61.

62.

63.

64.

. a change in research analysts’ recommendations;

« market conditions specific to the industry we operate in;

announcements by us or our competitors of new products, significant acquisitions, strategic
alliances, joint operations or capital commitments;

« announcements by third parties or governmental entities of significant claims or proceedings
against us;

« new laws and governmental regulations or changes in laws and governmental regulations applicable
to our industry;

« additions or departures of Key Management Personnel; and

« general economic and stock market conditions.

Changes in relation to any of the factors listed above could affect the price of the Equity Shares.

The Offer Price of the Equity Shares may not be indicative of the market price of the Equity Shares
after the Offer.

The Offer Price of the Equity Shares has been determined by our Company and the Promoter Selling
Shareholder in consultation with the BRLMs, and through the Book Building Process. This price is based
on numerous factors, as described under “Basis for Offer Price” on page 108 and may not be indicative
of the market price for the Equity Shares after the Offer. The market price of the Equity Shares could be
subject to significant fluctuations after the Offer, and may decline below the Offer Price. We cannot
assure you that you will be able to resell your Equity Shares at or above the Offer Price. Further, certain
of the BRLMs have previously handled issues wherein the market price of the issued shares declined
below the issue price of the shares within 30 days of their listing and in certain cases continued to trade at
a price lower than their listing price on the 180" day from listing. For further price information on the
past issues handled by the BRLMs, see “Other Regulatory and Statutory Disclosures” on page 388.

Fluctuations in the exchange rate between the Indian Rupee and foreign currencies may have an
adverse effect on the value of the Equity Shares, independent of our operating results.

On listing, the Equity Shares will be quoted in Indian Rupees on the Stock Exchanges. Any dividends in
respect of the Equity Shares will also be paid in Indian Rupees and subsequently converted into the
relevant foreign currency for repatriation, if required. Any adverse movement in currency exchange rates
during the time that it takes to undertake such conversion may reduce the net dividend to foreign
investors. In addition, any adverse movement in currency exchange rates during a delay in repatriating
outside India the proceeds from a sale of Equity Shares, for example, because of a delay in regulatory
approvals that may be required for the sale of Equity Shares, may reduce the proceeds received by equity
shareholders. For example, the exchange rate between the Rupee and the U.S. dollar has fluctuated in
recent years and may continue to fluctuate substantially in the future, which may have an adverse effect
on the returns on the Equity Shares, independent of our operating results.

Holders of Equity Shares may be restricted in their ability to exercise pre-emptive rights under Indian
law and thereby suffer future dilution of their ownership position.

Under the Companies Act, a company having share capital and incorporated in India must offer its
existing equity shareholders pre-emptive rights to subscribe and pay for a proportionate number of equity
shares to maintain their existing ownership percentages prior to issuance of any new equity shares, unless
the pre-emptive rights have been waived by the adoption of a special resolution by holders of three-
fourths of the Equity Shares voting on such resolution.

However, if the law of the jurisdiction that you are in does not permit the exercise of such pre-emptive
rights without our filing an offering document or registration statement with the applicable authority in
such jurisdiction, you will be unable to exercise such pre-emptive rights, unless we make such a filing. If
we elect not to file a registration statement, the new securities may be issued to a custodian, who may sell
the securities for your benefit. The value such custodian receives on the sale of any such securities and
the related transaction costs cannot be predicted. To the extent that you are unable to exercise pre-
emptive rights granted in respect of the Equity Shares, your proportional interests in our Company would
be diluted.

Under Indian law, foreign investors are subject to investment restrictions that limit our ability to
attract foreign investors, which may adversely affect the trading price of the Equity Shares.

Under foreign exchange regulations currently in force in India, transfer of shares between non-residents

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