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Shriram Transport Finance Company Limited

A Public Limited Company Incorporated under the Companies Act, 1956 (Registered as a Non-Banking Financial Company within the meaning of the Reserve Act, 1934 (2 of 1934)) Registered Office: Mookambika Complex, No. 4, Lady Desika Road, Mylapore, – 600 004, , India. Corporate Office: Wockhardt Towers, Level – 3, West Wing, C-2, G Block, Bandra-Kurla Complex, Bandra (East), Mumbai – 400 051 Tel. No.: +91-22-4095 9595 Fax: +91-22-4095 9597/96 Website: www.stfc.in

Contact Person: Shri Parag Sharma – Chief Financial Officer; E-mail: [email protected]

Private Placement by Shriram Transport Finance Company Limited, (“Company” or “Issuer” or “STFC”) of Secured, Rated, Redeemable, Non-convertible Debentures (“NCDs”/”Debentures”), aggregating to Rs 200.00 crores + Green Shoe of Rs.200.00 Crores, hereinafter referred to as the “Issue”.

GENERAL RISKS

Investors are advised to read the Risk Factors carefully before taking an investment decision in the Issue. For taking an investment decision, the investors must rely on their own examination of the Issuer and the Issue including the risks involved. Specific attention of the investors is invited to the Risk Factors. The NCDs have not been recommended or approved by Securities and Exchange Board of India (SEBI) nor does SEBI guarantee the accuracy or adequacy of this document.

Disclaimer : BY COMPANY

This information Memorandum is neither a prospectus nor a statement in lieu of prospectus and does not constitute an offer to the public to subscribe for or otherwise acquire the Debenture issued by the company. Apart from this information memorandum, no offer Document or Prospectus has been prepared in connection with this issue and no prospectus in relation to the Company or the NCD relating to this offer has been delivered for registration nor is such a document required to be registered under the applicable laws. This information memorandum is issued by the company and has been prepared by the Company to provide general information on the company and does not purport to contain all the information a potential investor may require. The information relating to the Company contained in the Memorandum is believed by the Company to be accurate in all respect as of the date hereof.

LISTING

The Secured, Rated, Redeemable, Non- Convertible Debentures (“NCD” or “Sub Debts”) are proposed to be listed on the wholesale debt market segment of Limited (Designated Stock Exchange)

CREDIT RATING

The Debentures have been rated “AA+”, by CARE for vide letter dated 10/10/2012. The rating Care AA+ indicates very low credit risk. The ratings provided by Care may be suspended, withdrawn or revised at any time by the assigning rating agency and should be evaluated independently of any other rating. These ratings are not a recommendation to buy, sell or hold securities and investors should take their own decisions.

Shriram Transport Finance Company Ltd. For Private & Confidential

ISSUE SCHEDULE

ISSUE OPENING DATE 23rd October 2012 ISSUE CLOSING DATE 23rd October 2012

ISSUER’S ABSOLUTE RESPONSIBILITY

The issuer, having made all reasonable inquiries, accepts responsibility for and confirms that this Information Memorandum contains all information with regard to the Issuer and the issue, which is material in the context of the issue, that the information contained in the Information Memorandum is true and correct in all material aspects and is not misleading in any material respect, that the opinions and intentions expressed herein are honestly held and that there are no other facts, the omission of which make this document as a whole or any of such information or the expression of any such opinions or intentions misleading in any material respect.

REGISTRAR & TRANSFER AGENT

INTEGRATED ENTERPRISES (INDIA) LIMITED

Address: 2nd Floor, KencesTowers, No 1, Ramakrishna Street, Off North Usman Road, T. Nagar Chennai – 600017., Phone No.: 914428140801 Fax No.:914428142479 e-mail: [email protected]

This Information Memorandum prepared under SEBI (Issue and Listing of Debt Securities) Regulation dated June 6, 2008 and Non-Convertible Debentures (Reserve Bank) Directions, 2010 issued by RBI through its circular dated June 23, 2010 for placement of Non-Convertible Debentures securities is neither a prospectus nor a statement in lieu of prospectus and does not constitute an offer to the public generally to subscribe for or otherwise acquire the debt securities to be issued by the Company. This is only an Information Memorandum intended for private use.

This schedule is for the exclusive use of the institutions to whom it is delivered and It should not be circulated or distributed to third parties. It cannot be acted upon by any person other than to whom it has been specifically addressed. Multiple copies hereof given to the same entity shall be deemed to be offered to the same person. No document in relation to the issuer or this issue of Debentures has been delivered for registration to any authority.

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Shriram Transport Finance Company Ltd. For Private & Confidential

SECTION I : GENERAL

Definitions / Abbreviations

This Information Memorandum uses certain definitions and abbreviations which, unless the context indicates or implies otherwise, have the meaning as provided below. References to any legislation, act or regulation shall be to such term as amended from time to time.

Company related terms

Term Description

"STFCL", "Issuer", “the Company” and “our Shriram Transport Finance Company Limited, a company incorporated under the Company” Companies Act, 1956, registered as a Non-Banking Financial Company with the under Section 45-IA of the Reserve Bank of India Act, 1934, and having its Registered Office at Mookambika Complex, 3rd Floor, No. 4, Lady Desika Road, Mylapore, Chennai, Tamil Nadu- 600004

AOA/Articles / Articles of Association Articles of Association of our Company

Associate Shriram Asset Management Company Limited

Board / Board of Directors The Board of Directors of our Company and includes any Committee thereof from time to time

CARE Credit Analysis and Research Limited

Control Control for the purposes of this Information Memorandum (other than in the context of any financial information of our Company or the Group or other than the context may otherwise require) shall have the same meaning as assigned to such term under the SEBI (Substantial Acquisition of Shares and Takeover) Regulations, 2011

D&B Research Report The report titled 'Commercial Vehicle Finance - A Comparative Study, June 2012' prepared by Dun and Bradstreet

DIN Director Identification Number

ESOP/ESOS Company‟s Employee Stock Option Scheme 2005

Equity Shares Equity shares of face value of ` 10/- each of our Company

FITCH Fitch Ratings India Private Limited

Group Shriram Transport Finance Limited and its wholly owned subsidiary companies namely, Shriram Equipment Finance Company Limited and Shriram Automall India Limited

ICRA ICRA Limited

Loan Assets Assets under financing activities

MIS Management Information System of our Company

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Shriram Transport Finance Company Ltd. For Private & Confidential

Term Description

Memorandum / MOA Memorandum of Association of our Company

Net Loan Assets Assets under financing activities net of Provision for non-performing assets

Newbridge India Investments II Limited Newbridge

NAV Net Asset Value

NBFC Non-Banking Financial Company as defined under Section 45-IA of the RBI Act, 1934

NPA Non - Performing Asset

Promoter/SHMPL Shriram Holdings (Madras) Private Limited

SHMPL Scheme The proposed scheme of arrangement and amalgamation of SHMPL, with our Company, pursuant to a resolution passed by our Board of Directors and by the board of directors of SHMPL at their respective meetings, both held on December 21, 2011

/ Rs./ INR/ Rupees The lawful currency of the Republic of India

SAIL Shriram Automall India Limited

SCL Shriram Capital Limited (Formerly known as Shriram Financial Services Holdings Private Limited)

SEFCL Shriram Equipment Finance Company Limited

Share Subscription Agreement Share Subscription Agreement dated February 2, 2006, as amended on September 12, 2008 between Newbridge India Investments II Limited, the founders (as defined therein), Mr. R. Thyagarajan, Mr. T. Jayaraman, Mr. AVS Raja and Shriram Financial Services Holding Private Limited (now known as SCL), Shriram Recon Trucks Limited, Shriram Holdings (Madras) Private Limited and SOFL

SIL Shriram Investments Limited

SIL Scheme of Merger The scheme of arrangement and amalgamation of the erstwhile SIL, with our Company vide order of Hon‟ble High Court of Madras passed on November 25, 2005

SOFL Shriram Overseas Finance Limited

SOFL Scheme of Merger The scheme of arrangement and amalgamation of the erstwhile SOFL with our Company vide order of Hon‟ble High Court of Madras passed on December 1, 2006

SOT Shriram Ownership Trust

Statutory Auditors Our joint statutory auditors being M/s. S. R. Batliboi & Co. and M/s. G. D. Apte & Co.

Subsidiaries Subsidiaries of our Company namely Shriram Equipment Finance Company Limited and Shriram Automall India Limited

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Shriram Transport Finance Company Ltd. For Private & Confidential

Term Description

“We”, “us” and “our” Our Company and/or its Subsidiaries, unless the context otherwise requires

Term Description

Allotment / Allotted Unless the context otherwise requires, the allotment of the NCDs pursuant to the Issue to the Allottees

Allottee The successful applicant to whom the NCDs are being/have been allotted pursuant to the Issue

Application Form The form used by an applicant to apply for NCDs being issued through the Information Memorandum

CRISIL CRISIL Limited

Debt Listing Agreement The listing agreement entered into/to be entered into between our Company and the relevant stock exchange(s) in connection with the listing of debt securities of our Company

Debt Regulations SEBI (Issue and Listing of Debt Securities) Regulations, 2008, issued by SEBI, effective from June 6, 2008 as amended from time to time

Depositories Act The Depositories Act, 1996, as amended from time to time

Depository(ies) National Securities Depository Limited (NSDL) and /or Central Depository Services (India) Limited (CDSL)

DP / A depository participant as defined under the Depositories Act

Designated Stock Exchange Bombay Stock Exchange of India Limited

Market Lot One NCD

Record Date The record date (a) in connection with NCDs shall be 3 (three) days prior to the date on which interest is due and payable, or the date of redemption, or as may be prescribed by the relevant stock exchange(s).

Registrar to the Issue Integrated Enterprises (India) Limited

Trustees / Debenture Trustee Trustees for the NCD Holders in this case being IDBI Trusteeship Services Limited

Working Days All days excluding Saturdays, Sundays and a public holiday in Mumbai or at any other payment centre notified in terms of the Negotiable Instruments Act, 1881

AFC Asset Finance Company

ALM Asset Liability Management

ALCO Asset - Liability Committee

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Shriram Transport Finance Company Ltd. For Private & Confidential

Term Description

CAR Capital Adequacy Ratio computed on the basis of applicable RBI requirements

CV Commercial Vehicle

FTU(s) First Time Users

KYC Norms Customer identification procedure for opening of accounts and monitoring transactions of suspicious nature followed by NBFCs for the purpose of reporting it to appropriate authority

LC Loan Company

LCV(s) Light Commercial Vehicles

LFO(s) Large Fleet Operators

LTV Loan to value

Non-Deposit Accepting NBFC Directions Non-Banking Financial (Non-Deposit Accepting or Holding) Companies Prudential Norms (Reserve Bank) Directions, 2007

NBFC-D NBFC registered as a deposit accepting NBFC

NBFC-ND NBFC registered as a non-deposit accepting NBFC

Prudential Norms Non-Banking Financial (Deposit Accepting or Holding) Companies Prudential Norms (Reserve Bank) Directions, 2007

Public Deposit Directions The Non-Banking Financial Companies Acceptance of Public Deposits (Reserve Bank) Directions, 1998

SFO(s) Small Fleet Operators

SME Small and Medium Enterprises

SRTO(s) Small Road Transport Operators

STO(s) Small Truck Owners

AGM Annual General Meeting

AS Accounting Standard notified under the Companies (Accounting Standards) Rules, 2006, as amended

Act The Companies Act, 1956, as amended from time to time

BSE BSE Limited

CAGR Compounded Annual Growth Rate

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Shriram Transport Finance Company Ltd. For Private & Confidential

Term Description

CDSL Central Depository Services (India) Limited

DRR Debenture Redemption Reserve

FDI Policy Consolidated Policy on Foreign Direct Investment in India effective from April 10, 2012, notified by Circular 1 of 2012 issued by the Department of Industrial Policy and Promotion, Ministry of Commerce and Industry, Government of India

FEMA Foreign Exchange Management Act, 1999, as amended from time to time

FEMA Regulations Foreign Exchange Management (Transfer or Issue of Security by a Person Resident Outside India) Regulations, 2000, as amended from time to time

FII/FIIs Foreign Institutional Investor(s)

Financial Year / FY Financial Year ending March 31

GDP Gross Domestic Product

GoI Government of India

HUF Hindu Undivided Family

IFSC Indian Financial System Code

Indian GAAP Generally Accepted Accounting Principles in India

IRDA Insurance Regulatory and Development Authority

IT Act The Income Tax Act, 1961, as amended from time to time

MICR Magnetic Ink Character Recognition

NECS National Electronic Clearing Services

NEFT National Electronic Funds Transfer

NRI Non Resident Indian

NSDL National Securities Depository Limited

NSE National Stock Exchange of India Limited

PAT Profit After Tax

PAN Permanent Account Number

RBI The Reserve Bank of India

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Shriram Transport Finance Company Ltd. For Private & Confidential

Term Description

RBI Act The Reserve Bank of India Act, 1934 , as amended from time to time

ROC Registrar of Companies

RTGS Real Time Gross Settlement

SEBI The Securities and Exchange Board of India constituted under the Securities and Exchange Board of India Act, 1992

TDS Tax Deducted at Source

WDM Wholesale Debt Market

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Shriram Transport Finance Company Ltd. For Private & Confidential

Table of Content

Disclaimer : 1 SECTION I : GENERAL 3 I. Name and Address of the Registered Office of the Company 11 II. Name and Address of the Directors of the Company 11 III. Brief Summary of the business/activities of the Company 12 IV. Brief history of our Company 20 Summary of last three audited Balance Sheet and Profit and Loss Account with qualifications by auditors 21 Issue Price ...... 25 Premium (Rs.) ...... 25 V. Securities issued and sought to be listed under the current document 30 VI. Issue Size 31 VII. Details of utilization of the issue proceeds 31 IX. Details of Borrowings including any other securities in past 34 X. Any material event /Development or change at the time of issue or subsequent to the issue which may affect the issue or the investors decision to invest/continue to invest in the debt securities 94 XI. Particulars of debt securities issued (i) for consideration other than cash, whether in whole or part, (ii) at a premium or discount, or (iii) in pursuance of an option 118 XIII. Undertaking to use a common transfer form 165 XIV. Redemption amount, period of maturity, yield on redemption 165 XV. Terms of Offer or Purchase 165 The terms “Debenture holders” or “Holders of Debentures” wherever used in this Information Memorandum shall be read and construed in the manner so as to include the debenture holders of the respective category), as the context may require under this Information Memorandum unless otherwise specifically provided in this Information Memorandum. 173 XVI The discount at which such offer is made and the effective price for the Investor as a result of such discount. 173 XVII. Debt Equity Ratio prior to and after issue of the debt security 174 XVIII. Servicing behavior of the existing debt securities on existing debt securities, payment of due interest on due dates on term loans and debt securities 174

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Shriram Transport Finance Company Ltd. For Private & Confidential

XIX. Permission / Consent from the prior creditors 174 XX. Name of the Debenture Trustee(s) 174 XXI. Rating Rationale adopted by the rating agencies 174 XXII. Listing of Debentures/NCDs 175 XIII. Term Sheet 175 Annexure 1 – Rating Letters issued by Rating Agencies 179 Annexure 2 – Terms Sheet 179 Annexure 3 – Consent Letter from Debenture Trustee 179 Annexure 4 – Application Form 179

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Shriram Transport Finance Company Ltd. For Private & Confidential

I. Name and Address of the Registered Office of the Company

Shriram Transport Finance Company Limited. Mookambika Complex, No. 4, Lady Desika Road, Mylapore, Chennai – 600004

II. Name and Address of the Directors of the Company as on July 05, 2012

Name, Designation, Age and DIN Address Mr. Arun Duggal Non Executive Chairman A-4, 3rd Floor,West End Colony, New Delhi – 110021. Age: 65 DIN: 00024262 Mr. Umesh Govind Revankar Managing Director Flat No. 202, Kalpana CHS Limited, 11th Road, Khar (West), Age: 47 Mumbai- 400052. DIN: 00141189

Mr. Ramachandran Sridhar Bungalow No. 33, Atur Park, V. N. Purav Marg, Chembur,

Non-Executive and Non-Independent Director Mumbai – 400071. (appointed in casual vacancy)

Age: 53 DIN: 00136697 Mr. Sumati Prasad Mishrilal Bafna 22, Gobind Mahal, Non-Executive and Independent Director 86– B, Marine Drive, Mumbai – 400020. Age: 50 DIN: 00162546 Mr. Mayashanker Verma A – 55, Belvedere Park, DLF City, Non-Executive and Independent Director Phase III, Age: 73 Gurgaon – 122002, Haryana. DIN: 00115431 Mr. Puneet Bhatia Non-Executive Director and Nominee of Newbridge India Investments II 214 B Aralias Apartments, DLF PH- V Old Golf Club, Limited Gurgaon, Haryana – 122 009. Age: 45 DIN: 00143973 Mr. Lakshminarayanan Subramanian 33, Paschimi Marg, First Floor, Vasant Vihar, New Delhi –

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Shriram Transport Finance Company Ltd. For Private & Confidential

110057. Non-Executive and Independent Director

Age: 65 DIN: 02808698 Mr. Ranvir Dewan Non-Executive Director and Nominee of Newbridge India Investments II 41, Ewe Boon Road,# 11-41, Crystal Tower, Singapore-259335. Limited Age: 58 DIN: 01254350

Company Secretary & Compliance Officer

Mr. Vivel M Achwal Wockhardt Towers, Level – 3, West Wing, C-2, G Block, Bandra-Kurla Complex, Bandra (East), Mumbai – 400 051 Tel. No.: +91-22-4095 9595 Email id: [email protected]

Statutory Auditors of the Company

M/s. S. R. Batliboi & Company M/s. G. D. Apte & Company, Chartered Accountants Chartered Accountants, 6th Floor, Express Tower, Nariman Point, Dream Presidency, 1201/17E,Shivajinagar, Mumbai 400021 Off Apte Road, Pune 411004 Contact Person: Mr. Shrawan Jalal – Partner Contact Person: Mr. U S Abhyankar – Partner Contact No.: +91-22- 66579200 Contact No.: +91-20- 25532114

Lead Manager/Arranger of the Company :

III. Brief Summary of the business/activities of the Company

Overview

We are the largest Indian asset financing NBFC*, with a primary focus on financing pre-owned commercial vehicles. The D&B Research Report had named our Company as the largest asset financing NBFC in India in their research based on various financial and non financial parameters. We are among the leading financing institutions in the organized sector for the commercial vehicle industry in India for FTUs and SRTOs. We also provide financing for passenger commercial vehicles, multi-utility vehicles, three wheelers and tractors. In addition, we provide ancillary

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Shriram Transport Finance Company Ltd. For Private & Confidential

equipment and vehicle parts finance, such as loans for tyres and engine replacements, and provide working capital facility for FTUs and SRTOs. We also provide ancillary financial services targeted at commercial vehicle operators such as freight bill discounting and also market co-branded credit cards targeted at commercial vehicle operators in India, thereby providing comprehensive financing solutions to the road logistics industry in India.

* Source: The D&B Research Report, in terms of their research based on various financial and non financial parameters.

We have recently forayed into the business of providing stock yard services, refurbishing pre-owned commercial vehicles and construction equipment and providing a trading platform for the auctioning and sale of such pre-owned commercial vehicles and construction equipment, showrooms for refurbished pre-owned commercial vehicles, as well as commercial vehicles repossessed by financing companies, through our wholly-owned subsidiary, Shriram Automall India Limited, which was incorporated on February 11, 2010.

We have also forayed into the business of providing equipment finance in connection with both new and pre-owned construction and other equipment, through our wholly owned subsidiary, Shriram Equipment Finance Company Limited, which was incorporated on December 15, 2009 and received a certificate of registration dated October 8, 2010, to carry on the business of a NBFC (without accepting public deposits) from the RBI.

Our current lines of business and organisational structure are as follows:

Our Company was established in 1979 and we have a long track record of over three decades in the commercial vehicle financing industry in India. The Company has been registered as a deposit-taking NBFC with the RBI since September 4, 2000 under Section 45IA of the Reserve Bank of India Act, 1934. We are a part of the Shriram group of companies which has a strong presence in financial services in India, including commercial vehicle financing, consumer finance, life and general insurance, stock broking, chit funds and distribution of financial products such as life and general insurance products and mutual fund products, as well as a growing presence in other businesses such as property development, engineering projects and information technology.

Our widespread network of branches across India has been a key driver of our growth over the years. As of March 31, 2012 we had 502 branches across India, including at most of the major commercial vehicle hubs along various road

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transportation routes in India. We have also strategically expanded our marketing network and operations by entering into partnership and co-financing arrangements with private financiers in the unorganized sector involved in commercial vehicle financing. As of March 31, 2012 our total employee strength was 15,057.

We have demonstrated consistent growth in our business and in our profitability. Our Assets Under Management include loan assets in the books of our Company and assets that have been securitized / assigned by us.

Our Assets Under Management has grown by a compounded annual growth rate, or CAGR, of 19.74 % from Rs. 19,60,739.26 lacs (comprising Assets Under Management in the books of our Company of Rs. 15,20,683.42 lacs, loan assets securitized and assigned of Rs. 4,18,610.03 lacs and portfolio managed by our Company of Rs. 21,445.81 lacs) as of March 31, 2008 on an unconsolidated basis to Rs. 40,30,662.79 lacs (comprising Assets Under Management in the books of our Company of Rs. 22,08,048.80 lacs, and loan assets securitized and assigned of Rs. 18,22,613.99 lacs) as of March 31, 2012 on an unconsolidated basis. Our capital adequacy ratio as of March 31, 2012 computed on the basis of applicable RBI requirements was 22.26 % on an unconsolidated basis, compared to the RBI stipulated minimum requirement of 15.00%. Our Tier I capital as of March 31, 2012 was Rs. 4,77,200.43 lacs on an unconsolidated basis. Our Gross NPAs as a percentage of Total Loan Assets were 3.14 % as of March 31, 2012. Our Net NPAs as a percentage of Net Loan Assets was 0.45% as of March 31, 2012 on an unconsolidated basis.

Our total income on an unconsolidated basis increased from 2,51,504.11 lacs in fiscal 2008 to 5,89,387.66 lacs in fiscal 2012 at a CAGR of 23.73%. Our net profit after tax increased from Rs. 38,982.65 lacs in fiscal 2008 to Rs. 1,25,744.96 lacs in fiscal 2012, at a CAGR of 34.02%. A summary of our assets under management, total income and Net profit after tax for the corresponding periods specified below on an unconsolidated basis are as follows:

Rs. in Lacs

Particulars As at March As at March As at March As at March As at March 31, 2008 31, 2009 31, 2010 31, 2011 31, 2012

Assets Under Management 19,60,739.26 23,35,423.75 29,18,593.48 36,18,263.32 40,30,662.79

Net Non performing assets 13,553.78 14,746.53 12,488.76 7,445.92 9,772.14

For the For the For the For the For the Financial Year Financial Year Financial Year Financial Financial Ended March Ended March ended March year ended year ended 31, 2008 31, 2009 31, 2010 March 31, March 31, 2011 2012

Total Income 2,51,504.11 3,73,763.10 4,50,138.30 5,40,105.45 589,387.66

Net Profit after Tax 38,982.65 61,240.21 87,311.74 1,22,988.00 125,744.96

Our Strengths

We believe that the following are our key strengths:

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Shriram Transport Finance Company Ltd. For Private & Confidential

The largest asset financing NBFC in India

The D&B Research Report had named our Company as the largest asset financing NBFC in India in their research based on various financial and non financial parameters.

* Source: The D&B Research Report, in terms of their research based on various financial and non financial parameters.

We primarily cater to FTUs and SRTOs and we believe we are among the leading financing institutions in the organized sector in this particular segment. Our widespread network of 502 branches across India as of March 31, 2012 enables us to access a large customer base including in most major and minor commercial vehicle hubs along various road transportation routes in India. We believe that our widespread branch network enables us to service and support our existing customers from proximate locations which provide customers easy access to our services. We have also strategically expanded our marketing and customer origination network by entering into partnership and co-financing arrangements with private financiers involved in commercial vehicle financing. We believe our relationship with these partners is a critical factor in sourcing new customers and enhancing reach and penetration at low upfront capital cost. The relationships we have developed with our customers provide us with opportunities for repeat business and to cross sell our other products as well as derive benefit from customer referrals.

Our Assets Under Management on an unconsolidated basis as of March 31, 2012, was Rs. 40,30,662.79 lacs (comprising Assets Under Management in the books of our Company of Rs. 22,08,048.80 lacs, loan assets securitized and assigned of Rs. 18,22,613.99 lacs). This is supported by a strong capital base, with share capital of Rs. 22,632.46 lacs and reserves and surplus of Rs. 5,76,598.79 lacs, on an unconsolidated basis, as of March 31, 2012. Our capital adequacy ratio as of March 31, 2012 computed on the basis of applicable RBI requirements was 22.26%, on an unconsolidated basis compared to the RBI stipulated minimum requirement of 15.00%. Our Tier I capital as of March 31, 2012 was Rs. 4,77,200.43 lacs on an unconsolidated basis.

Access to a range of cost effective funding sources

We fund our capital requirements through a variety of sources. Our fund requirements are currently predominantly sourced through term loans from banks, issue of redeemable non-convertible debentures, and cash credit from banks including working capital loans. We access funds from a number of credit providers, including nationalized banks, private Indian banks and foreign banks, and our track record of prompt debt servicing has allowed us to establish and maintain strong relationships with these financial institutions. We also place commercial paper and access inter- corporate deposits, if required. As a deposit-taking NBFC, we are also able to mobilize retail fixed deposits at competitive rates. We have also raised subordinated loans eligible for Tier II capital. We undertake securitization and assignment transactions as a cost effective source of funds.

In relation to our long-term debt instruments, we currently have long term ratings of „CARE AA+‟ from CARE, „FITCH AA(ind)‟ from FITCH and „CRISIL AA/Stable‟ from CRISIL. In relation to our short-term debt instruments, we have also received short term ratings of „CRISIL A1+‟ from CRISIL. The rating of the NCDs by CRISIL/CARE (whichever applicable) indicates high degree of safety regarding timely servicing of financial obligations and carrying very low credit risk.

We believe that we have been able to achieve a relatively stable cost of funds despite the difficult conditions in the global and Indian economy and the resultant reduced liquidity and an increase in interest rates, primarily due to our

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improved credit ratings, effective treasury management and innovative fund raising programs. We believe we are able to borrow from a range of sources at competitive rates.

The RBI currently mandates domestic commercial banks operating in India to maintain an aggregate 40.0% (32.0% for foreign banks) of adjusted net bank credit or credit equivalent amount of off-balance sheet exposure, whichever is higher as “priority sector advances”. These include advances to agriculture, micro and small enterprises (including SRTOs, which constitute the largest proportion of our loan portfolio), micro enterprises within the micro and small enterprises sector, export credit, advances to weaker sections where the Government seeks to encourage flow of credit for developmental reasons. Banks in India that have traditionally been constrained or unable to meet these requirements organically, have relied on specialized institutions like us that are better positioned to or exclusively focus on originating such assets through purchase of assets or securitized and assigned pools to comply with these targets. Our securitized and assigned asset pools are particularly attractive to these banks as such transactions provide them with an avenue to increase their asset base through low cost investments and limited risk. Majority of our loan portfolio being classified as priority sector lending also enables us to negotiate competitive interest rates with banks, NBFCs and other lenders. In fiscal 2010, 2011 and 2012 the total book value of loan assets securitized and assigned on an unconsolidated basis was Rs. 8,75,681.04 lacs, Rs. 10,20,361.35 lacs and Rs. 8,34,613.44 lacs, respectively.

Unique business model and a track record of strong financial performance

We primarily cater to FTUs and SRTOs and we believe we are the only financing institution in the organized sector providing finance to FTUs and SRTOs in the pre-owned commercial vehicle finance segment. Most of our customers are not a focus segment for banks or other NBFCs as these customers lack substantial credit history and other financial documentation on which many of such financial institutions rely to identify and target new customers. As the market for commercial vehicle financing, especially the pre-owned commercial vehicle financing, is fragmented, we believe our credit evaluation techniques, relationship based approach, extensive branch network and strong valuation skills make our business model unique and sustainable as compared to other financiers. In particular, our internally- developed valuation methodology requires deep knowledge and practical experience developed over a period of time, and we believe this is a key strength that is difficult to replicate. We provide finance to pre-owned commercial vehicle operators at favourable interest rates and repayment terms as compared to private financiers in the unorganized sector.

Our retail focus, stringent credit policies and relationship based model has helped us maintain relatively low NPA levels. Our Gross NPAs as a percentage of Total Loan Assets were 3.14% as of March 31, 2012. Our Net NPAs as a percentage of Net Loan Assets was 0.45% as of March 31, 2012.

Strong brand name

We believe that the "Shriram" brand is well established in commercial vehicle financing throughout India. We believe that we are the only financing company in the organized sector with particular focus on the pre-owned commercial vehicle financing segment to FTUs and SRTOs in India. Our targeted focus on and the otherwise fragmented nature of this market segment, our widespread branch network, particularly in commercial vehicle hubs across India, as well as our large customer base has enabled us to build a strong brand. Our efficient credit approval procedures, credit delivery process and relationship-based loan administration and monitoring methodology have also aided in increasing customer loyalty and earn repeat business and customer referrals.

Extensive experience and expertise in credit appraisal and collection processes

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Shriram Transport Finance Company Ltd. For Private & Confidential

We have developed a unique business model that addresses the needs of a specific market segment with increasing demand. We focus on closely monitoring our assets and borrowers through product executives who develop long-term relationships with commercial vehicle operators, which enables us to capitalize on local knowledge. We follow stringent credit policies, including limits on customer exposure, to ensure the asset quality of our loans and the security provided for such loans. Further, we have nurtured a culture of accountability by making our product executives responsible for loan administration and monitoring as well as recovery of the loans they originate.

Extensive expertise in asset valuation is a pre-requisite for any NBFC providing loans for pre-owned assets. Over the years, we have developed expertise in valuing pre-owned vehicles, which enables us to accurately determine a recoverable loan amount for commercial vehicle purchases. We believe a tested valuation technique for these assets is a crucial entry barrier for others seeking to enter our market segment. Furthermore, our entire recovery and collection operation is administered in-house and we do not outsource loan recovery and collection operations. We believe that our loan recovery procedure is particularly well-suited to our target market in the commercial vehicle financing industry, as reflected by our high loan recovery ratios compared to others in the financial services industry, and we believe that this knowledge and relationship based recovery procedure is difficult to replicate in the short to medium term.

Experienced senior management team

As on the date of this Information Memorandum, our Board consists of eight Directors, including representatives of Newbridge India Investments II Limited (TPG Group), with extensive experience in the automotive and/or financial services sectors. Our senior and middle management personnel have significant experience and in-depth industry knowledge and expertise. Most of our senior management team has grown with our Company and have more than 15 years of experience with us. Our management promotes a result-oriented culture that rewards our employees on the basis of merit. In order to strengthen our credit appraisal and risk management systems, and to develop and implement our credit policies, we have hired a number of senior managers who have extensive experience in the Indian banking and financial services sector and in specialized lending finance firms providing loans to retail customers. We believe that the in-depth industry knowledge and loyalty of our management and professionals provide us with a distinct competitive advantage.

Our Strategies

Our key strategic priorities are as follows:

Further expand operations by growing our branch network and increasing partnership and co-financing arrangements with private financiers

We intend to continue to strategically expand our operations in target markets that are large commercial vehicle hubs by establishing additional branches. Our marketing and customer origination and servicing efforts strategically focus on building long term relationships with our customers and address specific issues and local business requirements of potential customers in a particular region. We also intend to increase our operations in certain regions in India where we historically had relatively limited operations, such as in eastern and northern parts of India, and to further consolidate our position and operations in western and southern parts of India.

The pre-owned commercial vehicle financing industry in India is dominated by private financiers in the unorganized sector. We intend to continue to strategically expand our marketing and customer origination network by entering into

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Shriram Transport Finance Company Ltd. For Private & Confidential

partnership and co-financing arrangements with private financiers across India involved in commercial vehicle financing. In view of the personnel-intensive requirements of our operations, we continue to focus on growing our business by increasingly relying on partnership arrangements to effectively leverage the local knowledge, infrastructure and personnel base of our partners.

Continue to develop our “Automall” business through our wholly-owned subsidiary Shriram Automall India Limited

Through our wholly-owned subsidiary Shriram Automall India Limited, we have recently forayed into the business of developing hubs across India called "Automalls" which are aimed at providing (i) stock yard services for pre-owned and/or repossessed commercial vehicles, construction and other equipment, (ii) refurbishing pre-owned and/or repossessed commercial vehicles and construction and other equipment, (iii) providing a trading platform for the auctioning and sale of such commercial vehicles, construction and other equipment, and (iv) providing showrooms for refurbished pre-owned commercial vehicles. Our "Automalls" are being developed as a one-stop shop catering to the various needs of commercial vehicle and equipment users, banks, NBFCs and other lenders who wish to dispose of repossessed assets, automobile and equipment dealers and manufacturers. As on date, we have nine operational "Automalls", where we currently are providing stock-yard services, refurbishing of commercial vehicles and equipment, sale of commercial vehicles and equipment through auctions. We provide electronic touch-screen kiosks at our Companies various branch offices. We intend to gradually expand our "Automall" business by establishing between 50 and 60 "Automalls" in various parts of the country in the next 12 to 24 months. We are in the process of identifying and acquiring properties on a leasehold basis at various locations where we intend to establish our next "Automalls". Further, we propose to also provide online sale of commercial vehicles and equipment through a website, which is in the process of being developed. We also intend to provide valuation services and end-to-end "refurbishing" services relating to automobiles and equipment at our "Automalls" in the near future. We propose to work in close alliance with various banks and financial institutions, vehicle and equipment users, manufacturers, and dealers to consolidate and develop our "Automall" business to cater to their specific requirements.

We believe the following are advantages of our "Automall" business:

Results in fee-based income; Offers loan origination opportunities to our Company as it can finance sales of commercial vehicles sold through the “Automall” platform/s; Eases liquidation of assets repossessed by our Company; and Enables us to institutionalize valuation practices and create valuation bench marks.

Consolidate and expand our construction and equipment finance business through our wholly-owned subsidiary, Shriram Equipment Finance Company Limited

We have also forayed into the business of providing equipment finance in connection with both new and pre-owned construction and other equipment, through our wholly owned subsidiary, Shriram Equipment Finance Company Limited, which received a certificate of registration dated October 8, 2010, to carry on the business of a NBFC (without accepting public deposits) from the RBI. As on March 31, 2011 and March 31, 2012, Shriram Equipment Finance Company Limited had disbursed equipment finance loans aggregating to Rs. 65,643.40 lacs and Rs. 164,061.63 lacs, respectively on an unconsolidated basis. We believe that infrastructure development and construction businesses are likely to benefit from the significant investment in infrastructure by the Government of India and state

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governments and as well as by the private sector. Many of our customers have upgraded themselves and have become a sub-contractor and we believe that the construction equipment business segment will be a logical extension of our product portfolio for our existing customer base

We believe that with the global meltdown many of the existing equipment financiers have stopped funding the construction equipment and consequently a vacuum has been created in the market. We aim to tap the existing customer base and the new set of customers. We believe that the construction equipment finance segment provides significant growth opportunity, and intend to increasingly focus on construction equipment finance as a distinct business segment.

Diversify our product portfolio

We are focused on leveraging our leadership in truck financing to expand our product portfolio, which now also includes financing for passenger commercial vehicles, multi-utility vehicles, three-wheelers and tractors. We expect this will enable us to offer new products to existing customers and expand our customer base. These products have strong synergies with the truck financing sector which is our primary business line. Further, by offering additional downstream products, such as vehicle parts and other ancillary loans, credit cards and freight bill discounting, we maintain contact with the customer throughout the product lifecycle and increase our revenues. The relationships we have developed with our customers provide us with opportunities for repeat business and to cross sell our other products and products of our affiliates.

Continue to implement advanced processes and systems

Our information technology strategy is designed to increase our operational and managerial efficiency. We aim to increasingly use technology in streamlining our credit approval, administration and monitoring processes to meet customer requirements on a real-time basis. We aim to continue to implement technology led processing systems to make our appraisal and collection processes more efficient, facilitate rapid delivery of credit to our customers and augment the benefits of our relationship based approach. We also believe deploying strong technology systems that will enable us to respond to market opportunities and challenges swiftly, improve the quality of services to our customers, and improve our risk management capabilities.

Our Company’s Financial Products

Commercial Vehicle Finance

We are principally engaged in the business of providing commercial vehicle financing to FTUs and SRTOs. FTUs are principally former truck drivers who purchase trucks for use in commercial operations and SRTOs are principally small truck operators owning between one and four used commercial vehicles. Our financing products are principally targeted at the financing of pre-owned trucks and other commercial vehicles, although we also provide financing for new commercial vehicles. Pre-owned commercial vehicles financed by us are typically between five and 12 years old. We also provide financing for other kinds of pre-owned and new commercial vehicles, including passenger vehicles, multi-utility vehicles, tractors and three wheelers.

Vehicle Parts Finance and other ancillary activities

Our customers also require financing for the purchase of vehicle parts in connection with the operation of their trucks and other commercial vehicles. We also offer financing for the acquisition of new and pre-owned vehicle equipment

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and accessories, such as tyres, engines, chassis, and other vehicle parts.

We have entered into an agreement with (formerly UTI Bank Limited) to market co-branded Visa credit cards to commercial vehicle operators for use in India and Nepal. We provide marketing assistance for the sourcing of prospective customers for such credit cards as well as assist in customer verification procedures. Axis Bank however retains the right to approve the application by any such customer. Access to such additional credit enables our customers to meet their short term financial requirements, including working capital requirements.

IV. Brief history of our Company

Our Company was incorporated as a public limited company under the provisions of the Act, by a certificate of incorporation dated June 30, 1979, issued by the ROC, Tamil Nadu, Chennai. Our Company commenced its operations, pursuant to a certificate of commencement of business dated October 9, 1979. Subsequently, our Company has obtained a certificate of registration dated September 4, 2000 bearing registration no. A-07-00459 issued by the RBI to carry on the activities of a NBFC under section 45 IA of the RBI Act, 1934, which has been renewed on April 17, 2007, (bearing registration no. 07-00459). The registered office of our Company is Mookambika Complex, 3rd Floor, No. 4, Lady Desika Road, Mylapore, Chennai, Tamil Nadu – 600004.

Amalgamation of Shriram Investments Limited and Shriram Overseas Finance Limited with our Company

The Hon‟ble High Court of Madras vide its order dated November 25, 2005, approved the scheme of arrangement and amalgamation of the erstwhile SIL, with our Company, (“SIL Scheme of Merger”). The appointed date for the SIL Scheme of Merger was April 1, 2005 and the record date for the purposes of re-organisation and issue of shares was December 21, 2005.

The Hon‟ble High Court of Madras vide its order dated December 1, 2006, approved the scheme of arrangement and amalgamation of the erstwhile SOFL with our Company, (“SOFL Scheme of Merger”). The appointed date for the SOFL Scheme of Merger was April 1, 2005 and the record date for the purposes of re-organisation and issue of shares was February 9, 2007.

Proposed Amalgamation of Shriram Holdings (Madras) Private Limited with our Company

The Board of Directors of our Company and the board of directors of SHMPL have in their respective board meetings, both held on December 21, 2011, have passed resolutions, approving a scheme of amalgamation and arrangement, whereby the business and undertaking of our Promoter is proposed to be merged into our Company. The Competition Commission of India has approved the proposed SHMPL Scheme, pursuant to its order dated January 17, 2012. The NSE and the BSE have issued their no-objection to the proposed SHMPL Scheme, pursuant to their letters dated February 23, 2012 and February 22, 2012, respectively. In the court convened meetings of our equity shareholders and secured creditors of our Company both held on June 14, 2012, the SHMPL Scheme was approved by requisite majority of equity shareholders and unanimously by secured creditors present and voting at the respective meetings. Our Company has filed a petition dated June 25, 2012, before the Hon‟ble High Court of Madras, pursuant to Sections 391 to 394 read with Sections 100 to 104 of the Act seeking approval to the SHMPL Scheme. Pursuant to the proposed SHMPL Scheme, 9,38,72,380 equity shares of the face value of Rs. 10 each fully paid up of our Company, shall be issued and allotted, to the members of our Promoter whose names are recorded in the register of members of our Promoter on the specified date in connection with the proposed SHMPL Scheme, in the ratio of 313:124 i.e. 313 equity shares of the face value of Rs. 10 each fully paid up of our Company to be issued for every 124 equity shares of

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Shriram Transport Finance Company Ltd. For Private & Confidential

the face value of Rs. 10 each fully paid up of our Promoter, held by the respective members. Accordingly, 9,33,71,512 (Nine crores thirty three Lacs seventy one thousand five hundred and twelve only) equity shares of the face value of Rs. 10 each of our Company, currently held by our Promoter shall stand cancelled pursuant to the SHMPL Scheme coming into effect. For further details, please refer to

The Financial Results of the Company is as follows. (Rs In Lacs)

Particulars FY 2011-12 FY 2010-11 (A) FY 2009-10 (A) Gross income 5,89,387.66 5,42,965.40 4,49,588.96

Expenditure 2,46,120.55 2,27,195.95 2,24,681.22

Profit before tax 1,88,091.02 1,84,892.76 1,32,459.12

Tax 62,346.06 61,904.76 45,147.38

Profit after tax 1,25,744.96 122,988.00 87,311.74

Add: Balance brought forward 1,40,584.25 93,001.65 58,309.25

Amount available for appropriation 2,66,364.36 215,989.65 145,620.99

Total Assets & Loans and Advances 35,77,747.76 3,157,149.63 2,693,557.57

Total Liabilities including Loans 29,78,516.51 2,670,404.82 2,313,027.74 5,99,231.25 Networth 486,744.81 380,529.83

Summary of last three audited Balance Sheet and Profit and Loss Account with qualifications by auditors

FINANCIAL SUMMARY FY 2011-12 FY 2010-11 (A) FY 2009-10 (A) • EQUITY 22,632 22,618 22,554

• NET WORTH 5,99,231.25 486,744.81 380,529.83

• INVESTMENT IN 29000 17000 21500 SUBSIDARIES / AFFILIATES

• TOTAL DEBT OUTSTANDING - SHORT TERM (<1 YEAR) 844051.97 19,88,171.00 18,45,991.00 - OTHER DEBT

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Shriram Transport Finance Company Ltd. For Private & Confidential

• GROSS INCOME 5,89,387.66 5,42,965.40 4,49,588.96

166142 123277 • OPERATING PROFIT (PBITD) 418,633

• GROSS PROFIT (PBTD) 1,88,091.02 1,84,892.76 1,32,459.12

• NET PROFIT (POST TAX) 1,25,744.96 122,988.00 87,311.74

AUDIT QUALIFICATIONS (if any) Not Applicable Not Applicable Not Applicable

Interim Accounts, If any - Not Applicable

Capital Structure History

Details of Capital Structure

The share capital of the Company as on 5th May 2012 is set forth below:

Share Capital Rupees in Lacs

AUTHORISED SHARE CAPITAL

33,50,00,000 Equity Shares of Rs. 10/- each 33,500

2,00,00,000 Preference Shares of Rs. 100/- each 20,000

TOTAL 53,500

ISSUED

22,63,54,709 Equity Shares of Rs. 10 /- each 22,635.47

SUBSCRIBED

22,63,54,709 Equity Shares of Rs. 10 /- each 22,635.47

PAID-UP SHARE CAPITAL

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Shriram Transport Finance Company Ltd. For Private & Confidential

Share Capital Rupees in Lacs

22,63,00,568 Equity Shares of Rs. 10/- each 22,630.06

48,000 Equity Shares of Rs. 10/- each, paid up Rs. 5/- each 2.40

TOTAL 22,632.46

NOTES:

Of the total Equity shares an aggregate of 7,92,79,236 Equity Shares have been allotted for consideration other than cash of which:

a. 6,06,33,350 fully paid-up Equity Shares of our Company have been allotted to the shareholders of SIL, pursuant to a scheme of amalgamation sanctioned by the Hon’ble High Court of Madras vide its order dated November 25, 2005, in a ratio of 1 fully paid up Equity Share of our Company, for every 1 fully paid up equity share of the face value of Rs. 10/- each, of SIL; and

b. 1,86,45,886 fully paid-up Equity Shares of our Company have been allotted to the shareholders of SOFL, pursuant to a scheme of amalgamation sanctioned by the Hon’ble High Court of Madras vide its order dated December 1, 2006, in a ratio of 3 fully paid up Equity Shares of our Company, for every 5 fully paid up equity shares of the face value of Rs. 10/- each, of SOFL

(i) Pursuant to the issuance of 64,95,420 Equity Shares on a rights basis on April 21, 1995, 64,84,910 Equity Shares were allotted, and 10,510 Equity Shares were kept in abeyance and not allotted, on account of unavailability of certain information in connection with certain applicants of Equity Shares in the said rights issue. Subsequently, 2,369 Equity Shares and 2,000 Equity Shares of the aforementioned Equity Shares kept in abeyance were allotted on November 11, 1995 and December 28, 1995, respectively. Currently, 6,141 Equity Shares are still kept in abeyance and pending allotment.

(ii) 48,000 equity shares of Rs. 10/- each of SIL, on which Rs. 5/- was paid up for each of the said shares, were forfeited on January 17, 1997, (“Forfeited Shares”). Pursuant to the scheme of amalgamation sanctioned by the Hon’ble High Court of Madras vide its order dated November 25, 2005, as detailed in para (a) above, the Forfeited Shares have become a part of the share capital of our Company, by operation of law.

Changes in the authorised capital of our Company as on 5th May 2012:

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Shriram Transport Finance Company Ltd. For Private & Confidential

Sr. FY Alteration No. 1. 1983 The Authorised share capital of our Company was increased from Rs. 10,00,000 divided into 1,00,000 Equity Shares to Rs. 50,00,000 divided into 5,00,000 Equity Shares.

2. 1986 The Authorised share capital of our Company was increased from Rs. 50,00,000 divided into 5,00,000 Equity Shares to Rs. 1,00,00,000 divided into 10,00,000 Equity Shares.

3. 1989 The Authorised share capital of our Company was increased from Rs. 1,00,00,000 divided into 10,00,000 Equity Shares to Rs. 2,00,00,000 divided into 20,00,000 Equity Shares.

4. 1991 The Authorised share capital of our Company was increased from Rs. 2,00,00,000 divided into 20,00,000 Equity Shares to Rs. 6,50,00,000 divided into 65,00,000 Equity Shares.

5. 1995 The Authorised share capital of our Company was increased from Rs. 6,50,00,000 divided into 65,00,000 Equity Shares to Rs. 40,00,00,000 divided into 3,00,00,000 Equity Shares and 10,00,000 cumulative redeemable preference shares of Rs. 100 each.

6. 1997 The Authorised share capital of our Company was increased from Rs. 40,00,00,000 divided into 300,00,000 Equity Shares and 10,00,000 cumulative redeemable preference shares of Rs. 100 each to Rs. 60,00,00,000 divided into 500,00,000 Equity Shares and 10,00,000 cumulative redeemable preference shares of Rs. 100 each.

7. 1998 The Authorised share capital of our Company was increased from Rs. 60,00,00,000 divided into 500,00,000 Equity Shares and 10,00,000 cumulative redeemable preference shares of Rs. 100 each to Rs. 65,00,00,000 divided into 500,00,000 Equity Shares and 15,00,000 cumulative redeemable preference shares of Rs. 100 each

8. 2000 The Authorised share capital of our Company was increased from Rs. 65,00,00,000 divided into 500,00,000 Equity Shares and 15,00,000 cumulative redeemable preference shares of Rs. 100 each to Rs. 90,00,00,000 divided into 500,00,000 Equity Shares and 40,00,000 cumulative redeemable preference shares of Rs. 100 each

9. 2003 The Authorised share capital of our Company was increased from Rs. 90,00,00,000 divided into 500,00,000 Equity Shares and 40,00,000 cumulative redeemable preference shares of Rs. 100 each to Rs. 1,15,00,00,000 divided into 7,50,00,000 Equity Shares each and 40,00,000 cumulative redeemable preference shares of Rs. 100 each

10. 2004 The Authorised share capital of our Company was increased from Rs. 1,15,00,00,000 divided into 7,50,00,000 Equity Shares and 40,00,000 cumulative redeemable preference shares of Rs. 100 each to Rs. 1,25,00,00,000 divided into 7,50,00,000 Equity Shares and 50,00,000 cumulative redeemable preference shares of Rs. 100 each.

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Shriram Transport Finance Company Ltd. For Private & Confidential

11. 2004 The Authorised share capital of our Company was reorganised from Rs. 1,25,00,00,000 divided into 7,50,00,000 Equity Shares and 50,00,000 cumulative redeemable preference shares of Rs. 100 each to 1,25,00,00,000 divided into 7,50,00,000 Equity Shares and 50,00,000 preference shares of Rs. 100 each.

12. 2006 The Authorised share capital of our Company was increased from Rs. 1,25,00,00,000 divided into 7,50,00,000 Equity Shares and 50,00,000 preference shares of Rs. 100 each to Rs. 3,50,00,00,000 divided into 22,50,00,000 Equity Shares and 1,25,00,000 preference shares of Rs. 100 each

13. 2006 The Authorised share capital of our Company was reorganised from Rs. 3,50,00,00,000 divided into 22,50,00,000 Equity Shares and 1,25,00,000 preference shares of Rs. 100 each to Rs. 4,80,00,00,000 divided into 30,00,00,000 Equity Shares and 1,80,00,000 preference shares of Rs. 100 each*

14. 2006 The Authorised share capital of our Company was reorganised from Rs. 4,80,00,00,000 divided into 30,00,00,000 Equity Shares and 1,80,00,000 preference shares of Rs. 100 each to Rs. 5,35,00,00,000 divided into 33,50,00,000 Equity Shares and 2,00,00,000 preference shares of Rs. 100 each**

NOTES:

* The authorised capital of our Company was increased pursuant to a scheme of amalgamation of the erstwhile SIL, with our Company (“SIL Scheme of Merger”). The appointed date for the SIL Scheme of Merger was April 1, 2005 and the record date for the purposes of re-organisation and issue of shares was December 21, 2005, as approved by the Hon’ble High Court of Madras, vide its order dated November 25, 2005.

** The authorised capital of our Company was increased, pursuant to a scheme of amalgamation of the erstwhile SOFL, with our Company (“SOFL Scheme of Merger”). The appointed date for the SOFL Scheme of Merger was April 1, 2005 and the record date for the purposes of re-organisation and issue of shares was February 9, 2007, as approved by the Hon’ble High Court of Madras, vide its order dated December 1, 2006.

Equity Share Capital History of the Company

Date of Allotment Number of Cumulative Nature of Issue Issue Price Premium (Rs.) shares issued (Rs.) and allotted Paid-up capital in (Rs.)

Subscribers to the MOA and December 30, 1979 50,000 5,00,000 10/- N.A AOA

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Shriram Transport Finance Company Ltd. For Private & Confidential

Date of Allotment Number of Cumulative Nature of Issue Issue Price Premium (Rs.) shares issued (Rs.) and allotted Paid-up capital in (Rs.)

April 17, 1984 2,50,000 30,00,000 Public issue 10/- N.A

4,50,000

(45,000 10/- April 26, 1986 debentures 75,00,000 Rights issue N.A

of Rs. 100/- each)

March 31, 1989 5,75,000 1,32,50,000 Rights issue 10/- N.A

51,70,420

( 3,45,000 November 30, debentures 10/- 6,49,54,200 Public cum Rights Issue N.A 1990 of Rs. 150/- each)

April 21, 1995 64,84,910 12,98,03,300 Rights issue 10/- N.A

November 11, Issue out of shares kept in 2,369 12,98,26,990 10/- N.A 1995 abeyance

Issue out of shares kept in December 28, 1995 2,000 12,98,46,990 10/- N.A abeyance

2,26,71,850

June 26, 1997 ( 45,34,370 10 /- debentures 35,65,65,490 Public cum Rights Issue N.A

of Rs. 50/- each )

November 28, 62,43,000 41,89,95,490 Preferential Issue 12 /- 2/- 2002

April 26, 2004 46,00,000 46,49,95,490 Preferential Issue 29.81/- 19.81/-

July 23, 2004 54,50,000 51,94,95,490 Preferential Issue 25.50/- 15.50/-

February 16, 2005 1,34,79,000 65,42,85,490 Preferential Issue 35/- 25/-

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Shriram Transport Finance Company Ltd. For Private & Confidential

Date of Allotment Number of Cumulative Nature of Issue Issue Price Premium (Rs.) shares issued (Rs.) and allotted Paid-up capital in (Rs.)

For Merger of SIL with our consideration December 23, 2005 6,06,33,350 1,26,06,18,990 N.A. Company other than cash

February 2, 2006 2,44,78,681 1,50,54,05,800 Preferential Issue 112/- 102/-

Conversion of warrants issued August 7, 2006 57,15,000 1,56,25,55,800 on February 16, 2005 on 35/- 25/- preferential basis

January 23, 2007 59,250 1,56,31,48,300 ESOP$ 35/- 25/-

For Merger of SOFL with our consideration February 12, 2007 1,86,45,886 1,74,96,07,160 N.A. Company other than cash

March 27, 2007 79,300 1,75,04,00,160 ESOP$ 35/- 25/-

Conversion of warrants issued March 30, 2007 91,00,000 1,84,14,00,160 on February 2, 2006 on 112/- 102/- preferential basis

March 30, 2007 18,700 1,84,15,87,160 ESOP$ 35/- 25/-

35/- April 27, 2007 16,000 1,84,17,47,160 ESOP$ 25/-

35/- June 30, 2007 19,500 1,84,19,42,160 ESOP$ 25/-

Conversion of warrants issued July 31, 2007 69,00,000 1,91,09,42,160 on February 2, 2006 on 112/- 102/- preferential basis

35/- August 10, 2007 7,000 1,91,10,12,160 ESOP$ 25/-

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Shriram Transport Finance Company Ltd. For Private & Confidential

Date of Allotment Number of Cumulative Nature of Issue Issue Price Premium (Rs.) shares issued (Rs.) and allotted Paid-up capital in (Rs.)

35/- October 13, 2007 34,200 1,91,13,54,160 ESOP$ 25/-

December 14, 2007 1,20,00,000 2,03,13,54,160 Preferential Issue 300/- 290/-

35/- June 25, 2008 87,100 2,03,22,25,160 ESOP$ 25/-

35/- July 14, 2008 81,150 2,03,30,36,660 ESOP$ 25/-

35/- July 24, 2008 94,850 2,03,39,85,160 ESOP$ 25/-

35/- September 19, 2008 74,600 2,03,47,31,160 ESOP$ 25/-

35/- October 27, 2008 29,300 2,03,50,24,160 ESOP$ 25/-

35/- December 10, 2008 9,200 2,03,51,16,160 ESOP$ 25/-

35/- May 16, 2009 34,200 2,03,54,58,160 ESOP$ 25/-

Conversion of warrants issued June 12, 2009 80,00,000 2,11,54,58,160 December 14, 2007 on 300/- 290/- preferential basis

July 16, 2009 95,350 2,11,64,11,660 ESOP$ 35/- 25/-

November 10, 2009 10,96,750 2,12,73,79,160 ESOP$ 35/- 25/-

November 24, 2009 36,650 2,12,77,45,660 ESOP$ 35/- 25/-

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Shriram Transport Finance Company Ltd. For Private & Confidential

Date of Allotment Number of Cumulative Nature of Issue Issue Price Premium (Rs.) shares issued (Rs.) and allotted Paid-up capital in (Rs.)

Qualified Institutional January 28, 2010 11,658,552 2,24,43,31,180 500.80/- 490.80/- Placement

March 26, 2010 10,84,700 2,25,51,78,180 ESOP$ 35/- 25/-

September 09, 2010 20,400 2,25,53,82,180 ESOP$ 35/- 25/-

December 06, 2010 6,22,450 2,26,16,06,680 ESOP$ 35/- 25/-

May 13, 2011 23,400 2,26,18,40,680 ESOP$ 35/- 25/-

September 02, 2011 37,600 2,26,22,16,680 ESOP$ 35/- 25/-

March 29, 2012 78,900 2,26,30,05,680 ESOP$ 35/- 25/-

Total 22,63,00,568 -

$ Equity Shares allotted to the employees of our Company as fully paid up under the Company‟s Employees Stock Option Scheme 2005 on exercise of vested options.

Notes:

1. 45,000 convertible debentures of face value of Rs. 100/- each were issued on April 26, 1986. 15,000 of the convertible debentures were converted into 1,50,000 Equity Shares on October 26, 1986, another 15,000 of the convertible debentures were converted into 1,50,000 Equity Shares on October 26, 1987 and the remaining 15,000 of the convertible debentures were converted into 1,50,000 Equity Shares on October 26, 1988.

2. 3,45,000 convertible debentures of face value of Rs. 150/- each, were issued on November 30, 1990. Pursuant to the conversion of the debentures, 17,25,000 Equity Shares have been allotted on June 1, 1991, 17,25,000 Equity Shares have been allotted on March 1, 1992 and 17,20,420 Equity Shares have been allotted on December 1, 1992.

3. 45,34,370 convertible debentures of face value of Rs. 50/- each were issued on June 26, 1997. Pursuant to the conversion of the debentures, 45,34,370 Equity Shares have been allotted on June 26, 1998, 90,68,740 Equity Shares have been allotted on June 26, 1999 and 90,68,740 Equity Shares have been allotted on June 26, 2000.

4. Pursuant to a scheme of amalgamation sanctioned by the Hon‟ble High Court of Madras vide its order dated

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Shriram Transport Finance Company Ltd. For Private & Confidential

November 25, 2005, our Company issued and allotted 6,06,33,350 fully paid-up Equity Shares of our Company to the shareholders of SIL, whose names appeared in the register of members on record date in connection with the aforesaid scheme of amalgamation, in a ratio of 1 fully paid up Equity Shares of our Company, for every 1 fully paid up equity share of the face value of Rs. 10/- each, of SIL.

5. Pursuant to a scheme of amalgamation sanctioned by the Hon‟ble High Court of Madras vide its order dated December 1, 2006, our Company issued and allotted 1,86,45,886 fully paid-up Equity Shares of our Company to the shareholders of SOFL, whose names appeared in the register of members on record date in connection with the aforesaid scheme of amalgamation, in a ratio of 3 fully paid up Equity Shares of our Company, for every 5 fully paid up equity share of the face value of Rs. 10/- each, of SOFL.

6. On January 28, 2010, our Company issued and allotted 1,16,58,552 Equity Shares of at a price of Rs. 500.80 per such Equity Share, aggregating to Rs. 58,386.03 lacs to Qualified Institutional Buyers pursuant to the provisions of Chapter VIII of the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2009, as amended.

7. The Board of Directors of our Company and the board of directors of SHMPL have in their respective board meetings, both held on December 21, 2011, have passed resolutions, approving a scheme of amalgamation and arrangement, whereby the business and undertaking of our Promoter is proposed to be merged into our Company. The Competition Commission of India has approved the proposed SHMPL Scheme, pursuant to its order dated January 17, 2012. The NSE and the BSE have issued their no-objection to the proposed SHMPL Scheme, pursuant to their letters dated February 23, 2012 and February 22, 2012, respectively. In the court convened meetings of our equity shareholders and secured creditors of our Company both held on June 14, 2012, the SHMPL Scheme was approved by requisite majority of equity shareholders and unanimously by secured creditors present and voting at the respective meetings. Our Company has filed a petition dated June 25, 2012, before the Hon‟ble High Court of Madras, pursuant to Sections 391 to 394 read with Sections 100 to 104 of the Act seeking approval to the SHMPL Scheme. Pursuant to the proposed SHMPL Scheme, 9,38,72,380 equity shares of the face value of Rs. 10 each fully paid up of our Company, shall be issued and allotted, to the members of our Promoter whose names are recorded in the register of members of our Promoter on the specified date in connection with the proposed SHMPL Scheme, in the ratio of 313:124 i.e. 313 equity shares of the face value of Rs. 10 each fully paid up of our Company to be issued for every 124 equity shares of the face value of Rs. 10 each fully paid up of our Promoter, held by the respective members. Accordingly, 9,33,71,512 (Nine crores thirty three Lacs seventy one thousand five hundred and twelve only) equity shares of the face value of Rs. 10 each of our Company, currently held by our Promoter shall stand cancelled pursuant to the SHMPL Scheme coming into effect.

V. Securities issued and sought to be listed under the current document

Private placement of Rated, Secured, Redeemable, Non-Convertible Debentures of the face value of Rs. 10,00,000/- each, to be issued in one or more tranches, aggregrating to Rs. 200.00 crores + Greenshoe of Rs.200 crores.

The Company has obtained Rating for the above said issue. The Debentures have been rated AA+ by Care vide their letter dated 10/10/2012.

For further details of the debentures, please refer the summary term sheet given in Clause XXIII of this document.

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Shriram Transport Finance Company Ltd. For Private & Confidential

VI. Issue Size Private placement of Rated, Secured, Redeemable, Non-Convertible Debentures of the face value of Rs. 10,00,000/- each, to be issued in one or more tranches, aggregrating to Rs. 200.00 crores + Greenshoe of Rs.200 crores.

VII. Details of utilization of the issue proceeds

The current borrowing program will be used to augment the working capital requirements of the Company.

The expenses of the present issue would also be met from the Proceeds of the Issue. The Main Object Clause of the Memorandum of Association of the Company enables it to undertake the activities for which the funds are being raised through the present issue and also the activities, which the Company has been carrying on till date. The Proceeds of this Issue after meeting all expenses of the Issue will be used by the Company for meeting the issue objects.

The Main Objects clause of the Memorandum of Association of our Company permits our Company to undertake the activities for which the funds are being raised through the present Issue and also the activities which our Company has been carrying out till date.

Main objects of our Company

The main objects of our Company as contained in our Memorandum of Association are as follows:

To carry on and undertake business as Financiers and Capitalists, to finance operations of all kinds such as managing, purchasing, selling, hiring, letting on hire and dealing in all kinds of vehicles, motor cars, motor buses, motor lorries, scooters and all other vehicles; To undertake and carry on all operations and transactions in regard to business of any kind in the same way as an individual capitalist may lawfully undertake and carry out and in particular the financing Hire Purchase Contracts relating to vehicles of all kinds; To carry on and undertake business as Financier and Capitalists to finance operations of all kinds such as managing, purchasing, selling, hiring, letting on hire and dealing in all kinds of property, movable or immovable goods, chattels, lands, bullion; To undertake and carry on all operations and transactions in regard to business of any kind in the same manner as an individual capitalist may lawfully undertake and carryout and in particular financing hire purchase contracts relating to property or assets of any description either immovable or movable such as houses, lands, stocks, shares, Government Bonds; To carry on and become engaged in financial, monetary and other business transactions that are usually and commonly carried on by Commercial Financing Houses, Shroffs, Credit Corporations, Merchants, Factory, Trade and General Financiers and Capitalists; To lend, with or without security, deposit or advance money, securities and property to, or with, such persons and on such terms as may seem expedient; To purchase or otherwise acquire all forms of immovable and movable property including Machinery, Equipment, Motor Vehicles, Building, Cinema Houses, Animals and all consumer and Industrial items and to lease or otherwise deal with them in any manner whatsoever including resale thereof, regardless of whether the property purchased, and leased be new and/or used; To provide a leasing advisory counselling service to other entities and/or form the leasing arm for other entities; The Company shall either singly or in association with other Bodies Corporate act as Asset Management Company/Manager/Fund Manager in respect of any Scheme of Mutual Fund whether Open-End Scheme or

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Shriram Transport Finance Company Ltd. For Private & Confidential

Closed-end Scheme, floated/ to be floated by any Trust/Mutual Fund (whether offshore or on shore)/ Company by providing management of Mutual Fund for both offshore and onshore Mutual Funds, Financial Services Consultancy, exchange of research and analysis on commercial basis; Constitute any trust and to subscribe and act as, and to undertake and carry on the office or offices and duties of trustees, custodian trustees, executors, administrators, liquidators, receivers, treasurers, attorneys, nominees and agents; and to manage the funds of all kinds of trusts and to render periodic advice on investments, finance, taxation and to invest these funds from time to time in various forms of investments including shares, term loans and debentures etc.; Carry on and undertake the business of portfolio investment and Management, for both individuals as well as large Corporate Bodies and/or such other bodies as approved by the Government, in Equity Shares, Preference Shares, Stock, Debentures (both convertible and non-convertible), Company deposits, bonds, units, loans obligations and securities issued or guaranteed by Indian or Foreign Governments, States, Dominions, Sovereigns, Municipalities or Public Authorities and/or any other Financial Instruments, and to provide a package of Investment/Merchant Banking Services by acting as Managers to Public Issue of securities, to act as underwriters, issue house and to carry on the business of Registrar to Public issue/various investment schemes and to act as Brokers to Public Issue; Without prejudice to the generality of the foregoing to acquire any share, stocks, debentures, debenture-stock, bonds, units of any Mutual Fund Scheme or any other statutory body including Unit Trust of India, obligations or securities by original subscription, and/or through markets both primary, secondary or otherwise participating in syndicates, tender, purchase, (through any stock exchange, OTC exchange or privately), exchange or otherwise and to subscribe for the same whether or not fully paid up, either conditionally or otherwise, to guarantee the subscription thereof and to exercise and to enforce all rights and powers conferred by or incidental to the ownership thereof and to advance deposit or lend money against securities and properties to or with any company, body corporate, firms, person or association or without security and on such terms as may be determined from time to time; To engage in Merchant Banking activities, Venture Capital, acquisitions, amalgamations and all related merchant banking activities including loan syndication; To carry on the business as manufacturers, Exporters, Importers, Contractors, Sub-contractors, Sellers, Buyers, Lessors or Lessees and Agents for Wind Electric Generators and turbines, Hydro turbines, Thermal Turbines, Solar modules and components and parts including Rotor blades, Braking systems, Tower, Nacelle, Control unit, Generators, etc. and to set up Wind Farms for the company and/or for others either singly or jointly and also to generate, acquire by purchase in bulk, accumulate, sell, distribute and supply electricity and other power (subject to and in accordance with the laws in force from time to time); To carry on business of an investment company or an Investment Trust Company, to undertake and transact trust and agency investment, financial business, financiers and for that purpose to lend or invest money and negotiate loans in any form or manner, to draw, accept, endorse, discount, buy, sell and deal in bills of exchange, hundies, promissory notes and other negotiable instruments and securities and also to issue on commission, to subscribe for, underwrite, take, acquire and hold, sell and exchange and deal in shares, stocks, bonds or debentures or securities of any Government or Public Authority or Company, gold and silver and bullion and to form, promote and subsidise and assist companies, syndicates and partnership to promote and finance industrial enterprises and also to give any guarantees for payment of money or performance of any obligation or undertaking, to give advances, loans and subscribe to the capital of industrial undertakings and to undertake any business transaction or operation commonly carried on or undertaken by capitalists, promoters, financiers and underwriters; To act as investors, guarantors, underwriters and financiers with the object of financing Industrial Enterprises, to lend or deal with the money either with or without interest or security including in current or deposit account with any bank or banks, other person or persons upon such terms, conditions and manner as may from time to time be determined and to receive money on deposit or loan upon such terms and conditions as our Company may approve provided that our Company shall not do any banking business as defined under the Banking Regulations Act, 1949;

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Shriram Transport Finance Company Ltd. For Private & Confidential

To carry on in India or elsewhere the business of consultancy services in various fields, such as, general, administrative, commercial, financial, legal, economic, labour and industrial relations, public relations, statistical, accountancy, taxation and other allied services, promoting, enhancing propagating the activity of investment in securities, tendering necessary services related thereto, advising the potential investors on investment activities, acting as brokers, sub-brokers, Investment Consultant and to act as marketing agents, general agents, sub agents for individuals/ bodies corporate/Institutions for marketing of shares, securities, stocks, bonds, fully convertible debentures, partly convertible debentures, Non-convertible debentures, debenture stocks, warrants, certificates, premium notes, mortgages, obligations, inter corporate deposits, call money deposits, public deposits, commercial papers, general insurance products, life insurance products and other similar instruments whether issued by government, semi government, local authorities, public sector undertakings, companies corporations, co-operative societies, and other similar organizations at national and international levels;

To carry on the business of buying, selling of trucks and other CVs and reconditioning, repairing, remodelling, redesigning of the vehicles and also acting as dealer for the said vehicles, for all the second hand commercial and other vehicles and to carry on the business of buying, selling, importing, exporting, distributing, assembling, repairing and dealing in all types of vehicles including re-conditioned and re-manufactured automobiles, two and three wheelers, tractors, trucks and other vehicles and automobile spares, replacement parts, accessories, tools, implements, tyres and tubes, auto lamps, bulbs, tail light and head light bulbs, assemblies and all other spare parts and accessories as may be required in the automobile industry.

VIII. A statement containing particulars of the dates of, and parties to all Material Contracts and Agreements involving financial obligations of the Company

Certificate of Incorporation of the Company dated June 30, 1979. Memorandum & Articles of Association of the Company The certificate of registration No. 07-00459 dated April 17, 2007 issued by Reserve Bank of India u/s 45 IA of the Reserve Bank of India, 1934. Credit Rating Letter from Care Trustee Consent Letter Registrars‟ Consent Letter dated 20th July 2007. Tripartite agreement with NSDL dated 8th September 2004, respectively. Certified true copy of resolution passed by the Share Holders of the company u/s 293(1)(d) of the Companies Act, 1956 approving the overall borowering limit of the company. Certified true copy of the resolution passed by the Share holders of the Company u/s 293(1)(a) of the Companies Act, 1956 dated 5th July, 2012 authorizing the Board of Directors to create a charge on or hypothecate the assets of the Company. Certified true copy of resolution passed by the Board of Directors, u/s 292(1)(b) of the Companies Act, 1956, approving the overall NCD limits and the resolution of Banking and Finance Committee of the Board of Directors for the current issue. Share Purchase Agreement dated March 28, 2007, with Ashley Transport Services Limited, Limited and IndusInd Bank Limited. Shareholders‟ agreements/ Share subscription agreements with strategic investors. Agreement dated 8th September 2006 with Axis Bank for issue of Co-branded credit cards. Assignment Agreement dated December 22, 2009 with GE Capital Services India and GE Capital Financial Services. License and User Agreement dated April 1, 2010 with Shriram Ownership Trust. Agreement dated August 21, 2010 with Shriram Capital Limited.

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Shriram Transport Finance Company Ltd. For Private & Confidential

Employee Stock Option Scheme of 2005 of the Company. Copy of the Board Resolution appointing the Managing Director of the Company dated February 10, 2012. Copy of the shareholders‟ resolution appointing the Managing Director of the Company dated July 5, 2012. Copy of the SHMPL Scheme between our Company and SHMPL. Copy of the Board Resolution dated December 21, 2011, approving the scheme of arrangement and amalgamation of Shriram Holdings (Madras) Private Limited with our Company. Order dated January 17, 2012, passed by the Competition Commission of India, approving the SHMPL Scheme. Letter dated February 22, 2012, issued by BSE, approving the SHMPL Scheme. Letter dated February 23, 2012, issued by NSE, approving the SHMPL Scheme. Resolution dated June 14, 2012, passed by the equity shareholders of our Company, approving the SHMPL Scheme. Resolution dated June 14, 2012, passed by the secured creditors of our Company, approving the SHMPL Scheme. Copy of the Petition dated June 25, 2012, filed by our Company, before the Hon‟ble High Court of Madras, pursuant to Sections 391-394 read with Sections 100 to 104 of the Act seeking approval of the SHMPL Scheme. Share Subscription Agreement dated February 2, 2006 and Amendment Agreement dated September 12, 2008 with Newbridge India Investments II Limited, Mr. R. Thyagarajan, Mr. T Jayaraman, Mr. AVS Raja, Shriram Holdings (Madras) Private Limited, Shriram Financial Services Holdings Private Limited, Shriram Recon Trucks Limited and SOFL. Share Purchase Agreement dated March 28, 2007, with Ashley Transport Services Limited, Ashok Leyland Limited and IndusInd Bank Limited. Agreement dated September 8, 2006 and Supplemental Agreement dated July 20, 2007 with Axis Bank Limited, (formerly UTI Bank Limited), in connection with co-branded Credit Cards. Assignment Agreement dated December 22, 2009 with GE Capital Services India and GE Capital Financial Services. License Agreement dated April 1, 2010 with Shriram Ownership Trust. Agreement dated August 21, 2010 with Shriram Capital Limited. Service Agreement dated January 24, 2012 with Shriram Capital Limited.

IX. Details of Borrowings including any other securities in past

A. Details of Secured Borrowings:

Our Company’s secured borrowings (gross of unamortised discount of Rs. 5,139.57 lacs) as on March 31, 2012 amount to Rs. 17,85,710.34 lacs on an unconsolidated basis. The details of the borrowings are set out below:

1. Term Loans from Banks:

(` in lacs)

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Shriram Transport Finance Company Ltd. For Private & Confidential

Sr. Particulars Date of Amount outstanding Maturity date No. disbursement as on March 31, 2012

1. Abu Dhabi Commercial Bank March 1, 2011 1,333.33 March 1, 2014 Limited

2. Allahabad Bank September 26, 300.89 September 26, 2012 2007

3. Allahabad Bank January 28, 2011 10,000.00 January 28, 2015

4. Andhra Bank March 16, 2009 2,417.35 March 16, 2013

5. Andhra Bank November 30, 8,715.45 November 30, 2013 2009

6. Australia & New Zealand Banking January 31, 2012 5,000.00 January 31, 2013 Group Limited

7. Axis Bank Limited December 23, 33,333.33 December 23, 2013 2010

8. Axis Bank Limited February 8, 2011 33,333.33 February 8, 2014

9. Axis Bank Limited June 5, 2010 7.25 May 5, 2015

10. September 29, 24,998.62 September 29, 2015 2011

11. May 16, 2011 16,664.26 May 16, 2016

12. Bank of Maharashtra February 23, 2012 10,000.00 May 24, 2012

13. The Bank of Tokyo – Mitsubhishi August 29, 2011 18,000.00 June 24, 2014 UFJ Limited

14. The Bank of Tokyo – Mitsubhishi May 13, 2010 7,500.00 May 13, 2012 UFJ Limited

15. The Bank of Tokyo – Mitsubhishi March 24, 2011 2,000.00 June 24, 2014 UFJ Limited

16. Barclays Bank November 14, 3,796.27 November 8, 2012 2011

17. Barclays Bank November 21, 7,630.50 November 15, 2012 2011

18. Calyon Bank March 10, 2011 5,000.00 March 10, 2013

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Shriram Transport Finance Company Ltd. For Private & Confidential

Sr. Particulars Date of Amount outstanding Maturity date No. disbursement as on March 31, 2012

19. June 26, 2009 7,812.50 June 26, 2013

20. Canara Bank November 25, 21,875.00 November 25, 2013 2009

21. Canara Bank November 5, 2008 3,750.00 November 5, 2012

22. Canara Bank March 31, 2009 6,250.00 March 31, 2013

23. Canara Bank October 17, 2008 3,750.00 October 17, 2012

24. June 30, 2009 6,250.00 June 30, 2013

25. Citi Bank N.A. October 25, 2011 10,000.00 October 24, 2012

26. Limited June 16, 2010 1,783.80 June 16, 2015

27. Corporation Bank March 26, 2009 624.77 March 26, 2013

28. Corporation Bank March 25, 2010 5,998.55 March 25, 2015

29. Corporation Bank December 31, 7,500.00 December 31, 2015 2010

30. Development Bank of Singapore June 15, 2010 10,900.00 June 15, 2012 Limited

31. Development Bank of Singapore March 9, 2011 11,000.00 October 9, 2014 Limited

32. Development Bank of Singapore March 23, 2011 5,000.00 October 23, 2014 Limited

33. Dena Bank July 31, 2009 7,505.10 July 31, 2013

34. Deutsche Bank April 9, 2010 10,000.00 October 8, 2012

35. Dhanlaxmi Bank Limited March 12, 2010 2,669.51 March 12, 2014

36. Limited June 28, 2011 10,000.00 March 31, 2014

March 31, 2011 March 31, 2014

37. HDFC Bank Limited July 25, 2008 1,071.43 July 25, 2012

38. HDFC Bank Limited May 12, 2010 21.19 May 5, 2015

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Shriram Transport Finance Company Ltd. For Private & Confidential

Sr. Particulars Date of Amount outstanding Maturity date No. disbursement as on March 31, 2012

39. HDFC Bank Limited October 3, 2009 5,000.00 October 3, 2013

40. Hongkong and Shanghai Banking February 4, 2011 5,750.00 February 4, 2014 Corporation Limited

41. Hongkong and Shanghai Banking February 4, 2011 2,300.00 February 4, 2014 Corporation Limited

42. Hongkong and Shanghai Banking April 12, 2010 3,611.11 April 12, 2013 Corporation Limited

43. Hongkong and Shanghai Banking May 27, 2011 4,520.00 May 28, 2013 Corporation Limited

44. Hongkong and Shanghai Banking March 23, 2010 3,333.33 April 23, 2013 Corporation Limited

45. Hongkong and Shanghai Banking May 6, 2011 14,000.00 May 6, 2013 Corporation Limited

46. Hongkong and Shanghai Banking August 18, 2010 5,902.78 August 18, 2013 Corporation Limited

47. Industrial Development Bank of August 31, 2010 13,809.52 March 1, 2014 India Limited

48. Industrial Development Bank of March 24, 2009 2,142.86 September 24, 2012 India Limited

49. Industrial Development Bank of September 29, 8,571.43 September 29, 2013 India Limited 2009

50. Industrial Development Bank of October 24, 2008 714.29 July 1, 2012 India Limited

51. Industrial Development Bank of December 10, 1,428.57 July 1, 2012 India Limited 2008

52. January 29, 2010 9,205.36 January 29, 2014

53. Indian Bank June 30, 2010 11,137.07 June 30, 2014

54. Indian Bank June 30, 2011 22,481.65 June 30, 2016

55. January 20, 2011 15,000.00 January 20, 2015

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Shriram Transport Finance Company Ltd. For Private & Confidential

Sr. Particulars Date of Amount outstanding Maturity date No. disbursement as on March 31, 2012

56. ING Vysya Bank Limited October 30, 2009 738.89 October 30, 2012

57. ING Vysya Bank Limited October 14, 2010 4,750.00 September 30, 2013

58. J P Morgan Chase Bank February 14, 2011 10,000.00 May 15, 2013

59. Jammu & Kashmir Bank Limited September 29, 21,428.00 September 29, 2014 2010

60. Karnataka Bank Limited May 28, 2010 2,812.50 May 28, 2014

61. Karur Vysya Bank Limited July 31, 2009 750.00 July 31, 2013

62. Karur Vysya Bank Limited July 20, 2010 1,562.50 July 20, 2014

63. Laxmi Vilas Bank December 31, 9,999.12 December 31, 2012 2010

64. Oriental Bank of Commerce August 24, 2009 2,775.89 August 24, 2012

65. Punjab & Sind Bank November 18, 1,388.86 February 19, 2013 2009

66. Punjab & Sind Bank March 15, 2012 10,000.00 March 15, 2016

67. July 27, 2009 1,176.00 May 27, 2012

68. Punjab National Bank March 26, 2010 7,360.00 January 29, 2013

69. Punjab National Bank December 29, 5,000.00 April 29, 2012 2011

70. Shinhan Bank February 9, 2009 2,800.00 January 1, 2014

71. Societe Generale Bank March 3, 2011 1,750.40 March 20, 2013

72. South Indian Bank Limited August 18, 2008 625.00 August 18, 2012

73. South Indian Bank Limited March 20, 2009 625.00 March 20, 2013

74. South Indian Bank Limited December 17, 2,187.50 December 17, 2013 2009

75. Standard Chartered Bank January 28, 2010 10,000.00 January 28, 2013

76. Standard Chartered Bank February 14, 2011 20,000.00 February 14, 2014

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Shriram Transport Finance Company Ltd. For Private & Confidential

Sr. Particulars Date of Amount outstanding Maturity date No. disbursement as on March 31, 2012

77. State Bank of Bikaner & Jaipur March 31, 2009 1,860.00 March 31, 2013

April 9, 2009 March 31, 2013

78. State Bank of Hyderabad November 5, 2009 10,917.16 November 5, 2013

79. State Bank of Mauritius April 6, 2010 312.50 April 6, 2013

80. State Bank of Mauritius December 30, 1,575.00 December 30, 2013 2010

81. State Bank of Mysore March 5, 2009 2,354.17 March 5, 2013

82. State Bank of Mysore September 19, 1,747.69 October 1, 2012 2008

83. State Bank of Patiala July 30, 2008 2,809.10 July 30, 2012

84. State Bank of Patiala September 29, 7,840.00 September 29, 2013 2009

85. State Bank of Travancore September 29, 1,660.00 September 29, 2012 2009

86. State Bank of Travancore November 9, 2010 7,329.56 November 9, 2015

87. Syndicate Bank September 29, 5,625.00 September 29, 2013 2009

88. Tamilnad Mercantile Bank June 22, 2009 1,562.15 June 22, 2013 Limited

89. UBS A.G. Bank (Rollover) July 30, 2010 10,000.00 July 28, 2012

90. UCO Bank September 25, 5,623.99 September 25, 2013 2009

91. December 31, 13,102.99 December 31, 2013 2009

92. United Bank of India June 3, 2008 312.53 June 1, 2012

93. United Bank of India December 31, 1,874.62 January 1, 2013 2008

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Shriram Transport Finance Company Ltd. For Private & Confidential

Sr. Particulars Date of Amount outstanding Maturity date No. disbursement as on March 31, 2012

94. United Bank of India September 29, 27,000.00 September 29, 2016 2011

95. United Bank of India March 13, 2009 3,735.50 April 1, 2013

96. United Bank of India September 25, 3,739.26 September 25, 2013 2009

97. Vijaya Bank August 28, 2010 3,014.42 August 28, 2014

Total 6,84,425.71

2. Term Loans from Others:

(` in lacs) Sr. Particulars Date of disbursement Amount outstanding Maturity date No. as on March 31, 2012

1. GE Capital Services April 20, 2010 5,000.00 April 20, 2013 Limited

2. Citicorp Finance India July 21, 2011 9,500.00 July 21, 2012 Limited

3. Citicorp Finance India September 29, 2011 10,000.00 September 29, Limited 2012

Total 24,500.00

3. Cash Credit from Banks:

(` in lacs) Sr. Particulars Date of Amount outstanding No. Disbursement as on March 31, 2012

1. Axis Bank Limited September 20, 2010 5,140.85

2. Bank of Baroda July 10, 2010 7,505.27

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Shriram Transport Finance Company Ltd. For Private & Confidential

3. Bank of Ceylon December 7, 2009 599.45

4. Bank of India June 3, 2010 46,502.42

5. Canara Bank March 19, 2011 5,002.20

6. Central Bank of India August 21, 2009 29,517.23

7. Dena Bank August 26, 2010 5,578.23

8. Federal Bank Limited March 16, 2011 2,401.84

9. IDBI Bank Limited January 21, 2008 38,067.91

10. Indian Overseas Bank October 20, 2010 103.47

11. Indusind Bank Limited March 2, 2010 0.03

12. Punjab National Bank December 24, 2007 790.13

13. State Bank of Mysore December 30, 2010 7,502.92

14. State Bank of Travancore October 4, 2010 7,294.05

15. March 29, 2011 45,652.71

16. State Bank of Patiala September 7, 2009 2,537.61

17. UCO Bank September 1, 2009 5,017.67

18. Union Bank of India March 31, 2011 72.86

19. United Bank of India January 10, 2011 14,516.18

20. State Bank of Bikaner & Jaipur March 8, 2011 2,501.11

21. Andhra Bank December 30, 2009 15,027.85

22. Indian Bank January 29, 2010 4,285.51

23. Syndicate Bank March 4, 2010 122.27

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Shriram Transport Finance Company Ltd. For Private & Confidential

24. Allahabad Bank December 22, 2010 19,721.29

25. Vijaya Bank December 30, 2010 9,547.47

26. Corporation Bank December 10, 2010 2,504.97

27. Deutsche Bank September 24, 2009 83.29

Total 277,596.79

4. Our Company has issued secured redeemable non convertible debenture of face value of ` 10,00,000 each on a private placement basis of which ` 328,160.00 lacs (gross of unamortised discount of ` 5,139.57 lacs) is outstanding as on March 31, 2012, the details of which are set forth below:

(` in lacs) Sr. Description Date of Allotment Amount Maturity Date No. outstanding as on March 31, 2012

1. Life Insurance Corporation of India November 3, 2008 30,000.00 November 3, 2013

2. General Insurance Corporation of India November 26, 2008 1,000.00 November 26, 2013

3. Corporation Bank May 4, 2010 2,000.00 May 4, 2013

4. Rural Postal Life Insurance Fund A/C May 4, 2010 500.00 May 4, 2013 UTI Amc

5. Cholamandalam Ms General Insurance May 6, 2010 1,000.00 May 6, 2013 Company Limited

6. Corporation Bank May 6, 2010 1,000.00 May 6, 2013

7. Kotak Mahindra Trustee company May 6, 2010 500.00 May 6, 2013 Limited A/C Kotak Fixed Maturity Plan Series 50

8. ICICI Prudential Multiple Yield Fund- June 15, 2011 2,000.00 June 10, 2014 Three Years Plan A

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Shriram Transport Finance Company Ltd. For Private & Confidential

Sr. Description Date of Allotment Amount Maturity Date No. outstanding as on March 31, 2012

9. Standard Chartered Bank (Mauritius) July 4, 2011 10,000.00 July 4, 2013 Limited –Debt

10. Kotak Mahindra Trustee company July 4, 2011 1,500.00 July 4, 2013 Limited A/C Kotak Fixed Maturity Plan Series 55

11. Kotak Mahindra Trustee company July 4, 2011 1,000.00 July 4, 2013 Limited A/C Kotak Fixed Maturity Plan Series 73

12. Standard Chartered Bank (Mauritius) July 4, 2011 10,000.00 July 4, 2012 Limited –Debt

13. DSP Blackrock Money Manager Fund July 4, 2011 4,000.00 July 4, 2012

14. DSP Blackrock Income Opportunities July 4, 2011 1,000.00 July 4, 2012 Fund

15. HDFC Trustee Company Limited HDFC July 27, 2011 6,500.00 July 27, 2014 MF Monthly Income Plan Long Term Plan

16. IDFC Super Saver Income Fund- Short July 27, 2011 5,600.00 July 27, 2014 Term

17. Standard Chartered Bank (Mauritius) July 27, 2011 4,500.00 July 27, 2014 Limited –Debt

18. HDFC Trustee Company Limited - HDFC July 27, 2011 1,500.00 July 27, 2014 Short Term Plan

19. IDFC Fixed Maturity Plan 3 Year Series – July 27, 2011 1,400.00 July 27, 2014 5

20. IDFC Super Saver Income Fund- Medium July 27, 2011 500.00 July 27, 2014 Term Fund

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Shriram Transport Finance Company Ltd. For Private & Confidential

Sr. Description Date of Allotment Amount Maturity Date No. outstanding as on March 31, 2012

21. Standard Chartered Bank (Mauritius) July 27, 2011 10,000.00 July 19, 2013 Limited –Debt

22. Trustee company July 27, 2011 2,500.00 July 19, 2013 Limited-A/C Reliance Fixed Horizon Fund XX Series 31

23. ICICI Prudential Fixed Maturity Plan July 27, 2011 2,300.00 July 19, 2013 Series 58-Two Year Plan C

24. Tata Trustee Company Limited A/C Tata July 27, 2011 2,000.00 July 19, 2013 Mutual Fund A/C Tata Fixed Maturity Plan - Series 32

25. Kotak Mahindra Trustee company July 27, 2011 700.00 July 19, 2013 Limited A/C Kotak Fixed Maturity Plan Series 55

26. IDFC Fixed Maturity Plan Eighteen July 27, 2011 620.00 July 19, 2013 Months Series 10

27. Sundaram Mutual Fund A/C Sundaram July 27, 2011 500.00 July 19, 2013 FTP – CK

28. Sundaram Mutual Fund A/C Sundaram July 27, 2011 430.00 July 19, 2013 FTP – BF

29. IDFC Premier Equity Fund July 27, 2011 380.00 July 19, 2013

30. Kotak Mahindra Trustee company July 27, 2011 300.00 July 19, 2013 Limited A/C Kotak Fixed Maturity Plan Series 58

31. ICICI Prudential Fixed Maturity Plan July 27, 2011 110.00 July 19, 2013 Series 58-Two Year Plan D

32. ICICI Prudential Short Term Plan July 27, 2011 90.00 July 19, 2013

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Shriram Transport Finance Company Ltd. For Private & Confidential

Sr. Description Date of Allotment Amount Maturity Date No. outstanding as on March 31, 2012

33. Sundaram Mutual Fund A/C Sundaram July 27, 2011 70.00 July 19, 2013 Balanced Fund

34. Kotak Mahindra Trustee company August 10, 2011 1,500.00 October 10, 2013 Limited A/C Kotak Fixed Maturity Plan Series 63

35. ICICI Securities Primary Dealership August 10, 2011 500.00 October 10, 2013 Limited

36. Sundaram Mutual Fund A/C Sundaram August 10, 2011 500.00 October 10, 2013 FTP – BO

37. HSBC Income Fund - Short Term Plan August 10, 2011 2,200.00 September 10, 2013

38. HSBC MIP Savings Plan August 10, 2011 300.00 September 10, 2013

39. Standard Chartered Bank (Mauritius) August 10, 2011 7,000.00 September 2, 2013 Limited –Debt

40. IDFC Fixed Maturity Plan 2 Year Series – August 10, 2011 2,000.00 September 2, 2013 1

41. IDFC Super Saver Income Fund- Short August 10, 2011 1,000.00 September 2, 2013 Term

42. L And T Mutual Fund A/C L And T Fixed August 10, 2011 500.00 August 9, 2013 Maturity Plan Iv (July 24Ma)

43. IDFC Super Saver Income Fund- Short August 25, 2011 5,000.00 August 22, 2014 Term

44. HDFC Trustee Company Limited HDFC August 25, 2011 2,500.00 August 22, 2014 Mf Monthly Income Plan Long Term Plan

45. United Bank of India August 25, 2011 2,500.00 August 22, 2014

45

Shriram Transport Finance Company Ltd. For Private & Confidential

Sr. Description Date of Allotment Amount Maturity Date No. outstanding as on March 31, 2012

46. Tata Trustee Company Limited A/C Tata August 25, 2011 1,000.00 August 22, 2014 Mutual Fund A/C Tata Fixed Tenure Fund - Series 2 Scheme B

47. Max New York Life Insurance Company August 25, 2011 970.00 August 22, 2014 Limited A/C - Ulif00125/06/04Lifegrowth104 - Growth Fund

48. Max New York Life Insurance Company August 25, 2011 250.00 August 22, 2014 Limited A/C - Ulif00225/06/04Lifebalanc104 - Balanced Fund

49. Max New York Life Insurance Company August 25, 2011 150.00 August 22, 2014 Limited A/C - Ulif01425/03/08Lifedynopp104 - Dynamic Opportunities Fund

50. Max New York Life Insurance Company August 25, 2011 100.00 August 22, 2014 Limited A/C - Ulif00525/11/05Pensgrowth104 - Pension Growth Fund

51. Max New York Life Insurance Company August 25, 2011 20.00 August 22, 2014 Limited A/C - Ulif00625/11/05Pensbalanc104 - Pension Balanced Fund

52. Max New York Life Insurance Company August 25, 2011 10.00 August 22, 2014 Limited A/C - Ulif00825/11/05Penssecure104 - Pension Secured Fund

53. ICICI Prudential Life Insurance Company August 25, 2011 5,000.00 August 24, 2016 Limited

54. SBI Life Insurance Company Limited August 25, 2011 2,000.00 August 24, 2016

46

Shriram Transport Finance Company Ltd. For Private & Confidential

Sr. Description Date of Allotment Amount Maturity Date No. outstanding as on March 31, 2012

55. UTI-Unit Linked Insurance Plan August 25, 2011 2,000.00 August 24, 2016

56. UTI - Childrens Career Balanced Plan August 25, 2011 2,000.00 August 24, 2016

57. Bajaj Allianz Life Insurance Company August 25, 2011 1,500.00 August 24, 2016 Limited

58. Max New York Life Insurance Company August 25, 2011 1,000.00 August 24, 2016 Limited A/C - Ulif00125/06/04Lifegrowth104 - Growth Fund

59. UTI Short Term Income Fund August 25, 2011 1,000.00 August 24, 2016

60. Bajaj Allianz General Insurance Company August 25, 2011 1,000.00 August 24, 2016 Limited

61. United Bank of India August 25, 2011 500.00 August 24, 2016

62. Credit Suisse Finance (India) Private September 14, 2011 625.00 September 13, 2021 Limited

63. Credit Suisse Finance (India) Private September 14, 2011 625.00 September 13, 2017 Limited

64. Deutsche Trustee Services (India) November 11, 2011 500.00 October 23, 2014 PrivateLimited A/C Dws Hybrid Fixed Term Fund - Series 3

65. Deutsche Trustee Services (India) November 11, 2011 500.00 October 23, 2014 PrivateLimited A/C Dws Fixed Term Fund Series 91

66. Deutsche Trustee Services (India) Private November 24, 2011 2,500.00 November 24, 2014 Limited A/C Dws Short Maturity Fund

67. ICICI Prudential Multiple Yield Fund November 24, 2011 540.00 November 24, 2014 Series 2 Plan C

47

Shriram Transport Finance Company Ltd. For Private & Confidential

Sr. Description Date of Allotment Amount Maturity Date No. outstanding as on March 31, 2012

68. ICICI Prudential Multiple Yield Fund November 24, 2011 460.00 November 24, 2014 Series 2 Plan A

69. Deutsche Trustee Services (India) November 24, 2011 290.00 November 24, 2014 PrivateLimited A/C Dws Fixed Term Fund Series 96

70. Deutsche Trustee Services (India) November 24, 2011 210.00 November 24, 2014 PrivateLimited A/C Dws Hybrid Fixed Term Fund - Series 4

71. ICICI Prudential Fixed Maturity Plan November 28, 2011 3,000.00 June 3, 2013 Series 60-18 Months Plan C

72. Kotak Mahindra Trustee company November 28, 2011 1,500.00 May 28, 2013 Limited A/C Kotak Fixed Maturity Plan Series 65

73. Reliance Capital Trustee company November 29, 2011 2,700.00 May 30, 2013 Limited-A/C Reliance Fixed Horizon Fund XXI Series 25

74. Sundaram Mutual Fund A/C Sundaram December 1, 2011 840.00 November 25, 2013 FTP - BP

75. Sundaram Mutual Fund A/C Sundaram December 1, 2011 10.00 November 25, 2013 Select Debt Short Term Plan

76. Religare Trustee Company Limited - A/C December 2, 2011 300.00 May 23, 2013 Religare Fixed Maturity Plan - Series X - Plan D

77. Sundaram Mutual Fund A/C Sundaram December 2, 2011 670.00 May 29, 2013 FTP – CF

78. Star Union Dai-ichi Life Insurance December 2, 2011 1,000.00 December 2, 2014 Company Limited

48

Shriram Transport Finance Company Ltd. For Private & Confidential

Sr. Description Date of Allotment Amount Maturity Date No. outstanding as on March 31, 2012

79. ICICI Prudential Fixed Maturity Plan December 2, 2011 6,000.00 November 25, 2014 Series 57 Three Years Plan C

80. Dsp Blackrock FTP Series - 2 - 24M December 2, 2011 1,500.00 December 4, 2013

81. Reliance Capital Trustee company December 5, 2011 1,500.00 May 27, 2013 Limited-A/C Reliance Fixed Horizon Fund XXI Series 19

82. ICICI Prudential Fixed Maturity Plan December 12, 2011 3,500.00 December 12, 2014 Series 60-Three Years Plan E

83. ICICI Prudential Life Insurance Company December 12, 2011 1,500.00 December 12, 2016 Limited

84. General Insurance Corporation of India December 12, 2011 1,000.00 December 12, 2016

85. Nps Trust- A/C Lic Pension Fund Scheme December 12, 2011 400.00 December 12, 2016 - Central Government

86. Nps Trust- A/C Lic Pension Fund Scheme December 12, 2011 100.00 December 12, 2016 - State Government

87. IDFC Super Saver Income Fund- Short December 14, 2011 9,000.00 December 19, 2013 Term

88. FIL Trustee Company Private Limited A/C December 14, 2011 810.00 December 19, 2013 Fidelity Fixed Maturity Plan Series Vi - Plan B

89. FIL Trustee Company Private Limited A/C December 14, 2011 190.00 December 19, 2013 Fidelity Short Term Income Fund

90. Citicorp Investment Bank (Singapore) December 13, 2011 1,500.00 December 17, 2013 Limited

91. DSP Blackrock Ftp Series 3- 24M December 13, 2011 870.00 December 17, 2013

49

Shriram Transport Finance Company Ltd. For Private & Confidential

Sr. Description Date of Allotment Amount Maturity Date No. outstanding as on March 31, 2012

92. DSP Blackrock Short Term Fund December 13, 2011 130.00 December 17, 2013

93. Sundaram Mutual Fund A/C Sundaram December 13, 2011 1,000.00 June 24, 2013 FTP – CG

94. HDFC Trustee Co Limited A/C HDFC December 13, 2011 2,550.00 December 9, 2013 Fixed Maturity Plan 24M November 2011 (1)

95. Deutsche Trustee Services (India) December 13, 2011 500.00 June 12, 2013 PrivateLimited A/C Dws Fixed Term Fund Series 93

96. The J And K Bank Limited December 16, 2011 1,000.00 December 16, 2016

97. SBI General Insurance Company Limited December 16, 2011 500.00 December 16, 2016

98. Deutsche Trustee Services (India) December 16, 2011 280.00 September 13, 2013 PrivateLimited A/C Dws Hybrid Fixed Term Fund - Series 1

99. Deutsche Trustee Services (India) December 16, 2011 220.00 September 13, 2013 PrivateLimited A/C Dws Hybrid Fixed Term Fund - Series 2

100. ICICI Securities Primary Dealership December 16, 2011 6,700.00 December 16, 2014 Limited

101. Deutsche Trustee Services (India) December 16, 2011 800.00 December 16, 2014 PrivateLimited A/C Dws Hybrid Fixed Term Fund - Series 5

102. Apollo Munich Health Insurance December 16, 2011 500.00 December 16, 2014 Company Limited

103. General Insurance Corporation of India December 16, 2011 1,000.00 December 16, 2014

50

Shriram Transport Finance Company Ltd. For Private & Confidential

Sr. Description Date of Allotment Amount Maturity Date No. outstanding as on March 31, 2012

104. Reliance Capital Trustee company December 16, 2011 1,580.00 December 15, 2014 Limited-A/C Reliance Fixed Horizon Fund XXI Series 29

105. Reliance Capital Trustee Co Limited A/C- December 16, 2011 430.00 December 15, 2014 Relianceregular Savings Fund-Debt Option

106. ICICI Prudential Regular Savings Plan December 16, 2011 2,800.00 June 20, 2013

107. ICICI Prudential Short Term Plan December 16, 2011 2,500.00 June 20, 2013

108. ICICI Prudential Fixed Maturity Plan December 16, 2011 2,200.00 June 20, 2013 Series 60-18 Months Plan G

109. BNP Paribas Bond Fund December 19, 2011 1,300.00 December 19, 2013

110. BNP Paribas Short Term Income Fund December 19, 2011 1,200.00 December 19, 2013

111. IDBI Fixed Maturity Plan - Series II - 540 December 20, 2011 440.00 June 6, 2013 Days (December 2011) - A

112. Dsp Blackrock FTP Series 4 - 36M December 21, 2011 1,900.00 December 29, 2014

113. Dsp Blackrock Dual Advantage Fund December 21, 2011 600.00 December 29, 2014 Series 2-36M

114. Nps Trust- A/C SBI Pension Fund December 22, 2011 1,000.00 December 22, 2016 Scheme - Central Government

115. Nps Trust- A/C SBI Pension Fund December 22, 2011 890.00 December 22, 2016 Scheme - State Government

116. Nps Trust- A/C SBI Pension Fund December 22, 2011 50.00 December 22, 2016 Scheme C - Tier I

51

Shriram Transport Finance Company Ltd. For Private & Confidential

Sr. Description Date of Allotment Amount Maturity Date No. outstanding as on March 31, 2012

117. Nps Trust A/C - SBI Pension Funds December 22, 2011 50.00 December 22, 2016 Private Limited -Nps Lite Scheme - Government Pattern

118. Nps Trust- A/C SBI Pension Fund December 22, 2011 10.00 December 22, 2016 Scheme C - Tier II

119. Sundaram Mutual Fund A/C Sundaram December 23, 2011 1,000.00 June 24, 2013 FTP – CG

120. Reliance Capital Trustee company December 26, 2011 1,390.00 July 8, 2013 Limited-A/C Reliance Fixed Horizon Fund XXI Series 20

121. HDFC Trustee Company Limited A/C December 28, 2011 2,500.00 December 26, 2014 High Interest Fund Short Term Plan

122. IDFC Super Saver Income Fund- Medium December 28, 2011 2,500.00 December 26, 2014 Term Fund

123. Fil Trustee Company Private Limited A/C December 28, 2011 2,200.00 December 26, 2014 Fidelity Fixed Maturity Plan Series VI - Plan D

124. Fil Trustee Company Private Limited A/C December 28, 2011 300.00 December 26, 2014 Fidelity Short Term Income Fund

125. Citicorp Investment Bank (Singapore) January 19, 2012 7,500.00 December 19, 2013 Limited

126. ICICI Prudential Fixed Maturity Plan January 20, 2012 2,870.00 July 19, 2013 Series 61-18 Months Plan B

127. ICICI Prudential Regular Savings Plan January 20, 2012 10.00 July 19, 2013

128. ICICI Prudential Fixed Maturity Plan January 20, 2012 4,090.00 April 24, 2014 Series 60-27 Months Plan I

52

Shriram Transport Finance Company Ltd. For Private & Confidential

Sr. Description Date of Allotment Amount Maturity Date No. outstanding as on March 31, 2012

129. UTI-Unit Linked Insurance Plan February 9, 2012 7,000.00 February 9, 2015

130. UTI - Childrens Career Balanced Plan February 9, 2012 7,000.00 February 9, 2015

131. UTI-Unit Scheme For Charitable And February 9, 2012 2,500.00 February 9, 2015 Religious Trusts And Registered Societies

132. UTI - Retirement Benefit Pension Fund February 9, 2012 1,000.00 February 9, 2015

133. Deutsche Trustee Services (India) February 27, 2012 460.00 August 14, 2013 PrivateLimited A/C Dws Fixed Maturity Plan - Series 2

134. ICICI Prudential Fixed Maturity Plan February 28, 2012 2,600.00 March 2, 2015 Series 61-Three Years Plan F

135. ICICI Prudential Multiple Yield Fund- February 28, 2012 700.00 February 9, 2015 Series 2 Plan D

136. Birla Sun Life Trustee Company Private March 15, 2012 470.00 May 30, 2013 Limited A/C Birla Sun Life Fixed Term Plan - Series EO

137. Deutsche Bank AG March 21, 2012 50,000.00 March 21, 2017

138. UTI - FTIF Series XI - V (1120 Days) March 19, 2012 1,300.00 April 6, 2015

139. Take Business Cloud Private Limited March 28, 2012 2,400.00 March 28, 2013

140. Take Solutions Limited March 28, 2012 2,400.00 March 28, 2013

141. Take Solutions Limited March 28, 2012 200.00 March 28, 2013

Total 328,160.00

5. Our Company has issued secured redeemable non convertible debentures of face value of ` 1,000/- each through public issue (2009) of which ` 69,279.47 lacs is outstanding as on March 31, 2012, the details of which are set forth below:

53

Shriram Transport Finance Company Ltd. For Private & Confidential

(` in lacs)

Sr. Description Number of Non Convertible Amount outstanding as Redemption No. Debenture Holders on March 31, 2012 Month

1. Option –I 8,340 8,724.87 August 26, 2014

August 26, 2013

August 26, 2012

2. Option –II 10,640 7,374.60 August 26, 2014

August 26, 2013

August 26, 2012

3. Option –III 10,132 10,422.51 August 26, 2014

4. Option –IV 1,763 2,274.12 August 26, 2014

5. Option –V 3,360 40,483.37 August 26, 2012

Total 34,235 69,279.47

6. Our Company has issued secured redeemable non convertible debentures of face value of ` 1,000/- each through public issue (2010) of which ` 40,689.68 lacs is outstanding as on March 31, 2012, the details of which are set forth below: (` in lacs) Sr. Description Number of Non Convertible Amount outstanding as Redemption No. Debenture Holders on March 31, 2012 Month

1. Option –I 21 3,398.67 June 1, 2015

46 10,495.95 June 1, 2015

923 1,859.85 June 1, 2015

2. Option –II 12 897.03 June 1, 2017

54

Shriram Transport Finance Company Ltd. For Private & Confidential

Sr. Description Number of Non Convertible Amount outstanding as Redemption No. Debenture Holders on March 31, 2012 Month

91 832.20 June 1, 2017

2,074 4,525.13 June 1, 2017

3. Option –III 39 4,042.25 June 1, 2015

June 1, 2014

June 1, 2013

261 3,928.39 June 1, 2015

June 1, 2014

June 1, 2013

4,102 10,710.21 June 1, 2015

June 1, 2014

June 1, 2013

Total 7,569 40,689.68

7. Our Company has issued secured redeemable non convertible debentures of face value of ` 1,000/- each through public issue (2011) of which ` 99,999.93 lacs is outstanding as on March 31, 2012, the details of which are set forth below:

(` in lacs) Sr. Description Number of Non Convertible Amount outstanding as Redemption No. Debenture Holders on March 31, 2012 Month

1. Option -I 35,639 53,470.83 July 11, 2016

418 24,313.78 July 11, 2016

159 7,340.36 July 11, 2016

2. Option –II 12,701 3,462.05 July 11, 2014

219 3,173.19 July 11, 2014

173 8,239.72 July 11, 2014

Total 49,309 99,999.93

8. Our Company has issued secured redeemable non convertible debentures of face value of ` 1,000/- each on a private placement basis of which ` 2,61,058.76 lacs is outstanding as on March 31, 2012, the details of which are set forth below:

55

Shriram Transport Finance Company Ltd. For Private & Confidential

(` in lacs)

Description Number of debenture Holders Amount Redemption Month outstanding as on March 31, 2012

Secured Redeemable Non 3,13,507.00 2,61,058.76 April 2012 – November 2017 Convertible Debentures to Retail debenture holders

3,13,507.00 2,61,058.76

B. Details of Unsecured Borrowings:

Our Company’s Unsecured Borrowings (gross of unamortised discount of ` 2,261.72 lacs) as on March 31, 2012 amount to ` 5,34,426.90 lacs. The details of the borrowings are set forth below:

1. Subordinated Debts: (` in lacs) Sr. Particulars Date of Amount Maturity Date No. disbursement outstanding as on March 31, 2012

November 30, Oriental Bank of Commerce 1,000.00 May 31, 2013 1. 2007

January 29, UTI - Monthly Income Scheme 1,500.00 July 29, 2013 2. 2008

January 29, UTI-Unit Linked Insurance Plan 1,000.00 July 29, 2013 3. 2008

February 1, Bank of India 1,500.00 May 1, 2013 4. 2008

BNP Paribas Bond Fund March 24, 2008 1,200.00 June 24, 2013 5. BNP Paribas Fixed Term Fund - Series 22 March 24, 2008 1,100.00 June 24, 2013 6. C

Reliance Capital Trustee Company Limited A/C Reliance Fixed Horizon Fund March 24, 2008 1,000.00 June 24, 2013 7. XIX Series 21

56

Shriram Transport Finance Company Ltd. For Private & Confidential

Sr. Particulars Date of Amount Maturity Date No. disbursement outstanding as on March 31, 2012

Reliance Capital Trustee Company Limited A/C Reliance Fixed Horizon Fund March 24, 2008 900.00 June 24, 2013 8. XX Series 32

Reliance Capital Trustee Company Limited A/C Reliance Fixed Horizon Fund March 24, 2008 500.00 June 24, 2013 9. XIX Series 22

BNP Paribas Short Term Income Fund March 24, 2008 100.00 June 24, 2013 10. Reliance Capital Trustee Company Limited A/C Reliancedual Advantage March 24, 2008 70.00 June 24, 2013 11. Fixed Tenure Fund Plan B

BNP Paribas Monthly Income Plan March 24, 2008 50.00 June 24, 2013 12. BNP Paribas Money Plus Fund March 24, 2008 50.00 June 24, 2013 13. Reliance Capital Trustee Company Limited A/C- Relianceregular Savings March 24, 2008 30.00 June 24, 2013 14. Fund-Debt Option

UCO Bank March 27, 2008 1,000.00 June 27, 2013 15. BNP Paribas Bond Fund May 2, 2008 1,300.00 October 3, 2013 16. Reliance Capital Trustee Company Limited A/C Reliancedual Advantage May 2, 2008 1,000.00 October 3, 2013 17. Fixed Tenure Fund Plan B

BNP Paribas Money Plus Fund May 2, 2008 200.00 October 3, 2013 18. September 17, Bank of India March 17, 2008 1,500.00 19. 2013

HVPNL Employees Pension Fund Trust August 4, 2008 2,250.00 August 4, 2018 20. Food Corporation of India CPF Trust August 4, 2008 1,000.00 August 4, 2018 21. HVPNL Employees Provident Fund Trust August 4, 2008 750.00 August 4, 2018 22. Gas Authority of India Limited Employees August 4, 2008 300.00 August 4, 2018 23. Provident Fund Trust

57

Shriram Transport Finance Company Ltd. For Private & Confidential

Sr. Particulars Date of Amount Maturity Date No. disbursement outstanding as on March 31, 2012

The Jammu And Kashmir Bank August 4, 2008 200.00 August 4, 2018 24. Employees Provident Fund Trust

GAIL Employees Superannuation Benefit August 4, 2008 100.00 August 4, 2018 25. Fund

Gujarat Alkalies And Chemicals Limited August 4, 2008 100.00 August 4, 2018 26. Employees Provident Fund Trust

Everest Industries Limited Employees August 4, 2008 60.00 August 4, 2018 27. Provident Fund Trust

GAIL (India) Limited Employees Death- August 4, 2008 50.00 August 4, 2018 28. Cum-Superannuation Gratuity Scheme

Provident Fund of Mangalore Refinery And August 4, 2008 40.00 August 4, 2018 29. Petrochemicals Limited

Mother Dairy Employees Provident Fund August 4, 2008 30.00 August 4, 2018 30. Trust

GSFC Limited - Fibre Unit Employees P F August 4, 2008 30.00 August 4, 2018 31. Trust

Trustees Provident Fund of The Employees of The Ugar Sugar Works August 4, 2008 30.00 August 4, 2018 32. Limited

British High Commission India Staff August 4, 2008 20.00 August 4, 2018 33. Provident fund

GPIN Staff Provident Fund August 4, 2008 10.00 August 4, 2018 34. Alembic Limited Provident Fund Trust August 4, 2008 10.00 August 4, 2018 35. Atlas Cycle Industries Provident Fund August 4, 2008 10.00 August 4, 2018 36. Trust

Lubrizol India Limited Employees August 4, 2008 10.00 August 4, 2018 37. Provident Fund

Chhattisgarh State Electricity Board November 5, 2,000.00 November 5, 2018 38. (CSEB) Provident Fund Trust 2008

58

Shriram Transport Finance Company Ltd. For Private & Confidential

Sr. Particulars Date of Amount Maturity Date No. disbursement outstanding as on March 31, 2012

November 5, Delhi Development Authority 1,000.00 November 5, 2018 39. 2008

Chhattisgarh State Electricity Board November 7, 1,500.00 November 7, 2018 40. Gratuity and Pension Fund Trust 2008

Kotak Mahindra Trustee Company November 26, Limited A/C Kotak Credit Opportunities 3,300.00 February 26, 2014 41. 2008 Fund

Kotak Mahindra Trustee Company November 26, Limited A/C Kotak Mahindra Bond Short 1,600.00 February 26, 2014 42. 2008 Term Plan

Kotak Mahindra Trustee Company November 26, 100.00 February 26, 2014 43. Limited A/C Kotak Monthly Income Plan 2008

Jacobs H And G Private Limited November 26, 10.00 February 26, 2014 44. Employees Provident Fund 2008

December 11, Bank of Baroda 2,000.00 March 11, 2014 45. 2008

December 11, Tata Young Citizens Fund 1,000.00 March 11, 2014 46. 2008

Tata Trustee Company Limited A/C Tata December 11, 1,000.00 March 11, 2014 47. Mutual Fund- Tata Floater Fund 2008

The Indian Iron And Steel Company December 11, 500.00 March 11, 2014 48. Limited Provident Institution 2008

December 11, Durgapur Steel Plant Provident Fund 200.00 March 11, 2014 49. 2008

Ashok Leyland Senior Executives December 11, 100.00 March 11, 2014 50. Provident Fund 2008

Rameshwara Jute Mills Workers Provident December 11, 100.00 March 11, 2014 51. Fund Trust 2008

Gujarat Alkalies And Chemicals Limited December 11, 50.00 March 11, 2014 52. Employees Provident Fund Trust 2008

59

Shriram Transport Finance Company Ltd. For Private & Confidential

Sr. Particulars Date of Amount Maturity Date No. disbursement outstanding as on March 31, 2012

December 11, Shivani Kumar 13.00 March 11, 2014 53. 2008

Russell Reynolds Associates India December 11, 5.00 March 11, 2014 54. Employees Provident Fund 2008

Frank Ross Limited Employees' December 11, 5.00 March 11, 2014 55. Provident Fund 2008

D S Savant And Sons Employees December 11, 5.00 March 11, 2014 56. Provident Fund 2008

December 11, Paushak Limited Provident Fund 5.00 March 11, 2014 57. 2008

December 11, AFCO Fincon Private Limited 4.00 March 11, 2014 58. 2008

Rai And Sons Private Limited Employees December 11, 4.00 March 11, 2014 59. Provident Fund 2008

Mehta And Padamsey Private Limited December 11, 2.00 March 11, 2014 60. Employees Provident Fund 2008

Mehta And Padamsey Surveyors Private December 11, 2.00 March 11, 2014 61. Limited Staff Provident Fund 2008

December 11, Hirabai Vithaldas Shubh Trust 2.00 March 11, 2014 62. 2008

The Metal Rolling Works Limited December 11, 1.00 March 11, 2014 63. Employees Educational Welfare Trust 2008

December 11, Sarvodaya Welfare Trust 1.00 March 11, 2014 64. 2008

Hakamchand Vakhatram Philanthropic December 11, 1.00 March 11, 2014 65. Trust 2008

December 15, Bangiya Gramin Vikash Bank 300.00 March 15, 2014 66. 2008

December 23, Life Insurance Corporation of India 100.00 March 23, 2014 67. 2008

60

Shriram Transport Finance Company Ltd. For Private & Confidential

Sr. Particulars Date of Amount Maturity Date No. disbursement outstanding as on March 31, 2012

Karnataka Power Corporation Limited December 23, Employee Contributory Provident Fund 100.00 March 23, 2014 68. 2008 Trust

Maihar Cement Employees Provident December 29, December 29, 30.00 69. Fund 2008 2018

Century Textiles And Industries Limited December 29, December 29, 7.00 70. (Cement Divisions) Superannuation Fund 2008 2018

Manikgarh Cement Employees December 29, December 29, 4.00 71. Superannuation Welfare Trust 2008 2018

January 17, LIC of India Gratuity Plus Income Fund 200.00 April 17, 2014 72. 2009

January 17, LIC of India Gratuity Plus Bond Fund 150.00 April 17, 2014 73. 2009

January 17, LIC of India Gratuity Plus Growth Fund 100.00 April 17, 2014 74. 2009

January 17, LIC of India Gratuity Plus Non Unit Fund 50.00 April 17, 2014 75. 2009

Bank of India April 2, 2009 2,000.00 July 2, 2014 76. Air- India Employees Provident Fund April 2, 2009 500.00 July 2, 2014 77. Hero Motocorp Limited April 18, 2009 1,300.00 July 18, 2014 78. The Indian Iron And Steel Company April 18, 2009 500.00 July 18, 2014 79. Limited Provident Institution

Durgapur Steel Plant Provident Fund April 18, 2009 200.00 July 18, 2014 80. RKM Provident Fund April 18, 2009 179.00 July 18, 2014 81. Rameshwara Jute Mills Workers Provident April 18, 2009 100.00 July 18, 2014 82. Fund Trust

Radha Govind Samiti April 18, 2009 100.00 July 18, 2014 83. Megna Jute Mills Provident Fund April 18, 2009 27.00 July 18, 2014 84.

61

Shriram Transport Finance Company Ltd. For Private & Confidential

Sr. Particulars Date of Amount Maturity Date No. disbursement outstanding as on March 31, 2012

L And T (Kansbahal) Staff And Workmen April 18, 2009 15.00 July 18, 2014 85. Provident Fund

Hakamchand Vakhatram Philanthropic April 18, 2009 10.00 July 18, 2014 86. Trust

Snehal Baid April 18, 2009 10.00 July 18, 2014 87. Bijay Singh Baid April 18, 2009 10.00 July 18, 2014 88. Sanjay Kumar Baid April 18, 2009 10.00 July 18, 2014 89. Wander Limited Employees Provident April 18, 2009 7.00 July 18, 2014 90. Fund

Ramprakash Podar Charitable Trust April 18, 2009 7.00 July 18, 2014 91. Orient Ceramics Provident Fund April 18, 2009 7.00 July 18, 2014 92. Institution

Burns Philp India Private Limited April 18, 2009 6.00 July 18, 2014 93. Employees Provident Fund

L And T (Kansbahal) Officers And April 18, 2009 6.00 July 18, 2014 94. Supervisory Staff Provident Fund

Gaurav Lochan April 18, 2009 4.00 July 18, 2014 95. Mehta And Padamsey Private Limited April 18, 2009 1.00 July 18, 2014 96. Employees Provident Fund

Manoj G S April 18, 2009 1.00 July 18, 2014 97. Jai Corp Limited July 15, 2009 1,000.00 October 10, 2014 98. Kotak Mahindra Trustee Company Limited A/C Kotak Credit Opportunities July 15, 2009 600.00 October 10, 2014 99. Fund

Chhattisgarh State Electricity Board July 15, 2009 440.00 October 10, 2014 100. Gratuity and Pension Fund Trust

Kotak Mahindra Trustee Company July 15, 2009 200.00 October 10, 2014 101. Limited A/C Kotak Monthly Income Plan

62

Shriram Transport Finance Company Ltd. For Private & Confidential

Sr. Particulars Date of Amount Maturity Date No. disbursement outstanding as on March 31, 2012

ABN AMRO Bank N V Employees' July 15, 2009 150.00 October 10, 2014 102. Provident Fund

Balkash Exim Private Limited July 15, 2009 140.00 October 10, 2014 103. Kotak Mahindra Trustee Company Limited A/C Kotakfloater Long Term July 15, 2009 100.00 October 10, 2014 104. Scheme

Aradhana Investments Limited July 15, 2009 100.00 October 10, 2014 105. Kotak Mahindra Trustee Company Limited A/C. Kotak Mahindra Bond Short July 15, 2009 50.00 October 10, 2014 106. Term Plan

Mysore Sugandhi Dhoop Factory Private July 15, 2009 50.00 October 10, 2014 107. Limited

Cheviot Agro Industries Limited July 15, 2009 30.00 October 10, 2014 108. Pravin Shripad Bhalerao July 15, 2009 30.00 October 10, 2014 109. R S R Mohota Spg And Wvg Mills Limited Employees Provident Fund Trust July 15, 2009 20.00 October 10, 2014 110. Hinganghat

Sunderdevi Baid July 15, 2009 20.00 October 10, 2014 111. Bela Anil Dalal July 15, 2009 15.00 October 10, 2014 112. Meenakshi Baid July 15, 2009 15.00 October 10, 2014 113. Aditya Share Dealings And Trading July 15, 2009 15.00 October 10, 2014 114. Private Limited

Cheviot Company Limited Employees July 15, 2009 10.00 October 10, 2014 115. Gratuity Trust Fund

Amrish A Dalal July 15, 2009 10.00 October 10, 2014 116. Bijay Singh Baid July 15, 2009 10.00 October 10, 2014 117. Ganpati Share Cap Private Limited July 15, 2009 10.00 October 10, 2014 118.

63

Shriram Transport Finance Company Ltd. For Private & Confidential

Sr. Particulars Date of Amount Maturity Date No. disbursement outstanding as on March 31, 2012

Bajaj Allianz Life Insurance Company October 27, 3,500.00 January 27, 2015 119. Limited 2009

National Pension Scheme Trust- A/C LIC October 27, Pension Fund Scheme - Central 1,310.00 January 27, 2015 120. 2009 Government

Trustees Hindustan Steel Limited October 27, 1,000.00 January 27, 2015 121. Contributory Provident Fund, Rourkela 2009

October 27, Food Corporation of India CPF Trust 1,000.00 January 27, 2015 122. 2009

October 27, Air- India Employees Provident Fund 600.00 January 27, 2015 123. 2009

October 27, Anshuman Magazine 500.00 January 27, 2015 124. 2009

October 27, Allahabad Bank 500.00 January 27, 2015 125. 2009

United India Insurance Company Limited October 27, 500.00 January 27, 2015 126. Employees Gratuity Fund 2009

National Pension Scheme Trust- A/C SBI October 27, 497.00 January 27, 2015 127. Pension Fund Scheme - State Government 2009

National Pension Scheme Trust- A/C LIC October 27, 200.00 January 27, 2015 128. Pension Fund Scheme - State Government 2009

Gujarat Alkalies And Chemicals Limited October 27, 160.00 January 27, 2015 129. Employees Provident Fund Trust 2009

Bharat Fritz Werner Private Limited October 27, 55.00 January 27, 2015 130. Provident Fund 2009

October 27, Sushilkumar N Trivedi 50.00 January 27, 2015 131. 2009

Ashok Leyland Employees Hosur October 27, 30.00 January 27, 2015 132. Provident Fund Trust 2009

64

Shriram Transport Finance Company Ltd. For Private & Confidential

Sr. Particulars Date of Amount Maturity Date No. disbursement outstanding as on March 31, 2012

Centre For Development of Telematics October 27, 30.00 January 27, 2015 133. Employees Provident Fund Trust 2009

October 27, Uma Narayana Moorthy 20.00 January 27, 2015 134. 2009

October 27, P Anusha 15.00 January 27, 2015 135. 2009

The Municipal Co-Operation Bank October 27, 10.00 January 27, 2015 136. Employee Provident Fund 2009

October 27, Raghavendra K V 5.00 January 27, 2015 137. 2009

October 27, Kala Gopalakrishnan 5.00 January 27, 2015 138. 2009

Humphreys And Glasgow Directors October 27, 3.00 January 27, 2015 139. Superannuation Fund 2009

National Pension Scheme Trust- A/C SBI October 27, 3.00 January 27, 2015 140. Pension Fund Scheme C - Tier I 2009

Orient Ceramics Provident Fund October 27, 3.00 January 27, 2015 141. Institution 2009

R A Nariman And Company Limited October 27, 2.00 January 27, 2015 142. Employees Provident Fund Trust 2009

October 27, Abdullah Hakimuddin Poonawala 2.00 January 27, 2015 143. 2009

October 31, United India Insurance Company Limited 2,000.00 October 31, 2019 144. 2009

November 24, November 22, Bank of India Provident Fund 500.00 145. 2009 2019

Anil Vipin Dalal HUF July 15, 2009 10.00 October 10, 2014 146. Nikhil Anil Dalal July 15, 2009 15.00 October 10, 2014 147. Jagdish Rani Basur July 15, 2009 20.00 October 10, 2014 148.

65

Shriram Transport Finance Company Ltd. For Private & Confidential

Sr. Particulars Date of Amount Maturity Date No. disbursement outstanding as on March 31, 2012

Desai Amit Sumanlal HUF July 15, 2009 20.00 October 10, 2014 149. Bank of Maharashtra TIBD July 15, 2009 1,920.00 October 10, 2014 150. October 31, Air- India Employees Provident Fund 400.00 October 31, 2019 151. 2009

The Kalyan Janata Sahakari Bank November 24, November 22, 500.00 152. Limited 2009 2019

The Zoroastrian Co-Operative Bank November 24, November 22, 500.00 153. Limited 2009 2019

The Jammu And Kashmir Bank Employee November 24, November 22, 400.00 154. Pension Fund Trust 2009 2019

Engineers India Limited Employees November 24, November 22, 300.00 155. Provident Fund 2009 2019

The Jammu And Kashmir Bank November 24, November 22, 200.00 156. Employees Provident Fund Trust 2009 2019

NIIT Limited Employees Provident Fund November 24, November 22, 50.00 157. Trust 2009 2019

Pune Zilla Madhyawarti Sahakari Bank November 24, November 22, 25.00 158. Maryadit Provident Fund 2009 2019

November 24, November 22, GHCL Officers Provident Fund Trust 20.00 159. 2009 2019

Bharatiya Vidya Bhavan Staff November 24, November 22, 20.00 160. Contributory Provident Fund 2009 2019

Industrial Jewels Private Limited November 24, November 22, 13.00 161. Provident Fund 2009 2019

November 24, November 22, Hooghly Docking Works Provident Fund 10.00 162. 2009 2019

The National Peroxide Limited Employees November 24, November 22, 10.00 163. Gratuity Fund 2009 2019

Intervet India Private Limited Employees November 24, November 22, 10.00 164. Provident Fund Trust 2009 2019

66

Shriram Transport Finance Company Ltd. For Private & Confidential

Sr. Particulars Date of Amount Maturity Date No. disbursement outstanding as on March 31, 2012

A V George Group Employees Provident November 24, November 22, 10.00 165. Fund ( Trustees ) 2009 2019

November 24, November 22, The Board of Trustees IPIRTIE CPF 9.00 166. 2009 2019

November 24, November 22, Spintex Private Limited 5.00 167. 2009 2019

December 31, STCI Finance Limited 3,920.00 June 30, 2015 168. 2009

December 31, ACG Associated Capsules Private Limited 100.00 June 30, 2015 169. 2009

December 31, Allbank Finance Limited 100.00 June 30, 2015 170. 2009

December 31, Keki Minoo Mistry 30.00 June 30, 2015 171. 2009

December 31, Samar Sharad Chauhan 30.00 June 30, 2015 172. 2009

Mathrubhumi Employees Superannuation December 31, 10.00 June 30, 2015 173. Fund 2009

December 31, Virendra Ratilal Sangharajka 5.00 June 30, 2015 174. 2009

December 31, Ritu Modani 3.00 June 30, 2015 175. 2009

December 31, Usha Modani 2.00 June 30, 2015 176. 2009

December 31, Anu Khattar 1.00 June 30, 2015 177. 2009

Swan Silk Limited Employees Provident November 24, November 22, 5.00 178. Fund Trust 2009 2019

Empire Industries Limited Garlick November 24, November 22, 5.00 179. Engineering Staff Provident Fund 2009 2019

67

Shriram Transport Finance Company Ltd. For Private & Confidential

Sr. Particulars Date of Amount Maturity Date No. disbursement outstanding as on March 31, 2012

November 24, November 22, Aditya Vikram Saria 4.00 180. 2009 2019

Premier Auto Electric Limited Employees November 24, November 22, 3.00 181. Provident Fund 2009 2019

Trustees The Provident Fund of The Board November 24, November 22, of Management of The Bombay Properties 1.00 182. 2009 2019 of The Indian Institute of Science

December 31, December 31, Nokia India Employees Provident Fund 110.00 183. 2009 2019

Youth Development co operative Bank December 31, December 31, 100.00 184. Limited Kolhapur 2009 2019

Trustees Hind Lamps Employees December 31, December 31, 100.00 185. Provident Fund ( Exempted Employees ) 2009 2019

December 31, December 31, Pawan Agarwal 40.00 186. 2009 2019

December 31, December 31, Pankaj Agarwal 40.00 187. 2009 2019

Central Board of Irrigation And Power December 31, December 31, 20.00 188. Provident Fund Trust 2009 2019

Shriram Life Insurance Company Limited January 6, A/C-Ulif00301/07/06Maximusfnd128- 230.00 July 6, 2015 189. 2010 Maximus -Fund

Shriram Life Insurance Company Limited January 6, A/C-Ulif01507/01/10Prservrfnd128- 70.00 July 6, 2015 190. 2010 Prserver -Fund

January 18, Army Group Insurance Fund 1,500.00 April 18, 2015 191. 2010

Trustees Union Bank of India Employees January 18, 1,000.00 April 18, 2015 192. Provident Fund 2010

January 18, Tamilnad Mercantile Bank Limited 1,000.00 April 18, 2015 193. 2010

68

Shriram Transport Finance Company Ltd. For Private & Confidential

Sr. Particulars Date of Amount Maturity Date No. disbursement outstanding as on March 31, 2012

National Pension Scheme Trust- A/CSBI January 18, Pension Fund Scheme - Central 500.00 April 18, 2015 194. 2010 Government

National Pension Scheme Trust- A/C LIC January 18, Pension Fund Scheme - Central 500.00 April 18, 2015 195. 2010 Government

January 18, Air- India Employees Provident Fund 200.00 April 18, 2015 196. 2010

Gujarat Alkalies And Chemicals Limited January 18, 70.00 April 18, 2015 197. Employees Provident Fund Trust 2010

The Lakshmi Vilas Bank Limited January 18, 50.00 April 18, 2015 198. Employees Provident Fund 2010

January 18, Sheela Ashwin Chiniwalla 32.00 April 18, 2015 199. 2010

January 18, Asha Sharad Chauhan 31.00 April 18, 2015 200. 2010

January 18, Sheela Chiniwalla 27.00 April 18, 2015 201. 2010

January 18, Sharad Pitamber Chauhan 25.00 April 18, 2015 202. 2010

National Pension Scheme Trust- A/C January 18, ICICI Prudential Pension Fund Scheme C 21.00 April 18, 2015 203. 2010 - Tier I

National Pension Scheme Trust- A/C January 18, ICICI Prudential Pension Fund Scheme C 10.00 April 18, 2015 204. 2010 - Tier II

January 18, Pranav Bajoria 10.00 April 18, 2015 205. 2010

January 18, Priyanka S Bajoria 10.00 April 18, 2015 206. 2010

69

Shriram Transport Finance Company Ltd. For Private & Confidential

Sr. Particulars Date of Amount Maturity Date No. disbursement outstanding as on March 31, 2012

January 18, Kailash Kumar Gupta 10.00 April 18, 2015 207. 2010

Industrial Jewels Private Limited January 18, 3.00 April 18, 2015 208. Provident Fund 2010

R A Nariman And Company Limited January 18, 1.00 April 18, 2015 209. Employees Provident Fund Trust 2010

January 22, Bank of Maharashtra 1,000.00 April 22, 2015 210. 2010

January 22, Food Corporation of India CPF Trust 200.00 April 22, 2015 211. 2010

National Pension Scheme Trust- A/C LIC January 22, Pension Fund Scheme - Central 117.00 April 22, 2015 212. 2010 Government

Gujarat Alkalies And Chemicals Limited January 22, 90.00 April 22, 2015 213. Employees Provident Fund Trust 2010

Colgate- Palmolive (India) Limited January 22, 50.00 April 22, 2015 214. Provident Fund 2010

Ashok Leyland Employees Hosur January 22, 24.00 April 22, 2015 215. Provident Fund Trust 2010

Manilal Kasturchand Gandhi And Kanta January 22, 10.00 April 22, 2015 216. Gandhi Charitable Trust 2010

Deys Medical Stores Manufacturing (Up) January 22, 5.00 April 22, 2015 217. Limited Provident Fund 2010

The Municipal Co-Op Bank Employee January 22, 4.00 April 22, 2015 218. Provident Fund 2010

January 29, Air- India Employees Provident Fund 700.00 January 29, 2020 219. 2010

January 29, Shree Vardhaman Sahakari Bank Limited 145.00 January 29, 2020 220. 2010

70

Shriram Transport Finance Company Ltd. For Private & Confidential

Sr. Particulars Date of Amount Maturity Date No. disbursement outstanding as on March 31, 2012

Loknete Dattaji Patil Sahkari Bank January 29, 50.00 January 29, 2020 221. Limited,Lasalgaon 2010

January 29, Leena Jeewan 3.00 January 29, 2020 222. 2010

Petro Araldite Private Limited Employees January 29, 2.00 January 29, 2020 223. Provident Fund 2010

December 31, December 31, Preeti Agarwal 20.00 224. 2009 2019

December 31, December 31, East Commercial Private Limited 10.00 225. 2009 2019

December 31, December 31, Guljit Chaudhri 10.00 226. 2009 2019

December 31, December 31, S Raja 5.00 227. 2009 2019

Orient Ceramics Provident Fund December 31, December 31, 4.00 228. Institution 2009 2019

December 31, December 31, Manju Pande 10.00 229. 2009 2019

United India Insurance Company Limited January 29, 870.00 July 29, 2015 230. Employees Provident Fund 2010

January 29, Bank of India Provident Fund 500.00 July 29, 2015 231. 2010

The Kalyan Janata Sahakari Bank January 29, 250.00 July 29, 2015 232. Limited 2010

January 29, Model co operative Bank Limited 200.00 July 29, 2015 233. 2010

Provident Fund of Mangalore Refinery And January 29, 80.00 July 29, 2015 234. Petrochemicals Limited 2010

January 29, The Jain Sahakari Bank Limited 70.00 July 29, 2015 235. 2010

71

Shriram Transport Finance Company Ltd. For Private & Confidential

Sr. Particulars Date of Amount Maturity Date No. disbursement outstanding as on March 31, 2012

January 29, Nandlal Pribhdas Tolani 50.00 July 29, 2015 236. 2010

January 29, Cutler Hammer Provident Fund Trust 25.00 July 29, 2015 237. 2010

January 29, ICB Limited Employees Provident Fund 10.00 July 29, 2015 238. 2010

Lotus Beauty Care Products Private February 15, 100.00 February 15, 2020 239. Limited 2010

September 29, United India Insurance Company Limited March 29, 2010 2,000.00 240. 2015

National Pension Scheme Trust- A/C SBI September 29, Pension Fund Scheme - Central March 29, 2010 1,400.00 241. 2015 Government

National Pension Scheme Trust- A/C LIC September 29, Pension Fund Scheme - Central March 29, 2010 1,000.00 242. 2015 Government

National Pension Scheme Trust- A/C LIC September 29, March 29, 2010 400.00 243. Pension Fund Scheme - State Government 2015

National Pension Scheme Trust A/C -SBI Pension Funds Private Limited -National September 29, March 29, 2010 100.00 244. Pension Scheme Lite Scheme - 2015 Government Pattern

National Pension Scheme Trust A/C - LIC Pension Fund Limited - National Pension September 29, March 29, 2010 100.00 245. Scheme Lite Scheme - Government 2015 Pattern

Trustees Hindustan Steel Limited April 19, 2010 1,000.00 April 19, 2020 246. Contributory Provident Fund, Rourkela

Future Generali India Life Insurance Company Limited Shareholders / Non April 19, 2010 500.00 April 19, 2020 247. Unit Linked

United India Insurance Company Limited April 19, 2010 500.00 April 19, 2020 248.

72

Shriram Transport Finance Company Ltd. For Private & Confidential

Sr. Particulars Date of Amount Maturity Date No. disbursement outstanding as on March 31, 2012

Board of Trustees For Bokaro Steel April 19, 2010 500.00 April 19, 2020 249. Employees Provident Fund

Bajaj Allianz Life Insurance Company April 19, 2010 1,500.00 April 19, 2016 250. Limited

Bajaj Allianz General Insurance Company April 19, 2010 1,000.00 April 19, 2016 251. Limited

Infrastructure Development Finance April 19, 2010 1,950.00 April 19, 2020 252. Company Limited

National Pension Scheme Trust- A/C UTI Retirement Solutions Pension Fund April 19, 2010 1,480.00 April 19, 2020 253. Scheme - Central Government

Board of Trustees For Bokaro Steel April 19, 2010 500.00 April 19, 2020 254. Employees Provident Fund

The Oriental Insurance Company Limited April 19, 2010 350.00 April 19, 2020 255. Provident Fund

RKM Provident Fund April 19, 2010 200.00 April 19, 2020 256. HUDCO Employees C P F Trust April 19, 2010 100.00 April 19, 2020 257. Engineers India Limited Employees April 19, 2010 100.00 April 19, 2020 258. Provident Fund

The Rami Investments Private Limited April 19, 2010 100.00 April 19, 2020 259. Power Finance Corporation Limited April 19, 2010 50.00 April 19, 2020 260. Employees Provident Fund

The India Cements Employees Provident April 19, 2010 30.00 April 19, 2020 261. Fund

SKF Bearings India Limited April 19, 2010 30.00 April 19, 2020 262. Superannuation Scheme

M R Rajaram April 19, 2010 30.00 April 19, 2020 263. Maihar Cement Employees Provident April 19, 2010 30.00 April 19, 2020 264. Fund

73

Shriram Transport Finance Company Ltd. For Private & Confidential

Sr. Particulars Date of Amount Maturity Date No. disbursement outstanding as on March 31, 2012

SKF Bearings India Limited Provident April 19, 2010 20.00 April 19, 2020 265. Fund Scheme

Garodia Traxim Private Limited April 19, 2010 10.00 April 19, 2020 266. Vrajlal P Babaria Charitable Trust April 19, 2010 10.00 April 19, 2020 267. Hemakshi Mahesh Shah April 19, 2010 10.00 April 19, 2020 268. ICICI Bank Limited April 20, 2010 7,500.00 April 20, 2020 269. National Pension Scheme Trust- A/C UTI Retirement Solutions Pension Fund April 20, 2010 6,200.00 April 20, 2020 270. Scheme - Central Government

Infrastructure Development Finance April 20, 2010 2,500.00 April 20, 2020 271. Company Limited

National Pension Scheme Trust- A/C SBI Pension Fund Scheme - Central April 20, 2010 1,000.00 April 20, 2020 272. Government

National Pension Scheme Trust- A/C LIC April 20, 2010 600.00 April 20, 2020 273. Pension Fund Scheme - State Government

Jharkhand Gramin Bank April 20, 2010 500.00 April 20, 2020 274. The Nainital Bank Limited April 20, 2010 500.00 April 20, 2020 275. National Pension Scheme Trust- A/C LIC Pension Fund Scheme - Central April 20, 2010 400.00 April 20, 2020 276. Government

British High Commission India Staff April 20, 2010 300.00 April 20, 2020 277. Provident Fund

National Pension Scheme Trust- A/C UTI Retirement Solutions Pension Fund April 20, 2010 300.00 April 20, 2020 278. Scheme - State Government

National Pension Scheme Trust- A/C SBI April 20, 2010 180.00 April 20, 2020 279. Pension Fund Scheme - State Government

National Pension Scheme Trust- A/CSBI April 20, 2010 20.00 April 20, 2020 280. Pension Fund Scheme C - Tier I

74

Shriram Transport Finance Company Ltd. For Private & Confidential

Sr. Particulars Date of Amount Maturity Date No. disbursement outstanding as on March 31, 2012

National Pension Scheme Trust- A/C UTI Retirement Solutions Pension Fund April 26, 2010 1,000.00 July 26, 2015 281. Scheme - Central Government

National Pension Scheme Trust- A/C SBI April 26, 2010 969.00 July 26, 2015 282. Pension Fund Scheme - State Government

National Pension Scheme Trust- A/C UTI Retirement Solutions Pension Fund April 26, 2010 500.00 July 26, 2015 283. Scheme - State Government

National Pension Scheme Trust- A/C SBI April 26, 2010 30.00 July 26, 2015 284. Pension Fund Scheme C - Tier I

National Pension Scheme Trust- A/C SBI April 26, 2010 1.00 July 26, 2015 285. Pension Fund Scheme C - Tier II

Tata Capital Financial Services Limited May 3, 2010 2,500.00 May 3, 2016 286. January 29, Prem Subramaniam 10.00 July 29, 2015 287. 2010

Industrial Jewels Private Limited January 29, 4.00 July 29, 2015 288. Provident Fund 2010

January 29, Hema Parameswaran 2.00 July 29, 2015 289. 2010

January 29, Vijaya R K 1.00 July 29, 2015 290. 2010

January 29, T P Viswanathan 1.00 July 29, 2015 291. 2010

Sacred Heart Hospital Employees January 29, 1.00 July 29, 2015 292. Provident Fund Trust, Kumbakonam 2010

January 29, Avinash Chandra Sangal 2.00 July 29, 2015 293. 2010

Bank of India Provident Fund May 3, 2010 2,000.00 May 3, 2020 294. Jharkhand Gramin Bank May 3, 2010 500.00 May 3, 2020 295.

75

Shriram Transport Finance Company Ltd. For Private & Confidential

Sr. Particulars Date of Amount Maturity Date No. disbursement outstanding as on March 31, 2012

Indian Oil Corporation Limited (Assam Oil May 3, 2010 400.00 May 3, 2020 296. Division) Employees Provident Fund

Nagpur Nagarik Sahakari Bank Limited May 3, 2010 300.00 May 3, 2020 297. Board of Trustees For Bokaro Steel May 3, 2010 200.00 May 3, 2020 298. Employees Provident Fund

United India Insurance Company May 3, 2010 180.00 May 3, 2020 299. (Employees) Pension Fund

Sulaimani co operative Bank Limited May 3, 2010 100.00 May 3, 2020 300. Arvind Sahakari Bank Limited May 3, 2010 100.00 May 3, 2020 301. Nokia India Employees Provident Fund May 3, 2010 100.00 May 3, 2020 302. Dr. Nandlal P. Tolani May 3, 2010 60.00 May 3, 2020 303. Madras Fertilizers Limited Employees May 3, 2010 50.00 May 3, 2020 304. Contributory Provident Fund

Punjab State Warehousing Corporation May 3, 2010 50.00 May 3, 2020 305. Employee Provident Fund

Jagatjit Cotton Textile Mills Limited May 3, 2010 50.00 May 3, 2020 306. Provident Fund Trust

NIIT Technologies Limited Employees May 3, 2010 40.00 May 3, 2020 307. Provident Fund Trust

Hindustan Electro Graphites Officers May 3, 2010 37.00 May 3, 2020 308. Contributory Provident Fund Trust

Taurus Asset Management Company May 3, 2010 35.00 May 3, 2020 309. Limited

Andhra Pradesh State Road Transport Corporation Employees Deposit Linked May 3, 2010 30.00 May 3, 2020 310. Insurance Fund

Delphi Automotive Systems Group May 3, 2010 30.00 May 3, 2020 311. Employees Provident Fund Trust

Preeti Agarwal May 3, 2010 30.00 May 3, 2020 312.

76

Shriram Transport Finance Company Ltd. For Private & Confidential

Sr. Particulars Date of Amount Maturity Date No. disbursement outstanding as on March 31, 2012

Reena Pawan Agarwal May 3, 2010 30.00 May 3, 2020 313. Maihar Cement Employees Provident May 3, 2010 30.00 May 3, 2020 314. Fund

Shikha Sawhney May 3, 2010 30.00 May 3, 2020 315. MMTC Limited CPF Trust May 3, 2010 24.00 May 3, 2020 316. Suman Bansi Dhar May 3, 2010 20.00 May 3, 2020 317. M R Rajaram May 3, 2010 20.00 May 3, 2020 318. Amar Ujala Publications Limited May 3, 2010 20.00 May 3, 2020 319. Employees Provident Fund Trust

Escorts Heart Institute And Research May 3, 2010 20.00 May 3, 2020 320. Centre Employees Provident Fund Trust

Noshir Faramji Tankariwala May 3, 2010 15.00 May 3, 2020 321. Arya Offshore Services Private Limited May 3, 2010 14.00 May 3, 2020 322. Employees Provident Fund

Rajesh Bhikhubhai Shah May 3, 2010 12.00 May 3, 2020 323. Munish Daga May 3, 2010 12.00 May 3, 2020 324. The Champdany Jute Company Limited May 3, 2010 11.00 May 3, 2020 325. Gratuity Fund

Nitya Daga May 3, 2010 11.00 May 3, 2020 326. RHC Holding Employees Provident Fund May 3, 2010 10.00 May 3, 2020 327. Trust

Sesa Mining Corporation Limited May 3, 2010 10.00 May 3, 2020 328. Employees Provident Fund

BPCL Employees Provident Fund Trust May 3, 2010 10.00 May 3, 2020 329. Ashok Leyland Employees Bhandara May 3, 2010 10.00 May 3, 2020 330. Provident Fund Trust

77

Shriram Transport Finance Company Ltd. For Private & Confidential

Sr. Particulars Date of Amount Maturity Date No. disbursement outstanding as on March 31, 2012

Paharpur Cooling Towers Officers May 3, 2010 10.00 May 3, 2020 331. Provident Fund

Jacobs H And G Private Limited May 3, 2010 10.00 May 3, 2020 332. Employees Provident Fund

Burns Philp India Private Limited May 3, 2010 10.00 May 3, 2020 333. Employees Provident Fund

Superhouse Leathers Limited Employees May 3, 2010 10.00 May 3, 2020 334. Provident Fund Trust

Ion Exchange (India) Limited'S Provident May 3, 2010 10.00 May 3, 2020 335. Institution

Lubrizol India Limited Employees May 3, 2010 10.00 May 3, 2020 336. Provident Fund

Lawrence And Mayo (I) Private Limited May 3, 2010 10.00 May 3, 2020 337. Staff Provident Fund

Krishna Murari Poddar May 3, 2010 10.00 May 3, 2020 338. The Ashok Hotel Employees Provident May 3, 2010 10.00 May 3, 2020 339. Fund Trust

Raghuram Iyer May 3, 2010 10.00 May 3, 2020 340. ECL Finance Limited May 3, 2010 10.00 May 3, 2020 341. Neelam Jolly May 3, 2010 8.00 May 3, 2020 342. Sangeeta Pareekh May 3, 2010 8.00 May 3, 2020 343. Bijni Dooars Employees Gratuity Fund May 3, 2010 7.00 May 3, 2020 344. Prithvi Raj Khanna May 3, 2010 5.00 May 3, 2020 345. GPIN Staff Provident Fund May 3, 2010 5.00 May 3, 2020 346. Eastern Dooars Employees Gratuity May 3, 2010 5.00 May 3, 2020 347. Fund

Turner Morrison Officers Provident Fund May 3, 2010 5.00 May 3, 2020 348.

78

Shriram Transport Finance Company Ltd. For Private & Confidential

Sr. Particulars Date of Amount Maturity Date No. disbursement outstanding as on March 31, 2012

Manilal Kasturchand Gandhi And Kanta May 3, 2010 5.00 May 3, 2020 349. Gandhi Charitable Trust

Kali Kripa Agro Investments Private May 3, 2010 5.00 May 3, 2020 350. Limited

Shanti Prakash Goyal May 3, 2010 5.00 May 3, 2020 351. Industrial Jewels Private Limited May 3, 2010 3.00 May 3, 2020 352. Provident Fund

Lily Commercial Private Limited May 3, 2010 3.00 May 3, 2020 353. Vin Vish Corporation Private Limited May 3, 2010 3.00 May 3, 2020 354. Employees Provident Fund Trust

Satya Narain Daga May 3, 2010 3.00 May 3, 2020 355. Munish Daga May 3, 2010 3.00 May 3, 2020 356. The Ganges Manufacturing Company Limited Employees Provident Fund May 3, 2010 2.00 May 3, 2020 357. (Compulsory) Scheme

Gentech Chemicals Private Limited May 3, 2010 2.00 May 3, 2020 358. Ratan Griha Nirman Private Limited May 3, 2010 2.00 May 3, 2020 359. Super Wares Private Limited May 3, 2010 1.00 May 3, 2020 360. Shriram Life Insurance Company Limited A/C-Ulif00301/07/06Maximusfnd128- May 3, 2010 650.00 May 3, 2016 361. Maximus -Fund

United Bank of India May 3, 2010 500.00 May 3, 2016 362. The J And K Bank Limited May 3, 2010 500.00 May 3, 2016 363. Shriram Life Insurance Company Limited A/C-Ulif01707/01/10Balancrfnd128- May 3, 2010 200.00 May 3, 2016 364. Balancer -Fund

United India Insurance Company Limited May 3, 2010 200.00 May 3, 2016 365. Employees Provident Fund

79

Shriram Transport Finance Company Ltd. For Private & Confidential

Sr. Particulars Date of Amount Maturity Date No. disbursement outstanding as on March 31, 2012

Wallace Flour Mills Company Private May 3, 2010 200.00 May 3, 2016 366. Limited

Shriram Life Insurance Company Limited A/C-Ulif01507/01/10Prservrfnd128- May 3, 2010 100.00 May 3, 2016 367. Prserver -Fund

The Lakshmi Vilas Bank Limited May 3, 2010 100.00 May 3, 2016 368. Employees Gratuity Fund

Shriram Life Insurance Company Limited A/C-Ulif01607/01/10Defendrfnd128- May 3, 2010 30.00 May 3, 2016 369. Defender -Fund

Shriram Life Insurance Company Limited A/C-Ulif01109/06/09Guardnplus128- May 3, 2010 10.00 May 3, 2016 370. Guardiann Plus -Fund

Shriram Life Insurance Company Limited A/C-Ulif01009/06/09Guardnshld128- May 3, 2010 10.00 May 3, 2016 371. Guardian Shield -Fund

Divine Investments Private Limited May 3, 2010 1.00 May 3, 2020 372. Quick Lithographers Private Limited May 3, 2010 1.00 May 3, 2020 373. Mcleod And Company Limited'S Provident May 3, 2010 1.00 May 3, 2020 374. Fund ''A''

The Champdany Jute Company Limited May 3, 2010 1.00 May 3, 2020 375. Superannuation Fund

Peekay Alkalies Private Limited May 3, 2010 1.00 May 3, 2020 376. Satya Narain Daga May 3, 2010 1.00 May 3, 2020 377. Jaipur Finance Provident Fund Institution May 3, 2010 1.00 May 3, 2020 378. Moxaben Dilipkumar Trivedi May 3, 2010 2.00 May 3, 2020 379. Army Group Insurance Fund May 10, 2010 500.00 May 10, 2020 380. Board of Trustees For Bokaro Steel May 10, 2010 500.00 May 10, 2020 381. Employees Provident Fund

80

Shriram Transport Finance Company Ltd. For Private & Confidential

Sr. Particulars Date of Amount Maturity Date No. disbursement outstanding as on March 31, 2012

National Pension Scheme Trust- A/C UTI Retirement Solutions Pension Fund May 10, 2010 500.00 May 10, 2020 382. Scheme - Central Government

National Pension Scheme Trust- A/C UTI Retirement Solutions Pension Fund May 10, 2010 500.00 May 10, 2020 383. Scheme - State Government

The Mogaveera Company - Operative May 10, 2010 200.00 May 10, 2020 384. Bank Limited

Ranjan Kishor Shroff May 10, 2010 33.00 May 10, 2020 385. Sherry Dhanju Batliwala May 10, 2010 30.00 May 10, 2020 386. Sukeshi Sharad Sheth May 10, 2010 25.00 May 10, 2020 387. Goa Carbon Limited Employees Provident May 10, 2010 20.00 May 10, 2020 388. Fund Trust

K Jagannatha Rao May 10, 2010 15.00 May 10, 2020 389. Jacobs H And G Private Limited May 10, 2010 15.00 May 10, 2020 390. Employees Provident Fund

St Pauls School May 10, 2010 15.00 May 10, 2020 391. ILTI Excluded Employees Provident Fund May 10, 2010 10.00 May 10, 2020 392. Trust

Dharmesh V Adnani May 10, 2010 10.00 May 10, 2020 393. Arya Offshore Services Private Limited May 10, 2010 8.00 May 10, 2020 394. Employees Provident Fund

AFCO Fincon Private Limited May 10, 2010 8.00 May 10, 2020 395. Orient Ceramics Provident Fund May 10, 2010 6.00 May 10, 2020 396. Institution

Dipika Dilip Modi May 10, 2010 5.00 May 10, 2020 397. Manilal Kasturchand Gandhi And Kanta May 10, 2010 5.00 May 10, 2020 398. Gandhi Charitable Trust

81

Shriram Transport Finance Company Ltd. For Private & Confidential

Sr. Particulars Date of Amount Maturity Date No. disbursement outstanding as on March 31, 2012

Ashok Leyland Employees Alwar Provident May 10, 2010 5.00 May 10, 2020 399. Fund

Deys Medical Stores Manufacturing(Up) May 10, 2010 5.00 May 10, 2020 400. Limited Provident Fund

Vithaldas Hakamchand Charitable Trust May 10, 2010 4.00 May 10, 2020 401. Gill And Company Private Limited May 10, 2010 4.00 May 10, 2020 402. Employees Provident Fund

Maharaja Shree Umaid Mills Limited May 10, 2010 3.00 May 10, 2020 403. Senior Staff Provident Fund

Tribhuvandas Foundation Staff Provident May 10, 2010 3.00 May 10, 2020 404. Fund Trust

Humphreys And Glasgow Directors May 10, 2010 3.00 May 10, 2020 405. Superannuation Fund

The Metal Rolling Works Limited May 10, 2010 3.00 May 10, 2020 406. Employees Educational Welfare Trust

Vrajlal P Babaria Charitable Trust May 10, 2010 3.00 May 10, 2020 407. Leena Jeewan May 10, 2010 3.00 May 10, 2020 408. Shri Zalawad Jain Swetamber Murtipujak May 10, 2010 3.00 May 10, 2020 409. Mandalsion-Matunga-Dadar-Wadala

Sri Sathya Sai Institute of Higher Medical Sciences Pg Employees Gratuity Fund May 10, 2010 2.00 May 10, 2020 410. Trust

The Metal Rolling Works Limited May 10, 2010 2.00 May 10, 2020 411. Employees Medical Welfare Trust

D S Savant And Sons Employees May 10, 2010 2.00 May 10, 2020 412. Provident Fund

Narayan Purushottam Gokhale May 10, 2010 2.00 May 10, 2020 413. Jain Jagruti Centre Central Board May 10, 2010 2.00 May 10, 2020 414. Charitable Trust

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Sr. Particulars Date of Amount Maturity Date No. disbursement outstanding as on March 31, 2012

Kirti Karmarkar Anand May 10, 2010 2.00 May 10, 2020 415. Puttur Narayanarao Girish Rao May 10, 2010 2.00 May 10, 2020 416. Narendra R Patil May 10, 2010 1.00 May 10, 2020 417. Dipika Jitendrabhai Patel May 10, 2010 1.00 May 10, 2020 418. Ajay Bangur May 10, 2010 1.00 May 10, 2020 419. Union Bank of India (Employees') Pension May 28, 2010 1,000.00 May 28, 2016 420. Fund

HDFC ERGO General Insurance May 28, 2010 1,000.00 May 28, 2016 421. Company Limited

The Lakshmi Vilas Bank Limited May 28, 2010 500.00 May 28, 2016 422. Bank of India (Employees) Pension Fund May 28, 2010 1,500.00 May 28, 2020 423. United India Insurance Company Limited May 28, 2010 1,000.00 May 28, 2020 424. The Nainital Bank Limited May 28, 2010 500.00 May 28, 2020 425. Dombivli Nagari Sahakari Bank Limited May 28, 2010 500.00 May 28, 2020 426. Intrasoft Technologies Limited May 28, 2010 500.00 May 28, 2020 427. A P S R T C Employees Provident Fund May 28, 2010 400.00 May 28, 2020 428. Trust

The Jalgaon Peoples Co operative Bank May 28, 2010 300.00 May 28, 2020 429. Limited

Shriram Life Insurance Company Limited A/C-Ulif00201/07/06Guardanfnd128- May 28, 2010 60.00 May 28, 2020 430. Guardian -Fund

Shriram Life Insurance Company Limited A/C-Ulif01707/01/10Balancrfnd128- May 28, 2010 40.00 May 28, 2020 431. Balancer -Fund

Jacobs H And G Limited Employees May 28, 2010 40.00 May 28, 2020 432. Gratuity Fund

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Sr. Particulars Date of Amount Maturity Date No. disbursement outstanding as on March 31, 2012

Shriram Life Insurance Company Limited A/C-Ulif01507/01/10Prservrfnd128- May 28, 2010 30.00 May 28, 2020 433. Prserver -Fund

Mangalore Refinery And Petrochemicals May 28, 2010 30.00 May 28, 2020 434. Limited Gratuity Fund

Centre For Development of Telematics May 28, 2010 30.00 May 28, 2020 435. Employees Provident Fund Trust

Shriram Life Insurance Company Limited A/C-Ulif00101/07/06Consrvator128- May 28, 2010 20.00 May 28, 2020 436. Conservator -Fund

Industrial Jewels Private Limited May 28, 2010 10.00 May 28, 2020 437. Provident Fund

Wander Limited Employees Provident May 28, 2010 10.00 May 28, 2020 438. Fund

Renu Jain May 28, 2010 10.00 May 28, 2020 439. Hirojirao Ramrao Patankar May 28, 2010 10.00 May 28, 2020 440. ISSAL Superannuation Fund May 28, 2010 10.00 May 28, 2020 441. United India Insurance Company Limited June 4, 2010 1,000.00 June 4, 2020 442. Infrastructure Development Finance June 4, 2010 1,000.00 June 4, 2020 443. Company Limited

Board of Trustees For Bokaro Steel June 4, 2010 500.00 June 4, 2020 444. Employees Provident Fund

September 14, Syndicate Bank June 14, 2010 2,000.00 445. 2015

National Pension Scheme Trust- A/CSBI September 14, Pension Fund Scheme - Central June 14, 2010 1,000.00 446. 2015 Government

Nuclear Power Corporation of India September 14, June 14, 2010 500.00 447. Limited Employees Provident Fund 2015

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Sr. Particulars Date of Amount Maturity Date No. disbursement outstanding as on March 31, 2012

September 14, Army Group Insurance Fund June 14, 2010 500.00 448. 2015

United India Insurance Company Limited September 14, June 14, 2010 500.00 449. Employees Provident Fund 2015

Indian Overseas Bank Staff Provident September 14, June 14, 2010 500.00 450. Fund 2015

August 24, UTI - Childrens Career Balanced Plan 10,500.00 August 24, 2015 451. 2010

August 24, UTI-Unit Linked Insurance Plan 8,500.00 August 24, 2015 452. 2010

August 24, UTI- Balanced Fund 6,000.00 August 24, 2015 453. 2010

August 24, UTI - Retirement Benefit Pension Fund 5,000.00 August 24, 2015 454. 2010

August 24, UTI-MIS-Advantage Plan 2,500.00 August 24, 2015 455. 2010

August 24, UTI-Mahila Unit Scheme 2,000.00 August 24, 2015 456. 2010

UTI-Unit Scheme For Charitable And August 24, 500.00 August 24, 2015 457. Religious Trusts And Registered Societies 2010

Chhattisgarh State Electricity Board August 30, 1,800.00 August 30, 2025 458. (CSEB) Provident Fund Trust 2010

Trustees Hindustan Steel Limited August 30, 600.00 August 30, 2025 459. ContributoryProvident Fund, Rourkela 2010

The Barnagore Jute Factory Company August 30, 70.00 August 30, 2025 460. Limited Employees Provident Fund 2010

British High Commission India Staff August 30, 50.00 August 30, 2025 461. Provident Fund 2010

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Sr. Particulars Date of Amount Maturity Date No. disbursement outstanding as on March 31, 2012

SAIL RMD Establishment And August 30, Administrative Offices Employees 50.00 August 30, 2025 462. 2010 Provident Fund

The Thane District Central co operative August 30, 50.00 August 30, 2025 463. Bank Staff Provident Fund 2010

Jagatjit Cotton Textile Mills Limited August 30, 50.00 August 30, 2025 464. Provident Fund Trust 2010

The Tribune Employee's Provident Fund August 30, 40.00 August 30, 2025 465. Trust 2010

The Ashok Hotel Employees Provident August 30, 40.00 August 30, 2025 466. Fund Trust 2010

Genius Consultants Employees Provident August 30, 30.00 August 30, 2025 467. Fund 2010

August 30, Ujjwal Suri 20.00 August 30, 2025 468. 2010

August 30, Madhukar P Choksi 20.00 August 30, 2025 469. 2010

The Champdany Jute Company Limited August 30, 20.00 August 30, 2025 470. Gratuity Fund 2010

August 30, Pawan Kumar Roongta 20.00 August 30, 2025 471. 2010

Sona Koyo Steering Systems Limited August 30, 10.00 August 30, 2025 472. Employees Provident Fund Trust 2010

August 30, Mahabir Prasad Roongta 10.00 August 30, 2025 473. 2010

The Assam Company India Limited August 30, 10.00 August 30, 2025 474. Management Staff Provident Fund 2010

Mount Shivalik Breweries Limited August 30, 10.00 August 30, 2025 475. Employees Provident Fund Trust 2010

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Sr. Particulars Date of Amount Maturity Date No. disbursement outstanding as on March 31, 2012

August 30, Henry Arthur Sydney Ledlie 10.00 August 30, 2025 476. 2010

Holcim Services South Asia Employees August 30, 10.00 August 30, 2025 477. Provident Fund 2010

Hooghly District Central Co-Operative September 9, 1,000.00 September 9, 2025 478. Bank Limited 2010

A P S R T C Employees Provident Fund September 9, 500.00 September 9, 2025 479. Trust 2010

National Pension Scheme Trust- A/C UTI September 9, Retirement Solutions Pension Fund 450.00 September 9, 2025 480. 2010 Scheme - Central Government

Indian Mercantile co operativeerative September 9, 200.00 September 9, 2025 481. Bank Limited 2010

September 9, Rajma Projects Private Limited 100.00 September 9, 2025 482. 2010

September 9, Ultratech CemCompany Provident Fund 100.00 September 9, 2025 483. 2010

NIIT Technologies Limited Employees September 9, 80.00 September 9, 2025 484. Provident Fund Trust 2010

Gujarat Alkalies And Chemicals Limited September 9, 60.00 September 9, 2025 485. Employees Provident Fund Trust 2010

September 9, Shilpa Taneja 10.00 September 9, 2025 486. 2010

Nederlandse Financierings-Maatschappij September 13, September 13, 22,500.00 487. Voor Ontwikkelingslanden N.V. (Fmo) 2010 2017

September 13, September 13, Indian Overseas Bank 2,300.00 488. 2010 2017

Deutsche Bank International Asia - Debt September 13, September 13, 200.00 489. Fund 2010 2017

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Sr. Particulars Date of Amount Maturity Date No. disbursement outstanding as on March 31, 2012

Chhattisgarh State Electricity Board October 15, 2,000.00 October 15, 2028 490. Gratuityand Pension Fund Trust 2010

Board of Trustees For Bokaro Steel October 15, 300.00 October 15, 2028 491. Employees Provident Fund 2010

National Pension Scheme Trust- A/C UTI Retirement Solutions Pension Fund March 31, 2011 1,550.00 March 31, 2021 492. Scheme - Central Government

National Pension Scheme Trust- A/C UTI Retirement Solutions Pension Fund March 31, 2011 500.00 March 31, 2021 493. Scheme - State Government

Crompton Greaves Limited Provident March 31, 2011 340.00 March 31, 2021 494. Fund No 1

Power Finance Corporation Limited March 31, 2011 50.00 March 31, 2021 495. Employees Provident Fund

Gujarat Alkalies And Chemicals Limited March 31, 2011 50.00 March 31, 2021 496. Employees Provident Fund Trust

Dhyanesh Marketing Private Limited March 31, 2011 10.00 March 31, 2021 497. National Pension Scheme Trust- A/CSBI January 2, 1,890.00 June 29, 2018 498. Pension Fund Scheme - State Government 2012

National Pension Scheme Trust- A/CSBI January 2, Pension Fund Scheme - Central 1,000.00 June 29, 2018 499. 2012 Government

January 2, Brics Gilt Finance Private Limited 700.00 June 29, 2018 500. 2012

January 2, Dotch Sales Private Limited 620.00 June 29, 2018 501. 2012

The Indian Iron And Steel Company January 2, 300.00 June 29, 2018 502. Limited Provident Institution 2012

National Pension Scheme Trust- A/CSBI January 2, 280.00 June 29, 2018 503. Pension Fund Scheme C - Tier I 2012

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Sr. Particulars Date of Amount Maturity Date No. disbursement outstanding as on March 31, 2012

National Pension Scheme Trust A/C -SBI Pension Funds Private Limited -National January 2, 70.00 June 29, 2018 504. Pension Scheme Lite Scheme - 2012 Government Pattern

January 2, Sourabh Gilts And Securities Limited 50.00 June 29, 2018 505. 2012

January 2, Provident Fund (Covered) 30.00 June 29, 2018 506. 2012

ITD Cementation India Limited Workmen January 2, 20.00 June 29, 2018 507. Provident Fund 2012

National Pension Scheme Trust- A/CSBI January 2, 20.00 June 29, 2018 508. Pension Fund Scheme C - Tier II 2012

Burns Philp India Private Limited January 2, 20.00 June 29, 2018 509. Employees Provident Fund 2012

National Refinery P. Limited, Employees May 10, 2010 1.00 May 10, 2020 510. Gratuity Fund

Vin Vish Corporation Private Limited May 10, 2010 1.00 May 10, 2020 511. Employees Provident Fund Trust

National Refinery Private Limited, Employees (Workmen At 87,Tardeo Road) May 10, 2010 1.00 May 10, 2020 512. Provident Fund

Hakamchand Vakhatram Philanthropic May 10, 2010 1.00 May 10, 2020 513. Trust

Mangubai Gokaldas Charitable Trust May 10, 2010 1.00 May 10, 2020 514. Hirabai Vithaldas Shubh Trust May 10, 2010 1.00 May 10, 2020 515. Wealth First Portfolio Managers Private May 10, 2010 1.00 May 10, 2020 516. Limited

Ashwini Abhijit Khade May 10, 2010 1.00 May 10, 2020 517. Rajesh Prabhakar Pathare May 10, 2010 4.00 May 10, 2020 518. Rajesh Prabhakar Pathare May 10, 2010 3.00 May 10, 2020 519.

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Sr. Particulars Date of Amount Maturity Date No. disbursement outstanding as on March 31, 2012

Amita Ambarbhai Patel May 10, 2010 5.00 May 10, 2020 520. Hemal Ambar Patel May 10, 2010 5.00 May 10, 2020 521. Pramod Vamanrao Bhavsar May 10, 2010 2.00 May 10, 2020 522. National Refinery Private Limited May 10, 2010 3.00 May 10, 2020 523. Employees(Workmen) Provident Fund

National Refinery Private Limited May 10, 2010 4.00 May 10, 2020 524. Employees (Staff) Provident Fund

Moxaben Dilipkumar Trivedi May 10, 2010 5.00 May 10, 2020 525. October 15, Akshay Kumar Bhatia 200.00 October 15, 2028 526. 2010

Total 2,15,317.00

2. Term Loans from Banks:

(` in lacs)

Sr. Particulars Date of Disbursement Amount outstanding Maturity Date No. as on March 31, 2012

1. Hongkong And Shanghai October 29, 2009 11,174.03 July 26, 2010 to Banking Corporation Jun 26, 2012 Limited (FD Sold)

2. Syndicate Bank June 2, 2010 10,000.00 June 2, 2017

Total 21,174.03

3. Term Loans from Institutions:

(` in lacs)

Particulars Date of Disbursement Amount outstanding Maturity Date as on March 31, 2012

Credit Suisse A.G March 29, 2012 10,000.00 March 29, 2013

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Particulars Date of Disbursement Amount outstanding Maturity Date as on March 31, 2012

Total 10,000.00

4. Fixed Deposits: (` in lacs) Particulars Amount outstanding as on March 31, Maturity Date 2012

Fixed deposits 1,20,376.88 April 2012 – March 2017

1,20,376.88

5. Our Company has issued unsecured redeemable non convertible debenture of face value of ` 10,00,000 each on a private placement basis of which ` 52,860.00 lacs (gross of unamortised discount of ` 2,261.72 lacs) is outstanding as on March 31, 2012, the details of which are set forth below:

(` in lacs) Sr. Particulars Date of Amount Maturity No. disbursement outstanding as Date on March 31, 2012

Birla Sun Life Trustee Company Private Limited August 1, August 1, 2011 22,500.00 1. A/C Birla Sun Life Dynamic Bond Fund 2014

Birla Sun Life Trustee Company Private Limited August 1, August 1, 2011 2,500.00 2. A/C Birla Sun Life Short Term Fund 2014

Birla Sun Life Trustee Company Private Limited August 11, August 11, 2,500.00 3. A/C Birla Sun Life Fixed Term Plan - Series DP 2011 2013

August 11, August 11, HSBC Income Fund - Short Term Plan 2,000.00 4. 2011 2013

August 11, August 11, HSBC MIP Savings Plan 1,800.00 5. 2011 2013

August 11, August 11, HSBC MIP Regular Plan 700.00 6. 2011 2013

August 11, August 11, HSBC Flexi Debt Fund 300.00 7. 2011 2013

August 11, August 11, HSBC Income Fund - Investment Plan 200.00 8. 2011 2013

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Sr. Particulars Date of Amount Maturity No. disbursement outstanding as Date on March 31, 2012

Religare Trustee Company Limited - A/C December 12, June 11, 500.00 9. Religare Medium Term Bond Fund 2011 2013

Birla Sun Life Trustee Company Private Limited December 15, June 11, 1,280.00 10. A/C Birla Sun Life Fixed Term Plan - Series DU 2011 2013

Birla Sun Life Trustee Company Private Limited December 15, June 11, 1,220.00 11. A/C Birla Sun Life Fixed Term Plan - Series DV 2011 2013

Birla Sun Life Trustee Company Private Limited December 20, December 1,450.00 12. A/C Birla Sun Life Fixed Term Plan - Series DW 2011 23, 2013

Birla Sun Life Trustee Company Private Limited December 20, June 17, 3,000.00 13. A/C Birla Sun Life Fixed Term Plan - Series DU 2011 2013

Birla Sun Life Trustee Company Private Limited January 12, July 10, 2,550.00 14. A/C Birla Sun Life Fixed Term Plan - Series ED 2012 2014

Birla Sun Life Trustee Company Private Limited January 18, July 10, 1,910.00 15. A/C Birla Sun Life Fixed Term Plan - Series ED 2012 2014

January 20, July 17, DSP Blackrock FTP Series 5- 18M 520.00 16. 2012 2013

Birla Sun Life Trustee Company Private Limited January 20, July 16, 1,730.00 17. A/C Birla Sun Life Fixed Term Plan - Series EC 2012 2013

Birla Sun Life Trustee Company Private Limited February 27, August 19, 1,350.00 18. A/C Birla Sun Life Fixed Term Plan - Series EJ 2012 2013

February 29, May 21, SBI Debt Fund Series-15 Months-9 (Feb-2012) 930.00 19. 2012 2013

DSP Blackrock Dual Advantage Fund - Series 1 March 19, March 2, 1,370.00 20. - 36M 2012 2015

March 19, March 17, DSP Blackrock Ftp Series 7 - 24M 400.00 21. 2012 2014

Birla Sun Life Trustee Company Private Limited March 19, April 8, 2,150.00 22. A/C Birla Sun Life Fixed Term Plan - Series ER 2012 2015

Total 52,860.00

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6. Unsecured Loans – Subordinated Debts

Our Company has issued Subordinated debts of face value of ` 1,000/- each on a private placement basis of which ` 1,06,388.68 lacs is outstanding as on March 31, 2012, the details of which are set forth below:

(` in lacs) Description Number of Subordinated Amount Redemption Debt Holders outstanding as on Month March 31, 2012

Subordinated debts 2,42,892 1,06,388.68 April 2012 – September 2018

Total 2,42,892 1,06,388.68

The Company has issued subordinated debts of face value of ` 1,000/- each through public issue (2010) of which ` 8,310.31 lacs is outstanding as on March 31, 2012, the details of which are set out below:

(` in lacs) Particulars Number of Subordinated Amount Redemption Date Debt Holders outstanding as on March 31, 2012

Option –IV (Others) 6 91.00 June 1, 2017

Option –IV (Unreserved Individual 45 1,687.00 March 1, 2017 Category)

Option –IV (Reserved Individual 2,470 3,746.08 December 1, 2016 Category)

Option –V 1,907 2,786.33 June 1, 2017

Total 4,428 8,310.31

A portion of our funding requirements is met through short-term funding sources, being, bank loans, working capital demand loans, cash credit, short term loans and commercial papers. Further, a large portion of our loan assets mature over a medium term, while comparatively some of our liabilities in connection with the credit facilities obtained by us are for a relatively shorter periods of time. Consequently, our inability to obtain additional credit facilities or renew our existing credit facilities, in a timely manner or at all, may lead to mismatches between our assets and liabilities.

Based on the structural liquidity position of our Company as on March 31, 2012 as per the RBI norms, our Company has positive asset liability mismatch of ` 1,010,127 lacs over a period of 6 months till September 30, 2012 based on our submission dated April 30, 2012 to RBI.

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X. Any material event /Development or change at the time of issue or subsequent to the issue which may affect the issue or the investors decision to invest/continue to invest in the debt securities

Subject to the risk factors mentioned herein below and circumstances/situations that may arise there from, in our opinion, there have been no circumstances that could materially and adversely affect, or likely to affect the trading or profitability of the Company, which may affect the issue or the investor‟s decision since the company has met all its obligations in time towards payment of interest / repayment of principal amount.

The following are the risks envisaged by the management and the investors should consider the following risk factors carefully for evaluating the trading or profitability of the Company and its business before making any investment decision. Unless the context requires otherwise, the risk factors described below apply to the Company only.

The investors must rely on their own examination and investigation of the Company and its business, their promoters, associate companies and the Issue including the risks and uncertainties involved.

The Company and its business are subject to risks, uncertainties and assumptions, internal as well as external, and could materially affect the performance of the company. The following are some of the important factors that could cause actual results to differ materially from the Company‟s expectations:

INTERNAL RISK FACTORS

Risks relating to our Company and its Business

1. Our financial performance is particularly vulnerable to interest rate volatility.

Our results of operations are substantially dependent upon the level of our Net Interest Margins. Income from operations is the largest component of our total income, and constituted 99.47% and 99.92% of our total income in fiscal 2011 and fiscal 2012, respectively. As of March 31, 2012, our assets under financing activities (net of securitization and assignment) was Rs. 22,08,048.80 lacs. We borrow funds on both fixed and floating rates. We are exposed to interest rate risks as a result of lending to customers predominantly at fixed interest rates and in amounts and for periods which may differ from our funding sources. Volatility in interest rates can materially and adversely affect our financial performance and cash flows. In a rising interest rate environment, if the yield on our interest- earning assets does not increase simultaneously with or to the same extent as our cost of funds, or, in a declining interest rate environment, if our cost of funds does not decline simultaneously or to the same extent as the yield on our interest-earning assets, our net interest income and net interest margin would be adversely impacted. Additional risks arising from increasing interest rates, among others, include:

increases in the rates of interest charged on various loans in our loan portfolio, which could result in the extension of loan maturities and higher monthly installments due from borrowers which, in turn, could result in higher rates of default;

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reductions in the volume of commercial vehicle loans as a result of clients' inability to service high interest rate payments; and

reduction in the value of fixed income securities held in our investment portfolio.

Accordingly, our operations are susceptible to fluctuations in interest rates. Interest rates are highly sensitive and fluctuations thereof are dependent upon many factors which are beyond our control, including the monetary policies of the RBI, de-regulation of the financial services sector in India, domestic and international economic and political conditions, inflation and other factors. Rise in inflation, and consequent changes in Bank rates, Repo rates and Reverse Repo rates by the RBI has led to an increase in interest rates on loans provided by banks and financial institutions, and market interest rates in India have been volatile in recent periods.

2. Our business requires substantial capital, and any disruption in funding sources would have a material adverse effect on our liquidity, financial condition and/or cashflows.

As an asset finance company, our liquidity and ongoing profitability are, in large part, dependent upon our timely access to, and the costs associated with, raising capital. Our funding requirements historically have been met from a combination of term loans from banks and financial institutions, issuance of redeemable non-convertible debentures, public deposits, the issue of subordinated bonds and commercial paper, as well as through securitization and assignment of our loan portfolio. Thus, our business depends and will continue to depend on our ability to access diversified funding sources. Our ability to raise funds on acceptable terms and at competitive rates continues to depend on various factors including our credit ratings, the regulatory environment and policy initiatives in India, developments in the international markets affecting the Indian economy, investors' and/or lenders' perception of demand for debt and equity securities of NBFCs, and our current and future results of operations and financial condition.

Changes in economic and financial conditions or continuing lack of liquidity in the market could make it difficult for us to access funds at competitive rates. As an NBFC, we also face certain restrictions on our ability to raise money from international markets which may further constrain our ability to raise funds at attractive rates.

Such conditions may occur again in the future and may lead to a disruption in our primary funding sources at competitive costs and would have a material adverse effect on our liquidity, financial condition and/or cash flows.

3. If we are unable to manage the level of NPAs in our loan assets, our financial position and results of operations may suffer.

Our Gross NPAs as a percentage of Total Loan Assets were 3.14 % and 2.66 % as of March 31, 2012 and March 31, 2011 respectively, while our Net NPAs as a percentage of Net Loan Assets was 0.45 % and 0.38 % as of March 31, 2012 and March 31, 2011, respectively. We cannot be sure that we will be able to improve our collections and recoveries in relation to our NPAs, or otherwise adequately control our level of NPAs in future. Moreover, as our loan

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portfolio matures, we may experience greater defaults in principal and/or interest repayments. Thus, if we are not able to control or reduce our level of NPAs, the overall quality of our loan portfolio may deteriorate and our results of operations and/or cash flows may be adversely affected. Furthermore, our current provisions may not be adequate when compared to the loan portfolios of other financial institutions. Moreover, there also can be no assurance that there will be no further deterioration in our provisioning coverage as a percentage of Gross NPAs or otherwise, or that the percentage of NPAs that we will be able to recover will be similar to our past experience of recoveries of NPAs. In the event of any further deterioration in our NPA portfolio, there could be an even greater, adverse impact on our results of operations and/or cash flows.

4. Our business is focused on commercial vehicle finance for new and pre-owned commercial vehicles and any adverse developments in this sector would adversely affect our results of operations.

As we focus on providing financing for pre-owned and new commercial vehicles, our asset and NPA portfolios have, and will likely continue in the future to have, a high concentration of pre-owned and new commercial vehicle financing arrangements. Moreover, our customer base has, and will likely continue in the future to have, a high concentration of FTUs and SRTOs. Our business is, therefore, entirely dependent on various factors that impact this customer segment, such as the demand for transportation services in India, changes in Indian regulations and policies affecting pre-owned commercial vehicles, natural disasters and calamities, and macroeconomic environment in India and globally. Also, individual borrowers and FTUs and SRTOs generally are less financially resilient than larger corporate borrowers or fleet owners, and, as a result, can be more adversely affected by declining economic conditions. Such factors may result in a decline in the sales or value of new and pre-owned commercial vehicles. Correspondingly, the demand for finance for pre-owned and new commercial vehicles may decline, which in turn may adversely affect our financial condition, the results of our operations and/or cash flows. Further, the ability of commercial vehicle owners and/or operators to perform their obligations under existing financing agreements may be adversely affected if their businesses suffer as a result of the aforesaid factors.

Accordingly, since our business is not a diversified business, any factor which adversely impacts this segment may have a disproportionate impact on our operations, profitability and/or cash flows.

5. High levels of customer defaults could adversely affect our business, financial condition, results of operations and/or cash flows.

Our primary business involves lending money to commercial vehicle owners and operators in India, and we are subject to customer default risks including default or delay in repayment of principal or interest on our loans. Customers may default on their obligations to us as a result of various factors including bankruptcy, lack of liquidity, lack of business and operational failure. If borrowers fail to repay loans in a timely manner or at all, our financial condition, results of operations and/or cash flows will be adversely impacted.

In addition, our customer portfolio principally consists of SRTOs and FTUs with underdeveloped banking habits, and individual borrowers generally are less financially resilient than larger corporate borrowers, and, as a result, they can be more adversely affected by declining economic conditions. In addition, a significant majority of our client base belongs to the low income group. The owners and/or operators of commercial vehicles financed by us often do not have any credit history supported by tax returns and other related documents which would enable us to assess their creditworthiness. In addition, we may not receive updated information regarding any change in the financial condition

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of our customers or may receive inaccurate or incomplete information as a result of any fraudulent misrepresentation on the part of our customers. Furthermore, unlike several developed economies, a nationwide credit bureau has only recently become operational in India, so there is less financial information available about the creditworthiness of individuals, particularly our client segment who are mainly from the low income group and who typically have limited access to other financing sources. It is therefore difficult to carry out precise credit risk analyses on our clients. Although we follow certain procedures to evaluate the credit profile of our customers at the time of sanctioning a loan, we generally rely on the referrals from the local trucking community and value of the commercial vehicle provided as underlying collateral rather than on a stringent analysis of the credit profile of our customers. Although we believe that our risk management controls are sufficient, we cannot be certain that they will continue to be sufficient or that additional risk management policies for individual borrowers will not be required. Failure to continuously monitor the loan contracts, particularly for individual borrowers, could adversely affect our credit portfolio which could have a material and adverse effect on our results of operations, financial condition and/or cash flows.

6. We may not be able to recover, on a timely basis or at all, the full value of collateral or amounts which are sufficient to cover the outstanding amounts due under defaulted loans.

As a security interest for the financing facilities provided by us to our customers, the vehicles purchased by our customers are hypothecated in our favour. The value of the vehicle, however, is subject to depreciation, deterioration, and/or reduction in value on account of other extraneous reasons, over the course of time. Consequently, the realizable value of the collateral for the credit facility provided by us, when liquidated, may be lower than the outstanding loan from such customers. Any default in repayment of the outstanding credit obligations by our customers may expose us to losses. Furthermore, in the case of a default, we typically repossess the commercial vehicles financed and sell such vehicles through auctions. The hypothecated vehicles, being movable property, may be difficult to locate or seize in the event of any default by our customers. There can also be no assurance that we will be able to sell such vehicles provided as collateral at prices sufficient to cover the amounts under default. In addition, there may be delays associated with such process. A failure or delay to recover the expected value from sale of collateral security could expose us to a potential loss. Any such losses could adversely affect our financial condition, results of operations and/or cash flows. Furthermore, enforcing our legal rights by litigating against defaulting customers is generally a slow and potentially expensive process in India. Accordingly, it may be difficult for us to recover amounts owed by defaulting customers in a timely manner or at all. The recovery of monies from defaulting customers may be further compounded by the fact that we do not generally insist on, or receive post dated cheques as security towards the timely repayment of dues from customers to whom we have provided loans. Further if we are unable to sell any repossessed vehicles provided as security for such loans, at commercially favourable prices, in a timely manner or at all, we may not recover the costs of maintaining such repossessed vehicles and our operations, cash flows and profitability could be adversely affected.

7. The Company is involved in certain legal proceedings for alleged contravention of certain State legislations in India relating to “money lending” activities. Any unfavourable outcome in such proceedings and the imposition of any additional restrictive statutory and/or regulatory requirements may adversely affect our goodwill, business prospects and results of operations.

Certain criminal proceedings have been initiated against our Company by the State of Gujarat and the Inspector of

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Money Lenders, Gujarat in connection with the alleged contravention of the Bombay Money Lenders Act, 1946, as amended (“BMLA”), before the Metropolitan Magistrate, Ahmadabad, the Chief Judicial Magistrate, Himmatnagar and the Chief Judicial Palanpur. The complainants have, among other allegations, asserted that the conduct of our financing business without the requisite license under the BMLA is in contravention of such legislation. Accordingly, the complainants have sought to prosecute and penalize our Company under Section 34 of the BMLA. We filed applications under Section 482 of the Code of Criminal Procedure, 1973 against the State of Gujarat and the Inspector of Money Lenders, Gujarat before the Hon‟ble High Court of Gujarat at Ahmadabad (“Quashing Application”), seeking to quash such criminal proceedings, and seeking an order for the stay of such criminal proceedings during the pendency of the Quashing Application. These proceedings initiated against our Company, and the application filed by our Company, are currently pending hearing and final disposition. Under the provisions of the BMLA, any person who carries out the business of “money lending” (as defined therein) within the states of Maharashtra and Gujarat without a valid license for such business under the provisions of the BMLA or enters into any agreement in the course of business of money lending without a valid license, is, on conviction, punishable (i) for the first offence, with imprisonment up to one year or a fine of up to Rs. 1,500.00 or both, and (ii) for a second or subsequent offence, with additional terms of imprisonment of not less than two years, in the case of an individual, and with additional fine of not less than Rs. 5,000.00, in the case of a corporate entity.

The Company has also filed an appeal before the Supreme Court of India against an order dated November 18, 2009 passed by the Hon‟ble High Court of Kerala in connection with a writ petition filed by our Company challenging the action of the Commissioner of Commercial Taxes, Kerala, directing our Company to register under the provisions of the Kerala Money Lenders Act, 1946, as amended (“KMLA”). The Hon‟ble High Court of Kerala, pursuant to the impugned order, had dismissed an appeal in connection with such writ petition, thereby, among other matters, confirming such impugned order passed by the Commissioner of Commercial Taxes, Kerala. The Supreme Court has granted a stay of the order passed by the Hon‟ble High Court of Kerala until final disposal of the appeal at the Supreme Court. Further, our Company has filed a writ petition, (Writ Petition No. 47108/2011) on November 15, 2011, against the State of Karnataka and others before the Hon‟ble High Court of Karnataka inter-alia seeking (a) a declaration that the provisions of the Karnataka Money Lenders Act, 1961 and the Karnataka Prohibition of Charging Exorbitant Interest Act, 2004, (collectively “Impugned Statutes”), do not apply to our NBFCs and our Company in particular, (b) striking down the Impugned Statutes, (c) a writ in the nature of certiorari or other suitable writ, order or direction quashing an order issued by the Karnataka State Money Lending Department dated September 29, 2011 and proceedings initiated against our Company pursuant to the Impugned Statutes, (d) interim relief by staying the proceedings initiated against our Company pursuant to the Impugned Statutes and (e) restraining the Karnataka state money lending authorities from initiating action against our Company under the aforesaid statutes. The Hon‟ble High Court of Karnataka has vide an order dated December 16, 2011 stayed the proceedings initiated against our Company pursuant to the Impugned Statutes. The aforesaid matter is pending hearing and final disposal.

There can be no assurance that these proceedings will not be determined adversely to us or that penal or other action will not be taken against our Company and/or any senior management party to such proceedings. In the event of an adverse ruling in these proceedings, our Company may be required to register as a money lending entity under the provisions of the BMLA and/ or the KMLA in order to carry on its financing business, and will be required to comply with the provisions of such legislation with respect to its business operations within the relevant States. There can also be no assurance that in the event of such an adverse ruling, similar regulatory authorities in other States of India where we currently carry on business or propose to carry on business in the future, will not require us to similarly register as a money lending entity under, and comply with the provisions of, the respective State legislation. State legislation may

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specify various terms and conditions that must be complied with in connection with money lending activities, including the imposition of maximum interest rates that we may charge, and these maximum interest rates may be significantly lower than the interest rates that we typically charge on our portfolio against financing activities to our customers. If we are required to comply with such maximum interest rate limits or any other restrictive provisions specified under such legislation, our interest income and net interest margin may be adversely impacted. There can also be no assurance that other conditions and restrictions under such legislation, if applicable to us, will not adversely affect the conduct of our operations.

8. A large part of our collections are in cash and consequently we face the risk of misappropriation or fraud by our employees.

A significant portion of our collections from our customers is in cash. Large cash collections expose us to the risk of fraud, misappropriation or unauthorized transactions by our employees responsible for dealing with such cash collections. While we have taken insurance policies and coverage for cash in safes and in transit, and undertake measures to detect and prevent any unauthorized transaction, fraud or misappropriation by our representatives and officers, this may not be sufficient to prevent or deter such activities in all cases, which may adversely affect our operations, profitability and/or cash flows. Further, we may be subject to regulatory or other proceedings in connection with any unauthorized transaction, fraud or misappropriation by our representatives and employees, which could adversely affect our goodwill.

9. Our significant indebtedness and the conditions and restrictions imposed by our financing arrangements could restrict our ability to conduct our business and operations in the manner we desire.

As of March 31, 2012, we had an unconsolidated outstanding secured debt (gross of unamortised discount of Rs. 5,139.57 lacs) of Rs. 17,85,710.34 lacs and unconsolidated unsecured debt (gross of unamortised discount of Rs. 2,261.72 lacs) of Rs. 5,34,426.90 lacs, and we will continue to incur additional indebtedness in the future. Most of our borrowings are secured by our immovable, movable and other assets. Our significant indebtedness could have several important consequences, including but not limited to the following:

a portion of our cash flow may be used towards repayment of our existing debt, which will reduce the availability of our cash flow to fund working capital, capital expenditures, acquisitions and other general corporate requirements;

our ability to obtain additional financing in the future at reasonable terms may be restricted or our cost of borrowings may increase due to sudden adverse market conditions, including decreased availability of credit or fluctuations in interest rates;

fluctuations in market interest rates may affect the cost of our borrowings, as some of our indebtedness are at variable interest rates;

there could be a material adverse effect on our business, financial condition, results of operations and/or cash flows if we are unable to service our indebtedness or otherwise comply with financial and other covenants specified in the financing agreements; and

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We may be more vulnerable to economic downturns, may be limited in our ability to withstand competitive pressures and may have reduced flexibility in responding to changing business, regulatory and economic conditions.

Some of our financing agreements also include various conditions and covenants that require us to obtain lender consents prior to carrying out certain activities and entering into certain transactions. Failure to meet these conditions or obtain these consents could have significant consequences on our business and operations. Specifically, under some of our financing agreements, we require, and may be unable to obtain, consents from the relevant lenders for, among others, the following matters: entering into any scheme of merger; spinning-off of a business division; selling or transferring all or a substantial portion of our assets; making any change in ownership or control or constitution of our Company; making amendments in our Memorandum and Articles of Association; creating any further security interest on the assets upon which the existing lenders have a prior charge; and raising funds by way of any fresh capital issue. Our financing agreements also typically contain certain financial covenants including the requirement to maintain, among others, specified debt-to-equity ratios, debt-to-net worth ratios, or Tier I to Tier II capital ratios that may be higher than statutory or regulatory requirements. These covenants vary depending on the requirements of the financial institution extending the loan and the conditions negotiated under each financing document. Such covenants may restrict or delay certain actions or initiatives that we may propose to take from time to time.

A failure to observe the covenants under our financing arrangements or to obtain necessary consents required thereunder may lead to the termination of our credit facilities, acceleration of all amounts due under such facilities and the enforcement of any security provided. Any acceleration of amounts due under such facilities may also trigger cross default provisions under our other financing agreements. If the obligations under any of our financing documents are accelerated, we may have to dedicate a substantial portion of our cash flow from operations to make payments under such financing documents, thereby reducing the availability of cash for our working capital requirements and other general corporate purposes. Further, during any period in which we are in default, we may be unable to raise, or face difficulties raising, further financing. Any of these circumstances could adversely affect our business, credit rating, financial condition, results of operations and/or cash flows. Moreover, any such action initiated by our lenders could result in the price of our NCDs being adversely affected.

10. We have in the past acquired, and may continue to acquire in the future, portfolios relating to various credit and financing facilities from banks and other institutions on a non-recourse basis. If the performance of such portfolios deteriorates, our business, financial condition, results of operations and/or cash flows may be adversely affected

We have in the past acquired, and may in the future continue to acquire, portfolios relating to various credit and financing facilities from various originators including banks and other institutions, in the ordinary course of our business. If the performance of such portfolios deteriorates, our business, financial condition, results of operations and/or cash flows may be adversely affected

11. We face increasing competition in our business which may result in declining margins if we are unable to compete effectively.

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We primarily provide vehicle finance loans to FTUs and SRTOs. Our primary competition historically has been private unorganized financiers who principally operate in the local market. However, the significant growth in the commercial vehicle finance segment in recent periods has resulted in various banks and NBFCs increasing their focus on this sector, particularly for new commercial vehicle finance. In addition, interest rate deregulation and other liberalization measures affecting the commercial vehicle finance sector, together with increased demand for capital by FTUs and SRTOs, have resulted in an increase in competition.

All of these factors have resulted in us facing increased competition from other lenders in the commercial vehicle finance sector, including commercial banks and other NBFCs. Our ability to compete effectively will depend, to some extent, on our ability to raise low-cost funding in the future. Furthermore, as a result of increased competition in the commercial vehicle finance sector, vehicle finance products are becoming increasingly standardized and variable interest rate and payment terms and lower processing fees are becoming increasingly common in the commercial vehicle finance sector in India. There can be no assurance that we will be able to react effectively to these or other market developments or compete effectively with new and existing players in the increasingly competitive commercial vehicle finance industry. Increasing competition may have an adverse effect on our net interest margin and other income, and, if we are unable to compete successfully, our market share may decline.

If we are unable to compete effectively with other participants in the commercial vehicle finance or equipment finance sectors, our business, future financial performance and the trading price of the NCDs may be adversely affected.

12. We may not be able to successfully sustain our growth strategy.

In recent years, we have experienced substantial growth. Our growth strategy includes growing our loan book and expanding our customer base. There can be no assurance that we will be able to sustain our growth strategy successfully or that we will be able to expand further or diversify our product portfolio. If we grow our loan book too rapidly or fail to make proper assessments of credit risks associated with new borrowers, a higher percentage of our loans may become non-performing, which would have a negative impact on the quality of our assets and our financial condition.

We also face a number of operational risks in executing our growth strategy. We have experienced rapid growth in our commercial vehicle finance business, our branch network has expanded significantly, and we are entering into new, smaller towns and cities within India as part of our growth strategy. Our rapid growth exposes us to a wide range of increased risks, including business risks, such as the possibility that a number of our impaired loans may grow faster than anticipated, as well as operational risks, fraud risks and regulatory and legal risks. It will also place significant demands on our management, financial and other resources and will require us to continuously develop and improve our operational, financial and internal controls. Moreover, our ability to sustain our rate of growth depends significantly upon our ability to manage key issues such as selecting and retaining key managerial personnel, maintaining effective risk management policies, continuing to offer products which are relevant to our target base of clients, developing managerial experience to address emerging challenges and ensuring a high standard of client service. We will need to recruit new employees, who will have to be trained and integrated into our operations. We will also have to train existing employees to adhere properly to internal controls and risk management procedures. Failure to train our employees properly may result in an increase in employee attrition rates, require additional hiring, erode

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the quality of customer service, divert management resources, increase our exposure to high-risk credit and impose significant costs on us.

13. We may not be able to successfully diversify our product portfolio.

We have expanded our product portfolio to provide, in addition to pre-owned and new commercial vehicle financing, financing for passenger commercial vehicles, multi-utility vehicles, three-wheelers and tractors, ancillary equipment and vehicle parts finance, working capital loans for commercial vehicle operators, and freight bill discounting. Furthermore, we intend to enter into certain new lines of business as part of our growth strategy.

For example, we intend to further develop our equipment finance business, particularly for construction equipment, through our wholly-owned subsidiary, Shriram Equipment Finance Company Limited established for this purpose. We have limited experience in these new lines of business which are partly targeted at a different customer segment, and may encounter additional risks by entering into such new lines of business. We also intend to continue focusing on developing pre-owned commercial vehicle and construction equipment hubs across India called "Automalls", through our wholly-owned subsidiary Shriram Automall India Limited, designed to provide a trading platform for the sale of pre-owned commercial vehicles as well as commercial vehicles repossessed by financing companies along with showrooms for branded new and refurbished pre-owned commercial vehicles. We intend to provide electronic advertising and trading infrastructure in these "Automalls", and to utilize this platform for marketing of our financial products.

We cannot assure that such diversification or expansion of operations will yield favourable or expected results, as our overall profitability and success will be subject to various factors, including, among others, our ability to obtain necessary statutory and/or regulatory approvals and licenses in connection with such proposed business as well as necessary premises for Automall operations in a timely manner, our ability to effectively recruit, retain and motivate appropriate managerial talent, our relative inexperience in the equipment finance sector and ability to compete with banks and other NBFCs that are already well established in this market segment, as well as our ability to effectively absorb additional infrastructure costs. There can also be no assurance that our proposed "Automalls" will be successful in creating additional source of business for our financial products.

New businesses will require significant capital investments and commitments of time from our senior management, there also can be no assurance that our management will be able to develop the skills necessary to successfully manage these new business areas. Our inability to effectively manage any of these issues could materially and adversely affect our business and impact our future financial performance and/or cash flows.

14. We may experience difficulties in expanding our business into new regions and markets in India.

As part of our growth strategy, we continue to evaluate attractive growth opportunities to expand our business into new regions and markets in India. Factors such as competition, culture, regulatory regimes, business practices and customs and customer requirements in these new markets may differ from those in our current markets, and our experience in our current markets may not be applicable to these new markets. In addition, as we enter new markets and geographical regions, we are likely to compete not only with other banks and financial institutions but also the local unorganized or semi-organized private financiers, who are more familiar with local regulations, business practices and customs, and

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have stronger relationships with customers.

If we plan to expand our geographical footprint, our business may be exposed to various additional challenges, including obtaining necessary governmental approvals, identifying and collaborating with local business and partners with whom we may have no previous working relationship; successfully gauging market conditions in local markets with which we have no previous familiarity; attracting potential customers in a market in which we do not have significant experience or visibility; being susceptible to local taxation in additional geographical areas of India; and adapting our marketing strategy and operations to different regions of India in which different languages are spoken. Our inability to expand our current operations may adversely affect our business prospects, financial conditions, results of operations and/or cash flows.

15. Any downgrade of our credit ratings would increase borrowing costs and constrain our access to capital and lending markets and, as a result, would negatively affect our net interest margin and our business.

The cost and availability of capital is also dependent on our short-term and long-term credit ratings. Ratings reflect a rating agency‟s opinion of our financial strength, operating performance, strategic position, and ability to meet our obligations. In relation to our long-term debt instruments, we currently have long term ratings of „CARE AA+‟ from CARE, „FITCH AA(ind)‟ from FITCH and „CRISIL AA/Stable‟ from CRISIL. In relation to our short-term debt instruments, we have also received short term ratings of „CRISIL A1+‟ from CRISIL. The rating of the NCDs by CRISIL indicates high degree of safety regarding timely servicing of financial obligations and carrying very low credit risk. The rating of NCDs by CARE indicates high degree of safety regarding timely servicing of financial obligations and carrying very low credit risk.

Any downgrade of our credit ratings would increase borrowing costs and constrain our access to capital and debt markets and, as a result, would negatively affect our net interest margin and our business. In addition, downgrades of our credit ratings could increase the possibility of additional terms and conditions being added to any additional financing or refinancing arrangements in the future. The ratings provided by CRISIL and/or CARE may be suspended, withdrawn or revised at any time by the assigning rating agency and should be evaluated independently of any other rating. These ratings are not a recommendation to buy, sell or hold securities and investors should take their own decisions. Any such adverse development could adversely affect our business, financial condition, results of operations and/or cash flows.

16. If we are unable to successfully expand, maintain or leverage our partnership arrangements with private financiers involved in commercial vehicle financing, our business prospects, results of operations, financial conditions and/or cash flows may be adversely affected.

Our partnership and co-financing arrangements with private financiers involved in commercial vehicle financing across India is an integral part of our growth strategy. We enter into strategic partnership agreements with private financiers ranging from individual financiers and small local private financiers, including other NBFCs, to capitalize on their local knowledge, infrastructure and personnel base of our partners in order to source new customers. Our franchising and co-financing arrangements include various revenue-sharing arrangements at pre-determined amounts. For further information on our franchising and co-financing arrangements, see “Our Business - Our Operations - Customer Origination - Partnership and Co-Financing Arrangements with Private Financiers”.

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There can be no assurance that our partners will faithfully comply with the procedural and other conditions specified by us in connection with our arrangements with them in the context of customer origination, credit appraisal process, loan administration and monitoring and any loan recovery processes, or that our partners will not act in any manner that could adversely affect our reputation, brand, customer relationships or business interests. For example, we have in the past experienced certain instances of fraud by certain of our partners. There can also be no assurance that we will be able to leverage and benefit from our partnership arrangements to effectively source a sufficient volume of new customers and business commensurate to the revenue-sharing and other incentives provided to our partners under our arrangements with them.

In addition, we may not be able to identify suitable private financiers in the future with whom we can successfully partner through such arrangements, or in joint marketing and customer support activities, and there can be no assurance that we will be able to ensure any level of success with such partnership arrangements for any sustained period of time. Furthermore, there can be no assurance that there will not be any dispute with such partners in the future. If we are unable to successfully expand, maintain or leverage our partnership arrangements and relationship with our partners, our business prospects, results of operations, financial conditions and/or cash flows may be adversely affected.

17. A decline in our capital adequacy ratio could restrict our future business growth.

As per RBI notification dated February 17, 2011, all deposit taking NBFCs have to maintain a minimum capital ratio, consisting of Tier I and Tier II capital, which shall not be less than 15% of its aggregate risk weighted assets on balance sheet and risk adjusted value of off-balance sheet items w.e.f. March 31, 2012. Our capital adequacy ratio computed on the basis of applicable RBI requirements was 22.26% as of March 31, 2012, with Tier I capital comprising 17.26%. If we continue to grow our loan portfolio and asset base, we will be required to raise additional Tier I and Tier II capital in order to continue to meet applicable capital adequacy ratios with respect to our business. There can be no assurance that we will be able to raise adequate additional capital in the future on terms favourable to us or at all, and this may adversely affect the growth of our business.

18. As part of our business strategy we assign or securitize a substantial portion of our loan assets to banks and other institutions. Any deterioration in the performance of any pool of receivables assigned or securitized to banks and other institutions may adversely impact our financial performance and/or cash flows.

As part of our means of raising and/or managing our funds, we assign or securitize a substantial portion of the receivables from our loan portfolio to banks and other institutions. Such assignment or securitization transactions are conducted on the basis of our internal estimates of our funding requirements, which may vary from time to time. In fiscal 2008, 2009, 2010, 2011 and 2012 we securitized and assigned assets of a book value of Rs. 2,11,822.17 lacs, Rs. 3,12,498.40 lacs, Rs. 8,75,681.04 lacs, Rs. 10,20,361.35 lacs and Rs. 8,34,613.44 lacs, respectively on an unconsolidated basis. Any change in statutory and/regulatory requirements in relation to assignments or securitizations by financial institutions, including the requirements prescribed by RBI and the Government of India, could have an adverse impact on our assignment or securitization transactions. Any adverse changes in the policy and/or regulations

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in connection with securitization of assets by NBFCs and/or new circulars and/or directions issued by the RBI in this regard, affecting NBFCs or the purchasers of assets, would affect the securitization market in general and our ability to securitize and/or assign our assets.

We are also required to provide a credit enhancement for the securitization and assignment transactions by way of either fixed deposits or corporate guarantees and the aggregate credit enhancement amount outstanding as on March 31, 2012 was Rs. 3,46,098.85 lacs on an unconsolidated basis. In the event a relevant bank or institution does not realize the receivables due under such loan assets, such bank or institution would have recourse to such credit enhancement, which could have a material adverse effect on our results of operations, financial condition and/or cash flows.

19. System failures or inadequacy and security breaches in computer systems may adversely affect our business.

Our business is increasingly dependent on our ability to process, on a daily basis, a large number of transactions. Our financial, accounting or other data processing systems may fail to operate adequately or become disabled as a result of events that are wholly or partially beyond our control, including a disruption of electrical or communications services.

Our ability to operate and remain competitive will depend in part on our ability to maintain and upgrade our information technology systems on a timely and cost-effective basis. The information available to and received by our management through our existing systems may not be timely and sufficient to manage risks or to plan for and respond to changes in market conditions and other developments in our operations. We may experience difficulties in upgrading, developing and expanding our systems quickly enough to accommodate our growing customer base and range of products.

Our operations also rely on the secure processing, storage and transmission of confidential and other information in our computer systems and networks. Our computer systems, software and networks may be vulnerable to unauthorized access, computer viruses or other malicious code and other events that could compromise data integrity and security.

Any failure to effectively maintain or improve or upgrade our management information systems in a timely manner could materially and adversely affect our competitiveness, financial position and results of operations. Moreover, if any of these systems do not operate properly or are disabled or if there are other shortcomings or failures in our internal processes or systems, it could affect our operations or result in financial loss, disruption of our businesses, regulatory intervention or damage to our reputation. In addition, our ability to conduct business may be adversely impacted by a disruption in the infrastructure that supports our businesses and the localities in which we are located.

20. We may not be able to maintain our current levels of profitability due to increased costs or reduced spreads.

Our business strategy involves a relatively high level of ongoing interaction with our customers. We believe that this involvement is an important part of developing our relationship with our customers, identifying new cross-selling opportunities and monitoring our performance. However, this level of involvement also entails higher levels of costs and also requires a relatively higher gross spread, or margin, on the finance products we offer in order to maintain profitability. There can be no assurance that we will be able to maintain our current levels of profitability if the gross spreads on our finance products were to reduce substantially, which could adversely affect our results of operations

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and/or cash flows.

21. We face asset-liability mismatches which could affect our liquidity and consequently may adversely affect our operations, profitability and/or cash flows.

We face potential liquidity risks due to varying periods over which our assets and liabilities mature. As is typical for NBFCs, a portion of our funding requirements is met through short-term funding sources such as bank loans, working capital demand loans, cash credit, short term loans and commercial papers. However, a large portion of our loan assets mature over a medium term. Consequently, our inability to obtain additional credit facilities or renew our existing credit facilities, in a timely and cost-effective manner or at all, may lead to mismatches between our assets and liabilities, which in turn may adversely affect our operations, financial performance and/or cash flows. Further, mismatches between our assets and liabilities are compounded in case of pre-payments of the financing facilities we grant to our customers.

22. Our loan portfolio may no longer continue to be classified as priority sector advances by the RBI.

The RBI currently mandates domestic commercial banks operating in India to maintain an aggregate 40.0% (32.0% for foreign banks) of adjusted net bank credit or credit equivalent amount of off-balance sheet exposure, whichever is higher as “priority sector advances”. These include advances to agriculture, micro and small enterprises (including SRTOs, which constitute the largest proportion of our loan portfolio), micro enterprises within the micro and small enterprises sector, export credit, advances to weaker sections where the Government seeks to encourage flow of credit for developmental reasons. Banks in India that have traditionally been constrained or unable to meet these requirements organically, have relied on specialized institutions like us that are better positioned to or exclusively focus on originating such assets through on-lending or purchase of assets or securitized and assigned pools to comply with these targets.

In the event that any part of our loan portfolio is no longer classified as a priority sector advance by the RBI, or if the laws relating to priority sector lending as applicable to the banks undergo a change, our ability to securitize our asset pool will be hampered, which may adversely affect our financial condition, results of operations and/or cash flows.

23. Any change in control of our Promoter or our Company may correspondingly adversely affect our operations and profitability.

As of date of this Information Memorandum, SCL holds 50.17% of the paid up share capital of our Promoter, Shriram Holdings (Madras) Private Limited, and the remaining shares in Shriram Holdings (Madras) Private Limited were held by certain strategic investors. Shriram Holdings (Madras) Private Limited holds 41.26% of the paid up share capital of our Company as on March 31, 2012. Further, once the proposed SHMPL Scheme is approved by the High Court of Hon‟ble High Court of Madras and is brought into force, our Promoter, SHMPL will be dissolved and there will be a change in control of our Company, whereby SCL shall become the promoter of our Company. If SCL ceases to exercise direct control over our Promoter and/or indirect or direct control over our Company, as a result of any transfer of shares (other than pursuant to the SHMPL Scheme) or otherwise, our business and results of operations could be

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adversely affected.

24. Inability to achieve a favourable outcome from the restructuring of our Company pursuant to the proposed SHMPL Scheme could adversely affect our operations and profitability.

The Board of Directors of our Company and the board of directors of SHMPL have in their respective board meetings, both held on December 21, 2011, have passed resolutions, approving a scheme of amalgamation and arrangement, whereby the business and undertaking of our Promoter is proposed to merged into our Company.

If our Company is unable to benefit from the synergies or efficiencies expected from this arrangement or if the proposed arrangement does not yield desired results, our Company‟s operations and financial condition may be materially adversely affected.

25. The trade mark/service mark and logo in connection with the “Shriram” brand which we use is licensed to us and consequently, any termination or non-renewal of such license may adversely affect our goodwill, operations and profitability. Further, our current logo which we are using for our corporate publicity campaigns and as included in this Information Memorandum is not registered. Our inability to register such logo and/or to adequately protect the same may adversely affect our goodwill, operations and profitability.

Pursuant to a license agreement dated April 1, 2010 between our Company and Shriram Ownership Trust, (“SOT”) we are entitled to use the brand name “Shriram” and the associated mark. In this regard, our Company has to pay to SOT, 0.25% on the gross turnover of our Company for the first year of the License Agreement. Royalty rates for the subsequent years will be decided mutually on or before April 1st of the respective financial years. Along with the royalty, our Company also is required to pay to SOT amounts by way of reimbursement of actual expenses incurred by SOT in respect of protection and defence of the Copyright. The License Agreement is valid for a period of three years from the date of execution thereof.

This license agreement is valid until March 31, 2013. In the event such license agreement is terminated or is not renewed or extended in the future, we may not be entitled to use the brand name “Shriram” and the associated mark in connection with our business operations. Consequently, we will not be able to derive the goodwill that we have been enjoying under the “Shriram” brand. Further, if the commercial terms and conditions including the consideration payable pursuant to the said agreement are revised unfavourably, our Company may be required to allocate larger portions of its profits and/or revenues towards such consideration, which would adversely affect our profitability.

Further, our current logo which we are using for our corporate publicity campaigns and as included in this Information Memorandum is not registered. Our inability to register such logo and/or to adequately protect the same may adversely affect our goodwill, operations and profitability.

We operate in a competitive environment, and we believe that our brand recognition is a significant competitive advantage to us. If the license and user agreement is not renewed or terminated, we may need to change our name, trade mark/service mark or the logo. Any such change could require us to incur additional costs and may adversely impact our goodwill, business prospects and results of operations.

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Our Company has obtained trademark registration for the brand names „NEW LOOK‟, „OKHORNPLEASE.COM‟, „TRUCK AUCTION‟, „AUTO RECON‟, „AUTO BAZAR‟, „TRUCK UTSAV‟, „TRUCK BAZAR‟, „TRUCK MALL‟, „SHRIRAM AUTO MALL‟ (brand name & logo), „AUTO AUCTION‟, „TRUCK RECON‟ and „AUTO MALL‟ and has made applications for registration of trademarks, namely, „OKHORNPLEASE.COM‟, „Shriram ONE STOP The Truck Bazaar (logo)‟, „Shriram NEW LOOK Refurbished Truck (logo)‟, „SHRIRAM Automall (logo)‟, „Automall (logo)‟, „AUTO RECON‟, „TRUCK BAZAR‟, „TRUCK UTSAV‟, „TRUCK RECON‟, „TRUCK MALL‟, „TRUCK AUCTION‟, „AUTO AUCTION‟, „SHRIRAM AUTO MALL‟, „AUTO BAZAR‟ and „AUTO MALL‟, under different classes, under the Trade Marks Act, 1999 which are pending as on date of this Information Memorandum.

26. We have certain contingent liabilities which may adversely affect our financial condition.

As of March 31, 2012, we had certain contingent liabilities not provided for, which includes contingent liability in respect of disputed income tax/interest tax demand contested in appeals not provided for Rs. 5,691.53 lacs on an unconsolidated basis and guarantees and counter guarantees given of Rs. 2,33,498.60 lacs on an unconsolidated basis. For further information on such contingent liabilities, see Annexure VI to our Reformatted Unconsolidated Summary Financial Statements. In the event that any of these contingent liabilities materialize, our financial condition may be adversely affected.

27. We are involved in various legal and other proceedings that if determined against us could have a material adverse effect on our financial condition and results of operations.

We are currently involved in a number of legal proceedings arising in the ordinary course of our business. These proceedings are pending at different levels of adjudication before various courts and tribunals, primarily relating to civil suits and tax disputes.

An adverse decision in these proceedings could materially and adversely affect our business, financial condition and results of operations.

28. Inaccurate appraisal of credit may adversely impact our business.

We may be affected by failure of employees to comply with internal procedures and inaccurate appraisal of credit or financial worth of our clients. Inaccurate appraisal of credit may allow a loan sanction which may eventually result in a bad debt on our books of accounts. In the event we are unable to check the risks arising out of such lapses, our business and results of operations may be adversely affected.

29. We may have to comply with strict regulations and guidelines issued by regulatory authorities in India.

We are regulated principally by and have reporting obligations to the RBI. We are also subject to the corporate, taxation and other laws in effect in India. The regulatory and legal framework governing us may continue to change as India‟s economy and commercial and financial markets evolve. In recent years, existing rules and regulations have

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been modified, new rules and regulations have been enacted and reforms have been implemented which are intended to provide tighter control and more transparency in India‟s asset finance sector. Further, RBI may increase the minimum capital adequacy requirement for deposit taking NBFCs such as us.

Compliance with many of the regulations applicable to our operations may involve significant costs and otherwise may impose restrictions on our operations. If the interpretation of the regulators and authorities varies from our interpretation, we may be subject to penalties and the business of our Company could be adversely affected. There can be no assurance that changes in these regulations and the enforcement of existing and future rules by governmental and regulatory authorities will not adversely affect our business and future financial performance.

30. Our ability to assess, monitor and manage risks inherent in our business differs from the standards of some of our counterparts in India and in some developed countries.

We are exposed to a variety of risks, including liquidity risk, interest rate risk, credit risk, operational risk and legal risk. The effectiveness of our risk management is limited by the quality and timeliness of available data.

Our hedging strategies and other risk management techniques may not be fully effective in mitigating our risks in all market environments or against all types of risk, including risks that are unidentified or unanticipated. Some methods of managing risks are based upon observed historical market behaviour. As a result, these methods may not predict future risk exposures, which could be greater than the historical measures indicated. Other risk management methods depend upon an evaluation of information regarding markets, customers or other matters. This information may not in all cases be accurate, complete, current, or properly evaluated. Management of operational, legal or regulatory risk requires, among other things, policies and procedures to properly record and verify a number of transactions and events. Although we have established these policies and procedures, they may not be fully effective. Our future success will depend, in part, on our ability to respond to new technological advances and evolving NBFC and vehicle finance sector standards and practices on a cost-effective and timely basis. The development and implementation of such technology entails significant technical and business risks. There can be no assurance that we will successfully implement new technologies or adapt our transaction-processing systems to customer requirements or evolving market standards.

31. Our Promoter has significant control in our Company, which will enable them to influence the outcome of matters submitted to shareholders for approval, and their interests may differ from those of other holders of Equity Shares.

As of March 31, 2012, Shriram Holdings (Madras) Private Limited, our Promoter, beneficially owned approximately 41.26% of our share capital. See “Capital Structure”. Our Promoter has the ability to control our business including matters relating to any sale of all or substantially all of our assets, the timing and distribution of dividends and the election or termination of appointment of our officers and directors. This control could delay, defer or prevent a change in control of our Company, impede a merger, consolidation, takeover or other business combination involving our Company, or discourage a potential acquirer from making a tender offer or otherwise attempting to obtain control of our Company even if it is in our Company‟s best interest. In addition, for so long as our Promoter continues to exercise significant control over our Company, it may influence the material policies of our Company in a manner that could

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conflict with the interests of our other shareholders. The Promoter group may have interests that are adverse to the interests of our other shareholders and may take positions with which we or our other shareholders do not agree.

32. Certain shareholders of our Promoter Shriram Holdings (Madras) Private Limited have rights to nominate directors on our Board.

Pursuant to the Share Subscription Agreement dated February 2, 2006, as amended on September 12, 2008 (“Share Subscription Agreement”), between Newbridge India Investments II Limited (“New Bridge”), our Promoter, Mr. R. Thyagarajan, Mr. T. Jayaraman, Mr. AVS Raja and Shriram Financial Services Holding Private Limited ( now known as SCL), (collectively, “Founders”), Shriram Recon Trucks Limited, Shriram Holdings (Madras) Private Limited and SOFL, New Bridge, which currently holds 49.0% of the paid-up share capital of our Promoter Shriram Holdings (Madras) Private Limited, is entitled to appoint two nominee directors on our Board. Furthermore, in the event that the size of the Board is increased beyond 12 directors, New Bridge and the Founders will each be entitled to appoint three directors on the Board. In the event that any shareholder having a right to nominate a director ceases to have such right, then the resulting vacancy shall be filled by the appointment of independent directors. In addition, New Bridge, on the one hand, and the Founders, on the other hand, are entitled to nominate an equal number of nominees on any committee of the Board.

Under the terms of such Share Subscription Agreement, certain reserved matters require the affirmative vote and/or prior consent of the directors nominated by New Bridge and the Founders on our Board or any committee thereof. These matters include, among others, any further issuance of any Equity Shares by our Company; acquisition of the assets of any other business; creation of a joint venture or partnership, or merger, demerger and consolidation or any other business combination; disinvestment in any subsidiary; appointment, removal and revision of the compensation of key personnel; capital expenditure in excess of Rs. 50.00 lacs; any amendment to the memorandum or articles of association of our Company; any amendment in the annual business plan of our Company; commencement of a new line of business; any changes to material accounting or tax policies; recommendation of or declaration of dividend or distribution of any kind; removal of the statutory or internal auditor; any bankruptcy, dissolution, insolvency, recapitalization, reorganization, assignment to creditors, winding up and/or liquidation; an increase or reorganization in the issued, subscribed or paid up equity or preference share capital; any connected person transaction; any amendment, modification or cancellation of the trademark license agreement (license and user agreement) for the use of the "Shriram" brand and associated logos. In the event that the beneficial ownership of New Bridge in our Company, indirectly through our Promoter or directly, becomes greater than that of the Founders, then the number of reserved matters requiring the affirmative vote of the directors nominated by the Founders would be reduced; moreover, in such event, New Bridge shall also be entitled to appoint and remove the managing director (whether designated as managing director, CEO, COO or otherwise) and other key employees of our Company and of our Promoter.

As an exit mechanism, New Bridge may, at any time after expiry of two years from September 12, 2008, require our Promoter to distribute the shares held by our Promoter in our Company amongst the Founders and New Bridge in proportion to their respective holdings in our Promoter; in the alternative, New Bridge may require the merger of our Promoter with our Company in order to effect such distribution. Moreover, after two years from September 12, 2008, New Bridge is entitled to acquire controlling interest in our Promoter from the Founders, subject to the payment of a call option price plus a control premium. The Company, the Founders and our Promoter Shriram Holdings (Madras) Private Limited have agreed to jointly and severally indemnify New Bridge in the event of any breach of the terms of such Share Subscription Agreement. Drag along rights are also provided for in the Share Subscription Agreement. After March 31, 2011 New Bridge is entitled, at any time to require the founders to sell all or part of the latter's shares

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or warrants in our Company or in our Promoter. In the event that New Bridge does not accept the purchase offer of a proposed purchaser as communicated by the Founders, New Bridge may in turn present the Founders with the terms of another purchase offer, which shall not provide for a lower purchase price.

New Bridge and the Founders, pursuant to their rights under the Share Subscription Agreement and as shareholders in our Promoter, may influence policies of our Company in a manner that could conflict with the interests of our other shareholders. New Bridge and the Founders may have interests that are adverse to the interests of our other shareholders and may take positions with which our Company or our other shareholders do not agree.

33. We have entered into certain related party transactions.

We have entered into transactions with related parties, within the meaning of AS 18 as notified by the Companies (Accounting Standards) Rules, 2006. These transactions include royalty paid to Shriram Ownership Trust pursuant to the License Agreement dated April 1, 2010 between our Company and Shriram Ownership Trust in connection with the use of the brand name "Shriram" and the associated mark. For further information on our related party transactions, within the meaning of AS 18 as notified by the Companies (Accounting Standards) Rules, please see the section titled “Financial Information”. Such transactions may give rise to current or potential conflicts of interest with respect to dealings between us and such related parties. Additionally, there can be no assurance that any dispute that may arise between us and related parties will be resolved in our favour.

34. Any failure by us to identify, manage, complete and integrate acquisitions, divestitures and other significant transactions successfully could adversely affect our results of operations, business prospects and/or cash flows.

As part of our business strategy, we may acquire complementary companies or businesses, divest non-core businesses or assets, enter into strategic alliances and joint ventures and make investments to further our business. In order to pursue this strategy successfully, we must identify suitable candidates for and successfully complete such transactions, some of which may be large and complex, and manage the integration of acquired companies or employees. We may not fully realize all of the anticipated benefits of any such transaction within the anticipated timeframe or at all. Any increased or unexpected costs, unanticipated delays or failure to achieve contractual obligations could make such transactions less profitable or unprofitable. Managing business combination and investment transactions requires varying levels of management resources, which may divert our attention from other business operations, may result in significant costs and expenses and charges to earnings. The challenges involved in integration include:

combining product offerings and entering into new markets in which we are not experienced;

consolidating and maintaining relationships with customers;

consolidating and rationalizing transaction processes and corporate and IT infrastructure;

integrating employees and managing employee issues;

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coordinating and combining administrative and other operations and relationships with third parties in accordance with applicable laws and other obligations while maintaining adequate standards, controls and procedures;

achieving savings from infrastructure integration; and

managing other business, infrastructure and operational integration issues.

35. The BSE has suspended the trading of our Equity Shares in the past.

Pursuant to an order dated December 18, 1998, issued by the BSE, the trading of our Equity Shares on the BSE was suspended from December 21, 1998 to January 3, 1999 on account of alleged non-compliance with clauses 15 and 16 of the listing agreement entered into with the BSE in connection with the listing and trading of our Equity Shares.

Our failure to comply with the provisions of the listing agreements executed between our Company and the stock exchanges where our securities are listed, in a timely manner or at all, may expose us to regulatory proceedings and/or penal action.

36. Our success depends in large part upon our management team and key personnel and our ability to attract, train and retain such persons.

Our ability to sustain our rate of growth depends significantly upon our ability to manage key issues such as selecting and retaining key managerial personnel, developing managerial experience to address emerging challenges and ensuring a high standard of client service. In order to be successful, we must attract, train, motivate and retain highly skilled employees, especially branch managers and product executives. If we cannot hire additional qualified personnel or retain them, our ability to expand our business will be impaired and our revenue could decline. We will need to recruit new employees, who will have to be trained and integrated into our operations. We will also have to train existing employees to adhere properly to internal controls and risk management procedures. Failure to train and motivate our employees properly may result in an increase in employee attrition rates, require additional hiring, erode the quality of customer service, divert management resources, increase our exposure to high-risk credit and impose significant costs on us. Hiring and retaining qualified and skilled managers are critical to our future, as our business model depends on our credit-appraisal and asset valuation mechanism, which are personnel-driven operations. Moreover, competition for experienced employees in the commercial vehicle finance sector can be intense. While we have an incentive structure and an Employee Stock Option Scheme designed to encourage employee retention, our inability to attract and retain talented professionals, or the resignation or loss of key management personnel, may have an adverse impact on our business, future financial performance and/or cash flows.

37. We are exposed to fluctuations in the market values of our investment and other asset portfolio.

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Recent turmoil in the financial markets has adversely affected economic activity globally, including in India. Continued deterioration of the credit and capital markets could result in volatility of our investment earnings and impairments to our investment and asset portfolio, which could negatively impact our financial condition and reported income.

38. Our results of operations could be adversely affected by any disputes with our employees.

As of March 31, 2012, we employed 15,057 full-time employees. Currently, none of our employees are members of any labour union. While we believe that we maintain good relationships with our employees, there can be no assurance that we will not experience future disruptions to our operations due to disputes or other problems with our work force, which may adversely affect our business and results of operations.

39. Our inability to obtain, renew or maintain our statutory and regulatory permits and approvals required to operate our business may have a material adverse effect on our business.

We require certain statutory and/or regulatory permits and approvals for our business. In the future, we will be required to renew such permits and approvals and obtain new permits and approvals for any proposed operations. There can be no assurance that the relevant authorities will issue any of such permits or approvals in a timely manner or at all, and/or on favourable terms and conditions. Failure by us to comply with the terms and conditions to which such permits or approvals are subject, and/or to renew, maintain or obtain the required permits or approvals may result in the interruption of our operations and may have a material adverse effect on our business, financial condition and results of operations.

40. We are subject to supervision and regulation by the RBI as a deposit-taking NBFC, and changes in RBI’s regulations governing us could adversely affect our business.

We are subject to the RBI‟s guidelines on financial regulation of NBFCs, including capital adequacy, exposure and other prudential norms. The RBI also regulates the credit flow by banks to NBFCs and provides guidelines to commercial banks with respect to their investment and credit exposure norms for lending to NBFCs. The RBI‟s regulations of NBFCs could change in the future which may require us to restructure our activities, incur additional cost or could otherwise adversely affect our business and our financial performance.

The RBI, from time to time, amends the regulatory framework governing NBFCs to address, inter-alia, concerns arising from certain divergent regulatory requirements for banks and NBFCs. Pursuant to two notifications dated December 6, 2006, (Notifications No. DNBS. 189 / CGM (PK)-2006 and DNBS.190 / CGM (PK)-2006), the RBI amended the NBFC Acceptance of Public Deposits (Reserve Bank) Directions, 1998, reclassifying deposit taking NBFCs, such as us. We are also subject to the requirements of the Non Banking Financial (Deposit Accepting or

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Holding) Companies Prudential Norms (Reserve Bank) Directions, 2007, issued by the RBI on February 22, 2007, as amended.

The laws and regulations governing the banking and financial services industry in India have become increasingly complex and cover a wide variety of issues, such as interest rates, liquidity, securitization, investments, ethical issues, money laundering and privacy. In some cases, there are overlapping regulations and enforcement authorities. Moreover, these laws and regulations can be amended, supplemented or changed at any time such that we may be required to restructure our activities and incur additional expenses to comply with such laws and regulations, which could materially and adversely affect our business and our financial performance.

Compliance with many of the regulations applicable to our operations in India and/or outside India, including any restrictions on investments, lending and other activities currently being carried out by our Company, involves a number of risks, particularly in areas where applicable regulations may be subject to varying interpretations. If the interpretation of the regulators and authorities varies from our interpretation, we may be subject to penalties and our business could be adversely affected. We are also subject to changes in Indian laws, regulations and accounting principles and practices. There can be no assurance that the laws governing the Indian financial services sector will not change in the future or that such changes or the interpretation or enforcement of existing and future laws and rules by governmental and regulatory authorities will not adversely affect our business and future financial performance.

41. Our insurance coverage may not adequately protect us against losses.

We maintain such insurance coverage that we believe is adequate for our operations. Our insurance policies, however, may not provide adequate coverage in certain circumstances and are subject to certain deductibles, exclusions and limits on coverage. We maintain general liability insurance coverage, including coverage for errors or omissions. We cannot, however, assure you that the terms of our insurance policies will be adequate to cover any damage or loss suffered by us or that such coverage will continue to be available on reasonable terms or will be available in sufficient amounts to cover one or more large claims, or that the insurer will not disclaim coverage as to any future claim.

A successful assertion of one or more large claims against us that exceeds our available insurance coverage or changes in our insurance policies, including premium increases or the imposition of a larger deductible or co-insurance requirement, could adversely affect our business, financial condition and results of operations.

Risks Relating to the Utilization of Issue Proceeds

42. The fund requirement and deployment mentioned in the Objects of the Issue have not been appraised by any bank or financial institution.

We intend to use the proceeds of the Issue, after meeting the expenditures of and related to the Issue, for our various financing activities including lending and investments, subject to applicable statutory and/or regulatory requirements, to repay our existing loans and our business operations including for our capital expenditure and working capital requirements. The fund requirement and deployment is based on internal management estimates and has not been appraised by any bank or financial institution. The management will have significant flexibility in applying the proceeds received by us from the Issue. Further, as per the provisions of the Debt Regulations, we are not required to

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appoint a monitoring agency and therefore no monitoring agency has been appointed for this Issue.

Risks Relating to the NCDs

43. Changes in interest rates may affect the price of our NCDs.

All securities where a fixed rate of interest is offered, such as our NCDs, are subject to price risk. The price of such securities will vary inversely with changes in prevailing interest rates, i.e. when interest rates rise, prices of fixed income securities fall and when interest rates drop, the prices increase. The extent of fall or rise in the prices is a function of the existing coupon, days to maturity and the increase or decrease in the level of prevailing interest rates. Increased rates of interest, which frequently accompany inflation and/or a growing economy, are likely to have a negative effect on the price of our NCDs.

44. You may not be able to recover, on a timely basis or at all, the full value of the outstanding amounts and/or the interest accrued thereon in connection with the NCDs.

Our ability to pay interest accrued on the NCDs and/or the principal amount outstanding from time to time in connection therewith would be subject to various factors inter-alia including our financial condition, profitability and the general economic conditions in India and in the global financial markets. We cannot assure you that we would be able to repay the principal amount outstanding from time to time on the NCDs and/or the interest accrued thereon in a timely manner or at all. Although our Company will create appropriate security in favour of the Debenture Trustee for the NCD Holders on the assets adequate to ensure asset cover for the NCDs, which shall be free from any encumbrances, the realizable value of the assets charged as security, when liquidated, may be lower than the outstanding principal and/or interest accrued thereon in connection with the NCDs. A failure or delay to recover the expected value from a sale or disposition of the assets charged as security in connection with the NCDs could expose you to a potential loss.

45. Payments to be made on the NCDs will be subordinated to certain tax and other liabilities preferred by law.

The NCDs will be subordinated to certain liabilities preferred by law such as the claims of the Government on account of taxes, and certain liabilities incurred in the ordinary course of our business. In particular, in the event of bankruptcy, liquidation or winding-up, our Company‟s assets will be available to pay obligations on the NCDs only after all of those liabilities that rank senior to these NCDs have been paid as per Section 530 of the Companies Act. In the event of bankruptcy, liquidation or winding-up, there may not be sufficient assets remaining to pay amounts due on the NCDs.

46. If we do not generate adequate profits, we may not be able to maintain an adequate Debenture Redemption Reserve, (“DRR”), for the NCDs issued pursuant to this Information Memorandum.

Section 117C of the Act states that any company require to maintain a DRR to which adequate amounts shall be credited out of the profits of the company until the debentures are redeemed. The Ministry of Corporate Affairs has,

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through its circular dated April 18, 2002, (“Circular”), specified that the quantum of DRR to be created before the redemption liability actually arises in normal circumstances should be „adequate‟ to pay the value of the debentures plus accrued interest, (if not already paid), till the debentures are redeemed and cancelled. The Circular however further specifies that, for NBFCs like our Company, (NBFCs which are registered with the RBI under Section 45-IA of the RBI Act), the adequacy of the DRR will be 50% of the value of debentures issued through the public issue. Accordingly our Company is required to create a DRR of 50% of the value of debentures issued through the public issue. As further clarified by the Circular, the amount to be credited as DRR will be carved out of the profits of the company only and there is no obligation on the part of the company to create DRR if there is no profit for the particular year. Accordingly, if we are unable to generate adequate profits, the DRR created by us may not be adequate to meet the 50% of the value of the NCDs. This may have a bearing on the timely redemption of the NCDs by our Company.

47. Any downgrading in credit rating of our NCDs may affect the value of NCDs and thus our ability to raise further debts.

The rating of the NCDs by CRISIL/CARE/FITCH (whichever applicable) indicates high degree of safety regarding timely servicing of financial obligations and carrying very low credit risk. The ratings provided by CRISIL and/or CARE may be suspended, withdrawn or revised at any time by the assigning rating agency and should be evaluated independently of any other rating. These ratings are not a recommendation to buy, sell or hold securities and investors should take their own decisions.

48. There is no active market for the NCDs on the WDM segment of the stock exchanges. As a result the liquidity and market prices of the NCDs may fail to develop and may accordingly be adversely affected.

There can be no assurance that an active market for the NCDs will develop. If an active market for the NCDs fails to develop or be sustained, the liquidity and market prices of the NCDs may be adversely affected. The market price of the NCDs would depend on various factors inter alia including (i) the interest rate on similar securities available in the market and the general interest rate scenario in the country, (ii) the market price of our Equity Shares, (iii) the market for listed debt securities, (iv) general economic conditions, and, (v) our financial performance, growth prospects and results of operations. The aforementioned factors may adversely affect the liquidity and market price of the NCDs, which may trade at a discount to the price at which you purchase the NCDs and/or be relatively illiquid.

49. There may be a delay in making refunds to applicants.

We cannot assure you that the monies refundable to you, on account of (a) withdrawal of your applications, (b) our failure to receive minimum subscription in connection with the Base Issue, (c) withdrawal of the Issue, or (d) failure to obtain the final approval from the NSE and/or the BSE for listing of the NCDs, will be refunded to you in a timely manner. We however, shall refund such monies, with the interest due and payable thereon as prescribed under applicable statutory and/or regulatory provisions.

EXTERNAL RISK FACTORS

1. Our business is dependent on the automobile and transportation industry in India.

Our business to a large extent depends on the continued growth in the automobile and transportation industry in India,

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which is influenced by a number of extraneous factors which are beyond our control, inter-alia including (a) the macroeconomic environment in India, (b) the demand for transportation services, (c) natural disasters and calamities, and (d) changes in regulations and policies in connection with motor vehicles. Such factors may result in a decline in the sales or value of new and pre-owned CVs. Correspondingly, the demand for availing finance for new and pre- owned commercial vehicles may decline, which in turn may adversely affect our financial condition and the results of our operations. Further, the ability of CV owners and/or operators to perform their obligations under existing financing agreements may be adversely affected if their businesses suffer as a result of the aforesaid factors.

2. Increase in competition from our peer group in the CV finance sector may result in reduction of our market share, which in turn may adversely affect our profitability.

Our Company provides loans to pre-owned and new CV owners and/or operators in suburban and rural areas in India. Although, we have been named as the largest asset financing NBFC in India providing CV finance*, we have been increasingly facing competition from domestic and foreign banks and NBFCs operating in the CV finance segment of the industry. Some of our competitors are very aggressive in underwriting credit risk and pricing their products and may have access to funds at a lower cost, wider networks and greater resources than our Company. Our financial condition and results of operations are dependent on our ability to obtain and maintain low cost funds and to provide prompt and quality services to our customers. If our Company is unable to access funds at a cost comparable to or lower than our competitors, we may not be able to offer loans at competitive interest rates to our customers.

* The D&B Research Report had named our Company as the largest asset financing NBFC in India in terms of their research based on various financial and non-financial parameters.

While our Company believes that it has historically been able to offer competitive interest rates on the loans extended to our customers, there can be no assurance that our Company will be able to continue to do so in the future. An increase in competition from our peer group may result in a decline in our market share, which may in turn result in reduced incomes from our operations and may adversely affect our profitability.

3. Our growth depends on the sustained growth of the Indian economy. An economic slowdown in India and abroad could have a direct impact on our operations and profitability.

Macroeconomic factors that affect the Indian economy and the global economic scenario have an impact on our business. The quantum of our disbursements is driven by the growth in demand for CVs. Any slowdown in the Indian economy may have a direct impact on our disbursements and a slowdown in the economy as a whole can increase the level of defaults thereby adversely impacting our Company‟s, profitability, the quality of its portfolio and growth plans.

4. Political instability or changes in the government could delay further liberalization of the Indian economy and adversely affect economic conditions in India generally, which could impact our business.

Since 1991, the Government has pursued a policy of economic liberalization, including significantly relaxing restrictions on the private sector. There can be no assurance that these liberalization policies will continue in the future

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as well. The rate of economic liberalization could change, and specific laws and policies affecting financial services companies, foreign investment, currency exchange rates and other matters affecting investments in Indian companies could change as well. A significant slowdown in India‟s economic liberalization and deregulation policies could disrupt business and economic conditions in India, thus affecting our business. Any political instability in the country, including any change in the Government, could materially impact our business adversely.

5. Civil unrest, terrorist attacks and war would affect our business.

Terrorist attacks and other acts of violence, war or conflicts, particularly those involving India, as well as the United States of America, the United Kingdom, Singapore and the European Union, may adversely affect Indian and global financial markets. Such acts may negatively impact business sentiment, which could adversely affect our business and profitability. India has from time to time experienced, and continues to experience, social and civil unrest, terrorist attacks and hostilities with neighboring countries. Also, some of India‟s neighboring countries have experienced, or are currently experiencing internal unrest. This, in turn, could have a material adverse effect on the Indian economy and in turn may adversely affect our operations and profitability and the market for the NCDs.

6. Our business may be adversely impacted by natural calamities or unfavorable climatic changes.

India, Bangladesh, Pakistan, Indonesia, Japan and other Asian countries have experienced natural calamities such as earthquakes, floods, droughts and a tsunami in recent years. Some of these countries have also experienced pandemics, including the outbreak of avian flu. These economies could be affected by the extent and severity of such natural disasters and pandemics which could, in turn affect the financial services sector of which our Company is a part. Prolonged spells of abnormal rainfall, draught and other natural calamities could have an adverse impact on the economy, which could in turn adversely affect our business and the price of our NCDs.

7. Any downgrading of India's sovereign rating by an international rating agency (ies) may affect our business and our liquidity to a great extent.

Any adverse revision to India's credit rating for domestic and international debt by international rating agencies may adversely impact our ability to raise additional finances at favorable interest rates and other commercial terms. This could have an adverse effect on our growth, financial performance and our operations.

XI. Particulars of debt securities issued (i) for consideration other than cash, whether in whole or part, (ii) at a premium or discount, or (iii) in pursuance of an option

The Company till date has not issued any debt securities for consideration other than cash in whole or part/ pursuance of an option.

The Company has issued debt securities at a Discount. Details of debt securities issued at a Discount as on March 31, 2012 are as follows:

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Face Value per Type of Debentures Issue Size (Rs.) Issue Price (Rs.) Debenture (Rs.) Redeemable Non-Convertible Debentures 50000000.00 1000000.00 862780.00 Redeemable Non-Convertible Debentures 255000000.00 1000000.00 823363.00 Redeemable Non-Convertible Debentures 1000000000.00 1000000.00 821164.50 Redeemable Non-Convertible Debentures 250000000.00 1000000.00 863479.00 Redeemable Non-Convertible Debentures 201000000.00 1000000.00 744796.00 Redeemable Non-Convertible Debentures 300000000.00 1000000.00 865587.00 Redeemable Non-Convertible Debentures 145000000.00 1000000.00 822573.00 Redeemable Non-Convertible Debentures 250000000.00 1000000.00 742384.00 Redeemable Non-Convertible Debentures 139000000.00 1000000.00 863357.00 Redeemable Non-Convertible Debentures 255000000.00 1000000.00 786716.00 Redeemable Non-Convertible Debentures 191000000.00 1000000.00 787961.00 Redeemable Non-Convertible Debentures 52000000.00 1000000.00 867577.00 Redeemable Non-Convertible Debentures 173000000.00 1000000.00 867803.00 Redeemable Non-Convertible Debentures 288000000.00 1000000.00 868304.00 Redeemable Non-Convertible Debentures 409000000.00 1000000.00 807026.00 Redeemable Non-Convertible Debentures 135000000.00 1000000.00 869410.00 Redeemable Non-Convertible Debentures 46000000.00 1000000.00 871583.00 Redeemable Non-Convertible Debentures 93000000.00 1000000.00 891022.00 Redeemable Non-Convertible Debentures 130000000.00 1000000.00 749869.00

XII. Details of highest ten holders of each kind of securities of the Company as on the 5th July 2012 along with particulars as to number of shares or debt securities held by them and the address of each such holder

List of top ten holders of Equity Shares of our Company as on July 6, 2012:

Sr. Name of shareholders Address Total Percentage No Number of Holding Equity (%) Shares held

1. Shriram Holdings Mookambika Complex, 4 Lady Desika 93,371,512 41.26 (Madras) Private Road, Mylapore, Chennai 600004. Limited

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Sr. Name of shareholders Address Total Percentage No Number of Holding Equity (%) Shares held

2. Genesis Indian Deutsche Bank Ag DB House, Hazarimal 16,720,066 7.39 Investment Company Somani Marg, Post Box No. 1142, Limited -General Sub Fort, Mumbai 400001. Fund

3. Shriram Capital IV Floor, Mookambika Complex 4, Lady 11,194,828 4.95 Limited Desika Road, Mylapore Chennai 600004.

4. Ontario Teachers' Deutsche Bank Ag DB House, Hazarimal 6,664,619 2.95 Pension Plan Board- Somani Marg, Post Box No. 1142, NP3A - All Fort, Mumbai 400001.

5. ICICI Prudential Life Deutsche Bank Ag DB House, Hazarimal 4,988,881 2.20 Insurance Company Somani Marg Post Box No. 1142, Limited Fort, Mumbai 400001.

6. Stichting Pensioenfonds JPMorgan Chase Bank N.A, India Sub 3,397,943 1.50 ABP Custody 6th Floor, Paradigm B Mindspace, Malad West, Mumbai 400064.

7. Equinox Partners LP Citibank N A, Custody Services 3rd Flr, 3,079,240 1.36 House, G Block, Plot No. 60, BKC, Bandra - East Mumbai 400051.

8. Merrill Lynch Capital Citibank N A, Custody Services 3rd Flr, Trent 3,075,749 1.36 Markets Espana S.A. House, G Block, Plot No. 60, BKC, Bandra - S.V. East Mumbai 400051.

9. Fidelity Investment JPMorgan Chase Bank N.A., India Sub 2,342,970 1.04 Trust - Fidelity Custody 6th Floor, Paradigm B Mindspace, Diversified Malad West, Mumbai 400064. International Fund

10. Vanguard Emerging Deutsche Bank Ag DB House, Hazarimal 2,325,465 1.03 Markets Stock Index Somani Marg Post Box No. 1142, Fund, Aseries Of Fort, Mumbai 400001. Vanguard International Equity INDE X Fund

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Shriram Transport Finance Company Ltd. For Private & Confidential

List of top ten holders of Debt instruments, as on July 6, 2012.

1. List of top ten Subordinate Debt instruments holders (issued on private placement basis) face value Rs. 1,000/- as on July 6, 2012.

Sr. Name of Sub Debt holder Address Number of Aggregate No Sub - Debt Amount (Rs. in lacs) 1. Shriram General E- 8,Epip Riico Industrial Area, Sitapura, 115,000 1,150.00 Insurance Company Jaipur, Rajasthan Limited 2. Shriram Asset 106 Shiv Chambers,Sector-11,CBD-Belapur, 41,340 413.40 Management Company Navi Mumbai,Maharashtra,400614 Limited 3. Milind P Bhandarkar 1119 Model Colony, Flat No 101 Great 10,200 102.00 Estern Retreat,Nr Lakaki Bungalow,Pune,Maharashtra,411016 4. Urmila Ulhas Ghosalkar H No 1777 Times Bhawan, Daily Ratnagiri 9,546 95.46 Times, Maruti Lane, Ratnagiri, Maharashtra 5. Shriram Life Insurance Regd Office 3-6-478,Anand Estates Iii Floor, 8,400 84.00 Company Limited Liberty Road, Himayath Nagar Hyderabad, Andhra Pradesh 6. Virender Awasty & Son A-5/1,Vasant Vihar, New 8,400 84.00 Delhi,Haryana,110057 7. Deepa Dani B-1001,Frangipani,Behind Hotel Woodland 5 7,500 75.00 Bj, Near Sadhu Vaswani Chowk,Pune,Maharashtra,411001 8. Fathima Natchiyal A 6 Lemair Nagar, First Cross, Karaikal, 5,880 58.80 Tamilnadu 9. Timbera Balakrishna H NO. 6 Kausalya Estate, Karkhana Main 5,500 55.00 Rao Road, Secunderabad, Andhra Pradesh- 500009 10. Thakorbhai Nanubhai 101/A, Premji Apt., S. V. Road, Borivali (W), 5,230 52.30 Desai Mumbai, Maharashtra-400092

2. List of Debenture holders (issued on private placement basis) face value Rs. 1,000/- as on July 6, 2012.

Sr. No Name of Debenture Address Number of Aggregate holder Debentures Amount (Rs. in lacs)

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Sr. No Name of Debenture Address Number of Aggregate holder Debentures Amount (Rs. in lacs)

1. V Shankar A-121/122, Kalpataru Residency, Opposite 600,000.00 6,000.00 Cine Planet, Sion (East ) Ph No 9820432200, Mumbai, Maharashtra-400022 2. Shriram Life Insurance 3-6-478 Anand Estate, 3rd Floor Libarty 251,946.00 2,519.46 Company Limited Road, Himayath nagar, Hyderabad, Andhra Pradesh 3. Shriram General E-B, Epip, Riico Industrial Area, Sitapura, 208,900.00 2,089.00 Insurance Company Jaipur, Rajastan-302022 Limited 4. Lalitha Swaminathan Flat-31 3rdfloor, Khushali, Plot No 358 63,240.00 632.40 Central Avenue rd, Chembur, Mumbai, Maharashtra-400071 5. Tilak Maharashtra Vidyapeeth Bhavan, Gultekadi, Pune, 50,000.00 500.00 Vidyapeeth Maharashtra-411037 6. Jagadguru Kripalu H A F (B), Part I,Sector -10 Dwarka Subcity, 40,000.00 400.00 Parishat (Ssd) New Delhi-110075 7. Almighty Impex 102, Neelkanth House, S-524, School Block, 35,000.00 350.00 Private Limited Shakarpur, New Delhi-110092 8. Shuneel Kumari Ram N-29/C, Saket, New Delhi-110017 30,900.00 309.00 9. Ail Staff Provident Plot No 25 Phase Iv Sector 18, Electronic City, 30,000.00 300.00 Fund Trust Gurgaon, Haryana-122015 10. Sivagama Sundari D Old No 32 New No 60, South Boag Road, 25,000.00 250.00 T.Nagar, Chennai, Tamilnadu-600017 11. Geetoo Kirpalani 20 St James Court, Marine Drive, Churchgate, 25,000.00 250.00 Mumbai, Maharashtra-400020 12. Bhavna Ashwinbhai 40-B, Sangthan Society, Near Gurukul Road, 25,000.00 250.00 Patel Opposite Sunrise Park Drive In Road, Ahmedabad, Maharashtra-380052

3. List of top ten holders of Deposit as on July 6, 2012

Sr. Name of Deposit holder Address Aggregate No Amount (Rs. in lacs)

1. I C S Technology I C S Technology Services Private Limited, Plot No 141 Phase 625.00 Services Private Limited 3 Kamalapuri Colony, Srinagar Colony, 0, Hyderabad, Andhra Pradesh,500016

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Sr. Name of Deposit holder Address Aggregate No Amount (Rs. in lacs)

2. Shriram General Shriram General Insurance Company Limited, E- 8,Epip 550.00 Insurance Company Riico Industrial Area, Sitapura, Jaipur, Rajasthan, India Limited 3. Alkem House 3rd Floor Senapati Bapat Marg, Lower Parel (W) 500.00 Limited Tel-9324804117 Mumbai Maharashtra- 400013

4. Raghuram J Chandrani Raghuram J Chandrani, 6/36 Jalaram Nivas,Jalaram Bapa, 390.00 Virpur, Tel-02823-281421, Rajkot, Gujarat 5. Somak B Ghosh Somak B Ghosh, F No 5 Sea Side Apts 18-A, Chibai Road 350.00 Bandra(W), 0, Mumbai, Maharashtra 6. Vishalakshi Nanjappa Vishalakshi Nanjappa, No 7 Rucela Apts 43 /2, Promenade 320.00 Road, Fraser Town, Bangalore, Karnataka-560005 7. Kirti Sheth Kirti Sheth, 701-702/A Kent Residency, Chandavarkar Road 275.00 Extention. At,Eksar Road, Borivali(W), Mumbai, Maharashtra-400092 8. Waheeda Rekhy Waheeda Rekhy, Sahil Bunglow, 111 D J Road, 0, Bandra West 250.00 PH - 9886419338, Mumbai, Maharashtra-400050 9. Sudershan Nirula Sudershan Nirula, A-17, Sector-19, Nodia, Gautam Budh 240.00 Nagar, Ph.26252369, Nodia, U.P-201301 10. Bhansali Trust Bhansali Trust, 640/646, Panchratna, Mama Parmanand Marg, 225.00 Mumbai, Maharashtra-400004

4. List of top ten holders of Secured Non-Convertible Debentures as on July 6, 2012 issued to public - (non convertible debentures - 2009)- ISIN – INE 721A07952 -Option –I (Rs. 87.25 crores) of face value Rs. 1,000/- per debenture:

Sr. Name of debenture Address Number of Aggregate No. holder debentures Amount (Rs. in lacs)

1. LIC Nomura MF Special Lic mutual fund, Asset Management Company 2,53,875 2,538.75 Unit Scheme Limited, industrial assurance building 4th floor, opp. Churchgate station mumbai- 400020

2. Bangiya Gramin Vikash Bmc house, chuapur p. O. Berhampore dist. 50,000 500.00 Bank Murshidabad, w.b - 742101

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Sr. Name of debenture Address Number of Aggregate No. holder debentures Amount (Rs. in lacs)

3. Kotak Mahindra Trustee Deutsche bank ag db house, hazarimal somani 32,984 329.84 Company Limited - A/C marg post box no. 1142, fort mumbai- 400001 Kotak Monthly Income Plan

4. Kotak Mahindra Trustee Deutsche bank ag DB house, hazarimal 14,850 148.50 Company Limited A/c somani marg post box no. 1142, fort mumbai- kotakflexi debt scheme 400001

5. LIC Nomura MF Jeevan Bima Sahayog Asset Management 9,000 90.00 Childrens Fund Industrial Assurance Building 4th Floor,Opp Churchgate Station Mumbai- 400020

6. Pinkhem Investments Bombay Cotton Mills Compound Dattaram 6,265 62.65 Company Private Lad Path Mumbai - 400033 Limited

7. Trustees Hindustan Steel Sail Rourkela Rourkela- 769001 4,354 43.54 Limited Contributoryprovident Fund, Rourkela

8. Power and Insulators 115 N.S. Road 3rd. floor Kolkata- 700001 4,235 42.35 Private Limited

9. Shardadevi K Poddar 87 Mountunique 11th Floor 62/A Peddar Road 3,200 32.00 Mumbai- 400026

10. Raj Kumar Damani 27 Sudarsan 22ld Ruparel Marg Mumbai- 2,498 24.98 400006

5. List of top ten holders of Secured Non-Convertible Debentures as on July 6, 2012 issued to public - (non convertible debentures - 2009)- ISIN – INE 721A07960 -Option –II (Rs. 73.75 crores) of face value Rs. 1,000/- per debenture:

Sr. Name of debenture Address Number of Aggregate No. holder debentures Amount

(Rs. in lacs)

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Sr. Name of debenture Address Number of Aggregate No. holder debentures Amount

(Rs. in lacs)

1. IBDI Bank Limited – IDBI Limited IDBI Tower 17th Floor World 32,984 329.84 TBO Trade Centre Complex Cuffe Parade Mumbai- 400005

2. UCO Bank Treasury Branch Uco Bank Building 32,984 329.84 Mezzanine Floor 359 Dr D N Road Fort Mumbai- 400001

3. Vipul Rameshchandra 22/28, Khetwadi 7th Lane, Hanuman Niwas 5,721 57.21 Shah Mumbai- 400004

4. M K Recreation Private B 167 Kalpan Tenament Opp Pushpam Cob 2,350 23.50 Limited Vatva Road Isanpur Ahmedabad- 382443

5. Hemant Jaysukhlal 411 Veena Vihar Near Shanmukhananda Hall 1,887 18.87 Gandhi Sion Mumbai- 400022

6. Purvi Bansal B/365 New Friends Colony New Delhi- 110025 1,822 18.22

7. Jinender Jain S-21 Greater Kailash-Ii Ground Floor New 1,800 18.00 Delhi- 110048

8. Trilok Chand Mitla Y-59 Hauz Khas New Delhi New Delhi – 1,715 17.15 110016

9. Dipti Ketan Gopani 903, Rudraksha, 9th Floor Nariman Rd Vile 1,500 15.00 Parle (E) Mumbai- 400057

10. Kishore R. Patel 1802, Ramkrupa bldg. parekh street girgaum 1,500 15.00 Mumbai.- 400004

6. List of top ten holders of Secured Non-Convertible Debentures as on July 6, 2012 issued to public - (non convertible debentures - 2009)- ISIN – INE 721A07978 - Option –III (Rs. 104.23 crores) of face value Rs. 1,000/- per debenture:

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Sr. Name of debenture holder Address Number of Aggregate No. debentures Amount

(Rs. in lacs)

1. ICICI Securities Primary ICICI Centre H T Parekh Marg Churchgate 100,000 1,000.00 Dealership Limited Mumbai- 400020

2. UTI-MIS-Advantage Plan UTI AMC PrivateLimited Uti tower,gn block 65,969 659.69 bandra kurla complex bandra (east), mumbai- 400051

3. Edelweiss Finance And Edelweiss House Off C S T Road Kalina 65,000 650.00 Investments Limited Mumbai - 400098

4. Haren textile Private Before Dahisar Toll Naka W E Highway 36,651 366.51 Limited Dahisar (East) Mumbai- 400068

5. Cheviot Company Limited 24 Park Street Magma House 9th Floor 20,000 200.00 Kolkata- 700016

6. Ecl Finance Limited Edelweiss House Off C S T Road Kalina 18,010 180.10 Mumbai Maharashtra- 400098

7. Star Chemicals (Bombay) 55/58 Jolly Maker Chambers No-Ii Fifth Floor 15,000 150.00 Private Limited Nariman Point Mumbai- 400021

8. Manish Kishan Gupta 1 Sardar Patel Nagar Ellisbridge Ahmedabad- 10,050 100.50 380006

9. Asiatic Oxygen Limited Block No.1 6th Floor Stadium House Veer 8,490 84.90 Nariman Road Churchgate Mumbai - 400020

10. Kusum Shroff Nirvan Bldg 2nd Floor Oomer Park 95/D 8,087 80.87 Bhulabhai Desai Road Mumbai- 400036

7. List of top ten holders of Secured Non-Convertible Debentures as on July 6, 2012 issued to public - (non convertible debentures - 2009)- ISIN – INE 721A07986 -Option –IV (Rs. 22.74 crores) of face value Rs. 1,000/- per debenture:

Sr. Name of debenture holder Address Number of Aggregate No. debentures Amount

(Rs. in lacs)

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Sr. Name of debenture holder Address Number of Aggregate No. debentures Amount

(Rs. in lacs)

1. ICICI Securities Primary ICICI Centre H T Parekh Marg Churchgate 104,299 1,042.99 Dealership Limited Mumbai- 400020

2. Vishnu Kumar Bangur 199, Chittaranjan Avenue Kolkata- 700006 2,387 23.87

3. Manish Kishan Gupta 1 Sardar Patel Nagar Ellisbridge Ahmedabad- 2,200 22.00 380006

4. Bharati Ajay Sheth 10 Kailas Deep 2 Floor 38 Bajaj Road Vile 1,800 18.00 Parle Mumbai, Opp Vishwakarma Baug Mumbai- 400056

5. Pjl Clothing ( India ) 27, Raghuvanshi Estate Senapati Bapat Marg 1,486 14.86 Limited Lower Parel Mumbai- 400013

6. Meena Bangur 199, Chittaranjan Avenue Kolkata- 700006 1,453 14.53

7. Kk Securities Limited 76-77, Scindia House, Ist Floor Above Allhabad 1,000 10.00 Bank, Janpath New Delhi- 110001

8. Paru Mayur Shridharani A-707/708, Shree Adinath Tower Near Nensey 1,000 10.00 Colony Borivli East Mumbai- 400066

9. Baroda Brokers Private Klassic Chambers 2nd Floor Nr Navrangpura 950 9.50 Limited Post Office Navrangpura Ahmedabad- 380009

10. Smt Sitadevi N Poddar 6/B Court Chambers 35 New Marine Lines 891 8.91 Charity Trust Mumbai- 400020

8. List of top ten holders of Secured Non-Convertible Debentures as on July 6, 2012 issued to public - (non convertible debentures - 2009)- ISIN – INE 721A07994 - Option –V (Rs. 404.83 crores) of face value Rs. 1,000/- per debenture:

Sr. Name of debenture holder Address Number of Aggregate No. debentures Amount (Rs. in lacs)

1. Kmbl Treasury Account 2nd Floor, 765,114 7,651.14 Limited Bakhtawar, 229, Nariman Point Mumbai - 400021

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Sr. Name of debenture holder Address Number of Aggregate No. debentures Amount (Rs. in lacs)

2. Birla Sun Life Trustee Standard Chartered Bank, Crescenzo 440,000 4,400.00 Company Private Limited Securities Services, 3rd Floor C-38/39 G-Block, A/C Birla Sun Life Cash Bkc Bandra (East) Mumbai – 400051 Plus

3. HDFC Trustee Company HDFC Bank Limited, Custody, Services Lodha 270,376 2,703.76 Limited -Hdfc Floating - I Think Techno Campus Off Flr 8, Next To Rate Income Fund A/C Kanjurmarg Stn Kanjurmarg East Mumbai- Short Term Plan 400042

4. Radha Madhav 11 A Mittal Chambers Nariman Point 250,000 2,500.00 Investments Limited Mumbai- 400021

5. HDFC Trustee Company HDFC Bank Limited, Custody Services Lodha 200,000 2,000.00 Limited A/C Hdfc Cash - I Think Techno Campus Off Flr 8, Next To Management Fund Kanjurmarg Stn Kanjurmarg East Mumbai- Savings Plan 400042

6. ECL Finance Limited Edelweiss House Off C S T Road Kalina 180,000 1,800.00 Mumbai - 400098

7. Bajaj Allianz Life Deutsche bank ag db house, hazarimal somani 169,791 1,697.91 Insurance Company marg post box no. 1142, fort mumbai- 400001 Limited

8. Wishbone Global Citibank N A, custody services 3rd flr, trent 150,000 1,500.00 Investment Holdings house, g block, plot no. 60, bkc, bandra - east mumbai- 400051

9. ICICI Prudential Short HDFC Bank Limited, Custody Services Lodha 150,000 1,500.00 Term Plan - I Think Techno Campus Off Flr 8, Next To Kanjurmarg Stn Kanjurmarg East Mumbai- 400042

10. State Bank Of Hyderabad Treasury Department 7th Floor Sbi Lho 132,984 1,329.84 Building Bandra-Kurla Complex Bandra (East) Mumbai- 400051

9. List of top ten holders of Secured Non-Convertible Debentures as on July 6, 2012 issued to public (non convertible debentures - 2010) - ISIN - INE721A07AJ1 - Option –I (other Secured) (Rs. 33.99 crores) of face value Rs. 1,000/- per debenture:

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Shriram Transport Finance Company Ltd. For Private & Confidential

Sr. Name of debenture holder Address Number of Aggregate No. debentures Amount

(Rs. in lacs)

1. UTI - Treasury Advantage UTI Mutual Fund,UTI Asset Management 88,325 883.25 Fund Company Limited, department of fund accounts,uti tower, gn block, bandra kurla complex, bandra (east), mumbai- 400051

2. ICICI Securities Primary ICICI Centre H T Parekh Marg Churchgate 84,569 845.69 Dealership Limited Mumbai- 400020

3. Dhruvi Securities Private NO 25/1 Skip House Museum Road 42,284 422.84 Limited Bangalore- 560025

4. State Bank Of India SBI SG Global Secu. Serv. P. L. Jeevan Seva 35,330 353.30 Extension Bldg.Gr. Floor S.V. Road, Santacruz W Mumbai- 400054

5. Deutsche Trustee Services Standard Chartered Bank, CRESCENZO 25,330 253.30 (India) Private Limited Securities Services, 3rd Floor C-38/39 G-Block, A/C Dws Hybrid Fixed BKC Bandra (East) Mumbai - 400051 Term Fund - Series 7

6. Vijaya Bank Treasury management department head office 17,665 176.65 41/2. M g road, trinity circle bangalore- 560001

7. STCI Finance Limited HDFC Bank Limited, Custody Services Lodha 16,914 169.14 - I Think Techno Campus Off Flr 8, Next To Kanjurmarg Stn Kanjurmarg East Mumbai- 400042

8. Alkem Laboratories Alkem House, Devashish Adjs To Matulya 8,457 84.57 Limited House S.B.Marg, Lower Parel Mumbai- 400013

9. Surplus Finvest Private Sobo Central 5th Floor 28 P T Madan Mohan 5,074 50.74 Limited Malviya Rd Tardeo Mumbai- 400034

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Shriram Transport Finance Company Ltd. For Private & Confidential

Sr. Name of debenture holder Address Number of Aggregate No. debentures Amount

(Rs. in lacs)

10. Deutsche Trustee Services Standard Chartered Bank, CRESCENZO 5,000 50.00 (India) Private Limited Securities Services, 3rd Floor C-38/39 G-Block, A/C Dws Money Plus BKC Bandra (East) Mumbai - 400051 Advantage Fund

10. List of top ten holders of Secured Non-Convertible Debentures as on July 6 ,2012 issued to public (non convertible debentures - 2010) - ISIN – INE721A07AK9 - Option–I (Unreserved Individual Secured) - (Rs. 104.96 crores) of face value Rs. 1,000/- per debenture:

Sr. Name of debenture Address Number of Aggregate No. holder debentures Amount

(Rs. in lacs)

1. Reliance Capital Deutsche Bank AG DB House, Hazarimal 251,600 2,516.00 Trustee Company Somani Marg, Post Box No. 1142, Fort, Limited A/C- Mumbai- 400001 Relianceregular Savings Fund-Debt Option

2. United Bank Of India The Deputy General Manager, UBI 200,000 2,000.00 Investment, Fund Management Dept Head Office, 4th Floor 16, Old Court House Street, Kolkata- 700001

3. UTI Dynamic Bond UTI Mutual Fund,UTI Asset Management 191,500 1,915.00 Fund Company Limited, Department Of Fund Accounts,UTI Tower, Gn Block, Bandra Kurla Complex, Bandra (East), Mumbai- 400051

4. Cholamandalam MS HDFC Bank Limited, Custody Services Lodha 150,000 1,500.00 General Insurance - I Think Techno Campus Off Flr 8, Next To Company Limited Kanjurmarg Stn Kanjurmarg East Mumbai- 400042

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Sr. Name of debenture Address Number of Aggregate No. holder debentures Amount

(Rs. in lacs)

5. UTI Short Term Income UTI Mutual Fund UTI - Asset Management 100,000 1,000.00 Fund Company Private Limited. UTI Tower, Gn Block, Bandra Kurla Complex, Bandra (East), Mumbai- 400051

6. Army Group Insurance AGI Bhawan Rao Tula Ram Marg, Post 50,000 500.00 Fund Vasant Vihar, New Delhi – 110057

7. Natasha Singh 55 / 5b Ashirwad Bungalow, Salisbury Park, 14,209 142.09 Pune - 411037

8. Vatsal Neelakantan 703a Brich Wood, Hiranandani Gardens, 9,923 99.23 Powai Mumbai- 400076

9. Kshitij Neelakantan 703 A Brichwood, Hirnandani Gardens, Powai 9,923 99.23 Mumbai- 400076

10. Rajesh Ghelubhai Desai Surya, Plot No. 7, Karthik Enclave, Near 9,473 94.73 Diamond Point, Sikh Road, Secunderabad- 500009

11. List of top ten holders of Secured Non-Convertible Debentures as on July 6, 2012 issued to public (non convertible debentures – 2010) - ISIN – INE721A07AL7- Option –I (Reserved Individual Secured) (Rs. 18.59 crores) of face value Rs. 1,000/- per debenture:

Sr. Name of debenture Address Number of Aggregate No. holder debentures Amount

(Rs. in lacs)

1. ACG Associated 131, Kandivali Industrial Estate, Kandivali 19,514 195.14 Capsules Private Limited (West) Mumbai- 400067

2. Aegis Logistics Limited 403, Peninsula Chambers, Ganpatrao Kadam 10,000 100.00 Marg, Lower Parel, Mumbai- 400013

3. Keshav Securities Plot No 7, Ashok Nagar Society, N S Road, No 6,972 69.72 Private Limited 11, JVPD Scheme, Vile Parle West Mumbai- 400049

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Sr. Name of debenture Address Number of Aggregate No. holder debentures Amount

(Rs. in lacs)

4. ICICI Prudential Life Deutsche Bank AG DB House, Hazarimal 3,200 32.00 Insurance Company Somani Marg, Post Box No. 1142, Fort Limited Mumbai- 400001

5. Yogesh Agarwal 4th Floor, B- Block, Rohit Bhawan, 4 Sapru 1,700 17.00 Marg, Lucknow- 226001

6. Tripta Agarwal 4th Floor, B Block, Rohit Bhawan, 4 Sapru 1,689 16.89 Marg, Lucknow- 226001

7. Bedrock Limited 6 B Court Chambers 35 New Marine Lines 1,547 15.47 Mumbai- 400020

8. Nalini Ishwarlal 1001 Manju Apts, Narayan Dabholkar Road, 1,088 10.88 Khandwala Mumbai- 400006

9. Provident Fund Of Mrpl Lgf, Mercantile House 15, K.G.Marg, 1,000 10.00 Mangalore Refinery And Connaught Place New Delhi- 110001 Petrochemicals Limited

10. Patel Arvind Girdharilal 92, Darya Mahal, B 16th, Floor 80, Napeansea 996 9.96 Road, Mumbai- 400006

12. List of top ten holders of Secured Non-Convertible Debentures as on July 6, 2012 issued to public (non convertible debentures - 2010) - ISIN – INE721A07AM5 - Option –II (Other Secured ) (Rs. 8.97 crores) of face value Rs. 1,000/- per debenture:

Sr. Name of debenture Address Number of Aggregate No. holder debentures Amount

(Rs. in lacs)

1. LIC Nomura MF Special LIC Mutual Fund, Asset Management 35,330 353.30 Unit Scheme Company Limited, Industrial Assurance Building 4th Floor, Opp. Churchgate Station Mumbai- 400020

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Sr. Name of debenture Address Number of Aggregate No. holder debentures Amount

(Rs. in lacs)

2. Deutsche Bank AG DB House, Hazarimal 26,498 264.98 Company Limited Somani Marg Post Box No. 1142, Fort Mumbai- 400001

3. Bajaj Allianz Life Deutsche Bank AG DB House, Hazarimal 25,001 250.01 Insurance Company Somani Marg Post Box No. 1142, Fort Limited Mumbai- 400001

4. The National Company 53/1 Bull Temple Road Bangalore - 560019 1,767 17.67 Operative Bank Limited

5. Sri Sathya Sai Institute Prasanthi Gram, Anantapur District, Andhra 370 3.70 Of Higher Medical Pradesh- 515134 Sciences Pg Employees Gratuity Fund Trust

6. Pradip Credit Private 2 G, Jodges Court Road, Kolkata- 700027 253 2.53 Limited

7. Doyen Commodities 1, British Indian Street, 6th Floor, Room No – 169 1.69 Private Limited 608, Kolkata- 700069

8. Shree Swetamber Jain Udyog Bhavan, Khargate On Ghoghawala 127 1.27 Seva Samaj Dispensary, Bhavnagar- 364001

9. Frognal Finance And E- 55, Panchsheel Park, New Delhi- 110017 85 0.85 Investment Private Limited

10. Sykes & Ray Equities 1st Floor, Doulatram Mansion, Kitridge Road, 85 0.85 (Mumbai) Private Colaba, Mumbai- 400005 Limited

13. List of top ten holders of Secured Non-Convertible Debentures as on July 6, 2012 issued tso public (non convertible debentures - 2010) - ISIN - INE721A07AN3 -Option –II (Unreserved Individual Secured) (Rs. 8.32 crores) of face value Rs. 1,000/- per debenture: Sr. Name of debenture Address Number of Aggregate No. holder debentures Amount

(Rs. in lacs)

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Sr. Name of debenture Address Number of Aggregate No. holder debentures Amount

(Rs. in lacs)

1. V.Mathran & Company Vaishno Chambers 6,Brabourne Road, 5th 12,911 129.11 Private Limited Floor, Kolkata- 700001

2. Arun Chaturbhuj 2092 93, B Wing, Clover Regench V T Wadi 9,473 94.73 Ramji Asar Lane, Ghatkopar E, Mumbai- 400077

3. Mathran Securities 506,Vaishno Chambers 6, Brabourne Road 5,390 53.90 Private Limited Kolkata- 700001

4. Prerna Agency Private 46, Durgapur Lane, Flat No-102, 1st Floor, 5,000 50.00 Limited Kolkata- 700027

5. Sukhbir Singh Dhupia HSBC Securities Services 2nd Floor"Shiv", 4,736 47.36 Plot No.139-140 B Western Exp Highway, Sahar Rd Junct Vile Parle-E, Mumbai- 400057

6. Aseem Dewan 478 Hawa Singh Block Asian Games Village 2,970 29.70 Complex New Delhi- 110049

7. Madhabi Puri Buch 24 Cluny Park Singapore- 259629 2,842 28.42

8. Udit Jitendra Shah 52, Marble Arch, 7th Floor Peddar Road, 2,842 28.42 Mumbai- 400026

9. Subhadra R Shah C/O Shreyas Impex, 265 Princess Street, Above 2,368 23.68 Parsi Dairy, Mumbai- 400002

10. Vinod V Shah C/O Shreyas Impex, 265 Princess Street, Above 2,368 23.68 Parsi Dairy, Mumbai Mumbai- 400002

14. List of top ten holders of Secured Non-Convertible Debentures as on July 6, 2012 issued to public (non convertible debentures - 2010) - ISIN – INE721A07AO1 Option –II (Reserved Individual Secured ) (Rs. 45.25 crores) of face value Rs. 1,000/- per debenture:

Sr. Name of debenture Address Number of Aggregate No. holder debentures Amount

(Rs. in lacs)

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Sr. Name of debenture Address Number of Aggregate No. holder debentures Amount

(Rs. in lacs)

1. Bedrock Limited 6 B Court Chambers, 35 New Marine Lines, 14,299 142.99 Mumbai- 400020

2. Nalini T Vassa 17,A/Sweethome Society, Nr,Shreyas Tekra 12,239 122.39 Ambawadi Ahmedabad- 380015

3. Smt Sitadevi N Poddar 6/B Court Chambers 35 New Marine Lines 12,141 121.41 Charity Trust Mumbai- 400020

4. Poddar Tyres Limited 5/D Court Chambers, 35 New Marine Lines, 11,827 118.27 Mumbai- 400020

5. Red Commodities 2, S. N. Banerjee Road, Middle Gate Mezz 9,900 99.00 Private Limited Floor, Kolkata- 700013

6. Mind Investments And 11/13,Botawala Building, 2nd Floor,Room 3,845 38.45 Consultancy Services No.7, Horniman Circle, Mumbai- 400023 Private Limited.

7. Ketan P. Shroff Flat No.-202, Wing 2a, Versova Horizon View 2,550 25.50 Chs, 7 Bunglows, Off J. P. Road, Andheri (West) Mumbai- 400061

8. Jagdish Bapu Flat No-111 Belmonte Tower Condomin 2,500 25.00 Salgaonkar Telephone Colony Nr Magnet Mall Mogal Lane Mahim Mumbai- 400016

9. ICICI Prudential Mip 25 HDFC Bank Limited, Custody Services Lodha 2,459 24.59 - I Think Techno Campus Off Flr 8, Next To Kanjurmarg Stn, Kanjurmarg East, Mumbai- 400042

10. Indu Kukreja J - 149 A , J - Block , Rajouri Garden Delhi- 2,336 23.36 110027

15. List of top ten holders of Secured Non-Convertible Debentures as on July 6, 2012 issued to public (non convertible debentures - 2010) - ISIN – INE721A07AP8 -Option –III (Other Secured) (Rs. 40.42 crores) of face value Rs. 1,000/- per debenture:

135

Shriram Transport Finance Company Ltd. For Private & Confidential

Sr. Name of debenture Address Number of Aggregate No. holder debentures Amount

(Rs. in lacs)

1. Money Matters Financial 1-B, 35, Court Chambers, Sir Vithaldas 169,137 1691.37 Services Limited Thakersay Marg, New Marine Lines, Mumbai- 400020

2. ICICI Bank Limited Treasury Middle Office Group 2nd Floor, 88,325 883.25 North Tower, East Wing ICICI Bank Tower, BKC, Bandra (East) , Mumbai- 400051

3. Axis Bank Limited Treasury Ops Non Slr Desk Corp Off Axis 83,325 833.25 House Level 4 South Blk Wadia International Centre P B Marg Worli, Mumbai- 400025

4. Sudhir Gensets Limited Sudhir Gensets Limited Plot No.1 Sector 34 42,284 422.84 E.H.T.P. Gurgaon Haryana- 122001

5. Poddar Tyres Limited 5-D, Court Chambers 35, New Marine Lines, 6,764 67.64 Mumbai, Mumbai- 400020

6. Surendra M Tulsyan B 803, Windsor Avenue, Near Salunke Vihar 2,000 20.00 Wanowadi, Pune- 411040

7. Poonam Gupta B 500 Sushantlok 1 Opp ICICI Bank Sushant 2,000 20.00 Lok Branch Gurgaon- 122001

8. Bedrock Limited 6 B Court Chambers 35 New Marine Lines 1,691 16.91 Mumbai- 400020

9. Zodiac Tradelink Private C/O 817 Bombay Market, 8th Floor, 1,691 16.91 Limited Tardeo Road, Mumbai- 400034

10. Ivan Elvin Saldanha 401 Royale, 2nd Hasanabad Road, Santacruz 1,000 10.00 W, Mumbai- 400054

16. List of top ten holders of Secured Non-Convertible Debentures as on July 6, 2012 issued to public (non convertible debentures - 2010) - ISIN – INE721A07AQ6 - Option –III (Unreserved Individual Secured) – (Rs. 39.28 crores) of face value Rs. 1,000/- per debenture:

Sr. Name of debenture Address Number of Aggregate No. holder debentures Amount

(Rs. in lacs)

136

Shriram Transport Finance Company Ltd. For Private & Confidential

Sr. Name of debenture Address Number of Aggregate No. holder debentures Amount

(Rs. in lacs)

1. Sudhir Seth 14 Chinar Drive, Palam Marg DLF 44,781 447.81 Chhatterpur Farm, New Delhi- 110074

2. Bein Developers Private 509 , International Trade Tower, Nehru Place, 31,000 310.00 Limited New Delhi- 110019

3. Sanjay Kumar Nathani G 4 Farishta Complex, G E Road, Raipur- 19,160 191.60 492001

4. Urmila Mehrotra Khattri House, Tikait Rai Ka Talab, 18,945 189.45 Lucknow- 226004

5. Vinodkumar Bajaj & 24-B,Rajabahadur Compound, 1st 18,945 189.45 Company Huf Floor,Hamam Street, Fort, Mumbai- 400023

6. Ramniwas Bajaj & 24-B,Rajabahadur Compound, 1st 18,945 189.45 Company Huf Floor,Hamam Street, Fort, Mumbai- 400023

7. Mahendra Kumar HDFC Bank Limited, Custody Services Lodha 13,262 132.62 Gupta - I Think Techno Campus Off Flr 8, Next To Kanjurmarg Stn, Kanjurmarg East, Mumbai- 400042

8. Mitren N Thakkar 262 Adi Mansion Dr Cawasji Hormusji Street 11,841 118.41 Dhobi Talao Mumbai- 400002

9. Rameshchandra Shah 22/28, Khetwadi 7th Lane, Hanuman Nivas 9,946 99.46 First Floor Mumbai- 400004

10. V.Mathran & Company Vaishno Chambers 6,Brabourne Road 5th 9,516 95.16 Private Limited Floor Kolkata- 700001

17. List of top ten holders of Secured Non-Convertible Debentures as on July 6, 2012 issued to public (non convertible debentures - 2010) - ISIN – INE721A07AR4 - Option –III (Reserved Individual Secured )-(Rs. 107.10 crores) of face value Rs. 1,000/- per debenture:

Sr. Name of debenture Address Number of Aggregate No. holder debentures Amount

(Rs. in lacs)

137

Shriram Transport Finance Company Ltd. For Private & Confidential

Sr. Name of debenture Address Number of Aggregate No. holder debentures Amount

(Rs. in lacs)

1. Bajaj Allianz Life Deutsche Bank AG DB House, Hazarimal 72,167 721.67 Insurance Company Somani Marg Post Box No. 1142, Fort Limited Mumbai- 400001

2. Bajaj Allianz General Standard Chartered Bank, Crescenzo 40,000 400.00 Insurance Company Securities Services, 3rd Floor C-38/39 G- Limited Block, BKC Bandra (East) Mumbai – 400051

3. Cromatic Suppliers 9/12,Lal Bazar Street Mercantiles Buildings 12,913 129.13 Private Limited 2nd Floor, 'E'- Block Kolkata- 700001

4. Gujarat Alkalies And Gacl P O Petrochemicals Dist Vadodara – 10,000 100.00 Chemicals Limited 391346 Employees Provident Fund Trust

5. Akshay Kumar Bhatia G-2,Prime Beach Gandhi Gram Road Juhu, 6,000 60.00 Mumbai- 400049

6. Pronab Kumar Saha A 1/7 Karunamoyee Housing Estate Kolkata- 5,500 55.00 700091

7. V.Mathran & Company Vaishno Chambers 6,Brabourne Road 5th 5,000 50.00 Private Limited Floor Kolkata- 700001

8. Jagdish Bapu Salgaonkar Flat No-111, Belmonte Tower, Condomin 5,000 50.00 Telephone Colony, Nr Magnet Mall, Mogal Lane, Mahim, Mumbai- 400016

9. Anil Poddar 333 Deepali Enclave, Pitam Pura, Delhi- 4,026 40.26 110034

10. Milan Hemraj E1 Konark Kinara, Central Avenue Road, No 4,000 40.00 Maheshwari 1, Kalyani Nagar, Pune- 411006

18. List of holders of Unsecured Non-Convertible Debentures as on July 6, 2012 issued to public (non convertible debentures - 2010) - ISIN – INE721A08968 - Option - IV (Other Double Bond Unsecured) (Rs. 0.91 crore) of face value Rs. 1,000/- per debenture:

138

Shriram Transport Finance Company Ltd. For Private & Confidential

Sr. Name of debenture Address Number of Aggregate No. holder debentures Amount

(Rs. in lacs)

1. Raheja Stock Brokers 521, Rotunda Stock Exchange Bldg 5th Floor, 5,000 50.00 Private Limited Dalal Street Fort Mumbai- 400001

2. Virendra Navnitlal Stock 527 Rotunda , Mumbai Samachar Marg, Fort, 2,500 25.00 Broking Private Limited Mumbai- 400023

3. Gladioli Securitries E- 105 East Of Kailash New Delhi- 110065 500 5.00 Private Limited

4. Pearey Lal And Sons 42 Janpath, New Delhi Delhi- 110001 500 5.00 Private Limited

5. Vsn Fininvest Private Sco 24 - 25 Ff Ist Floor Sector 9-D Madhya 500 5.00 Limited Marg, Chandigarh- 160009

6. Subhash Shah And Lunat Mansion 2nd Floor,118/120 Mint Back 100 1.00 Associates Architects Road Fort, Mumbai- 400001 Private Limited

19. List of top ten holders of Unsecured Non-Convertible Debentures as on July 6, 2012 issued to public (non convertible debentures - 2010) - ISIN – INE721A08976 - Option -IV (Unreserved Individual Double Bond Unsecured) (Rs. 16.87 crores) of face value Rs. 1,000/- per debenture:

Sr. Name of debenture Address Number of Aggregate No. holder debentures Amount

(Rs. in lacs)

1. Haren Textile Private Before Dahisar Toll Naka W E Highway 30,000 300.00 Limited Dahisar (East) Mumbai- 400068

2. Nitin Raojibhai Desai C/O Desai Bros Limited Desai House 177/2 25,000 250.00 Dhole Patil Road Pune- 411001

3. Desai Natubhai Haribhai C/O Desai Brothers Limited Desai House F P 22,500 225.00 No 177/2, Dhole Patil Pune- 411001

4. Prisha Sanjay Desai 177/2 Desai House Dhole Patil Road, Pune- 17,000 170.00 411001

139

Shriram Transport Finance Company Ltd. For Private & Confidential

Sr. Name of debenture Address Number of Aggregate No. holder debentures Amount

(Rs. in lacs)

5. Kinna Yogesh Patel C/O Desai Bros Limited, Desai House 177/2, 15,500 155.00 Dhole Patil Road, Pune- 411001

6. Meena Nitin Desai C/O Desai Bros Limited, Desai House 177/2, 10,000 100.00 Dhole Patil Road, Pune- 411001

7. Desai Bimalbhai C/O Desai Brothers Limited Desai House F P 10,000 100.00 Natubhai No 177/2, Dhole Patil Road Pune- 411001

8. Ajay Upadhyaya Flat No 251, 2nd Floor Udyog Bhavan, 10,000 100.00 Sonawala Road Goregaon (E) Mumbai- 400063

9. Pathik Gandotra Flat No A - 1901, Chitanya Towers A - Wing, 5,000 50.00 Appa Saheb Marathe Marg Prabhadevi Mumbai, Maharashtra- 400025

10. Manju Jain EC 256 Salt Lake City Kolkata West Bengal- 3,995 39.95 700064

20. List of top ten holders of Unsecured Non-Convertible Debentures as on July 6, 2012 issued to public (non convertible debentures - 2010) -- ISIN – INE721A08984- Option -IV (Reserved Individual Double Bond Unsecured) (Rs. 37.46 crores) of face value Rs. 1,000/- per debenture:

Sr. Name of debenture Address Number of Aggregate No. holder debentures Amount

(Rs. in lacs)

1. Kanchan Jain E/9, Common Wealth Bldg., Opp Bund 8,164 81.64 Garden, Pune- 411001

2. Crompton Greaves C/O Bajiraodesai/Marathe, Crompton 5,508 55.08 Limited Provident Fund Greaves Limited, Kanjur Marg East, No 1 Mumbai- 400042

3. Gajendra Jain E/9 Common Wealth Bldg, opp. Bundgarden 5,305 53.05 Road, Pune- 411001

140

Shriram Transport Finance Company Ltd. For Private & Confidential

Sr. Name of debenture Address Number of Aggregate No. holder debentures Amount

(Rs. in lacs)

4. Abhaya Jain M 108, Greater Kailash II New Delhi - 4,716 47.16 110048

5. Gujarat Alkalies And Gacl P O Petrochemicals Dist Vadodara - 4,675 46.75 Chemicals Limited 391346 Employees Provident Fund Trust

6. Mitren N Thakkar 262 Adi Mansion Dr Cawasji Hormusji Street 3,500 35.00 Dhobi Talao Mumbai- 400002

7. Haren textile Private Before Dahisar Toll Naka W E Highway 3,500 35.00 Limited Dahisar (East) Mumbai- 400068

8. Nirmala Krishnan 17\ 703 Heritage City Gurgaon- 122002 3,392 33.92

9. Sanjay Pranlal Muni 32 Shree Building Juhu Road Santacruz West 2,648 26.48 Mumbai- 400054

10. Dinesh Aggarwal C/Om/S Gupta Traders Main Bazar Nalagarh 2,293 22.93 Dt.Solan Hp- 174101

21. List of holders of Unsecured Non-Convertible Debentures as on July 6, 2012 issued to public (non convertible debentures - 2010) - ISIN – INE721A08AA8 - Option -V (Others Unsecured) (Rs. 1.103 crores) of face value Rs. 1,000/- per debenture:

Sr. Name of debenture Address Number of Aggregate No. holder debentures Amount

(Rs. in lacs)

1. Sunrise Industrial 503 Commerce House 140 Nagindas Master 5,000 50.00 Traders Limited Road Fort Mumbai- 400023

2. Virendra Navnitlal Stock 527 Rotunda , Mumbai Samachar Marg, Fort, 5,000 50.00 Broking Private Limited Mumbai- 400023

141

Shriram Transport Finance Company Ltd. For Private & Confidential

Sr. Name of debenture Address Number of Aggregate No. holder debentures Amount

(Rs. in lacs)

3. Stanrose Mafatlal Inv 6th Floor Popular House Ashram Road 400 4.00 And Fin Limited Ahmedabad - 380009 Employees Provident Fund

4. Stanrose Mafatlal 6th Floor Popular House Ashram Road 400 4.00 Investment And Finance Ahmedabad- 380009 Limited Officers Provident Fund

5. Stanrose Mafatlal 6th Floor Popular House Ashram Road 185 1.85 Investments And Ahmedabad- 380009 Finance Limited-Officers Superannuation Scheme

6. Sandeep Holdings 6th Floor Popular House Ashram Road 45 0.45 Limited Employees Ahmedabad- 380009 Gratuity Fund

22. List of top ten holders of Unsecured Non-Convertible Debentures as on July 6, 2012 issued to public (non convertible debentures - 2010) - Option -V (Unreserved Individual Unsecured) - ISIN – INE721A08AB6 (Rs. 2.04 crores) of face value Rs. 1,000/- per debenture:

Sr. Name of debenture Address Number of Aggregate No. holder debentures Amount

(Rs. in lacs)

1. Gopalakrishnan A Iyer 104 Primrose Glendale Gladys Alvares Marg 5,500 55.00 Off Pokhran Road No 2 Thane West- 400610

2. K G Anantharaman 104 Primrose Glendale Gladys Alvares Marg 2,200 22.00 Off Pokhran Road No 2 Thane West- 400610

3. Hiralal Sitaldas Dalal 2 Sital Bhuwan 64 Walkeshwar Road 2,000 20.00 Mumbai - 400006

4. Kamal Ravindra Mehta 10/B Jeevan Asha 60/A Pedder Road Mumbai 1,500 15.00 - 400026

142

Shriram Transport Finance Company Ltd. For Private & Confidential

Sr. Name of debenture Address Number of Aggregate No. holder debentures Amount

(Rs. in lacs)

5. Pavan Bajaj 4-A, Nidhi Van Near Nand Gaon Girdhar 1,421 14.21 Nagar Indore- 452018

6. Shilpa Bajaj 4 A Nidhi Van Near Nandgaon Giridhar 1,201 12.01 Pawankumar Nagar Indore Madhya Pradesh, - 452018

7. Bipin S Mehta V P Banglaw Godrej Colony Nr Gattu 1,000 10.00 Vidyalaya Ankleshwar- 393002

8. Hutoxi Hodiwalla 8d Willingdon View Sane Guruji Marg 1,000 10.00 Tardeo Mumbai- 400034

9. Rahil Kamal Mehta 10/B Jeevan Asha 60/A Pedder Road Mumbai 1,000 10.00 - 400026

10. Neetu Gupta 2801 B Tower Beaumonde Appasaheb 1,000 10.00 Marathe Marg Prabhadevi Mumbai- 400025

23. List of top ten holders of Unsecured Non-Convertible Debentures as on July 6, 2012 issued to public (non convertible debentures - 2010) - Option -V (Reserved Individual Unsecured) - ISIN – INE721A08AC4 (Rs. 24.72 crores) of face value Rs. 1,000/- per debenture:

Sr. Name of debenture Address Number of Aggregate No. holder debentures Amount

(Rs. in lacs)

1. Santkumar Brijmohan 203/4, Unique Tower, Gaiwadi, Off S. V. 6,683 66.83 Agarwal Road, Goregaon (West) Mumbai- 400062

2. Bharti Telesoft Okhla Industrial Area Phase I New Delhi- 4,000 40.00 International Private 110020 Limited Exe P Ftrust

3. Arjun Mittal G-5 Model Town Iii Delhi- 110009 3,333 33.33

4. Crompton Greaves C/O Bajiraodesai/Marathe Crompton 3,000 30.00 Limited Provident Fund Greaves Limited Kanjur Marg East Mumbai- No 1 400042

143

Shriram Transport Finance Company Ltd. For Private & Confidential

Sr. Name of debenture Address Number of Aggregate No. holder debentures Amount

(Rs. in lacs)

5. Hetal Kothari 502 Venus Appartment Behind Pancholi 3,000 30.00 Hospital Nathpai Nagar Ghatkopar East, Mumbai- 400077

6. Centre For Development Mandi Road, Mehrauli New Delhi- 110030 3,000 30.00 Of Telematics Employees Provident Fund Trust

7. Jagatjit Cotton Textile 305 Rajendra Place 3rd Floor, Rattan Jyoti 2,500 25.00 Mills Limited Provident New Delhi- 110008 Fund Trust

8. Manish Chandu Shah Karol, 27 Road, Opp. Revival Clinic Opp. 2,000 20.00 Stoppers Shop Off. Linking Road, Bandra (W) Mumbai- 400050

9. Msw Employee's P O Mawana Meerut- 250402 2,000 20.00 Provident Fund Trust

10. Mohini Khanna 1/2 Shanti Niketan New Delhi- 110021 1,700 17.00

24. List of top ten holders of Secured Non-Convertible Debentures as on July 6, 2012 issued to public (non convertible debentures - 2011) - Option –I (Reserved Individual Secured) - ISIN – INE721A07AV6 (Rs. 534.70 crores) of face value Rs. 1,000/- per debenture:

Sr. Name of debenture Address Number of Aggregate No. holder debentures Amount

(Rs. in lacs)

1. ICICI Prudential Life Deutsche Bank AG DB House, Hazarimal 998,474 9,984.74 Insurance Company Somani Marg Post Box No. 1142, Fort Limited Mumbai- 400001

2. Idfc Dynamic Bond Fund Deutsche Bank AG DB House, Hazarimal 534,000 5,340.00 Somani Marg Post Box No. 1142, Fort Mumbai- 400001

144

Shriram Transport Finance Company Ltd. For Private & Confidential

Sr. Name of debenture Address Number of Aggregate No. holder debentures Amount

(Rs. in lacs)

3. Morgan Stanley India HSBC Securities Services 2nd Floor"Shiv", 450,000 4,500.00 Capital Private Limited Plot No.139-140 B Western Exp Highway, Sahar Rd Junct Vile Parle-E, Mumbai- 400057

4. HDFC Trustee Company HDFC Bank Limited, Custody Services 350,000 3,500.00 Limited A/C High Lodha - I Think Techno Campus Off Flr 8, Interest Fund Short Next To Kanjurmarg Stn Kanjurmarg East Term Plan Mumbai- 400042

5. Cholamandalam Ms HDFC Bank Limited, Custody Services 200,000 2,000.00 General Insurance Lodha - I Think Techno Campus Off Flr 8, Company Limited Next To Kanjurmarg Stn Kanjurmarg East Mumbai- 400042

6. ICICI Prudential Life Deutsche Bank Ag, Db House Hazarimal 200,000 2,000.00 Insurance Company Somani Marg, P.O.Box No. 1142, Fort Limited Nrsm Mumbai - 400001

7. Dsp Blackrock Short Citibank N A, Custody Services 3rd Flr, Trent 150,000 1,500.00 Term Fund House, G Block, Plot No. 60, BKC, Bandra - East Mumbai- 400051

8. HDFC Trustee Company HDFC Bank Limited, Custody Services 150,000 1,500.00 Limited HDFC MF Lodha - I Think Techno Campus Off Flr 8, Monthly Income Plan Next To Kanjurmarg Stn Kanjurmarg East Long Term Plan Mumbai- 400042

9. IDFC Super Saver Deutsche Bank AG DB House, Hazarimal 145,282 1,452.82 Income Fund- Medium Somani Marg Post Box No. 1142, Fort Term Fund Mumbai- 400001

10. HDFC Trustee Company HDFC Bank Limited, Custody Services 100,000 1,000.00 Limited - HDFC Short Lodha - I Think Techno Campus Off Flr 8, Term Plan Next To Kanjurmarg Stn Kanjurmarg East Mumbai- 400042

25. List of top ten holders of Secured Non-Convertible Debentures as on July 6, 2012 issued to public (non convertible debentures - 2011) - Option -I (Unreserved Individual Secured) - ISIN – INE721A07AW4 (Rs. 243.14 crores) of face value Rs. 1,000/- per debenture:

145

Shriram Transport Finance Company Ltd. For Private & Confidential

Sr. Name of debenture holder Address Number of Aggregate No. debentures Amount

(Rs. in lacs)

1. Morgan Stanley India HSBC Securities Services 2nd Floor"Shiv", 550,000 5,500.00 Capital Private Limited Plot No.139-140 B Western Exp Highway, Sahar Rd Junct Vile Parle-E, Mumbai- 400057

2. ICICI Prudential Life Deutsche Bank AG DB House, Hazarimal 537,500 5,375.00 Insurance Company Somani Marg Post Box No. 1142, Fort Limited Mumbai- 400001

3. DSP Blackrock Short Term Citibank N A, Custody Services 3rd Flr, 250,000 2,500.00 Fund Trent House, G Block, Plot No. 60, BKC, Bandra - East Mumbai- 400051

4. ICICI Prudential Balanced HDFC Bank Limited, Custody Services 100,000 1,000.00 Fund Lodha - I Think Techno Campus Off Flr 8, Next To Kanjurmarg Stn Kanjurmarg East Mumbai- 400042

5. ICICI Prudential Short HDFC Bank Limited, Custody Services 100,000 1,000.00 Term Plan Lodha - I Think Techno Campus Off Flr 8, Next To Kanjurmarg Stn Kanjurmarg East Mumbai- 400042

6. Future Generali India Life Citibank N. A. Custody Services 3rd Flr 50,000 500.00 Insurance Company Trent House G Block Plot No. 60 BKC Limited -Shareholders / Bandra East Mumbai- 400051 Non Unit Linked

7. ICICI Prudential Monthly HDFC Bank Limited, Custody Services 50,000 500.00 Income Plan Lodha - I Think Techno Campus Off Flr 8, Next To Kanjurmarg Stn Kanjurmarg East Mumbai- 400042

8. Leena Gandhi Tewari Deutsche Bank AG DB House, Hazarimal 50,000 500.00 Somani Marg Post Box No. 1142, Fort Mumbai- 400001

146

Shriram Transport Finance Company Ltd. For Private & Confidential

Sr. Name of debenture holder Address Number of Aggregate No. debentures Amount

(Rs. in lacs)

9. ICICI Prudential Life Deutsche Bank Ag, Db House Hazarimal 50,000 500.00 Insurance Company Somani Marg, P.O.Box No. 1142, Fort Limited Nrsm Mumbai - 400001

10. HDFC Trustee Company HDFC Bank Limited, Custody Services 46,295 462.95 Limited HDFC MF Lodha - I Think Techno Campus Off Flr 8, Monthly Income Plan Long Next To Kanjurmarg Stn Kanjurmarg East Term Plan Mumbai- 400042

26. List of top ten holders of Secured Non-Convertible Debentures as on July 6 2012 issued to public (non convertible debentures - 2011) - Option -I ( Others Secured) - ISIN – INE721A07AX2 (Rs. 73.40 crores) of face value Rs. 1,000/- per debenture:

Sr. Name of debenture holder Address Number of Aggregate No. debentures Amount

(Rs. in lacs)

1. HDFC Trustee Company HDFC Bank Limited, Custody Services 250,000 2,500.00 Limited HDFC MF Lodha - I Think Techno Campus Off Flr 8, Monthly Income Plan Long Next To Kanjurmarg Stn Kanjurmarg East Term Plan Mumbai- 400042

2. ICICI Prudential Life Deutsche Bank AG DB House, Hazarimal 250,000 2,500.00 Insurance Company Somani Marg Post Box No. 1142, Fort Limited Mumbai- 400001

3. United India Insurance United India Insurance Company Limited 56,326 563.26 Company Limited 24 White Road Chennai - 600014 Employees Gratuity Fund

4. Seabird Marine Services Plot No 70-81 Sector - 1, Dronagiri Tal 10,000 100.00 Private Limited Uran Dist Raigad- 410206

5. Rkm Provident Fund Po Belur Math Dist Howrah West Bengal- 10,000 100.00 711202

6. Alembic Pharmaceuticals Limited Alembic 10,000 100.00 Limited Provident Fund Road Vadudara- 390003

147

Shriram Transport Finance Company Ltd. For Private & Confidential

Sr. Name of debenture holder Address Number of Aggregate No. debentures Amount

(Rs. in lacs)

7. Cybage Software Private 25/A-1 West Avenue Kalyani Nagar Pune- 10,000 100.00 Limited 411006

8. M/s. Universal Subcription 877, Phase V Udyog Vihar Gurgaon, 10,000 100.00 Agency Private Limited Haryana - 122001

9. Global Information 877, Udyog Vihar Phase - V Gurgaon- 10,000 100.00 Systems Technology 122016 Privatelimited

10. A R Chadha And Co India Office No.8, 1st Floor Atma Ram Mansion 10,000 100.00 Private Limited Scindia House Connaught Circus New Delhi- 110001

27. List of top ten holders of Secured Non-Convertible Debentures as on July 6, 2012 issued to public (non convertible debentures - 2011) - Option -II (Reserved Individual Secured) - ISIN – INE721A07AY0 (Rs. 34.62 crores) of face value Rs. 1,000/- per debenture:

Sr. Name of debenture holder Address Number of Aggregate No. debentures Amount

(Rs. in lacs)

1. Sharad Sushilkumar A, 17/18, 4th Floor Monarch Private 1331 13.31 Agrawal HUF Limited J B Nagar, Andheri (East) Mumbai- 400059

2. Swati Sunil Jatia 24 6 Triveni J B Nagar Andheri (East) 874 8.74 Mumbai- 400059

3. Saryu Padmakant Shah Devashish26,Hatkesh Society, N.S.Road 690 6.90 5,JVPD Scheme, Vileparle (West) Mumbai- 400049

4. Century Management & 117/118, B Wing Dalamal Towers 211, 683 6.83 Professional Services Nariman Point Mumbai- 400021 Private Limited

148

Shriram Transport Finance Company Ltd. For Private & Confidential

Sr. Name of debenture holder Address Number of Aggregate No. debentures Amount

(Rs. in lacs)

5. Ashok Sukhlal Bora 38 Mukund Nagar Mukund Nagar Pune- 634 6.34 411037

6. Sushil Kumar Agrawal A17/18 Monarch Chs Lts. 4th Floor, J B 574 5.74 Nagar, Andheri East Mumbai- 400059

7. Bimal Devji Gala Devaji Thokarasi Building 22, M. G. Road, 559 5.59 Jai Laxmi Ghatkopar (West) Mumbai- 400086

8. Samtha Sharad Agrawal A17/18 4th Floor Monarch Chs Limited. J B 508 5.08 Nagar Andheri East Mumbai- 400059

9. Anjali Vijay Dhavale A/11 Tridal Hsg Soc Mithagar Road 500 5.00 Mulund East Mumbai- 400081

10. Damayanti P Desai B-401, Akash-4 Opp.Pawan Party Plot, 500 5.00 Ankur,Naranpura Ahmedabad- 380013

28. List of top ten holders of Secured Non-Convertible Debentures as on July 6, 2012 issued to public (non convertible debentures - 2011) - Option -I (Unreserved Individual Secured) - ISIN – INE721A07AZ7 (Rs. 31.73 crores) of face value Rs. 1,000/- per debenture:

Sr. Name of debenture holder Address Number of Aggregate No. debentures Amount

(Rs. in lacs)

1. Aishwarya K Rai B 973/2 12th Floor La Mer Mistry Park 50,000 500.00 Chandiwala Compoun Kadeshwari Mandir Rd Bandra W Mumbai- 400050

2. Lakshmi Old No 28, New No 30 Abm Avenue, Boat 15,000 150.00 Club R A Puram Chennai- 600028

3. N Lakshminarayanan No 8, Royal Enclave Besant Avenue, Next To 15,000 150.00 Esthell Hotel, Adyar Chennai, Tamil Nadu- 600020

149

Shriram Transport Finance Company Ltd. For Private & Confidential

Sr. Name of debenture holder Address Number of Aggregate No. debentures Amount

(Rs. in lacs)

4. Krishan Lal Madhok M 14 Greater Kailash Ii Market New Delhi- 10,000 100.00 110048

5. Vrinda Krishnaraj Rai 12- La Mer Khandeshwari Road Nr Mount 6,000 60.00 Mary Steps Bandra (W) Mumbai- 400050

6. Urvashi Agarwal A 53/3a DLF Qutub Enclave Phase 1 5,000 50.00 Gurgaon Haryana- 122002

7. Vishwas Subbanna Mulki Chinar Building, 123 / 122 12th Floor R A K 5,000 50.00 Road, Wadala Mumbai- 400031

8. Jaideep Puri 109 Jorbagh New Delhi- 110003 5,000 50.00

9. Nikita Electrotrades Room No - 757 7th Floor 32 , Ezra Street 5,000 50.00 Private Limited Kolkata- 700001

10. Ashutosh Maheshvari Belmonte 3rd Floor Mogul Lane Mahim 5,000 50.00 West Mumbai- 400016

29. List of top ten holders of Secured Non-Convertible Debentures as on July 6, 2012 issued to public (non convertible debentures - 2011) - Option -II (Others secured) - ISIN – INE721A07BA8 (Rs. 82.40 crores) of face value Rs. 1,000/- per debenture:

Sr. Name of debenture holder Address Number of Aggregate No. debentures Amount

(Rs. in lacs)

1. Central Bank Of India Central Bank Of India Treasury 250,000 2,500.00 Department, Chandramukhi Building,Nariman Point, Mumbai- 400021

2. HDFC Trustee Company HDFC Bank Limited, Custody Services 250,000 2,500.00 Limited HDFC MF Lodha - I Think Techno Campus Off Flr 8, Monthly Income Plan Long Next To Kanjurmarg Stn Kanjurmarg East Term Plan Mumbai- 400042

150

Shriram Transport Finance Company Ltd. For Private & Confidential

Sr. Name of debenture holder Address Number of Aggregate No. debentures Amount

(Rs. in lacs)

3. FIL Trustee Company Standard Chartered Bank, Crescenzo 100,000 1,000.00 Private Limited A/C Securities Services, 3rd Floor C-38/39 G- Fidelity Short Term Block, BKC Bandra (East) Mumbai - Income Fund 400051

4. Sbi General Insurance HDFC Bank Limited Custody Services 50,000 500.00 Company Limited Lodha-I Think Techno Campus Bldg- Alpha, 8th Floor, Kanjur Marg E Mumbai- 400042

5. Tata Trustee Company Standard Chartered Bank, Crescenzo 50,000 500.00 Limited A/C Tata Mutual Securities Services, 3rd Floor C-38/39 G- Fund A/C Tata Fixed Block, BKC Bandra (East) Mumbai - Tenure Fund - Series 2 400051 Scheme A

6. IDFC Monthly Income Deutsche Bank AG DB House, Hazarimal 48,000 480.00 Plan Somani Marg Post Box No. 1142, Fort Mumbai- 400001

7. Voltamp Transformers Makarpura Vadodara- 390014 10,000 100.00 Limited

8. Alufluoride Limited Dno 14 37 20 Anar Centre Opp Nowroji 10,000 100.00 Road Maharanipeta Visakhapatnam- 530002

9. Alkem Laboratories Alkem House, Devashish Adjacent To 5,000 50.00 Limited Matulya Centre Senapti Bapat Marg, Lower Parel Mumbai- 400013

10. Bharatiya Vidya Bhavan Munshi Sadan Dr K M Munshi Marg 5,000 50.00 Chowpatty Mumbai- 400007

30. List of holders of C NEW-Series, Unsecured Non-Convertible Debenture (Rs. 325 Crore) of face valueRs. 10 Lacs per debenture, as on July 6, 2012.

151

Shriram Transport Finance Company Ltd. For Private & Confidential

Sr. Name of holder Address Number of Aggregate No. instrument Amount (Rs. in lacs)

1. Birla Sun Life Trustee Standard Chartered Bank, Crescenzo 2250 22,500.00 Company Private Limited Securities Services, 3rd Floor C-38/39 G- A/C Birla Sun Life Dynamic Block, BKC Bandra (East) 400051 Bond Fund 2. Birla Sun Life Trustee Standard Chartered Bank, Crescenzo 250 2,500.00 Company Private Limited Securities Services, 3rd Floor C-38/39 G- A/C Birla Sun Life Short Block, BKC Bandra (East) 400051 Term Fund 3. Birla Sun Life Trustee Standard Chartered Bank, Crescenzo 250 2,500.00 Company Private Limited Securities Services, 3rd Floor C-38/39 G- A/C Birla Sun Life Fixed Block, BKC Bandra (East) 400051 Term Plan - Series Dp 4. HSBC Income Fund - Short Standard Chartered Bank, Crescenzo 200 2,000.00 Term Plan Securities Services, 3rd Floor C-38/39 G- Block, BKC Bandra (East) 400051 5. HSBC Mip Savings Plan Standard Chartered Bank, Crescenzo 180 1,800.00 Securities Services, 3rd Floor C-38/39 G- Block, BKC Bandra (East) 400051 6. HSBC Mip Regular Plan Standard Chartered Bank, Crescenzo 70 700.00 Securities Services, 3rd Floor C-38/39 G- Block, BKC Bandra (East) 400051 7. HSBC Flexi Debt Fund Standard Chartered Bank, Crescenzo 30 300.00 Securities Services, 3rd Floor C-38/39 G- Block, BKC Bandra (East) 400051 8. HSBC Income Fund - Standard Chartered Bank, Crescenzo 20 200.00 Investment Plan Securities Services, 3rd Floor C-38/39 G- Block, BKC Bandra (East) 400051

31. List of top ten holders of STFC 2011-12 Series Unsecured Non-Convertible Debenture (Rs. 203.60 crore) of face value Rs. 10 Lacs per debenture, as on July 6, 2012.

Sr. Name of holder Address Number of Aggregate No. instrument Amount (Rs. in lacs)

1. Birla Sun Life Trustee Standard Chartered Bank, Crescenzo 437 4,370.00 Company Private Limited Securities Services, 3rd FloorC-38/39 G- A/C Birla Sun Life Fixed Block, BKC Bandra (East)Mumbai 400051 Term Plan - Series Ed

152

Shriram Transport Finance Company Ltd. For Private & Confidential

Sr. Name of holder Address Number of Aggregate No. instrument Amount (Rs. in lacs)

2. Birla Sun Life Trustee Standard Chartered Bank, Crescenzo 428 4,280.00 Company Private Limited Securities Services, 3rd FloorC-38/39 G- A/C Birla Sun Life Fixed Block, BKC Bandra (East)Mumbai 400051 Term Plan - Series Du 3. Birla Sun Life Trustee Standard Chartered Bank, Crescenzo 215 2,150.00 Company Private Limited Securities Services, 3rd FloorC-38/39 G- A/C Birla Sun Life Fixed Block, BKC Bandra (East)Mumbai 400051 Term Plan - Series Er 4. Birla Sun Life Trustee Standard Chartered Bank, Crescenzo 173 1,730.00 Company Private Limited Securities Services, 3rd FloorC-38/39 G- A/C Birla Sun Life Fixed Block, BKC Bandra (East)Mumbai 400051 Term Plan - Series Ec 5. Birla Sun Life Trustee Standard Chartered Bank, Crescenzo 145 1,450.00 Company Private Limited Securities Services, 3rd FloorC-38/39 G- A/C Birla Sun Life Fixed Block, BKC Bandra (East)Mumbai 400051 Term Plan - Series Dw 6. DSP Blackrock Dual Citibank N A Custody Services 3rd Flr 137 1,370.00 Advantage Fund -Series 1- Trent House, G Blockplot No 60 Bkc Bandra 36M Eastmumbai400098 7. Birla Sun Life Trustee Standard Chartered Bank, 135 1,350.00 Company Private Limited Crescenzosecurities Services, 3Rd Floorc- A/C Birla Sun Life Fixed 38/39 G-Block, Bkc Bandra (Eastmumbai Term Plan - Series Ej 400051 8. Birla Sun Life Trustee Standard Chartered Bank, Crescenzo 122 1,220.00 Company Private Limited Securities Services, 3rd FloorC-38/39 G- A/C Birla Sun Life Fixed Block, BKC Bandra (East)Mumbai 400051 Term Plan - Series Dv 9. SBI Debt Fund Series-15 SBI Mutual Fund191, Maker Tower 'E', 93 930.00 Months-9 (Feb-2012) 19th Floor opp. Wtc, Cuffe Parademumbai400005 10. DSP Blackrock Ftp Series 5- Citibank N A, Custody Services3Rd Flr, 52 520.00 18M Trent House, G Blockplot No. 60, Bkc, Bandra - Eastmumbai400098

32. List of top ten holders of Subordinate Debts, D-series non convertible debentures (Rs. 550.97 Crore) of face value Rs. 1 Lac per debenture, as on July 6, 2012.

153

Shriram Transport Finance Company Ltd. For Private & Confidential

Sr. Name of holder Address Number of Aggregate No. instrument Amount (Rs.in lacs)

1. STCI Finance Limited HDFC Bank Limited, Custody Services 3,920 3,920.00 Lodha - I Think Techno Campus off Flr 8, Next To Kanjurmarg Stn, Kanjurmarg, East Mumbai-400042 2. Bajaj Allianz Life Insurance Deutsche Bank Agdb House, Hazarimal 3,500 3,500.00 Company Limited Somani Marg, Post Box No. 1142, Fort Mumbai-400001 3. Air- India Employees Air India Employees Provident Fund 2,400 2,400.00 Provident Fund Account, Old Air Port Santacruz Mumbai - 400029 4. Bank Of Baroda DGM,Bank Of Baroda Specialized 2,000 2,000.00 Integrated Treasury Br.B st,4Th And 5Th Floor,C-34 G-Block Bandra Kurla Complex,Mumbai-400051 5. Bank Of India Treasury Branch,Head Office,Star House,7 2,000 2,000.00 th Floorc-5,'G'Block,Bandra Kurla Complex Bandra(East) Mumbai-400051 6. Chhattisgarh State Shed No 1 Danganiaraipur -492013 2,000 2,000.00 Electricity Board (Cseb) Provident Fund Trust 7. Kotak Mahindra Trustee Deutsche Bank Agdb House, Hazarimal 2,000 2,000.00 Company Limited. A/C. Somani Marg Post Box No. 1142, Fort Kotak Mahindra Bond Unit Mumbai-400001 Scheme 99 8. United India Insurance 24,Whites Road Chennai-600014 2,000 2,000.00 Company Limited 9. Chhattisgarh State C/O FEd Finance Shed No 7 CSEB 1,940 1,940.00 Electricity Board Gratuity Danganiaraipur Chhattisgarh-490001 and Pension Fund Trust 10. NPS Trust- A/C Lic Pension C/O LIC Pension Fund Limited 1,927 1,927.00 Fund Scheme - Central Govt yogakshema, East Wing, 7Th Floor Jeevan Bima Marg Mumbai-400021

33. List of top ten holders of Subordinate Debts, E-series non convertible debentures (Rs. 248 Crore) of face value Rs. 1 Lacs per debenture, as on July 6, 2012.

154

Shriram Transport Finance Company Ltd. For Private & Confidential

Sr. Name of holder Address Number of Aggregate No. instrument Amount (Rs. in lacs)

1 NPS Trust- A/C SBI Pension C/O SBI Pension Funds Private Limited No. 2,400 2,400.00 Fund Scheme - Central Govt 32, Maker Chambers - Iii Airman Point Mumbai-400021 2 Bank Of India Provident Terminal Benefits Div.H.R.Dept,3Rd Flr, 2,000 2,000.00 Fund Star House, C-5,'G'Block HOW, B.K.C. Bandra(E) Mumbai400051 3 Syndicate Bank F I M Department maker Towers E II Floor 2,000 2,000.00 cuffe Parade Colabamumbai400005 4 United India Insurance 24,Whites Roadchennai600014 2,000 2,000.00 Company Limited 5 Bajaj Allianz Life Insurance Deutsche Bank Agdb House, Hazarimal 1,500 1,500.00 Company Limited Somani Margpost Box No. 1142, Fort Mumbai-400001 6 NPS Trust- A/C Uti C/O Uti Retirement Solutions Limited.Uti 1,500 1,500.00 Retirement Solutions Pension Tower, Gn Blockbandra Kurla Complex, Fund Scheme - Central Govt Bandra (East)Mumbai400051 7 Army Group Insurance Fund Agi Bhawanrao Tula Ram Margpb 14, Po 1,000 1,000.00 Vasant Viharnew Delhi110057 8 Bajaj Allianz General Standard Chartered Bank, Crescenzo 1,000 1,000.00 Insurance Company Limited Securities Services, 3Rd Floorc-38/39 G- Block, BKC Bandra (East) Mumbai -400051 9 NPS Trust- A/C Lic Pension C/O Lic Pension Fund Limited yogakshema, 1,000 1,000.00 Fund Scheme - Central Govt East Wing, 7Th Floor Jeevan Bima Marg Mumbai-400021 10 NPS Trust- A/C Uti C/O UTI Retirement Solutions Limited.UTI 1,000 1,000.00 Retirement Solutions Pension Tower, Gn - Block Bandra Kurla Complex Fund Scheme - State Govt Bandra (East), Mumbai-400051

34. List of top ten holders of Subordinate Debts, D-series non convertible debentures (Rs. 50 Crore) of face value Rs. 10 Lacs per debenture, as on July 6, 2012.

Sr. Name of holder Address Number of Aggregate No. instrument Amount (Rs.in lacs)

1 HVPNL Employees Pension Shakti Bhawan, Sector 6 Panchkula-134109 225 2,250.00 Fund Trust

155

Shriram Transport Finance Company Ltd. For Private & Confidential

Sr. Name of holder Address Number of Aggregate No. instrument Amount (Rs.in lacs)

2 Food Corporation Of India Khadya Sadan 13th Floor16 20 100 1,000.00 CPF Trust Barakhamba Lane New Delhi-110001 3 HVPNL Employees Shakti Bhawan, Sector 6 Panchkula-134109 75 750.00 Provident Fund Trust 4 Gas Authority Of India Gas Authority Of India Limited 16 Bhikaiji 30 300.00 Limited Employees Provident Cama Place New Delhi-110066 Fund Trust 5 The Jammu And Kashmir Jammu And Kashmir Bank corporate 20 200.00 Bank Employees Provident Officem.A. Roadsrinagar190001 Fund Trust 6 GAIL Employees Gas Authority Of India Limited 16 Bhikaiji 10 100.00 Superannuation Benefit Fund Cama Place New Delhi-110066 7 Gujarat Alkalies And GACLP Petrochemical Dist Vadodara- 10 100.00 Chemicals Limited 391346 Employees Provident Fund Trust 8 Everest Industries Limited Genesis, A-32Mohan Co Operative 6 60.00 Employees Provident Fund Industrial Estate Mathura Road New Delhi- Trust 110044 9 GAIL (India) Limited GAIL Bhawan 16, Bhikaji Cama Place R K 5 50.00 Employees Death-Cum- Puram,New Delhi-110066 Superannuation Gratuity Scheme 10 Provident Fund Of MRPLLGF, Mercantile House 15, 4 40.00 Mangalore Refinery And K.G.Marg, Connaught Place New Delhi- Petrochemicals Limited 110001

35. List of holders of Subordinate Debts, C-series non convertible debentures (Rs. 350 Crore) of face value Rs. 10 Lacs per debenture, as on July 6, 2012.

Sr. Name of holder Address Number of Aggregate No. instrument Amount (Rs.in lacs)

1 UTI - Childrens Career UTI Mutual Fund,UTI Asset Management 1,050 10,500.00 Balanced Plan Company Limited, Department Of Fund Accounts,UTI Tower, GN Block, Bandra Kurla Complex, Bandra (East), Mumbai- 400051

156

Shriram Transport Finance Company Ltd. For Private & Confidential

Sr. Name of holder Address Number of Aggregate No. instrument Amount (Rs.in lacs)

2 UTI-Unit Linked Insurance UTI AMC Private Limited UTI Tower, Gn 850 8,500.00 Plan Block Bandra Kurla Complex Bandra (East) Mumbai-400051 3 UTI- Balanced Fund UTI Mutual Fund,UTI Asset Management 600 6,000.00 Company Limited., Department Of Fund Accounts,UTI Tower, GN Block, Bandra Kurla Complex, Bandra (East), Mumbai- 400051 4 UTI - Retirement Benefit UTI Mutual Fund,UTI Asset Management 500 5,000.00 Pension Fund Company Limited., Department Of Fund Accounts,UTI Tower, GN Block, Bandra Kurla Complex, Bandra (East), Mumbai- 400051 5 UTI-Mis-Advantage Plan UTI AMC Private Limited UTI Tower, Gn 250 2,500.00 Block Bandra Kurla Complex Bandra (East) Mumbai-400051 6 UTI-Mahila Unit Scheme UTI AMC Private Limited UTI Tower, Gn 200 2,000.00 Block Bandra Kurla Complex Bandra (East) Mumbai-400051 7 UTI-Unit Scheme For UTI AMC Private Limited UTI Tower, Gn 50 500.00 Charitable And Religious Block Bandra Kurla Complex Bandra Trusts And Registered (East) Mumbai-400051 Societies

36. List of top ten holders of Subordinate Debts, F-series non convertible debentures (Rs. 400 Crore) of face value Rs. 10 Lacs per debenture, as on July 6, 2012.

Sr. Name of holder Address Number of Aggregate No. instrument Amount (Rs.in lacs)

1 NPS Trust- A/C UTI C/O UTI Retirement Solutions Limited.UTI 768 7,680.00 Retirement Solutions Pension Tower, Gn Block Bandra Kurla Complex, Fund Scheme - Central Govt Bandra (East) Mumbai-400051 2 ICICI Bank Limited Treasury Middle Office Group 2nd Floor, 750 7,500.00 North Tower, East Wing ICICI Bank Tower, BKC Bandra (East) , Mumbai- 400051

157

Shriram Transport Finance Company Ltd. For Private & Confidential

Sr. Name of holder Address Number of Aggregate No. instrument Amount (Rs.in lacs)

3 Infrastructure Development C/O Hdfc Bank Limited - Custody 545 5,450.00 Finance Company Limited Serviceslodha- I Think Techno Campus, Bldg -Alpha, 8Th Floor, Nr Railway Station Kanjur Marg (E), Mumbai-400042 4 Tata Capital Financial One Forbes Dr. V B Gandhi Marg Fort 250 2,500.00 Services Limited Mumbai-400001 5 United India Insurance 24,Whites Road Chennai-600014 250 2,500.00 Company Limited 6 Bank Of India (Employees) Terminal Benefits Div.Hr Dept, 3Rd, 150 1,500.00 Pension Fund Floor,H.O.Star House, C-5, 'G' Block,B.K.C. Bandra (E) Mumbai400051 7 Board Of Trustees For P.F. Account Old Adm. Bldg.,Sail, Bokaro 150 1,500.00 Bokaro Steel Employees Steel Plant Bokaro Steel City Bokaro- Provident Fund 827001 8 HDFC Ergo General HDFC Bank Limited, Custody 100 1,000.00 Insurance Company Limited Serviceslodha - I Think Techno Campusoff Flr 8, Next To Kanjurmarg Stn Kanjurmarg East Mumbai-400042 9 NPS Trust- A/C Sbi Pension C/O Sbi Pension Funds Private Limited No. 100 1,000.00 Fund Scheme - Central Govt 32, Maker Chambers - Iii Airman Point Mumbai-400021 10 The Nainital Bank Limited Regional Office,33, Panchkuin Road,New 100 1,000.00 Delhi,110001

37. List of top ten holders of Subordinate Debts, K-series non convertible debentures ( Rs. 75 Crore) of face value Rs. 10 Lacs per debenture, as on July 6, 2012.

Sr. Name of holder Address Number of Aggregate No. instrument Amount (Rs. in lacs)

1 Chhattisgarh State C/O Fed Finance Shed No 7 CSEB 200 2,000.00 Electricity Board Gratuity Danganiaraipur Chhattisgarh- 490001 and Pension Fund Trust 2 NPS Trust- A/C SBI Pension C/O SBI Pension Funds Private Limited No. 189 1,890.00 Fund Scheme - State Govt 32, 3Rd Floor maker Chambers - Iii, Airman Pointmumbai400021

158

Shriram Transport Finance Company Ltd. For Private & Confidential

Sr. Name of holder Address Number of Aggregate No. instrument Amount (Rs. in lacs)

3 NPS Trust- A/C SBI Pension C/O SBI Pension Funds Private Limited No. 100 1,000.00 Fund Scheme - Central Govt 32, Maker Chambers - Iiinariman Pointmumbai400021 4 NPS Trust- A/C Lic Pension C/O Lic Pension Fund Limited.7th Floor, 70 700.00 Fund Scheme - Central Govt East Wing, Yogakshema Airman Point Mumbai-400021 5 NPS Trust- A/C Lic Pension C/O Lic Pension Fund Limited.7th Floor, 50 500.00 Fund Scheme - State Govt East Wing, Yogakshema Airman Point Mumbai-400021 6 Board Of Trustees For Administrative Building Bokaro Steel Plant 30 300.00 Bokaro Steel Employees S City Jharkhand-827004 Provident Fund 7 The Indian Iron And Steel Burnpur Works Burnpur-713325 30 300.00 Company Limited Provident Institution 8 NPS Trust- A/C SBI Pension C/O SBI Pension Funds Private Limited No. 28 280.00 Fund Scheme C - Tier I 32, 3rd Floor Maker Chambers - Iii Airman Point, Mumbai-400021 9 Akshay Kumar Bhatia G-2,Prime Beachgandhi Gram Road 20 200.00 Juhu,Mumbai-400049 10 NPS Trust A/C - LIC Pension C/O Lic Pension Fund Limited.7th Floor, 9 90.00 Fund Limited - NPS Lite East Wing, Yogakshema Airman Point Scheme - Govt. Pattern Mumbai-400021

38. List of top ten holders of Subordinate Debts, S-series non convertible debentures (Rs. 150 Crore) of face value of Rs. 10 Lacs per debenture, as on July 6, 2012.

Sr. Name of holder Address Number of Aggregate No. instrument Amount (Rs. in lacs)

1 Bank Of India Treasury Branch,Head Office,Star 300 3,000.00 House,7Th Floorc-5,'G'Block,Bandra Kurla Complex Bandra(East)Mumbai-400051 2 BNP Paribas Bond Fund HSBC Securities Services 2nd Floor, Shiv, 250 2,500.00 Plot No.139-140 B Western Exp Highway,Sahar Rd Junct Vile Parle-E Mumbai-400057

159

Shriram Transport Finance Company Ltd. For Private & Confidential

Sr. Name of holder Address Number of Aggregate No. instrument Amount (Rs. in lacs)

3 UTI - Monthly Income UTI Mutual Fund,UTI Asset Management 150 1,500.00 Scheme Company Limited., Department Of Fund Accounts,UTI Tower, GN Block, Bandra Kurla Complex, Bandra (East), Mumbai- 400051 4 BNP Paribas Fixed Term HSBC Securities Services 2nd Floor, Shiv, 110 1,100.00 Fund - Series 22-C Plot No.139-140 B Western Exp Highway,Sahar Rd Junct Vile Parle-E Mumbai-400057 5 Reliance Capital Trustee Deutsche Bank AGDB House Hazarimal 107 1,070.00 Company Limited -A/C Somani Marg,P.O.Box No. 1142, Fort Reliance Dual Advantage Mumbai-400001 Fixed Tenure Fund Plan B 6 Oriental Bank Of Commerce Plot No.5, Institutional Area,Sector - 32, 100 1,000.00 Gurgaon,Haryana122001 7 Reliance Capital Trustee Deutsche Bank AGDB House Hazarimal 100 1,000.00 Company Limited -A/C Somani Marg,P.O.Box No. 1142, Fort Reliance Fixed Horizon Fund Mumbai-400001 Xix Series 21 8 UCO Bank Treasury Branch UCO Bank Building 100 1,000.00 Mezzanine Floor 359 Dr D N Road Fort Mumbai 400001 9 UTI-Unit Linked Insurance UTI Mutual Fund,UTI Asset Management 100 1,000.00 Plan Company Limited., Department Of Fund Accounts,UTI Tower, GN Block, Bandra Kurla Complex, Bandra (East), Mumbai- 400051 10 Reliance Capital Trustee Deutsche Bank AGDB House Hazarimal 90 900.00 Company Limited - A/C Somani Marg,P.O.Box No. 1142, Fort Reliance Fixed Horizon Fund Mumbai-400001 Xx Series 32

39. List of top ten holders of Subordinate Debts, J-series non convertible debentures (Rs. 329.20 Crore) of face value of Rs. 10 Lacs per debenture, as on July 6, 2012.

160

Shriram Transport Finance Company Ltd. For Private & Confidential

Sr. Name of holder Address Number of Aggregate No. instrument Amount (Rs.in lacs)

1 Nederlandse Financierings- Standard Chartered Bank, Crescenzo 2,250 22,500.00 Maatschappij Voor Securities Services, 3Rd Floorc-38/39 G- Ontwikkelingslanden N.V. Block, BKC Bandra (East)Mumbai 400051 (Fmo) 2 Indian Overseas Bank Treasury (Domestic)Central Office763 230 2,300.00 Anna Salai Chennai-600002 3 NPS Trust- A/C Uti C/O UTI Retirement Solutions Limited.UTI 200 2,000.00 Retirement Solutions Pension Tower, Gn Block Bandra Kurla Complex, Fund Scheme - Central Govt Bandra (East)Mumbai400051 4 Chhattisgarh State Electricity Shed No 1Dangania Raipur-492013 180 1,800.00 Board (CSEB) Provident Fund Trust 5 Hooghly District Central Co- Netaji Subhas Road P.O. - Chinsurahdist - 100 1,000.00 Operative Bank Limited Hooghly-712101 6 Trustees Hindustan Steel SAIL Rourkela Rourkela-769001 60 600.00 Limited Contributory Provident Fund, Rourkela 7 A P S R T C Employees C\O APSRTC Employees Provident 50 500.00 Provident Fund Trust Fundbus Bhavan (Administrative Building)Mushirabad,Hyderabad-500020 8 NPS Trust- A/C Uti C/O UTI Retirement Solutions Limited.UTI 50 500.00 Retirement Solutions Pension Tower, Gn - Block Bandra Kurla Complex Fund Scheme - State Govt Bandra (East), Mumbai-400051 9 Crompton Greaves Limited C/O Bajiraodesai/Marathe Crompton 34 340.00 Provident Fund No 1 Greaves Limited Kanjur Marg East Mumbai-400042 10 DB International (Asia) Deutsche Bank AGDB House, Hazarimal 20 200.00 Limited Somani Margpost Box No. 1142, Fort Mumbai 400001

40. List of holders of Subordinate Debts, L-series non convertible debentures (Rs. 50 Crore) of face value Rs. 10 Lacs per debenture, as on July 6, 2012.

Sr. Name of holder Address Number of Aggregate No. instrument Amount (Rs. in lacs)

1. Limited Welspun City Anjar district Kutch Gujrat- 250 2,500.00 370110

161

Shriram Transport Finance Company Ltd. For Private & Confidential

2. United India Insurance 24, Whites Road, Chennai - 600 014 250 2,500.00 Company Limited

41. List of holders of C-series non convertible debentures (Rs. 360 crore) of face value Rs. 10 Lacs per debenture, as on July 6, 2012.

Sr. Name of holder Address Number of Aggregate No. instrument Amount (Rs. in lacs)

1 Life Insurance Corporation Investment Department 6th Floor, West 3,000 30,000.00 Of India Wing, Central Office yogakshema, Jeevan Bima Marg Mumbai-400021 2 Corporation Bank Corporation Bank, General Account 200 2,000.00 Investment Division 15 Mittal Chambers 1St Floor Airman Point Mumbai-400021 3 General Insurance Suraksha.1 7 0, J. T A T A 100 1,000.00 Corporation Of India Road,Churchgate Mumbai-400020 4 Cholamandalam Ms General HDFC Bank Limited Custody Services 100 1,000.00 Insurance Company Limited lodha-I Think Techno Campus Off Flr8, Next To Kanjurmarg Rly Station kanjurmarg East Mumbai-400042 5 Corporation Bank Corporation Bank, General 100 1,000.00 Accountinvestment Division15 Mittal Chambers 1St Floornariman Point Mumbai400021 6 Rural Postal Life Insurance HDFC Bank Limited Custody Services 50 500.00 Fund A/C Uti Amc lodha-I Think Techno Campus Off Flr8, Next To Kanjurmarg Rly Station kanjurmarg East Mumbai-400042 7 Kotak Mahindra Trustee Deutsche Bank AGDB House, Hazarimal 50 500.00 Company Limited - A/C Somani Margpost Box No. 1142, Fort Kotak Fmp Series 50 Mumbai 400001

42. List of top ten holders of C New series non convertible debentures (Rs. 1447.70 crore) of face value Rs. 10 Lacs per debenture, as on July 6, 2012.

Sr. Name of holder Address Number of Aggregate No. instrument Amount (Rs. in lacs)

162

Shriram Transport Finance Company Ltd. For Private & Confidential

Sr. Name of holder Address Number of Aggregate No. instrument Amount (Rs. in lacs)

1 Standard Chartered Bank Standard Chartered Bank, Crescenzo 4,150 41,500.00 (Mauritius) Limited -Debt Securities Services, 3Rd Floorc-38/39 G- Block, Bkc Bandra (East)Mumbai -400051 2 IDFC Super Saver Income Deutsche Bank AGDB House, Hazarimal 1,070 10,700.00 Fund- Short Term Somani Margpost Box No. 1142, Fort Mumbai 400001 3 HDFC Trustee Company HDFC Bank Limited Custody Services 900 9,000.00 Limited HDFC MF Monthly lodha-I Think Techno Campus Off Flr8, Income Plan Long Term Plan Next To Kanjurmarg Rly Station kanjurmarg East Mumbai-400042 4 ICICI Prudential Fixed HDFC Bank Limited Custody Services 600 6,000.00 Maturity Plan Series 57 lodha-I Think Techno Campus Off Flr8, Three Years Plan C Next To Kanjurmarg Rly Station kanjurmarg East Mumbai-400042 5 DSP Blackrock Money Citibank N A, Custody Services3Rd Flr, 500 5,000.00 Manager Fund Trent House, G Block,Plot No. 60, BKC, Bandra - East Mumbai-400051 6 ICICI Prudential Life Deutsche Bank AGDB House, Hazarimal 500 5,000.00 Insurance Company Limited Somani Margpost Box No. 1142, Fort Mumbai 400001 7 United Bank Of India The Deputy General Manager UBI 400 4,000.00 Investment Fund Management Dept Head Office 4Th Floor 16 Old Court house Street Kolkata700001 8 ICICI Prudential Fixed HDFC Bank Limited Custody Services 350 3,500.00 Maturity Plan Series 60- Lodha-I Think Techno Campus Off Flr8, Three Years Plan E Next To Kanjurmarg Rly Station kanjurmarg East Mumbai-400042 9 ICICI Prudential Fixed HDFC Bank Limited Custody Services 290 2,900.00 Maturity Plan Series 60-18 lodha-I Think Techno Campus Off Flr8, Months Plan C Next To Kanjurmarg Rly Station kanjurmarg East Mumbai-400042 10 Reliance Capital Trustee Deutsche Bank AGDB House, Hazarimal 270 2,700.00 Company Limited -A/C Somani Margpost Box No. 1142, Fort Reliance Fixed Horizon Fund Mumbai 400001 Xxi Series 25

43. List of top ten holders of STFC NCD 2011 -12 -series non convertible debentures (Rs. 998.90 crore) of face value

163

Shriram Transport Finance Company Ltd. For Private & Confidential

Rs. 10 Lacs per debenture, as on July 6, 2012.

Sr. Name of holder Address Number of Aggregate No. instrument Amount (Rs. in lacs)

1 IDFC Super Saver Income Deutsche Bank AGDB House, Hazarimal 1,139 11,390.00 Fund- Short Term Somani Margpost Box No. 1142, Fort Mumbai 400001 2 Citicorp Investment Bank Citibank N A, Custody Services 3Rd Flr, 750 7,500.00 (Singapore) Limited Trent House, G Block,Plot No. 60, BKC, Bandra - East Mumbai-400051 3 UTI - Childrens Career UTI Mutual Fund,UTI Asset Management 700 7,000.00 Balanced Plan Company Limited, Department Of Fund Accounts,UTI Tower, GN Block, Bandra Kurla Complex, Bandra (East), Mumbai- 400051 4 UTI-Unit Linked Insurance UTI Mutual Fund,UTI Asset Management 700 7,000.00 Plan Company Limited, Department Of Fund Accounts,UTI Tower, GN Block, Bandra Kurla Complex, Bandra (East), Mumbai- 400051 5 ICICI Securities Primary ICICI Centre H T Parekh Marg Churchgate 670 6,700.00 Dealership Limited Mumbai-400020 6 JP Morgan India Treasury Deutsche Bank AGDB House, Fort Mumbai 500 5,000.00 Fund 400001 7 Icici Prudential Fixed HDFC Bank Limited Custody Services 409 4,090.00 Maturity Plan Series 60-27 lodha-I Think Techno Campus Off Flr8, Months Plan I Next To Kanjurmarg Rly Station kanjurmarg East Mumbai-400042 8 ICICI Prudential Fixed HDFC Bank Limited Custody Services 287 2,870.00 Maturity Plan Series 61-18 lodha-I Think Techno Campus Off Flr8, Months Plan B Next To Kanjurmarg Rly Station kanjurmarg East Mumbai-400042 9 ICICI Prudential Regular HDFC Bank Limited Custody Services 282 2,820.00 Savings Plan lodha-I Think Techno Campus Off Flr8, Next To Kanjurmarg Rly Station kanjurmarg East Mumbai-400042 10 ICICI Prudential Fixed HDFC Bank Limited Custody Services 260 2,600.00 Maturity Plan Series 61- lodha-I Think Techno Campus Off Flr8, Three Years Plan F Next To Kanjurmarg Rly Station kanjurmarg East Mumbai-400042

164

Shriram Transport Finance Company Ltd. For Private & Confidential

44. List of holder of STFC DB-Series non convertible debentures (Rs. 500 crore) of face value Rs. 10 Lacs per debenture, as on July 6, 2012.

Sr. Name of holder Address Number of Aggregate No. instrument Amount (Rs. in lacs)

1 Deutsche Bank AG C/O Settlements Department 222 Kodak 5,000 50,000.00 House Dr. D. N. Road Fort Mumbai 400001

45. List of holder of CP - Commercial Paper (Rs. 200 crore) of face value Rs. 5Lacs per commercial paper, as on July 6, 2012.

Sr. Name of holder Address Number of Aggregate No. instrument Amount (Rs. in lacs)

1. SBI Premier Liquid Fund HDFC Bank Limited, Lodha - I Think 4,000 20,000.00 Techno Campus, Off Floor 8, Kanjurmarg (East), 400042

XIII. Undertaking to use a common transfer form

The NCD will be issued in dematerialized form only. However, in case of dematerialization of NCD and transfer thereof, the Company would use a common transfer form.

XIV. Redemption amount, period of maturity, yield on redemption

Particulars Debentures Nature of Debt Secured Non-Convertible Debentures Face Value Rs. 10,00,000/- (Rupees Ten Lakhs Only) Issue Price At Discount Rs. 10,00,000/- per debenture Redemption Date 23rd September 2014, 23rd March 2015, 23rd September 2015 Minimum No. of Debenture to be applied for 1 Redemption Amount Rs 2,000,000,000.00 + Green Shoe Rs.2,000,000,000.00.

XV. Terms of Offer or Purchase Issue of 2000 (Two Thousand Only) + Greenshoe of 2000 (Two Thousand only), Secured, Redeemable Non-

165

Shriram Transport Finance Company Ltd. For Private & Confidential

Convertible Debentures of face value Rs. 10,00,000/- (Rupees Ten Lakhs Only) each at par for cash, aggregating to Rs. 2,000,000,000/- (Rupees Two Hundred Crores only) + Greenshoe of Rs.2,000,000,000/-(Rupees Two Hundred Crores only) on a private placement basis not open for public subscription. Detailed Term Sheet is provided under Clause XXIII.

Terms of Issue

Authority for the Issues

The proposed issue of Rated, Secured and Non-convertible NCD is within the borrowing limits of Rs. 45,000 Crores set out in the resolution passed under Section 293 (1) (d) of the Companies Act, 1956 at the Annual General Meeting of the Company held on 5th July 2012 and the resolution passed by board of director under Section 292 (1)(b) of the Companies Act, 1956 at the meeting of the Board of Directors held on 27th October, 2010, authorizing issuance of Non-convertible debentures up to INR 10,000 Crores and the resolution of Banking and Finance Committee of the Board of Directors dated 11th May 2011 . The details of the same are available with the Investor Services Cell of the Company and can be viewed on all working days between 10:00 A.M. and 1:00 P.M.

Form & Denomination

The NCD of the face value of Rs 10,00,000/- each for cash Rs. 2,000,000,000/-+ Greenshoe of Rs.2,000,000,000/- will be issued in dematerialized form only on private placement basis.

Market Lot

The Market Lot for the Debenture shall be 1 debenture of the face value of Rs. 10,00,000/- (Rupees Ten lakhs only) or in multiples thereof.

Minimum Application/Minimum Subscription

In terms of clarification issued by SEBI (Ref No. SEBI/MRD/SE/AT/46/2003) on December 22, 2003 minimum subscription amount will not be applicable for private placement issue.

Debenture Holder(s) not entitled to Member Rights

The Debenture Holder(s) will not be entitled to any of the rights and privileges available to the members of the Company including right to receive notices of or to attend and vote at General Meetings or to receive Annual Reports of the Company. If, however, any resolution affecting the rights attached to the Debenture is placed before the members of the Company, such resolution will first be placed before the Debenture Holder(s) for their consideration.

Variation of Debenture Holder(s) rights

The rights, privileges and conditions attached to the Debenture of each series may be varied, modified or abrogated in accordance with the Articles of Association of the Company and the Act and with the consent of the respective category of holders of the Debentures by a Special Resolution (i.e. in relation to each category of Debentures, the special resolution means the resolution passed by carried by a majority consisting of not less than three-fourths of the persons voting thereat upon a show of hands or if a poll is demanded by a majority representing not less than three- fourths in value of the votes cast on such poll) passed at the meeting of the Debenture Holder(s) of the respective category provided that nothing in such resolution shall be operative against the Company where such resolution modifies or varies the terms and conditions governing the Debenture if the same are not acceptable to the Company.

Who Can Apply

Only eligible investors who have been addressed through a communication directly by the Company can apply. No

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person who has not received a direct communication from the Company should apply in this Issue. This offer of Debenture is made in India to persons/parties resident in India and/or any other eligible investor(s). Any transfer of the Non-convertible debenture to a person resident outside India subject to the conditions and restrictions contained in the FEMA (Borrowing or Lending in Rupees) Regulations, 2000, and other applicable statutory and/or regulatory requirements.

How to apply

All applications for the Debenture must be in the prescribed Application Form and be completed in block letters in English. Application forms must be accompanied by either a Demand Draft or a Cheque, drawn on the company and the investor also has an option to make the payment by way of a RTGS Transfer. The details for the RTGS transfer will be given to investor at the time of payment.

Succession

In the event of the demise of a Registered Debenture holder of the respective category or the first holder in the case of joint holders, the Company will recognize the executor or administrator of the deceased Debenture holder of the respective category or the holder of succession certificate or other legal representative of the deceased Debenture holder as having title to the Non-convertible debenture. The Company shall not be bound to recognize such executor, administrator or holder of the succession certificate unless such a person obtains probate or letter of administration or is the holder of succession certificate or other legal representation, as the case may be, from a Court in India having jurisdiction over the matter and delivers a copy of the same to the Company. The Company may at its absolute discretion, where it thinks fit, dispense with the production of the probate or letter of administration or succession certificate or other legal representation, in order to recognize such holder as being entitled to the Non-convertible debenture standing in the name of the deceased Non-convertible debenture holder of the respective category on production of sufficient documentary proof or indemnity. In case the Non-convertible Debentures are held by a person other than an individual, the rights in the Non-convertible debenture of the respective category shall vest with the successor acquiring interest therein, including a liquidator or such any person appointed as per the applicable laws.

Non-convertible debenture subject to the Debenture Trust Deed etc.

Over and above the aforesaid terms and conditions, the Non-convertible debenture, if any issued under this Information Memorandum, shall be subject to this Information Memorandum, the relevant Debenture Trust Deed and also be subject to the provisions of the Memorandum and Articles of Association of the Company.

Right to accept or reject applications

The Company is entitled at its sole and absolute discretion, to accept or reject any application in part or in full, without assigning any reason. Incomplete Application Forms are liable to be rejected. The full amount of Debenture has to be submitted along with the Application Form. Also, in case of over subscription, the Company reserves the right to increase the size of the placement subject to necessary approvals/certifications, and the basis of allotment shall be decided by the Company.

Interest on Application Money

Interest on the application money (if any) at the applicable coupon rate (or any other rate as may be mutually agreed upon), will be paid via interest cheques / credit to the allottee‟s bank account. Such interest will be paid for the period commencing from the date of realization of the cheque(s) / draft(s) up to but excluding the Date of Allotment. The interest cheques / instruction to credit allottees bank account for interest payable on application money will be dispatched by Registered Post / Courier / Hand delivery on or before the working day of the Date of Allotment. It is clarified that interest shall not be paid on invalid and incomplete applications. Tax exemption certificates, if applicable, in respect of non-deduction of tax at source on interest on application money must be submitted along with the

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application form.

For applicants whose applications have been rejected or allotted in part, interest on their refundable application money (if any) will be dispatched within 7 working days of Issue closure and the Company shall ensure adequate funds for the same. Interest will be computed at applicable rate, on refundable application money from the date of realization of cheque/draft/ RTGS inflow to the date of dispatch by the Company.

The interest on application money (if any) will be computed on 365 days a year basis.

Allotment Intimation

The Company has already made/ shall make necessary arrangements with the National Securities Depository Ltd. for the issue of these Non-convertible Debt in Electronic (Dematerialised) Form. The investors holding these Non- convertible Debentures in the Electronic (Dematerialised) Form will be governed as per the provisions of The Depository Act, 1996, Securities and Exchange Board of India (Depositories and Participants) Regulations, 1996, rules notified by NSDL from time to time and other applicable laws and rules notified in respect thereof. Investors should mention their NSDL Depository Participant‟s name, DP-ID and Beneficiary Account Number at the appropriate place in the Application Form. The Company shall take reasonable steps to credit the Beneficiary Account of the Allotee(s), with the NSDL Depository Participant as mentioned in the Application Form, with the number of Non-convertible debenture allotted. The applicant is responsible for the correctness of its details given in the Application Form vis-à-vis those with its DP. In case the information is incorrect or insufficient, the Company would not be liable for losses, if any. The Company shall credit the Letter(s) of Allotment in Electronic Form to the demat account of the investors as per the details furnished in the Application Form. The Allotment Intimation will be sent to the Allottee(s). This Allotment Intimation should neither be construed as a Letter(s) of Allotment nor as a credit advice; and hence it is non- transferable/non-transmittable and not tradable. The Company will dispatch the Allotment Intimation to allottee(s) within 7 working days of the Date of Allotment and credit the investor(s) Demat account with the investor(s) DP within 7 working days from Date of Allotment.

After completion of all legal formalities, the securities held by the investor, under the ISIN representing the Letter(s) of Allotment, shall be converted into Non-convertible debenture as per the procedure laid down by NSDL in this behalf.

The Company shall request the Depository to provide a list of Beneficial Owners as at end of day of the Record date. This shall be the list, which shall be considered for payment of interest, repayment of principal, etc. as the case may be.

The Company also proposes to make depository arrangement with Central Depository Services (India) Limited (CDSL) in due course. The allotment process for crediting the Beneficiary Account of the Allottee(s) with the CDSL Depository Participant will be communicated at such time.

Register of NCD Holder(s)

A register of all Registered Debenture Holder(s) of the debentures, as the case may be containing necessary particulars will be maintained by the Company at its Registered Office. A copy of the register of all Debenture Holder(s) will also be maintained by the Company at its Corporate Office.

Transfer / Transmission

The NCDs shall be transferable and transmittable in the same manner and to the same extent and be subject to the same restrictions and limitations as in case of the equity shares of the Company. Further, any dispute in regard to the sale, transfer or assignment of any NCD or in respect to any principal/interest claim, shall be settled between the transferor(s) and the transferee(s), and the Company shall not be liable in this regard in any manner, whatsoever.

The provisions relating to the transfer and transmission in respect of the equity shares as provided in the Articles of

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Association of the Company shall apply mutatis mutandis to the Debenture.

(a) Debentures held in Electronic (Dematerialised) Form -

NCD held in Electronic form (Dematerialized) Form shall be transferred subject to and in accordance with the rules / procedures as prescribed by the National Securities Depository Ltd. (NSDL) / Depository Participant of the transferor/ transferee and any other applicable laws and rules notified in respect thereof.

Payment of Interest on Allotted Debenture

Interest on the face value of the Non-convertible debenture outstanding (subject to deduction of Income Tax at the prescribed rate under the Income Tax Act, 1961 or any statutory modification or re-enactment being in force) shall be due from the Date of Allotment up to the Redemption Date. The frequency of interest payment will be annually & on Maturity at the time of issue.

Unless stated otherwise in the respective debenture trust deed, the interest computation shall be on 365 days, on a financial year basis, on the face value of each Debenture at the coupon rate applicable to the instrument. However, in case of interest payments (whenever payable) for interest periods falling in a leap year, interest shall be computed on 366 days, on a financial year basis, on the face value of each Debenture at the coupon rate applicable to the instrument.

Please note that if the Date(s) of Allotment is shifted for any reason whatsoever, the interest payment dates may be shifted, at the discretion of the Company.

Interest warrant(s)/cheque(s)/payorder(s) will be mailed to those Debenture Holder(s) as on the Record Date, provided to the Company by the Depository. However, in case the list of Beneficial Owner(s) as at Record Date is not available from the Depository for any reason whatsoever and because of which payment of interest is delayed beyond the Interest Payment Date, the Company shall pay interest at the last applicable coupon rate on the Interest Due from the last Interest Payment date up to 1 day prior to actual payment date (both days included). Principal repayment cheques will be mailed to the holders whose names appear in the Register of Registered Debenture Holder(s)/in the list of Beneficial Owner(s) provided to the Company by the Depository as on the Record Date. Investors may also request for payment of interest by way of a RTGS transfer. In such case, the investor will have to request the Company by way of an application, the format of which is as in Annexure.

In case of dispute of interest claim, the matter should be settled between the transferor(s) and the transferee(s), and not with the Company. All interest on the Debenture shall cease on the date of re-purchase of the Debenture (if, approved by RBI) by or on date of redemption on maturity of Debenture, whichever is earlier.

Record Date

The record date for payment of interest or repayment of principal shall be 3 (three) working days prior to the (i) date on which interest is due and payable, in case of payment of interest; (ii) the date of redemption or early redemption, in case of redemption of NCDs in whole or in part.

Effect of Holidays

Should the Interest or Principal Payment or Put option date fall on a Saturday, Sunday, Bank Holiday in Mumbai or any day on which High Value Clearing does not take place in Mumbai, for any reason whatsoever, the next working day shall be considered as the effective date(s) for that payment or execution of option.

Tax Deduction at Source

Tax as applicable under the Income tax act will be deducted at source. Tax exemption Certificate/Document, under Section 195(3) or Section 197(1) of the Income Tax Act, 1961, if any, must be lodged at the office of the Company

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before the Record date. Tax exemption certificate for interest on Application money, if any, should be lodged along with the Application Form.

Conditions relating to tax exemption, capital adequacy, if any

Not Applicable

Redemption on Maturity of Debenture

Principal payment will be made on the Principal Repayment Date by cheque/pay order to the Beneficial owner(s) as on the Record Date, as provided to the Company by the Depository. The payment shall be released only after the Non- convertible debenture have been discharged by the Debenture holder by signing the Discharge Form that shall be sent to the Debenture holders immediately after the record date and after the consequent extinguishment of the Non- convertible debenture by the Company through the Depository.

The Company‟s liability towards the Beneficial Owner(s) for any payment or otherwise shall stand extinguished on the Maturity Date, in all events and upon the Company dispatching the redemption amounts to the Beneficial Owner(s). Further, the Company shall not be liable to pay any interest, income or compensation of any kind from the Maturity Date, or the date of redemption / repurchase of the Debenture. However, in case the list of Beneficial Owner(s) as at Record Date is not available from the Depository, for any reason whatsoever and because of which repayment of principal is delayed beyond the Principal Payment Date, the Company shall pay interest at the last coupon rate on the Principal Due from Principal Payment date up to 1 day prior to actual payment date (both days included).

Investors may also request for principal payment by way of a RTGS transfer. In such case, the investor will have to request the Company by way of an application.

Compliance Officer

The Investor may contact the Company in case of any pre -issue / post-issue related problems such as non receipt of letters of allotment / Debenture certificates / refund orders / interest cheques.

Security/documentation

In case of delay in execution of debenture trust deed and charge documents/required documents, the company will refund the subscription with agreed rate of interest or will pay penal interest of 1% over the coupon rate.

Notices

All notices to the Debenture Holder(s) required to be given by the Company shall be deemed to have been given if published in one English and one regional language daily newspaper, or may, at the sole discretion of the Company, but without any obligation, be sent to the Debenture Holder(s) at the address stated in the Application Form, or at the address as notified by the Debenture Holder(s) from time to time. In case of Debenture held in Electronic (Dematerialised) Form notices will be sent to those whose names appear on the last list of Beneficial Owner(s), provided to the Company by Depository (ies).

All notices to the Company by the Debenture Holder(s) must be sent by registered post or by hand delivery to the Company at its Corporate Office or to such person(s) at such address as may be notified by the Company from time to time.

Non-convertible Debenture to Rank Pari-Passu

Each category of the Debentures shall rank pari passu, inter se, without any preference or priority of one over the other

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or others of them under its respective category.

Payments at Par

Payment of the principal, all interest and other monies will be made to the Registered Debenture Holder(s)/ Beneficial Owner(s) and in case of joint holders to the one whose name stands first in the register of Debenture Holder(s) / in the list of Beneficial Owner(s) provided to the Company by the Depository (NSDL). Such payments shall be made by cheque or warrant drawn by the Company on its bankers. Interest and the principal amount shall be paid through instruments payable at par at Ahmadabad, Bangalore, Calcutta, Chennai, Delhi, Hyderabad, Baroda, Mumbai, and Pune only subject to applicable RBI regulations. Investors not residing in any of the above locations are advised to indicate their preference of any one location from the above list to receive the redemption / interests warrant payable at that location otherwise their application is liable to be rejected.

The Company upon request from the investor, as stated above, may make the Interest and Principal payment through RTGS.

Future Borrowing

The Company shall be entitled to make further issue of debenture and/or raise term loans or raise further funds, in any manner as deemed fit by the company, from time to time from any persons/banks/financial institutions/body corporate or any other agency as per the prevailing guidelines/regulations of Reserve Bank of India and other Authorities. However, until the Debenture for which the Trustees have agreed to act as Trustees, are fully redeemed, the Company shall not create any mortgage or charge on any of its properties on which security has been created by the Company in favour of the trustees or the said assets or properties without obtaining prior written approval of the Trustees.

Applications under Power of Attorney

In the case of Applications made under Power of Attorney by companies (to which Section 372A of the Companies Act, 1956 does not apply), registered societies trusts etc., a certified true copy of the power of attorney or the relevant authority as the case may be along with the names and specimen signature of all the authorized signatories and /or a certified copy of Memorandum and Articles of Association /or Bye Laws and / or the Deed of Trust and the certified true copy of the Board Resolution and the tax exemption certificate/document, if any, must be lodged along with the submission of the completed Application Form or sent directly to the Company along with a copy of the Application Form. Further modifications/additions in the power of attorney or authority should be notified to the Company at its corporate office.

Applications by Commercial Banks

Certified true copies of (i) Letter of Authorization and (ii) specimen signatures of authorized signatories must accompany the Application.

Applications by Regional Rural Banks

The Applications must be accompanied by certified true copies of (i) Government notification/Certificate of Incorporation/Memorandum and Articles of Association/ other documents governing the constitution (ii) resolution authorizing investment and containing operating instructions (iii) specimen signature of authorized signatories (iv) Tax Exemption certificate for interest on application money, if any and (v) Tax exemption certificate, if any, issued by the tax authorities under Section 197(1) of the Income Tax Act, 1961 for lower or NIL deduction of tax at source on the interest income.

Applications by Corporate Bodies & Companies (to which Section 372A of the Companies Act, 1956 does not apply) / Financial Institutions / Statutory Corporations

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The Applications must be accompanied by certified true copies of (i) Memorandum, and Articles of Association Constitution/Bye-Laws (ii) resolution authorizing investment and containing operating instructions (iii) specimen signatures of authorized signatories (iv) Tax Exemption certificate for interest on Application money, if any and (v) Tax exemption certificate, if any, issued by the tax authorities under Section 197(1) of the Income Tax Act, 1961 for lower or NIL deduction of tax at source on the interest income.

Applications by Mutual Funds

The Applications duly filled in shall clearly indicate the name of the concerned scheme for which the application is being made and must be accompanied by certified true copies of (i) SEBI Registration Certificate (ii) resolution authorizing investment and containing operating instructions and (iii) specimen signatures of authorized signatories.

Applications by Provident Funds / Super Annuation Funds / Gratuity Funds

The Applications must be accompanied by certified true copies of (i) Trust Deed / Bye-Laws (ii) resolution authorizing investment and containing operating instructions (iii) specimen signatures of authorized signatories (iv) Original Form 15G, if any, by a person (not being a company or firm) for claiming exemption from deduction of tax at source on the interest on application money and interest income on Debenture (iv) specimen signatures of authorized signatories (v) Tax Exemption certificate for interest on Application money, if any and (vi) Tax exemption certificate, if any, issued by the tax authorities under Section 197(1) of the Income Tax Act, 1961 for lower or NIL deduction of tax at source on the interest income.

Tax Benefits

There are no specific tax benefits attached to the Non-convertible debenture. Investors are advised to consider the tax implications of their respective investment in the Non-convertible debenture.

Trustees

M/s IDBI Trusteeship Services Ltd. have agreed to act as the Trustees for and on behalf of the Debenture Holder(s). The Debenture Holder(s) shall, by signing the Application Form and without any further act or deed, be deemed to have irrevocably given their consent to the Trustees or any of their agents or authorized officials to do inter-alia all acts, deeds and things necessary in respect of or relating to the security to be created for securing the Debenture being offered in the Terms and Conditions of the Private Placement. All the rights and remedies of the Debenture Holder(s) shall vest in and shall be exercised by the said Trustees without having it referred to the Debenture Holder(s).

Right to Re-Purchase and Re-Issue Debenture (s)

The Company will have the power, as provided for under the Companies Act, 1956, exercisable at its absolute discretion from time to time to repurchase some or all the Debenture at any time prior to the specified date of maturity as per the prevailing guidelines/regulations of Reserve Bank of India and other Authorities. This right does not construe a call option. In the event of the Debenture being bought back, or redeemed before maturity in any circumstance whatsoever, the Company shall be deemed to always have the right, subject to the provisions of Section 121 of the Companies Act, 1956 to re-issue such Non-convertible debenture either by re-issuing the same Debenture or by issuing other Non-convertible debenture in their place.

The Company may also, at its discretion and as per the prevailing guidelines/regulations of Reserve Bank of India and other Authorities at any time purchase Debenture at discount, at par or at premium in the open market. Such Debenture may, at the option of Company, be cancelled, held or resold at such price and on such terms and conditions as the Company may deem fit and as permitted by Law.

Loss of Letter(s) of Allotment / Principal and Interest Payment Instruments

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Loss of Letter(s) of Allotment and/ or Principal Payment Instrument / Interest Payment Instrument should be intimated to the Company along with the request for issue of a duplicate Letter(s) of Allotment/ Payment Instrument(s). If any Letter(s) of Allotment Payment Instrument(s) is lost, stolen, or destroyed, then upon production of proof thereof, to the satisfaction of the Company and upon furnishing such indemnity, as the Company may deem adequate and upon payment of any expenses incurred by the Company in connection thereof, new Letter(s) of Allotment / Payment Instrument(s) shall be issued. A fee will be charged by the Company, not exceeding such sum as may be prescribed by law.

Debentures subject to the Term Sheet, Debenture Trust Deed, etc.

Over and above the aforesaid terms and conditions, the debenture, if any issued under this Information Memorandum, shall be subject to Debenture Trust Deed prevailing guidelines/regulations of Reserve Bank of India and other Authorities and also be subject to the provisions of the Memorandum and Articles of Association of the Company.

Governing Law

The NCD are governed by and will be construed in accordance with the Indian Law. The Company and Company‟s obligations under the debenture shall, at all times, be subject to the directions of Department of Company Affairs, RBI, SEBI and Stock Exchanges and other applicable regulations from time to time. Applicants, by purchasing the debenture, agree that the High Court of Judicature at Mumbai shall have exclusive jurisdiction with respect to matters relating to the Debenture.

Undertaking by the Company

The Company undertakes:

1. The Company shall attend to the complaints received in respect of any issue of NCD pursuant to this Information Memorandum expeditiously and satisfactorily.

2. All steps for completion of the necessary formalities for listing and commencement of trading at the Stock Exchange, where the securities are to be listed, are taken within the specified time.

Interpretation

The term “Debentures” wherever used in this Deed shall be read and construed in the manner so as to include the respective category of Debentures, as the context may require under this Information Memorandum unless otherwise specifically provided in this this Information Memorandum.

The terms “Debenture holders” or “Holders of Debentures” wherever used in this Information Memorandum shall be read and construed in the manner so as to include the debenture holders of the respective category), as the context may require under this Information Memorandum unless otherwise specifically provided in this Information Memorandum.

XVI The discount at which such offer is made and the effective price for the Investor as a result of such discount.

The Debentures are being issued at par.

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XVII. Debt Equity Ratio prior to and after issue of the debt security

The Debt Equity ratio of the Company as on March 31 2012 (prior to the issue of NCDs aggregating to INR 200.00 crs. + Greenshoe of Rs. 200 crs) stands at 2.96 (where equity is taken as on March 31, 2012). The debt equity ratio after the issue (calculated on the basis that the Debentures aggregating to INR 200.00 Crores + Greenshoe of Rs.200 Crores have been issued and subscribed to) will be 3.02.

The debt-equity ratio prior to this Issue is based on a total outstanding consolidated debt of Rs.17,72,260.09 lacs and consolidated shareholder funds amounting to Rs 5,99,231.25 lacs as on March 31, 2012. The debt equity ratio post the Issue, (assuming subscription of NCDs aggregating to Rs 50.00 Crs) would be 2.97 times, is based on a total outstanding debt of Rs 18,12,260.09 lacs and shareholders fund of Rs 599,231.30 lacs as on March 31, 2012)

XVIII. Servicing behavior of the existing debt securities on existing debt securities, payment of due interest on due dates on term loans and debt securities The Company has discharged all its liabilities in time including all financial liabilities pertaining to existing debentures/term loans/debt securities and would continue doing so in future as well. The Company has been regular in payment of interest and principal amounts, as and when due, and has not defaulted in any such payments.

The servicing behavior of both Principal and Interest Payment of Term Loans and NCD/ Sub Debts ranges from Monthly/ Quarterly/ Half Yearly/ Annually and/or Bullet. The servicing behavior for Interest payment in Cash Credit is monthly whereas the servicing of Principal is done on demand.

XIX. Permission / Consent from the prior creditors The Company is not required to obtain any consent from its creditors for the issue of Non Convertible debenture. The Company has been borrowing in various forms and has offered specific or exclusive security/charge for the said borowings. Since exclusive charge has been provided to the said creditors, consent is not required.

XX. Name of the Debenture Trustee(s)

IDBI Trusteeship Services Limited Asian Building, Ground Floor, 17 R. Kamani Marg, Ballard Estate, Mumbai – 400 001

IDBI Trusteeship Services Limited vide their letter dated & have given their consent to act as Trustee for the proposed issue of NCD Debentures.

XXI. Rating Rationale adopted by the rating agencies

The Debentures have been rated “AA+”, by Care 10/10/12. The rating Care AA+ with respect to Debentures indicates high safety for timely servicing of debt obligation. The same has been attached as Annexure 1.

The rating is not a recommendation to buy, sell or hold securities and investors should take their own decisions. The rating may be subject to revision or withdrawal at any time by the rating agency on the basis of new information.

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For rating rationale of the Company, please visit websites of

CARE: www.careratings.com;

XXII. Listing of Debentures/NCDs

The NCD are proposed to be listed on the wholesale debt market segment of the:

Bombay Stock Exchange Limited Phiroze Jeejeebhoy Towers, Dalal Street,Fort Mumbai – 400 001

XIII. Term Sheet Issuer Shriram Transport Finance Company Limited

Mode of Placement Private Placement

Purpose/Objective The proceeds of the Issue would be utilized for the general business purposes/activities of the Company Instrument Structure Secured, Redeemable, Non-Convertible Debentures

Details of Debenture 4000, Debentures having face value of Rs 10,00,000/- each

Issuance in Demat mode physical/demat mode Face value of Debenture Rs 10,00,000/- (Rupees ten Lakhs only) Principal Amount/Issue INR 200.00 crores + Greenshoe of INR 200.00 crores Size Consideration other Not Applicable than cash Date of Allotment 23rd October 2012 Issued At Par, Premium At Par, Rs 10,00,000/- each or at Discount Effective price for NA investor as a result of such premium/discount Minimum 1 Application/Subscription

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Interest Rate/Coupon 10.10% pa Rate Compounding Not applicable Spread Compounding Not applicable Rate reset Not applicable Rate reset frequency Not applicable Interest payment Series - I Series - II Series - III frequency Annually on 23rd Annually on 23rd Annually on 23rd October 2013 and on October 2013, 23rd October 2013, 23rd Maturity ie on 23rd October 2014 and on October 2014 and on September 2014 maturity ie 23rd March Maturity 23rd 2015 September 2015 Interest on Application Not applicable money: Credit Rating Care AA+ Day Count Convention Actual / Actual for Interest Payment Put/Call Option Not applicable Put/Call Notice Period Not applicable Unsecured or Secured Secured Series Series - I Series – II Series - III

Maturity Date/ Tenor 23rd September 2014 23rd March 2015 23rd September 2015

Redemption Date 23rd September 2014 23rd March 2015 23rd September 2015

Proposed date of Issue 23rd October 2012

Opening Date 23rd October 2012

Closing Date 23rd October 2012

Date of earliest closing 23rd October 2012 of issue Pay-in Date 23rd October 2012

Deemed Date of 23rd October 2012 Allotment Issue of Debentures The Issuer will issue the Debentures / Letters of Allotment in dematerialized form within two business days from the Deemed Date of Allotment. Depositories NSDL

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Listing Would be listed at Bombay Stock Exchange within fifteen working days from the date of allotment Trading Only on dematerialized mode Investor Profile Banks, Mutual Funds, Financial Institutions, Insurance Corporations, Provident & Pension Funds, Corporate Investors. There is no negative list of investors. Trustees M/S IDBI Trusteeship Services Ltd. Settlement RTGS/ Demand Draft/ Cheque Security 1. an English mortgage in favour of the Trustees on the property (admeasuring approx. 8800sq ft) situated at Plot No. 46 Door No. 61 (Old No.60), 3rd Main Road, Kasturba Gandhi Nagar, Adyar, Chennai – 600 020 on first pari passu basis with the existing debenture debenture holders; and 2. a first sole and exclusive hypothecation charge in favor of the Trustees on the receivables (loan assets) as mutually identified by the Trustees and the Company with respect to each category Debentures which shall at all times provide security cover of 1 times of the outstanding amount (principal, interest, other charges etc.) under the respective category.

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Annexure 1 – Rating Letters issued by Rating Agencies

Annexure 2 – Terms Sheet

Annexure 3 – Consent Letter from Debenture Trustee

Annexure 4 – Application Form

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