Reliance Industries Ltd - Proxy Solicitation & Information Statement 2023

==> picture [82 x 62] intentionally omitted <==

September 25, 2023

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 Trading Symbol: RELIANCE

Dear Sirs,

Sub.: Disclosure under Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 – Postal Ballot Notice

Pursuant to Regulation 30 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, please find attached the Postal Ballot Notice dated September 25, 2023, seeking approval of the members of the Company, by way of remote e-voting process for:

Appointment of Ms. Isha M. Ambani (DIN: 06984175) as a Non-Executive Director of the Company;
Appointment of Shri Akash M. Ambani (DIN: 06984194) as a Non-Executive Director of the Company; and
Appointment of Shri Anant M. Ambani (DIN: 07945702) as a Non-Executive Director of the Company.

Postal Ballot Notice is being sent only through electronic mode to those members whose names appear on the Register of Members / Register of Beneficial Owners, as on Friday, September 22, 2023 (“Cut-off Date”), received from the Depositories and whose e-mail address is registered with the Company / Registrar and Transfer Agent / Depository Participants / Depositories.

The Company has engaged the services of KFin Technologies Limited, Registrar and Transfer Agent, as the agency to provide e-voting facility to all its members. The e-voting facility will be available during the following period:

Commencement of e-voting:	9:00 a.m. (IST) on Wednesday, September 27, 2023
End ofe-voting:	5:00p.m.(IST) on Thursday, October 26, 2023

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

==> picture [82 x 62] intentionally omitted <==

The Postal Ballot Notice is also available on the Company's website at www.ril.com.

This is for your information and records.

Thanking you

Yours faithfully,

For Reliance Industries Limited

SAVITHRI Digitally signed by SAVITHRI PAREKH PAREKH Date: 2023.09.25 17:42:14 +05'30'

Savithri Parekh Company Secretary and Compliance Officer

Encl.: As above

Copy to:

Luxembourg Stock Exchange

35A boulevard Joseph II L-1840 Luxembourg

Singapore Exchange Limited 2 Shenton Way, #02-02 SGX Centre 1, Singapore 068804

The Bank of New York Mellon

101 Barclay Street New York, NY 10286

KFin Technologies Limited

Selenium Tower B, Plot 31-32, Gachibowli, Financial District, Nanakramguda, Hyderabad 500 032

National Securities Depository Limited

Trade World, A Wing, 4th Floor, Kamala Mills Compound, Senapati Bapat Marg, Lower Parel, Mumbai City, Maharashtra – 400013

Central Depository Services (India) Limited Unit No. A-2501, Marathon Futurex, Mafatlal Mills Compound, N.M. Joshi Marg, Lower Parel (E), Mumbai City, Maharashtra - 400013

==> picture [71 x 38] intentionally omitted <==

Registered Office: 3[rd] Floor, Maker Chambers IV, 222, Nariman Point, Mumbai 400 021, India; CIN: L17110MH1973PLC019786 Website: www.ril.com; E-mail: [email protected]; Tel.: +91 22 3555 5000; Fax: +91 22 2204 2268

POSTAL BALLOT NOTICE

(Pursuant to Section 110 of the Companies Act, 2013 read with Rule 20 and Rule 22 of the Companies (Management and Administration) Rules, 2014)

To the Members of the Company,

Notice is hereby given that the resolutions set out below are proposed for approval by the Members of Reliance Industries Limited (“the Company”) by means of Postal Ballot, only by remote e-voting process (“e-voting”) being provided by the Company to all its Members to cast their votes electronically, pursuant to Section 110 of the Companies Act, 2013 (“the Act”) , Rule 22 of the Companies (Management and Administration) Rules, 2014 (“the Rules”) and other applicable provisions of the Act and the Rules, General Circular Nos. 14/2020 dated April 8, 2020 and 17/2020 dated April 13, 2020 read with other relevant circulars, including General Circular No. 09/2023 dated September 25, 2023, issued by the Ministry of Corporate Affairs (“MCA Circulars”) , Regulation 44 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“Listing Regulations”) , Secretarial Standard on General Meetings (“SS-2”) issued by the Institute of Company Secretaries of India and other applicable laws, rules and regulations (including any statutory modification(s) or re-enactment(s) thereof for the time being in force and as amended from time to time).

The Statement, pursuant to the provisions of Section 102(1) and other applicable provisions of the Act read with the Rules, setting out all material facts relating to the resolutions mentioned in this Postal Ballot Notice and additional information as required under the Listing Regulations is also attached.

The Board of Directors has appointed Shri Anil Lohia, a Practising Chartered Accountant (Membership No.: 031626), Partner of Dayal and Lohia, Chartered Accountants or failing him Shri Khushit Jain, a Practising Chartered Accountant (Membership No.: 608082), Partner of Dayal and Lohia, Chartered Accountants, as Scrutiniser for conducting the Postal Ballot, through e-voting process, in a fair and transparent manner and they have communicated their willingness to be appointed and will be available for the said purpose. The Scrutiniser’s decision on the validity of the votes cast in the Postal Ballot shall be final.

The Company has engaged the services of KFin Technologies Limited ( “KFinTech” or “Registrar and Transfer Agent” ) as the agency to provide e-voting facility.

Members are requested to read the instructions in the Notes in this Postal Ballot Notice so as to cast their vote electronically. The votes can be cast during the following voting period:

Commencement of e-voting:	9:00 a.m. (IST) on Wednesday, September 27,2023
End of e-voting:	5:00 p.m. (IST) on Thursday, October 26,2023

The Scrutinizer will submit his report, after the completion of scrutiny, to the Chairman and Managing Director of the Company or any person authorized by him. The results of e-voting will be announced on or before Monday, October 30, 2023, and will be displayed on the Company’s website at www.ril.com and the website of KFinTech at https://evoting.kfntech.com. The results will simultaneously be communicated to the Stock Exchanges and will also be displayed at the registered office of the Company.

SPECIAL BUSINESS

1. Appointment of Ms. Isha M. Ambani (DIN: 06984175) as a Non-Executive Director of the Company

To consider and pass, the following resolution as an Ordinary Resolution:

“ RESOLVED THAT in accordance with the provisions of Section 152 and other applicable provisions of the Companies Act, 2013 (“the Act”), the Companies (Appointment and Qualifications of Directors) Rules, 2014 and the applicable provisions of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (including any statutory modification(s) or re-enactment(s) thereof, for the time being in force), Ms. Isha M. Ambani (DIN: 06984175), in respect of whom the Company has received a notice in writing under Section 160 of the Act from a member proposing her candidature for the office of Director, be appointed as a Non-Executive Director of the Company, liable to retire by rotation, which appointment shall take effect from the date of assumption of office by her post passing of this resolution;

RESOLVED FURTHER THAT the Board of Directors be and is hereby authorised to do all acts and take all such steps as may be necessary, proper or expedient to give effect to this resolution.”

2. Appointment of Shri Akash M. Ambani (DIN: 06984194) as a Non-Executive Director of the Company

To consider and pass, the following resolution as an Ordinary Resolution:

Postal Ballot Notice

Reliance Industries Limited

Akash M. Ambani (DIN: 06984194), in respect of whom the Company has received a notice in writing under Section 160 of the Act from a member proposing his candidature for the office of Director, be appointed as a Non-Executive Director of the Company, liable to retire by rotation, which appointment shall take effect from the date of assumption of office by him post passing of this resolution;

RESOLVED FURTHER THAT the Board of Directors be and is hereby authorised to do all acts and take all such steps as may be necessary, proper or expedient to give effect to this resolution.”

3. Appointment of Shri Anant M. Ambani (DIN: 07945702) as a Non-Executive Director of the Company

To consider and pass, the following resolution as an Ordinary Resolution :

“ RESOLVED THAT in accordance with the provisions of Section 152 and other applicable provisions of the Companies Act, 2013 (“the Act”), the Companies (Appointment and Qualifications of Directors) Rules, 2014 and the applicable provisions of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (including any statutory modification(s) or re-enactment(s) thereof, for the time being in force), Shri Anant M. Ambani (DIN: 07945702), in respect of whom the Company has received a notice in writing under Section 160 of the Act from a member proposing his candidature for the office of Director, be appointed as a Non-Executive Director of the Company, liable to retire by rotation, which appointment shall take effect from the date of assumption of office by him post passing of this resolution;

RESOLVED FURTHER THAT the Board of Directors be and is hereby authorised to do all acts and take all such steps as may be necessary, proper or expedient to give effect to this resolution.”

By Order of the Board of Directors

Savithri Parekh

Company Secretary and Compliance Officer Mumbai, September 25, 2023

Registered Office:

3[rd] Floor, Maker Chambers IV, 222, Nariman Point, Mumbai 400 021. CIN: L17110MH1973PLC019786 Website: www.ril.com E-mail: [email protected] Tel.: +91 22 3555 5000 Fax: +91 22 2204 2268

NOTES:

A statement, pursuant to the provisions of Section 102(1) and other applicable provisions of the Act read with the Rules, setting out all material facts relating to the resolutions mentioned in this Postal Ballot Notice and additional information as required under the Listing Regulations is attached.
In compliance with the MCA Circulars, this Postal Ballot Notice is being sent only through electronic mode to those Members whose names appear on the Register of Members / Register of Beneficial Owners as on Friday, September 22, 2023 (“Cut-Off Date”) received from the Depositories and whose e-mail address is registered with the Company / Registrar and Transfer Agent / Depository Participants / Depositories. Physical copies of the Postal Ballot Notice along with postal ballot forms and pre-paid business reply envelopes are not being sent to Members for this Postal Ballot.
This Postal Ballot Notice will also be available on the Company’s website at www.ril.com, website of the Stock Exchanges, i.e. BSE Limited and National Stock Exchange of India Limited at www.bseindia.com and www.nseindia.com respectively, and on the website of KFinTech at https://evoting.kfntech.com.
In accordance with the MCA Circulars, the Company has made necessary arrangements for the Members to register their e-mail address. Members who have not registered their e-mail address are requested to register the same (i) with the Depository Participant(s) where they maintain their demat accounts, if the shares are held in electronic form, and (ii) Members holding shares in physical mode, who have not registered / updated their e-mail address with the Company, are requested to register / update their e-mail address by submitting Form ISR-1 (available on the website of the Company at www.ril.com) duly filled and signed along with requisite supporting documents to KFintech at Selenium Tower B, Plot 31-32, Gachibowli, Financial District, Nanakramguda, Hyderabad 500 032.
Only a person, whose name is recorded in the Register of Members / Register of Beneficial Owners, as on the Cut-Off Date, maintained by the Depositories shall be entitled to participate in the e-voting. A person who is not a Member as on the Cut-Off Date, should treat this Postal Ballot Notice for information purpose only.

6. Subject to the provisions of the Articles of Association of the Company, voting rights of a Member / Beneficial Owner (in case of electronic shareholding) shall be in proportion to his/her/its shareholding in the paid-up equity share capital of the Company as on the Cut-Off Date.

Pursuant to the provisions of Sections 108, 110 and other applicable provisions of the Act and the Rules made

Postal Ballot Notice

Reliance Industries Limited

thereunder, the MCA Circulars, Regulation 44 of the Listing Regulations read with Section VI-C of the SEBI Master Circular bearing reference no. SEBI/HO/CFD/PoD2/CIR/P/2023/120 dated July 11, 2023, as amended (“SEBI Master Circular”) , and SS-2 and any amendments thereto, the Company is providing the facility to the Members to exercise their right to vote on the proposed resolutions electronically. The instructions for e-voting are provided as part of this Postal Ballot Notice.

8. The e-voting period commences at 9:00 a.m. (IST) on Wednesday, September 27, 2023 and ends at 5:00 p.m. (IST) Thursday, October 26, 2023.

The e-voting will not be allowed beyond the aforesaid date and time and the e-voting module shall be forthwith disabled by KFinTech upon expiry of the aforesaid period.

The resolutions, if approved, shall be deemed to have been passed on the last date of e-voting i.e. Thursday, October 26, 2023.
All the documents referred to in this Postal Ballot Notice will be available for inspection electronically without any fee by the Members from the date of circulation of this Postal Ballot Notice until the last date of e-voting. Members seeking to inspect such documents can send an email to [email protected].
b. The remote e-voting facility will be available during the following voting period:

Commencement of e-voting:	9:00 a.m. (IST) on Wednesday, September 27, 2023
End of e-voting:	5:00 p.m. (IST) on Thursday, October 26, 2023

The remote e-voting will not be allowed beyond the aforesaid date and time and the remote e-voting module shall be forthwith disabled by KFinTech upon expiry of the aforesaid period.

c. The manner of e-voting by (i) individual shareholders holding shares of the Company in demat mode, (ii) Shareholders other than individuals holding shares of the Company in demat mode, (iii) shareholders holding shares of the Company in physical mode, and (iv) Members who have not registered their e-mail address, is explained in the instructions given hereinbelow.
(ii) INFORMATION AND INSTRUCTIONS RELATING TO E-VOTING:
a. Once the vote on a resolution is cast by a Member, whether partially or otherwise, the Member shall not be allowed to change it subsequently or cast the vote again.
b. INFORMATION AND INSTRUCTIONS FOR E-VOTING BY INDIVIDUAL SHAREHOLDERS HOLDING SHARES OF THE COMPANY IN DEMAT MODE:

11. PROCEDURE FOR E-VOTING:

(i) E-VOTING FACILITY:

a. The Company is providing e-voting facility of KFinTech to its Members to exercise their right to vote on the proposed resolutions by electronic means.

As per the SEBI Master Circular, all “individual shareholders holding shares of the Company in demat mode” can cast their vote, by way of a single login credential, through their demat accounts / websites of Depositories / Depository Participants. The procedure to login and access e-voting, as devised by the Depositories / Depository Participant(s), is given below:

Postal Ballot Notice

Reliance Industries Limited

PROCEDURE TO LOGIN THROUGH WEBSITES OF DEPOSITORIES

National Securities Depository Limited (NSDL)

1. Users already registered for IDeAS e-Services facility of NSDL may follow the following procedure:

i. Type in the browser / Click on the following e-Services link: https://eservices.nsdl.com
ii. Click on the button “Beneficial Owner” available for login under ‘IDeAS’ section.
iii. A new page will open. Enter your User ID and Password for accessing IDeAS.
iv. On successful authentication, you will enter your IDeAS service login. Click on “Access to e-Voting” under Value Added Services on the panel available on the left hand side.
v. You will be able to see Company Name: “Reliance Industries Limited” on the next screen. Click on the e-Voting link available against Reliance Industries Limited or select e-Voting service provider “KFinTech” and you will be re-directed to the e-Voting page of KFinTech to cast your vote without any further authentication.

2. Users not registered for IDeAS e-Services facility of NSDL may follow the following procedure:

i. To register, type in the browser / Click on the following e-Services link: https://eservices.nsdl.com
ii. Select option “Register Online for IDeAS” available on the left hand side of the page.
iii. Proceed to complete registration using your DP ID, Client ID, Mobile Number etc.
iv. After successful registration, please follow steps given under Sr. No. 1 above to cast your vote.

3. Users may directly access the e-Voting module of NSDL as per the following procedure:

i. Type in the browser / Click on the following link: https:// www.evoting.nsdl.com/
ii. Click on the button “Login” available under “Shareholder/Member” section.
iii. On the login page, enter User ID (that is, 16-character demat account number held with NSDL, starting with IN), Login Type, that is, through typing Password (in case you are registered on NSDL’s e-voting platform) / through generation of OTP (in case your mobile / e-mail address is registered in your demat account) and Verification Code as shown on the screen.

Central Depository Services (India) Limited (CDSL)

1. Users already registered for Easi / Easiest facility of CDSL may follow the following procedure:

i. Type in the browser / Click on any of the following links: https://web.cdslindia.com/myeasitoken/home/ login or www.cdslindia.com and click on New System Myeasi / Login to My Easi option under Quick Login (best operational in Internet Explorer 10 or above and Mozilla Firefox)
ii. Enter your User ID and Password for accessing Easi / Easiest.
iii. You will see Company Name: “Reliance Industries Limited” on the next screen. Click on the e-Voting link available against Reliance Industries Limited or
- select e-Voting service provider “KFinTech” and you will be re-directed to the e-Voting page of KFinTech to cast your vote without any further authentication.

2. Users not registered for Easi/Easiest facility of CDSL may follow the following procedure:

i. To register, type in the browser / Click on the following link: https://web.cdslindia.com/myeasitoken/ Registration/EasiRegistration
ii. Proceed to complete registration using your DP ID-Client ID (BO ID), etc.
iii. After successful registration, please follow steps given under Sr. No. 1 above to cast your vote.

3. Users may directly access the e-Voting module of CDSL as per the following procedure:

i. Type in the browser / Click on the following link: https://evoting.cdslindia.com/Evoting/EvotingLogin
ii. Provide Demat Account Number and PAN.
iii. System will authenticate user by sending OTP on registered Mobile & E-mail as recorded in the Demat Account.
iv. On successful authentication, you will enter the e-voting module of CDSL. Click on the e-Voting link available against Reliance Industries Limited or select e-Voting service provider “KFinTech” and you will be redirected to the e-Voting page of KFinTech to cast your vote without any further authentication.

Postal Ballot Notice

Reliance Industries Limited

iv. You will be able to see Company Name: “Reliance Industries Limited” on the next screen. Click on the e-Voting link available against Reliance Industries Limited or select e-Voting service provider “KFinTech” and you will be re-directed to the e-Voting page of KFinTech to cast your vote without any further authentication.

Procedure to login through their demat accounts / Website of Depository Participant

Individual shareholders holding shares of the Company in Demat mode can access e-Voting facility provided by the Company using login credentials of their demat accounts (online accounts) through their demat accounts / websites of Depository Participants registered with NSDL / CDSL. An option for “e-Voting” will be available once they have successfully logged-in through their respective logins. Click on the option “e-Voting” and they will be redirected to e-Voting modules of NSDL / CDSL (as may be applicable). Click on the e-Voting link available against Reliance Industries Limited or select e-Voting service provider “KFinTech” and you will be redirected to the e-Voting page of KFinTech to cast your vote without any further authentication.

Members who are unable to retrieve User ID / Password are advised to use “Forgot User ID” / “Forgot Password” options available on the websites of Depositories / Depository Participants.

Contact details in case of any technical issue on NSDL Website Contact details in case of any technical issue on CDSL Website Members facing any technical issue during login can contact NSDL Members facing any technical issue during login helpdesk by sending a request at [email protected] or call at toll can contact CDSL helpdesk by sending a request at free no.: 022-4886 7000 / 022-2499 7000 [email protected] or contact at 1800 22 55 33 .

c. INFORMATION AND INSTRUCTIONS FOR E-VOTING BY (I) SHAREHOLDERS OTHER THAN INDIVIDUALS HOLDING SHARES OF THE COMPANY IN DEMAT MODE AND (II) ALL SHAREHOLDERS HOLDING SHARES OF THE COMPANY IN PHYSICAL MODE
(I) (A) In case a Member receives an e-mail from the Company / KFinTech [for Members whose e-mail address is registered with the Company / Depository Participant(s)]:
- (a) Launch internet browser by typing the URL: https://evoting.kfntech.com
- (b) Enter the login credentials (User ID and password provided in the e-mail) . The E-Voting Event Number + Folio No. or DP ID Client ID will be your User ID. If you are already registered with KFinTech for e-voting, you can use the existing password for logging-in. If required, please visit https://evoting. kfntech.com or contact toll-free numbers 1800 309 4001 (from 9:00 a.m. (IST) to 6:00 p.m. (IST) on all working days) for assistance on your existing password.
- (c) After entering these details appropriately, click on “LOGIN”.
- The new password shall comprise minimum 8 characters with at least one upper case (A-Z), one lower case (a-z), one numeric (0-9) and a special character (@,#,$,etc.). The system will prompt you to change your password and update your contact details like mobile number, e-mail address, etc. on first login. You may also enter a secret question and answer of your choice to retrieve your password in case you forget it. It is strongly recommended that you do not share your password with any other person and that you take utmost care to keep your password confidential.
(e) You need to login again with the new credentials.
(f) On successful login, the system will prompt you to select the E-Voting Event Number (EVEN) for Reliance Industries Limited.
(g) On the voting page, enter the number of shares as on the Cut-Off Date under either “FOR” or “AGAINST” or alternatively, you may partially enter any number under “FOR” / “AGAINST”, but the total number under “FOR” / “AGAINST” taken together should not exceed your total shareholding as on the Cut-Off Date. You may also choose to “ABSTAIN” and vote will not be counted under either head.
(d) You will now reach Password Change Menu wherein you are required to mandatorily change your password upon logging-in for the first time.
(h) Members holding shares under multiple folios / demat accounts shall choose the voting process separately for each of the folios / demat accounts.

Postal Ballot Notice

Reliance Industries Limited

  - (i) Voting has to be done for each item in the Postal Ballot Notice separately. In case you do not desire to cast your vote on any specific item, it will be treated as “ABSTAINED”.

  - (j) You may then cast your vote by selecting an appropriate option and click on “SUBMIT”.

  - (k) A confirmation box will be displayed. Click “OK” to confirm, else “CANCEL” to modify.

  - (l) Once you confirm, you will not be allowed to modify your vote.

  - (m) Institutional / Corporate Members (that is, other than Individuals, HUFs, NRIs, etc.) are also required to send legible scanned certified true copy (in PDF Format) of the Board Resolution / Power of Attorney / Authority Letter, etc., together with attested specimen signature(s) of the duly authorized representative(s), to the Scrutiniser at e-mail id: [email protected] with a copy marked to [email protected]. Such authorisation shall contain necessary authority for voting by its authorised representative(s). It is also requested to upload the same in the e-voting module in their login. The naming format of the aforesaid legible scanned document shall be “Corporate Name EVEN”.

(B) In case of a Member whose e-mail address is not registered / updated with the Company / KFinTech / Depository Participant(s), please follow the following steps to generate your login credentials:
(a) Members holding shares in physical mode, who have not registered / updated their e-mail address with the Company, are requested to register / update the same by clicking on https://rkarisma.kfntech.com/ shareholders or by writing to the Company with details of folio number and attaching a self-attested copy of PAN card at [email protected] or to KFinTech at [email protected]
(b) Members holding shares in dematerialised mode who have not registered their e-mail address with their Depository Participant(s) are requested to register / update their e-mail address with the Depository Participant(s) with which they maintain their demat accounts.
(c) After due verification, the Company / KFinTech will forward your login credentials to your registered e-mail address.
(d) Follow the instructions at (I) (A) (a) to (m) to cast your vote.
(II) Members can also update their mobile number and e-mail address in the “user profile details” in their e-voting login on https://evoting.kfntech.com
(III) Any Member who has forgotten the User ID and Password, may obtain / generate / retrieve the same from KFinTech in the manner as mentioned below:
(a) If the mobile number of the Member is registered against Folio No. / DP ID Client ID, the Member may send SMS: MYEPWD E-Voting Event Number+Folio No. or DP ID Client ID to 9212993399

Example for NSDL: MYEPWD IN12345612345678 Example for CDSL: MYEPWD 1402345612345678 Example for Physical: MYEPWD XXXX123456789

(b) If e-mail address or mobile number of the Member is registered against Folio No. / DP ID Client ID, then on the home page of https://evoting.kfntech.com, the Member may click “Forgot Password” and enter Folio No. or DP ID Client ID and PAN to generate password.
(c) Member may call on KFinTech’s toll-free number 1800 309 4001 (from 9:00 a.m. (IST) to 6:00 p.m. (IST) on all working days).
(d) Member may send an e-mail request to [email protected]. After due verification of the request, User ID and password will be sent to the Member.
(e) If the Member is already registered with KFinTech’s e-voting platform, then he / she / it can use his / her / its existing password for logging-in.
(IV) In case of any query on e-voting, Members may refer to the “Help” and “FAQs” sections / E-voting user manual available through a dropdown menu in the “Downloads” section of KFinTech’s website for e-voting: https://evoting.kfntech.com or contact KFinTech as per the details given below.

(V) CONTACT DETAILS FOR ASSISTANCE ON E-VOTING:

Members are requested to note the following contact details for addressing e-voting related grievances:

Shri V. Balakrishnan, Vice President KFin Technologies Limited Selenium Tower B, Plot 31-32, Gachibowli, Financial District, Nanakramguda, Hyderabad 500 032 Toll-free No.: 1800 309 4001

(from 9:00 a.m. (IST) to 6:00 p.m. (IST) on all working days). E-mail: [email protected]

Postal Ballot Notice

Reliance Industries Limited

STATEMENT PURSUANT TO SECTION 102(1) OF THE COMPANIES ACT, 2013 READ WITH RULE 22 OF THE COMPANIES (MANAGEMENT AND ADMINISTRATION) RULES, 2014 AND ADDITIONAL INFORMATION AS REQUIRED UNDER THE SECURITIES AND EXCHANGE BOARD OF INDIA (LISTING OBLIGATIONS AND DISCLOSURE REQUIREMENTS) REGULATIONS, 2015

Item Nos. 1 to 3

Based on the recommendation of the Human Resources, Nomination and Remuneration Committee, the Board of Directors of the Company at its meeting held on August 28, 2023 considered and recommended to the members the appointment of Ms. Isha M. Ambani, Shri Akash M. Ambani and Shri Anant M. Ambani as Non-Executive Directors of the Company with effect from the date of assumption of office by them post passing of the ordinary resolutions.

Ms. Isha M. Ambani, Shri Akash M. Ambani and Shri Anant M. Ambani have been closely involved with and are leading and managing key businesses of the Company over the last few years including retail, digital services and energy and materials businesses. They also serve on the boards of the key subsidiaries of the Company. Their appointment on the Board of the Company will enable the Company to gain from their insights and infuse energy and new ideas.

Ms. Isha M. Ambani, Shri Akash M. Ambani and Shri Anant M. Ambani are qualified to be appointed as Directors in terms of Section 164 of the Companies Act, 2013 (“the Act”) and have given their consent to act as Directors. The Company has also received declarations from them, confirming that they are not debarred from holding the office of director by virtue of any order passed by the Securities and Exchange Board of India or any other such authority.

The Company has also received notices under Section 160 of the Act from a member proposing the candidature of Ms. Isha M. Ambani, Shri Akash M. Ambani and Shri Anant M. Ambani for the office of Non-Executive Director of the Company.

Details of Ms. Isha M. Ambani, Shri Akash M. Ambani and Shri Anant M. Ambani pursuant to the provisions of (i) the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“Listing Regulations”); and (ii) Secretarial Standard on General Meetings (“SS-2”), issued by the Institute of Company Secretaries of India, are provided in the “Annexure” to the Postal Ballot Notice.

They shall be paid remuneration by way of fee for attending meetings of the Board or Committees thereof or for any other meetings as may be decided by the Board, reimbursement of expenses for participating in the Board and other meetings and profit related commission within the limits stipulated under Section 197 of the Act.

In accordance with the provisions of Section 152 of the Act and applicable provisions of the Listing Regulations, appointment of a director requires approval of members of the company by way of an ordinary resolution.

Accordingly, the approval of Members is sought for appointment of Ms. Isha M. Ambani, Shri Akash M. Ambani and Shri Anant M. Ambani as Non-Executive Directors of the Company.

Ms. Isha M. Ambani, Shri Akash M. Ambani and Shri Anant M. Ambani are members of the promoter group of the Company.

Shri Mukesh D. Ambani, being related to Ms. Isha M. Ambani, Shri Akash M. Ambani and Shri Anant M. Ambani, may be deemed to be interested in the resolutions mentioned in this Postal Ballot Notice.

The other relatives of Shri Mukesh D. Ambani may be deemed to be interested in the resolutions, to the extent of their shareholding interest, if any, in the Company.

Save and except the above, none of the other Directors / Key Managerial Personnel of the Company / their relatives are, in any way, concerned or interested, financially or otherwise, in the resolutions.

The Board commends the Ordinary Resolutions set out at Item Nos. 1 to 3 of the Postal Ballot Notice for approval by the Members.

By Order of the Board of Directors

Savithri Parekh

Company Secretary and Compliance Officer

Mumbai, September 25, 2023

Registered Office:

3[rd] Floor, Maker Chambers IV, 222, Nariman Point, Mumbai 400 021. CIN: L17110MH1973PLC019786 Website: www.ril.com E-mail: [email protected] Tel.: +91 22 3555 5000 Fax: +91 22 2204 2268

Postal Ballot Notice

Reliance Industries Limited

Annexure to the Postal Ballot Notice


Ms. Isha M. Ambani
Age	31 years
Qualifcations	Graduated from Yale University with a double major in Psychology and South Asia Studies and MBA from Stanford University
Experience (including expertise in specifc functional area) / Brief Resume	Isha M. Ambani is an Indian business leader. She is part of the executive leadership teams as a Member of the Board at Reliance Retail Ventures Limited, Reliance Jio Infocomm Limited and Reliance Foundation (RF), Reliance Foundation Institution of Education and Research, and Dhirubhai Ambani International School. Isha M. Ambani is driving the expansion of Reliance Retail into new categories, geographies and formats and is focused on enhancing the overall customer experience. Isha M. Ambani has led the expansion of the digital footprint for Reliance Retail and launched new formats such as the eCommerce business Ajio, and the online beauty platform Tira. She has been instrumental in expansion of Reliance Retail’s own brand portfolio including acquisition of some exciting Indian brands and launch of the Independence brand. Reliance Retail has its presence in food, consumer electronics and fashion retail and is India’s largest retailer by reach, scale, revenue and proftability. Isha M. Ambani has spearheaded multiple Diversity & Inclusion (D&I) initiatives at Reliance including the formation of a Group-wide D&I Council to provide strategic guidance and a clear roadmap to foster a more equitable and inclusive ecosystem for all. Isha M. Ambani is actively involved in the work done by Reliance Foundation. An art enthusiast, she leads all the art & culture initiatives undertaken by Reliance Foundation in India and internationally. She is passionate about education and anchors RF’s work with children and women. Isha M. Ambani is integrally involved with the launch and operations of the Nita Mukesh Ambani Cultural Centre, launched in Mumbai in March 2023. Isha M. Ambani graduated from Yale University with a double major in Psychology and South Asian Studies and is also an MBA from Stanford University. She has been named in TIME magazine’s TIME100 Next list of rising stars from across industries around the world and has been recognised with the prestigious GenNext Entrepreneur Award at the Forbes India Leadership Awards 2023. She serves on the Advisory Board of the Yale Schwarzman Center, and on the Board of Trustees of the Smithsonian’s National Museum of Asian Art, Jio MAMI, and the Dia Art Foundation.
Terms and Conditions of Appointment	As per the resolution set out at Item No. 1 of the Postal Ballot Notice read with statement pursuant to Section 102 of the Act.
Remuneration last drawn (including sitting fees, if any)	Not Applicable
Remuneration proposed to be paid	She shall be paid remuneration by way of fee for attending meetings of the Board or Committees thereof or for any other meetings as may be decided by the Board, reimbursement of expenses for participating in the Board and other meetings and proft related commission within the limits stipulated under Section 197 of the Companies Act, 2013.
Date of frst appointment on the Board	Appointment on the Board will be efective from the date of assumption of ofce by Ms. Isha M. Ambani, post passing of the ordinary resolution relating to her appointment.

Postal Ballot Notice

Reliance Industries Limited

Shareholding in the Company including shareholding as a benefcial owner as on date of Postal Ballot Notice	Ms. Isha M. Ambani directly holds 0.12% equity shares of the Company. Apart from the above, Shri Mukesh D. Ambani, Smt. Nita M. Ambani, Ms. Isha M. Ambani, Shri Akash M. Ambani and Shri Anant M. Ambani, together and collectively, through entities controlled by them, hold 41.46% equity shares of the Company.
Relationship with other Directors / Key Managerial Personnel	Daughter of Shri Mukesh D. Ambani, Chairman & Managing Director. Sister of Shri Akash M. Ambani and Shri Anant M. Ambani, proposed Directors.
Number of meetings of the Board attended during the fnancial year (2022-23)	Not Applicable
Directorships of other Boards as on date of Postal Ballot Notice	1. Reliance Retail Ventures Limited (Executive Director) 2. Reliance Jio Infocomm Limited 3. Jio Platforms Limited 4. Reliance Foundation Institution of Education and Research 5. Reliance Foundation
Membership / Chairmanship of Committees of other Boards as on date of Postal Ballot Notice	Jio Platforms Limited Corporate Social Responsibility Committee – Chairperson Finance Committee - Member Reliance Retail Ventures Limited Corporate Social Responsibility Committee – Member Finance Committee - Member Reliance Jio Infocomm Limited Corporate Social Responsibility Committee – Member
Listed entities from which the Director has resigned in the past three years	Nil


Shri Akash M. Ambani
Age	31 years
Qualifcations	Bachelor’s in economics from Brown University, USA.
Experience (including expertise in specifc functional area) / Brief Resume	Akash M. Ambani is an Indian business leader serving as the Chairman of Reliance Jio Infocomm Limited (RJIL) since June 2022. He was earlier serving as non-Executive Director on RJIL board since October 2014. He also serves on the Board of Jio Platforms Limited, Reliance Industries’ digital services business. At Jio, he spearheads the creation of products and services that leverage new-age technologies like 5G, Artifcial Intelligence, Blockchain and the Internet of Things to bring about a generational shift in Commerce, Education, and Healthcare across India. Under his leadership, Jio crossed the 100 million subscriber mark in less than six months of its launch in 2016, and today serves over 450 million customers. Akash M. Ambani is part of the RJIL Executive Committee, the governing and operating council. He is also a member of the Product Leadership Group and is closely involved in the development of Products and all digital services applications.

Postal Ballot Notice

Reliance Industries Limited

	Akash M. Ambani has led the expansion of India’s digital ecosystem of India through launch of afordable devices such as the Jiophone, which enabled more than 100 million Indians to experience the power of the Internet as well as launch of new services and applications which deepen India’s digital ecosystem across information, entertainment, education and convenience of use. Along with positive social impact, Jio has won national and international recognition for the climate mitigation initiatives aimed at reducing its carbon footprint and transitioning it’s energy requirements towards renewable sources. In addition to the digital services business, Akash M. Ambani has been part of the leadership team of Reliance Industries’ retail businesses serving on the Board of Reliance Retail Ventures Limited as a Director since October 2014. Akash M. Ambani is keenly involved in various employee engagement initiatives. He is an avid sportsperson and has played a key role in the management of Mumbai Indians, contributing immensely in their winning the IPL 2013, 2015, 2017, 2019 and 2020 as well as CLT20 2011 and CLT20 2013 Championships. Akash M. Ambani received a Bachelor’s in Economics from Brown University, USA. He is also a member of the President’s Leadership Council of the Brown University. He has been named in TIME magazine’s TIME100 Next list of rising stars from across industries around the world, and Fortune’s 40 Under-40 young leaders who stood out for their impact on business.
Terms and Conditions of Appointment	As per the resolution set out at Item No. 2 of the Postal Ballot Notice read with statement pursuant to Section 102 of the Act.
Remuneration last drawn (including sitting fees, if any)	Not Applicable
Remuneration proposed to be paid	He shall be paid remuneration by way of fee for attending meetings of the Board or Committees thereof or for any other meetings as may be decided by the Board, reimbursement of expenses for participating in the Board and other meetings and proft related commission within the limits stipulated under Section 197 of the Companies Act, 2013.
Date of frst appointment on the Board	Appointment on the Board will be efective from the date of assumption of ofce by Shri Akash M. Ambani, post passing of the ordinary resolution relating to his appointment.
Shareholding in the Company including shareholding as a benefcial owner as on date of Postal Ballot Notice	Shri Akash M. Ambani directly holds 0.12% equity shares of the Company. Apart from the above, Shri Mukesh D. Ambani, Smt. Nita M. Ambani, Ms. Isha M. Ambani, Shri Akash M. Ambani and Shri Anant M. Ambani, together and collectively, through entities controlled by them, hold 41.46% equity shares of the Company.
Relationship with other Directors / Key Managerial Personnel	Son of Shri Mukesh D. Ambani, Chairman & Managing Director. Brother of Ms. Isha M. Ambani and Shri Anant M. Ambani, proposed Directors.
Number of meetings of the Board attended during the fnancial year (2022-23)	Not Applicable
Directorships of other Boards as on date of Postal Ballot Notice	1. Reliance Retail Ventures Limited 2. Reliance Jio Infocomm Limited 3. Jio Platforms Limited (Executive Director) 4. Reliance Foundation Institution of Education and Research 5. Reliance Foundation

Postal Ballot Notice

Reliance Industries Limited

Membership / Chairmanship of Committees of other Boards as on date of Postal Ballot Notice	Reliance Jio Infocomm Limited Finance Committee – Member Reliance Retail Ventures Limited Finance Committee – Member Jio Platforms Limited Finance Committee – Member
Listed entities from which the Director has resigned in the past three years	Nil


Shri Anant M. Ambani
Age	28 years
Qualifcations	Bachelor’s degree from Brown University, USA.
Experience (including expertise in specifc functional area) / Brief Resume	Anant M. Ambani is an Indian business leader and serves as a Director on the Boards of Jio Platforms Limited since March 2020, Reliance Retail Ventures Limited since May 2022 and Reliance New Energy Limited and Reliance New Solar Energy Limited since June 2021. He also serves on the Board of Reliance Foundation since September 2022. Anant M. Ambani is driving the expansion of energy and materials businesses of Reliance Industries and its global operations in renewable and green energy. Under his leadership, Reliance aims to become a Net Carbon Zero company by 2035 by building world-scale capabilities in the production of clean fuels and materials of the future, developing next generation carbon capture and storage technologies, creating holistic and circular materials businesses, and maximising crude to chemicals conversion. Anant M. Ambani is also keenly involved in various employee engagement initiatives to bring in a young and vibrant culture. He has been intensely passionate about animal welfare from a very young age and is currently involved with several compassionate initiatives to rehabilitate at-risk animals and providing them care and dignity in their residual life. Anant M. Ambani’s zeal and passion will play a vital role in environmental stewardship to pivot Reliance’s Energy business to a sustainable future by reducing carbon footprint and preserving biodiversity. Anant M. Ambani received his Bachelor’s degree from Brown University, USA.
Terms and Conditions of Appointment	As per the resolution set out at Item No. 3 of the Postal Ballot Notice read with statement pursuant to Section 102 of the Act.
Remuneration last drawn (including sitting fees, if any)	Not Applicable
Remuneration proposed to be paid	He shall be paid remuneration by way of fee for attending meetings of the Board or Committees thereof or for any other meetings as may be decided by the Board, reimbursement of expenses for participating in the Board and other meetings and proft related commission within the limits stipulated under Section 197 of the Companies Act, 2013.
Date of frst appointment on the Board	Appointment on the Board will be efective from the date of assumption of ofce by Shri Anant M. Ambani, post passing of the ordinary resolution relating to his appointment.

Postal Ballot Notice

Reliance Industries Limited

Shareholding in the Company including shareholding as a benefcial owner as on date of Postal Ballot Notice	Shri Anant M. Ambani directly holds 0.12% equity shares of the Company. Apart from the above, Shri Mukesh D. Ambani, Smt. Nita M. Ambani, Ms. Isha M. Ambani, Shri Akash M. Ambani and Shri Anant M. Ambani, together and collectively, through entities controlled by them, hold 41.46% equity shares of the Company.
Relationship with other Directors / Key Managerial Personnel	Son of Shri Mukesh D. Ambani, Chairman & Managing Director. Brother of Ms. Isha M. Ambani and Shri Akash M. Ambani, proposed Directors.`
Number of meetings of the Board attended during the fnancial year (2022-23)	Not Applicable
Directorships of other Boards as on date of Postal Ballot Notice	1. Reliance Retail Ventures Limited 2. Jio Platforms Limited 3. Reliance Foundation Institution of Education and Research 4. Reliance Foundation 5. Reliance New Energy Limited 6. Reliance New Solar Energy Limited 7. Neutron Enterprises Private Limited
Membership / Chairmanship of Committees of other Boards as on date of Postal Ballot Notice	Jio Platforms Limited Corporate Social Responsibility Committee – Member Finance Committee - Member
Listed entities from which the Director has resigned in the past three years	Nil

By Order of the Board of Directors

Savithri Parekh

Company Secretary and Compliance Officer Mumbai, September 25, 2023

Registered Office:

3[rd] Floor, Maker Chambers IV, 222, Nariman Point, Mumbai 400 021. CIN: L17110MH1973PLC019786 Website: www.ril.com E-mail: [email protected] Tel.: +91 22 3555 5000 Fax: +91 22 2204 2268

AI assistant

Reliance Industries Ltd — Proxy Solicitation & Information Statement 2023

58986_rns_2023-09-25_37c8f347-ebed-445f-bb1f-da57134d5c24.pdf

Sub.: Disclosure under Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 – Postal Ballot Notice

For Reliance Industries Limited

Savithri Parekh Company Secretary and Compliance Officer

Luxembourg Stock Exchange

The Bank of New York Mellon

KFin Technologies Limited

National Securities Depository Limited

POSTAL BALLOT NOTICE

To the Members of the Company,

SPECIAL BUSINESS

1. Appointment of Ms. Isha M. Ambani (DIN: 06984175) as a Non-Executive Director of the Company

2. Appointment of Shri Akash M. Ambani (DIN: 06984194) as a Non-Executive Director of the Company

3. Appointment of Shri Anant M. Ambani (DIN: 07945702) as a Non-Executive Director of the Company

By Order of the Board of Directors

Savithri Parekh

Registered Office:

NOTES:

11. PROCEDURE FOR E-VOTING:

(i) E-VOTING FACILITY:

PROCEDURE TO LOGIN THROUGH WEBSITES OF DEPOSITORIES

National Securities Depository Limited (NSDL)

1. Users already registered for IDeAS e-Services facility of NSDL may follow the following procedure:

2. Users not registered for IDeAS e-Services facility of NSDL may follow the following procedure:

3. Users may directly access the e-Voting module of NSDL as per the following procedure:

Central Depository Services (India) Limited (CDSL)

2. Users not registered for Easi/Easiest facility of CDSL may follow the following procedure:

3. Users may directly access the e-Voting module of CDSL as per the following procedure:

Procedure to login through their demat accounts / Website of Depository Participant

Members who are unable to retrieve User ID / Password are advised to use “Forgot User ID” / “Forgot Password” options available on the websites of Depositories / Depository Participants.

(V) CONTACT DETAILS FOR ASSISTANCE ON E-VOTING:

Item Nos. 1 to 3

By Order of the Board of Directors

Savithri Parekh

Registered Office:

Annexure to the Postal Ballot Notice

By Order of the Board of Directors

Savithri Parekh

Registered Office:

More from Reliance Industries Ltd

Reliance Industries Ltd Proxy Solicitation & Information Statement 2023