|
Scott
A. Ziegler, Esq.
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Sara
Hanks
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Ziegler,
Ziegler & Associates LLP
570
Lexington Avenue, 44th
Floor
New
York, New York 10022
(212)
319-7600
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Clifford
Chance US LLP
31
West 52nd
Street
New
York, New York 10019
(212)
878-8000
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CALCULATION OF REGISTRATION
FEE
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Title
of each class of
Securities
to be registered
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Amount
to
be registered
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Proposed
maximum aggregate price per unit (1)
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Proposed
maximum
aggregate
offering
price
(2)
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Amount
of
registration
fee
|
|
American
Depositary Shares evidenced by American Depositary Receipts, each
American
Depositary Share representing one share of Dr. Reddy's Laboratories
Limited
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100,000,000
American
Depositary Shares
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$0.05
|
$5,000,000
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$535
|
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(1)
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Each
unit represents one American Depositary
Share.
|
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(2)
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Estimated
solely for the purpose of calculating the registration fee. Pursuant
to
Rule 457(k), such estimate is computed on the basis of the maximum
aggregate fees or charges to be imposed in connection with the issuance
of
American Depositary Receipts evidencing American Depositary
Shares.
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Item
Number and Caption
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Location
in Form of American Depositary
Receipt
Filed Herewith as Prospectus
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(1)
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Name
and address of Depositary
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Introductory
paragraph and bottom of face of American Depositary
Receipt
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(2)
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Title
of American Depositary Receipts and identity of deposited
securities
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Face
of American Depositary Receipt, top center
|
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Terms
of Deposit:
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||||
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(i)
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Amount
of deposited securities represented by one unit of American Depositary
Shares
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Face
of American Depositary Receipt, upper right corner
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(ii)
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Procedure
for voting, if any, the deposited securities
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Paragraph
(12)
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(iii)
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Collection
and distribution of dividends
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Paragraphs
(4), (5), (7) and (10)
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(iv)
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Transmission
of notices, reports and proxy soliciting material
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Paragraphs
(8) and (12)
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(v)
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Sale
or exercise of rights
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Paragraphs
(4), (5) and (10)
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(vi)
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Deposit
or sale of securities resulting from dividends, splits or plans of
reorganization
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Paragraphs
(4), (5), (10) and (13)
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(vii)
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Amendment,
extension or termination of the Deposit Agreement
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Paragraphs
(16) and (17)
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(viii)
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Rights
of holders of ADRs to inspect the transfer books of the Depositary
and the
list of Holders of ADRs
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Paragraph
(3)
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(ix)
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Restrictions
upon the right to deposit or withdraw the underlying
securities
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Paragraphs
(1), (2), (4), and (5)
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(x)
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Limitation
upon the liability of the Depositary
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Paragraph
(14)
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(3)
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Fees
and Charges
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Paragraph
(7)
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Item
Number and Caption
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Location
in Form of American Depositary
Receipt
Filed Herewith as Prospectus
|
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(b)
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Statement
that Dr. Reddy's Laboratories Limited is subject to the periodic
reporting
requirements of the Securities Exchange Act of 1934 and, accordingly,
files certain reports with the Commission, and that such reports
can be
inspected by holders of American Depositary Receipts and copied at
public
reference facilities maintained by the Commission in Washington,
D.C.
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Paragraph
(8)
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(a)(1)
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Form
of Deposit Agreement.
Form
of Deposit
Agreement among Dr. Reddy's Laboratories Limited, JPMorgan Chase
Bank,
N.A. (fka Morgan Guaranty Trust Company of New York), as depositary
(the
"Depositary"), and all holders from time to time of ADRs issued thereunder
(the "Deposit Agreement")
was previously filed as Exhibit (a) to Registration Statement
333-13312.
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(a)(2)
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Form
of Amendment No. 1 to Deposit Agreement. Form
of Amendment No. 1 to Deposit
Agreement
was previously filed as Exhibit (a)(2) to Post-Effective Amendment
to
Registration Statement No.
333-13312.
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(a)(3)
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Form
of Amendment No. 2 to Deposit Agreement. Form
of Amendment No. 2 to Deposit
Agreement, including the form of ADR, is filed herewith as Exhibit
(a)(3).
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(b)
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Any
other agreement to which the Depositary is a party relating to the
issuance of the American Depositary Shares registered hereunder or
the
custody of the deposited securities represented
thereby.
Not Applicable.
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(c)
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Every
material contract relating to the deposited securities between the
Depositary and the issuer of the deposited securities in effect at
any
time within the last three years.
Not Applicable.
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(d)
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Opinion
of Ziegler, Ziegler & Associates LLP, counsel to the Depositary, as to
the legality of the securities being registered.
Filed herewith as Exhibit (d).
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(e)
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Certification
under Rule 466.
Filed herewith as Exhibit (e).
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(a)
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The
Depositary hereby undertakes to make available at the principal office
of
the Depositary in the United States, for inspection by holders of
the
American Depositary Receipts, any reports and communications received
from
the issuer of the deposited securities which are both (1) received by
the Depositary as the holder of the deposited securities, and
(2) made generally available to the holders of the underlying
securities by the issuer.
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(b)
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If
the amounts of fees charged are not disclosed in the prospectus,
the
Depositary undertakes to prepare a separate document stating the
amount of
any fee charged and describing the service for which it is charged
and to
deliver promptly a copy of such fee schedule without charge to anyone
upon
request. The Depositary undertakes to notify each registered holder
of an
American Depositary Receipt thirty days before any change in the
fee
schedule.
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Legal
entity created by the form of Deposit Agreement for the issuance
of ADRs
evidencing American Depositary Shares
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By:
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JPMORGAN
CHASE BANK, N.A., as Depositary
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By:
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/s/Joseph
M. Leinhauser .
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Name:
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Joseph
M. Leinhauser
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Title:
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Vice
President
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DR.
REDDY'S LABORATORIES LIMITED
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By:/s/G.V.
Prasad
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Name:
G.V. Prasad
|
|
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Title:
Chief
Executive Officer
|
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By:/s/Saumen
Chakraborty
|
|
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Name:
Saumen Chakraborty
|
|
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Title:
Chief Financial Officer
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Signature
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Title
|
Date
|
||
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/s/Dr.
K. Anji Reddy
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Chairman
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October
27, 2006
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||
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Dr.
K. Anji Reddy
|
||||
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/s/Mr.
G.V. Prasad
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Chief
Executive Officer and Vice
|
October
27, 2006
|
||
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Mr.
G.V. Prasad
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Chairman
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/s/Mr.
Satish Reddy Kallam
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Chief
Operating Officer and
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October
27, 2006
|
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Mr.
Satish Reddy Kallam
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Managing
Director
|
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/s/Mr.
Anupam Puri
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Director
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October
27, 2006
|
||
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Mr.
Anupam Puri
|
||||
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/s/Prof
Krishna G. Palepu
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Director
|
November
7, 2006
|
||
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Prof.
Krishna G. Palepu
|
||||
|
/s/Dr.
Omkar Goswami
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Director
|
October
27, 2006
|
||
|
Dr.
Omkar Goswami
|
||||
|
/s/Mr.
P.N. Devarajan
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Director
|
October
27, 2006
|
||
|
Mr.
P.N. Devarajan
|
||||
|
/s/Mr.
Ravi Bhoothalingam
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Director
|
October
27, 2006
|
||
|
Mr.
Ravi Bhoothalingam
|
||||
|
/s/Mr.
Saumen Chakraborty
|
Chief
Financial Officer
|
October
27, 2006
|
||
|
Mr.
Saumen Chakraborty
|
||||
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/s/Viswanatha
R. Bonthu
|
Authorized
Representative in the
|
October
27, 2006
|
||
|
Mr.
Viswanatha R. Bonthu
|
United
States
|
|
Exhibit
Number
|
||
|
(a)(3)
|
Form
of Amendment to Deposit Agreement.
|
|
|
(d)
|
Opinion
of Ziegler, Ziegler & Associates LLP, counsel to the Depositary, as to
the legality of the securities to be registered.
|
|
|
(e)
|
Rule
466 Certification
|