Canara HSBC Life Insurance Company Ltd IPO

Any termination of, or adverse change in, our bancassurance arrangements, and in particular our distribution agreement, as amended, with our Promoter, Canara Bank, or one of our group companies, HSBC India, or decline in performance standards of our bancassurance partners, may have a material adverse effect on our business, results of operations and financial condition.

Adverse variation in persistency metrics or adverse persistency metrics as well as concentrated surrenders by customers may have a material adverse effect on our financial condition, results of operations and cash flows.

Our Company operates in a complex regulatory environment, and any adverse changes to these regulations or failure to comply with the requirements could disrupt our business operations or expose us to significant penalties.

We may be unable to implement our strategies for growth and create appropriate products for specific customer segments and distribute them through our distribution channels. Additionally, our inability to maintain historical growth rates may result in these rates not being indicative of future growth.

Our Company is subject to periodic inspections by the Insurance Regulatory and Development Authority ("IRDAI"). Inspection by the IRDAI is a regular exercise for all insurance companies and we may be subject to inspections from the IRDAI in the future. Non-compliance with the IRDAI's observations could subject us to penal action, which could adversely affect our business, financial condition, results of operations, cash flows and reputation.

Our solvency ratio for the three months ended June 30, 2025, June 30, 2024 and Fiscals 2025, 2024 and 2023 was 200.42%, 223.82%, 205.82%, 212.83% and 251.81%, respectively against the regulatory requirement of at least 150.00%. Our solvency ratio has decreased in the last three fiscal years primarily due to an increase in new business volumes and change in product mix. If we do not meet solvency ratio requirements, we may be subject to regulatory actions and could be forced to raise additional capital. We may also need additional capital in the future, and we cannot assure investors that we will be able to obtain such capital on acceptable terms or at all.

We use the logo of Canara Bank and HSBC Group Management Services Limited, in connection with carrying on our business in India through license agreements. If these agreements are terminated or we are unable to renew these agreements in a timely manner on commercially viable terms, or at all, our business, financial condition, cash flows and results of operations may be adversely affected.

We have generated negative cash flows from operating activities in the past, and any negative cash flows from operating activities in the future would adversely affect our cash flow requirements, which may adversely affect our ability to operate our business and implement our growth plans, thereby affecting our financial condition.

The determination of the Price Band is based on various factors and assumptions and the Offer Price of the Equity Shares, price to earnings ratio based on the Offer Price of the Equity Shares may not be indicative of the market price of the Equity Shares after the Offer. Further, the current market price of some securities listed pursuant to certain previous issues managed by the Book Running Lead Managers is below their respective issue prices.

The Restated Financial Information included in this Red Herring Prospectus are provided by our Erstwhile Joint Statutory Auditors.