Monday, October 16, 2023

To, BSE Limited, PJ. Towers, Dalal Street, Mumbai — ⁴⁰⁰ ⁰⁰ 1, Maharashtra, India

Respected Sir/ Ma'am,

Open offer made by Ms. Rajani Nanavath, for acquisition ofup to 22,88,000 (Twenty-Two Lakhs Eighty-Eight Thousand) Equity Shares representing 26.00% (Twenty-Six Percent) ofthe Voting Share Capital of Richirieh Inventures Limited from the Public Shareholders of the Target Company. Subject

We would like to inform you that, in accordance with the provisions ofRegulation ¹² ( l) ofthe Securities and Exchange Board oflndia (Substantial Acquisition of Shares and Takeover) Regulations, ²⁰¹ 1, including subsequent amendments thereto ('SEBI (SAST) Regulations'), we, Swaraj Shares and Securities Private Limited, have been appointed as the Manager to the Offer ('Manager'), by Ms. Rajani Nanavath ('Acquirer'), who has announced an open offer in compliance with the provisions of Regulations 3(1) and ⁴ and such other applicable regulations ofthe SEBI (SAST) Regulations for acquisition of up to 11,51,994 (Eleven Lakhs Fifty-One Thousand Nine Hundred and Ninety-Four) Equity Shares, representing 24.00% (Twenty Four Percent) ofthe Pre-Preferential Issue Equity Share Capital 0f the Target Company (equivalent to 13.09% (Thirteen point Zero Nine Percent) of the Expanded Voting Share Capital of the Richirich Inventures Limited ('Target Company') from the Public Shareholders ofthe Target Company.

ln culmination ofthe aforesaid facts, we would like to inform you that, in accordance with the provisions ofRegulation ¹² (l) of the Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeover) Regulations, 2011, including subsequent amendments thereto ('SEBI (SAST) Regulations'), we, Swaraj Shares and Securities Private Limited, have been appointed as the Manager to the Offer ('Manager'), and pursuant to the execution of the Share Purchase Agreement, the Acquirers have announced an open offer in compliance with the provisions of Regulations 3(1) and ⁴ and such other applicable regulations ofthe SEBI (SAST) Regulations for acquisition of up to 22,88,000 (Twenty-Two Lakhs Eighty-Eight Thousand) Equity Shares, representing 26.00% (Twenty Six Percent) of the Voting Share Capital of the Target Company, at an offer price of Rs.7.00/—(Rupees Seven Only) per Equity Share, to the Public Shareholders of the Target Company, determined in accordance with the parameters prescribed under Regulations ⁸ (1) and ⁸ (2) ofthe SEBI (SAST) Regulations.

In light of the above and in accordance with the provisions of Regulations 18(7) ofthe SEBI (SAST) Regulations, the Pre Open Offer Advertisement ('Pre Open Offer ') for the aforesaid Offer has been published today, i.e., Monday, October 16, ²⁰²³ in Financial Express (English daily) (All Editions), Jansatta (Hindi daily) (All Editions) and Mumbai Lakshadweep (Marathi Daily) (Mumbai Edition) ('Newspaper')and the same has been enclosed herewith for your kind perusal.

Terms not defined herein shall have the meaning ascribed to them under the Pre Open Offer Advertisement.

Swaraj Shares and Securities Private Limited

+919874283532/+918097367132 @ [email protected] www.swarajshares,com

Registered Office - ²¹ Hemant Basu Sarani, 5th Floor, Room No 507, Kolkata - 700001, West Benga Branch Office — Unit 304, A Wing, ²¹⁵ Atrium, Near Courtyard Marriot, Andheri Kurla Road, Andheri East, Mumbai - 400093, Maharashtra, 1ndia

Incasc you require any further information, please fee] free to contact any ofthe following persons of Swaraj Shares and Securities Private Limited:

Person iiContact '	Telephone	E-mail '
Mr. Tanmoy Banerjee +9l-22- 69649974/		comp liance@swara'shares.com 1
	+91-9874283532	[email protected]
Ms. Pankita Patel	+9l-22—69649973/	comg liance@swara'shares.com 1
	+91—80973 67132	[email protected]

We hope your good selfwill find the above in order and request you to kindly upload the Pre Open Offer Advertisement on your website at the earliest. Thanking you,

Yours faithfully,

^a res and Securities Private Limited

Encl.: As above

Swaraj Shares and Securities Private Limited

+91 9874283532 /+91 8097367132g mbd©swarajshares.com www.5warajshares.com

Registered Office - ²¹ Hemant Basu Sarani, 5th Floor, Room No 507, Kolkata — 700001, West Bengal, India Branch Office — Unit 304, A Wing, ²¹⁵ Atrium, Near Courtyard Marriot, Andheri Kurla Road, Andheri East, Mumbai - 400093, Maharashtra, India

ECONOMY 3

RICHIRICH INVENTURES LIMITED

Corporate Identification Number: L65990MH1986PLC039163;
Registered Office: A-1 Emperor Court, Ground Floor, Yashwant Nagar, Vakola, Mumbai - 400055, Maharashtra, India; Tel: 022-79664656; Website: www.richirichinventures.com; Email ID: [email protected].

PRE-OFFER ADVERTISEMENT AND CORRIGENDUM TO THE DETAILED PUBLIC STATEMENT UNDER REGULATION 18(7) IN TERMS OF SECURITIES AND EXCHANGE BOARD OF INDIA (SUBSTANTIAL ACQUISITION OF SHARES AND TAKEOVERS) REGULATIONS, 2011

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This Pre-Offer Advertisement and Corrigendum to the Detailed Public Statement is issued by Swaraj Shares and Securities Private Lir 'Manager to the Offer'), for and on behalf Ms. Rajani Nanavath ('Acquirer') pursuant to regulation 18(7) of Securities and Exchange Board i mainster or une one of the four parameters in a charm and the second of the second of the second of the School
The final and the second of the second of the second of the second of the second of the SEBI (SAST) Regulati Richirich Inventures Limited ('RICHIRICH' or 'Target Company') representing 26.00% (Twenty-Six Percent) of the Expanded Voting Capital of the Target Company.

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This Advertisement is to be read in conjunction with the a) Public Announcement dated Wednesday, July 05, 2023 ('Public An (b) Detailed Public Statement dated Monday, July 10, 2023, in connection with this Offer, published on behalf of the Acquirer on Tuesday, July
11, 2023, in Financial Express (English Daily) (All India Editions), Jansatta ( (Mumbai Edition) ('Detailed Public Statement'), (c) Draft Letter of Offer dated Tuesday, July 18, 2023 ('Draft Letter of Offer'), (d) Letter of Offer dated Thursday, October 05, 2023, along with the Form of Acceptance-cum-Acknowledgement ('Letter of Offer'), (e) Recommendations of the
Independent Directors of the Target Company which were approved on Thursday, October 1 ublic Statement, Draft Letter of Offer, Letter of Offer, Recommendations of the Independent Directors of the Target Company are hereinafter collectively referred to as 'Offer Documents') issued by the Manager on behalf of the Acquirer.

Public Shareholders of the Target Company are requested to kindly note the following:

For capitalized terms used hereinafter, please refer to the Paragraph 1 titled as 'Definitions and Abbreviations' on page 7 of the Letter of Offer. A. Offer Price

The Offer is being made at a price of ₹7.00/- (Rupees Seven Only) per Equity Share, payable in cash and there has been no revision in the Offer Price

1. Recommendations of the Committee of Independent Directors

A Committee of Independent Directors of the Target Company comprising of Mr. Vikram Singh Bhati, Independent Director, as the Chairperson o or communication in the Independent Directors Committee, and Mr. Sumit Saurabh, member of the of the Independent Directors Committee approved their recommendation
on the Offer on Thursday, October 12, 2023, and the said wa of the opinion that the Offer Price to the Public Shareholders of the Target Company is fair and reasonable and is in line with SEBI (SAST) Regulations Public Shareholders may, therefore, independently evaluate the offer and take an informed decision

. Other details with respect to Offer

This Offer is not a competing offer in terms of Regulation 20 of the SEBI (SAST) Regulations. There has been no competitive bid to the Offer. The Letter of Offer has been dispatched to the Public Shareholders of the Target Company whose names appear on Tuesday, October 03, 2023, being the Identified Date

i) On Monday, October 09, 2023, through electronic mode to all the Public Shareholders whose e-mail addresses had been registered with the Depositories/Target Company, and

On Tuesday, October 10, 2023, through registered post to those Public Shareholders who have not registered their e-mail addresses with the Depositories/Target Company, or whose Email Addresses are inactive.

The Draft Letter of Offer dated Tuesday, July 18, 2023, was filed and submitted with SEBI pursuant to the provisions of Regulation 16 (1) of the SEBI (SAST) Regulations, for its Observations. In pursuance of which all the observations received from SEBI vide letter bearing reference number
'SEBI/HO /CFD /RA C/DCR-2/P/OW/0000040461/1/2023' dated Wednesday, September (SAST) Regulations upon submission of the Draft Letter of Offer are duly incorporated in the Letter of Offer. There have been no other mater changes in relation to the Offer, as otherwise disclosed in the Letter of Offer.

Please note that a copy of the Letter of Offer is also available and accessible on the websites of SEBI at www.sebi.gov.in, the Target Company at www.richirichinventures.com, the Registrar to the Offer at www.vccipl.com, the Manager to the Offer at www.swarajshares.com, and BSE Limited at www.bseindia.com, from which the Public Shareholders can download/print the sa

. Instructions for Public Shareholders

1) In case of Equity Shares are held in the Dematerialized Form: The Public Shareholders who are holding Equity Shares in electronic form and who desire to tender their Equity Shares in this Offer shall approach their respective Selling Broker indicating to their Selling Broker the details of Equity Shares that such Public Shareholder intends to tender in this Offer. Public Shareholders should tender their Equity Shares before market
hours close on the last day of the Tendering Period. For further informatio Equity Shares held in Dematerialized Form' on page 29 of the Letter of Offer.

In case of Equity Shares are held in Physical Form: As per the provisions of Regulation 40(1) of the SEBI (LODR) Regulations and SEBI's press
release dated 3 December 2018, bearing reference no. PR 49/2018, requests for tr are held in dematerialized form with a depository with effect from 1 April 2019. However, in accordance with the circular issued by SEBI bearing are now in the SEBI/HO/CFD/CMD1/CIR/P/2020/144 dated 31 July 2020, shareholders holding securities in physical form are allowed to tender
shares in an open offer. Such tendering shall be as per the provisions of the SEBI ( Shares in physical form as well are eligible to tender their Equity Shares in this Offer as per the provisions of the SEBI (SAST) Regulations. Public hareholders who are holding Equity Shares in physical form and intend to participate in the Offer will be required to approach their respective Selling Broker along with the complete set of documents for verification procedures to be carried out, including the (i) original share certificate(s), (ii) valid share transfer form(s), i.e. Form SH-4, duly filled and signed by the transferors (i.e., by all registered shareholders in same order and as per the specimer
signatures registered with the Target Company) and duly witnessed at t (iv) Form of Acceptance duly completed and signed in accordance with the instructions contained therein, by sole/joint Public Shareholders whose name(s) appears on the share certificate(s) in the same order in which they h or probated will, if the original shareholder has deceased, etc., as applicable. For further information, kindly refer to the Paragraph 8.9 titled as 'Procedure for tendering Equity Shares held in Physical Form' on page 28 of the Letter of Offer.

Procedure for tendering the Shares in case of non-receipt of the Letter of Offer: Public Shareholders who have acquired Equity Shares but whose The records of Depositories on the Identified Date, or unregistered owners or those who have acquired Equity Shares after
the Identified Date, or those who have not received the Letter of Offer, may also participate in thi such Public Shareholders of the Target Company may download the same from the SEBI website (www.sebi.gov.in) or obtain a copy of the same from the Registrar to the Offer on providing suitable documentary evidence of holding of the Equity Shares of the Target Company. Alternatively, in
case of non-receipt of the Letter of Offer, shareholders holding the Equit paper in writing signed by all shareholder(s), stating name, address, number of shares held, client ID number, DP name, DP ID number, number of shares tendered and other relevant documents. Such Public Shareholders have to made available by Stock Exchanges before the closure of the Offer. For further information, kindly refer to the Paragraph 10 titled as 'Procedure for tendering Equity Shares in case of non-receipt of Letter of Offer' on page 32 of the Letter of Offer

Status of Statutory and Other Approvals

As of date, to the best of the knowledge of the Acquirer, no statutory approvals are required for the Offer except as mentioned in the Letter of Offer For further information, kindly refer to the Paragraph 7.6. titled as 'Statutory Approvals and conditions of the Offer' at page 27 of Letter of Offer

Procedure for Acceptance and Settlement of Offer

The Open Offer will be implemented by the Acquirer through Stock Exchange mechanism made available by BSE Limited in the form of separate window ('Acquisition Window') as provided under the SEBI (SAST) Regulations, SEBI circular bearing reference number CIR/CFD/POLICYCELL/1/2015 dated
13 April 2015, as amended read along with SEBI Circular CFD/DCR2/CIR/P/2016/131 d DCR-III/CIR/P/2021/615 dated August 13, 2021, a lien shall be marked against the shares of the shareholders participating in the tender offers.
Upon finalisation of the entitlement, only accepted quantity of shares shall b der the Paragraph 8 titled as 'Procedure for Acceptance and Settlement of the Offer' on page 28 of the Letter of Offer.

Revised Schedule of Activities

Name of the Activity	Schedule of Activities (Day and Date)	Revised Schedule of Activities (Day and Date)
Issue date of the Public Announcement	Wednesday, July 05, 2023	Wednesday, July 05, 2023
Publication date of the Detailed Public Statement in the Newspapers	Tuesday, July 11,2023	Tuesday, July 11,2023
Date for filing the Draft Letter of Offer with SEBI	Wednesday, July 12, 2023	Wednesday, July 12, 2023
Last date for Competing Offer(s)	Tuesday, July 18,2023	Tuesday, July 18, 2023
The date for receipt of comments from SEBI on the Draft Letter of Offer will be received	Tuesday, August 01, 2023	Tuesday, August 01, 2023
Identified Date	Tuesday, August 08, 2023	Wednesday, September 27, 2023
Last date for dispatch of the Letter of Offer to the Public Shareholders of the Target Company whose names appear on the register of members on the Identified Date	Thursday, August 10, 2023	Tuesday, October 03, 2023
Last date for publication of the recommendations of the committee of the independent directors of the Target Company to the Public Shareholders for this Offer in the Newspapers	Monday, August 21, 2023	Tuesday, October 10, 2023
Last date for upward revision of the Offer Price and/or the Offer Size	Thursday, August 24, 2023	Friday, October 13, 2023
Last date of publication of opening of Offer public announcement in the Newspapers	Friday, August 25, 2023	Monday, October 16, 2023
Date of commencement of Tendering Period	Friday, August 25, 2023	Monday, October 16, 2023
Date of closing of Tendering Period	Monday, August 28, 2023	Tuesday, October 17, 2023
Last date of communicating the rejection/ acceptance and completion of payment of consideration or refund of Equity Shares to the Public Shareholders	Friday, September 08, 2023	Tuesday, October 31, 2023

To clarify, the actions set out above may be completed prior to their corresponding dates subject to compliance with the SEBI (SAST) Regulation #There has been no competing offer as of the date of the Letter of Offer.

*Identified Date is only for the purpose of determining the names of the Public Shareholders to whom the Letter of Offer would be sent. All the common political product of the propose of constituting the ratifies of the product source of Offer Would be sent. All the public shareholders (registered or understand) of the Equity Shareholders (registered or unregister

Documents for Inspection

The copies of the following documents will be available for inspection at the registered office of the Manager to the Offer, Swaraj Shares and Securities Private Limited, located at Unit No 304, A Wing, 215 Atrium, Courtyard Marriot, Andheri East, Mumbai-400093, Maharashtra, India on any working
day between 10:00 a.m. (Indian Standard Time) and 5:00 p.m. (Indian Standard Ti August 08, 2023 to Wednesday, August 23, 2023. Further, in light of SEBI Circular SEBI/HO/CFD/DCR2/CIR/P/2020/139 dated July 27, 2020, read August Co., Example, The Control of the Control of the Control of the Control of the Control of the Control of the Public Shareholders electronically during the Tendering Period. The Public Shareholders electronically duri exercise to the registered email-ds (including shareholding details and authority letter in the event the Public Shareholder is a corporate body
with a subject line ["Documents for Inspection – RICHIRICH Open Offer"], to t and upon receipt and processing of the received request, access can be provided to the respective Public Shareholders for electronic inspection o documents. For further information, kindly refer to the Paragraph 13 titled as 'Documents for Inspection' on page 39 of the Letter of Offer

The Acquirer accepts full responsibility for the information contained in this Pre-Offer Advertisement and Corrigendum to the Detailed Public Staten and also for the obligations of the Acquirer as laid down in SEBI (SAST) Regulations. This Pre-Offer Advertisement and Corrigendum to the Detailed Public Statement will also be accessible on the websites of SEBI at www.sebi.gov.in, the Target Company at [email protected], the Registrar to the Offer at www.vccipl.com, the Manager to the Offer at www.swarajshares.com, and BSE Limited at www.bseindia.com, accessible on the websites of SEBI at www.sebi.gov.in, the Target Company at [email protected], the

Issued by the Manager to the Offer on behalf of the Acquirer

Swaraj Shares and Securities Private Limited Corporate Identification Number: U51101WB2000PTC092621
Principal Place of Business: Unit No 304, A Wing, 215 Atrium, Near Courtyard Marriot,
Andheri East, Mumbai- 400093, Maharashtra, India Contact Person: Pankita Patel/ Tanmoy Banerjee Contact Number: +91-22-69649999 Email Address: [email protected] SEBI Registration No.: INM0001298 Validity: Permanent CAL Date: Friday, October 13, 2023 Ms. Rajani Nanavath Place: Mumbai Acquire

AI assistant

KISAAN PARIVAR INDUSTRIES LIMITED M&A Activity 2023

63067_rns_2023-10-16_d75ad5f2-aac1-4338-bff3-ac14cbc62246.pdf

Swaraj Shares and Securities Private Limited

Swaraj Shares and Securities Private Limited