India. Skadden. Our recent representations have included, among others: Bank of America Merrill Lynch, ICICI Securities Limited, Axis Bank Limited

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1 Skadden Skadden, Arps, Slate, Meagher & Flom LLP & Affiliates. Accounting Advertising Alternative Dispute Resolution Antitrust & European Union/International Competition Appellate Litigation and Legal Issues Asia Australia and New Zealand Banking Biological and Chemical Technology Diligence and Transactions Brazil Canada CFIUS China Class Action Litigation Communications Congressional Investigations Consumer Financial Services Enforcement and Litigation Corporate Compliance Programs Corporate Finance Corporate Governance Corporate Restructuring Crisis Management Derivative Financial Products, Commodities and Futures Energy Environmental Europe Executive Compensation and Benefits Exempt and Nonprofit Organizations False Claims Act Defense Financial Institutions Financial Institutions Regulation and Enforcement Foreign Corrupt Practices Act Defense Franchise Law Gaming Global Policy and Litigation Strategy Government Contract Disputes Government Enforcement and White Collar Crime Health Care and Life Sciences Hong Kong Law Information Technology and E-Commerce Insurance Intellectual Property and Technology International Litigation and Arbitration International Tax International Trade Investment Management Israel Italy Japan Labor and Employment Latin America Lease Financing Litigation Mass Torts and Insurance Litigation Media and Entertainment Mergers and Acquisitions Mining Outsourcing Patent and Technology Litigation and Counseling Pharmaceutical, Biotechnology and Medical Device Licensing Political Law Private Equity Pro Bono Public Policy Real Estate & REITs Russia and C.I.S. Securities Enforcement and Compliance Securities Litigation Sports Structured Finance Tax Trademark, Copyright, and Advertising Litigation and Counseling Trusts and Estates UCC and Secured Transactions Utilities Mergers and Acquisitions. Skadden has represented n and global companies in an increasing number of -related business transactions. Our clients have included corporate acquirers, sellers and investors (including private equity firms) in mergers, acquisitions and international joint ventures involving n companies; multinational corporations in restructurings and divestitures involving n companies; companies outsourcing to as well as n service providers; underwriters, issuers and investment advisers in international corporate financings by n issuers; n companies and international investors and their advisers on cross-border disputes as international counsel; and power project developers in complex project financing transactions. We recognize the importance of selecting and retaining appropriate n counsel with relevant experience in international transactions and have developed strong relationships with a number of leading n law firms. Skadden has been recognized as a leading law firm in as overseas counsel for capital markets and corporate/m&a in Chambers Global 2013 and as a leading foreign firm in the n market by Asia Pacific Legal Corporate Finance Skadden has advised issuers and underwriters on a number of corporate finance transactions involving a diverse group of n companies. Transactions have included public and private financings by n companies in capital markets worldwide, involving a wide variety of debt and equity instruments. Notably, we have worked with a wide array of banks in connection with -related financings, including recent work on behalf of: ABN AMRO Bank of America Merrill Lynch Citigroup CLSA Credit Suisse Deutsche Bank Enam Securities Goldman Sachs HSBC Our recent representations have included, among others: ICICI IDFC-SSKI Securities JM Morgan Stanley JP Morgan Kodak Mahindra Morgan Stanley Nomura Standard Chartered Bank UBS Bank of America Merrill Lynch, ICICI Securities Limited, Axis Bank Limited and IDBI Capital Market Services Ltd. as managers in a US$315 million qualified institutional placement of shares by GMR Infrastructure Limited, an operator and developer of power plants, toll roads and airports in ; Citigroup Global Markets Private Limited, Kotak Mahindra Capital Company Limited and Enam Financial Consultants Private Limited as lead bookrunning managers in the US$82 million Rule 144A/Regulation S combined primary/secondary initial public offering of equity shares of DB Corp, a newspaper publisher. The shares were dual-listed on the Bombay Stock Exchange and the National Stock Exchange of ;

2 Deutsche Bank/Enam/UBS in the US$130 million IPO of Spice Communication s shares and subsequent listing on the Bombay Stock Exchange; Goldman Sachs (Asia), J.P. Morgan Private Limited, UBS Securities Private Limited, Credit Suisse, ICICI Securities and Finance Company Limited and IDFC-SSKI Securities (as sole international counsel) as joint lead bookrunners in Lanco Infratech Limited s (an infrastructure development company in ) US$150 million private placement of equity shares in and to other institutional investors outside, including the United States; I.T.C. Limited, a tobacco company, in its US$100 million offering of global depositary receipts and warrants. Skadden also provided U.S. law advice to the underwriter; ICICI Securities and Finance Company Limited and Kotak Investment Banking as joint global coordinators in a US$60 million Rule 144A/Regulation S offering of global depositary shares by Himatsingka Seide Limited, a textile manufacturer. Skadden was sole international counsel on the transaction; ICICI Securities and Finance Company Limited and UBS Investment Bank as joint lead managers in a US$50 million offering of zero coupon convertible bonds due 2011 by 3i Infotech Limited, a provider of information technology products and services; JM Morgan Stanley Private Limited, Enam Financial Consultants Private Limited, ICICI Securities and Finance Company Limited, and Kotak Mahindra (International) Limited as joint bookrunners in Lanco Infratech Limited s US$237 million Rule 144A/Regulation S initial public offering. This offering was duallisted on the Bombay Stock Exchange and the National Stock Exchange of ; Kotak Mahindra/Morgan Stanley in MindTree Consulting s US$54 million initial public offering; Merrill Lynch and Morgan Stanley in connection with the Rule 144A/Regulation S initial public offering of Biocon Limited, s largest biotech company; Morgan Stanley, Bank of America Merrill Lynch, Axis Bank Limited, ENAM Securities Private Limited, ICICI Securities Limited, IDFC Capital Limited, JM Financial Consultants Private Limited, Kotak Mahindra Capital Company Limited and SBI Capital Markets Limited (as sole international counsel) as joint bookrunners in the US$500 million combined primary/secondary initial public offering of shares of Jaypee Infratech Limited, the developer of the Yamuna Expressway, a six-lane highway in the state of Uttar Pradesh,. The shares were dual-listed on the Bombay Stock Exchange and the National Stock Exchange in, and the offering also included a Rule 144A/Regulation S component; Morgan Stanley & Co. International Limited as sole bookrunner and lead manager in a US$60 million Regulation S offering of zero coupon convertible bonds due Page 2

3 2011, convertible into ordinary shares, by Jain Irrigation Systems, a manufacturer of irrigation systems, plastic pipes and sheets, processed fruits and vegetables, greenhouses, bio-fertilizers, solar water heating systems and solar water lighting systems; Oil & Natural Gas Co. of in connection with a proposed registered U.S. bond offering; Rediff.com in ongoing corporate and U.S. securities law matters, including its filing of a universal shelf registration statement on Form F-3 with the U.S. SEC, and related NASD review; and a U.S. public offering of American depositary receipts listed on NASDAQ; Tata Iron and Steel Company, in its US$100 million international convertible bond offering; the underwriters in offerings by Tata Engineering and Locomotive Company (now Tata Motors), s largest commercial vehicle manufacturer, of US$200 million notes, US$200 million of global depositary receipts and US$110 million of global depositary receipts and warrants; the joint global coordinators in a US$215 million Regulation S qualified institutional placement of shares by United Phosphorus Limited (); UBS AG as underwriter in a US$60 million private placement of equity shares to qualified institutional buyers in and other institutional buyers outside of by 3i Infotech Limited (), a provider of information technology products and services, including software products, architecture design and disaster recovery products; and Unitech Corporate Parks in its US$707 million IPO on AIM. Unitech is an -based real estate company that invests in commercial real estate development projects. Corporate Restructurings In addition to the Nomura acquisition mentioned below, we represented Hartmarx Corporation in its $128 million acquisition by Emerisque Brands U.K. Limited, an investment firm, and S. Kumars Nationwide Limited, a textile and apparel manufacturer in, as part of Hartmarx s Chapter 11 restructuring in the U.S. Bankruptcy Court for the Northern District of Illinois. Energy and Infrastructure Projects Skadden has provided U.S. and international clients with a full range of legal services related to developing and financing electric power, coal, natural gas (including LNG) and other infrastructure projects in. In addition, our attorneys who concentrate in environmental law, tax and international arbitration address matters related to issues raised by the development, ownership, construction, operation and financing of power plants and cogeneration facilities in. Page 3

4 Our recent work has focused on the capital markets. For example, we advised Credit Suisse Securities () (as sole international counsel) as underwriter in the US$175 million offering of equity shares by way of a qualified institutional placement (QIP) with an offering under Rule 144A/Regulation S by Jaiprakash Power Ventures, a developer and operator of hydroelectric, thermal and transmission power projects in. This is the largest n power sector QIP since We have represented the joint bookrunners in the US$171 million initial public offering of equity shares of GMR Infrastructure Limited, an operator and developer of power plants, toll roads and airports in. The shares were dual-listed on the Bombay Stock Exchange and the National Stock Exchange in, and the offering also included a Rule 144A/Regulation S component. Skadden also represented the joint global coordinators in the company s US$1 billion Rule 144A/Regulation S follow-on offering of equity shares. We also represented the joint bookrunners with the U.S. legal aspects of the US$339 million initial public offering and Rule 144A/Regulation S placement by Suzlon Energy Limited, a global wind power company based in. The shares were duallisted on the Bombay Stock Exchange and the National Stock Exchange of. Mergers, Acquisitions, Private Equity and Other Matters We also have handled numerous mergers and acquisitions, joint ventures, private equity transactions and other similar matters involving, including our representation of: American Express in the US$1.1 billion sale of its subsidiary, American Express Bank, to Standard Chartered (United Kingdom). In connection with the sale, we advised American Express regarding the organization of a new bank subsidiary that established a branch in to retain the business of American Express Bank, including meetings in Mumbai with the Reserve Bank of and the New York State Banking Department; BlackRock in the acquisition of a 40 percent stake in DSP Merrill Lynch Fund Managers from DSP Merrill Lynch; Capgemini (France) in the acquisition of a 51 percent stake in Unilever Shared Services Limited, a provider of finance and accounting outsourcing services, from Hindustan Lever Limited, a producer of food and a manufacturer of consumer products; China Huaneng Group in its acquisition of a 50 percent stake in InterGen from GMR Infrastructure Limited (); Citigroup Inc. in its US$127 million sale of Citi Technology Services Limited, an IT services and software development subsidiary in, to Wipro Limited, an IT services and products provider in ; Page 4

5 Coca-Cola in the US$4.1 billion acquisition of Energy Brands from TSG Consumer Partners and Tata Tea Group; Dev Property Development plc (United Kingdom) in its approximately 132 million acquisition by bulls Real Estate Limited; Emulex Corporation, a manufacturer of computer data storage networking equipment, in its US$39 million acquisition of Aarohi Communications, a supplier of data center networking components and software, from a consortium of private equity firms led by JumpStartUp Fund; Hexaware Technologies Limited (formerly Aptech Limited) in the sale of its interest in a U.S. information technology company and with certain operating contracts; and in its US$34 million acquisition of FocusFrame; Lupin Limited in its $40 million acquisition, through its Japanese subsidiary, Kyowa Pharmaceutical Industry, of I rom Pharmaceutical (Japan) from I rom Holdings (Japan); Mamata Group in connection with the formation of Mamata Pyron Solar Private Limited, an n joint venture with affiliates of Pyron Solar, a research and development company that is developing with Boeing-Spectrolab a novel system to convert sunlight into energy; Mylan Laboratories in its US1.6 billion acquisition of Agila Specialties from Strides Arcolab; its US$736 million acquisition of a majority stake in Matrix Laboratories Limited from Newbridge Capital (a private equity firm), Temasek Holdings (an investment firm in Singapore) and other shareholders; Nomura Holdings (Japan) in its acquisition of Lehman Brothers business process outsourcing companies based in. This deal was selected as Deal of the Year by Asian-Counsel magazine for 2008 and as Restructuring Deal of the Year 2008 by International Financial Law Review; NTT DOCOMO (Japan) in its acquisition of a 26 percent stake in Tata Teleservices Limited via a US$2.7 billion strategic investment. In connection with this transaction NTT DOCOMO acquired approximately 12 percent of the outstanding common shares of Tata Teleservices (Maharashtra) Limited through a joint tender offer with Tata Sons Limited (the parent company of Tata Teleservices). This deal was given a 2008 Deal of the Year award from both Business Journal and Asian-Counsel; Plethico Pharmaceuticals Limited (a manufacturer of nutraceuticals) in the US$81 million acquisition of Natrol (a U.S. manufacturer of nutritional supplements) via a tender offer; and Page 5

6 Wipro Technologies in the US$569 million acquisition via a tender offer of Infocrossing. Outsourcing In connection with our mergers and acquisitions experience in, we handle outsourcing arrangements across all industries, including those relating to information technology (IT) services, call centers, human resources functions, procurement and enterprise-wide business processes. For example, in the aforementioned Citi Technology Services sale, the transaction included an approximately US$480 million outsourcing agreement. We also advised Citigroup in its US$505 million sale of Citigroup Global Services Limited (a business process outsourcing unit) to Tata Consultancy Services Limited, which also included a business process outsourcing agreement. Other outsourcing matters related to include representing Hexaware Technologies in connection with various matters, and a global publisher in connection with the outsourcing of software development agreements.. NEW YORK BOSTON CHICAGO HOUSTON LOS ANGELES PALO ALTO WASHINGTON, D.C. WILMINGTON BEIJING BRUSSELS FRANKFURT HONG KONG LONDON MOSCOW MUNICH PARIS SÃO PAULO SHANGHAI SINGAPORE SYDNEY TOKYO TORONTO VIENNA. International Litigation and Arbitration Skadden s Asia-Pacific International Litigation and Arbitration group provides a full range of international dispute resolution services across the region. Our lawyers have appeared before every major international arbitral institution and are experienced in managing disputes involving more than one jurisdiction or dispute resolution forum. Skadden s services include pre-litigation/arbitration management, strategy and advice; international arbitration; cross-border litigation; drafting bespoke dispute resolution clauses; and enforcement of court judgments and arbitration awards. Our representations have included: Moser Baer, one of the largest manufacturers of CDs and DVDs in the world, as its principal and coordinating counsel in a licensing and patent dispute involving litigation in the United States, the Netherlands and ; a consortium of U.S.-based companies in connection with arbitration proceedings held in London against the n State of Maharashtra under the UNCITRAL Rules concerning the largest power project in ; a major U.S. utility in arbitration proceedings against the n central and local governments arising out of the construction of a power plant in ; an entity in an AAA/ICDR arbitration arising out of a dispute regarding the sale of global depositary receipts in an n company, the price of which also included the right to receive a share dividend; and an entity in an ICC dispute arising out of a complex series of actions brought in and the U.S. involving warranty claims. Page 6