IMPORTANT NOTICE

NOT FOR RELEASE, DISTRIBUTION OR PUBLICATION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART TO ANY PERSON OR ADDRESS IN THE UNITED STATES OR IN ANY OTHER JURISDICTION IN WHICH SUCH DISTRIBUTION OR DISSEMINATION WOULD BE PROHIBITED BY APPLICABLE LAWS

INITIAL PUBLIC OFFER IN RELIANCE UPON REGULATION 14(4)(f) OF THE SECURITIES AND EXCHANGE BOARD OF INDIA (INFRASTRUCTURE INVESTMENT TRUSTS) REGULATIONS, 2014, AS AMENDED

IMPORTANT: The following applies to the draft offer document of National Infrastructure Trust (the “InvIT”), dated August, 26 2024, in relation to the offering of units by the InvIT, filed with the Securities and Exchange Board of India (“SEBI”), BSE Limited and National Stock Exchange of India Limited (the “Stock Exchanges”) (such document, the “Draft Offer Document”) and hosted on this website, and you are therefore advised to read this carefully before reading, accessing or making any other use of the attached Draft Offer Document. In accessing the Draft Offer Document, you agree to be bound by the following terms and conditions, including any modifications to them, from time to time, each time you receive any information from us as a result of such access. The information in the Draft Offer Document is subject to completion, revision, verification, amendment and change without notice. Neither SBI Capital Markets Limited and HDFC Bank Limited (together, the “BRLMs”) nor any person who controls the BRLMs nor any of their affiliates, directors, officers, employees, agents, representatives or advisers accepts any liability whatsoever for any loss howsoever arising from any use of this e-mail or the attached Draft Offer Document or their respective contents or otherwise arising in connection therewith.

The InvIT is not soliciting any action based on the Draft Offer Document, and it should not be construed as an offer to sell or the solicitation of an offer to buy any securities.

THE UNITS HAVE NOT BEEN AND WILL NOT BE REGISTERED UNDER THE U.S. SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”) OR ANY OTHER APPLICABLE STATE SECURITIES LAWS OF THE UNITED STATES AND, UNLESS SO REGISTERED, MAY NOT BE OFFERED, SOLD OR DELIVERED WITHIN THE UNITED STATES EXCEPT PURSUANT TO AN EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND APPLICABLE STATE SECURITIES LAWS. THE UNITS ARE BEING OFFERED AND SOLD OUTSIDE THE UNITED STATES IN “OFFSHORE TRANSACTIONS” AS DEFINED IN, AND IN COMPLIANCE WITH, REGULATION S UNDER THE SECURITIES ACT (“REGULATION S”) AND THE APPLICABLE LAWS OF THE JURISDICTIONS WHERE THOSE OFFERS AND SALES OCCUR. FOR A DESCRIPTION OF THE SELLING RESTRICTIONS IN CERTAIN OTHER JURISDICTIONS, SEE “SELLING RESTRICTIONS” IN THE DRAFT OFFER DOCUMENT. THE UNITS ARE TRANSFERABLE ONLY IN ACCORDANCE WITH THE RESTRICTIONS DESCRIBED IN “SELLING AND TRANSFER RESTRICTIONS” OF THE DRAFT OFFER DOCUMENT.

THE ATTACHED DRAFT OFFER DOCUMENT MAY NOT BE FORWARDED, DOWNLOADED, DELIVERED OR DISTRIBUTED, IN WHOLE OR IN PART, ELECTRONICALLY OR OTHERWISE TO ANY OTHER PERSON AND MAY NOT BE REPRODUCED IN ANY MANNER WHATSOEVER, AND IN PARTICULAR, MAY NOT BE FORWARDED TO ANY PERSON IN THE UNITED STATES OR IN ANY OTHER JURISDICTION IN WHICH SUCH DISTRIBUTION OR DISSEMINATION WOULD BE PROHIBITED BY APPLICABLE LAWS OR TO ANY ADDRESS IN SUCH JURISDICTIONS. ANY FORWARDING, DISTRIBUTION OR REPRODUCTION OF THE DRAFT OFFER DOCUMENT IN WHOLE OR IN PART IS UNAUTHORIZED. FAILURE TO COMPLY WITH THIS DIRECTIVE MAY RESULT IN A VIOLATION OF THE SECURITIES ACT OR THE APPLICABLE LAWS OF OTHER JURISDICTIONS. IF YOU HAVE GAINED ACCESS TO THIS TRANSMISSION CONTRARY TO ANY OF THE FOREGOING RESTRICTIONS, YOU ARE NOT AUTHORISED AND WILL NOT BE ABLE TO PURCHASE ANY OF THE UNITS DESCRIBED IN THE ATTACHED DRAFT OFFER DOCUMENT.

Nothing in this electronic website hosting constitutes an offer of securities for sale in any jurisdiction where it is unlawful to do so. If you are not permitted to view the Draft Offer Document on this website or are in any doubt as to whether you are permitted to view the Draft Offer Document, please exit this webpage.

Confirmation of your Representation: You are accessing the attached Draft Offer Document on the basis that you have confirmed your representation, agreement and acknowledgement to the effect that: (1) you are not accessing the webpage from a jurisdiction where it is prohibited to invest in such securities in accordance with applicable laws; (2) the securities offered hereby have not been registered under the Securities Act; and (3) you are permitted to subscribe for and acquire (at the relevant time) the Units under the laws of all relevant jurisdictions that apply to you and that you have fully observed such laws and you have necessary capacity, have obtained all necessary consents, governmental or otherwise, and authorisations and complied and shall comply with all necessary formalities, to enable you to participate in the offer and to perform your obligations in relation thereto (including, without limitation, in the case of any person on whose behalf you are acting, all necessary consents and authorisations to agree to the terms set out or referred to in the attached Draft Offer Document), and will honour such obligations;

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 InvIT in the United States or in any other jurisdiction, including without limitation, India.

You are reminded that no representation or warranty, expressed or implied, is made or given by or on behalf of the BRLMs, nor any person who controls them or any director, officer, employee or agent of them, or affiliate or associate of any such person as to the accuracy, completeness or fairness of the information or opinions contained in this document and such persons do not accept responsibility or liability for any such information or opinions.

THE DRAFT OFFER DOCUMENT MAY NOT BE DOWNLOADED, DISTRIBUTED OR DELIVER THE ATTACHED DRAFT OFFER DOCUMENT, ELECTRONICALLY OR OTHERWISE, TO ANY OTHER PERSON AND MAY NOT REPRODUCE THE ATTACHED DRAFT OFFER DOCUMENT IN ANY MANNER WHATSOEVER. ANY FORWARDING, DISSEMINATION, DISTRIBUTION OR REPRODUCTION OF THIS DOCUMENT AND THE DRAFT OFFER DOCUMENT IN WHOLE OR IN PART IS UNAUTHORIZED. FAILURE TO COMPLY WITH THIS DIRECTIVE MAY RESULT IN A VIOLATION OF THE SECURITIES ACT OR THE APPLICABLE LAWS OF OTHER JURISDICTIONS. IF YOU ACCESS THE DRAFT OFFER DOCUMENT CONTRARY TO THE FOREGOING RESTRICTIONS, YOU WILL BE DOING SO AT YOUR OWN RISK AND COST.

Capitalized terms used but not defined herein shall have the meaning ascribed to such terms in the Draft Offer Document attached hereto.

TO ACCESS THIS INFORMATION, YOU MUST CONFIRM BY PRESSING ON THE BUTTON MARKED “I CONFIRM”. IF YOU CANNOT MAKE THIS CONFIRMATION, YOU MUST PRESS THE BUTTON MARKED “I DO NOT CONFIRM”.

I Confirm   I Do Not Confirm