Granules India Ltd. — Capital/Financing Update 2020

Mar 12, 2020

REGISTERED OFFICE

GRANULES INDIA LTD., 2nd Floor, 3rd Block, My Home Hub, Madhapur, Hyderabad - 500 081, Telangana, INDIA. Tel: +91 40 30660000, Fax: +91 40 23115145, mail@granulesindia.com, www.granulesindia.com CIN: L24110TG1991PLCO12471

gGRANULES
REGISTERED OFFICE
GRANULES INDIA LTD., 2nd Floor, 3rd Block, My Home Hub,
Madhapur, Hyderabad - 500 081, Telangana, INDIA.Tel: +91 40 30660000, Fax: +91 40 23115145, mail@granulesindia.com, www.granulesindia.com
CIN: L24110TG1991PLCO12471
	March 12, 2020
The Secretary	The Secretary
BSE Limited	National Stock Exchange of India Ltd
Corporate Relationship Department	Exchange Plaza, 5th Floor,
1st Floor, New Trading Ring,	Plot no C/ 1, G Block,
Rotunda Building,	Bandra Kurla Complex,
Phiroze Jeejeebhoy Towers,	Bandra (East),
Dalal Street,	Mumbai-400 001
Mumbai-400 001

Dear Sir(s),

Sub: Newspaper publication - Public Announcement relating to buyback of Equity Shares of the Company

Dear Sir(s),

We wish to inform you that pursuant to Regulation 47 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Company has published the "Public Announcement relating to buyback of equity shares of the Company" in the following newspapers:

• a. Business Standard (English)
• b. Business Standard (Hindi)
• c. Nava Telangana (Telugu)

A copy of the newspaper clippings are attached.

Would request you to please take the same on record.

CHAITANYA TUMMALA

COMPANY SECRETARY & COMPLIANCE OFFICER

Y GRANULES Granules India Limited

Registered Address: Second Floor, Block III, My Home Hub, Madhapur, Hyderabad — 500081 Telangana — India Corporate Identification Number (CIN): L24110TG1991PLC012471 | Company Secretary, Compliance Officer and Nodal Officer: Ms. Chaitanya Tummala Phone: +91 40 3066 0000 | Fax:+91 40 2311 5145 | Email: investorrelations@granulesindia.com | Website: http:/www.granulesindia.com

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	This public announcement ("Public Announcement') is being made in relation to the Buyback of equity shareseach having a face value of ¢1 each (the "Equity Shares") by Granules India Limited (the "Company") fromthe shareholders / beneficial owners of the Company through a tender offer route through the Stock ExchangeMechanism pursuant to the provisions of Regulation 7(i) of the Securities and Exchange Board of India (Buy-Backof Securities) Regulations, 2018 (the "Buy-Back Regulations') for the time being in force, including any statutorymodifications and amendments from time to time and contains the disclosures as specified in Schedule II of the		7.			at which the Buy-back was approved till the date of the Postal Ballot Notice.COMPANY TO PARTICIPATE IN THE BUYBACK			6.1.3. No Equity Share was purchased or sold by Promoters and Promoter Group, Directors of thecompany which is a part of the Promoter and Promoter Group, persons who are in control of theCompany for a period of six months preceding the date of the Board Meeting i.e. January 21, 2020INTENTION OF PROMOTER AND PROMOTER GROUP AND PERSONS IN CONTROL OF THE
	Buy-Back Regulations. uy gue"OFFER FOR BUY-BACK OF UP TO 1,25,00,000 (ONE CRORE TWENTY-FIVE LAKHS ONLY) FULLYPAID UP EQUITY SHARES OF THE FACE VALUE OF 21 (RUPEES ONE ONLY) EACH AT A PRICE OF200 (RUPEES TWO HUNDRED ONLY) PER FULLY PAID UP EQUITY SHARE, PAYABLE IN CASH, ON APROPORTIONATE BASIS THROUGH THE "TENDER OFFER" ROUTE AS PRESCRIBED UNDER THE BUY-BACK REGULATIONS USING STOCK EXCHANGE MECHANISM.								7.1. In terms of the Buy-Back Regulations, under the tender offer route, the Promoter and Promoter Group andpersons in control have an option to participate in the Buyback. In this regard, the Promoter and PromoterGroup and persons in control of the Company have expressed their intention to participate in the Buybackand may tender up to their respective shareholding as on the Record Date or such lower number of EquityShares in accordance with the provisions of the Buy-Back Regulations. Please see below the maximumnumber of Equity Shares proposed to be tendered by each of the Promoter and Promoter Group as well as
	Please note that certain figures contained in this Public Announcement, including financial information, havebeen subject to rounding-off adjustments. All decimals have been rounded off to two decimal points. In certain				persons in control of the Company:	:		:	:
	instances, (i) the sum or percentage change of such numbers may not conform exactly to the total figure given;				Name of Shareholder				Maximum Number of Equity Shares intended to be offered
	and (ii) the sum of the numbers in a column or row in certain tables may not conform exactly to the total figure			Krishna Prasad Chigurupati						9,03,29,927
	given for that column or row.			Uma Devi Chigurupati						99,02,860
1.	DETAILS OF THE BUYBACK OFFER AND OFFER PRICE			Priyanka Chigurupati						19,57 ,598
	1.1. The board of directors of Granules India Limited (the "Company") (the board of directors of the Company			Pragnya Chigurupati						19,73,020
	hereinafter referred to as the "Board" or "Board of Directors", which expression includes any committeeconstituted and authorized by the Board to exercise its powers), at its meeting held on January 21, 2020			Suseela Devi Chigurupati*						65,000
	(the "Board Meeting" and such date the "Board Meeting Date"), pursuant to the provisions of Article 60			:	Santhi Sree Ramanavarapu -					2,417,200
	of the Articles of Association of the Company, Sections 68, 69 and 70 and all other applicable provisions, if				Tyche Investments Private Limited					38,07,096
	any, of the Companies Act, 2013, as amended (the "Companies Act'), the Companies (Share Capital and			Yedaguri Nikhila Reddy						29,500
	Debentures) Rules, 2014, to the extent applicable, and in compliance with the Buy-Back Regulations and			Total						10,89,82,201
	subject to such approvals of statutory, regulatory or governmental authorities as may be required underapplicable laws, approved the buyback by the Company of up to 1,25,00,000 (One Crore Twenty Five			'		1,01,000 Equity Shares were transferred by way of a gift on February 17, 2020
	Lakhs Only) fully paid-up equity shares of 71 (Rupees One only) each of the Company ("Equity Shares")representing up to 4.92% of the total paid-up Equity Share capital of the Company at a price of 7200(Rupees Two Hundred Only) per Equity Share ("Buyback Price') payable in cash for an aggregate amountof up to €250,00,00,000 (Rupees Two Hundred And Fifty Crores Only) ("Buyback Size'), which represents17.90% of the fully paid-up Equity Share capital and free reserves as per the latest audited standalonefinancial statements of the Company as at March 31, 2019 and 16.83% of the fully paid-up Equity Sharecapital and free reserves as per the latest audited consolidated financial statements of the Company as atMarch 31, 2019, on a proportionate basis through the "tender offer' route as prescribed under the Buy-BackRegulations, from all of the shareholders of the Company who hold Equity Shares as of the Record Date (asdefined below) (the "Buyback').								7.2. The Buyback will not result in any benefit to Promoter and Promoter Group or any directors of the Companyexcept to the extent of the cash consideration received by them from the Company pursuant to theirrespective participation in the Buyback in their capacity as equity shareholders of the Company, and thechange in their shareholding as per the response received in the Buyback, as a result of the extinguishmentof Equity Shares which will lead to reduction in the equity share capital of the Company post Buyback.7.3. Pursuant to the Buyback and depending on the response to the Buyback, the voting rights of the membersof the Promoter and Promoter Group in the Company may increase or decrease from their existingshareholding in the total equity capital and voting rights of the Company. Pursuant to the completion ofthe Buyback, the public shareholding of the Company shall not fall below the minimum level requiredas per Regulation 38 of the Securities and Exchange Board of India (Listing Obligations and Disclosure
	1.2, The shareholders of the Company approved the Buyback, by way of a special resolution, through postalballot (including e-voting) pursuant to the postal ballot notice dated January 21, 2020 (the "Postal BallotNotice"), the results of which were announced on March 10, 2020.				change in control over the Company.				Requirements) Regulations, 2015 ("Listing Regulations"), as amended. Any change in voting rights of thePromoter and Promoter Group of the Company pursuant to completion of Buyback will not result in any
	1.3. The Buyback Size does not include any transaction costs viz. brokerage, applicable taxes such as buybacktax, securities transaction tax, GST, stamp duty,expenses incurred or to be incurred for the Buyback like filingfees payable to Securities and Exchange Board of India ("SEBI"), advisors/legal fees, public announcementpublication expenses, printing and dispatch expenses and other incidental and related expenses, etc.								7.4 Since the entire shareholding of the Promoter and Promoter Group participating in the Buyback is in dematmode, the details of the date and price of acquisition / sale of entire Equity Shares that the said Promoterand Promoter Group have acquired / sold till date as per the information provided by Promoter and PromoterGroup, each vide their letters, dated January 21, 2020, except for Suseela Devi Chigurupati, who sent an
	1.4. The Buyback is further subject to receipt of approvals, permissions and sanctions as may be necessaryand subject to such conditions and modifications, if any, as may be prescribed or imposed by statutory,regulatory or governmental authorities under applicable laws, including but not limited to SEBI, and the stockexchanges where the Equity Shares of the Company are listed i.e. National Stock Exchange of India Limited			Date of	Nature ofTransaction Transaction	updated letter dated March 10, 2020, are set-out below:No. ofEquityShares	(?)	Face Acquisition(?)	TotalValue / Sale Price Consideration Consideration(?)
	('NSE') and the BSE Limited ("BSE") (collectively, "Stock Exchanges').							Krishna Prasad Chigurupati
	1.5. In addition to the regulations/ statutes referred to in paragraph 1.1 above, the Buyback is also in accordance			30-03-1994	Purchase	3,04, 182	10	10.00	30,41,820	Cash

• Lakhs Only) fully paid-up equity shares of 71 (Rupees One only) each of the Company ("Equity Shares") 7.2. The Buyback will not result in any benefit to Promoter and Promoter Group or any directors of the Company representing up to 4.92% of the total paid-up Equity Share capital of the Company at a price of 7200 except to the extent of the cash consideration received by them from the Company pursuant to their (Rupees Two Hundred Only) per Equity Share ("Buyback Price') payable in cash for an aggregate amount respective participation in the Buyback in their capacity as equity shareholders of the Company, and the of up to €250,00,00,000 (Rupees Two Hundred And Fifty Crores Only) ("Buyback Size'), which represents change in their shareholding as per the response received in the Buyback, as a result of the extinguishment

• financial statements of the Company as at March 31, 2019 and 16.83% of the fully paid-up Equity Share 7.3. Pursuant to the Buyback and depending on the response to the Buyback, the voting rights of the members capital and free reserves as per the latest audited consolidated financial statements of the Company as at of the Promoter and Promoter Group in the Company may increase or decrease from their existing March 31, 2019, on a proportionate basis through the "tender offer' route as prescribed under the Buy-Back shareholding in the total equity capital and voting rights of the Company. Pursuant to the completion of Regulations, from all of the shareholders of the Company who hold Equity Shares as of the Record Date (as the Buyback, the public shareholding of the Company shall not fall below the minimum level required defined below) (the "Buyback'). as per Regulation 38 of the Securities and Exchange Board of India (Listing Obligations and Disclosure 1.2, The shareholders of the Company approved the Buyback, by way of a special resolution, through postal Requirements) Regulations, 2015 ("Listing Regulations"), as amended. Any change in voting rights of the ballot (including e-voting) pursuant to the postal ballot notice dated January 21, 2020 (the "Postal Ballot Promoter and Promoter Group of the Company pursuant to completion of Buyback will not result in any

  • tax, securities transaction tax, GST, stamp duty,expenses incurred or to be incurred for the Buyback like filing mode, the details of the date and price of acquisition / sale of entire Equity Shares that the said Promoter fees payable to Securities and Exchange Board of India ("SEBI"), advisors/legal fees, public announcement and Promoter Group have acquired / sold till date as per the information provided by Promoter and Promoter publication expenses, printing and dispatch expenses and other incidental and related expenses, etc. Group, each vide their letters, dated January 21, 2020, except for Suseela Devi Chigurupati, who sent an

• 1.1. The board of directors of Granules India Limited (the "Company") (the board of directors of the Company Pragnya Chigurupati 19,73,020 hereinafter referred to as the "Board" or "Board of Directors", which expression includes any committee Suseela Devi Chigurupati* 65,000 constituted and authorized by the Board to exercise its powers), at its meeting held on January 21, 2020 : (the "Board Meeting" and such date the "Board Meeting Date"), pursuant to the provisions of Article 60 Santhi Sree Ramanavarapu - 2,417,200 of the Articles of Association of the Company, Sections 68, 69 and 70 and all other applicable provisions, if Tyche Investments Private Limited 38,07,096 any, of the Companies Act, 2013, as amended (the "Companies Act'), the Companies (Share Capital and Yedaguri Nikhila Reddy 29,500 Debentures) Rules, 2014, to the extent applicable, and in compliance with the Buy-Back Regulations and Total 10,89,82,201 subject to such approvals of statutory, regulatory or governmental authorities as may be required under ' . . applicable laws, approved the buyback by the Company of up to 1,25,00,000 (One Crore Twenty Five 1,01,000 Equity Shares were transferred by way of a gift on February 17, 2020 17.90% of the fully paid-up Equity Share capital and free reserves as per the latest audited standalone of Equity Shares which will lead to reduction in the equity share capital of the Company post Buyback.

• Notice"), the results of which were announced on March 10, 2020. change in control over the Company.

• 1.3. The Buyback Size does not include any transaction costs viz. brokerage, applicable taxes such as buyback 7.4 Since the entire shareholding of the Promoter and Promoter Group participating in the Buyback is in demat

• 1.4. The Buyback is further subject to receipt of approvals, permissions and sanctions as may be necessary updated letter dated March 10, 2020, are set-out below: and subject to such conditions and modifications, if any, as may be prescribed or imposed by statutory, Date of Nature of No. of Face | Acquisition Total exchanges where the Equity Shares of the Company are listed i.e. National Stock Exchange of India Limited Shares (?) (?) (?) ('NSE') and the BSE Limited ("BSE") (collectively, "Stock Exchanges'). Krishna Prasad Chigurupati

• 1.5. In addition to the regulations/ statutes referred to in paragraph 1.1 above, the Buyback is also in accordance 30-03-1994 Purchase 3,04, 182 10 10.00 30,41,820 Cash with the Companies (Management and Administration) Rules, 2014, to the extent applicable and the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 10-10-1994 Purchase 3,74,700 10 10.00 $7,47,000 Cash 2015, as amended, to the extent applicable. The Buyback shall be undertaken on a proportionate basis 15-11-1995 | Purchase 3,79,450 10 20.00 75,89,000 Cash from the equity shareholders of the Company as on Friday, March 20, 2020 (the "Record Date') ("Eligible 14-08-1996 Purchase 1,200 10 22.00 26,400 Cash Shareholders") through the tender offer process prescribed under Regulation 4(iv)(a) of the Buy-Back 40. Regulations. Additionally, the Buyback shall be, subject to applicable laws, implemented by tendering of 16-10-2000 Sale 77,400 10 23.00 17,80,200 Cash Equity Shares by Eligible Shareholders and settlement of the same through the stock exchange mechanism 09-06-2001 | Shares on 13,63,667 10 -| Other than as specified by SEBI in its circular bearing reference number CIR/CFD/POLICYCELL/1/2015 dated April Merger Cash 13, 2015 read with the circular bearing reference number CFD/ DCR2/CIR/P/2016/131 dated December 15-05-2002 Purchase 14,02,524 10 14.26 1,99,99,992 Cash 9, 2016, as amended from time to time ("SEBI Circulars'). In this regard, the Company will request BSE 14-06-2002 | Purchase 10.51.894 10 14.26 1.50.00,008 Cash to provide the acquisition window for facilitating tendering of Equity Shares under the Buyback. For the — — purposes of this Buyback, BSE will be the designated stock exchange. 26-12-2002 Sale 10,000 10 29.00 2,90,000 Cash

• 1.6. The maximum number of shares proposed to be bought back by the Company represents 4.92% of the total 30-12-2002 Sale 1,00,000 10 29.28 29,28,000 Cash paid-up Equity Share capital of the Company and is within the 25% limit prescribed by the Companies Act. 31-12-2002 Sale 1,45,000 10 30.28 43,90,600 Cash

• 1.7. Participation in the Buyback by Eligible Shareholders may trigger tax implications in India and in their 01-01-2003 Sale 50,000 10 31.06 15,52,500 Cash country of residence. The transaction of Buyback would also be chargeable to securities transaction tax in 02-01-2003 Sale 2,00,000 10 35.92 71,84,000 Cash India. In due course, Eligible Shareholders will receive a letter of offer, which will contain a more detailed 03-01-2003 Sale 250.000 10 40.50 1.01.25.000 Cash note on taxation. However, in view of the particularized nature of tax consequences, Eligible Shareholders — are advised to consult their own legal, financial and tax advisors prior to participating in the Buyback. 07-01-2003 Sale 1,00,000 10 40.10 40, 10,000 Cash

• 1.8. Acopy of this Public Announcement is available on the website of the Company at www.granulesindia.com 08-01-2003 Sale 1,00,000 10 38.50 38,50,000 Cash and is expected to be available on the website of the SEBI at www.sebi.gov.in during the period of Buyback 09-01-2003 Sale 45,000 10 38.15 17,16,750 Cash and on the website of the Stock Exchanges at www.nseindia.com and www.bseindia.com, respectively. 13-05-2003 Sale 2,00,000 10 48.18 96,36,000 Cash

• 2.1 The Buyback is being undertaken by the Company to return surplus funds to its equity shareholders, which 19-01-2007 Purchase 1,94,037 10 102.50 1,98,88, 793 Cash are over and above its ordinary capital requirements and in excess of any current investment plans, in an 26-03-2007 | Transferred 42.000 10 . -| Other than expedient, effective and cost-efficient manner. The Buyback is being undertaken for the following reasons: as Gift Cash

• 2.1.2. The Buyback would help in improving financial ratios by reducing the equity base of the Company; 03-04-2008 Purchase 50.000 10 90.98 "45.49 000 Cash

NSE, respectively, on the day preceding the date of the board meeting to consider the proposal of		01-11-2010 Purchase		1,67,173	10
the Buyback.		03-11-2010	Purchase	2,877	10
PAID UP CAPITAL AND FREE RESERVES			16-02-2011 Purchase		3,438	10
Crores Only), excluding transaction costs viz. brokerage, applicable taxes such as buyback tax, securitiestransaction tax, GST, stamp duty, expenses incurred or to be incurred for the Buyback like filing fees			24-03-2011	Purchase	1,50,000
payable to the SEBI, advisors/legal fees, public announcement publication expenses, printing and dispatch			29-03-2011 Purchase		2,90,000	1010
expenses and other incidental and related expenses, etc.			10-05-2011	Purchase	2,20,000	10
equity share capital and free reserves as per the latest audited standalone and consolidated financial			02-07-20137-08-2013 Purchase	Purchase	9 33.364	10	130.331
statements of the Company as at March 31, 2019 respectively.					ASTI	0	132.78
5.3. The funds for the implementation of the Buyback will be sourced out of the free reserves of the CompanyRegulations or the Companies Act.			;Re 1 i)
Promoter Group') and persons in control, (ii) directors of companies which are a part of the Promoter andPromoter Group of the Company as on the Board Meeting Date, i.e. January 21, 2020 are as follows:		9.> a On	7 =	re	;	sea
6.1.1. Aggregate shareholding of the Promoter and Promoter Group and persons who are in control as on			-10-	rchase	85,
the Board Meeting Date and date of Postal Ballot Notice both being January 21, 2020:			24-11-2017 Purchase		1,43,463	1	125.50
			22-03-2018	Purchase	2,32,21,404	1	101.85 2,36,50,99,997
Name of Shareholder	No. of Equity Shares	% Shareholding	08-03-2019	Sale	50.00.000	1	101.08!
Krishna Prasad Chigurupati	9,03,29,927	35.53%		Total	9,03.29.927	— "Uma Devi Chigurupati
Uma Devi Chigurupati	99,02,860	3.89%0,
mee are 17	oo	me :	10-10-1994 Purchase		3,61,000	10
regnye J TounpatSuseela Devi Chigurupati__	mc1,66,000	ee0.06%	15-11-1995 Purchase		20,000	10
Santhi Sree Ramanavarapu,		0.36%	09-06-2001	Shares onMerger*	2,11,400	10
	9,17,200
Tyche Investments Private Limited	38,07,096	1.50%	21-05-2004 Purchase		1,65,600	10
Yedaguri Nikhila ReddyTotal Shareholding of Promoters	29,50010,90,83,201	0.01%42.90%		24-03-2015 Split(from Rs. 10/- to	75,80,000	1
6.1.2. Aggregate shareholding of the directors of the company which is a part of the Promoter and Promoter				Re. 1/-)
Group, as on the Board Meeting Date and date of Postal Ballot Notice both being January 21, 2020:			09-10-2017	Purchase	30.000	1	126.27
Name of Shareholder	No. of Equity Shares	% Shareholding	24-11-2017 Purchase		15,200	1	125.40
Uma Devi Chigurupati	99,02,860	3.89%	20-12-2017	Received	22,77,660	1
Krishna Prasad Chigurupati	9,03,29,927	35.53%		as gift

hereinafter referred to as the "Board" or "Board of Directors", which expression includes any committee		Suseela Devi Chigurupati*						65,000
constituted and authorized by the Board to exercise its powers), at its meeting held on January 21, 2020(the "Board Meeting" and such date the "Board Meeting Date"), pursuant to the provisions of Article 60		:	Santhi Sree Ramanavarapu -					2,417,200
of the Articles of Association of the Company, Sections 68, 69 and 70 and all other applicable provisions, ifany, of the Companies Act, 2013, as amended (the "Companies Act'), the Companies (Share Capital and		Yedaguri Nikhila Reddy	Tyche Investments Private Limited					38,07,09629,500
Debentures) Rules, 2014, to the extent applicable, and in compliance with the Buy-Back Regulations and		Total						10,89,82,201
subject to such approvals of statutory, regulatory or governmental authorities as may be required underapplicable laws, approved the buyback by the Company of up to 1,25,00,000 (One Crore Twenty Five		'	1,01,000 Equity Shares were transferred by way of a gift on February 17, 2020
Lakhs Only) fully paid-up equity shares of 71 (Rupees One only) each of the Company ("Equity Shares")							7.2. The Buyback will not result in any benefit to Promoter and Promoter Group or any directors of the Company
representing up to 4.92% of the total paid-up Equity Share capital of the Company at a price of 7200(Rupees Two Hundred Only) per Equity Share ("Buyback Price') payable in cash for an aggregate amount							except to the extent of the cash consideration received by them from the Company pursuant to theirrespective participation in the Buyback in their capacity as equity shareholders of the Company, and the
of up to €250,00,00,000 (Rupees Two Hundred And Fifty Crores Only) ("Buyback Size'), which represents							change in their shareholding as per the response received in the Buyback, as a result of the extinguishment
17.90% of the fully paid-up Equity Share capital and free reserves as per the latest audited standalone							of Equity Shares which will lead to reduction in the equity share capital of the Company post Buyback.
financial statements of the Company as at March 31, 2019 and 16.83% of the fully paid-up Equity Sharecapital and free reserves as per the latest audited consolidated financial statements of the Company as at							7.3. Pursuant to the Buyback and depending on the response to the Buyback, the voting rights of the membersof the Promoter and Promoter Group in the Company may increase or decrease from their existing
March 31, 2019, on a proportionate basis through the "tender offer' route as prescribed under the Buy-BackRegulations, from all of the shareholders of the Company who hold Equity Shares as of the Record Date (as							shareholding in the total equity capital and voting rights of the Company. Pursuant to the completion ofthe Buyback, the public shareholding of the Company shall not fall below the minimum level required
defined below) (the "Buyback').							as per Regulation 38 of the Securities and Exchange Board of India (Listing Obligations and Disclosure
1.2, The shareholders of the Company approved the Buyback, by way of a special resolution, through postal							Requirements) Regulations, 2015 ("Listing Regulations"), as amended. Any change in voting rights of the
ballot (including e-voting) pursuant to the postal ballot notice dated January 21, 2020 (the "Postal BallotNotice"), the results of which were announced on March 10, 2020.			change in control over the Company.				Promoter and Promoter Group of the Company pursuant to completion of Buyback will not result in any
1.3. The Buyback Size does not include any transaction costs viz. brokerage, applicable taxes such as buyback							7.4 Since the entire shareholding of the Promoter and Promoter Group participating in the Buyback is in demat
tax, securities transaction tax, GST, stamp duty,expenses incurred or to be incurred for the Buyback like filingfees payable to Securities and Exchange Board of India ("SEBI"), advisors/legal fees, public announcement							mode, the details of the date and price of acquisition / sale of entire Equity Shares that the said Promoterand Promoter Group have acquired / sold till date as per the information provided by Promoter and Promoter
publication expenses, printing and dispatch expenses and other incidental and related expenses, etc.							Group, each vide their letters, dated January 21, 2020, except for Suseela Devi Chigurupati, who sent an
1.4. The Buyback is further subject to receipt of approvals, permissions and sanctions as may be necessary			updated letter dated March 10, 2020, are set-out below:
and subject to such conditions and modifications, if any, as may be prescribed or imposed by statutory,regulatory or governmental authorities under applicable laws, including but not limited to SEBI, and the stock		Date of	Nature ofTransaction Transaction	No. ofEquity		Face Acquisition	TotalValue / Sale Price Consideration Consideration
exchanges where the Equity Shares of the Company are listed i.e. National Stock Exchange of India Limited				Shares	(?)	(?)	(?)
('NSE') and the BSE Limited ("BSE") (collectively, "Stock Exchanges').					Krishna Prasad Chigurupati
1.5. In addition to the regulations/ statutes referred to in paragraph 1.1 above, the Buyback is also in accordancewith the Companies (Management and Administration) Rules, 2014, to the extent applicable and the		30-03-1994	Purchase	3,04, 182	10	10.00	30,41,820	Cash
Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations,		10-10-1994	Purchase	3,74,700	10	10.00	$7,47,000	Cash
2015, as amended, to the extent applicable. The Buyback shall be undertaken on a proportionate basis			15-11-1995 Purchase	3,79,450	10	20.00	75,89,000	Cash
from the equity shareholders of the Company as on Friday, March 20, 2020 (the "Record Date') ("EligibleShareholders") through the tender offer process prescribed under Regulation 4(iv)(a) of the Buy-Back		14-08-199640.	Purchase	1,200	10	22.00	26,400	Cash
Regulations. Additionally, the Buyback shall be, subject to applicable laws, implemented by tendering of		16-10-2000	Sale	77,400	10	23.00	17,80,200	Cash
Equity Shares by Eligible Shareholders and settlement of the same through the stock exchange mechanismas specified by SEBI in its circular bearing reference number CIR/CFD/POLICYCELL/1/2015 dated April		09-06-2001 Shares on	Merger	13,63,667	10		-	Other thanCash
13, 2015 read with the circular bearing reference number CFD/ DCR2/CIR/P/2016/131 dated December		15-05-2002	Purchase	14,02,524	10	14.26	1,99,99,992	Cash
9, 2016, as amended from time to time ("SEBI Circulars'). In this regard, the Company will request BSEto provide the acquisition window for facilitating tendering of Equity Shares under the Buyback. For the			14-06-2002 Purchase	10.51.894—	10	14.26	1.50.00,008——	Cash
purposes of this Buyback, BSE will be the designated stock exchange.		26-12-2002	Sale	10,000	10	29.00	2,90,000	Cash
1.6. The maximum number of shares proposed to be bought back by the Company represents 4.92% of the total		30-12-2002	Sale	1,00,000	10	29.28	29,28,000	Cash
paid-up Equity Share capital of the Company and is within the 25% limit prescribed by the Companies Act.		31-12-2002	Sale	1,45,000	10	30.28	43,90,600	Cash
1.7. Participation in the Buyback by Eligible Shareholders may trigger tax implications in India and in their		01-01-2003	Sale	50,000	10	31.06	15,52,500	Cash
country of residence. The transaction of Buyback would also be chargeable to securities transaction tax inIndia. In due course, Eligible Shareholders will receive a letter of offer, which will contain a more detailed		02-01-200303-01-2003	SaleSale	2,00,000250.000	1010	35.9240.50	71,84,0001.01.25.000	CashCash
note on taxation. However, in view of the particularized nature of tax consequences, Eligible Shareholders				—			—
are advised to consult their own legal, financial and tax advisors prior to participating in the Buyback.1.8. Acopy of this Public Announcement is available on the website of the Company at www.granulesindia.com		07-01-200308-01-2003	Sale	1,00,0001,00,000	10	40.10	40, 10,00038,50,000	CashCash
and is expected to be available on the website of the SEBI at www.sebi.gov.in during the period of Buyback		09-01-2003	SaleSale	45,000	1010	38.5038.15	17,16,750	Cash
and on the website of the Stock Exchanges at www.nseindia.com and www.bseindia.com, respectively.		13-05-2003	Sale	2,00,000	10	48.18	96,36,000	Cash
NECESSITY OF THE BUYBACK		14-05-2003	Sale	3,00,000	10	50.73	1,52,19,000	Cash
2.1 The Buyback is being undertaken by the Company to return surplus funds to its equity shareholders, whichare over and above its ordinary capital requirements and in excess of any current investment plans, in an		19-01-2007	Purchase26-03-2007 Transferred	1,94,037	10	102.50	1,98,88, 793	Cash
expedient, effective and cost-efficient manner. The Buyback is being undertaken for the following reasons:			as Gift	42.000	10		-	Other thanCash
2.1.1. The Buyback gives an option to the equity shareholders to either participate in the Buyback and			03-05-2007 Transferred	44,000	10	-		- Other than
receive cash in lieu of Equity Shares accepted under the Buyback or not participate in the Buyback			as Gift					CashCash
and enjoy a resultant increase in their percentage of shareholding in the Company post the Buyback;2.1.2. The Buyback would help in improving financial ratios by reducing the equity base of the Company;		19-06-200703-04-2008	PurchasePurchase	10.00 18050.000	10	10250!	10.25 18450"45.49 000	Cash
and				,	10	90.98-	——
2.1.3. The Buyback which is being implemented through the Tender Offer route as prescribed under		03-05-2008	Purcharenes	25,000	10	90.64	22,66,000—	hCas
the SEBI Buyback Regulations, would involve a reservation of 15% of the Buyback Size for small		03-07-2008 Purchase		7,000	10	86.71	6,06,970	Cash
shareholders (as defined below)MAXIMUM NUMBER OF SECURITIES THAT THE COMPANY PROPOSES TO BUYBACK		13-03-200814-03-2008	PurchasePurchase	4,000	10	83.75	3,35,0003,83,995	CashCash
The Company is proposing to buyback up to 1,25,00,000 (One Crore Twenty Five Lakhs Only) fully paid-up			17-03-2008 Purchase	4,7364,000	1010	81.0879.25	3,17,000	Cash
equity shares of cal (Rupees One Only) each of the Company ("Equity Shares") representing up to 4.92%		18-03-2008	Purchase	264	10	71.97	19,000	Cash
of the total paid-up Equity Share capital of the Company.		28-03-2008	Sale	682,927	10	102.50	7,00,00,018	Cash
BUYBACK PRICE AND BASIS OF DETERMINING THE PRICE OF THE BUYBACK			30-06-2008 Transferred	50.000	10			- Other than
4.1. The Equity Shares of the Company are proposed to be bought back at a price of 200 (Rupees Two HundredOnly) per Equity Share and has been arrived at after considering various factors such as including, but		15-07-2008	as giftPurchase	28.512	10	47.90	13.65.725	CashCash
not limited to, the trends in the volume weighted average prices of the equity shares of the company on							——
the Stock Exchanges, the net worth of the company, price earnings ratio and impact on other financialparameters and the possible impact of Buyback on the earnings per share.		16-07-2008	Purchase17-07-2008 Purchase	5,18,9602,778	1010	50.0092.96	2,9,48,0001,47,123	CashCash
42. The Buyback Price represents a:		18-07-2008	Purchase	2,061	10	52.96	1,09,151	Cash
4.2.1. Premium of 55.35% and 55.56% over the volume weighted average market price of the equity		28-07-2008 Purchase		642	10	92.96	34,000	Cash
shares on BSE and NSE, respectively, during the three months preceding the date of the board		29-07-2008	Purchase	2,420	10	52.96	1,28,163	Cash
meeting to consider the proposal of the Buyback.4.2.2. Premium of 43.65% and 43.02% over the volume weighted average market price of the equity		30-07-2008 Purchase06-10-2010 Purchase		3,27,565	10	52.96)	1,73,47,842	Cash
shares on BSE and NSE, respectively, during the two weeks preceding the date of the board meeting				55.000	10	103.24	56.78.200—	Cash
torneo		Sa —	{	Reece]		[aa		ea as
4.2.3. Pans Premium of35.92% and 35.87% over the closing market price of the equity shares on BSE and		01-11-2010 Purchase	urchase	,		-	——
NSE, respectively, on the day preceding the date of the board meeting to consider the proposal ofthe Buyback.		03-11-2010	Purchase	1,67,1732,877	1010	92.17 92.97	1,54,08,3352,67,475	CashCash
MAXIMUM AMOUNT REQUIRED UNDER THE BUYBACK AND ITS PERCENTAGE OF THE TOTAL		15-02-2011	Purchase	4,043	10	92.17	3,72,643	Cash
PAID UP CAPITAL AND FREE RESERVES			16-02-2011 Purchase	3,438	10	92.17	3,16,880	Cash
5.1. The maximum amount required for Buyback will not exceed %250,00,00,000 (Rupees Two Hundred And FiftyCrores Only), excluding transaction costs viz. brokerage, applicable taxes such as buyback tax, securities		17-02-2011	Purchase	10,987	10	90.47	9,93,994	Cash
transaction tax, GST, stamp duty, expenses incurred or to be incurred for the Buyback like filing fees		24-03-2011	Purchase	1,50,000	10	92.41	1,38,61,500	Cash
payable to the SEBI, advisors/legal fees, public announcement publication expenses, printing and dispatchexpenses and other incidental and related expenses, etc.		29-03-2011 Purchase10-05-2011	Purchase	2,90,000	10		93.00 — 2,69,70,0002,00,20,000	CashCash
5.2. The maximum amount mentioned aforesaid is 17.90% and 16.83% of the aggregate of the fully paid-up		30-03-2012	Purchase	2,20,0006,53,700	1010	91.0079.09	5,17,01,133	Cash
equity share capital and free reserves as per the latest audited standalone and consolidated financial		02-07-2013	Purchase	9 33.364	10	130.331	12.16.45.330	Cash
statements of the Company as at March 31, 2019 respectively.			7-08-2013 Purchase	ASTI	0	132.78	5 08 971	Cash
5.3. The funds for the implementation of the Buyback will be sourced out of the free reserves of the Company(including securities premium account) or such other source(s) as may be permitted by the Buy-Back			;24-03-2015 Sel rom	7,47,38,380	{		—	Other than
Regulations or the Companies Act.			Re 1 i)					as
5.4. The funds borrowed, if any, from banks and financial institutions will not be used for the Buyback.		31-10-2015	Purchase	40 95.230	1	84.91	.)34.77.25.979	Cash
DETAILS OF HOLDING AND TRANSACTIONS IN THE SHARES OF THE COMPANY		7302-2016 Received		400000				Other than
6.1. The aggregate shareholding of the (i) promoter and promoter group of the Company ("Promoter andPromoter Group') and persons in control, (ii) directors of companies which are a part of the Promoter and			as gift					Cash
Promoter Group of the Company as on the Board Meeting Date, i.e. January 21, 2020 are as follows:		9.> a On	7 =	re	;	sea	ean	=
6.1.1. Aggregate shareholding of the Promoter and Promoter Group and persons who are in control as on		-10-	rchase	85,			,58,01,	as
the Board Meeting Date and date of Postal Ballot Notice both being January 21, 2020:		24-11-2017 Purchase		1,43,463	1	125.50	__1,80,04,607	Cash
Name of ShareholderNo. of Equity Shares	% Shareholding	22-03-201808-03-2019	PurchaseSale	2,32,21,40450.00.000	11	101.08!	101.85 2,36,50,99,99750.54.00.000	CashCash
Krishna Prasad Chigurupati9,03,29,927	35.53%		Total	9,03.29.927
Uma Devi Chigurupati99,02,860	3.89%			— "Uma Devi Chigurupati
mee are 17oo	0,me :		10-10-1994 Purchase	3,61,000	10	10.00]	36,10,000]	Cash
regnye J Tounpat__mc	ee		15-11-1995 Purchase	20,000	10	20.00	400,000]	Cash
Suseela Devi Chigurupati1,66,000Santhi Sree Ramanavarapu,9,17,200	0.06%0.36%	09-06-2001	Shares onMerger*	2,11,400	10	-	-	Other thanCash
Tyche Investments Private Limited38,07,096	1.50%	21-05-2004 Purchase	24-03-2015 Split(from	1,65,600	10	83.00]	_1,37,44,800	Cash
Yedaguri Nikhila Reddy29,500Total Shareholding of Promoters10,90,83,201	0.01%42.90%		Rs. 10/- to	75,80,000	1	-	-	Other thanCash
6.1.2. Aggregate shareholding of the directors of the company which is a part of the Promoter and Promoter			Re. 1/-)
Group, as on the Board Meeting Date and date of Postal Ballot Notice both being January 21, 2020:		09-10-2017	Purchase	30.000	1	126.27	37 88.100	Cash
Name of ShareholderNo. of Equity Shares	% Shareholding	24-11-2017 Purchase		15,200	1	125.40	19,06,080	Cash
Uma Devi Chigurupati99,02,860	3.89%	20-12-2017	Received	22,77,660	1	-	-	Other than
Krishna Prasad Chigurupati9,03,29,92710,02,32,787	35.53%39.42%		as gift	99,02,860				Cash
Total			Total

40) > 4 ® @), 4 UN OU @ av JLUERO/E ® ad IF Dame), > 5- ® @ av ade » Ay TD 4 ») O71. 4d Ee@ DIyAwi= 5- ® » AL U atone @ Av» D BD @ BD BD @ D BD ATIC Untswe Now: pap

• 4.1. The Equity Shares of the Company are proposed to be bought back at a price of 200 (Rupees Two Hundred as gift Cash Only) per Equity Share and has been arrived at after considering various factors such as including, but 15-07-2008 Purchase 28.512 10 47.90 13.65.725 Cash not limited to, the trends in the volume weighted average prices of the equity shares of the company on — the Stock Exchanges, the net worth of the company, price earnings ratio and impact on other financial 16-07-2008 Purchase 5,18,960 10 50.00 2,9,48,000 Cash parameters and the possible impact of Buyback on the earnings per share. 17-07-2008 | Purchase 2,778 10 92.96 1,47,123 Cash

• • 4.2.1. Premium of 55.35% and 55.56% over the volume weighted average market price of the equity 28-07-2008 | Purchase 642 10 92.96 34,000 Cash
  • 4.2.2. Premium of 43.65% and 43.02% over the volume weighted average market price of the equity 06-10-2010 | Purchase 55.000 10 103.24 56.78.200 Cash shares on BSE and NSE, respectively, during the two weeks preceding the date of the board meeting —

• 5.1. The maximum amount required for Buyback will not exceed %250,00,00,000 (Rupees Two Hundred And Fifty 17-02-2011 Purchase 10,987 10 90.47 9,93,994 Cash Crores Only), excluding transaction costs viz. brokerage, applicable taxes such as buyback tax, securities transaction tax, GST, stamp duty, expenses incurred or to be incurred for the Buyback like filing fees 24-03-2011 Purchase 1,50,000 10 92.41 1,38,61,500 Cash payable to the SEBI, advisors/legal fees, public announcement publication expenses, printing and dispatch 29-03-2011 | Purchase 2,90,000 10 93.00 | — 2,69,70,000 Cash expenses and other incidental and related expenses, etc. 10-05-2011 Purchase 2,20,000 10 91.00 2,00,20,000 Cash

• 5.2. The maximum amount mentioned aforesaid is 17.90% and 16.83% of the aggregate of the fully paid-up 30-03-2012 Purchase 6,53,700 10 79.09 5,17,01,133 Cash equity share capital and free reserves as per the latest audited standalone and consolidated financial 02-07-2013 Purchase 9 33.364 10 130.331 12.16.45.330 Cash statements of the Company as at March 31, 2019 respectively. 7-08-2013 | Purchase ASTI 0 132.78 5 08 971 Cash

• 5.3. The funds for the implementation of the Buyback will be sourced out of the free reserves of the Company ; (including securities premium account) or such other source(s) as may be permitted by the Buy-Back 24-03-2015 Sel rom 7,47,38,380 { . . Other than Regulations or the Companies Act. Re 1 i) as

• 6.1. The aggregate shareholding of the (i) promoter and promoter group of the Company ("Promoter and as gift Cash Promoter Group') and persons in control, (ii) directors of companies which are a part of the Promoter and 9.

Name of Shareholder	No. of Equity Shares	% Shareholding
Uma Devi Chigurupati	99.02.860	3.89%
Krishna Prasad Chigurupati	9.03.29.927	35.53%
Total	10,02,32,787	39.42%

ALD	U@BD	atoneBD	BD @	@	DBD	Av»
	ATIC	Untswe			pap
				Now:
18-07-1991	Purchase	1,875	Priyanka Chigurupati10	10.00	18,750	Cash
13-02-199220-02-1995	PurchasePurchase	25,0002,500	1010	10.0010.00	2,50,00025,000	CashCash
15-11-1995	Purchase	5,750	10	20.00	1,15,000	Cash
09-06-200121-05-2004	Shares onMerger*Purchase	30,68782,800	1010	-83.00	- 68,72,400	Other thanCashCash
26-03-2007	Receivedas gift	21,000	10	-	-	Other thanCash
30-06-2008	Receivedas gift	25,000	10	-	-	Other thanCash
24-03-2015	Split (fromRs. 10/- to	19,46,120	1	-	-	Other thanCash
03-11-2015	Re. 1/-)Purchase	150	1	147.41	22,112	Cash
08-12-201518-12-2015	PurchasePurchase	101385	11	147.41156.02	14,88860,068	CashCash
06-05-201623-05-2016	PurchasePurchase	300300	11	126.21129.12	37,86338,736	CashCash
01-09-201610-01-2017	PurchasePurchase	5422,500	11	129.02104.80	69,9292,62,000	CashCash
03-10-201711-06-2018	PurchasePurchase	3,5003,700	1	114.00	3,99,0002,99,145	CashCash
	Total	19,57 ,598	1	80.85
18-07-1991	Purchase	1,875	Pragnya Chigurupati10	10.00	18,750	Cash
13-02-199220-02-1995	PurchasePurchase	25,0002,500	1010	10.0010.00	2,50,00025,000	CashCash
15-11-199509-06-2001	PurchaseShares on	7,05030,687	1010	20.00-	1,41,000-	CashOther than
21-05-2004	Merger*Purchase	82,800	10	83.00	68,72,400	CashCash
26-03-2007	Receivedas gift	21,000	10	-	-	Other thanCash
30-06-2008	Receivedas gift	25,000	10	-	-	Other thanCash
24-03-2015 Split (from	Rs. 10/- to	19,59, 120	1	-	-	Other thanCash
20-11-2015	Re. 1/-)Purchase	400	1	150.28	60,112	Cash
10-01-201702-11-2018	PurchasePurchase	4,8003,875	11	104.41103.74	5,01,1684,01,993	CashCash
16-11-2018	PurchaseTotal	4,82519,73,020	1	100.73	4,86,022	Cash
			Suseela Devi Chigurupati
02-11-199220-02-1995	PurchasePurchase	1001,500	1010	10.0010.00	1,00015,000	CashCash
15-11-199520-02-2007	PurchasePurchase	12,3001,100	1010	20.00100.85	2,46,0001,10,935	CashCash
16-02-201121-11-2012	PurchasePurchase	1,000500	1010	92.17158.50	92,17079,250	CashCash
	14-02-2014 Transferredas gift	10,000	10	-	-	Other than
						Cash
11-07-2014	Receivedvide	10,100	10	-	-	Other thanCash
24-03-2015 Split (from	transmission	1,66,000	1	-	-	Other than
	Rs. 10/- toRe. 1/-)					Cash
	17-02-2020 Transferredas gift	1,01,000**	1	-	-	Other thanCash
	Total	65,000	Shanthi Sree Ramanavarapu
30-10-2014	Receivedvide	83,500	10	-	-	Other thanCash
10-11-2014	transmissionPurchase	200	10	781.90	1,56,380	Cash
24-11-201424-03-2015	PurchaseSplit (from	1008,38,000	101	785.50-	78,550-	CashOther than
	Rs. 10/- toRe. 1/-)					Cash
29-07-201521-08-2015	PurchasePurchase	10,0001,000	11	118.84124.42	11,88,4001,24,420	CashCash
24-08-201525-08-2015	PurchasePurchase	4,0001,800	11	115.85103.23	4,63,4001,85,814	CashCash
31-08-201502-09-2015	PurchasePurchase	10,0003,000	11	125.43121.06	12,54,3003,63,180	CashCash
03-09-2015	Purchase	5,000	1	122.17	6,10,850	Cash
04-09-201508-09-2015	PurchasePurchase	10,0001,600	11	117.85106.54	11,78,5001,70,464	CashCash
10-09-201515-09-2015	PurchasePurchase	1002,000	11	110.12115.85	11,0122,31,700	CashCash
16-09-201521-09-2015	PurchasePurchase	5,0001,500	11	116.00121.14	5,80,0001,81,710	CashCash
22-09-201523-09-2015	PurchasePurchase	7,0003,000	11	132.65134.36	9,28,5504,03,080	CashCash
24-09-2015	Purchase	3,400	1	142.78	4,85,452	Cash
10-11-201504-12-2015	PurchasePurchase	5,0002,500	11	145.58154.70	7,27,9003,86,750	CashCash
07-12-201509-12-2015	PurchasePurchase	2,500800	11	155.81149.67	3,89,5251,19,736	CashCash
	Total	9,17,200		Tyche Investments Private Limited
15-08-2001	Purchase	66,200	10	12.56	8,31,472	Cash
24-03-2015	Split (fromRs. 10/- toRe. 1/-)	6,62,000	1	-	-	Other thanCash
30-03-201628-12-2016	PurchasePurchase	72,55,00039,17,454	11	95.30]95.30]	69,14,01,50037,33,33,366	CashCash
16-02-2017	Purchase	75,51 ,000	1		122.00 92,12,22,000	Cash
23-03-201709-10-2017	PurchasePurchase	74,83,5461,06,000	11	95.30)126.42	71,31,81,9341,34,00,520	CashCash
24-11-201722-03-2018	PurchaseSale	53,5002,32,21,404	11	126.11	67,46,885101.85 2,36,50,99,997	CashCash
30-12-2015	TotalPurchase	38,07,096	Yedaguri Nikhila Reddy

Shares acquired upon merger of Triton Laboratories Limited

Shares "Letter were dated transferred March 10, by 2020 way received of a gift from on February Mrs. Suseela 17, 2020 Devi Chigurupati indicating that 1,01,000 Equity

• Confirmations Companies Act: from the company as per the provisions of the Buy-Back Regulations and the
• all the Equity Shares of the Company are fully paid-up;
• 8.2. the Company shall pay the consideration only by way of cash;
• 8.3. The Company, as per provisions of Section 68(8) of the Companies Act, shall not make further issue of the same kind of Equity Shares within a period of 6 (six) months after the completion of the Buyback except by way of bonus shares or Equity Shares issued to discharge subsisting obligations such as conversion of warrants, stock option schemes, sweat equity or conversion of preference shares or debentures into Equity Shares

contd...p9/1

• 8.4. the Company shall not issue and allot any Equity Shares or specified securities, including by way of bonus until the date of expiry of the Buyback period;
• 8.5. the Company shall not raise further capital for a period of one year from the expiry of the Buyback period, except in discharge of its subsisting obligations;
• 8.6. the Company shall not withdraw the Buyback after the draft letter of offer is filed with SEBI;
• 8.7. the Company shall not Buyback locked-in Equity Shares and non- transferable Equity Shares until the pendency of the lock-in or till the Equity Shares become transferable;
• 8.8. the Company shall transfer from its free reserves a sum equal to the nominal value of the Equity Shares purchased through the Buyback to the Capital Redemption Reserve account and the details of such transfer shall be disclosed in its subsequent audited balance sheet;
• 8.9. the Company confirms that there are no defaults subsisting in the repayment of deposits, redemption of debentures or preference shares or repayment of any term loans to any financial institution or banks;
• 8.1 Oo the Company shall not Buyback its Equity Shares from any person through a negotiated deal whether on or off the Stock Exchanges or through spot transactions or through any private arrangement in the implementation of the Buyback;
• 8.11. the Company has been in compliance with Sections 92, 123, 127 and 129 of the Companies Act;
• 8.12. the aggregate amount of the Buyback i.e. up to 250,00,00,000 (Rupees Two Hundred and Fifty Crores Only) does not exceed 25% of the total paid-up capital and free reserves of the Company as per the latest audited standalone and consolidated financial statements of the Company as at March 31, 2019;
• 8.13. the maximum number of Equity Shares proposed to be purchased under the Buyback (up to 1,25,00,000 Equity Shares), does not exceed 25% of the paid-up Equity Share capital as per the audited standalone balance sheet as on March 31, 2019;
• 8.14. the Company shall not make any offer of Buyback within a period of one year reckoned from the date of closure of the Buyback period and the Company has not undertaken a Buyback of any ofits securities during a period of one year immediately preceding the date of the Board Meeting;
• 8.1 an there is no pendency of any scheme of amalgamation or compromise or arrangement pursuant to the provisions of the Companies Act, as on date;
• 8.1 => the Company shall not directly or indirectly purchase its Equity Shares through any subsidiary company including its own subsidiary companies or through any investment company or group of investment companies;
• 8.1 ™ the ratio of the aggregate of secured and unsecured debts owed by the Company based on both consolidated and standalone financial statements of the Company, shall not be more than twice the paid-up share capital and free reserves, after the Buyback; and
• 8.1 oO the Company is not undertaking the Buyback to delist its Equity Shares or any other specified securities from the Stock Exchanges.
• 1. THE TEXT OF THE REPORT DATED JANUARY 21, 2020 OF B S R & ASSOCIATES LLP, THE STATUTORY AUDITORS OF THE COMPANY, ADDRESSED TO THE BOARD IS REPRODUCED BELOW:
• Quote The Board of Directors Granules India Limited 2nd Floor, 3rd Block, My Home Hub, Madhapur, Hyderabad - 500081
• Telangana
• Statutory Auditor's Report in respect of the proposed buy-back of equity shares by Granules India Limited ('the Company') in terms of clause (xi) of Schedule | of the Securities and Exchange Board of India (Buy-Back of Securities) Regulations, 2018, as amended (the "SEBI buy-back Regulations").
• 1. This report is issued in accordance with the terms of the addendum dated 16 January 2020 to our engagement letter dated 11 July 2019.
• 1. The Board of Directors of the Company have approved a proposal for buy-back of equity shares by the Company at its meeting held on 21 January 2020, in pursuance of the provisions of Section 68, 69 and 70 of the Companies Act, 2013, as amended ('the Act') and the SEBI buy-back Regulations.
• 1. We have been requested by the management of the Company (the 'Management) to provide a report on the accompanying statement of permissible capital payment (including premium) ('Annexure A) as at 31 March 2019 (hereinafter referred together as the 'Statement'). This Statement is prepared by the Management, which we have initialed for identification purposes only.

Management's Responsibility

1. The preparation of the Statement in accordance with Section 68(2) of the Act, and the compliance with the SEBI buy-back Regulations, is the responsibility of the Management of the Company, including the computation of the amount of the permissible capital payment (including premium), the preparation and maintenance of all accounting and other relevant supporting records and documents. This responsibility includes the design, implementation and maintenance of internal control relevant to the preparation and presentation of the Statement and applying an appropriate basis of preparation; and making estimates that are reasonable in the circumstances.

Auditor's responsibility

• 1. Pursuant to the requirements of the SEBI buy-back Regulations, it is our responsibility to provide reasonable assurance:
• i) whether we have inquired into the state of affairs of the Company in relation to the audited standalone and consolidated financial statements for the year ended 31 March 2019;
• =: if the amount of permissible capital payment (including premium) as stated in Annexure A for the proposed buy-back of equity shares, has been properly determined considering the audited standalone and consolidated financial statements of the Company as at and for the year ended 31 March 2019 in accordance with Section 68(2) of the Act; and the proviso to Regulation 5(i)(b) of the SEBI buy-back regulations; and
• = if the Board of Directors in their meeting held on 21 January 2020, have formed the opinion as specified in clause (x) of Schedule | to the SEBI buy-back Regulations, on reasonable grounds and that the Company will not, having regard to its state of affairs, be rendered insolvent within a period of one year from the aforesaid date.
• 1. The standalone and consolidated financial statements referred to in paragraph 5 above, which we have considered for the purpose of this report, have been audited by us, on which we have issued an unqualified audit report dated 9 May 2019. We conducted our audit in accordance with the Standards on Auditing (SAs) specified under section 143(10) of the Act and other applicable authoritative pronouncements issued by the Institute of Chartered Accountants of India. Those Standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement.
• 1. We conducted our examination of the Statement in accordance with the Guidance Note on Reports or Certificates for Special Purposes, issued by the Institute of Chartered Accountants of India (the "Guidance note'). The Guidance Note requires that we comply with the ethical requirements of the Code of Ethics issued by the Institute of Chartered Accountants of India.
• 1. We have complied with the relevant applicable requirements of the Standard on Quality Control (SQC) 1, Quality Control for Firms that Perform Audits and Reviews of Historical Financial Information, and Other Assurance and Related Services Engagements.

Opinion

• 1. Based on inquiries conducted and our examination as above, we report that:
  • i) We have inquired into the state of affairs of the Company in relation to its audited standalone and

consolidated financial statements of the Company as at and for the year ended 31 March 2019, which have been approved by Board of Directors of the Company on 9 May 2019;

• ii) The amount of permissible capital payment (including premium) towards the proposed buy back, up to 1,25,00,000 equity shares, as computed in the Statement attached herewith as Annexure A, in our view, has been properly determined in accordance with Section 68(2) of the Act and the proviso to Regulation 5(i) (b) of the SEBI buy-back regulations. The amounts of share capital and free reserves have been extracted from the audited standalone and consolidated financial statements of the Company as at and for year ended 31 March 2019; and
• iii) The Board of Directors of the Company, in their meeting held on 21 January 2020 have formed their opinion as specified in clause (x) of Schedule | to the SEB! buy-back Regulations, on reasonable grounds and that the Company, having regard to its state of affairs, will not be rendered insolvent within a period of one year from the date of passing the Board meeting resolution dated 21 January 2020.

Restrictions on use

forB S R & Associates LLP

Chartered Accountants ICAI Firm Registration Number: 116231 W/W-100024

Sriram Mahalingam

Partner Membership No: 049642 UDIN: 20049642AAAAAH3398 Place: Hyderabad Date: January 21, 2020

Annexure A - Statement of Permissible Capital Payment

Computation of amount of permissible capital payment (including premium) towards buyback of equity shares in accordance with Section 68 of the Companies Act, 2013 ("the Act") and Securities and Exchange Board of India (Buy-Back of Securities) Regulations, 2018

		(Amounts in INR Lakhs)
Particulars	Standalone	Consolidated
Paid up equity capital as at 31 March 2019(A)	2,542.48	2,542.48
Free reserves as at 31 March 2019":
- Securities premium reserve	62,520.54	62,520.54
- General reserve	30,786.74	30,786.74
- Retained earnings	43,768.43	52,715.35
Total free reserves (B)	137,075.71	146,022.63
Total paid up equity capital and free reserves (A+B)	139,618.19	148,565.11
Maximum amount permissible for buyback under Section 68 ofthe Act, i.e. 25% of the total paid up capital and free reserves	34,904.55	37,141.28

*Free reserves as defined in Section 2(43) of the Act read along with Explanation II provided in Section 68 of the Act.

Note:

• 1. The aforesaid balances have been extracted accurately from the audited standalone and consolidated financial statements of the Company for the year ended 31 March 2019.
• 1. As per Section 68, free reserves include securities premium for the purposes of the aforesaid computation.
• 1. The aforesaid statement has been prepared in connection with the proposed buy-back of 1,25,00,000 equity shares at a price of INR 200 per share aggregating to INR 25000 lakhs. The shares proposed for buy-back have been determined in accordance with the provisions of the Companies Act, 2013 including Section 68 and the SEBI Buy-Back Regulations.
• 1. The Board of Directors have in their meeting dated 21 January 2020, formed opinion on reasonable grounds that the Company, having regard to its state of affairs, will not be rendered insolvent within a period of one year from the aforesaid date.

Unquote

11. RECORD DATE AND SHAREHOLDER'S ENTITLEMENT

• 11.1. The Company has fixed Friday, March 20, 2020 (the "Record Date") for the purpose of determining the entitlement and the names of the equity shareholders who are eligible to participate in the Buyback.

• 11.2. Based on the shareholding on the Record Date, the Company will determine the entitlement of each Equity Shareholder, including small shareholders, to tender their Equity Shares in the Buy-back. This entitlement for each shareholder will be calculated based on the number of Equity Shares held by the respective shareholder on the Record Date and the ratio of the Buy-back applicable in the category to which such Equity Shareholder belongs. The number of Equity Shares purchased by the Company from each Eligible Shareholder will be based on the total number of Equity Shares tendered by such Equity Shareholder. Accordingly, the Company may not purchase all of the Equity Shares tendered by an Eligible Shareholder.

• 11.3. In accordance with Regulation 9(ix) of the Buyback Regulations, in order to ensure that the same Eligible Shareholder with multiple demat accounts/folios do not receive a higher entitlement under the Small Shareholder category, the Equity Shares held by such Eligible Shareholder with a common Permanent Account Number ("PAN") shall be clubbed together for determining the category (small shareholder or general) and entitlement under the Buyback. In case of joint shareholding, the Equity Shares held in cases where the sequence of the PANs of the joint shareholders is identical shall be clubbed together. In case of Eligible Shareholders' holding physical shares, where the sequence of PAN is identical and where the PANs of all joint shareholders are not available, the registrar to the Buyback ("Registrar to the Buyback") will check the sequence of the names of the joint holders and club together the Equity Shares held in such cases where the sequence of the name of joint shareholders are identical. The shareholding of institutional investors like mutual funds, insurance companies, pension funds/trusts, etc. with common PAN will not be clubbed together for determining their entitlement and will be considered separately, where these Equity Shares are held for different schemes and have a different demat account nomenclature based on information prepared by the registrar and transfer agent as per the shareholder records received from the depositories.

• . The Equity Shares to be bought back as part of the Buyback are divided into two categories: 11. _

  • 11.4.1. Reserved category for small shareholders; and
  • 11.4.2. General category for all other shareholders.

• 11.5. In due course, shareholders holding Equity Shares in dematerialised form as on the Record Date, i.e., the Eligible Shareholders will receive a letter of offer in relation to the Buyback along with a tender offer form indicating the entitlement of the Eligible Shareholder for participating in the Buyback. Even if the Eligible Shareholder does not receive the letter of offer along with a tender offer, the Eligible Shareholder may participate and tender shares in the Buyback.

• 11.6. As defined in Regulation 2(i)(n) of the Buy-Back Regulations, a "small shareholder' is a shareholder who holds equity shares having market value, on the basis of closing price on BSE or NSE (as applicable, contingent on highest trading volume as on Record Date), of not more than #2,00,000 (Rupees Two Lakhs only).

• 11.7. In accordance with Regulation 6 of the Buy-Back Regulations, 15% of the number of Equity Shares which the Company proposes to buyback or such number of Equity Shares entitled as per the shareholding of small shareholders as on the Record Date, whichever is higher, shall be reserved for the small shareholders as part of this Buyback.

• 11.8. After accepting the Equity Shares tendered on the basis of entitlement, the Equity Shares left to be bought back, if any, in one category shall first be accepted, in proportion to the Equity Shares tendered over and above their entitlement in the offer by Eligible Shareholders in that category, and thereafter from Eligible Shareholders who have tendered over and above their entitlement in other category.

• 11.9. The participation of Eligible Shareholders in the Buyback is voluntary. Eligible Shareholders can choose to participate and get cash in lieu of shares to be accepted under the Buyback or they may choose not to participate. Eligible Shareholders may also accept a part of their entitlement. Eligible Shareholders also have the option of tendering additional shares (over and above their entitlement) and participate in the shortfall created due to non-participation of some other Eligible Shareholders, if any. If the Buyback entitlement for any shareholder is not a round number, then the fractional entitlement shall be ignored for computation of entitlement to tender Equity Shares in the Buyback.

• 11.10. The maximum tender under the Buyback by any Eligible Shareholder cannot exceed the number of Equity Shares held by the Eligible Shareholder as on the Record Date. In case the Eligible Shareholder holds Equity Shares through multiple demat accounts, the tender through a demat account cannot exceed the number of Equity Shares held in that demat account. The small shareholders whose entitlement would be less than 1 (one) Equity Share may tender additional Equity Shares as part of the Buyback offer and will be given preference in the acceptance of 1 (one) Equity Share, if such small shareholders have tendered for

• 1. The Board has confirmed that it has made a full enquiry into the affairs and prospects of the Company and has formed the opinion:

• . That immediately following the Board Meeting held on January 21, 2020, there will be no grounds on which the Company could be found unable to pay its debts; 10. =

• 10.2. That as regards the Company's prospects for the year immediately following the date of Board Meeting held on January 21, 2020 and having regard to the Board's intentions with respect to the management of the Company's business during that year and to the amount and character ofthe financial resources, which will, in the Board's view, be available to the Company during that year, the Company will be able to meet its liabilities as and when they fall due and will not be rendered insolvent within a period of one year from the date of this Board Meeting or as the case may be, within a period of one year from the date on which the results of the Postal Ballot will be declared;

• 10.3. in forming an opinion for the above purposes, the Board has taken into account the liabilities as if the Company were being wound up under the provisions of the Companies Act 2013 or the Insolvency and Bankruptcy Code, 2016 (including prospective and contingent liabilities); and

• That the debt equity ratio of the Company after the Buy-back will be within the limit of 2:1 as prescribed under the Companies Act. 10. >

additional Equity Shares.

• 11.11. The Equity Shares tendered as per the entitlement by the Eligible Shareholder as well as additional Equity Shares tendered, if any, will be accepted as per the procedure laid down in the Buy-Back Regulations. The settlement of the tenders under the Buyback will be done using the "Mechanism for acquisition of shares through Stock Exchange pursuant to Tender-Offers under Takeovers, Buy Back and Delisting" notified under the SEBI Circulars. Eligible Shareholders will receive a letter of offer along with a tender/offer form indicating their respective entitlement for participating in the Buyback.
• 11.12. Detailed instructions for participation in the Buyback (tender of Equity Shares in the Buyback) as well as the relevant timetable will be included in the letter of offer to be sent in due course to the Eligible Shareholders.

12. PROCESS AND METHODOLOGY FOR THE BUYBACK

1. This report has been issued at the request of the Company solely for use of the Company (i) in connection with the proposed buy-back of equity shares of the Company in pursuance to the provisions of Section 68 and other applicable provisions of the Companies Act, 2013 and the SEBI buy-back Regulations, (ii) to enable the Board of Directors of the Company to include in the public announcement, draft letter of offer, letter of offer pertaining to buy-back to be sent to the shareholders of the Company or filed with (a) the Registrar of Companies, Securities and Exchange Board of India, stock exchanges, public shareholders and any other regulatory authority as per applicable law and (b) the Central Depository Services (India) Limited, National Securities Depository Limited and (iii) for providing to the managers, each for the purpose of extinguishment of equity shares in pursuance to the provisions of Section 68 and other applicable provision of the act and the SEBI buy-back Regulations and may not be suitable for any other purpose.

• 12.1. The Buyback is open to all Eligible Shareholders and/ or beneficial owners for Eligible Shareholders holding Equity Shares in dematerialized form on the Record Date.
• 12.2. The Buyback shall be implemented using the "Mechanism for acquisition of shares through Stock Exchange pursuant to Tender-Offers under Takeovers, Buy Back and Delisting" notified vide the SEBI Circulars and following the procedure prescribed in the Companies Act and the Buy-Back Regulations, and as may be determined by the Board (including the "authorised persons" approved by the Board and authorized to complete the formalities of the Buyback) and on such terms and conditions as may be permitted by law from time to time.
• 12.3. For implementation of the Buyback, the Company has appointed Motilal Oswal Financial Services Limited as the registered broker to the Company (the "Company's Broker") to facilitate the process of tendering of Equity Shares through the stock exchange mechanism for the Buyback through whom the purchases and settlements on account of the Buyback would be made by the Company. The contact details of the Company's Broker are as follows:

Motilal Oswal Financial Services Limited;

Motilal Oswal Tower, Rahimtullah Sayani Road,Opposite Parel $.T. Bus Depot, Prabhadevi - Mumbai - 400 025 Contact Person: Krishna Sharma; Contact Number: +91 2271985473; Email: ksharma@motilaloswal.com CIN: L67190MH2005PLC 153397 SEBI Registration No: INZ000158836 Website: www.motilaloswal.com

12.4.The Company will request BSE to provide a separate acquisition window ("Acquisition Window')to facilitate placing of sell orders by Eligible Shareholders who wish to tender Equity Shares in the Buyback.

BSE will be the designated stock exchange for the purpose of this Buyback. The details of the Acquisition Window will be specified by BSE from time to time. In the event the Stock Broker of any Eligible Shareholder is not registered with BSE as a trading member / stockbroker, then that Eligible Shareholder can approach the Company Broker or any other BSE registered stockbroker and can register himself by using quick unique client code (UCC) facility through that BSE registered stockbroker (after submitting all details as may be required by such BSE registered stock broker in compliance with applicable law).

• 12.5. At the beginning of the tendering period, the order for buying up to 1,25,00,000 Equity Shares shall be placed by the Company through the Company's Broker.
• 12.6. During the tendering period, the order for selling the Equity Shares will be placed in the Acquisition Window by Eligible Shareholders through their respective stockbrokers ("Stock Brokers") during normal trading hours of the secondary market. The Seller Members can enter orders only for dematerialized Equity Shares.

12.7. Procedure to be followed by Eligible Shareholders holding Equity Shares in the dematerialised form:

• 12.7.1. Eligible Shareholders who desire to tender their Equity Shares in electronic form under the Buyback would have to do so through their respective Stock Broker by indicating to their Stock Broker the details of Equity Shares they intend to tender under the Buyback.
• 12.7.2. The Stock Broker would be required to place an order/bid on behalf of the Eligible Shareholders who wish to tender Equity Shares in the Buyback using the Acquisition Window of BSE. Before placing the bid, the Eligible Shareholder would be required to transfer the tendered Equity Shares to the special account of the Indian Clearing Corporation Limited (the "Clearing Corporation"), by using the early pay in mechanism as prescribed by BSE and the Clearing Corporation prior to placing the bid by the Stock Broker.
• 12.7.3. The details of the special account of the Clearing Corporation shall be informed in the issue opening circular that will be issued by BSE/Clearing Corporation.
• 12.7.4. For custodian participant orders for demat Equity Shares, early pay-in is mandatory prior to confirmation of order/bid by custodian. The custodian shall either confirm or reject the orders not later than the closing of trading hours on the last day of the tendering period. Thereafter, all unconfirmed orders shall be deemed to be rejected. For all confirmed custodian participant orders, order modification shall revoke the custodian confirmation and the revised order shall be sent to the custodian again for confirmation.
• 12.7.5. Upon placing the bid, the Stock Broker shall provide a Transaction Registration Slip ("TRS") generated by the exchange bidding system to the Eligible Shareholder. The TRS will contain the details of the order submitted like bid ID number, application number, DP ID, client ID, number of Equity Shares tendered, etc.
• 12.7.6. The reporting requirements for non-resident shareholders under Reserve Bank of India, Foreign Exchange Management Act, 1999, as amended and any other rules, regulations, guidelines, for remittance of funds, shall be made by the Eligible Shareholders and/ or the Stock Broker
• 12.8. Equity Shares held in the Physical form: In accordance with the proviso to Regulation 40(1) of the Listing Regulations effective from April 1, 2019, transfers of securities of the Company shall not be processed unless the securities are held in the dematerialized form with a depository. Accordingly, the Company will not be able to accept Equity Shares tendered in physical form in the Buyback. Eligible Shareholders are advised to approach the concerned depository participant to have their Equity Shares dematerialized before tendering their Equity Shares in the Buyback. In case any person who has submitted the Equity Shares held by them in the physical form for dematerialisation should ensure that the process of getting the Equity Shares dematerialised is completed before such Eligible Shareholders tender their Equity Shares in the Buy-back, so that they can participate in the Buyback.
• 12.9. Modification/cancellation of orders will be allowed during the tendering period of the Buyback. Multiple bids made by a single Eligible Shareholder for selling the Equity Shares shall be clubbed and considered as "one bid" for the purposes of acceptance.
• 12.10.The cumulative quantity of Equity Shares tendered under the Buyback shall be made available on the website of BSE (www.bseindia.com) throughout the trading session and will be updated at specific intervals during the tendering period.

13. METHOD OF SETTLEMENT

• 13.1. Upon finalization of the basis of acceptance as per Buy-Back Regulations:
  • 13.1.1. The settlement of trades shall be carried out in the manner similar to settlement of trades in the secondary market.
  • 13.1.2. The Company will pay the consideration to the Company's Broker who will transfer the funds pertaining to the Buyback to the Clearing Corporation's bank accounts as per the prescribed schedule. For Equity Shares accepted under the Buyback, the Clearing Corporation will make direct funds pay out to respective Eligible Shareholders. If Eligible Shareholders' bank account details are not available or if the funds transfer instruction is rejected by the Reserve Bank of India/ the bank, due to any reason, then such funds will be transferred to the concerned Stock Broker's settlement bank account for onward transfer to such Eligible Shareholders.
  • 13.1.3. The Equity Shares bought back in dematerialized form would be transferred directly to the demat account of the Company opened for the Buyback ("Company Demat Account") provided it is indicated by the Company's Broker or it will be transferred by the Company's Broker to the Company Demat Account on receipt of the Equity Shares from the clearing and settlement mechanism of BSE.
  • 13.1.4. The Eligible Shareholders will have to ensure that they keep the depository participant ("DP") account active and unblocked to receive credit in case of return of Equity Shares, due to rejection or due to non-acceptance of Equity Shares under the Buyback.
  • 13.1.5. Excess demat Equity Shares or unaccepted demat Equity Shares, if any, tendered by the Eligible Shareholders would be transferred by the Clearing Corporation to the respective Eligible Equity Shareholder's DP account.
  • 13.1.6. The Company's Broker would also issue a contract note to the Company for the Equity Shares accepted under the Buyback.
  • 13.1.7. Eligible Shareholders who intend to participate in the Buyback should consult their respective Stock Broker for any cost, applicable taxes, charges and expenses (including brokerage) etc., that may be levied by the Stock Broker upon the selling shareholders for tendering Equity Shares in the Buyback (secondary market transaction). The Buyback consideration received by the Eligible Shareholders in respect of accepted Equity Shares could be net of such costs, applicable taxes, charges and expenses (including brokerage) and the Company accepts no responsibility to bear or pay such additional cost, charges and expenses (including brokerage) incurred solely by the Eligible Shareholders.
  • 13.1.8. Further, the Company will not accept shares tendered for Buyback which are under restraint order of the court for transfer/ sale and /or the title in respect of which is otherwise under dispute.

13.2. The Equity Shares lying to the credit of the Company Demat Account will be extinguished in the manner and following the procedure prescribed in the Buy-Back Regulations.

14. COMPLIANCE OFFICER

• Investors may contact the Company Secretary of the Company for any clarifications or to address their grievances, if any, during office hours i.¢., from 10.00 a.m. to 5.00 p.m. on all working days except Saturday, Sunday and public holidays, at the following address: Name: Ms.Chaitanya Tummala
• Designation: Company Secretary, Compliance Officer and Nodal Officer
• Company: Granules India Limited
• Address: 2nd Floor, 3rd Block, My Home Hub, Madhapur, Hyderabad 500081, Telangana Contact: Tel: +91 40 30660000,
• Email: investorrelations@granulesindia.com
• 1. REGISTRAR TO THE BUYBACK/INVESTOR SERVICE CENTRE In case of any queries, shareholders may also contact the Registrar to the Buyback or the Investor Relations team of the Company,during office hours i.e., from 10.00 a.m. to 5.00 p.m. on all working days except Saturday, Sunday and public holidays, at the following address:

MrINTECH

KFin Technologies Private Limited Selenium, Tower B Plot No. 31-32, Financial District Nanakramguda, Srilingampally Hyderabad Rengareddi 500 032 Telangana, India Tel: +91 40 6716 2222 Fax: +91 40 2343 1551 E-mail: gil buyback2020@kfintech.com Investor grievance e-mail: einward.ris@kfintech.com Website: www.kfintech.com Contact Person: M Murali Krishna SEBI Registration No.: INR000000221 CIN: U72400TG2017PTC117649

16. MANAGER TO THE BUYBACK

The Company has appointed the following as Manager to the Buyback:

Motilal Oswal Investment Advisors Limited

Motilal Oswal Tower, Rahimtullah Sayani Road,Opposite Parel ST Depot, Prabhadevi, Mumbai - 400 025, Maharashtra, India Contact Number: +91 22 7193 4380 Contact person: Kristina Dias/ Subodh Mallya Email: gil. buyback2020@motilaloswal.com Investor Grievance E-mail: moiaplredressal@motilaloswal.com Website: htto:/Avww.motilaloswalgroup.com SEBI Registration No.: INM000011005 CIN: U67190MH2006PLC 160583

17. DIRECTOR'S RESPONSIBILITY

As per Regulation 24(i)(a) of the Buy-Back Regulations, the Board accepts responsibility for the information contained in this Public Announcement and confirms that such document contains true, factual and material information and does not contain any misleading information.

For and on behalf of the Board of Granules India Limited

Sd/-	Sd/-	Sd/-
Mr. Krishna Prasad Chigurupati	Mr. K.B. Sankar Rao	Ms. Chaitanya Tummala
Chairman & Managing Director	Director	Company Secretary, Compliance
DIN: 00020180	DIN: 05167550	Officer and Nodal Officer
		Membership No.: A29978

Date: March 11, 2020 Place: Hyderabad