Shreeji Global FMCG Ltd. IPO Research Report

Shreeji Global FMCG Ltd. IPO Research Report

1. Company Overview

Shreeji Global FMCG Ltd., incorporated on February 1, 2018, is engaged in the manufacturing and processing of whole and ground spices, seeds, grains, pulses, and flour. Its products are sold under the in-house brand “SHETHJI” and also through white-label contracts for other retail and bulk clients. The product portfolio includes cumin, coriander, sesame, groundnut, fennel, and spice powders such as chilli and turmeric.

The company focuses on standardized production processes to maintain consistent quality for both domestic and international buyers. Over the years, it has diversified its operations into both retail packaging and bulk supply segments, addressing a broad market base across India and export zones.

Core Strengths

• Diverse product portfolio across key agro-commodities.
• In-house “SHETHJI” brand combined with white-label contracts ensures steady B2B and B2C revenue streams.
• Ongoing expansion of processing and storage facilities.
• Focus on quality control and backward integration for supply stability.

Key Risks

• Commodity-based business with thin margins and high exposure to input price volatility.
• Highly fragmented market with strong competition from established FMCG players.
• Working capital-intensive operations due to procurement and inventory requirements.
• Limited brand recall compared to larger spice and packaged food brands.

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2. IPO Details and Use of Proceeds

Issue Structure

• IPO Open Date: November 4, 2025
• IPO Close Date: November 7, 2025
• Listing Date: November 12, 2025
• Exchange: NSE EMERGE (SME Platform)
• Issue Type: 100% Book Built Issue
• Issue Size: 68,00,000 equity shares
• Face Value: ₹10 per share
• Price Band: ₹120 – ₹125 per share
• Total Issue Value: Approximately ₹85 crore (at upper band)
• Lot Size: 1000 shares (and in multiples thereof)
• Post-Issue Market Cap: Estimated between ₹280–₹290 crore

Use of Funds

1. Setting up a new factory premises and expansion of production capacity.
2. Purchase of modern machinery and installation of cold storage facilities.
3. Capital expenditure for a solar power plant to reduce energy costs.
4. Augmentation of working capital.
5. General corporate purposes.

Valuation

• EPS (FY25): ₹7.61
• Price-to-Earnings (P/E): ~16.4x at the upper band.
• Book Value per Share: ₹62.82 (Pre-IPO).
• Price-to-Book (P/B): ~2x.
• Return on Net Worth (RoNW): 41.1% (FY25).

Capital Allocation Insight
The IPO is a pure fresh issue — no promoter dilution — implying the company is raising funds purely for expansion and business growth rather than promoter exit. This signals intent to scale operations, though execution remains key.

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3. Financial Performance and Analysis

Revenue Growth (₹ in crore)

FY	Net Sales	Net Profit	PAT Margin	YoY Growth
FY2021	187.6	0.85	0.45%	–
FY2022	258.0	1.02	0.40%	37%
FY2023	467.3	2.05	0.44%	81%
FY2024	588.2	5.47	0.93%	26%
FY2025	648.9	12.15	1.87%	10%

Observations:

• Revenue has grown consistently over the past 5 years, with CAGR around 34%.
• Profitability has increased sharply — net profit up almost sixfold in two years.
• Margins remain thin, with EBITDA margin around 2.8% and PAT margin below 2%.
• The improvement in FY24–FY25 is mainly due to better cost management, increased scale, and efficiency in procurement.

Balance Sheet Snapshot (₹ in crore)

Metric	FY2024	FY2025
Total Assets	53.6	60.1
Net Worth	16.9	27.9
Total Debt	22.7	27.0
Debt-to-Equity	1.34x	0.97x

The company has reduced leverage in FY25, reflecting stronger equity base and improved financial discipline.

Return Ratios

• ROE: 51.7% (FY25)
• ROCE: 28.4% (FY25)
• EPS: ₹7.61
• P/E (Issue): 16.4x

While returns look attractive, high ROE is largely a function of a small net worth base. Sustainability depends on maintaining profitability once expansion is executed.

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4. Market Sentiment, Subscription & Timing

Market Timing
The IPO is entering the market amid a cautious sentiment in SME IPOs. Broader indices remain stable, but investor appetite for smaller, low-margin FMCG firms is mixed.

The FMCG and spices segment benefits from long-term consumption demand, especially as packaged food penetration rises in Tier-II and Tier-III cities. However, near-term investor sentiment has shifted towards technology and infrastructure-linked offerings, making timing slightly challenging.

Subscription Response

• Qualified Institutional Investors (QIB): Nil subscription
• Non-Institutional Investors (HNI): Around 0.6x
• Retail Investors: Around 0.61x
• Overall Subscription: Approximately 3.1x

This indicates modest participation, particularly low retail enthusiasm and no institutional involvement, pointing to limited listing-day excitement.

Grey Market Premium (GMP)
As of pre-listing week, there was negligible to no consistent GMP activity reported in the unlisted market. This reflects a cautious or neutral stance from grey market traders, with limited listing premium expectations.

Market Sentiment Summary

• Broader sentiment: Neutral to slightly cautious.
• Investor demand: Weak retail participation and absence of institutional bids.
• Expected listing trend: Flat to moderate performance depending on market liquidity.

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5. Management, Valuation, and Growth Prospects

Promoters and Leadership
The company is promoted by the Kakkad family — Jitendra, Vivek, Tulshidas, and Dhruti Kakkad — who have experience in trading and processing agricultural commodities. The management structure includes a professional finance and operations team, but institutional governance visibility is still developing.

Reason for Fundraising

• Expansion of production infrastructure and capacity.
• Implementation of a solar plant for cost reduction.
• Enhancing working capital liquidity.
• Strengthening market presence and brand visibility.

Growth Drivers

• Rising demand for packaged and branded spices in India.
• Increasing export opportunities for Indian spice and seed producers.
• Backward integration into raw material procurement.
• Potential for value-added spice blends, ready-mix condiments, and health-based food ingredients.

Challenges

• High competition from established brands like MDH, Everest, and regional players.
• Dependence on monsoon-linked crop output affecting raw material supply.
• Thin margins make the business vulnerable to cost inflation.
• Limited geographic diversification beyond western India.

Valuation Summary

Parameter	Value
Issue Price (Upper Band)	₹125
FY25 EPS	₹7.61
P/E	16.4x
P/B	2.0x
ROE	41.1%
Debt-Equity	0.97x

While valuation appears moderate for a fast-growing SME, the low margin structure and limited liquidity justify cautious positioning.

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6. Conclusion and Analyst Verdict

Strengths

• Strong revenue and profit growth trajectory.
• Reasonable debt levels and improving balance sheet.
• Focused on essential commodities with continuous demand.
• IPO funds aimed at genuine expansion, not promoter exit.

Weaknesses

• Low profitability margins.
• Weak retail and institutional demand for IPO.
• Highly competitive market with price-sensitive customers.
• Limited brand visibility and small market share.
• SME platform listing restricts liquidity and investor participation.

Analyst View
For short-term traders, listing gains appear limited due to weak subscription and muted GMP. For long-term investors willing to take calculated risks in emerging FMCG opportunities, the IPO can be considered as a speculative small-cap exposure, provided one believes in management execution and future margin expansion.

Verdict: “Cautiously Neutral”

• Short-term: Expect flat to mildly positive listing.
• Medium-term (2–3 years): Moderate potential if expansion delivers and margins improve.
• Long-term (5+ years): Worth tracking only if the company transitions from a commodity processor to a brand-driven FMCG player.

Bottom Line:
Shreeji Global FMCG is a fundamentally improving but early-stage company in a highly competitive segment. The IPO is not overvalued, but risks outweigh immediate rewards. Conservative investors should wait and watch its post-listing performance and quarterly results before entering.

Here’s a concise Founder & Promoter Background Report on Shreeji Global FMCG Ltd., compiled from the company’s RHP and public filings.

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Inception and Evolution

Shreeji Global FMCG Limited was originally incorporated as Shreeji Agri Commodity Private Limited on February 1, 2018, in Rajkot, Gujarat. The company initially focused on trading and processing agricultural commodities such as coriander, cumin, groundnut, and pulses. It later expanded into manufacturing and branding under the “SHETHJI” label.

• June 25, 2024: Converted into a Public Limited Company and renamed Shreeji Agri Commodity Limited.
• January 23, 2025: Officially renamed to Shreeji Global FMCG Limited to reflect expansion into retail FMCG operations.
• The company’s growth was driven by integrating procurement, processing, packaging, and brand retail, with a clear move from commodity trading to value-added consumer products.

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Founders and Promoters

The company is promoted by members of the Kakkad family of Rajkot, who have deep roots in agricultural commodity trading and processing.

1. Mr. Jitendra Kakkad — Managing Director

• Age: 38 years
• Address: Shreeji, Africa Colony Street No. 3, 150 Feet Ring Road, Rajkot, Gujarat.
• Pre-Issue Shareholding: 70,70,000 equity shares (44.30%)
• Role: Managing Director and key strategist behind brand expansion, product diversification, and operational automation.
• Experience: Over 15 years in agri-trading, commodity brokerage, and spice manufacturing.
• Other Entities:
  • Shreeji Enterprise
  • Midas Agri
  • Shreeji Commodity
  • Shreeji Agri Broker
  • Shethji Agri Commodity Pvt. Ltd.
  • Shethji Broking House Pvt. Ltd.
  • Shethji Warehousing and Logistics Pvt. Ltd.

Jitendra is the principal promoter and visionary who led the transition from unbranded bulk trading to a packaged FMCG model. He also spearheaded the development of proprietary quality-control systems at their Rajkot facilities.

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2. Mr. Vivek Kakkad — Whole-Time Director

• Age: 33 years
• Address: Shreeji, Africa Colony, Rajkot, Gujarat.
• Pre-Issue Shareholding: 58,65,160 equity shares (36.76%)
• Role: Oversees procurement, logistics, and infrastructure. Plays a major role in operational strategy and factory expansion.
• Experience: Over a decade in trading and supply-chain management within agricultural commodities.
• Other Entities:
  • Madhav Enterprise
  • Shreeji Agri Broker
  • Shethji Retail Pvt. Ltd.
  • Shethji Broking House Pvt. Ltd.
  • Shethji Warehousing and Logistics Pvt. Ltd.

Vivek is considered the operations backbone of the company, managing procurement directly from farmers and ensuring efficient logistics between Rajkot and major distribution centers.

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3. Mr. Tulshidas Kakkad — Promoter

• Age: 67 years
• Address: Niraj Apartment, New Jagnath, Rajkot, Gujarat.
• Pre-Issue Shareholding: 24,36,000 equity shares (15.26%)
• Role: Senior mentor with decades of agricultural and trading experience. Oversees farmer relations and ethical sourcing.
• Experience: Veteran in agri-trade with strong grassroots relationships among farmer networks across Gujarat and Rajasthan.
• Other Entities:
  • J.V. Enterprise
  • J.V. Traders

Tulshidas is recognized as the foundational pillar of the enterprise, ensuring transparent procurement and sustainable supply-chain practices.

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4. Mrs. Dhruti Kakkad — Non-Executive Director

• Age: 34 years
• Address: Niraj Apartment, New Jagnath, Rajkot, Gujarat.
• Pre-Issue Shareholding: 5,88,000 equity shares (3.68%)
• Role: Provides governance oversight and manages stakeholder communication.
• Experience: Entrepreneurial background with experience in administrative and retail operations.
• Other Entities: None.

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Combined Promoter Holding (Pre-IPO)

Promoter	Shares Held	% Holding
Jitendra Kakkad	70,70,000	44.30%
Vivek Kakkad	58,65,160	36.76%
Tulshidas Kakkad	24,36,000	15.26%
Dhruti Kakkad	5,88,000	3.68%
Total (Pre-Issue)	1,59,59,160	100%

After the IPO, promoter shareholding will dilute proportionally to accommodate the fresh issue of 68,00,000 shares, estimated to bring post-issue promoter holding to around 70%.

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Roles and Governance

Promoter	Current Designation	Core Function	Years of Experience
Jitendra Kakkad	Managing Director	Strategy, Branding, Expansion	15+
Vivek Kakkad	Whole-time Director	Procurement, Operations	12+
Tulshidas Kakkad	Senior Promoter	Farmer Network, Sourcing	40+
Dhruti Kakkad	Non-Executive Director	Governance, Admin Support	10+

The company’s Board of Directors also includes:

• Harilal Thumar – Independent Director
• Jignesh Mehta – Independent Director
• Vaibhav Kakkad – Independent Director
• Jalpa Doshi – Company Secretary & Compliance Officer
• Dhruti Sureja – Chief Financial Officer

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Promoter Group Entities and Business Network

The promoters collectively control several related firms that operate in logistics, warehousing, and agri-commodity trade:

• Shethji Agri Commodity Pvt. Ltd.
• Shethji Warehousing & Logistics Pvt. Ltd.
• Shethji Retail Pvt. Ltd.
• Midas Agri (Partnership Firm)
• J.V. Enterprise and J.V. Traders (Tulshidas Kakkad’s firms)

These entities handle backward integration (procurement, storage, and logistics) for Shreeji Global FMCG, strengthening its supply chain and operational base.

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Promoter Legacy and Business Philosophy

The Kakkad family’s vision is to transition from a commodity-based operation to a branded FMCG player emphasizing:

• Direct farm-to-market procurement.
• High-quality processing and hygienic packaging.
• Standardized products for domestic and export segments.
• Environment-friendly and solar-powered infrastructure.

Their leadership reflects a blend of traditional trading wisdom and modern FMCG scalability, anchored in Rajkot’s agricultural and industrial ecosystem.

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Extended Promoter & Shareholding Analysis section for Shreeji Global FMCG Ltd., including Post-IPO Shareholding Pattern, Lock-in Details, and Promoter Control Analysis, written in a research-report style suitable for investor documentation or IPO coverage blogs.

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Promoters, Shareholding, and Lock-in Summary

1. Pre-Issue Capital Structure

Before the IPO, the company’s total paid-up equity capital consisted of 1,59,59,160 equity shares of face value ₹10 each.
All shares were fully held by the four promoters — Jitendra, Vivek, Tulshidas, and Dhruti Kakkad — who collectively controlled 100% of the company.

Name of Promoter	Designation	Shares Held (Pre-Issue)	% of Pre-Issue Capital
Mr. Jitendra Kakkad	Managing Director	70,70,000	44.30%
Mr. Vivek Kakkad	Whole-Time Director	58,65,160	36.76%
Mr. Tulshidas Kakkad	Promoter	24,36,000	15.26%
Mrs. Dhruti Kakkad	Non-Executive Director	5,88,000	3.68%
Total (Promoters)		1,59,59,160	100%

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2. Post-Issue Capital Structure

The IPO involves a fresh issue of 68,00,000 equity shares, taking the post-issue capital base to 2,27,59,160 shares.
Since there is no offer for sale (OFS) component, all promoters continue to hold their existing shares, resulting in equity dilution but no reduction in the absolute number of promoter shares.

Name of Promoter	Shares Held (Post-Issue)	% of Post-Issue Capital	Status
Mr. Jitendra Kakkad	70,70,000	31.08%	Active Promoter
Mr. Vivek Kakkad	58,65,160	25.77%	Active Promoter
Mr. Tulshidas Kakkad	24,36,000	10.70%	Active Promoter
Mrs. Dhruti Kakkad	5,88,000	2.58%	Non-Executive Promoter
Total Promoter Holding (Post-Issue)	1,59,59,160	70.13%	Continued Control

Key Takeaway:
After the IPO, the promoters will continue to hold approximately 70% of the company’s equity, ensuring clear promoter control and strategic continuity. The dilution of roughly 29.87% represents public float introduced through this issue.

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3. Promoter Lock-in Requirements

In compliance with SEBI (ICDR) Regulations, 2018, the following lock-in provisions will apply:

Category	Lock-in Period	Description
Minimum 20% of Post-Issue Capital held by Promoters	3 Years	Mandatory lock-in from the date of allotment; cannot be sold, pledged, or transferred.
Remaining Promoter Shareholding	1 Year	Balance shares held by promoters and promoter group will be under 1-year lock-in.
Pre-Issue Shareholders other than Promoters (if any)	1 Year	N.A. — Not applicable since no non-promoter holdings pre-IPO.
Shares allotted under ESOP (if any)	1 Year	Not applicable at this stage.

Observation:
The strong promoter lock-in period ensures post-listing stability and signals long-term commitment from the founding family.

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4. Promoter Control and Voting Power

• Combined Voting Power Post-Issue: Approximately 70.13%.
• Effective Control: Promoters retain majority control of the Board and management.
• Public Shareholding Post-Issue: 29.87%.
• Free-float shares: ~68 lakh shares available for trading post-listing, subject to SME liquidity norms.

Promoter Voting Rights Distribution

Promoter	% of Total Voting Power (Post-Issue)
Jitendra Kakkad	31.08%
Vivek Kakkad	25.77%
Tulshidas Kakkad	10.70%
Dhruti Kakkad	2.58%

Conclusion:
Decision-making power remains firmly with Jitendra and Vivek Kakkad, who together control over 56% voting rights, ensuring managerial continuity.

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5. Promoter Background Recap

Name	Role & Function	Key Responsibilities	Industry Experience
Jitendra Kakkad	Managing Director	Strategic expansion, branding, business development, and technology modernization.	15+ years
Vivek Kakkad	Whole-Time Director	Procurement, logistics, manufacturing, vendor management.	12+ years
Tulshidas Kakkad	Senior Promoter	Farmer network, sourcing partnerships, governance.	40+ years
Dhruti Kakkad	Non-Executive Director	Compliance support, administration, stakeholder communication.	10+ years

The Kakkad family collectively brings over 75 years of combined experience in agri-trade, food processing, and logistics management.

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6. Promoter Group and Related Entities

The promoters own or are associated with several related companies that form the operational ecosystem of Shreeji Global FMCG:

• Shethji Agri Commodity Pvt. Ltd. – Trading and sourcing arm.
• Shethji Warehousing & Logistics Pvt. Ltd. – Storage and supply chain operations.
• Shethji Retail Pvt. Ltd. – Distribution and retail brand management.
• Midas Agri – Partnership firm engaged in agri-inputs and procurement.
• J.V. Enterprise and J.V. Traders – Proprietary trading firms under Tulshidas Kakkad.

These allied entities provide vertical integration, ensuring procurement consistency, warehousing efficiency, and cost control — vital advantages in the FMCG value chain.

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7. Governance and Management Oversight

The Board comprises a mix of executive directors and independent members, providing balanced decision-making:

• Mr. Jitendra Kakkad – Managing Director
• Mr. Vivek Kakkad – Whole-Time Director
• Mr. Tulshidas Kakkad – Promoter Director
• Mrs. Dhruti Kakkad – Non-Executive Director
• Mr. Jignesh Mehta – Independent Director
• Mr. Harilal Thumar – Independent Director
• Mr. Vaibhav Kakkad – Independent Director
• Ms. Jalpa Doshi – Company Secretary & Compliance Officer
• Ms. Dhruti Sureja – Chief Financial Officer

Governance Framework:

• Audit Committee, Nomination & Remuneration Committee, and Stakeholder Relationship Committee constituted as per the Companies Act, 2013.
• Internal and statutory audits conducted by M/s. S C S S K & Associates, Chartered Accountants.
• Monitoring agency for IPO proceeds: Infomerics Valuation and Rating Ltd.

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8. Key Takeaways for Investors

1. High Promoter Retention: 70% post-issue holding shows strong promoter confidence.
2. Lock-in Assurance: 3-year mandatory lock-in on 20% of post-issue capital aligns promoter interests with investors.
3. No OFS Component: Indicates growth-driven capital raise, not profit-taking.
4. Stable Leadership: The same core team manages operations, procurement, and branding.
5. Execution Risk: Though family-run, professionalization and scalability will be the key test post-IPO.

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Forensic Corporate Governance & Promoter Integrity Evaluation for Shreeji Global FMCG Ltd., based on the company’s Red Herring Prospectus. I call out facts, risks, and exactly what you must check next. (All company facts below come from the RHP.)

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Corporate Governance & Promoter Integrity Evaluation

1) Board & oversight — what exists and what’s weak

• Board composition: Executive promoters (Managing Director and Whole-time Director) + one other promoter director + three independent directors and company secretary/CFO in KMP roles. This is a standard small-cap structure but promoter dominance is high.
• Committees: Audit Committee, Nomination & Remuneration Committee, Stakeholder Relationship Committee are constituted as required. That’s good on paper — but for an SME with heavy promoter involvement, committee independence and meeting minutes matter more than existence.
• Statutory auditor: M/s. S C S S K & Associates are the statutory auditors. Check their audit opinion language (emphasis of matter, qualified/unqualified) in the financial statements — a standard red flag detector.

Bottom line: governance structure meets regulatory minimums but is promoter-controlled; real governance depends on the independence and activism of the independent directors — verify their backgrounds and prior board performance.

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2) Promoter integrity & regulatory status

• The RHP explicitly states that promoters have not been identified as wilful defaulters, fugitive economic offenders, nor debarred from markets by SEBI/RBI. That’s a positive baseline clearance.

Action: don’t stop at that statement — independently verify (search RBI/SEBI databases and court records) for any civil/criminal litigation or regulatory orders not captured in summary statements.

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3) Related-party transactions — concrete items you must worry about

The RHP discloses multiple significant related-party dealings between the company and promoter entities. Key facts (figures are taken from RHP disclosures and are material):

• Large sales to promoter/associate firms:
  • Sales to J V Enterprise (proprietorship of promoter Tulshidas Kakkad) show material volumes in prior years (figures run into thousands in the disclosure table).
  • Sales to Shreeji Enterprise (proprietorship of promoter Jitendra Kakkad) similarly show very large historic sales.
  • There are multiple other promoter-linked entities (Shethji Agri Commodity Pvt. Ltd., Shethji Warehousing & Logistics Pvt. Ltd., Madhav Enterprise, Midas Agri, Shreeji Agri Broker, etc.) used for procurement, warehousing and distribution.
• Promoter loans / advances: RHP shows promoter loan movements — for example, one promoter had opening loan balance, significant loan receipts and partial repayments with a modest closing balance. These movements are material and recur over years. Treat these as related-party funding rather than arm’s-length debt.
• Leased properties: Several company offices / factory lands are leased from promoter individuals with either nominal or no consideration (the RHP notes lease of registered office without charge, and leased/assigned factory land from promoter). That concentrates counterparty exposure in promoter group.

Why this matters: when a significant portion of revenue, procurement, or services flows through promoter entities, there is heightened risk of transfer pricing, related-party preference, and earnings management. The presence of promoter loans and preferential leasing further increases the potential for conflicts.

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4) Litigation & contingent liabilities — what RHP flags

• The RHP contains an “Outstanding Litigation and Material Developments” section (investors must read it in full). The document discloses material litigation items and government/statutory interactions; the promoters state they are not currently subject to market bans or identified as wilful defaulters. Still — there are litigation entries and material developments disclosed (you must read the section page-by-page).

Action: extract and list all litigation items (criminal, civil, tax, regulatory), note the amount involved, stage (trial/appeal), and possible financial/operational impact. If any case involves promoters personally or promoter-group firms, treat that as high risk.

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5) Related-party magnitude & pattern — fast checklist

From the RHP you can see patterns that require close scrutiny:

• Repeated sales/purchases to/from promoter entities across years (not one-offs).
• Loans given/received between promoter entities and the company with changing balances over years.
• Leases and property transfers involving promoters (factory/office).

Risk implication: these patterns can be used to shift profits, manage working capital off-balance, or prioritize promoter cash flows. Demand clarity on pricing policies and independent valuation reports for related-party asset transactions.

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6) Controls over IPO proceeds

• Monitoring agency: a monitoring agency is appointed (RHP mentions Infomerics as monitoring agency). This is required — good — but monitoring effectiveness depends on scope and reporting cadence.

Action: read the Monitoring Agency Agreement (or summary in the RHP) to confirm: (a) who supervises the specific CAPEX spend; (b) whether funds to promoter-owned contractors are pre-approved; (c) frequency of monitoring reports and whether they are publicly filed.

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7) Governance red flags (prioritized)

1. High volume of related-party sales — ask for documentation demonstrating arm’s-length pricing (quotations, third-party comparables).
2. Promoter loans with movement — clarify interest rates, collateral, repayment terms, and whether loans are subordinated to lender claims.
3. Leases from promoters with nominal rent — confirm independent valuation and reason for concessional terms.
4. Promoter concentration of voting control (~70% post-IPO) — investor protections (minority clauses, independent director strength) are important.
5. Any qualified audit opinions or material contingent liabilities — if present, treat as significant holdback.

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8) Actionable due-diligence list (do this before allocating capital)

1. Extract full related-party schedule from the RHP and map yearly flows (sales, purchases, loans, advances, receivables, payables). Flag >5% revenue or >5% assets to any single related party.
2. Get copies of contracts for large transactions with promoter entities (supply agreements, lease deeds, loan agreements). Check termination clauses and pricing formulas.
3. Check audit report notes for related-party and contingent liabilities; if auditor adds emphasis or qualification, treat as material.
4. Read full litigation schedule in the RHP (including amounts, courts, next dates) and flag any that could restrict operations or trigger financial penalties.
5. Review Monitoring Agency scope — confirm strict earmarking of IPO proceeds for the stated CAPEX and working capital, and insist on quarterly monitoring reports becoming public.
6. Validate independent directors’ independence — prior directorships, related-party links, attendance and minutes of Audit Committee meetings.

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9) Practical investor verdict (short & blunt)

• If you are short-term/speculative: avoid relying on listing pop — governance and related-party exposures increase downside risk.
• If you are long-term value investor: only consider a position after verifying (a) related-party transactions are arm’s-length and limited, (b) litigation exposure is non-material, and (c) monitoring agency confirms disciplined use of IPO funds. Promoters retaining ~70% control means your upside is fully dependent on promoter execution and integrity.

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