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SECURITIES AND EXCHANGE BROAD OF INDIA

General Manager
Secondary Market Department.
E-mail : pkb@sebi.gov.in

SMD/POLICY/ CIR- 1/02
January 02, 2002

The Executive Directors/Managing Directors of all the Stock Exchanges

Dear Sir/Madam,

Sub: Amendments to the Listing Agreement

The SEBI Board in its meeting held on November 01, 2001 approved the modifications to the SEBI (Buy Back of Securities) Regulations, 1998, consequent to the amendment to the Companies Act, 1956. It was also decided to amend the Listing Agreement to ensure transparency and disclosures to the investors on Buy Back of Securities as follows:

Amendment to Clause 19

The companies shall be required to give prior notice of at least 7 days to the stock exchanges about the Board meetings at which the proposal for Buy Back of Securities is to be considered.

Amendment to Clause 20 (Announcements after the Board Meetings)

The companies shall be required to intimate the stock exchanges within 15 minutes of the closure of the Board Meetings about the decision on Buy Back of Securities.The Stock Exchanges are advised to incorporate the above amendments in the Listing Agreement with immediate effect and confirm the same.

Yours faithfully,

P K BINDLISH

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