DRAFT LETTER OF OFFER Dated December 28, 2007 For Equity Shareholders of the Company only GODREJ CONSUMER PRODUCTS LIMITED (Incorporated as a public limited company on November 29, 2000 at Maharashtra, under the Companies Act, 1956) Registered Office: Pirojshahnagar, Eastern Express Highway, Vikhroli, Mumbai 400079 Tel No: (91 22) 25188010 Fax No: (91 22) 25188040 Compliance officer and Contact Person: Mr. Sunil S. Sapre, Executive Vice President (Finance and Commercial) and Company Secretary Email:
[email protected] Website: www.godrejcp.com FOR PRIVATE CIRCULATION TO THE EQUITY SHAREHOLDERS OF THE COMPANY ONLY DRAFT LETTER OF OFFER ISSUE OF [●] EQUITY SHARES OF Re. 1 EACH AT A PREMIUM OF Rs. [●] PER EQUITY SHARE AGGREGATING TO AN AMOUNT NOT EXCEEDING RS. 4,000 MILLION TO THE EQUITY SHAREHOLDERS ON RIGHTS BASIS IN THE RATIO OF [●] EQUITY SHARE FOR EVERY [●] EQUITY SHARES HELD ON THE RECORD DATE I.E. [●] (“ISSUE”). THE ISSUE PRICE IS [●] TIMES OF THE FACE VALUE OF THE EQUITY SHARE GENERAL RISKS Investments in equity and equity related securities involve a high degree of risk and Investors should not invest any funds in this Issue unless they can afford to take the risk of losing their investment. Investors are advised to read the Risk Factors carefully before taking an investment decision in relation to this Issue. For taking an investment decision, Investors must rely on their own examination of the Issuer and the Issue including the risks involved. The securities have not been recommended or approved by the Securities and Exchange Board of India (“SEBI”) nor does SEBI guarantee the accuracy or adequacy of this document.