SCHEDULE - V - INFORMATION REQUIRED IN THE STATEMENT TO BE FILED WITH STOCK EXCHANGE - SEBI (Employee Stock Option Scheme and Employee Stock Purchase Scheme) Guidelines, 1999

[1] [SCHEDULE V] (Clause 22.1) INFORMATION REQUIRED IN THE STATEMENT TO BE FILED WITH STOCK EXCHANGE Description of Stock Option Scheme 1. Authorized Share Capital of the Company. 2. Issued Share Capital of the Company as on date of Institutional of the Scheme/ amending of the Scheme. 3. Date of Institution of the Scheme/ amending of the Scheme. 4. Validity period of the Scheme. 5. Date of notice of AGM/EGM for approving the Scheme/for amending the Scheme/for approving grants under Clause 6.3 (a) or (b) of the SEBI (ESOS ESPS) Guidelines. 6. Date of AGM/EGM approving the Scheme/amending the Scheme/approving grants under Clause 6.3 (a) or (b) of the SEBI (ESOS ESPS) Guidelines. 7. Kind of security granted as Options under the Scheme. 8. Identity of classes of persons eligible under the scheme: Permanent employees Permanent employees outside India Permanent employees of subsidiary Permanent employees of holding company Whole time directors ndependent directors 9. Total number of securities reserved under the scheme. 10. Number of securities entitled under each option. 11. Total number of options to be granted. 12. Maximum number of Options to be granted per employee in each grant and in aggregate. 13. Exercise price or pricing formula. 14. Whether any amount payable at the time of grant of the Options? If so, quantum of such amount. 15. Lock-in period under the Scheme: Lock-in period between grant and vesting Lock-in period after exercise. 16. Vesting Period under the Scheme. 17. Maximum period within which the options shall be vested. 18. Exercise Period under the plan. 19. Whether employee can exercise all the Options Vested at one time? Yes/No 20. Whether employee can exercise vested Options at various points of time within the exercise period? Yes/No 21. Whether scheme provides for the procedure for making a fair and reasonable adjustment to the number of options and to the exercise price in case of rights issues, bonus issues and other corporate actions? Clause in Scheme describing such adjustment. 22. Description of the appraisal process for determining the eligibility of employees under the scheme. 23. The specified time period within which vested options are to be exercised in the event of termination or resignation of an employee. 24. The specified time period within which options are to be exercised in the event of death of the employee. 25. Whether Plan provides for conditions under which option vested in employees may lapse in case of termination of employment for misconduct? Clause in Scheme describing such adjustment. 26. Whether Plan provides for conditions for the grant, vesting and exercise of option in case of employees who are on long leave? Clause in Scheme describing such adjustment. 27. Whether amount paid/payable by the employee at the time of the grant of the Option will be forfeited if the employee does not exercise the option within the exercise period? Clause in Scheme describing such adjustment. 28. Details of approval of shareholders pursuant to Clause 6.3 of the SEBI (ESOS ESPS) Guidelines with respect to: Grant of options to employees of subsidiary or holding company. Grant of options to identified employees, during any one year, equal to or exceeding 1% of the issued capital (excluding outstanding warrants and conversions) of the company at the time of grant of the option. 29. Details of the variation made to the scheme along with the rationale therefore and the details of the employees who are beneficiary of such variation: Company Secretary Place: Date: Documents to be filed with registration statement 1. Copy of Stock Option Scheme/Amended Stock Option Scheme, certified by company secretary. 2. Copy of Notice of AGM/EGM for approving the Scheme/for amending the Scheme/for approving grants under Clause 6.3(a) or (b) of the SEBI (ESOS ESPS) Guidelines, certified by the company secretary. 3. Copy of resolution of shareholders for approving the Scheme/ for amending the Scheme/for approving grants under Clause 6.3(a) or (b) of the SEBI (ESOS ESPS) Guidelines, certified by the company secretary. 4. List of Promoters as defined under the SEBI (ESOS ESPS) Guidelines. 5. Copy of latest Annual Report. 6. Certificate of Auditor on compliance with SEBI (ESOS and ESPS) Guidelines. 7. Specimen copy of Share certificate. 8. Any other relevant documents. Undertakings A. The undersigned company hereby undertakes: 1. To file, a post-effective amendment to this statement to include any material information with respect to the scheme of distribution not previously disclosed in the statement or any material change to such information in the statement. 2. To notify, the concerned stock exchanges on which the securities of the company are listed, of each issue of securities pursuant to the exercise of options under the scheme mentioned in this Statement, in the prescribed form, as amended from time to time. 3. That the company shall conform to the accounting policies specified in clause 13.1 of the SEBI (ESOS ESPS) Guidelines. 4. That the Scheme confirms to the SEBI (ESOS ESPS) Guidelines. 5. That the company has in place systems/ codes/ procedures to comply with the SEBI (Insider Trading) Regulations. Signatures 1. Pursuant to the requirements of the SEBI Act/ guidelines, the company certifies that it has reasonable grounds to believe that it meets all the requirements for the filing of this form and has duly caused this statement to be signed on its behalf by the undersigned, thereunto, duly authorized Name of the company Sd/- Name of the Compliance Officer Designation Date: Place: [2] [2. Certification by Registered Merchant Banker, pursuant to clause 22.8 of SEBI (ESOS ESPS) Guidelines, 1999: Certified that the scheme conforms to the SEBI (Employee Stock Option Scheme Employee Stock Purchase Scheme) Guidelines, 1999. Authorised Signatory Name of the Merchant Banker Date : Place :] ******* [1] Inserted vide circular no. SEBI/PMD/MBD/ESOP/2/2003/30/06 dated June 30, 2003, w. e. f. June 30, 2003. [2] Inserted vide circular no. SEBI/CFD/DIL/ESOP/3/2004/22/7 dated July 22, 2004, for all statements filed on or after the date of this circular w. e. f. July 22, 2004.