NAPS Global

Risks

• The company derives a significant portion of its revenue from the sale of fabrics and any reduction in demand of such products could have an adverse effect on its business, results of operations and financial condition.

• The company is dependent on a few suppliers for supply of raw materials and any major disruption to the timely and adequate supplies of its raw materials could adversely affect the company business, results of operations and financial condition.

• Trade Receivables, Inventories, Short-term loans and advances, cash and cash equivalents and other current assets form a substantial part of its total assets. Failures to manage the company trade receivables, inventories and short-term loans and advances could have an adverse effect on its net sales, profitability, cash flow and liquidity.

• The company is significantly dependent on few customers for its revenue in a particular financial year. The loss of any one or more of such customers may have a material effect on its business operations and profitability.

• The company has reported negative net cash flows in the past and may do so in the future.

• Majority of revenue contribution comes from the Maharashtra which contributed 72.27%, 95.48%, 85.23% and 82.09% of its revenue from operations for the period ended December 31, 2024 and in Fiscal 2024, 2023 and 2022, respectively.

• Its Registered Office and warehouse are not owned by the company. In the event the company lose or are unable to renew such rent agreements, its business, results of operations, financial condition and cash flows may be adversely affected.

• If the company is unable to accurately identify customer demand and maintain an optimal level of inventory in its warehouse, the company business, results of operations and cash flows may be adversely affected.

• In addition to normal remuneration its Key Management Personnel (including the company promoters) are interested in the Company to the extent of their shareholding and dividend entitlement in the Company. Further the company has entered in related party transaction with them.

• The company is dependent on third party manufacturers to manufacture its products on job work basis. The company manufacturing business is therefore dependent on expected performance and operation of such third party manufacturers.

• Its director is involved in certain legal proceeding. In case of litigations against the Company, Promoters, Directors, Group Companies and any adverse decision in such proceedings may have a material adverse effect on its business, results of operations and financial condition.

• The company promoters play key role in its functioning and the company heavily relies on their knowledge and experience in operating the company business and therefore, it is critical for its business that they remain associated with the company.

• The company faces foreign exchange risks, primarily in its import and procurement operations that could adversely affect the company results of operations.

• Restrictions on the import of its materials and other regulations could adversely affect the company business, results of operations and financial condition.

• The company has issued Equity Shares during the last one year at a price below the Issue Price.

• The average cost of acquisition of Equity Shares by its Promoters is lower than the Issue Price.

• Conflicts of interest may arise out of common business objects between the Company and Promoter Group Entities, which could have an adverse effect on its business, financial condition, results of operations and prospects.

• Upon completion of the Issue, its Promoter / Promoter Group may continue to retain significant control, which will allow them to influence the outcome of matters submitted to the shareholders for approval.

• The company growth and profitability depends on the level of consumer confidence and spending in India.

• The deployment of the Net Proceeds from the Fresh Issue are based on management estimates and have not been independently appraised by any bank or financial institution and is not subject to any monitoring by any independent agency and the Company`s management will have flexibility in utilizing the Net Proceeds from the Fresh Issue.

• There have been past instances of delays in making payment of the Tax Deposited at Source and Goods and Service Tax for the period ended December 31, 2024 and during the Fiscals 2024, 2023, 2022 is approximately Rs. 0.64 lakhs, Rs. 1.63 lakhs, Rs. 2.19 lakhs and Rs. 0.11 lakhs. Any future instances of such delays may result in levy of penalties on the Company from the government authorities and in turn may have a material adverse impact on its financial condition and cash flows.

• The company is dependent on third party transportation providers for the delivery of its products to the company customers.

• The objects of the Issue include funding working capital requirements of the Company, which is based on certain assumptions and estimates.

• The company does not have certain documents evidencing the biographies of the Directors and the Key Managerial Personnel under the section "Its Management" of this Prospectus.

• The company has made an application seeking registration of trademark of its "NAPS GLOBAL INDIA" There is no assurance that this application shall result in the company being granted registration in a timely manner.

• The company has not commissioned an industry report for the disclosures made in the section titled ,Industry Overview and made disclosures on the basis of the data available on the internet and such data has not been independently verified by the company.

• The company has incurred indebtedness which exposes it to various risks which may have an adverse effect on the company business and results of operations. Its may also be unable to obtain future financing to fund the company operations and working capital requirements on favorable terms, or at all.

• Its Promoters and Directors has extended personal guarantees in connection with certain of its debt facilities.

• The company cost of purchases is exposed to fluctuations in the prices of fabrics required for its business as well as its availability.

• The company requires certain approvals and licenses in the ordinary course of business and are required to comply with certain rules and regulations to operate its business, and the failure to obtain, retain and renew such approvals and licenses or comply with such rules and regulations, and the failures to obtain or retain them in a timely manner or at all may adversely affect its operations.

• The company has not made any alternate arrangements for financing the ,Objects of the Issue. Any shortfall in raising or meeting the same could adversely affect its growth plans, operations and financial performance.

• If the company is unable to manage its growth effectively or raise additional capital, the company business, future financial performance and results of operations could be materially and adversely affected.

• The Company may not be able to bring growth or successfully implement its business plan which could have an effect on the company business, results of operations and financial condition.

• Employee misconduct, errors or fraud could expose it to business risks or losses that could adversely affect the company business prospects, results of operations and financial condition.

• Its may also be unable to obtain future financing to fund the company operations, and working capital requirements on favorable terms, or at all.

• Any delay or defaults in receipt of payments or dues from its customers could result in a reduction of the company profits.

• Any future issuance of Equity Shares may dilute your shareholding and sale of Equity Shares by the Promoter may adversely affect the trading price of the Equity Shares.

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

• There is no guarantee that the Equity Shares issued pursuant to the Issue will be listed on the SME Platform of BSE in a timely manner, or at all.

• Pursuant to listing of the Equity Shares, its may be subject to pre-emptive surveillance measures like Additional Surveillance Measure ("ASM") and Graded Surveillance Measures ("GSM") by the Stock Exchanges in order to enhance market integrity and safeguard the interest of investors.

• Non-compliance with and changes in, safety, health and environmental laws and other applicable regulations, might adversely affect the Company`s results of operations and its financial condition.