Genpact LTD — Director's Dealing 2012

Nov 5, 2012

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: Genpact LTD (G)
CIK: 0001398659
Period of Report: 2012-10-25

Reporting Person: Verdi Mark A (Director, 10% Owner)

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Shares, par value $0.01 per share	57537264	Indirect

Footnotes

F1: Mr. Mark Verdi is a Managing Director of Bain Capital Investors, LLC ("BCI"). BCI is the general partner of Bain Capital Partners Asia II, L.P. ("Asia II"). Asia II is the Class A shareholder of Glory Investments A Limited ("Glory A"), which holds 16,022,978 Common Shares.

F2: BCI is also the general partner of Bain Capital Partners X, L.P. ("BCP X"). BCP X is the Class A shareholder of Glory Investments B Limited ("Glory B"), which holds 39,508,656 Common Shares.

F3: BCI is also the general partner of BCIP Associates IV, L.P. ("BCIP IV"). BCIP IV is the Class A shareholder of Glory Investments IV Limited ("Glory IV"), which holds 1,865,184 Common Shares.

F4: BCI is also the general partner of BCIP Associates IV-B, L.P. ("BCIP IV-B"). BCIP IV-B is the Class A shareholder of Glory Investments IV-B Limited ("Glory IV-B", and together with Glory A, Glory B and Glory IV, the "Bain Entities"), which holds 140,446 Common Shares.

F5: By virtue of these relationships described in the foregoing footnotes, Mr. Verdi may be deemed to beneficially own Common Shares held by the Bain Entities. Mr. Verdi dislcaims beneficial ownership of such securities except to the extent of his pecuniary interest therein.