carol info - exit lof and form

7/29/2019 Carol Info - Exit LOF and Form

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THIS DOCUMENT IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION

This exit offer letter (ExitOffer Letter) is being sent to you as a Shareholder of Carol Info Services Limited

(the Company). In case you have recently sold your shares in the Company, please hand over this Exit OfferLetter and the accompanying documents to the member of the stock exchange through whom the sale waseffected.

EXIT OFFER LETTER

To: the Shareholders of Carol Info Services Limited (Company)Registered Office: Wockhardt Towers, Bandra-Kurla Complex, Bandra (East), Mumbai 400051, India

From: Khorakiwala Holdings and Investments Private Limited (KHIPL/Acquirer)Registered Office: Wockhardt Towers, Bandra-Kurla Complex, Bandra (East), Mumbai 400051, India

Tel No. +91 22 26534444; Fax No. +91 22 26534242

inviting you to tender your fully paid-up Equity Shares of Rs. 10/- each ofCarol Info Services Limited, inaccordance with Regulation 21(1) of the Securities and Exchange Board of India (Delisting of Equity Shares)Regulations, 2009 (Delisting Regulations)

EXIT PRICE: RS. 165/- PER EQUITY SHARE

NOTE: THE SHARES OF THE COMPANY WILL BE DELISTED FROM THE BOMBAY STOCK

EXCHANGE LIMITED (BSE) AND THE NATIONAL STOCK EXCHANGE OF INDIA LIMITED

(NSE) WITH EFFECT FROM MARCH 19, 2012

THE ENCLOSED EXIT APPLICATION FORM IS TO BE SUBMITTED TO THE REGISTRAR TO

THE EXIT OFFER ONLY BY HAND DELIVERY OR REGISTERED POST OR SPEED POST OR

COURIER ALONG WITH ALL APPLICABLE DOCUMENTSMANAGER TO THE EXIT OFFER REGISTRAR TO THE EXIT OFFER

JM Financial Consultants Private Limited141, Maker Chambers III,

Nariman Point, Mumbai 400 021Tel: +91-22-6630 3030 / Fax: +91-22-2204 7185

Email: [email protected] Contact Person: Lakshmi Lakshmanan

SEBI Registration Number : INM000010361

Link Intime India Private Limited

Unit: Carol Info Services Limited Exit OfferC-13, Pannalal Silk Mills Compound,

L B S Marg, Bhandup (West), Mumbai 400078

Tel: +91-22-2596 7878 / Fax: +91-22-2596 0329

Contact Person: Mr. Pravin KasareEmail: [email protected]

EXIT PRICE Rs. 165/- per equity share

EXIT PERIOD OPENS March 19, 2012**

EXIT PERIOD CLOSES March 18, 2013*

*Non-Resident Shareholders are advised to refer to paragraph 2 of this Exit Offer Letter for further details onthe Exit Period

** Date of Delisting


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Dear Shareholder,

This is an invitation to tender your Equity Shares (as hereinafter defined) of Carol Info Services Limited tothe Acquirer at the Exit Price (as hereinafter defined) of Rs.165/- per equity share, subject to the terms and

conditions mentioned below (Exit Offer).

By public announcement dated January 1, 2012 and published on January 2, 2012 and Offer Letter dated January3, 2012, the Acquirer made an offer (Delisting Offer/Offer) to the public shareholders of the Company

(Public Shareholders) holding fully paid up equity shares of the Company (Equity Shares) to acquire suchnumber of Equity Shares held by the Public Shareholders as on the Bid Closing Date i.e. January 20, 2012, being12,711,594 Equity Shares representing 35.87% of paid up equity share capital of the Company and consequently

to delist Equity Shares of the Company from BSE and NSE in accordance with the Delisting Regulations. Thepublic shareholders of the Company were invited to submit bids pursuant to a Reverse Book Building process

(RBB) made available through the electronic system of the BSE from January 16, 2012 to January 20, 2012

(Bid Period). By public announcement dated January 24, 2012 and published on January 25, 2012 (the PostOffer Public Announcement) the Acquirer accepted the price of Rs.165/- per Equity Share determined underthe reverse book-building process as per the Delisting Regulations (Exit Price). Pursuant to the acquisition ofthe equity shares validly tendered by the public shareholders in Delisting Offer, the Acquirer currently holds

30,527,075 Equity Shares representing 86.15% of paid-up share capital of the Company [including GlobalDepository Receipts (GDR)] as on the date of this Exit Offer Letter and total shareholding of the promoters is

31,901,433 equity shares representing 90.02% of paid-up share capital of the Company (including GDR) as on thedate of this Exit Offer Letter. Following the closure of the Delisting Offer and in accordance with Regulation 8(1) of the Delisting Regulations, JM Financial Consultants Private Limited, on behalf of the Company, applied to

BSE and the Company applied to NSE for the final delisting approval. Pursuant to the said delisting application,trading in Equity Shares of the Company has been discontinued as follows:

Name of

Exchange

Circular / Notice

DateCircular/Notice No.

Date of

Discontinuation of

trading

Date of Delisting

BSE February 27, 2012 20120227-8 March 12, 2012 March 19, 2012

NSE February 27, 2012 160/2012 March 12, 2012 March 19, 2012

Delisting of the Equity Shares means that they cannot and will not be traded on the BSE or NSE and a

liquid market for trading of the Equity Shares will no longer be available.

In accordance with Regulation 21 of the Delisting Regulations, the Acquirer hereby provides a final exit

opportunity to the remaining Public Shareholders holding Equity Shares in the Company, to tender their

Equity Shares for a period of one year from the Date of Delisting of the equity shares of the Company. You

will be able to tender your Equity Shares to the Acquirer at the Exit Price of Rs. 165/- per equity share, at

any time from March 19, 2012 till March 18, 2013 (the Exit Period), on the terms and subject to the

conditions set out in this offer letter (Exit Offer Letter). This Exit Offer Letter has been dispatched to all

shareholders (Residual Shareholders) of the Company, who were Public Shareholders of the Company

as on March 14, 2012.

The Company has GDR outstanding against 40,120 Equity Shares held by ICICI Bank as the custodian.

The GDR of the Company are listed on the Luxembourg Stock Exchange (LSE). The GDR holders may

participate in the Exit Period only if the GDR are converted into Equity Shares of the Company and such

Equity Shares are tendered on or before the March 18, 2013 (i.e. the last date of the Exit Period).


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1. PROCEDURE FOR TENDERING YOUR SHARES UNDER THE EXIT OFFERPlease contact the Registrar to the Exit Offer or Manager to the Exit Offer if you require any clarificationregarding the procedure for tendering your Equity Shares.

1.1 Procedure for Residual Shareholders holding Equity Shares in DEMATERIALISED FORM1.1.1 The Residual Shareholders holding Equity Shares in dematerialised form, who are desirous of tendering

their Equity Shares in the Exit Offer must submit the following documents by hand delivery or by registeredpost or speed post or courier (at their own risk and cost if by registered post or speed post or courier) withthe envelope marked CAROL INFO SERVICES LIMITED EXIT OFFER so as to reach the

Registrar to the Exit Offer at the address as mentioned in point 1.6 on page no. 5 of this Exit Offer Letter onor before March 18, 2013 (i.e. the last date of the Exit Period).

a) the enclosed form (Exit Application Form) duly filled and signed along with requisite documents, asapplicable, andb) a counterfoil/photocopy of their depository participant instruction evidencing transfer of dematerialised

Equity Shares as detailed in paragraph 1.1.2 of this Exit Offer Letter.

1.1.2 The Residual Shareholders must transfer their dematerialised Equity Shares from their respective depositoryaccount, in off-market mode, to the special depository account opened by the Manager to the Exit Offer(the Special Depository Account) details of which are as follows:

Depository National Securities Depository Limited (NSDL)

Name of the Depository

Participant

JM Financial Services Private Limited

DP Identification Number IN302927

Client Identification Number 10191666

ISIN Number INE198A01014

Delivery Mode Off-Market

Special Depository Account

Name

JM Financial Consultants Pvt. Ltd. Carol Delisting Escrow Account

1.1.3 To ensure a valid submission of the Exit Application Form, Residual Shareholders who hold Equity Sharesin dematerialised form, should transfer their Equity Shares from their respective depository accounts to theSpecial Depository Account. All transfers should be in off-market mode. A photocopy of the delivery

instructions or counterfoil of the delivery instructions submitted to the depository participant of the

Residual Shareholders depository account and duly acknowledged by such depository participant creditingthe Residual Shareholders equity shares to the Special Depository Account, should be attached to theResidual Shareholders Exit Application Form.

1.1.4 In case your depository participant offers the facility of online transfer of shares, then instead of thephotocopy of the acknowledged delivery instruction slip you may attach a printout of the computer

generated confirmation of transfer of shares. Note that the transfer should be made in off-market mode.

1.1.5 Residual Shareholders who hold their Equity Shares through Central Depository Services (India) Limited(CDSL) will have to execute an inter-depository delivery instruction for the purpose of crediting theirEquity Shares in favor of the Special Depository Account of the Manager to the Exit Offer. All transfers


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should be in off-market mode.

1.1.6 The Equity Shares will be held in the Special Depository Account until the consideration payable has beendispatched to the Residual Shareholders or the unaccepted equity shares are credited back to the ResidualShareholders depository account.

1.1.7 In the case that you are not a resident of India, please submit along with your Exit Application Form alldocuments as specified in paragraph 2 of this Exit Offer Letter.

1.1.8 The Company has GDR outstanding against 40,120 Equity Shares held by ICICI Bank as the custodian. TheGDR of the Company are listed on the LSE. The GDR holders may participate in the Exit Period only if theGDR are converted into Equity Shares of the Company and such Equity Shares are tendered on or before

March 18, 2013 (i.e. the last date of the Exit Period).

1.2 Procedure for Residual Shareholders holding Equity Shares in PHYSICAL FORM1.2.1 The Residual Shareholders holding Equity Shares in physical form, who are desirous of tendering their

Equity Shares in the Exit Offer must submit the following documents, by hand delivery or by registeredpost or speed post or courier (at their own risk and cost if by registered post or speed post or courier) with

the envelope marked CAROL INFO SERVICES LIMITED EXIT OFFER so as to reach theRegistrar to the Exit Offer at the address as mentioned in point 1.6 on page no. 5 of this Exit Offer Letter

on or before March 18, 2013 (i.e. the last date of the Exit Period)

a) the enclosed form (Exit Application Form) duly filled and signed by the Residual Shareholder or allResidual Shareholders (in the case of joint holdings) whose names appear on the share certificate(s), inthe order in which such names appear on the share certificate(s);

b) a valid share transfer form enclosed with this Exit Letter of Offer duly signed by the ResidualShareholder or all Residual Shareholders (in the case of joint holdings) as transferor(s), in accordance

with the specimen signatures registered with the Company and duly witnessed. The Transfer Deed

should be attested by the Bank Manager or an Officer of the Bank where the registered

shareholder is having a Bank account giving therein the bank account number and the name of

the Bank by the concerned attesting officer. Payment consideration cheque in respect of the

shares tendered in physical form will be drawn account payee in the name of the registered

holder payable to the said account number mentioned in the Transfer Form attested by the Bank

official. The attestation needs to be done in the column provided in the Transfer Deed for the said

purpose.

c) The original physical share certificate(s)d) In the case that the Residual Shareholder(s) is/are not resident(s) of India, please submit along with

your Exit Application Form all documents as specified in paragraph 2 of this Exit Offer Letter

e) Self attested photocopy of the identity card like PAN card, Election ID card or copy of the

Passport

1.2.2 The Registrar to the Exit Offer will hold in trust the share certificate(s) and the share transfer deed until thedispatch of the consideration payable or the unaccepted share certificates has/have been dispatched to theResidual Shareholder concerned.


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1.3 In case of Residual Shareholders resident in India, even in the event of non-receipt of the dulycompleted Exit Application Form, but receipt of original share certificate(s) and duly signed valid

share transfer deed, the Exit Offer would be deemed to have been accepted by the resident Residual

Shareholders. Similarly in case of non-receipt of documents, but receipt of the Shares in the SpecialDepository Escrow Account, the Acquirer may deem the Offer to have been accepted by the Residual

Shareholders.

1.4 It shall be the responsibility of the Residual Shareholders tendering in the Exit Offer to obtain all requisiteapprovals (including corporate, statutory or regulatory approvals), if any, prior to tendering in the Exit

Offer, and the Acquirer shall take no responsibility for the same. The Residual Shareholders should attach acopy of any such approval to the Exit Application Form, wherever applicable.

1.5 The Offer Shares to be acquired under this Exit Offer are to be acquired free from all liens, charges andencumbrances and together with all rights attached thereto.

1.6 Residual shareholders should ensure that their Exit Application Form together with necessaryenclosures is received by the Registrar to the Exit Offer on or before March 18, 2013 (i.e. the last dateof the Exit Period), at the following address of the Registrar to the Exit Offer.

City Address Contact Person Contact Details Mode of Delivery

Mumbai Link Intime India PrivateLimitedUnit: Carol Info Services

Limited Exit OfferC-13, Pannalal Silk MillsCompound,

L B S Marg, Bhandup

(West), Mumbai 400078

Mr. Pravin Kasare Tel : 91-22-2596 7878Fax: 91-22-2596 0329

Hand DeliveryRegistered PostSpeed Post

Courier

Mumbai Link Intime India PrivateLimitedUnit: Carol Info Services

Limited Exit Offer203, Davar House, Next toCentral Camera, D. N. Road,Fort, Mumbai 4000 001

Mr. Vivek Limaye Tel: 91 22 22694127Fax: 91 22 25960329

Hand Delivery

Note: Hand Delivery Monday to Friday (except public holidays) 10.00 am to 1.00 pm and 2.00 pm to

4.30 pm

1.7 In the event of any Residual Shareholder not receiving, or misplacing, their Exit Offer Letter, they mayobtain a copy by writing to the Registrar to the Exit Offer, clearly marking the envelope CAROL INFOSERVICES LIMITED - EXIT OFFER or soft copy of the Exit Application Form can be downloaded

from the website of the Registrar to the Exit Offer i.e. www.linkintime.co.in.

2. NON-RESIDENT SHAREHOLDERS2.1 Residual Shareholders who are non-resident Indians, persons resident outside India and Foreign

Institutional Investors (FII), etc. (Non-Resident Residual Shareholders) will also need to enclose a

copy of the original permission received by them from the Reserve Bank of India (RBI) in relation to the

acquisition of the equity shares.


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2.2 It shall be the responsibility of the Non-Resident Residual Shareholders tendering the equity shares toobtain all requisite approvals (including corporate, statutory or regulatory approvals), if any, prior totendering in the Exit Offer, and the Acquirer shall take no responsibility for the same. The Non-Resident

Residual Shareholders should attach a copy of any such approval to the Exit Application Form, whereverapplicable.

2.3 If any of the documents referred to in paragraph 2.1 and 2.2 above are not enclosed along with the Non-Resident Residual Shareholders Exit Application Form, such Non-Resident Residual Shareholders tenderof equity shares under the Exit Offer may be treated as invalid.

3. PAYMENT OF CONSIDERATION3.1 Following fulfillment of the terms and conditions mentioned herein, and receipt of the requisite regulatory

approvals (if any), the applicable consideration will be paid by the Acquirer by way of cheque or demand

draft or by means of electronic funds transfer, wherever possible. The cheque or demand drafts will be

dispatched to the relevant Residual Shareholders, at their own risk, by way of speed post / registered post.Shareholders to whom funds have been transferred electronically shall be duly notified by way of a letter bythe Registrar to the Exit Offer. The Acquirer intends to dispatch the payment to Residual Shareholders whohave validly tendered their Equity Shares in this Exit Offer following the receipt of duly filled valid Exit

Applications Form(s) (together with necessary enclosures, if any) and receipt of the Equity Shares in theSpecial Depository Account / receipt of physical share certificates (along with duly filled in transfer deeds,

as applicable) by the Registrar to the Exit Offer.

3.2 The Manager to the Exit Offer shall instruct the bank to make electronic funds transfers or issue cashierorders / demand drafts to the Residual Shareholders (as the case may be) who have validly tendered theirshares in the Exit Offer. Subject to any regulatory approvals as may be required, the Acquirer intends to

make payments on a monthly basis, within 10 working days of the end of the relevant month (Monthly

Payment Cycle). The first monthly payment cycle shall commence from the end of March 31, 2012. Notethat the Acquirer reserves the right to make payments earlier.

The cheque/demand draft/electronic payment will be drawn in the name of the sole or first named Residual

Shareholder (in case of joint holdings) as furnished in the Exit Application Form along with the bankaccount number as provided in the Exit Application Form. In case the bank account details are not provided,then the consideration will be paid through the dispatch of a cheque / demand draft to the sole/first named

Residual Shareholder (at their own risk). Residual Shareholders who wish to receive their payment by

means of electronic funds transfer should provide the IFSC code along with their bank account details.Please note that in such case, payment would be transferred electronically (at your risk) based on the bankaccount details provided by you.

3.3 Share certificate for any invalid bid, will be dispatched to the Shareholders by speed post / registered post,at the shareholders own risk. Equity shares held in dematerialized form for any invalid bid will be creditedback to the respective beneficiary account with their respective depository participants as per the detailsfurnished by the beneficial owner in the Exit Application Form.

4. EXIT PERIOD4.1 The Residual Shareholders may tender their application to the Registrar to the Exit Offer at the Exit Price at

any time during the Exit Period. The Residual Shareholders are required to ensure that their ExitApplication Form, together with the necessary enclosures, is received by the Registrar to the Exit Offer onor before March 18, 2013.


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5. STATUTORY AND OTHER APPROVALS5.1 KHIPL had applied to the Reserve Bank of India (RBI) for obtaining approval for acquiring Equity

Shares from resident and non-resident Indians, at the Exit Price, in accordance with applicable laws andregulations vide letter dated October 17, 2011. Pursuant to RBI A.P. (DIR Series) Circular No. 43 dated

November 4, 2011 and as per the letter received from RBI dated November 17, 2011, subject to certainconditions, transfer of shares from non-resident to resident does not require prior approval of RBI.

5.2 To the best of KHIPLs knowledge, there are no other statutory or regulatory approvals required to acquirethe Offer Shares and implement the Delisting Offer, other than as indicated above. If any statutory orregulatory approvals become applicable, the acquisition of Offer Shares by KHIPL will be subject to receiptof such statutory or regulatory approvals.

5.3 KHIPL reserves the right not to proceed with the acquisition of the Equity Shares pursuant to the Exit Offerin the event the approvals, if any, are not obtained or conditions which the Acquirer considers in its sole

discretion to be onerous are imposed in respect of such approvals.

6. TAX TO BE DEDUCTED AT SOURCE6.1 General6.1.1 As per the provisions of section 195(1) of the I-T Act, any person responsible for paying to a non-resident

any sum chargeable to tax is required to deduct tax at source (including surcharge and education cess asapplicable). Since the consideration payable under the Delisting Offer would be chargeable to capital gainsunder section 45 of the I-T Act or as business profits as the case may be, Acquirer are required to deduct

taxes at source (including surcharge and education cess).

6.1.2 In absence of any specific provision under the I-T Act, Acquirer will not deduct tax on the considerationpayable to resident Shareholders for acquisition of Shares. However, long term gain arising on such transferwould be chargeable to tax under Section 112 of the Indian Income tax Act (herein after the Act).

6.1.3Non-resident Shareholders (including FII) are required to submit their Permanent Account Number(PAN) for income-tax purposes. In case of Non Residents (including FII), if PAN is not submitted or isinvalid or does not belong to the Shareholder, Acquirer will arrange to deduct tax at the rate of 20% (twenty

percent) or at the rate in force or at the rate specified in the relevant provisions of the I-T Act, whichever is

higher in accordance with provisions of Section 206AA of the Act.

6.1.4 In case of ambiguity, incomplete or conflicting information or the information not being provided to theAcquirer, it would be assumed that the Shareholder is a non-resident Shareholder and taxes shall be

deducted treating the shareholder as non - resident and at the rate as may be applicable to the relevantcategory to which the Shareholder belongs under the I-T Act, on the entire consideration payable to such

Shareholder.

6.1.5 Any shareholder claiming benefit under any Double Taxation Avoidance Agreement between India and anyother foreign country should furnish Tax Residence Certificate provided to him / it by the Income Tax

Authority of such other foreign country of which he / it claims to be a tax resident.

6.1.6 Under any circumstances, the acquirer will not accept any request from any shareholder for no deduction oftax at source or deduction of tax at lower rate on the basis of any self computation / computation by any taxconsultant of capital gain and tax payable thereon.


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6.1.7 Securities transaction tax will not be applicable to the Shares accepted in delisting offer.6.1.8 The provisions contained under clause (c) and (f) above shall apply notwithstanding anything contrary

contained in other paragraphs below.

6.2 Tax to be Deducted in Case of Non-resident Shareholders (other than FII)6.2.1 While tendering Shares under the delisting offer, NRIs/OCBs/foreign shareholders shall be required to

submit a certificate from the Income-tax Authorities under Section 195(3) or Section 197 of the I-T Actalong with the Bid cum Acceptance Form, indicating the amount of tax to be deducted by the Acquirer

before remitting the consideration. The Acquirer will arrange to deduct taxes at source in accordance with

such certificate.

6.2.2 In case the aforesaid certificate from the Income-tax Authorities under Section 195(3) or Section 197 of theI-T Act is not submitted, the Acquirer will arrange to deduct tax at the rate as may be applicable to the

relevant category to which the Shareholder belongs under the I-T Act, on the entire consideration payable tosuch Shareholder.

6.2.3 In case of an individual non resident shareholder, who is either a citizen of India or a person of IndianOrigin, who has himself / herself acquired equity shares of the target company with convertible foreignexchange and has also held such shares for at least twelve months prior to the date on which shares, if any,are accepted under the present delisting offer, the applicable rate of tax deduction at source would be

10.30% on entire consideration payable to such shareholder. However, to be eligible for this lower rate oftax deduction at source the shareholder will have to furnish copy of his / her demat a/c. clearly reflecting thefact that share held in that a/c. are in repatriable mode. Further, copy of the demat a/c. should also reflectthat the shares were held for more than twelve months prior to the date on which shares, if any, are accepted

under the present delisting offer. In case of shares held in physical mode the shareholder will have to

furnish certificate from his / her bank to the effect that the purchase consideration of these shares was paidout of non resident external a/c of the shareholder concerned.

6.3 Withholding tax (TDS) implications for FII6.3.1 As per provisions of section 196D(2) of the I-T Act, no deduction of tax at source will be made from any

income by way of capital gains arising from transfer of securities referred to in section 115AD of the I-TAct to a FII as defined in section 115AD of the I-T Act.

6.3.2 A FII should certify ("FII Certificate") the nature of its income arising from transfer of Shares in the TargetCompany as per the I-T Act by tick marking appropriate box in the Bid cum Acceptance Form. FII / Sub

Account of FII will also be required to furnish SEBI Registration Certificate to avail non deduction of tax at

source as per provisions of section 196D (2) of the Income tax Act, 1961.

6.3.3 In the absence of FII Certificate to the effect that their income from transfer of Shares is in the nature ofcapital gains, the Acquirer will deduct tax at the rate applicable to the category to which such FII belongson the entire consideration payable to such FII. Should FII submit a certificate from the Income-taxAuthorities under Section 195(3) or Section 197 of the I-T Act while tendering the Shares, indicating the

amount of tax to be deducted by the Acquirer under the I-T Act, the Acquirer will deduct tax in accordancewith the same.


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6.4 Declaration/Certification by Non ResidentsFor the purpose of determining as to whether the capital gains are short-term or long-term in nature, the

Acquirer shall take actions based on the information submitted by the Non-Resident Shareholders. In caseof unavailability of information with the Acquirer or any ambiguous, incomplete or conflicting information,

the capital gain shall be assumed to be short-term in nature.

The aforementioned categories of Non-Resident Shareholders should certify in the Bid cum Acceptance

Form whether the equity shares are held by them on investment/capital account or on trade account.

6.5 Issue of withholding tax certificateThe Acquirer will issue a certificate in the prescribed form to the Shareholders who have been paid the

consideration after deduction of tax on the same certifying the amount of tax deducted and other prescribed

particulars.

Residual Shareholders are advised to consult their tax advisors for the treatment that may be given

by their respective assessing officers in their case, and the appropriate course of action that they

should take. The Acquirer and the Manager to the Exit Offer do not accept any responsibility for the

accuracy of such advice. The tax rates and other provisions may undergo changes.

7. COMPLIANCE OFFICERMs. Amruta Avasare, Company Secretary

Wockhardt Towers, Bandra-Kurla Complex, Bandra (East), Mumbai 400051

Phone: +91 22 2659 6222 / +91 22 26596219 ; Fax: +91 22 2659 6814Email: [email protected]

8. GENERALEvery Residual Shareholder who desires to avail the Exit Offer may do so pursuant to an independentinquiry, investigation and analysis and shall not have any claims against the Acquirer or the Company or

the Manager to the Exit Offer or the Registrar to the Exit Offer, whatsoever by reason of any loss whichmay be suffered by such Residual Shareholder consequent to or in connection with the Exit Offer.

In case the Public Shareholders have any queries concerning the non-receipt of credit or payment for EquityShares, they may address the same to the Registrar to the Exit Offer or the Manager to the Exit Offer.

For Khorakiwala Holdings and Investments Private Limited

(On behalf of the Board)

Sd/- Sd/-

Dr. Habil F Khorakiwala Dr. Murtaza Khorakiwala

Chairman Director

Place: Mumbai

Date: March 14, 2012


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THIS PAGE HAS BEEN INTENTIONALLY LEFT BLANK


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THIS DOCUMENT IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION

Please read this document along with the enclosed exit offer letter dated March 14, 2012 ( ExitOffer Letter)

issued by Khorakiwala Holdings and Investments Private Limited (KHIPL or Acquirer), since the termsand conditions of the Exit Offer Letter are deemed to have been incorporated in and form part of this document.Unless the context otherwise requires, expression in this Exit Application Form have the same meaning as definedin the Exit Offer Letter.

EXIT OFFER

Exit Period Opens Monday March 19, 2012

Exit Period Closes Tuesday March 18, 2013

Exit Price per share Rs. 165/- (Rupees One Hundred and Sixty Five only)

EXIT APPLICATION FORM

In respect of Equity Shares of Face Value of Rs. 10/- each ofCAROL INFO SERVICES LIMITED

pursuant to the Exit Offer by KHIPL

Residual Shareholders should ensure that their Exit Application Form together with necessary enclosures

is delivered by hand or sent by registered post/speed post/courier (at the Residual Shareholders sole cost

and risk) to the Registrar to the Exit Offer on or before the last day of the Exit Period, at the address of the

Registrar to the Exit Offer given in point 1.6 on page no. 5 of this Exit Offer Letter.

Dear Sir(s),

Re: Exit Offer for Residual Shareholders of the Company. The Exit Price for the Exit Offer has been determined

as Rs. 165/- per Equity Share

1. I/We, having read and understood the terms and conditions set out below, and in the Exit Offer Letter, herebytender my/our shares in response to the Exit Offer.

2. I/We hereby undertake the responsibility for the Exit Application Form and the shares tendered under the ExitOffer and I/We hereby confirm that the Acquirer/Manager to the Offer/Registrar to the Exit Offer shall not be

liable for any delay/loss in transit resulting into delayed receipt or non receipt of the Exit Application alongwith all requisite documents, by the Registrar to the Exit Offer or delay/failure in credit of shares to theSpecial Depository Account within due time, due to inaccurate/incomplete particulars/instructions or anyreason whatsoever.

3. I/We also understand that the payment of consideration will be done after due verification of Exit OfferForms, documents and signatures.

4. I/We hereby confirm that I have never sold or part/dealt with in any manner with the shares tendered underthe Exit Offer and these shares are free from any lien, equitable interest, charges & encumbrances,whatsoever.

5. I/We hereby declare that there are no restraints/injunctions, or other order of any nature which limits/restrictsmy/our rights to tender shares and I/We am/are the absolute and only owner of these shares and legallyentitled to tender the shares under the Exit Offer.

6. I/We authorize the Acquirer, Manager to the Exit Offer and Registrar to the Exit Offer to send the payment ofconsideration by way of crossed account payee cheque/demand draft/pay order through registered post / speed

post or ordinary post, or electronic credit as the case may be, and at the address registered with the Company.7. I/We undertake to return immediately any amount, received by me/us inadvertently.


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8. I/We agree that upon acceptance of the shares by the Acquirer, tendered by me/us under the Exit Offer, I/Wewould cease to enjoy all right, title, claim and interest whatsoever, in respect of such shares of the Company;and

9. I/We further authorize the Acquirer to return to me/us, the Equity Share Certificate(s) in respect of which theExit Offer Form is not found valid / not accepted, specifying the reasons thereof and in the case ofdematerialized shares, to the extent not accepted will be released to my Depository Account at my/our solerisk.

10. I/we hereby undertake to execute any further documents, give assurance and provide assistance, which maybe required in connection of the Exit Offer and agree to abide by the decisions taken in accordance with the

applicable Rules and Regulations.11. I/We acknowledge and confirm that all the particulars/statements given are true and correct.1. Name(in BLOCK LETTERS) Holder Name PAN No.

Sole /

First

Second

(Please write the names of the joint holdersin the same order as appearing in the Share

Certificate(s) / Demat Account)

Third

2. Contact Number(s): Tel No: Mobile No.:

3. Full Address of the First Holder(with pin code)

Individual NRI - Repatriable

HUF NRI Non Repatriable

DomesticCompany/BodiesCorporate

FII

Mutual Fund Insurance Company

4.

Type of Investor

(Please tick( ) the box to the rightof the appropriate category)

Banks & FinancialInstitutions

Others (Please specify)

___________________


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5. FOR SHAREHOLDERS HOLDING SHARES IN PHYSICAL FORMDetails of Original Share Certificate(s) along with duly filled, signed Transfer Deed(s), as enclosed

Distinctive No.Sr.

No.Folio No.

ShareCertificate(s)

No.From To

No ofShares

(in figures)

No of Shares

(in words)

(If the space provided is inadequate please attach a

separate continuation sheet)TOTAL

For the shares which are tendered in physical form the Transfer Deed should be attested by the Bank

Manager or an Officer of the Bank where the registered shareholder is having a Bank account giving

therein the bank account number and the name of the Bank by the concerned attesting officer. Payment

consideration cheque in respect of the shares tendered in physical form will be drawn account payee in the

name of the registered holder payable to the said account number mentioned in the Transfer Form attested

by the Bank official. The attestation needs to be done in the column provided in the Transfer Deed for the

said purpose.

Shareholder should also tender a self attested photocopy of the Identity Card like PAN card, Election IDcard or copy of the Passport along with the Transfer Deed when tendering them under the exit offer.

FOR SHAREHOLDERS HOLDING SHARES IN DEMATERIALISED FORMDetails of Demat Account and Delivery Instruction executed in favor of Special Depository Account

Name of Depository Participant

Depository Participants ID No.

Client ID No.

Date of Execution/Acknowledgement ofDelivery Instruction (Copy enclosed)

Number of Shares (In Figures)

Number of Shares (In Words)


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Power ofAttorney

Corporate Authorization6. Other enclosures, as applicable

(Please tick ( ) the box to the rightof the appropriate category)

Death CertificateOthers (Please specify)

_____________________

7. Details of Bank AccountIn order to avoid any fraudulent encashment in transit of the Cheque, Pay Order or Demand Draft issued by theAcquirer towards the consideration payable for the Equity Shares tendered under this Exit Application Form,

please fill the following details of the sole shareholders bank account (or, in the case of joint holders, the first-

named holders bank account) and any consideration payable will be paid by issuing an instrument carrying thedetails of the bank account so provided.

If you do not provide the following details or the details provided are different from those received electronicallyfrom the Shareholders Depository Participant, any consideration payable will be sent to the first/sole Shareholder

at the address based on details obtained from the first/sole Shareholders depository participant (however, therewill be no obligation on the Acquirer or Manager to the Exit Offer or Registrar to the Exit offer to do the same),or without such details.

Name of the Sole/ First Holders Bank

Branch Address

City and PIN Code of the Branch

Bank Account No.Savings/Current/Others (Please Specify)

MICR Code (in case you wish to receive funds

electronically)

IFSC Code (in case you wish to receive electronically)

8. Signatures

I/We hereby tender to the Acquirer, the number of Equity Shares set out or deemed to be set out in section

5 of this Exit Application form in accordance with and subject to the terms and conditions herein, and in

the Exit Offer Letter:

Signature

Sole / First Holder Second Holder Third Holder

Note: In case of Joint holdings, all holders must sign.In case of Bodies Corporate a stamp of the Company should be affixed and necessary BoardResolution should be attached.


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Tax Certification (Non Resident Indians (NRIs) / Overseas Corporate Bodies (OCBs) / Foreign

Institutional Investors (FIIs) / Non-Resident shareholders ONLY)

Please refer to the Exit Offer Letter for details regarding tax to be deducted at source. Shareholders arealso advised to consult their tax advisors for the treatment that may be given by their respective assessing

officers in their case, and the appropriate course of action that they should take.

I/We certify that the Equity Shares referred to in Box 5 are held: Please tick ( )

On Investment / Capital AccountOn Trade Account /to be taxed as Business

Profits

I/We certify that the tax deduction on the Equity Shares referred to in Box 5 is to be deducted on account of

Short Term Gains Long Term Gains Business Profits

I/We, confirm that the income arising from the transfer of shares tendered by me/us is in the nature of: Please

tick ( )

Capital Gains Any other income

Note: Where the shares tendered comprise both long term capital assets and short term capital asset pleasefurnish a statement showing computation of the break up into short term capital gains and long term capital

gainsIn the case of NRIs only, where the Equity Shares have been acquired/purchased with or subscribed to inconvertible foreign exchange and the shareholder wants to certify himself as having opted/not opted out of

Chapter XII-A of the Income Tax Act, 1961 then please tick ( ) in the appropriate box below

I certify that:I have not opted out of Chapter XII-A of the Income Tax Act, 1961I have opted out of Chapter XII-A of the Income Tax Act, 1961

PERMANENT ACCOUNT NUMBER:(For tax deduction at source purposes) _____________________________________________

FOR FII Shareholders

I/We have enclosed the following documents that are applicable to me/us (Please tick( ) )

No objection certificate/Tax clearance certificate from income tax authorities u/s 195(3) or u/s 197 of

the Income Tax Act, 1961

Previous RBI approvals for holding the Equity Shares referred to in Box 5 of this Bid Form

Self Attested Copy of Permanent Account Number (PAN) Letter / PAN Card

SEBI registration certificate (including sub account of FII)

Tax Residence Certificate provided by the Income Tax Authority of foreign country of which the FII isa tax resident, wherever applicable

For Non-Resident Shareholders ( Other than FIIs)

I/We have enclosed the following documents that are applicable to me/us (Please tick( ) )

No objection certificate/Tax clearance certificate from income tax authorities u/s 195(3) or u/s 197 ofthe Income Tax Act, 1961

Previous RBI approvals for holding the Equity Shares referred to in Box 5 of this Bid Form

Self Attested Copy of Permanent Account Number (PAN) Letter / PAN Card

Copy of relevant pages of demat account if the shares have been held for more than twelve monthsprior to the date of acceptance of Equity Shares under the Offer


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Tax Residence Certificate provided by the Income Tax Authority of foreign country of which theshareholder is a tax resident, wherever applicable

Copies of relevant pages of demat account in case of a shareholder claiming benefit mentioned in

paragraph 21(b)(iii) of the Offer Letter. In case, shares are held in physical form, bankers certificaterelated to payment for acquisition of shares in convertible foreign exchange

Notes :

a) In case the Equity Shares are held on trade account, kindly enclose a certificate stating that you are a taxresident of your country of residence/Incorporation and that you do not have a permanent establishmentin India in terms of the Double Taxation Avoidance Agreement (DTAA) entered into between India andyour country of residence.

b) In order to avail the benefit of lower rate of tax deduction under the DTAA, if any, kindly enclose a taxresidency certificate stating that you are a tax resident of your country of incorporation in terms of theDTAA entered into between India and your country of residence.

c) Non-resident shareholders should enclose a copy of the permission received from RBI for the EquityShares held by them. If the Equity Shares are held under the general permission of RBI, the non-resident

shareholder should furnish a copy of the relevant notification/circular pursuant to which the Equity Sharesare held and state whether the Equity Shares are held on repatriable or non-repatriable basis.

d) Non-resident shareholders (including NRIs, OCBs and FIIs) should enclose no objection certificate / taxclearance certificate from income tax authorities u/s 195(3) or u/s 197 of the Income Tax Act, 1961,indicating the tax to be deducted, if any, by the Acquirer before remittance of consideration. Otherwise, taxwill be deducted at maximum marginal rate as may be applicable to the category and status of the

shareholder, on the full consideration payable by the Acquirer.e) NRIs, OCBs, FIIs and non-resident shareholders are required to furnish bankers certificates certifying

inward remittance of funds for their original acquisition of Equity Shares of the Company.f) NRIs holding shares on non-repatriable basis and OCBs shall also enclose a copy of the permission

received from the RBI, if any, for tendering their Equity Shares in the Offer.g) FIIs are requested to enclose the SEBI Registration Letter;h) Non-resident shareholders (including NRIs, OCBs and FIIs) should also enclose a consent letter indicating

the details of transfer i.e. number of Equity Shares to be transferred, the name of the investee companywhose shares are being transferred i.e. Carol Info Services Limited and the price at which the EquityShares are being transferred i.e. Price determined in accordance with the Delisting Regulations duly

signed by the shareholder or his/its duly appointed agent and in the latter case, also enclose the power ofattorney.

i) OCBs are requested to enclose Form OAC of the current year.CHECKLIST

DEMAT SHAREHOLDERS PHYSICAL SHAREHOLDERS

1 EXIT APPLICATION FORM 1 EXIT APPLICATION FORM

2 COPY OF ACKNOWLEDGED DEMAT

SLIP

2 ORIGINAL SHARE CERTIFICATE OF

THE COMPANY3 INTER DEPOSITORY DELIVERY

INSTRUCTION, IN CASE OF SHARESHELD THROUGH CDSL

3 VALID SHARE TRANSFER DEED

4 SELF ATTESTED COPY OF PAN CARD 4 SELF ATTESTED COPY OF PAN CARD

5 OTHER DOCUMENTS, AS APPLICABLE 5 OTHER DOCUMENTS, AS APPLICABLE

Notes:

1. All documents/remittances sent by / to the shareholders will be at their risk and shareholders areadvised to adequately safeguard their interests in this regard.

2. Please read these notes along with the entire contents of the Exit Offer Letter


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3. In the case of person(s) other than Individual, any documents, such as a copy of a power of attorney, boardresolution, authorization, etc, as applicable and required in respect of support/verification of this Exit

Application Form shall also be provided otherwise the Exit Application Form shall be liable for rejection.

4. The number of shares tendered under the Exit Offer should match with the number of shares specified in theshare certificate(s) enclosed or shares credited in the Special Depository Account under the respective

Client ID number.

5. The consideration shall be paid in the name of Sole/First Holder.6. FOR EQUITY SHARES HELD IN DEMATERIALIZED FORM:

a) Before submitting this Exit Application Form to the Registrar to the Exit Offer, please issue necessaryinstructions to your depository participant (where you hold the depository account in which the Equity

Shares of Company are presently held) to credit your Equity Shares into the Special DepositoryAccount of the Manager to the Exit Offer (whose details are below).

b) A photocopy of the Delivery Instruction or counterfoil of the Delivery Instruction Slip furnished to thedepository participant of your depository account (duly acknowledged by such depository participant)as proof of credit of your Equity Shares to the Special Depository Account (Depository Participant

Instruction) should be attached to this Exit Application Form. Please note that transfer should be inoff - market mode.

Depository NSDL

Name of the Depository

Participant

JM Financial Services Private Limited

DP Identification Number IN302927Client Identification Number 10191666

ISIN Number INE198A01014

Delivery Mode Off-Market

Special Depository Account

Name

JM Financial Consultants Pvt. Ltd. Carol Delisting Escrow Account

c) Shareholders having their beneficiary account in the CDSL have to use inter depository deliveryinstruction for the purpose of crediting their equity shares in favor of Special Depository Account with

NSDL.

d) It is the sole responsibility of shareholders to ensure that their Equity Shares are credited to orpledged in favor of the Special Depository Account before the Exit Period ends.

7. FOR EQUITY SHARES HELD IN PHYSICAL FORM: Before submitting this Exit Application Formto the Registrar, you must execute valid Share Transfer Deed(s) in respect of the Equity Shares intended to

be tendered under the Exit Offer and attach thereto all the relevant Physical Share Certificate(s). The sharetransfer deed(s) shall be signed by the shareholder (or in case of joint holdings by all the joint holders in thesame order) in accordance with the specimen signature(s) recorded with the Company and shall also be duly

witnessed. A copy of any signature proof may be attached to avoid any inconvenience.


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In case, the sole/any joint holder has died, but the share certificate(s) are still in the name of the deceasedperson(s), please enclose the requisite documents, i.e., copies of death certificate/will/probate/successioncertificate and other relevant papers, as applicable.

8. FOR UNREGISTERED SHAREHOLDERS: Unregistered shareholders should enclose, as applicable,(a) this Exit Application Form, duly completed and signed in accordance with the instructions containedtherein, (b) Original Share Certificate(s), (c) Original broker contract note, (d) Valid share transfer form(s)

as received from the market, duly stamped and executed as the proposed transferee(s) along with blanktransfer form duly signed as transferor(s) by the said proposed transferee(s) and witnessed at the appropriate

place. The transfer deed should be in favor of Khorakiwala Holdings and Investments Private Limited.All other requirements for valid transfer will be precondition for acceptance.

9. In case of Residual Shareholders resident in India, even in the event of non-receipt of the dulycompleted Exit Application Form, but receipt of original share certificate(s) and duly signed valid

share transfer deed, the Exit Offer would be deemed to have been accepted by the resident Residual

Shareholders. Similarly in case of non-receipt of documents, but receipt of the Shares in the SpecialDepository Escrow Account, the Acquirer may deem the Exit Offer to have been accepted by the

Residual Shareholders.

THE EXIT APPLICATION FORM IS TO BE SUBMITTED TO THE REGISTRAR TO THE EXIT

OFFER ONLY AND BY HAND DELIVERY OR BY REGISTERED POST OR SPEED POST OR

COURIER ALONG WITH ALL APPLICABLE DOCUMENTS

MANAGER TO THE EXIT OFFER REGISTRAR TO THE EXIT OFFER

JM Financial Consultants Private Limited

141, Maker Chambers III,Nariman Point, Mumbai 400 021

Tel: +91-22-6630 3030 / Fax: +91-22-2204 7185Email: [email protected]

Contact Person: Lakshmi LakshmananSEBI Registration Number : INM000010361

Link Intime India Private Limited

Unit: Carol Info Services Limited Exit OfferC-13, Pannalal Silk Mills Compound,

L B S Marg, Bhandup West, Mumbai 400078

Tel: +91-22-2596 7878/Fax: +91-22-2596 0329Email: [email protected]

Contact Person: Pravin Kasare


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ACKNOWLEDGEMENT SLIP

Received from Mr./Ms./M/s.________________________________________ an Exit

Application Form for _______ Equity Shares of Carol Info Services Limited at the Exit Price ofRs.165/- per equity share

Received a photocopy of the Depository Participant Instruction for the transfer of such Equity

Shares from the account bearing

DEMAT SHAREHOLDER PHYSICAL SHAREHOLDER

DP ID NO. FOLIO NUMBER

CLIENT ID NOSHARECERTIFICATE NO

NUMBER OFSHARES

NUMBER OFSHARES

Received but not verified share certificate(s) and share transfer deeds

ACKNOWLEDGEMENT

APPLICATION NUMBER

DATE OF RECEIPT

SIGNATURE OF OFFICIAL


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SUMMARY OF DOCUMENTS REQUIREDCatego

ry Physical Shareholders Demat Shareholders

1. The Exit Application Form duly completed andsigned in accordance with the instructions containedtherein, by all shareholders whose names appear on

the Share certificate.

1. Electronic Shareholders who wish tooffer their Shares should forward the ExitApplication Form duly filled and signed by

the Registered Shareholder

2. Original Share certificate(s) and

3. Valid share transfer deed(s) duly signed astransferors by all registered shareholders (in case of

joint holdings) in the same order and as per specimensignatures registered with and duly witnessed at the

appropriate place(s). Refer paragraph 1.2 of the ExitOffer Letter

Individual/

HUF

4. Self attested photocopy of the Identity Card like

PAN card, Election ID Card or copy of the Passport

2. The duly executed copy of the DeliveryInstruction Slip

1. The Exit Application Form duly completed andsigned in accordance with the instructions containedtherein, by the Authorized Signatory.

1. Corporate Shareholders who wish tooffer their shares should forward the ExitApplication Form duly filled and signed bythe Authorized Signatory

2. Original Share certificate(s) and 2. The duly executed copy of the Delivery

Instruction Slip

Corporate

3. Valid share transfer deed(s) duly signed as

transferors by the Authorized Signatory as perspecimen signatures registered with the company.

1. The Exit Application Form duly completed andsigned in accordance with the instructions contained

therein, by all shareholders whose names appear onthe Share certificate.

1. Electronic Shareholders who wish tooffer their Shares should forward the Exit

Application Form duly filled and signed bythe POA Holders

2. Original Share certificate(s) and 2. The duly executed copy of the DeliveryInstruction Slip

3. Valid share transfer deed(s) duly signed astransferors by all POA Holders in the same order andas per specimen signatures registered with thecompany and duly witnessed at the appropriate

place(s).

3. Copy of POA (Power of Attorney) only ifnot registered with the Company orRegistrar/Transfer Agent.

POA

4. Copy of POA (Power of Attorney) only if not

registered with the Company or Registrar/TransferAgent

1. The Exit Application Form duly completed andsigned in accordance with the instructions containedtherein, by all shareholders whose names appear onthe Share certificate.

1. Electronic Shareholders who wish tooffer their Shares should forwardthe Exit Application Form duly filled andsigned by the POA Holders

2. Original Share certificate(s) and 2. The duly executed copy of the DeliveryInstruction Slip

Custodian

3. Valid share transfer deed(s) duly signed astransferors by all POA Holders in the same order and

as per specimen signatures registered with thecompany and duly witnessed at the appropriate

place(s).


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4. Copy of POA (Power of Attorney) only if notregistered with the Company or Registrar/Transfer

Agent

1. The Exit Application Form duly completed andsigned in accordance with the instructions contained

therein, by all shareholders whose names appear on

the Share certificate or POA Holder.

1. Electronic Shareholders who wish tooffer their Shares should forward

the Exit Application Form duly filled and

signed by the Registered Shareholder or thePOA Holder



3. Valid share transfer deed(s) duly signed astransferors by all registered shareholders (in case of

joint holdings) in the same order and as per specimen

signatures registered with and duly witnessed at theappropriate place(s). Attestation, where required,

(thumb impressions, signature difference, etc.) shouldbe done by a Magistrate/Notary Public/Bank Managerunder their Official Seal

3. NRIs tendering shares desiring to havethe proceeds credited to a NREaccount/FCNR account shall submit the

following - (a)RBI approvals for acquiringequity shares of tendered in the Offer

4. NRIs tendering shares desiring to have the

proceeds credited to a NRE account/FCNR accountshall submit the following -

(a)RBI approvals for acquiring equity shares oftendered in the Offer if applicable

4. Copy of POA (Power of Attorney) only if

not registered with the Company orRegistrar/Transfer Agent

5. Copy of Permanent Account Number / PAN Card(Self Attested)

5. Should enclose a certificate (NOC) &Tax Clearance Certificate (TCC) from the

Income Tax Authority or alternatively acertificate from Chartered Accountant

certifying if the shares are held on the longterm capital gain or short term capital gain.The certificate should state the acquisition

cost of shares (if fails to provide this

certificate then by default taxed on STCapital Gains)

6. Should enclose a certificate (NOC) & Tax

Clearance Certificate (TCC) from the Income TaxAuthority or alternatively a certificate from CharteredAccountant certifying if the shares are held on thelong term capital gain or short term capital gain. The

certificate should state the acquisition cost of shares(if fails to provide this certificate then by default taxedon ST Capital Gains)

NRI

7. Copy of POA (Power of Attorney) only if notregistered with the Company or Registrar/TransferAgent

FII 1. The Exit Application Form duly completed and

signed in accordance with the instructions containedtherein, by the Authorized Signatory on the Sharecertificate.

1. Electronic Shareholders who wish to

offer their offer shares in electronic formshould forward the Exit Application Formduly filled and signed by the AuthorizedSignatory


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3. Valid share transfer deed(s) duly signed as

transferors by the Authorized Signatory under theirOfficial Seal

3. No Objection Certificate (NOC) & Tax

Clearance Certificate (TCC) from theIncome Tax Authority

4. Self Attested copy of PAN Card 4. SEBI Registration Certificate

5. No Objection Certificate (NOC) & Tax Clearance

Certificate (TCC) from the Income Tax Authority

5. FII Certificate (self attested declaration

certifying the nature of income arising fromthe sale of shares, whether capital gains or

otherwise

6. SEBI Registration Certificate 6. Certificate from a Chartered Accountant

(along with proof such as demat accountstatement) certifying that the shares have

been held for more than one year along with

acquisition cost, if applicable

7. FII Certificate (self attested declaration certifyingthe nature of income arising from the sale of shares,whether capital gains or otherwise

7. Banker certificate certifying inwardremittance

8. Certificate from a Chartered Accountant (along

with proof such as demat account statement)certifying that the shares have been held for more thanone year along with acquisition cost, if applicable

8. RBI approvals for acquiring equity shares

of tendered in the Offer.

9. Banker certificate certifying inward remittance 9. Copy of POA (Power of Attorney) only if

not registered with the Company orRegistrar/Transfer Agent

10. RBI approvals for acquiring equity shares of

tendered in the Offer.11. Copy of POA (Power of Attorney) only if notregistered with the Company or Registrar/TransferAgent


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carol info - exit lof and form

Documents