Offer Documents – Amber Enterprises India Limited

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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 and the preliminary international wrap accompanying it, each dated January 8, 2018, of Amber Enterprises India Limited (the “Company”) (together, the “Preliminary Offering Memorandum”) attached to this e-mail. You are therefore advised to read this disclaimer carefully before reading, accessing or making any other use of the attached Preliminary Offering Memorandum. None of Edelweiss Financial Services Limited, IDFC Bank Limited, SBI Capital Markets Limited and BNP Paribas (the “Book Running Lead Managers”), or any person who controls any of them or any of their respective affiliates, directors, officers, employees, agents, representatives or advisers accepts any liability whatsoever for any loss howsoever arising from any use of this e-mail or the attached Preliminary Offering Memorandum or their respective contents or otherwise arising in connection therewith. By accessing the Preliminary Offering Memorandum, you agree to be bound by the following terms and conditions, including any modifications to them from time to time, each time you receive any information from us as a result of such access. You acknowledge that access to the attached documents is intended for use by you only and you agree not to forward this on to any other person, internal or external to your company, in whole or in part, or otherwise provide access via e-email or otherwise to any other person.

NOTHING IN THIS ELECTRONIC TRANSMISSION CONSTITUTES AN OFFER OF SECURITIES FOR SALE IN ANY JURISDICTION WHERE IT IS UNLAWFUL TO DO SO.

INVESTING IN THE EQUITY SHARES INVOLVES RISKS AND YOU SHOULD CAREFULLY CONSIDER THE RISKS DESCRIBED UNDER THE SECTION “RISK FACTORS” AS WELL AS INFORMATION CONTAINED ELSEWHERE IN THE ATTACHED PRELIMINARY OFFERING MEMORANDUM BEFORE MAKING AN INVESTMENT DECISION.

Confirmation of Your Representation: You have accessed the attached Preliminary Offering Memorandum on the basis that you have confirmed your representation, agreement and acknowledgement to the Book Running Lead Managers that (1) you are not resident in the United States, as defined in Regulation S under the U.S. Securities Act of 1933, as amended (the “Securities Act”) and, to the extent you purchase the securities described in the attached Preliminary Offering Memorandum, you will be doing so pursuant to Regulation S under the Securities Act AND (2) you consent to delivery of the attached Preliminary Offering Memorandum and any amendments or supplements thereto by electronic transmission.

The attached Preliminary Offering Memorandum has been made available to you in electronic form. You are reminded that documents transmitted via this medium may be altered or changed during the process of transmission and consequently none of the Company, the Promoter Selling Shareholders, the Book Running Lead Managers or any of their respective directors, officers, employees, agents, representatives or affiliates accepts any liability or responsibility whatsoever in respect of any discrepancies between the Preliminary Offering Memorandum distributed to you in electronic format and the hard copy version. We will provide a hard copy version to you upon request.

Restrictions: The attached Preliminary Offering Memorandum is being furnished in connection with an offering exempt from registration under the Securities Act solely for the purpose of enabling a prospective investor to consider the purchase of the securities described in the Preliminary Offering Memorandum. An investment decision should only be made on the basis of the Preliminary Offering Memorandum. In making an investment decision, investors must rely on their own examination of the merits and risks involved.

You are reminded that no representation or warranty, express or implied is made or given by or on behalf of, the Book Running Lead Managers named herein, nor any person who controls it or any director, officer, employee, agent or representative of it or affiliate of such person as to the accuracy, completeness or fairness of the information or opinions contained in this document and such persons do not accept responsibility or liability for any such information or opinions.

THE EQUITY SHARES HAVE NOT BEEN AND WILL NOT BE REGISTERED UNDER THE SECURITIES ACT OR ANY STATE SECURITIES LAWS IN THE UNITED STATES, AND UNLESS SO REGISTERED, 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 SECURITIES ACT AND IN ACCORDANCE WITH ANY APPLICABLE U.S. STATE SECURITIES LAWS. THE EQUITY SHARES ARE BEING OFFERED AND SOLD OUTSIDE THE UNITED STATES IN OFFSHORE TRANSACTIONS IN RELIANCE ON REGULATION S AND THE APPLICABLE LAWS OF EACH JURISDICTIONS WHERE SUCH OFFERS AND SALES ARE MADE.

Except with respect to eligible investors in jurisdictions where such offer is permitted by law, nothing in this electronic transmission constitutes an offer or an invitation by or on behalf of either the Company, the Promoter Selling Shareholders or the Book Running Lead Managers to subscribe for or purchase any of the securities described therein, and access has been limited so that it shall not constitute a general advertisement or solicitation in the United States or elsewhere. If a jurisdiction requires that the offering be made by a licensed broker or dealer and any of the Book Running Lead Managers or any affiliate of an underwriter is a licensed broker or dealer in that jurisdiction, the offering shall be deemed to be made by such Book Running Lead Managers or their eligible affiliates on behalf of the Company in such jurisdiction.

You are reminded that you have accessed the attached Preliminary Offering Memorandum on the basis that you are a person into whose possession the Preliminary Offering Memorandum may be lawfully delivered in accordance with the laws of the jurisdiction in which you are located and you may not nor are you authorized to deliver or forward this document, electronically or otherwise, to any other person. The materials relating to the offering of securities referred to in the Preliminary Offering Memorandum do not constitute, and may not be used in connection with, an offer or solicitation in any place where offers or solicitations are not permitted by law. If you have gained access to this transmission contrary to the foregoing restrictions, you will be unable to purchase any of the securities described therein.

This e-mail and the attached Preliminary Offering Memorandum are intended only for use by the addressee named herein and may contain legally privileged and/or confidential information. If you are not the intended recipient of this e-mail or the attached Preliminary Offering Memorandum, you are hereby notified that any dissemination, distribution or copying of this e-mail or the attached Preliminary Offering Memorandum is strictly prohibited. If you have received this e-mail and the attached Preliminary Offering Memorandum in error, please immediately notify us by reply e-mail and destroy any printouts of it.

Actions that You May Not Take: You should not reply by e-mail to this announcement, and you may not purchase any securities by doing so. Any reply e-mail communications, including those you generate by using the “Reply” function on your e-mail software, will be ignored, rejected or deleted.

YOU ARE NOT AUTHORIZED AND YOU MAY NOT FORWARD OR DELIVER THE ATTACHED PRELIMINARY OFFERING MEMORANDUM, ELECTRONICALLY OR OTHERWISE, TO ANY OTHER PERSON OR REPRODUCE SUCH PRELIMINARY OFFERING MEMORANDUM IN ANY MANNER WHATSOEVER. ANY FORWARDING, DISTRIBUTION OR REPRODUCTION OF THIS DOCUMENT AND THE ATTACHED PRELIMINARY OFFERING MEMORANDUM 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.

 You are responsible for protecting against viruses and other destructive items. Your use of this e-mail is at your own risk and it is your responsibility to take precautions to ensure that it is free from viruses and other items of a destructive nature. You acknowledge that the Company, the Promoter Selling Shareholders and the Book Running Lead Managers have no responsibility in this regard.

By clicking on the “Agree” button, you confirm that you agree to be bound by all of the terms and conditions above and that you are permitted to proceed to electronic version of the Offer Documents.

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