TENDER FORM FOR ELIGIBLE SHAREHOLDERS

FORM OF ACCEPTANCE-CUM-ACKNOWLEDGEMENT (FOR EQUITY SHAREHOLDERS HOLDING SHARES IN DEMAT FORM)

Bid Number:
Date:
DPID CLIENT ID : 1208870191626296 BUYBACK OPENS ON: Wednesday, March 6, 2024
BUYBACK CLOSES ON: Wednesday, March 13, 2024
SHUBHAM SUNILKUMAR BAKHTANI For Registrar / collection centre use
SINDHI COLONY HEMU KALANI CHOUK GONDIYA GONDIYA Inward No. Date Stamp
MAHARASHTRA
.
Status (Please tick appropriate box)
GONDIA MAHARASHTRA
Individual FPI Insurance Co.
441601
Foreign Co. NRI/OCB FVCI
Body Corporate Bank / FI Pension Fund/ PF
VCF Partnership/LLP Others (specify)
Mutual Fund Other QIBs Other NIBs
India Tax Residency Status: (Please tick appropriate box)
Resident in India Non-Resident in Resident of …………
India (Shareholder to fill the
country of residence)
To,
The Board of Directors
Bajaj Auto Limited
C/o. Kfin Technologies Limited
Selenium Tower B, Plot No. 31 & 32,
Financial District, Nanakramguda, Serilingampally
Hyderabad, Rangareddi – 500 032, Telangana, India
Tel: +91 40 6716 2222/18003094001

Dear Sir/Madam,
Sub: Letter of Offer dated March 2, 2024 to Buyback fully paid-up equity shares of face value of ₹ 10 (Rupees Ten) each of up to 40,00,000 (Forty Lakh) Equity
Shares of Bajaj Auto Limited (the “Company”) at a price of ₹ 10,000/- (Rupees Ten Thousand only) per Equity Share (“Buyback Price”), payable in cash (the
“Buyback”)
1. I / We (having read and understood the Letter of Offer dated March 2, 2024) hereby tender / offer my / our Equity Shares in response to the Buyback on the terms and conditions set out below
and in the Letter of Offer.
2. I / We authorise the Company to Buyback the Equity Shares offered (as mentioned below) and to issue instruction(s) to the Registrar to the Buyback to extinguish the Equity Shares.
3. I / We hereby affirm that the Equity Shares comprised in this tender / offer are offered for Buyback by me / us free from all liens, equitable interest, charges and encumbrance.
4. I / We declare that there are no restraints / injunctions or other order(s) of any nature which limits / restricts in any manner my / our right to tender Equity Shares for Buyback and that I / we
am / are legally entitled to tender the Equity Shares for Buyback.
5. I / We agree that the Company will pay the Buyback Price only after due verification of the validity of the documents and that the consideration will be paid as per secondary market mechanism
and the provisions of Buyback Regulations and circulars issued by SEBI.
6. I /We agree that we will have to ensure to keep the DP Account active and unblocked to receive credit in case of return of Equity Shares due to rejection or due to prorated Buyback decided
by the Company. Further, I / We will have to ensure to keep the bank account attached with the DP account active and updated to receive credit remittance due to acceptance of Buyback of
equity shares by the Company.
7. I / We undertake to return to the Company any Buyback consideration that may be wrongfully received by me / us.
8. I/ We acknowledge that the responsibility to discharge the tax due on any gains arising on buyback is on me / us to the extent Buyback Tax is not applicable on such income. I / We agree to
compute appropriate gains on this transaction and immediately pay applicable taxes in India (whether by deduction of tax at source, or otherwise) and file tax return in consultation with our
custodians/ authorized dealers/ tax advisors appropriately.
9. Non-Resident Shareholders (including NRIs, OCBs, FPI and Foreign Nationals) are requested to enclose a consent letter indicating the details of transfer i.e., number of Equity Shares to be
transferred, the name of the investee company whose shares are being transferred i.e., “Bajaj Auto Limited” and the price at which the Equity Shares are being transferred i.e., “Price determined
in accordance with the Buyback Regulations” duly signed by the Shareholder or his/its duly appointed agent and in the latter case, also enclose the power of attorney.
10. I/ We undertake to indemnify the Company if any tax demand is raised on the Company on account of gains arising to me / us on buyback of shares. I / We also undertake to provide the
Company, the relevant details in respect of the taxability / non-taxability of the proceeds arising on buyback of equity shares by the Company, copy of tax return filed in India, evidence of the
tax paid etc., whenever called for.
11. I / We undertake to execute any further documents and give any further assurances that may be required or expedient to give effect to my / our tender / offer and agree to abide by any decision
that may be taken by the Company to effect the Buyback in accordance with the Companies Act, 2013, the SEBI (Buy-back of Securities) Regulations, 2018, and the extant applicable foreign
exchange regulations. I/we agree that this form is deemed to be my consent letter for any filings under the Foreign Exchange Management Act, 1999 (FEMA) and the rules made thereunder.
12. I / We agree to receive, at my/our own risk, the invalid / unaccepted Equity Shares under the Buyback in the demat account from where I / we have tendered the Equity Shares in the Buyback.
13. Applicable for all non-resident shareholders: I/We, being a Non-Resident Shareholder, agree to obtain and submit all necessary approvals, if any and to the extent required from the concerned
authorities including approvals from the Reserve Bank of India (RBI) under FEMA and any other the rules and regulations, for tendering Equity Shares in the Buyback, and also undertake to
comply with the reporting requirements, if applicable, and any other rules, regulations and guidelines, in regard to remittance of funds outside India.
14. Details of Equity Shares held and tendered / offered for Buyback:

Particulars In Figures In Words

Number of Equity Shares held as on Record Date (February 29, 2024) 1 One
Number of Equity Shares Entitled for Buyback (Buyback Entitlement) 0 Zero
Number of Equity Shares offered for Buyback
Note: An Eligible Shareholder may tender Equity Shares over and above his / her / its Buyback Entitlement. Number of Equity Shares validly tendered by any Eligible
Shareholder up to the Buyback Entitlement of such Eligible Shareholder shall be accepted to the full extent. The Equity Shares tendered by any Eligible Shareholder
over and above the Buyback Entitlement of such Eligible Shareholder shall be accepted in accordance with the Letter of Offer. Equity Shares tendered by any Eligible
Shareholder over and above the number of Equity Shares held by such Eligible Shareholder as on the Record Date shall not be considered for the purpose of Acceptance.

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Acknowledgement Slip: Bajaj Auto Limited Buyback Offer 2024

(to be filled by the Eligible Shareholder) (subject to verification)
DP ID Client ID
Received from Mr./Ms./Mrs./M/s
Form of Acceptance-cum-Acknowledgement, Original TRS along with:
No. of Equity Shares offered for Buyback (In Figures) (in words)
Please quote Client ID No. &DP ID No. for all future correspondence Stamp of Broker
15. Details of Account with Depository Participant (DP):
Name of the Depository (tick whichever is applicable) NSDL CDSL

Name of the Depository Participant

DP ID

Client ID

16. Equity Shareholders Details:

Particulars First/Sole Equity Joint Equity Shareholder 1 Joint Equity Shareholder 2 Joint Equity Shareholder
Shareholder 3

Full Name(s) of the Equity Shareholder

Signature(s)*

PAN

Address of the Sole/First Equity Shareholder

Telephone No. / Email ID

* Corporate shareholder must affix rubber stamp and sign under valid authority. The relevant corporate authorisation should be enclosed with the application
form submitted.
17. Applicable only for all Non-resident shareholders - I/We, being a Non-Resident Shareholder, agree to obtain and submit all necessary approvals, if any and to
the extent required from the concerned authorities including approvals from the Reserve Bank of India (“RBI”) under Foreign Exchange Management Act, 1999,
and the rules and regulations framed there under (the “FEMA Regulations”), for tendering Equity Shares in the Buy-back, and also undertake to comply with the
reporting requirements, if applicable, under the FEMA Regulations and any other rules, regulations and guidelines, in regard to remittance of funds outside India
/ We undertake to return to the Company any consideration in respect of the Buy-back that may be wrongfully received by me / us.
This Tender Form has to be read along with the Letter of Offer and is subject to the terms and conditions mentioned in the Letter of Offer and this Tender
Form.

INSTRUCTIONS
1. The Buyback will open on Wednesday, March 6, 2024 and close on Wednesday, March 13, 2024.
2. This Tender Form has to be read along with the Letter of Offer and is subject to the terms and conditions mentioned in the Letter of Offer and this Tender Form.
3. In case of Eligible shareholders holding and tendering equity shares in demat form, submission of Tender Form and TRS is not required. Eligible Shareholders
who desire to tender their Equity Shares in the dematerialized form under the Buyback would have to do so through their respective Stock Broker by indicating the
details of Equity Shares they intend to tender under the Buyback. For further details, please see e the procedure as specified in the section entitled “Procedure for Tender/
Offer and Settlement” of the Letter of Offer.
4. The Equity Shares tendered in the Buyback shall be liable to be rejected if (i) the shareholder is not a shareholder of the Company as on the Record Date, (ii) if there is
a name mismatch in the demat account of the shareholder, (iii) in case of receipt of the completed Tender Form and other documents but non-receipt of Equity Shares
in the special account of the Clearing Corporation, or (iv) a non-receipt of valid bid in the exchange bidding system.
5. The Company will not accept any Equity Shares offered in the Buyback which are under any restraint order of a court for transfer/sale of such Equity Shares
6. In case any registered entity that has merged with another entity and the merger has been approved and has come into effect but the process of getting the successor
company as the registered Shareholder is still incomplete, then such entity along with the Tender Form should file a copy of the following documents: (i) Approval from
the appropriate authority for such merger; (ii) The scheme of merger; and (iii) The requisite form filed with MCA intimating the merger
7. For the Clearing Corporation to make a payout of more than ₹50,00,00,000 (Rupees fifty crore only), a Legal Entity Identifier (LEI) number of the Eligible Shareholder
will have to be provided. Accordingly, an Eligible Shareholder who is tendering shares of value more than ₹50,00,00,000 (Rupees fifty crore only) will have to provide
such Eligible Shareholder’s LEI number with the relevant supporting documents such as the LEI registration certificate to the Registrar by email at
[email protected] latest by 5:00 p.m. (IST) on the Buyback Closing Date.
8. The Eligible Shareholders will have to ensure that they keep the DP Account active and unblocked to receive credit in case of return of Equity Shares due to rejection
or due to the Buyback being on a proportionate basis in terms of the ratio of Buyback, in accordance with the Buyback Regulations.
9. In case of non-receipt of the Letter of Offer, Eligible Shareholders holding Equity Shares may participate in the Buyback by providing their application in plain paper
in writing signed by all Eligible Shareholders (in case of joint holding), stating name and address of the Eligible Shareholder(s), number of Equity Shares held as on the
Record Date, Client ID number, DP Name, Depository Name, DP ID, beneficiary account number and number of Equity Shares tendered for the Buyback.
10. Eligible Shareholders to whom the Buyback offer is made are free to tender Equity Shares to the extent of their Buyback Entitlement in whole or in part or in excess of
their Buyback Entitlement, but not exceeding their holding as on the Record Date.
11. All documents sent by Eligible Shareholders will be at their own risk. Eligible Shareholders are advised to safeguard adequately their interests in this regard.
12. By agreeing to participate in the Buyback, the non-resident shareholders give the Company the authority to make, sign, execute, deliver, acknowledge and perform all
applications to file regulatory reporting, if required, and undertake to provide assistance to the Company for such regulatory reporting, if required by the Company.

All capitalised items shall have the meaning ascribed to them in the Letter of Offer.

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ALL FUTURE CORRESPONDENCE IN CONNECTION WITH THIS BUYBACK, IF ANY, SHOULD BE ADDRESSED TO REGISTRAR TO
THE BUYBACK AT THE FOLLOWING ADDRESS QUOTING YOUR CLIENT ID AND DP ID:
Investor Service Centre:
Kfin Technologies Limited (Formerly known as KFin Technologies Private Limited)
Selenium Tower B, Plot No. 31 & 32, Financial District, Nanakramguda, Serilingampally Hyderabad, Rangareddi – 500 032, Telangana, India
Tel: +91 40 6716 2222/18003094001; Email: [email protected]
Website: www.kfintech.com
Contact Person: Mr. M. Murali Krishna
Investor Grievance Id: [email protected]
SEBI Registration Number: INR000000221
Corporate Identity Number: L72400TG2017PLC117649