Common use of Equity Lock-in Commitment Clause in Contracts

Equity Lock-in Commitment. 19.1.1 The aggregate equity share holding of the Selected Bidder in the issued and paid up equity share capital of SPV [which is under incorporation] shall not be less than Fifty one percent (51%) up to a period of one (1) year after COD of the Project. Provided that, in case the Lead Member or Bidding Company is holding equity through Affiliate/s, Ultimate Parent Company or Parent Company, such restriction as specified above shall apply to such entities. Provided further, that in case the Selected Bidder is a Bidding Consortium, the Lead Member shall continue to hold equity of at least twenty six percent (26%) upto a period of one (1) year after COD of the Project and any Member of such Bidding Consortium shall be allowed to divest its equity as long as the other remaining Members (which shall always include the Lead Member) hold the minimum equity specified above. 19.1.2 If equity is held by the Affiliates, Parent Company or Ultimate Parent Company of the Selected Bidder, then, subject to the second proviso to Article 19.1.1, such Affiliate, Parent Company or Ultimate Parent Company shall be eligible to transfer its shareholding in SPV [which is under incorporation] to another Affiliate or to the Parent Company / Ultimate Parent Company of the Selected Bidder. If any such shareholding entity, qualifying as an Affiliate / Parent Company / Ultimate Parent Company, is likely to cease to meet the criteria to qualify as an Affiliate / Parent Company / Ultimate Parent Company, the shares held by such entity shall be transferred to another Affiliate / Parent Company / Ultimate Parent Company of the Selected Bidder. 19.1.3 Subject to Article 19.1.1, all transfer(s) of shareholding of SPV [which is under incorporation] by any of the entities referred to in Article 19.1.1 and 19.1.2 above, shall be after prior written intimation to the Nodal Agency. 19.1.4 For computation of effective Equity holding, the Equity holding of the Selected Bidder or its Ultimate Parent Company in such Affiliate(s) or Parent Company and the equity holding of such Affiliate(s) or Ultimate Parent Company in SPV [which is under incorporation] shall be computed in accordance with the example given below: If the Parent Company or the Ultimate Parent Company of the Selected Bidder A directly holds thirty percent (30%) of the equity in SPV [which is under incorporation], then holding of Selected Bidder A in SPV [which is under incorporation] shall be thirty percent (30%); If Selected Bidder A holds thirty percent (30%) equity of the Affiliate and the Affiliate holds fifty percent (50%) equity in SPV [which is under incorporation], then, for the purposes of ascertaining the minimum equity/equity lock-in requirements specified above, the effective holding of Bidder A in SPV [which is under incorporation] shall be fifteen percent (15%), (i.e., 30% x 50%) 19.1.5 The provisions as contained in this Article 19.1 shall override the terms of the consortium agreement submitted as part of the Bid. 19.1.6 The TSP shall be responsible to report to Nodal Agency, within thirty (30) days from the occurrence of any event that would result in any change in its equity holding structure from that which existed as on the date of signing of the Share Purchase Agreement. In such cases, the Nodal Agency would reserve the right to ascertain the equity holding structure and to call for all such required documents / information / clarifications as may be required.

Equity Lock-in Commitment. 19.1.1 The aggregate equity share holding of the Selected Bidder in the issued and paid up equity share capital of SPV [which is under incorporationWHICH IS UNDER INCORPORATION] shall not be less than Fifty one percent (51%) up to a period of one (1) year after COD of the Project. Provided that, in case the Lead Member or Bidding Company is holding equity through Affiliate/s, Ultimate Parent Company or Parent Company, such restriction as specified above shall apply to such entities. Provided further, that in case the Selected Bidder is a Bidding Consortium, the Lead Member shall continue to hold equity of at least twenty six percent (26%) upto a period of one (1) year after COD of the Project and any Member of such Bidding Consortium shall be allowed to divest its equity as long as the other remaining Members (which shall always include the Lead Member) hold the minimum equity specified above. 19.1.2 If equity is held by the Affiliates, Parent Company or Ultimate Parent Company of the Selected Bidder, then, subject to the second proviso to Article 19.1.1, such Affiliate, Parent Company or Ultimate Parent Company shall be eligible to transfer its shareholding in SPV [which is under incorporationWHICH IS UNDER INCORPORATION] to another Affiliate or to the Parent Company / Ultimate Parent Company of the Selected Bidder. If any such shareholding entity, qualifying as an Affiliate / Parent Company / Ultimate Parent Company, is likely to cease to meet the criteria to qualify as an Affiliate / Parent Company / Ultimate Parent Company, the shares held by such entity shall be transferred to another Affiliate / Parent Company / Ultimate Parent Company of the Selected Bidder. 19.1.3 Subject to Article 19.1.1, all transfer(s) of shareholding of SPV [which is under incorporationWHICH IS UNDER INCORPORATION] by any of the entities referred to in Article 19.1.1 and 19.1.2 above, shall be after prior written intimation to the Nodal Agency. 19.1.4 For computation of effective Equity holding, the Equity holding of the Selected Bidder or its Ultimate Parent Company in such Affiliate(s) or Parent Company and the equity holding of such Affiliate(s) or Ultimate Parent Company in SPV [which is under incorporationWHICH IS UNDER INCORPORATION] shall be computed in accordance with the example given below: If the Parent Company or the Ultimate Parent Company of the Selected Bidder A directly holds thirty percent (30%) of the equity in SPV [which is under incorporationWHICH IS UNDER INCORPORATION], then holding of Selected Bidder A in SPV [which is under incorporationWHICH IS UNDER INCORPORATION] shall be thirty percent (30%); If Selected Bidder A holds thirty percent (30%) equity of the Affiliate and the Affiliate holds fifty percent (50%) equity in SPV [which is under incorporationWHICH IS UNDER INCORPORATION], then, for the purposes of ascertaining the minimum equity/equity lock-in requirements specified above, the effective holding of Bidder A in SPV [which is under incorporationWHICH IS UNDER INCORPORATION] shall be fifteen percent (15%), (i.e., 30% x 50%) 19.1.5 The provisions as contained in this Article 19.1 shall override the terms of the consortium agreement submitted as part of the Bid. 19.1.6 The TSP shall be responsible to report to Nodal Agency, within thirty (30) days from the occurrence of any event that would result in any change in its equity holding structure from that which existed as on the date of signing of the Share Purchase Agreement. In such cases, the Nodal Agency would reserve the right to ascertain the equity holding structure and to call for all such required documents / information / clarifications as may be required.

Equity Lock-in Commitment. 19.1.1 The aggregate equity share holding of the Selected Bidder in the issued and paid up equity share capital of SPV [which is under incorporationInsert Name of the SPV] shall not be less than Fifty one percent (51%) up to a period of one (1) year after COD of the Project. Provided that, in case the Lead Member or Bidding Company is holding equity through Affiliate/s, Ultimate Parent Company or Parent Company, such restriction as specified above shall apply to such entities. Provided further, that in case the Selected Bidder is a Bidding Consortium, the Lead Member shall continue to hold equity of at least twenty six percent (26%) upto a period of one (1) year after COD of the Project and any Member of such Bidding Consortium shall be allowed to divest its equity as long as the other remaining Members (which shall always include the Lead Member) hold the minimum equity specified above. 19.1.2 If equity is held by the Affiliates, Parent Company or Ultimate Parent Company of the Selected Bidder, then, subject to the second proviso to Article 19.1.1, such Affiliate, Parent Company or Ultimate Parent Company shall be eligible to transfer its shareholding in SPV [which is under incorporationInsert Name of the SPV] to another Affiliate or to the Parent Company / Ultimate Parent Company of the Selected Bidder. If any such shareholding entity, qualifying as an Affiliate / Parent Company / Ultimate Parent Company, is likely to cease to meet the criteria to qualify as an Affiliate / Parent Company / Ultimate Parent Company, the shares held by such entity shall be transferred to another Affiliate / Parent Company / Ultimate Parent Company of the Selected Bidder. 19.1.3 Subject to Article 19.1.1, all transfer(s) of shareholding of SPV [which is under incorporationInsert Name of SPV] by any of the entities referred to in Article 19.1.1 and 19.1.2 above, shall be after prior written intimation to the Nodal Agency. 19.1.4 For computation of effective Equity holding, the Equity holding of the Selected Bidder or its Ultimate Parent Company in such Affiliate(s) or Parent Company and the equity holding of such Affiliate(s) or Ultimate Parent Company in SPV …………….. [which is under incorporationInsert Name of SPV] shall be computed in accordance with the example given below: If the Parent Company or the Ultimate Parent Company of the Selected Bidder A directly holds thirty percent (30%) of the equity in SPV [which is under incorporationInsert name of the SPV], then holding of Selected Bidder A in SPV [which is under incorporationInsert name of the SPV] shall be thirty percent (30%); If Selected Bidder A holds thirty percent (30%) equity of the Affiliate and the Affiliate holds fifty percent (50%) equity in SPV ………………………….… [which is under incorporationInsert Name of the SPV], then, for the purposes of ascertaining the minimum equity/equity lock-in requirements specified above, the effective holding of Bidder A in SPV [which is under incorporationInsert Name of SPV] shall be fifteen percent (15%), (i.e., 30% x 50%) 19.1.5 The provisions as contained in this Article 19.1 shall override the terms of the consortium agreement submitted as part of the Bid. 19.1.6 The TSP shall be responsible to report to Nodal Agency, within thirty (30) days from the occurrence of any event that would result in any change in its equity holding structure from that which existed as on the date of signing of the Share Purchase Agreement. In such cases, the Nodal Agency would reserve the right to ascertain the equity holding structure and to call for all such required documents / information / clarifications as may be required.

Equity Lock-in Commitment. 19.1.1 18.2.1 The aggregate equity share holding of the Selected Bidder in the issued and paid up equity share capital of SPV [which is under incorporation] shall not be less than Fifty Fifty- one percent (51%) up to a period of one (1) one year after COD of the Project. Provided that, that in case the Lead Member or Bidding Company is holding equity through Affiliate/s, Ultimate Parent Company or Parent Company, such restriction as specified in (a) and (b) above shall apply to such entities. Provided further, that in case the Selected Bidder is a Bidding Consortium, the Lead Member shall continue to hold equity of at least twenty six percent (26%) upto up to a period of one (1) year after COD of the Project and any Member of such Bidding Consortium shall be allowed to divest its equity as long as the other remaining Members (which shall always include the Lead Member) hold the minimum equity specified above. 19.1.2 18.2.2 If equity is held by the Affiliates, Parent Company or Ultimate Parent Company of the Selected Bidder, then, subject to the second proviso provision to Article 19.1.118.2.1, then such Affiliate, Parent Company or Ultimate Parent Company shall be eligible to transfer its shareholding in SPV [which is under incorporation] to another Affiliate or to the Parent Company / Ultimate Parent Company of the Selected Bidder. If any such shareholding entity, qualifying as an Affiliate / Parent Company / Ultimate Parent Company, is likely to cease to meet the criteria to qualify as an Affiliate / Parent Company / Ultimate Parent Company, the shares held by such entity shall be transferred to another Affiliate / Parent Company / Ultimate Parent Company of the Selected Bidder. 19.1.3 18.2.3 Subject to Article 19.1.118.2.1, all transfer(s) of shareholding of SPV [which is under incorporation] by any of the entities referred to in Article 19.1.1 18.2.1 and 19.1.2 18.2.2 above, shall be after prior written intimation to permission from the Nodal AgencyLead Long Term Transmission Customer. 19.1.4 18.2.4 For computation of effective Equity holding, the Equity holding of the Selected Bidder or its Ultimate Parent Company in such Affiliate(s) or Parent Company and the equity holding of such Affiliate(s) or Ultimate Parent Company in SPV [which is under incorporation] shall be computed in accordance with the example given below: If the Parent Company or the Ultimate Parent Company of the Selected Bidder A directly holds thirty percent (30%) of the equity in SPV [which is under incorporation], then holding of Selected Bidder A in SPV [which is under incorporation] shall be thirty percent (30%); If Selected Bidder A holds thirty percent (30%) equity of the Affiliate and the Affiliate holds fifty percent (50%) equity in SPV [which is under incorporation], then, for the purposes of ascertaining the minimum equity/equity lock-in requirements specified above, the effective holding of Bidder A in SPV [which is under incorporation] shall be fifteen percent (15%), (i.e., 30% x 5030%*50%) 19.1.5 18.2.5 The provisions as contained in this Article 19.1 18.2 shall override the terms of the consortium agreement submitted as part of the Bid. 19.1.6 18.2.6 The TSP shall be responsible to report to Nodal Agencyreport, within thirty (30) days from the occurrence of any event that would result in any change in its the equity holding structure from that which existed as on the date of signing of the Share Purchase Agreement. In such cases, the Nodal Agency Lead Long Term Transmission Customer would reserve the right to ascertain the equity holding structure and to call for all such required documents / information / information/clarifications as may be required.

Equity Lock-in Commitment. 19.1.1 18.2.1 The aggregate equity share holding of the Selected Bidder in the issued and paid up equity share capital of SPV [SPV, which is under incorporation] shall not be less than the following: (a) Fifty one percent (51%) up to a period of one two (12) year years after COD of the Project. ; and (b) Twenty six percent (26%) for a period of three (3) years thereafter Provided that, that in case the Lead Member or Bidding Company is holding equity through Affiliate/s, Ultimate Parent Company or Parent Company, such restriction as specified in (a) and (b) above shall apply to such entities. Provided further, that in case the Selected Bidder is a Bidding Consortium, the Lead Member shall continue to hold equity of at least twenty six percent (26%) upto a period of one five (15) year years after COD of the Project and any Member of such Bidding Consortium shall be allowed to divest its equity as long as the other remaining Members (which shall always include the Lead Member) hold the minimum equity specified in (a) and (b) above. 19.1.2 18.2.2 If equity is held by the Affiliates, Parent Company or Ultimate Parent Company of the Selected Bidder, then, subject to the second proviso provision to Article 19.1.118.2.1, then such Affiliate, Parent Company or Ultimate Parent Company shall be eligible to transfer its shareholding in SPV [SPV, which is under incorporation] to another Affiliate or to the Parent Company / Ultimate Parent Company of the Selected Bidder. If any such shareholding entity, qualifying as an Affiliate / Parent Company / Ultimate Parent Company, is likely to cease to meet the criteria to qualify as an Affiliate / Parent Company / Ultimate Parent Company, the shares held by such entity shall be transferred to another Affiliate / Parent Company / Ultimate Parent Company of the Selected Bidder. 19.1.3 18.2.3 Subject to Article 19.1.118.2.1, all transfer(s) of shareholding of SPV [SPV, which is under incorporation] by any of the entities referred to in Article 19.1.1 18.2.1 and 19.1.2 18.2.2 above, shall be after prior written intimation to permission from the Nodal AgencyLead Long Term Transmission Customer. 19.1.4 18.2.4 For computation of effective Equity holding, the Equity holding of the Selected Bidder or its Ultimate Parent Company in such Affiliate(s) or Parent Company and the equity holding of such Affiliate(s) or Ultimate Parent Company in SPV [SPV, which is under incorporation] shall be computed in accordance with the example given below: If the Parent Company or the Ultimate Parent Company of the Selected Bidder A directly holds thirty percent (30%) of the equity in SPV [SPV, which is under incorporation], then holding of Selected Bidder A in SPV [SPV, which is under incorporation] shall be thirty percent (30%); If Selected Bidder A holds thirty percent (30%) equity of the Affiliate and the Affiliate holds fifty percent (50%) equity in SPV [SPV, which is under incorporation], then, for the purposes of ascertaining the minimum equity/equity lock-in requirements specified above, the effective holding of Bidder A in SPV [SPV, which is under incorporation] shall be fifteen percent (15%), (i.e., 30% x %* 50%) 19.1.5 18.2.5 The provisions as contained in this Article 19.1 18.2 shall override the terms of the consortium agreement submitted as part of the Bid. 19.1.6 18.2.6 The TSP shall be responsible to report to Nodal Agencyreport, within thirty (30) days from the occurrence of any event that would result in any change in its the equity holding structure from that which existed as on the date of signing of the Share Purchase Agreement. In such cases, the Nodal Agency Lead Long Term Transmission Customer would reserve the right to ascertain the equity holding structure and to call for all such required documents / information / information/clarifications as may be required.

Equity Lock-in Commitment. 19.1.1 The aggregate equity share holding of the Selected Bidder in the issued and paid paid- up equity share capital of SPV [which is under incorporation] shall not be less than Fifty one percent (51%) up to a period of one (1) year after COD of the Project. Provided that, in case the Lead Member or Bidding Company is holding equity through Affiliate/s, Ultimate Parent Company or Parent Company, such restriction as specified above shall apply to such entities. Provided further, that in case the Selected Bidder is a Bidding Consortium, the Lead Member shall continue to hold equity of at least twenty six percent (26%) upto a period of one (1) year after COD of the Project and any Member of such Bidding Consortium shall be allowed to divest its equity as long as the other remaining Members (which shall always include the Lead Member) hold the minimum equity specified above. 19.1.2 If equity is held by the Affiliates, Parent Company or Ultimate Parent Company of the Selected Bidder, then, subject to the second proviso to Article 19.1.1, such Affiliate, Parent Company or Ultimate Parent Company shall be eligible to transfer its shareholding in SPV [which is under incorporation] to another Affiliate or to the Parent Company / Ultimate Parent Company of the Selected Bidder. If any such shareholding entity, qualifying as an Affiliate / Parent Company / Ultimate Parent Company, is likely to cease to meet the criteria to qualify as an Affiliate / Parent Company / Ultimate Parent Company, the shares held by such entity shall be transferred to another Affiliate / Parent Company / Ultimate Parent Company of the Selected Bidder. 19.1.3 Subject to Article 19.1.1, all transfer(s) of shareholding of SPV [which is under incorporation] by any of the entities referred to in Article 19.1.1 and 19.1.2 above, shall be after prior written intimation to the Nodal Agency. 19.1.4 For computation of effective Equity holding, the Equity holding of the Selected Bidder or its Ultimate Parent Company in such Affiliate(s) or Parent Company and the equity holding of such Affiliate(s) or Ultimate Parent Company in SPV [which is under incorporation] shall be computed in accordance with the example given below: If the Parent Company or the Ultimate Parent Company of the Selected Bidder A directly holds thirty percent (30%) of the equity in SPV [which is under incorporation], then holding of Selected Bidder A in SPV [which is under incorporation] shall be thirty percent (30%); If Selected Bidder A holds thirty percent (30%) equity of the Affiliate and the Affiliate holds fifty percent (50%) equity in SPV [which is under incorporation], then, for the purposes of ascertaining the minimum equity/equity lock-in requirements specified above, the effective holding of Bidder A in SPV [which is under incorporation] shall be fifteen percent (15%), (i.e., 30% x 50%) 19.1.5 The provisions as contained in this Article 19.1 shall override the terms of the consortium agreement submitted as part of the Bid. 19.1.6 The TSP shall be responsible to report to Nodal Agency, within thirty (30) days from the occurrence of any event that would result in any change in its equity holding structure from that which existed as on the date of signing of the Share Purchase Agreement. In such cases, the Nodal Agency would reserve the right to ascertain the equity holding structure and to call for all such required documents / information / clarifications as may be required.

Equity Lock-in Commitment. 19.1.1 The aggregate equity share holding of the Selected Bidder in the issued and paid up equity share capital of SPV [which is under incorporation] KPS III HVDC TRANSMISSION LIMITED shall not be less than Fifty one percent (51%) up to a period of one (1) year after COD of the Project. Provided that, in case the Lead Member or Bidding Company is holding equity through Affiliate/s, Ultimate Parent Company or Parent Company, such restriction as specified above shall apply to such entities. Provided further, that in case the Selected Bidder is a Bidding Consortium, the Lead Member shall continue to hold equity of at least twenty six percent (26%) upto a period of one (1) year after COD of the Project and any Member of such Bidding Consortium shall be allowed to divest its equity as long as the other remaining Members (which shall always include the Lead Member) hold the minimum equity specified above. 19.1.2 If equity is held by the Affiliates, Parent Company or Ultimate Parent Company of the Selected Bidder, then, subject to the second proviso to Article 19.1.1, such Affiliate, Parent Company or Ultimate Parent Company shall be eligible to transfer its shareholding in SPV [which is under incorporation] KPS III HVDC TRANSMISSION LIMITED to another Affiliate or to the Parent Company / Ultimate Parent Company of the Selected Bidder. If any such shareholding entity, qualifying as an Affiliate / Parent Company / Ultimate Parent Company, is likely to cease to meet the criteria to qualify as an Affiliate / Parent Company / Ultimate Parent Company, the shares held by such entity shall be transferred to another Affiliate / Parent Company / Ultimate Parent Company of the Selected Bidder. 19.1.3 Subject to Article 19.1.1, all transfer(s) of shareholding of SPV [which is under incorporation] KPS III HVDC TRANSMISSION LIMITED by any of the entities referred to in Article 19.1.1 and 19.1.2 above, shall be after prior written intimation to the Nodal Agency. 19.1.4 For computation of effective Equity holding, the Equity holding of the Selected Bidder or its Ultimate Parent Company in such Affiliate(s) or Parent Company and the equity holding of such Affiliate(s) or Ultimate Parent Company in SPV [which is under incorporation] shall be computed in accordance with the example given below: If the Parent Company or the Ultimate Parent Company of the Selected Bidder A directly holds thirty percent (30%) of the equity in SPV [which is under incorporation], then holding of Selected Bidder A in SPV [which is under incorporation] shall be thirty percent (30%); If Selected Bidder A holds thirty percent (30%) equity of the Affiliate and the Affiliate holds fifty percent (50%) equity in SPV [which is under incorporation], then, for the purposes of ascertaining the minimum equity/equity lock-in requirements specified above, the effective holding of Bidder A in SPV [which is under incorporation] shall be fifteen percent (15%), (i.e., 30% x 50%) 19.1.5 The provisions as contained in this Article 19.1 shall override the terms of the consortium agreement submitted as part of the Bid. 19.1.6 The TSP shall be responsible to report to Nodal Agency, within thirty (30) days from the occurrence of any event that would result in any change in its equity holding structure from that which existed as on the date of signing of the Share Purchase Agreement. In such cases, the Nodal Agency would reserve the right to ascertain the equity holding structure and to call for all such required documents / information / clarifications as may be required.and

Equity Lock-in Commitment. 19.1.1 18.2.1 The aggregate equity share holding of the Selected Bidder in the issued and paid up equity share capital of SPV [SPV, which is under incorporation] shall not be less than the following: (a) Fifty one percent (51%) up to a period of one two (12) year years after COD of the Project. ; and (b) Twenty six percent (26%) for a period of three (3) years thereafter Provided that, that in case the Lead Member or Bidding Company is holding equity through Affiliate/s, Ultimate Parent Company or Parent Company, such restriction as specified in (a) and (b) above shall apply to such entities. Provided further, that in case the Selected Bidder is a Bidding Consortium, the Lead Member shall continue to hold equity of at least twenty six percent (26%) upto a period of one five (15) year years after COD of the Project and any Member of such Bidding Consortium shall be allowed to divest its equity as long as the other remaining Members (which shall always include the Lead Member) hold the minimum equity specified in (a) and (b) above. 19.1.2 18.2.2 If equity is held by the Affiliates, Parent Company or Ultimate Parent Company of the Selected Bidder, then, subject to the second proviso provision to Article 19.1.118.2.1, then such Affiliate, Parent Company or Ultimate Parent Company shall be eligible to transfer its shareholding in SPV [SPV, which is under incorporation] to another Affiliate or to the Parent Company / Ultimate Parent Company of the Selected Bidder. If any such shareholding entity, qualifying as an Affiliate / Affiliate/ Parent Company / Company/ Ultimate Parent Company, is likely to cease to meet the criteria to qualify as an Affiliate / Affiliate/ Parent Company / Company/ Ultimate Parent Company, the shares held by such entity shall be transferred to another Affiliate / Affiliate/ Parent Company / Company/ Ultimate Parent Company of the Selected Bidder. 19.1.3 18.2.3 Subject to Article 19.1.118.2.1, all transfer(s) of shareholding of SPV [SPV, which is under incorporation] by any of the entities referred to in Article 19.1.1 18.2.1 and 19.1.2 18.2.2 above, shall be after prior written intimation to permission from the Nodal AgencyLead Long Term Transmission Customer. 19.1.4 18.2.4 For computation of effective Equity holding, the Equity holding of the Selected Bidder or its Ultimate Parent Company in such Affiliate(s) or Parent Company and the equity holding of such Affiliate(s) or Ultimate Parent Company in SPV [SPV, which is under incorporation] shall be computed in accordance with the example given below: If the Parent Company or the Ultimate Parent Company of the Selected Bidder A directly holds thirty percent (30%) of the equity in SPV [SPV, which is under incorporation], then holding of Selected Bidder A in SPV [SPV, which is under incorporation] shall be thirty percent (30%); If Selected Bidder A holds thirty percent (30%) equity of the Affiliate and the Affiliate holds fifty percent (50%) equity in SPV [SPV, which is under incorporation], then, for the purposes of ascertaining the minimum equity/equity lock-in requirements specified above, the effective holding of Bidder A in SPV [SPV, which is under incorporation] shall be fifteen percent (15%), (i.e., 30% x %* 50%) 19.1.5 18.2.5 The provisions as contained in this Article 19.1 18.2 shall override the terms of the consortium agreement submitted as part of the Bid. 19.1.6 18.2.6 The TSP shall be responsible to report to Nodal Agencyreport, within thirty (30) days from the occurrence of any event that would result in any change in its the equity holding structure from that which existed as on the date of signing of the Share Purchase Agreement. In such cases, the Nodal Agency Lead Long Term Transmission Customer would reserve the right to ascertain the equity holding structure and to call for all such required documents / information / documents/ information/clarifications as may be required.

Equity Lock-in Commitment. 19.1.1 The aggregate equity share holding of the Selected Bidder in the issued and paid up equity share capital of SPV [which is under incorporation] Ananthpuram Kurnool Transmission Limited shall not be less than Fifty one percent (51%) up to a period of one (1) year after COD of the Project. Provided that, in case the Lead Member or Bidding Company is holding equity through Affiliate/s, Ultimate Parent Company or Parent Company, such restriction as specified above shall apply to such entities. Provided further, that in case the Selected Bidder is a Bidding Consortium, the Lead Member shall continue to hold equity of at least twenty six percent (26%) upto a period of one (1) year after COD of the Project and any Member of such Bidding Consortium shall be allowed to divest its equity as long as the other remaining Members (which shall always include the Lead Member) hold the minimum equity specified above. 19.1.2 If equity is held by the Affiliates, Parent Company or Ultimate Parent Company of the Selected Bidder, then, subject to the second proviso to Article 19.1.1, such Affiliate, Parent Company or Ultimate Parent Company shall be eligible to transfer its shareholding in SPV [which is under incorporation] Ananthpuram Kurnool Transmission Limited to another Affiliate or to the Parent Company / Ultimate Parent Company of the Selected Bidder. If any such shareholding entity, qualifying as an Affiliate / Parent Company / Ultimate Parent Company, is likely to cease to meet the criteria to qualify as an Affiliate / Parent Company / Ultimate Parent Company, the shares held by such entity shall be transferred to another Affiliate / Parent Company / Ultimate Parent Company of the Selected Bidder. 19.1.3 Subject to Article 19.1.1, all transfer(s) of shareholding of SPV [which is under incorporation] Ananthpuram Kurnool Transmission Limited by any of the entities referred to in Article 19.1.1 and 19.1.2 above, shall be after prior written intimation to the Nodal Agency. 19.1.4 For computation of effective Equity holding, the Equity holding of the Selected Bidder or its Ultimate Parent Company in such Affiliate(s) or Parent Company and the equity holding of such Affiliate(s) or Ultimate Parent Company in SPV [which is under incorporation] Ananthpuram Kurnool Transmission Limited shall be computed in accordance with the example given below: If the Parent Company or the Ultimate Parent Company of the Selected Bidder A directly holds thirty percent (30%) of the equity in SPV [which is under incorporation]Ananthpuram Kurnool Transmission Limited, then holding of Selected Bidder A in SPV [which is under incorporation] Ananthpuram Kurnool Transmission Limited shall be thirty percent (30%); If Selected Bidder A holds thirty percent (30%) equity of the Affiliate and the Affiliate holds fifty percent (50%) equity in SPV [which is under incorporation]Ananthpuram Kurnool Transmission Limited, then, for the purposes of ascertaining the minimum equity/equity lock-in requirements specified above, the effective holding of Bidder A in SPV [which is under incorporation] Ananthpuram Kurnool Transmission Limited shall be fifteen percent (15%), (i.e., 30% x 50%) 19.1.5 The provisions as contained in this Article 19.1 shall override the terms of the consortium agreement submitted as part of the Bid. 19.1.6 The TSP shall be responsible to report to Nodal Agency, within thirty (30) days from the occurrence of any event that would result in any change in its equity holding structure from that which existed as on the date of signing of the Share Purchase Agreement. In such cases, the Nodal Agency would reserve the right to ascertain the equity holding structure and to call for all such required documents / information / clarifications as may be required.

Equity Lock-in Commitment. 19.1.1 The aggregate equity share holding of the Selected Bidder in the issued and paid up equity share capital of SPV [which is under incorporationWHICH IS UNDER INCORPORATION] shall not be less than Fifty one percent (51%) up to a period of one (1) year after COD of the Project. Provided that, in case the Lead Member or Bidding Company is holding equity through Affiliate/s, Ultimate Parent Company or Parent Company, such restriction as specified above shall apply to such entities. Provided further, that in case the Selected Bidder is a Bidding Consortium, the Lead Member shall continue to hold equity of at least twenty six percent (26%) upto a period of one (1) year after COD of the Project and any Member of such Bidding Consortium shall be allowed to divest its equity as long as the other remaining Members (which shall always include the Lead Member) hold the minimum equity specified above. 19.1.2 If equity is held by the Affiliates, Parent Company or Ultimate Parent Company of the Selected Bidder, then, subject to the second proviso to Article 19.1.1, such Affiliate, Parent Company or Ultimate Parent Company shall be eligible to transfer its shareholding in SPV [which is under incorporationWHICH IS UNDER INCORPORATION] to another Affiliate or to the Parent Company / Ultimate Parent Company of the Selected Bidder. If any such shareholding entity, qualifying as an Affiliate / Parent Company / Ultimate Parent Company, is likely to cease to meet the criteria to qualify as an Affiliate / Parent Company / Ultimate Parent Company, the shares held by such entity shall be transferred to another Affiliate / Parent Company / Ultimate Parent Company of the Selected Bidder. 19.1.3 Subject to Article 19.1.1, all transfer(s) of shareholding of SPV [which is under incorporationWHICH IS UNDER INCORPORATION] by any of the entities referred to in Article 19.1.1 and 19.1.2 above, shall be after prior written intimation to the Nodal Agency. 19.1.4 For computation of effective Equity holding, the Equity holding of the Selected Bidder or its Ultimate Parent Company in such Affiliate(s) or Parent Company and the equity holding of such Affiliate(s) or Ultimate Parent Company in SPV [which is under incorporationWHICH IS UNDER INCORPORATION] shall be computed in accordance with the example given below: If the Parent Company or the Ultimate Parent Company of the Selected Bidder A directly holds thirty percent (30%) of the equity in SPV [which is under incorporationWHICH IS UNDER INCORPORATION], then holding of Selected Bidder A in SPV [which is under incorporation] shall be thirty percent (30%); WHICH IS UNDER If Selected Bidder A holds thirty percent (30%) equity of the Affiliate and the Affiliate holds fifty percent (50%) equity in SPV [which is under incorporationWHICH IS UNDER INCORPORATION], then, for the purposes of ascertaining the minimum equity/equity lock-in requirements specified above, the effective holding of Bidder A in SPV [which is under incorporationWHICH IS UNDER INCORPORATION] shall be fifteen percent (15%), (i.e., 30% x 50%) 19.1.5 The provisions as contained in this Article 19.1 shall override the terms of the consortium agreement submitted as part of the Bid. 19.1.6 The TSP shall be responsible to report to Nodal Agency, within thirty (30) days from the occurrence of any event that would result in any change in its equity holding structure from that which existed as on the date of signing of the Share Purchase Agreement. In such cases, the Nodal Agency would reserve the right to ascertain the equity holding structure and to call for all such required documents / information / clarifications as may be required.

Equity Lock-in Commitment. 19.1.1 The aggregate equity share holding of the Selected Bidder in the issued and paid up equity share capital of SPV [which is under incorporation] Joda Barbil Transmission Limited shall not be less than Fifty one percent (51%) up to a period of one (1) year after COD of the Project. Provided that, in case the Lead Member or Bidding Company is holding equity through Affiliate/s, Ultimate Parent Company or Parent Company, such restriction as specified above shall apply to such entities. Provided further, that in case the Selected Bidder is a Bidding Consortium, the Lead Member shall continue to hold equity of at least twenty six percent (26%) upto a period of one (1) year after COD of the Project and any Member of such Bidding Consortium shall be allowed to divest its equity as long as the other remaining Members (which shall always include the Lead Member) hold the minimum equity specified above. 19.1.2 If equity is held by the Affiliates, Parent Company or Ultimate Parent Company of the Selected Bidder, then, subject to the second proviso to Article 19.1.1, such Affiliate, Parent Company or Ultimate Parent Company shall be eligible to transfer its shareholding in SPV [which is under incorporation] Joda Barbil Transmission Limited to another Affiliate or to the Parent Company / Ultimate Parent Company of the Selected Bidder. If any such shareholding entity, qualifying as an Affiliate / Parent Company / Ultimate Parent Company, is likely to cease to meet the criteria to qualify as an Affiliate / Parent Company / Ultimate Parent Company, the shares held by such entity shall be transferred to another Affiliate / Parent Company / Ultimate Parent Company of the Selected Bidder. 19.1.3 Subject to Article 19.1.1, all transfer(s) of shareholding of SPV [which is under incorporation] Joda Barbil Transmission Limited by any of the entities referred to in Article 19.1.1 and 19.1.2 above, shall be after prior written intimation to the Nodal Agency. 19.1.4 For computation of effective Equity holding, the Equity holding of the Selected Bidder or its Ultimate Parent Company in such Affiliate(s) or Parent Company and the equity holding of such Affiliate(s) or Ultimate Parent Company in SPV [which is under incorporation] shall be computed in accordance with the example given below: If the Parent Company or the Ultimate Parent Company of the Selected Bidder A directly holds thirty percent (30%) of the equity in SPV [which is under incorporation], then holding of Selected Bidder A in SPV [which is under incorporation] shall be thirty percent (30%); If Selected Bidder A holds thirty percent (30%) equity of the Affiliate and the Affiliate holds fifty percent (50%) equity in SPV [which is under incorporation], then, for the purposes of ascertaining the minimum equity/equity lock-in requirements specified above, the effective holding of Bidder A in SPV [which is under incorporation] shall be fifteen percent (15%), (i.e., 30% x 50%) 19.1.5 The provisions as contained in this Article 19.1 shall override the terms of the consortium agreement submitted as part of the Bid. 19.1.6 The TSP shall be responsible to report to Nodal Agency, within thirty (30) days from the occurrence of any event that would result in any change in its equity holding structure from that which existed as on the date of signing of the Share Purchase Agreement. In such cases, the Nodal Agency would reserve the right to ascertain the equity holding structure and to call for all such required documents / information / clarifications as may be required.and

Equity Lock-in Commitment. 19.1.1 The aggregate equity share holding of the Selected Bidder in the issued and paid up equity share capital of SPV [which is under incorporation] NAVINAL TRANSMISSION LIMITED shall not be less than Fifty one percent (51%) up to a period of one (1) year after COD of the Project. Provided that, in case the Lead Member or Bidding Company is holding equity through Affiliate/s, Ultimate Parent Company or Parent Company, such restriction as specified above shall apply to such entities. Provided further, that in case the Selected Bidder is a Bidding Consortium, the Lead Member shall continue to hold equity of at least twenty six percent (26%) upto a period of one (1) year after COD of the Project and any Member of such Bidding Consortium shall be allowed to divest its equity as long as the other remaining Members (which shall always include the Lead Member) hold the minimum equity specified above. 19.1.2 If equity is held by the Affiliates, Parent Company or Ultimate Parent Company of the Selected Bidder, then, subject to the second proviso to Article 19.1.1, such Affiliate, Parent Company or Ultimate Parent Company shall be eligible to transfer its shareholding in SPV [which is under incorporation] NAVINAL TRANSMISSION LIMITED to another Affiliate or to the Parent Company / Ultimate Parent Company of the Selected Bidder. If any such shareholding entity, qualifying as an Affiliate / Parent Company / Ultimate Parent Company, is likely to cease to meet the criteria to qualify as an Affiliate / Parent Company / Ultimate Parent Company, the shares held by such entity shall be transferred to another Affiliate / Parent Company / Ultimate Parent Company of the Selected Bidder. 19.1.3 Subject to Article 19.1.1, all transfer(s) of shareholding of SPV [which is under incorporation] NAVINAL TRANSMISSION LIMITED by any of the entities referred to in Article 19.1.1 and 19.1.2 above, shall be after prior written intimation to the Nodal Agency. 19.1.4 For computation of effective Equity holding, the Equity holding of the Selected Bidder or its Ultimate Parent Company in such Affiliate(s) or Parent Company and the equity holding of such Affiliate(s) or Ultimate Parent Company in SPV [which is under incorporation] NAVINAL TRANSMISSION LIMITED shall be computed in accordance with the example given below: If the Parent Company or the Ultimate Parent Company of the Selected Bidder A directly holds thirty percent (30%) of the equity in SPV [which is under incorporation]NAVINAL TRANSMISSION LIMITED, then holding of Selected Bidder A in SPV [which is under incorporation] NAVINAL TRANSMISSION LIMITED shall be thirty percent (30%); If Selected Bidder A holds thirty percent (30%) equity of the Affiliate and the Affiliate holds fifty percent (50%) equity in SPV [which is under incorporation]NAVINAL TRANSMISSION LIMITED, then, for the purposes of ascertaining the minimum equity/equity lock-in requirements specified above, the effective holding of Bidder A in SPV [which is under incorporation] NAVINAL TRANSMISSION LIMITED, shall be fifteen percent (15%), (i.e., 30% x 50%) 19.1.5 The provisions as contained in this Article 19.1 shall override the terms of the consortium agreement submitted as part of the Bid. 19.1.6 The TSP shall be responsible to report to Nodal Agency, within thirty (30) days from the occurrence of any event that would result in any change in its equity holding structure from that which existed as on the date of signing of the Share Purchase Agreement. In such cases, the Nodal Agency would reserve the right to ascertain the equity holding structure and to call for all such required documents / information / clarifications as may be required.

Equity Lock-in Commitment. 19.1.1 18.2.1 The aggregate equity share holding of the Selected Bidder in the issued and paid up equity share capital of SPV [which is under incorporation] shall not be less than Fifty Fifty- one percent (51%) up to a period of one (1) one year after COD of the Project. Provided that, that in case the Lead Member or Bidding Company is holding equity through Affiliate/s, Ultimate Parent Company or Parent Company, such restriction as specified in (a) and (b) above shall apply to such entities. Provided further, that in case the Selected Bidder is a Bidding Consortium, the Lead Member shall continue to hold equity of at least twenty six percent (26%) upto up to a period of one (1) year after COD of the Project and any Member of such Bidding Consortium shall be allowed to divest its equity as long as the other remaining Members (which shall always include the Lead Member) hold the minimum equity specified above. 19.1.2 18.2.2 If equity is held by the Affiliates, Parent Company or Ultimate Parent Company of the Selected Bidder, then, subject to the second proviso provision to Article 19.1.118.2.1, then such Affiliate, Parent Company or Ultimate Parent Company shall be eligible to transfer its shareholding in SPV [which is under incorporation] to another Affiliate or to the Parent Company / Ultimate Parent Company of the Selected Bidder. If any such shareholding entity, qualifying as an Affiliate / Parent Company / Ultimate Parent Company, is likely to cease to meet the criteria to qualify as an Affiliate / Parent Company / Ultimate Parent Company, the shares held by such entity shall be transferred to another Affiliate / Parent Company / Ultimate Parent Company of the Selected Bidder. 19.1.3 Subject to Article 19.1.1, all transfer(s) of shareholding of SPV [which is under incorporation] by any of the entities referred to in Article 19.1.1 and 19.1.2 above, shall be after prior written intimation to the Nodal Agency. 19.1.4 For computation of effective Equity holding, the Equity holding of the Selected Bidder or its Ultimate Parent Company in such Affiliate(s) or Parent Company and the equity holding of such Affiliate(s) or Ultimate Parent Company in SPV [which is under incorporation] shall be computed in accordance with the example given below: If the Parent Company or the Ultimate Parent Company of the Selected Bidder A directly holds thirty percent (30%) of the equity in SPV [which is under incorporation], then holding of Selected Bidder A in SPV [which is under incorporation] shall be thirty percent (30%); If Selected Bidder A holds thirty percent (30%) equity of the Affiliate and the Affiliate holds fifty percent (50%) equity in SPV [which is under incorporation], then, for the purposes of ascertaining the minimum equity/equity lock-in requirements specified above, the effective holding of Bidder A in SPV [which is under incorporation] shall be fifteen percent (15%), (i.e., 30% x 50%) 19.1.5 The provisions as contained in this Article 19.1 shall override the terms of the consortium agreement submitted as part of the Bid. 19.1.6 The TSP shall be responsible to report to Nodal Agency, within thirty (30) days from the occurrence of any event that would result in any change in its equity holding structure from that which existed as on the date of signing of the Share Purchase Agreement. In such cases, the Nodal Agency would reserve the right to ascertain the equity holding structure and to call for all such required documents / information / clarifications as may be required.

Equity Lock-in Commitment. 19.1.1 The aggregate equity share holding of the Selected Bidder in the issued and paid up equity share capital of SPV [which is under incorporation] shall incorporation]shall not be less than Fifty one percent (51%) up to a period of one (1) year after COD of the Project. Provided that, in case the Lead Member or Bidding Company is holding equity through Affiliate/s, Ultimate Parent Company or Parent Company, such restriction as specified above shall apply to such entities. Provided further, that in case the Selected Bidder is a Bidding Consortium, the Lead Member shall continue to hold equity of at least twenty six percent (26%) upto a period of one (1) year after COD of the Project and any Member of such Bidding Consortium shall be allowed to divest its equity as long as the other remaining Members (which shall always include the Lead Member) hold the minimum equity specified above. 19.1.2 If equity is held by the Affiliates, Parent Company or Ultimate Parent Company of the Selected Bidder, then, subject to the second proviso to Article 19.1.1, such Affiliate, Parent Company or Ultimate Parent Company shall be eligible to transfer its shareholding in SPV [which is under incorporation] to another Affiliate or to the Parent Company / Ultimate Parent Company of the Selected Bidder. If any such shareholding entity, qualifying as an Affiliate / Parent Company / Ultimate Parent Company, is likely to cease to meet the criteria to qualify as an Affiliate / Parent Company / Ultimate Parent Company, the shares held by such entity shall be transferred to another Affiliate / Parent Company / Ultimate Parent Company of the Selected Bidder. 19.1.3 Subject to Article 19.1.1, all transfer(s) of shareholding of SPV [which is under incorporation] by incorporation]by any of the entities referred to in Article 19.1.1 and 19.1.2 above, shall be after prior written intimation to the Nodal Agency. 19.1.4 For computation of effective Equity holding, the Equity holding of the Selected Bidder or its Ultimate Parent Company in such Affiliate(s) or Parent Company and the equity holding of such Affiliate(s) or Ultimate Parent Company in SPV [which is under incorporation] shall incorporation]shall be computed in accordance with the example given below: If the Parent Company or the Ultimate Parent Company of the Selected Bidder A directly holds thirty percent (30%) of the equity in SPV [which is under incorporation], then holding of Selected Bidder A in SPV [which is under incorporation] shall incorporation]shall be thirty percent (30%); If Selected Bidder A holds thirty percent (30%) equity of the Affiliate and the Affiliate holds fifty percent (50%) equity in SPV [which is under incorporation], then, for the purposes of ascertaining the minimum equity/equity lock-in requirements specified above, the effective holding of Bidder A in SPV [which is under incorporation] shall incorporation]shall be fifteen percent (15%), (i.e., 30% x 50%) 19.1.5 The provisions as contained in this Article 19.1 shall override the terms of the consortium agreement submitted as part of the Bid. 19.1.6 The TSP shall be responsible to report to Nodal Agency, within thirty (30) days from the occurrence of any event that would result in any change in its equity holding structure from that which existed as on the date of signing of the Share Purchase Agreement. In such cases, the Nodal Agency would reserve the right to ascertain the equity holding structure and to call for all such required documents / information / information/clarifications as may be required.

Equity Lock-in Commitment. 19.1.1 18.2.1 The aggregate equity share holding of the Selected Bidder in the issued and paid up equity share capital of SPV [SPV, which is under incorporation] shall not be less than the following: (a) Fifty one percent (51%) up to a period of one two (12) year years after COD of the Project. ; and (b) Twenty six percent (26%) for a period of three (3) years thereafter Provided that, that in case the Lead Member or Bidding Company is holding equity through Affiliate/Affiliate/ s, Ultimate Parent Company or Parent Company, such restriction as specified in (a) and (b) above shall apply to such entities. Provided further, that in case the Selected Bidder is a Bidding Consortium, the Lead Member shall continue to hold equity of at least twenty six percent (26%) upto a period of one five (15) year years after COD of the Project and any Member of such Bidding Consortium shall be allowed to divest its equity as long as the other remaining Members (which shall always include the Lead Member) hold the minimum equity specified in (a) and (b) above. 19.1.2 18.2.2 If equity is held by the Affiliates, Parent Company or Ultimate Parent Company of the Selected Bidder, then, subject to the second proviso provision to Article 19.1.118.2.1, then such Affiliate, Parent Company or Ultimate Parent Company shall be eligible to transfer its shareholding in SPV [SPV, which is under incorporation] to another Affiliate or to the Parent Company / Ultimate Parent Company of the Selected Bidder. If any such shareholding entity, qualifying as an Affiliate / Parent Company / Ultimate Parent Company, is likely to cease to meet the criteria to qualify as an Affiliate / Parent Company / Ultimate Parent Company, the shares held by such entity shall be transferred to another Affiliate / Parent Company / Ultimate Parent Company of the Selected Bidder. 19.1.3 18.2.3 Subject to Article 19.1.118.2.1, all transfer(s) of shareholding of SPV [SPV, which is under incorporation] by any of the entities referred to in Article 19.1.1 18.2.1 and 19.1.2 18.2.2 above, shall be after prior written intimation to permission from the Nodal AgencyLead Long Term Transmission Customer. 19.1.4 18.2.4 For computation of effective Equity holding, the Equity holding of the Selected Bidder or its Ultimate Parent Company in such Affiliate(s) or Parent Company and the equity holding of such Affiliate(s) or Ultimate Parent Company in SPV [SPV, which is under incorporation] shall be computed in accordance with the example given below: If the Parent Company or the Ultimate Parent Company of the Selected Bidder A directly holds thirty percent (30%) of the equity in SPV [SPV, which is under incorporation], then holding of Selected Bidder A in SPV [SPV, which is under incorporation] shall be thirty percent (30%); If Selected Bidder A holds thirty percent (30%) equity of the Affiliate and the Affiliate holds fifty percent (50%) equity in SPV [SPV, which is under incorporation], then, for the purposes of ascertaining the minimum equity/equity/ equity lock-in requirements specified above, the effective holding of Bidder A in SPV [SPV, which is under incorporation] shall be fifteen percent (15%), (i.e., 30% x %* 50%) 19.1.5 18.2.5 The provisions as contained in this Article 19.1 18.2 shall override the terms of the consortium agreement submitted as part of the Bid. 19.1.6 18.2.6 The TSP shall be responsible to report to Nodal Agencyreport, within thirty (30) days from the occurrence of any event that would result in any change in its the equity holding structure from that which existed as on the date of signing of the Share Purchase Agreement. In such cases, the Nodal Agency Lead Long Term Transmission Customer would reserve the right to ascertain the equity holding structure and to call for all such required documents / information / information/ clarifications as may be required.

Equity Lock-in Commitment. 19.1.1 The aggregate equity share holding of the Selected Bidder in the issued and paid up equity share capital of SPV [which is under incorporation] Angul Sundargarh Transmission Limited shall not be less than Fifty one percent (51%) up to a period of one (1) year after COD of the Project. Provided that, in case the Lead Member or Bidding Company is holding equity through Affiliate/s, Ultimate Parent Company or Parent Company, such restriction as specified above shall apply to such entities. Provided further, that in case the Selected Bidder is a Bidding Consortium, the Lead Member shall continue to hold equity of at least twenty six percent (26%) upto a period of one (1) year after COD of the Project and any Member of such Bidding Consortium shall be allowed to divest its equity as long as the other remaining Members (which shall always include the Lead Member) hold the minimum equity specified above. 19.1.2 If equity is held by the Affiliates, Parent Company or Ultimate Parent Company of the Selected Bidder, then, subject to the second proviso to Article 19.1.1, such Affiliate, Parent Company or Ultimate Parent Company shall be eligible to transfer its shareholding in SPV [which is under incorporation] Angul Sundargarh Transmission Limited to another Affiliate or to the Parent Company / Ultimate Parent Company of the Selected Bidder. If any such shareholding entity, qualifying as an Affiliate / Parent Company / Ultimate Parent Company, is likely to cease to meet the criteria to qualify as an Affiliate / Parent Company / Ultimate Parent Company, the shares held by such entity shall be transferred to another Affiliate / Parent Company / Ultimate Parent Company of the Selected Bidder. 19.1.3 Subject to Article 19.1.1, all transfer(s) of shareholding of SPV [which is under incorporation] Angul Sundargarh Transmission Limited by any of the entities referred to in Article 19.1.1 and 19.1.2 above, shall be after prior written intimation to the Nodal Agency. 19.1.4 For computation of effective Equity holding, the Equity holding of the Selected Bidder or its Ultimate Parent Company in such Affiliate(s) or Parent Company and the equity holding of such Affiliate(s) or Ultimate Parent Company in SPV [which is under incorporation] shall be computed in accordance with the example given below: If the Parent Company or the Ultimate Parent Company of the Selected Bidder A directly holds thirty percent (30%) of the equity in SPV [which is under incorporation], then holding of Selected Bidder A in SPV [which is under incorporation] shall be thirty percent (30%); If Selected Bidder A holds thirty percent (30%) equity of the Affiliate and the Affiliate holds fifty percent (50%) equity in SPV [which is under incorporation], then, for the purposes of ascertaining the minimum equity/equity lock-in requirements specified above, the effective holding of Bidder A in SPV [which is under incorporation] shall be fifteen percent (15%), (i.e., 30% x 50%) 19.1.5 The provisions as contained in this Article 19.1 shall override the terms of the consortium agreement submitted as part of the Bid. 19.1.6 The TSP shall be responsible to report to Nodal Agency, within thirty (30) days from the occurrence of any event that would result in any change in its equity holding structure from that which existed as on the date of signing of the Share Purchase Agreement. In such cases, the Nodal Agency would reserve the right to ascertain the equity holding structure and to call for all such required documents / information / clarifications as may be required.and

Equity Lock-in Commitment. 19.1.1 18.2.1 The aggregate equity share holding of the Selected Bidder in the issued and paid up equity share capital of SPV [SPV, which is under incorporation] shall not be less than the following: (a) Fifty one percent (51%) up to a period of one two (12) year years after COD of the Project. ; and (b) Twenty six percent (26%) for a period of three (3) years thereafter Provided that, that in case the Lead Member or Bidding Company is holding equity through Affiliate/s, Ultimate Parent Company or Parent Company, such restriction as specified in (a) and (b) above shall apply to such entities. Provided further, that in case the Selected Bidder is a Bidding Consortium, the Lead Member shall continue to hold equity of at least twenty six percent (26%) upto a period of one five (15) year years after COD of the Project and any Member of such Bidding Consortium shall be allowed to divest its equity as long as the other remaining Members (which shall always include the Lead Member) hold the minimum equity specified in (a) and (b) above. 19.1.2 18.2.2 If equity is held by the Affiliates, Parent Company or Ultimate Parent Company of the Selected Bidder, then, subject to the second proviso provision to Article 19.1.118.2.1, then such Affiliate, Parent Company or Ultimate Parent Company shall be eligible to transfer its shareholding in SPV [SPV, which is under incorporation] to another Affiliate or to the Parent Company / Company/ Ultimate Parent Company of the Selected Bidder. If any such shareholding entity, qualifying as an Affiliate / Affiliate/ Parent Company / Company/ Ultimate Parent Company, is likely to cease to meet the criteria to qualify as an Affiliate / Affiliate/ Parent Company / Company/ Ultimate Parent Company, the shares held by such entity shall be transferred to another Affiliate / Affiliate/ Parent Company / Company/ Ultimate Parent Company of the Selected Bidder. 19.1.3 18.2.3 Subject to Article 19.1.118.2.1, all transfer(s) of shareholding of SPV [SPV, which is under incorporation] by any of the entities referred to in Article 19.1.1 18.2.1 and 19.1.2 18.2.2 above, shall be after prior written intimation to permission from the Nodal AgencyLead Long Term Transmission Customer. 19.1.4 18.2.4 For computation of effective Equity holding, the Equity holding of the Selected Bidder or its Ultimate Parent Company in such Affiliate(s) or Parent Company and the equity holding of such Affiliate(s) or Ultimate Parent Company in SPV [SPV, which is under incorporation] shall be computed in accordance with the example given below: If the Parent Company or the Ultimate Parent Company of the Selected Bidder A directly holds thirty percent (30%) of the equity in SPV [SPV, which is under incorporation], then holding of Selected Bidder A in SPV [SPV, which is under incorporation] shall be thirty percent (30%); If Selected Bidder A holds thirty percent (30%) equity of the Affiliate and the Affiliate holds fifty percent (50%) equity in SPV [SPV, which is under incorporation], then, for the purposes of ascertaining the minimum equity/equity lock-in requirements specified above, the effective holding of Bidder A in SPV [SPV, which is under incorporation] shall be fifteen percent (15%), (i.e., 30% x %* 50%) 19.1.5 18.2.5 The provisions as contained in this Article 19.1 18.2 shall override the terms of the consortium agreement submitted as part of the Bid. 19.1.6 18.2.6 The TSP shall be responsible to report to Nodal Agencyreport, within thirty (30) days from the occurrence of any event that would result in any change in its the equity holding structure from that which existed as on the date of signing of the Share Purchase Agreement. In such cases, the Nodal Agency Lead Long Term Transmission Customer would reserve the right to ascertain the equity holding structure and to call for all such required documents / information / documents/ information/clarifications as may be required.

Equity Lock-in Commitment. 19.1.1 18.2.1 The aggregate equity share holding of the Selected Bidder in the issued and paid up equity share capital of SPV [which is under incorporation] Fatehgarh Bhadla Transmission Limited shall not be less than the following: (a) Fifty one percent (51%) up to a period of one two (12) year years after COD of the Project. ; and (b) Twenty six percent (26%) for a period of three (3) years thereafter Provided that, that in case the Lead Member or Bidding Company is holding equity through Affiliate/s, Ultimate Parent Company or Parent Company, such restriction as specified in (a) and (b) above shall apply to such entities. Provided further, that in case the Selected Bidder is a Bidding Consortium, the Lead Member shall continue to hold equity of at least twenty six percent (26%) upto a period of one five (15) year years after COD of the Project and any Member of such Bidding Consortium shall be allowed to divest its equity as long as the other remaining Members (which shall always include the Lead Member) hold the minimum equity specified in (a) and (b) above. 19.1.2 18.2.2 If equity is held by the Affiliates, Parent Company or Ultimate Parent Company of the Selected Bidder, then, subject to the second proviso to Article 19.1.118.2.1, then such Affiliate, Parent Company or Ultimate Parent Company shall be eligible to transfer its shareholding in SPV [which is under incorporation] Fatehgarh Bhadla Transmission Limited to another Affiliate or to the Parent Company / Ultimate Parent Company of the Selected Bidder. If any such shareholding entity, qualifying as an Affiliate / Parent Company / Ultimate Parent Company, is likely to cease to meet the criteria to qualify as an Affiliate / Parent Company / Ultimate Parent Company, the shares held by such entity shall be transferred to another Affiliate / Parent Company / Ultimate Parent Company of the Selected Bidder. 19.1.3 18.2.3 Subject to Article 19.1.118.2.1, all transfer(s) of shareholding of SPV [which is under incorporation] Fatehgarh Bhadla Transmission Limited by any of the entities referred to in Article 19.1.1 and 19.1.2 above, shall be after prior written intimation to the Nodal Agency. 19.1.4 For computation of effective Equity holding, the Equity holding of the Selected Bidder or its Ultimate Parent Company in such Affiliate(s) or Parent Company and the equity holding of such Affiliate(s) or Ultimate Parent Company in SPV [which is under incorporation] shall be computed in accordance with the example given below: If the Parent Company or the Ultimate Parent Company of the Selected Bidder A directly holds thirty percent (30%) of the equity in SPV [which is under incorporation], then holding of Selected Bidder A in SPV [which is under incorporation] shall be thirty percent (30%); If Selected Bidder A holds thirty percent (30%) equity of the Affiliate and the Affiliate holds fifty percent (50%) equity in SPV [which is under incorporation], then, for the purposes of ascertaining the minimum equity/equity lock-in requirements specified above, the effective holding of Bidder A in SPV [which is under incorporation] shall be fifteen percent (15%), (i.e., 30% x 50%) 19.1.5 The provisions as contained in this Article 19.1 shall override the terms of the consortium agreement submitted as part of the Bid. 19.1.6 The TSP shall be responsible to report to Nodal Agency, within thirty (30) days from the occurrence of any event that would result in any change in its equity holding structure from that which existed as on the date of signing of the Share Purchase Agreement. In such cases, the Nodal Agency would reserve the right to ascertain the equity holding structure and to call for all such required documents / information / clarifications as may be required.18.2.1 and

Equity Lock-in Commitment. 19.1.1 18.2.1 The aggregate equity share holding of the Selected Bidder in the issued and paid up equity share capital of SPV [which is under incorporation] Ramgarh (New) Transmission Limited shall not be less than the following: (a) Fifty one percent (51%) up to a period of one two (12) year years after COD of the Project. ; and (b) Twenty six percent (26%) for a period of three (3) years thereafter Provided that, that in case the Lead Member or Bidding Company is holding equity through Affiliate/s, Ultimate Parent Company or Parent Company, such restriction as specified in (a) and (b) above shall apply to such entities. Provided further, that in case the Selected Bidder is a Bidding Consortium, the Lead Member shall continue to hold equity of at least twenty six percent (26%) upto a period of one five (15) year years after COD of the Project and any Member of such Bidding Consortium shall be allowed to divest its equity as long as the other remaining Members (which shall always include the Lead Member) hold the minimum equity specified in (a) and (b) above. 19.1.2 18.2.2 If equity is held by the Affiliates, Parent Company or Ultimate Parent Company of the Selected Bidder, then, subject to the second proviso to Article 19.1.118.2.1, then such Affiliate, Parent Company or Ultimate Parent Company shall be eligible to transfer its shareholding in SPV [which is under incorporation] Ramgarh (New) Transmission Limited to another Affiliate or to the Parent Company / Ultimate Parent Company of the Selected Bidder. If any such shareholding entity, qualifying as an Affiliate / Parent Company / Ultimate Parent Company, is likely to cease to meet the criteria to qualify as an Affiliate / Parent Company / Ultimate Parent Company, the shares held by such entity shall be transferred to another Affiliate / Parent Company / Ultimate Parent Company of the Selected Bidder. 19.1.3 18.2.3 Subject to Article 19.1.118.2.1, all transfer(s) of shareholding of SPV [which is under incorporation] Ramgarh (New) Transmission Limited by any of the entities referred to in Article 19.1.1 and 19.1.2 above, shall be after prior written intimation to the Nodal Agency. 19.1.4 For computation of effective Equity holding, the Equity holding of the Selected Bidder or its Ultimate Parent Company in such Affiliate(s) or Parent Company and the equity holding of such Affiliate(s) or Ultimate Parent Company in SPV [which is under incorporation] shall be computed in accordance with the example given below: If the Parent Company or the Ultimate Parent Company of the Selected Bidder A directly holds thirty percent (30%) of the equity in SPV [which is under incorporation], then holding of Selected Bidder A in SPV [which is under incorporation] shall be thirty percent (30%); If Selected Bidder A holds thirty percent (30%) equity of the Affiliate and the Affiliate holds fifty percent (50%) equity in SPV [which is under incorporation], then, for the purposes of ascertaining the minimum equity/equity lock-in requirements specified above, the effective holding of Bidder A in SPV [which is under incorporation] shall be fifteen percent (15%), (i.e., 30% x 50%) 19.1.5 The provisions as contained in this Article 19.1 shall override the terms of the consortium agreement submitted as part of the Bid. 19.1.6 The TSP shall be responsible to report to Nodal Agency, within thirty (30) days from the occurrence of any event that would result in any change in its equity holding structure from that which existed as on the date of signing of the Share Purchase Agreement. In such cases, the Nodal Agency would reserve the right to ascertain the equity holding structure and to call for all such required documents / information / clarifications as may be required.18.2.1 and