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The company proposes to use a portion of the Net Proceeds from the Issue for acquisition of Parekhs Hospital Private Limited, following which the Company will be responsible for overseeing and managing the Parekhs Hospital. Its may face difficulties in completing the acquisition within the terms mentioned in term sheet, affecting the company future plans and prospects.
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The Company proposes to utilise a portion of the Net Proceeds from the Issue towards making part-payment of
purchase consideration for the acquisition of Ashwini Medical Centre, pursuant to the Acquisition Agreement. In
case of delay in raising funds from the Issue, its may face challenges in paying the consideration to sellers of
Ashwini Medical Centre.
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The company proposed plans with respect to funding the capital expenditure requirement for construction of new hospital
are subject to the risk of unanticipated delays in obtaining approvals and implementation which may adversely
affect its business and results of operations. Further, the company are yet to place orders for such capital expenditure
requirements. There is no assurance that its would be able to source such capital expenditure requirements in a
timely manner or at commercially acceptable prices, which could adversely affect the company expansion plans. Its may be
unsuccessful in implementing the company growth plans of expansion in Gujarat, India in a timely manner or at all, which
may have an adverse effect on its business, financial condition and results of operations. Furthermore, the
proposed construction of the new hospital is planned to be carried out on leased land, which includes potential
challenges or risks related to the terms of lease arrangement, could have adverse effect on the company business, financial
position, and results of operations.
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The Company has acquired Harmony Medicare Private Limited, subsequent to the three month period ended June
30, 2025. As its Company and Harmony Medicare Private Limited were separate entities operating independently
from each other prior to June 30, 2025, the Restated Financial Statements does not include the financial information
pertaining the said acquisition. Hence, the company Restated Financial Statements for the three month period ended June
30, 2025 and the Financial Years ended March 31, 2025, March 31, 2024 and March 31, 2023, are not analogous
and comparable to any future financial results/statements that its may prepare.
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The company have assumed customary liabilities pursuant to its recent acquisitions. Any liabilities beyond the company estimates may
materially and adversely impact its business, financial condition, cash flows, results of operations and the trading
price of the company Equity Shares.
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The company hospitals face potential reputational damage and financial consequences from any failure to provide Quality
medical treatment or service. Additionally, its are exposed to operational, reputational, and legal risks, including
malpractice or medical negligence claims, which could adversely impact the company reputation, operations, and
financial stability.
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Any variation in the utilisation of the Net Proceeds would be subject to certain compliance requirements, including
prior shareholders` approval
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If the company fail to achieve favourable pricing on medical consumables, pharmacy items, drugs, and surgical instruments
from its suppliers or are unable to pass on any cost increases to the company payers, its profitability could be materially
and adversely affected.
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The company Promoters have extended personal guarantees with respect to loan facilities availed by its Company.
Revocation of these personal guarantees may adversely affect the company business operations and financial condition.
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Some of the company doctors are not its employees. If such doctors discontinue their association with the company or are unable to
provide their services at its centres or hospitals for any reason or if the company are unable to attract or retain such doctors
and other healthcare professionals, its business and results of operations may be materially and adversely affected.
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The company Directors does not have any prior experience of being a director in any other listed company in India and this
may present certain potential challenges for the Company and in the event of any material non-compliance where
its Directors are held liable and responsible, the company may have to appoint new directors.
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Various challenges currently faced by the healthcare industry in India may adversely affect the company business, results of
operations and financial condition.
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We face competition from other healthcare service providers. If we are unable to compete effectively, our business,
results of operations and cash flows may be materially and adversely affected.
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There may have been certain instances of irregularities, discrepancies and non-compliances with respect to certain
corporate actions taken by our Company in the past. Consequently, we may be subject to regulatory actions and
penalties.
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The company subsidiary Raj Palmland Hospital Private Limited has experienced negative cash flow in the past and may
continue to does so in the future, which could have a material adverse effect on the company business, prospects, financial
condition, cash flows and results of operations.
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The Company has applied for registration of trademark in its name. Until such registration is granted, its Company
may not be able to prevent unauthorised use of such trademark by third parties, which may lead to the dilution of
the company goodwill.
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There have been certain instances of delays and delay in filings of statutory returns in payment of statutory dues by
the Company in the past. Any failure or delay in payment of such statutory dues may expose its to statutory and
regulatory action, as well as significant penalties, and may adversely impact the company business, results of operations,
cash flows and financial condition.
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There are outstanding litigations involving the Company, Promoters and Directors, if determined adversely, may
adversely affect its business and financial condition.
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The company utilize a portion of the Net Proceeds to undertake inorganic growth for which the target may not be identified.
In the event that its Net Proceeds to be utilized towards inorganic growth initiatives are insufficient for the cost of
the company proposed inorganic acquisition, its may have to seek alternative forms of funding.
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Acquisitions, strategic investments, partnerships or alliances may be difficult to integrate, and may adversely affect
the company business, financial condition and results of operations.
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In addition to the company existing indebtedness for its existing operations, the company may incur further indebtedness during the
course of business. Its cannot assure that the company would be able to service its existing and/ or additional indebtedness.
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A downgrade in ratings of the Company, may affect the trading price of the Equity Shares.
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The company are vulnerable to failures of its information technology system, which could adversely affect the company business.
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The company inability to meet its obligations, including financial and other covenants under the company debt financing
arrangements could adversely affect its business, financial condition, cash flows and results of operations.
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The Company has issued Equity Shares in the last one year at a price which may be lower that of the Issue Price.
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The company ability to pay dividends in the future will depends on the company earnings, financial condition, working capital
requirements, capital expenditures and restrictive covenants of its financing arrangements.
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The company Promoters, Directors, Key Managerial Personnel and Senior Management have interests in its Company other
than reimbursement of expenses incurred or normal remuneration or benefits.
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Fraud or misconduct by the company employees could adversely affect its reputation, business, results of operations and
financial condition.
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The company 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.
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The company have certain contingent liabilities and its financial condition and profitability may be adversely affected if any
of these contingent liabilities materialize.
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Some of the company Promoters and Directors may have interest in entities or one or more ventures. Such ventures and its
Subsidiaries, and entities controlled by the company he care engaged in a similar line of business as its Company and this may
result in conflict of interest with the company.
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The company may require additional funding to finance its operations, which may not be available on terms acceptable to
the company, or at all, and if its are unable to raise funds, the value of your investment in the company may be negatively impacted.
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If the company are unable to establish and maintain an effective internal control, its business and reputation could be
adversely affected.
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The company funding requirements and proposed deployment of the Net Proceeds of the Issue is based on management
discretion and has 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.
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Significant differences exist between Ind AS used to prepare the company financial information and other accounting
principles, such as U.S. GAAP and IFRS, which may affect investors` assessments of its Company`s financial
condition.
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The average cost of acquisition of Equity Shares held by the company Promoters could be lower than the Issue Price.
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There have been instances in the past, wherein insufficient stamp duty was paid while executing certain agreements
during its ordinary course of operations. Any insufficient stamp duty may impact the enforceability of agreements
executed by the Company.
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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.
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The company are exposed to risks relating to the recovery of Business Transfer Collectables arising pursuant to the acquisition
of M/s. Gujarat Kidney and Superspeciality Hospital.
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This Red Herring Prospectus contains information from an industry report prepared by D&B India, commissioned
by the company for the purpose of the Issue for an agreed fee.
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The company 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.
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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.
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Fluctuations in the exchange rate between the Indian Rupee and foreign currencies may have an adverse effect on
the value of the company Equity Shares, independent of its operating results.
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There is no guarantee that the company Equity Shares will be listed on BSE and NSE in a timely manner or at all.
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The requirements of being a listed company may strain its resources.
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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.
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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.
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Foreign investors are subject to foreign investment restrictions under Indian laws that may limit the company ability to attract
foreign investors, which may have a material adverse impact on the market price of the Equity Shares.
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Rights of shareholders of companies under Indian law may be more limited than under the laws of other
jurisdictions.
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Investors may be subject to Indian taxes arising out of capital gains on the sale of the Equity Shares.
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A third party could be prevented from acquiring control of the Company because of anti-takeover provisions under
Indian law.
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Subsequent to the listing of the Equity Shares, the company 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.