Dove Soft Limited IPO

01At a glance

Dove Soft IPO date, price band and lot size

What the company does: procures messaging, voice and connectivity capacity from telecom operators and other service providers and supplies it to businesses as SMS, OTP, voice call, WhatsApp, RCS and email services through its own platform (RHP p.149, RHP p.95).

Who pays it: enterprise and aggregator customers the prospectus does not name; the largest customer was 37.60% of FY26 revenue and the ten largest 79.94% (RHP p.28). Customers classed as telecom were 87.05% of FY26 revenue (RHP p.152).

Why it is raising money: ₹4,600.00 lakh for working capital, with the amount for general corporate purposes left blank (RHP p.93). The offer for sale of 12,72,000 shares goes to two promoters, Rahul Bhanushali and Sky Occean Infrastructure Limited (RHP p.1).

How fast it has grown: revenue from ₹11,972.69 lakh in FY24 to ₹27,398.01 lakh in FY26, about 51.3% a year, and profit after tax from ₹1,027.18 lakh to ₹2,340.42 lakh, about 50.9% a year (our arithmetic, RHP p.57).

The one thing to understand: profit has not turned into cash. Over FY24 to FY26 operating cash flow added up to −₹1,282.68 lakh against ₹5,021.60 lakh of profit after tax, because trade receivables grew to ₹13,764.47 lakh at March 2026 (our arithmetic, RHP p.56, RHP p.57, RHP p.58).

02The business, in plain words

What Dove Soft does

Dove Soft calls itself a CPaaS provider, a communications platform as a service: software through which a business sends messages and calls to its own customers without building its own telecom links (RHP p.149). The company describes itself as an aggregator between telecom operators and clients (RHP p.149). A client registers its templates and sender IDs on the telecom regulator's DLT portal, logs into the company's web application or connects by API or SMPP, and the company's SMPP Engine submits each message to an operator and records the delivery report (RHP p.158).

A bank, app or aggregator needs OTPs and alerts delivered → it orders message and call volumes from Dove Soft → Dove Soft routes them through telecom operators and other providers bought on purchase orders → Dove Soft is paid per message or per call, and keeps the gap between what it charges and what the operator charges.

The company was incorporated in Mumbai on August 19, 2011 and became a public company on September 19, 2022 (RHP p.62). It has two subsidiaries: Dove Soft Technologies Private Limited, 92.61% owned, which the prospectus says runs a similar business, and Dove Soft Global FZCO in Dubai, incorporated on April 29, 2025 (RHP p.187, RHP p.150). In FY26 the Indian subsidiary contributed 18.24% of consolidated revenue and the Dubai one 4.33% (RHP p.150). Most client agreements are pay-per-use with no fixed or minimum payment and no guaranteed volume (RHP p.39). The company had 92 employees at March 2026, 46 of them in sales (RHP p.169).

Earnings equation: Profit = messages and calls routed × (price charged − operator and provider cost) − staff and overheads − interest. In FY26 the purchase of messaging services and direct expenses was ₹22,357.02 lakh against revenue of ₹27,398.01 lakh, 81.6% of it (our arithmetic, RHP p.57). The prospectus gives no message or call volumes and no price per message.

03Where the money comes from

Source: RHP p.152. SMS was 88.61% of FY26 revenue (RHP p.152).

By region, the north gave 60.07% of FY26 revenue, the west 29.33%, the south 1.08%, the east 0.67% and international customers 8.84% (RHP p.28). By state, Uttar Pradesh rose from ₹901.44 lakh in FY24 to ₹13,987.23 lakh in FY26, 51.05% of revenue, while Delhi fell from ₹7,105.03 lakh to ₹348.09 lakh (RHP p.150, RHP p.151). The United Arab Emirates gave ₹2,239.49 lakh in FY26 against ₹259.67 lakh in FY25 (RHP p.151).

Dove Soft customers: how concentrated the revenue is

Source: RHP p.28. Revenue depends on a few customers: ten customers gave about four fifths or more of it in each year, and one gave between 30% and 55%. The prospectus says the rising share of the largest customer came from more volume and more services, first SMS and later digital marketing and WhatsApp (RHP p.28). Supply is just as concentrated: the largest service provider was 71.00% of FY26 purchases, against 50.40% in FY24 (RHP p.165).

04The growth record

Dove Soft financials: revenue, profit and margins

Source: RHP p.106, RHP p.57, RHP p.58.

Our arithmetic over the two years from FY24 to FY26: revenue grew about 51.3% a year, EBITDA about 49.0% and profit after tax about 50.9%; EBITDA margin narrowed 37 basis points and PAT margin 4 basis points (RHP p.57, RHP p.106). Revenue grew 56.8% in FY25 and 45.9% in FY26, profit 61.0% and 41.5% (our arithmetic, RHP p.57). Profit attributable to the company's own shareholders, after the minority share in the Indian subsidiary, was ₹2,288.75 lakh in FY26 (RHP p.57).

Net worth was ₹3,312.48 lakh, ₹6,674.22 lakh and ₹9,039.88 lakh (RHP p.249). Borrowings at March 2026 were ₹929.78 lakh and cash ₹174.16 lakh (RHP p.250, RHP p.56). Other income was ₹76.17 lakh in FY26, 2.5% of profit before tax of ₹3,023.45 lakh, and ₹72.89 lakh of it was an unrealised foreign exchange gain (our arithmetic, RHP p.57, RHP p.233). Contingent liabilities were nil at March 2026 (RHP p.60).

Two figures are printed differently in the same document: RoCE for FY26 is 36.50% in the key performance indicators and 33.81% in the management discussion, and RoE 29.79% and 29.89% (RHP p.106, RHP p.251). The restated FY26 profit of ₹2,340.41 lakh is below the ₹2,434.07 lakh in the books of account (RHP p.244).

05What the growth is made of

Revenue rose ₹15,425.32 lakh between FY24 and FY26, and SMS gave ₹13,298.37 lakh of that increase (our arithmetic, RHP p.152). The prospectus says the rise is largely volume (RHP p.259), and in FY25 attributes it to more business from existing customers and the start of RCS (RHP p.255). Voice went from ₹39.66 lakh in FY24 to ₹1,753.68 lakh in FY25 and ₹1,311.26 lakh in FY26 (RHP p.152).

The largest customer alone went from ₹6,563.58 lakh in FY24 to ₹10,300.90 lakh in FY26, about 24% of the two-year increase (our arithmetic, RHP p.152, RHP p.153). The geographic mix moved at the same time: Uttar Pradesh from ₹901.44 lakh to ₹13,987.23 lakh and Delhi from ₹7,105.03 lakh to ₹348.09 lakh (RHP p.150, RHP p.151). International revenue, mostly the United Arab Emirates, rose to ₹2,422.22 lakh in FY26, the first year of the Dubai subsidiary (RHP p.151, RHP p.150); international purchases were ₹3,357.71 lakh in the same year (RHP p.165).

The offer document does not disclose the number of messages or calls handled or the price per message, so the increase cannot be separated into volume and price.

06Earnings quality

The item that needs explaining is cash. In FY26 operating profit before working capital changes was ₹3,389.76 lakh, but receivables rose ₹5,130.24 lakh and taxes paid were ₹697.83 lakh, leaving ₹430.48 lakh (RHP p.58). In FY25 receivables rose ₹1,893.59 lakh while payables fell ₹1,544.04 lakh, and operating cash flow was −₹1,747.90 lakh (RHP p.58). The company says it gave longer credit to new enterprise clients and moved from channel partners, who gave long credit, to procuring directly from telecom operators, who do not (RHP p.99). Trade receivables at March 2026 were about half of FY26 revenue (our arithmetic, RHP p.56, RHP p.57).

The restated statements are signed by a peer review auditor, Mathia & Co., and not by the statutory auditor, Ankush Gupta & Associates (RHP p.31). Legal and professional charges rose from ₹51.69 lakh in FY25 to ₹316.97 lakh in FY26 (RHP p.234).

07The balance sheet

At March 2026 long-term borrowings were ₹188.36 lakh and short-term borrowings ₹741.42 lakh, total borrowings ₹929.78 lakh against shareholders' funds of ₹8,923.45 lakh (RHP p.56, RHP p.250). By July 31, 2026 borrowings were ₹1,580.26 lakh, of which ₹1,131.15 lakh, 71.58%, was working capital repayable on demand, including an ₹800.00 lakh Axis Bank overdraft sanctioned in 2026 (RHP p.261, RHP p.264). The unsecured business loans taken in August 2024 carry 15.50% to 16.95% interest (RHP p.228). The overdrafts are guaranteed personally by Rahul Bhanushali, Kurjibhai Rupareliya, Chirag Shah and Shaipa Shah, and secured in part on a property in Malad East, Mumbai provided by Chirag Shah (RHP p.261, RHP p.262).

Cash was ₹174.16 lakh (RHP p.56). Non-current investments of ₹965.05 lakh are shares of MOS Utility Ltd, a group company (RHP p.231, RHP p.208). Trade payables were ₹5,890.72 lakh, of which two material creditors were owed ₹4,674.53 lakh (RHP p.229, RHP p.274). Contingent liabilities were nil at March 2026 and ₹8.00 lakh at March 2024 (RHP p.60).

After the issue: the fresh issue is 53,28,000 shares at a price not yet stated, so the rupee amount it adds to net worth cannot be computed (RHP p.53). None of the proceeds is earmarked to repay debt (RHP p.93).

08What the money is for

Dove Soft IPO objects: what the money is for

Source: RHP p.93.

The company puts its total working capital need for FY27 and FY28 at ₹20,012.58 lakh, of which ₹15,412.58 lakh is to come from internal accruals and borrowings, and plans to use ₹2,200.00 lakh of the issue in FY27 and ₹2,400.00 lakh in FY28 (RHP p.94). The company's stated reason is to offer bank guarantees to telecom operators and obtain lower bulk rates and longer credit (RHP p.95).

Its plan assumes receivable days of 142 in FY27 and 137 in FY28 and payable days of 62 and 51 (RHP p.99). General corporate purposes are capped at 15% of gross proceeds or ₹1,000 lakh, whichever is less (RHP p.93). Brickwork Ratings India Private Limited is the monitoring agency, and the objects have not been appraised by any bank (RHP p.66).

Into the business: up to 53,28,000 new shares, amount not stated at this stage (RHP p.1). To selling shareholders: up to 12,72,000 existing shares, amount not stated (RHP p.1).

09Who is selling

Dove Soft IPO offer for sale: who is selling

Source: RHP p.54, RHP p.1; percentages are our arithmetic. The fresh issue alongside it is 53,28,000 new shares (RHP p.1). The weighted average cost of the shares is ₹8.07 for Rahul Bhanushali and ₹4.94 for Sky Occean Infrastructure Limited (RHP p.1). The offer for sale is 19.3% of the 66,00,000 shares offered (our arithmetic, RHP p.1).

10Promoters

The promoters are Kurjibhai Rupareliya, Rahul Bhanushali and Sky Occean Infrastructure Limited (RHP p.1). Rahul Bhanushali has been a director since incorporation in 2011, Managing Director from December 2022 and Chairman and Managing Director from April 5, 2025 (RHP p.191). Pankaj Bhanushali, an executive director, is the brother of Rahul Bhanushali (RHP p.193).

Kurjibhai Rupareliya is 72 and holds interests in EPC First Limited, E Trav Tech Limited, Magnanimous Trade & Finance Limited, Hitz Music Limited and MPF Systems Limited (RHP p.207). Sky Occean Infrastructure Limited is a Rajkot construction company incorporated in 2017, 90% held by Kurjibhai Rupareliya (RHP p.206). The prospectus says Kurjibhai Rupareliya has no documents for educational qualifications (RHP p.41).

Promoter economics: the average cost of acquisition is ₹8.07 a share for Rahul Bhanushali, ₹7.68 for Kurjibhai Rupareliya and ₹4.94 for Sky Occean Infrastructure Limited (RHP p.87). Most of these shares came from a 140-for-1 bonus on July 7, 2022, a rights issue at ₹10 on October 6, 2022 and a conversion of loans into 16,97,000 shares at ₹10 on the same day; earlier loan conversions were priced at ₹466, ₹1,000 and ₹1,100 a share (RHP p.75, RHP p.80). Kurjibhai Rupareliya transferred 1,00,000 shares to Premilaben Mahendrakumar Shah at ₹115 each on February 26, 2026 (RHP p.84, RHP p.85). No promoter shares are pledged (RHP p.80).

Pay: Rahul Bhanushali drew ₹30.00 lakh in FY24 and ₹36.00 lakh in FY26, and the company paid Rahul Bhanushali rent of ₹32.00 lakh in FY24 and FY25 (RHP p.61). From May 27, 2026 a GIFT City office is licensed from Patel Kailashben Kanubhai and Rahul Bhupendra Bhanushali at ₹1,54,000 a month (RHP p.170). Rahul Bhanushali lent ₹203.00 lakh to the company in FY25, repaid in the same year (RHP p.61).

Cases: four tax matters against the promoters involve ₹806.90 lakh (RHP p.273). An assessment on Rahul Bhanushali for AY 2019-20 demands ₹460 lakh, and an ex-parte assessment on Sky Occean Infrastructure Limited for the same year demands ₹331 lakh with penalties; both are under appeal or open (RHP p.268, RHP p.269). Related-party dealings in FY26, other than loan movements and dealings with the subsidiary, came to ₹249.29 lakh (our arithmetic, RHP p.61).

11Who already owns it

Dove Soft promoter holding before and after the IPO

Before the issue there are 1,90,58,755 shares held by 61 shareholders (RHP p.53, RHP p.79). The promoters hold 1,39,51,737 shares, 73.21%, and with Lalitaben Ruparelia's 1.11% the promoter group holds 74.32% (RHP p.82, RHP p.81). The other large holders are Rajabhau Phad with 8.23%, Chirag Shah 5.92%, Viren Shah 3.11% and Jenil Shah 2.66% (RHP p.82). No fund or company outside the promoters holds 1% or more (RHP p.82).

How they came in: Chirag Shah was one of the subscribers at incorporation (RHP p.76). Rajabhau Phad was allotted 11,128 shares at ₹1,100 on January 31, 2022 as part payment for a flat, and 15,57,920 bonus shares on them (RHP p.76, RHP p.77); the flat purchase was cancelled on December 4, 2023 (RHP p.26), and the prospectus does not say what happened to the consideration in shares. On December 31, 2024 the company allotted 9,98,670 shares at ₹171 to 50 allottees (RHP p.76, RHP p.77).

If the whole offer is allotted there will be 2,43,86,755 shares (RHP p.53); the promoters would hold 1,26,79,737 shares, 52.0%, and the promoter group 52.9% (our arithmetic, RHP p.82, RHP p.53). 7,44,480 stock options have been granted at an exercise price of ₹20 (RHP p.86).

12What changed just before the IPO

• July 7, 2022: a bonus of 140 shares for each share held, 1,03,85,900 shares (RHP p.75).
• September 19, 2022: conversion into a public company (RHP p.62).
• October 6, 2022: 59,03,000 rights shares and 16,97,000 loan-conversion shares, all at ₹10 (RHP p.75).
• December 4, 2023: the flat purchase paid partly in shares was cancelled; ₹760.00 lakh of capital work in progress for an office was refunded in FY25 (RHP p.26, RHP p.236).
• March to April 2024: Rahul Bhanushali stepped down as chief executive, and Muktesh Narula, an independent director from September 2023 to March 2024, became chief executive on April 8, 2024, paid ₹81.20 lakh a year (RHP p.205, RHP p.196, RHP p.61).
• July to September 2024: fourteen unsecured business loans from banks and finance companies (RHP p.228).
• December 31, 2024: preferential allotment of 9,98,670 shares at ₹171 (RHP p.76).
• April 29, 2025: the Dubai subsidiary was formed; it gave 4.33% of FY26 revenue (RHP p.150).
• July 31, 2025: Ankush Gupta & Associates replaced Mathia & Co. as statutory auditor (RHP p.67).
• September 2025: a non-compete agreement with the subsidiary and group company, and the vesting of stock options extended to December 31, 2026 (RHP p.29, RHP p.85).
• November and December 2025: three independent directors resigned and one was appointed (RHP p.197).
• February 26, 2026: 1,00,000 shares transferred by Kurjibhai Rupareliya at ₹115 (RHP p.85).
• Concentration moved: the largest customer went from 54.82% of revenue in FY24 to 37.60% in FY26, the top five from 76.77% to 69.82% and the top ten from 84.62% to 79.94% (RHP p.28); the largest service provider from 50.40% to 71.00% of purchases (RHP p.165).
• Receivable days went from 145 in FY24 to 150 in FY26, and receivables over six months past due were ₹1,123.44 lakh at March 2026 (RHP p.98, RHP p.231).
• Borrowings rose from ₹929.78 lakh at March 2026 to ₹1,580.26 lakh at July 31, 2026 (RHP p.250, RHP p.261).

13Capacity and expansion

The prospectus says capacity and utilisation do not apply because the company is a service business, and it owns no plant and machinery (RHP p.168). It runs its platform on cloud servers and works from licensed offices in Mumbai, Gurugram and GIFT City and co-working space in Ahmedabad and Dubai (RHP p.169, RHP p.170, RHP p.278). Employee attrition was 62.71% in FY24, 62.30% in FY25 and 31.65% in FY26, mostly in sales (RHP p.38). The issue funds working capital, not capacity (RHP p.93).

14Market size and industry structure

Dove Soft industry: market size and growth

As claimed: the Indian CPaaS market is put at USD 1.17 billion in 2026 in the industry chapter, from a report by Infomerics Analytics & Research, "Digital Connectivity Infrastructure: Global and Indian CPaaS Industry", dated September 3, 2026, which the company commissioned and paid for (RHP p.131, RHP p.376, RHP p.41). The commissioned report's figure is printed later as INR 1.17 lakh crore, a different amount (RHP p.148). The chapter's first eleven pages cover the world and Indian economies and size nothing in CPaaS (RHP p.116 to RHP p.126).

The part that is addressable: enterprise messaging, mainly A2P SMS and OTP traffic in India, with a small share abroad; 91.16% of FY26 revenue was domestic (RHP p.151) and SMS was 88.61% (RHP p.152). The prospectus does not size that part separately.

What the company is today: ₹27,398.01 lakh of FY26 revenue (RHP p.57). Because the market figure is printed in two units that do not agree, the company's share cannot be worked out from the document.

Size over time: the commissioned report gives an estimate for 2026 and a projection for 2036, and no past years. It projects the Indian market at USD 10.32 billion by 2036, a CAGR of 24.28% (RHP p.131), repeated later as INR 10.32 lakh crore (RHP p.148). For the world it gives USD 32.76 billion in 2026 and projects USD 324.91 billion by 2036, a CAGR of 25.79% (RHP p.129).

Segments: the commissioned report divides the market by service (core messaging such as SMS, OTP, RCS and WhatsApp, which it calls the primary revenue source; voice; omnichannel platforms; analytics; identity and compliance), and by end-user industry, revenue model, channel and region (RHP p.127, RHP p.128). It puts usage-based pricing at roughly 70 to 75% of provider revenue (RHP p.129). The company sits in core messaging; customers classed as telecom were 87.05% of its FY26 revenue (RHP p.152).

What drives demand: the commissioned report names API-led digital transformation and cloud adoption, growth in digital payments, e-commerce and BFSI, regulation that favours compliant platforms, AI-led omnichannel engagement, recurring platform models, and SME digitisation in smaller cities (RHP p.133, RHP p.134). It cites 21.70 billion UPI transactions in January 2026 (RHP p.135); its SWOT table puts UPI at 15 billion transactions a day (RHP p.147), and the chapter does not reconcile the two.

Structure: the prospectus describes a fragmented, highly competitive industry with unorganised players, where TRAI's DLT rules on templates, consent and traceability have pushed traffic onto registered platforms (RHP p.33, RHP p.132, RHP p.169). The commissioned report says competition turns less on price than on reliability and compliance (RHP p.141), that entry barriers are high (RHP p.142) and that the industry is consolidating gradually (RHP p.143). It names Tanla Platforms and Route Mobile as key players (RHP p.144).

Inputs and trade: the company acts as an aggregator between telecom operators and clients (RHP p.149). The commissioned report's SWOT table says about 70% of messaging revenue goes to telecom operators (RHP p.147), while its value-chain section puts gross margins typically at 60 to 75% (RHP p.129); it does not reconcile the two. It says exchange rates may affect the cost of imported software and cloud inputs (RHP p.135).

Rules: TRAI's commercial communication regulations of 2018 (TCCCPR) govern sender registration, consent and template controls; a November 2025 direction requires variables in SMS templates to be pre-tagged, for new templates from January 15, 2026; and TRAI began phasing in the 1601 numbering series for utilities, courier and logistics calls in August 2026 (RHP p.138). The DPDP Rules, 2025 were notified on November 14, 2025 (RHP p.137).

What the chapter says can go wrong: the commissioned report lists platform reliability, regulatory complexity, data privacy and cyber risk, integration complexity, and customer concentration with usage volatility (RHP p.134, RHP p.135). Its SWOT table adds DLT compliance costs of 20 to 25%, possible TRAI blacklisting and ₹250 crore DPDP fines (RHP p.147). It notes that RBI has considered alternatives to SMS OTP, such as digital tokens and in-app authentication (RHP p.138). The company's largest customer was 37.60% of FY26 revenue (RHP p.28).

15Competitive position

Dove Soft competitors

Source: RHP p.108. Both named competitors are about 16 times the company's revenue (our arithmetic, RHP p.108). The company names its own strengths as an asset-light model with recurring usage revenue, a range of channels, a cloud platform and experienced promoters (RHP p.166). It says it now takes only high-volume clients and has turned away low-volume ones, so customer numbers have fallen while volume has risen (RHP p.166). The prospectus gives customer churn of 29.16%, 23.47% and 19.44% but not the number of customers (RHP p.107). Market shares and win rates are not disclosed.

16Peers the company named

Dove Soft listed peers

Peers named in the offer document: Route Mobile Ltd and Tanla Platforms Ltd (RHP p.105).

Source: RHP p.105; the peer P/E is at the BSE closing price of September 4, 2026 on diluted EPS. Both peers are listed CPaaS companies with the same core product, SMS and messaging for enterprises, and both are about 16 times the company's size (our arithmetic, RHP p.105). The prospectus prints an industry P/E of a highest 12.8, a lowest 8.95 and an average 10.88 (RHP p.104), which does not match the 13.21 and 13.58 in its own peer table (RHP p.105).

17Valuation at the issue price

Dove Soft IPO valuation and P/E

The prospectus does not state the price band or the bid lot; both are to be advertised at least two working days before the issue opens (RHP p.67), and the P/E rows of its own basis for the offer price are blank (RHP p.104). No exchange issue page carried a price band or lot when this study was written, so there is no market capitalisation, P/E, price to book or enterprise value to compute.

What the arithmetic can say now: after the issue there would be 2,43,86,755 shares (RHP p.53). FY26 profit attributable to shareholders of ₹2,288.75 lakh is ₹9.39 a share on that count, against the prospectus's FY26 basic EPS of ₹12.01 and diluted EPS of ₹11.78 on the pre-issue count (our arithmetic, RHP p.57, RHP p.104). Net asset value was ₹47.43 a share at March 2026 (RHP p.105).

The two peers the prospectus names traded at 13.21 and 13.58 times FY26 diluted earnings on September 4, 2026 (RHP p.105). The last transfer of shares before the offer was at ₹115 on February 26, 2026, and the last allotment at ₹171 on December 31, 2024 (RHP p.109, RHP p.76).

18Risks, in plain words

Dove Soft IPO risks

Customers: the largest customer was 37.60% of FY26 revenue and ten were 79.94% (RHP p.28) → clients can end contracts with or without notice and most pay per use with no minimum (RHP p.27, RHP p.39) → one account was ₹10,300.90 lakh of FY26 revenue (RHP p.152).

Suppliers: the largest service provider was 71.00% of FY26 purchases (RHP p.165) → services are bought on purchase orders without long-term agreements (RHP p.30) → purchases were ₹22,357.02 lakh (RHP p.57).

Collections and cash: receivable days were 150 in FY26 and receivables were ₹13,764.47 lakh (RHP p.98, RHP p.56) → growth has been funded by borrowing and the 2024 share issue rather than operating cash → operating cash flow was −₹1,747.90 lakh in FY25 and ₹430.48 lakh in FY26 (RHP p.58).

Margin: the company keeps about 18 paise of each rupee of revenue after operator and provider costs (our arithmetic, RHP p.57) → a small change in operator charges moves profit sharply → EBITDA margin was 11.96% in FY26 (RHP p.106).

Regulation: clients' misuse of the platform against TRAI rules could bring claims (RHP p.27) → messaging depends on DLT registration and telemarketer registrations with operators (RHP p.158, RHP p.277) → SMS was 88.61% of FY26 revenue (RHP p.152).

Debt: borrowings were ₹1,580.26 lakh at July 31, 2026, 71.58% repayable on demand (RHP p.264) → unsecured loans cost up to 16.95% (RHP p.228) → finance cost was ₹121.07 lakh in FY26 (RHP p.57).

Compliance: the company has filed adjudication applications for past Companies Act lapses, cannot trace some early filings and paid late fees on thirteen forms (RHP p.31, RHP p.32, RHP p.33) → penalties are possible and not quantified → the prospectus says any penalty will be paid from internal accruals (RHP p.32).

Promoters and group: the Indian subsidiary and MOS Utility Limited are allowed to run similar businesses (RHP p.28) → a non-compete dated September 9, 2025 is the only safeguard (RHP p.29) → the company holds ₹965.05 lakh of MOS Utility shares (RHP p.231).

Issue-specific: the portion for institutions is not more than 64,800 of the 62,70,000 shares in the net offer (RHP p.53); promoters' average cost is ₹4.94 to ₹8.07 a share (RHP p.87); general corporate purposes and issue expenses are blank (RHP p.93, RHP p.101).

19Litigation and regulatory matters

Cases against Dove Soft and its promoters

The company-level direct tax total is ₹142.21 lakh across five cases (RHP p.273). The AY 2018-19 case rests on the tax department's view that ₹100 lakh reached the company through two companies it calls paper companies; the company contests it (RHP p.266). The largest group-company item is a ₹34 crore demand on E Trav Tech Limited for AY 2023-24 (RHP p.272).

There are no criminal proceedings or regulatory actions against the company, promoters or directors (RHP p.266, RHP p.268). A member of the promoter group, Hitesh Rupareliya, was managing director of Veronica Production Limited, whose compulsory delisting was set aside by the Securities Appellate Tribunal on January 15, 2025 (RHP p.281).

20Related-party transactions

Source: RHP p.61. Riddhi Bhanushali is Rahul Bhanushali's spouse and Bhupendra and Dakshaben B Bhanushali are the father and mother, as the promoter group table states (RHP p.209). Revenue from group companies was 0.31%, 0.68% and 0.09% of revenue (RHP p.44). New in the last two years: the chief executive's pay from FY25, the end of rent to Rahul Bhanushali in FY26, and the GIFT City office licensed partly from Rahul Bhanushali from May 2026 (RHP p.61, RHP p.170).

21What the offer document does not say

The price band, the bid lot, the issue expenses and the amount for general corporate purposes are left blank. The names of the customers that are 79.94% of revenue and of the service provider that is 71.00% of purchases are not given. Message and call volumes, price per message and the number of customers are not disclosed, only a churn rate.

What became of the 11,128 shares issued for a flat whose purchase was cancelled is not stated. The size of the Indian CPaaS market is printed in two units that disagree. The prospectus does not say why the institutional portion is 64,800 shares, or who the two material creditors owed ₹4,674.53 lakh are.

It gives borrowings of ₹1,580.26 lakh once as at March 31, 2026 (RHP p.42) and once as at July 31, 2026 (RHP p.261).

22Five questions for management

1. How many messages did the company route in FY24, FY25 and FY26, and at what average price per message?
2. How much of the ₹13,764.47 lakh of receivables at March 2026 had been collected by September 2026, and how much is owed by the largest customer?
3. Who is the service provider that was 71.00% of FY26 purchases, and on what terms and notice period does it supply?
4. Why did Uttar Pradesh revenue rise from ₹901.44 lakh to ₹13,987.23 lakh while Delhi fell from ₹7,105.03 lakh to ₹348.09 lakh over the same two years?
5. What happened to the 11,128 shares allotted to Rajabhau Phad for the flat purchase cancelled in December 2023, and to the ₹760.00 lakh office payment refunded in FY25?

1Sources and cited facts

This study was read from 1 document the company filed. The 155 figures it cites are listed under the document each came from, with the page and the sentence as printed.