prescribed by the SEBI,
providing reasons for not proceeding with the Issue and inform the Stock Exchanges promptly on which the Equity
Shares are proposed to be listed; and
• if our Company, in consultation with the BRLM withdraws the Issue after the Bid/ Issue Closing Date and thereafter
determines that it will proceed with an issue of the Equity Shares, our Company shall file a fresh Draft Red Herring
Prospectus with the SEBI.
UTILIZATION OF ISSUE PROCEEDS
Our Board certifies that:
• all monies received out of the Fresh Issue shall be credited/transferred to a separate bank account other than the bank
account referred to in sub-section (3) of Section 40 of the Companies Act, 2013;
• details of all monies utilized out of the Fresh Issue shall be disclosed, and continue to be disclosed till the time any part
of the Issue proceeds remains unutilized, under an appropriate head in the balance sheet of our Company indicating the
purpose for which such monies have been utilized; and
• details of all unutilized monies out of the Fresh Issue, if any shall be disclosed under an appropriate separate head in
the balance sheet indicating the form in which such unutilized monies have been invested.

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 RESTRICTION ON FOREIGN OWNERSHIP OF INDIAN SECURITIES
Foreign investment in Indian securities is regulated through the Industrial Policy, 1991 of the Government of India and
FEMA. While the Industrial Policy, 1991 prescribes the limits and the conditions subject to which foreign investment can
be made in different sectors of the Indian economy, FEMA regulates the precise manner in which such investment may be
made. Under the Industrial Policy, unless specifically restricted, foreign investment is freely permitted in all sectors of
Indian economy up to any extent and without any prior approvals, but the foreign investor is required to follow certain
prescribed procedures for making such investment. Foreign investment is allowed up to 100% under automatic route in our
Company.
The RBI and the concerned ministries/departments are responsible for granting approval for foreign investment. The
Government has from time to time made policy pronouncements on foreign direct investment (“FDI”) through press notes
and press releases. The Department for Promotion of Industry and Internal Trade, Ministry of Commerce and Industry,
Government of India (earlier known as the Department of Industrial Policy and Promotion) (“DPIIT”), issued the FDI
Policy, which, with effect from October 15, 2020 consolidated, subsumed and superseded all previous press notes, press
releases and clarifications on FDI issued by the DPIIT that were in force and effect prior to October 15, 2020. In terms of
FDI Policy, FDI to an extent of 51% is allowed in multi brand retail trading with government approval. The FDI Policy
will be valid until the DPIIT issues an updated circular. FDI in companies engaged in sectors/ activities which are not listed
in the FDI Policy is permitted up to 100% of the paid-up share capital of such company under the automatic route, subject
to compliance with certain prescribed conditions.
Under the current FDI Policy and the FEMA Non-Debt Rules, foreign direct investment is not permitted in companies
engaged in (a) multi-brand retail trading, undertaking retail trading by means of e-commerce, and (b) inventory-based
model of e-commerce. In accordance with the FEMA Non-debt Rules, participation by non-residents in the Issue is
restricted to participation by (i) FPIs under Schedule II of the FEMA Non-debt Rules, subject to limit of the individual
holding of an FPI below 10% of the post-Issue paid-up capital of our Company and the aggregate limit for FPI investment
currently not exceeding the sectoral cap i.e. 51% of the post issue paid up share capital; and (ii) Eligible NRIs applying
only on a non-repatriation basis under Schedule IV of the FEMA Non-debt Rules. Further, other non-residents applying
on a repatriation basis, FVCIs and multilateral and bilateral development financial institutions are not permitted to
participate in the Issue. As per the existing policy of the Government of India, OCBs cannot participate in this issue. For
more details, please refer chapter titled “Issue Procedure” beginning on Page No. 218 of this Draft Red Herring Prospectus.
The Government has from time to time made policy pronouncements on FDI through press notes and press releases. The
Department of Industrial Policy and Promotion, Ministry of Commerce and Industry, Government of India (DIPP), issued
consolidates FDI Policy, which with effect from August 28, 2017 consolidates and supersedes all previous press notes,
press releases and clarifications on FDI issued by the DIPP that were in force and effect as on August 27, 2017. The
Government proposes to update the consolidated circular on FDI Policy once every year and therefore, the Consolidation
FDI Policy will be valid until the DIPP issues an updated circular.
The transfer of shares by an Indian resident to a Non-Resident does not require the prior approval of the FIPB or the RBI,
provided that (i) the activities of the investee company are under the automatic route under the Consolidated FDI Policy
and transfer does not attract the provisions of the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations,
2011; (ii) the non-resident shareholding is within the sectoral limits under the Consolidated FDI Policy; and (iii) the pricing
is in accordance with the guidelines prescribed by SEBI/RBI.
The foreign investment in our Company is governed by, inter-alia, the FEMA, the FEMA Non-debt Rules, the FDI Policy
issued and amended by way of press notes.
Further, in terms of the FEMA Non-debt Rules, the aggregate FPI investment limit is the sectoral cap applicable to Indian
company as prescribed in the FEMA Non-Debt Instruments Rules with respect to its paid-up equity capital on a fully
diluted basis. For more details, please refer chapter titled “Issue Procedure” beginning on Page No. 218 of this Draft Red
Herring Prospectus.
Further, in accordance with the FDI Policy, the Press Note No. 3 (2020 Series), dated April 17, 2020 issued by the DPIIT
and the FEMA Non-debt Rules, any investment, subscription, purchase or sale of equity instruments by entities of a country
which shares land border with India or where the beneficial owner of an investment into India is situated in or is a citizen
of any such country (“Restricted Investors”), will require prior approval of the Government, as prescribed in the FDI Policy
and the FEMA Non-debt Rules. Further, in the event of transfer of ownership of any existing or future foreign direct
investment in an entity in India, directly or indirectly, resulting in the beneficial ownership falling within the aforesaid
restriction/ purview, such subsequent change in the beneficial ownership will also require approval of the Government.
Furthermore, on April 22, 2020, the Ministry of Finance, Government of India has also made a similar amendment to the
FEMA Non-Debt Rules. Each Bidder should seek independent legal advice about its ability to participate in the Issue. In
the event such prior approval of the Government of India is required, and such approval has been obtained, the Bidder shall

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intimate our Company and the Registrar in writing about such approval along with a copy thereof within the Bid/Issue
Period.
The Equity Shares have not been and will not be registered under the U.S. Securities Act and may not be offered or
sold within the United States except pursuant to an exemption from, or in a transaction not subject to, the
registration requirements of the U.S. Securities Act and applicable U.S. state securities laws. Accordingly, the
Equity Shares are only being offered and sold outside the United States in offshore transactions in reliance on
Regulation S and the applicable laws of the jurisdiction where those Issues and sales occur.
The Equity Shares have not been and will not be registered, listed or otherwise qualified in any other jurisdiction
outside India and may not be offered or sold, and Bids may not be made by persons in any such jurisdiction, except
in compliance with the applicable laws of such jurisdiction.
The above information is given for the benefit of the Applicants. Our Company and the BRLM are not liable for
any amendments or modification or changes in applicable laws or regulations, which may occur after the date of
this Draft Red Herring Prospectus. Applicants are advised to make their independent investigations and ensure
that the Applications are not in violation of laws or regulations applicable to them.

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 SECTION XIV - DESCRIPTION OF EQUITY SHARES AND TERMS OF THE ARTICLES OF
ASSOCIATION
THE COMPANIES ACT, 2013
COMPANY LIMITED BY SHARES
ARTICLES OF ASSOCIATION*
OF
SATI POLY PLAST LIMITED*

CONSTITUTION OF THE COMPANY

1. The Regulations contained in Table ‘F’ in the First Schedule to the Companies Act, 2013 shall not apply to the
Company except in so far as they are embodied in the following Articles, which shall be the regulations for the
Management of the Company.
INTERPRETATION CLAUSE

2. The marginal notes hereto shall not affect the construction hereof. In these presents, the following words and
expressions shall have the following meanings unless excluded by the subject or context:
a) ‘The Act’ or ‘The Companies Act’ shall mean ‘The Companies Act, 2013, its rules and any statutory modifications
or reenactments thereof.’
b) ‘The Board’ or ‘The Board of Directors’ means a meeting of the Directors duly called and constituted or as the case
may be, the Directors assembled at a Board, or the requisite number of Directors entitled to pass a circular
resolution in accordance with these Articles.
c) ‘The Company’ or ‘This Company’ means Australian Premium Solar (India) Limited.
d) ‘Directors’ means the Directors for the time being of the Company.
e) ‘Writing’ includes printing, lithograph, typewriting and any other usual substitutes for writing.
f) ‘Members’ means members of the Company holding a share or shares of any class.
g) ‘Month’ shall mean a calendar month.
h) ‘Paid-up’ shall include ‘credited as fully paid-up’.
i) ‘Person’ shall include any corporation as well as individual.
j) ‘These presents’ or ‘Regulations’ shall mean these Articles of Association as now framed or altered from time to
time and shall include the Memorandum where the context so requires.
k) ‘Section’ or ‘Sec.’ means Section of the Act.
l) Words importing the masculine gender shall include the feminine gender.
m) Except where the context otherwise requires, words importing the singular shall include the plural and the words
importing the plural shall include the singular.
n) ‘Special Resolution’ means special resolution as defined by Section 114 in the Act.
o) ‘The Office’ means the Registered Office for the time being of the Company.
p) ‘The Register’ means the Register of Members to be kept pursuant to Section 88 of the Companies Act, 2013.
q) ‘Proxy’ includes Attorney duly constituted under a Power of Attorney.
3. Except as provided by Section 67, no part of funds of the Company shall be employed in the purchase of the shares of
the Company, and the Company shall not directly or indirectly and whether by shares, or loans, give, guarantee, the
provision of security or otherwise any financial assistance for the purpose of or in connection with a purchase or
subscription made or to be made by any person of or for any shares in the Company.
4. The Authorized Share Capital of the Company shall be as prescribed in Clause 5 of the Memorandum of Association
of the Company.
5. Subject to the provisions of the Act and these Articles, the shares in the capital of the Company for the time being
(including any shares forming part of any increased capital of the Company) shall be under the control of the Board
who may allot the same or any of them to such persons, in such proportion and on such terms and conditions and either
at a premium or at par or at a discount (subject to compliance with the provisions of the Act) and at such terms as they
may, from time to time, think fit and proper and with the sanction of the Company in General Meeting by a Special
Resolution give to any person the option to call for or be allotted shares of any class of the Company, either at par, at
a premium or subject as aforesaid at a discount, such option being exercisable at such times and for such consideration
as the Board thinks fit unless the Company in General Meeting, by a Special Resolution, otherwise decides. Any offer
of further shares shall be deemed to include a right, exercisable by the person to whom the shares are offered, to
renounce the shares offered to him in favour of any other person.

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 Subject to the provisions of the Act, any redeemable Preference Share, including Cumulative Convertible Preference
Share may, with the sanction of an ordinary resolution be issued on the terms that they are, or at the option of the
Company are liable to be redeemed or converted on such terms and in such manner as the Company, before the issue
of the shares may, by special resolution, determine.
*Adoption of Articles of Association Vide Special Resolution Passed by the Members through Extra-Ordinary
General Meeting held on November 01, 2023.

6. The Company in General Meeting, by a Special Resolution, may determine that any share (whether forming part of
the original capital or of any increased capital of the Company) shall be offered to such persons (whether members or
holders of debentures of the Company or not), giving them the option to call or be allotted shares of any class of the
Company either at a premium or at par or at a discount, (subject to compliance with the provisions of Section 53) such
option being exercisable at such times and for such consideration as may be directed by a Special Resolution at a
General Meeting of the Company or in General Meeting and may take any other provisions whatsoever for the issue,
allotment or disposal of any shares.

7. The Board may at any time increase the subscribed capital of the Company by issue of new shares out of the unissued
part of the Share Capital in the original or subsequently created capital, but subject to Section 62 of the Act, and subject
to the following conditions namely:
I. (a) Such further shares shall be offered to the persons who, at the date of the offer, are holder of the equity shares
of the Company in proportion, as nearly as circumstances admit, to the capital paid up on those shares at that
date.
(b) The offer aforesaid shall be made by notice specifying the number of shares offered and limiting a time not
being less than twenty-one days, from the date of the offer within which the offer, if not accepted, will be deemed
to have been declined.
(c) The offer aforesaid shall be deemed to include a right exercisable by the person concerned to renounce the
shares offered to him or any of them in favour of any other person and the notice referred to in clause (b) shall
contain a statement of this right.
(d) After the expiry of the time specified in the notice aforesaid, or in respect of earlier intimation from the
person to whom such notice is given that he declines to accept the shares offered, the Board may dispose of them
in such manner as it thinks most beneficial to the Company.
II. The Directors may, with the sanction of the Company in General Meeting by means of a special resolution, offer
and allot shares to any person at their discretion by following the provisions of section 62 of the Act and other
applicable provisions, if any.
III. Nothing in this Article shall apply to the increase in the subscribed capital of the Company which has been
approved by:
(a) A Special Resolution passed by the Company in General Meeting before the issue of the debentures or the
raising of the loans, and
(b) The Central Government before the issue of the debentures or raising of the loans or is in conformity with
the rules, if any, made by that Government in this behalf.
8. (1) The rights attached to each class of shares (unless otherwise provided by the terms of the issue of the shares of
the class) may, subject to the provisions of Section 48 of the Act, be varied with the consent in writing of the
holders of not less than three fourths of the issued shares of that class or with the sanction of a Special Resolution
passed at a General Meeting of the holders of the shares of that class.
(2) To every such separate General Meeting, the provisions of these Articles relating to General Meeting shall
Mutatis Mutandis apply, but so that the necessary quorum shall be two persons at least holding or representing by
proxy one-tenth of the issued shares of that class.

9. Issue of further shares with disproportionate rights

Subject to the provisions of the Act, the rights conferred upon the holders of the shares of any class issued with
preferred or other rights or not, unless otherwise expressly provided for by the terms of the issue of shares of that class,
be deemed to be varied by the creation of further shares ranking pari passu therewith.

10. Not to issue shares with disproportionate rights

The Company shall not issue any shares (not being Preference Shares) which carry voting rights or rights in the
Company as to dividend, capital or otherwise which are disproportionate to the rights attached to the holders of other
shares not being Preference Shares.

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11. Power to pay commission
The Company may, at any time, pay a commission to any person for subscribing or agreeing to subscribe (whether
absolutely or conditionally) for any share, debenture or debenture stock of the Company or procuring or agreeing to
procure subscriptions (whether absolute or conditional) for shares, such commission in respect of shares shall be paid
or payable out of the capital, the statutory conditions and requirements shall be observed and complied with and the
amount or rate of commission shall not exceed five percent of the price at which the shares are issued and in the case
of debentures, the rate of commission shall not exceed, two and half percent of the price at which the debentures are
issued. The commission may be satisfied by the payment of cash or the allotment of fully or partly paid shares or partly
in one way and partly in the other. The Company may also, on any issue of shares, pay such brokerage as may be
lawful.

12. Liability of joint holders of shares

The joint holders of a share or shares shall be severally as well as jointly liable for the payment of all installments and
calls due in respect of such share or shares.

13. Trust not recognised

Save as otherwise provided by these Articles, the Company shall be entitled to treat the registered holder of any share
as the absolute owner thereof and accordingly, the Company shall not, except as ordered by a Court of competent
jurisdiction or as by a statute required, be bound to recognised any equitable, contingent, future or partial interest lien,
pledge or charge in any share or (except only by these presents otherwise provided for) any other right in respect of
any share except an absolute right to the entirety thereof in the registered holder.

14. Issue other than for cash

a) The Board may issue and allot shares in the capital of the Company as payment or part payment for any property sold
or goods transferred or machinery or appliances supplied or for services rendered or to be rendered to the Company in
or about the formation or promotion of the Company or the acquisition and or conduct of its business and shares may
be so allotted as fully paid-up shares, and if so issued, shall be deemed to be fully paid-up shares.
b) As regards all allotments, from time to time made, the Board shall duly comply with Section 39 of the Act.

15. Acceptance of shares

An application signed by or on behalf of the applicant for shares in the Company, followed by an allotment of any
share therein, shall be acceptance of the shares within the meaning of these Articles; and every person who thus or
otherwise accepts any share and whose name is on the Register shall, for the purpose of these Articles, be a shareholder.
16. Member’ right to share Certificates
1. Every person whose name is entered as a member in the Register shall be entitled to receive without payment:
a. One certificate for all his shares; or
b. Share certificate shall be issued in marketable lots, where the share certificates are issued either for more or
less than the marketable lots, sub-division/consolidation into marketable lots shall be done free of charge.
2. The Company shall, within two months after the allotment and within fifteen days after application for registration
of the transfer of any share or debenture, complete and have it ready for delivery; the share certificates for all the shares
and debentures so allotted or transferred unless the conditions of issue of the said shares otherwise provide.
3. Every certificate shall be under the signature of two Directors and the Company Secretary of the Company and shall
specify the shares to which it relates and the amount paid-up thereon.
4. The certificate of title to shares and duplicates thereof when necessary shall be issued under the signature of two
Directors and the Company Secretary of the Company or authorized official(s) of the Company.
17. One Certificate for joint holders
In respect of any share or shares held jointly by several persons, the Company shall not be bound to issue more than
one certificate for the same share or shares and the delivery of a certificate for the share or shares to one of several
joint holders shall be sufficient delivery to all such holders. Subject as aforesaid, where more than one share is so held,
the joint holders shall be entitled to apply jointly for the issue of several certificates in accordance with Article 20
below.
18. Renewal of Certificate
If a certificate be worn out, defaced, destroyed, or lost or if there is no further space on the back thereof for endorsement
of transfer, it shall, if requested, be replaced by a new certificate without any fee, provided however that such new
certificate shall not be given except upon delivery of the worn out or defaced or used up certificate, for the purpose of
cancellation, or upon proof of destruction or loss, on such terms as to evidence, advertisement and indemnity and the
payment of out of pocket expenses as the Board may require in the case of the certificate having been destroyed or
lost. Any renewed certificate shall be marked as such in accordance with the provisions of the act in force.

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For every certificate issued under the last preceding Article, no fee shall be charged by the Company.
19. Splitting and consolidation of Share Certificate
The shares of the Company will be split up/consolidated in the following circumstances:
(i) At the request of the member/s for split up of shares in marketable lot.
(ii) At the request of the member/s for consolidation of fraction shares into marketable lot.
20. Directors may issue new Certificate(s)
Where any share under the powers in that behalf herein contained are sold by the Directors and the certificate thereof has
not been delivered up to the Company by the former holder of the said shares, the Directors may issue a new certificate for
such shares distinguishing it in such manner as they think fit from the certificate not so delivered up.
21. Person by whom installments are payable
If, by the conditions of allotment of any share, the whole or part of the amount or issue price thereof shall be payable by
installments, every such installment, shall, when due, be paid to the Company by the person who for the time being and
from time to time shall be the registered holder of the share or his legal representative or representatives, if any.

LIEN

22. Company’s lien on shares

The Company shall have first and paramount lien upon all shares other than fully paid-up shares registered in the name of
any member, either or jointly with any other person, and upon the proceeds or sale thereof for all moneys called or payable
at a fixed time in respect of such shares and such lien shall extend to all dividends from time to time declared in respect of
such shares. But the Directors, at any time, may declare any share to be exempt, wholly or partially from the provisions of
this Article. Unless otherwise agreed, the registration of transfer of shares shall operate as a waiver of the Company’s lien,
if any, on such shares.
23. As to enforcing lien by sale
For the purpose of enforcing such lien, the Board of Directors may sell the shares subject thereto in such manner as it thinks
fit, but no sale shall be made until the expiration of 14 days after a notice in writing stating and demanding payment of
such amount in respect of which the lien exists has been given to the registered holders of the shares for the time being or
to the person entitled to the shares by reason of the death of insolvency of the register holder.
24. Authority to transfer
a. To give effect to such sale, the Board of Directors may authorise any person to transfer the shares sold to the
purchaser thereof and the purchaser shall be registered as the holder of the shares comprised in any such transfer.
b. The purchaser shall not be bound to see the application of the purchase money, nor shall his title to the shares be
affected by any irregularity or invalidity in the proceedings relating to the sale.
25. Application of proceeds of sale
The net proceeds of any such sale shall be applied in or towards satisfaction of the said moneys due from the member and
the balance, if any, shall be paid to him or the person, if any, entitled by transmission to the shares on the date of sale.

CALLS ON SHARES

26. Calls
Subject to the provisions of Section 49 of the Act, the Board of Directors may, from time to time, make such calls as it
thinks fit upon the members in respect of all moneys unpaid on the shares held by them respectively and not by the
conditions of allotment thereof made payable at fixed times, and the member shall pay the amount of every call so made
on him to the person and at the time and place appointed by the Board of Directors.
27. When call deemed to have been made
A call shall be deemed to have been made at the time when the resolution of the Directors authorising such call was passed.
The Board of Directors making a call may by resolution determine that the call shall be deemed to be made on a date
subsequent to the date of the resolution, and in the absence of such a provision, a call shall be deemed to have been made
on the same date as that of the resolution of the Board of Directors making such calls.
28. Length of Notice of call
Not less than thirty day’s notice of any call shall be given specifying the time and place of payment provided that before
the time for payment of such call, the Directors may, by notice in writing to the members, extend the time for payment
thereof.
29. Sum payable in fixed installments to be deemed calls

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If by the terms of issue of any share or otherwise, any amount is made payable at any fixed times, or by installments at
fixed time, whether on account of the share or by way of premium, every such amount or installment shall be payable as if
it were a call duly made by the Directors, on which due notice had been given, and all the provisions herein contained in
respect of calls shall relate and apply to such amount or installment accordingly.
30. When interest on call or installment payable
If the sum payable in respect of any call or, installment be not paid on or before the day appointed for payment thereof, the
holder for the time being of the share in respect of which the call shall have been made or the installment shall fall due,
shall pay interest for the same at the rate of 12 percent per annum, from the day appointed for the payment thereof to the
time of the actual payment or at such lower rate as the Directors may determine. The Board of Directors shall also be at
liberty to waive payment of that interest wholly or in part.
31. Sums payable at fixed times to be treated as calls
The provisions of these Articles as to payment of interest shall apply in the case of non-payment of any such sum which
by the terms of issue of a share, become payable at a fixed time, whether on account of the amount of the share or by way
of premium, as if the same had become payable by virtue of a call duly made and notified.
32. Payment of call in advance
The Board of Directors, may, if it thinks fit, receive from any member willing to advance all of or any part of the moneys
uncalled and unpaid upon any shares held by him and upon all or any part of the moneys so advance may (until the same
would, but for such advance become presently payable) pay interest at such rate as the Board of Directors may decide but
shall not in respect of such advances confer a right to the dividend or participate in profits.
33. Partial payment not to preclude forfeiture
Neither a judgment nor a decree in favour of the Company for calls or other moneys due in respect of any share nor any
part payment or satisfaction thereunder, nor the receipt by the Company of a portion of any money which shall from, time
to time, be due from any member in respect of any share, either by way of principal or interest nor any indulgency granted
by the Company in respect of the payment of any such money shall preclude the Company from thereafter proceeding to
enforce a forfeiture of such shares as herein after provided.

FORFEITURE OF SHARES

34. If call or installment not paid, notice may be given

If a member fails to pay any call or installment of a call on the day appointed for the payment not paid thereof, the Board
of Directors may during such time as any part of such call or installment remains unpaid serve a notice on him requiring
payment of so much of the call or installment as is unpaid, together with any interest, which may have accrued. The Board
may accept in the name and for the benefit of the Company and upon such terms and conditions as may be agreed upon,
the surrender of any share liable to forfeiture and so far as the law permits of any other share.
35. Evidence action by Company against shareholders
On the trial or hearing of any action or suit brought by the Company against any shareholder or his representative to recover
any debt or money claimed to be due to the Company in respect of his share, it shall be sufficient to prove that the name of
the defendant is or was, when the claim arose, on the Register of shareholders of the Company as a holder, or one of the
holders of the number of shares in respect of which such claim is made, and that the amount claimed is not entered as paid
in the books of the Company and it shall not be necessary to prove the appointment of the Directors who made any call nor
that a quorum of Directors was present at the Board at which any call was made nor that the meeting at which any call was
made was duly convened or constituted nor any other matter whatsoever; but the proof of the matters aforesaid shall be
conclusive evidence of the debt.
36. Form of Notice
The notice shall name a further day (not earlier than the expiration of fourteen days from the date of service of the notice),
on or before which the payment required by the notice is to be made, and shall state that, in the event of non-payment on
or before the day appointed, the shares in respect of which the call was made will be liable to be forfeited.
37. If notice not complied with, shares may be forfeited
If the requirements of any such notice as, aforementioned are not complied with, any share in respect of which the notice
has been given may at any time thereafter, before the payment required by the notice has been made, be forfeited by a
resolution of the Board to that effect. Such forfeiture shall include all dividends declared in respect of the forfeited shares
and not actually paid before the forfeiture.
38. Notice after forfeiture
When any share shall have been so forfeited, notice of the resolution shall be given to the member in whose name it stood
immediately prior to the forfeiture and an entry of the forfeiture shall not be in any manner invalidated by any omission or
neglect to give such notice or to make such entry as aforesaid.
39. Boards’ right to dispose of forfeited shares or cancellation of forfeiture

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A forfeited or surrendered share may be sold or otherwise disposed off on such terms and in such manner as the Board may
think fit, and at any time before such a sale or disposal, the forfeiture may be cancelled on such terms as the Board may
think fit.
40. Liability after forfeiture
A person whose shares have been forfeited shall cease to be a member in respect of the forfeited shares but shall,
notwithstanding such forfeiture, remain liable to pay and shall forthwith pay the Company all moneys, which at the date
of forfeiture is payable by him to the Company in respect of the share, whether such claim be barred by limitation on the
date of the forfeiture or not, but his liability shall cease if and when the Company received payment in full of all such
moneys due in respect of the shares.
41. Effect of forfeiture
The forfeiture of a share shall involve in the extinction of all interest in and also of all claims and demands against the
Company in respect of the shares and all other rights incidental to the share, except only such of these rights as by these
Articles are expressly saved.
42. Evidence of forfeiture
A duly verified declaration in writing that the declarant is a Director of the Company and that a share in the Company has
been duly forfeited on a date stated in the declaration, shall be conclusive evidence of the facts therein stated as against all
persons claiming to be entitled to the share, and that declaration and the receipt of the Company for the consideration, if
any, given for the shares on the sale or disposal thereof, shall constitute a good title to the share and the person to whom
the share is sold or disposed of shall be registered as the holder of the share and shall not be bound to see to the application
of the purchase money (if any ) nor shall his title to the share be affected by any irregularity or invalidity in the proceedings
in reference to the forfeiture, sale or disposal of the share.
43. Non-payment of sums payable at fixed times
The provisions of these regulations as to forfeiture shall apply in the case of non-payment of any sum which by terms of
issue of a share, becomes payable at a fixed time, whether, on account of the amount of the share or by way of premium or
otherwise as if the same had been payable by virtue of a call duly made and notified.
44. Validity of such sales
Upon any sale after forfeiture or for enforcing a lien in purported exercise of the powers herein before given, the Directors
may cause the purchaser’s name to be entered in the register in respect of the shares sold and may issue fresh certificate in
the name of such a purchaser. The purchaser shall not be bound to see to the regularity of the proceedings, nor to the
application of the purchase money and after his name has been entered in the register in respect of such shares, the validity
of the sale shall not be impeached by any person and the remedy of any person aggrieved by the sale shall be in damages
only and against the Company exclusively.

TRANSFER AND TRANSMISSION OF SHARES

45. Transfer
a. The instrument of transfer of any share in the Company shall be executed both by the transferor and the
transferee and the transferor shall be deemed to remain holder of the shares until the name of the transferee is
entered in the register of members in respect thereof.
b. The Board shall not register any transfer of shares unless a proper instrument of transfer duly stamped and
executed by the transferor and the transferee has been delivered to the Company along with the certificate and
such other evidence as the Company may require to prove the title of the transferor or his right to transfer the
shares.
Provided that where it is proved to the satisfaction of the Board that an instrument of transfer signed by the
transferor and the transferee has been lost, the Company may, if the Board thinks fit, on an application on such
terms in writing made by the transferee and bearing the stamp required for an instrument of transfer, register
the transfer on such terms as to indemnity as the Board may think fit.
c. An application for the registration of the transfer of any share or shares may be made either by the transferor or
the transferee, provided that where such application is made by the transferor, no registration shall, in the case
of partly paid shares, be effected unless the Company gives notice of the application to the transferee. The
Company shall, unless objection is made by the transferee within two weeks from the date of receipt of the
notice, enter in the register the name of the transferee in the same manner and subject to the same conditions as
if the application for registration was made by the transferee.
d. For the purpose of Sub-clause (c), notice to the transferee shall be deemed to have been duly given if dispatched
by prepaid registered post to the transferee at the address given in the instrument of transfer and shall be
delivered in the ordinary course of post.

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 e. Nothing in Sub-clause (d) shall prejudice any power of the Board to register as a shareholder any person to
whom the right to any share has been transmitted by operation of law.
46. Form of transfer
Shares in the Company shall be transferred by an instrument in writing in such common form as specified in Section 56 of
the Companies Act.
47. Board’s right to refuse to register
The Board, may, at its absolute discretion and without assigning any reason, decline to register;
1. The transfer of any share, whether fully paid or not, to a person of whom it do not approve or
2. Any transfer or transmission of shares on which the Company has a lien
a. Provided that registration of any transfer shall not be refused on the ground of the transferor being
either alone or jointly with any other person or persons indebted to the Company on any account
whatsoever except a lien on the shares.
b. If the Board refuses to register any transfer or transmission of right, it shall, within fifteen days
from the date of which the instrument or transfer of the intimation of such transmission was
delivered to the Company, send notice of the refusal to the transferee and the transferor or to the
person giving intimation of such transmission as the case may be.
c. In case of such refusal by the Board, the decision of the Board shall be subject to the right of appeal
conferred by Section 58.
d. The provisions of this clause shall apply to transfers of stock also.
48. Further right of Board of Directors to refuse to register
a. The Board may, at its discretion, decline to recognise or accept instrument of transfer of shares unless the
instrument of transfer is in respect of only one class of shares.
b. No fee shall be charged by the Company for registration of transfers or for effecting transmission on shares
on the death of any member or for registering any letters of probate, letters of administration and similar
other documents.
c. Notwithstanding anything contained in Sub-articles (b) and (c) of Article 46, the Board may not accept
applications for sub-division or consolidation of shares into denominations of less than hundred (100) except
when such a sub-division or consolidation is required to be made to comply with a statutory order or an order
of a competent Court of Law or a request from a member to convert his holding of odd lots, subject however,
to verification by the Company.
d. The Directors may not accept applications for transfer of less than 100 equity shares of the Company,
provided however, that these restrictions shall not apply to:
i. Transfer of equity shares made in pursuance of a statutory order or an order of competent court of
law.
ii. Transfer of the entire equity shares by an existing equity shareholder of the Company holding less
than hundred (100) equity shares by a single transfer to joint names.
iii. Transfer of more than hundred (100) equity shares in favour of the same transferee under one or more
transfer deeds, one or more of them relating to transfer of less than hundred (100) equity shares.
iv. Transfer of equity shares held by a member which are less than hundred (100) but which have been
allotted to him by the Company as a result of Bonus and/or Rights shares or any shares resulting from
Conversion of Debentures.
v. The Board of Directors be authorised not to accept applications for sub-division or consolidation of
shares into denominations of less than hundred (100) except when such sub-division or consolidation
is required to be made to comply with a statutory order of a Court of Law or a request from a member
to convert his holding of odd lots of shares into transferable/marketable lots, subject, however, to
verification by the Company.
Provided that where a member is holding shares in lots higher than the transferable limit of trading
and transfers in lots of transferable unit, the residual shares shall be permitted to stand in the name of
such transferor not withstanding that the residual holding shall be below hundred (100).

49. Rights to shares on death of a member for transmission

a. In the event of death of any one or more of several joint holders, the survivor, or survivors, alone shall be
entitled to be recognised as having title to the shares.

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 b. In the event of death of any sole holder or of the death of last surviving holder, the executors or administrators
of such holder or other person legally entitled to the shares shall be entitled to be recognised by the Company
as having title to the shares of the deceased.
Provided that on production of such evidence as to title and on such indemnity or other terms as the Board
may deem sufficient, any person may be recognised as having title to the shares as heir or legal representative
of the deceased shareholder.
Provided further that if the deceased shareholder was a member of a Hindu Joint Family, the Board, on being
satisfied to that effect and on being satisfied that the shares standing in his name in fact belonged to the joint
family, may recognise the survivors of Karta thereof as having titles to the shares registered in the name of
such member.
Provided further that in any case, it shall be lawful for the Board in its absolute discretion, to dispense with
the production of probate or letters of administration or other legal representation upon such evidence and
such terms as to indemnity or otherwise as the Board may deem just.
50. Rights and liabilities of person
1. Any person becoming entitled to a share in consequence of the death or insolvency of a member may, upon
such evidence being produced as may from time to time be required by the Board and subject as herein, after
provided elect either
a. to be registered himself as a holder of the share or
b. to make such transfer of the share as the deceased or insolvent member could have made.
2. The Board, shall, in either case, have the same right to decline or suspend registration as it would have had,
if the deceased or insolvent member had transferred the share before his death or insolvency.
51. Notice by such a person of his election
a. If the person so becoming entitled shall elect to be registered as holder of the shares himself, he shall deliver
or send to the Company a notice in writing signed by him stating that he so elects.
b. If the person aforesaid shall elect to transfer the share, he shall testify his election by executing a transfer of
the share.
c. All the limitations, restrictions and provisions of these regulations relating to the right to transfer and the
registration of transfers of shares shall be applicable to any such notice or transfer as aforesaid as if the death
or insolvency of the member had not occurred and the notice of transfer had been signed by that member.
52. No transfer to infant, etc.
No transfer shall be made to an infant or a person of unsound mind.
53. Endorsement of transfer and issue of certificate
Every endorsement upon the certificate of any share in favour of any transferee shall be signed by the Secretary or by some
person for the time being duly authorised by the Board in that behalf.
54. Custody of transfer
The instrument of transfer shall, after registration, remain in the custody of the Company. The Board may cause to be
destroyed all transfer deeds lying with the Company for a period of ten years or more.
55. Register of members
a.The Company shall keep a book to be called the Register of Members, and therein shall be entered the particulars
of every transfer or transmission of any share and all other particulars of shares required by the Act to be entered
in such Register.
Closure of Register of members
b. The Board may, after giving not less than seven days previous notice by advertisement in some newspapers
circulating in the district in which the Registered Office of the Company is situated, close the Register of
Members or the Register of Debenture Holders for any period or periods not exceeding in the aggregate forty-
five days in each year but not exceeding thirty days at any one time.
When instruments of transfer to be retained
c. All instruments of transfer which shall be registered shall be retained by the Company but any instrument of
transfer which the Directors may decline to register shall be returned to the person depositing the same.
Company’s right to register transfer by apparent legal owner
57. The Company shall incur no liability or responsibility whatever in consequence of their registering or giving effect
to any transfer of shares made or purporting to be made by any apparent legal owner thereof (as shown or appearing
in the Register of Members) to the prejudice of persons having or claiming any equitable right, title or interest to or
in the same shares not withstanding that the Company may have had notice of such equitable right or title or interest
prohibiting registration of such transfer and may have entered such notice referred thereto in any book of the

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 Company and the Company shall not be bound by or required to regard or attend to or give effect to any notice
which may be given to it of any equitable right, title or interest or be under any liability whatsoever for refusing or
neglecting so to do, though it may have been entered or referred to in the books of the Company; but the Company
shall nevertheless be at liberty to have regard and to attend to any such notice and give effect thereto, if the Board
shall so think fit.

ALTERATION OF CAPITAL

Alteration and consolidation, sub-division and cancellation of shares

58. The Company may, from time to time, in accordance with the provisions of the Act, alter by Ordinary Resolution,
the conditions of the Memorandum of Association as follows:
1. increase its share capital by such amount as it thinks expedient by issuing new shares;
2. consolidate and divide all or any of its share capital into shares of larger amount than its existing shares;
3. convert all or any of its fully paid-up shares into stock, and reconvert that stock into fully paid-up shares
of the denomination;
4. sub-divide its shares, or any of them, into shares of smaller amount than is fixed by the Memorandum,
so however, that in the sub-division on the proportion between the amount paid and the amount, if
any, unpaid, on each reduced share shall be the same as it was in the case of the shares from which
the reduced share is derived.
5. (a). Cancel shares which, at the date of passing of the resolution in that behalf, have not been taken
or agreed to be taken by any person, and diminish the amount of its share capital by the amount
of the shares so cancelled.
(b). The resolution whereby any share is sub-divided may determined that, as between the holder of
the shares resulting from such sub-division, one or more such shares shall have some preference
or special advantage as regards dividend, capital or otherwise over or as compared with the
others.
6. Classify and reclassify its share capital from the shares on one class into shares of other class or classes
and to attach thereto respectively such preferential, deferred, qualified or other special rights,
privileges, conditions or restrictions and to vary, modify or abrogate any such rights, privileges,
conditions or restrictions in such manner as may for the time being be permitted under legislative
provisions for the time being in force in that behalf.
Reduction of capital, etc. by Company
59. The Company may, by Special Resolution, reduce in any manner with and subject to any incident authorised and
consent as required by law:
a. its share capital;
b. any capital redemption reserve account; or
c. any share premium account.

SURRENDER OF SHARES

Surrender of shares
60. The Directors may, subject to the provisions of the Act, accept the surrender of any share by way of compromise of
any question as to the holder being properly registered in respect thereof.

MODIFICATION OF RIGHTS

Power of modify shares

61. The rights and privileges attached to each class of shares may be modified, commuted, affected, abrogated in the
manner provided in Section 48 of the Act.

SET OFF OF MONEY DUE TO SHAREHOLDERS

Set-off of moneys due to shareholders

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62. Any money due from the Company to a shareholder may, without the consent of such shareholder, be applied by
the Company in or towards payment of any money due from him, either alone or jointly with any other person, to
the Company in respect of calls.

CONVERSION OF SHARES INTO STOCK

Conversion of shares
63. The Company may, by Ordinary Resolution, convert all or any fully paid share(s) of any denomination into stock
and vice versa.
Transfer of stock
64. The holders of stock may transfer the same or any part thereof in the same manner as, and subject to the same
regulations, under which, the shares from which the stock arose might before the conversion have been transferred,
or as near thereto as circumstances admit; provided that the Board may, from time to time, fix the minimum amount
of stock transferable, so, however, that such minimum shall not exceed the nominal amount of the shares from
which the stock arose.

Right of stockholders
65. The holders of the stock shall, according to the amount of the stock held by them, have the same rights, privileges
and advantages as regards dividends, voting at meetings of the Company and other matters, as if they held the shares
from which the stock arose, but no such privilege or advantage (except participation in the dividends and profits of
the Company and its assets on winding up) shall be conferred by an amount of stock which would not, if existing
in shares, have conferred that privilege or advantage.
Applicability of regulations to stock and stockholders
66. Such of the regulations contained in these presents, other than those relating to share warrants as are applicable to
paid-up shares shall apply to stock and the words shares and shareholder in these presents shall include stock and
stockholder respectively.
67. DEMATERIALISATION OF SECURITIES
a) Definitions
For the purpose of this Article:
‘Beneficial Owner’ means a person or persons whose name is recorded as such with a depository;
‘SEBI’ means the Securities and Exchange Board of India;
‘Depository’ means a company formed and registered under the Companies Act, 2013, and which has been
granted a certificate of registration to act as a depository under the Securities and Exchange Board of India
Act, 1992, and
‘Security’ means such security as may be specified by SEBI from time to time.
b) Dematerialisation of securities
Notwithstanding anything contained in these Articles, the Company shall be entitled to dematerialise or
rematerialise its securities and to offer securities in a dematerialised form pursuant to the Depositories Act,
1996 and the rules framed thereunder, if any.
c) Options for investors
Every person subscribing to securities offered by the Company shall have the option to receive security
certificates or to hold the securities with a depository. Such a person, who is the beneficial owner of the
securities, can at any time opt out of a depository, if permitted by law, in respect of any security in the manner
provided by the Depositories Act and the Company shall, in the manner and within the time prescribed, issue
to the beneficial owner the required certificates of securities. If a person opts to hold his security with a
depository, the Company shall intimate such depository the details of allotment of the security, and on receipt
of the information, the depository shall enter in its record the name of the allottee as the beneficial owner of
the security.
d) Securities in depositories to be in fungible form
All securities held by a depository shall be dematerialised and be in fungible form. Nothing contained in
Sections 89 and 186 of the Act shall apply to a depository in respect of the securities held by it on behalf of
the beneficial owners.
e) Rights of depositories and beneficial owners:

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 i. Notwithstanding anything to the contrary contained in the Act or these Articles, a depository shall be
deemed to be the registered owner for the purposes of effecting transfer of ownership of security on
behalf of the beneficial owner.
ii. Save as otherwise provided in (a) above, the depository, as the registered owner of the securities, shall
not have any voting rights or any other rights in respect of the securities held by it.
iii. Every person holding securities of the Company and whose name is entered as the beneficial owner
in the records of the depository shall be deemed to be a member of the Company. The beneficial
owner of the securities shall be entitled to all the rights and benefits and be subject to all the liabilities
in respect of his securities which are held by a depository.
f) Service of documents
Notwithstanding anything in the Act or these Articles to the contrary, where securities are held in a
depository, the records of the beneficial ownership may be served by such depository on the Company by
means of electronic mode or by delivery of floppies or discs.
g) Transfer of securities
Nothing contained in Section 56 of the Act or these Articles shall apply to transfer of securities effected by
a transferor and transferee both of whom are entered as beneficial owners in the records of a depository.
h) Allotment of securities dealt with in a depository
Notwithstanding anything in the Act or these Articles, where securities are dealt with in a depository, the
Company shall intimate the details thereof to the depository immediately on allotment of such securities.
i) Distinctive numbers of securities held in a depository
Nothing contained in the Act or these Articles regarding the necessity of having distinctive numbers of
securities issued by the Company shall apply to securities held in a depository.
j) Register and Index of Beneficial owners
The Register and Index of Beneficial Owners, maintained by a depository under the Depositories Act, 1996,
shall be deemed to be the Register and Index of Members and Security Holders for the purposes of these
Articles.
k) Company to recognise the rights of registered holders as also the beneficial owners in the records of
the depository
Save as herein otherwise provided, the Company shall be entitled to treat the person whose name appears on
the Register of Members as the holder of any share, as also the beneficial owner of the shares in records of
the depository as the absolute owner thereof as regards receipt of dividends or bonus or services of notices
and all or any other matters connected with the Company, and accordingly, the Company shall not, except
as ordered by a Court of competent jurisdiction or as by law required, be bound to recognise any benami
trust or equity or equitable, contingent or other claim to or interest in such share on the part of any other
person, whether or not it shall have express or implied notice thereof.

GENERAL MEETINGS
Annual General Meeting
68. The Company shall in each year hold in addition to the other meetings a general meeting which shall be styled as
its Annual General Meeting at intervals and in accordance with the provisions of Section 96 of the Act.
Extraordinary General Meeting
69. 1. Extraordinary General Meetings may be held either at the Registered Office of the Company or at such
convenient place as the Board or the Managing Director (subject to any directions of the Board) may deem
fit.
Right to summon Extraordinary General Meeting
2. The Chairman or Vice Chairman may, whenever they think fit, and shall if so directed by the Board, convene
an Extraordinary General Meeting at such time and place as may be determined.
Extraordinary Meeting by requisition
70. a. The Board shall, on the requisition of such number of members of the Company as is specified below,
proceed duly to call an Extraordinary General Meeting of the Company and comply with the provisions of
the Act in regard to meetings on requisition.
b. The requisition shall set our matters for the consideration of which the meeting is to be called, shall be signed
by the requisitionists and shall be deposited at the Registered Office of the Company or sent to the Company
by Registered Post addressed to the Company at its Registered Office.

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 c. The requisition may consist of several documents in like forms, each signed by one or more requisitionists.
d. The number of members entitled to requisition a meeting in regard to any matter shall be such number of
them as hold, on the date of the deposit of the requisition, not less than 1/10th of such of the paid-up capital
of the Company as at the date carries the right of the voting in regard to the matter set out in the requisition.
e. If the Board does not, within 21 days from the date of receipt of deposit of the requisition with regard to any
matter, proceed duly to call a meeting for the consideration of these matters on a date not later than 45 days
from the date of deposit of the requisition, the meeting may be called by the requisitionists themselves or
such of the requisitionists, as represent either majority in the value of the paid-up share capital held by them
or of not less than one tenth of such paid-up capital of the Company as is referred to in Sub-clause (d) above,
whichever is less.
Length of notice for calling meeting
71. A General Meeting of the Company may be called by giving not less than twenty one days notice in writing,
provided that a General Meeting may be called after giving shorter notice if consent thereto is accorded by the
members holding not less than 95 per cent of the part of the paid- up share capital which gives the right to vote on
the matters to be considered at the meeting.
Provided that where any member of the Company is entitled to vote only on some resolution or resolutions to be
moved at a meeting and not on the others, those members, shall be taken into account for purpose of this clause in
respect of the former resolution or resolutions and not in respect of the latter.
Accidental omission to give notice not to invalidate meeting
72. The accidental omission is to give notice of any meeting to or the non-receipt of any such notice by any of the
members shall not invalidate the proceedings of any resolution passed at such meeting.
Special business and statement to be annexed
73. All business shall be deemed special that is transacted at an Extraordinary Meeting and also that is transacted at an
Annual Meeting with the exception of declaration of a dividend, the consideration of financial statements and the
reports of the Directors and Auditors thereon, the election of the Directors in the place of those retiring, and the
appointment of and the fixing of the remuneration of Auditors. Where any item of business to be transacted at the
meeting is deemed to be special as aforesaid, there shall be annexed to the notice of the meeting a statement setting
out all material facts concerning each such item of business including in particular the nature of the concern or
interest, if any, therein, of every Director and the Manager, if any, every other Key Managerial Personnel and the
relatives of Directors, Manager and other Key Managerial Personnel. Where any item of business consists of the
according of approval to any document by the meeting, the time and place where the document can be inspected
shall be specified in the statement aforesaid.
Where any item of special business to be transacted at a meeting of the company relates to or affects any other
company, the extent of shareholding interest in that other company of every promoter, director, manager, if any,
and of every other key managerial personnel of the first mentioned company shall, if the extent of such shareholding
is not less than two per cent of the paid-up share capital of that company, also be set out in the statement.
Quorum
74. The quorum requirements for general meetings shall be as under and no business shall be transacted at any General
Meeting unless the requisite quorum is present when the meeting proceeds to business:
Number of members upto 1000: 5 members personally present
Number of members 1000-5000: 15 members personally present
Number of members more than 5000: 30 members personally present
If quorum not present, when meeting to be dissolved and when to be adjourned
75. If within half an hour from the time appointed for the meeting, a quorum is not present, the meeting, if called upon
the requisition of members, shall be dissolved; in any other case, it shall stand adjourned to the same day in the next
week and at the same time and place or to such other day and to be at such other time and place as the Board may
determine and if at the adjourned meeting a quorum is not present within half an hour from the time appointed for
the meeting, the members present shall be a quorum.
Chairman of General Meeting
76. The Chairman of the Board of Directors shall preside at every General Meeting of the Company and if he is not
present within 15 minutes after the time appointed for holding the meeting, or if he is unwilling to act as Chairman,
the Vice Chairman of the Board of Directors shall preside over the General Meeting of the Company.
When Chairman is absent

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77. If there is no such Chairman, or Vice Chairman or if at any General Meeting, either the Chairman or Vice Chairman
is not present within fifteen minutes after the time appointed for holding the meeting or if they are unwilling to take
the chair, the members present shall choose one of their members to be the Chairman.
Adjournment of meeting
78. The Chairman may, with the consent of any meeting at which a quorum is present and shall, if so directed by the
meeting, adjourn that meeting from time to time from place to place, but no business shall be transacted at any
adjourned meeting other than the business left unfinished at the meeting from which the adjournment took place.
When a meeting is adjourned for thirty days or more, notice of the adjourned meeting shall be given as in the case
of an original meeting. Save as aforesaid, it shall not be necessary to give any notice of adjournment or of the
business to be transacted at an adjourned meeting.
Questions at General Meeting how decided
79. At a General Meeting, a resolution put to the vote of the meeting shall be decided on a show of hands/result of
electronic voting as per the provisions of Section 108, unless a poll is (before or on the declaration of the result of
the show of hands/ electronic voting) demanded in accordance with the provisions of Section 109. Unless a poll is
so demanded, a declaration by the Chairman that a resolution has, on a show of hands/ electronic voting, been
carried unanimously or by a particular majority or lost and an entry to that effect in the book of the proceedings of
the Company shall be conclusive evidence of the fact without proof of the number of proportion of the votes
recorded in favour of or against that resolution.
Casting vote
80. In the case of an equality of votes, the Chairman shall, whether on a show of hands, or electronically or on a poll,
as the case may be, have a casting vote in addition to the vote or votes to which he may be entitled as a member.
Taking of poll
81. If a poll is duly demanded in accordance with the provisions of Section 109, it shall be taken in such manner as the
Chairman, subject to the provisions of Section 109 of the Act, may direct, and the results of the poll shall be deemed
to be the decision of the meeting on the resolution on which the poll was taken.
In what cases poll taken without adjournment
82. A poll demanded on the election of Chairman or on a question of adjournment shall be taken forthwith. Where a
poll is demanded on any other question, adjournment shall be taken at such time not being later than forty-eight
hours from the time which demand was made, as the Chairman may direct.
Votes
83. a. Every member of the Company holding Equity Share(s), shall have a right to vote in respect of such capital
on every resolution placed before the Company. On a show of hands, every such member present shall have
one vote and shall be entitled to vote in person or by proxy and his voting right on a poll or on e-voting shall
be in proportion to his share of the paid-up Equity Capital of the Company.
b. Every member holding any Preference Share shall in respect of such shares have a right to vote only on
resolutions which directly affect the rights attached to the Preference Shares and subject as aforesaid, every
such member shall in respect of such capital be entitled to vote in person or by proxy, if the dividend due on
such preference shares or any part of such dividend has remained unpaid in respect of an aggregate period
of not less than two years preceding the date of the meeting. Such dividend shall be deemed to be due on
Preference Shares in respect of any period, whether a dividend has been declared by the Company for such
period or not, on the day immediately following such period.
c. Whenever the holder of a Preference Share has a right to vote on any resolution in accordance with the
provisions of this article, his voting rights on a poll shall be in the same proportion as the capital paid-up in
respect of such Preference Shares bear to the total equity paid-up capital of the Company.
Business may proceed notwithstanding demand for poll
84. A demand for a poll shall not prevent the continuance of a meeting for the transaction of any business other than
that on which a poll has been demanded; The demand for a poll may be withdrawn at any time by the person or
persons who made the demand.
Joint holders
85. In the case of joint holders, the vote of the first named of such joint holders who tender a vote, whether in person or
by proxy, shall be accepted to the exclusion of the votes of the other joint holders.
Member of unsound mind
86. A member of unsound mind, or in respect of whom an order has been made by any Court having jurisdiction in
lunacy, may vote, whether on a show of hands or on a poll, by his committee or other legal guardian, and any such
committee or guardian may, on a poll vote by proxy.

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 No member entitled to vote while call due to Company
87. No member shall be entitled to vote at a General Meeting unless all calls or other sums presently payable by him in
respect of shares in the Company have been paid.
Proxies permitted on polls
88. On a poll, votes may be given either personally or by proxy provided that no Company shall vote by proxy as long
as resolution of its Directors in accordance with provisions of Section 113 is in force.
Instrument of proxy
89. a. The instrument appointing a proxy shall be in writing under the hand of the appointed or of the attorney duly
authorised in writing, or if the appointer is a Corporation, either under the signature of two Directors and the
Company Secretary of the Company or under the hand of an officer or attorney so authorised. Any person
may act as a proxy whether he is a member or not.
b. A body corporate (whether a company within the meaning of this Act or not) may:
1. If it is a member of the Company by resolution of its Board of Directors or other governing body,
authorise such persons as it thinks fit to act as its representatives at any meeting of the Company, or
at any meeting of any class of members of the Company;
2. If it is a creditor (including a holder of debentures) of the Company, by resolution of its Directors or
other governing body, authorise such person as it thinks fit to act as its representative at any meeting
of any creditors of the Company held in pursuance of this Act or of any rules made thereunder, or in
pursuance of the provisions contained in any debenture or trust deed, as the case may be.
c. A person authorised by resolution as aforesaid shall be entitled to exercise the same rights and powers
(including the right to vote by proxy) on behalf of the body corporate which he represents, as if he were
personally the member, creditor or debenture holder.
Instrument of proxy to be deposited at the office
90. The instrument appointing a proxy and the power of attorney or other authority, if any, under which it is signed or
a notary certified copy of that power of authority shall be deposited at the Registered Office of the Company not
less than forty-eight hours before the time for holding the meeting or adjourned meeting at which the person named
in the instrument proposed to vote, and in default, the instrument of proxy shall not be treated as valid.
Validity of vote by proxy
91. A vote given in accordance with the terms of an instrument of proxy shall be valid not withstanding the previous
death of the appointer, or revocation of the proxy, or transfer of the share in respect of which the vote is given
provided no intimation in writing of the death, revocation or transfer shall have been received at the Registered
Office of the Company before the commencement of the meeting or adjourned meeting at which the proxy is used.
Form of proxy
92. Any instrument appointing a proxy may be a two way proxy form to enable the shareholders to vote for or against
any resolution at their discretion. The instrument of proxy shall be in the prescribed form as given in Form MGT-
11.

DIRECTORS

Number of Directors
93. Unless otherwise determined by a General Meeting, the number of Directors shall not be less than 3 and not more
than 15.
a) Present Board of Directors
i. Mr. Balmukund Jhunjhunwala
ii. Mr. Aditya Jhunjhunwala
iii. Mr. Keshav Jhunjhunwala

b) Same individual may be appointed as Chairperson and Managing Director / Chief Executive Officer
The same individual may, at the same time, be appointed as the Chairperson of the Company as well as the Managing
Director or Chief Executive of the Company.

94. Subject to the provisions of the Act as may be applicable, the Board may appoint any person as a Managing Director
to perform such functions as the Board may decide from time to time. Such Director shall be a Member of the Board.

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 Qualification of Directors
95. Any person, whether a member of the Company or not, may be appointed as a Director. No qualification by way of
holding shares in the capital of the Company shall be required of any Director.

Director’s remuneration
96. a. Until otherwise determined by the Company in General Meeting, each Director shall be entitled to receive and
be paid out of the funds of the Company a fee for each meeting of the Board of Directors or any committee thereof,
attended by him as may be fixed by the Board of Directors from time to time subject to the provisions of Section
197 of the Act, and the Rules made thereunder. For the purpose of any resolution in this regard, none of the
Directors shall be deemed to be interested in the subject matter of the resolution. The Directors shall also be
entitled to be paid their reasonable travelling and hotel and other expenses incurred in consequence of their
attendance at meetings of the Board or of any committee of the Board or otherwise in the execution of their duties
as Directors either in India or elsewhere. The Managing/Whole-time Director of the Company who is a full time
employee, drawing remuneration will not be paid any fee for attending Board Meetings.
b. Subject to the provisions of the Act, the Directors may, with the sanction of a Special Resolution passed in the
General Meeting and such sanction, if any, of the Government of India as may be required under the Companies
Act, sanction and pay to any or all the Directors such remuneration for their services as Directors or otherwise
and for such period and on such terms as they may deem fit.
c. Subject to the provisions of the Act, the Company in General Meeting may by Special Resolution sanction and
pay to the Director in addition to the said fees set out in sub-clause (a) above, a remuneration not exceeding one
per cent (1%) of the net profits of the Company calculated in accordance with the provisions of Section 198 of
the Act. The said amount of remuneration so calculated shall be divided equally between all the Directors of the
Company who held office as Directors at any time during the year of account in respect of which such
remuneration is paid or during any portion of such year irrespective of the length of the period for which they held
office respectively as such Directors.
d. Subject to the provisions of Section 188 of the Companies Act, and subject to such sanction of the Government
of India, as may be required under the Companies Act, if any Director shall be appointed to advise the Directors
as an expert or be called upon to perform extra services or make special exertions for any of the purposes of the
Company, the Directors may pay to such Director such special remuneration as they think fit; such remuneration
may be in the form of either salary, commission, or lump sum and may either be in addition to or in substitution
of the remuneration specified in clause (a) of the Article.
Directors may act notwithstanding vacancy
97. The continuing Directors may act not withstanding any vacancy in their body, but subject to the provisions contained
in Article 121 below:
Chairman of the Board
98. The Board may from time to time appoint any Director to be the Chairman of the Board. The Chairman of the Board
shall be subject to the same provisions as to resignation and removal as the other Directors, and he ipso facto, and
immediately ceases to be the Chairman if he ceases to hold the office of Director for any cause.
Casual vacancy
99. If the office of any Director becomes vacant before the expiry of the period of his Directorship in normal course,
the resulting casual vacancy may be filled by the Board at a Meeting of the Board subject to Section 161 of the Act.
Any person so appointed shall hold office only upto the date which the Director in whose place he is appointed
would have held office if the vacancy had not occurred as aforesaid.

VACATION OF OFFICE BY DIRECTORS

Vacation of office by Directors

100. The office of a Director shall be vacated if:
1. he is found to be unsound mind by a Court of competent jurisdiction;
2. he applies to be adjudicated as an insolvent;
3. he is an undischarged insolvent;
4. he is convicted by a Court of any offence whether involving moral turpitude or otherwise and is sentenced
in respect thereof to imprisonment for not less than six months and a period of five years has not elapsed
from the date of expiry of the sentence;

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 5. he fails to pay any call in respect of shares of the Company held by him, whether alone or jointly with others,
within six months from the last date fixed for the payment of the call;
6. an order disqualifying him for appointment as Director has been passed by court or tribunal and the order is
in force.
7. he has not complied with Subsection (3) of Section 152
8. he has been convicted of the offence dealing with related party transaction under section 188 at any time
during the preceding five years.
9. he absents himself from all meetings of the Board for a continuous period of twelve months, with or without
seeking leave of absence from the Board;
10. he acts in contravention of Section 184 of the Act and fails to disclose his interest in a contract in
contravention of section 184.
11. he becomes disqualified by an order of a court or the Tribunal
12. he is removed in pursuance of the provisions of the Act,
13. having been appointed a Director by virtue of holding any office or other employment in the Company, he
ceases to hold such office or other employment in the Company;
notwithstanding anything in Clause (4), (6) and (8) aforesaid, the disqualification referred to in those clauses
shall not take effect:
1. for thirty days from the date of the adjudication, sentence or order;
2. where any appeal or petition is preferred within the thirty days aforesaid against the adjudication,
sentence or conviction resulting in the sentence or order until the expiry of seven days from the date
on which such appeal or petition is disposed off; or
3. where within the seven days as aforesaid, any further appeal or petition is preferred in respect of the
adjudication, sentence, conviction or order, and appeal or petition, if allowed, would result in the
removal of the disqualification, until such further appeal or petition is disposed off.
Alternate Directors
101. (a) The Board may appoint an Alternate Director to act for a Director hereinafter called in this clause “the
Original Director” during his absence for a period of not less than 3 months from India.
(b) An Alternate Director appointed as aforesaid shall vacate office if and when the Original Director returns to
India.
Independent Directors
(c) (i) The Directors may appoint such number of Independent Directors as are required under Section 149
of the Companies Act, 2013 or SEBI (Listing Obligations and Disclosure Requirements) Regulations,
2015 from time to time.
(ii) Independent directors shall possess such qualification as required under Section 149 of the companies
Act, 2013 and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015
(iii) Independent Director shall be appointed for such period as prescribed under relevant provisions of
the companies Act, 2013 and SEBI (Listing Obligations and Disclosure Requirements) Regulations,
2015 and shall not be liable to retire by rotation.
Women Director
(d) The Directors shall appoint at least one women director as per the requirements of section 149 of the Act.
Key Managerial Personnel
(e) Subject to the provisions of the Act,—
(i) A chief executive officer, manager, company secretary or chief financial officer may be appointed by
the Board for such term, at such remuneration and upon such conditions as it may thinks fit; and any
chief executive officer, manager, company secretary or chief financial officer so appointed may be
removed by means of are solution of the Board;
(ii) A director may be appointed as chief executive officer, manager, company secretary or chief financial
officer.
(iii) The Managing Director shall act as the Chairperson of the Company for all purposes subject to the
provisions contained in the Act and these articles.
Additional Directors
102. The Directors may, from time to time, appoint a person as an Additional Director provided that the number of
Directors and Additional Directors together shall not exceed the maximum number of Directors fixed under Article

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 93 above. Any person so appointed as an Additional Director shall hold office upto the date of the next Annual
General Meeting of the Company.
Proportion of retirement by rotation
a. The proportion of directors to retire by rotation shall be as per the provisions of Section 152 of the Act.
Debenture
103. Any trust deed for securing debentures or debenture-stocks may, if so arranged, provide for the appointment, from
time to time, by the Trustees thereof or by the holders of debentures or debenture-stocks, of some person to be a
Director of the Company and may empower such Trustees, holder of debentures or debenture-stocks, from time to
time, to remove and re-appoint any Director so appointed. The Director appointed under this Article is herein
referred to as “Debenture Director” and the term “Debenture Director” means the Director for the time being in
office under this Article. The Debenture Director shall not be bound to hold any qualification shares and shall not
be liable to retire by rotation or be removed by the Company. The Trust Deed may contain such ancillary provisions
as may be arranged between the Company and the Trustees and all such provisions shall have effect notwithstanding
any other provisions herein contained.
Corporation/Nominee Director
104. a. Notwithstanding anything to the contrary contained in the Articles, so long as any moneys remain owing by
the Company the any finance corporation or credit corporation or body, (herein after in this Article referred
to as “The Corporation”) out of any loans granted by them to the Company or as long as any liability of the
Company arising out of any guarantee furnished by the Corporation, on behalf of the Company remains
defaulted, or the Company fails to meet its obligations to pay interest and/or installments, the Corporation
shall have right to appoint from time to time any person or person as a Director or Directors (which Director
or Directors is/are hereinafter referred to as “Nominee Director(s)”) on the Board of the Company and to
remove from such office any person so appointed, any person or persons in his or their place(s).
b. The Board of Directors of the Company shall have no power to remove from office the Nominee Director/s
as long as such default continues. Such Nominee Director/s shall not be required to hold any share
qualification in the Company, and such Nominee Director/s shall not be liable to retirement by rotation of
Directors. Subject as aforesaid, the Nominee Director/s shall be entitled to the same rights and privileges and
be subject to the same obligations as any other Director of the Company.
The Nominee Director/s appointed shall hold the said office as long as any moneys remain owing by the
Company to the Corporation or the liability of the Company arising out of the guarantee is outstanding and
the Nominee Director/s so appointed in exercise of the said power shall ipso facto vacate such office
immediately the moneys owing by the Company to the Corporation are paid off or on the satisfaction of the
liability of the Company arising out of the guarantee furnished by the Corporation.
The Nominee Director/s appointed under this Article shall be entitled to receive all notices of and attend all
General Meetings, and of the Meeting of the Committee of which the Nominee Director/s is/are member/s.
The Corporation shall also be entitled to receive all such notices. The Company shall pay to the Nominee
Director/s sitting fees and expenses to which the other Director/s of the Company are entitled, but if any
other fee, commission, monies or remuneration in any form is payable to the Director/s of the Company, the
fee, commission, monies and remuneration in relation to such Nominee Director/s shall accrue to the
Corporation and the same shall accordingly be paid by the Company directly to the Corporation. Any
expenses that may be incurred by the Corporation or such Nominee Director/s in connection with their
appointment to Directorship shall also be paid or reimbursed by the Company to the Corporation or, as the
case may be, to such Nominee Director/s.
Provided that if any such Nominee Director/s is an officer of the Corporation, the sitting fees, in relation to
such Nominee Director/s shall so accrue to the Corporation and the same shall accordingly be paid by the
Company directly to the Corporation.
c. The Corporation may at any time and from time to time remove any such Corporation Director appointed by
it and may at the time of such removal and also in the case of death or resignation of the person so appointed,
at any time appoint any other person as a Corporation Director in his place. Such appointment or removal
shall be made in writing signed by the Chairman or Joint Chairman of the Corporation or any person and
shall be delivered to the Company at its Registered office. It is clarified that every Corporation entitled to
appoint a Director under this Article may appoint such number of persons as Directors as may be authorised
by the Directors of the Company, subject to Section 152 of the Act and so that the number does not exceed
1/3 of the maximum fixed under Article 93.
Disclosure of interest of Directors
105. a. Subject to the provisions of the Act, the Directors shall not be disqualified by reason of their office as such
from contracting with the Company either as vendor, purchaser, lender, agent, broker, or otherwise, nor shall

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 any such contract or any contract or arrangement entered into by on behalf of the Company with any Director
or with any company or partnership of or in which any Director shall be a member or otherwise interested
be avoided nor shall any Director so contracting or being such member or so interested be liable to account
to the Company for any profit realised by such contract or arrangement by reason only of such Director
holding that office or of the fiduciary relation thereby established but the nature of the interest must be
disclosed by the Director at the meeting of the Board at which the contract or arrangements is determined or
if the interest then exists in any other case, at the first meeting of the Board after the acquisition of the interest.
Provided nevertheless that no Director shall vote as a Director in respect of any contract or arrangement in
which he is so interested as aforesaid or take part in the proceedings thereat and he shall not be counted for
the purpose of ascertaining whether there is quorum of Directors present. This provision shall not apply to
any contract by or on behalf of the Company to indemnify the Directors or any of them against any loss they
may suffer by becoming or being sureties for the Company.
b. A Director may be or become a Director of any company promoted by this Company or in which this
Company may be interested as vendor, shareholder or otherwise and no such Director shall be accountable
to the Company for any benefits received as a Director or member of such company.
Rights of Directors
106. Except as otherwise provided by these Articles and subject to the provisions of the Act, all the Directors of the
Company shall have in all matters equal rights and privileges, and be subject to equal obligations and duties in
respect of the affairs of the Company.
Directors to comply with Section 184
107. Notwithstanding anything contained in these presents, any Director contracting with the Company shall comply
with the provisions of Section 184 of the Companies Act, 2013.
Directors power of contract with Company
108. Subject to the limitations prescribed in the Companies Act, 2013, the Directors shall be entitled to contract with the
Company and no Director shall be disqualified by having contracted with the Company as aforesaid.

ROTATION OF DIRECTORS

Rotation and retirement of Directors

109. At every annual meeting, one-third of the Directors shall retire by rotation in accordance with provisions of Section
152 of the Act.
Retiring Directors eligible for re-election
110. A retiring Director shall be eligible for re-election and the Company at the General Meeting at which a Director
retires in the manner aforesaid may fill up vacated office by electing a person thereto.

Which Directors to retire

111. The Directors to retire in every year shall be those who have been longest in office since their last election, but as
between persons who become Directors on the same day, those to retire shall, unless they otherwise agree among
themselves, be determined by lot.
Retiring Directors to remain in office till successors are appointed
112. Subject to Section 152 of the Act, if at any meeting at which an election of Directors ought to take place, the place
of the vacating or deceased Directors is not filled up and the meeting has not expressly resolved not to fill up or
appoint the vacancy, the meeting shall stand adjourned till the same day in the next week at the same time and place,
or if that day is a national holiday, till the next succeeding day which is not a holiday at the same time, place, and if
at the adjourned meeting the place of vacating Directors is not filled up and the meeting has also not expressly
resolved not to fill up the vacancy, then the vacating Directors or such of them as have not had their places filled up
shall be deemed to have been reappointed at the adjourned meeting.
Power of General Meeting to increase or reduce number of Directors
113. Subject to the provisions of Sections 149, 151 and 152 the Company in General Meeting may increase or reduce
the number of Directors subject to the limits set out in Article 93 and may also determine in what rotation the
increased or reduced number is to retire.
Power to remove Directors by ordinary resolution
114. Subject to provisions of Section 169 the Company, by Ordinary Resolution, may at any time remove any Director
except Government Directors before the expiry of his period of office, and may by Ordinary Resolution appoint
another person in his place. The person so appointed shall hold office until the date upto which his predecessor

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 would have held office if he had not been removed as aforementioned. A Director so removed from office shall not
be re-appointed as a Director by the Board of Directors. Special Notice shall be required of any resolution to remove
a Director under this Article, or to appoint somebody instead of the Director at the meeting at which he is removed.
Rights of persons other than retiring Directors to stand for Directorships
115. Subject to the provisions of Section 160 of the Act, a person not being a retiring Director shall be eligible for
appointment to the office of a Director at any general meeting if he or some other member intending to propose him
as a Director has not less than fourteen days before the meeting, left at the office of the Company a notice in writing
under his hand signifying his candidature for the office of the Director, or the intention of such member to propose
him as a candidate for that office, as the case may be “along with a deposit of such sum as may be prescribed by the
Act or the Central Government from time to time which shall be refunded to such person or as the case may be, to
such member, if the person succeeds in getting elected as a Director or gets more than 25% of total valid votes cast
either on show of hands or electronically or on poll on such resolution”.
Register of Directors and KMP and their shareholding
116. The Company shall keep at its Registered Office a register containing the addresses and occupation and the other
particulars as required by Section 170 of the Act of its Directors and Key Managerial Personnel and shall send to
the Registrar of Companies returns as required by the Act.
Business to be carried on
117. The business of the Company shall be carried on by the Board of Directors.
Meeting of the Board
118. The Board may meet for the dispatch of business, adjourn and otherwise regulate its meetings, as it thinks fit,
provided that a meeting of the Board shall be held at least once in every one hundred and twenty days; and at least
four such meetings shall be held in every year.
Director may summon meeting
119. A Director may at any time request the Secretary to convene a meeting of the Directors and seven days notice of
meeting of directors shall be given to every director and such notice shall be sent by hand delivery or by post or by
electronic means.
Question how decided
120. a. Save as otherwise expressly provided in the Act, a meeting of the Directors for the time being at which a
quorum is present shall be competent to exercise all or any of the authorities, powers and discretions by or
under the regulations of the Company for the time being vested in or exercisable by the Directors generally
and all questions arising at any meeting of the Board shall be decided by a majority of the Board.
b. In case of an equality of votes, the Chairman shall have a second or casting vote in addition to his vote as a
Director.
Right of continuing Directors when there is no quorum
121. The continuing Directors may act notwithstanding any vacancy in the Board, but if and as long as their number if
reduced below three, the continuing Directors or Director may act for the purpose of increasing the number of
Directors to three or for summoning a General Meeting of the Company and for no other purpose.
Quorum
122. The quorum for a meeting of the Board shall be one third of its total strength (any fraction contained in that one
third being rounded off as one) or two Directors whichever is higher; provided that where at any time the number
of interested Directors is equal to or exceeds two-thirds of the total strength, the number of the remaining Directors,
that is to say, the number of Directors who are not interested present at the meeting being not less than two shall be
the quorum during such time. The total strength of the Board shall mean the number of Directors actually holding
office as Directors on the date of the resolution or meeting, that is to say, the total strength of the Board after
deducting therefrom the number of Directors, if any, whose places are vacant at the time.

Election of Chairman to the Board

123. If no person has been appointed as Chairman or Vice Chairman under Article 98(a) or if at any meeting, the
Chairman or Vice Chairman of the Board is not present within fifteen minutes after the time appointed for holding
the meeting, the Directors present may choose one of their members to be the Chairman of the meeting.

Chairman Emeritus
123 A.

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 (1) The Board shall be entitled to appoint any person who has rendered significant or distinguished services to
the Company or to the industry to which the Company's business relates or in the public field, as the
Chairman Emeritus of the Company.
(2) The Chairman Emeritus shall hold office until he resigns his office or a special resolution to that effect is
passed by the members in a general meeting.
(3) The Chairman Emeritus may attend any meetings of the Board or Committee thereof but shall not have any
right to vote and shall not be deemed to be a party to any decision of the Board or Committee thereof.
(4) The Chairman Emeritus shall not be deemed to be a director for any purposes of the Act or any other statute
or rules made there under or these Articles including for the purpose of determining the maximum number
of Directors which the Company can appoint.
(5) The Board may decide to make any payment in any manner for any services rendered by the Chairman Emeritus
to the Company.
(6) If at any time the Chairman Emeritus is appointed as a Director of the Company, he may, at his discretion,
retain the title of the Chairman Emeritus.”
Power to appoint Committees and to delegate
124. a. The Board may, from time to time, and at any time and in compliance with provisions of the act and listing
agreement constitute one or more Committees of the Board consisting of such member or members of its
body, as the Board may think fit.
Delegation of powers
b. Subject to the provisions of Section 179 the Board may delegate from time to time and at any time to any
Committee so appointed all or any of the powers, authorities and discretions for the time being vested in the
Board and such delegation may be made on such terms and subject to such conditions as the Board may think
fit and subject to provisions of the act and listing agreement.
c. The Board may from, time to time, revoke, add to or vary any powers, authorities and discretions so
Proceedings of Committee
125. The meeting and proceedings of any such Committee consisting of two or more members shall be governed by the
provisions herein contained for regulating the meetings and proceedings of the Directors so far as the same are
applicable thereto, and not superseded by any regulations made by the Directors under the last proceeding Article.
Election of Chairman of the Committee
126. a. The Chairman or the Vice Chairman shall be the Chairman of its meetings, if either is not available or if at
any meeting either is not present within five minutes after the time appointed for holding the meeting, the
members present may choose one of their number to be Chairman of the meeting.
b. The quorum of a Committee may be fixed by the Board and until so fixed, if the Committee is of a single
member or two members, the quorum shall be one and if more than two members, it shall be two.
Question how determined
127. a. A Committee may meet and adjourn as it thinks proper.
b. Questions arising at any meeting of a Committee shall be determined by the sole member of the Committee
or by a majority of votes of the members present as the case may be and in case of an equality of votes, the
Chairman shall have a second or casting vote in addition to his vote as a member of the Committee.
Acts done by Board or Committee valid, notwithstanding defective appointment, etc.
128. All acts done by any meeting of the Board or a Committee thereof, or by any person acting as a Director shall, not
withstanding that it may be afterwards discovered that there was some defect in the appointment of any one or more
of such Directors or any person acting as aforesaid, or that any of them was disqualified, be as valid as if every such
Director and such person had been duly appointed and was qualified to be a Director.
Resolution by circulation
129. Save as otherwise expressly provided in the Act, a resolution in writing circulated in draft together with necessary
papers, if any, to all the members of the Committee then in India (not being less in number than the quorum fixed
for the meeting of the Board or the Committee as the case may) and to all other Directors or members at their usual
address in India or by a majority of such of them as are entitled to vote on the resolution shall be valid and effectual
as if it had been a resolution duly passed at a meeting of the Board or Committee duly convened and held.

POWERS AND DUTIES OF DIRECTORS

General powers of Company vested in Directors

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130. The business of the Company shall be managed by the Directors who may exercise all such powers of the Company
as are not, by the act or any statutory modification thereof for the time being in force, or by these Articles, required
to be exercised by the Company in General Meeting, subject nevertheless to any regulation of these Articles, to the
provisions of the said Act, and to such regulations being not inconsistent with the aforesaid regulations or provisions
as may be prescribed by the Company in General Meeting; but no regulation made by the Company in General
Meeting, shall invalidate any prior act of the Directors which would have been valid if that regulation had not been
made.
Attorney of the Company
131. The Board may appoint at any time and from time to time by a power of attorney under the signature of two Directors
and the Company Secretary of the Company, any person to be the Attorney of the Company for such purposes and
with such powers, authorities and discretions not exceeding those vested in or exercisable by the Board under these
Articles and for such period and subject to such conditions as the Board may from time to time think fit and any
such appointment, may, if the Board thinks fit, be made in favour of the members, or any of the members of any
firm or company, or the members, Directors, nominees or managers of any firm or company or otherwise in favour
of any body or persons whether nominated directly or indirectly by the Board and any such power of attorney may
contain such provisions for the protection or convenience of persons dealing with such attorney as the Board may
think fit.
Power to authorise subdelegation
132. The Board may authorise any such delegate or attorney as aforesaid to sub-delegate all or any of the powers and
authorities for the time being vested in him.
Directors’ duty to comply with the provisions of the Act
133. The Board shall duly comply with the provisions of the Act and in particular with the provisions in regard to the
registration of the particulars of mortgages and charges affecting the property of the Company or created by it, and
keep a register of the Directors, and send to the Registrar an annual list of members and a summary of particulars
relating thereto, and notice of any consolidation or increase of share capital and copies of special resolutions, and
such other resolutions and agreements required to be filed under Section 117 of the Act and a copy of the Register
of Directors and notifications of any change therein.
Special power of Directors
134. In furtherance of and without prejudice to the general powers conferred by or implied in Article 130 and other
powers conferred by these Articles, and subject to the provisions of Sections 179 and 180 of the Act, that may
become applicable, it is hereby expressly declared that it shall be lawful for the Directors to carry out all or any of
the objects set forth in the Memorandum of Association and to the following things.
To acquire and dispose of property and rights
135. a. To purchase or otherwise acquire for the Company any property, rights or privileges which the Company is
authorised to acquire at such price and generally on such terms and conditions as they think fit and to sell,
let, exchange, or otherwise dispose of the property, privileges and undertakings of the Company upon such
terms and conditions and for such consideration as they may think fit.

To pay for property in debentures, etc.

b. At their discretion to pay for any property, rights and privileges acquired by or services rendered to the
Company, either wholly or partially, in cash or in shares, bonds, debentures or other securities of the
Company and any such shares may be issued either as fully paid-up or with such amount credited as paid-
up, the sum as may be either specifically charged upon all or any part of the property of the Company and
its uncalled capital or not so charged.
To secure contracts by mortgages
c. To secure the fulfillment of any contracts or agreements entered into by the Company by mortgage or charge
of all or any of the property of the Company and its uncalled capital for the time being or in such other
manner as they think fit.
To appoint officers, etc.
d. To appoint and at their discretion remove, or suspend such agents, secretaries, officers, clerks and servants
for permanent, temporary or special services as they may from time to time think fit and to determine their
powers and duties and fix their powers and duties and fix their salaries or emoluments and to the required
security in such instances and to such amount as they think fit.
e. To institute, conduct, defend, compound or abandon any legal proceedings by or against the Company or its
officers or otherwise concerning the affairs of the Company and also to compound and allow time for
payments or satisfaction of any dues and of any claims or demands by or against the Company.

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To refer to arbitration
f. To refer to, any claims or demands by or against the Company to arbitration and observe and perform the
awards.
To give receipt
g. To make and give receipts, releases and other discharges for money payable to the Company and of the
claims and demands of the Company.
To act in matters of bankrupts and insolvents
h. To act on behalf of the Company in all matters relating to bankrupts and insolvents.
To give security by way of indemnity
i. To execute in the name and on behalf of the Company in favour of any Director or other person who may
incur or be about to incur any personal liability for the benefit of the Company such mortgages of the
Company’s property (present and future) as they think fit and any such mortgage may contain a power of
sale and such other powers, covenants and provisions as shall be agreed upon.
To give commission
j. To give any person employed by the Company a commission on the profits of any particular business or
transaction or a share in the general profits of the Company.

To make contracts etc.

k. To enter into all such negotiations and contracts and rescind and vary all such contracts and execute and do
all such acts, deeds and things in the name and on behalf of the Company as they consider expedient for or
in relation to any of the matters aforesaid or otherwise for the purposes of the Company.
To make bye-laws
l. From time to time, make, vary and repeal bye-laws for the regulations of the business for the Company, its
officers and servants.
To set aside profits for provided fund
m. Before recommending any dividends, to set-aside portions of the profits of the Company to form a fund to
provide for such pensions, gratuities or compensations; or to create any provident fund or benefit fund in
such or any other manner as the Directors may deem fit.
To make and alter rules
n. To make and alter rules and regulations concerning the time and manner of payments of the contributions of
the employees and the Company respectively to any such fund and accrual, employment, suspension and
forfeiture of the benefits of the said fund and the application and disposal thereof and otherwise in relation
to the working and management of the said fund as the Directors shall from time to time think fit.
o. And generally, at their absolute discretion, to do and perform every act and thing which they may consider
necessary or expedient for the purpose of carrying on the business of the Company, excepting such acts and
things as by Memorandum of Association of the Company or by these presents may stand prohibited.

Managing Director
136. a. Subject to the provisions of Section 196 ,197, 2(94), 203 of the Act, the following provisions shall apply:
b. The Board of Directors may appoint or re-appoint one or more of their body, not exceeding two, to be the
Managing Director or Managing Directors of the Company for such period not exceeding 5 years as it may
deem fit, subject to such approval of the Central Government as may be necessary in that behalf.
c. The remuneration payable to a Managing Director shall be determined by the Board of Directors subject to
the sanction of the Company in General Meeting and of the Central Government, if required.
d. If at any time there are more than one Managing Director, each of the said Managing Directors may exercise
individually all the powers and perform all the duties that a single Managing Director may be empowered to
exercise or required to perform under the Companies Act or by these presents or by any Resolution of the
Board of Directors and subject also to such restrictions or conditions as the Board may from time to time
impose.
e. The Board of Directors may at any time and from time to time designate any Managing Director as Deputy
Managing Director or Joint Managing Director or by such other designation as it deems fit.

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 f. Subject to the supervision, control and directions of the Board of Directors, the Managing Director/Managing
Directors shall have the management of the whole of the business of the Company and of all its affairs and
shall exercise all powers and perform all duties and in relation to the management of the affairs, except such
powers and such duties as are required by Law or by these presents to be exercised or done by the Company
in General Meeting or by the Board and also subject to such conditions and restrictions imposed by the Act
or by these presents or by the Board of Directors. Without prejudice to the generality of the foregoing, the
Managing Director/Managing Directors shall exercise all powers set out in Article 135 above except those
which are by law or by these presents or by any resolution of the Board required to be exercised by the Board
or by the Company in General Meeting.
Whole-time Director
137. 1. Subject to the provisions of the Act and subject to the approval of the Central Government, if any, required
in that behalf, the Board may appoint one or more of its body, as Whole-time Director or Whole time
Directors on such designation and on such terms and conditions as it may deem fit. The Whole-time Directors
shall perform such duties and exercise such powers as the Board may from time to time determine which
shall exercise all such powers and perform all such duties subject to the control, supervision and directions
of the Board and subject thereto the supervision and directions of the Managing Director. The remuneration
payable to the Whole-time Directors shall be determined by the Company in General Meeting, subject to the
approval of the Central Government, if any, required in that behalf.
2. A Whole-time Director shall (subject to the provisions of any contract between him and the Company) be
subject to the same provisions as to resignation and removal as the other Directors, and he shall, ipso facto
and immediately, cease to be Whole-time Director, if he ceases to hold the Office of Director from any cause
except where he retires by rotation in accordance with the Articles at an Annual General Meeting and is re-
elected as a Director at that Meeting.
Secretary
138. The Board shall have power to appoint a Secretary a person fit in its opinion for the said office, for such period and
on such terms and conditions as regards remuneration and otherwise as it may determine. The Secretary shall have
such powers and duties as may, from time to time, be delegated or entrusted to him by the Board.
Powers as to commencement of business
139. Subject to the provisions of the Act, any branch or kind of business which by the Memorandum of Association of
the Company or these presents is expressly or by implication authorised to be undertaken by the Company, may be
undertaken by the Board at such time or times as it shall think fit and further may be suffered by it to be in abeyance
whether such branch or kind of business may have been actually commenced or not so long as the Board may deem
it expedient not to commence or proceed with such branch or kind of business.
Delegation of power
140. Subject to Section 179 the Board may delegate all or any of its powers to any Director, jointly or severally or to any
one Director at its discretion or to the Executive Director.
BORROWING
Borrowing Powers
141. a. The Board may, from time to time, raise any money or any moneys or sums of money for the purpose of the
Company; provided that the moneys to be borrowed together with the moneys already borrowed by the
Company (apart from temporary loans obtained from the Company’s bankers in the ordinary course of
business) shall not, without the sanction of the Company at a General Meeting, exceed the aggregate of the
paid-up capital of the Company and its free reserves, that is to say, reserves not set-apart for any specific
purpose and in particular but subject to the provisions of Section 179 of the Act, the Board may, from time
to time, at its discretion raise or borrow or secure the payment of any such sum or sums of money for the
purpose of the Company, by the issue of debentures to members, perpetual or otherwise including debentures
convertible into shares of this or any other company or perpetual annuities in security of any such money so
borrowed, raised or received, mortgage, pledge or charge, the whole or any part of the property, assets, or
revenue of the Company, present or future, including its uncalled capital by special assignment or otherwise
or transfer or convey the same absolutely or entrust and give the lenders powers of sale and other powers as
may be expedient and purchase, redeem or pay off any such security.
Provided that every resolution passed by the Company in General Meeting in relation to the exercise of the
power to borrow as stated above shall specify the total amount upto which moneys may be borrowed by the
Board of Directors, provided that subject to the provisions of clause next above, the Board may, from time
to time, at its discretion, raise or borrow or secure the repayment of any sum or sums of money for the
purpose of the Company as such time and in such manner and upon such terms and conditions in all respects
as it thinks fit and in particular, by promissory notes or by opening current accounts, or by receiving deposits

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 and advances, with or without security or by the issue of bonds, perpetual or redeemable debentures or
debenture stock of the Company charged upon all or any part of the property of the Company (both present
and future) including its uncalled capital for the time being or by mortgaging or charging or pledging any
land, building, bond or other property and security of the Company or by such other means as them may
seem expedient.
Assignment of debentures
142. Such debentures, debenture stock, bonds or other securities may be made assignable, free from any equities between
the Company and the person to whom the same may be issued.
Terms of debenture issue
143. a. Any such debenture, debenture stock, bond or other security may be issued at a discount, premium or
otherwise, and with any special privilege as the redemption, surrender, drawing, allotment of shares of the
Company, or otherwise, provided that debentures with the right to allotment or conversion into shares shall
not be issued except with the sanction of the Company in General Meeting.
b. Any trust deed for securing of any debenture or debenture stock and or any mortgage deed and/or other bond
for securing payment of moneys borrowed by or due by the Company and/or any contract or any agreement
made by the Company with any person, firm, body corporate, Government or authority who may render or
agree to render any financial assistance to the Company by way of loans advanced or by guaranteeing of any
loan borrowed or other obligations of the Company or by subscription to the share capital of the Company
or provide assistance in any other manner may provide for the appointment from time to time, by any such
mortgagee, lender, trustee of or holders of debentures or contracting party as aforesaid, of one or more
persons to be a Director or Directors of the Company. Such trust deed, mortgage deed, bond or contract may
provide that the person appointing a Director as aforesaid may, from time to time, remove any Director so
appointed by him and appoint any other person in his place and provide for filling up of any casual vacancy
created by such person vacating office as such Director. Such power shall determine and terminate on the
discharge or repayment of the respective mortgage, loan or debt or debenture or on the termination of such
contract and any person so appointed as Director under mortgage or bond or debenture trust deed or under
such contract shall cease to hold office as such Director on the discharge of the same. Such appointment and
provision in such document as aforesaid shall be valid and effective as if contained in these presents.
c. The Director or Directors so appointed by or under a mortgage deed or other bond or contract as aforesaid
shall be called a Mortgage Director or Mortgage Directors and the Director if appointed as aforesaid under
the provisions of a debenture trust deed shall be called “Debenture Director”. The words “Mortgage” or
“Debenture Director” shall mean the Mortgage Director for the time being in office. The Mortgage Director
or Debenture Director shall not be required to hold any qualification shares and shall not be liable to retire
by rotation or to be removed from office by the Company. Such mortgage deed or bond or trust deed or
contract may contain such auxiliary provision as may be arranged between the Company and mortgagee
lender, the trustee or contracting party, as the case may be, and all such provisions shall have effect
notwithstanding any of the other provisions herein contained but subject to the provisions of the Act.
d. The Directors appointed as Mortgage Director or Debenture Director or Corporate Director under the Article
shall be deemed to be ex-officio Directors.
e. The total number of ex-officio Directors, if any, so appointed under this Article together with the other ex-
officio Directors, if any, appointment under any other provisions of these presents shall not at any time
exceed one-third of the whole number of Directors for the time being.
Charge on uncalled capital
144. Any uncalled capital of the Company may be included in or charged by mortgage or other security.
Subsequent assignees of uncalled capital
145. Where any uncalled capital of the Company is charged, all persons taking any subsequent charge thereon shall take
the same subject such prior charge, and shall not be entitled, by notice to the shareholder or otherwise, to obtain
priority over such prior charge.

Charge in favour of Director of indemnity

146. If the Directors or any of them or any other person shall become personally liable for the payment of any sum
primarily due from the Company, the Board may execute or cause to be executed any mortgage, charge or security
over or affecting the whole or any part of the assets of the Company by way of indemnity to secure the Directors or
other person so becoming liable as aforesaid from any loss in respect of such liability.
Powers to be exercised by Board only at meeting

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147. a. Subject to the provisions of the Act, the Board shall exercise the following powers on behalf of the Company
and the said power shall be exercised only by resolution passed at the meetings of the Board.
(a) to make calls on shareholders in respect of money unpaid on their shares;
(b) to authorise buy-back of securities under section 68;
(c) to issue securities, including debentures, whether in or outside India;
(d) to borrow monies;
(e) to invest the funds of the company;
(f) to grant loans or give guarantee or provide security in respect of loans;
(g) to approve financial statement and the Board’s report;
(h) to diversify the business of the company;
(i) to approve amalgamation, merger or reconstruction;
(j) to take over a company or acquire a controlling or substantial stake in another company;
(k) to make political contributions;
(l) to appoint or remove key managerial personnel (KMP);
(m) to take note of appointment(s) or removal(s) of one level below the Key Management Personnel;
(n) to appoint internal auditors and secretarial auditor;
(o) to take note of the disclosure of director’s interest and shareholding;
(p) to buy, sell investments held by the company (other than trade investments), constituting five percent
or more of the paid up share capital and free reserves of the investee company;
(q) to invite or accept or renew public deposits and related matters;
(r) to review or change the terms and conditions of public deposit;
(s) to approve quarterly, half yearly and annual financial statements or financial results as the case may
be.
(t) such other business as may be prescribed by the Act.
b. The Board may by a meeting delegate to any Committee of the Board or to the Managing Director the powers
specified in Sub-clauses, d, e and f above.
c. Every resolution delegating the power set out in Sub-clause d shall specify the total amount outstanding at
any one time up to which moneys may be borrowed by the said delegate.
d. Every resolution delegating the power referred to in Sub-clause e shall specify the total amount upto which
the funds may be invested and the nature of investments which may be made by the delegate.
e. Every resolution delegating the power referred to in Sub-clause f above shall specify the total amount upto
which loans may be made by the delegate, the purposes for which the loans may be made, and the maximum
amount of loans that may be made for each such purpose in individual cases.
Register of mortgage to be kept
148. The Directors shall cause a proper register and charge creation documents to be kept in accordance with the
provisions of the Companies Act, 2013 for all mortgages and charges specifically affecting the property of the
Company and shall duly comply with the requirements of the said Act, in regard to the registration of mortgages
and charges specifically affecting the property of the Company and shall duly comply with the requirements of the
said Act, in regard to the registration of mortgages and charges therein specified and otherwise and shall also duly
comply with the requirements of the said Act as to keeping a copy of every instrument creating any mortgage or
charge by the Company at the office.
Register of holders of debentures
149. Every register of holders of debentures of the Company may be closed for any period not exceeding on the whole
forty five days in any year, and not exceeding thirty days at any one time. Subject as the aforesaid, every such
register shall be open to the inspection of registered holders of any such debenture and of any member but the
Company may in General Meeting impose any reasonable restriction so that at least two hours in every day, when
such register is open, are appointed for inspection.

Inspection of copies of and Register of Mortgages

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150. The Company shall comply with the provisions of the Companies Act, 2013, as to allow inspection of copies kept
at the Registered Office in pursuance of the said Act, and as to allowing inspection of the Register of charges to be
kept at the office in pursuance of the said Act.
Supplying copies of register of holder of debentures
151. The Company shall comply with the provisions of the Companies Act, 2013, as to supplying copies of any register
of holders of debentures or any trust deed for securing any issue of debentures.
Right of holders of debentures as to Financial Statements
152. Holders of debentures and any person from whom the Company has accepted any sum of money by way of deposit,
shall on demand, be entitled to be furnished, free of cost, or for such sum as may be prescribed by the Government
from time to time, with a copy of the Financial Statements of the Company and other reports attached or appended
thereto.
Minutes
153. a. The Company shall comply with the requirements of Section 118 of the Act, in respect of the keeping of the
minutes of all proceedings of every General Meeting and every meeting of the Board or any Committee of
the Board.
b. The Chairman of the meeting shall exclude at his absolute discretion such of the matters as are or could
reasonably be regarded as defamatory of any person irrelevant or immaterial to the proceedings or
detrimental to the interests of the Company.
Managing Director’s power to be exercised severally
154. All the powers conferred on the Managing Director by these presents, or otherwise may, subject to any directions
to the contrary by the Board of Directors, be exercised by any of them severally.
MANAGER
Manager
155. Subject to the provisions of the Act, the Directors may appoint any person as Manager for such term not exceeding
five years at a time at such remuneration and upon such conditions as they may think fit and any Manager so
appointed may be removed by the Board.
DIVIDENDS AND RESERVES
Rights to Dividend
156. The profits of the Company, subject to any special rights relating thereto created or authorised to be created by these
presents and subject to the provisions of these presents as to the Reserve Fund, shall be divisible among the equity
shareholders.
Declaration of Dividends
157. The Company in General Meeting may declare dividends but no dividend shall exceed the amount recommended
by the Board.
What to be deemed net profits
158. The declarations of the Directors as to the amount of the net profits of the Company shall be conclusive.
Interim Dividend
159. The Board may from time to time pay to the members such interim dividends as appear to it to be justified by the
profits of the Company.
Dividends to be paid out of profits only
160. No dividend shall be payable except out of the profits of the year or any other undistributed profits except as
provided by Section 123 of the Act.
Reserve Funds
163. a. The Board may, before recommending any dividends, set aside out of the profits of the Company such sums
as it thinks proper as a reserve or reserves which shall, at the discretion of the Board, be applicable for any
purpose to which the profits of the Company may be properly applied, including provision for meeting
contingencies or for equalising dividends and pending such application may, at the like discretion either be
employed in the business of the Company or be invested in such investments (other than shares of the
Company) as the Board may, from time to time, think fit.
b. The Board may also carry forward any profits which it may think prudent not to divide without setting them
aside as Reserve.
Method of payment of dividend

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164. a. Subject to the rights of persons, if any, entitled to share with special rights as to dividends, all dividends shall
be declared and paid according to the amounts paid or credited as paid on the shares in respect whereof the
dividend is paid.
b. No amount paid or credited as paid on a share in advance of calls shall be treated for the purposes of these
regulations as paid on the share.
c. All dividends shall be apportioned and paid proportionately to the amounts paid or credited as paid on the
shares during any portion or portions of the period in respect of which the dividend is paid but if any share
is issued on terms providing that it shall rank for dividends as from a particular date, such shares shall rank
for dividend accordingly.
Deduction of arrears
165. The Board may deduct from any dividend payable to any member all sums of money, if any, presently payable by
him to the Company on account of calls in relation to the shares of the Company or otherwise.
Adjustment of dividend against call
166. Any General Meeting declaring a dividend or bonus may make a call on the members of such amounts as the meeting
fixes, but so that the call on each member shall not exceed the dividend payable to him and so that the call be made
payable at the same time as the dividend and the dividend may, if so arranged between the Company and themselves,
be set off against the call.
Payment by cheque or warrant
167. a. Any dividend, interest or other moneys payable in cash in respect of shares may be paid by cheque or warrant
sent through post directly to the registered address of the holder or, in the case of joint holders, to the
registered address of that one of the joint holders who is first named in the Register of Members or to such
person and to such address of the holder as the joint holders may in writing direct.
b. Every such cheque or warrant shall be made payable to the order of the person to whom it is sent.
c. Every dividend or warrant or cheque shall be posted within thirty days from the date of declaration of the
dividends.
Retention in certain cases
168. The Directors may retain the dividends payable upon shares in respect of which any person is under the transmission
clause entitled to become a member in respect thereof or shall duly transfer the same.
Receipt of joint holders
(A) Where any instrument of transfer of shares has been delivered to the Company for registration on holders,
the Transfer of such shares and the same has not been registered by the Company, it shall, and
notwithstanding anything contained in any other provision of the Act:
a) transfer the dividend in relation to such shares to the Special Account referred to in Sections 123 and
124 of the Act, unless the Company is authorised by the registered holder, of such shares in writing
to pay such dividend to the transferee specified in such instrument of transfer, and
b) Keep in abeyance in relation to such shares any offer of rights shares under Clause(a) of Sub-section
(1) of Section 62 of the Act, and any issue of fully paid-up bonus shares in pursuance of Sub-section
(3) of Section 123 of the Act”.
Deduction of arrears
169. Any one of two of the joint holders of a share may give effectual receipt for any dividend, bonus, or other money
payable in respect of such share.
Notice of Dividends
170. Notice of any dividend that may have been declared shall be given to the person entitled to share therein in the
manner mentioned in the Act.
Dividend not to bear interest
171. No dividend shall bear interest against the Company.
Unclaimed Dividend
172. No unclaimed dividends shall be forfeited. Unclaimed dividends shall be dealt with in accordance to the provisions
of Sections 123 and 124 of the Companies Act, 2013.
Transfer of share not to pass prior Dividend
173. Any transfer of shares shall not pass the right to any dividend declared thereon before the registration of the transfer.
CAPITALISATION OF PROFITS
Capitalisation of Profits

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174. a. The Company in General Meeting, may on the recommendation of the Board, resolve:
1. that the whole or any part of any amount standing to the credit of the Share Premium Account or the
Capital Redemption Reserve Fund or any money, investment or other asset forming part of the
undivided profits, including profits or surplus moneys arising from the realisation and (where
permitted by law) from the appreciation in value of any Capital assets of the Company standing to the
credit of the General Reserve, Reserve or any Reserve Fund or any amounts standing to the credit of
the Profit and Loss Account or any other fund of the Company or in the hands of the Company and
available for the distribution as dividend capitalised; and
2. that such sum be accordingly set free for distribution in the manner specified in Sub-clause (2)
amongst the members who would have been entitled thereto if distributed by way of dividend and in
the same proportion.
b. The sum aforesaid shall not be paid in cash but shall be applied, subject to the provisions contained in Sub
clause (3) either in or towards:
1. paying up any amount for the time being unpaid on any share held by such members respectively;
2. paying up in full unissued shares of the Company to be allotted and distributed and credited as fully
paid-up to and amongst such members in the proportion aforesaid; or
3. partly in the way specified in Sub-clause (i) and partly in that specified in Sub-clause (ii).
c. A share premium account and a capital redemption reserve account may for the purpose of this regulation be
applied only in the paying up of unissued shares to be issued to members of the Company as fully paid bonus
shares.
d. The Board shall give effect to resolutions passed by the Company in pursuance of this Article.

Powers of Directors for declaration of Bonus

175. a. Whenever such a resolution as aforesaid shall have been passed, the Board shall:
1. make all appropriations and applications of the undivided profits resolved to be capitalised thereby
and all allotments and issue or fully paid shares if any; and
2. generally do all acts and things required to give effect thereto.
b. The Board shall have full power:
1. to make such provision by the issue of fractional certificates or by payments in cash or otherwise as
it thinks fit in the case of shares becoming distributable in fractions and also;
2. to authorise any person to enter on behalf of all the members entitled thereto into an agreement with
the Company providing for the allotment to them respectively credited as fully paid-up of any further
shares to which they may be entitled upon such capitalisation, or (as the case may require) for the
payment by the Company on their behalf, by the application thereto of their respective proportions of
the profits resolved to be capitalised of the amounts or any part of the amounts remaining unpaid on
the existing shares.
c. Any agreement made under such authority shall be effective and binding on all such members.
ACCOUNTS
Books of account to be kept
176. a. The Board shall cause proper books of accounts to be kept in respect of all sums of money received and
expanded by the Company and the matters in respect of which such receipts and expenditure take place, of
all sales and purchases of goods by the Company, and of the assets and liabilities of the Company.
b. All the aforesaid books shall give a fair and true view of the affairs of the Company or of its branch as the
case may be, with respect to the matters aforesaid, and explain in transactions.
c. The books of accounts shall be open to inspection by any Director during business hours.
Where books of account to be kept
177. The books of account shall be kept at the Registered Office or at such other place as the Board thinks fit.
Inspection by members
178. The Board shall, from time to time, determine whether and to what extent and at what time and under what
conditions or regulations the accounts and books and documents of the Company or any of them shall be open to
the inspection of the members and no member (not being a Director) shall have any right of inspection any account
or book or document of the Company except as conferred by statute or authorised by the Board or by a resolution
of the Company in General Meeting.

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Statement of account to be furnished to General Meeting
179. The Board shall lay before such Annual General Meeting , financial statements made up as at the end of the financial
year which shall be a date which shall not precede the day of the meeting by more than six months or such extension
of time as shall have been granted by the Registrar under the provisions of the Act.
Financial Statements
180. Subject to the provisions of Section 129, 133 of the Act, every financial statements of the Company shall be in the
forms set out in Parts I and II respectively of Schedule III of the Act, or as near thereto as circumstances admit.

Authentication of Financial Statements

181. a. Subject to Section 134 of the Act, every financial statements of the Company shall be signed on behalf of
the Board by not less than two Directors.
b. The financial statements shall be approved by the Board before they are signed on behalf of the Board in
accordance with the provisions of this Article and before they are submitted to the Auditors for their report
thereon.
Auditors Report to be annexed
182. The Auditor’s Report shall be attached to the financial statements.
Board’s Report to be attached to Financial Statements
183. a. Every financial statement laid before the Company in General Meeting shall have attached to it a report by
the Board with respect to the state of the Company’s affairs, the amounts, if any, which it proposes to carry
to any reserve either in such Balance Sheet or in a subsequent Balance Sheet and the amount, if any, which
it recommends to be paid by way of dividend.
b. The report shall, so far as it is material for the appreciation of the state of the Company’s affairs by its
members and will not in the Board’s opinion be harmful to its business or that of any of its subsidiaries, deal
with any change which has occurred during the financial year in the nature of the Company’s business or
that of the Company’s subsidiaries and generally in the classes of business in which the Company has an
interest and material changes and commitments, if any, affecting the financial position of the Company which
has occurred between the end of the financial year of the Company to which the Balance Sheet relates and
the date of the report.
c. The Board shall also give the fullest information and explanation in its report or in case falling under the
provision of Section 134 of the Act in an addendum to that Report on every reservation, qualification or
adverse remark contained in the Auditor’s Report.
d. The Board’s Report and addendum, if any, thereto shall be signed by its Chairman if he is authorised in that
behalf by the Board; and where he is not authorised, shall be signed by such number of Directors as is
required to sign the Financial Statements of the Company under Article 181.
e. The Board shall have the right to charge any person not being a Director with the duty of seeing that the
provisions of Sub-clauses (a) to (e) of this Article are complied with.
Right of member to copies of Financial Statements
184. The Company shall comply with the requirements of Section 136.
ANNUAL RETURNS
Annual Returns
185. The Company shall make the requisite annual return in accordance with Section 92 of the Act.
AUDIT
Accounts to be audited
186. a. Every Financial Statement shall be audited by one or more Auditors to be appointed as hereinafter mentioned.
b. Subject to provisions of the Act, The Company at the Annual General Meeting shall appoint an Auditor or
Firm of Auditors to hold office from the conclusion of that meeting until the conclusion of the fifth Annual
General Meeting and shall, within seven days of the appointment, give intimation thereof to every Auditor
so appointed unless he is a retiring Auditor.
c. At every Annual General Meeting, reappointment of such auditor shall be ratified by the shareholders.
d. Where at an Annual General Meeting no Auditors are appointed or reappointed, the Central Government
may appoint a person to fill the vacancy.
e. The Company shall, within seven days of the Central Government’s power under Sub-clause (d) becoming
exercisable, give notice of that fact to that Government.

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 f. 1. The first Auditor or Auditors of the Company shall be appointed by the Board of Directors within one
month of the date of registration of the Company and the Auditor or Auditors so appointed shall hold
office until the conclusion of the first Annual General Meeting.
Provided that the Company may at a General Meeting remove any such Auditor or all or any of such Auditors
and appoint in his or their places any other person or persons who have been nominated for appointment by
any such member of the Company and of whose nomination notice has been given to the members of the
Company, not less than 14 days before the date of the meeting; and
2. If the Board fails to exercise its power under this Sub-clause, the Company in General Meeting may
appoint the first Auditor or Auditors.
g. The Directors may fill any casual vacancy in the office of an Auditor, but while any such vacancy continues,
the remaining Auditor or Auditors, if any, may act, but where such a vacancy is caused by the resignation of
an Auditor, the vacancy shall only be filled by the Company in General Meeting.
h. A person other than a retiring Auditor, shall not be capable of being appointed at an Annual General Meeting
unless Special Notice of a resolution for appointment of that person to the office of Auditor has been given
by a member to the Company not less than fourteen days before the meeting in accordance with Section 115
of the Act and the Company shall send a copy of any such notice to the retiring Auditor and shall give notice
thereof to the members in accordance with Section 190 of the Act and all other provisions of Section140 of
the Act shall apply in the matter. The provisions of this Sub-clause shall also apply to a resolution that retiring
Auditor shall be reappointed.
i. The persons qualified for appointment as Auditors shall be only those referred to in Section 141 of the Act.
j. Subject to the provisions of Section 146 of the Act, the Auditor of the company shall attend general meetings
of the company.
Audit of Branch Offices
187. The Company shall comply with the provisions of Section 143 of the Act in relation to the audit of the accounts of
Branch Offices of the Company.
Remuneration of Auditors
188. The remuneration of the Auditors shall be fixed by the Company in General Meeting except that the remuneration
of any Auditor appointed to fill and casual vacancy may be fixed by the Board.
Rights and duties of Auditors
189. a. Every Auditor of the Company shall have a right of access at all times to the books of accounts and vouchers
of the Company and shall be entitled to require from the Directors and officers of the Company such
information and explanations as may be necessary for the performance of his duties as Auditor.
b. All notices of, and other communications relating to any General Meeting of a Company which any member
of the Company is entitled to have sent to him shall also be forwarded to the Auditor, and the Auditor shall
be entitled to attend any General Meeting and to be heard at any General Meeting which he attends on any
part of the business which concerns him as Auditor.
c. The Auditor shall make a report to the members of the Company on the accounts examined by him and on
Financial statements and on every other document declared by this Act to be part of or annexed to the
Financial statements, which are laid before the Company in General Meeting during his tenure of office, and
the report shall state whether, in his opinion and to the best of his information and according to explanations
given to him, the said accounts give the information required by this Act in the manner so required and give
a true and fair view:
1. in the case of the Balance Sheet, of the state of affairs as at the end of the financial year and
2. in the case of the Statement of Profit and Loss, of the profit or loss for its financial year.
d. The Auditor’s Report shall also state:
(a) whether he has sought and obtained all the information and explanations which to the best of his
knowledge and belief were necessary for the purpose of his audit and if not, the details thereof and
the effect of such information on the financial statements;
(b) whether, in his opinion, proper books of account as required by law have been kept by the company
so far as appears from his examination of those books and proper returns adequate for the purposes
of his audit have been received from branches not visited by him;
(c) whether the report on the accounts of any branch office of the company audited under sub-section (8)
by a person other than the company’s auditor has been sent to him under the proviso to that sub-
section and the manner in which he has dealt with it in preparing his report;

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 (d) whether the company’s balance sheet and profit and loss account dealt with in the report are in
agreement with the books of account and returns;
(e) whether, in his opinion, the financial statements comply with the accounting standards;
(f) the observations or comments of the auditors on financial transactions or matters which have any
adverse effect on the functioning of the company;
(g) whether any director is disqualified from being appointed as a director under sub-section (2) of section
164;
(h) any qualification, reservation or adverse remark relating to the maintenance of accounts and other
matters connected therewith;
(i) whether the company has adequate internal financial controls system in place and the operating
effectiveness of such controls;
(j) whether the company has disclosed the impact, if any, of pending litigations on its financial position
in its financial statement;
(k) whether the company has made provision, as required under any law or accounting standards, for
material foreseeable losses, if any, on long term contracts including derivative contracts;
(l) whether there has been any delay in transferring amounts, required to be transferred, to the Investor
Education and Protection Fund by the company.
e. Where any of the matters referred to in Clauses (i) and (ii) of Sub-section (2) of Section 143 of the Act or in
Clauses (a), (b) and (c) of Sub-section (3) of Section 143 of the Act or Sub-clause (4) (a) and (b) and (c)
hereof is answered in the negative or with a qualification, the Auditor’s Report shall state the reason for such
answer.
f. The Auditor’s Report shall be read before the Company in General Meeting and shall be open to inspection
by any member of the Company.
Accounts whether audited and approved to be conclusive
190. Every account of the Company when audited and approved by a General Meeting shall be conclusive except as
regards any error discovered therein within three months next after the approval thereof. Whenever any such error
is discovered within that period, the accounts shall forthwith be corrected, and henceforth be conclusive.
Service of documents on the Company
191. A document may be served on the Company or any officer thereof by sending it to the Company or officer at the
Registered Office of the Company by Registered Post, or by leaving it at the Registered Office or in electronic mode
in accordance with the provisions of the act.
How documents to be served to members
192. a. A document (which expression for this purpose shall be deemed to included and shall include any summons,
notice, requisition, process, order judgement or any other document in relation to or the winding up of the
Company) may be served personally or by sending it by post to him to his registered address or in electronic
mode in accordance with the provisions of the act., or (if he has no registered address in India) to the address,
if any, within India supplied by him to the Company for the giving of notices to him.
b. All notices shall, with respect to any registered shares to which persons are entitled jointly, be given to
whichever of such persons is named first in the Register, and notice so given shall be sufficient notice to all
the holders of such shares.
c. Where a document is sent by post:
i. service thereof shall be deemed to be effected by properly addressing prepaying and posting a letter
containing the notice, provided that where a member has intimated to the Company in advance that
documents should be sent to him under a Certificate of Posting or by Registered Post with or without
acknowledgment due and has deposited with the Company a sum sufficient to defray the expenses of
doing so, service of the documents shall not be deemed to be effected unless it is sent in the manner
intimated by the member, and such service shall be deemed to have been effected;
a. in the case of a notice of a meeting, at the expiration of forty eight hours after the letter
containing the notice is posted, and
b. in any other case, at the time at which the letter should be delivered in the ordinary course of
post.
Members to notify address in India

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193. Each registered holder of share(s) shall, from time to time, notify in writing to the Company some place in India to
be registered as his address and such registered place of address shall for all purposes be deemed to be his place of
residence.
Service on members having no registered address in India
194. If a member has no registered address in India and has not supplied to the Company an address within India for the
giving of notices to him, a document advertised in a newspaper circulating in the neighbourhood of the Registered
Office of the Company shall be deemed to be duly served on him on the day on which the advertisement appears.
Service on persons acquiring shares on death or insolvency of members
195. A document may be served by the Company to the persons entitled to a share in consequence of the death or
insolvency of a member by sending it through the post in a prepaid letter addressed to them by name, or by the title
of representatives of deceased or assignees of the insolvent or by any like descriptions at the address, if any, in India
supplied for the purpose by the persons claiming to be so entitled or (until such an address has been so supplied) by
serving the document in any manner in which the same might have been served if the death or insolvency had not
occurred.

Notice valid though member deceased

196. Any notice of document delivered or sent by post or left at the registered address of any member in pursuance of
these presents shall, notwithstanding that such member by then deceased and whether or not the Company has notice
of his decease, be deemed to have been duly served in respect of any registered share whether held solely or jointly
with other persons by such member until some other person be registered in his stead as the holder or joint holder
thereof and such service shall for all purposes of these presents be deemed a sufficient service of such notice or
document on his or on her heirs, executors or administrators, and all other persons, if any, jointly interested with
him or her in any such share.
Persons entitled to Notice of General Meeting
197. Subject to the provisions of Section 101 the Act and these Articles, notice of General Meeting shall be given to;
(a) every member of the company, legal representative of any deceased member or the assignee of an insolvent
member;
(b) the auditor or auditors of the company; and
(c) every director of the company.
Any accidental omission to give notice to, or the non-receipt of such notice by, any member or other person
who is entitled to such notice for any meeting shall not invalidate the proceedings of the meeting.
Advertisement
198. a. Subject to the provisions of the Act, any document required to be served on or sent to the members, or any
of them by the Company and not expressly provided for by these presents, shall be deemed to be duly served
or sent if advertised in a newspaper circulating in the district where the Registered Office of the Company is
situated.
b. Every person who by operation of law, transfer or other means whatsoever shall become entitled to any share
shall be bound by every notice in respect of such share which previously to his name and address being
entered in the Register shall be duly given to the person from whom he derived his title to such share or
stock.
Transference, etc. bound by prior notices
199. Every person, who by the operation of law, transfer, or other means whatsoever, shall become entitled to any share,
shall be bound by every document in respect of such share which previously to his name and address being entered
in the Register, shall have been duly served on or sent to the person from whom he derives his title to the share.
How notice to be signed
200. Any notice to be given by the Company shall be signed by the Managing Director or by such Director or officer as
the Directors may appoint. The signature to any notice to be given by the Company may be written or printed or
lithographed.
AUTHENTICATION OF DOCUMENTS
Authentication of document and proceeding
201. Save as otherwise expressly provided in the Act or these Articles, a document or proceeding requiring authentication
by the Company may be signed by a Director, or the Managing Director or an authorised officer of the Company
and need not be under its seal.

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WINDING UP
Winding up
202. Subject to the provisions of the Act as to preferential payments, the assets of a Company shall, on its winding-up
be applied in satisfaction of its liabilities pari-passu and, subject to such application, shall, unless the articles
otherwise provide, be distributed among the members according to their rights and interests in the Company.
Division of assets of the Company in specie among members
203. If the Company shall be wound up, whether voluntarily or otherwise, the liquidators may, with the sanction of a
Special Resolution, divide among the contributories, in specie or kind, and part of the assets of the Company and
may, with the like sanction, vest any part of the assets of the Company in trustees upon such trusts for the benefit
of the contributories or any of them, as the liquidators with the like sanction shall think fit. In case any shares, to be
divided as aforesaid involves a liability to calls or otherwise, any person entitled under such division to any of the
said shares may, within ten days after the passing of the Special Resolution by notice in writing, direct the liquidators
to sell his proportion and pay him the net proceeds, and the liquidators shall, if practicable, act accordingly.
INDEMNITY AND RESPONSIBILITY
Directors’ and others’ right to indemnity
204. a. Subject to the provisions of Section 197 of the Act every Director, Manager, Secretary and other officer or
employee of the Company shall be indemnified by the Company against, and it shall be the duty of the
Directors out of the funds of the Company to pay all costs, losses, and expenses (including travelling
expenses) which Service of documents on the Company any such Director, officer or employee may incur
or becomes liable to by reason of any contract entered into or act or deed done by him or any other way in
the discharge of his duties, as such Director, officer or employee.
b. Subject as aforesaid, every Director, Manager, Secretary, or other officer/employee of the Company shall be
indemnified against any liability, incurred by them or him in defending any proceeding whether civil or
criminal in which judgement is given in their or his favour or in which he is acquitted or discharged or in
connection with any application under Section 463 of the Act in which relief is given to him by the Court
and without prejudice to the generality of the foregoing, it is hereby expressly declared that the Company
shall pay and bear all fees and other expenses incurred or incurrable by or in respect of any Director for filing
any return, paper or document with the Registrar of Companies, or complying with any of the provisions of
the Act in respect of or by reason of his office as a Director or other officer of the Company.
205. Subject to the provisions of Section 197 of the Act, no Director or other officer of the Company shall be liable for
the acts, receipts, neglects or defaults of any other Director or officer, or for joining in any receipt or other act for
conformity for any loss or expenses happening to the Company through insufficiency or deficiency of title to any
property acquired by order of the Directors for and on behalf of the Company, or for the insufficiency or deficiency
of title to any property acquired by order of the Directors for and on behalf of the Company or for the insufficiency
or deficiency of any money invested, or for any loss or damages arising from the bankruptcy, insolvency or tortuous
act of any person, company or corporation with whom any moneys, securities or effects shall be entrusted or
deposited or for any loss occasioned by any error of judgement or oversight on his part of for any loss or damage or
misfortune whatever, which shall happen in the execution of the duties of his office or in relation thereto unless the
same happens through his own act or default.
Secrecy Clause
206. a. No member shall be entitled to visit or inspect the Company’s works without the permission of the Directors
or Managing Director or to require discovery of or any information respecting any details of the Company’s
trading or any matter which is or may be in the nature of a trade secret, mystery of trade or secret process or
which may relate to the conduct of the business of the Company and which, in the opinion of the Directors,
will be inexpedient in the interests of the Company to communicate to the public.
b. Every Director, Managing Director, Manager, Secretary, Auditor, Trustee, Members of a Committee,
Officers, Servant, Agent, Accountant or other person employed in the business of the Company, shall, if so
required by the Directors before entering upon his duties, or at any time during his term of office sign a
declaration pledging himself to observe strict secrecy respecting all transactions of the Company and the
state of accounts and in matters relating thereto, and shall by such declaration pledge himself not to reveal
any of the matters which may come to his knowledge in the discharge of duties except when required so to
do by the Board or by any General Meeting or by a Court of Law or by the persons to whom such matters
relate and except so far as may be necessary, in order to comply with any of the provisions contained in these
Articles.
Registers, Inspection and Copies Thereof

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207. a. Any Director or Member or person can inspect the statutory registers maintained by the company, which
may be available for inspection of such Director or Member or person under provisions of the act by the
company, provided he gives fifteen days notice to the company about his intention to do so.
b. Any, Director or Member or person can take copies of such registers of the company by paying Rs. 10 per
page to the company. The company will take steps to provide the copies of registers to such person within
Fifteen days of receipt of money.
Buy-Back Of Shares
208. Notwithstanding anything contained in these articles but subject to the provisions of sections 68 to 70 and any other
applicable provision of the Act or any other law for the time being in force, the company may purchase its own
shares or other specified securities.
General Authority
209. Wherever in the applicable provisions under the Act, it has been provided that, any Company shall have any right,
authority or that such Company could carry out any transaction only if the Company is authorised by its Articles, this
regulation hereby authorises and empowers the Company to have such right, privilege or authority and to carry out such
transaction as have been permitted by the Act without there being any specific regulation or clause in that behalf in this
articles

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 SECTION XV – OTHER INFORMATION
MATERIAL CONTRACTS AND DOCUMENTS FOR INSPECTION
The following contracts (not being contracts entered into in the ordinary course of business carried on by our Company or
contracts entered into more than two (2) years before the date of filing of this Draft Red Herring Prospectus) which are or may
be deemed material have been entered or are to be entered into by our Company. These contracts, copies of which will be
attached to the copy of the Draft Red Herring Prospectus, will be delivered to the ROC for registration/submission of the Red
Herring Prospectus /Prospectus and also the documents for inspection referred to hereunder, may be inspected at the
Registered Office of our Company located at D.N. Singh Road, Bhagalpur 812 002, Bihar, India# from date of filing the Red
Herring Prospectus with ROC on all Working Days until the Bid/Issue Closing Date. Copies of below Material Contracts and
Documents are also available on the website of the company on www.satipolyplast.in.
# Our company is in the process of changing the registered office to our corporate office situated at C-44, Phase II, Distt.
Gautam Budh Nagar, Noida- 201305, Uttar Pradesh, India for which shareholders have approved on January 31, 2024,
however RoC approval for the same is pending as on the date of Draft Red Herring Prospectus
A. MATERIAL CONTRACTS
1. Issue Agreement dated February 01, 2024 executed between our Company and Book Running Lead Manager to the Issue.
2. Registrar and Transfer Agent Agreement dated February 01, 2024 executed between our Company and the Registrar to
the Issue.
3. Market Making Agreement dated [●], executed between our Company, Book Running Lead Manager and Market Maker
to the Issue.
4. Banker to the Issue Agreement dated [●], executed between our Company, Book Running Lead Manager, Banker to the
Issue and the Registrar to the Issue.
5. Underwriting Agreement dated [●], executed between our Company, Book Running Lead Manager, and Underwriter.
6. Syndicate Agreement dated [●] executed between our Company, Book Running Lead Manager and Syndicate Member
7. Tripartite agreement among the NSDL, our Company and Registrar to the Offer dated October 26, 2023.
8. Tripartite agreement among the CDSL, our Company and Registrar to the Offer dated October 27, 2023.
B. MATERIAL DOCUMENTS
1. Certified true copy of the Memorandum and Articles of Association of our Company including certificates of
incorporation.
2. Board Resolution dated January 01, 2024 and Special Resolution passed pursuant to Section 62(1)(C) of the Companies
Act, 2013 at the EoGM by the shareholders of our Company held on January 03, 2024.
3. Statement of Tax Benefits dated January 30, 2024 issued by our Statutory Auditors M/s. Keyur Shah & Associates,
Chartered Accountants, Ahmedabad.
4. Copy of Restated Financial Statement – Examined by M/s. Keyur Shah & Associates, Chartered Accountants,
Ahmedabad for the period ended September 30, 2023 and for the year ended March 31, 2023, 2022, 2021, dated January
30, 2024 included in the Draft Red Herring Prospectus.
5. Copy of Audited Financial Statement for the period ended September 30, 2023 and for the year ended March 31, 2023,
2022, 2021.
6. Certificate from M/s. Keyur Shah & Associates, Chartered Accountants Ahmedabad dated January 30, 2024 regarding
the source and deployment of funds towards the objects of the Issue.
7. Certificate from M/s. Keyur Shah & Associates, Chartered Accountants dated January 30, 2024 regarding the Key
Performance indicators of the Company as disclosed in chapter Basis for Issue Price.
8. Certificate from M/s. Keyur Shah & Associates, Chartered Accountants dated January 30, 2024 regarding the Working
Capital Requirement as disclosed in chapter Object of the Issue.
9. Consents of Promoters, Directors, Company Secretary and Compliance Officer, Chief Financial Officer, Statutory
Auditor and Peer Review Auditor, Bankers to the Company, Legal Advisor to the Issue, BRLM to the Issue, Registrar to
the Issue, Banker to the Issue*, Market Maker* and Underwriter to the Issue* to act in their respective capacities.
*To be obtained prior to filing of Red Herring Prospectus.

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10. Due Diligence Certificate on Draft Red Herring Prospectus from Book Running Lead Manager dated January 30, 2024
addressing NSE, Red Herring Prospectus from Book Running Lead Manager dated [●] addressing NSE & SEBI and
Prospectus from Book Running Lead Manager dated [●] addressing NSE & SEBI.
11. Copy of In-principle approval letter dated [●] from the NSE.
Any of the contracts or documents mentioned in the Draft Red Herring Prospectus may be amended or modified at any
time if so required in the interest of our Company or if required by the other parties, with the consent of shareholders
subject to compliance of the provisions contained in the Companies Act and other relevant statutes.
.

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 DECLARATION
We, the undersigned, hereby certify and declare that all the relevant provisions of the Companies Act, 2013 and the
guidelines issued by the Government of India or the regulations issued by Securities and Exchange Board of India,
established under Section 3 of the Securities and Exchange Board of India Act, 1992, as the case may be, have been
complied with and no statement made in this Draft Red Herring Prospectus is contrary to the provisions of the Companies
Act, 2013, the Securities and Exchange Board of India Act, 1992 or rules made there under or regulations issued there
under, as the case may be. We further certify that all statements in this Draft Red Herring Prospectus are true and correct.
Signed by the Directors of the Company:

Name Designation Signature

Mr. Balmukund Jhunjhunwala Chairman and Managing Director Sd/-

Mr. Aditya Jhunjhunwala Executive Director and CEO Sd/-

Mr. Keshav Jhunjhunwala Non-Executive Director Sd/-

Mr. Ankit Agarwal Non-Executive Independent Director Sd/-

Ms. Rashmi Kamlesh Otavani Non-Executive Independent Director Sd/-

Signed by:

Name Designation Signature

Mr. Uma Kant Mishra Chief Financial Officer Sd/-

Company Secretary and Compliance

Ms. Akanksha Jain Sd/-
Officer

Place: Bihar
Date: February 01, 2024

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