increased costs to our business, including increased costs of transportation, wages, raw materials and other
expenses relevant to our business.

High fluctuations in inflation rates may make it more difficult for us to accurately estimate or control our costs.
Any increase in inflation in India can increase our expenses, which we may not be able to adequately pass on to
our clients, whether entirely or in part, and may adversely affect our business and financial condition. In particular,
we might not be able to reduce our costs or increase the price of our products to pass the increase in costs on to
our clients. In such case, our business, results of operations, cash flows and financial condition may be adversely
affected.

Further, the Government of India has previously initiated economic measures to combat high inflation rates, and
it is unclear whether these measures will remain in effect. There can be no assurance that Indian inflation levels
will not worsen in the future.

56. Rights of shareholders under Indian laws may be more limited than under the laws of other jurisdictions.

Our Articles of Association, composition of our Board, Indian laws governing our corporate affairs, the validity
of corporate procedures, directors’ fiduciary duties and liabilities, and shareholders’ rights may differ from those
that would apply to a company in another jurisdiction. Shareholders’ rights including in relation to class actions.
under Indian law may not be as extensive as shareholders’ rights under the laws of other countries or jurisdictions.
Investors may have more difficulty in asserting their rights as shareholder in an Indian company than as
shareholder of a corporation in another jurisdiction.

 

57. A third party could be prevented from acquiring control of us post this Offer, because of anti-takeover
provisions under Indian law.

As a listed Indian entity, there are provisions in Indian law that may delay, deter or prevent a future takeover or
change in control of our Company. Under the Takeover Regulations, an acquirer has been defined as any person
who, directly or indirectly, acquires or agrees to acquire shares or voting rights or control over a company, whether
individually or acting in concert with others. Although these provisions have been formulated to ensure that
interests of investors/shareholders are protected, these provisions may also discourage a third party from
attempting to take control of our Company subsequent to completion of the Offer. Consequently, even if a
potential takeover of our Company would result in the purchase of the Equity Shares at a premium to their market
price or would otherwise be beneficial to our shareholders, such a takeover may not be attempted or consummated
because of Takeover Regulations.

58. Investors may not be able to enforce a judgment of a foreign court against us.

Our Company is a company incorporated under the laws of India. A majority of our Company’s Directors and
officers are residents of India and a substantial portion of our assets and such persons are located in India. As a
result, it may not be possible for investors to effect service of process upon our Company or such persons in
jurisdictions outside India, or to enforce judgments obtained against such parties outside India. Furthermore, it is
unlikely that an Indian court would enforce foreign judgments if that court was of the view that the amount of
damages awarded was excessive or inconsistent with public policy, or if judgments are in breach or contrary to
Indian law. In addition, a party seeking to enforce a foreign judgment in India is required to obtain approval from
the RBI to execute such a judgment or to repatriate outside India any amounts recovered.

Recognition and enforcement of foreign judgments is provided for under Section 13 and Section 44A of the Code
of Civil Procedure, 1908 (“CPC”). India has reciprocal recognition and enforcement of judgments in civil and
commercial matters with only a limited number of jurisdictions, such as the United Kingdom, Singapore and Hong
Kong. In order to be enforceable, a judgment from a jurisdiction with reciprocity must meet certain requirements
established in the Indian Code of Civil Procedure, 1908. The CPC only permits the enforcement and execution of
monetary decrees in the reciprocating jurisdiction, not being in the nature of any amounts payable in respect of
taxes, other charges, fines or penalties. Judgments or decrees from jurisdictions which do not have reciprocal
recognition with India, including the United States, cannot be enforced by proceedings in execution in India.
Therefore, a final judgment for the payment of money rendered by any court in a non-reciprocating territory for
civil liability, whether or not predicated solely upon the general laws of the non-reciprocating territory, would not
be directly enforceable in India. The party in whose favor a final foreign judgment in a non-reciprocating territory
is rendered may bring a fresh suit in a competent court in India based on the final judgment within three years of
obtaining such final judgment. However, it is unlikely that a court in India would award damages on the same

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