Infosys Board Announces Sponsorship of American Depositary Shares
Bangalore, India - December 08, 2002: The Board of Directors of Infosys Technologies Limited, today announced the sponsorship of an international ADS offering, against equity shares held by its existing shareholders in India, at a price to be determined by the Lead Manager to the offering. The Board also decided that the offering size would be between 2 million equity shares to 3 million equity shares (i. e., 4 million ADSs to 6 million ADSs)
The company will convene an Extraordinary General Meeting (EGM) of its members in due course to seek approval for the proposed offering. All shareholders as on the record date (to be intimated later) would be eligible to tender their shares in the offering on a pari - passu basis. Infosys will not be offering any new shares in the offering.
The proceeds of the secondary offering, after meeting the issue expenses, will be proportionately paid to the shareholders of Infosys, who have deposited their equity shares, for the purposes of the offering.
Infosys' announcement of the sponsorship of an ADSs offering, is pursuant to the notification of the Reserve Bank of India viz., Notification No. FEMA. 41/2001 - RB dated March 2, 2001 and the operating guidelines issued as per circular A. P. (DIR Series) Circular No. 52 dated November 23, 2002. The offering is also subject to various guidelines issued by the Ministry of Finance, Government of India.
This does not constitute an offer of any securities for sale by Infosys. A registration statement relating to these securities has not yet been filed with the United States Securities and Exchange Commission. Pursuant to U. S. rules and regulations, no securities may be sold nor may offers to buy be accepted prior to the time a registration statement becomes effective. This communication shall not constitute an offer to sell or the solicitation of an offer to buy registered securities nor shall there be any sale of these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction.