Publication for Sale

of
Non Performing Assets
of
Bank of India
(On 100% cash basis)
June, 2023 – (Tranche 1)
 Contents

I Disclaimer and Important Notice

II Invitation for Participation in Bidding Process
III Name of Accounts & Outstanding Balance
IV Schedule of Sale Process
V Important Terms and Conditions
VI Annexure 1 – Format for Expression of Interest
VII Annexure 2 – Format for Non-Disclosure Agreement
VIII Annexure 3 – Format for Bid Offer Letter

Bank of India – Tender Document for Sale of NPA Portfolio – (Tranche 1)

 I. DISCLAIMER AND IMPORTANT NOTICE

This document shall be referred to as the “PUBLICATION” for Sale of Non-Performing Assets
of Bank of India.

Bank of India (hereinafter referred to as “Bank”) is a body Corporate constituted under the Banking
Companies (Acquisition and Transfer of Undertakings) Act, 1970 and having its Head office at
Star House, C – 5, ‘G’ Block, Bandra Kurla Complex, Bandra (East), Mumbai – 400 051. The
purpose of this document is to provide information to bidders in respect of the sale of Non-
Performing Assets to ARCs/Banks/NBFC/FIs.

It is presumed and understood that by participating in this process, each of the participating
bidders has carried out their own independent due-diligence, investigation and assessment,
in respect of any or all matters, information, statements etc. covered/sought to be covered or
contained in this PUBLICATION and any documents that may be provided by Bank of India
during the course of the process pursuant to this PUBLICATION. Since the Bank shall be
providing access to Bidders to evaluate, verify the Account details including the loan and
security documents etc, for due diligence, no indemnity or other representation or warranty
shall be provided by the Bank in the Assignment Deed.

Prospective Investors should note that they must have the capacity and be competent to enter
into and conclude the transaction in compliance with all applicable laws.

The PUBLICATION and other information pertaining to the sale process would be shared only
to those participants who execute Non-Disclosure Agreement (NDA) with the Bank. This
document is for the exclusive use of participating bidders and is not meant for public
circulation and is not intended for distribution to any person other than the persons to whom
it is addressed, and is not transferable. Recipients are not permitted to replicate this
PUBLICATION or to further distribute/share the PUBLICATION.

This PUBLICATION may not contain all the information and data each bidder may desire or
require in reaching decisions concerning their bids. Each Bidder should conduct their own
investigations and analysis and should check the accuracy, reliability and completeness of the
information in this PUBLICATION. Bidders should form their own views as to whether
information provided herein or separately is relevant to any decisions that they take and
should make their own independent investigations and due diligence in relation to any
additional information that they may require.

Notwithstanding anything contained in this PUBLICATION, neither the Bank, nor its
employees accept any responsibility or liability, whatsoever, in respect of any statements or
omissions herein, or the accuracy, completeness or reliability of information, and shall incur
no liability, under any law, statute, rules or regulations as to the accuracy, reliability or
completeness of this PUBLICATION, even if any loss or damage is caused by any act or
omission on the part of Bank of India or its employees, whether negligent or otherwise.

The information contained in this PUBLICATION or any other information which may be
provided to bidders is subject to change without prior notice. Bank of India may, in its absolute
discretion, but without being under any obligation to do so, update, amend or supplement
Bank of India – Tender Document for Sale of NPA Portfolio – (Tranche 1)
the information contained herein including the envisaged sale process mentioned. Bank shall
also be within its right to withdraw or cancel the tender process at any time without need for
stating any reasons.

Bank of India – Tender Document for Sale of NPA Portfolio – (Tranche 1)

 II. INVITATION FOR PARTICIPATION IN BIDDING PROCESS

Bank of India invites Indicative bids from all eligible Asset Reconstruction Companies (ARC’s)/
NBFC, Banks, FIs for sale/assignment of its Non-Performing Assets (NPAs) details mentioned
below subject to applicable regulations issued by Reserve Bank of India. These NPAs are being
offered for sale on “100% Cash Basis” only and on “As is Where is, As is What is and
Whatever there is basis” and “without recourse against the Bank”.

Eligible prospective investors who would like to participate in the competitive bidding process
for sale of NPAs of the Bank are requested to intimate their willingness to participate by
submitting in writing their Expression of Interest as per format enclosed at Annexure 1 along
with Non-Disclosure Agreement as per format enclosed at Annexure 2 duly signed by the
authorized person and send by email followed by delivery of physical forms/ to:

General Manager
Recovery Department
Bank of India, Head office
STAR HOUSE -1
C – 5, G – Block, 3rd floor,
Bandra Kurla Complex,
Bandra (E), Mumbai – 400 051.
Email to: headoffice.ar@bankofindia.co.in

No request from intending bidders for modifications in Expression of Interest / Non-

Disclosure Agreement will be entertained by the Bank.

The primary information pertaining to all the Non-Performing Assets put up for sale are
provided in Data Room located at:
Bank of India, Head office
STAR HOUSE – 2, 3rd floor,
C – 5, G – Block,
Bandra Kurla Complex,
Bandra (E), Mumbai – 400 051.

The related file regarding the Non-Performing Asset is available with the respective branch.

The Data Room would remain open from 10.00 a.m. to 5.00 p.m. on all working days. Cut-off
date for the purpose of this TRANSACTION will mean Date of Assignment Agreement
for successful Bid accepted and approved by Competent Authority.

Bank of India – Tender Document for Sale of NPA Portfolio – (Tranche 1)

It would be deemed that by submitting the bid, the bidder has read, understood and has made
a complete and careful examination of all the information given in this PUBLICATION/ Data
Room pertaining to the relevant NPAs & has made their own due diligence in respect of the
same and fully convinced and satisfied with the title and marketability of the property involved.
Neither Bank nor its advisors are responsible or liable for any of the consequences arising
therein or relating to it.

Kindly feel free to revert to us in case of any further clarification on the sale process:-

Mr. Rajesh Ranjan Mr. Ramkumaar

Asst. General Manager Chief Manager
Recovery Department Recovery Department
Bank of India, Head office Bank of India, Head office
STAR HOUSE – 1, 3rd floor, C – 5, G – Block, STAR HOUSE – 1, 3rd floor, C – 5, G –
Bandra Kurla Complex, Block,
Bandra (E), Mumbai – 400 051. Bandra Kurla Complex,
Tel: +91 22 66685617, Bandra (E), Mumbai – 400 051.
Email: headoffice.ar@bankofindia.co.in & Tel: +91 22 66684583
Email: Rajesh.Ranjan2@bankofindia.co.in Email: Ramkumaar.B@bankofindia.co.in

Bank of India – Tender Document for Sale of NPA Portfolio – (Tranche 1)

 III. Name of Accounts (Under Swiss Challenge Method and Open E-Auction)

(Rs. in Crore)
Outstanding Reserve Price on
S. No BORROWER NAME Balance 100% Cash basis
1 Zuberi Fibres Pvt Ltd* 38.29 17.75
2 KSK Mahanadi Power Company Ltd** 670.76 301.00

Note: This is Book Outstanding balance as on date excluding Uncharged Interest,

Charges Expenses etc. from date of NPA, which are over and above book outstanding.

*Zuberi Fibres Pvt Ltd is under Swiss Challenge Method

**KSK Mahanadi Power Company Ltd under Open E-auction. Further, we have non-
fund based exposure in the account. In the event these bank guarantees are invoked,
ARC/others shall acquire the invoked bank guarantees at the same pricing at which
it proposes to acquire the Fund based exposure.

Zuberi Fibres Pvt Ltd is under Swiss Challenge Method based on existing offer
in hand (Anchor / Base Bid) as detailed below:

Zuber Fibres Pvt Ltd Details

Book Outstanding Rs.38.29 Crore
Reserve Price / Base bid Rs.17.75 Crore
Minimum Mark-up @ 5% Rs.0.89 Crore
Starting price for counter bid/challenger bid under Rs.18.64 Crore
Swiss Challenge Process
Incremental amount (Bid multiplier) for inter-se Rs.0.05 Crore
bidding

KSK Mahanadi Power Company Ltd under Open E-auction as detailed below:

KSK Mahanadi Power Company Ltd Details

Book Outstanding Rs.670.76 Crore
Reserve Price Rs.301.00 Crore
Starting price for Open e-auction Rs.301.01 Crore
Incremental amount (Bid multiplier) for inter-se Rs.0.25 Crore
bidding

Bank of India – Tender Document for Sale of NPA Portfolio – (Tranche 1)

IV. Schedule of Sale Process

S.
Activity Indicative Date
No
1 Sale Publication Up loading on Bank’s website 14.06.2023
and Brief Newspaper advertisement.
2 Receipt of Expression of Interest and Non- From the date of publication of sale
Disclosure Agreement from interested notice
Investors / ARC.
3 Release of PIMs on Accounts to Investors. From the date of publication of sale
notice
4 Data Room opening and commencement of (10.00 am - 5.00 p.m.)
Investors’ due diligence. On all working days from the date of
Data Room closes on. publication of sale notice and will
continue till sale approval by Bank
5 Declaration of Reserve Price to Investors As per para III.
submitting EOI and to Bank.
6 E Bidding for submission of final binding bids. 28.06.2023
7 Negotiation with highest bidder/Original 28.06.2023
bidder /Bidder with highest stake. (Same day of e- bidding)
8 Execution of the Assignment Agreements and Within 7 working days of conveying
Fund Transfer. Bank’s approval to successful bidder. @
9 Cutoff date for successful bids Date of Assignment Agreement for
successful Bid accepted and approved by
Competent Authority

@ If bid amount is not remitted to the Bank within 7 working days of conveying Bank’s
approval of the Bid to the bidder, Bidder has to pay interest at 5% over Bank’s 1 year
MCLR compounded with monthly rest from 8th working day till actual payment, in
addition to bid amount. This shall be without prejudice to the right of the Bank to cancel
the bid, forfeit the EMD and /or the Advance amounts paid and initiate such other claims
against the bidder.

Bank of India shall in its sole discretion cancel or change or extend any timelines indicated
above and the same shall be fully binding on the participating bidder.

Bank of India – Tender Document for Sale of NPA Portfolio – (Tranche 1)

 V. IMPORTANT TERMS AND CONDITIONS

1. The sale of Non-Performing Assets is on ‘“As is Where is, As is What is and

Whatever there is basis” and “without recourse against the Bank”.

2. Bank invites Binding bids from interested investors for the above mentioned accounts
to be submitted on Bank’s e-auction portal. Present sale process is under Swiss
Challenge Method and Open e-auction.

3. The submission of the Indicative (Non-binding) or Binding bids by a Bidder shall be

deemed to constitute unconditional acceptance of all the terms and conditions of this
PUBLICATION by the Bidder.

4. Bids for individual/Tranche accounts shall be submitted on OFFER on 100% CASH

BASIS*

Note: *Eligible Banks/NBFC/FIs can purchase NPA accounts as per RBI Guidelines.

4(a) The bidder should ensure that they are eligible to purchase the assets as per the
provisions of SARFAESI Act in their own name. The bids and all correspondence
should be in their registered legal name only and not under trade or group name. It
should be importantly noted that the assignment agreement shall be executed in the
name of the successful bidder only in their registered legal name and no request to
execute the assignment agreement in favour of nominee or group
company/entity/concern will be entertained by the Bank.

4(b) ARC shall be under their own obligation to follow all extant guidelines/notification
issued by SEBI/IBA/RBI/GoI from time to time pertaining to purchase of NPAs as per
notice.

5. For accounts under Swiss Challenge Method, where Bank has an offer in hand
(Base/Anchor Bid) and invite bids from eligible entity on comparable term. The
following process would be followed:

a. The interested bidder may offer bid at a price taking into account mark up as
mentioned at point (ii) below.

b. The minimum mark up over the base bid required for the challenger bid to be
considered shall be minimum 5% (maximum 15%). For this purpose, mark up
shall be difference between challenger bid and base bid expressed as
percentage of the base bid.

c. If no counter bid crossed the minimum mark-up specified in the invitation, the
base-bid becomes the winning bid subject to approval by Bank read with Para
30.

d. If counter bid(s) cross the minimum mark-up specified at point (ii) above, the
highest counter bid becomes the challenger bid.

Bank of India – Tender Document for Sale of NPA Portfolio – (Tranche 1)

 e. The prospective transferee who provided the base-bid would be invited to
match the challenger bid. If the prospective transferee who provided the base-
bid either matches the challenger bid or bids higher than the challenger bid,
such bid shall become the winning bid; else, the challenger bid shall be the
winning bid.

f. The process would continue till one party emerges as highest bidder.

6. Final Bid shall remain valid for a period of 30 days from the date of submission of Bid.
However, Bank of India may seek extension of the validity for such period as may be
determined by Bank of India at its sole discretion. Bank of India reserves the right to
reject any Bid without assigning any reason.

7. The Bidder should submit a Resolution of Board of Directors/ Power of Attorney (POA)
duly supported by the Board Resolution authorising the signatories of the Bid.

8. Bidders are expected to submit their Bid with independent study & assessment in
respect of NPA accounts and value thereof before submitting their Bids. By virtue of
submission of the Bid, it shall be deemed that the Bidders have conducted their own
independent due diligence at their own costs including verifying various legal
proceedings, as well as ascertained/satisfied the known and unknown liabilities,
encumbrances and any other dues from concerned authorities or stakeholders to
their satisfaction before submitting the Bid. Any Bid made shall be deemed to have
been submitted after complete satisfaction of Bidders thereto and/or all claims there
against and due proper inspection and satisfaction. Hence the participants shall not
be entitled to make any representations or raise any query/objection to the Bank as
to the title or condition of the secured assets or any part thereof or any liabilities/
encumbrances/ dues/ taxes/ levies irrespective as to whether they are disclosed or
undisclosed.

9. The Bid should be made on the basis of the terms of this PUBLICATION without
prejudice to Bank of India’s right to make any amendments. Any changes in the terms
of this PUBLICATION requested by the participating bidders are not to be construed
by the bidders as accepted unless accepted by the Bank in writing.

10. Conditional & Contingent Bids shall be liable to be disqualified by Bank of India.

11. The prospective buyer shall agree to take all the risks and responsibilities in respect
of various agreements with the obligor and obligations/ contracts / liabilities
undertaken by the Bank on behalf of the obligor now due or that may become due
in future.

12. Any claim of the obligor after the sale of assets shall be dealt with by the Assignee
ARC/ Buyer.

13. Bidder shall take over the existing charged assets / securities offered by the obligor
or held by the Bank.

Bank of India – Tender Document for Sale of NPA Portfolio – (Tranche 1)

 14. All costs, expenses and liabilities incurred by each Bidder in connection with the
Transaction, including (without limitation) in connection with Due Diligence,
preparation and/or submission of the Bid, including fees and disbursements of its
own advisors, if any assignments etc, shall be borne and paid by such Bidder, whether
its Bid is accepted or rejected for any reason and Bank of India does not assume any
liability whatsoever in this connection.

15. Any discussions or any clarifications, information sought or divulged with respect to
the Bid will not constitute an invitation or commitment by Bank of India to enter into
any agreement, undertaking or covenant with the Bidder nor shall Bank of India be
liable to consummate or deal with any Participant on the basis of such discussion,
negotiation, information.

16. The Bidder is required to and must exercise utmost good faith, due care and diligence
in preparation and submission of the Bid and must ensure that all information
provided therein is correct, accurate and complete.

17. It should however be noted that Bank of India do not make any representation as to
the correctness, validity or adequacy, sufficiency or otherwise of any such information
pertaining to liabilities, encumbrances and statutory dues of NPA accounts. The
Bidders should do their own due-diligence to verify the same. Bank of India does not
undertake responsibility for adequacy or sufficiency of information and documents
related to financial assets in respect of NPA accounts. The Bidders should not limit or
restrict their due-diligence to the documents for assessing the complete risk or even
for evaluating the NPA accounts.

18. Bank of India may, at its sole discretion, add, amend, vary, modify, delete, any of the
conditions of this PUBLICATION as may be deemed necessary in the light of the facts
and circumstances and also issue one or more Addenda, Corrigendum as required
without giving any reasons thereto.

19. Bank of India may, at any time and for any reason, without giving any reason thereof,
cancel the sale process until actual assignment or change/extend the deadlines/time-
lines outlined in this PUBLICATION and shall communicate such
cancellation/change/extension individually to each Bidder.

20. The Successful Bidder shall be solely and absolutely responsible for completion of all
statutory, regulatory and other compliances for the said purpose including incurring
of any costs, charges and expenses and payment of fees and duties (including the
adjudication, stamp duty and registration fee and other similar levy payable and
whether payable in one or more states or jurisdictions), statutory and otherwise.

Bank of India – Tender Document for Sale of NPA Portfolio – (Tranche 1)

 21. Sale of Non-Performing Assets to the Successful Bidder shall be effected by execution
of the necessary and appropriate Assignment Agreement(s) in favour of the
Successful Bidder, only upon receipt and realization from the Successful Bidder of the
entire purchase consideration. The Assignment Agreement as per the Bank’s format
will be adopted for the ensuing transaction. Submission of the Final Bid shall be
construed as unconditional acceptance of the same. Please note there shall be no
deliberations, negotiation on the draft of assignment agreement and the drafts are
not subject to discussion and modifications. Transfer of asset shall be on “As is
Where is, As is What is and Whatever there is basis” and “without
recourse against the Bank.” and shall not be liable to be revoked for any breach
including antecedent breach of any representation and warranty.

22. As from the date of execution of the Assignment Agreements as aforesaid in favour
of the Successful Bidder/Assignee, all the rights and corresponding duties and
obligations of Bank of India in respect of the subject case/s shall vest with the
Assignee. Accordingly, Bank of India shall not continue
attending/pursuing/defending to the legal cases which have been/maybe filed before
any civil court/Tribunals/High court/Supreme Court/NCLT/NCLAT in relation to the
account/s assigned. It shall be the sole duty of successful Bidder /Assignee to take
steps for impleading themselves in all such proceedings within 45 days of assignment
and contest the same.

23. It is clarified that if any payments (excluding those over which rights are reserved in
favour of Bank) are received by the Bank into the financial assets being sold under
this Tender Document after the cut-off date (Date of Assignment Agreement for
successful Bid accepted and approved by Competent Authority), shall be held
by Bank in trust for the benefit of the successful Bidder in respect of such Financial
Asset, and upon execution of the related agreement (Assignment Agreement/
transfer instrument) shall transfer such amounts in the Trust Account.

24. Bank shall reserve the exclusive right to deal and appropriate with the claims
pertaining to ECGC/ CGTMSE (both present & future)/cash margin/insurance
claim/subsidy reserve fund/margin etc of NPA account/s and the successful
bidder has no right or authority or claim thereon, at any point of post-sale or
pre-sale time.

25. All the documents that the Successful Bidder/Assignee has to collect from the Bank
under the terms of the Assignment Agreements will be held at the respective
Branches/offices of the Bank throughout India/Abroad until collected by the
Successful Bidder/Assignee during normal office hours on or after the execution of
Assignment Agreements and at any date within 45 days of the execution of
Assignment Agreements. It should be noted that it shall be the sole responsibility of
the Successful Bidder/Assignee, at its own cost and expense, to collect the aforesaid
documents from the various Branches/offices of Bank of India.

26. No credit lying with the Bank of India, received up to and including cut-off date for
any purpose, shall be available for assignment including amounts kept in No Lien
Account.
Bank of India – Tender Document for Sale of NPA Portfolio – (Tranche 1)
 27. In the event, a successful Bid is received for an account having un-devolved/not-
invoked non-fund based (NFB) exposure, the successful bidder shall also take
the assignment of the un-devolved/not-invoked portion should it get devolved
at a later date, on the same terms & conditions as applicable for the initial
successful bid. The charge created on securities for such undevolved exposure
will be retained by the bank and if there are common securities held, Bank’s
pari-passu charge will continue. The margin money/cash/security etc, if
available, will be retained by Bank of India and the Bank shall be within its right
to appropriate the same to its Profit and Loss account in event of no
devolvement/no invocation of Non-fund based Limits. The bidders shall have
no claim on such margin or other amounts kept with Bank.

At the time of assignment of such exposure, upon its devolvement, assignment of the
exposure would be net of any margin held by the bank for the said exposure.

28. Bank of India reserves its right to cancel the Process at any stage before assignment
and in that event, in absolute discretion, to follow a different method for sale/transfer
of the financial assets which may not be mentioned above. Upon such action, Bank
of India’s decision in this behalf shall be final and binding on all the Bidders.

29. Bank of India reserves the right to add or delete accounts or modify the composition
of the Financial Assets Portfolio/Tranches or the single accounts offered for sale and
the sale structure at any stage without assigning any reason.

30. Bank of India reserves the right to accept/reject any Bid without assigning any reasons
at its discretion. The decision of Bank of India in this regard shall be final and
conclusive.

31. If by the terms of this PUBLICATION, any act would be required to be performed on
or within a period ending on a day, which is not a Working Day, then it shall be
performed, on or by the immediately succeeding Working Day.

32. The Bidder shall not be entitled to withdraw or cancel final Bid once submitted.

33. In the event of any dispute and /or difference on the point of meaning or definition
of any particular word used in this PUBLICATION or, in respect of interpretation of
any clause of this PUBLICATION or, this PUBLICATION as a whole or, in respect of
sequence of events mentioned therein, decision of the General Manager (Recovery
Department), Bank of India, shall be final and binding on all the parties concerned.

Bank of India – Tender Document for Sale of NPA Portfolio – (Tranche 1)

 34. Disputes, if any arising between the parties in relation to this PUBLICATION shall be
settled by way of mutual discussion and in case an amicable settlement is not reached,
shall be subject to jurisdiction of courts situated at Mumbai, and governed in
accordance with the laws of India.

35. In those cases where Insolvency & Bankruptcy Code is invoked and NCLT proceeding
are going on, if any concurrence/permission of NCLT/RP/CoC is required, the same
shall be the sole responsibility of the Assignee.

36. Bank has absolute and unimpeachable right with respect to all the matters starting
from receiving, considering ,accepting the bid or transferring the specific Non
performing Asset and such right without limitation encompasses right to not to
receive, not to consider, not to accept the bid and decide not to transfer the specific
NPA. Bank of India would not entertain any claim from any ARC/Banks/NBFC/FI in this
regard.

37. In the event, a successful Bid is received for an account having exposure in foreign
currency also, conversion of such Foreign Currency Exposure (FCE) before assignment
in to Indian Rupee (INR) shall be subject to applicable rules of Reserve Bank of India
and Banking Regulator of country where the account is parked. Alternatively, the
successful bidder shall acquire the FCE as it is against payment of related bid amount
in same foreign currency to the Bank’s branch where the exposure is parked.

If the FCE is not part of sale process, the charge created on securities for such FCE will
be retained by the bank and if there are common securities held, Bank’s pari-passu
charge will continue.

38. The loan exposure (NPA) classified as fraud as on the date of transfer are permitted
to be transferred to ARCs provided that the responsibilities of the transferor with
respect to continuous reporting, monitoring, filing of complaints with law
enforcement agencies and proceedings related to such complaints shall also be
transferred to the ARC.

Bank of India – Tender Document for Sale of NPA Portfolio – (Tranche 1)

 39. Please note that the following persons cannot participate in the bid / purchase the
NPAs:

 All individuals/firms/companies not authorised by RBI to acquire Financial Assets

from the Banks
 Board members and employees of Bank of India
 Former Board members and employees of Bank (applies only to those who have been
actively employed within 5 years of the Bid Deadline)
 Major shareholders (other than Banks, Financial Institutions and Financial Institutional
Investors) holding more than 2% of Bank of India and their respective Board members
and employees who have been actively employed within 5 years of the Bid Deadline)
 Advisors of Bank of India for the Transaction
 Spouses and upto second degree (inclusive) relatives by consanguinity or affinity, as
defined by law, of the above – mentioned person
 Borrowers
 Legal entities in which the above – mentioned persons/entities jointly or individually
hold more than 10 % stake
 All individuals/firms/companies not eligible as per Section 29 A of IBC

In acceptance:

Signature and Seal of the Bidder

Bank of India – Tender Document for Sale of NPA Portfolio – (Tranche 1)

 Annexure 1

Expression of Interest
On Investor’s Letter Head
<Draft>

Dated:

The General Manager

Recovery Department
Bank of India, Head office
STAR HOUSE
C – 5, G – Block, 3rd floor,
Bandra Kurla Complex,
Bandra (E), Mumbai – 400 051.

Sub: NPA / Loan Portfolio Auction – 2023-24.

We refer to Bank of India advertisement on website/e-mail dated _________ on NPA / Loan

Portfolio auction. We hereby confirm our intention to proceed with due-diligence in Data Room
being set up by you. This is to confirm that:

We are eligible and have the financial capacity to conclude the purchase of Loan Portfolio in
accordance with the applicable laws and regulations of India.

Subject to our findings and pursuant to the due diligence review, we intend to submit a Bid for
the Loan Portfolio being auctioned by Bank of India.

In undertaking this Transaction, we have no conflict of interest with and are not related, directly
or indirectly, to Bank of India

We have already executed NDA in month of _________________________ and the same

shall stand valid.

Details of the Contact person/Authorised signatory with address, Contact no and Email ID.

We shall be in touch with you to co-ordinate on the Data Room schedule.

With regards,

<Authorised Signatory>

Enclosed:

1. Non-Disclosure Agreement

Bank of India – Tender Document for Sale of NPA Portfolio – (Tranche 1)

 Annexure 2
(To be stamped as an agreement cum Indemnity)

NON-DISCLOSURE AGREEMENT

This Non-Disclosure Agreement executed on this the ____ day of __________ 2023 at
Mumbai by M/s/Shri/Smt ……………………………….., a Bidder/company incorporated under
the Companies Act 2013, having its registered office at
________________________________________, (hereinafter referred to as the
“Company”, which term shall, unless repugnant to the context or meaning hereof, be deemed
to mean and include its successors-in-interest and permitted assigns) of the FIRST PART;

AND

BANK OF INDIA, a body corporate constituted under the Banking Companies (Acquisition
and Transfer of Undertakings) Act, 1970 and having its Head office at Star House, C –5, ‘G’
Block, Bandra Kurla Complex, Bandra (East), Mumbai –400 051, (hereinafter referred to as
“BOI” which term shall, unless repugnant to the context or meaning hereof, be deemed to
mean and include its successors-in-interest and assigns) of the SECOND PART;

WHEREAS:

A. The company is engaged in the business of

………………………………………………………………………………….

B. BOI is a prominent nationalized bank, having been founded on September 7, 1906 and
having more than ………………branches in India and abroad.

C. The Parties intend to engage in discussions and negotiations concerning the

establishment of a business relationship between themselves in respect of sale of
impaired financial assets.

D. In the course of such discussions and negotiations, it is anticipated that BOI may
disclose or deliver to the Company the Confidential Information (as defined hereunder)
or the Company may have access to such Confidential Information and that they shall
maintain strict Confidentiality of these Information and use such information only for
the purpose of the assignment.

E. The Parties are now desirous of recording the terms of this Non-Disclosure Agreement
as under:

1. CONFIDENTIALITY

a) For the purpose of this Agreement, “Confidential Information” shall mean and include
all non -public information of BOI and/or its Customers which is accessible by or is
available to the Company whether in writing, oral, graphic, visual or any other tangible,
intangible or electronic form including, without limitation, any and all information
relating to BOI’s and/or its client’s/customers (whether past, present, or future)
business, technical or financial information, financial data, financial results and
projections, costs and prices, details of suppliers, retainers, employees and
consultants (past, present or prospective), technologies, technical and business
strategies, business and marketing plans, marketing and sales techniques, pricing and
other strategies, computer programs, software tools, source codes, object codes,
protocols, product descriptions, development schedules, product positioning, choices
of product names, trade secrets or know how, customer information and Intellectual

Bank of India – Tender Document for Sale of NPA Portfolio – (Tranche 1)

 Property Rights as well as any such information not generally known to third parties or
received from others that such Party is reasonably expected to treat as confidential.

b) The Company acknowledge that in the course of submission of the Proposal and
thereafter, the Company shall be exposed to or acquire Confidential Information and
the Company shall not, disclose the Confidential Information to any third party and
shall at all times, maintain confidentiality regarding the Confidential Information
accessible or made available to them, whether such information is given in writing or
oral or visual, and whether such writing is marked to indicate the claims of ownership
and/or secrecy or otherwise. Except as otherwise provided in this Agreement, the
Company shall neither use, nor reproduce for use in any way, any Confidential
Information.

c) The Company shall ensure that its employees or if it hires another person to assist it
in the performance of its obligations, maintain the confidentiality of the Confidential
Information in the same manner as the Company is bound to maintain the
confidentiality.

d) The Company do hereby acknowledges that the Confidential Information (in

whatsoever form) provided or accessed by the Company shall be and remain the
property of BOI and the Company does not acquire by implication or otherwise, any
right in or title to or license in respect of the said information.

e) On completion of the assignment the Company shall immediately return to BOI or if so

permitted by BOI delete or destroy all Confidential Information and all notes and
memoranda (including copies of them) containing Confidential Information in their
possession or control.

f) Any publicity by the Company in which the name of BOI is to be used should be done
only with the explicit prior written permission of BOI.

2. Title and Proprietary Rights: Notwithstanding the disclosure of any Confidential

Information by the Disclosing Party to the Receiving Party, the Disclosing Party shall retain
title and all intellectual property and proprietary rights in the Confidential Information. No
license under any trade mark, patents or copy right, or application for the same which are now
or thereafter may be obtained by such Party is either granted or implied by the conveying of
Confidential Information, The Receiving Party shall not conceal, alter, obliterate, mutilate,
deface or otherwise interfere with any trade mark, trade mark notice, copy right notice,
confidentiality notice or any notice of any other proprietary right of the Disclosing Party on any
copy of the Confidential Information, and shall reproduce any such mark or notice on all copies
of such Confidential Information. Likewise, the Receiving Party shall not add or emboss its
own or any other mark, symbol or logo on such Confidential Information.

3. INDEMNITY

The Company hereby indemnifies BOI, and shall always keep indemnified and hold BOI, its
employees, personnel, officers, directors, harmless from and against any and all losses,
liabilities, claims, actions, costs and expenses (including attorneys' fees) relating to, resulting
directly or indirectly from or in any way arising out of any claim, suit or proceeding brought
against BOI as a result of breach of any of the term of this Agreement or breach of any
representation or on account of any false representation or inaccurate statement or assurance
or covenant or warranty of the Company and/or breach of confidentiality obligations of the
Company, or its employees or delegates, contained in this Agreement; and/or negligence or
misconduct attributable to Company and/or its employees/delegates.

Bank of India – Tender Document for Sale of NPA Portfolio – (Tranche 1)

4. The Company is aware that the breach of the provisions of this Agreement by the Company
will cause irreparable loss, damage or loss of reputation of BOI, for which recovery of money
damages would be inadequate. Bank will, therefore, be entitled to obtain injunctive relief as
well to protect its rights under this Agreement in addition to any and all remedies available to
BOI at law or in equity.

5. The provisions of this Agreement shall survive even after the parties have complied with
their obligations/assignment as agreed between the parties.

6. The agreement shall be governed by the laws in India and the Company agree that
Courts/Tribunals in Mumbai alone shall have jurisdiction to try and settle any dispute arising
out of this agreement, however that BOI shall have the right to file suit/initiate legal action
before any Court/Tribunal at any place having appropriate jurisdiction.

7. All stamp duty and other levies on this Agreement shall be borne by the Company only.

IN WITNESS WHEREOF, the Parties hereto have duly executed and delivered this Agreement
on the day and year first above written.

SIGNED by ]
for and on behalf of ]
M/s ………………………………..Pvt. Ltd. ]
through its director _____________ ]
duly authorised by a resolution dated ___ ]
passed by the Board of Directors ]
in the presence of ______________ ]

SIGNED by ]
for and on behalf of ]
Bank of India ]
through its ]
authorised representative ]
in the presence of ______________ ]

Bank of India – Tender Document for Sale of NPA Portfolio – (Tranche 1)

 (Annexure-3)

(Bid-Offer Letter on ARC Letterhead)

Ref.No. Date :

To
The General Manager,
Bank of India, Head Office,
Star House-1,3rd Floor,
C-5, G-Block,
Bandra Kurla Complex,
Bandra (East),
Mumbai – 400 051.
Tel.No.022-66685617
Email : Headoffice.AR@bankofindia.co.in

Subject : Bid for purchase of NPAs of Bank of India.

Sir,

We refer your communication regarding sale of Non-Performing Assets (NPAs) of Bank of India (BOI).

1. Being duly authorised to represent and act for and on behalf of _______________ (Name of
ARC) and having studied and fully understood all the information provided in the NPA Tender
Documents (TD), the undersigned hereby apply as a Bidder for the purchase of Non-
Performing Asset of BOI accordingly to the terms and conditions of the offer made by BOI as
specified in the Tender Document after understanding all consequences and with full
satisfaction.

2. The PAN of the bidder is ________________.

3. We submit the Bid Consideration for certain account (s) on the E-auction platform provided
by BOI.

4. BOI is hereby authorised to conduct any inquiries/investigation to verify the statements,

documents and information submitted in connection with the Bid.

5. BOI and its authorised representatives may contact the following person(s) for any further
information –

Name of the Person : ___________________________

Address : ___________________________
E-mail id : ___________________________
Mobile No. : ___________________________

6. The bid is made with full understanding that –

Bank of India – Tender Document for Sale of NPA Portfolio – (Tranche 1)
 a) This bid is unconditional, irrevocable and binding in all respects;
b) Bank of India reserves the right to accept/reject any Bid without assigning any reasons at
its discretion. The decision of Bank of India in this regard shall be final and conclusive.
c) The information contained in the TD or any other information which may be provided to
bidders is subject to change without prior notice. Bank of India may, in its absolute
discretion, but without being under any obligation to do so, update, amend or supplement
the information contained herein including the envisaged sale process mentioned.
d) The bidder _________________________(Name of the ARC)/ultimate beneficiary is
neither the borrower nor its associate company.

7. I/We am/are aware that the relevant date/cut-off date of transaction is the date of
assignment.

8. In case of default of payment within the prescribed period, the NPAs shall be resold by the
Bank. The defaulting party shall forfeit all claims to the asset or to any part of the sum for
which it may subsequently be sold and we shall have no right or claim or interest over it and
Bank shall have the absolute right to forfeit the amount deposited.

9. The offer made by us is valid for 60 days from the Bid Opening date.

10. For closure of the deal, I am willing to execute Deed of Assignment with BOI along with
payment of full sale consideration on or before the date decided by BOI.

11. I, the undersigned declare the statement made, and the information provided in the duly
completed Bid forms enclosed are complete, true and correct in every aspect.

12. _____________________ (Name of the Person), ____________ (Designation) shall

participate in the bidding process and shall also remain present before the Tender Committee.
The person who is bidding and/or attending the meeting on behalf of us is fully authorised to
negotiate for raising the offer amount further and also to finalise it for and on behalf of us.
The negotiation and finalisation of the offer by him shall be binding and fully acceptable to us.

The signature of authorised representative is attested below –

With regards.

Yours faithfully,

(Authorised Signatory with Name and Designation)

Bank of India – Tender Document for Sale of NPA Portfolio – (Tranche 1)