Offer Documents

Acknowledgement

IMPORTANT: You must read and agree with the terms and conditions of the following disclaimer before continuing.

THESE MATERIALS ARE NOT DIRECTED AT OR INTENDED TO BE ACCESSED BY PERSONS LOCATED OUTSIDE INDIA. THESE MATERIALS ARE BEING MADE AVAILABLE ON THIS WEBSITE TO COMPLY WITH SECURITIES AND EXCHANGE BOARD OF INDIA (ISSUE OF CAPITAL AND DISCLOSURE REQUIREMENTS) REGULATIONS, 2018, AS AMENDED.

Investors should read the Offering Document (as defined below) and seek professional advice before taking any action. Jefferies India Private Limited does not accept any liability whatsoever direct or indirect that may arise from the use of the information contained in the Offering Document (as defined below).

Disclaimer

The following disclaimer applies to the offering document of [insert name of the company] (the “Company”) filed with Securities and Exchange Board of India (“SEBI”) (the “Offering Document”) hosted on this website in connection with the proposed public offering of securities (the “Offer”) of the Company that Jefferies India Private Limited (“BRLM”) or any of its affiliates, or their respective directors, officers and employees (together, the “Affiliates”) is associated with as a Book Running Lead Manager. The Offering Document has been made available on this website in electronic form solely to comply with the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018, as amended (“SEBI Regulations”). You are advised to read this disclaimer carefully before reading, accessing or making any other use of the Offering Document. By accessing the Offering Document, you agree to follow the following terms and conditions, including any modifications to them from time to time. The contents of the Offering Document are for your information only and you acknowledge that access to the Offering Document is intended for use by you only and you agree not to forward the Offering Document on to any other person, internal or external to your company, in whole or in part, or otherwise provide access via e-mail or otherwise to any person. No part of the contents herein shall be copied or duplicated in any form by any means or redistributed. Jefferies India Private Limited and / or its Affiliates are not soliciting any action based on any of the information contained on this website, including the Offering Document, and such information should not be construed as an offer to sell or the solicitation of any offer to buy or subscribe for any security and should not be construed as such. Neither Jefferies India Private Limited nor any of its Affiliates represents that the contents of the Offering Document are accurate or complete. The information contained in the Offering Document is as of the date hereof and neither Jefferies India Private Limited or its Affiliates are under any obligation to update the Offering Document to reflect circumstances arising after the date hereof.

The information in this section is directed at, and is intended for distribution to, and use by, residents of India only. Residents of countries other than India are not authorized to view or use the information in this section. Please note that because of restrictions imposed by law on soliciting securities business in various jurisdictions, subscription to the Offer will not be permitted to residents of certain jurisdictions. The Offering Document is not intended for distribution to, or use by, any person or entity in any jurisdiction or country where (a) distribution or use of such information would be contrary to law or regulation; or (b) Jefferies India Private Limited and the Affiliates would by virtue of such distribution become subject to new or additional registration requirements.

The information contained in this portion of our website is not intended to be, and should not be, viewed by U.S. persons (as defined in Regulation S of the Securities Act of 1933, as amended (the “Securities Act”)) or any person in the United States. By accessing such information, you are hereby deemed to represent that (a) you are not a U.S. person and (b) you are not in the United States. The information contained in this website does not constitute an offer for sale in the United States. The securities described in the Offering Document have not been, and will not be, registered under the Securities Act, or any state law of the United States, and may not be offered or sold within the United States, except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the U.S. Securities Act and accordingly, the securities are being offered and sold (i) within the United States solely to persons who are reasonably believed to be qualified institutional buyers (as defined in Rule 144A under the U.S. Securities Act) in transactions exempt from the registration requirements of the U.S. Securities Act, and (ii) outside the United States in offshore transactions as defined in and in compliance with Regulation S under the U.S. Securities Act and the applicable laws of the jurisdiction where those offers and sales occur

Any potential investor should note that investment in equity shares involves a high degree of risk. For details, potential investors should refer to the red herring prospectus, which may be filed by the Company with the relevant Registrar of Companies, including the section titled Risk Factors. Any decision on whether to invest in the equity shares described in the Offering Document may only be made after a red herring prospectus has been filed with the RoC and must be made solely on the basis of such red herring prospectus. As there may be material changes in the red herring prospectus as compared to the draft red herring prospectus, potential investors should not rely on the draft red herring prospectus.

Jefferies India Private Limited, as a Book Running Lead Manager, has taken all necessary steps to ensure that the contents of the Offering Document as appearing on this website are identical to the Offering Document filed with SEBI in accordance with the SEBI ICDR Regulations. You are reminded that documents transmitted in electronic form may be altered or changed during the process of transmission and consequently neither Jefferies India Private Limited nor any of its Affiliates accept any liability or responsibility whatsoever in respect of alterations or changes which have taken place during the course of transmission of electronic data. Jefferies India Private Limited will not be responsible for any loss or damage that could result from interception and interpretation by any third parties of any information being made available to you through this website.

Neither Jefferies India Private Limited nor any of its Affiliates nor their directors, officers and employees will be liable or have any responsibility of any kind for any loss or damage that you incur in the event of any failure or disruption of this website, or resulting from the act or omission of any other party involved in producing or hosting this website or the data contained therein available to you, or from any other cause relating to your access to, inability to access or use of the website or these materials. Please note that forms downloaded and used for subscription to the Offer in contravention of the above will be rejected with no recourse to Jefferies India Private Limited, the issuer, or any of their respective affiliates.

If you are not permitted to view the materials on this website or are in any doubt as to whether you are permitted to view these materials, please exit this webpage.

Acknowledgement

IMPORTANT: You must read and agree with the terms and conditions of the following disclaimer before continuing.

THESE MATERIALS ARE NOT DIRECTED AT OR INTENDED TO BE ACCESSED BY PERSONS LOCATED OUTSIDE INDIA. THESE MATERIALS ARE BEING MADE AVAILABLE ON THIS WEBSITE TO COMPLY WITH SECURITIES AND EXCHANGE BOARD OF INDIA (ISSUE OF CAPITAL AND DISCLOSURE REQUIREMENTS) REGULATIONS, 2018, AS AMENDED.

Investors should read the Offering Document (as defined below) and seek professional advice before taking any action. Jefferies India Private Limited does not accept any liability whatsoever direct or indirect that may arise from the use of the information contained in the Offering Document (as defined below).

Disclaimer

The following disclaimer applies to the offering document of [insert name of the company] (the “Company”) filed with Securities and Exchange Board of India (“SEBI”) (the “Offering Document”) hosted on this website in connection with the proposed public offering of securities (the “Offer”) of the Company that Jefferies India Private Limited (“BRLM”) or any of its affiliates, or their respective directors, officers and employees (together, the “Affiliates”) is associated with as a Book Running Lead Manager. The Offering Document has been made available on this website in electronic form solely to comply with the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018, as amended (“SEBI Regulations”). You are advised to read this disclaimer carefully before reading, accessing or making any other use of the Offering Document. By accessing the Offering Document, you agree to follow the following terms and conditions, including any modifications to them from time to time. The contents of the Offering Document are for your information only and you acknowledge that access to the Offering Document is intended for use by you only and you agree not to forward the Offering Document on to any other person, internal or external to your company, in whole or in part, or otherwise provide access via e-mail or otherwise to any person. No part of the contents herein shall be copied or duplicated in any form by any means or redistributed. Jefferies India Private Limited and / or its Affiliates are not soliciting any action based on any of the information contained on this website, including the Offering Document, and such information should not be construed as an offer to sell or the solicitation of any offer to buy or subscribe for any security and should not be construed as such. Neither Jefferies India Private Limited nor any of its Affiliates represents that the contents of the Offering Document are accurate or complete. The information contained in the Offering Document is as of the date hereof and neither Jefferies India Private Limited or its Affiliates are under any obligation to update the Offering Document to reflect circumstances arising after the date hereof.

The information in this section is directed at, and is intended for distribution to, and use by, residents of India only. Residents of countries other than India are not authorized to view or use the information in this section. Please note that because of restrictions imposed by law on soliciting securities business in various jurisdictions, subscription to the Offer will not be permitted to residents of certain jurisdictions. The Offering Document is not intended for distribution to, or use by, any person or entity in any jurisdiction or country where (a) distribution or use of such information would be contrary to law or regulation; or (b) Jefferies India Private Limited and the Affiliates would by virtue of such distribution become subject to new or additional registration requirements.

The information contained in this portion of our website is not intended to be, and should not be, viewed by U.S. persons (as defined in Regulation S of the Securities Act of 1933, as amended (the “Securities Act”)) or any person in the United States. By accessing such information, you are hereby deemed to represent that (a) you are not a U.S. person and (b) you are not in the United States. The information contained in this website does not constitute an offer for sale in the United States. The securities described in the Offering Document have not been, and will not be, registered under the Securities Act, or any state law of the United States, and may not be offered or sold within the United States, except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the U.S. Securities Act and accordingly, the securities are being offered and sold (i) within the United States solely to persons who are reasonably believed to be qualified institutional buyers (as defined in Rule 144A under the U.S. Securities Act) in transactions exempt from the registration requirements of the U.S. Securities Act, and (ii) outside the United States in offshore transactions as defined in and in compliance with Regulation S under the U.S. Securities Act and the applicable laws of the jurisdiction where those offers and sales occur

Any potential investor should note that investment in equity shares involves a high degree of risk. For details, potential investors should refer to the red herring prospectus, which may be filed by the Company with the relevant Registrar of Companies, including the section titled Risk Factors. Any decision on whether to invest in the equity shares described in the Offering Document may only be made after a red herring prospectus has been filed with the RoC and must be made solely on the basis of such red herring prospectus. As there may be material changes in the red herring prospectus as compared to the draft red herring prospectus, potential investors should not rely on the draft red herring prospectus.

Jefferies India Private Limited, as a Book Running Lead Manager, has taken all necessary steps to ensure that the contents of the Offering Document as appearing on this website are identical to the Offering Document filed with SEBI in accordance with the SEBI ICDR Regulations. You are reminded that documents transmitted in electronic form may be altered or changed during the process of transmission and consequently neither Jefferies India Private Limited nor any of its Affiliates accept any liability or responsibility whatsoever in respect of alterations or changes which have taken place during the course of transmission of electronic data. Jefferies India Private Limited will not be responsible for any loss or damage that could result from interception and interpretation by any third parties of any information being made available to you through this website.

Neither Jefferies India Private Limited nor any of its Affiliates nor their directors, officers and employees will be liable or have any responsibility of any kind for any loss or damage that you incur in the event of any failure or disruption of this website, or resulting from the act or omission of any other party involved in producing or hosting this website or the data contained therein available to you, or from any other cause relating to your access to, inability to access or use of the website or these materials. Please note that forms downloaded and used for subscription to the Offer in contravention of the above will be rejected with no recourse to Jefferies India Private Limited, the issuer, or any of their respective affiliates.

If you are not permitted to view the materials on this website or are in any doubt as to whether you are permitted to view these materials, please exit this webpage.

Acknowledgement

IMPORTANT: You must read and agree with the terms and conditions of the following disclaimer before continuing.

The following disclaimer applies to the prospectus of Waaree Energies Limited (the “Company”) dated October 23, 2024 (the “Prospectus”) filed with Securities and Exchange Board of India (“SEBI”) and hosted on this website in connection with the proposed initial public offering of equity shares of the Company (the “Offer”) that Jefferies India Private Limited (“Jefferies”) is associated with as one of the Book Running Lead Managers. You are advised to read the following notice carefully before accessing the Prospectus. In accessing the Prospectus, you agree to be bound by the following terms and conditions, including any modifications to them from time to time.

The Prospectus is directed at, and is intended for distribution to, and use by, residents of India only. The information in this portion of our website, including the Prospectus, is not for publication or distribution, directly or indirectly, in or into the United States. No part of the contents of the Prospectus shall be copied or duplicated in any form by any means or redistributed and in particular, may not be forwarded to any U.S. persons (as defined in Regulation S of the United States Securities Act of 1933, as amended (the “Securities Act”)) or to any U.S. address. Any forwarding, distribution or reproduction of the contents herein in whole or in part is unauthorized. Failure to comply with this directive may result in a violation of the Securities Act or the applicable laws of other jurisdictions.

The Prospectus has been hosted on this website as prescribed under Regulation 26(1) of the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018, as amended (the “SEBI ICDR Regulations”). You are reminded that documents transmitted in electronic form may be altered or changed during the process of transmission and consequently, neither the Companynor any of its affiliates accepts any liability or responsibility whatsoever in respect of alterations or changes which have taken place during the course of transmission of electronic data.

Please note that because of restrictions imposed by applicable law or regulation on soliciting securities business in various jurisdictions, subscription to the Offer was not permitted to residents of certain jurisdictions. Accordingly, the Offer related information on this site was not available to all jurisdictions. The Prospectus is not intended for distribution to, or use by, any person or entity in any jurisdiction or country where (a) distribution or use of such information would not be permissible under or in violation of any applicable law or regulation; or (b) Jefferies or any of its Affiliates would by virtue of such distribution become subject to new or additional registration, licensing or other regulatory requirements. The Equity Shares offered in the Offer have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the “U.S. Securities Act”) or any state securities laws in the United States, and unless so registered may not be offered or sold within the United States, except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the U.S. Securities Act and applicable state securities laws.

Invitations to subscribe to or purchase the equity shares in the Offer was made only pursuant to the red herring prospectus if the recipient was in India or the preliminary offering memorandum for the Offer, which comprises the red herring prospectus and the preliminary international wrap for the Offer, if the recipient was outside India. No person outside India was eligible to Bid for equity shares in the Offer unless that person had received the preliminary offering memorandum for the Offer, which contained the selling restrictions for the Offer outside India.

The information contained in this portion of our website is directed at, and is intended for distribution to, and use by, residents of India only, and such information is not intended to be, and should not be, viewed by U.S. persons or any person in the United States. By accessing such information, you are hereby deemed to represent that (a) you are not a U.S. person and (b) you are not in the United States. The Equity Shares offered in the Offer have not been and will not be registered under the U.S. Securities Act of 1933, as amended, or any state securities laws in the United States, and unless so registered may not be offered or sold within the United States, except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the U.S. Securities Act and applicable state securities laws. Accordingly, such Equity Shares are being offered and sold (i) outside of the United States in offshore transactions in reliance on Regulation S under the U.S. Securities Act and the applicable laws of the jurisdiction where those offers and sales occur; and (ii) within the United States to “qualified institutional buyers” (as defined in Rule 144A under the U.S. Securities Act), pursuant to the private placement exemption set out in Section 4(a) of the U.S. Securities Act. This does not constitute, and should not be construed as, “general solicitation or general advertising” as defined under Regulation D of the Securities Act, or “directed selling efforts” under Regulation S of the Securities Act.

Any potential investor should note that investment in equity shares involves a high degree of risk and for details relating to such risk, please see the section titled “Risk Factors” of the prospectus, when available..

If you are not permitted to view the materials on this website or are in any doubt as to whether you are permitted to view these materials, please exit this webpage.

Acknowledgement

IMPORTANT: You must read and agree with the terms and conditions of the following disclaimer before continuing.

THESE MATERIALS ARE NOT DIRECTED AT OR INTENDED TO BE ACCESSED BY PERSONS LOCATED OUTSIDE INDIA. THESE MATERIALS ARE BEING MADE AVAILABLE ON THIS WEBSITE TO COMPLY WITH SECURITIES AND EXCHANGE BOARD OF INDIA (ISSUE OF CAPITAL AND DISCLOSURE REQUIREMENTS) REGULATIONS, 2018, AS AMENDED.

Investors should read the Offering Document (as defined below) and seek professional advice before taking any action. Jefferies India Private Limited does not accept any liability whatsoever direct or indirect that may arise from the use of the information contained in the Offering Document (as defined below).

Disclaimer

The following disclaimer applies to the offering document of [insert name of the company] (the “Company”) filed with Securities and Exchange Board of India (“SEBI”) (the “Offering Document”) hosted on this website in connection with the proposed public offering of securities (the “Offer”) of the Company that Jefferies India Private Limited (“BRLM”) or any of its affiliates, or their respective directors, officers and employees (together, the “Affiliates”) is associated with as a Book Running Lead Manager. The Offering Document has been made available on this website in electronic form solely to comply with the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018, as amended (“SEBI Regulations”). You are advised to read this disclaimer carefully before reading, accessing or making any other use of the Offering Document. By accessing the Offering Document, you agree to follow the following terms and conditions, including any modifications to them from time to time. The contents of the Offering Document are for your information only and you acknowledge that access to the Offering Document is intended for use by you only and you agree not to forward the Offering Document on to any other person, internal or external to your company, in whole or in part, or otherwise provide access via e-mail or otherwise to any person. No part of the contents herein shall be copied or duplicated in any form by any means or redistributed. Jefferies India Private Limited and / or its Affiliates are not soliciting any action based on any of the information contained on this website, including the Offering Document, and such information should not be construed as an offer to sell or the solicitation of any offer to buy or subscribe for any security and should not be construed as such. Neither Jefferies India Private Limited nor any of its Affiliates represents that the contents of the Offering Document are accurate or complete. The information contained in the Offering Document is as of the date hereof and neither Jefferies India Private Limited or its Affiliates are under any obligation to update the Offering Document to reflect circumstances arising after the date hereof.

The information in this section is directed at, and is intended for distribution to, and use by, residents of India only. Residents of countries other than India are not authorized to view or use the information in this section. Please note that because of restrictions imposed by law on soliciting securities business in various jurisdictions, subscription to the Offer will not be permitted to residents of certain jurisdictions. The Offering Document is not intended for distribution to, or use by, any person or entity in any jurisdiction or country where (a) distribution or use of such information would be contrary to law or regulation; or (b) Jefferies India Private Limited and the Affiliates would by virtue of such distribution become subject to new or additional registration requirements.

The information contained in this portion of our website is not intended to be, and should not be, viewed by U.S. persons (as defined in Regulation S of the Securities Act of 1933, as amended (the “Securities Act”)) or any person in the United States. By accessing such information, you are hereby deemed to represent that (a) you are not a U.S. person and (b) you are not in the United States. The information contained in this website does not constitute an offer for sale in the United States. The securities described in the Offering Document have not been, and will not be, registered under the Securities Act, or any state law of the United States, and may not be offered or sold within the United States, except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the U.S. Securities Act and accordingly, the securities are being offered and sold (i) within the United States solely to persons who are reasonably believed to be qualified institutional buyers (as defined in Rule 144A under the U.S. Securities Act) in transactions exempt from the registration requirements of the U.S. Securities Act, and (ii) outside the United States in offshore transactions as defined in and in compliance with Regulation S under the U.S. Securities Act and the applicable laws of the jurisdiction where those offers and sales occur

Any potential investor should note that investment in equity shares involves a high degree of risk. For details, potential investors should refer to the red herring prospectus, which may be filed by the Company with the relevant Registrar of Companies, including the section titled Risk Factors. Any decision on whether to invest in the equity shares described in the Offering Document may only be made after a red herring prospectus has been filed with the RoC and must be made solely on the basis of such red herring prospectus. As there may be material changes in the red herring prospectus as compared to the draft red herring prospectus, potential investors should not rely on the draft red herring prospectus.

Jefferies India Private Limited, as a Book Running Lead Manager, has taken all necessary steps to ensure that the contents of the Offering Document as appearing on this website are identical to the Offering Document filed with SEBI in accordance with the SEBI ICDR Regulations. You are reminded that documents transmitted in electronic form may be altered or changed during the process of transmission and consequently neither Jefferies India Private Limited nor any of its Affiliates accept any liability or responsibility whatsoever in respect of alterations or changes which have taken place during the course of transmission of electronic data. Jefferies India Private Limited will not be responsible for any loss or damage that could result from interception and interpretation by any third parties of any information being made available to you through this website.

Neither Jefferies India Private Limited nor any of its Affiliates nor their directors, officers and employees will be liable or have any responsibility of any kind for any loss or damage that you incur in the event of any failure or disruption of this website, or resulting from the act or omission of any other party involved in producing or hosting this website or the data contained therein available to you, or from any other cause relating to your access to, inability to access or use of the website or these materials. Please note that forms downloaded and used for subscription to the Offer in contravention of the above will be rejected with no recourse to Jefferies India Private Limited, the issuer, or any of their respective affiliates.

If you are not permitted to view the materials on this website or are in any doubt as to whether you are permitted to view these materials, please exit this webpage.

Acknowledgement

IMPORTANT: You must read and agree with the terms and conditions of the following disclaimer before continuing.

The following disclaimer applies to the Red Herring Prospectus of Afcons Infrastructure Limited (the “Company”) dated October 18, 2024 (the “Red Herring Prospectus”) filed with the Registrar of Companies, Maharashtra at Mumbai (“RoC”) and thereafter with the Securities and Exchange Board of India (“SEBI”), and BSE Limited and National Stock Exchange of India Limited (collectively, the “Stock Exchanges”), as well as the audio visual film of the Company” dated October 18, 2024 (the “IPO AV”), each in relation to the initial public offering of the equity shares of face value of ₹10 each (“Equity Shares”) of the Company (“Offer”). Jefferies India Private Limited (“Jefferies”) is associated with the Offer as a Book Running Lead Manager (as defined below).

THE RED HERRING PROSPECTUS IS BEING MADE AVAILABLE ON THIS WEBSITE IN ELECTRONIC FORM SOLELY TO COMPLY WITH THE SECURITIES AND EXCHANGE BOARD OF INDIA (ISSUE OF CAPITAL AND DISCLOSURE REQUIREMENTS) REGULATIONS, 2018, AS AMENDED (“SEBI ICDR REGULATIONS”). THE IPO AV IS BEING MADE AVAILABLE ON THIS WEBSITE IN ACCORDANCE WITH CIRCULAR ON “AUDIOVISUAL (AV) PRESENTATION OF DISCLOSURES MADE IN PUBLIC ISSUE OFFER DOCUMENTS” DATED MAY 24, 2024, ISSUED BY THE SECURITIES AND EXCHANGE BOARD OF INDIA.  The Red Herring Prospectus has been hosted on this website as prescribed under Regulation 26 of the SEBI ICDR Regulations.You are advised to read this disclaimer carefully before reading, accessing or making any other use of the RHP and the IPO AV.In accessing the Red Herring Prospectus and IPO AV, you agree to be bound by the following terms and conditions, including any modifications to them from time to time.

Each of the Red Herring Prospectus and IPO AV is directed at, and is intended for distribution to, and use by, residents of India only. The information in this portion of our website, including the Red Herring Prospectus and the IPO AV, is not intended for, and may not be accessed in or by, or distributed or transmitted in, into or to, directly or indirectly, the United States of America (the “United States”) or any other jurisdiction where it is unlawful to do so. The contents of the Red Herring Prospectus and the IPO AV are for your information only, and you acknowledge that access to the Red Herring Prospectus and the IPO AV are intended for use by you only and you agree not to forward the Red Herring Prospectus and the IPO AV on to any other person, internal or external to your company, in whole or in part, or otherwise provide access via e-mail or otherwise to any person. No part of the contents of the Red Herring Prospectus and the IPO AV shall be copied or duplicated in any form by any means or redistributed.

The Red Herring Prospectus and the IPO AV do not constitute an offer to sell, or the solicitation of an offer to purchase or acquire, any securities of the Company in the United States in any jurisdiction to any person to whom it is unlawful to make an offer or invitation in such jurisdiction in which such offer or solicitation would be unlawful prior to registration or qualification under the securities laws of such jurisdiction, and are not intended for distribution to, or use by, any person or entity in any jurisdiction or country where (a) distribution or use of such information would be contrary to law or regulation; or (b) the Company or any of its Affiliates would by virtue of such distribution become subject to new or additional registration, licensing or other regulatory requirements.

The Equity Shares have not been and will not be registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act”) or any other applicable law of the United States and may not be offered or sold within the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the U.S. Securities Act and applicable United States state securities laws. Accordingly, the  Equity Shares are being offered and sold only (i) within India, to Indian institutional, non-institutional and retail investors in compliance with the SEBI ICDR Regulations, (ii) within the United States only to persons reasonably believed to be “qualified institutional buyers” (as defined in Rule 144A under the U.S. Securities Act (“Rule 144A”) and referred to in the Red Herring Prospectus as “U.S. QIBs” and, for the avoidance of doubt, the term U.S. QIBs does not refer to a category of institutional investor defined under applicable Indian regulations and referred to in the Red Herring Prospectus as QIBs) pursuant to Rule 144A or another available exemption from the registration requirements thereunder, and (iii) outside the United States to eligible investors in “offshore transactions” as defined in, and in reliance on, Regulation S (“Regulation S”) under the U.S. Securities Act and the applicable laws of the jurisdiction where those offers and sales occur. No public offering of the Equity Shares or other securities is being made in the United States.

The Red Herring Prospectus and the IPO AV or any information contained on our website or in the Red Herring Prospectus and the IPO AV does not constitute, and should not be construed as, “general solicitation” or “general advertising” as defined under Regulation D of the U.S. Securities Act, or “directed selling efforts” under Regulation S.

The Company, and ICICI Securities Limited, DAM Capital Advisors Limited, Jefferies India Private Limited, Nomura Financial Advisory and Securities (India) Private Limited, Nuvama Wealth Management Limited and SBI Capital Markets Limited (collectively, the “Book Running Lead Managers”) and their respective affiliates, directors, officers, agents, representatives, advisers and employees do not accept any liability whatsoever, direct or indirect, that may arise from the use of the information contained on this website. The information in the Red Herring Prospectus and the IPO AV is as of the date thereof and neither the Company, the Book Running Lead Managers nor their respective affiliates, directors, officers, agents, representatives, advisers or employees are under any obligation to update or revise the Red Herring Prospectus and the IPO AV to reflect circumstances arising after the date thereof. You are reminded that documents transmitted in electronic form may be altered or changed during the process of transmission and consequently, neither the Company, the Book Running Lead Managers nor any of their respective affiliates, directors, officers, agents, representatives, advisers or employees accepts any liability or responsibility whatsoever in respect of alterations or changes which have taken place during the course of transmission of the Red Herring Prospectus and the IPO AV in electronic format.

Any potential investor should note that investment in equity shares involves a high degree of risk and for details relating to such risks, see the section titled “Risk Factors” on page 39 of the Red Herring Prospectus. Potential investors should also refer to the Prospectus which will be filed with the RoC and SEBI in the future, including the section titled “Risk Factors”. As there may be material changes in the draft red herring prospectus dated March 28, 2024 filed with SEBI and the Stock Exchanges (“Draft Red Herring Prospectus”) versus the Red Herring Prospectus, potential investors should not rely on the Draft Red Herring Prospectus. Similarly, IPO AV provides only the salient features of the Offer and accordingly, potential investors should not rely on the IPO AV. Any decision on whether to invest in the equity shares must be made solely on the basis of the Red Herring Prospectus.

Investors are advised not to rely on any other document, content or information provided on the Offer on the   internet / online websites/ social media platforms / micro-blogging platforms and by the influencers since the same is not approved/ commissioned/ paid by the Company or its promoter(s)/directors/KMPs in any manner. Investors are advised to rely only on the information contained in the Red Herring Prospectus and the price band advertisement for making investment decision.

You are accessing this website at your own risk, and it is your responsibility to take precautions to ensure that it is free from viruses. Neither the Company, the Book Running Lead Managers nor their respective affiliates, directors, officers, agents, representatives, advisers or employees will be liable or have any responsibility of any kind for any loss or damage that you incur in the event of any failure or disruption of this website, or resulting from the act or omission of any other party involved in making this website or the data contained therein available to you, or from any other cause relating to your access to, inability to access, or use of this website or the Red Herring Prospectus or the IPO AV.

Failure to comply with this disclaimer may result in a violation of the applicable laws of India and other jurisdictions. Any other information contained in, or that can be accessed via our website does not constitute a part of the Red Herring Prospectus and the IPO AV.

IF YOU ARE NOT PERMITTED TO VIEW THE MATERIALS ON THIS WEBSITE OR ARE IN ANY DOUBT AS TO WHETHER YOU ARE PERMITTED TO VIEW THESE MATERIALS, PLEASE EXIT THIS WEBPAGE.

Acknowledgement

IMPORTANT: You must read and agree with the terms and conditions of the following disclaimer before continuing.

THESE MATERIALS ARE NOT DIRECTED AT OR INTENDED TO BE ACCESSED BY PERSONS LOCATED OUTSIDE INDIA. THESE MATERIALS ARE BEING MADE AVAILABLE ON THIS WEBSITE TO COMPLY WITH SECURITIES AND EXCHANGE BOARD OF INDIA (ISSUE OF CAPITAL AND DISCLOSURE REQUIREMENTS) REGULATIONS, 2018, AS AMENDED.

Investors should read the Offering Document (as defined below) and seek professional advice before taking any action. Jefferies India Private Limited does not accept any liability whatsoever direct or indirect that may arise from the use of the information contained in the Offering Document (as defined below).

Disclaimer

The following disclaimer applies to the offering document of [insert name of the company] (the “Company”) filed with Securities and Exchange Board of India (“SEBI”) (the “Offering Document”) hosted on this website in connection with the proposed public offering of securities (the “Offer”) of the Company that Jefferies India Private Limited (“BRLM”) or any of its affiliates, or their respective directors, officers and employees (together, the “Affiliates”) is associated with as a Book Running Lead Manager. The Offering Document has been made available on this website in electronic form solely to comply with the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018, as amended (“SEBI Regulations”). You are advised to read this disclaimer carefully before reading, accessing or making any other use of the Offering Document. By accessing the Offering Document, you agree to follow the following terms and conditions, including any modifications to them from time to time. The contents of the Offering Document are for your information only and you acknowledge that access to the Offering Document is intended for use by you only and you agree not to forward the Offering Document on to any other person, internal or external to your company, in whole or in part, or otherwise provide access via e-mail or otherwise to any person. No part of the contents herein shall be copied or duplicated in any form by any means or redistributed. Jefferies India Private Limited and / or its Affiliates are not soliciting any action based on any of the information contained on this website, including the Offering Document, and such information should not be construed as an offer to sell or the solicitation of any offer to buy or subscribe for any security and should not be construed as such. Neither Jefferies India Private Limited nor any of its Affiliates represents that the contents of the Offering Document are accurate or complete. The information contained in the Offering Document is as of the date hereof and neither Jefferies India Private Limited or its Affiliates are under any obligation to update the Offering Document to reflect circumstances arising after the date hereof.

The information in this section is directed at, and is intended for distribution to, and use by, residents of India only. Residents of countries other than India are not authorized to view or use the information in this section. Please note that because of restrictions imposed by law on soliciting securities business in various jurisdictions, subscription to the Offer will not be permitted to residents of certain jurisdictions. The Offering Document is not intended for distribution to, or use by, any person or entity in any jurisdiction or country where (a) distribution or use of such information would be contrary to law or regulation; or (b) Jefferies India Private Limited and the Affiliates would by virtue of such distribution become subject to new or additional registration requirements.

The information contained in this portion of our website is not intended to be, and should not be, viewed by U.S. persons (as defined in Regulation S of the Securities Act of 1933, as amended (the “Securities Act”)) or any person in the United States. By accessing such information, you are hereby deemed to represent that (a) you are not a U.S. person and (b) you are not in the United States. The information contained in this website does not constitute an offer for sale in the United States. The securities described in the Offering Document have not been, and will not be, registered under the Securities Act, or any state law of the United States, and may not be offered or sold within the United States, except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the U.S. Securities Act and accordingly, the securities are being offered and sold (i) within the United States solely to persons who are reasonably believed to be qualified institutional buyers (as defined in Rule 144A under the U.S. Securities Act) in transactions exempt from the registration requirements of the U.S. Securities Act, and (ii) outside the United States in offshore transactions as defined in and in compliance with Regulation S under the U.S. Securities Act and the applicable laws of the jurisdiction where those offers and sales occur

Any potential investor should note that investment in equity shares involves a high degree of risk. For details, potential investors should refer to the red herring prospectus, which may be filed by the Company with the relevant Registrar of Companies, including the section titled Risk Factors. Any decision on whether to invest in the equity shares described in the Offering Document may only be made after a red herring prospectus has been filed with the RoC and must be made solely on the basis of such red herring prospectus. As there may be material changes in the red herring prospectus as compared to the draft red herring prospectus, potential investors should not rely on the draft red herring prospectus.

Jefferies India Private Limited, as a Book Running Lead Manager, has taken all necessary steps to ensure that the contents of the Offering Document as appearing on this website are identical to the Offering Document filed with SEBI in accordance with the SEBI ICDR Regulations. You are reminded that documents transmitted in electronic form may be altered or changed during the process of transmission and consequently neither Jefferies India Private Limited nor any of its Affiliates accept any liability or responsibility whatsoever in respect of alterations or changes which have taken place during the course of transmission of electronic data. Jefferies India Private Limited will not be responsible for any loss or damage that could result from interception and interpretation by any third parties of any information being made available to you through this website.

Neither Jefferies India Private Limited nor any of its Affiliates nor their directors, officers and employees will be liable or have any responsibility of any kind for any loss or damage that you incur in the event of any failure or disruption of this website, or resulting from the act or omission of any other party involved in producing or hosting this website or the data contained therein available to you, or from any other cause relating to your access to, inability to access or use of the website or these materials. Please note that forms downloaded and used for subscription to the Offer in contravention of the above will be rejected with no recourse to Jefferies India Private Limited, the issuer, or any of their respective affiliates.

If you are not permitted to view the materials on this website or are in any doubt as to whether you are permitted to view these materials, please exit this webpage.

Acknowledgement

IMPORTANT: You must read and agree with the terms and conditions of the following disclaimer before continuing.

THESE MATERIALS ARE NOT DIRECTED AT OR INTENDED TO BE ACCESSED BY PERSONS LOCATED OUTSIDE INDIA. THESE MATERIALS ARE BEING MADE AVAILABLE ON THIS WEBSITE TO COMPLY WITH SECURITIES AND EXCHANGE BOARD OF INDIA (ISSUE OF CAPITAL AND DISCLOSURE REQUIREMENTS) REGULATIONS, 2018, AS AMENDED.

Investors should read the Offering Document (as defined below) and seek professional advice before taking any action. Jefferies India Private Limited does not accept any liability whatsoever direct or indirect that may arise from the use of the information contained in the Offering Document (as defined below).

Disclaimer

The following disclaimer applies to the offering document of [insert name of the company] (the “Company”) filed with Securities and Exchange Board of India (“SEBI”) (the “Offering Document”) hosted on this website in connection with the proposed public offering of securities (the “Offer”) of the Company that Jefferies India Private Limited (“BRLM”) or any of its affiliates, or their respective directors, officers and employees (together, the “Affiliates”) is associated with as a Book Running Lead Manager. The Offering Document has been made available on this website in electronic form solely to comply with the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018, as amended (“SEBI Regulations”). You are advised to read this disclaimer carefully before reading, accessing or making any other use of the Offering Document. By accessing the Offering Document, you agree to follow the following terms and conditions, including any modifications to them from time to time. The contents of the Offering Document are for your information only and you acknowledge that access to the Offering Document is intended for use by you only and you agree not to forward the Offering Document on to any other person, internal or external to your company, in whole or in part, or otherwise provide access via e-mail or otherwise to any person. No part of the contents herein shall be copied or duplicated in any form by any means or redistributed. Jefferies India Private Limited and / or its Affiliates are not soliciting any action based on any of the information contained on this website, including the Offering Document, and such information should not be construed as an offer to sell or the solicitation of any offer to buy or subscribe for any security and should not be construed as such. Neither Jefferies India Private Limited nor any of its Affiliates represents that the contents of the Offering Document are accurate or complete. The information contained in the Offering Document is as of the date hereof and neither Jefferies India Private Limited or its Affiliates are under any obligation to update the Offering Document to reflect circumstances arising after the date hereof.

The information in this section is directed at, and is intended for distribution to, and use by, residents of India only. Residents of countries other than India are not authorized to view or use the information in this section. Please note that because of restrictions imposed by law on soliciting securities business in various jurisdictions, subscription to the Offer will not be permitted to residents of certain jurisdictions. The Offering Document is not intended for distribution to, or use by, any person or entity in any jurisdiction or country where (a) distribution or use of such information would be contrary to law or regulation; or (b) Jefferies India Private Limited and the Affiliates would by virtue of such distribution become subject to new or additional registration requirements.

The information contained in this portion of our website is not intended to be, and should not be, viewed by U.S. persons (as defined in Regulation S of the Securities Act of 1933, as amended (the “Securities Act”)) or any person in the United States. By accessing such information, you are hereby deemed to represent that (a) you are not a U.S. person and (b) you are not in the United States. The information contained in this website does not constitute an offer for sale in the United States. The securities described in the Offering Document have not been, and will not be, registered under the Securities Act, or any state law of the United States, and may not be offered or sold within the United States, except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the U.S. Securities Act and accordingly, the securities are being offered and sold (i) within the United States solely to persons who are reasonably believed to be qualified institutional buyers (as defined in Rule 144A under the U.S. Securities Act) in transactions exempt from the registration requirements of the U.S. Securities Act, and (ii) outside the United States in offshore transactions as defined in and in compliance with Regulation S under the U.S. Securities Act and the applicable laws of the jurisdiction where those offers and sales occur

Any potential investor should note that investment in equity shares involves a high degree of risk. For details, potential investors should refer to the red herring prospectus, which may be filed by the Company with the relevant Registrar of Companies, including the section titled Risk Factors. Any decision on whether to invest in the equity shares described in the Offering Document may only be made after a red herring prospectus has been filed with the RoC and must be made solely on the basis of such red herring prospectus. As there may be material changes in the red herring prospectus as compared to the draft red herring prospectus, potential investors should not rely on the draft red herring prospectus.

Jefferies India Private Limited, as a Book Running Lead Manager, has taken all necessary steps to ensure that the contents of the Offering Document as appearing on this website are identical to the Offering Document filed with SEBI in accordance with the SEBI ICDR Regulations. You are reminded that documents transmitted in electronic form may be altered or changed during the process of transmission and consequently neither Jefferies India Private Limited nor any of its Affiliates accept any liability or responsibility whatsoever in respect of alterations or changes which have taken place during the course of transmission of electronic data. Jefferies India Private Limited will not be responsible for any loss or damage that could result from interception and interpretation by any third parties of any information being made available to you through this website.

Neither Jefferies India Private Limited nor any of its Affiliates nor their directors, officers and employees will be liable or have any responsibility of any kind for any loss or damage that you incur in the event of any failure or disruption of this website, or resulting from the act or omission of any other party involved in producing or hosting this website or the data contained therein available to you, or from any other cause relating to your access to, inability to access or use of the website or these materials. Please note that forms downloaded and used for subscription to the Offer in contravention of the above will be rejected with no recourse to Jefferies India Private Limited, the issuer, or any of their respective affiliates.

If you are not permitted to view the materials on this website or are in any doubt as to whether you are permitted to view these materials, please exit this webpage.

Acknowledgement

IMPORTANT: You must read and agree with the terms and conditions of the following disclaimer before continuing.

The following disclaimer applies to the Updated Draft Red Herring Prospectus – I of Vishal Mega Mart Limited (the “Company”) dated October 17, 2024  (the “Updated Draft Red Herring Prospectus – I”) filed with the Securities and Exchange Board of India (“SEBI”), BSE Limited (“BSE”) and National Stock Exchange of India Limited (“NSE”, and together with BSE, the “Stock Exchanges”) and hosted on this website in connection with the initial public offering of the equity shares of face value of ₹10 each (“Equity Shares”) of the Company (“Offer”). Jefferies is associated with the Offer as a Book Running Lead Manager (“BRLM”). You are advised to read this disclaimer carefully before reading, accessing or making any other use of the Updated Draft Red Herring Prospectus – I. By accessing the Updated Draft Red Herring Prospectus – I, you agree to be bound by the following terms and conditions, including any modifications to them from time to time.

The Updated Draft Red Herring Prospectus – I is directed at, and is intended for distribution to, and use by, residents of India only. Residents of countries other than India are not authorized to view or use the information in this portion of our website. The Updated Draft Red Herring Prospectus – I has been hosted on this website as prescribed under Regulation 26 of the SEBI ICDR Regulations. The information in this portion of our website, including the Updated Draft Red Herring Prospectus – I, is not for publication or distribution, directly or indirectly, in or into the United States. Please note that because of restrictions imposed by law on soliciting offers of securities in various jurisdictions, subscription to the Offer will not be permitted to residents of certain jurisdictions. The contents of the Updated Draft Red Herring Prospectus – I are for your information only and you acknowledge that access to the Updated Draft Red Herring Prospectus – I is intended for use by you only and you agree not to forward the Updated Draft Red Herring Prospectus – I on to any other person, internal or external to your company, in whole or in part, or otherwise provide access via e-mail or otherwise to any person. No part of the contents of the Updated Draft Red Herring Prospectus – I shall be copied or duplicated in any form by any means, or redistributed.

You are reminded that documents transmitted in electronic form may be altered or changed during the process of transmission and consequently neither Jefferies nor any of its affiliates, or their respective directors, officers and employees (together, the “Affiliates”), accepts any liability or responsibility whatsoever in respect of alterations or changes which have taken place during the course of transmission of electronic data.

The Updated Draft Red Herring Prospectus – I does not constitute an offer to sell or an invitation to subscribe to the securities offered in any jurisdiction to any person and is not intended for distribution to, or use by, any person or entity in any jurisdiction or country where (a) distribution or use of such information would be contrary to law or regulation; or (b) Jefferies or any of its Affiliates would by virtue of such distribution become subject to new or additional registration, licensing or other regulatory requirements.

The equity shares of the Company (the “Equity Shares”) have not been and will not be registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act”) or any other applicable law of the United States and, unless so registered, may not be offered or sold within the United States absent registration under the U.S. Securities Act or except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the U.S. Securities Act and applicable state securities laws. Accordingly, the Equity Shares are being offered and sold (a) in the United States only to persons reasonably believed to be “qualified institutional buyers” (as defined in Rule 144A under the U.S. Securities Act) pursuant to Section 4(a) of the U.S. Securities Act, and (b) outside the United States in offshore transactions as defined in and in compliance with Regulation S under the U.S. Securities Act and the applicable laws of the jurisdiction where those offers and sales are made. There will be no public offering of the Equity Shares in the United States.

Any person into whose possession the Updated Draft Red Herring Prospectus – I comes is required to inform himself or herself about and to observe any such restrictions. Neither Jefferies nor any of its Affiliates is soliciting any action based on any information contained on this website, including the Updated Draft Red Herring Prospectus – I, and such information should not be construed as an offer to sell or the solicitation of an offer to buy or subscribe for any securities. Potential investors should not rely on the Updated Draft Red Herring Prospectus – I for any investment decision. Any decision on whether to invest in the securities described in the Updated Draft Red Herring Prospectus – I may only be made after a red herring prospectus has been filed with the Registrar of Companies and must be made solely on the basis of such red herring prospectus. As there may be material changes in the red herring prospectus as compared to the Updated Draft Red Herring Prospectus – I, potential investors should not rely on the Updated Draft Red Herring Prospectus – I. Any potential investor should note that investment in the securities involves a high degree of risk. For details, potential investors should refer to the red herring prospectus, which may be filed by the Company with the relevant Registrar of Companies, including the section titled “Risk Factors”.

Neither Jefferies nor any of its Affiliates will be responsible for any loss or damage that could result from interception and interpretation by any third parties of any information being made available to you through this website. Neither Jefferies nor any of its Affiliates represents that the content of the Updated Draft Red Herring Prospectus – I is accurate or complete. Jefferies and its Affiliates cannot and do not guarantee the accuracy, timeliness or completeness of the information being made available to you in the Updated Draft Red Herring Prospectus – I beyond the date of the Updated Draft Red Herring Prospectus – I. The information contained in the Updated Draft Red Herring Prospectus – I is as of the date thereof and neither Jefferies or its Affiliates are under any obligation to update the Updated Draft Red Herring Prospectus – I to reflect circumstances arising after the date thereof.

Jefferies and its Affiliates will not be responsible for any loss to any person or entity caused by any shortcoming, defect or inaccuracy which may have inadvertently or otherwise crept into the website. Neither Jefferies, nor any of its Affiliates nor their directors, officers and employees will be liable or have any responsibility of any kind for any loss or damage that you incur in the event of any failure or disruption of this website, or resulting from the act or omission of any other party involved in making this website or the data contained therein available to you, or from any other cause relating to your access to, or inability to access or use of, the website or these materials.

If you are not permitted to view the materials on this website or are in any doubt as to whether you are permitted to view these materials, please exit this webpage.

Acknowledgement

IMPORTANT: You must read and agree with the terms and conditions of the following disclaimer before continuing.

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