S D Retail Limited

1. Multi-channel pan-India distribution network and newfound focus on EBOs.

2. In-house expertise in designing and developing products.

3. Strong unit economics with scalable asset light model.

4. Scalable Business Model.

5. Organizational stability along with management expertise.

6. Existing client relationship and customer satisfaction.

7. Unique positioning in sleepwear market as gender-agnostic and catering to the entire family.

1. The application has been filed to NCLT under section 9 of Insolvency and Bankruptcy Code, 2016 against our Company and the same is pending with NCLT, Ahmedabad. Any adverse outcome of the pending proceeding will impact the operations of our Company.

2. Our products are sold under a single brand, WEET DREAMS'. Any inability to effectively market our products, or any deterioration in public perception of our brand, could affect consumer footfall and consequently adversely impact our business, financial condition, cash flows and results of operations.

3. Our business is primarily concentrated on the sale of women's sleepwear's and is vulnerable to variations in demand and changes in consumer preferences which could have an adverse effect on our business, results of operations and financial condition.

4. We operate in highly competitive markets in each of our product segments in both offline and online channels and an inability to compete effectively may adversely affect our business, results of operations and financial condition. Further, pricing pressure from our competitors may affect our ability to maintain or increase our product prices and, in turn, our revenue from product sale, gross margin and profitability, which may materially and adversely affect our business, cash flows, results of operations and financial condition.

5. If we are unable to predict customer demands and maintain optimum inventory level there may be an adverse effect on our results of operations, financial condition, and cash flows.

6. Current locations of our exclusive brand outlets may become unattractive, and suitable new locations may not be available for a reasonable price, if at all. In addition, we are exposed to all of the risks associated with leasing real estate and any adverse developments could materially affect our business, results of operations and financial condition.

7. Any change in our consumer's likes, preferences or a change in their perception regarding the quality of our products may negatively affect the image and our reputation and in turn affect our revenues and profitability.

8. If we fail to retain our relationships with manufacturers, distributors and sellers, or attract new relationships, our business, financial condition, cash flows and operations will be adversely affected.

9. Our inability to effectively manage or expand our retail network may have an adverse effect on our business, results of operations and financial condition.

10. While we design our products in-house, we rely on outsourcing the manufacturing of finished products to third-party manufacturing partners, without exclusivity arrangements and are dependent on them for our finished goods. Any inability to obtain sufficient quantities of apparel of the requisite quality in a timely manner and at acceptable prices, or a slowdown, shutdown or disruption in such third-party manufacturing partners' operations and performance, could adversely affect our business, cash flows, results of operations and financial condition.