DLF - Buy Back Offer

JM Financial Consultants Pvt Ltd (Manger to the Buy Back) on behalf of DLF Ltd ("Target Company") has issued this Public Announcement ("PA") to the Equity Shareholders / Beneficial Owners of the equity shares of the Target Company, pursuant to the provisions of regulations 8(1) Read with 15(c) of the Securities & Exchange Board of India (Buy Back of Securities) Regulations, 1998 for the time being in force including any statutory modifications and amendments from time to time ("Buy Back Regulations") and contains the disclosure as specified in schedule II to the Buy-Back Regulations. With Reference to the Public Notice Published by the Company on July 10, 2008(in compliance with Regulation 5A of the BuyBack Regulations("Notice")), the exemption sought and the SEBI Order, the Board of Directors of the Company (Board) approved this Public Announcement. The Buy Back Offer: The Company hereby announces the Buy-back ("buy-back") of fully paid-up equity shares of the face value of Rs 2/- each ("Equity Shares") not exceeding 2,20,00,000 equity shares ("maximum Offer Shares") and a minimum number of 55,00,000 Equity Shares ("minimum Offer Shares"), from the existing owners of Equity Shares other than the persons in Control at a price not exceeding Rs 600 per Equity Shares ("Maximum Offer Price") payable in cash, for an aggregate amount not exceeding Rs 1,100 crore ("Maximum Offer Size"). The maximum Offer Size represents 9.80% of the aggregate of the Company's total paid-up equity capital and free reserves as on March 31, 2008 (the date of the latest standalone audited accounts) The Buy-Back will be implemented by the Company through the methodology of "Open Market Purchases through Stock Exchanges" using the electronic trading facilities of the Bombay Stock Exchange Ltd ("BSE") and the National Stock Exchange of India Ltd ("NSE") ("Stock Exchanges"), in accordance with the provisions of Sections 77A, 77B and other applicable provisions of the Companies Act, 1956 ("the Act") read with Article 23A of the Articles of Association of the Company and the Buy-Back Regulations, in the manner and on such terms and conditions as determined by the Board and disclosed in the PA. Proposed Time Table: Date of Board Resolution - July 10, 2008 approving the Buy-back Date of Opening of Buyback - October 15, 2008 Acceptance of Equity Shares - Within the relevant payout dates of the Stock Exchanges. Verification of Equity Shares accepted in the physical mode - within 7 days of the relevant pay out dates. Extinguishment of Equity Shares - Within 7 days of acceptance or verification of Equity Shares as mentioned above. Last Date for the Buyback - July 09, 2009 (i.e. 12 months from the date of Board resolution). However, the Board in its absolute discretion may decide to close the Buy-back at an earlier date in the event the Minimum Offer shares have been purchased under the Buy-back, even if the maximum offer size has not been reached or the maximum offer shares have not been bought back, by giving appropriate notice of such date and completing all formalities in this regard as per relevant laws and regulations. There would be a completion of all payment obligations in respect of the Buy-Back prior to the last date of the Buy-back.