<ul><li>The company has certain outstanding litigation against it, an adverse outcome of which may adversely affect the company business, reputation and results of operations.</li><li>Its limited operating history makes evaluating the company business and future prospects difficult.
</li><li>The company depends on the success of its relationships with its customers. The company few of customers contribute majority of its revenues from operations. If one or more of such customers choose not to source their requirements from it, the company business, financial condition and results of operations may be adversely affected.
</li><li>The company depends on a certain supplier for its raw materials and other components required for its operations and the company does not have long-term agreements with suppliers for its raw materials or products and an increase in the cost of, or a shortfall in the availability or quality of such raw materials or products could have an adverse effect on its business, financial condition and results of operations.</li><li>The company currently derives its revenue predominantly from the sale of batteries used in e-scooter. If the same is not wellreceived by the market, its business and future prospects could be adversely impacted.</li><li>The company generate its major portion of revenue from its operations in certain geographical regions especially from Delhi, Haryana, Madhya Pradesh and Uttar Pradesh. Any adverse developments affecting its operations in these regions could have an adverse impact on the company revenue and results of operations.</li><li>The company has received customer complaints pertaining to its products in the past. There is no assurance that the company will not receive similar complaints in the future or that its will be able to address such customer complaints in a timely manner or at all.</li><li>The lithium-ion cells used in its battery packs could catch on fire or vent smoke even if properly manufactured, managed or controlled. Such instances could subject it to adverse publicity, which may impact its brand, business, prospects, financial condition and results of operations.
</li><li>The company future growth is dependent on the demand for and adoption of electric vehicle. If the market does not develop as its expect, or develops at a speed that is slower than anticipated, the company business, prospects, financial condition and operating results will be affected.
</li><li>The Company has not complied with the provisions of section 42 of the Companies Act, 2023, as amended from timeto-time w.r.t allotment involving 1,87,978 Equity Shares of face value of Rs. 10/- each, made on preferential basis, vide board resolutions dated November 27, 2023. Consequently, its may be subject to adverse regulatory actions and penalties for non-compliance and the company business, financial condition and reputation may be adversely affected.</li><li>The Restated Financial Statements have been provided by Peer Reviewed Chartered Accountants who is not Statutory Auditor of the Company.
</li><li>The company depends on its dealers for a significant portion of the company revenue, and any decrease in revenues or sales from any one of its dealers may adversely affect the company business and results of operations.</li><li>Its manufacturing facilities are critical to the company business operations and any shutdown of its manufacturing facilities may have an adverse effect on the company business, results of operations and financial condition.</li><li>Its research and development efforts may not yield expected results.</li><li>Pricing pressure from the company distributor may adversely affect its gross margin and profitability. Inability to increase the company
prices, which may have a material adverse effect on its results of operations and financial condition.</li><li>Its success largely depends upon marketing of the company products which is handled by only one person as on September 30, 2024 and its may experience disruptions to the company business if its lose his services or unable to attract new personnel in the marketing department.</li><li>Any disruptions in the availability and any changes in the pricing and quality of lithium-ion cells, principle raw material of its batteries, could cause significant disruptions to and adversely impact its business operations.</li><li>The company has significant power requirements and any disruption to power sources could increase its production costs and adversely affect the company results of operations and cash flows.</li><li>The industry in which the company operates is labour intensive and its manufacturing operations may be materially adversely affected by strikes, work stoppages or increased wage demands by its employees or those of the company suppliers.</li><li>Its battery packs may be defective or have quality issues, and may fails to meet industry standards or advertised performance levels.
</li><li>The company could become liable to customers, suffer adverse publicity and incur substantial costs as a result of defects in its products, which in turn could adversely affect the company business operations and its sales could be diminished if the company is associated with negative publicity.</li><li>Its inability to accurately forecast demand or price for the company products and manage its inventory may adversely affect the company business, results of operations and financial condition.</li><li>The Company has entered into related party transactions in the past and may continue to enter into related party transactions in the future, which may potentially involve conflicts of interest with the equity shareholders.
</li><li>Any significant delay in receiving equipment's plants and machineries purchased from outside India could impact its business, operations, cash flows and financial conditions.</li><li>The company intend to utilise a portion of the Net Proceeds for funding its capital expenditure requirements towards purchase of plant and machineries. The company is yet to place orders for 100% of the plant and machineries as specified in the Objects of the Offer chapter. Any delay in placing orders or procurement of such plant and machineries may delay the schedule of implementation and may also lead to increase in price of these plant & machineries, further affecting its revenue and profitability.</li><li>The company propose to repay or prepay all or a portion of certain outstanding borrowings availed by the Company.</li><li>The company has not made any alternate arrangements for meeting its capital requirements for the Objects of the Offer. Further the company has not identified any alternate source of financing the Objects of the Offer. Any shortfall in raising / meeting the same could adversely affect its growth plans, business operations and financial condition.</li><li>The deployment of funds raised through this Offer shall not be subject to any Monitoring Agency and shall be purely dependent on the discretion of the management of the Company.
</li><li>Within the parameters as mentioned in the chapter titled "Objects of the Offer" beginning on page 104 of this Red Herring Prospectus, the Company's management will have flexibility in applying the proceeds of this Offer. The fund requirement and deployment mentioned in the Objects of this Offer have not been appraised by any bank or financial institution.</li><li>The company requires working capital for its smooth day-to-day operations of business and any discontinuance or its inability to acquire adequate working capital timely and on favourable terms may have an adverse effect on its operations, profitability and growth prospects.</li><li>If the company fails to maintain an effective system of internal controls, its may not be able to successfully manage, or accurately report, its financial risks. Despite the company internal control systems, its may be exposed to operational risks, including fraud, petty theft and embezzlement, which may adversely affect its reputation, business, financial condition, results of operations and cash flows.</li><li>Failures or disruption of the company information technology systems may adversely affect its business, financial condition, results of operations, cash flows and prospects.</li><li>There have been instances of delays/ non-filing/ non-compliance in the past with certain statutory authorities with certain provision of statutory regulations applicable to it. If the authorities impose monetary penalties on the company or take certain punitive actions against the Company in relation to the same, its business, financial condition and results of operations could be adversely affected.</li><li>The company has certain contingent liabilities and commitments, which, if they materialize, may adversely affect its results of operations, financial condition and cash flows.</li><li>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.
</li><li>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.</li><li>The Company has higher debt-equity ratio which requires significant cash flows to service its debts obligations, and this, together with the conditions and restrictions imposed by its financing arrangements, fluctuations in the interest rates may limit its ability to operate freely and grow the company business.</li><li>Its financing agreements contain covenants that limit the company flexibility in operating its business. If the company is not in compliance with certain of these covenants and are unable to obtain waivers from the respective lenders, its lenders may accelerate the repayment schedules, and enforce their respective security interests, leading to a material adverse effect on its business and financial condition.</li><li>The Company has availed unsecured loans which may be recalled by the lenders on demand.
</li><li>Its Promoters and their relatives have provided personal guarantees for loan facilities obtained by the Company, and any failures or default by the Company to repay such loans in accordance with the terms and conditions of the financing documents could trigger repayment obligations on them, which may impact their ability to effectively service
their obligations as its Promoters and their relatives and thereby, impact its business and operations.</li><li>In case of its inability to obtain, renew or maintain the statutory and regulatory licenses, permits and approvals required to operate the company business it may have a material adverse effect on its business.</li><li>The company research and development efforts may not yield expected results and is handled by only one person as on September 30, 2024 and its may experience disruptions to the company business if its lose his services or unable to attract new personnel in the R&D Department.
</li><li>Any increase in interest rates would have an adverse effect on its results of operations and will expose the Company to interest rate risks.</li><li>The company is exposed to counterparty credit risk and any delay in receiving payments or non-receipt of payments may adversely impact its results of operations.</li><li>The company limited operating history makes it difficult for it to judge the exact nature and effect of seasonality on its business.
</li><li>The company registered office and manufacturing units are not owned by it taken on rental basis. If the company is unable to renew existing rental agreements or relocate its operations on commercially reasonable terms, there may be a material adverse effect on its business, financial condition, results of operations and cash flows could be adversely affected.</li><li>Information relating to historical installed capacity of its manufacturing facility included in this Red Herring Prospectus is based on various assumptions and estimates and the company future production and capacity utilization may vary. Under-utilization of its manufacturing capacity and an inability to effectively utilize its expanded manufacturing facilities may have an adverse effect on its business, future prospects and future financial performance.</li><li>Its may not be fully insured for all losses the company may incur. </li><li>The company is dependent on third party transportation providers for the supply of raw material and delivery of its products. Accordingly, continuing increases in transportation costs or unavailability of transportation services for them, as well the extent and reliability of Indian infrastructure may have an adverse effect on its business, financial condition, results of operations and prospects.</li><li>The automotive industry and its technology are rapidly evolving and may be subject to unforeseen changes which could adversely affect the demand for its batteries or increase the company operating costs.</li><li>The company is highly dependent on the services of Mr. Bhuvneshwar Pal Singh, Mr. Vishal Gupta and other Promoters, Directors, Key Managerial Personnel, other qualified personnel, and its may experience disruptions to the company business if its lose their services.</li><li>The average cost of acquisition of Equity Shares by its Promoters could be lower than the Price Band to be decided by the Company in consultation with the Book Running Lead Manager in accordance with the SEBI ICDR Regulations.</li><li>Employee misconduct including misuse of confidential data and failures to maintain confidentiality of information could harm it and is difficult to detect and deter.</li><li>If the company is unable to manage its growth effectively and further expand into new markets its business, future financial performance and results of operations could be materially and adversely affected.</li><li>The company is subject to various laws and extensive government regulations and if the company fails to obtain, maintain or renew its statutory and regulatory licenses, permits and approvals required in the ordinary course of its business, including environmental, health and safety laws and other regulations, its business financial condition, results of operations and cash flows may be adversely affected.</li><li>The company has not commissioned an industry report for the disclosures made in the section titled ndustry Overview' and made disclosures on the basis of the data available on the internet and such data has not been independently verified by the company.</li><li>The logo "MAXVOLT ENERGY" has been registered under the name of the company. Any failures to protect its intellectual property could have a material adverse effect on its business. The company is, and may also in the future be, subject to intellectual property infringement claims, which may be expensive to defend and may disrupt its business.
</li><li>Its might infringe upon the intellectual property rights of others and may be susceptible to claims from third parties, affecting its operations and financial condition.</li><li>In addition to normal remuneration, other benefits and reimbursement of expenses some of its directors (including the company Promoters) are interested in the Company to the extent of their shareholding and dividend entitlement in the Company.</li><li>Its Promoters and Promoter Group will continue to retain a majority shareholding in the Company after the Offer, which will allow them to determine the outcome of matters submitted to shareholders for approval.</li><li>Its ability to pay dividends in the future will depends upon the company future earnings, financial condition, cash flows, working capital requirements, capital expenditure and restrictive covenants in its financing arrangements.</li><li>The determination of the Price Band is based on various factors and assumptions and the Offer Price of the Equity Shares may not be indicative of the market price of the Equity Shares upon listing on the Stock Exchange.
</li><li>Significant differences exist between Indian GAAP and other accounting principles, such as US GAAP and IFRS, which may be material to investors assessments of the Company's financial condition. The company failures to successfully adopt IFRS may have an adverse effect on the price of its Equity Shares. The proposed adoption of IFRS could result in its financial condition and results of operations appearing materially different than under Indian GAAP.</li><li>The recent outbreak of the novel coronavirus could have a significant effect on its results of operations, and could negatively impact the company business, revenues, financial condition and results of operations.</li></ul>