 

Gi)

(iii)

(iv)

(vy)

to exercise the Sale Right and shall intimate the Company in writing within 20
(twenty) Business Days of receipt of Sale Right Trigger Notice if they wish to
exercise their respective Sale Rights.

Within 30 (thirty) Business Days from the receipt of the Sale Right Trigger Notice,
the Company and the Key Promoter shall procure a bonafide Third Party purchaser
for those Investors who have chosen to exercise their Sale Right, and provide a
written notice (“Sale Notice”) to all Investors setting forth the particulars of the
purchaser, the number of Securities proposed to be purchased by the purchaser and
other key terms of the sale.

Within a period of 14 (fourteen) Business Days from the receipt of Sale Notice
(“Sale Acceptance Period”), each Investor wishing to exercise its Sale Right
(“Selling Investor”) may by written notice (“Exercise Notice”) to the Company
and the Purchaser communicate its willingness to sell all or any Securities held by
it to the purchaser on the terms contained in the Sale Notice. The Company and the
Key Promoter shall take all steps (including obtaining Authorizations, providing
the proposed purchaser access to the records of the Company and other assistance
and co-operate for conducting a legal diligence and executing such documents as
necessary to effect the proposed transfer, including by providing such reasonable
representations as may be requested by the Exiting Investors, if any) required to
complete the sale of Securities from the Selling Investor(s) to the Purchaser within
a period of 7 (seven) Business Days from the expiry of the Sale Acceptance Period
on terms specified in the Sale Notice and at the Determined Price determined by
an Independent Valuer appointed by the Selling Investors jointly subject to
compliance with the pricing requirements under Applicable Laws. In the event the
total number of Securities proposed to be sold by the Investors who have provided
the Exercise Notice exceeds the number of Securities specified in the Sale Notice,
the Company and the Key Promoter shall ensure that the purchaser acquires
Securities from the Selling Investors pro-rata to their shareholding percentage on
the basis of Equity Shares actually held by such Selling Investors.

The Selling Investors shall not be required to make any representation or warranty
to the Third-Party buyer, other than the title to the Securities and Selling Investor’s
power and authority to undertake the proposed sale. The Company and the Key
Promoter shall provide business representations to the Third-Party buyer.

The Sale Right shall be exercisable by the Investors more than once at all times
from the QIPO Date until they are provided complete exit from the Company.

 

 

83.

 

If permitted by Applicable Law:

@

(i)

(iii)

In the event the Company and the Key Promoter fail to complete the QIPO on or
prior to the QIPO Date, and if the Company and the Key Promoter propose to raise
additional funds through a Fresh Issue at any time after the QIPO Date, the
Company and the Key Promoter shall provide a written notice to the Investors
setting out the particulars of the Fresh Issue including the amount proposed to be
raised through the Fresh Issue and the indicative timeframe for undertaking the
Fresh Issue (“Fresh Issue Notice”).

Within a period of 14 (fourteen) Business Days from the receipt of Fresh Issue
Notice (“Fresh Issue Exit Notice Period”) and without prejudice to the rights of
the Investors under these Articles, any Investor may by written notice (“Fresh
Issue Exit Notice”) require the Company and the Key Promoter to utilize 50%
(fifty per cent) of the proceeds of such Fresh Issue for the acquisition of the Investor
Securities at a Determined Price subject to compliance with the pricing
requirements under Applicable Laws. It is clarified that the remaining 50% (fifty
per cent) proceeds of the Fresh Issue shall be used by the Company to issue New
Securities to the Future Investor(s) participating in such Fresh Issue.

In the event more than one Investor has provided the Fresh Issue Exit Notice to the
Company and the Key Promoter, 50% (fifty per cent) proceeds from the Fresh Issue

 

Exit through Fresh
Issue

 

429

 
