Pentacle Consultants IPO

Strengths · 7

• 01Revenue from operations grew to Rs 91.73 crore in FY2026 from Rs 60.23 crore in FY2025 and Rs 30.28 crore in FY2024.
• 02EBITDA margin widened to 36.04% in FY2026 from 23.68% in FY2025 and 18.85% in FY2024.
• 03Profit after tax rose to Rs 28.86 crore in FY2026 from Rs 10.51 crore in FY2025 and Rs 2.89 crore in FY2024.
• 04Return on equity was 49.11% and return on capital employed 33.57% in FY2026, against 9.82% and 8.44% in FY2024.
• 05Total borrowings were Rs 18.40 crore against net worth of Rs 73.63 crore as on 31 March 2026, a debt to equity ratio of 0.24.
• 06The client mix has moved away from a single type of payer: government and government-related entities were 30.64% of FY2026 revenue from operations against 99.25% in FY2024.
• 07The company designed, supervised or managed 4,309.208 lane km of roads and highways in FY2026 against 2,656.128 lane km in FY2025, alongside 6 bridge projects and 4 tunnel projects.

Risks · 10

• 01Net cash used in operating activities was Rs 9.35 crore in FY2026 even as profit after tax rose to Rs 28.86 crore, against net cash generated of Rs 2.63 crore in FY2025 and Rs 5.78 crore in FY2024.
• 02The top 5 customers gave Rs 74.66 crore, or 81.39%, of FY2026 revenue from operations, against 73.03% in FY2025 and 78.84% in FY2024.
• 03Customers in Maharashtra gave 50.05% of FY2026 revenue from operations, and all international revenue comes from projects in the United Arab Emirates.
• 04Transportation projects together with social and community infrastructure projects were 87.53% of FY2026 revenue from operations, so a slowdown in those two areas affects most of the business.
• 05Trade receivable days were 137 in FY2026 against 135 in FY2025 and 129 in FY2024, and working capital days rose to 59 from 24 in FY2025.
• 06Promoter Pallavi Mahendra More was disqualified under Section 164(2)(a) of the Companies Act, 2013 and continued to act as a Director and sign certain financial statements during the period of that disqualification.
• 07The company advanced interest-free loans to a relative of a Director, which the offer document records as non-compliance with Section 185 of the Companies Act, 2013.
• 08The auditors of subsidiary Pentacle Consultants UK Limited reported material uncertainty related to going concern for the financial years ended 31 March 2024 and 31 March 2025, as the subsidiary relies on financial support from its parent.
• 09There are 2 criminal and 7 tax proceedings against the company involving Rs 0.82 crore, and 2 criminal and 6 tax proceedings against the promoters involving Rs 0.38 crore.
• 10The entire offer for sale is by promoter Pallavi Mahendra More, whose weighted average cost of acquisition is Rs 0.03 per share, and up to 35% of the gross proceeds may go to unidentified acquisitions and general corporate purposes.

Pentacle Consultants (I) Limited is a consultancy company that provides design engineering, project management consultancy and specialised advisory services for infrastructure and built-environment projects. Its services run across the project lifecycle, from conceptualisation, feasibility studies and planning to detailed design and engineering, project management, construction supervision, execution support and technical advisory. The service list also covers transportation and urban planning, detailed project reports, financial modelling and transaction advisory, including support for public private partnership and build-operate-transfer models, as well as consultancy for residential, commercial and real estate developments.

The company works across transportation engineering, marine and ports, urban development, industrial infrastructure and social and community infrastructure. It reports a single operating segment under Ind AS 108. Its operations run from its registered and corporate office at One Lodha Place in Lower Parel, Mumbai, and from project site offices at client locations. Most of its work is in India and the United Arab Emirates, and it has two subsidiaries, Pentacle Consultants UK Limited and Pentacle Engineering Services LLC, the second of which is its material subsidiary.

The operational numbers in the offer document show the scale of its assignments. In FY2026 it designed, supervised or provided project management consultancy for 4,309.208 lane km of roads and highways, against 2,656.128 lane km in FY2025 and 6,921.208 lane km in FY2024. It worked on 6 bridge projects covering 449.82 lane km and 4 tunnel projects covering 314.868 lane km in FY2026. In urban development it planned 22,27,487 sq. ft of area and worked on 10 building projects in FY2026, against 8,20,335 sq. ft and 5 building projects in FY2024. It also had 1 water management project and 2 school and hospital projects in FY2026.

The customer base has shifted sharply over three years. Government and government-related entities, including public sector undertakings, gave 99.25% of revenue from operations in FY2024, 58.61% in FY2025 and 30.64% in FY2026. Maharashtra-based customers gave 99.31% of revenue in FY2024 and 50.05% in FY2026. Transportation projects together with social and community infrastructure projects accounted for 87.53% of FY2026 revenue from operations, 87.48% in FY2025 and 92.28% in FY2024.

The promoters are Mahendra Pundalik More, Pallavi Mahendra More and Ganesh Pundalik More. Mahendra Pundalik More has been with the company since incorporation and has about twenty years of experience in infrastructure consultancy; he was Managing Director until March 2026 and was redesignated Chairman and Non-Executive Director after moving to the UAE. Avadhut Shridhar Kshirsagar is the Managing Director. The company was incorporated in Maharashtra in 2006 and agreed in 2026 to acquire Segmental Infrastructure Development Limited, of which it completed the purchase of 33,50,000 shares on 19 September 2026 by issuing 16,82,363 of its own equity shares on a share swap basis.

The industry

Infrastructure consultancy covers advisory, engineering, design and project management services for the development, operation and maintenance of infrastructure. The CARE report cited in the offer document puts the global infrastructure consultancy market at USD 40,171 million in CY25, growing to USD 58,735 million by CY31P at a CAGR of 6.5%. India's infrastructure consultancy market is the faster growing part of that: USD 2,543 million in CY25, expected to reach USD 5,479 million by CY31P at a CAGR of 13.6%. The report attributes the growth to a project pipeline across roads, railways, ports, airports, renewable energy, water, urban infrastructure, logistics and digital infrastructure, together with government programmes and wider use of digital tools.

Customer concentration: Top 5 customers gave Rs 74.66 crore, or 81.39%, of FY2026 revenue from operations, against 73.03% in FY2025 and 78.84% in FY2024.