-
Its business subjects the company to risks in multiple countries where subsidiary companies and its customers are situated. The company derives a significant portion of its revenues from clients located in the United States of America, Singapore and the United Kingdom. Should the company expand its business operations in these jurisdictions and to other geographies, any adverse developments in these markets could adversely affect its business.
-
A significant portion of its revenue over the last three Fiscals and the six months period ended September 30, 2024, is derived from Pearson Education Group. Any decrease in revenues from Pearson Education Group or any loss of business from Pearson Education Group may adversely affect its business, financial condition, cash flows and results of operations.
-
Its ability to retain the customers is heavily dependent upon various factors including its reputation and the company ability to maintain a high level of service quality including its satisfactory performance for the customers. Any failures by it to retain or attract customers may impact its business and revenues.
-
The company depends on certain key customers for a significant portion of its revenues (the company top 5, top 10 and top 20 customers contributed to 59.53%, 72.16% and 87.33%, respectively, of its revenue from operations in Fiscal 2024). Any decrease in revenues from any of its key customers or any loss of these customers may adversely affect the company business, financial condition, cash flows and results of operations.
-
The Company had negative cash flow during certain fiscal years. Sustained negative cash flow could adversely impact its business, financial condition and results of operations.
-
The commercial success of its services depends to a significant extent on the success of the end use customers. If there is any downturn in the industries in which the company customers operate, it could have a material adverse effect on its business, financial condition and results of operations.
-
The company past growth rates may not be indicative of the company future growth, and if the company is unable to adapt to evolving market trends, manage its growth or execute the company strategies effectively, its business, financial condition and results of operations may be adversely affected.
-
Its services may contain coding or configuration errors or other defects that could harm its reputation, be expensive to correct, delay revenues, and expose it to litigation.
-
The company is dependent on the strength and recognition of its brand and reputation, which may be damaged by the activities of third-parties and entities, which could harm its brand and reputation, and further harm the results of the company operations and profitability.
-
There have been certain instances of non- compliances and delay in filings with respect to certain regulatory filings under the Companies Act, 2013 by the Company in the past. Further, its may be subject to regulatory actions and penalties for any such past or future non-compliance or delays and its business, financial condition and reputation may be adversely affected.
-
If the company is unable to keep pace with technological changes, develop or innovate its service offerings to address emerging business demands, technological trends and evolving industry standards, its business and financial condition may be adversely affected.
-
The company use certain software, hardware and Software-As-A-Service (SaaS), technologies from third parties. Any Interruptions, delays or unavailability of its third-party providers may affect the company operations and its business, results of operations, and financial condition may be harmed.
-
There have been certain delays in its filings with the Authorised Dealer/RBI under regulations issued under the Foreign Exchange Management Act, 1999 ("FEMA"). While the company has made the required filings as on date of this Draft Red Herring Prospectus, its may further be subject to regulatory actions and penalty fees for such non-late filings, which may adversely impact its financial condition.
-
A portion of the Net Proceeds may be utilised for purchasing land as a part of the Objects of the Offer for which the company has not entered into definitive agreements.
-
Its may be liable to the company clients for damages caused by system failures, disclosure of confidential information or data security breaches, which could harm its reputation and cause it to lose clients.
-
If the company is unable to collect its receivables from, or bill the company unbilled services to, its clients, the company results of operations and cash flows could be materially adversely affected.
-
The intellectual property developed by it has not been registered under the patent or copyright laws of India.
-
Its proposed plans with respect to funding the capital expenditure requirement for construction of new building as a part of expansion of existing facility at Mysore, India are subject to the risk of unanticipated delays in obtaining approvals and implementation which may adversely affect its business and results of operations.
-
The Company`s success depends largely upon its Promoters and senior management and the company ability to attract and retain skilled personnel. its inability to retain core members of the company management, as well as sales force and certain other personnel, or its inability to recruit and train suitable personnel, may adversely affect the company business, results of operations and prospects.
-
The Company, Subsidiaries, Promoters and Directors are or may be involved in certain legal and regulatory proceedings. Any adverse decision in such proceedings may have a material adverse effect on its business, financial condition, cash flows and results of operations.
-
Its revenues are highly dependent on a limited number of industry verticals, and any decrease in demand for outsourced services in these industry verticals could reduce its revenues and adversely affect the company business, financial condition and results of operations.
-
Its marketing and advertising campaigns, may not be successful in increasing the popularity of its products and offerings. which may adversely affect the company business and results of operations.
-
There have been certain instances of delay in payment of EPF, ESIC & PT contributions/ amounts by the Company. Its may be subject to regulatory actions and penalties for such delays which may have an adverse effect on its business & financial condition.
-
Some of its Promoters have interest in entities, which are engaged in lines of business similar to that of the Company which have objects similar to that of the Company. Any conflict of interest which may occur between its business and the activities undertaken by such entities could adversely affect its business and prospects.
-
Its agreements have been executed on unstamped white papers because of which the validity and enforceability may be disputed and its operations may be adversely affected by any such failures to enforce such agreements.
-
Its business is subject to evolving laws regarding privacy, data protection and other related matters. Many of these laws are subject to change and could result in claims, changes to its business practices, monetary penalties, increased cost of operations, or declines in customer growth or engagement, which may harm its business.
-
Its success is also dependent on the company ability to attract, hire, train and retain experienced and skilled IT professionals. Its inability to hire and retain the company key employee force may have an adverse effect on its business.
-
Its profitability will suffer if the company is not able to maintain its resource utilisation levels and productivity levels.
-
Its business, results of operations and financial condition could be negatively affected if its incur legal liability, including with respect to the company indemnification obligations, in connection with providing its solutions and services.
-
Larger projects involve multiple stakeholders and components which subjects it to additional execution risks. The company failures to complete projects within budget and on time will negatively affect its profitability.
-
The company does not have long-term commitments with its customers, and its customers may terminate contracts before completion, negotiate adverse terms of the contract or choose not to renew contracts, which could materially adversely affect its business, financial condition and results of operations.
-
Its pricing structures does not accurately anticipate the cost and complexity of performing its work and if the company is unable to manage costs successfully, then certain of its contracts could be or become unprofitable.
-
Cyber risk and the failures to maintain the integrity of its operational or security systems or infrastructure, or to conduct the company business, could have a material adverse effect on its business, results of operations, financial condition and cash flows.
-
Its may fail to identify or successfully acquire target businesses, and the company acquisitions could prove difficult to integrate, disrupt its business, dilute shareholder value and strain the company resources.
-
Evolving customer preferences and the nature of its business strategy and product services, including the company Software as a Service (SaaS) offerings, could reduce its revenues and adversely affect the company business, financial condition and results of operations.
-
The company has in the past experienced, and may in the future experience, a long selling and implementation cycle with respect to certain projects that require it to make significant resource commitments prior to realising revenue for its services.
-
The company relies on third-party data centres and cloud computing providers, and any interruption or delay in service from these facilities could impair the delivery of its products and adversely impact the company business and results of operations.
-
Its investments in technology may not yield the intended results especially on the company technical development.
-
Its Registered Office and other properties are located on land parcels that are not owned by it and are held by the company on a leasehold basis. In the event its lose or are unable to renew such leasehold rights, the company business, results of operations, financial condition and cash flows may be adversely affected.
-
Any disruption in its information technology systems may adversely affect the company business, results of operations and prospects.
-
Its global operations expose it to numerous and sometimes conflicting legal and regulatory requirements, and violation of these regulations could harm its business.
-
Failures to offer client support in a timely and effective manner may adversely affect the company relationships with its clients.
-
Its insurance coverage may not adequately protect the company against certain operating hazards and this may have an adverse impact on its business.
-
The company has incurred indebtedness which exposes it to various risks which may have an effect on the company business and results of operations.
-
The company has incurred indebtedness which exposes it to various risks which may have an effect on the company business and results of operations.
-
The company is subject to transfer pricing regulations in respect of transactions with its foreign Subsidiaries. If the income tax authorities review any of the company tax returns and determine that the transfer price applied was not appropriate, its may incur increased tax liabilities, including accrued interest and penalties.
-
Employee fraud or misconduct could harm it by impairing the company ability to attract and retain clients and subject it to significant legal liability and reputational harm.
-
The company requires certain approvals or licenses in the ordinary course of business and the failure to renew, obtain or retain them in a timely manner, or at all, may adversely affect its operations.
-
The company does not execute long-term agreements with most of its customers and its inability to procure new orders on a regular basis or at all may adversely affect the company business, financial condition, cash flows and results of operations.
-
Its Promoters including the company Corporate Promoter have interests in the Company, in addition to their normal remuneration or benefits and reimbursement of expenses incurred.
-
Its may fail to protect the company intellectual property rights and may be exposed to misappropriation and infringement claims by third parties, either of which may have a material adverse effect on its business and reputation.
-
The Company and Subsidiaries have incurred losses in past.
-
The Company has undertaken an issuance of bonus Equity Shares in the past. However, its cannot assure you that the Company will be able to undertake an issuance of bonus Equity Shares in the future.
-
The markets in which the company participate are intensely competitive, and if its does not compete effectively, the company operating results could be adversely affected.
-
Certain sections of this Draft Red Herring Prospectus disclose information from an industry report commissioned by it from Arizton Advisory and Intelligence, which is an independent third-party entity and is not related to the Company, its Promoters or Directors in manner whatsoever. Any reliance on such information for making an investment decision in the Offer is subject to inherent risks.
-
If the company fails to maintain an effective system of internal controls, its may not be able to successfully manage, or accurately report, its financial risks, which may adversely affect the results of the company operations.
-
Its Promoters will continue to retain significant shareholding in the Company after the Offer, which will allow it to exercise control over it.
-
The Objects of the Offer have not been appraised by any bank or financial institution. Its funding requirements and proposed deployment of the Net Proceeds are based on management estimates and may be subject to change based on various factors, some of which may be beyond its control. Any variation in the utilization of the Net Proceeds or in the terms of the conditions as disclosed in this Draft Red Herring Prospectus would be subject to certain compliance requirements, including prior shareholders` approval.
-
Its inability to effectively manage the company growth or to successfully implement its business plan and growth strategy could influence its business, results of operations and financial condition.
-
The growth of its business is largely dependent on understanding the market and implementing and executing the correct business strategy accordingly. Any failures on its part to implement and execute the required business strategy in the correct manner may have an adverse effect on its business and results of operations.
-
The company has in the past entered into related party transactions and may continue to do so in the future. There can be no assurance that such transactions, individually or in the aggregate, will not have an adverse effect on the Company`s financial condition and results of operations.
-
Its cannot assure payment of dividends on the Equity Shares in the future. The company ability to pay dividends in the future will depends on its earnings, profitability, financial condition, cash flows and capital requirements.
-
The company has issued equity shares during the last one year at a price that may be below the Offer Price.
-
Its may be subject to fraud, theft, employee negligence or similar incidents.
-
The Company will not receive any proceeds from the Offer for Sale. However, two of its Promoters, who are Selling Shareholders, will receive proceeds from the Offer for Sale.
-
Its may require additional funding to finance the company operations, which may not be available on terms acceptable to it, or at all, and if the company is unable to raise funds, the value of your investment in it may be negatively impacted.
-
Its management will have broad discretion over the use of the Net Proceeds.
-
The company`s revenue from Pearson Education Group accounted for 59.24%, 58.79%, 46.51% and 41.89% of its total revenue on a consolidated basis for the three months period ended June 30, 2025, Fiscal 2025, Fiscal 2024 and Fiscal 2023. Any termination of the contract entered into with Pearson Education Group may decrease the company`s revenues or any loss of business from Pearson Education Group may adversely affect its business, financial condition, cash flows and results of operations.
-
The Company has provided a corporate guarantee that forms a substantial portion of its contingent liabilities which stands at 79.80% of the company`s Net Worth as on June 30, 2025 to secure the Non-Convertible Debentures ("NCDs") issued by its Corporate Promoter, which if invoked due to a failures of the company`s Corporate Promoter to repay the loan, may adversely affect the Net Worth of the Company
-
There have been delays in the company`s filings with the Authorised Dealer/RBI under regulations issued under the Foreign Exchange Management Act, 1999 ("FEMA"). While the company has made the required filings as on date of this Red Herring Prospectus, the company cannot`s assure that RBI will not impose any further penalty on the Company as per their discretion for such contravention of the provisions of the Foreign Exchange Management Act, 1999 and delayed filings of the APRs and any such further imposition of penalty or fine may have an impact on its business and financial condition, which may adversely impact its financial condition.
-
A portion of the Net Proceeds may be utilised for purchasing land as a part of the Objects of the Offer for which we have not entered into definitive agreements.
-
If the Company is unable to keep pace with technological changes, develop or innovate the company`s service offerings to address emerging business demands, technological trends and evolving industry standards, the company`s business and financial condition may be adversely affected.
-
The company`s services may contain coding or configuration errors or other defects that could harm its reputation, be expensive to correct, delay revenues, and expose the company to litigation.
-
The company has incurred indebtedness which exposes the company to various risks which may have an effect on the company`s business and results of operations.
-
The company`s insurance coverage for the previous 3 Fiscals is not 100% of the assets of the Company and thereby may not adequately protect the company against operating hazards and this may have an adverse impact on its business.
-
The company faces risks associated with currency exchange rate fluctuations.
-
The company`s revenues are highly dependent on a limited number of industry verticals, and any decrease in demand for outsourced services in these industry verticals could reduce its revenues and adversely affect the company`s business, financial condition and results of operations.
-
The company`s ability to retain the customers is heavily dependent upon various factors including its reputation and the company`s ability to maintain a high level of service quality including its satisfactory performance for the customers. During the three months period ended June 30, 2025, Fiscal 2025, Fiscal 2024 and Fiscal 2023 the company has lost 2, 6,12 and 15 number of customers forming 2%, 8%, 13% and 16% of its total customer base, respectively. Any failures by the company to retain or attract customers may impact its business and revenues.
-
The company`s Registered Office and other properties are located on land parcels that are not owned by the company and are held by the company on a leasehold basis. In the event the company loses or are unable to renew such leasehold rights, the company`s business, results of operations, financial condition and cash flows may be adversely affected.
-
The company`s agreements have been executed on unstamped white papers because of which the validity and enforceability may be disputed and the company`s operations may be adversely affected by any such failures to enforce such agreements.
-
The company`s business is subject to evolving laws regarding privacy, data protection, cyber security and other related matters. Many of these laws are subject to change and could result in claims, changes to the company`s business practices, monetary penalties, increased cost of operations, or declines in customer growth or engagement, which may harm its business.
-
The company`s business subjects the company to risks in multiple countries where subsidiary companies and the company`s customers are situated. The company has deriveds 60.61%, 3.11%, 24.09% of its revenue for the three months period ended June 30, 2025, 60.45%, 3.19%, 21.47% of the company`s revenue for Fiscal 2025, 55.00%, 10.05%, 19.98% of its revenue for Fiscal 2024 and 63.12%, 8.17%, 15.42% of the company`s revenue for Fiscal 2023 from clients located in the United States of America, Singapore and the United Kingdom, respectively. As the Company is highly dependent on generating revenue from clients located in the United States of America, any adverse developments in this market may result in the Company losing customers in the United States of America, which could adversely affect its business and results of operations.
-
The company depends on its key customers for a significant portion of the company`s revenues (the company`s top 5, top 10 and top 20 customers contributed to 66.12%, 76.58% and 89.44%, respectively, of its revenue from operations in Fiscal 2025). Any decrease in revenues from any of the company`s key customers or any loss of these customers may adversely affect its business, financial condition, cash flows and results of operations.
-
The Company has negative cash flow during few fiscal years. Sustained negative cash flow could adversely impact its business, financial condition and results of operations.
-
The company has in the past entered into related party transactions and may continue to do so in the future. There can be no assurance that such transactions, individually or in the aggregate, will not have an adverse effect on the Company`s financial condition and results of operations.
-
The company`s past growth rates may not be indicative of our future growth, and if the Company is unable to adapt to evolving market trends, manage its growth or execute the company`s strategies effectively, the company`s business, financial condition and results of operations may be adversely affected.
-
There have been instances of delay in payment of EPF, ESIC & PT contributions/ amounts by the Company. The company may be subject to regulatory actions and penalties for such delays which may have an adverse effect on the company`s business & financial condition.
-
The company may be subject to fraud, theft, employee negligence or similar incidents.
-
There have been instances of non-compliances and delay in filings with respect to regulatory filings under the Companies Act, 2013 by the Company in the past. Further, we may be subject to regulatory actions and penalties for any such past or future non-compliance or delays under the relevant provisions of the Companies Act, which can be substantially high once adjudicated, having an impact on its business, financial condition and the company`s reputation may be adversely affected. The company has also filed compounding applications and have sought adjudication, as applicable, with the Ministry of Corporate Affairs, Regional Director and the RoC, Karnataka at Bangalore with regard to the non-compliances and discrepancies in relation to statutory filings required to be made by us under the Companies Act, and adverse adjudication of the same may require the company to pay substantial penalties under the provisions of the Companies Act, which may have a significant impact on its financial condition.
-
The company derives a significant portion of its revenue from a limited number of customers, with its five largest customers other than Pearson Education Group accounting for 12.45% of the company`s total revenue on a consolidated basis for Fiscal 2025, the loss of which, or any significant decrease in business from, could adversely affect its financial condition and results of operations.
-
The Company generates a considerable part of its revenue from its clients situated in North America. The company`s revenue generation from such jurisdiction witnessed a downfall from the Fiscal Year 2023 to 2024. Our revenue from North America for the Fiscal Year 2023 was
Rs. 1,234.66 million constituting 63.28% of the total revenue of the Company and for the year Fiscal Year 2024 was Rs. 1,090.98 million constituting 55.02% of the total revenue. The company cannot`s assure that there will not be any further such instances wherein the company faces a similar downfall of revenue generation from a specific jurisdiction, which may have an adverse effect of its growth, revenue and results of operations.
-
The company`s proposed plans with respect to funding the capital expenditure requirement for construction of new building as a part of expansion of existing facility at Mysore, India are subject to the risk of unanticipated delays in obtaining approvals and implementation which may adversely affect its business and results of operations.
-
If the Company unable to collect its receivables from, or bill the company`s unbilled services to, the company`s clients, the company`s results of operations and cash flows could be materially adversely affected.
-
The company`s growth strategy includes evaluating opportunities for inorganic growth through strategic alliances, partnerships, investments, acquisitions and rebranding of acquired business. If the Company is unable to successfully identify and integrate acquisitions, the company`s growth strategy, business, results of operations and prospects may be adversely affected.
-
The Company`s success depends largely upon its Promoters and senior management and is also dependent on the company`s ability to attract, hire, train and retain experienced and skilled IT professionals. The company`s inability to retain core members of its management, as well as sales force and other personnel, or the company`s inability to recruit and train suitable personnel including skilled IT professionals, may adversely affect its business, results of operations and prospects.
-
The company derives a significant portion of its revenue from clients based in the USA. There had been a decrease in the percentage of the overall revenue contribution from the USA in Fiscal 2024 from Fiscal 2023, and there can be no assurance that such revenue contribution from the USA will not further decrease in the coming years, which may have an adverse effect on the company`s business, revenue from operations and financial conditions.
-
The utilisation of its Cash Balances as on June 30, 2025, accrued from the lease deposit received from the company`s Corporate Promoter, Pedanta Technologies Private Limited shall in due course of time, be utilized for the purpose of identified proposed strategic acquisition. Any failures on the company`s part to utilize such cash balances for such identified proposed strategic acquisition within a considerable period of time may affect its reputation before the investors.
-
The company`s investments in technology may not yield the intended results especially on its technical development.
-
The Company is dependent on the strength and recognition of its brand and reputation, which may be damaged by the activities of third-parties and entities, which could harm the company`s brand and reputation, and further harm the results of its operations and profitability.
-
The company`s marketing and advertising campaigns, may not be successful in increasing the popularity of its products and offerings which may adversely affect the company`s business and results of operations.
-
The company does not have long-term commitments with its customers, and the company`s customers may terminate contracts before completion, negotiate adverse terms of the contract or choose not to renew contracts, which could materially adversely affect its business, financial condition and results of operations.
-
The Company, Subsidiaries, Promoters and Directors are or may be involved in legal and regulatory proceedings. Any adverse decision in such proceedings may have a material adverse effect on its business, financial condition, cash flows and results of operations.
-
The company uses software, hardware and Software-As-A-Service (SaaS), technologies from third parties. Any Interruptions, delays or unavailability of its third-party service providers may affect the company`s operations and its business, results of operations, and financial condition may be harmed.
-
Evolving customer preferences and the nature of its business strategy and product services, including the company`s Software as a Service (SaaS) offerings, could reduce its revenues and adversely affect the company`s business, financial condition and results of operations.
-
The company may fails to identify or successfully acquire target businesses, and the company`s acquisitions could prove difficult to integrate, disrupt its business, dilute shareholder value and strain the company`s resources.
-
The company does not execute long-term agreements with most of its customers and our inability to procure new orders on a regular basis or at all may adversely affect the company`s business, financial condition, cash flows and results of operations.
-
The company may be liable to its clients for damages caused by system failures, disclosure of confidential information or data security breaches, which could harm its reputation and cause the company to lose clients.
-
All the intellectual property developed by the company have not been registered under the patent or copyright laws of India.
-
The commercial success of the company`s services depends to a significant extent on the success of the end use customers. If there is any downturn in the industries in which its customers operate, it could have a material adverse effect on the company`s business, financial condition and results of operations.
-
The determination of the Price Band is based on various factors and assumptions and the Offer Price of the Equity Shares may not be indicative of the market price of the Equity Shares after the Offer.
-
The company`s Directors, and majority of its KMP`s and SMP`s does not have any prior experience of being associated with any listed company in India and this may present potential challenges for the Company.
-
The company operates in a new and rapidly evolving industry of Vertical Saas solutions for learning and assessment, which makes it difficult to evaluate its future prospects and may increase the risk that the company will not continue to be successful. If the Company is not successful in this industry going forward, it could materially adversely affect its business, reputation and cash flows.
-
The company`s Subsidiaries for which its financials have been consolidated, namely Enhanzed Education Private Limited, Freedom To Learn Limited (former subsidiary) and Excelsoft Technologies Limited which are not Material Subsidiaries have not been audited by the company`s Statutory Auditors.
-
Some of its Promoters have interest in entities, which are engaged in lines of business similar to that of the Company which have objects similar to that of the Company. Any conflict of interest which may occur between the company`s business and the activities undertaken by such entities could adversely affect its business and prospects.
-
Employee fraud or misconduct could harm the company by impairing its ability to attract and retain clients and subject the company to significant legal liability and reputational harm.
-
The company`s profitability will suffer if the Company is not able to maintain its resource utilisation levels and productivity levels.
-
The Company is a vertical SaaS company and are subject to occupational and operational safety norms and labour laws. Any failures to comply with these regulations could subject the company to potential liability which may have an adverse effect on the company`s business and results of operations.
-
The company`s business, results of operations and financial condition could be negatively affected if the company incurs legal liability, including with respect to its indemnification obligations, in connection with providing the company`s solutions and services.
-
Larger projects involve multiple stakeholders and components which subjects the company to additional execution risks. The company`s failures to complete projects within budget and on time will negatively affect its profitability.
-
The company`s pricing structures does not accurately anticipate the cost and complexity of performing its work and if the Company is unable to manage costs successfully, few of its contracts could be or become unprofitable.
-
The company has in the past experienced, and may in the future experience, a long selling and implementation cycle with respect to the company`s projects that require the company to make significant resource commitments prior to realising revenue for our services.
-
The company`s global operations expose the company to numerous and sometimes conflicting legal and regulatory requirements, and violation of these regulations could harm its business.
-
Failures to offer client support in a timely and effective manner may adversely affect its relationships with the company`s clients.
-
The Company is subject to transfer pricing regulations in respect of transactions with its foreign Subsidiaries. If the income tax authorities review any of the company`s tax returns and determine that the transfer price applied was not appropriate, the company may incur increased tax liabilities, including accrued interest and penalties.
-
The company requires specific approvals or licenses in the ordinary course of business and the failures to renew, obtain or retain them in a timely manner, or at all, may adversely affect its operations.
-
The company`s Promoters including its Corporate Promoter have interests in the Company, in addition to their normal remuneration or benefits and reimbursement of expenses incurred.
-
The company may fails to protect its intellectual property rights and may be exposed to misappropriation and infringement claims by third parties, either of which may have a material adverse effect on the company`s business and reputation.
-
The Company and Subsidiaries have incurred losses in past.
-
The Company has undertaken an issuance of bonus Equity Shares in the past. However, the company cannots assure you that the Company will be able to undertake an issuance of bonus Equity Shares in the future.
-
The markets in which the company participates are intensely competitive, and if the company does not compete effectively, the company`s operating results could be adversely affected.
-
Specific sections of this Red Herring Prospectus disclose information from an industry report commissioned by the company from Arizton Advisory and Intelligence, which is an independent third-party entity and is not related to the Company, its Promoters or Directors in any manner whatsoever. Any reliance on such information for making an investment decision in the Offer is subject to inherent risks.
-
If the company fails to maintain an effective system of internal controls, the company may not be able to successfully manage, or accurately report, the company`s financial risks, which may adversely affect the results of its operations.
-
The company`s Promoters will continue to retain significant shareholding in the Company after the Offer, which will allow it to exercise control over the company.
-
The Objects of the Offer have not been appraised by any bank or financial institution.The company`s funding requirements and proposed deployment of the Net Proceeds are based on management estimates and may be subject to change based on various factors, some of which may be beyond its control. Any variation in the utilization of the Net Proceeds or in the terms of the conditions as disclosed in this Red Herring Prospectus would be subject to compliance requirements, including prior shareholders` approval.
-
The company`s inability to effectively manage its growth or to successfully implement the company`s business plan and growth strategy could influence its business, results of operations and financial condition.
-
The growth of the company`s business is largely dependent on understanding the market and implementing and executing the correct business strategy accordingly. Any failures on its part to implement and execute the required business strategy in the correct manner may have an adverse effect on the company`s business and results of operations.
-
The company cannots assure payment of dividends on the Equity Shares in the future. The company`s ability to pay dividends in the future will depends on its earnings, profitability, financial condition, cash flows and capital requirements.
-
The company has issued equity shares during the last one year at a price that may be below the Offer Price.
-
The Company will not receive any proceeds from the Offer for Sale. However, one of its Promoter`s, who is the Selling Shareholder, will receive proceeds from the Offer for Sale.
-
The company may requires additional funding to finance its operations, which may not be available on terms acceptable to the company, or at all, and if the Company is unable to raise funds, the value of your investment in the company may be negatively impacted.
-
The company`s management will have broad discretion over the use of the Net Proceeds.
-
The fluctuations in global tariff rates and adverse application of tax laws may adversely affect its business, prospects and results of operations.
