Zenith

Experienced Promoters and Management Team.

Cost Efficiency.

Formulation & Development.

Regulatory Compliance.

Global Reach.

Product Portfolio.

Supply Chain Efficiency.

Scalable Business Model.

Strong sales, marketing, and distribution capabilities.

There are outstanding legal proceedings involving the Company, Promoters and Directors. Any adverse decision in such proceeding may have a material adverse effect on its business, results of operations and financial condition.

Any manufacturing or quality control problems may disrupt its business operations, damage the company reputation for high quality production and expose it to potential litigation or other liabilities, which would negatively impact its business, prospects, cash flows, results of operations and financial condition.

The company highly depends on its major raw materials and a few key suppliers who help it procure the same. the Company has not entered into long-term agreements with its suppliers for supply of raw materials. In the event the company is unable to procure adequate amounts of raw materials, at competitive prices its business, results of operations and financial condition may be adversely affected.

The company conducts its business activities on a purchase order basis and therefore, has not entered into long-term agreements with its customers except government contracts.

Its business activities are exposed to fluctuations in the prices of raw materials.

If the company cannot respond adequately to the increased competition its expect to face, the company will lose market share and its profits will decline, which will adversely affect its business, results of operations and financial condition.

The company is required to obtain, renew or maintain certain statutory and regulatory permits and approvals required to operate its business and if the company fail to do so in a timely manner or at all and its business, financial conditions, results of operations, and cash flows may be adversely affected.

The Company is reliant on the demand from the pharmaceutical industry for a significant portion of its revenue. Any downturn in the pharmaceutical industry or an inability to increase or effectively manage its sales could have an adverse impact on the Company`s business and results of operations.

Continued operations of its manufacturing facility are critical to the company business and any disruption in the operation of its manufacturing facility may have a material adverse effect on its business, results of operations and financial condition.

Majority of its revenue is dependent on two products i.e., ORS Powder and Liquid Orals, if the company is unable to anticipate or adapt to evolving upgradation of products or inability to ensure product quality or reduction in the demand of such products may adversely impact its revenue from operations and growth prospects.

Any delays and/or defaults in customer payments could result in increase of working capital investment and/or reduction of the Company`s profits, thereby affecting its operation and financial condition.

Its Godown is not owned by it. The same is occupied by it on a lease basis. Disruption of its rights as lessee or termination of the agreement with its lessor would adversely impact its operations and, consequently, its business.

Its business involves usage of manpower and any unavailability of its employees or shortage of contract labour or any strikes, work stoppages, increased wage demands by workmen or changes in regulations governing contractual labour may have an adverse impact on its cash flows and results of operations.

The company requires a number of approvals, NOCs, licenses, registrations and permits in the ordinary course of its business. Some of the approvals are required to be obtained by its Issuer Company and any failure or delay in obtaining the same in a timely manner may adversely affect its operations.

The Company is yet to place orders for 100% of the plant & machineries for its proposed object, as specified in the Objects of the Issue. Any delay in placing orders, procurement of plant & machineries may delay its implementation schedule and may also lead to increase in price of these plant & machineries, further affecting its revenue and profitability.

Its business is subject to various operating risks at the company sites, the occurrence of which can affect its results of operations and consequently, financial condition of the Company.

Brand recognition is important to the success of its business, and the company`s inability to build and maintain its brand names will harm its business, financial condition and results of operation.

Its success depends in large part upon the company qualified personnel, including its senior management, directors and key personnel and its ability to attract and retain them when necessary.

Too much concentration of its Business is from sale to government and too much concentration on limited customers can impact its Business.

The company sell its products through network of dealers and any inability to expand or effectively manage its growing distribution and sales network may have an adverse effect on its business, results of operations and financial condition.

Some of its corporate records including forms filed with the Registrar of Companies are not traceable.

The Company had not made any provision for payment of gratuity to its employees as per relevant provision of Payment of Gratuity Act, 1972.

Heavy dependence on its Promoter for the continued success of its business through his continuing services, strategic guidance and support.

Significant security breaches in its computer systems and network infrastructure and fraud could adversely impact its business.

The company is yet to obtain consent from its lender banks for the Issue, the same is under process and are subject to certain conditions and restrictions in terms of its financing arrangements.

As the company continue to grow, its may not be able to effectively manage the company growth and the increased complexity of its business, which could negatively impact its brand and financial performance.

The company lenders have imposed certain restrictive conditions on it under its financing arrangements. Under the company financing arrangements, its required to obtain the prior, written lender consent for, among other matters, changes in its capital structure, formulate a scheme of amalgamation or reconstruction and entering into any other borrowing arrangement.

Delay in delivery of the products due to breakdown of machinery.

The Restated Financial Statements have been provided by Peer Reviewed Chartered Accountants who is not Statutory Auditor of the Company.

The company is dependent on third party vendors for delivery of materials required to it from the company suppliers and delivery of its products to its clients. Any failure on part of such vendors to meet their obligations could have a material adverse effect on its business, financial condition and results of operation.

The shortage or non-availability of power facilities may adversely affect its business and have an adverse impact on the company results of operations and financial condition.

Adverse publicity regarding its products could negatively impact it.

Its business may be affected by severe weather conditions and other natural disasters.

General economic and market conditions in India and globally could have a material adverse effect on its business, financial condition, cash flows, results of operations and prospects.

Major fraud, lapses of internal control or system failures could adversely impact the company`s business.

The company continue to explore the diversification of its business and the implementation of new products. These diversifications and its other strategic initiatives may not be successful, which may adversely affect its business and results of operations.

The company is still in the process of compiling information of Creditors.

Its inability to manage growth could disrupt its business and reduce the company profitability. Its propose to expand its business activities in coming financial years.

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

The nature of its business exposes it to liability claims and contract disputes and its indemnities may not adequately protect it. Any liability in excess of its reserves or indemnities could result in additional costs, which would reduce its profits.

Employee fraud or misconduct could harm it by impairing its ability to attract and retain clients and subject it to significant legal liability and reputational harm.

Its operations may be adversely affected in case of industrial accidents at its working sites.

Its operating expenses include overheads that may remain fixed in the medium term. In case there is any decline in its operating performance, its may be unable to reduce such expenses.

The Company has a negative cash flow in its operating activities in the year 2023 and in its investing activities in the year 2022 and 2021 details of which are given below. Sustained negative cash flow could impact its growth and business.

The average cost of acquisition of Equity Shares by the Promoters may be less than the Issue Price.

Its insurance coverage may not adequately protect the company against losses, and successful claims against it that exceed its insurance coverage could harm its results of operations and diminish its financial position.

There are no alternate arrangements for meeting its requirements for the Objects of the Issue. Any shortfall in raising / meeting the same could adversely affect its growth plans, operations and financial performance.

Its actual results could differ from the estimates and projections used to prepare its financial statements.

Guarantees from Promoters & Directors as well as others have been taken in relation to the debt facilities provided to it.

Its 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.

Any future acquisitions, joint ventures, partnerships, strategic alliances, tie-ups or investments could fail to achieve expected synergies and may disrupt its business and harm the results of operations and the company financial condition.

Its future funds requirements, in the form of fresh issue of capital or securities and/or loans taken by it, may be prejudicial to the interest of the shareholders depending upon the terms on which they are eventually raised.

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

There is no guarantee that its Equity Shares will be listed on the Stock Exchanges in a timely manner or at all.

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.

Negative publicity could adversely affect its revenue model and profitability.

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

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

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

After this Issue, the price of the Equity Shares may be highly volatile, or an active trading market for the Equity Shares may not develop.

You will not be able to sell immediately on Stock Exchange any of the Equity Shares you purchase in the Issue until the Issue receives appropriate trading permissions.

The Issue price of its Equity Shares may not be indicative of the market price of its Equity shares after the issue.

Sale of Equity Shares by its Promoters or other significant shareholder(s) may adversely affect the Trading price of the Equity Shares.