Manipal Payment and Identity Solutions Limited

• Funding the capital expenditure requirements of our Company towards purchasing and setting up of new and second- hand equipment at (a) card manufacturing facility, personalization bureau and cheque printing facility in Manipal, Karnataka, (b) personalization bureau and cheque printing facility in Chennai, Tamil Nadu, Noida, Uttar Pradesh, and personalization bureau in Navi Mumbai, Maharashtra, (c) cheque printing facilities in Navi Mumbai, Maharashtra and Howrah, West Bengal, (d) central cards processing centers at Chhattisgarh RTO, and (e) Smart Tagging and IoT Solutions facility in Manipal, Karnataka (Capital Expenditure on Equipment)₹238 Cr
• General corporate purposes

Except as disclosed in this section, there are no outstanding criminal proceedings, actions taken/penalties imposed by statutory and/or regulatory authorities, other pending litigation/arbitration proceeding which has been determined to be material pursuant to the Materiality Policy, or outstanding claims related to direct and indirect taxes involving the Company, Directors, Promoters and Subsidiaries. There are no disciplinary actions (including penalties imposed) initiated by SEBI or a stock exchange against our Promoters in the last five Fiscals, no criminal proceedings involving our KMPs or SMPs, no pending actions by regulatory and statutory authorities against our KMPs or SMPs, and no pending litigation involving Group Companies which may have a material impact on the Company. The Materiality Policy considers outstanding civil litigation/arbitration proceedings with an aggregate monetary amount equal to or in excess of ₹ 130.81 million (the lowest of 2% of turnover, 2% of net worth, and 5% of the average of the absolute value of profit/loss after tax) as material. First information reports (whether cognizance has been taken or not) filed against the Relevant Parties, KMPs or SMPs are disclosed in this Red Herring Prospectus.

• The Company has acquired the variable data printing and secure logistics division (VDP) business of Manipal Technologies Limited (MTL) and the smart tagging and internet of things solutions business of MTL. The Company may pursue other strategic acquisitions for inorganic growth. The Company may not be able to integrate these acquisitions, or may be faced with operating difficulties due to such integration, which could adversely affect its business, financial condition, cash flows and results of operations.(Integration Risk)

• The Company's top 10 customers accounted for 58.67%, 60.98% and 62.51% of revenue from operations in Fiscals 2026, 2025 and 2024, respectively. The Company is dependent on certain key customers for a substantial portion of its business. Loss of any of these key customers, or reduction in revenue earned from them, may have an adverse effect on the Company's business, financial condition and results of operations.(Customer Concentration)

• The Company's largest customer accounted for 9.93%, 11.64% and 10.97% of revenue from operations in Fiscals 2026, 2025 and 2024, respectively. Any adverse developments with such customers, including because of any dispute with, or disqualification by, such major customers, may impact the Company's cash flows and liquidity.(Customer Concentration)

• The Company's contracts with key customers range from three years to five years and are not exclusive. Under the terms of agreements with certain key customers, customers have the option to terminate such contracts with cause or without cause at relatively short notice. If the Company fails to meet contractual obligations in a timely manner, or at all, customers may be entitled to liquidated damages or may terminate their contracts with no further liability or obligation to the Company.(Contractual Risk)

• The Company's customers include banking and finance customers, including private and public sector undertaking (PSU) banks, co-operative banks, small finance banks, payment banks, fintech companies; and various government departments. Factors outside the Company's control that could cause loss or reduction in business from existing customers include the business or financial condition of that customer, reduction in demand for the Company's products, the continued viability of the customers' networks, longer renewal cycles for cards, a demand for price reductions by customers, mergers or acquisitions involving customers, and a decision by a customer to switch to competitors.(Customer Concentration)

• The Company's customers have the option to terminate contracts with cause or without cause at relatively short notice. The Company's contractual arrangements neither include exclusivity clauses nor minimum purchase commitments from customers. The Company cannot assure that it will be able to enforce limitations on liability to the levels of liability it incurs.(Contractual Risk)

• The Company's customers include Manipal Technologies Limited (MTL), a Promoter. The Company's revenue from MTL in Fiscal 2026 was ₹1,106.62 million (8.34% of revenue from operations) and in Fiscal 2025 was ₹632.90 million (5.04% of revenue from operations). The increase in revenue from MTL reflects sales pertaining to the revenue assurance business acquired pursuant to a business transfer agreement. Pending novation of customer contracts, these transactions were invoiced through MTL.(Related Party Risk)

• The Company's customers include banking and finance customers, including private and public sector undertaking (PSU) banks, co-operative banks, small finance banks, payment banks, fintech companies; and various government departments. The continued viability of the networks of customers for whom the Company produces cards, including their authorization, clearing and settlement systems, is a factor outside the Company's control that could cause loss or reduction in business.(Customer Concentration)

Each bar is a fixed formula applied to the figures shown above, scored 0–100. This is a reading of what the company disclosed — not a recommendation to apply or avoid, not a price target, and not a prediction of listing performance. Dimensions that could not be extracted are excluded rather than assumed, so coverage varies between documents.