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Reliance Industries Ltd — Capital/Financing Update 2021
Oct 22, 2021
58986_rns_2021-10-22_e36e528b-ab71-4103-afc4-0d72bba27b70.pdf
Capital/Financing Update
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October 22, 2021
BSE Limited National Stock Exchange of India Limited Phiroze Jeejeebhoy Towers, Exchange Plaza, Plot No. C/1, Dalal Street, G Block, Bandra – Kurla Complex, Mumbai 400 001 Bandra (East), Mumbai 400 051 Scrip Code: 500325 / 890147 Trading Symbol: RELIANCE / RELIANCEP1
Dear Sirs,
Sub: Monitoring Agency Report for the quarter ended September 30, 2021 along with comments of the Board of Directors of the Company
We refer to the Monitoring Agency Report filed earlier during the day pursuant to Regulation 32(6) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 read with Regulation 82(2) of the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018. In this regard, we now re-submit the said Monitoring Agency Report along with comments of the Board of Directors of the Company under serial no. 3.
Request you to please take the above on record.
Thanking you,
Yours faithfully,
For Reliance Industries Limited
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Savithri Parekh
Joint Company Secretary & Compliance Officer
Copy to: The Luxembourg Stock Exchange Singapore Stock Exchange 35A boulevard Joseph II 2 Shenton Way, L-1840 Luxembourg #19- 00 SGX Centre 1, Singapore 068804
Regd. Office: 3[rd] Floor, Maker Chambers IV, 222, Nariman Point, Mumbai- 400 021, India Phone #: +91-22-3555 5000, Telefax: +91-22-2204 2268. E-mail: [email protected], Website: www.ril.com CIN- L17110MH1973PLC019786
AXB/CO/IFB-TS/21-22/102
Date: October 22[nd] 2021
To, Reliance Industries Limited
3rd Floor, Maker Chambers IV 222, Nariman Point Mumbai 400 021 Maharashtra, India
Kind Attn: Ms. Savithri Parekh
Dear Madam,
Sub.: Monitoring Agency Report for the quarter ended September 30, 2021 - in relation to the Rights Issue of Reliance Industries Limited (“the Company”)
We write in our capacity of Monitoring Agency for the Rights Issue for the amount aggregating Rs. 53,124.20 crore (received till September 30, 2021 is Rs. 26,533.48 crore, excluding interest received on delayed payment towards first call) of the Company and refer to our duties cast under Regulation 82(2) of the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018.
In this connection, we are enclosing the Monitoring Agency Report for the quarter ended September 30, 2021 as per aforesaid SEBI Regulations and Monitoring Agency Agreement dated May 15, 2020.
Request you to kindly take the same on records.
Thanking you, For Axis Bank Limited
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Authorised Signatory
Axis Bank Limited, ‘Axis House’, C-2, Wadia International Centre, Pandurang Budhkar marg, Worli, Mumbai - 400 025. www.axisbank.com
REPORT OF THE MONITORING AGENCY
Name of the issuer: Reliance Industries Limited
For quarter ended: September 30, 2021
Name of the Monitoring Agency: Axis Bank Limited
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a) Deviation from the objects: There is no deviation.
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b) Range of Deviation: Not applicable
Declaration:
We hereby declare that this report is based on the format prescribed by the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018, as amended. We further declare that this report provides a true and fair view of the utilization of the issue proceeds.
We declare that we do not have any direct / indirect interest in or relationship with the issuer / promoters / directors / management and also 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.
For and on behalf of Axis Bank Limited (in capacity as Monitoring Agency)
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_____ (Authorised Signatory) Name: Mangalagwori Bhat Date: October 22[nd] 2021
1. Issuer Details: Name of the issuer : Reliance Industries Limited The names of the promoters of the issuer : Shri Mukesh D. Ambani Industry/sector to which it belongs :Refining, Petrochemicals (Polymers, Polyester and Fibre Intermediates), Exploration and Production of Oil & Gas and Textiles
2. Issue details Issue Period : May 20, 2020 to June 03, 2020 Type of issue : Rights issue Type of specified securities : Equity shares (Partly Paid-up) Grading, if any : Not Applicable Issue size (₹ in Crores) : Rs. 53,124.20 crore (Note 1)
Note 1:
| No of Equity shares | Price (in Rs.) | Amount (Rs in crore) |
|
|---|---|---|---|
| Total Issue Size | 42,26,26,894 | 1,257.00 | 53,124.20 |
We understand that the Rights Equity Shares were issued as partly paid-up and an amount of Rs. 314.25 per Rights Equity Share has been received on application (of which Rs. 2.50 towards face value of Rights Equity Share and Rs. 311.75 towards premium amount of Rights Equity Share).
The Board of Directors of the Company in their meeting dated March 26, 2021 have made the following two calls on the 42,26,26,894 partly paid-up equity shares issued on a rights basis:
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(a) First call (“First Call”) of Rs. 314.25 per partly paid equity share (including a premium of Rs. 311.75 per share), was payable from May 17, 2021 to May 31, 2021, both days inclusive. Provided, however, if a shorter period for payment of calls is permitted under law, then the period during which the first call money will be payable shall be such shorter period, commencing from May 17, 2021; and
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(b) Second & final call of Rs. 628.50 per partly paid equity share (including a premium of Rs. 623.50 per share), is payable from November 15, 2021 to November 29, 2021, both days inclusive. Provided, however, if a shorter period for payment of calls is permitted under law, then the period during which the second & final call money will be payable shall be such shorter period, commencing from November 15, 2021.
Pursuant to the above, the First Call amount of Rs. 314.25 per partly paid equity share (including a premium of Rs. 311.75 per share), was payable from May 17, 2021 to May 31, 2021. “Call Record Date” was May 12, 2021. The Company thereafter allowed the shareholders who were yet to pay the First Call as of May 31, 2021 to pay the same without any interest initially up to June 10, 2021 and thereafter up to June 23, 2021. Post June 23, 2021, shareholders were charged interest @ 8.00% p.a. computed from June 1, 2021 till actual date of payment of the First Call.
Total amount payable by the shareholders towards the First Call was Rs.13,281.05 crore. Against this, as of September 30, 2021, an amount of Rs. 13,252.43 crore (excluding interest) was paid towards First Call, out of which Rs. 37.81 crore was received during the quarter ended September 30, 2021. It is clarified that the monitoring of funds is limited to the monies collected towards First Call and not the interest thereon.
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3. Details of the arrangement made to ensure the monitoring of issue proceeds:
| Particulars | Reply | Comments of the Monitoring Agency |
Comments of the Board of Directors |
|---|---|---|---|
| Whether all utilisation is as per the disclosure in the offer document? |
Yes/ No | Yes | Yes |
| Whether shareholders’ approval has been obtained in case of material deviations# from expenditures disclosed in the offer document? |
Yes/ No | Not applicable | Not applicable |
| Whether the means of finance for the disclosed objects of the Issue has changed? |
Yes/ No | Not applicable | Not applicable |
| Is there any major deviation(s) observed over the earlier monitoring agencyreports? |
Yes/ No | No, there are no deviations. |
No, there are no deviations. |
| Whether all government/ statutory approvals related to the object(s) have been obtained? |
Yes/ No | Not applicable | Not applicable |
| Whether all arrangements pertaining to technical assistance/collaboration are in operation? |
Yes/ No | Not applicable | Not applicable |
| Are there any favorable events improving the viability of these objects? |
Yes/ No | Not applicable | Not applicable |
| Are there any unfavorable events affectingthe viabilityof the objects? |
Yes/ No | Not applicable | Not applicable |
| Is there any other relevant information that may materially affect the decision makingof the investors? |
Yes/ No | No | No |
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Where material deviation may be defined to mean:
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(a) Deviation in the objects or purposes for which the funds have been raised
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(b) Deviation in the amount of fund actually utilized by more than 10% of the amount projected in the offer documents.
4) Details of object(s) to be monitored:
(i) Cost of object(s)- The object of the utilisation is “Repayment/ prepayment of all or a portion of certain borrowings availed by the Company and General corporate purposes.”
| S. No |
Item Head | Original Cost (as per Offer Document) (Rs in crore) |
Revised Cost |
Comments 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 arrangements made |
|||||
| 1 | Repayment/ prepayment of all or a portion of certain borrowings availed by the Company |
39,755.08 | Not applicable |
NIL |
Not applicable | ||
| 2 | General corporate purposes |
13,281.05 | Not applicable |
||||
(ii) Progress in the object(s)-
( Rs in crore)
| S. N o. |
Item Head | Amount as proposed in Offer Document |
Amount utilized# | Amount utilized# | Amount utilized# | Total unutilized amount |
Comments of the Monitoring Agency |
Comments of the Board of Directors |
Comments of the Board of Directors |
|---|---|---|---|---|---|---|---|---|---|
| As at beginning of the quarter |
During the quarter |
At the end of the quarter |
Reasons for Idle funds |
Proposed course of action |
|||||
| 1 | Repayment/ prepayment of all or a portion of certain borrowings availed by the Company |
39,755.08 | 26,495.67 | 36.37 (excluding interest) |
26,532.04 | 1.44 | Out of the funds received by the Company through Rights Issue, Rs 26,532.04 crore has been utilized for the objects as stated in the Letter of Offer for Rights Issue of the Company dated May 15, 2020 and Rs 1.44 crore was held in the monitoring agency account and was yet to be utilized |
Not applicable | |
| 2 | General corporate purposes |
13,281.05 | - | - | - |
# As on September 30, 2021, total funds received from the Rights Issue was Rs. 26,533.48 crore including collection towards First Call of Rs. 13,252.43 crore (excluding interest). Out of the total funds received as on September 30, 2021, Rs 1.44 crore was held in the monitoring agency account and was yet to be utilized. The balance amount of Rs. 26,532.04 crore has been utilized for the objects as stated in the Letter of Offer for Rights Issue of the Company dated May 15, 2020.
(iii) Deployment of unutilized Issue Proceeds- Not applicable
| S. No. | Type of instrument where amount invested* |
Amount invested |
Maturity Date |
Earnings | Return on Investment (ROI %) |
Market value as at the end of quarter** |
|---|---|---|---|---|---|---|
-
Also indicate name of the party/company in which amounts have been invested
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**Where market value is not practical to find, provide NAV/NRV/Book value of the same
(iv) Delay in implementation of the object(s)- Not applicable
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| Object(s) Name |
Completion Date | Completion Date | Delay (No. of days/ months) |
Comments of the Board of Directors |
Comments of the Board of Directors |
|---|---|---|---|---|---|
| As per Offer Document |
Actual* | Reason of delay |
Proposed course of action |
||
*In case of continuing object(s) please specify latest/revised estimate of the completion