Vishakha Renewables Limited IPO

01At a glance

What the company does: manufactures four of the six main components of a solar module (solar glass, aluminium frames, EVA and EPE encapsulants, and back sheets) at facilities in one industrial cluster at Mundra, Gujarat; solar glass was 56.66% of FY26 revenue (DRHP p.219, DRHP p.226, AP p.4).

Who pays it: solar module manufacturers. The two largest, Mundra Solar Energy Limited and Mundra Solar PV Limited, are Adani portfolio entities that the document calls Anchor Customers and lists as related parties; together they were 37.72% of FY26 revenue (DRHP p.32, DRHP p.95). The rest of the FY26 top ten were Waaree Energies Limited, FS Green Energies Private Limited, SAEL Solar P6 Private Limited, Kosol Energie Private Limited, TP Solar Limited, Luminous Power Technologies Private Limited, Sangam Solar One Private Limited and Alpha Renewables (DRHP p.31, DRHP p.32).

Why it is raising money: ₹9,000.00 million of the fresh issue goes to repaying or prepaying borrowings, with the rest, capped at 25% of gross proceeds, for general corporate purposes (DRHP p.132, DRHP p.133). The offer for sale proceeds go to the six selling shareholders, not the company (DRHP p.132).

How fast it has grown: revenue from ₹10,035.79 million in FY24 to ₹18,933.78 million in FY26, about 37.4% a year, and profit after tax from continuing operations from ₹834.83 million to ₹1,734.48 million, about 44.1% a year (our arithmetic, DRHP p.88). Profit fell in FY25 before rising in FY26 (DRHP p.88).

The one thing to understand: this is a heavily borrowed company in the middle of a large expansion, and the fresh issue is mostly for debt. Total borrowings were ₹23,119.19 million at March 2026 against net worth of ₹7,622.56 million, net debt was 5.62 times EBITDA, and borrowings had reached ₹27,005.68 million by June 30, 2026 (DRHP p.142, DRHP p.397).

02The business, in plain words

A solar panel is a sandwich. Cells sit in the middle, sealed between sheets of encapsulant film, with a pane of special low-iron glass on the front, a protective back sheet or a second pane of glass on the back, and an aluminium frame around the edge. This company makes those outer layers, not the cells (DRHP p.220, DRHP p.224). The commissioned industry report puts these four parts at about 40 to 45% of the cost of a bifacial module (DRHP p.219).

A solar module maker needs glass, frames and films → the company melts silica sand into rolled solar glass in a continuous furnace, extrudes and anodises aluminium frames, and makes EVA and EPE films and back sheets → it ships them from Mundra to module plants, many of them nearby → it is paid per unit at prices that, for its two Adani portfolio customers, are set under long-term offtake agreements with a floor price (DRHP p.223, DRHP p.232).

The solar glass furnace melts 660 tonnes a day, which the company equates to 4.40 GW of modules a year, and a second furnace of 1,260 tonnes a day is expected to be commissioned on January 1, 2027 (DRHP p.224). A second aluminium frame plant began operations on September 5, 2026 (DRHP p.220). A furnace, once lit, runs continuously; shutting it down is costly (DRHP p.225).

The two Adani portfolio customers purchase under three agreements: a take-or-pay arrangement from December 2021 under which Mundra Solar PV Limited must take at least 70% of the phase I solar glass output for 15 years or pay for the shortfall; an aluminium frame agreement from May 2025 giving the Anchor Customers a first right to all phase II output for 8.5 years; and a solar glass agreement from August 2025 for phase II, for 17 years (DRHP p.231, DRHP p.232).

The company had 99 customers at March 31, 2026, up from 59 in FY24 (DRHP p.221, DRHP p.232). It does not own a registered trademark; the "Vishakha" mark belongs to Vishakha Industries Private Limited, a promoter group company, and is used under a no-objection rather than a licence (DRHP p.52).

Earnings equation: Revenue = tonnes or square metres sold of each of the four products × realisation per unit. The document gives installed capacity and production by product but not volumes sold or prices, so the equation cannot be filled in from the filing.

03Where the money comes from

Source: DRHP p.226. The mix turned over in three years: back sheets went from 29.27% of revenue to 0.93% and solar glass from 17.97% to 56.66% (DRHP p.226). Export sales were ₹4,196.11 million in FY24 and ₹173.65 million in FY26 (DRHP p.386, DRHP p.384). FY26 "others" includes ₹306.43 million of SGST subsidy income, which was nil in FY25 (DRHP p.384).

Source: DRHP p.31, AP p.5. Revenue depends on a few customers, less each year: five customers took 55.71% of FY26 revenue. The largest customer was Mundra Solar Energy Limited in FY25 and FY26 and Mundra Solar PV Limited in FY24 (DRHP p.31). The two Anchor Customers together were 87.83% of FY24 revenue, 56.21% of FY25 and 37.72% of FY26 (DRHP p.32).

Total revenue from related parties was 93.03%, 63.73% and 39.74% in the three years (DRHP p.33). Some customers in the FY24 and FY25 top ten are not named because they did not consent (DRHP p.32). On the supply side, the top ten suppliers were 53.16% of FY26 total expenses (DRHP p.34).

04The growth record

Source: DRHP p.88, DRHP p.90, DRHP p.142, converted from ₹ million. In rupees, revenue went from ₹1,003.6 crore in FY24 to ₹1,893.4 crore in FY26 and profit after tax from ₹83.5 crore to ₹173.4 crore (DRHP p.88).

Our arithmetic over FY24 to FY26: revenue grew about 37.4% a year (our arithmetic, DRHP p.88), EBITDA about 45.5% a year (our arithmetic, DRHP p.142) and profit after tax from continuing operations about 44.1% a year (our arithmetic, DRHP p.88). EBITDA margin moved from 18.36% to 20.60%, up 224 basis points, and PAT margin from 8.18% to 9.03%, up 85 basis points (DRHP p.142). The company's own CAGR figures are 37.35%, 45.46% and 44.14% (DRHP p.229).

Year by year, revenue rose 51.2% in FY25 and 24.8% in FY26, while profit after tax fell 24.7% in FY25 and rose 175.9% in FY26 (our arithmetic, DRHP p.88). The company attributes the FY25 fall in profit before tax to lower back sheet sales and higher finance costs and depreciation (DRHP p.387). These are continuing operations only: the demerged pipe and moulding business lost ₹673.10 million in FY24 and ₹105.08 million in FY25 before tax, so reported profit for the year including it was ₹330.94 million in FY24 and ₹565.05 million in FY25 (DRHP p.88).

Operating cash flow was ₹393.2 crore in FY26, after an outflow of ₹137.0 crore in FY24 (DRHP p.90). Other income of ₹276.20 million was 13.1% of FY26 profit before tax of ₹2,104.07 million (our arithmetic, DRHP p.88). Net debt was 5.62 times EBITDA in FY26, about 5.6×, and debt to equity 3.03 times, about 3.0× (DRHP p.142). Return on capital employed was 10.7% in FY26 (DRHP p.142).

Contingent liabilities at March 31, 2026 add up to ₹446.38 million, about ₹44.6 crore, of which ₹360.75 million is bank guarantees (our arithmetic, DRHP p.92). Borrowings stood at ₹27,005.68 million, about ₹2,700.6 crore, on June 30, 2026 (DRHP p.397). Of the fresh issue, ₹9,000.00 million, about ₹900.0 crore, is earmarked for repaying borrowings (DRHP p.132).

Two accounting points sit under the table. Net worth is the company's defined figure, which excludes capital reserves; total equity on the balance sheet was ₹1,715.43 million, ₹9,023.89 million and ₹7,721.21 million (DRHP p.87, DRHP p.142). And in FY26 the company changed how it books government grants, from cash received to accrual, and restated the earlier years; the auditor draws attention to this and to corrections of prior period errors (DRHP p.304, DRHP p.305). The year end is March 31 throughout (DRHP p.23).

05What the growth is made of

Revenue rose ₹8,897.99 million from FY24 to FY26 (our arithmetic, DRHP p.226). Solar glass added ₹8,924.92 million, aluminium frames ₹1,480.61 million, encapsulants ₹883.43 million and "others" ₹370.39 million, while back sheets fell ₹2,761.36 million (our arithmetic, DRHP p.226). So the whole increase, and more, came from solar glass, whose first furnace began commercial operations in 2023 (DRHP p.254).

Volumes, as production: solar glass output went from 2.18 GW in FY24 to 4.10 GW in FY26 on the same 660 TPD furnace, aluminium frames from 9,916.30 to 12,624.74 tonnes, encapsulants from 8.40 to 15.74 million linear metres, and back sheets from 5.13 to 0.29 million linear metres (DRHP p.44). For FY26 the company names both more volume and higher selling prices of solar glass and aluminium frames as reasons for the rise in domestic sales (DRHP p.384).

For aluminium frames alone, a rough split is possible: production rose 2,708.44 tonnes, which at FY24 revenue per tonne produced of about ₹0.31 million accounts for about ₹840 million; the remaining ₹640 million or so is price and mix (our arithmetic, DRHP p.44, DRHP p.226). Production is not sales, so this is an approximation. For solar glass the document gives no sales volume or price per tonne, so the increase cannot be separated into volume and price. That is the finding.

Part of FY26 "others" is an accounting effect: ₹306.43 million of SGST subsidy income recognised in FY26 against nil in FY25, after the change to accrual accounting for grants (DRHP p.384, DRHP p.304). It equals 14.6% of FY26 profit before tax (our arithmetic, DRHP p.88, DRHP p.384).

06Earnings quality

The item that needs explaining is how much of the record depends on decisions outside ordinary trading. Government grants: the company had received ₹659.50 million under incentive schemes by March 2026, has SGST reimbursement claims of ₹531.61 million, ₹131.12 million and ₹228.77 million under process for its three units, and switched to accruing grants in FY26 (DRHP p.230, DRHP p.41, DRHP p.304). Other income included ₹120.14 million of EPF, power and interest subsidy in FY26 (DRHP p.384).

The auditor's prior period corrections include booking expected credit losses, moving share issue expenses out of capital work in progress, and equity-accounting the associate Mundra Solar Technopark Private Limited, which had not been done before (DRHP p.304, DRHP p.305). Cash flow was helped in FY26 by receivables falling ₹403.31 million while revenue rose (DRHP p.90). A bad debt of ₹499.55 million was written off in FY24 (DRHP p.90).

07The balance sheet

At March 31, 2026 total assets were ₹38,747.41 million: property, plant and equipment ₹11,324.76 million, capital work in progress ₹10,653.10 million, other non-current assets ₹4,674.82 million (mostly capital advances), inventories ₹3,082.75 million, trade receivables ₹2,364.28 million, right of use assets ₹2,310.01 million, cash ₹347.65 million and other bank balances ₹690.27 million (DRHP p.87, DRHP p.389). Against that: non-current borrowings ₹21,691.74 million, current borrowings ₹1,427.45 million, other non-current financial liabilities ₹3,362.14 million, lease liabilities ₹966.99 million and total equity ₹7,721.21 million (DRHP p.87).

By June 30, 2026 borrowings were ₹27,005.68 million: secured term loans and capex letters of credit ₹17,718.18 million, working capital ₹3,385.93 million, and ₹5,901.57 million of unsecured loans from promoters (DRHP p.397). Unsecured borrowings from promoters and related parties were 26.20% of total borrowings at March 2026 (DRHP p.48). Capital commitments were ₹2,195.08 million at March 2026 (DRHP p.389). Contingent liabilities were ₹446.38 million, mainly ₹360.75 million of bank guarantees, ₹61.50 million of GST notices and a ₹24.13 million MSME vendor claim (our arithmetic, DRHP p.92). Interest coverage was 2.71 times in FY26 (DRHP p.49).

Source: DRHP p.397, DRHP p.132, our arithmetic. The after-issue borrowing figure assumes the full ₹9,000.00 million is applied to the June 2026 balance and nothing else changes; the company says it may renew, refinance or draw further in the meantime (DRHP p.134). Net worth after the issue cannot be stated because expenses and the price are blank (DRHP p.136, DRHP p.396).

08What the money is for

Source: DRHP p.132, DRHP p.133; the percentage is our arithmetic on the ₹12,500.00 million gross fresh issue. The repayment is to be made in FY27, from a list of eight loans with ₹13,116.36 million outstanding at June 30, 2026, the largest a State Bank of India term loan with ₹5,750.41 million outstanding (DRHP p.133, DRHP p.135). The ₹9,000.00 million is 33.33% of total borrowings at June 30, 2026 (DRHP p.134).

None of the loans listed carries a prepayment penalty, and the loans were taken mainly for capital expenditure (DRHP p.135). The objects have not been appraised by a bank (DRHP p.139). The unsecured promoter loans are not in the list of loans to be repaid (DRHP p.135).

The company may place up to ₹2,500.00 million of shares before the red herring prospectus, which would reduce the fresh issue (DRHP p.83, DRHP p.129).

Into the business up to ₹1,250.0 crore, the fresh issue, before expenses (DRHP p.83). To selling shareholders 18,152,206 shares, 4.76% of the present share count; the rupee amount depends on the price, which is not set (DRHP p.83, our arithmetic).

09Who is selling

Source: DRHP p.84 for the offered shares, DRHP p.129 for holdings; the percentages are our arithmetic. The offer for sale is up to 18,152,206 shares by six selling shareholders, alongside a fresh issue of up to ₹1,250.0 crore (DRHP p.83). The three promoter sellers offer 15,408,355 shares, 84.9% of the offer for sale, and with the promoter group 88.9% (our arithmetic, DRHP p.84).

The document states that Umesh Nagindas Doshi and Bhadreshkumar Nagindas Doshi are brothers of Jigish Nagindas Doshi, and that Jigish Nagindas Doshi is the father of Akshat Jigishbhai Doshi (DRHP p.294, DRHP p.270). Anky Jain was classified as a promoter until the board declassified Anky Jain and Asahi India Glass Limited on February 25, 2026 (DRHP p.97).

Average cost of the shares held, as certified: ₹0.69 for Jigish Nagindas Doshi, ₹1.26 for Akshat Jigishbhai Doshi, ₹0.70 for Adani Properties Private Limited, ₹0.07 for each of the two promoter group sellers and ₹10 for Anky Jain (DRHP p.124, DRHP p.125). The low figures arise because the cost of the old holding in the merged parent was carried across to the 479-for-19 share exchange (DRHP p.124).

10Promoters

The document names eight promoters: Jigish Nagindas Doshi, Akshat Jigishbhai Doshi, Gautam S. Adani, Rajesh S. Adani, Vinod S. Adani, Adani Properties Private Limited, Adani Commodities and S.B. Adani Family Trust (DRHP p.287). Only three hold shares directly: Adani Properties Private Limited 39.14%, Jigish Nagindas Doshi 30.92% and Akshat Jigishbhai Doshi 5.55%, together 75.61% (DRHP p.120, DRHP p.287). The document states that Gautam S. Adani, Rajesh S. Adani and Vinod S. Adani are brothers (DRHP p.294).

Jigish Nagindas Doshi, aged 65, is Chairman and Managing Director, with over 45 years in petrochemicals, packaging and renewable energy; Akshat Jigishbhai Doshi, aged 34, is Joint Managing Director and CEO, with over 11 years in packaging and renewable energy (DRHP p.287, DRHP p.269). Gautam S. Adani, aged 64, Rajesh S. Adani, aged 62, and Vinod S. Adani, aged 77, are described as long involved with the Adani portfolio; Vinod S.

Adani is a citizen of Cyprus (DRHP p.288). Adani Properties Private Limited is a real estate and trading company owned 44.11% by Adani Commodities, 40.30% by S.B. Adani Family Trust and 15.59% by Gautam S. Adani (DRHP p.289, DRHP p.290). Two directors, Ankit Mohanlal Shah and Muralee Krishnan, sit as representatives of Adani Properties Private Limited (DRHP p.98).

Pay: remuneration paid to Jigish Nagindas Doshi was ₹36.00 million in FY24 and ₹99.87 million in FY26, and to Akshat Jigishbhai Doshi ₹10.89 million and ₹39.02 million (DRHP p.352). Together that is about ₹4.7 crore in FY24 and ₹13.9 crore in FY26 (our arithmetic, DRHP p.352). The FY26 figures aggregate pay from the merged companies (DRHP p.272). From April 1, 2026 the new terms are ₹27.9 million a year for Jigish Nagindas Doshi and ₹22.1 million for Akshat Jigishbhai Doshi (DRHP p.271).

Pledges: Jigish Nagindas Doshi, Akshat Jigishbhai Doshi and Adani Properties Private Limited have pledged 67,041,490, 12,038,051 and 79,079,540 shares, 17.59%, 3.16% and 20.75% of the share capital, to lenders led by State Bank of India; 41.49% of all shares are pledged (DRHP p.121, DRHP p.126). The lead lender has agreed to release them before the updated draft for lock-in purposes, to be re-pledged within 30 days of listing (DRHP p.121). Adani Properties Private Limited has also given non-disposal undertakings and pledges for five term loans (DRHP p.294).

Cases: none against the Doshi promoters is listed. Against the Adani promoters the summary counts 4 criminal matters, 12 tax matters, 2 statutory or regulatory actions and 10 civil cases, ₹278.67 million in aggregate to the extent quantifiable (DRHP p.54). They include a FEMA penalty order on Rajesh S. Adani stayed by the High Court of Gujarat, a 2024 mining complaint naming Rajesh S. Adani, and a criminal complaint by the Serious Fraud Investigation Office against Adani Properties Private Limited and others that is pending (DRHP p.403). There has been no SEBI or stock exchange disciplinary action against the promoters in five years (DRHP p.404).

Promoter economics: the promoters received their present shares on June 18, 2026 in exchange for shares of the merged parent, Erstwhile Vishakha Renewables Private Limited, at 479 new shares for every 19 old ones (DRHP p.116). Before that, the parent had subscribed to rights issues at ₹10 a share between December 2021 and January 2024 (DRHP p.110, DRHP p.111). There has been no bonus issue (DRHP p.118). Weighted average cost of the scheme allotment was ₹1.63 a share (DRHP p.147). In August 2026 Jigish Nagindas Doshi gifted 9,000 shares to J N Doshi Family Trust and 900 to Nidhi Family Trust (DRHP p.117).

11Who already owns it

Source: DRHP p.120, DRHP p.127; the "other public" row is our arithmetic from the 381,196,324 shares outstanding (DRHP p.83). Promoters and promoter group hold 81.35% and the public 18.65% (DRHP p.126). The company has 65 shareholders and no employee stock option scheme (DRHP p.127, DRHP p.119). Asahi India Glass Limited holds 7.37% before the issue and is the only fund or company outside the promoter group with 1% or more (DRHP p.127).

When they came in: Asahi India Glass Limited and Anky Jain subscribed alongside the parent in rights issues at ₹10 a share from December 2021 to January 2024, partly by converting loans (DRHP p.110, DRHP p.111, DRHP p.116).

Asahi India Glass Limited has a shareholders' agreement of February 24, 2026 that gives it pre-emptive and information rights and obliges the company or promoters to purchase its shares if the IPO is not completed in time; it ends on listing (DRHP p.260, DRHP p.261).

From December 2024 to March 2025 the company placed 15,133,320 shares privately at ₹300 each, raising ₹4,540.00 million, to holders including Udhay-VJ Realty Private Limited, RK Investments, Jashodaben Commodities LLP, Micro Labs Limited and Refex Holding Private Limited (our arithmetic, DRHP p.111 to DRHP p.115, DRHP p.90). None of them holds 1% (DRHP p.127). The holding after the issue cannot be computed until the price fixes the share count (DRHP p.120).

12What changed just before the IPO

• Revenue and profit: revenue went from ₹1,003.6 crore in FY24 to ₹1,893.4 crore in FY26 and profit after tax from ₹83.5 crore to ₹173.4 crore (DRHP p.88).
• The product mix turned over: solar glass went from 17.97% of revenue in FY24 to 56.66% in FY26 and back sheets from 29.27% to 0.93% (DRHP p.226).
• Customer concentration fell: the largest customer went from 36.23% of FY24 revenue to 24.62% of FY26, the top five from 84.58% to 55.71% and the top ten from 93.14% to 71.38% (DRHP p.31). Related-party share of revenue fell from 93.03% to 39.74% (DRHP p.33). The customer count went from 59 to 99 (DRHP p.232).
• Receivable days shortened from 69 in FY24 to 46 in FY26 (DRHP p.50).
• Promoter pay rose from about ₹4.7 crore in FY24 to about ₹13.9 crore in FY26 (our arithmetic, DRHP p.352), and new contracts from April 2026 set ₹27.9 million and ₹22.1 million a year (DRHP p.271).
• A private placement at ₹300: 15,133,320 shares between December 14, 2024 and March 7, 2025, ₹4,540.00 million in all (DRHP p.111, DRHP p.90).
• The group was restructured: under a scheme filed on August 22, 2025 and approved by the NCLT on May 8, 2026, three group companies merged into the parent, the parent merged into the company, and the pipe and moulding business was transferred out by slump sale; the scheme became operative on May 25, 2026 (DRHP p.223). The parent's 224,608,000 shares were cancelled on June 3, 2026 and 309,911,004 new shares allotted on June 18, 2026, the last allotment before the IPO, for no cash (DRHP p.116).
• No bonus issue: none has been made (DRHP p.118).
• Promoters reclassified: Asahi India Glass Limited and Anky Jain were declassified as promoters on February 25, 2026, and the eight present promoters were identified by the board on September 8, 2026 (DRHP p.97, DRHP p.294).
• The company became public: renamed Vishakha Renewables Private Limited on June 19, 2026, then converted to a public company with a certificate dated July 9, 2026 (DRHP p.3).
• Borrowing doubled: from ₹11,730.40 million at March 2025 to ₹23,119.19 million at March 2026 and ₹27,005.68 million at June 2026, to fund ₹11,739.03 million of FY26 capital expenditure (DRHP p.49, DRHP p.397).
• Perpetual instruments came and went: ₹2,246.00 million of promoter loans were converted into perpetual instruments, ₹537.77 million was distributed to their holders in FY26, and ₹254.35 million of preference shares were redeemed (DRHP p.357, DRHP p.90).
• A ₹1,500.00 million loan to Adani Properties Private Limited was made in FY25 and ₹1,431.82 million came back in FY26 (DRHP p.356).
• Accounting changed: grants moved to accrual accounting in FY26, with prior period errors corrected (DRHP p.304, DRHP p.305).
• New businesses: a joint venture agreement with Swarco AG for glass beads, November 11, 2025, and the purchase of Dolphin Cooling System Private Limited by a subsidiary for ₹127.79 million on August 19, 2026 (DRHP p.261, DRHP p.394).
• Capacity: a second aluminium frame plant started on September 5, 2026 (DRHP p.220).
• Board: independent and non-executive directors were all appointed in FY27, and an adjudication application on past company secretary lapses was filed on September 29, 2026 (DRHP p.272, DRHP p.52).
• The statutory auditor did not change: Dharmesh Parikh & Co. LLP throughout the last three years (DRHP p.100).

13Capacity and expansion

Source: DRHP p.44, DRHP p.42, DRHP p.43. Utilisation of the glass furnace has been near full for three years, 94.65% in FY24 (DRHP p.44). Back sheet utilisation fell from 70.14% in FY24 to 3.66% in FY26 (DRHP p.44). The company had spent ₹13,730.90 million on the expansion projects by March 31, 2026 (DRHP p.219). The new furnace would take glass capacity to 1,920 TPD, about 2.9 times today's (our arithmetic, DRHP p.224).

None of the issue money goes to capacity; the expansion has been funded with debt and the issue repays part of that debt (DRHP p.132). The company also plans a silica sand beneficiation plant near Bhuj of up to 0.6 million tonnes a year, for which it states commercial production from September 2027 (DRHP p.231). The phase II glass agreement with the Anchor Customers requires them to take at least 70% of phase II output, failing which they must purchase the entire annual production (DRHP p.232). The document does not say what the new furnace needs in utilisation to cover its own depreciation and interest.

14Market size and industry structure

As claimed: the industry report is Crisil's "Assessment of India's Renewable Energy Market", September 2026, commissioned and paid for by the company for the offer (DRHP p.219). It puts India's solar glass manufacturing capacity at about 2,300 to 2,500 TPD in May 2026, about 17 to 18 GW a year, against demand of more than 50 GW, with the gap met by imports (DRHP p.199). It estimates import dependence at March 2026 at about 70% for solar glass, more than 65% for aluminium frames, more than 70% for encapsulants and about 75% for back sheets (DRHP p.211).

The part that is addressable: the four components sold to module makers in India. The company sells almost entirely in India; exports were ₹173.65 million in FY26 (DRHP p.384).

What the company is today: by the commissioned report, the second largest solar glass maker in India at 660 TPD, the largest maker of aluminium frames and the second largest of EVA and EPE encapsulants (DRHP p.219). On the report's own capacity figure, the company's furnace is roughly a quarter to under three tenths of Indian solar glass capacity (our arithmetic, DRHP p.199, DRHP p.224).

On structure, the commissioned report says solar glass carries 10% basic customs duty on imports and anti-dumping duty on glass from China and Vietnam from December 2024, which supports domestic makers (DRHP p.200). It says a solar glass plant costs ₹1.5 to 2.0 crore per tonne per day of capacity and takes 24 to 36 months to build, which it treats as an entry barrier (DRHP p.191, DRHP p.201). Demand depends on module manufacturing, which is supported by the ALMM list and domestic content rules (DRHP p.223). Module prices fell sharply in FY24 and FY25, according to the report (DRHP p.53).

15Competitive position

Source: DRHP p.145, converted from ₹ million. Borosil's FY26 profit is adjusted to remove an impairment of its German subsidiary (DRHP p.145). Borosil's solar glass capacity is 1,000 TPD against the company's 660 TPD (DRHP p.145). Other competitors named, from the commissioned report, are Gold Plus Glass Industry Limited, Gobind Glass & Industries Limited, Triveni Glass Limited, Sudarshan Aluminium Industries Limited, H&H Aluminium, RenewSys India Private Limited and Alishan Green Energy, plus imports from China and ASEAN countries (DRHP p.53).

What the company puts forward: four components from one site, location next to the Mundra port and a cluster of module makers including its Anchor Customers, about 60% of solar glass raw material by volume sourced within 100 kilometres, offtake agreements with take-or-pay and floor price terms, and technical support from Asahi India Glass Limited in setting up glass production (DRHP p.227, DRHP p.228, DRHP p.232, DRHP p.221).

Against that: one cluster for all plants, a single glass furnace, a back sheet line now mostly idle, aluminium priced to a lagging NALCO benchmark with no hedging, a borrowed brand, and borrowings at 3.0 times equity (DRHP p.37, DRHP p.44, DRHP p.47, DRHP p.52, DRHP p.142).

16Peers the company named

Peers named in the offer document: Borosil Renewables Limited, the only listed peer (DRHP p.141).

The document picks it for exposure to similar end users and overlapping products (DRHP p.141). Borosil makes solar glass only; the company also makes frames, encapsulants and back sheets, which were 41.12% of its FY26 revenue (our arithmetic, DRHP p.226). The two are close in size: the company's FY26 revenue is about 1.2 times Borosil's (our arithmetic, DRHP p.141).

Borosil's PAT margin and RoCE are about twice the company's, and its borrowings about a fourteenth (DRHP p.145). The document prints Borosil's P/E at 18.88 on its September 22, 2026 closing price of ₹474.70 (DRHP p.141). The company's FY26 basic EPS is ₹3.84 (DRHP p.140). With no price band, no P/E for the company can be stated.

17Risks, in plain words

Customers and related parties: the two Anchor Customers, both Adani portfolio related parties, were 37.72% of FY26 revenue (DRHP p.32) → the phase II glass plant is built around their 17-year offtake (DRHP p.232) → related parties were 93.03% of revenue as recently as FY24 (DRHP p.33).

Debt: borrowings of ₹27,005.68 million at June 2026 (DRHP p.397) → finance costs were ₹1,231.69 million in FY26, 58.5% of profit before tax (our arithmetic, DRHP p.88) → even after a full ₹9,000.00 million repayment, about ₹18,005.68 million would remain on the June 2026 balance (our arithmetic, DRHP p.397, DRHP p.132).

Pledged shares: 41.49% of the company's shares are pledged to lenders (DRHP p.126) → enforcement could change control, though the pledge is to be released before the updated draft and re-created after listing (DRHP p.47, DRHP p.121) → Adani Properties Private Limited alone has pledged 20.75% (DRHP p.121).

Promoter funding: ₹5,901.57 million of borrowings are unsecured loans from promoters (DRHP p.397) → repayment on demand or withdrawal of support would need refinancing (DRHP p.48) → they were 26.20% of borrowings at March 2026 (DRHP p.48).

One product, one site: solar glass was 56.66% of FY26 revenue from one furnace in Mundra (DRHP p.226, DRHP p.37) → any furnace shutdown is costly and slow to restart (DRHP p.38) → all manufacturing is in one cluster in Gujarat (DRHP p.37).

Subsidies: ₹891.50 million of SGST reimbursement claims are under process (our arithmetic, DRHP p.41) → FY26 revenue included ₹306.43 million of SGST subsidy income (DRHP p.384) → that is 14.6% of FY26 profit before tax (our arithmetic, DRHP p.88).

Aluminium: aluminium billets and ingots were 45.70% of FY26 raw material purchases, with no financial hedging (DRHP p.47) → frames are priced on the previous month's NALCO average, so a sharp rise is passed on late (DRHP p.47).

Issue-specific: the promoters' average cost is ₹0.69 to ₹1.26 a share (DRHP p.124) → shares were placed at ₹300 within the last two years (DRHP p.111) → a pre-IPO placement of up to ₹2,500.00 million may still be made, and the general corporate purposes amount and expenses are blank (DRHP p.129, DRHP p.133).

18Litigation and regulatory matters

Criminal: none against the company, subsidiaries or directors (DRHP p.401, DRHP p.402). Against the promoters: a May 2024 complaint under the mining law naming Rajesh S. Adani over iron ore transport in 2006 to 2008, with a quashing petition admitted; a complaint before the Judicial Magistrate, Gandhinagar, naming Gautam S. Adani over a land sale deed; one case found on e-courts naming Rajesh S. Adani; and an SFIO complaint against Adani Properties Private Limited and others alleging cheating and conspiracy, which is pending (DRHP p.403). The amounts in these are not quantified.

Tax: the promoter tax amount is our arithmetic on ₹248.37 million direct and ₹20.00 million indirect (DRHP p.404, DRHP p.405). It includes two matters for Adani Properties Private Limited, a ₹78.33 million disallowance for AY 2022-23 now before the tribunal on the department's appeal and a ₹78.27 million demand for AY 2023-24 (DRHP p.403). Regulatory: the company's only matter is its own adjudication application of September 29, 2026 (DRHP p.52). Civil: no material civil litigation by or against the company (DRHP p.401). An MSME vendor's ₹24.13 million claim over a capital contract sits in contingent liabilities (DRHP p.92).

19Related-party transactions

Source: DRHP p.93 to DRHP p.95. The totals mix different kinds of transaction; the counterparty table counts loans taken and repaid alongside sales. The two Mundra companies hold trade security deposits: ₹1,000.00 million was placed by Mundra Solar Energy Limited in FY26 and ₹1,321.83 million by Mundra Solar PV Limited in FY25 (DRHP p.356). The associate Mundra Solar Technopark Private Limited leases land to the company and was paid ₹995.31 million of upfront leasehold fees in FY25 (DRHP p.356). Akshat Jigishbhai Doshi is a director of it (DRHP p.292).

What appeared or changed in the two years before filing: purchases from Cemindia Projects Limited, ₹1,018.49 million, Buildcast Solutions Private Limited, ₹291.82 million, and Adani Total Gas Limited, ₹333.95 million, in FY26 (DRHP p.94); Adani Logistics Limited services rising from ₹11.81 million to ₹148.83 million (DRHP p.93); a ₹1,500.00 million loan to Adani Properties Private Limited in FY25, mostly returned in FY26 (DRHP p.356); ₹839.68 million of new promoter loans in FY26 (DRHP p.356); and the conversion of ₹2,246.00 million of promoter loans into perpetual instruments (DRHP p.357).

Asahi India Glass Limited and Anky Jain stopped being related parties as promoters from February 2026 (DRHP p.350). The document states that Gautam S. Adani and Rajesh S. Adani are promoters of Adani Total Gas Limited, a supplier it calls crucial (DRHP p.292).

20What the offer document does not say

Sales volumes and realisation per tonne or per square metre are not given for any product, so growth cannot be split into volume and price. Margins by product are not given. The floor price terms of the offtake agreements, and whether any take-or-pay shortfall has ever been paid, are not disclosed. Payable days are not given.

The final list of loans to be repaid, the general corporate purposes amount, offer expenses and the price band are blank. Dolphin Cooling System Private Limited's financials are not given. Some FY24 and FY25 top ten customers are not named (DRHP p.32). The promoter group excludes certain relatives of the Adani promoters' spouses, for which an exemption has been sought from SEBI (DRHP p.299).

Some inconsistencies are recorded as document matters, not business ones: top ten customers for FY25 are 79.53% in the risk heading and 79.52% in the table (DRHP p.31); promoter and promoter group holding totals 82.35% in one table and 81.35% in the shareholding pattern and the parts add to 81.35% (DRHP p.120, DRHP p.126); FY24 total borrowings are ₹13,671.97 million in the KPIs and ₹14,194.92 million in a risk factor (DRHP p.142, DRHP p.49);

FY24 working capital is ₹2,246.26 million in one place and ₹1,503.66 million in the KPIs (DRHP p.51, DRHP p.142); capital work in progress at March 2026 is ₹10,653.10 million on the balance sheet and ₹10,635.10 million in the discussion (DRHP p.87, DRHP p.390); related-party revenue for FY26 is 39.74% in one place and 37.72% in another (DRHP p.33, DRHP p.394);

the scheme allotment is 309,911,004 shares, 309,911,003 and 309,911,001 in three places (DRHP p.116, DRHP p.147, DRHP p.396); the restated profit and loss shows no share of the associate's result while the auditor's note refers to the Group's share of the associate's net loss of ₹178.32 million (DRHP p.88, DRHP p.306); and Jigish Nagindas Doshi's experience is given as over 45 years and over 47 years (DRHP p.269, DRHP p.226).

21Five questions for management

1. What were sales volumes and average realisation per tonne of solar glass in FY24, FY25 and FY26, and how much of FY26 growth was price?
2. What prices and floor prices apply under the Anchor Customer agreements, and how do they compare with prices charged to other customers in FY26?
3. Which loans will the ₹9,000.00 million repay, and what annual interest saving does the company calculate?
4. What utilisation does the 1,260 TPD furnace need to cover its own depreciation and interest, and how much of its output is already committed?
5. How much of FY26 profit before tax came from government grants in all, including the ₹306.43 million of SGST subsidy income, and what would FY26 have shown on the old cash basis?

1Sources and cited facts

This study was read from 1 document the company filed. The 173 figures it cites are listed under the document each came from, with the page and the sentence as printed.