Icodex Publishing Solutions Ltd IPO

The IPO opens on 11 Aug 2025 & closes on 13 Aug 2025.

Icodex Publishing Solutions Limited was incorporated on May 28, 2018 as Icodex Publishing Solutions Private Limited', a Private Limited Company, issued by the Registrar of Companies, Central Registration Centre and was subsequently changed to Icodex Publishing Solutions Limited' vide fresh Certificate of Incorporation dated August 20, 2024 issued by the Central Processing Centre. The Company was incorporated to provide software products to the scholarly and academic publishing industry. It is engaged in the business of Software Product Development for Scholarly Publishing. The Software products help in publication of research papers, studies and academic articles; that help researchers, academicians, and scholars in their field of work. They specialize in a developing and providing publishing products and software, which support the publishing process, i.e., from manuscript preparation till print and digital content distribution. Apart from these, Company provide Business Process Management Services to support publishing process with activities like Quality assurance checks, editorial services and back-end support to their Global Publishing Client. It also provide IT support services including the installation of all kinds of hardware and peripherals and back-end support. These also include IT Infrastructure Management, Server Management, Offering Setup and Configuration of IT Systems. The software and services make it easier for publishers to handle the entire process of getting research ready for the world to read. Products that automate various tasks are involved in the process such as language checks, submission checks, copyediting, XML conversion, and layout design. These tools leverage Artificial Intelligence (AI) and machine learning (ML) to enhance accuracy, streamline processes, and adapt to evolving publishing needs. Company came up with the Initial Public Offering of 41,20,800 equity shares of face value of Rs 10 each, by raising funds aggregating to Rs 42.03 Crore, comprising a fresh issue of 33,96,000 equity shares amounting to Rs 34.63 Crore and offer for sale of 7,24,800 equity shares amounting to Rs 7.39 Crore in August 2025.

Icodex Publishing Solutions Ltd IPO will close on 13 Aug 2025.

<ul><li>Domain Expertise.</li><li>Experienced Management and Leadership Team.</li><li>Strong relationship with existing customers.</li><li>End to end publishing solution provider in the publishing ecosystem.</li><li>Technology Focused Business Model.</li></ul>

<table class="table"> <thead> <tr> <th>S.No</th> <th>Promoters Name</th> <th>Pre Issue Shares</th> <th>Pre Issue Percentage</th> <th>Post Issue Shares</th> <th>Post Issue Percentage</th> </tr> </thead> <tbody> <tr> <td>1</td> <td>Kamalakkannan Govindaraj</td> <td>5364447</td> <td>43.82</td> <td>5002047</td> <td>31.99</td> </tr> <tr> <td>2</td> <td>Chetan Shankarlal Soni</td> <td>5364447</td> <td>43.82</td> <td>5002047</td> <td>31.99</td> </tr> <tr> <td>3</td> <td>Kala Chetan Soni</td> <td>12001</td> <td>0.1</td> <td>12001</td> <td>0.08</td> </tr> <tr> <td>4</td> <td>Premkumar Chetan Soni</td> <td>12001</td> <td>0.1</td> <td>12001</td> <td>0.08</td> </tr> <tr> <td>5</td> <td>Arti Chetan Soni</td> <td>12001</td> <td>0.1</td> <td>12001</td> <td>0.08</td> </tr> <tr> <td>6</td> <td>Indira Govindaraj</td> <td>12001</td> <td>0.1</td> <td>12001</td> <td>0.08</td> </tr> <tr> <td>7</td> <td>Kalaivani Majumdar</td> <td>12001</td> <td>0.1</td> <td>12001</td> <td>0.08</td> </tr> <tr> <td>8</td> <td>Kanimozhi</td> <td>12001</td> <td>0.1</td> <td>12001</td> <td>0.08</td> </tr> </tbody> </table>

<ul><li>The company is highly dependent on few customers for its business and revenues. Loss of relationship with any of these customers may have a material adverse effect on its profitability and results of operations of the Company.</li><li>Substantial portion of its revenues is dependent on a Global Publishing Company based out of United States of America (USA). Any economic slowdown and/or any other factor affecting the economy of USA may have an adverse impact on its business. Further any change in the Government regulations and policies vis-à-vis supply of services to USA may have a material adverse effect on its profitability and results of operations.</li><li>The company has entered into business agreements / service agreements with its customers which contain Termination clause. In the event of any breach of obligations or covenants in the agreements, it may lead to termination of its service agreements with the company customers which in turn may result in loss of business, profitability and operations of the Company.</li><li>The Company is exposed to foreign currency exchange risks, which its may not be able to manage effectively. Currency exchange rate fluctuations could adversely affect the company financial results.</li><li>The company operates out of a co-working space and the company does not own the business premises where its registered office is situated.</li><li>The Company's success depends largely upon its skilled professionals and its ability to attract and retain these personnel. The industry where the Company operates is a highly skilled and technical employee intensive industry.</li><li>There have been instances of delay in filing of statutory and regulatory dues in the past with the various Government authorities.</li><li>Outstanding litigations pending against the Company, Directors, Promoters, and Group companies.</li><li>Its logo is not registered with Registrar of Trademark; any infringement of its brand name or failures to get it registered may adversely affect the compay business. Further, any kind of negative publicity or misuse of its brand name could hamper the company brand building efforts and its future growth strategy could be adversely affected.</li><li>Increase in Employee Salaries in India may prevent it from sustaining the company competitive advantage and may reduce its profit margin.</li><li>The Company operates in a highly competitive environment. Any failures to compete effectively may have a material adverse effect on its business, financial and results of operations.</li><li>Significant disruptions in its information technology systems, cyber threats or breaches of data security could affect its business and reputation.</li><li>Substantial portion of its objects of the Issue comprises of purchase of new office space. Within the parameters as mentioned in the chapter titled "Objects of the Issue" beginning on page 76 of this Draft Red Herring Prospectus, the Company's management will have flexibility in applying the proceeds of this Issue. The fund requirement and deployment mentioned in the Objects of this Issue have not been appraised by any bank or financial institution.</li><li>Its business will suffer if the company fails to anticipate and develop new services and enhance existing services in order to keep pace with rapid changes in technology and the industries on which the company focus.</li><li>The Promoter Selling Shareholders, will receive the entire proceeds from the Offer for Sale. its Company will not receive or benefit from any proceeds from the Offer for Sale.</li><li>The Company has entered into related party transactions in the past and may continue to enter into related party transactions in the future, which may potentially involve conflicts of interest with the equity shareholders.</li><li>The Company has recently transited from a private to a public company. The process for updating the details of the Company across all portals and platform is underway and any delay in such updation may make the company liable to penalties or regulatory action.</li><li>Its Promoters does not have prior experience in handling higher business volume.</li><li>If the company is unable to keep abreast with new products and service introductions, and evolving industry standards, its business and financial condition may be adversely affected. Further, the company will also incur costs associated with replacing obsolete products and technologies.</li><li>The company requires working capital for its smooth day-to-day operations of business and any discontinuance or its inability to acquire adequate working capital timely and on favorable terms may have an adverse effect on its operations, profitability and growth prospects.</li><li>The company failures to compete effectively against existing and new competitors, could adversely affect its market share, business, financial condition, results of operations and prospects.</li><li>The company ability to pay dividends in the future will depends upon future earnings, financial condition, cash flows, working capital requirements and capital expenditures.</li><li>Its Promoters and Promoter Group will continue to retain significant control in the Company, which will allow them to influence the outcome of matters submitted to shareholders for approval.</li><li>An inability to maintain adequate insurance cover in connection with its business may adversely affect the company operations and profitability.</li><li>The implementation process of solutions may in some cases be time consuming, and any failures to satisfy its clients or perform as desired could harm the company business, results of operations, and financial condition.</li><li>There is no monitoring agency appointed by the Company and the deployment of funds are at the discretion of its Management and the company Board of Directors, though it shall be monitored by its Audit Committee.</li><li>In addition to normal remuneration or benefits and reimbursement of expenses, some of its directors and key managerial personnel are interested in the Company to the extent of their shareholding, and dividend entitlement in the Company.</li><li>If the company is unable to source business opportunities effectively, its may not achieve the company financial objectives.</li><li>Its actual results could differ from the estimates and projections used to prepare its financial statements.</li><li>If the company fails to maintain an effective system of internal controls, its may not be able to successfully manage, or accurately report, the company financial risks.</li><li>As of now, the company has not conducted independent Information Technologies Audit (IT Audit) from any certified IT Auditor. Non- adherence of such audit could create threat on its corporate assets and data integrity.</li><li>The company sales cycles can be long and unpredictable, and its sales efforts requires considerable time and expense. As a result, its sales, billings and revenue are difficult to predict and may vary from period to period.</li><li>The company may not be successful in implementing its business strategies.</li><li>The company could be harmed by employee misconduct or errors that are difficult to detect and any such incidences could adversely affect its financial condition, results of operations and reputation.</li><li>Managing employee benefit pressures in India may prevent it from sustaining the company competitive advantage which could adversely affect its business prospects and future financial performance.</li><li>In the event there is any delay in the completion of the Issue, there would be a corresponding delay in the completion of the objects / schedule of implementation of this Issue which would in turn affect its revenues and results of operations.</li><li>The company has not made any alternate arrangements for meeting its capital requirements for the Objects of the Issue. Further the company has not identified any alternate source of financing the Objects of the Issue. Any shortfall in raising / meeting the same could adversely affect its growth plans, business operations and financial condition.</li><li>The requirements of being a public listed company may strain its resources and impose additional requirements.</li><li>Industry information included in this Draft Red Herring Prospectus has been derived from publicly available information. There can be no assurance that such third-party statistical, financial and other industry information is either complete or accurate.</li><li>An investment in the Equity Shares is subject to general risk related to investments in Indian Companies.</li><li>Any variation in the utilization of the Net Proceeds of the Issue as disclosed in this Draft Red Herring Prospectus shall be subject to certain compliance requirements, including prior Shareholders' approval.</li><li>The Issue Price of the Equity Shares may not be indicative of the market price of the Equity Shares after the Issue.</li><li>Its Equity Shares have never been publicly traded, and, after the Issue, the Equity Shares may experience price and volume fluctuations, and an active trading market for the Equity Shares may not develop. Further, the price of the Equity Shares may be volatile, and you may be unable to resell the Equity Shares at or above the Issue Price, or at all.</li><li>There is no guarantee that the Equity Shares issued pursuant to the Issue will be listed on the SME platform of BSE Ltd (BSE SME) in a timely manner or at all.</li><li>Any future issuance of Equity Shares may dilute your shareholding and sale of its Equity Shares by the company Promoters or other shareholders may adversely affect the trading price of the Equity Shares.</li><li>There are restrictions on daily weekly monthly movement in the price of the equity shares, which may adversely affect the shareholder's ability to sell for the price at which it can sell, equity shares at a particular point in time.</li><li>Investors may be subject to Indian taxes arising out of capital gains on the sale of the Equity Shares.</li><li>The price of its Equity Shares may be volatile, or an active trading market for the company Equity Shares may not develop.</li><li>Foreign investors are subject to foreign investment restrictions under Indian law that limits its ability to attract foreign investors, which may adversely impact the market price of the Equity Shares.</li><li>The Company's customers operates in various industry segments/verticals and fluctuations in the performance of the industries in which the customers operates may result in a loss of customers, a decrease in the volume of work undertake or the price at which the company offer its products.</li><li>If the company fails to keep its technical knowledge and process know-how confidential, the company may suffer a loss of its competitive advantage.</li><li>Success of its business is substantially dependent on the company Promoters for the continued success of its business through their continuing services and strategic guidance and Senior Managerial Personnel and the company inability to retain them could adversely affect its business and operations</li><li>The company operates out of a co-working space and the company does not own the business premises where its registered office is situated.</li><li>The Company's success depends largely upon its skilled professionals and its ability to attract and retain these personnel. The industry where the Company operates is a highly skilled and technical employee intensive industry.</li><li>There have been instances of delay in filing of statutory and regulatory dues in the past with the various Government authorities.</li><li>There have been some discrepancies and errors in its statutory filings with the Registrar of Companies (RoC) and other compliance requirement under the Companies Act, 2013.</li><li>Outstanding litigations pending against the Company, Directors, Promoters, and Group companies.</li><li>The Company has made application for registration of logo with Registrar of Trademark; any infringement of its brand name or failure to get it registered may adversely affect the company business. Further, any kind of negative publicity or misuse of its brand name could hamper the company brand building efforts and its future growth strategy could be adversely affected.</li><li>Increase in Employee Salaries in India may prevent it from sustaining the company competitive advantage and may reduce its profit margin.</li><li>The Company operates in a highly competitive environment. Any failures to compete effectively may have a material adverse effect on its business, financial and results of operations.</li><li>Significant disruptions in its information technology systems, cyber threats or breaches of data security could affect the company business and reputation.</li><li>The company is proposing to purchase a new office space with the proceeds from the Fresh issue. Within the parameters as mentioned in the chapter titled "Objects of the Offer" beginning on page 81 of this Red Herring Prospectus, the Company's management will have flexibility in applying the proceeds of this Offer. The fund requirement and deployment mentioned in the Objects of this Offer have not been appraised by any bank or financial institution.</li><li>Its business will suffer if the company fails to anticipate and develop new services and enhance existing services in order to keep pace with rapid changes in technology and the industries on which the company focus.</li><li>The Promoter Selling Shareholders, will receive the entire proceeds from the Offer for Sale. The Company will not receive or benefit from any proceeds from the Offer for Sale.</li><li>The Company has entered into related party transactions in the past and may continue to enter into related party transactions in the future, which may potentially involve conflicts of interest with the equity shareholders.</li><li>Its Promoters does not have prior experience in handling higher business volume. If the company is unable to manage its growth effectively and develop the company strategic plan effectively, its business and prospects may be materially and adversely affected.</li><li>If the company is unable to keep abreast with new products and service introductions, and evolving industry standards, its business and financial condition may be adversely affected. Further, the company will also incur costs associated with replacing obsolete products and technologies.</li><li>The company requires working capital for its smooth day-to-day operations of business and any discontinuance or its inability to acquire adequate working capital timely and on favorable terms may have an adverse effect on its operations, profitability and growth prospects.</li><li>The company failures to compete effectively against existing and new competitors, could adversely affect its market share, business, financial condition, results of operations and prospects.</li><li>Its ability to pay dividends in the future will depends upon future earnings, financial condition, cash flows, working capital requirements and capital expenditures.</li><li>Its Promoters and Promoter Group will continue to retain significant control in the Company, which will allow them to influence the outcome of matters submitted to shareholders for approval.</li><li>An inability to maintain adequate insurance cover in connection with the business may adversely affect its operations and profitability.</li><li>The implementation process of solutions may in some cases be time consuming, and any failures to satisfy the company clients or perform as desired could harm its business, results of operations, and financial condition.</li><li>In addition to normal remuneration or benefits and reimbursement of expenses, some of its directors and key managerial personnel are interested in the Company to the extent of their shareholding, and dividend entitlement in the Company.</li><li>If the company is unable to source business opportunities effectively, its may not achieve the company financial objectives.</li><li>Its actual results could differ from the estimates and projections used to prepare the company financial statements.</li><li>If the company fails to maintain an effective system of internal controls, its may not be able to successfully manage, or accurately report, the company financial risks.</li><li>As of now, the company has not conducted independent Information Technologies Audit (IT Audit) from any certified IT Auditor. Non-adherence of such audit could create threat on its corporate assets and data integrity.</li><li>Its sales cycles can be long and unpredictable, and the company sales efforts require considerable time and expense. As a result, its sales, billings and revenue are difficult to predict and may vary from period to period.</li><li>Its may not be successful in implementing the company business strategies.</li><li>The company could be harmed by employee misconduct or errors that are difficult to detect and any such incidences could adversely affect its financial condition, results of operations and reputation.</li><li>Managing employee benefit pressures in India may prevent us from sustaining its competitive advantage which could adversely affect the company business prospects and future financial performance.</li><li>In the event there is any delay in the completion of the Offer, there would be a corresponding delay in the completion of the objects / schedule of implementation of this Offer which would in turn affect its revenues and results of operations.</li><li>The company has not made any alternate arrangements for meeting its capital requirements for the Objects of the Offer. Further the company has not identified any alternate source of financing the Objects of the Offer. Any shortfall in raising / meeting the same could adversely affect its growth plans, business operations and financial condition.</li><li>The requirements of being a public listed company may strain its resources and impose additional requirements.</li><li>Industry information included in this Red Herring Prospectus has been derived from publicly available information. There can be no assurance that such third-party statistical, financial and other industry information is either complete or accurate.</li><li>An investment in the Equity Shares is subject to general risk related to investments in Indian Companies.</li><li>Any variation in the utilization of the Net Proceeds of the Offer as disclosed in this Red Herring Prospectus shall be subject to certain compliance requirements, including prior Shareholders' approval.</li><li>The Offer Price of the Equity Shares may not be indicative of the market price of the Equity Shares after the Offer.</li><li>Its Equity Shares have never been publicly traded, and, after the Offer, the Equity Shares may experience price and volume fluctuations, and an active trading market for the Equity Shares may not develop. Further, the price of the Equity Shares may be volatile, and you may be unable to resell the Equity Shares at or above the Offer Price, or at all.</li><li>There is no guarantee that the Equity Shares issued pursuant to the Offer will be listed on the SME platform of BSE Ltd (BSE SME) in a timely manner or at all.</li><li>Any future issuance of Equity Shares may dilute your shareholding and sale of its Equity Shares by the company Promoters or other shareholders may adversely affect the trading price of the Equity Shares.</li><li>There are restrictions on daily weekly monthly movement in the price of the equity shares, which may adversely affect the shareholder's ability to sell for the price at which it can sell, equity shares at a particular point in time.</li><li>Investors may be subject to Indian taxes arising out of capital gains on the sale of the Equity Shares.</li><li>The price of its Equity Shares may be volatile, or an active trading market for the company Equity Shares may not develop.</li><li>Foreign investors are subject to foreign investment restrictions under Indian law that limits its ability to attract foreign investors, which may adversely impact the market price of the Equity Shares.</li><li>The Company's customers operate in various industry segments/verticals and fluctuations in the performance of the industries in which the customers operate may result in a loss of customers, a decrease in the volume of work undertake or the price at which the company offer its products.</li><li>If the company fails to keep its technical knowledge and process know-how confidential, its may suffer a loss of the company competitive advantage.</li></ul>

The Issue type of Icodex Publishing Solutions Ltd is Book Building - SME.

The minimum application for shares of Icodex Publishing Solutions Ltd is 2400.

The total shares issue of Icodex Publishing Solutions Ltd is 4120800.

Initial public offer of 41,20,800 equity shares of face value of Rs. 10/- each ("Equity Shares") of Icodex Publishing Solutions Limited (the "Company" or the "Issuer") for cash at a price of Rs.102/- per equity share including a share premium of Rs.92/- per equity share (the "Offer Price") aggregating to Rs. 42.03 crores ("the Issue") comprising of a fresh offer of 33,96,000 equity shares aggregating to Rs. 34.64 crores (the "Fresh Offer") and an offer for sale of 7,24,800 equity shares by the promoter selling shareholders ("Offer for Sale") aggregating to Rs. 7.39 crores of which 2,06,400 equity shares aggregating to Rs. 2.11 crores will be reserved for subscription by market maker to the issue (the "Market Maker Reservation Portion"). The issue less the market maker reservation portion i.e. Net Offer of 39,14,400 equity shares aggregating to Rs. 39.93 crores (the "Net Offer"). The offer and the net offer will constitute 26.35 % and 25.03 % respectively of the post issue paid up equity share capital of the company.