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Intellius Recode IPO

Intellius Recode Limitedrecodesolutions.com

AnnouncedMainboardInformation TechnologyBSE · NSE
Price band
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Face value ₹10.00

Issue size
—

Split not disclosed

Lot size
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Bidding
—

Listing date to be set

Grey market
—

No quote recorded

Market data to 27 Oct 2026. Company figures are as filed, sourced 27 Oct 2026. Every figure’s origin is listed under Sources.

The question this issue poses

In one sentence

Intellius Recode's restated record is a US consulting business that has never earned revenue from the product the IPO is for, so the question this offer poses is whether ₹816.14 million spent building agentic-AI Digital Workers - ₹384.81 million of it paid to the company's own US subsidiary - can replace a consulting book whose revenue fell from ₹79.88 Cr to ₹70.79 Cr in FY25 after its largest customer went bankrupt.

IPOVista score

How this issue scores, and why

Every pillar opens to show the raw metric, the curve it was mapped through, the sub-score and its weight. Disagree with the weighting if you like — the arithmetic is all here.

57Balanced
IPOVista score 57 out of 100, graded Balanced.

IPOVista score

Profitable but slow-growing

60% of the scoring model was backed by disclosed data for Intellius Recode, giving medium confidence. Weights for anything missing were redistributed rather than scored as zero.

How this score is built
PillarScoreWeight

Below the line: market sentiment. Capped at 8 of 100 points so a hot grey market can tilt a score but never carry one.

The IPOVista Score is a transparent summary of disclosed fundamentals and issue terms. It is research, not investment advice, and it cannot predict listing performance.

The company

What the business actually does

Founded 2018 · Chennai, Tamil Nadu · 167 employees · part of ReCode Solutions Inc. (corporate promoter and holding company, Texas)

Intellius Recode is a Chennai-based technology services company that sells almost entirely into the United States. All of its restated revenue to date comes from technology consulting - data and analytics, enterprise robotic process automation, integration and DevOps, quality assurance and digital commerce - delivered from India, partly through custom programming and partly by implementing and reselling third-party enterprise software. Customer contracts are held mainly by its Texas subsidiary, Intellius Recode Solutions, Inc., which acquired the consulting business of the corporate promoter, ReCode Solutions Inc., under a business transfer agreement dated 30 June 2025; the United States supplied 99.42% of FY25 revenue from operations. The second vertical the company is building, and the one the IPO funds, is 'Digital Workers': proprietary agentic-AI software agents meant to perform defined business roles across front, mid and back-office functions. At 30 September 2025 these had been deployed in one pilot, whose ₹1.76 million of income was capitalised rather than booked as revenue; five computer-vision Digital Workers were bought from the group company KamerAI Private Limited on 26 December 2025 for ₹5.00 million. The DRHP says seven Digital Workers had been developed by its date. Named customers include SEG Holdings LLC, Toyoda Gosei South India, BPS Global (Aus) and Toyota Tsusho Corporation.

Consulting billed to a handful of large US accounts, moving from hourly billing towards milestone-based managed services. Revenue from operations was ₹69.56 Cr in FY23, ₹79.88 Cr in FY24 and ₹70.79 Cr in FY25, and ₹29.02 Cr in the six months to September 2025. The DRHP attributes part of the FY25 fall to the closure of its largest customer, which filed for bankruptcy in July 2024. It does not name that customer; the top customer supplied 55.84% of FY24 revenue and 35.41% of FY25. The cost base is people and licences: employee benefits were ₹29.07 Cr and licence purchases ₹11.61 Cr in FY25, leaving a disclosed 15.67% EBITDA margin. The mix inside consulting has shifted sharply - data and analytics went from 12.75% of revenue in FY23 to 44.79% in the September 2025 half, while digital commerce fell from 23.00% to 0.29%. The plan is to turn a services company into a software one: ₹816.14 million of the ₹1,170 million fresh issue goes to building Digital Workers, ₹384.81 million of it paid as sub-contracting fees to the company's own US subsidiary for engineers hired there.

Where the revenue comes from

Share of revenue by business line, latest full year

  • Data & analytics35.0%
  • Enterprise RPA28.2%
  • Integration, development & operation24.1%
  • Quality assurance7.7%
  • Digital commerce5.0%

Hover or focus a segment for its share and what it covers.

Who buys from it

SEG Holdings, LLCToyoda Gosei South India Private LimitedBPS Global (Aus) Pty LtdToyota Tsusho Corporation

Customers named in the prospectus or by the company. A short list is not automatically a risk, but concentration is — check the customer-concentration risk factor before assuming a marquee name means stability.

Where it operates

  • Registered and corporate office1

    IG-3 Infra IT SEZ, Thoraipakkam, Chennai

Markets served

United StatesIndia

Who runs it

  • Prasanna Srinivasan RamaswamyChairman and Non-Executive Director · since 2018Promoter; with the company since incorporation and chairman from 26 December 2025. President and director of both ReCode Solutions Inc. and the US subsidiary; chartered accountant.
  • Pradeep JeyarajManaging Director · since 2025With the company since 2 May 2019, redesignated managing director on 7 October 2025; previously at Cognizant, BA Continuum India and Infosys. Holds 500,500 shares.
  • Sivathanupillai Adhikesaven NadarajapillaiNon-Executive Director · since 2018Promoter; with the company since incorporation. Secretary and director of ReCode Solutions Inc. and the US subsidiary, responsible for the Digital Worker product portfolio.
  • Sudha DesaiIndependent Director · since 2025
  • Arindam Ajit BhattacharyaIndependent Director · since 2025
  • Ravichandran SrinivasanIndependent Director · since 2025
  • Tejeswini RaoChief Financial Officer
  • Achuthan RamanCompany Secretary and Compliance Officer

The company on paper

Legal name
Intellius Recode Limited
IncorporatedThe legal entity is often incorporated years before the brand you know, and may have traded under another name first
9 Jul 2018
CINCorporate Identity Number — the unambiguous handle for looking this company up at the MCA
U72900TN2018PLC123591
Parent group
ReCode Solutions Inc. (corporate promoter and holding company, Texas)
Sector
Information Technology · Technology consulting and agentic-AI 'Digital Worker' software for US enterprises
Employees
167
Registered office
2nd Floor, Module 6, North Block, Phase II, IG-3 Infra Ltd IT SEZ, Pallavaram, Thoraipakkam, Chennai 600 097, Tamil Nadu
Statutory auditorWho signed the restated financial information
PKF Sridhar and Santhanam LLP, Chartered Accountants
Promoters
ReCode Solutions Inc., Prasanna Srinivasan Ramaswamy, Sivathanupillai Adhikesaven Nadarajapillai

The numbers

Financial performance

Revenue has compounded at 0.9% a year across the 3 reported financial years.

Revenue and profit

Figures in ₹ crore, as reported in the prospectus. Interim quarters are not annualised.

  • Revenue
  • Profit after tax

Margin trend

Profit and operating margin as a percentage of revenue

  • Net margin
  • EBITDA margin

Net worth and borrowings

At each period end, in ₹ crore. Gearing below each period is borrowings over net worth, from these same figures.

  • Net worth
  • Total borrowings

Profit against cash generated

Profit after tax and net cash from operating activities, in ₹ crore. The figure under each period is cash generated per ₹100 of profit.

  • Profit after tax
  • Operating cash flow

Above 100% the business collects more cash than it books as profit. Persistently below it, growth is being funded out of working capital.

The price

Valuation

Ratios as disclosed in the prospectus, calculated at the upper end of the price band. P/E is always shown on post-issue earnings so issues stay comparable with each other.

P/E at the band, post-issue
Not priced yet

No price band has been fixed yet, so there is no multiple to quote

Median P/E of its named peers
17.8×

6 of the 7 listed companies the prospectus names — the other discloses no multiple

What you pay

Earnings and sales behind one share, and the multiple the band asks for them.

EPS, pre-issue (FY25)
₹8.17
EPS, post-issueNot disclosed, so computed from FY25 profit after tax and the disclosed share count — this is the figure the multiple above is built on
₹8.17
Price / sales
—
Net asset value per shareBook value behind one share — a floor, not a target
₹10.02

What it earns on what it has

Returns and margins on FY25. These are the figures that say whether the multiple above is deserved.

Return on net worthAs disclosed in the prospectus, on its own formula — Indian issuers define RoNW on average net worth, not closing.
110.2%
Return on capital employed
45.5%
EBITDA margin
15.7%
Net margin
11.6%

What it owes

Gearing at the latest balance-sheet date.

Debt to equityAs disclosed in the prospectus. Issuers divide by total equity, which includes non-controlling interests — a wider base than the net worth used for RoNW.
1.26×

Valuation against listed peers

P/E against operating margin

The peer table does not carry both a P/E and an operating margin for enough companies to plot.

The terms

How the issue is structured

Fresh issueNew shares — proceeds go to the company
₹117 Cr
Offer for saleExisting shares — proceeds go to the selling shareholders
—
Total issue size
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Shares offered in the OFS
12,90,000
Pre-issue shares outstanding
1,00,10,000
Employee discount
—

Who the shares are reserved for

Share of the net offer set aside for each investor category

75%QIB

Select a category to see who bids in it and how allotment works there.

Percentages are of the net offer, which excludes any employee or shareholder reservation.

Use of proceeds

Stated objects of the fresh issue, largest first

Funding cost for development of Digital Workers by the company (₹152.54 million in Fiscal 2027, ₹278.79 million in Fiscal 2028)

₹43 Cr

Payment of sub-contracting fees for development of Digital Workers, payable to the company's wholly owned US subsidiary, Intellius Recode Solutions, Inc. (₹96.20 million in Fiscal 2027, ₹288.61 million in Fiscal 2028)

₹38 Cr
  • General corporate purposes, capped at 25% of the gross proceeds of the fresh issue — amount not quantified in the prospectus

Hover or focus an object to see whether that spending grows the business or repairs the balance sheet.

100% of the quantified proceeds is earmarked for growth; the rest repairs the balance sheet or is unallocated.

Who owns it before the issue

8 holders of record. Percentages are of pre-issue paid-up equity, as stated in the offer document.

86.83%ReCode Solutions Inc.

Pre-issue. The offer document leaves the post-issue column to be filled at the prospectus stage, so it is not shown here.

Demand

What the market is bidding

Subscription is hard exchange data. Grey-market premium is not — it is an unofficial quote, shown because readers want it and labelled because it deserves the label.

Subscription by category

Cumulative bid multiples

No dates have been set yet, so bidding has not opened.

Grey market premium

Unofficial over-the-counter sentiment

No grey-market quotes have been recorded for this issue.

Work it out

What this means for one application

Three calculations, each stating the assumption it rests on.

What one application costs

Shares are applied for in whole lots at the cut-off price. The full amount is blocked in your bank account under ASBA, not debited, until allotment.

The lot size and price band are not fixed yet, so there is nothing to calculate.

Odds of getting an allotment

When the retail category is oversubscribed, SEBI requires a lottery for the minimum lot. Every application has the same chance, whatever its size.

Retail subscription figures are not available yet, so there is nothing to estimate from.

What the grey market implies

Arithmetic on an unofficial quote. The grey market has no clearing house and no obligation to settle — this is sentiment made numeric, not a forecast.

No grey-market quote has been recorded for this issue.

Our read

The case for and against

Grounded only in figures disclosed in the prospectus. This is analysis, not a recommendation.

What works

  • Consistently profitable on a restated basis: profit after tax of ₹4.14 Cr in FY23, ₹9.25 Cr in FY24 and ₹8.18 Cr in FY25, with a disclosed EBITDA margin that rose from 10.63% in FY23 to 15.67% in FY25.
  • The consulting mix has moved toward higher-value work: data and analytics went from 12.75% of revenue from operations in FY23 to 34.96% in FY25 and 44.79% in the September 2025 half, with enterprise RPA at 42.24% of the half.
  • Operating cash flow has been positive in every period disclosed - ₹7.57 Cr in FY23, ₹13.24 Cr in FY24, ₹3.12 Cr in FY25 and ₹6.89 Cr in the September 2025 half.
  • Concentration is easing from extreme levels: the top customer supplied 66.06% of revenue in FY23, 55.84% in FY24, 35.41% in FY25 and 21.15% in the September 2025 half.
  • Disclosed return measures are high - return on equity of 110.23% and return on capital employed of 45.54% in FY25 - though see the watch items on how the equity base was formed.
  • The promoters run delivery and product themselves: the chairman and the non-executive promoter director have been with the company since incorporation, and the managing director brings over 21 years at Cognizant, BA Continuum India and Infosys.

What to weigh against it

  • Revenue from operations fell from ₹79.88 Cr in FY24 to ₹70.79 Cr in FY25, which the DRHP attributes in part to the closure of its largest customer after a bankruptcy filing in July 2024. The top customer had supplied 55.84% of FY24 revenue.
  • The IPO funds a product with no revenue history. At 30 September 2025 Digital Workers had been deployed in a single pilot whose ₹1.76 million of income was capitalised, and the computer-vision Digital Workers came from the group company KamerAI for ₹5.00 million in December 2025.
  • ₹384.81 million of the proceeds is payable as sub-contracting fees to the company's wholly owned US subsidiary for engineers it will hire in the US, under an agreement dated 27 March 2026 - the same day as the DRHP. The objects have not been appraised by any bank or financial institution.
  • Almost all revenue comes from one country through one subsidiary: the United States supplied 99.42% of FY25 revenue from operations, and customer contracts sit mainly with the Texas subsidiary, whose business is still partly run through the promoter ReCode Solutions Inc. during a transition the restated notes attribute to procedural delays.
  • Concentration remains very high: the top ten customers supplied 93.97% of FY25 revenue and 91.15% of the September 2025 half, and most are unnamed because consents were not received.
  • Working capital has stretched: disclosed days sales outstanding rose from 73 in FY23 to 109 in FY25 and 121 in the September 2025 half, and days payable outstanding from 63 to 141 to 213.
  • Borrowings went from nil at 31 March 2023 to ₹58.00 million at 31 March 2025 and ₹83.45 million at 30 September 2025.
  • The company has compounded several Companies Act violations, including the appointment of a relative of a director and promoter as statutory auditor between 2018 and 2020, for which the company and its erstwhile directors paid ₹0.50 million and ₹1.52 million.
  • ReCode Solutions Inc. sells up to 1,290,000 shares in the offer for sale at a disclosed weighted average cost of acquisition of nil.

Easy to miss in the prospectus

  • The history is a reconstruction. The US consulting business was transferred from the promoter ReCode Solutions Inc. to the subsidiary on 30 June 2025 for $10, and because both were under common control the restated accounts present it as if it had always been part of the group. Its profit after tax - ₹52.43 million in FY23, ₹90.75 million in FY24 and ₹28.49 million in FY25 - is in the restated profit but was eliminated from equity, appearing in the cash flow statement as 'profit adjustment relating to business combination'. That is why total equity was only ₹100.26 million at 31 March 2025 against restated FY25 profit of ₹81.80 million, and why return on equity reads 110.23%.
  • The disclosed net debt to total equity of 1.26 times for FY25 does not match its own stated definition. At 31 March 2025 borrowings were ₹58.00 million and cash ₹0.33 million against total equity of ₹100.26 million, which gives a ratio well under 1; the disclosed 1.26 is reproduced only if lease liabilities of ₹68.76 million are counted as debt.
  • Promoter holding is left blank. The DRHP states the promoters held 86.84% of fully diluted capital at its date; on 22 October 2026 ReCode Solutions Inc. sold 543,802 shares, 5.43% of pre-offer capital, to seven buyers at ₹331 a share, as disclosed in a notice to investors dated 23 October 2026. The two percentages are on different share bases, and no filing prints the holding after the sale.
  • That ₹331-a-share secondary sale is a recent private transaction by the promoter on the record; it is not an offer price.
  • Pre-issue shares are left blank. 10,010,000 equity shares were outstanding at the date of the DRHP, rising to 10,951,166 assuming conversion of outstanding CCPS, whose conversion price the DRHP says is not yet determinable.
  • The DRHP is dated 27 March 2026 and its latest restated period ends 30 September 2025. The draft must be updated with newer accounts before an RHP can be filed.
  • The issue is made under Regulation 6(2) because the company does not meet the profitability and net-tangible-asset tests of Regulation 6(1), which normally means at least 75% of the offer goes to QIBs.
  • The peer table mixes Indian IT services companies priced on 28 February 2026 with NICE and C3.ai priced at their own fiscal year-ends, and its revenue column is total revenue rather than revenue from operations. C3.ai is loss-making, so its P/E is blank.
  • Market and industry claims come from a Frost & Sullivan report the company commissioned and paid for in connection with the offer.

Straight from the filing

Read it yourself

Every figure on this page comes out of these. Go and check them.

The paperwork

Who is running the issue

Lead managers
Inga Ventures Private Limited
RegistrarAllotment status is checked on the registrar's own site
MUFG Intime India Private Limited (formerly Link Intime India Private Limited)

How these figures were checked

Reconciled to Intellius Recode's own prospectus and to exchange disclosures. Where a stated ratio disagreed with the line items it should come from, the disagreement was settled against the prospectus itself.

The prospectus is the authoritative document. Check anything that matters against it before you act.

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