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Annexure XIV Continued… - Edelweiss

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AGREEMENT ENTERED INTO BETWEEN THE BANKERS TO THE ISSUE AND THE<br />

ISSUER SPECIFICALLY CONTAINS THIS CONDITION. – NOTED FOR COMPLIANCE<br />

(12) WE CERTIFY THAT A DISCLOSURE HAS BEEN MADE IN THE DRAFT RED HERRING<br />

PROSPECTUS THAT THE INVESTORS SHALL BE GIVEN AN OPTION TO GET THE<br />

SHARES IN DEMAT OR PHYSICAL MODE. - NOT APPLICABLE<br />

(13) WE CERTIFY THAT ALL THE APPLICABLE DISCLOSURES MANDATED IN THE<br />

SECURITIES AND EXCHANGE BOARD OF INDIA (ISSUE OF CAPITAL AND<br />

DISCLOSURE REQUIREMENTS) REGULATIONS, 2009 HAVE BEEN MADE IN ADDITION<br />

TO DISCLOSURES WHICH, IN OUR VIEW, ARE FAIR AND ADEQUATE TO ENABLE<br />

THE INVESTOR TO MAKE A WELL INFORMED DECISION.<br />

(14) WE CERTIFY THAT THE FOLLOWING DISCLOSURES HAVE BEEN MADE IN THE<br />

DRAFT RED HERRING PROSPECTUS:<br />

(a)<br />

(b)<br />

AN UNDERTAKING FROM THE ISSUER THAT AT ANY GIVEN TIME, THERE<br />

SHALL BE ONLY ONE DENOMINATION FOR THE EQUITY SHARES OF THE<br />

ISSUER AND<br />

AN UNDERTAKING FROM THE ISSUER THAT IT SHALL COMPLY WITH SUCH<br />

DISCLOSURE AND ACCOUNTING NORMS SPECIFIED BY SEBI FROM TIME TO<br />

TIME.<br />

(15) WE UNDERTAKE TO COMPLY WITH THE REGULATIONS PERTAINING TO<br />

ADVERTISEMENT IN TERMS OF THE SECURITIES AND EXCHANGE BOARD OF INDIA<br />

(ISSUE OF CAPITAL AND DISCLOSURE REQUIREMENTS) REGULATIONS, 2009 WHILE<br />

MAKING THE ISSUE.<br />

(16) WE ENCLOSE A NOTE EXPLAINING HOW THE PROCESS OF DUE DILIGENCE HAS<br />

BEEN EXERCISED BY US IN VIEW OF THE NATURE OF CURRENT BUSINESS<br />

BACKGROUND OR THE ISSUER, SITUATION AT WHICH THE PROPOSED BUSINESS<br />

STANDS, THE RISK FACTORS, PROMOTERS EXPERIENCE, ETC.<br />

(17) WE ENCLOSE A CHECKLIST CONFIRMING REGULATION-WISE COMPLIANCE WITH<br />

THE APPLICABLE PROVISIONS OF THE SECURITIES AND EXCHANGE BOARD OF<br />

INDIA (ISSUE OF CAPITAL AND DISCLOSURE REQUIREMENTS) REGULATIONS, 2009,<br />

CONTAINING DETAILS SUCH AS THE REGULATION NUMBER, ITS TEXT, THE<br />

STATUS OF COMPLIANCE, PAGE NUMBER OF THE DRAFT RED HERRING<br />

PROSPECTUS WHERE THE REGULATION HAS BEEN COMPLIED WITH AND OUR<br />

COMMENTS, IF ANY.<br />

THE FILING OF THE DRAFT RED HERRING PROSPECTUS DOES NOT, HOWEVER, ABSOLVE<br />

THE COMPANY FROM ANY LIABILITIES UNDER SECTION 63 OR SECTION 68 OF THE<br />

COMPANIES ACT OR FROM THE REQUIREMENT OF OBTAINING SUCH STATUTORY OR<br />

OTHER CLEARANCES AS MAY BE REQUIRED FOR THE PURPOSE OF THE PROPOSED<br />

ISSUE. SEBI, FURTHER RESERVES THE RIGHT TO TAKE UP AT ANY POINT OF TIME, WITH<br />

THE MANAGERS, ANY IRREGULARITIES OR LAPSES IN THE DRAFT RED HERRING<br />

PROSPECTUS.<br />

All legal requirements pertaining to the Issue will be complied with at the time of filing of the Red<br />

Herring Prospectus with the Registrar Of Companies, N. C. T. of Delhi & Haryana, in terms of Section<br />

56, Section 60 and Section 60B of the Companies Act. All legal requirements pertaining to this Issue<br />

shall be complied with at the time of registration of the Prospectus with the RoC in terms of Section 56,<br />

60 and 60B of the Companies Act.<br />

Disclaimer from the Company, the Selling Shareholders and the Managers<br />

Our Company and the Managers accept no responsibility for statements made otherwise than those contained<br />

in this Draft Red Herring Prospectus or in any advertisements or any other material issued by or at our<br />

Company’s instance and anyone placing reliance on any other source of information, including our Company’s<br />

384

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