Sanstar

Expand its manufacturing capacities to capture additional market share.

Leverage its industry-leading capabilities by continuing to diversify its customer base and increase wallet share with existing customers.

Increase its global footprint and augments growth in current geographies.

Increase the revenue contribution from derivative products and scale up organic ingredients segment.

Foray into manufacturing of Ethanol through leveraging its maize sourcing capabilities.

Foray into manufacturing of Ethanol through leveraging our maize sourcing capabilities.

One of the largest manufacturers of maize based speciality products and ingredient solutions in India with diverse product portfolio.

Speciality products and ingredients solutions player catering to diverse industry segments and poised to benefit; from mega industrial trends.

Its strategically located, sustainability driven, state of the art manufacturing facilities.

Global presence in a market with high entry barriers.

Strong financial growth alongwith robust performance metrics.

Two Generations of Promoters with domain knowledge.

Well positioned to leverage the large opportunities in speciality products and ingredient solutions industry.

Large, diversified customer base with long lasting relationships.

Any fluctuations in the prices of its raw material may adversely affect the pricing of the company products and may have an impact on its business, results of operation, financial condition and cash flows.

The company has not entered into any long term contracts with suppliers for its raw materials and an increase in the cost of, or a shortfall in the availability of such raw materials or its inability to leverage existing or new relationships with its suppliers could have an adverse effect on the company`s business and results of operations.

During the peak arrival season of maize harvesting, the Company procures and stores significant quantities of maize which is the primary raw material required for the manufacturing of the Company`s products and for the purpose of doing the same significant amount of working capital is required. Its inability to meet the said working capital requirement during the peak harvesting season of maize may have an adverse effect on its results of operations and overall business.

There are pending litigations involving the Company. Any unfavourable order or decision in such proceedings may render affect its results of operations.

The Company sells its products for specific use by certain industries. Any reduction in the demand or requirement of its products in such industries may result in loss of business and may affect its financial performance and condition.

Its proposed plans with respect to funding the capital expenditure requirement for expansion of the Dhule Facility are subject to the risk of unanticipated delays in obtaining approvals, implementation and cost overruns which may adversely affect its business and results of operations.

Any slowdown or shutdown of its manufacturing operations at the company Manufacturing Facilities could have an adverse effect on its business, financial condition and results of operations.

The Company in the usual course of business does not have any long term contracts with its customers and the company relies on purchase orders for delivery of its products and the company customers may cancel or modify their orders, change quantities, delay or change their sourcing strategy. Loss of one or more of its top customers or a reduction in their demand for the company products or reduction in revenue derived from them may adversely affect its business, results of operations and financial condition.

The Company exports its products to various geographies across the globe. Its products may be subject to import duties or restrictions of the relevant geographies. Additionally, any adverse fluctuation in foreign exchange rate, unavailability of any fiscal benefits or its inability to comply with related requirements may have an adverse effect on its business and results of operations.

The company has not yet placed purchase orders or entered into any memorandum of understanding for the majority portion of requirement of the plant and machinery in relation to the proposed expansion of its Dhule Facility. In the event of any delay in placing the balance purchase orders, or in the event the sellers are not able to provide the equipment/machineries or execute the civil building and construction work in a timely manner, or at all, the same may result in time and cost over-runs.

The manufacturing of `maize based speciality products and ingredient solutions` requires controlled conditions such as certain levels of temperature, a certain standard of cleanliness and accuracy and any disruptions and/or shortage of power supply may have an adverse effect on its business and results of operations.

Its inability to effectively manage the company growth or implement its growth strategies may have a material adverse effect on its business prospects and future financial performance.

Its financing agreements impose certain restrictions on the company operations, and its failures to comply with operational and financial covenants may adversely affect its business and financial condition.

The company operates in a highly competitive industry where it faces competition from other players. An inability to maintain its competitive position may adversely affect the company` business, prospects and future financial performance.

The company is unable to trace its historical secretarial records prior to calendar year 2006. In the event the company is found not to be in compliance with any applicable laws in relation to the missing secretarial records, its may be subject to regulatory actions or penalties for any such possible non-compliance and its business, financial condition and reputation may be adversely affected.

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

Its may not be able to derives the desired benefits from its product development efforts and if the company is unable to develop new products in a cost effective and timely manner, its business and financial condition may be adversely affected.

The Company is dependent for its raw material requirement on a few number of raw material suppliers who are local farmers located near its Manufacturing Units and suppliers in `mandis` which are unorganized marketplaces.

Any delay in the collection of its dues and receivables from the company clients may have a material and adverse effect on its results of operations and cash flows.

Its insurance coverage may not be adequate or the company may incur uninsured losses or losses in excess of its insurance coverage which could have a material adverse impact on its financial condition.

The company is in process of transferring and assigning certain registrations, licenses, approvals, consents and permissions held in the name of Sanstar Biopolymers Limited (`Transferor Company`) pursuant to the Scheme of Amalgamation entered into by Sanstar Limited (`Company` /`Transferee Company`) and Transferor Company under 232 of the Companies Act, 2013 and any failures to do so may lead to delay of its operations having an adverse impact on business, financial condition, results of operations and prospects.

The Company for majority of its domestic sales is dependent upon its customers located in the western region of India.

Under-utilization of its manufacturing capacities and an inability to effectively utilize the company current and/or expanded manufacturing capacity could have an adverse effect on its business, prospects and future financial performance.

The primary raw material required by the Company i.e., aize` has an increased demand in different sectors such as feed manufacturers, ethanol manufacturers and Food and Beverage industry which may put a strain on supply of maize to adequately cater the demand of the industry in which the company operates.

The company operates only in the industry of maize based speciality products and ingredient solutions industry and there is a lack of diversification in other business areas.

The memorandum of association of one of its Group Company viz., Sambhav Starch Products Private Limited (`SSPPL`) allows it to conduct a business similar to the business of the Company. This may arise to a potential conflict of interest for the Company and which may have an adverse effect on its business, financial condition and results of operations.

The Company has outstanding borrowings in the nature of term loans, working capital overdraft, cumulative exposure limit, cash credit and packaging credit. The Company will be subject to pre-payment penalties/charges ranging from 2% - 3% of the outstanding loan pursuant to one of the Objects i.e., Repayment and/or pre-payment, in part or full, of certain borrowings availed by the Company. The prepayment penalties/charges will have an impact on the proceeds earmarked out of the Net Proceeds for the repayment/prepayment, to the extent of 2%-3% of the total amount to be pre-paid/re-paid.

The improper handling, processing or storage of raw material or products, or spoilage of and damage to such raw material or products, or any real or perceived contamination of the same, could subject it to legal action, damage its reputation and have an adverse effect on its business, results of operations and financial condition.

Due to shortage and/or lack of adequate farm level infrastructure, the capacity to dry up maize up to the level of 14% may lead to wastage and loss to maize cultivating farmers and the same may have an adverse impact on its business and profitability.

The company export its products to various customers located overseas and any quality concerns by them may hinder its export opportunities which may have an adverse impact on the business and profitability of the Company.

The Company had negative cash flows in the past years, details of which are given below. Sustained negative cash flow could impact its growth and business.

Its profitability, business and commercial success is significantly dependent on the performance of the food industry as a whole as well as its customers operating in the food industry. Economic cyclicality coupled with reduced demand in the food industry, in India or globally, could adversely affect its business, results of operations and financial condition.

Maize cultivation is a water intensive process and hence can be a cause of concern for its raw material procurement operations during the dry months of the year and its inability to procure quality raw material during the dry months of the year may have an adverse impact on its product quality.

An inability to procure quality raw materials may affect the quality of its products which may have an adverse impact the company operations and financial conditions.

If the company is unable to sustain or manage its growth, its business, results of operations, financial condition and cash flows may be materially adversely affected.

The company is dependent on third-party transportation providers for the transportation of raw material and delivery of its products and any disruptions in the company arrangements with third-party transportation services may adversely affect ita business, results of operations and financial condition.

The price of its primary raw material aize` is subject to fluctuation due to global volatility in supply and demand scenarios and in case of any major price fluctuations, its business and profitability may be adversely affected.

Inconsistent quality of maize, high cost of cultivation and rising post-harvest losses results in high cost of raw material thereby impacting the business and profitability of the Company.

Any restrictive change in the regulatory provisions governing the use of modified starches in India, American and European countries may have an adverse impact on the financial condition and business of the Company.

Excess rate of attrition amongst the personnel engaged by the Company may have an adverse impact on its business operations.

The products manufactured by it may be subject to risk of being replaced by substitute products.

The Company had availed credit ratings reports from credit rating agencies which highlight certain risks in relation to the business of its Company and any downgrading or deficient ratings may affect the company borrowing costs and its accessibility to debt markets.

The company is dependent upon the experience and skill of its Promoters, Key Managerial Personnel and Senior Management Personnel for conducting its business and undertaking its day to day operations. The loss of or the company inability to retain, such persons could materially adversely affect its business performance.

Its business is dependent upon the company ability to effectively operate and manage the equipment at its Manufacturing Facilities and any material malfunction or breakdown may affect its results of operations, business and profitability.

This Red Herring Prospectus contains information from TEV Report dated December 30, 2023 which the company has paid for and commissioned from Dun & Bradstreet Information Services (India) Private Limited, appointed by the Company exclusively for the purpose of the Offer. There can be no assurance that the information contained in the report is complete and accurate. The TEV report has been relied upon to undertake the objects of the proposed offer and the proceeds being raised by the issuer Company. Further the TEV Report contains analysis of various risks related to the proposed expansion at Dhule, Maharashtra.

Any shortcomings or errors by its employees due to in-experience or inadequate training may have an adverse impact on its operations.

This Red Herring Prospectus contains information from an industry report which the company has paid for and commissioned from Frost & Sullivan, appointed by the Company exclusively for the purpose of the Offer. There can be no assurance that such third-party statistical, financial and other industry information is either complete or accurate.

Any inability to protect its intellectual property or any claims that the company infringe on the intellectual property rights of others could have a material adverse effect on it.

Its may not be able to efficiently implement the Company`s business strategies and the same may have an adverse effect on its business, financial condition and future prospects.

The company requires a number of approvals, NOCs, licences, registrations and permits in the ordinary course of its business and any failures to obtains, maintain or renew the same may have adverse effect on its business, financial condition and results of operations.

The Company has undertaken an issuance of bonus Equity Shares in the past. However, its cannot assure you that the Company will be able to undertake an issuance of bonus Equity Shares in the future.

The Company does not own the premises on which its Registered Office and R&D Centre is situated.

The Company engages contract labour at its Manufacturing Facilities and its may be liable for or exposed to litigations, sanctions, penalties or losses arising from accidents or damages caused by itsr workers or contractors.

The Company has in the past entered into related party transactions and may continue to do so in the future. There can be no assurance that such transactions, individually or in the aggregate, will not have an adverse effect on the Company`s financial condition and results of operations.

Its funding requirements and proposed deployment of the Net Proceeds are based on management estimates and the company has not entered into any definitive arrangements to utilize the Net Proceeds of the Offer and the Objects have not been independently appraised by a bank or a financial institution. Any variation in the utilisation of the Net Proceeds would be subject to certain compliance requirements, including prior shareholders` approval any delay or inability in obtaining such shareholders` approval may adversely affect its business or operations.

Its Promoters and members of the company Promoter Group will be able to exercise significant influence and control over it after the Offer and may have interests that are different from or conflict with those of its other shareholders.

Any non-compliance by the Company with changes in, safety, health and environmental legislations and other applicable laws, may adversely affect its business, results of operations and financial condition.

Its operations at the company Manufacturing Facilities 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 Promoters have extended personal guarantees for certain loan facilities availed by the Company. Revocation of any or all of these guarantees may adversely affect its business operations and financial condition.

The Offer Price, market capitalization to total revenue multiple and price to earnings ratio based on the Offer Price of the Company, may not be indicative of the market price of the Equity Shares on listing or thereafter.

Any increase in interest rates would have an adverse effect on its results of operations and will expose the Company to interest rate risks.

If the company fails to maintain an effective system of internal controls, its may not be able to successfully manage or accurately report the company financial risk.

The Company in its ordinary course of business does not prepare or maintain a formal order book system.

Extreme or sudden climate condition or change may have an impact on the business and profitability of the Company.

The products manufactured by it may be subject to risk of being replaced by substitute products.

Its business to a certain extent is subject to counterparty credit risk.

Pricing pressure from customers may affect its gross margin, profitability and ability to increase the company prices.

Its business is dependent on the company manufacturing operations of its strategically located Dhule Facility. Any shutdown of operations of its Dhule Facility may have an adverse effect on the company`s business and results of operations.

Its inability to meet the government incentive requirements may adversely affect the company`s business operations.

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.

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

Significant differences exist between Ind AS and other accounting principles, such as Indian GAAP, IFRS and U.S. GAAP, which may be material to investors` assessments of its financial condition, result of operations and cash flows.

The Company`s future funding requirements, in the form of further issue of capital or other securities and/or loans taken by it, may turn out to be prejudicial to the interest of the shareholders depending upon the terms and conditions on which they are raised.