Draft Red Herring Prospectus Dated August 13, 2009 Please read Section 60B of the Companies Act, 1956 (The Draft Red Herring Prospectus will be updated upon filing with the RoC) 100% Book Building Issue JSW ENERGY LIMITED (Our Company was incorporated as Jindal Tractebel Power Company Limited under the Companies Act, 1956 on March 10, 1994. The name of our Company was changed to Jindal Thermal Power Company Limited on January 17, 2002. Subsequently the name of our Company was changed to JSW Energy Limited on December 7, 2005. For details of the change in our name, see “History and Certain Corporate Matters” on page [●] of this Draft Red Herring Prospectus.) Registered Office: Jindal Mansion, 5A, Dr. G. Deshmukh Marg, Mumbai 400 026, Maharashtra. Corporate Office: The Enclave, Behind Marathe Udyog Bhavan, New Prabhadevi Road, Prabhadevi, Mumbai 400025. Company Secretary and Compliance Officer: Mr. S. Madhavan Tel: (91 22) 6783 8000; Fax: (91 22) 2432 0740; Email: [email protected]; Website: www.jsw.in PUBLIC ISSUE OF [●] EQUITY SHARES OF Rs. 10 EACH OF JSW ENERGY LIMITED (“JSWEL” OR THE “COMPANY” OR THE “ISSUER”) FOR CASH AT A PRICE OF Rs. [•] PER EQUITY SHARE (INCLUDING A SHARE PREMIUM OF Rs. [•] PER EQUITY SHARE) AGGREGATING UP TO Rs. 30,000 MILLION (THE “ISSUE”). THE ISSUE COMPRISES A NET ISSUE OF [●] EQUITY SHARES AGGREGATING UP TO Rs. [●] MILLION TO THE PUBLIC AND A RESERVATION OF [●] EQUITY SHARES AGGREGATING UP TO Rs. [●] FOR ELIGIBLE EMPLOYEES (THE “EMPLOYEE RESERVATION PORTION”). THE ISSUE AND THE NET ISSUE WILL CONSTITUTE [●]% AND [●]% RESPECTIVELY OF THE POST ISSUE PAID-UP CAPITAL OF THE COMPANY. # # The Company is considering a Pre-IPO Placement of Equity Shares with various investors (“Pre-IPO Placement”). The Pre-IPO placement is at the discretion of the Company. The Company will complete the issuance and allotment of such Equity Shares prior to the filing the Red Herring Prospectus with the RoC. If the Pre-IPO Placement is completed, the Net Issue size offered to the public would be reduced to the extent of such Pre-IPO Placement, subject to a minimum Net Issue size of 10% of the post Issue paid-up capital being offered to the public. THE FACE VALUE OF EQUITY SHARES IS Rs. 10 EACH. THE PRICE BAND AND THE MINIMUM BID LOT WILL BE DECIDED BY THE COMPANY IN CONSULTATION WITH THE BOOK RUNNING LEAD MANAGERS AND ADVERTISED AT LEAST TWO WORKING DAYS PRIOR TO THE BID/ISSUE OPENING DATE. In case of revision in the Price Band, the Bidding/Issue Period will be extended by three additional days after revision of the Price Band subject to the Bidding /Issue Period not exceeding 10 working days. Any revision in the Price Band and the Bidding/Issue Period, if applicable, will be widely disseminated by notification to the National Stock Exchange of India Limited (“NSE”) and the Bombay Stock Exchange Limited (“BSE”), by issuing a press release, and also by indicating the change on the websites of the Book Running Lead Managers and at the terminals of the Syndicate. In accordance with Rule 19(2)(b) of the Securities Contracts (Regulation) Rules, 1957 (“SCRR”), this being an Issue for less than 25% of the post–Issue capital, the Issue is being made through the 100% Book Building Process wherein at least 60% of the Net Issue will be allocated on a proportionate basis to Qualified Institutional Buyers (“QIBs”), out of which 5% shall be available for allocation on a proportionate basis to Mutual Funds only. The remainder shall be available for allocation on a proportionate basis to all QIBs, including Mutual Funds, subject to valid Bids being received from them at or above the Issue Price. If at least 60% of the Net Issue cannot be allocated to QIBs, then the entire application money will be refunded forthwith. Further, not less than 10% of the Net Issue will be available for allocation on a proportionate basis to Non-Institutional Bidders and not less than 30% of the Net Issue will be available for allocation on a proportionate basis to Retail Individual Bidders, subject to valid Bids being received at or above the Issue Price. RISK IN RELATION TO THE FIRST ISSUE This being the first public issue of Equity Shares of our Company, there has been no formal market for the Equity Shares of our Company. The face value of the Equity Shares is Rs.10 per Equity Share and the Issue Price is [●] times of the face value at the lower end of the Price Band and [●] times of the face value at the higher end of the Price Band. The Issue Price (as determined by our Company in consultation with the Book Running Lead Managers on the basis of assessment of market demand for the Equity Shares offered by way of the Book Building Process and as stated in the section “Basis for Issue Price” on page [●] of this Draft Red Herring Prospectus) should not be taken to be indicative of the market price of the Equity Shares after the Equity Shares are listed. No assurance can be given regarding an active and/or sustained trading in the Equity Shares of our Company or regarding the price at which the Equity Shares will be traded after listing. GENERAL RISKS Investments in equity and equity-related securities involve a degree of risk and investors should not invest any funds in this Issue unless they can afford to take the risk of losing their investment. Investors are advised to read the risk factors carefully before taking an investment decision in this Issue. For taking an investment decision, investors must rely on their own examination of the Issuer and the Issue, including the risks involved. The Equity Shares offered in the Issue have not been recommended or approved by the Securities and Exchange Board of India (“SEBI”), nor does SEBI guarantees the accuracy or adequacy of this Draft Red Herring Prospectus. Specific attention of the investors is drawn to the section titled “Risk Factors” on page [●] of this Draft Red Herring Prospectus. IPO GRADING This Issue has been graded by [●] as [●], indicating [●]. For details see “General Information” beginning on page [●] of this Draft Red Herring Prospectus. ISSUER’S ABSOLUTE RESPONSIBILITY The Issuer, having made all reasonable inquiries, accepts responsibility for and confirms that this Draft Red Herring Prospectus contains all information with regard to the Issuer and the Issue that is material in the context of the Issue, that the information contained in this Draft Red Herring Prospectus is true and correct in all material aspects and is not misleading in any material respect, that the opinions and intentions expressed herein are honestly held and that there are no other facts, the omission of which makes this Draft Red Herring Prospectus as a whole, or any information or the expression of any opinions or intentions, misleading in any material respect. LISTING ARRANGEMENT The Equity Shares offered through this Draft Red Herring Prospectus are proposed to be listed on the NSE and the BSE. We have received in-principle approval from NSE and BSE for the listing of our Equity Shares pursuant to their letters dated [●] and [●], respectively. For purposes of the Issue, the Designated Stock Exchange is [●]. BOOK RUNNING LEAD MANAGERS JM Financial Consultants Private Limited 141, Maker Chambers III Nariman Point Mumbai 400 021 Tel: (91 22) 6630 3030/3953 3030 Fax: (91 22) 22047185 Email: [email protected]Investor Grievance Id: [email protected]Website: www.jmfinancial.in SEBI Registration No.: INM000010361 Contact Person: Mr. Rohit Pareek Kotak Mahindra Capital Company Limited 3rd Floor, Bakhtawar 229 Nariman Point Mumbai 400 021 Tel: (91 22) 6634 1100 Fax: (91 22) 2283 7517 Email: [email protected]Investor Grievance Id: [email protected]Website: www.kotak.com SEBI Registration No.: INM000008704 Contact Person: Mr. Chandrakant Bhole ICICI Securities Limited ICICI Centre , H.T. Parekh Marg Churchgate Mumbai 400 020 Tel: (91 22) 2288 2460/70 Fax: (91 22) 2282 6580 E-mail: [email protected]Investor Grievance Id: [email protected]Website: www.icicisecurities.com SEBI Registration No.: INM000011179 Contact Person: Mr. Sumanth Rao BOOK RUNNING LEAD MANAGERS IDFC – SSKI Limited 803/4 Tulsiani Chambers 8 th Floor, Nariman Point Mumbai 400 021 Tel: (91 22) 6638 3333 Fax: (91 22) 2204 0282 Email: [email protected]Investor Grievance Id: [email protected]Website: www.idfcsski.com SEBI Reg. No. INM000011336 Contact Person: Mr. Hiren Raipancholia J.P. Morgan India Private Limited 9th floor, Mafatlal Centre, Nariman Point Mumbai 400021 Tel: (91 22) 2285 5666 Fax: (91 22) 6639 3091 Email: [email protected]Investor Grievance Id: [email protected]Website: www.jpmipl.com SEBI Registration No.: INM000002970 Contact Person: Ms. Shweta M Kamdar SBI Capital Markets Limited 202, Maker Towers ‘E’, Cuffe Parade Mumbai 400 005 Tel: (91 22) 2217 8300 Fax: (91 22) 2218 8332 Email: [email protected]Investor Grievance Id: [email protected]Website: www.sbicaps.com SEBI Registration No: INM000003531 Contact Person: Mr. Abhishek Gupta BOOK RUNNING LEAD MANAGERS REGISTRAR TO THE ISSUE [●] Morgan Stanley India Company Private Limited 1101 – 1115, Trident Nariman Point Mumbai 400 021 Tel: (91 22) 6621 0555 Fax: (91 22) 6621 0556 Email: [email protected]Investor Grievance Id: [email protected]Website:www.morganstanley.com/indiaofferdocuments SEBI Registration No. : INM000011203 Contact Person: Mr. Mayank Pagaria IDBI Capital Market Services Limited 5 th Floor, Mafatlal Centre Nariman Point Mumbai 400 021 Tel: (91 22) 4322 1212 Fax: (91 22) 2283 8782 Email: [email protected]Investor Grievance Id:[email protected]Website: www.idbicapital.com SEBI Registration No: INM000010866 Contact Person: Mr. Piyush Bansal [●] BID/ISSUE PROGRAMME BID/ISSUE OPENS ON [●], 2009 BID/ISSUE CLOSES ON [●], 2009
