Shopper's Stop Limited - Securities and Exchange Board of India

2. ON THE BASIS OF SUCH EXAMINATION AND THE DISCUSSIONS WITH THE COMPANY,
ITS DIRECTORS AND OTHER OFFICERS, OTHER AGENCIES, INDEPENDENT
VERIFICATION OF THE STATEMENTS CONCERNING THE OBJECTS OF THE ISSUE,
PROJECTED PROFITABILITY, PRICE JUSTIFICATION AND THE CONTENTS OF THE
DOCUMENTS MENTIONED IN THE ANNEXURE AND OTHER PAPERS FURNISHED BY THE
COMPANY.
WE CONFIRM THAT:
(A) THE DRAFT RED HERRING PROSPECTUS FORWARDED TO SEBI IS IN CONFORMITY
WITH THE DOCUMENTS, MATERIALS AND PAPERS RELEVANT TO THE ISSUE;
(B) ALL THE LEGAL REQUIREMENTS CONNECTED WITH THE SAID ISSUE AS ALSO THE
GUIDELINES, INSTRUCTIONS, ETC. ISSUED BY SEBI, THE GOVERNMENT AND ANY
OTHER COMPETENT AUTHORITY IN THIS BEHALF HAVE BEEN DULY COMPLIED WITH;
AND
(C) THE DISCLOSURES MADE IN THE DRAFT RED HERRING PROSPECTUS ARE TRUE, FAIR
AND ADEQUATE TO ENABLE THE INVESTORS TO MAKE A WELL-INFORMED DECISION
AS TO THE INVESTMENT IN THE PROPOSED ISSUE.
(D). WE CONFIRM THAT BESIDES OURSELVES, ALL THE INTERMEDIARIES NAMED IN THE
DRAFT RED HERRING PROSPECTUS ARE REGISTERED WITH SEBI AND THAT TILL
DATE SUCH REGISTRATIONS ARE VALID.
(E) WHEN UNDERWRITTEN, WE SHALL SATISFY OURSELVES ABOUT THE WORTH OF
THE UNDERWRITERS TO FULFIL THEIR UNDERWRITING COMMITMENTS.
WE CERTIFY THAT WRITTEN CONSENT FROM THE PROMOTERS HAS BEEN OBTAINED FOR
INCLUSION OF THEIR EQUITY SHARES AS PART OF PROMOTERS’ CONTRIBUTION SUBJECT
TO LOCK-IN AND THE EQUITY SHARES PROPOSED TO FORM PART OF PROMOTERS
CONTRIBUTION SUBJECT TO LOCK-IN, WILL NOT BE DISPOSED/SOLD /TRANSFERRED BY THE
PROMOTERS DURING THE PERIOD STARTING FROM THE DATE OF FILING THE DRAFT RED
HERRING PROSPECTUS WITH SEBI TILL THE DATE OF COMMMENCEMENT OF LOCK-IN
PERIODAS STATED IN THE DRAFT RED HERRING PROSPECTUS.
ALL LEGAL REQUIREMENTS PERTAINING TO THE ISSUE WILL BE COMPLIED WITH AT THE
TIME OF FILING OF THE RED HERRING PROSPECTUS WITH THE ROC IN TERMS OF SECTION
60B OF THE ACT. ALL LEGAL REQUIREMENTS PERTAINING TO THE ISSUE WILL ALSO BE
COMPLIED WITH AT THE TIME OF REGISTRATION OF THE PROSPECTUS WITH THE ROC IN
TERMS OF SECTION 56, SECTION 60 AND SECTION 60B OF THE COMPANIES ACT.
THE FILING OF THE DRAFT RED HERRING PROSPECTUS DOES NOT, HOWEVER, ABSOLVE THE
COMPANY FROM ANY LIABILITIES UNDER SECTION 63 AND SECTION 68 OF THE COMPANIES
ACT OR FROM THE REQUIREMENT OF OBTAINING SUCH STATUTORY AND OTHER
CLEARANCES AS MAY BE REQUIRED FOR THE PURPOSE OF THE PROPOSED ISSUE. SEBI
FURTHER RESERVES THE RIGHT TO TAKE UP AT ANY POINT OF TIME, WITH THE BOOK
RUNNING LEAD MANAGERS, FOR ANY IRREGULARITIES OR LAPSES IN THE DRAFT RED
HERRING PROSPECTUS.
Caution
The Company, the Directors and the BRLMs/ Co-BRM accept no responsibility for statements made
otherwise than in the draft Red Herring Prospectus or in the advertisements or any other material issued
by or at the instance of the Company and anyone placing reliance on any other source of information
including our website (www.shoppersstop.com) would be doing so at his or her own risk.
The BRLMS/ CO-BRM accept no responsibility, save to the limited extent as provided in the
Memorandum of Understanding and the Underwriting Agreement entered into between the Company and
the Underwriters.
The BRLMS/ CO-BRM and the Company shall make all information available to the public and investors
at large and no selective or additional information would be available for a section of the investors in any
manner whatsoever including at road show presentations, in research or sales reports or at bidding
centers etc.
Disclaimer in Respect of Jurisdiction
This Issue is being made in India to persons resident in India (including Indian nationals resident in India
who are not minors, HUFs, companies, corporate bodies and societies registered under the applicable
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