Para 18 - Pricing and Lock-in - SEBI (Employee Stock Option Scheme and Employee Stock Purchase Scheme) Guidelines, 1999

17. Pricing and Lock-in: 18.1 The company shall have the freedom to determine price of shares to be issued under an ESPS, provided they conform to the provisions of clause 19.2. 18.2 Shares issued under an ESPS shall be locked in for a minimum period of one year from the date of allotment. [1] [Provided that in a case where shares are allotted by a company under a ESPS in lieu of shares acquired by the same person under an ESPS in another company which has merged or amalgamated with the first mentioned company, the lock in period already undergone in respect of shares of the transferor company shall be adjusted against the lock-in required under this clause.] 18.3 If the ESPS is part of a public issue and the shares are issued to employees at the same price as in the public issue, the shares issued to employee pursuant to ESPS shall not be subject to any lock-in. ******* [1] Inserted vide circular no. SEBI/CFD/DIL/ESOP/3/2004/22/7 dated July 22, 2004, for all mergers or amalgamations whose effective date is on or after July 22, 2004.