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EFC (I) LIMITED Capital/Financing Update 2025

Jan 23, 2025

62498_rns_2025-01-23_3415ba02-bb9f-46db-b863-e0a7f460ce50.pdf

Capital/Financing Update

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January 23, 2025

To BSE Limited Phiroze Jeejeebhoy Towers Dalal Street, Mumbai- 400 001 Scrip Code: 512008

Sub.: Monitoring Agency Report on the utilization of proceeds raised through preferential issue, for quarter ended 31st December, 2024.

Dear Sir/Ma’am,

Pursuant to Regulation 32(6) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, read with Regulation 162A of SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2018 (“SEBI ICDR Regulations”), please find enclosed herewith Monitoring Agency Report issued by CARE Ratings Limited, in respect of utilization of proceeds raised through the preferential issue of equity shares to non-promoters, for the quarter ended 31st December, 2024.

Kindly take the same on record.

Thanking You, For EFC (I) Limited Aman Digitally signed by Aman Kumar Kumar Gupta Date: 2025.01.23 Gupta 23:22:52 +05'30' Aman Gupta Company Secretary

Encl.: As above

EFC (I) Limited

Regd. Office: 6[th] Floor, VB Capitol Building, Range Hill Road, Opp. Hotel Symphony, Bhoslenagar, Shivajinagar, Pune-411007, Maharashtra I CIN: L74110PN1984PLC216407 Tel.: 020 2952 0138 I Email Id: [email protected] I Website: www.efclimited.in

Monitoring Agency Report

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No. CARE/HO/GEN/2024-25/1117

The Board of Directors

EFC(I) Limited

6[th] Floor, VB capitol building, Range Hill Road, Opp. Hotel Symphony, Bhoslenagar, Shivajinagar, Pune – 411007, Maharashtra, India.

January 23, 2025

Dear Sir/Ma’am,

- Monitoring Agency Report for the quarter ended December 31, 2024 in relation to Preferential issue of EFC(I)

Limited (“the Company”)

We write in our capacity of Monitoring Agency for the Preferential Issue for the amount aggregating to Rs. 242.44 crore of the Company and refer to our duties cast under 162A 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, 2024, as per aforesaid SEBI Regulations and Monitoring Agency Agreement dated December 06, 2023.

Request you to kindly take the same on records.

Thanking you,

Yours faithfully,

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Darshan Shah

Assistant Director

[email protected]

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Report of the Monitoring Agency

Name of the issuer: EFC(I) Ltd For quarter ended: December 31, 2024 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 of the Authorized Signatory: Darshan Shah Designation of Authorized person/Signing Authority: Assistant Director

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1) Issuer Details:

Name of the issuer : EFC(I) Ltd Name of the promoter : Umesh Kumar Sahay, Abhishek Narbaria and Aditi Umesh Sahai Industry/sector to which it belongs : Realty - Real Estate related services

2) Issue Details

Issue Period : Not Applicable Type of issue (public/rights) : Preferential Issue Type of specified securities : Equity Shares IPO Grading, if any : Not applicable Issue size (in crore) : Rs. 242.44 crore

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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 Bank Statement, Management Certificate,
Auditor’s Certificate, Board Resolution, PAS-4,
Revised Board Resolution* and Supporting
Invoices
Utilization is in line with the stated
objects.
Utilization of proceeds towards
Objects was routed from Current
Accounts (CA) instead of dedicated
account and further, transferred to
other CAs of the company and its
subsidiaries.
The
account
statements
of
various
current
accounts of its subsidiaries were
submitted by the company wherein
classification
of
the
part
transactions towards the objects
wasgiven bythe management.
NIL
Whether shareholder approval has been obtained in case of
material deviations# from expenditures disclosed in the Offer
Document?
No - Not Applicable NIL
Whether the means of finance for the disclosed objects of the
issue have changed?
No - Not Applicable NIL
Is there any major deviation observed over the earlier
monitoringagencyreports?
Not Applicable - Not Applicable NIL
Whether all Government/statutory approvals related to the
object(s)have been obtained?
Not Applicable - Not Applicable NIL
Whether
all
arrangements
pertaining
to
technical
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
Monitoring Agency
Comments of the
Board of
Directors
assistance/collaboration are in operation?
Are there any favorable/unfavorable events affecting the
viabilityof these object(s)?
No - Not Applicable NIL
Is there any other relevant information that may materially
affect the decision makingof the investors?
No - Not Applicable NIL

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.

*During the Board meeting held on May 29, 2024, upon reference by the Audit Committee, the Board approved a clarification on the objective of the preferential issue, which was initially approved by the Board of Directors in their meeting on December 1, 2023, and subsequently by the members in the extraordinary general meeting on December 24, 2023. The clarification specifies that the phrase ‘backward or forward integration, direct or indirect activities, in an organic or inorganic manner’ implies and includes ‘investment in subsidiaries by way of securities, capital, loans, advances, etc.’ The company has further quantified the amount to be utilised under each object.

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4) Details of objects to be monitored:

(i) Cost of objects –

Sr.
No
Item
Head
Source of information /
certifications considered by
Monitoring Agency for
preparation of report
Original cost
(as per the Offer
Document) in Rs.
Crore
Revised Cost
in Rs. Crore
Comments of
the
Monitoring
Agency
Comments of the Board of Directors Comments of the Board of Directors Comments of the Board of Directors
Reason for
cost revision
Proposed financing
option
Particulars of -
firm
arrangements
made
1 To grow businesses of the
Company through backward or
forward integration, direct or
indirect activities in an organic
or inorganic manner including
‘investment in subsidiaries by
way of
securities/capital/loan/advance
s etc’.
PAS-4, Board Resolution 242.44 169.71 Not
Applicable
NIL NIL NIL
2 To invest in technology, human
resources and other supporting
infrastructure to achieve the
targetedgrowth
PAS-4, Board Resolution 12.12 Not
Applicable
NIL NIL NIL
3 To provide adequate working
capital, including to fund trade
and other liabilities,if any.
PAS-4, Board Resolution 60.61 Not
Applicable
NIL NIL NIL
Total 242.44 242.44

Sourced from Page 8 of the Prospectus and Allotment Securities form-4 passed at Board Meeting held on December 01, 2023, and Board Resolution dated May 29, 2024.

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(ii) Progress in the objects –

Sr.
No
Item
Head
Source of
information /
certifications
considered by
Monitoring
Agency for
preparation of
report
Amount
as
propose
d
in the
Offer
Docume
nt in Rs.
Crore
Amount utilised in Rs. Amount utilised in Rs. Amount utilised in Rs. Comments of the
Board of Directors
Comments of the
Board of Directors
Revise
d Cost
in Rs.
Crore
Crore Total
unuti
lised
Comments of the Monitoring Agency
As at
beginn
ing of
the
quarte
r in Rs.
Crore
Reasons
for idle
funds
Proposed
course of
action
Durin
At the
g the
end of
amo
quart
the
unt
in Rs.
crore
er in
quarter
Rs.
in Rs.
Crore Crore
1 To grow businesses of the
Company
through
backward
or
forward
integration,
direct
or
indirect activities in an
organic
or
inorganic
manner
including
‘investment
in
subsidiaries by way of
securities/capital/loan/ad
vances etc’.
PAS-4,
Bank
Statement,
CA
Certificate
,
Board
Resolution
242.44 169.71 123.18 4.50 127.68 42.03 During Q3FY25, the company had
utilized Rs.4.50 crores towards Object-
1, through transferring the amount to
its subsidiary namely EFC Limited
(wholly owned subsidiary of EFC (I)
Limited). Subsequently, EFC Limited
transferred Rs.4.076 crores towards
deposits pertaining to property and
Rs.0.426
crores
towards
vendor
payments. Further, it should be noted
that earlier the amount invested in one
of the subsidiaries namely EFC Limited
was in the form of ICDs which has been
replaced
by
CCDs
by
multiple
transaction between EFC (I) Limited
and EFC Limited on a single day.
NIL NIL
2 To invest in technology,
human
resources
and
other
supporting
infrastructure to achieve
the targetedgrowth
PAS-4,
CA
Certificate
,
Board
Resolution
12.12 0.34 0.00 0.34 11.78 Nil utilisation during the quarter NIL NIL

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Sr.
No
Item
Head
Source of
information /
certifications
considered by
Monitoring
Agency for
preparation of
report
Amount
as
propose
d
in the
Offer
Docume
nt in Rs.
Crore
Amount utilised in Rs. Amount utilised in Rs. Amount utilised in Rs. Comments of the
Board of Directors
Comments of the
Board of Directors
Revise
d Cost
in Rs.
Crore
Crore Total
unuti
lised
Comments of the Monitoring Agency
As at
beginn
ing of
the
quarte
r in Rs.
Crore
Reasons
for idle
funds
Proposed
course of
action
Durin
At the
g the
end of
amo
quart
the
unt
in Rs.
crore
er in
quarter
Rs.
in Rs.
Crore Crore
3 To
provide
adequate
working capital, including
to fund trade and other
liabilities, if any.
PAS-4,
Bank
Statements,
Invoices,
CA
Certificate
,
Board
Resolution
60.61 13.72 0.75 14.47 46.14 Utilised towards vendor payment for
maintenance charges
NIL NIL
Total 242.44 242.44 137.24 5.25 142.49 99.95

Sourced from Page 8 of the Prospectus and Allotment Securities form-4 passed at Board Meeting held on December 01, 2023, and Board Resolution dated_ May 29, 2024. _* The above details are verified by Mehra Goel & Co vide its CA certificate dated January 16, 2025.

Table of utilization pertaining to Object-1 over the quarters:

Quarters Funds transferred togroup companiesforgrowthpurposes Funds transferred togroup companiesforgrowthpurposes Amount(Rs. Crore)
Company EFC LIMITED Whitehills Interior Limited EK Design Industries Limited EFC Estate Private Limited Total
Q4FY24 59.82 10.32 0.11 - 70.25
Q1FY25 10.02 8.44 4.48 5.00 27.94
Q2FY25 25.00 - - - 25.00
Q3FY25 4.50 - - - 4.50
Grand Total 99.34 18.76 4.59 5.00 127.68

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(iii) Deployment of unutilized public issue proceeds:

Sr. No. Type of instrument and name of
the entity invested in
Amount invested
(in crore)
Maturity date Earning Return on
Investment (%)
Market Value as at the
end of quarter$
1 Fixed Deposit with HDFC Bank 25.00 January12,2025 - 7.16% 25.00
2 Fixed Deposit with HDFC Bank 25.00 January12,2025 - 7.16% 25.00
3 Fixed Deposit with HDFC Bank 24.00 January12,2025 - 7.16% 24.00
4 Fixed Deposit with HDFC Bank 5.00 January12,2025 - 7.16% 5.00
5 Fixed Deposit with HDFC Bank 21.00 June 17,2025 - 5.72% 21.00
6 Fixed Deposit with HDFC Bank 0.08 March 26,2025 - 5.72% 0.08
Total Funds 100.08^ 100.08

The above details are verified by Mehra Goel & Co vide its CA certificate dated January 16, 2025. $ Market Value is considered the same as principal value

^The difference between the unutilized amount mentioned in table number (ii) progress in objects and table number (iii) deployment of unutilized proceeds is on account of interest earned amounting to Rs.0.13 crore during Q3-FY25.

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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
days/ months) Reason of Proposed
As per the offer document Actual
delay course of action
To grow businesses of the Company through backward or
forward integration, direct or indirect activities in an
organic or inorganic manner;


Schedule implementation of the funds is not mentioned in PAS-4.


NA NIL NIL
To invest in technology, human resources and other
supportinginfrastructure to achieve the targetedgrowth
NA NIL NIL
To provide adequate working capital, including to fund
trade and other liabilities,if any.
NA NIL NIL

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

Source of information / certifications
Amount
Sr. No Item Head^ considered by Monitoring Agency for Comments of Monitoring Agency Comments of the Board of Directors
in Rs. Crore
preparation of report
Not Applicable

^ Section from the offer document related to GCP: Not Applicable as the same is not mentioned in PAS 4.

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Disclaimers to MA report:

a) This Report is prepared by CARE Ratings Ltd (hereinafter referred to as “Monitoring Agency/MA” ). The MA has taken utmost care to ensure accuracy and objectivity while developing this Report based on the information provided by the Issuer and information obtained from sources believed by it to be accurate and reliable. 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.

b) This Report has to be seen in its entirety; the selective review of portions of the Report may lead to inaccurate assessments. For the purpose of this Report, MA has relied upon the information provided by the management /officials/ consultants of the Issuer and third-party sources like statutory auditors (or from peer reviewed CA firms) appointed by the Issuer believed by it to be accurate and reliable.

c) Nothing contained in this Report is capable or 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 MA is also not responsible for any errors in transmission and specifically states that it, or its directors, employees do not have any financial liabilities whatsoever to the users of this Report.

d) The MA and its affiliates do not act as a fiduciary. The MA and its affiliates also do not act as an expert to the extent defined under Section 2(38) of the Companies Act, 2013. While the MA has obtained information from sources it believes to be reliable, it does not perform an audit and undertakes no independent verification of any information/ certifications/ statements it receives from auditors (or from peer reviewed CA firms), lawyers, chartered engineers or other experts, and relies on in its reports.

e) The MA or its affiliates may have other commercial transactions with the entity to which the report pertains. As an example, the MA may rate the issuer or any debt instruments / facilities issued or proposed to be issued by the issuer that is subject matter of this report. The MA may receive separate compensation for its ratings and certain credit-related analyses, normally from issuers or underwriters of the instruments, facilities, securities or from obligors.