TECHKNOWGREEN : Draft Offer Document filed with SEBI)

	PROSPECTUS
	Dated: September 12, 2023
	(This Prospectus will be updated
	upon filing with the RoC)
	Please read Section 26 and 32 of the
	Companies Act, 2013
(Please scan this QR Code to view the Prospectus)	Fixed Price Issue

TECHKNOWGREEN SOLUTIONS LIMITED

CIN: U90000PN2023PLC217501

	Registered Office			Contact Person			Email and Telephone			Website
	Flat-202, Hem Opal Apartment, Plot No. 26, Ekta		Vinayak Chindak,		Email Id:[e-mail]	www.techkno
	Park Society, Wakdewadi Pune - 411003,		Company Secretary and		Tel no: [phone]		wgreen.com
	Maharashtra, India.		Compliance Officer

PROMOTER OF THE COMPANY: AJAY RAMAKANT OJHA AND PRASAD RANGRAO PAWAR

		DETAILS OF THE ISSUE
Type	Fresh Issue Size	Offer For	Total Issue Size	Eligibility
	(In ₹ Lakh)	Sale Size	(In ₹ Lakh)
		(In ₹ Lakh)

Fresh	19,44,000 Equity Shares	Nil	₹ 1,671.84 Lakh	The Issue is being made pursuant to Regulation 229(1) of
Issue	amounting to ₹ 1,671.84 Lakh			SEBI ICDR Regulations. As the Company's post issue face
				value capital does not exceed ₹10.00 Crore.

DETAILS OF OFFER FOR SALE, SELLING SHAREHOLDERS AND THEIR WEIGHTED AVERAGE COST OF ACQUISITION:

Not Applicable as the entire Issue constitutes Fresh Issue of Equity Shares

RISK IN RELATION TO THE FIRST ISSUE

This being the first public issue of our Company, there has been no formal market for the Equity Shares. The face value of the Equity Shares is ₹

10.00 each and the Issue Price is 8.6 times of the face value of the Equity Shares. The Issue Price (determined and justified by our Company in consultation with the Lead Manager as stated in "Basis for Issue Price" on page 82 of this Prospectus) should not be taken to be indicative of the market price of the Equity Shares after the Equity Shares are listed. No assurance can be given regarding an active or sustained trading in the Equity Shares or regarding the price at which the Equity Shares will be traded after listing.

GENERAL RISKS

Investments in Equity and Equity-related securities involve a degree of risk and investors should not invest any funds in this Issue unless they can afford to take the risk of losing their entire investment. Investors are advised to read the risk factors carefully before taking an investment decision in the Issue. For taking an investment decision, investors must rely on their own examination of our Company and the Issue including the risks involved. The Equity Shares issued in the Issue have not been recommended or approved by the Securities and Exchange Board of India ("SEBI"), nor does SEBI guarantee the accuracy or adequacy of the Prospectus. Specific attention of the investors is invited to the section "Risk Factors" beginning on page 23 of this Prospectus.

ISSUER'S ABSOLUTE RESPONSIBILITY

Our Company, having made all reasonable inquiries, accepts responsibility for and confirms that this Prospectus contains all information with regard to our Company and the Issue, which is material in the context of the Issue, that the information contained in this Prospectus is true and correct in all material aspects and is not misleading in any material respect, that opinions and intentions expressed herein are honestly held and that there are no other facts, the omission of which makes this Prospectus as a whole or any of such information or the expression of any such opinions or intentions misleading in any material respect.

LISTING

The Equity Shares issued through the Prospectus are proposed to be listed on the SME Platform of BSE Limited in terms of the Chapter IX of the SEBI (ICDR) Regulations, 2018 as amended from time to time. Our Company has received 'in-principle' approvals from BSE for the listing of the Equity Shares pursuant to letters dated September 11, 2023. For the purposes of the Issue, the Designated Stock Exchange shall be BSE Limited.

		LEAD MANAGER TO THE ISSUE			Contact Person			Email & Telephone
					Ivor Anil Misquith		Email: [e-mail]
						Tel No.: [phone]
		INDORIENT FINANCIAL SERVICES LIMITED
		REGISTRAR TO THE ISSUE			Contact Person			Email & Telephone
					Sagar Pathare		Email: [e-mail]
						Tel: [phone]
		BIGSHARE SERVICES PRIVATE LIMITED
			ISSUE PROGRAMME
		ISSUE OPENS ON: MONDAY, SEPTEMBER 18, 2023		ISSUE CLOSES ON: THURSDAY, SEPTEMBER 21, 2023

	PROSPECTUS
	Dated: September 12, 2023
	(This Prospectus will be updated
	upon filing with the RoC)
	Please read Section 26 and 32 of the
	Companies Act, 2013
(Please scan this QR Code to view the Prospectus)	Fixed Price Issue

TECHKNOWGREEN SOLUTIONS LIMITED

Our Company was originally formed as a Partnership Firm pursuant to Deed of Partnership dated April 05, 2001 in the name and style of "TECHNO GREEN ENVIRONMENTAL SOLUTIONS", thereafter the firm got registered under the Partnership Act, 1932 ("Partnership Act") having Firm Registration Number BA- 81287 in the name and style of "TECHNOGREEN ENVIRONMENTAL SOLUTIONS" dated September 17, 2001. The firm was thereafter converted from Partnership Firm to a Public Limited Company under Part I of Chapter XXI of the Companies Act, 2013 with the name and style of "TECHKNOWGREEN SOLUTIONS LIMITED" and received a Certificate of Incorporation from the Registrar of Companies, Central Registration Centre dated January 02, 2023. The Company's Corporate Identity Number is U90000PN2023PLC217501. For further details, pertaining to change of name and registered office of our Company, please refer the chapter titled "Our History and Certain Corporate Matters" beginning on page 122 of this Prospectus.

Registered Office: Flat-202, Hem Opal Apartment, Plot No. 26, Ekta Park Society, Wakdewadi Pune - 411003, Maharashtra, India.

Contact Person: Vinayak Chindak, Company Secretary and Compliance Officer

Tel: [phone]; E-mail:[e-mail];Website:www.techknowgreen.com

Our Promoter: Ajay Ramakant Ojha and Prasad Rangrao Pawar

THE ISSUE

INITIAL PUBLIC OFFERING OF 19,44,000 EQUITY SHARES OF FACE VALUE OF ₹ 10.00 EACH ("EQUITY SHARES") OF TECHKNOWGREEN SOLUTIONS LIMITED ("TSL" OR "COMPANY" OR "ISSUER") FOR CASH AT A PRICE OF ₹ 86.00 PER EQUITY SHARE INCLUDING A SHARE PREMIUM OF ₹ 76.00 PER EQUITY SHARE (THE "ISSUE PRICE") AGGREGATING UPTO ₹ 1,671.84 LAKH ("THE ISSUE") OF WHICH 97,600 EQUITY SHARES OF FACE VALUE OF ₹ 10.00 EACH FOR CASH AT A PRICE OF ₹ 86.00 PER EQUITY SHARE INCLUDING A SHARE PREMIUM OF ₹ 76.00 PER EQUITY SHARE AGGREGATING TO ₹ 83.94 LAKH WILL BE RESERVED FOR SUBSCRIPTION BY MARKET MAKER TO THE ISSUE (THE "MARKET MAKER RESERVATION PORTION"). THE ISSUE LESS THE MARKET MAKER RESERVATION PORTION I.E. NET ISSUE OF 18,46,400 EQUITY SHARES OF FACE VALUE OF ₹ 10.00 EACH AT A PRICE OF ₹ 86.00 PER EQUITY SHARE INCLUDING A SHARE PREMIUM OF ₹ 76.00 PER EQUITY SHARE AGGREGATING TO ₹ 1,587.90 LAKH (THE "NET ISSUE"). THE ISSUE AND THE NET ISSUE WILL CONSTITUTE 26.33% AND 25.01% RESPECTIVELY OF THE POST ISSUE PAID UP EQUITY SHARE CAPITAL OF OUR COMPANY.

THE FACE VALUE OF THE EQUITY SHARE IS ₹ 10.00 AND THE ISSUE PRICE IS 8.6 TIMES OF THE FACE VALUE OF THE EQUITY SHARES

In terms of Rule 19(2)(b)(i) of the SCRR this Issue is being made for at least 25% of the post-issuepaid-up Equity Share capital of our Company. This issue is being made through Fixed Price process in accordance and compliance with Chapter IX and other applicable provisions of SEBI ICDR Regulations wherein a minimum 50% of the Net Issue is allocated for Retail Individual Investors and the balance shall be offered to individual applicants other than Retail Individual Investors and other investors including corporate bodies or institutions, QIBs and Non-Institutional Investors. However, if the aggregate demand from the Retail Individual Investors is less than 50%, then the balance Equity Shares in that portion will be added to the non-retail portion offered to the remaining investors including QIBs and NIIs and vice-versa subject to valid applications being received from them at or above the Issue Price. Additionally, if the Retail Individual Investors category is entitled to more than 50% on proportionate basis, the Retail Individual Investors shall be allocated that higher percentage. All potential investors shall participate in the Issue only through an Application Supported by Blocked Amount ("ASBA") process including through UPI mode (as applicable) by providing details of the respective bank accounts and / or UPI IDs, in case of RIIs, if applicable, which will be blocked by the Self Certified Syndicate Banks ("SCSBs") for the same. For details in this regard, specific attention is invited to "Issue Procedure" beginning on page 220 of this Prospectus. A copy of Prospectus will be filed with the Registrar of Companies as required under Section 26 and Section 32 of the Companies Act, 2013.

RISK IN RELATION TO THE FIRST ISSUE

This being the first public issue of our Company, there has been no formal market for the Equity Shares. The face value of the Equity Shares is ₹ 10.00 each and the Issue Price is 8.6 times of the face value of the Equity Shares. The Issue Price (determined and justified by our Company in consultation with the Lead Manager as stated in "Basis for Issue Price" on page 82 of this Prospectus) should not be taken to be indicative of the market price of the Equity Shares after the Equity Shares are listed. No assurance can be given regarding an active or sustained trading in the Equity Shares or regarding the price at which the Equity Shares will be traded after listing.

GENERAL RISKS

Investments in Equity and Equity-related securities involve a degree of risk and investors should not invest any funds in this Issue unless they can afford to take the risk of losing their entire investment. Investors are advised to read the risk factors carefully before taking an investment decision in the Issue. For taking an investment decision, investors must rely on their own examination of our Company and the Issue including the risks involved. The Equity Shares issued in the Issue have not been recommended or approved by the Securities and Exchange Board of India ("SEBI"), nor does SEBI guarantee the accuracy or adequacy of the Prospectus. Specific attention of the investors is invited to the section "Risk Factors" beginning on page 23 of this Prospectus.

ISSUER'S ABSOLUTE RESPONSIBILITY

Our Company, having made all reasonable inquiries, accepts responsibility for and confirms that this Prospectus contains all information with regard to our Company and the Issue, which is material in the context of the Issue, that the information contained in this Prospectus is true and correct in all material aspects and is not misleading in any material respect, that opinions and intentions expressed herein are honestly held and that there are no other facts, the omission of which makes this Prospectus as a whole or any of such information or the expression of any such opinions or intentions misleading in any material respect.

LISTING

The Equity Shares issued through the Prospectus are proposed to be listed on the SME Platform of BSE Limited in terms of the Chapter IX of the SEBI (ICDR) Regulations, 2018 as amended from time to time. Our Company has received 'in-principle' approvals from BSE for the listing of the Equity Shares pursuant to letters dated September 11, 2023. For the purposes of the Issue, the Designated Stock Exchange shall be BSE Limited.

		LEAD MANAGER TO THE ISSUE			REGISTRAR TO THE ISSUE
		INDORIENT FINANCIAL SERVICES LIMITED		BIGSHARE SERVICES PRIVATE LIMITED
			Office No. S6-2, 6th Pinnacle Business Park, Mahakali Caves Road, next to
		A/501, Rustomjee Central Park, Executive Spaces, Andheri Kurla Road,
			Ahura Centre, Andheri East, Mumbai- 400093, Maharashtra, India
		Chakala, Mumbai - 400093, Maharashtra, India
			Tel No.: +91 - 22 - 6263 8200; Fax No.: +91 - 22 - 6263 8299
		Tel No.: [phone]
			E-mail: [e-mail]
		Email: [e-mail]
			Investor Grievance E-mail:[e-mail]
		Website: www.indorient.in
			Website: www.bigshareonline.com
		Contact Person: Ivor Anil Misquith
			Contact Person: Sagar Pathare
		SEBI Registration No: INM000012661
			SEBI Registration No.: INR000001385
		CIN: U67190DL1993PLC052085
			CIN: U99999MH1994PTC076534
		ISSUE PROGRAMME
		ISSUE OPENS ON: MONDAY, SEPTEMBER 18, 2023		ISSUE CLOSES ON: THURSDAY, SEPTEMBER 21, 2023

CONTENTS
SECTION I: GENERAL	1
DEFINITIONS AND ABBREVIATIONS	1
CERTAIN CONVENTIONS, USE OF FINANCIAL INFORMATION AND MARKET DATA AND
CURRENCY OF FINANCIAL PRESENTATION	15
FORWARD LOOKING STATEMENTS	17
SECTION II: SUMMARY OF PROSPECTUS	18
SECTION III: RISK FACTORS	23
SECTION IV: INTRODUCTION	46
THE ISSUE	46
SUMMARY OF FINANCIAL STATEMENTS	48
SECTION V: GENERAL INFORMATION	51
SECTION VI: CAPITAL STRUCTURE	60
SECTION VII: PARTICULARS OF THE ISSUE	70
OBJECTS OF THE ISSUE	70
BASIS FOR ISSUE PRICE	82
STATEMENT OF SPECIAL TAX BENEFITS	86
SECTION VIII: ABOUT THE COMPANY	89
INDUSTRY OVERVIEW	89
OUR BUSINESS	106
KEY INDUSTRY REGULATIONS AND POLICIES	114
OUR HISTORY AND CERTAIN CORPORATE MATTERS	122
OUR MANAGEMENT	126
OUR PROMOTERS AND PROMOTER GROUP	144
OUR GROUP COMPANIES	149
DIVIDEND POLICY	151
SECTION IX: FINANCIAL INFORMATION	152
RESTATED FINANCIAL STATEMENTS	152
OTHER FINANCIAL INFORMATION	179
CAPITALISATION STATEMENT	180
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULT OF
OPERATIONS	181
STATEMENTS OF FINANCIAL INDEBTEDNESS	189
SECTION X: LEGAL AND OTHER INFORMATION	191
OUTSTANDING LITIGATION AND MATERIAL DEVELOPMENTS	191
GOVERNMENT AND OTHER STATUTORY APPROVALS	195
OTHER REGULATORY AND STATUTORY DISCLOSURES	198
SECTION XI: ISSUE RELATED INFORMATION	210
TERMS OF THE ISSUE	210
ISSUE STRUCTURE	217
ISSUE PROCEDURE	220
RESTRICTIONS ON FOREIGN OWNERSHIP OF INDIAN SECURITIES	244
SECTION XII: MAIN PROVISIONS OF ARTICLES OF ASSOCIATION	247
SECTION XIII: OTHER INFORMATION	264
MATERIAL CONTRACTS AND DOCUMENTS FOR INSPECTION	264
DECLARATION	266

SECTION I: GENERAL

DEFINITIONS AND ABBREVIATIONS

This Prospectus uses certain definitions and abbreviations which, unless the context otherwise indicates or implies, shall have the meaning as provided below. References to any legislation, act, regulation, rules, guidelines or policies shall be to such legislation, act, regulation, rules, guidelines or policies, as amended, supplemented or re-enacted from time to time and any reference to a statutory provision shall include any subordinate legislation made from time to time under that provision.

The words and expressions used in this Prospectus but not defined herein shall have, to the extent applicable, the meaning ascribed to such terms under the Companies Act, the SEBI (ICDR) Regulations, the SCRA, the Listing Regulations, the Depositories Act or the Rules and Regulations made thereunder.

Notwithstanding the foregoing, terms used in of the sections "Statement of Special Tax Benefits", "Restated Financial Statements", "Main Provisions of Articles of Association", "Industry Overview", "Our Business", "Basis for Issue Price", "Our History and Certain Corporate Matters", "Key Industry Regulations and Policies", "Other Regulatory and Statutory Disclosures" and "Outstanding Litigations and Material Developments" on pages 86, 152, 247, 89, 106, 82, 122, 114, 191 and 191 respectively, shall have the meaning ascribed to such terms in the relevant section.

GENERAL TERMS

	Term		Description
	"TECHKNOWGREEN	Unless the context otherwise indicates or implies, refers to Techknowgreen Solutions
	SOLUTIONS	LIMITED",	Limited, a Public Limited Company incorporated under the Companies Act, 2013
	"TKGREEN", "TSL", "We"	having its registered office at Flat-202, Hem Opal Apartment, Plot No. 26, Ekta Park
	or "us" or "Our Company" or	Society, Wakdewadi, Pune - 411003, Maharashtra, India.
	"the Issuer"
			Our Company was originally formed as a partnership firm under the Partnership Act,
			1932 in the name and style of "M/s Techno Green Environmental Solutions", pursuant
			to a deed of partnership dated April 05, 2001 and got registered under the Partnership
			Act, 1932 dated September 17, 2001. "M/s. Technogreen Environmental Solutions"
			was thereafter converted from a partnership firm to a public limited company under
			Part I Chapter XXI of the Companies Act, 2013 in the name of "Techknowgreen
			Solutions Limited"
	You or Your or Yours	Prospective Investors in this Issue.
	COMPANY RELATED TERMS

Term	Description
AOA / Articles / Articles of	The Articles of Association of our Company, as amended from time to time.
Association
Audit Committee	The Audit Committee of our Company constituted in accordance Section 177 of the
	Companies Act, 2013 and as described in the section titled "Our Management"
	beginning on page 126 of this Prospectus.
Auditor of our Company /	The Statutory Auditors of our Company, being Vishwas & Associates, Chartered
Statutory Auditor	Accountants at Unit No. 5B, Laxmi Plaza, Laxmi Industrial Estate, New Link Road,
	Andheri (W), Mumbai - 400053, Maharashtra, India, holding a valid peer review
	certificate as mentioned in the section titled "General Information" beginning on page
	51 of this Prospectus.
Banker to our Company	ICICI Bank, Shivaji Nagar Branch, Pune as disclosed in the section titled "General
	Information" beginning on page 51 of this Prospectus.
Board / Board of Directors /	The Board of Directors of our Company, including all duly constituted Committees
Our Board	thereof. For further details of our directors, please refer to section titled "Our
	Management" beginning on page 126 of this Prospectus.
CIN / Corporate Identification	U90000PN2023PLC217501
Number
Chief Financial Officer / CFO	The Chief Financial Officer of our Company as mentioned in the section titled
	"General Information" beginning on page 51 of this Prospectus.
	1

Term				Description
Company Secretary &		The Company Secretary and Compliance Officer of our Company as mentioned in the
Compliance Officer		section titled "General Information" beginning on page 51 of this Prospectus.
Director(s) / our Directors		Director(s) of our company unless otherwise specified
Depositories Act		The Depositories Act, 1996, as amended from time to time
Depositories		National Securities Depository Limited (NSDL) and Central Depository Services
				(India) Limited (CDSL).
Erstwhile Partnership Firm		M/s Technogreen Environmental Solutions
Equity Shares / Shares		The equity shares of our Company of face value of ₹10.00 each unless otherwise
				specified in the context thereof.
Equity		Shareholders	/	Persons / Entities holding Equity Shares of the Company
Shareholders
Executive Directors		An Executive Directors are the Managing Director & Whole Time Directors of our
				Company, as appointed from time to time
Restated Financial Statements		The financial information of the Company which comprises of the Restated Statement
				of Assets and Liabilities for the Financial Years ended on March 31, 2023; 2022 and
				2021, the Restated Statement of Profit and Loss and the Restated Cash Flow Statement
				for the Financial Years ended March 31, 2023; 2022 and 2021, and the related notes,
				schedules and annexures thereto included in this Prospectus, which have been
				prepared in accordance with the Companies Act, Indian GAAP, and restated in
				accordance with the SEBI ICDR Regulations.
Fugitive economic offender		Shall mean an individual who is declared a fugitive economic offender under section
				12 of the Fugitive Economic Offenders Act, 2018 (17 of 2018)
Group Companies / Entities		Such companies / entities as covered under the applicable accounting standards and
				such other companies as considered material by the Board. For details of our Group
				Companies / entities, please refer "Our Group Companies" on page 149 of this
				Prospectus.
Independent Directors		Independent directors on the Board, and eligible to be appointed as an independent
				director under the provisions of Companies Act and SEBI Listing Regulations. For
				details of the Independent Directors, please refer section titled "Our Management"
				beginning on page 126 of this Prospectus.
"INDORIENT"		Indorient Financial Services Limited
ISIN				International Securities Identification Number, in this case being INE0P4P01011
JV/ Joint Venture		A commercial enterprise undertaken jointly by two or more parties which otherwise
				retain their distinct identities.
Key Management Personnel /	Key Managerial Personnel of our Company in terms of the Companies Act, 2013 and
KMP				Regulation 2(1) (bb) of the SEBI (ICDR) Regulations 2018 and Section 2(51) of the
				Companies Act, 2013. For details, see section entitled "Our Management" beginning
				on page 126 of this Prospectus.
MD or Managing Director		The Managing Director of our Company is Ajay Ramakant Ojha
Materiality Policy		The policy on identification of Group Companies, Material Creditors and Material
				Litigation, adopted by our Board on May 08, 2023 in accordance with the
				requirements of the SEBI (ICDR) Regulations.
MoA	/	Memorandum	The Memorandum of Association of our Company, as amended from time to time
of Association
Non-Executive Director		A Director not being an Executive Director or is an Independent Director
NRIs/ Non-Resident Indians		A person resident outside India, as defined under Foreign Exchange Management Act
				1999 and who is a citizen of India or a Person of Indian Origin under Foreign
				Exchange Management (Transfer or Issue of Security by a Person Resident Outside
				India) Regulations, 2000.
Nomination	& Remuneration	The Nomination and Remuneration Committee of our Company constituted in
Committee			accordance with Section 178 of the Companies Act, 2013, as disclosed in the section
				titled "Our Management" beginning on page 126 of this Prospectus.
Promoter(s) /Core Promoter		The promoters of our Company being Ajay Ramakant Ojha and Prasad Rangrao
				Pawar. For further details, please refer to section titled "Our Promoters and Promoter
				Group" on page 144 of this Prospectus.
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