Shalimar Paints Ltd. — Capital/Financing Update 2021

Jun 26, 2021

June 26, 2021

BSE Limited National Stock Exchange of India Ltd Corporate Relationship Department, Exchange Plaza, 5 Floor, 1° Floor, New Trading Ring, Plot No. C/1, G- Block Rotunda Building, P.J. Towers, Bandra Kurla Complex, Bandra (E), Dalal Street, Fort, Mumbai - 400 001 Mumbai — 400051

Reference Scrip Code- NSE-SHALPAINTS, BSE-509874 Subject- Submission of Report of Monitoring Agency

Dear Sir/Madam,

Please find enclosed report of Monitoring Agency given by State Bank of India, Industrial Finance Branch 102 Natraj,.194, Sir, M.V Road, W.E Highway- Metro Junction, Andheri (E) Mumbai-400069, along with the Board Comments on the same.

We request you to kindly take the same on records and acknowledge the receipt.

This is for your information and records.

Thanking you For Shalimar Paints Limited —

ief Findfcial Officer

Shalimar Paints Ltd. Corporate Office: 1" Floor, Plot No. 28, Sector 32, Gurugram - 122001, Haryana Regd. Office: Stainless Centre, 4" Floor, Plot No. 50, Sector 32, Gurugram - 122001 Haryana Call: +91 124 461 6600 Fax: +91 124 461 6659 Toll Free: 1800-103-6509 ' , Email Id: askus(ashalimarpaints.com Website: www.shalimarpaints.com CIN: L24222HR1902PLC065611

STATE BANK OF INDIA

Shalimar Paints Limited - Stainless Steel Centre 1 Floor plot no 28 Sector 32 Gurugram 122001

2 FBA/AMT-II/2021-22/91 18.06.2021

HALIMAR PAINTS LIMITED 2EPORT OF THE MONITORING AGENCY

~. With reference to above please find enclosed report of the monitoring agency as on 31.03.2021, for the ight Issue proceeds in the prescribed format.

• Yours Faithfully ;

gee

2 AGM & Relationship Manager

@banksbi . S -. ate ire fra urar, at, sitet fre faa pirat, start, Industrial Finance Branch, Andheri, """S.497-22 2681 ⁹⁷⁰⁰ _. #84 22 2682 3370 / 2682 1340 102, AeTH, 194, AUCH. aT, 102, Aewra, 194, ATU ST. Het, 102, Natraj, 194, Sir M.V. Road, - iy +91 22 2683 3001 / 2683 1648 wg. ant-tat dae, sat (gd), Wg. untae weer, ater cq), W.E. Highway-Metro Junction,

Andheri {E}, Mumbai - 400 069. §2 sbi.04732@sbi.co.in Tag - 400 069. Hag - 400 069.

S.K. BADJATYA & CO.

CHARTERED ACG OUNTANTS 307, O.8. Chambers 12/66, 5. B. Gupta Road, Karol Bagh, New Dethi-110005 Tel: 23012870, Teletax 014 23637458 Mobile : 9810163640 E-mail: jsinsudhit_ ca@rediftmail.com, sjakbadjalyacaggmail.com

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Shalimar Paints Limited, Carp. Office: 1st Floor, Plot No- 28, Sector 32, Gurugram, Haryana-122001

Sub.: Certificate for utilisation of proceeds of Right Issue during quarter ending 31"March ²⁰²¹

• 1. We have verified the unaudited books of account and other relevant records of Shalimar Paints Limited ('Company'), as at °31"March 2021", in connection with its Rights Offer vide its Letter . rf oer. ane utilization of the net issue proceeds as per the object of the Issue given in the said etter of Offer.
• 1. We have verified the details of the utilization of the net issue proceeds submitted by the Company and are as per Annexure to this certificate, initialed by us for identification purposes only, based on the unaudited books of account and relevant records referred to in paragraph 1 above. We have agreed the amounts included in the Annexure with the unaudited books of account and relevant records of the Company as at 31"March 2021. We have verified the accuracy of the Annexure. Our responsibility is to verify the factual accuracy of the facts stated in the Annexure.
• 1. We conducted our procedures in accordance with the Guidance Note on Audit Reports and Certificates for Special Purposes issued by the institute of Chartered Accountants of India.
• 4, We have performed necessary audit so as to ensure the accuracy of figures mentioned in the _ 'Annexure. We also confirm that the utilization of proceeds of the issue is in dine with the section eon "Objects of the issue" mentioned in the Letter of Offer.
• 1. On the basis of the unaudifed books of account and relevant records, information and explanations provided to us and representation from the management of the Company, we certify the utilization of the net issue proceeds as given in the accompanying Annexure.
• 1. We hereby declare that this report is based on the format as prescribed by SEBI Regulations. We further declare that this report provides true and fair view of the utilization of issue proceeds.
• 1. We declare that we do not have any direct / indirect interest in or relationship with the _igsuer/promoters/directors/management and also confirm that we do not perceive any conflict of -.interest in such relationship / interest while monitoring and feporting the utilization of issue ~ proceeds by the issuer.
• 1. This cgrtificate is furnished solely for submission to State Bank of India {the Monitoring Agency) 'regarding the utilization of the net issue proceeds in terms of Clause 4.3 of the Monitoring . _ Agency Agreement dated 1" December 2018 between the Company and onitoring

. . Agency, ("Monitoring Agency Agreement'), and is. not to be used for any other purpose orto j " Se be distributed to any other parties without our prior written consent. oO Capitalized terns not defined herein shall have the meaning ascribed to them in the —

Agency Agreement. oe:

For S.K. Badjatya & Co. Chartered Accountants FRN: 004017C 9)

CA. Sudhir K. Ja Partner Membership No.: 072282 UDIN: 21072282AAAAAZ8220

Date: 14" June 2021 Address: 307, D.R. Chambers, 12/56, D.B. Gupta Road, Karol Bagh, New Delhi-110005

Encl.: Annexure for Utilisation of Proceeds of Right Issue during quarter ended 34%March '24

SCHEDULE XI - FORMAT OF REPORT TO BE SUBMITTED BY THE MONITORING AGENCY [See regulation 82(2) and 82(3)]

Report of the Monitoring Agency Name of the issuer: Shalimar Paints Limited

For quarter ended: March 31% 2021.

Name of the Monitoring Agency: State Bank of India, Industrial Financial Branch, Andheri East, -| Mumbai- 400069

(a) Deyation from the objects: Due to lower Subscription of 92.28% in the Rights Issue, the proceeds from the Rights Issue amounted to Rs. 20,087.24 Lakhs instead of Rs. 21,767.15 Lakhs as per the Letter of Offer. * : Accordingly, the amount allocated in some of the Objects has been modified. In view of additional Working ~.. Capital requirement, there is increase in the allocation of funds towards Long Term Working Capital oS Requirement — The major Object of the Issue. Further, the same is adjusted through reduction in estimated -| cost of Setting up of Paints manufacturing plant at Nashik including Regional Distribution Centre (RDC) at Nashik. Date: [18.06.2021]

: - _ (b) Range of Deviation*: The Company received Rs. 20,087.24 Lakhs from the proceeds of the Rights Issue "Lin view of lower subscription instead of Rs. 21,767.15 Lakhs. Accordingly, the amount allocated in some of the Objects was modified. Further, in view of additional Working Capital requirements and reduction in _.| estimated cost of Setting up of Paints manufacturing plant at Nashik including Regional Distribution Centre '| (RDC) at Nashik, the utilisation for Long Term Working Capital has increased by 3.21%.

'+ Declaration:

ord

2) We declare that this report is based on the format prescribed by the SEBI (ICDR) Regulations, 2018, 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 ayhiteetromitoring' and reporting the utilization of the issue proceeds by the issuer. "= However, we arg "one-afthasRankers, adMielBompany and have extended Credit Facilities to it.

| Signature: pe — .| Name and desi Nuthorized, sSignatory: Designation of AGHTOHHEN Person Signing Authority: "*. | Seal of the MorlifofitfBA gency:

1) Issuer Details:

2) sue Details

3) Details of the arrangement made to ensure the monitoring of issue proceeds:

	Issuer Details: 1)
	Name of the issuer : Shalimar Paints Limited
	Names of the promoter : Mr. Ratan Jindal and Hind
	Strategic Investments
	which Industry/sector to it "e Coatings	belongs: Paint	&
	2) sue Details
	"Issue Period : December 03, 2018 to December 24,
	2018
	Type of issue (public/rights) : Rights Issue
	Type of specified securities : Equity Shares of the Company
	IPO Grading, if any : Not applicable
	Issue size (Rs, In Lacs) : Rs.21,767.15 Lakhs (Final
	Figure of Subscription was Rs. 20,087.24 Lakhs)
	arrangement made Details the of 3)	ensure to	the
	monitoring of issue proceeds:
	(Give item by item description for all the objects stated in the offer document separately in following format)
oe	7 - Particulars		Reply Comments of the	Comments the
			Monitoring Agency	Board of
				Directors
	Whether all utilization is as per the disclosures in Yes/ the Offer Document?	No	Yes#
	Whether shareholder approval has been obtained Yes/
"	in case of material deviations# from expenditures No		No
	disclosed in the Offer Document? -1
af	Whether the means of finance for the disclosed	Yes/	No
'	objects of the issue has changed?	No
	Is there any major deviation observed over the	Yes/	No
	earlier monitoring agency reports?	No
"<:.	Whether all Government/statutory approvals	Yes/	Yes
. sy	related to the object(s) have been obtained?	No
'	~{ Whether all arrangements pertaining to technical Yes/ assistance/collaboration are in operation?	No	Yes
_	Are there any favorable events improving the	Yes/	Yes
	viability of these object(s)?	No
:.	Are there any unfavorable events affecting the	Yes/	No
	og) Viability of the object(s)?	No
	~~} Is there any other relevant information that may	Yes/	No
'	materially affect the decision making of the investors?	No

_.# However, the utilization in different heads of the Objects of the Issue had to be modified in view of lesser ~ °° ¢hanged requirement in various heads. a proceeds collected in the Rights Issue due to lower subscription to the extent of 92.28% and as well as slightly

*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.

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

	(3) Cost of object(s)
				(Give Item by [tem Description for all the Objects Stated in Offer Document separately in following format)		(Rs. In Lacs)
No Sl.	Item Head	Original Cost (as D per the Offer ocument}	Revised Cost *	Comments of the Monitoring Agency	Reason of Proposed cost revision	financing : option	Comments of the Board of Directors Particulars of firm arrangements
1@)	Project of Reinstatement of paint manufacturing plant at Nashik	6169 5152.13	\$152.13 Revised to 5075.78 Lacs	oe No significant Change			made
	Setting up of Regional 2(b) Distribution Centre {RDC) at Nashik	340.00	: 340 {o00) to	A , rere ised cost of smaller RDC would be Rs. 40 —
2	Lone Term Workine Cont Rex ven oats aplial Kequirements	13,500.00	Revised to 2,564.15)	In view of Lower Subscription at 92.28% in the Rights Issue, the amount allocated was reduced 12,187.80 (Further after allotment in the Rights Issue. Further, to meet the additional Working Capital Requirement, the allocation for Long Term Working Capital Requirements has been increased by Rs.376.35 Lakhs to Rs. 12,564.15 Lakhs
3	General Corporate ces Orpo Purposes	3,782.75	3,415.07	In view of Lower Subscription at 92.28% in the Rights Issue, the amount allocated was reduced after allotment in the Rights Issue
		92.00	92.00	No Change in Proposed cost
	4 Expenses for the issue Total	22,866.88	21,186.99

* Including Rs.20087.26 Lakhs from Rights Issue proceeds and Rs. 1099.73 lakhs received as Insurance claim for Nashik Plant.

	(i) Progress in the object(s) -		(Give item by item description for all the Objects stated in the Offer Document in the following format) a:	:				CRs. In Lacs)
No. Sr.	Item Head	Amount as proposed in the Offer Document oak ( Revised)	As at beginning of the quarter ( Including . Insurance claim proceeds)	Amount utilized till March 31, 2021 : During the quarter	At the end of the quarter	Total unutilized amount	Comments of the Monitoring Agency	: for idle funds	Comments of the Board of Directors Reasons Proposed course of action
	Project of Reinstatement of 1(a) paint manufacturing plant at Nashik	5152.13 Revised to 5075.78 Lacs *	4,840.24	39.37	4,879.61		Utilisation as 196.17 disclosed in Letter of Offer #
2(b)	Setting up of Regional Distribution Centre to 40.00) (RDC) at Nashik	340 (Revised	/ 40.00		40.00	-	7 th ised S per the revise cost given Cost of
	Lone Term 2 Working Capital Requirements	12,187.80 Gunther evised to 12,564.15}	12,564.15	-	12,564.15 -		Object(S}¥ Modification from Rs. 13,500.00 Lakhs P88 chs*. Further revised to Rs.
3	» General Corporate purposes	3,415.07	3,415.07	-	3,415.07	-	12564.15 Lakhs Modification from Rs. 3,782.75 Lakhs to Rs. 3,415.07
4	Expenses for th -Xpenses tor ihe issue Total	92.00 21,186.99	92.00 20,951.46	- -	92.00 20,990.83	-	Lakhs. Utilisation as disclosed in Letter of Offer

As * In view on March of Lower 31, 2021, Subscription Rs. 196.17 in the Lakhs Rights are Issue, outstanding the amount which allocated are being to paid the to Objects vendors were of Project.

4

\$Provide following details under Item Head: {a) Name of the object(s): (b) Brief description of the object(s): " 4 (c) Location of the object(s) (if applicable): . 4, - (iii) Deployment of unutilised IPO proceeds: " (Rs. In Lacs)

	\$Provide following details under Item Head: {a) Name of the object(s): (b) Brief description of the object(s): (c) Location of the object(s) (if applicable):	"		4 . 4, -
Sr. No.	(iii) Deployment of unutilised IPO proceeds: Type of instrument and name of the entity invested in		" Amount invested	Maturity date	Earnin 8	Return on Investment Market Value as at the end of (%)	(Rs. In Lacs) quarter*
1	Balance with Bank Total Available balance		196.17 196.17	NA	NA	NA	196.17 196.17
	* Where the market value is not feasible, provide NAV/NRV/Book Value of the same (iv) Delay in implementation of the object(s)					(Rs. In Lacs)
	Object : yject(s)	As er the Offer ocumment	Completion Date	Actual*	Delay (no. o f days/ months)	Reason of delay	Comments of the Board of Directors	Proposed course of action

	\$Provide following details under Item Head: {a) Name of the object(s): (b) Brief description of the object(s): (c) Location of the object(s) (if applicable):	"		4 . 4, -
Sr. No.	(iii) Deployment of unutilised IPO proceeds: Type of instrument and name of the entity invested in		" Amount invested	Maturity date	Earnin 8	Return on Investment Market Value as at the end of (%)	quarter*	(Rs. In Lacs)
1	Balance with Bank		196.17	NA	NA	NA	196.17
	Total Available balance		196.17				196.17
	* Where the market value is not feasible, provide NAV/NRV/Book Value of the same (iv) Delay in implementation of the object(s)					(Rs. In Lacs)
	Object :		Completion Date		Delay (no. o f		Comments of the Board of Directors
	yject(s)	As er the Offer ocumment	Actual*		days/ months)		Reason of delay	Proposed course of action
:	Project of Reinstatement of paint facturing manufacturing plant at Nashik : rent	31-03-2019	:	Completed in May 2019 commercial production 2 Month started in August 2019
	Setting up of Regional Distribution Centre (RDC) at Nashik	ayant	:	31-03-2019 Completed in March 2020 12 Month
Requirements	Long Term Working Capital	31-03-2019		Completed
	General Corporate purposes	31-03-2019		Completed

* in case of continuing object(s), please specify latesi/revised estimate of the completion date.

Name of the issuer : Shalimar Paints Limited

Names of the promoter : Mr. Ratan Jindal and Hind Strategic Investments Industry/sector to which it belongs: Paint & Coatings 2) Issue Details Issue Period : December 03, 2018 to December 24, 2018 Type of issue (public/rights) : Rights Issue Type of specified securities : Equity Shares of the Company IPO Grading, if any : Not applicable Issue size (Rs, In Lacs) : Rs.21,767.15 Lakhs (Final Figure of Subscription was Rs. 20,087.24 Lakhs) 3) Details of the arrangement made to ensure the monitoring of issue proceeds: (Give item by item description for all the objects stated in the offer document separately in following format) Particulars Reply | Comments of the Comments the Monitoring Agency Board of Directors Whether all utilization is as per the disclosures in | Yes/ Yes# Yes# the Offer Document? No Whether shareholder approval has been obtained | Yes/ No in case of material deviations# from expenditures | No No disclosed in the Offer Document? Whether the means of finance for the disclosed . | Yes/ No No. objects of the issue has changed? No Is there any major deviation observed over the Yes/ No No earlier monitoring agency reports? No Whether all Government/statutory approvals Yes/ Yes Yes related to the object(s) have been obtained? No Whether all arrangements pertaining to technical | Yes/ Yes Yes assistance/collaboration are in operation? No Are there any favorable events improving the Yes/ Yes Yes viability of these object(s)? No Are there any unfavorable events affecting the Yes/ No No viability of the object(s)? No Is there any other relevant information that may Yes/ No No materially affect the decision making of the No

investors?

1) Issuer Details:

Shalimar Paints Ltd. | Corporate Office : ist Floor, Plot No. 28, Sector 32, Gurugram 122001, Haryana © SHALIMAR | Regd. Office: Stainless Centre, 4th Floor, Plot No. 50, Sector- 32, Gurugram-122001, Haryana (india) PAINTS B: +91 124 461 6600 Fs +91 124 461 6659 | E: askus@shalimarpaints.com | www.shalimarpaints.com | CIN: L24222HR1902PLC065611

However, the utilization in different heads of the Objects of the Issue had to be modified in view of lesser proceeds collected in the Rights Issue due to lower subscription to the extent of 92.28% and as well as slightly changed requirement in various heads.

*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.

4) Details of object(s) to be monitored

(i) Cost of object(s)

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		Particulars of arrangements made firm		NA	NA	NA	NA
(Rs. In Lacs)		financing Proposed option		NA	NA	NA	NA
	Comments of the Board of Directors	Reason of cost revision	Change No significant	Smaller Regional Distribution Centre (RDC) has been setup.	Requirement, the allocation for the additional Working Capital In view of Lower Subscription at 92.28% in the Rights Issue, increased by Rs.376.35 Lakhs Rights Issue. Further, to meet reduced after allotment in the Long Term Working Capital the amount allocated was to Rs. 12,564.15 Lakhs Requirements has been	In view of Lower Subscription at 92.28% in the Rights Issue, reduced after allotment in the the amount allocated was Rights Issue	NA
(Give Item by Item Description for all the Objects Stated in Offer Document separately in following format)		Comments of the Monitoring Agency	Change No significant	The revised cost of smaller RDC would be Rs. 40 Lacs.	allocated was reduced after allotment in 92.28% in the Rights Issue, the amount has been increased by Rs.376.35 Lakhs Term Working Capital Requirements Requirement, the allocation for Long the Rights Issue. Further, to meet the In view of Lower Subscription at additional Working Capital to Rs. 12,564.15 Lakhs	allocated was reduced after allotment in 92.28% in the Rights Issue, the amount In view of Lower Subscription at the Rights Issue	No Change in Proposed cost		1099.73 lakhs received as Insurance claim for Nashik Plant.
		Revised Cost *	5152.13 Revised to 5075.78 Lacs	340 (Revised to 40.00)	(Further Revised to 12,564.15) 12,187.80	3,415.07	92.00	21,186.99
		(as per the Offer Original Cost Document)	5,152.13	340.00	13,500.00	3,782.75	92.00	22,866.88	* Including Rs.20087.26 Lakhs from Rights Issue proceeds and Rs.
		Item Head	Reinstatement of plant at Nashik manufacturing Project of paint	Distribution Centre (RDC) at Nashik Setting up of Regional	Working Capital Requirements Long Term	General Corporate purposes	Expenses for the issue	Total
		No SI.	l(a)	2(b)

Directors		be paid as per respective PO and retention amount will Balance clause.	NA	NA	NA
	Reasons for idle funds	structural supply & delay in Due to Due to	Utilised Fully	Utilised Fully	Utilised Fully	Utilised Fully
	Comments of the Monitoring Agency	disclosed in Letter Utilisation as of Offer #	cost given Cost of As per the revised	12,187.80 Lakhs*. Further revised to 13,500.00 12564.15 Lakhs to Rs. Rs. Rs.	Modification from 3,415.07 Lakhs. Rs. 3,782.75 Lakhs to Rs.	disclosed in Letter Utilisation as of Offer
	unutilized amount Total	196.17
	At the end of the quarter	4,879.16	40.00	12,564.15	3,415.07	92.00
	During the quarter	39.37
	As at beginning of Insurance claim the quarter ( Including proceeds)	4,840.24	40.00	12,564.15	3,415.07	92.00
	Document ( proposed in Revised)* the Offer	5075.78 Lacs Revised to 5152.13	340 (Revised to 40.00)	12,564.15) 12,187.80 Revised to (Further	3,415.07	92.00
	Item Head	Reinstatement of plant at Nashik manufacturing Project of paint	Centre (RDC) at Distribution Regional	Working Capital Requirements Long Term	Corporate purposes General	Expenses for the issue
	Sr.	1(a)	2(b)
	Comments of the Board of ( Rs. In Lacs) Amount utilized till March 31, 2021	Amount as		COVID 19 Setting up of	Modification from Object(S)# Nashik	Lakhs

| Total | 21,186.99 | 20,951.46 | 39.37 | 20,990.83 | 196.17 | * In view of Lower Subscription in the Rights Issue, the amount allocated to the Objects were reduced. #As on March 31, 2021, Rs. 196.17 Lakhs are outstanding which are being paid to vendors of Project.

\$Provide following details under Item Head:

(a) Name of the object(s): (b) Brief description of the object(s):

(c) Location of the object(s) (if applicable):

(iii) Deployment of unutilised IPO proceeds: (Rs. In Lacs)

Return on Investment Market Value as at the end of , quarter	196.17	196.17
(%)	NA
Earning , :	NA
Maturity date	NA
Amount invested '	196.17	196.17
Type of instrument and name of the entity invested in : '	Balance with Bank	Total Available balance
No. Sr.	1

* Where the market value is not feasible, provide NAV/NRV/Book Value of the same

(iv) Delay in implementation of the object(s)				(Rs. In Lacs)
		Completion Date	Delay	Comments of the Board of Directors
Object(s) '	As per the Offer Document	Actual*	months) (no. of days	Reason of delay	course of action Proposed
Project of Reinstatement of paint manufacturing plant at Nashik	31-03-2019	Completed in May 2019 commercial production started in August 2019	Month 2	The delay was due to delay in construction of plant.	Reinstatement completed
Setting up of Regional Distribution Centre (RDC) at Nashik		31-03-2019 Completed in March 2020 12 Month		Since the construction of main plant got delayed, the construction of RDC also got delayed	NA
Long Term Working Capital Requirements	31-03-2019	Completed		Completed	NA
General Corporate purposes	31-03-2019	Completed		Completed	NA
Expenses for the issue	31-03-2019	Completed		Completed	NA
* In case of continuing object(s), please specify latest/revised estimate of the completion date.