The Phoenix Mills Ltd. — Capital/Financing Update 2022

Dec 16, 2022

==> picture [57 x 37] intentionally omitted <==

==> picture [108 x 37] intentionally omitted <==

Corp. Office: Shree Laxmi Woolen Mills Estate, 2nd Floor, R.R. Hosiery, Off Dr. E. Moses Rd. Mahalaxmi, Mumbai - 400 011 Tel: (022) 3001 6600 Fax: (022) 3001 6601 CIN No: L17100MH1905PLC000200

December 16, 2022

BSE Limited Phiroze Jeejeebhoy Towers Dalal Street, Fort, Mumbai- 400 001 Security code: 503100

National Stock Exchange of India Limited Exchange Plaza, Bandra-Kurla Complex, Bandra East, Mumbai- 400051

Symbol: PHOENIXLTD

Dear Sirs/Madam,

Sub: Disclosure under Regulation 30 of SEBI (Listing Obligation and Disclosure – - Requirements), 2015 Transfer of shares by the Company in its Wholly owned subsidiary, Thoth Mall and Commercial Real Estate Private Limited and Acquisition of Land Parcel at Surat

In accordance with Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, we wish to inform you that The Phoenix Mills Limited (‘Company’), Graceworks Realty and Leisure Private Limited (‘GRLPL’) a subsidiary Company, Thoth Mall and Commercial Real Estate Private Limited (Thoth Mall) , a wholly owned subsidiary Company and Safal Constructions (India) Private Limited (BSafal) have, on December 15, 2022 entered into and executed a Securities Purchase Agreement (“SPA”) .

Pursuant to the execution of the said SPA, Company has transferred 80% of its equity shareholding held by it in Thoth Mall to GRLPL and balance 20% equity shareholding to Bsafal as per the details set out below.

Sr. No.	Name of wholly owned subsidiary company whose shares are transferred	Name of Transferee	No. of shares transferred having a face value of Rs. 10 each	Equity Stake (%)	Consideration (Rs.)
1.	Thoth Mall and Commercial Real Estate Private Limited	Graceworks Realty and Leisure Private Limited	40,000	80%	4,00,000

Regd. Office : The Phoenix Mills Ltd., 462 Senapati Bapat Marg, Lower Parel, Mumbai 400 013. Tel : (022) 2496 4307 / 8 / 9 Fax : (022) 2493 8388 E-mail : info@thephoenixmills.com www.thephoenixmills.com

==> picture [57 x 37] intentionally omitted <==

==> picture [108 x 37] intentionally omitted <==

Corp. Office: Shree Laxmi Woolen Mills Estate, 2nd Floor, R.R. Hosiery, Off Dr. E. Moses Rd. Mahalaxmi, Mumbai - 400 011 Tel: (022) 3001 6600 Fax: (022) 3001 6601 CIN No: L17100MH1905PLC000200

2.	Thoth Mall and Commercial Real Estate Private Limited	Safal Constructions (India) Private Limited	10,000	20%	1,00,000
			50,000	100%	5,00,000

Consequent to the transfer of said equity shareholding, Thoth Mall has ceased to be a direct wholly owned subsidiary of the Company and become a direct subsidiary of GRLPL and a step-down subsidiary of the Company.

We wish to further inform that Thoth Mall today completed the acquisition of a land parcel in Surat, Gujarat through the registration of a deed of conveyance, for a total consideration of Rs.510 crores inclusive of stamp duty. The same has been funded by GRLPL and BSafal as part of their overall equity commitment of Rs. 650 Crores in Thoth Mall. The balance equity commitment will be made by GRLPL and BSafal in multiple tranches as required.

Disclosure in terms of Regulation 30 of SEBI (LODR) Regulations, 2015 read with SEBI Circular No. CIR/CFD/CMD/4/2015 dated September 9, 2015 is enclosed as Annexure I.

We request you to take the above information on record.

Thanking you,

Yours faithfully,

For The Phoenix Mills Limited

GAJENDRA Digitally signed by GAJENDRA MEWARA MEWARA Date: 2022.12.16 16:56:34 +05'30' Gajendra Mewara Company Secretary

Regd. Office : The Phoenix Mills Ltd., 462 Senapati Bapat Marg, Lower Parel, Mumbai 400 013. Tel : (022) 2496 4307 / 8 / 9 Fax : (022) 2493 8388 E-mail : info@thephoenixmills.com www.thephoenixmills.com

==> picture [57 x 37] intentionally omitted <==

==> picture [108 x 37] intentionally omitted <==

Corp. Office: Shree Laxmi Woolen Mills Estate, 2nd Floor, R.R. Hosiery, Off Dr. E. Moses Rd. Mahalaxmi, Mumbai - 400 011 Tel: (022) 3001 6600 Fax: (022) 3001 6601 CIN No: L17100MH1905PLC000200

Annexure I

Details in relation to the SEBI Circular No. CIR/CFD/CMD/4/2015 dated September 9, 2015

Sr. No.	Details of Eventsrequired tobedisclosed	Disclosure	Disclosure
a.	The amount and percentage of the turnover or revenue or income and net worth contributed by such unit or division of the listed entity during the last financial year ended 31st March, 2022.			Thoth Mall (in Rs.) NIL NIL 3,80,200
			Particulars	Thoth Mall (in Rs.)
			Amount of Revenue contributed	NIL
			Percentage of Revenue Contributed	NIL
			Net Worth Amount Contributed	3,80,200
b.	Date on which the agreement for sale i.e. Share Purchase Agreement has been entered into;	December 15, 2022
c.	The expected date of completion of sale/ disposal;	The equity shares have been transferred on December 15, 2022.
d.	Consideration received from such sale/disposal	Consideration for the transfer of 50,000 Equity Shares of Rs. 10 each is - Rs. 5,00,000/- (Rupees Five Lakhs only)
e.	Brief details of buyers and whether any of the buyers belong to the promoter/ promoter group/group companies. If yes, details thereof;	Graceworks Realty and Leisure Private Limited, (GRLPL) is a subsidiary of the Company. Company holds 67.10% equity shareholding in GRLPL. The buyers i.e. GRLPL and Bsafal do not belong to the promoter / promoter group of the Company.
f.	Whether the transaction would fall within related party transactions? If yes, whether the same is done at "arms length"	The transaction falls under the ambit of related party transactions and the said transaction is being entered into at arm’s length.

Regd. Office : The Phoenix Mills Ltd., 462 Senapati Bapat Marg, Lower Parel, Mumbai 400 013. Tel : (022) 2496 4307 / 8 / 9 Fax : (022) 2493 8388 E-mail : info@thephoenixmills.com www.thephoenixmills.com

==> picture [57 x 37] intentionally omitted <==

==> picture [108 x 37] intentionally omitted <==

Corp. Office: Shree Laxmi Woolen Mills Estate, 2nd Floor, R.R. Hosiery, Off Dr. E. Moses Rd. Mahalaxmi, Mumbai - 400 011 Tel: (022) 3001 6600 Fax: (022) 3001 6601 CIN No: L17100MH1905PLC000200

g. In case of a slump sale, indicative Not Applicable disclosures provided for amalgamation/merger, shall be disclosed by the listed entity with respect to such slump sale.

Regd. Office : The Phoenix Mills Ltd., 462 Senapati Bapat Marg, Lower Parel, Mumbai 400 013. Tel : (022) 2496 4307 / 8 / 9 Fax : (022) 2493 8388 E-mail : info@thephoenixmills.com www.thephoenixmills.com