Shanmuga Hos.

Risks

• The Company, Directors, Promoters and Group Companies are parties to certain legal proceedings. Any adverse decision in such proceedings may have a material adverse effect on its business, results of operations and financial conditions.

• The Company has limited operating history, and therefore investors may not be able to assess its prospects on the basis of historical results.

• The company is highly dependent on its healthcare professionals, including doctors, nurses that the company engage on a consultancy basis, and its business and financial results could be impacted if the company is not able to attract and retain such healthcare professionals.

• The Company is yet to place orders for medical equipment proposed to be installed at its hospital. Any delay in placing orders or procurement of such equipment may delay the schedule of implementation and possibly increase the cost of commencing operations.

• The company generates certain revenues from the arrangements with government sponsored health schemes, any adverse change in these regulations/government policies related to such schemes may adversely affect its business, results of operations, cash flows and prospects.

• Delay in receipt of payment from its patients / customers may affect the company cash flows, which may, in turn affect its financial condition and results of operations.

• The company indebtedness and the conditions and restrictions imposed by its financing arrangements may limit the company ability to grow its business and adversely impact the company business.

• Changes in healthcare laws, rules and regulations may materially adversely affect its business

• The Company had negative cash flow in recent fiscals, details of which are given below. Sustained negative cash flow could adversely impact its business, financial condition and results of operations.

• There are certain instances of delays in the past with ROC/Statutory Authorities.

• If the company is unable to maintain bed occupancy rates at sufficient levels, its may not be able to generate adequate returns on the company capital expenditure, could adversely affect its operating efficiencies and the company profitability.

• If the company is unable to keep pace with technological changes, new equipment and service introductions, changes in patients` needs and evolving industry standards, its business and financial condition may be adversely affected.

• Its business depends on the strength of the company brand and reputation. Failures to maintain and enhance its brand and reputation, and any negative publicity and allegations in the media against it, may materially and adversely affect the level of market recognition of, and trust in, its services, which could result in a material adverse impact on the company business, financial condition, results of operations and prospects.

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

• The company has issued Equity Shares in the last 12 (twelve) months at a price which is lower than the Issue Price.

• The company has certain contingent liabilities, which, if materialized, may affect its financial condition and results of operations.

• Substantial portion of its purchases of medicines has been dependent upon few suppliers. The loss of any one or more of its major suppliers would have a material effect on the company business operations and profitability.

• Substantial portion of its revenues has been dependent upon few customers. The loss of any one or more of its major customers would have a material effect on the company business operations and profitability.

• Its revenue is primarily dependent on inpatient treatments, which could decline due to a variety of factors.

• The company faces intense competition from other healthcare service providers. If its unable to compete effectively, the company business, results of operations and cash flows may be materially and adversely affected.

• The company is exposed to legal claims and regulatory actions arising from the provision of healthcare services and may be subject to liabilities arising from claims of malpractice and medical negligence which could materially and adversely affect its reputation and prospects.

• There have been some instances of delayed filing of returns and depositing of statutory dues with regulatory authorities".

• The company does not own the certain premises which its use for the purpose of the company business operations.

• The COVID-19 pandemic has affected its regular business operations and may continue to do so, depending on the severity and duration of the COVID-19 pandemic.

• The company relies on third party suppliers and manufacturers for its supplies and equipment. Failures of such third parties to meet their obligations could adversely affect its business, results of operations and cash flows.

• Most of its radiotherapy and diagnostic imaging equipment contain radioactive and nuclear materials or emit radiation during operation which could make it liable for damages.

• The company may not be able to grow its business due to a failure in successfully implementing all its growth strategies, including due to a failures in managing its hospital, which could adversely affect its business, financial condition, results of operations and cash flows.

• The failures to maintain the quality of services provided at its facilities may negatively impact the company brand or reputation.

• Patients may contract serious communicable infections or diseases at its facilities due to the risks typically associated with the operation of medical care facilities.

• The company administer certain educational courses to doctors and paramedics. Resultantly, the company is required to meet accreditation requirements and standards stipulated by third parties as a result. Failures to meet such requirements and standards could result in its being unable to provide these courses.

• If the company fails to achieve favourable pricing on medical consumables, pharmacy items, drugs, and surgical instruments from its suppliers or are unable to pass on any cost increases to the company payers, its profitability could be materially and adversely affected.

• The company has in the past entered into related party transactions and may continue to do so in the future.

• The company could be exposed to risks relating to the handling of personal information, including medical data.

• Some of the details mentioned in the respective KYC Documents of its promoters and Directors are not same as other KYC documents.

• The company is dependent on a number of key personnel, including its Promoters and senior management, and the loss of or its inability to attract or retain such persons could adversely affect the company business, financial condition, results of operations and cash flows.

• Its insurance coverage may not adequately protect the company and this may have an adverse effect on its business and revenues.

• Reforms in the healthcare industry and the uncertainty associated with pharmaceutical pricing and other matters could adversely affect its business, results of operations and cash flows.

• The company is vulnerable to failures of its information technology system, which could adversely affect its business.

• Failures to obtain or renew approvals, licenses, registrations and permits to operate its business in a timely manner, or at all, may adversely affect its business, financial condition, results of operations and cash flows.

• The Company is running a Single Multi-Speciality Hospital in Salem and any localized social unrest, natural calamities, etc. could have material adverse effect on business and financial operations.

• Lack of health insurance in India may affect its business, cash flows and results of operations.

• Any downtime for maintenance and repair of its medical equipment could lead to business interruptions that could be expensive and harmful to its reputation and to the company business.

• The Company has availed certain unsecured loan which can be recalled at any time.

• Its may not be able to protect the company brand name and trademarks.

• Its Promoters have provided personal guarantees for loans availed by the Company. Its business, financial condition, results of operations, cash flows and prospects may be adversely affected by the invocation of all or any personal guarantees provided by its Promoter.

• The company may requires additional funding to finance its operations, which may not be available on terms acceptable to it, or at all, and if the company is unable to raise funds, the value of your investment in it may be negatively impacted.

• The company outsource some of its service functions to third-party agencies. Any lapse by such third party service providers may have adverse consequences on its business and reputation.

• Its may be subject to worker unrests and increased wage expenses which could materially and adversely affect its business, financial condition, results of operations and cash flows.

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

• Certain of its individual Promoters, Directors and Key Managerial Personnel hold Equity Shares in the Company and are therefore interested in its performance in addition to their remuneration and reimbursement of expenses.

• Its Promoters and members of the company Promoter Group will continue to retain control over the Company after completion of the Offer, which will allow them to influence the outcome of matters submitted for approval of its shareholders.

• Its hospital is susceptible to risks arising on account of fire and other incidents.

• Its debt financing agreements contain certain restrictive covenants that may adversely affect the Company`s business, credit ratings, prospects, results of operations and financial condition.

• If the company is unable to establish and maintain an effective internal control, its business and reputation could be adversely affected.

• Certain key performance indicators for certain listed industry peers included in this Prospectus have been sourced from public sources and there is no assurance that such financial and other industry information is complete.

• An inability to renew quality accreditations in a timely manner or at all, or any deficiencies in the quality of its products may adversely affect the company business prospects and financial performance.

• Within the parameters as mentioned in the chapter titled "Objects of this Issue" beginning on page 85 of this Prospectus, the Company`s management will have flexibility in applying the proceeds of this Issue. The fund requirement and deployment mentioned in the Objects of this Issue have not been appraised by any bank or financial institution.

• Some of the KMPs and SMPs is associated with the company for less than one year.

• Industry information included in this prospectus has been derived from industry reports. There can be no assurance that such third-party statistical, financial and other industry information is either complete or accurate.

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

• In the event there is any delay in the completion of the Issue, there would be a corresponding delay in the completion of the objects of this Issue which would in turn affect its revenues and results of operations.

• There is no guarantee that its Equity Shares will be listed on the SME Platform of BSE Limited in a timely manner or at all.

• The Issue Price of its Equity Shares may not be indicative of the market price of the company Equity Shares after the Issue.

• After this Issue, the price of its Equity Shares may be volatile, or an active trading market for the company Equity Shares may not be sustained.

• There are restrictions on daily movements in the price of the Equity Shares, which may adversely affect a shareholder`s ability to sell, or the price at which it can sell, Equity Shares at a particular point in time.

• The investors will not be able to sell immediately on an Indian stock exchange any of the Equity Shares they purchase in the Issue.

• Any future issuance of Equity Shares may dilute the investors` shareholdings or sales of its Equity Shares by the company Promoters or Promoter Group may adversely affect the trading price of its Equity Shares.

• You may be subject to Indian taxes arising out of capital gains on sale of Equity Shares.

• Applicants to this Issue are not allowed to withdraw their Applications after the Issue Closing Date.

• The investors may be restricted in their ability to exercise pre-emptive rights under Indian law and may be adversely affected by future dilution of their ownership position.

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

• Its Equity Shares are quoted in Indian Rupees in India, and therefore investors may be subject to potential losses arising out of exchange rate risk on the Indian Rupee and risks associated with the conversion of Indian Rupee proceeds into foreign currency.