Dealing With Shares. 5.1 Restrictions in relation to Equity Shares (a) The Strategic Partner expressly agrees and undertakes that it shall not for a period of 3 (three) years from the Closing Date, directly or indirectly, sell, transfer, assign, pledge, charge, grant a beneficial interest in, grant any option or right to purchase, or in any other way dispose or encumber (collectively, "Transfer") any Equity Shares or the legal or beneficial ownership of the Equity Shares, to any Person; Provided however that the aforesaid restriction shall not apply if a pledge of Equity Shares is made by the Strategic Partner pursuant to Clause 5.1(c). (b) The Parties agree that in the event that any share transfer committee is constituted pursuant to Clause 4.1(e), no Transfer of any Equity Shares held by any Shareholder shall be approved by such share transfer committee without an affirmative vote of the nominee of the Government on the share transfer committee. Provided however, that the Government nominee on the share transfer committee shall not withhold its approval to any Transfer of Equity Share(s) if such Transfer is in accordance with the terms of this Agreement. (c) The Strategic Partner may with the prior written approval of Government, pledge the Equity Shares held by it with an Indian financial institution, a scheduled bank or a recognised international lender as security for any loan or advances made by such financial institution, scheduled bank or recognized international lender to the Company. The Strategic Partner shall at the time of seeking the approval of the Government reveal the identity of the proposed pledgee(s) and the material terms and conditions concerning the creation of the pledge and shall procure an undertaking from the pledgee(s) to the effect that it shall be bound by the restrictions on transfer of Equity Shares and the contractual obligations and covenants as provided in this Agreement. (d) The Government may pledge, charge or mortgage the Equity Shares held by it, provided it gives a written notice to the Strategic Partner 15 (fifteen) days prior to the creation of such pledge, charge or mortgage specifying the identity of the Person in whose favour the Government proposes to pledge, charge or mortgage the Equity Shares held by it and the material terms and conditions concerning the creation of such pledge, charge or mortgage.
Appears in 2 contracts