SEC FORM
3
SEC Form 3
| FORM 3 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
|
| OMB APPROVAL |
| OMB Number: |
3235-0104 |
| Estimated average burden |
| hours per response: |
0.5 |
|
|
1. Name and Address of Reporting Person*
| LES CASCADES BUILDING |
| EDITH CAVELL STREET |
(Street)
|
2. Date of Event Requiring Statement
(Month/Day/Year)
08/01/2007
|
3. Issuer Name and Ticker or Trading Symbol
Genpact LTD
[ G ]
|
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
|
Director |
X |
10% Owner |
|
Officer (give title below) |
|
Other (specify below) |
|
|
5. If Amendment, Date of Original Filed
(Month/Day/Year)
|
6. Individual or Joint/Group Filing (Check Applicable Line)
|
Form filed by One Reporting Person |
| X |
Form filed by More than One Reporting Person |
|
| Table I - Non-Derivative Securities Beneficially Owned |
|---|
| 1. Title of Security (Instr.
4)
|
2.
Amount of Securities Beneficially Owned (Instr.
4)
|
3. Ownership Form: Direct (D) or Indirect (I) (Instr.
5)
|
4. Nature of Indirect Beneficial Ownership (Instr.
5)
|
| Common Shares, $0.01 par value per share |
19,022 |
D
|
|
| Common Shares, $0.01 par value per share |
53,810,695 |
D
|
|
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
|
|---|
| 1. Title of Derivative Security (Instr.
4)
|
2. Date Exercisable and Expiration Date
(Month/Day/Year) |
3. Title and Amount of Securities Underlying Derivative Security (Instr.
4)
|
4. Conversion or Exercise Price of Derivative Security
|
5. Ownership Form: Direct (D) or Indirect (I) (Instr.
5)
|
6. Nature of Indirect Beneficial Ownership (Instr.
5)
|
| Date Exercisable |
Expiration Date |
Title |
Amount or Number of Shares |
1. Name and Address of Reporting Person*
| LES CASCADES BUILDING |
| EDITH CAVELL STREET |
(Street)
|
1. Name and Address of Reporting Person*
| LES CASCADES BUILDING |
| EDITH CAVELL STREET |
(Street)
|
1. Name and Address of Reporting Person*
| AIFACS BUILDING |
| 1 RAFI MARG |
(Street)
|
1. Name and Address of Reporting Person*
(Street)
|
1. Name and Address of Reporting Person*
(Street)
|
1. Name and Address of Reporting Person*
(Street)
|
1. Name and Address of Reporting Person*
(Street)
|
1. Name and Address of Reporting Person*
(Street)
|
| Explanation of Responses: |
|
|
| Remarks: |
|
|
/s/ Bryant B. Cohen, Attorney-in-Fact |
08/01/2007 |
|
** Signature of Reporting Person |
Date |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. |
| * If the form is filed by more than one reporting person,
see
Instruction
5
(b)(v). |
| ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations
See
18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure. |
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |
Exhibit 24.1
POWER OF ATTORNEY
The undersigned GE CAPITAL (MAURITIUS) HOLDINGS LTD., a company incorporated
under the laws of Mauritius and having its registered office at Edith Cavell
Street, Port Louis, Mauritius (the "Company"),
hereby gives special power of attorney, with power of substitution, to John W.
Campo, Jr., Jonas Svedlund and Bryant B. Cohen, acting individually, to execute
and deliver all contracts, agreements, certifications, instruments or other
documents in its name, place and stead in any and all capacities, as said
attorney-in-fact may deem necessary or desirable in connection with the initial
registered public offering of common shares of Genpact Limited, as more
particularly described in the registration statements on Form S-1 filed under
the United States Securities Act of 1933 (Nos. 333-142875) and any concurrent
offerings, and the transfer of common shares in connection therewith, granting
unto said attorney-in-fact and agent full power and authority to do and perform
each and every thing to be done by the Company in connection with the foregoing
(including, without limiting the generality of the foregoing, take such actions
and execute, deliver and file, as appropriate, all agreements, acknowledgments,
confirmations, regulatory and securities filings, instruments and other
documents in the name and on behalf of the Company, which in her judgment are
necessary or desirable to implement and effect the transactions).
The undersigned also gives full powers to the above appointed attorney to sign
all documents and do any acts necessary or useful in respect of the performance
of this power, even though not specifically indicate, promising to ratify such
acts and signatures if need be.
Given in Mauritius on July 27, 2007
For and on behalf of
GE CAPITAL (MAURITIUS) HOLDINGS LTD
/s/ Danica Matabadul
- ------------------------------
Name: Danica Matabadul
Title: Director
Exhibit 24.2
POWER OF ATTORNEY
The undersigned GE CAPITAL INTERNATIONAL (MAURITIUS)., a company incorporated
under the laws of Mauritius and having its registered office at Edith Cavell
Street, Port Louis, Mauritius(the "Company"),
hereby gives special power of attorney, with power of substitution, to John W.
Campo, Jr., Jonas Svedlund and Bryant B. Cohen, acting individually, to execute
and deliver all contracts, agreements, certifications, instruments or other
documents in its name, place and stead in any and all capacities, as said
attorney-in-fact may deem necessary or desirable in connection with the initial
registered public offering of common shares of Genpact Limited, as more
particularly described in the registration statements on Form S-1 filed under
the United States Securities Act of 1933 (Nos. 333-142875) and any concurrent
offerings, and the transfer of common shares in connection therewith, granting
unto said attorney-in-fact and agent full power and authority to do and perform
each and every thing to be done by the Company in connection with the foregoing
(including, without limiting the generality of the foregoing, take such actions
and execute, deliver and file, as appropriate, all agreements, acknowledgments,
confirmations, regulatory and securities filings, instruments and other
documents in the name and on behalf of the Company, which in her judgment are
necessary or desirable to implement and effect the transactions).
The undersigned also gives full powers to the above appointed attorney to sign
all documents and do any acts necessary or useful in respect of the performance
of this power, even though not specifically indicate, promising to ratify such
acts and signatures if need be.
Given in Mauritius on July 27, 2007
For and on behalf of
GE CAPITAL INTERNATIONAL (MAURITIUS)
/s/ Danica Matabadul
- ----------------------------
Name: Danica Matabadul
Title: Director
Exhibit 24.3
POWER OF ATTORNEY
The undersigned, GE Indian Services Holding Private Limited (hereinafter
referred to as the "Corporation") does hereby make, constitute and appoint the
persons listed below as the Corporation's true and lawful agent and
attorney-in-fact (hereinafter referred to as the "Attorney") to act either
together or alone in the name and on behalf of the Corporation for and with
respect to the matters hereinafter described.
Names of Attorneys:
Ronald J. Herman
John W. Campo Jr.
Frank J. Ertl
Bryant B. Cohen
P. Jonas Svedlund
Each Attorney shall have the power and authority to do the following:
To execute and deliver any Schedule 13D, Schedule 13G and Forms 3, 4 and 5
and any amendments thereto required to be filed with the Securities and
Exchange Commission under the Securities Exchange Act of 1934 on behalf of
the Corporation with regard to the securities of Genpact Limited owned by
the Corporation or its subsidiaries.
And, in connection with the foregoing, to execute and deliver all
documents, acknowledgments, consents and other agreements and to take such
further action as may be necessary or convenient for the Corporation in order to
more effectively carry out the intent and purpose of the foregoing.
Agreements, commitments, documents, instruments and other writings
executed by the Attorneys in accordance with the terms hereof shall be binding
upon the Corporation without attestation and without affixation of the seal of
the Corporation. The Power of Attorney conferred hereby shall not be delegable
by any Attorney. Each Attorney shall serve without compensation for acting in
the capacity of agent and attorney-in-fact hereunder.
Unless sooner revoked by the Corporation, this Power of Attorney shall be
governed under the laws of the State of New York and the authority of the
Attorney hereunder shall terminate on, December 31, 2007.
IN WITNESS WHEREOF, the Corporation has caused this Power of Attorney to
be executed pursuant to authority granted by the Corporation's board of
directors, as of the 1st day of August, 2007.
GE Indian Services Holding Private Limited
By: /s/ Rupak Saha
--------------------------------------
Name: Rupak Saha
Title: Director
Attest:
/s/ Neena V. Sharma
- ------------------------------------
Neena V. Sharma, Manager
Exhibit 24.4
POWER OF ATTORNEY
The undersigned, GE India Ventures, LLC (hereinafter referred to as the
"Company") does hereby make, constitute and appoint the persons listed below as
the Company's true and lawful agent and attorney-in-fact (hereinafter referred
to as the "Attorney") to act either together or alone in the name and on behalf
of the Company for and with respect to the matters hereinafter described.
Names of Attorneys:
Ronald J. Herman
John W. Campo Jr.
Frank J. Ertl
Bryant B. Cohen
P. Jonas Svedlund
Each Attorney shall have the power and authority to do the following:
To execute and deliver any Schedule 13D, Schedule 13G and Forms 3, 4 and 5
and any amendments thereto required to be filed with the Securities and
Exchange Commission under the Securities Exchange Act of 1934 on behalf of
the Company with regard to the securities of Genpact Limited owned by the
Company or its subsidiaries.
And, in connection with the foregoing, to execute and deliver all
documents, acknowledgments, consents and other agreements and to take such
further action as may be necessary or convenient for the Company in order to
more effectively carry out the intent and purpose of the foregoing.
Agreements, commitments, documents, instruments and other writings
executed by the Attorneys in accordance with the terms hereof shall be binding
upon the Company without attestation and without affixation of the seal of the
Company. The Power of Attorney conferred hereby shall not be delegable by any
Attorney. Each Attorney shall serve without compensation for acting in the
capacity of agent and attorney-in-fact hereunder.
Unless sooner revoked by the Company, this Power of Attorney shall be
governed under the laws of the State of New York and the authority of the
Attorney hereunder shall terminate on, December 31, 2007.
IN WITNESS WHEREOF, the Company has caused this Power of Attorney to be
executed pursuant to authority granted by the Company's operating agreement, as
of the 31st day of July, 2007.
GENERAL ELECTRIC CAPITAL CORPORATION as
Managing Member of General Electric
Capital Services Indian
Investments, LLC as Managing Member of
GE India Ventures, LLC
By: /s/ Michael A. Gaudino
------------------------------------
Name: Michael A. Gaudino
Title: Vice President
2
State of Connecticut )
) ss: Norwalk
County of Fairfield )
Before me, a notary public, personally appeared Michael A. Gaudino known to me
to be a Vice President of General Electric Capital Corporation, who executed the
foregoing and attached Certificate pursuant to authority granted by the Board of
Directors of said Corporation.
/s/ Eva Willatt
- -------------------------
Notary Public
EVA WILLATT
NOTARY PUBLIC
My commission expires: MY COMMISSION EXPIRES 7/31/11
-----------------------------
Dated: July 31, 2007
----------------
3
Exhibit 24.5
POWER OF ATTORNEY
The undersigned, General Electric Capital Services Indian Investments,
LLC (hereinafter referred to as the "Company") does hereby make, constitute
and appoint the persons listed below as the Company's true and lawful agent
and attorney-in-fact (hereinafter referred to as the "Attorney") to act either
together or alone in the name and on behalf of the Company for and with
respect to the matters hereinafter described.
Names of Attorneys:
Ronald J. Herman
John W. Campo Jr.
Frank J. Ertl
Bryant B. Cohen
P. Jonas Svedlund
Each Attorney shall have the power and authority to do the following:
To execute and deliver any Schedule 13D, Schedule 13G and Forms 3, 4
and 5 and any amendments thereto required to be filed with the
Securities and Exchange Commission under the Securities Exchange Act of
1934 on behalf of the Company with regard to the securities of
Genpact Limited owned by the Company or its subsidiaries.
And, in connection with the foregoing, to execute and deliver all
documents, acknowledgments, consents and other agreements and to take such
further action as may be necessary or convenient for the Company in order to
more effectively carry out the intent and purpose of the foregoing.
Agreements, commitments, documents, instruments and other writings
executed by the Attorneys in accordance with the terms hereof shall be binding
upon the Company without attestation and without affixation of the seal of
the Company. The Power of Attorney conferred hereby shall not be delegable
by any Attorney. Each Attorney shall serve without compensation for acting in
the capacity of agent and attorney-in-fact hereunder.
Unless sooner revoked by the Company, this Power of Attorney shall
be governed under the laws of the State of New York and the authority of the
Attorney hereunder shall terminate on, December 31, 2007.
IN WITNESS WHEREOF, the Company has caused this Power of Attorney to be
executed pursuant to authority granted by the Company's operating agreement, as
of the 31st day of July, 2007.
GENERAL ELECTRIC CAPITAL CORPORATION as
Managing Member of
General Electric Capital Services Indian
Investments, LLC
By: /s/ Michael A. Gaudino
------------------------------------
Name: Michael A. Gaudino
Title: Vice President
2
State of Connecticut )
) ss: Norwalk
County of Fairfield )
Before me, a notary public, personally appeared Michael A. Gaudino known to me
to be a Vice President of General Electric Capital Corporation, who executed the
foregoing and attached Certificate pursuant to authority granted by the Board of
Directors of said Corporation.
/s/ Eva Willatt
- -------------------------
Notary Public
EVA WILLATT
NOTARY PUBLIC
My commission expires: MY COMMISSION EXPIRES 7/31/11
-----------------------------
Dated: July 31, 2007
----------------
3
Exhibit 24.7
POWER OF ATTORNEY
The undersigned, General Electric Capital Services, Inc., a Delaware
corporation (hereinafter referred to as the "Corporation") does hereby make,
constitute and appoint the persons listed below as the Corporation's true and
lawful agent and attorney-in-fact (hereinafter referred to as the "Attorney") to
act either together or alone in the name and on behalf of the Corporation for
and with respect to the matters hereinafter described.
Name of Attorney:
Preston H. Abbott Paul J. Halas
Stephen Ambrose, Jr. Ronald Herman
Brock Austin Mark Kaplow
Eileen Brumback Barbara A. Lane
John W. Campo, Jr. Alan Lewis
Carlos Carrasquillo David L. Lloyd
Barbara Daniele Keith W. Newman
Laura E.B. Dawson Michael Pastore
Frank Ertl James C. Ungari
Michael A. Gaudino Alex Urquhart
Barbara J. Gould
Each Attorney shall have the power and authority to do the following:
To execute and deliver any Schedule 13D, Schedule 13G or Forms 3, 4 and 5
or any amendments thereto required to be filed with the Securities and
Exchange Commission under the Securities Exchange Act of 1934 on behalf of
the Corporation with regard to any securities owned by the Corporation,
General Electric Capital Corporation or any of their subsidiaries.
And, in connection with the foregoing, to execute and deliver all
documents, acknowledgments, consents and other agreements and to take such
further action as may be necessary or convenient for the Corporation in order to
more effectively carry out the intent and purpose of the foregoing.
Agreements, commitments, documents, instruments and other writings
executed by the Attorney in accordance with the terms hereof shall be binding
upon the Corporation without attestation and without affixation of the seal of
the Corporation. The Power of Attorney conferred hereby shall not be delegable
by any Attorney. The Attorney shall serve without compensation for acting in the
capacity of agent and attorney-in-fact hereunder.
Unless revoked by the Corporation, this Power of Attorney shall be
governed under the laws of the State of New York and the authority of the
Attorney hereunder shall terminate on December 31, 2007.
IN WITNESS WHEREOF, the Corporation has caused the Power of Attorney to be
executed, attested and its corporate seal to be affixed pursuant to authority
granted by the Corporation's board of directors, as of the 1st day of January
2007.
General Electric Capital Services, Inc.
(Corporate Seal)
By: /s/ Craig T. Beazer
-----------------------------------
Craig T. Beazer
Vice President, General Counsel
and Secretary
Attest:
/s/ David P. Russell
- -----------------------------------
David P. Russell
Assistant Secretary
2
Exhibit 24.8
POWER OF ATTORNEY
The undersigned, General Electric Company, a New York corporation
(hereinafter referred to as the "Corporation") does hereby make, constitute and
appoint the persons listed below as the Corporation's true and lawful agent and
attorney-in-fact (hereinafter referred to as the "Attorney") to act either
together or alone in the name and on behalf of the Corporation for and with
respect to the matters hereinafter described.
Name of Attorney:
Preston H. Abbott Paul J. Halas
Stephen Ambrose, Jr. Ronald J. Herman, Jr.
Brock Austin Mark Kaplow
Eileen Brumback Barbara A. Lane
John W. Campo, Jr. Alan Lewis
Carlos Carrasquillo David L. Lloyd
Barbara Daniele Keith W. Newman
Laura E.B. Dawson Michael Pastore
Frank Ertl James C. Ungari
Michael A. Gaudino Alex Urquhart
Barbara J. Gould
Each Attorney shall have the power and authority to do the following:
To execute and deliver any Schedule 13D, Schedule 13G or Forms 3, 4 and 5
or any amendments thereto required to be filed with the Securities and
Exchange Commission under the Securities Exchange Act of 1934 on behalf of
the Corporation with regard to any securities owned by the Corporation,
General Electric Capital Corporation or any of their subsidiaries.
And, in connection with the foregoing, to execute and deliver all
documents, acknowledgments, consents and other agreements and to take such
further action as may be necessary or convenient for the Corporation in order to
more effectively carry out the intent and purpose of the foregoing.
Agreements, commitments, documents, instruments and other writings
executed by the Attorney in accordance with the terms hereof shall be binding
upon the Corporation without attestation and without affixation of the seal of
the Corporation. The Power of Attorney conferred hereby shall not be delegable
by any Attorney. The Attorney shall serve without compensation for acting in the
capacity of agent and attorney-in-fact hereunder.
Unless revoked by the Corporation, this Power of Attorney shall be
governed under the laws of the State of New York and the authority of the
Attorney hereunder shall terminate on December 31, 2007.
IN WITNESS WHEREOF, the Corporation has caused the Power of Attorney
to be executed, attested and its corporate seal to be affixed pursuant to
authority granted by the Corporation's board of directors, as of the 1st day of
January 2007.
GENERAL ELECTRIC COMPANY
(Corporate Seal)
By: /s/ Philip D. Ameen
----------------------------
Philip D. Ameen
Vice President
Attest:
/s/ Eliza W. Fraser
- ----------------------------
Eliza W. Fraser
Attesting Secretary
2
Exhibit 99.1
------------
Joint Filer Information
-----------------------
Name of Joint Filer: GE Capital International
(Mauritius)
Address of Joint Filer: Les Cascades Building,
Edith Cavell Street
Port Louis, Mauritius
Relationship of Joint Filer to Issuer: 10% Owner
Issuer Name and Ticker or Trading Symbol: Genpact Limited (G)
Date of Event Requiring
Statement (Month/Day/Year): 8/1/2007
Designated Filer: GE Capital (Mauritius) Holdings
Ltd.
SIGNATURE:
GE Capital International (Mauritius)
/s/ Bryant B. Cohen
- -----------------------------------
Name: Bryant B. Cohen
Title: Attorney-in-fact
August 1, 2007
- --------------
Date
Joint Filer Information
-----------------------
Name of Joint Filer: GE Indian Services Holding
Private Limited
Address of Joint Filer: AIFACS Building
1 Rafe Marg
New Delhi, 110001 India
Relationship of Joint Filer to Issuer: 10% Owner
Issuer Name and Ticker or Trading Symbol: Genpact Limited (G)
Date of Event Requiring
Statement (Month/Day/Year): 8/1/2007
Designated Filer: GE Capital (Mauritius) Holdings
Ltd.
SIGNATURE:
GE Indian Services Holding Private Limited
/s/ Frank Ertl
- -----------------------------------
Name: Frank Ertl
Title: Attorney-in-fact
August 1, 2007
- --------------
Date
2
Joint Filer Information
-----------------------
Name of Joint Filer: GE India Ventures LLC
Address of Joint Filer: 120 Long Ridge Road
Stamford, CT 06927
Relationship of Joint Filer to Issuer: 10% Owner
Issuer Name and Ticker or Trading Symbol: Genpact Limited (G)
Date of Event Requiring
Statement (Month/Day/Year): 8/1/2007
Designated Filer: GE Capital (Mauritius) Holdings
Ltd.
SIGNATURE:
GE India Ventures LLC
/s/ Frank Ertl
- -----------------------------------
Name: Frank Ertl
Title: Attorney-in-fact
August 1, 2007
- --------------
Date
3
Joint Filer Information
-----------------------
Name of Joint Filer: General Electric Capital
Services Indian Investments LLC
Address of Joint Filer: 120 Long Ridge Road
Stamford, CT 06927
Relationship of Joint Filer to Issuer: 10% Owner
Issuer Name and Ticker or Trading Symbol: Genpact Limited (G)
Date of Event Requiring
Statement (Month/Day/Year): 8/1/2007
Designated Filer: GE Capital (Mauritius) Holdings
Ltd.
SIGNATURE:
General Electric Capital Services Indian Investments LLC
/s/ Frank Ertl
- -----------------------------------
Name: Frank Ertl
Title: Attorney-in-fact
August 1, 2007
- --------------
Date
4
Joint Filer Information
-----------------------
Name of Joint Filer: General Electric Capital
Corporation
Address of Joint Filer: 3135 Easton Turnpike
Fairfield, CT 06828
Relationship of Joint Filer to Issuer: 10% Owner
Issuer Name and Ticker or Trading Symbol: Genpact Limited (G)
Date of Event Requiring
Statement (Month/Day/Year): 8/1/2007
Designated Filer: GE Capital (Mauritius) Holdings
Ltd.
SIGNATURE:
General Electric Capital Corporation
/s/ Frank Ertl
- -----------------------------------
Name: Frank Ertl
Title: Attorney-in-fact
August 1, 2007
Date
5
Joint Filer Information
-----------------------
Name of Joint Filer: General Electric Capital
Services, Inc.
Address of Joint Filer: 3135 Easton Turnpike
Fairfield, CT 06828
Relationship of Joint Filer to Issuer: 10% Owner
Issuer Name and Ticker or Trading Symbol: Genpact Limited (G)
Date of Event Requiring
Statement (Month/Day/Year): 8/1/2007
Designated Filer: GE Capital (Mauritius) Holdings
Ltd.
SIGNATURE:
General Electric Capital Services, Inc.
/s/ Frank Ertl
- -----------------------------------
Name: Frank Ertl
Title: Attorney-in-fact
August 1, 2007
- --------------
Date
6
Joint Filer Information
-----------------------
Name of Joint Filer: General Electric Company
Address of Joint Filer: 3135 Easton Turnpike
Fairfield, CT 06828
Relationship of Joint Filer to Issuer: 10% Owner
Issuer Name and Ticker or Trading Symbol: Genpact Limited (G)
Date of Event Requiring
Statement (Month/Day/Year): 8/1/2007
Designated Filer: GE Capital (Mauritius) Holdings
Ltd.
SIGNATURE:
General Electric Company
/s/ Frank Ertl
- -----------------------------------
Name: Frank Ertl
Title: Attorney-in-fact
August 1, 2007
- --------------
Date
7
