Minutes of the 76th meeting of the BoA for SEZ held on 28th March, 2017

Minutes of the 76 meeting of the Board of Approval for SEZ held on 28" March 2017 to consider setting up of Special Economic Zones and other miscellaneous proposals

The Seventy Sixth (76") meeting of the Board of Approval (BoA) for Special Economic Zones (SEZs) was held on 28" March, 2017 under the Chairpersonship of Ms. Rita Teaotia, Secretary, Department of Commerce, at 3.00 P.M. in Room No. 47, Udyog Bhawan, New Delhi to consider the proposals in respect of notified/approved SEZs. The list of participants is Annexed (Annexure-1).

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Item No. 76.1 Proposals for setting up of New SEZs (4 proposals)

(i) Request of M/s. Raj Build Infra LLP for setting up of FTWZ at Village-Taloi, Taluka-Bhiwandi, District-Thane, Maharashtra over an area of 300 hectares.

The Board, after deliberations, in-principle approved the proposal for setting up of Free Trade Warehouse Zone (FTWZ) at Village-Taloi, Taluka-Bhiwandi, District-Thane, Maharashtra, over an area of 300 hectares subject to the condition that the developer while acquiring the land and before obtaining formal approval of the Government of India will comply with all the legal requirements of the State Government under various Act/Rules/Regulations & orders concerning land & other related matters including the Government of India prevailing SEZ Guidelines in force.

(ii) | Request of M/s. Metro Infocity Pvt. Ltd., M/s. Zamidar Realcom Pvt. Ltd. and M/s. Lavya Realtors Pvt. Ltd. (jointly) for setting up of sector specific SEZ for Electronic Hardware & Software including IT/ITES at Village Behrampur & Balola, Tehsil-Sohna, District Gurgaon, Haryana over an area of 10.11 hectares. The Board, after deliberations, approved the proposal for setting up of a sector specific Special Economic Zone for IT/ITES at Village Behrampur & Balola, Tehsil-Sohna, District Gurgaon, Haryana, over an area of 10.11 hectares, subject to the condition that the developer shall maintain the contiguity of SEZ under the SEZ provisions, subject to fulfillment of contiguity condition as per instruction no.

rea of 10.11 hectares, subject to the condition that the developer shall maintain the contiguity of SEZ under the SEZ provisions, subject to fulfillment of contiguity condition as per instruction no. 27 dated 18" August, 2009 and developer will have to show how the requirement of contiguity will be fulfilled at the time of notification of the SEZ.

(iii) Request of M/s. Venkatesh Coke & Power Ltd. for setting up of FTWZ at Athipattu, Nandiambakkam and Puludivakkam Villages, Ponneri Taluk, Thiruvalur District, Tamil Nadu over an area of 46.71 hectares. The Board, after deliberations, approved the proposal for setting up of Free Trade Warehouse Zone (FTWZ) at Athipattu, Nandiambakkam and Puludivakkam Villages, Ponneri Taluk, Thiruvalur District, Tamil Nadu, over an area of 46.71 hectares, subject to the condition that the encumbrance of Rs. 6.5 crores is to be settled before notification of the SEZ and fulfillment of contiguity issues as per instruction no. 27 dated 18" August, 2009 and developer will have to show how the requirement of contiguity will be fulfilled at the time of notification of the SEZ.

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(iv) |Request of M/s. Phoenix Ventures Private Limited for setting up of sector specific SEZ for IT/ITES at Survey No. 35/Part and 36, Gachibowli Village, Serilingampally Mandal, Ranga Reddy, Telangana over an area of 2.89 hectares and grant of co-developer status to M/s. Magnum IT Society in the SEZ.

(A)

The Board, after deliberations, approved the proposal for setting up of a sector specific Special Economic Zone for IT/ITES at Survey No. 35/Part and 36, Gachibowli Village, Serilingampally Mandal, Ranga Reddy, Telangana, over an area of 2.89 hectares. (B) After deliberations, the Board approved the proposal of M/s. Magnum IT Society. The proposed co-developer will be investing the up-gradation of the allotted built-up space to create a plug and play environment. Further, the co-developer will also operate and maintain the built-up space, over an area of 3,72,500 sq.ft. in accordance with the co-developer agreement entered into with the developer, subject to standard terms and conditions as per SEZ Act and Rules, subject to the condition that the SEZ is approved and notified.

Item No. 76.2 Requests for co-developer (14 proposals)

(i) Request of M/s. Arshiya Technologies (India) Private Limited for co-developer in the FTWZ at Village Ibrahimpur, Junaidpur Urf Maujpur, Tehsil Khurja, Distt. Bulandshar, Uttar Pradesh being developed by M/s. Arshiya Northern FT WZ Ltd.

The Board after deliberations, approved the proposal of M/s. Arshiya Technologies (India) Private Limited for construction of five nos. of warehouses, operation and maintenance of warehouses over an area of 51,840 sqm in accordance with the co-developer agreement entered into with the developer, subject to standard terms and conditions as per SEZ Act and Rules.

(ii) Request of M/s. Rudradev Properties Private Limited for co-developer in the FTWZ at Village Ibrahimpur, Junaidpur urf Maujpur, Tehsil Khurja, District Bulandshar, Uttar Pradesh being developed by M/s. Arshiya Northern FTWZ Ltd.

The Board after deliberations, approved the proposal of M/s. Rudradev Properties Private Limited for operation and maintenance of three nos. of existing warehouses (warehouse No. 52,53 & 54) over an area of 31,104 sqmt in the processing area in accordance with the co-developer agreement entered into with the developer, subject to standard terms and conditions as per SEZ Act and Rules.

over an area of 31,104 sqmt in the processing area in accordance with the co-developer agreement entered into with the developer, subject to standard terms and conditions as per SEZ Act and Rules.

(iii) Request of M/s. Bhate & Raje Construction Co. Pvt. Ltd. for co-developer in the sector specific SEZ for IT/ITES at Rajiv Gandhi Infotech Park, Phase-III, Hinjewadi, Pune, Maharashtra being developed by M/s. Maharashtra Industrial Development Corporation The Board after deliberations approved the proposal of M/s Bhate & Raje Construction Co. Pvt. Ltd. for construction of buildings and related infrastructure for IT/ITES units, development of space for IT/ITES unit and all default authorized operations, over an area of 7293 sqmt in the processing area in accordance with the co-developer agreement entered into with the developer, subject to standard terms and conditions as per SEZ Act and Rules.

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(iv) Request of M/s. Arshiya Lifestyle Ltd. for co-developer in the FTWZ at Village Sai, Taluka Panvel, District Raigad, Maharashtra being developed by M/s. Arshiya Limited

The Board, after deliberations, approved the proposal of M/s Arshiya Lifestyle Ltd. The company venturing into construction, operation and maintenance of 5 warehouses in the FTWZ and presently has entered into an agreement with the developer for construction, operations and maintenance of their new warehouses, for storage of Exim cargo in accordance with the codeveloper agreement entered into with the developer, subject to standard terms and conditions as per SEZ Act and Rules.

e of their new warehouses, for storage of Exim cargo in accordance with the codeveloper agreement entered into with the developer, subject to standard terms and conditions as per SEZ Act and Rules.

(v) Request of M/s. Zafin Infra Private Limited for co-developer in the sector specific SEZ for IT/ITES at Attipra Vilage, Thiruvananthapuram being developed by M/s. Electronics Technology Parks-Kerala (Technopark)

The Board, after deliberations, approved the proposal of M/s. Zafin Infra Private Limited for providing infrastructure facilities for IT Sector Industry, over an area of one acre in accordance with the co-developer agreement entered into with the developer, subject to standard terms and conditions as per SEZ Act and Rules. (vi) Request of M/s. JELL IT Society for co-developer in the sector specific SEZ for ITITES at Nanakramguda Village, Serilingampally Mandal, Ranga Reddy District, Telangana being developed by M/s. Phoenix Embassy Tech Zone Private Limited

The Board, after deliberations approved the proposal of M/s. JELL IT Society. The proposed co-developer will be investing the up-gradation of the allotted built-up space to create a plug and play environment. Further, the co-developer will also operate and maintain the built-up space, over an area of 6,55,600 sq.ft. in accordance with the co-developer agreement entered into with the developer, subject to standard terms and conditions as per SEZ Act and Rules.

the built-up space, over an area of 6,55,600 sq.ft. in accordance with the co-developer agreement entered into with the developer, subject to standard terms and conditions as per SEZ Act and Rules.

(vii) Request of M/s. Oryx IT Society for co-developer in the sector specific SEZ for ITATES at Nanakramguda Village, Serilingampally Mandal, Ranga Reddy District, Telangana being developed by M/s. Phoenix Embassy Tech Zone Private Limited

The Board, after deliberations, approved the proposal of M/s. Oryx IT Society. The proposed co-developer will be investing the up-gradation of the allotted built-up space to create a plug and play environment. Further, the co-developer will also operate and maintain the built-up space, over an area of 1,92,500 sq.ft. in accordance with the co-developer agreement entered into with the developer, subject to standard terms and conditions as per SEZ Act and Rules.

(viii) Request of M/s. Nectar IT Society for co-developer in the sector specific SEZ for ITATES at Survey No. 115/35, Nanakramguda Village, Serilingampally Mandal, Ranga Reddy District, Telangana being developed by M/s. Phoenix Embassy Tech Zone Private Limited

sector specific SEZ for ITATES at Survey No. 115/35, Nanakramguda Village, Serilingampally Mandal, Ranga Reddy District, Telangana being developed by M/s. Phoenix Embassy Tech Zone Private Limited

The Board, after deliberations, approved the proposal of M/s. Nectar IT Society. The proposed co-developer will be investing the up-gradation of the allotted built-up space to create a plug and play environment. Further, the co-developer will also operate and maintain the built-up space, over an area of 3,48,000 sq.ft. in accordance with the co-developer agreement entered into with the developer, subject to standard terms and conditions as per SEZ Act and Rules.

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(ix) Request of M/s. Accord IT Society for co-developer in the sector specific SEZ for IT/ITES at Survey No. 203 Part, Manikonda Jagir Village, Rajendranagar Mandal, Ranga Reddy District, Telangana being developed by M/s. Phoenix Embassy Tech Zone Private Limited

The Board, after deliberations, approved the proposal of M/s. Accord IT Society. The proposed co-developer will be investing the up-gradation of the allotted built-up space to create a plug and play environment. Further, the co-developer will also operate and maintain the built-up space, over an area of 5,28,400 sq.ft. in accordance with the co-developer agreement entered into with the developer, subject to standard terms and conditions as per SEZ Act and Rules.

the built-up space, over an area of 5,28,400 sq.ft. in accordance with the co-developer agreement entered into with the developer, subject to standard terms and conditions as per SEZ Act and Rules.

(x) Request of M/s. Fortune IT Society for co-developer in the sector specific SEZ for IT/ITES at Survey No. 286 and 287, Puppalaguda Village, Rajendranagar Mandal, Ranga Reddy District, Telangana being developed by M/s. Phoenix Spaces Private Limited

The Board, after deliberations, approved the proposal of M/s. Fortune IT Society. The proposed co-developer will be investing the up-gradation of the allotted built-up space to create a plug and play environment. Further, the co-developer will also operate and maintain the built-up space, over an area of 2,13,750 sq.ft. in accordance with the co-developer agreement entered into with the developer, subject to standard terms and conditions as per SEZ Act and Rules as well as notification of the SEZ.

for (xi) | Request of M/s. Spectrum IT Society for co-developer in the sector specific SEZ IT/ITES at Survey No. 285, Puppalaguda Village, Rajendranagar Mandal, Ranga Reddy District, Telangana being developed by M/s. Phoenix Spaces Private Limited

co-developer in the sector specific SEZ IT/ITES at Survey No. 285, Puppalaguda Village, Rajendranagar Mandal, Ranga Reddy District, Telangana being developed by M/s. Phoenix Spaces Private Limited

The Board, after deliberations, approved the proposal of M/s. Spectrum IT Society. The proposed co-developer will be investing the up-gradation of the allotted built-up space to create a plug and play environment. Further, the co-developer will also operate and maintain the built-up space, over an area of 1,62,500 sq.ft. in accordance with the co-developer agreement entered into with the developer, subject to standard terms and conditions as per SEZ Act and Rules as well as notification of the SEZ.

(xii) Request of M/s. Stellar IT Society for co-developer in the sector specific SEZ for IT/ITES at Survey No. 53/Paiki/Part, Gachibowli Village, Serilingampally Mandal, Ranga Reddy District, Telangana being developed by M/s. Phoenix IT City Private Limited

The Board, after deliberations, approved the proposal of M/s. Stellar IT Society. The proposed co-developer will be investing the up-gradation of the allotted built-up space to create a plug and play environment. Further, the co-developer will also operate and maintain the built-up space, over an area of 1,10,000 sq.ft in accordance with the co-developer agreement entered into with the developer, subject to standard terms and conditions as per SEZ Act and Rules as well as notification of the SEZ.

f 1,10,000 sq.ft in accordance with the co-developer agreement entered into with the developer, subject to standard terms and conditions as per SEZ Act and Rules as well as notification of the SEZ.

(xiii) Request of M/s. Cybercity Infopark for co-developer in the sector specific SEZ for IT/ITES at Survey No. 53/Paiki/Part, Gachibowli Village, Serilingampally Mandal, Ranga Reddy District, Telangana being developed by M/s. Phoenix IT City Private Limited

The Board, after deliberations, approved the proposal of M/s. Cybercity Infopark. The proposed co-developer will be investing the up-gradation of the allotted built-up space to create a plug and play environment. Further, the co-developer will also operate and maintain the built-up space, over an area of 2,64,0000 sq.ft. in accordance with the co-developer agreement entered into 4|Page Lowe

• with the developer, subject to standard terms and conditions as per SEZ Act and Rules as well as notification of the SEZ.

(xiv) Request of M/s. OMICS International Private Limited for co-developer in the sector specific SEZ for IT/ITES at Ameenpur Village, Patancheru Mandal, Medak District, Telangana being developed by M/s. Phoenix Living Spaces Private Limited

ivate Limited for co-developer in the sector specific SEZ for IT/ITES at Ameenpur Village, Patancheru Mandal, Medak District, Telangana being developed by M/s. Phoenix Living Spaces Private Limited

The Board, after deliberations, approved the proposal of M/s. OMICS International Limited for Office floor, column spaces, walls, perimeter glass/walls, ground and floor lobbies, toilet areas and other dedicated areas or areas dedicated for services or amenities and would exclude staircases, lifts, all vertical shafts and car park slots, over an area of 250,000 sq.ft. in accordance with the codeveloper agreement entered into with the developer, subject to standard terms and conditions as per SEZ Act and Rules as well as notification of the SEZ.

Item No. 76.3 : Change of Shareholding Pattern Cases (2 proposals)

With a view to promote the ease of doing business in India and that restructuring of entity/ business is a fairly common occurrence, BOA in its 69" meeting held on 23.02.2016 decided that provisions ofRule 74A shall not apply to SEZ Units that do not exit or opt out ofthe SEZ Scheme by transferring its assets and liabilities to another person and the SEZ Unit continues to operate as a going concern in the situations mentioned above. The UACs concerned, may consider such requests under Rule 19(2) ofthe SEZ Rules, 2006.

In so far as Business Transfer Agreement is concerned, it was explained that certain acquisitions happen globally as a result ofBusiness Transfer Agreement which result in transfer of the SEZ unit ofthe Indian company on a going concern basis to the acquirer. The BOA decided that such cases resulting in change of ownership would be decided on merits by the Board ofApprovals on a case to case basis.

(i) Request of M/s. Marine Infrastructure Developer Private Limited (MIDPL) a co-developer in M/s. L&T Shipbuilding SEZ at Kattupalli village, Thiruvallur District, Tamil Nadu for transfer 97% of equity shares to M/s. Adani Ports and Special Economic Zone and remaining 3% equity shares to M/s. TIDCO

Shipbuilding SEZ at Kattupalli village, Thiruvallur District, Tamil Nadu for transfer 97% of equity shares to M/s. Adani Ports and Special Economic Zone and remaining 3% equity shares to M/s. TIDCO

The Board, after deliberations, approved the proposal of transfer of 97% of equity shares to M/s Adani Ports and Special Economi Zone (APSEZ) and 3% of equity shares to M/s TIDCO (a Govt of Tamilnadu undertaking) out of the 100% equity shares presently held by M/s L&T Ltd , subject to the condition that any further capital expenditure for the infrastructure by the codeveloper shall not be eligible for fiscal benefits in case this infrastructure is to be used for DTA or for dual purposes i.e. both for DTA and SEZ.

(ii) Request of M/s. Accretive Health Services Pvt. Ltd. have three existing units in different SEZs under the jurisdiction of NSEZ, Noida for change of shareholding pattern. The Board, after deliberations, noted that the proposal was for change of name of three existing units from 'Accretive Health Services Pvt. Ltd.' to "RI RCM Global Private Limited" and also that there was a change of shareholding pattern of more than 50% of the unit in the year 2009 and approved the proposal subject to following conditions:-

i) Seamless continuity of the SEZ activities with unaltered responsibilities and obligations for the altered unit entity; 5|Page TV let

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• ii) Fulfillment of all eligibility criteria applicable to unit, including security clearances etc., by the altered unit entity and its constituents;

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• ii) Fulfillment of all eligibility criteria applicable to unit, including security clearances etc., by the altered unit entity and its constituents;

• iii) | Applicability of and compliance with all Revenue / Company Affairs /SEBI etc. rules which regulate issues like capital gains, equity change, transfer, taxability etc.

• iv) Full financial details relating to change in equity/merger, demerger, amalgamation or transfer in ownership etc. shall be furnished immediately to Member (IT), CBDT, Department of Revenue and to the jurisdictional Authority.

• v) The Assessing Officer shall have the right to assess the taxability of the gain/loss arising out of the transfer of equity or merger, demerger, amalgamation, transfer and ownerships etc. as may be applicable and eligibility for deduction under relevant sections of the Income Tax Act, 1961.

• vi) The applicant shall comply with relevant State Government laws, including those relating to lease of land, as applicable.

• vii) The unit shall furnish details of PAN and jurisdictional assessing officer of the unit to CBDT.

• viii) Meanwhile, the proposal for amendment in SEZ Rules may also be taken up by the SEZ division to bring clarity on such transactions.

Item No. 76.4 : Miscellaneous Cases (1 proposal)

(i) Request of M/s. Ansal IT City & Parks Ltd. to grant extension in timeline for construction of minimum built area in the IT/ITES at Plot No. TZ-06, Sector Tech Zone, Gr. Noida, Uttar Pradesh

The Board, after deliberations, in view of the special circumstances given in the submission by the developer before DC, NSEZ as mentioned in the agenda note, recommended the proposal for consideration to the Hon’ble CIM for relaxation of the conditions of Rule 5(7) with the condition that the same is not to be quoted as a precedent in future.

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Annexure - I

List of Participants for the Meeting of the Board of Approval for Special Economic Zones held on 28 March, 2017 under the Chairpersonship of Commerce Secretary, Department of Commerce

1. Ms. Rita Teaotia, Chairpersonship, BoA & Commerce Secretary, Department of Commerce 2. Shri Ajay Kumar Bhalla, , DGFT

2. Shri Alok Vardhan Chaturvedi, Additional Secretary, Department of Commerce 4, Shri Vinay Chhabra, DG, (EP), CBEC, Department of Revenue, Ministry of Finance

3. Dr. Tejpal Singh, Additional Director General, DGEP 6. Smt. Gunjan Varshney, Under Secretary, CBDT, Department of Revenue, Ministry of Finance

4. Shri Saroj Kumar Behera, Joint Director, DGEP, CBEC

5. Shri Sunil Shrivastava, AD, (EP), CBEC

DGEP 6. Smt. Gunjan Varshney, Under Secretary, CBDT, Department of Revenue, Ministry of Finance

7. Shri Saroj Kumar Behera, Joint Director, DGEP, CBEC

8. Shri Sunil Shrivastava, AD, (EP), CBEC

• 9, Shri A.K. Mishra, Research Assistant TCPO, Ministry of Urban Development, Vikas Bhawan, I.P. Estate, New Delhi

10. Shri R.C. Dhara, Consultant, Industries Department, Haryana

LIST OF DEVELOPMENT COMMISSIONERS

11. Dr. L.B. Singhal, Development Commissioner, Noida SEZ/Falta SEZ

12. Shri N.P.S. Monga, Development Commissioner, SEEPZ-SEZ

13. Shri Upendra Vashisht, Development Commissioner, KASEZ

14. Ms. Sobhana K.S. Rao, Development Commissioner, VSEZ

15. Shri M.K.S. Sundram, Development Commissioner, MEPZ-SEZ

16. Shri J.M. Gupta, Development Commissioner, Indore SEZ

17. Shri R.P. Goyal, Development Commissioner, AP&SEZ/Mundra 18. S.K. Sharma, Development Commissioner, Mihan SEZ Nagpur

18. Smt. Lata Shukla, Development Commissioner, Navi Mumbai SEZ

19. Shri K.L. Sharma, Development Commissioner, Surat SEZ

20. Shri A.K. Singh, Development Commissioner, Mangalore SEZ

LIST OF PARTICIPANTS FROM DEPARTMENT OF COMMERCE

22. Shri T.V. Ravi, Director, Department of Commerce

23. Shri G. Srinivasan, Under Secretary, Department of Commerce

24. Shri Aditya Narayan, Under Secretary, Department of Commerce

25. Shri K.C. Biswal, Section Officer, Department of Commerce

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