| Textual Information(1) |
1. Clean Max Enviro Energy Solutions Limited (formerly known as Clean Max Enviro Energy Solutions Private Limited) (the Company) is engaged in developing renewable power projects and in generation and sale of green power. The status of the Company has changed from private limited to public limited. Pursuant to the provisions of Section 18 of the Companies Act, 2013, read with Rule 33 of the Companies (Incorporation) Rules, 2014, as amended from time to time, and vide Shareholders’ approval dated 9th July, 2025, the name of the Company has changed from 'Clean Max Enviro Energy Solutions Private Limited' to 'Clean Max Enviro Energy Solutions Limited' with effect from 7th August, 2025, on which date the Registrar of Companies, Mumbai gave its approval for the said conversion. 2. Pursuant to the requirements of Regulation 18 and other applicable provisions of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 vide Board approval dated 15th July, 2025, the Company has constituted Audit Committee to perform such duties and responsibilities as prescribed by the terms approved by the Board of Directors of the Company. 3. The above unaudited standalone financial results which are published in accordance with the Regulation 33 and 52(4) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended (“Listing Regulations”), for the quarter and nine months period ended 31st December, 2025 have been reviewed by the Audit Committee and approved by the Board of Directors at their meeting held on 17th March, 2026. The above unaudited standalone financial results have been subjected to “Limited Review” by the statutory auditors of the Company and they have expressed an unmodified conclusion on the unaudited standalone financial results. The unaudited standalone financial results of the Company are prepared in accordance with the recognition and measurement principles laid down in the Indian Accounting Standards (Ind AS 34 ) “Interim Financial Reporting” as prescribed under Section 133 of the Companies Act, 2013. 4. The Company publishes these unaudited standalone financial results along with the unaudited consolidated financial results. In accordance with Ind AS 108, Operating Segments, the Company has disclosed the segment information in the unaudited consolidated financial results. 5. Pursuant to the Amended and Restated Debenture Trust Deed dated 16th September, 2024, the Company has maintained the requisite asset cover ratio for its listed and unlisted debentures aggregating to Rs. 5,990 million. This asset cover includes a subservient charge over the Company’s cashflows and receivables, an exclusive charge over partnership interests in certain LLPs, pledge of shares of certain project companies, charge over inter-corporate deposits, the debt service reserve account maintained for the debentures, and certain assets of a subsidiary. During the quarter, the Company issued additional listed debentures aggregating to Rs. 4,000 million vide amended Debenture Trustee Agreement dated 27th October, 2025. This Debenture Trust Deed was subsequently amended on 12th January, 2026 to incorporate the modification of charge on additional and existing security in relation to the debenture aggregating to Rs. 9,990 million and comply with the asset cover requirements of aforesaid Debentures. 6. Disclosures in compliance with 52(4) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 for the quarter and nine months period ended 31st December, 2025 is attached as Annexure I. 7. Subsequent to 31st December, 2025, the Company undertook a pre-IPO private placement of 2,819,548 Equity Shares of face value Rs 1 each at a price of 1,053 per Equity Share (including a premium of Rs 1,052 per Equity Share), aggregating toRs 2,968.98 million. 8. Subsequent to 31st December, 2025, the Company has completed its Initial Public Offer (IPO) of 2,92,50,993 equity shares of face value of Rs1 each at an issue price of Rs 1,053 per share (including a share premium of 1,052 per share). The issue comprised of a fresh issue of 1,14,25,906 equity shares aggregating to Rs. 12,029.78 million and offer for sale of 1,78,24,371 equity shares by the selling shareholders aggregating to Rs. 18,769.06 million. Pursuant to the IPO, the equity shares of the Company were listed on National Stock Exchange of India Limited (NSE) and BSE limited (BSE) on 02nd March, 2026. Accordingly, the publication of the unaudited standalone financial result for the quarter and nine months ended 31st December, 2025 are delayed and appropriate intimation for delay has been communicated to BSE on 14th February, 2026 on account of above event. 9. As at 31st December, 2025, the Company’s current liabilities exceeded its current assets by Rs 14,284.92 million. Subsequent to the end of quarter, the Company has completed its pre-IPO and IPO fund raising [as detailed in Note 7 and Note 8 above], resulting in enhanced liquidity and a strengthened capital structure. Given the nature of its business and based on current overall business plan which includes projected cash flows from operations, and sanctioned but undrawn credit facilities from lenders and the roll forward and refinance options available to optimize working capital limits, the Board of Directors is of the view that the Company has adequate resources to meet its obligations as and when they fall due and does not anticipate any material uncertainty related to going concern. Accordingly, the unaudited standalone financial results have been prepared on a going concern basis. 10. The shareholders of the Company in the extra-ordinary general meeting dated 27th June, 2025, have approved split of each equity share of face value of Rs. 10 each into 10 shares of face value of Re. 1 each (the 'Split'). Further, pursuant to a resolution passed in extra-ordinary general meeting dated 08th August, 2025, shareholders have approved the issuance of bonus shares to the equity shareholders in the ratio of 1:1 (the 'Bonus'). The effect of Split and Bonus issues has been adjusted retrospectively for all the periods while calculating Earnings Per Share (EPS). 11. Figures for the unaudited standalone financial results for quarter and nine months period ended 31st December, 2024 were reviewed, by the predecessor auditor who had expressed an unmodified conclusion via limited review report dated 10th February, 2025. For the year ended 31st March, 2025, the results were audited by the predecessor auditor who had expressed an unmodified opinion via audit report dated 27th May, 2025. 12. Subsequent to 31st December, 2025, the Company has entered into a Share Purchase Agreement dated 16th March, 2026, for the acquisition of 100% equity stake in Kintech Solarbikaner Private Limited for a total purchase consideration of Rs 380.63 million for adding 49.5 MW Wind AC and 42.413 MW Solar capacity. 13. Pursuant to the agreement dated 07th May, 2025 with Toyota Tsusho India Private Limited, the Company has diluted 49% of its total investments in Clean Max Toyotsu Green Energy Private Limited. During the quarter and nine months ended 31st December, 2025, the said transaction is completed on 21st November, 2025. Subsequent and pursuant to the above, the Company has divested its stake in Clean Max Moraine Private Limited and Clean Max Laguna Private Limited to the extent of 74% of its investments to Clean Max Toyotsu Green Energy Private Limited and the impact is immaterial for the unaudited standalone financial results. 14. The Board of Directors in its meeting held on 04th March, 2025 approved the resolution for sale of investments in certain subsidiaries to Clean Max Yamuna Private Limited. During the nine months period ended 31st December, 2025, the Company entered into various agreements with Clean Max Yamuna Private Limited for sale of 100% stake in certain entities. Consequently, the Company has accounted for net loss of Rs. 79.03 million on sale of investment in subsidiaries. 15. On 21st November, 2025, the Ministry of Labour and Employment has enacted the Code on Wages, 2019, the Code on Social Security, 2020, the Industrial Relations Code, 2020 and the Occupational Safety, Health and Working Conditions Code, 2020 (collectively referred to as the Labour Code). The Labour Codes consolidated various existing labour laws and introduced changes, including a harmonised definition of wages, which impacts the computation of employee benefit obligations such as gratuity. Based on the information currently available and the guidance issued by the Institute of Chartered Accountants of India, the Company has evaluated the impact of these changes and recognised an incremental cost of Rs. 29.14 million which is not material to the overall operations of the Company for the quarter and nine months period ended 31st December, 2025. The Company continues to monitor developments relating to the Labour Codes and will assess the impact, if any, on the measurement of employee benefit liabilities in future periods. 16. During the nine months period ended 31st December,2025, the Company has incurred expenses aggregating to Rs. 364.02 million (net of GST towards the proposed Initial Public Offering (IPO). The expense has been apportioned on a prorata basis towards proposed offer for sale and new issue of shares. 17. During the nine months ended 31st December, 2025 the Company has granted 750 new stock options from Pool 1 and 12,94,110 stock options from Pool 2 to eligible employees and 13,91,900 equity shares were allotted upon the exercise of stock grants under the Employee Stock Grant Scheme. During the nine months ended 31st December 2025, 23,230 ESOPs from Pool 1 and 3,108 ESOPs from Pool 2 have lapsed. 18. The above Unaudited Standalone Financial Results of the Company are available on the Company's website (www.cleanmax.com) and that of NSE (www.nseindia.com) and BSE (www.bseindia.com) |