Goel Construct.

Project management and execution capabilities.

Long standing relationships with customer.

Strong order book providing revenue visibility.

Strong and consistent financial performance.

Effective management of equipment and fleet.

Experienced Promoters with strong management team.

Our ongoing projects are exposed to various implementation risks and uncertainties and may be delayed, modified or cancelled for reasons beyond our control, which may adversely affect our business, financial condition and results of operation.

Our Order Book may not be representative of our future results and our actual income may be significantly less than the estimates reflected in our Order Book, which could adversely affect our results of operations.

We may not be able to compete and secure work order for projects we bid for, which could adversely affect our business and results of operations.

We derive a significant portion of our revenues from a limited number of clients. The loss of any significant clients may have an adverse effect on our business, financial condition, results of operations, and prospects.

We own, and rent equipment and fleet and mobilize such equipment and fleet at the beginning of each project resulting in increased fixed and operating costs to our Company. In the event we are not able to generate adequate cash flows it may have a material adverse impact on our operation.

Our operations are subject to various operational risks that could expose us to material liabilities, loss in revenues and increase in expenses. We may also be subject to liability claims arising from defects in services provided by us.

We have identified certain delayed filings that are required to be made with the Registrar of Companies (RoC) and some of secretarial record are not traceable by our Company.

We may have certain contingent liabilities and our financial condition and profitability may be adversely affected if any of these contingent liabilities materialize.

Our operations are dependent on a large pool of contract labour and an inability to access adequate contract labor at reasonable costs at our project sites across India may adversely affect our business prospects and results of operations.

Our reliance on raw material suppliers for our business operations exposes us to a variety of risks which could materially disrupt our operations.

We may be exposed to liabilities arising from defects during construction, which may adversely affect our business, financial condition, results of operations and prospects.

We are exposed to time and cost overrun risks on our item rate contracts, resulting in reduced profits or losses.

Risks inherent to industrial construction projects could materially and adversely affect our business, financial condition and results of operations.

Our operations may be adversely affected in case of industrial accidents, physical hazards and similar risks at our construction sites, risks of mishaps or accidents that could cause damage or loss to life and property which could expose us to material liabilities, loss in revenues and increased expenses.

Our insurance coverage may not be sufficient or may not adequately protect us against all or any hazards, which may adversely affect our business, results of operations and financial condition.

Our Promoter holds interest in the Promoter Group entities one of which is authorised to undertake business activities which are similar to the business conducted by our Company.

We have identified certain delayed filings that are required to be made with the Registrar of Companies (RoC) and some of secretarial record are not traceable by our Company.

Our Company is required to obtain, renew, and maintain certain statutory and regulatory approvals required to operate our business, and if we fail to do so, it may result in operational disruptions, reputational damage, financial liabilities, and legal consequences.

There were certain procedural lapses with respect to certain labor law obligations, which may expose us to regulatory scrutiny and financial liabilities that could materially affect our business, reputation, and results of operations.

We operate in a highly competitive industry and an inability to compete effectively may lead to a lower market share or reduced operating margins.

Our business is subject to seasonal variations and we may not able to accurately forecast our project schedule which could have an adverse effect on our cash flows, business, results of operations and financial condition.

An inability to obtain sufficient funding in the future could result in the delay or abandonment of our expansion and diversification strategies and may have a material adverse effect on our business and results of operations.

We may have certain contingent liabilities and our financial condition and profitability may be adversely affected if any of these contingent liabilities materialize.

We are required to furnish bank guarantees as part of our business. Our inability to arrange such guarantees or the invocation of such guarantees may adversely affect our cash flows and financial condition.

We have not entered into any definitive arrangement to utilize certain portions of the net proceeds of the Offer. Our funding requirements and deployment of the Net Proceeds of the offerare based on management estimates and have not been independently appraised, and are not subject to monitoring by any independent monitoring agency.

Certain sections of this Draft Red Herring Prospectus disclose information from the D&B Report which have been commissioned and paid for by us exclusively in connection with the Offer and any reliance on such information for making an investment decision in the Offer is subject to inherent risks.

We have in past entered into related party transactions and we may continue to do so in the future.

We are dependent upon the experience and skill of our promoter, management team and key managerial personnel and senior management personnel. Loss of our Promoter or our inability to attract or retain such qualified personnel, this could adversely affect our business, results of operations and financial condition.

Claims made by us against our clients for payments and failure by us to recover adequately on future claims in part or at all could have a material adverse effect on our financial condition, results of operation and cash flows.

We require various statutory and regulatory permits and approvals in the ordinary course of our business, and our failure to obtain, renew or maintain them in a timely manner may adversely affect our operations.

We may be liable for any substandard quality work or materials delivered by suppliers or sub-contractors engaged by us.

The demand for our services is dependent on investments in the sector in which we operate i.e. Cement, Power and Dairy sectors and other industries where we seek to expand and diversify our operations. Any economic downturn or other factors adversely affecting investments in such industries may result in a decrease in the demand for our services and adversely affect our business, results of operations and financial condition.

An inability to adapt to the changing needs of the industry and specific requirements of our clients in the sector we operate and in the other industries we intend to diversify into may adversely affect our business prospects, results of operations and financial condition.

We are subject to risks arising from interest rate fluctuations, which could adversely affect our business, financial condition and results of operations.

We may not be able to successfully manage the growth of our operations and execute our growth strategies which may have an adverse effect on our business, financial condition, results of operations and future prospects.

We may not be able to adequately protect our intellectual property, which could harm the value of our brand and services.

Our Promoters and members of the Promoter Group will continue jointly to retain majority control over our Company after the Offer, which will allow them to determine the outcome of matters submitted to shareholders for approval.

Our Promoter Directors are interested in our Company, in addition to regular remuneration or benefits and reimbursement of expenses.

An inability to maintain our equipment and fleet assets may adversely affect our business and financial conditions.

Our Company will not receive any proceeds from the Offer for Sale.

The average cost of acquisition of Equity Shares by our Promoters could be lower than the floor price.

Our ability to pay dividends in the future will depend upon future earnings, financial condition, cash flows, working capital requirements, capital expenditures and restrictive covenants in our financing arrangements.

The requirements of being a public listed company may strain our resources and impose additional requirements.

The Equity Shares have never been publicly traded, and, after the Offer, the Equity Shares may experience price and volume fluctuations, and an active trading market for the Equity Shares may not develop. Further, the price of the Equity Shares may be volatile, and you may be unable to resell the Equity Shares at or above the Offer Price, or at all.

The Offer price of our Equity Shares may not be indicative of the market price of our Equity Shares after the Offer and the market price of our Equity Shares may decline below the Offer Price and you may not be able to sell your Equity Shares at or above the Offer Price.

Any future issuance of Equity Shares, or convertible securities or other equity linked securities by our Company may dilute your shareholding and any sale of Equity Shares by our Promoters or members of our Promoter Group may adversely affect the trading price of the Equity Shares.

Fluctuation in the exchange rate between the Indian Rupee and foreign currencies may have an adverse effect on the value of our Equity Shares, independent of our operating results.

Rights of shareholders under Indian laws may be more limited than under the laws of other jurisdictions.

QIB and Non-Institutional Investors are not permitted to withdraw or lower their Bids (in terms of quantity of Equity Shares or the Bid Amount) at any stage after submitting a Bid.

We have had negative cash flows in the past. Sustained negative cash flow could adversely impact our business, financial condition and results of operations.

Our Company, our Promoters, and our Directors are party to certain legal proceedings. Any adverse outcome in such proceedings may have an adverse impact on our reputation, business, financial condition, results of operations, and cash flows.

We rely on third parties, including sub-contractors, to complete certain portion of our projects and any failure arising from the non-performance, late performance or below par performance by such third parties, failure by a third-party sub-contractor to comply with applicable laws, to obtain the necessary approvals, or provide services as agreed in the contract could affect the completion of our contracts resulting in penalties or other losses.

Our operations are dependent on a large pool of contract labour and an inability to access adequate contract labor at reasonable costs at our project sites across India may adversely affect our business prospects and results of operations.

Our reliance on raw material suppliers for our business operations exposes us to a variety of risks which could materially disrupt our operations.

We may be exposed to liabilities arising from defects during construction, which may adversely affect our business, financial condition, results of operations and prospects.

Past delays in payments to MSME creditors could impact supplier relationships, operational continuity, and regulatory compliance.

We are exposed to time and cost overrun risks on our item rate contracts, resulting in reduced profits or losses.

Our Company has experienced delays in filing returns under Goods and Services Tax (GST) laws in the past, which may expose us to penalties, regulatory scrutiny, and could impact our reputation and operations.

Risks inherent to industrial construction projects could materially and adversely affect our business, financial condition and results of operations.

Our operations may be adversely affected in case of industrial accidents, physical hazards and similar risks at our construction sites, risks of mishaps or accidents that could cause damage or loss to life and property which could expose us to material liabilities, loss in revenues and increased expenses.

Relevant copies of educational qualifications of some of our Directors, Promoters and Senior Management Personnel are not traceable.

Our insurance coverage may not be sufficient or may not adequately protect us against all or any hazards, which may adversely affect our business, results of operations and financial condition.

Our Promoter holds interest in the Promoter Group entities one of which is authorised to undertake business activities which are similar to the business conducted by our Company.

Our Company is required to obtain, renew, and maintain certain statutory and regulatory approvals required to operate our business, and if we fail to do so, it may result in operational disruptions, reputational damage, financial liabilities, and legal consequences.

There were certain procedural lapses with respect to certain labor law obligations, which may expose us to regulatory scrutiny and financial liabilities that could materially affect our business, reputation, and results of operations.

We operate in a highly competitive industry and an inability to compete effectively may lead to a lower market share or reduced operating margins.

Our business is subject to seasonal variations and we may not able to accurately forecast our project schedule which could have an adverse effect on our cash flows, business, results of operations and financial condition.

An inability to obtain sufficient funding in the future could result in the delay or abandonment of our expansion and diversification strategies and may have a material adverse effect on our business and results of operations.

We are required to furnish bank guarantees as part of our business. Our inability to arrange such guarantees or the invocation of such guarantees may adversely affect our cash flows and financial condition.

We have not entered into any definitive arrangement to utilize certain portions of the net proceeds of the Offer. Our funding requirements and deployment of the Net Proceeds of the offerare based on management estimates and have not been independently appraised.

Certain sections of this Red Herring Prospectus disclose information from the D&B Report which have been commissioned and paid for by us exclusively in connection with the Offer and any reliance on such information for making an investment decision in the Offer is subject to inherent risks.

We have in past entered into related party transactions and we may continue to do so in the future.

We are dependent upon the experience and skill of our promoter, management team and key managerial personnel and senior management personnel. Loss of our Promoter or our inability to attract or retain such qualified personnel, this could adversely affect our business, results of operations and financial condition.

Claims made by us against our clients for payments and failure by us to recover adequately on future claims in part or at all could have a material adverse effect on our financial condition, results of operation and cash flows.

We may be liable for any substandard quality work or materials delivered by suppliers or sub-contractors engaged by us.

The demand for our services is dependent on investments in the sector in which we operate i.e. Cement, Power and Dairy sectors and other industries where we seek to expand and diversify our operations. Any economic downturn or other factors adversely affecting investments in such industries may result in a decrease in the demand for our services and adversely affect our business, results of operations and financial condition.

An inability to adapt to the changing needs of the industry and specific requirements of our clients in the sector we operate and in the other industries we intend to diversify into may adversely affect our business prospects, results of operations and financial condition.

We are subject to risks arising from interest rate fluctuations, which could adversely affect our business, financial condition and results of operations.

We may not be able to successfully manage the growth of our operations and execute our growth strategies which may have an adverse effect on our business, financial condition, results of operations and future prospects.

We may not be able to adequately protect our intellectual property, which could harm the value of our brand and services.

Our Promoters and members of the Promoter Group will continue jointly to retain majority control over our Company after the Offer, which will allow them to determine the outcome of matters submitted to shareholders for approval.

Our Promoter Directors are interested in our Company, in addition to regular remuneration or benefits and reimbursement of expenses.

An inability to maintain our equipment and fleet assets may adversely affect our business and financial conditions.

Our Company will not receive any proceeds from the Offer for Sale.

The average cost of acquisition of Equity Shares by our Promoters could be lower than the floor price.

Our ability to pay dividends in the future will depend upon future earnings, financial condition, cash flows, working capital requirements, capital expenditures and restrictive covenants in our financing arrangements.

The requirements of being a public listed company may strain our resources and impose additional requirements.

The Equity Shares have never been publicly traded, and, after the Offer, the Equity Shares may experience price and volume fluctuations, and an active trading market for the Equity Shares may not develop. Further, the price of the Equity Shares may be volatile, and you may be unable to resell the Equity Shares at or above the Offer Price, or at all.

The Offer price of our Equity Shares may not be indicative of the market price of our Equity Shares after the Offer and the market price of our Equity Shares may decline below the Offer Price and you may not be able to sell your Equity Shares at or above the Offer Price.

Any future issuance of Equity Shares, or convertible securities or other equity linked securities by our Company may dilute your shareholding and any sale of Equity Shares by our Promoters or members of our Promoter Group may adversely affect the trading price of the Equity Shares.

Fluctuation in the exchange rate between the Indian Rupee and foreign currencies may have an adverse effect on the value of our Equity Shares, independent of our operating results.

Rights of shareholders under Indian laws may be more limited than under the laws of other jurisdictions.

QIB and Non-Institutional Investors are not permitted to withdraw or lower their Bids (in terms of quantity of Equity Shares or the Bid Amount) at any stage after submitting a Bid.