Ecos (India)

Expanding its presence in Tier-II and Tier-III cities in India and increasing its penetration in cities with existing operations.

Acquisition of new customers and increasing revenue from existing customers and expanding its sales team.

Continue to focus on technology to ensure operational excellence.

Continue focus on building its brand through its brand building strategies and focus on operational excellence.

Expanding its geographical footprint globally.

Leverage its position in the chauffeur driven mobility provider industry to capitalize on the growth in the industry which will drive its next phase of growth.

India`s largest and most profitable chauffeur driven mobility provider in a growing chauffeur driven mobility provider market in terms of revenue from operations and profit after tax for Fiscal 2023.

Long-standing customer relationships with business synergies across business segments.

Pan-India presence with operations in 109 cities in India.

Established brand built over years through operational excellence.

Comprehensive technology ecosystem enabling operational superiority.

Robust financials with consistent performance.

The company is measured against high quality service standards and governed by the terms and condition of its contracts with the company customers. Any failure by it to comply with these standards or the terms and conditions may lead to the cancellation of existing and future bookings, which could adversely affect its reputation, business, results from operations, financial conditions and cash flows.

Its business depends on the company relationships with vendors who supply vehicles and chauffeurs to its, and any adverse changes in such relationships, or its inability to enter into new relationships, could adversely affect the company business and results of operations.

The company derives a significant part of its revenue from some customers, and the company does not have long term contracts with all of these customers. If one or more of such customers choose not to utilise its services or to terminate the company contracts or agreements, its business, cash flows, financial condition and results of operations may be adversely affected.

Any downturn in Global capability centres ("GCC") would create an adverse impact on its revenue from customers in the ETS business segment, cash flows and financial conditions.

Misconduct by its employees and contracted chauffeurs may be difficult to detect and could harm the company brand and its reputation, or adversely affect the company`s business prospects, results of operations and financial condition.

Its brand image is integral to the company`s success and if the company is unable to effectively maintain, promote and enhance its brand, the company`s business and reputation may be adversely affected.

The company incur significant expenditure towards its vendors and vehicle operation expenses. Any increase in factors affecting the pricing of the services provided by its vendors or cost of operating the company vehicles may have an adverse impact on its business, financial conditions and results of operations.

Intense competition in the chauffeur driven mobility provider industry could affect its pricing, which could consequently decrease the company revenues and profitability.

The company will not receive any proceeds from the Offer for Sale. The Selling Shareholders will receive the Net Proceeds from the Offer for Sale.

The company has long standing relationships with some of its customers which also contribute significantly to its revenue from operations. If one or more of such customers choose to terminate its contracts, the company`s business, financial condition and results of operations may be adversely affected.

There have been delays in payments and filing of certain employee provident fund returns of the Company. Any default/ delay in payment and filing of employee provident fund returns may attract regulatory actions and financial penalties from the respective government authorities and in turn may have a material adverse impact on its financial condition and cash flows.

There are outstanding litigations pending against us, Directors and Promoters, which, if determined adversely, could affect its operations. The company could suffer significant litigation expenses in defending these claims and could be subject to significant damage, compensation, or other remedies, which could adversely affect its reputation, business, results from operations, financial conditions and cash flows.

The company generates a significant percentage of its revenue from operations from customers in major cities in India. If the company operations in these major cities are negatively affected, its financial results and future prospects would be adversely impacted.

Its technology requirements, development of mobile applications, backend systems and tools which the company use in its operations are developed by an outsourced technology team who are not employees of the Company. If this outsourced technology team choose to terminate its contract, its business, financial condition and results of operations may be adversely affected.

The company depends on technology for critical functions of its business. Failures to properly maintain or promptly upgrade the company technology may result in disruptions to or lower quality of its services and the company`s business, results of operations and financial condition may be adversely affected.

Chauffeur shortages and increases in chauffeur compensation could adversely affect the Company`s profitability and ability to maintain or grow its business.

The Company has in the past been non-compliant with corporate social responsibility requirements stipulated under Section 135 of the Companies Act, 2013. The company cannot assure you that no legal proceedings or regulator actions will be initiated against the Company in the future in relation to this non-compliance, which may impact its financial condition and reputation.

The increase in the prices of new vehicles and increased fleet costs may adversely affect its business and results of operations.

Its Registered and Corporate Office, fleet parking space and branch office premises pan India are located on leased or rented premises and there can be no assurance that these lease agreements will be renewed upon termination or that the company will be able to obtain other premises on lease on same or similar commercial terms. If any conflict of interest arises in the future between its Promoter or members of the Promoter Group and lessors of immovable properties, which are crucial for the operations of the Company, it may result in an adverse effect on its business and results of operations.

The logo used by the Company is not registered under the Trade Marks Act, 1999. Failures to protect its intellectual property rights may adversely affect its competitive business position, financial condition and profitability.

The employee transportation market caters primarily to corporates particularly in tier-1 cities and not in tier-2 and tier-3 cities in India. Accordingly, factors affecting employee transportation in tier-1 cities in India may have an adverse impact on its revenue generated from the company`s ETS segment and our financial condition.

Its inability or failures to maintain an optimum number of vehicles or any theft of vehicles may adversely affect its business, results of operations and financial condition.

Some of its contracts are awarded to the company through a competitive bidding process. Its inability to effectively bid for such contracts in the future could impact its operations and financial conditions.

Any change in the automotive industry, development of public transportation infrastructure, car rental industry, worldwide travel and tourism industry and its ancillary industries can impact its business, results of operations, financial condition and cash flows.

The company is exposed to the risk of delays or non-payment by customers, which may also result in cash flow mismatches.

Its marketing and advertising campaigns may not be successful in increasing the popularity of its services and offerings. If the company marketing initiatives are not effective, this may adversely affect its business and results of operations.

The company is subject to risks associated with expansion into new geographic regions within India and global expansion.

The company relies on automated systems in the operation of its business and retain customer data, which exposes it to risks from systems failures and security breaches. If the company experience a cyber security breach or other security incident or unauthorised parties otherwise obtain access to its customers` data or its data, the company`s services may be perceived as not being secure, its reputation may be harmed, demand for its services may reduce and its may incur significant liabilities.

Any anticipated fluctuations in fuel costs may adversely affect its business and profitability.

The organized sector holds 15% of the market share and the unorganized sector holds 85% of the market share of the total ETS market in India. Further, the organized sector holds 25% of the CCR market in India and the unorganized sector holds 75% of the CCR market in India (Source: F&S Report). Such large percentage of unorganised sector poses a risk in terms of inconsistencies with service quality, scalability challenges and limited bargaining power with corporate clients. Any further increase in the share of the unorganised sector may impact its business operations adversely.

Its inability to effectively manage the company growth strategies may have an adverse effect on its business and prospects.

Manufacturer safety recalls could create risks to its business and affect the company`s operations.

Its business is dependent on the road network in India and the company ability to utilise its fleet in an uninterrupted manner. Any disruptions or delays in this regard could adversely affect it and lead to a loss of reputation and/ or profitability.

COVID-19 pandemic has affected its business, financial condition and results of operations in the past, the company cannot assure you of the extent to which COVID-19 or any other future calamities which are uncertain and cannot be predicted, will have a material and adverse impact on its business, financial condition and results of operations.

One of its subsidiaries has experienced net losses in Fiscal 2023 and Fiscal 2022. Any loss in future periods could adversely affect its operations, financial conditions and the trading price of the company`s Equity Shares.

An inability to maintain adequate insurance cover in connection with its business may adversely affect its operations and profitability.

The company expend a significant percentage of its expenses on employee benefits such as salaries, wages, bonus, staff welfare expenses and contribution to provident and other funds. In case the company faces an increase in employee benefit expenses that the company is unable to pass on to its customers its profitability may be impacted.

Any failures to comply with financial and other restrictive covenants imposed on it under its financing agreements may affect the company operational flexibility, business, results of operations and prospects.

Its may need to seek financing in the future to support its growth strategies. Any failures to raise additional financing could have an adverse effect on its business, results of operations, and cash flows.

Its ability to pay dividends in the future may be affected by any material adverse effect on its future earnings, financial condition or cash flows.

Its ability to undertake bonus issuances of Equity Shares in the future will depends on its financial condition, results of operations and cash flows.

The company is unable to trace certain corporate records and other documents and its cannot assure you that such forms or records will be available at all or any time in the future.

The company operates in a highly regulated industry, and changes in existing laws or regulations, or liability under existing or future laws or regulations, could have a material adverse effect on its results of operations and profitability.

Its may not be able to adequately protect the company intellectual property or may unintentionally infringe upon the intellectual property rights of others which could substantially harm its business.

Its inability to receive or renew the necessary licenses, approvals and registrations in a timely manner or at all may lead to interruption of its Company`s operations and have an impact on the company revenue from operations.

Inability to maintain adequate internal controls may affect its ability to effectively manage its operations, resulting in errors or information lapses.

Its Promoters have provided personal guarantee for a borrowing obtained by an entity in which the Promoters are shareholders. Any failures or default by such entity to repay such loan could trigger repayment obligations on its Promoters, which may impact their ability to effectively service their obligations and thereby adversely impact its business and operations.

Its success depends largely upon the knowledge and experience of the company Promoters and other Key Managerial Personnel and Senior Management Personnel. Any loss of its Key Managerial Personnel or its ability to attract and retain them could adversely affect its business, operations and financial condition.

Its Promoters, certain of the company Directors, Key Managerial Personnel and Senior Management Personnel may have interests in it other than reimbursement of expenses incurred and normal remuneration or benefits.

A majority of Directors on its Board do not have prior experience of directorship in any of companies listed on recognized stock exchanges, therefore, they will be able to provide only a limited guidance in relation to the affairs of the Company post listing.

Its Promoters shall continue to retain significant control in the Company after the Offer, which shall allow them to influence the outcome of matters submitted to Shareholders for approval. Such a concentration of ownership may also have the effect of delaying, preventing or deterring a change in control.

The company has had high attrition rates in the past could have an adverse effect on its business, operations and financial condition.

A portion of its revenues is denominated in foreign currencies. As a result, the company is exposed to foreign currency exchange risks and regulatory changes in foreign exchange management which may adversely impact its results of operations.

The company has in the past entered into related party transactions and may continue to do so in the future, which may potentially involve conflicts of interest with the equity Shareholders.

Certain sections of this Red Herring Prospectus contain information from the F&S Report which the company commissioned and purchased and any reliance on such information for making an investment decision in the Offer is subject to inherent risks.