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Dhanlaxmi Bank Limited Preliminary Placement Document Not for Circulation Serial Number: [●] Strictly Confidential DHANLAXMI BANK LIMITED (A public company incorporated in the Republic of India with limited liability under the Companies Act, 1913 with corporate identification number offer to buy securities in any offer L6519KL1927PLC000307 and a scheduled commercial bank within the meaning of the Reserve Bank of India Act, 1934 (the “RBI Act”). le purpose of inviting Bids fromle Dhanlaxmi Bank Limited (the “Issuer” or the “Bank”) is issuing up to [●] equity shares of face value of ` 10 each (the “Equity Shares”) at a price of ` [●] per Equity Share, including a premium of ` [●] per Equity Share, aggregating up to ` [●] million (the “Issue”). ISSUE IN RELIANCE UPON CHAPTER VIII OF THE SECURITIES AND EXCHANGE BOARD OF INDIA (ISSUE OF CAPITAL AND DISCLOSURE REQUIREMENTS) REGULATIONS, 2009, AS AMENDED (THE “SEBI REGULATIONS”) ed. THIS ISSUE AND THE DISTRIBUTION OF THIS PRELIMINARY PLACEMENT DOCUMENT IS IN RELIANCE UPON CHAPTER VIII OF THE SEBI g REGULATIONS. THIS PRELIMINARY PLACEMENT DOCUMENT IS PERSONAL TO EACH PROSPECTIVE INVESTOR AND DOES NOT CONSTITUTE AN OFFER OR INVITATION OR SOLICITATION OF AN OFFER TO THE PUBLIC, OR TO ANY OTHER PERSON OR CLASS OF INVESTORS WITHIN OR OUTSIDE INDIA OTHER THAN TO QUALIFIED INSTITUTIONAL BUYERS (“QIBs”), AS DEFINED IN THE SEBI REGULATIONS. be chan y and is being issued for the so being issued and is curities, and is not soliciting an Invitations, offers and sales of Equity Shares shall be made only pursuant to this Preliminary Placement Document, the Application Form and the Confirmation of Allocation Note. For further information, see the section titled “Issue Procedure” on page 145. The distribution of this Preliminary Placement Document or the disclosure of its contents without the prior consent of our Bank to any person, other than QIBs, and persons retained by QIBs to advise them with respect to their purchase of the Equity Shares, is unauthorised and prohibited. Each prospective investor, by accepting delivery of this Preliminary Placement Document, agrees to observe the foregoing restrictions and not lete and ma to make copies of this Preliminary Placement Document or any documents referred to in this Preliminary Placement Document. p This Preliminary Placement Document has not been reviewed by the Securities and Exchange Board of India (the “SEBI”), the Reserve Bank of India (the “RBI”), the BSE Limited (the “BSE”), the National Stock Exchange of India Limited (the “NSE”), the Cochin Stock Exchange Limited (the “CSE”, and together with the BSE and the NSE, the “Stock Exchanges”) or any other regulatory or listing authority and is intended for use by QIBs only. This Preliminary Placement Document has not been and will not be registered as a prospectus with the Registrar of Companies in India, and will not be circulated or distributed to the public in India or any other jurisdiction and will not constitute a public offer in India or any other jurisdiction. The placement of Equity Shares proposed to be made pursuant to this Preliminary Placement Document is meant solely for QIBs on a private placement basis and is not an offer to the public or to any other class of investors. ment is not an offer to sell se the Equity Shares of our Bank the Equity Investments in equity shares involve a degree of risk, and prospective investors should not invest in this Issue unless they are prepared to take the risk of losing all or part of their investment. Prospective investors are advised to read the section titled “Risk Factors” on page 32 carefully before taking an investment decision related to this Issue. Each prospective investor is advised to consult its advisors about the consequences of its investment in the Equity Shares being issued pursuant to this Preliminary Placement Document. Placement Document is not com Placement y The information on our website or any website directly or indirectly linked to our website does not form part of this Preliminary Placement Document and prospective investors should not rely on such information contained in, or available through, such websites for their investment in this Issue. Our outstanding Equity Shares are listed on the BSE, the NSE and the CSE. However, our Equity Shares have not been traded on the CSE since 2002. Applications shall be made for the listing of the Equity Shares offered through this Preliminary Placement Document on the Stock Exchanges. The Stock Exchanges assume no responsibility for the correctness of any statements made, opinions expressed or reports contained herein. Admission of the Equity Shares to trading on the Stock Exchanges should not be taken as an indication of the merits of our Bank or the Equity Shares. ffer to any person to purchase to ffer to any person YOU ARE NOT AUTHORIZED TO AND MAY NOT (1) DELIVER THIS PRELIMINARY PLACEMENT DOCUMENT TO ANY OTHER PERSON; OR (2) on in this Preliminar This Preliminary Placement Docu REPRODUCE THIS PRELIMINARY PLACEMENT DOCUMENT IN ANY MANNER WHATSOEVER. ANY DISTRIBUTION OR REPRODUCTION OF THIS PRELIMINARY PLACEMENT DOCUMENT IN WHOLE OR IN PART IS UNAUTHORIZED. FAILURE TO COMPLY WITH THIS INSTRUCTION MAY RESULT IN A VIOLATION OF THE SEBI REGULATIONS OR OTHER APPLICABLE LAWS OF INDIA AND OTHER JURISDICTIONS. A copy of this Preliminary Placement Document has been delivered to each of the Stock Exchanges. A copy of the Placement Document will be filed with each of the Stock Exchanges. THIS PRELIMINARY PLACEMENT DOCUMENT HAS BEEN PREPARED BY OUR BANK SOLELY FOR PROVIDING INFORMATION IN CONNECTION WITH THE PROPOSED ISSUE OF THE EQUITY SHARES DESCRIBED IN THIS PRELIMINARY PLACEMENT DOCUMENT. ermitted. The informati The Equity Shares have not been and will not be registered under the United States Securities Act of 1933, as amended (the ‘‘Securities Act’’) and may not be offered or p sold within the United States or to, or for the account or benefit of, U.S. persons (as defined in Regulation S (the “Regulation S”) under the Securities Act), except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and applicable state securities laws. Accordingly, the Equity Shares are being offered and sold only outside the United States in offshore transactions in reliance on Regulation S under the Securities Act and the applicable laws of the jurisdiction where those offers and sales occur. For further information, see “Selling Restrictions” and “Transfer Restrictions” on page 155 and 158, respectively. This Preliminary Placement Document is dated April 2, 2013 BOOK RUNNING LEAD MANAGERS ICICI Securities Limited Motilal Oswal Investment Advisors H.T. Parekh Marg Private Limited Churchgate, Mumbai 400 020 Motilal Oswal Tower India 12th Floor, Junction of Gokhale & Sayani Road Telephone: +91 22 2288 2460 Prabhadevi, Mumbai 400 025 urisdiction where such offer or sale or is not where such offer urisdiction This Preliminary Placement Document does not constitute a public o This Preliminary Placement Document does not constitute j QIBs for the Equity Shares being offered pursuant to this Issue. pursuant being offered Shares the Equity for QIBs Facsimile: +91 22 2282 6580 India Telephone: +91 22 3980 4380 Facsimile: +91 22 3980 4315 TABLE OF CONTENTS NOTICE TO INVESTORS..................................................................................................................................1 REPRESENTATIONS BY INVESTORS ..........................................................................................................3 OFFSHORE DERIVATIVE INSTRUMENTS..................................................................................................8 DISCLAIMER CLAUSE OF THE STOCK EXCHANGES ............................................................................9 PRESENTATION OF FINANCIAL AND OTHER INFORMATION .........................................................10 INDUSTRY AND MARKET DATA.................................................................................................................12 FORWARD-LOOKING STATEMENTS ........................................................................................................13 ENFORCEMENT OF CIVIL LIABILITIES ..................................................................................................15 EXCHANGE RATES.........................................................................................................................................16 CERTAIN DEFINITIONS AND ABBREVIATIONS.....................................................................................17 SUMMARY OF BUSINESS ..............................................................................................................................22 SUMMARY OF THE ISSUE ............................................................................................................................27 SELECTED FINANCIAL INFORMATION OF OUR BANK......................................................................29 RISK FACTORS ................................................................................................................................................32 USE OF PROCEEDS .........................................................................................................................................52 CAPITALISATION ...........................................................................................................................................53 MARKET PRICE INFORMATION AND OTHER
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