Bank of baroda

BANK OF BARODA
TERMS OF THE ISSUE
The Equity Shares being offered are subject to the provisions of the Banking Regulation Act, Constitutional Documents,
the terms of the Draft Red Herring Prospectus, this Red Herring Prospectus, Prospectus, Bid cum Application Form, the
Revision Form, the CAN and other terms and conditions as may be incorporated in the allotment advice and other
documents/certificates that may be executed in respect of the Issue. The Equity Shares shall also be subject to laws as
applicable, guidelines, notifications and regulations relating to the issue of capital and listing and trading of securities
issued from time to time by SEBI, the Government, Stock Exchanges, RBI, and/or other authorities, as in force on the date
of the Issue and to the extent applicable.
Ranking of Equity Shares
The Equity Shares being offered shall be subject to the provisions of our Constitutional Documents and shall rank pari
passu in all respects with the existing Equity Shares of the Bank including rights in respect of dividend. The Persons in
receipt of Allotment will be entitled to dividend or other benefits, if any, declared by our Bank after the date of Allotment.
Face Value and Issue Price
The Equity Shares with a face value of Rs. 10 each are being offered in terms of this Red Herring Prospectus at a total
price of Rs. [
] per Equity Share. At any given point of time there shall be only one denomination for the Equity Shares.
The face value of the shares is Rs. 10 and the Floor Price is [
] times of the face value and the Cap Price is [
] times
of the face value.
Rights of the Equity Shareholder
Subject to applicable laws, the Equity Shareholders shall have the following rights:
Right to receive dividend, if declared. However the declaration of dividend of the Bank is subject to certain restrictions.
Please refer to the restrictions on the payment of dividend in the section titled “Regulation and Policies - Restrictions
on Payment of Dividends” on page 110 of this Red Herring Prospectus;
Right to attend general meetings and exercise voting powers, unless prohibited by law. The Bank Acquisition Act
states that no shareholder of the Bank, other than the Central Government shall be entitled to exercise voting rights
in respect of the shares held by him in excess of one percent of the total voting rights of all the shareholders of the
Bank. However the power of shareholders to exercise voting rights is subject to certain restrictions. For information
on restrictions on the power of shareholders to exercise voting rights please refer to the section titled “Regulation
and Policies - Restriction on Share Capital and Voting Rights” on page 110 of this Red Herring Prospectus;
Right to vote on a poll either in person or by proxy;
Right of free transferability, shall be subject to the provisions of Section 3(2D) of the Bank Acquisition Act and
Regulations 17 and 19 of the Bank Regulations. However the right of free transferability is subject to certain
restrictions. For information on these restrictions please refer to section titled “Main Provisions of Constitutional
Documents” on page 373 of this Red Herring Prospectus; and
Such other rights, as may be available to a shareholder of a listed corresponding new bank under the Banking
Regulation Act and our Constitutional Documents and under the listing agreements with the Stock Exchange.
However, please note that all rights available to shareholders of a company are not available to shareholders of a
corresponding new bank. For information on these restrictions please refer to section titled “Regulation and Policies
- Comparative Table of Rights of Shareholders of Companies Act, 1956 and under Regulations applicable to
Corresponding New Banks” on page 78 of this Red Herring Prospectus.
For a detailed description of the main provisions of our Constitutional Documents dealing, among other things, with
voting rights, dividend, forfeiture and lien, transfer and transmission see the section titled “Main Provisions of
Constitutional Documents” on page 373 of this Red Herring Prospectus.