ASBA APPLICATION

FORM

ISSUE OPENS ON :

FRIDAY, JANUARY 10, 2025

ISSUE CLOSES ON :

THURSDAY, JANUARY 23, 2025

MUTHOOT MERCANTILE LIMITED

“IND BBB/STABLE BY INDIA RATINGS & RESEARCH PRIVATE LIMITED”)

Application

Form No.

60400863

PLEASE FILL IN BLOCK LETTERSTEAR HERE



TEAR HERE



PUBLIC ISSUE OF SECURED, REDEEMABLE, NON-CONVERTIBLE DEBENTURES OF FACE VALUE ` 1,000/- EACH (“NCDs”) VIDE THE PROSPECTUS DATED DECEMBER 24, 2024

I/we hereby conrm that I/We have read and understood the terms and conditions of this Application Form and the attached Abridged Prospectus and agree to the ‘Applicant’s Undertaking’ as

given overleaf. I/we hereby conrm that I/we have read the instructions for lling up the Application Form given overleaf.

LEAD MANAGER/LEAD BROKERS/

STAMP & CODE

BROKER/AGENTS

STAMP & CODE

TRADING MEMBERS/SUB BROKER/

CRTA/CDP/SCSB STAMP & CODE

SCSB BRANCH STAMP

& CODE

SCSB BRANCH

SERIAL NO.

DATE OF RECEIPT

1. APPLICANT’S DETAILS - PLEASE FILL IN BLOCK LETTERS (Please refer to Page 15 of the Abridged Prospectus)

First Applicant

(Mr./ Ms./M/s.)

Date of Birth

D D M M Y Y Y Y

Name of Guardian

(if Applicant is minor) (Mr./ Ms.)

Address __________________________________________________________________________________________________________________________

Pin Code

(Compulsory)

__________________ Tel. No.

(with STD code)

/ Mobile _____________________ Email _____________________________________________

Second Applicant

(Mr./ Ms./M/s.)

Third Applicant

(Mr./ Ms./M/s.)

DPID / CLID PAN

Acknowledgement Slip for Lead Manager/ Lead Brokers/

Applicant/ Brokers/ Trading Members/ SCSB(s)/ CRTA/ CDP

Application

Form No.

60400863

Series

I II III IV V

VI VII VIII IX

Face Value / Issue Price (

/NCD)

1,000/-

No. of NCDs applied for

Amount Payable

(

)

Grand Total

(

)

Total No. of NCDs

Total Amount Payable (`)

Date Stamp & Signature of Lead Manager /

Lead Brokers/ Brokers / Trading Members /

SCSB(s) / CRTA/ CDP

Acknowledgment is subject to realisation

of Availability of Funds in the ASBA account.

Name of Sole/First Applicant (Mr./ Ms./ M/s.):

______________________________________

Application

Form No.

60400863

APPLICATION FORM

(FOR RESIDENT APPLICANTS)

**For details of Early Closure or extension of the Issue refer to page 4 of the Abridged Prospectus

While submitting the Application Form, the Applicant should ensure that the date stamp being put on the Application Form by the Lead Manager/ Lead Brokers/ Brokers/ Trading Members/ SCSB(s)/

CRTA/ CDP matches with the date stamp on the Acknowledgement Slip. Application submitted without being uploaded on the terminals of the Stock Exchange will be rejected.

-----------------------------------------------------------------------------------------------------TEAR HERE----------------------------------------------------------------------------------------------------

Note: The Company would allot Series I NCDs to all valid applications, wherein the applicants have not indicated their choice of the relevant series of the NCDs.

5A. PAN & SIGNATURE OF

SOLE/ FIRST APPLICANT

5B. PAN & SIGNATURE OF

SECOND APPLICANT

5C. PAN & SIGNATURE OF

THIRD APPLICANT

PAN PAN PAN

5D. SIGNATURE OF ASBA BANK ACCOUNT

HOLDER(s) (AS PER BANK RECORDS)

I/We authorize the SCSB to do all acts as are

necessary to make the Application in the Issue

Date: ______________

Furnishing of PAN of the Applicant is mandatory, including Minor’s PAN in case of Application by Minor,

Please refer page 14 of the Abridged Prospectus.

PUBLIC ISSUE OF SECURED, REDEEMABLE, NON-CONVERTIBLE DEBENTURES OF FACE VALUE ` 1,000/- EACH (“NCDs”) VIDE THE PROSPECTUS DATED DECEMBER 24, 2024

ASBA Bank A/c No. / UPI ID ____________________________________ Dated ________________________

Name of Bank & Branch ___________________________________________________________________

PLEASE PROVIDE APPLICANT’S DEPOSITORY DETAILS

(Please refer to Page 13 of the Abridged Prospectus) For NSDL enter 8 digit DP ID followed by 8 digit Client ID / For CDSL enter 16 digit Client ID

NSDL / CDSL

MUTHOOT MERCANTILE LIMITED

Amount Paid (` in gures)

Bank & Branch

ASBA Bank A/c No. / UPI ID Dated

Received from Mr./Ms./M/s.

Telephone/Mobile Email

2. Investor Category (Please refer overleaf)

Category I Category II Category III Sub Category Code (Please see overleaf)

All future communication in connection with this Application

should be addressed to the Registrar to the Issue. For details,

please refer overleaf. Acknowledgement Slip for Applicant

Printed by : www.westernpress.in

ASBA Bank A/C. No.

ASBA A/c Holder Name____________________________________________________________________________________________________________________________________

(in case Applicant is di󰀨erent from ASBA A/c. Holder)

Bank Name & Branch _____________________________________________________________________________________________________________________________________

UPI ID

(Maximum

45 characters)

PUBLIC ISSUE OF SECURED, REDEEMABLE, NON-CONVERTIBLE DEBENTURES OF FACE VALUE ` 1,000/- EACH (“NCDs”) VIDE THE PROSPECTUS DATED DECEMBER 24,2024

To, The Board of Directors,

MUTHOOT MERCANTILE LIMITED

LEAD MANAGER/LEAD BROKERS/ BROKERS/

TRADING MEMBERS/ SCSB(s)/CRTA/CDP STAMP

(Acknowledging upload of Application in Stock

Exchange(s) system) (Mandatory)

Date, Stamp & Signature of

SCSB Branch (Mandatory)

5. PAYMENT DETAILS

Amount Paid (` in gures)

(

in words)

4. INVESTMENT DETAILS (For Details, please refer Issue Structure overleaf)

Series I II III IV V VI VII VIII IX

Frequency of interest Payment Monthly Cumulative Monthly Cumulative Monthly Cumulative Monthly Cumulative Cumulative

Minimum Application 10 NCDs i.e. ₹ 10,000 (across all series of NCDs)

In multiples, of One NCD after the minimum application

Face Value / Issue Price of NCDs (₹/NCD) ₹1,000

Nature Secured

Tenure 400 Days 400 Days 20 Months 20 Months 36 Months 36 Months 60 Months 60 Months 73 Months

Coupon rate % Per Annum 10.00% NA 10.15% NA 10.75% NA 11.00% NA NA

E󰀨ective Yield % Per Annum 10.47% 10.17% 10.64% 10.16% 11.30% 10.60% 11.57% 10.64% 12.07%

Mode of Interest Payment/ Redemption Through Various options available

Redemption Amount of ₹ 1,000 ₹ 1,000.00 ₹ 1,112.00 ₹ 1,000.00 ₹1,175.00 ₹ 1,000.00 ₹1,353.00 ₹ 1,000.00 ₹1,658.00 ₹2,000

No. of NCDs applied

Amount Payable (₹)

Grand Total (₹) Total No. of NCDs: Total Amount Payable (₹)

MUTHOOT MERCANTILE LIMITED

IN THE NATURE OF FORM 2A - MEMORANDUM CONTAINING SALIENT FEATURES OF THE PROSPECTUS

- Applicants may contact Registrar to the Issue in case of any pre-issue

or post issue related problems (non-receipt of Allotment Advice, refunds

or credit of NCDs)

- In case of ASBA Application submitted to the SCSBs, the Applicants

should contact Registrar to the Issue with copy to the relevant SCSB.

- In case of queries related to upload of Applications submitted to the

Lead Manager's / Lead Brokers/ Brokers / Trading Member/ CRTA/CDP

should contact the relevant Lead Manager / Lead Brokers/ Brokers /

Trading Member/CRTA/CDP.

- The grievances arising out of Applications for the NCDs made through

Trading Members may be addressed directly to Stock Exchanges.

COMPANY CONTACT DETAILS

REGISTRAR CONTACT DETAILS

Muthoot Mercantile Limited

Registered O󰀩ce: 1st Floor, North Block, Muthoot Floors,

Opposite W&C Hospital, Thycaud,

Thiruvananthapuram 695 014, Kerala, India

Tel: +91-471-277-4800

Email: info@muthootenterprises.com

Website: www.muthootenterprises.com

Compliance O󰀩cer and Company Secretary: Remya R.S

CIN: U65921KL1997PLC011260;

PAN: AABCM5297K

KFin Technologies Limited

Selenium, Tower-B, Plot No – 31 & 32,

Financial District, Nanakramguda,

Serilingampally, Hyderabad,

Rangareddi –500 032, Telangana, India

Telephone: +91 40 6716 2222;

Facsimile: +91 40 6716 1563

Email: mml.ncdipo@kntech.com;

Website: www.kntech.com

Contact Person: M Murali Krishna

Investor Grievance id: einward.ris@kntech.com

SEBI Registration Number: INR000000221

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APPLICANT’S UNDERTAKING

I/We hereby agree and conrm that:

1. I/We have read, understood and agreed to the contents and terms and conditions of the Prospectus dated December 24, 2024 (“Prospectus”) of Muthoot Mercantile Limited

2 I/We hereby apply for allotment of the NCDs to me/us and the amount payable on application is remitted herewith.

3. I/We hereby agree to accept the NCDs applied for or such lesser number as may be allotted to me/us in accordance with the contents of the Prospectus subject to applicable statutory and/or regulatory requirements.

4. I/We irrevocably give my/our authority and consent to Mitcon Credentia Trusteeship Services Limited (the “Debenture Trustee”), to act as my/our trustees and for doing such acts as are necessary to carry out their duties in such capacity.

5. I am/We are Indian National(s) resident in India and I am/ we are not applying for the said NCDs as nominee(s) of any person resident outside India and/or Foreign National(s).

6. The application made by me/us does not exceed the investment limit on the maximum number of NCDs which may be held by me/us under applicable statutory and/or regulatory requirements.

7. In making my/our investment decision I/We have relied on my/our own examination of Muthoot Mercantile Limited and the terms of the issue, including the merits and risks involved and my/our decision to make this application is solely

based on disclosures contained in the Prospectus.

8. I/We have obtained the necessary statutory and/or regulatory permissions/approvals for applying for, subscribing to, and seeking allotment of the NCDs applied for, as applicable.

9. UPI Mechanism for Blocking Funds shall only be used by Resident Individual Investors, who have submitted bid for an amount not more than ₹5,00,000 in through intermediaries (viz. syndicate members, registered stock brokers, registrar

to an issue and transfer agent and depository participants) any of the bidding options in the Issue (including HUFs applying through their Karta and does not include NRIs).

10. Additional Undertaking, in case of ASBA Applicants: 1) I/We hereby undertake that I/We am/are an ASBA Applicant(s) as per applicable provisions of the Securities and Exchange Board of India (Issue and Listing of Non-Convertible

Securities) Regulations, 2021 (“SEBI NCS Regulations”); 2) In accordance with ASBA process provided in the SEBI NCS Regulations and disclosed in the Prospectus, I/We authorize (a) the Lead Manager(s), Lead Brokers, Trading

Members (in Specied cities only), Broker, CRTA, CDP or the SCSBs as the case may be, to do all acts as are necessary to make the Application in the Issue, including uploading my/our application, blocking or unblocking of funds in the

bank account maintained with the SCSB as specied in the Application Form or in the bank account of the Applicant linked with UPI ID provided in the Application Form as the case may be, transfer of funds to the Public Issue Account

on receipt of instruction from the Lead Manager and Registrar to the Issue or the Sponsor Bank, after nalization of Basis of Allotment; and (b) the Registrar to the Issue or Sponsor Bank, as the case may be, to issue instruction to the

SCSBs to unblock the funds in the specied bank account upon nalization of the Basis of Allotment. 3) In case the amount available in the specied Bank Account is insu󰀩cient as per the Application, the SCSB shall reject the Application.

11. I/We conrm that I/We shall be allocated and alloted Option I NCDs wherein I/We have not indicated the choice of the relevant option of NCDs.

IMPERSONATION

Attention of the applicants is specically drawn to the provisions of sub-Section (1) of Section 38 of the Companies Act, 2013, relating to punishment for ctitious applications. Section 38(1)

of the Companies Act, 2013 provides that:

“Any person who: (a) makes or abets making of an application in a ctitious name to a company for acquiring, or subscribing for its, securities; or (b) makes or abets making multiple

applications to a company in dierent names or in dierent combinations of his name or surname for acquiring or subscribing for its securities; or (c) otherwise induces directly or indirectly a

company to allot, or register any transfer of, securities to him, or to any other person in a ctitious name, shall be liable for action under Section 447 of the Companies Act, 2013, as amended.”

ISSUE RELATED INFORMATION FOR FILING THE APPLICATION FORM

Investor Category

Sub Category

Code

Investor Category Sub Category

Code

Investor Category Sub Category

Code

Category I (“Institutional Portion”) Category II (“Non Institutional Portion”) Category III*

(“Retail Individual

Portion”)

Resident public nancial institutions as dened in Section 2(72)

of the Companies Act 2013, statutory corporations including

state industrial development corporations.

11 Companies falling within the meaning of Section 2(20)

of the Companies Act 2013; bodies corporate and

societies registered under the applicable laws in India

and authorised to invest in the NCDs

21 Resident Indian individuals 31

Scheduled commercial Banks, co-operative Banks and regional

rural Banks, and multilateral and bilateral development nance

institutions which are authorised to invest in the NCDs

12 Educational institutions and associations of persons

and/or bodies established pursuant to or registered

under any central or state statutory enactment, which

are authorised to invest in the NCDs.

22 Hindu Undivided Families through

the Karta

Provident funds of minimum corpus of ` 2,500 lakhs, Pension

funds of minimum corpus of ` 2,500 lakhs, Superannuation funds

and gratuity fund which are authorised to invest in the NCDs.

13 Trust including public/private charitable/religious trusts

which are authorised to invest in the NCDs

Alternative investment funds, subject to investment conditions

applicable to them under the Securities and Exchange Board

of India (Alternative Investment Funds) Regulations, 2012

14 Association of persons 24

Resident venture capital funds registered with SEBI 15 Scientic and/or industrial research organisations,

which are authorised to invest in the NCDs

Insurance Companies registered with the IRDAI 16 Partnership rms in the name of the partners 26

National Investment Fund (set up by resolution no. F. No.

2/3/2005-DDII dated November 23, 2005 of the Government

of India and published in the Gazette of India)

17 Limited Liability Partnership formed and registered

under the provisions of the Limited Liability Partnership

Act, 2008 (No. 6 of 2009)

Insurance funds set up and managed by the Indian army, navy

or the air force of the Union of India or by the Department

of Posts, India;

18 Resident Indian individuals and Hindu undivided

families through the Karta aggregating to a value

exceeding ` 5 lakhs.

Mutual Funds registered with SEBI 19

Systemically Important NBFC registered with RBI and having a

net-worth of more than ` 50,000 lakh as per the last audited

nancial statements

*applications aggregating to a value not more than `5 lakhs

applications upto a value of ` 5 lakhs shall only be under the UPI Mechanism.

ISSUE STRUCTURE

Series I II III IV V VI VII VIII IX

Frequency of interest Payment Monthly Cumulative Monthly Cumulative Monthly Cumulative Monthly Cumulative Cumulative

Minimum Application 10 NCDs i.e. ₹ 10,000 (across all series of NCDs)

In multiples, of One NCD after the minimum application

Face Value of NCDs (₹/NCD) ₹1,000

Issue Price (₹/NCD) ₹1,000

Nature Secured

Tenure 400 Days 400 Days 20 Months 20 Months 36 Months 36 Months 60 Months 60 Months 73 Months

Coupon rate % Per Annum 10.00% NA 10.15% NA 10.75% NA 11.00% NA NA

E󰀨ective Yield % Per Annum 10.47% 10.17% 10.64% 10.16% 11.30% 10.60% 11.57% 10.64% 12.07%

Mode of Interest Payment/ Redemption Through Various options available

Amount (₹/ NCD) on Maturity ₹ 1,000.00 ₹ 1,112.00 ₹ 1,000.00 ₹1,175.00 ₹ 1,000.00 ₹ 1,353.00 ₹ 1,000.00 ₹1,658.00 ₹2,000

Maturity / Redemption Date 400 Days 400 Days 20 Months 20 Months 36 Months 36 Months 60 Months 60 Months 73 Months

Put and Call Option Not Applicable

Nature of Indebtness Secured

On any relevant Record Date, the Registrar and/or our Company shall determine the list of the holder(s) of the Issue and identify such Investors/ NCD Holders, (based on their DP identication and /or PAN and/or entries in the Register of NCD Holders)

and make the requisite payment of additional incentive.

The additional incentive will be given only on the NCDs allotted in this Issue i.e., to Senior Citizens. In case if any NCD is bought/acquired from secondary market or from open market, additional incentive will not be paid on such bought/acquired NCDs.

In case Senior Citizens sells/ gifts/ transfer any NCDs allotted in this Issue, additional incentive will not be paid on such sold/ gifted/ transferred NCD except in case where NCDs are transferred to the joint holder/nominee in case of death of the initial allottee.

Our Company would allocate and allot Series I NCDs wherein the applicants have not indicated the choice of the relevant NCD Series.

For further information please refer to section titled “Issue Related Information” on page 168 of the Prospectus.

If the Deemed Date of Allotment undergoes a change, the coupon payment dates, redemption amounts and cash ow workings shall be changed accordingly. Please refer to section titled “Issue Related Information” on page 168 of the Prospectus. Also for further

details of the interest payment please refer to “Manner of Payment of Interest/Redemption Amounts” on page 182 of the Prospectus.

For further details, please refer to the Prospectus.

All capitalised terms not specically dened therein shall have the meaning given to such terms in the Prospectus.

For Rejection of Applications : Please refer to page 17 of the Abridged Prospectus.

Basis of Allotment : For details, please refer to page 19 of the Abridged Prospectus.

MUTHOOT MERCANTILE LIMITED

ABRIDGED PROSPECTUS



(Please scan this QR

Code to view the

Prospectus)

THIS ABRIDGED PROSPECTUS CONSISTS OF 20 PAGES INCLUDING 2 PAGES OF APPLICATION FORM. PLEASE ENSURE

THAT YOU RECEIVED ALL THE PAGES. YOU ARE ENCOURAGE TO READ GREATER DETAILS AVAILABLE IN THE

PROSPECTUS DATED DECEMBER 24, 2024 (“PROSPECTUS”) FROM WWW.MUTHOOTENTERPRISES.COM.

Please ensure that you read the Prospectus and the general instructions contained in this Abridged Prospectus before applying in

the Issue. Unless otherwise specied, all capitalized terms used in this form shall have the meaning ascribed to such terms in the

Prospectus. The investors are advised to retain a copy of Abridged Prospectus for their future reference.

You may obtain a physical copy of the Application form from our Registered Oce, the Lead Manager, Syndicate Member, Registrar

to the Issue, the Designated Branches of Self Certied Syndicate Banks. You may also download the Prospectus from the websites of

SEBI, Lead Manager and Stock Exchange i.e. www.sebi.gov.in; www.vivro.net and www.bseindia.com, respectively.

MUTHOOT MERCANTILE LIMITED

Date of incorporation: March 3, 1997; CIN: U65921KL1997PLC011260; PAN: AABCM5297K

Muthoot Mercantile Limited (“our Company” or “the Company” or “the Issuer” or “MML”) was incorporated on March 3, 1997, as ‘Muthoot Mercantile Limited’, a public limited company under

the Companies Act, 1956 with a certicate of incorporation issued by the Registrar of Companies, Kerala at Kochi. Our Company also obtained the certicate of commencement of business dated March

11, 1997 from the Registrar of Companies, Kerala at Kochi. Our Company has obtained a certicate of registration dated December12, 2002 bearing registration no. 16.00178 issued by the Reserve

Bank of India (“RBI”) to carry on the activities of a non-banking nancial company without accepting public deposits under Section 45 IA of the RBI Act, 1934.

Registered Oce Corporate Oce

Compliance Ocer and

Company Secretary

Telephone and Email Website

1st Floor, North Block, Muthoot Floors,

Opposite W&C Hospital, Thycaud,

Thiruvananthapuram 695 014, Kerala, India

Not Applicable Remya R.S Tel: +91-471-277-4800

Email: info@muthootenterprises.com

www.muthootenterprises.com

BRIEF DESCRIPTION OF THE ISSUE

PUBLIC ISSUE BY OUR COMPANY OF SECURED, REDEEMABLE, NON-CONVERTIBLE DEBENTURES OF FACE VALUE OF ₹1,000 EACH,

(“NCDS”) AT PAR, AGGREGATING UP TO ₹7,500 LAKH, HEREINAFTER REFERRED TO AS THE “BASE ISSUE” WITH AN OPTION TO

RETAIN OVER-SUBSCRIPTION UP TO ₹7,500 LAKH AGGREGATING UP TO ₹15,000 LAKH, HEREINAFTER REFERRED TO AS THE “OVERALL

ISSUE SIZE” (THE “ISSUE”). THE ISSUE IS BEING MADE PURSUANT TO THE PROVISIONS OF SECURITIES AND EXCHANGE BOARD OF

INDIA (ISSUE AND LISTING OF NON-CONVERTIBLE SECURITIES) REGULATIONS, 2021 AS AMENDED (“SEBI NCS REGULATIONS”), THE

COMPANIES ACT, 2013 AND RULES MADE THEREUNDER, EACH AS AMENDED (THE “COMPANIES ACT, 2013”) AND THE SEBI MASTER

CIRCULAR. THE ISSUE IS NOT PROPOSED TO BE UNDERWRITTEN.

Security Name

MMLNCD IV

Name of the Debenture Trustee*

Mitcon Credentia Trusteeship Services limited

Name of Merchant Banker

Vivro Financial Services Private Limited

Name of the Credit Rating Agency

India Ratings and Research Private Limited

COUPON RATE, COUPON PAYMENT FREQUENCY, MATURITY DATE, MATURITY AMOUNT & ELIGIBLE INVESTORS & DETAILS OF

DEBENTURE TRUSTEE

For details relating to Coupon Rate, Coupon Payment Frequency, Maturity Date, Maturity Amount and eligible investors of the NCDs, please see “Issue Structure”-

Terms of the NCDs” on page 194 of the Prospectus and “Annexure I - Day Count Convention” on page 306 of the Prospectus and for eligible Investors of the

NCDs, please see “Issue Structure" on page 188 of the Prospectus and for details relating to debenture trustee, please see “General Information” on page 33 of

the Prospectus.

LISTING

The NCDs oered through the Prospectus are proposed to be listed on the BSE Limited (“BSE”). Our Company has obtained ‘in-principle’ approval for this Issue

from BSE vide their letter bearing reference number DCS/SJ/PI-BOND/30/24-25 dated December 23, 2024. BSE shall be the Designated Stock Exchange for this Issue.

GENERAL RISKS

Investors are advised to read the section titled “Risk Factors” on page 16 of the Prospectus and on page 6 of this Abridged Prospectus carefully before taking

an investment decision in relation to this Issue. Investment in non-convertible securities involves a degree of risk and investors should not invest any funds in

such securities unless they can aord to take the risk attached to such investments. Investors are advised to take an informed decision and to read the risk factors

carefully before investing in this Issue For taking an investment decision, investors must rely on their own examination of the Issuer and the Issue, including the

risks involved. These risks are not, and are not intended to be, a complete list of all risks and considerations relevant to the debt securities or investor’s decision to

purchase such securities. The Prospectus has not been and will not be approved by any regulatory authority in India, including the Securities and Exchange Board

of India (“SEBI”), any Registrar of Companies or any stock exchange in India nor does SEBI guarantee the accuracy or adequacy of the contents of the Prospectus.