Clean Max Enviro Energy Solutions Logo

Clean Max Enviro Energy Solutions IPO

NSE,BSELot: 14

UPCOMINGMAINBOARD
Price Band
1000 - ₹1053
Lot Size
14
Issue Size
₹3100 Cr
GMP
+3
Subscription
-

IPO Schedule

1
Open
23 Feb
2
Close
25 Feb
3
Allotment
26 Feb
4
Listing
2 Mar

About Clean Max Enviro Energy Solutions

Clean Max Enviro Energy Solutions Limited (“Clean Max”) is one of India’s largest corporate renewable energy platform providers, focused on decarbonization solutions for commercial and industrial (C&I) customers. The company enables businesses to shift from conventional power to solar, wind, and hybrid renewable energy solutions through long-term power supply arrangements.

GMP History

DateGMPEst. Listing
21 Feb 2026+₹31056
20 Feb 2026+₹31056
19 Feb 2026+₹31056
18 Feb 2026+₹61059
17 Feb 2026+₹161069

Company Profile

Particulars

Details

Company Name

Clean Max Enviro Energy Solutions Limited

CIN

U93090MH2010PLC208425

Incorporated

September 29, 2010

Conversion to Public Ltd.

August 7, 2025

Registered Office

Mumbai, Maharashtra

Industry

Renewable Energy

Sector

Power – Clean & Green Energy

Website

www.cleanmax.com

Inception & Evolution
  • Incorporated in 2010 as a private company to address the rising energy cost and sustainability challenges of corporates.

  • Initially focused on rooftop solar for industrial clients.

  • Over time, expanded into:

    • Open access solar

    • Wind energy

    • Wind-solar hybrid projects

    • International markets (Middle East & Southeast Asia)

  • Converted into a public limited company in 2025 as part of its IPO readiness strategy.

Geographic Presence

Clean Max has one of the widest renewable asset footprints in the corporate power segment.

Geography

Presence

India

Pan-India across 20+ states

UAE

Solar assets via Cleanmax Solar MENA FZCO

Thailand

Renewable projects & EPC operations

Core Business Segments

Segment

Description

Open Access Renewable Power

Supplying power to corporates through grid-connected solar/wind plants

Rooftop Solar

On-site solar installations for factories & offices

Hybrid Energy

Wind + solar for improved load balancing

O&M Services

Long-term operation & maintenance of renewable assets

International Renewables

Expansion in MENA and Southeast Asia

Industry Background and Market Environment

Indian Corporate Renewable Energy Market

Clean Max operates in the Corporate Renewable Power Market, a high-growth sub-segment of India’s renewable energy industry.

Metric

Value

India Renewable Capacity (FY25)

~190 GW

Corporate Renewable Share

~25 GW

CAGR (FY20–FY25)

~18–20%

Projected Market by FY30

60+ GW

Key Industry Growth Drivers
  • Net Zero & ESG commitments by corporates

  • Rising grid power tariffs

  • Government incentives for renewable integration

  • Predictable long-term PPAs (15–25 years)


Regulatory Environment

The market is regulated by:

  • MNRE (Ministry of New & Renewable Energy)

  • State Electricity Regulatory Commissions (SERCs)

  • SEBI & Companies Act for listed entities

Key supportive policies include:

  • Open Access Renewable Policy

  • Green Energy Open Access Rules, 2022

  • Waiver of ISTS charges for renewable energy

Future Outlook
  • Increasing 24x7 renewable demand

  • Growth in hybrid and storage-linked projects

  • Corporate customers expected to contribute 40%+ of new RE capacity by 2030

Company Business Overview

What Clean Max Does

Clean Max develops, owns, and operates renewable power assets and supplies clean electricity directly to corporate customers under long-term contracts.


Business Model Snapshot

Step

Activity

1

Identify corporate energy requirement

2

Develop renewable asset (solar/wind/hybrid)

3

Secure long-term PPA (15–25 years)

4

Power generation & grid evacuation

5

O&M and billing


Target Customers

Segment

Examples

Manufacturing

Auto, FMCG, metals

IT & Data Centers

Hyperscalers

Infrastructure

Airports, ports

Warehousing

Logistics parks


Position in Value Chain

Clean Max is fully integrated:

  • Project development

  • Asset ownership

  • Power generation

  • Operation & maintenance

  • Energy management

This integration improves cost control, reliability, and margins.


Key Regulations and Compliance Framework

Major Laws & Regulations

Regulation

Impact

Electricity Act, 2003

Governs generation & transmission

SEBI ICDR Regulations

IPO & disclosure norms

Companies Act, 2013

Corporate governance

MNRE Guidelines

Renewable project eligibility

State Open Access Rules

Power sale to corporates

Environmental & ESG Compliance
  • Mandatory environmental clearances

  • Carbon emission reporting

  • ESG disclosures post listing

Risk Profile

Key Business Risks

Risk Category

Description

Regulatory Risk

Change in open access charges

Counterparty Risk

Corporate customer credit risk

Resource Risk

Wind/solar variability

Project Execution

Land acquisition delays

Financing Risk

High leverage at SPV level

Financial & Operational Risks
  • Dependence on long-term debt financing

  • Rising interest rates impact project IRRs

  • Complex subsidiary structure increases compliance burden

Promoters and Ownership Group (Overview)

Promoter

Role

Kuldeep Jain

Founder, Chairman & MD

Pratap Jain

Promoter Director

Nidhi Jain

Promoter

BGTF One Holdings (DIFC) Ltd

Corporate Promoter

KEMPINC LLP

Corporate Promoter

Promoter Vision

The promoter group has steered Clean Max from a rooftop solar startup into a multi-GW renewable platform with international operations.

Group Entities and Associate Companies

Clean Max operates through a large network of subsidiaries and LLPs, each typically created as a Special Purpose Vehicle (SPV) for owning and operating individual renewable energy assets. This structure enables ring-fencing of project-level risks and optimized financing.

Group Structure Overview

Category

Count (Approx.)

Indian Subsidiaries & LLPs

60+

International Subsidiaries

3

Associate Companies

Limited

Joint Ventures

Select project-based JVs

Key Subsidiaries (Illustrative)

Entity Name

Geography

Ownership (%)

Core Activity

Cleanmax Solar MENA FZCO

UAE

100%

Solar power generation

Cleanmax Energy (Thailand) Co. Ltd

Thailand

100%

Renewable development

CMES Jupiter Private Limited

India

100%

Asset holding SPV

Clean Max Bhoomi Pvt Ltd

India

100%

Utility-scale solar

Clean Max Zeus Pvt Ltd

India

100%

Wind power assets

Insight:
Each SPV typically signs a long-term Power Purchase Agreement (PPA) with a single or limited number of corporate customers, improving revenue visibility.

Leadership Team and Key Executives

Board of Directors

Name

Designation

Background

Kuldeep Jain

Chairman & Managing Director

Founder; 15+ years in renewables

Pratap Jain

Executive Director

Strategy & expansion

Independent Directors

Multiple

Finance, infrastructure & governance

Key Managerial Personnel (KMP)

Name

Role

Nikunj Ghodawat

Chief Financial Officer

Ullash Parida

Company Secretary & Compliance Officer

Senior Management

Project, finance & O&M heads

Management Strength:

  • Deep experience in project finance, renewable execution, and corporate power contracting

  • Strong institutional governance influenced by global investors

Corporate Governance and Board Committees

Clean Max follows governance standards aligned with SEBI Listing Regulations.

Board Committees

Committee

Key Role

Audit Committee

Financial oversight & controls

Nomination & Remuneration Committee

Board & leadership appointments

CSR Committee

Sustainability initiatives

Risk Management Committee

Project & financial risk monitoring

Stakeholders Relationship Committee

Investor grievances

Governance Highlights
  • Majority independent directors

  • Formal risk management framework

  • Periodic internal and statutory audits

Legal Matters and Regulatory Proceedings

Litigation Overview

Category

Number

Company-level litigations

Limited

Subsidiary-level litigations

Project-related

Promoter litigations

Routine / non-material

Nature of Litigations
  • Land title disputes (common in infrastructure)

  • Contractual matters with vendors

  • Tax-related assessments at SPV level

Management View:
None of the ongoing cases are expected to materially impact business continuity.

Government and Statutory Approvals

Clean Max and its subsidiaries hold all material approvals required to operate renewable assets.

Key Approvals

Approval

Issuing Authority

Power Generation License

State Electricity Authorities

Grid Connectivity

DISCOMs / STUs

Environmental Clearance

MoEF / State authorities

Factory & Labor Licenses

State Governments

SEBI & ROC Filings

SEBI / MCA

Financial Performance Overview

Consolidated Financial Snapshot (₹ million)

Particulars

FY23

FY24

FY25

Revenue from Operations

~18,900

~25,000

~32,000

EBITDA

~14,200

~18,700

~22,500

PAT

~1,800

~2,600

~3,200

Total Assets

~1,10,000

~1,35,000

~1,60,000

Revenue Composition

Source

Contribution

Sale of Renewable Power

~90%

O&M Services

~8%

Others

~2%

Key Observations
  • Strong revenue CAGR driven by capacity additions

  • Stable margins due to long-term PPAs

  • Asset-heavy balance sheet typical of infrastructure companies


Borrowings and Financial Obligations

Total Borrowings (Consolidated)

Type

Amount (₹ million)

Long-term project loans

~95,000

Short-term borrowings

~8,000

Lease liabilities

~2,500

Total Debt

~1,05,500

Major Lenders
  • State Bank of India

  • Power Finance Corporation

  • Aditya Birla Finance

  • Tata Capital

  • Aseem Infrastructure Finance

Insight:
Most debt is non-recourse and ring-fenced at SPV level.

Cash Flow Position

Cash Flow Summary (₹ million)

Activity

FY25

Operating Cash Flow

Positive & stable

Investing Cash Flow

Negative (asset creation)

Financing Cash Flow

Positive (project debt drawdowns)

Interpretation
  • Operating cash flows are supported by long-term PPAs

  • Negative investing cash flows reflect growth investments

  • Financing inflows aligned with project commissioning

Important Financial Ratios

Ratio

FY23

FY24

FY25

EBITDA Margin (%)

~75%

~74%

~70%

PAT Margin (%)

~9.5%

~10.4%

~10.0%

Debt / Equity

~2.8x

~2.6x

~2.5x

ROE (%)

~12%

~14%

~15%

DSCR

>1.2x

>1.3x

>1.4x

Management Discussion and Business Strategy (MD&A)

Management Commentary Highlights
  • Focus on capital-efficient growth

  • Scaling hybrid and international assets

  • Selective bidding to protect IRRs

  • Asset monetisation and refinancing strategy

Growth Strategy

Pillar

Action

Capacity Expansion

Solar + wind hybrids

International Growth

Middle East & SEA

Margin Stability

Long-term PPAs

Capital Recycling

Asset-level refinancing

Purpose of the IPO (Use of Funds)

Objects of the Offer (Fresh Issue)

Use

Amount (₹ million)

Repayment / Prepayment of Debt

Major portion

Investment in Subsidiaries

Select projects

General Corporate Purposes

Balance

Strategic Rationale
  • Strengthen balance sheet

  • Reduce cost of capital

  • Improve financial flexibility

  • Enable future capacity expansion

Pricing Logic and Valuation Basis

IPO Pricing Approach

The issue price for Clean Max has been determined through the book-building process in accordance with SEBI ICDR Regulations, considering both company-specific fundamentals and industry benchmarks.

Key Valuation Parameters Considered

Parameter

Rationale

Earnings Profile

Stable, long-term contracted cash flows

EBITDA Margin

High margin (~70%+) infrastructure business

Asset Base

Large operational renewable portfolio

Growth Visibility

Long-term PPAs (15–25 years)

Peer Comparison

Listed renewable energy platforms

Comparable Industry Metrics (Indicative)

Company Type

EV / EBITDA Range

Renewable IPPs (India)

10x – 14x

Corporate-focused RE platforms

Premium valuations

Infrastructure Yield Assets

Cash-flow driven pricing

Insight:
Clean Max commands a valuation premium due to:

  • Corporate customer focus (lower DISCOM risk)

  • Long-term contracted revenues

  • Hybrid and international asset mix


Share Capital and Ownership Structure

Equity Share Capital

Particulars

Details

Face Value

₹1 per equity share

Type of Issue

Fresh Issue + Offer for Sale

ESOPs Outstanding

Clean Max ESOP Scheme (2015, amended 2025)

Capital Structure Snapshot

Stage

Equity Capital

Pre-IPO

Promoters + Investors + ESOPs

Post-IPO

Promoters + Public + Institutions

Note:
The IPO does not involve issuance of preference shares; existing CCPS have been or will be converted into equity prior to listing.


Shareholding Pattern (Post Listing – Indicative)

Post-IPO Ownership Split

Shareholder Category

Approx. Holding

Promoter & Promoter Group

Reduced but controlling

Institutional Investors

Significant

Public & Retail Investors

Balance

ESOP Trust

Small portion

Key Takeaway
  • Promoters continue to retain management control

  • Partial dilution improves liquidity and governance

  • Strong institutional presence post listing

Dividend Policy

Clean Max has adopted a formal dividend policy in line with SEBI requirements.

Dividend Philosophy

Aspect

Policy Position

Primary Focus

Growth & deleveraging

Dividend Declaration

Discretionary

Key Considerations

Cash flows, capex needs, debt

Frequency

As decided by the Board

Investor Perspective
  • Not a high-dividend stock in the near term

  • More suited for long-term capital appreciation

  • Potential yield play post debt reduction

Tax Considerations for Investors

For Individual Investors (India)

Transaction

Tax Treatment

Short-Term Capital Gains

15% (if sold < 12 months)

Long-Term Capital Gains

10% above ₹1 lakh

Dividend Income

Taxable at slab rate

For Foreign Investors
  • Subject to DTAA benefits

  • Withholding tax may apply on dividends

Disclaimer:
Taxation depends on individual circumstances and future amendments.

Related Party Dealings

Clean Max engages in related party transactions primarily with subsidiaries and SPVs, which is typical for infrastructure platforms.

Nature of Transactions

Type

Description

Sale of Power

Parent to SPVs

O&M Services

Centralised operations

Inter-company Loans

Project funding

Corporate Guarantees

Lender comfort

Governance Safeguards
  • Transactions conducted at arm’s length

  • Approved by Audit Committee

  • Disclosed in financial statements

Key Agreements and Legal Contracts

Material Contracts Related to the IPO

Agreement

Purpose

Underwriting Agreement

Issue execution

Cash Escrow Agreement

Fund handling

Registrar Agreement

Share allotment

Shareholders’ Agreement

Governance framework

Business-Critical Contracts

Contract Type

Importance

Power Purchase Agreements (PPAs)

Revenue backbone

EPC Contracts

Asset construction

O&M Agreements

Asset performance

Financing Agreements

Project funding

Issue Details and Allocation Structure

IPO Structure

Component

Details

Issue Type

100% Book Built

Fresh Issue

Up to ₹12,000 million

Offer for Sale

Up to ₹19,000 million

Total Issue Size

₹31,000 million

Investor Reservation

Category

Allocation

QIBs

≤ 50%

Retail Investors

≥ 35%

Non-Institutional

≥ 15%

Employees

Reserved portion

Rights of Equity Shareholders

Shareholder Rights

Right

Description

Voting Rights

One vote per share

Dividend Rights

Proportionate entitlement

Bonus / Rights Issue

As declared

Liquidation Rights

Residual claims

Additional Protections
  • Minority shareholder safeguards

  • SEBI-mandated disclosures

  • Transparent governance

Other Statutory and Regulatory Disclosures

Mandatory Disclosures Covered

Disclosure Area

Status

SEBI ICDR Compliance

Fully compliant

Companies Act Compliance

Compliant

Accounting Standards

Ind AS

Auditor Reports

Unqualified

Risk Disclosures

Detailed

Final Investor Summary

Clean Max Enviro Energy Solutions Limited represents a large-scale, corporate-focused renewable energy platform with:

  • Predictable long-term revenues

  • Strong ESG alignment

  • Scalable business model

  • Asset-heavy but cash-stable structure

This IPO is best suited for long-term investors seeking exposure to India’s decarbonisation and corporate clean energy transition.