INDIAN RAILWAY FINANCE CORPORATION LIMITED

TermDemographic DetailsDesignated BranchesDesignated DateDesignated Stock ExchangeDraft Shelf ProspectusEligible NRI(s)Escrow AccountEscrow AgreementFIIsICRAInterest Payment DateIssueDescriptionThe demographic details of an Applicant, such as his address, category, bank account detailsfor printing on refund ordersand occupation.Such branches of the SCSBs which shall collect the ASBA Applications, a list of which isavailable at http://www.sebi.gov.in/sebiweb/home/list/5/33/0/0/Recognised-Intermediaries orsuch other website as may be prescribed by the SEBI from time to time.The date on which Application Amounts are transferred from the Escrow Account to thePublic Issue Account or the Refund Account and ASBA Account to the Public IssueAccount, as applicable, following which the Board of Directors or any duly constitutedcommittee of the Board of Directors shall allot the Bonds to the successful Applicants.BSEThe draft shelf prospectus dated December 10, 2012 filed by the Company with theDesignated Stock Exchange and the NSE for receiving public comments in accordance withthe provisions of SEBI Debt Regulations.NRI(s) from jurisdictions outside India where it is not unlawful to make an Application oran invitation in the Issue and in relation to whom, the Shelf Prospectus and the TrancheProspectus(es) constitutes an invitation to subscribe the Bonds.Accounts opened with the Escrow Collection Bank(s) into which the Members of theSyndicate and the Trading Members, as the case may be, will deposit Application Amountsfrom non-ASBA Applicants and in whose favour non-ASBA Applicants will issue chequesor bank drafts in respect of the Application Amount while submitting the Application Form,in terms of the Shelf Prospectus, the Tranche-1 Prospectus and the Escrow Agreement.Agreement dated Decemeber 20, 2012 to be entered into amongst the Company, theRegistrar to the Issue, the Lead Managers and the Escrow Collection Banks for collection ofthe Application Amounts and where applicable, refunds of the amounts collected from theApplicants on the terms and conditions thereof.Foreign Institutional Investors as defined under the Securities and Exchange Board of India(Foreign Institutional Investors) Regulations, 1995 and registered with SEBI underapplicable laws in India.ICRA LimitedThe dates on which interest on Bonds shall fall due for payment as specified in the relevantTranche Prospectus for a particular Series of Bonds in the instant case October 15, ever yearPublic issue by Indian Railway Finance Corporation Limited of tax free, secured,redeemable, non-convertible bonds of face value of ` 1,000 each in the nature of debentureshaving tax benefits under section 10(15)(iv)(h) of the Income Tax Act, 1961, as amended, ,aggregating up to ` 8,88,640 lakhs* in the Fiscal Year 2013. The Bonds will be issued inone or more tranches subject to the Shelf Limit.This Tranche Issue by the Issuer of bonds aggregating to ` 1,00,000 lakhs with an option toretain oversubscription upto the Shelf Limit* (i.e. Upto ` 8,88,640 lakhs*) and is beingoffered by way of this Prospectus Tranche-1 containing, inter alia, the terms and conditionsof the Tranche-1, which should be read together with the Shelf Prospectus dated December21, 2012 filed with the RoC, Designated Stock Exchange, NSE and SEBI.Issue Closing Date/TrancheIssue Closing DateIssue Opening Date/Tranche Issue OpeningDateIssue PeriodLead Managers/LMsMarket / Trading LotMaturity Amount/Redemption AmountNotification/ CBDTNotificationNRIs*Pursuant to the CBDT Notification, our Company has raised ` 1,11,360 lakhs through theprivate placements of Bonds. In case our Company raises any further funds through privateplacement not exceeding ` 2,50,000 lakhs, i.e. upto 25% of the allocated limit for raisingfunds through Tax Free Bonds during Fiscal Year 2013, during the process of the presentIssue, the Shelf Limit for the Issue shall get reduced by such amount raised.January 29, 2013January 21, 2013The period between the Issue Opening Date and the Issue Closing Date inclusive of bothdays, during which prospective Applicants may submit their Application Forms.SBI Capital Markets Limited, A.K. Capital Services Limited, ICICI Securities Limited,Enam Securities Private Limited and Kotak Mahindra Capital Company Limited.One Bond.In respect of Bonds Allotted to a Bondholder, repayment of the face value of the Bondsalong with interest that may have accrued as on the Redemption Date.Notification No. 46/2012. F. No. 178/60/2012-(ITA.1) dated November 6, 2012 issued bythe Central Board of Direct Taxes, Department of Revenue, Ministry of Finance,Government of India, by virtue of powers conferred upon it by item(h) of sub-clause (iv)clause (15) of section 10 of the Income Tax Act, 1961 (43 of 1961).Persons resident outside India, who are citizens of India or persons of Indian origin, andshall have the meaning ascribed to such term in the Foreign Exchange Management(Deposit) Regulations, 2008.5