ITC Ltd — Major Shareholding Notification 2024

Mar 15, 2024

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14 March 2024

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BSE Limited

1[st] floor, Phiroze Jeejeebhoy Towers Dalal Street, Mumbai 400 001 Maharashtra, India

National Stock Exchange of India Limited

Exchange Plaza, C-1, Block G, Bandra Kurla Complex, Bandra (E), Mumbai 400 051 Maharashtra, India

The Calcutta Stock Exchange Limited

7, Lyons Range Kolkata, 700 001, India

ITC Limited

Virginia House 37 J. L. Nehru Road Kolkata, 700 071, India

Sir/ Madam,

Sub: Disclosures under Regulation 29(2) of SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011 by Tobacco Manufacturers (India) Limited in respect of sale of equity shares of ITC Limited

In compliance with Regulation 29(2) of SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011, as amended, please find enclosed the requisite disclosure.

Yours sincerely,

For Tobacco Manufacturers (India) Limited

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Name: Paul McCrory Designation: Director Place: London, England

Tobacco Manufacturers (India) Limited Registered in Isle of Man number: 512 Registered office: 2[nd] Floor, St Mary’s Court, 20 Hill Street, Douglas IM1 1EU, Isle of Man

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Format for disclosures under Regulation 29(2) of SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011, as amended

Name of the Target					Company (TC)	ITC Limited
Name(s) of the~~acquirer/s~~eller and Persons Acting in Concert (PAC) with the~~acquirer/~~seller						Seller: Tobacco Manufacturers (India) Limited (TMIL) PAC: Myddleton Investment Company Limited (MICL) Rothmans International Enterprises Limited (RIEL)
Whether the~~acquirer/s~~eller belongs to Promoter/ Promoter group						No
Name(s) of the Stock Exchange(s) where the shares of TC are Listed						BSE Limited National Stock Exchange of India Limited The Calcutta Stock Exchange Limited
Details of the follows				~~acquisition /~~disposal as		Number	% w.r.t. total share/voting capital wherever applicable (*)	% w.r.t. total diluted share/voting capital of the TC (*)
Before the			~~acquisition/~~sale under consideration, holding of:
a)	Shares		carrying voting rights			TMIL: 2,97,83,47,320 MICL:48,63,11,940 RIEL:15,49,54,890 Total: 3,61,96,14,150	23.87% 3.90% 1.24% Total: 29.01%	23.87% 3.90% 1.24% Total: 29.01%
b)	Shares in the nature of encumbrance (pledge/ lien/ non-disposal undertaking/ others)					Nil	Nil	Nil
c)	Voting rights (VR) otherwise than by shares					Nil	Nil	Nil
d)	Warrants/convertible securities/any other instrument that entitles the ~~acquirer/~~seller to receive shares carrying voting rights in the T C (specify holding in each category)					Nil	Nil	Nil
**e) **	Total	(a+b+c+d)				3,61,96,14,150	29.01%	29.01%
Details of		~~acquisition/~~sale
a)	Shares carrying voting rights ~~acquired/s~~old					TMIL: 43,68,51,457	3.50%	3.50%

Tobacco Manufacturers (India) Limited Registered in Isle of Man number: 512 Registered office: 2[nd] Floor, St Mary’s Court, 20 Hill Street, Douglas IM1 1EU, Isle of Man

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b)	VRs~~acquired/s~~old otherwise than by shares		Nil	Nil	Nil
c)	Warrants/convertible securities/any other instrument that entitles the ~~acquirer/s~~eller to receive shares carrying voting rights in the TC (specify holding in each category) ~~acquired/s~~old		Nil	Nil	Nil
d)	Shares encumbered /invoked/released by the ~~acquirer/s~~eller		Nil	Nil	Nil
**e) **	Total	(a+b+c+d)	43,68,51,457	3.50%	3.50%
After the		~~acquisition/s~~ale, holding of:
a)	Shares carrying voting rights		TMIL: 2,54,14,95,863 MICL: 48,63,11,940 RIEL: 15,49,54,890 Total: 3,18,27,62,693	20.37% 3.90% 1.24% Total: 25.51%	20.37% 3.90% 1.24% Total: 25.51%
b)	Shares encumbered with the ~~acquirer/s~~eller		Nil	Nil	Nil
c)	VRs otherwise than by shares		Nil	Nil	Nil
d)	Warrants/convertible securities/any other instrument that entitles the ~~acquirer~~seller to receive shares carrying voting rights in the TC (specify holding in each category) after acquisition		Nil	Nil	Nil
**e) **	Total (a+b+c+d)		3,18,27,62,693	25.51%	25.51%
Mode of~~acquisition/s~~ale (e.g. open market/ off-market/ public issue / rights issue / preferential allotment/ inter-se transfer etc.).			Open market sale
Date of~~acquisition/s~~ale of shares~~/VR or~~ ~~date of receipt of intimation of allotment~~ ~~of shares,~~whichever is applicable			March 13, 2024
Equity share capital/ total voting capital of the TC before the said~~acquisition/s~~ale			12,47,56,08,671 equity shares of ₹1 each (as per the shareholding pattern as of December 31, 2023, as publicly disclosed by the TC)
Equity share capital/ total voting capital			12,47,56,08,671 equity shares of ₹1 each (as per the

Tobacco Manufacturers (India) Limited Registered in Isle of Man number: 512 Registered office: 2[nd] Floor, St Mary’s Court, 20 Hill Street, Douglas IM1 1EU, Isle of Man

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of the TC after the said	~~acquisition/~~sale	shareholding pattern as of December 31, 2023, as publicly disclosed by the TC)
Total diluted share/voting capital of the TC after the said~~acquisition/~~sale		12,47,56,08,671 equity shares of ₹1 each (as per the shareholding pattern as of December 31, 2023, as publicly disclosed by the TC)

([*] ) Total share capital/ voting capital to be taken as per the latest filing done by the company to the Stock Exchanges under Regulation 31 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, i.e., the shareholding pattern as of December 31, 2023.

([**] ) Diluted share/voting capital means the total number of shares in the TC assuming full conversion of the outstanding convertible securities/warrants into equity shares of the TC.

For Tobacco Manufacturers (India) Limited

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Name: Paul McCrory Designation: Director Place: London, England

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Tobacco Manufacturers (India) Limited Registered in Isle of Man number: 512 Registered office: 2[nd] Floor, St Mary’s Court, 20 Hill Street, Douglas IM1 1EU, Isle of Man