Siyaram

Risks

• There are outstanding legal proceedings involving the Company, its Directors and its Promoters. Any adverse decisions could impact the company cash flows and profit or loss to the extent of demand amount, interest and penalty, divert management time and attention, consume financial resources in their defence or prosecution, affect its reputation, standing and future business and have an adverse effect on its business, prospects, results of operations and financial condition.

• Its cost of production is exposed to fluctuations in the prices of its raw material and thus any disruption in the supply of the raw material or volatility in the supply and pricing of the company raw material could have an adverse effect on its business, cash flows, financial condition and results of operations.

• The company is primarily dependent upon few key suppliers for procurement of raw materials. Any disruption in the supply of these raw materials or fluctuations in their prices could have a material adverse effect on its business operations and financial conditions.

• Substantial portion of its revenues has been dependent upon few customers, with which the company does not have any firm commitments. The loss of any one or more of its major customer would have a material adverse effect on its business, cash flows, results of operations and financial condition.

• The company requires certain approvals, licenses, registrations and permits to operate its business, and failure to obtain or renew them in a timely manner or maintain the statutory and regulatory permits and approvals required to operate its business may adversely affect the company operations and financial conditions.

• The company is a high volume-low margin business.

• The company derives a major portion of its revenue from sale of segregated scrap which is a highly competitive and low-entry barrier business due to non-involvement of any manufacturing operations.

• Trade receivables form a major part of its current assets and net worth. Failure to manage the company trade receivables could have an adverse effect on its net sales, profitability, cash flow and liquidity.

• The company is subject to strict quality requirements and are consequently required to incur significant expenses to maintain its product quality. Any failure to comply with such quality standards may lead to cancellation of existing and future orders which may adversely affect its reputation, financial conditions, cash flows and results of operations.

• Its inability to accurately forecast demand for its products, and accordingly manage its inventory, may have an adverse effect on its business, cash flows, financial condition and results of operations.

• The company operations involve melting of brass scrap in the furnaces which can be extremely dangerous and any accident, could cause serious injury to people or property which may adversely affect its production schedules, costs, sales and ability to meet customer demand.

• Under-utilization of its manufacturing capacities and an inability to effectively utilize the company existing manufacturing capacities could have an adverse effect on its business, future prospects and future financial performance.

• The company`s inability to handle risks associated with its export sales could negatively affect the company sales to customers in foreign countries, as well as its operations and assets in such countries, and the company overall profitability.

• The company does not own the manufacturing facilities, registered office and other place of operations from which its carry out the company business activities. In case of non-renewal of lease agreements or dispute in relation to use of the said premise, its business and results of operations can be adversely affected.

• The company Statutory Auditor have included emphasis of matters in their Audit Report on financial statements for F.Y. 2020-21 and 2021-22.

• The company continued operations at its manufacturing facilities are critical to the company business and any disruption, breakdown or failure of machinery, disruption to power sources or any temporary shutdown of its manufacturing facility, may have a material adverse effect on its business, results of operations, financial condition and cash flows.

• The company`s business operations are majorly concentrated in certain geographical regions and any adverse developments affecting its operations in these regions could have a significant impact on the company revenue and results of operations.

• Its growth is closely tied to the outlook of industries that utilize brass in the production of their end products.

• The company is subject to competition from both organized and unorganized players in the market, which may significantly affect the fixation and realisation of the price for its product, which may adversely affect the company business operation and financial condition.

• The Company is in use of trademark, which is not registered under the Trademarks Act, 1999 as on date of Draft Red Herring Prospectus. Thus, its may be subject to claims alleging breach of third party intellectual property rights.

• The company is exposed to foreign currency fluctuation risks, particularly in relation to import of raw materials and export of products, which may adversely affect its results of operations, financial condition and cash flows.

• The company is heavily dependent on its Promoter and Key Managerial Personnel for the continued success of its business through their continuing services and strategic guidance and support.

• There are certain discrepancies/errors noticed in some of its corporate records relating to forms filed with the Registrar of Companies and certain non-compliances of provisions of Companies Act, 2013. Any penalty or action taken by any regulatory authorizes in future, for non- compliance with provisions of corporate or any other law could impact the financial position of the Company to that extent.

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

• THe Company had negative operating 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.

• If the company is not able to successfully manage its growth, its business and results of operations may be adversely affected.

• Changes in technology may render its current technologies obsolete or requires the company to make substantial investments.

• Adverse publicity regarding its products could negatively impact it.

• The average cost of acquisition of Equity Shares by its Promoters could be lower than the Offer price.

• The company has not received NOC from one of its lender for undertaking the initial public offer of equity shares.

• The company industry is labour intensive and its business operations may be materially adversely affected by strikes, work stoppages or increased wage demands by the company employees or those of its suppliers.

• Dependence upon transportation services for supply and transportation of its products are subject to various uncertainties and risks, and delays in delivery may result in rejection of products by customer.

• The company insurance coverage may not be adequate to protect it against certain operating hazards and this may have a material adverse effect on its business.

• The company operations are subject to high working capital requirements. Its inability to maintain an optimal level of working capital required for the company business may impact its operations adversely.

• The company Contingent Liability and Commitments could affect its financial position.

• Some of the documents pertaining to certain litigations are not traceable.

• The Promoters (including Promoter Group) and Directors hold almost 100% of the Equity Shares of the Company and are therefore interested in the Company`s performance in addition to their remuneration and reimbursement of expenses.

• The company have incurred significant indebtedness which exposes it to various risks which may have an adverse-affect on its business and results of operations.

• Relevant copies of educational qualification of one of its Director is not traceable.

• The Company has unsecured loans which are repayable on demand. Any demand from lenders for repayment of such unsecured loans may adversely affect its cash flows.

• Fraud, theft, employee negligence or similar incidents may adversely affect its results of operations and financial condition.

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

• The company has not identified any alternate source of funding and hence any failure or delay on its part to mobilize the required resources or any shortfall in the Issue proceeds may delay the implementation schedule.

• Its may not be able to sustain effective implementation of the company`s business and growth strategy.

• The company is subject to the restrictive covenants of banks in respect of the Loans/ Credit Limits and other banking facilities availed from them.

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

• The Objects of the Issue for which funds are being raised, are based on its management estimates and have not been appraised by any bank or financial institution or any independent agency.

• Information relating to its production capacities and the historical capacity utilization of the company production facilities included in this Draft Red Herring Prospectus is based on certain assumptions and has been subjected to rounding off, and future production and capacity utilization may vary.

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

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

• There is no monitoring agency appointed by the Company to monitor the utilization of the Issue proceeds.

• Its Promoter and the Promoter Group will jointly continue to retain majority shareholding in the Company after the issue, which will allow them to determine the outcome of the matters requiring the approval of shareholders.

• Any future issuance of Equity Shares may dilute your shareholdings, and sale of the Equity Shares by its major shareholders may adversely affect the trading price of its Equity Shares.

• The company cannot guarantee the accuracy or completeness of facts and other statistics with respect to India, the Indian economy and industry in which its operate contained in the Draft Red Herring Prospectus.

• Certain data mentioned in this Draft Red Herring Prospectus has not been independently verified.

• Certain data mentioned in this Draft Red Herring Prospectus has not been independently verified.