Shringar House of Mangalsutra Ltd IPOSHRINGARMS

The IPO opens on 10 Sept 2025 & closes on 12 Sept 2025.

Shringar House of Mangalsutra Limited was originally incorporated as Shringar House of Mangalsutra Private Limited', at Mumbai, Maharashtra, pursuant to a certificate of incorporation dated January 02, 2009, issued by the RoC. Thereafter, the status of the Company was converted into a public limited company and the name was changed to Shringar House of Mangalsutra Limited' dated December 11, 2024 issued by the Registrar of Companies, Central Processing Centre, Manesar, Haryana. The Company is engaged in designing, manufacturing, and marketing, a varied range of Mangalsutra studded with diverse range of stones including but not limited to, American diamond, cubic zirconia, pearl, mother of pearl, and semi-precious stones, in 18k and 22k purity of gold, to B2B clients. Preferences for Mangalsutra designs vary significantly across different age groups, reflecting the evolving interests, lifestyles, and values of Indian women. Every demographic has different needs and perspectives, from senior women who value traditional motifs to young brides who choose modern patterns. The Company made its first export sales to UAE in 2014 and sell its products to a diverse range of clients including Corporate Clients, wholesale jewellers, and retailers across the country. In addition to serving their domestic clients, the Company has also expanded the business to international clients in United Kingdom, New Zealand, UAE, USA and Republic of Fiji. The Company became a member of Indian Bullion and Jewellers Association Limited in 2016. Some of its marquee domestic and international Corporate Clients include Malabar Gold Limited, Titan Company Limited, GRT Jewellers India Private Limited, Reliance Retail Limited, Novel Jewels Limited (Aditya Birla Group), Joyalukkas India Limited, P N Gadgil Jewellers Limited, Kalamandir Jewellers Limited, Waman Hari Pethe Jewellers, Goldbox Enterprises Limited (UK), Sona Sansaar Limited (New Zealand), Damas Jewellery LLC (UAE), Lalithaa Jewellery Mart Limited, Manoj Vaibhav Gems 'N' Jewellers Limited, D. P. Abhushan Limited, amongst others. The Company is planning an Initial Public Issue of 24,300,000 equity shares of Rs 10 each through fresh issue.

Shringar House of Mangalsutra Ltd IPO will close on 12 Sept 2025.

<ul><li>Established client base and long-standing relationship with our clients. We supply and/or our products to a diverse range of clients including Corporate Clients,</li><li>Design innovation and diversified product portfolio.</li><li>Integrated Manufacturing Facility setup under one roof equipped to produce variety of Mangalsutras.</li><li>Quality control and quality assurance for manufacturing of Mangalsutras.</li><li>Proven track record of growth in financial performance.</li><li>Experienced Promoters and a professional management team.</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>Chetan N Thadeshwar</td> <td>40265600</td> <td>55.82</td> <td>40265600</td> <td>41.76</td> </tr> <tr> <td>2</td> <td>Mamta C Thadeshwar</td> <td>20852000</td> <td>28.91</td> <td>20852000</td> <td>21.62</td> </tr> <tr> <td>3</td> <td>Viraj C Thadeshwar</td> <td>5506040</td> <td>7.63</td> <td>5506040</td> <td>5.71</td> </tr> <tr> <td>4</td> <td>Balraj C Thadeshwar</td> <td>5506040</td> <td>7.63</td> <td>5506040</td> <td>5.71</td> </tr> <tr> <td>5</td> <td>Nillu Manakchand Rathod</td> <td>800</td> <td>---</td> <td>800</td> <td>---</td> </tr> <tr> <td>6</td> <td>Nikita Rakesh Sharma</td> <td>800</td> <td>---</td> <td>800</td> <td>---</td> </tr> </tbody> </table>

<ul><li>We derive a significant portion of our revenue from operations from the sale of our Mangalsutras to our Corporate Clients (33.99%, 31.78% and 30.18% in Fiscal 2025, Fiscal 2024 and Fiscal 2023), retailers (54.47%, 54.13% and 52.46% in Fiscal 2025, Fiscal 2024, and Fiscal 2023) and wholesalers (11.50%, 14.04% and 17.31% in Fiscal 2025, Fiscal 2024, and Fiscal 2023) and we do not have long term contracts with any of these clients. Loss of any of these clients, or the cancellation of their purchase orders, could adversely affect our business, cash flows, financial condition, and overall results of operations.</li><li>During Fiscal 2025, Fiscal 2024 and Fiscal 2023, the actual capacity utilisation was 69.00%, 70.00% and 66.80%, respectively of total installed capacity Under-utilisation of our manufacturing capacities and an inability to effectively utilise our expanded manufacturing capacities could have an adverse effect on our business, future prospects and future financial performance.</li><li>Our Company requires significant amount of working capital for continued growth. We intend to utilise Rs.2,800.00 million from the total Net Proceeds towards funding our working capital requirements, and the proposed deployment of Net Proceeds in Fiscal 2026 is based on certain assumptions and management estimations. Our inability to meet our working capital requirements, on commercially acceptable terms, may have an adverse impact on our business, financial condition and results of operations.</li><li>Our business operations are supported by a single Manufacturing Facility, located in Mumbai, Maharashtra. A slowdown or shutdown in our manufacturing operations or any adverse development affecting such region could have an adverse effect on our business, results of operations, financial condition and cash flows.</li><li>Our business is primarily concentrated in state of Maharashtra, which accounted for 49.50%, 49.21% and 44.11% of our revenue from operations for Fiscal 2025, Fiscal 2024 and Fiscal 2023 respectively. Any adverse development affecting such region may have an adverse effect on our business, prospects, financial condition and results of operations.</li><li>100% of our revenue from operations is dependent on sale and supply of single product, Mangalsutra. Any reduction in the sale of Mangalsutras, or our inability to manufacture and sell Mangalsutras, may have an adverse effect on our business, results of operations, cash flows and financial condition.</li><li>We experienced significant increase in trade receivables from Rs. 469.93 million as of March 31, 2023 to Rs. 604.69 million as of March 31, 2024 and further to Rs. 877.74 million as of March 31, 2025. Our inability to effectively collect receivables and default in payment from our customers could result in the reduction of our profits and adversely affect our business, financial condition, cash flows and results of operations.</li><li>Our Statutory Auditors has included a remark in connection with the Companies (Auditor's Report) Order, 2020/ Companies (Auditor's Report) Order, 2016.</li><li>We have had negative cash flows from operating activities accounting for Rs. (70.93) million and Rs.(141.24) million for the Fiscal 2025 and Fiscal 2024 respectively and may, in the future, experience similar negative cash flows.</li><li>We do not own some of the premises from where we operate.</li><li>We depend on Karigars for manufacturing of Mangalsutras. If we fail to retain or engage such Karigars, it may adversely impact our business, results of operations and financial condition.</li><li>We are dependent on a single commodity i.e. Bullion for manufacturing of Mangalsutras and we do not enter into any long-term contracts with our suppliers of bullion. Any major disruption to the timely and adequate supply of bullion to us could adversely affect our business, results of operations and financial condition.</li><li>We may be subject to fraud, raw material or jewellery or design theft, employee negligence or similar incidents.</li><li>We may be unable to respond to changes in consumer demands and market trends in a timely manner.</li><li>Our sales and revenue are subject to seasonal fluctuations and lower income in a peak season may have a disproportionate effect on our results of operations.</li><li>There have been instances of inadvertent filing with respect to corporate actions taken by our Company in the past. Further, we have been non-compliant under Section 135 of the Companies Act, 2013 for the Fiscal 2022. Consequently, we may be subject to regulatory actions and penalties.</li><li>Failure to manage our inventory could have an adverse effect on our net sales, profitability, cash flow and liquidity.</li><li>We may fail to protect our intellectual property, including our designs and are susceptible to litigation for infringement of intellectual property rights in relation to such designs. This could materially and adversely affect our reputation, results of operations and financial condition.</li><li>We do not register our Mangalsutra designs under the Designs Act, 2000 and we may suffer a loss of income if our designs are duplicated by our competitors. Moreover, we are susceptible to litigation arising out of infringement of designs. This could materially and adversely affect our reputation, results of operations and financial condition.</li><li>We operate in a labour-intensive industry and are subject to stringent labor laws and any strike, work stoppage or increased wage demand by our employees or any other kind of disputes with our employees could adversely affect our business, financial condition, results of operations and cash flows.</li><li>We are subject to gold price fluctuations and we might not be able to procure gold at competitive prices for use in our manufacturing process.</li><li>Jewellery purchases are discretionary and often perceived as luxury purchases. Any factor negatively impacting discretionary spending by end-consumers may adversely affect our business, results of operations, financial condition and prospects.</li><li>We are subject to strict quality requirements, and sales of our products is dependent on our quality controls and assurance. Any failure to comply with quality standards may adversely affect our business prospects, cash flows and financial performance, including cancellation of existing and future orders.</li><li>We may be unable to attract and retain employees with the requisite skills, expertise and experience, which would adversely affect our operations, business growth and financial results.</li><li>Our Company, Promoters and Directors are parties to certain legal proceedings. Any adverse decision in such proceedings may have a material adverse effect on our business, results of operations and financial condition.</li><li>We are dependent on specialised third-party logistics providers for the supply of materials for our manufacturing process and delivery of our finished products.</li><li>We operate in a competitive business environment. If we cannot respond adequately to the increased competition and consequent pricing pressures that we expect to face from existing players and new entrants, we will lose market share and our profits will decline, which will adversely affect our business, results of operations and financial condition.</li><li>Limited availability of comparable listed peers may impact investor evaluation of our business.</li><li>If we fail to adopt new and improved technologies for manufacturing, our competitors may gain advantage over us.</li><li>Our Manufacturing Facility is dependent on adequate and uninterrupted supply of electricity. Any shortage or disruption in supply of electricity may lead to disruption in operations, higher operating cost and consequent decline in our operating margins.</li><li>We require certain approvals and licenses in the ordinary course of business and are required to comply with certain rules and regulations to operate our business. Any failure to obtain, retain and renew such approvals and licences or comply with such rules and regulations may adversely affect our operations.</li><li>The strength of our brand is crucial to our success and we may not succeed in continuing to maintain and develop our brand.</li><li>Information relating to the installed and actual manufacturing capacity of our Manufacturing Facility are based on various assumptions and estimates. These assumptions and estimates may prove to be inaccurate and our future production and capacity may vary.</li><li>We enter into certain related party transactions in the ordinary course of our business and we cannot assure you that such transactions will not adversely affect our business, results of operations, profitability and margins, cash flows and financial condition.</li><li>Our lenders have charge over our movable and immovable properties in respect of finance availed by us. </li><li>We are subject to restrictive covenants under our financing agreements that could limit our flexibility in managing our business or to use cash or other assets. Any defaults could lead to acceleration of our repayment obligations, cross defaults under other financing agreements, termination of one or more of our financing agreements or force us to sell our assets, which may adversely affect our cash flows, business, results of operations and financial condition.</li><li>We have availed unsecured loans from Promoters and Promoter Group that are repayable on demand.</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 our financial condition and cash flows.</li><li>Our Promoters have provided personal guarantees as security for certain facilities availed by our Company. If these guarantees are revoked, we may be unable to procure alternative guarantees satisfactory to our lenders, which may adversely affect our business, results of operations, cash flows and financial condition.</li><li>Our insurance policies may not be adequate to cover all losses incurred in our business. An inability to maintain adequate insurance cover to protect us from material adverse incidents in connection with our business may adversely affect our operations and profitability.</li><li>An inability to effectively manage our growth and expansion may have a material adverse effect on our business prospects and future financial performance.</li><li>If we are unable to establish and maintain effective internal controls and compliance system, or improve inadequacies in the information and reporting systems, our business and reputation could be adversely affected.</li><li>Our Company has issued Equity Shares during the preceding one year at a price that may be below the Issue Price.</li><li>Our growth strategy to enter international markets exposes us to certain risks, which may adversely affect our business, financial condition, results of operations and prospects.</li><li>Certain sections of this Red Herring Prospectus disclose information from the CareEdge Report which has been commissioned and paid for by us exclusively in connection with the Issue and any reliance on such information for making an investment decision in the Issue is subject to inherent risks.</li><li>Majority of our Directors of the Company do not have experience of being a director of a public listed company.</li><li>Our funding requirements and the proposed deployment of Net Proceeds have not been appraised by any bank or financial institution or any other independent agency and our management will have broad discretion over the use of the Net Proceeds.</li><li>Activities involving our manufacturing process can be dangerous and can cause injury to people or property in certain circumstances. A significant disruption at any of our Manufacturing Facility may adversely affect our production schedules, costs, revenue and ability to meet client demands.</li><li>We are dependent on our Promoters for functioning of our business and we believe that our senior management team and other Key Managerial Personnel are critical to our continued success and we may be unable to attract and retain such personnel in the future.</li><li>Changes in technology may affect our business by making our Manufacturing Facility or equipment less competitive or obsolete.</li><li>Our Company's Promoter or Directors may enter into ventures that may lead to real or potential conflicts of interest with our business.</li><li>Any variation in the utilisation of the Net Proceeds would be subject to certain compliance requirements, including prior shareholders' approval.</li><li>Our Promoters and members of the Promoter Group 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.</li><li>Our future funds requirements, in the form of issue of capital or securities and/or loans taken by us, may be prejudicial to the interest of the shareholders depending upon the terms on which they are eventually raised.</li><li>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.</li><li>Our Promoters, some of our Directors and some of our KMPs are interested in our Company, in addition to regular remuneration or benefits and reimbursement of expenses.</li><li>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.</li><li>The average cost of acquisition of Equity Shares by our Promoters is lower than the issue price of the Equity Shares offered through the present Issue.</li><li>Any future issuance of Equity Shares, or convertible securities or other equity linked securities by our Company may dilute your shareholding and any sale of Equity Shares by our Promoters or members of our Promoter Group may adversely affect the trading price of the Equity Shares.</li><li>Our estimates and forward-looking statement may prove to be inaccurate.</li><li>The determination of the Price Band is based on various factors and assumptions and the Issue Price, price to earnings ratio and market capitalization to revenue multiple based on the Issue Price of our Company, may not be indicative of the market price of our Company on listing or thereafter.</li></ul>

The Issue type of Shringar House of Mangalsutra Ltd is Book Building.

The minimum application for shares of Shringar House of Mangalsutra Ltd is 90.

The total shares issue of Shringar House of Mangalsutra Ltd is 24300000.

Initial public offering of up to 24,300,000 equity shares of face value of Rs. 10/- each ("equity shares") of Shringar House of Mangalsutra Limited ("the company" or "issuer") for cash at a price of Rs. 165/- per equity share (including a premium of Rs. 155/- per equity share) ("issue price") aggregating up to Rs. 400.92 crores ("issue"). The issue comprises a fresh issue of up to 24,300,000 equity shares aggregating up to Rs. 400.92 crores ("fresh issue"). The issue constitutes 25.20% of the post-issue paid-up equity share capital of the company.