Jay Kailash

Risks

• The company has a limited operating history and may be subject to risks inherent in early-stage companies, which may make it difficult for investors to evaluate its business and prospects.

• The company is being promoted by a first-generation entrepreneur.

• The company does not own the premises in which its registered office and manufacturing facility is located and the same is on leave and license arrangement. Any termination of such license and nonrenewal thereof could adversely affect its operations.

• There has been an instance of delay in payment of statutory dues and filing of statutory returns by the Company.

• Its inability to create, expand and effectively manage the company distribution network may have an adverse effect on its business, results of operations and financial condition.

• The company may not be successful in its B2C line of business.

• The company does not have long term agreements with suppliers for its raw materials and an increase in the cost of or a shortfall in the availability of such raw materials could have an adverse effect on its business, results of operations and financial condition.

• The company had previously filed for Initial Public Offer on National Stock Exchange of India on February 11, 2023 and the same was withdrawn on April 23, 2023. Further, the Company had filed Red Herring Prospectus on August 25, 2023 with BSE SME Platform and the same was withdrawn on December 28, 2023.

• Under-utilization of its production capacities could have an adverse effect on the company business, future prospects and future financial performance.

• Failure to develop, launch and market new products due to unpredictable consumer preferences may have a material adverse effect on its business, results of operations, profitability and financial condition.

• Any negative operating cash flows in the future would adversely affect its cash flow requirements, which may adversely affect the company`s ability to operate its business and implement its growth plans, thereby affecting the company financial condition.

• Any contamination or deterioration of its products could result in legal liability, damage the company reputation and adversely affect its business prospects and consequently the company financial performance.

• Regulatory Compliance Risk: Non-filing of CHG-1 Form.

• The company faces risk associated with running its business without procuring required licenses and statutory approvals.

• Its top ten customers contribute majority of the company revenues from operations. Any loss of business from one or more of them may adversely affect its revenues and profitability.

• The Company has unsecured loans with a total outstanding amount of Rs.137.05 lakhs as of November 30, 2023, that may be recalled by the lenders at any time.

• The company has issued equity shares during the last one year at a price that may be below the issue price. Furthermore, the average cost of acquisition of equity shares by its Promoters could be lower than the issue price.

• The company is dependent upon few suppliers for its raw materials at the company manufacturing facility. In an eventuality where its suppliers are unable to deliver it the required materials in a timebound manner it may have a material adverse effect on the company`s business operations and profitability.

• A shortage or non-availability of electricity or water may adversely affect its manufacturing operations and have an adverse effect on the company`s business, results of operations and financial condition.

• Stringent food safety, health and safety laws and regulations may result in increased liabilities and increased capital expenditures.

• Its business involves usage of manpower and any unavailability of the company`s employees or any strikes, work stoppages, increased wage demands by workmen may have an adverse impact on its cash flows and results of operations.

• Its inability to manage inventory in an effective manner could adversely affect the company`s business.

• Its success depends on stable and reliable logistics and transportation infrastructure. products to its customers and / or increase the company transportation costs, which may adversely affect its operations.

• The company requires high working capital for its smooth day to day operations of business and any discontinuance or its inability to acquire adequate working capital timely and on favourable terms may have an adverse effect on its operations, profitability and growth prospects.

• Its business requires it to obtain and renew certain registrations, licenses, approvals, NOCs and permits in the ordinary course of its business. The company`s inability to obtain, renew or maintain its statutory and regulatory permits and approvals required to operate its business may have a material adverse effect on the company business, financial condition and results of operations.

• The company faces competition in its business from organized and unorganized players, which may adversely affect its business operation and financial condition.

• The company has certain amount of outstanding indebtedness, which requires significant cash flows to service and are subject to certain conditions and restrictions in terms of its financing arrangements, which restricts the company`s ability to conduct its business and operations in the manner the company desire.

• The company has entered into and may continue to enter into related party transactions and there can be no assurance that such transactions have been on favourable terms.

• The company do business with its customers on purchase order basis and do not have long-term contracts with them.

• The company has been recently incorporated and any non-compliance with the provisions of Companies Act, 2013 may attract penalties against the Company which could impact its financial and operational performance and reputation.

• Its success is dependent on the company management team, key managerial personnel and senior management personnel and skilled manpower. Its inability to attract and retain key personnel or the loss of services of the company key personnel may have an adverse effect on its business prospects.

• The company has not identified any alternate source of financing the `objects of the Issue`. If the company fail to mobilize resources as per its plans, its growth plans may be affected.

• Information relating to its production capacities and the historical capacity utilization of the company production facility included in this Red Herring Prospectus is based on factual data and future production and capacity utilization may vary.

• Concerns over obesity or nutritional values of its products may reduce demand for some of the company products.

• Industry information included in this Red Herring Prospectus has been derived from publicly available industry reports and/or websites. There can be no assurance that such third-party statistical financial and other industry information is either complete or accurate.

• The company is susceptible to risks relating to unionization of its workers employed by the company.

• Brand recognition is important to the success of its business, and the company`s inability to build and maintain its brand name will harm the company`s business, financial condition and results of operation.

• Any penalty or demand raised by statutory authorities in future may affect its financial position of the Company.

• Its insurance coverage may not adequately protect the company against potential risk, and this may have a material adverse effect on its business.

• Its funding requirements and proposed deployment of the net proceeds are based on management estimates and have not been independently appraised and may be subject to change based on various factors, some of which are beyond its control.

• There is no monitoring agency appointed by the Company and the deployment of funds are at the discretion of its Management and the company Board of Directors, though it shall be monitored by its Audit Committee.

• The company does not own its trademark as on the date of this Red Herring Prospectus. Its may be unable to adequately protect the company intellectual property. Furthermore, its may be subject to claims alleging breach of third party intellectual property rights.

• Its ability to pay dividends in the future will depends upon future earnings, financial condition, cash flows, working capital requirements and capital expenditures.

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

• The Equity Shares have never been publicly traded, and, after the Issue, 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 Issue Price, or at all.

• Its Promoters and Directors may have interest in the Company, other than reimbursement of expenses incurred or remuneration.

• Any future issuance of Equity Shares may dilute the shareholding of the investor, or any sale of Equity Shares by its Promoters or other significant shareholder(s) may adversely affect the trading price of the Equity Shares.