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Novus Loyalty Ltd IPO

Status: Closed

Overview

IPO date
17 Mar 2026 to 20 Mar 2026
Face value
₹ 10 per share
Price
₹ 139 to ₹146 per share
Issue Size
4,120,000 shares
(aggregating up to ₹ 60.15 Cr)
Allotment Date
23 Mar 2026
Listing at
NSE
Issue type
Book Building - SME
Sector
IT - Software

Objectives of Novus Loyalty Ltd IPO

Novus Loyalty Ltd IPO Strategy

About Novus Loyalty Ltd

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T&C*

Strengths vs Risks of Novus Loyalty Ltd

Know the pros & cons

Strengths

  • arrowComprehensive Loyalty Solutions.
  • arrowExperienced promoters and management team.
  • arrowClients in International Market.
  • arrowQuality assurance, quality certification and compliance.
  • arrowProfessional Management.

Risks

  • arrowThe company is highly dependent on certain key customers for a substantial portion of its revenues. Loss of relationship with any of the customers may have a material adverse effect on the Company's profitability and results of operations.
  • arrowThe Company's success is dependent on its ability to develop and innovate the Company's platform, products and solutions in a cost efficient and timely manner. Any failure to do so or inability of its products/solutions to satisfy the Company's customers or perform as desired could adversely impact its business, results of operations, cash flows and financial condition.
  • arrowThe Company has not entered into any long-term contracts with few of its customers. Inability to maintain regular order flow would adversely impact the Company's revenues and profitability.
  • arrowThe success of its business hinges on the Company's ability to continually innovate in response to shifting customer needs, adopt and develop new technologies, and adapt to evolving industry standards. Operating in an industry characterized by rapid technological advancements, dynamic industry standards, frequent service introductions, and changing customer demands, the company recognize the necessity to stay ahead.
  • arrowSignificant disruptions in the Company's information technology systems or breaches of data security could affect the Company's business and reputation.
  • arrowThe Company has negative cash flows in the past years, details of which are given below. Sustained negative cash flow could impact its growth and business.
  • arrowCertain of the company Group companies have incurred losses and have negative Net Worth in the past years.
  • arrowThe company generates its majority of the sales from domestic market of which major portion of sales from the Company's operations is generated from certain geographical regions especially, Telangana, Haryana, Uttar Pradesh, Maharashtra, Punjab, Tamil Nadu, Rajasthan, New Delhi, Karnataka and minority portion of sales is from international market. Any adverse developments affecting its operations in these regions could have an adverse impact on the Company's revenue and results of operations.
  • arrowThe company has certain outstanding litigation against it, an adverse outcome of which may adversely affect the Company's business, reputation and results of operations.
  • arrowThe company has relied on certain suppliers for its operations. Furthermore,the company has not entered into any long-term agreement or contract with the suppliers. The potential loss of any one or more of the Company's major suppliers would have a material effect on its business operations and profitability.
  • arrowThe restated financial statements have been provided by peer reviewed chartered accountants who is not statutory auditor of the Company.
  • arrowThe Company has entered into related party transactions in the past and may continue to enter into related party transactions in the future, which may potentially involve conflicts of interest with the equity shareholders.
  • arrowThe company does not own the premises in which its registered 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.
  • arrowThe Company's contingent liabilities could materially and adversely affect its business, results of operations and financial condition.
  • arrowSome of its trade names and The Company's logo are not registered as on date of this Red Herring Prospectus. the company may be unable to adequately protect its intellectual property. Furthermore, the company may be subject to claims alleging breach of third-party intellectual property rights.
  • arrowAny Penalty or demand raised by statutory authorities in future will affect financial position of the Company
  • arrowThere are certain discrepancies/errors/delay filings noticed in some of the Company's corporate records relating to forms filed with the Registrar of Companies and other provisions of Companies Act, 2013. Any penalty or action taken by any regulatory authorities in future, for non-compliance with provisions of corporate or any other law could impact the financial position of the Company to that extent.
  • arrowThe company is dependent on its ability to customize software products as per the demands and requirements of the customer based on latest technology. If the company is not able to enhance current portfolio in response to evolving industry requirements, our operating results may be negatively affected.
  • arrowA majority of the Company's revenues are derived from a limited number of industry verticals. Customers in the Fintech, Finance, and E-commerce sectors have contributed significantly to its revenue from operations. Any decline in demand for services within these key verticals could negatively impact the Company's revenues and materially adversely affect its business, results of operations, financial condition, and cash flows.
  • arrowThe Company's customers operate in various industry segments/verticals and fluctuations in the performance of the industries in which the customers operate may result in a loss of customers, a decrease in the volume of work undertake or the price at which the company offer its products.
  • arrowThere may be potential conflict of interests between the Company and other venture or enterprises promoted by its promoters or directors.
  • arrowOne of the Company's objects of the Offer is to augment its business development, sales & marketing including manpower hiring and other related expenses for the company. The expenditure proposed to be incurred is subject to external factors and uncertainty of the outcome of such expenditure.
  • arrowThe company may not earn a positive return from its investments in software development activities.
  • arrowSoftware Product development is a long, expensive and uncertain process and the Company's current expenditure in enhancement of existing products and development of new products may not provide a sufficient or timely return.
  • arrowAny IT system failures or lapses on part of any of the Company's employees may lead to operational interruption, liabilities or reputational harm.
  • arrowThe Company's historical performance is not indicative of its future growth or financial results and the company may not be able to sustain or increase its historical growth rates.
  • arrowThe company may become liable to its customers and lose customers if the company have defects or disruptions in its software products. The company may also be liable in the event of misuse of its software products or platforms.
  • arrowThe Company's funding requirements with respect to unidentified acquisitions are based on management estimates and the entities proposed to be acquired are not yet identified.
  • arrowThe company propose to utilize a portion of the Net Proceeds to undertake acquisitions for which targets have not been identified. The Company's inability to complete such transactions may adversely affect its competitiveness and growth prospects. And the Company's proposed deployment of the Net Proceeds with respect to unidentified acquisitions are based on management estimates and the same have not been independently appraised by a bank or a financial institution.
  • arrowThe Company is subject to foreign exchange control regulations which can pose a risk of currency fluctuation.
  • arrowThe Company's insurance coverage may not be adequate to protect it against certain operating hazards and this may have a material adverse effect on its business.
  • arrowThe Company's brand is integral to its success. If the Company's fails to effectively maintain, promote and enhance its brand, the Company's business and competitive advantage may be harmed.
  • arrowIf the company fails to maintain an effective system of internal controls, the company may not be able to successfully manage, or accurately report, the Company's financial risks. Despite its internal control systems, the company may be exposed to operational risks, including fraud, petty theft and embezzlement, which may adversely affect its reputation, business, financial condition, results of operations and cash flows.
  • arrowThe Company will not receive any proceeds from the Offer for Sale.
  • arrowThe Company's expansion into product categories and business verticals and increase in the number of products offered may expose it to new challenges and more risks.
  • arrowFailures to offer client support in a timely and effective manner may adversely affect its relationships with the Company's clients.
  • arrowFluctuations in foreign currency exchange rates could materially affect the Company's financial results.
  • arrowIn case of its inability to obtain, renew or maintain the statutory and regulatory licenses, permits and approvals required to operate the Company's business it may have a material adverse effect on its business.
  • arrowThe Company's Promoters and promoter group members are interested in the Company's performance in addition to their remuneration and reimbursement of expenses.
  • arrowIf the company is unable to establish and maintain an effective internal controls and compliance system the Company's business and reputation could be adversely affected.
  • arrowThe Company's success largely depends upon the knowledge and experience of its Promoters, Directors, the Company's Key Managerial Personnel and Senior Management as well as its ability to attract and retain them. Any loss of the Company's Promoter, Directors, Key Managerial Personnel, Senior Management or its ability to attract and retain them could adversely affect the Company's business, financial condition and results of operations.
  • arrowFraud, theft, employee negligence or similar incidents may adversely affect its results of operations and financial condition.
  • arrowThe Company's Promoters and promoter group members are interested in the Company's performance in addition to their remuneration and reimbursement of expenses.
  • arrowThe Company's ability to pay dividends will depend upon future earnings, financial condition, cash flows, working capital requirements, capital expenditures and other factors.
  • arrowThe Company's cannot guarantee the accuracy or completeness of facts and other statistics with respect to the industry data contained in the Draft Red Herring Prospectus. Industry information included in this Draft Prospectus has been derived from publicly available industry reports. There can be no assurance that such third-party statistical, financial and other industry information is either complete or accurate.
  • arrowThe Company's cannot guarantee the accuracy or completeness of facts and other statistics with respect to India, the Indian economy and industry in which the company operate contained in the Draft Red Herring Prospectus.
  • arrowThe Company's Promoters and members of the Promoter Group will continue jointly to retain majority control over its Company after the Issue, which will allow them to determine the outcome of matters submitted to shareholders for approval.
  • arrowThe average cost of acquisition of Equity Shares by the Promoters may be less than the Issue Price.
  • arrowThe company has issued Equity Shares during the last one year at a price below the Issue Price.
  • arrowThe Promoters and Executive Directors of the Company does not have experience of being a director of a public listed company.
  • arrowWe are highly dependent on certain key customers for a substantial portion of our revenues. Loss of relationship with any of the customers may have a material adverse effect on our profitability and results of operations.
  • arrowThe company's success is dependent on the company's ability to develop and innovate its platform, products and solutions in a cost efficient and timely manner. Any failures to does so or inability of its products/solutions to satisfy the company's customers or perform as desired could adversely impact its business, results of operations, cash flows and financial condition.
  • arrowOur Company has not entered into any long-term contracts with our customers. Inability to maintain regular order flow would adversely impact our revenues and profitability.
  • arrowThe success of its business hinges on the company's ability to continually innovate in response to shifting customer needs, adopt and develop new technologies, and adapt to evolving industry standards. Operating in an industry characterized by rapid technological advancements, dynamic industry standards, frequent service introductions, and changing customer demands, the company recognizes the necessity to stay ahead.
  • arrowSignificant disruptions in our information technology systems or breaches of data security could affect our business and reputation.
  • arrowThe Company had negative cash flows in the past years, details of which are given below. Sustained negative cash flow could impact its growth and business.
  • arrowCertain of our Group companies have incurred losses and have negative Net Worth in the past years.
  • arrowWe generate our majority of the sales from domestic market of which major portion of sales from our operations is generated from certain geographical regions especially, Telangana, Haryana, Uttar Pradesh, Maharashtra, Punjab, Tamil Nadu, Rajasthan, New Delhi, Karnataka and minority portion of sales is from international market. Any adverse developments affecting our operations in these regions could have an adverse impact on our revenue and results of operations.
  • arrowWe have certain outstanding litigation against us, an adverse outcome of which may adversely affect our business, reputation and results of operations.
  • arrowWe have relied on certain suppliers for our operations. Furthermore, we have not entered into any long-term agreement or contract with the suppliers. The potential loss of any one or more of our major suppliers would have a material effect on our business operations and profitability.
  • arrowThe restated financial statements have been provided by peer reviewed chartered accountants who is not statutory auditor of our Company.
  • arrowOur Company has entered into related party transactions in the past and may continue to enter into related party transactions in the future, which may potentially involve conflicts of interest with the equity shareholders.
  • arrowWe do not own the premises in which our registered 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 our operations.
  • arrowOur contingent liabilities could materially and adversely affect our business, results of operations and financial condition.
  • arrowSome of our trade names and our Company's logo are not registered as on date of this Red Herring Prospectus. We may be unable to adequately protect our intellectual property. Furthermore, we may be subject to claims alleging breach of third-party intellectual property rights.
  • arrowAny Penalty or demand raised by statutory authorities in future will affect financial position of the Company
  • arrowThere are certain discrepancies/errors/delay filings noticed in some of our corporate records relating to forms filed with the Registrar of Companies and other provisions of Companies Act, 2013. Any penalty or action taken by any regulatory authorities in future, for non-compliance with provisions of corporate or any other law could impact the financial position of the Company to that extent.
  • arrowWe are dependent on our ability to customize software products as per the demands and requirements of the customer based on latest technology. If we are not able to enhance current portfolio in response to evolving industry requirements, our operating results may be negatively affected.
  • arrowA majority of our revenues are derived from a limited number of industry verticals. Customers in the Fintech, Finance, and E-commerce sectors have contributed significantly to our revenue from operations. Any decline in demand for services within these key verticals could negatively impact our revenues and materially adversely affect our business, results of operations, financial condition, and cash flows.
  • arrowThe Company's customers operate in various industry segments/verticals and fluctuations in the performance of the industries in which the customers operate may result in a loss of customers, a decrease in the volume of work undertake or the price at which the company offer its products.
  • arrowThere may be potential conflict of interests between our Company and other venture or enterprises promoted by our promoters or directors.
  • arrowOne of our objects of the Offer is to augment its business development, sales & marketing including manpower hiring and other related expenses for the company. The expenditure proposed to be incurred is subject to external factors and uncertainty of the outcome of such expenditure.
  • arrowWe may not earn a positive return from our investments in software development activities.
  • arrowSoftware Product development is a long, expensive and uncertain process and our current expenditure in enhancement of existing products and development of new products may not provide a sufficient or timely return.
  • arrowAny IT system failures or lapses on part of any of our employees may lead to operational interruption, liabilities or reputational harm.
  • arrowOur historical performance is not indicative of our future growth or financial results and we may not be able to sustain or increase our historical growth rates.
  • arrowThe company may become liable to the company's customers and lose customers if the company has defects or disruptions in the company's software products. The company may also be liable in the event of misuse of the company's software products or platforms..
  • arrowOur utilisation of a portion of the Net Proceeds towards unidentified acquisitions is based on management estimates, which have not been independently appraised by a bank or a financial institution., and our inability to identify or complete such acquisitions may adversely affect our growth and competitiveness.
  • arrowOur insurance coverage may not be adequate to protect us against certain operating hazards and this may have a material adverse effect on our business.
  • arrowOur Company is subject to foreign exchange control regulations, and any adverse fluctuations in foreign currency exchange rates could materially and adversely affect our financial results and overall financial condition..
  • arrowOur brand is integral to our success. If we fail to effectively maintain, promote and enhance our brand, our business and competitive advantage may be harmed.
  • arrowIf we fail to maintain an effective system of internal controls, we may not be able to successfully manage, or accurately report, our financial risks. Despite our internal control systems, we may be exposed to operational risks, including fraud, petty theft and embezzlement, which may adversely affect our reputation, business, financial condition, results of operations and cash flows.
  • arrowOur Company will not receive any proceeds from the Offer for Sale.
  • arrowOur expansion into product categories and business verticals and increase in the number of products offered may expose us to new challenges and more risks.
  • arrowFailure to offer client support in a timely and effective manner may adversely affect our relationships with our clients.
  • arrowIn case of our inability to obtain, renew or maintain the statutory and regulatory licenses, permits and approvals required to operate our business it may have a material adverse effect on our business.
  • arrowOur Promoters and promoter group members are interested in our Company's performance in addition to their remuneration and reimbursement of expenses.
  • arrowIf we are unable to establish and maintain an effective internal controls and compliance system, our business and reputation could be adversely affected.
  • arrowOur success largely depends upon the knowledge and experience of our Promoters, Directors, our Key Managerial Personnel and Senior Management as well as our ability to attract and retain them. Any loss of our Promoter, Directors, Key Managerial Personnel, Senior Management or our ability to attract and retain them could adversely affect our business, financial condition and results of operations.
  • arrowFraud, theft, employee negligence or similar incidents may adversely affect our results of operations and financial condition.
  • arrowOur ability to pay dividends will depend upon future earnings, financial condition, cash flows, working capital requirements, capital expenditures and other factors.
  • arrowWe cannot guarantee the accuracy or completeness of facts and other statistics with respect to the industry data contained in the Red Herring Prospectus. Industry information included in this Red Herring Prospectus has been derived from publicly available industry reports. There can be no assurance that such third-party statistical, financial and other industry information is either complete or accurate.
  • arrowWe cannot guarantee the accuracy or completeness of facts and other statistics with respect to India, the Indian economy and industry in which we operate contained in the Red Herring Prospectus.
  • arrowOur Promoters will continue to retain majority control over our Company after the Offer, which will allow them to determine the outcome of matters submitted to shareholders for approval.
  • arrowThe average cost of acquisition of Equity Shares by the Promoters may be less than the Offer Price.
  • arrowWe have issued Equity Shares during the last one year at a price below the Offer Price.
  • arrowThe Promoters and Executive Directors of the Company does not have experience of being a director of a public listed company.

Novus Loyalty Ltd Peer Comparison

Understand the company’s industry standing

Novus Loyalty Limited
Pelatro Limited
Face Value
10
10
Standalone / Consolidated
Standalone
Standalone
Total Income Rs. Cr.
---
---
EPS-Basis
2.93
5.64
EPS-Diluted
2.93
5.64
NAV Per Share
10.68
77.64
P/E-Basic EPS
---
53.72
P/E-Diluted EPS
---
---
RONW(%)
27.39
6.31
Latest NAV Period
---
---
Latest NAV
---
---
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The IPO opens on 17 Mar 2026 & closes on 20 Mar 2026.

Novus Loyalty Limited was initially incorporated as 'Clavax Technologies Private Limited', a private Limited Company dated June 24, 2011 issued by Registrar of Companies, National Capital Territory of Delhi and Haryana. Further, the name of the Company was changed to 'Novus Loyalty Private Limited' on September 06, 2024. Subsequently, the status of the Company was changed to Public limited and the name of Company was changed to 'Novus Loyalty Limited' vide fresh Certificate of Incorporation issued on August 08, 2025 issued by Central Processing Centre. Company operates as a provider of comprehensive loyalty solutions, specializing in customer engagement through reward programs, vouchers, gift cards and loyalty point management. It designs, manages, and executes loyalty strategies at enhancing customer retention, driving consumer engagement, and stimulating repeat purchases across diverse industry segments including retail, hospitality, e-commerce and financial services. The core services offered by the Company encompass: Loyalty Program Design and Management, Voucher and Gift Card Solutions and Loyalty Points Management. Company offers both On-premises with infrastructure and SaaS (software as a service) models along with AI powered analytics to its clients. With the On-Premises model, the platform is installed on client's own servers or private cloud. This gives full control over data, allows for custom setups, and is ideal for large businesses with strict security. The SaaS model is cloud-based, meaning clients can use the platform through a subscription without worrying about servers or maintenance. Beyond banking, Novus also built a flexible loyalty solution for retailers, modern trade stores, and digital retailers. In addition, it offers digital voucher solutions that enable real-time tracking of customer behavior and usage. For eCommerce businesses, the business helps monitor customer activity and reward them supporting cross-selling and customer retention strategies. Company is planning the initial public offer of 44,00,000 equity shares of Rs 10 each, comprising a fresh issue of 35,00,000 Equity Shares and the Offer for sale of 9,00,000 Equity Shares.

Novus Loyalty Ltd IPO will close on 20 Mar 2026.

  • Comprehensive Loyalty Solutions.
  • Experienced promoters and management team.
  • Clients in International Market.
  • Quality assurance, quality certification and compliance.
  • Professional Management.

S.No Promoters Name Pre Issue Shares Pre Issue Percentage Post Issue Shares Post Issue Percentage
1 Deepak Tomar 6245200 50.98 5835200 37.52
2 Sweta Singh 5468987 44.64 5058987 32.53

  • The company is highly dependent on certain key customers for a substantial portion of its revenues. Loss of relationship with any of the customers may have a material adverse effect on the Company's profitability and results of operations.
  • The Company's success is dependent on its ability to develop and innovate the Company's platform, products and solutions in a cost efficient and timely manner. Any failure to do so or inability of its products/solutions to satisfy the Company's customers or perform as desired could adversely impact its business, results of operations, cash flows and financial condition.
  • The Company has not entered into any long-term contracts with few of its customers. Inability to maintain regular order flow would adversely impact the Company's revenues and profitability.
  • The success of its business hinges on the Company's ability to continually innovate in response to shifting customer needs, adopt and develop new technologies, and adapt to evolving industry standards. Operating in an industry characterized by rapid technological advancements, dynamic industry standards, frequent service introductions, and changing customer demands, the company recognize the necessity to stay ahead.
  • Significant disruptions in the Company's information technology systems or breaches of data security could affect the Company's business and reputation.
  • The Company has negative cash flows in the past years, details of which are given below. Sustained negative cash flow could impact its growth and business.
  • Certain of the company Group companies have incurred losses and have negative Net Worth in the past years.
  • The company generates its majority of the sales from domestic market of which major portion of sales from the Company's operations is generated from certain geographical regions especially, Telangana, Haryana, Uttar Pradesh, Maharashtra, Punjab, Tamil Nadu, Rajasthan, New Delhi, Karnataka and minority portion of sales is from international market. Any adverse developments affecting its operations in these regions could have an adverse impact on the Company's revenue and results of operations.
  • The company has certain outstanding litigation against it, an adverse outcome of which may adversely affect the Company's business, reputation and results of operations.
  • The company has relied on certain suppliers for its operations. Furthermore,the company has not entered into any long-term agreement or contract with the suppliers. The potential loss of any one or more of the Company's major suppliers would have a material effect on its business operations and profitability.
  • The restated financial statements have been provided by peer reviewed chartered accountants who is not statutory auditor of the Company.
  • The Company has entered into related party transactions in the past and may continue to enter into related party transactions in the future, which may potentially involve conflicts of interest with the equity shareholders.
  • The company does not own the premises in which its registered 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.
  • The Company's contingent liabilities could materially and adversely affect its business, results of operations and financial condition.
  • Some of its trade names and The Company's logo are not registered as on date of this Red Herring Prospectus. the company may be unable to adequately protect its intellectual property. Furthermore, the company may be subject to claims alleging breach of third-party intellectual property rights.
  • Any Penalty or demand raised by statutory authorities in future will affect financial position of the Company
  • There are certain discrepancies/errors/delay filings noticed in some of the Company's corporate records relating to forms filed with the Registrar of Companies and other provisions of Companies Act, 2013. Any penalty or action taken by any regulatory authorities in future, for non-compliance with provisions of corporate or any other law could impact the financial position of the Company to that extent.
  • The company is dependent on its ability to customize software products as per the demands and requirements of the customer based on latest technology. If the company is not able to enhance current portfolio in response to evolving industry requirements, our operating results may be negatively affected.
  • A majority of the Company's revenues are derived from a limited number of industry verticals. Customers in the Fintech, Finance, and E-commerce sectors have contributed significantly to its revenue from operations. Any decline in demand for services within these key verticals could negatively impact the Company's revenues and materially adversely affect its business, results of operations, financial condition, and cash flows.
  • The Company's customers operate in various industry segments/verticals and fluctuations in the performance of the industries in which the customers operate may result in a loss of customers, a decrease in the volume of work undertake or the price at which the company offer its products.
  • There may be potential conflict of interests between the Company and other venture or enterprises promoted by its promoters or directors.
  • One of the Company's objects of the Offer is to augment its business development, sales & marketing including manpower hiring and other related expenses for the company. The expenditure proposed to be incurred is subject to external factors and uncertainty of the outcome of such expenditure.
  • The company may not earn a positive return from its investments in software development activities.
  • Software Product development is a long, expensive and uncertain process and the Company's current expenditure in enhancement of existing products and development of new products may not provide a sufficient or timely return.
  • Any IT system failures or lapses on part of any of the Company's employees may lead to operational interruption, liabilities or reputational harm.
  • The Company's historical performance is not indicative of its future growth or financial results and the company may not be able to sustain or increase its historical growth rates.
  • The company may become liable to its customers and lose customers if the company have defects or disruptions in its software products. The company may also be liable in the event of misuse of its software products or platforms.
  • The Company's funding requirements with respect to unidentified acquisitions are based on management estimates and the entities proposed to be acquired are not yet identified.
  • The company propose to utilize a portion of the Net Proceeds to undertake acquisitions for which targets have not been identified. The Company's inability to complete such transactions may adversely affect its competitiveness and growth prospects. And the Company's proposed deployment of the Net Proceeds with respect to unidentified acquisitions are based on management estimates and the same have not been independently appraised by a bank or a financial institution.
  • The Company is subject to foreign exchange control regulations which can pose a risk of currency fluctuation.
  • The Company's insurance coverage may not be adequate to protect it against certain operating hazards and this may have a material adverse effect on its business.
  • The Company's brand is integral to its success. If the Company's fails to effectively maintain, promote and enhance its brand, the Company's business and competitive advantage may be harmed.
  • If the company fails to maintain an effective system of internal controls, the company may not be able to successfully manage, or accurately report, the Company's financial risks. Despite its internal control systems, the company may be exposed to operational risks, including fraud, petty theft and embezzlement, which may adversely affect its reputation, business, financial condition, results of operations and cash flows.
  • The Company will not receive any proceeds from the Offer for Sale.
  • The Company's expansion into product categories and business verticals and increase in the number of products offered may expose it to new challenges and more risks.
  • Failures to offer client support in a timely and effective manner may adversely affect its relationships with the Company's clients.
  • Fluctuations in foreign currency exchange rates could materially affect the Company's financial results.
  • In case of its inability to obtain, renew or maintain the statutory and regulatory licenses, permits and approvals required to operate the Company's business it may have a material adverse effect on its business.
  • The Company's Promoters and promoter group members are interested in the Company's performance in addition to their remuneration and reimbursement of expenses.
  • If the company is unable to establish and maintain an effective internal controls and compliance system the Company's business and reputation could be adversely affected.
  • The Company's success largely depends upon the knowledge and experience of its Promoters, Directors, the Company's Key Managerial Personnel and Senior Management as well as its ability to attract and retain them. Any loss of the Company's Promoter, Directors, Key Managerial Personnel, Senior Management or its ability to attract and retain them could adversely affect the Company's business, financial condition and results of operations.
  • Fraud, theft, employee negligence or similar incidents may adversely affect its results of operations and financial condition.
  • The Company's Promoters and promoter group members are interested in the Company's performance in addition to their remuneration and reimbursement of expenses.
  • The Company's ability to pay dividends will depend upon future earnings, financial condition, cash flows, working capital requirements, capital expenditures and other factors.
  • The Company's cannot guarantee the accuracy or completeness of facts and other statistics with respect to the industry data contained in the Draft Red Herring Prospectus. Industry information included in this Draft Prospectus has been derived from publicly available industry reports. There can be no assurance that such third-party statistical, financial and other industry information is either complete or accurate.
  • The Company's cannot guarantee the accuracy or completeness of facts and other statistics with respect to India, the Indian economy and industry in which the company operate contained in the Draft Red Herring Prospectus.
  • The Company's Promoters and members of the Promoter Group will continue jointly to retain majority control over its Company after the Issue, which will allow them to determine the outcome of matters submitted to shareholders for approval.
  • The average cost of acquisition of Equity Shares by the Promoters may be less than the Issue Price.
  • The company has issued Equity Shares during the last one year at a price below the Issue Price.
  • The Promoters and Executive Directors of the Company does not have experience of being a director of a public listed company.
  • We are highly dependent on certain key customers for a substantial portion of our revenues. Loss of relationship with any of the customers may have a material adverse effect on our profitability and results of operations.
  • The company's success is dependent on the company's ability to develop and innovate its platform, products and solutions in a cost efficient and timely manner. Any failures to does so or inability of its products/solutions to satisfy the company's customers or perform as desired could adversely impact its business, results of operations, cash flows and financial condition.
  • Our Company has not entered into any long-term contracts with our customers. Inability to maintain regular order flow would adversely impact our revenues and profitability.
  • The success of its business hinges on the company's ability to continually innovate in response to shifting customer needs, adopt and develop new technologies, and adapt to evolving industry standards. Operating in an industry characterized by rapid technological advancements, dynamic industry standards, frequent service introductions, and changing customer demands, the company recognizes the necessity to stay ahead.
  • Significant disruptions in our information technology systems or breaches of data security could affect our business and reputation.
  • The Company had negative cash flows in the past years, details of which are given below. Sustained negative cash flow could impact its growth and business.
  • Certain of our Group companies have incurred losses and have negative Net Worth in the past years.
  • We generate our majority of the sales from domestic market of which major portion of sales from our operations is generated from certain geographical regions especially, Telangana, Haryana, Uttar Pradesh, Maharashtra, Punjab, Tamil Nadu, Rajasthan, New Delhi, Karnataka and minority portion of sales is from international market. Any adverse developments affecting our operations in these regions could have an adverse impact on our revenue and results of operations.
  • We have certain outstanding litigation against us, an adverse outcome of which may adversely affect our business, reputation and results of operations.
  • We have relied on certain suppliers for our operations. Furthermore, we have not entered into any long-term agreement or contract with the suppliers. The potential loss of any one or more of our major suppliers would have a material effect on our business operations and profitability.
  • The restated financial statements have been provided by peer reviewed chartered accountants who is not statutory auditor of our Company.
  • Our Company has entered into related party transactions in the past and may continue to enter into related party transactions in the future, which may potentially involve conflicts of interest with the equity shareholders.
  • We do not own the premises in which our registered 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 our operations.
  • Our contingent liabilities could materially and adversely affect our business, results of operations and financial condition.
  • Some of our trade names and our Company's logo are not registered as on date of this Red Herring Prospectus. We may be unable to adequately protect our intellectual property. Furthermore, we may be subject to claims alleging breach of third-party intellectual property rights.
  • Any Penalty or demand raised by statutory authorities in future will affect financial position of the Company
  • There are certain discrepancies/errors/delay filings noticed in some of our corporate records relating to forms filed with the Registrar of Companies and other provisions of Companies Act, 2013. Any penalty or action taken by any regulatory authorities in future, for non-compliance with provisions of corporate or any other law could impact the financial position of the Company to that extent.
  • We are dependent on our ability to customize software products as per the demands and requirements of the customer based on latest technology. If we are not able to enhance current portfolio in response to evolving industry requirements, our operating results may be negatively affected.
  • A majority of our revenues are derived from a limited number of industry verticals. Customers in the Fintech, Finance, and E-commerce sectors have contributed significantly to our revenue from operations. Any decline in demand for services within these key verticals could negatively impact our revenues and materially adversely affect our business, results of operations, financial condition, and cash flows.
  • The Company's customers operate in various industry segments/verticals and fluctuations in the performance of the industries in which the customers operate may result in a loss of customers, a decrease in the volume of work undertake or the price at which the company offer its products.
  • There may be potential conflict of interests between our Company and other venture or enterprises promoted by our promoters or directors.
  • One of our objects of the Offer is to augment its business development, sales & marketing including manpower hiring and other related expenses for the company. The expenditure proposed to be incurred is subject to external factors and uncertainty of the outcome of such expenditure.
  • We may not earn a positive return from our investments in software development activities.
  • Software Product development is a long, expensive and uncertain process and our current expenditure in enhancement of existing products and development of new products may not provide a sufficient or timely return.
  • Any IT system failures or lapses on part of any of our employees may lead to operational interruption, liabilities or reputational harm.
  • Our historical performance is not indicative of our future growth or financial results and we may not be able to sustain or increase our historical growth rates.
  • The company may become liable to the company's customers and lose customers if the company has defects or disruptions in the company's software products. The company may also be liable in the event of misuse of the company's software products or platforms..
  • Our utilisation of a portion of the Net Proceeds towards unidentified acquisitions is based on management estimates, which have not been independently appraised by a bank or a financial institution., and our inability to identify or complete such acquisitions may adversely affect our growth and competitiveness.
  • Our insurance coverage may not be adequate to protect us against certain operating hazards and this may have a material adverse effect on our business.
  • Our Company is subject to foreign exchange control regulations, and any adverse fluctuations in foreign currency exchange rates could materially and adversely affect our financial results and overall financial condition..
  • Our brand is integral to our success. If we fail to effectively maintain, promote and enhance our brand, our business and competitive advantage may be harmed.
  • If we fail to maintain an effective system of internal controls, we may not be able to successfully manage, or accurately report, our financial risks. Despite our internal control systems, we may be exposed to operational risks, including fraud, petty theft and embezzlement, which may adversely affect our reputation, business, financial condition, results of operations and cash flows.
  • Our Company will not receive any proceeds from the Offer for Sale.
  • Our expansion into product categories and business verticals and increase in the number of products offered may expose us to new challenges and more risks.
  • Failure to offer client support in a timely and effective manner may adversely affect our relationships with our clients.
  • In case of our inability to obtain, renew or maintain the statutory and regulatory licenses, permits and approvals required to operate our business it may have a material adverse effect on our business.
  • Our Promoters and promoter group members are interested in our Company's performance in addition to their remuneration and reimbursement of expenses.
  • If we are unable to establish and maintain an effective internal controls and compliance system, our business and reputation could be adversely affected.
  • Our success largely depends upon the knowledge and experience of our Promoters, Directors, our Key Managerial Personnel and Senior Management as well as our ability to attract and retain them. Any loss of our Promoter, Directors, Key Managerial Personnel, Senior Management or our ability to attract and retain them could adversely affect our business, financial condition and results of operations.
  • Fraud, theft, employee negligence or similar incidents may adversely affect our results of operations and financial condition.
  • Our ability to pay dividends will depend upon future earnings, financial condition, cash flows, working capital requirements, capital expenditures and other factors.
  • We cannot guarantee the accuracy or completeness of facts and other statistics with respect to the industry data contained in the Red Herring Prospectus. Industry information included in this Red Herring Prospectus has been derived from publicly available industry reports. There can be no assurance that such third-party statistical, financial and other industry information is either complete or accurate.
  • We cannot guarantee the accuracy or completeness of facts and other statistics with respect to India, the Indian economy and industry in which we operate contained in the Red Herring Prospectus.
  • Our Promoters will continue to retain majority control over our Company after the Offer, which will allow them to determine the outcome of matters submitted to shareholders for approval.
  • The average cost of acquisition of Equity Shares by the Promoters may be less than the Offer Price.
  • We have issued Equity Shares during the last one year at a price below the Offer Price.
  • The Promoters and Executive Directors of the Company does not have experience of being a director of a public listed company.

The Issue type of Novus Loyalty Ltd is Book Building - SME.

The minimum application for shares of Novus Loyalty Ltd is 2000.

The total shares issue of Novus Loyalty Ltd is 4120000.

Initial public offer of 41,20,000 equity shares of face value of Rs.10/- each (the "Equity Shares") of Novus Loyalty Limited ("The Company" or "Novus" or "NLL" or "The Issuer") at an offer price of Rs. 146 per equity share for cash, aggregating to Rs.60.15 Crore comprising of fresh offer of up to 33,00,000 equity shares aggregating to Rs. 48.18 Crore ("Fresh Issue") and an offer for sale of 8,20,000 equity shares by Deepak Tomar and Sweta Singh ("Selling Shareholders") aggregating to Rs. 11.97 Crore ("Offer For Sale") ("Public Offer"). The offer included a reservation of 2,30,000 equity shares of face value of Rs. 10/- each, at an offer price of Rs. 146 per equity share for cash, aggregating Rs. 3.36 Crore was reserved for subscription by the market maker to the offer (the "Market Maker Reservation Portion"). The public offer less market maker reservation portion i.e. Net offer of up to 38,90,000 equity shares of face value of Rs.10/- each, at an offer price of Rs. 146 per equity share for cash, aggregating to Rs. 56.79 Crore is herein after referred to as the "Net Offer". The public offer and net offer constituted 26.49% and 25.02%respectively of the post-offer paid-up equity share capital of the company. Price Band: Rs. 146/- per equity share of face value of Rs. 10/- each. The floor price is 14.60 times of the face value of the equity shares. Bids can be made for minimum of 1,000 equity shares and in multiples of 1,000 equity shares thereafter.