Canara HSBC Life Insurance Company Ltd IPO

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

The Company operates in a complex regulatory environment, and any adverse changes to these regulations or failures to comply with the requirements could disrupt the company's business operations or expose the company to significant penalties.

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

The 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 the company 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 its business, financial condition, results of operations, cash flows and reputation.

The company's 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 the company does not meet solvency ratio requirements, the company may be subject to regulatory actions and could be forced to raise additional capital. The company may also need additional capital in the future, and the company cannot assure investors that the company will be able to obtain such capital on acceptable terms or at all.

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

The company has generated negative cash flows from operating activities in the past, and any negative cash flows from operating activities in the future would adversely affect its cash flow requirements, which may adversely affect the company's ability to operate the company's business and implement its growth plans, thereby affecting the company's 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 the company's Erstwhile Joint Statutory Auditors.