IN30143686938117

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TENDER FORM FOR ELIGIBLE SHAREHOLDERS

FORM OF ACCEPTANCE-CUM-ACKNOWLEDGEMENT (FOR ELIGIBLE SHAREHOLDERS HOLDING SHARES IN


DEMAT FORM)
Bid Number:
Date:

/IN30143686938117 BUYBACK OPENS ON: Wednesday, January


LOUIS ROBERT 24, 2024
F NO 302 BLOSSOM APTS FAGO
BUYBACK CLOSES ON: Wednesday, January
LAYOUT YOGENDRA NAGAR
NEAR DINSHA FACTORY GOREWADA
31, 2024
NAGPUR - 440013
Joint Holder 1 - For Registrar / collection centre use
Joint Holder 2 - Inward No. Date Stamp

Status (Please tick appropriate box)


Individual FII/FPI Insurance Co.
Foreign Co. NRI/OCB FVCI
Body Corporate Bank / FI Pension Fund/ PF
VCF Partnership/LLP Others (specify)
Mutual Fund Other QIBs Other NIBs

India Tax Residency Status: (Please tick appropriate box)


Resident in Non-Resident in India Resident of
India ……………
(Shareholder to fill
the country of
residence)
To,
The Board of Directors
Chambal Fertilisers and Chemicals Limited
Gadepan, District Kota, Rajasthan, 325 208
India.

Dear Sir/Madam,

Sub: Letter of Offer dated January 22, 2024 to Buyback up to 1,55,55,555 (One Crore Fifty Five Lakhs Fifty Five Thousand Five Hundred and
Fifty Five) Equity Shares of Chambal Fertilisers and Chemicals Limited (the “Company”) at a price of Rs. 450/- (Rupees Four Hundred and
Fifty only) per Equity Share (“Buyback Price”), payable in cash (the “Buyback”)

1. I / We (having read and understood the Letter of Offer dated January 22, 2024) hereby tender / offer my / our Equity Shares in response to the
Buyback on the terms and conditions set out below and in the Letter of Offer.
2. I / We authorise the Company to Buyback the Equity Shares offered (as mentioned below) and to issue instruction(s) to the Registrar to the
Buyback to extinguish the Equity Shares.
3. I / We hereby affirm that the Equity Shares comprised in this tender / offer offered for Buyback by me / us are free from all liens, equitable interest,
charges and encumbrance.
4. I / We declare that there are no restraints / injunctions or other order(s) of any nature which limits / restricts in any manner my / our right to tender
Equity Shares for the Buyback and that I / we /am / are legally entitled to tender the Equity Shares for Buyback.
5. I / We agree that the Company will pay the Buyback Price only after due verification of the validity of the documents and that the consideration
will be paid as per secondary market mechanism and the provisions of Buyback Regulations and circulars issued by SEBI.
6. I /We agree that we will have to ensure to keep the DP Account active and unblocked to receive credit in case of return of Equity Shares due to
rejection or due to prorated Buyback decided by the Company. Further, I / We will have to ensure to keep the bank account attached with the DP
account active and updated to receive credit remittance due to Acceptance of Buyback of Equity Shares by the Company.
7. I / We undertake to return to the Company any Buyback consideration that may be wrongfully received by me / us.
8. I/ We acknowledge that the responsibility to discharge the tax due on any gains arising on the Buyback is on me / us to the extent Buyback Tax is
not applicable on such income. I / We agree to compute appropriate gains on this transaction and immediately pay applicable taxes in India
(whether by deduction of tax at source, or otherwise) and file tax return in consultation with our custodians/ authorized dealers/ tax advisors
appropriately.
9. Non-Resident Shareholders (including NRIs, OCBs, FPI, Foreign Nationals and FIIs) are requested to enclose a consent letter indicating the details
of transfer i.e., number of Equity Shares to be transferred, the name of the investee company whose shares are being transferred i.e., “Chambal
Fertilisers and Chemicals Limited” and the price at which the Equity Shares are being transferred i.e., “Price determined in accordance with the
Buyback Regulations” duly signed by the Shareholder or his/its duly appointed agent and in the latter case, also enclose the power of attorney.
10. I/ We undertake to indemnify the Company if any tax demand is raised on the Company on account of gains arising to me / us on Buyback of
Equity Shares. I / We also undertake to provide the Company, the relevant details in respect of the taxability / non-taxability of the proceeds arising
on Buyback of Equity Shares by the Company, copy of tax return filed in India, evidence of the tax paid etc., whenever called for.
11. I / We undertake to execute any further documents and give any further assurances that may be required or expedient to give effect to my / our
tender / offer and agree to abide by any decision that may be taken by the Company to effect the Buyback in accordance with the Companies Act,
2013, the SEBI (Buy-Back of Securities) Regulations, 2018, and the extant applicable foreign exchange regulations. I/we agree that this form is
deemed to be my consent letter for any filings under the Foreign Exchange Management Act, 1999 (FEMA) and the rules made thereunder.
12. I / We agree to receive, at my/our own risk, the invalid / unaccepted Equity Shares under the Buyback in the demat account from where I / we have
tendered the Equity Shares in the Buyback.
13. Applicable for all non-resident shareholders: I/We, being a Non-Resident Shareholder, agree to obtain and submit all necessary approvals, if any
and to the extent required from the concerned authorities including approvals from the Reserve Bank of India (RBI) under FEMA and any other the
rules and regulations, for tendering Equity Shares in the Buyback, and also undertake to comply with the reporting requirements, if applicable, and
any other rules, regulations and guidelines, in regard to remittance of funds outside India.
14. Details of Equity Shares held and tendered / offered for Buyback:

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Particulars In Figures In Words
Number of Equity Shares held as on Record Date (January 18, 2024)
Number of Equity Shares Entitled for Buyback (Buyback Entitlement)
Number of Equity Shares offered for Buyback
Note: An Eligible Shareholder may tender Equity Shares over and above his / her / its Buyback Entitlement. Number of Equity Shares validly
tendered by any Eligible Shareholder up to the Buyback Entitlement of such Eligible Shareholder shall be Accepted to the full extent. The Equity
Shares tendered by any Eligible Shareholder over and above the Buyback Entitlement of such Eligible Shareholder shall be Accepted in
accordance with Paragraph 20 of the Letter of Offer. Equity Shares tendered by any Eligible Shareholder over and above the number of Equity
Shares held by such Eligible Shareholder as on the Record Date shall not be considered for the purpose of Acceptance.

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Acknowledgement Slip: CHAMBAL FERTILISERS AND CHEMICALS LTD BUYBACK 2024


(to be filled by the Eligible Shareholder) (subject to verification)

DP ID Client ID
Received from Mr./Ms./Mrs./M/s
Form of Acceptance-cum-Acknowledgement, Original TRS along with:
No. of Equity Shares offered for Buyback (In (in words)
Figures)
Please quote Client ID No. & DP ID No. for all future correspondence Stamp of Broker

15. Details of Account with Depository Participant (DP):

Name of the Depository (tick whichever is applicable) NSDL CDSL


Name of the Depository Participant
DP ID
Client ID

16. Equity Shareholders Details:

Particulars First/Sole Equity Joint Equity Joint Equity Joint Equity


Shareholder Shareholder 1 Shareholder 2 Shareholder 3
Full Name(s) of the Equity
Shareholder
Signature(s)*
PAN
Address of the Sole/First Equity
Shareholder
Telephone No. / Email ID
* Corporate shareholder must affix rubber stamp and sign under valid authority. The relevant corporate authorisation
should be enclosed with the application form submitted.

17. Applicable only for all Non-Resident Shareholders - I/We, being a Non-Resident Shareholder, agree to obtain and
submit all necessary approvals, if any and to the extent required from the concerned authorities including approvals from
the Reserve Bank of India (“RBI”) under Foreign Exchange Management Act, 1999, and the rules and regulations framed
there under (the “FEMA Regulations”), for tendering Equity Shares in the Buyback, and also undertake to comply with the
reporting requirements, if applicable, under the FEMA Regulations and any other rules, regulations and guidelines, in
regard to remittance of funds outside India. I/ We undertake to return to the Company any consideration in respect of the
Buyback that may be wrongfully received by me / us.

This Tender Form has to be read along with the Letter of Offer and is subject to the terms and conditions mentioned in
the Letter of Offer and this Tender Form.

INSTRUCTIONS
1. The Buyback will open on Wednesday, January 24, 2024 and close on Wednesday, January 31, 2024.
2. This Tender Form has to be read along with the Letter of Offer and is subject to the terms and conditions mentioned in the Letter
of Offer and this Tender Form.
3. In case of Eligible Shareholders holding and tendering Equity Shares in demat form, submission of Tender Form and
TRS is not required. Eligible Shareholders who desire to tender their Equity Shares in the dematerialized form under the
Buyback would have to do so through their respective Stock Broker by indicating the details of Equity Shares they intend
to tender under the Buyback. For further details, please follow the procedure as mentioned in Paragraph 21 of the Letter
of Offer.
4. The Equity Shares tendered in the Buyback shall be liable to be rejected if (i) the shareholder is not a shareholder of the
Company as on the Record Date, (ii) if there is a name mismatch in the demat account of the shareholder, (iii) in case of receipt
of the completed Tender Form and other documents but non-receipt of Equity Shares in the special account of the Clearing
Corporation, or (iv) a non-receipt of valid bid in the exchange bidding system.
5. The Company will not Accept any Equity Shares offered in the Buyback which are under any restraint order of a court for
transfer/sale of such Equity Shares.
6. In case any registered entity that has merged with another entity and the merger has been approved and has come into effect but
the process of getting the successor company as the registered Shareholder is still incomplete, then such entity along with the
Tender Form should file a copy of the following documents: (i) Approval from the appropriate authority for such merger; (ii) The
scheme of merger; and (iii) The requisite form filed with MCA intimating the merger.
7. For the Clearing Corporation to make a payout of more than Rs. 50,00,00,000 (Rupees Fifty Crore only), a Legal Entity Identifier
(LEI) number of the Eligible Shareholder will have to be provided. Accordingly, an Eligible Shareholder who is tendering shares
of value more than Rs. 50,00,00,000 (Rupees Fifty Crore only) will have to provide such Eligible Shareholder’s LEI number with

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the relevant supporting documents such as the LEI registration certificate to the Registrar by email at
chambal.buyback2024@linkintime.co.in latest by 5:00 PM IST on the Buyback Closing Date.
8. The Eligible Shareholders will have to ensure that they keep the DP Account active and unblocked to receive credit in case of
return of Equity Shares due to rejection or due to the Buyback being on a proportionate basis in terms of the ratio of Buyback, in
accordance with the Buyback Regulations.
9. In case of non-receipt of the Letter of Offer, Eligible Shareholders holding Equity Shares may participate in the Buyback by
providing their application in plain paper in writing signed by all Eligible Shareholders (in case of joint holding), stating name
and address of the Eligible Shareholder(s), number of Equity Shares held as on the Record Date, Client ID number, DP Name,
Depository Name, DP ID, beneficiary account number and number of Equity Shares tendered for the Buyback.
10. Eligible Shareholders to whom the Buyback offer is made are free to tender Equity Shares to the extent of their Buyback
Entitlement in whole or in part or in excess of their Buyback Entitlement, but not exceeding their holding as on the Record Date.
11. For the procedure to be followed by Eligible Shareholders for tendering in the Buyback, please refer to Paragraph 21 of the Letter
of Offer.
12. All documents sent by Eligible Shareholders will be at their own risk. Eligible Shareholders are advised to safeguard adequately
their interests in this regard.
13. By agreeing to participate in the Buyback, the Non-Resident Shareholders give the Company the authority to make, sign,
execute, deliver, acknowledge and perform all applications to file regulatory reporting, if required, and undertake to provide
assistance to the Company for such regulatory reporting, if required by the Company.

All capitalised items shall have the meaning ascribed to them in the Letter of Offer.
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ALL FUTURE CORRESPONDENCE IN CONNECTION WITH THIS BUYBACK, IF ANY, SHOULD BE ADDRESSED TO
REGISTRAR TO THE BUYBACK
AT THE FOLLOWING ADDRESS QUOTING YOUR CLIENT ID AND DP ID:
Investor Service Centre:
CHAMBAL FERTILISERS AND CHEMICALS LTD BUYBACK 2024
Link Intime India Private Limited
C 101, 1st Floor, 247 Park, L B S Marg, Vikhroli West, Mumbai – 400083, Maharashtra, India.
Tel.: +91 8109114949
Fax: +91 22 4918 6060
Email: chambal.buyback2024@linkintime.co.in
Website: www.linkintime.co.in
Contact Person: Ms. Shanti Gopalkrishnan
SEBI Registration Number: INR000004058
Corporate Identity Number: U67190MH1999PTC118368

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