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The company`s business and profitability are substantially dependent on the availability and the cost of its raw materials and components consumed, including steel, and any disruption to the timely and adequate supply of raw materials, or volatility in the prices of raw materials may adversely impact its business, results of operations, financial condition and cash flows.
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Under-utilization of its manufacturing capacities and an inability to effectively utilize its expanded manufacturing capacities could have an adverse effect on its business, future prospects, future financial performance and cash flows.
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The company depends on a limited number of third party suppliers for the uninterrupted supply of its raw materials and does not have continuing or exclusive arrangements with any of its suppliers. Loss of suppliers or any failures by the company suppliers to make timely delivery of raw materials may have an adverse effect on its business, results of operations, financial condition and cash flows.
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The company derives a significant portion of its revenues from Repeat Orders which the company identify as orders placed by customers or customer groups (identified as customers forming part of the same corporate group) that have placed orders with the Company previously. Any loss of, or a significant reduction in the repeat orders received by it could adversely affect its business, results of operations, financial condition and cash flows.
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The company`s customers or customer groups does not commit to long-term or continuing contracts and may cancel or modify their orders or postpone or default in their payments. Any cancellation, modification, payment postponement or payment default in regard to its order book could materially harm the company cash flow position, revenues and earnings. Further, the company is dependent on Customer Groups and its revenue from such customer groups as repeat orders accounted for 58.62 %, 80.42 % and 81.39 % of its revenue from operations for Financial Years ended March 31, 2022, March 31, 2023 and March 31, 2024.
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Some of the orders placed with it by the company customers, have been cancelled in the past and any future cancellations may impact its revenue from operations, cash flows, financial conditions and cash flows.
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Its business is dependent and will continue to depends on the company Manufacturing Facilities and the company subject to certain risks in its manufacturing process. Any disruption, slowdown, or shutdown in its manufacturing operations could adversely affect the company`s business, results of operations, financial condition and cash flows.
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The company outsource certain operations of its business such as security guard services and other manufacturing processes to third parties. Any failures by such third parties to deliver their services could have an adverse impact on its business, results of operations, financial condition and cash flows.
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The company`s financial results may be subject to seasonal variations and cyclical nature of the industry.
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The company depends on its PEB Contracts for a significant portion of the company revenues, in connection with which the company also provide onsite project management for installation and erection of pre-engineered steel buildings. Its inability to effectively supervise projects may lead to accidents or interruptions which may lead to project delays which may adversely affect its business, results of operations, financial condition and cash flows.
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The number of orders the company has received in the past, its current order book and the company`s growth rate may not be indicative of the number of orders the company will receive in future. Any delays in execution of its orders expose it to time and cost overruns and variability in revenue, materially and adversely impacting its revenue from operations, cash flows, financial condition and cash flows.
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Its insurance policies may not be adequate to cover all losses incurred in the company`s business. An inability to maintain adequate insurance cover to protect it from material adverse incidents in connection with the company`s business may adversely affect its business, results of operations, financial condition and cash flows.
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Its Manufacturing Facilities are currently concentrated in the states of Tamil Nadu and Uttarakhand in India. Any significant social, political, economic or seasonal disruption, natural calamities or civil disruptions in Tamil Nadu and Uttarakhand could have an adverse effect on its business, results of operations, financial condition and cash flows.
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The company is dependent on contract labourers and any disruption to the supply of such contract labourer for its Manufacturing Facilities or the company inability to control the composition and cost of its contract labourer could adversely affect the company`s business, results of operations, financial condition and cash flows.
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The company depends on performance of third party builders/erectors for timely completion of its projects.
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The company engage third party logistics providers for its transportation needs and does not have any insurance coverage for such transportation by the company third-party logistic providers. Costs incurred on account of delays/failures caused by such third-party logistic providers could have an adverse impact on its business, results of operations, financial condition and cash flows.
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If the pre-engineered steel buildings that the company deliver, experience quality defects or if the services the company provide as a part of its contracts with its customers are found to be deficient, the company may lose its customers and may be subject to product liability claims or claims alleging deficiency in service, which may also cause damage to its reputation and/or adversely affect the company`s business, results of operations, financial condition and cash flows.
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The company has significant working capital requirements. If its experience insufficient cash flows to meet the company`s working capital requirements, its business, results of operations and cashflows could be adversely affected.
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The company need to furnish bank guarantees, contract performance bank guarantees and performance bank guarantees to its customers. Any contractual default on the company part may result in invocation of the Bank Guarantees, claims and payment of liquidated damages, which could adversely affect its business, results of operations, financial condition and cash flows.
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Its Corporate Office and all of the company Manufacturing Facilities are located on land within industrial development areas and out of which three of them are located on land which has been taken on lease by it. If the company is unable to comply with conditions of use of such land for its Corporate Office and Manufacturing Facilities, the company may have to relocate its operations which may have an adverse impact on the company`s business, results of operations, financial condition and cash flows.
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The examination report on its Restated Financial Information refers to an emphasis of matter paragraph included in the auditors` report on the companya`s special purpose Ind AS financial statements as at and for the Financial Year ended March 31, 2022. It also refers to certain modifications on audit trail requirement under `other legal and regulatory requirement` section of the auditor`s report on financial statements as at and for the Financial Year ended March 31, 2024. The company cannot assure that its financial information for future periods will not contain emphasis of matters or qualifications or such modifications.
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The company may be subject to labour unrests, labour union activities slowdowns and increased employee costs, which may adversely impact its business and results of operations.
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The company`s business benefits from the National Steel Policy introduced by the Government of India to boost the steel industry. Withdrawal of this policy could have an adverse impact on its business, results of operations, financial condition and cash flows.
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There are outstanding legal proceedings involving the Company, Promoters, Group Companies and Directors. Any adverse outcome in such legal proceedings may adversely affect its business, reputation, results of operations, financial condition and cash flows.
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The company does not own its Registered Office and its Corporate Office, sales offices and land on which most of the company Manufacturing Facilities are located. A failures to renew its existing lease arrangements at commercially favourable terms or at all may have a material adverse effect on its business, financial condition and results of operations.
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Inability of its design and engineering team to formulate a cost effective strategy for the company projects would have an adverse impact on its profit margins. Further, the company inability to develop products that will be relevant for new and emerging industries, may adversely impact its business, results of operations, financial condition and cash flows.
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Its inability to collect receivables and defaults in payment from the company customers could result in the reduction of its profits and affect the company`s cash flows.
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The company propose to utilise a portion of the Net Proceeds of the Offer towards capital expenditure, including towards capacity development by setting up of a new manufacturing unit in a new geography which could be subject to delays, cost overruns, and other risks and uncertainties.
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Its funding requirements and proposed deployment of the Net Proceeds are not appraised by any independent agency and are based on management estimates and may be subject to change based on various factors, some of which are beyond its control.
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Any variation in the utilization of the Net Proceeds would be subject to certain compliance requirements, including prior Shareholders` approval.
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The company is yet to place orders for equipment proposed to be funded through this Offer. In the event of any delay in placing the orders, or in the event the vendors are not able to provide the equipment in a timely manner, or at all, it may result in time and cost over-runs and its business, results of operations, financial condition and cash flows may be adversely affected.
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The quotations received from the vendors for equipment proposed to be purchased from the Net Proceeds are valid as on the date of this Red Herring Prospectus. However, the company has not entered into any definitive agreements with any of these vendors and there can be no assurance that the same vendors would be engaged to eventually supply the equipment at the same costs which may result in time and cost over-runs and its business, results of operations, financial condition and cash flows may be adversely affected.
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The company has incurred indebtedness, and its inability to obtain further financing or meet the company obligations, including financial and other covenants under its debt financing arrangements could adversely affect the company`s business, results of operations, financial condition and cash flows.
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Any inability to protect its intellectual property or any claims that the company infringe on the intellectual property rights of others and any failures to keep its technical knowledge confidential could erode its competitive advantage and could have a material adverse effect on the company.
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Its business and future growth are dependent on the growth of the commercial, infrastructure, and industrial landscape. If the growth in these industries is slow or stagnant, it could have an adverse impact on its business, results of operations, financial condition and cash flows.
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The company may be unable to sustain its growth or manage it effectively.
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Information relating to installed capacities, historical production and capacity utilisation of its Manufacturing Facilities included in this Red Herring Prospectus is based on various assumptions and estimates by the chartered engineer verifying such information and future production and capacity utilisation may vary.
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The company has in the past entered into related party transactions and may continue to do so in the future, which may potentially involve conflicts of interest with the Shareholders.
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A shortage or non-availability of essential utilities such as power and fuel could affect its manufacturing operations and have an adverse effect on its business, results of operations, financial condition and cash flows.
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Any downgrade in the company credit ratings could increase its borrowing costs, affect the company`s ability to obtain financing, and adversely affect its business, results of operations, financial condition and cash flows.
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The company has certain contingent liabilities which, if materialized, may adversely affect its financial condition.
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The company customers may claim against it and/or terminate its contracts in whole or in part prematurely should the company fails to satisfy their requirements and expectations or for any other reason.
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Its Promoters, Key Managerial Personnel, members of the Senior Management, Directors and employees may have an interest in the Company other than reimbursement of expenses incurred or normal remuneration or benefits.
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There are outstanding criminal proceedings involving its Promoters. Any adverse outcome in such criminal proceedings may adversely affect its business, reputation, results of operations, financial condition and cash flows.
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The company may be unable to detect, deter and prevent all instances of fraud or other misconduct committed by its employees which may have a material adverse effect on the company`s business, reputation, results of operations, financial condition and cash flows.
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The company is dependent on its Promoters, Directors, Key Managerial Personnel and members of Senior Management, including other employees with technical expertise. Any loss of or its inability to attract or retain such persons could adversely affect its business, results of operations, financial condition and cash flows.
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The company will be controlled by its Promoters along with members of the Promoter Group so long as they hold a majority of the Equity Shares, which will allow them to influence the outcome of certain matters submitted for approval of its Shareholders and their interests may not be aligned with the interest of other Shareholders.
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The company is unable to trace some of the historical records and there have been instances of statutory non-compliances in the past. Its may be subject to legal proceedings or regulatory actions by statutory authorities and its business, financial condition and reputation may be adversely affected.
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The company is subject to various stringent laws and regulations, including environmental and health and safety laws and regulations.
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If the company fails to obtain, maintain or renew the licenses, permits and approvals required to operate its business, or fails to comply with applicable laws, the company`s business, results of operations, financial condition and cash flows may be adversely affected.
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The company is subject to stringent labour laws or other industry standards and any kind of disputes with its employees could adversely affect the company`s business, results of operations, financial condition and cash flows.
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The Company has acquired a property from M/s Intertec which is a member of the Promoter Group.
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The company could be adversely affected if its fail to keep pace with technical and technological developments.
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The market share of unorganised industry in the pre-engineered steel buildings industry is significantly higher as capital investment is not required for entering the market.
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If the company cannot execute its strategies to target new customers and expand existing customer base effectively, its business and prospects may be materially and adversely affected.
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Its expansion of geographical footprint and execution capabilities may not be successful.
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Any reputational damage to its brand could have an adverse effect on the company`s business, results of operation, financial condition and cash flows.
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Failures or any disruption of its information technology systems, may adversely affect its business, results of operations, financial condition and cash flows.
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Failures in internal control systems could cause operational errors which may have an adverse impact on its business, results of operations, financial condition and cash flows.
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Certain sections of this Red Herring Prospectus disclose information from the industry report which has been commissioned and paid for by it exclusively in connection with the Offer and any reliance on such information for making an investment decision in the Offer is subject to inherent risk.
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This Red Herring Prospectus contains certain Non- GAAP financial measures and certain other selected statistical information related to its operations and financial performance. These Non-GAAP measures and statistical information may vary from any standard methodology that is applicable across the pre-engineered steel buildings industry, and therefore may not be comparable with financial or statistical information of similar nomenclature computed and presented by other manufacturing companies.