GOCOLORS!

GO FASHION (INDIA) LIMITED

‘Our Company was incorporated on September 9, 2010 as a private limited company under the Companies Act, 1956, and was granted a certificate of incorporation by Registrar of Companies,
‘Tamil Nadu at Chennai (“RoC”). The name of our Company was subsequently changed to Go Fashion (India) Limited upon conversion to a public limited company pursuant to the special
resolution dated July 1, 2021 passed by the shareholders of our Company and a fresh certificate of incorporation was issued by the RoC on July 12, 2021. For details in relation to the changes
in the name and registered office address of our Company, see ‘History and Certain Corporate Matters’ on page 188.

PROSPECTUS
Dated November 23, 2021

(Please read Section 32 ofthe Companies Act, 2013)
100% Book Building Offer

Registered Office: Sathak Center, 5th Floor, New No. 4, Old No. 14/2, Nungambakkam High Road, Chennai, Tamil Nadu 600 034
Contact Person: Gayathri Venkatesan, Company Secretary and Compliance Officer; Tel.: +91 44 4211 1777;
E-mail: companysecretary@gocolors.com; Website: www.gocolors.com; Corporate Identity Number: U17291TN2010PLC077303

 

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INITIAL PUBLIC OFFERING OF 14,609,983 EQUITY SHARES OF FACE VALUE OF & 10 EACH (“EQUITY SHARES") OF GO FASHION (INDIA) LIMITED (OUR “COMPANY” OR THE
“ISSUER") FOR CASH AT A PRICE OF & 690 PER EQUITY SHARE INCLUDING A SECURITIES PREMIUM OF 2 680 PER EQUITY SHARE (THE “OFFER PRICE") AGGREGATING TO
10,136.09 MILLION (THE “OFFER"). THE OFFER COMPRISES OF A FRESH ISSUE OF 1,811,584" EQUITY SHARES BY OUR COMPANY AGGREGATING TO ® 1,250 MILLION (THE “FRESH
ISSUE”) AND AN OFFER FOR SALE BY PKS FAMILY TRUST OF 745,676" EQUITY SHARES AGGREGATING TO & 514.52 MILLION, VKS FAMILY TRUST OF 745,676" EQUITY SHARES
AGGREGATING TO 2 514.52 MILLION (COLLECTIVELY REFERRED TO AS TO THE “PROMOTER SELLING SHAREHOLDERS”) AND BY SEQUOIA CAPITAL INDIA INVESTMENTS IV
(OF 7,498,875" EQUITY SHARES AGGREGATING TO 8 5,174.22 MILLION, BY INDIA ADVANTAGE FUND S4 1 OF 3,311,478" EQUITY SHARES AGGREGATING TO 2,284.92 MILLION AND
BY DYNAMIC INDIA FUND S4 US 1 OF 576,684” EQUITY SHARES AGGREGATING TO & 397.91 MILLION (COLLECTIVELY REFERRED TO AS “INVESTOR SELLING SHAREHOLDERS”
AND TOGETHER WITH THE PROMOTER SELLING SHAREHOLDERS, THE “SELLING SHAREHOLDERS”) (“THE OFFER FOR SALE”). THE OFFER SHALL CONSTITUTE 27.20% OF
{THE POST-OFFER PAID-UP EQUITY SHARE CAPITAL OF OUR COMPANY.

‘THE FACE VALUE OF THE EQUITY SHARE IS? 10. THE OFFER PRICE IS 69 TIMES THE FACE VALUE OF THE EQUITY SHARES.

    

 

The Offer was Being made in terms of Rule 19(2\(b) of the Securities Contracts (Regulation) Rules, 1957, as amended (the "SCRRV), read with Regulation 31 ofthe Securities and Exchange Board of India (Issue of Capital
and Disclosure Requirements) Regulations, 2018, as amended (“SEBI ICDR Regulations”). The Offer was made through the Book Building Process, in compliance with Regulation 6(2) of SEBI ICDR Regulations, wherein
not less than 75% of the Offer was made available for allocation on a proportionate basis to Qualified Institutional Buyers ("QBs") (the "QUB Portion”), provided that our Company and the Selling Shareholders, in consultation
with the BRLMSs, allocated up to 60% of the QUE Portion to Anchor Investors and the basis of such allocation was on a discretionary basis by the Company in consultation with the BRLMSs (the “Anchor Investor Portion”),
‘of which one-third was reserved for the domestic Mutual Funds, subject to valid Bids having been received from the domestic Mutual Funds at or above the price at which allocation was made to Anchor Investors (“Anchor
Investor Allocation Price”). Further, $% of the QIB Portion (excluding the Anchor Investor Portion) was made available for allocation on a proportionate basis only to Mutual Funds, subject to valid Bids having been received
ator above the Offer Price, and the remainder of the QUB Portion was made availabe for allocation on a proportionate basis to all QIBs (other than Anchor Investors), including Mutual Funds, subject to valid Bids having been
received at or above the Offer Price. Further, not more than 15% of the Offer was made available for allocation on a proportionate basts to Non-Institutional Investors (“Non-Institutional Category”) and not more than 10%
of the Offer was made available for allocation to Retail Individual Investors (“Retail Category”), in accordance with the SEBI ICDR Regulations, subject to valid Bids having been received from them at or above the Offer
Price. All Bidders (except Anchor Investors) were required to mandatorly participate in this Offer only through the Application Supported by Blocked Amount (“ASBA) process, and were required to provide details oftheir
respective bank account (including UPI ID for Retail Individual Investors using UPI Mechanism) in which the Bid Amount were blocked by the Self Certified Syndicate Banks (°SCSBs") or the Sponsor Bank. Anchor Investors
‘were not permitted to participate in the Anchor Investor Portion through the ASBA process. For details, see ‘Offer Procedure’ on page 371,

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Investments in equity and equity-related securities involve a degree of risk and investors should not invest any funds in this Offer unless they can alford to take the risk of losing their entire investment. Investors are
advised to read the risk factors carefully before taking an investment decision in this Offer. For taking an investment decision, investors must rely on their own examination of the Issuer and this Offer, including the
risks involved, The Equity Shares 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 contents of this Prospectus.
Specific attention of the investors is invited to “Risk Factors’ on page 22

 

 

 

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‘Our Company, having made all reasonable inquiries, accepts responsibility for and confirms that this Prospectus contains all information with regard to our Company and this Offer, which is material inthe context of
this Offer, thatthe information contained in this Prospectus is true and correct in all material aspects and is not misleading in any material respect, thatthe 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. Each of the
Selling Shareholders severally and not jointly, accept responsibility for and confirm only the statements specifically made by it in this Prospectus to the extent of information specifically pertaining to itself, and its
respective portion of the Offered Shares and assumes responsibility that such statements are true and correct in all material respects and not misleading in any material respect. Each of the Selling Shareholders assumes
ro responsibility for any other statement in this Prospectus, including, inter alia, any of the statements made by or relating to our Company or our Company's business or any other Selling Shareholder.
ESN

“The Equity Shares offered through the Red Herring Prospectus and this Prospectus are proposed to be listed on the Stock Exchanges. Our Company has received in-principle approvals from BSE and NSE for listing
of the Equity Shares pursuant to their letters dated August 26, 2021 and September 3, 2021, respectively. For the purposes of this Offer, NSE is the Designated Stock Exchange. A signed copy of the Red Herring

Prospectus has been and this Prospectus shall be filed with the RoC. in accordance with Section 26(4) of the Companies Act, 2013. For details of the material contracts and documents that were made available for
inspection from the date of the Red Herring Prospectus up to the Bid/Offer Closing Date, see ‘Material Contracts and Documents for Inspection’ on page 396,

Eee UNS LU OSS
J ICICI Securities

 

TUN M OETA

 

AIM FINANCIAL MFINTECH

 

TN Financ
7° Flor, Cnergy,
“Appasaheb Marathe Marg,

Prabadevi, Mumbo 400-025

Mabarashws, India

Tek: +91 22 6630 3030

E-mail: gofashion.jpo@jmf.com

Investor grievance e-mail: grievance ibd@mnfLcom
Contact person: Prachee Dh

Website: wos jofl.com

SEBI Registration: INM000010361

 

CAPITAL
TICK Securities Limited 1KFin Technologies Private Limited

ed DAM Capital Advitors Limited
(Formerly IDPC Securities Limited) ICICI Venture House, (Formerly known as Karvy Fintech Private
‘One BKC, Tower C, Appasaleb Marathe Marg, Limited)

15th Floor, Unit No. 1511, Prabhadevi, Mumbai 400 025, Selenium, Tower B,

Bandra Kurla Complex, Maharashia, India Plot No 31 and 22, Financial Distt,

‘Bandra (East), Mumbal 400051 ‘Tel: +91 22 6807 7100 Nanakramguda, Serilingampally

Maharashtra, India E-mail: gocolors.ipo@icicisecurities.com Hyderabad, Rangareddl 500 022,

Tel: +91 22 4202 2500 Investor grievance e-mail: Telangana, India

E-mail: gofashion.ipo@ dameapital.in ‘eustomercare@icicisecurites.com Tek: +91 40.6716 2222

Investor grievance e-mail: complain(@dameapital.in ‘Contact person: Monank Mehta! Shekhar Asnani | E-mail: gofashion.ipo@kfistech com

‘Website: www.icleisecurites.com Investor grievance e-

CContaet person: Gunjan Jain
‘Website: www.damcapital.in ‘SEBI Registration: INMO00011179 einwardeis@kfimech.com
‘Website: wivw.klintech.com

SEBI Registration: MBVINM000011336
Contact person: M. Murali Krishna

‘SEBI registration number: INRO00000221

       

 

 

  

 

BID/ OFFER OPENED ON:

‘Wednesday, November 17, 2021

 

 

BID/ OFFER CLOSED ON:

 

 

‘Monday, November 22, 2021

 

"The Anchor Investor Bidding Date was one Working Day prior to the Bid/Offer Opening Date Le., November 16, 2021
‘In compliance withthe proviso to Regulation 21A of the Securities and Exchange Board of India (Merchant Bankers) Regulations, 1992, as amended (the “SEBI Merchant Bankers Regulations”) and Regulation 23(3) of
the SEBI ICDR Regulations, ICICI Securities Limited was involved only in the marketing of the Offer. ICICI Securities Limited has signed the due diligence certificate and has been disclosed as a BRLM for the Offer.
