Service Care Ltd

Enduring Values of the company & Management Team;

Integrity;

Customer Focus;

Innovation;

Teamwork;

Respect for Individuals;

Accountability;

Strong Statutory compliance policies;

A significant portion of the company Total Revenue are attributable from the company Top 10 Clients. Any deterioration of their financial condition or prospects may have an adverse impact on its business. Further, if the company fail to expand the size of its business with it existing clients or expand to new clients, or if the company lose its large clients, it business, revenue, profitability and growth will be adversely affected.

A significant portion of the company Total Revenue are attributable from Top 6 States in India.

The company Revenue from Manpower Services Contract Receipts contribute significantly to its revenue from operation. Any loss of business from such services may adversely affect its revenues and profitability.

The company operate in a highly competitive and fragmented industry with low barriers to entry and may be unable to compete successfully against existing or new competitors, particularly in the unorganized segment.

An inability to recruit, train and retain qualified and experienced personnel who meet the staffing requirements of its clients may adversely affect the company reputation, business prospects and future financial performance.

The Statutory Auditor and the Peer Review Auditor of the company are not same.

Inability to effectively manage the company growth and related issues could materially and adversely affect its business and impact the company future financial performance.

The company business is subject to extensive government regulation, which may restrict the types of services its permitted to offer or result in additional tax or other costs that reduce its revenues and earnings.

Any failure to attract and retain qualified associate employees who meet the staffing requirements of the company clients may adversely affect the company business prospect, reputation and future financial performance.

The company business is significantly affected by fluctuations in general economic activity.

The company Offices are located on leased premises and there can be no assurance that these leases will be renewed upon termination or that it will be able to obtain other premises on lease on same or similar commercial terms.

The company will continue to be controlled by its Promoters after the completion of the Issue.

The company has to update the name of the company in some of the statutory approvals and certificates due to the conversion of the Company in to Public Limited Company.

The extent to which the coronavirus disease (COVID-19) affects the company business, results of operations and financial condition will depend on future developments, which are uncertain and cannot be predicted.

The company insurance coverage may not adequately protect it against certain operating risks and this may have an adverse effect on the results of its business.

The Company has entered into certain related party transactions and may continue to do so in the future.

Certain of the company client contracts can be terminated by the company clients without cause and with limited or penalty, which could negatively impact its revenue and profitability.

The company require 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 in timely manner or comply with such rules and regulations or at all may adversely affect its operations.

The company inability to protect or use its intellectual property rights may adversely affect the company business.

If the company is unable to manage its growth effectively or if its estimates or assumptions used in developing the company strategic plan are inaccurate or its unable to execute its strategic plan effectively, The company business and prospects may be materially and adversely affected.

The company Promoters, Directors and Key Managerial Personnel or senior management may have interest in the Company, other than reimbursement of expenses incurred or remuneration.

The company ability to pay dividends in the future will depend upon its future earnings, financial condition, cash flows, working capital requirements, capital expenditure and restrictive covenants in its financing arrangements.

In addition to normal remuneration, other benefits and reimbursement of expenses to its Promoters and Directors; they are interested to the extent of their shareholding and dividend entitlement thereon in the Company and for the transactions entered into between the Company and themselves as well as between the Company and its Group Companies / Entities.

Due to the nature of the staffing services business, its may be exposed to employment-related claims and losses that could have a material adverse effect on its business and reputation.

The company management has discretion in how it may use the proceeds of the Offer. Any variation in the utilisation of its Net Proceeds would be subject to certain compliance requirements, including prior shareholders` approval.

The company Object has not been appraised by any Bank or Financial Institution. Any significant deviation in the Object could adversely impact its operations and sustainability in absence of any independent monitoring agency.

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 average cost of acquisition of Equity shares by the company Promoters is lower than the Issue price. Its promoters average cost of acquisition of Equity shares in the Company is lower than the Issue Price of Equity shares.

The company require high working capital for its smooth day to day operations of business and any discontinuance or the company inability to acquire adequate working capital timely and on favorable terms at a future date, may have an adverse effect on its operations, profitability and growth prospects.

The company success largely depends on its Board and Key Managerial Personnel or senior management and the company ability to attract and retain them. Any loss of the company director and key managerial personnel could adversely affect its business, operations and financial condition.

The company has not made any alternate arrangements for meeting its capital requirements for the Objects of the issue. Further the company has not identified any alternate source of financing the "Objects of the Issue". Any shortfall in raising / meeting the same could adversely affect its growth plans, operations and financial performance.

The company could be harmed by employee misconduct, errors or fraud that are difficult to detect and any such incidences could adversely affect its financial condition, results of operations and reputation.

Managing employee benefit pressures in India may prevent it from sustaining the company competitive advantage which could adversely affect its business prospects and future financial performance.

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

Certain information contained in this Draft Red Herring Prospectus is based on management estimates and the company cannot assure you of the completeness or accuracy of the data.