Chandrani Pearls Limited IPO

01At a glance

What the company does: designs and makes pearl jewellery (earrings, pendant sets, necklaces, bangles, bracelets, chokers, rings) mostly on a brass base, with some silver and a small amount of gold set with lab-grown diamonds, and retails it through its own showrooms, dealer showrooms and its website (DRHP p.160, AP p.2). Revenue comes "primarily" from brass pearl jewellery (DRHP p.160).

Who pays it: retail shoppers in its own showrooms and online, and dealers who run branded showrooms; dealers brought 62.33% of FY26 revenue, own showrooms 30.71% and the website 6.96% (DRHP p.182). No customer is named; the largest was 3.74% of FY26 revenue and the top ten 25.48% (DRHP p.127). It served 1,75,798 customers in FY26 (DRHP p.167).

Why it is raising money: ₹36.0 crore of the fresh issue goes to working capital; the general corporate purposes amount is blank (DRHP p.111). There is no offer for sale (DRHP p.1).

How fast it has grown: revenue from ₹41.2 crore in FY24 to ₹58.1 crore in FY26, about 18.7% a year, and profit after tax from ₹3.4 crore to ₹9.2 crore, about 64.5% a year (our arithmetic, DRHP p.75).

The one thing to understand: the business is a single-state retail brand. West Bengal brought 95.30% of FY26 revenue and holds 72 of the 83 showrooms (DRHP p.35, DRHP p.34). The factory it now runs was bought from RAA Designs LLP, a promoter group entity, on March 31, 2026, the last day of FY26, and the land, building, factory licence, pollution consents and fire certificate still sit with RAA Designs LLP (DRHP p.232, DRHP p.39, DRHP p.41).

02The business, in plain words

What Chandrani Pearls does

Chandrani Pearls started as a partnership firm in Kolkata in 1984 and became a private company on July 22, 2011 (DRHP p.80). It became a public company with a fresh certificate dated February 17, 2026 (DRHP p.80). The firm originally traded in pearl and brass jewellery (DRHP p.177).

What it offers (DRHP p.177):

• Pearl jewellery on brass: brass pieces with gold or rhodium plating, set with cubic zirconia, coloured stones, enamel and freshwater cultured pearls. This is where most revenue comes from (DRHP p.160).
• Pearl jewellery on 925 silver: a smaller line made in the same way (DRHP p.186).
• Gold jewellery with lab-grown diamonds: sold only through selected company showrooms (DRHP p.177). A separate lab-grown diamond brand, Ruvika, is planned, with two dedicated showrooms under fit-out (DRHP p.170).

A designer sketches the piece → a 3D printed master, a silicone mould and wax copies are made → metal is cast, filed, polished and plated at the Domjur factory → independent artisans called Patwas set the pearls at their own workplaces → pieces are checked, barcoded and sent to showrooms, dealers or online buyers (DRHP p.187, DRHP p.195).

Where it works: the registered office and warehouse are at Rajdanga Main Road, Kolkata, and the only factory, about 6,718 sq. ft., is rented at Domjur, Howrah (DRHP p.161). Showrooms average about 250 sq. ft. with about three sales staff each (DRHP p.176). At August 31, 2026 there were 83 showrooms: 24 run by the company (4 owned, 20 rented) and 59 run by dealers (DRHP p.39). Four Patwas do the pearl setting under agreements (DRHP p.195).

How the dealer model works: the dealer pays for the showroom and its stock, the company supplies jewellery against re-order levels, sets the retail price, and dealers may stock only its products; agreements run three to five years (DRHP p.173). The first dealer showroom opened at Barasat in 2004-05 (DRHP p.230).

Earnings equation: Revenue = customers served × average spend in own showrooms and online, plus pieces supplied to dealers × dealer price. The document gives customers served (1,26,329 in FY24 and 1,75,798 in FY26) but not pieces, prices or average bill, so the equation cannot be filled in from the filing (DRHP p.167).

03Where the money comes from

By channel (₹ crore):

Source: DRHP p.182, converted from ₹ lakh. Dealers went from 56.49% of revenue in FY24 to 62.33% in FY26; own showrooms fell from 37.56% to 30.71% (DRHP p.182). Sales on Amazon and Myntra began only recently (DRHP p.169).

By place: West Bengal, including online sales, was 97.16% of FY24 revenue and 95.30% of FY26; Karnataka was 1.60% and New Delhi 0.97% in FY26 (DRHP p.35).

By type of sale: sale of goods was ₹57.5 crore and sale of services (repair of jewellery sold) ₹0.58 crore in FY26 (DRHP p.295, DRHP p.336). No split by product or metal is given.

Chandrani Pearls customers: how concentrated the revenue is

Source: DRHP p.127, DRHP p.165. Revenue does not depend on a few customers: the top ten brought ₹14.8 crore of FY26 revenue (DRHP p.127). Customers are not named. Read from the filing: a customer worth ₹2.2 crore a year is larger than any single shopper, so the top ten are most likely dealers, but the document does not say who they are.

On the supply side, the largest supplier was 30.49% of FY26 purchases and the top ten 89.98% (DRHP p.38). Read from the filing: the second largest supplier in each year, at ₹6.97 crore in FY26 (26.80%), ₹4.26 crore in FY25 and ₹3.95 crore in FY24, matches the purchases from RAA Designs LLP in the related-party note (DRHP p.163, DRHP p.164, DRHP p.45). There are no long-term supply contracts (DRHP p.51).

04The growth record

Chandrani Pearls financials: revenue, profit and margins

Source: DRHP p.73, DRHP p.75, DRHP p.76, DRHP p.123, converted from ₹ lakh. Revenue went from ₹41.2 crore in FY24 to ₹58.1 crore in FY26 and profit after tax from ₹3.4 crore to ₹9.2 crore (DRHP p.75). EBITDA leaves out other income (DRHP p.124).

Our arithmetic over FY24 to FY26: revenue grew about 18.7% a year and profit after tax about 64.5% a year (our arithmetic, DRHP p.75); EBITDA grew about 63.1% a year (our arithmetic, DRHP p.123). EBITDA margin moved from 12.15% to 22.95%, up 1,080 basis points, so from 12.2% to 23.0% rounded (DRHP p.123). Gross margin, revenue less materials and the change in stock, went from about 53.9% to about 61.5% (our arithmetic, DRHP p.75). The company puts the FY25 fall in material cost, from 47.98% of total income to 38.79%, down as a contributor to that year's margin (DRHP p.337).

The year ends on March 31 throughout. The restatement raised profit slightly in the earlier years: FY24 ₹3.2 crore audited and ₹3.4 crore restated, FY25 ₹5.90 crore audited and ₹5.94 crore restated, FY26 unchanged (DRHP p.291). From April 1, 2025 depreciation lives were aligned with Schedule II, applied going forward only (DRHP p.291). The auditor's examination of the restated statements carries no qualification or emphasis of matter (AP p.10).

What sits around the record:

• Cash: operating cash flow was ₹10.6 crore in FY26, after ₹5.9 crore in FY25 and ₹5.2 crore in FY24 (DRHP p.76). Most of the surplus went into mutual funds: current investments rose by ₹5.0 crore in FY26 (DRHP p.76).
• Other income was ₹0.73 crore in FY26, ₹0.49 crore of it gains on mutual funds, about 5.8% of profit before tax of ₹12.6 crore (our arithmetic, DRHP p.75, DRHP p.295).
• Debt: borrowings were nil at March 31, 2026, against ₹1.1 crore at March 2024 (DRHP p.73). Debt to equity was 0.00 (DRHP p.123). Return on capital employed was 33.48%, so 33.5% rounded (DRHP p.123). A cash credit line of ₹3.0 crore from Kotak Mahindra Bank was unused (DRHP p.341).
• Customers and suppliers: the largest customer was 3.74% of FY26 revenue, so 3.7% rounded, the top five 15.08%, so 15.1%, and the top ten 25.48%, so 25.5% (DRHP p.127); the top ten suppliers were 89.98% of FY26 purchases, so 90.0% (DRHP p.38).
• Place: West Bengal brought 95.30% of FY26 revenue, so 95.3% rounded (DRHP p.35).
• Related parties: related-party transactions came to ₹12.0 crore in FY26, 20.64% of revenue, including ₹7.0 crore of purchases from RAA Designs LLP (DRHP p.46).
• Old receivables: of ₹3.7 crore of trade receivables at March 2026, ₹2.0 crore had been outstanding for more than three years (DRHP p.303).
• Marketing: advertisement and sales promotion was ₹7.7 crore in FY26, 13.34% of revenue, so 13.3% rounded (DRHP p.123).
• Contingent liabilities: ₹1.9 crore of disputed sales tax and VAT demands, unchanged for three years (DRHP p.77).
• Cases: no criminal or regulatory cases against the promoters, and 37 tax matters (DRHP p.42).
• Use of the issue: ₹36.0 crore of the fresh issue of up to 52,00,000 shares is for working capital (DRHP p.111, DRHP p.95).

05What the growth is made of

Revenue rose ₹16.8 crore from FY24 to FY26 (our arithmetic, DRHP p.75). By channel the change was (our arithmetic, DRHP p.182):

• Dealers: up ₹12.9 crore, from ₹23.3 crore to ₹36.2 crore.
• Own showrooms: up ₹2.3 crore, from ₹15.5 crore to ₹17.8 crore.
• Website: up ₹1.6 crore, from ₹2.5 crore to ₹4.0 crore.

Showrooms: from 59 at March 2024 (19 company, 40 dealer) to 81 at March 2026 (24 company, 57 dealer) (DRHP p.123). Over FY24 to FY26 the company opened ten of its own showrooms and closed one, and added 21 dealer showrooms with none closed (DRHP p.172, DRHP p.173).

Customers: customers served rose from 1,26,329 in FY24 to 1,75,798 in FY26, and repeat customers were 63.19% in FY26 (DRHP p.167). Revenue divided by customers served was about ₹3,263 in FY24 and about ₹3,303 in FY26 (our arithmetic, DRHP p.75, DRHP p.167); this mixes sales to dealers with sales to shoppers, so it is only a rough guide.

The company itself puts revenue growth down to the larger showroom network and more customers served (DRHP p.328, DRHP p.336). The document gives no pieces sold, no average price and no metal or product split, so the increase cannot be separated into volume and price. That is the finding.

06Earnings quality

The item that needs explaining is receivables. Of ₹3.7 crore at March 2026, ₹2.0 crore (₹198.60 lakh) was more than three years old; the same ₹2.1 crore block (₹209.05 lakh) appears as more than three years old in March 2024 and March 2025, and in FY26 ₹0.10 crore of it was provided for as doubtful (DRHP p.303, DRHP p.295). Recent receivables under six months were ₹1.7 crore (DRHP p.303). The document does not say who owes the old amount.

Two other points. The provision for income tax rose from ₹2.3 crore at March 2025 to ₹6.0 crore at March 2026, while balances with government authorities rose from ₹1.7 crore to ₹5.0 crore (DRHP p.294, DRHP p.295). And the working capital tables in the risk factors and objects give FY25 trade payables of ₹10.2 crore and short-term loans and advances of ₹7.4 crore, where the restated balance sheet shows ₹6.3 crore and ₹2.4 crore (DRHP p.36, DRHP p.114, DRHP p.294, DRHP p.295).

07The balance sheet

At March 31, 2026 total assets were ₹58.5 crore: mutual funds ₹16.8 crore, inventories ₹15.3 crore (raw materials ₹12.7 crore, finished goods ₹2.6 crore), short-term loans and advances ₹5.6 crore (₹5.0 crore with government authorities), property, plant and equipment ₹5.3 crore, trade receivables ₹3.7 crore, an investment in shares of Chandrani Enterprises Private Limited ₹3.5 crore, cash ₹3.4 crore, other non-current assets ₹2.3 crore and other current assets ₹2.0 crore (DRHP p.73, DRHP p.74, DRHP p.294, DRHP p.295). Against them: trade payables ₹10.1 crore, provision for income tax ₹6.0 crore, other current liabilities ₹3.1 crore, gratuity ₹0.57 crore and net worth ₹38.7 crore (DRHP p.73, DRHP p.294).

Other non-current assets include a ₹0.72 crore security deposit paid under protest (DRHP p.294). The only loan at August 31, 2026 was a ₹0.13 crore vehicle loan from Bank of Baroda; the ₹3.0 crore Kotak cash credit was undrawn and is backed by personal guarantees of Kuldip Nayar, Nisheeth Nayar and Vinayak Nayar and a mortgage on a vacant office in Chitrakoot Building, Kolkata (DRHP p.341). No capital commitments were outstanding (DRHP p.300). Insured value was ₹89.3 crore against insurable assets of ₹20.8 crore at September 20, 2026 (DRHP p.58).

Source: DRHP p.73, DRHP p.111, DRHP p.343. The capitalisation statement leaves the post-issue column blank (DRHP p.343).

08What the money is for

Chandrani Pearls IPO objects: what the money is for

Source: DRHP p.111, DRHP p.117. The rupee size of the fresh issue depends on a price not yet set, so the share of each object cannot be worked out (DRHP p.95).

Working capital, ₹36.0 crore: ₹7.0 crore in FY27 and ₹29.0 crore in FY28 (DRHP p.111). The company's own estimate puts net working capital at ₹17.3 crore for FY27 and ₹36.9 crore for FY28, against ₹7.3 crore at March 2026 (DRHP p.115, DRHP p.114).

The estimate assumes inventory rising from ₹15.3 crore to ₹25.7 crore in FY27 and ₹43.4 crore in FY28, inventory days of 136 and 125, receivable days falling to 18 and 12, and payable days falling to 70 and 42 because suppliers of lab-grown diamonds, South Sea pearls and bullion give shorter credit (DRHP p.115, DRHP p.116).

The company names the lab-grown diamond and South Sea pearl showrooms, more pearl showrooms, online sales and marketing as the reasons (DRHP p.116, DRHP p.117).

The objects have not been appraised by any bank or financial institution (DRHP p.119). No monitoring agency is required because the issue is below ₹50 crore, and the audit committee will monitor use (DRHP p.87). No part of the proceeds goes to the promoters (DRHP p.109).

Into the business the fresh issue of up to 52,00,000 shares, at a price not yet set (DRHP p.95). To selling shareholders nothing: there is no offer for sale (DRHP p.1).

09Who is selling

Chandrani Pearls IPO offer for sale: who is selling

Nobody. The whole issue is a fresh issue of up to 52,00,000 shares of ₹10, and the offer for sale is marked "Not Applicable" (DRHP p.1, AP p.1). The promoters and promoter group will not take part in the issue and will receive none of its proceeds (DRHP p.109).

10Promoters

The promoters are Kuldip Nayar, Nisheeth Nayar, Vinayak Nayar, Deepa Nangia Nayar, Shilpa Kedia Nayar and Chandrani Enterprises Private Limited (DRHP p.266). The document states that Nisheeth Nayar and Vinayak Nayar are sons of Kuldip Nayar, that Shilpa Kedia Nayar is the wife of Nisheeth Nayar, that Deepa Nangia Nayar is the wife of Vinayak Nayar, and that Lakshmi Nayar is the wife of Kuldip Nayar (DRHP p.240, DRHP p.78).

• Kuldip Nayar, 73, Whole-time Director and Chief Executive Officer, set up the partnership with Nanak Chand Nayar in 1984 and has over four decades in pearl jewellery; the document says Kuldip Nayar has no formal educational qualification (DRHP p.235, DRHP p.238, DRHP p.45).
• Nisheeth Nayar, 44, Chairman and Managing Director since April 1, 2026, in the business since 2005, with a marketing degree from Monash University (DRHP p.237).
• Vinayak Nayar, 46, Non-Executive Director, in the business since 1998, and Managing Director of Chandrani Enterprises Private Limited (DRHP p.236, DRHP p.238).
• Deepa Nangia Nayar is Production Manager and Shilpa Kedia Nayar oversees digital marketing and online merchandising (DRHP p.268, DRHP p.271).
• Chandrani Enterprises Private Limited, incorporated in 1994, runs passenger vehicle dealerships, showrooms and service centres in West Bengal; Kuldip Nayar, Nisheeth Nayar and Vinayak Nayar are its directors and promoters (DRHP p.269, DRHP p.270).

Pay: director remuneration was ₹1.7 crore in FY24 and ₹1.9 crore in FY26 (DRHP p.46). In FY26 Nisheeth Nayar was paid ₹1.31 crore and Kuldip Nayar ₹0.58 crore (DRHP p.245). From April 1, 2026 Nisheeth Nayar's salary is ₹11,97,900 a month, about ₹1.44 crore a year, with a bonus of up to ₹0.15 crore (DRHP p.241), and Kuldip Nayar's ₹5,85,100 a month, about ₹0.70 crore a year, with a bonus of up to ₹0.10 crore (our arithmetic, DRHP p.240, DRHP p.242, DRHP p.243). Relatives on the payroll in FY26: Deepa Nangia Nayar ₹1.16 crore and Lakshmi Nayar, Head Designer, ₹0.57 crore (DRHP p.45, DRHP p.262).

RAA Designs LLP: Nisheeth Nayar and Vinayak Nayar are its designated partners (DRHP p.232). It made the company's metal jewellery until the company bought that business on March 31, 2026 for ₹1.25 crore in cash, a figure set by a registered valuer's report of the same date (DRHP p.232).

The land and building were left out of the sale, and the company now rents the factory from RAA Designs LLP for 11 months from April 1, 2026 at ₹2,94,936 a month with a ₹8,84,808 deposit (DRHP p.231, DRHP p.274). RAA Designs LLP signed a non-compete on April 1, 2026 and is not now carrying on any business (DRHP p.233, DRHP p.277).

Trademarks and copyrights: the device marks used by the company are registered to Kuldip Nayar, the Ruvika and Leah Jewels marks to Nisheeth Nayar, and four artistic works including "CHANDRANI PEARLS" to Kuldip Nayar; all are used under no-objection certificates dated April 1, 2026 (DRHP p.206, DRHP p.207). A Behala showroom is used rent free from Vinayak Nayar (DRHP p.201).

Guarantees and pledges: the three Nayar directors guarantee the cash credit line (DRHP p.341). No promoter shares are pledged (DRHP p.101).

Cases: no criminal or regulatory cases against the promoters; the 37 tax matters are mainly against Chandrani Enterprises Private Limited (DRHP p.42, DRHP p.350, DRHP p.351).

Promoter economics: the family received 40,00,000 shares at ₹10 on conversion of the firm in 2011 and 40,00,000 at ₹10 on conversion of loans in March 2014; private placements in 2014 and 2015 were at ₹11 and preferential allotments in 2015 and 2016 at ₹10 (DRHP p.97, DRHP p.98).

Chandrani Enterprises Private Limited received its 57,15,770 shares on November 1, 2016 for no payment, through the demerger of the investment division of Aakansha Trexim Private Limited (DRHP p.102). On March 24, 2025, on the dissolution of Pinnacle Auto Mart LLP, Shilpa Kedia Nayar received 9,73,863 shares and Deepa Nangia Nayar 16,137, at no cost (DRHP p.101, DRHP p.102).

Average cost per share: Kuldip Nayar ₹105.70, Nisheeth Nayar ₹4.99, Vinayak Nayar ₹8.42, Deepa Nangia Nayar ₹9.82, Shilpa Kedia Nayar ₹4.98 and Chandrani Enterprises Private Limited nil (DRHP p.106).

11Who already owns it

Chandrani Pearls promoter holding before and after the IPO

Source: DRHP p.105, DRHP p.106. There are 1,38,00,000 shares of ₹10 before the issue and seven shareholders (DRHP p.71, DRHP p.108). If all 52,00,000 new shares are issued the total becomes 1,90,00,000 shares, and the promoters' 99.82% becomes about 72.5%, so 99.8% → 72.5% (our arithmetic, DRHP p.105). Promoters and promoter group together go from 100% to about 72.6% (our arithmetic, DRHP p.105). The document leaves the after-issue percentages blank (DRHP p.105).

No fund, company or investor outside the promoter group holds shares (DRHP p.105). Read from the filing: the holding runs both ways, since the company owns ₹3.5 crore of shares in Chandrani Enterprises Private Limited, and that company's shareholder list includes "Chandrani Pearls Private Limited" with 11.41% (DRHP p.294, DRHP p.270). Minimum promoter contribution of 20% of post-issue capital is locked in for three years, half of the rest for two years and half for one year (DRHP p.102, DRHP p.104).

12What changed just before the IPO

• Revenue and profit: revenue went from ₹41.2 crore in FY24 to ₹58.1 crore in FY26 and profit after tax from ₹3.4 crore to ₹9.2 crore (DRHP p.75).
• Receivables: receivable days went from 21 in FY24 to 22 in FY26 (DRHP p.115).
• Promoter pay: director remuneration went from ₹1.7 crore in FY24 to ₹1.9 crore in FY26 (DRHP p.46), and new salary terms from April 1, 2026 raise it further (DRHP p.240, DRHP p.242).
• Business bought: the jewellery manufacturing business of RAA Designs LLP, a promoter group entity, on March 31, 2026 for ₹1.25 crore, about ₹1.3 crore (DRHP p.232). Employees went from 133 at March 2026 to 227 at August 31, 2026, mostly people transferred with that business (DRHP p.208).
• Factory lease: the Domjur factory rented from RAA Designs LLP from April 1, 2026 (DRHP p.274).
• Conversion: the private company became a public company with a fresh certificate dated February 17, 2026, so February 2026 (DRHP p.80).
• Auditor: Anurag Khetan & Co. resigned on February 16, 2026 because it was not peer reviewed, and Kinra & Associates was appointed on March 26, 2026 for FY26, then reappointed for five years on September 22, 2026 (DRHP p.83, DRHP p.84).
• Bonus issue: none; every allotment since 2011 was at ₹10 or ₹11 for cash, loans or the firm's capital (DRHP p.97).
• Share split: none; the face value has been ₹10 throughout (DRHP p.97).
• Pre-IPO placement: none; no primary or secondary transaction in the 18 months before filing (DRHP p.128).
• Last allotment: 50,000 shares to Vinayak Nayar at ₹10 a share on February 18, 2016, so ₹10 a share in February 2016 (DRHP p.98).
• Share transfers: Pinnacle Auto Mart LLP's 9,90,000 shares passed to Shilpa Kedia Nayar and Deepa Nangia Nayar on March 24, 2025; Nisheeth Nayar gifted 25,000 shares to Nisheeth Nayar HUF on January 9, 2026 (DRHP p.128).
• Corporate promoter: Chandrani Enterprises Private Limited was identified as a promoter by a board resolution of September 24, 2026 (DRHP p.270).
• Board: three independent directors joined on July 1, 2026; Nisheeth Nayar became Chairman and Managing Director and Kuldip Nayar Whole-time Director and Chief Executive Officer, both from April 1, 2026 (DRHP p.236, DRHP p.237). The CFO was appointed on July 17, 2026 (DRHP p.45).
• Debt: borrowings fell from ₹1.1 crore at March 2024 to nil at March 2026 (DRHP p.73).
• New lines: entry into lab-grown diamond jewellery under the Ruvika brand, and listing on Amazon and Myntra (DRHP p.170, DRHP p.169).
• Dividend: none in FY24 to FY26 or since (DRHP p.279).

13Capacity and expansion

Source: DRHP p.197, DRHP p.111. The company says its pearl jewellery making is "predominantly manual and artisanal", so it is "unable to determine or ascertain" installed capacity or utilisation (DRHP p.197). The factory lists equipment such as one CAM printer, four vacuum wax injectors, one induction melter and three casting ovens, all owned (DRHP p.196, DRHP p.197). Pearl setting is done off site by four Patwas (DRHP p.195).

What is being added is retail rather than plant: more pearl showrooms and two lab-grown diamond showrooms whose interiors are nearly complete (DRHP p.116, DRHP p.170). The document gives no count of planned showrooms, no opening dates and no cost per showroom. Without volumes or prices, the step from capacity to revenue cannot be made here.

14Market size and industry structure

Chandrani Pearls industry: market size and growth

As claimed: the chapter says its information is "extracted from various websites and reports" that neither the company nor anyone connected with the issue has verified; it names no report commissioned by the company (DRHP p.136). Its sources are the IMF, the India Brand Equity Foundation (IBEF), Coherent Market Insights, Zion Market Research, Wazir Advisors as quoted by IBEF, and Future Market Insights (DRHP p.138, DRHP p.141, DRHP p.145, DRHP p.150, DRHP p.159).

At the broadest level, IBEF puts India's gems and jewellery market at ₹7,31,255 crore (US$85 billion) in January 2026 and projects ₹11,18,390 crore (US$130 billion) by 2030 (DRHP p.143). Coherent Market Insights values the global gems and jewellery market at US$320 billion in 2026 and projects US$480 billion by 2033, 6.1% a year (DRHP p.141).

Zion Market Research puts the global pearl jewellery market at US$13.53 billion in 2024 and projects US$48.14 billion by 2034, about 13.53% a year (DRHP p.145).

The part that is addressable: the company offers mostly brass pearl jewellery, plus some silver pearl jewellery and gold with lab-grown diamonds, almost entirely in West Bengal (DRHP p.160, DRHP p.35). The chapter gives no size for pearl jewellery in India, for brass or plated jewellery, or for West Bengal. The nearest Indian figure for the new line is lab-grown diamond jewellery, which Future Market Insights values at US$453.7 million in 2026 and projects at US$1,798.6 million by 2036, 14.8% a year (DRHP p.152).

What the company is today: FY26 revenue of ₹58.1 crore (DRHP p.75). Against the IBEF figure for all Indian gems and jewellery that is under 0.01% (our arithmetic, DRHP p.75, DRHP p.143); because the chapter does not size the company's own segment, no meaningful share can be worked out from the filing.

Size over time: India's gems and jewellery exports were ₹2,44,827.26 crore (US$27.72 billion) in FY26 (DRHP p.143). Wazir Advisors, quoted by IBEF, estimates India's diamond market at ₹53,512 crore in FY25, projected at ₹74,227 crore by FY28, and lab-grown diamonds at ₹3,452 crore in FY25, projected at ₹5,179 crore by FY28 (DRHP p.150). Cumulative foreign direct investment in diamond and gold ornaments was ₹9,962.78 crore from April 2000 to March 2026 (DRHP p.143). Pearl oyster farming produced 1,415 tonnes in 2021, worth nearly $200 million (DRHP p.147).

Segments: globally, diamond jewellery is 45% of gems and jewellery and Asia Pacific about 38% of revenue (DRHP p.141). Zion divides pearl jewellery into necklaces, earrings, rings and others, with necklaces the largest in 2025 and North America the largest region (DRHP p.148). Lab-grown diamond jewellery in India is divided by application, technique, cut and size; rings are 36.2% of demand (DRHP p.152). The company sits in pearl jewellery on brass and silver, a segment the chapter does not separate.

What drives demand: rising disposable incomes, urbanisation and demand for personalised and sustainable products (DRHP p.142); 100% foreign direct investment allowed under the automatic route (DRHP p.143); the India and UK trade agreement removing 2.5% to 4% duties on gold and diamond jewellery (DRHP p.143); a cut in customs tariff on jewellery from 25% to 20% in the Union Budget 2025-26 (DRHP p.144); and for lab-grown diamonds a ₹242 crore seed grant to IIT Madras and duty-free import of carbon seeds (DRHP p.150).

Structure: India has about 450 organised manufacturers, importers and exporters, and the sector employs nearly five million people (DRHP p.144, DRHP p.143). The chapter names global pearl jewellery players such as Tiffany & Co., Mikimoto and Chow Tai Fook, and Indian lab-grown diamond players such as Titan, Limelight Diamonds, CaratLane and BlueStone, and notes store openings by the fashion jewellery brand Gargi (DRHP p.149, DRHP p.158, DRHP p.143). It names no pearl jewellery competitor in West Bengal. The business chapter calls the Indian pearl jewellery market "highly fragmented and intensely competitive" (DRHP p.210).

Inputs and trade: freshwater pearls come from traders in Hyderabad, Mumbai, Jaipur and Kolkata, silver from bullion traders and a bank in Kolkata, and cubic zirconia from Kolkata and Surat (DRHP p.38). The chapter notes that gold and platinum prices move and create regional price gaps (DRHP p.142). The company has no exports and no export obligations (DRHP p.35, DRHP p.198).

Rules: gold and silver jewellery must be hallmarked under the BIS Act and BIS Hallmarking Regulations, and the company holds hallmarking registrations for its showrooms and factory (DRHP p.212, DRHP p.213, DRHP p.358). Jewellers carry record keeping and customer identification duties under the Prevention of Money Laundering Act (DRHP p.214). From January 2026 BIS rules (IS 19469:2025) require lab-grown stones to be labelled "laboratory-grown diamond" (DRHP p.158). GST on jewellery stays at 3% (DRHP p.144).

What the chapter says can go wrong: the IMF text warns that renewed conflict in the Middle East could raise prices and hurt supply chains, and that trade fragmentation could hurt output (DRHP p.136). The pearl section names environmental harm from pearl farming, labour and sourcing concerns, and competition from synthetic pearls and imitation jewellery as limits on growth (DRHP p.147, DRHP p.148). These are general; the chapter does not discuss pricing or seasonality in brass pearl jewellery.

15Competitive position

Chandrani Pearls competitors

Source: DRHP p.122, DRHP p.126, converted from ₹ lakh. The company says the peer may not be strictly comparable in nature or scale (DRHP p.122). PNGS Gargi's revenue is about 2.6 times the company's (our arithmetic, DRHP p.126).

What the company puts forward: a brand used since 1984, repeat customers at 63.19% of FY26 customers, its own design team and factory, a dealer model that lets dealers fund showrooms, and sales through showrooms and online (DRHP p.166, DRHP p.167, DRHP p.168). Against that: 95.30% of revenue from one state, a factory on land owned by a promoter group entity and run on that entity's licences, trademarks held by promoters rather than the company, designs not registered under the Designs Act, and a manufacturing operation the company itself says it has no prior experience running (DRHP p.35, DRHP p.41, DRHP p.43, DRHP p.49, DRHP p.36).

16Peers the company named

Peers named in the offer document: PNGS Gargi Fashion Jewellery Ltd (DRHP p.122).

PNGS Gargi is a fashion jewellery company with revenue of ₹149.4 crore and profit of ₹31.3 crore in FY26, about 2.6 times the company's revenue (DRHP p.122). Its P/E is given as 19.89 on the BSE closing price of September 18, 2026, the only figure in the industry P/E range (DRHP p.121). The company's FY26 EPS is ₹6.64 and its weighted average EPS ₹5.17 (DRHP p.120). With no price band, no P/E for the company can be stated.

17Risks, in plain words

Chandrani Pearls IPO risks

Business: one state: 72 of 83 showrooms are in West Bengal (DRHP p.34) → any local slowdown, rule change or disruption hits most of the business at once → West Bengal was 95.30% of FY26 revenue (DRHP p.35).

Business: dealers: dealers can leave or underperform, and their staff are not the company's employees (DRHP p.35, DRHP p.48) → a large part of revenue sits outside the company's direct control → dealers brought 62.33% of FY26 revenue (DRHP p.182).

Suppliers and related parties: the factory: the factory was bought on March 31, 2026 from RAA Designs LLP, whose designated partners are Nisheeth Nayar and Vinayak Nayar; its land, building, factory licence, consents and fire certificate remain with RAA Designs LLP, the fire certificate has expired with renewal pending

and the lease runs only 11 months (DRHP p.232, DRHP p.39, DRHP p.41, DRHP p.274) → the company depends on a promoter group entity to keep producing → licences run to September 6, 2027 (factory), February 22, 2030 (consent to establish) and March 31, 2030 (consent to operate) and the company's own application for a consent to establish was filed on August 29, 2026 (DRHP p.41).

Legal: tax classification: the West Bengal tax authorities held, on a laboratory report on one pair of earrings, that the company's ornaments were imitation jewellery taxable at 4% rather than silver ornaments at 1% (DRHP p.346) → further demands or penalties could follow if the classification stands → contingent liabilities of ₹1.9 crore, penalty orders and notices of ₹1.14 crore and ₹0.83 crore, and the matters have been pending since 2013 (DRHP p.77, DRHP p.352, DRHP p.353).

Financial: working capital plan: the objects assume inventory rising from ₹15.3 crore to ₹43.4 crore by FY28 and supplier credit falling from 97 days to 42 (DRHP p.115) → more cash is tied up in stock of higher value per piece → ₹29.0 crore of the ₹36.0 crore is to be spent in FY28 (DRHP p.111).

Financial: old receivables: ₹2.0 crore of ₹3.7 crore of receivables is more than three years old (DRHP p.303) → it may not be collected → only ₹0.10 crore has been provided for (DRHP p.295).

Promoters: brand ownership: the trademarks and copyrights the company trades under belong to Kuldip Nayar and Nisheeth Nayar (DRHP p.43, DRHP p.44) → the company uses them by permission → the no-objection certificates are dated April 1, 2026 (DRHP p.206).

Regulation: filings: eight company law forms were filed late, one by 215 days, and provident fund payments for FY24 were up to 395 days late (DRHP p.55, DRHP p.56) → penalties may follow → the company says no action has been started (DRHP p.55).

Issue-specific: lead manager: the lead manager, Jajodia Equity Advisors Services Limited, was registered on April 6, 2026 and has one other issue pending (DRHP p.66) → it has no record of completed public issues → this is its first or second SME issue (DRHP p.66).

18Litigation and regulatory matters

Cases against Chandrani Pearls and its promoters

Criminal: none by or against the company, promoters, directors or group company (DRHP p.344, DRHP p.348, DRHP p.349). Regulatory: none against the company, promoters or directors (DRHP p.344, DRHP p.348). Tax, company: six sales tax and VAT matters of ₹1.9 crore and six open income tax e-proceedings with no demand (DRHP p.350). Tax, promoters:

one income tax demand of ₹0.16 crore including interest, 23 TDS defaults of ₹0.03 crore and three GST demands, all against Chandrani Enterprises Private Limited and 13 e-proceedings with no demand (DRHP p.350, DRHP p.351, DRHP p.354). By the company: two money suits against Rahul Refiners & Analyzer, the laboratory, for ₹10.0 crore as damages and for ₹3.8 crore plus ₹1.0 crore of costs and two writ petitions against the tax orders;

together ₹14.8 crore (DRHP p.345, DRHP p.346, DRHP p.42). Directors: a ₹550 income tax demand on Kashish Arora, paid (DRHP p.351). Creditors: three material creditors were owed ₹6.7 crore at March 31, 2026 (DRHP p.355).

19Related-party transactions

Source: DRHP p.45, converted from ₹ lakh. Rent received from Chandrani Enterprises Private Limited was ₹0.03 crore in FY26 (DRHP p.45). In total related-party transactions were ₹7.3 crore (17.73% of revenue) in FY24 and ₹12.0 crore (20.64%) in FY26 (DRHP p.46). At March 2025 the company owed RAA Designs LLP ₹0.43 crore; at March 2026 nothing (DRHP p.79). No loans were taken from or given to directors (DRHP p.246).

What appeared or changed in the two years before filing: purchases from RAA Designs LLP rose from ₹3.9 crore to ₹7.0 crore; the RAA business was bought on March 31, 2026; from April 1, 2026 the company pays RAA Designs LLP ₹2,94,936 a month for the factory and signed a non-compete with it (DRHP p.45, DRHP p.232, DRHP p.274, DRHP p.233). The company says its related-party transactions were at arm's length (DRHP p.46).

20What the offer document does not say

Customers are not named, and the document does not say whether the top ten are dealers. Revenue is not split by product, metal (brass, silver, gold) or price band, and no pieces sold or average prices are given, so growth cannot be split into volume and price. Margins by channel are not given. Installed capacity and utilisation are not stated (DRHP p.197). The number of new showrooms planned, their cost and timing are not given.

The industry chapter sizes no market for brass or silver pearl jewellery in India or West Bengal. Who owes the ₹2.0 crore of receivables older than three years is not stated (DRHP p.303). The financial results of RAA Designs LLP are left to the company website (DRHP p.276). Material creditors' names are left to the website (DRHP p.355). The issue size in rupees, price band, general corporate purposes and issue expenses are blank (DRHP p.111).

Some inconsistencies are recorded as document matters, not business ones: the FY25 working capital table shows trade payables of ₹10.2 crore and short-term loans and advances of ₹7.4 crore, against ₹6.3 crore and ₹2.4 crore in the restated balance sheet (DRHP p.36, DRHP p.294, DRHP p.295); the risk factor on cash flow is headed "negative cash flows" while operating cash flow was positive in all three years (DRHP p.60);

one risk factor says the company has "no prior experience in the manufacturing of jewellery" while the business chapter describes in-house manufacturing (DRHP p.36, DRHP p.161); the promoters' holding is 1,37,75,000 shares in the capital structure and 1,37,75,500 in the promoters chapter (DRHP p.101, DRHP p.266); Shilpa Kedia Nayar appears as "Shilpa Nangia Nayar" in two tables (DRHP p.104, DRHP p.106);

Shilpa Kedia Nayar is described as Web Manager but no salary appears in the related-party list (DRHP p.271, DRHP p.45); the litigation summary shows three "other material" proceedings against promoters while the chapter says there are none (DRHP p.42, DRHP p.348); the board is described as having "two women" independent directors in one place and one in another (DRHP p.235, DRHP p.61);

the fire is dated 2016 and February 6, 2019 in the same risk factor (DRHP p.50); the industry chapter includes a paragraph on surface mining equipment (DRHP p.156); and the creditors note points to an unrelated website, www.ngegreenenergy.com (DRHP p.355).

21Five questions for management

1. How was FY26 revenue split between brass, silver and gold jewellery, and what were the pieces sold and average price in each, so that growth can be split into volume and price?
2. Who are the top ten customers, how many are dealers, and what margin does the company earn on a sale to a dealer against a sale in its own showroom?
3. Who owes the ₹2.0 crore of receivables that has been more than three years old since at least March 2024, and why has only ₹0.10 crore been provided for?
4. When will the factory licence, pollution consents and fire certificate be held in the company's own name, and on what terms will the lease of the Domjur factory from RAA Designs LLP run after its 11 months end?
5. How many lab-grown diamond and pearl showrooms will the ₹36.0 crore fund, by when, and what stock does each new showroom need?

2Sources and cited facts

This study was read from 2 documents the company filed. The 192 figures it cites are listed under the document each came from, with the page and the sentence as printed.