DSM Fresh Foods Ltd IPO

The IPO opens on 26 Sept 2025 & closes on 06 Oct 2025.

DSM Fresh Foods Limited was incorporated as a Private Company as 'DSM Fresh Foods Private Limited' dated May 20, 2015. Further, the status was converted into a Public Company and the name of the Company got changed to 'DSM Fresh Foods Limited' on July 09, 2024. DSM Fresh Foods is a fresh meat and ready-to-cook/eat non-veg products retailer. They are an online meat delivery company committed to revolutionise the way customers experience and enjoy high-quality non-veg food. With a user-friendly website and mobile application that offers a diverse selection of fresh and hygienically sourced meats, ranging from succulent cuts of mutton, poultry and seafood to exotic options. 'Zappfresh', a meat brand of the Company is located in Delhi and currently delivering the fresh meat via online ecommerce platform in only Delhi-NCR region. Zappfresh was started in June 2015 by Deepanshu Manchanda, the Promoter of the Company. Zappfresh is a full stack business where our meat delivery process starts from procuring the fresh produce to processing, storage and delivery. Along with fresh meat, the Company provide finger-licking tasty ready-to-eat and marinated meals. Presently, it is dealing in three types of non-veg products comprising mainly of Chicken, Mutton and Sea Food. The Company launched the IPO of 59,06,400 equity shares by raising Rs 59.06 crores funds having the face value of Rs 10 each through fresh issue in October 2025.

DSM Fresh Foods Ltd IPO will close on 06 Oct 2025.

<ul><li>Sustainable Business Model.</li><li>Continuous monitoring consumer behavior.</li><li>Change in market trends.</li><li>Quality Deliverables.</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>Deepanshu Manchanda</td> <td>6165192</td> <td>37.64</td> <td>6165192</td> <td>27.66</td> </tr> <tr> <td>2</td> <td>Priya Aggarwal</td> <td>99204</td> <td>0.61</td> <td>99204</td> <td>0.45</td> </tr> </tbody> </table>

<ul><li>We are recognized by our brand name.</li><li>The Pre-IPO shareholding of the promoter and promoter group is 38.24 % and the post-IPO shareholding will be 28.11%. The market's perception of their reduced involvement may impact the valuation and liquidity of their shares.</li><li>Our Registered Office and other branches from where we operate are not owned by us. If we are required to vacate the same, due to any reason whatsoever, it may adversely affect our business operations.</li><li>We have had negative cash flows in the past and may continue to have negative cash flows in the future.</li><li>Our Company may not have complied with certain statutory provisions of the Companies Act, 2013. Such noncompliances / lapses may attract penalties and prosecution against the Company and its directors which could impact on the financial position of the Company to that extent.</li><li>Our company has made default in the refund of excess application money received on multiple allotments made during previous financial years.</li><li>Our company has inadvertently not conducted Annual General Meeting for the financial year 2017-2018 within the prescribed time limit under the Companies Act, 2013.</li><li>Our Company may incur penalties or liabilities for non-compliance with certain provisions of the GST Act, Income Tax and other applicable laws in previous years.</li><li>We may face the risk of counterfeit, cloned, and misrepresented products, which could diminish our sales and damage the reputation of our brands.</li><li>Our industry is highly vulnerable to serious disease outbreaks.</li><li>The rise of veganism can have several impacts on non-vegetarianism which can indirectly affect the our company.</li><li>Our business is subject to seasonal fluctuations that could result in delays or disruptions to our operations during certain periods.</li><li>The increasing focus on animal welfare has significant impacts on the poultry industry, influencing various aspects from production practices to market dynamics.</li><li>We derive a substantial portion of our revenue from our chicken business as compared to mutton and sea food. Our dependency on chicken can have a material adverse effect on our business, financial condition, results of operations and cash flows.</li><li>We do not have long-term contracts with our suppliers and therefore, there may be potential unavailability of materials in future, which may adversely affect our business operations.</li><li>Our company has re classified loan in Restated Financial Statements - for the financial year ended on March 31, 2024.</li><li>We source several key raw materials and components from a single or limited group of third-party suppliers, which leads to supplier concentration risks. Any supply restrictions or quality defects could delay implementation, affecting our ability to offer services at profitable prices. This could have a significant negative impact on our business, financial condition, and operational results.</li><li>Our contingent liabilities as stated in our Restated Financial Statements could adversely affect our financial conditions.</li><li>Our projected capital expenditure as given in Objects of the Issue concerning the establishment of our new cold storages/ processing facilities may encounter unexpected delays in execution and exceed budgeted estimates.</li><li>Our company is dependent on delivery partners for our last mile delivery and any disruption in supply chain may affect our business operation.</li><li>Our Company is involved in certain legal proceedings/litigations. Any adverse decision in such proceedings may render us/them liable to penalties and may adversely affect our business and result of operations.</li><li>Our present promoters of the Company are first generation entrepreneurs.</li><li>Our Company has entered certain related party transactions in the past and may continue to do so in the future.</li><li>Our company's Executive Directors do have any experience of listed companies.</li><li>Significant security breaches in our software, data and network infrastructure and fraud could adversely impact our business.</li><li>Our company is dependent on third party processing units and any disruption in supply chain may affect our business operation.</li><li>We rely on third party software for supply of our products.</li><li>Our success depends largely upon the services of our Directors, Promoters and other Key Managerial Personnel and our ability to attract and retain them. Demand for Key Managerial Personnel in the industry is intense and our inability to attract and retain Key Managerial Personnel may affect the operations of our Company.</li><li>We do not have any single software to check the cost and benefit of our human resources & to manage our dayto- day business activities such as accounting, procurement, project management, risk management and compliance, and supply chain operations. Failure to manage our resources could have an adverse effect on our sales, profitability, cash flow and liquidity.</li><li>Our Company's operation and growth is dependent upon successful implementation of our business strategies.</li><li>An inability to comply with foods laws and other regulatory requirements in relation affairs of the business of the company may adversely affect our business, financial condition and results of operations.</li><li>Our marketing and advertising activities may not be successful in increasing the popularity of our Company among domestic clients. If our marketing or advertising initiatives are not effective, this may affect the popularity of our Company.</li><li>We require high working capital for our smooth day-to-day operations of business and any discontinuance or our inability to procure adequate working capital timely and on favorable terms may have an adverse effect on our operations, profitability and growth prospects.</li><li>Any controversies and religious sentiments could result in shortfall in the number of consumers which could negatively impact our revenue.</li><li>We may be required to enter into strategic partnerships and acquisitions in the future, in relation to our growth strategy. If we are unable to successfully identify and integrate acquisitions, our growth strategy and prospects may be adversely affected.</li><li>We may not be able to prevent unauthorized use of trademarks obtained/ applied for by third parties, which may lead to the dilution of our goodwill.</li><li>Our Company has unsecured loans that may be recalled by the lenders at any time.</li><li>Our profitability and business operations are significantly dependent on our ability to successfully anticipate the industry and client requirements. Any failure on our part to do so, may have an impact on our operations, which could have an adverse effect on our revenue, reputation, financial conditions, results of operations and cash flows.</li><li>In addition to normal remuneration, other benefits and reimbursement of expenses, some of our directors (including our Promoters) and Key Management Personnel are interested in our Company to the extent of their shareholding and dividend entitlement in our Company.</li><li>If we fail to maintain an effective system of internal controls, we may not be able to successfully manage or accurately report our financial risk.</li><li>Certain Agreements, deeds or licenses and certificates may be in the previous name of the company, we have to update the name of our company in all the statutory approvals and certificates due to the conversion of our Company.</li><li>Significant differences exist between Indian GAAP and other accounting principles, such as Ind AS, IFRS and U.S. GAAP, which may be material to investors' assessments of our financial condition, result of operations and cash flows.</li><li>Our Company is subject to foreign exchange control regulations which can pose a risk of currency fluctuations.</li><li>Our Company has not paid any dividend in past 3 financials years and our ability to pay dividends in the future may be affected by any material adverse effect on our future earnings, financial condition or cash flows.</li><li>Industry information included in this Red Herring Prospectus has been derived from an industry report from various websites. The reliability on the forecasts of the reports could be incorrect and would significantly impact our operations.</li><li>Our Company's future funding requirements, in the form of further issue of capital or other securities and/or loans that might be availed by us, may turn out to be prejudicial to the interest of the shareholders depending upon the terms and conditions on which they are raised.</li><li>The average cost of acquisition of Equity Shares by our Promoters is lower than the issue price.</li><li>Our insurance coverage in connection with our business may not be adequate and may adversely affect our operations and profitability.</li><li>There are certain restrictions on daily movements in the price of Equity Shares, which may adversely affect a shareholder's ability to sell, or the price at which it can sell, Equity Shares at a particular point in time.</li><li>After this Issue, the price of the Equity Shares may be highly volatile, or an active trading market for the Equity Shares may not develop.</li><li>Market price of our share will be decide by market forces and issue price of equity share may not be indicative of the market price our share price after the issue.</li></ul>

The Issue type of DSM Fresh Foods Ltd is Book Building - SME.

The minimum application for shares of DSM Fresh Foods Ltd is 2400.

The total shares issue of DSM Fresh Foods Ltd is 5906400.

Initial public offering up to 59,06,400 equity shares of Rs. 10/- each ("Equity Shares") D S M Fresh Foods Limited ("D S M" or the "Company") for cash at a price of Rs. 100/- per equity share (the "Issue Price"), aggregating to Rs. 59.06 crores ("The Issue"). Out of the issue, 3,31,200 equity shares aggregating to Rs. 3.31 crores will be reserved for subscription by market maker ("Market Maker Reservation Portion"). The issue less the market maker reservation portion i.e. issue of 55,75,200 equity shares of face value of Rs. 10/- each at an issue price of Rs. 100/- per equity share aggregating to Rs. 55.75 crores is hereinafter referred to as the "Net Issue". The issue and the net issue will constitute 26.50% and 25.02%, respectively of the post issue paid up equity share capital of the company. Price Band: Rs. 95/- to Rs. 100/- for equity share of face value of Rs. 10 each. The floor price is 9.50 times times the face value and cap price is 10.00 times of the face value of the equity shares. Bids can made for a minimum of 2,400 equity shares and in multiples of 1,200 equity shares thereafter.