AV Presentations - Disclaimer

NOT FOR ACCESS IN OR BY, OR DISTRIBUTION OR TRANSMISSION IN, INTO OR TO, DIRECTLY OR INDIRECTLY, THE UNITED STATES OF AMERICA (INCLUDING ITS TERRITORIES AND POSSESSIONS), ANY STATE OF THE UNITED STATES AND THE DISTRICT OF COLUMBIA (THE “UNITED STATES”) OR ANY OTHER JURISDICTION WHERE IT IS UNLAWFUL TO DO SO.

THESE MATERIALS ARE NOT DIRECTED AT OR INTENDED TO BE ACCESSED BY PERSONS LOCATED OUTSIDE INDIA.

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

The following disclaimer applies to the audio visual film of HDB Financial Services Limited (the “Company”) dated November 7, 2024, (the “IPO AV”), in relation to the initial public offering of the equity shares of face value of ₹ 10 each (“Equity Shares”) of the Company (“Issue”). The Company is proposing, subject to receipt of requisite approvals, market conditions and other considerations, to make an initial public offering of its Equity Shares and has filed a draft red herring prospectus dated October 30, 2024 (“DRHP”) with the Securities and Exchange Board of India (“SEBI”), the BSE Limited and the National Stock Exchange of India Limited (“Stock Exchanges”). The DRHP is available on the website of SEBI at www.sebi.gov.in, as well as on the websites of the Stock Exchanges i.e. BSE and NSE at www.bseindia.com and www.nseindia.com, respectively, on the website of the Company at www.hdbfs.com ; and on the website of the BRLMs, i.e. - JM Financial Limited, BNP Paribas, BofA Securities India Limited, , Goldman Sachs India (Securities) Private Limited, HSBC Securities and Capital Markets (India) Private Limited, IIFL Securities Limited, Jefferies India Private Limited, Morgan Stanley India Company Private Limited, Motilal Oswal Investment Advisors Limited, Nomura Financial Advisory and Securities (India) Private Limited, Nuvama Wealth Management Limited and UBS Securities India Private Limited at www.jmfl.com, www.bnpparibas.co.in, http://www.ml-india.com, http://www.goldmansachs.com/, https://www.business.hsbc.co.in/engb/regulations/hsbc-securities-and-capital-market, http://www.iiflcap.com, www.jefferies.com, www.morganstanley.com/india, http://www.motilaloswalgroup.com, www.nomuraholdings.com/company/group/asia/india/index.html, www.nuvama.com and http://www.ubs.com/indiaoffers, respectively

THE IPO AV IS BEING MADE AVAILABLE ON THIS WEBSITE IN ACCORDANCE WITH CIRCULAR ON “AUDIOVISUAL (AV) PRESENTATION OF DISCLOSURES MADE IN PUBLIC ISSUE OFFER DOCUMENTS” DATED MAY 24, 2024, ISSUED BY THE SECURITIES AND EXCHANGE BOARD OF INDIA. You are advised to read this disclaimer carefully before reading, accessing or making any other use of the IPO AV. In accessing the IPO AV, you agree to be bound by the following terms and conditions, including any modifications to them from time to time. The IPO AV is directed at, and is intended for distribution to, and use by, residents of India only. The information in the IPO AV, is not intended for, and may not be accessed in or by, or distributed or transmitted in, into or to, directly or indirectly, the United States of America (including its territories and possessions), any state of the United States and the District of Columbia (the “United States”) or any other jurisdiction where it is unlawful to do so. All persons residing outside of the United States who wish to access the IPO AV contained on the following page of this website should first ensure that they are not subject to local laws or regulations that prohibit or restrict their right to access this website or require registration or approval for any acquisition of securities by them. No part of the contents of the IPO AV shall be copied or duplicated in any form by any means or redistributed.

The IPO AV do not constitute an offer to sell, or the solicitation of an offer to purchase or acquire, any securities of the Company in the United States or in any other jurisdiction in which such offer or solicitation would be unlawful prior to registration or qualification under the securities laws of such jurisdiction. The Equity Shares have not been and will not be registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act” ) or any other applicable law of 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 United States state securities laws. Accordingly, the Equity Shares are being offered and sold only (i) within the United States to persons reasonably believed to be “qualified institutional buyers” as defined in Rule 144A (“Rule 144A”) under the U.S. Securities Act in transactions exempt from or not subject to the registration requirements of the U.S. Securities Act in reliance on Rule 144A, (ii) within India, to Indian institutional, non-institutional and retail investors in compliance with the SEBI ICDR Regulations, and (iii) outside the United States to eligible investors in “offshore transactions” as defined in, and in reliance on, Regulation S (“Regulation S”) under the U.S. Securities Act and the applicable laws of the jurisdiction where those offers and sales occur. No public offering of the Equity Shares or other securities is being made in the United States.

The IPO AV does not constitute, and should not be construed as, “general solicitation” or “general advertising” as defined under Regulation D of the U.S. Securities Act, or “directed selling efforts” under Regulation S.

The Company, and JM Financial Limited, BNP Paribas, BofA Securities India Limited, Goldman Sachs (India) Securities Private Limited, HSBC Securities and Capital Markets (India)Private Limited, IIFL Securities Limited, Jefferies India Private Limited, Morgan Stanley India Company Private Limited, Motilal Oswal Investment Advisors Limited, Nomura Financial Advisory and Securities (India) Private Limited, Nuvama Wealth Management Limited and UBS Securities India Private Limited (collectively, the “Book Running Lead Managers”) and their respective affiliates, directors, officers, agents, representatives, advisers and employees do not accept any liability whatsoever, direct or indirect, that may arise from the use of the information contained on this website. The information in the IPO AV is as of the date thereof and neither the Company, the Promoter, the Book Running Lead Managers nor their respective affiliates, directors, officers, agents, representatives, advisers or employees are under any obligation to update or revise the IPO AV to reflect circumstances arising after the date thereof. You are reminded that documents transmitted in electronic form may be altered or changed during the process of transmission and consequently, neither the Company, the Book Running Lead Managers nor any of their respective affiliates, directors, officers, agents, representatives, advisers or employees accepts any liability or responsibility whatsoever in respect of alterations or changes which have taken place during the course of transmission of the IPO AV in electronic format.

Investors are advised not to rely on any other document, content or information provided in respect to the Issue on the internet/ online websites/ social media platforms/ micro-blogging platforms and by influencers/finfluencers since the same is not authorized/ approved/ commissioned/ paid by the Company or its Promoter/Directors/KMPs or SMPs in any manner. Any such posts, including on social media platforms, may be illegal in certain jurisdictions and only certain categories of persons may be authorized to access such information. Such posts, including on social media platforms, do not constitute an offer or solicitation of an offer, or any advice or recommendation to purchase, sell or transact in any of the Company’s securities.

Any potential investor should note that investment in equity shares involves a high degree of risk and for details relating to such risks, see the section titled “Risk Factors” of the Red Herring Prospectus when available. Potential investors should also refer to the Prospectus which will be filed with the Registrar of Companies, Gujarat at Ahmedabad (“RoC”) and SEBI in the future, including the section titled “Risk Factors”. The IPO AV provides only the salient features of the Issue and accordingly, potential investors should not rely on the IPO AV. Any decision on whether to invest in the equity shares must be made solely on the basis of the Red Herring Prospectus when available.

You are accessing this website at your own risk and it is your responsibility to take precautions to ensure that it is free from viruses. Neither the Company, Promoter, the Book Running Lead Managers nor their respective affiliates, directors, officers, agents, representatives, advisers or 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 making 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 this website or the IPO AV.

Failure to comply with this disclaimer may result in a violation of the applicable laws of India and other jurisdictions. Any other information contained in, or that can be accessed via this website does not constitute a part of the IPO AV.

IF YOU ARE NOT PERMITTED TO VIEW THE MATERIALS ON THIS WEBSITE OR ARE IN ANY DOUBT AS TO WHETHER YOU ARE PERMITTED TO VIEW THESE MATERIALS, PLEASE EXIT THIS WEBPAGE.

To access this information, you must confirm, by pressing on the button marked “I Confirm”, that at the time of access, you are located in India. If you cannot make this confirmation, you must press the button marked “I Do Not Confirm”.

The documentation contained in these pages is posted solely to comply with Indian legal and regulatory requirements. Making the information contained herein available in electronic format does not constitute an offer to sell, the solicitation of an offer to buy, or a recommendation to buy or sell securities of the Company in the United States or in any other jurisdiction, including without limitation, India.