SE-041 · Project Sentinel · Confidential Information Memorandum

Project Sentinel

PSARA-Licensed Security & Manpower Services
₹201.67 Cr
FY27 Projected Turnover
Year ending March 2027
₹155.81 Cr
FY26 Revenue
Audited
₹10.81 Cr
Normalised EBITDA
Main company + group entities
₹164.16 Cr
Confirmed Order Book
2,531 personnel
5,306
Own-Payroll Workforce
As at March 2026
Prepared by: CA Dhiraj Ostwal — Transaction Advisory
September 2026  |  Pre-NDA Circulation
Section 01

Executive Summary

At a Glance

Company Profile
Sector
PSARA-Licensed Security & Manpower Services
Established
~1997 · ~29 years of operations
PSARA Licences
21 states
GST Registrations
16 states
Operating Model
Asset-light, service-led
Income Tax Benefit
Tax exemption on 90% of profit
Transaction
Stake on Offer
Up to 100% (minimum 80%)
Promoter Support
Transition support of 1 year or longer
 
Section 02

Investment Highlights

A

Proven Stability & Reliability

  • Three decades of stable and reliable operations
  • Strong domain expertise, resilience and proven track record
B

Long-Standing Relationships

  • Enduring relationships with 70%+ of clients
  • Built on trust, consistent service quality and reliability
  • Long-term employee relationships — a committed, experienced workforce
C

Zero-Debt Company

  • Zero debt — financially strong and disciplined
  • Stability, flexibility and capacity for sustainable growth
D

Government-Licensed Training Establishment

  • Own Government-licensed training establishment
  • Consistent training standards; skilled manpower developed internally
  • Service quality assured across operations
E

Strong Governance & Compliance

  • Clean and transparent books of accounts
  • High standards of statutory and regulatory compliance
  • Compliance-audit performance appreciated by the GST Department
  • Operations only in licensed states — clean regulatory record
 
Section 03

Business Overview

Core Services

Security Guard Services Primary revenue driver

  • Unarmed security guards (SG)
  • Armed guards / SSG
  • Screened, trained and PSARA-certified personnel

Manpower Outsourcing

  • Facility and support personnel for institutional clients
  • Business-support services
  • Growing stream beyond pure guarding

Allied Services

Facility & Fleet ManagementPayroll & Staffing SolutionsExecutive ProtectionSecurity Consulting
Guarding & access control at institutional premises
Background verification of manpower before deployment
Guard training & certification at group training centre

Vision & Mission

Vision

To be the preferred choice for Integrated Security Solutions and Facility Management Services.

Mission

To establish new, innovative and reliable standards in Security, Allied Services and Facility Management through excellence in people, processes, technology and service delivery.

Long-Term Objective

  • The brand is envisioned as a Self-Propelled Vehicle (SPV) — a highly dependable and reliable support system for clients
  • A benchmark of trust, discipline, reliability and excellence
  • Standards inspired by the ethos and professionalism of the Indian Armed Forces, blended with modern corporate best practices
  • Aspiration: the “Rolex of the Security Industry” — premium quality, reliability, discipline and trust

Strategic Pillars — Firm, Sustainable & Profitable Growth

People

Committed, skilled, disciplined and professionally trained workforce.

Processes

Robust, standardised and scalable processes for consistent delivery.

Technology

Innovation to enhance efficiency, security, monitoring and customer experience.

Reputation

Brand strengthened through integrity, reliability, quality and customer trust.

Group Companies — Integrated Manpower Pipeline

1
Recruitment
Selection & screening
2
Background Verification
Group entity
3
Education & Training
Group entity
4
PSARA Certification
Mandatory compliance
5
Deployment
Main operating company
 
Section 04

Business Model & Workforce

Revenue Model

Billing by Service Line Billing Basis
Unarmed security guard deployment (SG) Min. wage + EPF / ESI / bonus + service charge
Armed guard / SSG deployment Min. wage (higher scale) + statutory + service charge
Manpower outsourcing / business support Cost-plus; agreed fee per person

Contract Lifecycle

1
Contract Award
Tender / direct award; 1–3 year term
2
Guard Deployment
Verified & trained personnel placed at site
3
Monthly Supervision
Attendance, performance, compliance
4
Monthly Billing
Wage + statutory + service charge
5
Contract Renewal
Tender or relationship-based

Workforce Growth

Deployed Personnel Mar-22 Mar-23 Mar-24 Mar-25 Mar-26
Unarmed Guards (SG) 1,981 2,347 2,786 3,012 4,582
Armed Guards / SSG 874 635 644 729 724
Total Deployed 2,855 2,982 3,430 3,741 5,306
YoY Growth — +4.4% +15.0% +9.1% +41.8%

Workforce & Welfare

 
Section 05

Market & Opportunity

Market Context

Target Client Segments

Government & Public Sector

  • Central ministries, state/UT departments, municipal bodies
  • Hospitals, education establishments and PSUs
  • Competitive tenders; hundreds of personnel per site group

Financial Services

  • Branch, ATM, data-centre and corporate-office security
  • Established relationship with a multinational bank

Education & Institutions

  • Universities, colleges and school complexes
  • Access control across multiple campuses and states
Mass-transit & infrastructure facilities secured
Hospitals, municipal & government premises secured

Prospective Client Pipeline — Unnamed

Client Segment (Unnamed) Prospects Potential Manpower  
Government Departments & Ministries 80 28,421
 
Defence & Security Establishments 68 1,52,837
 
Healthcare Institutions 63 38,704
 
PSUs, Financial & Corporate / Infrastructure 38 4,807
 
Education & Research Institutions 34 3,576
 
Total Prospective Pipeline 283 2,28,345  
 
Section 06

Management & Organisation

Leadership

Role Background Current Function
Managing Director (Promoter) Former defence services officer; 29+ years in the security sector Strategic oversight; licence compliance; institutional relationships
Co-Director (Promoter) Commerce graduate; 29+ years associated with the business Finance oversight; client relationships; training coordination
Finance Controller ICWAI, MBA Finance Day-to-day finance and compliance

Auto-Pilot Operating Model

Investor Message

The organisation operates through a robust management framework with decentralised execution and centralised monitoring, enabling scalable and efficient operations with limited promoter dependency.

Organisational Structure

Tier 1Promoter Leadership
Chairman
Managing Director
GM – Corporate Affairs
Sr. Manager – Corporate Affairs
Tier 2Senior Management
Reports to Chairman
GM – Operations (NCR)
Regional Director (Pan-India)
Sales & Branding
Reports to Managing Director
Financial Controller
CRM
HRD
Tier 3Functional Verticals
Senior → Junior reporting

NCR Operations

  1. Branch Manager
  2. Branch Coordinator
  3. Training Manager
  4. Field Inspector

Pan-India Operations

  1. Branch Manager
  2. Branch Coordinator
  3. Training Manager
  4. Field Inspector

Sales & Branding

  1. Manager – Sales
  2. Manager – Tender
  3. Tender Executive
  4. Executive – Digital Marketing

CRM & Control Room

  1. DGM – Corporate Affairs
  2. Manager CRM
  3. Executives CRM
  4. Control Room Executives
  5. QRT Inspectors

Human Resources

  1. DGM – Corporate Affairs
  2. Manager HR
  3. Front Office Assistant

Admin & Compliance

  1. GM – Corporate Affairs
  2. Manager – HR Compliance & IR
  3. Recruitment Executive
  4. Grievance Executive

Inventory & Stores

  1. Manager – Inventory & Admin
  2. Executive – Stores

IT & Projects

  1. AGM – IT & Projects

Finance & Accounts

  1. Manager F&A
  2. Dy. Manager F&A
  3. Asst. Manager F&A

Salary & Billing

  1. AGM – Billing & Commercial
  2. Sr. Manager – Commercial

Legal

  1. Legal Manager
  2. Legal Consultant
Tier 4Regional & State Control
Regional DirectorNorth & West
HaryanaRajasthanMadhya PradeshUP & BiharJammu & KashmirHimachal PradeshGujaratUttarakhandPunjabChandigarh
GM – Operations (NCR)NCR cluster
NCR region offices
Regional Manager – EastEast & West Coast
Orissa & JharkhandMaharashtra
AGM – SouthSouth
TelanganaAndhra PradeshTamil NaduKarnatakaKeralaPondicherry

Management Framework

Multi-Layer Structure

Promoters, senior management, functional heads, managers and field inspectors.

Defined Reporting Hierarchy

Every role reports in a clear line up to the Chairman or Managing Director.

Regional & Operational Controls

Regional heads and state-level managers control field execution.

Standard Operating Procedures

Process-driven delivery through standardised SOPs.

Technology-Enabled Workforce Management

Control room, CRM and an IT & Projects function support monitoring of personnel.

Compliance-Driven Systems

Dedicated HR Compliance & IR, Legal and Finance functions.

Experienced Leadership & Supervisory Team

A significant portion of the senior management and supervisory team comprises experienced retired personnel from Government, Defence, Police, Security and Administrative backgrounds, bringing domain expertise, discipline and operational excellence.

Service Quality & Operating Controls

Litigation & Contingent Liabilities

Exposure
 
Nominal

Contingent liabilities and litigation exposure are nominal and significantly lower compared to industry norms and overall business scale.

Even in an extreme scenario of adverse outcomes, the financial impact remains immaterial relative to revenue, EBITDA and enterprise value.

 
Section 07

Order Summary — Pipeline Period: Calender Year 2027

Order Book Overview

Client Category (Unnamed) Contract Value (₹ Cr) Personnel  
Central PSU — Urban Mass Transit 58.84 298
 
State / UT Government — Municipal Body 34.54 288
 
State / UT Government — Education Directorate 18.07 717
 
State / UT Government — Public Hospital 18.02 544
 
Central Government — Ministry 14.43 199
 
State / UT Government — Transport Department 10.95 153
 
Central Government — Agricultural Research & Education Body 9.30 332
 
Total Confirmed Order Book 164.16 2,531  
 
Section 08

Financial Snapshot

Basis of Figures

Revenue — H1 FY 2026-27 Provisional

Monthly Revenue (₹ Crore) Taxable Sales Exempted Sales Total  
April 2026 1.03 — 1.03
 
May 2026 11.86 1.10 12.96
 
June 2026 11.86 4.15 16.01
 
Q1 Total (Apr–Jun)     29.99  
July 2026 15.28 4.11 19.39
 
August 2026 13.36 4.27 17.64
 
September 2026 13.26 4.27 17.54
 
Q2 Total (Jul–Sep)     54.57  
H1 Total (6 Months) 66.66 17.91 84.56  

GST Efficiency & Exempt Revenue Mix

₹84.56 Cr H1 FY27 REVENUE
Taxable Services
₹66.66 Cr
GST-Exempt Services
₹17.91 Cr

Revenue composition, April–September 2026.

Tax Position

Tax-Free ProfitTax-efficient business model

Supported by eligible deductions under Chapter VI-A, primarily Section 80JJAA.

  • Section 80JJAA deduction: ₹5.49 Cr (FY24); ₹5.90 Cr (FY25)
  • The Company receives substantial tax benefits
  • Effective tax incidence remains significantly lower
  • Tax refunds have been received historically
  • Benefit has continued year after year
  • Management expects continuation, subject to applicable laws

Management Projections

₹425 Cr
FY30 Revenue (Proj.)
vs ₹155.81 Cr in FY26
28.5%
Revenue CAGR
FY26 – FY30
27.0%
PAT CAGR
₹7.14 Cr → ₹18.60 Cr
Main Company (₹ Crore) FY26 Aud. FY27 (Est.) FY28 (Est.) FY29 (Est.) FY30 (Est.)
Revenue from Operations 155.81 201.67 260.00 351.00 425.00
YoY Growth — 29.4% 28.9% 35.0% 21.1%
Net Profit / PAT 7.14 6.71 10.86 16.39 18.60
PAT Margin 4.6% 3.3% 4.2% 4.7% 4.4%
 
Section 09

Business Valuation

Indicative Enterprise Value

₹84.09 Crore
Average of EBITDA-based and Normalised PAT-based valuation
+ Working Capital
(Calculation to be done when the term sheet is signed)
+ Fixed Assets
(Valuation to be done separately)
+ Investments
(Valuation to be done separately)

Valuation Methodology (₹ Crore)

EBITDA Valuation
Normalised EBITDA₹10.8073 Cr
Multiple6.50x
Business Value₹70.2475 Cr
PAT Valuation
Normalised PAT₹8.5162 Cr
Multiple11.50x
Business Value₹97.9363 Cr

Average of EBITDA & PAT Valuation

EBITDA-based Business Value
₹70.2475 Cr
(+) PAT-based Business Value
₹97.9363 Cr
Total₹168.1838 Cr
Average (÷ 2) = Indicative Enterprise Value₹84.09 Cr

How EBITDA & PAT Are Arrived At (₹ Crore)

Entity Normalised EBITDA Normalised PAT
Main Operating Company 9.50 7.50
Group 1 Entity 0.47 0.36
Group 2 Entity 0.40 0.30
Group 3 Entity 0.43 0.36
Consolidated 10.81 8.52

EBITDA Bridge — Main Operating Company

Profit Before Tax
₹6.13 Cr
(+) Finance Costs, Bank Charges & Interest
₹0.37 Cr
(+) Depreciation
₹0.89 Cr
Reported EBITDA₹7.39 Cr
(+) Advertisement & Business Promotion Expenses
₹2.15 Cr
(+) Training Centre Development — one‑time
₹0.07 Cr
Adjusted EBITDA₹9.61 Cr
(+) Promoter Remuneration (normalised)
₹1.32 Cr
(−) Indirect Income
₹(1.43) Cr
Normalised EBITDA₹9.50 Cr

PAT Bridge — Main Operating Company

Profit Before Tax
₹6.13 Cr
(+) Advertisement & Business Promotion Expenses
₹2.15 Cr
(+) Training Centre Development — one‑time
₹0.07 Cr
Adjusted Profit₹8.35 Cr
(+) Promoter Remuneration (normalised)
₹1.32 Cr
(−) Indirect Income
₹(1.43) Cr
Adjusted PBT₹8.24 Cr
(−) Taxes (on adjusted PBT)
₹(0.74) Cr
Normalised PAT₹7.50 Cr

All figures in ₹ Crore, rounded to two decimals; totals are computed on exact values.

 
Section 10

Investment Proposition

What Is On Offer

Value Creation Opportunities

Management Growth Ambition — By FY 2029-30

10,000+
Employees / Deployed Personnel
vs 5,306 in March 2026
~₹500 Cr
Annual Turnover Target
Management target
Higher
Profitability & Shareholder Value
Significant enhancement targeted

About the Adviser

CA Dhiraj Ostwal & Associates — “The Business Strategist”. Led by CA Dhiraj Ostwal, Chartered Accountant & Cost Management Accountant, the firm advises entrepreneurs, promoters and corporates on M&A, business structuring, audit & assurance, taxation and corporate compliance, with its head office in Pune.

28
Years of Practice
35+
Professionals
11
Offices Pan-India
1,500+
Clients · 7+ Countries

Contact the Adviser

Detailed information and management access will be provided following execution of a Non-Disclosure Agreement.

Adviser
CA Dhiraj Ostwal
Project Code
SE-041 · Project Sentinel
Contact No.
IMPORTANT DISCLAIMER
This Confidential Information Memorandum (“CIM”) has been prepared by CA Dhiraj Ostwal — Transaction Advisory (“Adviser”) on behalf of the promoters of Project Sentinel (SE-041). It is provided solely to enable potential acquirers to assess whether they wish to proceed with further discussions. It does not constitute an offer, invitation or solicitation to purchase any securities or business interest. The information herein has been derived from documents and representations provided by the management of the business and has not been independently verified by the Adviser. No representation or warranty, express or implied, is made as to its accuracy, completeness or fairness. Prospective acquirers must conduct their own independent due diligence and must not rely on this CIM as the basis for any investment decision. Financial projections are management estimates only and are subject to change. Past financial performance is not a guide to future performance. This CIM is strictly confidential and must not be disclosed to any third party without the prior written consent of the Adviser. Photographs are illustrative of the industry and services described. Any transaction with the Buyer shall be subject to applicable advisory fees of the Advisor.

 

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