Repono Ltd IPO

The IPO opens on 28 Jul 2025 & closes on 30 Jul 2025.

Repono Limited was originally incorporated on February 06, 2017, as a Private Limited Company as Repono Warehousing Private Limited' with the Registrar of Companies, Mumbai. The Company name was changed to 'Repono Private Limited' on August 18, 2020 and received a Certificate of Incorporation dated September 10, 2020 from the Registrar of Companies Mumbai. Subsequently, Company was converted into a Public Limited Company and the name was changed to 'Repono Limited'. A fresh Certificate of Incorporation dated September 23, 2024, 2024 was issued by the Central Processing Centre, Haryana. Mr. Dharmendra Pratap Singh transferred his shares to Mr. Dibyendu Deepak and Mr. Sankalpa Bhattacherjee w.e.f. 29th March, 2019. Post-transfer of shares, the control and management of the Company is with the current promoters i.e. Mr. Dibyendu Deepak and Mr. Sankalpa Bhattacherjee holding together 98.82 % of shareholding of the Company. At present, the Company specializes in offering warehousing and liquid terminal services to India's oil and petrochemical sector. It provide a 360-degree solution for storage of critical petroleum products. It provide the clients consultancy, engineering, Operation and Maintenance (O&M) and value-added logistics services. It serve some of the top Oil and Petrochemical Companies in India. The Company has been recognised as one of the leading service providers for the warehousing and oil terminating sector in India. It provide regular consulting services to a large German petrochemical Company, is the world's largest FFS machinery supplier. Apart from these, Repono is doing the O&M of the FFS packaging line. FFS is the most advanced polymer packaging machine in the world. The Company has entered into the O&M of the Lube Oil Blending plant and warehousing for IOCL at Chennai. It is providing series across the Oil value chain. They are doing O&M of the Crude Oil Terminal facility for one of the government-owned enterprise engaged in oil sector. They are also handling Petro, Diesel, ATF and Ethanol for from one of the largest crude oil and natural gas producer. They also handle the very prestigious off-site terminal for Public Sector Enterprise. They are into O&M of petrochemical warehousing and customers belongs to crude oil and natural gas industry, Public Sector Enterprise and others. Most of Repono's business comes from working onsite with the client. There is a huge demand for secondary warehousing of petrochemical products in India. Most of the clients are looking for secondary warehouses (outside their plant) but there aren't GRADE A' warehouses available in the market. Repono has earmarked and mapped locations/ customers across the country and provides warehousing solutions. Repono plans to build a network of such warehousing facilities which will be connected with the customers online. The Company launched the initial public offer of 27,79,200 equity shares of Rs 10 each, by raising funds aggregating to Rs 26.68 Crore in July, 2025 through fresh issue.

Repono Ltd IPO will close on 30 Jul 2025.

<ul><li>Efficient operational team.</li><li>Strong relationship with customers and suppliers.</li><li>Experienced management team with industry expertise.</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>Dibyendu Deepak</td> <td>3698250</td> <td>49.31</td> <td>3698250</td> <td>35.98</td> </tr> <tr> <td>2</td> <td>Sankalpa Bhattacherjee</td> <td>3713250</td> <td>49.51</td> <td>3713250</td> <td>36.12</td> </tr> <tr> <td>3</td> <td>Taruna Deepak</td> <td>37500</td> <td>0.5</td> <td>37500</td> <td>0.36</td> </tr> </tbody> </table>

<ul><li>Its revenues majorly depends on the projects tendered by the Government Departments. The company performance could be affected in case its competitors participate with lower bid value or projects not awarded to it.</li><li>The Company is dependent on a few numbers of customers for revenue from operation. The loss of any of these large customers may affect its revenues and profitability.</li><li>The company highly depends on its few key suppliers. The Company has not entered into long-term agreements with its suppliers. In the event the company is unable to procure adequate services at competitive prices its business, results of operations and financial condition may be adversely affected.</li><li>There are outstanding legal proceedings involving the Company, its Directors, the company Promoters and Promoter Group. Any adverse decisions could impact its cashflows and profit or loss to the extent of demand amount, interest and penalty, divert management time and attention and have an adverse effect on the company business, prospects, results of operations and financial condition.</li><li>Its owned and leased premises including where the company warehouses are located are susceptible to operating risks. Moreover, if some of these leases are terminated or not renewed on favourable terms, or at all, its business, financial condition, results of operations and cash flows could be adversely affected.</li><li>The company have experienced negative cash flows in the past.</li><li>Its revenues are highly dependent on the company operations in the geographical region of the state of Karnataka, Punjab and Gujarat. Any adverse development affecting its operations in this region could have an adverse impact on the company business, financial condition and results of operations.</li><li>Its cargo handling business and the company express logistics business require an efficient transportation network and as such, any inadequacies in reliable transportation infrastructure may have an adverse effect on its business, results of operations and financial condition.</li><li>Its Group Company is engaged in the same line of business similar as the Company. The company cannot assure that its Promoter will not favour the interests of that company over its interest or that the said entities will not expand which may increase the company competition, which may adversely affect business operations and financial condition of the Company.</li><li>Its success depends heavily upon the company Promoters, Directors Key Managerial Personnel and Senior Managerial Personnel for their continuing services, strategic guidance and financial support. Its success depends heavily upon the continuing services of Promoters, Directors, Key Managerial Personnel and Senior Managerial Personnel who are the natural person in control of the Company.</li><li>The company faces challenges in passing on cost increases from third-party service providers to our customers, as well as difficulty in adjusting prices downward to reflect any decline in prices the company charge its customers to its third-party service providers.</li><li>The company requires certain approvals and licenses in the ordinary course of business and are required to comply with certain rules and regulations to operate its business, and the failure to obtain, retain and renew such approvals and licenses or comply with such rules and regulations, and the failures to obtain or retain them in a timely manner or at all may adversely affect its operations.</li><li>Certain delays, discrepancies and Omissions have been detected in its statutory records, as well as in records related to the submission of returns to the concerned Registrar of Companies.</li><li>The Company has unsecured loans which are repayable on demand. Any demand loan from lenders for repayment of such unsecured loans, may adversely affect its cash flows.</li><li>The Company requires significant amounts of working capital for continued growth. Its inability to meet the company working capital requirements may have an adverse effect on the results of operations.</li><li>The average cost of acquisition of Equity Shares by its Promoters could be lower than the Issue price.</li><li>The company has issued Equity Shares in the last twelve months, the price of which is lower than the Issue Price.</li><li>Company in which its Promoter and Director is Director has not filed forms as prescribed under the Companies Act with Registrar of Companies.</li><li>There have been instances of delays in payment of statutory dues, that is, EPF, ESIC and PT by the Company. In case of any delay in payment of statutory dues in future by the Company, the regulatory authorities may impose monetary penalties on it or take certain punitive actions against the Company in relation to the same which may have an adverse impact on its business, financial condition and results of operations.</li><li>The company generally do business with its customers on a purchase order basis and does not enter into long-term contracts with most of them.</li><li>The company intend to utilize a portion of the Net Proceeds for funding its capital expenditure requirements. The company is yet to place orders 100% of the capital expenditure, as specified in the Objects of the Issue chapter. Any delay in procurement of such capital expenditure may delay the schedule of implementation and may also lead to increase in cost of these capital expenditure, further affecting its revenue and profitability.</li><li>Its ability to attract, train and retain executives and other qualified employees is critical to the company business, results of operations and future growth.</li><li>Its insurance coverage may not adequately protect the company against certain operating hazards and this may have a material adverse effect on its business.</li><li>The company could become liable to customers, suffer adverse publicity and incur substantial costs as a result of deficiency in its Services, which in turn could adversely affect the value of the company brand, and its sales could be diminished if the company is associated with negative publicity.</li><li>The Objects of the Issue for which funds are being raised, are based on its management estimates and any bank or financial institution or any independent agency has not appraised the same. The Company's management will have flexibility in applying the proceeds of this Issue. The deployment of funds in the project is entirely at its discretion, based on the parameters as mentioned in the chapter titles "Objects of the Issue".</li><li>The company could be harmed by employee misconduct or errors that are difficult to detect and any such incidences could adversely affect its financial condition, results of operations and reputation.</li><li>The company depends on its third-party service providers and vendors/ suppliers in certain aspects of its operations and unsatisfactory services provided by them or failures to maintain relationships with them could disrupt the company operations.</li><li>The Company's failure to maintain the quality standards of world-class engineering and manpower outsourcing services could adversely impact its business, results of operations and financial condition.</li><li>Its Promoters and the Promoter Group will jointly continue to retain majority shareholding in the Company after the Issue, which will allow them to determine the outcome of the matters requiring the approval of shareholders.</li><li>Any variation in the utilisation of the Net Proceeds would be subject to certain compliance requirements, including prior shareholders' approval.</li><li>In addition to normal remuneration, other benefits and reimbursement of expenses to its Promoters and Directors; they are interested to the extent of their shareholding and dividend entitlement thereon in the Company and for the transactions entered into between the Company and themselves as well as between the Company and its Group Companies/Entities. The Company in future may enter in related party transactions subject to necessary compliances.</li><li>If the company is unable to source business opportunities effectively, its may not achieve the company financial objectives.</li><li>Changes in technology may render its current technologies obsolete or require us to make substantial capital investments.</li><li>Its may not be successful in implementing the company business strategies.</li><li>The company has not made any alternate arrangements for meeting its capital requirements for the Objects of the issue. Further the company has not identified any alternate source of financing the `Objects of the Issue'. Any shortfall in raising meeting the same could adversely affect its growth plans, operations and financial performance.</li><li>The company future funds requirements, in the form of issue of capital or securities and/or loans taken by it, may be prejudicial to the interest of the shareholders depending upon the terms on which they are eventually raised.</li><li>Its ability to pay dividends in the future will depends upon the company future earnings, financial condition, cash flows, working capital requirements, capital expenditure and restrictive covenants in its financing arrangements.</li><li>Industry information included in this Red Herring Prospectus has been derived from industry reports. There can be no assurance that such third-party statistical, financial and other industry information is either complete or accurate.</li><li>A failures of its internal controls over financial reporting may have an adverse effect on the company business and results of operations.</li><li>The Equity Shares have never been publicly traded, and, after the Issue, the Equity Shares may experience price and volume fluctuations, and an active trading market for the Equity Shares may not develop. Further, the price of the Equity Shares may be volatile, and you may be unable to resell the Equity Shares at or above the Issue Price, or at all.</li><li>General Factors affecting Operation and Financial Position of the Company.</li></ul>

The Issue type of Repono Ltd is Book Building - SME.

The minimum application for shares of Repono Ltd is 2400.

The total shares issue of Repono Ltd is 2779200.

Initial public issue of upto 27,79,200 equity shares of face value of Rs.10.00/- each ("equity shares") of repono limited ("the company" or the "issuer") for cash at a price of Rs.96 per equity share (the "issue price"), (including a premium of Rs.86 per equity share), aggregating Rs.26.68 crores ("the issue"), of which 1,39,200 equity shares of face value of Rs.10.00/- for cash at a price of Rs.96 each aggregating Rs.1.34 crores will be reserved for subscription by market maker to the issue (the "market maker reservation portion"). The issue less market maker reservation portion i.e. issue of 26,40,000 equity shares of face value of Rs.10.00/- each for cash at a price of Rs.96 per equity share, aggregating to Rs.25.34 crores is hereinafter referred to as the "net issue". The issue and the net issue will constitute upto 27.18% and 25.80% respectively of the post issue paid-up equity share capital of the company.