Circular No. NSDL/JS/023/2003

Date : June 7, 2003

Further to our Circular No. NSDL/JS/053/2001 dated December 3, 2001 and Circular No. NSDL/JS/040/2002 dated August 19, 2002 for the purpose of change of R&T Agent (electronic connectivity), all Issuers/R&T Agents are hereby requested to note that henceforth the following procedure will have to be followed for change of R&T Agent (electronic connectivity):

1. The new R&T Agent must forward the following documents/fees:

1. Application form by Issuer in the format given in Annexure A
2. No Objection Certificate (NOC) from existing R&T Agent in the format given in Annexure B.
3. Certificate of Holding (COH) issued by a practicing Chartered Accountant or Company Secretary giving details of the securities held in NSDL, CDSL & physical form and the total number of securities issued. The details provided in the said certificate should not be more than seven days prior to the date of making application for change of R&T Agent. This certificate must be furnished for all ISINs proposed to be shifted to new R&T Agent.
4. Confirmation from new R&T Agent for common registry in the format given in Annexure C (applicable for listed companies).
5. A copy of the latest Secretarial Audit Report submitted to the stock exchanges (applicable for listed companies).
6. Demand Draft for Rs. 5510/- towards fees to be paid by the Issuer.

Issuers/R&T Agents are advised to note that the NOC & COH shall be valid for a period of three months from the date of receipt of application. In case the change of R&T Agent is not effected within three months due to non-payment of fees and/or non-submission of complete/correct documents, fresh NOC and COH will have to be obtained and submitted.

2. NSDL and CDSL balances as per the COH submitted by the Issuer will be reconfirmed by the depositories to each other.
3. After scrutinising the documents and if found in order, the Issuer will be permitted to sign the agreement with the new R&T Agent and NSDL.

All R&T Agents are requested to inform the client companies of the above.

For and on behalf of
National Securities Depository Limited

Encl.: As above