intimation to the lender. An indicative list of such restrictive covenants is disclosed below.

@

(ii)
(iii)

(iv)
(vy)
(vi)

(vii)
(viii)

(ix)

lender’s unconditional right to revise or cancel the terms of the facility (including the credit
limits, rates of interest, pre-payment charges and repayment schedule) at its sole discretion,
without notice and without assigning reasons;

lender’s right to accelerate payments, recall the amount under the facility or cancel the
undrawn portion of the sanctioned amount;

lender’s absolute right to settle any indebtedness owed by our Company or our Subsidiaries,
as applicable, by adjusting balance of any account of the Company our Subsidiaries, as
applicable, without prior notice;

lender’s right to appoint a nominee director on the board of the Company or our Subsidiaries,
as applicable;

lender’s right to seek certain amendments to the constitutional documents of the Company or
our Subsidiaries, as applicable;

lender’s right to seek conversion of debt into equity upon default;

restriction on assignment of our Company’s or our Subsidiaries’ obligations, as applicable,
under the facility documents;

restriction on entering into transactions to sell, transfer, lease or otherwise dispose of any of
our Company’s assets over and above 5% of the total book value of the assets;

restriction on undertaking certain corporate actions except with the prior approval of, or
intimation to, as applicable, the lender, including:

. effecting any change in our capital structure;

. amendments to the memorandum and articles of association of the Company or our
Subsidiaries, as applicable,;

. undertaking guarantee obligations on behalf of any third party;

. formulating any scheme of amalgamation or reconstruction;

. change in the constitution of the Company or our Subsidiaries, as applicable,
including shareholding pattern, ownership, controlling interest and control;

. change in the management of the Company or our Subsidiaries, as applicable,

including changes in the composition of the board of directors and the key
managerial personnel of the Company or our Subsidiaries, as applicable;
. investment by way of share capital or extending loans or advances or placing
deposits with any other entity (excluding our group companies and associate
companies);
declaration of dividend except out of profits relating to the financial year;
carrying out any change of business;
making any pre-payment of principal amounts due under the facilities;
undertake any buyback of Equity Shares; and
sell any of our Company’s assets / investments which may have a material adverse
effect.

Consequences of Events of Default: Upon the occurrence of certain events or otherwise, certain
lenders to our Company and our Subsidiaries, as applicable, have the right to:

(i)

(ii)
(iii)

(iv)
(vy)

(vi)

(vii)

convert the whole or part of the outstanding amount of the facility into fully paid-up Equity
Shares of our Company or our Subsidiaries, as applicable, at a conversion price to be
determined in accordance with applicable laws;

appoint nominee directors;

review/revoke the sanction of the loan and in case the loan has already been disbursed, to
withhold disbursement of the balance loan amount and to recall the loan already advanced in
certain circumstances;

impose penal/default interest;

accelerate the facility and declare all amounts payable by our Company or our Subsidiaries, as
applicable, in respect of the facility to be due and payable immediately or otherwise payable
on demand;

enforce the security; and

invoke the personal guarantees given by our Promoter.

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