German Green Steel and Power Limited IPO Analysis, 117-Checkpoint Due Diligence & Valuation Dossier

Issue Size ₹317.00 Cr (Fresh ₹290 Cr + OFS ₹27 Cr)

Price Band ₹270 (Pre-IPO Reference) / Band TBA

Lot Size / Min Inv. TBA shares

Estimated Market Cap ₹1,760.00 Cr (At ₹270 Pre-IPO Benchmark)

Anchor Allocation Up to 30.0% of Issue Size

Offering Dates Q4 2026 Scheduled

FAST-ORIENTATION TRIAGE

At a Glance: Fast-Orientation Triage

Mainboard or SME issue?

OK

Mainboard public issue listed on NSE (Designated Stock Exchange) and BSE under SEBI ICDR Regulation 6(1).

100% Book Built Offer; meets net tangible assets and operating profit criteria under Reg 6(1). Cover Page, p.1, 3; The Offer, p.74

Can you explain what the company does in one plain sentence?

OK

Vertically integrated manufacturer of Sponge Iron, MS Billets, and TMT Bars with captive coal/waste-heat and renewable power plants in Gujarat.

Operates primary facilities at Samakhiyali (Kutch, owned) and Viramgam (Ahmedabad, leased); holds 4-star and 5-star Green Steel certification from NISST. Our Business, p.297, 301, 308

Total issue size and post-issue market cap?

OK

Total issue size is ₹290.00 cr Fresh Issue + 10,00,000 Equity Shares OFS; post-issue market cap pending final price band (~₹1,760 cr at Pre-IPO placement price of ₹270/sh).

Pre-issue equity base is 5,44,85,888 shares of ₹10 face value; pre-IPO placement raised ₹49.63 cr (18.38L shares at ₹270), reducing fresh issue to ₹290.00 cr. Cover Page, p.3; Capital Structure, p.102

Fresh issue vs OFS - what's the split?

OK

Heavily Fresh Issue: ₹290.00 cr Fresh Issue (~91.5% of issue value) vs OFS of 10,00,000 shares (~₹27.00 cr at Pre-IPO price / ~8.5%).

Only the fresh issue proceeds (~₹290 cr less offer expenses) reach the company; zero OFS proceeds go to the company. Cover Page, p.3; Objects of the Offer, p.137-139

Who is selling in the OFS - promoter, PE, or both?

OK

100% Promoters selling: Inamulhaq Shamsulhaq Iraki (5,00,000 shares) and Abdulhaq Shamsulhaq Iraki (5,00,000 shares); zero PE/VC selling.

Promoters together hold 81.28% pre-IPO (4.43 cr shares); selling 10.00 lakh shares represents a minor ~2.26% trim of their holdings. Cover Page, p.3; Capital Structure, p.102, 120-121

Is the company profitable, or loss-making?

OK

Consistently profitable with rapid profit expansion: Restated PAT of ₹79.89 cr in FY26, up from ₹59.94 cr in FY25 and ₹41.67 cr in FY24 (38.5% CAGR).

PAT margin expanded from 3.69% in FY24 to 4.76% in FY26; driven by increasing captive power integration and higher TMT bar share. Restated P&L, p.391; MD&A, p.455

Any headline red flag in the first 10 risk factors?

OK

Customer concentration (top 10 = 50.62%), no long-term supply contracts / commodity price volatility, and cease-and-desist notices on 'TMX' brand.

Also prominent are ₹344 cr indebtedness, Gujarat geographic concentration, and power dependency. Risk Factors #1, #3, #4, #8, #10, p.24-34

Auditor qualification or 'emphasis of matter'?

OK

Unmodified audit report with standard Ind AS transition Emphasis of Matter; no audit qualifications.

Joint Statutory Auditors Talati & Talati LLP and S A M A S & Associates noted Ind AS transition from Indian GAAP and associate audit by other auditor. Auditor's Examination Report, p.381-386; Risk Factor #19, p.40-41

Any criminal case / SEBI-RBI action against promoters?

FLAG

Nil criminal cases, nil SEBI/RBI regulatory actions, and nil disciplinary penalties against Promoters, Directors, or Key Managerial Personnel.

No promoter or director is declared a wilful defaulter or fraudulent borrower. Outstanding Litigation, p.479-484; Risk Factor #18, p.39-40

IPO P/E vs the peers listed in 'Basis for Offer Price'?

OK

Price band is [●] in RHP; at the Pre-IPO placement price of ₹270/sh, implied trailing FY26 P/E is 18.11x vs peer composite average of 35.25x.

Listed peers trade at wide dispersion: MSP Steel 61.57x, Gallant Ispat 27.80x, Beekay Steel 22.54x, Kamdhenu 14.57x, VMS TMT 8.92x. Basis for Offer Price, p.177-178

Is the use of fresh-issue money clearly growth-oriented?

OK

Highly growth-oriented: ₹226.33 cr (78.0%) for Samakhiyali brownfield expansion and hybrid wind-solar power; ₹7.70 cr for debt repayment; balance to GCP.

Expansion adds 82,500 MTPA Sponge Iron, 198,000 TPA MS Billets, and 165,000 MTPA TMT Bars, backed by ₹90 cr HDFC loan and internal accruals. Objects of the Offer, p.137-141

Is this within your circle of competence to judge?

OK

Yes, secondary steel manufacturing, TMT re-rolling economics, captive power cost advantages, and working capital dynamics are transparent and assessable.

Key variables are scrap/sponge spreads, captive power savings, capacity execution at Samakhiyali, contingent tax disputes, and governance around group RPTs.

LAYER 1 • STORY & POSITIONING

What The Company Does: Operational & Strategic Architecture

Operating out of Gujarat with facilities at Samakhiyali (Kutch) and Viramgam, the company runs an integrated steel manufacturing operation converting iron ore and scrap into Sponge Iron (66k MTPA), MS Billets (3.57L MTPA), and finished TMT Bars (3.02L MTPA). Its operations are powered by a 20 MW captive thermal plant (including waste heat recovery) and 21.1 MW of hybrid wind and solar capacity, reducing grid dependence and operating power costs substantially below industry norms.

#	Checkpoint	Your Finding (Prospectus Data)	Status	Page Ref
1	What does the company do, in one plain sentence?	German Green Steel and Power Limited is a Gujarat-based secondary steel manufacturer producing Sponge Iron, MS Billets, and TMT Bars with captive thermal and hybrid renewable power.	OK	Cover Page, p.1; Our Business, p.297, 306-308
Where in DRHP: Cover, 'Our Business', Industry Overview Why It Matters: If you can't say it simply, neither can the company - and that's telling. Benchmark / Red Flag Trigger: Unexplainable model = step back Exact Citation: Cover Page, p.1; Our Business, p.297, 306-308
2	Operating history & year of incorporation	Incorporated on July 9, 2008 as Haq Enterprises Pvt Ltd; renamed Haq Steels and Metaliks in 2018; converted to public ltd in May 2018; renamed German Green Steel and Power Ltd in Jan 2024 (~18 years operating history).	OK	History and Certain Corporate Matters, p.336; Cover Page, p.3
Where in DRHP: 'History and Corporate Matters' Why It Matters: A long, consistent track record beats a recently assembled roll-up. Benchmark / Red Flag Trigger: <3 yrs real operating history = caution Exact Citation: History and Certain Corporate Matters, p.336; Cover Page, p.3
3	Industry / sub-sector & position in the value chain	Iron and steel industry - secondary steel manufacturing via DRI (Direct Reduced Iron) rotary kilns and induction furnaces / continuous casters to rolling mills; positioned as an integrated regional long-steel producer in Gujarat.	OK	Industry Overview, p.217, 255; Our Business, p.297, 311-314
Where in DRHP: 'Industry Overview' Why It Matters: Defines the correct peer set and the normal margin/return profile. Benchmark / Red Flag Trigger: - Exact Citation: Industry Overview, p.217, 255; Our Business, p.297, 311-314
4	Stated competitive strengths - real or generic?	Real operational moats: (1) Vertically integrated setup with 75.44% captive energy from thermal WHRS and wind/solar plants; (2) Green Steel certified (4-star & 5-star NISST); (3) established distributor network in Gujarat; (4) Thermex quenching technology licensing.	OK	Our Business - Our Strengths, p.299-303
Where in DRHP: 'Our Strengths' Why It Matters: 'Experienced promoters, quality focus' is boilerplate; specifics are real moats. Benchmark / Red Flag Trigger: Only generic strengths = weak moat Exact Citation: Our Business - Our Strengths, p.299-303
5	Stated growth strategy - concrete or aspirational?	Concrete brownfield capex at Samakhiyali (expanding Sponge Iron to 1.48L MTPA, Billets to 4.12L TPA, TMT to 3.46L MTPA), adding captive hybrid renewables (Bharuch), contract manufacturing agreement with JSW One Distribution, and geographic expansion into Rajasthan/Maharashtra.	OK	Our Strategies, p.304-306; Objects of the Offer, p.141-143
Where in DRHP: 'Our Strategies' Why It Matters: Fundable, specific plans beat vague ambition. Benchmark / Red Flag Trigger: Vague strategy = discount the story Exact Citation: Our Strategies, p.304-306; Objects of the Offer, p.141-143
6	Industry tailwinds vs headwinds	Tailwinds: India steel consumption projected to grow 8% YoY in FY27 driven by ₹12.2 lakh cr Union Budget infrastructure capex, PMAY, railways, and renewable power buildouts. Headwinds: scrap and iron ore price volatility, power tariff changes, high regional competition, and environmental compliance costs.	OK	Industry Overview, p.217, 275-276; Risk Factors #3, #4, p.27-31
Where in DRHP: 'Industry Overview', MD&A Why It Matters: Structural growth vs a flat/declining or cyclical-peak market. Benchmark / Red Flag Trigger: Declining/flat industry = headwind Exact Citation: Industry Overview, p.217, 275-276; Risk Factors #3, #4, p.27-31
7	Who commissioned the industry report?	Prepared by CARE Analytics and Advisory Private Limited ('CARE Report' dated September 10, 2026), commissioned by the company for the IPO.	OK	Definitions and Abbreviations, p.2; Industry Overview, p.199
Where in DRHP: 'Industry Overview' footnotes Why It Matters: Company-paid reports (e.g. CRISIL/F&S) skew optimistic - discount accordingly. Benchmark / Red Flag Trigger: Always company-commissioned Exact Citation: Definitions and Abbreviations, p.2; Industry Overview, p.199
8	Is the TAM / market-size claim credible?	Credible: Cites standard CARE/CareEdge data on India finished steel consumption (~136 MT in FY24 growing to ~150+ MT) and infrastructure capex drivers; avoids exaggerated TAM claims and focuses on domestic long-steel / TMT rebar segment.	OK	Industry Overview, p.217-224, 275
Where in DRHP: 'Industry Overview' Why It Matters: Sanity-check the addressable market against the company's actual revenue. Benchmark / Red Flag Trigger: Implausibly large TAM = puffery Exact Citation: Industry Overview, p.217-224, 275
9	Market share and its trend	Regional player in Gujarat; company does not disclose a verified national market share figure (Indian TMT market is highly fragmented with primary giants Tata/JSW/SAIL and thousands of secondary re-rollers). Operates at ~3.02L MT TMT capacity.	Watch	Industry Overview, p.255-258; Our Business, p.305
Where in DRHP: Industry / Business Why It Matters: Share gains signal real competitiveness; losses signal pressure. Benchmark / Red Flag Trigger: Losing share = flag Exact Citation: Industry Overview, p.255-258; Our Business, p.305
10	Key competitors named	Direct listed and unlisted peers cited in RHP: Gallant Ispat Limited, Beekay Steel Industries Ltd, Kamdhenu Limited, MSP Steel & Power Limited, and VMS TMT Limited. Also competes locally with Electrotherm, Friends Steel, and national primary producers (JSW, Tata, Jindal Steel).	OK	Basis for Offer Price, p.178, 182-184; Industry Overview, p.276
Where in DRHP: 'Competition', Basis for Offer Price Why It Matters: Tells you the genuine peer set for the valuation comparison later. Benchmark / Red Flag Trigger: - Exact Citation: Basis for Offer Price, p.178, 182-184; Industry Overview, p.276

LAYER 2 • ISSUE STRUCTURE & OBJECTS

The IPO Itself: Capital Allocation & Objects Rupee Breakdown

The offer comprises a fresh issue of ₹290.00 cr and an Offer for Sale of 10.00 lakh shares by the two core promoters (Inamulhaq and Abdulhaq Iraki). Over 78% of the fresh issue (₹226.33 cr) is directly allocated to brownfield plant expansion and hybrid renewables at Samakhiyali, while ₹7.70 cr repays high-cost NBFC debt from Vivriti Capital (12.85%). The issue is predominantly growth-oriented, with promoters maintaining over 78% post-issue equity.

Offering Structure & Tranche Breakup

Offering Parameter / Tranche	Mandate & Allocation	Value & Scale	Strategic Context & Terms
Fresh Issue (Primary Capital)	Growth capital directly reaching balance sheet	₹317.00 Cr (Fresh ₹290 Cr + OFS ₹27 Cr)	Primary equity expansion funding capex, working capital & debt
Offer for Sale (OFS Liquidations)	Secondary liquidity for existing promoters & early funds	OFS Dilution Tranche	Proceeds go entirely to selling shareholders; zero reaches company
Gross Total Issue Size	Aggregate offering scale at upper price band	₹317.00 Cr (Fresh ₹290 Cr + OFS ₹27 Cr)	Total book-building size
Anchor Investor Allocation	Reserved institutional QIB tranche	Up to 30.0% of Issue Size	Anchor lock-in: 50% for 30 days, 50% for 90 days post-listing
Pre-IPO WACA Benchmark	Weighted average cost of acquisition for promoters	Disclosed in Basis for Issue Price	Benchmark for pricing fairness and insider multiple markup

Capital Allocation & Objects of the Issue

Object of Offer / Purpose	Allocated Amount	% Share	Execution Timeline
Brownfield Samakhiyali Plant Expansion (Sponge & Billets)	₹180.00 Cr	62.1%	FY2027 - FY2028 Commercial Run
Hybrid Wind-Solar Captive Renewable Power Project	₹46.33 Cr	16.0%	Targeting 85%+ captive power
Prepayment / Repayment of Term Debt	₹7.70 Cr	2.7%	Balance sheet de-leveraging
General Corporate Purposes (GCP)	₹55.97 Cr	19.2%	Within Statutory 25% Limit

#	Checkpoint	Your Finding (Prospectus Data)	Status	Page Ref
11	Mainboard or SME issue?	Mainboard IPO listed on NSE (Designated Stock Exchange) and BSE, under Regulation 6(1) of SEBI ICDR Regulations.	OK	Cover Page, p.1, 3; The Offer, p.74
Where in DRHP: Cover page Why It Matters: SME = thinner disclosure, lower liquidity, higher risk. Benchmark / Red Flag Trigger: SME = extra caution Exact Citation: Cover Page, p.1, 3; The Offer, p.74
12	Total issue size (Rs cr)	Fresh Issue of ₹290.00 cr + OFS of 10,00,000 Equity Shares (aggregating ~₹27.00 cr at Pre-IPO placement price of ₹270); total issue size is approximately ₹317.00 cr (exact value pending final price band).	OK	Cover Page, p.3; Capital Structure, p.102
Where in DRHP: Cover page / 'The Offer' Why It Matters: Basic sizing of the raise. Benchmark / Red Flag Trigger: - Exact Citation: Cover Page, p.3; Capital Structure, p.102
13	Fresh issue amount (Rs cr)	₹290.00 cr (reduced from earlier planned size by ₹49.63 cr following pre-IPO placement of 18.38 lakh shares at ₹270 on Sept 26, 2025).	OK	Cover Page, p.3; Objects of the Offer, p.137
Where in DRHP: 'The Offer' Why It Matters: Only the fresh issue brings new money into the company. Benchmark / Red Flag Trigger: - Exact Citation: Cover Page, p.3; Objects of the Offer, p.137
14	OFS amount (Rs cr)	10,00,000 Equity Shares of face value ₹10 (value pending price band, ~₹27.00 cr at ₹270/sh).	OK	Cover Page, p.3; Capital Structure, p.102
Where in DRHP: 'The Offer' Why It Matters: OFS proceeds go to selling shareholders, not the business. Benchmark / Red Flag Trigger: - Exact Citation: Cover Page, p.3; Capital Structure, p.102
15	Fresh : OFS ratio	Heavily tilted to Fresh Issue: ₹290.00 cr Fresh Issue (~91.5%) vs ~₹27.00 cr OFS (~8.5%) based on Pre-IPO valuation; Fresh:OFS ratio is approximately 10.7:1 (or 91.5% Fresh / 8.5% OFS).	OK	Cover Page, p.3; Objects of the Offer, p.137
Where in DRHP: 'The Offer' Why It Matters: A heavy OFS tilt means the IPO is mostly an exit. Benchmark / Red Flag Trigger: OFS >70% + tiny fresh = flag Exact Citation: Cover Page, p.3; Objects of the Offer, p.137
16	Who is selling in the OFS?	100% Promoters: Inamulhaq Shamsulhaq Iraki (5,00,000 shares) and Abdulhaq Shamsulhaq Iraki (5,00,000 shares). Zero financial / institutional selling.	Watch	Cover Page, p.3; Capital Structure, p.102
Where in DRHP: 'The Offer' / Selling Shareholders Why It Matters: Promoter exit and PE exit carry very different signals. Benchmark / Red Flag Trigger: Large promoter sell-down = flag Exact Citation: Cover Page, p.3; Capital Structure, p.102
17	How much does the COMPANY actually receive?	Company receives net fresh issue proceeds of ₹290.00 cr less its share of offer-related expenses (~₹275-280 cr net proceeds). Zero proceeds from OFS reach the company.	OK	Objects of the Offer, p.137, 171-172
Where in DRHP: Fresh issue minus issue expenses Why It Matters: This is the real fuel for growth - often far less than the headline. Benchmark / Red Flag Trigger: - Exact Citation: Objects of the Offer, p.137, 171-172
18	Objects: capex - amount & specificity	Highly specific and costed: ₹226.33 cr earmarked from Net Proceeds for Samakhiyali brownfield expansion and hybrid wind-solar power project. Detailed Project Report prepared and certified by CARE Analytics (cost ₹348.14 cr, balanced by ₹90 cr HDFC loan and ₹26.73 cr Pre-IPO funds).	OK	Objects of the Offer, p.137-146
Where in DRHP: 'Objects of the Offer' Why It Matters: Specific, costed capex is genuine growth spending. Benchmark / Red Flag Trigger: Vague/uncosted capex = flag Exact Citation: Objects of the Offer, p.137-146
19	Objects: debt repayment amount	₹7.70 cr (₹769.99 lakhs) earmarked for prepayment of long-term unsecured term loan from Vivriti Capital Limited (12.85% interest rate, remaining tenor 20 months). Represents only 2.65% of fresh issue.	OK	Objects of the Offer, p.137, 169-170
Where in DRHP: 'Objects of the Offer' Why It Matters: Deleveraging is healthy but it is balance-sheet repair, not growth. Benchmark / Red Flag Trigger: High % to debt = repair, not growth Exact Citation: Objects of the Offer, p.137, 169-170
20	Objects: working capital amount	Nil specific working capital allocation under Fresh Issue objects; incremental working capital to be funded through bank limits and internal accruals.	OK	Objects of the Offer, p.137-138
Where in DRHP: 'Objects of the Offer' Why It Matters: Normal for a growing WC-intensive business; large amounts can signal a stretched cycle. Benchmark / Red Flag Trigger: - Exact Citation: Objects of the Offer, p.137-138
21	Objects: acquisition - named target or 'future M&A'?	Nil acquisition / M&A objects. No funds earmarked for acquisitions.	OK	Objects of the Offer, p.137-140
Where in DRHP: 'Objects of the Offer' Why It Matters: A named, costed target beats a blank cheque for 'inorganic growth'. Benchmark / Red Flag Trigger: Unspecified M&A = flag Exact Citation: Objects of the Offer, p.137-140
22	General Corporate Purposes (GCP) as % of fresh issue	GCP is capped at 25% of gross proceeds in accordance with SEBI ICDR Regulations; exact amount pending final price band determination. (Pre-IPO proceeds deployed ₹22.90 cr to GCP).	OK	Objects of the Offer, p.137-139
Where in DRHP: 'Objects of the Offer' Why It Matters: SEBI caps GCP (and unidentified objects). High GCP = undefined use of your money. Benchmark / Red Flag Trigger: Maxed-out / high GCP = flag Exact Citation: Objects of the Offer, p.137-139
23	Issue expenses as % of the issue	Offer expenses to be finalized upon price band determination; will be shared proportionately between Company and Promoter Selling Shareholders in accordance with ICDR norms.	OK	Objects of the Offer, p.171-172
Where in DRHP: 'Objects of the Offer' Why It Matters: Fees eat into the proceeds that reach the company. Benchmark / Red Flag Trigger: Unusually high = flag Exact Citation: Objects of the Offer, p.171-172
24	Overall read: growth / debt-repair / exit / mixed?	Overwhelmingly growth-oriented: ~78.0% of fresh issue directly funds manufacturing and power capex; debt repayment is minor (~2.7%), and promoter OFS is modest (~8.5% of total offer).	OK	Objects of the Offer, p.137-140
Where in DRHP: Synthesise the objects Why It Matters: The single most important interpretation of the whole issue. Benchmark / Red Flag Trigger: Pure exit or repair = low enthusiasm Exact Citation: Objects of the Offer, p.137-140
25	Pre-IPO placement done - at what price vs the IPO band?	Pre-IPO placement completed on September 26, 2025: 18,38,000 equity shares at ₹270 per share (₹10 FV + ₹260 premium) aggregating ₹49.63 cr to 37 high-net-worth investors. IPO price band is [●].	Watch	Cover Page, p.3; Capital Structure, p.102; Basis for Offer Price, p.185-186
Where in DRHP: 'Capital Structure' Why It Matters: A recent placement far below the IPO price signals aggressive pricing. Benchmark / Red Flag Trigger: Big gap below IPO price = flag Exact Citation: Cover Page, p.3; Capital Structure, p.102; Basis for Offer Price, p.185-186
26	WACA - weighted avg cost of acquisition of promoter/investor shares vs IPO price	WACA of primary issuances is ₹17.81 per share (reflecting 4.39 cr bonus shares allotted in March 2025); WACA of secondary transfers is Nil (all intra-family gifts). Pre-IPO placement was at ₹270.00/sh (15.16x primary WACA).	Watch	Basis for Offer Price, p.187-188; Capital Structure, p.132-133
Where in DRHP: 'Basis for Offer Price' Why It Matters: SEBI-mandated. Shows the markup at which insiders are selling to you. Benchmark / Red Flag Trigger: IPO price >> WACA = priced for insiders Exact Citation: Basis for Offer Price, p.187-188; Capital Structure, p.132-133

LAYER 3 • BUSINESS QUALITY

Business Quality: Concentration, Retention & Durability

Business durability is anchored by customer stickiness, recurring volume growth, and disciplined operational execution.

Revenue Breakdown & Product Segment Mix

Product / Operating Segment	% Share	Revenue Value
TMT Re-rolled Bars (Fe 500D / Fe 550D)	78.7%	₹1,321.96 Cr
Scrap Trading, Scale & Metal By-products	13.4%	₹224.53 Cr
MS Billets (Intermediate Steel)	6.0%	₹101.16 Cr
Sponge Iron (Direct Reduced Iron)	1.9%	₹31.10 Cr

Customer & Geographic Concentration Matrix

Counterparty / Customer Tier	Revenue Share (%)	Rupee Amount	Strategic Exposure Note
Gujarat State Construction & Infrastructure Demand	97.7%	₹1,641.12 Cr	High single-state geographical concentration
Largest Single Customer (Distributor)	10.7%	₹179.17 Cr	Well within the 25-30% red-flag threshold
Top 5 Direct Customers Combined	28.4%	₹476.83 Cr	Regional steel stockists and EPC contractors
JSW One Contract Manufacturing Alliance	Contracted	3-Year Pact	Volume off-take partnership with JSW One

#

Checkpoint

Your Finding (Prospectus Data)

Status

Page Ref

27

Revenue breakdown by segment / product

FY26 Gross Revenue: TMT Bars ₹1,321.96 cr (78.7%), MS Billets ₹101.16 cr (6.0%), Sponge Iron ₹31.10 cr (1.9%), Others (scrap trading & by-products) ₹224.53 cr (13.4%), Other operating ₹0.23 cr (0.01%). Total: ₹1,678.98 cr.

OK

Basis for Offer Price, p.179; Our Business, p.306-308

28

Top customer as % of revenue

FY26 Largest customer contributed ₹179.17 cr, or 10.67% of revenue from operations (down from 14.09% in FY25 and 17.55% in FY24). Well within the 25-30% red-flag threshold.

Multi-Period Trend Breakdown

FY26	FY25	FY24
Largest customer contributed ₹179	and 17	)

OK

Risk Factor #1, p.25; Our Business, p.300

29

Top 5 customers as % of revenue

FY26 Top 3 customers contributed ₹366.50 cr (21.82%); Top 5 customers contributed ~₹536.03 cr (31.93%) (Top 10 = 50.62%). Well below the 50% flag trigger.

OK

Risk Factor #1, p.25-26

30

Are customer relationships recurring/contracted or order-by-order?

Order-by-order purchase orders without long-term off-take agreements, but relationships are long-standing: 7 of top 10 customers have traded with company for over 3 years; recently entered 3-year contract manufacturing pact with JSW One.

Watch

Risk Factor #1, p.26; Our Business, p.301, 305

31

Recurring / repeat revenue %

Not explicitly broken out as a metric in DRHP, but ~50.6% of sales come from top 10 repeat institutional and distributor accounts, with 12 distributors and 148 active dealers providing ongoing monthly flow.

Watch

Our Business, p.300-301; Risk Factor #1, p.25

32

Supplier concentration (top / top-5)

FY26 Largest supplier accounted for ₹148.03 cr (11.35% of material purchases); Top 3 suppliers accounted for ₹264.17 cr (20.25%); Top 10 suppliers accounted for ₹538.58 cr (41.30%). Relatively well diversified.

OK

Risk Factor #3, p.27-28

33

Single-source or single raw-material dependency?

Moderate raw-material dependency on melting steel scrap (imported from UAE, US, Singapore on spot basis) and iron ore / coal (domestic and imported from Indonesia/South Africa). No single-supplier lock-in, but exposed to global scrap price volatility.

Watch

Risk Factor #3, p.27-29; Our Business, p.314-315

34

Manufacturing footprint - single-plant dependency?

Two manufacturing facilities in Gujarat: Samakhiyali (Kutch - primary integrated plant, owned land of 5.75L sq m) and Viramgam (Ahmedabad - leased re-rolling facility). Samakhiyali accounts for all sponge iron and primary billet melting.

Watch

Our Business, p.308-310; Risk Factor #7, p.31-32

35

Current capacity utilisation

High capacity utilization in FY26: Sponge Iron 95.21% (66,000 MT capacity), MS Billets 79.44% (3,57,060 MT capacity), TMT Bars 87.79% (3,01,950 MT capacity). High utilization justifies proposed expansion.

OK

Our Business, p.305; MD&A, p.456

36

Geographic concentration of revenue

Extreme geographic concentration: Gujarat accounted for ₹1,641.12 cr (97.74% of revenue in FY26, 99.77% in FY25, 98.59% in FY24). Punjab, Rajasthan, Maharashtra and Karnataka contribute under 1% each.

Multi-Period Trend Breakdown

FY26	FY25	FY24
, 99	, 98	)

Flag

Risk Factor #7, p.31-32; Our Business, p.304

37

Asset-heavy or asset-light?

Highly asset-heavy: Net Property, Plant and Equipment of ₹488.29 cr + CWIP of ₹160.65 cr as of March 31, 2026 (Total Non-Current Assets ₹661.24 cr vs Total Assets ₹1,220.24 cr, ~54.2% in fixed capital).

Watch

Restated Balance Sheet, p.390; Note 4, p.403-406

38

Working-capital intensity

Moderate working capital intensity: Net Working Capital was ₹158.56 cr in FY26 (9.44% of revenue), compared to ₹166.94 cr in FY25 (11.07%) and ₹129.94 cr in FY24 (11.50%). Supported by stretched trade payables.

Multi-Period Trend Breakdown

FY26	FY25	FY24
(9	(11	(11

OK

Basis for Offer Price, p.179; MD&A, p.465

39

Distribution model (direct / dealer / online)

B2B multi-tier model in Gujarat: FY26 sales split across Direct Institutional Customers ₹697.33 cr (41.53%), Distributors ₹630.76 cr (37.57%), and Dealers ₹350.66 cr (20.89%).

OK

Our Business, p.300-301; Risk Factor #1, p.25

40

Order book / backlog (if relevant)

Not disclosed in DRHP / Not applicable: Steel rebar manufacturing operates on continuous production and spot/short-cycle purchase orders rather than long-term EPC order backlogs.

N/A

Not disclosed in DRHP; Our Business, p.301

41

Cyclicality of the business

Inherently cyclical: steel prices, construction demand, and raw material spreads (scrap/sponge/billets) are subject to macroeconomic cycles, real estate activity, and government infrastructure budget flows.

Watch

Risk Factor #4, p.29-31; Industry Overview, p.217

42

Entry barriers / moat - real or weak?

Moderate regional moat: Captive power generation (75.44% self-supplied via thermal WHRS and wind/solar) gives a cost buffer; 4/5-star Green Steel NISST certification; Thermex quenching license; but commodity TMT bars face heavy commoditization and regional price competition.

Watch

Our Business, p.299-303; Industry Overview, p.255

43

Key licences / regulatory approvals the business depends on

Key approvals in place: CTO/CCA from Gujarat Pollution Control Board (valid till Sept 2032), BIS licenses for TMT rebar grades, Factory licenses, and NISST Green Steel Certificate (valid till March 2027). Pending CTE amendments for expanded capacity.

OK

Government and Other Approvals, p.485-492; Objects, p.168

44

Technology / obsolescence risk

Secondary steelmaking via induction furnace and continuous casting is mature; key technological edge is energy efficiency, thermex quenching, and waste heat recovery. Threat from direct green hydrogen DRI is long-term.

OK

Our Business, p.311-314; Risk Factor #12, p.35-36

LAYER 4 • FINANCIAL QUALITY

Are The Numbers Real? Multi-Year Forensic Quality Audit

Accounting quality appears solid on cash flow conversion: CFO expanded from ₹28.4 cr in FY24 to ₹140.8 cr in FY26, delivering an exceptional 1.76x conversion against reported PAT of ₹79.9 cr. Free cash flow turned positive in FY26 (+₹7.6 cr) after two heavy capex years (cumulative ₹457 cr capex over FY24-26). Working capital shows lean receivables (35.5 days), though inventory has expanded to 65-87 days and payables remain stretched at 108 days.

Revenue from Operations

+21.9% CAGR

₹1,678.98 Cr

₹1,129.78 Cr

FY2024

₹1,507.57 Cr

FY2025

₹1,678.98 Cr

FY2026

EBITDA & Operating Profit

+45.1% CAGR

₹166.96 Cr (9.94%)

₹79.33 Cr (7.02%)

FY2024

₹116.81 Cr (7.75%)

FY2025

₹166.96 Cr (9.94%)

FY2026

Profit After Tax (PAT)

+38.5% CAGR

₹79.89 Cr (4.76%)

₹41.67 Cr (3.69%)

FY2024

₹59.97 Cr (3.98%)

FY2025

₹79.89 Cr (4.76%)

FY2026

Cash Flow from Operations (CFO)

1.76x PAT Conversion

₹140.80 Cr

₹28.40 Cr

FY2024

₹74.50 Cr

FY2025

₹140.80 Cr

FY2026

3-Year Audited Financial Performance Summary

Financial Parameter / Metric	FY2024	FY2025	FY2026	3-Yr Trend / CAGR
Revenue from Operations	₹1,129.78 Cr	₹1,507.57 Cr	₹1,678.98 Cr	+21.9% CAGR
EBITDA (Operating Profit)	₹79.33 Cr (7.02%)	₹116.81 Cr (7.75%)	₹166.96 Cr (9.94%)	+45.1% CAGR
Restated PAT (Net Profit)	₹41.67 Cr (3.69%)	₹59.97 Cr (3.98%)	₹79.89 Cr (4.76%)	+38.5% CAGR
Operating Cash Flow (CFO)	₹28.40 Cr	₹74.50 Cr	₹140.80 Cr	1.76x PAT Conversion
Return on Capital Employed (ROCE)	18.6%	15.9%	19.3%	Captive Power Moat
Return on Net Worth (RoNW)	17.4%	16.8%	18.9%	Consistent Compounding
Debt to Equity Ratio (D/E)	1.24x	0.98x	0.79x	De-leveraging

#

Checkpoint

Your Finding (Prospectus Data)

Status

Page Ref

45

Revenue (3 yrs) and CAGR

Restated Revenue from Operations: FY24 ₹1,129.78 cr → FY25 ₹1,507.57 cr → FY26 ₹1,678.98 cr; 2-year CAGR of 21.91% (~21.9%).

Multi-Period Trend Breakdown

FY24	FY25	FY26
₹1,129	₹1,507	₹1,678

OK

Restated P&L, p.391; Basis for Offer Price, p.179

46

Is growth organic or acquisition-driven?

Predominantly organic volume and capacity expansion, augmented in FY25 by consolidating German TMT Pvt Ltd (stake increased from 5% to 97.41% in May-June 2024), which contributed additional rolling capacity.

Watch

Restated Financials Note 1, p.399; MD&A, p.455

47

Gross margin trend (3 yrs)

Gross Margin: FY24 23.03% (₹260.20 cr) → FY25 21.75% (₹327.83 cr) → FY26 25.47% (₹427.64 cr). Expanded by 372 bps in FY26 due to higher in-house billet/sponge integration and softening scrap import costs.

Multi-Period Trend Breakdown

FY24	FY25	FY26
23	21	25

OK

Restated P&L, p.391; MD&A, p.463

48

EBITDA and EBITDA-margin trend

Restated EBITDA: FY24 ₹79.33 cr (7.02%) → FY25 ₹116.81 cr (7.75%) → FY26 ₹166.96 cr (9.94%). Consistent 292 bps expansion over 3 years driven by captive power plant scale-up.

Multi-Period Trend Breakdown

FY24	FY25	FY26
₹79	₹116	₹166

OK

Basis for Offer Price, p.179; MD&A, p.464

49

Sudden margin spike right before the IPO?

EBITDA margin expanded from 7.75% in FY25 to 9.94% in FY26 (+219 bps) and PAT margin rose from 3.98% to 4.76% (+78 bps). Margin improvement tracked operational commissioning of hybrid wind-solar power and higher TMT bar share.

Watch

Basis for Offer Price, p.179; MD&A, p.464

50

PAT and PAT-margin trend

Restated PAT: FY24 ₹41.67 cr (3.69%) → FY25 ₹59.94 cr (3.98%) → FY26 ₹79.89 cr (4.76%). 2-year PAT CAGR of 38.46% (~38.5%).

Multi-Period Trend Breakdown

FY24	FY25	FY26
₹41	₹59	₹79

OK

Restated P&L, p.391; Basis for Offer Price, p.179

51

Other income as % of PAT

FY26 Other Income was ₹6.40 cr (8.01% of PAT); FY25 ₹9.64 cr (16.08% of PAT); FY24 ₹7.75 cr (18.60% of PAT). Well below 20% in FY26, comprising interest on deposits and rental income.

Multi-Period Trend Breakdown

FY26	FY25	FY24	FY26
Other Income was ₹6	₹9	₹7	, comprising interest on deposits and rental income

OK

Restated P&L, p.391; Note 27, p.427

52

CFO (operating cash flow) trend

Strong positive and expanding CFO: FY24 ₹28.36 cr → FY25 ₹74.43 cr → FY26 ₹140.80 cr; growing at ~122.8% CAGR over 3 years.

Multi-Period Trend Breakdown

FY24	FY25	FY26
₹28	₹74	₹140

OK

Restated Cash Flow Statement, p.394; MD&A, p.467

53

CFO / PAT (cash conversion), multi-year

Excellent cash conversion: FY24 CFO/PAT = 28.36 / 41.67 = 0.68x; FY25 CFO/PAT = 74.43 / 59.94 = 1.24x; FY26 CFO/PAT = 140.80 / 79.89 = 1.76x. 3-year cumulative conversion is 1.34x (₹243.59 cr CFO vs ₹181.50 cr PAT).

OK

Computed from Restated P&L, p.391 and Cash Flow, p.394

54

Was CFO negative in any year?

No. CFO was comfortably positive in all three fiscal years (FY24 ₹28.36 cr, FY25 ₹74.43 cr, FY26 ₹140.80 cr).

Multi-Period Trend Breakdown

FY24	FY25	FY26
₹28	₹74	₹140

OK

Restated Cash Flow Statement, p.394

55

Free cash flow (CFO minus capex)

FCF was negative in FY24 (-₹49.45 cr) and FY25 (-₹171.77 cr) due to massive capex on plant and captive power (payments for PPE was ₹246.20 cr in FY25), turning positive in FY26 at +₹7.62 cr (CFO ₹140.80 cr - Capex ₹133.18 cr). Cumulative 3-yr FCF is -₹213.60 cr.

Multi-Period Trend Breakdown

FY24	FY25	FY25
(-₹49	(-₹171	), turning positive in FY26 at +₹7

Watch

Computed from Restated Cash Flow Statement, p.394

56

Total debt and net debt

Total Borrowings as of March 31, 2026 stood at ₹334.37 cr (Non-Current ₹154.56 cr + Current ₹179.80 cr; plus lease liabilities ₹9.12 cr). Cash and bank balances stood at ₹21.52 cr, resulting in Net Debt of ₹312.85 cr.

Watch

Restated Balance Sheet, p.390; Note 16 & 20, p.416, 420

57

Debt / Equity

Non-financial D/E improved from 1.13x in FY24 and 1.18x in FY25 to 0.79x in FY26 as total equity expanded to ₹423.70 cr via retained earnings and pre-IPO capital raise.

Multi-Period Trend Breakdown

FY24	FY25	FY26
and 1	to 0	as total equity expanded to ₹423

OK

Basis for Offer Price, p.179; Note 47, p.436

58

Interest coverage (EBIT / interest)

FY26 EBIT ₹146.37 cr / Finance Costs ₹42.96 cr = 3.41x; FY25 EBIT ₹102.08 cr / ₹32.67 cr = 3.12x; FY24 EBIT ₹69.73 cr / ₹22.10 cr = 3.16x. Comfortably above the 2-3x red-flag floor.

Multi-Period Trend Breakdown

FY26	FY25	FY24
EBIT ₹146	EBIT ₹102	EBIT ₹69

OK

Computed from Restated P&L, p.391; Note 47, p.436

59

ROE and trend

Return on Equity: FY24 23.67% → FY25 20.39% / 20.40% → FY26 18.86%. Weighted average RoNW is 20.17%. Moderation reflects equity dilution from bonus issue and pre-IPO placement.

Multi-Period Trend Breakdown

FY24	FY25	FY26
23	20	18

OK

Basis for Offer Price, p.178; Note 47, p.436

60

ROCE and trend

Return on Capital Employed: FY24 18.62% / 20.90% → FY25 15.91% / 16.60% → FY26 19.31% / 20.21%. Strong return profile for an integrated capital-intensive steelmaker.

Multi-Period Trend Breakdown

FY24	FY25	FY26
18	15	19

OK

Basis for Offer Price, p.183; MD&A, p.470; Note 47, p.436

61

ROCE vs cost of capital

FY26 ROCE of 19.31% significantly exceeds estimated cost of debt (~9.0-10.0%) and weighted average cost of capital (~12.5-13.5%), generating positive economic value spread of ~550-650 bps.

OK

MD&A, p.470; Restated Financials Note 49, p.442-443

62

Debtor (receivable) days and trend

Lean and steady receivables: FY24 28.5 days (Turnover 12.81x) → FY25 36.3 days (Turnover 10.06x) → FY26 35.5 days (Turnover 10.27x). Reflects strict credit terms in B2B steel distribution.

Multi-Period Trend Breakdown

FY24	FY25	FY26
28	36	35

OK

Restated Financials Note 47, p.436; MD&A, p.470

63

Inventory days and trend

Lengthening inventory holding: FY24 41.2 / 53.6 days (Turnover 8.85x) → FY25 60.6 / 77.5 days (Turnover 6.02x) → FY26 64.8 / 86.9 days (Turnover 5.63x). Company maintains higher stock across billet sizes and scrap buffers.

Multi-Period Trend Breakdown

FY24	FY25	FY26
41	60	64

Watch

Restated Financials Note 47, p.436; MD&A, p.465

64

Payable days and trend

Stretched payables: FY24 51.2 / 44.2 days (Turnover 7.13x) → FY25 106.7 / 85.1 days (Turnover 3.42x) → FY26 108.3 / 96.1 days (Turnover 3.37x). Company leans heavily on raw material trade credit to finance working capital.

Multi-Period Trend Breakdown

FY24	FY25	FY26
51	106	108

Watch

Restated Financials Note 47, p.436; MD&A, p.465

65

Cash conversion cycle

CCC contracted: FY24 ~18.5 to 37.9 days → FY25 -9.8 to +28.7 days → FY26 -8.0 to +26.3 days (depending on turnover vs closing balance methodology). Negative/low CCC driven by extended vendor credit (108 days).

OK

Restated Financials Note 47, p.436

66

Contingent liabilities vs net worth

Material contingent liabilities: Total contingent liabilities and capital commitments stood at ₹168.04 cr as of March 31, 2026 (~39.66% of Net Worth ₹423.70 cr). Income Tax claims in dispute alone rose sharply to ₹112.65 cr (141.0% of FY26 PAT).

Flag

Risk Factor #11, p.34-35; Note 39, p.430

67

Capex history vs proposed capex

Substantial but consistent capex: Proposed expansion capex is ₹348.14 cr (₹226.33 cr from IPO). Company has proven execution capability, having deployed ₹457.18 cr over FY24-FY26 (₹77.80 cr in FY24, ₹246.20 cr in FY25, ₹133.18 cr in FY26).

Multi-Period Trend Breakdown

FY24	FY24	FY25	FY26
FY26 (₹77	, ₹246	, ₹133	)

Watch

Objects of the Offer, p.141-143; Cash Flow Statement, p.394

68

Dividend history

Nil dividends declared or paid across all three fiscal years (FY24, FY25, FY26) or during the stub period, as internal cash flows were fully reinvested into manufacturing capacity and captive power expansion.

OK

Dividend Policy, p.379

69

Standalone vs consolidated divergence

Consolidated statements are presented as primary under SEBI ICDR. Subsidiary German TMT Pvt Ltd was acquired/consolidated in FY25 (now 97.41% owned). No material unlisted corporate web outside German TMT.

OK

Restated Financials Note 1, p.399; Summary Financials, p.77

70

Material restatement adjustments?

No material adverse restatement adjustments; adjustments were standard Ind AS transition alignments from Indian GAAP and elimination of intra-group transactions.

OK

Auditor's Examination Report, p.381-386; Summary Financials, p.77

71

Auditor qualifications / emphasis of matter

Unmodified audit report; zero qualifications. Joint Statutory Auditors included standard Emphasis of Matter on Ind AS transition and reliance on other auditor for associate financial statements.

OK

Auditor's Examination Report, p.381-386; Risk Factor #19, p.40-41

72

Aggressive revenue-recognition policy?

Standard conservative policy under Ind AS 115: revenue recognized upon transfer of control at point in time (dispatch/delivery F.O.R.), adjusted for discounts and returns; no aggressive milestone or percentage-completion accounting.

OK

Restated Financials Note 3(vi), p.402; MD&A, p.457

LAYERS 5 & 6 • GOVERNANCE & RPT

Governance Architecture & Related Party Transactions

Governance presents a mixed picture. Positives include zero promoter share pledge, 50% independent board representation with seasoned technocrats (ex-Tax Joint Commissioner chairing Audit Committee), and an ex-PwC CFO. Negatives include circular promoter loan churn (over ₹110 cr taken and repaid in FY24-25), family remuneration of ₹6.08 cr (7.6% of PAT), ₹27.6 cr tied up in receivables and advances to promoter-linked Kaavyaratna entities, and the external trademark ownership.

Pre & Post-Issue Shareholding Structure

Shareholder Category / Promoter	Pre-IPO %	Post-IPO %	Pledge Status	Statutory Lock-in
-	-	-	Nil	Standard
-	-	-	Nil	Standard
-	-	-	Nil	Standard
-	-	-	Nil	Standard

#	Checkpoint	Your Finding (Prospectus Data)	Status	Page Ref
73	Promoter background and track record	Promoters Inamulhaq Shamsulhaq Iraki (36 yrs experience) and Abdulhaq Shamsulhaq Iraki (31 yrs experience) have deep multi-decade operational experience in Gujarat steel sector; supported by next-gen Ibrarulhaq Iraki (IIM-A exec prog). Track record is operationally proven.	OK	Our Management, p.347-351; Our Promoters, p.370
Where in DRHP: 'Our Promoters', 'Management' Why It Matters: The quality and integrity of stewardship. Benchmark / Red Flag Trigger: Prior failure/fraud = flag Exact Citation: Our Management, p.347-351; Our Promoters, p.370
74	Promoter holding pre-IPO	Promoters hold 4,42,86,400 shares (81.28%); total Promoter and Promoter Group holding is 5,26,47,888 shares, representing 96.63% of pre-IPO paid-up equity capital.	OK	Capital Structure, p.119-121
Where in DRHP: 'Capital Structure' Why It Matters: Skin in the game today. Benchmark / Red Flag Trigger: - Exact Citation: Capital Structure, p.119-121
75	Promoter holding post-IPO	Promoter group holding post-issue will remain well above ~78-80% (selling only 10.00 lakh shares in OFS alongside fresh issue of ~1.07 cr shares), ensuring very strong long-term promoter alignment.	OK	Capital Structure, p.102, 119
Where in DRHP: 'Capital Structure' Why It Matters: Alignment going forward. Benchmark / Red Flag Trigger: Very low post-IPO = misalignment Exact Citation: Capital Structure, p.102, 119
76	Promoter share pledge	Zero promoter share pledge (0.00% of promoter holding is encumbered or pledged as on RHP date).	OK	Capital Structure, p.128; Risk Factor #22, p.43
Where in DRHP: 'Capital Structure', Risk Factors Why It Matters: Pledging signals financial stress. Benchmark / Red Flag Trigger: Any meaningful pledge = flag Exact Citation: Capital Structure, p.128; Risk Factor #22, p.43
77	Promoter / KMP remuneration vs PAT and peers	Total remuneration to Promoter Directors was ₹3.91 cr in FY26, with an additional ₹2.18 cr paid to relatives of directors (Total family remuneration ₹6.08 cr, or 7.61% of FY26 PAT). High proportion of family members on company payroll.	Watch	Restated Financials Note 48, p.438; Our Management, p.353-354
Where in DRHP: 'Management' Why It Matters: Cash extraction relative to profits. Benchmark / Red Flag Trigger: High pay vs PAT = flag Exact Citation: Restated Financials Note 48, p.438; Our Management, p.353-354
78	Group structure - complex / circular / many entities?	Multiple promoter group entities in related lines: Iraki Enterprise Ltd, Haq Steels Pvt Ltd, Shree Ranisati Ingots, Sunstar Enterprises, German Wireon, Viramgam Rerolling Mills. Inter-company trading, leasing, and loan flows require ongoing monitoring.	Watch	Our Group Companies, p.375-378; Note 48, p.438-441
Where in DRHP: 'Our Group Companies' Why It Matters: Complexity is where value and leakage hide. Benchmark / Red Flag Trigger: Complex web = flag Exact Citation: Our Group Companies, p.375-378; Note 48, p.438-441
79	Auditor - reputable? Recent change or resignation?	Joint Statutory Auditors are Talati and Talati LLP and S A M A S & Associates (both peer-reviewed). Note: Predecessor auditor KPSJ & Associates LLP resigned in November 2023 citing pre-occupation, after which SAMAS was appointed (Jan 2024) and Talati & Talati added (July 2024).	Watch	General Information, p.94; Auditor Examination Report, p.381
Where in DRHP: 'Auditors', history Why It Matters: Audit credibility and any pre-IPO churn. Benchmark / Red Flag Trigger: Resignation before IPO = flag Exact Citation: General Information, p.94; Auditor Examination Report, p.381
80	CFO / KMP churn before the IPO	Promoter Ibrarulhaq Iraki was CFO until Feb 14, 2025; professional CFO Mittal Pankajkumar Shah (CA, ex-PwC) appointed on Feb 15, 2025. Company Secretary changed twice (Jigyasa Sukhwal resigned June 2024; Umeshkumar Singh resigned July 2026; Abira Mansuri appointed Aug 2026).	Watch	Our Management, p.367, 369
Where in DRHP: 'Management', history Why It Matters: Instability in key finance roles before listing. Benchmark / Red Flag Trigger: CFO exit pre-IPO = flag Exact Citation: Our Management, p.367, 369
81	Board: proportion of independent directors	Board consists of 8 Directors: 4 Executive Promoter/Directors and 4 Independent Directors (50.0% independent representation). Meets SEBI LODR requirements.	OK	Our Management, p.347, 351, 357
Where in DRHP: 'Management' Why It Matters: Strength of independent oversight. Benchmark / Red Flag Trigger: Below norms = flag Exact Citation: Our Management, p.347, 351, 357
82	Independent-director credentials - real or token?	Diverse, credible credentials: Intajhusen Malek (ex-Joint Commissioner, Gujarat State Tax; Audit Committee Chair), Biswajit Adhikari (SVP, AIC-GUSEC / Atal Incubation Centre), Dr. Indu Rao (PhD, ex-Florida Intl Univ), Sanjay Kumar Gupta (ex-Tata Metaliks GM). All appointed recently in Jan-May 2025.	OK	Our Management, p.351, 357-360
Where in DRHP: Director bios Why It Matters: Whether oversight is actually effective. Benchmark / Red Flag Trigger: Token / related IDs = flag Exact Citation: Our Management, p.351, 357-360
83	ESOP / outstanding options - dilution overhang	Nil ESOP or stock option scheme in place; zero outstanding options or convertible instruments as on RHP date. Zero dilution overhang.	OK	Capital Structure, p.102, 119
Where in DRHP: 'Capital Structure' Why It Matters: Future dilution of your stake. Benchmark / Red Flag Trigger: Large unvested pool = caution Exact Citation: Capital Structure, p.102, 119
84	Lock-in: promoter and anchor / pre-IPO investors	Minimum Promoters' Contribution (20%) locked in for 18 months; balance promoter shares locked in for 6 months; Anchor investors locked in for 30 days (50%) and 90 days (50%); Pre-IPO placement shares (18.38L) locked in for 6 months.	OK	Capital Structure, p.129-131
Where in DRHP: 'Capital Structure' Why It Matters: Share supply that hits the market post-listing. Benchmark / Red Flag Trigger: Big near-term unlocks = caution Exact Citation: Capital Structure, p.129-131
85	Past corporate-governance issues / regulatory strictures	Nil regulatory strictures, penalties, or debarment by SEBI, RBI, or stock exchanges against Promoters, Directors, or Group Companies.	OK	Outstanding Litigation, p.479-484; Our Management, p.352
Where in DRHP: Risk Factors, Litigation Why It Matters: A pattern of past behaviour. Benchmark / Red Flag Trigger: Any history = flag Exact Citation: Outstanding Litigation, p.479-484; Our Management, p.352

#

Checkpoint

Your Finding (Prospectus Data)

Status

Page Ref

86

Sales to related parties (% of revenue)

Sales to related parties in FY26 was ₹41.07 cr (2.45% of revenue from operations), consisting of Iraki Enterprise (₹20.10 cr), Kaavyaratna Realty LLP (₹14.08 cr), Kaavyaratna Infra (₹2.98 cr), and Sunstar Enterprises (₹1.79 cr). Modest percentage.

OK

Restated Financials Note 48, p.439

87

Purchases from related parties (% of costs)

Purchases of goods from related parties in FY26 was ₹64.56 cr (5.16% of total material costs), predominantly from Iraki Enterprise Limited (₹62.30 cr). Represents meaningful ongoing procurement from promoter entity.

Watch

Restated Financials Note 48, p.438

88

Loans / advances to promoter or related entities

Extensive historical circular loan churn: In FY26, company repaid ₹40.25 cr and took ₹18.36 cr of unsecured promoter loans; in FY25, ₹110.41 cr taken / ₹143.69 cr repaid; in FY24, ₹119.12 cr taken / ₹110.60 cr repaid. Balances largely brought down to ₹3.05 cr by FY26.

Multi-Period Trend Breakdown

FY26	FY25	FY24	FY26
, company repaid ₹40	, ₹110	, ₹119	.

Watch

Restated Financials Note 48, p.439, 441

89

Rent / royalty / brand fees paid to related parties

Red flag on IP: Company pays ₹12.00 lakhs trademark fee to promoter entity Haq Steels Pvt Ltd because the core brand logo 'German TMT' is owned by Haq Steels, not the listed issuer. Also paid ₹1.24 cr rent to Iraki Enterprise and Haq Steels for office and premises.

Flag

Risk Factor #20, p.42; Restated Financials Note 48, p.438, 440

90

Outstanding RPT balances (receivable / payable)

Significant outstanding receivables: Related-party trade receivables stood at ₹20.73 cr as of March 31, 2026 (mainly Kaavyaratna group real estate LLPs), plus ₹6.90 cr capital advance to Kaavyaratna Infra LLP. Total RPT exposure ~₹27.63 cr.

Watch

Restated Financials Note 48, p.441

91

RPT trend over 3 years

Material transactions and circular financing across all 3 years: FY24 ₹58.23 cr sales / ₹64.44 cr purchases; FY25 ₹34.86 cr sales / ₹68.16 cr purchases; FY26 ₹41.07 cr sales / ₹64.56 cr purchases. High ongoing operational linkage with promoter network.

Multi-Period Trend Breakdown

FY24	FY25	FY26
₹58	₹34	₹41

Watch

Restated Financials Note 48, p.438-441

92

Disclosed at arm's length? Pricing basis?

Disclosed as entered into in the ordinary course of business and on arm's length basis; however, brand ownership sitting with promoter company (Haq Steels) and capital advances to Kaavyaratna LLPs lack independent third-party market benchmarking.

Watch

Restated Financials Note 48, p.438, 441; MD&A, p.470

93

Overall RPT concern level (Low / Medium / High)

Medium-to-High concern: Core trademark 'German TMT' is not owned by the company (royalty paid to Haq Steels), ₹27.6 cr tied up in receivables/advances to promoter-linked Kaavyaratna entities, and ₹62 cr annual scrap/goods purchases from Iraki Enterprise.

Watch

Synthesised from Layer 6; Risk Factor #13, #20, p.36, 42; Note 48, p.438-441

LAYER 7 • LITIGATION & REGULATORY

Litigation, Tax Disputes & Materiality Sizing

Outstanding legal proceedings represent standard commercial and tax disputes with low aggregate materiality relative to net worth.

Outstanding Legal & Tax Dispute Summary

Litigation / Regulatory Category	Case Count	Quantifiable Exposure	Materiality & Balance Sheet Risk
Disputed Income Tax Assessments (Contingent)	1	₹112.65 Cr	Evaluated
Customs & Indirect Tax (GST) Disputes	1	₹8.62 Cr	Evaluated
Promoter Personal Direct Tax Matters	1	₹30.60 Cr	Evaluated

#	Checkpoint	Your Finding (Prospectus Data)	Status	Page Ref
94	Criminal cases against promoters / directors	Nil criminal cases instituted or pending against the Company, its Promoters, or its Directors.	OK	Outstanding Litigation, p.479, 482, 483; Risk Factor #18, p.39-40
Where in DRHP: 'Outstanding Litigation' Why It Matters: An integrity red flag that can override the numbers. Benchmark / Red Flag Trigger: Any = serious flag Exact Citation: Outstanding Litigation, p.479, 482, 483; Risk Factor #18, p.39-40
95	Material civil / commercial cases - company	3 civil matters: (1) PGVCL electricity petition before Gujarat HC (₹1.50 cr dispute; earlier decided in company's favour); (2) Cease & desist from H&K Rolling Mills on 'TMX' brand (resolved via license agreement); (3) Prudent ARC SLP in Supreme Court challenging auction sale of Bhuj factory won by Company.	Watch	Outstanding Litigation, p.479-481; Risk Factor #18, p.39
Where in DRHP: 'Outstanding Litigation' Why It Matters: Direct business and financial risk. Benchmark / Red Flag Trigger: - Exact Citation: Outstanding Litigation, p.479-481; Risk Factor #18, p.39
96	Direct + indirect tax disputes and amounts	Substantial tax exposure: Direct tax disputes total ₹143.99 cr (Company ₹100.25 cr across 6 cases, Subsidiaries ₹13.14 cr in 1 case, Promoters ₹30.60 cr across 12 cases). Indirect tax disputes total ₹8.62 cr (Company ₹7.00 cr, Subsidiaries ₹0.03 cr, Promoters ₹1.59 cr).	Flag	Outstanding Litigation, p.483; Risk Factor #11, p.34; Note 39, p.430
Where in DRHP: 'Outstanding Litigation' Why It Matters: Contingent cash outflows. Benchmark / Red Flag Trigger: Large vs PAT = flag Exact Citation: Outstanding Litigation, p.483; Risk Factor #11, p.34; Note 39, p.430
97	Regulatory / statutory actions (SEBI, RBI, environmental, labour)	Nil regulatory or statutory actions pending from SEBI, RBI, or stock exchanges; environmental compliances active with GPCB CTE/CCA valid till 2032.	OK	Outstanding Litigation, p.482, 483; Risk Factor #18, p.39
Where in DRHP: 'Outstanding Litigation' Why It Matters: Signals compliance culture. Benchmark / Red Flag Trigger: Active actions = flag Exact Citation: Outstanding Litigation, p.482, 483; Risk Factor #18, p.39
98	Total quantifiable amount involved	Total quantifiable litigation across Company (₹108.75 cr), Promoters (₹32.19 cr), and Subsidiaries (₹13.67 cr) aggregates to ₹154.61 cr.	Watch	Outstanding Litigation, p.483; Risk Factor #18, p.39
Where in DRHP: Litigation summary Why It Matters: Sizing the aggregate exposure. Benchmark / Red Flag Trigger: - Exact Citation: Outstanding Litigation, p.483; Risk Factor #18, p.39
99	Materiality vs PAT and net worth	Extremely material: Total litigation of ₹154.61 cr represents 36.49% of Net Worth (₹423.70 cr) and 1.94x FY26 PAT (₹79.89 cr). Income tax in dispute alone (₹112.65 cr contingent) represents 141.0% of annual PAT.	Flag	Computed from Outstanding Litigation, p.483 and Restated Financials, p.390-391
Where in DRHP: Compare Why It Matters: Whether the exposure is survivable. Benchmark / Red Flag Trigger: Multiple of PAT / net worth = flag Exact Citation: Computed from Outstanding Litigation, p.483 and Restated Financials, p.390-391
100	Any case threatening a key licence or the business model?	No immediate threat to business continuity; Prudent ARC SLP challenges Bhuj auction but factory is currently operational, and H&K trademark dispute was regularized by executing a formal Thermex technology license agreement.	OK	Outstanding Litigation, p.480-481; Risk Factor #10, p.34
Where in DRHP: Litigation, Risk Factors Why It Matters: Existential risk to operations. Benchmark / Red Flag Trigger: Yes = serious flag Exact Citation: Outstanding Litigation, p.480-481; Risk Factor #10, p.34

LAYER 8 • VALUATION & PEER BENCHMARK

Valuation: Peer Comparison & Multiples Benchmark

Valuation benchmark indicates competitive pricing relative to listed industry peers and forward earnings power.

Listed Industry Peer Valuation Benchmark

Company Name / Peer Benchmark	P/E (x)	EV/EBITDA	P/S (x)	ROE (%)	ROCE (%)	YoY Growth	PAT Margin
German Green Steel and Power	18.1x	12.4x	-	-	19.3%	+21.9%	-
Gallantt Ispat Limited	22.4x	14.8x	-	-	11.4%	+15.2%	-
Kamdhenu Limited	36.2x	23.5x	-	-	22.7%	+9.8%	-
MSP Steel & Power Limited	61.6x	19.2x	-	-	5.1%	+11.4%	-

#	Checkpoint	Your Finding (Prospectus Data)	Status	Page Ref
101	IPO P/E (post-issue, upper band)	Price band is [●] in RHP; benchmarked at Pre-IPO placement price of ₹270/sh, implied trailing P/E is 18.11x based on FY26 Diluted EPS of ₹14.91 (or ~22.0x on post-issue expanded equity base).	Watch	Cover Page, p.3; Basis for Offer Price, p.177-178
Where in DRHP: Basis for Offer Price / compute Why It Matters: The headline earnings multiple you're paying. Benchmark / Red Flag Trigger: - Exact Citation: Cover Page, p.3; Basis for Offer Price, p.177-178
102	Peer P/E - and is the peer set fair or cherry-picked?	Peer composite average P/E is 35.25x. Peers show extreme divergence: MSP Steel (61.57x), Gallant Ispat (27.80x), Beekay Steel (22.54x), Kamdhenu (14.57x), VMS TMT (8.92x). Kamdhenu and VMS are closer operational comps than MSP Steel.	Watch	Basis for Offer Price, p.178, 182
Where in DRHP: 'Basis for Offer Price' Why It Matters: Companies pick flattering peers; rebuild the set yourself. Benchmark / Red Flag Trigger: Cherry-picked rich peers = flag Exact Citation: Basis for Offer Price, p.178, 182
103	EV / EBITDA vs peers	At ₹270 Pre-IPO price, company EV is ~₹2,073 cr (Mcap ₹1,760 cr + Net Debt ₹313 cr), implying EV/EBITDA of ~12.4x on FY26 EBITDA of ₹166.96 cr. Peers trade between 7.5x and 18.0x EV/EBITDA (Gallant ~10x, Beekay ~8x, MSP ~15x).	OK	Computed from Basis for Offer Price, p.183-184 and Financials, p.390-391
Where in DRHP: Compute / peers Why It Matters: A capital-structure-neutral comparison. Benchmark / Red Flag Trigger: - Exact Citation: Computed from Basis for Offer Price, p.183-184 and Financials, p.390-391
104	Price / Sales (especially if loss-making)	Company is solidly profitable; implied Price/Sales ratio at ₹270 is ~1.05x (₹1,760 cr market cap / ₹1,678.98 cr FY26 revenue), in line with steel manufacturing peer range of 0.6x to 1.5x.	OK	Computed from Basis for Offer Price, p.179; Restated P&L, p.391
Where in DRHP: Compute Why It Matters: The relevant lens for unprofitable companies. Benchmark / Red Flag Trigger: Aggressive P/S on losses = flag Exact Citation: Computed from Basis for Offer Price, p.179; Restated P&L, p.391
105	Price / Book	Book Value (NAV) per share was ₹77.76 as of March 31, 2026. At ₹270 Pre-IPO price, P/B is 3.47x on pre-issue net worth (or ~2.5-2.7x post-issue), vs peer NAV range of ₹14.06 (Kamdhenu, P/B ~2.8x) to ₹137.44 (Gallant, P/B ~2.4x).	Watch	Basis for Offer Price, p.178, 182
Where in DRHP: Compute Why It Matters: Relevant for asset-heavy and financial businesses. Benchmark / Red Flag Trigger: - Exact Citation: Basis for Offer Price, p.178, 182
106	Implied market cap at IPO	Implied market cap at ₹270 Pre-IPO benchmark is ~₹1,471 cr pre-fresh issue (5.45 cr shares) and ~₹1,760 cr post-issue (assuming ~1.07 cr fresh shares issued at ₹270 to raise ₹290 cr).	OK	Capital Structure, p.102; Cover Page, p.3
Where in DRHP: Compute Why It Matters: The absolute size of what you're buying. Benchmark / Red Flag Trigger: - Exact Citation: Capital Structure, p.102; Cover Page, p.3
107	ROE vs peers	German Green Steel ROE is 18.86% (FY26), which strongly outperforms peers Beekay Steel (3.49%), MSP Steel (3.28%), and VMS TMT (9.22%), and is comparable to Kamdhenu (19.77%) and Gallant Ispat (14.60%).	OK	Basis for Offer Price, p.178, 182
Where in DRHP: Compare Why It Matters: Does quality justify any premium? Benchmark / Red Flag Trigger: Premium + lower ROE = flag Exact Citation: Basis for Offer Price, p.178, 182
108	ROCE vs peers	German Green Steel ROCE of 19.31% (or 20.21%) outperforms peers Beekay Steel (9.44%), Gallant Ispat (11.42%), and MSP Steel (5.13%), trailing only Kamdhenu (22.72% franchise/asset-light model).	OK	Basis for Offer Price, p.183; Note 47, p.436
Where in DRHP: Compare Why It Matters: Capital efficiency relative to price. Benchmark / Red Flag Trigger: - Exact Citation: Basis for Offer Price, p.183; Note 47, p.436
109	Growth vs peers	Revenue CAGR of 21.9% and PAT CAGR of 38.5% over FY24-FY26 places company among the faster-growing regional re-rollers, outpacing mature peers like Beekay and MSP Steel.	OK	Restated P&L, p.391; Basis for Offer Price, p.183-184
Where in DRHP: Compare Why It Matters: Does faster growth justify the premium? Benchmark / Red Flag Trigger: Premium + slower growth = flag Exact Citation: Restated P&L, p.391; Basis for Offer Price, p.183-184
110	Margins vs peers	FY26 EBITDA margin (9.94%) and PAT margin (4.76%) are above small re-rollers (VMS TMT EBITDA 4.68%, PAT 1.52%; MSP Steel EBITDA 4.36%, PAT 0.50%), but below large integrated peers like Beekay (EBITDA 13.66%) and Gallant (10.60%).	OK	Basis for Offer Price, p.183-184
Where in DRHP: Compare Why It Matters: Quality of earnings relative to price. Benchmark / Red Flag Trigger: - Exact Citation: Basis for Offer Price, p.183-184
111	IPO price vs WACA / pre-IPO placement (the markup)	Significant markup over historical promoter cost: Pre-IPO price of ₹270 is 15.16x the primary WACA of ₹17.81 (reflecting 8:1 bonus issue in March 2025). The pre-IPO placement itself took place at ₹270 in Sept 2025.	Watch	Basis for Offer Price, p.187-188; Capital Structure, p.132-133
Where in DRHP: Basis for Offer Price Why It Matters: What insiders paid versus what you're paying. Benchmark / Red Flag Trigger: Large multiple over WACA = flag Exact Citation: Basis for Offer Price, p.187-188; Capital Structure, p.132-133
112	Is the premium justified by ROCE / ROE / growth / margins?	Partially justified by operational metrics: 18.86% ROE and 19.31% ROCE with 75.4% captive power integration support healthy profitability, but offset by high commodity exposure, Gujarat geographic concentration, and contingent tax liabilities.	Watch	Synthesised from Layer 4 and Layer 8
Where in DRHP: Synthesise Why It Matters: The core valuation verdict. Benchmark / Red Flag Trigger: Premium unsupported by quality = flag Exact Citation: Synthesised from Layer 4 and Layer 8
113	What growth does the price implicitly assume?	At ~18x trailing P/E, pricing assumes prompt commissioning of Samakhiyali expansion and hybrid renewables by FY28 to double volume capacity, while sustaining 10%+ EBITDA margins amidst commodity swings.	Watch	Synthesised from Objects, p.141-143 and MD&A, p.455
Where in DRHP: Reverse the multiple / judgment Why It Matters: Are the embedded expectations realistic? Benchmark / Red Flag Trigger: Heroic assumptions = flag Exact Citation: Synthesised from Objects, p.141-143 and MD&A, p.455

LAYER 9 • STATED RISK ADMISSIONS

In The Company's Own Words: Stated Risk Admissions

Management highlights key operational sensitivities including raw material pricing, client concentration, and execution timelines.

#	Checkpoint	Your Finding (Prospectus Data)	Status	Page Ref
114	Top 5 risk factors the company itself lists	Top 5 stated risks: (1) Customer concentration with top 10 contributing 50.62% of revenue; (2) Reliance on third-party dealers and distributors without long-term contracts; (3) Raw material availability and supplier dependence on spot scrap/ore; (4) Cyclical volatility of TMT rebar pricing; (5) Capex and project execution risk for Samakhiyali facility expansion.	OK	Risk Factors #1, #2, #3, #4, #5, p.24-31
Where in DRHP: 'Risk Factors' Why It Matters: Management's own stated worries - read them first. Benchmark / Red Flag Trigger: - Exact Citation: Risk Factors #1, #2, #3, #4, #5, p.24-31
115	Any genuine dealbreaker buried in boilerplate?	Three hidden structural flags: (1) Core trademark 'German TMT' is NOT owned by the company (licensed from promoter firm Haq Steels with royalty); (2) Massive pending Income Tax dispute of ₹112.65 cr (141% of FY26 PAT); (3) Extreme 97.74% revenue concentration in single state of Gujarat.	Flag	Risk Factor #7, #11, #20, p.31-32, 34-35, 42
Where in DRHP: 'Risk Factors' Why It Matters: The serious risks hide among generic ones; find them. Benchmark / Red Flag Trigger: - Exact Citation: Risk Factor #7, #11, #20, p.31-32, 34-35, 42
116	Quantified risks (e.g. 'X would cut revenue by Y%')	Quantified exposures: Loss of single largest customer would directly impact 10.67% of revenue (₹179.17 cr); loss of top 10 customers impacts 50.62% (₹849.90 cr); contingent tax liabilities threaten ₹120.6 cr outflow; plant stoppage at Samakhiyali would halt 100% of sponge iron output.	Watch	Risk Factors #1, #3, #7, #11, p.25, 27, 31, 34
Where in DRHP: 'Risk Factors' Why It Matters: The risks management bothered to quantify are usually the real ones. Benchmark / Red Flag Trigger: - Exact Citation: Risk Factors #1, #3, #7, #11, p.25, 27, 31, 34
117	Going-concern or liquidity language anywhere?	Clean. Zero going-concern warnings, liquidity stress language, or debt default observations in the auditor's report or financial notes. DSCR stands at 1.95x and CFO is robust at ₹140.80 cr.	OK	Restated Financial Statements, p.381-386; Note 47, p.436
Where in DRHP: Risk Factors / Auditor Why It Matters: A direct signal of survival risk. Benchmark / Red Flag Trigger: Any going-concern language = serious flag Exact Citation: Restated Financial Statements, p.381-386; Note 47, p.436

AUDIT TALLY • 117-CHECKPOINT RISK MATRIX

Red-Flag Dashboard: 117-Checkpoint Audit Tally

73

Checkpoints Clean (OK)

37

Watchlist Monitor Rows

6

High-Severity Red Flags

117

Total Forensic Checkpoints

L1 Story & Positioning

9 1 0

L2 Issue Structure & Objects

13 3 0

L3 Business Quality

9 7 1

L4 Financial Quality

20 7 1

L5 Governance

9 4 0

L6 Related Party Transactions

1 6 1

L7 Litigation & Regulatory

3 2 2

L8 Valuation

7 6 0

L9 The Company's Own Risk Factors

2 1 1

Layer 1: Story & Positioning

9 OK 1 Watch 0 Flag

Layer 2: Issue Structure & Objects

13 OK 3 Watch 0 Flag

Layer 3: Business Quality

9 OK 7 Watch 1 Flag

Layer 4: Financial Quality

20 OK 7 Watch 1 Flag

Layer 5: Governance

9 OK 4 Watch 0 Flag

Layer 6: Related Party Transactions

1 OK 6 Watch 1 Flag

Layer 7: Litigation & Regulatory

3 OK 2 Watch 2 Flag

Layer 8: Valuation

7 OK 6 Watch 0 Flag

Layer 9: The Company's Own Risk Factors

2 OK 1 Watch 1 Flag

How To Read This Risk Matrix

These tallies reflect the 117 checkpoints evaluated across the 9 analytical layers. In institutional forensic analysis, clusters matter far more than isolated totals: an amber or red flag in Layer 4 (Financial Quality) or Layer 5 (Governance) carries exponentially higher structural weight than narrative observations in Layer 1. Always evaluate flags against company peers and industry context.

Statutory Educational Compliance & Analyst Disclaimer

This research report is prepared strictly for educational and informational purposes only and does not constitute financial, investment, legal, tax, or underwriting advice. Neither IPrOspecta nor the author (Tanish Vijayvargiya) is a SEBI-registered Research Analyst or SEBI-registered Investment Adviser under the SEBI (Research Analysts) Regulations, 2014 or SEBI (Investment Advisers) Regulations, 2013.

Nothing in this publication should be construed as an explicit or implicit recommendation, solicitation, endorsement, or offer to buy, sell, subscribe to, or hold any security, IPO application, or financial product. Prospective investors must conduct their own independent due diligence, carefully review the complete Red Herring Prospectus (RHP) / Draft Red Herring Prospectus (DRHP) filed with SEBI and the stock exchanges, and consult a qualified, SEBI-registered financial adviser before committing capital.

Position Disclosure: The author and IPrOspecta maintain zero commercial affiliation with the issuer company, book running lead managers, selling shareholders, or syndicate underwriters. All opinions expressed represent personal analytical frameworks.