Bayer CropScience Limited. — M&A Activity 2019

September 16, 2019

To,

The General Manager, Listing Department, BSE Limited, P.]. Tower, Dalal Street, Mumbai - 400 001.

Dear Sir / Madam,

SECURITY ID SECURITY CODE BAYERCROP 506285

Sub.: The Scheme of Amalgamation of Monsanto India Limited (the "Transferor Company/MIL") and Bayer CropScience Limited (the "Transferee Comoan11/BCSL 11) and their resoective shareholders, A • under sections 230 to 232 of the Companies Act, 2013 (the uscheme").

Outcome of the Board of Directors' Meeting held on September 16, 2019.

Disclosure under Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and Regulation 42 of the SEBI Listing Obligations and Disclosure Requirements) Regulations, 2015 (uSEBI LODR Regulations")

This is in furtherance of our letter dated September 13, 2019, wherein we had intimated that the Scheme of Amalgamation of Monsanto India Limited (the "Transferor Company/MIL") with Bayer CropScience Limited (the "Transferee Company /BCSL") and their respective shareholders, under sections 230 to 232 of the Companies Act, 2013 ("Scheme") had been approved by the National Company Law Tribunal, Mumbai Bench (NCLT) vide its order dated September 13, 2019 (''NCLT Order").

We further wish to inform you that the meeting of the Board of Directors of the Company ("Board") was duly convened today, i.e. on September 16, 2019 and the Board inter alia considered and noted the NCLT Order dated September 13, 2019 and has fixed Monday, September 16, 2019 as the Effective Date of the Scheme, on which date the NCLT order will be filed by the Company and MIL with the Registrar of Companies, Mumbai.

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Bayer CropScience Ltd. GIN: L2421OMH1958PLC011173

Registered and Corporate Office: Bayer House Central Avenue Hiranandani Estate Thane (West) - 400 607 Maharashtra, India

Tel: +91 22 2531 1234 Fax : +91 22 2545 5063 www.bayer.in www.cropscience.bayer.com

The Appointed Date of the Scheme is April 1, 2019, as set out in the Scheme and approved by the Hon'ble NCLT. All the assets and liabilities of MIL shall become assets and liabilities of the Company with effect from the Appointed Date.

Further, in accordance with Regulation 42(l)(e) of the SEBI (LODR) Regulations we would like to inform you that, Thursday, September 26, 2019 has been fixed as the Record Date, following the effectiveness of the Scheme, for determining the shareholders of MIL who shall be entitled to receive shares of the Company, as consideration pursuant to the Scheme.

In accordance with the Scheme, upon the Scheme becoming effective and in consideration of the amalgamation, the equity shares held by BCSL in MIL will be cancelled and for the remaining equity shareholders of MIL the Company will issue and allot 2 (Two) equity shares of INR. 10/- (Rupees Ten only) each credited as fully paid-up of the Company for every 3 (Three) equity shares of INR. 10 / - (Rupees Ten only) held in MIL and whose names would be recorded in the register of members as on the Record Date.

The equity shares proposed to be issued and allotted by the Company in accordance with the Scheme will be listed and admitted for trading on the relevant stock exchange on which the existing equity shares of the Company are listed. The new equity shares issued pursuant to the Scheme shall rank pari passu in all respects with the existing equity shares of the Company.

Please note that the shares issued by BCSL pursuant to the Scheme, shall remain frozen in the depository system till the trading permission is obtained from the relevant stock exchanges.

A copy of this intimation is also available on the Company's website at www.bayer.in.

\X¹e request you to kindly take this on record.

Thanking you.

Yours faithfully fo1~- Bayer Crop~cience Limited

Ra ·v a ·

Head- aw, Patents & Compliance & Company Secretary