United Techfab Limited IPO

01At a glance

What the company does: weaves yarn into gray fabric and denim fabric on 120 automatic shuttleless air jet looms at one factory at Miroli, Ahmedabad, Gujarat, with an installed capacity of about 20.08 million metres a year; it also trades yarn and does weaving job work for others (DRHP p.140, DRHP p.143).

Who pays it: two customers bring almost all the money. In FY26 Amay Spincot Pvt Ltd bought ₹277.7 crore, 58.39% of revenue, and Vinod Denim Ltd bought ₹196.4 crore, 41.29% (DRHP p.22). Vinod Denim Limited is a group company and a related party (DRHP p.207, DRHP p.238). The top five customers were 99.89% of FY26 revenue (DRHP p.115).

Why it is raising money: ₹30.9 crore of the fresh issue is to repay bank and vehicle loans and ₹13.7 crore is for working capital in FY27; the general corporate purposes amount is blank (DRHP p.101, DRHP p.102). There is no offer for sale (DRHP p.1).

How fast it has grown: revenue from operations fell from ₹761.9 crore in FY24 to ₹475.7 crore in FY26, about −21.0% a year, while profit after tax rose from ₹3.5 crore to ₹6.0 crore, about 30.9% a year (our arithmetic, DRHP p.63).

The one thing to understand: most of the revenue is yarn passed through with almost no margin. In FY26 the company bought ₹277.7 crore of yarn for trading from Amaysha Textiles Pvt Ltd and sold ₹277.7 crore of traded yarn to Amay Spincot Pvt Ltd, a gap of ₹0.06 crore (DRHP p.23, DRHP p.145, DRHP p.224). Amay Spincot Private Limited is also named, with the promoter Gagan Nirmalkumar Mittal and the group company United Polyfab Gujarat Limited, in a SEBI order under the fraudulent and unfair trade practices rules that is under appeal (DRHP p.272).

02The business, in plain words

What United Techfab does

United Techfab was incorporated on April 16, 2012 as United Techfab Private Limited and became a public company with a fresh certificate dated August 28, 2024 (DRHP p.2, DRHP p.174). It set up a weaving factory at Miroli, Ahmedabad on about 11,230 square metres in FY16 with 60 air jet looms, began commercial production in FY17 and added 60 more looms in FY21 (DRHP p.140, DRHP p.175). The steps (DRHP p.148, DRHP p.149):

• Yarn: bought from suppliers in Gujarat; Vinod Spinners Private Limited, a group company, supplied ₹161.5 crore in FY26 (DRHP p.148, DRHP p.23, DRHP p.207).
• Warping and drawing-in: yarns are wound in parallel onto a warp beam and threaded through heddles and the reed (DRHP p.148).
• Weaving: 120 Tsudakoma air jet looms insert the cross yarn with compressed air (DRHP p.150).
• Inspection, folding and dispatch: cloth is checked, folded or rolled and packed (DRHP p.148, DRHP p.149).
• Job work: customers send their own yarn or specifications and the company weaves and returns the cloth for a fee (DRHP p.149).

A denim maker or yarn buyer places a purchase order → the company weaves gray or denim fabric from bought yarn, or buys yarn and passes it on → it delivers the cloth or yarn → it is paid the invoice price, on credit of 60 to 90 days (DRHP p.21, DRHP p.244).

Gray fabric is cloth straight off the loom, before dyeing or printing (DRHP p.143). The product list includes poly denim and slub denim, plain, twill, dobby and satin weaves, and constructions such as 7 OE × 7 OE and 16 OE IND × 225 LYCRA (DRHP p.141). Dyeing and finishing are not done in house: when dyed cloth is sold, gray fabric is bought from others and sent to outside processors (DRHP p.141). The company has no long term contracts; it works on purchase orders (DRHP p.21).

Power comes from Uttar Gujarat Vij Company Ltd, a 999 kW rooftop solar plant installed in 2024 at the factory, and a 4.14 MWp ground mounted solar plant at Satlasana, District Mehsana, commissioned in FY26 (DRHP p.141, DRHP p.142, DRHP p.155). The factory land and building at Miroli belong to the promoter Nirmalkumar Mangalchand Mittal and are leased to the company for ten years from October 1, 2024 at ₹30,000 a year (DRHP p.156). The company had 136 employees including labour at August 31, 2026, 116 of them in weaving (DRHP p.155). All sales are in India, 99.83% of FY26 revenue in Gujarat (DRHP p.146, DRHP p.160).

Earnings equation: Revenue = metres of fabric sold × price per metre + yarn traded × yarn price + job work fees. The document gives metres produced, not metres sold, gives no yarn tonnage and no prices, so the equation can only be approached through production (see section 04).

03Where the money comes from

By activity (₹ crore):

Source: DRHP p.145, DRHP p.223, converted from ₹ lakh. Trading was 75.99% of revenue in FY24, 62.97% in FY25 and 58.39% in FY26 (DRHP p.145). Sale of gray and denim fabric in FY26, ₹196.4 crore, is the same figure as sales to Vinod Denim Ltd in FY26, ₹196.4 crore (DRHP p.145, DRHP p.22).

By state, Gujarat was 99.78% of FY24 revenue, 99.66% of FY25 and 99.83% of FY26; no other state reached 0.2% in any year (DRHP p.23). There are no exports (DRHP p.160).

United Techfab customers: how concentrated the revenue is

Source: DRHP p.115, DRHP p.262. The largest customer changed: United Polyfab Gujarat Limited in FY24 and FY25, Amay Spincot Pvt Ltd in FY26 (DRHP p.22). The named customers:

• FY24: United Polyfab Gujarat Limited ₹563.7 crore (73.98%), Vinod Denim Ltd ₹178.5 crore (23.43%), Amay Spincot Pvt Ltd ₹14.7 crore (1.92%) (DRHP p.22).
• FY25: United Polyfab Gujarat Limited ₹226.9 crore (47.70%), Vinod Denim Ltd ₹174.3 crore (36.65%), Amay Spincot Pvt Ltd ₹14.2 crore (2.99%) (DRHP p.22).
• FY26: Amay Spincot Pvt Ltd ₹277.7 crore (58.39%), Vinod Denim Ltd ₹196.4 crore (41.29%); the next eight together under 0.5% (DRHP p.22).

United Polyfab Gujarat Limited and Vinod Denim Limited are group companies and related parties (DRHP p.207, DRHP p.238). Amay Spincot Pvt Ltd is not listed as a related party (DRHP p.238). Read from the filing: in each of the three years, related parties or one unrelated buyer of traded yarn took almost all of the revenue, and the answer to whether revenue depends on a few customers is that two customers were 99.68% of FY26 revenue (our arithmetic, DRHP p.22).

On the supply side, the top two suppliers were 97.10% of FY26 purchases: Amaysha Textiles Pvt Ltd ₹277.7 crore (61.40%) and Vinod Spinners Pvt. Ltd ₹161.5 crore (35.70%) (our arithmetic, DRHP p.23). In FY24 United Polyfab Private Limited, a promoter, supplied ₹566.5 crore, 76.20% of purchases (DRHP p.24).

04The growth record

United Techfab financials: revenue, profit and margins

Source: DRHP p.62, DRHP p.63, DRHP p.64, DRHP p.113, converted from ₹ lakh. Revenue from operations went from ₹761.9 crore in FY24 to ₹475.7 crore in FY26 and profit after tax from ₹3.5 crore to ₹6.0 crore (DRHP p.63). The company's EBITDA is profit before tax plus finance costs and depreciation, less other income (DRHP p.231). RoE is on average net worth (DRHP p.113).

Our arithmetic over FY24 to FY26: revenue changed by about −21.0% a year and profit after tax grew about 30.9% a year (our arithmetic, DRHP p.63); EBITDA grew about 4.9% a year (our arithmetic, DRHP p.113). EBITDA margin moved from 1.56% to 2.74%, up 118 basis points, so from 1.6% to 2.7% rounded (DRHP p.113). Revenue fell 37.56% in FY25 and 0.01% in FY26 (DRHP p.113).

The year ends on March 31 throughout. Restatement changed profit: FY26 profit after tax was ₹5.10 crore audited and ₹5.97 crore restated, FY25 ₹2.90 crore audited and ₹3.67 crore restated, FY24 ₹4.49 crore audited and ₹3.48 crore restated, mainly for subsidy, interest subsidy, tax and deferred tax (DRHP p.229). The statutory auditor expressed no qualification or emphasis of matter for the three years (AP p.8).

What sits around the record:

• Trading: trading of yarn was 58.39% of FY26 revenue, so 58.4% rounded (DRHP p.145).
• Customers and suppliers: the largest customer was 58.39% of FY26 revenue, so 58.4% (DRHP p.22); the top five were 99.89%, so 99.9%, and the top ten 100.00% (DRHP p.115); the top two suppliers were 97.10% of FY26 purchases, so 97.1% (our arithmetic, DRHP p.23); Gujarat was 99.83% of FY26 revenue, so 99.8% (DRHP p.23).
• Cash: operating cash flow was −₹4.4 crore in FY26 against ₹22.5 crore in FY25 and ₹5.0 crore in FY24 (DRHP p.64). Trade receivables rose by ₹37.9 crore in FY26 (DRHP p.64).
• Other income: ₹2.6 crore in FY26, of which commission income ₹2.3 crore, a new item that year (DRHP p.223). Other income was about 32.8% of FY26 profit before tax of ₹8.0 crore (our arithmetic, DRHP p.63).
• Debt: borrowings were ₹41.2 crore at March 31, 2026 (DRHP p.265), debt to equity 0.90 times, so 0.9× (DRHP p.113). Net of ₹0.06 crore of cash they were about 3.2× FY26 EBITDA (our arithmetic, DRHP p.62, DRHP p.113). Return on capital employed was 11.15%, so 11.2% rounded (DRHP p.113).
• Related parties: related party transactions summed to ₹358.5 crore in FY26, 54.86% of revenue (DRHP p.26).
• Contingent liabilities: ₹102.8 crore at March 31, 2026 (DRHP p.65), of which a corporate guarantee of ₹96.2 crore given to the bankers of United Polyfab Gujarat Limited (DRHP p.245).
• Capacity: weaving capacity utilisation was 90.12% in FY26, so 90.1% rounded (DRHP p.151).
• Cases: proceedings against the promoters number 2 criminal and 1 regulatory (DRHP p.28).
• Use of the issue: ₹30.9 crore of the fresh issue is for repaying loans and ₹13.7 crore for working capital (DRHP p.101).

05What the growth is made of

Revenue from operations fell ₹286.2 crore from FY24 to FY26 (our arithmetic, DRHP p.63). By source (our arithmetic, DRHP p.223):

• Traded yarn: down ₹301.3 crore, from ₹579.0 crore to ₹277.7 crore.
• Manufactured goods: up ₹16.0 crore, from ₹181.7 crore to ₹197.7 crore.
• Job work: down ₹1.0 crore, from ₹1.2 crore to ₹0.22 crore.

The management discussion calls the fall in trading a strategic shift from trading to manufacturing (DRHP p.250, DRHP p.254). The FY24 trading ran through related parties: purchases from United Polyfab Private Limited were ₹566.5 crore and sales to United Polyfab Gujarat Limited ₹563.7 crore (DRHP p.66). In FY26 neither appears in trading, and the yarn traded came from Amaysha Textiles Pvt Ltd and went to Amay Spincot Pvt Ltd (DRHP p.66, DRHP p.22, DRHP p.23).

Volume: production was 1,81,00,000 metres in FY24, 1,81,63,860 metres in FY25 and 1,80,91,560 metres in FY26 against installed capacity of 2,00,75,000 metres each year (DRHP p.151).

Realisation, read from production: sale of manufactured goods per metre produced was about ₹100 in FY24, about ₹97 in FY25 and about ₹109 in FY26 (our arithmetic, DRHP p.223, DRHP p.151). This is production, not metres sold, and the manufactured sales include dyed fabric bought from others and processed outside (DRHP p.141), so the arithmetic does not separate price, mix and bought-in cloth.

The document gives no metres sold, no yarn tonnes traded and no prices, so the increase in manufactured sales cannot be split into volume and price. That is the finding.

06Earnings quality

The item that needs explaining is other income. FY26 other income was ₹2.6 crore, of which commission income ₹2.3 crore, against none in FY25 and FY24 (DRHP p.223, DRHP p.250). Profit before tax was ₹8.0 crore (DRHP p.63). Without the commission it would have been about ₹5.7 crore (our arithmetic, DRHP p.63, DRHP p.223). The document does not say who paid the commission or for what.

On cash: trade receivables were ₹51.7 crore at March 31, 2026 against ₹13.8 crore a year earlier (DRHP p.62). Of that, ₹28.7 crore was owed by firms or companies in which directors are partners, directors or members, about 55.5% (our arithmetic, DRHP p.222), and Vinod Denim Limited owed ₹28.7 crore (DRHP p.239). The company says the rise came from sales late in FY26 to Amay Spincot Pvt.

Ltd. and Vinod Denim Ltd. on 60 to 90 days of credit (DRHP p.244). Trade payables rose to ₹46.0 crore, of which ₹36.6 crore was due to micro and small enterprises (DRHP p.62); Vinod Spinners Private Limited was owed ₹36.5 crore (DRHP p.239).

Read from the filing: the company's own working capital table puts receivable days at 25 (DRHP p.105), while the year end balance of ₹51.7 crore is close to 40 days of FY26 revenue (our arithmetic, DRHP p.62, DRHP p.63).

On tax: current tax was ₹0.32 crore in FY26 on profit before tax of ₹8.0 crore (DRHP p.63). The tax statement deducts ₹5.2 crore of subsidy on capital assets in FY26 (DRHP p.234). Finance costs are shown net of an interest subsidy of ₹0.81 crore in FY26 (DRHP p.224).

07The balance sheet

At March 31, 2026 total assets were ₹141.0 crore: property, plant and equipment ₹62.7 crore, trade receivables ₹51.7 crore, inventories ₹20.1 crore, short-term loans and advances ₹3.8 crore, long-term loans and advances ₹1.5 crore, other current assets ₹0.70 crore, other non-current assets ₹0.49 crore and cash and bank ₹0.06 crore (DRHP p.62). Against them: long-term borrowings ₹29.2 crore, short-term borrowings ₹12.0 crore, trade payables ₹46.0 crore, deferred tax liability ₹6.5 crore, other liabilities and provisions ₹1.8 crore and net worth ₹45.6 crore (DRHP p.62).

Borrowings of ₹41.2 crore at March 31, 2026 were (DRHP p.235, DRHP p.236, DRHP p.237):

The unsecured loans include ₹1.75 crore from Ritesh Hada at 9% and ₹1.6 crore from Middelton Goods Pvt Ltd at 7.50% (DRHP p.237). The bank loans carry personal guarantees of the four individual promoters and Shilpa Mittal and corporate guarantees of United Polyfab Private Limited or United Polyfab Gujarat Limited (DRHP p.217, DRHP p.235). Collateral includes the Miroli factory land owned by Nirmalkumar Mangalchand Mittal, land owned by United Polyfab Private Limited and flats owned by Gagan Mittal and Shilpa Mittal (DRHP p.265, DRHP p.266).

Contingent liabilities at March 31, 2026 were ₹102.8 crore: a corporate guarantee of ₹96.2 crore, bank guarantees to UGVCL of ₹1.5 crore and disputed tax of ₹5.0 crore (DRHP p.65). The guarantee was given to the bankers of United Polyfab Gujarat Limited for its credit facilities (DRHP p.245); the summary on page 65 leaves the beneficiary as “[name of entity/entities]” (DRHP p.65). The guarantee is about 2.1 times net worth (our arithmetic, DRHP p.62, DRHP p.65).

Source: DRHP p.234, DRHP p.101; the after-issue borrowings are our arithmetic and mix two dates, because the loans to be repaid are listed at balances “as on December 31, 2026”, a date after the filing (DRHP p.103). The capitalisation statement leaves the post-issue column blank (DRHP p.264). There were no capital commitments at March 31, 2026 (DRHP p.260).

08What the money is for

United Techfab IPO objects: what the money is for

Source: DRHP p.101, DRHP p.106. 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.101).

Repayment of borrowings, ₹30.9 crore, all in FY27 (DRHP p.102): SBI plant and machinery loan ₹16.4 crore, PNB solar loan ₹11.6 crore, SBI solar loan ₹2.0 crore, a Mercedes-Benz Financial Services vehicle loan ₹0.61 crore and three HDFC Bank vehicle loans ₹0.35 crore (DRHP p.103, DRHP p.104). The prepayment penalty is 2% on the bank loans and 4% on the Mercedes-Benz loan (DRHP p.103, DRHP p.104). The table totals ₹30.9 crore, while the sentence above it says ₹30.86 crore (DRHP p.103, DRHP p.104).

Working capital, ₹13.7 crore, in FY27 (DRHP p.104). The company estimates net working capital of ₹65.7 crore at March 31, 2027 against ₹28.9 crore at March 31, 2026, assuming receivable days of 33, finished goods days of 22 and payable days of 23 (DRHP p.105). It expects to fund the rest from internal accruals of ₹44.5 crore and borrowings of ₹7.5 crore (DRHP p.105).

The objects have not been appraised (DRHP p.108). The document says the fresh issue exceeds ₹50 crore, so a monitoring agency will be named before the red herring prospectus (DRHP p.108); a risk factor says the deployment is not subject to monitoring by any external agency (DRHP p.44).

Into the business the fresh issue of up to 59,01,600 shares, at a price not yet set (DRHP p.101). To selling shareholders nothing: there is no offer for sale (DRHP p.1).

09Who is selling

United Techfab IPO offer for sale: who is selling

Nobody. The whole issue is a fresh issue of up to 59,01,600 shares of ₹10, amount not set (DRHP p.101), and the cover marks the offer for sale size as NIL (DRHP p.1, AP p.1). Fresh issue: 59,01,600 shares, amount not set (DRHP p.101). Offer for sale: none (DRHP p.1). After the issue there would be up to 1,68,61,350 shares (DRHP p.59). The promoters and promoter group will not take part in the issue (DRHP p.98).

10Promoters

The company makes and trades gray fabric, denim fabric and yarn (DRHP p.140). The promoters are Gagan Nirmalkumar Mittal, Nirmalkumar Mangalchand Mittal, Ritesh Kamalkishore Hada, Kamalkishore Purshotamdas Hada and United Polyfab Private Limited (DRHP p.198). The document states that Gagan Nirmalkumar Mittal is the son of Nirmalkumar Mangalchand Mittal (DRHP p.182) and that Kamalkishore Purshottamdas Hada is the father of Ritesh Kamalkishore Hada (DRHP p.205).

• Gagan Nirmalkumar Mittal, 44, Chairman and Executive Director, a director since incorporation, more than 20 years in textiles, higher secondary education; oversees strategy and finance (DRHP p.178, DRHP p.182). 20,12,850 shares, 18.37% (DRHP p.90).
• Nirmalkumar Mangalchand Mittal, 69, Managing Director from August 28, 2024, more than 20 years in textiles; oversees manufacturing; resigned as a director on March 23, 2021 and rejoined on November 25, 2022 (DRHP p.179, DRHP p.182). 6,54,750 shares, 5.97% (DRHP p.90).
• Ritesh Kamalkishore Hada, 45, Non-Executive Director, Master of Arts from De Montfort University (DRHP p.179). The business chapter gives more than two decades in denim fabric (DRHP p.149); the board table gives more than 20 years in leadership of the education industry (DRHP p.179). 21,67,650 shares, 19.78% (DRHP p.90).
• Kamalkishore Purshottamdas Hada, 73, living in Kolkata, more than 21 years in education, textiles, hospitality, FMCG and real estate; no formal education listed (DRHP p.199). 20,90,250 shares, 19.07% (DRHP p.90).
• United Polyfab Private Limited, incorporated October 7, 2005, a textile company whose directors are the four individual promoters and whose promoters are Gagan Nirmalkumar Mittal and Ritesh Kamalkishore Hada (DRHP p.199, DRHP p.200). Its sales were ₹750.6 crore in FY24 and ₹391.8 crore in FY25, with profit after tax of ₹2.6 crore and ₹1.6 crore (DRHP p.201). Its shareholders include Taj Vincom Private Limited and Amay Spincot Pvt. Ltd. (DRHP p.200). 6,75,000 shares, 6.16% (DRHP p.90).

Pay: Gagan Nirmalkumar Mittal was paid ₹0.09 crore in FY26; Nirmalkumar Mangalchand Mittal and Ritesh Kamalkishore Hada were paid nothing (DRHP p.184). The approved terms are up to ₹18,00,000 a year for Gagan Nirmalkumar Mittal and up to ₹1,00,000 a month for Nirmalkumar Mangalchand Mittal (DRHP p.183).

Other businesses: Gagan Nirmalkumar Mittal is a director of United Cotfab Limited, Unitedgreen Distilleries Private Limited, United Polyfab Gujarat Limited and United Artha Capital Services Private Limited (DRHP p.178); Nirmalkumar Mangalchand Mittal also of Vinod Spinners Private Limited and Vinod Fabrics Pvt. Ltd. (DRHP p.179). Ritesh Kamalkishore Hada holds directorships or partnerships in 29 entities by our count, many in education (DRHP p.179, DRHP p.180).

The group companies are United Polyfab Gujarat Limited, listed on BSE and NSE, Vinod Spinners Private Limited, Vinod Fabrics Private Limited and Vinod Denim Limited; all make or trade gray fabric, dyed cloth and yarn (DRHP p.207, DRHP p.208, DRHP p.209). The document says the company has non-compete agreements with these entities (DRHP p.208). Gagan Nirmalkumar Mittal ceased to be associated with Vinod Denim Limited in the last three years (DRHP p.203).

Guarantees and pledges: the promoters guarantee the bank loans, and the company in turn guarantees ₹96.2 crore of United Polyfab Gujarat Limited's bank facilities (DRHP p.235, DRHP p.245). No promoter shares are pledged (DRHP p.92).

Cases: a SEBI order of February 29, 2024 under the fraudulent and unfair trade practices regulations imposed a penalty of ₹0.48 crore, jointly and severally, on United Polyfab Gujarat Limited, Gagan Nirmalkumar Mittal, Amay Spincot Private Limited and others; the appeal is before the Securities Appellate Tribunal and ₹0.24 crore has been deposited (DRHP p.272). Two criminal matters are listed against promoters (DRHP p.271, DRHP p.272; see section 23).

Promoter economics: all five promoters subscribed at ₹10 at incorporation in 2012; Gagan Nirmalkumar Mittal and Nirmalkumar Mangalchand Mittal took rights shares at ₹55 in December 2015 and Ritesh Kamalkishore Hada and Kamalkishore Purshottamdas Hada in January 2016 (DRHP p.92, DRHP p.93). Ritesh Kamalkishore Hada and Kamalkishore Purshottamdas Hada bought shares from individuals at ₹10 in February and March 2021 (DRHP p.93, DRHP p.94).

Gagan Nirmalkumar Mittal bought 3,01,800 shares at ₹85 on October 14, 2024 from Pranav Padshah, Ram Shiromani Pal and Amay Spincot Private Ltd (DRHP p.92). The 35:10 bonus of December 12, 2024 then multiplied every holding (DRHP p.83). The average cost per share is ₹14.485 for Gagan Nirmalkumar Mittal, ₹5.349 for Nirmalkumar Mangalchand Mittal, ₹4.111 for Ritesh Kamalkishore Hada, ₹4.181 for Kamalkishore Hada and ₹2.222 for United Polyfab Private Limited (DRHP p.94).

The document says the payment trail for some share purchases by Ritesh Hada and Kamal Kishore Hada cannot be fully traced (DRHP p.32).

11Who already owns it

United Techfab promoter holding before and after the IPO

Source: DRHP p.59, DRHP p.95; the after-issue column is our arithmetic. There are 1,09,59,750 shares of ₹10 before the issue and 12 shareholders (DRHP p.59, DRHP p.95). If all 59,01,600 new shares are issued the total becomes 1,68,61,350 shares (DRHP p.59), and the promoters' 69.35% becomes about 45.1%, so 69.4% → 45.1% (our arithmetic, DRHP p.59, DRHP p.92). Promoters and promoter group together go from 95.28% to about 61.9% (our arithmetic, DRHP p.95). The document leaves the after-issue percentages blank (DRHP p.95).

The promoter group holders are Kamal Kishor Hada HUF 4.72%, Gagan Mittal HUF 4.54%, Shilpa G. Mittal 4.54%, Urmila N. Mittal 4.11%, Ritesh Hada HUF 4.11% and Nirmal Mittal HUF 3.91% (DRHP p.95). The document names Shilpa Gagan Mittal as the spouse of Gagan Nirmalkumar Mittal and Urmila Nirmal Mittal as the mother (DRHP p.204).

Shivkarma Clothes Private Limited, the only public shareholder, holds 5,17,500 shares, 4.72% before the issue, so 4.7% rounded (DRHP p.90). The holding came from 1,15,000 compulsorily convertible preference shares issued at ₹851 each to Teesta Retail Private Limited on May 15, 2021, converted into equity in the name of Shivkarma Clothes Private Limited on November 26, 2024, and then the bonus (DRHP p.86, DRHP p.87, DRHP p.83). The accounts say Teesta Retail was amalgamated into Siddhant Commercials Private Limited (DRHP p.216); the document does not say how the shares passed to Shivkarma Clothes. No fund holds shares.

Two years before the filing the register also showed Amay Spincot Private Ltd with 3.74%, Pranav Padshah with 4.03% and Ram Shiromani Pal with 4.63%; all three sold to Gagan Nirmalkumar Mittal in October 2024 (DRHP p.91, DRHP p.92). Promoters' shares equal to 20% of the post-issue capital will be locked in for three years (DRHP p.95).

12What changed just before the IPO

• Revenue and profit: revenue from operations went from ₹761.9 crore in FY24 to ₹475.7 crore in FY26 and profit after tax from ₹3.5 crore to ₹6.0 crore (DRHP p.63).
• Receivables: 7 days in FY24 and 25 days in FY26 as computed by the company (DRHP p.105).
• Promoter pay: director remuneration was ₹0.09 crore in FY24 and ₹0.09 crore in FY26 (DRHP p.224).
• Customers: United Polyfab Gujarat Limited went from 73.98% of revenue in FY24 to nil in FY26; Amay Spincot Pvt Ltd went from 2.99% in FY25 to 58.39% in FY26 (DRHP p.22).
• Commission income: ₹2.3 crore in FY26, none before (DRHP p.223).
• Solar plant and debt: a 4.14 MWp ground solar plant was commissioned in FY26 (DRHP p.141); the PNB solar term loan of ₹13.16 crore sanctioned on March 15, 2025 stood at ₹13.0 crore at March 31, 2026 (DRHP p.236). Borrowings went from ₹31.0 crore to ₹41.2 crore during FY26 (DRHP p.62).
• Preference shares and transfers: 1,15,000 preference shares issued at ₹851 in May 2021 were converted into equity on November 26, 2024; Gagan Nirmalkumar Mittal bought 3,01,800 shares at ₹85 on October 14, 2024 (DRHP p.83, DRHP p.86, DRHP p.92).
• Bonus issue: 35:10, 85,24,250 shares on December 12, 2024, taking the count to 1,09,59,750 (DRHP p.83).
• Last allotment before the IPO: the bonus shares of December 2024 (DRHP p.83). Pre-IPO placement: none (DRHP p.109).
• Converted to a public company: shareholders approved on July 5, 2024; fresh certificate August 28, 2024 (DRHP p.2).
• Earlier filing: a draft red herring prospectus dated February 28, 2025 was filed with BSE SME and withdrawn on April 28, 2025 (DRHP p.91, DRHP p.286).
• Board and officers: Gagan Nirmalkumar Mittal became Chairman and Nirmalkumar Mangalchand Mittal Managing Director from August 28, 2024 (DRHP p.178, DRHP p.179). Independent director Safalkumar Hasmukhbhai Patel resigned on April 1, 2026; Rohit Ashokkumar Agrawal was appointed on May 11, 2026 and resigned on May 12, 2026; Margi Lalitbhai Dedaniya, 25, was appointed on May 12, 2026 (DRHP p.181, DRHP p.187). Chief financial officers: Satishkumar Badriprasad Malaviya from August 28, 2024 to February 14, 2026, Pranavbhai Hareshbhai Padshah from July 3 to July 4, 2026, and Dhiraj Joshi from July 4, 2026 (DRHP p.195, DRHP p.196). Company secretaries: Sohitkumar Dineshchandra Mehta to July 4, 2025, Abhishek Kumar from December 2, 2025 to January 10, 2026, and Neha Munot from June 26, 2026 (DRHP p.194, DRHP p.195, DRHP p.196).
• Leases: the Miroli factory lease from Nirmalkumar Mangalchand Mittal dated October 21, 2024, and land leases for the solar plant from December 2024 and February 2025, each for 29 years (DRHP p.156, DRHP p.157).
• Auditor: Rajiv Shah & Associates; no change in the last three years (DRHP p.71).
• Dividend: none in the last three financial years (DRHP p.210).

13Capacity and expansion

Source: DRHP p.151, certified by Pravan Parikh & Associates, chartered engineer, on July 17, 2026 (DRHP p.151). The capacity is for the 120 air jet looms at Miroli (DRHP p.150).

The risk factors say the company intends to add capacity through “the expansion plans described in the chapter titled “Objects of the Issue”” (DRHP p.36), but the objects are loan repayment, working capital and general purposes, with no capital spending on looms (DRHP p.101). The same risk factor refers to facilities for shoddy woollen yarn running below capacity (DRHP p.36); the business chapter describes no such facility (DRHP p.140 to DRHP p.151). The 4.14 MWp ground solar plant and the 999 kW rooftop plant supply power, not fabric capacity (DRHP p.141, DRHP p.155). The step from capacity to revenue cannot be made from the filing.

14Market size and industry structure

United Techfab industry: market size and growth

As claimed: the chapter says its data come from the Industry Report for Textiles and Apparel Market (February 2026) by India Brand Equity Foundation (IBEF) and the Annual Report 2025-26 of the Ministry of Textiles, used “in connection with the Issue for the purposes of confirming our understanding of the industry” (DRHP p.122). The chapter does not say the company commissioned or paid for either. It puts the domestic textile and apparel market at about US$157 billion in FY25-26, growing at about 7% a year (DRHP p.128). A separate figure from IMARC puts the India textile market at US$152.40 billion in 2025 (DRHP p.130).

The part that is addressable: the company weaves gray and denim fabric and trades yarn, all in India and almost all in Gujarat (DRHP p.140, DRHP p.146). The chapter does not size gray fabric, woven denim fabric, air jet weaving, yarn trading or the Gujarat market. It describes weaving as a stage of the value chain carried out by organised mills and a large decentralised power loom and handloom base in places such as Surat, Bhiwandi and Erode (DRHP p.134).

What the company is today: revenue from operations of ₹475.7 crore in FY26, of which ₹197.7 crore from its own manufactured goods (DRHP p.63, DRHP p.145). Because the chapter gives no rupee size for the company's segment, no share can be worked out.

Size over time: the report projects the Indian textile and apparel market to grow at 11.98% a year to US$646.96 billion by 2033 (DRHP p.128). The IMARC figure projects US$213.75 billion by 2034, 3.83% a year from 2026 to 2034 (DRHP p.130). The two projections differ by about three times for the end of the period, a year apart (our arithmetic, DRHP p.128, DRHP p.130), and the chapter does not reconcile them.

Exports of textiles and apparel including handicrafts were US$35,874 million in FY24 and US$37,755 million in FY25, up 5% (DRHP p.132). For FY26 to February 2026 they were US$32.63 billion, with ready-made garments 45%, cotton textiles 29% and man-made textiles 15% (DRHP p.133). Globally, the apparel market is put at US$1.9 trillion in 2025 and projected to grow 4.1% a year from 2026 to 2034 (DRHP p.128).

Segments: the chapter divides the industry by product type (fibre and yarn, fabric or greige, finished goods), by raw material (natural and man-made fibres), by application (apparel, home textiles, technical textiles) and by distribution channel (DRHP p.133, DRHP p.134). The company sits in fabric or greige, mainly denim, made from cotton and blended yarns, and in yarn as a trader (DRHP p.141, DRHP p.145).

What drives demand: the chapter names rising consumption of casual wear, fashion trends and the spread of denim, export demand, and government schemes: the Production Linked Incentive scheme for textiles with an outlay of ₹10,683 crore, the PM MITRA parks with ₹4,445 crore to FY2027-28, the National Technical Textiles Mission, the Samarth skilling scheme and the Amended Technology Upgradation Fund Scheme (DRHP p.136, DRHP p.137, DRHP p.139). It also cites the India and United Kingdom trade agreement (DRHP p.131). The Gujarat Textile Policy 2024-29 offers capital and interest subsidies and power tariff concessions (DRHP p.164).

Structure: India is described as the second largest producer of textiles and garments and the sixth largest exporter, with a 4.6% share of world trade in textiles and apparel (DRHP p.128); the same chapter later gives 4.1% for 2024 and 3.9% (DRHP p.132, DRHP p.133). The sector is put at 2.3% of GDP, 13% of industrial production and 12% of exports in FY25, with about 45 million people directly employed (DRHP p.128, DRHP p.130).

The business chapter calls its own market highly competitive, with many players and minimal entry barriers (DRHP p.153). The chapter names no direct competitor in gray or denim weaving; it mentions Sutlej Textiles, Vardhman and Arvind Limited only for their investments (DRHP p.131).

Inputs and trade: yarn is the main input, and its price follows cotton prices, demand and supply, transport costs and global supply chains (DRHP p.134, DRHP p.135). The company buys all its yarn in India and does not export (DRHP p.153, DRHP p.160).

Rules: the factory needs a licence under the Factories Act, valid to December 31, 2028, and a consolidated consent and authorisation from the Gujarat Pollution Control Board, valid to December 31, 2028 (DRHP p.280). The Textiles (Development and Regulation) Order, 2001 also applies (DRHP p.163).

What the chapter says can go wrong: volatility in cotton and yarn prices, input and energy costs, competition, changing consumer preferences and global trade conditions (DRHP p.139). The chapter also sets out a global outlook of slower growth and higher inflation tied to war in the Middle East (DRHP p.122). It does not discuss the business of trading yarn or job weaving. Read from the filing: one paragraph of the chapter reads as a drafting note left in the filed text, saying the version “avoids references to blanket manufacturing, recycled textile waste, knitting or garment manufacturing that are not applicable to your Company” (DRHP p.135).

15Competitive position

United Techfab competitors

Source: DRHP p.115, DRHP p.116, converted from ₹ lakh. The document does not say which products of either peer overlap with the company's; the overlap column uses only the peer's name. The peer table on page 112 gives different FY26 revenue for the same peers, ₹708.5 crore for Shanti Spintex and ₹465.9 crore for R&B Denims, and different profit (DRHP p.112). Read from the filing: on the page 116 figures, Shanti Spintex's revenue is about 1.4 times the company's and R&B Denims' about 0.6 times (our arithmetic, DRHP p.115, DRHP p.116).

What the company puts forward: promoters with two decades in textiles, the ability to weave many fabric types, and easy access to yarn in the local market (DRHP p.110, DRHP p.149). Its own SWOT lists a highly competitive industry, dependence on yarn suppliers, yarn price swings and a low technological barrier to entry (DRHP p.151). Against that: one factory, two customers at almost all of revenue, sales almost all in Gujarat, and no registered trademark yet, with applications filed on July 20, 2026 (DRHP p.37, DRHP p.22, DRHP p.23, DRHP p.160).

16Peers the company named

Peers named in the offer document: Shanti Spintex Limited and R&B Denims Limited (DRHP p.112).

Shanti Spintex is larger than the company in revenue and had a thinner FY26 profit margin; R&B Denims is smaller with a higher margin and less debt (DRHP p.115, DRHP p.116). The document gives their P/E as 11.68 and 23.41 at March 31, 2026 prices on one page (DRHP p.112) and as 22.75 and 40.03 on another (DRHP p.116). The company's FY26 basic EPS is ₹5.45 (DRHP p.112). With no price band, no P/E for the company can be stated.

17Risks, in plain words

United Techfab IPO risks

Customers: two customers were 99.68% of FY26 revenue (our arithmetic, DRHP p.22) → there are no long term contracts and orders can stop at any time (DRHP p.21) → the largest customer changed from United Polyfab Gujarat Limited at 73.98% in FY24 to Amay Spincot Pvt Ltd at 58.39% in FY26 (DRHP p.22).

Customers: related parties: Vinod Denim Ltd, a group company, bought ₹196.4 crore, 41.29% of FY26 revenue (DRHP p.22, DRHP p.207) → the price and terms of these sales are set between related parties → it owed ₹28.7 crore at March 31, 2026 (DRHP p.239).

Suppliers: Amaysha Textiles Pvt Ltd and Vinod Spinners Pvt. Ltd were 97.10% of FY26 purchases (our arithmetic, DRHP p.23) → yarn is bought on purchase orders without assured supply (DRHP p.24) → Vinod Spinners is a group company owed ₹36.5 crore at March 31, 2026 (DRHP p.239).

Business: thin margins: the company calls its business high volume and low margin (DRHP p.25) → a small change in yarn or fabric prices moves profit sharply → PAT margin was 1.26% in FY26 and 0.46% in FY24 (DRHP p.25).

Business: one site: all weaving is at Miroli, on land owned by a promoter and leased to the company (DRHP p.37, DRHP p.156) → a local event could stop production → utilisation was already 90.12% in FY26 (DRHP p.151).

Financial: guarantee: the company has guaranteed ₹96.2 crore of United Polyfab Gujarat Limited's bank facilities (DRHP p.245) → if invoked, the company would have to pay → net worth was ₹45.6 crore at March 31, 2026 (DRHP p.62).

Financial: cash: operating cash flow was −₹4.4 crore in FY26 and cash at the year end was ₹0.06 crore (DRHP p.64) → working capital rests on bank lines and supplier credit → the company estimates net working capital of ₹65.7 crore by March 2027 (DRHP p.105).

Financial: loans on demand: unsecured loans of ₹4.1 crore are repayable on demand (DRHP p.25) → a call would strain cash → ₹1.75 crore is owed to Ritesh Hada (DRHP p.237).

Regulation: records: secretarial due diligence found 17 late company law filings and some untraceable records, including bank statements for share subscriptions in 2012 and 2013, invoices for machinery and the CFO's degree certificate (DRHP p.30, DRHP p.31, DRHP p.32) → penalties may follow → no notice has been received (DRHP p.31).

Regulation: labour: only 3 employees are registered for provident fund and none for state insurance, out of 136 (DRHP p.155, DRHP p.156) → the document does not explain the gap → contributions to provident fund were ₹0.01 crore in FY26 (DRHP p.224).

Promoters: a SEBI order imposed a penalty of ₹0.48 crore under the fraudulent and unfair trade practices regulations on United Polyfab Gujarat Limited, Gagan Nirmalkumar Mittal, Amay Spincot Private Limited and others (DRHP p.272) → an adverse result on appeal would stand against the chairman → ₹0.24 crore has been deposited pending appeal (DRHP p.272).

Issue-specific: after the issue the promoters alone would hold about 45.1% (our arithmetic, DRHP p.59, DRHP p.92) → together with the promoter group they would still hold about 61.9% (our arithmetic, DRHP p.95) → their average cost per share ranges from ₹2.222 to ₹14.485 (DRHP p.94).

18Litigation and regulatory matters

Cases against United Techfab and its promoters

Criminal: none against the company (DRHP p.270). The Nisan Exim complaint was filed on October 19, 2024 under the Bharatiya Nagarik Suraksha Sanhita and the Bharatiya Nyaya Sanhita and names an independent director as well as three promoters (DRHP p.271).

The food safety case concerns packaged black pepper found at the premises of Gandhinagar Hospitalities Private Limited, of which Ritesh Kamalkishore Hada was a director (DRHP p.272). Regulatory: none against the company (DRHP p.270). Tax: three direct tax matters by the company totalling ₹4.2 crore (DRHP p.270); the summary also shows disputed income tax of ₹5.0 crore as a contingent liability (DRHP p.245).

Read from the filing: the only shares issued in FY2021-22 in the capital history are the preference shares at ₹851 of May 2021 (DRHP p.86), the year of the disputed share premium; the document does not link the two. Civil: Gagan Nirmalkumar Mittal and Nirmalkumar Mangalchand Mittal are petitioners in four High Court cases challenging orders under tenancy law over agricultural land at Timba, Bagodara and Vatva, some of which vest the land in the State, and Nirmalkumar Mangalchand Mittal has a civil suit over land at Timba (DRHP p.273, DRHP p.274).

Trusts managed by Ritesh Kamalkishore Hada have cases including a claim of ₹4.3 crore against National Insurance Company Limited and a refund claim of ₹0.89 crore against IndusInd Bank (DRHP p.274).

Group companies: direct tax demands of ₹37.2 crore and GST mismatch notices of ₹9.2 crore against United Polyfab Gujarat Limited, Vinod Denim Limited, Vinod Spinners Private Limited and Vinod Fabrics Private Limited, including ₹31.7 crore against United Polyfab Gujarat Limited for AY 2017 (DRHP p.276, DRHP p.277). Creditors: four creditors were owed ₹46.0 crore at March 31, 2026; one material creditor ₹8.0 crore (DRHP p.277).

19Related-party transactions

Source: DRHP p.238, converted from ₹ lakh. Other items: job work sales to United Polyfab Private Limited of ₹0.22 crore in FY26, rent of ₹0.05 crore a year received from United Polyfab Gujarat Limited, interest to Gagan Mittal, Shilpa Mittal, Urmila Mittal and Gagan Mittal HUF, and salaries to former officers (DRHP p.238). Related party transactions summed to ₹862.9 crore in FY24, ₹552.5 crore in FY25 and ₹358.5 crore in FY26 (DRHP p.26).

The corporate guarantee of ₹96.2 crore for United Polyfab Gujarat Limited is not in this table (DRHP p.245). The summary on page 66 is headed as contingent liabilities and labelled “Amount in ₹” although the figures are in lakh (DRHP p.66).

What appeared or changed in the two years before filing: sales to United Polyfab Gujarat Limited and large purchases from United Polyfab Private Limited stopped after FY25; purchases from Vinod Spinners rose from ₹113.8 crore to ₹161.5 crore; the factory lease from Nirmalkumar Mangalchand Mittal began on October 1, 2024; a lease to United Polyfab Gujarat Limited of company land at Timba and a lease from United Polyfab Private Limited of the books office began on July 1, 2026 (DRHP p.238, DRHP p.156). Ritesh Hada's loan of ₹1.75 crore has stayed unchanged for three years (DRHP p.239).

20What the offer document does not say

Who paid the commission income of ₹2.3 crore in FY26, and for what, is not stated (DRHP p.223). Why yarn bought from Amaysha Textiles Pvt Ltd and sold to Amay Spincot Pvt Ltd in FY26 at a gap of ₹0.06 crore is carried on the company's books is not explained (DRHP p.23, DRHP p.22).

Metres of fabric sold, tonnes of yarn traded and prices are not given, so growth cannot be split into volume and price. Margins on manufacturing against trading are not given; the company reports one segment (DRHP p.228). How the preference shares subscribed by Teesta Retail Private Limited came to be converted in the name of Shivkarma Clothes Private Limited is not stated (DRHP p.86, DRHP p.216).

The financial figures of Vinod Spinners, Vinod Fabrics and Vinod Denim are left to the company website (DRHP p.207). The issue size, price band, general corporate purposes and issue expenses are blank (DRHP p.101). The after-issue shareholding is blank (DRHP p.95). No rupee market size for gray or denim fabric is given (DRHP p.128).

Some inconsistencies are recorded as document matters, not business ones: the contingent liability note leaves the guaranteed entity as “[name of entity/entities]” while the management discussion names United Polyfab Gujarat Limited (DRHP p.65, DRHP p.245); the loans to be repaid are listed at balances “as on December 31, 2026”, after the filing date and the text and table total ₹30.86 crore and ₹30.9 crore (DRHP p.103, DRHP p.104);

peer revenue, profit and P/E differ between pages 112 and 116 (DRHP p.112, DRHP p.116); a risk factor mentions bleaching, dyeing, printing and mercerising operations and another a shoddy woollen yarn facility which the business chapter does not describe (DRHP p.38, DRHP p.36); the ratio annexure says the company was incorporated on conversion of a limited liability partnership on November 2, 2023 (DRHP p.231), against incorporation as a private company in 2012 (DRHP p.2);

the industry chapter carries a drafting note addressed to the company (DRHP p.135); the experience of Ritesh Kamalkishore Hada is given as denim fabric in one chapter and education in another (DRHP p.149, DRHP p.179); NAV per share for FY24 is ₹147.47 on one page and ₹33.12 post-bonus on another (DRHP p.112, DRHP p.231);

a risk factor says the issue is not subject to monitoring by any external agency while the objects say a monitoring agency will be appointed (DRHP p.44, DRHP p.108); India's share of world textile trade is given as 4.6%, 4.1% and 3.9% in the same chapter (DRHP p.128, DRHP p.132, DRHP p.133);

the last CFO before Dhiraj Joshi ceased on February 14, 2026 in one table and January 15, 2026 in another (DRHP p.195, DRHP p.238).

21Five questions for management

1. Who paid the commission income of ₹2.3 crore in FY26, for what service, and is it expected to recur?
2. What margin did the yarn trade with Amaysha Textiles Pvt Ltd and Amay Spincot Pvt Ltd earn in FY26 after finance and handling costs, and why is it booked through the company?
3. How many metres of gray and denim fabric were sold to Vinod Denim Limited in FY26, and at what average price per metre against sales to unrelated buyers?
4. What credit facilities of United Polyfab Gujarat Limited does the ₹96.2 crore guarantee cover, what is outstanding under them today, and when will it be released?
5. Why are only 3 of 136 employees registered for provident fund, and what would full coverage cost a year?

2Sources and cited facts

This study was read from 2 documents the company filed. The 228 figures it cites are listed under the document each came from, with the page and the sentence as printed.