Peshwa Wheat Limited IPO

01At a glance

What the company does: mills and processes wheat into atta, sortex wheat, broken wheat and bran, and also processes gram flour and maize flour, at one plant of 56,100 MTPA at Bijepur, Indore, Madhya Pradesh (RHP p.87, RHP p.163).

Who pays it: super stockists, who supplied 53.40% of FY26 revenue, and direct bulk buyers, who supplied 46.60%; the prospectus does not name any customer (RHP p.147, RHP p.20). Madhya Pradesh was 97.21% of FY26 revenue (RHP p.147).

Why it is raising money: ₹2,650.00 lakh for working capital, ₹669.09 lakh for milling machinery and ₹501.20 lakh for civil construction, with general corporate purposes left blank (RHP p.84).

How fast it has grown: revenue from ₹8,812.98 lakh in FY24 to ₹21,593.52 lakh in FY26, about 56.5% a year, and profit after tax from ₹574.35 lakh to ₹1,580.82 lakh, about 65.9% a year (our arithmetic, RHP p.146, RHP p.48).

The one thing to understand: the largest single supplier was 38.48% of FY26 purchases, ₹7,575.46 lakh, and the related-party schedule records purchases of exactly ₹7,575.46 lakh in FY26 from Peshwa Nutrition Private Limited, a promoter group entity (RHP p.21, RHP p.53). The company was a partnership firm until 25 December 2023, so FY24 is two stub periods added together (RHP p.47).

02The business, in plain words

Peshwa Wheat buys wheat, gram and maize from mandis, traders and aggregators in Madhya Pradesh, cleans and mills the grain at one automated unit at Bijepur near Indore, and sells the flour and by-products in bulk, mainly to super stockists who pass them to wholesalers and retailers (RHP p.87, RHP p.164, RHP p.147).

A bakery, wholesaler or feed buyer needs flour or grain → purchases atta, sortex wheat, broken wheat, bran, besan or maize flour in 30 kg and 50 kg bags → Peshwa cleans, conditions, mills and sifts wheat bought in Madhya Pradesh → Peshwa keeps what is left after grain cost, power, packing, freight and interest.

The company was formed as a partnership firm in September 2017 and converted to a public limited company on 26 December 2023 (RHP p.284, RHP p.47). It had 24 permanent employees at 31 March 2026, of whom 11 were registered under neither provident fund nor state insurance (RHP p.167, RHP p.168). Attrition was 72.73% in FY26 against 20.51% in FY25 (RHP p.167). The company procures 100% of its raw material from Madhya Pradesh and has no alternative sourcing arrangement outside the state (RHP p.22).

Earnings equation: Profit ≈ tonnes milled × (realisation per tonne − grain cost per tonne) − power, packing and freight − interest. In FY26 cost of materials consumed was ₹18,486.48 lakh and purchases of stock in trade ₹708.34 lakh against revenue of ₹21,593.52 lakh, so material cost alone was about 88.9% of revenue (our arithmetic, RHP p.48).

03Where the money comes from

Source: RHP p.146. The FY24 column is the full year, combining the partnership period to 25 December 2023 with the company period to 31 March 2024, as the prospectus presents it (RHP p.146).

By state, FY26 revenue was Madhya Pradesh 97.21% and Maharashtra 2.79%, with nothing in Karnataka or Gujarat, against 89.73% from Madhya Pradesh in FY24 (RHP p.147). Sales through super stockists were 53.40% of FY26 revenue against 8.70% in FY24 (RHP p.147). A new line, trading of vegetables, contributed ₹2,355.08 lakh in FY25 and fell to ₹773.79 lakh in FY26 (RHP p.146, RHP p.276).

Source: RHP p.20. Revenue does depend on a few buyers: three customers were 53.40% of FY26 revenue and the top five 64.14% (RHP p.20). The prospectus does not name them (RHP p.20). Read from the filing: the sixth-largest customer at ₹957.99 lakh in FY26 matches the ₹957.99 lakh of sales the related-party schedule records to Peshwa Bakers, a promoter group entity (RHP p.20, RHP p.53).

04The growth record

Source: RHP p.146, RHP p.48, RHP p.261, RHP p.275. FY24 is the sum of the two stub periods the restated statements report, the partnership to 25 December 2023 and the company to 31 March 2024, and FY24 EBITDA and profit are that sum (our arithmetic, RHP p.48, RHP p.261).

Net worth was ₹1,542.01 lakh, ₹2,725.62 lakh and ₹4,306.44 lakh; total borrowings at March 2026 were ₹2,373.60 lakh; return on net worth was 33.79% for the year to March 2024, 43.43% in FY25 and 36.71% in FY26 (RHP p.46, RHP p.263, RHP p.261). The prospectus does not state return on capital employed. Our arithmetic: revenue grew about 56.5% a year from FY24 to FY26, EBITDA about 64.6% and profit about 65.9%; EBITDA margin rose 101 basis points and PAT margin 80 basis points (RHP p.146, RHP p.261).

The year end changed: the restated statements cover a period ended 25 December 2023, a period ended 31 March 2024, and then full years, because the partnership was converted that December (RHP p.47). Figures marked FY24 here are the two added together, which is how the prospectus presents the business and peer chapters (RHP p.146, RHP p.122).

05What the growth is made of

Volume. Production rose from 29,075 MTPA in FY24 to 41,839 in FY25 and 50,546 in FY26, on installed capacity of 49,500 and then 56,100 MTPA; utilisation went from 58.73% to 74.58% to 90.10% (RHP p.163). Revenue rose from ₹8,812.98 lakh to ₹21,593.52 lakh over the same two years (RHP p.146). Read from the filing: tonnes milled rose about 73.8% while revenue rose about 145.0%, so realisation and mix account for the larger part of the increase, most visibly the shift from atta at ₹8,258.58 lakh in FY26 to sortex wheat at ₹9,163.15 lakh, which was ₹3,413.97 lakh in FY25 (our arithmetic, RHP p.163, RHP p.146).

The company attributes the FY25 step up to working capital funds raised that year, which lifted utilisation from 58.73% to 74.58%, and records that vegetable trading, a line absent in FY24, added ₹2,355.08 lakh to FY25 revenue (RHP p.276). The prospectus does not give realisation per tonne by product, so the split between price and mix cannot be separated further.

06Earnings quality

Two items need explaining. First, cash: the company earned ₹3,338.78 lakh of profit over the three years and took ₹379.27 lakh out of operations, because receivables rose from ₹527.39 lakh to ₹2,807.05 lakh and inventories from ₹1,830.49 lakh to ₹2,991.95 lakh over the same period (our arithmetic, RHP p.46, RHP p.275). FY26 alone produced ₹1,564.45 lakh (RHP p.275). Second, tax: FY26 tax expense of ₹543.52 lakh includes a write back of ₹838.64 lakh for a short provision of earlier years and a deferred tax charge of ₹840.20 lakh, after a deferred tax asset of ₹824.70 lakh that had been recognised at March 2025 (RHP p.48, RHP p.46).

07The balance sheet

At March 2026 total borrowings were ₹2,373.60 lakh: ₹865.14 lakh secured from banks and ₹1,508.46 lakh unsecured from others (RHP p.263). The unsecured loans are all from related parties: Peshwa Nutrition ₹690.00 lakh, Peshwa Bakers ₹410.90 lakh, Rahat Ali Saiyed ₹297.56 lakh, Shehnaj ₹60.00 lakh and Commercinate Enterprises Private Limited ₹50.00 lakh, all at nil interest (RHP p.264). They are repayable on demand and are 63.55% of total borrowings (RHP p.264). The bank facilities carry personal guarantees from Rahat Ali Saiyed, Sadaf Saiyed and Shehnaj, and the collateral includes a house in the name of Shehnaj (RHP p.264).

Cash and bank balances were ₹1,765.41 lakh, inventories ₹2,991.95 lakh and trade receivables ₹2,807.05 lakh; tangible assets were ₹410.07 lakh (RHP p.46, RHP p.47). Contingent liabilities were ₹475.58 lakh, of which ₹474.76 lakh is an income tax demand for assessment year 2025-26 and ₹0.82 lakh an indirect tax demand (RHP p.51). Total borrowing to equity was 0.55 before the issue and is left blank after it (RHP p.278).

After the issue: at the upper band the fresh issue brings in ₹5,352.19 lakh before expenses, against net worth of ₹4,306.44 lakh at March 2026, and none of it repays debt (our arithmetic, RHP p.46, RHP p.84).

08What the money is for

Source: RHP p.84; percentages our arithmetic on a fresh issue of ₹5,352.19 lakh at ₹101.

The machinery, quoted by Haarish Equipments Private Limited on 14 May 2026, is to raise installed capacity from 56,100 MTPA to 102,600 MTPA in the last quarter of FY 2026-27 (RHP p.87, RHP p.115). Of the working capital money, ₹288.00 lakh is scheduled for FY 2026-27 and ₹2,362.00 lakh for FY 2027-28; the capital expenditure is all scheduled for FY 2026-27 (RHP p.86).

Our arithmetic: at the upper band ₹1,531.90 lakh of the gross proceeds is not allotted to a named object, and general corporate purposes cannot exceed 15% of gross proceeds, ₹802.83 lakh at that band, so at least about ₹729 lakh of the remainder is issue expenses, which the prospectus leaves blank (RHP p.84). Brickwork Ratings India Private Limited has been appointed monitoring agency, because the issue exceeds ₹5,000 lakh (RHP p.61).

Into the business the whole issue: 52,99,200 new shares, ₹5,352.19 lakh at the upper band (our arithmetic, RHP p.67). To selling shareholders nothing: there is no offer for sale (RHP p.43).

09Who is selling

No one. The issue is entirely new shares issued by the company, 52,99,200 of them, of which 2,95,200 are reserved for the market maker (RHP p.43, RHP p.67).

10Promoters

The promoters are Rahat Ali Saiyed, Sadaf Saiyed, Shehnaj, Mo. Jed and Riyazuddin Qureshi, who together hold 99,68,000 shares, 72.61% of the capital before the issue (RHP p.76).

Rahat Ali Saiyed, aged 42, is chairman and managing director and handles purchase, sales, marketing, finance and compliance; Sadaf Saiyed, aged 39, is whole time director and handles production, packaging and dispatch, having resigned as chief financial officer on 15 June 2024; Shehnaj, aged 54, is a non-executive director; Mo. Jed and Riyazuddin Qureshi hold no office beyond being promoters (RHP p.204, RHP p.205, RHP p.206, RHP p.207).

Each is stated to have more than seven years in the agriculture and food industry; Riyazuddin Qureshi also served as a health officer at Neemuch, Madhya Pradesh for more than 35 years (RHP p.204, RHP p.207). Rahat Ali Saiyed and Riyazuddin Qureshi are directors of Peshwa Nutrition Private Limited, and Sadaf Saiyed has an interest in Peshwa Bakers; both are promoter group entities (RHP p.204, RHP p.205, RHP p.207, RHP p.52).

Promoter economics: all five subscribed to the memorandum on 26 December 2023 at ₹10 a share, and all five received one bonus share for each held on 23 July 2024 (RHP p.69, RHP p.76). Sadaf Saiyed sold 1,00,000 shares and Shehnaj 1,00,000 shares to Comercinate Enterprises Private Limited at ₹60 in May 2024, and Shehnaj also sold 2,800 shares at ₹18 and 68,200 shares at ₹18 in January 2024 (RHP p.77).

Average cost of acquisition is stated as ₹(13.57) for Rahat Ali Saiyed, ₹3.28 for Sadaf Saiyed, ₹2.40 for Shehnaj and ₹5.00 each for Riyazuddin Qureshi and Mo. Jed, net of sale proceeds (RHP p.78). No promoter shares are pledged and no shares were bought or sold by promoters in the six months before the filing (RHP p.78).

Promoter remuneration was ₹18.00 lakh each to Rahat Ali Saiyed and Sadaf Saiyed in FY26 and FY25, and ₹4.50 lakh each in the period to March 2024 (RHP p.52).

Regulatory matters involving the promoters: the company has filed adjudication applications under Sections 177 and 188 of the Companies Act for related-party transactions with Riyazuddin Qureshi entered into without the prior approvals required, and says any penalty will be met from internal accruals and not from the issue proceeds (RHP p.25). An income tax demand of ₹51,430 plus interest of ₹4,112 for assessment year 2025-26 stands against Rahat Ali Saiyed (RHP p.281).

11Who already owns it

Before the issue there are 1,37,28,996 shares held by 115 shareholders (RHP p.67, RHP p.78). The five promoters hold 72.61%; the ten largest other holders hold 13.36% and the remaining public 14.03% (RHP p.74). If the whole issue is allotted there will be 1,90,28,196 shares and the promoters will hold 52.39% (RHP p.74).

The non-promoter holders of 1% or more are Apexshine Consultancies and Agencies LLP at 3.28%, Niagra Growth Private Limited at 1.81%, Prakash Chand G HUF at 1.60%, Mayank Ambika Prasad Mishra at 1.46% and Shankesh Vijayakumar at 1.17% (RHP p.74). The only cash issue since incorporation was a preferential allotment of 6,64,498 shares at ₹44 on 25 January 2024 to sixteen allottees, raising ₹292.37 lakh (RHP p.69, RHP p.121). Everything else is the subscription at ₹10 in December 2023 and the one for one bonus of 68,64,498 shares on 23 July 2024 (RHP p.68).

12What changed just before the IPO

• The partnership firm M/s. Peshwa Wheat, formed in September 2017, was converted into Peshwa Wheat Limited on 26 December 2023 (RHP p.284).
• A preferential issue of 6,64,498 shares at ₹44 was made on 25 January 2024, the only cash allotment since incorporation (RHP p.69).
• A bonus issue of 68,64,498 shares, one for one, was made on 23 July 2024, doubling the capital (RHP p.68).
• The statutory auditor changed: M/s. Doshi Doshi & Co. resigned on 1 March 2025 citing preoccupation with other assignments, and M/s. Bakliwal & Co. was appointed on 29 March 2025 to fill the casual vacancy and re-appointed on 30 September 2025 (RHP p.60).
• Installed capacity rose from 49,500 to 56,100 MTPA in FY25 and utilisation from 58.73% to 90.10% over FY24 to FY26 (RHP p.163).
• Trading of vegetables began in FY25 at ₹2,355.08 lakh and fell to ₹773.79 lakh in FY26 (RHP p.146, RHP p.276).
• Revenue from super stockists went from 8.70% of revenue in FY24 to 53.40% in FY26 (RHP p.147).
• Three independent directors, Aditya Sharma, Ruchika Gupta and Shiksha Sharma, were appointed on 10 March 2025, and three earlier directors ceased in May and June 2025 (RHP p.52).
• Four company secretaries came and went between August 2024 and June 2025 (RHP p.52).
• Promoter remuneration went from ₹9.00 lakh in the period to March 2024 to ₹36.00 lakh in FY25 and FY26 (RHP p.52).
• Adjudication applications were filed under Sections 177 and 188 of the Companies Act over related-party transactions with Riyazuddin Qureshi entered into without prior approval (RHP p.25).

13Capacity and expansion

Source: RHP p.163, RHP p.87, RHP p.115. Capacity was 49,500 MTPA in FY24 and 56,100 from FY25; production was 29,075, 41,839 and 50,546 MTPA over the three years (RHP p.163). The expansion is to take installed capacity to 1,02,600 MTPA, costing ₹669.09 lakh of machinery and ₹501.20 lakh of civil works (RHP p.87, RHP p.84). The chartered engineer who certified both the existing capacity and the expected increase is Akhilesh Pandit (RHP p.87). The registered office, processing unit and warehouses are all leased, not owned (RHP p.24).

14Market size and industry structure

As claimed: the industry chapter reproduces government material on Indian agriculture, food processing schemes and food security, and does not state a size for the wheat flour market or for any market this company sells into (RHP p.140, RHP p.141, RHP p.142). The company did not commission an industry report for this prospectus.

The part that is addressable: bulk wheat and flour products sold to super stockists and institutional buyers, almost entirely in Madhya Pradesh, which was 97.21% of FY26 revenue (RHP p.147).

What the company is today: 56,100 MTPA of capacity, 50,546 MTPA produced and ₹21,593.52 lakh of FY26 revenue (RHP p.163, RHP p.146). Because the prospectus sizes no market, the company's share of one cannot be worked out.

On structure, the prospectus describes the industry as fragmented, with large integrated FMCG companies and regional millers in the organised sector and thousands of small mills and chakkis in the unorganised sector competing on price and proximity; it lists raw material price volatility, FSSAI regulation and shifting dietary trends among the threats (RHP p.165, RHP p.166).

15Competitive position

The prospectus names no competitor outside the peer table. It says competition runs on product quality, consistency, pricing, distribution reach, brand recognition, procurement capability and customer relationships, and that the company competes with national packaged-atta brands, regional millers, local chakki units and contract manufacturers (RHP p.165). The reasons it gives for customers buying from it are integrated in-house processing that avoids third-party processing margins, direct procurement from mandis and growing centres, and FSSAI and ISO 22000-2018 certification (RHP p.164, RHP p.87). The company's name and logo are not registered as trademarks and the applications have been objected to (RHP p.24).

16Peers the company named

Peers named in the offer document: Baba Foods Processing India Limited and Megastar Foods Limited (RHP p.122).

Source: RHP p.122; peer prices from stock exchange data of 31 July 2026, peer financials from audited results for the year to 31 March 2026 (RHP p.122). Baba Foods Processing is close to Peshwa in size, at about 0.9 times its total income; Megastar Foods is about 2.5 times (our arithmetic, RHP p.122). The prospectus gives the peer group's highest P/E as 40.93, lowest as 13.10 and average as 27.02 (RHP p.121).

Peshwa's stated return on net worth of 36.71% is on a net worth of ₹4,306.44 lakh that is about a tenth of its revenue, while both peers carry a book value per share well above its own (RHP p.261, RHP p.122).

17Valuation at the issue price

At the upper band of ₹101, with the full 52,99,200 new shares added to 1,37,28,996 existing shares (our arithmetic, RHP p.67):

Source: RHP p.67, RHP p.261, RHP p.146. At the lower band of ₹95 the market capitalisation is ₹18,076.79 lakh and the P/E on FY26 profit 11.4 times (our arithmetic, RHP p.67). Enterprise value, adding March 2026 borrowings of ₹2,373.60 lakh and deducting cash of ₹1,765.41 lakh but not the issue proceeds, is ₹19,826.67 lakh, 8.7 times FY26 EBITDA of ₹2,273.34 lakh (our arithmetic, RHP p.263, RHP p.46, RHP p.261). After the issue, book value including the gross proceeds would be about ₹9,658.63 lakh, and the market capitalisation at the upper band 2.0 times that (our arithmetic, RHP p.46).

The two peers the prospectus names traded at 13.10 and 40.93 times earnings on 31 July 2026, a median of 27.0 times (RHP p.122, our arithmetic). At the upper band the issue is priced at 12.2 times FY26 profit on the enlarged share count, about 55% below that median, and at 8.8 times on the prospectus's own pre-issue EPS basis (our arithmetic, RHP p.122, RHP p.261).

18Risks, in plain words

Suppliers and related parties: the largest supplier was 38.48% of FY26 purchases, ₹7,575.46 lakh (RHP p.21) → that amount matches the purchases recorded from Peshwa Nutrition Private Limited, a promoter group entity, so a large share of the cost base is set inside the group → the top five suppliers were 51.62% of FY26 purchases (RHP p.53, RHP p.21).

Customers: the top five customers were 64.14% of FY26 revenue and the largest 18.89% (RHP p.20) → losing one would take revenue the company cannot quickly replace, because the top ten were 71.14% → the prospectus does not name any of them (RHP p.20).

Geography: 97.21% of FY26 revenue came from Madhya Pradesh and 100% of raw material is procured there (RHP p.147, RHP p.22) → a local crop failure, policy change or logistics failure hits both sides of the business at once → the company states it has no alternative sourcing arrangement outside the state (RHP p.22).

Cash: operating cash flow was negative ₹633.25 lakh in FY24 and negative ₹1,310.47 lakh in FY25 before turning positive at ₹1,564.45 lakh in FY26 (RHP p.275) → growth has been funded by borrowing and by working capital from suppliers and related parties → receivables rose from ₹527.39 lakh at March 2024 to ₹2,807.05 lakh at March 2026 (RHP p.46).

Debt repayable on demand: ₹1,508.46 lakh, 63.55% of total borrowings, is unsecured interest-free lending from promoters and group entities repayable on demand (RHP p.264) → a call on those loans would have to be met from the bank limits or the issue proceeds → none of the issue proceeds is earmarked to repay them (RHP p.84).

Tax and statutory: an income tax demand of ₹474.76 lakh for assessment year 2025-26 is outstanding and shown as a contingent liability (RHP p.51, RHP p.280) → it is about 30% of FY26 profit after tax → a GST scrutiny notice for April 2024 to March 2025 involving ₹82,033 is pending reply (RHP p.280).

Governance and compliance: adjudication applications have been filed under Sections 177 and 188 of the Companies Act over related-party transactions with a promoter entered into without prior approval (RHP p.25) → penalties may follow → the prospectus also records delayed filings with the Registrar of Companies and non-deposit of certain state insurance dues (RHP p.26, RHP p.29).

Issue-specific: the price band, bid lot, issue amount, general corporate purposes and issue expenses are all left blank in the prospectus (RHP p.84, RHP p.67), and the minimum application is two lots and above ₹2 lakh, which puts the smallest bid at ₹2,42,400 at the upper band (RHP p.305, our arithmetic).

19Litigation and regulatory matters

There is no criminal litigation against the company, its directors, promoters, group companies or key managerial personnel, and no disciplinary action by SEBI or the exchanges in the last five financial years (RHP p.280, RHP p.282). The company reports no material fraud, no wilful defaulter classification and no economic offence proceedings (RHP p.282). Outstanding dues to creditors at March 2026 were ₹358.26 lakh across 71 cases, of which three material creditors account for ₹303.34 lakh (RHP p.283).

20Related-party transactions

Source: RHP p.52, RHP p.53. At March 2026 the company owed ₹690.00 lakh to Peshwa Nutrition, ₹410.90 lakh to Peshwa Bakers, ₹297.56 lakh to Rahat Ali Saiyed and ₹60.00 lakh to Shehnaj, all interest free and repayable on demand, and was owed ₹394.73 lakh by Peshwa Bakers (RHP p.54, RHP p.264).

What appeared and disappeared: purchases from Peshwa Nutrition went from ₹473.19 lakh in the partnership period to ₹8,470.17 lakh in FY25 and ₹7,575.46 lakh in FY26 (RHP p.53). Group borrowing of ₹1,190.90 lakh from Peshwa Nutrition and Peshwa Bakers was taken in FY25 and ₹90.00 lakh of it repaid in FY26 (RHP p.53). The purchase from Riyazuddin Qureshi in FY25 is the transaction behind the adjudication applications (RHP p.25, RHP p.53).

21What the offer document does not say

The names of the customers are not disclosed, only their share of revenue. Realisation per tonne, by product or overall, is not disclosed, so revenue cannot be split into volume and price beyond the tonnage figures. Gross margin by product is not disclosed. The size of the wheat flour market, in India or in Madhya Pradesh, is not stated anywhere in the industry chapter.

The terms on which the company buys from Peshwa Nutrition Private Limited, and how those prices compare with unrelated suppliers, are not set out. Return on capital employed is not computed. The price band, bid lot, issue amount, the sum for general corporate purposes and the issue expenses are left blank in the prospectus.

22Five questions for management

1. At what prices does the company purchase from Peshwa Nutrition Private Limited, and how do they compare with quotes from unrelated suppliers for the same grain?
2. Realisation per tonne in FY24, FY25 and FY26 for atta, sortex wheat and broken wheat: how much of the 145% rise in revenue over two years was price and mix rather than tonnage?
3. What throughput does the new 46,500 MTPA line need to cover its own depreciation and interest, given that utilisation of the existing line reached 90.10% in FY26?
4. On what terms will the ₹1,508.46 lakh of interest-free loans from promoters and group entities be repaid, and what would the interest cost be if that funding were replaced by bank borrowing?
5. Why did receivables rise from ₹527.39 lakh to ₹2,807.05 lakh over two years, and what are the credit terms given to super stockists?

1Sources and cited facts

This study was read from 1 document the company filed. The 103 figures it cites are listed under the document each came from, with the page and the sentence as printed.