Baweja Studios L

Risks

• The company revenues and profitability are directly linked to the exploitation and growth of the Content Library. Any failure to source content could adversely affect its profitability and business growth.

• The company depends on its relationships with theatre operators and other industry participants to exploit the film content.

• Its may not be paid the full amount of box office revenues to which the company is entitled.

• The company financial condition and business prospects could be materially and adversely affected if its do not complete the project as planned or if they experience delays or cost overruns.

• Inability to successfully compete for audiences with films released by other producers and distributors, and with other consumer leisure and entertainment activities.

• Piracy of the company content may adversely impact its revenues and business.

• Some viewers or civil society organisations may find its film content objectionable.

• The company`s ability to exploit the content is limited to the rights that its own or are able to continue to license from third parties.

• The company has very limited experience in releasing films produced by it.

• The company requires working capital funds for content acquisition and the failure to obtain additional financing in the form of debt or equity in a timely manner or on terms commercially favorable to it or at all, may adversely affect the content acquisition and its future profitability.

• The company films are required to be certified by the Central Board of Film Certification (CBFC).

• All of the relatives of the Promoter, who is deemed to be a part of the Promoter Group under the SEBI ICDR Regulations has not provided consent to be identified as a member of the Promoter Group and has not provided any information in respect of herself and her relevant entities as Promoter Group.

• The trademark used by it is not registered under the Trade Marks Acts, 1999.

• The company cannot predict or forecast if a film will be successful. In addition, changing consumer tastes further compromise its ability to predict which films will be popular with audiences in India and internationally.

• The company financial position and results of operations fluctuate from period to period due to film delivery schedule and other factors and may not be indicative of results for future periods.

• The company has in the past entered into related party transactions and may continue to do so in the future.

• The company is subject to concentration risks relating to the group of customers in the television broadcast and New Media industry. Any significant adverse changes in this customer group`s buying patterns may have a material and adverse effect on its business and results of operation.

• The company`s inability to adapt to rapidly changing post production technology in a timely manner or at all may adversely affect its profitability and results of operation.

• The industry is regulated and its business activities require various approvals, licenses, registrations and permissions. The company operations and/or profitability could be adversely affected if its fail to obtain, in a timely manner or at all, or comply with the conditions that may be attached to, such approvals, licenses, registrations and permissions.

• The company cannot be certain that its services and products do not infringe upon the intellectual property rights of third parties.

• There have been instances of non-filing and delayed filing in RoC compliances.

• The Qualification and Experience proof of some of the Promoters & Directors may not be available.

• The company Promoters and Directors may have interests in it other than reimbursement of expenses incurred or normal remuneration or benefits.

• The Company has not identified Micro, Small or Medium Enterprises as Micro, Small and Medium Enterprise Development, Act 2006.

• The company may not regularly be in a position to distribute dividends, and its ability to pay dividends in the future will depend upon future earnings, financial condition, cash flows, working capital requirements and capital expenditures.

• The company insurance coverage may prove inadequate to satisfy future claims against it.

• Post listing of Equity Shares of the Company, the Promoter & Promoter Group will continue to hold majority control in the Company, which will allow them to determine the outcome of shareholder resolutions / board resolutions.

• The company cannot guarantee the accuracy or completeness of the facts and other statistics with respect to India, the Indian economy and film entertainment sector contained in this Prospectus.

• The company may not be able to sustain effective implementation of its business and growth strategy.

• The company has issued Equity Shares during the preceding twelve months at a price which may be below the Offer Price.

• The objects of the Offer include funding working capital requirements of the Company, which are based on certain assumptions and estimates.

• The average cost of acquisition of Equity Shares by the Promoter Selling Shareholder including the Promoters could be lower than the floor price of the Price Band.

• The company funding requirements and proposed deployment of the Net Proceeds are not appraised by any independent agency and are based on management estimates and may be subject to change based on various factors, some of which are beyond its control.

• The extent to which the Coronavirus disease (COVID-19) may affect its business and operations in the future is uncertain and cannot be predicted.

• Delays or defaults in client payments could affect its operations.

• The company has, in the last 12 months, issued Equity Shares at a price that could be lower than the Offer Price.

• Certain agreements may not be adequately stamped or may not have been registered as a result of which its operations may be impaired.

• There are outstanding legal proceedings involving the Company, Directors and Promoter which, if determined adversely, may adversely affect its business and financial condition.

• Any variation in the utilisation of the Offer proceeds as disclosed in this Draft Red Herring Prospectus shall be subject to certain compliance requirements, including prior approval of the shareholders.