CREDIT ADMINISTRATION DEPARTMENT FORMAT FOR REVIEW OF TERM LOAN

SANCTIONING AUTHORITY: MCB/CMD /ED/Others FOR APPROVAL REF. NO. The proposal falls under the powers of Head Office AGENDA ITEM No. DATE Date of receipt of Proposal Date of receipt of recommendation Date of receipt of recommendation Date of receipt of last reply 29.10.2011 RO FGM

ED

ED Date :

CMD 04.11.2011

Name of the Account Branch Region Line of activity Date of sanction & Authority Date of last review & authority Validity extended, if any Asset Classification Banking/ Financing arrangement Lead Bank, if consortium Our Banks share in consortium Credit Rating Aggregate Group Exposure (from our Bank)

: : : : : : : : : :

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1. SUMMARY OF THE PROPOSAL:

Memorandum for a. Review of Term Loans:

Nature of facilities Term Loan-I Term Loan-II Total Existing Limit
Balance O/s as on 30.09.11 Overdue, If any (Rs. in Crores) Proposed Limit

b. Concessions/ Value of the Account

Facility Limit & Existing Rate Proposed Rate Applicable Rate Amount of Income Earned Last Year Current year upto 30.09.2011

Rate of interest

(a) Interest Income Review Fee (sanction amendment charges) (b) Non Interest Income Total Income (a + b)

c. Confirmation / Ratification of action, if any:

Confirmation/ Ratification sought Comments with Justification

2. BORROWERS PROFILE:Group Name Address: Corporate Office Regd. Office Constitution & Date of constitution / Commencement of business Dealing with the bank since Management/Main Person behind the Group Net Worth of the Borrower as on 31.03.2011
RELIGARE

1.

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Whether Priority sector / Export/ Others Type & Size of industry Industry/Trade to which the borrower belongs Latest Market value of the Share (if listed) of the borrower as on

a. NAMES OF PARTNERS/DIRECTORS:Name Status

Net worth

As on

1.

2. 3. 4. 5.

Whether the Borrower / directors / partners are in Defaulters/ Willful Defaulters List of RBI/CIBIL/ ECGC SAL/ Caution List (If yes, give details) If any of the directors/ partners connected in the past with any NPA/ OTS/ Compromise/ unscrupulous defaulters If any of them, related to Directors/Senior Officers of our bank Management Change since last sanction, if any Succession Plan

b. Share Holding Pattern as on:

Name of the Promoters/ Major Share holders Promoters Holding FIs/ Mutual Funds/UTI/Banks/FIIs NRIs/OCBs Public Others Total No. of shares Rs. In Crores. % Holding

c.
Whether Shares pledged to any Bank/FI/others If yes, Percentage of shares pledged No

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Institution Purpose

3. MANAGEMENT (MAIN PROMOTERS AND THEIR EXPERIENCE):Present composition of the Management/ Board of Directors with their Brief profile is given below: S.No. Name of the Director 1. 2. 3. 4. Designation Brief Details

4.1 Key Management Personnel

Name

Designation

Educational Qualification

Date of joining

Previous employer

4. BRIEF HISTORY OF THE PROJECT INCLUDING PURPOSE FOR WHICH THE TERM LOAN(S) BEING REVIEWED WAS/ WERE SANCTIONED:Page 4 of 14

5. CREDIT FACILITIES SANCTIONED TO THE BORROWER BY OTHER BANKS/ FINANCIAL INSTITUTIONS (including Lease, ICDs, Corporate Loans, Debentures etc.):-

6. DETAILS OF CREDIT FACILITIES SANCTIONED TO GROUP CONCERNS BY OUR BANK: (Rs. in crore) Sr. Name of Concern Term Loan Fund Non-fund Total No. (o/s) based based

7. COMPLIANCE WITH EXPOSURE NORMS:

(Rs. in Crore)

Individual Borrower Permissible Exposure Ceiling as on 31st March_____ Internal Exposure Limit for the Borrower (i) Fund Based Working Capital Limits (100%) (ii) Non-Fund Based (100%) (iii) Term Loans (iv) Investment in Shares/Bonds of the borrower/Group(100%) (v) Credit Equivalent of Forward Contract Limit (@ 5%) TOTAL EXPOSURE
(-

Group

Permissible Exposure Limit shall be 15% of the Banks Capital Funds for Individual Borrower and 40% for Group. Internal Exposure Limit as per Loan Policy based on Constitution of the Borrower to be mentioned.)

8. OPERATING PERFORMANCE AND FINANCIAL POSITION OF THE BORROWER:-

(Rs. in Crores)
For the year ended / ending Gross Income Income from financial activities Other Income

Net Sales (net of excise duty) % growth

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For the year ended / ending Other Income EBIDTA / PBIDTA Profit Before Tax Profit After Tax Authorized Capital Paid up Capital Reserves & Surplus Intangible Assets Share Application Money a) Tangible Net Worth (TNW) b) Deferred Tax Liability/(Asset) c) Investment in group concerns d) Adjusted TNW (a + b - c) Unsecured Loans Term Loans from Banks / FIs Other Term Liabilities Total Term Liabilities Capital Employed Net Block Total Non Current Assets Total Current Assets Total Current Liabilities Net Working Capital Ratios: Current Ratio Debt Equity Ratio TL / Adj. TNW Leverage Ratio (TOL/TNW) TOL/ Adj. TNW Net profit to sales (%)

12. 1 CRITICAL EXAMINATION & ANALYSIS OF BALANCE SHEET AND PROFIT AND LOSS ACCOUNT

Tangible Net worth Page 6 of 14

Term liabilities

Unsecured Loans

Net Block

Intangibles

Non Current Assets/Investments

Current Assets Current Liabilities

Current Liabilities mainly include Short Term Bank Borrowings, Trade Creditors, creditors for expenses, etc. and other current liabilities and provisions. The total current liabilities came down to Rs. 2639.68 Crore as on 31.09.2011 as compared to Rs. 3800.74 Crore as on 31.03.2010 due to decline in other current liabilities which mainly include working capital and short term borrowing from bank.

Net Working Capital

Profitability

Ratio Analysis

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a DSCR Description Estimated at the time of Actual as per audited sanction for the year figures for the year ended ended

PAT Depreciation Interest on TL Total Cash Inflows - A Interest on TL Installment of TL Total Cash Outflow B DSCR A/B Interest coverage ratio (4/5) b DSCR c. Whether the Balance Sheet is qualified: No Auditors Qualification Effect on Net Worth Companys Clarification Remarks/Possible Remedies

d. Details of Liabilities not accounted for/Contingent liabilities: (Amt. in Crores) Particulars Amount Remarks Disputed taxes Corporate guarantee Bank guarantee Pending court cases Claim against the company not acknowledged as debt Assignment of receivables Inland bills purchased/discounted by bank

e. Information on litigation, if any, against the borrower / partners/ directors: Not available. f. Overall likely impact of the above on the financial position of the borrowing unit:

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9. REVIEW OF EXISTING TERM LOAN(S)0. a. Brief Details of Term Loan Amount Sanctioned Present O/s (Mention if TL is under disbursement) Date of original sanction Date of last review Date of recovery of upfront/Processing fee Whether the account has been restructured if yes, give date and details of restructuring in brief Date of first disbursement Moratorium Period Existing Repayment Schedule: (a) No. of installments (b) Due date of First installment No. of Installments and amount due so far Present outstanding Overdue, if any b. Overall Conduct of Account (Whether the borrower is regular in servicing of interest/installments)

c . Status of COD/DCCO COD/DCCO Stipulated at the time of original sanction Date of actual COD/DCCO (in case project has been completed) Expected COD/DCCO on the basis of factual progress of the project (in case the project is still under implementation) (Reasons for delay in project in case there is delay in COD/DCCO be specified) d. In case of projects under implementation - NA Physical and Financial Status of Project (as per latest CA certificate/LIE Report/Unit/Site Visit Report/Minutes of last consortium meeting) Particulars Originally envisaged Actually incurred till

Comments on the above:Page 9 of 14

(Main landmarks of implementation schedule to be compared and whether the project is progressing/completed as per schedule) e. Reset of Rate of Interest (If Applicable) - NA Status of Interest Reset (Rate of Interest being charged by other term lenders if any)

10. DETAILS OF SECURITY Primary Collateral - NIL

11. VALUE OF THE ACCOUNT: (In terms of interest / commission, other income, deposits etc. earned) (a) . Deposits including Escrow / TRA account with details: Particulars Saving Current (Religare finvest ltd. & Religare Securities Ltd.) Term Deposit Escrow/ TRA Total No. of A/cs Amount / Average Balance

(b).Details of other ancillary business such as Staff Salary accounts, retails loan to employees, CMS facility, Demat facility to employees, Mutual Fund units, Insurance Products etc.

12. AUDIT/INSPECTION IRREGULARITIES IF ANY:Irregularity Pointed out or Reported Comments/ Present position of Rectification

13. STATUS/ CONFIRMATION OF COMPLIANCES:

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1. 2. 3. 4. 5. 6. 7. 8.

All the terms & conditions of last sanction complied with. Security documents are duly vetted and enforceable Proper charge on securities created Branch Confirmation of Compliance (BCC) cleared Confirm that payment of statutory dues is not in arrears Corporate governance practices are being followed as per Auditors Report Consortium meetings (if applicable) are being held regularly Information under Multiple Banking Arrangement (if applicable) being exchanged as per RBI guidelines

14. DATE OF LAST VISIT TO THE UNIT & OBSERVATIONS:

15. ANY OTHER ISSUE NOT DISCUSSED ELSEWHERE: NIL

16. CREDIT RATING: A. Banks Internal Rating: (last two ratings with reasons for decline in rating/poor rating in brief)
Model IMaCS
Based on financials of (Year)

31.03.10

31.03.11

Credit Rating Reasons for decline/ low rating, Signifies if any

B. External Rating (as per BASEL II):

Agency Date of rating Credit rating valid up to Facility Amount Credit Rating Allotted Risk weight as per external rating Rating signifies

Comments / Rationale for rating and comparison with last External Rating

17. DELEGATED POWERS: The proposal falls under the powers of Head Office. 18. RECOMMENDATIONS:(Rs. in Crores) Page 11 of 14

Nature of facility

Existing Limit

Proposed Limit

Existing Rate of Interest

Proposed Rate of Interest

Other issues for approval, if any I) II) Terms and Conditions:

Other Conditions

1. The executants of the legal documents on behalf of RFL to be duly empowered and authorized by a resolution to execute the same and to perform all the obligations in accordance with the terms set out in the agreements. 2. In Term of HO Circular No. ADV/17/2004-05 dated 29.05.04 necessary documents/declaration from the borrower pertaining to Credit Information Bureau of India (CIBIL) shall be obtained. 3. The credit facilities shall not be utilized by the company for activities not eligible for bank credit as defined by RBI. 4. The credit facilities sanctioned to the borrower should be availed within a period of three months of the date of sanction failing which the sanction shall lapse. 5. Rate of interest of other banks on existing facilities & it should be enured that Rate of interest charged by the bank is not less than the rate charged by other bank. 6. The company should submit quarterly receivables details (non-capital market) showing value of security charged/created along with C.A certificate that all assets are standard net of NPAs. 7. The branch may obtain declaration from the borrower [in Annx-I] about the credit facilities already enjoyed by them from other banks and may seek the information about conduct of the account from other banks [in Annx II] as prescribed by RBI (as per circular no. DBOD no. BP. BC 46/08.12.001/2008-09 dt. 19.09.08, DBOD no. BP. BC 94/08.12.08/2008-09 dt. 08.12.08, DBOD no. BP. BC /110/08/08.12.08/2008-09 dt. 10.02.2009). 8. The branch shall exchange information about the conduct of the borrowers accounts with other banks in the format prescribed by RBI at atleast quarterly intervals (as per circular no. DBOD no. BP. BC 46/08.12.001/200809 dt. 19.09.08, DBOD no. BP. BC 94/08.12.08/2008-09 dt. 08.12.08, DBOD no. BP. BC /110/08/08.12.08/200809 dt. 10.02.2009). 9. The branch shall obtain regular certification by a professional, preferably a Company Secretary/Chartered accountants/Cost Accountants, regarding compliance of various statutory prescriptions that are in vogue, as per specimen given in annexure III prescribed by RBI. (as per circular no. DBOD no. BP. BC 46/08.12.001/200809 dt. 19.09.08, DBOD no. BP. BC 94/08.12.08/2008-09 dt. 08.12.08, DBOD no. BP. BC /110/08/08.12.08/200809 dt. 10.02.2009).

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Loan Manager

Chief Manager

ANNEXURE - A

VARIOUS UNDERTAKINGS TO BE OBTAINED FROM THE BORROWER ON LETTER PAD

The borrower shall undertake: 1. That the names of Borrower, or its Directors/Partners or Guarantors do not figure in any list of defaulters circulated by RBI or any Bank and Financial Institution nor the names of partners/directors appear in caution list issued by RBI/ECGC/DGFT etc. 2. To declare dividend only after obtaining approval from the bank (in case of default in payment of interest/installments of Term Loan). 3. Not to pay any consideration, in whatever form, to the guarantors/guaranteeing directors, either directly or indirectly (except without prior approval of the Bank) for the guaranteeing of credit limits sanctioned by the bank. Similar undertaking shall also be obtained from the guarantors. 4. Not to obtain any financial assistance from any other source without express approval of the bank/other consortium member banks in writing. 5. Not to effect any change in promoter directors or in the core management team nor any merger/ acquisition/ amalgamation shall be done without express permission of the Bank in writing. A confirmation to this effect shall be obtained from the borrower. 6. Not to extend finance to associate concerns during the currency of the Banks advance without the banks prior written consent. 7. Not to effect any change in the companys capital structure. 8. Not to implement any scheme of expansion/modernization/diversification/ renovation or acquire/sell any fixed assets during any accounting year, except under such scheme, which have already approved by the bank. 9. Not to Invest in shares/debentures or lend or advance funds to or place deposits with any other concern except normal trade credit or security deposits in the normal course of business or advances to employees. 10. Not to undertake guarantee obligations on behalf of any other company, firm or person. 11. Not to effect/permit withdrawals of deposits or withdrawals by family members, friends or directors during the currency of the bank advance without the prior approval of the bank. 12. Not to create any further charge, lien or encumbrance over the assets and properties of the firm charged/to be charged to the bank in favour of any other bank, financial institution, Company, firm or person. 13. To keep the Bank informed of the happening of any event likely to have a substantial effect on their profits or business.

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14. To maintain adequate books and records which should correctly reflect their financial position and scope of operations and should submit to the Bank at regular intervals such statements as may be prescribed by the Bank in terms of RBI instructions issued from time to time or otherwise. The borrower shall give an undertaking that the Bank reserves the right to periodically inspect their records and books of accounts to ensure the correctness of information furnished by them. 15. To submit Audited Financial Statements etc. to the Bank within the stipulated period of time. The company will be liable to pay penal rate of interest in case of any delay in submission of the data in question. 16. That none of their associate/group concerns are classified as willful defaulters by other Banks/Financial Institution. 17. I/ we undertake that I/ we would not induct any person, who is a director on the Board of a Company which has been identified as willful defaulter and further undertake that in case, such a person is found to be on Board of Borrower Company, I /we would take expeditious and effective steps for removal of any such person from the Board of the Company within 30 days of such fact coming to its notice. 18. I/ we undertake to issue appropriate undertaking /affidavits/ certificates as the Bank may require from time to time certifying that the funds comprising of entire amount of loan/ facility/sum due/ amount outstanding in the account have been used exclusively for the purpose for which they were obtained and the same have not been diverted / siphoned and no misrepresentation has been caused of any kind or accounts falsified/any fraudulent transaction have been carried out etc. 19. I /we undertake that upon identification of aforesaid account as a willful defaulter on account of any of the reasons stated above including any similar reason as stated above, that I / we would be debarred from availing bank finance for floating new ventures for a period of 5 years from the date the name of willful defaulter is disseminated in the list of willful defaulter by RBI. I/ we agree that in case of any false /wrong information, the Bank may consider any legal proceedings, civil /criminal as may be necessary. 20. To confine companys entire banking business relating to activity including deposit, bill business, foreign exchange business to the BANK/member banks of the consortium and in case of Multiple Banking arrangements, pro-rata share of the banking business shall be routed through the Bank. 21. An undertaking shall be obtained from the owners of the properties mortgaged to the Bank that there are no arrears of tax including interest leviable thereon under various provisions of Income Tax Act against them. 22. As the facility is secured by receivables, adequate care should be taken for identification of good quality assets, whose receivables are charged to bank. The company should also undertake for substitution with other assets in case of default. 23. The company would undertake to administer the individual accounts and be responsible for the collection and recovery, inclusive of repossession and resale, filing of court cases for bounced cheques/ recovery of overdue. No compensation/ fees would be paid by the Bank for the same. 24. The company would undertake to foreclose accounts, which are prepaid. Any asset, which is NPA in the books of the company, should be substituted by a performing asset. 25. An undertaking to the effect that the Bank loan raised from us would not be utilized for any activity/purpose, which is excluded for Bank Finance to NBFC as prescribed by RBI.

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