The Material Contracts and Documents section in the DRHP provides a detailed list of all key agreements and official records relevant to the IPO process. These include underwriting, registrar, and market-making agreements, along with board approvals, auditor certifications, financial statements, and third-party reports. This section ensures compliance with regulatory norms and gives investors a transparent view of the company’s operational readiness, financial position, and professional partnerships supporting the IPO journey.

MATERIAL CONTRACTS AND DOCUMENTS

The Material Contracts and Documents section in the DRHP gives a disclosure of all the important agreements and papers that are relevant to the IPO Process. This section helps investors understand the key commitments, partnerships, and legal arrangements the company has entered into, giving a clear view of its business background and obligations.

Below are the material contracts and documents that are included in the Draft Red Herring Prospectus (DRHP) and are considered important for the IPO process and verification by regulatory authorities:

1. Material Contracts

   • Issue Agreement between the Company and the Book Running Lead Manager.
      
   • Agreement between the Company and the Registrar to the Issue.
      
   • Market Making Agreement between the Company, Book Running Lead Manager, and Market Maker.
      
   • Banker to the Issue Agreement among the Company, Book Running Lead Manager, Banker to the Issue, and Registrar.
      
   • Underwriting Agreement between the Company, Book Running Lead Manager, and Underwriters.
      
   • Tripartite Agreement among CDSL, the Company, and the Registrar to the Issue.
      
   • Tripartite Agreement among NSDL, the Company, and the Registrar to the Issue.
      
   • Syndicate Agreement between the Company, Book Running Lead Manager, and Syndicate Member.
      

2. Material Documents

   • Certified copies of the Memorandum and Articles of Association of the Company.
      
   • Certificate of Incorporation and Fresh Certificate of Incorporation upon conversion to a Public Company.
      
   • Copy of Board and Shareholders’ Resolutions authorizing the IPO.
      
   • Standalone Audited Financial Statements for the last few financial periods.
      
   • Peer Review Auditor’s Report on Restated Standalone Financial Statements.
      
   • Site Visit Report prepared by the Lead Manager.
      
   • Statement of Tax Benefits from the Peer Review Auditor.
      
   • Industry Report from a third-party research agency.
      
   • Search Report issued by a Practicing Company Secretary.
      
   • Certification regarding eligibility of Independent Directors.
      
   • Certificate regarding the Company’s Working Capital Requirements.
      
   • Certificate on Basis of Issue Price and Key Performance Indicators.
      
   • Certificate on Source and Deployment of Funds.
      
   • Consents from all key intermediaries and professionals involved in the IPO process.
      
   • Board Resolutions for approval of DRHP, RHP, and final Prospectus.
      
   • Due Diligence Certificate from the Book Running Lead Manager.
      

Exchange Approval Letter for using the Exchange’s name in the Prospectus for listing.