issue and distribution, among the holders of the shares of the Company or any of them, in accordance
with their respective rights and interests and in proportion to the amounts paid or credited as paid up
thereon, of paid-up shares, debentures, debenture-stock bonds or other obligations of the Company, or
(2) by crediting any shares of the Company which may have been issued and are not fully paid up, in
proportion to the amounts paid or credited as paid up thereon respectively, with the whole or any part of
the same.

For the purposes above set out the Company may, subject to the provisions contained in section 63,
apply: (i) its free reserves, (ii) the Securities Premium Account subject to the provisions of Section 52(2)
of the said Act; (iii) the Capital Redemption Reserve Fund subject to the provisions of Section 55(4) of
the said Act; and (iv) such other reserves or account as may be applied for issue of bonus shares.

Reduction of Share Capital

8.

Subject to the provisions of Section 66 of the Act, the Company may by a Special Resolution reduce its
capital in any way and in particular may:-

(a) extinguish or reduce the liability on any of its shares in respect of the share capital not paid up;

(b) either with or without extinguishing or reducing the liability on any of its shares, cancel any
paid up Share Capital which is lost or is unrepresented by available assets; or

( either with or without extinguishing or reducing the liability on any of its shares, pay any paid
up Share Capital which is in excess of the wants of the Company,

and may, if and so far as is necessary alter its memorandum of association by reducing the amount of its
share capital and of its shares accordingly.

Ownership and Share Retention

9.

(a) SR and KG shall jointly maintain a direct aggregate voting and economic interest (which interest
shall include the right to vote and the right to receive a proportionate share of dividends, profits,
liquidation proceeds, and other similar amounts distributed by the Company) in: (i) the
Company equal to at least 55% (fifty five per cent) of the Share Capital (“Sponsors
Threshold”), of which SR shall, subject to the provisions of these Articles, maintain, at all
times, a direct aggregate voting and economic interest (which interest shall include the right to
vote and the right to receive a proportionate share of dividends, profits, liquidation proceeds,
and other similar amounts distributed by the Company) in the Company equal to at least 51%
(fifty one per cent) of the Share Capital (“SR Threshold”). The Sponsors Threshold shall be
deemed to be 65% (sixty five per cent) of the Share Capital if SM is deemed to be a Sponsor in
terms of the Shareholders Agreement; provided however that if the shareholding of SM in the
Company falls below 15% (fifteen per cent) of the Share Capital, the Sponsors Threshold shall
also fall by such amount, subject to Sponsors Threshold being maintained. The Sponsors and
SM shall maintain all their shareholding and interests in the Company, free of all Encumbrances
or rights of Third Parties (other than as set out in these Articles). The Sponsors and SM shall
not, save and except Permitted Transfers as per Article 10 (Permitted Transfers) below, Transfer
any of their shareholding in the Company, without the prior written consent of the Investors. It
is clarified that the Investors shall have the discretion to grant or withhold consent in respect of
any such Transfer. In the event the Investors grant consent for any such Transfer, the Sponsors
and/or SM shall adhere to the terms and conditions imposed by the Investors (including without
limitation the Investors’ right to tag along the Equity Shares held by them) at the time of granting
such consent.

(b) Subject to the provisions of Article 9 (a) above and Article 13 (Restricted Transfers), if a
Sponsor or SM wishes to Transfer any Equity Shares or any Share Equivalents to a Person that
is not already a Shareholder, it shall require as a condition of the Transfer that such transferee
executes an Accession Instrument confirming that it shall be bound by these Articles as a
Sponsor in respect of the shares in the Company and/or Share Equivalents Transferred to that
transferee.

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