Renfra Energy India Limited IPO

01At a glance

What the company does: designs, procures land for, builds, connects to the grid and maintains solar and wind power plants for businesses, and sells the associated land parcels to those customers (AP p.4).

Who pays it: commercial and industrial companies: 112 customers for completed solar projects and 15 for wind, as of 15 May 2026 (AP p.4, AP p.5). The abridged prospectus marks top-five customer concentration as "not applicable" (AP p.5).

Why it is raising money: ₹1,600 million to redeem its non-convertible debentures in full, ₹1,750 million for working capital, and the rest for general purposes (AP p.6).

How fast it has grown: revenue from ₹4,467 million in FY24 to ₹10,137 million in FY26, and profit from ₹369 million to ₹1,568 million (AP p.7).

The one thing to understand: fast profit growth that is not yet turning into cash, funded by debt and new equity. Operating cash flow was negative ₹243 million in FY25 and negative ₹1,190 million in FY26, and receivable days rose from 30 to 83 (DRHP p.32, DRHP p.125).

02The business, in plain words

A turnkey renewable-energy builder delivers a working power plant to a business that wants cheaper, cleaner electricity. It finds and buys suitable land near a substation, secures grid connection, buys modules or turbines, builds and commissions the plant, and then maintains it for a fee.

A factory owner in Tamil Nadu wants a captive solar plant → Renfra finds land near a substation and transfers it to the customer → it procures modules and builds the plant → it hands it over and is paid in milestones, then earns an O&M fee.

As of 15 May 2026 it had completed 462.35 MW, 412.85 MW solar and 49.50 MW wind, and had 139.10 MW under way, all in Tamil Nadu (AP p.5). It relies on third-party suppliers for modules, cells and wind turbine generators (DRHP p.27).

Earnings equation: Profit ≈ MW commissioned × (contract price per MW − equipment, land and construction cost). Gross margin was 35.17% in FY26 (AP p.7).

03Where the money comes from

Source: DRHP p.30.

Source: AP p.8.

Related-party transactions were 4.74%, 9.03% and 2.51% of revenue in FY26, FY25 and FY24 (DRHP p.48).

04The growth record

Source: AP p.7, DRHP p.32, DRHP p.66.

The abridged prospectus's summary table shows profit before tax equal to profit after tax in each year; the restated statement of profit and loss shows profit before tax of ₹2,110.35 million and tax of ₹542.15 million for FY26 (AP p.7, DRHP p.66). EBITDA also differs between the summary (₹2,373.53 million) and the key-indicator table (₹2,459.44 million) for FY26 (AP p.7, AP p.8).

05What the growth is made of

Wind: revenue from wind projects went from nil in FY24 to ₹3,504 million in FY26, 34.57% of revenue (DRHP p.30). The document calls wind a relatively recent business for it (DRHP p.30). Solar revenue also rose 58% in FY26, our arithmetic (DRHP p.30). EBITDA margin roughly doubled from FY24 to FY25, to 25.81%, and was 23.41% in FY26 (AP p.7).

06Earnings quality

Profit is not yet cash. Over FY25 and FY26 the company reported ₹2,514 million of profit and ₹1,433 million of negative operating cash flow (our arithmetic, AP p.7, DRHP p.32). Receivable days rose from 30 in FY24 to 58 in FY25 and 83 in FY26; the document attributes this to longer billing cycles on wind projects and weather delays (DRHP p.125). Payments are tied to milestones, inspections and commissioning (DRHP p.36).

The statutory auditor's CARO reports record that the quarterly statements of stock, receivables, payables and sales submitted to lenders in FY26 differed materially from the books in all four quarters, and that disputed GST demands of ₹2.25 million and ₹18.29 million for FY25 and FY26 have not been deposited pending appeal (DRHP p.44).

07The balance sheet

Source: AP p.7, DRHP p.352. Borrowings for earlier years were not read for this study.

Borrowings at March 2026 were 63.50% of shareholders' funds, including ₹2,470.08 million of secured long-term debt (DRHP p.352). The company issued 1,600 secured, unlisted debentures of ₹10 lakh each, ₹1,600 million, secured partly by a pledge of promoter shares (DRHP p.38). Securities premium of ₹1,665.44 million at March 2026 reflects shares issued to investors (DRHP p.352).

08What the money is for

Source: AP p.1, AP p.6.

A pre-IPO placement of up to ₹500 million may reduce the fresh issue (AP p.6). The objects have not been appraised by a bank or financial institution (DRHP p.50).

09Who is selling

Source: AP p.1, AP p.2, AP p.10, AP p.11. The last row is our arithmetic from the total of 4,794,800.

The promoters are not offering shares (AP p.1). All investor sellers other than Arumuga Raja acquired their shares at ₹71.38 each (AP p.10, AP p.11).

The 27 selling shareholders and the shares each offers are: Arumuga Raja 1,260,900; Mangal Keshav Capital Limited 434,310; Deep Ashokbhai Sanghvi 400,000; Ami Niraj Shah 280,200; Anant Wealth Consultants Private Limited 280,200; Cork Products Private Limited 280,200; Saumik Ketankumar Doshi 280,200; Krupa Prashant Mehta 210,000; Dhrumal Pradip Shah 140,100; Trevadiya Kumar Chandrakant 140,100; Nilamben Kiritbhai Shah 140,000; Bhadrik Pramodbhai Sanghavi 70,050; Chandrakant Swaroopchand Sanghvi 70,050; Darshan Abhay Mehta 70,050; Krishna Bhavya Morabia 70,050;

Megha Bhavin Mehta 70,050; Niketa Piyush Shah 70,050; Rameshbhai Vaghajibhai Shah 70,050; Rameshbhai Vaghajibhai Shah HUF 70,050; Shreyans C Sanghvi HUF 70,050; Shreyans Chandrakant Sanghvi 70,050; Uravasiben Chandrakanthbhai Sangavi 70,050; Shah Anand Arvind 50,000; Nisarg Jayesh Sheth 36,000; Soham Fincare India LLP 36,000; Karan Ajaykumar Sheth HUF 28,020; Sanghavi Varsha Vaibhav 28,020 (DRHP p.61, DRHP p.62).

10Promoters

The promoters are Muthuraj Periyasamy, chairman and managing director, and Jayendran (AP p.6, AP p.11). The document says the business depends on its promoters (DRHP p.41). Remuneration paid to Muthuraj Periyasamy was ₹18.16 million in FY24 and ₹120.37 million in FY26, and to Jayendran nil in FY24 and ₹91.90 million in FY26 (DRHP p.331).

Pledge: 60,450 of Muthuraj Periyasamy's shares are pledged, and a further 84,630,000 are being pledged, to the debenture trustee, Catalyst Trusteeship, together 49.95% of pre-issue capital, as security for the debentures (DRHP p.38).

11Who already owns it

Source: AP p.6, AP p.7.

Jayendran holds 0.11% and the promoter group 0.01% (AP p.7). The two investors holding 1% or more are Dovetail Global Fund PCC All Seasons India Opportunities Fund and Nova Global Opportunities Fund PCC - Touchstone, with 1.24% each (DRHP p.107).

12What changed just before the IPO

• Investors: shares were issued to a large group of investors at ₹71.38 each; net worth rose from ₹486 million to ₹4,663 million in two years (AP p.7, AP p.10).
• Debentures: ₹1,600 million issued under trust deeds dated September and October 2025 (DRHP p.38).
• Pledge: half the pre-issue capital pledged or being pledged (DRHP p.38).
• Wind: grew to a third of revenue (DRHP p.30).
• Last placement: the last private placement, on 4 December 2025, was of 250 equity shares of ₹100 face value at ₹1,000,000 each, which is ₹71.38 a share after the later split and bonus (DRHP p.87, our arithmetic).
• Share split: each ₹100 equity share was split into ten of ₹10 under a shareholder resolution of 13 March 2026 (DRHP p.88).
• Bonus issue: 1,400 equity shares for every one held, allotted on 28 April 2026 (DRHP p.88).
• Public company: the company converted to a public limited company, with a fresh certificate of incorporation dated 31 December 2025 (DRHP p.250).
• Auditors: there has been no change in the statutory auditors in the three years before the DRHP (DRHP p.78).

13Capacity and expansion

The company builds for customers and does not own generating plants in the pages read. It plans a module-mounting-structure manufacturing facility, which the document flags as an execution risk (DRHP p.44). Its registered office is used under a service-provider agreement, and other premises are leased (DRHP p.45).

14Market size and industry structure

The CRISIL report cited in the offer document describes how specialised EPC contractors grew as utility-scale solar expanded after 2015 (AP p.5). The document depends on the continuity of India's renewable-energy policy framework (DRHP p.36) and describes a competitive market (DRHP p.47).

15Competitive position

What the document claims, and what it rests on:

• Land and grid access: the ability to acquire land near substations and obtain connectivity on time (AP p.5).
• Execution record: 462 MW completed (AP p.5).

Against that: one state, seasonal weather and cyclones, and reliance on grid approvals from state utilities (DRHP p.27, DRHP p.28, DRHP p.29).

16Peers the company named

Source: DRHP p.136. Peer P/E uses prices on 25 June 2026.

No P/E is possible for the company until a price band is set.

17Risks, in plain words

• One state. All ongoing projects are in Tamil Nadu (AP p.5, DRHP p.28).
• Cash flow. Operating cash flow was negative in FY25 and FY26 (DRHP p.32).
• Weather. Seasonal sunlight and wind, and cyclones, can delay projects (DRHP p.27).
• Equipment prices. Modules, cells and turbines come from third parties (DRHP p.27).
• Grid connection. Depends on state utilities (DRHP p.29).
• Land. Procuring land for customers is slow and uncertain (DRHP p.31).
• Pledged shares. A default on the debentures could lead to invocation of pledged promoter shares (DRHP p.38).
• Lender statements. Quarterly statements differed from the books (DRHP p.44).

18Litigation and regulatory matters

Source: AP p.12.

No proceedings are outstanding against the promoters, directors, subsidiaries or key staff (AP p.12). The company reports delays in RoC filings and in paying statutory dues (DRHP p.39, DRHP p.45).

19Related-party transactions

Related-party transactions were 4.74% of FY26 revenue and 9.03% of FY25 revenue (DRHP p.48). The details were not read for this study.

20What the offer document does not say

In the sections read for this study, the document does not give:

• Customer names or shares of revenue; the abridged prospectus marks this "not applicable".
• How the quarterly lender statements differed from the books, and by how much, in the pages read.
• Whether the pledge is released once the debentures are redeemed from the proceeds.
• The order book in rupees, in the pages read.
• The price band, lot size or issue dates, which is normal at DRHP stage.

21Five questions for management

1. What share of FY26 revenue came from the largest customer and the largest five?
2. Why was operating cash flow negative ₹1,190 million in a year of ₹1,568 million profit?
3. How large were the differences between lender statements and the books in FY26, and what caused them?
4. Will the pledge over half the company's shares be released once the debentures are redeemed?
5. How is land priced when it is transferred to customers, and what margin does it carry?

2Sources and cited facts

This study was read from 2 documents the company filed. The 91 figures it cites are listed under the document each came from, with the page and the sentence as printed.