Encompass Design India Ltd IPOENCOMPAS

The IPO opens on 05 Dec 2025 & closes on 09 Dec 2025.

Encompass Design India Limited was originally incorporated as 'Encompass Design India Private Limited' vide Certificate of Incorporation dated March 09, 2010 issued by Registrar of Companies, Mumbai. Further, Company was converted from a private to public and the name of the Company was changed to 'Encompass Design India Limited' and a fresh certificate of incorporation dated May 05, 2025 was issued by the Registrar of Companies, Central Processing Centre. Company is engaged in building and scaling consumer brands in India, with a focus on home & living and food segments to the modern urban Indian consumer. Initially, Company incorporated in 2010 as a trading enterprise. In response to emerging market opportunities, it subsequently expanded the business operations to include e-commerce support services, which it operated along trading activities. The Company's core business activities include the manufacturing of home and lifestyle products, such as bed sheets, curtains, comforters, table linens, and pillow covers, as well as food products, focusing on sauces, marketed under its own brands. In addition to this, Company is involved in trading of agro-based products, cotton, and fabrics. It further undertakes sale of various other goods, primarily through gated market platforms, enabling access to niche buyers. It offers digital and e-commerce support services designed to enable the growth of consumer in the online space. These services provide end-to-end solutions across marketing, technology and operations, catering to both direct-to-consumer (D2C) businesses and corporate clients. Company is planning the initial public offer of 37,58,400 equity shares of face value of Rs 10 through fresh issue.

Encompass Design India Ltd IPO will close on 09 Dec 2025.

<ul><li>Wide Geographic Presence.</li><li>Strong Distribution Network.</li><li>Digital Sales Growth.</li><li>Product portfolio.</li><li>Long Standing Relationship with job workers.</li><li>Experienced management team with a proven track record.</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>Amit Rajendraprasad Dalmia</td> <td>7259281</td> <td>69.63</td> <td>7259281</td> <td>51.18</td> </tr> <tr> <td>2</td> <td>Susmita Amit Dalmia</td> <td>200598</td> <td>1.92</td> <td>200598</td> <td>1.41</td> </tr> <tr> <td>3</td> <td>Ruman Kailash Agarwal</td> <td>449935</td> <td>4.32</td> <td>449935</td> <td>3.17</td> </tr> <tr> <td>4</td> <td>Yogendra Vashishta</td> <td>449962</td> <td>4.32</td> <td>449962</td> <td>3.17</td> </tr> </tbody> </table>

<ul><li>The Company operates across diversified business segments, and any inability to effectively manage and focus on these segments may adversely impact the company overall performance.</li><li>Its depend upon a limited number of suppliers for providing raw materials and products. Furthermore, the company has not entered into any long-term agreement or contract for providing these raw materials and products. Any dispute with one or more of them may adversely affect its business operations.</li><li>The company dependent on certain online marketplaces for the sale of its products. Any potential increase in the commission rates charged by these platforms may lead to higher selling costs, which could require us to increase the prices of the company products which could adversely affect customer demand, its competitiveness, and overall financial performance.</li><li>The company manufacture a wide range of products and if its unable to sell them effectively, it could adversely impact its revenue, profitability, and overall financial performance and if its unable to accurately identify customer demand and maintain an optimal level of inventory in the company stores, its business, results of operations and cash flows may be adversely affected.</li><li>Its derive a significant portion of the company revenue from its trading activity, any event negatively affecting the trading activity could has a material adverse effect on its business, results of operations, financial condition and prospects.</li><li>Trade Receivables, Inventories, Short-term loans and advances, cash and cash equivalents and other current assets form a substantial part of the company total assets. Failure to manage its trade receivables, inventories and short-term loans and advances could has an adverse effect on its net sales, profitability, cash flow and liquidity.</li><li>There are certain outstanding legal proceeding involving the company Promoter and Promoter Entities which may adversely affect its business, financial condition and results of operations.</li><li>There has been delay in filing of forms with the Government authorities as per the stipulated timelines prescribed under the respective Act. Any penalty or action taken by any regulatory authorities in future, for delay in such compliances could impact the reputation and financial position of the Company to that extent.</li><li>Its depend upon a limited number of customers for a significant portion of the company revenues. The loss of a major customer or significant reduction in demand from any of its major customers may adversely affect the company business, financial condition, results of operations.</li><li>The company in the process of obtaining a No Objection Certificate (NOC) from a lender. The NOC relates to an unsecured loan availed by the Company. its actively following up with the lender for timely receipt of the NOC.</li><li>Any disruptions to the supply, or increases in the pricing, of the raw materials and products, may adversely affect the supply and pricing of its products and, in turn, adversely affect the company business, cash flows, financial condition and results of operations. its cost of production is exposed to fluctuations in the prices of raw materials required for the manufacture as well as its availability.</li><li>the company has experienced negative cash flows as per the restated financial statements in the past. Any such negative cash flows in the future could affect its business, results of operations and prospects.</li><li>The Company has experienced a rising trend in employee attrition rate, if its fail to identify, recruit and integrate strategic personnel, the company business could be adversely affected.</li><li>Risk relating to differences in financial disclosures between the audited standalone financial statements and the Restated Financial Statements included in this Draft Red Herring Prospectus (DRHP) and Red Herring Prospectus (RHP).</li><li>Its top five states contribute major revenue for the period ended on September 30, 2025 and year ended 31st March 2025, 2024 and 2023. Any loss of business from one or more of these states may adversely affect its revenues and profitability.</li><li>The Company has applied for registration of various word mark which are not registered with the trademark registration authority, and Its may be unable to protect the company word mark from being infringed by others which may adversely affect its business value, financial condition and results of operations.</li><li>Its does not own the premises in which the company registered office, Branch Office, warehouse and Manufacturing Office is located and the same is on lease arrangement. Any termination of such lease/license and/or non-renewal thereof and attachment by Property Owner could adversely affect its operations.</li><li>Orders placed by customers may be delayed, modified or cancelled, which may has an adverse effect on its business, financial condition and results of operations. Further any defaults or delays in payment by a significant portion of its customers, may has an adverse effect on cash flows, results of operations and financial condition.</li><li>Any failure in its quality control processes may has an adverse effect on its business, results of operations and financial condition.</li><li>The company lenders has charge over its movable and immovable properties in respect of finance availed by it and Unsecured loans taken by the Company can be recalled by the lenders at any time.</li><li>Its may be exposed to risks arising from increases in tariff duties and changes in international trade policies, which could adversely affect the company export operations and overall business performance.</li><li>Its may face the risk of third-party infringement and imitation of the company product designs, which could adversely impact its brand reputation, sales, and overall business operations.</li><li>The Company does business with customers on Purchase Order basis and does not enter into any agreement with the company customer and its not has fixed customer base. There can be no assurance that Its may get repeat order flows from the company customers.</li><li>The company Manufactured products are sold under three brand, `Stoa Paris', `QuirkLoom' and `Small Batch'. Any inability to effectively market its products, or any deterioration in public perception of its brand, could affect consumer demand and consequently adversely impact the company business, financial condition, cash flows and results of operations.</li><li>Its subject to sales return risk owing due to majority of the company products being sold through digital platform.</li><li>The Company is dependent on the continuing operation of its manufacturing facility.</li><li>Industrial accidents at the company manufacturing facility may adversely affect its operation.</li><li>Its dependent on third party transportation providers for the delivery of the company products to its customers.</li><li>Information relating to the installed production capacity and capacity utilization of Its production units included in this Red Herring Prospectus are based on various assumptions and estimates and future production and capacity may vary.</li><li>Its Promoter has provided personal guarantee for loans availed by it.</li><li>The Company's manufacturing activities are labour intensive and depend on availability of skilled a n d unskilled labourers in large numbers. In case of unavailability of such labourers and / or inability to retain such personnel, its business operations could be affected. the company business is subject to strikes, work stoppages and/or increased wage demands, as well as other disputes with its employees. Such instances may cause disruptions in the company operations, which could materially adversely affect its business, financial condition and results of operations.</li><li>Its business is dependent on the company product design team. Any loss of its design team or its ability to attract and retain them and other personnel with technical expertise could adversely affect the company business, financial condition and results of operations.</li><li>Its may encounter cybersecurity and data privacy risks that could undermine its ability to safeguard sensitive consumer information, potentially resulting in significant financial losses, reputational damage, legal liabilities, and regulatory penalties.</li><li>The company face foreign exchange risks, primarily in its export activities through services, which could materially affect its financial performance.</li><li>Its may face the risk of brand dilution, counterfeiting, and intellectual property infringement, which could negatively impact the company brand reputation and market position.</li><li>The company insurance coverage may not adequately protect it against all material hazards, which may adversely affect its business, results of operations and financial condition.</li><li>The company face competition in its business from organized and unorganized players, which may adversely affect the company business operations and financial condition.</li><li>Its inability to effectively manage the company growth or to successfully implement its business plan and growth strategies could has an adverse effect on its business, results of operations and financial condition. The success of the company business will depend greatly on its ability to effectively implement the company business and growth strategies.</li><li>Any failure or significant weakness of the comapny internal controls system could cause operational errors or incidents of fraud, which would adversely affect its profitability and reputation.</li><li>The company has in the past entered into related party transactions and may continue to does so in the future.</li><li>Non-compliance with, and changes in, safety, health, environmental (ESG), and other applicable regulations could adversely impact the Company's operations and financial performance.</li><li>There may be potential conflicts of interest if its Promoters or Directors get involved in any business activities that compete with or are in the same line of activity as the company business operations.</li><li>Only one Director possess experience of being on the board of any listed company.</li><li>Industry information included in this Red Herring Prospectus has been derived from industry reports for which consent has been obtained. There can be no assurance that such third-party statistical, financial and other industry information is either complete or accurate.</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 Shareholders' approval.</li><li>The requirements of being a public listed company may strain our resources and impose additional requirements.</li><li>The company has issued Equity Shares during the last one year at a price that may be below the Issue Price.</li><li>The average cost of acquisition of Equity Shares by its Promoters is lower than the Issue Price.</li><li>Upon completion of the Issue, Its Promoter / Promoter Group may continue to retain significant control, which will allow them to influence the outcome of matters submitted to the shareholders for approval.</li><li>Its require certain approvals and licenses in the ordinary course of business and are required to comply with certain rules and regulations to operate the company business, and the failure to obtain, retain and renew such approvals and licenses or comply with such rules and regulations, and the failure to obtain or retain them in a timely manner or at all may adversely affect its operations.</li><li>The company success is dependent on its Promoter, management team and skilled manpower. the company inability to attract and retain key personnel or the loss of services of its Promoter or Managing Director and Whole Time Directormay has an adverse effect on its business prospects.</li><li>Its ability to pay dividends in the future will depend upon future earnings, financial condition, cash flows, working capital requirements and capital expenditures.</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>QIB and Non-Institutional Investors are not permitted to withdraw or lower their Bids (in terms of quantity of Equity Shares or the Bid Amount) at any stage after submitting a Bid.</li><li>Investors will not be able to sell immediately on an Indian stock exchange any of the Equity Shares they purchase in the Issue.</li><li>The company cannot assure you that its equity shares will be listed on the Emerge Platform of NSE in a timely manner or at all, which may restrict your ability to dispose of the equity shares.</li><li>Sale of Equity Shares by its Promoters or other significant shareholder(s) may adversely affect the trading price of the Equity Shares.</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>The Issue price of Its Equity Shares may not be indicative of the market price of the company Equity Shares after the Issue and the market price of its Equity Shares may decline below the issue price and you may not be able to sell your Equity Shares at or above the Issue Price.</li></ul>

The Issue type of Encompass Design India Ltd is Book Building - SME.

The minimum application for shares of Encompass Design India Ltd is 2400.

The total shares issue of Encompass Design India Ltd is 3758400.

Initial public offer of 37,58,400 equity shares of face value of Rs. 10/- each ("Equity Shares") of Encompass Design India Limited (Formerly known as Encompass Design India Private Limited) (the "Company" or "Issuer") at an issue price of Rs. 107/- per equity share (including a share premium of Rs. 97/- per equity share) for cash, aggregating up to Rs. 40.21 crores ("Public Issue") out of which up to 1,88,400 equity shares of face value of Rs. 10/- each, at an issue price of Rs. 107 per equity share for cash, aggregating Rs.2.02 crores will be reserved for subscription by the market maker to the issue (the "Market Maker Reservation Portion"). The public issue less market maker reservation portion i.e. issue of 35,70,000 equity shares of face value of Rs. 10/- each, at an issue price of Rs. 107/- per equity share for cash, aggregating up to Rs. 38.20 crores is hereinafter referred to as the "Net Issue". The public issue and net issue will constitute 26.50% and 25.17% respectively of the post-issue paid-up equity share capital of the company.