Investigation into EBIX

Despite several intensive investigations over the years by journalists, investment firms, regulators and independent
forensic accountants, many critical issues surrounding EBIX remain unresolved. In the spring of 2014, we sought to
address these topics head-on. We have expended significant time and resources trying to navigate the maze that
EBIX’s business has become. Recently, we discovered information that we feel compelled to share with you.

I. Rennes Foundation

The identity of the Rennes Foundation (“Rennes”), the longest tenured and often largest investor in EBIX, has
remained an unresolved mystery for over 15 years. Rennes has been a source of consternation, as its origins were
cloaked in secrecy, its intentions unclear, and Rolf Herter remains a Director of both EBIX and Rennes.
The most recent public assessment on the Rennes Foundation was a Bloomberg article published on August 6,
2013.i According to Bloomberg, Rennes was apparently of interest in the context of investigating potential money-
laundering claims by EBIX because:

 A Zurich attorney named Rolf Herter, the lead Director of the Foundation, was also a Director of EBIX
 The SEC had at least once tried and failed to determine the source of Rennes Foundation’s funds in 2005
 The Foundation had its base in Lichtenstein and several cross-directorships with Panamanian companies
 Rennes appeared to potentially have a purpose other than generating investment returns given its apparently
indiscriminate and poor investment track record
 Goldman Sachs, even after signing an agreement to acquire EBIX, was unable to determine the identity of
the Rennes Foundations’ beneficiaries even though Rennes was to “roll” its equity stake and thus be a
partner of Goldman Sachs post-close.ii

In conducting our own investigation, we have made significant progress in understanding crucial and previously
unknown facts regarding the Rennes Foundation:

 We believe the man behind the Rennes Foundation is Walter Schroth, an Austrian male ~70 years old.
Schroth appears to reside in Abadiania, Brazil. Schroth also has, or has had, a residence on Sark in the
Channel Islands.iii Schroth’s identity as the man behind the Rennes Foundation has been corroborated by a
number of sources as well as documents that directly link the Rennes Foundation to Schroth’s business
interests in Brazil.iv We believe we have also confirmed a visual identity.v
 The Rennes Foundation is a family trust, of which Schroth and his heirs are beneficiaries.
 Through our intensive investigation into the source of the Rennes Foundation, we did not find evidence to
suggest that the Foundation’s investments are fraudulent or serve an improper/illegal function. In fact,
numerous sources corroborated that Walter was known to make speculative investments often following his
gut/passion rather than through fundamental research or traditional financial analysis. Multiple sources
stated that Walter no longer plays a key role in investing or decisionmaking.

While we are glad to have shed light on the mystery of Rennes, we could not conclude prima facie that “all is well”
with Rennes and EBIX. Our new understanding of Rennes leaves many questions:

 EBIX was nearly bankrupt during the early years of Rennes’ investment, so why did Rennes invest and
maintain its investment?
 EBIX investors, particularly Rennes, were massively diluted and then supported for years through
questionable revenue relationships with BRiT Insurancevi during Rennes’ years as one of the largest investors
in EBIX, so why would Rennes still maintain its investment?
 From his base in Switzerland, Rolf Herter maintained his seat on the EBIX Board of Directors despite
multiple auditor changes at EBIX and the raising of significant red flags by forensic accounting firms,
journalists, and US government agencies. What are Rolf’s obligations as a fiduciary to Rennes and how did
he reconcile those obligations in light of these concerns and an ongoing multi-agency investigation?
 Finally, as discussed in detail in Section III below, we have only recently been made aware of serious
accusations by two company insiders pertaining to potential crimes by management, including Rennes/EBIX
director Rolf Herter. If these allegations have merit, what was Rolf’s and/or Rennes’ involvement (given Mr.
Schroth no longer appears to play a key role with Rennes)?

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 II. Singapore Financials

Since February 2004 EBIX has acquired 27 companies. Two-thirds of those acquisitions were for less than $10M.
The cumulative value of acquisitions over the last decade is ~$394M. This path of acquisitions required an
increasingly complex corporate structure at EBIX. The number of boxes has metastasized as the acquisitions
continued. A corporate diagram that only included 6 “boxes” in 2004 now includes 29 entities spread globally.vii The
complexity seems at odds with a company of this relatively small scale, largely domestic revenue and asset baseviii,
and continued oversight issues.ix

EBIX Corporate Structure ‐ 2004 EBIX Corporate Structure ‐ 2013

EBIX, Inc. (Parent Co)
EBIX, Inc. (Parent Co)

Dom Subs.
(Mar ’13)
EBIX Intl.  LLC  Facts Services, Inc.  EBIX.com Intl., Inc.  Peak Perf.  E‐Z Data Acq. Sub.  Benefit Software  EBIX BPO Div. – SD  PlanetSoft Hold. – Jenquest (non‐
(guarantor) (guarantor) (guarantor) Solutions (guar.) LLC (guarantor) Inc. (guarantor) (non‐guarantor) (guarantor) guarantor)
Subsidiaries
Domestic 

Delphi Information Systems 
International, Inc.

EBIX, Inc. (Parent Co)

EBIX Asia  EIH Holdings   EIH Sweden  9260‐9288  TriSystems, Ltd. 

EBIX, Inc. (Parent Co) Holdings, Inc. (liquidated  in ‘13) Holdings AB Quebec, Inc. Can. England & Wales

EBIX Singapore  EIH Holdings KB EBIX New Zealand  EBIX Australia 

International 

PTE LTD Holdings2 (VIC) Pty. Ltd)

Subsidiaries

International  Subsidiaries
Delphi Information  EBIX Software  Delphi Info.  EBIX Australia  Complete 

(Mar ’13)
EBIX New  EBIX Exchange  EBIX Australia 
Systems (Singapore)  India, Pvt. Ltd. Systems, (NZ)  Pty, Ltd. (VIC) Broking Systems  Zealand3 Australia Pty., Ltd. (VIC) Pty., Ltd.

PTE, Ltd. Ltd. Australia PTY, Ltd.

EBIX Latin America  EBIX India Private  Premier EBIX  A.D.A.M.,  Inc.  Qatarlyst UK Agency 
LLC (guarantor) Ltd (98.46%) Exch. Pvt. Ltd. (guarantor) Solutions.com LLC

MCN Tech &  USIX Technology,  EBIX Software 

Consulting, Ltda. S.A. Brazil India SEZ, Pvt.4

* Confirmnet Corporation and EBIX HCS Acquisition Sub, LLC are listed as subsidiaries of EBIX Singapore PTE Ltd in the 2011 Singapore financials (dated July 2013) but are not included in subsequent 10‐K lists of subsidiaries or on list of loan guarantors

1. A subsidiary that was listed as a guarantor under the 4/26/12 credit agreement, but was no longer included on the list of subsidiaries published in March 2013 with the 2012 10‐K
2. Financials for EBIX New Zealand Holdings are available at the link below. Auditor is small firm based  in Auckland http://geoffbowkertax.co.nz/index.php?page=aboutus
3. Detail on EBIX New Zealand available at: https://www.business.govt.nz/@@fb‐searchlite/companydetails/518564
4. Merged into EBIX India Private on 12/22/11 per “Scheme of Arrangement”, but still appears in Exhibit 21.1 (“List of Subsidiaries”) in 2013 10‐K

(Note: larger image included in Exhibit 1)

Despite numerous inquiries, a dead end in this maze has been the 2011 audited financials (“Singapore Financials”) of
EBIX Singapore Pte Ltd (“EBIX Singapore”) prepared by BDO. There are two critical disclosures in the Singapore
Financials that have remained unresolved for investors: (1) the “disposal” of EBIX Software Asia SEZ Pvt Ltd
(“SEZ”) to EBIX Software India Private Limited (“India Private”) at a significant gain; and (2) the 9% loan to EBIX
Singapore from a “related company.”

IIA. The Disposal of SEZ

In 2011, EBIX collapsed two Indian subsidiaries together. The transactions (the “SEZ transactions”) had three
steps, but the net results were as follows (see Exhibit 2A and 2B):

 Approximately US$53.4M of cash was moved from India to Singapore and, through the acquisition of
assets, ultimately repatriated to the United States; and
 A gain of approximately US$51.5M was realized by EBIX Singapore.

The SEZ transactions raise many questions:

 Why did the SEZ transactions involve three different stock transactions at three different prices? The
SEZ transactions occurred in three stages in which shares of SEZ were “disposed of” at three different prices.
On May 27, 2011, India Private bought 83.2% of SEZ from EBIX Singapore at a price of INR 585 per share.
Five days later SEZ repurchased 16.5% of their own stock from EBIX Singapore at a price of INR 745 per
share. On September 17, 2011, India Private purchased a 0.3% minority stake in SEZ at a price of just INR
10 per share. The fact that EBIX Singapore’s disclosure about the SEZ transactions is vague heightens our
interest in finding the answers.
 How were the transaction prices determined? The amount of gain or loss realized on a sale is dependent
on the transaction prices. Each sale of stock occurred at different prices. The price of the share repurchase
by SEZ was determined by an accounting firm in New Delhi, M/S TR Chada & Co, but their valuation was
27.4% higher than the price paid by India Private just 5 days earlier.
 Why did EBIX Singapore realize a gain of US$51.5M on the SEZ transactions in the first place? At
the beginning of 2011 EBIX Singapore owned 99.7% of SEZ directly. At the end of 2011 EBIX Singapore

2
 owned 98.5% of India Private into which SEZ was merged on December 22, 2011. Thus, it appears to us
that the economic ownership did not change as a result of the SEZ transactions, but EBIX Singapore realized
a significant gain. We are unsure what to make of this.
 Did the gain on the sale of SEZ net-out of EBIX’s consolidated financial statements? In their 2011 10-
K, EBIX reported profit before tax from Singapore of US$18M. The Singapore Financials report profit
before tax of approximately US$68.0M, including the US$51.5M gain from the SEZ transactions. Ignoring
that gain, the profit before tax was $16.5M. We will not quibble about a US$1.5M difference. However, we
are curious about two line items on EBIX Singapore’s income statement that would seem to net-out in
consolidation. These items are “reimbursement of development costs” from related parties and the holding
company. The total of these items in 2011 was US$55M. We do not expect to be able to replicate the
complicated process of consolidation, but we are curious how one can get to US$18M of disclosed profit
before tax in the 2011 10-K? Given the information that we have, we question whether (i) the gain on the
SEZ transaction was incorrectly included in the consolidated financials or (ii) the “reimbursement of
development costs” was incorrectly accounted for as net revenue for EBIX in the consolidated financial
statements for EBIX. We suspect that there is an explanation because a material restatement of EBIX’s
income for 2011 has not occurred, but we are unable to determine what the explanation might be.
 Is it common for international corporations to move cash using multiple stock transactions between
foreign subsidiaries in different countries? We are not international tax experts. One can review the
Singapore Financials and see that the cash in Singapore was used to purchase assets from EBIX’s entities in
the United States. The SEZ transactions resulted in cash moving from India to Singapore.x We are curious
if that cash ended-up in the United States. If the objective was simply to repatriate cash, the steps taken and
various transaction prices appear overly complex.
 Why were the SEZ transactions, which were material for EBIX Singapore, not clearly disclosed? EBIX
Singapore and their auditor, BDO, chose to aggregate the transactions as one “disposal” even though there
were three parts at three prices, including the repurchase by the entity that was “disposed.” They chose to
provide terse disclosures although the gain on the “disposal” of SEZ was 77% of EBIX Singapore’s net
income. We are not familiar with the reporting standards in Singapore, but, as investors, our skepticism
about every disclosure in the Singapore Financials is heightened. What else might have BDO allowed to be
disclosed insufficiently?
 Why does SEZ still appear as a subsidiary of EBIX in the company’s 10-K filings even though it ceased
to exist in 2011? It is important to highlight that SEZ was merged into India Private on December 22, 2011.
Therefore, SEZ no longer existed after that date. Yet SEZ has lived on in EBIX’s 10-K filings for 2011,
2012 and 2013. SEZ has been included in the Exhibit 21.1, which is the list of subsidiaries, for each of those
years in spite of the fact that it no longer existed. CBH states in their audit report (emphasis added):

We have audited the accompanying consolidated balance sheets of Ebix, Inc. and subsidiaries (the Company)
as of December 31, 2013 and 2012, and the related consolidated statements of income, comprehensive
income, stockholders’ equity, and cash flows for each of the three years in the period ended December 31,
2013.

We agree that CBH should audit “EBIX and its subsidiaries,” but how can they include a subsidiary that no
longer exists? One could give EBIX and CBH the benefit of the doubt that Exhibit 21.1 was not properly
updated; however, it was not a static list in these three years. To some extent, the list was updated and
amended each year. How has SEZ lived-on three years after its corporate death? This question raises our
concern about the integrity of the EBIX financials and CBH’s consolidation process.

We do not have the answers to these questions, but each one builds on the other to leave us curious and confused about
these transactions between EBIX Singapore, SEZ and India Private in 2011 and how they have been an accounted for
on EBIX’s income statement and statement of shareholder’s equity.

IIB. SEZ as a Template

On May 16, 2014, India Private filed its 2013 financial statements on the Ministry of Corporate Affairs website. It is
notable that in both years India Private repurchased stock from EBIX Singapore.xi We know from India Private’s cash
flow statement that India Private paid US$32.2M and US$14.4M in 2012 and 2013, respectively, to repurchase stock
from EBIX Singapore. If the SEZ transactions were a template, then we expect that EBIX Singapore will report a
gain on these stock repurchases by India Private of US$32.2M and US$14.4M in 2012 and 2013, respectively. Our

3
same questions regarding the consolidation process for preparing EBIX’s consolidated financial statements may apply.
These gains are material for EBIX generally and EBIX Singapore specifically given that EBIX reported profit before
tax from Singapore was US$25.2M and US$17.5M in 2012 and 2013, respectively. We await the 2012 Singapore
financials becoming available next month.

IIC. The 9% Related Company Loan

The 2011 Singapore Financials contain a short disclosure about a loan to EBIX Singapore from a related company:

The existence of this loan was highlighted for investors in a research report by Gotham City Research published on
2/21/13. At this point in time, the latest Singapore financials that had been filed were from 2010. The balance of the
loan was S$81.5M as of the 2010 filings, though we subsequently learned it was S$109M (approximately US$87M)
as of December 31, 2011, the latest available Singapore financials (Exhibit 4). It is clearly a material liability on
Singapore’s consolidated balance sheet with S$100M of equity and S$279M of assets. A reasonable investor in EBIX
should want to know the identity of the “related company” of such a material liability at a subsidiary.

Five days after the Gotham report was published, CEO Robin Raina participated in a conference call hosted by Craig-
Hallum to address the allegations in the Gotham City report, including questions raised about this loan. To summarize,
Robin stated that this loan payable was an intercompany loan made from the U.S. to an Australian subsidiary to fund
two acquisitions in Australia. The loan was subsequently moved to EBIX Singapore in 2009 when EBIX made
Singapore its new headquarters for global intellectual property rights. EBIX Singapore acquired the loan liability and
associated assets (intellectual property rights) from EBIX Australia.xii

On July 13, 2013, CEO Robin Raina signed and EBIX finally filed its 2011 Singapore Financials. (How EBIX could
file consolidated financials with the SEC for 2011-1H13 without EBIX management and BDO having signed off on
2011 financials for its key Singapore subsidiary is a separate, but important, question). The 2011 Singapore Financials
again failed to specify the specific lending entity (Exhibit 4). The filings did note that the loan was due to a “related
company” and to note that interest expense was paid to “related companies.” The lack of specific disclosure concerning
the lender is particularly troubling to us because these financials were not filed until five months after the concerns
raised in the Gotham City report were made widely public and one month after Ebix disclosed a U.S. Justice
Department investigation. Thus, rather than seize on a perfect opportunity to provide clarity on the related party loan,
including identifying the lending entity in the transaction, BDO and EBIX published this still incomplete disclosure.
This lack of clarity caused us to focus energy on learning more about entities that could quality as a “related company.”

What we do know is that the Singapore financials are prepared according to IFRS and that the definition of a “related
company” is broad under IFRS. We have considered each part of the definition. The loan does not appear in EBIX’s
consolidated financials. By not disclosing the loan as a third party obligation in the consolidated financials, EBIX is
implicitly disclosing that the lender is another EBIX subsidiary. We are troubled with that implicit conclusion
because:

 We have not been able to find the loan on the balance sheet of any other subsidiary.
 Our investigation in India (discussed in Section III below) has potentially revealed a number of concerning
types of financial transactions with entities that, while not part of EBIX, could fit the definition of related
company under IFRS. It is this last point that will be the focus of the remainder of the memo.

The IFRS definition of “related company” does appear to contain a few “escape” clauses given the complexity of
EBIX’s corporate structure. For example:

 The lender could be a JV in which an EBIX subsidiary is invested, but the JV is not consolidated.

4
  The lender could be a JV in which an associate (e.g. customer or supplier) has an interest.
 The lender could be a person with control or significant influence over the company or is a key manager.

Due to the relatively wide berth given by the IFRS definition of a “related company” and our broader interest to better
understand the nature of EBIX’s Indian subsidiaries, in the spring of 2014 we engaged an independent consulting firm
in India to investigate the Indian subsidiaries and understand the nature of their business activities.

III. Allegations of Criminal Activity

It is during this Spring 2014 investigation that a number of alarming allegations surfaced. Our consultant team in India
undertook a comprehensive search of available data. They also interviewed relevant sources including government
and regulatory authorities, current and former business associates of CEO Robin Raina and/or EBIX, and other
industry representatives that might be knowledgeable about CEO Raina, his reputation and business activities. For
the purposes of brevity, we will focus on the most concerning allegations made, all single-sourced by our consultant
team and not further verified or corroborated by us.

A former business associate of CEO Robin Raina who has known Robin since 1990 gave the following information:
 Early in his career Robin was mentored at Pertech Computers Ltd. by Bikram Dasgupta, an individual
bankrolled by Ajay Keyan and a one-time fugitive Ravindra Chamaria
 This former business associate stated that through Dasgupta, Raina “mastered the art of cooking the books”
 One example cited by this former business associate was that while Raina led the sales for a corporate
accounts group, he was known to book sales almost hours before quarter end, collect his commission and
then have the client cancel the order. This former business associate further stated that Dasgupta was
complicit in these practices as it allowed Dasgupta to also channel money out of the company.

A current employee characterized as a middle management employee in the Finance Department of EBIX gave the
following information:
 The Employee alleged that Robin, along with assistance from Pavan Bhalla and Rolf Herter, who are both
directors of EBIX, had laundered $100M via investment management firms.
 The Employee further claimed that in order to get a share of EBIX's profits in India, Robin had the assistance
of Vikas "Vik" Verma, the owner of Alpha Insulation and Waterproofing (“Alpha”), an Atlanta-based
building products company with ties to India via Mr. Verma.
 The Employee alleges that Vik Verma, Robin Raina and Satya Kotru, who is head of HR for EBIX India and
Robin Raina’s brother-in-law, invested in Alpha. Alpha became the ultimate beneficiary of ~$100m that had
been routed to EBIX Singapore.
 "Black money" was routed through the Indian subsidiaries back to Alpha.

A current employee characterized as a Finance Manager at EBIX Private gave the following information that further
indicates an unusual flow of funds.
 Kshitij Consultancy Services and its owner Vikram Murakha helped to route ~$34m out of EBIX in India.
The process converted "black money into white.” EBIX got the proper paperwork prepared by Baweja and
Kaul, their Indian accounting firm.
 ~$34m was invested in MAS Services Ltd, whose brand name company is Mangalam Cement.
 Robin Raina withdrew the money through the group of Mangalam.

These are undoubtedly grave accusations, though we reiterate that we have been unable to verify these claims. We are
continuing to attempt to independently verify these allegations and better understand the nature of these individuals
and entities and any potential linkages to EBIX and/or CEO Robin Raina, but our capabilities have obvious limitations.
However, having now received serious accusations by two different company insiders of misappropriation of
Company funds in two distinct ways, we believed that we had an obligation to share these accusations as soon as
practical. We would welcome an opportunity for further inquiry and assistance in this matter.

5
Exhibit 1: EBIX Corporate Structure

EBIX Corporate Structure ‐ 2004
Subsidiaries EBIX, Inc. (Parent Co)
Domestic 

Delphi Information Systems 
International, Inc.

EBIX, Inc. (Parent Co)
International 
Subsidiaries

Delphi Information  EBIX Software  Delphi Info.  EBIX Australia  Complete 

Systems (Singapore)  India, Pvt. Ltd. Systems, (NZ)  Pty, Ltd. (VIC) Broking Systems 
PTE, Ltd. Ltd. Australia PTY, Ltd.

EBIX Corporate Structure ‐ 2013
EBIX, Inc. (Parent Co)
Dom Subs.
(Mar ’13)

EBIX Intl.  LLC  Facts Services, Inc.  EBIX.com Intl., Inc.  Peak Perf.  E‐Z Data Acq. Sub.  Benefit Software  EBIX BPO Div. – SD  PlanetSoft Hold. – Jenquest (non‐
(guarantor) (guarantor) (guarantor) Solutions (guar.) LLC (guarantor) Inc. (guarantor) (non‐guarantor) (guarantor) guarantor)

EBIX, Inc. (Parent Co)

EBIX Asia  EIH Holdings   EIH Sweden  9260‐9288  TriSystems, Ltd. 

Holdings, Inc. (liquidated in ‘13) Holdings AB Quebec, Inc. Can. England & Wales

EBIX Singapore  EIH Holdings KB EBIX New Zealand  EBIX Australia 

PTE LTD Holdings2 (VIC) Pty. Ltd)
International  Subsidiaries
(Mar ’13)

EBIX New  EBIX Exchange  EBIX Australia 

Zealand3 Australia Pty., Ltd. (VIC) Pty., Ltd.

EBIX Latin America  EBIX India Private  Premier EBIX  A.D.A.M.,  Inc.  Qatarlyst UK Agency 

LLC (guarantor) Ltd (98.46%) Exch. Pvt. Ltd. (guarantor) Solutions.com LLC

MCN Tech &  USIX Technology,  EBIX Software 

Consulting, Ltda. S.A. Brazil India SEZ, Pvt.4

* Confirmnet Corporation and EBIX HCS Acquisition Sub, LLC are listed as subsidiaries of EBIX Singapore PTE Ltd in the 2011 Singapore financials (dated July 2013) but are not included in subsequent 10‐K lists of subsidiaries or on list of loan guarantors

1. A subsidiary that was listed as a guarantor under the 4/26/12 credit agreement, but was no longer included on the list of subsidiaries published in March 2013 with the 2012 10‐K
2. Financials for EBIX New Zealand Holdings are available at the link below. Auditor is small firm based  in Auckland http://geoffbowkertax.co.nz/index.php?page=aboutus
3. Detail on EBIX New Zealand available at: https://www.business.govt.nz/@@fb‐searchlite/companydetails/518564
4. Merged into EBIX India Private on 12/22/11 per “Scheme of Arrangement”, but still appears in Exhibit 21.1 (“List of Subsidiaries”) in 2013 10‐K

6
Exhibit 2A: Illustrative SEZ transaction

EBIX Singapore Structure – 4/20/11
EBIX Singapore
Minority  Minority 
Shareholders1 Shareholders2

1.5% 98.5% 99.7% 0.3%

EBIX India Private EBIX SEZ

1. Minority shareholders in EBIX India Private include Jyoti Kachroo and S.N. Kachroo

2. Minority shareholders EBIX SEZ include Robin Raina and Satya Bushan Kotru

EBIX Singapore Structure – 5/27/11
EBIX Singapore
Minority  Minority 
Shareholders1 1 Shareholders2

2
1.5% 98.5% 16.5% 0.3%
EBIX India Private EBIX SEZ

1 83.2%

1 EBIX India Private acquires 83.2% of EBIX SEZ 2 from EBIX Singapore for SGD52.7MM

1. Minority shareholders in EBIX India Private include Jyoti Kachroo and S.N. Kachroo

2. Minority shareholders EBIX SEZ include Robin Raina and Satya Bushan Kotru

7
 EBIX Singapore Structure – 6/1/11 & 9/17/11

EBIX Singapore
Minority  Minority 
Shareholders1 2 Shareholders2

1
1.5% 98.5%
EBIX India Private EBIX SEZ
16.5% in 
33 83.5% 1 treasury 
stock
1 On 6/1/11, EBIX SEZ repurchases EBIX Singapore’s remaining 16.5% stake for    2 SGD13.3MM and

3 on 9/17/11, EBIX India Private repurchases minority shareholders’ 0.3% stake in EBIX SEZ

1. Minority shareholders in EBIX India Private include Jyoti Kachroo and S.N. Kachroo

2. Minority shareholders EBIX SEZ include Robin Raina and Satya Bushan Kotru

EBIX Singapore Structure – 12/26/11
Net proceeds to EBIX 
Minority  EBIX Singapore Singapore of 
Shareholders1 SGD66.0MM
1.5% 98.5%
EBIX India Private

EBIX SEZ merged into 
EBIX India Private 
under “scheme of 
arrangement”

1. Minority shareholders in EBIX India Private include Jyoti Kachroo and S.N. Kachroo

8
Exhibit 2B: SEZ transaction primary source documents
From 2011 Singapore Financials

From 2011 Financials for EBIX Software India Private Limited

Indian Auditor valuation certificate in support of SEZ’s share repurchase

9
Deposit receipt confirming SEZ share repurchase

10
Letter of Offer for SEZ share repurchase

11
12
13
14
Exhibit 3: SEZ transaction supporting calculations
4/20/2011 5/27/2011 6/1/2011 9/17/2011 12/31/2011 Total

Shares Shares Shares Shares Shares

EBIX Singapore Pte. Ltd.       3,935,854                  649,550                          ‐                  ‐                  ‐
EBIX Software India Private Ltd.               3,286,304               3,286,304      3,296,304      3,296,304
EBIX Software Asia SEZ Ltd. (treasury stock)                  649,550         649,550                  ‐
Robin Raina               9,900                      9,900                      9,900                  ‐                  ‐
Satya Bushan Kotru                  100                         100                         100                  ‐                  ‐
      3,945,854               3,945,854               3,945,854      3,945,854      3,296,304

%  %  %  %  % 
EBIX Singapore Pte. Ltd. 99.75% 16.46% 0.00% 0.00% 0.00%
EBIX Software India Private Ltd. 0.00% 83.28% 83.28% 83.54% 100.00%
EBIX Software Asia SEZ Ltd. (treasury stock) 0.00% 0.00% 16.46% 16.46% 0.00%
Robin Raina 0.25% 0.25% 0.25% 0.00% 0.00%
Satya Bushan Kotru 0.00% 0.00% 0.00% 0.00% 0.00%
100.00% 100.00% 100.00% 100.00% 100.00%

Price per share 585 745 10

INR Proceeds to EBIX Singapore INR 1,922,487,840 INR 483,917,799 INR 2,406,405,639
INR Proceeds to EBIX Singapore (double check) INR 1,922,487,840 INR 483,914,750
Difference                          ‐                      3,049                  ‐

INR‐SGD                  36.5359                  36.3316

SGD proceeds to EBIX Singapore (calculated) SGD 52,619,146 SGD 13,319,474 SGD 65,938,619

SG proceeds to EBIX Singapore (per Singapore 2011 Financials) SGD 66,026,971
SGD difference SGD 88,352
US$ Difference (assumed due to translation) $70,276

Exhibit 4: EBIX Singapore 2011 Financials, pg 36

15
Exhibit 5: 2013 India Private Cash Flow Statement
No other financial statements are included with the 2013 annual report for India Private.

16
2012 and 2013 India Private Share Repurchase calculation details

From 2013 Annual Return for EBIX Software India Private Ltd
2012 2013 Cumulative
Buyback of share capital INR 5,714,800 INR 615,000
Premium paid on buyback of shares INR 1,713,868,520 INR 841,258,500
Total cash to Singapore INR 1,719,583,320 INR 841,873,500
S$ cash transaction SGD 40,183,189 SGD 17,990,826
US$ cash transaction $32,159,415 $14,378,857 $46,538,272

Premium paid on buyback of shares INR 1,713,868,520 INR 841,258,500

Implied SGD gain for EBIX Singapore SGD 40,049,646 SGD 17,977,683
USD gain $32,052,538 $14,368,353 $46,420,891

Singapore PBT (10‐K segment disclosure) $25,188,000 $17,523,000 $42,711,000

PBT excluding the gain on share repurchase by India Private ($6,864,538) $3,154,647 ($3,709,891)

Currency
INR‐SGD average 42.7936 46.7946
SGD‐USD average 1.2495 1.2512

                                                            
i
http://www.bloomberg.com/news/2013-08-06/ebix-said-to-be-reviewed-by-u-s-for-money-laundering.html
ii
In a May 10 filing with the SEC, Goldman Sachs partner Sumit Rajpal wrote: “For the sake of clarity, it is agreed
by Goldman Sachs, “that all documentation and information related to the potential beneficiaries of the Rollover
Investor is deemed to be documentation and information that is not available.”
iii
http://www.theguernseydirectory.com/Search/Search/WhoWhat/ROTH/fltr-white/page2
iv
Legal document from the Court of law in State of Goias re a visa application establishing Walter Schroth in Brazil
(which also defines him as an Austrian entrepreneur from the small island of Sark):
http://inteiroteor.tjgo.jus.br/docs/servicos/diariodajustica/2014/abr/DJE_1519_III_04042014.pdf; an internet search
then of “Walter Schroth” and “Goias, Brazil” yields links to a business called Solucoes Silvestres Servicos
Agricolas: http://www.made-in-china.com/traderoom/drygrow; from here, one can find documents that detail loans
made to SSSA from the Rennes Foundation and Nesbit United SA, the Panamanian entity that was also cited in the
Bloomberg report as being linked to Rolf Herter and the other Rennes directors.
http://www.bcb.gov.br/rex/registrosCE/2010/rce082010.pdf
http://www.bcb.gov.br/rex/registrosCE/2009/rce012009.pdf. As further confirmation, Walter Schroth’s Brazilian
credit report lists his address as the same as that of SSSA and the Brazilian credit report for SSSA lists Walter
Schroth as the company’s representative.
v
A YouTube video promoting Caminho Encantado, a wellness inn that shares an address as SSSA, features a male
and female couple, Silvete and Walter Schroth, identified as property owners at 1:47.
http://www.youtube.com/watch?v=qRQtzR6A5WU
vi
For the sake of brevity, the questionable relationship between BRiT and EBIX has been excluded from this
document. Additional detail can be provided in a follow-on memo or conversation.
vii
According to Exhibit 21.1 of the 2013 10-K there are 29 subsidiaries; however, we know that EBIX Software
Asia SEZ Pvt Ltd was merged into EBIX Software India Private Limited through a Scheme of Arrangement dated
December 22, 2011.
viii
In 2013, U.S. revenue of $139M and long-lived assets of $309M represent 68% and 69% of total revenue/assets.
ix
In addition to well-documented auditor changes (including auditor resignations) over the years, we would cite the
departure of Matthew May (Cherry Bekaert’s Atlanta-based head of tech and life sciences practice) from the firm in
the spring of 2013, during Goldman’s due diligence period and shortly before the termination of the Goldman Sachs
buyout proposal. We find the timing extraordinarily suspect given EBIX was and remains Cherry Bekaert’s largest
publicly client by market capitalization.
x
Per Note 5 of the Letter of Offer from SEZ for the repurchase of stock from EBIX Singapore by SEZ we know that
SEZ had “surplus amount in the Bank account which will be utilized for the purpose of buy-back of shares.” We
17
                                                                                                                                                                                                
also know from Note 6(g) of the Singapore Financials that EBIX Singapore “disposed of 100%” of SEZ and
received “cash consideration.”

Therefore, we are confident that cash changed hands on the share buyback. The Singapore Financials also show
cash inflow for
xi
See Exhibit 4 for the EBIX Software India Pvt Ltd 2013 financials.
xii
We believe we have accurately reflected CEO Robin Raina’s explanation from this conference call. We do not
believe that there is a publicly available transcript from this conference call.

18