 

(iv)

In the event the (1) sale of Investor Securities is not consummated within the time
period specified above for any reason whatsoever; or (2) Third Party purchaser has
not been able to provide an exit to Exiting Investors with respect to all Securities
held by them, the right of the Investors under this Article 76 (i) to (iv) shall continue
to subsist until the QIPO Date.

 

79.

@

(i)

(iii)

(iv)

In the event the Company proposes to raise additional funds through a Fresh Issue
at any time until the Investors are provided complete exit from the Company, the
Company shall provide a written notice to the Investors indicating the amount of
capital proposed to be raised by the Company (“Amount”), the terms of issuance,
the price per Security payable by the Future Investor(s) for the subscription of New
Securities and the indicative timeframe within which such Fresh Issue will be
undertaken (“Fresh Issue Intimation”). Within 14 (fourteen) Business Days of the
receipt of the Fresh Issue Intimation (“Decision Period”), each Investor may by
written notice to the Company and the Key Promoter communicate its willingness
to participate in the Fresh Issue by way of sale of any or all of the Securities held
by such Investors to the Future Investor(s) (“Fresh Issue Participation Notice”).

If the Company receives a Fresh Issue Participation Notice from one or more
Investors, the Company shall determine the total number of Investor Securities
proposed to be sold by such Investors in the Fresh Issue (“Acquisition Securities”)
and endeavour to raise funds in excess of the Amount in order to provide an exit to
the Investors who have provided the Fresh Issue Participation Notices. Within a
period of 21 (twenty one) Business Days from the expiry of the Decision Period,
the Company shall provide a written notice to the Investors who delivered the Fresh
Issue Participation Notices (“Acquisition Notice”) setting out particulars of the
Future Investor(s) (“Acquiring Investor”) who is proposing to invest in the Fresh
Issue (through subscription of New Securities) and is willing to acquire the
Acquisition Securities, the number of Securities that the Acquiring Investor intends
to acquire and the price per Security payable by the Acquiring Investor (which shall
not be less than the price of issuance of New Securities as specified in the Fresh
Issue Participation Notice) (“Acquisition Price”). It is clarified that if the
Company is unable to raise funds in excess of the Amount, it shall be entitled to
proceed with the Fresh Issue for the Amount. None of the Investors who are selling
the Acquisition Securities shall be required to provide any representations in
relation to the business of the Company.

Within 30 (thirty) Business Days from the receipt of the Acquisition Notice, the
Company and the Key Promoter shall endeavour to consummate the acquisition of
Acquisition Securities by the Acquiring Investor(s) on the same terms as mentioned
in the Fresh Issue Participation Notice and the Acquisition Price. If the number of
Acquisition Securities exceeds the number of Securities that the Acquiring Investor
intends to acquire (as set forth in the Secondary Sale Notice), the Acquiring
Investor(s) shall acquire such number of Acquisition Securities pro-rata to their
shareholding percentage on the basis of the Equity Shares actually held by each
Investor. Notwithstanding anything contained herein, the Company shall endeavor
that the sale of Acquisition Securities to the Acquiring Investor and the issuance of
New Securities to the Future Investor(s) take place simultaneously.

If none of the Investors provide the Fresh Issue Participation Notice within the time
period specified above, then the Company may, subject to the rights of Investors
set forth in these Articles, proceed with the issuance of New Securities to the Future
Investor(s) at the price and terms mentioned in the Fresh Issue Intimation.

The provisions of this Article shall apply with respect to every Fresh Issue proposed
to be undertaken by the Company at any time until the Investors are provided
complete exit from the Company.

Secondary Sale
during a Fresh Issue

 

Exit through QIPO

 

 

80.

 

The Company and the Key Promoter shall endeavour to cause a QIPO of the Company on
or before December 31, 2020, which may be extended by a further period of 90 (ninety)
days or such date as may be required under the RBI Approvals(“QIPO Date”). If a QIPO is

 

QIPO Date

 

427

 
