PG Electroplast Limited

==> picture [537 x 124] intentionally omitted <==

May 14, 2024

To, To, The Manager (Listing) The Manager (Listing) BSE Limited, National Stock Exchange of India Limited, Phiroze Jeejeebhoy Towers, Exchange Plaza, Dalal Street, Bandra Kurla Complex, Mumbai – 400 001 Bandra (East), Mumbai - 400 051 Scrip Code: 533581 Scrip Symbol: PGEL

Sub: Monitoring Agency Report for the quarter ended March 31, 2024

Dear Sir/Madam,

Pursuant to the Regulation 32(6) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 read with Regulation 173A of the SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2018, please find attached Monitoring Agency Report for the quarter ended March 31, 2024 issued by CRISIL Ratings Limited, Monitoring Agency towards utilisation of the proceeds raised through Qualified Institutions Placement.

This is for your information and record please.

Thanking you,

For PG Electroplast Limited

SANCHAY Digitally signed by SANCHAY DUBEY DUBEY Date: 2024.05.14 21:40:12 +05'30' (Sanchay Dubey) Company Secretary

==> picture [179 x 19] intentionally omitted <==

==> picture [103 x 61] intentionally omitted <==

==> picture [468 x 46] intentionally omitted <==

Monitoring Agency Report

for PG Electroplast Limited for the quarter ended March 31, 2024

==> picture [508 x 52] intentionally omitted <==

==> picture [468 x 46] intentionally omitted <==

CRL/MAR/PGEPPL/2023-24/1117

May 14, 2024

To

DTJ-209, 2nd Floor, DLF Tower B-Jasola, Plot 11, Non-Hierarchical Commercial Centre, Jasola, New Delhi – 110 025

Dear Sir,

Monitoring Agency Report for the quarter ended March 31, 2024 - in relation to the Qualified Institutional Placement (“QIP”) of PG Electroplast Limited (“the Company”)

Pursuant to Regulation 173A of SEBI (lssue of Capital and Disclosure Requirements) Regulations, 2018 (“ SEBI ICDR Regulations ”) and Monitoring Agency Agreement dated August 28, 2023 enclosed herewith the Monitoring Agency Report, issued by CRISIL Ratings Limited, Monitoring Agency, as per Schedule XI of the SEBI ICDR Regulations towards utilization of proceeds of QIP for the quarter ended March 31, 2024.

Request you to kindly take the same on records.

Thanking you,

For and on behalf of CRISIL Ratings Limited

==> picture [67 x 29] intentionally omitted <==

Sushant Sarode

Director, Ratings (LCG)

==> picture [508 x 52] intentionally omitted <==

==> picture [468 x 46] intentionally omitted <==

Report of the Monitoring Agency (MA)

Name of the issuer: PG Electroplast Limited

For quarter ended: March 31, 2024

Name of the Monitoring Agency: CRISIL Ratings Limited

(a) Deviation from the objects: Not applicable

(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 we do not perceive any conflict of interest in such relationship/interest while monitoring and reporting the utilization of the issue proceeds by the issuer.

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.

Signature:

==> picture [66 x 29] intentionally omitted <==

Name and designation of the Authorized Signatory: Sushant Sarode Designation of Authorized person/Signing Authority: Director, Ratings (LCG)

==> picture [508 x 52] intentionally omitted <==

==> picture [468 x 46] intentionally omitted <==

1) Issuer Details:

Name of the issuer: PG Electroplast Limited Names of the promoter: a. Vishal Gupta b. Vikas Gupta c. Anurag Gupta

Industry/sector to which it belongs : Consumer Electronics

2) Issue Details

Issue Period: Monday, August 28, 2023 to Friday, September 1, 2023 Type of issue (public/rights): Qualified Institutional Placement (QIP) Type of specified securities: Equity Shares QIP Grading, if any: NA Issue size: Rs 5,000.00 million (Net proceeds: Rs 4,850.00 million) *

CRISIL Ratings shall be monitoring the net proceeds amount.

==> picture [508 x 52] intentionally omitted <==

==> picture [468 x 46] 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 of the Board of Directors
Whether all utilization is as per the disclosures in the Offer Document?	Yes	Management undertaking, Statutory Auditor certificate^, Final Offer Document, Bank Statements	No Comments	No Comments
Whether shareholder approval has been obtained in case of material deviations from expenditures disclosed in the Offer Document?	NA	Management undertaking	No Comments	No Comments
Whether the means of finance for the disclosed objects of the issue has changed?	No		No Comments	No Comments
Is there any major deviation observed over the earlier monitoring agency reports?	No		No Comments	No Comments
Whether all Government/statutory approvals related to the object(s) have been obtained?	NA		No Comments	No Comments
Whether all arrangements pertaining to technical assistance/collaboration are in operation?	Yes		Architectural assistance taken for building plan and other related work	No Comments
Are there any favorable events improving the viability of these object(s)?	NA		No Comments	No Comments
Are there any unfavorable events affecting the viability of the object(s)?	NA		No Comments	No Comments
Is there any other relevant information that may materially affect the decision making of the investors?	NA		No Comments	No Comments

NA represents Not Applicable

^Certificate dated May 08, 2024, issued by M/s S. S. Kothari Mehta & Co., Chartered Accountants (Firm Registration Number: 000756N), Statutory Auditors of the Company.

==> picture [508 x 52] intentionally omitted <==

==> picture [468 x 46] intentionally omitted <==

4) Details of object(s) to be monitored:

i. Cost of the object(s):

Sr. No.	Item Head	Source of information/ certification considered by MA for preparation of report	Original cost (as per the Offer Document) (Rs in million)	Revised Cost (Rs in million)	Comment of the Monitoring Agency	Comments of the Board of Directors	Comments of the Board of Directors	Comments of the Board of Directors
						Reason of Cost revision	Proposed financing option	Particulars of firm arrange- ments made
1a	Funding the working capital requirements its Subsidiary, PG Technoplast	Management undertaking, Final offer document	2375.00	NA	No revision	No Comments	No Comments	No Comments
1b	Funding the capital expenditure requirements of its Subsidiary, PG Technoplast, for expansion of its manufacturing and warehousing/ storage unit by constructing a new building		407.93	NA	No revision	No Comments	No Comments	No Comments
1c	Funding the capital expenditure requirements of its Subsidiary, PG Technoplast, for purchase of new equipment and machinery		652.12	NA	No revision	No Comments	No Comments	No Comments
2	Funding the capital expenditure requirements of the Company for purchase of new equipment and machinery		253.58	NA	No revision	No Comments	No Comments	No Comments

==> picture [508 x 52] intentionally omitted <==

==> picture [468 x 46] intentionally omitted <==

Sr. No.	Item Head	Source of information/ certification considered by MA for preparation of report	Original cost (as per the Offer Document) (Rs in million)	Revised Cost (Rs in million)	Comment of the Monitoring Agency	Comments of the Board of Directors	Comments of the Board of Directors	Comments of the Board of Directors
						Reason of Cost revision	Proposed financing option	Particulars of firm arrange- ments made
3	General Corporate Purposes#		1,161.37	NA	No revision	No Comments	No Comments	No Comments
	Total	-	4,850.00	-	-	-	-	-

#The amount utilised for general corporate purposes does not exceed 25% of the Gross Proceeds (amounting to Rs 1250.00 million) from the Issue.

ii. Progress in the object(s):

Sr. No.
		Source of
				Amount utilized (Rs in					Comments of the Board
		information/	Amount
				million)					of Directors
		certifications	as

		considered by	proposed				Total	Comments of

		Monitoring	in the				unutilized	the
				As at		At the
	Item Head#	Agency for	Offer				amount	Monitoring
				beginning	During	end				Proposed
		preparation of	Document				(Rs in	Agency	Reasons for
				of the	the	of the				course of
		report	(Rs in				million)		idle funds
				quarter	quarter	quarter				action
			million)


1a	Funding the working capital requirements of Company’s Subsidiary, PG Technoplast	Management undertaking, Statutory Auditor Certificate^, Final Offer Document, Bank Statements	2,375.00	2190.07	0.00	2190.07	184.93	No utilization during the reported quarter	No Comments	No Comments
1b	Funding the capital expenditure requirements of Company’s Subsidiary, PG Technoplast, for expansion of its manufacturing and warehousing/ storage unit by constructing a new building		407.93	134.98	135.24	270.22	137.71	Utilized as per the details provided in offer document	No Comments	No Comments

==> picture [508 x 52] intentionally omitted <==

==> picture [468 x 46] intentionally omitted <==

Sr. No.
		Source of
				Amount utilized (Rs in					Comments of the Board
		information/	Amount
				million)					of Directors
		certifications	as

		considered by	proposed				Total	Comments of

		Monitoring	in the				unutilized	the
				As at		At the
	Item Head#	Agency for	Offer				amount	Monitoring
				beginning	During	end				Proposed
		preparation of	Document				(Rs in	Agency	Reasons for
				of the	the	of the				course of
		report	(Rs in				million)		idle funds
				quarter	quarter	quarter				action
			million)


1c	Funding the capital expenditure requirements of Company’s Subsidiary, PG Technoplast, for purchase of new equipment and	Management undertaking, Statutory Auditor Certificate^, Final Offer Document, Bank Statements	652.12	342.93	200.15	543.08	109.04	Utilized as per the details provided in offer document	No Comments	No Comments
2	~~hi~~ Funding the capital expenditure requirements of the Company for purchase of new equipment and machinery		253.58	48.30	9.91	58.21	195.37	Utilized as per the details provided in offer document	No Comments	No Comments
3	General Corporate Purposes		1,161.37	1111.37	50.00	1161.37	0.00	Utilized as per the details provided in offer document	No Comments	No Comments
	Total		4,850.00	3827.65	395.30	4222.95	627.05	-	-	-

^Certificate dated May 08, 2024, issued by M/s S. S. Kothari Mehta & Co., Chartered Accountants (Firm Registration Number: 000756N), Statutory Auditors of the Company.

Note:

Out of the proceeds utilized during the reported quarter, Rs 6.19 million and Rs 321.40 million were transferred from Company’s Yes Bank current account to other current accounts of the Company and its Subsidiary respectively, for utilization towards objects of the issue.

==> picture [508 x 52] intentionally omitted <==

==> picture [468 x 46] intentionally omitted <==

#Brief description of objects:

Object of the Issue	Description of objects as per the offer document filed by the issuer
Funding the working capital requirements its Subsidiary, PG Technoplast	The company has significant working capital requirements in the ordinary course of business, which they typically fund through internal accruals and availing financing facilities from various banks and financial institutions. The Company, through their Subsidiary, PG Technoplast, require additional working capital to support its incremental business requirements and funding future growth opportunities.
Funding the capital expenditure requirements of its Subsidiary, PG Technoplast, for expansion of its manufacturing and warehousing/ storage unit by constructing a new building	Investment in their Subsidiary, PG Technoplast, to expand its unit situated at Plot no A-18, Supa Parner MIDC Industrial Area, Ahmednagar, Maharashtra, India (“Supa Unit”) by construction of a new building. As of the date of the Offer Document, the Company’s Subsidiary, PG Technoplast, manufactures air conditioners, plastic moulding, sheet metal, and printed circuit board assemblies at the Supa Unit.
Funding the capital expenditure requirements of its Subsidiary, PG Technoplast, for purchase of new equipment and machinery	As a part of their strategy to expand their capacity and offerings in existing product verticals and expansion of addressable market through development of new products, they intend to increase their Subsidiary, PG Technoplast’s capacities in plastic moulding, electronics (PCB assemblies) and products (window ACs). The specific number and nature of such machinery to be purchased by the Subsidiary, PG Technoplast, will depend on its business requirements at the time of such purchase.
Funding the capital expenditure requirements of the Company for purchase of new equipment and machinery	As a part of their strategy to expand their capacity and offerings in existing product verticals and expansion of addressable market through development of new products, they intend to increase their capacities in plastic moulding, products (washing machines), electronics (LED TVs) and tool making. The specific number and nature of such equipment and machinery to be purchased by the Company, at their discretion, will depend on their business requirements at the time of such purchase.
General Corporate Purposes	General corporate purposes may include, but are not restricted to, (i) fund requirements which the Company or its Subsidiaries may face in the ordinary course of business (ii) repayment or pre-payment of borrowings (iii) meeting exigencies and expenses, logistic expenses, installation expenses, accessories, freight (iv) capital expenditure, strategic initiatives, partnerships, tie-ups, joint ventures and acquisitions (v) investment in subsidiaries (vi) fundingworkingcapital requirements of the company

==> picture [508 x 52] intentionally omitted <==

==> picture [468 x 46] intentionally omitted <==

(vii) any other general purposes as may be permissible under applicable law

The allocation or quantum of utilization of funds towards the specific purposes described above will be determined by Company’s Board of Directors, based on their business requirements and other relevant considerations, from time to time. The Company’s management shall have flexibility in utilising surplus amounts, if any, in accordance with applicable law.

iii. Deployment of unutilised proceeds[^] :

S. No.	Type of instrument where amount is invested	Amount invested (in million)	Maturity date	Earnings as on March 31, 2024 (in million)	Return on Investment (%)	Market value as at the end of quarter (in million)
1	Balance in Company’s current account maintained with Yes Bank	27.01	-	-	-	27.01
2	Fixed Deposit*	600.00	-	21.00	7.65	621.00
3	Balance in Company’s current account maintained with SBI Bank	0.04	-	-	-	0.04
	Total	627.05	-	-	-	648.05

*Note: Fixed Deposit of Rs 600.00 million comprises of 6 fixed deposits of Rs 100.00 million each with different maturity dates, in the Company’s current account maintained with Yes Bank.

^On the basis of management undertaking and certificate dated May 08, 2024, issued by M/s S. S. Kothari Mehta & Co., Chartered Accountants (Firm Registration Number: 000756N), Statutory Auditors of the Company.

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

(Rs in million)


	Completion Date			Comments of	the Board of Directors
			Delay
	As per the
Object(s)			(no. of days/	Reason of	Proposed course of
	Offer	Actual*	months)	delay	action
	Document

Funding the working capital requirements its Subsidiary, PG Technoplast	FY 2024: 2204.14	FY 2025	Refer note	-	Balance of Rs 1.40 crores will be utilized along with WC to use in FY 2025

==> picture [508 x 52] intentionally omitted <==

==> picture [468 x 46] intentionally omitted <==

Funding the capital expenditure requirements of its Subsidiary, PG Technoplast, for expansion of its manufacturing and warehousing/ storage unit by constructing a new building	FY 2024: 407.93	July 2024	Refer note	Due to unavoidable events, finishing of the building has been delayed	Building will be completed by end of July 2024
Funding the capital expenditure requirements of its Subsidiary, PG Technoplast, for purchase of new equipment and machinery	FY 2024: 652.12	July 2024	Refer note	Imported machines yet to receive	This object will be completed by end of July 2024
Funding the capital expenditure requirements of the Company for purchase of new equipment and machinery	FY 2024: 253.58	August 2024	Refer note	Imported machines yet to receive	This object will be completed by end of July 2024

* Revised estimate of the completion date as per the management undertaking.

Note:

The Offer Document specifies that, “Given the nature of our business, we may have to revise our funding requirements and intended deployment schedule on account of a variety of factors such as our financial condition, business strategy, delay in procuring and operationalizing assets or necessary licenses and approvals, and external factors such as market conditions, competitive environment, price fluctuations and interest or exchange rate fluctuations and other external factors which may not be within the control of our management. Depending upon such factors, we may have to reduce or extend the deployment period for the stated objects. This may entail rescheduling or revising the planned expenditure, implementation schedule and funding requirements, including the expenditure for a particular purpose, at the discretion of our management.”

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

S. No.	Item heads	Amount (Rs in million)	Remarks
1	Funding working capital requirement of the Company	50.00	1. Transferred to cash credit account of the Company for utilization towards working capital cash credit facility adjustment 2. Utilization towards GCP is approved by the Board of Directors of the Company vide resolution dated May 14, 2024.

^On the basis of management undertaking.

==> picture [508 x 52] intentionally omitted <==

==> picture [468 x 46] intentionally omitted <==

Disclaimers:

a) This Report is prepared by CRISIL Ratings Limited (hereinafter referred to as "Monitoring Agency” / “MA" / “CRL”) . 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 creditrelated analyses, normally from issuers or underwriters of the instruments, facilities, securities or from obligors.
f) The MA report is intended for the jurisdiction of India only. This report does not constitute an offer of services. Without limiting the generality of the foregoing, nothing in the report is to be construed as CRL providing or intending to provide any services in jurisdictions outside India, where it does not have the necessary licenses and/or registration to carry out its business activities referred to above.
g) Access or use of this report does not create a client relationship between CRL and the user.
h) CRL is not aware that any user intends to rely on the report or of the manner in which a user intends to use the report. In preparing this report, MA has not taken into consideration the objectives or particular needs of any particular user.
i) It is made abundantly clear that the report is not intended to and does not constitute an investment advice. The report is not an offer to sell or an offer to purchase or subscribe for any investment in any securities, instruments, facilities or solicitation of any kind to enter into any deal or transaction with the entity to which the report pertains. The report should not be a basis for any investment decision within the meaning of any law or regulation (including the laws and regulations applicable in the US).
j) The report comprises professional opinion of CRL as of the date they are expressed, based on the information received from the issuer and other sources considered reliable by CRL. Any opinions expressed here are in good faith, are subject to change without notice, and are only current as of the stated date of their issue. The report does not constitute statements of fact or recommendations to purchase, hold or sell any securities/instruments or to make any investment decisions.
k) Neither CRL nor its affiliates, third-party providers, as well as their directors, officers, shareholders, employees or agents guarantee the accuracy, completeness or adequacy of the report, and shall not have any liability for any errors, omissions or interruptions therein, regardless of the cause, or for the results obtained from the use of any part of the report. CRL and each aforesaid party disclaims any and all express or implied warranties, including but not limited to any warranties of merchantability, suitability or fitness for a particular purpose or use or use. In no event shall CRL or any aforesaid party be liable to any user for any direct, indirect, incidental, exemplary, compensatory, punitive, special or consequential damages, costs, expenses, legal fees or losses (including, without limitation, lost

==> picture [508 x 52] intentionally omitted <==

==> picture [468 x 46] intentionally omitted <==

income or lost profits and opportunity costs) in connection with any use of any part of the report even if advised of the possibility of such damages.
l) CRL has established policies and procedures to maintain the confidentiality of certain non-public information received in connection with the preparation of this report. CRL has in place a code of conduct and policies for managing conflict of interest.
m) Unless required under any applicable law, this report should not be reproduced or redistributed to any other person or in any form without prior written consent from CRL.
n) By accepting a copy of this Report, the recipient accepts the terms of this Disclaimer, which forms an integral part of this Report.

==> picture [508 x 52] intentionally omitted <==

AI assistant

PG Electroplast Limited Capital/Financing Update 2024

61393_rns_2024-05-14_d6af5198-f9bf-49b8-b40d-f66129ab1fcb.pdf

May 14, 2024

Sub: Monitoring Agency Report for the quarter ended March 31, 2024

For PG Electroplast Limited

Monitoring Agency Report

CRL/MAR/PGEPPL/2023-24/1117

May 14, 2024

To