THESE MATERIALS ARE NOT DIRECTED AT OR INTENDED TO BE
ACCESSED BY PERSONS LOCATED OUTSIDE INDIA.
ELECTRONIC VERSION OF THE RED HERRING PROSPECTUS OF
SS RETAIL LIMITED (THE “COMPANY”), DATED SEPTEMBER 8, 2026
(THE “RED HERRING PROSPECTUS” OR THE “RHP”) AND THE
ABRIDGED PROSPECTUS OF THE COMPANY, DATED SEPTEMBER 9, 2026
(THE “ABRIDGED PROSPECTUS”), YOU ARE SEEKING TO ACCESS IS
BEING MADE AVAILABLE ON THIS WEBSITE IN GOOD FAITH AND FOR
INFORMATION PURPOSES ONLY AND DOES NOT CONSTITUTE AN OFFER
TO SELL OR A SOLICITATION OF AN OFFER TO BUY SECURITIES IN
ANY JURISDICTION IN WHICH SUCH OFFER OR SOLICITATION IS
UNLAWFUL.
Investors should read the Red Herring Prospectus and seek
professional advice before taking any action. Neither
Anand Rathi Advisors Limited (“ARAL”) nor Emkay Global
Financial Services Limited (“EGFSL”) nor any of their
respective affiliates, directors, officers, employees,
agents, representatives or advisers, (together, the
“Affiliates”), accepts any liability whatsoever, direct or
indirect, that may arise from the use of the information
contained in the Red Herring Prospectus or their respective
contents or otherwise arising in connection therewith.
References in this disclaimer to the RHP or the Red Herring
Prospectus shall be read as including the Abridged Prospectus.
Access to the Red Herring Prospectus does not constitute a
recommendation by the Company, the Selling Shareholder(s)
(as defined in the RHP), ARAL, EGFSL, the other members of
the Syndicate (as defined in the RHP) or any of their
respective affiliates to subscribe to the Equity Shares
offered pursuant to the Offer. The contents of the Red
Herring Prospectus are being made available for information
purposes only.
IMPORTANT:
By continuing, you hereby agree that you have read and
agree with the terms and conditions of the following
disclaimer before continuing. The following disclaimer
applies to the Red Herring Prospectus of SS Retail Limited
dated September 8, 2026 (the “RHP” or the “Red Herring
Prospectus”) filed with the Securities and Exchange Board
of India (“SEBI”), BSE Limited (“BSE”) and National Stock
Exchange of India Limited (“NSE” and together with the BSE,
the “Stock Exchanges”) and the Registrar of Companies,
Maharashtra at Pune (the “RoC”), and the abridged prospectus
of the Company dated September 8, 2026 (the “Abridged
Prospectus”) filed with the SEBI, BSE and NSE and hosted on
this website in connection with the proposed initial public
offering of the equity shares of face value of ₹10 each
(“Equity Shares”) of the Company (“Offer”). ARAL and EGFSL
are associated with the Offer as Book Running Lead Managers.
You are advised to read this disclaimer carefully before
viewing, reading, accessing or making any other use of the
RHP. The Red Herring Prospectus and the Abridged Prospectus
are being made available on this website to comply with the
Securities and Exchange Board of India (Issue of Capital
and Disclosure Requirements) Regulations, 2018, as amended
(the “SEBI ICDR Regulations”). In accessing the RHP, you
agree to be bound by the following terms and conditions,
including any modifications to them from time to time.
Due to legal restrictions, access to this part of this
website is only available to residents of India from within
India. The Red Herring Prospectus is directed at, and are
intended for distribution to, and use by, residents of India
only. You may not forward, distribute, reproduce or deliver
these documents, in whole or in part, whether electronically
or otherwise, to any person outside India.
If you are not in India, please exit this webpage. Further,
if you are not permitted to view the materials on this
website or are in any doubt as to whether you are permitted
to view these materials, please exit this webpage.
Confirmation of Your Representation:
By proceeding, you confirm that you are a resident of India
and are accessing this website from within India, and you
additionally represent, warrant and agree that:
- You are not accessing this website from within the United States; and
- You are located in India.
The Company, ARAL, EGFSL and their respective affiliates do
not accept any responsibility for any violation by any person
of applicable securities laws and regulations as a result of
access to these materials based on false information provided
by such person.
Restrictions:
MATERIALS MADE AVAILABLE ON THIS WEBSITE, INCLUDING THE RHP,
ARE NOT DIRECTED AT OR ACCESSIBLE BY PERSONS LOCATED OUTSIDE
INDIA. THESE MATERIALS ARE NOT FOR PUBLICATION OR DISTRIBUTION,
DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES (INCLUDING
ITS TERRITORIES AND POSSESSIONS, ANY STATE OF THE UNITED STATES
AND THE DISTRICT OF COLUMBIA). THESE MATERIALS ARE NOT AN OFFER
OF SECURITIES FOR SALE OR A SOLICITATION FOR AN OFFER TO BUY
SECURITIES IN THE UNITED STATES, OR IN ANY OTHER JURISDICTION
OUTSIDE INDIA IN WHICH SUCH OFFER OR SOLICITATION WOULD BE
UNLAWFUL. THE EQUITY SHARES OFFERED IN THE OFFER HAVE NOT BEEN
AND WILL NOT BE REGISTERED, LISTED OR OTHERWISE QUALIFIED IN
ANY JURISDICTION EXCEPT INDIA AND MAY NOT BE OFFERED OR SOLD
TO PERSONS OUTSIDE INDIA EXCEPT IN COMPLIANCE WITH THE
APPLICABLE LAWS OF EACH SUCH JURISDICTION. IN PARTICULAR, THE
EQUITY SHARES DESCRIBED IN THE RHP HAVE NOT BEEN, AND WILL NOT
BE, REGISTERED UNDER THE U.S. SECURITIES ACT OF 1933, AS
AMENDED (THE “U.S. SECURITIES ACT”), OR ANY U.S. STATE
SECURITIES LAWS, AND MAY NOT BE OFFERED, SOLD OR DELIVERED IN
THE UNITED STATES, EXCEPT PURSUANT TO AN EXEMPTION FROM, OR IN
A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF
THE U.S. SECURITIES ACT AND APPLICABLE U.S. STATE SECURITIES
LAWS. ACCORDINGLY, THE EQUITY SHARES DESCRIBED IN THE RHP ARE
BEING OFFERED, SOLD AND DELIVERED OUTSIDE THE UNITED STATES IN
“OFFSHORE TRANSACTIONS” AS DEFINED IN, AND IN RELIANCE ON,
REGULATION S UNDER THE U.S. SECURITIES ACT (“REGULATION S”)
AND THE APPLICABLE LAWS OF THE JURISDICTIONS WHERE SUCH OFFERS
AND SALES ARE MADE.
ANY PUBLIC OFFERING OF SECURITIES TO BE MADE IN THE UNITED
STATES WOULD BE MADE BY MEANS OF A PROSPECTUS THAT COULD BE
OBTAINED FROM THE ISSUER OR SELLING SECURITY HOLDER AND WOULD
CONTAIN DETAILED INFORMATION ABOUT THE COMPANY AND MANAGEMENT,
AS WELL AS FINANCIAL STATEMENTS. NO PUBLIC OFFERING OR SALE OF
SECURITIES IN THE UNITED STATES IS CONTEMPLATED. THE INFORMATION
CONTAINED IN THIS WEBSITE, INCLUDING ANY MATERIAL YOU MAY
HEREAFTER ACCESS, IS NOT TO BE PROVIDED BY YOU TO ANY OTHER
PERSON, IN ELECTRONIC FORM OR OTHERWISE, AND IS NOT TO BE
ACCESSED, PUBLISHED, COPIED, FORWARDED OR OTHERWISE DISSEMINATED
IN OR INTO THE UNITED STATES.
YOU MAY NOT AND ARE NOT AUTHORIZED TO (1) FORWARD OR DELIVER
THE RHP, ELECTRONICALLY OR OTHERWISE, TO ANY OTHER PERSON OR
(2) REPRODUCE THE RHP (OR ANY PORTION THEREOF) IN ANY MANNER
WHATSOEVER. ANY FORWARDING, DISTRIBUTION OR REPRODUCTION OF
THE RHP IN WHOLE OR IN PART IS UNAUTHORIZED. FAILURE TO COMPLY
WITH THIS DIRECTIVE MAY RESULT IN A VIOLATION OF THE U.S.
SECURITIES ACT OR THE APPLICABLE LAWS OF OTHER JURISDICTIONS.
Any person into whose possession the Red Herring Prospectus
comes is required to inform himself or herself about and to
observe any such restrictions. Neither the Company nor any of
the Affiliates is soliciting any action based on any information
contained on this website, including the Red Herring Prospectus.
Any investment decision in relation to the Offer should be made
solely on the basis of the Red Herring Prospectus and other
Offer-related documents filed with SEBI and the Stock Exchanges,
and not on the basis of any information contained on this
website. Nothing in the RHP constitutes an offer or an invitation
by or on behalf of either the issuer of the securities or any of
the members of the syndicate to subscribe for or purchase any of
the securities described therein, and access has been limited so
that it shall not constitute “directed selling efforts” (as
defined in Regulation S) in the United States.
You are reminded that you have accessed the RHP on the basis
that you are a person into whose possession the RHP may be
lawfully delivered in accordance with the laws of the
jurisdiction in which you are located and you may not, nor are
you authorized to, deliver or forward this document,
electronically or otherwise, to any other person. If you have
gained access to the RHP contrary to the foregoing restrictions,
you will be unable to purchase any of the securities described
therein.
The RHP has been hosted on this website as prescribed under
Regulation 26(4) of the SEBI ICDR Regulations. The Company has
taken all necessary steps to ensure that the contents of the
RHP as appearing on this website are identical to the RHP filed
with the SEBI. You are reminded that the documents transmitted
in electronic form may be altered or changed during the process
of transmission and consequently, neither the Company nor any of
its affiliates, directors, agents, officers, representatives,
advisers or employees accepts any liability or responsibility
whatsoever in respect of alterations or changes which have taken
place during the course of transmission of electronic data. The
Company and its affiliates will not be responsible for any loss
to any person or entity caused by any shortcoming, defect or
inaccuracy which may have inadvertently or otherwise crept into
the website. Neither the Company, any of its affiliates nor their
directors, officers and employees will be liable or have any
responsibility of any kind for any loss or damage that could
result from interception and interpretation by any third parties
of any information being made available to you through this
website or that you incur in the event of any failure or
disruption of this website or resulting from the act or omission
of any other party involved in making this website or the data
contained therein available to you, or from any other cause
relating to your access to, inability to access, or use of the
website or these materials.
The Company and the Affiliates cannot and do not guarantee the
accuracy, timeliness or completeness of the information being
made available to you in the Red Herring Prospectus beyond the
date of the Red Herring Prospectus. The information contained
in the Red Herring Prospectus is as of the date thereof and
neither the Company nor any of the Affiliates is under any
obligation to update the Red Herring Prospectus to reflect
circumstances arising after the date thereof. No person has
been authorised to provide any information or make any
representation other than those contained in the Red Herring
Prospectus and, if given or made, such information or
representation must not be relied upon as having been authorised
by the Company, the Book Running Lead Managers or any of their
respective affiliates.
Any potential investor should note that investment in the
Equity Shares involves a high degree of risk and, for details
relating to such risks, see the section titled “Risk Factors”
on page 27 of the RHP.
No person outside India is eligible to Bid for Equity Shares
in the Offer unless that person has received the preliminary
offering memorandum for the Offer, which comprises the Red
Herring Prospectus and the preliminary international wrap
(which contains, among other things, the selling restrictions
for the Offer outside India).
Investors are advised not to rely on any other document,
content or information provided in relation to the Offer on
the internet, online websites, social media platforms or
micro-blogging platforms, or by any influencers, since the
same is not approved, commissioned or paid for by the Company,
its directors, promoters, key managerial personnel or senior
management personnel, or the Book Running Lead Managers, in
any manner. Investors are advised to rely only on the
information contained in the RHP and the price band
advertisement in making an investment decision.
Please note that application forms downloaded and used for
subscription to the Offer in contravention of the above will
be rejected, with no recourse to the Company, the Book Running
Lead Managers or any of their respective affiliates.
You are responsible for protecting against viruses and other
destructive items. You are accessing this website at your own
risk and it is your responsibility to take precautions to
ensure that it is free from viruses and other items of a
destructive nature. Any other information contained in, or
that can be accessed through, this website does not constitute
a part of the RHP. Failure to comply with this disclaimer may
result in a violation of the applicable laws of India and of
jurisdictions outside India.
Overseas Persons:
Accessing this website or any materials made available on this
website, including the RHP, may not be lawful in certain
jurisdictions. In other jurisdictions only certain categories
of person may be allowed to access this website. Any person
who wishes to access this website or any materials made
available on this website must first satisfy themselves that
they are not subject to any local requirements which prohibit
or restrict them from doing so.
If you are not permitted to access materials on this
website or are in any doubt as to whether you are
permitted to access these materials, please exit this webpage.
Access Confirmation
By clicking on the “I CONFIRM” button, you confirm that
you agree to be bound by all of the terms and conditions
above and that you are permitted to proceed to electronic
version of the RHP. If you cannot make the confirmations
set out above, you must press the button marked
“I DO NOT CONFIRM”.