Seemax Resources Ltd.

Our significant dependence on external debt financing exposes us to risks that may materially and adversely affect our business operations, financial condition, cash flows, and creditworthiness. Our lenders have created a charge over certain movable assets, including material handling equipment, by way of hypothecation or other forms of security interest. Any delay, default, or breach of covenants may entitle lenders to enforce rights over charged assets, invoke cross-default provisions, recall loans, or initiate recovery proceedings, including seizure or restriction of use of essential equipment.(Financial)

Our business relies significantly on revenue from the rental of Material Handling Equipment, and any negative developments in this segment could have a material impact on our financial performance, operations, and cash flows. We are heavily reliant on a limited supplier base, with our top ten suppliers contributing 89.22%, 98.47%, 98.29% and 91.09% of our total purchases for the period ended December 31, 2025 and for the Financial Years ended March 31, 2025, 2024 and 2023, respectively. This high concentration exposes us to significant risks relating to availability, pricing, quality, and continuity of supply.(Operational)

A significant portion of our revenue is derived from a limited number of clients. For the period ended December 31, 2025 and The Financial Years ended March 31, 2025, March 31, 2024, and March 31, 2023, revenue from our top ten clients constituted 79.72%, 79.21%, 85.04% and 71.10%, of our total revenue from operations, respectively. This reliance on a relatively small group of clients exposes us to client concentration risk. The loss of one or more of these clients, a reduction in the volume of business they conduct with us, or adverse changes in their procurement strategy could materially and adversely affect our revenues and profitability.(Commercial)

Certain delays, discrepancies and Omissions have been detected in our statutory records, as well as in records related to the submission of returns to the concerned Registrar of Companies. In the past, there have been some instances of delays, discrepancies and Omissions in our statutory records, as well as in records related to the submission of returns to the concerned Registrar of Companies which includes inadvertently filed incorrect information in the forms filed with the Registrar of Companies. While our Company has taken corrective measures, there can be no assurance that such lapses will not occur in the future. Any such non-compliance may invite monetary penalties, additional fees or punitive action by regulatory authorities against our Company or its Directors/Officers.(Compliance)

Our cash flows may be strained due to the burden of repayment obligations and interest costs, particularly in the event of delayed client payments, operational inefficiencies, or macroeconomic disruptions. Additionally, any downgrade in our creditworthiness or default history may restrict our ability to refinance or raise future debt on favourable terms, thereby limiting our financial flexibility and capacity for expansion. In the event of liquidity issues, an increase in interest rates, or withdrawal of sanctioned credit facilities, our ability to meet working capital needs, service obligations, and fulfil contractual commitments may be adversely impacted.(Financial)

Any disruption in the supply chain arising from delays in production, logistics constraints, geopolitical developments, or other external factors could adversely impact our ability to fulfil client requirements, resulting in delays, loss of revenue, and deterioration of client relationships. Further, if any of our key suppliers face financial stress, default on contractual obligations, or fail to adhere to required quality and performance standards, we may be compelled to procure from alternate suppliers on less favourable terms, at higher costs, or with delays in delivery. Such circumstances could increase our procurement costs, impair timely deployment of equipment, and negatively impact our margins.(Operational)

Factors such as shifts in client preference, increased competition, changes in outsourcing policies, pricing pressure, contract non-renewals, or internal restructuring at the client level could result in a significant reduction or cessation of business from these key clients. While we strive to maintain long-standing relationships and deliver quality services to retain our major clients, there can be no assurance that we will continue to receive business from them at current levels, or that we will be able to diversify our client base effectively. A failure to do so could result in volatility in our revenue streams and have a material adverse effect on our business, financial condition, cash flows, and results of operations.(Commercial)

Any punitive action may impair our corporate standing and credibility with regulators, investors, banks, customers and other stakeholders. For our present shareholders, such penalties could impact returns on investment, and for prospective shareholders, they may create uncertainty regarding the robustness of our compliance framework. Consequently, such events could materially and adversely affect our business operations, financial condition, results of operations, reputation, and the interests of our shareholders.(Compliance)