Eligibility for the Offer

Our Company confirms that it is not ineligible to make the Offer in terms of Regulation 5 of the SEBI ICDR
Regulations, to the extent applicable. The details of our compliance with Regulation 5 of the SEBI ICDR
Regulations are as follows:

(a) Neither our Company nor our Promoter, members of our Promoter Group, our Directors or any of the
Selling Shareholders is debarred from accessing the capital markets by SEBI;

(b) Neither our Promoter nor our Directors is a promoter or director of any other company which is debarred
from accessing the capital markets by SEBI;

( Neither our Company nor our Promoter or our Directors is a Wilful Defaulter;
(d) Neither our Promoter nor any of our Directors is a fugitive economic offender;
(e) There are no outstanding warrants, options or rights to convert debentures, loans or other instruments

convertible into, or which would entitle any person any option to receive Equity Shares, as on the date
of this Prospectus.

Our Company is eligible for the Offer in accordance with the Regulation 6(1) of the SEBI ICDR Regulations, and
is in compliance with the conditions specified therein in the following manner:

(a) Our Company has had net tangible assets of at least = 30 million, calculated on a restated and consolidated
basis, in each of the preceding three full years (of 12 months each), of which not more than 50 % are
held in monetary assets;

(b) Our Company has an average operating profit of at least = 150 million, calculated on a restated and
consolidated basis, during the preceding three years (of 12 months each), with operating profit in each
of these preceding three years;

( Our Company has a net worth of at least = 10 million in each of the preceding three full years (of 12
months each), calculated on a restated and consolidated basis; and

(d) Our Company has not changed its name in the last one year.
Our Company’s net tangible assets, monetary assets, monetary assets as a percentage of the net tangible assets,
operating profits and net worth, derived from the Restated Financial Information included in this Prospectus as at,

and for the last three Fiscals 2020, 2019 and 2018 are set forth below:

(in million except as indicated)

 

 

Particulars Fiscal 2020 Fiscal 2019 Fiscal 2018

Net tangible assets ” 7,453.58 7,044.43 6,136.67
Monetary assets?) 716.42 265.81 486.77
Monetary assets as a percentage of net tangible 9.61% 3.77% 7.93%
assets (%)

Operating profit® 2,029.71 2,668.96 1,446.97
Net worth 6,634.75 6,278.36 5,412.34

Notes:

(1) Net tangible assets means the sum of all net assets of our Company, excluding intangible assets as defined in Ind AS 38.
(2). Monetary assets comprises cash and bank balances.

(3) Operating profit has been defined as the profit before tax after adjusting other income, loss on sale of investment, lease rentals written
off, interest income written off and finance costs.

(4) Net worth means the aggregate value of the paid-up share capital and all reserves created out of the profits and securities premium
account and debit or credit balance of profit and loss account, after deducting the aggregate value of the accumulated losses, deferred
expenditure and miscellaneous expenditure not written off, but does not include reserves created out of revaluation of assets, write-back
of depreciation and amalgamation.

Our Company has operating profit in each of the Fiscals 2020, 2019 and 2018 as per the Restated Financial
Information. Our average operating profit for Fiscals 2020, 2019 and 2018 is % 2,048.55 million.

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