Annexure XIV Continued… - Edelweiss

Bids by Non Residents including Eligible NRIs, FIIs registered with SEBI, VCFs and FVCI
There is no reservation in the Issue for Eligible NRIs or FIIs, VCFs or FVCIs registered with SEBI. Eligible
NRIs and FIIs, VCFs or FVCIs registered with SEBI will be treated on the same basis as other categories for
the purpose of allocation. In accordance with the FEMA and the regulations framed thereunder, OCBs cannot
Bid in the Issue.
Bids by Eligible NRIs
Bid cum Application Form shall be made available for Eligible NRIs at our Registered Office and Corporate
Office and with the members of the Syndicate. Only Bids accompanied by payment in Indian Rupees or freely
convertible foreign exchange will be considered for Allotment. Eligible NRIs intending to make payment
through freely convertible foreign exchange and Bidding on a repatriation basis could make payments through
Indian Rupee drafts purchased abroad or cheques or bank drafts or by debits to their Non-Resident External
(“NRE”) or Foreign Currency Non-Resident (“FCNR”) accounts, maintained with banks authorized by the
RBI to deal in foreign exchange. Eligible NRIs Bidding on a repatriation basis are advised to use the Bid cum
Application Form meant for Non-Residents , accompanied by a bank certificate confirming that the payment
has been made by debiting to the NRE or FCNR account, as the case may be. Payment for Bids by nonresident
Bidder Bidding on a repatriation basis will not be accepted out of Non-Resident Ordinary (“NRO”)
accounts.
Bids by FIIs
Under the extant law, the total holding by a single FII or a Sub-Account cannot exceed 10% of the post-Issue
paid-up equity share capital of our Company and the total holdings of all FIIs and sub-accounts cannot exceed
24% of the post-Issue paid-up equity share capital of our Company. The said 24% limit can be increased up to
the applicable sectoral cap by passing a resolution by the Board followed by passing a special resolution to that
effect by the shareholders of our Company. Our Company has not obtained board or shareholders approval to
increase the FII limit to more than 24%. Thus as of now, the aggregate FII holding in our Company cannot
exceed 24% of the total issued and paid-up equity share capital of our Company.
Subject to compliance with all applicable Indian laws, rules, regulations guidelines and approvals in terms of
Regulation 15A(1) of the FII Regulations, an FII or its Sub-Account may issue, deal or hold, offshore
derivative instruments (as defined under the FII Regulations as any instrument, by whatever name called,
which is issued overseas by a foreign institutional investor against securities held by it that are listed or
proposed to be listed on any recognised stock exchange in India, as its underlying) directly or indirectly, only
in the event (i) such offshore derivative instruments are issued only to persons who are regulated by an
appropriate foreign regulatory authority; and (ii) such offshore derivative instruments are issued after
compliance with ‘know your client’ norms. The FII or Sub-Account is also required to ensure that no further
issue or transfer of any offshore derivative instrument is made by or on behalf of it to any persons that are not
regulated by an appropriate foreign regulatory authority as defined under the FII Regulations. Associates and
affiliates of the Underwriters, including the Managers that are FIIs, may issue offshore derivative instruments
against Equity Shares Allotted to them. Any such offshore derivative instrument does not constitute any
obligation or claim on or interest in our Company.
Bids by VCFs and FVCIs
The Securities and Exchange Board of India (Venture Capital Funds) Regulations, 1996 and the Securities and
Exchange Board of India (Foreign Venture Capital Investor) Regulations, 2000, each, as amended, prescribe
investment restrictions on VCFs and FVCIs, respectively, registered with SEBI. Accordingly, the holding in
any company by any individual VCF or FVCI registered with SEBI should not exceed 25% of the corpus of
the VCF or FVCI. However, VCFs or FVCIs may invest not over 33.33% of their respective investible funds
in various prescribed instruments, including in public offerings.
Further, according to the ICDR Regulations, the shareholding of VCFs and FVCIs held in a company prior to
making an initial public offering would be exempt from lock-in requirements only if the shares have been held
by them for at least one year prior to the time of filing the draft red herring prospectus with SEBI.
Bids by limited liability partnerships
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