35.

of default. Further, a few of our financing agreements require that any monies due and payable under a
specified ATM outsourcing and managed services contract be deposited in an escrow account created
with the relevant lender. Our future borrowings may also contain similar or additional restrictive
provisions. Although we have not had any past instances of default in making payment obligations in the
last three financial years, save for a moratorium for loans representing 4.8% of our total borrowings as of
March 31, 2021 which we availed of in response to the COVID-19 pandemic, if we fail to meet our debt
service obligations or covenants provided under the financing agreements in the future, the relevant
lenders could, inter-alia, impose penal and default interests, accelerate the maturity of our obligations
and declare all amounts payable in respect of the facility to be due and payable immediately or otherwise
on demand. See “— The Coronavirus Disease 2019 (COVID-19) pandemic has had and may continue to
have certain adverse effects on our business, operations, cash flows and financial condition. The
continuing impacts of Coronavirus Disease 2019 (COVID-19) are unpredictable and could be significant,
and the extent to which it or the effect of outbreaks of any other severe communicable disease may
continue to do so in the future is uncertain and cannot be predicted.” on page 25. We cannot assure you
that, in the event of any such acceleration, we will have sufficient resources to repay the borrowings. In
addition, we also have unsecured loans which may be recalled at any time at the option of such lenders.
Further, Novus SGP, one of our Subsidiaries, has taken certain need-based funding from Mr. Ricardos El
Khoury, a director and chief executive officer of Novus SGP, for its general corporate purposes which is
repayable on demand.

Certain of our financing arrangements contain cross default provisions which could automatically be
triggered by defaults under other financing arrangements. We may be forced to sell some or all of our
assets if we do not have sufficient funds or credit facilities to make repayments. Additionally, because
some of our borrowings are secured against all or a portion of our assets, lenders may be able to sell
those assets to enforce their claims for repayment. See “Financial Indebtedness” on page 315. Our failure
to meet our obligations under the debt financing agreements could have an adverse effect on our business,
results of operations, cash flows and financial condition.

The non-convertible debentures of our Company are listed on the National Stock Exchange of India
Limited and we are subject to rules and regulations with respect to such listed non-convertible
debentures. If we fail to comply with such rules and regulations, we may be subject to penal actions,
which may have an adverse effect on our business, results of operations, cash flows and financial
condition. Further, trading in our non-convertible debentures may be limited or sporadic, which may
affect our ability to raise debt financing in the future.

Our non-convertible debentures are listed on the debt segment of NSE. We are required to comply with
various applicable rules and regulations, including the Securities and Exchange Board of India (Issue and
Listing of Debt Securities) Regulations, 2008, as amended (the “Old Debt Securities Regulations”) and
Securities and Exchange Board of India (Issue and Listing of Non-Convertible Securities) Regulations,
2021 (the “NCS Regulations”). Pursuant to a recent amendment to the SEBI Listing Regulations,
entities that have listed non-convertible securities are now required to disclose financial results on a
quarterly basis, including assets and liabilities and cash flows. Our Company had sought an extension
until December 14, 2021 to file the quarterly and half-yearly results for the three and six months ended
September 30, 2021, respectively, from the SEBI by way of a letter dated November 9, 2021, which
request was not acceded to by the SEBI through its letter dated November 26, 2021, received by the
Company on December 10, 2021. Further, on December 10, 2021, the NSE imposed a penalty of
%206,500 (which along with the additional amounts due until the date on which the penalty was paid
aggregated to 252,000) on our Company for non-compliance with Regulations 52(1), 52(4) and 54(2) of
the SEBI Listing Regulations in connection with the quarterly and half-yearly financial results for the
quarter ended September 30, 2021. While our Company has now submitted the required quarterly and
half-yearly financial results, and paid the penalty imposed by the NSE, if we fail to comply in the future
with applicable rules and regulations, we may be subject to penal actions, including, without limitation,
restrictions on the further issuance of securities and freezing of transfers of securities, which may have an
adverse effect on our business, results of operations, cash flows and financial condition.

Trading in our non-convertible debentures has been limited and we cannot assure you that the non-
convertible debentures will be frequently traded on the NSE or that there will be a market for the non-
convertible debentures. Further, we cannot predict if and to what extent a secondary market may develop
for the non-convertible debentures, at what price the non-convertible debentures will trade in the
secondary market or whether such market will be liquid or illiquid.

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