Blue Star Ltd — Capital/Financing Update 2023

Nov 1, 2023

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November 1, 2023

BSE Limited Phiroze Jeejeebhoy Towers, Dalal Street, Mumbai - 400 001 BSE Scrip Code: 500067	National Stock Exchange of India Ltd Exchange Plaza, C-1, Block G, Bandra Kurla Complex, Bandra (East), Mumbai - 400 051 NSE Symbol: BLUESTARCO

Dear Sir/Madam,

Sub: Monitoring Agency Report for the quarter ended September 30, 2023

Pursuant to the Regulation 32(6) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 read with Regulation 173A of the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018, enclosed herewith is the Monitoring Agency Report for the quarter ended September 30, 2023 issued by CARE Ratings Limited, Monitoring Agency for the utilisation of the proceeds raised through Qualified Institutions Placement.

The aforesaid information is also being made available on the website of the Company at www.bluestarindia.com

Kindly take the same on record.

Thanking you, Yours faithfully, For Blue Star Limited

RAJESH Digitally signed by RAJESH DIGAMBAR PARTE DN: c=IN, postalCode=400037, st=MAHARASHTRA, l=MUMBAI, o=Personal, serialNumber=f61ea3be0521495570c9c7936a 63d125c2a0069839e393780a58fc3b33921632, DIGAMB pseudonym=146d1bcb488b49b2b9a8e13a042354d4, 2.5.4.20=34b7ed256fda6cfc6a2105278ca9562 b264314f4c73a57abf2a2f7ffe1e67c1b, email=RAJESH.PARTE13@GMAIL.COM, cn=RAJESH DIGAMBAR PARTE AR PARTE Date: 2023.11.01 18:19:06 +05'30'

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Rajesh Parte Company Secretary & Compliance Officer

Encl: a/a

\172.16.31.16\Legal and Secretarial Documents(01) Blue Star Limited\2023-24\Stock Exchange Compliances\Reg 32(6) QIP Compliances\Monitoring Agency Report\Q2FY24

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Monitoring Agency Report

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No. CARE/HO/GEN/2023-24/1008

Mr. Nikhil Sohoni Group Chief Financial Officer Blue Star Limited

Bandbox House, 4[th] Floor, 254D, Dr. Annie Besant Road, Mumbai, Maharashtra– 400 030

October 31, 2023

Dear Sir,

Monitoring Agency Report for the quarter ended September 30, 2023 - in relation to the Qualified Institutional Placement (QIP) of equity shares of Blue Star Limited (“the Company”)

We write in our capacity of Monitoring Agency for the fresh issue of 1,29,87,012 equity shares for the amount aggregating to Rs.1,000.00 crores of the Company and refer to our duties cast under 82 of the Securities & Exchange Board of India (Issue of Capital & Disclosure Requirements) Regulations.

In this connection, we are enclosing the Monitoring Agency Report for the quarter ended September 30,2023 as per aforesaid SEBI Regulations and Monitoring Agency Agreement dated September 18, 2023.

Request you to kindly take the same on records.

Thanking you, Yours faithfully,

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Hitesh Avachat

Associate Director

hitesh.avachat@careedge.in

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Report of the Monitoring Agency

Name of the issuer: Blue Star Limited For quarter ended: September 30, 2023 Name of the Monitoring Agency: CARE Ratings Limited

• (a)Deviation from the objects: Nil

• (b)Range of Deviation: Not applicable

Declaration:

We declare that this report provides an objective view of the utilization of the issue proceeds in relation to the objects of the issue based on the information provided by the Issuer and information obtained from sources believed by it to be accurate and reliable. The MA does not perform an audit and undertakes no independent verification of any information/ certifications/ statements it receives. This Report is not intended to create any legally binding obligations on the MA which accepts no responsibility, whatsoever, for loss or damage from the use of the said information. The views and opinions expressed herein do not constitute the opinion of MA to deal in any security of the Issuer in any manner whatsoever. Nothing mentioned in this report is intended to or should be construed as creating a fiduciary relationship between the MA and any issuer or between the agency and any user of this report. The MA and its affiliates also do not act as an expert as defined under Section 2(38) of the Companies Act, 2013.

The MA or its affiliates may have credit rating or other commercial transactions with the entity to which the report pertains and may receive separate compensation for its ratings and certain credit related analyses. We confirm that there is no conflict of interest in such relationship/interest while monitoring and reporting the utilization of the issue proceeds by the issuer, or while undertaking credit rating or other commercial transactions with the entity.

We have submitted the report herewith in line with the format prescribed by SEBI, capturing our comments, where applicable. There are certain sections of the report under the title “Comments of the Board of Directors”, that shall be captured by the Issuer’s Management / Audit Committee of the Board of Directors subsequent to the MA submitting their report to the issuer and before dissemination of the report through stock exchanges. These sections have not been reviewed by the MA, and the MA takes no responsibility for such comments of the issuer’s Management/Board.

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Signature: Name and designation of the Authorized Signatory: Hitesh Avachat Designation of Authorized person/Signing Authority: Associate Director

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1) Issuer Details:

Name of the issuer : Blue Star Limited Name of the promoter : Suneel Mohan Advani, Ashok Mohan Advani, Vir Suneel Advani, D Dinesh Vaswani, Rajiv Ramesh Lulla and Sunaina Murthy Industry/sector to which it belongs : Consumer Durables, Household appliances.

2) Issue Details

Issue Period : September 18,2023 to September 22,2023 Type of issue : Qualified Institutional Placement Type of specified securities : Equity shares IPO Grading, if any : Not applicable Issue size (in Rs. crore) : Rs.1,000.00 crore (Note 1)

Note 1:

Particulars	Remarks
Total shares issued and subscribed Nos. @ (Rs. 770/share)	1,29,87,012
Total proceeds received from fresh issue (in Rs.)	1,000,00,00,000
Details of expenses incurred related to fresh issue (in Rs.)	19,00,00,000
Net proceeds available for utilisation (in Rs.)	981,00,00,000

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3) Details of the arrangement made to ensure the monitoring of issue proceeds:

Particulars	Reply	Source of information / certifications considered by Monitoring Agency for preparation of report	Comments of the Monitoring Agency	Comments of the Board of Directors
Whether all utilization is as per the disclosures in the Offer Document?	Yes	Chartered Accountant certificate*, Bank statement	Nil	Nil
Whether shareholder approval has been obtained in case of material deviations# from expenditures disclosed in the Offer Document?	Not applicable	Not applicable	Not applicable	Nil
Whether the means of finance for the disclosed objects of the issue have changed?	Not applicable	Not applicable	Not applicable	Nil
Is there any major deviation observed over the earlier monitoring agency reports?	First report, no earlier report available.	Not applicable	Not applicable	Nil
Whether all Government/statutory approvals related to the object(s) have been obtained?	Not applicable	Company declaration	Not applicable	Nil
Whether all arrangements pertaining to technical assistance/collaboration are in operation?	There is no such arrangement	Not applicable	Not applicable	Nil

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Particulars	Reply	Source of information / certifications considered by Monitoring Agency for preparation of report	Comments of the ii	Comments of the Board of Directors
			Montorng Agency
Are there any favorable/unfavorable events affecting the viability of these object(s)?	No	Not applicable	Nil	Nil
Is there any other relevant information that may materially affect the decision making of the investors?	No	Not applicable	Nil	Nil

• Chartered Accountant certificate from S.L. Kabadi, Chartered Accountant, dated October 18, 2023

Where material deviation may be defined to mean:

• a) Deviation in the objects or purposes for which the funds have been raised

• b) Deviation in the amount of funds actually utilized by more than 10% of the amount projected in the offer documents.

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4) Details of objects to be monitored:

(i) Cost of objects –

Sr. No		Source of information /				Comments of the Board of Directors	Comments of the Board of Directors	Comments of the Board of Directors
		certifications
			Oriinal cost
		considered by	g (as per the	Revised		Reason	Proposed
	Item Head	Monitoring	Offer	Cost in Rs	Comment s of the	for	financing
		Agency for	Document) in Rs	. Crore	Monitoring Agency	cost	option	Particulars of firm
		preparation of report	. Crore			revision		arrangements made
1	Repayment / pre-payment, in full or in part, of certain outstanding borrowings availed by Blue Star Limited	Placement Document	565.56	565.56	Nil	Nil	Nil	Nil
2.	Investment into Subsidiary, Blue Star Climatech Limited, for repayment or pre-payment, in full or in part, of certain outstanding borrowings availed by Blue Star Climatech Limited	Placement Document	169.44	169.44	Nil	Nil	Nil	Nil
3	Investment into Subsidiary, Blue Star Climatech Limited, for financing the cost towards the Expansion of Sri City Facility	Placement Document	125.00	125.00	Nil	Nil	Nil	Nil

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Sr. No		Source of information /				Comments of the Board of Directors	Comments of the Board of Directors	Comments of the Board of Directors
		certifications
			Oriinal cost
		considered by	g (as per the	Revised		Reason	Proposed
	Item Head	Monitoring	Offer	Cost in Rs	Comment s of the	for	financing
		Agency for	Document) in Rs	. Crore	Monitoring Agency	cost	option	Particulars of firm
		preparation of report	. Crore			revision		arrangements made
4	General Corporate Purposes	Placement Document	121.00	121.00	Nil	Nil	Nil	Nil
Total

• Chartered Accountant certificate from S.L. Kabadi, Chartered Accountant, dated October 18, 2023 . Out of the QIP, issue expenses paid from monitoring account against which reimbursement to be sought from Escrow Account for Rs 76500/-

(ii) Progress in the objects –

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Sr No.	Item Head	Source of information / certifications considered by Monitoring Agency for preparation of report	Amount as proposed in the Offer Document in Rs. Crore	Amount utilised in Rs. Crore	Amount utilised in Rs. Crore	Balance at the end of the quarter (in Rs. Crores)	Comments of the Monitoring Agency	Comments of the Board of Directors	Comments of the Board of Directors
				As at beginning of the quarter in Rs. Crore	During the quarter in Rs. Crore			Reasons for idle funds	Proposed course of action
1	Repayment / pre- payment, in full or in part, of certain outstanding borrowings availed by Blue Star Limited	Chartered Accountant certificate*, Bank statements, Placement Document	565.56	-	100	465.56	Nil	Nil	Nil
2	Investment into Subsidiary, Blue Star Climatech, for repayment or pre- payment, in full or in part, of certain outstanding borrowings availed by Blue Star Climatech	Bank statements, Placement Document	169.44	-	18.44	151.00	Refer Note 2 below	Nil	Nil

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Sr No.	Item Head	Source of information / certifications considered by Monitoring Agency for preparation of report	Amount as proposed in the Offer Document in Rs. Crore	Amount utilised in Rs. Crore	Amount utilised in Rs. Crore	Balance at the end of the quarter (in Rs. Crores)	Comments of the Monitoring Agency	Comments of the Board of Directors	Comments of the Board of Directors
				As at beginning of the quarter in Rs. Crore	During the quarter in Rs. Crore			Reasons for idle funds	Proposed course of action
3	Investment into Subsidiary, Blue Star Climatech, for financing the cost towards the Expansion of Sri City Facility	Bank statements, Placement Document	125	-	30.56	94.44	Refer Note 2 below	Nil	Nil
4	General Corporate Purposes	Bank statements, Placement Document	121	-	30.33	90.67	Nil	Nil	Nil
Total			981	-	179.33	801.67	Issue Expenses paid from monitoring account against which reimbursment to be sought from Escrow Account for Rs 76500/-

• Chartered Accountant certificate from S.L. Kabadi, Chartered Accountant, dated October 18, 2023

Note 2:

Blue Star Limited has made single equity infusion of Rs. 49.00 crores from issue proceeds into Blue Star Climatech Limited, directed towards both object-2 and object-3 combined. Of the Rs. 18.44 crores for object 2, Rs. 4.00 crores has been utilised by BSCL for the debt repayment (object-2) and the remaining Rs. 14.44 crores has been unutilised. Of the Rs. 30.56 crores, Rs. 0.64 crores has been utilised by BSCL towards object-3 and remaining Rs. 29.92 crores remain unutilised. Collectively, unutilised amount of Rs. 44.36 crores has been parked in mutual funds and bank account.

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(iii)Deployment of unutilised QIP proceeds:

Sl. No		Type of instrument where amount invested	Amount invested	Maturity date	Earnings	Return on Investment (ROI %)	Market Value as at the end of quarter*
1		Mutual Funds
		Liquid	495	On Demand	0.53		495.53
		MoneyMarket	56	On Demand	0.04		56.04
		Total Mutual Funds	551				551
2		Fixed Deposits
		Qatar National Bank	50	30-10-2023	0.05	6.70%	50.05
		ICICI	25.5	28-11-2023	0.02	6.95%	25.52
		HSBC	100	26-10-2023	0.09	6.65%	100.09
		YES bank	50	27-10-2023	0.04	6.50%	50.04
		YES bank	25	26-12-2023	0.02	7.15%	25.02
		Total Fixed Deposits	250.5		0.23		250.73
3		Bank Balance	0.16	NA	NA	NA	0.16
		Total Unutilised	801.66				801.89

*For Mutual Funds value as per NAV is provided. Note: For Fixed Deposits Accrued interest included with principal.

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(iv) Delay in implementation of the object(s)

				Comments of the Board of	Comments of the Board of
	Completion Date
			Delay (no. of	Directors
Objects	As per the		days/		Proposed
				Reason of
	offer	Actual	months)		course of
				delay
	**document **				action
Repayment / pre-payment, in full or in part, of certain outstanding borrowings availed by Blue Star Limited	FY24	On Schedule	NA	Nil	Nil
Investment into Subsidiary, Blue Star Climatech, for repayment or pre-payment, in full or in part, of certain outstanding borrowings availed by Blue Star Climatech	FY24	On Schedule	NA	Nil	Nil
Investment into our Subsidiary, Blue Star Climatech, for financing the cost towards the Expansion of Sri City Facility	FY24	On Schedule	NA	Nil	Nil
General Corporate Purposes	FY24	On Schedule	NA	Nil	Nil

5) Details of utilization of proceeds stated as General Corporate Purpose (GCP) amount in the offer document:

			Source of information /
				Comments of
Sr.		Amount in Rs.	certifications considered		Comments of the
No	Item Head	Crore	by Monitoring Agency for	Monitoring	Board of Directors
			preparation of report	Agency
1.	General corporate purpose	30.33	Bank statements	Nil	No comments
	Total

• Chartered Accountant certificate from S.L. Kabadi, Chartered Accountant, dated October 18, 2023

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