News ArticlePhysicswallah Limited Reports Minor Deviation in IPO Proceeds Utilization for Q2 FY27; Rs. 71.74 Crore Reimbursed
CARE Ratings Limited’s monitoring report confirms deviation related to subsidiary acquisition was rectified by reimbursement in October 2026
Physicswallah Limited's monitoring agency report for the quarter ended September 30, 2026, discloses a minor deviation in the utilization of Rs. 71.74 crore from IPO proceeds for acquisition of additional stake in its subsidiary. The amount was subsequently reimbursed, with no other material deviations reported, as per the CARE Ratings Limited report.
Physicswallah Limited
Legal / Regulatory
Physicswallah Limited disclosed in a monitoring agency report for the quarter ended September 30, 2026, a minor deviation involving Rs. 71.74 crore from IPO funds used towards acquiring additional stake in its existing subsidiary. This amount, initially paid from the IPO monitoring account, was fully reimbursed by the company on October 30, 2026.
The monitoring agency, CARE Ratings Limited, was appointed to oversee the utilization of Rs. 3,100 crore raised through Physicswallah Limited's Initial Public Offering (IPO) in November 2025.
The report indicated that Rs. 179.71 crore was utilized towards the objects of the issue during Q2 FY27.
The Rs. 71.74 crore utilized was for acquiring an additional stake in Guiding Light Education Technologies Private Limited, a subsidiary, by deploying funds not initially defined in the IPO offer letter.
There was no prior board approval for this transaction or for funds utilized towards GCP, as required by the Prospectus.
Physicswallah Limited rectified the deviation by reimbursing the full amount to the IPO monitoring account from its current funds on October 30, 2026, as confirmed by certificates from statutory auditors and the company’s board of directors.
Highlights
- Total IPO amount raised: Rs. 3,100 crore (excluding Rs. 380 crore offer for sale).
- Amount utilized toward IPO objectives in Q2 FY27 was Rs. 179.71 crore.
- Deviation involved Rs. 71.74 crore used for subsidiary stake acquisition not specified in IPO documents.
- No initial board approval for the deviation-related expenditure or GCP fund utilization.
- Full reimbursement of Rs. 71.74 crore to IPO monitoring account occurred on October 30, 2026.
- Deviation was less than 10% of gross IPO proceeds and unutilized amounts as of September 30, 2026.
Key Data Snapshot
What happened
- Physicswallah Limited's monitoring agency reported a minor deviation in the utilization of IPO proceeds during the quarter ended September 30, 2026.
- An amount of Rs. 71.74 crore was used for acquiring additional stake in an existing subsidiary, Guiding Light Education Technologies Private Limited, which was not specified in the IPO Offer Document.
- The deviation amounted to less than 10% of the gross and unutilized IPO proceeds as of September 30, 2026.
- Physicswallah Limited reimbursed the Rs. 71.74 crore to the IPO monitoring account on October 30, 2026, rectifying the deviation.
- No board approval was obtained for the acquisition or the use of funds towards GCP, contrary to the Prospectus requirements.
Key details
- The IPO issue size was Rs. 3,100 crore excluding an offer for sale of Rs. 380 crore, conducted from November 11 to 13, 2025.
- CARE Ratings Limited serves as the independent monitoring agency overseeing IPO proceeds utilization for Physicswallah Limited.
- During Q2 FY27, Rs. 179.71 crore of the IPO funds were utilized according to the report.
- The unutilized IPO proceeds balance was Rs. 1,861.36 crore as of September 30, 2026.
- The deviation was noted and publicly disclosed as per SEBI regulations and monitoring agreements.
Regulatory and governance context
- The monitoring report complies with SEBI Regulation 32(6) and Regulation 41(4) under the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2018.
- Physicswallah Limited advised the stock exchanges and investors via their website of the monitoring report.
- The monitoring agency clarifies that its report is based on information provided by the issuer without independent verification or audit.
- The company’s board of directors acknowledged the observations and certified the reimbursement and financial reports accordingly.
- No shareholder approval was required or obtained for the noted deviations due to their nature and materiality.
Highlights
- Total IPO amount raised: Rs. 3,100 crore (excluding Rs. 380 crore offer for sale).
- Amount utilized toward IPO objectives in Q2 FY27 was Rs. 179.71 crore.
- Deviation involved Rs. 71.74 crore used for subsidiary stake acquisition not specified in IPO documents.
- No initial board approval for the deviation-related expenditure or GCP fund utilization.
- Full reimbursement of Rs. 71.74 crore to IPO monitoring account occurred on October 30, 2026.
- Deviation was less than 10% of gross IPO proceeds and unutilized amounts as of September 30, 2026.
Disclosures
- Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015
- Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018
- Companies Act, 2013 Section 2(38)
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