Exhibit 99.4
FORM OF LETTER TO RECORD HOLDERS OF EQUITY SHARES
AZURE POWER GLOBAL LIMITED
Non-Transferable Subscription Rights to Purchase Equity Shares
Distributed to holders of Equity Shares of Azure Power Global Limited
January 7, 2022
Dear Shareholder:
This notice is being distributed by Azure Power Global Limited, a Mauritius company (the “Company”), to all holders of its equity shares, par value $0.000625 per share (the “Equity Shares”), as of 5:00 pm Eastern Time on January 6, 2022 (the “Record Date”), in connection with the distribution in a rights offering (the “Rights Offering”) of non-transferable subscription rights (the “Rights”) to purchase Equity Shares. The Rights are described in the Company’s prospectus supplement, dated December 27, 2021 (together with the accompanying base prospectus, dated December 10, 2021, the “Prospectus”).
In the Rights Offering, the Company is offering up to an aggregate of 15,828,917 Equity Shares pursuant to the Prospectus. The Rights will expire, if not exercised, by 5:00 p.m. Eastern Time on January 24, 2022 (the “Expiration Date”), unless extended by the Company.
As described in the accompanying Prospectus, each Record Holder will receive one Right for every Equity Share owned of record as of 5:00 p.m. Eastern Time on the Record Date.
Each Right will allow the holder thereof to subscribe for 0.3275 Equity Shares (the “Basic Subscription Right”) at the subscription price of $15.79 per whole Equity Share (the “Subscription Price”). Fractional rights will not be issued. Fractional rights will be rounded down to the nearest whole number, with such adjustments as may be necessary to ensure that the Company offers 15,828,917 Equity Shares in the Rights Offering. As an example, if you owned 1,000 Equity Shares as of the Record Date, you would receive 1,000 Rights pursuant to your Basic Subscription Right, and you would have the right to purchase 327 Equity Shares in the Rights Offering pursuant to your Basic Subscription Right. See “The Rights Offering — Basic Subscription Rights” in the Prospectus.
The Rights are evidenced by a subscription rights certificate (a “Subscription Rights Certificate”) registered in your name. The Rights are non-transferable. You may not sell, transfer or assign your subscription rights to anyone else. The subscription rights will not be listed on the NYSE or any other stock exchange or market. As a result, if you do not exercise your subscription rights during the course of the subscription period before the Expiration Date, your rights will expire without value.
Any excess payments received by the subscription agent will be returned, without interest or deduction, promptly following the expiration of the rights offering. The Rights are evidenced by a non-transferable subscription rights certificate (a “Subscription Rights Certificate”) registered in your name or the name of your nominee. Each beneficial owner of Equity Shares registered is entitled to one Right for every Equity Share owned by such beneficial owner as of the Record Date.
In respect of overseas Rights holders, you will be expected to make the representation that you have complied with the restrictions set forth in the section entitled “Overseas Shareholders” in the Prospectus.
Enclosed are copies of the following documents:
(1)
Prospectus;
(2)
Subscription Rights Certificate;
(3)
Instructions as to Use of the Azure Power Global Limited Subscription Rights Certificates;
(4)
Notice of Guaranteed Delivery;
(5)
Form of Beneficial Holder Election Form; and
(6)
Form of Nominee Holder Certification.