Patel Retail Ltd IPOPATELRMART

The IPO opens on 19 Aug 2025 & closes on 21 Aug 2025.

Patel Retail Ltd was originally incorporated as 'Patel Retail Private Limited' at Ambernath, Maharashtra as a Private Limited Company dated June 13, 2007 issued by the Registrar of Companies, Mumbai. Thereafter, Company converted into a Public Limited Company, to which the name of Company got changed to 'Patel Retail Limited' and a fresh Certificate of Incorporation was issued by the Registrar of Companies, Maharashtra dated August 28, 2023. Patel Retail Ltd are primarily engaged as a retail supermarket chain operating in tier-III cities and nearby suburban areas, with focus on 'value retail', offering food, non-food (FMCG), general merchandise and apparel catering to the needs of the entire family. Incorporated in year 2007, Company started its first store under the brand 'Patel's R Mart' at Ambernath, Maharashtra and since, their operations are spread across the suburban area of Thane and Raigad district in Maharashtra. Over the years, the Company emerged as a player managing one of the largest network stores in the MMR region. In 2009, it commenced the export business; thereafter opened 1st garments outlet/ store under the name Patel R Choice'. It set up Processing and Packaging Unit (Facility 1) in 2009; opened 10th Super market in 2010; started the first Processing Plant at Dudhai, Kutch Dist. of Gujarat in 2015. The Company later in 2019, received approval from MOFPI to set up Agro Processing Cluster. In 2022, it established the Agro Processing Cluster at Dudhai, in Kutch Dist. of Gujarat in 2022-23. Further, it expanded manufacturing /processing capability by setting-up Facility 2 where the Company process peanuts and whole spices, such as coriander seed and cumin seeds in 2023. It launched the private label goods under brand Patel Fresh, Indian Chaska, Blue Nation and Patel Essentials. The Company is proposing the Public Issue aggregating 1,00,20,000 Equity Shares, comprising the Equity Shares of 90,18,000 Fresh Issue and 10,02,000 Offer for Sale.

Patel Retail Ltd IPO will close on 21 Aug 2025.

<ul><li>Value retailing to a well-defined target consumer base.</li><li>Deep knowledge and understanding of optimal product assortment and stringent inventory management using IT systems.</li><li>Steady footprint expansion using a distinct store acquisition strategy and ownership model.</li><li>Our Presence. </li><li>Logistics and distribution network.</li><li>Diversified product portfolio.</li><li>Large scale procurement and storage capabilities.</li><li>Consistent focus on quality.</li><li>Long Standing Relationship with our customers.</li><li>Strong promoter background and an experienced and entrepreneurial management team with a proven track record and a high degree of employee ownership.</li><li>Deep knowledge and understanding of optimal product assortment and stringent inventory management using IT systems.</li><li>Steady footprint expansion using a distinct store acquisition strategy and ownership model.</li><li>Our Presence.</li><li>Logistics and distribution network.</li><li>Diversified product portfolio.</li><li>Large scale procurement and storage capabilities.</li><li>Long Standing Relationship with our customers.</li><li>Strong promoter background and an experienced and entrepreneurial management team with a proven track record and a high degree of employee ownership.</li><li>Strong track record of growth and profitability.</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>Dhanji Raghavji Patel</td> <td>16286528</td> <td>65.45</td> <td>15518528</td> <td>46.46</td> </tr> <tr> <td>2</td> <td>Bechar Raghavi Patel</td> <td>4672000</td> <td>18.78</td> <td>4438000</td> <td>13.29</td> </tr> <tr> <td>3</td> <td>Hiren Bechar Patel</td> <td>640000</td> <td>2.57</td> <td>640000</td> <td>1.92</td> </tr> <tr> <td>4</td> <td>Rahul Dhanji Patel</td> <td>640000</td> <td>2.57</td> <td>640000</td> <td>1.92</td> </tr> <tr> <td>5</td> <td>Bharat Haribhai Patel</td> <td>1248000</td> <td>5.02</td> <td>1248000</td> <td>3.73</td> </tr> <tr> <td>6</td> <td>Mahesh Haribhai Patel</td> <td>320000</td> <td>1.29</td> <td>320000</td> <td>0.96</td> </tr> <tr> <td>7</td> <td>Ankit Beacher Patel</td> <td>320000</td> <td>1.29</td> <td>320000</td> <td>0.96</td> </tr> <tr> <td>8</td> <td>Asmita Dhanji Patel</td> <td>64000</td> <td>0.26</td> <td>64000</td> <td>0.19</td> </tr> <tr> <td>9</td> <td>Vaishali Panvelkar</td> <td>64000</td> <td>0.26</td> <td>64000</td> <td>0.19</td> </tr> <tr> <td>10</td> <td>Komal Rahul Waghela</td> <td>64000</td> <td>0.26</td> <td>64000</td> <td>0.19</td> </tr> <tr> <td>11</td> <td>Preeti Pankaj Patel</td> <td>64000</td> <td>0.26</td> <td>64000</td> <td>0.19</td> </tr> </tbody> </table>

<ul><li>All its retail stores are concentrated in the state of Maharashtra, more particularly within the Thane and Raigad district. In the Financial Years 2022-23, 2021-22 and 2020-21 and the six months period ended September 30, 2023, its revenue from retail sales accounted for 26.17%, 32.59%, 28.73% and 31.17% of its revenue from operations, respectively. Any adverse developments affecting its operations in such region, could have an adverse impact on the company retail business, financial condition, results of operations and cash flows.</li><li>Its inability to maintain an optimal level of inventory in the company stores may impact its operations adversely.</li><li>The company faces foreign exchange risks that could adversely affect its results of operations and cash flows.</li><li>Its business is operating under various laws which requires the company to obtain approvals from the concerned statutory/ regulatory authorities in the ordinary course of business. Some of its approvals are required to be transferred in the name of Patel Retail Limited from Patel Retail Private Limited, pursuant to change of name of the Company. Its inability to obtain, maintain or renew requisite statutory and regulatory permits and approvals for its business operations in a timely manner could materially and adversely affect its business, prospects, results of operations and financial condition.</li><li>The company appoint contract labour for carrying out its operations (including its stores) and the company may be held responsible for payment of wages of such workers, if the independent contractors through whom such workers are hired default on their payment obligations. Such obligations could have an adverse impact on its results of operations, cash flows and financial condition.</li><li>Any inability to comply with food safety laws, environmental laws and other applicable regulations in relation to its manufacturing facilities and stores may adversely affect the company's business, financial condition and results of operations.</li><li>The Company may be involved in certain legal and regulatory proceedings. Any adverse decision in such proceedings may have a material adverse effect on its business, results of operations, financial condition and cash flows.</li><li>The company has certain contingent liabilities that have been disclosed in the Restated Financial Information, which if they materialise, may adversely affect its business, results of operations, financial condition and cash flows.</li><li>Its Promoters and Directors Dhanji Raghavji Patel (Chairman and Managing Director) and Bechar Raghavji Patel (Whole-time Director) and Hiren Bechar Patel (Non-Executive Director) does not possess educational qualifications in the field in which the Company operates.</li><li>The Company depends on the skills, knowledge and experience of its Promoter, Key Management Personnel and Senior Management for its growth. The loss of their services may have a material adverse effect on its business, financial condition, and results of operations.</li><li>The Company has entered into related party transactions in the past and may continue to do so in future. There can be no assurance that such transactions will not have an adverse effect on its results of operations, and financial condition.</li><li>Its insurance coverage may not be sufficient or may not adequately protect it against all material hazards, which may adversely affect its business, results of operations and financial condition.</li><li>Certain of its properties are not owned by the company, but taken on leave and license basis. Further, its Registered Office is not located on land owned by it and the company have only leasehold rights. Its inability to renew the lease agreements and/or leave and license agreements or any adverse impact on the title or ownership rights of its landlords / owners in relation to these premises may impede its operations.</li><li>The company is subject to risks associated with new geographic locations.</li><li>Its Promoters will continue to collectively hold majority of the shareholding in the Company, after completion of this Offer.</li><li>Certain of its Promoters and Directors have interests in the company, other than reimbursement of expenses incurred in the ordinary course of business in their capacity as Directors and normal remuneration or benefits.</li><li>The loss of certain independent certification of its products could have an adverse effect on the company reputation, results of operations, financial condition and cash flows.</li><li>The company is subject to strict quality requirements. Any failure by it to comply with quality requirements/ standards may result in cancellation of existing and future orders.</li><li>Its Promoters and members of the company Promoter Group have given personal guarantees for loan facilities obtained by the Company. Any failure or default by the Company to repay such loans in accordance with the terms and conditions of the financing documents could trigger repayment obligations on them.</li><li>Its ability to pay dividends in the future will depends upon the company's future earnings, cash flows, working capital requirements and capital expenditures and the terms of the financing agreements.</li><li>Industry information included in this Draft Red Herring Prospectus has been derived from an industry report prepared by Dun & Bradstreet, exclusively commissioned and paid for by it for such purpose.</li><li>The Company has applied for registrations of certain intellectual property in its name. Until such registrations are granted, the company may not be able to prevent unauthorised use of such trademarks by third parties.</li><li>Certain of its brands are unregistered.</li><li>Its inability to identify, obtain and retain intellectual property rights, or to protect or use them, could harm its business. Further, the company may infringe upon the intellectual property rights of others, any misappropriation of which could adversely affect its business and reputation.</li><li>The company may not be able to adequately protect or continue to use its intellectual property. In addition, the use of the company brands or similar trade names by third parties could have a material adverse effect on its business growth and prospects, financial condition, results of operations and cash flows.</li><li>Certain corporate records and an order copy in relation to a litgation matter involving its Promoter are not traceable.</li><li>The Company will not receive proceeds from the Offer for Sale.</li><li>The company benefit from its relationship with one of its Promoters- Dhanji Raghavji Patel and its business and growth prospects may decline if the company cannot benefit from this relationship.</li><li>Its Group Company, PRPL Garments Private Limited has incurred losses in the last three Financial Years.</li><li>The Company has availed unsecured borrowings from its Promoters and Directors, which may be recalled by them at any time.</li><li>Its business is manpower intensive and a high proportion of the company total staff comprises of employees on contract. Its business may be adversely affected if the company is unable to recruit and retain suitable staff for its operations.</li><li>There are certain instances of delays in payment of statutory dues. Any delay in payment of statutory dues or non-payment of statutory dues in dispute may attract financial penalties from the respective government authorities, which may have an adverse impact on its financial condition and cash flows.</li><li>Significant portion of its revenues is concentrated from a limited number of clients in the non-retail business. The loss of any of its significant clients may have an adverse effect on its business, financial condition, results of operations, and prospect.</li><li>The company may not be successful in implementing its business strategies.</li><li>The company has an instance of time and cost overrun as regards setting up of Unit 5 (Facility 3) situated in Kutch, Gujarat.</li><li>There have been delays in submitting regulatory filings with the RoC. The company cannot assure you that no legal proceedings or regulatory actions will be initiated against the Company in the future.</li><li>Inability to manage losses due to fraud, employee negligence, theft or similar incidents may have an adverse impact on it.</li><li>The Company is dependent on few numbers of suppliers. Loss of any of its large suppliers may affect the company cost of raw materials and profitability.</li><li>None of its Independent Directors have experience of being a Director of a public limited company.</li><li>The Company has reported certain negative cash flows from its operating activity, investing activity and financing activity, details of which are given below. Sustained negative cash flow could impact its growth and business.</li><li>Any adverse revision to its credit rating by rating agencies may adversely affect the company ability to raise additional financing and the interest rates and other commercial terms at which such funding is available.</li><li>Its funding requirements and the proposed deployment of Net Proceeds are based on management estimates and have not been appraised by any bank or financial institution or any other independent agency and may be subject to change based on various factors, some of which may be beyond its control. The company has not entered into any definitive agreements to utilise certain portions of the Net Proceeds of the Offer.</li><li>The Company proposes to utilize a portion of the Net Proceeds to repay/ pre-pay all or certain borrowings availed by our Company. Its may not be able to derive the expected benefits of the deployment of the Net Proceeds, in a timely manner, or at all.</li><li>Failure to comply with export obligation may expose it to significant import duties and other penalties.</li><li>If the company is unable to continue to offer daily low prices pursuant to our EDLC/ EDLP pricing strategy, its risk losing the company distinct advantage and a substantial portion of its customers which will adversely affect its business, financial condition and results of operations. Further, in case of shortages, the company suppliers may increase prices of products beyond its control due to which the company may lose its competitive advantage.</li><li>Its inability to promptly identify and respond to changing customer preferences or evolving trends may decrease the demand for its products, which may adversely affect the company business, results of operations, cash flows.</li><li>Its operating results could be materially harmed if the company is unable to accurately forecast consumer demand for its products or manage the company inventory.</li><li>Its operations are dependent on the supply of large amounts of raw material such as wheat, spices and peanuts. The company does not have long term agreements with suppliers for its raw materials and any increase in the cost of, or a shortfall in the availability of, such raw materials could have an adverse effect on its business and results of operations, and seasonable variations could also result in fluctuations in its results of operations.</li><li>There have been instances in the past of litigation against it and the company Directors due to perceived deficiency in the products its sell, and the company may face potential liabilities in the future (in the form of lawsuits or claims from third parties), which may adversely affect its business, results of operations, cash flows and financial condition.</li><li>The Company requires significant amount of capital for continued growth. Its may require additional equity or debt in the future in order to continue to grow its business, which may not be available on favorable terms or at all. The company inability to secure future loan facilities from new lenders on favorable terms to meet its capital requirements may have an adverse effect on the company results of operations.</li><li>The average cost of acquisition of Equity Shares held by its Promoters and the Selling Shareholders may be less than the Offer Price.</li><li>The company has incurred indebtedness and an inability to comply with repayment and other covenants in its financing agreements could adversely affect the company's business, results of operations, financial condition and cash flows.</li><li>Any actual or alleged contamination or deterioration in the quality of its products or the company raw materials could result in legal liability, damage to its reputation.</li><li>Its stores and processing facilities requires an adequate supply of electricity, other fuel and water. Their shortage or non-availability may be adversely affect its operations.</li><li>The company manufacturing operations may be adversely affected by strikes, work stoppages, or increased wage demands by its employees or those of the company suppliers.</li><li>Its business relies on the performance of the company information technology systems. Any interruption or failure to migrate to more advanced systems in the future may have an adverse effect on its business, results of operations, cash flows and financial condition.</li><li>The company is dependent on third parties for its transportation needs. Any disruptions may adversely affect its operations, business and financial condition.</li><li>The company operates in a competitive market and any increase in competition may adversely affect its business and financial condition.</li><li>Certain of its products are subject to seasonal variations. Lower revenues outside of the festive period of any Financial Year may adversely affect its business, results of operations, financial condition and cash flows.</li><li>Certain aspects of its business are dependent on the supply of large amounts of raw material such as wheat, spices and groundnuts. The company does not have long term agreements with suppliers for its raw materials and any increase in the cost of, or a shortfall in the availability of, such raw materials could have an adverse effect on its business and results of operations, and seasonable variations could also result in fluctuations in its results of operations.</li><li>The Equity Shares have never been publicly traded and after the Offer, the Equity Shares may experience price and volume fluctuations and an active trading market for the Equity Shares may not develop. Further, the Offer Price, market capitalization to revenue from operations multiple, price to revenue from operations ratio and price to earnings ratio based on the Offer Price of the Company, may not be indicative of the market price of the Equity Shares on listing.</li><li>Its Promoters Dhanji Raghavji Patel, Bechar Raghavji Patel, Key Managerial Personnel Rahul Dhanji Patel, Bharat Haribhai Patel and Senior Management Mahesh Haribhai Patel, by virtue of their positions have the power to influence decisions pertaining to the Company.</li><li>Information related to its installed capacities and the historical capacity utilisation of the company manufacturing facilities included in this Draft Red Herring Prospectus is based on various assumptions and estimates and future production and capacity utilisation may vary.</li><li>The company could be harmed by employee misconduct or errors that are difficult to detect and any such incidences could adversely affect its business, results of operations and reputation.</li><li>Under-utilisation of the company manufacturing capacities could have an adverse effect on its business, future prospects, and future financial performance.</li><li>The company does not manufacture some of its products such as papad, ghee, asafoetida (hing) etc. in its own capacity. We procure them from third party manufacturers.</li><li>Increase in bank charges for usage of electronic data capture machine may adversely affect its results of operations and financial condition.</li><li>The strategic location of its stores is one of the means of attracting customers. Any development impairing the success and viability of the company stores could adversely affect its business, financial condition, and results of operation.</li><li>The company does not have definitive agreements or fixed terms of trade with most of its suppliers. Failure to successfully leverage the company supplier relationships and network or to identify new suppliers could adversely affect it.</li><li>The company derives a significant portion of its revenue from trading in agro-commodities, procurement of which is heavily dependent on third party suppliers.</li><li>Its Independent Director and certain members of the company promoter group have not filed Income Tax Returns ("ITR").</li><li>The company has in this Draft Red Herring Prospectus included certain non-GAAP financial measures and certain other industry measures related to its operations and financial performance. These non-GAAP measures and industry measures may vary from any standard methodology that is applicable across the Indian, and therefore may not be comparable with financial or industry related statistical information of similar nomenclature computed and presented by other companies.</li><li>All its retail stores are concentrated in the state of Maharashtra, more particularly within the Thane and Raigad district. In the Financial Years 2024-25, 2023-24 and 2022-23, its revenue from Retail sales accounted for Rs. 36,886.98 Lakhs, Rs. 28,972.19 Lakhs and Rs. 26,655.66 Lakhs, representing 44.95%, 35.58% and 26.17% of the company revenue from operations, respectively. Any adverse developments affecting its operations in such region, could have an adverse impact on the company retail business, financial condition, results of operations and cash flows.</li><li>As on May 31, 2025, the company operates 43 stores of which 8 stores are in existence for more than 5 years and 15 stores are in existence for more than 10 years. As the stores mature in operational tenure, its may witness saturation in revenue or reduction in sale from such stores. For instance, the company average store sales reduced from Rs. 881.38 lakhs in Fiscal 2023 to Rs. 878.26 lakhs in Fiscal 2025. A continued decline in same-store sales could adversely impact its business and results of operations.</li><li>The company has witnessed a reduction in its revenue from operations in the past, from Rs. 101,854.78 lakhs in Fiscal 2023 to Rs. 82,069.29 lakhs in Fiscal 2025. There can be no assurance that the company will not witness reduction in its revenue from operations in future.</li><li>Its business is operating under various laws which require it to obtain approvals from the concerned statutory/ regulatory authorities in the ordinary course of business. Some of the company approvals are required to be transferred in the name of Patel Retail Limited from Patel Retail Private Limited, pursuant to change of name of our Company. Its inability to obtain, maintain or renew requisite statutory and regulatory permits and approvals for the company business operations in a timely manner could materially and adversely affect its business, prospects, results of operations and financial condition.</li><li>The company has a high debt equity ratio and may face certain funding risks. Its debt-to-equity ratio for the Fiscal 2025, Fiscal 2024 and Fiscal 2023 was 1.34, 1.97 and 2.54, respectively. Any further increase in borrowings may have a material adverse effect on its business, financial condition and results of operations. Further, if the company does not generate sufficient amount of cash flow from operations, its liquidity and ability to service the company indebtedness could be adversely affected.</li><li>Its operations are dependent on the supply of large amounts of raw material such as wheat, spices and peanuts. The company does not have long term agreements with suppliers for its raw materials and any increase in the cost of, or a shortfall in the availability of, such raw materials could have an adverse effect on its business and results of operations, and seasonable variations could also result in fluctuations in our results of operations.</li><li>The company operates in a competitive market and any increase in competition from organized and unorganized players may adversely affect its business and financial condition.</li><li>The Company has reported negative cash flows from its operating activity, investing activity and financing activity. Sustained negative cash flow could impact its growth and business.</li><li>Its inability to identify, obtain and retain certain intellectual property rights or to protect or use them, could harm the company business. Further, its may infringe upon the intellectual property rights of others, any misappropriation of which could adversely affect the company business and reputation.</li><li>A significant portion of its revenue is concentrated among a limited number of customers in the Non- Retail Business and international markets. The loss of any of the company significant customer or failure to fulfil the requirements of its international customers may adversely affect the company revenues, results of operations and cash flows.</li><li>Its capacity utilization during the disclosed financial period was significantly lower than the installed capacity. Under-utilisation of the coompany manufacturing capacities could have an adverse effect on its business, future prospects, and future financial performance.</li><li>The company derives a significant portion of its revenue, particularly Non-Retail Business, from trading in agro-commodities, the procurement and sale of which are heavily dependent on third-party suppliers and subject to government regulations and restrictions. Any adverse change or discontinuation in the policies relating to the procurement, import and export of the agricultural produce, may affect its future results of operations.</li><li>If the company is unable to continue to offer daily low prices pursuant to its EDLC/ EDLP pricing strategy, the company is risk losing its distinct advantage and a substantial portion of the company customers which will adversely affect its business, financial condition and results of operations. Further, in case of shortages, the company suppliers may increase prices of products beyond its control due to which the company may lose its competitive advantage.</li><li>The company faces foreign exchange risks that could adversely affect its results of operations and cash flows with a significant portion of the company revenue (gross), amounting to Rs. 27,350.98 Lakhs, Rs. 40,651.96 Lakhs and Rs. 66,962.58 Lakhs representing 33.33%, 49.93% and 65.74%, of its revenue from operations for the Fiscal 2025, Fiscal 2024 and Fiscal 2023, respectively, is derived from export sales.</li><li>The company does not manufacture some of its products such as papad, ghee, asafoetida (hing) etc. in its own Facilities. The company procure them from third party manufacturers. The company has limited influence and control over the manufacturing processes and quality control measures implemented by these manufacturers. Further, its may faces increased costs if such third-party manufacturers raise their prices. This could result in decreased profit margins and adversely affect our business, results of operations, financial condition and cash flows.</li><li>The Company has availed unsecured borrowings from its Promoters and Directors, which may be recalled by them at any time.</li><li>The company has an instance of time and cost overrun as regards setting up of Unit 5 (Facility 3) situated in Kutch, Gujarat. Such delay in time to execute the project may result in denial or reduction of grantin- aid receivable under the scheme of creation/ expansion of Food Processing & Preservation Capacities of Pradhan Mantri Kisan Sampada Yojana'.</li><li>The Company proposes to utilize a portion of the Net Proceeds to repay/ pre-pay all or certain borrowings availed by the Company, including refinancing of the same. Its may not be able to derive the expected benefits of the deployment of the Net Proceeds, in a timely manner, or at all.</li><li>The company business is manpower intensive and a high proportion of its total staff comprises of employees on contract. Its business may be adversely affected if the company is unable to recruit and retain suitable staff for the company operations.</li><li>The Equity Shares have never been publicly traded and after the Offer, the Equity Shares may experience price and volume fluctuations and an active trading market for the Equity Shares may not develop. Further, the Offer Price, market capitalization to revenue from operations multiple, price to revenue from operations ratio and price to earnings ratio based on the Offer Price of the Company, may not be indicative of the market price of the Equity Shares on listing.</li><li>There have been instances in the past of litigation against it and the company Directors due to perceived deficiency in the products the company sell, and its may face potential liabilities in the future (in the form of lawsuits or claims from third parties), which may adversely affect its business, results of operations, cash flows and financial condition.</li><li>The Company requires significant amount of capital for continued growth. Its may requires additional equity or debt in the future in order to continue to grow the company business, which may not be available on favorable terms or at all. Its inability to secure future loan facilities from new lenders on favorable terms to meet the company capital requirements may have an adverse effect on its results of operations.</li><li>Its revenue in the Retail Business is highly concentrated on the sale of food products groceries, cereals, pulses, spices, edible oils, biscuits, chocolates, dairy products etc. and is subject to the unpredictability of changing customer preferences. An inability to anticipate or adapt to changing customer preferences, any sudden fall in the revenues from the said products, reduction in demand of these products or inability to ensure product quality may adversely impact its revenue from operations, business, and growth prospects.</li><li>There have been delays in submitting regulatory filings with the RoC. The company cannot assure you that no legal proceedings or regulatory actions will be initiated against the Company in the future.</li><li>The Company has filed several applications for the registration of new trademarks and copyrights and seven of the copyright applications have been objected. Any failures to obtain these registrations may adversely affect its business and financial condition.</li><li>The Company will not receive proceeds from the Offer for Sale.</li><li>Its business requires significant amount of working capital for continued growth, as the Company is primarily engaged in Retail Business and also engage in manufacturing operations. Major portion of its working capital is utilized towards inventory and trade receivables. The company inability to meet its working capital requirements may have an adverse effect on the company results of operations.</li><li>Certain corporate records of firms from which its Promoters have dissociated are not traceable.</li><li>The Company may be involved in certain legal and regulatory proceedings. Any adverse decision in such proceedings may have a material adverse effect on its business, results of operations, financial condition and cash flows.</li><li>Its inability to maintain an optimal level of inventory in the company stores may impact its operations adversely.</li><li>Its insurance coverage may not be sufficient or may not adequately protect the company against all material hazards, which may adversely affect its business, results of operations and financial condition.</li><li>The strategic location of its stores is one of the means of attracting customers. Any development impairing the success and viability of the company stores could adversely affect its business, financial condition, and results of operation.</li><li>Certain of its properties are not owned by it, but taken on leave and license basis. Further, the company Registered Office is not located on land owned by it and the company has only leasehold rights. Its inability to renew the lease agreements and/or leave and license agreements or any adverse impact on the title or ownership rights of its landlords / owners in relation to these premises may impede the company operations.</li><li>Any inability to comply with food safety laws, environmental laws and other applicable regulations in relation to its manufacturing facilities and stores may adversely affect the company business, financial condition and results of operations.</li><li>Information related to its installed capacities and the historical capacity utilisation of the company manufacturing facilities included in this Red Herring Prospectus is based on various assumptions and estimates and future production and capacity utilisation may vary.</li><li>The company is subject to risks associated with new geographic locations.</li><li>Its funding requirements and the proposed deployment of Net Proceeds are based on management estimates and have not been appraised by any bank or financial institution or any other independent agency and may be subject to change based on various factors, some of which may be beyond its control. The company has not entered into any definitive agreements to utilise certain portions of the Net Proceeds of the Offer.</li><li>Its inability to handle risks associated with the company export sales could negatively affect its sales to customers in foreign countries, as well as its operations and assets in such countries. The Company exports its products to various countries including, Sri Lanka, UK, USA, Canada and Middle East. Any adverse changes in economic and political conditions in the countries forming part of this region may have an adverse impact on our business, results of operations, cash flows, and financial condition. Additionally, any adverse fluctuation in foreign exchange rate, unavailability of any fiscal benefits or its inability to comply with related requirements may have an adverse effect on the company business and results of operations.</li><li>Its inability to collect receivables in time or at all, default in payment from the company customers and delay in payments to its creditors could result in the reduction of the company profits and affect its cash flows.</li><li>The company has incurred indebtedness and an inability to comply with repayment and other covenants in its financing agreements could adversely affect the company business, results of operations, financial condition and cash flows.</li><li>Its Promoters and members of its Promoter Group have given personal guarantees for loan facilities obtained by the Company. Any failure or default by the Company to repay such loans in accordance with the terms and conditions of the financing documents could trigger repayment obligations on them.</li><li>Any actual or alleged contamination or deterioration in the quality of its products or our raw materials could result in legal liability, damage to the company reputation.</li><li>The company is subject to strict quality requirements. Any failure by it to comply with quality requirements / standards may result in cancellation of existing and future orders.</li><li>The company is dependent on third parties for its transportation needs. Any disruptions may adversely affect the company operations, business and financial condition.</li><li>Certain of its products are subject to seasonal variations and climatic risks. Lower revenues outside of the festive period or due to adverse climatic conditions of any Financial Year may adversely affect its business, results of operations, financial condition and cash flows.</li><li>Its manufacturing operations may be adversely affected by strikes, work stoppages, or increased wage demands by the company employees or those of its suppliers.</li><li>Its stores and processing facilities require an adequate supply of electricity, other fuel and water. Their shortage or non-availability may be adversely affect the company operations.</li><li>There are certain instances of delays in payment of statutory dues. Any delay in payment of statutory dues or non-payment of statutory dues in dispute may attract financial penalties from the respective government authorities, which may have an adverse impact on its financial condition and cash flows.</li><li>The company appoint contract labour for carrying out its operations (including the company stores) and its may be held responsible for payment of wages of such workers, if the independent contractors through whom such workers are hired default on their payment obligations. Such obligations could have an adverse impact on its results of operations, cash flows and financial condition.</li><li>The Company depends on the skills, knowledge and experience of its Promoter, Key Management Personnel and Senior Management for the company growth. The loss of their services may have a material adverse effect on its business, financial condition, and results of operations.</li><li>Certain of its Promoters and Directors have interests in us, other than reimbursement of expenses incurred in the ordinary course of business in their capacity as Directors and normal remuneration or benefits.</li><li>Its Promoters and Directors Dhanji Raghavji Patel (Chairman and Managing Director) and Bechar Raghavji Patel (Whole-time Director) and Hiren Bechar Patel (Non-Executive Director) does not possess educational qualifications in the field in which the Company operates.</li><li>Its Promoters will continue to collectively hold majority of the shareholding in the Company, after completion of this Offer.</li><li>Its Promoters Dhanji Raghavji Patel, Bechar Raghavji Patel, Key Managerial Personnel Rahul Dhanji Patel, Bharat Haribhai Patel and Senior Management Mahesh Haribhai Patel, by virtue of their positions have the power to influence decisions pertaining to the Company.</li><li>The company benefit from its relationship with one of the company Promoters- Dhanji Raghavji Patel and its business and growth prospects may decline if the company cannot benefit from this relationship.</li><li>Its ability to pay dividends in the future will depends supon its future earnings, cash flows, working capital requirements and capital expenditures and the terms of the financing agreements.</li><li>The Company has entered into related party transactions in the past and may continue to do so in future. There can be no assurance that such transactions will not have an adverse effect on its results of operations, and financial condition.</li><li>Failures to comply with export obligation may expose it to significant import duties and other penalties.</li><li>The Company benefits from certain export benefits which are subject to the policies and decisions of the Government. Any adverse change or discontinuation in the policies relating to the benefits availed by it, may affect the company future results of operations.</li><li>Its may not be successful in implementing the company business strategies. Its inability to manage the company business strategies could have an adverse effect on its business, financial condition, cash flows and profitability.</li><li>The loss of certain independent certification of its products could have an adverse effect on the company reputation, results of operations, financial condition and cash flows.</li><li>Its inability to promptly identify and respond to changing customer preferences or evolving trends may decrease the demand for our products, which may adversely affect its business, results of operations, cash flows.</li><li>Its operating results could be materially harmed if the company is unable to accurately forecast consumer demand for its products or manage the company inventory.</li><li>Inability to manage losses due to fraud, employee negligence, theft or similar incidents may have an adverse impact on the company.</li><li>Its business relies on the performance of the company information technology systems. Any interruption or failures to migrate to more advanced systems in the future may have an adverse effect on its business, results of operations, cash flows and financial condition.</li><li>The company could be harmed by employee misconduct or errors that are difficult to detect and any such incidences could adversely affect its business, results of operations and reputation.</li><li>Its Group Companies PRPL Garments Private Limited has incurred losses in Fiscal 2024, Fiscal 2023 and Fiscal 2022 and Patel Maritime (India) Private Limited has incurred losses in Fiscal 2022.</li><li>Industry information included in this Red Herring Prospectus has been derived from an industry report prepared by Dun & Bradstreet, exclusively commissioned and paid for by it for such purpose.</li><li>Any adverse revision to its credit rating by rating agencies may adversely affect the company ability to raise additional financing and the interest rates and other commercial terms at which such funding is available.</li><li>The average cost of acquisition of Equity Shares held by its Promoters and the Selling Shareholders may be less than the Offer Price.</li><li>Increase in bank charges for usage of electronic data capture machine may adversely affect its results of operations and financial condition.</li><li>Its Independent Director and certain members of our promoter group have not filed Income Tax Returns ("ITR").</li><li>None of its Independent Directors have experience of being a Director of a public limited company.</li><li>The company has in this Red Herring Prospectus included certain non-GAAP financial measures and certain other industry measures related to its operations and financial performance. These non-GAAP measures and industry measures may vary from any standard methodology that is applicable across the Indian, and therefore may not be comparable with financial or industry related statistical information of similar nomenclature computed and presented by other companies.</li><li>The company has certain contingent liabilities that have been disclosed in the Restated Financial Information, which if they materialise, may adversely affect its business, results of operations, financial condition and cash flows.</li><li>The retail market in India in which the company operates in, may be affected by a variety of economic events in India, including inflation in India which could have an adverse effect on its profitability and if significant, on the company financial condition.</li><li>The Company faces significant competitive pressure from established e-commerce platforms, which may increase their market share and negatively impact the Company's sales, profitability, and market position. If the company fails to successfully implement our e-commerce initiative, our business and results of operations could be adversely impacted.</li></ul>

The Issue type of Patel Retail Ltd is Book Building.

The minimum application for shares of Patel Retail Ltd is 58.

The total shares issue of Patel Retail Ltd is 9520000.

Initial public offering of 95,20,000 equity shares of face value of Rs. 10/- each ("Equity Shares") of Patel Retail Limited ("the Company" or the "Issuer") for cash at a price of Rs. 255/- per equity share (including a Securities Premium of Rs. 245/- per Equity Share) ("Offer Price") aggregating Rs. 242.66 crores ("the Offer"). The offer comprises of a fresh issue of 85,18,000 equity shares of face value of Rs. 10/- each by the company aggregating to Rs. 217.11 crores (the "Fresh Issue") and an offer for sale of 10,02,000 equity shares of face value of Rs. 10/- each (the "Offered Shares") aggregating to Rs. 25.55 crores (the "Offer for Sale"), comprising of 7,68,000 equity shares of face value of Rs. 10/- each aggregating Rs. 19.58 crores by Dhanji Raghavji Patel, and 2,34, 000 equity shares of face value of Rs. 10/- each aggregating Rs. 5.97 crores by Bechar Raghavji Patel (together, "Promoter Selling Shareholders"). The offer includes a reservation of 51,000 equity shares of face value of Rs. 10/- each, aggregating to Rs. 1.20 crores (Constituting up to 0.15 % of the post offer paid-up equity share capital of the company), for subscription by eligible employees (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 shall constitute 28.50 % and 28.35 %, respectively, of the post-offer paid-up equity share capital of the company. The company may, in consultation with the book running lead manager ("brlm"), offer a discount of 7.84% (Equivalent to Rs. 20/- per Equity Share) to the offer price to eligible employees bidding in the employee reservation portion ("Employee Discount").