Electro Force (India) Ltd Management Discussions

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Electro Force (India) Ltd Share Price Management Discussions

You should read the following discussion and analysis of financial condition and results of operations together
with our financial statements included in this Draft Prospectus. The following discussion relates to our
Company and is based on our restated financial statements. Our financial statements have been prepared in
accordance with Indian GAAP, the accounting standards and other applicable provisions of the Companies
Act.

Note: Statement in the Management Discussion and Analysis Report describing our objectives, outlook,
estimates, expectations or prediction may be "Forward looking statement" within the meaning of applicable
securities laws and regulations. Actual results could differ materially from those expressed or implied.
Important factors that could make a difference to our operations include, among others, economic conditions
affecting demand/supply and price conditions in domestic and overseas market in which we operate, changes
in Government Regulations, Tax Laws and other Statutes and incidental factors.

BUSINESS OVERVIEW

Our Company was originally incorporated as "Electro Force (India) private limited" on June 14,th 2010 vide
certification of incorporation bearing Corporate Identity No. U51909MH2010PTC204214 under the provision
of Companies Act, 1956 issued by the Assistant Registrar of Companies, of Mumbai. The status of the
Company was changed to public limited and the name of our Company was changed to Electro Force (India)
Limited vide Special Resolution dated April 15, 2023 pursuant to conversion of the Company into public
limited Company. The fresh certificate of incorporation consequent to conversion was issued on May 11, 2023
by the Registrar of Companies, Mumbai. Subsequently, the Company was converted into Public Limited
Company vide a fresh certificate of incorporation issued by Registrar of Companies, Mumbai consequent upon
conversion from Private Limited to Public Company dated May 11, 2023 to its present name of Electro Force
(India) limited with the Corporate Identification Number U51909MH2010PLC204214.

We are an ISO 9001:2015-certified company that designs and manufactures electrical components, metal /
plastic contact parts, and supplies these products to the industry players via a business-to-business (B2B)
model. Our company started in the year 2010 as Electro Force (India) Pvt Ltd. Since inception, our Company
has been a supplier of high grade precision metal electrical contact Parts and components, connectors and
assemblies for applications in electronics, lighting, switchgear and allied industries in India.

Our manufacturing unit is located at Vasai in Maharashtra. We offer end-to-end product solutions to our
customers under the B2B model wherein we provide services ranging from designing, manufacturing, quality
testing and packaging to logistics. We also offer products in the intermediate stages to many of our customers.
Our main focus has been on offering integrated services, mostly to Indian manufacturers of electrical
components. We have the ability to perform precision metal stamping, assembly, and moulding. We believe
that a team of committed qualified and trained experts have led to the success of our Company and while our
products conform to high quality standards, what has distinguished us more than our competitors has been
our ability to respond quickly, reliably and accurately to customer?s needs.

We specialize in designing & manufacturing of precision sheet metal components, high speed metal stamping
components, plastic injection mouldings, insert and over moulding, sub-assemblies and value added services
for diverse industries like electronics, lighting and other engineering industries in India. We believe that we
have well-known and reputed customers based in India. For the electrical components sector, we provide
complete design and production solutions. As a result, we are capable of producing the majority of above items
from the initial stages of concept and design all the way through to final delivery to the customer.

Over the past 13 years, we have accumulated invaluable experience in helping our customers create new
designs, incorporating cutting-edge technologies, and effectively utilizing our manufacturing facilities,
equipment, and materials. As a result, we are constantly improving our product offerings, structure and
functional design to better serve our customer?s needs.

FACTORS AFFECTING OUR RESULT OF OPERATIONS

Except as otherwise stated in this Draft Prospectus and the Risk Factors given in the Draft Prospectus, the
following important factors could cause actual results to differ materially from the expectations include, among
others:

Regulatory Framework

We have obtained all regulatory permissions which are necessary to run our business, Further, some of the
approvals are granted for fixed periods of time and need renewals, which are obtained in the course of business.
however, there may be change in statutory regulations at any time which cannot be predicted by us. There can
be no assurance that the change in regulations will not impact our operations in the future.

Ability of Management

Our success depends on the continued services and performance of the members of our management team and
other key employees. Competition for senior management in the industry is intense, and we may not be able
to retain our existing senior management or attract and retain new senior management in the future. The loss
of the services of our Promoters could seriously impair our ability to continue to manage and expand our
business. Further, the loss of any other member of our senior management or other key personnel may
adversely affect our business, results of operations and financial condition.

Market & Economic conditions

India is one of the largest economies and is growing at a rapid pace. But in this globalised economy, all the
businesses face an uncertain level of volatility from unexpected global events which ranges from global
pandemics to wars, to weather changes to supply chain disruption, which may change the economic dynamics
and the purchasing capability of the end customers. At the time of market slowdown the demand falls which
has adverse impact on our business.

Competition

We operate in a competitive atmosphere. Our competition varies by market, geographic areas and type of
products. Our Company may face stiff competition from domestic as well as global market as the dynamic
changes. Some of our competitors may have greater resources than those available to us. While service quality,
technical ability, performance records, etc are key factors in customer decisions among competitors, however,
price& quality are the deciding factor in most cases. Further, this industry is fragmented with many small and
medium sized companies and entities, which manufactures some of these products at various levels, which
may adversely affect our business operation and financial condition. Further, there are no entry barriers in this
industry and any expansion in capacity of existing manufacturers would further intensify competition. The
markets in which we compete and intend to compete are undergoing, and are expected to continue to undergo,
rapid and significant change. We expect competition to intensify as technological advances and consolidations
continue. These competitive factors may force us to reduce rates, and to pursue new market opportunities.
Increased competition could result in reduced demand for our products, increased expenses, reduced margins
and loss of market share. Failure to compete successfully against current or future competitors could harm our
business, operating cash flows and financial condition.

COVID-19 Pandemic

Since the onset of the COVID-19 pandemic in March 2020, our Company?s operations have been affected as
our employees faced the threat of getting infected. In 2020, cases of the novel corona virus started rapidly
increasing in India, which led the government of India to impose a nationwide lockdown. The spread of Covid-
19 and its recent developments have had and might continue to have repercussions across local, national and
global economies. To prevent the spread of Covid-19 and to comply with the restrictions, we had to temporarily
suspend our operations in order to follow the Government?s norms. We continuously monitored the economic
conditions and have outlined sufficient measures to combat the pandemic situation at our business premises.
Once the lockdown was lifted, our operations restarted in full swing. Initially we did find a little hiccup in
finding workers but because of our enterprising organization, we were able to source quality workforce and
we were able to train them and we restarted our operations. After lifting the lockdown and resuming our
operations the demand in our industry abruptly increased from the different sectors and we attained the highest
production during the partial year 2020-21 and FY 2021-22. The demand after pandemic ultimately nullified
the impact of shutdown during COVID 19 pandemic. The future impact of COVID-19 or any other severe
communicable disease on our business and results of operations depends on several factors including those
discussed in the chapter "Risk Factors" beginning on Page No.21. We continue to closely monitor the economic conditions and the effect of COVID-19 and have outlined certain measures to combat the pandemic
situation and to minimize the impact on our business.

Significant Developments after March 31, 2023 that may affect our Future Results of Operations

The Directors confirm that there have been no other events or circumstances since the date of the last financial
statements as disclosed in the Draft Prospectus which materially or adversely affect or is likely to affect the
business or profitability of our Company or the value of our assets, or our ability to pay liabilities within next
twelve months.

STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES

a) Basis of preparation of Financial Statements:

The restated financial summary statement of assets and liabilities of the Company as at March 31, 2023
and restated financial summary statement for the year ended on March 31, 2022 and 2021 and the related
restated summary statement of profits and loss and cash flows for the year ended March 2023 and restated
for the year ended March 31, 2022 and 2021 (herein collectively referred to as ("Restated Summary
Statements") have been compiled by the management from the audited Financial Statements for the year
ended o 31st March ,2023 and for the year ended on March 31, 2022 and March 31, 2021. Restated
Summary Statements have been prepared to comply in all material respects with the provisions of Part I
of Chapter III of the Companies Act, 2013 (the "Act") read with Companies (Prospectus and Allotment
of Securities) Rules, 2014, Securities and Exchange Board of India (Issue of Capital and Disclosure
Requirements) Regulations, 2018 ("ICDR Regulations") issued by SEBI and Guidance note on Reports
in Companies Prospectuses (Revised 2019) ("Guidance Note"). Restated Summary Statements have been
prepared specifically for inclusion in the offer document to be filed by the Company with the NSE
Emerge in connection with its proposed IPO. The Company?s management has recasted the Financial
Statements in the form required by Schedule III of the Companies Act, 2013 for the purpose of restated
Summary Statements.

The Restated Financial Statements are prepared and presented under the historical cost convention and
evaluated on a going-concern basis using the accrual system of accounting in accordance with the
accounting principles generally accepted in India (Indian GAAP) and the requirements of the Companies
Act, including the Accounting Standards as prescribed by the Section 133 of the Companies Act, 2013
("the Act") read with Rule 7 of Companies (Accounts) Rules, 2014.

All assets and liabilities have been classified as current and non-current as per normal operating cycle of
the Company and other criteria set out in the Schedule III of the Companies Act, 2013.

b) Use of Estimates:

The preparation of the Financial Statements in conformity with Indian GAAP requires the Management
to make estimates and assumptions considered in the reported amounts of assets and liabilities (including
contingent liabilities) and the reported income and expenses during the period/year. The Management
believes that the estimates used in preparation of the Financial Statements are prudent and reasonable.
Future results could differ due to these estimates and the differences between the actual results and the
estimates are recognised in the periods in which the results are known / materialise.

c) Impairment of Assets:

An asset is treated as impaired when the carrying cost of asset exceeds its recoverable value. Recoverable
amount is the higher of an assets net selling price and its value in use. Value in use is the present value
of estimated future cash flows expected to arise from the continuing use of the asset and from its disposal
at the end of its useful life. Net selling price is the amount obtainable from sale of the asset in an arms
length transaction between knowledgeable, willing parties, less the costs of disposal. An impairment loss
is charged to the Statement of Profit and Loss in the period/year in which an asset is identified as
impaired. The impairment loss recognised in prior accounting periods is reversed if there has been a
change in the estimate of the recoverable value.

d) Provisions and Contingent Liabilities:

Provision involving substantial degree of estimation in measurement is recognized when there is a present
obligation as a result of past events and it is probable that there will be an outflow of resources.

Contingent liabilities are not recognized but are disclosed in the notes. Contingent assets are neither
recognized nor disclosed in the Financial Statements.

e) Cash and Cash Equivalents:

Cash and cash equivalents comprise Cash-in-Hand, Short-term Deposits and Balance in Current
Accounts with Banks. Cash equivalents are short-term balances (with an original maturity of three
months or less from the date of acquisition), highly liquid investments that are readily convertible into
known amounts of cash and which are subject to insignificant risk of changes in value.

f) Inventories:

Inventories comprises of Raw Material, Stock in Process & Finished Goods, Stores, Spares and Packing
Material.

Closing Stock is valued at Cost or Net Realisable Value whichever is lower. Cost of Stock-in-trade
comprises of cost of purchase and other costs incurred in bringing them to their respective present
location and condition.

g) Revenue Recognition:

Revenue is recognised only when significant risk and rewards of ownership has been transferred to the
buyer and it can be reliably measured and it?s reasonable to expect ultimate collection of it. Gross sales
are of net trade discount and sales returns. The Company adopts accrual concepts in preparation of
accounts. Claims /Refunds not ascertainable with reasonable certainty are accounted for, on final
settlement.

h) Other Income:

Other Income is accounted for when right to receive such income is established.

i) Earnings per Share:

Basic earnings per share is computed by dividing the profit/ (loss) after tax (including the post tax effect
of extraordinary items, if any) by the weighted average number of equity share outstanding during the
year. Diluted earnings per share is computed by dividing the profit/ (loss) after tax (including the post tax
effect of extraordinary items, if any) as adjusted for dividend, interest and other charges to expense or
income (net of any attributable taxes) relating to the dilutive potential equity shares, by the weighted
average number of equity shares which could have been issued on the conversion of all dilutive potential
equity shares.

j) Taxation & Deferred Tax:

"Income taxes are accounted for in accordance with Accounting Standard (AS-22) - "Accounting for
taxes on income", notified under Companies (Accounting Standard) Rules, 2014. Income tax comprises
of both current and deferred tax.

Current tax is measured on the basis of estimated taxable income and tax credits computed in accordance
with the provisions of the Income Tax Act, 1961.

The tax effect of the timing differences that result between taxable income and accounting income and
are capable of reversal in one or more subsequent periods are recorded as a deferred tax asset or deferred
tax liability. They are measured using substantially enacted tax rates and tax regulations as of the Balance
Sheet date.

Deferred tax assets arising mainly on account of brought forward losses and unabsorbed depreciation
under tax laws, are recognized, only if there is virtual certainty of its realization, supported by convincing
evidence. Deferred tax assets on account of other timing differences are recognized only to the extent
there is a reasonable certainty of its realization.

k) Segment Reporting:

The accounting policies adopted for segment reporting are in line with the accounting policies of the
Company. Segment revenue, segment expenses, segment assets and segment liabilities have been
identified to segments on the basis of their relationship to the operating activities of the segment. Inter-
segment revenue is accounted on the basis of transactions which are primarily determined based on

market / fair value factors. Revenue and expenses have been identified to segments on the basis of their
relationship to the operating activities of the segment.

Revenue, expenses, assets and liabilities which relate to the Company as a whole and are not allocable to
segments on reasonable basis have been included under "unallocated revenue / expenses / assets / liabilities".

RESULTS OF OUR OPERATIONS

(Amount f in lacs)

. Particulars For the year ended March 31, 2023 % of Total Income For the year ended March 31, 2022 % of Total Income For the year ended March 31, 2021 % of Total Income
A INCOME
Revenue from Operations 3,025.04 99.88% 3,439.65 99.89% 1,574.28 99.19%
Other Income 3.78 0.12% 3.90 0.11% 12.85 0.81%
Total Income (A) 3,028.81 100.00% 3,443.55 100.00% 1,587.13 100.00%
B EXPENDITURE
Cost of material consumed 2558.31 84.47% 2,006.87 58.28% 1,197.25 75.43%
Changes in inventories of finished goods (998.70) -32.97% (0.17) 0.00% 261.68 16.49%
Employee benefits expense 108.41 3.58% 123.53 3.59% 122.57 7.72%
Finance costs 0.23 0.01% 1.40 0.04% 6.19 0.39%
Depreciation and amortization expense 69.84 2.31% 83.69 2.43% 79.20 4.99%
Other expenses 222.19 7.34% 168.78 4.90% 147.42 9.29%
Total Expenses (B) 1,960.28 64.72% 2,384.09 69.23% 1,814.30 114.31%
C Profit before exceptional items and tax(A-B) 1,068.53 35.28% 1,059.46 30.77% (227.17) -14.31%
Exceptional items

-

-

-

-

-

-

D Profit before tax 1,068.53 35.28% 1,059.46 30.77% (227.17) -14.31
E Tax Expense:
(i) Current tax 273.56 9.03% 234.29 6.80%

-

-

(ii) Deferred tax (4.63) -0.15% (39.09) -1.14% (3.48) -0.22%
(iii) MAT Credit Entitlement
F Profit for the year 799.60 26.40% 864.26 25.10% (223.69) -14.09%

Main Components of our Profit and Loss Accounts.

Income

Our total income comprises of revenue from operations and other income.

Revenue from Operations

Our revenue from operation as a percentage of our total income was 99.88%, 99.89% and 99.19% for the
Financial Years ended March 31, 2023, March 31, 2022 and March 31, 2021 respectively.

Other Income

It is the income earned from Misc. Receipts, Interest Income, etc.

Expenditure

Our total expenditure primarily consists of cost of materials consumed, Changes in inventories of finished
goods, employee benefit expenses, finance costs, Depreciation and Amortisation Expense and Other Expenses.

Employee Benefit Expenses

Our employee benefits expense comprises of Salaries and wages, Director Remuneration.

Finance costs

Finance cost comprises of Bank Guarantee commission and bank charges.

Other Expenses

Other expenses primarily include Manufacturing Expenses, Establishment Expenses and Selling and
Distribution Expenses, etc.

Provision for Tax

The provision for current taxation is computed in accordance with relevant tax regulation. Deferred tax is
recognized on timing differences between the accounting and the taxable income for the year and quantified
using the tax rates and laws enacted or subsequently enacted as on balance sheet date. Deferred tax assets are
recognized and carried forward to the extent that there is a virtual certainly that sufficient future taxable income
will be available against which such deferred tax assets can be realized in future.

Fiscal 2023 compared with fiscal 2022

 

Income

The total income of our company for fiscal year 2023 was t3,028.81 lakhs against t3,443.55 lakhs total income
for Fiscal year 2022. A decrease of 12.04% in total income. This decrease in the revenue from operations is
mainly due to change in the strategy of the management to focus on high margin products and reduce the focus
on low margin products.

Expenditure

Cost of raw materials consumed net of change in Inventory

In Fiscal 2023, our Company incurred cost for raw materials consumed net of change in inventory t 1559.61
lakhs against t2,006.70 lakhs expenses in fiscal 2022. A decrease of 22.28% can be explained due to our focus
on selling high margin products where the cost of material is lower apart from the absolute declined in the
sales value.

Employee Benefit Expenses

In Fiscal 2023, our Company incurred for employee benefit expenses t 108.41 lakhs against t 123.53 lakhs
expenses in fiscal 2022. A decrease of 12.23% is attributed to rationalisation of employees vis-a-vis change in
the strategy of the management.

Finance Costs

The finance costs for the fiscal 2023 was t0.23 lakhs while it was t1.40 lakhs for fiscal 2022. This cost mainly
comprises of Bank Guarantee commission and Bank charges.

Other Expenses

In fiscal 2023, our other expenses were t 222.19 lakhs and t 168.78 lakhs in fiscal 2022. An increase of
31.64% is mainly increase due to payment of interest on statutory dues.

Profit/ (Loss) after Tax

Profit after tax for the Fiscal 2023 was at t799.60 lakhs against profit after tax of t864.26 lakhs in fiscal 2022,
this implies a profit margin of 26.40% in FY23 and 25.09% in FY22.

Fiscal 2022 compared with fiscal 2021
Income

The total income of our company for fiscal year 2022 was t3,443.55 lakhs against t1,587.13 lakhs total income
for Fiscal year 2021, an increase of 116.97% in total income. This increase in the revenue from operations can
be attributed to increase in overall demand post the Covid period in Fiscal 2021.

Expenditure

Cost of raw materials consumed net of change in Inventory

In Fiscal 2022, our Company incurred cost for raw materials consumed net of change in Inventory t 2,006.70
lakhs against t1458.93 lakhs expenses in fiscal 2021, an increase of 37.55% is attributable to increase in sales.

Employee Benefit Expenses

In Fiscal 2022, our Company incurred for employee benefit expenses t 123.53 lakhs against t 122.57 lakhs
expenses in fiscal 2021, an increase of 0.78% due to increase in salary.

Finance Costs

The finance costs for the fiscal 2022 was t1.40 lakhs while it was t6.19 lakhs for fiscal 2021. This decrease
of 77.38% was due to decrease in bank charges.

Other Expenses

In fiscal 2022, our other expenses were t 168.78 lakhs and t 147.42 lakhs in fiscal 2021, an increase of 14.49%
due to increase in sales.

Profit/ (Loss) after Tax

Profit after tax for the Fiscal 2022 was at t864.26 lakhs against profit after tax of t (223.69) lakhs in fiscal
2021, a 286.37% increase. This was due to jump in revenue post Covid period in fiscal 2021.

CASH FLOWS

(Amount f in lakhs)

Particulars For the year ended March 31,
2023 2022 2021
Net Cash from Operating Activities (23.18) 358.89 302.77
Net Cash from Investing Activities (33.16) 316.13 (367.01)
Net Cash used in Financing Activities (878.48) 290.33 43.32

Cash Flows from Operating Activities

Net cash from operating activities for the year ended March 31, 2023 was t (23.18) lakhs as compared to the
Profit before Tax at t1068.53 lakhs. Net cash from operating activities for fiscal 2022 was at t358.89 lakhs as compared to the Profit before Tax at t 1059.46 lakhs while for fiscal 2021, net cash from operating activities was at t 302.77 lakhs as compared to the Profit before Tax at t (227.17) lakhs.

Cash Flows from Investment Activities

Net cash from investing activities for fiscal 2023 was at t (33.16) lakhs. Net cash from investing activities for
fiscal 2022 was at t 316.13 lakhs due to acquisition of certain capital assets and further increase in advance
for capital goods; while for fiscal 2021 net cash from investing activities was at t (367.01) lakhs due to
purchase of plant and machinery.

Cash Flows from Financing Activities

Net cash flow from financing activities for the year ended March 31, 2023 was ? (878.48) lakhs due to
repayment of long term borrowings. Net cash from financing activities for fiscal 2022 was at ? 290.33 lakhs
due to availment of long term borrowings while for fiscal 2021, net cash from financing activities was at
?43.32 lakhs also due to availment of long term borrowings.

OTHER MATTERS

1. Unusual or infrequent events or transactions

Except as described in this Draft Prospectus, during the periods under review there have been Covid-19
pandemic, which in our best judgment, would be considered unusual or infrequent.

2. Significant economic changes that materially affected or are likely to affect income from continuing

Operations

Other than as described in the Section titled "Financial Information" and chapter titled "Management?s
Discussion andAnalysis of Financial Conditions and Results of Operations",
beginning on Page 134 and 170
respectively of this Draft Prospectus, to our knowledge there are no significant economic changes that
materially affected or are likely to affect income from continuing Operations.

3. Known trends or uncertainties that have had or are expected to have a material adverse impact on
revenue or income from continuing operations

Other than as described in the chapter titled "Risk Factors" and "Management?s Discussion and Analysis of
Financial Conditions and Result of Operations"
, beginning on Page 21 and 170 respectively of this Draft
Prospectus, best to our knowledge 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 relationship between Costs and Income

Other than as described in the chapter titled "Risk Factors" beginning on Page 21 of this Draft Prospectus,
best to our knowledge there are no factors, which will affect the future relationship between costs and income
or which are expected to have a material adverse impact on our operations and finances.

5. Competition Conditions

Our Industry is fragmented consisting of large established players and small niche players. We compete with
organized as well as unorganized sector on the basis of availability of product, product quality and product
range. Further, there are no entry barriers in this industry and any expansion in capacity of existing
manufacturers would further intensify competition. Industry is very competitive and we expect competition to
continue and likely to increase in the future.

CAPITALISATOIN STATEMENT

The following table sets forth our capitalisation as at March 31, 2023, on the basis of our Restated Financial
Statements:

Particulars Pre-Issue as at March 31, 2023 As adjusted for the Issue
Borrowings:
Short-term Debt (A) 0.00 [•]
Long-term Debt (B) 0.00 [•]
Total Borrowings (C = A + B) 0.00 [•]
Shareholders? fund (Net worth)
Share capital (D) 1740.00 [•]
Other Equity (E) 95.33 [•]
Total shareholders? fund (Net worth) (G) (G = (D + E) - F) 1835.33 [•]
Long term debt/ shareholders? fund ratio (B / G) 0.00 [•]
Total borrowings / shareholders? fund ratio (C/G) 0.00 [•]

SECTION VII - LEGAL AND OTHER INFORMATION

OUTSTANDING LITIGATION AND MATERIAL DEVELOPMENTS

Except as stated in this section, there are no (i) outstanding criminal proceedings (ii) actions taken by statutory
and/or regulatory authorities; (iii) outstanding claims related to direct or indirect taxes; (iv) other pending
litigation/ arbitration as determined to be material by our Board as per the Materiality Policy, in each case
involving our Company, Subsidiaries, Promoter or Directors ("Relevant Parties"); or (v) all litigations involving
our Group Companies which have a material impact on the business operations, prospects or reputation of our Company. Further, except as stated in this section, there are no disciplinary actions including penalties imposed
by SEBI or stock exchanges against our Company, Subsidiaries, Promoter or Directors in the last five Fiscals,
including any outstanding action.

The details of the outstanding litigation or proceedings involving our Company, Subsidiaries/ Associate
companies, Promoter and Directors are described in this section in the manner as set forth below. Pursuant to
SEBI ICDR Regulations, for the purposes of disclosure, our Board on August 31, 2023, any outstanding litigation / arbitration proceedings involving our Company, Subsidiaries, Promoter and Directors shall be considered
"material" for the purposes of disclosure in this Draft Prospectus, if: (a) The monetary amount of claim made by or against the entity or person in any such pending proceeding exceeds one per cent of the consolidated revenue
from operations of our Company as per the Restated Financial Statements for March 31, 2023 is f 3025.04 lakhs;
(b) wherein a monetary liability is not quantifiable for any other outstanding proceeding, or which does not fulfil the financial threshold as specified in (a) above, but the outcome of which could, nonetheless, have a material
adverse effect on the business, operations, performance, prospects or reputation of our Company.

Further, pre-litigation notices received by our Company, Promoter and Directors (excluding those notices issue by statutory, regulatory or tax authorities), unless otherwise decided by our Board, are not evaluated for materiality until such time that such parties are impleaded as defendants in litigation proceedings before any judicial forum. In case of pending civil litigation proceedings wherein the monetary amount involved is not quantifiable, such litigation has been considered ‘material ? only in the event that the outcome of such litigation
has a bearing on the operations or performance of our Company. We have also disclosed matters relating to direct and indirect taxes involving Company, Promoter and Directors in a consolidated manner giving details of number
of cases and total amount involved in such claims.

Except as stated in this section, there are no outstanding material dues to creditors of our Company. For this
purpose, our Board has considered and adopted a policy of materiality for identification of material outstanding
dues to creditors. In terms of this materiality policy passed in the board meeting August 31, 2023, outstanding
dues to any creditor of our Company having monetary value exceeding f 151.25 lakhs, which is 5% of the total
trade payables of our Company as on March 31, 2023, based on the Restated Financial Statements of our
Company included in this Draft Prospectus, shall be considered as ‘material?. Accordingly, any outstanding dues exceeding Rs 151.25 lakhs have been considered as material outstanding dues for the purpose of disclosure in this
section. Further, for outstanding dues to any party which is a micro, small or medium enterprise ("MSME"), the
disclosure will be based on information available with our Company regarding status of the creditor as defined under Section 2 of the Micro, Small and Medium Enterprises Act, 2006, as amended.

Unless stated to the contrary, the information provided below is as of the date of this Draft Prospectus. All terms
defined herein in a particular litigation disclosure pertain to that particular litigation only.

LITIGATIONS INVOLVING OUR COMPANY

A. Litigations against our Company

a) Criminal proceedings:

There are no pending Criminal proceedings instituted against the Company as on date of filing of this Draft
prospectus.

b) Civil proceedings:

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  • Over and above the net trading losses incurred, loss makers expended an additional 28% of net trading losses as transaction costs.
  • Those making net trading profits, incurred between 15% to 50% of such profits as transaction cost.
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