GAMMON INDIA LIMITED

The Equity Shares are being offered in transactions not required to be registered under the Securities Act.
Therefore, the Equity Shares may be transferred or resold only in a transaction registered under or exempt
from the registration requirements of the Securities Act and in compliance with any other applicable
securities laws. For more information, see “Transfer Restrictions”.
A third party could be prevented from acquiring control of us because of the anti-takeover provisions
under Indian law.
There are provisions in Indian law that may discourage a third party from attempting to take control over us,
even if a change in control would result in the purchase of your Equity Shares at a premium to the market
price or would otherwise be beneficial to you. Under the Indian takeover regulations, an acquirer has been
defined as any person who, directly or indirectly, acquires or agrees to acquire shares or voting rights or
control over a company, whether individually or acting in concert with others. These provisions may
discourage or prevent certain types of transactions involving an actual or threatened change in control of us.
For more information, see “The Securities Market of India – Takeover Code”.
Force majeure events, terrorist attacks or war or conflicts involving India, the United States or other
countries could adversely affect the financial markets and adversely affect our business.
Any major hostilities involving India, or other acts of violence including civil unrest or terrorist attacks, or
events that are beyond our control, could have an adverse effect on the operations of services provided in
India. The terrorist attacks on New York and Washington, D.C. on September 11, 2001, and their aftermath
had an adverse effect on worldwide financial markets. Incidents such as the Mumbai terrorist attacks
between November 26 and 28, 2008, the September 11, 2001 terrorist attacks, other recent incidents such as
in Bali, Indonesia, Madrid, Spain and London, U.K., and other acts of violence may adversely affect global
equity markets as well as the Indian economy and stock markets where our Equity Shares will trade. Such
acts will negatively affect business sentiments as well as trade between countries, which could adversely
affect our business and profitability.
Also, India or the United States may enter into armed conflict or war with other countries. The
consequences of any armed conflicts are unpredictable, and we may not be able to foresee events that could
have an adverse effect on our business. South Asia has, from time to time experienced instances of civil
unrest and hostilities among neighboring countries. Military activity or terrorist attacks could adversely
affect the Indian economy by disrupting communications and making travel more difficult. Such events
could also create a perception that investments in Indian companies involve a higher degree of risk. This, in
turn, could have an adverse effect on the market for securities of Indian companies, including the Equity
Shares, and on the market for our services.
Our ability to raise foreign capital may be constrained by Indian law.
As an Indian company, we are subject to exchange controls that regulate borrowing in foreign currencies.
Such regulatory restrictions limit our financing sources for projects under development or acquisitions and
other strategic transactions. This could constrain our ability to obtain financing on competitive terms and
refinance existing indebtedness. In addition, there can be no assurance that we will be granted the required
approvals without onerous conditions, or at all. Any limitations on our ability to raise foreign debt may have
a material adverse impact on our business, financial condition, results of operations and prospects.
The prices and trading volumes of our equity shares on the Indian Stock Exchanges may fluctuate after
this Issue.
The prices and trading volumes of our equity shares on the Indian Stock Exchanges may fluctuate after this
Issue as a result of several factors, including: volatility in the Indian and global securities market; our
operations and performance; the performance of our competitors, the infrastructure industry and the
perception in the market about investments in the industries in which we operate; changes in the estimates
of our performance or recommendations by financial analysts; significant developments in India’s economic
liberalization and deregulation policies; and significant developments in India’s fiscal regulations. There
can be no assurance that the prices at which the Equity Shares are initially traded will correspond with the
prices at which the Equity Shares will trade in the market subsequent to this Issue.
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