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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-A
For Registration of Certain Classes of Securities
Pursuant to Section 12(b) or (g) of the
Securities Exchange Act of 1934
REDIFF.COM INDIA LIMITED
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(Exact name of registrant as specified in its charter)
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REPUBLIC OF INDIA NOT APPLICABLE
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(State of incorporation or organization) (I.R.S. Employer Identification No.)
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MAHALAXMI ENGINEERING ESTATE
1ST FLOOR, L. J. FIRST CROSS ROAD
MAHIM (WEST), MUMBAI 400 016, INDIA
(Address of principal executive offices) (Zip Code)
If this Form relates to the registration of a class of debt securities
and is effective upon filing pursuant to General Instruction A.(c)(1), please
check the following box. [ ]
If this Form relates to the registration of a class of debt securities
and is to become effective simultaneously with the effectiveness of a concurrent
registration statement under the Securities Act of 1933 pursuant to General
Instruction A.(c)(2), please check the following box. [ ]
If this Form relates to the registration of a class of securities
pursuant to Section 12(b) of the Exchange Act and is effective upon filing
pursuant to General Instruction A.(c), check the following box. [ ]
If this Form relates to the registration of a class of securities
pursuant to Section 12(g) of the Exchange Act and is effective pursuant to
General Instruction A.(d), check the following box. [X]
Securities Act registration statement file number to which this form
relates: 333-37376
SECURITIES TO BE REGISTERED PURSUANT TO SECTION 12(b) OF THE ACT:
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Title of each class Name of each exchange on which
to be so registered each class is to be registered
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None None
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SECURITIES TO BE REGISTERED PURSUANT TO SECTION 12(g) OF THE ACT:
EQUITY SHARES, PAR VALUE RS. 5 PER SHARE*
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(Title of class)
* American Depositary Shares representing the Equity Shares are being
registered under the Securities Act of 1933, as amended, pursuant to a
separate Registration Statement on Form F-6 and accordingly are exempt
from registration under Section 12(g) of the Securities Exchange Act of
1934, as amended, pursuant to Rule 12g3-2(c) thereunder.
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INFORMATION REQUIRED IN REGISTRATION STATEMENT
Item 1. Description of Registrant's Securities to be Registered
Incorporated by reference to the information contained in the section
titled "Description of Equity Shares" contained in Registrant's
Registration Statement on Form F-1 filed on May 19, 2000 (File No.
333-37376) (the "F-1 Registration Statement").
Item 2. Exhibits
The following exhibits are filed as a part of this registration
statement:
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Exhibit
Number Description of Document
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3.1* Articles of Association of the Registrant, as amended.
3.2* Memorandum of Association of the Registrant, as amended.
3.3* Certificate of Incorporation of the Registrant, as
amended.
4.1* Form of Deposit Agreement among the Registrant,
Citibank, N.A., and the holders from time to time of
American Depositary Receipts issued thereunder
(including as an exhibit, the form of American
Depository Receipt).
4.2* Registrant's specimen certificate for equity shares.
4.3* Amended and Restated Shareholder Rights Agreement dated
February 24, 2000 between the Registrant and the
shareholders of the Registrant.
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* Incorporated by reference to Exhibits of the same number to the F-1
Registration Statement of Registrant, File No. 333-37376, filed with the
Securities and Exchange Commission on May 19, 2000.
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SIGNATURE
Pursuant to the requirements of Section 12 of the Securities Exchange
Act of 1934, the Registrant has duly caused this registration statement to be
signed on its behalf by the undersigned, thereto duly authorized.
Date: May 31, 2000 REDIFF.COM INDIA LIMITED
By: /s/ Rajiv Warrier
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Rajiv Warrier
Chief Financial Officer
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INDEX TO EXHIBITS
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Exhibit
Number Description of Document
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3.1* Articles of Association of the Registrant, as amended.
3.2* Memorandum of Association of the Registrant, as amended.
3.3* Certificate of Incorporation of the Registrant, as amended.
4.1* Form of Deposit Agreement among the Registrant, Citibank, N.A., and the
holders from time to time of American Depositary Receipts issued
thereunder (including as an exhibit, the form of American Depository
Receipt).
4.2* Registrant's specimen certificate for equity shares.
4.3* Amended and Restated Shareholder Rights Agreement dated February 24,
2000 between the Registrant and the shareholders of the Registrant.
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* Incorporated by reference to Exhibits of the same number to the F-1
Registration Statement of Registrant, File No. 333-37376, filed with the
Securities and Exchange Commission on May 19, 2000.
