Tunwal E-Motors

Pure EV player with an admirable position in the fast-growing Indian E2W market.

Recognized brand in the eyes of the distributors and consumers.

Present in 19 states through a distribution channel.

Selling a wide variety of products which are well accepted in the market.

Simple and innovative designs.

Founder led company supported by a highly experienced and professional leadership team.

Manufacturing both high speed and low speed two-wheeler vehicles.

Cost efficient sourcing and locational advantage.

The Company and Promoter of the company are party to certain litigation and claims. These legal proceedings are pending at different levels of adjudication before the court and regulatory authority. Any adverse decision may make it liable to liabilities/penalties and may adversely affect its reputation, business, and financial status.

Its success depends on the company`s ability to successfully develop, introduce, manufacture, market and deliver new electric vehicle models of high quality on schedule and on a large scale, which may expose it to new and increased challenges and risks.

The company depends on third parties for the supply of raw materials and does not have firm commitments for supply or exclusive arrangements with any of its suppliers. Loss of suppliers may have an adverse effect on its business, results of operations and financial condition.

The company is dependent on few international suppliers for purchase of raw materials. Loss of any of these suppliers may affect its business operations.

The company depends on its distributors and dealers for its revenue, and any decrease in revenues or sales from any one of its key intermediaries may adversely affect the company`s business and results of operations.

Pricing pressure from its customers may adversely affect its gross margin and profitability. Inability to increase its prices, which may have a material adverse effect on the company`s results of operations and financial condition.

The company could experience defects, quality issues or disruptions in the supply or increase in prices of components used in its electric vehicles thus increasing material costs and the price of its electric vehicles and impacting the company projected manufacturing, delivery timelines and profitability.

If the company is unable to anticipate, identify, understand and respond timely to rapidly evolving technological and market trends and preferences and develop new products to meet its customers` demands and to adapt to major changes and shifts in the automotive market, its business may be materially adversely affected.

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

If its electric vehicles contain defects, does not perform as per industry standards and/or fails to meet the performance levels as advertised, its brand and reputation and the company ability to develop, market and sell its electric vehicles could be adversely impacted, and the company may be compelled to undertake product recalls or similar corrective actions and face legal actions taken against it.

The company is dependent on third party logistics for the transportation and timely delivery of its raw materials and finished products to customers.

The company may not be able to accurately estimate the supply and demand for its electric vehicles leading to either a shortage or excess in inventory, which in turn could prevent its from effectively managing its manufacturing requirements, resulting in additional or low inventory, additional costs, production delays etc. Low demand for its vehicles and low capacity utilization of the company factory may limit its ability to leverage economies of scale.

Its may not be able to compete successfully in the highly competitive and fast evolving automotive market.

The company depends on its senior management team and other key managerial personnel with technical expertise, and if the company is unable to recruit and retain qualified and skilled personnel, its business and its ability to operate or grow the company`s business may be adversely affected.

Its business is also subject to competition and risks related to India`s used and new automobile and vehicular services e-commerce industry, including industry-wide and macroeconomic risks.

Its currently derive the company`s revenue solely from the sale of electric vehicle scooter models, if its electric vehicle scooters are not well- received by the market, its business could be adversely affected.

The company requires a number of approvals, NOCs, licenses, registrations and permits in the ordinary course of its business. Some of these approvals are required to be transferred in the name of "Tunwal E-Motors Limited" from "Tunwal E-Motors Private Limited" pursuant to conversion and name change of the company and any failures or delay in obtaining such approvals or renewal of the same in a timely manner may adversely affect its operations.

Significant security breaches in its computer systems and network infrastructure, fraud, systems failures and calamities would adversely impact its business.

Inadequate access to public charging stations for consumers could materially and adversely affect demand for its electric vehicles.

Its electric vehicles make use of lead batteries and/or lithium ion cell batteries, and if such batteries catch fire or vent smoke and flames, the company could be subject to adverse publicity and its brand, business, financial condition, results of operations and prospects could be harmed.

Conflicts of interests may arise out of the business ventures in which one of its Promoter and Director was or is interested.

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

The company propose to utilize a portion of the Net Proceeds to undertake acquisitions for which targets have not been identified. Our inability to complete such transactions may adversely affect its competitiveness and growth prospects and the company proposed deployment of the Net Proceeds with respect to unidentified acquisitions are based on management estimates and the same have not been independently appraised by a bank or a financial institution.

The company is majorly selling low speed EV two wheelers which are neither registered under Vahan nor require a number as per motor vehicle act and thus there is no authentic data or reliable data to showcase the growth in the industry for this particular segment.

The company is subject to the risk of failures of, or a material weakness in, its internal control systems.

There have been certain instances of non- compliances in respect of Tax / ROC / Employee benefit related filing or payments.

Its may not succeed in continuing to establish, maintain and strengthen the Tunwal brand and its reputation and brand could be harmed by complaints and negative publicity which could materially and adversely affect customer acceptance of its electric vehicles and our business revenue and prospects.

Customers may cancel their pre-orders or orders for its electric vehicles despite their deposit payment, thus harming its business, prospects, financial condition and results of operations.

Any failures to protect or enforce its rights to own or use the company trademark could have an adverse effect on its business and competitive position.

The company has contingent liabilities and capital commitments. Its financial condition could be adversely affected if any of these contingent liabilities or capital commitments materialize.

Its may need to seek additional financing in the future to support its growth strategies. Any failures to raise additional financing could have an adverse effect on its business, results of operations, financial condition and cash flows.

Demand for used e-vehicles is subject to seasonal fluctuations.

Its funding requirements and the proposed deployment of Net Proceeds are based on management estimates and the company has not entered into any definitive arrangements to utilize certain portions of the Net Proceeds of the Offer.

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 the company is unable to execute its strategic plan effectively, its business and prospects may be materially and adversely affected.

The range of its electric vehicles on a single charge declines over time which may negatively influence potential customers` decisions whether to purchase its electric vehicles.

Its electric vehicles are subject to motor vehicle standards as laid down by the Automotive Research Association of India and any changes in such standards or failures to satisfy such standards could materially and adversely affect its business and results of operations.

Breaches in data security, failures of information security systems and privacy concerns could adversely impact its financial condition, subject it to penalties, damage the company reputation and brand, and harm its business, prospects, results of operations and cash flows.

If electric vehicle owners customize its electric vehicles or change the charging infrastructure with aftermarket products, the electric vehicle may not operate properly which could harm its business.

In addition to normal remuneration, other benefits, and reimbursement of expenses of its Directors (including its Promoter) and Key Management Personnel are interested in the Company to the extent of their shareholding and dividend entitlement in the Company.

The company has issued Equity Shares during the preceding 12 months at prices that may be lower than the Issue Price.

Its may not be able to protect the company intellectual property rights and prevent the unauthorized use of its intellectual property, which could harm the company`s business and competitive position.

The company relies primarily on third-party insurance policies to insure its operations- related risks. If its insurance coverage is inadequate, it may have an adverse effect on its business, financial condition and results of operations.

If the company cannot maintain its culture as the company grow, its could lose the innovation, teamwork, and passion that the company believe contribute to its success and the company`s business may be harmed.

The company faces risks associated with potential international operations, including unfavourable regulatory, political, currency, tax, and labour conditions, which could harm its business, prospects, financial condition, results of operations, and cash flows.

If the company does not obtain, renew, or maintain the statutory and regulatory permits and approvals required to operate its business, it could have a material adverse effect on the company`s business.

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 average cost of acquisition of Equity Shares by its Promoter is lower than the Issue Price.

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

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.

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

The company is subject to risks associated with exchange rate fluctuations.

The requirements of being a public listed company may strain its resources and impose additional requirements.

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

Its business is substantially affected by prevailing economic, political and other prevailing conditions in India.