
Amba Auto Sales & Services IPO
BSE SMELot: 1000Auto Retail
About Amba Auto Sales & Services
Amba Auto Sales and Services Limited is an automobile retail and service company primarily engaged in the sale and servicing of two-wheelers and three-wheelers manufactured by Bajaj Auto Limited. The company operates as an authorized dealer and service partner in Karnataka.
Company Profile
The company was originally incorporated on February 24, 2005 as “Amba Auto Sales and Services Private Limited”. It was converted into a public company on May 14, 2025 in preparation for the IPO and renamed “Amba Auto Sales and Services Limited”.
Particulars | Details |
|---|---|
Incorporation Date | February 24, 2005 |
Original Name | Amba Auto Sales and Services Private Limited |
Current Name | Amba Auto Sales and Services Limited |
Conversion to Public Company | May 14, 2025 |
Registered Office | Hongasandra, Bengaluru, Karnataka |
Sector | Automobile Retail |
Industry | Two-wheeler and three-wheeler dealership and after-sales service |
Exchange Proposed | NSE Emerge |
Main OEM Relationship | Bajaj Auto |
The registered office is located at Sy. No. 442/2A, 443/2B, 7, Hongasandra, Bengaluru, Karnataka – 560068.
The company’s core business includes:
Sale of Bajaj motorcycles, scooters and electric vehicles
Sale of Bajaj three-wheelers
Vehicle servicing and repairs
Sale of spare parts and accessories
Insurance facilitation and financing support
Extended warranty and maintenance plans
The company caters to retail customers, commercial vehicle operators, fleet buyers and small business owners across Karnataka.
Industry Background and Market Environment
Amba Auto operates in India’s automobile dealership ecosystem, particularly within the two-wheeler and three-wheeler market. This is one of the largest consumer mobility sectors in India.
India remains the world’s largest two-wheeler market. Demand is supported by rising urbanization, increasing disposable income, lower-cost transportation needs, and the expansion of electric mobility.
Industry Metric | Data |
|---|---|
India Two-Wheeler Market Size (2025) | USD 28.84 billion |
Forecast Market Size (2031) | USD 38.68 billion |
Forecast CAGR (2026-2031) | 5.02% |
Share of Motorcycles in Market | 74.05% |
Offline Dealership Share | 95.35% |
The dealership channel remains highly important because over 95% of two-wheeler purchases in India still happen through physical dealerships and showrooms. This strongly benefits companies like Amba Auto that have an established local distribution and service network.
The electric two-wheeler segment is also emerging as a major growth area. Bajaj’s Chetak electric scooter has been gaining traction across urban markets. Karnataka, especially Bengaluru, is one of India’s leading EV markets because of better charging infrastructure and higher consumer acceptance.
The Indian two-wheeler market is expected to continue growing due to:
Increasing need for affordable transportation
Strong rural and semi-urban demand
Rising penetration of financing
Higher demand for premium motorcycles and scooters
Government incentives for EVs and cleaner mobility
However, the industry also faces headwinds such as volatile fuel prices, higher financing costs, rising competition from EV startups and OEM inventory pressure.
Company Business Overview
Amba Auto functions within the automotive value chain as a downstream retail and service company. It does not manufacture vehicles. Instead, it purchases inventory from Bajaj Auto and sells it through its showroom network.
The company’s business model is based on four major revenue streams:
Revenue Segment | Description |
|---|---|
Vehicle Sales | Bajaj motorcycles, scooters, EVs and three-wheelers |
Service Revenue | Periodic maintenance, repairs and workshop income |
Spare Parts & Accessories | Genuine parts, lubricants, helmets, accessories |
Allied Revenue | Vehicle finance commissions, insurance commissions and registration support |
The company’s target customers include:
Salaried urban consumers buying motorcycles and scooters
Commercial vehicle buyers purchasing three-wheelers
Delivery and logistics operators
Existing vehicle owners requiring servicing and spare parts
The company is strategically positioned because it earns recurring income not only from vehicle sales but also from servicing and spares. Service and spare parts businesses usually have higher margins and provide stability even when new vehicle sales slow down.
Its position in the value chain can be summarized as:
Manufacturer → Dealer/Distributor → Customer → After-Sales Service
Here, Amba Auto occupies the dealer and service layer.
Key Regulations and Compliance Framework
The company operates in a tightly regulated environment. Since it is an automobile dealer and IPO-bound public company, it must comply with both automobile regulations and securities regulations.
Regulation / Law | Relevance to Company |
|---|---|
Companies Act, 2013 | Corporate governance and board requirements |
SEBI ICDR Regulations, 2018 | IPO process and disclosures |
SEBI LODR Regulations, 2015 | Post-listing compliance |
Motor Vehicles Act, 1988 | Vehicle sale and registration rules |
GST Act | Tax on vehicles, spare parts and services |
Consumer Protection Act, 2019 | Customer grievance and warranty obligations |
Shops and Establishments Act | Employee and showroom operations |
Environmental Laws | Workshop waste disposal and pollution compliance |
Labour Laws | PF, ESIC, gratuity and employee rights |
After listing, the company will also need to comply with:
Quarterly financial disclosures
Board and committee requirements
Related-party transaction norms
Insider trading restrictions
Shareholding disclosures
Risk Profile
Major Business Risks
Risk | Why It Matters |
|---|---|
Dependence on Bajaj Auto | A large part of the business depends on one OEM relationship. Loss of dealership rights could materially affect revenue. |
Geographic Concentration | Operations are concentrated in Karnataka, exposing the company to local market slowdowns. |
Cyclical Industry | Demand for automobiles is linked to economic growth, interest rates and consumer sentiment. |
Competition | The company competes with other Bajaj dealers and dealers of Hero, Honda, TVS and EV brands. |
EV Transition | If the company fails to adapt to the shift toward electric vehicles, future growth could slow. |
Financial Risks
Financial Risk | Impact |
|---|---|
Working Capital Requirement | Vehicle dealerships require large inventory and cash blockage. |
Borrowings | High debt may increase interest burden and reduce profitability. |
Low Margins on Vehicle Sales | New vehicle sales are typically low-margin, so volume decline can sharply impact profits. |
Dependence on Finance Availability | If banks reduce vehicle financing, sales could weaken. |
Operational Risks
Operational Risk | Details |
|---|---|
Inventory Obsolescence | Unsold vehicle inventory may lose value when new models are launched. |
Dependence on Skilled Staff | Service centres require trained technicians and mechanics. |
Regulatory Compliance | Any lapse in tax, labour or environmental compliance could lead to penalties. |
The company has also stated that its shares may experience volatility after listing because this is its first public issue. There is no previous trading history for the stock.
Promoters and Ownership Group
The promoters of the company are:
Pradeep Kumar Lohia
Rakesh Kumar Lohia
Vikash Kumar Lohia
The Lohia family has built the company over nearly two decades and has played a direct role in expanding its dealership and service business in Karnataka.
Promoter | Position | Role |
|---|---|---|
Pradeep Kumar Lohia | Promoter | Strategic direction and business expansion |
Rakesh Kumar Lohia | Managing Director | Daily operations and dealership management |
Vikash Kumar Lohia | CFO | Finance, planning and capital management |
Group Entities and Associate Companies
These group entities are connected through common ownership or business dealings.
The likely role of these entities includes:
Real estate holding for showrooms or workshops
Vehicle distribution and logistics support
Financing or related business activities
Common management control
Since the company is family-controlled, the relationship with group entities is important for understanding related-party transactions and dependency risks.
Leadership Team and Key Executives
Name | Designation |
|---|---|
Rakesh Kumar Lohia | Managing Director |
Vikash Kumar Lohia | Chief Financial Officer |
Chetan Kumar Hiralal Solanki | Company Secretary & Compliance Officer |
The leadership structure reflects a promoter-led business where operational decisions remain closely controlled by the founding family.
Corporate Governance and Board Committees
Ahead of the IPO, the company strengthened its governance structure and constituted the mandatory committees required under the Companies Act and SEBI regulations.
Committee | Purpose |
|---|---|
Audit Committee | Financial reporting, internal controls and auditor oversight |
Nomination & Remuneration Committee | Director appointments and compensation |
Stakeholders Relationship Committee | Shareholder complaints and investor services |
CSR Committee | Corporate social responsibility initiatives |
All these committees were constituted in July 2025.
Legal Matters and Regulatory Proceedings
no major litigation appears significant enough to threaten the company’s continuity or the IPO itself.
Potential litigation areas typically include:
Tax disputes
Employee claims
Consumer complaints
Regulatory filings and approvals
Property or lease-related disputes
Financial Performance Overview
Amba Auto has shown steady growth in revenue over the last three financial years, driven mainly by higher vehicle sales, growth in the three-wheeler business, stronger service income and expanding spare parts sales.
Revenue Trend
Particulars (₹ lakh) | FY2023 | FY2024 | FY2025 | 9M FY2026* |
|---|---|---|---|---|
Revenue from Operations | 11,295.44 | 21,122.83 | 24,236.65 | 20,374.02 |
Other Income | 9.69 | 10.66 | 9.42 | 5.44 |
Total Income | 11,305.13 | 21,133.49 | 24,246.07 | 20,379.46 |
*9M FY2026 refers to the nine months ended December 31, 2025.
The company nearly doubled its revenue between FY2023 and FY2024. This was primarily due to:
Strong increase in Bajaj three-wheeler sales
Better realization from spare parts and servicing
Improved showroom throughput and dealership scale
Revenue Mix
Segment | FY2023 (₹ lakh) | FY2024 (₹ lakh) | FY2025 (₹ lakh) | 9M FY2026 (₹ lakh) |
|---|---|---|---|---|
Two-Wheeler Sales | 3,545.11 | 7,165.19 | 7,621.23 | 6,476.70 |
Three-Wheeler Sales | 6,190.03 | 11,210.08 | 13,305.72 | 10,331.30 |
Spare Parts & Accessories | 360.71 | 632.17 | 776.01 | 1,017.30 |
Service & Repairs | 669.90 | 1,174.01 | 1,397.99 | 1,714.11 |
LG Electronics Sales | 500.00 | 914.98 | 1,092.26 | 759.92 |
The business is still dominated by vehicle sales, especially three-wheelers, which contributed more than half of FY2025 revenue. However, the higher-margin service and spare parts segment is also growing rapidly and is becoming increasingly important.
Profitability Snapshot
Particulars (₹ lakh) | FY2023 | FY2024 | FY2025 | 9M FY2026 |
|---|---|---|---|---|
EBITDA | 236.51 | 438.72 | 768.94 | 819.59 |
Profit After Tax (PAT) | 124.79 | 288.67 | 561.38 | 1,175.44 |
Net Worth | 447.97 | 736.64 | 1,514.24 | 2,689.68 |
The company’s profitability has improved faster than revenue. PAT increased from ₹124.79 lakh in FY2023 to ₹561.38 lakh in FY2025, indicating stronger operating leverage and better scale benefits.
Borrowings and Financial Obligations
As of December 31, 2025, the company had total outstanding borrowings of ₹5,741.79 lakh.
Type of Borrowing | Amount (₹ lakh) |
|---|---|
Secured Loans from Banks | 4,778.64 |
Unsecured Loans from Others | 963.15 |
Total Borrowings | 5,741.79 |
Most of the company’s borrowings are working capital loans and term loans used for:
Inventory funding
Showroom and workshop expansion
Purchase of plant and machinery
Vehicle stock financing
Major Secured Loans
Lender | Nature | Outstanding (₹ lakh) | Interest Rate |
|---|---|---|---|
Saraswat Co-operative Bank | Term Loan | 30.00 | 10.10% |
Saraswat Co-operative Bank | Term Loan | 82.25 | 10.10% |
Saraswat Co-operative Bank | Term Loan | 26.98 | 8.70% |
These loans are secured against plant and machinery, furniture and fixtures. Repayment tenures range from 5 to 7 years.
A high working capital requirement is natural in the dealership business because the company must keep a significant inventory of vehicles, spare parts and accessories before sales occur.
Cash Flow Position
The company’s cash generation is improving, but like most auto dealers, a large amount of cash gets tied up in inventory and receivables.
The company generates cash from:
Vehicle sales
Workshop and service income
Spare parts sales
Finance and insurance incentives
Cash is primarily used for:
Buying vehicle inventory
Repaying loans
Expanding service infrastructure
Capital expenditure for new branches and workshops
The company’s improving PAT and net worth suggest that operating cash flow has strengthened, although working capital consumption remains significant due to higher inventory levels.
Cash Flow Area | Key Driver |
|---|---|
Operating Activities | Sale of vehicles, servicing, spare parts |
Investing Activities | Purchase of plant, machinery and branch infrastructure |
Financing Activities | Borrowings, repayment of loans and proposed IPO proceeds |
Important Financial Ratios
The company’s ratios indicate that profitability and returns have improved sharply over the last three years.
Ratio | FY2023 | FY2024 | FY2025 | 9M FY2026 |
|---|---|---|---|---|
EBITDA Margin | 2.09% | 2.08% | 3.17% | 4.02% |
PAT Margin | 1.10% | 1.37% | 2.32% | 5.77% |
Return on Net Worth (RoNW) | 27.86% | 39.20% | 37.07% | 43.70% |
Net Worth (₹ lakh) | 447.97 | 736.64 | 1,514.24 | 2,689.68 |
Earnings Per Share (₹)* | 0.93 | 2.14 | 4.16 | 8.71 |
*Calculated after considering bonus issue adjustments.
The rising return ratios show that management has been able to scale the business without proportionately increasing capital.
Management Discussion and Business Strategy (MDA)
Management believes the company is well positioned to benefit from:
Rising demand for two-wheelers and three-wheelers in Karnataka
Growing penetration of electric vehicles
Expansion in servicing and spare parts
Increasing financing availability for buyers
The company’s growth strategy includes:
Strategic Area | Planned Action |
|---|---|
Network Expansion | Open new showrooms and workshops in Karnataka |
Service Business | Increase workshop capacity and improve customer retention |
EV Business | Expand Bajaj Chetak and EV-related sales infrastructure |
Working Capital | Use IPO funds to support larger inventory levels |
Brand Strengthening | Improve customer acquisition and local market presence |
Management also believes that recurring service income will help protect profitability even during weaker vehicle sales cycles.
Purpose of the IPO (Use of Funds)
The IPO is entirely a fresh issue of up to 48.24 lakh equity shares. There is no offer for sale by existing shareholders. That means the money raised will go directly to the company.
The issue proceeds are proposed to be used for the following purposes:
Purpose | Description |
|---|---|
Repayment / Prepayment of Borrowings | Reduce debt and interest burden |
Working Capital Requirements | Support higher inventory and operating needs |
General Corporate Purposes | Brand building, business expansion and administrative expenses |
Issue Expenses | IPO-related costs |
The largest portion of the IPO proceeds is expected to go toward working capital and debt reduction, which is common for dealership businesses.
Pricing Logic and Valuation Basis
The company has disclosed that the pricing will be based on:
Earnings per share
Net asset value
Return ratios
Comparison with listed peer companies
Growth prospects and industry outlook
Key Valuation Indicators
Valuation Metric | FY2025 |
|---|---|
EPS (₹) | 4.16 |
Net Worth (₹ lakh) | 1,514.24 |
NAV Per Share (₹) | 11.22 |
RoNW | 37.07% |
The company’s improving earnings and relatively high RoNW could justify a premium valuation, although investors will need to compare the final price band with other listed auto dealership companies before subscribing.
Share Capital and Ownership Structure
Before the IPO, the company has a pre-issue paid-up equity share capital of 1,34,92,800 equity shares of face value ₹10 each.
The IPO will consist of up to 48,24,000 fresh equity shares.
Particulars | Number of Shares |
|---|---|
Pre-Issue Equity Shares | 1,34,92,800 |
Fresh Issue Shares | 48,24,000 |
Post-Issue Equity Shares | 1,83,16,800 |
The fresh issue will dilute existing shareholders, but promoters will continue to retain majority control after listing.
Shareholding Pattern
Pre-Issue Shareholding
Shareholder | Shares Held | % Holding |
|---|---|---|
Vikash Kumar Lohia | 44,96,400 | 33.31% |
Rakesh Kumar Lohia | 44,96,400 | 33.31% |
Pradeep Kumar Lohia | 40,50,000 | 30.00% |
Prakash Kumar Lohia | 4,50,000 | 3.33% |
Post-Issue Broad Pattern
Category | Approximate Holding After IPO |
|---|---|
Promoters & Promoter Group | ~73.67% |
Public Shareholders | ~26.33% |
The issue itself will constitute 26.33% of the post-issue equity capital. Therefore, even after listing, the promoter family will continue to remain the controlling shareholder group.
Dividend Policy
Amba Auto has not adopted a fixed dividend payout ratio. The company’s stated policy is to retain earnings for business expansion, working capital and future growth rather than distribute a large part of profits as dividends.
Since the company operates in a working-capital-intensive business, management has indicated that profits are likely to be reinvested into:
Vehicle inventory
New showrooms and workshops
Expansion of service capacity
Reduction of borrowings
The Board may recommend dividends in future depending on:
Factor | Impact on Dividend Decision |
|---|---|
Profitability | Higher profits improve dividend capacity |
Working Capital Need | High inventory requirements reduce payout potential |
Future Expansion Plans | More expansion means lower immediate dividends |
Debt Repayment | Borrowing reduction may take priority over dividend distribution |
Regulatory Restrictions | Dividend can be declared only if compliant with Companies Act and loan covenants |
The company has not paid significant dividends historically because it has focused on business expansion.
Related Party Dealings
Because Amba Auto is a promoter-led family business, there have been related-party transactions between the company and promoter-controlled entities.
These transactions generally include:
Nature of Transaction | Likely Counterparty |
|---|---|
Rent Paid | Promoter-owned properties used as showrooms or offices |
Loans / Advances | Promoters or promoter group entities |
Purchase / Sale of Goods | Related entities within the business ecosystem |
Reimbursement of Expenses | Promoter-related companies |
The company has disclosed that these transactions were carried out in the ordinary course of business and on an arm’s-length basis. After listing, all related-party transactions will be subject to stricter approval and disclosure requirements under SEBI LODR Regulations.
Key Agreements and Legal Contracts
The company has entered into several important agreements that are essential for its business operations and the IPO process.
Agreement | Purpose |
|---|---|
Dealership Agreement with Bajaj Auto | Allows the company to sell Bajaj vehicles and provide after-sales services |
Market Making Agreement | Ensures liquidity in shares after listing |
Underwriting Agreement | Provides underwriting support for the IPO |
Registrar Agreement | Appointment of Bigshare Services Private Limited |
Banker to the Issue Agreement | Banking arrangements for IPO proceeds |
Monitoring Agency Agreement | Oversight of IPO fund utilization |
Issue Agreement with BRLM | Defines responsibilities of CapitalSquare Advisors |
The Bajaj dealership agreement is especially important because the company’s entire business depends heavily on maintaining its authorized dealer status.
Rights of Equity Shareholders
After listing, shareholders will have the same rights as shareholders of any listed company under the Companies Act and SEBI regulations.
Shareholder Right | Description |
|---|---|
Voting Rights | One vote per equity share |
Dividend Rights | Entitled to dividend if declared |
Right to Attend AGM | Can attend and vote in shareholder meetings |
Right to Transfer Shares | Freely tradable after listing |
Right to Receive Bonus / Rights Shares | Eligible for future corporate actions |
Right to Information | Access to annual reports and financial disclosures |
Right on Liquidation | Share in residual assets after liabilities are paid |
Promoters, however, will continue to control the company because they will retain more than 70% of post-issue shareholding.
Other Statutory and Regulatory Disclosures
These include:
Disclosure Area | Key Point |
|---|---|
Outstanding Litigations | Material legal cases and contingent liabilities disclosed |
Material Contracts | Key agreements available for inspection |
Related Party Transactions | Detailed disclosure provided |
Outstanding Dues | Dues to creditors and statutory authorities disclosed |
Promoter Background | Educational and business details of promoters disclosed |
Capital Structure | Full pre-issue and post-issue share capital provided |
Risk Factors | Specific risks explained in detail |
Monitoring of IPO Funds | Monitoring agency appointed because issue size crosses threshold |
Brickwork Ratings India Private Limited has been appointed as the monitoring agency for the IPO proceeds. This provides additional oversight and helps ensure that the company uses the issue funds for the purposes stated in the prospectus.
Summary
Amba Auto Sales and Services Limited is essentially a regional automobile dealership business with strong dependence on Bajaj Auto and the Karnataka market. Its financial performance has improved significantly in the last three years, especially in terms of profitability and return on net worth.
The IPO appears primarily intended to strengthen working capital and reduce debt. The company’s future growth will depend on:
Sustaining vehicle sales momentum
Growing the higher-margin service and spare parts business
Expanding its EV presence through Bajaj Chetak
Managing working capital efficiently
Maintaining its dealership relationship with Bajaj Auto
For investors, the biggest positives are strong earnings growth and high promoter commitment. The biggest risks are customer concentration on a single OEM, geographic concentration and the working-capital-heavy nature of the business.