Rays of Belief Ltd IPO
Status: Closed
Overview
IPO date
01 Sept 2026 to 03 Sept 2026
Face value
₹ 0 per share
Price
₹ 227 to ₹239 per share
Issue Size
5,230,000 shares
(aggregating up to ₹ 125 Cr)
(aggregating up to ₹ 125 Cr)
Allotment Date
04 Sept 2026
Listing at
NSE
Issue type
Book Building
Sector
Miscellaneous
Unlock Stock of the Month
T&C*
Strengths vs Risks of Rays of Belief Ltd
Know the pros & cons
Strengths
- India's Largest For Profit Social Enterprise for Neurodevelopmental Disorders Intervention Centres, based on the number of centres.
- Focus on Accessibility.
- Comprehensive, Multidisciplinary and Client-Focused Care.
- Research and Development focused approach and digital adaptability.
- Professional and experienced management team.
Risks
- The company's centres operates on leased premises with lease tenures ranging from 11 months to 3 years, and a significant portion of its capital expenditure comprises immovable fit-outs on such leased properties, which may not be recoverable if a lease is not renewed or if a centre is closed or moved to some other location.
- During Fiscal 2026, 15.36% of the company's Revenue from Operations was derived from its centres located in the states of Uttar Pradesh and Karnataka and union territory of Delhi. Additionally, 17.58% of the company's Revenue from Operations was derived from centres in Tier 2 cities. Any loss of business from these regions may adversely affect its revenues and profitability.
- In Fiscal 2026, the company derived 25.56% of the company's Revenue from Operations from the export of support services to Carving Futures Pte. Ltd., its Holding Company, who is also the company's Corporate Promoter, and Carving Futures Inc., its Promoter Group entity. Any adverse change in, or termination of, this agreement, or any conflict of interest arising from such related party arrangements, could adversely affect the company's business, financial condition, results of operations and cash flows. Further, 50.21% of its Revenue from Operations for Fiscal 2025, as reflected in the company's Pro Forma Consolidated Financial Information, was derived from 3 (three) newly acquired centres in the United States. Any loss of business from these centres may adversely affect its revenues and profitability.
- The company's Registered Office, Corporate Office, 91 out of 136 of its centres in India and the company's newly acquired centres in the United States are in premises not owned by it and the company has only leasehold rights. Lease amount paid for its centres was Rs. 46.61 million as on March 31, 2026. Additionally, monies from the company's net issue under capital expenditure object will be utilized towards leased premises rent payment, for premises having leased for tenure of 11 months - 3 years. The company's landlords may not renew leases of existing centres with it or renegotiate terms of its leases, which could adversely affect the company's business, financial condition and results of operations.
- The company operates in a highly specialized and sensitive domain, providing care to children with Neurodevelopmental Disorders. Till date, the company has served upwards of 58,000 children since commencement of its operations in 2018. The company's business depends on its continued ability to maintain standardised and reliable quality of services at all the company's centres. Any disruption, limitation, or deficiency in the delivery of its services may adversely affect the company's reputation, business operations and financial performance.
- During the Fiscal 2026, the company derived 73.79% of its revenue from the company's centre operations, of which, 26.52% was derived from the company's centre type - "Company Learning Centres in partnership with Licensed Professionals". Under this model, the company is dependent on the arrangements with these Licensed Professionals, and its business would be harmed, and revenue would be affected if the company's arrangements with these Licensed Professionals are terminated or suspended.
- As of March 31, 2026, the company's operated 34 Early Intervention Centres ("EICs") under the centre type - "Company Learning Centres in partnership with Licensed Professionals" model. Its ability to provide effective early intervention services through this model is highly dependent on the availability, cooperation, continued relationship with as well as the best practices adopted by such Licensed Professionals. Lapses in coordination or termination of such partnerships could impact service quality, and adversely affect the company's reputation, business, and growth.
- Any variation in the utilization of the Net Proceeds would be subject to certain compliance requirements, including prior shareholders' approval.
- The company is yet to identify the exact locations or properties for the setting up its centres in India, for which the company intends to utilize the amount from Net Proceeds.
- The company's funding requirements and the proposed deployment of Net Proceeds are not appraised by any bank, financial institution, or any other independent agency, and the company has not entered into definitive agreements in relation to the objects of its Issue, which may affect the company's business and results of operations. Further, any variations in the company's funding requirements and the proposed deployment of Net Proceeds may affect its business and results of operations.
- The Net Proceeds will be deployed over a long period of time and any delay may impact the company's operations and profitability. In the event there is any delay in the completion of the Issue, or delay in schedule of implementation, there would be a corresponding delay in the completion of the objects of this Issue which would in turn affect its revenues and results of operations.
- In the Fiscals 2026, 2025, and 2024, the company served 9,205, 8,585, and 9,344 children, respectively. Failures to retain existing clients, attract new clients, or maintain relationships with referral sources may adversely impact its revenues and growth.
- The Company has faced losses in the past and may incur losses in the future, which may adversely impact its business and the value of the Equity Shares. Additionally, the company has had negative cash flows in the past including negative cash flow from operating activities of Rs. 19.41 million and from investing activities of Rs. 61.83 million in Fiscal 2026, and may continue to have negative cash flows in the future.
- The company's growth strategy involves opening new centres that may typically take 8-12 months to achieve breakeven, which could result in continued negative cash flows.
- The company's inability to continue recruiting and/or retaining its clinical professionals and qualified personnel at the company's centres could impact its business and financial results.
- Inability to build brand awareness and achieve market acceptance may adversely affect client acquisition, retention, and revenue generation.
- The company's operations are subject to the compliance of certain applicable statutes. In the event the company fails to obtain, maintain or renew its statutory and regulatory licenses, permits and approvals under the relevant statutes, its business, cash flows and results of operations may be adversely affected.
- The company's new centres are subject to risks of unanticipated delays in set-up and cost overruns, and may not achieve the synergies and other benefits the company expects from such New Centres. Any delay in the stabilization of operations or relocation or renovation of such centres could adversely affect its business, financial condition, results of operations and cash flows.
- Some of the company's previously implemented centre business models have been discontinued in the past. As its continue to expand, the company may introduce more such models, which may also be unsuccessful or requires to be discontinued, adversely affecting its business, results of operations and revenues.
- If the company fails to manage its growth or implement the company's growth strategies (which includes expansion of its centres through both organic and inorganic growth opportunities, driving cost efficiencies and introducing new service offerings), the company's business, financial condition and results of operations may suffer.
- The company has recently acquired Mom's Belief US, Inc. and Allergy & Immunology, Virginia LLC. to further its strategic objectives, and will continue to pursue strategic acquisitions for inorganic growth. The company's inability to successfully integrate the operations of Mom's Belief US, Inc. and Allergy & Immunology, Virginia LLC or the operations of any entities that the company may acquire in the future could adversely impact its business, financial condition, results of operations, cash flows and prospects.
- Low public awareness, limited target age group, and social stigma associated with NDDs may restrict demand for the company's services and limit its growth.
- Low enrolment rates, program discontinuation, and payment constraints may adversely impact the company's operational efficiency, revenues, and profitability.
- The company's "Upskilling Academy" initiative currently does not generate direct revenue from operations and may continue to operates as a cost center, which could adversely affect its margins and results of operations.
- None of the directors of the Company possess formal qualifications or specialized expertise directly related to the specific business activities and industry in which the Company operates.
- Absence of Listed Industry Peers may affect investor benchmarking and valuation.
- The Company may be unable to adapt to reforms and developments in the industry which the company operates in, and the uncertainty associated with such reforms could adversely affect the pricing and demand for its products.
- The company has been delayed in paying certain statutory dues in the past. Any failures or delay in payment of such statutory dues in the future may expose it to statutory and regulatory action, as well as significant penalties, and may adversely affect its business, results of operations, cash flows and financial condition.
- The company's clinical professionals, employees and members of the staff may engage in misconduct or other improper or illegal activities which could have an adverse effect on its business, results of operations, and financial condition.
- The company's business and ability to provide its services is highly dependent upon the recruitment, training and retention of employees. Thus, employee benefit expense constitute a major portion of the company's expenses contributing up to 52.48% from its total expenses in Fiscal 2026. Such a significant increase in this cost could lead to lower profitability.
- The Pro Forma Consolidated Financial Information included in this Red Herring Prospectus are not indicative of the company's future financial condition or results of operations. As the Pro Forma Consolidated Financial Information is prepared for illustrative purposes only, it is, by its nature, subject to change and may not give an accurate picture of the actual financial results that would have occurred had such transactions by it been effected on the dates they are assumed to have been effected.
- The degree certificates of the educational qualifications of the company's Key Managerial Personnels are not traceable.
- The company's success depends significantly on its ability to continue to innovate and implement technological advances. If the company is unable to keep pace with evolving technology and user preferences, its business, results of operations and prospects may be adversely affected.
- A cyber-security breach could adversely affect the company's operations.
- Any disruption in the company's information technology systems may adversely affect its business, results of operations and prospects.
- The company witnessed a surge in enrolments for its services over the digital mode during the COVID-19 pandemic, which has since declined significantly. The contribution of such services to the company's Revenue from Operations stood at 0.48% in the Fiscal 2026. There is no assurance that the company will be able to grow or maintain enrolment levels of its online program and e-therapy sessions in the future.
- The company's recently acquired Subsidiaries, Mom's Belief US, Inc. and Allergy & Immunology, Virginia, LLC. have operations in the USA. These international operations expose it to complex management, legal, tax, economic and regulatory risks, which could adversely affect the company's business, financial condition and results of operations. Further, its operations may be governed by the laws of foreign jurisdictions and disputes arising from contracts in such jurisdictions may be subject to the exclusive jurisdiction of foreign courts.
- There could be infringement of its intellectual property rights by third parties, which could damage the company's reputation and brand identity and harm its business and results of operations.
- Failures to maintain confidential information of the company's clients could adversely affect its results of operations and/ or, damage the company's reputation.
- The Company, Subsidiaries, Directors, Key Managerial Personnel, Senior Management Personnel and its Promoters are or may be involved in certain legal and regulatory proceedings. Any adverse decision in such proceedings may have a material adverse effect on the company's business, financial condition, cash flows and results of operations.
- There have been certain statutory and regulatory non-compliances and delays by the Company in the past, including delays in filings with the RoC and non-compliance with SEBI regulations in connection with the adoption of a Stock Appreciation Rights Scheme ("SAR Scheme"), which could have an adverse effect on its business, reputation, and financial condition to that extent.
- The company has incurred indebtedness of Rs. 36.07 million as on March 31, 2026, in the form of an unsecured loan and might have to do so in the future. An inability to comply with repayment and other covenants in the company's financing agreements could adversely affect its business and financial condition.
- The company relies on third-party contractors for the renovation and general setting up of its centres. Any lapse by such third-party service contractors may have adverse consequences on the company's business, reputation, results of operations and cash flows.
- The company is dependent on a number of key personnel, including certain of its Promoters, the company's Key Managerial Personnel and its Senior Management Personnel, and the loss of or the company's inability to attract or retain such persons could adversely affect its business, results of operations, financial condition and cash flows.
- The company's business could get adversely affected on account of factors beyond its control that may affect the company's cash flows and business operations.
- The impact of outbreaks of diseases on the company's business and operations is uncertain, and may have an adverse effect on its business, operations and the company's future financial performance.
- The company has entered into related party transactions in past and may continue to do so in the future, which may potentially involve conflict of interest.
- The company's Directors and Key Managerial Personnel are entitled to certain benefits in addition to their normal remuneration such as dividend entitlement by virtue of their shareholding in the Company.
- The company may not have insurance coverage to cover its operations, and this may have an adverse effect on the company's business.
- The requirements of being a listed company may strain its resources.
- The company's ability to pay dividends in the future will depends on its earnings, financial condition, cash flow, working capital requirements, capital expenditure and restrictive covenants of the company's financing arrangements.
- 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's financial risks.
- Grants of stock options under the Company's ESOP Plan may result in a charge to its profit and loss account and will, to that extent, reduce the company's profits.
- The company's Promoters and members of the Promoter Group will continue to retain substantial shareholding in the company after the Issue, which will allow them to exercise significant influence over it.
- This Red Herring Prospectus contains information from an industry report prepared by CARE, which the company has commissioned and paid for solely for the purposes of the Issue. Accordingly, prospective investors are advised not to base their investment decision solely on such information.
- As the securities of the Company is listed on a stock exchange in India, the Company and its Promoters are subject to certain obligations and reporting requirements under SEBI Insider Trading Regulations, SEBI Takeover Regulations and SEBI Listing Regulations. Any non-compliances/delay in complying with such obligations and reporting requirements in the future may render it/the company's Promoters liable to prosecution and/or penalties.
- The Objects of the Issue include expansion of the company's business by setting up New Centres across India. Its may not be able to successfully implement this, or may faces delays in the implementation schedule, causing a material adverse effect on its business, financial condition, and results of operations.
- If the company does not receive payments on time from its clients, the company's financial condition, cash flows and results of operations may be materially and adversely affected.
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The IPO opens on 01 Sept 2026 & closes on 03 Sept 2026.
Rays of Belief Limited was originally incorporated as 'Rays of Belief Private Limited' as a Private limited company dated August 23, 2017, with the Central Registration Centre. Subsequently, upon conversion of Company into a Public limited, name was changed to 'Rays of Belief Limited' on November 25, 2024 and a fresh Certificate of Incorporation was obtained from the Central Processing Centre.
Company was founded, primarily to address key barriers related to NDDs in the behavioural health domain, including lack of awareness, limited access, inadequate quality of care and affordability. Accordingly, the intervention plans are prepared to empower parents and families to become co-therapists in their child's developmental journey.
The Company started with its first centre in Gurgaon in 2018 and subsequently scaled the operations from 71 centres in FY 2023 to 136 centres as of September 30, 2025. Based on number of centres, the Company is India's largest For Profit Social Enterprise providing intervention plans for children with Neurodevelopmental Disorders (NDDs). So far, Company has served upwards of 56,500 children since commencement of its operations in 2018.
The services primarily cater to children from 18 months up to 12 years of age, with specialized programs for older children up to the age of 15 years focusing on vocational and life skills to facilitate a smooth transition to adulthood. These centres provide a comprehensive and multidisciplinary suite of services, spanning early intervention, parental guidance, occupational therapy, language therapy and family support programs. Apart from this, these centres are equipped with 150+ teaching tools, including sensory equipment, puzzles, and worksheets. Additionally, they provide home-based learning kits with 2,000+ teaching tools, supported by structured follow-ups and monitoring to track progress.
In FY 2023-24, Company launched 20 new Early Intervention Centres (EICs) to expand outreach for early development support.
Company has filed a Draft Red Herring Prospectus with SEBI and is planning the issuance of 6,000,000 Equity Shares having the face value of Rs 10 each through Fresh Issue.
Rays of Belief Ltd IPO will close on 03 Sept 2026.
- India's Largest For Profit Social Enterprise for Neurodevelopmental Disorders Intervention Centres, based on the number of centres.
- Focus on Accessibility.
- Comprehensive, Multidisciplinary and Client-Focused Care.
- Research and Development focused approach and digital adaptability.
- Professional and experienced management team.
| S.No | Promoters Name | Pre Issue Shares | Pre Issue Percentage | Post Issue Shares | Post Issue Percentage |
|---|---|---|---|---|---|
| 1 | Nitin Bindlish | 45862 | 0.29 | 45862 | 0.22 |
| 2 | Carving Futures Pte. Ltd. | 14328402 | 91.43 | 14328402 | 68.55 |
| 3 | Vijay Kumar Bindlish | --- | --- | --- | --- |
| 4 | Himanshu Bindlish | --- | --- | --- | --- |
| 5 | Tempus Imperium Pte. Ltd. | --- | --- | --- | --- |
| 6 | Carving Futures Inc. | --- | --- | --- | --- |
| 7 | Carving Futures SPV Limited | --- | --- | --- | --- |
| 8 | Majicl Healthcare Private Limi | --- | --- | --- | --- |
| 9 | Carving Futures UK Pvt Ltd | --- | --- | --- | --- |
| 10 | Tempus Imperium Consulting LLP | --- | --- | --- | --- |
| 11 | Carving US Pte. Ltd. | --- | --- | --- | --- |
- The company's centres operates on leased premises with lease tenures ranging from 11 months to 3 years, and a significant portion of its capital expenditure comprises immovable fit-outs on such leased properties, which may not be recoverable if a lease is not renewed or if a centre is closed or moved to some other location.
- During Fiscal 2026, 15.36% of the company's Revenue from Operations was derived from its centres located in the states of Uttar Pradesh and Karnataka and union territory of Delhi. Additionally, 17.58% of the company's Revenue from Operations was derived from centres in Tier 2 cities. Any loss of business from these regions may adversely affect its revenues and profitability.
- In Fiscal 2026, the company derived 25.56% of the company's Revenue from Operations from the export of support services to Carving Futures Pte. Ltd., its Holding Company, who is also the company's Corporate Promoter, and Carving Futures Inc., its Promoter Group entity. Any adverse change in, or termination of, this agreement, or any conflict of interest arising from such related party arrangements, could adversely affect the company's business, financial condition, results of operations and cash flows. Further, 50.21% of its Revenue from Operations for Fiscal 2025, as reflected in the company's Pro Forma Consolidated Financial Information, was derived from 3 (three) newly acquired centres in the United States. Any loss of business from these centres may adversely affect its revenues and profitability.
- The company's Registered Office, Corporate Office, 91 out of 136 of its centres in India and the company's newly acquired centres in the United States are in premises not owned by it and the company has only leasehold rights. Lease amount paid for its centres was Rs. 46.61 million as on March 31, 2026. Additionally, monies from the company's net issue under capital expenditure object will be utilized towards leased premises rent payment, for premises having leased for tenure of 11 months - 3 years. The company's landlords may not renew leases of existing centres with it or renegotiate terms of its leases, which could adversely affect the company's business, financial condition and results of operations.
- The company operates in a highly specialized and sensitive domain, providing care to children with Neurodevelopmental Disorders. Till date, the company has served upwards of 58,000 children since commencement of its operations in 2018. The company's business depends on its continued ability to maintain standardised and reliable quality of services at all the company's centres. Any disruption, limitation, or deficiency in the delivery of its services may adversely affect the company's reputation, business operations and financial performance.
- During the Fiscal 2026, the company derived 73.79% of its revenue from the company's centre operations, of which, 26.52% was derived from the company's centre type - "Company Learning Centres in partnership with Licensed Professionals". Under this model, the company is dependent on the arrangements with these Licensed Professionals, and its business would be harmed, and revenue would be affected if the company's arrangements with these Licensed Professionals are terminated or suspended.
- As of March 31, 2026, the company's operated 34 Early Intervention Centres ("EICs") under the centre type - "Company Learning Centres in partnership with Licensed Professionals" model. Its ability to provide effective early intervention services through this model is highly dependent on the availability, cooperation, continued relationship with as well as the best practices adopted by such Licensed Professionals. Lapses in coordination or termination of such partnerships could impact service quality, and adversely affect the company's reputation, business, and growth.
- Any variation in the utilization of the Net Proceeds would be subject to certain compliance requirements, including prior shareholders' approval.
- The company is yet to identify the exact locations or properties for the setting up its centres in India, for which the company intends to utilize the amount from Net Proceeds.
- The company's funding requirements and the proposed deployment of Net Proceeds are not appraised by any bank, financial institution, or any other independent agency, and the company has not entered into definitive agreements in relation to the objects of its Issue, which may affect the company's business and results of operations. Further, any variations in the company's funding requirements and the proposed deployment of Net Proceeds may affect its business and results of operations.
- The Net Proceeds will be deployed over a long period of time and any delay may impact the company's operations and profitability. In the event there is any delay in the completion of the Issue, or delay in schedule of implementation, there would be a corresponding delay in the completion of the objects of this Issue which would in turn affect its revenues and results of operations.
- In the Fiscals 2026, 2025, and 2024, the company served 9,205, 8,585, and 9,344 children, respectively. Failures to retain existing clients, attract new clients, or maintain relationships with referral sources may adversely impact its revenues and growth.
- The Company has faced losses in the past and may incur losses in the future, which may adversely impact its business and the value of the Equity Shares. Additionally, the company has had negative cash flows in the past including negative cash flow from operating activities of Rs. 19.41 million and from investing activities of Rs. 61.83 million in Fiscal 2026, and may continue to have negative cash flows in the future.
- The company's growth strategy involves opening new centres that may typically take 8-12 months to achieve breakeven, which could result in continued negative cash flows.
- The company's inability to continue recruiting and/or retaining its clinical professionals and qualified personnel at the company's centres could impact its business and financial results.
- Inability to build brand awareness and achieve market acceptance may adversely affect client acquisition, retention, and revenue generation.
- The company's operations are subject to the compliance of certain applicable statutes. In the event the company fails to obtain, maintain or renew its statutory and regulatory licenses, permits and approvals under the relevant statutes, its business, cash flows and results of operations may be adversely affected.
- The company's new centres are subject to risks of unanticipated delays in set-up and cost overruns, and may not achieve the synergies and other benefits the company expects from such New Centres. Any delay in the stabilization of operations or relocation or renovation of such centres could adversely affect its business, financial condition, results of operations and cash flows.
- Some of the company's previously implemented centre business models have been discontinued in the past. As its continue to expand, the company may introduce more such models, which may also be unsuccessful or requires to be discontinued, adversely affecting its business, results of operations and revenues.
- If the company fails to manage its growth or implement the company's growth strategies (which includes expansion of its centres through both organic and inorganic growth opportunities, driving cost efficiencies and introducing new service offerings), the company's business, financial condition and results of operations may suffer.
- The company has recently acquired Mom's Belief US, Inc. and Allergy & Immunology, Virginia LLC. to further its strategic objectives, and will continue to pursue strategic acquisitions for inorganic growth. The company's inability to successfully integrate the operations of Mom's Belief US, Inc. and Allergy & Immunology, Virginia LLC or the operations of any entities that the company may acquire in the future could adversely impact its business, financial condition, results of operations, cash flows and prospects.
- Low public awareness, limited target age group, and social stigma associated with NDDs may restrict demand for the company's services and limit its growth.
- Low enrolment rates, program discontinuation, and payment constraints may adversely impact the company's operational efficiency, revenues, and profitability.
- The company's "Upskilling Academy" initiative currently does not generate direct revenue from operations and may continue to operates as a cost center, which could adversely affect its margins and results of operations.
- None of the directors of the Company possess formal qualifications or specialized expertise directly related to the specific business activities and industry in which the Company operates.
- Absence of Listed Industry Peers may affect investor benchmarking and valuation.
- The Company may be unable to adapt to reforms and developments in the industry which the company operates in, and the uncertainty associated with such reforms could adversely affect the pricing and demand for its products.
- The company has been delayed in paying certain statutory dues in the past. Any failures or delay in payment of such statutory dues in the future may expose it to statutory and regulatory action, as well as significant penalties, and may adversely affect its business, results of operations, cash flows and financial condition.
- The company's clinical professionals, employees and members of the staff may engage in misconduct or other improper or illegal activities which could have an adverse effect on its business, results of operations, and financial condition.
- The company's business and ability to provide its services is highly dependent upon the recruitment, training and retention of employees. Thus, employee benefit expense constitute a major portion of the company's expenses contributing up to 52.48% from its total expenses in Fiscal 2026. Such a significant increase in this cost could lead to lower profitability.
- The Pro Forma Consolidated Financial Information included in this Red Herring Prospectus are not indicative of the company's future financial condition or results of operations. As the Pro Forma Consolidated Financial Information is prepared for illustrative purposes only, it is, by its nature, subject to change and may not give an accurate picture of the actual financial results that would have occurred had such transactions by it been effected on the dates they are assumed to have been effected.
- The degree certificates of the educational qualifications of the company's Key Managerial Personnels are not traceable.
- The company's success depends significantly on its ability to continue to innovate and implement technological advances. If the company is unable to keep pace with evolving technology and user preferences, its business, results of operations and prospects may be adversely affected.
- A cyber-security breach could adversely affect the company's operations.
- Any disruption in the company's information technology systems may adversely affect its business, results of operations and prospects.
- The company witnessed a surge in enrolments for its services over the digital mode during the COVID-19 pandemic, which has since declined significantly. The contribution of such services to the company's Revenue from Operations stood at 0.48% in the Fiscal 2026. There is no assurance that the company will be able to grow or maintain enrolment levels of its online program and e-therapy sessions in the future.
- The company's recently acquired Subsidiaries, Mom's Belief US, Inc. and Allergy & Immunology, Virginia, LLC. have operations in the USA. These international operations expose it to complex management, legal, tax, economic and regulatory risks, which could adversely affect the company's business, financial condition and results of operations. Further, its operations may be governed by the laws of foreign jurisdictions and disputes arising from contracts in such jurisdictions may be subject to the exclusive jurisdiction of foreign courts.
- There could be infringement of its intellectual property rights by third parties, which could damage the company's reputation and brand identity and harm its business and results of operations.
- Failures to maintain confidential information of the company's clients could adversely affect its results of operations and/ or, damage the company's reputation.
- The Company, Subsidiaries, Directors, Key Managerial Personnel, Senior Management Personnel and its Promoters are or may be involved in certain legal and regulatory proceedings. Any adverse decision in such proceedings may have a material adverse effect on the company's business, financial condition, cash flows and results of operations.
- There have been certain statutory and regulatory non-compliances and delays by the Company in the past, including delays in filings with the RoC and non-compliance with SEBI regulations in connection with the adoption of a Stock Appreciation Rights Scheme ("SAR Scheme"), which could have an adverse effect on its business, reputation, and financial condition to that extent.
- The company has incurred indebtedness of Rs. 36.07 million as on March 31, 2026, in the form of an unsecured loan and might have to do so in the future. An inability to comply with repayment and other covenants in the company's financing agreements could adversely affect its business and financial condition.
- The company relies on third-party contractors for the renovation and general setting up of its centres. Any lapse by such third-party service contractors may have adverse consequences on the company's business, reputation, results of operations and cash flows.
- The company is dependent on a number of key personnel, including certain of its Promoters, the company's Key Managerial Personnel and its Senior Management Personnel, and the loss of or the company's inability to attract or retain such persons could adversely affect its business, results of operations, financial condition and cash flows.
- The company's business could get adversely affected on account of factors beyond its control that may affect the company's cash flows and business operations.
- The impact of outbreaks of diseases on the company's business and operations is uncertain, and may have an adverse effect on its business, operations and the company's future financial performance.
- The company has entered into related party transactions in past and may continue to do so in the future, which may potentially involve conflict of interest.
- The company's Directors and Key Managerial Personnel are entitled to certain benefits in addition to their normal remuneration such as dividend entitlement by virtue of their shareholding in the Company.
- The company may not have insurance coverage to cover its operations, and this may have an adverse effect on the company's business.
- The requirements of being a listed company may strain its resources.
- The company's ability to pay dividends in the future will depends on its earnings, financial condition, cash flow, working capital requirements, capital expenditure and restrictive covenants of the company's financing arrangements.
- 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's financial risks.
- Grants of stock options under the Company's ESOP Plan may result in a charge to its profit and loss account and will, to that extent, reduce the company's profits.
- The company's Promoters and members of the Promoter Group will continue to retain substantial shareholding in the company after the Issue, which will allow them to exercise significant influence over it.
- This Red Herring Prospectus contains information from an industry report prepared by CARE, which the company has commissioned and paid for solely for the purposes of the Issue. Accordingly, prospective investors are advised not to base their investment decision solely on such information.
- As the securities of the Company is listed on a stock exchange in India, the Company and its Promoters are subject to certain obligations and reporting requirements under SEBI Insider Trading Regulations, SEBI Takeover Regulations and SEBI Listing Regulations. Any non-compliances/delay in complying with such obligations and reporting requirements in the future may render it/the company's Promoters liable to prosecution and/or penalties.
- The Objects of the Issue include expansion of the company's business by setting up New Centres across India. Its may not be able to successfully implement this, or may faces delays in the implementation schedule, causing a material adverse effect on its business, financial condition, and results of operations.
- If the company does not receive payments on time from its clients, the company's financial condition, cash flows and results of operations may be materially and adversely affected.
The Issue type of Rays of Belief Ltd is Book Building.
The minimum application for shares of Rays of Belief Ltd is 62.
The total shares issue of Rays of Belief Ltd is 5230000.
Initial public offering of 5,230,000 equity shares of face value of Rs. 10 each ("Equity Shares") of Rays of Belief Limited ("the Company" or the "Issuer") for cash at a price of Rs. 239 per equity share ("Issue Price") aggregating Rs. 125 Crores (the "Issue"). The issue comprises of a fresh issue of 5,230,000 equity shares by the company aggregating Rs. 125 Crores (the "Fresh Issue"). The issue shall constitute 25.02% of the post issue paid-up equity share capital of the company.
The company, in consultation with the brlm, has undertaken a private placement of equity shares, as permitted under applicable law, aggregating to Rs. 5.90 Crores ("Pre-Ipo Placements"). The pre-ipo placements were made at a price of Rs. 284 per equity share (including the premium of Rs. 274 per equity share), and Rs. 290 per equity share (including the premium of Rs. 280 per equity share) bearing face value Rs. 10 each, by way of a private placement in accordance with section 42 and section 62 of the companies act, 2013 and rule 14 of the companies (prospectus and allotment of securities) rules, 2014, and the companies (share capital and debentures) rules, 2014, each as amended. The pre-ipo placements have been undertaken pursuant to the approval of the board dated February 13, 2026, March 18, 2026 and April 29, 2026, and shareholders dated February 14, 2026, March 19, 2026 and April 30, 2026, respectively, and the allotment of the said equity share was made pursuant to board resolution dated March 03, 2026, March 24, 2026, and May 27, 2026, respectively. The amount raised pursuant to the pre-ipo placements was reduced from the fresh issue and the revised size of the fresh issue is upto 5,230,000 equity shares bearing face value of Rs. 10 each aggregating up to Rs. 125 Crores. The pre-ipo placements did not exceed 20% of the size of the fresh issue, as disclosed in the udrhp-i. The company has appropriately intimated the subscribers to the pre-ipo placements, prior to allotment that there is no guarantee that the company may proceed with the issue or the issue may be successful and will result into listing of the equity shares on the stock exchanges. Further, relevant disclosures in relation to the pre-ipo have been appropriately made in the relevant sections of this red herring prospectus and prospectus.
Price Band: Rs. 239 per equity share of face value of Rs. 10 each.
The floor price is 23.90 times of the face value of the equity shares.
Bids can be made for a minimum of 62 equity shares of face value of Rs. 10 each and in multiples of 62 equity shares of face value of Rs. 10 each thereafter.