Neochem Bio Solutions Ltd IPONEOCHEM

The IPO opens on 02 Dec 2025 & closes on 04 Dec 2025.

Neochem Bio Solutions Limited was originally formed as a partnership firm as a trading entity in the name of 'M/s Vinayak Dyes & Chemical Industries', pursuant to Deed of Partnership dated March 06, 1978 for carrying on the business of colour, chemicals and auxiliaries. Vinayak Dyes & Chemical Industries was changed to 'Neochem Technologies' with effect from January 6, 2006 and further the firm was converted from Firm to Private Company from Registrar of Companies, Ahmedabad at Gujarat on June 6, 2017 as 'Neochem Technologies Private Limited'. Furthermore, the name of Company was changed from Neochem Technologies Private Limited to Neochem Bio Solutions Private Limited and Certificate of Name change dated March 18, 2025, was received by the Company. Subsequently, status was was converted into a public limited company and the name of Company was changed to 'Neochem Bio Solutions Limited'. A fresh certificate of Incorporation dated April 15, 2025, was issued by the Registrar of Companies, Central Processing Centre. The Company commenced manufacturing operations in 1981 with the production of acrylic emulsions and pigment dispersions. Over the subsequent two decades, the business was expanded in textile auxiliaries, with an emphasis on developing eco-friendly formulations followed by application based products for various industries such as home and personal care, industrial & institutional cleaning, water treatment, construction, paints & coating, paper & pulp, rubber and specialty chemicals for dye & pigments. Company is engaged in the business of manufacturing specialty performance chemicals with a diverse portfolio of over 350 customized formulations across four primary product segments such as (i) Polymers, (ii) Surfactants, (iii) Silicones, and (iv) Esters & bio-based sustainable solutions. The production facility is operated with an installed capacity of 22,000 MTPA at Moraiya, Ahmedabad. The Company established its first facility at Isanpur, Narol to manufacture textile auxiliaries and pigment emulsions in 1982. It launched institutional and industrial cleaning chemical products in 2019. The Company was merged with Protek Korchem Private Limited (PKPL) in FY22. The Company diversified the activities into global business in countries like Vietnam, Singapore, Canda, Australia, Indonesia etc. in 2023. In 2024, Company launched home and personal care ingredients product. Company is planning the IPO of 47,50,000 equity shares of face value of Rs 10 each through fresh issue.

Neochem Bio Solutions Ltd IPO will close on 04 Dec 2025.

<ul><li>Integrated and flexible manufacturing operations for sustainable formulations enabling customized supply.</li><li>Strong understanding of applied chemistries for diverse end-use industries.</li><li>Established long-standing relationships with customers across end-use industries.</li><li>Research and development (R&D) capabilities for development of innovative performance chemistries.</li><li>Established sales and distribution network.</li><li>Experienced Promoters with strong management team having domain knowledge.</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>Swapnil Rameshbhai Makati</td> <td>9341675</td> <td>74.54</td> <td>9341675</td> <td>54.56</td> </tr> <tr> <td>2</td> <td>Hemangini Swapnil Dathia</td> <td>1080625</td> <td>8.62</td> <td>1080625</td> <td>6.31</td> </tr> <tr> <td>3</td> <td>Meenaben Rameshbhai Dathia</td> <td>995925</td> <td>7.95</td> <td>995925</td> <td>5.82</td> </tr> <tr> <td>4</td> <td>Dhairya Swapnil Dathia</td> <td>175</td> <td>---</td> <td>175</td> <td>---</td> </tr> <tr> <td>5</td> <td>Kyra Swapnil Dathia</td> <td>175</td> <td>---</td> <td>175</td> <td>---</td> </tr> <tr> <td>6</td> <td>Swapnil Rameshbhai Dathia HUF</td> <td>175</td> <td>---</td> <td>175</td> <td>---</td> </tr> </tbody> </table>

<ul><li>The company derive a substantial portion of its revenue from the textile industry. Consequently, any material decline in the performance of the textile sector, or the company failure to sustain, grow, or efficiently manage the company sales within this sector, may materially and adversely affect its business operations, financial condition and results of operations.</li><li>The Company derives revenue from diversified customers. its inability to acquire new customers or loss of all or a substantial portion of any of the company major customers, for any reason and/or continued reduction of the business from them, could have a material adverse impact on its business, results of operations, cash flows and financial condition.</li><li>The company does not maintain long-term contractual arrangements with the majority of the customers. As a result, the loss of one or more key customers, or any significant reduction in their demand for the companies products, could materially and adversely affect its business operations, financial condition, results of operations and cash flows.</li><li>Under utilization of the installed capacities at the Company may have an adverse impact on its growth and future profitability.</li><li>The company derive a significant portion of its revenue from operations from domestic sales which exposes it to risks specific to Indian geographies and market.</li><li>The company required to adhere to quality standards in the manufacturing of the company products. its inability to comply with such parameters may result in termination or loss of business from the company customers which, in turn, may have a material adverse effect on its business prospects and results of operations.</li><li>A significant increase in the cost of raw materials, particularly if not matched by a corresponding increase in product pricing or revenue, could materially and adversely affect the company profit margins and overall financial performance. If the company unable to pass on these increased costs to its customers, it may result in reduced profitability and negatively impact the company results of operations and financial condition.</li><li>The company has not made any long-term supply arrangement or agreement with the company suppliers. In an eventuality where its suppliers are unable to deliver it the required materials, at a competitive price, in a time-bound manner it may have a material adverse effect on the company business operations and profitability.</li><li>The company manufacturing facility situated in Moraiya, Ahmadabad is critical for its business and any disturbance, slowdown or shutdown of the company Moraiya manufacturing facility, may has an adverse impact on our business, results of operations and financial conditions.</li><li>The company operations can be adversely affected in case of industrial accidents at its manufacturing units. Further, any fire or mishap or accidents of such nature at the Company's facilities could lead to accident claims and damage and loss of property, inventory, raw materials, etc.</li><li>Certain immovable properties are held by it are on leasehold basis. Failure to renew leases or find alternatives could have a material adverse effect on its business, financial condition and operational performance.</li><li>The company has not made any alternate arrangements for meeting the company 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 company distribution network constitutes a critical component of the company business operations. Any failure to effectively manage, maintain or expand this network may materially and adversely affect its ability to efficiently deliver the company products, which in turn could have a negative impact on the company business performance, financial condition and results of operations.</li><li>The company has been some instances of delay in the past with respect to filings of certain forms and intimations under the Companies Act, 2013 with the RoC and revision of filing the forms under the Companies Act. the company cannot assure you that regulatory proceedings or actions will not be initiated against it, and the company will not be subject to any penalty imposed by the competent regulatory authority in this regard, which may impact the company financial condition and reputation.</li><li>If the company unable to obtain, maintain or renew its statutory and regulatory licenses, permits and approvals required to operate its business, it may materially and adversely affect the company business and operations.</li><li>The company success in large part depends upon its KMPs, SMP and other employees with technical expertise and if the company unable to recruit and retain such qualified and skilled employees, the company business and its ability to operate or grow the company business may be adversely affected.</li><li>Its inability to protect the company trademarks could harm its business and competitive position. </li><li>The company dependent on credit facilities from banks to fund its business operations. Any event where its unable to obtain, renew or enhance credit limits from the banks, or repay such facilities obtained, would affect the company financial position and credit standing.</li><li>There are no outstanding legal proceedings involving the Company, Promoters and Directors, except for one appeal filed by the Company against a G S T order. If there were to arise any future litigation against the Company, its may need to make provisions in the company financial statements that could increase its expenses and current liabilities.</li><li>The Company has negative cash flows from its operating activity, investing activity and financing activity, details of which are given below. Sustained negative cash flow could adversely impact its business, financial condition and results of operations.</li><li>The company commercial performance is inherently linked to the market success of the customers' products. A decline in consumer demand for such products may result in a corresponding reduction in demand for its offerings, which could materially and adversely affect the company business operations and financial condition.</li><li>The company has entered into and may, from time to time, continue to enter into, transactions with related parties, including its members of the Promoter Group and Group Companies. While such transactions are conducted in compliance with applicable laws and corporate governance norms, there can be no assurance that these transactions, whether individually or in the aggregate, will not have a material adverse effect on the company financial condition or results of operations.</li><li>The company inability to procure and/or maintain adequate insurance cover in connection with the company business may adversely affect the company results of operations, cash flows and financial condition.</li><li>The Company has entered into lease arrangements for certain properties with entities related to its Promoters, which may give rise to potential conflicts of interest.</li><li>The company exposed to competition from both domestic and international manufacturers and new entrants and consequent pricing pressures could have a material adverse effect on the company business growth and prospects, financial condition and results of operations.</li><li>Its appoint contract labour for carrying out the company operations and its may be held responsible for payment of wages of such workers, if the independent contractors through whom such workers are hired default on their payment obligations. Such obligations could have an adverse impact on the company results of operations, cash flows and financial condition.</li><li>The company revenues are significantly dependent from the customers located in the State of Gujarat and its exports are dispersed across multiple international markets; any adverse developments in Gujarat or in the countries to which the company export could adversely affect its business, financial condition, results of operations and prospects.</li><li>The Company is significantly dependent on repeat customers, and any adverse change in their business operations or purchasing preferences may materially impact its revenues and profitability.</li><li>The company significantly dependent on the State of Gujarat for procurement of raw materials, and any adverse development in this region could adversely affect its business and operations.</li><li>Its business is subject to seasonal and cyclical volatility, which may lead to fluctuations in the sales of the company products and result in higher closing inventory positions during certain periods. These fluctuations could adversely affect its financial performance and operational efficiency.</li><li>The company has working capital requirements, and the objects of the Issue include funding long-term working capital requirements of the Company, which are based on certain assumptions and estimates. Any failure in arranging adequate working capital for its operations may adversely affect the company business, results of operations, cash flows and financial conditions.</li><li>Its may face challenges in expanding or scaling certain product categories and any such limitations could impact the company business prospects, financial condition, and results of operations.</li><li>Failure to maintain required quality accreditations and certifications may adversely affect the company brand reputation, customer confidence, and market credibility, which could, in turn, have a material adverse impact on the company business operations and financial performance.</li><li>Any dispute with employees or shortage of skilled or unskilled labours could affect its ability to meet the quality standards and timely completion of orders.</li><li>There are certain instances of delays in payment of statutory dues. Any delay in payment of statutory dues or non-payment of statutory dues in dispute may attract financial penalties from the respective government authorities, which may have an adverse impact on the company financial condition and cash flows.</li><li>Any delays in customer payments could result in an increase in working capital requirements and/or reduce the Company's profits, thereby affecting its operation and financial condition.</li><li>Any restrictions on import of raw material, including regulatory measures, supply chain disruptions or foreign exchange fluctuations, may adversely impact its business operations, cost structure and financial results.</li><li>The Company is exposed to the risk of product liability claims and recalls arising from actual or perceived defects, contamination, or quality issues in its products. Such events may adversely impact operations, goodwill, customer confidence, and the marketability of its products.</li><li>The Company's business relies on long-standing relationships with a customer base across domestic and international markets. Any breach of confidentiality obligations may damage its reputation, damage customer trust, and adversely impact the company revenues and operations.</li><li>Competitive pressures on direct and indirect customers may adversely affect business performance.</li><li>The Company is subject to various trade regulations, including import/export controls, tariffs, and sanctions. Non-compliance with these regulations could result in penalties, reputational damage, operational disruptions, and legal consequences, which may materially affect its business and financial condition.</li><li>While the specialty chemicals industry has high entry barriers, Its face competition from established domestic and global players, which may lead to reduced orders, pricing pressures, or loss of customers. Despite efforts to differentiate through product diversification, certifications, and sustainability, there can be no assurance that its will always compete effectively, which could materially affect the company revenues, margins, growth prospects, and financial condition.</li><li>Shift towards green chemistry and evolving industry trends may affect its competitive positioning and financial performance.</li><li>Its subject to risks arising from exchange rate fluctuations which may adversely impact the company results of operations and cash flows.</li><li>In the event that any of the company products are alleged or determined to have caused, or are perceived to has caused, adverse side effects, whether substantiated or not, such occurrences may materially and adversely affect its reputation, customer confidence, revenue generation and overall profitability.</li><li>Its dependent on third-party transportation providers for the supply and distribution of the company products. Any failure or delay in such transportation and logistics arrangements could materially affect its business, the company operations and financial condition.</li><li>In the event the company unable to effectively sustain, manage or scale its growth, such failure may materially and adversely impact the company business operations, financial condition and results of operations.</li><li>The company Promoters has mortgaged personal properties, provided personal guarantees and co-borrowing support for its secured loans. Revocation of these may adversely impact on the company business, financials, and prospects.</li><li>The failure to effectively expand the company operations into international markets may hinder its growth prospects and could materially and adversely affect the company business, financial condition and results of operations.</li><li>The company currently avail benefits under certain schemes, which are subject to the fulfilment of specified obligations and criteria. Any failure on the company part to meet such obligations or fulfil the criteria may result in the withdrawal or denial of these benefits, which could materially and adversely affect its business operations, financial condition and results of operations.</li><li>The company has certain contingent liabilities which may adversely affect its financial condition.</li><li>If the company unable to raise additional capital, its business, operations, prospects or financial results may be materially and adversely affected.</li><li>Any failure or disruption in the company information technology systems, or its inability to effectively adapt to evolving technological advancements, may materially and adversely affect the company business operations.</li><li>Upon completion of the Issue, its Promoters will continue to exercise significant control over the Company, including the ability to influence or determine the outcome of matters requiring shareholders' approval.</li><li>If the company unable to establish and maintain an effective internal controls and compliance system, its business and reputation could be adversely affected.</li><li>Its subject to the risk of fraud, theft, embezzlement by the company employees and customers, employee negligence or similar incidents may adversely affect its results of operations and financial condition.</li><li>The declaration and payment of dividends in the future is subject to the discretion of the company Board and will depend upon a number of factors, including but not limited to, its earnings, financial position, working capital requirements, capital expenditure plans and the terms and conditions of any restrictive covenants contained in the company financing agreements.</li><li>Certain sections of this Red Herring Prospectus disclose information from the industry report which has been commissioned and paid for by it exclusively connection with the Issue and any reliance on such information for making an investment decision in the Issue is subject to inherent risk.</li><li>The Company has availed unsecured loans which are repayable on demand. Any demand from lenders for repayment of such unsecured loans, may affect its cash flows.</li><li>The average cost of acquisition of Equity shares by its Promoters may be lower than the Issue price.</li><li>The company has presented certain supplemental information of the company performance and liquidity which is not prepared under or required under Indian GAAP.</li><li>The determination of the Price Band is based on various factors and assumptions and the Issue Price, price to earnings ratio and market capitalization to revenue multiple based on the Issue Price of the Company, may not be indicative of the market price of the Company on listing or thereafter.</li><li>The company funding requirements and the proposed deployment of Net Proceeds have not been appraised by a financial institution or a bank or any other independent agency.</li><li>Any variation in the utilisation of the company Net Proceeds as disclosed in this Red Herring Prospectus shall be subject to certain compliance requirements, including prior Shareholders' approval.</li><li>Investors may be subject to Indian taxes arising its of capital gains on the sale of the Equity Shares.</li><li>The requirements of being a publicly listed company may strain the company resources.</li><li>Any future issuance of Equity Shares or convertible securities or other equity linked securities by the Company may dilute your shareholding and sales of the Equity Shares by our major shareholders may adversely affect the trading price of the Equity Shares.</li><li>Subsequent to the listing of the Equity Shares, Its may be subject to pre-emptive surveillance measures like Additional Surveillance Measures and Graded Surveillance Measures by the Stock Exchanges in order to enhance market integrity and safeguard the interest of investors.</li><li>There are restrictions on daily movements in the trading price of the Equity Shares, which may adversely affect a shareholder's ability to sell Equity Shares or the price at which Equity Shares can be sold at a particular point in time.</li><li>There is no guarantee that the company Equity Shares will be listed on the NSE in a timely manner or at all.</li><li>You may not be able to immediately sell any of the Equity Shares you subscribe to in this Issue on an Indian Stock Exchange.</li><li>Rights of shareholders under Indian laws may be more limited than under the laws of other jurisdictions.</li><li>Financial difficulty and other problems in certain financial institutions in India could have a material adverse effect on the company business, results of operations, future cash flows and financial condition.</li><li>Financial instability, economic developments and volatility in securities markets in other countries may also cause the price of the Equity Shares to decline.</li><li>Fluctuation in the exchange rate between the Indian Rupee and foreign currencies may adversely affect the value of the company Equity Shares, independent of its operating results.</li><li>The Equity Shares have never been publicly traded and the Issue may not result in an active or liquid market for the Equity Shares. Further, the price of the Equity Shares may be volatile, and the investors may be unable to resell the Equity Shares at or above the Issue Price, or at all.</li><li>Investors will not be able to sell immediately on an Indian stock exchange any of the Equity Shares they purchase in the Issue, and there could be a failure or delay in listing of Equity Shares on the Indian stock exchanges, all of which could adversely impact investors ability to participate in the Issue.</li><li>Under Indian law, foreign investors are subject to investment restrictions that limit its ability to attract foreign investors, which may adversely impact the trading price of the Equity Shares.</li><li>The Company's revenues and profits are difficult to predict and can vary significantly from quarter to quarter. This could cause the company share price to fluctuate.</li><li>Its ability to raise foreign capital or borrowings may be constrained by Indian law.</li><li>If security or industry analysts does not publish research or publish unfavorable or inaccurate research about the business of the Company, the price and trading volume of the Equity Shares may decline.</li><li>Holders of Equity Shares may be restricted in their ability to exercise pre-emptive rights under Indian law and thereby suffer future dilution of their ownership position.</li><li>QIBs and Non-Institutional Investors are not permitted to withdraw or lower their Bids (in terms of quantity of Equity Shares or the Bid Amount) at any stage after submitting a Bid and Retail Individual Bidders and are not permitted to withdraw their bids after bid/offer closing date.</li><li>A third party could be prevented from acquiring control of the Company because of anti-takeover provisions under Indian law.</li><li>Sale of Equity Shares by its Promoters and Promoter Group in future may adversely affect the market price of the Equity Shares.</li></ul>

The Issue type of Neochem Bio Solutions Ltd is Book Building - SME.

The minimum application for shares of Neochem Bio Solutions Ltd is 2400.

The total shares issue of Neochem Bio Solutions Ltd is 4588800.

Initial public issue of upto 45,88,800 equity shares of face value of Rs.10/- each of Neochem Bio Solutions Limited (formerly known as Neochem Bio Solutions Private Limited &amp; Neochem Technologies Private Limited), ("Neochem" or the "company" or the "issuer") for cash at a price of Rs.98/- per equity share including a share premium of Rs.88/- per equity share (the "issue price") aggregating to Rs.44.97 crores ("the issue"), of which 2,32,800 equity shares of face value of Rs.10/- each for cash at a price of Rs.98/- per equity share including a share premium of Rs.88/- per equity share aggregating to Rs.2.28 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 issue of 43,56,000 equity shares of face value of Rs.10/- each at a price of Rs. 98/- per equity share including a share premium of Rs.88/- per equity share aggregating to Rs.42.69 crores is hereinafter referred to as the "net issue". The issue and the net issue will constitute 26.80% and 25.44%, respectively, of the post issue paid up equity share capital of the company.