Marushika Technology IPO

Marushika Technology Limited was incorporated on July 3, 2010, originally as Marushika Traders and Advisors Private Limited. Over the years, the company evolved through multiple name changes and corporate restructuring, reflecting its transition from advisory services to a technology-driven infrastructure company. In December 2024, it was renamed to its present identity, Marushika Technology Limited, and converted into a public limited company in preparation for listing

RHP

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Key Company Details

Marushika operates within India’s IT Infrastructure and Telecom Services industry, a key pillar of the country’s digital economy. The IT sector contributed 7.5% to India’s GDP in FY2023, employing over 5.7 million people nationwide. Growth is driven by data center expansion, cloud adoption, cybersecurity demand, and government digital initiatives such as Digital India and Smart Cities.

Industry Growth Drivers

• Expansion of government IT infrastructure

• Rising cybersecurity spending

• Defense modernization

• Smart city and surveillance projects

Marushika Technology Limited is engaged in B2B and B2G (Business-to-Government) operations, providing end-to-end IT and telecom infrastructure solutions.

Core Offerings

The company has completed 150+ projects and had an order book of ₹3,545.45 lakh as of December 31, 2025

Marushika’s operations are governed by multiple regulatory frameworks:

• Companies Act, 2013

• SEBI (ICDR) Regulations, 2018

• Income Tax Act, 1961

• GST Act, 2017

• FEMA regulations

• Defence procurement norms (for defence projects)

The company is also ISO 9001:2015 and ISO/IEC 27001:2022 certified

Key risks disclosed in the RHP include:

• Dependence on government contracts

• Working capital intensity

• Delays in project execution

• Legal and regulatory risks

• Industry competition and pricing pressure

These risks could impact margins, cash flows, and future growth

The company is promoted by:

The promoters bring over 20+ years of experience in IT, telecom, finance, and operations

Key Group Entities

Wholly Owned Subsidiary

• Marushika Technology Advisors PTE. Ltd. (Singapore) – cybersecurity consultancy

The company has constituted statutory committees in line with the Companies Act:

• Audit Committee

• Nomination & Remuneration Committee

• Stakeholders’ Relationship Committee

As per the RHP, the company has no material litigations that could materially impact its operations or financial position

The company uses working-capital facilities to support project execution. Borrowings are aligned with operational needs and disclosed in the financial indebtedness section

Marushika generates cash primarily from operating activities, while investing cash flows relate to equipment and infrastructure. Financing cash flows include borrowings and repayments.

Earnings Per Share (EPS)

Weighted Average EPS: ₹7.06

Return on Equity (ROE / RoNW)

Weighted Average RoNW: 36.79%

Return on Capital Employed (ROCE)

Net Worth (₹ in Lakhs)

Net Asset Value (NAV) per Equity Share

Management focuses on:

• Expanding defence auto-tech vertical

• Increasing government project share

• Strengthening cybersecurity offerings

• Improving operational efficiency

IPO proceeds will be used for:

• Working capital requirements

• General corporate purposes

• Strengthening balance sheet

The issue price is determined through the book-building process, considering earnings, net worth, and industry benchmarks

The IPO consists of a fresh issue of 23,05,200 equity shares of face value ₹10 each.

Post listing, public shareholding will be approximately 27% of the paid-up capital

The company has not declared dividends historically and does not have a formal dividend policy

List of Related Parties

Promoters & Key Managerial Personnel

• Ms. Monicca Agarwaal – Promoter

• Mr. Jai Prakash Pandey – Promoter & Director

• Ms. Sonika Aggarwal – Promoter & Executive Director

Group / Related Entities

• Marushika Infrastructure Services Private Limited

• Dhruven Enterprises Private Limited

• Naivedyam Info Solutions Private Limited

• Marushika Technology Advisors PTE. Ltd. (Singapore) – Wholly Owned Subsidiary

Nature of Related Party Transactions

The Company has entered into the following transactions with related parties during the reported financial periods:

A. Transactions with Group Companies & Related Entities

(Amounts are aggregated and disclosed in the financial statements; transactions are not material in nature.)

B. Transactions with Promoters / Directors

Outstanding Balances with Related Parties

🔹 Trade & Other Payables / Receivables

The RHP clearly states that no material outstanding balances with promoters or group entities exist that could adversely affect the Company’s financial position.

Arm’s Length & Governance Confirmation

As disclosed in the RHP:

• All related-party transactions are conducted at arm’s length

• Transactions are in the ordinary course of business

• Approved by the Audit Committee

• Disclosed as per Companies Act, 2013 and SEBI (ICDR) Regulations

Investor Takeaway

• No diversion of funds to promoters or group entities

• No material dependency on related-party revenues

• Strong disclosure and governance compliance

• Low related-party risk for public shareholders

Key agreements include:

• BRLM Agreement

• Registrar Agreement

• Market Maker Agreement

All disclosures by Marushika Technology Limited have been made in strict compliance with the SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2018 (SEBI ICDR) and the Companies Act, 2013, as amended from time to time, as stated in the Red Herring Prospectus (RHP).

The RHP contains true, fair, and adequate disclosures covering the company’s business operations, financial statements, risk factors, management discussion, legal matters, related-party transactions, corporate governance framework, and issue details. Mandatory disclosures relating to promoters, shareholding pattern, use of IPO proceeds, material contracts, litigations, and key financial ratios have been provided in the manner and format prescribed by SEBI ICDR Regulations.

Further, the company has ensured that:

• All financial information is based on restated consolidated financial statements, audited and certified by independent chartered accountants

• Disclosures comply with Schedule VI of the Companies Act, 2013 and applicable SEBI circulars and guidelines

• Statutory approvals, licenses, and corporate actions are disclosed transparently

• Ongoing disclosure obligations post-listing will be followed as per SEBI LODR Regulations

Accordingly, the RHP has been filed with the Registrar of Companies (ROC) and submitted to SEBI and the stock exchange, confirming adherence to all applicable legal and regulatory requirements governing public issues in India.

(As disclosed in the RHP of Marushika Technology Limited)

As per the Red Herring Prospectus and in accordance with the Companies Act, 2013 and the Articles of Association of the Company, the equity shareholders are entitled to the following rights:

Voting Rights

• Each equity share carries one vote

• Shareholders are entitled to vote on all resolutions placed before the shareholders at general meetings

• Voting may be exercised in person, through proxy, or electronically, as applicable under law

Voting rights are proportionate to shareholding

Dividend Rights

• Equity shareholders are entitled to receive dividends, if and when declared

• Dividend payment is subject to:

  • Availability of distributable profits

  • Board recommendation

  • Shareholder approval (where required)

The RHP also clarifies that the Company has not declared dividends historically and does not have a fixed dividend policy

Rights on Liquidation

• In the event of winding up or liquidation, equity shareholders are entitled to:

  • Share in the residual assets of the Company

  • After settlement of all liabilities and preferential claims

Participation in Corporate Actions

Equity shareholders have the right to participate in:

• Bonus issues

• Rights issues

• Stock splits or consolidation (if undertaken)

• Any other corporate restructuring, as approved by shareholders and regulators

Transferability of Shares

• Equity shares are freely transferable, subject to:

  • Applicable laws

  • Provisions of the Companies Act, 2013

  • SEBI regulations

  • Articles of Association

Rights to Information

Shareholders are entitled to receive:

• Annual Reports

• Audited financial statements

• Notices of general meetings

• Other statutory communications as required under law

Equal Ranking of Equity Shares

• All equity shares issued under the IPO will rank pari passu with existing equity shares in respect of:

  • Voting rights

  • Dividend entitlement

  • Distribution of assets