Muthoot Finance Limited - NCD - Dec'11 (Double your money in 5½ years) : Key Information

The size of the issue is aggregating up to Rs. 3000 million with an option to retain over-subscription. Nature of Indebtedness - Pari passu with other secured creditors and priority over unsecured creditors. The NCDs will be issued in Demat mode only The issue has been rated 'CRISIL AA-/Stable' by CRISIL '[ICRA] AA-(stable)' by ICRA. Opening date of the issue: December 22, 2011. Closing date of the Issue: January 07, 2011 (discretion to close early subject to necessary approvals). Applications: An applicant is allowed to make one or more applications for the NCDs for the same or other series of NCDs, subject to a minimum application size of Rs. 5,000 and in multiples of Rs 1,000 thereafter, for each application. However, multiple applications by the same applicant belonging to Category III aggregating to a value exceeding Rs. 500,000 shall be grouped in Category II, for the purpose of determining the basis of allotment to such applicant. NRI customers are not eligible to apply for the issue. Proposed to be listed on BSE. Eligible Investors: Category I Public Financial Institutions, Statutory Corporations, Commercial Banks, Co-operative Banks and Regional Rural Banks, which are authorised to invest in the NCDs. Provident Funds, Pension Funds, Superannuation Funds and Gratuity Fund, which are authorised to invest in the NCDs. Venture Capital funds registered with SEBI. Insurance Companies registered with the IRDA. National Investment Fund. Mutual Funds. Category II Companies (corporate and societies) registered under the applicable laws in India and authorised to invest in the NCDs. Public/private charitable/religious trusts which are authorised to invest in the NCDs. Scientific and/or industrial research organisations, which are authorised to invest in the NCDs. Partnership firms in the name of the partners. Limited Liability Partnerships formed and registered under the provisions of the Limited Liability. Partnership Act, 2008 (No. 6 of 2009). Resident Indian individuals and Hindu Undivided Families through the Karta applying for NCDs aggregating to a value exceeding Rs. 500,000, across all series of NCDs, (Option I and/or Option II and/or Option III). Category III Resident Indian individuals and Hindu Undivided Families through the Karta applying for NCDs aggregating to a value not more than Rs. 500,000 across all series of NCDs, (Option I and/or Option II and/or Option III). Allocations will be on a First Come First Serve Basis, with reservations as follows: 20% - Applicants belonging to Category I 40% - applicants belonging to Category II 40% - Applicants belonging to Category III Proportionate Allotments: For each Portion, in case of oversubscription: Allotments to the Applicants shall be made in proportion to their respective application size, rounded off to the nearest integer. If the process of rounding off to the nearest integer results in the actual allocation of NCDs being higher than the Issue size, not all Applicants will be allotted the number of NCDs arrived at after such rounding off. Rather, each Applicant whose allotment size, prior to rounding off, had the highest decimal point would be given preference. In the event, there are more than one applicant whose entitlement remain equal after the manner of distribution referred to above, our Company will ensure that the basis of allotment is finalised by draw of lots in a fair and equitable manner. If there is any under subscription in any category, priority in allotments will be given to the Category III, and balance, if any, shall be first made to applicants of Category II, and thereafter Category I on a first come first serve basis, on proportionate basis. The specific terms of each instrument are as follows: Options I II III IV Frequency of Interest Payment Annual Annual Annual NA Tenor 24 months 36 months 60 months 66 months Face Value of NCD(Rs / NCD) Rs 1000/- Minimum Application Rs.5000/- (i.e.5 NCDs) (for all options of NCDs, namely Option I, Option II, Option III and Option IV either taken individually or collectively) In multiples of Rs 1,000 (1 NCD) Issue Price(Rs/ NCD) Rs 1,000 Mode of Interest Payment Through various options available Inerest Rate (%) for NCD Holders in all Category 13.00% 13.25% 13.25% NA Effective Yield (per annum) for NCD Holders in all Category 13.00% 13.25% 13.25% 13.43% Redemption Date (from Deemed Date of Allotment) 24 months 36 months 60 months 66 months Redemption amount (per NCD) Repayment of the face value plus any interest that may have accured at the Redemption Date. Rs 2,000 Nature of Indebtednedd Pari passu with other secured creditors and priority over unsecured creditors Deemed Date of Allotment Deemed date of allotment shall be the date as decided by the duly authorised committee of the Board constituted by resolution of the Board dated July 25, 2011, and as mentioned on the Allotment Advice / regret.

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