Applicant's Undertaking
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APPLICANT’S UNDERTAKING I/We hereby agree and confirm that: 1. I/We have read, understood and agreed to the contents and terms and conditions of INDIAN RailwaY FINANCE CORPORATION LIMITED Shelf Prospectus dated December 02, 2015, amendment to the Shelf Prospectus dated March 3, 2016 and Prospectus Tranche - II dated March 4, 2016 (“Prospectus”) 2. I/We hereby apply for allotment of the Bonds to me/us and the amount payable on application is remitted herewith. 3. I/We hereby agree to accept the Bonds applied for or such lesser number as may be allotted to me/us in accordance with the contents of the Prospectus subject to applicable statutory and/or regulatory requirements. 4. I/We irrevocably give my/our authority and consent to SBICAP TRUSTEE COMPANY LIMITED to act as my/our trustees and for doing such acts as are necessary to carry out their duties in such capacity. 5. I am/We are Indian National(s) resident in India and I am/ we are not applying for the said Bonds as nominee(s) of any person resident outside India and/or Foreign National(s). 6. The application made by me/us do not exceed the investment limit on the maximum number of Bonds which may be held by me/us under applicable statutory and/or regulatory requirements. 7. In making my/our investment decision I/We have relied on my/our own examination of the company and the terms of the issue, including the merits and risks involved and my/our decision to make this application is solely based on disclosures contained in the Prospectus. 8. I/We have obtained the necessary statutory and/or regulatory permissions/approvals for applying for, subscribing to, and seeking allotment of the Bonds applied for. 9. I/We hereby undertake that I/We am/are and will be compliant with the Foreign Tax Account Compliance Act (“FATCA”). Please also refer to the disclaimer on Page 7 of the attached Abridged Prospectus. 10. Additional Undertaking, in case of ASBA Applicants: 1) I/We hereby undertake that I/We am/are an ASBA Applicant(s) as per applicable provisions of the SEBI Regulations; 2) In accordance with ASBA process provided in the SEBI Regulations and disclosed in the Prospectus, I/We authorize (a) the Lead Manager/ Consortium /Sub-Consortium Members and Trading Members (in Specified cities only) or the SCSBs, as the case may be, to do all acts as are necessary to make the Application in the Issue, including uploading my/our application, blocking or unblocking of funds in the bank account maintained with the SCSB as specified in the Application Form, transfer of funds to the Public Issue Account on receipt of instruction from the Lead Manager, Registrar to the Issue, after finalization of Basis of Allotment; and (b) the Registrar to the Issue to issue instruction to the SCSBs to unblock the funds in the specified bank account upon finalization of the Basis of Allotment. 3) In case the amount available in the specified Bank Account is insufficient as per the Application, the SCSB shall reject the Application. 11. Additional Undertaking in case the Applicant wishes to hold the Bonds in physical form: 1. In terms of Section (8)(1) of the Depositories Act, 1996, I/we wish to hold the Bonds in physical form. 2. I/We confirm that the Information provided in this form is true and correct and I/We enclose herewith self attested copies of the KYC Documents. 3. I/We confirm that we do not hold any Demat Account. ISSUE RELATED INFORMATION FOR FILLING THE APPLICATION FORM KYC Documents: (To be submitted only for holding Bonds in Physical Form): Please provide the following documents along with the Application Form: (a) Self-attested copy of the PAN card (in case of a minor, the guardian shall also submit the self-attested copy of his/her PAN card); (b) Self-attested copy of your proof of residence. Any of the following documents shall be considered as a verifiable proof of residence: • ration card issued by the GoI; or • valid driving license issued by any transport authority of the Republic of India; or • electricity bill (not older than three months); or • landline telephone bill (not older than three months); or • valid passport issued by the GoI; or • voter’s identity card issued by the GoI; or • passbook or latest bank statement issued by a bank operating in India; or • registered leave and license agreement or agreement for sale or rent agreement or flat maintenance bill; or • AADHAR letter; or • life insurance policy;(c) Self-attested copy of a cancelled cheque of the bank account to which the amounts pertaining to payment of refunds, interest and redemption, as applicable, should be credited. In absence of the cancelled cheque, our Company may reject the Application or it may consider the bank details as given on the Application Form at its sole discretion. In such case the Company, Lead Managers and Registrar shall not be liable for any delays/ errors in payment of refund and/ or interest. For information pertaining to KYC Documents, please refer on page 18 of this Abridged Prospectus. INVESTOR CATEGORIES: Category I (“Qualified Institutional Buyers”)/(“QIBs”)* Sub Category Category II (“Corporates”)* (contd ........) Sub Category Code Code Public Financial Institutions 11 Statutory bodies / corporations 24 Alternative Investment Funds, subject to investment conditions applicable to them under the Securities and Exchange 12 Trusts including Public / Private / Charitable / Religious Trusts 25 Board of India (Alternative Investment Funds) Regulations, 2012 Scheduled commercial banks; 13 Partnership firms in the name of their respective partners 26 Mutual Funds registered with SEBI; 14 Cooperative banks 28 State industrial development corporations; 15 Regional rural banks 29 Insurance companies registered with the IRDA; 16 Association of Persons 30 Provident funds with a minimum corpus of ` 25 crore; 17 Any other domestic legal entities/persons as may be permissible under CBDT notification 58 and authorised to invest in the bond Pension funds with a minimum corpus of ` 25 crore; 18 Category III (“High Networth Individuals”)/(“HNIs”) The National Investment Fund set up by resolution F. No. 2/3/2005-DD-II dated November 23, 2005 of the GoI, 19 The following Investors applying for an amount aggregating to more than `10 lakhs published in the Gazette of India; across all Series of Bonds in this Issue: Insurance funds set up and managed by the army, navy, or air force of the Union of India; and 20 Resident individual Investors 31 Insurance funds set up and managed by the Department of Posts, India, 55 Hindu Undivided Families (“HUF”) through the Karta 32 Resident Multilateral and bilateral development financial institutions 56 Category IV (“Retail Individual Investors”) /(“RIIs”) Category II (“Corporates”)* The following Investors applying for an amount aggregating upto and including ` 10 lakhs across all Series Companies within the meaning of section 2 (20) of the Companies Act 2013 21 of Bonds in this Issue: Limited liability partnerships formed and registered under the provisions of the Limited Liability Partnership Act, 2008 22 Societies in India registered under law and eligible to invest in Bonds 23 Resident individual Investors 41 Hindu Undivided Families (“HUF”) through the Karta 42 * The MCA has, through its circular (General Circular No. 06/2015) dated April 9, 2015, clarified that in cases where the effective yield on the bonds is greater than the prevailing yield of one year, three year, five year or ten year Government Security closest to the tenor of the loan, there is no violation of sub-section (7) of section 186 of the Companies Act, 2013. Please refer to section titled “Regulations and Policies - Foreign Tax Account Compliance Act (“FATCA”)” on page 7 of the attached Abridged Prospectus. Options / Series of Bonds Category I, II, III# Tranche II Series I A Tranche II Series II A Coupon rate (%) per annum 7.04 7.35 Annualised yield (%) per annum 7.04 7.35 Options / Series of Bonds Category IV# Tranche II Series I B Tranche II Series II B Coupon rate (%) per annum 7.29 7.64 Annualised yield (%) per annum 7.29 7.64 Common Terms Series of Bonds Category I, II, III & IV# Tenor 10 Years 15Years Redemption Date At the end of 10 Years from the Deemed Date of Allotment At the end of 15 Years from the Deemed Date of Allotment Redemption Amount (`/ Bond) Repayment of the Face Value plus any interest that may have accrued at the Redemption Date Redemption Premium/ Discount Not applicable Frequency of Interest Payment Annual Minimum Application Size and in multiple thereof 5 bonds (` 5,000), individually or collectively across all Series of Bonds and in multiples of 1 Bond (` 1,000) thereafter. Face Value (`/Bond) ` 1,000 Issue Price (`/Bond) ` 1,000 Mode of Interest Payment For various modes of interest payment, see “Terms of the Issue – Modes of Payment” on page 61 of the Prospectus Tranche - II. Coupon Payment Date First Interest Payment date is on October 15, 2016 and subsequently on October 15 of every year except the last interest payment along with the redemption amount. Reset Process Not Applicable Coupon Type Fixed Interest on Application Money See Terms of the Issue-Interest on Application Amount”on page 57 of the Prospectus Tranche-II. Discount at which Bonds are issued and effective yield as a result of such discount Not applicable Nature of Indebtedness and Ranking The claims of the Bondholders shall rank pari passu inter-se and shall be superior to the claims of any unsecured creditors of the Company and subject to applicable statutory and/or regulatory requirements, rank pari passu to the claims of creditors of the Company secured against charge on the movable assets comprising of rolling stock such as wagons, locomotives and coaches.