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.

All persons residing outside of the United States who wish to access this video should first ensure that they are not subject to local laws or regulations that prohibit or restrict their right to access this video or require registration or approval for any acquisition of securities by them. No part of the contents of this video shall be copied or duplicated in any form by any means or redistributed.

The following disclaimer applies to the audio visual film of Vishal Mega Mart Limited (the Company) (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 (“Offer”). 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. Further, 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 an updated draft red herring prospectus dated October 17, 2024 (“UDRHP-I”) with the Securities and Exchange Board of India (“SEBI”), the BSE Limited and the National Stock Exchange of India Limited (“Stock Exchanges”).

The UDRHP-I 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.aboutvishal.com; and on the website of the BRLM, i.e. Kotak Mahindra Capital Company Limited, ICICI Securities Limited, Intensive Fiscal Services Private Limited, Jefferies India Private Limited, J.P. Morgan India Private Limited and Morgan Stanley India Company Private Limited at https://investmentbank.kotak.com, www.icicisecurities.com and www.intensivefiscal.com, VishalMM.IPO@jefferies.com, VISHAL_MEGA_MART_IPO@jpmorgan.com and vishalmegamartipo@morganstanley.com respectively.

This IPO AV provides only the salient features of the Offer and accordingly, potential investors should not rely on this video. Any decision on whether to invest in the equity shares must be made solely on the basis of the Red Herring Prospectus to be filed in relation to the Offer, when available. 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. The Company, Promoters and BRLMs 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 in this video. Investors are advised not to rely on any other document, content or information provided in respect to the public issue on the internet/ online websites/ social media platforms/ microblogging platforms by finfluencers. 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. Investors are advised to wait for the Red Herring Prospectus to be filed in relation to the Offer for making any investment decision.

This IPO AV 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. Any other information contained in, or that can be accessed via our website does not constitute a part of this video.

This 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 this video should first ensure that they are not subject to local laws or regulations that prohibit or restrict their right to access this video or require registration or approval for any acquisition of securities by them. No part of the contents of this video shall be copied or duplicated in any form by any means or redistributed. 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 state 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 or any state law of the United States. Accordingly, the Equity Shares are being offered and sold only (a) to persons in the United States that are “qualified institutional buyers” (as defined in Rule 144A) pursuant to Section 4(a) of the U.S. Securities Act, and (b) outside the United States in “offshore transactions” (as defined in Regulation S) in compliance with Regulation S and the applicable laws of the jurisdiction where those offers and sales occur.

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.