Om Freight Forwarders Ltd IPO

The IPO opens on 29 Sept 2025 & closes on 03 Oct 2025.

Om Freight Forwarders Limited was incorporated as Om Freight Forwarders Private Limited' at Mumbai , dated June 16, 1995 issued by the Additional Registrar of Companies, Mumbai, Maharashtra. Thereafter, Company was converted to a public limited company and the name was changed to Om Freight Forwarders Limited' vide fresh certificate of incorporation dated July 25, 2024. Company is a 3PL (Third Party Logistics Provider) providing integrated service to customer. Their services include international freight forwarding, customs clearance (CHA), vessel agency services, multimodal transportation, warehousing, and distribution. It is also engaged in handling of project cargo, which is a specialized activity requiring detailed planning and technical expertise. It deliver cost-effective, end-to-end logistics solutions, ensuring smooth operations and timely delivery for businesses around the world, no matter their location. The Company formalized its operations under the leadership of the Late. Jagannath Vishanji Joshi. Currently, Rahul Jagannath Joshi serves as the Promoter of the Company in the logistics sector. The Company stays well-versed with latest customs policies, procedures, and regulations, enabling the efficient clearance of consignments via sea, air, and road. Currently, the fleet includes 152 owned commercial vehicles and equipment, such as cranes, forklifts, trailers, payloaders, tippers, and vessels. The Company began its operations as a freight forwarders and customs clearance agent in 1995, building expertise in this field over the years, further strengthening the capabilities in global trade facilitation. Today, it has evolved into a full-scale logistics solutions provider, offering comprehensive end-to-end services across multiple modes of transport, including sea, air, road, and rail. The project handling services include the design and execution of customized solutions. It specialize in the transportation of high-value, specialized equipment for infrastructure projects, power plants, compressor stations, etc. The comprehensive shipping and logistics solutions, specializing in handling and transportation of Over dimensional cargo (ODC), heavy lifts cargo, breakbulk cargo, sensitive cargo, and dry bulk cargo. Under cargo handling segment, it provide handling and transportation, to the specific requirements of each shipment, provide specialized solutions for large and heavy cargo, non-containerized cargo, and sensitive items that require climate-controlled environments to prevent damage from saltwater, temperature fluctuations, and high humidity. Additionally, it transport large, complex pieces of equipment and materials for specific projects, such as infrastructure and oil and gas ventures. As part of logistics supply chain, it offer transportation services for dry bulk cargo, including port-to-premise drop-offs and vice versa. As a multimodal transport operator, it provide end-to-end freight solutions for export and import cargo via sea, road, rail, and air. Company is planning an IPO by raising funds aggregating to Rs 25 Cr equity shares of face value of Rs 10/- each through Fresh Issue and by issuing 7,250,000 Equity shares through offer for sale.

Om Freight Forwarders Ltd IPO will close on 03 Oct 2025.

<ul><li>End-to-end logistics services and solutions</li><li>Track record of high quality and efficient service delivery.</li><li>Operational capabilities of our own fleet.</li><li>Building long-term client relationships.</li><li>Presence across diverse industry verticals.</li><li>Skilled and experienced management team with relevant industry experience.</li><li>Technological Integration.</li></ul>

<table class="table"> <thead> <tr> <th>S.No</th> <th>Promoters Name</th> <th>Pre Issue Shares</th> <th>Pre Issue Percentage</th> <th>Post Issue Shares</th> <th>Post Issue Percentage</th> </tr> </thead> <tbody> <tr> <td>1</td> <td>Rahul Jagannath Joshi</td> <td>14339714</td> <td>45</td> <td>10352214</td> <td>30.74</td> </tr> <tr> <td>2</td> <td>Jitendra Maganlal Joshi</td> <td>3186540</td> <td>10</td> <td>3186540</td> <td>9.46</td> </tr> <tr> <td>3</td> <td>Harmesh Rahul Joshi</td> <td>8547458</td> <td>26.82</td> <td>6009958</td> <td>17.85</td> </tr> <tr> <td>4</td> <td>Kamesh Rahul Joshi</td> <td>3130340</td> <td>9.82</td> <td>2405340</td> <td>7.14</td> </tr> <tr> <td>5</td> <td>Maya Rahul Joshi</td> <td>2230578</td> <td>7</td> <td>2230578</td> <td>6.62</td> </tr> <tr> <td>6</td> <td>Kejal Harmesh Joshi</td> <td>56200</td> <td>0.18</td> <td>56200</td> <td>0.17</td> </tr> <tr> <td>7</td> <td>Lachita K Joshi</td> <td>56200</td> <td>0.18</td> <td>56200</td> <td>0.17</td> </tr> <tr> <td>8</td> <td>OM Finmart Services Private Li</td> <td>11240</td> <td>0.04</td> <td>11240</td> <td>---</td> </tr> </tbody> </table>

<ul><li>We derive a significant portion of our revenue from operations from our top ten customers, with our single largest customer contributing more than 11.60%, of our revenue from operations for the year ended March 31, 2025. Loss of any of these customers or a reduction in purchases by any of them could adversely affect our business, results of operations and financial condition.</li><li>We are dependent on the performance of industries in which our customers operate and fluctuations in the performance of such industries may result in a loss of such customers, a decrease in the volume of work we undertake or the price at which we offer our services.</li><li>We derive a significant portion of our revenue from customers located in Maharashtra, which contributed more than 85% of our revenue from operations for the year ended March 31, 2025. Any adverse developments in this region, such as economic downturns, political instability, or natural disasters, could materially impact our revenue and overall financial performance.</li><li>Our Company has not entered into long term agreement with shipping companies but has built a long term relationship over time. Any disputes between the companies may have vital effect on the business of our Company.</li><li>Our revenue from operations has been declining in recent fiscals, and there can be no assurance that we will be able to arrest or reverse this trend. Along with the decline in revenue from operations, our profitability and return ratios have also witnessed a downward trend in recent fiscals. Any inability to improve our revenue, profitability, or return ratios may adversely impact our business, financial condition, results of operations, and future prospects.</li><li>We significantly depend on third-party service providers, particularly for transportation and logistics, with about 52% of our transportation needs over the past three fiscal years in certain aspects of our operations and unsatisfactory services provided by them or failure to maintain relationships with them could disrupt our operations.</li><li>We face significant competition from domestic and international shipping and logistic players which may lead to a reduction in our market share, which in turn may adversely affect our business, results of operations, financial condition and cash flows.</li><li>Our failure to perform in accordance with the standards outlined in our client contracts could result in significant loss of business and the payment of liquidated damages.</li><li>We are exposed to significant legal, financial, and operational risks in the event of workplace accidents, especially those occurring at ports or during the transportation of goods.</li><li>The Restated Financial Statements have been provided by Independent Chartered Accountants who is not Statutory Auditor of our Company.</li><li>Our Company has reported negative cash flows in recent years. We recorded negative cash flows from investing activities of Rs.462.01 million and Rs.494.71 million for the years ended March 31, 2025, and March 31, 2024, respectively, and negative cash flows from financing activities of Rs.32.98 million for the year ended March 31, 2023. Sustained negative cash flows may adversely impact our growth and overall business operations.</li><li>One of the members of our Promoter Group has an estranged relationship with one of our Promoters, therefore we will not be able to obtain any details regarding this member of Promoter Group which are required to be disclosed in relation to Promoter Group under the SEBI ICDR Regulations in this Prospectus. The disclosures relating to this member of the Promoter Group has been included in this Red Herring Prospectus based on information available in public domain. Accordingly, we cannot assure you that the disclosures relating to such members of our Promoter Group are accurate, complete, or updated. Further, details in relation to Connected Persons which may qualify as a member of our Promoter Group have not been disclosed in this Red Herring Prospectus.</li><li>Certain secretarial records and documents filed by us with the Registrar of Companies are not traceable</li><li>We have certain outstanding litigation against us, an adverse outcome of which may adversely affect our business, reputation and results of operations.</li><li>There have been discrepancies in filings with the Registrar of Companies (RoC) and other non-compliances under the Companies Act in the past, which may result in penalties.</li><li>Peer companies presented for comparison may not be fully comparable with our Company due to differences in scale, business model, geographical presence, and other factors. Accordingly, investors should not base their investment decisions solely on peer comparison.</li><li>Any adverse developments affecting trade volumes and freight rates may have an adverse effect on our business, results of operations, and financial condition.</li><li>Our business is dependent on our ability to utilize our logistics infrastructure in an uninterrupted manner. Any disruption or delays in this regard could have a material adverse effect on our business, results of operations, financial condition and cash flows as well as lead to a loss of reputation.</li><li>The Company does not verify the contents of the goods transported by them, thereby exposing it to the risks associated with the transportation of goods in violation of applicable regulations.</li><li>Our Company is into logistics business and movement of heavy goods and loading / unloading of such goods at the dock, forms the major part of our operations. Handling of such goods directly / indirectly in a safe manner forms a crucial part of our business and any mishandling may lead to accidents thus dragging the company into unnecessary litigation.</li><li>We may not be able to pass on increases in costs levied by our business partners to our clients, nor can we necessarily pass on declines in the prices charged to our clients to our business partners.</li><li>If we are not able to sell container space that we purchase from sea shipping lines, capacity that we charter from our air carriers and utilize our truck capacity, we will not be able to recover our costs and our profitability may suffer.</li><li>Volatility in fuel prices and other operating costs may adversely affect our business, financial condition, results of operations, and profitability.</li><li>Our Company requires significant amounts of working capital for a continued growth. Our inability to meet our working capital requirements may have an adverse effect on our results of operations.</li><li>We operate bonded warehouses pursuant to licenses granted to us by the relevant customs authorities and any failure on our part to comply with the terms of these licenses could result in their cancellation, which could adversely affect our business, results of operations and financial condition.</li><li>May not be able to acquire warehouses and other logistics facilities in desirable locations that are suitable for expansion at commercially reasonable prices and expansion plans may be delayed or affected by various factors.</li><li>The increase in the age of vehicles and an increase in the prices of new vehicles may adversely affect the business and results of operations.</li><li>Any disruptions which affect our ability to utilize our transportation network in an uninterrupted manner could result in delays, additional costs or a loss of reputation or profitability.</li><li>We are exposed to risks associated with ownership and underutilisation of our logistics fleet, which may adversely affect our profitability and financial condition.</li><li>We may not be able to ensure full compliance with evolving customs, trade, and regulatory requirements, and any noncompliance may adversely affect our business, results of operations, and financial condition.</li><li>Our contingent liabilities could materially and adversely affect our business, results of operations and financial condition.</li><li>Company is exposed to the risk of delays or non-payment by the clients and other counterparties, which may also result in cash flow mismatches.</li><li>Our operations may be subject to strikes and work stoppages by our employees and are also susceptible to risks relating to compliance with labour laws, either of which could result in an increase in our employee benefits expense impacting our profitability.</li><li>Failure to maintain confidential information of our customers could adversely affect our reputation, business, business, results of operations and financial condition.</li><li>We may face claims relating to loss or damage to cargo shipment , personal injury claims or other operating risks that are not adequately insured and our insurance coverage could prove inadequate to satisfy potential claims or be insufficient to cover all losses associated with our business operations, which may have a material adverse effect on our business, results of operations, financial condition and cash flows.</li><li>We currently operate under a hybrid asset strategy, which combines both owned and rented assets to optimize operational efficiency, financial performance, and responsiveness to market fluctuations. While this model provides us with operational flexibility, cost control, and scalability, there are certain risks associated with maintaining and expanding this strategy.</li><li>The Objects of the Offer have not been appraised by any bank or financial institution, and we cannot assure you that the Objects of the Offer will be achieved within the expected time frame, or at all, and any variation in the utilisation of the Net Proceeds would be subject to certain compliance requirements, including prior shareholders' approval.</li><li>The Company is yet to place orders for 100% of the acquisition of commercial vehicle and heavy equipment for our proposed object, as specified in the Objects of the Offer. Any delay in placing orders, procurement of the same may delay our implementation schedule and may also lead to increase in price of these equipment, further affecting our revenue and profitability.</li><li>Our registered office, corporate office, warehouse, branch offices, and residential premises for staff are all situated on properties that are not owned by us. In the event that we lose or are unable to renew the leases or rental agreements for these properties, our business, financial condition, and results of operations could be significantly and negatively impacted.</li><li>Our Company has taken offices on lease basis and in past some of the lease agreements were not renewed/not executed/inadequately executed, because of which operations may be adversely affected.</li><li>There are certain discrepancies and non-compliances noticed in some of our financial reporting and/or records relating to filing of returns with other statutory authorities.</li><li>Inability to Obtain, Renew, or Maintain Statutory and Regulatory Licenses, Permits, and Approvals Could Have a Material Adverse Effect on Our Business.</li><li>Certain of our Group companies have incurred losses in the past years.</li><li>We have dues which are outstanding to our creditors. Any failure in payment of these dues may have a material adverse effect on our reputation, business and financial condition.</li><li>The trademark is registered under the name of the Promoter and Director - Rahul Jagannath Joshi and was subsequently transferred through an assignment deed.</li><li>The Company is exposed to various industry-specific risks such as rising fuel costs, regulatory changes, workforce shortages, foreign exchange volatility, and disruptions due to natural or man-made events.</li><li>Our Directors Rahul Jagannath Joshi and Harmesh Rahul Joshi has signed our financial statements and annual return during the period of their disqualification under section 164 of the Companies Act, 2013, for being director of M/s. Zephyr Studios Pvt. Ltd., which failed to file its Annual returns and Financial Statements for a continuous period of 3 years.</li><li>Our success largely depends upon the knowledge and experience of our Promoters, Directors, Key Managerial Personnel and Senior Management as well as our ability to attract and retain personnel with technical expertise. Our inability to retain our Directors, Key Managerial Personnel and Senior Management or our ability to attract and retain other personnel with technical expertise could adversely affect our business, results of operations and financial condition.</li><li>We have in the past entered into related party transactions and may continue to do so in the future, which may potentially involve conflicts of interest with the equity shareholders.</li><li>Our Company has undertaken, and may undertake in the future, acquisitions of shares from promoter group entities, which may involve related party transactions and could involve valuation and governance risks</li><li>We have a substantial amount of outstanding indebtedness, which requires significant cash flows to service, and limits our ability to operate freely.</li><li>Any increase in interest rates would have an adverse effect on our results of operations and will expose our Company to interest rate risks.</li><li>Any variation in the utilization of the Net Proceeds as disclosed in this Red Herring Prospectus shall be subject to certain compliance requirements, including prior approval of the shareholders of our Company.</li><li>We cannot assure you that we will be able to secure adequate financing in the future on acceptable terms. Our failure to obtain sufficient financing could result in delay or abandonment of our business plans and this may have an adverse effect on our growth and operations.</li><li>An investment in the Equity Shares is subject to general risk related to investments in Indian Companies.</li><li>Our inability to manage growth could disrupt our business and reduce our profitability.</li><li>Industry information included in this Red Herring Prospectus has been derived from an industry report commissioned by us and paid for by us for such purpose.</li><li>This Red Herring Prospectus includes certain Non-GAAP Measures, financial and operational performance indicators and other industry measures related to our operations and financial performance. The Non-GAAP Measures and industry measures may vary from any standard methodology that is applicable across the Indian shipping and logistics industry and, therefore, may not be comparable with financial or industry related statistical information of similar nomenclature computed and presented by other companies</li><li>If we are unable to source business opportunities effectively, we may not achieve our financial objectives.</li><li>Our funding requirements and proposed deployment of the Net Proceeds are based on management estimates and may be subject to change based on various factors, some of which are beyond our control. While our Company will receive proceeds from the Fresh Issue, it will not receive any proceeds from the Offer for Sale"</li><li>We are subject to risks associated with expansion into new geographic regions.</li><li>The deployment of funds raised through this Offer shall not be subject to any Monitoring Agency and shall be purely dependent on the discretion of the management of our Company.</li><li>Our Promoters and Promoter Group will continue to retain significant control in our Company after the offer which will allow them to influence the outcome of matters submitted to shareholders for approval. Such a concentration of ownership may also have the effect of delaying, preventing or deterring a change in control.</li><li>The average cost of acquisition of Equity Shares by our Promoters and Selling Shareholder could be lower than the price determined at time of registering the Prospectus.</li><li>Our Promoters, Directors, Key Managerial Personnel and Senior Management may have interests other than reimbursement of expenses incurred and normal remuneration or benefits in our Company.</li><li>Our employees may engage in misconduct or other improper activities, including non-compliance with regulatory standards and requirements</li><li>If we are unable to establish and maintain an effective internal controls and compliance system, our business and reputation could be adversely affected.</li><li>We are exposed to the risks of malfunctions or disruptions of information technology systems.</li><li>We are exposed to risks arising from technological disruptions, including automation in logistics, digital freight platforms, and AI-driven route optimization, which may challenge traditional freight forwarding models.</li><li>There are restrictions on daily weekly monthly movement in the price of the equity shares, which may adversely affect the shareholder's ability to sell for the price at which it can sell, equity shares at a particular point in time.</li><li>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.</li></ul>

The Issue type of Om Freight Forwarders Ltd is Book Building.

The minimum application for shares of Om Freight Forwarders Ltd is 111.

The total shares issue of Om Freight Forwarders Ltd is 9060074.

Initial public offering of up to 90,60,074 equity shares of face value of Rs. 10/- each of the company ("Equity Shares") for cash at a price of Rs. 135 per equity share (Including a Share Premium of Rs. 125* Per Equity Share) ("Offer Price") aggregating up to Rs. 122.31 Crore ( the "Offer") comprises a fresh issue of up to 18,10,074 equity shares aggregating up to Rs. 24.44 Crore ("Fresh Issue") and an offer for sale of up to 7,250,000 equity shares ("Offered Shares") aggregating up to Rs. 97.87 Crore comprising up to 3,987,500 equity shares by Rahul Jagannath Joshi aggregating up to Rs. 53.83 Crore and up to 2,537,500 equity shares by Harmesh Rahul Joshi aggregating up to Rs. 34.26 Crore and up to 725,000 equity shares by Kamesh Rahul Joshi aggregating up to Rs. 9.79 Crore (Collectively, "Promoter Selling Shareholder", the "Selling Shareholders", and such offer for sale of equity shares by the selling shareholders, the "Offer for Sale"). the offer includes a reservation of up to [*] equity shares aggregating up to Rs. [*] Crore, for subscription by eligible employees (as Defined Hereinafter) (the "Employee Reservation Portion"). the offer less the employee reservation portion is hereinafter referred to as the "Net Offer". the offer and the net offer will constitute [*]% and [*]% of the post-offer paid up equity share capital of the company, respectively.