Solitario Lab Grown Limited IPO

01At a glance

What the company does: a direct-to-consumer brand for jewellery set with lab-grown diamonds, in gold, vermeil, silver and stainless steel; it designs, sources, certifies and retails, while third-party makers grow, cut and polish the diamonds and make the jewellery (DRHP p.162, DRHP p.163).

Who pays it: individual shoppers at its own stores and online, and franchise owners, shop-in-shop partners and overseas partners who take stock from it (DRHP p.185). The document does not give the share of its largest customers. Sales to related parties were about 19.9% of FY26 revenue (our arithmetic, DRHP p.88).

Why it is raising money: ₹67.7 crore to set up 20 company-owned stores and 75 shop-in-shop counters in India in FY28, of which ₹48.8 crore is opening stock; general corporate purposes are blank (DRHP p.119, DRHP p.121). Yashodhara Consultive LLP offers 5,42,000 shares for sale (DRHP p.3).

How fast it has grown: revenue from ₹6.3 crore in FY24 to ₹112.4 crore in FY26, about 322.9% a year, and profit after tax from ₹0.52 crore to ₹11.1 crore, about 363.2% a year (our arithmetic, DRHP p.83).

The one thing to understand: profit has not turned into cash. Operating cash flow was negative in all three years, −₹30.0 crore in FY26, because trade receivables reached ₹94.3 crore against FY26 revenue of ₹112.4 crore; ₹37.5 crore of them are export dues unpaid beyond the period the foreign exchange law allows (DRHP p.236, DRHP p.81, DRHP p.230). A police complaint alleging cheating over ₹34.8 crore of diamond supplies names the company and its promoter (DRHP p.305).

02The business, in plain words

What Solitario Lab Grown does

Solitario Lab Grown sells rings, earrings, bracelets, necklaces and pendants set with diamonds grown in a laboratory rather than mined. It owns no factory. It picks designs, orders stones and finished pieces from outside makers, has the stones graded by independent laboratories such as IGI and Solitaire Gemmological Laboratories, checks them, and puts them on display in its stores and partner counters (DRHP p.162, DRHP p.163). It does not run its own design studio; designs come from market references, makers' proposals and store feedback (DRHP p.168).

A shopper, a franchise owner or a partner store wants lab-grown diamond jewellery → the company chooses the design and orders it from contract makers → makers grow, cut, polish and set the stones, laboratories grade them and the company checks the piece → the company is paid the full shop price in its own stores and online, the wholesale price when it ships stock to a franchise owner, or the sale net of the partner's margin at shop-in-shop counters (DRHP p.169, DRHP p.185).

The business began as M/s Solitario, a sole proprietorship of the promoter Ricky Hiro Vasandani. The company was incorporated on May 29, 2023 and took over the proprietorship as a going concern under a business transfer agreement dated November 8, 2024, effective November 1, 2024, paying ₹9.0 crore in the form of 8,108 shares at ₹11,100 each (DRHP p.3, DRHP p.50). It became a public company with a fresh certificate dated June 24, 2026 (DRHP p.3).

The shop network at the date of the document is 9 company-owned stores, 7 franchise stores and 70 shop-in-shop counters, plus the online store (DRHP p.164). In India the main shop-in-shop partner is Shoppers Stop Limited; in Spain the counters sit inside Fina García stores; Malaysia and the UAE have branded outlets (DRHP p.174, DRHP p.177, DRHP p.186).

It holds licences to make jewellery from WarnerMedia characters, dated August 1, 2025, and from Disney characters through UTV Software Communications Private Limited, limited to India; the document says these collections have not yet contributed much to revenue (DRHP p.47, DRHP p.186). It had 137 employees on August 31, 2026, 93 of them in retail and sales (DRHP p.187).

Earnings equation: Revenue = pieces sold × average price per piece, split by channel because each channel books revenue differently. The document gives the number of designs on sale (2,107 ring designs at March 2026, for instance) but not pieces sold, average prices or revenue by channel, so the equation cannot be filled in from the filing (DRHP p.133).

03Where the money comes from

By type, FY26 revenue was ₹106.8 crore from sale of goods and ₹5.7 crore of "other operating revenue"; FY25 included ₹1.5 crore of services (DRHP p.256). The ₹5.7 crore of FY26 is shown under foreign exchange earnings as "Royalty Income - Unbilled" and sits in receivables as unbilled (DRHP p.261, DRHP p.253). The document does not say who pays this royalty or for what.

By place (₹ crore):

Source: DRHP p.42, converted from ₹ lakh. Maharashtra brought 94.76% of FY24 revenue, 58.19% of FY25 and 70.85% of FY26; abroad was 26.60% of FY25 and 15.29% of FY26 (DRHP p.42). The document gives no split of revenue by product or by channel, and says the online channel has not contributed to sales so far (DRHP p.44).

Revenue falls heavily at the end of the year. The quarter from January to March brought 57.86% of FY26 revenue and 64.99% of FY25; the April to September half brought 11.64% of FY26 (DRHP p.41).

Solitario Lab Grown customers: how concentrated the revenue is

The document does not give customer concentration. What it does give is sales to related parties: ₹16.8 crore to Confort Real Estate Private Limited, 14.95% of FY26 revenue, and ₹5.6 crore to Budhrani Knowledge Private Limited in FY26; ₹9.4 crore, 20.23% of FY25 revenue, to Satguru Sparkles, the proprietorship of the director Nuria Satish Punjabi (DRHP p.88, DRHP p.209). Together, related-party sales were about 19.9% of FY26 revenue (our arithmetic, DRHP p.88). The related-party list describes Confort Real Estate as a company in which a director or a relative is a member or director, without naming which (DRHP p.88).

On the supply side, the top supplier was 23.54% of FY26 purchases and the top ten 87.09%; in FY24 two suppliers were almost all purchases (DRHP p.35). There are no long-term supply agreements (DRHP p.34).

04The growth record

Solitario Lab Grown financials: revenue, profit and margins

Source: DRHP p.83, DRHP p.236, DRHP p.234, DRHP p.132, converted from ₹ lakh. Revenue went from ₹6.3 crore in FY24 to ₹112.4 crore in FY26 and profit after tax from ₹0.52 crore to ₹11.1 crore (DRHP p.83). Revenue grew about 641% in FY25 and 141% in FY26 (our arithmetic, DRHP p.83). FY25 net worth excludes ₹2.1 crore of share application money then pending allotment (DRHP p.234).

Our arithmetic over FY24 to FY26: revenue grew about 322.9% a year (our arithmetic, DRHP p.83), EBITDA about 384.3% a year (our arithmetic, DRHP p.132) and profit after tax about 363.2% a year (our arithmetic, DRHP p.83). EBITDA margin moved from 11.48% to 15.06%, up 358 basis points, so from 11.5% to 15.1% rounded (DRHP p.132). The margin peaked in FY25 and was lower in FY26 (DRHP p.132).

The year ends on March 31. FY24 is the company's first year; the proprietorship's business came in from November 1, 2024, so FY25 holds five months of it and FY26 the full year (DRHP p.50). The restatement raised FY26 profit from ₹10.6 crore audited to ₹11.1 crore and cut FY25 from ₹6.4 crore to ₹5.8 crore, mainly for interest on unpaid income tax, minimum guarantee fees and deferred tax (DRHP p.242). The FY26 audit and the restatement are by Khandelwal Jain & Associates; FY24 and FY25 were audited by Ashish R. Malpani and Company (DRHP p.229).

What sits around the record:

• Cash: operating cash flow was −₹30.0 crore in FY26, −₹39.7 crore in FY25 and −₹6.1 crore in FY24 (DRHP p.236). The summary chapter prints the FY26 figure as −₹30.1 crore (DRHP p.84). In FY26 receivables absorbed ₹58.3 crore (DRHP p.236).
• Receivables: ₹94.3 crore at March 31, 2026, against ₹34.8 crore a year earlier (DRHP p.81). About ₹36.4 crore of them were more than six months past due, including ₹1.6 crore shown as more than three years old (our arithmetic, DRHP p.253).
• Overdue export dues: ₹37.5 crore of export receivables, in US dollars and euros, were unpaid beyond the period the Foreign Exchange Management Act allows; the company has asked its bank to approve settling them against amounts it owes another overseas party (DRHP p.230).
• Income tax not paid: the return for FY25 has not been filed and the tax has not been paid; the provision for income tax stood at ₹8.2 crore at March 31, 2026 (DRHP p.230, DRHP p.249). The cash flow statement shows no income tax paid in FY25 or FY26 (DRHP p.236).
• Franchise deposits: ₹38.6 crore of deposits from franchisees at March 31, 2026, which carry a minimum guaranteed return of 18% to 24% a year under the agreements (DRHP p.246). Minimum guarantee expenses were ₹6.4 crore in FY26 (DRHP p.257).
• Other income was ₹1.2 crore, almost all a foreign exchange gain, about 7.3% of FY26 profit before tax of ₹16.7 crore (our arithmetic, DRHP p.83).
• Debt: borrowings were ₹0.96 crore at March 31, 2026: a car loan and an interest-free loan from the promoter (DRHP p.302). Return on capital employed was 23.57%, so 23.6% rounded (DRHP p.132).
• Cash: ₹2.2 crore at March 31, 2026, of which ₹2.1 crore was cash in hand and ₹0.03 crore in banks (DRHP p.254).
• Suppliers: the top supplier was 23.54% of FY26 purchases, so 23.5% rounded, and the top ten 87.09%, so 87.1% (DRHP p.35).
• Related-party sales: ₹22.4 crore in FY26, about 19.9% of revenue (our arithmetic, DRHP p.88). Confort Real Estate Private Limited alone was 14.95% of FY26 revenue, so 15.0% rounded (DRHP p.88).
• Where it sells: Maharashtra was 70.85% of FY26 revenue, so 70.9% rounded (DRHP p.42).
• Season: the January to March quarter was 57.86% of FY26 revenue, so 57.9% rounded (DRHP p.41).
• Staff turnover: attrition was 55.90% in FY26, so 55.9% rounded (DRHP p.187).
• Contingent liabilities: ₹0.22 crore, an estimate of penalties for late filings with the Registrar of Companies (DRHP p.85).
• Cases: one criminal case, a police complaint now with the Economic Offences Wing in Mumbai, names both the company and the promoter (DRHP p.305).
• Industry: the company places itself in lab-grown diamond jewellery, part of gems and jewellery (DRHP p.142).

05What the growth is made of

Revenue rose ₹106.1 crore from FY24 to FY26 (our arithmetic, DRHP p.83). The document attributes FY26 growth to "higher sales of lab-grown diamond jewellery, expansion of retail presence and increased business volumes" (DRHP p.291).

The proprietorship coming in: the business of M/s Solitario joined the company from November 1, 2024, bringing ₹8.3 crore of stock, ₹9.3 crore of debtors and ₹13.6 crore of unsecured loans among ₹30.2 crore of assets and ₹21.2 crore of liabilities (DRHP p.259). Part of the FY25 jump is that transfer, not new sales; the document does not separate it.

Shops: physical touchpoints went from 32 at March 2024 to 80 at March 2026: company stores 3 to 9, franchise stores 3 to 15, shop-in-shop counters 26 to 56 (DRHP p.133). Cities with a presence went from 26 to 45 (DRHP p.133).

Places: Maharashtra added ₹73.7 crore over the two years and Spain ₹11.1 crore, while the USA fell from ₹6.1 crore in FY25 to ₹1.2 crore in FY26 (our arithmetic, DRHP p.42).

Related parties: ₹22.4 crore of FY26 revenue came from related parties, against ₹9.4 crore in FY25 (our arithmetic, DRHP p.88).

Royalty: ₹5.7 crore of FY26 revenue is unbilled royalty income (DRHP p.256, DRHP p.261).

The document gives no pieces sold and no prices, so the increase cannot be split into volume and price. That is the finding.

06Earnings quality

The item that needs explaining is receivables. They were ₹0.10 crore at March 2024, ₹34.8 crore at March 2025 and ₹94.3 crore at March 2026 (DRHP p.81). Of the March 2026 total, ₹37.5 crore are export dues past the legal period and ₹16.3 crore are owed by related parties, including ₹10.0 crore by Confort Real Estate and ₹6.1 crore by Satguru Sparkles (DRHP p.230, DRHP p.253, DRHP p.89).

The ageing shows ₹1.6 crore more than three years old and ₹6.0 crore two to three years old at March 2026, although the company was incorporated less than three years earlier; read from the filing, these appear to be debtors that came with the proprietorship (DRHP p.253, DRHP p.259).

Read from the filing: export revenue was ₹12.4 crore in FY25 and ₹17.2 crore in FY26, ₹29.6 crore in all, against ₹37.5 crore of overdue export dues (our arithmetic, DRHP p.42, DRHP p.230). The document does not reconcile the two. The company also says it delayed settling some import payments within the time the foreign exchange rules allow (DRHP p.46).

07The balance sheet

At March 31, 2026 total assets were ₹159.0 crore: trade receivables ₹94.3 crore, inventories ₹36.2 crore, other current assets ₹12.8 crore (₹7.3 crore advances to suppliers and ₹5.1 crore of GST credit), store rent deposits ₹5.2 crore, capital work in progress ₹4.8 crore, fixed assets ₹3.2 crore and cash ₹2.2 crore (DRHP p.234, DRHP p.255). Against them: franchise deposits ₹38.6 crore, trade payables ₹30.5 crore, other current liabilities ₹13.1 crore (₹6.2 crore advances from customers, ₹3.1 crore minimum guarantee payable), income tax provision ₹8.2 crore, long-term provisions ₹1.3 crore, borrowings ₹0.96 crore and net worth ₹66.3 crore (DRHP p.234, DRHP p.249).

Borrowings at March 31, 2026: a ₹0.45 crore BMW Financial Services car loan at 10.99%, still in the promoter's name pending transfer, and a ₹0.52 crore interest-free loan from the promoter repayable on demand (DRHP p.302, DRHP p.303). The promoter has given a personal guarantee for working capital facilities from Union Bank of India (DRHP p.206). Five material creditors were owed ₹22.9 crore at March 31, 2026 (DRHP p.311).

Source: DRHP p.234, DRHP p.121, DRHP p.265. The capitalisation statement leaves the post-issue column blank (DRHP p.265). No issue money is earmarked for repaying debt (DRHP p.119).

08What the money is for

Solitario Lab Grown IPO objects: what the money is for

Source: DRHP p.119, DRHP p.128. 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.3). The net proceeds table prints gross proceeds of the fresh issue as ₹67.7 crore, the same as the stores object alone (DRHP p.118).

Stores and counters, ₹67.7 crore: ₹46.5 crore for 20 stores, ₹3.3 crore for 9 premium counters and ₹17.9 crore for 66 standard counters, all in FY28 (DRHP p.122). Each store is costed at ₹0.47 crore of fit-out, ₹0.35 crore of lease deposit and ₹1.5 crore of opening stock, on an assumed 700 sq. ft.; each counter at ₹0.25 crore of stock (DRHP p.123). Stock is ₹48.8 crore of the ₹67.7 crore (DRHP p.121).

The stock estimate rests on the company's average inventory per company store, which was ₹4.0 crore in FY26 and ₹8.7 crore in FY25 (DRHP p.126). Fit-out quotations are from FK-Enlighten Arch & Interior dated September 21, 2026 and GM Graphics dated September 24, 2026, valid 12 months; the costing is certified by Rashid Khan Architects and SK Architect (DRHP p.124, DRHP p.123).

The stores are planned for Maharashtra and Karnataka; no sites are chosen, no leases signed and no orders placed (DRHP p.122, DRHP p.123). The counters will run on consignment (DRHP p.122).

The objects have not been appraised by any bank or financial institution; a monitoring agency will be appointed (DRHP p.129). The company may also place up to 14,08,000 shares before the red herring prospectus, which would reduce the offer (DRHP p.79).

Into the business the fresh issue of up to 65,00,000 shares, at a price not yet set (DRHP p.3). To selling shareholders 5,42,000 shares from Yashodhara Consultive LLP, at a price not yet set (DRHP p.3).

09Who is selling

Solitario Lab Grown IPO offer for sale: who is selling

Source: DRHP p.3, DRHP p.115; the last column is our arithmetic. The offer for sale is 5,42,000 of the 70,42,000 shares offered, about 7.7% of the offer (our arithmetic, DRHP p.3). Yashodhara Consultive LLP's average cost is ₹0.08 a share (DRHP p.75). It held 33,000 shares from incorporation, which became 39,93,000 after the 120:1 bonus (DRHP p.115, DRHP p.111). The fresh issue is 65,00,000 shares and the offer for sale 5,42,000 shares by one investor, amounts not set (DRHP p.3). The promoter is not selling (DRHP p.3).

10Promoters

The promoter is Ricky Hiro Vasandani, 38, Chairman and Managing Director, a director since incorporation (DRHP p.224, DRHP p.207). The document records school education completed in 2004 at the Indian Language School, Lagos, Nigeria, five years of experience in lab-grown diamonds, and the proprietorship M/s Solitario as the business before the company (DRHP p.209).

Family on the board: the document states that Ricky Hiro Vasandani and Nuria Satish Punjabi, a non-executive director since September 15, 2026, are brother and sister (DRHP p.209). Hiro Kishinchand Vasandani, the promoter's father, is in the promoter group and holds 2.22% (DRHP p.225, DRHP p.110).

Pay: the promoter's remuneration was ₹0.40 crore in FY25 and ₹0.96 crore in FY26, with nil shown for FY24; the father was paid ₹0.45 crore in FY26 (DRHP p.88). From September 15, 2026 the promoter's remuneration is ₹1.2 crore a year (DRHP p.210).

Other businesses: the promoter is a partner or director in Radiant BCN 1948 LLP, Solitario Infra LLP, Alma De Diamantes LLP and Maison Vertes LLP (DRHP p.207). The document says Radiant BCN 1948 LLP, Alma De Diamantes LLP and Satguru Sparkels Private Limited are in the same line of business, and that there is no non-compete agreement (DRHP p.69). Satguru Sparkels Private Limited was incorporated on September 8, 2026 and succeeded the proprietorship Satguru Sparkles (DRHP p.319, DRHP p.209).

Loans and guarantees: the promoter had lent the company ₹0.52 crore, interest free, at March 2026, having lent ₹11.1 crore and been repaid ₹10.2 crore during FY26 (DRHP p.302, DRHP p.88). The promoter guarantees the company's Union Bank of India working capital facilities (DRHP p.206). No promoter shares are pledged (DRHP p.110).

Cases: the promoter is accused number 2 in a police complaint filed on March 9, 2026 by a director of Cupid Diamonds Private Limited, now with the Economic Offences Wing, Mumbai, and has applied for anticipatory bail, which is pending (DRHP p.305, DRHP p.307). The wing searched the promoter's home and office in Pune on March 11, 2026 (DRHP p.305). Details are in section 23. A small income tax demand is also outstanding (DRHP p.307).

Promoter economics: the promoter's average cost is ₹12.53 a share (DRHP p.75). The promoter subscribed 67,000 shares at ₹10 in May 2023, received 8,108 shares at ₹11,100 for the business transfer in November 2024, transferred 1,801 shares to three people at ₹11,100 in July 2025, gifted 13,585 shares to the father in January 2026, and received 71,66,640 bonus shares in September 2026 (DRHP p.110).

In July and September 2026 the father transferred shares to Nayela Asset Private Limited, Nayela Trust and three executives at about ₹29 a share after adjusting for the bonus, ₹3.7 crore in all; Nayela Asset paid ₹2.0 crore (DRHP p.135). Outside investors paid ₹21,420 a share in July to October 2025, about ₹177.0 after the bonus (our arithmetic, DRHP p.104).

11Who already owns it

Solitario Lab Grown promoter holding before and after the IPO

Source: DRHP p.115. Vicco Laboratories Goa through Deep Yeshwant Pendharkar and Sandeep Singh hold 2.57% each, Neeraj Vishnukumar Gupta 1.29% and Nayela Trust through Gautam Purshotamdas Budhrani 1.27% (DRHP p.115). There are 1,69,47,623 shares of ₹10 before the issue and 65 shareholders (DRHP p.101, DRHP p.116).

The document leaves the after-issue holding blank (DRHP p.110). If all 65,00,000 new shares are issued, the total becomes 2,34,47,623 shares and the promoter's 42.64% becomes about 30.8%, so 42.6% → 30.8% (our arithmetic, DRHP p.115). Promoter and promoter group together go from 44.86% to about 32.4%, so 44.9% → 32.4% (our arithmetic, DRHP p.114). Yashodhara Consultive LLP would hold about 14.7% after the offer (our arithmetic, DRHP p.115).

When the outside holders came in: investors took shares at ₹11,100 from November 2024 to May 2025, among them Investi Global Opportunity Fund PCC - Cell 1 in March to May 2025, and at ₹21,420 from July to October 2025, mostly Gautam Budhrani, who was a non-executive director from March 24 to August 13, 2026 (DRHP p.102, DRHP p.107, DRHP p.213). Gautam Budhrani subscribed ₹8.0 crore under an agreement dated September 19, 2025 (DRHP p.205). Nayela Asset Private Limited and Nayela Trust bought from the promoter's father in September 2026 (DRHP p.135).

12What changed just before the IPO

• Revenue and profit: revenue went from ₹6.3 crore in FY24 to ₹112.4 crore in FY26 and profit after tax from ₹0.52 crore to ₹11.1 crore (DRHP p.83).
• Receivables: from about 6 days of revenue in FY24 to about 306 in FY26, so 6 → 306 (our arithmetic, DRHP p.81).
• Promoter pay: nil in FY24, ₹0.96 crore in FY26 (DRHP p.88).
• Business transfer: the promoter's proprietorship came into the company from November 1, 2024, for 8,108 shares worth ₹9.0 crore (DRHP p.50).
• Pre-IPO placements: preferential allotments at ₹11,100 a share from November 2024 to May 2025 and at ₹21,420 a share from July to October 2025, the last on October 7, 2025 (DRHP p.102, DRHP p.104).
• Bonus issue: 120:1, allotted September 21, 2026, 1,68,07,560 shares, the last allotment before the IPO, with no price paid (DRHP p.104).
• Share split: the share capital history shows none; shares have been ₹10 throughout (DRHP p.102).
• Public company: special resolution May 7, 2026, fresh certificate June 24, 2026 (DRHP p.3).
• Auditor: Ashish R. Malpani and Co. resigned on February 26, 2026, citing preoccupation with other assignments; Khandelwal Jain & Associates was appointed on March 24, 2026 to fill the casual vacancy (DRHP p.93).
• Board: two executive directors, Kamini Krishnapratap Singh and Anurag Lunia, joined and left in 2025; an independent director served from December 19, 2025 to March 16, 2026; two independent directors joined on March 24, 2026; Gautam Budhrani joined on March 24, 2026 and resigned on August 13, 2026; Nuria Satish Punjabi joined on September 15, 2026 (DRHP p.213, DRHP p.86).
• Shop closures: ten stores closed after March 31, 2026, eight franchise stores and two company stores, in Kolkata, Indore, Delhi, Lucknow, Bengaluru, Hyderabad, Mumbai and Navi Mumbai (DRHP p.40).
• Police complaint: an Economic Offences Wing enquiry began in October 2025 and a complaint was registered on March 9, 2026 (DRHP p.305).
• Registered office moved within Pune twice, in September 2024 and March 2025 (DRHP p.203).

13Capacity and expansion

The company makes nothing itself, so its capacity is its shop network:

Source: DRHP p.133, DRHP p.164, DRHP p.122. The objects chapter gives 42 and 65 shop-in-shop counters at March 2025 and March 2026 instead (DRHP p.122). Read from the filing: 15 franchise stores at March 2026 and 7 at the document date fits the eight franchise closures listed after March (DRHP p.40). The document gives no sales per store, so the step from shops to revenue cannot be made here.

14Market size and industry structure

Solitario Lab Grown industry: market size and growth

As claimed: the industry chapter is drawn from the "Industry Report on Lab Grown Diamond Jewellery Industry" by CARE Analytics and Advisory Private Limited, dated September 30, 2026, which the company commissioned and paid for in connection with the offer (DRHP p.142). The commissioned report puts the Indian gems and jewellery market at ₹9,99,800 crore in CY25, up from ₹5,87,700 crore in CY20, about 11.2% a year (DRHP p.143). Within it, the commissioned report puts the Indian retail market for lab-grown diamond jewellery at ₹3,450.1 crore in CY25, up from ₹1,373.8 crore in CY20 (DRHP p.146, DRHP p.147).

The part that is addressable: the company retails lab-grown diamond jewellery in India, mostly in Maharashtra, and in Spain, the UAE and Malaysia (DRHP p.42). The closest figure in the chapter is the Indian retail lab-grown diamond jewellery market of ₹3,450.1 crore in CY25 (DRHP p.147). The chapter sizes the UAE at USD 173 million in CY25 but does not size Spain or Malaysia (DRHP p.145).

What the company is today: FY26 revenue of ₹112.4 crore is about 3.3% of the claimed CY25 Indian retail market, though the two cover different twelve-month periods and the company's revenue includes ₹17.2 crore from abroad and wholesale sales to franchise owners (our arithmetic, DRHP p.83, DRHP p.147, DRHP p.42).

Size over time: the commissioned report gives the Indian retail lab-grown diamond jewellery market for each year from CY20 to CY25, growing about 20.2% a year, and projects it to reach ₹7,189.0 crore by CY30, about 15.8% a year (DRHP p.146, DRHP p.147). It projects the gems and jewellery market at ₹18,27,200 crore by CY30, the UAE lab-grown jewellery market at USD 428 million by CY30, and global lab-grown diamond jewellery at USD 9.4 billion by CY30 (DRHP p.143, DRHP p.145, DRHP p.154). These are the report's projections, not figures from the company's accounts.

Segments: by product, rings were ₹1,199.7 crore in CY25, earrings ₹845.3 crore, necklaces and pendants ₹702.5 crore, bracelets and bangles ₹362.0 crore, chains ₹164.1 crore and other accessories ₹176.5 crore (DRHP p.147). By occasion, bridal and engagement was the largest at ₹1,029.1 crore (DRHP p.148). By channel, online was ₹1,661.3 crore and offline ₹1,788.7 crore; within offline, shop-in-shop counters were ₹710.6 crore, malls ₹455.9 crore and high streets ₹363.5 crore (DRHP p.148, DRHP p.149). The company sells all the main product types and works mainly through stores and shop-in-shop counters (DRHP p.164).

What drives demand: the chapter names the price gap to mined diamonds, ethical and environmental preferences, younger buyers, online and organised retail, rising incomes, government support, adoption by global luxury brands, technology such as virtual try-on, and themed or character jewellery (DRHP p.155, DRHP p.156). It quotes a 1-carat lab-grown stone at about USD 2,150 against about USD 5,350 for a comparable mined stone, as of July 2026 (DRHP p.153). It notes demand peaks around Akshaya Tritiya, Dhanteras, Diwali and weddings in India (DRHP p.150).

Structure: the chapter describes the broader jewellery trade as fragmented and moving toward branded players (DRHP p.143). It compares the company with two others, Nityas Gems and Jewellery Limited and Limelight Lab Grown Diamonds Limited (DRHP p.159). No market shares are given for anyone.

Inputs and trade: the company buys lab-grown diamonds, gold and silver; purchases were ₹54.8 crore in FY26 (DRHP p.256). The report says India had about 30.8% of global lab-grown diamond exports in CY25, centred on Surat, and that the Indian growing industry still relies on imported reactors, gases and components (DRHP p.154, DRHP p.158). Indian exports of worked lab-grown diamonds to the UAE were ₹1,278.6 crore in FY26 and to Spain ₹7.7 crore (DRHP p.152).

Rules: the chapter cites BIS norms that separate lab-grown from mined diamonds, IS 19469:2025 on terminology and disclosure, notified in 2026, hallmarking of gold, grading by laboratories such as IGI and GIA, and the removal of customs duty on imported seeds (DRHP p.156, DRHP p.158, DRHP p.157). Lab-grown diamonds were called a sunrise sector in the Union Budget 2023-24, and a dedicated policy was signalled in September 2026 but not notified (DRHP p.157, DRHP p.158).

What the chapter says can go wrong: buyers who see lab-grown stones as worth less and lacking resale value, competition from mined diamonds, low awareness in smaller cities, limited shelf space, falling stone prices squeezing margins, reliance on imported technology, competition from China, the US and Singapore, and claims about sustainability that cannot be proved (DRHP p.158, DRHP p.159).

15Competitive position

Solitario Lab Grown competitors

Source: DRHP p.159, DRHP p.160, converted from ₹ million; these are the commissioned report's figures. The report gives FY26 only for Nityas, revenue ₹202.9 crore and PAT margin 11.0% (DRHP p.160). The report's FY25 revenue for the company, ₹47.1 crore, differs from the restated ₹46.6 crore (DRHP p.159, DRHP p.83).

What the company puts forward: a brand-led direct-to-consumer model, outsourced making with central control, several shop formats in India and abroad, licensed character collections and the promoter's leadership (DRHP p.131). Against that: no long-term contracts with suppliers, 87.09% of purchases from ten suppliers, revenue concentrated in Maharashtra and in the last quarter, and ten store closures since March 2026 (DRHP p.34, DRHP p.35, DRHP p.42, DRHP p.40).

16Peers the company named

Peers named in the offer document: none. The Basis for Offer Price chapter says there are no listed companies of comparable size and business model in India or abroad (DRHP p.131).

The industry chapter separately compares the company with Nityas Gems and Jewellery Limited and Limelight Lab Grown Diamonds Limited, without saying whether either is listed (DRHP p.159). In the report's FY25 figures, Nityas is about twice the company's revenue and Limelight about 2.7 times, with Limelight's PAT margin at 0.5% (our arithmetic, DRHP p.159, DRHP p.160). The company's FY26 EPS is ₹6.63 (DRHP p.131). With no price band, no P/E for the company can be stated.

17Risks, in plain words

Solitario Lab Grown IPO risks

Financial: cash: operating cash flow of −₹30.0 crore in FY26 and −₹39.7 crore in FY25, against profit of ₹11.1 crore and ₹5.8 crore (DRHP p.236, DRHP p.83) → growth has been paid for with share capital and franchise deposits, not with cash from sales → franchise deposits brought in ₹27.6 crore and share issues a net ₹9.0 crore in FY26 (DRHP p.236).

Financial: receivables: trade receivables of ₹94.3 crore against FY26 revenue of ₹112.4 crore (DRHP p.81, DRHP p.83) → if they are not collected, profit already booked will not turn into cash → ₹37.5 crore are overdue export dues whose settlement awaits a bank's approval (DRHP p.230).

Legal: police complaint: a supplier's complaint registered on March 9, 2026 against the company and the promoter, under sections for cheating and forgery, now with the Economic Offences Wing (DRHP p.305) → an adverse outcome can affect the company and the person who runs it → the amount recorded in the complaint is ₹34.8 crore, which the company denies (DRHP p.305).

Regulation: tax and filings: the FY25 income tax return is unfiled and the tax unpaid; dozens of company law forms were filed late, one by 691 days, with penalty proceedings pending (DRHP p.230, DRHP p.58, DRHP p.60) → interest, penalties or other action may follow → the income tax provision was ₹8.2 crore at March 2026 (DRHP p.249).

Financial: franchise deposits: ₹38.6 crore of franchise deposits with a guaranteed return of 18% to 24% a year (DRHP p.246) → this is a fixed cost whether stores do well or not, and the deposits may have to be repaid if franchises close → minimum guarantee expenses were ₹6.4 crore in FY26 (DRHP p.257).

Customers: related parties: about 19.9% of FY26 revenue came from related parties, mainly Confort Real Estate Private Limited (our arithmetic, DRHP p.88) → if that buying stops, revenue falls by that share → Confort Real Estate still owed ₹10.0 crore at March 2026 (DRHP p.89).

Business: season and place: the January to March quarter was 57.86% of FY26 revenue and Maharashtra 70.85% (DRHP p.41, DRHP p.42) → a weak festive season or a weak home market moves the whole year → ten stores have closed since March 2026 (DRHP p.40).

Suppliers: no long-term agreements, and ten suppliers made up 87.09% of FY26 purchases (DRHP p.34, DRHP p.35) → losing one can leave shelves short → the largest supplier was 23.54% (DRHP p.35).

Issue-specific: ₹48.8 crore of the ₹67.7 crore goes into opening stock, and no sites, leases or orders are fixed (DRHP p.121, DRHP p.123) → the cost and timing can change → the selling shareholder's average cost is ₹0.08 a share and the promoter's ₹12.53 (DRHP p.75).

18Litigation and regulatory matters

Cases against Solitario Lab Grown and its promoters

Criminal: the complaint by a director of Cupid Diamonds Private Limited alleges that diamonds, jewellery and stones worth ₹37.4 crore were supplied to the proprietorship and then the company in 2023 and 2024 against ₹2.6 crore received, that six cheques for ₹5.4 crore bounced, and that a promised 15% shareholding was not given (DRHP p.305).

The company denies the allegations, calls the dispute contractual, and filed an arbitration petition against Lyncbiz Worldwide Services LLP in the Bombay High Court on February 5, 2026 (DRHP p.305).

The company has also filed a criminal defamation complaint against 23 parties, including media houses and the complainant, over reports published from January to February 2026 (DRHP p.306). Regulatory: no actions by regulators against the company or promoter; applications to adjudicate and compound late company law filings are pending (DRHP p.305, DRHP p.60). Tax: the company's FY25 return is unfiled (DRHP p.62). Summary: the document totals ₹34.8 crore for the company's cases and ₹34.8 crore for the promoter's (DRHP p.36).

19Related-party transactions

Source: DRHP p.88, DRHP p.89, converted from ₹ lakh. Six other related entities paid franchise deposits of ₹4.6 crore in FY26, ₹2.0 crore of it from Swastik Landscape LLP (DRHP p.89). Gautam Budhrani was allotted shares worth ₹8.0 crore in FY26 (DRHP p.88). Directors' relatives and executives also drew pay and advances, including ₹0.76 crore advanced to Anurag Lunia in FY26 (DRHP p.88).

What appeared in the two years before filing: purchases from the promoter's proprietorship ended with the business transfer in November 2024 (DRHP p.88); sales to Satguru Sparkles of ₹9.4 crore in FY25, then to Confort Real Estate and Budhrani Knowledge in FY26 (DRHP p.88); and franchise deposits from related entities in FY26 (DRHP p.89). The company says its related-party transactions were at arm's length (DRHP p.70).

20What the offer document does not say

Customer concentration is not disclosed. Revenue by channel and by product is not disclosed. Pieces sold and prices are not given. Who pays the ₹5.7 crore of unbilled royalty income is not said (DRHP p.261). The project behind ₹4.8 crore of capital work in progress is not named (DRHP p.250). How Confort Real Estate Private Limited is related, and what it bought, is not said (DRHP p.88). The number of contract makers is left blank (DRHP p.184). The issue size in rupees, the price band, general corporate purposes and offer expenses are blank (DRHP p.119). The after-issue shareholding is blank (DRHP p.110).

Some inconsistencies are recorded as document matters, not business ones: overdue export dues are “₹37.53 million”, about ₹3.8 crore, in the risk factors and “₹37 52.64 lakhs”, about ₹37.5 crore, in the auditor’s report (DRHP p.53, DRHP p.230); franchise stores are 15 at March 2026, 7 at the document date and "active 3" in the business chapter and "13 stores" at the document date in the objects (DRHP p.133, DRHP p.164, DRHP p.186, DRHP p.121);

shop-in-shop counters at March 2026 are 56 in one table and 65 in another (DRHP p.133, DRHP p.122); the closures table shows no franchise store closed in FY24 to FY26 while the text says some closed (DRHP p.40); FY26 operating cash flow differs by ₹0.05 crore between the summary and the accounts (DRHP p.84, DRHP p.236);

the allotment of January 20, 2025 is 547 shares in one table and 4,279 in the allottee list (DRHP p.103, DRHP p.106); the founding subscriber is named Yashodhara Stock and Shares Private Limited in one place and Yashodhara Consultive LLP in others (DRHP p.105, DRHP p.115); the litigation summary shows no material civil case for the company while the abridged prospectus shows one (DRHP p.36, AP p.8);

a director's date of birth does not match the stated age (DRHP p.207); and drafting placeholders remain in square brackets (DRHP p.186, DRHP p.188).

21Five questions for management

1. Of the ₹94.3 crore of receivables at March 31, 2026, how much has been collected since, and when were the ₹37.5 crore of export dues last paid down?
2. What did Confort Real Estate Private Limited purchase for ₹16.8 crore in FY26, how is it related to the directors, and when will it pay the ₹10.0 crore it owed at March 2026?
3. What is the total guaranteed return owed each year on the ₹38.6 crore of franchise deposits, and what happens to the deposits of the eight franchise stores closed after March 2026?
4. When will the FY25 income tax be paid and the return filed, and how much of the ₹8.2 crore provision is interest and penalty?
5. How many pieces were sold in FY25 and FY26 in each channel, at what average price, so that growth can be split between new shops, the proprietorship transfer and like-for-like sales?

1Sources and cited facts

This study was read from 1 document the company filed. The 186 figures it cites are listed under the document each came from, with the page and the sentence as printed.