Bank of baroda

Prohibition by SEBI
Neither we, nor our Directors or our Associates and our Subsidiaries, or companies with which our Directors are associated
with as directors or promoters, have been prohibited from accessing or operating in the capital markets under any order
or direction passed by SEBI.
Eligibility for the Issue
As a corresponding new bank set up under the Bank Acquisition Act, we are exempt from the eligibility norms specified
under clause 2.2 and 2.3 of the SEBI Guidelines to make a public issue of equity shares.
The relevant extract of the SEBI Guidelines is set out below:
“ 2.4 Exemption from Eligibility Norms
2.4.1 The provisions of clauses 2.2 and 2.3 shall not be applicable in case of;
(ii)
a corresponding new bank set up under the Banking Companies (Acquisition and Transfer of Undertaking)
Act, 1970, Banking Companies (Acquisition and Transfer of Undertaking) Act, 1980, State Bank of India Act,
1955 and State Bank of India (Subsidiary Banks) Act, 1959 (hereinafter referred to as “public sector banks”).”
Clause 2.2 referred in the clause above relates to unlisted companies and Clause 2.3 relates to listed companies.
The clauses are reproduced below:
“2.3. Public Issue by Listed Companies
2.3.1 A listed company shall be eligible to make a public Issue of equity shares or any other security which may be
converted into or exchanged with equity shares at a later date.
Provided that the aggregate of the proposed Issue and all previous issues made in the same financial year in terms
of size (i.e. offer through offer document + firm allotment + promoters’ contribution through the offer document),
Issue size does not exceed 5 times its pre-Issue net worth as per the audited balance sheet of the last financial
year.

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Provided that in case there is a change in the name of the issuer company within the last 1 year reckoned from the
date of filing of the offer document), the revenue accounted for by the activity suggested by the new name is not
less than 50% of its total revenue in the preceding 1 full-year period)
2.3.2. A listed company which does not fulfil the conditions given in the provisos to Clause 2.3.1 above, shall be eligible
to make a public Issue subject to complying with the conditions specified in Clause 2.2.2)”
Therefore, since our Bank is a corresponding new bank and is exempt under clause 2.4 of the SEBI Guidelines, we
are eligible to make this Issue.