*For further details refer to section titled “Issue Related Information” on page 273 of the Tranche II Prospectus dated May 16, 2024

**The Tranche II Issue shall remain open for subscription on Working Days from 10 a.m. to 5 p.m. (Indian Standard Time) during the period indicated in this Tranche II Prospectus, except that the Tranche II Issue may close on such earlier date or extended date (subject to a minimum period of three Working Days and a maximum period of ten Working days from the date of opening of this Tranche II Issue and subject to not exceeding thirty days from filing of this Tranche II Prospectus with RoC including extensions) as may be decided by the Board of Directors of our Company or the Resource Raising Committee subject to compliance with Regulation 33A of the SEBI NCS Regulations. In the event of an early closure or extension of the Tranche II Issue, our Company shall ensure that notice of the same is provided to the prospective investors through an advertisement in an English daily national newspaper with wide circulation and a regional daily with wide circulation where the registered office of the Company is located (in all the newspapers in which pre-issue advertisement for opening of this Tranche II Issue has been given on or before such earlier or initial date of Tranche II Issue closure) on or before such earlier or initial date of Issue closure. Application Forms for this Tranche II Issue will be accepted only from 10:00 a.m. to 5:00 p.m. or such extended time as may be permitted by the Stock Exchange, on Working Days during the Tranche II Issue Period. On the Tranche II Issue Closing Date, the Application Forms will be accepted only between 10 a.m. and 3 p.m. (Indian Standard Time) and uploaded until 5 p.m. or such extended time as may be permitted by the Stock Exchange. Further, pending mandate requests for bids placed on the last day of bidding will be validated by 5 p.m. on one Working Day post the Tranche II Issue Closing Date.

Allotment in the public issue of debt securities should be made on the basis of date of upload of each application into the electronic book of the stock exchange. However, on the date of oversubscription and thereafter, the allotments should be made to the applicants on proportionate basis.

DISCLAIMER:
360 ONE Prime Limited (formerly known as IIFL Wealth Prime Limited) (“Company”), subject to market conditions, and other considerations, is proposing a public issue of secured, rated, listed, redeemable non-convertible debentures and had filed a Shelf Prospectus dated December 28, 2023, read with an addendum to the Shelf Prospectus dated January 17, 2024 and second addendum to the Shelf prospectus dated May 10, 2024 (“Shelf Prospectus”), and has filed a Tranche II Prospectusdated May 16, 2024 (“Tranche II Prospectus”) (collectively the “Prospectus”) with the Registrar of Companies, Maharashtra at Mumbai, BSE Limited (“BSE”), and Securities and Exchange Board of India (“SEBI”). The Prospectus is available on the website of the Company at www.360.one/wealth- management/prime/, of BSE at www.bseindia.com, on the website of the lead managers at www.trustgroup.in, www.akgroup.co.in and www.iiflcap.com and on the website of SEBI at www.sebi.gov.in. Investors proposing to participate in the Tranche II Issue should note that investment in the NCDs involves a high degree of risk and for details in relation to the same, refer to the Prospectus, including the sections titled “Risk Factors” on page 20 of Tranche II Prospectus and “Material Developments” on page 156 of the Tranche II Prospectus. The Issuer and the Lead Managers accept no responsibility for statements made otherwise than in the Prospectus or in the advertisement or any other material issued by or at the instance of the Company and that anyone placing reliance on any other source of information would be doing so at their own risk.
Capitalised terms not defined herein shall have the same meaning as assigned to such terms in the Prospectus.

DISCLAIMER

Investors proposing to participate in the Tranche II Issue should note that investment in the NCDs involves a high degree of risk and for details in relation to the same, refer to the Tranche II Prospectus dated May 16, 2024, including the sections titled “Risk Factors” and “Material Developments” beginning on pages 20 and 156 respectively of the Tranche II Prospectus. The Issuer and the Lead Managers accept no responsibility for statements made otherwise than in the Shelf Prospectus dated December 28, 2023, read with an addendum to the Shelf Prospectus dated January 17, 2024 and second addendum to the Shelf prospectus dated May 10, 2024 (“Shelf Prospectus”), and the Tranche II Prospectus dated May 16, 2024 (“Tranche II Prospectus”) (collectively the “Prospectus”) or in the advertisement or any other material issued by or at the instance of the Company and that anyone placing reliance on any other source of information would be doing so at their own risk.

DISCLAIMER CLAUSE OF BSE: It is to be distinctly understood that the permission given by BSE should not in anyway be deemed or construed that the Offer Document has been cleared or approved by BSE nor does it certify the correctness or completeness of any of the contents of the Offer Document. The investors are advised to refer to the Prospectus for the full text of the Disclaimer Clause of the BSE.

DISCLAIMER CLAUSE OF USE OF BSE ELECTRONIC PLATFORM: It is to be distinctly understood that the permission given by BSE Limited to use their network and software of the Online system should not in any way be deemed or construed as compliance with various statutory requirements approved by BSE Limited; not does it in any manner warrant, certify or endorse the correctness or completeness of any of the compliance with the statutory and other requirements; nor does it take any responsibility for the financial or other soundness of this Company, its promoters, its management or any scheme or project of this Company. It is also to be distinctly understood that the approval given by BSE Limited is only to use the software for participating in system of making application process.

DISCLAIMER STATEMENT OF CRISIL: CRISIL Ratings Limited (CRISIL Ratings) has taken due care and caution in preparing the Material based on the information provided by its client and / or obtained by CRISIL Ratings from sources which it considers reliable (Information). A rating by CRISIL Ratings reflects its current opinion on the likelihood of timely payment of the obligations under the rated instrument and does not constitute an audit of the rated entity by CRISIL Ratings. CRISIL Ratings does not guarantee the completeness or accuracy of the information on which the rating is based. A rating by CRISIL Ratings is not a recommendation to buy, sell, or hold the rated instrument; it does not comment on the market price or suitability for a particular investor. The Rating is not a recommendation to invest / disinvest in any entity covered in the Material and no part of the Material should be construed as an expert advice or Investment advice or any form of investment banking within the meaning of any law or regulation.

CRISIL Ratings especially states that it has no liability whatsoever to the subscribers / users / transmitters/ distributors of the Material. Without limiting the generality of the foregoing, nothing in the Material is to be construed as CRISIL Ratings providing or intending to provide any services in jurisdictions where CRISIL Ratings does not have the necessary permission and/or registration to carry out its business activities in this regard. 360 ONE Prime Limited (formerly known as IIFL Wealth Prime Limited) will be responsible for ensuring compliances and consequences of non- compliances for use of the Material or part thereof outside India. Current rating status and CRISIL Ratings' rating criteria are available without charge to the public on the website, www.crisilratings.com. For the latest rating information on any instrument of any company rated by CRISIL Ratings, please contact Customer Service Helpdesk at 1800-267-1301.

DISCLAIMER STATEMENT OF ICRA: ICRA Ratings should not be treated as recommendation to buy, sell or hold the rated debt instruments. ICRA are subject to a process of surveillance, which may lead to revision in ratings. an ICRA is a symbolic indicator of ICRA’s current opinion on the relative capability of the issuer concerned to timely service debts and obligations, with reference to the instrument rated. Please visit our website www.ICRA.in or contact any ICRA office for the latest information on ICRA outstanding. All information contained herein has been obtained by ICRA from sources believed by it to be accurate and reliable, including the rated issuer. ICRA however has not conducted any audit of the rated issuer or of the information provided by it. While reasonable care has been taken to ensure that the information herein is true, such information is provided ‘as is’ without any warranty of any kind, and ICRA in particular, makes no representation or warranty, express or implied, as to the accuracy, timeliness or completeness of any such information. Also, ICRA or any of its group companies may have provided services other than rating to the issuer rated. all information contained herein must be construed solely as statements of opinion, and ICRA shall not be liable for any losses incurred by users from any use of this publication or its contents.