<ul><li>The company is a fast fashion fabrics solutions and manufacturing company which is vulnerable to variations in demand and changes in consumer preferences, which could have an adverse effect on its business, results of operations and financial condition.</li><li>Its recently adopted digital textile printing technology in our operations and any challenges in digital textile printing operations could negatively affect the company business and financial performance.</li><li>The company does not have long term agreements for supply of its raw materials. If the company is unable to procure raw materials of the required quality and quantity, at competitive prices, its business, results of operations and financial condition may be adversely affected. Majority of the company raw materials is sourced from few key suppliers. Discontinuation of operations of such suppliers may adversely affect its ability to source raw materials at a competitive price.</li><li>Inability to accurately gauge product demand and maintain optimal inventory levels could adversely affect its business and financial performance.</li><li>Its business is seasonal in nature, which could adversely affect its financial performance.</li><li>The company relationship with its distributors is critical to the business. During seven months ended October 31, 2024, Fiscals 2024, 2023 and 2022, 40.18%, 45.56%, 35.26% and 28.36%, respectively, of the total revenue from operations was attributable to the distributors. If the company is unable to maintain successful relationships with its distributors, the company business, results of operations and financial condition may be adversely affected.</li><li>Its business prospects in the branded segment rely on the strength and market acceptance of the company brands, and any inability to sustain or increase product sales could negatively impact its business performance.</li><li>If any new products that its launch are not as successful as the company anticipate, its business, cash flows, results of operations and financial condition may be adversely affected.</li><li>Its may not be able to successfully manage the growth of the business if the company is not able to effectively implement its strategies.</li><li>During seven months ended October 31, 2024, Fiscals 2024, 2023 and 2022, the company derived 89.51%, 94.81%, 91.05% and 77.83% the company revenue from operations from domestic sales from its customers in Northern India, which exposes it to risks specific to these Indian geographies and market.</li><li>The company has added 37 new customers from Fiscals 2022 to 2024 representing a growth of 8.90% over the prior period, with a customer retention ratio of 100% of almost all its customers in these periods. If the company is unable to attract new customers, retain customers at existing levels or sell additional products to its existing customers, The business will be adversely affected.</li><li>The company does not has long-term agreements with a majority of its customers. Any changes or cancellations to the company orders or its inability to forecast demand for the products may adversely affect the company business, results of operations and financial condition.</li><li>Any failures in the quality control processes may damage the companyh reputation, and adversely affect its business, cash flows, results of operations and financial condition. The company may face reputational harm or proceedings if the quality of the products and services does not meet its customers' expectations.</li><li>The company operates in a competitive business environment. Pricing pressure from the competitors may affect its ability to maintain or increase the product prices and, in turn, the company revenue from product sales, gross margin and profitability, which may materially and adversely affect its business, cash flows, financial condition and results of operations.</li><li>The industry in which the company operate possess various risks and challenges as provided in the Industry Report titled "Report on Digital Textile Printing Industry in India" dated January 30, 2025, which is exclusively prepared for the purposes of the Offer and issued by D&B and is commissioned and paid for by the Company ("D&B Report").</li><li>The company business requires significant amount of working capital. Its may not be able to obtain future financing on favourable terms or at all. If the company experience insufficient cash flows from the operations or are unable to borrow funds to meet the company working capital requirements, it may materially and adversely affect its business and results of operations.</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 its operation and financial condition.</li><li>The company has incurred significant indebtedness which exposes to various risks which may have an adverse effect on its business, results of operations and financial conditions. Conditions and restrictions imposed on it by the agreements governing of the company indebtedness could adversely affect the company ability to operate its business.</li><li>Any under-utilization of the company manufacturing capacities may affect its ability to fully absorb fixed costs and thus may adversely impact of the financial performance.</li><li>The company has contingent liabilities and the financial condition could be adversely affected if any of these contingent liabilities materializes.</li><li>The company is exposed to foreign currency fluctuation risks, particularly in relation to export of our products, which may adversely affect its results of operations, financial condition and cash flows.</li><li>There are outstanding legal proceedings involving the Company, Promoters and Directors. Any adverse decision in such proceedings may have a material adverse effect on its business, results of operations and financial condition.</li><li>There has been delay in filing of forms with the Registrar of Companies as per the stipulated timelines prescribed under the Companies Act, 2013. Any penalty or action taken by any regulatory authorities in future, for delay in such compliances could impact the reputation and financial position of the Company to that extent.</li><li>There have been instances where certain statutory forms are missing or corrupted on the records of the Ministry of Corporate Affairs (MCA) due to the technical issues of the V3 portal which poses potential risks, including penalties, legal challenges, and regulatory actions, which could impact the Company's reputation and financial stability.</li><li>Certain corporate records, regulatory filings of the Company and certain other documentation are not traceable.</li><li>The company inability to protect or use its intellectual property rights may adversely affect the company business.</li><li>Non-compliance with any of the applicable laws, rules or regulations may adversely affect its business, results of operations and financial condition and cash flows.</li><li>The company requires certain approvals, licenses, registrations and permits for conducting of the business and the inability to obtain, retain or renew them in a timely manner, or at all, may adversely affect its business, results of operations and financial condition.</li><li>India has stringent labour legislations that protect the interests of workers, and if the company employees unionize, its may be subject to industrial unrest, slowdowns and increased wage costs.</li><li>The company will not receive any proceeds from the Offer for Sale portion.</li><li>The Objects of the Offer for which the funds is being raised has not been appraised by any bank or financial institutions. Any variation in the utilization of the Net Proceeds as disclosed in this Draft Red Herring Prospectus would be subject to certain compliance requirements, including prior Shareholders' approval.</li><li>The company intend to utilise a portion of its Net Proceeds for purchase of advanced fabric processing system for the existing printing, dyeing and processing unit in Amritsar. Any delay in placing orders or procurement of such machinery may delay the schedule of implementation.</li><li>The Objects of the Offer include funding incremental working capital requirements, which is based on certain assumptions and estimates. Any failure in arranging adequate working capital for our operations may adversely affect its business, results of operations, cash flows and financial conditions.</li><li>Its business depends on the production facilities in Amritsar. Any loss of or shutdown of operations of the company production facilities on any grounds could adversely affect its business or results of operations.</li><li>The company has a large work force, and its employee benefit expense and contract labour charges is one of the larger components of the fixed operating costs. An increase in employee benefit expenses and, or, contract labour charges could reduce the company profitability. Further, the company operations could be adversely affected by work stoppages or increased wage demands by its employees or any other kind of dispute with the employees.</li><li>The companyh has incurred significant capital expenditure in the past and will continue to incur significant capital expenditure in the future, and such expenditure may not yield the benefits its anticipate.</li><li>Its dependent on third party logistic and support service providers for the delivery of raw materials and finished products and any disruptions in their services including transportation services or a decrease in the quality of their services may adversely affect the company business, financial condition and results of operations.</li><li>The company is heavily dependent on technology in carrying out its business activities and it forms an integral part of our business. If the face failure of the company information technology systems, its may not be able to compete effectively which may result in lower revenue, higher costs and would adversely affect its business and results of operations.</li><li>Its business, results of operations and financial condition may be adversely affected if operations at the facilities of its raw material suppliers is disrupted. The company business, results of operations and financial condition may also be affected if the operations of the customers is disrupted.</li><li>The company has leased and, or availed on license, the use of certain properties from which its operate the company business. There can be no assurance that the lease, and, or license agreements will be renewed upon termination or that its will be able to obtain other premises on lease on same or similar commercial terms.</li><li>Improper storage, processing and handling of raw materials and finished products may cause damage to the company inventory leading to an adverse effect on its business, results of operations and cash flows.</li><li>If the company third-party service providers and key suppliers is not able to or do not fulfil their service obligations, its operations could be disrupted, and the operating results could be affected.</li><li>If the company is subject to any frauds, theft, or embezzlement by its employees, suppliers, contractors or distributors, it could adversely affect the company reputation, results of operations, financial condition and cash flows.</li><li>Its business is dependent on the adequate and uninterrupted supply of electrical power at a reasonable cost. Unavailability of such adequate and uninterrupted supply of electrical power may significantly impact the company business and results of operation.</li><li>The company is highly dependent on its Key Managerial Personnel for the company business. The loss of or its inability to attract or retain such persons could have a material adverse effect on the business performance.</li><li>The company highly dependent on the company Key Managerial Personnel for its business. The loss of or the company inability to attract or retain such persons could have a material adverse effect on its business performance.</li><li>An inability to maintain adequate insurance cover in connection with its business may adversely affect the company operations and profitability.</li><li>If the company fail to maintain an effective system of internal controls, its may not be able to successfully manage, or accurately report, the company financial risks.</li><li>Information relating to historical installed capacity of the manufacturing facility included in this Draft Red herring Prospectus is based on various assumptions and estimates and its future production and capacity utilization may vary.</li><li>The company has commissioned an industry report from Dun & Bradstreet Information Services India Private Limited, which has been used for industry related data in this Draft Red Herring Prospectus.</li><li>The company success depends largely upon the knowledge and experience of its Promoters, Sanjeev Kandhari and Amit Kandhari.</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 exercise significant influence over it.</li><li>The company Directors and Promoters may enter into ventures which are in businesses similar to ours.</li><li>The companyh has entered, and will continue to enter, into related party transactions which may involve conflicts of interest. Further, Its Promoters, Directors and Key Managerial Personnel may have interests in us other than reimbursement of expenses incurred and normal remuneration or benefits.</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>The company has presented certain supplemental information of its performance and liquidity which is not prepared under or required under AS.</li><li>Significant differences exist between Indian GAAP and other accounting principles, such as U.S. GAAP and IFRS, which investors may be more familiar with and may consider material to their assessment of our financial condition.</li><li>Pursuant to listing of the Equity Shares, its may be subject to pre-emptive surveillance measures like Additional Surveillance Measure (ASM) and Graded Surveillance Measures (GSM) by the Stock Exchange in order to enhance market integrity and safeguard the interest of investors.</li><li>During Fiscal 2025, Fiscals 2024 and Fiscal 2023, the company derived 89.68%, 94.81% and 91.05% its revenue from operations
from domestic sales from the company customers in Northern India, which exposes it to risks specific to these Indian geographies
and market.</li><li>Its business requires significant amount of working capital. The company may not be able to obtain future financing on
favourable terms or at all. If the company experience insufficient cash flows from its operations or are unable to borrow funds
to meet its working capital requirements, it may materially and adversely affect the company business and results of operations.</li><li>The company is a fast fashion fabrics solutions and manufacturing company which is vulnerable to variations in demand and
changes in consumer preferences, which could have an adverse effect on its business, results of operations and
financial condition.</li><li>The company recently adopted digital textile printing technology in its operations and any challenges in digital textile printing
operations could negatively affect the company business and financial performance.</li><li>The company does not have long term agreements for supply of its raw materials. If the company is unable to procure raw materials of the
required quality and quantity, at competitive prices, its business, results of operations and financial condition may be adversely affected. Majority of its raw materials are sourced from few key suppliers. Discontinuation of operations of such suppliers may adversely affect the company ability to source raw materials at a competitive price.</li><li>Inability to accurately gauge product demand and maintain optimal inventory levels could adversely affect its business
and financial performance.</li><li>The company business is seasonal in nature, which could adversely affect its financial performance.</li><li>Its relationship with the company distributors is critical to its business. During Fiscals 2025, 2024 and 2023, 41.61%, 45.56%
and 35.26% respectively, of its total revenue from operations was attributable to our distributors. If the company is unable to
maintain successful relationships with its distributors, the company business, results of operations and financial condition may
be adversely affected.</li><li>Its business prospects in the branded segment rely on the strength and market acceptance of the company brands, and any
inability to sustain or increase product sales could negatively impact its business performance.</li><li>If any new products that the company launch are not as successful as its anticipate, the company business, cash flows, results of operations
and financial condition may be adversely affected.</li><li>Its may not be able to successfully manage the growth of the company business if its not able to effectively implement the company
strategies.</li><li>If the company is unable to attract new customers, retain customers at existing levels or sell additional products to its existing
customers, its business will be adversely affected.</li><li>The company does not have long-term agreements with a majority of its customers. Any changes or cancellations to the company orders or
its inability to forecast demand for the company products may adversely affect its business, results of operations and financial
condition.</li><li>Any failures in its quality control processes may damage the company reputation, and adversely affect its business, cash flows,
results of operations and financial condition. Its may faces reputational harm or proceedings if the quality of the company
products and services does not meet its customers' expectations.</li><li>The company operates in a competitive business environment. Pricing pressure from its competitors may affect the company ability to
maintain or increase its product prices and, in turn, the company revenue from product sales, gross margin and profitability,
which may materially and adversely affect its business, cash flows, financial condition and results of operations.</li><li>The industry in which the company operates possess various risks and challenges as provided in the Industry Report titled "Report
on Digital Textile Printing Industry in India" dated January 30, 2025, which is exclusively prepared for the purposes of
the Offer and issued by D&B and is commissioned and paid for by the Company ("D&B Report").</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 has incurred significant indebtedness which exposes it to various risks which may have an adverse effect on the company
business, results of operations and financial conditions. Conditions and restrictions imposed on it by the agreements
governing its indebtedness could adversely affect the company ability to operate its business.</li><li>Any under-utilization of its manufacturing capacities may affect the company ability to fully absorb fixed costs and thus may
adversely impact its financial performance.</li><li>The company has contingent liabilities and its financial condition could be adversely affected if any of these contingent liabilities
materializes.</li><li>The company is exposed to foreign currency fluctuation risks, particularly in relation to export of its products, which may
adversely affect its results of operations, financial condition and cash flows.</li><li>There are outstanding legal proceedings involving the Company, Promoters and Directors. Any adverse decision in
such proceedings may have a material adverse effect on its business, results of operations and financial condition.</li><li>There has been delay in filing of forms with the Registrar of Companies as per the stipulated timelines prescribed under
the Companies Act, 2013. Any penalty or action taken by any regulatory authorities in future, for delay in such
compliances could impact the reputation and financial position of the Company to that extent.</li><li>There have been instances where certain statutory forms are missing or corrupted on the records of the Ministry of
Corporate Affairs (MCA) due to the technical issues of the V3 portal which poses potential risks, including penalties,
legal challenges, and regulatory actions, which could impact the Company's reputation and financial stability.</li><li>Certain corporate records, regulatory filings of the Company and certain other documentation are not traceable.</li><li>Its inability to protect or use the company intellectual property rights may adversely affect its business.</li><li>Non-compliance with any of the applicable laws, rules or regulations may adversely affect its business, results of
operations and financial condition and cash flows.</li><li>The company requires certain approvals, licenses, registrations and permits for conducting its business and our inability to obtain,
retain or renew them in a timely manner, or at all, may adversely affect the company business, results of operations and financial
condition.</li><li>India has stringent labour legislations that protect the interests of workers, and if its employees unionize, the company may be
subject to industrial unrest, slowdowns and increased wage costs.</li><li>The company will not receive any proceeds from the Offer for Sale portion.</li><li>The Objects of the Offer for which the funds are being raised have not been appraised by any bank or financial
institutions. Any variation in the utilization of its Net Proceeds as disclosed in this Red Herring Prospectus would be
subject to certain compliance requirements, including prior Shareholders' approval.</li><li>The company intend to utilise a portion of its Net Proceeds for purchase of advanced fabric processing system for the company existing
printing, dyeing and processing unit in Amritsar. Any delay in placing orders or procurement of such machinery may
delay the schedule of implementation.</li><li>The Objects of the Offer include funding incremental working capital requirements, which is based on certain
assumptions and estimates. Any failures in arranging adequate working capital for its operations may adversely affect
the company business, results of operations, cash flows and financial conditions.</li><li>Its business depends on the company production facilities in Amritsar. Any loss of or shutdown of operations of its production
facilities on any grounds could adversely affect the company business or results of operations.</li><li>The company has a large work force, and its employee benefit expense and contract labour charges are one of the larger
components of its fixed operating costs. An increase in employee benefit expenses and, or, contract labour charges
could reduce the company profitability. Further, its operations could be adversely affected by work stoppages or increased wage
demands by the employees or any other kind of dispute with its employees.</li><li>The company has incurred significant capital expenditure in the past and will continue to incur significant capital expenditure
in the future, and such expenditure may not yield the benefits the company anticipate.</li><li>The company is dependent on third party logistic and support service providers for the delivery of raw materials and finished
products and any disruptions in their services including transportation services or a decrease in the quality of their
services may adversely affect its business, financial condition and results of operations.</li><li>The company is heavily dependent on technology in carrying out the company business activities and it forms an integral part of its
business. If the company faces failures of its information technology systems, its may not be able to compete effectively which may
result in lower revenue, higher costs and would adversely affect the company business and results of operations.</li><li>Its business, results of operations and financial condition may be adversely affected if operations at the facilities of
the company raw material suppliers are disrupted. Its business, results of operations and financial condition may also be affected
if the operations of its customers are disrupted.</li><li>The company has leased and, or availed on license, the use of certain properties from which the company operate its business. There can
be no assurance that the lease, and, or license agreements will be renewed upon termination or that the company will be able to
obtain other premises on lease on same or similar commercial terms.</li><li>Improper storage, processing and handling of raw materials and finished products may cause damage to its inventory
leading to an adverse effect on the company business, results of operations and cash flows.</li><li>If its third-party service providers and key suppliers are not able to or do not fulfil their service obligations, the company
operations could be disrupted, and its operating results could be affected.</li><li>If the company is subject to any frauds, theft, or embezzlement by its employees, suppliers, contractors or distributors, it could
adversely affect the company reputation, results of operations, financial condition and cash flows.</li><li>Its business is dependent on the adequate and uninterrupted supply of electrical power at a reasonable cost.
Unavailability of such adequate and uninterrupted supply of electrical power may significantly impact its business and
results of operation.</li><li>The company is highly dependent on its Key Managerial Personnel for the company business. The loss of or its inability to attract or
retain such persons could have a material adverse effect on its business performance.</li><li>Its inability to expand into new geographic regions, international markets, or online channels could adversely affect
the company growth and financial performance.</li><li>An inability to maintain adequate insurance cover in connection with its business may adversely affect the company operations
and profitability.</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.</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.</li><li>The company has commissioned an industry report from Dun & Bradstreet Information Services India Private Limited, which
has been used for industry related data in this Red Herring Prospectus.</li><li>Its success depends largely upon the knowledge and experience of the company Promoters, Sanjeev Kandhari, Amit Kandhari,
Shelly Kandhari and Priti Kandhari.</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 exercise significant influence over it.</li><li>Its Directors and Promoters may enter into ventures which are in businesses similar to its.</li><li>The company has entered, and will continue to enter, into related party transactions which may involve conflicts of interest.
Further, its Promoters, Directors and Key Managerial Personnel may have interests in us other than reimbursement
of expenses incurred and normal remuneration or benefits.</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>The company has presented certain supplemental information of its performance and liquidity which is not prepared under or
required under AS.</li><li>Significant differences exist between Indian GAAP and other accounting principles, such as U.S. GAAP and IFRS,
which investors may be more familiar with and may consider material to their assessment of its financial condition.</li><li>Pursuant to listing of the Equity Shares, its may be subject to pre-emptive surveillance measures like Additional
Surveillance Measure (ASM) and Graded Surveillance Measures (GSM) by the Stock Exchange in order to enhance
market integrity and safeguard the interest of investors.</li></ul>