Emami Ltd — Capital/Financing Update 2020

Mar 19, 2020

cmamTlimited

Date: March 19, 2020

To, BSE Limited 25th Floor, P.J.Towers, Dalal Street, Mumbai-400 001

To,

The Manager - Corporate Compliance National Stock Exchange of India Limited Exchange Plaza, Bandra Kurla Complex, Bandra (East) Mumbai- 400 051

To, Calcutta Stock Exchange Limited 7, Lyons Range Kolkata - 700 001

Dear Sir,

Sub.: Clarification in relation to the board meeting dated March 19, 2020 approving the buyback of equity shares (the "Buyback"] and Declaration of 2 nd interim dividend for FY19-20

This is to inform you that immediately after the board meeting on March 19, 2020, we had submitted the outcome of the board meeting. The Company hereby submits revised outcome of the board meeting held on March 19, 2020 due to some inadvertent typographical errors in the previous one.

In furtherance to our intimation letter dated March 16, 2020 and pursuant to Regulation 30 of the SEBIListil1};gRegulations read with circular issued by the Securities and Exchange Board of India ("SEBI") bearing number CIR/CFD/CMD/4/2015 dated September 09, 2015, this is to inform you that the Board of Directors of the Company, at its meeting held on March 19, 2020 at 12:15 p.m. which concluded at 1:15 PM, approved the buyback of the Company's fully paidup equity shares having a face value of Re. 1 (Indian Rupee One Only) each (the "Equity Shares"), for an aggregate amount not exceeding Rs. 191.99 cr (Indian Rupees One hundred ninety one crores and ninety nine lac only) excluding brokerage, costs, fees, turnover charges, taxes such as securities transaction tax, goods and service tax (if any) and income tax, stamp duty and other incidental and related expenses ("Maximum Buyback Size") and at a price not exceeding Rs.300/- (Indian Rupees Three Hundred Only) per Equity Share ("Maximum Buyback Price"), payable in cash, from its shareholders / beneficial owners (other than those who are promoters, members of the promoter group or persons in control), from the open market through stock exchange mechanism in accordance with the provisions of the SEBI(Buy-Back of Securities) Regulations, 2018, as amended ("Buyback Regulations") and the Companies Act, 2013 and the rules made thereunder, each as amended from time to time ("Companies Act") (the process being referred hereinafter as "Buyback"). ~~C0}l0~>'

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The indicative maximum number of Equity Shares proposed to be bought back at the Maximum Buyback Size and Maximum Buyback Price would be 63,99,810 shares (Sixty three lac ninety nine thousand eight hundred and ten equity Shares) ("Maximum Buyback Shares") (representing 1.41% which is less than 25% of the existing paid up equity capital of the Company).

The Maximum Buyback Size represents 10.00% and 9.94% of the aggregate of the total paid up capital and free reserves of the Company based on the audited standalone and consolidated financial statements of the Company as at March 31, 2019, respectively (being the latest available audited financial statements of the Company), which is not more than 10% of the total paid up capital and free reserves of the company in accordance with the proviso to Regulation 5(i)(b) of the Buyback Regulations and Section 68(2)(b) of the Companies Act.

The Board has also constituted a committee for the purposes of the Buyback (the "Buyback Committee") and has delegated its powers to the Buyback Committee to do or cause to be done all such acts, deeds, matters and things, in its discretion, deem necessary in connection with the Buyback.

The Board has appointed the undersigned as Compliance Officer for the purposes of the Buyback. The public announcement setting out the process, timelines and other statutory details of the Buyback will be released in due course, in accordance with the Buyback Regulations. The pre-Buyback and post-Buyback shareholding pattern of the Company is attached hereto as Annexure- A.

Further, pursuant to Regulation 30 & 43 of the Listing Regulations, we wish to inform ybu that the Board of Directors have also declared payment of second Interim Dividend of Rs. 2/- per equity share ~ Re. 1/- each fully paid up i.e. 200% on the equity shares of the company for the Financial Year 2019-2020. Record date for ascertaining the names of the members who will be entitled to receive this Interim Dividend is 27th March 2020.

We request you to take the above information on record.

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Thanking You,

Yours fait~f~"~, I~~~~> For Emami Limite ;;{ KoL7rl"A_ 'C

__ -,-, ·t.•.•~ CO' -. \'~ ~~. A.K. Joshi '(Y,~OLtr, E.~ Company Secretary & VP- egal (Encl. : As above)

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Annexure - A

Shareholding Pattern of the Company

51.	Category of Shareholders	Pre Buy-back (13th Mar 20)		Post Buy-back*
		Numberof equity share held	%tothe existing equity share capital	Number of equity share held	%tothe existing equity share capital
A.	Promoter and Promoter Group	23,93,93,412	52.74%	23,93,93,412	53.49%
B.	Public Shareholders
	Institutions	17,31,90,790	38.15%	20,81,42,016	46.51%
	Non Institutions	4,13,51,036	9.11%
	Central Government/ State	-	0.00%
	Government(s)/ President of India
	SubTotal	21,45,41,826	47.26%
C.	Non Promoter - Non Public	-	O.OOO~
	TOTAL	45,39,35,238	100.000~	44,75,35,428	100.000~

*Assuming the full utilisation of the Buy-back Size at the Maximum Buy-back Price. However, the post Buy-back, issued, subscribed and paid-up share capital may differ depending upon the actual number of Equity Shares bought back.

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