RaajMarg Infra Investment Trust IPO

Attractive industry sector with strong underlying fundamentals and favourable government policies.

Experienced Sponsor with consistent track record in operating and maintaining projects in the roads andhighways sector in India.

Sizeable portfolio of diversified long-term revenue generating Toll Road assets

Portfolio of strategically located assets catering to key economic corridors of the country

Significant growth visibility through a defined pipeline of future assets

Concession Agreements terms with low counterparty risk

Long term transitional support from NHAI ensuring operational continuity

The Trust is a newly settled trust with no operating history and limited historical financial informationand, as a result, investors may not be able to assess its prospects on the basis of past records and thefinancial information disclosed in this Draft Offer Document.

The company has not executed any binding agreements with respect to the proposed acquisition of the InvITAssets including any concession agreement or any binding agreement of Issue Proceeds including theFacility Agreement, and the companys ability to enter into the Concession Agreements and other bindingagreements will impact the ability of the Investment Manager to complete this Issue.

The company has sought exemptions from the strict application of certain requirements under the InvITRegulations including in relation to the preparation of the combined financial statements of the Trust,Project SPV and the InvIT Assets. There can be no guarantee that SEBI will grant such exemptions, ina timely manner or at all.

The company has must maintain certain investment ratios, which may present additional risks to the company.

The ability of the Trust to make or maintain consistency in distributions to Unitholders depends on thefinancial performance of the Project SPV and their profitability.

The company depends on the Investment Manager, the Project Manager and the Trustee to manage its businessand assets, and the companys financial condition, results of operations and cash flows and its ability to makedistributions may be harmed if the Investment Manager, Project Manager or the Trustee fails to performsatisfactorily. The rights of the Trust and the rights of the Unitholders to recover claims against theProject Manager, the Investment Manager or the Trustee may be limited.

The companys success depends in large part upon the Investment Manager and Project Manager, the managementand personnel that they employ, and their ability to attract and retain such persons.

The company is governed by the provisions of, amongst others, the InvIT Regulations and the SCRA, theimplementation and interpretation of which, is evolving. The evolving regulatory framework governinginfrastructure investment trusts in India may have a material adverse effect on the ability of certaincategories of investors to invest in the Units, our business, financial condition and results of operationsand its ability to make distributions to the Unitholders.

Any payment by the Project SPV, including in the event of the termination of the Concession Agreements,is subject to a mandatory escrow arrangement which restricts its flexibility to utilise the available funds.

Upon completion of the Issue, the Sponsor may be able to exercise significant influence over activitiesof the Trust on which Unitholders are entitled to vote. The Sponsor and Sponsor Groups interests maybe different from the other Unitholders.