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Annexure XIV Continued… - Edelweiss

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TERMS OF THE ISSUE<br />

The Equity Shares being issued and transferred are subject to the provisions of the Companies Act, our<br />

Memorandum and Articles, the terms of this Draft Red Herring Prospectus, the Red Herring Prospectus, the<br />

Prospectus, the Bid cum Application Form, the Revision Form, the CAN and other terms and conditions as<br />

may be incorporated in the allotment advices and other documents/certificates that may be executed in respect<br />

of the Issue. The Equity Shares shall also be subject to applicable laws, guidelines, notifications and<br />

regulations relating to the issue and transfer of capital and listing of securities issued from time to time by<br />

SEBI, the GoI, the Stock Exchanges, RBI, RoC, FIPB and/or other authorities, as in force on the date of the<br />

Issue and to the extent applicable.<br />

Ranking of Equity Shares<br />

The Equity Shares being issued shall be subject to the provisions of our Memorandum and Articles of<br />

Association and the Companies Act and shall rank pari passu with the existing Equity Shares of our Company<br />

including rights in respect of dividend. The Allottees in receipt of Equity Shares under this Issue will be<br />

entitled to dividends and / or any other corporate benefits, if any, declared by our Company after the date of<br />

allotment. For further details, please see "Main Provisions of our Articles of Association" on page 442 of this<br />

Draft Red Herring Prospectus.<br />

Offer for Sale<br />

The Issue includes an Offer for Sale by Pineridge and the Individual Selling Shareholders. For further details<br />

in relation to the Issue expenses including the Offer for Sale please see “Other Regulatory and Statutory<br />

Disclosures –Expenses of the Issue” on page 388 of this Draft Red Herring Prospectus.<br />

Mode of Payment of Dividend<br />

Our Company shall pay dividend to the shareholders of our Company as per the provisions of the Companies<br />

Act and listing agreement with the Stock Exchange.<br />

Face value and Issue Price<br />

The Equity Shares with a face value of ` 10 each shall be issued in terms of the Red Herring Prospectus at a<br />

price of ` [●] per Equity Share. The Anchor Investor Issue Price is ` [●] per Equity Share. At any given point<br />

of time, there shall be only one denomination for the Equity Shares of our Company, subject to applicable<br />

laws.<br />

The Floor Price of the Equity Shares is ` [●] per Equity Share and the Cap Price is ` [●] per Equity Share. The<br />

Price Band will be decided by our Company and Pineridge, in consultation with the Managers and the<br />

minimum Bid Lot will be decided by our Company in consultation with the Managers. These will be published<br />

by our Company at least two Working Days prior to the Issue Opening Date, in an English national daily<br />

newspaper and a Hindi national daily newspaper each with wide circulation.<br />

Compliance with ICDR Regulations<br />

Our Company shall comply with all disclosure and accounting norms as specified by SEBI from time to time.<br />

Rights of the Equity Shareholders<br />

Subject to applicable laws, rules, regulations and guidelines and the provisions of our Articles, the equity<br />

shareholders of our Company shall have the following rights:<br />

• right to receive dividend, if declared;<br />

• right to attend general meetings and exercise voting powers, unless prohibited by law;<br />

• right to vote on a poll either in person or by proxy;<br />

393

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