Conceptia Technologies Limited IPO

01At a glance

What the company does: an engineering technology company with four divisions: C-Konnect resells and implements SolidWorks, SolidCAM, DriveWorks and SIMULIA design software; C-MPower supplies design engineers, inspectors, welders, fitters and other skilled workers to shipyards and industry; C-Marine does naval architecture, ship design and shipyard consultancy; CM Techno does mechanical engineering consultancy (DRHP p.121, DRHP p.122). A subsidiary installs solar power systems (DRHP p.122).

Who pays it: shipyards, defence bodies and manufacturers; the order book names Garden Reach Shipbuilders & Engineers Ltd., Cochin Shipyard limited, the Indian space research organization, Ship building Centre and Goa Shipyard Limited among others (DRHP p.131). The largest customer brought 15.69% of FY26 revenue and the top ten 43.00% (DRHP p.38). Karnataka customers were 41.41% of FY26 revenue (DRHP p.27).

Why it is raising money: up to ₹9.9 crore of the net proceeds for working capital and up to ₹6.5 crore to repay HDFC Bank loans; the general corporate purposes amount is blank (DRHP p.80). There is no offer for sale (DRHP p.1).

How fast it has grown: revenue from ₹68.2 crore in FY24 to ₹91.8 crore in FY26, about 16.0% a year, and profit after tax from ₹3.1 crore to ₹6.0 crore, about 38.7% a year (our arithmetic, DRHP p.53). FY25 revenue fell 8.79% before FY26 rose 47.57% (DRHP p.92).

The one thing to understand: the restated accounts differ a great deal from the audited ones. The restatement adds ₹10.3 crore of unbilled revenue and removes ₹9.7 crore of software stock from FY26 equity (DRHP p.215), and the risk factors record years of late or missing company law filings, remuneration paid above approved limits, and a service tax demand of ₹7.2 crore that was left out of earlier accounts (DRHP p.30, DRHP p.33, DRHP p.34).

02The business, in plain words

What Conceptia Technologies does

Conceptia Technologies was incorporated in Bangalore on June 17, 2004 and became a public company on August 24, 2026 (DRHP p.58). It started as a SolidWorks reseller in 2004 (DRHP p.148). Its divisions, as the document describes them:

• C-Konnect: a value-added reseller and implementation partner for Dassault Systèmes' SolidWorks, SolidCAM, DriveWorks and SIMULIA in Karnataka, Tamil Nadu and Kerala, selling licences, implementation, support and training to industry and colleges (DRHP p.125, DRHP p.126).
• C-MPower: supplies skilled and semi-skilled manpower (welders, fitters, electricians, safety officers, inspectors, design engineers) to shipyards and industrial projects; it supplied 283 personnel in July 2026 (DRHP p.127, DRHP p.138).
• C-Marine: naval architecture, hull and systems design, offshore engineering and shipyard feasibility reports; it is also the authorised distributor of the Paramarine naval design software in the UAE, India, Thailand, Singapore and Malaysia (DRHP p.123, DRHP p.124, DRHP p.125).
• CM Techno: simulation, analysis, re-engineering, plant design and 3D printing (DRHP p.128, DRHP p.129).
• C-Soft: a new division building VeriSure, an inspection software still in development, to be sold by subscription (DRHP p.121, DRHP p.133).
• Lightleader Solar Power Private Limited: a 99% subsidiary that installs solar power systems (DRHP p.151, DRHP p.211).

A manufacturer, shipyard or defence body needs design software, design work or skilled people → it places a purchase order or work order → the company buys the software licence from the principal and resells it, or deploys its engineers and workers, or does the design → it bills the licence, the manpower or the project milestone (DRHP p.39, DRHP p.42).

The company owns its Kochi office and rents offices in Bengaluru, Chennai, Visakhapatnam and Howrah (DRHP p.139, DRHP p.140). It had 218 employees on its rolls at July 31, 2026, 150 of them in operations and execution (DRHP p.138). It holds ISO 9001:2015 certification for CAD engineering services for marine applications, valid to September 7, 2028 (DRHP p.251). As a service company it says installed capacity and capacity utilisation do not apply (DRHP p.136).

Earnings equation: Revenue = software licences resold × price + people deployed × billing rate + design projects × contract value recognised by stage of completion. The document gives none of the prices, billing rates or headcount billed by month beyond one month of deployment, so the equation cannot be filled in from the filing (DRHP p.138, DRHP p.226).

03Where the money comes from

By type of revenue (₹ crore):

Source: DRHP p.196, converted from ₹ lakh. By division, C-Konnect was 56.34% of FY26 revenue, C-MPower 28.94%, C-Marine 11.47% and CM Techno 1.13% (DRHP p.122). The segment note reports profit of ₹10.0 crore on software and hardware, ₹0.95 crore on staffing services and ₹0.41 crore on solar in FY26, before unallocated costs (DRHP p.200). Read from the filing: that is about 19.3% of software revenue and about 2.5% of services revenue (our arithmetic, DRHP p.200).

By sector, aerospace and defence was 40.20% of FY26 revenue, engineering 27.31% and shipbuilding 13.19% (DRHP p.132, DRHP p.133). By place, Karnataka was 41.41%, West Bengal 17.65%, Kerala 8.41%, Andhra Pradesh 8.33% and Telangana 8.09%; exports to the USA, Singapore, Saudi Arabia, Australia and Hong Kong were 3.63% (DRHP p.130).

Conceptia Technologies customers: how concentrated the revenue is

Source: DRHP p.38. The largest customer brought ₹14.4 crore in FY26 (DRHP p.38). The table names no customer. The company had 492 customers in FY26, of which 402, or 81.71%, had bought in an earlier year (DRHP p.39). There are no long-term arrangements obliging customers to keep buying (DRHP p.39).

Revenue depends on a few customers to a moderate degree and on one supplier to a large degree: the largest supplier was 76.73% of FY26 purchases and the top ten 90.05% (DRHP p.33). The key suppliers named are Dassault Systèmes India Pvt. Ltd., Sanguine Infra Tech Pvt. Ltd. and Jasco Ship Consult (DRHP p.33).

04The growth record

Conceptia Technologies financials: revenue, profit and margins

Source: DRHP p.52, DRHP p.53, DRHP p.54, DRHP p.92, DRHP p.194, converted from ₹ lakh. The company works out EBITDA margin on total income, not on revenue (DRHP p.92). Profit after tax here is the share of the shareholders of the company (DRHP p.92).

Our arithmetic over FY24 to FY26: revenue grew about 16.0% a year, profit after tax about 38.7% a year and EBITDA about 30.7% a year (our arithmetic, DRHP p.53). EBITDA margin moved from 8.67% to 11.03%, up 236 basis points, so 8.7% → 11.0% rounded (DRHP p.92). The company puts the FY25 fall down to manpower projects that ended in FY24, and the FY26 rise to more and larger deals in manpower and software (DRHP p.234, DRHP p.235).

The year ends on March 31 throughout. The restatement moved profit and equity a lot: audited FY26 profit after tax was ₹5.98 crore against restated total comprehensive income of ₹5.82 crore, but within that the restatement added ₹5.9 crore of unbilled revenue and took out ₹6.1 crore of software stock (DRHP p.215). The statutory auditor did not audit the Singapore subsidiary, whose figures are unaudited and described as not material (DRHP p.175).

What sits around the record:

• Cash: operating cash flow was ₹3.6 crore in FY26, −₹1.9 crore in FY25 and ₹4.0 crore in FY24 (DRHP p.54). Over the three years profit after tax was ₹11.0 crore and operating cash flow ₹5.8 crore (our arithmetic, DRHP p.53, DRHP p.54).
• Unbilled revenue: work done but not yet invoiced rose from ₹1.7 crore at March 2024 to ₹10.3 crore at March 2026 (DRHP p.190). In FY26 the rise in other current financial assets absorbed ₹6.2 crore of cash (DRHP p.54).
• Other income was ₹0.56 crore in FY26, about 6.9% of profit before tax of ₹8.1 crore (our arithmetic, DRHP p.53). In FY25 it was ₹1.2 crore, about 51.4% of profit before tax, mostly creditors and provisions written back (our arithmetic, DRHP p.53, DRHP p.196).
• Debt: borrowings were ₹4.3 crore at March 31, 2026, all from HDFC Bank (DRHP p.194). Cash was ₹2.9 crore, so net debt was about 0.1× FY26 EBITDA (our arithmetic, DRHP p.52, DRHP p.53). The company's debt to equity, which counts lease liabilities, was 0.31, about 0.3× (DRHP p.92). Return on capital employed was 32.82%, so 32.8% rounded (DRHP p.92).
• Customers and suppliers: the largest customer was 15.69% of FY26 revenue, so 15.7% rounded, the top five 38.52%, so 38.5%, and the top ten 43.00% (DRHP p.38); the largest supplier was 76.73% of FY26 purchases, so 76.7% (DRHP p.33).
• Receivables: 28 days of revenue at March 2026, against 25 at March 2024 (DRHP p.42).
• Order book: unexecuted orders of ₹46.6 crore at September 15, 2026: ₹30.0 crore in C-MPower, ₹14.1 crore in C-Marine and ₹2.5 crore in C-Konnect (DRHP p.131).
• Contingent liabilities: claims not acknowledged as debt of ₹10.7 crore at March 2026, almost all service tax orders under appeal (DRHP p.55).
• Related parties: transactions with related parties added up to about ₹3.3 crore in FY26, most of it pay and incentives of directors (our arithmetic, DRHP p.207).
• Use of the issue: up to ₹9.9 crore of the net proceeds for working capital and up to ₹6.5 crore for repaying borrowings (DRHP p.80).
• Cases: no criminal or regulatory cases against the promoters; one direct tax demand of ₹870 against Jithesh Keedathu Ayyappan Pillai (DRHP p.246).

05What the growth is made of

Revenue rose ₹23.6 crore from FY24 to FY26 (our arithmetic, DRHP p.53). By line (our arithmetic, DRHP p.196):

• Software resold: up ₹16.0 crore, from ₹35.5 crore to ₹51.5 crore. Software purchases rose from ₹24.8 crore to ₹32.7 crore over the same years (DRHP p.196).
• Services: up ₹7.0 crore, from ₹31.1 crore to ₹38.1 crore, after falling to ₹20.1 crore in FY25.
• Solar installation: up ₹0.79 crore, from ₹1.2 crore to ₹1.9 crore.

People: employees on the rolls went from 109 at the end of FY24 to 237 at the end of FY26 (DRHP p.40), and employee cost from ₹33.0 crore to ₹41.2 crore, 44.85% of FY26 revenue (DRHP p.139).

Places: West Bengal revenue went from ₹1.3 crore in FY24 to ₹16.2 crore in FY26, while Andhra Pradesh went from ₹21.3 crore to ₹7.6 crore (DRHP p.130).

The document does not give licence counts, prices, billed headcount or billing rates by year, so the increase cannot be separated into volume and price. That is the finding. The company says revenue increases are "by and large linked to increases in volume of business" and also depend on price realisation (DRHP p.242).

06Earnings quality

The item that needs explaining is the restatement. The audited Ind AS accounts showed FY26 equity of ₹21.3 crore; the restatement adds ₹10.3 crore of unbilled revenue and takes out ₹9.7 crore of software stock, among other changes (DRHP p.215). The restated FY26 balance sheet carries unbilled revenue of ₹10.3 crore, about 11.3% of FY26 revenue, against ₹1.7 crore at March 2024 (our arithmetic, DRHP p.190). The company recognises part of its revenue by percentage of completion (DRHP p.221). Allowances for expected credit loss were ₹1.1 crore in FY24, ₹0.33 crore in FY25 and ₹0.04 crore in FY26 (DRHP p.197).

07The balance sheet

At March 31, 2026 total assets were ₹39.6 crore: other current financial assets ₹11.8 crore (₹10.3 crore of it unbilled revenue), other non-current financial assets ₹7.6 crore, trade receivables ₹7.4 crore, property, plant and equipment ₹4.3 crore, cash ₹2.9 crore, inventories of software ₹2.6 crore and right-of-use assets ₹1.9 crore (DRHP p.52, DRHP p.190). Against them: other current liabilities ₹5.5 crore (₹3.0 crore of salaries payable), trade payables ₹4.1 crore, borrowings ₹4.3 crore, lease liabilities ₹2.3 crore, provisions ₹2.0 crore and net worth ₹21.3 crore (DRHP p.52, DRHP p.195).

Borrowings of ₹4.3 crore were an HDFC Bank overdraft of ₹2.3 crore, a loan against property of ₹1.1 crore and two unsecured business loans of ₹0.96 crore (DRHP p.194, DRHP p.219). Sanctioned limits were ₹13.2 crore (DRHP p.219). The bank facilities of ₹23.35 crore are rated IVR BB+/Stable long term and IVR A4+ short term by Infomerics (DRHP p.60). The promoters guarantee the HDFC Bank loans and the loan against property is on the property of Anildas Narayanapillai Thulasidas and Geetha Das (DRHP p.40, DRHP p.85).

Source: DRHP p.80, DRHP p.218. The capitalisation statement leaves the post-issue column blank (DRHP p.218). Secured borrowings had risen to ₹7.3 crore by September 23, 2026, and the three loans picked for repayment then stood at ₹6.5 crore, including ₹4.8 crore drawn on a new ₹7.3 crore overdraft sanctioned on June 9, 2026 (DRHP p.85, DRHP p.86). Contingent liabilities were ₹10.7 crore, with no capital commitments (DRHP p.55).

08What the money is for

Conceptia Technologies IPO objects: what the money is for

Source: DRHP p.80, DRHP p.87. The rupee size of the issue depends on a price not yet set, so the share of each object cannot be worked out (DRHP p.80).

Working capital, ₹9.9 crore: ₹5.0 crore in FY27 and ₹4.9 crore in FY28 (DRHP p.81). The company estimates its working capital need at ₹20.7 crore at March 2027 and ₹26.1 crore at March 2028, against ₹11.6 crore at March 2026, with the rest from internal accruals and no bank borrowing for it (DRHP p.82, DRHP p.83). The estimate assumes unbilled revenue at 34 days and payables falling to 35 days (DRHP p.83).

Debt repayment, ₹6.5 crore: an HDFC Bank business loan at 13.16% (₹0.73 crore outstanding), a loan against property at 9.85% (₹1.0 crore) and an overdraft at 8.75% (₹4.8 crore), as at September 23, 2026, all scheduled for FY27 and with no prepayment penalty (DRHP p.81, DRHP p.86). The company says it intends to repay its cash credit facility from the proceeds (DRHP p.84).

The objects have not been appraised by any agency, and no monitoring agency is required because the issue is below ₹50 crore (DRHP p.61). No part of the proceeds goes to the promoters (DRHP p.88).

Into the business the fresh issue of up to 26,05,000 shares, at a price not yet set (DRHP p.49). To selling shareholders nothing: there is no offer for sale (DRHP p.1, AP p.1).

09Who is selling

Conceptia Technologies IPO offer for sale: who is selling

Nobody. The issue is a fresh issue of up to 26,05,000 shares of ₹10 (DRHP p.49), and the document marks the offer for sale "NIL" (DRHP p.1). The promoters and promoter group will not take part in the issue (DRHP p.78).

10Promoters

The promoters are Anildas Narayanapillai Thulasidas, Jithesh Keedathu Ayyappan Pillai and Geetha Das (DRHP p.1). The document states that Anildas Narayanapillai Thulasidas and Geetha Das are spouses, that Aishwarya Das is their daughter, and that Vidya Nair is the spouse of Jithesh Keedathu Ayyappan Pillai (DRHP p.156, DRHP p.168).

• Anildas Narayanapillai Thulasidas, 65, Chairman and Managing Director, a naval architecture graduate with over 15 years in the Indian Navy, retiring as Lieutenant Commander in 2000, and Managing Director since June 18, 2004 (DRHP p.133, DRHP p.155).
• Jithesh Keedathu Ayyappan Pillai, 49, Whole-time Director, a production engineering graduate with over 23 years in engineering software and PLM, who runs C-Konnect, CM Techno and the solar subsidiary (DRHP p.156).
• Geetha Das, 62, Non-Executive Director, an IIT Delhi M.Tech; a director from 2004, out of the board from 2011, back as Whole-time Director on February 4, 2026 and a non-executive director from August 25, 2026 (DRHP p.155, DRHP p.159).

Pay: remuneration to directors and key managerial personnel was ₹0.99 crore in FY24, ₹1.3 crore in FY25 and ₹1.9 crore in FY26, plus incentives of ₹0.74 crore, ₹0.63 crore and ₹0.77 crore (DRHP p.56). The Managing Director gets an incentive of 5% of profit before tax and the Whole-time Director 2% (DRHP p.158).

From April 1, 2026 their remuneration is ₹1.3 crore and ₹1.3 crore a year, under a ceiling of ₹5 crore each (DRHP p.157). The risk factors say both were paid above Board-approved limits in several years without the required approvals or filings, including ₹1.4 crore to the Managing Director in FY26 against a ₹1.5 crore ceiling but without a Board resolution for the increase (DRHP p.33, DRHP p.34).

Geetha Das received consultancy fees of ₹0.06 crore in FY26 (DRHP p.208).

Other businesses: the promoter group entities are Getsoon Technologies LLP and the firm Advanced Designs and Methods; Geetha Das is also a director of Xsub Robotics Private Limited (DRHP p.167, DRHP p.169). The promoters have no listed ventures (DRHP p.266).

Guarantees and pledges: the promoters guarantee the HDFC Bank loans (DRHP p.168). No promoter shares are pledged (DRHP p.75).

Cases: no criminal, regulatory or material civil cases against the promoters; one TDS demand of ₹870 against Jithesh Keedathu Ayyappan Pillai (DRHP p.246).

Promoter economics: Anildas Narayanapillai Thulasidas and Geetha Das each subscribed 7,500 shares at ₹10 on incorporation and received bonus shares in 2006 and 2007 (DRHP p.74, DRHP p.75). Geetha Das transferred 37,400 shares to Swan Defence and Heavy Industries Limited at ₹136.36 on September 6, 2011 (DRHP p.75).

On April 30, 2025 Anildas Narayanapillai Thulasidas bought 22,000 shares from Muraleedharan Pillai and Jithesh Keedathu Ayyappan Pillai bought 26,400 shares from Abdul Rahim, both at ₹200, or ₹12.50 after the bonus (DRHP p.74, DRHP p.75, DRHP p.96). All then received the 15:1 bonus on August 25, 2026 (DRHP p.69).

The average cost is ₹2.12 a share for Anildas Narayanapillai Thulasidas (DRHP p.41); for the other two the document prints ₹0.04 and ₹12.5 against different names in the risk factors and the abridged prospectus (DRHP p.41, DRHP p.42, AP p.8).

11Who already owns it

Conceptia Technologies promoter holding before and after the IPO

Source: DRHP p.73, DRHP p.74. There are 70,40,000 shares of ₹10 before the issue and seven shareholders (DRHP p.68, DRHP p.78). If all 26,05,000 new shares are issued the total becomes 96,45,000 (our arithmetic, DRHP p.68). The document itself puts the promoters' holding after the issue at 38.32% of post-issue capital, so 52.5% → 38.3% (DRHP p.75, DRHP p.166). Promoters and promoter group together go from 54.50% to about 39.8% (our arithmetic, DRHP p.72). The promoter shareholding table prints 17.00% and 53.00% where the other tables print 16.50% and 52.50% (DRHP p.74).

The two company shareholders: Swan Defence and Heavy Industries Limited, formerly Reliance Naval and Engineering Limited, holds 25.5% and Krishna Defence and Allied Industries Limited 20.0% before the issue (DRHP p.73). Both are listed, both are named as group companies, and they sit in the public category, not the promoter group (DRHP p.72, DRHP p.170). Swan Defence has held 25.50% since at least two years before filing (DRHP p.73).

Krishna Defence bought 88,000 shares from Muraleedharan Pillai and Abdul Rahim at ₹200 each, ₹12.50 after the bonus, in the 18 months before filing (DRHP p.96). After the issue they would hold about 18.6% and 14.6% (our arithmetic, DRHP p.73). Krishna Defence is also a customer: it appears twice in the order book, and the two shareholder companies together bought ₹0.16 crore in FY26 (DRHP p.131, DRHP p.132, DRHP p.207).

Of the promoters' shares, 19,29,000 bonus shares, 20% of post-issue capital, are to be locked in for three years (DRHP p.75, DRHP p.76).

12What changed just before the IPO

• Revenue and profit: revenue went from ₹68.2 crore in FY24 to ₹91.8 crore in FY26 and profit after tax from ₹3.1 crore to ₹6.0 crore (DRHP p.53).
• Receivables: receivable days went from 25 in FY24 to 28 in FY26 (DRHP p.42).
• Promoter pay: directors' and key managerial personnel's remuneration went from ₹0.99 crore in FY24 to ₹1.9 crore in FY26 (DRHP p.56).
• Bonus issue: 15:1, allotted August 25, 2026, 66,00,000 shares, taking the share count from 4,40,000 to 70,40,000 (DRHP p.69). One note in the restated accounts dates it July 10, 2026 (DRHP p.209).
• Pre-IPO placement: none; no shares were issued in the last two years except the bonus (DRHP p.70).
• Last allotment: the bonus of August 2026; the last allotment for cash was at ₹10 a share on incorporation in 2004 (DRHP p.69).
• Secondary transfers: six transfers at ₹200 a share, ₹2.9 crore in all, moved the holdings of the two founding shareholders Abdul Rahim and Muraleedharan Pillai to the promoters, Aishwarya Das and Krishna Defence in the 18 months before filing (DRHP p.96).
• Conversion: became a public company with a fresh certificate dated August 24, 2026, and renamed Conceptia Technologies Limited on September 24, 2026 (DRHP p.58).
• Auditor: no change in the last three years; Prakash Bhat & Associates was re-appointed in 2019 and 2024 (DRHP p.61).
• Board and officers: Geetha Das joined the board on February 4, 2026; two independent directors joined on August 27, 2026; the chief financial officer was appointed on August 27, 2026 and the company secretary on September 11, 2026; five senior managers were designated on September 22, 2026 (DRHP p.159, DRHP p.165).
• New agreement: a non-exclusive software distribution agreement with a United States technology company for projectile and ballistic design software, effective August 24, 2026, subject to export control approvals (DRHP p.133).
• New loan: an HDFC Bank overdraft of ₹7.3 crore sanctioned on June 9, 2026 (DRHP p.86).
• ESOP scheme: approved by shareholders on September 28, 2026; no options granted (DRHP p.70).
• Compliance clean-up: a compounding application has been filed for past failures to consolidate the Singapore subsidiary (DRHP p.34).

13Capacity and expansion

The company says installed capacity and capacity utilisation do not apply to it because it is a service company, and that plant and machinery disclosures do not apply either (DRHP p.136). Its offices are listed with rent, from ₹4,000 a month in Howrah to ₹3,06,000 a month for one Bengaluru floor (DRHP p.139). Capital expenditure was ₹0.31 crore in FY24, ₹3.7 crore in FY25 and ₹0.67 crore in FY26 (DRHP p.54).

The FY25 figure is mainly the purchase of property, plant and equipment of ₹3.7 crore (DRHP p.241); the Kochi office is owned, from an agreement dated April 19, 2024 (DRHP p.140). The issue carries no capital expenditure object (DRHP p.80). Read from the filing: for this business the nearest thing to capacity is people; 283 personnel were deployed to customers in July 2026 (DRHP p.138).

14Market size and industry structure

Conceptia Technologies industry: market size and growth

As claimed: the company did not commission an industry report. The chapter says it was extracted from websites and public documents that nobody connected with the issue has verified (DRHP p.103), and it draws on the IMF World Economic Outlook of April 2026, IBEF, 6Wresearch, IMARC Group and Verified Market Reports web pages (DRHP p.106, DRHP p.110, DRHP p.111, DRHP p.120).

The widest figure for the company's main field is the India engineering services outsourcing market, put at USD 62.8 billion in 2025; IMARC Group projects USD 211.4 billion by 2034, a growth rate of 14.01% a year over 2026 to 2034 (DRHP p.110).

For engineering software (CAD, CAM, CAE, AEC and EDA) the chapter gives USD 15.23 billion in 2024 and an estimate of USD 31.63 billion by 2033, 8.9% a year from 2026 to 2033, citing Verified Market Reports, without saying whether this is a world or an Indian figure (DRHP p.116, DRHP p.120).

The part that is addressable: the company resells Dassault Systèmes CAD, CAM and simulation software in Karnataka, Tamil Nadu and Kerala, supplies manpower to shipyards, and designs ships (DRHP p.125, DRHP p.127). The chapter gives no size for software reselling in south India, for naval design services in India, or for shipyard manpower supply.

What the company is today: FY26 revenue of ₹91.8 crore (DRHP p.53). Because the chapter sizes none of the company's actual segments, and gives its figures in dollars for wider markets, no market share can be worked out from the filing.

Size over time: for shipbuilding, the chapter puts the world market at US$150.42 billion in 2024 and quotes a projection of 3.43% a year from US$155.58 billion in 2025 to US$203.76 billion in 2033 (DRHP p.113). It says India's share of world shipbuilding is under 1%, against South Korea 25%, Japan 18% and China 47% (DRHP p.112).

It quotes Finextra Research that Indian shipbuilding was US$90 million in 2022 and is expected to reach US$8,120 million by 2033, growth of 60% a year (DRHP p.113). For defence, India's defence exports rose from Rs. 686 crore in FY14 to Rs. 38,424 crore in FY26, with private companies 45.16% of FY26 exports (DRHP p.111, DRHP p.112). The FY27 defence budget is Rs.

7,84,678 crore, 14.7% of central government spending, and the government has set its own aim of Rs. 3,00,000 crore of defence manufacturing by FY29 (DRHP p.112).

Segments: the software part of the chapter splits the market into CAD, CAM, CAE, AEC and EDA, and says CAD is the largest segment and CAE the fastest growing (DRHP p.116, DRHP p.118, DRHP p.119). The company sells into CAD through SolidWorks, CAE through SIMULIA and SolidWorks Simulation, and CAM through SolidCAM (DRHP p.126). Shipbuilding is split into public yards that build mostly for defence and private yards that build commercial and offshore vessels (DRHP p.113).

What drives demand: digital engineering with AI, machine learning and IoT in aerospace, defence and manufacturing (DRHP p.111); green engineering, with renewable capacity at 209.44 GW in December 2024, 15.84% more than a year earlier (DRHP p.111); Make in India and skill programmes (DRHP p.112); Industry 4.0, more complex projects and the move to cloud subscriptions (DRHP p.117, DRHP p.118); in shipbuilding, the Sagarmala Program and the Shipbuilding Financial Assistance Policy (DRHP p.114); and in defence, indigenisation, with more than 15,700 items indigenised through the SRIJAN portal by May 2026 and 676 startups and MSMEs engaged under iDEX by March 2026 (DRHP p.112, DRHP p.115).

Structure: the chapter names the public shipyards Cochin Shipyard Limited, Mazagaon Dock Shipbuilders Limited, Garden Reach Shipbuilders & Engineers, Goa Shipyard Limited and Hindustan Shipyard Limited, and among private yards Larsen & Toubro, Swan Defence and Heavy Industries Limited, which it says has had its operations affected by financial issues, and Shoft Shipyard and ABG Shipyard (DRHP p.114).

Several of these appear in the company's order book, and Swan Defence holds 25.50% of the company (DRHP p.131, DRHP p.73). In software the chapter names Autodesk, Dassault Systèmes, Siemens and PTC as the leading makers (DRHP p.119); Dassault Systèmes is the company's main principal (DRHP p.33). The business chapter says the company competes with Indian and overseas engineering, marine, software and manpower firms, without naming any (DRHP p.141).

Inputs and trade: the main input is third-party software: software purchases were ₹32.7 crore in FY26 and the largest supplier was 76.73% of all purchases (DRHP p.196, DRHP p.33). The chapter says export restrictions on technology and software licences can limit access in some markets (DRHP p.118). Exports were 3.63% of FY26 revenue (DRHP p.130). The company says it has no export obligations (DRHP p.141).

Rules: the business works under the Information Technology Act, 2000 and its data protection rules, the labour codes, the Trademarks Act, FEMA, the Foreign Trade Act, GST law, state shops and establishments laws and the MSMED Act (DRHP p.142, DRHP p.143, DRHP p.144, DRHP p.145). A shops and establishment registration for one Bengaluru office is still pending (DRHP p.29, DRHP p.251). The new ballistic software agreement is subject to export control approvals (DRHP p.133).

What the chapter says can go wrong: competition from Indian and foreign firms, constant reskilling, currency swings, regulatory delays and shortages of skilled engineers (DRHP p.111, DRHP p.112); certification burdens, high software costs, resistance to change, a crowded market led by Autodesk, Dassault Systèmes and Siemens, and trade and geopolitical shocks (DRHP p.118); and a shipbuilding industry that is capital-intensive and under-used because finance is limited (DRHP p.113). The IMF text it reproduces expects global growth of 3.1% in 2026, below 3.4% in 2025, with the Middle East conflict pushing up energy and food prices (DRHP p.103). The chapter does not discuss reseller margins, renewal rates or manpower billing rates.

15Competitive position

Conceptia Technologies competitors

Source: DRHP p.94, DRHP p.95, converted from ₹ lakh. The document names both as listed peers with comparable business profiles but does not say where each overlaps (DRHP p.91, DRHP p.93). ASM Technologies' revenue is about 5.8 times the company's and AXISCADES' about 12.6 times (our arithmetic, DRHP p.95).

What the company puts forward: delivered projects for Cochin Shipyard, Garden Reach Shipbuilders and a naval research vessel worth over ₹25.5 crore together; customers in 16 states and 3 union territories; an order book spread across divisions; revenue from 15 sectors; and a long run of Dassault SolidWorks reseller awards (DRHP p.129, DRHP p.130, DRHP p.131, DRHP p.149). Against that: one software principal behind most purchases, Karnataka at 41.41% of revenue, no long-term customer contracts, attrition of 42.02% in FY25, and executive directors with no listed-company board experience (DRHP p.33, DRHP p.27, DRHP p.39, DRHP p.40, DRHP p.38).

16Peers the company named

Peers named in the offer document: ASM Technologies Limited and AXISCADES Technologies Limited (DRHP p.91).

Both are engineering services companies several times the company's size, and neither is described as a software reseller or a manpower supplier (DRHP p.91, DRHP p.95). The document gives their P/E as 137.48 and 111.41 on September 25, 2026, an average of 124.45 (DRHP p.90). The company's FY26 EPS is ₹8.57 after the bonus and its weighted average EPS ₹5.88 (DRHP p.89). With no price band, no P/E for the company can be stated.

17Risks, in plain words

Conceptia Technologies IPO risks

Suppliers: one principal: C-Konnect resells third-party software, mainly Dassault Systèmes, under arrangements that set territory, pricing and targets and need not continue (DRHP p.33) → if the principal changes terms, appoints more partners or sells direct, the largest division is hit → the largest supplier was 76.73% of FY26 purchases and software resale was 56.34% of revenue (DRHP p.33, DRHP p.27).

Financial: the restatement: restating the audited accounts added unbilled revenue and removed software stock in each year (DRHP p.215) → the figures in the offer document are not the figures the company first reported → the adjustments were ₹10.3 crore and ₹9.7 crore of FY26 equity (DRHP p.215).

Legal: company law and filings: the company filed many statutory forms late, cannot trace others back to 2004, made incorrect or incomplete statements in past board reports, failed for years to consolidate its Singapore subsidiary, and cannot show FEMA filings for the investment in it (DRHP p.30, DRHP p.32, DRHP p.34, DRHP p.35) → penalties or compounding fees may follow → two forms were filed 847 days late in September 2026 (DRHP p.32).

Promoters: pay above limits: the Managing Director and Whole-time Director were paid above Board-approved limits in FY22 to FY26 without the required resolutions or Form MGT-14 (DRHP p.33, DRHP p.34) → the company may be penalised or asked to recover pay → the FY24 Managing Director pay is shown as ₹0.97 crore in one set of accounts and ₹1.5 crore in another, an understatement of ₹0.51 crore (DRHP p.33).

Regulation: tax demands: two service tax orders of ₹7.2 crore and ₹3.3 crore for 2014 to 2017 are under appeal, and the larger one was not disclosed in the FY21 accounts or as a contingent liability in FY22 (DRHP p.34, DRHP p.35) → an adverse outcome means paying the demand with interest and penalty → contingent liabilities of ₹10.7 crore are about half of FY26 net worth of ₹21.3 crore (our arithmetic, DRHP p.55, DRHP p.52).

Customers and place: revenue comes on work orders without long-term commitments (DRHP p.39) → business can fall away quickly, as in FY25 when revenue fell 8.79% after manpower projects ended (DRHP p.92, DRHP p.235) → the top ten customers were 43.00% of FY26 revenue and Karnataka 41.41% (DRHP p.38, DRHP p.27).

Business: people: the business depends on engineers and skilled workers (DRHP p.39) → losing them delays projects → attrition was 43.19% in FY24, 42.02% in FY25 and 16.94% in FY26 (DRHP p.40).

Issue-specific: large non-promoter holders: Swan Defence and Krishna Defence together hold 45.50% (DRHP p.39) → their interests may differ from other shareholders' and any sale could move the price → after the issue the promoters would hold 38.32% (DRHP p.75).

18Litigation and regulatory matters

Cases against Conceptia Technologies and its promoters

Criminal: none by or against the company, subsidiaries, promoters, directors or key managers (DRHP p.244, DRHP p.246). Regulatory: no actions by statutory or regulatory authorities (DRHP p.244, DRHP p.246). Tax: seven cases against the company totalling ₹10.8 crore (DRHP p.244). Civil:

the only material civil matter is the caveat petition, in which a firm asked the court not to pass orders in any copyright suit the company and Dassault Systèmes might bring against it (DRHP p.244). Creditors: one material creditor was owed ₹3.9 crore of ₹4.1 crore of trade payables at March 31, 2026 (DRHP p.247). Statutory dues: EPFO and GST payments were late in several months of 2024 and 2025 (DRHP p.37). Dividend:

₹65,000 of FY24 dividend was not paid in time (DRHP p.42).

19Related-party transactions

Source: DRHP p.56, DRHP p.57, DRHP p.207, converted from ₹ lakh. A relative of a key manager was repaid a ₹0.20 crore loan in FY24 (DRHP p.207). Incentives payable to directors were ₹0.49 crore at March 2026 (DRHP p.208). The per-person table names Geetha Das as Whole-time Director against ₹0.93 crore of FY26 remuneration and ₹0.72 crore of incentive, figures that match the Managing Director's pay elsewhere (DRHP p.208, DRHP p.157).

What appeared or changed in the two years before filing: sales to the shareholder companies began in FY26; Geetha Das moved from relative to director in February 2026 and was paid consultancy fees; the interest payments to a relative stopped after FY25 (DRHP p.207, DRHP p.208). The two company shareholders are named group companies, and Krishna Defence is in the order book as a customer (DRHP p.170, DRHP p.131). The company says its related-party transactions are at arm's length (DRHP p.38).

20What the offer document does not say

Customers in the concentration table are not named. Licence counts, software prices, the company's margin on resale, billed headcount and billing rates are not given, so growth cannot be split into volume and price. Terms of the Dassault Systèmes reseller arrangement, its length and renewal date are not disclosed. The industry chapter sizes none of the company's actual markets (DRHP p.110, DRHP p.116).

Where the two listed peers overlap with the company is not stated (DRHP p.91). The issue size in rupees, price band, general corporate purposes and issue expenses are blank (DRHP p.80). The after-issue share count and shareholdings are blank (DRHP p.68, DRHP p.74). The date and price at which Krishna Defence first bought into the company are given only as a transfer at ₹200 within 18 months of filing (DRHP p.96).

Financial details of the group companies are left to the company website (DRHP p.170).

Some inconsistencies are recorded as document matters, not business ones: the cover says the issue is under Regulation 229(1) while the eligibility chapter relies on 229(2) for post-issue capital above ₹10 crore, though 96,45,000 shares of ₹10 come to about ₹9.6 crore (DRHP p.1, DRHP p.254, our arithmetic); the average cost of acquisition of Geetha Das and Jithesh Keedathu Ayyappan Pillai is swapped between the risk factors and the abridged prospectus (DRHP p.41, AP p.8);

the bonus is dated August 25, 2026 in most places and July 10, 2026 in one note (DRHP p.69, DRHP p.209); the Managing Director's FY26 pay is ₹0.93 crore in the management chapter and ₹1.4 crore with incentive in the risk factors (DRHP p.157, DRHP p.34); the solar subsidiary is called wholly owned while 1% is held by Jithesh Keedathu Ayyappan Pillai (DRHP p.151);

subsidiary revenue is ₹1.948 crore in the division table and ₹1.946 crore in the subsidiary's own figures (DRHP p.122, DRHP p.152); segment profit before tax is ₹8.08 crore against ₹8.10 crore in the profit and loss statement (DRHP p.200, DRHP p.53); the indebtedness chapter refers to a page left as "Error! Bookmark not defined" (DRHP p.219); and the board is described as having "three (2) Executive Directors" (DRHP p.154).

21Five questions for management

1. How many SolidWorks and other licences did the company resell in each of FY24, FY25 and FY26, at what average price, and what gross margin did C-Konnect earn on them?
2. What are the term, territory, targets and renewal date of the Dassault Systèmes reseller arrangement, and what share of FY26 purchases came from Dassault Systèmes India?
3. Of the ₹10.3 crore of unbilled revenue at March 31, 2026, how much has since been invoiced and collected, and from which customers?
4. What business does the company do with Swan Defence and Heavy Industries Limited and Krishna Defence and Allied Industries Limited, and at what price per share did Krishna Defence first acquire its stake?
5. How many personnel were deployed and billed in each month of FY26, at what average billing rate, and what margin does C-MPower earn per person?

1Sources and cited facts

This study was read from 1 document the company filed. The 183 figures it cites are listed under the document each came from, with the page and the sentence as printed.