M/s Indiafirst Life Insurance Company Limited

In the Reserve Bank of India Foreign Exchange Department Mumbai Regional Office Main Building, 3rd floor Shahid Bhagat Singh Marg, Fort Mumbai 400 001 Present Shri J.K. Pandey Chief General Manager April 10, 2019 CA No. MUM828/2019 In the matter of M/s Indiafirst Life Insurance Company Ltd 301 B Wing ,The Qube, Infinity Park ,Dindoshi Film City Rd, Malad East Mumbai 400097 (Applicant) In exercise of the powers conferred under section 15(1) of the Foreign Exchange Management Act, 1999 and the Regulations/Rules/Notifications/Orders made thereunder, I pass the following Order 1 The applicant has filed the compounding application dated January 29, 2019, received at the Reserve Bank on January 30, 2019, for compounding of contravention/s of the provisions of the Foreign Exchange Management Act, 1999 (the FEMA) and the regulations issued thereunder. The contraventions sought to be compounded are in respect of the following Regulations/ paras under Schedule 1 to Foreign Exchange Management (Transfer or Issue of Security by a Person Resident outside India) Regulations 2000, notified vide Notification No. FEMA 20/2000-RB dated May 3, 2000 and as amended from time to time (hereinafter referred to as FEMA 20): a) Para 9 (1) (A) of FEMA 20: Delay in reporting receipt of foreign inward remittance towards subscription to equity

FED, MRO, CEFA, M/s Indiafirst Life Insurance Company Ltd, CA No: MUM 828/2019 b) Para 9 (1) (B) of FEMA 20: Delay in filing Form FC GPR to Reserve Bank after issue of shares to person resident outside India 2 Brief details of the applicant company are as follows: Date of Incorporation June 19, 2008 Its main activities are: Provider of Life Insurance Services

3 The applicant received foreign inward remittances from non-resident investors towards equity shares / compulsorily convertible preference shares/ compulsorily convertible debentures and it reported the same to the Reserve Bank on dates as indicated below. Delay under 9(1)(A) &/or Para 8 (whereas, "Y" represents delay in number of years, "M" represents delay in number of months and "D" represents delay in number of days, and LSF stands for : Late Submission Fees

S No/ Date of amount received Date of Para 9 (1) A date of Para 8 lsf inward (in INR) reporting to delay allotment delay remittanc RBI / refund e (DD-MM-YY) (DD-MM-YY) (DD-MM-YY) 1 25/08/09 336,700,000 10/22/2018 9Y 0M 27D 27/08/09 0 2 16/10/09 1,483,300,000 10/22/2018 8Y 11M 5D 22/10/09 0 3 11/08/10 325,000,000 10/22/2018 8Y 1M 10D 27/08/10 0 4 12/08/11 390,000,000 9/14/2011 0Y 0M 2D 16/08/11 0 5 03/06/15 390,000,000 12/2/2015 0Y 4M 29D 05/10/15 0 TOTAL 2,925,000,000 The applicant reported receipt of remittances to the Reserve Bank of India on dates indicated above with a delay ranging from 0Y 0M 2D to 9Y 0M 27D. Further, the applicant company delayed in reporting in case of all the remittances beyond the stipulated time of 30 days. Whereas, in terms of Paragraph 9 (1) (A) of Schedule 1 to FEMA 20, an Indian company issuing shares or convertible debentures in accordance with these Regulations should report to the Reserve Bank of India as per the prescribed procedure not later than 30 days from the date of receipt of the amount of consideration.

4 The company allotted equity shares/compulsorily convertible preference shares/compulsorily convertible debentures and filed FC-GPRs as indicated below:

FED, MRO, CEFA, M/s Indiafirst Life Insurance Company Ltd, CA No: MUM 828/2019

Contravention under Para 9(1)(B) (whereas, "Y" represents delay in number of years, "M" represents delay in number of months and "D" represents delay in number of days, LSF stands for : Late Submission Fees and FV stands for Face Value Sno/ Date of number of FV+ Amount (FV*no Date of Para 9 (1) lsf allotment shares premium of shares) reporting (B) delay (in INR) (in INR) (DD-MM-YY) (DD-MM-YY)

1 27/08/09 9620000 35 336,700,000 30/09/09 0Y 0M 3D 2 22/10/09 42380000 35 1,483,300,000 16/11/09 0 3 27/08/10 32500000 10 325,000,000 09/09/10 0 4 16/08/11 39000000 10 390,000,000 07/09/11 0 5 05/10/15 39000000 10 390,000,000 15/10/15 0 TOTAL 2,925,000,000 The applicant filed form FC-GPRs as indicated above, out of which one form FCGPR was reported with a delay of 0Y 0M 3D. Whereas, in terms of Paragraph 9(1) (B) of Schedule 1 to Notification No. FEMA 20, an Indian company issuing shares in accordance with these Regulations has to submit to RBI a report in Form FC-GPR along with documents prescribed therein within 30 days from the date of issue of shares to Non Resident. 5 The applicant was given an opportunity for personal hearing, for further submission in person and/or for producing documents, if any, in support of the application vide e-mail dated April 03, 2019. The applicant appeared for personal hearing on April 08, 2019, during which Mr K.R Viswanarayanan, Head Governance and Company Secretary of the company, Ms Sweta P Barucha, Senior Manager of the company, Ms Minita Khanchandani Consultant and Mr Binoy S Parikh, Consultant represented the applicant in the cabin of Shri J.K.

Pandey, Chief General Manager, Mumbai Regional Office. The representatives of the applicant admitted the contraventions for which compounding has been sought. During the hearing it was submitted that delay was inadvertent and unintentional. The representatives of the applicant requested that in view of the foregoing a lenient view may be taken in disposal of the application. The application for compounding is, therefore, being considered on the basis of the averments made in the application as well as other documents and submissions made in this context by the applicant during personal hearing and thereafter. 6 I have given my careful consideration to the documents on record and submissions made by the applicant during the personal hearing and thereafter. Accordingly, I hold that the applicant has contravened the following FEMA provisions issued in terms of: a) Para 9 (1) (A) of FEMA 20 ,due to the delay in reporting of receipt of foreign inward remittance towards subscription towards shares as detailed above. The contravention relates to total amount of Rs.2,92,50,00,000 (Rupees Two Hundred Ninty Two Crore and Fifty Lakh Only) and with a delay ranging from minimum 0Y 0M 2D to maximum 9Y 0M 27D approximately.

FED, MRO, CEFA, M/s Indiafirst Life Insurance Company Ltd, CA No: MUM 828/2019 b) Para 9 (1) (B) of FEMA 20, due to the delay in submission of Form FC-GPR to the Reserve Bank after issue of shares to persons resident outside India and the contravention relates to total amount of Rs.336,700,000 (Rupees Thirty Three Crore Sixty Seven Lakh and Zero Paise Only) with a delay of 0Y 0M 3D approximately.

7 It has been declared in the compounding application dated January 29, 2019 that the particulars given by the applicant in the application are true and correct to the best of their/his/her knowledge and belief. It has also been declared in a declaration attached to the compounding application that the applicant was not under any enquiry/investigation/adjudication by any agency as on the date of the application and has, in this regard, not informed of initiation of any such enquiry/investigation/ adjudication proceedings against it/him/her thereafter. It has further been declared that the applicant has not filed any appeal under section 17 or section 19 of FEMA, 1999. Accordingly, the above contraventions which are being compounded in this Order are subject to the veracity of the above declarations made by the applicant and this order is without prejudice to any other action which may be taken by any authority under the extant laws if the said declarations are subsequently discovered to be false and/or incorrect. 8 In terms of Section 13 of the FEMA, any person contravening any provision of the Act shall be liable to a penalty up to thrice the sum involved in such contravention upon adjudication. However, taking into account the relevant facts and circumstances of the case as stated in the foregoing paragraphs, I am persuaded to take a lenient view on the amount for which the contraventions are to be compounded and I consider that an amount of Rs.3,603,333 (Rupees Thirty Six Lakh Three Thousand Three Hundred Thirty Three and Zero Paise Only) will meet the ends of justice.

9 Accordingly, I compound the admitted contravention/s namely, the contravention/s of Para 9 (1) (A) of FEMA 20 and Para 9 (1) (B) of FEMA 20, by the applicant, on the facts discussed above in terms of the Foreign Exchange (Compounding Proceedings) Rules, 2000 on payment of an amount of Rs. 3,603,333 (Rupees Thirty Six Lakh Three Thousand Three Hundred Thirty Three and Zero Paise Only) which shall be deposited by the applicant with the Reserve Bank of India, Foreign Exchange Department, Mumbai Regional Office, Main Building, 3rd floor, Shahid Bhagat Singh Marg, Fort, Mumbai-400001 by a demand draft drawn in favour of the "Reserve Bank of India" and payable at Mumbai within a period of 15 days from the date of this order. In case of failure to deposit the compounded amount within the above-mentioned period, Rule 10 of the Foreign Exchange (Compounding Proceedings) Rules, 2000 dated May 3, 2000 shall apply.

10 The above order is passed only in respect of contraventions of Para 9 (1) (A) of FEMA 20 and Para 9 (1) (B) of FEMA 20 and does not restrict the right of any other authority to proceed against the Company for any other violations/contraventions noticed at any point of time.

FED, MRO, CEFA, M/s Indiafirst Life Insurance Company Ltd, CA No: MUM 828/2019

11 The application is disposed of accordingly. dated: April 10, 2019 Compounding Authority (J.K. Pandey) Chief General Manager