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'ICSI House', 22 Institutional Area, Lodi Road, New Delhi-110003, India.

Phone-(011) 41504444, 24617321-24, Fax-(011)24626727, Email - info@icsi.edu

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Forthcoming Programmes • FIRST ICSI WEBINAR ON IFRS

SEBI Updates

• Interpretative circular under regulation 5 of the Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations 1997 - Applicability of provisions of regulation 11 (2) thereof, as amended on October 30, 2008

• “Application Supported by Blocked Amount” (ASBA) process

RBI Updates • Lending under Consortium Arrangements/Multiple Banking

Arrangements

Disclaimer: - CS Update contains government notifications, case laws and contributions received from the members. Due care and diligence is taken in compilation of the CS Update. The Institute does not own the responsibility for any loss or damage resulting from any action taken on the basis of the contents of the CS Update. Anyone wishing to act on the basis of the contents of the CS Update is advised to do so after seeking proper professional advice.

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• FIRST ICSI WEBINAR ON IFRS

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FIRST ICSI WEBINAR ON IFRS The use of International Financial Reporting Standards (IFRS) as a universal financial reporting language is gaining momentum across the globe. In line with Government of India’s expressed intent to facilitate the convergence of the Indian accounting standards with IFRS by April 1, 2011, the Institute in association with Reliance World is organizing webinar on IFRS: An Overview and Opportunities for members through out the country at 90 Reliance world outlets on August 22, 2009. Eminent speakers will lead the discussion. The announcement in this regard was already published in the August 2009 issue Chartered Secretary. Date & Day: : August 22, 2009 (Saturday) Timing : 3.00 pm to 6.00 pm Programme Credit Hours: Two Programme Credit Hours will awarded to the participants. Fee: The programme is free for ICSI Members. Registration Procedure: Each Reliance outlet can accommodate 15 persons at a time; therefore the registration is on First come First serve basis. You are requested to register by sending an e-mail to Mr. S.N. Mishra, Assistant Director at surya@icsi.edu mentioning the city and preferred Reliance World Outlet latest by 13th August 2009. The list of 90 Reliance World outlets which are available for the programme, is as under.

Sr.No.

City City Circle Webstore Name

Address

1

Agra Agra UP Kamla Nagar-Agra

B-53, Upper Ground Floor Maruti Builders , Central Bank Road, Kamlanagar, Agra-282005

2

Ahmedabad Ahmedabad GUJ C G Road - Ahmedabad

Grasim-Gwalior, Maradia Plaza, Ahmedabad

3

Ahmedabad GUJ Navrangpura-Ahmedabad

Gr Floor, Raja Complex Building, Vijay Cross Road, Navrangpura

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4

Ahmedabad GUJ Satellite Road-Ahmedabad

7-8 Silicon Valley, Shivrangini Cross Roads, Satellite Road

5

Allahabad Allahabad UP Civil Lines Allahabad

23,Mahatma Gandhi Marg, Near NPA Arcade, Allahabad

6

Amritsar Amritsar PUJ The Mall-Amritsar

Reliance Web World 35/13,LIC BUILDING,THE MALL, AMRITSAR

7

Asansol Asansol WB Asansol BURNPUR ROAD, OPPOSITE POLICE LINE, BELOW HOTEL ASANSOL INN

8

Aurangabad Aurangabad MAH Aurangabad City

Reliance Web World Shop No.6,7 &14, Chandrakala Arcade, Nirala Bazar, Aurangabad 431001 Reliance Web World chandrakala Arcade, Nirala Bazar, Aurangabad 431001 (0240-3042992/3/1

9

Bangalore Bangalore KAR Brigade Road No 158, Mota Royal Arcade, Brigade Road

10

Bangalore KAR Jayanagar Narendra Plaza, 452/3-16, 27th cross,4th block, Jayanagar,

11

Bangalore KAR Koramangala The Forum, No23 & 24, On Housur Road

12

Banglore Kar Airport Road Reliance World, No:16,17&18 , Ground Floor Carlton Towers, No:1, Airport Rd

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13

Bareilly Bareilly UP Civil Lines-Bareilly

87, Lata Arcade,Ayub Khan Crossing,Civil Lines, Bareilly

14

Bhopal Bhopal MP Bhopal Bittan Market

E-5/7, Bittan Market, Arera Colony, Opp. Habibganj Police Station, Bhopal - Madhya Pradesh

15

Bhubaneswar Bhubaneswar MP Fortune Tower

Fortune Towers, Fortune Towers Square, Chandrasekharpur, Bhubaneshwar

16

Calicut Calicut KER Nadakavu - Calicut

Building No: 622A, East Nadakkavu Near Manorama Junction, Wayanad Road, Calicut

17

Chandigarh Chandigarh PUJ Sector 35 C-Chandigarh

SCO 449-450 Sector 35-C Chandigarh

NA

18

Chennai Chennai TN Adyar No.105, 1 Main Road, Gandhi Nagar,Near Malar Hospital, Adyar, Chennai-20.

19

Chennai TN Kilpauk no:27,balfour road,kilpauk,chennai-10

20

Chennai TN Parry No:71/94,Armenian street (opp.Sical Building),Parrys

21

Chennai TN Spencerplaza No.G 174 A, Phase III, Spencer Plaza, Mount Road, Chennai - 600 002.

NA

22

Chennai TN Tnagar 'Gold Crest',No.54 & 55 , North Usman Road,Near

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Panagal Park,T.Nagar,

23

Coimbatore Coimbatore TN Gandhipuram 526,527,Dr.Rajendra Prasad Road, Gandhipuram,Coimbatore.

24

Cuttack Cuttack MP Buxibazar Cuttack

Swastik Center, Mission Road, Buxi Bazar, Cuttack

25

Dehradun Dehradun UP Rajpur Road-Dehradun

56,Rajpur Road City Centre Dehradun

26

Durgapur Durgapur WB Durgapur A-101, KALPATARU, CITY CENTER,

27

Faridabad Faridabad DEL Sector 15-Faridabad

S.C.F - 51 , Sector-15 MARKET, FARIDABAD

28

Ghaziabad Ghaziabad DEL Rajnagar-Ghaziabad

C-6,AMIT COMPLEX RDC,RAJ NAGAR

29

Goa Goa MAH Miramar Pinto Complex,Opp Football Ground Near Kala Academy,Miramar Road,Campal,Panjim ,Goa

30

Gorakhpur Gorakhpur UP Civil Lines Gorakhpur

Reliance Webworld Opposite Hotel President 13 A Mangalam Towers Civil lines Golghar Gorakhpur

31

Gurgaon Gurgaon DEL Gurgaon Sec-14

SCO-23, Sector - 14 old delhi gurgaon road, near Nirulas

32 Howrah Howrah WB Howrah 23,Maulana Abul

Kalam Azad Road

33

Hubli Hubli KAR Hubli Niel Plaza, Club Road, Near Port Circle

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34

Hyderabad Hyderabad AP Abids-Hyderabad

MPM MALL, 1ST FLOOR OPP GPO, ABIDS,

35

Hyderabad AP Begumpet Ground Floor,Visaka Towers, Next to Pizza Corner, SP Road,Begumpet

36

Hyderabad AP Himayatnagar Reliance Webworld, Shop No.1 & 6, Sai Dutta Arcade, Beside Maruthi Showroom Himayatnagar, Hyderabad-500 029

37

Hyderabad AP Jade Arcade - SD Road

Reliance Webworld,Jade Arcade, Opp:Paradise Hotel,Secunderabad-500003

38

Hyderabad AP Kukatpally Reliance Webworld, Sai Vikram Towers, Near chaitnya college, kukatpally-500072

NA

39

Indore Indore MP MG Road-Indore

UG 1&2, Classic Center, 575, M.G.Road, Near Globus, INDORE - Madhya Pradesh

40

Jabalpur Jabalpur MP Shastri Bridge-Jabalpur

Napier Town, Near Shastri Bridge, Model Road, Jabalpur - Madhya Pradesh

41 Jaipur Jaipur RAJ M I Road Om Towers WW

M.I Road Jaipur

42

Jallandhar Jallandhar PUJ GT Road-Jallandhar

Ground Floor, Grand Mall Building Near Radisson Hotel B M C Jalandhar

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43

Jamshedpur

Jamshedpur WB Jamshedpur-Reliance Webworld

Shop No3 ,Bistupur Main Road,Beside Chhappan Bhog Opposite Nataraj Hotel

44 Jodhpur Jodhpur RAJ Nai Sarak-

Jodhpur 26, NAI SARAK NA

45

Kalyan Kalyan MUM Ashish Bungalow-Kalyan

"Reliance Web World Ashish Bunglow, Plot no. 3110, Murbad Road, Kalyan (West)"

46

Kanpur Kanpur UP Mall Road 14/125, Parade, The Mall, Opp. PPN Market.

47 Kochin Kochin KER Alwaye Regency, Palace

Road Aluva NA

48

Kolhapur Kolhapur MAH Kolhapur Sagar Matha ,1780/1B,E Ward Rajarampuri,2nd lane Kolhapur Sagar Matha ,1780/1B,E Ward Rajarampuri,2nd lane Kolhapur

49

Kolkata Kolkata WB Camac Street Azimganj House, 7 Camac Street, Kolkata

50

Kolkata WB SA Ali Avenue Shivam Chamber, 53,Sayed Amir Ali Avenue,(opp Ice Skating Rink)--

51

Kolkata WB Sarat Bose Road-Kolkata

19C Sarat Bose Road (Opp Nepal Sweets)

52 Kolkata WB Tollygunj-

Kolkata 32,DPS Road Merlin Building

53

Kottayam Kottayam KER Kottayam Thyparambil Building K.K Road Kanjikuzhy, Kottayam

54

Lucknow Lucknow UP Gomti nagar 4/293,Vivek Khand,Opp Sahara Plaza Patrakarpuram, Gomti Nagar,

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55

Ludhiana Ludhiana PUJ Chaura Bazar-Ludhiana

Unit no B-||-1387 opp Bahadur House, Near Central Post Office, Ludhiana

56

Madurai Madurai TN Annanagar-Madurai

Reliance web world Hyder Ali Complex 37A/17,80Feet Road, Anna Nagar, Madurai-625020

57

Mangalore Mangalore KAR Bunts Hostel Circle

Essel Towers, Shop No. 14-1-58/15 to 22, Buntshostel Circle, Kodialbail

58

Mumbai Mumbai MUM Andheri East Center point bldg, Opp RPG tower, J.B. Nagar, Andheri Kurla rd, Andheri E, Mumbai-59.

59

Mumbai MUM Bandra "Reliance Web World, 354, Linking Road, Next to Only Parathas, Bandra (West)"

60

Mumbai MUM Borivali(W) Reliance Web World,Anuradha Bldg., Shop No. 1,2 &3 Ground Floor,Chandavarkar Road, Borivali (West),

61

Mumbai MUM Chembur "Reliance Web World PARC, Sion-Trombay Rd, Near Bezzola Complex, Chembur "

62

Mumbai MUM DAKC ADMIN Test2

DAKC, Kopperkhairane Navi Mumbai

NA

63

Mumbai MUM HeeraPanna "Reliance Web World, Shop No. 1, Vellard View, Tardeo Road,Heera

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Panna, Haji Ali, Mahalaxmi."

64

Mumbai MUM Juhu "Reliance Web World,IPCL, JVPD Scheme,Near Invitation 365,Juhu, Vile Parle (W)"

65

Mumbai MUM Kandivali "Reliance Web World Shop no. 65, Bldg No. A-8, Plot No. B, Saraf Choudhary Nagar Co-op Soc (13), Western Express Highway, Kandivali (East)"

66

Mumbai MUM Shivaji Park "Reliance Web World, Atharva building, opposite Nebula Restaurant, Next to Sena Bhavan, Shivaji Park, Dadar"

67

Mumbai MUM Thane (W) "Reliance Web World Shop No. 109,110,111,112&113, Savour, Ram Nivas Bldg., Next to Airtel, Jn of MG Road & Gokhale Road, Naupada, Thane (West)"

68

Mumbai MUM Vashi "Reliance Web World Shop No. 8C and 22, Gagangiri Bldg., Sector 17,Vashi."

69

Mysore Mysore KAR Devraj Urs Road (Mysore)

# 115, D DEVARAJ URS ROAD DEVRAJA MOHALLA

NA

70

Nagpur Nagpur MAH Dharampeth 4-6 ,Vijay Arcade, North Ambazari Road, Shankar Nagar

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71

Nasik Nasik MAH Nasik City Utility Center, Opp. Rajiv Gandhi Bhavan, Sharanpur Road Nasik.

72

New Delhi New Delhi DEL Green Park Shop No S-37,Basement and Ground Floor Green Park New Delhi

73

New Delhi DEL Lajpatnagar II K-3, Main Alankar Road, Lajpatnagar II

74

New Delhi DEL Pitampura A-7 SARASWATI VIHAR, NEAR DEEPALI CHOWK, OUTER RING ROAD, NEW-DELHI-110034

75 New Delhi DEL South

Extension E-18, South Extension Part-2

76

NOIDA NOIDA DEL Noida P-8 Sector 18 Noida - 210301 (U.P)

77

Palakkad Palakkad KER Metro Complex Palakkad

Metro Complex, Opp. Ayurveda Hospital, HPO Road, Palakkad

78

Patiala Patiala PUJ Dharampura Bzr-Patiala

Shop No. 238/3,Dharampura Bazar Near Eko ELectronics, Patiala-147001

NA

79

Patna Patna WB Fraser Road Jagat Trade Centre Fraser Road Patna

80 Pondicherrry

Pondicherrry TN Kamaraj Salai 172,Kamaraj Salai,Saram

81

Pune Pune MAH Bajirao Road 1358 A, Bajirao Road, Natu Baug, Shukrwar Peth, Pune 411030 1358 A, Bajirao Road, Natu Baug, Shukrwar Peth, Pune 411030

82 Pune MAH M.G.Road Opp - Aurora

Towers, Sterling

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Centre, M.G.Road Pune - 411 001 As Above

83

Pune MAH Paud Road Rahul Complex near Krishna Medical Shop no 17,18. Paud Road pune 411038 Rahul Complex near Krishna Medical Shop no 17,18. Paud Road pune 411038

84

Pune MAH Pimpri Ishwarlal Palace, Plot no 293/294 opp MUCC college Pimpri

85

Raipur Raipur MP Krishna Complex-Raipur

Shop No. 124/125/126, Krishna Complex, Kutchery Chowk, Raipur

86

Rajkot Rajkot GUJ Sanjayraj Complex-Rajkot

Dew Drops, Race Course Ring Road

87

Ranchi Ranchi WB Hariom Tower Hari Om Tower (opp Ranchi Womens College) Circular Road

88

Rohtak Rohtak PUJ Rohtak ground floor,jawahar market,opp d park,delhi road ,rohtak na

89

Salem Salem TN Salemomalur Road-Salem

254.255 OMALUR ROAD OPP TVS,LOYAL AUTOMOBILE BUILDING,SALEM - 636 007

90

Surat Surat GUJ Ring Road Surat

House D,21st Century Business Centre,Beside World Trade Centre,Ring Road.

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91

Trivandrum Trivandrum KER Kesavadasapuram

CD Tower , Adjacent to Kalpana Theatre Kesavadasapuram, Trivandrum

92

Udaipur Udaipur RAJ Udaipur Meera Complex, Sardarpura,, Opp. Meera Girls College, Udaipur (Rajasthan)

93

Vadodara Vadodara GUJ Fatehgunj Baroda

Pastonji Club, Near Safferon Towers Fatehgunj.

94

Varanasi Varanasi UP Durgakund B 27/90 SHAKUMBARI COMPLEX, UPPER GROUND FLOOR , DURGAKUND,

95

Vijayawada Vijayawada AP Manasa Towers-Vijayawada

# 40-1-144,Reliance WebWorld, Mansa Towers, Labbipet

96

Vishakhapatnam

Vishakhapatnam

AP Vizag - Dwarkanagar

47-14-10, Vidisha Towers,Dwarakanagar, Visakhapatnam-16 08913012993 is the additional phone number

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• Interpretative circular under regulation 5 of the Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations 1997 - Applicability of provisions of regulation 11 (2) thereof, as amended on October 30, 2008

• “Application Supported by Blocked Amount” (ASBA) process

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Neelam Bhardwaj General Manager Corporation Finance Department Division of Corporate Restructuring Phone: +91 22 26449350 (D), Email: neelamb@sebi.gov.in

CFD/DCR/TO/Cir-01/2009/06/08 August 6, 2009

To All Registered Merchant Bankers / Stock Exchanges Dear Sirs, Sub: Interpretative circular under regulation 5 of the Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations 1997 - Applicability of provisions of regulation 11 (2) thereof, as amended on October 30, 2008 1. SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 1997 (hereinafter referred to as “SAST Regulations”) were amended by SEBI (Substantial Acquisition of Shares and Takeovers) (Amendment) Regulations, 2008 on October 30, 2008, whereby inter alia second proviso to sub-regulation (2) of Regulation 11* was inserted. 2. Subject to the conditions as specified in this newly inserted proviso, an acquirer (together with persons acting in concert with him), holding fifty five per cent (55 %) or more but less than seventy five per cent (75 %) of the shares or voting rights in a target company, may acquire (either by himself or through or with persons acting in concert with him) additional shares or voting rights entitling him up to five per cent (5 %) voting rights in the target company without making a public announcement under the SAST Regulations. * Sub-regulation (2) of regulation 11 reads as – No acquirer, who together with persons acting in concert with him holds, fifty five per cent (55%) or more but less than seventy five per cent (75%) of the shares or voting rights in a target company,

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shall acquire either by himself or through persons acting in concert with him any additional shares entitling him to exercise voting rights or voting rights therein, unless he makes a public announcement to acquire shares in accordance with these Regulations: Provided that …………………………………. Provided further that such acquirer may, without making a public announcement under these Regulations, acquire, either by himself or through or with persons acting in concert with him, additional shares or voting right entitling him upto five per cent (5%) voting rights in the target company subject to the following:- (i) the acquisition is made through open market purchase in normal segment on the stock exchange but not through bulk deal/block deal/negotiated deal/preferential allotment; or the increase in the shareholding or voting rights of the acquirer is pursuant to a buy back of shares by the target company;

(ii) the post acquisition shareholding of the acquirer together with persons acting in concert with him shall not increase beyond seventy five per cent (75%). ---------------------------------------------------------------------------- 3. SEBI has been receiving representations from market participants / listed companies with respect to the interpretation of the proviso inserted by the aforesaid amendment. After examining these representations, it is hereby clarified that – a. The acquisition, within the limit of five per cent (5%) under the second proviso to sub-regulation (2) of regulation 11, may be made by an acquirer who, together with persons acting in concert with him, holds fifty five per cent (55 %) or more but less than seventy five per cent (75 %) of the shares or voting rights in the target company ; b. The acquirer together with persons acting in concert with him, holding shares or voting rights as specified at (a) above, may acquire additional shares or voting rights upto a maximum of five per cent (5 %) voting rights in the target company in one or more tranches, without any restriction on the time-frame within which the same can be acquired; c. The aforesaid acquisition of five per cent (5 %) shall be calculated by aggregating all purchases, without netting the sales.

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d. Consequent to such acquisition, the percentage of shareholding / voting rights of the acquirer, together with persons acting in concert with him, in the target company, shall not increase beyond seventy five per cent (75 %). This limit is applicable irrespective of the level of minimum public shareholding required to be maintained by the target company in terms of clause 40A of the Listing Agreement. 4. This circular is issued under regulation 5 of the SAST Regulations, read with section 11 of the Securities and Exchange Board of India Act, 1992, for removal of difficulties in the interpretation of the second proviso to sub-regulation (2) of regulation 11 of the SAST Regulations. Yours faithfully, Neelam Bhardwaj

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“Application Supported by Blocked Amount” (ASBA) process Sanjay Purao Deputy General Manager Corporation Finance Department Division of Issues and Listing Phone: +91 22 26449612 Email: sanjayp@sebi.gov.in

SEBI/CFD/DIL/MB/IS/5/2009/05/08

August 5, 2009 To All Registered Merchant Bankers Dear Sirs, Sub: “Application Supported by Blocked Amount” (ASBA) process 1. SEBI had introduced the process of ASBA vide its circular dated July 30, 2008 and made it applicable to all book built public issues opening on or after September 1, 2008. 2. SEBI held a meeting with a few merchant bankers to review the progress of ASBA mode and to understand the problems, if any, in its implementation. One of the reasons for poor response to ASBA was stated to be lack of incentive for Self Certified Syndicate Banks (SCSBs) to do the assigned task of accepting ASBAs, uploading details in the bidding system and blocking or unblocking of the account. It was pointed out that while commission is being paid for non-ASBA applications, no commission was being paid for ASBA applications. The payment of commissions in the issue process should be based on the principle of fairness which demands a level playing field for both ASBA and non- ASBA applications. 3. It is, hereby, clarified that for the purpose of payment of commission, both type of applications i.e. whether uploaded by Syndicate Members (Non–ASBA) or by SCSBs (ASBA), shall be treated on par and the commission shall be paid accordingly to Syndicate Members or SCSBs, as the case may be.

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4. All registered merchant bankers are advised to take note of the above and ensure compliance. The provisions of this circular are applicable with immediate effect. This circular is also available on SEBI website at www.sebi.gov.in under the categories “Legal Framework” and “Issues and Listing”. 5. This circular is issued in exercise of the powers conferred under subsection (1) of Section 11 of the Securities and Exchange Board of India Act,1992 and shall come in to force with immediate effect. Yours faithfully, Sanjay Purao

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RBI

• Lending under Consortium Arrangements/Multiple Banking Arrangements

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Lending under Consortium Arrangements/Multiple Banking Arrangements __________RESERVE BANK OF INDIA__________ RBI/2009-2010/116 August 5, 2009 DBOD. No. FID. FIC.2397 /01.02.00/2009-10 The CEOs of the Select All-India Term-lending and Refinancing Institutions (Exim Bank, NABARD, NHB and SIDBI) Dear Sir, Lending under Consortium Arrangements/Multiple Banking Arrangements Please find enclosed Circular DBOD.No.BP.BC.46/08.12.001/2008-09 dated September 19, 2008 on the above subject along with subsequent circulars DBOD.No.BP.BC.94/ 08.12.001/2008-09 dated December 08, 2008 and DBOD No.BP.BC.110/08.12.001/2008-09 dated February 10, 2009 respectively and DBS.CO.FrMC.BC.No.8/23.04.001/2008-09 dated June 24, 2009. It is advised that the above guidelines on consortium arrangements/multiple banking arrangements issued to banks, shall mutates mutandis apply to the select all-India Financial Institutions (AIFIs) for sharing of information among the AIFIs and with banks. Yours faithfully, (Vinay Baijal) Chief General Manager Encls : As above

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