Tenty Limited IPO

01At a glance

What the company does: makes rigid plastic packaging (RPP) products and writing instruments at eight plants in West Bengal and Assam, and, through its subsidiary Polar Elektric Limited (PEL), makes and trades electric fans and household electrical appliances under the "Polar" brand (DRHP p.209, DRHP p.50).

Who pays it: pen brands, FMCG, food and appliance companies for the moulded products, and distributors and dealers for Polar fans. The largest customer, named as Linc Limited, was 15.08% of FY26 revenue, and the top ten were 46.87% (DRHP p.25, DRHP p.28).

Why it is raising money: ₹13,600.00 lakh to fund PEL's working capital, ₹3,637.23 lakh to repay the company's own borrowings, ₹2,540.97 lakh for Polar marketing and ₹2,257.90 lakh to repay PEL's borrowings, plus general corporate purposes (DRHP p.137).

How fast it has grown: revenue from ₹36,224.13 lakh in FY24 to ₹82,225.47 lakh in FY26, about 50.7% a year, and profit after tax from ₹874.78 lakh to ₹2,264.83 lakh, about 60.9% a year (our arithmetic, DRHP p.82). The FY26 figures include Polar for the first full year, so the years are not like for like (DRHP p.353).

The one thing to understand: the FY26 profit rests on other income and on an acquired brand. Other income of ₹2,547.36 lakh was larger than the whole profit before tax of ₹2,517.08 lakh; ₹1,551.64 lakh of it was a gain on the fair valuation of loans taken by PEL (DRHP p.82, DRHP p.326). The Polar trademark sits in the balance sheet at ₹28,739.09 lakh, 30.6% of total assets, and operating cash flow was −₹2,407.88 lakh in FY26 (our arithmetic, DRHP p.307, DRHP p.80, DRHP p.84).

02The business, in plain words

Tenty was incorporated in Kolkata in 1997 as Tenty Marketing Company Private Limited (DRHP p.3). It injection-moulds caps, closures, preforms, containers and thin-wall packaging to customer specification, and makes pens and pen parts, mostly for other brands; the "TENTY" trademark itself belongs to Kanishk Goyal, a promoter, who licenses it to the company for a 3% royalty (DRHP p.208, DRHP p.44). Dolswap Business Private Limited was merged into the company with effect from April 1, 2023 (DRHP p.244).

A pen brand or FMCG company orders a moulded part or pen → Tenty moulds and assembles it in West Bengal or Assam → it is supplied on purchase orders → the customer pays on credit.

A dealer orders Polar fans → PEL makes some and buys most from contract makers → PEL supplies them through 156 distributors and 1,391 dealers → the dealer pays on credit terms that run past the summer season.

In FY26 manufacturing was 41.72% of revenue (35.67% for original equipment makers) and trading 58.25%, against 79.32% and 20.50% in FY24 (DRHP p.214). Distributor sales of PEL were ₹37,550.64 lakh, 45.67% of FY26 group revenue (DRHP p.32). All revenue is from India (DRHP p.40).

Earnings equation: Revenue = tonnes of plastic moulded × price per tonne + fans made or bought × price per fan. Production was 9,262.62 MT of RPP products, 2,130.10 MT of writing instruments and 6,47,554 fans at the company in FY26, and 58,133 fans at PEL (DRHP p.35, DRHP p.36). The document gives no selling price or sales volume by product.

03Where the money comes from

Source: DRHP p.209.

Source: DRHP p.28, DRHP p.25. Before Polar, eighty per cent of revenue came from ten customers; the share fell in FY26 because Polar's dealer sales were added, not because the old customers bought less. Linc's revenue rose from ₹10,558.14 lakh in FY24 to ₹12,399.08 lakh in FY26, under a supply agreement dated December 5, 2024 with no minimum order quantity (DRHP p.26). The company also holds 1,00,000 Linc shares, valued at ₹86.57 lakh (DRHP p.308).

Repeat customers were 91.29% of FY26 revenue (DRHP p.28). West Bengal was 42.86% of FY26 revenue, down from 76.41% in FY24 (DRHP p.41). Fans are seasonal: the fourth quarter was 50.59% of FY26 fan and appliance sales (DRHP p.34).

04The growth record

Source: DRHP p.82, DRHP p.84, DRHP p.211, DRHP p.407, AP p.7.

Our arithmetic: revenue grew about 50.7% a year from FY24 to FY26, EBITDA about 58.5% and profit after tax about 60.9%; EBITDA margin rose 93 basis points and PAT margin 34 basis points (DRHP p.82, DRHP p.211). Revenue was ₹36,224.13 lakh in FY24 and ₹82,225.47 lakh in FY26, and profit after tax ₹874.78 lakh and ₹2,264.83 lakh (DRHP p.82). The EBITDA margin moved from 8.73% in FY24 to 9.66% in FY26 and RoCE was 19.46% in FY26 (DRHP p.211).

The years are not comparable. FY24 is the company alone; the March 2025 balance sheet includes PEL but the FY25 profit and loss does not; FY26 includes PEL for the full year (DRHP p.353). Of the FY26 profit, ₹1,487.22 lakh belonged to the company's shareholders and ₹777.61 lakh to PEL's minority holders for the period before the stake was raised (DRHP p.82). FY25 was the first year under Ind AS (DRHP p.280). Net worth here is the document's definition, which leaves out revaluation and amalgamation reserves; total equity was ₹34,755.09 lakh (DRHP p.407, DRHP p.80).

05What the growth is made of

Revenue rose by ₹46,001.34 lakh from FY24 to FY26, of which fans and appliances account for ₹43,168.63 lakh, RPP products ₹1,735.97 lakh and writing instruments ₹1,096.74 lakh (our arithmetic, DRHP p.209). The document says the FY26 increase over FY25 is "primarily attributable to the first full year of consolidation of PEL"; traded goods rose from ₹10,343.16 lakh to ₹47,899.43 lakh, and PEL alone bought ₹27,060.90 lakh of traded fans and appliances in FY26 (DRHP p.353, DRHP p.378, DRHP p.379). PEL's own revenue was ₹42,783.13 lakh in FY26 (DRHP p.42).

The older business grew slowly: RPP and writing-instrument segment revenue rose 10.57% in FY26, to ₹30,388.06 lakh, and fell 0.26% in FY25 (DRHP p.379, DRHP p.381). RPP production fell from 9,976.54 MT in FY24 to 9,262.62 MT in FY26 while RPP revenue rose, so revenue per tonne produced went from about ₹1.15 lakh to ₹1.42 lakh (our arithmetic, DRHP p.35, DRHP p.209). That uses production, not sales, so it is not a price. The document does not split the increase into volume and price.

06Earnings quality

The item that needs explaining is other income. The ₹1,551.64 lakh gain was "recognised in PEL on initial recognition of unsecured loans at fair value", with liabilities written back of ₹246.17 lakh and provisions written back of ₹178.24 lakh also in FY26 other income (DRHP p.379). Other income was ₹2,547.36 lakh against profit before tax of ₹2,517.08 lakh (DRHP p.82).

Finance costs rose from ₹1,385.23 lakh to ₹6,022.67 lakh, including ₹2,372.98 lakh of channel-finance interest for PEL's dealers (DRHP p.380). FY26 operating cash flow was negative because trade payables fell by ₹19,526.07 lakh as the company "settled outstanding dues to the creditors of PEL" (DRHP p.384). FY25 receivable days of 356 are inflated because PEL's receivables were consolidated without its revenue (DRHP p.39).

07The balance sheet

At March 31, 2026 borrowings were ₹26,032.00 lakh, ₹13,328.96 lakh from banks and financial institutions and ₹12,703.04 lakh from others, against cash of ₹1,286.95 lakh and other bank balances of ₹2,120.31 lakh (DRHP p.385, DRHP p.80). Net debt of ₹24,745.05 lakh was 3.1 times FY26 EBITDA (our arithmetic, DRHP p.80, DRHP p.211).

At June 30, 2026 the financial indebtedness table shows ₹21,867.52 lakh, of which ₹5,911.83 lakh is unsecured from body corporates, with inter-corporate deposits at 7.5% to 16% (DRHP p.391). The objects chapter gives the company's own borrowings at ₹21,867.53 lakh and PEL's at ₹12,622.34 lakh on the same date (DRHP p.48). PEL owed ₹11,989.81 lakh to Ranks Fiscals Private Limited, a promoter, at March 2026 (DRHP p.333).

Other lines: trade receivables ₹34,776.51 lakh, inventories ₹12,413.13 lakh, trade payables ₹25,000.14 lakh and lease liabilities ₹1,104.75 lakh (DRHP p.80, our arithmetic for the totals). Other intangible assets were ₹28,890.84 lakh, of which the Polar trademark is ₹28,739.09 lakh, carried under a revaluation model with an infinite useful life (DRHP p.307). Net tangible assets were ₹5,004.93 lakh (DRHP p.407). Contingent liabilities were ₹1,271.30 lakh, all tax and statutory claims, and capital commitments ₹133.54 lakh (DRHP p.38). Promoters guarantee ₹23,007.38 lakh of facilities (DRHP p.44). The long-term rating is BBB and the short-term A3+ (DRHP p.47).

After the issue: the two repayment objects total ₹5,895.13 lakh, which against March 2026 borrowings would leave ₹20,136.87 lakh (our arithmetic, DRHP p.137, DRHP p.390). The rest of the fresh issue goes to PEL, not to repaying debt.

08What the money is for

Source: DRHP p.137; percentages our arithmetic. The named objects total ₹22,036.10 lakh (our arithmetic, DRHP p.137).

The working capital is for PEL in FY28; the document's table puts PEL's receivable days at 229 and payable days at 229 in FY26 (DRHP p.137, DRHP p.144). The money reaches PEL as equity, debt or both, to be decided before the red herring prospectus (DRHP p.143). Marketing money is to be spent as ₹1,440.97 lakh in FY28 and ₹1,100.00 lakh in FY29 (DRHP p.137).

General corporate purposes are capped at 25% of gross proceeds (DRHP p.136). The objects are not appraised and a monitoring agency is still to be appointed (DRHP p.94). The company may place up to ₹5,000.00 lakh of shares before the red herring prospectus, which would reduce the fresh issue (DRHP p.94).

Into the business up to 73,36,641 new shares; the rupee amount is blank until the price is set (DRHP p.77). To selling shareholders up to 12,50,000 existing shares, also unpriced (DRHP p.77).

09Who is selling

Source: DRHP p.136; the percentage is our arithmetic. The offer for sale is 14.6% of the 85,86,641 shares on offer (our arithmetic, DRHP p.77). The weighted average cost of acquisition is ₹160.54 a share for Ranks Fiscals Private Limited and ₹125.56 for Kanishk Goyal (AP p.1).

10Promoters

The promoters are Ashok Goyal, Nishi Goyal, Kanishk Goyal, Neelam Goyal, Giriraj Ratan Kothari, Asish Kothari, Anil Kamboj and Ranks Fiscals Private Limited (DRHP p.3). The document states that Ashok Goyal and Neelam Goyal are spouses and the parents of Kanishk Goyal, that Nishi Goyal is the spouse of Kanishk Goyal, and that Giriraj Ratan Kothari is the father of Asish Kothari (DRHP p.269).

Ashok Goyal, chairman and managing director, has more than 46 years in plastic moulding, beginning with the partnership firm Excellent Moulders (DRHP p.252). Kanishk Goyal, a non-executive director since January 1, 2011, is managing director of PEL (DRHP p.252, DRHP p.333). Giriraj Ratan Kothari, 71, sits on the board of Ranks Fiscals Private Limited; Anil Kamboj, 74, oversees technical operations (DRHP p.265, DRHP p.266).

Ranks Fiscals Private Limited, incorporated in 1995, is an RBI-registered non-banking finance company owned by the promoter families and related entities (DRHP p.266, DRHP p.267).

Only Ashok Goyal was a promoter from incorporation; Kanishk Goyal and Nishi Goyal were identified as promoters on March 29, 2025, and the other five on August 24, 2026 (DRHP p.268).

Pay: in FY26 Ashok Goyal drew ₹95.40 lakh, Nishi Goyal ₹17.30 lakh and Neelam Goyal a salary of ₹14.40 lakh from the company, and Kanishk Goyal ₹244.00 lakh from PEL plus ₹19.89 lakh of royalty for the TENTY mark (DRHP p.86, DRHP p.87). The management chapter gives ₹99.00 lakh for Ashok Goyal and ₹250.00 lakh from PEL for Kanishk Goyal (DRHP p.253, DRHP p.254). On the related-party figures, promoter remuneration rose from ₹116.18 lakh in FY24 to ₹371.10 lakh in FY26 (our arithmetic, DRHP p.86, DRHP p.87).

Other interests: Excellent Moulders, KKG Industries, KKG Electricals, Hi-Tech Engineering Industries and Green Fingers (India) Private Limited may carry on similar business (DRHP p.54). Excellent Moulders supplied ₹2,179.79 lakh of goods to the company in FY26 (DRHP p.86). The shareholding pattern shows no promoter shares pledged (DRHP p.131). Ashok Goyal is among those named in an FIR registered in April 2024 by the Economic Offences Wing, Delhi, and has petitioned to quash it (DRHP p.396); see section 23.

Promoter economics: average cost per share is ₹15.08 for Ashok Goyal, ₹192.24 for Nishi Goyal, ₹125.56 for Kanishk Goyal, ₹55.88 for Neelam Goyal, ₹43.77 for Giriraj Ratan Kothari, ₹30.24 for Asish Kothari, ₹14.76 for Anil Kamboj and ₹160.54 for Ranks Fiscals Private Limited (DRHP p.128).

Promoter shares came from subscriptions at ₹39 in 2012 and 2013, a rights issue at ₹10 in July 2022, the Dolswap merger in May 2024, a bonus in September 2024 and the ₹200 share swap of March 30, 2026 (DRHP p.103, DRHP p.104, DRHP p.105). The weighted average cost of shares acquired by the promoters and promoter group was ₹200.00 over the last year and ₹95.76 over three years (DRHP p.128).

11Who already owns it

The company had 61 shareholders (DRHP p.133). The eight promoters hold 1,44,27,429 of 1,90,83,755 shares, 75.59%; with the promoter group, 17 holders own 91.62%, and 44 public holders own 8.38% (DRHP p.110, DRHP p.131).

Source: DRHP p.132, AP p.6. With 73,36,641 new shares there would be 2,64,20,396 shares; after selling 12,50,000 shares the promoters would hold 49.9% and the promoter group as a whole 61.4%, before any pre-IPO placement (our arithmetic, DRHP p.110, DRHP p.77). No fund or company outside the promoter group holds 1% or more; no venture or alternative investment fund holds shares (DRHP p.132, DRHP p.129).

12What changed just before the IPO

• Dolswap Business Private Limited was merged in by an NCLT order of March 6, 2024, with 18,38,000 shares issued on May 30, 2024 at five for every four (DRHP p.244, DRHP p.104).
• The company became a public company, with a fresh certificate dated July 25, 2024 (DRHP p.89).
• A bonus issue of 62,23,815 shares on September 24, 2024 doubled the share count, one bonus share for each share held (DRHP p.104).
• On March 31, 2025 the company took 51.43% of PEL; Ranks Fiscals Private Limited settled a loan of ₹5,124.53 lakh owed to the company by transferring 51,24,525 PEL shares it had received in a PEL rights issue two days earlier (DRHP p.244, DRHP p.246).
• The company lent Ranks Fiscals Private Limited ₹16,599.98 lakh in FY25 and ₹10,169.60 lakh in FY26, both repaid within the year (DRHP p.86).
• On March 30, 2026 the company issued 66,36,125 shares at ₹200 in exchange for 1,32,72,245 PEL shares, 38,92,145 of them to Ranks Fiscals Private Limited, taking its stake to 99.35% (DRHP p.105, DRHP p.244).
• On January 12, 2026 it pledged 26% of PEL's shares to Wonder Electricals Limited, a fan supplier, for a credit line of up to ₹11,500.00 lakh (DRHP p.246).
• The auditor S Jaykishan resigned on March 9, 2026 over "non- consensus on audit fees", and V. Singhi & Associates was appointed on March 31, 2026 (DRHP p.92).
• The chief financial officer changed on May 1, 2026 (DRHP p.335). The FY25 accounts note legal costs of ₹12.75 lakh for an "aborted SME IPO" (DRHP p.383).

13Capacity and expansion

Source: DRHP p.35, DRHP p.36, as certified by a chartered engineer. PEL's output fell from 2,74,575 fans in FY24 to 58,133 in FY26 on unchanged capacity, and the document does not say why (DRHP p.36). PEL's only plant, 16,950 sq. ft. on B.T. Road, Kolkata, is held on a disputed tenancy protected by an interim injunction of June 8, 2026 (DRHP p.43). No part of the issue funds new capacity (DRHP p.137).

14Market size and industry structure

As claimed: the report cited is CARE Analytics and Advisory's industry study dated September 28, 2026, commissioned and paid for by the company (DRHP p.24). It puts the Indian electric fan industry at USD 2,141 million in FY26, writing instruments at USD 2,239 million, rigid plastic packaging at USD 14.7 billion and home appliances at USD 3.5 billion (DRHP p.200, DRHP p.189, DRHP p.196, DRHP p.203). The report also carries projections, which this study does not repeat.

The part that is addressable: caps, closures, preforms and containers mostly in eastern India, pens made for brands, and Polar fans and small appliances sold through dealers. The document does not size that part.

What the company is today: ₹82,225.47 lakh of FY26 revenue (DRHP p.82). The market figures are in US dollars with no conversion given, so no share is worked out. The commissioned report describes the writing-instrument trade as more than three-quarters organised, with unorganised makers competing on local presence and cost (DRHP p.188).

15Competitive position

Source: DRHP p.208, from the commissioned report, which uses a Tenty revenue slightly different from the restated ₹82,225.47 lakh (DRHP p.82). The report states that Tenty "does not have any direct peers" and uses segment peers (DRHP p.208). The company gives long customer relationships, a broad product range, in-house tooling and moulding, and supplier ties as its strengths (DRHP p.212, DRHP p.213, DRHP p.215). It owns no registered trademark; PEL holds 107, and the TENTY mark is licensed from a promoter for ten years from January 1, 2024 (DRHP p.45, DRHP p.44).

16Peers the company named

Peers named in the offer document: none. Basis for Offer Price states that there are no listed companies in India or abroad in a business similar to the company's, so no peer ratios are given (DRHP p.156).

The only comparison is the segment table from the commissioned report in section 14, which sits in the industry chapter and not in the price justification (DRHP p.208). Bajaj Electricals and Orient Electric are several times the company's size, and Mold-Tek Packaging's PAT margin of 8.22% is about three times the company's (DRHP p.208).

17Risks, in plain words

Pledge: 26% of PEL's shares are pledged to Wonder Electricals Limited, which supplied 25.17% of FY26 traded goods, and the company has in the past paid beyond the 90-day limit (DRHP p.24, DRHP p.25) → if the pledge is invoked, a supplier would own a quarter of the company that earns most of the revenue → the credit line is ₹11,500.00 lakh (DRHP p.25).

Customers: Linc Limited was 15.08% of FY26 revenue with no minimum order commitment (DRHP p.25, DRHP p.26) → the moulding business still relies on a few buyers → the top ten were 80.61% of FY25 revenue before Polar was added (DRHP p.28).

Earnings quality: other income was 101.2% of FY26 profit before tax, including a one-time ₹1,551.64 lakh fair-value gain (our arithmetic, DRHP p.82, DRHP p.326) → the operating business earned little after interest → finance costs of ₹6,022.67 lakh took 75.8% of FY26 EBITDA (our arithmetic, DRHP p.82, DRHP p.211).

Working capital and cash: FY26 operating cash flow was −₹2,407.88 lakh and PEL's working-capital cycle rose from 18 to 136 days (DRHP p.84, DRHP p.42) → most of the issue goes to fund PEL's stock and dealer credit → ₹13,600.00 lakh is earmarked for it (DRHP p.137).

Brand and plant: the Polar trademark is carried at ₹28,739.09 lakh and PEL's only plant is under a tenancy suit (DRHP p.307, DRHP p.43) → a write-down or an eviction would hit the balance sheet or output → PEL's plant ran at 20.76% in FY26 (DRHP p.36).

Related parties: the company lent ₹10,169.60 lakh to Ranks Fiscals Private Limited in FY26, and PEL borrowed ₹15,048.30 lakh from it (DRHP p.86, DRHP p.87) → money moves between the company and a promoter NBFC → PEL owed Ranks ₹11,989.81 lakh at March 2026 (DRHP p.333).

Compliance: GST was paid late 174 times in FY26 and TDS 58 times, some by up to 297 days, and some historical company records are untraceable (DRHP p.51, DRHP p.30) → penalties are possible → the late GST dues totalled ₹830.02 lakh with interest (DRHP p.51).

Issue-specific: the objects are not appraised, general corporate purposes are blank, and a pre-IPO placement of up to ₹5,000.00 lakh may be made (DRHP p.94, DRHP p.137).

18Litigation and regulatory matters

Tax amounts are our sums of the document's figures. The FIR arises from a complaint by Sunil Gupta alleging a loss of more than ₹4,000.00 lakh from dealings since 2006; the complaint and its amounts are allegations, no charge-sheet has been filed, and the petitioners say the dispute is civil (DRHP p.394, DRHP p.395). PEL has also filed 43 cheque-bounce cases involving ₹848.58 lakh and 23 cheating cases involving ₹578.35 lakh against debtors, and a money suit claiming ₹183.90 lakh (DRHP p.395, DRHP p.396). The document reports no action by SEBI or the exchanges against the promoters (DRHP p.393). Two material creditors are owed ₹9,208.17 lakh (DRHP p.398).

19Related-party transactions

Source: DRHP p.86. In PEL's books for FY26: loan taken from Ranks Fiscals Private Limited ₹15,048.30 lakh, repaid ₹6,005.08 lakh, interest ₹968.65 lakh, and PEL shares of ₹6,365.70 lakh issued to Ranks and later transferred to the company (DRHP p.87). Related-party transactions of the company were 116.70% of revenue in FY25 and 28.61% in FY26 (DRHP p.87). Arrangements that appeared in the last two years: the loans to and from Ranks from FY25, rent to Vikash Logistics & Warehousing from FY25, and the royalty under the trademark licence of December 26, 2023 (DRHP p.86, DRHP p.246). PEL gave corporate guarantees of ₹4,500.00 lakh for the company's factoring lines (DRHP p.334).

20What the offer document does not say

Why PEL's fan output fell from 2,74,575 in FY24 to 58,133 in FY26 is not explained (DRHP p.36). The terms and lender of the PEL loans that produced the ₹1,551.64 lakh fair-value gain are not set out beyond the note (DRHP p.379). Selling prices and sales volumes by product are not disclosed.

Customer names other than Linc Limited, and supplier names other than Wonder Electricals Limited, are withheld for want of consent (DRHP p.28, DRHP p.27). The basis for the Polar trademark value is described only as a valuation report (DRHP p.307). The management chapter and the related-party tables give different FY26 pay for Ashok Goyal and Kanishk Goyal (DRHP p.253, DRHP p.254, DRHP p.86, DRHP p.87).

The price band, issue dates, general corporate purposes amount and issue expenses are blank, which is normal at this stage.

21Five questions for management

1. Which loans gave rise to the ₹1,551.64 lakh fair-value gain in FY26, who lent them, and at what interest rate?
2. What would FY26 profit before tax have been without that gain and the ₹424.41 lakh of provisions and liabilities written back?
3. Why did PEL's own fan production fall to 58,133 units in FY26, and how much of Polar revenue now comes from bought-in fans?
4. On what terms did the company lend ₹16,599.98 lakh and ₹10,169.60 lakh to Ranks Fiscals Private Limited, and why was the FY25 loan settled in PEL shares rather than cash?
5. How was the Polar trademark valued at ₹28,739.09 lakh, and what would trigger an impairment?

2Sources and cited facts

This study was read from 2 documents the company filed. The 126 figures it cites are listed under the document each came from, with the page and the sentence as printed.