of the SEBI ICDR Regulations with respect to monetary assets not more than 50% of the net tangible assets, calculated on a restated and
consolidated basis, in each of the preceding three full financial years ended March 31, 2021, March 31, 2020 and March 31, 2019 is not
applicable.

* Net tangible assets, restated and consolidated, mean the sum of all net assets of the Issuer and excluding intangible assets, each on restated
basis and as defined in Indian Accountant Standard 38.

“*Restated and consolidated Operating profit has been calculated as restated and consolidated net profit before tax excluding other income
and finance cost, each on a restated and consolidated basis.

“Restated and consolidated net worth has been defined as the aggregate of share capital and other equity (including Employee stock
options reserve) on restated basis.

 

 

 

 

 

 

(2 in million)
Financial Year
Particulars
2021 2020 2019
Equity share capital 1,185.81 1,185.81 1,185.81
Other equity 4,400.81 3,803.74 3,063.53,
Net Worth*** 5,586.62 4,989.55, 4,249.34

 

 

 

 

# Restated and consolidated Monetary assets = Cash on hand + balance with bank in current accounts + deposit due to be matured within
twelve months of the reporting date + Deposits with maturity of more than 12 months + Deposits and balances other than above, on restated
basis.

We are currently eligible to undertake the Offer as per Rule 19(2)(b) of the SCRR read with Regulations 6(1) of
the SEBI ICDR Regulations.

Further, in accordance with Regulation 49(1) of the SEBI ICDR Regulations, our Company and each of the
Selling Shareholders shall ensure that the number of prospective Allottees to whom the Equity Shares will be
Allotted shall not be less than 1,000, failing which the entire application monies shall be refunded forthwith. In
case of delay, if any, in refund within such timeline as prescribed under applicable laws, our Company shall be
liable to pay interest on the application money in accordance with applicable laws. None of the Selling
Shareholders shall be liable to reimburse our Company for any interest paid by it on behalf of the Selling
Shareholders on account of any delay with respect to Allotment of the respective portion of the respective
Equity Shares offered by such Selling Shareholder in the Offer, or otherwise, unless such delay is solely
accountable to such Selling Shareholder.

Our Company is in compliance with conditions specified in Regulations 5 and 7(1) of the SEBI ICDR
Regulations to the extent applicable and will ensure compliance with Regulation 7(2) of the SEBI ICDR
Regulations.

Disclaimer Clause of the SEBI

IT IS TO BE DISTINCTLY UNDERSTOOD THAT SUBMISSION OF THE DRAFT RED HERRING
PROSPECTUS TO SEBI SHOULD NOT, IN ANY WAY, BE DEEMED OR CONSTRUED TO MEAN
THAT THE SAME HAS BEEN CLEARED OR APPROVED BY SEBI. SEBI DOES NOT TAKE ANY
RESPONSIBILITY EITHER FOR THE FINANCIAL SOUNDNESS OF ANY SCHEME OR THE
PROJECT FOR WHICH THE OFFER IS PROPOSED TO BE MADE OR FOR THE CORRECTNESS
OF THE STATEMENTS MADE OR OPINIONS EXPRESSED IN THE DRAFT RED HERRING
PROSPECTUS. THE BRLMS, BEING ICICI SECURITIES LIMITED, HDFC BANK LIMITED AND
JM FINANCIAL LIMITED HAVE CERTIFIED THAT THE DISCLOSURES MADE IN THE DRAFT
RED HERRING PROSPECTUS ARE GENERALLY ADEQUATE AND ARE IN CONFORMITY
WITH THE SEBI ICDR REGULATIONS. THIS REQUIREMENT IS TO FACILITATE INVESTORS
TO TAKE AN INFORMED DECISION FOR MAKING AN INVESTMENT IN THE PROPOSED
OFFER.

IT SHOULD ALSO BE CLEARLY UNDERSTOOD THAT WHILE THE COMPANY IS PRIMARILY
RESPONSIBLE FOR THE CORRECTNESS, ADEQUACY AND DISCLOSURE OF ALL RELEVANT
INFORMATION IN THE DRAFT RED HERRING PROSPECTUS, THE BRLMS ARE EXPECTED
TO EXERCISE DUE DILIGENCE TO ENSURE THAT THE COMPANY DISCHARGES ITS
RESPONSIBILITY ADEQUATELY IN THIS BEHALF AND TOWARDS THIS PURPOSE, THE
BRLMS, BEING ICICI SECURITIES LIMITED, HDFC BANK LIMITED AND JM FINANCIAL
LIMITED, HAVE FURNISHED TO SEBI, A DUE DILIGENCE CERTIFICATE DATED AUGUST 18,
2021 IN THE FORMAT PRESCRIBED UNDER SCHEDULE V(A) OF SEBI ICDR REGULATIONS.

390

 
