Orient Cables (India) Limited IPO Analysis, 117-Checkpoint Due Diligence & Valuation Dossier

Issue Size ₹552.00 Cr (Fresh ₹320 Cr + OFS ₹232 Cr)

Price Band TBA (Pending Band Declaration)

Lot Size / Min Inv. TBA shares

Estimated Market Cap ₹2,300.00 Cr (Est. Implied Range)

Anchor Allocation Up to 30.0% of Issue Size

Offering Dates Q4 2026 Scheduled

FAST-ORIENTATION TRIAGE

At a Glance: Fast-Orientation Triage

Mainboard or SME issue?

OK

Mainboard public issue listed on NSE and BSE under SEBI ICDR Reg 6(1).

Designated Stock Exchange is NSE; also listing on BSE. Meets net tangible assets and operating profit criteria under Reg 6(1). Cover Page, p.1; Other Regulatory Disclosures, p.414

Can you explain what the company does in one plain sentence?

OK

Specialized manufacturer of copper networking cables (CAT5e/6/6A) and specialty power / optical fibre cables for telecom, broadband, and data centre infrastructure.

Holds ~22.9% domestic market share in networking cables in FY26, operating two manufacturing facilities in Bhiwadi, Rajasthan. Our Business, p.211, 230

Total issue size and post-issue market cap?

OK

Total issue size of ₹552.00 cr (Fresh Issue ₹320.00 cr + OFS ₹232.00 cr); post-issue mcap pending final price band.

Pre-offer capital is 102,035,000 equity shares of ₹1 face value; fresh issue will add ~15-22M shares, bringing post-issue equity base to ~117-124M shares. Cover Page, p.1; Capital Structure, p.95

Fresh issue vs OFS - what's the split?

OK

Fresh issue ₹320.00 cr (57.97%) vs OFS ₹232.00 cr (42.03%).

Company receives net fresh proceeds (~₹300-305 cr); zero proceeds from the ₹232.00 cr OFS reach the company. Objects of the Offer, p.118-119

Who is selling in the OFS - promoter, PE, or both?

OK

100% Promoters: Vipul Nagpal (₹67.2 cr), Garima Nagpal (₹15.7 cr), Vipul Family Trust (₹52.0 cr), Garima Family Trust (₹97.1 cr).

Promoters and family trusts own 100.00% pre-IPO equity; zero institutional PE/VC investors or third-party shareholders selling. Cover Page, p.1; Capital Structure, p.95, 110-111

Is the company profitable, or loss-making?

OK

Profitable: Restated PAT attributable to owners was ₹53.81 cr in FY26 (and ₹33.22 cr in Q1 FY27).

3-year PAT trend: FY24 ₹40.07 cr → FY25 ₹53.32 cr → FY26 ₹53.81 cr; PAT growth stalled at 0.9% in FY26 due to input cost pressure and rising finance costs. Restated P&L, p.299; KPI Table, p.141

Any headline red flag in the first 10 risk factors?

OK

Severe cash burn (-₹26.6 cr CFO in FY26), extreme customer concentration (top 10 = 76.5%), ongoing trademark dispute over 'ORIENT' brand, and promoter group member listed as Wilful Defaulter.

Also highlights CRISIL B non-cooperating credit rating, supplier concentration (69.7%), and CARO observations on bank stock statements. Risk Factors #1, #2, #3, #7, #8, #9, #10, p.18-32

Auditor qualification or 'emphasis of matter'?

OK

No audit qualification; statutory auditor Khandelwal Jain & Co. issued an unmodified report with CARO observations and standard interim emphasis of matter.

CARO noted material variances between quarterly bank stock/debtor returns and books (e.g. ₹13.74 cr receivables variance at Mar 2024), late TDS deposits, and delayed CSR transfers. Auditor Report, p.294-297; Risk Factor #8, p.26-31

Any criminal case / SEBI-RBI action against promoters?

FLAG

Nil criminal or regulatory cases against Promoters; however, promoter's sister Radhika Julka (Promoter Group) is listed as a Wilful Defaulter.

Radhika Julka listed on Watchout Investors for ₹5.03 cr IDBI Bank loan default by Julka Sons (loan reported repaid, but bank NOC awaited). Outstanding Litigation, p.407-408; Risk Factor #9, p.31-32

IPO P/E vs the peers listed in 'Basis for Offer Price'?

OK

P/E pending final price band; peer composite average is 45.22x (Polycab 46.7x, RR Kabel 54.9x, Havells 42.7x, KEI 49.0x, Finolex 26.3x).

Orient Cables FY26 Diluted EPS is ₹5.27 (Q1 FY27 EPS ₹3.26 not annualised); peer set includes large-cap diversified electrical giants with substantial retail distribution moats. Basis for Offer Price, p.140, 144

Is the use of fresh-issue money clearly growth-oriented?

WATCH

Mixed: Mostly debt repayment (₹155.50 cr / 48.59%) + Capex for Bhiwadi Unit II expansion (₹91.50 cr / 28.59%) + GCP (up to 25%).

Nearly half of fresh issue proceeds go to de-leveraging the balance sheet after borrowings surged to ₹235.3 cr in FY26. Objects of the Offer, p.118-119

Is this within your circle of competence to judge?

OK

Yes, specialized cable manufacturing, telecom/broadband infrastructure cycles, and B2B working capital dynamics are transparent and assessable.

Key investment variables are copper pass-through capability, customer retention, cash conversion cycle normalization, and post-listing brand defense against Orient Electric.

LAYER 1 • STORY & POSITIONING

What The Company Does: Operational & Strategic Architecture

Established in 2005 and based in Delhi with manufacturing facilities in Bhiwadi, Rajasthan, Orient Cables specializes in copper networking cables (CAT5e, CAT6, CAT6A), optical fibre cables, and patch cords for telecommunications, broadband operators, and data centres. In FY26, networking cables generated 78.2% of its ₹1,171.7 cr revenue, with specialty power and optical fibre contributing 21.4%. The company has recently ventured into E-beam irradiated cables and wire harnesses to tap EV and renewable energy markets.

#	Checkpoint	Your Finding (Prospectus Data)	Status	Page Ref
1	What does the company do, in one plain sentence?	Orient Cables (India) Limited manufactures networking cables (CAT5e, CAT6, CAT6A, patch cords, coaxial) and specialty power / optical fibre cables (OFC) primarily catering to telecom, broadband, data centre, and IT infrastructure industries.	OK	Cover Page, p.1; Our Business, p.211, 230
Where in DRHP: Cover, 'Our Business', Industry Overview Why It Matters: If you can't say it simply, neither can the company - and that's telling. Benchmark / Red Flag Trigger: Unexplainable model = step back Exact Citation: Cover Page, p.1; Our Business, p.211, 230
2	Operating history & year of incorporation	Incorporated on September 15, 2005 as Orient Cables (India) Private Limited; converted to public limited company on December 13, 2024 (~21 years of continuous operating history).	OK	History and Certain Corporate Matters, p.254; Corporate Information, p.308
Where in DRHP: 'History and Corporate Matters' Why It Matters: A long, consistent track record beats a recently assembled roll-up. Benchmark / Red Flag Trigger: <3 yrs real operating history = caution Exact Citation: History and Certain Corporate Matters, p.254; Corporate Information, p.308
3	Industry / sub-sector & position in the value chain	Wires and cables industry, specifically networking and specialty broadband/telecom cables; positioned as a tier-1 specialized manufacturer supplying system integrators, telecom operators, enterprise data networks, and OEM resellers.	OK	Industry Overview, p.156, 171; Our Business, p.211, 230
Where in DRHP: 'Industry Overview' Why It Matters: Defines the correct peer set and the normal margin/return profile. Benchmark / Red Flag Trigger: - Exact Citation: Industry Overview, p.156, 171; Our Business, p.211, 230
4	Stated competitive strengths - real or generic?	India's top 4 networking cable player with 22.9% market share in FY26; advanced manufacturing capabilities including E-beam irradiation technology; comprehensive product portfolio across copper and fiber; long-standing institutional customer relationships; and rigorous testing certifications (ETL, UL, TSEC).	OK	Our Strengths, p.216-224; Industry Overview, p.171
Where in DRHP: 'Our Strengths' Why It Matters: 'Experienced promoters, quality focus' is boilerplate; specifics are real moats. Benchmark / Red Flag Trigger: Only generic strengths = weak moat Exact Citation: Our Strengths, p.216-224; Industry Overview, p.171
5	Stated growth strategy - concrete or aspirational?	Concrete manufacturing expansion at Bhiwadi Unit II (adding 359,520 Kms cable capacity and 12.24M pcs allied capacity); scaling new product verticals (E-beam specialty cables, solar junction boxes, EV charging cables, wire harnesses); expanding domestic distributor footprint; and deepening penetration in high-growth data centre and renewable sectors.	OK	Our Strategies, p.224-229; Objects of the Offer, p.118-120
Where in DRHP: 'Our Strategies' Why It Matters: Fundable, specific plans beat vague ambition. Benchmark / Red Flag Trigger: Vague strategy = discount the story Exact Citation: Our Strategies, p.224-229; Objects of the Offer, p.118-120
6	Industry tailwinds vs headwinds	Tailwinds: 5G rollout, data centre build-outs, FTTH / broadband penetration, government infrastructure initiatives (BharatNet), and growing domestic networking cables market (projected 18.7% CAGR from FY26-31). Headwinds: High copper and polymer raw material price volatility, rising competitive intensity from large diversified cable players (Polycab, KEI, RR Kabel), and working capital stretch in B2B supply chains.	OK	Industry Overview, p.156, 170-171; MD&A, p.370-373
Where in DRHP: 'Industry Overview', MD&A Why It Matters: Structural growth vs a flat/declining or cyclical-peak market. Benchmark / Red Flag Trigger: Declining/flat industry = headwind Exact Citation: Industry Overview, p.156, 170-171; MD&A, p.370-373
7	Who commissioned the industry report?	1Lattice (Lattice Technologies Private Limited), commissioned and paid for by Orient Cables (India) Limited pursuant to an engagement letter dated November 4, 2024 and addendum dated August 6, 2026.	Watch	Definitions, p.1; Industry Overview, p.156
Where in DRHP: 'Industry Overview' footnotes Why It Matters: Company-paid reports (e.g. CRISIL/F&S) skew optimistic - discount accordingly. Benchmark / Red Flag Trigger: Always company-commissioned Exact Citation: Definitions, p.1; Industry Overview, p.156
8	Is the TAM / market-size claim credible?	Credible and well-bounded: Indian networking cables market estimated at ₹35.9B (~₹3,590 cr) in FY26 growing to ₹84.5B (~₹8,450 cr) by FY31 at 18.7% CAGR; total broadband cable market (including OFC) is ₹140.9B (~₹14,090 cr). Company's domestic networking cable revenue of ₹823 cr represents a realistic 22.9% of the defined market.	OK	Industry Overview, p.170-171; Our Business, p.225-226
Where in DRHP: 'Industry Overview' Why It Matters: Sanity-check the addressable market against the company's actual revenue. Benchmark / Red Flag Trigger: Implausibly large TAM = puffery Exact Citation: Industry Overview, p.170-171; Our Business, p.225-226
9	Market share and its trend	Gaining market share: Market share in Indian networking cables expanded from ~16.0% in FY22 to ~22.9% in FY26, positioning the company among the top 4 manufacturers in India.	OK	Industry Overview, p.171; Our Business, p.225
Where in DRHP: Industry / Business Why It Matters: Share gains signal real competitiveness; losses signal pressure. Benchmark / Red Flag Trigger: Losing share = flag Exact Citation: Industry Overview, p.171; Our Business, p.225
10	Key competitors named	Listed peers identified in Basis for Offer Price and Industry Overview: RR Kabel Limited, Polycab India Limited, Havells India Limited, Finolex Cables Limited, KEI Industries Limited, Paramount Communications Limited, Birla Cable Limited, and Sterlite Technologies Limited. In networking cables specifically, competes with D-Link, Schneider Electric (Digilink), CommScope, and Molex.	OK	Basis for Offer Price, p.140, 144; Industry Overview, p.171, 205
Where in DRHP: 'Competition', Basis for Offer Price Why It Matters: Tells you the genuine peer set for the valuation comparison later. Benchmark / Red Flag Trigger: - Exact Citation: Basis for Offer Price, p.140, 144; Industry Overview, p.171, 205

LAYER 2 • ISSUE STRUCTURE & OBJECTS

The IPO Itself: Capital Allocation & Objects Rupee Breakdown

The ₹552.0 cr public offer combines a ₹320.0 cr Fresh Issue with a ₹232.0 cr Offer for Sale sold entirely by founder Vipul Nagpal, Garima Nagpal, and their family trusts, who own 100% of the pre-offer equity at an effective acquisition cost of ₹0.00 - 0.01 per share. The company will utilize the fresh capital primarily to repay ₹155.5 cr of debt (48.6% of fresh proceeds) and fund ₹91.5 cr of capex at its Bhiwadi Unit II to expand capacity by 359,520 Kms.

Offering Structure & Tranche Breakup

Offering Parameter / Tranche	Mandate & Allocation	Value & Scale	Strategic Context & Terms
Fresh Issue (Primary Capital)	Growth capital directly reaching balance sheet	₹552.00 Cr (Fresh ₹320 Cr + OFS ₹232 Cr)	Primary equity expansion funding capex, working capital & debt
Offer for Sale (OFS Liquidations)	Secondary liquidity for existing promoters & early funds	OFS Dilution Tranche	Proceeds go entirely to selling shareholders; zero reaches company
Gross Total Issue Size	Aggregate offering scale at upper price band	₹552.00 Cr (Fresh ₹320 Cr + OFS ₹232 Cr)	Total book-building size
Anchor Investor Allocation	Reserved institutional QIB tranche	Up to 30.0% of Issue Size	Anchor lock-in: 50% for 30 days, 50% for 90 days post-listing
Pre-IPO WACA Benchmark	Weighted average cost of acquisition for promoters	Disclosed in Basis for Issue Price	Benchmark for pricing fairness and insider multiple markup

Capital Allocation & Objects of the Issue

Object of Offer / Purpose	Allocated Amount	% Share	Execution Timeline
Prepayment / Repayment of Outstanding Borrowings	₹155.50 Cr	48.6%	Saves ~₹19 Cr annual finance costs
Bhiwadi Unit II Capex Expansion (Networking & OFC Lines)	₹91.50 Cr	28.6%	Phased deployment across FY27-FY29
General Corporate Purposes (GCP)	₹73.00 Cr	22.8%	Within Statutory 25% Cap

#

Checkpoint

Your Finding (Prospectus Data)

Status

Page Ref

11

Mainboard or SME issue?

Mainboard public issue listed on BSE and NSE under SEBI ICDR Regulation 6(1).

OK

Cover Page, p.1; Other Regulatory Disclosures, p.414

12

Total issue size (Rs cr)

Total offer of up to ₹552.00 cr (₹5,520.00 million) comprising Fresh Issue of ₹320.00 cr and OFS of ₹232.00 cr.

OK

Cover Page, p.1; The Offer, p.84

13

Fresh issue amount (Rs cr)

₹320.00 cr (₹3,200.00 million).

OK

Cover Page, p.1; Objects of the Offer, p.118

14

OFS amount (Rs cr)

₹232.00 cr (₹2,320.00 million).

OK

Cover Page, p.1; Objects of the Offer, p.118

15

Fresh : OFS ratio

Fresh issue represents 57.97% (₹320.00 cr) and OFS represents 42.03% (₹232.00 cr) of the total offer. Fresh:OFS ratio is 1.38:1.

OK

Objects of the Offer, p.118; The Offer, p.84

16

Who is selling in the OFS?

100% promoter sell-down: Vipul Nagpal (₹67.20 cr), Garima Nagpal (₹15.70 cr), Vipul Family Trust (₹52.00 cr), and Garima Family Trust (₹97.10 cr). Zero institutional PE/VC investors selling.

Watch

Cover Page, p.1; Capital Structure, p.95

17

How much does the COMPANY actually receive?

The company receives the Net Proceeds of the Fresh Issue of ₹320.00 cr minus its share of offer-related expenses (net proceeds estimated at ~₹300-305 cr). It receives zero proceeds from the ₹232.00 cr OFS.

OK

Objects of the Offer, p.118, 134

18

Objects: capex - amount & specificity

₹91.50 cr (₹915.00 million; 28.59% of Fresh Issue) for purchase of machinery, equipment, and civil works at Bhiwadi Unit II facility (Rajasthan); supported by quotations from specific equipment vendors (e.g., Cab Device Industries, Riello Power, Hanspaul) and certified by independent Chartered Engineer Manoj Kumar Jain. Deployment: FY27 ₹3.00 cr, FY28 ₹50.00 cr, FY29 ₹38.50 cr.

Multi-Period Trend Breakdown

FY27	FY28	FY29
₹3	₹50	₹38

OK

Objects of the Offer, p.118-125

19

Objects: debt repayment amount

₹155.50 cr (₹1,555.00 million; 48.59% of Fresh Issue) earmarked for full or partial repayment/prepayment of outstanding borrowings. Scheduled for deployment in FY27.

Watch

Objects of the Offer, p.118-119, 126-133

20

Objects: working capital amount

Nil earmarked as a separate object for working capital in the Objects table (working capital needs are met via internal accruals and existing banking limits, though debt reduction indirectly frees up borrowing lines).

OK

Objects of the Offer, p.118-119

21

Objects: acquisition - named target or 'future M&A'?

Nil allocation towards inorganic acquisitions or M&A.

OK

Objects of the Offer, p.118-119

22

General Corporate Purposes (GCP) as % of fresh issue

GCP amount to be determined upon finalization of Offer Price, capped by SEBI regulations at up to 25% of gross Fresh Issue proceeds (~up to ₹80.00 cr / ₹800 mn).

OK

Objects of the Offer, p.118-119

23

Issue expenses as % of the issue

Issue expenses to be apportioned between the Company and Promoter Selling Shareholders pro-rata based on shares offered; final amount pending Offer Price finalization. Estimated at ~3-5% of total issue size.

OK

Objects of the Offer, p.134-135

24

Overall read: growth / debt-repair / exit / mixed?

Mixed (De-leveraging + Capex + Promoter Partial Exit): 48.59% of Fresh Issue is debt repayment (₹155.50 cr) to deleverage the balance sheet, 28.59% is growth capex (₹91.50 cr), while the ₹232.00 cr OFS represents a partial cash-out for the founding promoters.

Watch

Objects of the Offer, p.118-119; Cover Page, p.1

25

Pre-IPO placement done - at what price vs the IPO band?

No pre-IPO placement was undertaken prior to the RHP.

OK

Capital Structure, p.95; Basis for Offer Price, p.147-148

26

WACA - weighted avg cost of acquisition of promoter/investor shares vs IPO price

Promoter Selling Shareholders' WACA is negligible: Vipul Nagpal ₹0.01, Garima Nagpal ₹0.01, Vipul Family Trust ₹0.00, Garima Family Trust ₹0.00 per share (adjusted for 10:1 split and 9:1 bonus issue). IPO price represents an enormous multiple over promoter cost.

Watch

Cover Page, p.1; Basis for Offer Price, p.147-148

LAYER 3 • BUSINESS QUALITY

Business Quality: Concentration, Retention & Durability

Business durability is anchored by customer stickiness, recurring volume growth, and disciplined operational execution.

Revenue Breakdown & Product Segment Mix

Product / Operating Segment	% Share	Revenue Value
Networking Cables & Solutions (CAT5e, CAT6, CAT6A)	78.2%	₹916.57 Cr
Specialty Power & Optical Fibre Cables (OFC)	21.4%	₹250.39 Cr
Allied Keystone Jacks & Passive Connectivity	0.4%	₹4.54 Cr
Wire & Cable Harnesses	0.01%	₹0.15 Cr

Customer & Geographic Concentration Matrix

Counterparty / Customer Tier	Revenue Share (%)	Rupee Amount	Strategic Exposure Note
Largest Single Customer (Telecom / Broadband OEM)	25.8%	₹301.68 Cr	Spiked to 38.5% in Q1 FY27; no long-term contracts
Top 5 Enterprise Customers Combined	58.2%	₹681.90 Cr	B2B order-by-order purchase contracts
Top 10 Enterprise Customers Combined	76.5%	₹896.31 Cr	Severe concentration risk; 84.0% in Q1 FY27
Top 10 Raw Material Suppliers (Copper & Polymer)	69.7%	₹665.20 Cr	Raw materials represent ~82% of revenue

#

Checkpoint

Your Finding (Prospectus Data)

Status

Page Ref

27

Revenue breakdown by segment / product

FY26: Networking Cables & Solutions ₹916.57 cr (78.23%), Specialty Power & OFC ₹250.39 cr (21.37%), Other Allied Products (Keystone Jacks) ₹4.54 cr (0.39%), Wire & Cable Harnesses ₹0.15 cr (0.01%). Q1 FY27: Networking ₹335.58 cr (68.60%), Specialty & OFC ₹152.75 cr (31.23%).

OK

Our Business, p.230; Segmental Reporting Note 46, p.347

28

Top customer as % of revenue

Highest customer concentration: Largest customer accounted for 25.75% of FY26 revenue (₹301.68 cr) and spiked to 38.54% in Q1 FY27 (₹188.54 cr); was 29.29% in FY25 and 38.57% in FY24. Exceeds the 25-30% trigger.

Multi-Period Trend Breakdown

FY26	Q1 FY27	FY25	FY24
revenue (₹301	(₹188	and 38	. Exceeds the 25-30% trigger

Flag

Risk Factor #3, p.21; MD&A, p.372

29

Top 5 customers as % of revenue

High concentration: Top 5 customers contributed 64.99% of FY26 revenue (₹761.37 cr), 63.78% in FY25, and surged to 73.33% in Q1 FY27 (₹358.73 cr). Well above the 50% flag trigger. Top 10 accounted for 76.52% in FY26 and 84.00% in Q1 FY27. Customer names are withheld as confidential.

Multi-Period Trend Breakdown

FY26	FY25	Q1 FY27	FY26	Q1 FY27
revenue (₹761	, and surged to 73	(₹358	and 84	. Customer names are withheld as confidential

Flag

Risk Factor #3, p.21-22

30

Are customer relationships recurring/contracted or order-by-order?

Order-by-order / purchase order basis: Company has no long-term supply contracts with customers; orders are executed against short-term purchase orders with no minimum purchase commitments, and many POs permit cancellation without cause.

Watch

Risk Factor #3, p.22; Our Business, p.213

31

Recurring / repeat revenue %

While business is executed via purchase orders without long-term contracts, the company has maintained continuous multi-year commercial engagements with its top telecom, broadband, and enterprise networking clients across 3+ fiscals without major customer disassociations.

OK

Our Business, p.213, 219; Risk Factor #3, p.22

32

Supplier concentration (top / top-5)

High supplier concentration: Top 3 suppliers accounted for 39.46% (FY26) and 56.15% (FY25); Top 5 accounted for 53.79% (FY26), 67.30% (FY25), and 55.62% in Q1 FY27; Top 10 supplied 69.71% in FY26 and 74.91% in Q1 FY27. Supplier identities are withheld due to commercial confidentiality.

Multi-Period Trend Breakdown

FY26	FY25	FY26	FY25	FY26	Q1 FY27
) and 56	)	), 67	), and 55	and 74	. Supplier identities are withheld due to commercial confidentiality

Flag

Risk Factor #2, p.20; MD&A, p.373

33

Single-source or single raw-material dependency?

Dual raw-material dependency on copper and PVC compounds / polymers (HDPE, LDPE), which together constitute over 75-80% of total expenses. Raw materials are sourced without long-term supply agreements, exposing the firm to global commodity price swings (LME copper price volatility) and import reliance (Thailand, China, South Korea, Singapore).

Watch

Risk Factor #2, p.19-20; MD&A, p.373

34

Manufacturing footprint - single-plant dependency?

Heavy geographic concentration in a single cluster: Manufacturing operations are concentrated in two facilities (Unit I & Unit II) situated in Bhiwadi, Alwar district, Rajasthan (with recently commissioned Unit III also nearby in May 2026). Any regional disruption, environmental shutdown, or labour issue in Bhiwadi poses operational risk.

Watch

Risk Factor #5, p.23-24; Our Business, p.239-241

35

Current capacity utilisation

Cables capacity utilization stood at 69.85% in FY26 (555,329 Kms produced on 794,976 Kms capacity) and 71.04% in Q1 FY27. However, Other Allied Products (Keystone Jacks) shows severe underutilization at only 6.18% in FY26 and 5.83% in Q1 FY27 on 5.04M pcs capacity.

Multi-Period Trend Breakdown

FY26	Q1 FY27	FY26	Q1 FY27
(555,329 Kms produced on 794,976 Kms capacity) and 71	. However, Other Allied Products (Keystone Jacks) shows severe underutilization at only 6	and 5	on 5

Watch

Risk Factor #6, p.25; Risk Factor #21, p.38; Our Business, p.241-242

36

Geographic concentration of revenue

Highly domestic-centric: Domestic sales contributed 90.74% of revenue in FY26 (₹1,063.17 cr) and 93.00% in Q1 FY27 (₹454.92 cr). Exports accounted for 9.26% in FY26, primarily concentrated in the Middle East (8.07%, UAE & Qatar).

Multi-Period Trend Breakdown

FY26	Q1 FY27	FY26
(₹1,063	(₹454	, primarily concentrated in the Middle East (8

OK

Risk Factor #3, p.22; Segmental Reporting Note 46, p.347

37

Asset-heavy or asset-light?

Asset-heavy manufacturing: Gross fixed assets (PPE) stood at ₹189.27 cr as of March 31, 2026 (and ₹195.13 cr as of June 30, 2026) with Gross Fixed Asset Turnover of 5.81x in FY26 (down from 8.44x in FY24). Requires continuous capital expenditure for extrusion lines, tin electroplating, and testing facilities.

Multi-Period Trend Breakdown

2026	2026	FY26	FY24
(and ₹195	) with Gross Fixed Asset Turnover of 5	(down from 8	)

OK

Restated Balance Sheet, p.298; KPI Table, p.141; Note 5, p.314-315

38

Working-capital intensity

High and worsening working capital intensity: Net Working Capital Days lengthened from 14 days in FY24 to 27 days in FY25 and 48 days in FY26 (46 days in Q1 FY27). Driven by sharp rise in trade receivables (₹218.12 cr in FY26; ₹293.90 cr in Q1 FY27) and inventory buildup (₹112.58 cr in FY26; ₹169.31 cr in Q1 FY27).

Multi-Period Trend Breakdown

FY24	Q1 FY27	Q1 FY27
to 27 days in FY25 and 48 days in FY26 (46 days in Q1 FY27)	) and inventory buildup (₹112	)

Flag

KPI Table, p.141; Note 49 Analytical Ratios, p.355; MD&A, p.372

39

Distribution model (direct / dealer / online)

Hybrid B2B model: Direct sales to institutional telecom operators, system integrators, EPC contractors, and enterprise data centres, combined with an authorized channel network of distributors and dealers across India; also serves OEM customers who rebrand products.

OK

Our Business, p.211-213, 238-239; Industry Overview, p.171

40

Order book / backlog (if relevant)

Not disclosed in DRHP / RHP; the company operates on short-term rolling purchase orders and does not maintain or report a formal long-term contracted order book or backlog.

N/A

Risk Factor #3, p.22; Our Business, p.211-246

41

Cyclicality of the business

Moderate to high cyclicality: Demand is closely tied to telecom capital expenditure cycles (5G network rollout), data centre infrastructure expansion, real estate construction, and industrial capex, which are sensitive to macroeconomic interest rates and corporate investment cycles.

Watch

Industry Overview, p.156-172; Risk Factor #12, p.33

42

Entry barriers / moat - real or weak?

Moderate moat: High entry barriers in networking cables due to stringent technical vendor approvals, telecom certifications (ETL, UL, TSEC), high capital equipment setup, and customer qualification lead times; however, brand moat is limited by ongoing trademark dispute and absence of long-term lock-in contracts.

OK

Our Strengths, p.216; Industry Overview, p.179; Risk Factor #1, p.18

43

Key licences / regulatory approvals the business depends on

Dependent on consent to establish/operate from Rajasthan State Pollution Control Board (RSPCB), factory licenses, BIS quality certifications, and telecom product approvals (TSEC, UL, ETL). One past instance of environmental non-compliance noted in Risk Factor 22.

Watch

Government and Other Approvals, p.410-413; Risk Factor #22, p.39

44

Technology / obsolescence risk

Moderate risk: Networking cables require continual upgrades from CAT5e/CAT6 to CAT6A, CAT7, CAT8, and integration with optical fibre; introduction of E-beam irradiation technology in FY25 helps mitigate obsolescence in high-temperature and solar/EV applications.

OK

Our Business, p.217, 224; Risk Factor #16, p.35

LAYER 4 • FINANCIAL QUALITY

Are The Numbers Real? Multi-Year Forensic Quality Audit

A glaring disconnect exists between accounting profits and cash generation: while restated PAT grew from ₹40.1 cr in FY24 to ₹53.8 cr in FY26, CFO deteriorated from +₹42.2 cr to -₹9.8 cr in FY25, -₹26.6 cr in FY26, and -₹11.8 cr in Q1 FY27. Working capital days blew out from 14 to 48 days as trade receivables reached ₹218.1 cr and inventory climbed to ₹112.6 cr, while payables turnover doubled. Furthermore, Q1 FY27 experienced an extraordinary pre-IPO margin spike to 11.2% EBITDA and 6.8% PAT.

Revenue from Operations

+33.5% CAGR

₹1,171.65 Cr

₹657.77 Cr

FY2024

₹824.96 Cr

FY2025

₹1,171.65 Cr

FY2026

EBITDA & Operating Profit

+28.0% CAGR

₹96.40 Cr (8.23%)

₹58.82 Cr (8.94%)

FY2024

₹83.86 Cr (10.17%)

FY2025

₹96.40 Cr (8.23%)

FY2026

Profit After Tax (PAT)

+15.9% CAGR

₹53.81 Cr (4.59%)

₹40.08 Cr (6.09%)

FY2024

₹53.11 Cr (6.44%)

FY2025

₹53.81 Cr (4.59%)

FY2026

Cash Flow from Operations (CFO)

Working Capital Bleed

-₹26.64 Cr

+₹42.17 Cr

FY2024

-₹9.79 Cr

FY2025

-₹26.64 Cr

FY2026

3-Year Audited Financial Performance Summary

Financial Parameter / Metric	FY2024	FY2025	FY2026	3-Yr Trend / CAGR
Revenue from Operations	₹657.77 Cr	₹824.96 Cr	₹1,171.65 Cr	+33.5% CAGR
EBITDA (Operating Profit)	₹58.82 Cr (8.94%)	₹83.86 Cr (10.17%)	₹96.40 Cr (8.23%)	+28.0% CAGR
Restated PAT (Net Profit)	₹40.08 Cr (6.09%)	₹53.11 Cr (6.44%)	₹53.81 Cr (4.59%)	+15.9% CAGR
Operating Cash Flow (CFO)	+₹42.17 Cr	-₹9.79 Cr	-₹26.64 Cr	Working Capital Bleed
Net Working Capital Days	14 Days	32 Days	48 Days	Trade Debtors ₹218 Cr
Return on Net Worth (RoNW)	37.3%	32.1%	25.8%	Diluting with Heavy Debt
Total Borrowings / Net Debt	₹36.97 Cr / ₹29.02 Cr	₹115.27 Cr / ₹113.82 Cr	₹235.29 Cr / ₹222.39 Cr	Debt-Funded Bhiwadi Capex

#

Checkpoint

Your Finding (Prospectus Data)

Status

Page Ref

45

Revenue (3 yrs) and CAGR

Strong top-line growth: FY24 ₹657.77 cr → FY25 ₹824.96 cr → FY26 ₹1,171.65 cr, delivering a 2-year CAGR of 33.46%. Q1 FY27 revenue was ₹489.16 cr.

Multi-Period Trend Breakdown

FY24	FY25	FY26	Q1 FY27
₹657	₹824	₹1,171	revenue was ₹489

OK

Restated Statement of Profit and Loss, p.299; KPI Table, p.141

46

Is growth organic or acquisition-driven?

Entirely organic: Growth has been driven by capacity additions at Bhiwadi manufacturing units, broadening the product catalog (CAT6A, OFC, E-beam), and expanding customer order volumes without any material business acquisitions.

OK

Our Business, p.211, 224; MD&A, p.370

47

Gross margin trend (3 yrs)

Contracting gross margin: FY24 21.57% (₹141.85 cr) → FY25 21.87% (₹180.41 cr) → FY26 19.65% (₹230.18 cr). Q1 FY27 gross margin remained at 19.50% (₹95.36 cr). Margin compression in FY26 reflects elevated copper and polymer raw material procurement costs.

Multi-Period Trend Breakdown

FY24	FY25	FY26	Q1 FY27	FY26
21	21	19	gross margin remained at 19	reflects elevated copper and polymer raw material procurement costs

Flag

Restated Statement of Profit and Loss, p.299; MD&A, p.373

48

EBITDA and EBITDA-margin trend

Volatile with recent compression: FY24 ₹58.82 cr (8.94%) → FY25 ₹83.86 cr (10.17%) → FY26 ₹96.40 cr (8.23%). While absolute EBITDA grew at 28.0% CAGR, margin compressed by 194 bps in FY26. Q1 FY27 reported an EBITDA spike to ₹54.89 cr (11.22%).

Multi-Period Trend Breakdown

FY24	FY25	FY26	FY26
₹58	₹83	₹96	. Q1 FY27 reported an EBITDA spike to ₹54

Watch

KPI Table, p.141; MD&A, p.370

49

Sudden margin spike right before the IPO?

Significant pre-IPO margin expansion: In Q1 FY27 (three months ended June 30, 2026), EBITDA margin jumped to 11.22% (vs 8.23% in FY26) and PAT margin rose to 6.77% (vs 4.55% in FY26), generating ₹33.22 cr PAT in a single quarter (~62% of full-year FY26 PAT of ₹53.81 cr).

Multi-Period Trend Breakdown

Q1 FY27	2026	FY26	FY26	FY26
(three months ended June 30	), EBITDA margin jumped to 11	) and PAT margin rose to 6	), generating ₹33	PAT of ₹53

Flag

Restated Statement of Profit and Loss, p.299; KPI Table, p.141

50

PAT and PAT-margin trend

PAT growth stagnated in FY26 despite 42% revenue surge: FY24 ₹40.07 cr (6.03% of total income) → FY25 ₹53.32 cr (6.41%) → FY26 ₹53.81 cr (4.55%). In FY26 PAT grew by only 0.9% due to gross margin compression, higher finance costs (₹19.10 cr), and doubling depreciation (₹14.72 cr).

Multi-Period Trend Breakdown

FY24	FY25	FY26	FY26
₹40	₹53	₹53	PAT grew by only 0

Watch

Restated Statement of Profit and Loss, p.299; KPI Table, p.141

51

Other income as % of PAT

Material other income contribution: Other income was ₹7.21 cr in FY24 (18.0% of PAT), ₹6.91 cr in FY25 (13.0% of PAT), and ₹10.02 cr in FY26 (18.6% of PAT; ₹1.78 cr in Q1 FY27). Driven by interest on fixed deposits, gain on financial instruments at FVTPL, and export incentives.

Multi-Period Trend Breakdown

FY24	FY25	FY26	Q1 FY27
(18	(13	(18	)

Watch

Restated Statement of Profit and Loss, p.299; Note 33, p.338

52

CFO (operating cash flow) trend

Severe deterioration: FY24 +₹42.18 cr → FY25 -₹9.79 cr → FY26 -₹26.64 cr → Q1 FY27 -₹11.76 cr. Operating cash flow has turned persistently negative across the last two full fiscals and the stub period.

Multi-Period Trend Breakdown

FY24	FY25	FY26	Q1 FY27
+₹42	₹9	₹26	₹11

Flag

Restated Statement of Cash Flows, p.301; Risk Factor #10, p.32

53

CFO / PAT (cash conversion), multi-year

Zero / negative cash conversion: FY24 CFO/PAT = 42.18/40.07 = 1.05x; FY25 CFO/PAT = -9.79/53.32 = -0.18x; FY26 CFO/PAT = -26.64/53.81 = -0.50x; Q1 FY27 CFO/PAT = -11.76/33.22 = -0.35x. Net profit is not translating into operating cash flow due to working capital absorption. Consistently below 0.6-0.7 trigger.

Flag

Restated Cash Flows, p.301; Restated P&L, p.299; Risk Factor #10, p.32

54

Was CFO negative in any year?

Yes: CFO was negative in FY25 (-₹9.79 cr), negative in FY26 (-₹26.64 cr), and negative in Q1 FY27 (-₹11.76 cr). Fails red-flag benchmark ('Any negative CFO year = flag').

Multi-Period Trend Breakdown

FY25	FY26	Q1 FY27
(-₹9	(-₹26	(-₹11

Flag

Restated Statement of Cash Flows, p.301; Risk Factor #10, p.32

55

Free cash flow (CFO minus capex)

Persistently negative FCF: FY24 FCF = +₹42.18 cr - ₹32.71 cr = +₹9.47 cr; FY25 FCF = -₹9.79 cr - ₹60.10 cr = -₹69.89 cr; FY26 FCF = -₹26.64 cr - ₹73.04 cr = -₹99.68 cr; Q1 FY27 FCF = -₹11.76 cr - ₹15.18 cr = -₹26.94 cr. Cumulative FCF deficit of ~₹196.5 cr over FY25-Q1 FY27 funded entirely by debt.

Flag

Restated Statement of Cash Flows, p.301; Objects of the Offer, p.120

56

Total debt and net debt

Total debt (borrowings + lease liabilities) escalated sharply: FY24 ₹36.97 cr → FY25 ₹115.27 cr → FY26 ₹235.29 cr → June 30, 2026 ₹263.91 cr. Net debt (less cash & equivalents): FY24 ₹29.02 cr → FY25 ₹113.82 cr → FY26 ₹222.39 cr → June 30, 2026 ₹256.51 cr.

Multi-Period Trend Breakdown

FY24	FY25	FY26	2026	FY24	FY25	FY26	2026
₹36	₹115	₹235	₹263	₹29	₹113	₹222	₹256

Watch

Restated Balance Sheet, p.298; KPI Table, p.141; Note 23, 26, p.327-328

57

Debt / Equity

Leverage surged over 3 years: Gross Debt/Equity rose from 0.29x in FY24 to 0.64x in FY25 to 1.00x in FY26 (0.98x as of June 30, 2026). Net Debt/Equity rose from 0.23x in FY24 to 0.63x in FY25 to 0.94x in FY26 (0.95x in Q1 FY27).

Multi-Period Trend Breakdown

FY24	FY25	FY26	2026	FY24	FY25	FY26	Q1 FY27
to 0	to 1	(0	)	to 0	to 0	(0	)

Watch

Note 49 Analytical Ratios, p.355; KPI Table, p.141

58

Interest coverage (EBIT / interest)

Weakening coverage: FY24 EBIT/Finance costs = (54.36 + 5.57)/5.57 = 10.76x; FY25 = (71.71 + 12.50)/12.50 = 6.74x; FY26 = (72.60 + 19.10)/19.10 = 4.80x; Q1 FY27 = (44.50 + 7.67)/7.67 = 6.80x. While above the 2-3x distress trigger, coverage has halved as debt expanded.

Multi-Period Trend Breakdown

FY25	FY26	Q1 FY27
(71	(72	(44

Watch

Restated Statement of Profit and Loss, p.299; Note 37, p.339

59

ROE and trend

Declining return on equity: FY24 37.26% → FY25 34.60% → FY26 25.84% (Q1 FY27 non-annualised 13.17%). ROE compressed by 1,142 bps over 2 years as net worth grew faster than PAT and debt costs mounted.

Multi-Period Trend Breakdown

FY24	FY25	FY26	Q1 FY27
37	34	25	non-annualised 13

Watch

KPI Table, p.141; Note 49 Analytical Ratios, p.355; Risk Factor #14, p.34

60

ROCE and trend

Declining return on capital employed: FY24 41.13% → FY25 36.46% → FY26 23.82% (Q1 FY27 non-annualised 10.36%). ROCE fell 1,731 bps between FY24 and FY26 as capital employed swelled from debt-funded capex and working capital.

Multi-Period Trend Breakdown

FY24	FY25	FY26	Q1 FY27	FY24
41	36	23	non-annualised 10	and FY26 as capital employed swelled from debt-funded capex and working capital

Watch

KPI Table, p.141; Note 49 Analytical Ratios, p.355

61

ROCE vs cost of capital

FY26 ROCE of 23.82% remains comfortably above typical manufacturing cost of capital (~11-13%), indicating positive economic value-add, though the compression trajectory warrants tracking.

OK

KPI Table, p.141; Restated Financials, p.299

62

Debtor (receivable) days and trend

Debtor days: 71 days (FY24) → 66 days (FY25) → 59 days (FY26) based on average trade receivables turnover (5.17x → 5.53x → 6.16x). However, absolute receivables surged from ₹136.41 cr in FY24 to ₹218.12 cr in FY26 and spiked further to ₹293.90 cr in Q1 FY27.

Multi-Period Trend Breakdown

FY26	FY24	FY26	Q1 FY27
) based on average trade receivables turnover (5	to ₹218	and spiked further to ₹293	.

Watch

Note 49 Analytical Ratios, p.355; Restated Balance Sheet, p.298

63

Inventory days and trend

Increasing inventory holding: 21 days (FY24) → 25 days (FY25) → 29 days (FY26) based on inventory turnover (17.59x → 14.59x → 12.64x). Absolute inventory surged from ₹40.35 cr in FY24 to ₹112.58 cr in FY26 and ₹169.31 cr in Q1 FY27.

Multi-Period Trend Breakdown

FY26	FY24	FY26	Q1 FY27
) based on inventory turnover (17	to ₹112	and ₹169	.

Watch

Note 49 Analytical Ratios, p.355; Restated Balance Sheet, p.298

64

Payable days and trend

Significant payable compression: 77 days (FY24) → 64 days (FY25) → 40 days (FY26) based on trade payables turnover (4.74x → 5.71x → 9.09x). The sharp drop in payable days means the company is paying suppliers faster, which severely drained operating cash flow in FY26.

Watch

Note 49 Analytical Ratios, p.355; Risk Factor #10, p.32

65

Cash conversion cycle

Sharp elongation in working capital cycle: 14 days (FY24) → 27 days (FY25) → 48 days (FY26) (and 46 days in Q1 FY27). Cash conversion cycle lengthened by 34 days over two years due to rising inventory and faster payments to suppliers, directly causing the negative CFO.

Flag

KPI Table, p.141; Note 49 Analytical Ratios, p.355; MD&A, p.372

66

Contingent liabilities vs net worth

Substantial contingent commitments: Total contingent liabilities of ₹103.43 cr as of June 30, 2026 (₹111.41 cr as of March 31, 2026), comprising bank guarantees of ₹2.47 cr and letters of credit of ₹100.95 cr. Represents 38.5% of net worth (47.2% in FY26), primarily backed by margin money FDs of ₹7.35-7.73 cr.

Multi-Period Trend Breakdown

2026	2026	FY26
(₹111	), comprising bank guarantees of ₹2	), primarily backed by margin money FDs of ₹7

Watch

Summary of Contingent Liabilities, p.75; Note 44, p.346

67

Capex history vs proposed capex

Historical capex additions to PPE: FY24 ₹16.82 cr (2.56% of sales) → FY25 ₹80.73 cr (9.79%) → FY26 ₹72.22 cr (6.16%) → Q1 FY27 ₹15.49 cr (total historical capex ~₹185 cr). Proposed IPO capex is ₹91.50 cr phased over FY27-FY29, which is consistent with historical execution run-rates.

Multi-Period Trend Breakdown

FY24	FY25	FY26	Q1 FY27	FY27
₹16	₹80	₹72	₹15	FY29, which is consistent with historical execution run-rates

OK

Objects of the Offer, p.119-120

68

Dividend history

No dividends declared or paid in FY24, FY25, FY26, or Q1 FY27; earnings were entirely retained to fund capacity expansion and working capital.

OK

Dividend Policy, p.292; Restated Financials, p.299

69

Standalone vs consolidated divergence

Minimal divergence: Consolidated financials reflect Holding Company plus single 51%-owned subsidiary OCL Greentech Private Limited (incorporated May 2025). FY26 Consolidated PAT was ₹53.56 cr vs Standalone PAT of ₹53.81 cr (subsidiary loss of ₹0.25 cr; minority interest ₹0.25 cr).

OK

Corporate Information, p.308; Restated P&L, p.299

70

Material restatement adjustments?

Nil material restatements: Restatement adjustments to historical statutory financials were confined to minor tax adjustments (+₹0.03 cr in FY25, -₹0.03 cr in FY24); no adjustments to revenue or operational EBITDA.

OK

Annexure VII Statement of Adjustments, p.360-361

71

Auditor qualifications / emphasis of matter

CARO 2020 observations noted for FY24 & FY25: Discrepancies between quarterly stock/receivable statements filed with banks and books of account (e.g. March 2024 ₹13.74 cr receivables and ₹9.28 cr inventory variance due to Ind AS 115 revenue reversal); delayed TDS deposits (₹0.04-0.06 mn); and delay in transferring unspent CSR funds to special account (₹3.56 mn in FY24). Statutory audit reports are unmodified with standard emphasis of matter on interim special-purpose accounts.

Flag

Risk Factor #8, p.26-31; Auditor's Report, p.294-297

72

Aggressive revenue-recognition policy?

Standard policy under Ind AS 115: Revenue from sale of goods recognized at a point in time upon transfer of control, typically upon delivery/dispatch to customer, net of taxes and discounts. No percentage-of-completion or aggressive unbilled revenue practices.

OK

Note 4.10 Material Accounting Policies, p.320

LAYERS 5 & 6 • GOVERNANCE & RPT

Governance Architecture & Related Party Transactions

The board shows 50% independent representation with highly credentialed professionals appointed in 2025-2026. However, governance exhibits notable friction: former statutory auditor V M Gupta & Associates resigned in March 2024 citing 'pre-occupancy', CFO Rakesh Khurmi departed in November 2025 right before the draft filing, and the board approved a ₹1.25 cr company sponsorship for the promoter's son's Duke University degree in July 2026. Routine RPTs remain small (<0.1% of revenue) and promoter loans were cleared.

Pre & Post-Issue Shareholding Structure

Shareholder Category / Promoter	Pre-IPO %	Post-IPO %	Pledge Status	Statutory Lock-in
-	-	-	Nil	Standard
-	-	-	Nil	Standard
-	-	-	Nil	Standard

#

Checkpoint

Your Finding (Prospectus Data)

Status

Page Ref

73

Promoter background and track record

Founder Vipul Nagpal (CMD, age 54) holds B.Com (Hons) from SRCC and MBA from Univ. of Illinois Urbana-Champaign with 20+ years of cable industry experience; Garima Nagpal (WTD, age 48) has 20+ years in the business; Vardaan Nagpal (WTD, age 24, FIDE International Master in chess). No prior business failures or corporate fraud on record.

OK

Our Management, p.265-267; Our Promoters, p.284

74

Promoter holding pre-IPO

100.00% equity holding: Promoters and Promoter Group hold all 102,035,000 pre-offer shares (Vipul Family Trust 35.00%, Garima Family Trust 35.00%, Vipul Nagpal 24.23%, Garima Nagpal 5.67%, Vardaan Nagpal 0.10%, and parents 200 shares). Zero third-party or institutional equity.

OK

Capital Structure, p.109-111; Cover Page, p.1

75

Promoter holding post-IPO

Promoters will retain comfortable majority control (>65-72% depending on final issue pricing), well above the 20% minimum promoter contribution locked in for 18 months.

OK

Capital Structure, p.107, 111

76

Promoter share pledge

Nil share pledge: 0% of promoter shares are pledged, encumbered, or subject to non-disposal undertakings.

OK

Capital Structure, p.107, 109

77

Promoter / KMP remuneration vs PAT and peers

FY26 promoter remuneration totaled ₹2.19 cr (Vipul Nagpal ₹1.40 cr, Garima Nagpal ₹0.48 cr, Vardaan Nagpal ₹0.31 cr), representing 4.07% of FY26 PAT (₹53.81 cr). However, in July 2026, the company additionally approved a ₹1.25 cr sponsorship for Vardaan Nagpal's Master's degree at Duke University right before the IPO.

Multi-Period Trend Breakdown

FY26	FY26	2026
promoter remuneration totaled ₹2	PAT (₹53	, the company additionally approved a ₹1

Watch

Summary of RPT, p.77; Management, p.283

78

Group structure - complex / circular / many entities?

Simple structure: Only two group entities disclosed (Bedrock Estates Pvt Ltd and Orient Networks Pvt Ltd) plus one 51% operating subsidiary (OCL Greentech Pvt Ltd). Orient Networks executed a Non-Compete Agreement on June 20, 2025 to eliminate line-of-business conflicts.

OK

Our Group Companies, p.289-290; Our Subsidiary, p.262

79

Auditor - reputable? Recent change or resignation?

Pre-IPO statutory auditor resignation: V M Gupta & Associates resigned as statutory auditor on March 20, 2024 citing 'pre-occupancy', and Khandelwal Jain & Co. was appointed on April 25, 2024 to fill the casual vacancy. Meets trigger ('Resignation before IPO = flag').

Flag

General Information, p.87-88

80

CFO / KMP churn before the IPO

Pre-IPO CFO turnover: Former Chief Financial Officer Rakesh Khurmi ceased to hold office on November 06, 2025, just months prior to filing the DRHP/RHP, replaced by Rahul Sharma on November 14, 2025. Company Secretary Mona Kaushik was also appointed recently in June 2024. Meets trigger ('CFO exit pre-IPO = flag').

Flag

Management, p.282-283; Note 48 RPT, p.348

81

Board: proportion of independent directors

50.0% independent representation: Board consists of 6 directors - 3 executive promoters (Vipul, Garima, Vardaan Nagpal) and 3 non-executive independent directors (Anil Gupta, Rohit Himatsingka, Manu Narang Wadhwa), including one woman independent director. Complies with SEBI listing regulations.

OK

Our Management, p.265-266

82

Independent-director credentials - real or token?

Highly credible profiles: Anil Gupta (B.Tech IIT Delhi, ex-CEO/MD NEC Technologies India, ex-HCL, BHEL); Rohit Himatsingka (Chartered Accountant, INSEAD MBA, ex-Black Box, Essar); Manu Narang Wadhwa (Symbiosis PGDM, ex-CHRO Sony Pictures Networks, Coca-Cola, American Express).

OK

Our Management, p.266-267

83

ESOP / outstanding options - dilution overhang

Low dilution overhang: OCL ESOP Scheme 2025 has 327,484 options in force as of RHP date (496,024 originally granted at ₹212.96 exercise price; 55,165 vested; 40,284 forfeited). Represents just 0.32% of pre-offer equity capital.

OK

Capital Structure, p.114-115; Risk Factor #57, p.62

84

Lock-in: promoter and anchor / pre-IPO investors

Minimum 20% promoter contribution locked in for 18 months from allotment; remaining pre-issue promoter equity locked in for 6 months. Anchor investor portion locked in 50% for 30 days and 50% for 90 days as per SEBI ICDR norms. No pre-IPO financial investors with near-term lock-in overhang.

OK

Capital Structure, p.107-108

85

Past corporate-governance issues / regulatory strictures

Radhika Julka (sister of Promoter Vipul Nagpal and member of Promoter Group) listed as Wilful Defaulter on Watchout Investors regarding a ₹5.03 cr loan default by Julka Sons with IDBI Bank (loan reported repaid, but bank NOC awaited). In addition, Company filed compounding/adjudication under Section 454 for delayed CSR account transfers.

Flag

Risk Factor #9, p.31-32; Note 44, p.346

#

Checkpoint

Your Finding (Prospectus Data)

Status

Page Ref

86

Sales to related parties (% of revenue)

Negligible: FY24 Nil; FY25 ₹0.34 cr (0.04% of revenue) to Orient International; FY26 ₹0.01 cr (0.00%) to Sunlord International; Q1 FY27 ₹0.00 cr.

Multi-Period Trend Breakdown

FY24	FY25	FY26	Q1 FY27
Nil	₹0	₹0	₹0

OK

Summary of Related Party Transactions, p.76; Note 48, p.349

87

Purchases from related parties (% of costs)

Negligible ongoing purchases: FY24 Nil; FY25 ₹1.80 cr (0.22% of revenue) goods purchases + ₹8.68 cr (1.05%) capex purchase from Orient International; FY26 ₹0.04 cr (0.00%) from Sunlord International; Q1 FY27 Nil.

Multi-Period Trend Breakdown

FY24	FY25	FY26	Q1 FY27
Nil	₹1	₹0	Nil

OK

Summary of Related Party Transactions, p.76; Note 48, p.349

88

Loans / advances to promoter or related entities

₹1.40 cr advance given to Vardaan Nagpal in FY26 and recovered in full during the same fiscal; inter-corporate loan of ₹0.81 cr given to subsidiary OCL Greentech repayable on demand. Historic promoter loans taken in FY24 (Vipul ₹1.22 cr, Garima ₹6.07 cr) were fully repaid.

Watch

Summary of Related Party Transactions, p.79-80; Note 56(ii), p.356

89

Rent / royalty / brand fees paid to related parties

Modest rent paid to Orient Networks Private Limited (₹0.44 cr in FY25, ₹0.49 cr in FY26, ₹0.12 cr in Q1 FY27) and nominal rent to Vipul Nagpal (₹0.01 cr/yr). Nil royalty or brand fees paid to promoters.

Multi-Period Trend Breakdown

FY25	FY26	Q1 FY27
, ₹0	, ₹0	) and nominal rent to Vipul Nagpal (₹0

OK

Summary of Related Party Transactions, p.76; Note 48, p.349

90

Outstanding RPT balances (receivable / payable)

Minimal outstanding balances as of March 31, 2026: Remuneration payable to promoters ₹0.18 cr (Vipul ₹0.10 cr, Garima ₹0.04 cr, Vardaan ₹0.03 cr) and rent payable to Orient Networks ₹0.01 cr.

OK

Summary of Related Party Transactions, p.80; Note 48, p.351

91

RPT trend over 3 years

Cleaned up and declined: Total RPT activity dropped from ₹15.8 cr in FY25 (which included capex purchases and promoter loan repayments) to routine operational remuneration and modest rent (<₹3.0 cr) in FY26 and Q1 FY27.

OK

Summary of Related Party Transactions, p.76-80

92

Disclosed at arm's length? Pricing basis?

All related party transactions are disclosed as entered into in the ordinary course of business and on an arm's length basis, reviewed and approved by the Audit Committee.

OK

Note 48, p.354; Summary of RPT, p.76

93

Overall RPT concern level (Low / Medium / High)

Low: Related party transactions are immaterial in quantum relative to company revenue (sales/purchases <0.05%), promoter loans have been resolved, and commercial transactions are limited to standard office leases and executive compensation.

OK

Summary of Related Party Transactions, p.76-81; Analyst Synthesis

LAYER 7 • LITIGATION & REGULATORY

Litigation, Tax Disputes & Materiality Sizing

Outstanding legal proceedings represent standard commercial and tax disputes with low aggregate materiality relative to net worth.

Outstanding Legal & Tax Dispute Summary

Litigation / Regulatory Category	Case Count	Quantifiable Exposure	Materiality & Balance Sheet Risk
Trademark Dispute with Orient Electric over ORIENT Mark	1	₹2.00 Cr (Damages Claim)	Evaluated
Section 138 Cheque Dishonour Complaint	1	₹22.80 Cr	Evaluated
Outstanding Contingent Liabilities & Bank Guarantees	1	₹103.43 Cr	Evaluated

#	Checkpoint	Your Finding (Prospectus Data)	Status	Page Ref
94	Criminal cases against promoters / directors	Nil criminal cases pending against Promoters or Directors. (Promoter CMD Vipul Nagpal has filed a Section 138 cheque bounce criminal complaint against Shakthi Sona Solar Electric for ₹22.80 cr dishonoured cheques).	OK	Outstanding Litigation, p.407-408
Where in DRHP: 'Outstanding Litigation' Why It Matters: An integrity red flag that can override the numbers. Benchmark / Red Flag Trigger: Any = serious flag Exact Citation: Outstanding Litigation, p.407-408
95	Material civil / commercial cases - company	Trademark civil suit CS (COMM) 1140/2025 filed by the Company and counter-suit CS (COMM) 1200/2025 filed by Orient Electric Limited before Delhi High Court, alleging trademark infringement, passing off, and claiming ₹2.00 cr damages; settlement talks underway with next hearing on Dec 2, 2026. Also police complaint filed by Company against TDT Copper for ₹1.73 cr fraud.	Watch	Outstanding Litigation, p.405-406
Where in DRHP: 'Outstanding Litigation' Why It Matters: Direct business and financial risk. Benchmark / Red Flag Trigger: - Exact Citation: Outstanding Litigation, p.405-406
96	Direct + indirect tax disputes and amounts	Minor direct tax disputes: 5 direct tax proceedings involving ₹0.04 cr (₹0.40 mn) against the Company, and ₹0.01 cr against Directors. Zero indirect tax proceedings. Total quantifiable tax exposure is under ₹0.05 cr (<0.1% of FY26 PAT).	OK	Outstanding Litigation, p.409
Where in DRHP: 'Outstanding Litigation' Why It Matters: Contingent cash outflows. Benchmark / Red Flag Trigger: Large vs PAT = flag Exact Citation: Outstanding Litigation, p.409
97	Regulatory / statutory actions (SEBI, RBI, environmental, labour)	No SEBI or RBI penalties or statutory actions against Company or Promoters. Company filed compounding/adjudication under Section 454 for delayed CSR account transfers (suo-moto, pending). One historic environmental notice resolved with RSPCB.	OK	Outstanding Litigation, p.408, 410; Note 44, p.346
Where in DRHP: 'Outstanding Litigation' Why It Matters: Signals compliance culture. Benchmark / Red Flag Trigger: Active actions = flag Exact Citation: Outstanding Litigation, p.408, 410; Note 44, p.346
98	Total quantifiable amount involved	Quantifiable litigation claims against the Company total ~₹2.05 cr (₹2.00 cr damages claimed by Orient Electric in trademark suit + ₹0.05 cr tax claims). Cheque bounce complaint filed BY the promoter involves ₹22.80 cr.	OK	Outstanding Litigation, p.405-409
Where in DRHP: Litigation summary Why It Matters: Sizing the aggregate exposure. Benchmark / Red Flag Trigger: - Exact Citation: Outstanding Litigation, p.405-409
99	Materiality vs PAT and net worth	Immaterial relative to financials: Quantifiable claims of ~₹2.05 cr represent just 3.8% of FY26 PAT (₹53.81 cr) and 0.8% of net worth (₹268.76 cr).	OK	Outstanding Litigation, p.404-409; Restated Financials, p.298-299
Where in DRHP: Compare Why It Matters: Whether the exposure is survivable. Benchmark / Red Flag Trigger: Multiple of PAT / net worth = flag Exact Citation: Outstanding Litigation, p.404-409; Restated Financials, p.298-299
100	Any case threatening a key licence or the business model?	Yes: The counter civil suit and Section 16 rectification petition filed by Orient Electric Limited directly challenges the Company's right to use the brand name 'ORIENT' and corporate name 'ORIENT CABLES'. If adjudicated adversely, it would force an expensive brand overhaul.	Flag	Risk Factor #1, p.18; Outstanding Litigation, p.405-406
Where in DRHP: Litigation, Risk Factors Why It Matters: Existential risk to operations. Benchmark / Red Flag Trigger: Yes = serious flag Exact Citation: Risk Factor #1, p.18; Outstanding Litigation, p.405-406

LAYER 8 • VALUATION & PEER BENCHMARK

Valuation: Peer Comparison & Multiples Benchmark

Valuation benchmark indicates competitive pricing relative to listed industry peers and forward earnings power.

Listed Industry Peer Valuation Benchmark

Company Name / Peer Benchmark	P/E (x)	EV/EBITDA	P/S (x)	ROE (%)	ROCE (%)	YoY Growth	PAT Margin
Orient Cables (India) Limited	TBA (Est. ~25-30x)	TBA	-	-	23.8%	+33.5%	-
Polycab India Limited	46.7x	31.2x	-	-	31.3%	+27.9%	-
RR Kabel Limited	54.9x	26.8x	-	-	25.8%	+17.8%	-
Havells India Limited	42.7x	28.5x	-	-	24.5%	+10.2%	-
KEI Industries Limited	49.0x	30.4x	-	-	26.5%	+16.4%	-

#	Checkpoint	Your Finding (Prospectus Data)	Status	Page Ref
101	IPO P/E (post-issue, upper band)	Pending price band finalization (RHP contains [●] placeholders). Based on FY26 Diluted EPS of ₹5.27, an indicative pricing in the ₹150 - 220 range would imply a P/E multiple of ~28x - 42x post-issue.	OK	Basis for Offer Price, p.139, 144
Where in DRHP: Basis for Offer Price / compute Why It Matters: The headline earnings multiple you're paying. Benchmark / Red Flag Trigger: - Exact Citation: Basis for Offer Price, p.139, 144
102	Peer P/E - and is the peer set fair or cherry-picked?	Peer P/E dispersion is broad: Polycab 46.69x, RR Kabel 54.85x, Havells 42.69x, KEI 48.99x, Finolex Cables 26.29x, Paramount Communications 33.47x, Birla Cable 63.54x, Sterlite Tech 708.38x. Peer composite average is 45.22x (ex-Sterlite). Peer set leans toward large diversified electrical giants with substantial retail moats.	Watch	Basis for Offer Price, p.140, 144-146
Where in DRHP: 'Basis for Offer Price' Why It Matters: Companies pick flattering peers; rebuild the set yourself. Benchmark / Red Flag Trigger: Cherry-picked rich peers = flag Exact Citation: Basis for Offer Price, p.140, 144-146
103	EV / EBITDA vs peers	Orient Cables FY26 EBITDA is ₹96.40 cr (₹54.89 cr in Q1 FY27). Post-issue net debt will drop to ~₹70-100 cr after ₹155.5 cr debt repayment. Final EV/EBITDA will be determined once price band is fixed; peers trade between 18x to 35x EV/EBITDA.	OK	Basis for Offer Price, p.144; MD&A, p.370
Where in DRHP: Compute / peers Why It Matters: A capital-structure-neutral comparison. Benchmark / Red Flag Trigger: - Exact Citation: Basis for Offer Price, p.144; MD&A, p.370
104	Price / Sales (especially if loss-making)	Company is profitable (FY26 revenue ₹1,171.65 cr, PAT ₹53.81 cr; Q1 FY27 revenue ₹489.16 cr, PAT ₹33.22 cr). An indicative valuation of ₹2,000 - 2,500 cr would imply a P/S of ~1.7x - 2.1x FY26 sales, vs peer P/S of 1.5x to 4.5x.	OK	Restated Statement of Profit and Loss, p.299; Basis for Offer Price, p.144
Where in DRHP: Compute Why It Matters: The relevant lens for unprofitable companies. Benchmark / Red Flag Trigger: Aggressive P/S on losses = flag Exact Citation: Restated Statement of Profit and Loss, p.299; Basis for Offer Price, p.144
105	Price / Book	Pre-offer NAV per share is ₹23.11 as of March 31, 2026 (₹26.34 as of June 30, 2026). Final P/B will depend on the Offer Price; peers trade at P/B between 2.0x (Finolex 3.5x, Paramount 3.6x) and 8.0x+ (Polycab 8.6x, Havells 10.6x).	OK	Basis for Offer Price, p.140, 145
Where in DRHP: Compute Why It Matters: Relevant for asset-heavy and financial businesses. Benchmark / Red Flag Trigger: - Exact Citation: Basis for Offer Price, p.140, 145
106	Implied market cap at IPO	Pre-offer equity capital is 102.04M shares; fresh issue of ₹320 cr will add ~15-22M shares, bringing post-issue equity base to ~117-124M shares. Implied market cap at ₹160 - 220/share would be ~₹1,900 - 2,700 cr.	OK	Capital Structure, p.95; The Offer, p.84
Where in DRHP: Compute Why It Matters: The absolute size of what you're buying. Benchmark / Red Flag Trigger: - Exact Citation: Capital Structure, p.95; The Offer, p.84
107	ROE vs peers	Orient Cables FY26 RoNW of 25.84% is superior to peers: RR Kabel (20.83%), Polycab (24.58%), Havells (18.97%), KEI (14.75%), Finolex (12.33%), Paramount (7.99%), and Birla Cable (6.33%). However, Orient's RoNW is declining (37.26% in FY24 → 25.84% in FY26).	OK	Basis for Offer Price, p.140, 144
Where in DRHP: Compare Why It Matters: Does quality justify any premium? Benchmark / Red Flag Trigger: Premium + lower ROE = flag Exact Citation: Basis for Offer Price, p.140, 144
108	ROCE vs peers	Orient Cables FY26 ROCE of 23.82% is competitive against peers: RR Kabel 25.80%, Polycab 31.32%, KEI 26.5%, Finolex 14.2%, and Paramount ~12%. Trend has declined from 41.13% in FY24 due to heavy debt-funded capex.	OK	Basis for Offer Price, p.144; Note 49 Analytical Ratios, p.355
Where in DRHP: Compare Why It Matters: Capital efficiency relative to price. Benchmark / Red Flag Trigger: - Exact Citation: Basis for Offer Price, p.144; Note 49 Analytical Ratios, p.355
109	Growth vs peers	Outperforming peers on revenue growth: 2-year revenue CAGR of 33.46% (FY24-26) exceeds Polycab (26.54%), RR Kabel (21.42%), KEI (20.28%), Finolex (12.28%), and Havells (10.08%). However, FY26 PAT growth stalled at 0.9%.	OK	Basis for Offer Price, p.144; 1Lattice Report, p.206
Where in DRHP: Compare Why It Matters: Does faster growth justify the premium? Benchmark / Red Flag Trigger: Premium + slower growth = flag Exact Citation: Basis for Offer Price, p.144; 1Lattice Report, p.206
110	Margins vs peers	Orient Cables FY26 EBITDA margin (8.23%) and PAT margin (4.55%) trail industry leaders like Polycab (13.87% EBITDA, 9.40% PAT) and KEI (11.81% EBITDA, 6.50% PAT), but are comparable to RR Kabel (7.90% EBITDA, 5.10% PAT).	Watch	Basis for Offer Price, p.144-145
Where in DRHP: Compare Why It Matters: Quality of earnings relative to price. Benchmark / Red Flag Trigger: - Exact Citation: Basis for Offer Price, p.144-145
111	IPO price vs WACA / pre-IPO placement (the markup)	Promoters' WACA is ₹0.00 to ₹0.01 per share due to initial nominal subscriptions and 9:1 bonus issuance in January 2025. There were no pre-IPO institutional funding rounds to benchmark a private market markup.	Watch	Cover Page, p.1; Basis for Offer Price, p.147-148
Where in DRHP: Basis for Offer Price Why It Matters: What insiders paid versus what you're paying. Benchmark / Red Flag Trigger: Large multiple over WACA = flag Exact Citation: Cover Page, p.1; Basis for Offer Price, p.147-148
112	Is the premium justified by ROCE / ROE / growth / margins?	Partially justified: Premium is supported by top-tier revenue growth (33.5% CAGR) and leadership in networking cables (22.9% market share); however, it is heavily discounted by negative CFO (-₹26.6 cr), customer concentration (76.5%), and margin compression.	Watch	Analyst Synthesis; Basis for Offer Price, p.140, 144
Where in DRHP: Synthesise Why It Matters: The core valuation verdict. Benchmark / Red Flag Trigger: Premium unsupported by quality = flag Exact Citation: Analyst Synthesis; Basis for Offer Price, p.140, 144
113	What growth does the price implicitly assume?	Assumes sustained 20-25% volume expansion in networking & OFC lines, smooth commercial ramp-up of Bhiwadi Unit II capex, stabilization of gross margins around 20%, and effective conversion of accounting PAT into positive cash flow post debt repayment.	OK	Analyst Synthesis; MD&A, p.370-374
Where in DRHP: Reverse the multiple / judgment Why It Matters: Are the embedded expectations realistic? Benchmark / Red Flag Trigger: Heroic assumptions = flag Exact Citation: Analyst Synthesis; MD&A, p.370-374

LAYER 9 • STATED RISK ADMISSIONS

In The Company's Own Words: Stated Risk Admissions

Management highlights key operational sensitivities including raw material pricing, client concentration, and execution timelines.

#

Checkpoint

Your Finding (Prospectus Data)

Status

Page Ref

114

Top 5 risk factors the company itself lists

1. Adverse publicity or IP dispute regarding the 'ORIENT' brand name against Orient Electric (p.18). 2. Raw material price volatility and supply disruptions; top 10 suppliers account for 69.71% of raw materials (p.19). 3. Customer concentration: top 10 customers contribute 76.52% of FY26 revenue (84.00% in Q1 FY27) without long-term contracts (p.21). 4. Strict quality standards and liability for product defect/warranty claims (p.22). 5. Geographic concentration of manufacturing operations in Bhiwadi, Rajasthan (p.23).

Watch

Risk Factors #1-#5, p.18-24

115

Any genuine dealbreaker buried in boilerplate?

Three critical buried risks: (a) Risk Factor #9: Promoter group member Radhika Julka listed as Wilful Defaulter by IDBI Bank for ₹5.03 cr loan default (NOC awaited, p.31); (b) Risk Factor #7: Last credit rating assigned in FY25 was 'CRISIL B/Stable (Issuer not cooperating)' (p.26); (c) Pre-IPO departures of Statutory Auditor (resigned March 2024) and CFO Rakesh Khurmi (ceased Nov 2025).

Flag

Risk Factor #7, #8, #9, p.26-32; Management, p.283, 348

116

Quantified risks (e.g. 'X would cut revenue by Y%')

Quantified exposures: Top customer loss would jeopardize 25.75% of revenue (38.54% in Q1 FY27); Top 10 customers represent 76.52% of revenue; Raw material costs comprise 81.79% of revenue; Quantified damages claimed by Orient Electric in trademark counter-suit is ₹2.00 cr (₹20.00 mn); Cheque dishonour complaint involves ₹22.80 cr; Contingent liabilities represent ₹103.43 cr (~38.5% of net worth).

Watch

Risk Factor #1, #2, #3, p.18-22; Summary of Contingent Liabilities, p.75

117

Going-concern or liquidity language anywhere?

Negative operating cash flow in FY25 (-₹9.79 cr), FY26 (-₹26.64 cr), and Q1 FY27 (-₹11.76 cr) due to working capital expansion and accelerated supplier payments; however, no going-concern qualification in statutory audit reports.

Multi-Period Trend Breakdown

FY25	FY26	Q1 FY27
(-₹9	(-₹26	(-₹11

Watch

Risk Factor #10, p.32; Auditor's Report, p.294-297

AUDIT TALLY • 117-CHECKPOINT RISK MATRIX

Red-Flag Dashboard: 117-Checkpoint Audit Tally

66

Checkpoints Clean (OK)

33

Watchlist Monitor Rows

17

High-Severity Red Flags

117

Total Forensic Checkpoints

L1 Story & Positioning

9 1 0

L2 Issue Structure & Objects

12 4 0

L3 Business Quality

7 6 4

L4 Financial Quality

8 12 8

L5 Governance

9 1 3

L6 Related Party Transactions

7 1 0

L7 Litigation & Regulatory

5 1 1

L8 Valuation

9 4 0

L9 The Company's Own Risk Factors

0 3 1

Layer 1: Story & Positioning

9 OK 1 Watch 0 Flag

Layer 2: Issue Structure & Objects

12 OK 4 Watch 0 Flag

Layer 3: Business Quality

7 OK 6 Watch 4 Flag

Layer 4: Financial Quality

8 OK 12 Watch 8 Flag

Layer 5: Governance

9 OK 1 Watch 3 Flag

Layer 6: Related Party Transactions

7 OK 1 Watch 0 Flag

Layer 7: Litigation & Regulatory

5 OK 1 Watch 1 Flag

Layer 8: Valuation

9 OK 4 Watch 0 Flag

Layer 9: The Company's Own Risk Factors

0 OK 3 Watch 1 Flag

How To Read This Risk Matrix

These tallies reflect the 117 checkpoints evaluated across the 9 analytical layers. In institutional forensic analysis, clusters matter far more than isolated totals: an amber or red flag in Layer 4 (Financial Quality) or Layer 5 (Governance) carries exponentially higher structural weight than narrative observations in Layer 1. Always evaluate flags against company peers and industry context.

Statutory Educational Compliance & Analyst Disclaimer

This research report is prepared strictly for educational and informational purposes only and does not constitute financial, investment, legal, tax, or underwriting advice. Neither IPrOspecta nor the author (Tanish Vijayvargiya) is a SEBI-registered Research Analyst or SEBI-registered Investment Adviser under the SEBI (Research Analysts) Regulations, 2014 or SEBI (Investment Advisers) Regulations, 2013.

Nothing in this publication should be construed as an explicit or implicit recommendation, solicitation, endorsement, or offer to buy, sell, subscribe to, or hold any security, IPO application, or financial product. Prospective investors must conduct their own independent due diligence, carefully review the complete Red Herring Prospectus (RHP) / Draft Red Herring Prospectus (DRHP) filed with SEBI and the stock exchanges, and consult a qualified, SEBI-registered financial adviser before committing capital.

Position Disclosure: The author and IPrOspecta maintain zero commercial affiliation with the issuer company, book running lead managers, selling shareholders, or syndicate underwriters. All opinions expressed represent personal analytical frameworks.