Dhanlaxmi Crop Science Limited

1. Our Company, Directors, Promoters and Group Companies are parties to certain legal proceedings. Any adverse decision in such proceedings may have a material adverse effect on our business, results of operations and financial condition.

2. We are highly dependent on the sale of cotton seeds and our business is exposed to risks related to product concentration, which could materially and adversely affect our business, financial condition, results of operations, and prospects.

3. We are dependent on the success of our research and development activities and a failure to develop new and improved products could adversely affect our business.

4. Substantial portion of our revenues has been dependent upon few customers. The loss of any one or more of our major customers would have a material effect on our business operations and profitability.

5. The average cost of acquisition of Equity Shares by our Promoters is lower than the Issue Price.

6. Our Company had negative cash flow in recent fiscals, details of which are given below. Sustained negative cash flow could adversely impact our business, financial condition and results of operations.

7. We have issued Equity Shares in the last 12 (twelve) months at a price which is lower than the Issue Price.

8. Weather conditions, crop diseases and pest attacks could adversely affect the production of our seed products, as well as the demand for our seed products, which may adversely affect our business, financial condition, results of operations and prospects.

9. We rely on third-party farmers who assist us in growing seeds to produce our seeds, and any problems with such Seed Grower/Organizer may negatively affect our sales, cash flows from operations and results of operations, and may further expose us to reputational risk.

10. Our inability to consistently meet the expectations of our end consumers could materially and adversely affect our business, results of operations, financial condition and prospects.