HD Fire Protect Limited IPO

01At a glance

HD Fire Protect IPO date, price band and lot size

The anchor book bids on October 12, 2026; the issue opens on October 13, 2026 and closes on October 15, 2026 (RHP p.2). The price band is ₹258 to ₹271 a share and the lot is 55 shares (NSE issue page), so one lot costs ₹14,905 at the upper band (our arithmetic, NSE issue page). The offer is up to 2,62,84,500 shares of face value ₹5, all an offer for sale, about ₹712.3 crore at ₹271 and ₹678.1 crore at ₹258 (our arithmetic, RHP p.80). Up to ₹1.75 crore is reserved for employees (RHP p.80). The shares are to list on BSE and NSE (RHP p.2).

What the company does: designs, makes and supplies fire protection equipment and systems based on water, foam and gas, in eight product categories from sprinklers and alarm valves to deluge valves, foam bladder tanks, monitors and custom-engineered skids, from two plants at Jalgaon and Thane in Maharashtra (RHP p.214, RHP p.215).

Who pays it: fire protection contractors, engineering companies, developers and industrial plants in India and abroad, 2,066 customers in FY26 (RHP p.215). The prospectus names Sterling and Wilson Private Limited, Metec Design & Construction Engineers India Private Limited, Techno Electric & Engineering Company Limited and Godrej Properties Limited among key customers (RHP p.219). Exports were 34.69% of FY26 revenue (RHP p.216). The top ten customers were 23.69% (RHP p.220).

Why it is raising money: it is not. The company receives no proceeds; all of the offer money goes to the two selling promoters, Harish Narshi Dharamshi and Kusum Harish Dharamshi, after expenses (RHP p.123).

How fast it has grown: revenue from operations from ₹373.0 crore in FY24 to ₹489.3 crore in FY26, about 14.5% a year, and profit after tax from ₹87.9 crore to ₹116.8 crore, about 15.3% a year (our arithmetic, RHP p.84). Profit rose 6.4% in FY26 after 24.8% in FY25 (our arithmetic, RHP p.84).

The one thing to understand: this is a debt-free business that has paid most of its recent profit out to its owners, and the owners are now selling 15.0% of the company (our arithmetic, RHP p.80). Dividends paid were ₹56.2 crore in FY25 and ₹140.2 crore in FY26, against FY26 profit of ₹116.8 crore, and a further special dividend of ₹52.6 crore was declared on July 31, 2026 (RHP p.85, RHP p.359). At ₹271 the offer values the company at ₹4,748.7 crore, 40.7 times FY26 profit (our arithmetic, RHP p.80, RHP p.84).

02The business, in plain words

What HD Fire Protect does

The business began as a partnership firm, M/s HD Fire Protect Co., set up by Harish Dharamshi on April 27, 1990; the company was incorporated on April 24, 1997 and took over the firm as a going concern on April 1, 2005 (RHP p.214). It became a public company with a fresh certificate dated June 19, 2025 (RHP p.3). The prospectus says it was the first Indian maker to receive UL Listing for deluge valves, in 1996 (RHP p.214).

The chain, as the document describes it (RHP p.236, RHP p.237, RHP p.216):

• Design: products are designed in-house to meet UL, FM, CE and other standards; the company holds 21 UL Listed and 87 FM Approved certifications (RHP p.214).
• Making: the Jalgaon plant casts, machines, fabricates, assembles, tests and paints; the Thane plant makes water spray nozzles (RHP p.240).
• Bought-in goods: closed-bulb sprinklers, flexible drops, gate and butterfly valves, strainers and some nozzles are made by contract manufacturers in China, Taiwan, South Korea and Vietnam, and pressure gauges and foam concentrates in India (RHP p.241).
• Selling: direct sales in India with two stockists in New Delhi and one in Mumbai, and 22 distributors abroad; some products are sold under customers' own brands in the Middle East (RHP p.220, RHP p.221).

A contractor building a refinery, warehouse or office needs a fire suppression system → it orders deluge valves, sprinklers, foam equipment or nozzles from HD Fire Protect → the company makes them at Jalgaon or Thane, or gets them from a contract maker, and tests them → it is paid on credit of up to 150 days (RHP p.35).

Contract-manufactured products were 36.71% of FY26 revenue (RHP p.32). The company had 279 permanent employees and 253 contract workers at June 30, 2026 (RHP p.222). It has never had a product recall, and replacements were 0.01% over the three months to June 2026 and the past three years, the prospectus says (RHP p.215). Its order book was ₹134.4 crore at March 31, 2026 and ₹158.6 crore at June 30, 2026 (RHP p.216).

Earnings equation: Revenue = units sold × price per unit. The prospectus gives production at its own plants in equivalent production units (RHP p.242) but not units sold or prices, and about a third of revenue is bought-in product (RHP p.32), so the equation cannot be filled in from the document.

03Where the money comes from

By product, revenue excluding other operating revenue (RHP p.219):

The last two rows are our sums of the prospectus's categories (RHP p.219). Gas suppression systems brought ₹8.8 crore in FY24, ₹4.9 crore in FY25 and nothing in FY26 (RHP p.219).

By place, share of revenue excluding other operating revenue (RHP p.220):

The last row is our sum (RHP p.220). Exports were ₹123.3 crore in FY24 and ₹168.4 crore in FY26, growing about 16.9% a year (RHP p.53). Key export markets named are the UAE, Saudi Arabia, Brazil, Turkey, Malaysia and Indonesia (RHP p.216).

HD Fire Protect customers: how concentrated the revenue is

Source: RHP p.220. The largest single customer's share is not given. In the three months to June 2026 the top ten were 27.57% (RHP p.220). Read from the filing: revenue does not depend on a few customers, in numbers: ten customers out of 2,066 brought under a quarter of FY26 sales (RHP p.220, RHP p.215). Customers of more than five years brought 54.40% of FY26 revenue and repeat customers 85.20% (RHP p.221).

04The growth record

HD Fire Protect financials: revenue, profit and margins

Source: RHP p.83, RHP p.84, RHP p.85, RHP p.129. The company's operating EBITDA takes out other income, and its PAT margin is struck on total income (RHP p.129). Revenue from operations went from ₹373.0 crore in FY24 to ₹489.3 crore in FY26, so ₹373.0 crore → ₹489.3 crore (RHP p.84). Profit after tax went from ₹87.9 crore to ₹116.8 crore, so ₹87.9 crore → ₹116.8 crore (RHP p.84).

Our arithmetic over FY24 to FY26: revenue grew about 14.5% a year (our arithmetic, RHP p.84), the company's own figure being 14.54% (RHP p.216); operating EBITDA grew about 18.8% a year (our arithmetic, RHP p.129); profit after tax grew about 15.3% a year (our arithmetic, RHP p.84). EBITDA margin moved from 28.59% to 30.75%, up 216 basis points, so 28.6% → 30.8% rounded (RHP p.129). Revenue rose 16.05% in FY25 and 13.05% in FY26 (RHP p.352, RHP p.351).

The three months to June 30, 2026: revenue ₹109.1 crore, operating EBITDA ₹29.7 crore at a 27.26% margin, profit after tax ₹23.9 crore and operating cash flow ₹47.2 crore (RHP p.84, RHP p.85, RHP p.129). These are one quarter and are not compared with a full year here.

The year ends on March 31 throughout. FY25 profit was ₹109.5 crore in the draft and ₹109.7 crore restated in this prospectus (DRHP p.87, RHP p.84). The statutory auditors made no reservations, qualifications or adverse remarks (RHP p.359).

What sits around the record:

• Cash: operating cash flow was ₹63.8 crore in FY24, ₹98.3 crore in FY25 and ₹92.5 crore in FY26 (RHP p.85).
• Customers' dues: receivable days were 48 in FY24 and 57 in FY26, so 48 → 57 (RHP p.129); receivables were ₹93.7 crore at March 31, 2026 against ₹57.8 crore a year earlier (RHP p.83).
• Other income: ₹15.8 crore in FY26, 10.2% of profit before tax (our arithmetic, RHP p.84).
• Debt and cash: no borrowings at March 31, 2026 or June 30, 2026 (RHP p.329). Cash, other bank balances and investments were ₹98.3 crore at March 31, 2026 (our arithmetic, RHP p.83). Return on capital employed was 40.33% in FY26, so 40.3% rounded (RHP p.129).
• Customers and suppliers: the top three customers were 11.40% of FY26 revenue, so 11.4%; the top five 15.21%, so 15.2%; the top ten 23.69%, so 23.7% (RHP p.220). Exports were 34.69% of FY26 revenue, so 34.7% (RHP p.216). The top ten suppliers were 47.76% of FY26 total expenses, so 47.8% (RHP p.28). Contract-manufactured products were 36.71% of FY26 revenue, so 36.7% (RHP p.32).
• Dividends: ₹140.2 crore paid in FY26 (RHP p.85), and a special dividend of ₹52.6 crore declared on July 31, 2026 (RHP p.359).
• Order book: ₹134.4 crore at March 31, 2026 (RHP p.60).
• Working capital: 139 days of revenue in FY26 (RHP p.49); the cash conversion cycle was 102 days in FY26 (RHP p.129).
• Related parties: transactions of ₹162.0 crore in FY26, 33.10% of revenue, mostly dividends to the promoters' families (RHP p.40, RHP p.87).
• Contingent liabilities: ₹5.5 crore at March 31, 2026, almost all bank guarantees backed by fixed deposits (our arithmetic, RHP p.86).
• Cases: no criminal, regulatory, material civil or tax cases against the promoters (RHP p.363).
• Industry: fire protection equipment, capital goods and engineering in the fixed list (RHP p.214).

05What the growth is made of

Revenue excluding other operating revenue rose ₹115.5 crore from FY24 to FY26 (our arithmetic, RHP p.219). By product:

• Sprinklers, alarm valves and accessories: up ₹45.4 crore (our arithmetic, RHP p.219).
• Foam equipment and suppression systems: up ₹35.6 crore (our arithmetic, RHP p.219).
• Deluge valves, skids and pre-action systems: up ₹22.3 crore (our arithmetic, RHP p.219).
• Trims, spares and services ("others"): up ₹9.9 crore (our arithmetic, RHP p.219).
• Gas suppression systems: down ₹8.8 crore, to nothing in FY26 (our arithmetic, RHP p.219). Gas suppression capacity at Jalgaon was 72.00% used in FY24 and 0.00% in FY26 (RHP p.242). The prospectus does not explain why.

By place, India added ₹70.4 crore and exports ₹45.1 crore over the two years (our arithmetic, RHP p.220).

Own production against bought-in goods: purchases of contract-manufactured goods (stock in trade) rose from ₹80.8 crore in FY24 to ₹132.2 crore in FY26, about 63.5% (our arithmetic, RHP p.84), while cost of materials consumed at the plants rose from ₹111.9 crore to ₹123.1 crore (RHP p.84). Production at Jalgaon in equivalent units rose for deluge valves from 11,169 to 13,584 and for sprinklers and alarm valves from 37,786 to 42,084, and at Thane for water spray nozzles from 6,52,952 to 7,53,167 (RHP p.242).

The prospectus does not give units sold or prices by product, so the increase cannot be separated into volume and price. The management discussion puts FY26 growth down to "sustained demand in the domestic market" and higher export volumes (RHP p.351). For the industry as a whole, the commissioned report says volume growth made up 7 to 8% and price growth 3 to 5% of annual value growth over FY2020 to FY2025 (RHP p.198). No acquisition was made in the period (RHP p.136).

06Earnings quality

The item that needs explaining is customers' dues in FY26. Receivables rose from ₹57.8 crore at March 2025 to ₹93.7 crore at March 2026, about 62%, while revenue rose 13.05% (our arithmetic, RHP p.83, RHP p.351). The share of receivables older than 180 days went from 1.11% to 3.57% (RHP p.35).

In the June 2026 quarter receivables came down to ₹55.3 crore and the company booked a provision for expected credit loss of ₹2.0 crore, against a net release in FY26 (RHP p.83, RHP p.85). Inventory rose to ₹105.4 crore at June 30, 2026 from ₹87.4 crore at March 31, 2026 (RHP p.83). The company says it extends credit of up to 150 days (RHP p.35).

Other income in FY26 included ₹4.3 crore of interest and a fair-value loss of ₹6.8 crore on investments, set against realised gains of ₹13.2 crore (RHP p.351, RHP p.85).

07The balance sheet

At March 31, 2026, total assets were ₹432.0 crore: property, plant and equipment ₹80.9 crore, capital work in progress ₹17.6 crore, non-current investments ₹78.9 crore, inventories ₹87.4 crore, trade receivables ₹93.7 crore, cash ₹14.9 crore and other bank balances ₹4.6 crore (RHP p.83). Against them: trade payables ₹29.8 crore, other liabilities and provisions ₹25.1 crore, and equity ₹377.1 crore (RHP p.83, our arithmetic for the liabilities).

Source: RHP p.83, RHP p.329. The offer brings in no money for the company (RHP p.80). After June 30, 2026 the special dividend of ₹52.6 crore went out (RHP p.359); on our arithmetic that is about 13% of June 2026 net worth (our arithmetic, RHP p.83). Net worth fell from ₹397.2 crore at March 2025 to ₹377.1 crore at March 2026 although the company made ₹116.8 crore of profit, because ₹140.2 crore of dividends were paid (RHP p.83, RHP p.85).

Contingent liabilities were ₹5.5 crore at March 31, 2026; at June 30, 2026 they were bank guarantees of ₹5.9 crore, ₹0.10 crore of other claims, and ₹0.52 crore of duty saved with an unfulfilled export obligation of ₹3.1 crore under the export promotion capital goods scheme (RHP p.86). The company has spent ₹22.7 crore on the new Jalgaon unit and the Wagle Estate facility to June 2026 and plans ₹5.0 crore more, from internal accruals (RHP p.225). Offer expenses of ₹6.98 crore incurred to June 2026 are to be reimbursed by the selling shareholders (RHP p.88).

08What the money is for

HD Fire Protect IPO objects: what the money is for

Source: RHP p.80, RHP p.123; the amount is our arithmetic. The objects are to carry out the offer for sale and to achieve "the benefits of listing" (RHP p.123). Offer expenses, other than listing fees and some company costs, are borne by the selling shareholders in proportion to the shares each offers (RHP p.123).

Into the business nothing: there is no fresh issue (RHP p.80). To selling shareholders the proceeds of 2,62,84,500 shares, ₹712.3 crore at the upper band (our arithmetic, RHP p.80).

09Who is selling

HD Fire Protect IPO offer for sale: who is selling

Source: RHP p.80, RHP p.106; the last column is our arithmetic. The weighted average cost of their shares is ₹0.05 for Harish Narshi Dharamshi and ₹0.09 for Kusum Harish Dharamshi (RHP p.1). At ₹271 the two would receive about ₹243.5 crore and ₹468.9 crore before expenses and tax (our arithmetic, RHP p.80). The offered shares are 15.0% of the company (our arithmetic, RHP p.80).

10Promoters

The promoters are Harish Narshi Dharamshi, Kusum Harish Dharamshi, Miheer Sadanand Ghotikar, Parika Miheer Ghotikar and Anik Narendra Dharamshi (RHP p.280). The promoter group table lists Kusum Harish Dharamshi as the spouse of Harish Narshi Dharamshi, Parika Miheer Ghotikar as the daughter of Harish Narshi Dharamshi and the spouse of Miheer Sadanand Ghotikar, and Narendra Visanji Dharamshi as the father of Anik Narendra Dharamshi (RHP p.283, RHP p.284). Narendra Visanji Dharamshi and Sushil Laxmichand Shah were the original promoters (RHP p.282).

• Harish Narshi Dharamshi, 72, Chairman and Managing Director, a director since May 17, 1999; a mechanical engineer with over 36 years in fire protection, and earlier five years at Vijay Systems Engineers (RHP p.261, RHP p.263).
• Kusum Harish Dharamshi, 70, promoter, not a director; worked in college teaching and administration from 1977 to 2014 (RHP p.280).
• Miheer Sadanand Ghotikar, 44, Whole-Time Director, a director since January 1, 2010, and a director of the Saudi subsidiary (RHP p.261, RHP p.281).
• Parika Miheer Ghotikar, 43, Whole-Time Director, a director since September 2, 2021 (RHP p.261, RHP p.281).
• Anik Narendra Dharamshi, 42 in the board table and 43 in the promoter chapter, Whole-Time Director, a director since January 1, 2010 (RHP p.262, RHP p.281).

Pay, ₹ crore (RHP p.87):

The four together drew ₹16.8 crore in FY24 and ₹20.0 crore in FY26 (our arithmetic, RHP p.87). Approved pay now is ₹7.5 crore a year for Harish Narshi Dharamshi and ₹3.75 crore a year for each of the three whole-time directors (RHP p.265, RHP p.266, RHP p.267).

Dividends to the family: in FY26 Harish Narshi Dharamshi received ₹78.7 crore, Kusum Harish Dharamshi ₹25.0 crore, Miheer Sadanand Ghotikar ₹14.7 crore, Parika Miheer Ghotikar ₹9.3 crore and Anik Narendra Dharamshi ₹6.0 crore (RHP p.87).

Promoter economics: the shares came from allotments at ₹100 a ₹100 share between 1999 and 2007, the takeover of the partnership firm in 2005, gifts within the family, and bonus issues (RHP p.106, RHP p.107).

Bonus issues of two for one on November 4, 2023 and July 15, 2024 and ten for one on March 28, 2025, with a split from ₹100 to ₹5 on March 18, 2025, took the count to 17,52,30,000 shares (RHP p.101, RHP p.102). The company repurchased shares at ₹25,500 a ₹100 share in November 2022 and ₹12,000 a ₹100 share in February 2024, from the promoters among others (RHP p.101, RHP p.102).

Average cost is ₹0.05 a share for Harish Narshi Dharamshi, ₹0.09 for Kusum Harish Dharamshi and nil for the other three (RHP p.113). No promoter acquired shares for cash in the last year (RHP p.113).

Other businesses: the promoter group includes four HUFs, two trusts and four firms, including HD Electronics (RHP p.284). The company has no group companies (RHP p.364). Apart from the subsidiary, the promoters have no interest in a venture in the same line of business (RHP p.282).

Pledges and cases: no promoter shares are pledged (RHP p.109); there are no criminal, regulatory, material civil or tax cases against the promoters (RHP p.363).

11Who already owns it

HD Fire Protect promoter holding before and after the IPO

Source: RHP p.106; the third row's shares and the after-offer column are our arithmetic. The company has 17,52,30,000 shares and 11 shareholders, and the count does not change because there is no fresh issue (RHP p.80, RHP p.113). The five promoters hold 95.33% before the offer (RHP p.106) and would hold about 80.3% after it, so 95.3% → 80.3% (our arithmetic, RHP p.106, RHP p.80). Promoters and promoter group together would go from 100% to about 85.0% (our arithmetic, RHP p.106).

The largest promoter group holder is Narendra Visanji Dharamshi with 60,06,000 shares, 3.43% (RHP p.116). No fund or company holds 1% or more. Options over 6,50,442 shares have been granted to 36 employees at ₹175 (RHP p.120); none had vested by the date of the prospectus (RHP p.120).

Lock-in: promoter shares equal to 20% of post-offer capital are locked for 18 months and the rest of the promoters' holding for six months; the rest of the pre-offer capital is locked for six months (RHP p.109, RHP p.110).

12What changed just before the IPO

• Revenue and profit: revenue from operations went from ₹373.0 crore in FY24 to ₹489.3 crore in FY26 and profit after tax from ₹87.9 crore to ₹116.8 crore (RHP p.84).
• Receivables: 48 days in FY24 and 57 days in FY26 (RHP p.129).
• Promoter pay: ₹16.8 crore in FY24 and ₹20.0 crore in FY26 for the four executive promoters (our arithmetic, RHP p.87).
• Bonus issues: two for one on November 4, 2023; two for one on July 15, 2024; ten for one on March 28, 2025 (RHP p.101, RHP p.102).
• Share split: ₹100 to ₹5 on March 18, 2025 (RHP p.102).
• Share repurchases: 23,400 shares at ₹25,500 on November 15, 2022 and 19,500 shares at ₹12,000 on February 16, 2024, both ₹100 shares (RHP p.101, RHP p.102); ₹28.8 crore was paid with tax in FY24 (RHP p.85). A compounding order for lapses in the July 2021 repurchase levied a fine of ₹0.08 crore in February 2026 (RHP p.103).
• Dividends: ₹0.19 crore in FY24, ₹56.2 crore in FY25 and ₹140.2 crore in FY26 paid, and a special dividend of ₹52.6 crore declared on July 31, 2026 (RHP p.85, RHP p.359).
• Last allotment before the IPO: the ten-for-one bonus of March 28, 2025 at nil price (RHP p.102). There was no issue for cash in the 18 months before the prospectus (RHP p.137).
• Auditor: Hitesh Dedhia & Co resigned as joint statutory auditor from March 27, 2025, citing the end of its audit practice; KKC & Associates LLP continues as sole auditor; Hitesh Dedhia became Chief Financial Officer from May 2, 2025 (RHP p.35, RHP p.36).
• Public company: converted with a fresh certificate dated June 19, 2025 (RHP p.3).
• Board: four independent directors joined on June 19, 2025 (RHP p.262, RHP p.263).
• Subsidiary: HD Fire Protect Company, Saudi Arabia, incorporated July 14, 2026, 70% held by the company (RHP p.259).
• Employee options: 6,50,442 options granted after April 1, 2026 at ₹175 (RHP p.120).
• Capacity: a new Jalgaon unit was completed by March 2026 but is not yet operating, pending approvals (RHP p.224).
• Pre-IPO placement: none is described in the prospectus.

13Capacity and expansion

Source: RHP p.242, RHP p.224. Units are equivalent production units set by the company, and capacity is stated on assumptions of 300 working days and set shifts (RHP p.242, RHP p.243). Foam equipment was 84.94% used in FY25 and 63.40% in FY26 (RHP p.242). Annualised utilisation in the June 2026 quarter was 46.80% for foam and 49.60% for sprinklers (RHP p.242). Contract-made sprinklers and accessories are not in these figures (RHP p.242).

The new Jalgaon unit covers 2.50 acres for manufacturing, a fire test laboratory, a warehouse and research; the Wagle Estate site covers 0.50 acres (RHP p.215, RHP p.224). The prospectus does not give the capacity either will add. The commissioned report says fire protection equipment makers generally run at 60 to 80% utilisation (RHP p.175). The offer funds no capacity, because the company receives nothing (RHP p.123).

14Market size and industry structure

HD Fire Protect industry: market size and growth

As claimed: the chapter is drawn from the report "Assessment of the market for fire protection equipment in India, with focus on fire suppression" dated September 2026 by CRISIL, commissioned and paid for by the company for the offer under an engagement letter of May 19, 2025 (RHP p.148). The commissioned report puts the Indian fire protection equipment market at ₹10,900 crore in FY2026, after growing about 12% a year from FY2020 (RHP p.170). It puts the global market at US$62 billion in 2025 after 7.0% a year growth from 2020 (RHP p.165).

The part that is addressable: the company's eight product categories are suppression equipment and include neither detection equipment such as alarms and smoke detectors nor extinguishers (RHP p.214, RHP p.215). The commissioned report sizes Indian fire suppression at ₹8,200 crore in FY2026, 75% of the market, against ₹2,700 crore for detection (RHP p.171), and suppression other than extinguishers at ₹6,400 crore (RHP p.196).

What the company is today: FY26 revenue of ₹489.3 crore is about 4.5% of the ₹10,900 crore market, but a third of it is exports (our arithmetic, RHP p.84, RHP p.170, RHP p.216). Domestic revenue of ₹317.0 crore is about 3.9% of Indian fire suppression and about 5.0% of suppression other than extinguishers (our arithmetic, RHP p.216, RHP p.171, RHP p.196). The report ranks the company second among the fire-protection-focused makers it studied by FY2025 operating income, and first among them by export value (RHP p.207).

Size over time: Indian fire suppression grew from ₹3,800 crore in FY2020 to ₹8,200 crore in FY2026, about 13% a year (RHP p.196). The report projects the whole Indian market at ₹17,500 to ₹19,500 crore by FY2031, 10 to 12% a year, and suppression at ₹13,500 to ₹15,500 crore (RHP p.170, RHP p.171). These projections are the report's own. It projects the global market at US$85 to 90 billion by 2030 (RHP p.165). Indian use per person was US$1 in FY2026 against US$57 in North America in 2025, the report says (RHP p.170).

Segments: by end use, commercial buildings were 42% of the Indian market in FY2026 (₹4,500 crore), industry and infrastructure 37% (₹4,100 crore) and homes 21% (₹2,300 crore) (RHP p.172). Within suppression, sprinkler-based systems were 27% (₹2,200 crore), hydrants 26% (₹2,100 crore), extinguishers 22% (₹1,800 crore), foam systems 12% (₹1,000 crore) and gas systems 7% (₹600 crore) (RHP p.197). The company supplies sprinkler, foam, deluge and gas systems, and its largest category is sprinklers and alarm valves at 33.95% of FY26 revenue (RHP p.219).

What drives demand: the report names building codes and insurance requirements, industrial construction spending, estimated at ₹88,600 crore in FY2026 against ₹61,700 crore in FY2022 (RHP p.173), warehouses, data centres whose capacity it projects at 4,800 to 5,200 MW by FY2030 (RHP p.181), airport spending of ₹1,00,000 to ₹1,20,000 crore projected for FY2027 to FY2031 (RHP p.182), and the 2023 scheme to expand state fire services (RHP p.183).

Structure: multinational and branded makers hold about 70% of the market and local unbranded makers about 30% (RHP p.200). The report names Bosch, Gunnebo, Honeywell, Johnson Controls, Siemens, Victaulic and Viking among international players, and Ceasefire Industries, De's Technico, Firetech Equipment & Systems, Fluid Pumps & Equipment, Newage Fire Fighting Company, Safex Fire Services and Vimal Fire Controls among domestic ones (RHP p.170). Extinguishers, plain sprinklers and hydrants are becoming commodities, while deluge, pre-action, foam and gas systems are mostly sold by branded makers (RHP p.197). No listed Indian company makes fire protection equipment (RHP p.127).

Inputs and trade: prices depend on brass, steel, aluminium and copper as well as certifications (RHP p.198). Indian exports of key fire protection equipment were US$107 million in FY2026 against US$67 million in FY2020, while imports rose from US$104 million to US$210 million (RHP p.174). The report lists dependence on imported valves and nozzles as a weakness of the industry (RHP p.200).

Rules: BIS certification is required for many products sold in India, along with the National Building Code, OISD rules for oil and gas and state fire laws (RHP p.185, RHP p.198). UL and FM approvals are often mandatory for oil, gas and data centre work, and new product certification takes 6 to 24 months (RHP p.198). A Lloyd's Register type approval takes 4 to 6 months and costs about US$10,000 (RHP p.190).

What the chapter says can go wrong: weak enforcement of fire laws in some regions, low awareness, heavy competition that presses prices, import dependence, an economic or construction slowdown, regulatory change, and swings in steel and aluminium prices (RHP p.200). The chapter does not size the export markets the company supplies or give market shares by product.

15Competitive position

HD Fire Protect competitors

Source: RHP p.207, figures as reclassified by the commissioned report, converted from ₹ million. The report notes that the foreign groups' figures include businesses other than fire protection and that FY2026 figures for these peers were not yet filed (RHP p.207). Gunnebo India had ₹749.6 crore and Vimal Fire Controls ₹116.6 crore of FY25 operating income (RHP p.207). The prospectus does not give these competitors' margins, return on capital or borrowings in the pages read.

What the company puts forward: certifications (it says it is the only fire-protection-focused Indian peer holding UL, FM, CE, VdS, ASME-U and Lloyd's Register approvals across its categories), a vertically integrated Jalgaon plant with its own foundry, long customer relationships, vendor empanelment with large buyers such as Saudi Aramco, and patents for a pressure-operated valve in India, the US, Turkey and Saudi Arabia (RHP p.218, RHP p.222, RHP p.220, RHP p.215). Against that, as the document itself states: all manufacturing in one state, away from ports; no long-term agreements with suppliers; reliance on imported contract-made goods; and no fixed currency hedging policy (RHP p.32, RHP p.28, RHP p.53).

16Peers the company named

Peers named in the offer document: Azad Engineering Limited, KSB Limited, Kirloskar Pneumatic Company Limited, Elgi Equipment Limited and Ingersoll-Rand (India) Limited (RHP p.128).

The prospectus says there are no listed fire protection makers in India and picks capital goods companies that supply engineered products to infrastructure, power and oil and gas projects (RHP p.127).

HD Fire Protect listed peers

Source: RHP p.127, RHP p.128, converted from ₹ million; P/E on closing prices of September 30, 2026 (RHP p.128). The prospectus puts the peers' P/E at a high of 145.65, a low of 17.20 and an average of 62.95 (RHP p.126, RHP p.127). Elgi Equipment's total income is about 8 times the company's, KSB's about 5.5 times and Kirloskar Pneumatic's about 3.6 times; Azad Engineering is the closest in size at about 1.3 times (our arithmetic, RHP p.128). The prospectus says none of them is a fire protection maker and that they were chosen as capital goods suppliers needing certifications (RHP p.127).

17Valuation at the issue price

HD Fire Protect IPO valuation and P/E

At the upper band of ₹271, on 17,52,30,000 shares before and after the offer, there being no fresh issue (our arithmetic, RHP p.80, RHP p.99):

Source: RHP p.80, RHP p.83, RHP p.84, RHP p.126, RHP p.127, RHP p.129; the arithmetic is ours. At the lower band of ₹258 the market capitalisation is ₹4,520.9 crore and the P/E 38.7 times (our arithmetic, RHP p.80, RHP p.84). There are no borrowings, so enterprise value is the market capitalisation less ₹19.4 crore of cash and other bank balances at March 2026; taking out the ₹78.9 crore of non-current investments as well gives ₹4,650.4 crore, 30.9 times (our arithmetic, RHP p.83). The 6,50,442 employee options, if all exercised, would add about 0.4% to the share count (our arithmetic, RHP p.120, RHP p.80).

Where the issue sits against the peers the prospectus names, on its own P/E figures of September 30, 2026 (RHP p.128):

• P/E: the five peers range from 17.20 to 145.65, with a median of 51.39 (our arithmetic for the median, RHP p.128). At 40.7 times the issue is about 21% below that median, above Kirloskar Pneumatic and below the other four (our arithmetic, RHP p.128).
• Price to book: from each peer's P/E, EPS and NAV per share, the peers trade at about 3.5 times (Kirloskar Pneumatic), 8.7 times (Elgi Equipment), 9.0 times (KSB), 12.7 times (Azad Engineering) and 21.4 times (Ingersoll-Rand) book (our arithmetic, RHP p.128). The issue at 12.6 times sits between KSB and Azad Engineering.

The prospectus does not print the peers' market capitalisations, so their revenue and EBITDA multiples cannot be compared from the document. The prospectus says the price is not to be taken as indicative of the trading price after listing (RHP p.1).

18Risks, in plain words

HD Fire Protect IPO risks

Issue-specific: the money goes to the sellers: the company receives no proceeds (RHP p.123) → nothing from the offer funds the business or its expansion → 2,62,84,500 shares, ₹712.3 crore at ₹271, go to two promoters (our arithmetic, RHP p.80).

Financial: cash paid out: dividends of ₹140.2 crore were paid in FY26 and ₹52.6 crore declared after June 2026 (RHP p.85, RHP p.359) → net worth fell in FY26 despite the profit → the company may not pay dividends in future, the prospectus says (RHP p.70).

Financial: slower profit growth: profit after tax rose 24.8% in FY25 and 6.4% in FY26, and the EBITDA margin fell from 31.89% to 30.75% (our arithmetic, RHP p.84, RHP p.129) → the June 2026 quarter's margin was 27.26% (RHP p.129).

Customers: money owed: receivables rose about 62% in FY26 (our arithmetic, RHP p.83) → slow payment strains working capital → dues older than 180 days rose from 1.11% to 3.57% of receivables, and ₹2.0 crore was provided in the June 2026 quarter (RHP p.35, RHP p.85).

Customers: exports: 34.69% of FY26 revenue came from outside India, 14.98% from the Middle East (RHP p.216, RHP p.220) → trade rules, conflict in the region, and currency swings affect sales → ₹28.6 crore of FY26 currency exposure was unhedged and there is no fixed hedging policy (RHP p.53).

Suppliers: contract makers and imports: contract-made products were 36.71% of FY26 revenue (RHP p.32) → supply or quality problems at outside makers, or import curbs, would hit sales → imports of contract-made goods were ₹109.1 crore, 31.24% of FY26 total expenses, and the top ten suppliers 47.76% (RHP p.243, RHP p.28).

Business: one state: all manufacturing is in Maharashtra, which produced 63.49% of FY26 revenue (RHP p.32) → floods, power cuts or labour trouble there would stop output → the plants are away from ports, raising export lead times (RHP p.32).

Business: product failure: fire equipment that fails can cost lives and property (RHP p.25) → warranty and liability claims and loss of approvals could follow → warranties run 24 months from sale (RHP p.25).

Business: new capacity: the new Jalgaon unit is built but not operating pending approvals, and the Wagle Estate site is due by November 2026 (RHP p.61) → delays or low use would weigh on returns → ₹22.7 crore was spent to June 2026 (RHP p.225).

Regulation: approvals and past lapses: losing UL, FM or other approvals would shut the company out of regulated work (RHP p.31); the company paid fines for past Companies Act lapses and an adjudication for FY2021 to FY2023 board reports is pending (RHP p.42).

Promoters: control and the auditor change: the family would hold about 85.0% after the offer (our arithmetic, RHP p.106) → it can decide matters needing a majority → the former joint auditor's partner, Hitesh Dedhia, is now Chief Financial Officer, and that firm was not peer reviewed (RHP p.36).

Legal: directors: two criminal complaints are pending against independent director Sudha Ravi as a director of another company (RHP p.362).

19Litigation and regulatory matters

Cases against HD Fire Protect and its promoters

Criminal: none by or against the company, promoters, key managers or senior managers (RHP p.361, RHP p.363). Regulatory: no actions against the company or promoters and no SEBI or exchange action against the promoters in five years (RHP p.361, RHP p.363). Civil: no material civil cases; the materiality threshold is ₹5.2 crore (RHP p.360, RHP p.361). Compounding:

fines of ₹0.08 crore for lapses in the 2021 share repurchase and ₹0.03 crore for late appointment of a cost auditor were paid, a penalty of ₹0.04 crore for FY2020 board reports was paid and the FY2021 to FY2023 matter is pending (RHP p.42). Creditors: ₹42.2 crore was owed to 622 creditors at June 30, 2026, including ₹17.8 crore to 477 small enterprises and ₹19.2 crore to five material creditors (RHP p.364).

The company has no group companies (RHP p.364).

20Related-party transactions

Source: RHP p.87, RHP p.88, converted from ₹ million; totals by type are our arithmetic. The dividend row is the sum of dividends to individual family members and the HUF listed (our arithmetic, RHP p.87, RHP p.88). Narendra Dharamshi was paid ₹0.60 crore as director and ₹0.35 crore as a retirement benefit in FY24 (RHP p.87). The company paid ₹6.98 crore of offer expenses on behalf of the selling shareholders, to be reimbursed (RHP p.88).

What appeared or changed in the two years before filing: independent directors' commission and sitting fees and the CFO's pay began in FY26; dividends to the family grew from ₹0.19 crore in FY24 to ₹140.2 crore in FY26; the share repurchases stopped after February 2024 (RHP p.87, RHP p.88). The prospectus says the transactions are at arm's length (RHP p.40).

21What the offer document does not say

Units sold and prices by product are not disclosed, so growth cannot be split into volume and price. Margins by product, by own-made against bought-in goods, and for domestic against export sales are not given. The largest customer's share and the names of the top suppliers are not given; the largest supplier was 13.36% of FY26 total expenses and 22.42% in the June 2026 quarter, unnamed for want of consent (RHP p.244).

Why gas suppression revenue fell to nil in FY26 is not explained (RHP p.219). Why receivables rose about 62% in FY26 is not explained. The capacity the new Jalgaon unit and the Wagle Estate facility will add is not stated. Plans for the Saudi subsidiary, beyond its purpose, are not costed (RHP p.226, RHP p.259). Why the promoters chose an offer for sale rather than raising money for the company is not discussed.

The price band and lot are blank in the prospectus.

Some inconsistencies are recorded as document matters: the dividend table shows nil dividends from July 1, 2026 to the date of the prospectus while the special dividend of ₹52.6 crore was declared on July 31, 2026 and is described as paid (RHP p.285, RHP p.70, RHP p.359); the management discussion gives FY26 profit growth as 6.61% while the restated figures give 6.4% (RHP p.352, RHP p.84);

return on capital employed for FY26 is 40.33% in the KPI table and 41.98% in the strengths section (RHP p.129, RHP p.223); Anik Narendra Dharamshi's age is 42 in one chapter and 43 in another (RHP p.262, RHP p.281); promoters other than Harish Narshi Dharamshi are said to have over 16 years in one place and over 15 years in another (RHP p.216, RHP p.223).

22Five questions for management

1. Why did gas suppression revenue fall from ₹8.8 crore in FY24 to nil in FY26, with the gas line's capacity unused?
2. What explains the rise in receivables from ₹57.8 crore to ₹93.7 crore in FY26, and which customers make up the dues older than 180 days?
3. What gross margin does the company earn on contract-made, mostly imported products compared with products made at Jalgaon and Thane?
4. How much capacity, in the company's own units, will the new Jalgaon unit and the Wagle Estate facility add, and which approvals are still awaited?
5. With ₹140.2 crore of dividends paid in FY26 against ₹116.8 crore of profit, what share of profit does the board intend to pay out after listing?

24Draft to final: what changed

The offer is unchanged at 2,62,84,500 shares for sale by the same two promoters with no fresh issue (DRHP p.1, RHP p.1); the objects, the five promoters, the three lead managers and the count of 87 risk factors are the same in both documents (DRHP p.82, RHP p.79).

1Sources and cited facts

This study was read from 1 document the company filed. The 202 figures it cites are listed under the document each came from, with the page and the sentence as printed.