Vetting of draft amended agreements/documents in relation to Syndicated Facility

Dated: July 15, 2007

Mr. E

Deputy Managing Director

Bank 1

Corporate Office

Rangs Bhaban (8th Floor)

113 – 116, Old Airport Road

Dhaka – 1215

Dear Sir,

RE:     Vetting of draft amended agreements/documents in relation to Syndicated Facility A/C Company 1.

We refer to your letters dated July 08, 2007 and July 12, 2007 received by us on July 15, 2007 on the above subject.

You have provided the following documents for our vetting:

  • Second Amendment to The Term Loan Facility Agreement.
  • Amendment To The Equity Support And Share Retention Agreement
  • Letter of undertaking (to be executed by Company 1 to repay the Loan).
  • Corporate guarantees of BSRM and MEW and
  • Personal guarantees of all the Directors (Five Directors)

The above documents were drafted by us pursuant to the instruction given to us by Agrani Bank, the Lead Arranger. Nevertheless, please check all commercial terms and conditions.

Subject to the above, the said documents are in order and shall protect the interest of Bank 1, a participant in the Syndicated Loan given to BSRM Steels Ltd. in accordance to the terms contained therein.

All documents referred to us are returned herewith.

Thanking you.

Yours faithfully,

_______________

Barrister-at-Law

Drafted by:

 The Lawyers & Jurists
M.L.Hotel Tower Ltd, 208, Shahid Syed Nazrul Islam Sarani,
Bijoy Nagar, Dhaka-1000.
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