Corporate Governance

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

The following disclaimer applies to the draft red herring prospectus dated July 12, 2024 (“DRHP”) of Sai Life Sciences Limited (the “Company”) filed with 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”) hosted on this website in connection with the proposed initial public offering of equity shares of the Company (the “Offer“) in consultation with Kotak Mahindra Capital Company Limited, IIFL Securities Limited, Jefferies India Private Limited and Morgan Stanley India Company Private Limited (“BRLMs”) or any of their affiliates, or their respective directors, officers and employees (together, the “Affiliates“) . The DRHP has been made available on this website in electronic form as prescribed under Regulation 26 of the SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2018, as amended (“SEBI ICDR Regulations”). You are advised to read this disclaimer carefully before reading, accessing or making any other use of the DRHP. By accessing the DRHP, you agree to follow the following terms and conditions, including any modifications to them from time to time.

The contents of the DRHP are for your information only and you acknowledge that access to the DRHP is intended for use by you only and you agree not to forward the DRHP 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 and in particular, may not be forwarded to any person in the United States 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 U.S. Securities Act of 1933, as amended (the “Securities Act”) or the applicable laws of other jurisdictions. The Company, BRLMs and/or their Affiliates are not soliciting any action based on it, and it 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. The DRHP does not amount to, or is intended to be, a prospectus or an offer document, in terms of the Companies Act, 2013, and the SEBI ICDR Regulations, and nothing in the DRHP constitutes an offer or an invitation by or on behalf of either the Company or any of the members of the syndicate to subscribe for or purchase any of the securities described therein. Neither the Company, the BRLMs nor their respective affiliates represent that the contents of the DRHP herein are accurate or complete. The information contained herein not been updated since its original publication date and may not reflect the latest updates.

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 DRHP 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) the Company, BRLMs or any of their Affiliates would by virtue of such distribution become subject to new or additional registration, licensing or other regulatory 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 offered in the Offer have not been and will not be registered under the U.S. Securities Act or any state securities laws in 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 state securities laws. Accordingly, such securities are being offered and sold (i) in the United States to “qualified institutional buyers” (as defined in Rule 144A under the U.S. Securities Act (“Rule 144A“) and referred to in the DRHP as “U.S. QIBs“; 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 DRHP as “QIBs“) in transactions exempt from or not subject to the registration requirements of the U.S. Securities Act, and (ii) outside the United States in “offshore transactions”, as defined in, and in reliance on, Regulation S under the U.S. Securities Act and the applicable laws of the jurisdiction where those offers and sales are made.

The Company has taken all necessary steps to ensure that the contents of the DRHP as appearing on this website are identical to the DRHP filed with SEBI and the Stock Exchanges. You are reminded that documents transmitted in electronic form may be altered or changed during the process of transmission and consequently neither the Company nor its directors, officers and employees, or 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. Neither the Company, the BRLMs nor any of their 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.

Any person into whose possession the DRHP comes is required to inform himself or herself about and to observe any such restrictions. The Company is not soliciting any action based on the DRHP, and it should not be construed as an offer to sell or the solicitation of an offer to buy any securities by the Company, the selling shareholders, or any of the BRLMs. Potential investors should not rely on the DRHP for any investment decision. Any potential investor should note that investment in equity shares involves a high degree of risk and for details relating to such risk, see “Risk Factors” of the red herring prospectus, which may be filed with the Registrar of Companies, Telangana at Hyderabad (“RoC”) in the future. Any decision on whether to invest in the Equity Shares described in the DRHP 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 versus the DRHP. Invitations to subscribe to or purchase the equity shares in the Offer will be made only pursuant to the red herring prospectus if the recipient is 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 is outside India. No person outside India is eligible to Bid for equity shares in the Offer unless that person has received the preliminary offering memorandum for the Offer, which shall contain the selling restrictions for the Offer outside India. For details, potential investors should refer to the red herring prospectus, including the section titled “Risk Factors”, when available.

The Company and the BRLMs cannot and does not guarantee the accuracy, timeliness or completeness of the information being made available to you in the DRHP beyond the date of the DRHP. Neither the Company, the BRLMs, nor any of their 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 application forms downloaded and used for subscription to the Offer in contravention of the above will be rejected with no recourse to the BRLMs or the Company or any of their respective affiliates.

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

Please be advised that to view information on this site, you must accept the conditions of the legal disclaimer.

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have read the Legal Disclaimer.