BMW Ventures Ltd IPOBMWVENTLTD

The IPO opens on 24 Sept 2025 & closes on 26 Sept 2025.

BMW Ventures Limited was incorporated on October 07, 1994 with the Registrar of Companies, Bihar, Patna. The Company is engaged in trading of steel products, tractor & tractor spare parts. It procure the steel products including TMT reinforced bars, galvanised corrugated sheets (GC Sheets), hot rolled sheets (HR sheets), cold rolled sheets (CR Sheets), galvanised plain sheets (GP sheets), steel wires, steel hollow pipes, farm tools and equipments, steel doors, windows and accessories from Tata Steel Limited. The Company is a distributor of products of Tata Steel Limited in Bihar. It procure the tractors & tractor spare parts from John Deere India Private Limited and International Tractors Limited. Since August, 2018, the Company had ventured into manufacturing and trading of PVC pipes (polyvinyl chloride pipes) under the name 'BMW Polytube' (unit of BMW Ventures Limited) with an installed capacity of 1500 MT per annum. Towards this operation, it established a plant for manufacturing of PVC pipes at Patna, Bihar. The Company is planning to come out with an initial public offer by issuing upto 57,44,000 Equity Shares.

BMW Ventures Ltd IPO will close on 26 Sept 2025.

<ul><li>Distributor of long and flat products in the state of Bihar with a supply in 29 out of 38 districts.</li><li>Founder led Company supported by a highly experienced and professional leadership team.</li><li>In house Logistics for supply of products resulting in economies of scale and cost reductions.</li><li>Selling and Distribution network.</li><li>Extensive number of dealers and long term relationship with them.</li><li>Experienced Promoters and Management Team with a Employee Base.</li></ul>

<table class="table"> <thead> <tr> <th>S.No</th> <th>Promoters Name</th> <th>Pre Issue Shares</th> <th>Pre Issue Percentage</th> <th>Post Issue Shares</th> <th>Post Issue Percentage</th> </tr> </thead> <tbody> <tr> <td>1</td> <td>Bijay Kumar Kishorepuria</td> <td>3966600</td> <td>6.26</td> <td>3966600</td> <td>4.57</td> </tr> <tr> <td>2</td> <td>Sabita Devi Kishorepuria</td> <td>5798200</td> <td>9.16</td> <td>5798200</td> <td>6.69</td> </tr> <tr> <td>3</td> <td>Nitin Kishorepuria</td> <td>17597200</td> <td>27.79</td> <td>17597200</td> <td>20.29</td> </tr> <tr> <td>4</td> <td>Rachna Kishorepuria</td> <td>4464000</td> <td>7.05</td> <td>4464000</td> <td>5.15</td> </tr> <tr> <td>5</td> <td>BMW Fin-Invest Pvt Ltd</td> <td>24382600</td> <td>38.51</td> <td>24382600</td> <td>28.12</td> </tr> <tr> <td>6</td> <td>Ridhisidhi Fincon Pvt Ltd</td> <td>5535000</td> <td>8.74</td> <td>5535000</td> <td>6.38</td> </tr> <tr> <td>7</td> <td>Nupur Singhania</td> <td>1137600</td> <td>1.8</td> <td>1137600</td> <td>1.31</td> </tr> <tr> <td>8</td> <td>Nitin Kishorepuria HUF</td> <td>262800</td> <td>0.42</td> <td>262800</td> <td>0.3</td> </tr> <tr> <td>9</td> <td>Bijay Kumar Kishorepuria (HUF)</td> <td>171000</td> <td>0.27</td> <td>171000</td> <td>0.2</td> </tr> </tbody> </table>

<ul><li>The company derives a substantial portion of its revenue from the distribution of long and flat steel products and loss of sales due to reduction in demand for such products would have a material adverse effect on its business, financial condition, results of operations and cash flows.</li><li>The company is heavily dependent on certain suppliers for whom the company is either distributors or have entered into formal agreements with, for procurement and sale of its steel and tractor products. Any disruption of supply from such entities may affect the company's business operations.</li><li>The company sell its products as well as products of third party manufacturers through a network of dealers. Accordingly, 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 key intermediaries may adversely affect the company's business and results of operations.</li><li>The company derives a significant portion of its revenues from repeat orders which the company identify as orders placed by dealers 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.</li><li>Its business and profitability is substantially dependent on cost of steel, disruption to the timely and adequate supply of steel, or volatility in the prices of steel may adversely impact its business, results of operations, cash flows and financial condition.</li><li>The company has a limited operating history in respect of fabrication of pre-engineered buildings and steel girders, which may make it difficult for investors to evaluate its business and prospects.</li><li>Its business largely depends upon a few customers for some of the company's business segments. The loss of any of these customers could have a material adverse effect on its business, financial condition, results of operations and cash flows.</li><li>The company highly depends on a few key suppliers who help it procure raw materials in respect of its PVC pipes, pre-engineered buildings and steel girder segments. 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.</li><li>The Company has been subjected to search and seizure in the past by the Income Tax authorities. Any future occurrence of such events or instances of passing of any adverse orders against the Company, could adversely affect its business, results of operations and financial conditions.</li><li>The Company requires significant amounts of working capital and significant portion of its working capital is consumed in trade receivables and inventories. Its inability to meet the company working capital requirements including failures to realize receivables and inventories may have an adverse effect on its results of operations and overall business.</li><li>The company generate its major portion of sales from the company operations in certain geographical regions. Any adverse developments affecting its operations in these regions could have an adverse impact on its revenue and results of operations.</li><li>If the products its manufacture or distribute are found to be deficient, its may lose the company customers and may be subject to product liability claims or claims alleging deficiency which may also cause damage to its reputation and/or adversely affect the company results of operations and financial condition.</li><li>The company depends on related parties and third parties for supply of products to its dealers and for supply of some of its raw materials to the company PVC manufacturing unit. A disruption in the supply could impact its business operations and increase the company costs.</li><li>Its inability to effectively supervise projects relating to pre-engineered building and steel girders may lead to project delays which may adversely affect its business, results of operations, financial condition and cash flows.</li><li>Its manufacturing/fabrication facilities are subject to operating risks. Any shutdown of its manufacturing/fabrication facilities of the company existing or future manufacturing /fabrication facilities or other production problems caused by unforeseen events may reduce sales and adversely affect its business, cash flows, results of operations and financial condition.</li><li>All of its manufacturing/fabrication facilities and stockyards are located in Bihar which exposes its operations to potential risks arising from local and regional factors such as adverse social and political events, weather conditions and natural disasters.</li><li>The raw materials that the company uses and the products that its manufacture and distribute are corrosive in nature. While the company take adequate care, there is a risk of contamination of its products.</li><li>If the pre-engineered steel buildings ("PEBs") and steel girders that the company deliver, experience quality defects or if the services its provide as a part of the company 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.</li><li>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.</li><li>The company is subject to various laws and 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>Its inability to manage the company growth or to successfully implement its growth strategy could materially and adversely affect its business, financial condition, results of operations and prospects.</li><li>The company does not own certain premises used by the Company. Disruption of its rights as licensee/ lessee or termination of the agreements with its licensors/ lessors would adversely impact the company manufacturing operations and, consequently, its business.</li><li>Its Directors, Promoters, members of the company Promoter Group and Group Company, have extended personal guarantees and corporate guarantees with respect to loan facilities availed by the Company. Further, Promoters, members of its Promoter Group, its Directors and Group Companies have provided their property as collateral security for loan facilities availed by the Company. Revocation of any or all of these personal guarantees or withdrawal of such property may adversely affect its business operations and financial condition.</li><li>Its may not be able to adequately protect or continue to use the company intellectual property. In addition, the use of its brands or similar trade names by third parties could have a material adverse effect on its business growth and prospects, financial condition, results of operations and cash flows.</li><li>Under-utilization of its fabrication capacities may have an adverse effect on the company's business, future prospects and future financial performance.</li><li>The shortage or non-availability of power may adversely affect its business, result of operations, financial conditions and cash flows.</li><li>There are outstanding litigations involving the Company, if determined adversely, may adversely affect its business and financial condition.</li><li>The company has availed moratorium benefits and have rescheduled its borrowings in the past.</li><li>The company has had negative cash flows in the past and it is possible that its may experience negative cash flows in the future.</li><li>Its inability or failures to maintain optimum inventory levels or any theft of inventory may adversely affect its business, results of operations and financial condition.</li><li>Its Promoter Group entity, M/s. BMW Enterprises has conflicts of interest as it is engaged in similar business and may compete with the company.</li><li>The Company has extended corporate guarantee with respect to loan facilities availed by its Promoter Group entity, M/s. BMW Enterprises. Any defaults committed by its Promoter Group entity or invocation of the guarantee extended by the Company may adversely affect its business operations and financial condition.</li><li>Any variation in the utilisation of the Net Proceeds or in the terms of any contract as disclosed in this Draft Red Herring Prospectus would be subject to certain compliance requirements, including prior shareholders' approval.</li><li>Its operations are labour intensive and its manufacturing operations may be subject to unionization, work stoppages or increased labour costs, which could adversely affect its business and results of operations.</li><li>Its operations are subject to environmental and health and safety laws and other government regulations which could result in increased liabilities and increased capital expenditures.</li><li>The company operates in a competitive and fragmented industry with low barriers to entry and may be unable to compete with a range of unorganized sector.</li><li>Accidents and natural disasters could result in the slowdown or stoppage of its business and could also cause it to incur liabilities arising from human fatalities and damage to property.</li><li>Fraud or misconduct by its employees could adversely affect the company reputation, business, results of operations and financial condition.</li><li>A downgrade in its credit rating could adversely affect the company's ability to raise capital in the future.</li><li>The company is dependent on information technology systems in carrying out its business activities and it forms an integral part of its business. Further, if the company is unable to adapt to technological changes and successfully implement new technologies or if the company faces failures of its information technology systems, its may not be able to compete effectively which may result in higher costs and would adversely affect its business and results of operations.</li><li>Its may be unable to grow the company's business in additional geographic regions, which may adversely affect its business prospects and results of operations.</li><li>Its success depends upon the company ability to attract, develop and retain trained manpower while also maintaining low labour costs.</li><li>Its insurance coverage may not be adequate to protect the company against all potential losses, which may have a material adverse effect on its business, financial condition and results of operations.</li><li>Its Promoters, Directors, Key Managerial Personnel and Senior Management have interests in the Company other than reimbursement of expenses incurred or normal remuneration or benefits.</li><li>Its Promoters and members of the Promoter Group have significant control over the Company and have the ability to direct its business and affairs; their interests may conflict with your interests as a shareholder.</li><li>There can be no assurance that the objects of the Issue will be achieved within the time frame anticipated or at all, or that the deployment of the Net Proceeds in the manner intended by it will result in any increase in the value of your investment.</li><li>Its funding requirements and proposed deployment of the Net Proceeds of the Issue have not been appraised by a bank or a financial institution and if there are any delays or cost overruns, its business, cash flows, financial condition and results of operations may be adversely affected.</li><li>In the past, there have been instances of delayed filings of certain forms which were required to be filed as per the reporting requirements under the Companies Act, 2013 to RoC.</li><li>The average cost of acquisition of Equity Shares held by its Promoters could be lower than the Issue Price.</li><li>Its future fund requirements, in the form of further 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.</li><li>The company has certain contingent liabilities and its financial condition and profitability may be adversely affected if any of these contingent liabilities materialize.</li><li>The company has in past entered into related party transactions and its may continue to do so in the future.</li><li>Its agreements with lenders for financial arrangements contain restrictive covenants for certain activities and if the company is unable to get their approval, it might restrict its scope of activities and impede the company growth plans.</li><li>In addition to its existing indebtedness for the company existing operations, its may incur further indebtedness during the course of business. The company cannot assure that its would be able to service its existing and/ or additional indebtedness.</li><li>The company has not made any alternate arrangements for meeting its capital requirements for the Objects of the Issue. Further, the company has not identified any alternate source of financing the 'objects of the Issue'. Any shortfall in raising / meeting the same could adversely affect its growth plans, operations and financial performance.</li><li>The activities carried out at its manufacturing facilities, including any hazardous activity, can cause injury to people or property in certain circumstances.</li><li>Its ability to pay dividends in the future may be affected by any material adverse effect on its future earnings, financial condition or cash flows.</li><li>Significant differences exist between Ind AS used to prepare its financial information and other accounting principles, such as U.S. GAAP and IFRS, which may affect investors' assessments of the Company's financial condition.</li><li>This Draft Red Herring Prospectus contains information from an industry report prepared by CRISIL, commissioned by it for the purpose of the Issue for an agreed fee.</li><li>The company may not be able to maintain profitability in the future due to unforeseen reasons, market fluctuations and other external factors beyond its control.</li><li>Its Equity Shares have never been publicly traded, and after the Issue, the Equity Shares may experience price and volume fluctuations, and an active trading market for the Equity Shares may not develop. Further, the Issue Price may not be indicative of the market price of the Equity Shares after the Issue.</li><li>QIBs and Non-Institutional Bidders are not permitted to withdraw or lower their Bids (in terms of quantity of Equity Shares or the Bid Amount) at any stage after submitting a Bid, and Retail Individual Bidders are not permitted to withdraw their Bids after Bid/Issue Closing Date.</li><li>Fluctuations in the exchange rate between the Indian Rupee and foreign currencies may have an adverse effect on the value of its Equity Shares, independent of the company operating results.</li><li>There is no guarantee that its Equity Shares will be listed on BSE and NSE in a timely manner or at all.</li><li>The requirements of being a listed company may strain its resources.</li><li>Holders of Equity Shares may be restricted in their ability to exercise pre-emptive rights under Indian law and thereby may suffer future dilution of their ownership position.</li><li>Any future issuance of Equity Shares or convertible securities or other equity linked securities by the Company may dilute your shareholding and sales of the Equity Shares by its major shareholders may adversely affect the trading price of the Equity Shares.</li><li>Foreign investors are subject to foreign investment restrictions under Indian laws that may limit its ability to attract foreign investors, which may have a material adverse impact on the market price of the Equity Shares.</li><li>Rights of shareholders of companies under Indian law may be more limited than under the laws of other jurisdictions.</li><li>Investors may be subject to Indian taxes arising out of capital gains on the sale of the Equity Shares.</li><li>A third party could be prevented from acquiring control of the Company because of anti-takeover provisions under Indian law.</li><li>Subsequent to the listing of the Equity Shares, its may be subject to pre-emptive surveillance measures, such as the Additional Surveillance Measures and the Graded Surveillance Measures by the Stock Exchanges in order to enhance the integrity of the market and safeguard the interest of investors.</li><li>We are dependent on certain suppliers for whom we are either distributors or have entered into formal agreements with, for procurement and sale of our steel and tractor products. Any disruption of supply from such entities may affect our business operations.</li><li>We derived 98.49%, 98.29% and 98.22% of our revenue from operation from Bihar for the Fiscal 2025, Fiscal 2024 and Fiscal 2023 respectively. Further, all of our manufacturing/fabrication facilities and stockyards are located in Bihar. Any adverse developments, social and political developments and natural disaster affecting our operations in these regions could have an adverse impact on our revenue and results of operations.</li><li>We derive a substantial portion of our revenue from the distribution of long and flat steel products and loss of sales due to reduction in demand for such products would have a material adverse effect on our business, financial condition, results of operations and cash flows.</li><li>Under-utilization of our fabrication and manufacturing capacities may have an adverse effect on our business, future prospects and future financial performance.</li><li>We have had negative cash flows in the past and it is possible that we may experience negative cash flows in the future.</li><li>We sell our products as well as products of third-party manufacturers through a network of dealers. Accordingly, we depend on our dealers for a significant portion of our revenue, and any decrease in revenues or sales from any one of our key intermediaries may adversely affect our business and results of operations.</li><li>We derive 98.76%, 99.70% and 99.23% of our revenue for the Fiscal 2025, Fiscal 2024 and Fiscal 2023 from repeat orders which we identify as orders placed by dealers. Any loss of, or reduction in the repeat orders received by us could adversely affect our business, results of operations, financial condition and cash flows.</li><li>We depend on a few key suppliers who help us procure raw materials in respect of our PVC pipes division and our Fabrication Division. Our Company has not entered into long-term agreements with its suppliers for supply of raw materials. In the event we are unable to procure adequate amounts of raw materials, at competitive prices our business, results of operations and financial condition may be adversely affected.</li><li>Our business and profitability is substantially dependent on cost of steel, disruption to the timely and adequate supply of steel, or volatility in the prices of steel may adversely impact our business, results of operations, cash flows and financial condition.</li><li>Our Promoter Group entity, M/s. BMW Enterprises has conflicts of interest as it is engaged in similar business and may compete with us.</li><li>Our Promoters and members of the Promoter Group have previously received administrative warnings and directives from SEBI. Should any Promoter or member of the Promoter Group receive a show cause notice from any regulatory authority, it could potentially impact the reputation of the Company.</li><li>A part of the Net Proceeds will be utilized for the repayment or prepayment of indebtedness availed of by our Company. Accordingly, the utilization of the Net Proceeds will not result in creation of any tangible assets.</li><li>There are certain defaults/ delay in payment of statutory dues by us. Any further default/ delay in payment of statutory dues may attract financial penalties from the respective government authorities and in turn may have a material adverse impact on our financial condition and cash flows.</li><li>Our inability or failure to maintain optimum inventory levels or any theft of inventory may adversely affect our business, results of operations and financial condition.</li><li>We have a limited operating history in offering services under our Fabrication Division which may make it difficult for investors to evaluate our fabrication business and prospects.</li><li>Our Company has been subjected to search and seizure in the past by the Income Tax authorities. Any future occurrence of such events or instances of passing of any adverse orders against our Company, could adversely affect our business, results of operations and financial conditions.</li><li>In the past, there have been instances of delayed filings of certain forms which were required to be filed as per the reporting requirements under the Companies Act, 2013 to RoC.</li><li>We do not own certain premises used by our Company. Disruption of our rights as licensee/ lessee or termination of the agreements with our licensors/ lessors would adversely impact our manufacturing operations and, consequently, our business.</li><li>We may not be able to adequately protect or continue to use our intellectual property. In addition, the use of our brands or similar trade names by third parties could have a material adverse effect on our business growth and prospects, financial condition, results of operations and cash flows.</li><li>We operate in a competitive and fragmented industry with low barriers to entry and may be unable to compete with a range of unorganized sector.</li><li>Our Directors, Promoters, members of our Promoter Group and Group Company, have extended personal guarantees and corporate guarantees with respect to loan facilities availed by our Company. Further, Promoters, members of our Promoter Group, our Directors and Group Companies have provided their property as collateral security for loan facilities availed by our Company. Revocation of any or all of these personal guarantees or withdrawal of such property may adversely affect our business operations and financial condition.</li><li>Our brand `BMW' is a trade name used in various other industries. Owing to the widely used nature of our trade name, investors and stakeholders may confuse our Company with other listed companies with similarly trade name, which may adversely affect our share price, trading volume, and brand reputation.</li><li>Our Company has extended corporate guarantee with respect to loan facilities availed by our Promoter Group entity, M/s. BMW Enterprises. Any defaults committed by our Promoter Group entity may adversely affect our business operations and financial condition.</li><li>A downgrade in our credit rating could adversely affect our ability to raise capital in the future.</li><li>Our success depends upon our ability to attract, develop and retain trained manpower while also maintaining low labour costs.</li><li>Our insurance coverage may not be adequate to protect us against all potential losses, which may have a material adverse effect on our business, financial condition and results of operations.</li><li>Certain properties currently held on lease by our company have not been duly registered with District Registry Office (Government of Bihar), although a lease agreement has been signed and in place. In the event of any future legal dispute or proceeding, such lease agreements may be deemed inadmissible as evidence in a court of law. This could have a material adverse impact on the company's business operations and legal standing.</li><li>We have in past entered into related party transactions and we may continue to do so in the future.</li><li>If the products we manufacture/Fabricate or distribute are found to be deficient, we may lose our customers/Dealers and may be subject to product liability claims or claims alleging deficiency which may also cause damage to our reputation and/or adversely affect our results of operations and financial condition.</li><li>We operate in a business environment characterized by relatively low profit margins and are therefore more susceptible to external pressures, including political, regulatory, and competitive risks, which could negatively impact our business, financial condition, and operational performance.</li><li>Certain of our fixed assets and other properties have been mortgaged/charged to secure our borrowings, and enforcement of such security may adversely affect our business, operations and financial condition.</li><li>As on March 31, 2025, approximately 92.96% of our total outstanding borrowings are scheduled to mature within the twelve months. The concentration of short-term debt exposes us to refinancing and liquidity risks. There is no assurance that we will be able to refinance or roll over these obligations on commercially acceptable terms, or at all.</li><li>We purchase inventory in anticipation of sales, and if we fail to manage our inventory effectively, our business and results of operations could be adversely affected.</li><li>There are certain outstanding legal proceedings involving our Company, Promoters and Directors. Any adverse decision in such proceedings may adversely affect our business, financial condition, and results of operations.</li><li>We depend on related parties and third parties for supply of products to our dealers and for supply of some of our raw materials to our PVC manufacturing unit. A disruption in the supply could impact our business operations and increase our costs.</li><li>Our inability to effectively supervise contracts under our Fabrication Division may lead to delays which may adversely affect our business, results of operations, financial condition and cash flows.</li><li>Our manufacturing/fabrication facilities are subject to operating risks or reduction in capacity utilisation. Any shutdown of our manufacturing/fabrication facilities, reduction in capacity utilisation, as has occurred while manufacturing PVC pipes in 2024 or other production problems caused by unforeseen events may reduce sales and adversely affect our business, cash flows, results of operations and financial condition.</li><li>The raw materials that we use and the products that we manufacture and distribute are corrosive in nature. While we take adequate care, there is a risk of contamination of our products.</li><li>Negative publicity against the Company, any of Group Companies or customers or any of affiliates could cause reputational harm and could have a material adverse effect.</li><li>Our inability to successfully improve, maintain, or implement adequate information and reporting systems could adversely affect our business, financial condition, and results of operations.</li><li>If the Pre-Engineered Buildings ("PEBs") and steel girders that we deliver, experience quality defects or if the services we provide as a part of our contracts with our customers are found to be deficient, we may lose our customers and may be subject to product liability claims or claims alleging deficiency in service, which may also cause damage to our reputation and/or adversely affect our business, results of operations, financial condition and cash flows.</li><li>Any delays and/or defaults in customer payments could result in increase of working capital investment and/or reduction of our Company's profits, thereby affecting our operation and financial condition.</li><li>We are subject to various laws and government regulations and if we fail to obtain, maintain or renew our statutory and regulatory licenses, permits and approvals required in the ordinary course of our business, including environmental, health and safety laws and other regulations, our business financial condition, results of operations and cash flows may be adversely affected.</li><li>Our inability to manage our growth or to successfully implement our growth strategy could materially and adversely affect our business, financial condition, results of operations and prospects.</li><li>The shortage or non-availability of power may adversely affect our business, result of operations, financial conditions and cash flows.</li><li>Our Company, in consultation with the Book Running Lead Manager, reserves the right not to proceed with the Issue at any time before the Issue Opening Date without assigning any reason thereof.</li><li>We have availed moratorium benefits and have rescheduled our borrowings in the past.</li><li>Any variation in the utilisation of the Net Proceeds or in the terms of any contract as disclosed in this Red Herring Prospectus would be subject to certain compliance requirements, including prior shareholders' approval.</li><li>Our operations are labour intensive and our manufacturing/fabrication operations may be subject to unionization, work stoppages or increased labour costs, which could adversely affect our business and results of operations.</li><li>Our operations are subject to environmental and health and safety laws and other government regulations which could result in increased liabilities and increased capital expenditures.</li><li>For fiscal 2025, our Company had total debt of more than Rs. 39,000 lakhs maturing in less than one year, against cash and cash equivalents of Rs. 1,243.43 lakhs. Any challenges in refinancing or timely repayment could impact our cash flows and financial condition. If we are unable to secure funding on acceptable terms and at competitive rates when needed, or to service our debt obligations in a timely manner, it may adversely affect our business, credit rating, reputation, prospects, results of operations, cash flows and financial condition.</li><li>Accidents and natural disasters could result in the slowdown or stoppage of our business and could also cause us to incur liabilities arising from human fatalities and damage to property.</li><li>Our business strategy and operational success are influenced by various Key Performance Indicators (KPIs) that we use to measure our performance. If we fail to meet our KPI targets that may have a negative impact on our financial condition.</li><li>Fraud or misconduct by our employees could adversely affect our reputation, business, results of operations and financial condition.</li><li>We are dependent on information technology systems in carrying out our business activities and it forms an integral part of our business. Further, if we are unable to adapt to technological changes and successfully implement new technologies or if we face failure of our information technology systems, we may not be able to compete effectively which may result in higher costs and would adversely affect our business and results of operations."</li><li>We may be unable to grow our business in additional geographic regions, which may adversely affect our business prospects and results of operations.</li><li>Our Promoters, Directors, Key Managerial Personnel and Senior Management have interests in our Company other than reimbursement of expenses incurred or normal remuneration or benefits.</li><li>Our Promoters and members of the Promoter Group have control over the Company and have the ability to direct our business and affairs; their interests may conflict with your interests as a shareholder.</li><li>There can be no assurance that the objects of the Issue will be achieved within the time frame anticipated or at all, or that the deployment of the Net Proceeds in the manner intended by us will result in any increase in the value of your investment.</li><li>Our funding requirements and proposed deployment of the Net Proceeds of the Issue have not been appraised by a bank or a financial institution and if there are any delays or cost overruns, our business, cash flows, financial condition and results of operations may be adversely affected.</li><li>The average cost of acquisition of Equity Shares of face value of Rs. 10 each held by our Promoters could be lower than the Issue Price.</li><li>Our future fund requirements, in the form of further issue of capital or securities and/or loans taken by us, may be prejudicial to the interest of the Shareholders depending upon the terms on which they are eventually raised.</li><li>We have certain contingent liabilities and our financial condition and profitability may be adversely affected if any of these contingent liabilities materialize.</li><li>Our agreements with lenders for financial arrangements contain restrictive covenants for certain activities and if we are unable to get their approval, it might restrict our scope of activities and impede our growth plans.</li><li>In addition to our existing indebtedness for our existing operations, we may incur further indebtedness during the course of business. We cannot assure that we would be able to service our existing and/ or additional indebtedness.</li><li>The activities carried out at our manufacturing / fabrication facilities, including any hazardous activity, can cause injury to people or property in certain circumstances.</li><li>Our ability to pay dividends in the future may be affected by any material adverse effect on our future earnings, financial condition or cash flows.</li><li>Significant differences exist between Ind AS used to prepare our financial information and other accounting principles, such as U.S. GAAP and IFRS, which may affect investors' assessments of our Company's financial condition.</li><li>This Red Herring Prospectus contains information from an industry report prepared by CRISIL, commissioned by us for the purpose of the Issue for an agreed fee.</li><li>Our Equity Shares have never been publicly traded, and after the Issue, the Equity Shares may experience price and volume fluctuations, and an active trading market for the Equity Shares may not develop. Further, the Issue Price may not be indicative of the market price of the Equity Shares after the Issue.</li><li>QIBs and Non-Institutional Bidders are not permitted to withdraw or lower their Bids (in terms of quantity of Equity Shares or the Bid Amount) at any stage after submitting a Bid, and Retail Individual Bidders are not permitted to withdraw their Bids after Bid/Issue Closing Date.</li><li>Fluctuations in the exchange rate between the Indian Rupee and foreign currencies may have an adverse effect on the value of our Equity Shares, independent of our operating results.</li><li>There is no guarantee that our Equity Shares will be listed on BSE and NSE in a timely manner or at all.</li><li>The requirements of being a listed company may strain our resources.</li><li>Holders of Equity Shares may be restricted in their ability to exercise pre-emptive rights under Indian law and thereby may suffer future dilution of their ownership position.</li><li>Any future issuance of Equity Shares or convertible securities or other equity linked securities by our Company may dilute your shareholding and sales of the Equity Shares by our major shareholders may adversely affect the trading price of the Equity Shares.</li><li>Foreign investors are subject to foreign investment restrictions under Indian laws that may limit our ability to attract foreign investors, which may have a material adverse impact on the market price of the Equity Shares.</li><li>Rights of shareholders of companies under Indian law may be more limited than under the laws of other jurisdictions.</li><li>Investors may be subject to Indian taxes arising out of capital gains on the sale of the Equity Shares.</li><li>A third party could be prevented from acquiring control of our Company because of anti-takeover provisions under Indian law.</li><li>Subsequent to the listing of the Equity Shares, we may be subject to pre-emptive surveillance measures, such as the Additional Surveillance Measures and the Graded Surveillance Measures by the Stock Exchanges in order to enhance the integrity of the market and safeguard the interest of investors.</li></ul>

The Issue type of BMW Ventures Ltd is Book Building.

The minimum application for shares of BMW Ventures Ltd is 151.

The total shares issue of BMW Ventures Ltd is 23400000.

Initial public offering of 2,34,00,000 equity shares of face value of Rs. 10 each ("equity shares") of the company for cash at a price of Rs. 99 per equity share (including a share premium of Rs. 89 Per Equity Share) ("Issue Price") aggregating up to RS. 231.66 Crore (the "Issue"). the issue would constitute 26.98% of the post-issue paid-up equity share capital of the company. Price Band: Rs. 94/- to Rs. 99/- for equity share of face value of Rs. 10 each. The floor price is 9.40 times times the face value and cap price is 9.90 times of the face value of the equity shares. Bids can made for a minimum of 151 equity shares and in multiples of 151 equity shares thereafter.