INDIAN RAILWAY FINANCE CORPORATION LIMITED

15.2 The complete list of events of default shall be as specified in the Debenture Trust Deed.15.3 The early redemption amount payable on the occurrence of an event of default shall be as detailed in theDebenture Trust Deed.15.4 If an event of default occurs which is continuing, the Debenture Trustee may with the consent of theBondholders, obtained in accordance with the provisions of the Debenture Trust Deed, and with a priorwritten notice to our Company, take action in terms of the Debenture Trust Deed.15.5 In case of default in the redemption of Bonds, in addition to the payment of interest and all other moniespayable hereunder on the respective due dates, our Company shall also pay interest on the defaultedamounts.16. Bondholders’ rights, nomination, etc.16.1 Rights of BondholdersSome of the significant rights available to the Bondholders are as follows:a) Bondholder not a shareholder: The Bondholders will not be entitled to any of the rights and privilegesavailable to the equity and/or preference shareholders of our Companyb) The Bonds shall not, except as provided in the Companies Act, confer on Bondholders any rights orprivileges available to members of our Company including the right to receive notices or annual reportsof, or to attend and / or vote, at the Company’s general meeting(s). However, if any resolution affectingthe rights of the Bondholders is to be placed before the shareholders, such resolution will first be placedbefore the concerned registered Bondholders for their consideration. In terms of Section 219(2) of theCompanies Act, Bondholders shall be entitled to a copy of the balance sheet on a specific request madeto the Company.c) The rights, privileges and conditions attached to the Bonds may be varied, modified and/or abrogatedwith the consent in writing of the Bondholders of at least three-fourths of the outstanding amount of theBonds or with the sanction of a special resolution passed at a meeting of the concerned Bondholders.However, such consent or resolution shall not be operative against our Company in the event that suchconsent or resolution is not acceptable to the Company.d) The registered Bondholder or in case of joint-holders, the person whose name stands first in the Registerof Bondholders shall be entitled to vote in respect of such Bonds, either by being present in person or,where proxies are permitted, by proxy, at any meeting of the concerned Bondholders summoned forsuch purpose and every such Bondholder shall be entitled to one vote on a show of hands and on a poll,his or her voting rights shall be in proportion to the outstanding nominal value of Bonds held by him orher on every resolution placed before such meeting of the Bondholders.e) Bonds may be rolled over with the consent in writing of the holders of at least three-fourths of theoutstanding amount of the Bonds or with the sanction of a Special Resolution passed at a meeting of theconcerned Bondholders after providing at least 21 days prior notice for such roll-over and in accordancewith the SEBI Debt Regulations. Our Company shall redeem the Bonds of all the Bondholders, whohave not given their positive consent to the roll-over.16.2 SuccessionThe above rights of Bondholders are merely indicative. The final rights of the Bondholders will be asper the terms of the Shelf Prospectus, respective Tranche Prospectus(es) and Debenture Trust Deed tobe executed by our Company with the Debenture Trustee.Special Resolution for the purpose of this section is a resolution passed at a meeting of Bondholders ofat least three-fourths of the outstanding amount of the Bonds, present and voting.Where Bonds are held in joint names and one of the joint holders dies, the survivor(s) will be recognized asthe Bondholder(s) in accordance with the applicable laws. It will be sufficient for our Company to delete the55