Red Herring Prospectus

Dated: July 15, 2024

100% Book Built Issue
Please read Section 26 and 32 of the Companies Act, 2013

V.L.INFRAPROJECTS LIMITED
Corporate Identity Numbers: U45200GJ2014PLC081602

CORPORATE
REGISTERED OFFICE CONTACT PERSON TELEPHONE AND EMAIL WEBSITE
OFFICE
Office at 716, Shivalik Satyamev, Near Vakil Ms. Anjali Mukeshbhai Samani
Tel No: +91 9998850177
saheb Bridge Bopal, Ahmedabad- 380058, - Company Secretary and www.vlil.in
Email Id: [email protected]
Gujarat, India Compliance Officer
PROMOTERS OF OUR COMPANY: MR. RAJAGOPAL REDDY ANNAM REDDY, MRS. MYDHILI RAJAGOPAL REDDY AND MR. NAGESWARA RAO REPURI

DETAILS OF THE ISSUE

FRESH ISSUE
SIZE OFS SIZE (BY NO. OF SHARES OR BY
TYPE TOTAL ISSUE SIZE ELIGIBILITY
AMOUNT IN ₹)
(IN ₹ LAKHS)
4410000 Equity 4410000 Equity Shares THIS ISSUE IS BEING MADE IN TERMS OF
Fresh Issue Shares aggregating Not Applicable aggregating up to ₹ [●] CHAPTER IX OF THE SEBI (ICDR)
to ₹ [●] Lakhs Lakhs REGULATIONS, 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

This being the first public issue of Equity Shares of our Company, 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 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 89 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 Gujarati 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 Red Herring Prospectus. Specific attention of the investors is invited to
section titled “Risk Factors” appearing on page 25 of this Red Herring Prospectus.

ISSUER’S ABSOLUTE RESPONSIBILITY

Our Company, having made all reasonable inquiries, accepts responsibility for and confirms that this 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 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 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 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: [email protected]
Mr. Nikhil Shah
Tel. No: 079 4918 5784

BEELINE CAPITAL ADVISORS PRIVATE LIMITED

REGISTRAR TO THE ISSUE

NAME AND LOGO CONTACT PERSON EMAIL & TELEPHONE

Mr. Anuj Rana

Email: : [email protected]
Tel. No: +011-40450193-197
SKYLINE FINANCIAL SERVICES PRIVATE LIMITED

BID/ISSUE PERIOD
ANCHOR INVESTOR PORTION ISSUE BID/ISSUE PERIOD*: Monday, July 22, 2024
BID/ISSUE OPENS ON: Tuesday, July 23, 2024
BID/ISSUE CLOSES ON: Thursday, July 25, 2024
*Our Company in consultation with the Book Running Lead Manager may consider participation by Anchor Investors in accordance with the SEBI ICDR Regulations. The Anchor Investor
Bidding Date shall be (1) one Working Day prior to the Bid/ Issue Opening Date.
 Red Herring Prospectus
Dated: July 15, 2024
100% Book Built Issue
Please read Section 26 and 32 of the Companies Act, 2013

V.L.INFRAPROJECTS LIMITED
Corporate Identity Numbers: U45200GJ2014PLC081602
Our Company was originally incorporated as registered in the name of “V.L.Infraprojects Private Limited” as a private limited company under the provisions of the Companies Act, 2013 and received a
certificate of incorporation dated December 19, 2014 from the Registrar of Companies, Gujarat. Later our Company was converted into a Public Limited Company pursuant to special resolution passed
by our shareholders in the resolution passed at Extra-ordinary General Meeting of our Company held on August 22, 2023 and the name of our Company was changed to “V.L.Infraprojects Limited”. A
fresh Certificate of Incorporation consequent upon Conversion from Private Limited Company to Public Limited Company dated September 01, 2023 was issued by the Registrar of Companies,
Ahmedabad. The Corporate Identification Number of our Company is U45200GJ2014PLC081602. For details of change in name and registered office of our Company, please refer to chapter titled
“History and Corporate Matters” beginning on page no. 149 of this Red Herring Prospectus.
Registered Office: 716, Shivalik Satyamev, Near Vakil saheb Bridge Bopal, Ahmedabad- 380058, Gujarat, India
Website: www.vlil.in; E-Mail: [email protected] Telephone No: +91 9998850177
Company Secretary and Compliance Officer: Ms. Anjali Mukeshbhai Samani
PROMOTERS OF OUR COMPANY: MR. RAJAGOPAL REDDY ANNAM REDDY, MRS. MYDHILI RAJAGOPAL REDDY AND MR. NAGESWARA RAO REPURI
THE ISSUE
INITIAL PUBLIC ISSUE OF 4410000EQUITY SHARES OF FACE VALUE OF ₹ 10/- EACH OF V.L.INFRAPROJECTS LIMITED (“VLIL” 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 240000 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 4170000 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 28.07% AND 26.54%, 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 ADVERTISED IN ALL EDITION OF FINANCIAL
EXPRESS (A WIDELY CIRCULATED ENGLISH NATIONAL DAILY NEWSPAPER) AND ALL EDITION OF JANSATTA CIRCULATED HINDI NATIONAL DAILY NEWSPAPER. AND
AHMEDABAD EDITION OF FINANCIAL EXPRESS REGIONAL NEWSPAPER (GUJARATI REGIONAL LANGUAGE OF AHMEDABAD WHERE OUR REGISTERED OFFICE IS LOCATED).
AT LEAST TWO WORKING DAYS PRIOR TO THE ISSUE OPENING DATE AND SHALL BE MADE AVAILABLE 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 224 OF THIS
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”), provided that our Company in consultation with the BRLMs may allocate up to 60.00% of the QIB Portion to Anchor Investors on a discretionary basis (“Anchor Investor
Portion”). One-third of the Anchor Investor Portion shall be reserved for domestic Mutual Funds, subject to valid Bids being received from the domestic Mutual Funds at or above the Anchor Investor Allocation Price
in accordance with the SEBI ICDR Regulations. In the event of under-subscription or non-allocation in the Anchor Investor Portion, the balance Equity Shares shall be added to the QIB Portion (other than the Anchor
Investor Portion) (“Net 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 Potential Bidders, other than Anchor Investors, are required to participate in the Issue by
mandatorily utilising 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. Anchor Investors are not permitted to participate in the Issue
through the ASBA process. For details, please refer to the chapter titled “Issue Procedure” on page 235 of this Red Herring Prospectus.
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 235 of this 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 Red Herring Prospectus. Specific attention of the investors is invited to the section titled “Risk Factors” beginning on page 25 of this Red Herring Prospectus.
COMPANY’S ABSOLUTE RESPONSIBILITY
The Issuer, having made all reasonable inquiries, accepts responsibility for and confirms that this 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 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 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 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 June 12, 2024 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 SKYLINE FINANCIAL SERVICES PRIVATE LIMITED
SEBI Registration Number: INM000012917 D-153A, 1st Floor, Okhla Industrial Area
Address: B 1311-1314, Thirteenth Floor, Shilp Corporate Park, Rajpath Rangoli Road, Thaltej, Phase-I, New Delhi – 110020, India
Ahmedabad- 380054, Gujarat, India. Tel. No.: 011-40450193-197
Telephone Number: 079 4918 5784 Email: [email protected]
Email Id: [email protected] Website: www.skylinerta.com
Investors Grievance Id: [email protected] Investor Grievance Email: [email protected]
Website: www.beelinemb.com Contact Person: Mr. Anuj Rana
Contact Person: Mr. Nikhil Shah SEBI Registration No.: INR000003241
CIN: U67190GJ2020PTC114322
CIN: U74899DL1995PTC071324
BID/ISSUE PERIOD
ANCHOR INVESTOR BIDDING DATE* Monday, July 22, 2024
BID/ISSUE OPENS ON Tuesday, July 23, 2024
BID/ISSUE CLOSES ON Thursday, July 25, 2024
*Our Company in consultation with the Book Running Lead Manager may consider participation by Anchor Investors in accordance with the SEBI ICDR Regulations. The Anchor Investor Bidding Date shall be (1)
one Working Day prior to the Bid/ Issue Opening Date
 TABLE OF CONTENTS

SECTION I – DEFINATIONS AND ABBREVIATIONS .............................................................................................. 1

GENERAL AND COMPANY RELATED TERMS ................................................................................................... 1
ISSUE RELATED TERMS ......................................................................................................................................... 2
TECHNICAL AND INDUSTRY RELATED TERMS ............................................................................................. 10
CONVENTIONAL AND GENERAL TERMS / ABBREVIATIONS ...................................................................... 11
PRESENTATION OF FINANCIAL, INDUSTRY AND MARKET DATA ............................................................ 14
FORWARD – LOOKING STATEMENTS ............................................................................................................... 16
SECTION II - SUMMARY OF RED HERRING PROSPECTUS ............................................................................... 18
SECTION III - RISK FACTOR ...................................................................................................................................... 25
SECTION IV – INTRODUCTION ................................................................................................................................. 48
THE ISSUE ................................................................................................................................................................ 48
SUMMARY OF FINANCIAL INFORMATION ...................................................................................................... 50
SECTION V – GENERAL INFORMATION ................................................................................................................ 51
SECTION VI - CAPITAL STRUCTURE ...................................................................................................................... 61
SECTION VII – PARTICULARS OF THE ISSUE ...................................................................................................... 80
OBJECTS OF THE ISSUE ........................................................................................................................................ 80
BASIS FOR ISSUE PRICE ....................................................................................................................................... 89
STATEMENT OF SPECIAL TAX BENEFITS ........................................................................................................ 99
SECTION VIII – ABOUT THE COMPANY ............................................................................................................... 102
INDUSTRY OVERVIEW ....................................................................................................................................... 102
BUSINESS OVERVIEW ........................................................................................................................................ 115
HISTORY AND CORPORATE STRUCTURE ...................................................................................................... 149
KEY INDUSTRY REGULATIONS ....................................................................................................................... 155
OUR MANAGEMENT ........................................................................................................................................... 162
OUR PROMOTERS AND PROMOTER GROUP.................................................................................................. 177
DIVIDEND POLICY ............................................................................................................................................... 181
SECTION IX – FINANCIAL STATEMENTS ............................................................................................................ 182
RESTATED FINANCIAL INFORMATION .......................................................................................................... 182
OTHER FINANCIAL INFORMATION ................................................................................................................. 183
MANAGEMENT DISCUSSION AND ANALYSIS OF FINANCIAL POSITION AND RESULTS OF
OPERATIONS ......................................................................................................................................................... 184
CAPITALISATION STATEMENT ........................................................................................................................ 198
SECTION X – LEGAL AND OTHER INFORMATION ........................................................................................... 199
OUTSTANDING LITIGATIONS AND MATERIAL DEVELOPMENTS ........................................................... 199
GOVERNMENT APPROVALS ............................................................................................................................. 206
SECTION XI – INFORMATION WITH RESPECT TO GROUP COMPANIES / ENTITIES ............................. 211
SECTION – XII – OTHER REGULATORY AND STATUTORY DISCLOSURES .............................................. 212
SECTION XIII – ISSUE RELATED INFORMATION .............................................................................................. 224
TERMS OF ISSUE .................................................................................................................................................. 224
ISSUE STRUCTURE .............................................................................................................................................. 231
ISSUE PROCEDURE .............................................................................................................................................. 235
RESTRICTION ON FOREIGN OWNERSHIP OF INDIAN SECURITIES .......................................................... 263
DESCRIPTION OF EQUITY SHARES RELATED TERMS OF THE ARTICLES OF ASSOCIATION ............ 265
SECTION XIV – OTHER INFORMATION ............................................................................................................... 299
MATERIAL CONTRACTS AND DOCUMENTS FOR INSPECTION ................................................................ 299
DECLARATIONS ................................................................................................................................................... 301
 SECTION I – DEFINATIONS AND ABBREVIATIONS

This 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 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
“V.L.Infraprojects”, “VLIL” V.L.Infraprojects Limited, a public limited company, registered under the Companies
“our Company”, “we”, “us”, Act, 2013 and having its registered office at 716, Shivalik Satyamev, Near Vakil saheb
“our”, “the Company”, “the Bridge Bopal, Ahmedabad- 380058, Gujarat, India.
Issuer Company” or “the
Issuer”
Our Promoters Mr. Rajagopal Reddy Annam Reddy, Mrs. Mydhili Rajagopal Reddy and Mr.
Nageswara Rao Repuri.
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”.
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 162 of this Red Herring Prospectus.
Bankers to the Company State Bank of India.
Board of Directors / The Board of Directors of V.L.Infraprojects Limited unless otherwise specified.
Board/BOD
Companies Act The Companies Act, 1956 and/or the Companies Act, 2013 as amended from time to
time.
CIN Corporate Identification Number of our Company i.e. U45200GJ2014PLC081602.
Chief Financial Officer (CFO) The Chief Financial officer of our Company, being Mr. Nageswara Rao Repuri.
Chairman, Managing Director The CMD and Chief Executive officer of our Company, being Mr. Rajagopal Reddy
(CMD) and Chief Executive Annam Reddy.
Officer (CEO)
Company Secretary and The Company Secretary and Compliance Officer being Ms. Anjali Mukeshbhai
Compliance Officer (CS) Samani.
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
Promoters and Subsidiary) with which there were related party transactions as
disclosed in the Restated Financial Information as covered under the applicable

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Term Description
accounting standards, and as disclosed in “Information with respect to Group
Companies” on page 211 of this Red Herring Prospectus.
Independent Director A non-executive & Independent Director as per the Companies Act, 2013 and the
SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015
Indian GAAP Generally Accepted Accounting Principles in India
ISIN INE0QXL01015
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 162 of this Red Herring Prospectus.
LLP LLP incorporated under the Limited Liability Partnership Act, 2008.
Materiality Policy The policy on identification of group companies, material creditors and material
litigation, adopted by our Board on February 22, 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 Companies Act, 2013. For details refer section titled “Our
Management” on page 162 of this 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 Review Auditors The Peer Review Auditors of our Company, being M/s. S V J K and Associates
Chartered Accountants, holding a valid peer review certificate, as mentioned in the
section titled “General Information” beginning on page 51 of this Red Herring
Prospectus.
Registered Office 716, Shivalik Satyamev, Near Vakil Saheb Bridge Bopal, Ahmedabad- 380058,
Gujarat, India
Restated Financial Information The Restated Financial Information of our Company, which comprises the Restated
Statement of assets and liabilities, the Restated Statement of profit and loss, the
Restated Statement of cash flows for the financial year ended on March 31, 2024,
2023, 2022, 2021 along with the summary statement of significant accounting policies
read together with the annexures and notes thereto prepared in terms of the
requirements of Section 32 of the Companies Act, the SEBI ICDR Regulations and
the Guidance Note on Reports in Company Prospectuses (Revised 2019) issued by the
ICAI, as amended from time to time.
ROC / Registrar of Companies Registrar of Companies, Ahmedabad.
Statutory Auditor The Statutory Auditor of our company being M/s PARY & Co., Chartered
Accountants holding a valid Peer Review certificate, as mentioned in the section titled
“General Information” beginning on page 51 of this Red Herring Prospectus.
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 162 of this red herring prospectus.
Whole-time director The Whole-time director of our Company, being Mrs. Mydhili Rajagopal Reddy and
Mr. Nageswara Rao Repuri.
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

Page | 2
Terms Description
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
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.
ASBA Bidders Any prospective investor who makes a bid pursuant to the terms of the Red Herring
Prospectus and the Bid cum Application Form including through UPI mode (as
applicable).
ASBA Form A bid cum application form, whether physical or electronic, used by ASBA bidders,
which will be considered as the bid for Allotment in terms of the Red Herring
Prospectus.
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.
Anchor Investor Allocation The price at which Equity Shares will be allocated to the Anchor Investors in terms
Price of the Red Herring Prospectus and the Prospectus, which will be decided by our
Company in consultation with the Book Running Lead Manager during the Anchor
Investor Bid/Issue Period.
Anchor Investor Application The application form used by an Anchor Investor to make a Bid in the Anchor
Form Investor Portion and which will be considered as an application for Allotment in terms
of the Red Herring Prospectus and the Prospectus.
Anchor Investor Bid/Issue The date one Working Day prior to the Bid/Issue Opening Date, on which Bids by
Period or Anchor Investor Anchor Investors shall be submitted, prior to and after which the Book Running Lead
Bidding Date Manager will not accept any Bids from Anchor Investors, and allocation to the
Anchor Investors shall be completed.
Anchor Investor Issue Price The final price at which the Equity Shares will be Allotted to the Anchor Investors in
terms of the Red Herring Prospectus and the Prospectus, which price will be equal to
or higher than the Issue Price but not higher than the Cap Price.

The Anchor Investor Issue Price will be decided by our Company in consultation with
the Book Running Lead Manager
Anchor Investor Pay-in Date With respect to Anchor Investor(s), it shall be the Anchor Investor Bidding Date, and
in the event the Anchor Investor Allocation Price is lower than the Issue Price, not
later than two Working Days after the Bid/ Issue Closing Date
Anchor Investor Portion Up to 60% of the QIB Portion which may be allocated by our Company, in
consultation with the Book Running Lead Manager, to the Anchor Investors on a
discretionary basis in accordance with the SEBI ICDR Regulations.

One-third of the Anchor Investor Portion shall be reserved for domestic Mutual
Funds, subject to valid Bids being received from domestic Mutual Funds at or above
the Anchor Investor Allocation Price, in accordance with the SEBI ICDR Regulations

Page | 3
Terms Description
Bankers to the Issue Banks which are clearing members and registered with SEBI as Bankers to an Issue
and with whom the Public Issue Account will be opened, in this case being Axis Bank
Limited
Banker to the Issue Agreement Agreement dated July 11, 2024 entered into amongst the Company, Book Running
Lead Manager, the Registrar and the Banker of the Issue.
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. 235 of this 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, or during the Anchor Investor Bidding
Date by an Anchor Investor pursuant to submission of the Anchor Investor
Application 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 Except in relation to any Bids received from the Anchor Investors, the date after
which the Designated Intermediaries will not accept any Bids, being Thursday July
25, 2024, which shall be published in all editions of Financial Express (a widely
circulated English national daily newspaper), and all editions of Jansatta (a widely
circulated Hindi national daily newspaper) and Ahmedabad editions of Financial
Express (regional language of Ahmedabad, 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 Except in relation to any Bids received from the Anchor Investors, the date on which
the Designated Intermediaries shall start accepting Bids, being Tuesday July 23, 2024,
which shall be published in all editions of Financial Express (a widely circulated
English national daily newspaper), and all editions of Jansatta (a widely circulated
Hindi national daily newspaper) and Ahmedabad editions of Financial Express
(regional language of Ahmedabad, where our Registered Office is located).
Bid/ Issue Period Except in relation to Anchor Investors, 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, other than Anchor Investors.

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 may,
in consultation with the BRLM, for reasons to be recorded in writing, extend the Bid

Page | 4
Terms Description
/ Issue Period for a minimum of 3 (three) Working Days, subject to the Bid/ Issue
Period not exceeding 10 (Ten) Working Days
Bidder/ Investor Any prospective investor who makes a bid for Equity Shares in terms of 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 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
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 Axis Bank Limited
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 and the Anchor Investor 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 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.

Page | 5
Terms Description
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
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 March 31, 2024 issued in accordance with
Section 26 and 32 of the Companies Act, 2013 and SEBI (ICDR) Regulations.
Engagement Letter The Engagement letter dated May 16, 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 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 to be 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 and the Anchor
Investor 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 4410000 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

Page | 6
Terms Description
Fraudulent Borrower Fraudulent borrower as defined under Regulation 2(1)(lll) of the SEBI ICDR
Regulations
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 80 of this Red Herring
Prospectus
Issue/ Issue Size/ Initial Public The initial public offering of 4410000 Equity Shares for cash at a price of ₹ [●] each,
Issue/ Initial Public Issue/ 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
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 July 11, 2024 between our Company, Book
Running Lead Manager and Market Maker.
Market Maker The Market Maker to the Issue, in this case being Spread X Securities Private Limited.
Market Maker Reservation The reserved portion of 240000 Equity Shares of ₹ 10 each at an Issue price of ₹ [●]
Portion each 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 4170000 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
Net QIB Portion The portion of the QIB Portion less the number of Equity Shares Allocated to the
Anchor Investors.
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.
Pay-in-Period The period commencing on the Bid/Issue Opening date and extended till the closure
of the Anchor Investor Pay-in-Date.
Payment through electronic Payment through NECS, NEFT or Direct Credit, as applicable
transfer of funds

Page | 7
Terms Description
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 of ₹ [●] per Equity Share (Floor Price) and the
maximum price of ₹ [●] per Equity Share (Cap Price) including any revisions thereof.
The Cap Price shall be at least 105% of the Floor Price and shall be less than or equal
to 120% of the Floor Price. The Price Band and the minimum Bid Lot for the Issue
will be decided by our Company, in consultation with the BRLMs, and will be
advertised in all editions of Financial Express (a widely circulated English national
daily newspaper), all editions of Jansatta (a widely circulated Hindi national daily
newspaper) and Ahmedabad edition of Financial Express (a widely circulated
Gujarati daily newspaper, Gujarati being the regional language of Ahmedabad, where
our Registered and Corporate Office is situated) at least two Working Days prior to
the Bid/Issue Opening Date, with the relevant financial ratios calculated at the Floor
Price and at the Cap Price, and shall be made available to the Stock Exchanges
for the purpose of uploading on their respective website.
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 Axis Bank Limited.
Registrar / Registrar to the Registrar to the Issue being Skyline Financial Services 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 Stockbrokers registered under the Securities and Exchange Board of India (Stock
Brokers) Regulations, 1992, with the Stock Exchanges having nationwide terminals,
other than the BRLMs and the Syndicate Members and eligible to procure Bids in
terms of Circular No. CIR/ CFD/ 14/ 2012 dated October 4, 2012 issued by SEBI
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

Page | 8
Terms Description
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=34 &
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.
Underwriting Agreement The Agreement entered into between the Underwriter and our Company dated July
11, 2024
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, SEBI circular number SEBI/HO/CFD/DIL2/P/CIR/2022/75 dated May
30, 2022, along with the circular issued by the National Stock Exchange of
India Limited having reference no. 25/2022 dated August 3, 2022 and the
circular issued by BSE Limited having reference no. 20220803-40 dated August
3, 2022 and any subsequent circulars or notifications issued by SEBI and Stock
Exchanges 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.
Wilful Defaulter Wilful 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 Red Herring
Prospectus are open for business:-
1. However, in respect of announcement of price band and Issue Period, working
day shall mean all days, excluding Saturday, Sundays and Public holidays, on

Page | 9
Terms Description
which commercial banks in the city as notified in this Red Herring Prospectus
are open for business.
2. 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
AMRUT Atal Mission for Rejuvenation and Urban Transformation
BHEL Bharat Heavy Electricals Limited
CAD Current Account Deficit
CAGR Compounded Annual Growth Rate
CLSS Credit Linked Subsidy Scheme
CWBP City Water Balance Plan
Capex Capital Expenditure
ECLGS Emergency Credit Linked Guarantee Scheme
EMDEs Emerging market and developing economy
EPC Engineering, Procurement, and Construction
EPCG Export Promotion Capital Goods
FOB Free On Board
FSSM Faecal Sludge and Septage Management
FDI Foreign Direct Investment
GOI Government of India
HAM Hybrid Annuity Model
IEC Information, Education and Communication
ITT invitations to tender
IWTs Inland Waterway Terminals
IWTs Inland Waterway Terminals
JV Joint Venture
LICs Low-income countries
MoPSW Ministry of Ports, Shipping, and Waterways
MoSPI Ministry of Statistics and Programme Implementation (India)
MPC Monetary Policy Committee
MDB Multilateral development banks
MGNREGS Mahatma Gandhi National Rural Employment Guarantee Scheme
MITRA Mega Investment Textiles Parks
MSME Micro, Small, and Medium Enterprises
NFHS National Family Health Survey
NHA National Highways Authority
NHAI National Highway Authority of India
NIIF National Investment and Infrastructure Fund
NIP National Infrastructure Pipeline
PLI Production-linked incentives
PWD Public Works Department
PMAY-Urban Pradhan Mantri Awas Yojna scheme

Page | 10
Term Description
R&D Research and Development
RBI Reserve Bank of India
RTS Rooftop solar
RCC road Reinforced Cement Concrete road
RFPs request for proposals
RWSS projects Rural Water Supply and Sanitation projects
O&M operation and maintenance services
SAAPs State Annual Action Plans
SEZ Special Economic Zone
UIDF Urban Infrastructure Development Fund
UNDP United Nations Development Programme
WSPs Water Supply Projects
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
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

Page | 11
Term Description
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
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
NSE National Stock Exchanges of India Limited
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

Page | 12
Term Description
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
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.

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 PRESENTATION OF FINANCIAL, INDUSTRY AND MARKET DATA
Certain Conventions
All references in the Red Herring Prospectus to “India” are to the Republic of India and its territories and possession and
all references herein to the “Government”, “Indian Government”, “GoI”, “Central Government” or the “State Government”
are to the Government of India, central or state, as applicable.
All references in the Red Herring Prospectus to the “U.S.”, “USA” or “United States” are to the United States of America.
In this Red Herring Prospectus, the terms “we”, “us”, “our”, the “Company”, “our Company”, “V.L.Infraprojects Limited”,
“VLIL”, and, unless the context otherwise indicates or implies, refers to V.L.Infraprojects Limited. In this 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 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 Red Herring Prospectus, all figures have been expressed in Rupees and in Lakh.
Unless stated otherwise, the financial data in the Red Herring Prospectus is derived from our financial statements prepared
and restated for the year ended on March 31, 2024, 2023, 2022 and 2021 in accordance with Indian GAAP, the Companies
Act and SEBI (ICDR) Regulations, 2018 included under Section titled “Restated Financial Information of our Company”
beginning on page 182 of this 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 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 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 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 Ind AS 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 182 of this Red Herring Prospectus.
For additional definitions used in this Red Herring Prospectus, see the section “Definitions and Abbreviations” on page 1
of this Red Herring Prospectus. In the section titled “Description of Equity Shares and Terms of the Articles of
Association”, on page 263 of the 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 Red Herring Prospectus in “Lakhs” units. One Lakh
represents 1,00,000. In this 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 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.

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Although, we believe industry and market data used in the 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 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 Issue Price” on page 89 of the 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 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 Red Herring Prospectus
regarding matters that are not historical facts. We have included statements in the 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;

Page | 16
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 Condition and Results of Operations”
beginning on page 25, 115 and 184 respectively of the 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, Book Running 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 Book Running 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 RED HERRING PROSPECTUS

This section is a general summary of the terms of the Issue, certain disclosures included in this Red Herring Prospectus
and is not exhaustive, nor does it purport to contain a summary of all the disclosures in this Red Herring Prospectus or all
details relevant to prospective investors. This summary should be read in conjunction with, and is qualified in its entirety
by, the more detailed information appearing elsewhere in this Red Herring Prospectus, including the sections titled “Risk
Factors”, “Industry Overview”, “Business Overview”, “Capital Structure”, “The Issue”, “Restated Financial Information”,
“Objects of the Issue” “Our Promoters and Promoter Group”, “Management’s Discussions and Analysis of Financial
Position and Results of Operations”, “Outstanding Litigation and Material Developments” and “Issue Procedure” on pages
25, 102, 115, 61, 48, 182, 80, 177, 184, 199 and 235, respectively.
PRIMARY BUSINESS OF THE COMPANY
Our Company was originally incorporated as “V.L.Infraprojects Private Limited” as a private limited company under the
provisions of the Companies Act, 2013 and received a certificate of incorporation dated December 19, 2014 from the
Registrar of Companies, Gujarat. Later our Company was converted into a Public Limited Company pursuant to special
resolution passed by our shareholders in the Extra-ordinary General Meeting of our Company held on August 22, 2023 and
the name of our Company was changed to “V.L.Infraprojects Limited”. A fresh Certificate of Incorporation consequent
upon Conversion from Private Limited Company to Public Limited Company dated September 01, 2023 was issued by the
Registrar of Companies, Ahmedabad. The Corporate Identification Number of our Company is
U45200GJ2014PLC081602.
Located at Ahmedabad, Gujarat, our company was founded by our visionary Promoter Cum Chairman and Managing
Director & CEO, Mr. Rajagopal Reddy Annam Reddy. Our company is benefited from the extensive experience of our
Promoters, Mr. Rajagopal Reddy Annam Reddy, Mrs. Mydhili Rajagopal Reddy and Mr. Nageswara Rao Repuri, having
experience of more than 45 (Forty-Five) years. Our Board of Directors, Key Managerial Personnel and Senior Management
Personnel has also provided significant contribution in the growth of our company.
The company is a Government Approved Contractor in “AA” Class with the Government of Gujarat, Civil/Electrical
Contractor License from Karnataka State Public Works department, Special class registration in Government of Telangana
and contractor registration in Government of Madhya Pradesh. The company provides designing, construction, and
commissioning of various types of government projects especially in water infrastructure and irrigation segment.
The Company is engaged in executing water supply and sewerage infrastructure projects mainly involving the procurement
of pipes and their laying, joining, and commissioning with backward integration including all allied civil engineering works
like construction of civil work, pumping stations and installation of electro-mechanical equipment’s (pumping machinery)
for distribution of water supply from the river to household. We also provide operations & maintenance services for water
distribution pipelines.
Our company began its operations focusing on water pipeline projects in Gujarat. We have since expanded our services to
encompass all aspects of road construction, irrigation, water infrastructure, and environmental projects. We have locational
presence in the state of Madhya Pradesh, Telangana, Maharashtra, and Gujarat. We are committed to maintaining the
highest standards, the same is evident by the ISO 9001:2015 certification for quality management, ISO 14001:2015
certification for environmental management, and ISO 45001:2018 certification for occupational health and safety
management systems.
For further details kindly refer to chapter titled “Business Overview” beginning on page 115 of this Red Herring
Prospectus.
SUMMARY OF INDUSTRY IN WHICH THE COMPANY IS OPERATING
GLOBAL OUTLOOK
Global economic activity continues to soften, amid the effects of tight monetary policies, restrictive financial conditions,
and weak global trade growth. After a sharp slowdown in 2022 and another decline last year, global output growth is set
to edge down in 2024, marking the third consecutive year of deceleration. The recent conflict in the Middle East has
heightened geopolitical risks and raised uncertainty in commodity markets, with potential adverse implications for global
growth. This comes while the world economy is continuing to cope with the lingering effects of the overlapping shocks of
the past four years—the COVID-19 pandemic, the Russian Federation’s invasion of Ukraine, and the rise in inflation and
subsequent sharp tightening of global monetary conditions.
Growth in advanced economies as a whole and in China is projected to slow in 2024 to well below its 2010-19 average
pace. Meanwhile, aggregate growth is set to improve in EMDEs with strong credit ratings, remaining close to pre-pandemic
average rates. Although overall growth is also expected to firm somewhat from its 2023 low in EMDEs with weak credit

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ratings, the outlook for many such countries remains precarious, given elevated debt and financing costs, and idiosyncratic
headwinds such as conflict.
Long-term yields on advanced-economy government bonds were volatile in 2023, reflecting shifting expectations about
the path of future interest rates and sizable movements in term premia. Although yields have retreated from their late-
October peaks, they still imply increased fiscal vulnerabilities, given that median global government debt has risen by 20
percentage points of GDP since 2007, when U.S. yields were last at their current levels. The drag on growth from monetary
tightening is expected to peak in 2024 in most major economies, assuming an orderly evolution of broader financial
conditions. Thus far, headwinds to growth from elevated interest rates have been offset, to some degree, by households and
firms spending out of savings buffers, resilient risk appetite, and extended maturities on stocks of low-cost debt, as well as
by expansionary fiscal policy in some cases, most notably the United States.
Global trade growth in 2023 was the slowest outside global recessions in the past 50 years, with goods trade contracting
amid pandemic global industrial production. Services trade has continued to recover from the effects of the pandemic, but
at a slower pace than previously expected. Global trade growth is projected to pick up to 2.3 percent in 2024, partly
reflecting a recovery of demand for goods and, more broadly, in advanced-economy trade.
(Source: Global Economic Prospects, January 2024)
INDIAN ECONOMY
The Indian economy, however, appears to have moved on after its encounter with the pandemic, staging a full recovery in
FY22 ahead of many nations and positioning itself to ascend to the pre-pandemic growth path in FY23. Yet in the current
year, India has also faced the challenge of reining in inflation that the European strife accentuated. Measures taken by the
government and RBI, along with the easing of global commodity prices, have finally managed to bring retail inflation
below the RBI upper tolerance target in November 2022. However, the challenge of the depreciating rupee, although better
performing than most other currencies, persists with the likelihood of further increases in policy rates by the US Fed. The
widening of the CAD may also continue as global commodity prices remain elevated and the growth momentum of the
Indian economy remains strong. The loss of export stimulus is further possible as the slowing world growth and trade
shrinks the global market size in the second half of the current year.
Despite these, agencies worldwide continue to project India as the fastest-growing major economy at 6.5-7.0 per cent in
FY23. These optimistic growth forecasts stem in part from the resilience of the Indian economy seen in the rebound of
private consumption seamlessly replacing the export stimuli as the leading driver of growth. The uptick in private
consumption has also given a boost to production activity resulting in an increase in capacity utilisation across sectors. The
rebound in consumption was engineered by the near-universal vaccination coverage overseen by the government that
brought people back to the streets to spend on contact-based services, such as restaurants, hotels, shopping malls, and
cinemas, among others. The world’s second-largest vaccination drive involving more than 2 billion doses also served to
lift consumer sentiments that may prolong the rebound in consumption. Vaccinations have facilitated the return of migrant
workers to cities to work in construction sites as the rebound in consumption spilled over into the housing market. This is
evident in the housing market witnessing a significant decline in inventory overhang to 33 months in Q3 of FY23 from 42
months last year.
(Source: Economic Survey 2022-23, DEA)
INFRASTRUCTURE SECTOR IN INDIA
India’s high growth imperative in 2023 and beyond will significantly be driven by major strides in key sectors with
infrastructure development being a critical force aiding the progress.
Infrastructure is a key enabler in helping India become a US $26 trillion economy. Investments in building and upgrading
physical infrastructure, especially in synergy with the ease of doing business initiatives, remain pivotal to increase
efficiency and costs. Prime Minister Mr. Narendra Modi also recently reiterated that infrastructure is a crucial pillar to
ensure good governance across sectors.
The government’s focus on building infrastructure of the future has been evident given the slew of initiatives launched
recently. The US$ 1.3 trillion national master plan for infrastructure, Gati Shakti, has been a forerunner to bring about
systemic and effective reforms in the sector, and has already shown a significant headway.
Infrastructure support to nation’s manufacturers also remains one of the top agendas as it will significantly transform goods
and exports movement making freight delivery effective and economical.
Infrastructure sector is a key driver for the Indian economy. The sector is highly responsible for propelling India’s overall
development and enjoys intense focus from Government for initiating policies that would ensure time-bound creation of
world class infrastructure in the country. Infrastructure sector includes power, bridges, dams, roads, and urban

Page | 19
infrastructure development. In other words, the infrastructure sector acts as a catalyst for India’s economic growth as it
drives the growth of the allied sectors like townships, housing, built-up infrastructure, and construction development
projects.
To meet India’s aim of reaching a US$ 5 trillion economy by 2025, infrastructure development is the need of the hour. The
government has launched the National Infrastructure Pipeline (NIP) combined with other initiatives such as ‘Make in India’
and the production-linked incentives (PLI) scheme to augment the growth of infrastructure sector. Historically, more than
80% of the country's infrastructure spending has gone toward funding for transportation, electricity, and water& irrigation.
While these sectors still remain the key focus, the government has also started to focus on other sectors as India's
environment and demographics are evolving. There is a compelling need for enhanced and improved delivery across the
whole infrastructure spectrum, from housing provision to water and sanitation services to digital and transportation
demands, which will assure economic growth, increase quality of life, and boost sectoral competitiveness.
(Source: https://www.ibef.org)
NAME OF PROMOTERS
Promoters of Our Company is Mr. Rajagopal Reddy Annam Reddy, Mrs. Mydhili Rajagopal Reddy and Mr. Nageswara
Rao Repuri. For detailed information on our Promoter and Promoter’s Group, please refer to Chapter titled “Our Promoters
and Promoter’s Group” on page no. 177 of this Red Herring Prospectus.
SIZE OF THE ISSUE
Our Company is proposing the public issue of 4410000 equity shares of face value of ₹ 10/- each of V.L.Infraprojects
Limited (“VLIL” 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 240000 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 4170000 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 28.07 % and 26.54 %,
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 224 of
this Red Herring Prospectus.
OBJECT OF THE ISSUE
Amount
Particulars
(₹ in) Lakhs
Gross Issue Proceeds* [●]
Less: Public Issue Related Expenses [●]
Net Issue Proceeds [●]
*To be finalized upon determination of the Issue Price and updated in the Prospectus prior to filing with the RoC.
UTILIZATION OF NET ISSUE PROCEEDS
The Net Issue Proceeds will be utilized for following purpose:
Sr. Amount % of Gross Issue
Particulars
No. (₹ in) Lakhs Proceeds
1. To Meet Working Capital Requirements 1,480.00 [●]
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

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We intend to finance our Objects of the Issue through Net Issue Proceeds which are as follows:
(₹ in Lakhs)

Sr From IPO Internal Accruals/ Equity/

Particulars Amount Required
No. Proceeds Reserves/ Borrowings
To Meet Working Capital
1. 6,480.88 1,480.00 5,000.88
Requirements
2. General Corporate Purposes [●] [●] 0.00
3. Public Issue Expenses [●] [●] 0.00
Total [●] [●] 5,000.88

SHAREHOLDING
The shareholding pattern of our Promoters and Promoter’s Group before the Issue is as under:
Pre-issue Post-issue
As a %
Sr. As a %
No. of No. of of
Name of shareholders of Pre-
No. equity equity Post
Issued
shares shares Issued
Capital*
Capital
Promoters
1. Mr. Rajagopal Reddy Annam Reddy 4880625 43.18 4880625 31.06
2. Mrs. Mydhili Rajagopal Reddy 3750375 33.18 3750375 23.87
3. Mr. Nageswara Rao Repuri 1130250 10.00 1130250 7.19
Total - A 9761250 86.36 9761250 62.12
Promoter’s Group
1. Mr. Radha Krishna Reddy Annam Reddy 513750 4.55 513750 3.27
Total - B 513750 4.55 513750 3.27
Total Promoters & Promoter Group Shareholding 10275000 90.91 10275000 65.39
*Rounded off
FINANCIAL DETAILS
Based on Restated Financial Statements
(₹ in Lakhs)
Sr. For the year ended on
No Particulars March 31, March 31, March 31, March 31,
. 2024 2023 2022 2021
1. Share Capital 1,130.25 753.50 274.00 274.00
2. Net worth 1,636.01 1,022.00 730.84 620.26
3. Total Income* 11,400.05 4,565.14 3,560.70 3,077.57
4. Profit After Tax 614.01 222.66 110.58 83.37
Earnings Per Share – Basic &
5. 5.43 2.10 1.04 0.79
Diluted (Post Bonus)
6. NAV per Equity Shares (Post Bonus) 14.47 9.04 6.88 5.84
Total Borrowings (As per Balance
7. Sheet) (Including Current Maturity of 1,654.81 999.02 1,003.52 659.41
Long-Term Debt)
*Total Income includes Revenue from Operations and Other Income.

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For further details, see “Summary of Financial Information”, “Other Financial Information” and “Basis for the Issue
Price” on pages 50, 183 and 89.
AUDITORS’ QUALIFICATIONS
There is no Auditor qualification which have not been given effect to in the Restated Financial Statements.
OUTSTANDING LITIGATIONS
There are no pending Litigation against our Company nor against our Promoter or Directors of the company except
mentioned below:
Cases against our Company:
Nature of Cases No of Outstanding Cases Amount involved (₹ In Lakhs)
Criminal Complaints -- --
Statutory/ Regulatory Authorities 1 Unascertained
Taxation Matters 13 155.70
Other Litigation -- --
Cases against our Directors and/or Promoters:
Nature of Cases No of Outstanding Cases Amount involved (₹ In Lakhs)
Criminal Complaints -- --
Statutory/ Regulatory Authorities -- --
Other Litigation – Taxation -- --
Other Litigation -- --
Cases against our Group Companies and / or Subsidiaries:
Nature of Cases No of Outstanding Cases Amount involved (₹ In Lakhs)
Criminal Complaints -- --
Statutory/ Regulatory Authorities -- --
Other Litigation – Taxation -- --
Other Litigation -- --

RISK FACTORS
An investment in equity involves a high degree of risk. Investors should carefully consider all the information in this Offer
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 Offer 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 Offer
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 Red Herring Prospectus.
CONTINGENT LIABILITIES
Based on Restated Financial Statements
(₹ in Lakhs)
For the year ended
Particulars March 31, March 31, March 31, March 31,
2024 2023 2022 2021
Claims against the Company (including unasserted claims) not acknowledged as debt:
Guarantees issued by Bank on behalf of the company 714.16 418.79 120.63 146.13
Taxation Litigation against the company 155.70 104.71 65.15 65.15
Total 869.86 523.50 185.78 211.28
Capital Commitment

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 For the year ended
Particulars March 31, March 31, March 31, March 31,
2024 2023 2022 2021
NIL NIL NIL NIL NIL
FINANCING ARRANGEMENTS
There have been no financing arrangements whereby our Promoters, 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 Red Herring Prospectus.
COST OF ACQUISITION & WEIGHTED AVERAGE COST
Weighted average price at which the Equity Shares were acquired by our Promoters in Last One Year:

Weighted Average Cost of

No. of Equity
Sr. No. Name of Promoters Acquisition per equity share (in ₹)
Shares acquired
*#
1. Mr. Rajagopal Reddy Annam Reddy 1626875 Nil
2. Mrs. Mydhili Rajagopal Reddy 1250125 Nil
3. Mr. Nageswara Rao Repuri 376750 Nil

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. Mr. Rajagopal Reddy Annam Reddy 4880625 2.10
2. Mrs. Mydhili Rajagopal Reddy 3750375 0.72
3. Mr. Nageswara Rao Repuri 1130250 1.49

*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 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.
#Based on Certificate dated July 13, 2024 from peer reviewed Auditors of the company M/s. SVJK and Associates vide
UDIN: 24151324BKESIG1034.
PRE-IPO PLACEMENT
Our Company does not contemplate any fresh issuance of Equity Shares as a pre-IPO placement, from the date of this Red
Herring Prospectus till the listing of the Equity Shares.
ISSUE OF SHARES FOR CONSIDERATION OTHER THAN CASH
Except as disclosed below, our Company has not issued any Equity Shares for consideration other than cash:
i. The details of allotment of 3767500 Bonus Equity Shares made on October 30, 2023 in ratio of 2:1 i.e., 2 (Two) fully
paid-up Equity Shares for every 1 (One), out of free reserves, are as follows:
No. of Equity Shares
Sr. No. Name of Allottee
Allotted
1. Mr. Rajagopal Reddy Annam Reddy 1626875
2. Mrs. Mydhili Rajagopal Reddy 1250125
3. Mr. Radha Krishna Reddy Annam Reddy 171250
4. Mr. Nageswara Rao Repuri 376750
5. Ms. Dhartiben Trivedi 113059
6. Mr. Anil Natvarlala Trivedi 113025

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 No. of Equity Shares
Sr. No. Name of Allottee
Allotted
7. Mr. Mukesh Dhanjibhai Patel 116416
Total 3767500
For further information, please refer to Chapter titled “Capital Structure” on page no. 61 of this Red Herring Prospectus.
SPLIT / CONSOLIDATION
Our Company has not undertaken a split or consolidation of Equity Shares in the one year preceding the date of this Red
Herring Prospectus.
EXEMPTION FROM COMPLYING WITH ANY PROVISIONS OF SECURITIES LAWS
Our Company has not applied for an exemption from complying with any provisions of securities laws by SEBI, as on the
date of this Red Herring Prospectus.
RELATED PARTY TRANSACTIONS
Related Parties
Related Parties Nature of Relationship
Mr. Rajagopal Reddy Annam Reddy
Mrs. Mydhili Rajagopal Reddy
Key Managerial Personnel
Mr. Nageswara Rao Repuri (w.e.f. September 13, 2023)
Anjali Mukesh Samani
Related Party Transaction during the year:
(₹ in Lakhs)
For the year ended on
Particulars March 31, March 31, March 31, March 31,
2024 2023 2022 2021
Reimbursement of expenses
Mrs. Mydhili Rajagopal Reddy - - 11.27 0.33
Mr. Rajagopal Reddy Annam Reddy 8.62 9.56 19.69 19.65
Mr. Nageswara Rao Repuri 7.91 21.13 1.94 0.76
Vehicle hire charges
Mrs. Mydhili Rajagopal Reddy 4.31 13.20 - -
Perquisites
Mrs. Mydhili Rajagopal Reddy 1.43 - - -
Mr. Rajagopal Reddy Annam Reddy 5.59 - - -
Mr. Nageswara Rao Repuri 2.14 - - -
Remuneration paid
Mrs. Mydhili Rajagopal Reddy 9.84 9.84 9.84 15.18
Mr. Rajagopal Reddy Annam Reddy 36.00 36.00 36.00 28.75
Mr. Nageswara Rao Repuri 11.25 - - -
Anjali Mukesh Samani 1.99 - - -

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 SECTION III - RISK FACTOR
Any investment in equity securities involves a high degree of risk. Investor should carefully consider all the information in
this 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. 115, 48 ,102,182, 199 and 184 respectively, as well as the other financial and statistical
information contained in this Red Herring Prospectus.
Any of the following risks, as well as the other risks and uncertainties discussed in this 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 and Red Herring Prospects.
This 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 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 Gujarat. 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 89.74 % of our revenue from State of Gujarat for the financial year ended March 31, 2024. 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.
Revenue from projects undertaken in the state of Gujarat for the past four financial years is mentioned in the table
below:
(₹ in lakhs, unless stated otherwise)
Particulars For the Financial Year ended
March 31, 2024 March 31, 2023 March 31, 2022 March 31, 2021
Total Revenue from 11,393.16 4,555.70 3,555.34 3,072.08
operations
Revenue from 10,223.99 3,884.00 566.33 496.86
projects in Gujarat
% of Total Revenue 89.74 85.26 15.93 16.17
The concentration of our business in Gujarat subjects us to various risks, including but not limited to:
➢ Regional slowdown in construction activities in the state;
➢ vulnerability to change of policies, laws and regulations or the political and economic environment of Gujarat;

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 ➢ constraint on our ability to diversify across states; and
➢ 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.
While we strive to geographically diversify our project portfolio and reduce our concentration risk, we cannot assure
you that developments in Rajasthan will not impact our business. If we are unable to mitigate the concentration risk,
we may not be able to develop our business effectively and our business, financial condition and results of operation
could be adversely affected.
2. Significant portion of our revenues is concentrated from a limited number of clients. The loss of any of our
significant clients may have an adverse effect on our business, financial condition, results of operations, and
prospect.
For the financial years ended March 31, 2024, March 31, 2023, March 31, 2022 and March 31, 2021, our revenue from
top five (5) and top ten (10) clients are as follows:
(₹ in Lakhs)
Particular For the Financial Year ended
s March 31, 2024 March 31, 2023 March 31, 2022 March 31, 2021
Revenue % Revenue % Revenue % Revenue %
Revenue
from Top 5 9,171.46 80.50 4,354.98 95.59 3,269.93 91.97 2,668.34 86.86
Clients
Revenue
from Top 10,877.88 95.48 4,552.30 99.93 3,555.34 100.00 3,089.18 100.56*
10 Clients
*The Percentage of revenue from top 10 customers exceeds 100% during the FY 2020-21 was due to reversal of
unbilled revenue arose during the year due to discontinuation of a project and accounted under the head Revenue
from Operations. The restated Profit & Loss account as well as Audited Profit & Loss Account for FY 2020-21 shows
revenue from operation by adjusting that reversal from sales of service.
For further details, please see “Our Business – Order Book” on Page 115.
Significant revenue from a limited number of clients increases the potential volatility of our results and exposure to
individual contract risks. We may be required to accept onerous contractual terms in our contracts for projects awarded
to us by such clients. While, our Company has not experienced such instances in the past, in the event our Company
is unable to comply with its obligations in any contract with such top five (5) and top ten (10) clients, it would result
in a substantial reduction in the number of contracts awarded by such client in future resulting in an impact on the
overall business and revenue generated by the Company from such client. Further, such concentration of our business
on selected projects or clients may have an adverse effect on our results of operations.
We cannot assure you that we can maintain the same levels of business from our top clients. Furthermore, events such
as adverse market conditions, any restructuring or changes in the regulatory regime, could adversely affect our clients
and consequently impact our business.
Our experience in the infrastructure sector and ability to offer timely and efficient completion of work as per the agreed
terms has enabled us to maintain our continued eligibility and become pre-qualified for bidding in contracts offered
by our clients. However, in the event we are unable to complete our projects within the time period prescribed under
our contracts or within extended period of contract, or the quality of our work deteriorates, then our relationship with
our clients may get severed and we may not get further orders from our current clients which could adversely affect
our business.
3. Our business is working capital intensive involving relatively long implementation periods. We require substantial
financing for our business operations. Our indebtedness and the conditions and restrictions imposed on by our
financing arrangements could adversely affect our ability to conduct our business.
Typically, projects in the infrastructure sector which we undertake are working capital intensive in nature and involve
long implementation periods. This requires us to obtain financing through various means. As on March 31, 2024, our
total short-term borrowings stood at ₹ 1,441.93 Lakhs. We may incur additional indebtedness in the future. Additional
debt financing could increase our interest costs and require us to comply with additional restrictive covenants in our
financing agreements. Additional equity financing could dilute our earnings per Equity Share and your interest in the
Company, and could adversely impact our Equity Share price.

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 Furthermore, the objects of the Issue include funding working capital requirements of our Company, which is based
on management estimates and certain assumptions. For more information in relation to such management estimates
and assumptions, please see “Objects of the Issue” on page 80. Our working capital requirements may be affected due
to factors beyond our control including force majeure conditions, delay or default of payment by our clients, non-
availability of funding from banks or financial institutions. Accordingly, such working capital requirements may not
be indicative of the actual requirements of our Company in the future and investors are advised to not place undue
reliance on such estimates of future working capital requirements.
4. Our failure to perform in accordance with the standards prescribed in work order of our client could result in loss
of business or compensation payment.
We received work orders with deadlines from our clients. Majority of these work orders may require us to comply
with the code of conduct and rules and regulations prescribed by our clients, which may increase our compliance costs.
We may be unable to effectively address service constraints or accurately predict service requirements, as a result of
which our clients may experience service shortfalls. Further any disruptions to our businesses as a result of actions
outside of our control, could significantly impact the continued performance of our obligations to meet the quality or
performance standards set out in our client contracts which may in-turn harm and cause clients to terminate their
contracts with us, impair our ability to obtain renewal of our contracts from existing clients and impair our ability to
grow our client base, any of which could affect our business, financial condition and results of operations. In the event
that we are unable to meet the prescribed obligations, we may also be required to pay compensation to our clients on
the terms set out in our contracts. In certain instances, we may also be required to bear consequential liability. Certain
work order may also require us to provide indemnities to our clients with respect of any negligent act or omission by
or misconduct of our employees. In the event there is an in increase in claims against us for which we are not insured,
our business, financial condition and results of operations may be affected.
5. 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 proceedings, tax proceedings, statutory and
regulatory actions and other material pending litigation involving us, Directors, Promoters and Group Company, as at
the date of this Red Herring Prospectus.
Cases against our Company:
Nature of Cases No of Outstanding Cases Amount involved (₹ In Lakhs)
Criminal Complaints -- --
Statutory/ Regulatory Authorities 1 Unascertained
Taxation Matters 13 155.70
Other Litigation -- --
Cases against our Directors and/or Promoters:
Nature of Cases No of Outstanding Cases Amount involved (₹ In Lakhs)
Criminal Complaints -- --
Statutory/ Regulatory Authorities -- --
Other Litigation – Taxation -- --
Other Litigation -- --
Cases against our Group Companies and / or Subsidiaries:
Nature of Cases No of Outstanding Cases Amount involved (₹ In Lakhs)
Criminal Complaints -- --
Statutory/ Regulatory Authorities -- --
Other Litigation – Taxation -- --
Other Litigation -- --
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

Page | 27
 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.
For further details of certain material legal proceedings involving our Company, our Promoter, our directors, see
“Outstanding Litigations and Material Developments” beginning on page 199 of this Red Herring Prospectus.
6. Our positioning in terms of size/operation in the state of Gujarat may not be maintained.
We are one of the significant players in the state of Gujarat in water supply projects. The construction industry in
Gujarat is characterized by intense competition and a dynamic market environment. We operate in a sector with
numerous players, including established largescale construction firms and also small local contractors. Our positioning
in the state of Gujarat may get downgraded in terms of its size/operations due to entry of national/global players in the
industry or by faster growth of our competition in comparison to our Company.
While we strive to geographically diversify our project portfolio and reduce our dependency on certain state, we cannot
assure you that adverse developments associated with the region will not affect our business.
7. Our Restated Financial Statements are reviewed and Signed by the Peer Review Auditors who is not Statutory
Auditors of our Company as required under the provisions of ICDR.
Although, our statutory auditor, M/s PARY & Co., Chartered Accountants, is holding valid peer review certificate,
issued by the Peer Review Board of the Institute of Chartered Accountants of India, as on the date of this Red Herring
Prospectus, our Restated Financial Statements are reviewed and signed by M/s. SVJK and Associates, Chartered
Accountants, the Peer Review Auditors who is not the Statutory Auditor of the company.
8. Projects undertaken through a joint venture may be delayed on account of the performance of the joint venture
partner or, in some cases, significant losses from the joint venture may have an adverse effect on our business,
results of operations and financial condition.
While we execute most of the projects ourselves, we also form project-specific joint ventures and consortiums with
other entities in the infrastructure and construction business. For instance, when a project stipulates certain specific
eligibility requirements such as type of experience and expertise, we bid for such projects through joint venture entities
formed for being eligible to bid for such specific projects. In such cases, the completion of the contract also depends
on the performance of our joint venture partner(s).
If the joint venture partner fails to perform its obligations as per the requirements of the contract, it could result in
breach of the terms of the contract awarded to the joint venture and we may be required to pay penalties and/or
liquidated damages, or the client may invoke our performance guarantees. Further, given that the liability of joint
venture partners is joint and several, in the event our joint venture partner fails to perform its obligations, we would be
liable for completion of the entire project awarded to such joint ventures. Failure to effectively protect ourselves against
risks for any of these reasons could expose us to costs and potentially lead to material losses, which could adversely
affect our business, results of operations and financial condition.
The inability of a joint venture partner to continue with a project under any unforeseeable circumstance, may lead to
an additional responsibility on us for completion of the project and correspondingly greater share of the financial risk
of the project. Any disputes that may arise between us and our joint venture partners may cause delays in completion
or the suspension of the project.
9. There is no assurance of customer continuity in our business and we are required to submit bids for each project
on a competitive basis.
The growth of our business depends on our ability to obtain projects including by way of being awarded tenders
pursuant to competitive bidding process. The construction industry in India is highly competitive. While selecting
contractors for a project, clients generally award the tender to contractors that prequalify based on several criteria
including project execution experience, technical strength, performance capabilities, financial soundness, quality
standards, etc. Besides, the bid price also forms a key factor for selection. The bidding process is necessarily followed
for award of contracts by our clients even though we may have been selected and successfully executed earlier projects
for the same clients.
The government-conducted tender processes may also be subject to change in qualification criteria. If we are not able
to outgrow the eligibility standards compared to that of our competitors, we may not be successful in bidding for
various projects, thereby attracting disqualification and making us ineligible for submitting such proposals. Further,

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 even if we meet the pre-qualification criteria, there is no assurance that we will be able to quote most competitive /
lowest proposal amongst all applicants for obtaining the contracts.
These factors may limit us in getting contracts and may result in affecting our business, prospects, financial condition
and results of operation.
10. Bidding for a tender involves various management activities such as detailed project study and cost estimations.
Inability to accurately estimate the cost may lead to a reduction in the expected rate of return and profitability
estimates.
For every project, a notice for invitation of tender is issued by the relevant government or statutory body which requests
interested participants to offer their bids. Prior to making a bid for a particular project and participating in a tender, we
undertake various activities such as management discussions, project feasibility study, site study, cost estimations,
materials and equipment suppliers, required for calculation of the estimated cost of the project. Moreover, other
ancillary expenses such as market escalation, supervisory, design, contingency expenses and profitability margins,
depending from project to project, is also considered for determining the final bid amount.
Accordingly, all of the bid amounts are based on estimates of the project cost, the fluctuation of which, either
marginally or substantially, may impact our margins adversely. Further, we may incorrectly or inadequately estimate
the project cost leading to lower bid amount affecting our profitability, in case the project is awarded to us. Excess
estimation of costs may lead to higher bid amount by us owing to which, we may not be awarded a contract which
may substantially impact our results of operations and financials. Although we strive to achieve success for every bid
we make, there is no guarantee that we would be successful in winning all the projects that we bid for.
Further, as most of the projects involve long implementation periods (i.e., are spread over a longer period of time),
cost escalation in our industry is a frequent issue although most of the agreements includes clauses relating to cost
escalations. Therefore, any sudden fluctuations in costs or material availability or any other unanticipated costs will
substantially impact the business operations, cash flows and financial condition.
11. Our ongoing projects are exposed to various implementation risks and uncertainties and may be delayed, modified
or cancelled for reasons beyond our control, which may adversely affect our business, financial condition and
results of operation.
As on the date of red herring prospectus, we have 15 major on-going projects involving laying of pipelines and
construction of water treatment plants etc. The execution of these projects involves various implementation risks
including delays attributable to construction, supply of materials, obtaining government and statutory approvals,
unanticipated increase in cost, force majeure events, cost overruns or disputes with our joint venture partners. Further,
we are subject to various risks associated with regulatory approvals and financial requirements for the execution of
these projects, which may render the projects unprofitable.
Certain implementation risks and uncertainties which may be experienced by us, in the conduct of our business include:
(a) Significant additional costs due to project delays;
(b) Clients seeking liquidated damages on account of failure to achieve the project timelines;
(c) Termination of contracts or rejection in extension of project timelines;
(d) Inability to avail finance required for the execution of the project at affordable costs;
(e) Inability to provide the requisite guarantees / enter into financial arrangements, as required under project contracts
/ agreements;
(f) Unforeseen issues arising out of engineering designs for the projects, disputes with workers, force majeure events
and unanticipated costs due to any amendments in plans and specifications;
(g) Risk of equipment failure or industrial accidents that may cause injury and loss of life, and severe damage to and
destruction of property and equipment;
(h) Availability and price increase in relation to the materials and skilled manpower required for the execution of the
project;
(i) Inability of the relevant authorities to fulfil their obligation prior to construction of a project, in accordance with the
relevant contracts, resulting in unanticipated delays;
(j) Delays on account of performance of the sub-contractors or the joint ventures of the Company.
12. We operate in the construction industry where there are low entry barriers. Our failure to successfully compete may
adversely affect our business, financial condition, results of operations and prospects.

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 We are an EPC company with experience in design and construction of various infrastructure projects for the State
Government, local bodies and private bodies. Our principal business operations are broadly divided into four
categories: (i) Water Pipeline Construction; (ii) Irrigation Projects and (iii) Road Construction (iv) Building
Construction. Our Company operates in an intense competitive landscape .
The construction sector is characterized by low barriers to entry, wherein large or small enterprises who may be
operating in other sectors can build up pre-qualifications, independently or through joint ventures, and bid and compete
with us for projects in this sector. The presence of numerous competitors, including both established and newly
qualified entities, may result in heightened competition for projects, contracts, and clients.
13. We have entered into a number of related party transactions and may continue to enter into such transactions under
AS 18, in the future, and there can be no assurance that we could not have achieved more favourable terms had
such transactions not been entered into with related parties.
We have, in the past, entered into related party transactions with various parties. A summary statement of the related
party transactions is as follows:
(₹ in Lakhs)
For the year ended on
Particulars March 31, March 31, March 31, March 31,
2024 2023 2022 2021
Reimbursement of expenses
Mrs. Mydhili Rajagopal Reddy - - 11.27 0.33
Mr. Rajagopal Reddy Annam Reddy 8.62 9.56 19.69 19.65
Mr. Nageswara Rao Repuri 7.91 21.13 1.94 0.76
Vehicle hire charges
Mrs. Mydhili Rajagopal Reddy 4.31 13.20 - -
Perquisites
Mrs. Mydhili Rajagopal Reddy 1.43 - - -
Mr. Rajagopal Reddy Annam Reddy 5.59 - - -
Mr. Nageswara Rao Repuri 2.14 - - -
Remuneration paid
Mrs. Mydhili Rajagopal Reddy 9.84 9.84 9.84 15.18
Mr. Rajagopal Reddy Annam Reddy 36.00 36.00 36.00 28.75
Mr. Nageswara Rao Repuri 11.25 - - -
Anjali Mukesh Samani 1.99 - - -
While we believe that our past related party transactions have been conducted on an arm’s length basis, the Company
confirm that these transactions are in compliance with the relevant provisions of the Companies Act, 2013, and all
other applicable laws.. Furthermore, it is likely that we will continue to enter into related party transactions in the
future. There can be no assurance to you that such transactions in the future or any other future related party
transactions that we may enter into, individually or in the aggregate, will not have an adverse effect on our business,
cash flows, financial condition and results of operations. Further, such transactions in the future or any future
transactions with our related parties, either individually or in the aggregate, may potentially involve conflicts of
interest. Additionally, there can be no assurance that any dispute that may arise between us and related parties will be
resolved in our favour.
14. Our profitability and results of operations may adversely be affected in the event of any disruption in the supply of
materials or an increase in the price of materials, fuel costs, labour etc.
The timely and cost-effective execution of our projects is dependent on the adequate and timely supply of key materials
such as cement, steel, pipes etc. We cannot assure you that we will be able to procure the required and adequate supplies
of materials in the future, on commercially acceptable terms. If we are unable to procure the requisite quantities of
materials on timely basis on commercially acceptable terms, the performance of our business and results of operations
may be adversely affected.
Further, the cost of materials, fuel for operating our construction and other equipment, labor and other inputs constitutes
a significant part of our operating expenses. The prices and supply of materials depend upon factors that are beyond
our control, including but not limited to general economic conditions, transportation costs, global and domestic market

Page | 30
 prices, competition, production levels, import duties, and these prices are cyclical in nature. Our ability to pass on
increases in the purchase price of materials, fuel and other inputs may be limited in the case of contracts with limited
price escalation provisions. These variations and other risks generally inherent to the construction industry may result
in our profits from a project being less than as originally estimated or may result in our experiencing losses. For details,
please see “Restated Financial Information – Restated Statement of Profit and Loss” on page 182.
15. We cannot assure that the construction of our projects will be free from any or all defects, which may adversely
affect our business, financial condition, results of operations and prospects.
In the course of our operations, we may encounter construction faults on account of factors including design related
deficiencies arising in our projects. Such construction related faults typically result in revision / modification to our
design and engineering, thereby resulting in increased interest cost due to delay, increase in estimated cost of operations
on account of additional work executed towards rehabilitation and further expenditure incurred towards appointment
of external consultants for assistance in revising our design. We may not be able to recover such increased costs from
our clients in part, or at all, and may further be subject to penalties, including liquidated damages on account of such
construction faults arising in our projects. We may further face delays in the estimated project completion schedule in
respect of such projects on account of additional works required to be undertaken towards rectifying such construction
faults, and are dependent upon our clients’ permitting extension of time of completion of such projects.
We cannot assure that the construction of our projects will be free from any and all defects. If the work undertaken by
us is not to the satisfaction of the client, it has to be done again as per the instructions of person in charge at the site
without any extra cost. Further, there can be no assurance that any cost escalation or additional liabilities would be
fully offset by amounts due to us pursuant to the guarantees and indemnities, if any, provided by our contractors or
insurance policies that we maintain. Further, we also cannot assure you as to whether our clients will permit such
revised completion schedule to be implemented to the extent necessary or at all and we may be held in breach of the
terms and conditions of the contracts in respect of such projects pertaining to completion schedule.
In the event of discovery of defects / faults in the work undertaken by us, or any damages to our construction work due
to factors beyond our control, or any of the other reasons, we may incur significant contractual liabilities and losses
under our projects contracts and such losses may materially and adversely affect our financial performance and results
of operations. Further, such construction faults may result in loss of goodwill and reputation, and may furthermore
have a material and adverse impact our eligibility in respect of future bids made by us towards projects, thereby
affecting our future operations and revenues.
16. Our business requires us to obtain and renew certain registrations, licenses and permits from government and
regulatory authorities and the failure to obtain and renew them in a timely manner may adversely affect our
business operations and some of the approvals are required to be transferred in the name of ‘V.L.Infraprojects
Limited’.
Our business operations require us to obtain and renew, from time to time, certain approvals, licenses, registrations
and permits under central, state and local government rules in India, generally for carrying out our business and for
our manufacturing facilities. Some of these approvals are granted for a limited duration. While we are required to
obtain a number of approvals for legally conducting our business operations and we shall submit the applications for
renewal of such approvals, as and when required, during the course of our business operations, we cannot assure you
that we will be able to obtain approvals in respect of such applications, or any application made by us in the future. If
we fail to obtain such registrations and licenses or renewals, in a timely manner, we may not then be able to carry on
certain operations of our business, which may have an adverse effect on our business, financial condition and results
of operations. For details, see “Government Approvals” on page 206 of this Red Herring Prospectus.

We have submitted certain applications to various regulatory authorities seeking approvals and licenses. For details,
please refer ‘Pending Approvals’ under the section titled “Government Approvals” of this Red Herring Prospectus.
There can be no assurance that the relevant authorities will issue such permits or approvals to us or that they will be
issued on time. Further, these permits, licenses and approvals are subject to several conditions and we cannot assure
you that we will be able to continuously meet the conditions, which may lead to cancellation, revocation or suspension
of relevant permits/licenses/approvals.

Additionally, we will need to apply for renewal of certain approvals, licenses and registrations, which need to update
pursuant to conversion of Private to Public Company i.e. from V.L.Infraprojects Private Limited to V.L.Infraprojects
Limited.
17. We may be unable to identify or acquire new projects and our bids for new projects may not always be successful,
which may stunt our business growth. Further, any delay in the commencement or cancellation of the projects
awarded to us may adversely affect our business, prospects, reputation, profitability, financial condition and results
of operation.

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 Our revenues are derived primarily from contracts awarded to us on a project-by-project basis, and a significant number
of projects in the construction industry are undertaken on a non-recurring basis.
In the event that we are not able to continually and consistently secure new projects of similar or higher value as the
ones that we have executed in the past or are currently executing, and on terms and conditions that are favourable to
us, our financial performance, our results of operations and cash flows may be adversely affected or fluctuate materially
from time to time depending on the timing and nature of such contracts. Accordingly, it is difficult to predict whether
and when we will be awarded a new project. If we are unable to identify or acquire new projects matching our expertise
or profit expectations or obtain the requisite consents from regulatory authorities or other relevant parties when
required or at all, we may be subject to uncertainties in our business.
18. Our inability to successfully implement our business plan, expansion and growth strategies could have an adverse
effect on our business, financial condition, cash flows and results of operations.
We have expanded our operations and experienced substantial considerable growth over the last few years. We cannot
assure you that we will be able to maintain our historical growth rates or our market position. Such growth requires us
to manage complexities across all aspects of our business, including those associated with Managing Capex Plant of
the company increased headcount, execution on new lines of business and implementations of appropriate systems and
controls to grow the business. Our continued growth requires significant time and attention from our management and
may place strains on our operational systems and processes, financial systems and internal controls and other aspects
of our business. We cannot assure you that we will be able to successfully implement our business expansion plans
and growth strategies. If any of the aforementioned risks were to materialize, our business, financial condition, cash
flows and results of operations may be adversely affected.
19. 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 financial year ended March 31, 2024, March 31, 2023
and March 31, 2022 and March 31, 2021 as per the Restated Financial Information:
(₹ in Lakhs)
For the year ended on
Particulars March 31, March 31, March 31, March 31,
2024 2023 2022 2021
Claims against the Company (including unasserted claims) not acknowledged as debt:
Guarantees issued by Bank on behalf of the company 714.16 418.79 120.63 146.13
Taxation Litigation against the company 155.70 104.71 65.15 65.15
Total 869.86 523.50 185.78 211.28
Capital Commitment
NIL NIL NIL NIL NIL
20. Any failure to accurately estimate the overall risks, revenues or costs in respect of a project, may adversely affect
our profitability and results of operations. Our actual cost in executing a contract or in constructing a project may
vary substantially from the assumptions underlying our bid. We may be unable to recover all or some of the
additional expenses, which may have a material adverse effect on our results of operations, cash flows and financial
condition.
Under the terms and conditions of agreements for our projects, we generally agree to receive from the customers an
agreed sum of money, subject to contract variations covering changes in the client’s project requirements. We may
enter into agreements for the construction of projects in the future which may not contain price escalation clauses
covering increase in the cost of construction materials, fuel, labour and other inputs. Accordingly, our actual expense
in constructing our construction projects may vary substantially from the assumptions underlying our bid for several
reasons, including, but not limited to unanticipated increases in the cost of construction materials, fuel, labour or other
inputs, unforeseen construction conditions, including the inability to obtain requisite approvals and licenses resulting
in delays and increased costs, delays caused by local weather conditions and suppliers’ failures to perform. Our ability
to pass-on increases in the purchase price or the cost of raw materials and other inputs may be limited in the case of
contracts with limited or no price escalation provisions and there can be no assurance that these variations in cost will
not lead to financial losses to our Company. Further, other risks generally inherent to the construction industry may
result in our profits from a project being less than as originally estimated or may result in us experiencing losses due
to cost and time overruns, which could have a material adverse effect on our cash flows, business, financial condition
and results of operations.

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21. Failure to successfully implement our business strategies may materially and adversely affect our business,
prospects, financial condition and results of operations.
We aim to implement our business strategies to ensure future business growth, which may be subject to various risks
and uncertainties, including but not limited to the following:
• Failure to maintain our competitive edge due to cost overruns or failure to execute our construction projects in a
timely manner or according to quality specifications.
• intensified competition, delayed payments or non-payments by our clients and associated litigation or arbitration
proceedings and inability to enforce escalation clauses in our construction contracts.
• failure to implement our bidding strategy.
• inability to make an efficient use of or improve our execution system or fail to maintain or operate our equipment
bank, IT/ERP systems and centralized procurement system in an effective and efficient manner.
• lack of ability to properly manage financing resources and unavailability of funds at affordable costs or maintain
financial discipline.
• adverse changes in applicable laws, regulations or policies or political or business environments.
• inability to diversify across states or into different business segments.
• lack of ability to recruit or retain skilled employees.
• failure to correctly identify market trends relating to the demand for our services, inability to carry out our strategy
of acquiring new construction projects or optimize our existing project portfolio; and
• increases in costs of raw materials, fuel, labour and equipment and adverse movements in interest rates and foreign
exchange rates.
• Corrupt Practices of Fraud or improper conduct
Implementation of our strategies may be subject to a number of risks and uncertainties including the ones mentioned
above, some of which are beyond our control. There can be no assurance that we will be able to execute our growth
strategy on time and within the estimated costs, or that we will meet the expectations of our clients. In order to manage
growth effectively, we must implement and improve operational systems, procedures and controls on a timely basis,
which, as we grow and diversify, we may not be able to implement, manage or execute efficiently and in a timely
manner or at all, which could result in delays, increased costs and diminished quality and may adversely affect our
results of operations and our reputation. Any failure or delay in the implementation of any of our strategies may have
a material adverse effect on our business, prospects, financial condition and results of operations.
22. 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 cause
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 effective 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.
23. Our operations may be adversely affected in case of industrial accidents, physical hazards and similar risks at
our construction sites, which could expose us to material liabilities, loss in revenues and increased expenses.
While construction companies, including us, conduct various scientific and site studies during the course of bidding
for projects, there are always anticipated or unforeseen risks that may arise due to adverse weather conditions,
geological conditions, specification changes and other reasons. Additionally, our operations are subject to hazards
inherent in providing engineering and construction services, such as risk of equipment failure, work accidents, fire or
explosion, including hazards that may cause injury and loss of life, severe damage to and destruction of property and
equipment, and environmental damage. Use of heavy machineries, handling of sharp parts of machinery by labor
during construction activities etc. may result in accidents, causing injury to our laborers, employees or other persons
on the site and may prove fatal. Our Company has not faced any material instances of industrial accidents, physical
hazards and similar risks at our construction sites in past. However, our policy of covering these risks through
contractual limitations of liability, indemnities and insurance may not always be effective and this may have a material
adverse effect on our reputation, business, financial condition and results of operation.
24. We have incurred substantial indebtedness which exposes us to various risks which may have an adverse effect on
our business and the results of operations.
As of March 31, 2024, we have ₹ 1,654.81 Lakhs of outstanding debt as per restated financials of the Company.
Our level of indebtedness has important consequences to us, such as:

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 ➢ Increasing our vulnerability to general adverse economic, industry and competitive conditions;
➢ Limiting our flexibility in planning for, or reacting to, changes in our business and the industry;
➢ affecting our credit rating;
➢ Limiting our ability to borrow more money both now and in the future; and
➢ Increasing our interest expenditure and adversely affecting our profitability, since almost all of our debt bears
interest at floating rates.
25. Our Company has in the past has made certain inadvertent erroneous filings under Companies Act, 2013. Further,
there have also been instances where our Company has inadvertently filed incorrect information with the RoC in
its statutory filings.
Our Company has in the past has made certain inadvertent erroneous filings under Companies Act, 2013. Further,
there have also been instances where our Company has inadvertently filed incorrect information with the RoC in its
statutory filings, amended from time to time, as mentioned below:
Company had passed Ordinary Resolution for private placement instead of Special Resolution of members as required
under Section 42 and 62(1)(c) for allotment of equity shares as on December 1, 2017 for 500000 Equity Shares.
Company had failed to attach PAS-5 and PAS-4 attachment in Form PAS-3 for further issue of allotment of 290000
equity shares on January 13, 2016.
Certified copy of members resolution and altered Memorandum of Association was not attached in Form SH-7 filed
for increased in Authorised Share capital from ₹ 300.00 Lakhs to ₹ 685.00 Lakhs.
Company had failed to file Form MGT-14 and to take approval of members for conversion of unsecured loan into
equity on December 1, 2017.
Although the late filing fees levied are small but if we continue this practice, the accumulated amounts of each delay
may adversely affect our cash flows. Further no- show cause notice has been issued against our Company till date, in
respect of above, in the event of any cognizance being taken by the concerned authorities in respect of above, actions
may be taken against our Company and its directors, in which event the financials of our Company and our directors
may be affected. Further we cannot assure you that we may not do delay filings in future and not be subjected to
penalty or interest. Further with the expansion of our operations there can be no assurance that deficiencies in our
internal controls and compliances will not arise, or that we will be able to implement, and continue to maintain,
adequate measures to rectify or mitigate any such deficiencies in our internal controls, in a timely manner or at all.
26. There have been certain discrepancies in our corporate records and compliances in past. While we have not been
subjected to any penalty till date, we are not sure any such non-compliance shall not occur in future.
Our Company had made allotments of equity shares on further issue basis on January 13, 2016, further the Company
had made allotment of equity shares on private placement basis and December 01, 2017. Although all other conditions
with respect to the allotment had been complied but the Company had failed to open a separate bank account for
aforesaid allotments, a nominal part of the share application money was utilized on November 30, 2017 due to urgent
need of funds. The non-compliances were unintentional and occurred due to lack of proper professional advice and
without any malafied intentions.
Further the Company has allotted 17,40,000 equity shares as bonus on June 30, 2020. Although all documents related
to the allotment were correct, an amount of ₹ 4,35,00,000/- was capitalized towards issue of bonus shares instead of
₹ 1,74,00,000/- , inadvertently ₹ 2,61,00,000/- was classified as securities premium. The above was not a non-
compliance and simply wrong classification of reserves and necessary corrections have accordingly been incorporated
in restated financials as stated in the RHP.
Our company has taken significant steps to address past non-compliances and ensure ongoing compliance with
regulatory requirements. We have filed adjudication applications for past allotments made on January 13, 2016, and
December 01, 2017, under Section 454 of the Companies Act, 2013, to seek adjudication of defaults under Section 42
read with Section 62 of the Companies Act, 2013. Furthermore, we have restated our financial statements to correct
the oversight in the classification of reserves for the bonus shares allotment on June 30, 2020. This includes the
correction of entries related to the issue of bonus shares.
We had filed a suo-moto application for adjudication in terms of Section 454 of the Companies Act, in the above
matters and the notice was issued for which hearing was held on June 26, 2024. In respect of the said matter, the
Company had appeared through its counsel and have made its representations post which no communication from the
concerned authority is said to have been issued. The matter is pending with the concerned authority. We are not sure
if any penalty shall not be levied against the Company in respect of the adjudication applications filed in respect of

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 default under the provisions of Section 42 and Section 62 of the Companies Act, 2013. Further, we cannot assure you
that such non-compliances will not occur in the future. In the event of any penalty being imposed against the Company
by the concerned authority, the financials of the company shall be adversely affected.
27. Risks Associated with Unsecured Loans:
As on March 31, 2024, our Company has unsecured loans amounting to ₹ 541.30 Lakhs from Banks and financial
institutions. For further details of unsecured loans of our Company, please refer “Annexure I.3 & I.7” respectively
under chapter titled “Restated Financial Information” beginning on page 182 of this Red Herring Prospectus.
The repayment of these unsecured loans is subject to various risks, including:
• Interest Rate Risk: Changes in interest rates could affect the cost of borrowing and the Company's ability to
refinance its debt.
• Liquidity Risk: The Company's ability to meet its financial obligations and invest in its growth could be impacted
by the need to repay these loans, potentially affecting its liquidity.
• Credit Risk: The risk of default by the lenders on their obligations to the Company, which could lead to a loss of
the loan amount or require the Company to seek additional financing.
• Regulatory Risk: Changes in banking regulations or the financial health of the lending institutions could affect
the terms of the loans or the Company's ability to obtain new financing.
28. Our lenders have charge over our movable and immovable properties in respect of finance availed by us.
We have secured outstanding debt of ₹ 1,113.51 Lakhs as on March 31, 2024 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. It may have a material adverse effect on the
business, cash flows and financial condition of our company. For further information on the financing and loan
agreements along with the total amounts outstanding, please refer to section titled “Restated Financial Information”
on page 182 of this Red Herring Prospectus.
29. Our success depends largely on the skill, experience and continued efforts of our senior management, skilled
professionals and unskilled workers and our ability to attract and retain skilled and unskilled personnel.
We depend significantly on the expertise, experience and continued efforts of the members of our senior management
team and other key employees. Our continued success also depends upon our ability to attract and retain a large group
of skilled professionals and staff, particularly project managers, engineers, and skilled workers. For instance, we
believe that our Chairman and Managing Director & CEO namely Mr. Rajagopal Reddy Annam Reddy, who has over
more than 20 years of experience in construction industry. Further, our management team also comprises of a number
of qualified, experienced and skilled professionals who have several years of experience across various sectors. Our
Company is heavily dependent on the members of our senior management for business development and acquiring
new projects, and any inability of these members to execute their responsibilities could result in a loss of business.
The loss of the services of our senior management or our inability to recruit, train or retain a sufficient number of
skilled professionals could have a material adverse effect on our operations and profitability. Competition for senior
management in the industry in which we operate is intense, and we may not be able to retain our existing senior
management or attract and retain new senior management in the future. We believe that as a result of the recent growth
in the construction industry in India and the expected future growth, the demand for both skilled professionals and
staff and unskilled workers has significantly increased in recent years. We may lose skilled workers to competing
employers who pay higher wages or be forced to increase the wages to be paid to our employees. If we cannot hire or
retain enough skilled professionals or unskilled workers, our ability to bid for and execute new projects or to continue
to expand our business will be impaired and consequently, our revenues could decline. Any such loss of the services
of our senior management personnel or skilled professionals could adversely affect our business, prospects, financial
condition and results of operation.
30. We are exposed to the risks of malfunctions or disruptions of information technology systems.
We depend on information technology systems and accounting systems to support our business processes, including
designing, planning, execution, procurement, inventory management, quality control, product costing, human
resources and finance. Although these technology initiatives are intended to increase productivity and operating
efficiencies, they may not achieve such intended results. These systems may be potentially vulnerable to outages due
to fire, floods, power loss, telecommunications failures, natural disasters, computer viruses or malware, break-ins and
similar events. While, our Company has not experienced such instances in the past, effective response to such
disruptions or malfunctions will require effort and diligence on the part of our third-party distribution partners and
employees to avoid any adverse effect to our information technology systems.

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31. A significant number of our project contracts prescribe a requirement for maintaining retention money during the
defect liability period. Any dispute or delay to obtain a release of such retention monies in a timely manner or at all
may have an adverse impact upon our profitability, results of operations and financial position.
A some of the projects that we have undertaken, or currently undertake, prescribe a requirement for maintaining
retention money during the defect liability period. The defects liability period typically commences upon the provision
of the virtual or final completion certificate to us by our customers. There can be no assurance that such retention
money will be remitted by our clients to us on a timely manner. We may make provisions for bad debts, which includes
those arising from release of retention money. Any delay to obtain a release of such retention monies, may have an
adverse impact upon our profitability, results of operations and financial position.
32. We may need to raise additional capital in the future for working capital and we may not be able to do so on
favourable terms or at all, which would impair our ability to operate our business or achieve our growth objectives,
which may have an adverse effect on our results of operations and business.
Our business requires us to raise funds from various sources and we have significant working capital requirements to
undertake a variety of activities for the successful implementation of the projects, such as the purchase or
manufacturing of raw materials and mobilization of resources, before the aggregate payment is received from clients.
Further, delays in completion of our current projects can also raise our working capital requirements resulting from
increased financing costs including increased costs of raw materials causing us to exceed our budget. It is generally
difficult to predict whether or when a particular contract we have bid for will be awarded to us and the time period
within which we will be required to mobilize our resources for the execution of such contract. Any increase in the
number and size of the projects awarded to us will result in a further increase in our working capital requirements.
Additionally, our working capital requirements may increase if, in certain contracts, payment terms include reduced
advance payments or payment schedules that specify payment towards the end of the project or are less favorable to
us.
Our estimated requirement for working capital is based on certain assumptions, including the period of commencement
and timeframe for execution of a project. Any change of such assumptions would result in changes to our working
capital requirements. Additionally, our requirement for working capital may vary from that estimated in the section
“Objects of the Issue” beginning on page 80 in this Red Herring Prospectus, leading to a shortfall in the working
capital requirement at our end. Accordingly, our working capital estimates may prove to be inaccurate and
consequently, there may be insufficient arrangements with respect to the net proceeds from the issue, borrowings, bank
finance or institutional finance. Thus, we may need to incur additional indebtedness in the future to satisfy our working
capital requirements. Our working capital needs thus require continued access to significant amounts of capital on
acceptable terms in the future as well. There can be no assurance that we will be successful in obtaining the adequate
working capital which will adversely affect our cash flows, business, results of operation and financial condition.
33. Wage pressures and increases in operating costs in India may prevent us from sustaining our competitive advantage
and may reduce our profit margins.
Wage costs as well, as operating costs, in India have historically been significantly lower than wage costs and operating
costs in the other developed economies; and these reduced costs have been one of the sources of our competitive
strengths.
However, wage and operating expense increases in India may prevent us from sustaining this competitive advantage
and may negatively affect our profit margins. Wages in India are increasing at a faster rate than in the developed
economies, which could result in increased employee benefit expenses. We may need to continue to increase the levels
of our employee compensation to remain competitive and manage attrition.
34. Our business is capital intensive. Difficult conditions in the global capital markets and the global economy generally
may adversely affect our business and results of operations and may cause us to experience limited availability of
funds. We cannot assure you that we will be able to raise sufficient financing on acceptable terms, or at all.
Our business is capital intensive, requiring substantial capital to develop and market our projects. The actual amount
and timing of our future capital requirements may also differ from estimates as a result of, among other things,
unforeseen delays or cost overruns in developing our projects, changes in business plans due to prevailing economic
conditions, unanticipated expenses and regulatory changes. To the extent our planned expenditure requirements exceed
our available resources, we will be required to seek additional debt or equity financing. Additional debt financing, if
available, could increase our interest cost and require us to comply with additional restrictive covenants in our
financing agreements. In addition, the Indian regulations on built-up infrastructure and construction and development
projects impose significant restrictions on us, including the types of financing activities we may engage in. Our ability
to obtain additional financing on favourable commercial terms, if at all, will depend on a number of factors, including:
• Our results of operations and cash flows;

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 • The amount and terms of our existing indebtedness;
• General market conditions in the markets where we operate; and
• General condition of the debt and equity markets.
In addition, changes in the global and Indian credit and financial markets may affect the availability of credit to our
customers and decrease in demand for our development. Our inability to obtain funding on reasonable terms, or at all,
would have an adverse effect on our business and results of operations.
35. We source a large part of our new orders from our relationships with our customers, both present and past. Any
failure to maintain our long-standing relationships with our existing customers or forge similar relationships with
new ones would have a material adverse effect on our business operations and profitability.
We believe that our focus on completing projects in a timely manner and on quality has helped us build strong
relationships with our customers and bolster our reputation in the industry in which we operate. Further, we have
received additional projects from several of our existing customers despite increased competition in the region within
which we operate. If any of our relationships with our existing customers were to be altered or terminated and we are
unable to forge similar relationships with new customers in the future, our business, financial condition, results of
operations, cash flows and business prospects could be materially and adversely affected.
36. We may not be able to adequately protect our intellectual property, which could harm the value of our brand and
services.
Generating and maintaining recognition for our brand is critical to our business. The success of our business depends
on our ability to use our trademarks in order to compete effectively in existing markets and increase penetration and
awareness for our brand and further promote our business in newer markets. However, it is possible that we are not
aware of misuse of our trademarks which could potentially cause loss of our reputation, which could impact our
business and may even affect our goodwill.
While we have endeavoured to register our trademarks that we use or have used in the past, even if these trademarks
are not registered, those that have garnered a reputation over the years and are associated with us are protected under
common law allowing us to prevent a third party from using a deceptively similar or identical mark and from any
unauthorized use of the mark. The use of a deceptively similar or identical third-party mark may result in a loss/injury
to us. While for registered trademarks, we have greater protection because of the statutory protection afforded against
similar marks being used /registered for similar services, we may not be able to adequately protect unregistered marks
that are not as well recognized. Although our company has not encountered any unauthorized use of our intellectual
property in the past, we may not be able to ensure protection of the same in future. For further details, please see
“Government Approvals” on page 206.
37. Our Promoters and members of Promoter Group or third party have provided their personal guarantees to certain
loan facilities availed by us, which if revoked may require alternative guarantees, repayment of amounts due or
termination of the facilities.
Our Promoter, members of promoter group or third party have provided personal guarantees in relation to certain loan
facilities availed of by us. In the event that any of these guarantees are revoked by promoter, members of Promoter
group or third party, the lenders for such facilities may require alternate properties as mortgages/guarantees, repayment
of amounts outstanding under such facilities, or may even terminate such facilities.
We may not be successful in procuring alternative properties/guarantees satisfactory to the lenders, and as a result may
need to repay outstanding amounts under such facilities or seek additional sources of capital, which may not be
available on acceptable terms or at all and any such failure to raise additional capital could affect our operations and
our financial condition.
38. We face significant competition and if we fail to compete effectively, our business, prospects, financial condition
and results of operations will be adversely affected.
We operate in a competitive environment and our industry has been frequently subject to intense price competition for
the acquisition and bidding of projects. Our competition varies depending on the size, nature and complexity of the
project and on the geographical region in which the project is to be executed. We compete against major construction
companies at the national and local levels and in multiple segments of construction business. For further details, please
see the section entitled “Business Overview- Competition” on page 115. While service quality, technological capacity
and performance, health and safety records and personnel, as well as reputation and experience, are important
considerations in clients’ decisions, price is a major factor in most contract awards. We may thus be compelled to bid
for new projects more aggressively than we expected and may accept terms and conditions that are not in our favour.
If we fail to win new projects, we may not be able to increase, or maintain, our volume of business or revenues. Failure

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 to compete effectively against our current or future competitors may have a material and adverse effect on our business,
financial condition and results of operation.
Further, some of our competitors may be larger than us, have stronger financial resources or a more experienced
management team, or have stronger engineering capabilities in executing technically complex projects. They may also
benefit from greater economies of scale and operating efficiencies and may have greater experience in construction
business. Further, the premium placed on having experience may cause some of the new entrants to accept lower
margins in order to be awarded a contract. We may also decide not to participate in some projects as accepting lower
margins may not be financially viable and this may adversely affect our competitiveness to bid for and win future
contracts. We cannot assure you that we can continue to compete effectively with our competitors in the future, and
failure to compete effectively against our current or future competitors may have an adverse effect on our business,
results of operations and financial condition. Competition can place downward pressure on our contract prices and
profit margins, and may force us to accept contractual terms and conditions that are not normal or customary for us,
thereby increasing the risk that we may have losses on such contracts. Intense competition is expected to continue in
these markets, presenting us with significant challenges in our ability to maintain strong growth rates and acceptable
profit margins. If we are unable to meet these competitive challenges, we could lose market share to our competitors
and experience an overall reduction in our profits.
39. 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 82.87%, 84.90%, 64.09% and 67.85% of our total purchase from operations for the
financial year ended on March 31, 2024, 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:
% contribution to total purchases of materials and stock in trade
Particulars For the year For the year For the year For the year
ended ended ended ended
March 31, 2024 March 31, 2023 March 31, 2022 March 31, 2021
Top 1 Supplier 27.99 35.18 19.82 23.49
Top 3 Suppliers 63.41 64.28 41.42 37.29
Top 5 Suppliers 72.52 76.90 53.83 48.46
Top 10 Suppliers 82.87 84.90 64.09 67.85
40. Dependence on Permit Extensions and Potential Project Delays
Our operations are significantly dependent on obtaining and maintaining permits for our ongoing projects. Currently,
we have applied for permit extensions for the following ongoing projects:
1. GWSSB/HME - Kudasan Project
2. GWSSB- Barwala Project
3. GWSSB/SPUN - Dhanduka Project
Current Status:
We have submitted applications for extensions for the above ongoing projects, but approval is pending with the
Government. Delays or denials of these extensions could have a material adverse effect on our financial condition and
results of operations.
Potential Impacts:
• Project Completion Delays: Unapproved extensions could lead to delays in project completion, impacting our ability
to meet contractual obligations and recognize revenue. This could result in lost profits and potential penalties for
missed deadlines.
• Increased Costs: Delays may necessitate additional costs for labor, materials, or equipment due to changes in market
conditions or the need to extend existing contracts.

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 • Disruption of Operations: Delays in ongoing projects could disrupt our overall operations and impact our ability to
take on and to complete new projects, hindering our growth plans.
The pending approval of permit extensions for our ongoing projects poses a significant risk to our operations and
financial performance. We are actively engaging with the relevant government authorities to expedite the approval
process
41. We engage sub-contractors and other agencies in our business. The timely and successful completion of our projects
in certain cases depends upon the cooperation of our sub-contractors, and any failure or delay in successful
completion could adversely affect the quality of our developments and adversely affect our profitability, business
and reputation.
We rely on third parties for the implementation of projects where we have entered into arrangements with them for the
supply of labour, equipment and raw material. Accordingly, the timing and quality of construction of our projects also
depends on the availability and the skill of such sub-contractors. Typically, construction contracts are subject to
specific completion schedule requirements with liquidated damages chargeable in the event that a project falls behind
schedule. Thus, where we sub-contract any part of a project, the completion of the project in a timely manner often
depends, in part, upon the performance of our sub-contractors. Delay or failure on the part of sub-contractors to
complete their work on time, for any reason, could result in additional costs to us and damage to our reputation.
Additionally, the amount of such additional costs could have an adverse effect on our profit margins on the project.
While we may seek to recover these amounts as claims from the relevant supplier, vendor, sub-contractor or other third
party responsible for the delay or for providing non-conforming products or services, we cannot assure you that we
will recover all or any part of these costs in all circumstances. Performance problems for existing and future projects
could cause our actual results of operations to differ materially from those anticipated by us and could damage our
reputation within our industry and consequently, have a detrimental effect on our customer base.
42. Our reliance on raw material suppliers for our business operations exposes us to a variety of risks which could
materially disrupt our operations.
Timely and cost effective execution of our projects is dependent on adequate and timely supply of raw materials, chief
amongst them being steel, cement, Concrete, Brick etc.. We have not entered into any long term contracts or supply
arrangements with any of the Company’s suppliers and if, for any reason, the Company’s primary suppliers should
curtail or discontinue their delivery of such materials in the quantities needed, the Company’s ability to meet its
material requirements for construction contracts could be impaired, its construction schedules could be disrupted, and
the Company may not be able to complete construction contracts as per schedule or at such costs that were anticipated.
If the Company is unable to procure the requisite quantities of construction materials in time and at commercially
acceptable prices, the performance of its financial results and business prospects could be adversely affected.
43. We could be adversely affected if we fail to keep pace with technical and technological developments in the
construction industry.
Our recent experience indicates that clients are increasingly developing larger, more technically complex projects
using more advanced technologies. Our future success will depend, in part, on our ability to respond to technological
advances and emerging technology standards and practices on a cost-effective and timely basis. To meet our clients’
needs, we need to continuously update existing technology and equipment for our construction services. To meet our
clients’ needs, we must continuously update our existing systems and develop new technologies for our construction
projects. In addition, rapid and frequent technological and market demand changes can often render existing
technologies and equipment obsolete and result in requirements for additional and substantial capital expenditures
and/or significant write downs of our assets. The cost of upgrading or implementing new technologies, upgrading our
existing equipment or expanding capacity could be significant. If we fail to anticipate or respond adequately to our
clients’ changing requirements or keep pace with the latest technological developments, our business, prospects,
financial condition and results of operations may be materially and adversely affected.
44. Our operations could be adversely affected by strikes, work stoppages or increased wage demands by our employees
or labour contractor or sub-contractor any other kind of disputes with our employees or labour contractor or sub-
contractor
Our operations depend upon the productivity of workforce, which may be affected by labour disputes involving our
sub-contractors or employees or labour contractor. We may experience business disruptions due to strikes, work
stoppages or demands for wage increases. Labor unions may order their members to stop working at our construction
sites or allege violations of employee rights, laws or agreements. Currently, we do not have any organized union
activities. Construction activities at our worksites may be suspended and our projects may be significantly delayed if
we fail to negotiate with the sub-contractors, employees or labours, or find acceptable solutions in a timely manner.

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 Sometimes, we may engage independent contractors to assist us in undertaking our projects. It is possible that we may
be held responsible for wage payments to the workers engaged by such independent contractors should they default
on wage payments.
45. We require certain regulatory and statutory approvals and licenses required in the ordinary course of our business,
and the failure to obtain, maintain and renew these approvals in a timely manner or at all, may adversely affect our
business and operations.
We require certain statutory and regulatory approvals, licenses, registrations and permissions, and certain applications
have been made at the appropriate stages to the relevant authorities for operating our business. If we fail to obtain,
maintain and renew any of such approvals or licenses, in a timely manner or at all, the projects for which such licenses
are required, and our business may be adversely affected. Furthermore, in our construction business, government
delays in obtaining approvals may result in cost increases in the price of construction materials from original estimates
which cannot generally be passed on to clients and may also adversely affect our ability to mobilize our equipment
and manpower. There can be no assurance that the relevant authorities will issue these approvals or licenses, or
renewals thereof in a timely manner, or at all. Our government approvals, licenses, clearances and consents are often
also subject to numerous conditions, some of which are onerous and require substantial expenditure. If we fail to
comply, or a regulator claims we have not complied, with these conditions, our business, financial conditions and
results of operations would be materially adversely affected. For further information, please see the section titled
“Government Approvals” on page 206 of this Red Herring Prospectus.
46. Our Company had negative cash flow from operating activity in recent fiscals, details of which are given below.
Sustained negative cash flow could adversely impact our business, financial condition and results of operations.
The detailed break up of cash flows based on Restated 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:
(₹ in Lakhs)
For the year ended March 31
Particulars
2024 2023 2022 2021
Net cash flows generated/ (used) from
(175.36) 113.88 (243.73) 49.10
operating activities
Net cash flows generated/ (used in) investing
(180.03) (55.82) (19.95) (133.39)
activities
Net cash flows generated/ (used
499.49 (45.88) 276.49 61.00
in)/generated from financing activities
Net increase/(decrease) in cash and cash
144.10 12.18 12.81 (23.29)
equivalents
47. The average cost of acquisition of Equity shares by our Promoters is lower than the Issue price.
Our Promoter’s average cost of acquisition of Equity shares in our Company is lower than the Issue Price of Equity
shares as given below:
Sr. No. of Equity Shares Average Cost of Acquisition per
Name of Promoters
No. held equity share (in ₹)*
1. Mr. Rajagopal Reddy Annam Reddy 4880625 2.10
2. Mrs. Mydhili Rajagopal Reddy 3750375 0.72
3. Mr. Nageswara Rao Repuri 1130250 1.49
* The average cost of acquisition of equity shares by our promoters 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.
48. Our Promoters will continue jointly to retain majority control over our Company after the Issue, which will allow
them to determine the outcome of matters submitted to shareholders for approval.
Post this Issue, our Promoters will collectively own 62.12% of our post issue equity share capital. As a result, our
Promoters will continue to exercise a significant degree of influence over Company and will be able to control the
outcome of any proposal that can be approved by a majority shareholder vote, including, the election of members to
our Board, in accordance with the Companies Act, 2013 and our Articles of Association. Such a concentration of
ownership may also have the effect of delaying, preventing or deterring a change in control of our Company.

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 In addition, our Promoters will continue to have the ability to cause us to take actions that are not in, or may conflict
with, our interests or the interests of some or all of our creditors or other shareholders, and we cannot assure you that
such actions will not have an adverse effect on our future financial performance or the price of our Equity Shares.
49. 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. 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.
50. Within the parameters as mentioned in the chapter titled “Objects of this Issue” of this 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 2024-25 and financial year 2025-26 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 80 of this
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 80 of this 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.
51. 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” on Page 80 of this Red Herring Prospectus. 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.
52. 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 section 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 of Please refer chapter titled “Object
for the Issue” beginning on page 80 of this Red Herring Prospectus.
53. Certain data mentioned in this Red Herring Prospectus has not been independently verified.
We have not independently verified data from industry publications contained herein and although we believe these
sources to be reliable, we cannot assure that they are complete or reliable. Such data may also be produced on a
different basis from comparable information compiled with regard to other countries. Therefore, discussions of matters
relating to India and its economy are subject to the limitation that the statistical and other data upon which such
discussions are based have not been verified by us and may be incomplete or unreliable.
54. 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.

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 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.
55. Our ability to pay dividends in the future will depend upon our future earnings, financial condition, cash flows,
working capital requirements, capital expenditure and restrictive covenants in our financing arrangements.
We may retain all our future earnings, if any, for use in the operations and expansion of our business. As a result, we
may not declare dividends in the foreseeable future. Any future determination as to the declaration and payment of
dividends will be at the discretion of our Board of Directors and will depend on factors that our Board of Directors
deem relevant, including among others, our results of operations financial condition, cash requirements, business
prospects and any other financing arrangements.
Additionally, we may not be permitted to declare any dividends under the loan financing arrangement that our
Company may enter into future, if there is a default under such loan agreements or unless our Company has paid all
the dues to the lender up to the date on which the dividend is declared or paid or has made satisfactory provisions
thereof. Accordingly, realization of a gain on shareholders investments may largely depend upon the appreciation of
the price of our Equity Shares. There can be no assurance that our Equity Shares will appreciate in value.
56. 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. case
elsewhere. Statements from third parties that involve estimates are subject to change, and actual amounts may differ
materially from those included in this Red Herring Prospectus.
57. Certain information contained in this Red Herring Prospectus is based on management estimates and we cannot
assure you of the completeness or accuracy of the data.
Certain information contained in this Red Herring Prospectus like our funding requirements and our proposed use of
issue proceeds is based solely on management estimates. The estimated project dates as well as costs may change
depending on the circumstances like changes in laws and regulations, competition, irregularities or claims with respect
to title of land, the ability of third parties to complete their services, delays, cost overruns or modifications to our
ongoing and planned projects. Such circumstances can have an impact on our financial condition and results of
operation.
58. Industry information included in this 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
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.
59. Delays in GST and EPF Returns:

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 The Company has a history of delays in filing Goods and Services Tax (GST) and Employee Provident Fund (EPF)
returns for some of its establishments. During the financial years 2017-2024, the Company has experienced delays in
filing Goods and Services Tax (GST) and during the financial year 2016-2024, the Company has experiences delays
in filing of Employee Provident Fund (EPF) returns. Specifically, the data indicates below:
Total number of Establishments with
Financial year Return type
establishments delayed filings
2023-2024 GSTR3B 9 3
2022-2023 GSTR3B 9 4
2021-2022 GSTR3B 9 7
2020-2021 GSTR3B 9 2
2019-2020 GSTR3B 7 4
2018-2019 GSTR3B 7 5
2017-2018 GSTR3B 3 3

Total amount of all Total no. of Establishments with

Financial year
establishments paid establishments delayed payments
2023-2024 0.04 1 1
2022-2023 0.05 1 1
2021-2022 0.05 1 1
2020-2021 0.05 1 1
2019-2020 0.06 1 1
2018-2019 0.07 1 1
2017-2018 0.08 1 1
2016-2017 0.02 1 1
The Company may incur penalties and fines for late filing of GST returns, which could negatively impact the
Company's financial performance. Delays in filing GST and EPF returns could harm the Company's reputation,
potentially affecting its relationships with customers, suppliers, and regulatory authorities. The Company may face
operational inefficiencies due to the need to allocate resources to address these delays, which could impact the
Company's ability to focus on its core business operations. While The Company has taken measures to rectify this by
training their own staff to handle these processes, there is no guarantee that such delays will not occur in the future.
The Company has trained its staff for GST return procedures, emphasizing timely filings and process efficiency.
They've also established proactive monitoring for filing deadlines. For EPF returns, the Company has reduced reliance
on external consultants by training their staff, ensuring better control and compliance in the filing process.
60. Our insurance coverage may not adequately protect us against possible risk of loss.
While we believe that we maintain insurance coverage in amounts consistent with industry norms, our insurance
policies do not cover all risks and are subject to exclusions and deductibles. If any or all of our facilities or project
sites are damaged, in whole or in part, and our operations are interrupted for a sustained period due to fire and similar
perils, there can be no assurance that our insurance policies will be adequate to cover the losses that may be incurred
as a result of such interruption or the costs of repairing or replacing the facilities and project sites. If we suffer a large
uninsured loss or any insured loss suffered by us significantly exceeds our insurance coverage, our business, financial
condition, results of operations and cash flows may be materially and adversely affected.
61. We benefit from our relationship with our Promoters and our business and growth prospects may decline if we
cannot benefit from this relationship.
We benefit in many ways from our relationship with our Promoters on account of their knowledge and experience of
the construction and infrastructure development and services industry. For brief profiles of our Promoters, please see
“Our Promoters and Promoter Group” on page 177. Our growth and future success are influenced, in part, by our
continued relationship with them. There is no assurance that we will be able to continue to take advantage of the
benefits from these relationships in the future. If we lose our relationship with our Promoters for any reason, our
business and growth prospects may decline and our financial condition and results of operations may be adversely
affected.

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62. Third party statistical and financial data in this 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 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
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,
labours that are suspected of being infected of COVID-19, as well as others that have come into contact with those
employees, labours or ceasing our operations as a health measure could potentially adversely affect on our business
operations or result in delays in project completion and the timely delivery of our projects to our clients. If any of our
suppliers are affected by COVID-19 to the extent that our supply chain is disrupted, this may affect our ability to
complete the project.
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 our project and ability to pay for our raw materials;
the disruptions or restrictions on our employees’ labours’ and suppliers’ ability to work and travel; any extended period
of remote work arrangements; and strain on our or our clients’ 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 Spread X Securities Private Limited as Designated Market Maker for the equity shares of our

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 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, 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. 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 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.
4. 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 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 Defense 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.
5. There is no guarantee that the Equity Shares issued pursuant to the Issue will be listed on the Emerge Platform of
National Stock Exchange of India Limited 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 National Stock Exchange of India Limited. Any failure
or delay in obtaining the approval would restrict your ability to dispose of your Equity Shares.
6. 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.
7. 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
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.
8. 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.

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 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.
9. 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.
10. 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.
11. 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 4410000 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 our Company as per the Restated Financials for the year ended on March 31,
2024, 2023 and 2022 is ₹14.47, ₹ 9.04, ₹ 6.88 and ₹ 5.84 per Equity Share, respectively.
3. The net worth of our Company as per Restated Financials as of March 31, 2024 is ₹ 1,636.01 Lakhs.
4. Average cost of acquisition of equity shares by our promoters is as follows:
Sr. No. of Equity Average Cost of Acquisition
Name of Promoters
No. Shares held per equity share (in ₹)*
1. Mr. Rajagopal Reddy Annam Reddy 4880625 2.10
2. Mrs. Mydhili Rajagopal Reddy 3750375 0.72
3. Mr. Nageswara Rao Repuri 1130250 1.49
*The average cost of acquisition of Equity Shares by our Promoters 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.
For further details, please refer to chapter titled “Capital Structure” beginning on page no. 61 of this Red Herring
Prospectus.
5. 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 Red Herring Prospectus, except pursuant to Conversion of company from private Limited to Public
Limited.

Page | 46
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 Red
Herring Prospectus.
7. Except as stated under the chapter titled “Capital Structure” beginning on page no 61 of this 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 Promoters and Promoter Group”, “Information
with respect to Group Companies/entities” and “Our Management” beginning on page no. 61, 177, 211 and 162
respectively of this 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” beginning on page 89 of the 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 Bool Running Lead Manager and
the Company Secretary & Compliance Officer, please refer to chapter titled “General Information” beginning on page
51 of this 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.

Page | 47
 SECTION IV – INTRODUCTION
THE ISSUE
PRESENT ISSUE IN TERMS OF THIS RED HERRING PROSPECTUS
Particulars Details
Equity Shares Issued*: Issue of 4410000 Equity Shares of ₹ 10/- each at a price of ₹ [●]/-
Public Issue of Equity Shares by our Company per Equity Share each aggregating to ₹ [●] Lakhs
of which
Issue Reserved for the Market Makers 240000 Equity Shares of ₹ 10/- each at an Issue Price of ₹ [●]/- per
Equity Share each aggregating to ₹ [●] Lakhs
Net Issue to the Public 4170000 Equity Shares of ₹ 10/- each at an Issue Price of ₹ [●]/- per
Equity Share each aggregating to ₹ [●] Lakhs
of which
A. QIB Portion Not more than 2082000 Equity Shares of ₹ 10/- each at an Issue
Price of ₹ [●]/- per Equity Share each aggregating to ₹ [●] Lakhs
Of which:
a) Anchor Investor Portion Not more than 1248000 Equity Shares of ₹ 10/- each at an Issue
Price of ₹ [●]/- per Equity Share each aggregating to ₹ [●] Lakhs
b) Net QIB Portion (assuming the anchor Not more than 834000 Equity Shares of ₹ 10/- each at an Issue Price
Investor Portion is fully subscribed) of ₹ [●]/- per Equity Share each aggregating to ₹ [●] Lakhs
Of which:
i. Available for allocation to Mutual Funds Not less than 39000 Equity Shares of ₹ 10/- each at an Issue Price of
only (5% of the QIB Portion (excluding ₹ [●]/- per Equity Share each aggregating to ₹ [●] Lakhs
Anchor Investor Portion)
ii. Balance of QIB Portion for all QIBs Not less than 795000 Equity Shares of ₹ 10/- each at an Issue Price
including Mutual Funds of ₹ [●]/- per Equity Share each aggregating to ₹ [●] Lakhs
B. Non-Institutional Category Not less than 627000 Equity Shares of ₹ 10/- each at an Issue Price
of ₹ [●]/- per Equity Share each aggregating to ₹ [●] Lakhs
C. Retail Portion Not less than 1461000 Equity Shares of ₹ 10/- each at an Issue Price
of ₹ [●]/- per Equity Share each aggregating to ₹ [●] Lakhs
Equity Shares outstanding prior to the Issue 11302500 Equity Shares of face value of ₹10 each
Equity Shares outstanding after the Issue 15712500 Equity Shares of face value of ₹10 each
Objects of the Issue/ Use of Issue Proceeds Please see the chapter titled “Objects of the Issue” on page 75 of
this Red Herring Prospectus
* Subject to finalization of the Basis of Allotment. Number of shares may need to be adjusted for lot size upon determination
of issue price.
Note:
(1) Fresh Issue of upto 4410000 Equity Shares in terms of Red Herring Prospectus has been authorized pursuant to a
resolution passed by our Board of Directors dated February 22, 2024. and by special resolution passed under Section
62(1) (c) of the Companies Act, 2013 at the Extra-Ordinary General Meeting of the members held on March 15,
2024.
(2) This Issue is being made in terms of Chapter IX of the SEBI (ICDR) Regulations, 2018, as amended from time to
time. For further details, please see the section titled “Issue Related Information” beginning on page 224 of this
Red Herring Prospectus.
(3) 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. Accordingly, we have allocated the Net
Issue i.e. not more than 50% of the Net Issue to QIB and not less than 35% of the Net Issue shall be available for
allocation to Retail Individual Investors and not less than 15% of the Net Issue shall be available for allocation to
Non-institutional bidders.

Page | 48
(4) 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 Book Running Book Running Lead Managers
and the Designated Stock Exchange, subject to applicable laws.
(5) 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.
(6) Our Company may, in consultation with the Book Running Lead Manager, allocate up to 60% of the QIB Portion
to Anchor Investors on a discretionary basis in accordance with the SEBI ICDR Regulations. One-third of the
Anchor Investor Portion shall be reserved for domestic Mutual Funds, subject to valid Bids being received from
domestic Mutual Funds at or above the Anchor Investor Allocation Price. In the event of under-subscription in the
Anchor Investor Portion, the remaining Equity Shares shall be added to the QIB Portion. Further, 5% of the Net
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 (other than Anchor
Investors), including Mutual Funds, subject to valid Bids being received within the offer price band. However, if
the aggregate demand from Mutual Funds is less than 5% of the Net QIB Portion, the balance Equity Shares
available for allotment in the Mutual Fund Portion will be added to the Net QIB Portion and allocated
proportionately to the QIB Bidders (other than Anchor Investors) in proportion to their Bids. For further details,
please refer section titled “Issue Procedure” beginning on page 235 of this Red Herring Prospectus.

Page | 49
 SUMMARY OF FINANCIAL INFORMATION
Sr. No Particulars Page Nos.
1. Summary Restated Financial Information SRFS- 1 to SRFS- 3

Page | 50
VL INFRA PROJECTS LIMITED
(formerly also known as VL INFRA PROJECTS PRIVATE LIMITED)
U45200GJ2014PLC081602
ANNEXURE - I
STATEMENT OF ASSETS & LIABILITIES, AS RESTATED
(₹ in Lakhs) (₹ in Lakhs)

As At As At As At As At
Particulars Note
31/03/2024 31/03/2023 31/03/2022 31/03/2021

I EQUITY AND LIABILITIES

1. Shareholders’ funds
(a) Share Capital I.1 1,130.25 753.50 274.00 274.00
(b) Reserves and surplus I.2 505.76 268.50 456.84 346.26

2. Non-current liabilities
(a) Long-term borrowings I.3 212.88 164.92 238.19 267.97
(b) Deferred tax liabilities I.4 6.55 9.69 10.60 7.14
(c) Other Non-current liabilities I.5 126.60 87.45 61.82 -
(d) Long-term provisions I.6 4.50 3.38 4.82 4.09

3. Current liabilities
(a) Short-term borrowings I.7 1,441.93 834.10 765.33 391.44
(b) Trade payables I.8
i) Due to MSME 32.77 - - -
ii) Due to Others 2,137.19 598.13 122.63 269.92
(c) Other current liabilities I.9 70.68 116.36 20.82 59.82
(d) Short-term provisions I.10 22.29 0.19 0.35 20.66
5,691.39 2,836.24 1,955.40 1,641.29

II.
1. Non-current assets
(a) Property Plant & Equipments and Intangible Assets
(i) Property Plant & Equipments I.11 337.80 186.54 196.31 181.37
(ii) Capital work-in-progress 60.03 - - 33.59
(b) Other Non Current Assets I.12 1.76 65.09 13.10 28.88

2. Current assets
(a) Investments I.13 - 10.00 25.00 -
(b) Inventories I.14 301.99 281.63 189.69 162.42
(c) Trade receivables I.15 1,663.41 758.48 531.58 565.16
(d) Cash and cash equivalents I.16 178.19 34.10 21.91 9.10
(e) Short-term loans and advances I.17 249.95 208.65 194.47 142.16
(f) Other Current Assets I.18 2,898.27 1,291.74 783.34 518.62

TOTAL 5,691.39 2,836.24 1,955.40 1,641.29

Note: The above statement should be read with the Significant Accounting Policies and Notes on Financial Statements appearing in Annexure IV & V respectively.

As per our report of even date attached

For S V J K and Associates For and on behalf of the Board of Directors

Chartered Accountants VL INFRA PROJECTS LIMITED
Firm's Registration No: 135182W

Ankit Singhal Nageswara Rao Repuri Rajagopal Reddy

Partner Whole-Time Director and CFO Managing Director
M No.: 151324 DIN:07039579 DIN:07039573
UDIN: 24151324BKESHZ5964

Place: Ahmedabad Place: Ahmedabad

Date : 13th July, 2024 Date : 13th July, 2024

SRFS - 1
VL INFRA PROJECTS LIMITED
(formerly also known as VL INFRA PROJECTS PRIVATE LIMITED)
U45200GJ2014PLC081602
ANNEXURE - II
STATEMENT OF PROFIT & LOSS, AS RESTATED
(₹ in Lakhs)

For the year ended For the year ended For the year ended For the year ended
Particulars Note
31/03/2024 31/03/2023 31/03/2022 31/03/2021

I Revenue from operations II.1 11,393.16 4,555.70 3,555.34 3,072.08

II Other Income II.2 6.89 9.44 5.36 5.49

III Total Income (I+II) 11,400.05 4,565.14 3,560.70 3,077.57

Expenses:
(a) Cost of materials consumed II.3 6,641.07 2,442.90 1,485.83 1,228.20
(b) Purchases of stock-in-trade II.4 828.41 204.00 - -
(c) Employee benefits expense II.5 147.44 119.11 105.55 120.09
(d) Finance costs II.6 196.56 134.09 130.16 120.94
(e) Depreciation and amortisation expense 48.99 38.04 34.73 11.83
(f) Other expenses II.7 2,685.83 1,317.91 1,650.14 1,478.24

IV Total expenses 10,548.31 4,256.06 3,406.42 2,959.30

-
V Profit /(Loss) before tax and Exceptional Items (III-IV) 851.74 309.08 154.28 118.26

VI Exceptional Items - - - -

VII Profit /(Loss) before tax (V-VI) 851.74 309.08 154.28 118.26

VIII Tax expense:

(a) Current tax expense 240.88 87.33 40.25 31.62
(b) Deferred tax charge/(credit) (3.14) (0.91) 3.46 3.28
237.73 86.42 43.71 34.89
IX Profit after tax for the year (VII-VIII) 614.01 222.66 110.58 83.37
Earnings per share (face value of ₹ 10/- each):
XII II.8
(Considering Bonus impact with retrospective impact)
(a) Basic (in ₹) 5.43 2.10 1.04 0.79
(b) Diluted (in ₹) 5.43 2.10 1.04 0.79

Note: The above statement should be read with the Significant Accounting Policies and Notes on Financial Statements appearing in Annexure IV & V respectively.

As per our report of even date attached

For S V J K and Associates For and on behalf of the Board of Directors

Chartered Accountants VL INFRA PROJECTS LIMITED
Firm's Registration No: 135182W

Ankit Singhal Nageswara Rao Repuri Rajagopal Reddy

Partner Whole-Time Director and CFO Managing Director
M No.: 151324 DIN:07039579 DIN:07039573
UDIN: 24151324BKESHZ5964

Place: Ahmedabad Place: Ahmedabad

Date : 13th July, 2024 Date : 13th July, 2024

SRFS - 2
VL INFRA PROJECTS LIMITED
(formerly also known as VL INFRA PROJECTS PRIVATE LIMITED)
U45200GJ2014PLC081602

ANNEXURE - III
STATEMENT OF CASH FLOW, AS RESTATED
(₹ in Lakhs)

For the period ended For the period ended For the year Ended For the year Ended
Particulars
31/03/2024 31/03/2023 31/03/2022 31/03/2021
Cash Flow From Operating Activities:
Profit Before Tax 851.74 309.08 154.28 118.26
Adjustments for:
Depreciation & Amortisation Expense 48.99 38.04 34.73 11.83
Financial Income (6.89) (9.44) (5.36) (5.49)
Interest Expense (Finance Cost) 196.56 134.09 130.16 120.94
Operating Profit before Working Capital Changes 1,090.40 471.77 313.82 245.55

Changes in Working Capital

(a) (Increase)/Decrease in Inventories (20.36) (91.94) (27.27) 12.77
(b) (Increase)/Decrease in Trade Receivables (904.93) (226.91) 33.59 (201.44)
(c) (Increase)/Decrease in Loans & Advances & Other Assets (1,801.38) (569.67) (325.13) 87.48
(d) Increase /(Decrease) in Trade Payables & Other Liabilities 1,548.24 570.88 (206.59) (75.05)

CASH GENERATED FROM OPERATIONS (88.03) 154.13 (211.58) 69.30

Net Income tax Paid/Refunded (87.33) (40.25) (32.15) (20.20)

Net Cash Flow from/(used in) Operating Activities (A) (175.36) 113.89 (243.73) 49.10

Cash Flow From Investing Activities:

(a) Sales / (Addition) in Fixed Assets & WIP (260.26) (28.27) (16.09) (110.40)
(b) (Increase) / Decrease in Investment 10.00 15.00 (25.00) -
(c) (Increase ) / Decrease in Non Current Assets 63.34 (52.00) 15.78 (28.48)
(d) Interest and other income 6.89 9.44 5.36 5.49
Net Cash Flow from/(used in) Investing Activities (B) (180.03) (55.83) (19.95) (133.39)

Cash Flow from Financing Activities:

(a) Increase/(Decrease) in Long Term Borrowings 87.10 (47.64) 32.04 84.85
(b) Increase/(Decrease) in Short Term Borrowings 607.83 68.78 373.89 93.00
(c) Issue of Share Capital - 68.50 - -
(d) Increase / ( Decrease ) in Long Term Provisions 1.12 (1.43) 0.73 4.09
(e) Interest Paid (196.56) (134.09) (130.16) (120.94)
Net Cash Flow from/(used in) Financing Activities (C) 499.49 (45.88) 276.49 61.00

NET INCREASE IN CASH & CASH EQUIVALENTS (A)+(B)+(C ) 144.10 12.18 12.81 (23.29)
OPENING BALANCE – CASH & CASH EQUIVALENT 34.10 21.91 9.10 32.39
CLOSING BALANCE - CASH & CASH EQUIVALENT 178.20 34.09 21.91 9.10

As per our Report of even date

For S V J K and Associates For and on Behalf of the Board

Chartered Accountants VL INFRA PROJECTS LIMITED
Firm's Registration No: 135182W

Nageswara Rao Repuri Rajagopal Reddy

Whole-Time Director and CFO Managing Director
Ankit Singhal DIN:07039579 DIN:07039573
M No.: 151324
UDIN: 24151324BKESHZ5964

Place: Ahmedabad Place: Ahmedabad

Date : 13th July, 2024 Date : 13th July, 2024

SRFS - 3
 SECTION V – GENERAL INFORMATION

Our Company was originally incorporated as “V.L.Infraprojects Private Limited” as a private limited company under the
provisions of the Companies Act, 2013 and received a certificate of incorporation dated December 19, 2014 from the
Registrar of Companies, Gujarat. Later our Company was converted into a Public Limited Company pursuant to special
resolution passed by our shareholders in the Extra-ordinary General Meeting of our Company held on August 22, 2023 and
the name of our Company was changed to “V.L.Infraprojects Limited”. A fresh Certificate of Incorporation consequent
upon Conversion from Private Limited Company to Public Limited Company dated September 01, 2023 was issued by the
Registrar of Companies, Ahmedabad. The Corporate Identification Number of our Company is
U45200GJ2014PLC081602. For details of change in registered office of our Company, please refer to chapter titled
“History and Corporate Structure” beginning on page no. 149 of this Red Herring Prospectus.
BRIEF INFORMATION ON COMPANY AND ISSUE
Particulars Details
Name of Issuer V.L.Infraprojects Limited
Registered Office 716, Shivalik Satyamev, Near Vakil Saheb Bridge Bopal, Ahmedabad - 380058,
Gujarat, India;
Telephone No.: +91 99988 50177; Web site: www.vlil.in
E-Mail: [email protected]
Contact Person: Ms. Anjali Mukeshbhai Samani
Date of Incorporation December 19, 2014
Company Identification Number U45200GJ2014PLC081602
Company Registration Number 081602
Company Category Company Limited by Shares
Registrar of Company ROC- Ahmedabad
Address of the RoC ROC Bhavan, Opp Rupal Park Society, Behind Ankur Bus Stop, Naranpura,
Ahmedabad-380013, Gujarat.
Phone: 079-27438531
Company Secretary and Ms. Anjali Mukeshbhai Samani
Compliance Officer V.L.Infraprojects Limited
716, Shivalik Satyamev, Near Vakil Saheb Bridge Bopal, Ahmedabad- 380058,
Gujarat, India;
Telephone No.: +91 99988 50177; Web site: www.vlil.in;
E-Mail: [email protected]
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 Bid/Issue Tuesday July 23, Bid/Issue Thursday July 25,
Opens On: 2024 Closes On: 2024
Note:
Investors can contact the Company Secretary and 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 hereinabove.
BOARD OF DIRECTORS OF OUR COMPANY
Presently our Board of Directors comprises of following Directors.

Page | 51
 Sr.
Name Designation Address DIN
No.
Chairman, 80, Baleshwar Upvan, Bopal-ghuma Road,
Managing Director near HDFC Bank, (Ghuma Branch),
Mr. Rajagopal Reddy
1. and Ghuma, Daskroi, Bopal, Ahmedabad, 07039573
Annam Reddy
Chief Executive Gujarat – 380058
Officer
80, Baleshwar Upvan, Bopal-ghuma Road,
Mrs. Mydhili Rajagopal Whole Time near HDFC Bank, (Ghuma Branch),
2. 07039579
Reddy Director Ghuma, Daskroi, Bopal, Ahmedabad,
Gujarat – 380058
Whole Time Plot No. 116/E and F, Flat No. 302, Sri
Director and Kedarnath Residency, Mayuri Nagar
3. Mr. Nageswara Rao Repuri 09121019
Chief Financial Colony, Miyapur, Tirumalagiri,
Officer Hyderabad, Telangana-500049
H. No. 6-5-29/107, Manasa Pride,
Independent
4. Mr. Mallikarjuna Katta Harithavanam Colony, Bachupally, 10212802
Director
Rangareddi, Andhra Pradesh-500090
203, Shakuntal Appartment, B/H Drive in
Mr. Kamleshkumar Kantilal Independent Cinema, Opp Sarthi-3, Thaltej,
5. 10212799
Wakharia Director Ahmedabad City, Memnagar, Ahmedabad,
Gujrat-380052
5-153, RB Reddy Nagar Colony,
Mr. Venkata Rama Krishna Independent
6. Almasguda, K.V. Rangareddy Telangana- 10212750
Akella Director
500058
For further details pertaining to the education qualification and experience of our directors, please refer the chapter titled
“Our Management” beginning on Page no. 162 of this Red herring Prospectus.
DETAILS OF KEY MARKET INTERMEDIARIES PERTAINING TO THIS ISSUE AND OUR COMPANY

BOOK RUNNING LEAD MANAGER TO THE REGISTRAR TO THE ISSUE

ISSUE

BEELINE CAPITAL ADVISORS PRIVATE SKYLINE FINANCIAL SERVICES PRIVATE

LIMITED LIMITED
SEBI Registration Number: INM000012917 D-153A, 1st Floor, Okhla Industrial Area Phase-I, New
Address: B 1311-1314, Thirteenth Floor, Shilp Delhi – 110020, India
Corporate Park, Rajpath Rangoli Road, Thaltej, Tel. No.: 011-40450193-197
Ahmedabad- 380054, Gujarat, India. Fax: 011-26812683-82
Telephone Number: 079 49185784 Email: [email protected]
Email Id: [email protected]. Website: www.skylinerta.com
Investors Grievance Id: [email protected] Investor Grievance Email: [email protected]
Website: www.beelinemb.com Contact Person: Mr. Anuj Rana
Contact Person: Mr. Nikhil Shah SEBI Registration No.: INR000003241
CIN: U67190GJ2020PTC114322 CIN: U74899DL1995PTC071324
STATUTORY AUDITORS OF THE COMPANY PEER REVIEW AUDITORS OF THE ISSUE
M/s. PARY & Co. M/s. SVJK and Associates
Chartered Accountants Chartered Accountants
Address: Flat no. 6, 8-2-703/VJ/6, Vijay Villa, 2nd Floor, Address: 813, 1 Square Business Park, Near Shukan
Road No 12, Bajara Hills, Hyderabad-500034 mall, Science city road, Sola, Ahmedabad-380060

Page | 52
 Tel. No.: 9603117555 Tel. No.: +91 93775 11790
Contact Person: CA P Vamshi Krishna Reddy Contact Person: CA Reeturaj Verma
Email Id: [email protected] Email Id: [email protected]
Membership No.: 224674 Membership No.: 193591
Peer Review No.: 014555 Peer Review No.: 014698
Firm Registration No: 007288C Firm Registration No: 135182W
BANKERS TO THE COMPANY LEGAL ADVISOR TO THE ISSUE
State Bank of India (SBI) ANA ADVISORS
Address: 1-2, Shukan Business Centre, Near Swastik Address: 118 Shila Vihar, Gokulpura, Kalwar Road
Char Rasta, C.G. Road, Ahmedabad-380009 Jhotwara, Jaipur-302012
Email: [email protected] Email: [email protected]
Contact Person: Shivam Contact Person: Kamlesh Kumar Goyal
Tel No.: +91-98879 06529
BANKERS TO THE ISSUE, REFUND BANKER SYNDICATE MEMBER & MARKET MAKER
AND SPONSOR BANK
Axis Bank Limited SPREAD X SECURITIES PRIVATE LIMITED
Address: GF, Abhishree Adroit, Nr. Mansi Circle, Address: Shilp Corporate Park, B Block, 13th Floor, B-
Vastrapur, Ahmedabad – 380015. 1309, Near Rajpath Club, Rajpath Rangoli Road, S. G.
Phone No.: 9925001178 Highway, Ahmedabad – 380054, Gujarat, India
Email ID: [email protected] Tel: +91 79 6907 2018
Website: www.axisbank.com Contact Person: Mrs. Khushbu Nikhilkumar Shah
Contact Person: Shilpa Rathod Email Id: [email protected]
Designation: Senior Vice President Website: www.spreadx.in

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

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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.
BROKERS TO THE ISSUE
All members of the recognized stock exchanges would be eligible to act as Brokers to the Issue.
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 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.
DEBENTURE TRUSTEES
As the Issue is of Equity Shares, the appointment of Debenture trustees is not required.
TRUSTEES
As the Issue is of Equity Shares, the appointment of Trustees is not mandatory.
MONITORING AGENCY
As per Regulation 262(1) of the SEBI (ICDR) Regulations, 2018 as amended, the requirement of Monitoring Agency is
not mandatory if the Issue size is below Rs. 10000.00 Lakhs.
Pursuant to Regulation 32(3) of the SEBI (LODR) Regulations, 2015, our Company shall on a half yearly basis disclose to
the Audit Committee the uses and application of the Net Proceeds. Until such time as any part of the Net Proceeds remains
unutilized, our Company will disclose the utilization of the Net Proceeds under separate heads in our Company’s balance
sheet(s) clearly specifying the amount of and purpose for which Net Proceeds have been utilized so far, and details of
amounts out of the Net Proceeds that have not been utilized so far, also indicating interim investments, if any, of such
unutilized Net Proceeds. In the event that our Company is unable to utilize the entire amount that we have currently
estimated for use out of the Net Proceeds in a fiscal, we will utilize such unutilized amount in the next fiscal.
Further, in accordance with Regulation 32(1)(a) of the SEBI (LODR) Regulations, 2015, our Company shall furnish to the
Stock Exchanges on a half yearly basis, a statement indicating material deviations, if any, in the utilization of the Net
Proceeds for the objects stated in this Red Herring Prospectus.
APPRAISING ENTITY
No appraising entity has been appointed in respect of any objects of this Issue.
FILING OF DRAFT RED HERRING PROSPECTUS/ RED HERRING PROSPECTUS/PROSPECTUS WITH
THE BOARD AND THE REGISTRAR OF COMPANIES
The Draft Red Herring Prospectus was 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 was not filed with SEBI nor SEBI has issued 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 has been available on website of the company www.vlil.in, Book Running Lead
Manager www.beelinemb.com and stock exchange www.nseindia.com.
A copy of the Red Herring Prospectus, along with the material documents and contracts required to be filed, will be filed
with the RoC in accordance with Section 32 of the Companies Act and a copy of the Prospectus required to be filed under
Section 26 of the Companies Act, will be filed with the RoC situated at Registrar of Companies, Gujarat and through the
electronic portal at http://www.mca.gov.in/mcafoportal.
CHANGES IN AUDITORS

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No changes have taken place in the Auditors during the last three years preceding the date of this Red Herring Prospectus
except as disclosed below:

Initial Date of Date of

Particulars Appointment Appointment / Reason for change
Resignation

M/s. Srinivasa Rao K & Co. Resigned from Statutory

Address: H.No.8-3-949/1/1, Flat No. 203, Sri Auditors of the company
Sai Estates, Nagarjuna Nagar, Ameerpet, as M/s. Srinivasa Rao K
Hyderabad - 500 703. & Co isn't a Peer
Tel No.: + 91 970 115 5118 Reviewed Firm and
company is planning to
Email ID: [email protected]
June 11, 2021 February 05, 2024 come up with an Initial
Membership No.: 230175 Public Offer and as per
FRN: 016416S SEBI Listing
Contact Person: G Sravanthi Regulations, Listed
Company should have a
Peer Reviewed Statutory
Auditors.
M/s. PARY & Co.
Chartered Accountants
Address: Flat no. 6, 8-2-703/VJ/6, Vijay
Villa, 2nd Floor, Road No 12, Bajara Hills,
Hyderabad-500034
Tel. No.: 9603117555 Appointment to fill
Contact Person: CA P Vamshi Krishna February 13, 2024
Causal Vacancy
Reddy
Email Id: [email protected]
Membership No.: 224674
Peer Review No.: 014555
Firm Registration No: 007288C

BOOK BUILDING PROCESS

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 in all editions of the English
national newspaper Financial Express, all editions of Hindi national newspaper Jansatta and in Regional newspaper
Financial Express 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 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 Offer shall be available for allocation
on a proportionate basis to QIBs, provided that our Company may in consultation with the BRLM allocate upto 60% of the

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QIB Portion to Anchor Investors on a discretionary basis in accordance with the SEBI (ICDR) Regulations (the “Anchor
Investor Portion”), out of which one third shall be reserved for domestic Mutual Funds, subject to valid Bids being received
from domestic Mutual Funds at or above the Anchor Investor Offer Price. 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 Offer 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, except Anchor Investors, 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. Further, Anchor Investors cannot withdraw their Bids after the
Anchor Investor Bid/ Issue Period. Allocation to the Anchor Investors will be on a discretionary basis.
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 (except Anchor Investors) applying in a public Offer
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 offer 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 are invited to the chapter titled “Issue Procedure” beginning on page 217 of the Red Herring
Prospectus.
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
Offer.
For further details on the method and procedure for Bidding, please see section entitled “Issue Procedure” on page 217 of
this 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; 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.
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 Offer Price at or below such Cut-Off Price, i.e., at or below ₹ 22.00. All

Page | 56
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 235 of this 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 Offer 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 Red Herring Prospectus
and in the Bid cum Application Form;
Bid/Issue Program:
Event Indicative Dates
Bid/Issue Opening Date Tuesday, July 23, 2024*
Bid/Issue Closing Date Thursday, July 25, 2024
Finalization of Basis of Allotment with the Designated Stock Exchange On or before Friday July 26, 2024
Initiation of Allotment / Refunds / Unblocking of Funds from ASBA On or before Monday July 29, 2024
Account or UPI ID linked bank account
Credit of Equity Shares to Demat accounts of Allottees On or before Monday July 29, 2024
Commencement of trading of the Equity Shares on the Stock Exchange On or before Tuesday July 30, 2024
* Our Company in consultation with the Book Running Lead Manager may 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 in accordance with the SEBI ICDR Regulations.
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 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 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 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

Page | 57
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
The Company and the Book Running Lead Manager to the issue hereby confirm that the issue is 100% Underwritten by
Beeline Capital Advisors Private Limited in the capacity of Underwriter to the issue.
Pursuant to the terms of the Underwriting Agreement dated July 11, 2024 entered into by Company and Underwriter –
Beeline Capital Advisors Private Limited, the obligations of the Underwriter are subject to certain conditions specified
therein. The Details of the Underwriting commitments are as under:
Amount % of the total
No. of shares
Details of the Underwriter Underwritten Issue Size
underwritten
(₹ in Lakh) Underwritten
BEELINE CAPITAL ADVISORS PRIVATE LIMITED
Address: B 1311-1314 Thirteenth Floor, Shilp Corporate Park,
Rajpath Rangoli Road, Thaltej, Ahmedabad - 380054, Gujarat,
India.
Tel No: +91 79 4918 5784 4410000 [●] 100%
Email Id: [email protected]
Investor Grievance Id: [email protected]
Website: www.beelinemb.com
Contact Person: Mr. Nikhil Shah
*Includes 240000 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.
As per Regulation 260(2) of SEBI (ICDR) Regulations, the Book Running Lead Manager has agreed to underwrite to a
minimum extent of Issue out of its own account.
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

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Our Company and the Book Running Lead Manager have entered into an agreement dated July 11, 2024 with the following
Market Maker to fulfil the obligations of Market Making:
Name SPREAD X SECURITIES PRIVATE LIMITED
Correspondence Address: Shilp Corporate Park, B Block, 13th Floor, B-1309, Near Rajpath Club, Rajpath Rangoli
Road, S. G. Highway, Ahmedabad – 380054, Gujarat, India
Tel No.: +91 79 6907 2018
E-mail: [email protected]
Website: www.spreadx.in
Contact Person: Mrs. Khushbu Nikhilkumar Shah
SEBI Registration No.: INZ000310930
The Market Maker shall 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 offered by the Market
Maker(s).
2. The prices quoted by Market Maker shall be in compliance with the Market Maker Spread Requirements and
other particulars as specified or as per the requirements of SME Platform of NSE (NSE EMERGE) and SEBI
from time to time
3. 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 offer their holding to the Market Maker(s) (individually or jointly) in that scrip
provided that he sells his entire holding in that scrip in one lot along with a declaration to the effect to the
selling broker.
4. The Market Maker shall not sell in lots less than the minimum contract size allowed for trading on the SME
Platform (in this case currently the minimum trading lot size is [●] equity shares; however, the same may be
changed by the SME Platform of NSE from time to time).
5. 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
240000 Equity Shares ought to be allotted under this Issue). Any Equity Shares allotted to Market Maker under
this Issue over and above 240000 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 reduces to 24% of
Issue Size, the Market Maker will resume providing 2-way quotes.
6. The Inventory Management and Buying/Selling Quotations and its mechanism shall be as per the relevant
circulars issued by SEBI and SME Platform of National Stock Exchange of India Limited i.e. NSE EMERGE
from time to time.
7. 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.
8. Execution of the order at the quoted price and quantity must be guaranteed by the Market Maker(s), for the
quotes given by him.
9. 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.
10. 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.
11. The Marker maker may also be present in the opening call auction, but there is no obligation on him to do so.
12. 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.
13. The Market Maker(s) shall have the right to terminate said arrangement by giving a one months’ notice or on

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 mutually acceptable terms to the Book Running Lead Manager, who shall then be responsible to appoint a
replacement Market Maker(s) and execute a fresh arrangement.
In case of termination of the above mentioned Market Making agreement prior to the completion of the
compulsory Market Making period, it shall be the responsibility of the Book Running 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 the SEBI (ICDR) Regulations, 2018, as amended. Further our Company and the Book
Running 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 of Designated Market Makers
does not exceed five or as specified by the relevant laws and regulations applicable at that particulars point of
time. The Market Making Agreement is available for inspection at our office from 11.00 a.m. to 5.00 p.m. on
working days.
14. Risk containment measures and monitoring for Market Makers: NSE SME Exchange will have all margins,
which are applicable on the NSE 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.
15. 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.
16. 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:
i. 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.
ii. In case equilibrium price is not discovered in the Call Auction, the price band in the normal trading session
shall be 5% of the Offer price.
Additionally, the trading shall take place in TFT segment for first 10 days from commencement of trading.
The following spread will be applicable on the SME Exchange Platform.
S. No. Market Price Slab (In ₹) Proposed spread (in % to sale price)
1. Up to 50 9
2. 50 to 75 8
3. 75 to 100 6
4. Above 100 5
17. Punitive Action in case of default by Market Makers: NSE SME Exchange 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
(offering 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.
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.
18. 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:
Issue Size Buy quote exemption threshold Re-Entry threshold for buy
(including mandatory initial quote (including mandatory initial
inventory of 5% of the Issue Size) inventory of 5% of the Issue Size)
Up to ₹20 Crore 25% 24%
₹ 20 to ₹ 50 Crore 20% 19%
₹ 50 to ₹ 80 Crore 15% 14%
Above ₹ 80 Crore 12% 11%
All the above-mentioned conditions and systems regarding the Market Making Arrangement are subject to
change based on changes or additional regulations and guidelines from SEBI and Stock Exchange from time.

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 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 Red Herring Prospectus, is set forth below:
(₹ In Lakh except per share amount)
Sr. Aggregate Aggregate value
Particulars
No. Nominal value at issue price
1. AUTHORIZED SHARE CAPITAL
17000000 Equity Shares of face value of ₹ 10/- each 1700.00 -
2. ISSUED, SUBSCRIBED AND PAID-UP EQUITY SHARE
CAPITAL BEFORE THE ISSUE
11302500 Equity Shares of face value of ₹ 10/- each 1130.25 -
3. PRESENT ISSUE IN TERMS OF THE RED HERRING
PROSPECTUS*
Issue of 4410000 Equity Shares of ₹ 10/- each at a price of ₹ [●]/- per
441.00 [●]
Equity Share.
Which comprises
Reservation for Market Maker:
240000 Equity Shares of ₹ 10/- each at an Issue Price of ₹ [●]/- per 24.00 [●]
Equity Share reserved as Market Maker Portion
Net Issue to Public:
4170000 Equity Shares of ₹ 10/- each at an Issue Price of ₹ [●]/- per 417.00 [●]
Equity Share to the Public
Net Issue to Public consists of
Allocation to Qualified Institutional Buyers:
Not more than 2082000 Equity Shares of ₹ 10/- each at an Issue Price
208.20 [●]
of ₹ [●]/- per Equity Share will be available for allocation to Qualified
Institutional Buyers
Allocation to Non-Institutional Investors:
At least 627000 Equity Shares of ₹ 10/- each at an Issue Price of ₹ [●]/-
62.70 [●]
per Equity Share will be available for allocation to Non-Institutional
Investors
Allocation to Retail Individual Investors:
At least 1461000 Equity Shares of ₹ 10/- each at an Issue Price of ₹ [●]/- 146.10 [●]
per Equity Share will be available for allocation to Retail Investors
4. PAID UP EQUITY CAPITAL AFTER THE ISSUE
1,571.25 -
15712500 Equity Shares of ₹ 10/- each
5. SECURITIES PREMIUM ACCOUNT Before the Issue Nil
After the Issue [●]
* The Present Issue of upto 4410000 Equity Shares in terms of this Red Herring Prospectus has been authorized pursuant
to a resolution of our Board of Directors dated February 22, 2024 and by special resolution passed under Section 62(1)(c)
of the Companies Act, 2013 at an Extra-Ordinary General Meeting of the members held on March 15, 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 Red Herring Prospectus.
Our Company does not have any partly paid-up equity shares as on the date of this Red Herring Prospectus.
Our Company does not have any outstanding convertible instruments as on the date of the Red Herring Prospectus.
NOTES TO THE CAPITAL STRUCTURE:
1. Changes in the Authorized Share Capital of our Company:

Page | 61
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 10000 1.00 N.A. N.A.
2. Increase in authorized equity
share capital from ₹ 1.00 Lakhs to 500000 50.00 July 02, 2015 EGM
₹ 50.00 Lakhs
3. Increase in authorized equity
November 25,
share capital from ₹ 50.00 Lakhs 1000000 100.00 EGM
2017
to ₹ 100.00 Lakhs
4. Increase in authorized equity
share capital from ₹ 100.00 Lakhs 3000000 300.00 June 30, 2020 EGM
to ₹ 300.00 Lakhs
5. Increase in authorized equity
share capital from ₹ 300.00 Lakhs 6850000 685.00 March 13, 2023 EGM
to ₹ 685.00 Lakhs
6. Increase in authorized equity
share capital from ₹ 685.00 Lakhs 7535000 753.50 March 20, 2023 EGM
to ₹ 753.50 Lakhs
7. Increase in authorized equity
share capital from ₹ 753.50 Lakhs 17000000 1700.00 October 23, 2023 EGM
to ₹ 1700.00 Lakhs
History of Paid-up Share Capital:
Our existing Paid-up Equity Share Capital has been subscribed and allotted in the manner set forth below:
Cumulative Cumulative
No. of Face Issue Cumulative
Paid-up Share
Date of Nature of Equity value price Nature of Number of
share Premium
allotment allotment Shares (In (In consideration Equity
Capital (In ₹
allotted ₹) ₹) Shares
(₹ in Lakh) Lakhs)
Subscription
to
December
Memorandum 10000 10 10 Cash 10000 1.00 Nil
19, 2014
of Association
(1)

December Other than Nil

Bonus Issue (2) 190000 10 Nil 200000 20.00
26, 2015 Cash
January Further Issue Nil
(3) 290000 10 10 Cash 490000 49.00
13, 2016
January Nil
Right Issue (4) 10000 10 10 Cash 500000 50.00
18, 2016
December Private
310000 10 10 Cash 810000 81.00 Nil
1, 2017 Placement (5)
December Conversion of Other than
190000 10 10 1000000 100.00 Nil
1, 2017 Loan (6) Cash
June 30, Bonus Issue (7) Other than
1740000 10 Nil 2740000 274.00 Nil
2020 Cash

Page | 62
 Cumulative Cumulative
No. of Face Issue Cumulative
Paid-up Share
Date of Nature of Equity value price Nature of Number of
share Premium
allotment allotment Shares (In (In consideration Equity
Capital (In ₹
allotted ₹) ₹) Shares
(₹ in Lakh) Lakhs)
March 15, Bonus Issue (8) Other than 6850000 685.00 Nil
4110000 10 Nil
2023 Cash
March 31, Rights Issue 7535000 753.50 Nil
(9) 685000 10 10 Cash
2023
October Bonus Issue Other than 11302500 1130.25 Nil
(10) 3767500 10 Nil
30, 2023 Cash
(1)
The details of Initial Subscription to Memorandum of Association of 10000 Equity Shares on December 19, 2014, are
as follows:
Sr. No. of Equity Face Value per Issue Price per
Name of Allottees
No. Shares Allotted share (in ₹) share (in ₹)
1. Mr. Rajagopal Reddy Annam Reddy 5000
10 10
2. Mrs. Mydhili Rajagopal Reddy 5000
Total 10000 10 10
(2)
The details of allotment of 190000 Bonus Equity Shares made on December 26, 2015 in ratio of 19:1 i.e., 19 (Nineteen)
fully paid-up Equity Shares for every 1 (One), out of free reserves, are as follows:
Sr. No. of Equity Face Value per Issue Price per
Name of Allottees
No. Shares Allotted share (in ₹) share (in ₹)
1. Mr. Rajagopal Reddy Annam Reddy 95000
10 Nil
2. Mrs. Mydhili Rajagopal Reddy 95000
Total 190000 10 Nil
(3)
The details of allotment of 290000 Equity shares made on January 13, 2016, 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. Mr. Rajagopal Reddy Annam Reddy 70000
2. Mrs. Mydhili Rajagopal Reddy 70000
3. Ms. Hansa K Chaudhari 50000 10 10
4. Mr. Radha Krishna Reddy Annam Reddy 50000
5. Mr. Nageswara Rao Repuri 50000
Total 290000 10 10
(4)
The details of allotment of 10000 Equity Shares made on January 18, 2016, by way of Right 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. Mr. Rajagopal Reddy Annam Reddy 5000
10 10
2. Mrs. Mydhili Rajagopal Reddy 5000
Total 10000 10 10
(5)
The details of allotment of 310000 Equity Shares made on December 1, 2017, by way of Private Placement, are as
follows:
Sr. No. of Equity Face Value per Issue Price per
Name of Allottees
No. Shares Allotted share (in ₹) share (in ₹)
1. Mrs. Mydhili Rajagopal Reddy 190000
2. Mr. Nageswara Rao Repuri 50000
10 10
3. Ms Dhartiben Anilkumar Trivedi 50000
4. Mr. Ravi Teja Marriboyena 20000

Page | 63
 Sr. No. of Equity Face Value per Issue Price per
Name of Allottees
No. Shares Allotted share (in ₹) share (in ₹)
Total 310000 10 10
(6)
The details of allotment of 190000 Equity Shares made on December 1, 2017, by way of conversion of loan, are as
follows:
Sr. No. of Equity Face Value per Issue Price per
Name of Allottee
No. Shares Allotted share (in ₹) share (in ₹)
1. Mr. Rajagopal Reddy Annam Reddy 190000 10 10
Total 190000 10 10
(7)
The details of allotment of 1740000 Bonus Equity Shares made on June 30, 2020 in ratio of 1740:1000 i.e., 1740 (One
Thousand Seven Hundred Forty) fully paid-up Equity Shares for every 1000 (One Thousand), out of free reserves, are as
follows:
Sr. No. of Equity Face Value per Issue Price per
Name of Allottees
No. Shares Allotted share (in ₹) share (in ₹)
1. Mr. Rajagopal Reddy Annam Reddy 635100
2. Mrs. Mydhili Rajagopal Reddy 635100
3. Mr. Radha Krishna Reddy Annam Reddy 87000
10 Nil
4. Mr. Nageswara Rao Repuri 174000
5. Ms. Dhartiben Anilkumar Trivedi 174000
6. Mr. Ravi Teja Marriboyena 34800
Total 1740000 10 Nil
(8)
The details of allotment of 4110000 Bonus Equity Shares made on March 15, 2023 in ratio of 3:2 i.e., 3 (Three) fully
paid-up Equity Shares for every 2 (Two), out of free reserves, are as follows:
Sr. No. of Equity Face Value per Issue Price per
Name of Allottees
No. Shares Allotted share (in ₹) share (in ₹)
1. Mr. Rajagopal Reddy Annam Reddy 1500150
2. Mrs. Mydhili Rajagopal Reddy 1500150
3. Mr. Radha Krishna Reddy Annam Reddy 205500
10 Nil
4. Mr. Nageswara Rao Repuri 411000
5. Ms. Dhartiben Anilkumar Trivedi 411000
6. Mr. Ravi Teja Marriboyena 82200
Total 4110000 10 Nil
(9)
The details of allotment of 685000 Equity Shares made on March 31, 2023, by way of Rights 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. Mr. Rajagopal Reddy Annam Reddy 616500
10 10
2. Mr. Nageswara Rao Repuri 68500
Total 685000 10 10
(10)
The details of allotment of 3767500 Bonus Equity Shares made on October 30, 2023 in ratio of 2:1 i.e., 2 (Two) fully
paid-up Equity Shares for every 1 (One), out of free reserves, are as follows:
Sr. No. of Equity Face Value per Issue Price per
Name of Allottees
No. Shares Allotted share (in ₹) share (in ₹)
1. Mr. Rajagopal Reddy Annam Reddy 1626875
2. Mrs. Mydhili Rajagopal Reddy 1250125
3. Mr. Radha Krishna Reddy Annam Reddy 171250 10 Nil
4. Mr. Nageswara Rao Repuri 376750
5. Ms. Dhartiben Anilkumar Trivedi 113059

Page | 64
 Sr. No. of Equity Face Value per Issue Price per
Name of Allottees
No. Shares Allotted share (in ₹) share (in ₹)
6. Mr. Anil Natvarlala Trivedi 113025
7. Mr. Mukesh Dhanjibhai Patel 116416
Total 3767500 10 Nil
2. Except as disclosed below, we have not issued any Equity shares for consideration other than Cash.
i. The details of allotment of 190000 Bonus Equity Shares made on December 26, 2015 in ratio of 19:1 i.e., 19
(Nineteen) fully paid-up Equity Shares for every 1 (One), out of free reserves, are as follows:
Sr. No. of Equity Face Value per Issue Price per
Name of Allottees
No. Shares Allotted share (in ₹) share (in ₹)
1. Mr. Rajagopal Reddy Annam Reddy 95000
10 Nil
2. Mrs. Mydhili Rajagopal Reddy 95000
Total 190000 10 Nil
ii. The details of allotment of 1740000 Bonus Equity Shares made on June 30, 2020 in ratio of 1740:1000 i.e., 1740
(One Thousand Seven Hundred Forty) fully paid-up Equity Shares for every 1000 (One Thousand), out of free
reserves, are as follows:
Sr. No. of Equity Face Value per Issue Price per
Name of Allottees
No. Shares Allotted share (in ₹) share (in ₹)
1. Mr. Rajagopal Reddy Annam Reddy 635100
2. Mrs. Mydhili Rajagopal Reddy 635100
3. Mr. Radha Krishna Reddy Annam Reddy 87000
10 Nil
4. Mr. Nageswara Rao Repuri 174000
5. Ms. Dhartiben Anilkumar Trivedi 174000
6. Mr. Ravi Teja Marriboyena 34800
Total 1740000 10 Nil
iii. The details of allotment of 4110000 Bonus Equity Shares made on March 15, 2023 in ratio of 3:2 i.e., 3 (Three) fully
paid-up Equity Shares for every 2 (Two), out of free reserves, are as follows:
Sr. No. of Equity Face Value per Issue Price per
Name of Allottees
No. Shares Allotted share (in ₹) share (in ₹)
1. Mr. Rajagopal Reddy Annam Reddy 1500150
2. Mrs. Mydhili Rajagopal Reddy 1500150
3. Mr. Radha Krishna Reddy Annam Reddy 205500
10 Nil
4. Mr. Nageswara Rao Repuri 411000
5. Ms. Dhartiben Anilkumar Trivedi 411000
6. Mr. Ravi Teja Marriboyena 82200
Total 4110000 10 Nil
iv. The details of allotment of 3767500 Bonus Equity Shares made on October 30, 2023 in ratio of 2:1 i.e., 2 (Two) fully
paid-up Equity Shares for every 1 (One), out of free reserves, are as follows:
Sr. No. of Equity Face Value per Issue Price per
Name of Allottees
No. Shares Allotted share (in ₹) share (in ₹)
1. Mr. Rajagopal Reddy Annam Reddy 1626875
2. Mrs. Mydhili Rajagopal Reddy 1250125
3. Mr. Radha Krishna Reddy Annam Reddy 171250
4. Mr. Nageswara Rao Repuri 376750 10 Nil
5. Ms. Dhartiben Anilkumar Trivedi 113059
6. Mr. Anil Natvarlala Trivedi 113025
7. Mr. Mukesh Dhanjibhai Patel 116416
Total 3767500 10 Nil

Page | 65
3. Our Company has not allotted any Equity Shares pursuant to any scheme approved under Section 230 to 234 of the
Companies Act, 2013.
4. Our Company has not revalued its assets since inception and has not issued any Equity Shares (including bonus shares)
by capitalizing any revaluation reserves.
5. Our Company has not made allotment at price lower than the Issue Price during past one year from the date of the
Red Herring Prospectus except mentioned below:
The details of allotment of 4110000 Bonus Equity Shares made on March 15, 2023 in ratio of 3:2 i.e., 3 (Three) fully paid-
up Equity Shares for every 2 (Two), out of free reserves, are as follows:
Sr. No. of Equity Face Value per Issue Price per
Name of Allottees
No. Shares Allotted share (in ₹) share (in ₹)
1. Mr. Rajagopal Reddy Annam Reddy 1500150
2. Mrs. Mydhili Rajagopal Reddy 1500150
3. Mr. Radha Krishna Reddy Annam Reddy 205500
10 Nil
4. Mr. Nageswara Rao Repuri 411000
5. Ms. Dhartiben Anilkumar Trivedi 411000
6. Mr. Ravi Teja Marriboyena 82200
Total 4110000 10 Nil
The details of allotment of 3767500 Bonus Equity Shares made on October 30, 2023 in ratio of 2:1 i.e., 2 (Two) fully paid-
up Equity Shares for every 1 (One), out of free reserves, are as follows
Sr. No. of Equity Face Value per Reason for
Name of Allottee
No. Shares Allotted share (in ₹) allotment
1. Mr. Rajagopal Reddy Annam Reddy 1626875
2. Mrs. Mydhili Rajagopal Reddy 1250125
3. Mr. Radha Krishna Reddy Annam Reddy 171250 Capitalization of
4. Mr. Nageswara Rao Repuri 376750 10 reserves and
5. Ms. Dhartiben Anilkumar Trivedi 113059 Surplus
6. Mr. Anil Natvarlala Trivedi 113025
7. Mr. Mukesh Dhanjibhai Patel 116416
Total 3767500 10 -
6. 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)
Regulations, 2021.
7. 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
Promoter
Non-
Sr. and Public
Particular Yes/No Promoter –
No. Promoter shareholder
Non-Public
Group
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?

Page | 66
 Promoter
Non-
Sr. and Public
Particular Yes/No Promoter –
No. Promoter shareholder
Non-Public
Group
Whether the Company has any shares in locked-in?
5. No No No No
*
Whether any shares held by promoter 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. No No No No
beneficial owner?
* All Pre-IPO Equity Shares of our Company will be locked-in prior to listing of shares on Emerge Platform of NSE.

Page | 67
Table I - Summary Statement holding of Equity Shares
Number of Voting Rights held in each class Sharehold Number

Shareholding as a % of total no. of shares (calculated

Number of equity shares held in dematerialized form

of securities (IX) ing, as a of shares

No of shares Underlying Outstanding convertible

Number

No. Of shares underlying Depository Receipts

% pledged
of Locked

No. Of Partly paid-up equity shares held

assuming or

No. of fully paid-up equity shares held

in shares

securities (Including Warrants) (X)

No of Voting (XIV) Rights full otherwise
(XII)
Category of shareholder (II)

conversio encumbe

(VIII) As a % of (A+B+C2)
(VII) = (IV)+(V)+ (VI)
Nos. Of shareholders n of red (XIII)

as per SCRR, 1957)

Total nos. shares
convertibl
e

As a % of total shares held (b)

As a % of total shares held (b)

Sr. No. (I)

Total as a % of
securities
(III)

held
(IV)

(VI)

(A+B+C)
(V)
(as a
percentag

Class (eg: X)

Class (eg: Y)
e of

No. (a)

No. (a)
Total
diluted
share
capital)
(XI)=(VII
)+(X) as a
% of
(A+B+C2)
Promoters
&
(A) 4 10275000 - - 10275000 90.91 10275000 - 10275000 90.91 - 90.91 - - - - 10275000
Promoter
Group
(B) Public 3 1027500 - - 1027500 9.09 1027500 - 1027500 9.09 - 9.09 - - - - 1027500
Non-
Promoter-
(C) - - - - - - - - - - - - - - - - -
Non-
Public
Shares
(C1) underlying - - - - - - - - - - - - - - - - -
DRs
Shares
held by
(C2) - - - - - - - - - - - - - - - - -
Employee
Trusts
Total 7 11302500 - - 11302500 100.00 11302500 - 11302500 100.00 - 100.00 - - - - 11302500
Note:
1. C=C1+C2
2. Grand Total=A+B+C
*Rounded Off

Page | 68
8. The shareholding pattern of our Promoters, Promoters’ Group and public before and after the Issue:
Pre issue Post issue
As a %
Sr. As a %
No. of No. of of
Name of shareholders of Pre-
No. equity equity Post
Issued
shares shares Issued
Capital*
Capital
Promoters
1. Mr. Rajagopal Reddy Annam Reddy 4880625 43.18 4880625 31.06
2. Mrs. Mydhili Rajagopal Reddy 3750375 33.18 3750375 23.87
3. Mr. Nageswara Rao Repuri 1130250 10.00 1130250 7.19
Total - A 9761250 86.36 9761250 62.12
Promoter’s Group
1. Mr. Radha Krishna Reddy Annam Reddy 513750 4.55 513750 3.27
Total - B 513750 4.55 513750 3.27
Total Promoters & Promoter Group Shareholding 10275000 90.91 10275000 65.39
Public
1. Ms. Dhartiben Anilkumar Trivedi 339177 3.00 339177 2.16
2. Mr. Anil Natvarlala Trivedi 339075 3.00 339075 2.16
3. Mr. Mukesh Dhanjibhai Patel 349248 3.09 349248 2.22
4. Public in IPO - - 4410000 28.07
Total - C 1027500 9.09 5437500 34.61
Total (A+B+C) 11302500 100.00 15712500 100.00
*Rounded Off
9. 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 Red
Herring Prospectus:
No. of Equity Shares
Sr. No. Name of shareholders % of paid up Capital#
held*
1. Mr. Rajagopal Reddy Annam Reddy 4880625 43.18
2. Mrs. Mydhili Rajagopal Reddy 3750375 33.18
3. Mr. Nageswara Rao Repuri 1130250 10.00
4. Mr. Radha Krishna Reddy Annam Reddy 513750 4.55
5. Ms. Dhartiben Anilkumar Trivedi 339177 3.00
6. Mr. Anil Natvarlala Trivedi 339075 3.00
7. Mr. Mukesh Dhanjibhai Patel 349248 3.09
Total 11302500 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 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 Red Herring Prospectus:
No. of Equity Shares
Sr. No. Name of shareholders % of paid up Capital#
held*
1. Mr. Rajagopal Reddy Annam Reddy 4880625 43.18
2. Mrs. Mydhili Rajagopal Reddy 3750375 33.18

Page | 69
 No. of Equity Shares
Sr. No. Name of shareholders % of paid up Capital#
held*
3. Mr. Nageswara Rao Repuri 1130250 10.00
4. Mr. Radha Krishna Reddy Annam Reddy 513750 4.55
5. Ms. Dhartiben Anilkumar Trivedi 339177 3.00
6. Mr. Anil Natvarlala Trivedi 339075 3.00
7. Mr. Mukesh Dhanjibhai Patel 349248 3.09
Total 11302500 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 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 Red Herring Prospectus:
No. of Equity Shares
Sr. No. Name of shareholders % of paid-up Capital#
held*
1. Mr. Rajagopal Reddy Annam Reddy 3253750 43.18
2. Mrs. Mydhili Rajagopal Reddy 2500250 33.18
3. Mr. Radha Krishna Reddy Annam Reddy 342500 4.55
4. Mr. Nageswara Rao Repuri 753500 10.00
5. Ms. Dhartiben Anilkumar Trivedi 226118 3.00
6. Mr. Anil Natvarlala Trivedi 226050 3.00
7. Mr. Mukesh Dhanjibhai Patel 232832 3.09
Total 7535000 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 Red Herring Prospectus.
# the % has been calculated based on then existing 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 Red Herring Prospectus:
No. of Equity Shares
Sr. No. Name of shareholders % of paid-up Capital#
held*
1. Mr. Rajagopal Reddy Annam Reddy 1000100 36.50
2. Mrs. Mydhili Rajagopal Reddy 1000100 36.50
3. Mr. Radha Krishna Reddy Annam Reddy 137000 5.00
4. Mr. Nageswara Rao Repuri 274000 10.00
5. Ms. Dhartiben Anilkumar Trivedi 274000 10.00
6. Mr. Ravi Teja Marriboyena 54800 2.00
Total 2740000 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 Red Herring Prospectus.
# The % has been calculated based on then existing Paid up Capital of the Company.
10. 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 Red Herring Prospectus until the
Equity Shares of our Company have been listed or refund of application monies in pursuance of the Red Herring
Prospectus.
As on the date of filing the Red Herring Prospectus document, 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

Page | 70
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.

Page | 71
11. Shareholding of the Promoters of our Company:
As on the date of the Red Herring Prospectus, our Promoters Mr. Rajagopal Reddy Annam Reddy, Mrs. Mydhili Rajagopal Reddy and Mr. Nageswara Rao Repuri holds total
9761250 Equity Shares respectively representing 86.36 % 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:

MR. RAJAGOPAL REDDY ANNAM REDDY

Date of Nature of Issue Cumulative Issue/ Transfer Total
Number of Face Value (in % of Pre Issue % of post issue
Allotment / Allotment / No. of Equity Price (in ₹) per Consideration
Equity shares ₹) per share Capital Capital
Transfer Transfer Shares share Paid (in ₹)
On Subscription to
Incorporation Memorandum 5000 5000 10 10 50000 0.04 0.03
of Association
December 26,
Bonus Issue 95000 100000 10 NA Nil 0.84 0.60
2015
January 13, 2016 Further Issue 70000 170000 10 10 700000 0.62 0.45
0.03
January 18, 2016 Right Issue 5000 175000 10 10 50000 0.04
December 1, Conversion of 1.21
190000 365000 10 10 1900000 1.68
2017 Loan
June 30, 2020 Bonus Issue 635100 1000100 10 NA Nil 5.62 4.04
March 15, 2023 Bonus Issue 1500150 2500250 10 NA Nil 13.27 9.55
March 31, 2023 Rights Issue 616500 3116750 10 10 6165000 5.45 3.92
June 15, 2023 Purchase of
shares from Mr.
137000 3253750 10 10 1370000 1.21 0.87
Ravi Teja
Marriboyena
October 30,
Bonus Issue 1626875 4880625 10 NA Nil 14.39 10.35
2023
Total 4880625 10235000 43.18 31.06

Page | 72
MRS. MYDHILI RAJAGOPAL REDDY
Issue/
Date of Nature of Issue Cumulative Total
Number of Face Value (in Transfer Price % of Pre Issue % of post issue
Allotment / Allotment / No. of Equity Consideration
Equity shares ₹) per share (in ₹) per Capital Capital
Transfer Transfer Shares Paid (in ₹)
share
On Subscription to
Incorporation Memorandum 5000 5000 10 10 50000 0.04 0.03
of Association
December 26,
Bonus Issue 95000 100000 10 NA Nil 0.84 0.60
2015
January 13, 2016 Further Issue 70000 170000 10 10 700000 0.62 0.45
January 18, 2016 Right Issue 5000 175000 10 10 50000 0.04 0.03
December 1,
Private Placement 190000 365000 10 10 1900000 1.68 1.21
2017
June 30, 2020 Bonus Issue 635100 1000100 10 NA Nil 5.62 4.04
March 15, 2023 Bonus Issue 1500150 2500250 10 NA Nil 13.27 9.55
October 30, 2023 Bonus Issue 1250125 3750375 10 NA Nil 11.06 7.96
Total 3750375 2700000 33.18 23.87

MR. NAGESWARA RAO REPURI

Date of Nature of Issue Cumulative Issue/ Transfer Total
Number of Face Value (in % of Pre Issue % of post issue
Allotment / Allotment / No. of Equity Price (in ₹) per Consideration
Equity shares ₹) per share Capital Capital
Transfer Transfer Shares share Paid (in ₹)
January 13, 2016 Further Issue 50000 50000 10 10 500000 0.44 0.32
December 1,
Private Placement 50000 100000 10 10 500000 0.44 0.32
2017
June 30, 2020 Bonus Issue 174000 274000 10 NA Nil 1.54 1.11
March 15, 2023 Bonus Issue 411000 685000 10 NA Nil 3.64 2.62
March 31, 2023 Rights Issue 68500 753500 10 10 685000 0.61 0.44
October 30, 2023 Bonus Issue 376750 1130250 10 NA Nil 3.33 2.40
Total 1130250 1685000 10.00 7.19

Page | 73
12. 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. Mr. Rajagopal Reddy Annam Reddy 4880625 2.10
2. Mrs. Mydhili Rajagopal Reddy 3750375 0.72
3. Mr. Nageswara Rao Repuri 1130250 1.49

*The average cost of acquisition of Equity Shares by our Promoters 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.
#Based on Certificate dated July 13, 2024 from Peer reviewed Auditors of the company, M/s. SVJK and Associates vide
UDIN: 24151324BKESIG1034.
13. We have 7 (Seven) shareholders as on the date of filing of the Red Herring Prospectus.
14. As on the date of the Red Herring Prospectus, our Promoters and Promoters’ Group hold total 10275000 Equity Shares
representing 90.91% of the pre-issue paid up share capital of our Company.
15. There were no shares purchased/sold by the Promoters and Promoter Group, directors of our Company and their
relatives during last six months.
16. The members of the Promoters’ 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 Red Herring Prospectus.
17. Details of Promoter’s Contribution locked in for three years:
Our Promoters Mr. Rajagopal Reddy Annam Reddy, Mrs. Mydhili Rajagopal Reddy and Mr. Nageswara Rao Repuri has
given written consent to include 3221100 Equity Shares subscribed and held by him/her as a part of Minimum Promoters’
Contribution constituting more than 20.00% of the post issue Paid-up Equity Shares Capital of our Company (“Minimum
Promoters’ 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 Promoters’ Contribution,
and to be marked Minimum Promoters’ Contribution as locked-in.
In terms of clause (a) of Regulation 238 of the SEBI (ICDR) Regulations, 2018, Minimum Promoters’ 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.
We further confirm that Minimum Promoter 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 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 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.

Page | 74
The details of Minimum Promoter Contribution are as follows:
MR. RAJAGOPAL REDDY ANNAM REDDY
Date
up to
which
Issue/
Nature of Number Face %of %of Equity
Date of Date when Transfer
Issue/ of Value (in Pre post Shares
Allotment / Fully Paid- Price (in
Allotment / Equity ₹) per issue issue are
Transfer up ₹) per
Transfer shares share Capital Capital subject
share
to
Lock-
in
Subscription
to
On On
Memorandum 5000 10 10 0.04 0.03 3 Years
Incorporation Incorporation
of
Association
December December
Bonus Issue 95000 10 NA 0.84 0.60 3 Years
26, 2015 26, 2015
January 13, January 13,
Further Issue 70000 10 10 0.62 0.45 3 Years
2016 2016
January 18, January 18,
Right Issue 5000 10 10 0.04 0.03 3 Years
2016 2016
December 1, December 1, Conversion of
190000 10 10 1.68 1.21 3 Years
2017 2017 Loan
June 30,
June 30, 2020 Bonus Issue 635100 10 NA 5.62 4.04 3 Years
2020
March 15, March 15,
Bonus Issue 610450 10 NA 5.40 3.89 3 Years
2023 2023
Total 1610550 14.25 10.25

MRS. MYDHILI RAJAGOPAL REDDY

Date
up to
which
Issue/
Nature of Number Face %of %of Equity
Date of Date when Transfer
Issue/ of Value (in Pre post Shares
Allotment / Fully Paid- Price (in
Allotment / Equity ₹) per issue issue are
Transfer up ₹) per
Transfer shares share Capital Capital subject
share
to
Lock-
in
Subscription
to
On On
Memorandum 5000 10 10 0.04 0.03 3 Years
Incorporation Incorporation
of
Association
December December
Bonus Issue 95000 10 NA 0.84 0.60 3 Years
26, 2015 26, 2015
January 13, January 13,
Further Issue 70000 10 10 0.62 0.45 3 Years
2016 2016

Page | 75
 MRS. MYDHILI RAJAGOPAL REDDY
Date
up to
which
Issue/
Nature of Number Face %of %of Equity
Date of Date when Transfer
Issue/ of Value (in Pre post Shares
Allotment / Fully Paid- Price (in
Allotment / Equity ₹) per issue issue are
Transfer up ₹) per
Transfer shares share Capital Capital subject
share
to
Lock-
in
January 18, January 18,
Right Issue 5000 10 10 0.04 0.03 3 Years
2016 2016
December 1, December 1, Private
190000 10 10 1.68 1.21 3 Years
2017 2017 Placement
June 30,
June 30, 2020 Bonus Issue 635100 10 NA 5.62 4.04 3 Years
2020
March 15, March 15,
Bonus Issue 237460 10 NA 2.10 1.51 3 Years
2023 2023
Total 1237560 10.95 7.88

MR. NAGESWARA RAO REPURI

Date up
to
which
Nature of Face Issue/ %of
Date of Date when Number %of Pre Equity
Issue/ Value (in Transfer post
Allotment / Fully of Equity issue Shares
Allotment / ₹) per Price (in ₹) issue
Transfer Paid-up shares Capital are
Transfer share per share Capital
subject
to
Lock-in
January 13, January 13, Further
50000 10 10 0.44 0.32 3 Years
2016 2016 Issue
December December Private
50000 10 10 0.44 0.32 3 Years
1, 2017 1, 2017 Placement
June 30, June 30,
Bonus Issue 174000 10 NA 1.54 1.11 3 Years
2020 2020
March 15, March 15,
Bonus Issue 98990 10 NA 0.88 0.63 3 Years
2023 2023
Total 372990 3.30 2.38

All the Equity Shares held by the Promoters / members of the Promoters’ Group are in already dematerialized as on date
of this Red Herring Prospectus.
In terms of Regulation 237 of the SEBI (ICDR) Regulations, 2018, we confirm that the Minimum Promoters’ 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 Promoters’ contribution;

Page | 76
➢ The Equity Shares held by the Promoters and offered for Minimum Promoters’ 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
promoters’ contribution.
➢ However as per clause (c) of sub regulation (1) of Regulation 237 of SEBI (ICDR), 2018 specified securities allotted
to promoter 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 of the
erstwhile partnership firms are the promoter of the issuer and there is no change in the management:
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; Not Applicable
18. Lock in of Equity Shares held by Promoters in excess of Minimum Promoters’ contribution:
In addition to Minimum Promoters’ Contribution which shall be locked-in for three years, the balance 6540150 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.
19. 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.
Accordingly, 1541250 Equity shares held by the Persons other than Promoters shall be locked in for a period of one year
from the date of allotment in the Initial Public Offer.
20. 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.
21. 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 Promoters’ 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 Promoters’ 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.
22. 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 Promoter or any person of the Promoters’ 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 Promoters’ Group) holding the
equity shares which are locked-in along with the equity shares proposed to be transferred, subject to continuation of

Page | 77
 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.
23. 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.
24. As on date of the 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.
25. Neither the Book Running Lead Manager, nor their associates hold any Equity Shares of our Company as on the date
of the Red Herring Prospectus.
26. Prior to this Initial Public Offer, our Company has not made any public issue or right issue to public at large.
27. There are no safety net arrangements for this public issue.
28. As on the date of filing of the Red Herring Prospectus, there are no outstanding warrants, options or rights to convert
debentures, loans or other financial instruments into our Equity Shares.
29. As per RBI regulations, OCBs are not allowed to participate in this offer.
30. 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.
31. There are no Equity Shares against which depository receipts have been issued.
32. As on date of the Red Herring Prospectus, other than the Equity Shares, there are is no other class of securities issued
by our Company.
33. Our Company undertakes that at any given time, there shall be only one denomination for our Equity Shares, unless
otherwise permitted by law.
34. 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.
35. Since present issue is a Book Built 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.
36. 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.
37. Our Promoters and the members of our Promoters’ Group will not participate in this Issue.
38. Our Company shall ensure that transactions in the Equity Shares by the Promoter and the Promoters’ Group between
the date of filing the Red Herring Prospectus and the Issue Closing Date shall be reported to the Stock Exchanges
within twenty-four hours of such transaction.
39. Except as stated below, none of our other Directors or Key Managerial Personnel holds Equity Shares in our
Company.

Page | 78
 % of Pre-Issue % of Post Issue
Sr. No. of Equity
Name Designation Equity Share Equity Share
No. Shares held
Capital Capital
Mr. Rajagopal Chairman and Managing
1. Reddy Annam Director & 4880625 43.18 31.06
Reddy Chief Executive Officer
Mrs. Mydhili
2. Whole-Time Director 3750375 33.18 23.87
Rajagopal Reddy
Mr. Nageswara Whole-Time Director and
3. 1130250 10.00 7.19
Rao Repuri Chief Finance Officer

Page | 79
 SECTION VII – PARTICULARS OF THE ISSUE
OBJECTS OF THE ISSUE
The Issue constitutes a public Issue of 4410000 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. To Meet 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.
Located at Ahmedabad, Gujarat, our company was founded by our visionary Promoter Cum Chairman and Managing
Director & CEO, Mr. Rajagopal Reddy Annam Reddy. Our company is benefited from the extensive experience of our
Promoters, Mr. Rajagopal Reddy Annam Reddy, Mrs. Mydhili Rajagopal Reddy and Mr. Nageswara Rao Repuri, having
experience of more than 45 (Forty-Five) years. Our Board of Directors, Key Managerial Personnel and Senior Management
Personnel has also provided significant contribution in the growth of our company.
The company is a Government Approved Contractor in “AA” Class with the Government of Gujarat, Civil/Electrical
Contractor License from Karnataka State Public Works department, Special class registration in Government of Telangana
and contractor registration in Government of Madhya Pradesh. The company provides designing, construction, and
commissioning of various types of government projects especially in water infrastructure and irrigation segment.
The Company is engaged in executing water supply and sewerage infrastructure projects mainly involving the procurement
of pipes and their laying, joining, and commissioning with backward integration including all allied civil engineering works
like construction of civil work, pumping stations and installation of electro-mechanical equipment’s (pumping machinery)
for distribution of water supply from the river to household. We also provide operations & maintenance services for water
distribution pipelines.
Our company began its operations focusing on water pipeline projects in Gujarat. We have since expanded our services to
encompass all aspects of road construction, irrigation, water infrastructure, and environmental projects. We have locational
presence in the state of Madhya Pradesh, Telangana, Maharashtra, and Gujarat. We are committed to maintaining the
highest standards, the same is evident by the ISO 9001:2015 certification for quality management, ISO 14001:2015
certification for environmental management, and ISO 45001:2018 certification for occupational health and safety
management systems.
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.

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 UTILIZATION OF NET ISSUE PROCEEDS
The Net Issue Proceeds will be utilized for following purpose:

% of Gross
Amount
Sr. No. Particulars Issue
(₹ in Lakhs)
Proceeds
1. To Meet Working Capital Requirements 1,480.00 [●]
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:

Sr Amount Required From IPO Internal Accruals/ Equity/

Particulars
No. (₹ in Lakhs) Proceeds Reserves/ Borrowings

To Meet Working Capital

1. 6,480.88 1,480.00 5,000.88
Requirements
2. General Corporate Purposes [●] [●] 0.00
3. Public Issue Expenses [●] [●] 0.00
Total [●] [●] 5,000.88
* 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 and borrowings. 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 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 section
titled “Risk Factors” beginning on Page 25 of this Red Herring Prospectus.

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DETAILS OF USE OF ISSUE PROCEEDS
1. TO MEET WORKING CAPITAL REQUIREMENTS:
Our Company is engaged in executing water supply and sewerage infrastructure projects mainly involving the procurement
of pipes and their laying, joining, and commissioning with backward integration including all allied civil engineering works
like construction of civil work, pumping stations and installation of electro-mechanical equipment’s (pumping machinery)
for distribution of water supply from the river to household. Our company began operations focusing on water pipeline
projects in various states including Gujarat, Maharashtra, Madhya Pradesh and Telangana. We have since expanded our
services to encompass all aspects of road construction, irrigation, water infrastructure, and environmental projects. Net
Working Capital requirement of our Company as on March 31, 2024 on restated basis was ₹ 2,904.04 Lakhs as against that
of ₹ 1,837.55 Lakhs, ₹ 1,528.47 Lakhs and ₹ 1,075.94 Lakhs as on March 31, 2023, March 31, 2022 and March 31, 2021
respectively. The Net Working capital requirements for the FY 2024-25 is estimated to be ₹ 4,687.12 Lakhs and ₹ 6,480.88
lakhs in FY 2025-26. The Company will meet the requirement to the extent of ₹ 1,480.00 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)
(Projected) (Restated Basis)
Particulars March 31, March 31, March 31, March 31, March 31, March 31,
2026 2025 2024 2023 2022 2021
Inventories
Raw materials and
1,040.47 692.08 301.99 281.63 189.69 162.42
Consumables
Deposits held
446.43 330.69 164.71 97.45 34.16 28.45
under lien
Trade receivables 3,212.74 2,374.79 1,663.41 758.48 531.58 565.16
Cash and cash
17.04 14.70 13.48 1.03 0.41 9.10
equivalents
Loans and
442.42 314.94 249.95 208.65 194.47 142.16
Advances
Other Assets 4,063.92 3,190.21 2,900.03 1,292.44 783.77 519.05
Total Assets 9,223.02 6,917.41 5,293.57 2,639.68 1,734.09 1,426.34

Trade payables 2,423.93 1,958.63 2,169.96 598.13 122.63 269.92

Other Liabilities 283.38 243.80 197.28 203.81 82.64 59.82
Short-term
34.83 27.86 22.29 0.19 0.35 20.66
provisions
Total Liabilities 2,742.14 2,230.2930 2,389.53 802.13 205.62 350.40
Net Working
6,480.88 4,687.12 2,904.04 1,837.55 1,528.47 1,075.94
Capital

Sources of Funds
Internal
Accruals/Existing
5,000.88 3,787.12 2,904.04 1,837.55 1,528.47 1,075.94
Net worth/
Borrowings
Proceeds from
1,480.00 900.00 0.00 0.00 0.00 0.00
IPO*
Total 6,480.88 4,687.12 2,904.04 1,837.55 1,528.47 1,075.94
[1] As on March 31, 2024, Company has ₹ 1,582.22 lakhs of working capital loan and Cash Credit from various banks.

Page | 82
*Company is expecting utilization of ₹ 900.00 lakhs in FY 2024-25 and remaining amount i.e. ₹ 580.00 lakhs (₹1,480.00
Lakhs Working Capital requirement reduced by utilized amount till FY 2024-25 ₹ 900.00 lakhs) in FY 2025-26. Therefore,
amount disclosed in FY 2025-26 is sum of total utilization of Working Capital for previous and current year i.e. ₹ 900.00
lakhs for FY 2024-25 and ₹ 580.00 lakhs for FY 2025-26. Moreover, working capital requirement is calculated based on
statement of assets and liabilities as on particular date. Utilization of working capital disclosed in the table is based on
closing balances. From the above working capital requirement of ₹ 6,480.88 lakhs in FY 2025-26, Company intends to
utilize ₹ 1,480.00 Lakhs towards Working Capital requirement out of the Issue Proceeds.
Assumptions for working capital requirements:
Holding level (in Months/Days)
Particulars (Projected) (Restated Basis)
31-Mar-26 31-Mar-25 31-Mar-24 31-Mar-23 31-Mar-22 31-Mar-21
Trade Receivables (A)
Number of months of
1.95 1.87 1.75 2.00 1.79 2.21
Trade Receivables
Number of Days of
58.00 56.00 53.00 60.00 54.00 66.00
Trade Receivables
Inventory (B)
Number of months for
0.97 0.82 0.49 1.28 1.53 1.59
Inventory
Number of Days for
29.00 25.00 15.00 38.00 46.00 48.00
Inventory
Current Liabilities (C)
Number of months of
1.74 1.88 2.79 1.86 0.47 1.20
Trade Payable
Number of days of Trade
52.00 56.00 84.00 56.00 14.00 36.00
Payable

Note:
1. Holding period level (in months/days) of Trade Receivables is calculated by dividing closing trade receivables by
revenue from operations multiplied by number of months/days in the year/period.
2. Holding period level (in months/days) of Inventory is calculated by dividing closing Inventory by Cost of Goods Sold
multiplied by number of months/days in the year/period.
3. Holding period level (in months/days) of Trade Payables is calculated by dividing closing trade payables by purchase of
raw materials & components and other expenses multiplied by number of months/days in the year/period.
Source: Based on certificate by Peer Reviewed Auditor, M/s. S V J K & Associates, Chartered Accountants vide its
certificate dated July 13, 2024, bearing UDIN: 24151324BKESIE3322.
Our Company’s estimated working capital requirements on a restated basis are based on the following key assumptions:
Sr No Particulars Details
Current Assets
1. Trade Trade receivables are amount owed to Company by customers following rendering of
receivables services i.e. Sale & Supply of Water Pipeline Construction services, Irrigation Projects
services, Road Construction and Building Construction services on credit. The company is
engaged in the business wherein realization of payment from the clients undergoes
processing delays due to administrative clearances of government departments, after which
demand for the payment is made by the accounts department and then the payment is
released so normally the debtors period in this business falls between 45-90 days depending
on state to state.
From FY 2020-21 to FY 2023-24, our trade receivables holding period has witnessed a
reduction from 66 days to 53 days. This positive trend can be attributed to the favorable

Page | 83
 Sr No Particulars Details
credit terms offered by our clients from Gujarat region and increase in the number of our
projects in Gujarat region.

Looking ahead, we anticipate Trade Receivable days to be in the range of previous financial
years. Company estimates Trade Receivables Holding period of 56 days in FY 2024-25 and
gradually increasing with increase in Revenue from Operation to 58 days in FY 2025-26.
Increase in Trade Receivable days is mainly due to increase in estimated size of operations
of our company.
2. Inventory Inventories of our company includes Raw Materials and Components consisting of pipes,
(Raw steel construction material, cement, valves, sand, ready-mix and other hardware items.
Materials and
Components) From FY 2020-21 to FY 2023-24, our inventory holding period has witnessed a reduction
from 48 days to 15 days. Over the period the company has increased its focus in the Gujarat
region, Gujarat has a well-established network of industries, making it easier to source a
wide range of raw materials for various sectors, including infrastructure, engineering and
chemicals. This positive trend in the inventory holding period can be attributed to the easy
and timely availability of majority of raw material required for project execution.

Company estimates raw materials and components holding period to be in the range of 25
to 30 days in the projected period. Increase in raw materials and components is not
substantial due to its timely availability and reason for such increase is due to increase in
the size of operations of our company.
Current Liabilities
3. Trade Trade payables are amount to be paid to suppliers by company following purchase of raw
Payables materials & components, stock-in-trade and other expenses on credit. Historically, our trade
payables holding period from FY 2020-21 to FY 2023-24 were in the range of 84 to 36
days.

Company estimates Trade Payable Holding period of 56 days in FY 2024-25 (in line with
average holding period for FY 2020-21 to FY 2023-24) and gradually decreasing to 52 days
in FY 2025-26. Company expects better pricing and continuous supply from vendors by
making early payment and negotiating better deals. With improved cash flow, we can settle
our trade payables more promptly, further reducing the holding period which will provide
better pricing from vendors and negotiating better deals.
Apart from above there are other working capital requirements such as Deposit under lien, Cash and cash equivalents,
Other Assets, Loans and advances, Short Term Provisions and Other Current Liabilities. Details of which are given below.

Deposits hold under lien includes Margin money deposits with i) more than 12
months maturity and ii) more than 3 Months and less than 12 months Maturity.
As part of our business and as is customary, our clients deduct margins from
each invoice as retention money and we are required to provide performance
Deposits held under lien bank guarantees in favour of our project clients under the respective contracts.
With increase in the quantum of projects, our company will require higher
margins as deposits for Bank Guarantees. For Higher Bank Guarantee limits our
company has to maintain a healthy balance with banks in form of Fixed Deposit.

Cash and cash equivalents include cash in hand and balance in current account
excluding Deposits held under lien. Cash and Cash Equivalent balance is
Cash and Cash Equivalents
estimated based on amount required for day-to-day Business operation and for
expected Business requirement of company.

Page | 84
 Loans and Advances includes, Tax deduction at source, Advances recoverable
in cash or kind, Advance income tax (net of provision for income tax), Prepaid
Loans and Advances expenses, Balances with government authorities and MAT credit entitlements.
Loans and advances are estimated based on previous year outstanding amount
and for expected Business requirement of company.

Other Assets include, Security Deposits, Unbilled Revenue (i.e. Company

recognizes revenue based on percentage of completion of work method and it
must be verified by client for the progress to be billed. On the closing date, if
company has executed the portion of work contract and it is under process of
Other Assets
verification, such revenue will be recognized under the unbilled revenue),
Interest accrued on fixed deposits and others, Earnest money deposit and Other
receivables. Projected Other Assets are estimated based on previous year
outstanding amount and for expected Business requirement of company.

Other Liabilities mainly include Salary Payable, Interest accrued but not due on
borrowings, Interest accrued and due on borrowings, Statutory liabilities and
Other Liabilities Retention money held with company. Other current liabilities are estimated
based on previous year outstanding amounts and for expected Business
requirement of company.

Short-term provisions mainly include provision for gratuity and tax. Short-term
Short-term provisions provisions are estimated based on previous year outstanding amounts and for
expected Business requirement of company.

Justification for the working capital requirement of the company:

From FY 2020-21 to FY 2021-22, Company’s Working Capital Requirement has increased from ₹ 1,075.94 lakhs in FY
2020-21 to ₹ 1,528.47 lakhs in FY 2021-22. Major contributor for the increase in working capital requirement were increase
in the other assets of the company predominantly comprising of Unbilled Revenue (i.e. Company recognizes revenue based
on percentage of completion of work method and it must be verified by client for the progress to be billed. On the closing
date, if company has executed the portion of work contract and it is under process of verification, such revenue will be
recognized under the unbilled revenue) from ₹ 518.62 lakhs to ₹ 783.34 lakhs. Further, the working capital requirement
also increased on account of payment of trade payables near the year end.
From FY 2021-22 to FY 2022-23, Company’s Working Capital Requirement has increased from ₹ 1,528.47 lakhs in FY
2021-22 to ₹ 1,837.55 lakhs in FY 2022-23. Major reason for increase in the working capital requirement was increase in
the size of operations of the company resulting in simultaneous increase in the trade receivables, inventories and the other
assets predominantly comprising of Unbilled Revenue of the company which was partially offset by the increase in credit
offered by the trade payables of the company.
From FY 2022-23 to FY 2023-24, Company’s Working Capital Requirement has increased from ₹ 1,837.55 lakhs in FY
2022-23 to ₹ 2,904.04 lakhs in FY 2023-24. Major reason for increase in the working capital requirement was increase in
the size of operations of the company resulting in simultaneous increase in the trade receivables, loans and advances
predominantly comprising of balances with government authorities and the other assets predominantly comprising of
Unbilled Revenue of the company which was partially offset by the increase in credit offered by the trade payables of the
company.
For estimated period FY 2025 and FY 2026, the company is engaged in the execution of water supply projects, Irrigation
Projects, Road construction and building construction services. Working capital requirements of the company is directly
linked with the quantum of projects undertaken by the company. With the increase in quantum of projects under execution
the company estimates increase in requirement of funds blocked in Trade receivables, inventories, Unbilled Revenue and
Deposits held under lien for performance guarantee. Working capital requirement is estimated to increase to ₹ 4,687.12
lakhs and ₹ 6,480.88 lakhs in FY 2024-25 and FY 2025-26 respectively.
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

Page | 85
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 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 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 (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:

Page | 86
1. Up to July 13, 2024, Our Company has deployed/incurred expense of ₹ 15.20 Lakhs towards Issue Expenses and
custodian connectivity charges out of internal accruals duly certified by Statutory Auditor, M/s. PARY & Co.,
Chartered Accountants vide its certificate dated July 13, 2024, bearing UDIN:24224674BKEQYJ3283.
2. Any expenses incurred towards aforesaid issue related expenses during the period from May 29, 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
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:
(₹ in Lakhs)
Estimated Estimated Estimated
Amount to be
Utilization of Net Utilization of Net Utilization of Net
Sr. funded from the
Particulars Proceeds (Up to Proceeds Proceeds
No. Net Issue
Financial year (Up to Financial (Up to Financial
Proceeds
2023-24)* year 2024-25)* year 2025-26)*
Working Capital
1. 1,480.00 0.00 900.00^ 1,480.00^
Requirements
General Corporate
2. [●] [●] [●] [●]
Purposes
Total [●] [●] [●] [●]

Page | 87
*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.
^Company is expecting utilization of ₹ 900.00 lakhs in FY 2024-25 and remaining amount i.e. ₹ 580.00 lakhs (₹ 1,480.00
Lakhs Working Capital requirement reduced by utilized amount till FY 2024-25 ₹ 900.00 lakhs) in FY 2025-26. Therefore,
amount disclosed in FY 2025-26 is sum of total utilization of Working Capital for previous and current year i.e. ₹ 900.00
lakhs for FY 2024-25 and ₹ 580.00 lakhs for FY 2025-26.
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
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 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.

Page | 88
 BASIS FOR ISSUE PRICE
The Price Band, Issue Price will be determined by our Company in consultation with the Book Running Lead Manager, on the
basis of assessment of market demand for the Equity Shares by the Book Building Process and on the basis of the following
quantitative and qualitative factors as described below. 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 182, respectively of this 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:
• Experienced Promoters and Management Team
• Focused player in Water Supply Projects (WSPs)
• End-to-end execution capabilities
• Optimal Utilization of Resources
• Long-standing relationships with our customers
For details of qualitative factors, please refer to the paragraph “Our Competitive Strengths” in the chapter titled “Business
Overview” beginning on page no. 115 of this 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 for the
effects of all dilutive potential equity shares

Weighted Average EPS

Basic and Diluted

Financial Year Weights
EPS (in ₹)
Financial Year ended March 31, 2024 5.43 3
Financial Year ended March 31, 2023 2.10 2
Financial Year ended March 31, 2022 1.04 1
Weighted Average 3.59

Notes:
1. Weighted average = Aggregate of year-wise weighted EPS divided by the aggregate of weights i.e. sum of (EPS x Weight)
for each year /Total of weights.
2. Basic and diluted EPS are based on the Restated financial Information.
3. The face value of each Equity Share is ₹10.
4. The number of shares is adjusted by Increase in share Capital through issue of Bonus shares on October 30, 2023 in the
ratio of 1:2 i.e., 1 (One) Equity Shares for every 2 (Two) Equity Share held.

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Simple Average EPS

Basic and Diluted EPS

Financial Year
(in ₹)
Financial Year ended March 31, 2024 5.43
Financial Year ended March 31, 2023 2.10
Financial Year ended March 31, 2022 1.04
Simple Average 2.86

Notes:
1. Simple average = Aggregate of year-wise EPS divided by the aggregate of EPS for each year/ No. of years.
2. Basic and diluted EPS are based on the Restated financial Information.
3. The face value of each Equity Share is ₹10.
4. The number of shares is adjusted by Increase in share Capital through issue of Bonus shares on October 30, 2023 in the
ratio of 1:2 i.e., 1 (One) Equity Shares for every 2 (Two) Equity Share held.
2. Price to Earnings (P/E) ratio in relation to Price Band of ₹ [●] and ₹ [●] per Equity Shares:

Floor Price/ Cap Price

Price to Earnings Ratio(P/E) =
Restated Earnings Per Share
P/E at the Floor P/E at the Cap
Particulars EPS (in ₹) Price Price
(No of times) (No of times)
a. Based on EPS of Financial Year ended March 31, 2024 5.43 [●] [●]
b. Based on Weighted Average EPS 3.59 [●] [●]
c. Based on Simple Average EPS 2.86 [●] [●]

Industry PE:

Particulars PE Ratio Company Name

Highest 13.92 EMS Limited
Lowest 13.92 EMS Limited
Average 13.92 EMS Limited

Note: The highest and lowest industry P/E shown above is based on the peer set provided in Point 5 below under “Comparison
of Accounting Ratios with Listed Peer Group Companies”, listed peer includes EMS Limited only, which have been identified
by our Company.

3. Return on Net Worth:

Restated Profit After Tax attributable to Equity Shareholders

Return on Net Worth (%) = * 100
Closing Net Worth
Return on Net Worth
Financial Year Weights
(%)
Financial Year ended March 31, 2024 37.53 3

Page | 90
 Return on Net Worth
Financial Year Weights
(%)
Financial Year ended March 31, 2023 21.79 2
Financial Year ended March 31, 2022 15.13 1
Weighted Average 28.55

Notes:
1. Weighted Average = Aggregate of year-wise weighted RoNW divided by the aggregate of weights i.e. sum of (RoNW x
Weight) for each year / Total of weights;
2. The figures disclosed above are based on the Restated financial Statements of our Company.
3. Net-worth, as restated at the end of the relevant financial year (Equity attributable to the owners of the company).

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, 2024 14.47
Financial Year ended March 31, 2023 9.04
Financial Year ended March 31, 2022 6.88
After the Issue
- At Floor price [●]
- At Cap price [●]
- At Issue price* [●]

* To be determined after the book-building process

Notes:
1. The number of shares are adjusted by Increase in share Capital through issue of Bonus shares on October 30, 2023 in the
ratio of 1:2 i.e., 1 (One) Equity Shares for every 2 (Two) Equity Share held.
2. Issue Price per equity share has been determined by our Company, in consultation with the Book Running Book Running
Lead Managers.
5. Comparison of Accounting Ratios with Listed Peer Group Companies:
Following is the comparison with our peer companies listed in India:
Revenue
Standalone EPS (₹) NAV per
Current from
Name of the / Face Basic P/E RoNW (2)
Equity
Market operation
company Consolidate Value (₹) & Ratio(1) (%) Share(3)
Price (₹) s (₹ in
d Diluted (₹)
Lakhs)
V.L.Infraprojec
Standalone 10.00 [●] 5.43 [●] 37.53 14.47 11,393.16
ts Limited
Peer Group
EMS Limited Standalone 10.00 402.40 28.91 13.92 19.11 151.29 71,936.17

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, 2024.

Page | 91
Notes:
1. P/E Ratio has been computed based on the closing market price of equity shares on the NSE on March 28, 2024 divided
by the Basic & Diluted EPS for the financial year ended March 31, 2024.
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.
3. NAV is computed as the closing net worth divided by the closing outstanding number of equity shares adjusted for bonus
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 the Equity Share.
5. Issue Price of ₹ [●]/- will be determined by our Company in consultation with the Book Running Lead Manager on the
basis of assessment of market demand for the Equity Shares by the Book Building Process and on the basis of the above
mentioned quantitative and qualitative 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, 115 and 182
respectively of this 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 July 13, 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 Red Herring Prospectus.
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 analyze 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.
FINANCIAL KPIs OF OUR COMPANY

For the Year ended on

Particulars
March 31, 2024 March 31, 2023 March 31, 2022 March 31, 2021
Revenue from Operations (₹ in Lakhs) 11,393.16 4,555.70 3,555.34 3,072.08
Growth in Revenue from Operations (%) 150.09 28.14 15.73 -
Gross Profit (₹ in Lakhs) 3,923.68 1,908.80 2,069.51 1,843.88
Gross Profit Margin (%) 34.44 41.90 58.21 60.02
EBITDA (₹ in Lakhs) 1,090.40 471.77 313.82 245.55
EBITDA Margin (%) 9.57 10.36 8.83 7.99
Profit After Tax (₹ in Lakhs) 614.01 222.66 110.58 83.37
PAT Margin (%) 5.39 4.89 3.11 2.71
RoE (%) 46.20 25.41 16.37 14.41

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 For the Year ended on
Particulars
March 31, 2024 March 31, 2023 March 31, 2022 March 31, 2021
RoCE (%) 39.09 22.97 18.41 20.24
Net Fixed Asset Turnover (In Times) 43.46 23.80 18.83 20.63
Operating Cash Flows (₹ in Lakhs) (175.36) 113.88 (243.73) 49.10
Source: The Figure has been certified by our Peer Review Auditors, M/s. S V J K and Associates Chartered Accountants
vide their certificate dated July 13, 2024 having UDIN: 24151324BKESID9890.
Notes:
1) Revenue from Operations means the Revenue from Operations as appearing in the Restated financial Statements.
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 and Purchase of stock-in-trade.
4) Gross Profit Margin (%) is calculated as Gross Profit divided by Revenue from Operations.
5) EBITDA is calculated as profit before tax for the year, plus finance costs and depreciation and amortization expenses
minus other Income.
6) EBITDA Margin (%) is calculated as EBITDA divided by Revenue from Operations.
7) Profit after Tax Means Profit for the year as appearing in the Restated financial Statements.
8) PAT Margin (%) is calculated as Profit for the year as a percentage of Revenue from Operations.
9) RoE (Return on Equity) (%) is calculated as net profit after tax for the year 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 (i.e. subtracting share capital and reserves & surplus by
Intangible Assets and Deferred Expenditure, if any), deferred tax liability, Long-Term Borrowing and Short-Term
Borrowing.
11) Net Fixed Asset Turnover is calculated as Net Turnover divided by Average Fixed Assets which consists of property, plant
and equipment.
12) Operating cash flows means net cash generated from operating activities as mentioned in the Restated financial Statements.
OPERATIONAL KPIs OF THE COMPANY:
For the Year ended on
Particulars
March 31, 2024 March 31, 2023 March 31, 2022 March 31, 2021
Workforce Strength 30 18 20 15
Contribution to revenue from operations of top 1 / 3 / 5 / 10 customers
Top 1 Customers (%) 37.80 40.35 51.87 44.03
Top 3 Customers (%) 63.80 74.86 80.15 72.41
Top 5 Customers (%) 80.50 95.59 91.97 86.86
Top 10 Customers (%) 95.48 99.93 100.00 100.56*
Contribution to purchase material and stock in trade of top 1 / 3 / 5 / 10 Suppliers
Top 1 Suppliers (%) 27.99 35.18 19.82 23.49
Top 3 Suppliers (%) 63.41 64.28 41.42 37.29
Top 5 Suppliers (%) 72.52 76.90 53.83 48.46

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 For the Year ended on
Particulars
March 31, 2024 March 31, 2023 March 31, 2022 March 31, 2021
Top 10 Suppliers (%) 82.87 84.90 64.09 67.85
* The Percentage of revenue from top 10 customers exceeds 100% during the FY 2020-21 was due to reversal of unbilled
revenue arose during the year due to discontinuation of a project and accounted under the head Revenue from Operations. The
restated Profit & Loss account as well as Audited Profit & Loss Account for FY 2020-21 shows revenue from operation by
adjusting that reversal from sales of service.
Source: The Figure has been certified by our Peer Review Auditors, M/s. S V J K and Associates Chartered Accountants
vide their certificate dated July 13, 2024 having UDIN: 24151324BKESID9890.
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.
Gross Profit (₹ in Lakhs) Gross Profit provides information regarding the contribution from sale of
products by the Company.
Gross Profit Margin (%) Gross Profit Margin is an indicator of the contribution earned from sale of
products 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.
Workforce Strength Workforce strength shows the Employees strength of our Company.
Contribution to revenue from operations This metric enables us to track the contribution of our key customers to our
of top 1 / 3 / 5 / 10 Customers revenue and also assess any concentration risks.
Contribution to purchase material and This metric enables us to track the contribution of our key suppliers to our
stock in trade of top 1 / 3 / 5 / 10 purchases and also assess any concentration risks.
Suppliers

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COMPARISON OF FINANCIAL KPIs OF OUR COMPANY AND OUR LISTED PEERS:
V.L.Infraprojects Limited EMS Limited
For the year ended on For the year ended on
Particulars
March 31, March 31, March 31, March 31, March 31, March 31, March 31, March 31,
2024 2023 2022 2021 2024 2023 2022 2021
Revenue from Operations (₹ in
11,393.16 4,555.70 3,555.34 3,072.08 71,936.17 48,424.80 33,766.23 30,693.74
Lakhs)
Growth in Revenue from
150.09 28.14 15.73 - 48.55 43.41 10.01 -
Operations (%)
Gross Profit (₹ in Lakhs) 3,923.68 1,908.80 2,069.51 1,843.88 20,430.90 16,139.89 11,998.58 10,647.52
Gross Profit Margin (%) 34.44 41.90 58.21 60.02 28.40 33.33 35.53 34.69
EBITDA (₹ in Lakhs) 1,090.40 471.77 313.82 245.55 19,468.18 14,021.10 10,595.18 9,504.38
EBITDA Margin 9.57 10.36 8.83 7.99 27.06 28.95 31.38 30.97
Profit After Tax (₹ in Lakhs) 614.01 222.66 110.58 83.37 14,995.72 10,318.54 7,560.26 6,981.80
PAT Margin (%) 5.39 4.89 3.11 2.71 20.85 21.31 22.39 22.75
RoE (%) 46.20 25.41 16.37 14.41 23.72 24.08 22.26 26.16
RoCE (%) 39.09 22.97 18.41 20.24 29.95 30.65 28.85 34.16
Net Fixed Asset Turnover (In
43.46 23.80 18.83 20.63 11.97 12.48 9.83 9.82
Times)
Operating Cash Flows (₹ in Lakhs) (175.36) 113.88 (243.73) 49.10 (7,293.24) 896.41 (684.35) 2,069.93
Source: The Figure has been certified by our Peer Review Auditors, M/s. S V J K and Associates Chartered Accountants vide their certificate dated July 13, 2024 having
UDIN: 24151324BKESID9890.

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COMPARISON OF OPERATIONAL KPIs OF OUR COMPANY AND OUR LISTED PEERS:
V.L.Infraprojects Limited EMS Limited

Particulars For the Year ended on For the Year ended on

March 31, March 31, March 31, March 31, March 31, March 31, March 31, March 31,
2024 2023 2022 2021 2024 2023 2022 2021
Workforce Strength 30 18 20 15 NA NA NA NA
Contribution to revenue from operations of top 1 / 3 / 5 / 10 customers
Top 1 Customers (%) 37.80 40.35 51.87 44.03 NA NA NA NA
Top 3 Customers (%) 63.80 74.86 80.15 72.41 NA NA NA NA
Top 5 Customers (%) 80.50 95.59 91.97 86.86 NA NA NA NA
Top 10 Customers (%) 95.48 99.93 100.00 100.56* NA NA NA NA
Contribution to purchase material and stock in trade of top 1 / 3 / 5 / 10 Suppliers
Top 1 Suppliers (%) 27.99 35.18 19.82 23.49 NA NA NA NA
Top 3 Suppliers (%) 63.41 64.28 41.42 37.29 NA NA NA NA
Top 5 Suppliers (%) 72.52 76.90 53.83 48.46 NA NA NA NA
Top 10 Suppliers (%) 82.87 84.90 64.09 67.85 NA NA NA NA
* The Percentage of revenue from top 10 customers exceeds 100% during the FY 2020-21 was due to reversal of unbilled revenue arose during the year due to
discontinuation of a project and accounted under the head Revenue from Operations. The restated Profit & Loss account as well as Audited Profit & Loss Account
for FY 2020-21 shows revenue from operation by adjusting that reversal from sales of service.
Notes:
1. Contribution to Revenue from Operations of top 1 / 3 / 5 / 10 customers means aggregate revenue from top 1 / 3 / 5 / 10 customers divided by total Revenue
from Operations as per Restated financial Statements.
2. Contribution to purchase material and stock in trade of top 1 / 3 / 5 / 10 suppliers means aggregate purchases of raw material from top 1 / 3 / 5 / 10 suppliers
divided by total purchases of raw material and stock-in-trade as per Restated financial Statements.
3. Data of Operational KPI’s of the Company’s listed peers is either not available in the public domain or the basis and manner of calculation of the figures
mentioned is not ascertainable and therefore, may not be an accurate comparison with the Company’s information not available in a comparable manner, and
hence not mentioned.
Source: The Figure has been certified by our Peer Review Auditors, M/s. S V J K and Associates Chartered Accountants vide their certificate dated July 13,
2024 having UDIN: 24151324BKESID9890.

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WEIGHTED AVERAGE COST OF ACQUISITION:
a) The price per share of our Company based on the primary/ new issue of shares (equity / convertible securities).
The details of issuance of Equity Shares or convertible securities, excluding shares issued under ESOP/ESOS and issuance
of bonus shares, during the 18 months preceding the date of this Red Herring Prospectus, where such issuance is equal to
or more than 5% of the fully diluted paid-up share capital of the Company (calculated based on the pre-issue capital before
such transaction(s)), in a single transaction or multiple transactions combined together over a span of rolling 30 days are
as follows:
The details of allotment of 685000 Equity Shares made on March 31, 2023, by way of rights issue, in the ratio of 1:10 i.e.,
1 (One) New Equity Share for every 10 (Ten) Equity Shares held on March 20, 2023 are as follows:
Number of Issue Price Total
Sr Name of Face Value Nature of
Securities per Equity Consideration (in
No. Allotee (₹) consideration
Allotted Share (in ₹) ₹ lakhs)
1. Mr. Raja
616500 10.00 10.00 Cash 61.65
Gopal Reddy
2. Mr.
Nageswara 68500 10.00 10.00 Cash 6.85
Rao Repuri
Weighted Average Cost of Acquisition (WACA) 10.00
b) The price per share of our Company based on the secondary sale / acquisition of shares (equity / convertible
securities).
There are no secondary sale/ acquisition of whether equity shares or convertible securities, where the promoters, members
of the promoter group, selling shareholders, or shareholder(s) having the right to nominate director(s) in the board of
directors of the Company are a party to the transaction (excluding gifts), during the 18 months preceding the date of this
Red Herring Prospectus, where either acquisition or sale is equal to or more than 5% of the fully diluted paid up share
capital of the 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.
c) Price per share based on the last five primary or secondary transactions;
Since there are transactions to report under (a) and (b) therefore, information based on last 5 primary or secondary
transactions (secondary transactions where Promoters / 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 Red Herring Prospectus irrespective of the size of transactions is not required to be disclosed.
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 Red
Herring Prospectus, where such issuance is equal to 10.00 [●] times [●] times
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
N.A. N.A. N.A.
equity / convertible securities), where promoters /
promoter group entities or Selling Shareholder or

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 Weighted average cost of
Floor Price Cap Price
Types of transactions acquisition (₹ per Equity
(in ₹) (in ₹)
Share)
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 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.**
Since there were no secondary transactions of equity
shares of our Company during the 18 months
preceding the date of filing of this 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 been disclosed for price per share
of our Company based on the last five secondary N.A. N.A. N.A.
transactions where promoters /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 Red Herring
Prospectus irrespective of the size of the transaction.
**There were no secondary transactions of shares (equity/ convertible securities) in last 18 months from the date of this
Red Herring Prospectus which are equal to or more than 5% of the fully diluted paid-up share capital of our Company.
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 Promoters, 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 Red Herring Prospectus compared to our
Company’s KPIs and financial ratios for the Financial Years 2023-24, 2022-23 and 2021-22.
[●]
(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 Promoters, 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 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 Restated Financial
Information” beginning on pages 25, 115 and 50, respectively of this Red Herring Prospectus, to have a more informed
view.

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 STATEMENT OF SPECIAL TAX BENEFITS
To,
The Board of Directors,
V.L.Infraprojects Limited
716, Shivalik Satyamev,
Nr. Vakil Saheb Bridge Bopal,
Ahmedabad, Gujarat,
India, 380058

Dear Sir,

Subject - Statement of possible tax benefits (“the statement”) available to V.L.Infraprojects 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 V.L.Infraprojects Limited.

1. We hereby confirm that the enclosed Annexure I, prepared by V.L.Infraprojects 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 2025-26 relevant to the financial year 2024-25, available to the Company and/or 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 and/ or 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 and/ or 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 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. SVJK and Associates

Chartered Accountants
FRN: 135182W

CA Ankit Singhal
Partner
Membership No.: 151324

UDIN: 24151324BKESHS3750
Place: Ahmedabad
Date: July 13, 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 and/ or 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 and to its shareholders in the 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
Global economic activity continues to soften, amid the effects of tight monetary policies, restrictive financial conditions,
and weak global trade growth. After a sharp slowdown in 2022 and another decline last year, global output growth is set
to edge down in 2024, marking the third consecutive year of deceleration. The recent conflict in the Middle East has
heightened geopolitical risks and raised uncertainty in commodity markets, with potential adverse implications for global
growth. This comes while the world economy is continuing to cope with the lingering effects of the overlapping shocks of
the past four years—the COVID-19 pandemic, the Russian Federation’s invasion of Ukraine, and the rise in inflation and
subsequent sharp tightening of global monetary conditions.
Near-term prospects are diverging (figure 1.1.A). Growth in advanced economies as a whole and in China is projected to
slow in 2024 to well below its 2010-19 average pace. Meanwhile, aggregate growth is set to improve in EMDEs with strong
credit ratings, remaining close to pre-pandemic average rates. Although overall growth is also expected to firm somewhat
from its 2023 low in EMDEs with weak credit ratings, the outlook for many such countries remains precarious, given
elevated debt and financing costs, and idiosyncratic headwinds such as conflict.
Global headline and core inflation have continued to decline from 2022 peaks. Nonetheless, inflation remains above target
in most advanced economies and about half of inflation-targeting EMDEs. Global inflation is projected to remain above
its 2015-19 average beyond 2024 (figure 1.1.B). Monetary tightening in advanced economies is concluding, but real policy
interest rates are expected to remain elevated for some time, as inflation returns to target only gradually. This will keep the
stance of advanced-economy monetary policies restrictive in the near-term, following the largest and fastest increase in
U.S. real policy rates since the early 1980s (figure 1.1.C).
Long-term yields on advanced-economy government bonds were volatile in 2023, reflecting shifting expectations about
the path of future interest rates and sizable movements in term premia. Although yields have retreated from their late-
October peaks, they still imply increased fiscal vulnerabilities, given that median global government debt has risen by 20
percentage points of GDP since 2007, when U.S. yields were last at their current levels. The drag on growth from monetary
tightening is expected to peak in 2024 in most major economies, assuming an orderly evolution of broader financial
conditions. Thus far, headwinds to growth from elevated interest rates have been offset, to some degree, by households and
firms spending out of savings buffers, resilient risk appetite, and extended maturities on stocks of low-cost debt, as well as
by expansionary fiscal policy in some cases, most notably the United States.
Global trade growth in 2023 was the slowest outside global recessions in the past 50 years, with goods trade contracting
amid pandemic global industrial production. Services trade has continued to recover from the effects of the pandemic, but
at a slower pace than previously expected. Global trade growth is projected to pick up to 2.3 percent in 2024, partly
reflecting a recovery of demand for goods and, more broadly, in advanced-economy trade (figure 1.1.D).
The recent conflict in the Middle East has so far had only a muted impact on commodity prices. In 2023 as a whole, most
commodity prices weakened to varying degrees; however, they remain above pre-pandemic levels. Despite recent volatility
triggered mainly by the conflict, and assuming hostilities do not escalate, average oil prices in 2024 are projected to edge
down as global growth weakens and oil production increases.
Against this backdrop, global growth is estimated to have weakened last year to 2.6 percent. Although this is 0.5 percentage
point higher than last June’s forecast, it is mainly due to better than-expected growth in the United States. Global growth
is forecast to slow again, to 2.4 percent in 2024. This deceleration reflects softening labor markets, reduced savings buffers,
waning pent-up demand for services, the lagged effects of monetary tightening, and fiscal consolidation. Over 2020-24,
the forecast entails the weakest start to a decade for global growth since the 1990s—another period characterized by
geopolitical strains and a global recession (figure 1.1.E; Kose, Sugawara, and Terrones 2020). Global growth is projected
to pick up to 2.7 percent in 2025, as inflation continues to slow, interest rates decline, and trade growth firms.

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Advanced-economy growth is set to bottom out at 1.2 percent in 2024 as growth in the United States slows, while euro
area growth, which was feeble last year, picks up slightly as lower inflation boosts real wages. In 2025, growth in advanced
economies is forecast to pick up to 1.6 percent as the euro area continues to recover and U.S. growth edges up toward its
long-term trend rate amid declining inflation and more supportive monetary policy.
Growth in EMDEs is forecast to average 3.9 percent a year over 2024-25. China’s growth is expected to slow notably this
year, as tepid consumer sentiment and a continued downturn in the property sector weigh on demand and activity.
Excluding China, EMDE growth is set to firm from 3.2 percent in 2023 to 3.5 percent this year and 3.8 percent in 2025.
This pickup reflects a rebound in trade and improving domestic demand in several large economies, as inflation continues
to recede. Nonetheless, elevated borrowing costs will continue to squeeze fiscal space in EMDEs: U.S. dollar-denominated
bond yields are well above the growth rates of nominal GDP in many countries, especially those with weaker

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creditworthiness (figure 1.1.F). Although growth in low income countries (LICs) is forecast to firm, this will follow a
feeble recovery from 2020, with violence and political instability in some countries curtailing activity last year.
In all, the EMDE recovery from the 2020 pandemic recession remains modest. This reflects the negative effects of
headwinds such as tight global financial conditions, a weak recovery in global trade, sharp domestic monetary tightening
to tame inflation, the marked slowdown in China, and increased conflict. It also reflects the longer term downtrend in
EMDE potential growth, including in China, due to decelerating investment and productivity growth, slowing labor force
growth amid population aging, and the diminishing growth benefits of improvements in education and health (Kose and
Ohnsorge 2023).
Risks to the outlook remain tilted to the downside, although they have become somewhat more balanced since June,
following continued declines in inflation and the stabilization of advanced-economy banking systems after stresses early
last year. The recent conflict in the Middle East, coming on top of Russia’s invasion of Ukraine, has sharply heightened
geopolitical risks. Intensification of these conflicts, or increasing geopolitical tensions elsewhere, could have adverse global
repercussions through commodity and financial markets, trade, and confidence. Recent attacks on commercial vessels
transiting the Red Sea have already started to disrupt key shipping routes, eroding slack in supply networks and increasing
the likelihood of inflationary bottlenecks. In a setting of escalating conflicts, energy supplies could also be substantially
disrupted, leading to a spike in energy prices. This would have significant spillovers to other commodity prices and heighten
geopolitical and economic uncertainty, which in turn could dampen investment and lead to a further weakening of growth.
On the upside, resilient economic activity and declining inflation in the United States could be sustained, even in the face
of substantial headwinds, if aided by further labor supply improvements. There is therefore a possibility that U.S. growth
continues to be stronger than projected as price pressures recede and monetary policy is eased, which would bolster global
activity.
If any of the aforementioned downside risks were to materialize, they could lead to weaker growth than projected in the
baseline. Alternative downside scenarios—including higher oil prices due to an escalation of geopolitical tensions, financial
stress in EMDEs that leads to surging sovereign spreads, and weaker growth in China resulting in adverse global spillovers
via commodity and other channels—show that in each case global growth in 2024 would be reduced by 0.2 percentage
point below the baseline. In contrast, an upside scenario with higher-than expected U.S. growth due to continuing strong
supply conditions could boost global growth by 0.2 percentage point this year.
Global Trade
Global trade in goods and services was virtually flat in 2023, growing by an estimated 0.2 percent—the slowest expansion
outside global recessions in the past 50 years. Goods trade contracted last year, reflecting declines in key advanced
economies and deceleration in EMDEs, and mirroring the sharp slowdown in the growth of global industrial production.
This marked the first sustained contraction in goods trade outside a global recession in the past 20 years (figure 1.3.A).
Reflecting stagnant goods trade and fading pandemic-era disruptions, global supply chain pressures have returned to pre-
pandemic averages after receding to record lows in mid-2023. Services trade slowed in the second half of 2023, following
an initial rebound from the pandemic (figure 1.3.B).
After lagging the pace of global growth in 2023, global trade is projected to pick up to 2.3 percent in 2024, mirroring
projected growth in global output (figure 1.3.C). This reflects a partial normalization of trade patterns following exceptional
weakness last year (WTO 2023). Goods trade is envisaged to start expanding again, while the contribution of services to
total trade growth is expected to decrease, aligning more closely with the trade composition patterns observed before the
pandemic. However, in the near term, the responsiveness of global trade to global output is expected to remain lower than
before the pandemic, reflecting subdued investment growth. This is because investment tends to be more trade-intensive
than other types of expenditures. Global tourist arrivals are expected to return to pre-pandemic level in 2024, although the
recovery is set to lag in some countries where reopening was delayed.
The global trade growth forecast for 2024 has been revised down by 0.5 percentage point since June, reflecting weaker-
than-expected growth in China and in global investment. As a result, the recovery of trade now projected for 2021-24 is
the weakest following a global recession in the past half century (figure 1.3.D).
Geopolitical uncertainty, especially in light of ongoing armed conflicts, and the possibility of a more protracted slowdown
in China pose downside risks to the trade outlook. Another downside risk arises from the possibility of further measures to
restrict international trade. The recent increase in the use of restrictive trade policies, as well as subsidies and industrial
policies aimed at localizing production, has accelerated the reshoring of activities by U.S. and European Union (EU)
multinationals, although some of this reflects a desire by firms to diversify sourcing to reduce exposure to adverse shocks
(Aiyar, Presbitero, and Ruta 2023; Freund et al. 2023). Continuation of this trend could result in more fragmented supply
chains and slower trade growth than projected in the baseline.

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Global Inflation
Global headline consumer price inflation declined substantially in 2023. Moderating energy and food price inflation, along
with slowing consumer demand for goods and the recovery of global supply chains, exerted significant downward pressure
on goods inflation. Nonetheless, inflation remains above targets in most advanced economies and in about half of inflation-
targeting EMDEs. In the major advanced economies, the rotation of demand from goods to services continued. Declining
goods inflation amid easing import prices was partly offset, however, by persistent services inflation tied to tight domestic
labor markets. As a result, core inflation, which surged less than headline inflation in 2021- 22, has also declined less since
its 2022 peak.
In 2024-25, global inflation is expected to decline further, underpinned by the projected weakness in global demand growth
and slightly lower commodity prices. Subdued demand reflects the effects of tight monetary and credit conditions and

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softening labor markets. Thus, global headline inflation, on a year-on-year basis, is forecast to recede to 3.7 percent in 2024
and 3.4 percent in 2025—still above the pre-pandemic (2015-19) average but closer to central bank inflation targets (figure
1.5.E). Surveys of inflation expectations similarly suggest a steady decline in inflation, but to levels in 2024 that are still
higher than prepandemic averages (figure 1.5.F). In particular, Consensus forecasts indicate lower inflation this year than
last in 85 percent of EMDEs.
Global financial developments
Monetary tightening in advanced economies is concluding, with subsequent easing of policy interest rates likely to proceed
at a measured pace. This, alongside softening inflation, could keep real policy rates elevated for an extended period,
following the largest and fastest increase in real U.S. policy rates since the early 1980s (figure 1.6.A). In the United States,
tight monetary policy reflects better-than-expected growth outturns. In the euro area, persistent core inflation has played a
larger role. Reflecting both the outlook for policy rates and volatile term premia, government bond yields in advanced
economies in October reached their highest levels since the late 2000s. Although yields have pulled back since then, they
remain at levels that will put upward pressure on the cost of capital for governments and firms as debts are rolled over
(figure 1.6.B).
High financing costs have been reflected in credit market developments. Advanced-economy banks have been reporting
restrictive lending standards, and bank credit growth has slowed sharply. In addition, corporate bankruptcies and credit
card delinquencies have picked up. Although private sector debt-service ratios remain generally manageable, reflecting the
stock of debt issued at low fixed rates, they have been trending up, most notably in China (figure 1.6.C). Risk appetite in
advanced-economy financial
markets has nonetheless been
resilient, which has somewhat
mitigated the tightening effect
of higher interest rates on
broad financial conditions.
Indeed, equity volatility was
subdued in the second half of
2023, while corporate credit
spreads were generally below
2000-19 median levels.
Across EMDEs, a rising
number of central banks have
started cutting policy rates,
with further reductions
expected in the coming
months, especially in Europe
and Latin America (figure
1.6.D). Most EMDEs have so
far exhibited few signs of
financial stress, despite higher
interest rates. This is likely
due to a mix of factors,
including better-than-
expected growth, limited
current account
vulnerabilities, and declining
inflation following proactive
monetary tightening, all of
which have helped contain
currency depreciation.

(Source: Global Economic Prospects, January 2024)

INDIAN ECONOMY

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The Indian economy, however, appears to have moved on after its encounter with the pandemic, staging a full recovery in
FY22 ahead of many nations and positioning itself to ascend to the pre-pandemic growth path in FY23. Yet in the current
year, India has also faced the challenge of reining in inflation that the European strife accentuated. Measures taken by the
government and RBI, along with the easing of global commodity prices, have finally managed to bring retail inflation
below the RBI upper tolerance target in November 2022. However, the challenge of the depreciating rupee, although better
performing than most other currencies, persists with the likelihood of further increases in policy rates by the US Fed. The
widening of the CAD may also continue as global commodity prices remain elevated and the growth momentum of the
Indian economy remains strong. The loss of export stimulus is further possible as the slowing world growth and trade
shrinks the global market size in the second half of the current year.
Despite these, agencies worldwide continue to project India as the fastest-growing major economy at 6.5-7.0 per cent in
FY23. These optimistic growth forecasts stem in part from the resilience of the Indian economy seen in the rebound of
private consumption seamlessly replacing the export stimuli as the leading driver of growth. The uptick in private
consumption has also given a boost to production activity resulting in an increase in capacity utilisation across sectors. The
rebound in consumption was engineered by the near-universal vaccination coverage overseen by the government that
brought people back to the streets to spend on contact-based services, such as restaurants, hotels, shopping malls, and
cinemas, among others. The world’s second-largest vaccination drive involving more than 2 billion doses also served to
lift consumer sentiments that may prolong the rebound in consumption. Vaccinations have facilitated the return of migrant
workers to cities to work in construction sites as the rebound in consumption spilled over into the housing market. This is
evident in the housing market witnessing a significant decline in inventory overhang to 33 months in Q3 of FY23 from 42
months last year.
The Capital Expenditure (Capex) of the central government, which increased by 63.4 per cent in the first eight months of
FY23, was another growth driver of the Indian economy in the current year, crowding in the private Capex since the
January-March quarter of 2022. On current trend, it appears that the full year’s capital expenditure budget will be met. A
sustained increase in private Capex is also imminent with the strengthening of the balance sheets of the Corporates and the
consequent increase in credit financing it has been able to generate. A much-improved financial health of well-capitalised
public sector banks has positioned them better to increase the credit supply. Consequently, the credit growth to the Micro,
Small, and Medium Enterprises (MSME) sector has been remarkably high, over 30.6 per cent, on average during Jan-Nov
2022, supported by the extended Emergency Credit Linked Guarantee Scheme (ECLGS) of the Union government. The
increase in the overall bank credit has also been influenced by the shift in borrower’s funding choices from volatile bond
markets, where yields have increased, and external commercial borrowings, where interest and hedging costs have
increased, towards banks. If inflation declines in FY24 and if real cost of credit does not rise, then credit growth is likely
to be brisk in FY24.
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). 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.
(Source: Economic Survey 2022-23, DEA)

ABSTRACT OF THE REPORT

Driven by a better-than-expected performance in Q2 of FY24 and above 7 per cent growth projection for FY24 (by MoSPI
in its first advance estimates), many global agencies have revised India’s growth projection in the upward direction. This
reflects the resilience of the Indian economy to sustain its growth path amidst ongoing geopolitical headwinds. The
measures announced in the Interim Union Budget FY25 are expected to play a pivotal role in supporting India’s growth
journey ahead.
Increased Government spending on capex announced in the Union Budget has not resulted in a huge jump in its total
expenditure. Rather, there has been a reprioritisation in Government spending as reflected in an improvement in the capital
outlay to revenue expenditure ratio. Despite rising capex, required expenditures to protect the people from the impact of
uncertainties have not been compromised. The Government’s inclusive approach to economic growth is highlighted in a
slew of initiatives that have been announced for the poor, women, youth, and farmers. Amidst changing spending patterns,

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the Government’s commitment towards fiscal consolidation has not been compromised, as it stands firm to follow the glide
path. The Government has lowered its Fiscal Deficit estimate for FY24 to 5.8 per cent of Nominal GDP, compared to the
Budget Estimate of 5.9 per cent, and stands committed to lowering it further to 5.1 per cent in FY25.
Global slowdown, especially in India’s major trading partners, has led to a slowdown in demand for India’s merchandise
exports. At the same time, there has been a decline in the overall value of imports due to a fall in international commodity
prices, which spiked after the outbreak of the Russia-Ukraine conflict. This has led to a narrowing of India’s merchandise
trade deficit in the first ten months of FY24. A narrowing merchandise trade deficit, coupled with rising net services
receipts, is expected to result in an improvement in India’s current account deficit. As far as capital account is concerned,
India’s strong macroeconomic fundamentals, high growth and stable business environment have boosted Foreign Portfolio
Inflows (FPIs).
Inflationary pressures have moderated in January 2024 due to a fall in food as well as core inflation. The recent measures
announced by the Government to control food prices, are likely to reduce inflation further. The expectations of the fading
away of El Nino and the forecast of a normal monsoon bodes well for a better-than-normal kharif sowing.
OUTLOOK
Going forward, the outlook for the Indian economy appears bright. RBI has forecasted India’s Real GDP to grow at 7 per
cent in FY25, with risks evenly balanced. Prospects of healthy rabi harvesting, sustained manufacturing profitability and
underlying service resilience are expected to support economic activity in FY25. On the demand side, household
consumption is expected to improve, while prospects for capital formation are bright owing to an upturn in the private
capex cycle, improved business sentiments, healthy balance sheets of banks and corporates, and the government’s
continued thrust on capital expenditure. Improvement in the outlook for global trade and rising integration in the global
supply chain will support net external demand. However, headwinds from geopolitical tensions, such as supply chain
disruptions and higher logistics costs, volatility in international financial markets, and geoeconomic fragmentation, pose
downside risks.
Downside risks to trade include a spike in new commodity prices from geopolitical shocks, including continued attacks in
the Red Sea and supply disruptions or more persistent underlying inflation in the developed world, which could extend
tight monetary conditions. 27 This could impact the expected recovery in global demand, thereby affecting the prospects
for India’s exports. On the contrary, the average crude oil FOB price for the Indian basket for FY24 (up to 12 February
2024) at USD 82.2/bbl remains lower than the average of USD 93.2/bbl during FY23. Core inflation for FY24 (up to
January 2024) is also the lowest since FY21 (MOSPI). Lower input prices and overall inflation can influence output growth
positively, which in turn can further improve the prospects for exports. Given persisting uncertainties for global output and
trade growth, finding ways to enhance the competitiveness and attractiveness of India’s exports is both urgent and
important.
As far as inflation is concerned, according to the latest release of inflation data for January 2024, month-on-month
momentum in price indices of vegetables, pulses and overall food items is (-) 4.2 per cent, (-) 0.9 per cent and (-) 0.7 per
cent, respectively. Hence, it is expected that food inflation will moderate further in the upcoming months. RBI has revised
the inflation projection for Q4 of FY24 downward to 5 per cent in the Monetary Policy Statement of February 2024, from
5.2 per cent in the previous MPC meeting. RBI has also kept the policy rate unchanged at 6.5 per cent to facilitate full
monetary transmission. With the stable downward movement in core inflation and moderation in food prices, the outlook
for a reasonably low headline inflation rate is good.
(Monthly Economic Review Report, January 2024, DEA)
INDUSTRY – INFRASTRUCTURE SECTOR
India’s high growth imperative in 2023 and beyond will significantly be driven by major strides in key sectors with
infrastructure development being a critical force aiding the progress.
Infrastructure is a key enabler in helping India become a US $26 trillion economy. Investments in building and upgrading
physical infrastructure, especially in synergy with the ease of doing business initiatives, remain pivotal to increase
efficiency and costs. Prime Minister Mr. Narendra Modi also recently reiterated that infrastructure is a crucial pillar to
ensure good governance across sectors.
The government’s focus on building infrastructure of the future has been evident given the slew of initiatives launched
recently. The US$ 1.3 trillion national master plan for infrastructure, Gati Shakti, has been a forerunner to bring about
systemic and effective reforms in the sector, and has already shown a significant headway.
Infrastructure support to nation’s manufacturers also remains one of the top agendas as it will significantly transform goods
and exports movement making freight delivery effective and economical.

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Infrastructure sector is a key driver for the Indian economy. The sector is highly responsible for propelling India’s overall
development and enjoys intense focus from Government for initiating policies that would ensure time-bound creation of
world class infrastructure in the country. The Infrastructure sector includes power, bridges, dams, roads, and urban
infrastructure development. In other words, the infrastructure sector acts as a catalyst for India’s economic growth as it
drives the growth of the allied sectors like townships, housing, built-up infrastructure, and construction development
projects.
To meet India’s aim of reaching a US$ 5 trillion economy by 2025, infrastructure development is the need of the hour. The
government has launched the National Infrastructure Pipeline (NIP) combined with other initiatives such as ‘Make in India’
and the production-linked incentives (PLI) scheme to augment the growth of infrastructure sector. Historically, more than
80% of the country's infrastructure spending has gone toward funding for transportation, electricity, and water& irrigation.
While these sectors still remain the key focus, the government has also started to focus on other sectors as India's
environment and demographics are evolving. There is a compelling need for enhanced and improved delivery across the
whole infrastructure spectrum, from housing provision to water and sanitation services to digital and transportation
demands, which will assure economic growth, increase quality of life, and boost sectoral competitiveness.

MARKET SIZE
In Budget 2023-24, capital investment outlay for
infrastructure is being increased by 33% to Rs.10
lakh crore (US$ 122 billion), which would be 3.3
per cent of GDP. As per the Union Budget 2023-
24, a capital outlay of Rs. 2.40 lakh crore (US$ 29
billion) has been provided for the Railways,
which is the highest ever outlay and about 9 times
the outlay made in 2013-14.
Starting with 6,835 projects, the NIP project
count now stands at 9,142 covering 34 sub-
sectors, as per news reports. Under the initiative,
2476 projects are under the development phase
with an estimated investment of US$ 1.9 trillion.
Nearly half of the under-development projects are
in the transportation sector, and 3,906 are in the
roads and bridges sub-sector.
The Indian Railways expects to complete total
revenue of Rs. 2,64,500 crore (US$ 31.81 billion)
by the end of 2023-24.
India’s Logistics Market is estimated to be US$
435.43 billion in 2023 and is expected to reach
US$ 50.52 billion by 2028, growing at a CAGR
of 8.36%.
India intends to raise its ranking in the Logistics Performance Index to 25 and bring down the logistics cost from 14% to
8% of GDP, leading to a reduction of approximately 40%, within the next five years.
In December 2022, AAI and other Airport Developers have targeted capital outlay of approximately Rs. 98,000 crore (US$
11.8 billion) in airport sector in the next five years for expansion and modification of existing terminals, new terminals and
strengthening of runways, among other activities.
India plans to spend US$ 1.4 trillion on infrastructure through ‘National Infrastructure Pipeline’ in the next five years. In
FY21, infrastructure activities accounted for 13% share of the total FDI inflows of US$ 81.72 billion. India will need to
construct 43,000 houses every day until 2022 to achieve the vision of Housing for All by 2022. As of August 22, 2022,
122.69 lakh houses have been sanctioned, 103.01 lakh houses have been grounded, and 62.21 lakh houses have been
completed, under the Pradhan Mantri Awas Yojna scheme (PMAY-Urban).
Hundreds of new cities need to be developed over the next decade. Over the next 10 years, demand for urban freight is
predicted to increase by 140%. Final-mile freight transit in Indian cities accounts for 50% of the total logistics expenditures
in the country's increasing e-commerce supply chains. India is expected to become the third-largest construction market
globally by 2022. Indian logistics market is estimated to touch US$ 320 billion by 2025. The overall infrastructure capex
is estimated to grow at a CAGR of 11.4% over 2021-26 driven by spending on water supply, transport, and urban

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infrastructure. Investment in infrastructure contributed around 5% of the GDP in the tenth five-year plan as against 9% in
the eleventh five-year plan. Further, US$ 1 trillion investment in infrastructure was proposed by the India’s planning
commission during the 12th five-year plan, with 40% of the funds coming from the private sector.
ADVANTAGE INDIA
1. ROBUST DEMAND
• India intends to enhance its infrastructure to reach its 2025 economic growth target of US$ 5 trillion.
• India's population growth and economic development require improved transport infrastructure, including
investments in roads, railways, aviation, shipping and inland waterways.
2. ATTRACTIVE OPPORTUNITIES
• Development of infrastructure has a multiplier effect on demand and efficiency of transport and increases
commercial and entrepreneurship opportunities.
• In June 2022, the Minister of Road Transport and Highways, opened 15 national highway projects worth Rs.
13,585 crore (US$1.7 billion) in Patna and Hajipur, Bihar.
• In October 2021, the Dubai government and India signed a contract in October 2021 to build infrastructure in
Jammu and Kashmir, including industrial parks, IT towers, multipurpose towers, logistics centres, medical
colleges, and specialized hospitals.
3. POLICY SUPPORT
• Budget 2023-24 is complemented with a continuation of the 50-year interest-free loan to state governments for
one more year to spur investment in infrastructure and to incentivize them for complementary policy actions,
with a significantly enhanced outlay of ₹ 1.3 lakh crore (US$ 16 billion).
• Under the National Infrastructure Pipeline (NIP), projects worth Rs. 108 trillion (US$ 1.3 trillion) are currently
at different stages of implementation
• In November 2022, National Investment and Infrastructure Fund (NIIF) is set up as a collaborative investment
platform between the Government of India, global investors, multilateral development banks (MDB) and
domestic financial institutions to facilitate investment across multiple sectors in India through an India Japan
Fund.
4. INCREASING INVESTMENT
• Under Budget 2023-24, capital investment outlay for infrastructure is being increased by 33% to Rs.10 lakh
crore (US$122 billion), which would be 3.3% of GDP and almost three times the outlay in 2019-20.
• Under Budget 2023-24, Infrastructure Finance Secretariat is being established to enhance opportunities for
private investment in infrastructure that will assist all stakeholders for more private investment in infrastructure,
including railways, roads, urban infrastructure, and power.

OPPORTUNITIES IN INFRASTRUCTURE
• Urban Indian real estate
As a result of digitalisation and opportunities that tier II and III cities present for economic growth, the divide between
metro and non-metros is blurring, moving to the new era of infrastructure growth.
Commercial real estate properties have witnessed exponential growth in demand across Tier II & III cities as Information
technology and Information technology enabled services and banking financial services and insurance focused
organizations are increasingly decentralizing their operations to adapt to the new normal.
The residential sector has witnessed good sales, and launches have also shown signs of an uptick during 2022, total sales
in the top-7 cities were projected to exceed 360,000 units in 2022.
• National Infrastructure Pipeline
Started with 6,835 projects, the NIP project count now stands at 9,142 covering 34 sub-sectors, as per news reports.
Under the initiative, 2476 projects are under development phase with an estimated investment of US$1.9 trillion. Nearly
half of the under-development projects are in the transportation sector, and 3,906 in the roads and bridges sub-sector.

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• Government initiatives
In recent years, there has been a substantial increase in the pace of construction of national highways, from an average of
12 kilometres per day in 2014-15 to around 29 kilometres per day in 2021-22.
In November 2022, National Investment and Infrastructure Fund (NIIF) is set up as a collaborative investment platform
between the Government of India, global investors, multilateral development banks (MDB) and domestic financial
institutions to facilitate investment across multiple sectors in India through an India Japan Fund.
In June 2022, the Minister of Road Transport and Highways, opened 15 national highway projects worth Rs. 13,585 crore
(US$1.7 billion) in Patna and Hajipur, Bihar.
In March 2022, the Minister of Road Transport and Highway, opened 19 National Highway projects in Rajasthan and
Haryana, investing a total of Rs. 1,407 crore (US$ 183.9 million).
In October 2021, the Dubai government and India signed a contract in October 2021 to build infrastructure in Jammu and
Kashmir, including industrial parks, IT towers, multipurpose towers, logistics centres, medical colleges, and specialized
hospitals.
(Source: https://www.ibef.org/industry/infrastructure-sector-india)

GOVERNMENT INITIATIVES DRIVING GROWTH IN THE SECTOR

1. Jal Jeevan Mission
Jal Jeevan Mission, is envisioned to provide safe and adequate drinking water through individual household tap
connections by 2024 to all households in rural India. The programme will also implement source sustainability
measures as mandatory elements, such as recharge and reuse through grey water management, water conservation,
rain water harvesting.
The Jal Jeevan Mission will be based on a community approach to water and will include extensive Information,
Education and communication as a key component of the mission. The Jal Jeevan Mission will be based on a
community approach to water and will include extensive Information, Education and communication as a key
component of the mission. JJM looks to create a jan andolan for water, thereby making it everyone’s priority.
(Source: https://jaljeevanmission.gov.in/)
2. Atal Mission for Rejuvenation and Urban Transformation (AMRUT)
Atal Mission for Rejuvenation and Urban Transformation (AMRUT) was launched on 25th June 2015 in selected 500
cities and towns across the country. The Mission focuses on development of basic infrastructure, in the selected cities
and towns, in the sectors of water supply; sewerage and septage management; storm water drainage; green spaces and
parks; and non-motorized urban transport. A set of Urban Reforms and Capacity Building have been included in the
Mission.
Ministry of Housing and Urban Affairs has approved State Annual Action Plans (SAAPs) of all the States/Union
Territories (UTs) amounting to ₹77,640 crore for the entire Mission period, which includes committed Central
Assistance (CA) of ₹35,990 crore. So far, States/UTs have taken up 5,873 projects worth ₹82,222 crore, of which
4,676 projects worth ₹32,793 crore have been completed, and another 1,197 projects worth ₹49,430 crore have been
grounded which are at various stages of implementation. Further, overall works worth around ₹66,313 crore have
been physically completed and expenditure of ₹59,615 crore has been incurred.
Till December 22, 2022, 134 lakhs water tap connections and 102 lakh sewer connections (including households
covered through Faecal Sludge and Septage Management - FSSM) have been provided through AMRUT & in
convergence with other schemes against targeted 139 lakh water connections and 145 lakh sewer connections
respectively.
AMRUT Mission has been subsumed under AMRUT 2.0, which was launched on October 01, 2021 and ongoing
projects of AMRUT 1.0 will be funded with CA till March 31, 2023.
Atal Mission for Rejuvenation and Urban Transformation (AMRUT) 2.0 scheme, which has been launched on
October 01, 2021 for the period of 05 years i.e. from the financial year 2021-22 to the financial year 2025-26, is
designed to provide universal coverage of water supply through functional taps to all households in all the statutory
towns in the country and coverage of sewerage/septage management in 500 cities covered in first phase of the
AMRUT scheme.

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 AMRUT 2.0 will promote circular economy of water through development of City Water Balance Plan (CWBP) for
each city focusing on recycle/reuse of treated sewage, rejuvenation of water bodies and water conservation. It will
help cities to identify scope for projects focusing on universal coverage of functional water tap connections, water
source conservation, rejuvenation of water bodies and wells, recycle/reuse of treated used water, and rainwater
harvesting. Based on the projects identified in CWBP, Mission envisages to make cities ‘water secure’ through
circular economy of water.
Mission also has a reform agenda on ease of living of citizens through reduction of non-revenue water, recycle of
treated used water, rejuvenation of water bodies, augmenting double entry accounting system, urban planning,
strengthening urban finance etc.
Other components of AMRUT 2.0 are:
• Pey Jal Survekshan to ascertain equitable distribution of water, reuse of wastewater, mapping of water bodies and
promote healthy competition among the cities /towns.
• Technology Sub-Mission for water to leverage latest global technologies in the field of water.
• Information, Education and Communication (IEC) campaign to spread awareness among masses about
conservation of water.
The total indicative outlay for AMRUT 2.0 is ₹2,99,000 crore including Central share of ₹76,760 crore for five years.
This outlay includes funding of ₹22,000 crore (₹10,000 crore as Central Assistance) for ongoing projects of AMRUT
till March 2023.
(Source: https://pib.gov.in/PressReleasePage.aspx?PRID=1885837)

INCREASING INVESTMENTS IN INDIAN INFRASTRUCTURE

• The National Infrastructure Pipeline (NIP) for 2019-2025 is a first-of-its-kind, whole-of-government exercise to
provide world-class infrastructure to citizens, improving their quality of life.
• Infrastructure is the backbone of any country. Its development implies growth in all sectors of the economy, not to
mention real estate, an indirect beneficiary of every headwind in infrastructure sector. The PM Awas Yojna and the
extended credit-linked subsidy scheme address the affordability concern by provisioning increment in the PM Awas
Yojna by 66% to 79,000 crores and extension of CLSS till 2027.
• FDI in construction development (townships, housing, built-up infrastructure and construction development projects)
and construction (infrastructure) activity sectors stood at US$ 26.23 billion and US$ 28.95 billion, respectively,
between April 2000-September 2022.
• In January 2023, the Construction arm of Larsen & Toubro secured orders for its power transmission & distribution
and buildings & factories businesses to establish a 112.5MW Solar Power Plant in West Bengal and to construct a
600-bed super speciality hospital in Mumbai, respectively.
• In December 2022, BHEL formed a consortium with Titagarh Wagons and is among five entities which have bid for
the mega Rs. 58,000 crore (US$ 7 billion) contract to manufacture 200 Vande Bharat trains and maintain them for the
next 35 years.
• In December 2022, Mr. Nitin Gadkari, Minister of Road Transport and Highways inaugurated and laid the foundation
stone of 8 National Highway projects of 226 km length worth Rs. 1,800 crore (US$ 217.4 million) at Igatpuri, Nashik,
Maharashtra.
• In December 2022, Mr. Nitin Gadkari, Minister of Road Transport and Highways inaugurated 7 National Highway
projects worth Rs. 2,444 crore (US$ 295 million) with a total length of 204 km in Rewa, Madhya Pradesh.
• In November 2022, the Prime Minister of India laid the foundation stone of various road projects worth over Rs. 2200
crore (US$ 2.6 billion), namely the Medak-Siddipet-Elkathurthy section of NH-765DG; Bodhan-Basar-Bhainsa
section of NH-161BB; Sironcha to Mahadevpur Section of NH-353C in Telangana.
• In October 2022, National Highways Infra Trust (NHAI InvIT), the infrastructure investment trust sponsored by the
National Highway Authority of India (NHAI) to support the Government of India’s National Monetization Pipeline,
raised a sum of Rs. 1,430 crore (US$ 172.6 million) from domestic and international investors through the placement
of its units, for part funding its acquisition of three additional road projects from NHAI.
• As many as 52 critical infrastructure gap projects identified by MoPSW for connecting maritime ports and IWTs
(Inland Waterway Terminals) to be taken up under PM Gati Shakti National Master Plan. Currently, the DPR of a

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 total of 56 projects (including 11 IWT projects) under this category with a total of 1215 km length are under the
bidding stage for the feasibility assessment of these projects, which is being carried out by NHAI.
KEY HIGHLIGHTS OF UNION BUDGET 2023-24
• A capital outlay of Rs 2.6 lakh crore (US$ 31.61 billion) has been provided for the Railways in 2023-24, which is the
highest ever outlay and about 9 times the outlay made in 2013- 14.
• Infrastructure Finance Secretariat is being established to enhance opportunities for private investment in infrastructure
that will assist all stakeholders in more private investment in infrastructure, including railways, roads, urban
infrastructure, and power.
• The Government has decided to continue the 50-year interest-free loan to state governments for one more year to spur
investment in infrastructure and to incentivize them for complementary policy actions, with a significantly enhanced
outlay of Rs 1.3 lakh crore (US$16 billion).
• A capital outlay of Rs 2.40 lakh crore (US$ 29 billion) has been provided for the Railways, which is the highest ever
outlay and about 9 times the outlay made in 2013- 14.
• 100 critical transport infrastructure projects, for last and first-mile connectivity for ports, coal, steel, fertilizer, and
food grains sectors have been identified and will be taken up on priority with an investment of Rs. 75,000 crore (US$
9 billion), including Rs. 15,000 crore (US$ 1.8 billion) from private sources.
• 50 additional airports, heliports, water aerodromes and advanced landing grounds will be revived for improving
regional air connectivity.
• An Urban Infrastructure Development Fund (UIDF) will be established through the use of priority sector lending
shortfall, which will be managed by the National Housing Bank, and will be used by public agencies to create urban
infrastructure in Tier 2 and Tier 3 cities.
• For realizing the vision of “Make A-I in India and Make A-I work for India”, three centres of excellence for Artificial
Intelligence will be set-up in top educational institutions.
• The Digital Public infrastructure for agriculture will be built as an open source, open standard and inter-operable
public good that will enable inclusive, farmer-centric solutions through relevant information services for crop
planning and health, improved access to farm inputs, credit, and insurance, help for crop estimation, market
intelligence, and support for the growth of agri-tech industry and start-ups.
• 157 new nursing colleges will be established in co-location with the existing 157 medical colleges established since
2014.
• The Awas Yojana budget estimate for 2023-’24 constitutes an allocation of Rs. 25,103 crore (US$ 3 billion) to
Pradhan Mantri Awas Yojana-Urban and Rs. 54,487 crore (US$ 6.5 billion) to Pradhan Mantri Awas Yojana-Gramin.
ROAD AHEAD
India must enhance its infrastructure to reach its 2025 economic growth target of US$ 5 trillion. India's population growth
and economic development requires improved transport infrastructure, including through investments in roads, railways,
and aviation, shipping and inland waterways.
The government has also suggested an investment of $750 billion to strengthen railway infrastructure and envisioned the
Maritime India Vision 2030 which estimates massive investments in world-class infrastructure development at Indian
ports.
Global investment and partnerships in infrastructure, such as the India-Japan forum for development in the Northeast are
also indicative of more investments. These initiatives come at a momentous juncture as the country aims for self-reliance
in future-ready and sustainable critical infrastructure.
India, it is estimated, needs to invest $840 billion over the next 15 years into urban infrastructure to meet the needs of its
fast-growing population. This investment will only be rational as well as sustainable, if we additionally focus on long-
term maintenance and strength of our buildings, bridges, ports and airports.
As a result of digitalisation and opportunities that tier II and III cities present for economic growth, the divide between
metro and non-metros is blurring, moving to the new era of infrastructure growth. Commercial real estate properties have
witnessed exponential growth in demand across Tier II & III cities as Information technology and Information technology
enabled services and banking financial services and insurance focused organizations are increasingly decentralizing their
operations to adapt to the new normal.

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The residential sector has witnessed good sales, and launches have also shown signs of an uptick during 2022, total sales
in the top-7 cities was projected to exceed 360,000 units in 2022.
Civil Aviation Ministry’s “Vision 2040” report states that there will be 190-200 functioning airports in India by 2040.
Delhi and Mumbai will have three international airports each, while top 31 Indian cities will have two operational airports
each.
220 destinations (airports/heliports/water aerodromes) under UDAN are targeted to be completed by 2026 with 1000
routes to provide air connectivity to unconnected destinations in India.
102 critical projects under the Gati Shakti masterplan worth $7.67 billion are to be completed by 2024, making 2023 a
critical year for effective execution and celerity of completion.
India's Infrastructure forms an integral part of the country's economic ecosystem. There has been a significant shift in the
industry that is leading to the development of world-class facilities across the country in the areas of roads, waterways,
railways, airports, and ports, among others. The country-wide smart cities programmes have proven to be industry game-
changers. Given its critical role in the growth of the nation, the infrastructure sector has experienced a tremendous boom
because of India's necessity and desire for rapid development. The expansion has been aided by urbanisation and an
increase in foreign investment in the sector.
The infrastructure sector has become the biggest focus area for the Government of India. India plans to spend US$ 1.4
trillion on infrastructure during 2019-23 to have a sustainable development of the country. The Government has suggested
investment of Rs. 5,000,000 crore (US$ 750 billion) for railways infrastructure from 2018-30. India's GDP is expected to
grow by 8% over the next three fiscal years, one of the quickest rates among major, developing economies, according to
S&P Global Ratings. India and Japan have joined hands for infrastructure development in India's Northeast states and are
also setting up an India-Japan Coordination Forum for development of Northeast to undertake strategic infrastructure
projects for the region.
India being a developing nation is set to take full advantage of the opportunity for the expansion of the infrastructure
sector, and it is reasonable to conclude that India's infrastructure has a bright future ahead of it.
(Source: https://www.ibef.org/industry/infrastructure-sector-india)

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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 Prospectus, including the information contained in the section titled “Risk
Factors” on Page no. 25 of this Red Herring Prospectus. In this chapter, unless the context requires otherwise, any
reference to the terms “We”, “Us”, “V.L.Infraprojects”, “VLIL” 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 Red Herring Prospectus.
Our Company was originally incorporated as “V.L.Infraprojects Private Limited” as a private limited company under the
provisions of the Companies Act, 2013 and received a certificate of incorporation dated December 19, 2014 from the
Registrar of Companies, Gujarat. Later our Company was converted into a Public Limited Company pursuant to special
resolution passed by our shareholders in the Extra-ordinary General Meeting of our Company held on August 22, 2023 and
the name of our Company was changed to “V.L.Infraprojects Limited”. A fresh Certificate of Incorporation consequent
upon Conversion from Private Limited Company to Public Limited Company dated September 01, 2023 was issued by the
Registrar of Companies, Ahmedabad. The Corporate Identification Number of our Company is
U45200GJ2014PLC081602.
Located at Ahmedabad, Gujarat, our company was founded by our visionary Promoter Cum Chairman and Managing
Director & CEO, Mr. Rajagopal Reddy Annam Reddy. Our company is benefited from the extensive experience of our
Promoters, Mr. Rajagopal Reddy Annam Reddy, Mrs. Mydhili Rajagopal Reddy and Mr. Nageswara Rao Repuri, having
experience of more than 45 (Forty-Five) years. Our Board of Directors, Key Managerial Personnel and Senior Management
Personnel has also provided significant contribution in the growth of our company.
The company is a Government Approved Contractor in “AA” Class with the Government of Gujarat, Civil/Electrical
Contractor License from Karnataka State Public Works department, Special class registration in Government of Telangana
and contractor registration in Government of Madhya Pradesh. The company provides designing, construction, and
commissioning of various types of government projects especially in water infrastructure and irrigation segment.
The Company is engaged in executing water supply and sewerage infrastructure projects mainly involving the procurement
of pipes and their laying, joining, and commissioning with backward integration including all allied civil engineering works
like construction of civil work, pumping stations and installation of electro-mechanical equipment’s (pumping machinery)
for distribution of water supply from the river to household. We also provide operations & maintenance services for water
distribution pipelines.
Our company began its operations focusing on water pipeline projects in Gujarat. We have since expanded our services to
encompass all aspects of road construction, irrigation, water infrastructure, and environmental projects. We have locational
presence in the state of Madhya Pradesh, Telangana, Maharashtra, and Gujarat. We are committed to maintaining the
highest standards, the same is evident by the ISO 9001:2015 certification for quality management, ISO 14001:2015
certification for environmental management, and ISO 45001:2018 certification for occupational health and safety
management systems.
Over the years, on material basis, we have successfully executed around 30 projects worth ₹ 10,486.43 Lakhs. Over time,
our execution capabilities have grown significantly both in terms of the size of projects that we bid for and execute, and
the number of projects that we execute simultaneously. As of July 13, 2024, we have 15 on-going projects worth
approximately ₹ 33,880.94 Lakhs.
The Vision of the Company is to stride towards becoming a prominent player in Engineering and Construction Industry.
We are focused on our vision and are working with a strategy to tap the huge growth potential in the Infrastructure Sector,
in India both independently and through collaborations. To achieve this, we are committed to complete customer
satisfaction by creating a value-driven ethical & professional working environment with well-defined objectives. These
goals would be embracing the principles of engineering excellence, fostering innovation, leadership development,
employee engagement and encouraging collaborations at all levels.
The company has achieved a great reputation in this field within a short span of time with its strong & effective management
and intime project execution. Company has successfully handled and executed various water infrastructure projects of
Gujarat Water Supply and Sewerage Board, Gujarat Water Infrastructure Limited, Nagarpalikas, Public Works Department
(PWD) also with Joint Venture with Spun pipe Construction co (Baroda Private Limited), HM Electro mech Limited,
Krishna Construction Co., Partnership Firm.
FINANCIAL KPIs OF OUR COMPANY

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 For the Year ended on
Particulars
March 31, 2024 March 31, 2023 March 31, 2022 March 31, 2021
Revenue from Operations (₹ in Lakhs) 11,393.16 4,555.70 3,555.34 3,072.08
Growth in Revenue from Operations
150.09 28.14 15.73 -
(%)
Gross Profit (₹ in Lakhs) 3,923.68 1,908.80 2,069.51 1,843.88
Gross Profit Margin (%) 34.44 41.90 58.21 60.02
EBITDA (₹ in Lakhs) 1,090.40 471.77 313.82 245.55
EBITDA Margin (%) 9.57 10.36 8.83 7.99
Profit After Tax (₹ in Lakhs) 614.01 222.66 110.58 83.37
PAT Margin (%) 5.39 4.89 3.11 2.71
RoE (%) 46.20 25.41 16.37 14.41
RoCE (%) 39.09 22.97 18.41 20.24
Net Fixed Asset Turnover (In Times) 43.46 23.80 18.83 20.63
Operating Cash Flows (₹ in Lakhs) (175.36) 113.88 (243.73) 49.10

OPERATIONAL KPIs OF THE COMPANY:

For the Year ended on

Particulars March 31, March 31, March 31, March 31,
2024 2023 2022 2021
Workforce Strength 30 18 20 15
Contribution to revenue from operations of top 1 / 3 / 5 / 10 customers
Top 1 Customers (%) 37.80 40.35 51.87 44.03
Top 3 Customers (%) 63.80 74.86 80.15 72.41
Top 5 Customers (%) 80.50 95.59 91.97 86.86
Top 10 Customers (%) 95.48 99.93 100.00 100.56*
Contribution to purchase material and stock in trade of top 1 / 3 / 5 / 10 Suppliers
Top 1 Suppliers (%) 27.99 35.18 19.82 23.49
Top 3 Suppliers (%) 63.41 64.28 41.42 37.29
Top 5 Suppliers (%) 72.52 76.90 53.83 48.46
Top 10 Suppliers (%) 82.87 84.90 64.09 67.85

* The Percentage of revenue from top 10 customers exceeds 100% during the FY 2020-21 was due to reversal of unbilled
revenue arose during the year due to discontinuation of a project and accounted under the head Revenue from Operations.
The restated Profit & Loss account as well as Audited Profit & Loss Account for FY 2020-21 shows revenue from operation
by adjusting that reversal from sales of service.
Out of our total revenue from operations more than 50% of revenue originates from Top 10 Customers consisting of Gujarat
Water Supply and Sewerage Board, GKC Projects Limited, Naandi Infratech Private Limited, Nagarapalika Parishad,
Kurwai, Nagarapalika Parishad, Sirmour, Nagarapalika Parishad, Pali and Nagarapalika Parishad, Dhanpuri. Further, out
of our total purchases more than 50% of purchases originates from Top 10 suppliers consisting of The Spunpipe and
Construction Company (Baroda) Private Limited, H.M. Electro Mech Limited, Umiya Steel Corporation, Bajrang
Industries, AL Muneer MM Traders, Sri Rama Traders, AL Adil Traders, Saurashtra Cement Limited, Kamala Paints and
Hardware and Jindal Saw Limited.
REVENUE BIFURCATION:
CATEGORY WISE REVENUE BIFURCATION
The revenue bifurcation of the issuer company for the last four years as per restated financial Statement are as follows:
(₹ in Lakhs)

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 Particulars FY 2023-24 FY 2022-23 FY 2021-22 FY 2020-21
Water Pipeline Construction including of O&M
8,992.62 3,324.80 1,770.10 1,754.06
Services
Irrigation Projects 296.88 - - 9.33
Road Construction 684.87 525.52 1,114.64 20.37
Building Construction 422.43 499.33 670.61 1,045.76
Power and Civil - - - 188.76
Technical Services - - - 53.80
Product Sale of Construction Materials 996.37 206.04 - -
Total 11,393.16 4,555.70 3,555.34 3,072.08
STATE WISE REVENUE BIFURCATION
The revenue bifurcation of the issuer company for the last four years as per restated financial Statement are as follows:
(₹ in Lakhs)
Particulars FY 2023-24 FY 2022-23 FY 2021-22 FY 2020-21
Domestic Revenue
Telangana 719.30 499.33 670.61 617.45
Gujarat 10,223.99 3,884.00 566.33 496.86
Karnataka - 7.22 384.20 720.52
Maharastra 60.03 25.82 345.44 203.83
Madhya Pradesh 389.85 139.32 705.86 605.10
Jharkhand - - 398.73 163.72
Uttarpradesh - - 484.18 173.80
Delhi - - - 90.79
Total 11,393.16 4,555.70 3,555.34 3,072.08
REVENUE BIFURCATION
Revenue bifurcation based on projects undertaken by the Company and through Joint ventures
(₹ in lakhs)
Sector FY24 % FY23 % FY22 % FY21 %
By Company 4,306.53 37.80% 1,632.36 37.53% 3,469.83 97.59% 2,830.25 92.13%
Through Joint
7,086.63 62.20% 2,717.29 62.47% 85.51 2.41% 241.83 7.87%
Ventures
Total 11,393.16 100.00% 4,349.66 100.00% 3,555.34 100.00% 3,072.08 100.00%

Bifurcation of number of projects awarded based on projects undertaken by the Company or through Joint
ventures

Sector FY24 % FY23 % FY22 % FY21 %

By Company 4 66.67% 1 25.00% 3 100.00% 6 100.00%
Through Joint
2 33.33% 3 75.00% - 0.00% - 0.00%
ventures
Total 6 100.00% 4 100.00% 3 100.00% 6 100.00%

Revenue bifurcation sector wise

(₹ in lakhs)
Sector FY24 % FY23 % FY22 % FY21 %
Governme
9,614.71 84.39% 3,283.34 75.49% 705.86 19.85% 621.94 20.24%
nt
Private 1,778.46 15.61% 1,066.31 24.51% 2,849.48 80.15% 2,450.14 79.76%

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 Sector FY24 % FY23 % FY22 % FY21 %
Total 11,393.16 100.00% 4,349.66 100.00% 3,555.34 100.00% 3,072.08 100.00%
OUR COMPETITIVE STRENGTH
1. Experienced Promoters and Management Team
Our promoters, Mr. Rajagopal Reddy Annam Reddy, Mrs. Mydhili Rajagopal Reddy and Mr. Nageswara Rao Repuri
has more than 45 years of combined experience in various fields including Accounting, Finance, Human Resources
and Construction operations. Our Promoter, Mr. Rajagopal Reddy Annam Reddy, has led the company with his
vision. Our management team comprises experienced professionals. The strength and entrepreneurial vision of our
Promoter and management have been instrumental in driving the steady growth of our company and implementing
our strategies. We believe that a motivated and experienced employee base is essential for maintaining a competitive
advantage. Our motivated team of management and key managerial personnel complement each other to enable us to
deliver high levels of client satisfaction.
2. Focused player in Water Supply Projects (WSPs)
We have over 9 years of extensive experience in successfully executing Water Supply Projects (WSPs) comprising
of construction and development of pipelines, water tanks, reservoirs, tunnels, overhead tanks, water treatment plants
and irrigation projects. Our Order Book contains Water Supply Projects (WSPs) for execution across the states of
Madhya Pradesh, Telangana and Gujrat as on December 31, 2023. We believe that the growth in our Water Supply
Projects (WSPs) Order Book is on account of our continued focus on Water Supply Projects (WSPs), our technical
capabilities, timely performance, and the emphasis on high quality, financial strength and prudent bids. Over the
years, our company has gained experience for execution of Water Supply Projects (WSPs) and has developed the
financial strength and managerial capabilities, thereby motivating us to venture into new segments like railways,
roads and various other segments.
3. End-to-end execution capabilities
We believe that our execution capabilities, comprising strong in-house operations consisting of design, engineering,
procurement, construction, and quality assurance teams, are a critical factor that have contributed to the growth story
of our company. Our track record in construction of projects has been instrumental in our consistent sales and
performance. Our construction management team ensures efficient and rapid construction and completion of our
projects. Additionally, our quality assurance team ensures the quality construction of our projects, and our
procurement team works with vendors who have the scale to deliver and meet our requirements to procure
construction materials and equipment. We place significant emphasis on cost management and rigorously monitor
our projects to ensure that they are completed within committed timelines and budgeted amounts. As a result of our
end-to-end execution capabiliti