Jay Bee Laminati

Track record in the industry.

Long Term relationship with suppliers.

Strong operational and financial performance.

Long Term relationship with Customers.

Experienced Promoters supported by a strong management and execution team.

Quality Assurance.

The company has a history of net loss in the Fiscal Year 2021, and its anticipate increased expenses in the future. Any failures to increase its revenue sufficiently to keep pace with the company initiatives, investments, and other expenses could prevent it from achieving profitability or positive cash flow on a consistent basis in future periods.

The company currently operate two manufacturing facilities, located at Noida & Greater Noida. Any slowdown or disruption in its manufacturing operations in any of the company`s manufacturing facilities could have a material and adverse impact on its business operations and financial performance.

The company does not have any long-term agreements with its customers. If its customers choose not to source their requirements from it or manufacture such products in-house, its business and results of operations may be adversely affected.

If there are delays or if the costs of setting up and the possible time or cost overruns related to the expansion of the Unit-II or the purchase of plant and machinery for the said Unit-II are higher than expected, it could have a material adverse effect on its financial condition, results of operations and growth prospects.

The company may not be able to sustain historical growth in its revenue from operations and profit for year in future periods which could have an adverse impact on its financial condition and results of operation.

Information relating to capacity utilization of its manufacturing facilities included in this Draft Red Herring Prospectus is based on various assumptions and estimates. Under-utilization of capacity of its manufacturing facilities and an inability to effectively utilize its manufacturing facilities may have an adverse effect on its business and future financial performance.

Demand for its products is related to growth and trends of the company end user industry. Decline in sales of its customers may adversely affect the demand for the company`s products which in turn would adversely impact its business, financial condition, results of operations and prospects.

If the company customers dispute or default on their payment obligations to it, the company may be subject to adverse cash flows and may be required to spend significant amounts in recovering amounts due, in turn adversely impacting its cash flows, results of operations and future prospects.

The Restated Financial Statements were prepared by a peer-reviewed chartered accountant who is not the Company`s statutory auditor, introducing potential differences in accounting standards and policies.

The company does not have long-term agreements with its suppliers for raw materials, and an inability to procure the desired quality, quantity of its raw materials in a timely manner and at reasonable costs, or at all, may have a material adverse effect on its business, results of operations, financial condition, and cash flows.

There has been an instance of non-compliance with the provisions of Section 260 of the Companies Act, 1956.

Its Promoter, Munish Kumar Aggarwal, and Key Managerial Personnel, Subhash Raghav, (Chief Financial Officer) of the Company are unable to trace their educational degrees/certificates. Its Promoter, Munish Kumar Aggarwal, and Key Managerial Personnel, Subhash Raghav, (Chief Financial Officer) of the Company are unable to trace their educational degrees/certificates. The company has relied solely on undertakings furnished by them for verification of their educational qualifications, which introduces a risk of potential inaccuracies or discrepancies in their profiles.

The members of its Promoter Group have been determined and relied upon on undertakings furnished by them.

The capital build-up of the Company has been prepared in accordance and relied solely on undertakings furnished by the Company for verification of the capital build-up, which introduces a risk of potential inaccuracies or discrepancies in their capital structure.

The company relies on third-party transportation providers for both procurement of raw materials and distribution of its products, and the disruption of such services could adversely impact its business operations and financial performance.

Nearly majorly of its revenues from operations are derived on sales made within India. Its business is therefore significantly affected by fluctuations in general economic activity in India.

A significant portion of its domestic sales (including supply to SEZ) is derived from the northern and southern region, and any adverse developments in this market could adversely affect its business.

Its success depends upon the company`s ability to formalize and operationalize effective business and growth strategies. Its inability to manage its business, profitability and growth strategy could have a material adverse effect on its business, financial condition, and results of operations.

Mr. Bharat Bhushan Jindal is categorized as immediate relative and Promoter Group in terms of Regulation 2(I) (pp) of the SEBI (ICDR) Regulations. However, SEBI pursuant to its letter dated April 02, 2024, bearing reference number SEBI/HO/CFD/RAC-DIL2/P/ OW/2024/12983/1, has allowed its to disclose the information relating him as available in public domain. This reliance on public domain information introduces potential risks related to the accuracy and completeness of disclosed information.

Restrictions in import of raw materials may adversely impact its business and results of operations.

Some of its properties, including the company Registered and Manufacturing Unit II, are located on leased premises. There can be no assurance that the company will be able to retain or renew such leases on the same or similar terms, or that its will find alternate locations for the existing offices on terms favorable to it, or at all.

The company has witnessed negative cash flow from investing and financing activities in the past. Any negative cash flows in the future would adversely affect its cash flow requirements, which may adversely affect its ability to operate the company`s business and its financial condition.

The company has availed unsecured loans which may be recalled. Any demand from lenders for repayment of such working facilities may adversely affect its cash flows.

Its business is working capital intensive. The company net working capital requirements for the Financial Years ended March 31, 2024, March 31, 2023, and March 31, 2022, were Rs.5,335.50 Lakhs, Rs.4067.64 Lakhs, and Rs.2,590.25 Lakhs, respectively. If the company experience insufficient cash flows from its operations or are unable to borrow to meet the company working capital requirements, it may materially and adversely affect its business and results of operations.

The company has an in-house testing laboratory to conduct CRGO raw material sample testing. If its fail to test the quality of raw material as required, its business, financial condition, cash flows and operations will be adversely affected.

Portion of its Offer Proceeds are proposed to be utilized for general corporate purposes which constitute [*]% of the Offer Proceeds. As on the date of this Red Herring Prospectus, the Company has not identified the general corporate purposes for which these funds may be utilized.

Any variation in the utilization of the Net Proceeds would be subject to certain compliance requirements, including prior shareholders` approval.

Its manufacturing facilities are dependent on adequate and uninterrupted supply of electricity, water, gas, and fuel. Any shortage or disruption in electricity/gas, water, or fuel supply may lead to disruption in operations, higher operating cost, and consequent decline in its operating margins.

The company enter into certain related party transactions in the ordinary course of its business, and the company cannot assure you that such transactions will not have an adverse effect on its results of operation and financial condition.

The company is subject to government regulations and if its fail to obtain, maintain, or renew its statutory and regulatory licenses, permits, and approvals required to operate its business, the company`s results of operations and cash flows may be adversely affected.

The Company, Promoters, and Directors are 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.

Certain of its corporate filings and records are not traceable, while certain corporate records have errors. The company cannot assure that regulatory proceedings or actions will not be initiated against it in the future, and the company will not be subject to any penalty imposed by the competent regulatory authority in this regard.

Improper storage and handling of raw materials and finished products may cause damage to its inventory leading to an adverse effect on the company`s business, results of operations and cash flows.

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

Its business may be adversely affected by work stoppages, increased wage demands by its employees, or an increase in minimum wages across various states, and if the company is unable to engage new employees at commercially attractive terms.

Any defects or deficiency in its products could lead to product liability claims and lawsuits being filed against it. An adverse order/decree in any of these lawsuits could have a material adverse effect on its operations.

The company may be unable to adequately protect its intellectual property and may be subject to risks of infringement claims.

The company is required to comply with certain restrictive covenants under its financing agreements. Any non-compliance may lead to, amongst others, accelerated repayment schedule, enforcement of security, and suspension of further drawdowns, which may adversely affect its business operations and financial performance.

If the company is unable to raise additional capital, its business prospects could be adversely affected.

The company is exposed to counterparty credit risk and any delay in receiving payments or non-receipt of payments may adversely impact its results of operations.

Certain of its financing agreements involve variable interest rates and an increase in interest rates may adversely affect its results of operations and financial condition.

Its inability to accurately manage the company`s inventory may have an adverse effect on its business, results of operations, financial condition, and cash flows.

The company has certain contingent liabilities, which, if they materialize, may affect its results of operations, financial condition, and cash flows.

The company engage in foreign currency transactions, which expose it to adverse fluctuations in foreign exchange rates. Fluctuations in the exchange rate between the Rupee and other currencies may affect its operating results.

The company is dependent on its Promoters, its Key Managerial Personnel and Senior Management, and the loss of, or its inability to hire, retain, train, and motivate qualified personnel could adversely affect its business, results of operations, and financial condition.

Majority of its Directors does not have any prior experience of being a director in any other listed company in India.

The deployment of funds raised through this Offer shall not be subject to any Monitoring Agency and shall be purely dependent on the discretion of the management of the Company.

After the completion of the Offer, its Promoters along with the Promoter Group will continue to collectively hold majority of the shareholding in the Company, which will allow them to influence the outcome of matters requiring shareholder approval.

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

The company may not successfully protect its technical know-how, which may result in the loss of its competitive advantage.

The company will not receive any proceeds from the Offer for Sale. The Promoter Selling Shareholders will receive the net proceeds from the Offer for Sale.

The average cost of acquisition of Equity Shares held by its Promoters and the Promoter Selling Shareholders may be less than the Offer Price.

M.S. Stampings Private Limited one of its Group Companies has common pursuits as they are engaged in similar business or industry segments and may compete with it.

Its half-yearly results may fluctuate for a variety of reasons and may not fully reflect the underlying performance of its business.

Changes in technology may affect its business by making the company`s manufacturing facilities or equipment less competitive.

Its funding requirements and proposed deployment of the Net Proceeds are based on management estimates, and its have not entered into any definitive arrangements to utilize certain portions of the Net Proceeds of the Issue. The company has relied on the quotations received from third parties for estimation of the cost for its capital expenditure requirements and have not been independently appraised by a bank or a financial institution.

The company has in this Draft Red Herring Prospectus included certain non-GAAP financial measures and certain other industry measures related to its operations and financial performance. These non- GAAP measures and industry measures may vary from any standard methodology that is applicable across the manufacturing industry, and therefore may not be comparable with financial or industry related statistical information of similar nomenclature computed and presented by other companies.

The Company may not be able to pay dividends in the future. Its ability to pay dividends in the future will depends on its earnings, financial condition, working capital requirements, capital expenditures, and restrictive covenants of its financing arrangements.