Rites: Notice of Offer for Sale of Share by Promoter & Floor Price

The President of India acting through the Ministry of Railways Government of India ("the Seller") ("Promoter") of RITES Ltd ("the Company") proposes to sell up to 1 25 00 000 Equity Shares in aggregate representing 5% of the total issued and paid-up Equity Share capital of the Company ("Base Offer Size") on February 27 2020 ("T Day") (for non-retail investors only) and on February 28 2020 ("T+1 Day") (for retail investors and for non-retail investors who choose to carry forward their un-allotted bids) with an option to additionally sell up to 1 25 00 000 Equity Shares (representing 5% of the total issued and paid-up Equity Share capital of the Company) (the "Oversubscription Option" and in the event the Oversubscription Option is exercised the Equity Shares forming part of the Base Offer Size and the Oversubscription Option will in aggregate be referred to as the "Offer Shares". In the event such Oversubscription Option is not exercised the Equity Shares forming part of the Base Offer Size will be referred to as the "Offer Shares" through the separate designated window of BSE Limited ("BSE") and National Stock Exchange of India Limited ("NSE" and together with BSE the "Stock Exchanges") collectively representing 10% of the total paid up equity share capital of the Company on December 31 2019 and such offer hereinafter referred as the "Offer") and in accordance with the "Comprehensive Guidelines on Offer for Sale (OFS) of Shares by Promoters through the Stock Exchange Mechanism" issued by the Securities and Exchange Board of India ("SEBI").

Dates and time of the opening and closing of the offer:

- For non-Retail Investors: February 27 2020 ("T day")

The Offer shall take place on a separate window of the Stock Exchanges on the T day i.e. February 27 2020 commencing at 9:15 a.m. (Indian Standard Time) and shall close at 3:30 p.m. (Indian Standard Time) on the same day. Non-Retail Investors who have placed their bids on T Day may indicate their willingness to carry forward their un-allotted bids to T+1 day (defined hereinafter) for allocation to them in the unsubscribed portion of Retail Category (defined below).

Please note that only non-Retail Investors shall be allowed to place their bids on T day i.e. February 27 2020.

For Retail Investors (defined hereinafter) and for non-retail Investors who choose to carry forward their un-allotted bids on T+1 day i.e. February 28 2020.

The Offer shall continue to take place during trading hours on a separate designated window of the Stock Exchanges on T+1 day (T+1 day being February 28 2020) commencing at 9:15 a.m. (Indian Standard Time) and shall close at 3:30 p.m. (Indian Standard Time) on the same date.

Please note that only Retail Investors shall be allowed to place and revise their bids only on T+1 day. Further those non-Retail Investors who have placed their bids on T day and have chosen to carry forward their bids to T+1 day shall be allowed to revise their bids on T+1 day in accordance with the SEBI OFS Circulars.

(T day and T+1 day collectively referred to as "Offer Dates")

Floor price ("Floor Price"):

- The Floor Price for the Offer Shall be INR 298.00 (RUPEES TWO HUNDRED NINETY EIGHT) per Equity Share of the Company.