Further, in order to facilitate the Offer in accordance with applicable laws, the Investors and the Company
have recorded certain waivers and acknowledgments in respect of the Offer to the extent provided in the
waiver letter dated March 29, 2018 read with supplementary letter to the waiver letter dated November
30, 2020 and the second supplementary letter to the waiver letter dated March 10, 2021 (the “Waiver
Letters”).

In terms of Part A of our Articles of Association (which will become effective from the date of listing of
our Equity Shares on the Stock Exchanges pursuant to this Offer), Part B of our Articles of Association
(which is applicable until the listing and commencement of trading of Equity Shares on the Stock
Exchanges pursuant to the Offer) and the terms of the Waiver Letters, each of the two Investors are
entitled to nominate one director each on our Board, so long as they individually hold at least 30.00% of
their respective equity shares subscribed to and held by each of IFC and Marina (originally subscribed
by SCPE) prior to the Offer pursuant to the respective share subscription agreements entered into by
them with our Company on a fully diluted basis taking into account equity shares arising from bonus,
split or sub-division of the equity shares (excluding any acquisition of equity shares by the Investors post
listing of the Equity Shares on the Stock Exchanges), subject to the approval by the members of our
Company through a special resolution at the first general meeting of our Company held post completion
of this Offer. To the extent of the SHA, the indemnity and miscellaneous provisions of the SHA will
survive post listing of the Equity Shares on Stock Exchanges. The other terms and conditions stipulated
in the SHA read with the Deed of Adherence will, ipso facto, automatically terminate upon the listing of
the Equity Shares on the Stock Exchanges pursuant to the Offer, without requiring any further action by
our Company or the Investors. For further information, see “Main Provisions of the Articles of
Association — Part A” on page 368.

Agreements with Key Managerial Personnel, Directors, Promoter or any other employees

There are no agreements entered into by Key Managerial Personnel, our Directors, our Promoter or any
other employee of our Company, either by them or on behalf of any other person, with any Shareholder
or any other third party with regard to compensation or profit sharing in connection with dealings in the
securities of our Company.

Guarantees provided by our Promoter

As of the date of this Prospectus, our Promoter has issued guarantees to third parties. These guarantees
are in the nature of personal guarantees and have been issued towards contractual obligations in terms of
the borrowing arrangements entered into by our Company with its lenders.

These guarantees are typically effective for a period the underlining loan is repaid by the respective
borrower. The financial implications in case of default by the relevant borrower would entitle the lenders
to invoke the personal guarantee given by our Promoter to the extent of outstanding loan amount. For
further information, see “Objects of the Offer” and “Financial Indebtedness” on pages 80 and 322,
respectively.

Key terms of other subsisting material agreements

Except as stated below, our Company has not entered into any other subsisting material agreements
including with strategic partners, joint venture partners, and/or financial partners other than in the
ordinary course of business of our Company:

Put option agreement dated July 3, 2012 amongst our Company, our Promoter, S. Murali, K.
Gomatheswaran and IFC (the “Put Option Agreement”), as amended

In terms of the Put Option Agreement, IFC has been granted an option to sell its equity shares to our
Promoter, S. Murali and K. Gomatheswaran, who are obligated to proportionately purchase such equity
shares from IFC in accordance with the terms set out in the Put Option Agreement. The right of IFC to
exercise the put option shall terminate in the event our Company, our Promoter, S. Murali and K.
Gomatheswaran provide an exit to IFC in terms of the Shareholders’ Agreement dated July 3, 2012, with
respect to 66,263 equity shares (equivalent to 1,325,260 Equity Shares) subscribed by IFC pursuant to a

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