Draft Red Herring prospectus
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ADDENDUM
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prospectus
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Offer Agreement dated June 29, 2025, entered amongst our Company, the Promoter Selling Shareholders, Systematix and Emkay and as amended by the amendment to the Offer Agreement dated August 14, 2026 amongst our Company, the Promoter Selling Shareholders and BRLMs;
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Registrar Agreement dated June 29, 2025, entered amongst our Company, the Promoter Selling Shareholders, and the Registrar to the Offer as amended, by the amendment to the Registrar Agreement dated August 14, 2026;
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Cash Escrow and Sponsor Bank(s) Agreement dated 21st September,2026, entered amongst our Company, Promoter Selling Shareholders, the Registrar to the Offer, the Book Running Lead Managers, the Syndicate Members, and the Banker(s) to the Offer;- It will be provided at the time of filing RHP
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Share Escrow Agreement dated 18th September,2026, entered amongst our Company, Promoter Selling Shareholders, and the Share Escrow Agent;- It will be provided at the time of filing RHP
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Syndicate Agreement dated 21st September,2026, entered amongst our Company, the Promoter Selling Shareholders, the Book Running Lead Managers, the Syndicate Members, and the Registrar to the Offer;- It will be provided at the time of filing RHP
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Underwriting Agreement dated [●], entered amongst our Company, the Promoter Selling Shareholders, and the Underwriters;- It will be provided at the time of filing RHP
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Monitoring Agency Agreement dated September 26, 2025 entered into amongst our Company and the Monitoring Agency.
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Certificate of incorporation dated July 09, 2008, issued by the Assistant Registrar of Companies, Gujarat, Dadra and Nagar Havelli in the name of ‘Haq Enterprises Private Limited’;
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Certificate of incorporation pursuant to change of name from ‘Haq Enterprises Private Limited’ to ‘Haq Steels and Metaliks Private Limited’, issued by the Registrar of Companies, Ahmedabad dated April 12, 2018;
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Fresh certificate of incorporation pursuant to conversion of our Company from private limited company to public limited company and consequent change of name to ‘Haq Steels and Metaliks Limited’, issued by the Registrar of Companies, Ahmedabad dated May 04, 2018;
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Certificate of incorporation pursuant to change of name from ‘Haq Steels and Metaliks Limited’ to ‘German Green Steel and Power Limited’, issued to our Company by the RoC dated January 18, 2024;
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a
Certified copies of our Memorandum of Association and Articles of Association, as amended from time to time;
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b
Certified copies of our Memorandum of Association and Articles of Association, as amended from time to time;
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Resolution of our Board dated May 29, 2025 approving the Offer and other related matters;
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Shareholders’ resolution dated June 3, 2025 approving the Fresh Issue and other related matters;
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Resolution of our Board dated September 11, 2026 taking on record consents of the Promoter Selling Shareholders to participate in the Offer for Sale;
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A
Resolution of our Board and IPO Committee dated June 28, 2025 and June 29, 2025 respectively, approving the Draft Red Herring Prospectus for filing with SEBI and the Stock Exchanges;
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b
Resolution of our Board and IPO Committee dated June 28, 2025 and June 29, 2025 respectively, approving the Draft Red Herring Prospectus for filing with SEBI and the Stock Exchanges;
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Resolution of the Board of Directors dated September 22, 2026  approving this Red Herring Prospectus for filing with the RoC, SEBI and Stock Exchanges
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Resolution dated September 13, 2026 passed by the Audit Committee approving the KPIs;
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Consent letters and authorizations from our Promoter Selling Shareholders consenting to participate in the Offer for Sale;
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Consents each dated September 13, 2026 from S A M A S & Associates, Chartered Accountants and Talati and Talati LLP, Chartered Accountants, our Joint Statutory Auditors, respectively, holding a valid peer review certificate from ICAI, to include their name as required under section 26(5) of the Companies Act read with SEBI ICDR Regulations, in this Red Herring Prospectus and as an “expert” as defined under section 2(38) of the Companies Act to the extent and in their capacity as our Joint Statutory Auditors, and in respect of their (i) examination report dated August 14, 2026 on our Restated Consolidated Financial Information; (ii) their report dated September 13, 2026 on the statement of special tax benefits included in this Red Herring Prospectus and such consent has not been withdrawn as on the date of this Red Herring Prospectus;
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The examination report dated August 14, 2026 of our Joint Statutory Auditors on the Restated Consolidated Financial Information, included in this Red Herring Prospectus;
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Certificates relating to and certifying (i) weighted average cost of acquisition per equity share; (ii) basis of Offer price; (iii) financial indebtedness; (iv) insurance coverage; (v) outstanding dues to creditors; and (vi) tax litigations each dated September 22, 2026 issued by S A M A S & Associates, Chartered Accountants and Talati and Talati LLP, Chartered Accountants, our Joint Statutory Auditors;-It will be provided at RHP Stage
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Certificates relating to and certifying KPIs dated September 13 issued by S A M A S & Associates, Chartered Accountants and Talati and Talati LLP, Chartered Accountants, our Joint Statutory Auditors;
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The report on statement of possible tax benefits dated September 13, 2026 issued by our Joint Statutory Auditors;
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Loan utilisation certificate dated September 11, 2026 issued by our Joint Statutory Auditors;
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Fund deployment report dated September 11, 2026 issued by our Joint Statutory Auditors;
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Consents of each of our Promoter Selling Shareholders, our Directors, our Company Secretary and Compliance Officer, Chief Financial Officer, the legal counsel to our Company, the BRLMs, Bankers to our Company, Banker(s) to the Offer, Syndicate Members, the Registrar to the Offer, Monitoring Agency, Escrow Collection Bank(s), Public Offer Account Bank(s), Refund Bank(s) and Sponsor Bank(s);
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Consent dated September 22, 2026  from M/s. Chirag Shah & Associates, practicing company secretaries, to include their name in this Red Herring Prospectus and as an “expert” as defined under section 2(38) of the Companies Act, 2013, to the extent that and in their capacity as practising company secretary, in respect of their certificate on share capital build-up dated September 22, 2026
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Consent letter dated September 10, 2026 from CARE, to rely on and reproduce part or whole of the report titled “Industry Research Report on Steel Industry” dated September 10, 2026 and include their name in this Red Herring Prospectus;
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Industry report titled “Industry Research Report on Steel Industry” dated September 10, 2026 prepared and issued by CARE, commissioned and paid for by our Company and engagement letter dated April 16, 2025;
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Consent letter dated September 11, 2026 from CARE, to rely on and reproduce part or whole of the report titled “Detailed Project Report” dated September 11, 2026 and include their name in this Red Herring Prospectus;
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Detailed Project Report dated September 11, 2026 from CARE prepared and issued by CARE;
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Certificate from Multi Engineers Private Limited, Independent Chartered Engineer dated September 5, 2026 certifying details of production capacities and capacity utilisation of our Company and Material Subsidiary;
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Royalty Agreement dated March 3, 2025 between Haq Steels Private Limited (“HSPL”/ “Licensor”), our Company (“Licensee 1”/ “Company”) and German TMT Private Limited (“Licensee 2”/ “Material Subsidiary”);
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Trademark License Agreement dated May 12, 2025 between Shree Ganesh Rolling Mills (India) Limited (“SGRMIL”) and German TMT Private Limited (formerly known as German TMX Private Limited) (“Material Subsidiary”) (“Trademark License Agreement”);
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Agreement for Job Work Assignment dated August 11, 2026 between our Company and Hibond Steel Private Limited (“Hibond Steel”/ “Job Worker”) (“Job Work Assignment Agreement”)
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a
Manufacturing Partner Agreement dated April 25, 2025 between JSW One Distribution Limited (“JODL”) and our Company;
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b
Manufacturing Partner Agreement dated April 25, 2025 between JSW One Distribution Limited (“JODL”) and our Company;
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Thermex License and Trademark Agreement dated November 26, 2025 between H&K Rolling Mill Engineers Private Limited and our Company (“Thermex License and Trademark Agreement”)
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Sale Purchase Agreement dated February 1, 2021 (“Sale Purchase Agreement”) between Stecol International Private Limited (“SIPL”) and our Company (“Supplier”) read with the Addendum dated April 23, 2025 to the Sale Purchase Agreement (“Addendum”)
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Mutual Agreement dated October 24, 2024 between Madan Lal Gupta, karta of Madan Lal Gupta HUF (“MLG HUF”) and German TMT Private Limited (formerly known as German TMX Private Limited) (“Material Subsidiary”) (“Mutual Agreement”)
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Copies of annual reports of our Company for the precedingFiscals i.e. Fiscals 2023
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Copies of annual reports of our Company for the precedingFiscals i.e. Fiscals 2024
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Copies of annual reports of our Company for the precedingFiscals i.e. Fiscals 2025
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Due diligence certificate dated September 22, 2026 addressed to SEBI from the BRLMs;
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A
In principle listing approvals each dated August 22, 2025 issued by BSE and NSE respectively;
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B
In principle listing approvals each dated August 22, 2025 issued by BSE and NSE respectively;
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Tripartite agreement dated April 23, 2020, amongst our Company, CDSL and the Registrar to the Offer;
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Tripartite agreement dated February 07, 2025 amongst our Company, NSDL and the Registrar to the Offer;
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SEBI final observation letter SEBI/CFD/RAC/DIL-2/P/OW/27490/1/2025 dated October 28, 2025.
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