3M India Ltd. — Capital/Financing Update 2023

Nov 10, 2023

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3M India Limited

WeWork Prestige Central 3[rd] Floor, 36 Infantry Road Bengaluru 560001, India Tel: +91 80 22231414 www.3M.com/in

November 10, 2023

To,

1. BSE Limited,

1st Floor, New Trading Ring, Rotunda Building P.J. Towers, Dalal Street, Fort Mumbai - 400 001

Scrip Code - 523395

1. National Stock Exchange of India Limited Exchange Plaza, Bandra – Kurla Complex Bandra (E), Mumbai – 400 051

Scrip Code – 3MINDIA Sub: Disclosure pursuant to Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015

Ref: Term-sheet to be executed in relation to the health care business

Pursuant to Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, we wish to inform you that the board of directors of 3M India Limited (“ Company ”), in the board meeting held today i.e., on November 10, 2023 discussed and approved the binding term sheet proposed to be executed with 3M Healthcare US Opco, LLC (US), 3M Healthcare LATAM/APAC Export Corporation (US), 3M Healthcare Intellectual Properties Company (US) and 3M Unitek Corporation (US), which setsout the key terms and conditions for the licensed manufacturing, reselling and distributorship arrangements to be entered into between the aforesaid entities and the Company in relation to the Health Care business of the Company. The aforesaid term sheet was negotiated and finalized pursuant to the approval granted by the board of directors of the Company in their meeting held on May 30, 2023.

Regd Office : Plot No 48-51 Electronics City, Bangalore 560100 CIN No: L31300KA1987PLC013543

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The key terms of the term sheet are set-out hereinbelow:

S. No.	Particulars	Details
1.	Name of the counterparties	i. 3M Healthcare US Opco, LLC (US);ii. 3M Healthcare LATAM/APAC Export Corporation(US);iii. 3M Healthcare Intellectual Properties Company(US); andiv. 3M Unitek Corporation (US)
2.	Timeperiod,ifany,associatedwiththeagreement	5 years, being the initial term (“Initial Term”) underthe Licensed Manufacturer and Reseller Agreementand the Distribution Agreement (as listed in point 4below), and 1 year being the initial term of the SalesAgent Agreement (as listed in point 4 below)
3.	Detailsofconsiderationpaid/received in agreement	Nil under the term sheet.In respect of the agreements mentioned in point 4below,(a) Under the Licensed Manufacturer and ResellerAgreement, apart from the purchase of rawmaterials from the counterparties at the agreedprice (with yearly adjustment), the Company hasto pay a royalty equal to 4% of the net sales valueto 3M Healthcare Intellectual Properties Company(US) and the Company will be entitled to therevenue generated from the sale, subject to theabove;(b) Under the Distribution Agreement, apart from thepurchase of the specified Health Care productsfrom the counterparties at the agreed price (withyearly adjustment) payable by the Company, theCompany will be generating revenues by sale ofthe aforesaid Health Care products; and(c) Under the Sales Agent Agreement, the Companywill be entitled to a commission equal to 12% ofthe annual sales of 3M Unitek Corporation’sproducts sold in India.
4.	Area of agreement	i. Licensed Manufacturer and Reseller Agreementii. Distribution Agreementiii. Sales Agent Agreementwith all of the above to be executed pursuant to theterm sheet.
5.	Domestic/International	Both
6.	Rationaleandbenefitsexpectedfromtheproposed arrangement	On July 26th, 2022, 3M Company announced itsintent to spin off its Health Care business (“HealthCare Business”), resulting in two world-class publiccompanies.3M Company, USA has ultimate ownership of theintellectual property rights in the Health CareBusiness. As part of the separation of the Health Care

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		Business, suctransferred toproposed arra	intellectual property rights will bean affiliate of counterparties. Thisngement will ensure the continuance ofe Business of the Company in the sameis presently operating, with primarilyterparties changing on account of the
		the Health Carmanner as itonly the coun
		spin-off of thintellectual r	e Health Care business (including allert rihts relatin thereto) b 3M
		pCompany,Ucounterparties	py g g ySAanditssubsidiariestothe.
7.	Scopeofbusiness	The Company s	hall act as the independent authorized
	operation of the agreement	exclusive distrib	utor of specified Health Care Business’
		products and se(a) medical sol(b) oral care s	rvices of the counterparties-utions divisionolutions division
		(c) separation and purification sciences divisionin India and Nepal (“Territory”);The Company shall be granted an exclusive license bythe counterparties for the manufacture and sale ofthe Health Care Business products in the Territory;and(d) The Company shall act as a commission/salesagent for obtaining orders of oral care products onbehalf of 3M Unitek Corporation (US) in India.
8.	Significanttermsandconditions of agreement	(a) Exclusivity: The rights under the licensedmanufacturing, and reselling and the distributionagreements are granted exclusively for the Companyin the Territory, subject to certain terms andconditions;(b) License**:**The Company is to be granted anexclusive license to manufacture and sell specifiedHealth Care products in the Territory;(c) Lock-in and Automatic renewal: In respect of theLicensed Manufacturing and Reseller Agreement andthe Distribution Agreement no party shall be entitled tounilaterally terminate the agreements during the InitialTerm except for material breach of terms andconditions by any party. The agreements shallautomatically renew for a one-year term on expiry ofthe Initial Term, unless terminated by the parties;(d) Option to acquire: At any time, the counterpartiesshall have the option to acquire the Company’s HealthCare Business on mutually agreeable terms.(e)The transactions / agreements contemplatedunder the term sheet are conditional and subject tocustomary conditions and receipt of internal approvalsand regulatory approvals as may be required to beobtained by the concerned parties.

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1. Whether the promoter/ Yes, currently the counterparties are direct or indirect promoter group/group wholly-owned subsidiaries of 3M Company, USA (being companies have any the promoter of the Company). interest in that entity to whom the Upon completion of the spin-off of 3M’s Health Care order(s)/contract(s) is Business, 3M Company, USA will hold an interest in 3M awarded? If Yes, nature of Health Care Company (which will then the ultimate interest and details thereof parent company of the counterparties) of not more than 19.9%. 10. Whether the same would Yes fall within related party transactions? If yes, whether the same is done at “arm’s length”

Kindly bring this to the notice of the members of the Stock Exchange.

Thanking you,

For 3M India Limited,

Digitally signed by PRATAP PRATAP RUDRA RUDRA BHUVANAGIRI BHUVANAGIRI Date: 2023.11.10 13:41:34 +05'30' Pratap Rudra Bhuvanagiri

Company Secretary & Compliance Officer