Blue Star Ltd — Capital/Financing Update 2024

Jan 31, 2024

==> picture [561 x 105] intentionally omitted <==

January 31, 2024

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

Dear Sir/Madam,

Sub: Monitoring Agency Report for the quarter ended December 31, 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 December 31, 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 DIGAMBAR PARTE Date: 2024.01.31 18:52:29 +05'30' PARTE Rajesh Parte Company Secretary & Compliance Officer

Encl: a/a

Z:(01) Blue Star Limited\2023-24\Stock Exchange Compliances\Reg 32(6) QIP Compliances\Monitoring Agency Report\Q3FY24

==> picture [568 x 38] intentionally omitted <==

==> picture [4 x 16] intentionally omitted <==

==> picture [4 x 16] intentionally omitted <==

Monitoring Agency Report

==> picture [6 x 20] intentionally omitted <==

==> picture [172 x 48] intentionally omitted <==

==> picture [4 x 15] intentionally omitted <==

==> picture [4 x 15] intentionally omitted <==

==> picture [4 x 15] intentionally omitted <==

No. CARE/HO/GEN/2023-24/1016

Mr. Nikhil Sohoni Group Chief Financial Officer Blue Star Limited

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

January 31, 2024

Dear Sir,

- Monitoring Agency Report for the quarter ended December 31, 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 December 31, 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,

==> picture [85 x 67] intentionally omitted <==

Hitesh Avachat

Associate Director

hitesh.avachat@careedge.in

==> picture [596 x 41] intentionally omitted <==

Report of the Monitoring Agency

Name of the issuer: Blue Star Limited For quarter ended: December 31, 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.

==> picture [88 x 69] intentionally omitted <==

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

==> picture [596 x 41] intentionally omitted <==

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

==> picture [32 x 29] intentionally omitted <==

==> picture [596 x 41] intentionally omitted <==

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 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?	No	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
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 January 15, 2024

Where material deviation may be defined to mean:

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

==> picture [32 x 29] intentionally omitted <==

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

==> picture [596 x 41] intentionally omitted <==

4) Details of objects to be monitored:

(i) Cost of objects –

Sr. No	Item Head	Source of				Comments of the Board of	Comments of the Board of	Comments of the Board of
			Original
		information /				Directors
			cost
		certifications	(as per	Revised	Comment s	Reaso	Propose
		considered by	the Offer	Cost in Rs.	of the Monitoring	n for	d financin	Particulars of firm
		Monitoring Agency for rearation	Documen t) in Rs.	Crore	Agency	cost revisio	g option	arrangeme nts made
		pp of report	Crore			n
1	Repayment / pre- payment, in full or in part, of certain outstanding borrowings availed by Blue Star Limited	Placement Document	565.56	565.56	No change	NA	NA	NA
2.	Investment into r 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	No change	NA	NA	NA
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	No change	NA	NA	NA
4	General Corporate Purposes	Placement Document	121.00	121.00	No change	NA	NA	NA
Total

• Chartered Accountant certificate from S.L. Kabadi, Chartered Accountant, dated January 15, 2024 .

==> picture [596 x 41] intentionally omitted <==

(ii) Progress in the objects –

Sr No .	Item Head	Source of information / certificatio ns considered by Monitoring Agency for preparation of report	Amount as propose d in the Offer Docume nt in Rs. Crore	Amount utilised Crore	Amount utilised Crore	in Rs.	Comment s of the Monitorin g Agency	Comments of the Board of Directors	Comments of the Board of Directors
					Crore
				As at beginnin g of the quarter in Rs. Crore	Durin g the quarte r in Rs. Crore	At the end of the quarte r (in Rs. Crores )		Reason s for idle funds	Propose d course of action
1	Repaymen t / pre- payment, in full or in part, of certain outstandin g borrowing s availed by Blue Star Limited	Chartered Accountant certificate*, Bank statements, Placement Document	565.56	100.00	465.56	565.56	Nil	Nil	Nil
2	Investmen t into Subsidiary , Blue Star Climatech, for repaymen t or pre- payment, in full or in part, of certain outstandin g borrowing s availed by Blue Star Climatech	Bank statements, Placement Document	169.44	18.44	151.00	169.44	Nil	Nil	Nil
3	Investmen t into Subsidiary , Blue Star Climatech, for financing the cost towards the Expansion of Sri City Facility	Bank statements, Placement Document	125	30.56	65.00	95.56	Refer Note 2 below	Nil	Nil

==> picture [32 x 29] intentionally omitted <==

==> picture [596 x 41] intentionally omitted <==

==> picture [478 x 271] intentionally omitted <==

----- Start of picture text -----

Source of Amount utilised in Rs. Comments of the
information Crore Board of Directors
Amount
/
as
certificatio
propose Comment
Sr ns
Item d in the At the s of the
No considered
Head Offer As at Durin end of Monitorin
. by Docume beginnin g the the g Agency Reason Propose
Monitoring d
nt in Rs. g of the quarte quarte s for
Agency for course
Crore quarter r in r (in idle
preparation of
in Rs. Rs. Rs. funds
of report action
Crore Crore Crores
)
Bank
General
statements,
4 Corporate 121 30.33 88.38 118.72 Nil Nil Nil
Placement
Purposes
Document
Some issue expenses paid from
769.9 949.2
Total 981 179.33 monitoring account against which
4 8
approval taken.
----- End of picture text -----

• Chartered Accountant certificate from S.L. Kabadi, Chartered Accountant, dated January 15, 2024

Note 2:

Blue Star Limited has done overall equity infusion of Rs. 265.00 crores from issue proceeds into Blue Star Climatech Limited till December 31, 2023, directed towards both object-2 and object-3 combined. Of the Rs. 95.56 crores amount shown as utilised for object-3 till December 31, 2023, Rs. 66.43 crores remain unutilised by BSCL towards object-3 and the same has been parked in mutual funds and bank account.

(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
		Money Market	7.50	On Demand	0.14		7.64
		Total Mutual Funds	7.50				7.50
2		Fixed Deposits
		Yes Bank	25.05	26-02-2024	0.03	7.15%	25.08
		Total Fixed Deposits	25.05		0.03		25.08
3		Bank Balance	0.30	NA	NA	NA	0.30
		Total Unutilised	32.85*				32.88

*The company has transferred Rs. 6.49 crores from escrow to QIP account during the quarter, with requisite approvals. Of the Rs. 6.49 crores towards issue-related expenses, Rs. 1.13 crores remain unutilised and are added to the above unutilised amount table. Excluding this Rs. 1.13 crores, the unutilised proceeds towards the all the four objects stands at Rs. 31.72 crores.

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

==> picture [32 x 29] intentionally omitted <==

==> picture [596 x 41] intentionally omitted <==

(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	NA	NA
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	NA	NA
Investment into our Subsidiary, Blue Star Climatech, for financing the cost towards the Expansion of Sri City Facility	FY24	On Schedule	NA	NA	NA
General Corporate Purposes	FY24	On Schedule	NA	NA	NA

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

			Source of information /
		Amount in Rs.		Comments of
Sr			certifications considered		Comments of the
. No	Item Head	Crore	by Monitoring Agency for	Monitoring	Board of Directors
		(for Q3FY24)	preparation of report	Agency
1.	General corporate purpose	88.38	Bank statements	Nil	Nil
	Total

• Chartered Accountant certificate from S.L. Kabadi, Chartered Accountant, dated January 15, 2024

==> picture [32 x 29] intentionally omitted <==

==> picture [596 x 41] intentionally omitted <==