SCHEDULE 01 (Annex D) - Deleted - Foreign Exchange Management (Transfer or Issue Of Security By A Person Resident Outside India) Regulations, 2000

1 [ xxxxxxxxxx] ------------------------------- Notes:- 1. Deleted vide Notification No. FEMA.266/2013-RB Dated March 05, 2013, earlier Inserted vide Notification No. FEMA. 242/2012-RB Dated 19-10-2012, w.e.f.15th day of March 2011, before deletion it was read as, ANNEX D FC-GPR (To be filed by the company through its Authorised Dealer Category -1 bank with the Regional Office of the RBI under whose jurisdiction the Registered office of the company making the declaration is situated as and when shares/convertible debentures/others are issued to the foreign investor, along with the documents mentioned in item No. 4 of the undertaking enclosed to this form) Permanent Account Number (PAN) of the investee company given by the Income-tax Department Date of issue of shares/ convertible debentures/others No. Particulars (In Block Letters) 1. Name Address of the Registered Office State Registration No. given by Registrar of Companies Whether existing company or new company (strike off whichever is not applicable) Existing company/New company If existing company, give registration number allotted by RBI for FDI, if any Telephone Fax e-mail 2. Description of the main business activity NIC Code Location of the project and NIC code for the district where the project is located Percentage of FDI allowed as per FDI policy State whether FDI is allowed under Automatic Route or Approval Route (strike out whichever is not applicable) Automatic Route/Approval Route 3 Details of the foreign investor/collaborator Name Address Country Constitution/Nature of the investing Entity [Specify whether 1. Individual 2. Company 3. FN 4. FVCI 5. Foreign Trust 6. Private Equity Fund 7. Pension/Provident Fund 8. Sovereign Wealth Fund (SWF) 9. Partnership/Proprietorship Firm 10. Financial Institution 11. NRIs/PIO 12. Others (please specify)] Date of incorporation 4 Particulars of Shares/Convertible Debentures/others Issued (a) Nature and date of issue Nature of issue Date of issue Number of shares/convertible debentures/others 01 IPO/FPO 02 Preferential allotment/private placement 03 Rights 04 Bonus 05 Conversion of ECB 06 Conversion of royalty (including lump sum payments) 07 Conversion against import of capital goods by units in SEZ 08 ESOPs 09 Share Swap 10 Others (please specify) Total (b) Type of security issued No. Nature of security Number Maturity Face value Premium Issue Price per share Amount of inflow* 01 Equity 02 Compulsorily Convertible Debentures 03 Compulsorily Convertible Preference shares 04 Others (please specify) Total (i) In case the issue price is greater than the face value please give breakup of the premium received. (ii) *In case the issue is against conversion of ECB or royalty or against import of capital goods units in SEZ, a Chartered Accountant's Certificate certifying the amount outstanding on the date of conversion (c) Break up of premium Amount Control Premium Non-competition fee Others Total please specify the nature (d) Total inflow (in Rupees) on account of issue of shares/convertible debentures/others to non-residents (including premium, if any) vide (i) Remittance through AD: (ii) Debit to NRE/FCNR/Escrow A/c with Bank _________ (iii) Others (please specify) http://www.taxmanagementindia.com/visitor/detail_act.asp?ID=2074 Date of reporting of (i) and (ii) above to RBI under Para 9(1) A of Schedule I to Notification No. FEMA 20 /2000-RB dated May 3, 2000 , as amended from time to time. (e) Disclosure of fair value of shares issued** We are a listed company and the market value of a share as on date of the issue is* We are an unlisted company and the fair value of a share is* **Before issue of shares *(Please indicate as applicable) 5. Post issue pattern of shareholding Equity Compulsorily convertible Preference Shares/Debentures/others Investor category No. of shares Amount (Face Value) Rs. % No. of shares Amount (Face Value) Rs. % (a) Non-Resident 01 Individuals 02 Companies 03 Flls 04 FVCIs 05 Foreign Trusts 06 Private Equity Funds 07 Pension/Provident Funds 08 Sovereign Wealth Funds 09 Partnership/Proprietorship Firms 10 Financial Institutions 11 NRIs/PIO 12 Others (please specify) Sub-total (b) Resident Total DECLARATION TO BE FILED BY THE AUTHORISED REPRESENTATIVE OF THE INDIAN COMPANY: (Delete whichever is not applicable and authenticate) We hereby declare that: 1. We comply with the procedure for issue of shares/convertible debentures as laid down under the FDI scheme as indicated in Notification No. FEMA 20/2000-RB dated 3rd May 2000, as amended from time to time. 2. The investment is within the sectoral cap/statutory ceiling permissible under the Automatic Route of RBI and we fulfill all the conditions laid down for investments under the Automatic Route namely (strike off whichever is not applicable). (a) Shares issued on rights basis to non-residents are in conformity with Regulation 6 of the RBI Notification No. FEMA 20/2000-RB dated 3 rd May 2000 , as amended from time to time. OR (b) Shares issued are bonus. OR (c) Shares have been issued under a scheme of merger and amalgamation of two or more Indian companies or reconstruction by way of demerger or otherwise of an Indian company, duly approved by a court in India. OR (d) Shares are issued under ESOP and the conditions regarding this issue have been satisfied 3. Shares have been issued in terms of SIA /FIPB approval No.__________________ Dated __________________ 4. The foreign investment received and reported now will be utilized in compliance with the provision of a Prevention of Money Laundering Act, 2002 (PMLA) and Unlawful Activities (Prevention) Act, 1967 (UAPA). We confirm that the investment complies with the provisions of all applicable Rules and Regulations 5. We enclose the following documents in compliance with Paragraph 9(1)(B) of Schedule 1 to Notification No. FEMA 20/2000-RB dated May 3, 2000 : (i) A certificate from our Company Secretary certifying that:- (a) all the requirements of the Companies Act, 1956 have been complied with; (b) terms and conditions of the Government approval, if any, have been complied with; (c) the company is eligible to issue shares under these Regulations; and (d) the company has all original certificates issued by authorised dealers in India evidencing receipt of amount of consideration in accordance with paragraph 8 of Schedule 1 to Notification No. FEMA 20/2000-RB, dated May 3, 2000. (ii) A certificate from SEBI registered Merchant Banker/Chartered Accountant indicating the manner of arriving at the price of the shares issued to the persons resident outside India. 6. Unique Identification Numbers given for all the remittances received as consideration for issue of shares/convertible debentures/others (details as above), by Reserve Bank. R R (Signature of the Applicant)* : ______________________ (Name in Block Letters) : _______________________ (Designation of the signatory) : ____________________ Place: Date: (* To be signed by Managing Director/Director/Secretary of the Company) CERTIFICATE TO BE FILED BY THE COMPANY SECRETARY OF THE INDIAN COMPANY ACCEPTING THE INVESTMENT: ( As per Para 9 (1)(B)(i) of Schedule 1 to Notification No. FEMA 20/2000-RB, dated May 3. 2000 ) In respect of the abovementioned details, we certify the following: 1. All the requirements of the Companies Act, 1956 have been complied with. 2. Terms and conditions of the Government approval, if any, have been complied with. 3. The company is eligible to issue shares/convertible debentures/others under these Regulations. 4. The company has all original certificate issued by AD Category-I banks in India, evidencing receipt of amount of consideration in accordance with paragraph 8 of Schedule 1 to Notification No. FEMA 20/2000-RB dated May 3, 2000. (Name Signature of the Company Secretary) (Seal) FOR USE OF THE RESERVE BANK ONLY: Registration Number for the FC-GPR: Unique Identification Number allotted to the Company at the time of reporting receipt of remittance R ]