Winsol

Risks

• The company has certain outstanding litigation against it, an adverse outcome of which may adversely affect its business, reputation and results of operations.

• Its registered office from where the company operates is not owned by it.

• The company has experienced negative cash flows from operations in the recent past, and its may have negative cash flows in the future.

• Its failure to perform in accordance with the standards prescribed in work order of the company client could result in loss of business or compensation payment.

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

• The company derives majority of its revenue from Engineering & Consulting Work and any reduction in the demand of such services could have an adverse effect on its business, results of operations and financial conditions.

• Its business is operating under various laws which require the company to obtain approvals from the concerned statutory/regulatory authorities in the ordinary course of business and its inability to obtain, maintain or renew requisite statutory and regulatory permits and approvals for its business operations could materially and adversely affect its business, prospects, 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 is dependent on a few suppliers for purchases of product. The loss of any of these large suppliers may affect its business operations.

• The Company is dependent on few numbers of customers for sales. The loss of any of this large customer may affect its revenues and profitability.

• Majority of its revenues are generated from state of Gujarat. Any adverse development affecting its operations in this region could have an adverse impact on its business, financial condition and results of operations.

• The company has experienced significant working capital requirements in past and may continue to experience in future also. If the company experience insufficient cash flows from its operations or are unable to borrow to meet its working capital requirements, it may materially and adversely affect the company`s business, cash flows and results of operations.

• The company may be unable to identify or acquire new projects and its bids for new projects may not always be successful, which may stunt its business growth. Further, any delay in the commencement or cancellation of the projects awarded to it may adversely affect its business, prospects, reputation, profitability, financial condition and results of operation.

• The construction, operation and maintenance of its transmission systems involves significant risks that may cause injury to people or property and that may lead to significant disruption to its business and consequent decreases in the company revenues.

• Its revenues from the company projects are difficult to predict and are subject to seasonal variations.

• Any inaccuracies in estimating project risks, revenues, or costs could have a detrimental impact on its profitability and operational outcomes. The actual costs incurred during project execution may deviate substantially from its initial bid assumptions, creating difficulties in recouping additional expenses. Such discrepancies have the potential to significantly and adversely affect its operational results, cash flows, and overall financial condition.

• The company may be seriously affected by delays in the collection of receivables from its clients and may not be able to recover adequately on the company claims.

• If the company is unable to service its debt obligations in a timely manner or to comply with various financial and other covenants and other terms and conditions of its financing agreements, it may adversely affect the company business, prospects, results of operations and financial condition.

• The Company does not have any documentary evidence for the education qualifications of its Whole Time Director and experience documentation of one of its Independent Director.

• There are certain discrepancies and non-compliances noticed in some of its financial reporting and/or records relating to filing of returns and deposit of statutory dues with the taxation and other statutory authorities.

• Non-compliance with increasingly stringent safety, health, environmental and labour laws and other applicable regulations, may adversely affect its business, results of operations, cash flows and financial condition. Further, the company may not be able to renew or maintain its statutory and regulatory permits and approvals required to operate its business.

• Its current Order Book does not guarantee full realization of future income. Some orders may be subject to modifications, cancellations, delays, holds, or partial payments by customers, which could have adverse effects on its operational results.

• The company has entered into related party transactions in the past and may continue to do so in the future also, which may affect its competitive edge and better bargaining power if entered with non-related parties resulting into relatively more favorable terms and conditions and better margins.

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

• Its lenders have charge over the company movable and immovable properties in respect of finance availed by it.

• Its operations could be adversely affected by strikes, work stoppages or increased wage demands by its employees or any other kind of disputes with the company employees.

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

• Its contingent liabilities as stated in the company Restated Financial Statement could affect its financial condition.

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

• Its projects requires deployment of labour and depends on availability of labour. In case of unavailability of such labour, its business operations could be affected.

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

• The company is exposed to significant risks on fixed-price or lump-sum turnkey contracts that could cause it to incur losses and adversely affect its business, results of operations and financial condition.

• Failure to successfully implement its business strategies may materially and adversely affect the company`s business, prospects, financial condition and results of operations.

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

• 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.

• Any variation in the utilization of the Net Proceeds as disclosed in this Draft Red Herring Prospectus shall be subject to certain compliance requirements, including prior approval of the shareholders of the Company.

• Any future issuance of its Equity Shares may dilute prospective investors` shareholding, and sales of its Equity Shares by the company major shareholders may adversely affect the trading price of its Equity Shares.

• The company source a large part of its new orders from its relationships with corporates and other customers, both present and past. Any failure to maintain its long-standing relationships with the company existing customers or forge similar relationships with new ones would have a material adverse effect on its business operations and profitability.

• The Issue price of its Equity Shares may not be indicative of the market price of the company Equity Shares after the Issue and the market price of its Equity Shares may decline below the Issue Price and you may not be able to sell your Equity Shares at or above the Issue Price.

• Its Promoters and Directors have provided personal guarantees for financing facilities availed by the Company and may in the future provide additional guarantees and any failure or default by the Company to repay such facilities in accordance with the terms and conditions of the financing agreements could trigger repayment obligations on them, which may impact their ability to effectively service their obligations as its Promoters and Directors and thereby, adversely impact its business and operations.

• The Objects of the Issue for which funds are being raised are based on its management estimates and the same have not been appraised by any bank or financial institution or any independent agency. The deployment of funds in the project is entirely at its discretion, based on the parameters as mentioned in the chapter titled "Objects of the Issue".

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

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

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

• In the event there is any delay in the completion of the Issue, or delay in schedule of implementation, 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.

• The company has not identified any alternate source of raising the funds required for the object of the Issue and the deployment of funds is entirely at its discretion and as per the details mentioned in the section titled "Objects of the Issue".

• The company is dependent on the performance of industries in which its customers operate, particularly Renewable Energy (RE) industry especially power generated by its customers through wind mills, and fluctuations in the performance of such RE industries may result in a loss of such customers, a decrease in the volume of work the company undertake or the price at which its offer the company`s services.

• Its business is entirely concentrated in, and dependent on, the Renewable Energy (RE) sector, which in general has many challenges and effective addressing of these risks are key to the growth of the sector. If risks in the RE sector generally are not managed effectively, its business and operations will be adversely affected.