
Recode Studios IPO
BSELot: 800FMCG / Beauty & Personal Care
About Recode Studios
Recode Studios Limited is an Indian beauty and cosmetics company focused on affordable yet trend-driven beauty products targeted primarily at Indian consumers. The company appears positioned in the fast-growing mass-premium cosmetics segment, where consumers seek branded products at accessible prices. The company was incorporated as Recode Studios Private Limited on June 16, 2021, and later converted into a public limited company as Recode Studios Limited on September 16, 2025 ahead of its IPO plans.
Company Profile
Company History Timeline
Year | Milestone |
|---|---|
2021 | Incorporated as Recode Studios Private Limited |
2021–24 | Brand building, retail expansion, digital sales scaling |
2025 | Converted into Public Limited Company |
2026 | Filed Red Herring Prospectus for IPO |
Registered Office
R-89, Phase V, Focal Point, Ludhiana, Punjab – 141010
Core Business
The company operates in beauty and personal care through products such as:
Lipsticks
Foundations
Eyeliners
Kajal
Compact powders
Skin products
Beauty accessories
Other cosmetic SKUs
Strategic Positioning
Recode Studios targets:
Young consumers
Urban and semi-urban women
Value-conscious beauty buyers
Online shoppers
Influencer-led beauty audiences
Basic Details
Item | Details |
|---|---|
Legal Name | Recode Studios Limited |
CIN | U74999PB2021PLC053619 |
Original Name | Recode Studios Private Limited |
Incorporated On | June 16, 2021 |
Converted to Public Ltd | September 16, 2025 |
Registered Office | R-89, Phase V, Focal Point, Ludhiana, Punjab – 141010 |
Website |
What Company Does
Recode Studios is a cosmetics and beauty products company operating through branded consumer products. It caters to Indian mass-premium customers looking for affordable cosmetics.
Product Categories
Likely offerings include:
Category |
|---|
Lipsticks |
Foundations |
Kajal |
Eyeliners |
Face products |
Beauty accessories |
Personal care items |
Investor Meaning
This is not an industrial business. It is a brand business, where success depends on repeat customers, marketing efficiency, and product quality.
Industry Background and Market Environment
Indian Beauty & Personal Care Industry
India’s Beauty & Personal Care (BPC) market is among the fastest growing consumer segments.
Metric | Estimated Value |
|---|---|
India Beauty Market Size | ₹1.4 lakh crore+ |
CAGR (2024–2030) | 10%–12% |
Color Cosmetics CAGR | 12%+ |
E-commerce Share | Rapidly increasing |
Organized Market Share | Rising steadily |
Growth Drivers
1. Rising Disposable Income
Consumers increasingly spend on grooming and branded cosmetics.
2. Social Media Influence
Instagram, YouTube and short-video platforms have accelerated beauty product discovery.
3. Tier-2 / Tier-3 Penetration
Smaller cities are becoming major demand centers.
4. Women Workforce Participation
Higher economic participation boosts self-care spending.
5. Premiumization Trend
Consumers shift from unorganized local products to branded labels.
Key Competitors
Category | Examples |
|---|---|
Large FMCG | Lakmé, Maybelline, L’Oréal |
Digital First | Sugar, Mamaearth, Renee |
Regional Brands | Multiple local brands |
Import Brands | Korean / global cosmetics |
Future Outlook
India’s beauty market is expected to remain structurally strong due to demographics, digital adoption and rising aspiration spending.
Company Business Overview
Recode Studios functions as a cosmetics brand-led business. Instead of only being a manufacturer, it likely captures higher value through branding, packaging, product design, customer acquisition, and omni-channel distribution.
Value Chain Position
Stage | Role of Recode |
|---|---|
Product Development | Shade selection, formulas, packaging |
Manufacturing | Outsourced / third-party partners likely |
Branding | High importance |
Distribution | Retail + Online |
Marketing | Influencer/social media driven |
Consumer Sales | Direct and channel-based |
Revenue Channels
Website sales
E-commerce marketplaces
Retail stores
Distributors
Beauty resellers
Why This Matters
Brand-led cosmetic companies often command stronger margins than plain manufacturers if customer loyalty develops.
Key Regulations and Compliance Framework
Recode Studios operates in a regulated consumer products category.
Major Applicable Laws
Regulation | Importance |
|---|---|
Companies Act, 2013 | Corporate governance |
SEBI ICDR Regulations | IPO compliance |
Legal Metrology Act | Labeling / packaging |
GST Laws | Indirect tax compliance |
Drugs & Cosmetics Rules (where applicable) | Product standards |
BIS Standards | Product quality norms |
Consumer Protection Act | Claims / grievances |
Trademark Laws | Brand/IP protection |
Key Compliance Needs
Ingredient disclosure
MRP labeling
Expiry dates
Manufacturing batch traceability
Safe packaging norms
Tax filings
Marketplace compliance
Risk Profile
Investors should understand the real business risks.
Key Risks
Risk Type | Explanation |
|---|---|
Brand Risk | Consumer preferences can shift quickly |
Competition Risk | Strong competition from large and funded brands |
Dependency on Marketing | High ad spend may be needed |
Inventory Risk | Fashion shades may become obsolete |
Quality Risk | Any defective batch can hurt trust |
Regulatory Risk | Product claims can attract scrutiny |
Working Capital Risk | Inventory + receivables require funds |
SME Liquidity Risk | Post listing liquidity may be lower |
Promoters and Ownership Group
Promoters
Dheeraj Bansal
Rahul Sachdeva
Shelly Bansal
Shalini Trehan
Preeti Trehan
Karan Bansal
Interpretation
This appears to be a closely held promoter/family-led business structure, common in Indian consumer brands.
Promoter Role in Growth
Likely responsibilities include:
Promoter Group Role | Likely Function |
|---|---|
Business Strategy | Brand expansion |
Finance | Capital deployment |
Sales | Channel growth |
Product | New launches |
Operations | Vendor management |
Founder-led companies can be agile, but governance discipline becomes critical post listing.
Group Entities and Associate Companies
investors should assess:
Shared transactions with promoter-linked entities
Rent arrangements
Vendor/customer overlap
Trademark ownership
Loans/advances
Why It Matters
If promoter entities transact heavily with the listed company, investors should track arm’s-length pricing and transparency.
Typical Red Flags to Monitor
Area | Watchpoint |
|---|---|
Purchases | Concentration with related parties |
Sales | Artificial revenue dependence |
Loans | Interest-free funding issues |
Property Use | Promoter-owned premises |
Shared Staff | Cost allocation ambiguity |
Leadership Team and Key Executives
Position | Name |
|---|---|
Managing Director | Dheeraj Bansal |
CFO | Narinder Singh |
Company Secretary & Compliance Officer | Mukta Ahuja |
Leadership Importance
For an SME beauty company, execution matters more than size. Key management must handle:
New launches
Supply chain reliability
Cash discipline
Online growth
Retail expansion
Governance after IPO
Corporate Governance and Board Committees
Mentioned Committees
Committee | Purpose |
|---|---|
Audit Committee | Financial controls |
Nomination & Remuneration Committee | Executive compensation |
Stakeholders Relationship Committee | Investor grievances |
Governance Checklist for Investors
Independent directors strength
Internal audit quality
Related party approvals
Timely disclosures
Quarterly transparency
Legal Matters and Regulatory Proceedings
No material adverse matters are highlighted in the RHP provided by the company.
Financial Performance Overview
Profit & Loss Statement (₹ Crore)
Metric | FY23 | FY24 | FY25 |
|---|---|---|---|
Total Income | 22.44 | 36.94 | 47.94 |
EBITDA | 1.44 | 1.67 | 6.13 |
PBT | 0.93 | 0.38 | 4.43 |
PAT | 0.69 | 0.27 | 3.30 |
EPS (₹) | 0.88 | 0.34 | 4.06 |
Balance Sheet (₹ Crore)
Metric | FY23 | FY24 | FY25 |
|---|---|---|---|
Total Assets | 12.52 | 16.73 | 23.17 |
Net Worth | 5.19 | 5.47 | 8.77 |
Total Debt | 3.78 | 7.84 | 7.56 |
Growth Analysis
Revenue CAGR (FY23–FY25)
Revenue grew from ₹22.44 Cr to ₹47.94 Cr.
2-Year CAGR = ~46%
PAT Growth
PAT rose from ₹0.69 Cr to ₹3.30 Cr.
This is a sharp earnings improvement.
Borrowings and Financial Obligations
Debt Trend (₹ Crore)
Year | Debt |
|---|---|
FY23 | 3.78 |
FY24 | 7.84 |
FY25 | 7.56 |
Interpretation
Debt increased sharply during expansion phase in FY24
Slight improvement in FY25
IPO proceeds may reduce future borrowing need
Debt Risk View
Metric | View |
|---|---|
Debt/Equity FY25 | Moderate |
Rising Debt with Revenue Growth | Acceptable if margins sustain |
Cash Flow Position
Cash Flow Statement (₹ Crore)
Metric | FY23 | FY24 | FY25 |
|---|---|---|---|
Operating Cash Flow | (5.27) | (1.64) | 3.14 |
Investing Cash Flow | (0.81) | (1.84) | (1.00) |
Financing Cash Flow | 6.12 | 3.19 | (1.48) |
Cash Balance | 0.45 | 0.17 | 0.82 |
Interpretation
Very Important Positive Signal:
Operating Cash Flow turned positive to ₹3.14 Cr in FY25
That means business profits are converting into cash.
Earlier Years Negative CFO
Likely due to:
Inventory buildup
Expansion
Working capital stress
Important Financial Ratios
Ratio | FY23 | FY24 | FY25 |
|---|---|---|---|
EBITDA Margin | 6.66% | 4.81% | 13.10% |
PAT Margin | 3.08% | 0.73% | 6.91% |
ROE | 13.29% | 4.94% | 37.63% |
ROCE | 14.28% | 9.39% | 34.47% |
Debt/Equity | 0.73x | 1.43x | 0.86x |
What This Means
Massive Improvement in FY25
EBITDA margin nearly tripled vs FY24
ROE very strong at 37.63%
Debt/Equity improved
This suggests scaling benefits kicked in.
Management Discussion & Strategy
Current Growth Model
Public sources indicate:
24 physical stores
3 COCO stores
21 FOFO stores
6 warehouses across India
Strategic Strength
This means Recode is not only online. It has:
- Retail network
-Franchise model
- Warehousing backbone
-Omnichannel presence
Growth Drivers Ahead
Driver | Potential |
|---|---|
More franchise stores | High |
E-commerce growth | High |
New product launches | High |
Tier-2 expansion | Strong |
Purpose of IPO (Use of Funds)
Use of Funds | Benefit |
|---|---|
New Warehouse Facility | Better logistics |
Marketing & Advertising | Brand growth |
Working Capital | More inventory |
General Corporate Purposes | Flexibility |
Investor Meaning
These are growth-oriented uses, not distress repayment uses.
Share Capital and Ownership Structure
Confirmed Share Data
Metric | Shares |
|---|---|
Pre-Issue Shares | 81,41,144 |
Shares Issued | 28,23,354 |
Approx Post Issue Shares | 1,09,64,498 |
Meaning
IPO dilution is meaningful but promoters still retain control.
Shareholding Pattern
OFS Sellers
Name | Shares Sold |
|---|---|
Rahul Sachdeva | 1,06,400 |
Karan Bansal | 1,06,400 |
Preeti Trehan | 1,06,400 |
Interpretation
This is partial monetization, not promoter exit.
Dividend Policy
As a young growth-stage consumer company, Recode is more likely to prioritize:
Priority | Likely Focus |
|---|---|
Working capital | High |
Expansion | High |
Marketing spend | High |
Warehousing / distribution | High |
Cash dividend payout | Lower near term |
For an SME growth company, retaining profits is usually better than paying dividends in early years.
Dividend Probability
Time Horizon | Chance of Dividend |
|---|---|
1–2 Years | Low to Moderate |
3–5 Years | Moderate if profits sustain |
Rights of Equity Shareholders
Shareholder Rights
Right | Meaning |
|---|---|
Voting Rights | Vote on resolutions |
Dividend Rights | Receive declared dividends |
Bonus Rights | Eligible if announced |
Rights Issue Participation | If company raises rights capital |
Annual Report Access | Financial transparency |
Exit via Exchange | Sell after listing |
Minority Shareholder Importance
Post listing, governance and disclosures become enforceable through exchange norms.
Other Statutory and Regulatory Disclosures
Area | Importance |
|---|---|
Promoter background | Integrity |
Litigations | Risk |
Tax dues | Liability |
Capital history | Transparency |
Group companies | Conflict checks |
Risk factors | Investor caution |
Material contracts | Commitments |
Red Flags to Verify Before Applying
Checkpoint | Status Needed |
|---|---|
No serious promoter litigation | Preferable |
No major tax defaults | Preferable |
Clean auditor report | Essential |
Strong FY26 continuation | Important |
Fair valuation | Critical |