SHYAM DHANI INDUSTRIES LIMITED IPO Explain

Shyam Dhani Industries IPO Overview

Jaipur-based spices and grocery products manufacturer raising ₹38.49 cr (100% fresh issue, no OFS). Price: ₹65-70. Lot: 2,000 shares (₹2,80,000 min investment for 4,000 shares / 2 lots).

Funds for new machinery (₹0.91 cr), 200 KW rooftop solar plant (₹0.66 cr), part repayment of cash credit facility (₹7.00 cr), incremental working capital (₹14.65 cr), general corporate purposes.

Lead: Holani Consultants. Registrar: Bigshare Services.

Founded 1995 (incorporated 2010 in Jaipur). FMCG spices manufacturer specializing in processing, blending, packaging of 164+ varieties of ground, blended, and whole spices under “SHYAM” brand. Also trades grocery products like black salt, rock salt, rice, poha, kasuri methi, herbs and seasonings. 394 employees (as of November 30, 2025).

Products: 164+ spice varieties – Ground Spices (47.56% H1 FY25 revenue), Whole Spices (29.79%), Blend Spices (20.50%), Grocery products, Herbs & Seasonings (oregano, peri peri, chilli flakes, mixed herbs, onion flakes, tomato powder).

ISO 22000, HACCP, Agmark certified. Manufacturing unit in Chomu Jaipur, separate packaging & R&D facility in Vishwakarma Industrial Area Jaipur. Sells via B2B, D2C, Private Labels, HoReCa, Exports. 430+ distributors network across North India. Exports to UAE, UK, Nepal, Kenya, Philippines, Dubai, Singapore, Canada, Nigeria, Africa, Europe.

Celebrity endorsement: 24-month deal with actress Preity Zinta strengthening brand visibility.

IPO DETAILED INFORMATION

Issue Details

Parameter	Details
IPO Type	SME (NSE SME)
IPO Open Date	22 December 2025 (Monday)
IPO Close Date	24 December 2025 (Wednesday)
Anchor Investor Bidding	Anchor portion available (28.37% reserved)
Allotment Date	26 December 2025 (Friday) – Expected
Credit to Demat	29 December 2025 (Monday) – Expected
Refund Initiation	29 December 2025 (Monday) – Expected
Listing Date	30 December 2025 (Tuesday) – Tentative
Price Band	₹65 – ₹70 per share
Face Value	₹10 per share
Lot Size	2,000 shares (minimum lot)
Min Investment (Retail)	₹2,80,000 (4,000 shares / 2 lots at upper band ₹70)
sNII Investment	₹4,20,000 (3 lots / 6,000 shares) minimum
bNII Investment	Not specified separately
Issue Size	₹38.49 crore total
Fresh Issue	₹38.49 crore (100%) – 54,98,000 shares
Offer for Sale (OFS)	NIL – No OFS component
Total Shares Offered	54,98,000 equity shares
Listing	NSE SME
Post-Issue Market Cap	~₹142.59 crore (at upper price band ₹70)

Issue Break-up

Category	Allocation
Anchor Investors	28.37% (15,60,000 shares)
QIB (Qualified Institutional Buyers)	18.99% (10,44,000 shares – Ex Anchor)
NII (Non-Institutional Investors)	14.30% (7,86,000 shares)
Retail Individual Investors	33.25% (18,28,000 shares)
Total QIB (Including Anchor)	47.36% (26,04,000 shares)

Selling Shareholders (OFS ₹0 crore)

No OFS Component – 100% Fresh Issue

Note: This is a 100% fresh issue IPO with no Offer for Sale. All proceeds go directly to the company for business purposes. Promoters are not exiting. Promoter holding: Pre-IPO 98.11% (1,48,72,000 shares); Post-IPO shareholding will dilute to approximately 73% (2,03,70,000 shares post-issue).

Objects of the Issue (Fund Utilization)

Fresh Issue Proceeds (₹38.49 crore) will be used for:

1. Purchase of New Machinery for Existing Jaipur Plant – ₹0.91 crore (2.4%)
   • Capital expenditure for purchase of new machinery
   • Upgrading existing manufacturing unit in Jaipur
   • Enhancing production capacity and operational efficiency
2. Installation of 200 KW Rooftop Solar Grid PV System – ₹0.66 crore (1.7%)
   • Solar power generation for captive consumption
   • Reducing electricity costs and improving sustainability
   • ESG compliance and green energy initiative
3. Part Repayment of Cash Credit Facility – ₹7.00 crore (18.2%)
   • Partial repayment of existing working capital borrowings
   • Reduction of interest burden on P&L
   • Improving financial flexibility and debt-equity ratio
4. Incremental Working Capital Requirements – ₹14.65 crore (38.0%)
   • Day-to-day operational expenses
   • Inventory management (raw material procurement)
   • Funding growth in sales and distribution expansion
   • Managing payment cycles with distributors
5. General Corporate Purposes – ₹15.27 crore (39.7%)
   • Strategic initiatives
   • Business development and expansion
   • Unallocated expenses and contingencies

Strategic Focus:

• Dominant allocation (78%) to working capital and general purposes indicates focus on scaling operations
• Debt reduction component (18%) modest but addresses interest burden
• Minimal capex on machinery (2.4%) and solar (1.7%) – totaling just 4.1%
• FMCG business requires working capital for inventory, distributor credit, raw material procurement
• Large “general corporate purposes” allocation (40%) lacks specific clarity

OFS Proceeds:

• NIL – No promoter exit

Note: 100% fresh issue with 78% allocated to working capital and general purposes. Minimal capex (4%) suggests asset-light expansion through distribution network rather than manufacturing capacity addition.

Lead Managers & Registrar

Book Running Lead Manager (BRLM):

1. Holani Consultants Private Limited
   • Address: 401-405 & 416-418, 4th Floor, Soni Paris Point, Jai Singh Highway, Bani Park, Jaipur – 302016
   • Phone: +91 0141-2203996
   • Email: [email protected]
   • Website: www.holaniconsultants.co.in

Registrar:

• Bigshare Services Private Limited
  • Address: S6-2, 6th Floor, Pinnacle Business Park, Mahakali Caves Road, next to Ahura Centre, Andheri East, Mumbai – 400093
  • Also: 1st Floor, Bharat Tin Works Building, Opp. Vasant Oasis, Makwana Road, Marol, Andheri(E), Mumbai – 400 059
  • Phone: +91-22-6263 8200
  • Email: [email protected]
  • Website: www.bigshareonline.com / https://ipo.bigshareonline.com/IPO_Status.html

Market Maker:

• Holani Consultants Private Limited (also BRLM)

Promoters & Management

Key Promoters (3 Promoters – Family):

Individual Promoters:

1. Mr. Ramawtar Agarwal – Promoter, Chairman & Managing Director
   • Founder of Shyam Dhani Industries (started operations 1995)
   • Holds Bachelor of Commerce degree and PhD in Food Industry from Maryland State University, USA
   • Over 30 years of experience in spices industry
   • Associated with company since incorporation in 2010
   • Oversees overall strategy, financial performance, quality enhancement initiatives
2. Mrs. Mamta Devi Agarwal – Promoter & Whole-Time Director
   • Over 17 years of experience in spices industry
   • Associated with company since inception (1995 operations start)
   • Oversees production operations, quality control of blended spices
   • Heads R&D Department
   • Contributes to product development and brand building
3. Mr. Vithal Agarwal – Promoter & Whole-Time Director
   • Over 7 years of experience in spices industry
   • Associated with company since December 2017
   • Supports operations and business development

Promoter Holding:

• Pre-IPO: 98.11% (1,48,72,000 shares)
• Post-IPO: ~73% (2,03,70,000 shares post-issue)

Company History:

• Established: 1995 (operations started by Mr. Ramawtar Agarwal)
• Incorporated: October 18, 2010 as Private Limited Company
• Converted to Public Limited: October 8, 2024 (name changed from “Shyam Dhani Industries Private Limited” to “Shyam Dhani Industries Limited”)
• Legacy: 30 years in spices business (1995-2025), 15 years since incorporation
• Evolution: Started with basic spice processing in 1995, expanded to 164+ varieties, established strong distributor network (430+), achieved ISO, HACCP, Agmark certifications, secured celebrity endorsement (Preity Zinta), became “Rajasthan’s largest and most successful spice brand”
• Workforce: 394 employees (as of November 30, 2025); 402 employees (as of April 30, 2025 per Tracxn data)
• Milestone: Received Global Business Awards, Business Achiever Awards, Wasme Excellence Awards, Bharat Gaurav Award, International Star Award from Chief Minister of Rajasthan

Company Contact:

• Registered Office: F-438-A, Road No. 12, Vishwakarma Industrial Area (VKIA), Jaipur, Rajasthan – 302013, India
• Also: Office No. 901, 902, 903, 904 & 908, Abhishree Adroit, Nr. Swaminarayan Temple, Vastrapur, Ahmedabad, Gujarat – 380015
• Manufacturing Unit: Khasra No. 06/1067, Manpura Road, Jatawali, near Delhi Bypass, Tehsil – Chomu, Jaipur, Rajasthan
• Phone: +91 9257061811
• Website: www.shyamspices.co.in / www.shyamspices.org

COMPANY OVERVIEW

Establishment & Background:

• Established: 1995; Incorporated: October 2010 (30 years operations, 15 years as company)
• Industry: FMCG – Spices and Grocery Products Manufacturing
• Headquarters: Jaipur, Rajasthan
• Positioning: Rajasthan’s largest spice brand; regional FMCG player with strong North India presence and international exports

Business Model:

Product Portfolio – Spices & Grocery:

1. Ground Spices (164+ Varieties)
   • Powdered spices processed from raw materials
   • Includes: Turmeric Powder, Red Chilli Powder, Coriander Powder, Fennel Powder, Pepper Black Powder, and 150+ others
   • Revenue Contribution: 47.56% of H1 FY25 revenue (largest segment)
2. Whole Spices
   • Unprocessed whole spices with cleaning and packaging
   • Includes: Whole Turmeric, Whole Cumin, Whole Coriander, Whole Cloves, Cardamom, etc.
   • Revenue Contribution: 29.79% of H1 FY25 revenue
3. Blend Spices
   • Custom blended masalas for specific dishes
   • Includes: Garam Masala, Pav Bhaji Masala, Achar Masala, Kitchen King Masala, Chat Masala, Sambhar Masala, Desi Tadka Chilli Powder, and more
   • Revenue Contribution: 20.50% of H1 FY25 revenue
4. Grocery Products
   • Black Salt, Rock Salt, Rice, Poha, Kasuri Methi (dried fenugreek leaves)
5. Herbs & Seasonings
   • Oregano, Peri Peri, Chilli Flakes, Mixed Herbs, Onion Flakes, Tomato Powder
   • Catering to pizza, pasta, Italian cuisine trend

Manufacturing Infrastructure:

• Manufacturing Unit: Khasra No. 06/1067, Manpura Road, Jatawali, near Delhi Bypass, Tehsil – Chomu, Jaipur, Rajasthan
  • Covers 9,000 square meters
  • Latest plant and machinery for manufacturing and packaging
  • State-of-the-art infrastructure
• Packaging & R&D Facility: F-438-A, Road No. 12, Vishwakarma Industrial Area (VKIA), Jaipur
  • Dedicated packaging unit
  • Research & Development department for product innovation

Certifications:

• ISO 22000:2018 (Food Safety Management System)
• HACCP (Hazard Analysis and Critical Control Points)
• Agmark (Government of India quality certification – company is only Indian spice manufacturer with Agmark for entire range)

Sales & Distribution:

Distribution Model:

• B2B (Business-to-Business): Sales to distributors, wholesalers
• D2C (Direct-to-Consumer): Retail sales through general trade, modern trade
• Private Labels: Manufacturing for other brands
• HoReCa (Hotels, Restaurants, Catering): Bulk supplies to hospitality sector
• Exports: International sales to multiple countries

Distribution Network:

• 430+ Distributors across North India (strong regional presence)
• Tie-ups with Modern Trade: Metro Cash & Carry, Reliance Market, Super Grocery Pvt Ltd, City Mart, Ganesham Electrotech Supermarket, Shree Mahaveer Agro Industries, Niva Smart Store LLP
• Quick Commerce presence (expanding)

Export Markets:

• UAE, UK, Nepal, Kenya, Philippines, Dubai, Singapore, Canada, Nigeria
• Presence across Africa and Europe

Revenue Model:

• Sales of branded spices and grocery products under “SHYAM” brand
• Multi-channel revenue: General Trade, Modern Trade, Quick Commerce, Private Label, HoReCa, Exports
• Diversified across product categories: Ground Spices (48%), Whole Spices (30%), Blend Spices (21%)

Value Proposition:

• Diverse Product Range: 164+ spice varieties catering to varied consumer tastes
• Quality Certifications: ISO 22000, HACCP, Agmark – only Indian spice manufacturer with Agmark for entire range
• Integrated Operations: Manufacturing in Chomu + Packaging & R&D in VKIA reduces costs
• Celebrity Endorsement: 24-month deal with Preity Zinta enhancing brand visibility
• Multi-Channel Distribution: Presence in General Trade, Modern Trade, Quick Commerce, HoReCa, Exports
• Sustainability: IPM (Integrated Pest Management) eco-conscious farming approach
• Awards & Recognition: Multiple awards including Bharat Gaurav, International Star Award from CM Rajasthan

Market Position:

• Rajasthan’s largest and most successful spice brand (as per company claims)
• 30 years operational track record (1995-2025)
• 394 employees
• Strong presence in North India with 430+ distributor network

Operations

Service Delivery:

• Manufacturing Base: Chomu, Jaipur (manufacturing) + VKIA, Jaipur (packaging & R&D)
• Geographic Focus: Strong North India presence, especially Rajasthan, Delhi NCR, Uttar Pradesh
• Distribution: 430+ distributors network across North India
• Exports: UAE, UK, Nepal, Kenya, Philippines, Dubai, Singapore, Canada, Nigeria, Africa, Europe

Growth Trajectory:

• Revenue Growth (FY23-FY25): 83.2% over 2 years (CAGR ~35%)
  • FY23-FY24: 58.1% growth (₹68.10 cr to ₹107.64 cr)
  • FY24-FY25: 15.9% growth (₹107.64 cr to ₹124.75 cr)
• PAT Growth (FY23-FY25): 175.3% over 2 years
  • FY23-FY24: 115.8% growth (₹2.92 cr to ₹6.30 cr) – more than doubled
  • FY24-FY25: 27.6% growth (₹6.30 cr to ₹8.04 cr)
• Margin Improvement: PAT margin expanded from 4.29% (FY23) to 6.44% (FY25)
• Strong operational leverage with improving profitability
• Consistent growth trajectory demonstrating scalability

Company Strengths

1. Strong Financial Performance – 16% Revenue, 28% PAT Growth (FY24-25), 41% ROE:
   • Revenue grew 16% from ₹107.64 cr (FY24) to ₹124.75 cr (FY25)
   • PAT increased 28% from ₹6.30 cr to ₹8.04 cr (FY24-25)
   • Exceptional ROE 41.06%, ROCE 39% (FY25) demonstrating efficient capital utilization
2. Diverse Product Portfolio – 164+ Varieties Across Ground, Blend, Whole Spices:
   • 164+ spice varieties catering to varied consumer preferences
   • Diversified revenue: Ground Spices 47.56%, Whole Spices 29.79%, Blend Spices 20.50% (H1 FY25)
   • Grocery products, herbs, seasonings adding to product mix
3. Strong Distribution Network – 430+ Distributors, Modern Trade Tie-ups:
   • 430+ distributor network across North India ensuring wide reach
   • Modern Trade partnerships: Metro, Reliance Market, City Mart, others
   • Multi-channel presence: General Trade, Modern Trade, Quick Commerce, HoReCa, Exports
4. Quality Certifications – ISO 22000, HACCP, Agmark (Only Indian Manufacturer):
   • ISO 22000:2018 Food Safety Management certification
   • HACCP certification for quality control
   • Agmark quality standard – only Indian spice company with Agmark for entire range
5. Celebrity Endorsement & Brand Building – 24-Month Preity Zinta Deal:
   • Strategic 24-month endorsement deal with actress Preity Zinta
   • Strengthens brand visibility and consumer trust
   • Positioned as “Rajasthan’s largest and most successful spice brand”
6. Export Presence – UAE, UK, Nepal, Africa, Europe:
   • Exports to 10+ countries including UAE, UK, Nepal, Kenya, Philippines, Dubai, Singapore, Canada, Nigeria
   • International presence reducing dependency on domestic market
   • Revenue diversification through exports

Key Risks & Challenges

1. Intense Competition – MDH, Everest, Aachi, Unorganized Players:
   • Competes with established giants: MDH, Everest Food Products, Aachi Masala, Madhusudan Masala, NHC Foods
   • Highly competitive FMCG spices sector with price-based competition
   • Large unorganized sector and regional players limiting pricing power
2. Legal Dispute with Everest – Trademark “Tikhalal” Infringement Case:
   • Involved in trademark infringement case with Everest Food Products over “SHYAM TIKHA LAL” vs. “Tikhalal” (filed 2019)
   • Court found fabricated invoices produced by Shyam Dhani to prove prior use
   • Legal risk and reputational damage from ongoing litigation
3. Raw Material Price Volatility – Agricultural Commodity Dependency:
   • Business highly dependent on agricultural commodities (spices) making margins vulnerable
   • Price fluctuations due to weather conditions, crop yields, seasonality
   • Limited pricing power to pass on cost increases immediately
4. Geographic Concentration – Rajasthan Manufacturing, North India Sales Focus:
   • Both manufacturing units concentrated in Jaipur, Rajasthan creating regional risk
   • Sales predominantly in North India (430+ distributors) – limited pan-India presence
   • Exposed to regional regulatory changes, labour issues, natural calamities
5. Working Capital Intensity – 38% of IPO for Working Capital:
   • ₹14.65 cr (38%) allocated to incremental working capital indicating cash flow pressure
   • FMCG business requires significant working capital for inventory, distributor credit
   • Inability to manage cash flows effectively could hamper growth
6. Large “General Purposes” Allocation – 40% IPO Without Specific Clarity:
   • ₹15.27 cr (40%) allocated to “general corporate purposes” lacks detailed breakdown
   • Minimal capex on machinery (2.4%) and solar (1.7%) – only 4.1% total
   • Raises questions about lack of specific growth plan beyond working capital

Disclaimer

This information is based on publicly available sources. Investors should conduct their own research and consult financial advisors before investing.

The company reported strong performance (FY25: 16% revenue growth to ₹124.75 cr, 28% PAT growth to ₹8.04 cr, 41% ROE, 39% ROCE) as Rajasthan’s largest spice brand with 164+ varieties, 430+ distributors, ISO/HACCP/Agmark certifications, celebrity endorsement (Preity Zinta), exports to 10+ countries, but faces risks including intense competition (MDH, Everest, Aachi), trademark infringement litigation with Everest over “Tikhalal” involving fabricated invoices, raw material price volatility, geographic concentration (Rajasthan manufacturing, North India sales), working capital intensity (38% IPO proceeds), and 40% allocation to “general purposes” lacking clarity. SME listing on NSE.