BHARAT PETROLEUM CORPORATION LIMITED (Incorporated with Limited Liability in the Republic of India) U.S.$2,000,000,000 Medium Term Note Programme
OFFERING CIRCULAR BHARAT PETROLEUM CORPORATION LIMITED (incorporated with limited liability in the Republic of India) U.S.$2,000,000,000 Medium Term Note Programme Under the U.S.$2,000,000,000 Euro Medium Term Note Programme (the Programme), Bharat Petroleum Corporation Limited (BPCL) and any New Issuer (as defined herein) (the Issuers, and each an Issuer), subject to compliance with all relevant laws, regulations and directives, may from time to time issue notes (the Notes) denominated in any currency agreed between the relevant Issuer and the relevant Dealer (as defined below). Notes may be issued in bearer or registered form (respectively, Bearer Notes and Registered Notes). Notes issued by any New Issuer (as defined herein) (the Guaranteed Issuer) will be guaranteed by BPCL (in such capacity, the Guarantor). The aggregate nominal amount of Notes outstanding will not at any time exceed U.S.$2,000,000,000 (or its equivalent in other currencies calculated as described herein), subject to increase as described herein. The Programme Agreement, the Trust Deed and the Agency Agreement (each as defined herein) each contain provisions enabling BPCL to, from time to time, nominate any subsidiary (as defined in the Conditions) of BPCL as an additional issuer (a New Issuer) to issue Notes. It is intended that such New Issuer shall accede to the terms of the Programme by executing, inter alia, a new issuer programme accession letter, a supplemental trust deed and a supplemental agency agreement, and thereafter, shall become, and be treated as, an issuer for the purpose of the Programme. In such event, BPCL and such additional New Issuer shall make available a supplemental Offering Circular in relation to such accession.
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