SEC Form 4

FORM 4		UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person* GE Capital (Mauritius) Holdings Ltd (Last) (First) (Middle) SUITE 413-414, REGUS MAURITIUS EBENE HEIGHTS 34, CYBERCITY (Street) EBENE O4 00000 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol Genpact LTD [ G ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director X 10% Owner Officer (give title below) Other (specify below)
	3. Date of Earliest Transaction (Month/Day/Year) 03/24/2010
	4. If Amendment, Date of Original Filed (Month/Day/Year)	6. Individual or Joint/Group Filing (Check Applicable Line) Form filed by One Reporting Person X Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Shares	03/24/2010		S(1)		19,022	D	$14.4375	0	D(2)
Common Shares	03/24/2010		S(3)		19,980,978	D	$14.4375	19,947,364	D(4)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Equity Swap	(5)(6)	03/25/2010		J(5)(6)		1		(5)(6)	(5)(6)	Common Shares	(5)(6)	(5)(6)	1	D(5)(6)

1. Name and Address of Reporting Person* GE Capital (Mauritius) Holdings Ltd (Last) (First) (Middle) SUITE 413-414, REGUS MAURITIUS EBENE HEIGHTS 34, CYBERCITY (Street) EBENE O4 00000 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* GE Capital International (Mauritius) (Last) (First) (Middle) SUITE 413-414, REGUS MAURITIUS EBENE HEIGHTS 34, CYBERCITY (Street) EBENE O4 00000 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* GE Indian Services Holding Private LTD (Last) (First) (Middle) AIFACS BUILDING 1 RAFI MARG (Street) NEW DELHI K7 110001 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* GE India Ventures LLC (Last) (First) (Middle) SUITE 413-414, REGUS MAURITIUS EBENE HEIGHTS 34, CYBERCITY (Street) EBENE O4 00000 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* General Electric Capital Services Indian Investments LLC (Last) (First) (Middle) 800 LONG RIDGE ROAD (Street) STAMFORD CT 06927 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* GENERAL ELECTRIC CAPITAL CORP (Last) (First) (Middle) 901 MAIN AVENUE (Street) NORWALK CT 06851 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* GENERAL ELECTRIC CAPITAL SERVICES INC/CT (Last) (First) (Middle) 3135 EASTON TURNPIKE (Street) FAIRFIELD CT 06828-0001 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* GENERAL ELECTRIC CO (Last) (First) (Middle) 3135 EASTON TURNPIKE W3F (Street) FAIRFIELD CT 06828 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

Explanation of Responses:

1. Sale by GE Capital International (Mauritius) ("International").

2. Directly owned by International. Indirectly owned by GE Indian Services Holding Private Limited ("Indian Holding"), GE India Ventures LLC ("India Ventures"), General Electric Capital Services Indian Investments LLC ("Indian Investments"), General Electric Capital Corporation ("GECC"), General Electric Capital Services, Inc. ("GECS") and General Electric Company ("GE"). International is owned by India Ventures and Indian Holding, which is a subsidiary of India Ventures, which is a subsidiary of Indian Investments, which is a subsidiary of GECC, which is a subsidiary of GECS, which is a subsidiary of GE. Indian Holding, India Ventures, Indian Investments, GECC, GECS and GE disclaim beneficial ownership of all shares owned by International, except to the extent of their pecuniary interest therein. See Exhibit 99.1, incorporated by reference herein.

3. Sale by GE Capital (Mauritius) Holdings Ltd. ("Holdings").

4. Directly owned by Holdings. Indirectly owned by International, Indian Holding, India Ventures, Indian Investments, GECC, GECS and GE. Holdings is owned by GECC, India Ventures and International. International, Indian Holding, India Ventures, Indian Investments, GECC, GECS and GE disclaim beneficial ownership of all shares owned by Holdings, except to the extent of their pecuniary interest therein. See Exhibit 99.1, incorporated by reference herein.

5. Holdings entered into an internal cash-settled swap arrangement with an indirect wholly-owned subsidiary of GECC as the counterparty relating to 19,947,364 notional Common Shares (the "referenced assets") having a reference price of $15.53 per notional share. Following the swap's maturity (March 24, 2015) or the date of earlier acceleration thereof, Holdings will be obligated to pay the counterparty in cash an amount determined by reference to price appreciation above the reference price, and the counterparty will be obligated to pay Holdings in cash an amount determined by reference to price depreciation below the reference price. GECC, GECS and GE disclaim beneficial ownership, except to the extent of their pecuniary interest therein.

6. (Continuation of Footnote 5) In addition, Holdings is obligated to pay the counterparty an amount equal to any distributions received on the referenced assets during the term of the swap. The counterparty neither has nor shares voting or investment power over Common Shares.

Remarks:

Exhibits 24.1, 24.2, 24.3, 24.4, 24.5, 24.6, 24.7, and 24.8 (Powers of Attorney) and Exhibit 99.1 (Joint Filer Information), incorporated herein by reference.

	/s/ P. Jonas Svedlund, Attorney-in-Fact/GE Capital (Mauritius) Holdings Ltd.	03/26/2010
	** Signature of Reporting Person	Date
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