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THE LAKSHMI VILAS BANK LIMITED (Incorporated on November 03, 1926 Under the Indian Companies Act, 1913 with Registrar of Companies, Trichinopoly

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THE LAKSHMI VILAS BANK LIMITED (Incorporated on November 03, 1926 Under the Indian Companies Act, 1913 with Registrar of Companies, Trichinopoly C M Y K For private circulation to the equity Draft Letter of Offer shareholders of the Bank only Dated August 17,2009 THE LAKSHMI VILAS BANK LIMITED (Incorporated on November 03, 1926 under the Indian Companies Act, 1913 with Registrar of Companies, Trichinopoly. The Bank was licensed under the Banking Regulation Act, 1949 on June 19, 1958 and became a scheduled commercial bank under the Second Schedule of Reserve Bank of India Act, 1934 on August 11, 1958.) Registered Office: Salem Road, Kathaparai, P.O. Karur – 639006, Tamilnadu. (The registered office has been shifted from 693, Jawahar Bazaar, Karur – 639 001 to the present registered office on September 11, 1991) For more details, see “Our History and Certain Corporate Matters” on page [] of this Draft Letter of Offer. Tel: (04324) 220051- 60 Fax: (04324) 223607 Email: [email protected], Website:www.lvbank.com Contact person: Mr. S. Venkateswaran – DGM & Company Secretary FOR PRIVATE CIRCULATION TO THE EQUITY SHAREHOLDERS OF THE COMPANY ONLY Issue of [] Equity Shares of Rs. 10 each for cash at a premium of Rs. [] per Equity Share not exceeding Rs. 300 crores on rights basis to the existing Equity Shareholders of The Lakshmi Vilas Bank Limited. (The “Bank”/”LVB”/the “Issuer”) in the ratio of [] Equity Share for every [] Equity Share (i.e. []) held as on the record date i.e. []. The Issue Price is [] times of the face value of the Equity Shares of our Bank. The Payment Methods available to the shareholders for applying in this Rights Issue are as follows: Amount payable Payment Method –I@ Applicable to all Payment Method –II Applicable to all per equity share categories of shareholders except NRIs/FIIs categories of shareholders including NRIs/FIIs (Fig in Rs.) Face Value Premium Total Face Value Premium Total On Application [][][]10[][] First and final call [][][]NANANA Total 10 [][]10[][] @ See page no. [] for risk factor associated with Payment Method – I GENERAL RISKS Investment in equity and equity related securities involve a degree of risk and investors should not invest any funds in this issue unless they can afford to take the risk of losing their investment. Investors are advised to read the risk factors carefully before taking an investment decision in this Issue. For taking an investment decision, investors must rely on their own examination of the Issuer and the Issue including the risks involved. The securities have not been recommended or approved by the Securities and Exchange Board of India (SEBI) nor does SEBI guarantee the accuracy or the adequacy of this document. Investors are advised to refer to the section titled “Risk Factors” beginning on page [ ] of this Draft Letter of Offer before making an investment in this Issue. ISSUER’S ABSOLUTE RESPONSIBILITY The Issuer, having made all reasonable inquiries, accepts responsibility for and confirms that this Draft Letter of Offer 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 this Draft Letter of Offer 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 makes this document as a whole or any of such information or the expression of any such opinions or intentions misleading in any material respect. LISTING The existing Equity Shares of the Bank are listed on National Stock Exchange of India Limited (“NSE”). The Bank has received “in-principle” approvals from NSE for listing the Equity Shares arising from this Issue vide its letter dated [•]. For the purposes of this Issue, the Designated Stock Exchange is NSE. The existing Equity Shares of the Bank are permitted for dealings on Bombay Stock Exchange under ‘Permitted Securities Category’. LEAD MANAGER TO THE ISSUE REGISTRAR TO THE ISSUE Standard Chartered - STCI Capital Markets Limited Integrated Enterprises (India) Limited, SEBI Reg. No.: INM000011542 SEBI Reg. No.: INR000000644 1st Floor, Dheeraj Arma, Anant Kanekar Marg, II floor, “Kences Towers” Bandra (East), Mumbai-400051 No.1 Ramakrishna Street, Tel: +91 22 6751 5999 North Usman Road, T. Nagar , Fax: +91 22 6751 5820 Email:[email protected] Chennai - 600 017 Website:http://www.standardchartered- Ph:( 044) 28140801, Fax: (044) 28142479 wealthmanagers.co.in/ Email: [email protected], Contact Person: Ramesh Ramanathan/ Website: www.iepindia.com Jayakumar Subramanian Contact Person: S Sriram ISSUE PROGRAMME ISSUE OPENS ON LAST DATE FOR RECEIVING REQUESTS ISSUE CLOSES ON FOR SPLIT FORMS [] [][] C M Y K TABLE OF CONTENTS PARTICULARS PAGE DEFINITIONS, ABBREVIATIONS AND INTERPRETATION ........................................................ i PRESENTATION OF FINANCIAL INFORMATION AND USE OF MARKET DATA ............... vi FORWARD-LOOKING STATEMENTS............................................................................................ vii RISK FACTORS ................................................................................................................................ viii INTRODUCTION .................................................................................................................................1 SELECTED FINANCIAL INFORMATION .......................................................................................3 THE ISSUE ............................................................................................................................................7 GENERAL INFORMATION ................................................................................................................8 CAPITAL STRUCTURE .................................................................................................................... 15 OBJECTS OF THE ISSUE ................................................................................................................. 28 BASIS FOR ISSUE PRICE ................................................................................................................ 30 STATEMENT OF TAX BENEFITS ................................................................................................... 32 INDUSTRY OVERVIEW ................................................................................................................... 37 OUR BUSINESS ................................................................................................................................. 56 KEY REGULATIONS AND POLICIES............................................................................................ 80 OUR HISTORY AND CERTAIN CORPORATE MATTERS .......................................................... 96 DIVIDENDS ....................................................................................................................................... 99 OUR MANAGEMENT..................................................................................................................... 100 OUR PROMOTER AND PROMOTER GROUP ........................................................................... 112 FINANCIAL STATEMENTS – AUDITORS REPORT.................................................................. 125 MANAGEMENT DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS ................................................... 165 STOCK MARKET DATA FOR SHARES OF THE BANK .............................................................. 176 LICENSES AND APPROVALS ...................................................................................................... 178 LEGAL AND OTHER INFORMATION ......................................................................................... 180 STATUTORY AND OTHER INFORMATION ............................................................................... 215 TERMS OF THE ISSUE................................................................................................................... 227 MAIN PROVISIONS OF OUR ARTICLES OF ASSOCIATION ................................................. 250 MATERIAL CONTRACTS AND DOCUMENTS FOR INSPECTION ....................................... 258 DECLARATION ............................................................................................................................... 259 DEFINITIONS, ABBREVIATIONS AND INTERPRETATION CONVENTIONAL/ GENERAL TERMS Act : The Companies Act, 1956 as amended from time to time Articles or AOA : Articles of Association of the Bank Board : The Board of Directors of the Bank or a Committee Authorized to act on its behalf Equity Shares : The Issued, Subscribed and Paid Up Equity Share Capital of the Bank and the additional equity share of the Bank offered pursuant to this Rights Issue Equity Shareholders : Means a holder/beneficial owner of equity shares of The Lakshmi Vilas Bank Limited as on the record date i.e. [•]. Depository : A depository registered with SEBI under the SEBI (Depository and Participant) Regulations, 1996, as amended from time to time. Guidelines / SEBI Guidelines : The Guidelines for Disclosure and Investor Protection issued by SEBI on January 19, 2000 read with amendments issued thereafter from time to time till the date of filing of this Draft Letter of Offer with SEBI. Indian GAAP : Generally Accepted Accounting Principles in India ISIN : International Securities Identification Number allotted by the depository Memorandum Or MOA : Memorandum of Association of the Bank Rights Issue : Present issue of equity
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