Runwal Developers Limited IPO

01At a glance

What the company does: develops residential, commercial and organised retail projects in the Mumbai Metropolitan Region and Pune, with 35 completed, 17 ongoing and 24 upcoming projects at June 2025 and 11.22 million sq ft delivered; it plans hotels under management contracts (DRHP p.20).

Who pays it: home buyers, and tenants of its offices and malls; rental income was ₹2,673.62 million in FY25 from 2.89 million sq ft of leasable area (DRHP p.136).

Why it is raising money: ₹13,000.00 million to repay borrowings of the company and five subsidiaries, Runwal Construction, Aethon Developers, R Retail Ventures, R Mall Developers and Histyle Retail, and the rest for general purposes (DRHP p.21).

How fast it has grown: revenue from ₹3,020 million in FY23 to ₹5,394 million in FY24 and ₹11,632 million in FY25 (DRHP p.22).

The one thing to understand: reported profit has been shaped by a group reorganisation. FY24 profit included an exceptional ₹11,820.16 million gain on fair valuation from a business combination, net worth more than doubled that year, and borrowings rose from ₹7,420 million to ₹26,441 million (DRHP p.22, DRHP p.440).

02The business, in plain words

A developer builds and sells apartments, collecting instalments from buyers during construction, and also builds offices and malls that it leases out for rent.

A family in Thane books an apartment in a Runwal tower through a channel partner → it pays in stages as the building rises → Runwal builds with those payments and loans → separately, retailers rent space in Runwal's malls.

The company sells through its own sales team of 80 and more than 885 active channel partners (DRHP p.231).

Earnings equation: Profit ≈ area sold × (price − land and construction cost) + rent − interest. EBITDA margin was 39.80% in FY25 (DRHP p.136).

03Where the money comes from

Source: DRHP p.136.

04The growth record

Source: DRHP p.22, DRHP p.136, DRHP p.439.

EBITDA margin was 44.60% in FY23, 43.25% in FY24 and 39.80% in FY25 (DRHP p.135).

05What the growth is made of

Consolidation more than sales. Rental income rose almost tenfold in FY24 and leasable area rose in FY25, while residential sales value fell from ₹16,840 million in FY23 to ₹12,914 million in FY25 and area sold from 1.49 to 1.01 million sq ft (DRHP p.136). The FY24 business combination produced the exceptional gain (DRHP p.440).

06Earnings quality

FY24 profit was an accounting gain rather than cash; excluding the ₹11,820.16 million exceptional item, profit before tax that year was about ₹(102.6) million (our arithmetic, DRHP p.440). Operating cash flow was negative ₹3,085.92 million in FY25 (DRHP p.439). Return on net worth was 5.32% in FY25 (DRHP p.134). Other income was ₹365.30 million in FY25 against profit before tax of ₹1,747.08 million, or 20.9% of it (our arithmetic, DRHP p.91). Trade receivable days were 23.37 in FY23 and 15.60 in FY25 (DRHP p.45).

07The balance sheet

Source: DRHP p.22, DRHP p.136.

The promoter also holds 99.93% of the company's 9% redeemable preference shares (DRHP p.22).

Contingent liabilities at March 2025 were ₹5,322.50 million, all tax demands contested in appeal (DRHP p.24).

08What the money is for

Source: DRHP p.21.

09Who is selling

Source: DRHP p.20, DRHP p.21.

The offer of up to ₹20,000.00 million is a fresh issue of up to ₹17,000.00 million and an offer for sale of up to ₹3,000.00 million by Sandeep Subhash Runwal (DRHP p.4).

10Promoters

The promoter is Sandeep Subhash Runwal (DRHP p.20). Proceedings against the promoter include 17 criminal and 3 civil matters involving ₹563.45 million (DRHP p.23).

11Who already owns it

Source: DRHP p.21. The last row is our arithmetic. Promoter and promoter group hold 99.15% (DRHP p.21).

12What changed just before the IPO

• Business combination: in FY24, with an ₹11,820.16 million fair-valuation gain (DRHP p.440).
• Borrowings: up from ₹7,420 million in FY23 to ₹33,275 million in FY25 (DRHP p.22).
• Leasable area: up from 1.70 to 2.89 million sq ft in FY25 (DRHP p.136).
• Hotels: plans to enter hospitality under management contracts (DRHP p.20).
• Share split and bonus, 2022: in September 2022 the face value was split from ₹10 to ₹1 a share, and a bonus of 34 shares for every one held followed (DRHP p.103).
• Bonus, 2025: a bonus of one share for every one held on September 5, 2025 (DRHP p.103).
• Public company: the company converted to a public limited company, with a fresh certificate of incorporation dated August 27, 2025 (DRHP p.4).
• Auditor: there has been no change of statutory auditor in the three years before the DRHP (DRHP p.95).

13Capacity and expansion

Seventeen ongoing residential projects and 24 upcoming projects, including commercial, retail and hospitality projects (DRHP p.23). The proceeds reduce debt (DRHP p.21).

14Market size and industry structure

The Anarock report cited in the offer document expects the Indian real-estate market to reach US$1 trillion by 2030 and ranks the Mumbai region first among India's top seven markets by supply, absorption and price from 2022 to March 2025 (DRHP p.20). Those projections are Anarock's, and newboard has not tested them.

15Competitive position

What the document claims, and what it rests on:

• A diversified portfolio of residential, office and retail projects in the Mumbai region and Pune, citing Anarock (DRHP p.20).
• Recurring rent from leased commercial and retail space (DRHP p.136).

Against that: geographic concentration, heavy borrowing, reliance on land-owner and slum-rehabilitation agreements, and RERA interest on delays (DRHP p.23).

16Peers the company named

Source: DRHP p.134, DRHP p.135. Peer P/E uses prices on 25 September 2025. The table also lists Kalpataru, Sunteck Realty and Keystone Realtors (DRHP p.134, DRHP p.135).

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

17Risks, in plain words

• Region. Almost all projects in the Mumbai region and Pune (DRHP p.23).
• Delivery. Many ongoing and upcoming projects to complete (DRHP p.23).
• Financing. A capital-intensive business dependent on loans (DRHP p.23).
• Land partners. Disputes with landowners or the Slum Rehabilitation Authority (DRHP p.23).
• Claims. ₹10,669 million of claims against the company (DRHP p.23).

18Litigation and regulatory matters

Source: DRHP p.23.

19Related-party transactions

Not read in detail for this study.

20What the offer document does not say

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

• Which entities were combined in FY24, and from whom, in the pages read.
• What the ₹10,669 million of claims against the company concern, in the pages read.
• What the 17 criminal proceedings against the promoter concern, in the pages read.
• Why residential sales value fell from FY23 to FY25, in the pages read.
• The price band, lot size or issue dates, which is normal at DRHP stage.

21Five questions for management

1. What was combined in FY24, who owned it before, and how was the ₹11,820 million gain measured?
2. What are the largest claims making up the ₹10,669 million against the company?
3. Why did residential sales fall from FY23 to FY25?
4. What are the criminal proceedings against Sandeep Subhash Runwal?
5. How much debt will remain after ₹13,000 million is repaid, and at what cost?

1Sources and cited facts

This study was read from 1 document the company filed. The 54 figures it cites are listed under the document each came from, with the page and the sentence as printed.