Disclosure Document Dated December 6, 2018

Disclosure Document For private circulation only

CIN - L17110MH1973PLC019786 Registered Office: 3rd Floor, Maker Chambers IV, 222, Nariman Point, Mumbai – 400 021 Compliance Officer: K. Sethuraman Tel: +91-22-3555 5000; Fax: +91-22-2204 2068; E-mail: [email protected]; Website: www.ril.com DISCLOSURE DOCUMENT DATED DECEMBER 6, 2018 Disclosure Document for issue by way of private placement by Reliance Industries Limited (“RIL” or the “Company” or the “Issuer”) of i) 25,000 partly-paid unsecured redeemable non-convertible debentures - PPD Series IA of the face value of Rs. 10,00,000 each, with marketable lot of one, for cash aggregating to Rs. 2,500 Crore (‘PPD Series IA Debentures’) and ii) 30,000 unsecured redeemable non-convertible debentures - PPD Series IB of the face value of Rs. 10,00,000 each, with marketable lot of one, for cash aggregating to Rs. 3,000 Crore (‘PPD Series IB Debentures’) (‘PPD Series IA Debentures’ and/ or ‘PPD Series IB Debentures’ shall be referred to as the “Debentures”) . The issue of the Debentures (the “Issue”) would be under the electronic book mechanism for issuance of debt securities on private placement basis as per the Securities and Exchange Board of India (“SEBI”) circular no. SEBI/HO/DDHS/CIR/P/2018/122 dated August 16, 2018 and any amendments thereto (“SEBI EBP Circular”) read with the “Updated Operational Guidelines for issuance of Securities on Private Placement basis through an Electronic Book Mechanism” issued by BSE vide their Notice No. 20180928-24 dated September 28, 2018 and any amendments thereto (“BSE EBP Guidelines”, together with the SEBI EBP Circular referred to as the “Operational Guidelines”). The Company intends to use the BSE BOND-EBP Platform (as defined in Section 1 titled “Definitions”) for this Issue. THIS DISCLOSURE DOCUMENT IS BEING UPLOADED ON THE BSE BOND-EBP PLATFORM TO COMPLY WITH THE OPERATIONAL GUIDELINES AND AN OFFER WILL BE MADE BY ISSUE OF THE PRIVATE PLACEMENT OFFER CUM APPLICATION LETTER (“PPOAL”) AFTER COMPLETION OF THE BIDDING PROCESS ON ISSUE / BID CLOSING DATE TO SUCCESSFUL BIDDERS IN ACCORDANCE WITH THE PROVISIONS OF THE COMPANIES ACT, 2013, AS AMENDED, AND RULES ISSUED THEREUNDER. This document provides disclosures in accordance with the SEBI (Issue and Listing of Debt Securities) Regulations, 2008 as amended (the “SEBI ILDS Regulations”) and provides additional disclosures in Section 4 (Additional Disclosures). The Eligible Participants (as defined in Section 1 titled “Definitions”) must evaluate the disclosures in the Disclosure Document for taking their investment decision. GENERAL RISKS

Investment in debt and debt related securities involve a degree of risk and Eligible Participants should not invest any funds in the debt instrument, unless they understand the terms and conditions of the Issue, the risk factors set out in Annexure C (Management’s Perception of Risk Factors) and can afford to take the risks attached to such investments. For taking an investment decision, Eligible Participants must rely on their own examination of the Company and the Issue including the risks involved. The Issue of the Debentures have not been recommended or approved by SEBI nor does SEBI guarantee the accuracy or adequacy of this document. Eligible Participants are advised to take an informed decision and consult their tax, legal, financial and other advisers, regarding the suitability of the Debentures in the light of their particular financial circumstances, investment objectives and risk profile. CREDIT RATING

The Debentures have been rated “CRISIL AAA/ Stable” (“CRISIL TRIPLE A rating with stable outlook”) by CRISIL Limited and “[ICRA] AAA (Stable)” (“ICRA TRIPLE A rating with stable outlook”) by ICRA Limited and “CARE AAA/ Stable” (“CARE TRIPLE A rating with stable outlook”) by CARE Ratings Limited (CRISIL Limited, ICRA Limited and CARE Ratings Limited are hereinafter collectively referred to as the “Credit Rating Agencies”). This indicates “highest degree of safety” with respect to timely payment of interest and principal on the Debentures. The ratings are not a recommendation to buy, sell or hold the Debentures and Eligible Participants should take their own decision. The ratings may be subject to suspension, revision or withdrawal at any time by the assigning Credit Rating Agencies. Each of the Credit Rating Agencies have a right to revise, suspend or withdraw the rating at any time on the basis of factors such as new information or unavailability of information or other circumstances which the Credit Rating Agencies believe may have an impact on its rating. Please refer to Annexures L, M and N to this Disclosure Document for rating letters by the Credit Rating Agencies. LISTING

PPD Series IA Debentures and PPD Series IB Debentures are proposed to be separately listed on the Wholesale Debt Market segment of the National Stock Exchange of India Limited (“NSE”) and BSE Limited (“BSE”). NSE and BSE shall be collectively referred to as the “Stock Exchanges”. BSE shall be the designated stock exchange for the Issue. The Issuer shall comply with the requirements of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended (the “SEBI LODR Regulations”) to the extent applicable to it on a continuous basis. NSE has given its in-principle listing approval for the Debentures proposed to be offered through this Disclosure Document vide its letter dated December 6, 2018 and BSE has given its in-principle listing approval for the Debentures proposed to be offered through this Disclosure Document vide its letter dated December 6, 2018. Please refer to Annexures O and P to this Disclosure Document for the in-principle listing approvals. ISSUE PROGRAMME

ISSUE OPENING DATE ISSUE CLOSING DATE PAY IN DATE DEEMED DATE OF ALLOTMENT December 10, 2018 December 10, 2018 December 11, 2018 December 11, 2018 The Issuer reserves the right to change the Issue Programme including the Deemed Date of Allotment (as defined hereinafter) at its sole discretion in accordance with the timelines specified in the Operational Guidelines, without giving any reasons or prior notice. The Issue will be open for bidding as per bidding window that would be communicated through the BSE BOND-EBP Platform. The Issue shall be subject to the provisions of the Companies Act, the rules notified thereunder SEBI ILDS Regulations, the Memorandum and Articles of Association of the Issuer, the terms and conditions of the Disclosure Document filed with the Stock Exchanges and other documents in relation to the Issue.

DEBENTURE TRUSTEE REGISTRAR & TRANSFER AGENT ARRANGER

Karvy Fintech Private Limited Axis Trustee Services Limited Karvy Selenium Tower B, The Ruby, 2nd Floor, SW Plot 31-32 Gachibowli Financial District, Nanakramguda, ICICI Bank Limited 29, Senapati Bapat Marg, Dadar Hyderabad – 500 032, ICICI Bank Towers, West Mumbai – 400 028, Maharashtra, Telangana, India Bandra Kurla Complex, India Tel: +91-40-6716 1700 Mumbai- 400 051 Tel: 91-22–6230 0451 Fax: +91-40-6716 1680 Tel: 022 4008 7210 E-mail: [email protected] Toll Free: 1800 425 8998 E-mail: [email protected] E-mail: [email protected] Strictly Confidential Disclosure Document For private circulation only

TABLE OF CONTENTS DISCLAIMER ...... 3 1. DEFINITIONS AND ABBREVIATIONS ...... 8 2. ISSUER INFORMATION ...... 13 2.1 About the Issuer ...... 13 2.2 Brief summary of Business/ Activities of the Issuer and its line of Business ...... 15 2.2.1 Overview ...... 15 2.2.2 Corporate Structure ...... 29 2.2.3 Key Operational and Financial Parameters for the last 3 Audited years*** ...... 32 2.2.4 Project cost and means of financing, in case of funding new projects ...... 34 2.2.5 Objects of the Issue ...... 34 2.3 Brief history of the Issuer since its incorporation ...... 34 2.3.1 Details of Share Capital as on last quarter end i.e. September 30, 2018 ...... 34 2.3.2 Changes in Capital structure as on last quarter end, i.e. September 30, 2018 for the last 5 years* ...... 35 2.3.3 Equity Share Capital History of the Company as on last quarter end i.e. September 30, 2018 for the last 5 Years ...... 35 2.3.4 Details of any Acquisition or Amalgamation in the last 1 year ...... 37 2.3.5 Details of any Reorganization or Reconstruction in the last 1 year ...... 39 2.4 Details of the shareholding of the Company as on the latest quarter end i.e. September 30, 2018 ...... 40 2.4.1 Shareholding pattern of the Company as on last quarter end i.e. September 30, 2018* ...... 40 2.4.2 List of top 10 holders of equity shares of the Company as on the latest quarter end i.e. September 30, 2018 ...... 40 2.5 Details regarding the Directors of the Company ...... 41 2.5.1 Details of the current Directors of the Company as of the date of this Disclosure Document ...... 41 2.5.2 Details of change in Directors since last three years ...... 44 2.6 Details regarding the Auditors of the Company ...... 44 2.6.1 Details of the statutory auditors of the Company ...... 44 2.6.2 Details of change in statutory auditors since last three years ...... 44 2.7 Details of borrowings of the Company as on latest quarter ended i.e. September 30, 2018 ...... 45 2.7.1 Details of Secured Loan Facilities* ...... 45 2.7.2 Details of Unsecured Loan Facilities (as on September 30, 2018)* ...... 46 2.7.3 Details of NCDs as of September 30, 2018 ...... 54 2.7.4 List of top 10 Debenture Holders as on September 30, 2018 ...... 56 2.7.5 The amount of corporate guarantee issued by the Issuer along with name of the counterparty (like name of the subsidiary, JV entity, group company, etc.) on behalf of whom it has been issued as on September 30, 2018 ...... 59 2.7.6 Details of Commercial Papers...... 59 2.7.7 Details of rest of the borrowing (if any including hybrid debt like FCCB, Optionally Convertible Debentures/ Preference Shares) as on September 30, 2018 ...... 61 2.7.8 Details of all default/s and/or delay in payments of interest and principal of any kind of term loans, debt securities and other financial indebtedness including corporate guarantee issued by the Company, in the past 5 years ...... 61 2.7.9 Details of any outstanding borrowings taken/ debt securities issued where taken/ issued (i) for consideration other than cash, whether in whole or part, (ii) at a premium or discount, or (iii) in pursuance of an option ...... 61 2.8 Details of Promoters of the Company ...... 61

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2.8.1 Details of Promoter Holding in the Company as on the latest quarter end i.e. September 30, 2018 ...... 61 2.9 Abridged version of Financial information for the last 3 years ...... 64 2.9.1 Abridged version of Audited Consolidated financial information for the last three years ...... 64 2.9.2 Abridged version of Audited Standalone financial information for the last three years ...... 65 2.9.3 Abridged version of Latest Audited / Limited Review Half Yearly Consolidated financial information ...... 66 2.9.4 Abridged version of Latest Audited / Limited Review Half Yearly Standalone financial information ...... 66 2.10 Any material event/ development or change having implications on the financials/ credit quality (i.e. any material regulatory proceedings against the Issuer/ promoters, tax litigations resulting in material liabilities, corporate restructuring event etc.) at the time of issue which may affect the issue or the investor’s decision to invest/ continue to invest in the debt securities...... 67 2.11 Debenture Trustee ...... 67 2.12 Credit Rating of Debentures ...... 68 2.13 Guarantee or comfort for the Debentures ...... 68 2.14 Consent letter from the Debenture Trustee ...... 68 2.15 Listing of Debentures ...... 68 2.16 Other Details ...... 69 3. ISSUE DETAILS ...... 85 4. ADDITIONAL DISCLOSURES ...... 93 5. DISCLOSURES PERTAINING TO WILFUL DEFAULT ...... 98 ANNEXURE A ...... 100 ANNEXURE B ...... 101 ANNEXURE C ...... 112 ANNEXURE D ...... 127 ANNEXURE E ...... 128 ANNEXURE F ...... 129 ANNEXURE G ...... 130 ANNEXURE H ...... 137 ANNEXURE I ...... 141 ANNEXURE J ...... 145 ANNEXURE K ...... 146 ANNEXURE L ...... 147 ANNEXURE M ...... 149 ANNEXURE N ...... 152 ANNEXURE O ...... 154 ANNEXURE P ...... 155 ANNEXURE Q ...... 156 ANNEXURE R ...... 161

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DISCLAIMER

This Disclosure Document is neither a prospectus nor a statement in lieu of a prospectus and should not be construed to be a prospectus or a statement in lieu of a prospectus under the Companies Act. The issue of Debentures to be listed on NSE and BSE is being made strictly on a private placement basis. This Disclosure Document is not intended to be circulated to any person other than the Eligible Participants. Multiple copies hereof given to the same entity shall be deemed to be given to the same person and shall be treated as such. This Disclosure Document does not constitute and shall not be deemed to constitute an offer or a private placement of the Debentures under the Companies Act or to the public in general. The contents of this Disclosure Document should not be construed to be an offer within the meaning of Section 42 of the Companies Act. This Disclosure Document shall be uploaded on the BSE BOND-EBP Platform to comply with the Operational Guidelines and an offer shall only be made upon the issue of the PPOAL to successful bidders after the completion of the bidding process.

This Disclosure Document has been prepared in conformity with the SEBI ILDS Regulations and Companies Act to provide general information about the Issuer and the Debentures to Eligible Participants and shall be uploaded on the BSE BOND-EBP Platform to facilitate invitation of bids. This Disclosure Document shall be available on the wholesale debt market segment of the BSE and NSE website after the final listing of the Debentures. This Disclosure Document does not purport to contain all the information that any Eligible Participant may require. Neither this Disclosure Document nor any other information supplied in connection with the Issue is intended to provide the basis of any credit or other evaluation and any recipient of this Disclosure Document should not consider such receipt a recommendation to subscribe to the Issue or purchase any Debentures. Each Eligible Participant contemplating subscribing to the Issue or purchasing any Debentures should make its own independent investigation of the financial condition and affairs of the Issuer and its own appraisal of the creditworthiness of the Issuer as well as the structure of the Issue. Eligible Participants should consult their own financial, legal, tax and other professional advisors as to the risks and investment considerations arising from an investment in the Debentures. It is the responsibility of successful bidders to also ensure that they will sell these Debentures strictly in accordance with this Disclosure Document and Applicable Laws, so that the sale does not constitute an offer to the public, within the meaning of the Companies Act. Neither the intermediaries, nor their agents, nor advisors associated with the Issue undertake to review the financial condition or any of the affairs of the Issuer contemplated by this Disclosure Document or have any responsibility to advise any Eligible Participant or successful bidders on the Debentures of any information coming to the attention of any other intermediary.

The Issuer confirms that, as of the date hereof, this Disclosure Document (including the documents incorporated by reference herein, if any) contains all information in accordance with the SEBI ILDS Regulations that are material in the context of the Issue of the Debentures, and are accurate in all material respects and does not contain any untrue statement of a material fact or omit to state any material fact necessary to make the statements herein not misleading, in the light of the circumstances under which they are made. No person has been authorised to give any information or to make any representation not contained or incorporated by reference in this Disclosure Document or in any material made available by the Issuer to any Eligible Participant pursuant hereto and, if given or made, such information or representation must not be relied upon as having been authorised by the Issuer. The legal advisor to the Issuer and any other intermediaries and their agents and advisors associated with the Issue have not separately verified the information contained herein. Accordingly, the legal advisors to the Issuer and other intermediaries associated with the Issue shall have no liability in relation to the information contained in this Disclosure Document or any other information provided by the Issuer in connection with the Issue.

This Disclosure Document and the contents hereof are restricted for providing information

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under SEBI ILDS Regulations for the purpose of inviting bids on the BSE BOND-EBP Platform only from the Eligible Participants. An offer of private placement shall be made by the Issuer by way of issue of the PPOAL to the successful bidders who have been addressed through a communication by the Issuer and/ or the Arranger, and only such recipients are eligible to apply to the Debentures. All Eligible Participants are required to comply with the relevant regulations/ guidelines applicable to them, including but not limited to the Operational Guidelines for investing in this issue. The contents of this Disclosure Document and any other information supplied in connection with this Disclosure Document or the Debentures are intended to be used only by those Eligible Participants to whom it is distributed. It is not intended for distribution to any other person and should not be reproduced or disseminated by the recipient.

The Issue of the Debentures will be under the electronic book mechanism as required in terms of the Operational Guidelines.

No offer of private placement is being made to any persons other than the successful bidders on the BSE BOND-EBP Platform to whom the PPOAL will be separately sent by or on behalf of the Issuer. Any application by any person who is not a successful bidder (as determined in accordance with the Operational Guidelines) shall be rejected without assigning any reason.

The person who is in receipt of this Disclosure Document shall maintain utmost confidentiality regarding the contents of this Disclosure Document and shall not reproduce or distribute in whole or part or make any announcement in public or to a third party regarding the contents of this Disclosure Document or deliver this Disclosure Document or any other information supplied in connection with this Disclosure Document or the Debentures to any other person, whether in electronic form or otherwise, without the consent of the Issuer. Any distribution or reproduction of this Disclosure Document in whole or in part or any public announcement or any announcement to third parties regarding the contents of this Disclosure Document or any other information supplied in connection with this Disclosure Document or the Debentures is unauthorized. Failure to comply with this instruction may result in a violation of the Companies Act, the SEBI ILDS Regulations or other Applicable Laws of India and other jurisdictions. This Disclosure Document has been prepared by the Issuer for providing information in connection with the proposed Issue described in this Disclosure Document.

The Issuer does not undertake to update this Disclosure Document to reflect subsequent events after the date of the Disclosure Document and thus it should not be relied upon with respect to such subsequent events without first confirming its accuracy with the Issuer.

Neither the delivery of this Disclosure Document nor any Issue made hereunder shall, under any circumstances, constitute a representation or create any implication that there has been no change in the affairs of the Issuer since the date hereof.

Each person receiving the Disclosure Document acknowledges that:

Such person has been afforded an opportunity to request and to review and has received all additional information considered by it to be necessary to verify the accuracy of or to supplement the information herein and such person has not relied on any intermediary that may be associated with issuance of Debentures in connection with its investigation of the accuracy of such information or its investment decision. Each such person in possession of this Disclosure Document should carefully read and retain this Disclosure Document. However, each such person in possession of this Disclosure Document is not to construe the contents of this Disclosure Document as investment, legal, accounting, regulatory or tax advice, and such persons in possession of this Disclosure Document should consult their own advisors as to all legal, accounting, regulatory, tax, financial and related matters concerning an investment in the Debentures. Each person receiving this Disclosure Document acknowledges and

Strictly Confidential Disclosure Document For private circulation only

confirms that he is not an arranger for the Debentures save and except Arranger as defined in this Disclosure Document.

The Issuer does not undertake to update the Disclosure Document to reflect subsequent events after the date of the Disclosure Document and thus it should not be relied upon with respect to such subsequent events without first confirming its accuracy with the Issuer.

Neither the delivery of this Disclosure Document nor any issue of Debentures made thereunder shall, under any circumstances, constitute a representation or create any implication that there has been no change in the affairs of the Issuer since the date hereof.

This Disclosure Document does not constitute, nor may it be used for or in connection with, an offer or solicitation by anyone in any jurisdiction other than in India in which such offer or solicitation is not authorised or to any person to whom it is unlawful to make such an offer or solicitation. No action is being taken to permit an offering of the Debentures or the distribution of this Disclosure Document in any jurisdiction where such action is required. The distribution of this Disclosure Document and the offer, sale, transfer, pledge or disposal of the Debentures may be restricted by law in certain jurisdictions. Persons who have possession of this Disclosure Document are required to inform themselves about any such restrictions. No action is being taken to permit an offering of the Debentures or the distribution of this Disclosure Document in any jurisdiction other than India.

DISCLAIMER OF THE STOCK EXCHANGES

As required, a copy of this Disclosure Document shall be submitted to the Stock Exchanges for hosting the same on their respective websites. It is to be distinctly understood that such submission of this Disclosure Document with Stock Exchanges or hosting the same on their websites should not in any way be deemed or construed that the document has been cleared or approved by the Stock Exchanges; nor does it in any manner warrant, certify or endorse the correctness or completeness of any of the contents of this Disclosure Document; nor does it warrant that the Issuer’s Debentures will be listed or continue to be listed on the Stock Exchanges; nor does it take responsibility for the financial or other soundness of the Issuer, its promoters, its management or any scheme or project of the Issuer. Every person who desires to apply for or otherwise acquire any Debentures of the Issuer may do so pursuant to independent inquiry, investigation and analysis and shall not have any claim against the Stock Exchanges whatsoever by reason of any loss which may be suffered by such person consequent to or in connection with such subscription/ acquisition whether by reason of anything stated or omitted to be stated herein or any other reason whatsoever.

DISCLAIMER OF THE ARRANGER

The Issuer has prepared this Disclosure Document and the Issuer is solely responsible for its contents. The Issuer will comply with all laws, rules and regulations for the issuance of the Debentures. All the information contained in this Disclosure Document has been provided by the Issuer or is from publicly available information, and such information has not been independently verified by the Arranger. No representation or warranty, expressed or implied, is or will be made, and no responsibility or liability is or will be accepted, by the Arranger or its affiliates for the accuracy, completeness, reliability, correctness or fairness of this Disclosure Document or any of the information or opinions contained therein, and the Arranger hereby expressly disclaims, to the fullest extent permitted by law, any responsibility for the contents of this Disclosure Document and any liability, whether arising in tort or contract or otherwise, relating to or resulting from this Disclosure Document or any information or errors contained therein or any omissions therefrom. By accepting this Disclosure Document, each Eligible Participant agrees that the Arranger will not have any such liability.

Strictly Confidential Disclosure Document For private circulation only

The role of the Arranger is confined to marketing, bidding for (wherever applicable and authorized) and placement of the Debentures on the basis of this Disclosure Document as prepared by the Issuer. The Arranger has neither scrutinized or vetted nor has it done any due-diligence for verification of the contents of this Disclosure Document. The Arranger shall use this Disclosure Document for the purpose of soliciting subscription from QIBs in the Debentures to be issued by the Issuer on private placement basis. It is to be distinctly understood that the aforesaid use of this Disclosure Document by the Arranger should not in any way be deemed or construed that the Disclosure Document has been prepared, cleared, approved or vetted by the Arranger; nor does it in any manner warrant, certify or endorse the correctness or completeness of any of the contents of this Disclosure Document; nor does it take responsibility for the financial or other soundness of this Issuer, its promoters, its management or any scheme or project of the Issuer. The Arranger or any of its directors, employees, affiliates or representatives do not accept any responsibility and/or liability for any loss or damage arising of whatever nature and extent in connection with the use of any of the information contained in this Disclosure Document.

Nothing in this Disclosure Document constitutes an offer of securities for sale in any other jurisdiction, other than India, where such offer or placement would be in violation of any law, rule or regulation.

DISCLAIMER OF SEBI

This Disclosure Document has not been filed with SEBI. The Debentures have not been recommended or approved by SEBI nor does SEBI guarantee the accuracy or adequacy of this Disclosure Document. It is to be distinctly understood that this Disclosure Document should not, in any way, be deemed or construed that the same has been cleared or vetted by SEBI. SEBI does not take any responsibility for the correctness of the statements made or opinions expressed in this Disclosure Document.

DISCLAIMER IN RESPECT OF JURISDICTION

This Disclosure Document does not constitute an offer to sell or an invitation to subscribe to the Debentures herein, in any other jurisdiction and to any person to whom it is unlawful to make an offer or invitation in such jurisdiction.

Any disputes arising out of this Issue will be subject to the jurisdiction of the courts in Mumbai, Maharashtra, India.

FORCE MAJEURE

The Issuer reserves the right to withdraw the bid prior to the Issue / Bid Closing Date in accordance with the Operational Guidelines, in the event of any unforeseen development adversely affecting the economic and regulatory environment or otherwise.

CONFIDENTIALITY

By accepting a copy of this Disclosure Document or any other information supplied in connection with this Disclosure Document or the Debentures, each recipient agrees that neither it nor any of its employees or advisors will use the information contained herein for any purpose other than evaluating the transaction described herein or will divulge to any other party any such information. This Disclosure Document or any other information supplied in connection with this Disclosure Document or the Debentures must not be photocopied, reproduced, extracted or distributed in full or in part to any person other than the recipient without the prior written consent of the Issuer.

CAUTIONARY NOTE

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By bidding for the Debentures and when investing in the Debentures, the Eligible Participants acknowledge that they: (i) are knowledgeable and experienced in financial and business matters, have expertise in assessing credit, market and all other relevant risk and are capable of evaluating, and have evaluated, independently the merits, risks and suitability of purchasing the Debentures, (ii) have not requested the Issuer to provide it with any further material or other information, (iii) have not relied on any investigation that any person acting on their behalf may have conducted with respect to the Debentures, (iv) have made their own investment decision regarding the Debentures based on their own knowledge (and information they have or which is publicly available) with respect to the Debentures or the Issuer, (v) have had access to such information as deemed necessary or appropriate in connection with purchase of the Debentures, (vi) are not relying upon, and have not relied upon, any statement, representation or warranty made by any person, including, without limitation, the Issuer, and (vii) understand that, by purchase or holding of the Debentures, they are assuming and are capable of bearing the risk of loss that may occur with respect to the Debentures, including the possibility that they may lose all or a substantial portion of their investment in the Debentures, and they will not look to the Debenture Trustee appointed for the Debentures and/or legal advisor to the Issue for all or part of any such loss or losses that they may suffer.

FORWARD LOOKING STATEMENTS

Certain statements in this Disclosure Document are not historical facts but are “forward-looking” in nature. Forward-looking statements appear throughout this Disclosure Document. Forward-looking statements include statements concerning the Issuer’s plans, financial performance etc., if any, the Issuer’s competitive strengths and weaknesses, and the trends the Issuer anticipates in the industry, along with the political and legal environment, and geographical locations, in which the Issuer operates, and other information that is not historical information.

Words such as “aims”, “anticipate”, “believe”, “could”, “continue”, “estimate”, “expect”, “future”, “goal”, “intend”, “is likely to”, “may”, “plan”, “predict”, “project”, “seek”, “should”, “targets”, “would” and similar expressions, or variations of such expressions, are intended to identify and may be deemed to be forward looking statements but are not the exclusive means of identifying such statements.

By their nature, forward-looking statements involve inherent risks and uncertainties, both general and specific, and assumptions about the Issuer, and risks exist that the predictions, forecasts, projections and other forward-looking statements will not be achieved.

Eligible Participants should be aware that a number of important factors could cause actual results to differ materially from the plans, objectives, expectations, estimates and intentions expressed in such forward-looking statements. These factors include, but are not limited, to:

a. compliance with laws and regulations, and any further changes in laws and regulations applicable to India, especially in relation to the telecom sector;

b. availability of adequate debt and equity financing at reasonable terms;

c. our ability to effectively manage financial expenses and fluctuations in interest rates;

d. our ability to successfully implement our business strategy;

e. our ability to manage operating expenses;

f. performance of the Indian debt and equity markets; and

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g. general, political, economic, social, business conditions in Indian and other global markets.

By their nature, certain market risk disclosures are only estimates and could be materially different from what actually occurs in the future. Although the Issuer believes that the expectations reflected in such forward-looking statements are reasonable at this time, the Issuer cannot assure Eligible Participants that such expectations will prove to be correct. Given these uncertainties, Eligible Participants are cautioned not to place undue reliance on such forward-looking statements. If any of these risks and uncertainties materialize, or if any of the Issuer’s underlying assumptions prove to be incorrect, the Issuer’s actual results of operations or financial condition could differ materially from that described herein as anticipated, believed, estimated or expected. All subsequent forward-looking statements attributable to the Issuer are expressly qualified in their entirety by reference to these cautionary statements. As a result, actual future gains or losses could materially differ from those that have been estimated. The Issuer undertakes no obligation to update forward-looking statements to reflect events or circumstances after the date hereof.

Forward looking statements speak only as of the date of this Disclosure Document. None of the Issuer, its Directors, its officers or any of their respective affiliates or associates has any obligation to update or otherwise revise any statement reflecting circumstances arising after the date hereof or to reflect the occurrence of underlying events, even if the underlying assumptions do not come to fruition.

1. DEFINITIONS AND ABBREVIATIONS

In this Disclosure Document, unless the context otherwise requires, the terms defined, and abbreviations expanded below shall have the same meaning as stated in this section. References to statutes, rules, regulations, guidelines and policies will be deemed to include all amendments and modifications notified thereto.

Further, unless otherwise indicated or the context otherwise requires, all references to “the Company”, “our Company”, “RIL”, “Issuer”, “we”, “us” or “our” is to Reliance Industries Limited and references to “you” are to the Eligible Participants, as the case may be, in the Debentures.

Words denoting singular number shall include plural number and vice versa. Words denoting any gender shall include any other gender. Words denoting persons shall include companies and bodies corporate. TERM DESCRIPTION Articles or Articles of Articles of Association of RIL, as amended from time to time Association Applicable Law Any statute, national, state, provincial, local, municipal, foreign, international, multinational or other law, treaty, code, regulation, ordinance, rule, judgment, order, decree, bye-law, approval of any Governmental Authority, directive, guideline, policy, requirement or other governmental restriction or any similar form of decision of or determination by, or any interpretation or administration having the force of law of any of the foregoing by any Governmental Authority having jurisdiction over the matter in question, whether in effect as of the date of this Disclosure Document or at any time thereafter in India Application Form Application form forming part of the PPOAL to be issued by the Issuer, after completion of the bidding process Auditors S R B C & Co LLP, Chartered Accountants and D T S & Associates, Chartered Accountants Board or Board of The Board of Directors of RIL Directors

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TERM DESCRIPTION Business Day A day (except for a Saturday or Sunday) on which commercial banks are open for general business in Mumbai (Maharashtra) Business Day If any of the Coupon Payment Date(s), other than the ones falling on Convention the Redemption Date, falls on a day that is not a Business Day, the payment shall be made by the Issuer on the immediately succeeding Business Day, which becomes the Coupon Payment Date for that Coupon. However, the future Coupon Payment Dates would be as per the schedule originally stipulated at the time of issuing the Debentures. In other words, the subsequent Coupon Payment Dates would not be disturbed merely because the payment date in respect of one particular coupon payment has been postponed earlier because of it having fallen on a non-Business Day

If the Redemption Date of the Debentures falls on a day that is not a Business Day, the Redemption Amount shall be paid by the Issuer on the immediately preceding Business Day, which becomes the new Redemption Date, along with interest accrued on the Debentures until but excluding the date of such payment

Additionally, if any principal pay-in-date falls on a holiday or a Saturday, principal will be payable on the previous Business Day. BSE BOND-EBP Electronic Book Provider Platform of BSE for issuance of debt Platform securities on private placement basis. Coupon Payment December 11 of every year till Redemption Date(s). If this is not a Date(s) Business Day, then as per the Business Day Convention. The last Coupon Payment Date will be the Redemption Date. Coupon Rate For PPD Series IA Debentures shall mean 8.70% per annum For PPD Series IB Debentures shall mean 8.65% per annum Date of Subscription The date of realisation of proceeds of subscription money in the bank account of ICCL PPD Series IA 25,000 partly-paid unsecured redeemable non-convertible Debentures debentures of the face value of Rs. 10,00,000 each, with marketable lot of one, for cash aggregating to Rs. 2,500 Crore PPD Series IB 30,000 unsecured redeemable non-convertible debentures of the Debentures face value of Rs. 10,00,000 each, with marketable lot of one, for cash aggregating to Rs. 3,000 Crore PPD Series IA shall mean the date on which the PPD Series IA Debentures shall be Redemption Date redeemed at par at the end of the 10 years from the Deemed Date of Allotment. If the PPD Series IA Redemption Date is not a Business Day, then the PPD Series IA Redemption Date shall be arrived at as per the Business Day Convention PPD Series IB shall mean the date on which the PPD Series IB Debentures shall be Redemption Date redeemed at par at the end of the 10 years from the Deemed Date of Allotment. If the PPD Series IB Redemption Date is not a Business Day, then the PPD Series IB Redemption Date shall be arrived at as per the Business Day Convention Debentures PPD Series IA Debentures and/ or PPD Series IB Debentures Debenture Holder(s)/ Person(s) holding either PPD Series IA Debenture(s) or PPD Series Beneficial Owner(s) IB Debenture(s) and whose name(s) is recorded as “Beneficial Owner” with the Depository (for Debentures held in dematerialized form) as defined under clause (a) of sub-section (1) of Section 2 of the Depositories Act, 1996, as amended or the person(s) whose

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TERM DESCRIPTION name(s) appears as holder of Debenture(s) in the Register of Debenture Holder(s) (for Debenture(s) held in physical form) Debenture Trustee Axis Trustee Services Limited, as trustee for the benefit of the Debenture Holder(s) / Beneficial Owner(s) Debenture Trustee The debenture trustee agreement entered into between the Issuer Appointment and the Debenture Trustee for the appointment of the Debenture Agreement Trustee Debenture Trust Deed The trust deed to be entered into between the Issuer and the Debenture Trustee for PPD Series IA Debentures and PPD Series IB Debentures Debenture Trustee SEBI (Debenture Trustee) Regulations, 1993, as amended Regulations Depository A depository registered with SEBI under the SEBI (Depositories and Participants) Regulations, 1996, as amended Depository Participant/ A Depository Participant as defined under Depositories Act, 1996, as DP amended Designated Stock BSE Limited Exchange Directors The directors of RIL Disclosure Document This disclosure document dated December 6, 2018 Eligible Participants Shall have the meaning given to the term in Section 3 titled “Issue Details” Finance Committee Finance Committee of the Board of Directors Governmental Any (a) government (central, state or otherwise) or sovereign state; Authority (b) any governmental agency, semi-governmental or judicial or quasi-judicial or administrative entity, department or authority, or any political subdivision thereof; and (c) international organisation, agency or authority, or including, without limitation, any stock exchange or any self-regulatory organization, established under any Applicable Law Issue / Private Private placement by RIL of PPD Series IA Debentures and PPD Placement Series IB Debentures Issue Size Rs. 5,500 Crore comprising of the PPD Series IA Debentures and PPD Series IB Debentures Memorandum / Memorandum of association of RIL, as amended from time to time Memorandum of Association Private Placement Private Placement Offer Cum Application Letter signed by the Offer Cum Application authorised signatory of the Company in Form PAS-4 to be issued by Letter / PPOAL the Issuer pursuant to the provisions of Section 42 of the Companies Act, 2013 and the rules framed thereunder, as amended, to successful bidders after completion of the e-bidding process. QIBs Qualified Institutional Buyers, as defined in Regulation 2(1)(ss) of SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2018, as amended Redemption Date shall mean either PPD Series IA Redemption Date or PPD Series IB Redemption Date Registrar Karvy Fintech Private Limited, as the registrar and transfer agent to the Issue SEBI Act The Securities and Exchange Board of India Act, 1992, as amended

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TERM DESCRIPTION Stock Exchanges NSE and BSE

All other capitalised terms not defined above shall have the meaning assigned to them in “Issuer Information” and “Issue Details” of this Disclosure Document.

Abbreviations & And 1H 1st half of the FY 1Q 1st quarter of the FY 2Q 2nd quarter of the FY 3Q 3rd quarter of the FY 4G 4th Generation BS VI Bharat Stage VI emission standards BSE BSE Limited BWA Broadband Wireless Access CARE CARE Ratings Limited CBM Coal Bed Methane CDSL Central Depository Services (India) Limited Cr Crore CRISIL CRISIL Limited CY Calendar Year DL Down Link DRR Debenture Redemption Reserve DTA Domestic Tariff Area EBIT Earnings Before Interest and Tax EBITDA Earnings Before Interest, Tax, Depreciation and Amortization EBP Electronic Book Provider ECA Export Credit Agency ECB External Commercial Borrowings ECGC Export Credit Guarantee Corporation of India Limited FTTH Fibre to the home EO Ethylene Oxide FCY Foreign Currency FY Financial Year GMPCS Global Mobile Personal Communication by Satellite GoI Government of India GRM Gross Refining Margin HDPE High Density Poly Ethylene HSD High Speed Diesel HSE Health, Safety, Environment HSSE Health, Safety, Security and Environment ICRA ICRA Limited Ind AS Indian Accounting Standards IRDA Insurance Regulatory and Development Authority JOA Joint Operating Agreement KT Kilo Tonnes KTPA Kilo Tonnes Per Annum LAB Linear Alkyl Benzene LDPE Low Density Polyethylene LLDPE Linear Low-Density Polyethylene LPG Liquefied Petroleum Gas

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LTE Long Term Evolution MEG Mono Ethylene Glycol MHz Megahertz MMBPD Million Barrels Per Day MMBTU Million Metric British Thermal Units MMSCMD Million Standard Cubic Meter Per Day MMT Million Tonnes MMTPA Million Tonnes Per Annum N.A. Not Applicable NEFT National Electronic Funds Transfer NSDL National Securities Depository Limited NSE National Stock Exchange of India Limited p.a. Per annum PAN Permanent Account Number PAT Profit After Tax PBR Polybutadiene Rubber PBT Profit Before Tax PE Polyethylene PET Poly Ethylene Terephthalate PFY Polyester Filament Yarn PMT Panna Mukta Tapti POY Partially Oriented Yarn PI Participating Interest PP Poly Propylene PPD Private Placement of Debentures PPOAL Private Placement Offer Cum Application Letter PSF Polyester Staple Fibre PTA Purified Terepthalic Acid PVC Poly Vinyl Chloride PX Paraxylene R&D Research and Development R&M Refining and Marketing RIL Reliance Industries Limited ROC Registrar of Companies, Maharashtra at Mumbai RJIL or Jio Reliance Jio Infocomm Limited ROGC Refinery Off Gas Cracker RTGS Real Time Gross Settlement Rs. Indian Rupee SBR Styrene Butadiene Rubber SEZ Special Economic Zone SEBI Securities and Exchange Board of India TDS Tax Deducted at Source TEA Technical Evaluation & Assessment UL Up Link USA United States of America USD or US$ or $ United States Dollar VLCC Very Large Crude Carrier VLEC Very Large Ethane Carrier VoLTE Voice Over LTE w.e.f. with effect from WCDL Working Capital Demand Loan WDM Wholesale Debt Market Wi-Fi Wireless local area

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y-o-y Year on Year

2. ISSUER INFORMATION

2.1 About the Issuer

The Issuer was founded and promoted by Padma Vibhushan Shri Dhirubhai H. Ambani and incorporated on May 8, 1973 as Mynylon Limited in the State of Karnataka in India. The Issuer obtained the certificate of commencement of business on January 28, 1976. The name of Mynylon Limited was changed to Reliance Textile Industries Limited w.e.f. March 11, 1977 and the registered office was shifted to the State of Maharashtra w.e.f. August 5, 1977. The name of the Issuer was again changed from Reliance Textile Industries Limited to Reliance Industries Limited w.e.f. June 27, 1985.

Name Reliance Industries Limited

Corporate Identity Number (CIN) L17110MH1973PLC019786

Registered Office of the Issuer 3rd Floor, Maker Chambers IV, 222, Nariman Point, Mumbai – 400 021, Maharashtra, India Tel No: +91-22-3555 5000 Fax No: +91-22-2204 2268 E-mail: [email protected]

Corporate Office of the Issuer 3rd Floor, Maker Chambers IV, 222, Nariman Point, Mumbai – 400 021, Maharashtra, India Tel No: +91-22-3555 5000 Fax No: +91-22-2204 2268 E-mail: [email protected]

Compliance Officer of the Issuer K. Sethuraman 3rd Floor, Maker Chambers IV, 222, Nariman Point, Mumbai – 400 021, Maharashtra, India Tel No: +91-22-3555 5000 Fax No: +91-22-2204 2268 Email: [email protected]

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CFO of the Issuer Alok Agarwal Chief Financial Officer 3rd Floor, Maker Chambers IV, 222, Nariman Point, Mumbai – 400 021, Maharashtra, India Tel No: +91-22-3555 5000 Fax No: +91-22-2204 2268

Srikanth Venkatachari Joint Chief Financial Officer 3rd Floor, Maker Chambers IV, 222, Nariman Point, Mumbai – 400 021, Maharashtra, India Tel No: +91-22-3555 5000 Fax No: +91-22-2204 2268

Arranger ICICI Bank Limited ICICI Bank Towers, Bandra Kurla Complex, Mumbai- 400 051 Tel: +91-22-4008 7210 Email: [email protected] Trustee of the Issue Axis Trustee Services Limited The Ruby, 2nd Floor, SW 29, Senapati Bapat Marg, Dadar West, Mumbai – 400 028, Maharashtra, India Tel: +91-22-6230 0451 E-mail: [email protected]

Registrar & Transfer Agent of the Karvy Fintech Private Limited Issue Unit: Reliance Industries Limited Karvy Selenium Tower B, Plot 31-32, Gachibowli Financial District, Nanakramguda, Hyderabad – 500 032, Telengana, India Tel: +91-40-6716 1700 Fax: +91-40-6716 1680 E-mail: [email protected]

Credit Rating Agencies of the (i) CRISIL Limited Issue CRISIL House, Central Avenue, Hiranandani Business Park, Powai, Mumbai – 400 076, Maharashtra, India Tel: +91-22-3342 3000 Fax: +91-22-3342 5050 E-mail: [email protected]

(ii) ICRA Limited 3rd Floor, Electric Mansion,

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Appasaheb Marathe Marg, Prabhadevi, Mumbai 400 025, Tel: +91-22-6169 3300/301 Fax: +91-22-2433 1390 E-mail: [email protected]

(iii) CARE Ratings Limited 4th Floor, Godrej Coliseum, Somaiya Hospital Road, Off Eastern Express Highway, Sion (E), Mumbai – 400 022 Tel: +91-22-6754 3456 Fax: +91-22-6754 3457 E-mail: [email protected]

Auditors of the Issuer (i) S R B C & CO LLP, Chartered Accountants 14th Floor, The Ruby, 29, Senapati Bapat Marg, Dadar (West), Mumbai 400 028 Tel: +91-22-6192 0000 Fax: +91-22-6192 1000

(ii) D T S & Associates, Chartered Accountants Suite # 1306-1307, Lodha Supremus, Senapati Bapat Marg, Lower Parel, Mumbai 400 013 Tel: + 91-22-4945 4050 Fax: +91-22-4945 4010

Legal Advisors to the Issue Khaitan & Co, One Indiabulls Centre, 10th &13th Floor, Tower 1, 841 Senapati Bapat Marg, Mumbai, Maharashtra 400 013 Tel: + 91-22-6636 5000 Fax: +91-22-6636 5050

2.2 Brief summary of Business/ Activities of the Issuer and its line of Business

2.2.1 Overview

RIL is India’s largest private sector company, with a consolidated turnover of Rs. 430,731 crore (US$ 66.1 billion), cash profit of Rs. 56,034 crore (US$ 8.6 billion), and net profit of Rs. 36,075 crore (US$ 5.5 billion) for the year ended March 31, 2018. The core of RIL’s success has been strong integration between its refining and petrochemicals operations. The Company now has operations that span the refining and marketing of petroleum products, manufacturing of polyester products, fibre intermediates, plastics, polymer intermediates, chemicals, elastomers, synthetic textiles and fabrics, exploration and production of oil and gas. Through

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its subsidiaries, the Company has operations in digital services, retail and media.

RIL is the first private sector company from India to feature in Fortune’s Global 500 list of ‘World’s Largest Corporations’ – currently ranking 148th in terms of revenues, and 99th in terms of profits. RIL stands 83rd in the ‘Forbes Global 2000’ rankings for 2018 – the highest named among Indian companies. RIL ranks amongst LinkedIn’s ‘Top Companies Where India Wants to Work Now’ (2018).

For the quarter ended September 30, 2018, the Company has achieved consolidated turnover of Rs. 1,56,291 crore (US$ 21.6 billion) with cash profit of Rs. 15,510 crore (US$ 2.1 billion) and net profit of Rs. 9,516 crore (US$ 1.3 billion).

Refining and Marketing (R&M)

The Company owns and operates two refineries in Jamnagar in the State of Gujarat: Jamnagar Refinery I in the DTA and Jamnagar Refinery II in the SEZ, a specifically delineated duty-free enclave deemed to be a foreign territory for the purposes of trade operations and duties and tariffs. RIL’s refinery at Jamnagar is among the largest and most complex refining assets globally, with a design capacity for processing 1.24 MMBPD and has a Nelson Complexity Index of 12.7. During FY 2017-18, the Jamnagar refineries processed 65 different grades of crude with throughput of 69.8 MMT, producing a wide range of petroleum products for both domestic consumption and export markets, such as LPG, propylene, propane, naphtha, gasoline, alkylates, jet fuel, diesel and fuel oil. The refinery’s superior configuration gives RIL the ability to process a wide variety of crude and meet differentiated and stringent product specifications. Additionally, RIL has significant flexibility to alter the product slate, thereby capturing opportunities arising due to the evolving product market dynamics.

RIL’s asset flexibility and logistics infrastructure allow optimization of crude portfolio to tap opportunities arising out of differential pricing of crudes. RIL optimises the crude diet through a mix of term and spot supply contacts, sourcing the most advantageous crude globally.

RIL undertakes regular initiatives focusing on debottlenecking, capacity enhancement, energy conservation and product quality improvement to enhance its competitive strengths.

RIL’s refineries are supported by an advanced logistics infrastructure, including captive port facilities, giving access to berthing of ships, ranging from small chemical carriers to very large crude carriers. This enables RIL to benefit from strong crude and product freight economics, along with enhanced cost competitiveness. Further, RIL’s global outreach, including trading offices at key locations like Houston, London, Singapore and Mumbai, gives it a broad coverage for crude supplies and product sinks. Tankages at Rotterdam, Ashkelon and Singapore locations allow RIL to move its selling point closer to consumption hubs and improve responsiveness to market needs.

As part of its domestic petroleum marketing business, RIL operates 1,343 retail outlets as of September 30, 2018.

During FY 2017-18, revenue from the R&M segment stood at Rs. 3,06,095 crore (US$ 47.0 billion) including inter segment transfers (growth of 22.0% y-o-y). Refining EBIT increased by 3.2% to a record level of Rs. 25,869 crore (US$ 4.0 billion), supported higher Gross Refining Margins (GRM). GRM for the year stood at a 9-year high of US$ 11.6/bbl as against US$ 11.0/bbl in the previous year. RIL’s GRM outperformed Singapore complex margins by US$ 4.4/bbl.

During 2Q FY 2018-19, R&M segment revenue increased 41.6% y-o-y to Rs. 98,760 crore (US$ 13.6 billion) while EBIT declined by 19.6% y-o-y to Rs. 5,322 crore (US$ 734 million).

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R&M performance was impacted by significantly higher crude price (up 47% y-o-y), tighter light heavy differential and adverse movement in light distillate cracks on y-o-y basis and shutdown of Fluid Catalytic Cracking Unit (FCC). GRM for RIL in 2Q FY19 stood at US$ 9.5/bbl outperforming the Singapore complex margin by US$ 3.4/bbl.

Petrochemicals

RIL is amongst the world’s leading producer of petrochemicals with global scale capacities across polymers (PE, PP, PVC), polyester (PFY, PSF, PET), fibre intermediates (PX, PTA, MEG) and elastomers (PBR, SBR, Butadiene). RIL has ten manufacturing locations in India and three in Malaysia.

Integration between refining and downstream petrochemical products is among RIL’s key competitive advantages. The deep integration within each chain helps RIL mitigate the impact of price volatility in the global energy and chemical industry. RIL also has a diversified feedstock slate, with both naphtha and gas based crackers, which helps mitigate risk involved with feedstock sourcing and margin volatility.

RIL is the world’s 2nd largest producer of polyester fibre and yarn, the 2nd largest producer of Paraxylene (PX), the 4th largest producer of purified terephthalic acid (PTA), the 5th largest producer of polypropylene (PP) and the 6th largest producer of mono ethylene glycol (MEG). RIL’s overall petrochemicals production in India during FY 2017-18 was at record 30.8 MMT.

Table: RIL Production of Key Petrochemical Products (Production in MMT) Key Petrochemical Products FY 2017-18 FY 2016-17 Polymer PP 2.8 2.7 PE 1.4 1.1 PVC 0.7 0.7 Ethylene 2.6 1.8 Polyester POY 0.8 0.8 PSF 0.6 0.6 PTY 0.3 0.3 PET 1.0 0.9 Fibre intermediates PX 3.7 2.3 PTA 4.1 3.9 MEG 1.2 0.7 Elastomer/chemicals Butadiene 0.2 0.2 PBR 0.1 0.1 SBR 0.1 0.1

FY 2017-18 marked the culmination of RIL’s largest ever petrochemical expansion project, with the commissioning of the Refinery Off Gas Cracker (ROGC) and related downstream units. During FY 2017-18, the final phase of the Paraxylene (PX) expansion was completed and cracking of imported ethane commenced at Dahej and Hazira. The projects achieved on- spec production at design capacities in record time, a testimony to the operational excellence of RIL’s team. The robust economics of these projects reflects in sharp increase in petrochemical business earnings during FY 2017-18. New volumes in fibre intermediates and polymer stream, elevated polymer margins and improving polyester chain margins were key drivers for record petrochemical business earnings.

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During FY 2017-18, revenue from the petrochemicals segment stood at Rs. 1,25,299 crore (US$ 19.2 billion) including inter segment transfers in (growth of 35.5% y-o-y), primarily due to higher volumes from new Paraxylene, ROGC and its downstream units (PE and MEG), with the segment achieving its highest ever production level of 30.8 MMT, up 24% y-o-y. Petrochemicals segment EBIT increased sharply by 63.0% to a record level of Rs. 21,179 crore (US$ 3.2 billion), supported by favourable product deltas across integrated polyester chain, PP and PVC along with the growth in volumes. EBIT margin was higher by nearly 300 bps to 16.9% reflecting RIL’s strengthened cost positions across product chains and unmatched feedstock flexibility.

During 2Q FY 2018-19, revenues increased by 56.2% y-o-y to Rs. 43,745 crore (US$ 6.0 billion) due to increase in volumes and price realizations. EBIT was at a record level of Rs. 8,120 crore (US$ 1.1 billion) supported by strong y-o-y volume growth led by successful stabilization of the world’s largest ROGC, its downstream units and new PX facility. Sharp increase in segment performance also reflects improvement in the integrated polyester chain margins partly offset by the softer polymer margins.

Oil and Gas (Exploration and Production)

RIL has strong capabilities in offshore (deep-water) exploration and has built expertise in unconventional areas such as CBM and shale gas. KG-D6 fields commissioned in 2008 were the first greenfield deep-water oil and gas production facility developed in India. These fields have now completed over 10 years of uninterrupted production. RIL has drilled over hundred exploratory wells in India’s offshore basins. Further with the development of the Sohagpur Blocks in Madhya Pradesh in 2017, RIL’s CBM project is India’s first large scale unconventional natural gas project.

RIL’s upstream business encompasses the complete chain of activities from acquisition to exploration, development and production of hydrocarbons, including Shale Gas operations in the USA. The Company has over 20 years of experience in the exploration and production business.

As of March 31, 2018, the Company had the following exploration blocks including eight domestic exploration blocks and two shale gas partnerships in USA.

Table: Exploration blocks as of March 31, 2018

RIL JV Acreage Block Country Partner Stake (in acres) Conventional KG-DWN-98/3 India NIKO - 10%, BP - 60% 3,16,216 30% Panna Mukta India BG-30%; ONGC- 30% 2,98,256 40% Mid and South Tapti India BG-30%; ONGC- 30% 3,63,492 40% NEC-OSN-97/2 India 2,05,520 BP - 33.3% 66.67 % CB-ONN-2003/1 India BP - 30% 70% 14,826 GS-OSN-2000/1 India Hardy - 10% 90% 1,48,263 International

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RIL JV Acreage Block Country Partner Stake (in acres) Block 39 Peru Perenco - 55% 10% 2,13,746 PetroVietnam - 35% CBM* SP (East)-CBM- India - 100% 1,22,317 2001/1 SP (West)-CBM- India - 100% 1,23,552 2001/1 Shale Pioneer JV USA Pioneer – 46.4% 45% 1,49,128 Newpek - 8.6% Chevron JV USA Chevron - 60% 40% 2,18,104 * Conventional and CBM acreage converted into acres using 1 sq. km. = 247.1 acres

Note 1: Post Plugging & Abandonment (P&A) of wells, contracting underway for decommissioning of facilities in Tapti field

Note 2: During the year 2016-17, RIL has withdrawn its entire 10% PI from the JOA of Peru Block 39, however the assignment to other JV Members is pending subject to Government Approval.

During 2010, the Company took a significant step by entering into partnerships in the United States of America with Atlas Energy (subsequently acquired by Chevron), Pioneer Natural Resources and Carrizo Oil & Gas through three distinctive joint venture agreements. The Company has since divested its interests in the JV with Carrizo Oil & Gas in FY 2017-18. Further, in March 2018 the Company announced that its subsidiary has entered into purchase and sale agreement with Sundance Energy Inc. to divest its interest in certain acreage, producing wells and related assets in the western portion of its Eagle Ford shale position, which is in conjunction with Pioneer Natural Resources USA Inc and Newpek LLC, the other working interest owners in the joint development with Reliance Group. These assets were not part of near term development plan of the joint development. The Company continues to retain its interest in the remaining Eagle Ford assets. The closing happened in April 2018 and is subject to customary closing conditions.

The Company continues to optimize operational performance in the remaining USA shale resources through operational improvements, cost leadership and prudent investment approach. The overall strategy remains focused on preserving long-term value through high- grading of land and development portfolio, retaining optionality, improving efficiency and well cost, optimization of well spacing and smart completions for enhanced recoveries.

The Company has announced plans to develop existing hydrocarbon discoveries in KG D6 Block. The planned projects are expected to bring onstream additional 30-35 million cubic metres of gas per day, in phases, over 2020-22. With these projects, Reliance will venture into ultra-deepwater and high pressure, high temperature areas – a first in India.

During FY 2017-18, revenue from Oil and Gas stood at Rs. 5,204 crore (US$ 798.5 million) including inter segment transfers (increased by 0.3% y-o-y). The marginal change was on account of better price realisations and ramp-up of production in CBM which were partly offset by decline in production in KG D6 and Shale Gas. Consequently, segment EBIT was negative Rs. 1,536 crore in FY 2017-18 as against negative Rs. 1,584 crore in the previous year. For FY 2017-18, domestic production was down 16.9% at 78.9 Bcfe, whereas US Shale volume

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fell 19.7% to 139.7 Bcfe.

During 2Q FY 2018-19, revenue decreased by 12.0% y-o-y to Rs. 1,322 crore. Segment EBIT was impacted by lower volumes due to natural decline and was negative Rs. 480 Crore

Other Major Businesses

Retail

Reliance Retail is the retail initiative of the Company and is at the center of its consumer facing businesses. It has, in a short span of time, built strong and enduring bonds with millions of consumers by providing them unmatched choice, outstanding value proposition, superior quality and store experience.

Reliance Retail is India’s largest retailer in terms of reach, scale, infrastructure and revenues. Its operating model is based on customer centricity, while leveraging common centers of excellence in technology, business processes and supply chain. During FY2017-18, Reliance Retail became the first retailer in India to cross the USD 10 billion revenue milestone and enter the world’s Top 200 Retail chains. As on 30th September, 2018, it has pan India presence with 9,146 stores across more than 5,800 towns and cities with an area of over 19.50 million sq. ft.

Reliance Retail has adopted a multi-retail concept strategy and operates a wide array of store concepts which cater to planned shopping needs as well as daily or occasional needs of the customers across core consumption baskets of Consumer Electronics, Fashion & Lifestyle, Grocery and Petro Retail. Consumer Electronics:

 “Reliance Digital”, an electronics specialty store

 “Jio Stores and Jio Points”, specialty Store for mobility & communication needs

 “ResQ” India’s first multi-product, multi-brand and multi-location service network

Fashion and Lifestyle:

 “Trends”, India’s leading value fashion retailer

 “Trends Woman” Specialty stores dealing in apparel, handbags, footwear and accessories for women

 “Trends Man” menswear focused fashion & lifestyle store

 “Reliance Footprint”, India’s leading multi-brand family footwear retail chain

 “Reliance Jewels”, India’s leading fine jewelry retail chain

 “Project EVE” a unique, one-stop, experiential store for women

 “AJIO”, a curated fashion and lifestyle online store

 40+ International brands across luxury, bridge to luxury, high–premium and high–street

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lifestyle

Grocery:

 “Reliance Fresh”, a neighborhood grocery store

 “Reliance Smart”, a leading chain of supermarkets

 “Reliance Market”, India’s largest wholesale cash and carry store chain

 “RelianceSmart.in”, an online grocery store

 “Qwik Mart”, a convenience store co-located with Reliance Petro Retail

Petro Retail:

"Reliance Petro Marketing Limited", operates 100% owned fuel retail outlets. As of September 30, 2018, 512 owned outlets were operational.

Reliance Retail, through Reliance Brands, has a portfolio of over 40 revered international brands that spans across the entire spectrum of luxury, bridge to luxury, high-premium and high-street lifestyle.

During FY 2017-18, Project Eve a new store concept positioned in the mid-to-premium segment was launched. Project Eve is a unique, one-stop, experiential store concept targeting women in the age group of 25+ and celebrates the spirit of women by serving them with wider fashion and lifestyle offerings, for all occasions, moods and purposes. FY 2017-18 also saw the launch of a new convenience store concept called Qwik Mart. Qwik Mart stores are co- located with Reliance Petro Retail outlets and efficiently leverages the group strength and resources.

Growth in disposable income, rapid urbanization, favourable demographics and a trend towards shopping at established, organized retail stores in India is making retail business an attractive growth segment for the Company.

Chart 1: Revenue Mix 2Q FY 2018-19

Grocery 17%

Connectivity 34%

Consumer Electronics 33% Petro Retail 9% Fashion & Lifestyle 7%

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During FY 2017-18, revenue from Reliance Retail grew 104.9% y-o-y to Rs. 69,198 from Rs. 33,765 crore in the previous year. Reliance Retail became the first retailer in India to cross the US$ 10 billion revenue milestone. EBIT increased by 163.3% to Rs. 2,064 crore compared to Rs. 784 crore in FY 2016-17. Strong growth across grocery, consumer electronics and fashion & lifestyle segments backed by a healthy blend of store expansion and same store sales growth contributed to the stellar operating performance.

During 2Q FY 2018-19, Reliance Retail reported revenue of Rs. 32,436 crore against Rs. 14,646 crore during the same period last year registering a strong growth of 121.5% y-o-y and EBIT of Rs. 1,244 crore as against Rs. 334 crore in the same period previous year.

Digital Services

RJIL, a subsidiary of RIL, has built a world-class all-IP data strong future proof network with latest 4G LTE technology. It is the only network conceived and born as a Mobile Video Network from the ground up and supporting VoLTE technology. RJIL has built a future ready network with infrastructure and backhaul for offering wireless services, wireline services, FTTH, Enterprise offering, IoT services and other digital services which can easily deploy 5G and beyond technology. RJIL has created an eco-system comprising network, devices, applications and content, service experience and affordable tariffs for everyone to live the ‘Jio Digital Life’.

RJIL’s customer offering is built on four key strategic dimensions viz widest coverage of LTE services, superior network quality, large data capacity and affordable services. RJIL’s deployment of LTE, FTTH and Wi-Fi will make high speed broadband access widely available to customers across India.

RJIL announced the commencement of its digital services in September 2016. It reached 100 million subscribers within the first 170 days of launch of its services. The services were offered free up to 31 March 2017 and thereafter converted into paid services. RJIL continues its rapid ramp-up of subscriber base and as of 30 September 2018, there were 252.3 million subscribers on the network. This makes it India’s largest wireless broadband data subscriber base, with the gap widening from the other operators. The growth in subscriber base is getting further accelerated through the launch of JioPhone, which has expanded the reach of Jio Digital Services to the feature phone users as well.

RJIL has been rated India’s fastest network as per TRAI’s MySpeed application continuously over the last 21 months. As of September 30, 2018, on TRAI’s MySpeed application, the average download speed on RJIL network was at 20.6 Mbps. Jio has also been consistently rated to have the widest LTE coverage in the country.

RJIL has revolutionised tariff plans in the industry by offering most value for its customers. It has launched innovative and simplified tariff plans that enable its customers to have unrestricted access of Jio Digital Life. Jio has been offering various schemes to subscribers to encourage digital recharges and adoption of digital behaviour.

RJIL has earned the No. 17 position in the Global list of 50 most innovative companies for 2018 as announced by Fast Company and ranks at No.1 for most innovative companies in India. It has also won the “Best Mobile Operator Service for Consumers” award at the recent Mobile World Congress 2018.

During the quarter, Jio was awarded the 1st rank in The Fortune Change the World 2018 List of global companies. Jio brand was also recognised as one of the ‘Champions of Rural Market’ by Economic Times in September 2018. Jio KBC recently won ‘Best Integrated Branded Content’ and ‘Best use of Mobile Medium for Marketing’ awards during Indian Content

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Marketing Awards. Jio also ranked among Top-3 Most Influential Brands in India as per a survey by Ipsos in July 2018.

Media Business

Network18 is one of India’s leading Media and Entertainment (M&E) players, with a presence across several verticals including television, internet, filmed entertainment, digital commerce, specialized magazines, mobile content and allied businesses.

Network18’s operating model is driven by its zeal to provide consumers with the best-in-class media and entertainment products that set new benchmarks in creative excellence, fair journalism and audience engagement. With cutting-edge news, innovative entertainment and ground-breaking reality-shows, Network18 creates and curates top-notch content for a mix of TV channels, digital offerings and print publications targeted at the demanding, new-age Indian.

Network18 has forged partnerships with several leading global media players including Viacom in entertainment, CNN in English general news, CNBC in business news, A+E Networks in factual entertainment and Forbes in English magazine to provide the best-in-class media products. Its bouquet of 53 domestic television channels cuts across genres, geographies and demographics, offering a unique mix of content in more than 15 languages.

In March 2018, Network18 subsidiary TV18 took operational control and raised its stake to 51% in entertainment JV Viacom18, driving value-addition and synergies across the multi- platform group comprising broadcast, digital, filmed and experiential entertainment and media businesses.

Projects Update

Refining Projects

The Petcoke gasification project is one of the largest clean fuel projects globally. Post commissioning, Jamnagar complex will be largely energy self-sufficient. The gasifier will convert petroleum coke, the lowest value refinery residue, into high value syngas. Syngas has applications in production of hydrogen for ultra-low sulphur products, as cogen fuel for power and steam and as heater fuel for offgas cracker, while freeing up high value off-gases. The Petcoke gasification project will minimise external fuel dependency at the Jamnagar site, making it less vulnerable to LNG price volatility.

DTA Gasification complex startup and stabilization was accomplished in a record time of less than 120 days against a typical 9 to 12 months period required for a project of this magnitude and complexity by global peers. There have been technical challenges in the continuous synchronized operation of the gasification plant with other operating units. It is expected to achieve full capacity utilization levels in a much shorter time frame as compared to international standards for such large scale and complex green-field gasification plants.

Petrochemical Projects

Paraxylene: During FY 2016-17, RIL commissioned PX plant in phased manner at Jamnagar SEZ. The PX capacity, along with the new 0.7 MMTPA MEG plant will strengthen polyester chain integration with earlier commissioned PTA and polyester expansions. During FY2017- 18, the final phase of the Paraxylene (PX) expansion was completed. With the commissioning of new PX capacity, RIL has become the world's second largest PX producer with 9% of global capacity and 11% share of global production.

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Refinery Off-Gas Cracker (ROGC): RIL has set up a ROGC at Jamnagar which has a unique configuration as this world scale plant is tightly integrated with it’s refineries and will use refinery off-gases as feedstock. The project comprises 1.5 MMTPA ethylene cracker along with downstream facilities for producing LDPE, LLDPE and MEG. This cracker will have one of the lowest cost positions globally. Additionally, flexibility to crack Propane will help optimise feed mix further in a volatile market environment. PE and MEG volumes produced at Jamnagar will cater to the growing demand of Indian and global markets. This further strengthens RIL’s integrated product portfolio across polymer and polyester chain. During FY2017-18, RIL successfully commissioned the ROGC project along with downstream facilities. RIL’s total ethylene capacity now stands at 3.6 MMTPA. Post ROGC start-up RIL became the 14th largest global PE producer with capacity of 2.2 MMTPA. Also, RIL became the 7th and 11th largest producer, globally, for LLDPE and LDPE, respectively.

Ethane project: Reliance Group is the first company globally to conceptualise large scale imports of ethane (up to 1.5 MMTPA) from North America as feedstock for its cracker portfolio in India. The project involves seamless integration of several elements across a complex infrastructure value chain. This includes securing ethane refrigeration capacity in the US Gulf coast, delivery of dedicated Very Large Ethane Carriers (VLECs) to carry ethane from the US Gulf Coast to the West Coast of India, construction of ethane receipt and handling facilities, pipelines and upgrade of crackers (to receive ethane) at Dahej, Hazira and Nagothane manufacturing facilities.

The crackers at Dahej, Hazira and Nagothane have undergone required modifications to process ethane as feed in their units. Ethane receipt, handling and cracking facilities have already been commissioned at Dahej in a record time of less than three years. Ethane cracking has commenced and stabilized in Dahej and Hazira facilities.

The project will augment feed alternatives for crackers and would provide opportunity for RIL to take advantage in an increasingly dynamic feedstock market and operate with most optimal cost.

The expansions are world-scale and use state-of-the-art technology, to secure top-quartile cost of operations alongside savings in packing and logistic costs. Being strategically located close to the consumption centres allows for easy access and benefits the targeted markets with an economical and reliable source of raw materials.

Oil & Gas Exploration & Production Projects

KGD6: Reliance announced plans to embark on the next wave of projects to develop existing hydrocarbon discoveries in KG D6 Block. The three planned projects - R-Cluster, Satellite Cluster and D55 (MJ) fields, are expected to bring onstream additional 30-35 million cubic metres (~1 billion cubic feet) of gas per day, in phases, over 2020-22. With these projects Reliance will venture into ultra-deepwater and High Pressure, High Temperature areas - a first in India.

Reliance has rich project execution experience including knowledge in deep-water oil & gas projects. Additionally, it expects to leverage its partnership with BP, existing infrastructure in the Krishna-Godavari Basin and current downturn in the capital equipment & service provider market. Production from these projects is expected to reduce India’s import dependence and amount to over 10% of the projected gas demand in 2022, benefitting India and domestic consumers at large. RIL along with its JV partner plans to invest `40,000 crore (~US$6 Bn) to develop the discovered deep-water resources in the KG D6 Block.

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R-Cluster Development: All long lead deliveries remain on track. Top-hole drilling for 4 wells stands completed. Drilling & lower completion operation of first well commenced. First campaign of installation of facilities is scheduled to commence from 3Q FY19.

Satellite Cluster: All major orders have been committed. Project related activities are targeted to commence by the end of next quarter.

MJ Development: Contracting process for major long lead items including FPSO is underway.

Strengths

Global Leadership

With state-of-the-art technology from international leaders, RIL is among the top ten global players in all its businesses.

RIL Global Rankings (as of March 31, 2018) Product Global Rank Refinery (at single location) 1 Polyester Fibre and Yarn 2 Paraxylene 2 Purified Terephthalic Acid 4 Polypropylene 5 Mono Ethylene Glycol 6 Polyethylene Terephthalate 7 RIL is the first private sector company from India to feature in Fortune’s Global 500 list of ‘World’s Largest Corporations’. The Company has moved up 55 places to current ranking of 148 from 203 in its 15th year on the Fortune’s Global 500 list. RIL is the most profitable Indian firm on the Fortune’s Global 500 list with a ranking of 99 on the globally most profitable list.

The company stands 83rd in the ‘Forbes Global 2000’ rankings for 2018 – the top-most among Indian companies. It ranks amongst LinkedIn’s ‘Top Companies Where India Wants to Work Now’.

Pre-eminent Position in the Domestic Market

RIL has been an integral part of India’s everyday life for decades. The Company works across multiple value chains to deliver products and services that find a presence in almost every facet of modern living, infrastructure and other utilities. RIL has a diverse footprint and impact, and it is its endeavor to sharpen the innovation, improve its products, and continue to deliver on newer ways in which quality of life can be enhanced.

Highly Integrated Manufacturing Processes

The core of RIL’s success has been backward integration, giving it a value chain from oil to textiles and polymers, resulting in major cost efficiencies and providing leverage for consolidating market leadership. In addition, the vertical integration of its operations provides synergy across the value chain and security of resources for RIL.

Operational Excellence

RIL excels in managing and utilizing its assets most efficiently to generate superior returns.

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While maintaining highest standards of safety, RIL ensures high on-stream factor with focus on improving energy efficiency and reducing operating and maintenance cost.

Cost Competitiveness

RIL has been able to consistently generate profits through flexibility of operations and backward integration leading to low variable costs. Apart from running what are highly efficient world scale operations, RIL also benefits from competitive cost structure compared to other international petrochemical manufacturers.

World-class project Implementation

Conceptualization and implementation of multi-billion-dollar projects is a core competency for RIL group. The Company’s proven track record of successfully implementing large complex projects in record time underpins its strong financial performance over the years.

Construction of the initial Jamnagar complex is an example of the project execution capabilities of the Company. It was created in a record time of less than three years, with millions of engineering man-hours spread over many international engineering offices, hundreds of thousands of tonnes in equipment and material procured from leading suppliers all over the globe, highly advanced construction equipment, and a construction workforce of over 75,000 working round the clock for months.

The second refinery, of larger scale and complexity, was commissioned in a record time of 36 months despite the fact that it had to be executed under the most-challenging conditions of scarce availability of project execution resources due to overheated market conditions from 2005 to 2008.

In the ‘Oil and Gas’ segment, RIL began gas production from the KG-D6 block within six and a half years of gas discovery, in comparison to the world average of nine to ten years for similar deep-water production facilities. These fields have now been completed with over 10 years of uninterrupted production. RIL and its partner BP continue to make sustained efforts to augment production from the existing fields by combining BP’s deep-water exploration and development capabilities with RIL’s exceptional project management and operations expertise.

In 2016, Reliance launched its pan-India telecom venture and has started and stabilized operations of its ROGC cracker, MEG and LLDPE plants at Jamnagar. During FY 2017-18, RIL commissioned PX facility and the Ethane import project. DTA Gasification complex startup and stabilization was accomplished in a record time of less than 120 days against a typical 9 to 12 months period required for a project of this magnitude and complexity by global peers.

Shareholders

RIL has one of the largest retail shareholder base in India. As on March 31, 2018, the Company had approximately 2.26 million shareholders. The Company remains committed to consistent overall shareholder value enhancement.

Stable and Robust Financial Position and Strong Cash Position

The Company adheres to conservative financial policies and maintains significant cash balances in order to be able to complete projects on a timely basis, capitalize on opportunities, attract world-class project partners and carry out capital investment programs through industry cycles. In the past ten years, the Company has generated strong and steady cash flows and has traditionally maintained a strong balance sheet with conservative leverage. The Company

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believes that its integrated operations allow it to mitigate the impact of declines in commodity prices and reduce volatility in cash flows. This, in turn, enables the Company to access capital at attractive terms. As of March 31, 2018, the Company had total outstanding debt of Rs. 1,168.8 billion (US$ 17.9 billion), and cash and cash equivalents of Rs. 675.7 billion (US$ 10.4 billion).

Prudent Financial Strategy

The core of the Company’s financial strategy has been an emphasis on capital productivity and returns to generate attractive spreads over cost of capital while maintaining conservative gearing and top end credit ratings.

RIL’s long-term debt is rated ‘CRISIL AAA’ from CRISIL, the highest rating awarded by the agency. India Rating has also awarded ‘Ind AAA’ debt rating for the Company, indicating the highest credit quality. RIL’s short term debt is rated ‘CRISIL A1+’ by CRISIL, the highest credit rating assigned in this category. As of September 30, 2018, the Company’s foreign currency debt was rated Baa2 (Stable) by Moody’s and BBB+ (Stable) by S&P, which are at par and two notches above India’s sovereign rating, respectively.

World-class Business Platforms and Diversified Portfolio

The Company believes in creating large-scale businesses that are built to be world-class operations, incorporating global best practices. This is integral to the Company’s growth plans in all its existing businesses and new initiatives. The Company is a global integrated energy company with interests across the energy value chain and in recent years through its subsidiaries has diversified into new growth areas such as organized retail and digital services. In the Company’s principal businesses of refining, petrochemicals and oil and gas, it has leading positions and a strong platform for future growth.

In the refining business, based on the Company estimates, the Company has the largest refining capacity at a single location in the world.

In the petrochemicals business, the Company is the market leader in India across most of the products in the petrochemical and polyester chain. The Company is the second largest producer of polyester fibre and yarn, second largest producer of paraxylene, fourth largest producer of purified terephthalic acid, fifth largest producer of polypropylene and sixth largest producer of mono ethylene glycol in the world.

In the oil and gas business, the Company believes the Indian gas market provides significant opportunities given its long-term demand potential. Its KG-D6 oil and gas production facility is one of the world’s largest and most complex deep-water gas production facilities. The CBM project is India’s first large-scale unconventional natural gas project and largest surface hydrocarbon project. Outside India, the Company, through its subsidiaries, currently has shale gas operations in the USA.

Awards and Recognition

Some of the major awards and recognitions conferred to RIL are:

 Corporate Social Responsibility

o Won Golden Peacock Award 2017 for CSR.

o Received to Gold IAA Olive Crown Awards 2018 under the categories

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“Corporate Crusader of the Year” and “Events”.

o “Best use of CSR practices in Manufacturing award 2016” at Asia Best CSR practices awards function held in Singapore.

o Won ‘First ICSI CSR Excellence Award 2016’ by The Institute of Company Secretaries of India.

o Reliance Foundation received India CSR community initiative award 2017 for supporting the flood affected communities through technology driven digital platforms.

o Won the ‘Global CSR Excellence and Leadership Awards – 2016’ under the ‘Best use of Corporate Social Responsibility practices’ under the category of the Manufacturing sector during the World CSR Congress in Mumbai.

 Quality

o “Quality Circle-Lakshya” from HDPE Plant was awarded with highest category “Gold Award” at International Convention on Quality Control Circles (ICQCC) 2017.

o “Jazbaa Quality Circle” was awarded with “Par Excellence Award” and “Topaz Quality Circle” was awarded with “Distinguished Award” at the 31st Annual Convention of National Level competition on Quality Concepts (NCQC) 2017.

o “The Majestic Five Continents Award for Quality & Excellence 2016” at a function held in Germany.

o Received Gold award for Quality control in Polyester manufacturing at ICQCC, Bangkok.

o Received Golden Peacock National Quality Award 2016.

o Won the ‘Quality Achievements Award’ under GOLD Category by ESQR (European Society for Quality Research).

 Sustainability

o Won the best "Sustainable Corporate of the year" 2018 at Sustainability 4.0 awards by Frost and Sullivan and TERI.

o Reliance Corporate Park recognized as “Iconic Indian Project in Energy Efficiency and Sustainability” in ACREX Hall of Fame 2018.

o Won the best "Sustainable Corporate of the year" 2017 at Sustainability 4.0 awards by Frost and Sullivan and TERI

o Winner of Golden Peacock award for Sustainability 2017 in the ‘Petroleum Sector’.

o Winner of Golden Peacock award for Sustainability 2016.

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o Received “Commendation for Significant Achievement in Corporate Excellence” from CII in sustainability.

 Health, Safety and Environment

o “Golden Peacock Eco-innovation Award 2017” for reducing its carbon footprint in Recron Green Gold products.

o “Gold Award” for outstanding achievement in Safety Management in Textile Sector at the 16th Annual Greentech Safety Award 2017.

o “Golden Peacock Environment Management Award 2017” in the ‘Petroleum Sector’.

o Globally certified as a “Healthy Workplace” by Global Centre for Healthy Workplaces, Tucson, USA for the period of 2017-2019.

o Global Winner of ‘The DuPont Operational Excellence Award – 2017.

o Won Golden Peacock award for Occupational Health & Safety 2016.

For comprehensive list of Awards and Recognition, refer Company Annual Report 2017- 2018 available at http://www.ril.com/ar2017-18/index.html

2.2.2 Corporate Structure

Details of the Holding Company/ Subsidiaries (as per Companies Act) as of November 30, 2018:

I Holding Company None II Subsidiary Companies 1. Affinity Names, Inc 2. Aurora Algae Inc 3. Ethane Crystal LLC 4. Ethane Emerald LLC 5. Ethane Opal LLC 6. Ethane Pearl LLC 7. Ethane Sapphire LLC 8. Ethane Topaz LLC 9. Genesis Colors Limited 10. Genesis Luxury Fashion Private Limited 11. Genesis La Mode Private Limited 12. GML India Fashion Private Limited

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13. GLF Lifestyle Brands Private Limited 14. GLB Body Care Private Limited 15. Indiavidual Learning Private Limited 16. Indiawin Sports Private Limited 17. Jio Estonia OU 18. Jio Information Solutions Limited (Formerly known as Reliance Textiles Limited) 19. Jio Payments Bank Limited 20. Kanhatech Solutions Limited 21. M Entertainments Private Limited 22. Mindex 1 Limited 23. Model Economic Township Limited 24. Naroda Power Private Limited 25. New Emerging World of Jounalism Private Limited 26. Recron (Malaysia) Sdn Bhd 27. Reliance Ambit Trade Private Limited 28. Reliance Aromatics and Petrochemicals Limited 29. Reliance Brands Limited 30. Reliance Chemicals Limited 31. Reliance Clothing India Private Limited 32. Reliance Commercial Dealers Limited 33. Reliance Comtrade Private Limited 34. Reliance Content Distribution Limited 35. Reliance Corporate IT Park Limited 36. Reliance Digital Media Distribution Limited 37. Reliance Eagleford Upstream GP LLC 38. Reliance Eagleford Upstream Holding LP 39. Reliance Eagleford Upstream LLC 40. Reliance Eminent Trading and Commercial Private Limited 41. Reliance Energy and Project Development Limited 42. Reliance Energy Generation and Distribution Limited 43. Reliance Ethane Holding Pte Limited 44. Reliance Exploration and Production DMCC 45. Reliance GAS Lifestyle India Private Limited (Formerly known as Reliance Brands Luxury Private Limited) 46. Reliance Gas Pipelines Limited 47. Reliance Global Energy Services (Singapore) Pte Ltd

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48. Reliance Global Energy Services Limited 49. Reliance Holdings USA, Inc 50. Reliance Industrial Investments and Holdings Limited 51. Reliance Industries (Middle East) DMCC 52. Reliance Industries Uruguay Petroquimica S.A. (Formerly known as Dreketi S.A.)

53. Reliance Innovative Building Solutions Private Limited 54. Reliance-GrandOptical Private Limited 55. Reliance Jio Digital Services Limited 56. Reliance Jio Global Resources LLC 57. Reliance Jio Infocomm Limited 58. Reliance Jio Infocomm Pte Limited 59. Reliance Jio Infocomm UK Limited 60. Reliance Jio Infocomm USA Inc 61. Reliance Jio Infratel Private Limited 62. Reliance Jio Media Limited 63. Reliance Jio Messaging Services Limited 64. Reliance Lifestyle Holdings Limited

65. Reliance Marcellus II LLC 66. Reliance Marcellus LLC 67. Reliance Payment Solutions Limited 68. Reliance Petromarketing Limited 69. Reliance Polyolefins Limited 70. Reliance Progressive Traders Private Limited 71. Reliance Prolific Commercial Private Limited 72. Reliance Prolific Traders Private Limited 73. Reliance Retail Finance Limited 74. Reliance Retail Insurance Broking Limited 75. Reliance Retail Limited 76. Reliance Retail Ventures Limited 77. Reliance Sibur Elastomers Private Limited 78. Reliance SMSL Limited 79. Reliance Strategic Investments Limited 80. Reliance Universal Enterprises Limited 81. Reliance Universal Traders Private Limited 82. Reliance Vantage Retail Limited

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83. Reliance Ventures Limited 84. Reliance World Trade Private Limited 85. Rhea Retail Private Limited 86. RIL USA, Inc 87. RP Chemicals (Malaysia) Sdn Bhd 88. Saavn Inc 89. Saavn LLC 90. Saavn Media Private Limited 91. Surela Investment and Trading Private Limited 92. The Indian Film Combine Private Limited

2.2.3 Key Operational and Financial Parameters for the last 3 Audited years***

1. Consolidated (Rs. in Crore) 1H Parameters FY 2017-18 FY 2016-17 FY 2015-16 FY 2018-19 Net-worth 304,327 289,798 258,511 231,556 Total Debt 258,701 218,763 196,599 180,665 - of which - Non-Current Maturities of Long Term Borrowing 182,715 144,175 152,148 141,647

- Short Term Borrowing 51,401 37,429 31,528 23,545 - Current Maturities of Long Term Borrowings 24,585 37,159 12,923 15,473

Other Long-Term Liabilities (including 68,191 61,276 58,250 37,284 Deferred Payment Liabilities) Net Fixed Assets (including Goodwill & 655,262 590,907 523,363 413,607 CWIP) Non-Current Assets (including Fixed Assets) 696,066 632,562 565,526 471,212 Cash and Cash Equivalents 4,061 4,255 3,023 11,028 Current Investments 56,599 57,603 57,260 42,503 Current Assets 206,823 183,786 146,813 127,785 Current Liabilities* 265,759 239,264 190,864 146,136 Net Sales** 282,115 418,214$ 339,623 305,351 EBITDA 44,808 74,184 55,529 53,993 EBIT 34,406 57,478 43,883 42,428 Finance Cost 7,482 8,052 3,849 3,691 Tax 7,890 13,346 10,201 8,876 PAT before Minority Interest 19,034 36,080 29,833 29,861 Minority Interest 59 5 (68) 116 PAT 18,975 36,075 29,901 29,745 Dividend Payout **** 3,554 3,255 - 3,095 Current ratio 0.61 0.59 0.62 0.69 Interest Coverage Ratio 4.60 7.14 11.4 11.49

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1H Parameters FY 2017-18 FY 2016-17 FY 2015-16 FY 2018-19 Gross Debt / Equity Ratio 0.85 0.75 0.75 0.78 Debt Service Coverage Ratio 1.66 2.06 1.96 1.98 *Note: This excludes current maturities of long term borrowing and short-term borrowing

**Note: This includes income from services and other income

$Note: Net Sales include exceptional item of Rs. 1,087 crore

****Note: Excludes tax on dividend

Note: The figures for the corresponding previous period have been restated/regrouped wherever necessary, to make them comparable.

2. Standalone (Rs. in Crore) 1H Parameters FY 2017-18 FY 2016-17 FY 2015-16 FY 2018-19 Net-worth 326,634 313,114 283,288 253,998 Total Debt 124,657 116,881 107,446 107,104

- of which - Non Current 94,160 81,596 78,723 77,830 Maturities of Long Term Borrowing - Short Term Borrowing 18,492 15,239 22,580 14,490 - Current Maturities of Long Term 12,005 20,046 6,143 14,784 Borrowing Other Long Term Liabilities (including 32,485 30,635 26,884 24,813 Deferred Payment Liabilities) Net Fixed Assets (including CWIP) 318,836 300,447 287,319 258,448 Non-Current Assets (including Fixed 519,918 493,613 440,465 389,136 Assets) Cash and Cash Equivalents 2,229 2,731 1,754 6,892 Current Investments 51,959 53,277 51,906 42,116 Current Assets* 135,928 123,912 106,281 92,538 Current Liabilities** 173,301 155,362 124,103 95,759 Net Sales*** 198,414 313,555 273,750 259,062 EBITDA 34,126 59,961 51,965 47,168 EBIT 28,619 50,381 43,500 38,578 Finance Cost 4,555 4,656 2,723 2,562 Tax 6,385 12,113 9,352 8,632 PAT 17,679 33,612 31,425 27,384 Dividend Payout **** 3,554 3,255 - 3,095

Current ratio 0.65 0.7 0.74 0.67 Interest Coverage Ratio 6.28 10.82 15.98 15.06 Gross Debt / Equity Ratio 0.38:1 0.37:1 0.37:1 0.42:1 Debt Service Coverage Ratio 3.52 3.15 2.41 5.39

*Note: This includes current investments and cash and cash equivalents

**Note: This excludes current maturities of long term borrowing and short-term borrowing

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***Note: This includes income from services and other income

****Note: Excludes Tax on Dividend

Note: The figures for the corresponding previous period have been restated/regrouped wherever necessary, to make them comparable.

Gross Debt: Equity Ratio of the Company (as of September 30, 2018):

Before the issue of Debentures 0.38:1 After the issue of Debentures # 0.42:1

#Note: Gross debt as on September 30, 2018 including PPD Series G of Rs. 3500 Crore, PPD Series H of Rs. 3000 Crore and issue proceeds of the proposed PPD Series IA Debentures of Rs. 2,500 Crore and PPD Series IB Debentures of Rs. 3,000 Crore 2.2.4 Project cost and means of financing, in case of funding new projects

Not Applicable

2.2.5 Objects of the Issue

The net proceeds of the Issue will be utilised inter-alia for refinancing of existing borrowings and/ or for any other purpose in the ordinary course of business of the Issuer. The proceeds of the Issue will not be used for investments in capital markets and real estate.

2.3 Brief history of the Issuer since its incorporation

Date Particulars Remarks May 8, 1973 Mynylon Limited, Karnataka State Incorporation January 28, Mynylon Limited, Karnataka State Commencement of 1976 Business March 11, 1977 Reliance Textile Industries Limited, Change in Name Karnataka State August 5, 1977 Reliance Textiles Industries Change in Registered Office Limited, Maharashtra State June 27, 1985 Reliance Industries Limited, Change in Name Maharashtra State

2.3.1 Details of Share Capital as on last quarter end i.e. September 30, 2018

AUTHORISED SHARE CAPITAL (Rs. Crore)

1400,00,00,000 Equity Shares of Rs. 10 each 14,000.00 100,00,00,000 Preference Shares of Rs.10 each 1,000.00 TOTAL 15,000.00

ISSUED, SUBSCRIBED AND PAID-UP SHARE CAPITAL

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6,33,84,40,341 Equity Shares of Rs.10 each 6338.44 TOTAL 6338.44 Note: The Company has allotted 1,21,511 equity shares of Rs. 10/- each during October 2018 and November 2018 pursuant to Employees Stock Option Scheme 2006. The issued, subscribed and paid-up share capital as on November 30, 2018 stood at Rs. 6338.56 crore.

2.3.2 Changes in Capital structure as on last quarter end, i.e. September 30, 2018 for the last 5 years*

Date of Equity Share Preference Unclassified Total Authorised Particulars Change Capital (Rs.) Share Capital Capital (Rs.) Capital (Rs.) (AGM/ (Rs.) EGM) September 14,000,00,00,000 10,00,00,00,000 - 15,000,00,00,000 Please 1, 2017 refer Note (by means below of postal ballot)

*Note: The Shareholders of the Company vide ordinary resolution passed on September 1, 2017 by means of postal ballot, approved increase in the authorised share capital from Rs.6,000 crore to Rs.15,000 crore by creation of additional 900,00,00,000 equity shares of Rs. 10 each.

2.3.3 Equity Share Capital History of the Company as on last quarter end i.e. September 30, 2018 for the last 5 Years

Date of No. of Face Issue Considerati Nature Cumulative Remarks Allotment Equity Value Price -on (Cash, of Shares (Rs.) (Rs.) other than Allotment No of equity Equity Share Equity Share

cash, etc.) shares Capital (Rs.) Premium (in Rs.)

Opening 3,22,84,76,491 32,28,47,64,910 4,76,37,45,26,999 Balance

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Date of No. of Face Issue Considerati Nature Cumulative Remarks Allotment Equity Value Price -on (Cash, of Shares (Rs.) (Rs.) other than Allotment No of equity Equity Share Equity Share

cash, etc.) shares Capital (Rs.) Premium (in Rs.) 2-Jul-14 9,59,482 10 642 Cash ESOS 3,23,36,77,590 32,33,67,75,900 4,79,66,21,06,807 22-Jul-14 1,434 10 644.50 Cash ESOS 3,23,36,79,024 32,33,67,90,240 4,79,66,30,16,680 22-Jul-14 2,32,778 10 642 Cash ESOS 3,23,39,11,802 32,33,91,18,020 4,79,81,01,32,376 22-Aug-14 130 10 644.50 Cash ESOS 3,23,39,11,932 32,33,91,19,320 4,79,81,02,14,861 22-Aug-14 3,31,059 10 642 Cash ESOS 3,23,42,42,991 32,34,24,29,910 4,80,01,94,44,149 1-Oct-14 1,160 10 644.50 Cash ESOS 3,23,42,44,151 32,34,24,41,510 4,80,02,01,80,169 1-Oct-14 3,59,887 10 642 Cash ESOS 3,23,46,04,038 32,34,60,40,380 4,80,24,76,28,753 22-Oct-14 2,03,704 10 642 Cash ESOS 3,23,48,07,742 32,34,80,77,420 4,80,37,63,69,681 22-Nov-14 600 10 644.50 Cash ESOS 3,23,48,08,342 32,34,80,83,420 4,80,37,67,50,381 22-Nov-14 2,61,599 10 642 Cash ESOS 3,23,50,69,941 32,35,06,99,410 4,80,54,20,80,949 2-Jan-15 2,91,285 10 642 Cash ESOS 3,23,53,61,226 32,35,36,12,260 4,80,72,61,73,069 22-Jan-15 1,58,486 10 642 Cash ESOS 3,23,55,19,712 32,35,51,97,120 4,80,82,63,36,221 23-Feb-15 1,69,053 10 642 Cash ESOS 3,23,56,88,765 32,35,68,87,650 4,80,93,31,77,717 1-Apr-15 2,66,742 10 642 Cash ESOS 3,23,59,55,507 32,35,95,55,070 4,81,10,17,58,661 16-Apr-15 200 10 644.50 Cash ESOS 3,23,59,55,707 32,35,95,57,070 4,81,10,18,85,561 16-Apr-15 1,42,599 10 642 Cash ESOS 3,23,60,98,306 32,36,09,83,060 4,81,19,20,08,129 25-May-15 3,40,942 10 642 Cash ESOS 3,23,64,39,248 32,36,43,92,480 4,81,40,74,83,473 3-Jul-15 300 10 644.50 Cash ESOS 3,23,64,39,548 32,36,43,95,480 4,81,40,76,73,823 3-Jul-15 12,53,677 10 642 Cash ESOS 3,23,76,93,225 32,37,69,32,250 4,82,19,99,97,687 22-Jul-15 4,54,858 10 642 Cash ESOS 3,23,81,48,083 32,38,14,80,830 4,82,48,74,67,943 22-Aug-15 1,200 10 644.50 Cash ESOS 3,23,81,49,283 32,38,14,92,830 4,82,48,82,29,343 22-Aug-15 2,79,317 10 642 Cash ESOS 3,23,84,28,600 32,38,42,86,000 4,82,66,47,57,687 1-Oct-15 4,00,129 10 642 Cash ESOS 3,23,88,28,729 32,38,82,87,290 4,82,91,76,39,215 23-Oct-15 100 10 842 Cash ESOS 3,23,88,28,829 32,38,82,88,290 4,82,91,77,22,415 23-Oct-15 2,30,912 10 642 Cash ESOS 3,23,90,59,741 32,39,05,97,410 4,83,06,36,58,799 23-Nov-15 900 10 842 Cash ESOS 3,23,90,60,641 32,39,06,06,410 4,83,06,44,07,599 23-Nov-15 1,51,694 10 642 Cash ESOS 3,23,92,12,335 32,39,21,23,350 4,83,16,02,78,207 1-Jan-16 800 10 842 Cash ESOS 3,23,92,13,135 32,39,21,31,350 4,83,16,09,43,807 1-Jan-16 1,89,158 10 642 Cash ESOS 3,23,94,02,293 32,39,40,22,930 4,83,28,04,91,663 22-Jan-16 1,700 10 842 Cash ESOS 3,23,94,03,993 32,39,40,39,930 4,83,28,19,06,063 22-Jan-16 2,39,392 10 642 Cash ESOS 3,23,96,43,385 32,39,64,33,850 4,83,43,32,01,807 22-Feb-16 200 10 644.50 Cash ESOS 3,23,96,43,585 32,39,64,35,850 4,83,43,33,28,707 22-Feb-16 600 10 842 Cash ESOS 3,23,96,44,185 32,39,64,41,850 4,83,43,38,27,907 22-Feb-16 4,70,373 10 642 Cash ESOS 3,24,01,14,558 32,40,11,45,580 4,83,73,11,03,643 15-Mar-16 2,61,763 10 642 Cash ESOS 3,24,03,76,321 32,40,37,63,210 4,83,89,65,37,859 22-Apr-16 100 10 644.50 Cash ESOS 3,24,03,76,421 32,40,37,64,210 4,83,89,66,01,309 22-Apr-16 9,09,814 10 642 Cash ESOS 3,24,12,86,235 32,41,28,62,350 4,84,47,16,03,757 23-May-16 180 10 644.50 Cash ESOS 3,24,12,86,415 32,41,28,64,150 4,84,47,17,17,967 23-May-16 11,59,334 10 642 Cash ESOS 3,24,24,45,749 32,42,44,57,490 4,85,20,44,17,055 1-Jul-16 480 10 644.50 Cash ESOS 3,24,24,46,229 32,42,44,62,290 4,85,20,47,21,615 1-Jul-16 2,66,788 10 642 Cash ESOS 3,24,27,13,017 32,42,71,30,170 4,85,37,33,31,631 22-Jul-16 2,38,491 10 642 Cash ESOS 3,24,29,51,508 32,42,95,15,080 4,85,52,40,57,943 22-Aug-16 680 10 644.50 Cash ESOS 3,24,29,52,188 32,42,95,21,880 4,85,52,44,89,403 22-Aug-16 1,53,697 10 642 Cash ESOS 3,24,31,05,885 32,43,10,58,850 4,85,62,16,25,907 1-Oct-16 200 10 644.50 Cash ESOS 3,24,31,06,085 32,43,10,60,850 4,85,62,17,52,807 1-Oct-16 500 10 842 Cash ESOS 3,24,31,06,585 32,43,10,65,850 4,85,62,21,68,807 1-Oct-16 1,42,026 10 642 Cash ESOS 3,24,32,48,611 32,43,24,86,110 4,85,71,19,29,239 22-Oct-16 440 10 644.50 Cash ESOS 3,24,32,49,051 32,43,24,90,510 4,85,71,22,08,419 22-Oct-16 1,27,118 10 642 Cash ESOS 3,24,33,76,169 32,43,37,61,690 4,85,79,25,46,995 22-Nov-16 150 10 644.50 Cash ESOS 3,24,33,76,319 32,43,37,63,190 4,85,79,26,42,170 22-Nov-16 200 10 842 Cash ESOS 3,24,33,76,519 32,43,37,65,190 4,85,79,28,08,570 22-Nov-16 2,17,191 10 642 Cash ESOS 3,24,35,93,710 32,43,59,37,100 4,85,93,00,73,282 2-Jan-17 200 10 644.50 Cash ESOS 3,24,35,93,910 32,43,59,39,100 4,85,93,02,00,182 2-Jan-17 2,28,891 10 642 Cash ESOS 3,24,38,22,801 32,43,82,28,010 4,86,07,48,59,294 23-Jan-17 640 10 644.50 Cash ESOS 3,24,38,23,441 32,43,82,34,410 4,86,07,52,65,374 23-Jan-17 38,733 10 642 Cash ESOS 3,24,38,62,174 32,43,86,21,740 4,86,09,97,44,630 22-Feb-17 1,20,032 10 642 Cash ESOS 3,24,39,82,206 32,43,98,22,060 4,86,17,56,04,854 22-Mar-17 72,95,894 10 642 Cash ESOS 3,25,12,78,100 32,51,27,81,000 4,90,78,66,09,862 3-Apr-17 55,970 10 642 Cash ESOS 3,25,13,34,070 32,51,33,40,700 4,90,82,19,82,902

Strictly Confidential Disclosure Document For private circulation only

Date of No. of Face Issue Considerati Nature Cumulative Remarks Allotment Equity Value Price -on (Cash, of Shares (Rs.) (Rs.) other than Allotment No of equity Equity Share Equity Share

cash, etc.) shares Capital (Rs.) Premium (in Rs.) 24-Apr-17 80 10 644.50 Cash ESOS 3,25,13,34,150 32,51,33,41,500 4,90,82,20,33,662 24-Apr-17 1,01,552 10 642 Cash ESOS 3,25,14,35,702 32,51,43,57,020 4,90,88,62,14,526 22-May-17 1,30,051 10 642 Cash ESOS 3,25,15,65,753 32,51,56,57,530 4,90,96,84,06,758 03-Jul-17 1,71,547 10 642 Cash ESOS 3,25,17,37,300 32,51,73,73,000 4,91,07,68,24,462 24-Jul-17 1,64,074 10 642 Cash ESOS 3,25,19,01,374 32,51,90,13,740 4,91,18,05,19,230 24-Jul-17 980 10 644.50 Cash ESOS 3,25,19,02,354 32,51,90,23,540 4,91,18,11,41,040 01-Sep-17 3,06,775 10 642 Cash ESOS 3,25,22,09,129 32,52,20,91,290 4,91,37,50,22,840 01-Sep-17 7,929 10 837 Cash ESOS 3,25,22,17,058 32,52,21,70,580 4,91,38,16,59,413 13-Sep-17 3,08,03,34 10 0 Bonus Bonus 6,33,25,51,296 63,32,55,12,960 4,61,05,55,58,699 Bonus ,238 Issue Issue Issue 03-Oct-17 2,06,422 10 321 Cash ESOS 6,33,27,57,718 63,32,75,77,180 4,61,11,97,55,941 Allotment 03-Oct-17 1000 10 322.25 Cash ESOS 6,33,27,58,718 63,32,75,87,180 4,61,12,00,68,191 of equity 03-Oct-17 30,000 10 382.50 Cash ESOS 6,33,27,88,718 63,32,78,87,180 4,61,13,12,43,191 shares for 23-Oct-17 2,76,707 10 321 Cash ESOS 6,33,30,65,425 63.33.06.54.250 4,61,21,72,99,068 cash 22-Nov-17 3,81,898 10 321 Cash ESOS 6,33,34,47,323 63,33,44,73,230 4,61,33,60,69,346 pursuant 22-Nov-17 480 10 322.25 Cash ESOS 6,33,34,47,803 63,33,44,78,030 4,61,33,62,19,226 to 22-Nov-17 19,716 10 423.50 Cash ESOS 6,33,34,67,519 63,33,46,75,190 4,61,34,43,71,792 Employee 22-Nov-17 36,000 10 435.50 Cash ESOS 6,33,35,03,519 63,33,50,35,190 4,61,36,93,49,373 s' Stock Option 02-Jan-18 4,15,531 10 321 Cash ESOS 6,33,39,19,050 63,33,91,90,500 4,61,49,85,79,514 Scheme - 02-Jan-18 500 10 322.35 Cash ESOS 6,33,39,19,550 63,33,91,95,500 4,61,49,85,79,514 2006 22-Jan-18 2,10,077 10 321 Cash ESOS 6,33,41,29,627 63,34,12,96,270 4,61,56,40,69,586 (ESOS) 22-Jan-18 400 10 322.25 Cash ESOS 6,33,41,30,027 6,33,41,30,0270 4,61,56,41,94,486 22-Feb-18 4,93,303 10 321 Cash ESOS 6,33,46,23,330 63,34,62,33,300 4,61,71,76,11,719 22-Feb-18 1,020 10 322.25 Cash ESOS 6,33,46,24,350 63,34,62,43,500 4,61,71,79,30,214 22-Feb-18 11,860 10 423.50 Cash ESOS 6,33,46,36,210 63,34,63,62,100 4,61,72,28,34,324 22-Feb-18 14,812 10 430 Cash ESOS 6,33,46,51,022 63,34,65,10,220 4,61,73,77,93,526 02-Apr-18 4,29,490 10 321 Cash ESOS 6,33,50,80,512 63,35,08,05,120 4,61,87,13,64,916 02-Apr-18 29,624 10 430 Cash ESOS 6,33,51,10,136 63,35,11,01,360 4,61,88,38,06,996 24-Apr-18 3,62,343 10 321 Cash ESOS 6,33,54,72,479 63,35,47,24,790 4,61,99,64,95,669 24-Apr-18 480 10 322.25 Cash ESOS 6,33,54,72,959 63,35,47,29,590 4,61,99,66,45,549 22-May-18 3,77,861 10 321 Cash ESOS 6,33,58,50,820 63,35,85,08,200 4,62,11,41,60,320 22-May-18 850 10 322.25 Cash ESOS 6,33,58,51,670 63,35,85,16,700 4,62,11,44,25,733 22-May-18 7,484 10 433.68 Cash ESOS 6,33,58,59,154 63,35,85,91,540 4,62,11,76,71,394 22-May-18 19,578 10 470.33 Cash ESOS 6,33.58,78,732 63,35,87,87,320 4,62,12,68,79,514 22-June-18 4,97,962 10 321 Cash ESOS 6,33,63,76,658 63,36,37,66,580 4,62,28,17,34,500 22-June-18 14,812 10 430 Cash ESOS 6,33,63,91,470 63,36,39,14,700 4,62,28,79,55,540 22-June-18 7,484 10 433.68 Cash ESOS 6,33,63,98,954 63,36,39,89,540 4,62,31,11,46,547 02-July-18 1,09,336 10 321 Cash ESOS 6,33,65,08,290 63,36,50,82,900 4,62,34,51,50,043 02-July-18 480 10 322.25 Cash ESOS 6,33,65,08,770 63,36,50,87,700 4,62,34,52,99,923 24- July-18 11,09,165 10 321 Cash ESOS 6,33,76,17,935 63,37,61,79,350 4,62,69,02,50,238 24-July-18 5,440 10 322.25 Cash ESOS 6,33,76,23,375 63,37,62,33,750 4,62,69,19,48,878 24-July-18 7,484 10 443.68 Cash ESOS 6,33,76,30,859 63,37,63,08,590 84,62,69,51,94,540 24-July-18 6,526 10 480.33 Cash ESOS 6,33,76,37,385 63,37,63,73,850 4,62,69,82,63,913 24-July-18 12,456 10 548 Cash ESOS 6,33,76,49,841 63,37,64,98,410 4,62,70,49,65,240 23- Aug-18 7,46,390 10 321 Cash ESOS 6,33,83,96,231 63,38,39,62,310 4,62,93,70,92,530 23-Aug-18 1,920 10 322.25 Cash ESOS 6,33,83,98,151 63,38,39,81,510 4,62,93,76,92,050 05-Sept-18 42,190 10 321 Cash ESOS 6,33,84,40,341 63,38,44,03,410 4,62,95,97,95,842

Note:

(a) The paid-up share capital of the Company as on September 30, 2018 stood at Rs. 6,338.44 crore divided into 6,33,84,40,341 equity shares of Rs. 10/- each. (b) The Company has allotted 1,21,511 equity shares of Rs. 10/- each during October 2018 and November 2018 pursuant to Employees Stock Option Scheme 2006. The issued, subscribed and paid-up share capital as on November 30, 2018 stood at Rs. 6338.56 crore.

2.3.4 Details of any Acquisition or Amalgamation in the last 1 year

Strictly Confidential Disclosure Document For private circulation only

2.3.4.1 Acquired 100% stake in Reliance Industries Uruguay Petroquímica S.A. for Rs. 64.96 lakh a newly incorporated entity, to facilitate business in Latin America.

2.3.4.2 Acquired 71.71% stake in Indiavidual Learning Private Limited (Embibe) for Rs.327 crore. Embibe is an emerging education technology provider.

2.3.4.3 Reliance Brands Limited, subsidiary of the Company, acquired additional stake of 6.98% in Genesis Luxury Fashion Private Limited (GLF) for Rs. 44.37 crore. GLF is involved in retailing and wholesale of branded readymade garments, bags, footwear and accessories

2.3.4.4 Acquired 17.26% stake in KaiOS Technologies Inc (KTI) for USD 12 million, through subsidiaries. KTI is an emerging mobile operating system technology provider.

2.3.4.5 Acquired 71.37 % (on fully diluted basis) stake in Saavn Media Private Limited (Saavn India) for Rs. 934 crore and for transfer of music streaming business viz. JioMusic to Saavn India. Saavn is engaged in business of digital streaming of music through its mobile apps and website through Saavn India and Saavn LLC.

2.3.4.6 Reliance Brands Limited, subsidiary of the Company, acquired 100% stake in Rhea Retail Private Limited (Rhea) for Rs. 203.46 crore. Rhea is in the business of selling of products in India for expectant mothers and in general merchandise for children.

2.3.4.7 Reliance Brands Limited, subsidiary of the Company, acquired 12.5% stake in Future 101 Design Private Limited (Future 101) for Rs. 9.50 crore through subsidiaries. Future 101 is engaged in manufacturing, distribution and sale of luxury apparels, etc. in India.

2.3.4.8 Reliance Brands Limited and Reliance Retail Ventures Limited, subsidiaries of the Company, acquired 49.47% and 19.64% stake in Genesis Colors Limited (GCL) for a consideration of Rs. 202.04 crore and Rs.43.80 crore, respectively. GCL is engaged in the business of retailing and wholesale of branded readymade garments, bags, footwear and accessories directly and through its subsidiary/Joint Ventures.

Further, Reliance Retail Ventures Limited, subsidiary of the Company, acquired the following:

1. 50% stake in Genesis La Mode Private Limited (GLM) for a consideration of Rs.10.57 crore. GLM is engaged in business of retailing and wholesale of branded readymade garments, bags, footwear and accessories.

2. 50% stake in GLF Lifestyle Brands Private Limited (GLB) for a consideration of Rs.38.45 crore. GLB is engaged in business of retailing and wholesale of branded readymade garments, bags, footwear and accessories.

3. 50% stake in GML India Fashion Private Limited (GML) for a consideration of Rs.4.48 crore. GML is engaged in business of retailing and wholesale of branded readymade garments, bags, footwear and accessories.

Strictly Confidential Disclosure Document For private circulation only

4. 50% stake in GLB Bodycare Private Limited (Bodycare) for consideration of Rs.0.16 crore. Bodycare is engaged in business of retailing and wholesale of branded cosmetics and accessories.

5. 2.07% stake in Genesis Luxury Fashion Private Limited (GLF) for a consideration of Rs. 3.37 crore. GLF is engaged in business of retailing and wholesale of branded readymade garments, bags, footwear and accessories directly and through its subsidiary/joint ventures..

2.3.4.9 Acquired 5% stake in Eros International Plc (Eros) for Rs. 239 crore. Eros acquires, co-produces and distributes Indian films across all available formats such as cinema, television and digital news media.

2.3.4.10 Reliance Industrial Investments and Holdings Limited, subsidiary of the Company, subscribed 40,58,647 Compulsorily Convertible Preferred Shares of NetraDyne Inc., USA ("NetraDyne") at USD 1.97110 per share. NetraDyne is a high-end technology driven product, deep learning solutions and vision based analytics business with focus on verticals such as fleet management, automotive, security and surveillance.

2.3.4.11 Reliance Industrial Investments and Holdings Limited, subsidiary of the Company, acquired 12.7% stake in SkyTran Inc. on a fully diluted basis. SkyTran, is a venture capital-funded technology company incorporated under the laws of Delaware, United States of America (USA) in 2011. SkyTran is focused on developing state of the art technology in the field of Personal Rapid Transit Systems.

2.3.4.12 Reliance Industrial Investments and Holdings Limited, subsidiary of the Company, acquired 75% stake in New Emerging World of Journalism Private Limited (NEWJ). NEWJ is an early stage technology start up incorporated in India in January 2018. NEWJ’s business focus areas are production and curation of content for the emerging social and digital media ecosystem.

2.3.4.13 Reliance Industrial Investments and Holdings Limited (RIIHL), subsidiary of the Company, has incorporated a company viz. Jio Estonia OÜ. Entire paid-up share capital of Jio Estonia OÜ is held by RIIHL. Jio Estonia OÜ proposes to engage in the activity of software development and providing consultancy for existing and future technology initiatives pursued by the Company and its subsidiaries.

2.3.4.14 Reliance Industrial Investments and Holdings Limited, subsidiary of the Company, acquired 83.17% stake in The Indian Film Combine Private Limited (IFC). IFC is setting up a drive-in theatre and hospitality precinct comprising of a hotel, a retail mall and a club, built on approximately 12 acres of land in Sandra Kurla Complex (BKC), Mumbai.

2.3.5 Details of any Reorganization or Reconstruction in the last 1 year

Types of event Date of announcement Date of Completion Details None

Strictly Confidential Disclosure Document For private circulation only

2.4 Details of the shareholding of the Company as on the latest quarter end i.e. September 30, 2018

2.4.1 Shareholding pattern of the Company as on last quarter end i.e. September 30, 2018*

Total Total voting shareholding rights as % Sr. Total no. of equity No. of shares Particulars as % of total of total No. shares held in demat form no of equity voting shares capital

1 Promoters & Promoter Group 292,62,02,148 292,62,02,148 46.17 47.45

2 Mutual Funds/UTI 22,58,88,612 22,50,78,799 3.56 3.66

3 Alternate Investment Funds 2,99,120 2,99,120 0.00 0.00

4 Foreign Portfolio Investors (FPIs) 150,50,36,121 150,50,36,121 23.74 24.41

5 Financial Institutions/ Banks 29,41,028 25,84,395 0.05 0.05

6 Insurance Companies 49,74,70,557 49,74,64,457 7.85 8.07

7 Foreign Institutional Investors (FIIs) 61,71,225 60,26,455 0.10 0.10 Central Government/ State Government(s)/ 8 1,04,16,179 74,54,957 0.16 0.17 President of India 9 Individuals 56,97,55,626 49,20,18,778 8.99 9.24

10 NBFCs registered with RBI 1,57,222 1,57,222 0.00 0.00

11 Bodies Corporate 16,40,04,996 16,28,03,440 2.59 2.66

12 Non Resident Indians 3,30,39,103 2,67,09,229 0.52 0.54

13 Overseas Corporate Bodies 4,34,350 3,63,976 0.01 0.01

14 Foreign Portfolio Investors(Individual) 1,011 1,011 0.00 0.00

15 Foreign Nationals 21,222 21,222 0.00 0.00

16 Clearing Members 61,44,731 61,44,731 0.10 0.10 17 Shares held by Subsidiary Companies on 17,18,82,820 17,18,82,820 2.71 0.00 which no voting rights are exercisable 18 Unclaimed Shares Suspense Account 84,25,783 84,25,783 0.13 0.14 Investor Education and Protection Fund 19 3,15,22,260 3,15,22,260 0.50 0.51 (IEPF) Authority 20 Trusts 2,08,51,713 2,08,37,113 0.33 0.34

21 HUF 97,32,930 96,80,957 0.15 0.16

22 Global Depository Receipts (GDRs) 14,80,41,584 14,80,22,684 2.34 2.40 Total 633,84,40,341 624 ,87,37,678 100.00 100.00

*Note: No shares held by the Promoters have been pledged or encumbered.

2.4.2 List of top 10 holders of equity shares of the Company as on the latest quarter end i.e. September 30, 2018

Strictly Confidential Disclosure Document For private circulation only

Total No of shares in Shareholding Sr. Total No of Name of the Shareholders Dematerialised as % of total No. Equity Shares form no of equity shares

1 Devarshi Commercials LLP 71,08,00,410 71,08,00,410 11.21

2 Srichakra Commercials LLP 68,88,95,274 68,88,95,274 10.87

3 Karuna Commercials LLP 50,81,66,996 50,81,66,996 8.02

4 Life Insurance Corporation of India 47,04,11,008 47,04,05,108 7.42

5 Tattvam Enterprises LLP 43,14,31,608 43,14,31,608 6.81

6 Reliance Industries Holding Private Ltd 25,75,37,726 25,75,37,726 4.06 7 Petroleum Trust (through Trustees for sole beneficiary-M/s Reliance Industrial Investments and Holdings Ltd.) 24,09,42,006 24,09,42,006 3.80

8 Europacific Growth Fund 20,30,91,942 20,30,91,942 3.20

9 The Bank of New York Mellon 14,80,41,584 14,80,22,684 2.34

10 Government of Singapore 7,62,41,193 7,62,14,711 1.20

Total 373,55,59,747 373,55,08,465 58.93

2.5 Details regarding the Directors of the Company

2.5.1 Details of the current Directors of the Company as of the date of this Disclosure Document

Director of the Details of other Name Designation DIN Age Address Company since Directorship Shri Mukesh D. Chairman & 00001695 61 39, Altamount Road, April 1, 1977 Reliance Retail Ambani Managing Opp Washington Ventures Limited Director House, Mumbai Reliance Jio 400 026 Infocomm Limited KDA Enterprises Private Limited Reliance Foundation Breakthrough Energy Ventures LLC, USA Reliance Foundation Institution of Education and Research Shri Nikhil R. Executive 00001620 52 241/242, Rambha, June 26, 1986 Reliance Commercial Meswani Director Napean Sea Road, Dealers Limited Mumbai 400 006 Shri Hital R. Executive 00001623 50 “Woodlands”, Flat August 4, 1995 Reliance Industrial Meswani Director No.C-23/24, 67, Investments and Peddar Road, Mumbai Holdings Limited 400 026 Reliance Commercial Dealers Limited The Indian Film Combine Private Limited Shri P.M.S. Executive 00012144 66 Flat No. 92, 9th Floor, August 21, 2009 Reliance Commercial Prasad Director Bakhtawar Co-Op. Dealers Limited

Strictly Confidential Disclosure Document For private circulation only

Director of the Details of other Name Designation DIN Age Address Company since Directorship Housing Society Ltd., Viacom 18 Media 22, N D Marg, Mumbai Private Limited 400 006 Network 18 Media & Investments Limited TV18 Broadcast Limited Shri Pawan Executive 02460200 73 Bunglow No.12, May 16, 2010 - Kumar Kapil Director Sector – V, Reliance Greens, Jamnagar 361 142, Gujarat Shri Mansingh L. Independent 00001963 87 4th - Floor, Plot-87, September 27, - Bhakta Director Jeevan Niwas, Khan 1977 Abdul Gaffar Khan Marg, Worli Sea Face, Mumbai 400 025

Dr. Yogendra P. Independent 00001879 89 "Mistry Manor", April 16, 1992 Zodiac Clothing Trivedi Director 62-A, Napean Sea Company Limited Road, Mumbai The Supreme 400 006 Industries Limited New Consolidated Construction Company Limited Emami Limited Sai Service Private Limited Federation of Indian Automobile Association

Prof. Dipak C. Independent 00228513 61 915, Hamlin Street, August 4, 2005 Reliance Retail Jain Director Evanston, Illinois Ventures Limited 60201, USA Reliance Retail Limited John Deere & Company Reliance Jio Infocomm Limited Dr. Raghunath A. Independent 00074119 75 3rd Floor, Adams June 9, 2007 Mashelkar Director Court, Above Bank of Piramal Enterprises Baroda, Baner, Pune Limited 411 045

Sakal Papers Private Limited Vyome Biosciences Private Limited Invictus Oncology Private Limited International Longevity Centre –

Strictly Confidential Disclosure Document For private circulation only

Director of the Details of other Name Designation DIN Age Address Company since Directorship India Gharda Scientific Research Foundation Gharda Medical & Advanced Technologies Foundation Reliance Gene Medix PLC Access Health International Godrej Agrovet Limited Akamara Biomedicine Private Limited Shri Adil Independent 06646490 65 The Imperial December 20, Larsen and Toubro Zainulbhai Director Apartment, Flat No. 2013 Limited 4701, B B Nakashe Network18 Media & Marg, Tardeo, Investments Limited Mumbai 400 034 Reliance Jio Infocomm Limited Cipla Limited Reliance Retail Ventures Limited TV18 Broadcast Limited Piramal Foundation Viacom 18 Media Private Limited Smt. Nita M. Non- Executive 03115198 56 39, Altamount Road, June 18, 2014 Football Sports Ambani Non- Opp Washington Development Limited Independent House, Mumbai EIH Limited Director 400026 Reliance Foundation Institution of Education and Research Reliance Foundation

Shri Raminder Independent 07175393 65 109, Sector 10A June 12, 2015 Adani Power Singh Gujral Director Chandigarh 160 011 (Mundra) Limited Adani Power Limited Dr. Shumeet Independent 02787784 59 160 W. 62nd Street – July 21, 2017 Felix Banerji Director Apt 42C– New York, Pharmaceuticals NY 10023, USA. Private Limited Reliance Jio Infocomm Limited HP Inc Tala Energy Private Limited Berg Health LLC Proteus Digital Health, Inc.

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Director of the Details of other Name Designation DIN Age Address Company since Directorship Flat No. 1401, 14th CRISIL Limited Floor, C Wing, Lodha Bellissimo, Apollo Smt. Arundhati Independent 62 02011213 Mills Compound, N.M October 17, 2018 Bhattacharya Director Piramal Enterprises Joshi Marg, Limited Mahalaxmi, Mumbai - 400 011 *Note: The Company confirms that none of its Directors appears in the RBI defaulter list and/or ECGC default list.

2.5.2 Details of change in Directors since last three years

Name Designation DIN Appointment/ Date of Director of Remarks Resignation Appointment/ Company Resignation since (in case of resignation) Shri Independent 07175393 Appointment June 12, 2015 N.A. -- Raminder Director Singh Gujral Dr. Dharam Independent 00001982 Cessation on July 21, 2017 March 28, -- Vir Kapur Director completion of 2001 term Dr. Shumeet Independent 02787784 Appointment July 21, 2017 N.A. -- Banerji Director Prof. Ashok Independent 00006051 Demitted October 17, April 27, -- Misra Director office of a 2018 2005 Director Smt. Independent 02011213 Appointment October 17, N.A. -- Arundhati Director 2018 Bhattacharya 2.6 Details regarding the Auditors of the Company

2.6.1 Details of the statutory auditors of the Company

Name Address Auditor since

S R B C & CO LLP, 14th Floor, The Ruby, July 21, 2017 Chartered Accountants 29, Senapati Bapat Marg, (Registration No. 324982E/E300003) Dadar (West), Mumbai 400 028

D T S & Associates, Suite # 1306-1307, July 21, 2017 Chartered Accountants Lodha Supremus, Senapati Bapat Marg, (Registration No. 142412W) Lower Parel, Mumbai 400 013

2.6.2 Details of change in statutory auditors since last three years

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Name Address Date of Auditor of the Remarks Appointment/ Company since Resignation (in case of resignation) Chaturvedi & Shah, 714-715, Tulsiani July 21, 2017 September 24, Ceased to be Chartered Chambers, 212, 1977 auditors due to Accountants Nariman Point mandatory (Registration No. Mumbai 400 021 rotation of 101720W) auditors as Deloitte Haskins & Indiabulls Finance July 21, 2017 August 03, 2005 prescribed under Sells LLP, Centre Section 139 of the Chartered Tower 3, 27th – 32nd 2013 Act Accountants Floor, Senapati Bapat (Registration No. Marg, Elphinstone 117366W / W – Road (West), Mumbai 100018) 400 013

Rajendra & Co., 1311, Dalamal Tower, July 21, 2017 January 18, 1977 Chartered 211, Nariman Point Accountants Mumbai 400 021 (Registration No. 108355W)

S R B C & CO LLP, 14th Floor, The Ruby, July 21, 2017 N.A. Appointed as Chartered 29, Senapati Bapat auditors pursuant Accountants Marg, to Section 139 of (Registration No. Dadar (West), the 2013 Act for a 324982E/E300003) Mumbai 400 028 term of 5 consecutive D T S & Associates, Suite # 1306-1307, July 21, 2017 N.A. years Chartered Lodha Supremus, Accountants Senapati Bapat Marg, (Registration No. Lower Parel, Mumbai 142412W) 400 013

2.7 Details of borrowings of the Company as on latest quarter ended i.e. September 30, 2018

2.7.1 Details of Secured Loan Facilities*

Lender’s Name Type of Amount Principal Repayment Security facility Sanctioned Amount Date / (Rs. Crore) Outstanding Schedule (Rs. Crore) HDFC Bank Cash Credit 2,700 109.99 On Demand Debtors and inventory ICICI Bank Cash Credit 1,000 12.42 On Demand Debtors and Limited inventory State Bank of Cash Credit 4,000 98.10 On Demand Debtors and India inventory The Clearing CBLO 2,500 1,199.47 Various dates in G-Sec Corporation of FY 2018-19 India Bank of Baroda REPO 395.85** 395.85 Various dates in G-Sec FY 2018-19 CITI Bank REPO 1,644.66** 1,644.66 Various dates in G-Sec FY 2018-19

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Lender’s Name Type of Amount Principal Repayment Security facility Sanctioned Amount Date / (Rs. Crore) Outstanding Schedule (Rs. Crore) JP Morgan REPO 1,332.72** 1,332.72 Various dates in G-Sec Chase Bank NA FY 2018-19 Standard REPO 99.75** 99.75 Various dates in G-Sec Chartered Bank FY 2018-19 State Bank of REPO 538.67** 538.67 Various dates in G-Sec India FY 2018-19

*Note: Debentures not shown above since it is given separately in this Disclosure Document **Note: For REPO borrowings, amount sanctioned is considered to be the principal amount outstanding

2.7.2 Details of Unsecured Loan Facilities (as on September 30, 2018)*

Lender / Instrument Name Type of Amount Principal Repayment Facility Sanctioned Amount Date/ Schedule (Rs. Crore Outstanding unless (Rs. Crore)** specified) External Commercial Borrowings (ECB)/ Export Credit Agency (ECA) U.S.$ 100,000,000 9.375% FCY $ 100 160.19 June 24, 2026 Notes due 2026 (Yankee 2) Bonds million U.S.$ 100,000,000 10.5% FCY $ 100 69.73 August 06, 2046 Notes due 2046 (Yankee 3) Bonds million U.S.$ 100,000,000 8.25% FCY $ 214 245.91 January 15, 2027 Notes due 2027 (Yankee 4) Bonds million U.S.$ 100,000,000 10.25% FCY $ 100 90.24 January 15, 2097 Notes due 2097 (Yankee 5) Bonds million US$ 150,000,000 7.625% FCY $ 150 36.24 August 15, 2027 Notes due 2027 (CALFP) Bonds million US$ 200,000,000 6.34% FCY $ 38 million 275.44 March 26, 2019 Series B Senior Notes due Bonds 2019 US$1,000,000,000 4.125% FCY $ 1,000 7,248.50 January 28, 2025 Senior Notes Due 2025 Bonds million US$750,000,000 4.875% FCY $ 750 5,436.38 February 10, Senior Notes Due 2045 Bonds million 2045 US$200,000,000 5% Senior FCY $ 200 1,449.70 June 05, 2035 Notes Due 2035 Bonds million US$225,000,000 2.512% FCY $ 225 1,223.18 Payable in 20 Notes due 2026, Series Bonds million equal semi- 2015-1 Guaranteed by annual Export-Import Bank of the instalments USA commencing on July 15, 2016 and ending on January 15, 2026 US$190,716,000 2.060% FCY $ 190.72 1,036.80 Payable in 20 Notes due 2026, Series Bonds million equal semi- 2016-1 Guaranteed by annual Export-Import Bank of the instalments USA commencing on July 15, 2016 and ending on January 15, 2026

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Lender / Instrument Name Type of Amount Principal Repayment Facility Sanctioned Amount Date/ Schedule (Rs. Crore Outstanding unless (Rs. Crore)** specified) US$184,284,000 1.870% FCY $ 184.28 1,054.57 Payable in 19 Notes due 2026, Series Bonds million equal semi- 2016-2 Guaranteed by annual Export-Import Bank of the instalments USA commencing on January 15, 2017 and ending on January 15, 2026 US$204,905,000 2.444% FCY $ 204.91 1,172.57 Payable in 19 Notes due 2026, Series Bonds million equal semi- 2016-3 Guaranteed by annual Export-Import Bank of the instalments USA commencing on January 15, 2017 and ending on January 15, 2026 U.S.$ 800,000,000 3.667% FCY $ 800 5,798.80 November 30, Senior Notes due 2027 Bonds million 2027 Aflac Life Insurance Japan FCY $ 96.97 702.87 August 07, 2020 Limited Bilateral million Long Term Loan State Bank of India, FCY $ 350 2,536.98 Payable in 3 Singapore Bilateral million equal annual Long Term instalments Loan commencing on January 17, 2020 and ending on January 17, 2022 Export Development FCY ECA $ 500 2,670.50 Payable in 19 Canada, Canada Long Term million equal semi- Loan annual instalments commencing on September 30, 2016 and ending on September 30, 2025 MUFG Bank Ltd. And FCY Club $ 166.67 1,208.08 June 29, 2020 Westpac Banking Long Term million Corporation Loan Various lenders including FCY $ 966.06 7,002.47 November 13, AfrAsia Bank Limited, Syndicated million 2018 Australia and New Zealand Long Term Banking Group Limited, Loan Bank of America National Association Taipei Offshore Banking Branch, Bank of China (Hong Kong) Limited, Bank of China Limited, Singapore Branch, The Bank of Tokyo-Mitsubishi UFJ, Ltd., Singapore

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Lender / Instrument Name Type of Amount Principal Repayment Facility Sanctioned Amount Date/ Schedule (Rs. Crore Outstanding unless (Rs. Crore)** specified) Branch, Barclays Bank PLC, BNP Paribas, Singapore Branch, BNS Asia Limited, The Chiba Bank, Ltd., Hong Kong Branch, Citibank N.A. Jersey Branch, Crédit Agricole Corporate and Investment Bank, Hong Kong Branch, DBS Bank Ltd., Export Development Canada, The Hongkong and Shanghai Banking Corporation Limited, Singapore Branch, JPMorgan Chase Bank, N.A., Singapore Branch, The Korea Development Bank, The Korea Development Bank, Singapore Branch, Mizuho Bank, Ltd., Singapore Branch, National Bank of Abu Dhabi PJSC, Sumitomo Mitsui Banking Corporation, The Norinchukin Bank, Singapore Branch, United Overseas Bank Limited and Westpac Banking Corporation Various lenders including FCY $ 550 3,986.68 April 27, 2020 Australia and New Zealand Syndicated million Banking Group Limited, Long Term Bank of America National Loan Association Taipei Offshore Banking Branch, Bank of China (Hong Kong) Limited, Bank of China Limited, Singapore Branch, Bank of Taiwan, Singapore Branch, The Bank of Tokyo- Mitsubishi UFJ, Ltd., Singapore Branch, BNP Paribas, Singapore Branch, Citibank N.A. Jersey Branch. Crédit Agricole Corporate and Investment Bank, Hong Kong Branch, DBS Bank Ltd., E. Sun Commercial Bank, Ltd., Export Development Canada, The Export-Import Bank of the Republic of China, First Commercial

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Lender / Instrument Name Type of Amount Principal Repayment Facility Sanctioned Amount Date/ Schedule (Rs. Crore Outstanding unless (Rs. Crore)** specified) Bank, Ltd., Hua Nan Commercial Bank, Ltd., Offshore Banking Branch, Hua Nan Commercial Bank, Ltd., Singapore Branch, KGI Bank, The Korea Development Bank, The Korea Development Bank, Singapore Branch, Land Bank of Taiwan, Singapore Branch, Mega International Commercial Bank Co., Ltd., Offshore Banking Branch, Mizuho Bank, Ltd., Singapore Branch, National Bank of Abu Dhabi PJSC, Standard Chartered Bank, Sumitomo Mitsui Banking Corporation, Taipei Fubon Commercial Bank Co., Ltd Singapore Branch, The Shanghai Commercial and Savings Bank Ltd, Offshore Banking Branch, United Overseas Bank Limited and Westpac Banking Corporation Various lenders including FCY $ 550 3,986.68 June 19, 2020 Bank of China (Hong Kong) Syndicated million Limited, The Bank of Tokyo- Long Term Mitsubishi UFJ, Ltd., Loan Singapore Branch, BNP Paribas, Singapore Branch, Chang Hwa Commercial Bank, Ltd. Offshore Banking Branch, Citibank N.A. Jersey Branch, DBS Bank Ltd., Export Development Canada, The Hongkong and Shanghai Banking Corporation Limited, Singapore Branch, The Shanghai Commercial and Savings Bank Ltd, Offshore Banking Branch, Standard Chartered Bank, Sumitomo Mitsui Banking Corporation and United Overseas Bank Limited Various lenders including FCY $ 979.78 7,101.91 Payable in 2 Australia And New Zealand Syndicated million equal instalments Banking Group Limited, Long Term commencing on Bank Of America N.A., Loan 29 April, 2020

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Lender / Instrument Name Type of Amount Principal Repayment Facility Sanctioned Amount Date/ Schedule (Rs. Crore Outstanding unless (Rs. Crore)** specified) Barclays Bank PLC, BNP and on 29 July Paribas, acting through its 2020 Singapore Branch, BNS Asia Limited, MUFG Bank Ltd., Singapore Branch, Citibank, N.A., Jersey Branch, Crédit Agricole Corporate And Investment Bank, Hong Kong Branch, DBS Bank Ltd., Export Development Canada, First Abu Dhabi Bank PJSC, Singapore Branch, J P Morgan Chase Bank N.A., Singapore Branch, The Hongkong And Shanghai Banking Corporation Limited, Singapore Branch, Mitsubishi UFJ Trust and Banking Corporation, Mizuho Bank, Ltd., Singapore Branch, Societe Generale, Hong Kong Branch, Standard Chartered Bank, Sumitomo Mitsui Banking Corporation, Singapore Branch, United Overseas Bank Limited, Westpac Banking Corporation Various lenders including FCY $ 187.41 1,358.44 July 30, 2021 Australia And New Zealand Syndicated million Banking Group Limited, Long Term Bank Of America N.A., Loan Barclays Bank PLC, BNP Paribas- Singapore Branch, BNS Asia Limited, MUFG Bank, Ltd.- Singapore Branch, Citibank, N.A.- Jersey Branch, Crédit Agricole Corporate And Investment Bank- Hong Kong Branch, DBS Bank Ltd., First Abu Dhabi Bank PJSC- Singapore Branch, The Hongkong And Shanghai Banking Corporation Limited- Singapore Branch, Mizuho Bank, Ltd.- Singapore Branch, Societe Generale- Hong Kong Branch, Standard Chartered Bank- London, Sumitomo Mitsui Banking Corporation- Singapore Branch, United

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Lender / Instrument Name Type of Amount Principal Repayment Facility Sanctioned Amount Date/ Schedule (Rs. Crore Outstanding unless (Rs. Crore)** specified) Overseas Bank Limited, Westpac Banking Corporation Various lenders including FCY $ 1,478.47 10,716.72 Payable in 3 Australia And New Zealand Syndicated million equal Banking Group Limited, Long Term installments on Bank Of America N.A., 16 Jan 2023, 17 Loan Barclays Bank PLC, BNP Apr 2023 and 14 Paribas- Singapore Branch, Aug 2023 BNS Asia Limited, MUFG Bank, Ltd.- Singapore Branch, Citibank, N.A.- Jersey Branch, Crédit Agricole Corporate And Investment Bank- Hong Kong Branch, DBS Bank Ltd., First Abu Dhabi Bank PJSC- Singapore Branch, The Hongkong And Shanghai Banking Corporation Limited- Singapore Branch, Mizuho Bank, Ltd.- Singapore Branch, Societe Generale- Hong Kong Branch, Standard Chartered Bank- London, Sumitomo Mitsui Banking Corporation- Singapore Branch, United Overseas Bank Limited, Westpac Banking Corporation, Bank of China Limited- Singapore Branch, KfW IPEX-Bank GmbH Nordea Bank AB publ and FCY ECA $ 100 72.49 Payable in 20 KfW Long Term million equal semi- Loan annual instalments commencing on 28 Feb 2010 and ending on 31 Aug, 2019 Nordea Bank AB publ and FCY ECA $ 450 326.18 Payable in 20 KfW Long Term million equal semi- Loan annual instalments commencing on February 28, 2010 and ending on August 31, 2019 JP Morgan Chase Bank NA, FCY ECA $ 400 289.94 Payable in 20 USA Long Term million equal semi- Loan annual instalments commencing on March 25, 2010

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Lender / Instrument Name Type of Amount Principal Repayment Facility Sanctioned Amount Date/ Schedule (Rs. Crore Outstanding unless (Rs. Crore)** specified) and ending on September 25, 2019 Various lenders including FCY ECA $ 391 1,767.30 Payable in 20 Sumitomo Mitsui Banking Long Term million equal semi- Corporation, HSBC Bank Loan annual Plc, ING Bank, a branch of instalments ING DiBa AG, Erste commencing on Abwicklungsanstalt and DZ July 31, 2015 and Bank AG ending on January 31, 2025 Various lenders including FCY ECA $ 1300.43 7,009.31 Payable in 19 KfW IPEX Bank GmbH, Long Term million equal semi- Citibank N A, Commerzbank Loan annual Aktiengesellschaft, instalments NordDeutsche Landesbank commencing on Girozentrale, Singapore, October 31, 2016 Banco Santander S A, and ending on Landesbank Baden- October 31, 2025 Wurttemberg, DZ Bank AG Deutsche Zentral - Genossenschaftsbank, BHF-Bank Aktiengesellschaft, ING Bank, Branch of ING-DiBa AG and Unicredit Bank AG Various lenders including FCY ECA $ 500 2,754.02 Payable in 20 Australia and New Zealand Long Term million equal semi- Banking Group Limited, The Loan annual Bank of Tokyo Mitsubishi instalments UFJ Limited, HSBC Bank commencing on Plc, ING Bank, a branch of March 21, 2017 ING DiBa AG, JP Morgan and ending on Chase NA, Singapore September 21, Branch, Credit Agricole 2026 Corporate and Investment Bank, Commerz Bank AG, Banco Santander SA, Mizuho Bank Ltd, Singapore Branch and Sumitomo Mitsui Banking Corporation Ex-Im Bank of United States FCY ECA $ 916.49 669.07 Payable in 20 and J P Morgan & Chase Co Long Term million equal semi- Ltd Loan annual instalments commencing on July 15, 2016 and ending on January 15, 2026 HSBC France and BNP FCY ECA $ 107.09 621.02 Payable in 15 Paribas SA Long Term million equal semi- Loan annual instalments

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Lender / Instrument Name Type of Amount Principal Repayment Facility Sanctioned Amount Date/ Schedule (Rs. Crore Outstanding unless (Rs. Crore)** specified) commencing on September 21, 2017 and ending on September 21, 2024 Australia and New Zealand FCY ECA $ 300 1,739.64 Payable in 20 Banking Group Limited Long Term million equal semi- Loan annual instalments commencing on March 21, 2017 and ending on September 21, 2026 Various lenders including FCY ECA $ 202.71 1,175.48 Payable in 20 ING Bank, a branch of ING Long Term million equal semi- DiBa AG, DZ Bank AG, Loan annual Deutsche Zentral instalments Genossenschaftsbank, commencing on Frankfurt, am Main, The March 21, 2017 Bank of Tokyo Mitsubishi and ending on UFJ, Ltd, The Hongkong September 21, and Shanghai Banking 2026 Corporation Ltd and KfW IPEX Bank GmbH Various lenders including FCY ECA $ 404.07 2,343.14 Payable in 20 Japan Bank For Long Term million equal semi- International Cooperation Loan annual (JBIC), The Bank Of Tokyo- instalments Mitsubishi Ufj, Ltd., commencing on Sumitomo Mitsui Banking October 10, 2016 Corporation, Mizuho Bank, and ending on Ltd., The Gunma Bank, Ltd., April 10, 2026 The Hachijuni Bank, Ltd., The Chiba Bank, Ltd., The Chugoku Bank Ltd, The Hyakujushi Bank Ltd and The Joyo Bank Ltd Various lenders including FCY ECA $ 497.53 109.15 Payable in 19 The Hongkong and Long Term million equal semi- Shanghai Banking Loan annual Corporation Limited- installments Singapore Branch, First Abu commencing on Dhabi Bank PJSC- 07 Aug 2019 and Singapore Branch, MUFG ending on 07 Aug Bank, Ltd., BNP Paribas 2028 Fortis SA/NV, DZ Bank AG Citibank NA, USA FCY ECA $ 500 181.21 Payable in 20 Long Term million equal semi- Loan annual instalments commencing on June 25, 2009 and ending on

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Lender / Instrument Name Type of Amount Principal Repayment Facility Sanctioned Amount Date/ Schedule (Rs. Crore Outstanding unless (Rs. Crore)** specified) December 25, 2018 KFW IPEX-Bank GmbH and FCY ECA $ 275 99.67 Payable in 20 BNP Paribas SA Long Term million equal semi- Loan annual instalments commencing on June 25, 2009 and ending on December 27, 2018 Others Citi Bank Buyer’s $ 700 22.57 Various dates in Credit million FY 2018-19 *Note: Commercial Paper not shown above since it is given separately in this Disclosure Document **Note: Exchange rate as on September 30, 2018 has been considered (Source: Fedai - Foreign Exchange Dealers Association of India). 2.7.3 Details of NCDs as of September 30, 2018

Debenture Tenor/ Coupon Amount Date of Redemption Credit Secured/ Security Series Period outstanding Allotment Date/ Rating Unsecured of (Rs. Crore) Schedule Maturity (years)

PPD – 177 15 6.25% 133.33 November In 6 equal “CRISI Secured Secured by 24, 2003 instalments L AAA” way of first starting from and mortgage / November “IND charge on all 24, 2013 to AAA” the November properties 24, 2018 situated at Hazira Complex and at Patalganga Complex of the Company.

PPD – 179 10 10.75% 370.00 December December 8, “CRISI Secured Secured by Tranche 3 15, 2008 2018 L AAA” way of first and mortgage / “IND charge on AAA” the immovable properties situated at Hazira Complex and at Jamnagar Complex (other than SEZ unit) of

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Debenture Tenor/ Coupon Amount Date of Redemption Credit Secured/ Security Series Period outstanding Allotment Date/ Rating Unsecured of (Rs. Crore) Schedule Maturity (years)

the Company. PPD – 180 10 8.75% 500.00 May 7, May 7, 2020 “CRISI Secured Secured by Tranche 1 2010 L AAA” way of first and mortgage / “IND charge on AAA” the immovable properties situated at Jamnagar Complex (SEZ unit) of the Company.

PPD – 5 7.00% 5,000.00 August 31, August 31, “Crisil Unsecured N.A. Series A 2017 2022 AAA”, “ICRA AAA” and “CARE AAA”

PPD – 3 years 6.78% 2,500.00 September September “Crisil Unsecured N.A. Series B and 15 1, 2017 16, 2020 AAA”, days “ICRA AAA” and “CARE AAA” PPD – 3 6.80% 2,500.00 September September 4, “Crisil Unsecured N.A. Series C 4, 2017 2020 AAA”, “ICRA AAA” and “CARE AAA” PPD – 5 7.17% 5,000.00 November November 8, “Crisil Unsecured N.A. Series D 8, 2017 2022 AAA”, “ICRA AAA” and CARE AAA” PPD – 3 years 6.95% 2,500.00 November December “Crisil Unsecured N.A. Series E and 1 14, 2017 14, 2020 AAA”, month “ICRA AAA” and CARE AAA” PPD – 3 years, 7.07% 2,500.00 November December “Crisil Unsecured N.A. Series F 1 month 22, 2017 24, 2020 AAA”, “ICRA

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Debenture Tenor/ Coupon Amount Date of Redemption Credit Secured/ Security Series Period outstanding Allotment Date/ Rating Unsecured of (Rs. Crore) Schedule Maturity (years)

and 2 AAA” days and CARE AAA”

Note:

a) The Company has issued Unsecured, Redeemable, Non-convertible Debentures of Rs. 6,500/- crore during October 2018 and November 2018 on private placement basis. b) NCDs matured from previous quarter end till date have been repaid on respective due dates. 2.7.4 List of top 10 Debenture Holders as on September 30, 2018

(a) Top 10 Debenture Holders (on cumulative basis and not in reference to any particular series of Debentures)

Sr. Amount Name of the Debenture Holder No. (Rs. Crore)) 1 Yes Bank Limited 4655.00 2 Axis Bank Limited 2690.00 3 State Bank of India 2500.00 4 Reliance Capital Trustee Co. Limited A/C Reliance Mutual Funds 1290.00 5 SBI Mutual Funds 1060.00 6 IDFC Mutual Funds 980.00 7 ICICI Prudential Life Insurance Company Limited 625.00 8 HDFC Standard Life Insurance Company Limited 480.00 9 SBI Life Insurance Company Limited 429.00 10 L and T Mutual Funds 410.00

(b) Top 10 Debenture Holders of NCD - Series PPD 177

Sr. Amount Name of Debenture Holders No. (Rs. Crore)

1 Life Insurance Corporation of India 133.33

Note: These debentures were fully redeemed on November 22, 2018

Sr. Amount Name of the Debenture Holder No. (Rs. Crore) 1 Life Insurance Corporation of India 190.00 2 Aditya Birla Sun Life Trustee Private Limited A/C Mutual Funds 55.00 3 Army Group Insurance Fund 35.00 4 SBI Mutual Funds 20.00 5 HDFC Trustee Company Limited A/C HDFC MFS 15.00

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Sr. Amount Name of the Debenture Holder No. (Rs. Crore) The Nomura Trust and Banking Co. Ltd. as the Trustee of Indian 6 10.00 Local Currency Denominated Bond Mother Fund 7 Exide Life Insurance Company Limited 10.00 8 ICICI Prudential Life Insurance Company Limited 10.00 9 Tata AIA Life Insurance Co Ltd 10.00 10 Aditya Birla Sun Life Insurance Company Limited 5.00 11 Liberty Videocon General Insurance Company Ltd. 5.00 12 Max Life Insurance Company Limited 5.00

(d) Top 10 Debenture Holders of NCD - Series PPD 180 – Tranche 1

Sr. Holding Name of the Debenture Holder No. (Rs. Crs) 1 IDFC Mutual Funds 185.00 2 HDFC Trustee Company Limited A/C HDFC MFS 35.00 3 Indiafirst Life Insurance Company Ltd 35.00 4 United India Insurance Company Limited 30.00 5 The New India Assurance Company Limited 25.00 6 Postal Life Insurance Fund A/C UTI AMC 15.00 7 ECGC Limited 15.00 8 Unit Trust Of India MFS / Schemes 15.00 9 Max Life Insurance Company Limited 14.20 10 Aditya Birla Sun Life Insurance Company Limited 10.00 11 The Oriental Insurance Company Limited 10.00 12 ITPL - Invesco India Mutual Funds 10.00 13 HDFC Standard Life Insurance Company Limited 10.00 14 Sahara India Life Insurance Company Limited 10.00 15 Star Union Dai- ICHI Life Insurance Company Limited 10.00 16 HSBC Indian Staff Provident Fund 10.00 NPS Trust- A/C UTI Retirement Solutions Pension Fund Scheme - 17 9.70 Central Govt NPS Trust- A/C UTI Retirement Solutions Pension Fund Scheme - 18 9.60 State Govt 19 Rural Postal Life Insurance Fund A/C SBIFMPL 8.00 (e) Top 10 Debenture Holders of NCD - PPD Series A

Sr. Holding Name of the Debenture Holder No. (Rs. Crs) 1 Axis Bank Limited 700.00 2 SBI Life Insurance Co.Ltd 425.00 3 ICICI Prudential Life Insurance Company Limited 330.00 4 ICICI Lombard General Insurance Company Ltd 310.00 5 HDFC Standard Life Insurance Company Limited 295.00 The Nomura Trust and Banking Co. Ltd. as the Trustee of Indian 6 240.00 Local Currency Denominated Bond Mother Fund 7 IDFC Mutual Funds 230.00 NPS Trust- A/C UTI Retirement Solutions Pension Fund Scheme - 8 212.50 State Govt 9 NPS Trust- A/C SBI Pension Fund Scheme - State Govt 190.00 10 HSBC Global Investment Funds - India Fixed Income 155.00 (f) Top 10 Debenture Holders of NCD - PPD Series B

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Sr. Holding Name of the Debenture Holder No. (Rs. Crs) 1 IDFC Mutual Funds 460.00 2 SBI Mutual Funds 405.00 3 L and T Mutual Funds 300.00 4 ICICI Prudential Life Insurance Company Limited 210.00 5 Kotak Mutual Funds 135.00 6 HDFC Trustee Company Limited A/C HDFC MFS 125.00 7 ICICI Prudential Mutual Funds 120.00 8 Bank f America Singapore Limited 100.00 9 HDFC Ergo General Insurance Company Limited 100.00 10 ICICI Lombard General Insurance Company Ltd 95.00 11 HDFC Standard Life Insurance Company Limited 75.00 (g) Top 10 Debenture Holders of NCD - PPD Series C

Sr. Amount Name of Debenture Holders No. (Rs. Crore) 1. State Bank of India 2500.00

(h) Top 10 Debenture Holders of NCD - PPD Series D

Sr. Holding Name of the Debenture Holder No. (Rs. Crs) 1 Yes Bank Limited 4,655.00 2 HDFC Standard Life Insurance Company Limited 100.00 3 UTI Indian Fixed Income Fund Plc 60.00 NPS Trust- A/C UTI Retirement Solutions Pension Fund Scheme 4 33.50 - State Govt 5 Axis Mutual Fund Trustee Limited A/C Axis Mutual Funds 30.00 6 Bajaj Allianz Life Insurance Company Ltd. 25.00 7 Exide Life Insurance Company Limited 20.00 8 Oppenheimer Emerging Markets Local Debt Fund 17.00 9 Liberty General Insurance Limited 10.00 10 Magma HDI General Insurance Company Limited 10.00 11 Aditya Birla Sun Life Insurance Company Limited 10.00 NPS Trust- A/C UTI Retirement Solutions Pension Fund Scheme 12 9.50 - Central Govt (i) Top 10 Debenture Holders of NCD - PPD Series E

Sr. Amount Name of Debenture Holders No. (Rs. Crore) 1 Axis Bank Limited 1,990.00 2 SBI Mutual Funds 395.00 4 L and T Mutual Funds 105.00 5 Aditya Birla Sun Life Insurance Company Limited 10.00 (j) Top 10 Debenture Holders of NCD - PPD Series F

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Sr. Holding Name of the Debenture Holder No. (Rs. Crs) 1 Reliance Capital Trustee Co Limited A/C Reliance Mutual Funds 1,290.00 2 SBI Mutual Funds 240.00 3 HDFC Trustee Company Limited A/C Hdfc Mfs 150.00 4 DSP Blackrock Mutual Funds 140.00 5 IDFC Mutual Funds 105.00 6 Kotak Mutual Funds 100.00 7 ICICI Prudential Mutual Funds 100.00 8 ICICI Prudential Life Insurance Company Limited 75.00 9 Invesco India Bond Fund 60.00 10 Union Mutual Funds 50.00 11 Bank of America Singapore Limited 40.00 12 Franklin Templeton Mutual Funds 40.00 2.7.5 The amount of corporate guarantee issued by the Issuer along with name of the counterparty (like name of the subsidiary, JV entity, group company, etc.) on behalf of whom it has been issued as on September 30, 2018

Amount Sr. No. Name Relationship (Rs. Crore) 1 Reliance Jio Infocomm Limited Subsidiary 50,388 2 Reliance Holding USA Inc Subsidiary 21,746 3 Reliance Sibur Elastomers Pvt. Ltd Subsidiary 1,377 4 Reliance Industries Middle East DMCC Subsidiary 1,746 5 Reliance Europe Limited Associate 1,479 6 RIL U.S.A Inc. Subsidiary 1,268 7 Reliance Global Energy Services Subsidiary 205 (Singapore) Pte. Limited 8 Reliance Global Energy Services U.K. Subsidiary 5 Total 78,214

2.7.6 Details of Commercial Papers The total face value of commercial papers outstanding as on September 30, 2018 is Rs. 13,300 Crore. The breakup is provided in the following table:

Amount Sr. Maturity Outstanding No. Date (Rs. Crore)*

1 3-Oct-18 500 2 4-Oct-18 500 3 9-Oct-18 500 4 9-Oct-18 800 5 9-Oct-18 100 6 10-Oct-18 1000 7 30-Oct-18 250 8 5-Nov-18 100 9 5-Dec-18 100 10 5-Dec-18 150 11 5-Dec-18 100 12 5-Dec-18 250

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13 10-Jan-19 1000 14 15-Jan-19 200 15 15-Jan-19 400 16 15-Jan-19 200 17 15-Jan-19 200 18 28-Jan-19 300 19 11-Feb-19 100 20 20-Feb-19 100 21 20-Feb-19 25 22 20-Feb-19 300 23 20-Feb-19 75 24 20-Feb-19 250 25 25-Feb-19 100 26 25-Feb-19 500 27 26-Feb-19 750 28 26-Feb-19 25 29 1-Mar-19 350 30 1-Mar-19 75 31 1-Mar-19 25 32 1-Mar-19 300 33 1-Mar-19 100 34 1-Mar-19 100 35 1-Mar-19 100 36 1-Mar-19 50 37 1-Mar-19 150 38 1-Mar-19 50 39 1-Mar-19 50 40 1-Mar-19 25 41 1-Mar-19 25 42 1-Mar-19 25 43 1-Mar-19 250 44 1-Mar-19 1000 45 4-Mar-19 200 46 4-Mar-19 500 47 4-Mar-19 150 48 4-Mar-19 100 49 4-Mar-19 100 50 4-Mar-19 50 51 4-Mar-19 100 52 14-Mar-19 100 53 14-Mar-19 100 54 14-Mar-19 50

Strictly Confidential Disclosure Document For private circulation only

55 14-Mar-19 250 56 14-Mar-19 50 *Note: Commercial Papers Matured from previous quarter end till date have been repaid on respective due dates. 2.7.7 Details of rest of the borrowing (if any including hybrid debt like FCCB, Optionally Convertible Debentures/ Preference Shares) as on September 30, 2018

Party Name (in Amount Principal Type of Repayment case of Sanctioned Amount Credit Secured/ Facility/ Date / Security Facility)/ / Issued outstanding Rating Unsecured Instrument Schedule Instrument (Rs. Crore) (Rs. Crore) Name None

2.7.8 Details of all default/s and/or delay in payments of interest and principal of any kind of term loans, debt securities and other financial indebtedness including corporate guarantee issued by the Company, in the past 5 years

None

2.7.9 Details of any outstanding borrowings taken/ debt securities issued where taken/ issued (i) for consideration other than cash, whether in whole or part, (ii) at a premium or discount, or (iii) in pursuance of an option

None

2.8 Details of Promoters of the Company

2.8.1 Details of Promoter Holding in the Company as on the latest quarter end i.e. September 30, 2018

Promoter and Promoter Group 1 M D Ambani 72,31,692 72,31,692 0.11 0.12 0 0.00 2 Nita Ambani 67,96,292 67,96,292 0.11 0.11 0 0.00 3 Isha M Ambani 67,28,780 67,28,780 0.11 0.11 0 0.00 4 Akash M Ambani 67,26,380 67,26,380 0.11 0.11 0 0.00 5 Anant M Ambani 2,00,000 2,00,000 0.00 0.00 0 0.00 6 K D Ambani 1,46,62,148 1,46,62,148 0.23 0.24 0 0.00 Devarshi 71,08,00,410 71,08,00,410 7 11.21 11.53 0 0.00 Commercials LLP Srichakra 68,88,95,274 68,88,95,274 8 10.87 11.17 0 0.00 Commercials LLP

Strictly Confidential Disclosure Document For private circulation only

% of Total Total Shares Sharehol voting No of pledge Total No of No of shares -ding as rights Sr.No Name of the Shares d with Equity in demat % of as % of . shareholders Pledge respect Shares form total no total d to of equity voting shares shares rights owned Karuna 50,81,66,996 50,81,66,996 9 8.02 8.24 0 0.00 Commercials LLP Tattvam 43,14,31,608 43,14,31,608 10 6.81 7.00 0 0.00 Enterprises LLP Reliance Industries 25,75,37,726 25,75,37,726 11 4.06 4.18 0 0.00 Holding Private Ltd Shreeji Comtrade 1,33,55,000 1,33,55,000 12 0.21 0.22 0 0.00 LLP Shrikrishna 1,33,55,000 1,33,55,000 13 0.21 0.22 0 0.00 Tradecom LLP Svar Enterprises 1,27,40,032 1,27,40,032 14 0.20 0.21 0 0.00 LLP Reliance Welfare 50,10,936 50,10,936 15 0.08 0.08 0 0.00 Association Vasuprada 12,33,680 12,33,680 16 0.02 0.02 0 0.00 Enterprises LLP Reliance Industrial 3,44,000 3,44,000 17 Infrastructure 0.01 0.01 0 0.00 Limited Exotic Officeinfra 25,776 25,776 18 0.00 0.00 0 0.00 Private Limited Carat Holdings and 10,200 10,200 19 0.00 0.00 0 0.00 Trading Co Pvt Ltd Neutron 1,722 1,722 20 Enterprises Private 0.00 0.00 0 0.00 Limited Futura 1,690 1,690 21 Commercials 0.00 0.00 0 0.00 Private Limited Kankhal Trading 200 200 22 0.00 0.00 0 0.00 LLP Bhuvanesh 200 200 23 0.00 0.00 0 0.00 Enterprises LLP Ajitesh Enterprises 200 200 24 0.00 0.00 0 0.00 LLP Badri Commercials 200 200 25 0.00 0.00 0 0.00 LLP Abhayaprada 200 200 26 0.00 0.00 0 0.00 Enterprises LLP Trilokesh 200 200 27 0.00 0.00 0 0.00 Commercials LLP Taran Enterprises 200 200 28 0.00 0.00 0 0.00 LLP Pitambar 200 200 29 0.00 0.00 0 0.00 Enterprises LLP Adisesh 200 200 30 0.00 0.00 0 0.00 Enterprises LLP Rishikesh 200 200 31 0.00 0.00 0 0.00 Enterprises LLP Pavana 200 200 32 0.00 0.00 0 0.00 Enterprises LLP Kamalakar 200 200 33 0.00 0.00 0 0.00 Enterprises LLP Narahari 200 200 34 0.00 0.00 0 0.00 Enterprises LLP Chakradev 200 200 35 0.00 0.00 0 0.00 Enterprises LLP

Strictly Confidential Disclosure Document For private circulation only

% of Total Total Shares Sharehol voting No of pledge Total No of No of shares -ding as rights Sr.No Name of the Shares d with Equity in demat % of as % of . shareholders Pledge respect Shares form total no total d to of equity voting shares shares rights owned Chakradhar 200 200 36 0.00 0.00 0 0.00 Commercials LLP Chakresh 200 200 37 0.00 0.00 0 0.00 Enterprises LLP Chhatrabhuj 200 200 38 0.00 0.00 0 0.00 Enterprises LLP Harinarayan 200 200 39 0.00 0.00 0 0.00 Enterprises LLP Janardan 200 200 40 0.00 0.00 0 0.00 Commercials LLP Samarjit 200 200 41 0.00 0.00 0 0.00 Enterprises LLP Shripal Enterprises 200 200 42 0.00 0.00 0 0.00 LLP Synergy Synthetics 200 200 43 0.00 0.00 0 0.00 Private Limited Vishatan 200 200 44 0.00 0.00 0 0.00 Enterprises LLP Elakshi 100 100 45 Commercials 0.00 0.00 0 0.00 Private Limited Pinakin 100 100 46 Commercials 0.00 0.00 0 0.00 Private Limited 55 Petroleum Trust 24,09,42,006 24,09,42,006 3.80 3.91 0 0.00 (through Trustees for sole beneficiary-M/s Reliance Industrial Investments and Holdings Ltd.) Anuprabha 0 0 47 Commercials 0.00 0.00 0 0.00 Private Limited# Manuvidya 0 0 48 Commercials 0.00 0.00 0 0.00 Private Limited# Nirahankara 0 0 49 Commercials 0.00 0.00 0 0.00 Private Limited# Vandhya 0 0 50 Commercials 0.00 0.00 0 0.00 Private Limited# Reliance Life 0 0 51 Sciences Private 0.00 0.00 0 0.00 Limited# Sikka Ports & 0 0 Terminals Limited (Previously known 52 0.00 0.00 0 0.00 as Reliance Ports and Terminals Limited)# Jamnagar Utilities 0 0 and Power Private Limited (Previously 53 0.00 0.00 0 0.00 known as Reliance Utilities and Power Private Limited)#

Strictly Confidential Disclosure Document For private circulation only

% of Total Total Shares Sharehol voting No of pledge Total No of No of shares -ding as rights Sr.No Name of the Shares d with Equity in demat % of as % of . shareholders Pledge respect Shares form total no total d to of equity voting shares shares rights owned EWPL Holdings 0 0 Private Limited (Previously known 54 0.00 0.00 0 0.00 as Reliance Utilities Private Limited)# Total 292,62,02,148 292,62,02,148 46.17 47.45 0 0.00 #As per disclosures under the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011, furnished by the Promoters.

2.9 Abridged version of Financial information for the last 3 years

2.9.1 Abridged version of Audited Consolidated financial information for the last three years

(Rs. in Crore) Sr. Particulars FY 2017-18 FY 2016-17 FY 2015-16 No. A. Balance Sheet Assets Net Fixed Assets (Including Goodwill & CWIP) 590,907 523,363 413,607 Non Current Financial Assets 27,927 28,347 43,544 Deferred Tax Assets (net) 5,075 5,537 Other Non Current Assets 8,653 8,279 14,061 Current Assets: Inventories 60,837 48,951 46,486 Current Financial Assets 90,188 77,991 64,954 Other Current Assets 32,761 19,871 16,345 Total 816,348 712,339 598,997 Equity and Liabilities Share Capital 5,922 2,959 2,948 Other Equity 287,584 260,750 228,608 Non Controlling Interest 3,539 2,917 3,356 Non - Current Financial Liabilities 152,717 161,173 143,896 Deferred Payment Liabilities 20,210 20,137 13,310 Long Term Provisions 2,906 2,353 1,231 Deferred tax Liabilities (Net ) 29,618 26,735 20,494 Current Financial Liabilities 269,441 212,664 173,374 Other Current Liabilities & Provisions 44,411 22,651 11,780 Total 816,348 712,339 598,997

B. Profit and Loss Statement Revenue from Operations 408,265 330,180 293,298 Other Income* 10,008 9,335 12,289 Expenditure 344,089 283,986 251,594 EBITDA 74,184 55,529 53,993 Depreciation and Amortisation 16,706 11,646 11,565 EBIT 57,478 43,883 42,428 Finance Cost 8,052 3,849 3,691 Tax 13,346 10,201 8,876 PAT before minority Interest 36,080 29,833 29,861 Minority Interest 5 (68) 116 PAT 36,075 29,901 29,745

Strictly Confidential Disclosure Document For private circulation only

Sr. Particulars FY 2017-18 FY 2016-17 FY 2015-16 No.

C. Cash Flow Statement Operating Profit/ Loss before Working Capital Changes 62,765 44,170 38,887 Net Cash From Operating Activities 71,459 49,550 38,134 Net Cash From/ (used in) Investing Activities (68,290) (66,292) (36,190) Net Cash From/ (used in) Financing Activities (2,001) 8,617 (3,210) Net increase / (decrease) in Cash and Cash 1,168 (8,125) (1,266) Equivalents Opening balance of Cash and Cash Equivalents 2,989 11,023 12,285 Upon Addition Of Subsidiaries 98 91 4 Closing balance of Cash and Cash Equivalents 4,255 2,989 11,023 *Note: includes Share of Profit/(Loss) of Associates and Joint Ventures

2.9.2 Abridged version of Audited Standalone financial information for the last three years

(Rs. in Crore) Sr. Particulars FY 2017-18 FY 2016-17 FY 2015-16 No. A. Balance Sheet Assets Net Fixed Assets (Including CWIP) 300,447 287,319 258,448 Non Current Financial Assets 189,644 150,962 126,946 Other Non Current Assets 3,522 2,184 3,742 Current Assets: Inventories 39,568 34,018 28,034 Current Financial Assets 73,857 67,404 60,199 Other Current Assets 10,487 4,859 4,305 Total 617,525 546,746 481,674 Equity and Liabilities Share Capital 6,335 3,251 3,240 Other Equity 308,312 285,062 250,758 Non - Current Financial Liabilities 81,596 78,723 77,830 Long Term Provisions 2,205 2,118 1,066 Deferred tax Liabilities (Net) 27,926 24,766 23,747 Other Non-Current Liabilities 504 - - Current Financial Liabilities 152,164 134,661 115,515 Other Current Liabilities & Provisions 38,483 18,165 9,518 Total 617,525 546,746 481,674

B. Profit and Loss Statement Revenue from Operations 305,335 265,041 251,241 Other Income 8,220 8,709 7,821 Expenditure 253,594 221,785 211,894 EBITDA 59,961 51,965 47,168 Depreciation and Amortisation 9,580 8,465 8,590 EBIT 50,381 43,500 38,578 Finance Cost 4,656 2,723 2,562 Tax 12,113 9,352 8,632 PAT 33,612 31,425 27,384

C. Cash Flow Statement Operating Profit/ Loss before Working Capital 50,083 41,477 36,629 Changes Net Cash From Operating Activities 62,000 51,450 43,447 Net Cash From/ (used in) Investing Activities (59,109) (54,949) (41,223) Net Cash From/ (used in) Financing Activities (1,914) (1,639) (6,903) Net increase / (decrease) in Cash and Cash 977 (5,138) (4,679) Equivalents

Strictly Confidential Disclosure Document For private circulation only

Sr. Particulars FY 2017-18 FY 2016-17 FY 2015-16 No. Opening balance of Cash and Cash Equivalents 1,754 6,892 11,571 Closing balance of Cash and Cash Equivalents 2,731 1,754 6,892

2.9.3 Abridged version of Latest Audited / Limited Review Half Yearly Consolidated financial information

(Rs. in Crore) Sr. No. Particulars 1H FY 2018-19 A. Balance Sheet Assets Net Fixed Assets (Including Goodwill and CWIP) 655,262 Non-Current Financial Assets 27,764 Deferred tax assets (net) 4,675 Other Non-Current Assets 8,365 Current Assets: Inventories 76,252 Current Financial Assets 96,629 Other Current Assets 33,942 Total 902,889 Equity and Liabilities Share Capital 5,926 Other Equity 298,426 Non-Controlling Interest 5,886 Non-current Financial liabilities 196,684 Deferred Payment Liabilities 19,745 Long Term Provisions 3,337 Deferred Tax Liabilities (Net) 31,140 Current Financial Liabilities 298,715 Other Current Liabilities & Provisions 43,030 Total 902,889 B. Profit & Loss Statement Revenue from operations 279,087 Other Income* 3,039 Expenditure 237,318 EBITDA 44,808 Depreciation and Amortisation 10,402 EBIT 34,406 Finance Cost 7,482 Tax 7,890 PAT before minority interest 19,034 Minority Interest 59 PAT 18,975 *Note: Includes Shares of Profit / (loss) of Associates and Joint Ventures

2.9.4 Abridged version of Latest Audited / Limited Review Half Yearly Standalone financial information

(Rs. in Crore) Sr. No Particulars 1H FY 2018-19 A. Balance Sheet Assets

Strictly Confidential Disclosure Document For private circulation only

Sr. No Particulars 1H FY 2018-19 Net Fixed Assets (Including CWIP) 318,836 Non-Current Financial Assets 199,384 Other Non-Current Assets 1,698 Current Assets: Inventories 51,989 Current Financial Assets 75,817 Other Current Assets 8,122 Total 655,846 Equity and Liabilities Share Capital 6,338 Other Equity 319,065 Non-current Financial liabilities 94,160 Long Term Provisions 2,541 Deferred Tax Liabilities (Net) 29,440 Other Non-current Liabilities 504 Current Financial Liabilities 166,871 Other Current Liabilities & Provisions 36,927 Total 655,846

B. Profit & Loss Statement Revenue from operations 194,334 Other Income 4,080 Expenditure 164,288 EBITDA 34,126 Depreciation and Amortisation 5,507 EBIT 28,619 Interest 4,555 Tax 6,385 PAT 17,679

2.10 Any material event/ development or change having implications on the financials/ credit quality (i.e. any material regulatory proceedings against the Issuer/ promoters, tax litigations resulting in material liabilities, corporate restructuring event etc.) at the time of issue which may affect the issue or the investor’s decision to invest/ continue to invest in the debt securities.

No material event / development / change has taken place since the date of the last published audited financial statements of the Issuer which may affect the Issue or the Eligible Participants decision to invest in the Debentures.

2.11 Debenture Trustee

Axis Trustee Services Limited having its address at The Ruby, 2nd Floor, SW, 29, Senapati Bapat Marg, Dadar West, Mumbai – 400 028, Maharashtra, India has been appointed as Debenture Trustee for the Issue. The Debenture Trustee has given its consent to the Issuer for its appointment and has entered into a Debenture Trustee Appointment Agreement with the Issuer. The Issuer shall enter into a Debenture Trust Deed, inter alia, specifying the terms and conditions of the Debentures and the powers, authorities and obligations of the Issuer and the Debenture Trustee in respect of the Debentures.

The Debenture Holders shall, by subscribing to the Debentures or by purchasing the

Strictly Confidential Disclosure Document For private circulation only

Debentures and without any further act or deed, be deemed to have irrevocably given their consent to and authorised the Debenture Trustee or any of their Agents or authorised officials to do, inter alia, all such acts, deeds and things necessary in terms of this Disclosure Document. All rights and remedies under the Debenture Trust Deed and/ or other security documents shall vest in and be exercised by the Debenture Trustee without having it referred to the Debenture Holders. Any payment made by the Issuer to the Debenture Trustee on behalf of the Debenture Holders shall discharge the Issuer pro tanto to the Debenture Holders. No Debenture Holder shall be entitled to proceed directly against the Issuer unless the Debenture Trustee, having become so bound to proceed, fails to do so.

The Debenture Trustee will protect the interest of the Debenture Holders in the event of default by the Issuer in regard to timely payment of interest and the Redemption Amount and they will take necessary action at the cost of the Issuer. 2.12 Credit Rating of Debentures

The Debentures are rated as “CRISIL AAA/Stable” (“CRISIL TRIPLE A with Stable outlook”) by CRISIL Limited, “[ICRA] AAA (Stable)” (“ICRA TRIPLE A rating with Stable outlook”) by ICRA Limited and “CARE AAA/ Stable” (“CARE TRIPLE A rating with Stable outlook”) by CARE Ratings Limited.

This indicates “highest degree of safety” with respect to timely payment of interest and principal on the instrument. The rating is not a recommendation to buy, sell or hold Debentures and investors should take their own decision. The rating may be subject to suspension, revision or withdrawal at any time by the assigning Credit Rating Agencies. Each of the Credit Rating Agencies have a right to revise, suspend or withdraw the rating at any time on the basis of factors such as new information or unavailability of information or other circumstances which the Credit Rating Agencies believe may have an impact on its rating. The rating letter(s) as released by Credit Rating Agencies are attached as Annexures L, M and N of this Disclosure Document. 2.13 Guarantee or comfort for the Debentures

The Debentures are not backed by any guarantee or letter of comfort or any other document / letter with similar intent by any party.

2.14 Consent letter from the Debenture Trustee

Copy of the consent letter from the Debenture Trustee is enclosed in this Disclosure Document as Annexure K.

2.15 Listing of Debentures

PPD Series IA Debentures and PPD Series IB Debentures are proposed to be separately listed on the Stock Exchanges. The Company has obtained in-principle approval from both the Stock Exchanges. Copies of the in-principle approvals from both the Stock Exchanges are enclosed in this Disclosure Document as Annexures O and P.

Strictly Confidential Disclosure Document For private circulation only

BSE Limited shall act as the Designated Stock Exchange.

2.16 Other Details

Debenture Redemption Reserve

Adequate DRR will be created by the Company, as per applicable statutory provisions.

Issue related Laws

The Debentures offered are subject to provisions of the Companies Act, SEBI ILDS Regulations, SEBI LODR Regulations, Securities Contracts (Regulation) Act, 1956, as amended, the Depositories Act, 1996, as amended and rules and regulations made under these enactments.

Governing Law and Provisions

The Debentures are governed by and shall be construed in accordance with the existing laws of India. Any dispute arising in respect thereof will be subject to the exclusive jurisdiction of the courts at Mumbai (Maharashtra) in India.

Particulars of the dates of, and parties to all material contracts, agreements involving financial obligations of the Issuer

Material Contracts - By the very nature and volume of its business, the Company is involved in a large number of transactions involving financial obligations and therefore it may not be possible to furnish details of all material contracts and agreements involving financial obligations of the Company. However, copies of the contracts considered material for the Issue together with the copies of documents referred to in Para A and Para B may be inspected at the Registered Office of the Company between 11.00 a.m. and 1.00 p.m. on any Business Day until the Issue Closing Date.

Para A:

 Letter appointing Karvy Fintech Private Limited as the Registrar & Transfer Agent for the Issue

 Letter appointing Axis Trustee Services Limited, as the Debenture Trustee for the benefit of the Debenture Holder(s)

Para B:

 Memorandum and Articles of Association

 Board Resolution dated July 27, 2018 authorising issue of Debentures and Finance Committee Resolution dated December 5, 2018 approving the specific terms of issue of Debentures

 Shareholders’ Resolution dated July 5, 2018 authorising issue of Debentures

 Consent letter from Axis Trustee Services Limited for acting as Debenture Trustee for and on behalf of the Debenture Holder(s) dated December 5, 2018

Strictly Confidential Disclosure Document For private circulation only

 Consent letter from Karvy Fintech Private Limited for acting as Registrar & Transfer Agent for the Issue dated December 5, 2018

 In-principle approval for listing of Debentures received from BSE dated December 6, 2018

 In-principle approval for listing of Debentures received from NSE dated December 6, 2018

 Letter from CRISIL Limited dated December 5, 2018 and December 5, 2018, ICRA Limited dated November 26, 2018 and December 5, 2018 and CARE Ratings Limited dated November 28, 2018 conveying the credit rating for the Debentures of the Company

 Tripartite Agreement between the Company, NSDL and the Registrar & Transfer Agent for the Issue

 Tripartite Agreement between the Company, CDSL and the Registrar & Transfer Agent for the Issue

 Annual Reports of the Company for the last three years

 Latest Audited / Limited Review Half Yearly Consolidated and Standalone Financial Information (Profit & Loss statement, Balance Sheet and Cash Flow statement) and auditor qualifications, if any.

Issue Size and Nature of Instrument

The Company proposes to issue by way of private placement PPD Series IA Debentures and PPD Series IB Debentures.

For details of the Issue, please refer to section titled “Issue Details” in this Disclosure Document.

Details of utilisation of Issue proceeds

Face Value, Issue Price, Effective Yield for Investor

Each Debenture has a face value of Rs. 10,00,000 (Rupees Ten Lakhs) and is issued at par i.e. for Rs. 10,00,000 (Rupees Ten Lakhs). Since there is no premium or discount on either issue price or on redemption value of the Debenture, the effective yield for the investors held to maturity shall be the same as the annualised coupon rate on the Debentures.

Minimum Bid

The minimum bid lot shall be 1 (one) Debenture having face value of Rs. 10,00,000 (Rupees Ten Lakhs) each and in multiple of 1 (one) Debenture thereafter

Strictly Confidential Disclosure Document For private circulation only

Minimum Subscription

As the current issue of Debentures is being made on private placement basis, the requirement of minimum subscription shall not be applicable and therefore the Company shall not be liable to refund the issue subscription(s)/ proceed(s) in the event of the total issue collection falling short of the Issue Size or a certain percentage of the Issue Size. Deemed Date of Allotment

All benefits related to the Debentures will be available to the allottee(s) from the Deemed Date of Allotment. The actual allotment of the Debentures may take place on a date other than the Deemed Date of Allotment. The Company reserves the right to keep multiple allotment date(s)/ Deemed Date(s) of Allotment at its sole and absolute discretion without any notice to the Debenture Holders. In case the Issue Closing Date is revised, the Deemed Date of Allotment may also be revised by the Company at its sole and absolute discretion.

Credit of Debentures

The Company shall credit the Debentures in no later than 2 Business Days from the Issue Closing Date. The Company shall give the instruction to the Registrar for crediting the Debentures by 12:00 noon on the Pay-In Date. The Registrar shall provide corporate action file along with all requisite documents to Depositories by 12:00 noon on the Pay-In Date. The Company shall allot the Debentures and issue and credit the Letter of Allotment in the beneficiary account of the investor(s) with NSDL (and CDSL)/ Depository Participant (“Beneficiary Account”). Depository Arrangements

The Company has appointed Karvy Fintech Private Limited as the Registrar of the Issue. A copy of the consent letter from the Registrar is enclosed in this Disclosure Document as Annexure J. The Company has made necessary depository arrangements with NSDL and CDSL for the Issue and holding of Debentures in the dematerialised form by investors. In this context, the Company has signed tripartite agreements as under:

 Tripartite Agreement between the Company, the Registrar and Transfer Agent and NSDL for offering Depository option to the investors.  Tripartite Agreement between the Company, the Registrar and Transfer Agent and CDSL for offering Depository option to the investors

Listing

PPD Series IA Debentures and PPD Series IB Debentures are proposed to be separately listed on the Wholesale Debt Market (WDM) segment of NSE and BSE. The Company shall comply with the requirements of the simplified listing agreement read with SEBI LODR Regulations, to the extent applicable to it, on a continuous basis.

BSE shall act as the Designated Stock Exchange.

Strictly Confidential Disclosure Document For private circulation only

Coupon Rate

PPD Series IA Debentures:

8.70% (Eight point Seven Zero percent) per annum, payable annually at the end of every year from the Deemed Date of Allotment

PPD Series IB Debentures:

8.65% (Eight point Six Five percent) per annum, payable annually at the end of every year from the Deemed Date of Allotment

Market Lot

The market lot will be one Debenture. Since the Debentures are being issued only in dematerialised form, the odd lots will not arise either at the time of issuance or at the time of transfer of Debentures

Interest on Application Money

As the Pay-In Date and the Deemed Date of Allotment fall on the same date, interest on application money shall not be applicable. Further, no interest on application money will be payable in case the Issue is withdrawn by the Issuer in accordance with the Operational Guidelines. Debentures in Dematerialised Form

The Company is issuing the Debentures only in dematerialised form and hence no Debentures are being issued in physical form in terms of the Disclosure Document. The Company has entered into Depository Arrangements with NSDL and CDSL for dematerialisation of the securities.

Interest, Redemption Amount or other benefits with respect to the Debentures would be paid to those Debenture Holders whose names appear: (i) on the list of Beneficial Owners given by the Depository to the Issuer, and (ii) in the Register of Debenture Holders, as on the Record Date. Undertaking - Common Form of Transfer

The Debentures shall be transferred subject to and in accordance with the rules and procedures as prescribed by the NSDL and CDSL, Depository Participant of the transferor/ transferee and any other Applicable Laws.

The normal procedure followed for transfer of securities held in the dematerialized form shall be followed for transfer of the Debentures, issued in terms of the Disclosure Document and held in electronic form. The seller should give delivery instructions containing details of the buyer’s depository account to his Depository Participant.

The transferee(s) should ensure that the transfer formalities are completed prior to the Record Date. In the absence of the same, interest will be paid/ redemption will be made to the person, whose name appears in the records of the Depository. In such cases, claims, if any, by the transferee(s) would need to be settled with the transferor(s) and not with the Company.

Strictly Confidential Disclosure Document For private circulation only

The Company is issuing the Debentures only in the dematerialized form and hence there is no physical holding of the Debentures being issued in terms of the Disclosure Document. The Company undertakes that it shall use a common form/ procedure for transfer of the Debentures issued under the terms of the Disclosure Document, if at a later stage there is some holding in the physical form due to the Depository giving the re-materialisation option to any investor.

Joint-Holders

Where two or more persons are holders of any Debenture(s), they shall be deemed to hold the same as joint tenants with benefits of survivorship in the same manner and to the same extent and be subject to the same restrictions and limitations as in the case of the existing equity shares of the Company, subject to other provisions contained in the Articles of Association of the Company.

Mode of Transfer

The Debentures shall be transferable and transmittable in the same manner and to the same extent and be subject to the same restrictions and limitations as in the case of the existing equity shares of the Company. The provisions relating to transfer and transmission, nomination and other related matters in respect of equity shares of the Company, contained in the Articles of Association of the Company, shall apply mutatis mutandis to the transfer and transmission of the Debentures and nomination in this respect. Succession

In the event of demise of the sole holder of the Debentures, the Company will recognize the executor or administrator of the deceased Debenture Holder, or the holder of succession certificate or other legal representative as having title to the Debentures. The Company shall not be bound to recognize such executor, administrator or holder of the succession certificate, unless such executor or administrator obtains probate or letter of administration or such holder is the holder of succession certificate or other legal representation, as the case may be, from a Court in India having jurisdiction over the matter. The Directors of the Company may, in their absolute discretion, where they think fit, dispense with production of probate or letter of administration or succession certificate or other legal representation, in order to recognize such holder as being entitled to the Debentures standing in the name of the deceased Debenture Holder on production of sufficient documentary proof or indemnity.

Record Date

For coupon payment and redemption: 15 (fifteen) days prior to each Coupon Payment/ Redemption Date

For pay-in of issue price: 15 (fifteen) days prior to each pay-in-date (other than first pay-in-date)

In case the Record Date falls on a non-business day, the day prior to the said non-

Strictly Confidential Disclosure Document For private circulation only

business day will be considered as the Record Date.

Interest and/or Redemption Amount shall be paid to the person whose name appears as sole/ first holder in the register of Debenture Holders/ beneficiaries on the Record Date. In the event of the Company not receiving any notice of transfer at least 15 (fifteen) days before the respective due date of payment of interest and at least 15 (fifteen) days prior to the Redemption Date, as the case may be, the transferees for the Debentures shall not have any claim against the Company in respect of interest so paid to the registered Debenture Holders.

In case of those Debentures for which the beneficial owner is not identified by the Depository as on the Record Date, the Company would keep in abeyance the payment of interest or other benefits, till such time that the beneficial owner is identified by the Depository and conveyed to the Company, whereupon the interest or benefits will be paid to the beneficiaries, as identified, within a period of 30 (thirty) days from the date of such notification by the Depository. List of Debenture Holder(s)/ Beneficiaries

The Company shall request the Registrar/Depository to provide a list of Debenture Holders/ Beneficial Owners at the end of the Record Date. This shall be the list, which shall be considered for payment of interest or Redemption Amount, as the case may be. Interest on Debentures

PPD Series IA Debentures and PPD Series IB Debentures shall carry interest at Coupon Rate of PPD Series IA Debentures and PPD Series IB Debentures respectively (subject to deduction of tax at source at the rates prevailing from time to time under the provisions of the Income Tax Act, 1961, or any other statutory modification or re-enactment thereof). The interest shall be payable on Coupon Payment Date annually through the Tenor of the Debentures.

Interest on Debentures will be paid to the Debenture Holders/ Beneficial Owners as per the beneficiary list provided by the Registrar/ Depository as on the Record Date.

Payment will be made by way of RTGS/ NEFT/ any other electronic mode / any other permissible mode of payment from time to time in the name of Debenture Holder(s) whose names appear on the List of Beneficial Owners as on the Record Date given by the Depository to the Company.

Interest in all cases shall be payable on the amount outstanding on an Actual/ Actual basis, i.e., actual number of days elapsed divided by the actual number of days in the year and rounded off to the nearest Rupee. Deduction of Tax at Source (TDS)

Debenture Holders should consult their own independent tax advisers to understand their positions. In addition, the Debenture Holders should be aware that tax regulations and their application by the relevant taxation authorities change from time to time.

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Accordingly, it is not possible to predict the precise tax treatment which will apply at any given time. Therefore, the Debenture Holders are advised to consider the tax implications in respect of subscription to the Debentures in consultation with their tax advisors.

Tax as applicable under the Income Tax Act, 1961, or any other statutory modification or re-enactment thereof will be deducted at source on payment of interest or any other sums payable in respect of the Debentures. For seeking TDS exemption/lower rate of TDS, relevant certificate(s)/ order(s)/ declaration(s)/ document(s) must be lodged at least 15 (fifteen) days before the payment of interest becoming due with the Registrar or to such other person(s) at such other address(es) as the Company may specify from time-to-time through suitable communication. Tax exemption certificate/ order/ declaration/ document of non-deduction of tax at source on Interest on Application Money, should be submitted along with the Application Form. Where any deduction of Income Tax is made at source and PAN has been provided by the Debenture Holder, the Company shall send to the Debenture Holder(s) a Certificate of Tax Deduction at Source.

Regarding deduction of tax at source and the requisite certificate(s)/ order(s)/ declaration(s)/ document(s) forms to be submitted, prospective investors are advised to consult their own tax consultant(s). With effect from June 1, 2008 under Section 193 of the Income-tax Act, 1961, no tax is deductible at source from the amount of interest payable on any security issued by a Company in dematerialised form and listed on a recognised stock exchange in India in accordance with the Securities Contract (Regulation) Act, 1956 and the rules made thereunder, held by a person resident in India. Since the Debentures shall be issued in dematerialized mode and are proposed to be listed on BSE and NSE, no tax will be deductible at source on the payment or credit of interest on the Debentures held by any person resident in India. Provided that if the law is subsequently amended to mandate deduction of tax at source from the amount of interest payable, the Issuer shall comply with such amended laws and regulations and deduct the tax at source as required.

Payment on Redemption

The PPD Series IA Debentures shall be redeemed at par at the end of the 10 years from the Deemed Date of Allotment (“PPD Series IA Redemption Date”) and the PPD Series IB Debentures shall be redeemed at par at the end of the 10 years from the Deemed Date of Allotment (“PPD Series IB Redemption Date”), as mentioned in the Issue Details. “PPD Series IA Redemption Date” or “PPD Series IB Redemption Date” shall be referred to as, “Redemption Date”.

The Debentures will not carry any obligation, for interest or otherwise, after the Redemption Date. The Debentures held in the dematerialised form shall be taken as discharged on payment of the Redemption Amount by the Company on Redemption Date to the registered Debenture Holders whose name appear in the Register of Debenture Holders / Beneficial Owners as per the list provided by the Depository(ies), on the Record Date. Such payment will be a legal discharge of the liability of the

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Company towards the Debenture Holders.

Payment of Redemption Amount will be made by way of RTGS/ NEFT/ any other electronic mode / any other permissible mode of payment in the name of Debenture Holder(s)/ Beneficial Owners(s) whose names appear on the List of Beneficial Owners given by the Depository to the Company as on the Record Date.

In respect of any Debentures held physically under a consolidated debenture certificate, payments will be made by way of cheque or pay order or electronically. However, if the Issuer so requires, payments on maturity may be made upon the surrender of the consolidated debenture certificate(s). Dispatch of cheque or pay order in respect of payments with respect to redemptions will be made within a period of 30 (thirty) days from the date of receipt of the duly discharged consolidated debenture certificate. No interest will accrue after the Redemption Date, irrespective of the non- surrender of the consolidated debenture certificate. Future Borrowings

The Issuer shall be entitled to borrow/ raise loans or avail of financial assistance in whatever form as also issue debentures/ notes/ other securities in any manner with ranking as pari passu basis or otherwise and to change its capital structure, including issue of shares of any class or redemption or reduction of any class of paid up capital, on such terms and conditions as the Company may think appropriate, without the consent of, or intimation to, the Debenture Holder(s) or the Debenture Trustee in this connection.

Business Day Convention/ Effect of Holidays

If any of the Coupon Payment Date(s), other than the ones falling on the Redemption Date, falls on a day that is not a Business Day, the payment shall be made by the Issuer on the immediately succeeding Business Day, which becomes the Coupon Payment Date for that Coupon. However, the future Coupon Payment Date(s) would be as per the schedule originally stipulated at the time of issuing the Debentures. In other words, the subsequent Coupon Payment Date(s) would not be disturbed merely because the payment date in respect of one particular coupon payment has been postponed earlier because of it having fallen on a non-Business Day.

Additionally, if any principal pay-in-date falls on a holiday or a Saturday, the principal will be payable on the previous Business Day

For the purpose of clarity, illustration on Coupon Payment Date(s) and Redemption

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Date for 1 Debenture of Rs. 10,00,000 each is given in the following table:

Amount (in Rs.)* No. of Days in Cash Flows Date PPD Series IA PPD Series IB Coupon Period Debentures Debentures 17,400 (on face value of Rs. 1st Coupon December 11, 2019 365 86,500 2 Lakh per debenture) 34,800 (on face value of Rs. 2nd Coupon December 11, 2020 366 86,500 4 Lakh per debenture) 52,200 (on face value of Rs. 365 6 Lakh per debenture) 3rd Coupon December 13, 2021 86,500 48 (on face value of Rs. 1 2 Lakh per debenture) 69,600 (on face value of Rs. 365 8 Lakh per debenture) 4th Coupon December 12, 2022 86,500 95 (on face value of Rs. 2 2 Lakh per debenture) 5th Coupon December 11, 2023 365 87,000 86,500 6th Coupon December 11, 2024 366 87,000 86,500 7th Coupon December 11, 2025 365 87,000 86,500 8th Coupon December 11, 2026 365 87,000 86,500 9th Coupon December 13, 2027 365 87,000 86,500 10th Coupon December 11, 2028 366 87,000 86,500 Redemption December 11, 2028 10,00,000 10,00,000 *Note: The interest payments are rounded to nearest rupee as per FIMMDA ‘Handbook on market practices’

Purchase/ Sale of Debentures

The Issuer may, at any time and from time to time, prior to Redemption Date, purchase Debentures in part (on a pro-rata basis or otherwise) or full at discount, at par or at premium in the open market or otherwise as may be determined by the Board of Directors / Finance Committee of the Issuer. Such Debentures, at the option of the Issuer, may be cancelled, held or resold at such price and on such terms and conditions as the Board of Directors / Finance Committee of the Issuer may deem fit. Such purchase / sale of Debentures shall not require any further consent / approval of the Debenture Holder(s) / Debenture Trustee. The right to purchase Debentures is not a call option and should not be construed as such by anyone. The right of purchase and sale can be exercised by the Company multiple times during the tenor of the Debentures without applicability of any minimum amount or price of the Debentures.

Right of Consolidation and Reissuance

The Board of Directors / Finance Committee of the Issuer shall have the power to

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consolidate and reissue its debt securities including the Debentures on such terms and conditions as they may deem fit.

Tax Implications to the Debenture Holders

The holder(s) of the Debentures are advised to consider in their own case, the tax implications in respect of subscription to the Debentures after consulting their own tax advisor/ counsel.

Consents

The consents in writing of Registrar of the Issue and the Debenture Trustee to act in their respective capacities have been obtained. Sharing of Information

The Company may, at its option, use on its own, as well as exchange, share or part with any financial or other information about the Debenture Holder(s) available with the Company, with its subsidiaries and affiliates and other banks, financial institutions, credit bureaus, agencies, statutory bodies, as may be required and neither the Company nor its subsidiaries and affiliates or their agents shall be liable for use of the aforesaid information.

Debenture Holder not a shareholder

The Debenture Holder(s) will not be entitled to any of the rights and privileges available to the shareholders of the Company.

Modification of Rights

The rights, privileges, terms and conditions attached to the Debentures may be varied, modified or abrogated by the Company, with the consent, in writing, of those Debenture Holder(s) who hold at least three-fourth of the outstanding amount of the Debentures or with the sanction accorded pursuant to a special resolution passed at a meeting of the Debenture Holder(s), provided that nothing in such consent or resolution shall be operative against the Company where such consent or resolution modifies or varies the terms and conditions of the Debentures, if the same are not acceptable to the Company.

Notice(s)

All notices to the Debenture Holder(s) required to be given by the Company or the Debenture Trustee from time to time, shall be deemed to have been given if sent by registered post/ by courier / by email to the sole/ first holder or the sole/ first Beneficial Owner of the Debentures or registered email id of such holder, as the case may be, or if published in Mumbai.

All notice(s) to be given by the Debenture Holder(s) shall be sent by registered post or by hand delivery to the Company or to such persons at such address as may be notified by the Company from time to time through suitable communication.

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Disputes and Governing Law

Bidding Process

This Disclosure Document has been drafted in compliance with the SEBI ILDS Regulations, the Memorandum and Articles of Association of the Issuer and all other Applicable Laws. This section applies to all Eligible Participants. Please note that all Eligible Participants are required to make payment of the full application amount in accordance with the Operational Guidelines.

The shareholders of the Issuer, through a resolution passed at their meeting dated July 5, 2018 authorised the Board of Directors to issue Debentures for an amount not exceeding Rs. 20,000 Crores at any time. Pursuant to a resolution of the Board of Directors dated July 27, 2018 the Issuer has been authorised to Issue the Debentures and a Finance Committee resolution dated December 5, 2018 the Issuer has been authorised to inter-alia invite bids in relation to the issue of Debentures pursuant to this Disclosure Document.

Who can bid?

All Eligible Participants comprising of QIBs, the Arranger and any non-QIB Investors specifically mapped by the Issuer on the BSE BOND – EBP Platform, are eligible to bid for this Issue. An Eligible Participant may bid for PPD Series IA Debentures or PPD Series IB Debentures or both.

All Eligible Participants are required to comply with the relevant regulations/ guidelines applicable to them for investing in this Issue in accordance with the norms approved by the Government of India, RBI or any other statutory body from time to time, including but not limited to the Operational Guidelines for investing in this Issue.

Right to Accept or Reject Bids

The Issuer reserves its full, unqualified and absolute right to accept or reject any application for bid, in part or in full, without assigning any reason thereof in accordance with the Operational Guidelines.

How to bid?

All Eligible Participants will have to register themselves as a one-time exercise (if not already registered) under the BSE BOND – EBP Platform offered by BSE for participating in the electronic book mechanism. Eligible Participants will also have to complete the mandatory KYC verification process. Eligible Participants should refer to the Operational Guidelines.

Strictly Confidential Disclosure Document For private circulation only

The details of the Issue shall be entered on the BSE BOND – EBP Platform by the Issuer at least 2 (two) working days prior to the Issue / Bid Opening Date, in accordance with the Operational Guidelines.

The Issue will be open for bidding for the duration of the bidding window that would be communicated through the Issuer’s bidding announcement on the BSE BOND – EBP Platform, at least 1 (one) working day before the start of the Issue / Bid Opening Date.

A bidder will only be able to enter the amount while placing their bids in the BSE BOND – EBP Platform, since the proposed Issue is a fixed rate/coupon issue.

Some of the key guidelines in terms of the current Operational Guidelines on issuance of securities on private placement basis through an electronic book mechanism, are as follows:

1 Modification of Bid:

Eligible Participants may note that modification of bid is allowed during the bidding period / window. However, in the last 10 minutes of the bidding period / window, revision of bid is only allowed for upward revision of the bid amount placed by the Eligible Participant.

2 Cancellation of Bid

Eligible Participants may note that cancellation of bid is allowed during the bidding period / window. However, in the last 10 minutes of the bidding period / window, no cancellation of bids is permitted.

3 Multiple Bids

Investors are permitted to place multiple bids on the EBP platform in line with the Operational Guidelines.

4 Manner of bidding

The Issue will be through close bidding on the EBP platform in line with the Operational Guidelines.

5 Manner of allotment

The allotment will be done on uniform yield basis in line with the Operational Guidelines.

6 Manner of settlement

Settlement of the Issue will be done through Indian Clearing Corporation Limited (ICCL) and the account details are given in the section on Payment

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Mechanism of this Disclosure Document.

7 Settlement cycle

The process of pay-in of funds by investors and pay-out to Issuer will be done on T+1 day, where T is the Issue day.

8 Withdrawal of Issue

The Issuer may, at its discretion, withdraw the issue process on the following conditions: (a) non-receipt of bids upto the Issue Size; (b) bidder has defaulted on payment towards the allotment, within the stipulated time frame, due to which the Issuer is unable to fulfil the Issue Size.

Provided that the Issuer shall accept or withdraw the Issue on the BSE BOND – EBP Platform within 1 (one) hour of the closing of the bidding window, and not later than 6 pm on the Issue/Bidding Closing Date.

However, Investors should refer to the Operational Guidelines as prevailing on the date of the bid.

9 Payment of issue price and pay-in-date:

(i) PPD Series IA Debentures

First tranche: 20% of face value i.e Rs. 2,00,000 (Rupees Two Lakhs) per Debenture on the first pay-in date, i.e December 11, 2018

Second tranche: 20% of face value i.e Rs. 2,00,000 (Rupees Two Lakhs) per Debenture on the second pay-in date, i.e December 11, 2019

Third tranche: 20% of face value i.e Rs. 2,00,000 (Rupees Two Lakhs) per Debenture on the third pay-in date, i.e December 11, 2020

Fourth tranche: 20% of face value i.e Rs. 2,00,000 (Rupees Two Lakhs) per Debenture on the fourth pay-in date, i.e December 10, 2021

Fifth tranche: 20% of face value i.e Rs. 2,00,000 (Rupees Two Lakhs) per Debenture on the fifth pay-in date, i.e December 9, 2022

(ii) PPD Series IB Debentures

-December 11, 2018

10 Forfeiture (PPD Series IA Debentures)

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1. Failure to pay the balance amount in full with respect of any Debentures on a Business Day beyond 15 days from the dates mentioned in the payment terms will result in such Debentures (for which only first tranche of the issue price or a part of second, third or fourth tranche of the issue price has been paid) , being forfeited. The Debenture Holders shall not have recourse to any redemption rights or be entitled to payment of the coupon accrued on such forfeited Debentures.

2. The Debenture Holder hereby expressly waives its right to institute any claim in relation to the Debenture forfeited by the Issuer on account of failure to pay the balance amount.

3. In case of default in the payment of balance amount on the due dates, a penal interest of 2% per annum over the Coupon Rate for PPD Series IA Debentures will be payable by the Debenture Holder for the duration of non- payment of balance amount, till the date of payment.

Forfeiture will not be applicable if:

a. During the tenor of PPD Series IA Debentures where part of second tranche or third tranche or fourth tranche or fifth tranche is payable and Issuer becomes a ‘private limited company’; or

b. Long term credit rating of PPD Series IA Debentures issued by the Issuer is downgraded to below "AA" or equivalent by any of the Credit Rating Agency.

Subject to the provisions of the Act, where any PPD Series IA Debentures have been forfeited, redeemed or repurchased, the Issuer shall have a right to keep such PPD Series IA Debentures in effect without extinguishment thereof, for the purpose of reissuance, subject to: (A) the Issuer complying with the provisions of the SEBI ILDS Regulations, (B) the Articles of Association of the Issuer enabling such reissuance, and (C) the Issuer obtaining fresh credit rating for each re-issuance from at least one credit rating registered with SEBI, which shall be disclosed and revalidated on periodic basis. Bids by the Arranger

Only the Arranger to the Issue is entitled to bid on behalf of Eligible Participants in the capacity of an arranger, as it shall be the only arranger mapped to the Issue on the BSE BOND – EBP Platform. Multiple bids by the Arranger are permitted provided that each bid is on behalf of different Investors. The Arranger is allowed to bid on a proprietary, client and consolidated basis. At the time of bidding, the Arranger is required to disclose the following details to the EBP: • Whether the bid is proprietary bid or is being entered on behalf of an Eligible Participant or is a consolidated bid, i.e., an aggregate bid consisting of proprietary bid and bid(s) on behalf of Eligible Participants.

Strictly Confidential Disclosure Document For private circulation only

• For consolidated bids, the Arranger shall disclose breakup between proprietary bid and bid(s) made on behalf of Eligible Participants. • For bids entered on behalf of Eligible Participants, the Arranger shall disclose the following:

 Names of such Eligible Participants;  Category of the Eligible Participants (i.e. QIB or non-QIB); and  Quantum of bid of each Eligible Participant. Provided that the Arranger shall not allowed to bid on behalf of any Eligible Participant if the bid amount exceeds 5% (five percent) of the Issue Size or Rs. 15 Crore, whichever is lower (or such revised limits as may be specified in the Operational Guidelines from time to time).

11 Application Size

Applications for the Debentures are required to be for a minimum of 1 (one) Debenture and multiples of 1 (one) Debenture thereafter.

All Eligible Participants under the Operational Guidelines and subsequent Debenture Holders (who shall purchase the Debentures in the secondary market) are required to consult their own advisors in investing in the Debentures and comply with the relevant rules, regulations, guidelines or notifications applicable to them for investing in the Debentures.

12 Offer or Issue of executed PPOAL to Successful Bidders

The PPOAL along with the Application Form will be issued to the successful bidders. Successful bidders will be required to complete and submit the Application Form and Part B of the PPOAL to the Issuer in order to accept the offer of Debentures.

No person other than the successful bidders to whom the PPOAL has been issued by Issuer may apply for the Issue through the PPOAL and any Application Form received from a person other than those specifically addressed will be invalid.

Minimum Subscription

The requirement of minimum subscription shall not be applicable to the Issue and therefore the Issuer shall not be liable to refund the subscription(s) or proceed(s) in respect of Issue in the event of the total Issue collection falling short of the proposed Issue size or certain percentage of the proposed Issue size.

Provisional or Final Allocation

Allocation shall be made on time priority basis in multiples of the bidding lot size, i.e., in multiples of Rs. 10 Lakhs only. In case bids are recorded at the same time, allocation

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would be on pro-rata basis in line with the Operational Guidelines.

Payment Mechanism

Payment of subscription money for the Debentures should be made by the successful bidder as notified by the Issuer (to whom the Issuer has issued given the offer by issue of PPOAL).

Successful bidders should do the funds pay-in to the following bank account of ICCL (“Designated Bank Account”):

HDFC Bank Limited:

Beneficiary Name : INDIAN CLEARING CORPORATION LTD Account Number : ICCLEB IFSC Code : HDFC0000060 Mode : NEFT / RTGS

Successful bidders must do the subscription amount payment to the Designated Bank Account on or before 10:30 a.m. on the Pay-in Date (“Pay-in Time”). Successful bidders should ensure to make payment of the subscription amount for the Debentures from their same bank account which is updated by them in the BSE BOND - EBP Platform while placing the bids. In case of mismatch in the bank account details between BSE BOND - EBP Platform and the bank account from which payment is done by the successful bidder, the payment would be returned. Provided that, in case of bids made by the Arranger on behalf of Eligible Participants, funds pay-in shall be made from the bank account of such Eligible Participants.

Note: In case of failure of any successful bidders to complete the subscription amount payments by the Pay-in Time or the funds are not received in the ICCL’s Designated Bank Account by the Pay-in Time for any reason whatsoever, the bid will liable to be rejected and the Issuer shall not be liable to issue Debentures to such successful bidders.

Funds payment to the Issuer on December 11, 2018 would be made by ICCL to the following bank account of the Issuer:

Bank : HDFC Bank Ltd Branch : Fort Branch, Mumbai Bank Account No. : 57500000071558 IFSC Code No. : HDFC0000060 Mode : NEFT / RTGS

The fund payment of second tranche, third tranche, fourth tranche and fifth tranche for PPD Series IA Debentures shall be made directly to the bank account of the Issuer on the pay-in-dates mentioned here above. The details of the bank account of the Issuer is given below

Bank : HDFC Bank Ltd

Strictly Confidential Disclosure Document For private circulation only

Branch : Fort Branch, Mumbai Bank Account No. : 57500000071558 IFSC Code No. : HDFC0000060 Mode : NEFT / RTGS

Date of Subscription

The date of subscription shall be the date of realisation of proceeds of subscription money in the Designated Bank Account of ICCL.

Settlement Process

Upon final allocation by the Issuer, the Issuer or the Registrar on behalf of the Issue shall instruct the Depositories on the Pay In Date, and the Depositories shall accordingly credit the allocated Debentures to the demat account of the successful bidder.

The Company shall give the instruction to the Registrar for crediting the Debentures by 12:00 noon on the Pay-In Date. The Registrar shall provide corporate action file along with all requisite documents to Depositories by 12:00 noon on the Pay-In Date. On the Pay-In Date, the Depositories shall confirm to ICCL the transfer of Debentures in the demat account(s) of the successful bidder(s).

Post-Allocation Disclosures by the EBP

Upon final allocation by the Issuer, the Issuer shall disclose the Issue Size, coupon rate, ISIN, number of successful bidders, category of the successful bidder(s), etc., in accordance with the Operational Guidelines. The EBP shall upload such data, as provided by the Issuer, on its website to make it available to the public.

3. ISSUE DETAILS

PPD Series IA Debentures PPD Series IB Debentures Security Name 8.70 % RIL 2028 (PPD Series IA) 8.65 % RIL 2028 (PPD Series IB) Issuer Reliance Industries Limited Type of Partly-paid Unsecured Unsecured Redeemable Non- Instrument Redeemable Non-Convertible Convertible Debentures Debentures Nature of Unsecured Instrument Seniority Not Applicable Arranger Not Applicable ICICI Bank Limited Mode of Issue Private Placement under electronic book mechanism of BSE under SEBI Circular ref SEBI/HO/DDHS/CIR/P/2018/122 dated August 16, 2018 read with “Operational Guidelines for issuance of Securities on Private Placement basis through an Electronic Book Mechanism” issued by BSE

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vide their Notice No. 20180928-24 dated September 28, 2018 and/ or any subsequent guidelines as may be issued by BSE from time to time, in this regard.

The Issue will be through close bidding on the EBP platform in line with the Operational Guidelines. Eligible All QIBs, and any non-QIB Investors specifically mapped by the Issuer Participants on the BSE BOND – EBP Platform, are eligible to bid / invest / apply for this Issue. An Eligible Participant may bid for PPD Series IA Debentures or PPD Series IB Debentures or both.

All participants are required to comply with the relevant regulations/ guidelines applicable to them for investing in this Issue. Listing NSE and BSE. Listing application shall be filed with the Stock Exchanges within 15 days from the Deemed Date of Allotment.

In case of delay in listing beyond 20 days from the Deemed Date of Allotment, the Issuer shall pay penal interest of 1% (one per cent) p.a. over the coupon rate to the Debenture Holders for the Delayed period i.e. from the expiry of 30 days from the Deemed Date of Allotment till the listing of Debentures. Rating of the “CRISIL AAA/ Stable” (“CRISIL TRIPLE A rating with stable outlook”) by Instrument CRISIL Limited, “[ICRA]AAA(Stable)” (“ICRA TRIPLE A rating with stable outlook”) by ICRA Limited and “CARE AAA/ Stable” (“CARE TRIPLE A rating with stable outlook”) by CARE Ratings Limited Issue Size 25,000 Partly-paid Unsecured 30,000 Unsecured Redeemable Redeemable Non-Convertible Non-Convertible Debentures – Debentures – PPD Series IA of the PPD Series IB of the face value of face value of Rs. 10 Lakhs each, Rs. 10 Lakhs each, for cash for cash aggregating to Rs. 2,500 aggregating to Rs. 3,000 Crore Crore Option to retain Not Applicable over- subscription (Amount) Business Day If any of the coupon payment date(s), other than the ones falling on the Convention redemption date, falls on a day that is not a Business Day, the payment shall be made by the Issuer on the immediately succeeding Business Day, which becomes the coupon payment date for that coupon. However, the future coupon payment date(s) would be as per the schedule originally stipulated at the time of issuing the Debentures. In other words, the subsequent coupon payment date(s) would not be changed merely because the payment date in respect of one particular coupon payment has been postponed earlier because of it having fallen on a non-Business Day.

Strictly Confidential Disclosure Document For private circulation only

If the redemption date of the Debentures falls on a day that is not a Business Day, the redemption amount shall be paid by the Issuer on the immediately preceding Business Day, which becomes the new redemption date, along with interest accrued on the Debentures until but excluding the date of such payment.

Additionally, if any principal pay-in-date falls on a holiday or a Saturday, principal will be payable on the previous Business Day Objects of the The net proceeds of the Issue will be utilised inter-alia for refinancing of Issue existing borrowings and/ or for any other purpose in the ordinary course of business of the Issuer. The proceeds of the Issue will not be used for investments in capital markets and real estate Details of the The net proceeds of the Issue will be utilised inter-alia for refinancing of utilisation of the existing borrowings and/ or for any other purpose in the ordinary course Proceeds of business of the Issuer. The proceeds of the Issue will not be used for investments in capital markets and real estate Coupon Rate 8.70% (Eight point Seven Zero 8.65% (Eight point Six Five percent) per annum payable percent) per annum payable annually on outstanding amount of annually on outstanding amount of Debentures at the end of every Debentures at the end of every year from the Deemed Date of year from the Deemed Date of Allotment Allotment Step Up/ Step Not Applicable Down Coupon Rate Coupon Annually Payment Frequency Coupon December 11 of every year till Redemption Date(s). If this is not a Payment Business Day, then as per the Business Day Convention. The last Date(s) Coupon Payment Date will be the Redemption Date. Coupon Type Fixed Coupon Reset None Process Day Count Actual/ Actual Basis Basis Interest payable on the Debentures will be calculated on the basis of actual number of days elapsed in a year of 365 or 366 days as the case may be. Interest on As the Pay-In Date and the Deemed Date of Allotment fall on the same Application date, interest on application money shall not be applicable. Money Default Interest In case of default in payment of In case of default in payment of Rate interest and/or Redemption interest and/or Redemption Amount on due dates, additional Amount on due dates, additional interest @ 2% p.a. over the interest @ 2% p.a. over the

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Coupon Rate of PPD Series IA Coupon Rate of PPD Series IB Debentures Debentures Tenor 10 years from the Deemed Date of Allotment Redemption The PPD Series IA Debentures The PPD Series IB Debentures Date shall be redeemed at par on the shall be redeemed at par on the PPD Series IA Redemption Date, PPD Series IB Redemption Date i.e i.e December 11, 2028. If this is not December 11, 2028. If this is not a a Business Day, then as per the Business Day, then as per the Business Day Convention. Business Day Convention. Redemption Rs.10,00,000 (Rupees Ten Lakhs) per Debenture payable on each of the Amount Redemption Date(s) Redemption NIL Premium/ Discount Issue Price Rs.10,00,000 (Rupees Ten Lakhs) per Debenture Discount at Not Applicable, as the Debentures are being issued at par which security is issued and the effective yield as a result of such discount Put Date Not Applicable Put Price Not Applicable Call Date Not Applicable Call Price Not Applicable Put Notification Not Applicable Time Call Notification Not Applicable Time Face Value Rs. 10,00,000 (Rupees Ten Lakhs) per Debenture Minimum bid 1 Debenture of Rs. 10,00,000 (Rupees Ten Lakhs) each and in multiple size and in of 1 Debenture of Rs. 10,00,000 (Rupees Ten Lakhs) each thereafter multiples thereafter Minimum 1 Debenture of Rs. 10,00,000 (Rupees Ten Lakhs) each and in multiple Application and of 1 Debenture of Rs. 10,00,000 (Rupees Ten Lakhs) each thereafter in multiples thereof Issue Timing: 1. Issue / Bid December 10 , 2018 Opening Date December 10, 2018

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2. Issue / Bid Closing Date Pay–in–Date First pay-in date: December 11, December 11, 2018 2018 Second pay-in date: December 11, 2019 Third pay-in date: December 11, 2020 Fourth pay-in date: December 10, 2021 Fifth pay-in date: December 9, 2022 Deemed Date December 11, 2018 of Allotment Payment of First Tranche: 20% of face value i.e Not Applicable Issue Price in Rs. 2,00,000 (Rupees Two Lakhs) tranches per Debenture on the first pay-in date, i.e December 11, 2018

Second Tranche: 20% of face value i.e Rs. 2,00,000 (Rupees Two Lakhs) per Debenture on the second pay-in date, i.e December 11, 2019

Third Tranche: 20% of face value i.e Rs. 2,00,000 (Rupees Two Lakhs) per Debenture on the third pay-in date, i.e December 11, 2020

Fourth Tranche: 20% of face value i.e Rs. 2,00,000 (Rupees Two Lakhs) per Debenture on the fourth pay-in date, i.e December 10, 2021

Fifth Tranche: 20% of face value i.e Rs. 2,00,000 (Rupees Two Lakhs) per Debenture on the fifth pay-in date, i.e December 9, 2022 Forfeiture 1. Failure to pay balance amount Not Applicable in full respect of any Debentures on a Business Day beyond 15 days of the dates mentioned in the payment terms will result in such

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Debentures for which only First tranche of the issue price or a part of Second tranche or Third tranche or Fourth tranche of the issue price has been paid, being forfeited. Investors shall not be entitled to any redemption rights or the coupon accrued on the forfeited Debentures. 2. The Debenture Holder hereby expressly waives its right to institute any claim in relation to the Debenture forfeited by the Issuer on account of failure to pay the balance amount. 3. In case of default in payment of balance amount on the due dates, a penal interest of 2% per annum over the Coupon Rate for PPD Series IA Debentures will be payable by the Debenture Holder for the duration of non-payment of balance amount, till the date of payment.

Forfeiture will not be applicable if:

b. a) During the tenor of PPD Series IA Debentures where part of second tranche or third tranche or fourth tranche or fifth tranche is payable and Issuer becomes a ‘private limited company’; or

b. b) Long term credit rating of PPD Series IA Debentures issued by the Issuer is downgraded to below "AA" or equivalent by any of the Credit Rating Agency.

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thereof, for the purpose of reissuance, subject to: (A) the Issuer complying with the provisions of the SEBI ILDS Regulations, (B) the Articles of Association of the Issuer enabling such reissuance, and (C) the Issuer obtaining fresh credit rating for each re-issuance from at least one credit rating registered with SEBI, which shall be disclosed and revalidated on periodic basis. Manner of The allotment will be done on uniform yield basis in line with EBP allotment Guidelines vide SEBI circular SEBI/HO/DDHS/CIR/P/2018/122 dated August 16, 2018 read with the “Updated Operational Guidelines for issuance of Securities on Private Placement basis through an Electronic Book Mechanism” issued by BSE vide notice no. 20180928-24 dated 28 September 2018. Manner of Settlement of the Issue will be done through Indian Clearing Corporation settlement Limited (ICCL) and the account details are given in the section on Payment Mechanism of this Disclosure Document Settlement The process of pay-in of funds by investors and pay-out to Issuer will be cycle done on T+1 day, where T is the Issue day Issuance Mode Only in dematerialised form of the Instrument Trading Mode Only in dematerialised form of the Instrument Settlement Payment of interest and Redemption Amount will be made by way of Mode of the RTGS/ NEFT/ any other electronic mode/ any other mode of payment Instrument Depository NSDL and CDSL Record Date For coupon payment and 15 (fifteen) days prior to each redemption: Coupon Payment/ Redemption 15 (fifteen) days prior to each Date Coupon Payment/ Redemption Date

For pay-in of issue price: 15 (fifteen) days prior to each pay- in-date (other than first pay-in-date) Security None Security Not Applicable Creation Transaction The Issuer has arranged to execute/ executed/ shall execute the

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Documents documents including but not limited to the following in connection with the Issue: 1. Certified true copy of the Board Resolution / Finance Committee Resolution 2. Consent Letter from Karvy Fintech Private Limited to act as Registrar for the Issue 4. Consent Letter from Axis Trustee Services Limited to act as Debenture Trustee for the Issue 5. Debenture Trustee Appointment Agreement 6. Debenture Trust Deed 7. Rating Letter by CRISIL Limited, ICRA Limited and CARE Ratings Limited 8. Tripartite Agreement between the Issuer, the Registrar and NSDL for offering Depository option to the investors 9. Tripartite Agreement between the Issuer, the Registrar and CDSL for offering Depository option to the investors 10. Disclosure Document in line with SEBI guidelines

Upon closure of the bidding on the Bid Closing Date, PPOAL in format of Form PAS 4, as per 2013 Act to be issued to each successful bidder. Conditions 1. Credit Rating by CRISIL Limited, ICRA Limited and CARE Ratings Precedent to Limited Disbursement 2. Consent Letter from the Axis Trustee Services Limited to act as Debenture Trustee for the Issue 3. Signed Disclosure Document 4. Certified copies of Board, Finance Committee and Shareholders Resolutions 5. Consent letter from Karvy Fintech Private Limited to act as Registrar & Transfer Agent for the Issue Conditions 1. Listing of the Debentures on the Stock Exchanges Subsequent to 2. Execution of Debenture Trust Deed Disbursement Event of Default in payment of monies due in respect of interest/ Redemption Defaults Amount owing upon the Debentures and continues without being remedied for a period of 30 days after the dates on which such monies become due. Provisions Not Applicable related to Cross Default Role and The Issuer has appointed Axis Trustee Services Limited registered with Responsibilities SEBI, as Debenture Trustee for the benefit of Debenture Holders of Debenture (hereinafter referred to as “Debenture Trustee”). The Debenture Trustee Trustee has given its consent to the Issuer for its appointment and has entered into a Debenture Trustee Appointment Agreement with the Issuer. The Issuer shall enter into a Debenture Trust Deed, inter alia, specifying the terms and conditions of the Debentures and the powers, authorities and

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obligations of the Issuer and the Debenture Trustee in respect of the Debentures. Governing Law The Debentures are governed by and shall be construed in accordance and Jurisdiction with the existing laws of India. Any dispute arising in respect thereof will be subject to the exclusive jurisdiction of the courts at Mumbai (Maharashtra) in India. Future The Issuer shall be entitled to borrow/ raise loans or avail of financial Borrowings assistance in whatever form as also issue debentures/ notes/ other securities in any manner with ranking as pari passu basis or otherwise and to change its capital structure, including issue of shares of any class or redemption or reduction of any class of paid up capital, on such terms and conditions as the Company may think appropriate, without the consent of, or intimation to, the Debenture Holder(s) or the Debenture Trustee in this connection.

The Issuer shall not be required to obtain any consent(s) of Debenture Holder(s)/ Debenture Trustee for creating any charge on its assets for its present or future borrowings/ issue of debentures / notes/ other securities. Purchase/ Sale The Issuer may, at any time and from time to time, prior to Redemption of Debentures Date, purchase Debentures in part (on a pro-rata basis or otherwise) or full at discount, at par or at premium in the open market or otherwise as may be determined by the Board of Directors / Finance Committee of the Issuer. Such Debentures, at the option of the Issuer, may be cancelled, held or resold at such price and on such terms and conditions as the Board of Directors / Finance Committee of the Issuer may deem fit. Such purchase / sale of Debentures shall not require any further consent / approval of the Debenture Holder(s) / Debenture Trustee. The right to purchase Debentures is not a call option and should not be construed as such by anyone. The right of purchase and sale can be exercised by the Company multiple times during the tenor of the Debentures without applicability of any minimum amount or price of the Debentures.

4. ADDITIONAL DISCLOSURES

Particulars Disclosures A Details of Please refer to Annexure A for major plant locations Branches and of the Company Units B Brief particulars Please refer to Annexure B about the Management C Management’s Please refer to Annexure C perception of risk factors

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Particulars Disclosures D Details of default, if any, including therein the amount involved, duration of default and present status, in repayment of – i) statutory dues; None ii) debentures and None interest thereon; iii) deposits and None interest thereon; and iv) loan from any None bank or financial institution and interest thereon. E Details of default There are no defaults in annual filing of the Company in annual filing of under the Companies Act, 2013 and the rules made the Company, if thereunder as on date. any, under the Companies Act, 2013 and the rules made thereunder F The change in Not Applicable as the issue relates to Debentures control, if any, in the Company, that would occur consequent to the private placement G The number of Please refer to Annexure D persons to whom allotment on preferential basis/private placement/rights issue has already been made during the year, in terms of number of securities as well as price H Contribution The contribution of promoters or directors to the being made by Debentures is NIL. the promoters or directors either as part of the offer or separately in furtherance of such objects I The details of There are no material orders passed by the regulators, significant and courts and tribunals which impact the going concern material orders status of the Company and its future operations. passed by the regulators, courts

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Particulars Disclosures and tribunals impacting the going concern status of the Company and its future operations. J The pre-issue Please refer to Annexure E and post-issue shareholding pattern of the Company K Any financial or None of the directors, promoters or key managerial other material personnel has financial or material interests in the offer. interest of the directors, promoters or key managerial personnel in the offer/issue and the effect of such interest in so far as it is different from the interests of other persons. L Details of any The promoter and promoter group entities of RIL had litigation or legal filed settlement / consent applications during August - action pending or October 2011 under the then prevailing settlement taken by any scheme of SEBI (presently the SEBI (Settlement of Ministry or Administrative and Civil Proceedings) Regulations, Department of 2014), for settlement of the specified proceedings set the Government out in the show cause notice dated February 24, 2011 or a statutory issued by SEBI calling them to show cause as to why authority against enquiry should not be held and penalty (at the time of any promoter of alleged contravention, the penalty was maximum of Rs. the Issuer during 5 lakhs) be not imposed under Section 15(H) of SEBI the last three Act, 1992 for the alleged contravention of Regulation years 11(1) of SEBI (Substantial Acquisition of Shares and immediately Takeovers) Regulations, 1997, and the said settlement preceding the / consent applications are pending before SEBI. year of the SEBI had passed an order under section 11B of the circulation of this Securities and Exchange Board of India Act, 1992, on Disclosure March 24, 2017 on a Show Cause Notice dated Document and December 16, 2010 issued to erstwhile Pipeline any direction Infrastructure (India) Private Limited (merged with issued by such Reliance Ports And Terminals Limited (RPTL), one of Ministry or the promoter group entity of the Company) in the matter Department or concerning trading in Reliance Petroleum Limited statutory shares in the year 2007, prohibiting RPTL from dealing authority upon in equity derivatives in the F&O segment of the stock conclusion of exchanges, directly or indirectly for a period of one year such litigation or from March 24, 2017. The said prohibition expired on legal action. March 23, 2018. RPTL on May 01, 2017 had filed an

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Particulars Disclosures appeal against the SEBI’s order before the Hon’ble SAT and the same is pending. M Remuneration of Please refer to Annexure F directors (during the current year and last three financial years) N Related party Please refer to Annexure G transactions entered during the last three financial years immediately preceding the year of circulation of this Disclosure Document including with regard to loans made or, guarantees given or securities provided. O Summary of None reservations or qualifications or adverse remarks of auditors in the last five financial years immediately preceding the year of circulation of this Disclosure Document and of their impact on the financial statements and financial position of the company and the corrective steps taken and proposed to be taken by the company for each of the said reservations or qualifications or adverse remark. P Details of any None inquiry, inspections or

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Particulars Disclosures investigations initiated or conducted under the Act or any previous company law in the last three years immediately preceding the year of circulation of this Disclosure Document in the case of company and all of its subsidiaries. Also, if there were any prosecutions filed (whether pending or not) fines imposed, compounding of offences in the last three years immediately preceding the year of this Disclosure Document and if so, section-wise details thereof for the company and all of its subsidiaries. Q Details of acts of None material frauds committed against the company in the last three years, if any, and if so, the action taken by the company. R The securities Before the issue of Rs. 46,296 crore premium account Debentures* before and after After the issue of Rs. 46,296 crore the Issue Debentures* *as of September 30, 2018 S Details of the Please refer to Annexure H existing share capital of the Issuer company

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Particulars Disclosures in a tabular form, indicating therein with regard to each allotment, the date of allotment, the number of shares allotted, the face value of the shares allotted, the price and the form of consideration

Number and price Please refer to Annexure H at which each of the allotments were made in the last one year preceding the date of this Disclosure Document separately indicating the allotments made for considerations other than cash and the details of the consideration in each case. T Any change in Please refer to Annexure I accounting policies during the last three years and their effect on the profits and the reserves of the company. 5. DISCLOSURES PERTAINING TO WILFUL DEFAULT

Neither the Company nor any of its Promoters or Directors is a wilful defaulter or is in default of payment of interest or repayment of principal amount in respect of debt securities issued by it to the public, if any, for a period of more than six months.

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DECLARATION BY THE ISSUER

 The Issuer hereby declares that this Disclosure Document contains full disclosure in accordance with SEBI ILDS Regulations, the Companies Act and the Operational Guidelines.

 The Issuer also confirms that this Disclosure Document does not omit disclosure of any material fact which may make the statements made therein, in the light of the circumstances under which they are made, misleading. The Disclosure Document also does not contain any false or misleading statement. The Issuer accepts no responsibility for the statements made otherwise than in this Disclosure Document or in any other material issued by or at the instance of the Issuer and that anyone placing reliance on any other source of information would be doing so at his own risk.

 The Issuer declares that all the relevant provisions of the relevant regulations or guidelines issued by SEBI and other Applicable Laws have been complied with and no statement made in this Disclosure Document is contrary to the provisions of the regulations or guidelines issued by SEBI and other Applicable Law, as the case may be.

Signed By:

______

Name: Sandeep Deshmukh

Designation: Vice President - Corporate Secretarial

Date: December 6, 2018

Place: Mumbai

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ANNEXURE A MAJOR PLANT LOCATIONS OF THE COMPANY

Dahej Manufacturing Division P. O. Dahej, Taluka: Vagra, District Bharuch - 392 130, Gujarat, India

Jamnagar Village Meghpar/Padana, Taluka Lalpur, Jamnagar - 361 280, Gujarat, India

KG D6 Onshore Terminal Village Gadimoga, Tallarevu Mandal, East Godavari District – 533 463, Andhra Pradesh, India

Patalganga Manufacturing Division B-1 to B-5 and A3, MIDC Industrial Area, P. O. Rasayani, Patalganga – 410 220, District Raigad, Maharashtra, India

Hazira Manufacturing Division Village Mora, P. O. Bhatha, Surat-Hazira Road, Surat - 394 510, Gujarat, India

Jamnagar SEZ Unit Village Meghpar/Padana, Taluka Lalpur, Jamnagar - 361 280, Gujarat, India

Nagothane Manufacturing Division P. O. Petrochemicals Township, Nagothane - 402 125, Roha Taluka, District Raigad, Maharashtra, India

Vadodara Manufacturing Division P. O. Petrochemicals, Vadodara - 391 346, Gujarat, India

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ANNEXURE B BRIEF PARTICULARS OF THE MANAGEMENT OF THE COMPANY

DIRECTORS:

Mr. Mukesh D. Ambani (DIN 00001695) is a Chemical Engineer from the Institute of Chemical Technology, Mumbai (erstwhile the University Department of Chemical Technology, University of Mumbai). He pursued an MBA from Stanford University in the US. He has been on the Board of Reliance since 1977. He initiated Reliance’s backward integration journey – from textiles to polyester fibres and further onto petrochemicals and petroleum refining, and going upstream into oil and gas exploration and production. He created multiple new world-class manufacturing facilities involving diverse technologies that have raised Reliance’s petrochemicals manufacturing capacities from less than a million tonnes to about 21 million tonnes per year.

In the late nineties, Mr. Mukesh Ambani spearheaded the creation of the world’s largest grassroots petroleum refinery at Jamnagar in Gujarat, India, with a capacity of 660,000 barrels per day (33 million tonnes a year), and integrated it with petrochemicals, power generation, port and related infrastructure. Further, he steered the setting up of another 580,000-barrels-per-day refinery next to the first one in Jamnagar. With an aggregate refining capacity of 1.24 million barrels of oil per day at a single location, Jamnagar has become the refining hub of the world.

He also led Reliance’s development of infrastructure facilities and implementation of a pan-India organized retail network spanning multiple formats and supply chain infrastructure. Today, Reliance Retail is the largest organised retail player in India. He has created global records in customer acquisition for Jio, Reliance’s digital services initiative. He led and established one of the world’s most expansive 4G broadband wireless network offering end-to-end solutions that address the entire value chain across various digital services in key domains of national interest, such as education, healthcare, security, financial services, government-citizen interfaces, and entertainment.

Mr. Mukesh Ambani is a member of the Prime Minister’s Council on Trade and Industry, Government of India, and the Board of Governors of the National Council of Applied Economic Research, India. He is the Chairman of the Board of Governors, Pandit Deendayal Petroleum University in Gujarat. He is a Board Member of the Interpol Foundation, and a member of The Foundation Board of the World Economic Forum. Mr. Ambani is also a member of the following forums:

 Indo-U.S. CEOs’ Forum  India Advisory Council of The British Asian Trust (as Chairman)  International Advisory Council of The Brookings  McKinsey & Company International Advisory Council  Global Advisory Council of Bank of America  The Business Council  India Advisory Group of the London School of Economics

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Mr. Mukesh Ambani is an elected Foreign Member of the prestigious United States National Academy of Engineering. Only nine other Indians have received this honour. He is the Chairman of Reliance Jio Infocomm Limited and Reliance Retail Ventures Limited, and a Director of Reliance Foundation and Reliance Europe Limited. At Reliance Industries, he is the Chairman of the Board of Directors and Finance Committee.

Mr. Nikhil R. Meswani (DIN 00001620) is a chemical engineer and the son of Mr. Rasiklal Meswani, one of the Founder Directors of the company. He joined Reliance in 1986, and since July 01, 1988, he has been a Whole-time Director, designated as Executive Director, on the Board of the company. He is primarily responsible for the petrochemicals division, and has made major contributions towards Reliance becoming a global leader in petrochemicals. Between 1997 and 2005, he handled the refinery business of the company. In addition, he continues to shoulder several other corporate responsibilities, such as Corporate Affairs and the Group Taxation. He is also involved in the affairs of Reliance-owned IPL cricket franchise Mumbai Indians, Indian Super League and other sports initiatives of the company. A former President of the Association of Synthetic Fibre Industry, Mr. Nikhil Meswani was also the youngest Chairman of the Asian Chemical Fibre Industries Federation. He is a member of the Board of Trade, Ministry of Commerce, Government of India. He is also a managing committee member of the Federation of Indian Export Organisations.

He has been honoured by the Institute of Economic Studies, Ministry of Commerce & Industry, and the Textile Association (India), Ministry of Textiles. He has also been honoured by the FICCI for his distinguished contribution to the petrochemicals industry. He was named a Young Global Leader by the World Economic Forum in 2005, and remains an active participant in the activities of the forum. He is also a member of the new Senior Advisory Board for South-Asia at the forum. For the past three consecutive years, ICIS, a leading chemical industry magazine, has ranked Mr. Nikhil Meswani among the Top 40 Global Power Players in the chemical industry. He is a member of Global Advisory Council of Harvard University, USA. He is a member of the visiting committee of the Dean for engineering at Massachusetts Institute of Technology (MIT), USA. He is also a member of the Board of Governors of the Institute of Chemical Technology (ICT), Mumbai, and a distinguished alumnus of the same.

He is a member of Corporate Social Responsibility and Governance Committee, Finance Committee, and Stakeholders’ Relationship Committee of the Company. He is also a Director of Reliance Commercial Dealers Ltd., Chairman of its Audit Committee, and a member of its Nomination and Remuneration Committee.

Mr. Hital R. Meswani (DIN 00001623) is a Management & Technology graduate from the University of Pennsylvania (UPenn) in the USA. He received a Bachelor of Science Degree in Chemical Engineering from the School of Engineering and Applied Sciences, UPenn, and a Bachelor of Science Degree in Economics from the Wharton Business School. He joined Reliance Industries Ltd. (RIL) in 1990 and is the son of Mr. Rasiklal Meswani, one of the Founder Directors of the company.

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He is on the Board of the company as Whole-time Director, designated as the Executive Director, RIL, since August 4, 1995. His overall responsibility spans the Petroleum Refining and Marketing Business, Petrochemicals Manufacturing and several corporate functions of the company including Human Resources Management, Information Technology, Research & Technology and Capital Projects Execution. He has been involved with almost all mega initiatives of the group through its growth journey. He was instrumental in execution of the world class petrochemicals complex at Hazira and the mammoth Reliance Jamnagar Refinery complex, the largest in the world at any single location. He had also led a company-wide business transformation initiative, which has resulted in the development of the constitution of RIL – the Reliance Management system

He has been awarded an Honorary Fellowship by IChemE (Institution of Chemical Engineers – the International Professional body for Chemical, Biochemical and Process Engineers) in recognition of his contribution to the process industries. He is a member of the Engineering Board of Overseers of University of Pennsylvania (UPENN) and is a recipient of the prestigious ‘The 2011 D. Robert Yarnall Award’ from The Engineering Alumni Society of the UPENN. He was conferred the Honorary CEPM-PMA Fellowship Award for Project Management Excellence. He is also a Member of Board of Management - Somaiya Institute of Management Studies and Research, Mumbai.

He is a member of the Finance Committee, Stakeholders’ Relationship Committee, Risk Management Committee, Human Resources, Nomination and Remuneration Committee and Chairman of the Health, Safety and Environment Committee of the Company.

He is a Director of Reliance Industrial Investments and Holdings Ltd., Reliance Commercial Dealers Ltd and the Indian Film Combine Private Ltd.

Mr. P.M.S. Prasad (DIN 00012144) has been a Whole-time Director, designated as Executive Director, of the Company since August 21, 2009. He has worked with Reliance for about 37 years, holding various senior positions in fibres, petrochemicals, refining & marketing and exploration & production businesses of Reliance. Mr. Prasad holds Bachelor Degrees in Science from Osmania University and in Engineering from Anna University.

He was awarded an honorary Doctorate Degree by the University of Petroleum and Engineering Studies, Dehradun, in recognition of his outstanding contribution to the Indian petroleum sector. He has also been conferred the Energy Executive of the Year 2008 award by Petroleum Economist in recognition of his leadership.

He is a member of the Health, Safety and Environment Committee and Risk Management Committee of the Company.

Mr. Prasad is a Director of Network18 Media & Investments Ltd., TV 18 Broadcast Ltd. and Reliance Commercial Dealers Ltd. He is a member of the Stakeholders’ Relationship, Corporate Social Responsibility, Audit and Nomination & Remuneration

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committees of Network18 Media & Investments Ltd. and TV18 Broadcast Ltd. He is also the Chairman of the Nomination and Remuneration Committee of Reliance Commercial Dealers Ltd.

Mr. Pawan Kumar Kapil (DIN 02460200) was appointed as a Whole-time Director, designated as Executive Director, of the Company with effect from May 16, 2010. He holds a Bachelor’s Degree in Chemical Engineering, and has a rich experience of more than five decades in the petroleum refining industry. Joining Reliance in 1996, he led the commissioning and start-up of the Jamnagar complex (J1). He was associated with this project from conception to commissioning. He also played a leading role in the commissioning of the manufacturing operations in the Special Economic Zone at Jamnagar by Reliance (J2).

Mr. Kapil started his career in 1966 with the Indian Oil Corporation (IOC). During the initial years, he worked in various capacities in operations, technical services and start-up/commissioning of various refinery process units/facilities in Barauni and Gujarat Refineries. Having a penchant for analytical work and good technological skills, he was chosen to head the Central Technical Services Department at the corporate office of IOC. He did extensive work in expansion of existing refineries, energy optimisation, debottlenecking studies, and long-term planning. He has also been the Director (Technical) of the Oil Co-ordination Committee (OCC) – a think tank of the Ministry of Petroleum, Government of India.

Mr. Kapil was the Site President of Reliance’s Jamnagar complex from 2001 to 2010. He is heading Group Manufacturing Services (GMS) since 2011, and working towards achieving excellence in the areas of HSE, technology, reliability and operations of all manufacturing sites covering refineries, petrochemicals and polyester plants of Reliance. Under his able leadership, the Jamnagar refinery became the first Asian refinery to be declared the ‘Best Refinery in the world’ at the ‘World Refining & Fuel Conference’ at San Francisco, USA, in 2005. In recognition of Mr. Kapil’s excellent achievements, the CHEMTECH Foundation conferred on him the ‘Outstanding Achievement Award for Oil Refining’ in 2008. He is currently involved in commissioning of J3 & other Projects at Jamnagar site covering Paraxylene, Refinery Off Gas Cracker (ROGC), Low Density Polyethylene, Linear Low Density Polyethylene, Pet Coke Gasification, High Purity Isobutylene/Isobutylene Isoprene Rubber Plants & Offsites, etc.

He is a member of the Health, Safety and Environment Committee of the Company. He has also been a Member of the Research Council of the Indian Institute of Petroleum, Dehradun & other committees.

Mr. Mansingh L. Bhakta (DIN 00001963) is a senior partner at Kanga & Co., a leading firm of advocates and solicitors in Mumbai. He has been practising law for over 60 years and has vast experience in the legal field, particularly in matters relating to corporate law, banking and taxation. He is legal advisor to leading foreign and Indian companies and banks. During his long career, he has served a large number of leading corporates as an independent director, including Larsen & Toubro Ltd., SKF Ltd.,

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Kirloskar Oil Engines Ltd., Arvind Ltd., and Bennett Coleman & Company Ltd. He has also been associated with a large number of Euro issues made by Indian companies.

He was the Chairman of the Taxation Law Standing Committee of LAWASIA, an association of lawyers of Asia and Pacific, headquartered in Australia. He is a Director of the Indian Merchant’s Chamber, Mumbai.

He is a recipient of the Rotary Centennial Service Award for Professional Excellence from Rotary International. Hong Kong-based Asia Law Journal, a leading international law journal, has nominated Mr. Bhakta as one of the ‘Leading Lawyers of Asia’ for six consecutive years, starting 2011. The Trans Asian Chamber of Commerce & Industry conferred on him the prestigious award of ‘The Pillar of Hindustaanee Society’ for the year 2014-15 in the field of ‘Ethical Law Practice’. The International Council of Jurists, New Delhi recently honoured Mr. Bhakta with its prestigious ‘National Law Day Award 2017’ for his unique contributions in the field of taxation.

At Reliance Industries, he is the Lead Independent Director.

Dr. Yogendra P. Trivedi (DIN 00001879) is a practising senior advocate at the Supreme Court of India. He worked as the director of the Central Bank of India and Dena Bank. He had been the President of the Indian Merchant’s Chamber, and is currently a member of its managing committee. He was also on the managing committees of ASSOCHAM and the International Chamber of Commerce. He served as the Hon’ Consul to the Republic of Ethiopia and was a member of the Rajya Sabha till April 2, 2014.

He has been conferred an Honorary Doctorate (Honoris Causa) by Fakir Mohan University, Balasore, Odisha.

Dr. Trivedi is a Director of Sai Services Private Ltd., Supreme Industries Ltd., Zodiac Clothing Company Ltd., New Consolidated Construction Company Ltd., Emami Ltd., Federation of Indian Automobile Association, among other organisations.

He is the Chairman of the Indo-African Chamber of Commerce. He was the President of the Cricket Club of India, and a former President of the Western India Automobile Association. He is also a member of the Indian Merchant’s Chamber, All-India Association of Industries, WIAA Club, Yachting Association of India, BCA Club, Orient Club and Yacht Club.

Dr. Trivedi is the Chairman of the Audit Committee, the Corporate Social Responsibility and Governance Committee, and the Stakeholders’ Relationship Committee as well as a member of Human Resources, Nomination and Remuneration Committee of the Company. He is also a member of the Audit Committee and Nomination & Remuneration Committee of Zodiac Clothing Company Ltd., as well as the Chairman of Nomination & Remuneration Committee and a member of the Audit Committee of Supreme Industries Ltd.

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Dr. Trivedi was a President of The Chamber of Tax Consultants of the Income Tax Appellate Tribunal Bar Association after the retirement of Shri N.A. Palkhiwala, Sr. Advocate of Supreme Court.

At Reliance Industries Ltd., he is an Independent Director.

Prof. Dipak C. Jain (DIN 00228513) has a Master’s Degree in Mathematical Statistics from Gauhati University, and a PhD in Marketing from the University of Texas, US.

A distinguished teacher and scholar, he was the Dean of the Kellogg School of Management, Northwestern University (USA) from 2001 to 2009, and an Associate Dean from 1996 to 2001. He has also served as the Dean of INSEAD, a leading business school from 2011 to 2013, and as a Director of Sasin Graduate Institute of Business Administration of Chulalongkorn University, Bangkok, Thailand, from 2014- 2017. Currently he is the President-Designate and Professor of Marketing at China Europe International Business School (CEIBS). He has more than 30 years’ experience in management education. He has published several articles in international journals on marketing and allied subjects.

The academic accolades received by him include the Sidney Levy Award for Excellence in Teaching in 1995; the John DC Little Best Paper Award in 1991; Kraft Research Professorship in 1989-90 and 1990-91; the Beatrice Research Professorship in 1987-88; the Outstanding Educator Award from the state of Assam in 1982; Gold Medal for the Best Post-Graduate of the Year from Gauhati University in 1978; Gold Medal for the Best Graduate of the Year from Darrang College, Assam, in 1976; Gold Medal from Jaycees International in 1976; the Youth Merit Award from Rotary International in 1976; and the Jawaharlal Nehru Merit Award from the Government of India in 1976.

He is a Director of John Deere & Company (US), Reliance Retail Ventures Ltd., Reliance Retail Ltd. and Reliance Jio Infocomm Ltd.

He is a member of the Audit Committee, Corporate Social Responsibility Committee, and Nomination & Remuneration Committee of Reliance Retail Ventures Ltd and also a member of the Audit Committee and Nomination & Remuneration Committee of Reliance Jio Infocomm Ltd.

At Reliance Industries Ltd., he serves as an Independent Director.

Dr. Raghunath A. Mashelkar (DIN 00074119), a National Research Professor, is also the President of Global Research Alliance, a network of public-funded R&D institutes from Asia-Pacific, Europe and the US, with over 60,000 scientists in its ranks. Dr. Mashelkar has served for over 11 years as the Director General of the Council of Scientific and Industrial Research, which has 38 laboratories and about 20,000 employees. He was also the President of the Indian National Science Academy, and the Institution of Chemical Engineers (UK). Deeply connected with the innovation movement in India, Dr. Mashelkar is currently the Chairman of India’s National

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Innovation Foundation, Reliance Innovation Council, Thermax Innovation Council, KPIT Technology Innovation Council, and Marico Innovation Foundation.

In the post-liberalised India, Dr. Mashelkar has played a critical role in shaping India’s science and technology policies. He was a member of the Scientific Advisory Council to the Prime Minister, and also of the Scientific Advisory Committee to the Cabinet, set up by successive governments.

In August 1997, Business India named Dr. Mashelkar as one of the 50 path-breakers in post-Independence India. In 1998, he won the JRD Tata Corporate Leadership Award, becoming the first scientist to win it. In June 1999, Business India did a cover story on Dr. Mashelkar as ‘CEO OF CSIR Inc.’ – a dream that he himself had articulated when he took over as DG, CSIR in July 1995. On November 16, 2005, he received the Business Week (USA) award of ‘Stars of Asia’ from former U.S. President George Bush (Sr.), becoming the first Asian Scientist to have received it. 39 Universities have bestowed honorary doctorates on him, which include Universities of London, Salford, Swinburne, Pretoria, Wisconsin and Delhi.

He was only the third Indian engineer to be elected in 1998 as Fellow of Royal Society (FRS), London, in the 20th century. He was elected Foreign Associate of National Academy of Science (USA) in 2005; Associate Foreign Member, American Academy of Arts & Sciences (2011); Foreign Fellow of the US National Academy of Engineering (2003); Fellow of Royal Academy of Engineering, UK (1996); Foreign Fellow of Australian Technological Science and Engineering Academy (2008); Fellow of World Academy of Art & Science, US (2000), US National Academy of Inventors (2017).

The President of India honoured Dr. Mashelkar with Padma Shri (1991), Padma Bhushan (2000) and Padma Vibhushan (2014) – the three highest civilian honours in recognition of his contribution to nation-building.

Apart from Reliance Industries, Dr. Mashelkar is on the Boards of several other reputed companies, such as Piramal Enterprises Ltd., Godrej Agrovet Ltd.

He is a member of Audit Committee of Piramal Enterprises Ltd.; and Corporate Social Responsibility Committee of Godrej Agrovet Ltd.

At Reliance Industries, Dr. Mashelkar is an Independent Director and a member of the Audit, Human Resources, Nomination and Remuneration, Corporate Social Responsibility and Governance and the Health, Safety and Environment committees.

Mr. Adil Zainulbhai (DIN 06646490) is the Chairman of Quality Council of India (QCI). He is also the Chairman of Network18 Media & Investments Ltd. and TV18 Broadcast Ltd. and also a Director of Reliance Jio Infocomm Ltd. (RJIL), Reliance Retail Ventures Ltd. (RRVL), Larsen & Toubro Ltd., Cipla Ltd, Viacom 18 Media Private Limited.

He retired as the Chairman of McKinsey & Company, India, after serving the company for 34 years – the last 10 of which were spent in India. Over the last 10 years, he

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worked directly with the CEOs and promoters of some major companies in MNCs, PSUs, private and public sectors – in India and globally.

Recently, Mr. Zainulbhai has co-edited a book, ‘Reimagining India’, which featured 60 authors including prominent businessmen, academicians, economists, authors and journalists. The book has been #1 in non-fiction in India on its release, and #2 on Amazon’s International Business List in the US.

He grew up in Mumbai and graduated in Mechanical Engineering from Indian Institute of Technology. He also has an MBA Degree from Harvard Business School.

Mr. Zainulbhai is very active in community and social causes. He is a Board member on the Board of Trustees at Saifee Burhani Upliftment Trust (redeveloping Bhendi Bazaar in Mumbai), Piramal Swasthya, Anant National University and others.

Mr. Zainulbhai is a member of Cipla’s Nomination and Remuneration Committee, and Corporate Social Responsibility Committee. He is also a member of the Nomination and Remuneration Committee, and the Chairman of Audit and Corporate Social Responsibility committees of TV18 Broadcast Ltd. He is also a member of the Nomination and Remuneration Committee of Larsen & Toubro Ltd.

At Reliance Industries, Mr. Zainulbhai is an Independent Director and the Chairman of Human Resources, Nomination and Remuneration and Risk Management committees, as well as a member of the Audit committee. He is the Chairman of the Audit Committee, Stakeholders Relationship Committee and Corporate Social Responsibility Committee, and member of the Nomination and Remuneration Committee of Network18 Media and Investments Ltd. He is also the Chairman of RJIL’s Audit Committee, Corporate Social Responsibility Committee, and a member of the Nomination and Remuneration Committee. He is also the Chairman of the Audit Committee and Corporate Social Responsibility Committee, as well as a member of Nomination and Remuneration Committee of RRVL.

Smt. Nita M. Ambani (DIN 03115198) is a Commerce Graduate from Mumbai University and a Diploma Holder in Early Childhood Education.

Mrs. Ambani is a businesswoman, educationist, philanthropist and a strong proponent of sports. She is the Founder & Chairperson of Reliance Foundation (RF), which has impacted the lives of over 20 million people across India, through initiatives in Rural Transformation, Health, Education, Sports for Development, Disaster Response, Arts, Culture & Heritage and Urban Renewal.

A teacher by training, she believes that education and sports are the bedrock of any young, developing society. She is committed to building India as a multi-sports nation and leads various grassroots programmes that have cumulatively reached out to over 15 million children, this includes Reliance Foundation Youth Sports, Reliance Foundation Young Champs and Reliance Foundation Jr. NBA.

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Mrs. Ambani is the architect of Mumbai Indians, which is a three time champion of the Indian Premier League (IPL), making it one of the most successful IPL teams. She is also the Founder & Chairperson of Football Sports Development Limited that launched the Indian Super League (ISL) in 2014, which has revolutionised football in India. In recognition of her outstanding contribution to the world of sports, she was elected as a member of the International Olympic Committee in 2016.

Mrs. Ambani provides leadership to 14 schools that educate 16,000 students every year. She is the Founder & Chairperson of Dhirubhai Ambani International School (DAIS), which has consistently been ranked as the best International School in India, and is in the league of top international schools in the world. Further, the Dhirubhai Ambani Scholarship Programme has supported over 11,500 scholars, 20% of whom are specially-abled and almost 50% are girls.

She also leads Sir H. N. Reliance Foundation Hospital and Research Centre, which provides international quality, affordable healthcare. It is the largest gold certified green hospital in Mumbai. Reliance Foundation’s ‘Health for All’ initiative has provided primary medical care to about 2.5 million underprivileged people. The Reliance Foundation Drishti programme has gifted vision to over 17,000 people through corneal transplants and its international Braille newspaper in Hindi is circulated in India and 15 other countries.

Mrs. Ambani is committed to preserving and promoting India’s art, culture and heritage. RF partnered with The Metropolitan Museum of Art, New York, to showcase the works of Nasreen Mohamedi, the renowned Indian abstract artist in 2016. RF also sponsored the ‘Gates of the Lord – The Tradition of Krishna Paintings’ exhibition at the Art Institute of Chicago in 2015.

Over the years, Mrs. Ambani has received many awards and honours. In 2017, she was conferred with the ‘Pravinchandra V. Gandhi Award for Excellence in Public Life’ by the Rotary Club of Bombay and was also honoured with ‘The Global Philanthropist and Leader of the Year Award’ by Vogue India Magazine. Reliance Foundation, under Mrs. Ambani’s leadership, was awarded the prestigious Rashtriya Khel Protsahan Award by the President of India in 2017 and was awarded with the Best Corporate Promoter of Indian Sports by Times of India in 2018. She was also honoured by The Metropolitan Museum of Art, New York, in January 2017 for her philanthropic work, becoming the first South Asian to receive this honour. Forbes Asia magazine ranked her amongst Asia's 50 Most Powerful Businesswomen in 2016.

She is on the Board of Reliance Industries Limited, India’s largest private sector company and a Fortune Global 500 company. She is also on the Board of EIH Limited (The Oberoi Group).

Mr. Raminder Singh Gujral (DIN 07175393) is a BA (Economics Honours), LLB, MBA (IIM-Ahmedabad) and MA (Fletcher School, US). He retired from the post of Finance Secretary, Government of India, in 2013. Earlier, he had held the posts of Secretary (Revenue), Secretary (Expenditure) and Secretary (Ministry of Road, Transport and Highways). Hi is an Arbitrator in several disputes pertaining to the 'Road Sector'. He

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was the Chairman of National Highways Authority of India (NHAI). Also, he had been the Director General of Foreign Trade, and Chairman of the Board of Governors of National Institute of Financial Management. Having held various posts in the Central Government, he has a vast experience in the functioning of Central Board of Excise & Customs and Central Board of Direct Taxes.

Mr. Gujral is a Director of Adani Power Ltd. and Adani Power (Mundra) Ltd. He is also a member of its Audit and Nomination & Remuneration committees of the above companies.

At Reliance Industries, he is an Independent Director and a member of the Audit and the Human Resources, Nomination and Remuneration committees.

Dr. Shumeet Banerji (DIN 02787784) is the founder of Condorcet, LP – an advisory and investment firm specializing in developing early stage companies. He retired from Booz & Company in 2013 after a 20 year stint at the firm and its predecessor Booz, Allen, Hamilton. He was the founding Chief Executive Officer of Booz & Company. In 2007-08 he co-led the conception, design, and execution of the historic deal separating Booz, Allen, Hamilton, selling the government business to the Carlyle Group and spinning off the global strategy consulting division as Booz & Company.

Dr. Banerji currently serves on the Board of Directors of Hewlett – Packard Company (USA), Proteus Digital Health (USA), Felix Pharmaceuticals (Ireland), Tala Energy (UK) and Reliance Jio Infocomm Ltd. (India). He serves on the Panel of Senior Advisers of Chatham House (The Royal Institute of International Affairs, UK).

He was a member of the faculty at the University of Chicago's Graduate School of Business before joining Booz, Allen, Hamilton. He received his PhD from Kellogg School of Management, Northwestern University where he has previously served on the Dean’s Advisory Board.

At Reliance Industries Ltd., Dr. Banerji is an Independent Director and a member of the Human Resources, Nomination and Remuneration and Corporate Social Responsibility and Governance committees.

Smt. Arundhati Bhattacharya (DIN 02011213)

 Past Chairman of State Bank of India from 2013 to 2017.

 Forty year career as a banker with State Bank of India, the largest bank in India.

 Held several positions during her career with the bank including working in foreign exchange, treasury, retail operations, human resources and investment banking. This included positions like the chief executive of the bank's merchant banking arm- State Bank of India Capital Markets; chief general manager in charge of new projects. She has also served at the bank's New York office.

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 Involved with the launch of several new businesses such as SBI General Insurance, SBI Custodial Services, SBI Pension Funds Pvt. Ltd. and the SBI Macquarie Infrastructure Fund.

 In 2016, she was named the 25th most powerful woman in the world by Forbes. Ranked among the FT Top 100 Global Thinkers by Foreign Policy magazine. Named the 4th most powerful women in Asia Pacific by Fortune in 2017.

 India Today magazine ranked her at 19th in India's 50 Most powerful people of 2017 list. In 2018, she was named Business Leader of the Year at The Asian Awards.

I. KEY MANAGERIAL PERSONNEL:

Alok Agarwal, Chief Financial Officer, has been with the group for over nearly 24 years. He commenced his career as the Treasurer and was directly responsible for capital market transactions, resources, financial risk management, banking relationships and investor relations. He was nominated as Chief Financial Officer in the year 2005. He is also a member of the Executive Committee and has oversight on all group investments, earnings and growth initiatives and a member of the Risk Management Committee of the Company. Shri Agarwal graduated from IIT – Kanpur in 1979 and then from IIM – Ahmedabad in 1981.

Srikanth Venkatachari, Joint Chief Financial Officer, responsible for financial risk management, raising resources from banking and capital markets, investor relations, financial reporting, control and compliances. He is member of the Risk Management Committee of the Company also on the Board of Directors of Reliance Ventures Ltd, a subsidiary of RIL.

Prior to September 2010, he was the Head of Global Markets for Citi South Asia covering Fixed Income, Currencies, Commodities and Equities. He was also the Country Treasurer for Citi in India and a Director in Citi's group company CCML (Citicorp Capital Market Ltd).

Mr. Srikanth holds a Bachelor's degree in Commerce from Mumbai University, is a member of the Institute of Chartered Accountants of India and a graduate member of the Institute of Costs and Work Accountants of India.

K. Sethuraman, Group Company Secretary and Chief Compliance Officer, joined the Company in 1979. He was appointed Group Company Secretary and Chief Compliance Officer of the Company in 2011. He is responsible for the compliances under the Companies Act, the listing agreement with the stock exchanges and compliance under other regulatory authorities. Prior to joining the Company, he has worked as an Audit Manager with M/s V. Sankar Iyer & Co., Chartered Accountants, Delhi, after completion of articleship with them from November 1974 to May 1976. Thereafter, he worked as an Internal Auditor and Company Secretary in an Associate Company of Dalmia Group in Delhi from June 1976 to February 1979. He has also worked as a Company Secretary in Larsen & Toubro Limited from 1989 to 1992.

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ANNEXURE C MANAGEMENT’S PERCEPTION OF RISK FACTORS RELATING TO THE DEBENTURES

The following is a description of material risk factors, the occurrence or continuation of any of which could have a material adverse effect on the Company’s business, financial condition or results of operations.

Risks Relating to the Company’s Oil and Gas, Refining and Petrochemical Businesses

Macroeconomic Risks: The Company’s business and performance are influenced by local and global economic conditions. A significant portion of the Company’s revenue is generated by export sales of petroleum and petrochemical products to global markets. A slowdown in global economic growth could exert downward pressure on the demand for these products. Furthermore, a prolonged weakness in the global financial and economic situation may have a negative impact on third parties with whom the Company does, or may do, business.

Cyclicality Risks: A significant portion of the Company’s revenue is attributable to sales of petroleum, crude oil, natural gas and petrochemical products in India, the prices of which are affected by worldwide prices of feedstock. Historically, the prices of feedstock and end products have been cyclical and sensitive to relative changes in supply and demand, the availability of feedstock and general economic conditions. In addition, over-supply and reduction in demand of petroleum products would dampen the Company’s refining margin and may adversely affect the Company’s margins and operating results. From time to time, the markets for the Company’s petroleum and petrochemical products have experienced periods of increased imports or capacity additions, reduction in demand and other disruptions which have resulted in oversupply and declines in product prices and margins in the domestic market. In such situations in the past, the Company was forced to export these products. Exports may result in lower margins as export prices are lower than domestic prices. In addition, the withdrawal or reduction of import tariffs in India would have an adverse effect on the Company’s margins.

Overcapacity Risks: The global petrochemicals industry is highly cyclical and volatile due to the nature of the supply- demand balance. The industry historically has experienced alternating periods of inadequate capacity and tight supply, causing prices and profit margins to increase, followed by periods when substantial capacity is added, resulting in oversupply, declining capacity utilization rates and declining prices and profit margins.

Currently, there is overcapacity in the global petrochemicals industry, and particularly in the polyester chain, as a number of the Company’s competitors in various segments have added capacity. A continued low price environment would continue to impact revenues. There can be no assurance that future growth in product demand will be sufficient to utilize current or additional capacity. The global economic and political environment continues to be uncertain, contributing to low industry operating rates, adding to the volatility of raw material and energy costs, and forestalling the industry’s recovery from difficult conditions, all of which may place pressure on the Company’s results of operations. As a result of excess industry capacity and weak demand for products, as well as rising energy costs and raw material prices, the Company’s operating income may decline or be volatile.

Geopolitical Risks and Volatility Risks: The Company’s operations largely depend on the supply of crude oil, the price of which has been, and is expected to continue to be, volatile. The Company acquires substantial portions of its requirements of crude oil from foreign sources through a combination of term purchase contracts and spot market purchases. In recent years, the Company has sourced a substantial part of its crude oil requirement from

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the Middle East region. Events such as hostilities, strikes, natural disasters, protests and political developments in crude oil-producing regions (particularly in or affecting the Middle East), domestic and foreign government regulations and other events could interrupt the supply of crude oil. These events or other events may adversely affect prices of crude oil generally or the price at which the Company is able to obtain a supply of crude oil, which may, under some circumstances, adversely affect the Company’s gross refining margin.

In addition, the Company’s performance in the Refining business is primarily affected by the relationship, or margin, between refined petroleum product prices and the prices for crude oil and other feedstock. The cost of purchasing the required quantities of crude oil and other feedstock and the price at which the Company can ultimately sell refined petroleum products depend upon a variety of factors beyond its control. Future volatility may result in the margin between refined petroleum product prices and feedstock prices decreasing below the amount needed for the Company to generate positive net cash flow from operations. As crude oil prices provide a benchmark for petroleum and petrochemical feedstock prices, changes in crude oil prices are likely to also have an impact on petroleum and petrochemical prices.

Exploration Risks: Finding oil and gas is an uncertainty in any exploration venture. Generally, only a few of the properties that are explored are ultimately developed into hydrocarbon producing fields. In addition, the business of hydrocarbon exploration involves a high degree of risk including encountering unusual or unexpected geological formations or hydrodynamic conditions or pressures and change in seismic interpretation or characterization, environmental hazards, industrial accidents, occupational and health hazards, mechanical and technical failures, explosions and pollution, among many other risks and hazards. These risks and hazards could also result in damage to, or in the destruction of, production facilities, personal injury, environmental damage, business interruption, monetary losses, and possible legal liability as well as delays in other construction, fabrication, installation or commissioning activities.

As at March 31, 2018, a major part of the Company’s estimates of the Proved Reserves in the Company’s oil and gas interests were in the KG-D6 block and the balance related to the Panna-Mukta and CBM blocks. These proved reserves have declined and will decline further as crude oil and natural gas are extracted. Likewise, proved reserves in other fields in which the Company has an interest will also decline as its extraction activities deplete existing reserves, and as reserves are depleted, the volume of production in the depleted fields generally declines as well. If the Company is unsuccessful at finding or acquiring and developing additional assets holding proved reserves, it may not meet its production targets.

Financing Risks: The Company requires significant capital expenditure in order to implement its strategy. The Company must continue to invest capital to maintain the amounts of oil and gas that it produces and processes and to maintain or increase its levels of oil and gas reserves. The Company’s capital expenditure plans and requirements are subject to a number of risks, contingencies and other factors, some of which are beyond its control. In addition, the Company cannot assure investors that it will be able to generate sufficient cash flow or that it will have access to sufficient external financing to support its current and planned business operations, including its existing and future working capital requirements.

Operational Risks: Exploration and production of oil and natural gas is hazardous, and man- made and natural disasters, operator error or other accidents can result in oil spills, blow-outs, fires, equipment failure and loss of well control, which can result in the suspension of drilling operations, injure or kill people, damage or destroy wells and production facilities and damage property and the environment. Offshore operations are subject to adverse weather conditions and vessel collisions, as well as interruptions or termination by governmental authorities based on environmental and other governmental considerations. Prior incidents have resulted or may, in the future, result in changes to environmental and other laws and regulations, which

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could result in operational delays and have the effect of increasing the cost of, and reducing available opportunities for, offshore exploration and production. Operational and other failures can also have a significant effect on the Company’s reputation. In addition, the Company’s operations are subject to certain risks generally associated with oil and gas, petroleum refining and petrochemicals operations and the related receipt, distribution, storage and transportation of feedstocks, products and wastes. These risks are particularly significant for the Company, as most of the Company’s operations are integrated and interdependent. These risks include certain production, equipment and transportation risks.

The occurrence of any of these events or other accidents could result in personal injuries, loss of life, environmental damage with the resulting containment, clean up and repair expenses, equipment damage and damage to the Company’s facilities and the imposition of civil and criminal liabilities. A shutdown of the affected facilities could disrupt the Company’s production and significantly increase its production costs. This risk is particularly significant for the Company due to the importance of the operations that are conducted at a single location in Jamnagar and its reliance on a single pipeline to transport KG-D6 gas and CBM gas. The occurrence of such events or accidents may also have reputational consequences and affect the Company’s ability to conduct its business in the affected areas in the future.

While the Company maintains insurance coverage for a significant range of onshore and offshore risks the insurance policies may not cover all liabilities and insurance may not be available for all risks or on commercially reasonable terms. There can be no assurance that accidents or acts of terror will not occur in the future, that insurance will adequately cover the entire scope or extent of the Company’s losses or that it may not be found directly liable in connection with claims arising from these and other events. In addition, the Company’s policy of covering third-party risks through contractual limitations of liability, indemnities and insurance may not always be effective.

Competition Risks: The oil and natural gas industry in India is highly competitive. The Company competes principally with leading GoI-controlled companies engaged in oil and natural gas exploration and production, as well as private sector Indian companies and international oil and gas companies. Some of the competitors are well capitalized and have GoI shareholding and therefore they may be able to compete more effectively than the Company. In addition, the continued deregulation and liberalization of industries in India, combined with reductions in customs duties and import tariffs, could lead to increased competition from international companies in the Company’s domestic market, which may have a material adverse effect on the Company’s business, financial condition and results of operations. The Company also faces significant competition in the development of innovative products and solutions, including the development of new technologies for its core upstream and downstream businesses. In addition, other competitive sources of energy are expected to become available in the future. Accordingly, the Company expects competition in the oil and gas and refining industries to increase in the future.

The Petro Retail business in India is dominated by the three Public Sector Units (PSUs) with limited private sector presence. PSUs are price-makers in the Indian market and private sector players must match the PSUs’ pricing to remain competitive. PSU retailers might attempt to price out the private players in the market through extended discounts in particular in key rural markets which may result in RIL losing market share. Further, in view of rising crude oil prices, the Government attempt to artificially calibrate retail petro product prices, which may result in losses to the private sector players including RIL.

Regulatory Risks: The Company’s operations entail environmental risks. The Company is subject to extensive regulations including regulations relating to worker health and safety and environmental laws and regulations concerning land use, air emissions, discharge of hazardous materials into the environment, waste materials and abandonment of installations

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or otherwise relating to the protection of the environment in connection with its operations. Numerous government agencies and departments issue rules, ordinances and regulations, which are often difficult and costly to comply with and which carry substantial penalties for non-compliance. In the ordinary course of business, the Company is subject to environmental inspections and monitoring by government enforcement authorities. The Company may incur substantial costs, including fines, damages and criminal or civil sanctions, or experience interruptions or suspensions in the Company’s operations for actual or alleged violations arising under applicable environmental and other laws and regulations.

The Company’s operations involve the generation, use, storage, handling, transportation, treatment, disposal and remediation of hazardous substances and waste materials. From time to time, these operations may result in violations under environmental laws and regulations, including spills or other releases of hazardous substances into the environment. In the event of such an incident, the Company could incur material costs as a result of addressing the impact thereof and implementing measures to prevent such incidents.

In addition, the Company’s production facilities and operations require numerous governmental permits and approvals that are subject to renewal, modification and, in some circumstances, revocation. Violations of, or the inability to obtain, such permits or approvals can also result in restrictions to, or prohibitions on, refinery, plant or other operations, substantial fines and civil or criminal sanctions.

Further, the adoption of new safety, health and environmental laws and regulations, new interpretations of existing laws, increased governmental enforcement of environmental laws or other developments in the future may require that the Company make additional capital expenditures or incur additional operating expenses in order to maintain the Company’s current or future operations or take other actions that could have a material adverse effect on its financial condition, results of operations and cash flow. The measures the Company implements to comply with these new laws and regulations may not be deemed sufficient by governmental authorities, and compliance costs may significantly exceed the Company’s current estimates.

The upstream segment of the Indian oil and gas industry is highly regulated and requires the Company to obtain several consents and approvals from the GoI at various stages of exploration, development and production under the NELP PSC. The PSCs require the Company to obtain authorizations and approvals from the GoI, the operating committee (represented by constituents of the contractor under the PSCs) and the management committee (represented by the contractor parties and the GoI). Any delays in critical approvals by the GoI will limit the Company’s ability to take certain actions under those contracts or may cause a delay in taking such actions.

In addition, the Company’s profitability is significantly affected by the differential between import tariffs currently imposed by the GoI on crude oil and tariffs currently imposed on products that the Company produces and sells in India. Increases in import tariffs on crude oil or decreases in import tariffs on products the Company sells in India could have a material adverse effect on the Company’s business, financial condition and results of operations. The Company’s profitability is also significantly dependent on the policies of the central and state governments in India relating to various direct and indirect taxes, and fiscal or other incentives. These incentives include those related to the SEZ, where the Jamnagar Refinery II and the SEZ Polypropylene Facility are located.

Regulatory Risks arising from Operational Failures: Operational failures of companies operating in oil and gas exploration, development and production, together with associated reputational consequences, may lead to increasingly stringent environmental, health, safety and other regulations and permitting requirements. Changes in regulations and environmental,

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health and safety laws and regulations, or their interpretation, may require the Company or its subsidiaries to incur significant unforeseen expenditures to comply with such requirements, add significantly to operating costs, or significantly limit or delay drilling activity, such as the changes that followed the Deepwater Horizon oil spill in the Gulf of Mexico in 2010.

Given the possibility of unanticipated regulatory or other developments, including more stringent environmental, health and safety laws and regulations, the amount and timing of future environmental, health and safety compliance expenditures could vary substantially from their current levels. The Company cannot predict what additional environmental, health and safety laws or regulations will be enacted in the future or the potential effects on its financial position and results of operations, and potentially significant expenditures could be necessary in order to comply with future environmental, health and safety laws and regulations. Also, such capital expenditures and operating expenses relating to environmental, health and safety matters will be subject to evolving regulatory requirements and will depend on the timing of the promulgation and enforcement of specific standards which impose requirements on the Company’s operations.

Natural Gas Pricing Risk: The Company has made significant investments in gas exploration and production over the last few years, and gas remains an important element of its growth strategy; however, the price of gas is a material factor in assessing the commercial value of planned exploration and development. Further, the Company has started investing in already discovered deep water gas fields in KG D6 Block off the eastern coast of India.

Under the NELP PSC and CBM Contract, the Company is required to sell all gas produced at arm’s-length prices for the benefit of the parties to the contract. The formula or basis on which prices are determined needs to be approved by the GoI prior to the sale of gas. In 2008, GoI adopted Gas Utilization Policy (GUP) which requires contractors to sell gas produced from the NELP blocks to consumers who are engaged in industry sectors prioritized by the GoI for the supply of gas. Since 2009, the GoI has intervened in the price of gas from time to time and those interventions and any future interventions may negatively affect the Company’s ability to realize the market price of gas in its business.

Natural Gas Demand Risks: Over the past few years, demand for energy has risen in India along with India’s economic growth. Coal has been the dominant fuel in the Indian energy sector, representing ~56% of the total primary energy consumption in 2017. Oil’s share of the energy mix has remained relatively stable, representing 30% of the total primary energy consumption in 2017. However, gas’s share has remained stagnant at ~6% in 2017 primarily on account of lower availability of gas, indicating large pent up demand for gas subject to availability and competitiveness. (Data Source: BP Statistical Reviews-2018). The rate of growth of India’s economy and of the demand for energy in India may not be as high as the Company anticipates and may not be sustainable in the long term.

In addition, the Company’s expansion of natural gas production in India may remain constrained due to delays in development and implementation of natural gas transmission infrastructure and an underdeveloped natural gas market. Development of the natural gas market depends on the establishment of long-term natural gas supply contracts with natural gas consumers, the construction of transmission and supply pipelines and other infrastructure, and growth in demand from large end users. In the event that there is no significant price differential between natural gas and alternate fuels, new major industrial customers may choose to consume alternative fuels.

Infrastructure Risk: The Company is currently dependent on certain service providers for each of the specialized services such as power, port and marine infrastructure (including the provision of single point mooring for movement of crude oil and refined products between storage tanks and transportation vessels) as well as transportation and logistics infrastructure

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required for its refinery and petrochemical plants. The Company’s ability to continue to use the port and related facilities at Jamnagar, through which the Company receives crude oil and evacuates petroleum and petrochemical products, is critical to the Company’s business. The Company is also dependent on the pipelines from Vadinar to Kandla, and from Kandla to North West India, as well as rail and road links for the transportation of the Company’s liquid products. Any damage to or blockage at these facilities could interrupt the supply of crude oil and the evacuation of the Company’s petroleum products.

The Company’s ability to exploit, in a cost-effective manner, any reserves discovered will depend upon, among other things, the availability of necessary infrastructure to transport oil and gas to potential buyers at commercially acceptable prices. Oil is usually transported by pipelines to refineries, and gas is usually transported by pipelines to end users and gas distribution companies. Although sufficient spare pipeline capacity exists in the country for transportation of gas, there can be no assurance that the Company will be successful in its efforts to arrange suitable infrastructure for cost-effective transportation of its gas and oil production.

Specific GoI Litigation and Arbitral and Other Claims Risks:

Audit by Comptroller and Auditor General of India

In 2010, the Comptroller and Auditor General of India (“CAG”), at the request of the Government, conducted a special audit for the block KG-D6 for the fiscal years 2007 and 2008. In June and July 2011, the Director General of Hydrocarbons shared with the Company the audit observations made by CAG in their draft audit report. The Company made detailed responses to all the observations. The CAG tabled its final report before the Parliament on September 8, 2011. The final report submitted by the CAG contains findings that suggest that the terms of PSC were contravened by the Government and the partners to the PSCs. Following the final report of the CAG, the Government issued Audit Exceptions in November 2011 under the provisions of the PSC, which the Company responded to in March 2012.

The final report of this audit was tabled before the Parliament on November 28, 2014. Another CAG audit has been conducted by the CAG for FY2013 and FY2014 for the KG-D6 Block. The Report (Chapter XIV) containing CAG observations for the KG-D6 Block was tabled before both Houses of the Parliament on April 28, 2016. Further steps, if any, taken on the basis of findings in the CAG’s existing and future audit reports could impact the Company’s business, results of operations, cash flows and financial condition.

Cost Recovery Arbitration

The Government has sent notices to the contractor (consisting of the Company, BP and Niko (NECO) Ltd.) under the KG–D6 PSC disallowing cost recovery to the contractor under the KG- D6 PSC for alleged under-utilization of capacity due to a failure to comply with the approved development plan and has demanded an additional share of petroleum profit. The Company contends that there are no provisions in the PSC for block KG–D6 that entitle the Government to disallow cost recovery on this basis.

On November 23, 2011, the Company served an arbitration notice on the Government seeking to resolve a dispute relating to the cost recovery provisions of the PSC with respect to the KG- D6 block. Both the Company and the Government have appointed arbitrators and filed their pleadings. On September 23, 2014, the Supreme Court nominated the Honorable Michael Kirby AC CMG as the presiding third arbitrator. A hearing on the merits by the Arbitration Tribunal is tentatively scheduled for the first half of 2020.

Arbitration relating to Panna-Mukta and Tapti Blocks

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In December 2010, the Company and BG Exploration and Production India Limited (together, the “Claimants”) referred a number of disputes, differences and claims arising under two PSCs entered into in 1994 among the Claimants, Oil & Natural Gas Corporation Limited (“ONGC”) and the Government to arbitration. The disputes relate to, among other things, the limits of cost recovery, profit sharing and audit and accounting provisions of the PSCs. The Arbitration Tribunal has issued a number of awards, including the Final Partial Award dated October 12, 2016 (“Partial Award”).

Following the Partial Award, the Government has notified the Company, as a party to the Panna Mukta and Tapti PSCs of the Government’s computation of US$1.16 billion as the Company’s purported share of the Government’s petroleum profit and royalties alleged to be payable by the contractor pursuant to the Government’s interpretation of the Partial Award.

The Company has contended that the Government’s demand notice is premature. The quantification of liabilities (if any) of the parties arising out of the Partial Award is required to be determined by the Arbitration Tribunal in a further quantification stage of the arbitration. The Arbitration Tribunal is yet to schedule the timeline for the quantification phase, which will follow the determination of certain outstanding claims.

The Company challenged the Partial Award before the English commercial court which succeeded (in part) following a judgment of Mr Justice Popplewell on 16 April 2018. The Arbitration Tribunal was required to reconsider the remitted issues and publish a fresh award by 2 October 2018, which it has done in terms which are favourable to the Claimants.

Public Interest Litigations

Three public interest litigations were filed before the Supreme Court of India in FY2013 and FY2014 against the Company in relation to the PSC for the KG-D6 Block seeking substantially similar reliefs in the nature of: (i) disallowance of cost recovery; (ii) quashing the Government’s decision to approve the certain gas price formula; and (iii) termination of the PSC for the KG- D6 Block on the basis that the Company had not achieved the committed production. Point (ii) in the public interest litigation no longer survives in view of the revised pricing guidelines issued by the Government on November 1, 2014. Petitioners have also requested the Supreme Court to stay the Cost Recovery Arbitration, discussed above. The Company has submitted that the underlying issues which have been flagged by the Petitioners were already the subject matter of the ongoing arbitrations and as per the PSC such disputes are required to be resolved by the Arbitration Tribunal.

One of the Petitioners also filed an Application in January 2017 to amend the petition and urge additional grounds, mainly challenging the new policies of the Government including the New Domestic Natural Gas Pricing Guidelines 2014; Marketing including Pricing Freedom for the Gas to be produced from Discoveries in Deepwater, Ultra Deepwater and High Pressure – High Temperature areas 2016 et al., which is yet to be taken up by the Honorable Supreme Court. All the three public interest litigations are pending before the Honorable Supreme Court.

Arbitration Relating to Alleged Migration of Gas

The Government sent a notice to the KG-D6 contractor on November 3, 2016 asking the KG- D6 Contractor to deposit approximately US$1.55 billion on account of gas produced from Block KG-D6 which is alleged to have migrated from ONGC’s adjoining blocks. The Government contends that the KG-D6 Contractor is entitled to produce only gas situated within the KG-D6 contract area as at the date of the signing of the KG-D6 PSC.

The Company has disputed this contention and, for and on behalf of the KG-D6 contractor parties, has initiated arbitration under the terms of the relevant PSC and the Arbitration Tribunal has held in favor of the KG-D6 contractor parties. The Arbitration Tribunal has upheld the Company is contention that all petroleum operations have been conducted in accordance

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with the relevant PSC and applicable laws and the KG-D6 contactor is entitled to retain all benefits from and recover costs for its petroleum operations. The Tribunal has also held that there has been no unjust enrichment derived by the contractor parties.

Writ Petition filed by the Company for quashing of the first information report (“FIR”) lodged by the Anti-Corruption Bureau, Delhi (“ACB”)

In 2014, four individuals filed a complaint to the then Chief Minister of the Government of National Capital Territory of Delhi alleging collusion between the then Ministers of the Central Government and the Company in relation to increasing the price of gas produced by the Company from the KG-D6 Block. The then Chief Minister of Delhi had ordered the ACB to register the FIR and investigate the matter.

The Company has filed a Writ Petition before the Honorable Delhi High Court questioning the jurisdiction of the ACB in registering the FIR against the Company. The Company has contended that ACB lacks jurisdiction to file the FIR. The matter is currently pending before the Honorable Delhi High Court.

Criminal Proceeding

In 2002, the Central Bureau of Investigation filed a criminal complaint under the Official Secrets Act, 1930 and the Indian Penal Code, 1860 against the Company and certain officials of the Company for allegedly entering into a conspiracy and receiving certain documents alleged to be classified and/or secret. The complaint is pending, recording of evidence is going on and next date fixed for recording of further evidence is 06.12.2018.

Suit filed by NTPC Limited

In December 2005, NTPC Limited (“NTPC”) filed a suit against the Company before the Honorable Bombay High Court seeking a declaration that there exists a valid, concluded and binding contract between NTPC and the Company under which the Company is obliged to supply NTPC with 132 trillion Btu of gas annually for a period of 17 years. The Company’s contention has been that the draft gas sales and purchase agreement that was being negotiated between the parties contained several provisions that were never finalized; therefore the gas sales and purchase agreement never came into existence. The matter is currently pending before the Honorable Bombay High Court.

General Risks Relating to the Company and its Businesses, Financial Condition and Results of Operations

Investment Risks: The Company from time to time seeks to diversify its operations through new growth initiatives, organic growth opportunities as well as acquisitions, both in India and overseas. New ventures may require significant investments by the Company, including by way of debt and equity contributions to subsidiaries or joint venture companies. Such subsidiaries or joint venture companies may also incur significant debt that could affect the Company’s total consolidated indebtedness. There can be no assurances as to the timing and amount of any returns that the Company may receive on its investments in any new sectors in which the Company enters or attempts to enter.

The Company has made and may continue to make certain capital investments, loans, advances and other commitments to support certain of its subsidiaries and joint ventures. These investments and commitments have included capital contributions to enhance the financial condition or liquidity position of the subsidiaries of the Company and joint ventures. If the business and operations of these subsidiaries or joint ventures deteriorate, the Company may be required to write down or write off investments or make further capital injections. Additionally, certain loans or advances may not be repaid or may need to be restructured, or

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the Company may be required to outlay capital under the Company’s commitments to support such companies.

Interest Rate Risks: The Company borrows funds in the domestic and international markets from various banks and financial institutions to meet the long-term and short-term funding requirements for its operations and funding its growth initiatives. A majority of the Company’s borrowings are floating rate debt and hence are exposed to interest rate risk on such floating rate debt. Upward fluctuations in interest rates may increase the cost of any floating rate debt that the Company incurs. In addition, the interest rate that the Company will be able to secure in any future debt financing will depend on market conditions at the time, and may differ from the rates on its existing debt. If the interest rates are high when the Company needs to access the markets for additional debt financing, the Company’s results of operations, planned capital expenditures and cash flows may be adversely affected.

Leverage Risks: The Company has incurred significant indebtedness in connection with the Company’s operations and has indebtedness that is substantial in relation to the Company’s shareholders’ equity. As of March 31, 2018, the Company’s long-term indebtedness was approximately Rs. 816 billion (March 31, 2017: Rs. 787 billion). Furthermore, the Company may incur additional indebtedness in the future, including indebtedness incurred to fund capital contributions to its subsidiaries, subject to limitations imposed by the Company’s financing arrangements and applicable law. Although the Company believes that its current levels of cash flows from operations and working capital borrowings are sufficient to service existing debt, the Company may not be able to generate sufficient cash flow from operations in the future and future working capital borrowings may not be available in an amount sufficient to enable the Company to do so.

In addition, certain of the Company’s loan agreements contain covenants including to maintain certain financial ratios. If the Company is in breach of any financial or other covenants contained in any of its financing agreements, it may be required to immediately repay its borrowings either in whole or in part, together with any related costs. The Company may be forced to sell some or all of the assets in its portfolio if it does not have sufficient cash or credit facilities to make repayments. Furthermore, the Company’s financing arrangements may contain cross-default provisions, which could automatically trigger defaults under other financing arrangements, in turn magnifying the effect of an individual default. The Company’s failure to comply with any of the covenants contained in the Company’s financing arrangements could result in a default thereunder, which would permit the acceleration of the maturity of the indebtedness under such agreements and there can be no assurance the Company would be able to refinance in a timely fashion or on acceptable terms, any such defaulted or accelerated debt.

Internal Controls over Financial Reporting Risks: The Company’s management is responsible for establishing and maintaining adequate internal control over financial reporting. Internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting for external purposes, including with respect to record keeping and transaction authorization. Because of its inherent limitations, internal control over financial reporting is not intended to provide absolute assurance that a misstatement of the Company’s financial statements would be prevented or detected. Any failure to maintain an effective system of internal control over financial reporting could limit the Company’s ability to report its financial results accurately and in a timely manner, or to detect and prevent fraud.

M & A Integration Risks: The Company has made acquisitions of assets in recent years and continues to evaluate merger and acquisition opportunities as part of its growth strategy and may commit itself to mergers or acquisitions in the future if suitable opportunities arise. These may require significant investments, which may not result in favourable returns. Acquisitions

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involve additional risks, including unforeseen contingent risks or latent liabilities relating to these businesses; integration and management of the operations and systems; retention of select personnel; co-ordination of sales and marketing efforts; and diversion of management’s attention from other ongoing business concerns. If the Company is unable to integrate the operations of an acquired business successfully or manage such future acquisitions profitably, its growth plans may not be met and the Company’s cash generation and profitability may decline.

Litigation Risks: The Company may be exposed to the risk of litigation and legal action brought by various government authorities and private parties because of its actions, inactions, products, services or other events. From time to time, the Company may be involved in various disputes and proceedings which may have an adverse impact on its operational and financial performance as well as result in financial liabilities.

Personnel Risks: The Company’s ability to operate its business and implement its strategies depends, in part, on the continued contributions of the Company’s executive officers and other key employees. The loss of any of the Company’s key senior executives could have an adverse effect on the Company’s business unless and until a replacement is found. A limited number of persons exist with the requisite experience and skills to serve in the Company’s senior management positions. The Company may not be able to locate or employ qualified executives on acceptable terms. In addition, the Company believes that its future success will depend on its continued ability to attract and retain highly skilled personnel with experience in the key business areas of the Company. The competition for these persons is intense, and the Company may not be able to successfully recruit, train or retain qualified managerial personnel.

Exchange Rate Risks: Most of the Company’s revenue and costs are either linked to or denominated in US Dollars. The Company maintains its accounts and reports its financial results in rupees. Further, the Company makes substantial purchases of services and equipment in foreign currencies, and the prices of oil and gas are linked to the international prices of such products, which are traditionally denominated in US Dollars. As such, the Company is exposed to risks relating to exchange rate fluctuations, particularly US Dollars. The Company uses various derivative instruments to manage the risks arising from fluctuations in exchange rates and interest rates.

Natural Disaster Risk: The State of Gujarat in India, where the Company’s refinery and petrochemicals complex is located, has experienced severe earthquakes and cyclones in the past. The State of Andhra Pradesh, where the Company’s onshore gas processing and terminal facility is located, and the east coast of India, where the Company’s offshore oil and gas production are located, have experienced severe cyclones, tsunamis and extreme weather conditions in the past.

The Company’s operations depend upon its ability to protect its principal production facilities against damage from fire, earthquakes, floods, storms, power loss and similar events and to construct facilities that are not vulnerable to the effects of such events. The occurrence of a natural disaster or other unanticipated problems at its facilities or work sites could cause interruptions in the normal operation of its principal production facilities.

Terrorism and Civil Disturbance Risks: India has, from time to time, experienced social and civil unrest within the country and hostilities with neighbouring countries. These hostilities and tensions could lead to political or economic instability in India and a possible adverse effect on the Company’s business and future financial performance. Terrorist attacks and other acts of violence or war may adversely affect global markets and economic growth. These acts may also result in a loss of business confidence, make travel and other services more difficult and have other adverse consequences.

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Natural Calamities and Health Epidemics Risks: India has experienced natural calamities, such as earthquakes, floods and drought, in recent years. Natural calamities could have an adverse impact on the Indian economy which, in turn, could adversely affect the Company’s business, and may damage or destroy the Company’s facilities or other assets. Similarly, global or regional climate change or natural calamities in other countries where the Company operates could affect the economies of those countries. Since April 2009, there have been outbreaks of swine flu, caused by the H1N1 virus, in certain regions of the world, including India and several other countries in which the Company operates. Any future outbreak of health epidemics may restrict the level of business activity in affected areas, which may, in turn, adversely affect the Company’s business.

Risks Relating to the Company’s Shale Gas Operations in the United States

Risks of Limited Experience in Shale Gas Operations: Since 2010, the Company, through its subsidiaries, has been a partner in various joint development programs to develop shale plays in the United States. As a participant in each of its joint developments, the Company relies on the operator of the asset to run the operation and has not built organizational capability to become a successful developer itself. The lack of organizational capability to directly develop and operate United States shale plays by exercising its right to become operator in portions of the joint development acreages may have adverse effect on the Company’s business, results of operations and financial condition.

Regulatory Risks: The shale gas assets are subject to various legislative and regulatory provisions. Hydraulic fracturing operations, greenhouse gas mitigation, handling of produced water etc are subjected to multiple regulations and new legislation can bring further restrictions on how such operations are conducted. Such regulations may restrict ability to fully extract hydrocarbon from the ground and/or may increase cost of producing, transporting and selling hydrocarbon.

Environmental Risks: The operation of wells and other facilities in the United States is subject to stringent and complex foreign, federal, state and local environmental laws and regulations. There is an inherent risk that the Company’s subsidiaries may incur environmental costs and liabilities due to the nature of its business and the substances handled. RHUSA and its subsidiaries my incur significant costs and liabilities in the future resulting from a failure to comply with new or existing environmental laws and regulations or an accidental release of hazardous substances from its leases and operating wells into the environment. An accidental release from a well in which the company or its subsidiaries have an interest could subject it to substantial liabilities arising from environmental clean up and restoration costs, claims made by landowners and other third parties for personal injury and property and natural resource damage and fines or penalties for violations of environmental laws or regulations. Moreover, the possibility exists that stricter laws, regulations or enforcement policies may be enacted or adopted and could significantly increase the Company’s subsidiaries’ compliance costs and the cost of any remediation that may become necessary. The Company’s subsidiaries’ may not be able to recover remediation costs under its insurance policies.

Supply and Demand Risks: Production from wells in Shale gas plays are subject to commodity price volatility and demand supply mismatches. Political unrest, supply from new projects, limited takeaway capacity in local markets or lack of local demand in the US markets may lead to lower price realizations. While the Company’s subsidiary continues to take steps to access alternate markets to mitigate this problem, due to the fast pace of growth of the shale gas industry in the United States, it remains susceptible to local supply and demand fluctuations.

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Capital Risk: RHUSA and its subsidiaries may pursue opportunities for further growth in the shale gas or unconventional energy or any other growth opportunities it identifies. Such acquisition of new assets may be dependent upon RHUSA’s ability to obtain suitable financing. There can be no assurance that such funding will be available and, if such funding is made available, that it will be offered on economic terms. Even if RHUSA succeeds in raising the required resources, such an effort for pursing growth opportunities may materially alter the risk profile of RHUSA and in turn have an adverse effect on its business, cash flows, financial condition and results of operations.

Risks Relating to the Company’s subsidiary’s Digital Services Business

The Company through its subsidiary RJIL has built a next generation all-IP telecommunications network using latest 4G LTE technology.

Demand Risks: The level of customer demand for RJIL’s voice, video and high speed internet services is uncertain, and customer acceptance of RJIL’s services could be impacted by factors such as the range of services offered, availability of affordable compatible devices, service content, footprint and service areas, network quality, customer perceptions, customer care levels and rate plans, service-based differences from competition and by the operational performance, quality, reliability and coverage of RJIL’s networks as well as macro-economic factors.

Deployment Risks: RJIL is in the process of deploying the necessary infrastructure, technologies and support systems intended to establish a competitive market presence by both supporting new services and features and reducing costs associated with providing these services. RJIL may not successfully complete the development and rollout of new infrastructure, technology and related features or services in a timely manner, or within the budgeted costs, and those services may not be profitable, in which case RJIL may not recover its investment. Further, RJIL’s network may not generate the planned network capacity or throughput, which may have an adverse impact on its ability to service customers. Further, the cost of running the network may turn out to be higher than planned resulting in losses for RJIL.

Technology Risks: LTE is an evolving technology. While there are 681 commercially operational LTE networks globally (Source: Global mobile Suppliers Association), there are new elements of the technology that are constantly evolving. RJIL has developed a robust network, however there may be certain technological developments which may require additional investment to roll out the network. RJIL has no previous experience of operating LTE networks and no prior experience offering telecommunication services on the envisaged scale. Complexities associated with deploying new technology, infrastructure and personnel on this scale present substantial risk to RJIL’s businesses. The network, personnel and infrastructure RJIL relies upon to provide LTE services may not perform as expected, and, therefore, RJIL may not be able to deliver the quality or types of services it expects to provide. Any resulting customer dissatisfaction could affect RJIL’s ability to attract and retain subscribers.

Other competing technologies may have advantages over RJIL’s current or planned technology, and operators of other networks based on those competing technologies may be able to deploy alternative technologies at a lower cost and more quickly than the cost and speed with which RJIL rolls out its LTE network, which may allow those operators to compete more effectively or may require RJIL to deploy more advanced technologies.

Regulatory Risks: The Department of Telecommunications (“DOT”) and the Telecom Regulatory Authority of India (“TRAI”) regulate the telecommunications industry in India. The extensive regulatory structure under which RJIL operates may constrain RJIL’s flexibility to

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respond to market conditions, technological developments, competition or changes in its cost structure. In addition, RJIL is required to obtain a wide variety of approvals from various regulatory bodies. RJIL cannot guarantee that these approvals will be forthcoming on a timely basis, or at all. The DOT or TRAI may replace or amend laws, regulations or policies, including guidelines for licensing, spectrum allocation, Quality of Service, customer on-boarding framework, data protection, tariffs, interconnect charges and pricing rules among others. TRAI may disallow certain tariff plans of RJIL which may impact RJIL’s ability to achieve its planned revenues. Regulation of the over-the-top applications and net neutrality related regulation may affect RJIL’s business and operations. RJIL may also incur additional expenditure to comply with changes in regulation. DOT may amend the License Fee or the Spectrum Usage Charges payable by RJIL, which may have an adverse financial impact on RJIL.

Validity of the right to use spectrum held by RJIL is limited in time and will come up for renewal from time to time. The renewal of RJIL’s licenses is also subject to specified terms and conditions, and RJIL could be charged substantial fees, which could have an adverse effect on RJIL’s business. RJIL may also incur capital expenditure to comply with and benefit from anticipated changes in regulation, which may be delayed, not implemented or implemented on terms unfavourable to RJIL.

RJIL has acquired right to use spectrum in the spectrum auctions conducted by DOT from time to time as well as through trading of spectrum from other operators. It is possible that future auctions may have simpler rules or the auction determined prices may be significantly below the prices at which RJIL has acquired its spectrum. Other telecom companies may therefore be able to acquire spectrum at cheaper prices, thereby reducing their costs and enabling them to compete through tariff reductions.

License Risks: RJIL’s licenses reserve broad discretion to the Government of India (“GoI”) to influence the conduct of RJIL’s businesses by giving the GoI the right to modify, at any time, the terms and conditions of RJIL’s licenses, take over RJIL’s networks and to terminate or suspend RJIL’s licenses in the interests of national security or in the event of a national emergency, war or similar situations. Under RJIL’s licenses, the GoI may also impose certain penalties including suspension, revocation or termination of a license in the event of a default by RJIL in complying with the terms and conditions of the license.

Financing Risks: While RJIL already has a plan for meeting the financing requirement for the current scope of the project, it will need to raise more financing in case of changes in scope or operational losses. The actual amount and timing of future capital requirements may differ from estimates for reasons such as unforeseen delays or cost overruns in establishing, expanding or upgrading RJIL’s networks, unanticipated expenses and responding to regulatory changes and engineering, low customer uptake, design and technological changes, among other things. To the extent that RJIL’s capital requirements exceed available resources, RJIL will be required to seek additional debt or equity financing, which may not be available on attractive terms or at all.

GoI Approvals: The deployment of RJIL’s networks requires various approvals from central, state and local government and regulatory authorities, particularly in relation to establishing cell sites and laying fibre. These approvals include building, construction and environmental approvals, right of way approvals, antenna and mast deployment approvals and other planning permissions. RJIL may experience difficulties in obtaining these approvals. This may force RJIL to seek alternative cell sites or incur considerable effort and expense where a suitable alternative cell site is not available. Further, some of RJIL’s interconnect agreements may be terminated in the event of termination or non-renewal of such licenses and approvals. Further, RJIL is required to comply with various environmental laws and regulations. These laws can impose liability for non-compliance and may in the future give rise to substantial environmental compliance or remediation liabilities and costs. RJIL may also be sued by third parties for

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damages and costs resulting from health hazards emanating from its properties. Delay or non- receipt of approvals may impact the ability of RJIL to provide desired services.

Roll-out obligations: There are roll-out obligations associated with the spectrum acquired by RJIL, including minimum specified quality and coverage. Failure to comply with these obligations could result in consequences as per the terms and conditions of acquisition of respective spectrum as outlined in the Notice Inviting Applications for the respective spectrum auctions.

Competition Risks: The markets for broadband internet and mobile services are highly competitive, and RJIL expects the level and intensity of competition to continue to increase from both existing competitors and new market entrants as a result of changes in the regulatory framework, advances in technology, influx of new market entrants and strategic alliances and cooperative relationships among industry participants. Increased competition could result in increased customer churn, reductions of customer acquisition rates for some products and services and significant price competition. The major incumbent operators did not provide adequate interconnection capacity to RJIL when it commenced operations, resulting in call failures from RJIL’s network to networks of incumbent operators for several months. Provision of adequate interconnection capacity by incumbent operators is essential for ensuring required quality of services, however we see this as a temporary challenge given that interconnection has to be provided mandatorily and adequately by all operators as per license terms.

IT systems, networks and associated infrastructure: We face a variety of hazards that could cause significant interruptions to the delivery of our services. These include component failure, physical attack, theft of fibre or cable and equipment, fire, explosion, flood, power failure, overheating or extreme cold, problems encountered during upgrades and major changes, leakage of customer data, and the failure of key suppliers. A cyber-security incident or logical attack could also trigger service interruption. A breach of our security, or compromise of data or resilience affecting our operations, or those of our customers, could lead to an extended interruption to our services. The impact of such a failure could include immediate financial losses due to fraud and theft, termination of contracts, immediate loss of revenue where orders and invoices cannot be processed, contractual penalties, lost productivity and unplanned costs of restoration and improvement. Additionally, reputational damage may arise, undermining market confidence and jeopardizing future revenues. Ultimately the welfare of individuals might be put at risk where services cannot be provided or personal data is misappropriated.

Supplier Risks: We are committed to ensuring that all dealings with suppliers, from selection and consultation through to contracting and payment, are conducted in accordance with our trading and ethical policies. The failure of one of these suppliers to meet its obligations could cause significant harm to our business. We are committed to evaluating and responding to any associated risks where geo-political and market forces could impact our suppliers’ ability to support RJIL. While the size of the impact from a supplier failure can vary, all supplier failures typically result in an increased cost to our business and have the potential to adversely impact customer service and our brand.

Litigation Risks: RJIL is exposed to various litigations on matters ranging from tariff plans, interconnect usage charges, construction related activities and other matters. Final pronouncements in some of these matters may have adverse implications for RJIL. These matters may also result in additional legal expenses that RJIL may not have provided for.

Perception of EMF Risks: Concerns have been raised regarding the possible health risks linked to exposure to electromagnetic fields (EMF) from telecommunications equipment, with some consumers filing litigations and matters pending in courts. Although the health

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authorities have until now found no health risks below the limits recommended by the specialist international committees, RJIL cannot predict the conclusions of future scientific research or studies by international organizations and scientific committees or the view taken by courts. In the absence of scientific certainty, governments have introduced strict regulations and health authorities have issued various precautionary measures. Future scientific studies or their various assessments or interpretations could lead to a decrease in the use of mobile telecommunication services, difficulties and additional costs in the rollout of cell phone antennae and wireless networks, as well as an increased number of lawsuits, particularly if a health risk was eventually scientifically established.

Exchange Rate Risks: Part of the Company’s financial obligations are denominated in foreign currencies. Further, the Company makes substantial purchases of equipment in foreign currencies. The Company maintains its accounts and reports its financial results in rupees. As such, the Company is exposed to risks relating to exchange rate fluctuations.

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ANNEXURE D THE NUMBER OF PERSONS TO WHOM ON A PREFERENTIAL BASIS/ PRIVATE PLACEMENT/ RIGHTS ISSUE HAS ALREADY BEEN MADE DURING THE YEAR, IN TERMS OF THE NUMBER OF SECURITIES AS WELL AS THE PRICE

Sl. No. Nature Series Number No. of Face Issue of of securities Value Price Security Allottees issued per per security security (Rs. in (Rs. in Lakhs) Lakhs) 1 Unsecured PPD 24* 35,000 10 10 Redeemable Series G Non-Convertible Debentures 2 Unsecured PPD 1 30,000 10 10 Redeemable Series H Non-Convertible Debentures *Includes 1 Non-QIB and 23 QIBs

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ANNEXURE E PRE-ISSUE AND POST-ISSUE SHAREHOLDING PATTERN OF THE COMPANY

Pre-Issue Post-issue Sl. No Category No of shares % of No of shares % of held shareholding held shareholding A Promoters’ holding

1 Indian

Individual 4,23,45,292 0.67 4,23,45,292 0.67

Bodies corporate 264,29,14,850 41.70 264,29,14,850 41.70 Petroleum Trust (through Trustees 24,09,42,006 3.80 24,09,42,006 3.80 for sole beneficiary-M/s Reliance

Industrial Investments and Holdings Ltd.) Sub-total 292,62,02,148 46.17 292,62,02,148 46.17

2 Foreign promoters 0 0.00 0 0.00

Sub-total (A) 292,62,02,148 46.17 292,62,02,148 46.17

B Non-promoters’ holding

1 Institutional Investors 224,82,22,842 35.47 224,82,22,842 35.47

2 Non-institutional investors

Private Corporate bodies * 33,60,45,038 5.30 33,60,45,038 5.30

Directors and relatives ** 1,14,09,664 0.18 1,14,09,664 0.18

Indian public 56,80,78,892 8.96 56,80,78,892 8.96 Others (including non-resident 24,84,81,757 24,84,81,757 3.92 3.92 Indians)# Sub-total (B) 341,22,38,193 53.83 341,22,38,193 53.83

GRAND TOTAL (A+B) 633,84,40,341 100.00 633,84,40,341 100.00 *Includes 17,18,82,820 shares held by subsidiary companies

**Excludes Shri Mukesh D Ambani and his relatives as given below, and the same has been included under promoter’s holdings (i) M D Ambani (ii) Nita Ambani (iii) Isha M Ambani (iv) Akash M Ambani (v) Anant M Ambani (vi) K D Ambani

#Includes GDR, OCBs and Foreign Nationals

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ANNEXURE F REMUNERATION OF DIRECTORS DURING THE CURRENT YEAR AND THE LAST THREE FINANCIAL YEARS

Remuneration to Executive Directors: (Rs. in Crore) Name of Director FY 2018-19* FY 2017-18** FY 2016- FY 2015-16 Current Year 17** 1. Shri Mukesh D. Ambani 15.00 15.00 15.00 15.00 2. Shri Nikhil R. Meswani 22.00 19.99 80.76 14.42 3. Shri Hital R Meswani 22.00 19.99 80.76 14.41 4. Shri P.M.S. Prasad 10.50 8.99 53.72 7.23 5. Shri Pawan Kumar Kapil 3.84 3.47 3.54 3.38

Note: * Estimated amount is based on approval by Human Resources, Nomination and Remuneration (HRNR) Committee. The same is subject to change.

** Excepting for Sh. Mukesh D. Ambani, the remuneration includes value of stock options exercised during the year as per income tax rules. Whereas as per accounting rules, the charge on account of stock options is recognised over vesting period.

Remuneration to Non-Executive Directors (in nature of sitting fees and commission):

(Rs. in Crore) Name of Director FY 2018-19* FY 2017- FY 2016- FY 2015- Current 18 17 16 Year 1. Shri Mansingh L. Bhakta 1.59 1.59 1.44 1.26 2. Dr. Yogendra P. Trivedi 1.83 1.83 1.66 1.47 3. Dr. Dharam Vir Kapur (ceased N.A. 0.54 1.59 1.41 to be a Director w.e.f. 21.07.2017) 4. Prof. Ashok Misra (ceased to be a 0.94 1.66 1.49 1.33 director w.e.f. 17.10.2018) 5. Prof Dipak C. Jain 1.59 1.59 1.44 1.28 6. Dr. Raghunath A. Mashelkar 1.80 1.80 1.57 1.41 7. Shri Adil Zainulbhai 1.79 1.79 1.61 1.43 8. Smt. Nita M. Ambani (Appointed as 1.56 1.56 1.39 1.26 a Director w.e.f. 18.06.2014) 9. Shri Raminder Singh Gujral 1.72 1.72 1.52 1.08 (Appointed as a Director w.e.f. 12.06.2015) 10. Dr. Shumeet Banerji (Appointed as 1.59 1.13 N.A. N.A. a Director w.e.f. 21.07.2017) 11. Smt. Arundhati Bhattacharya 0.74 N.A. N.A. N.A. (Appointed as a Director w.e.f. 17.10.2018)

* Estimated amount of remuneration including sitting fees. The same is subject to change.

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ANNEXURE G RELATED PARTY TRANSACTION ENTERED DURING THE LAST THREE FINANCIAL YEARS IMMEDIATELY PRECEDING THE YEAR OF ISSUE OF THIS DISCLOSURE DOCUMENT INCLUDING WITH REGARD TO LOANS MADE OR, GUARANTEES GIVEN OR SECURITY PROVIDED

(Rs. in Crore) FY FY FY Particulars Relationship 2017-18 2016-17 2015-16 Purchase of Property, Plant and Equipment and Intangible Assets

Recron (Malaysia) Sdn. Bhd. Subsidiary - 52 106

Reliance Corporate IT Park Limited Subsidiary 1,334 1,753 2,044

Reliance Eminent Trading & Commercial Private Limited Subsidiary - 96 75

Reliance Petro Marketing Limited Subsidiary 2 6 6

Reliance Retail Limited Subsidiary 30 33 27

Reliance Sibur Elastomers Private Limited Subsidiary 1 - 43

Gujarat Chemical Port Terminal Company Limited Associate 8 4 -

Reliance Industrial Infrastructure Limited Associate 1 - 3

Reliance Utilities and Power Private Limited Associate 110 191 68 Sikka Ports and Terminals Limited ( Formerly Reliance Ports Associate and Terminals Limited) 7 36 166 Purchase/Subscription of Investments

Reliance Ambit Traders Private Limited Subsidiary - 4 7

Reliance Eminent Trading and Commercial Private Limited Subsidiary - - 21

Reliance Energy Generation and Distribution Limited Subsidiary - 10,499 3,263

Reliance Ethane Holding Pte. Limited Subsidiary - 239 399

Reliance Gas Pipelines Limited Subsidiary - 591 303

Reliance Industrial Investments and Holdings Limited Subsidiary 644 20,497 14,091

Reliance Industries (Middle East) DMCC Subsidiary - 498 2,217

Reliance Jio Infocomm Limited Subsidiary 31,340 33,660 15,000

Reliance Jio Messaging Services Private Limited Subsidiary - 23 74

Reliance Progressive Traders Private Limited Subsidiary - 11 60

Reliance Prolific Commercial Private Limited Subsidiary - 3 5

Reliance Prolific Traders Private Limited Subsidiary 1,296 58 122

Reliance Sibur Elastomers Private Limited Subsidiary 693 133 243

Reliance Strategic Investments Limited Subsidiary - - 160

Reliance Universal Traders Private Limited Subsidiary - 171 24

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FY FY FY Particulars Relationship 2017-18 2016-17 2015-16

Reliance Ventures Limited Subsidiary - - 524

Reliance Retail Ventures Limited Subsidiary 1,000 - -

Jio Payments Bank Limited Joint Venture - - 92 Company/

Independent Media Trust Subsidiary is - 2,277 a beneficiary Sale / Redemption of Investments

Reliance Energy Generation and Distribution Limited Subsidiary - - 3,263

Reliance Ethane Holding Pte. Limited Subsidiary - - 404

Reliance Gas Pipelines Limited Subsidiary - - 368

Reliance Industrial Investments and Holdings Limited Subsidiary - - 19,271

Reliance Industries (Middle East) DMCC Subsidiary - - 1,566

Reliance Progressive Traders Private Limited Subsidiary - - 71

Reliance Prolific Traders Private Limited Subsidiary - - 1,416

Reliance Universal Traders Private Limited Subsidiary - - 103

Reliance Global Business B.V. Subsidiary - - 422 Net Loans and Advances, Deposits Given (Returned)

Dreketi S.A.^ Subsidiary 1 - -

Reliance Commercial Dealers Limited Subsidiary 64 - 20 - Reliance Corporate IT Park Limited Subsidiary 2,164 2,698 713

Reliance Ethane Holding Pte. Limited Subsidiary -3 3 - - Reliance Industrial Investments and Holdings Limited Subsidiary 4,092 1,362 10,573 - Reliance Industries (Middle East) DMCC Subsidiary 5 482 482

Reliance Jio Messaging Services Private Limited Subsidiary -34 34 - - Reliance Prolific Traders Private Limited Subsidiary 1,296 1,296 - - Reliance Strategic Investments Limited Subsidiary -89 1,465 903 - Reliance Ventures Limited Subsidiary 1,040 -5 142

Gujarat Chemical Port Terminal Company Limited Associate -10 9 22

Reliance Europe Limited Associate - -3 -

Reliance Gas Pipelines Limited Subsidiary - - -33 - Reliance Energy Generation and Distribution Limited Subsidiary - - 3,263 Revenue from Operations

Gapco Kenya Limited* Subsidiary - 1,522 9,373

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FY FY FY Particulars Relationship 2017-18 2016-17 2015-16

Recron (Malaysia) Sdn. Bhd. Subsidiary 882 404 468

Reliance Commercial Dealers Limited Subsidiary 14 13 13

Reliance Corporate IT Park Limited Subsidiary 39 2 1

Reliance Gas Pipelines Limited Subsidiary 649 5 3

Reliance Global Energy Services (Singapore) Pte. Ltd. Subsidiary 5,852 2,748 3,915

Reliance Industrial Investments and Holdings Limited Subsidiary 1,243 828 924

Reliance Jio Infocomm Limited Subsidiary 20 528 522

Reliance Petro Marketing Limited Subsidiary 9,978 6,399 2,232

Reliance Retail Limited Subsidiary 20 13 188

Reliance Sibur Elastomers Private Limited Subsidiary 275 229 2

RIL USA, Inc. Subsidiary 1,067 2,276 7,297 East West Pipeline Limited ( Formerly Reliance Gas

Transportation Associate 35 31 47 Infrastructure Limited)

Gujarat Chemical Port Terminal Company Limited Associate - 2 1

Reliance Industrial Infrastructure Limited Associate - 1 2

Reliance Utilities and Power Private Limited Associate 200 285 236 Sikka Ports and Terminals Limited ( Formerly Reliance Ports and Associate 1 15 5 Terminals Limited) Other Income

Gapco Kenya Limited* Subsidiary - 2 2

Gapco Tanzania Limited* Subsidiary - 3 3

Gapco Uganda Limited* Subsidiary - 1 1 Jio Information Solutions Limited (Formerly Reliance Textiles Subsidiary Limited) 13 - -

Recron (Malaysia) Sdn Bhd Subsidiary 7 7 7

Reliance Commercial Dealers Limited Subsidiary 1 - -

Reliance Corporate IT Park Limited Subsidiary 257 327 353

Reliance Gas Pipelines Limited Subsidiary - 1 2

Reliance Global Energy Services (Singapore) Pte. Ltd. Subsidiary 7 13 11

Reliance Holding USA, Inc. Subsidiary 191 213 138

Reliance Industrial Investments and Holdings Limited Subsidiary 902 663 816

Reliance Industries (Middle East) DMCC Subsidiary - - 1

Reliance Jio Infocomm Limited Subsidiary 27 47 37

Reliance Jio Messaging Services Private Limited Subsidiary - 3 1

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FY FY FY Particulars Relationship 2017-18 2016-17 2015-16

Reliance Petro Marketing Limited Subsidiary 37 - -

Reliance Sibur Elastomers Private Limited Subsidiary 11 19 6

Reliance Strategic Investments Limited Subsidiary 71 267 287

Reliance Ventures Limited Subsidiary 54 16 54

RIL USA, Inc. Subsidiary 3 6 4 East West Pipeline Limited ( Formerly Reliance Gas

Transportation Associate - 218 204 Infrastructure Limited)

Gujarat Chemical Port Terminal Company Limited Associate - 10 6

Reliance Europe Limited Associate 15 17 13

Reliance Industrial Infrastructure Limited Subsidiary 2 - -

Reliance Utilities and Power Private Limited Associate 3 3 3 Sikka Ports and Terminals Limited ( Formerly Reliance Ports and Associate 1 1 1 Terminals Limited) Purchases/Materials Consumed

Recron (Malaysia) Sdn Bhd Subsidiary - - 1

Reliance Commercial Land & Infrastructure Limited Subsidiary - - 20

Reliance Industries (Middle East) DMCC Subsidiary 8,838 3,023 2,200

Reliance Gas Pipelines Limited Subsidiary 1,060 - -

Gujarat Chemical Port Terminal Company Limited Associate - 109 90

Reliance Industrial Infrastructure Limited Associate 21 13 19

Reliance Utilities and Power Private Limited Associate - 1 4 Sikka Ports and Terminals Limited ( Formerly Reliance Ports and Associate 589 623 611 Terminals Limited)

Reliance Petro Marketing Limited Subsidiary - - 1 Electric Power, Fuel and Water

Reliance Utilities and Power Private Limited Associate 4,656 2,484 1,719 Hire Charges East West Pipeline Limited ( Formerly Reliance Gas

Transportation Associate 475 203 214 Infrastructure Limited)

Gujarat Chemical Port Terminal Company Limited Associate - 2 117

Reliance Industrial Infrastructure Limited Associate 40 45 34 Sikka Ports and Terminals Limited ( Formerly Reliance Ports and Associate 334 387 220 Terminals Limited) Employee Benefits Expense

Reliance Retail Limited Subsidiary 15 19 8

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FY FY FY Particulars Relationship 2017-18 2016-17 2015-16

Reliance Corporate IT Park Limited Subsidiary 835 253 202

IPCL Employees Provident Fund Trust Other** 110 103 98 Reliance Industries Limited Vadodara Unit Employees Other** Superannuation Fund 2 2 2

Reliance Employees Provident Fund Bombay Other** 287 222 207

Reliance Industries Ltd Staff Superannuation Scheme Other** 11 10 10

Reliance Industries Ltd Employees Gratuity Fund Other** - 16 31

RIL Vadodara Unit Employees Gratuity Fund Other** - - 3 Payment to Key Managerial Personnel / Relative

Shri Mukesh D. Ambani KMP 15 15 15

Shri Nikhil R. Meswani KMP 20 17 14

Shri Hital R. Meswani KMP 20 17 14

Shri PMS Prasad KMP 9 7 7

Shri P. K. Kapil KMP 3 3 3

Shri Alok Agarwal KMP 12 12 12

Shri Srikanth Venkatachari KMP 13 11 11

Shri K. Sethuraman KMP 3 2 2 Relative of Smt Nita M. Ambani KMP 2 1 1 Sales and Distribution Expenses

Recron (Malaysia) Sdn. Bhd. Subsidiary - 26 178

Reliance Retail Limited Subsidiary - - 1

Gujarat Chemical Port Terminal Company Limited Associate 86 52 33 Sikka Ports and Terminals Limited ( Formerly Reliance Ports and Associate 2,499 2,567 2,576 Terminals Limited) Rent

Reliance Industrial Infrastructure Limited Associate 11 14 8 Professional Fees

Indiawin Sports Private Limited Subsidiary - - 26

Reliance Corporate IT Park Limited Subsidiary 300 1,364 1,244

Reliance Industries (Middle East) DMCC Subsidiary - 1 1

Reliance Europe Limited Associate 35 30 33

Reliance Industrial Infrastructure Limited Associate 7 5 6 General Expenses

Indiawin Sports Private Limited Subsidiary - - 7

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FY FY FY Particulars Relationship 2017-18 2016-17 2015-16

Reliance Commercial Dealers Limited Subsidiary 659 485 418

Reliance Retail Limited Subsidiary 74 36 23

Reliance Jio Infocomm Limited Subsidiary 14 Sikka Ports and Terminals Limited ( Formerly Reliance Ports and Associate 12 5 12 Terminals Limited)

Big Tree Entertainment Private Limited Subsidiary - - 2 Donations

Hirachand Govardhandas Ambani Public Charitable Trust Others 2 2 4

Jamnaben Hirachand Ambani Foundation Others 6 19 15

Reliance Foundation Others 672 561 584

Reliance Foundations Youth Sports Others - 38 22

Reliance Foundation Institution of Education and Research Others 1 - - Finance Costs

Reliance Corporate IT Park Limited Subsidiary - - 10 Loans and Advances as on Balance Sheet

Dreketi S.A.^ Subsidiary 1 - -

Reliance Corporate IT Park Limited Subsidiary 3,299 1,135 3,823

Reliance Ethane Holding Pte. Limited Subsidiary - - 3

Reliance Industrial Investments and Holdings Limited Subsidiary 12,703 8,611 7,321

Reliance Jio Messaging Services Private Limited Subsidiary - - 35

Reliance Prolific Traders Private Limited Subsidiary - - 1,296

Reliance Strategic Investments Limited Subsidiary 1,737 1,826 3,283

Reliance Ventures Limited Subsidiary 1,140 100 153

Reliance Industries (Middle East) DMCC Subsidiary - 5 482

Reliance Holding USA, Inc. Subsidiary - - 35

Reliance Europe Limited Associate - - 3

Gapco Kenya Limited * Subsidiary - - 2 Deposits as On Balance Sheet

Reliance Commercial Dealers Limited Subsidiary 239 175 175

Gujarat Chemical Port Terminal Company Limited Associate 137 147 138

Reliance Utilities and Power Private Limited Associate 118 118 118 Sikka Ports and Terminals Limited ( Formerly Reliance Ports and Associate 353 353 353 Terminals Limited) Financial Guarantees as on Balance Sheet

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FY FY FY Particulars Relationship 2017-18 2016-17 2015-16

Reliance Global Energy Services (Singapore) Pte. Limited Subsidiary 184 195 -

Reliance Global Energy Services Limited Subsidiary 5 5 6

Reliance Holding USA Inc. Subsidiary 19,553 19,455 19,877

Reliance Industries (Middle East) DMCC Subsidiary 1,535 1,583 895

Reliance Jio Infocomm Limited Subsidiary 26,504 19,719 15,070

Reliance Sibur Elastomers Private Limited Subsidiary 847 422 -

RIL USA Inc. Subsidiary 478 336 49

Reliance Europe Limited Associate 1,522 1,532 1,837 *Note: These companies are not related parties for FY 2017-18 **Note: Also includes Employee Contribution ^Note: The above entities includes related parties where the relationship existed for the part of the year i.e. FY 2017- 18 and the amounts reported is for the period during which the related party relationship existed during the period.

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ANNEXURE H DETAILS OF EXISTING SHARE CAPITAL OF THE COMPANY

Equity Share Capital (Paid in capital) history as on last quarter end September 30, 2018 Date of No. of Face Issue Considerati Nature Cumulative Remarks Allotment Equity Value Price -on (Cash, of Shares (Rs.) (Rs.) other than Allotment No of equity Equity Share Equity Share

cash, etc.) shares Capital (Rs.) Premium (in Rs.)

Opening 3,22,84,76,491 32,28,47,64,910 4,76,37,45,26,999 Balance

22-Feb-13 1,86,891 10 642 Cash ESOS 3,22,86,63,382 32,28,66,33,820 4,76,49,26,42,111 Allotment 3-Apr-13 3,95,430 10 642 Cash ESOS 3,22,90,58,812 32,29,05,88,120 4,76,74,25,53,871 of equity 15-Apr-13 2,69,299 10 642 Cash ESOS 3,22,93,28,111 32,29,32,81,110 4,76,91,27,50,839 shares for 22-May-13 1,04,962 10 642 Cash ESOS 3,22,94,33,073 32,29,43,30,730 4,76,97,90,86,823 cash 2-Jul-13 1,20,165 10 642 Cash ESOS 3,22,95,53,238 32,29,55,32,380 4,77,05,50,31,103 pursuant 24-Jul-13 9,88,892 10 642 Cash ESOS 3,23,05,42,130 32,30,54,21,300 4,77,68,00,10,847 to 22-Aug-13 1,03,471 10 642 Cash ESOS 3,23,06,45,601 32,30,64,56,010 4,77,74,54,04,519 Employee 1-Oct-13 30 10 644.50 Cash ESOS 3,23,06,45,631 32,30,64,56,310 4,77,74,54,23,554 s' Stock 1-Oct-13 2,26,715 10 642 Cash ESOS 3,23,08,72,346 32,30,87,23,460 4,77,88,87,07,434 Option Scheme - 22-Oct-13 1,10,297 10 642 Cash ESOS 3,23,09,82,643 32,30,98,26,430 4,77,95,84,15,138 2006 22-Nov-13 700 10 644.50 Cash ESOS 3,23,09,83,343 32,30,98,33,430 4,77,95,88,59,288 (ESOS) 22-Nov-13 2,63,964 10 642 Cash ESOS 3,23,12,47,307 32,31,24,73,070 4,78,12,56,84,536 2-Jan-14 2,60,607 10 642 Cash ESOS 3,23,15,07,914 32,31,50,79,140 4,78,29,03,88,160 22-Jan-14 800 10 644.50 Cash ESOS 3,23,15,08,714 32,31,50,87,140 4,78,29,08,95,760 22-Jan-14 1,58,445 10 642 Cash ESOS 3,23,16,67,159 32,31,66,71,590 4,78,39,10,33,000 22-Feb-14 90 10 644.50 Cash ESOS 3,23,16,67,249 32,31,66,72,490 4,78,39,10,90,105 22-Feb-14 2,34,609 10 642 Cash ESOS 3,23,19,01,858 32,31,90,18,580 4,78,53,93,62,993 1-Apr-14 2,65,466 10 642 Cash ESOS 3,23,21,67,324 32,32,16,73,240 4,78,70,71,37,505 15-Apr-14 140 10 644.50 Cash ESOS 3,23,21,67,464 32,32,16,74,640 4,78,70,72,26,335 15-Apr-14 95,841 10 642 Cash ESOS 3,23,22,63,305 32,32,26,33,050 4,78,76,77,97,847 22-May-14 220 10 644.50 Cash ESOS 3,23,22,63,525 32,32,26,35,250 4,78,76,79,37,437 22-May-14 4,52,067 10 642 Cash ESOS 3,23,27,15,592 32,32,71,55,920 4,79,05,36,43,781 2-Jul-14 116 10 644.50 Cash ESOS 3,23,27,15,708 32,32,71,57,080 4,79,05,37,17,383 2-Jul-14 2400 10 842 Cash ESOS 3,23,27,18,108 32,32,71,81,080 4,79,05,57,14,183 2-Jul-14 9,59,482 10 642 Cash ESOS 3,23,36,77,590 32,33,67,75,900 4,79,66,21,06,807 22-Jul-14 1,434 10 644.50 Cash ESOS 3,23,36,79,024 32,33,67,90,240 4,79,66,30,16,680 22-Jul-14 2,32,778 10 642 Cash ESOS 3,23,39,11,802 32,33,91,18,020 4,79,81,01,32,376 22-Aug-14 130 10 644.50 Cash ESOS 3,23,39,11,932 32,33,91,19,320 4,79,81,02,14,861 22-Aug-14 3,31,059 10 642 Cash ESOS 3,23,42,42,991 32,34,24,29,910 4,80,01,94,44,149 1-Oct-14 1,160 10 644.50 Cash ESOS 3,23,42,44,151 32,34,24,41,510 4,80,02,01,80,169 1-Oct-14 3,59,887 10 642 Cash ESOS 3,23,46,04,038 32,34,60,40,380 4,80,24,76,28,753 22-Oct-14 2,03,704 10 642 Cash ESOS 3,23,48,07,742 32,34,80,77,420 4,80,37,63,69,681 22-Nov-14 600 10 644.50 Cash ESOS 3,23,48,08,342 32,34,80,83,420 4,80,37,67,50,381 22-Nov-14 2,61,599 10 642 Cash ESOS 3,23,50,69,941 32,35,06,99,410 4,80,54,20,80,949 2-Jan-15 2,91,285 10 642 Cash ESOS 3,23,53,61,226 32,35,36,12,260 4,80,72,61,73,069 22-Jan-15 1,58,486 10 642 Cash ESOS 3,23,55,19,712 32,35,51,97,120 4,80,82,63,36,221 23-Feb-15 1,69,053 10 642 Cash ESOS 3,23,56,88,765 32,35,68,87,650 4,80,93,31,77,717 1-Apr-15 2,66,742 10 642 Cash ESOS 3,23,59,55,507 32,35,95,55,070 4,81,10,17,58,661 16-Apr-15 200 10 644.50 Cash ESOS 3,23,59,55,707 32,35,95,57,070 4,81,10,18,85,561 16-Apr-15 1,42,599 10 642 Cash ESOS 3,23,60,98,306 32,36,09,83,060 4,81,19,20,08,129 25-May-15 3,40,942 10 642 Cash ESOS 3,23,64,39,248 32,36,43,92,480 4,81,40,74,83,473 3-Jul-15 300 10 644.50 Cash ESOS 3,23,64,39,548 32,36,43,95,480 4,81,40,76,73,823 3-Jul-15 12,53,677 10 642 Cash ESOS 3,23,76,93,225 32,37,69,32,250 4,82,19,99,97,687 22-Jul-15 4,54,858 10 642 Cash ESOS 3,23,81,48,083 32,38,14,80,830 4,82,48,74,67,943 22-Aug-15 1,200 10 644.50 Cash ESOS 3,23,81,49,283 32,38,14,92,830 4,82,48,82,29,343 22-Aug-15 2,79,317 10 642 Cash ESOS 3,23,84,28,600 32,38,42,86,000 4,82,66,47,57,687 1-Oct-15 4,00,129 10 642 Cash ESOS 3,23,88,28,729 32,38,82,87,290 4,82,91,76,39,215 23-Oct-15 100 10 842 Cash ESOS 3,23,88,28,829 32,38,82,88,290 4,82,91,77,22,415 23-Oct-15 2,30,912 10 642 Cash ESOS 3,23,90,59,741 32,39,05,97,410 4,83,06,36,58,799

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Date of No. of Face Issue Considerati Nature Cumulative Remarks Allotment Equity Value Price -on (Cash, of Shares (Rs.) (Rs.) other than Allotment No of equity Equity Share Equity Share

cash, etc.) shares Capital (Rs.) Premium (in Rs.) 23-Nov-15 900 10 842 Cash ESOS 3,23,90,60,641 32,39,06,06,410 4,83,06,44,07,599 23-Nov-15 1,51,694 10 642 Cash ESOS 3,23,92,12,335 32,39,21,23,350 4,83,16,02,78,207 1-Jan-16 800 10 842 Cash ESOS 3,23,92,13,135 32,39,21,31,350 4,83,16,09,43,807 1-Jan-16 1,89,158 10 642 Cash ESOS 3,23,94,02,293 32,39,40,22,930 4,83,28,04,91,663 22-Jan-16 1,700 10 842 Cash ESOS 3,23,94,03,993 32,39,40,39,930 4,83,28,19,06,063 22-Jan-16 2,39,392 10 642 Cash ESOS 3,23,96,43,385 32,39,64,33,850 4,83,43,32,01,807 22-Feb-16 200 10 644.50 Cash ESOS 3,23,96,43,585 32,39,64,35,850 4,83,43,33,28,707 22-Feb-16 600 10 842 Cash ESOS 3,23,96,44,185 32,39,64,41,850 4,83,43,38,27,907 22-Feb-16 4,70,373 10 642 Cash ESOS 3,24,01,14,558 32,40,11,45,580 4,83,73,11,03,643 15-Mar-16 2,61,763 10 642 Cash ESOS 3,24,03,76,321 32,40,37,63,210 4,83,89,65,37,859 22-Apr-16 100 10 644.50 Cash ESOS 3,24,03,76,421 32,40,37,64,210 4,83,89,66,01,309 22-Apr-16 9,09,814 10 642 Cash ESOS 3,24,12,86,235 32,41,28,62,350 4,84,47,16,03,757 23-May-16 180 10 644.50 Cash ESOS 3,24,12,86,415 32,41,28,64,150 4,84,47,17,17,967 23-May-16 11,59,334 10 642 Cash ESOS 3,24,24,45,749 32,42,44,57,490 4,85,20,44,17,055 1-Jul-16 480 10 644.50 Cash ESOS 3,24,24,46,229 32,42,44,62,290 4,85,20,47,21,615 1-Jul-16 2,66,788 10 642 Cash ESOS 3,24,27,13,017 32,42,71,30,170 4,85,37,33,31,631 22-Jul-16 2,38,491 10 642 Cash ESOS 3,24,29,51,508 32,42,95,15,080 4,85,52,40,57,943 22-Aug-16 680 10 644.50 Cash ESOS 3,24,29,52,188 32,42,95,21,880 4,85,52,44,89,403 22-Aug-16 1,53,697 10 642 Cash ESOS 3,24,31,05,885 32,43,10,58,850 4,85,62,16,25,907 1-Oct-16 200 10 644.50 Cash ESOS 3,24,31,06,085 32,43,10,60,850 4,85,62,17,52,807 1-Oct-16 500 10 842 Cash ESOS 3,24,31,06,585 32,43,10,65,850 4,85,62,21,68,807 1-Oct-16 1,42,026 10 642 Cash ESOS 3,24,32,48,611 32,43,24,86,110 4,85,71,19,29,239 22-Oct-16 440 10 644.50 Cash ESOS 3,24,32,49,051 32,43,24,90,510 4,85,71,22,08,419 22-Oct-16 1,27,118 10 642 Cash ESOS 3,24,33,76,169 32,43,37,61,690 4,85,79,25,46,995 22-Nov-16 150 10 644.50 Cash ESOS 3,24,33,76,319 32,43,37,63,190 4,85,79,26,42,170 22-Nov-16 200 10 842 Cash ESOS 3,24,33,76,519 32,43,37,65,190 4,85,79,28,08,570 22-Nov-16 2,17,191 10 642 Cash ESOS 3,24,35,93,710 32,43,59,37,100 4,85,93,00,73,282 2-Jan-17 200 10 644.50 Cash ESOS 3,24,35,93,910 32,43,59,39,100 4,85,93,02,00,182 2-Jan-17 2,28,891 10 642 Cash ESOS 3,24,38,22,801 32,43,82,28,010 4,86,07,48,59,294 23-Jan-17 640 10 644.50 Cash ESOS 3,24,38,23,441 32,43,82,34,410 4,86,07,52,65,374 23-Jan-17 38,733 10 642 Cash ESOS 3,24,38,62,174 32,43,86,21,740 4,86,09,97,44,630 22-Feb-17 1,20,032 10 642 Cash ESOS 3,24,39,82,206 32,43,98,22,060 4,86,17,56,04,854 22-Mar-17 72,95,894 10 642 Cash ESOS 3,25,12,78,100 32,51,27,81,000 4,90,78,66,09,862 3-Apr-17 55,970 10 642 Cash ESOS 3,25,13,34,070 32,51,33,40,700 4,90,82,19,82,902 24-Apr-17 80 10 644.50 Cash ESOS 3,25,13,34,150 32,51,33,41,500 4,90,82,20,33,662 24-Apr-17 1,01,552 10 642 Cash ESOS 3,25,14,35,702 32,51,43,57,020 4,90,88,62,14,526 22-May-17 1,30,051 10 642 Cash ESOS 3,25,15,65,753 32,51,56,57,530 4,90,96,84,06,758 03-Jul-17 1,71,547 10 642 Cash ESOS 3,25,17,37,300 32,51,73,73,000 4,91,07,68,24,462 24-Jul-17 1,64,074 10 642 Cash ESOS 3,25,19,01,374 32,51,90,13,740 4,91,18,05,19,230 24-Jul-17 980 10 644.50 Cash ESOS 3,25,19,02,354 32,51,90,23,540 4,91,18,11,41,040 01-Sep-17 3,06,775 10 642 Cash ESOS 3,25,22,09,129 32,52,20,91,290 4,91,37,50,22,840 01-Sep-17 7,929 10 837 Cash ESOS 3,25,22,17,058 32,52,21,70,580 4,91,38,16,59,413 13-Sep-17 3,08,03,34 10 0 Bonus Bonus 6,33,25,51,296 63,32,55,12,960 4,61,05,55,58,699 Bonus ,238 Issue Issue Issue 03-Oct-17 2,06,422 10 321 Cash ESOS 6,33,27,57,718 63,32,75,77,180 4,61,11,97,55,941 Allotment 03-Oct-17 1000 10 322.25 Cash ESOS 6,33,27,58,718 63,32,75,87,180 4,61,12,00,68,191 of equity 03-Oct-17 30,000 10 382.50 Cash ESOS 6,33,27,88,718 63,32,78,87,180 4,61,13,12,43,191 shares for 23-Oct-17 2,76,707 10 321 Cash ESOS 6,33,30,65,425 63.33.06.54.250 4,61,21,72,99,068 cash 22-Nov-17 3,81,898 10 321 Cash ESOS 6,33,34,47,323 63,33,44,73,230 4,61,33,60,69,346 pursuant 22-Nov-17 480 10 322.25 Cash ESOS 6,33,34,47,803 63,33,44,78,030 4,61,33,62,19,226 to 22-Nov-17 19,716 10 423.50 Cash ESOS 6,33,34,67,519 63,33,46,75,190 4,61,34,43,71,792 Employee 22-Nov-17 36,000 10 435.50 Cash ESOS 6,33,35,03,519 63,33,50,35,190 4,61,36,93,49,373 s' Stock Option 02-Jan-18 4,15,531 10 321 Cash ESOS 6,33,39,19,050 63,33,91,90,500 4,61,49,85,79,514 Scheme - 02-Jan-18 500 10 322.35 Cash ESOS 6,33,39,19,550 63,33,91,95,500 4,61,49,85,79,514 2006 22-Jan-18 2,10,077 10 321 Cash ESOS 6,33,41,29,627 63,34,12,96,270 4,61,56,40,69,586 (ESOS) 22-Jan-18 400 10 322.25 Cash ESOS 6,33,41,30,027 6,33,41,30,0270 4,61,56,41,94,486 22-Feb-18 4,93,303 10 321 Cash ESOS 6,33,46,23,330 63,34,62,33,300 4,61,71,76,11,719 22-Feb-18 1,020 10 322.25 Cash ESOS 6,33,46,24,350 63,34,62,43,500 4,61,71,79,30,214 22-Feb-18 11,860 10 423.50 Cash ESOS 6,33,46,36,210 63,34,63,62,100 4,61,72,28,34,324

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Date of No. of Face Issue Considerati Nature Cumulative Remarks Allotment Equity Value Price -on (Cash, of Shares (Rs.) (Rs.) other than Allotment No of equity Equity Share Equity Share

cash, etc.) shares Capital (Rs.) Premium (in Rs.) 22-Feb-18 14,812 10 430 Cash ESOS 6,33,46,51,022 63,34,65,10,220 4,61,73,77,93,526 02-Apr-18 4,29,490 10 321 Cash ESOS 6,33,50,80,512 63,35,08,05,120 4,61,87,13,64,916 02-Apr-18 29,624 10 430 Cash ESOS 6,33,51,10,136 63,35,11,01,360 4,61,88,38,06,996 24-Apr-18 3,62,343 10 321 Cash ESOS 6,33,54,72,479 63,35,47,24,790 4,61,99,64,95,669 24-Apr-18 480 10 322.25 Cash ESOS 6,33,54,72,959 63,35,47,29,590 4,61,99,66,45,549 22-May-18 3,77,861 10 321 Cash ESOS 6,33,58,50,820 63,35,85,08,200 4,62,11,41,60,320 22-May-18 850 10 322.25 Cash ESOS 6,33,58,51,670 63,35,85,16,700 4,62,11,44,25,733 22-May-18 7,484 10 433.68 Cash ESOS 6,33,58,59,154 63,35,85,91,540 4,62,11,76,71,394 22-May-18 19,578 10 470.33 Cash ESOS 6,33.58,78,732 63,35,87,87,320 4,62,12,68,79,514 22-June-18 4,97,962 10 321 Cash ESOS 6,33,63,76,658 63,36,37,66,580 4,62,28,17,34,500 22-June-18 14,812 10 430 Cash ESOS 6,33,63,91,470 63,36,39,14,700 4,62,28,79,55,540 22-June-18 7,484 10 433.68 Cash ESOS 6,33,63,98,954 63,36,39,89,540 4,62,31,11,46,547 02-July-18 1,09,336 10 321 Cash ESOS 6,33,65,08,290 63,36,50,82,900 4,62,34,51,50,043 02-July-18 480 10 322.25 Cash ESOS 6,33,65,08,770 63,36,50,87,700 4,62,34,52,99,923 24- July-18 11,09,165 10 321 Cash ESOS 6,33,76,17,935 63,37,61,79,350 4,62,69,02,50,238 24-July-18 5,440 10 322.25 Cash ESOS 6,33,76,23,375 63,37,62,33,750 4,62,69,19,48,878 24-July-18 7,484 10 443.68 Cash ESOS 6,33,76,30,859 63,37,63,08,590 84,62,69,51,94,540 24-July-18 6,526 10 480.33 Cash ESOS 6,33,76,37,385 63,37,63,73,850 4,62,69,82,63,913 24-July-18 12,546 10 548 Cash ESOS 6,33,76,49,841 63,37,64,98,410 4,62,70,49,65,240 23- Aug-18 7,46,390 10 321 Cash ESOS 6,33,83,96,231 63,38,39,62,310 4,62,93,70,92,530 23-Aug-18 1,920 10 322.25 Cash ESOS 6,33,83,98,151 63,38,39,81,510 4,62,93,76,92,050 05-Sept-18 42,190 10 321 Cash ESOS 6,33,84,40,341 63,38,44,03,410 4,62,95,97,95,842 Notes: (a) The paid-up share capital of the Company as on September 30, 2018 stood at Rs. 6,338.44 crore divided into 6,33,84,40,341 equity shares of Rs. 10/- each. (b) The Company has allotted 1,21,511 equity shares of Rs. 10/- each during October 2018 and November 2018 pursuant to Employees Stock Option Scheme 2006. The issued, subscribed and paid-up share capital as on November 30, 2018 stood at Rs. 6338.56 crore. Preference Share Capital (Paid-up capital) history (last five years) as on last quarter end September 30, 2018

Cumulative Consideration Number of Face Issue Preference Preference Date of (Cash, other Nature of Number of Preference Value Price Share Share Remarks Allotment than cash, Allotment Preference Shares (Rs.) (Rs.) Capital Premium etc) Shares (Rs.) (in Rs.) None

Share allotment details in the last 1 year Face Issue Date of Type of Consideration Nature of No. of Shares Value Price Allotment Security (Cash) Allotment Remarks (Rs.) (Rs.) 1-Jul-16 Equity Share 480 10 644.50 Cash ESOS Allotment of equity 1-Jul-16 Equity Share 2,66,788 10 642 Cash ESOS shares for cash 22-Jul-16 Equity Share 2,38,491 10 642 Cash ESOS pursuant to 22-Aug-16 Equity Share 680 10 644.50 Cash ESOS Employees' Stock 22-Aug-16 Equity Share 1,53,697 10 642 Cash ESOS Option Scheme 1-Oct-16 Equity Share 200 10 644.50 Cash ESOS 1-Oct-16 Equity Share 500 10 842 Cash ESOS 1-Oct-16 Equity Share 1,42,026 10 642 Cash ESOS 22-Oct-16 Equity Share 440 10 644.50 Cash ESOS 22-Oct-16 Equity Share 1,27,118 10 642 Cash ESOS 22-Nov-16 Equity Share 150 10 644.50 Cash ESOS 22-Nov-16 Equity Share 200 10 842 Cash ESOS 22-Nov-16 Equity Share 2,17,191 10 642 Cash ESOS 2-Jan-17 Equity Share 200 10 644.50 Cash ESOS 2-Jan-17 Equity Share 2,28,891 10 642 Cash ESOS 23-Jan-17 Equity Share 640 10 644.50 Cash ESOS 23-Jan-17 Equity Share 38,733 10 642 Cash ESOS 22-Feb-17 Equity Share 1,20,032 10 642 Cash ESOS 22-Mar-17 Equity Share 72,95,894 10 642 Cash ESOS

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Face Issue Date of Type of Consideration Nature of No. of Shares Value Price Allotment Security (Cash) Allotment Remarks (Rs.) (Rs.) 3-Apr-17 Equity Share 55,970 10 642 Cash ESOS 24-Apr-17 Equity Share 80 10 644.50 Cash ESOS 24-Apr-17 Equity Share 1,01,552 10 642 Cash ESOS 22-May-17 Equity Share 1,30,051 10 642 Cash ESOS 03-Jul-17 Equity Share 1,71,547 10 642 Cash ESOS 24-Jul-17 Equity Share 1,64,074 10 642 Cash ESOS 24-Jul-17 Equity Share 980 10 644.50 Cash ESOS 01-Sep-17 Equity Share 3,06,775 10 642 Cash ESOS 01-Sep-17 Equity Share 7,929 10 837 Cash ESOS 13-Sep-17 Equity Share 308,03,34,238 10 0 Bonus Issue Bonus Issue Bonus Issue 3-Oct-17 Equity Share 2,06,422 10 321* Cash ESOS Allotment of equity 3-Oct-17 Equity Share 1,000 10 322.25* Cash ESOS shares for cash 3-Oct-17 Equity Share 30,000 10 382.50* Cash ESOS pursuant to 23-Oct-17 Equity Share 2,76,707 10 321* Cash ESOS Employees' Stock 22-Nov-17 Equity Share 3,81,898 10 321* Cash ESOS Option Scheme 22-Nov-17 Equity Share 480 10 322.25* Cash ESOS 22-Nov-17 Equity Share 19,716 10 423.50* Cash ESOS 22-Nov-17 Equity Share 36,000 10 435.50* Cash ESOS 02-Jan-18 Equity Share 4,15,531 10 321* Cash ESOS

02-Jan-18 Equity Share 500 10 322.35* Cash ESOS

22-Jan-18 Equity Share 2,10,077 10 321* Cash ESOS

22-Jan-18 Equity Share 400 10 322.25* Cash ESOS 22-Feb-18 Equity Share 4,93,303 10 321* Cash ESOS 22-Feb-18 Equity Share 1,020 10 322.25* Cash ESOS 22-Feb-18 Equity Share 11,860 10 423.50* Cash ESOS 22-Feb-18 Equity Share 14,812 10 430* Cash ESOS 02-Apr-18 Equity Share 4,29,490 10 321* Cash ESOS 02-Apr-18 Equity Share 29,624 10 430* Cash ESOS 24-Apr-18 Equity Share 3,62,343 10 321* Cash ESOS 24-Apr-18 Equity Share 480 10 322.25* Cash ESOS 22-May-18 Equity Share 3,77,861 10 321* Cash ESOS 22-May-18 Equity Share 850 10 322.25* Cash ESOS 22-May-18 Equity Share 7,484 10 433.68* Cash ESOS 22-May-18 Equity Share 19,578 10 470.33* Cash ESOS 22-June-18 Equity Share 4,97,962 10 321* Cash ESOS 22-June-18 Equity Share 14,812 10 430* Cash ESOS 22-June-18 Equity Share 7,484 10 433.68* Cash ESOS

24-July-18 Equity Share 11,09,165 10 321* Cash ESOS

24-July-18 Equity Share 1,149 10 322.25* Cash ESOS

24-July-18 Equity Share 7,484 10 443.68* Cash ESOS 24-July-18 Equity Share 6,526 10 480.33* Cash ESOS 23-Aug-18 Equity Share 746,390 10 321* Cash ESOS 23-Aug-18 Equity Share 1,920 10 322.35* Cash ESOS 05-Sep-18 Equity Share 42,190 10 321* Cash ESOS 01-Oct-18 Equity Share 34,018 10 321* Cash ESOS 24-Oct-18 Equity Share 49,250 10 321* Cash ESOS 22-Nov-18 Equity Share 37,653 10 321* Cash ESOS 22-Nov-18 Equity Share 590 10 322.25* Cash ESOS Note: * Issue Price adjusted to Bonus Issue 2017

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ANNEXURE I CHANGE IN ACCOUNTING POLICIES DURING THE LAST THREE YEARS AND EFFECT ON THE PROFITS AND THE RESERVES OF THE COMPANY

The Ministry of Corporate Affairs had notified Companies (Indian Accounting Standards (Ind AS)) Rules 2015, which stipulated the adoption and applicability of Ind AS.

As per these rules the Company has prepared its first Ind AS financial statements for the year ended March 31, 2017 with comparative for the year ended March 31, 2016 with effect from April 1, 2015 (i.e. transition date).

Upto the year ended March 31, 2016, the Company had prepared its financial statements in accordance with the requirement of Indian Generally Accepted Accounting Principles (GAAP), which includes Standards notified under the Companies (Accounting Standards) Rules, 2006. As a part of this change, the Company has aligned its accounting policies in lines with Ind AS requirements and the impact of such change has been given below:

STANDALONE

Sr. No Nature of Adjustments Net Profit Other Equity Year As At As At Ended March April 1, March 31, 2016 2015 31, 2016 Net Profit / Other Equity as per Previous Indian GAAP 27,417 2,36,944 2,12,940 1 279 -20,217 -20,496 Change in accounting policy for Oil & Gas Activity - From Full Cost Method (FCM) to Successful Efforts Method (SEM) 2 Fair valuation as deemed cost for Property, Plant and Equipment 41,292 41,292 3 Fair Valuation for Financial Assets 167 4,110 2,876 4 Deferred Tax -349 -10,588 -10,329 5 Proposed Dividend including tax 3,559 6 Others -130 -783 -424 Total -33 13,814 16,568 Net Profit / Other Equity as per Ind AS 27,384 2,50,758 2,29,508

Change in accounting policy for Oil & Gas Activity – From Full cost method (FCM) to Successful Efforts Method (SEM): Impact – Rs. (20,217) Crore

The impact on account of change in accounting policy from FCM to SEM is recognised in the Opening Reserves on the date of transition and consequential impact of depletion and write off’s are recognized in the Statement of Profit and Loss. Major differences impacting such change of accounting policy are in the areas of:

 Expenditure on surrendered blocks, unproved wells and abandoned wells, which have been expensed under SEM.

 Depletion on producing property in SEM is calculated using Proved Developed Reserve, as against Proved Reserve in FCM.

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Fair valuation as deemed cost for Property, Plant and Equipment and Intangible Assets Under Development:

The Company has considered fair value for property, viz land admeasuring over 30,000 acres, situated in India, with impact of Rs. 41,292 crore in accordance with stipulations of Ind AS 101 with the resultant impact being accounted for in the reserves.

Fair valuation for Financial Assets:

The Company has valued financial assets (other than Investment in Subsidiaries, Associate and Joint Ventures which are accounted at cost), at fair value. Impact of fair value changes as on the date of transition, is recognised in the opening reserves and changes thereafter are recognised in the Statement of Profit and Loss or Other Comprehensive Income, as the case may be.

Deferred Tax:

The impact of transition adjustments together with Ind AS mandate using the balance sheet approach (against profit and loss approach in the previous GAAP) for computation of deferred taxes which has resulted in charge to the Reserves, on the date of transition, with consequential impact to the Statement of Profit and Loss for the subsequent periods.

Others:

Other adjustments primarily comprise of:

(a) Attributing time value of money to Assets Retirement Obligation: Under Ind AS, such obligation is recognised and measured at present value. Under previous Indian GAAP it was recorded at cost. The impact for the periods subsequent to the date of transition is reflected in the Statement of Profit and Loss.

(b) Loan processing fees / transaction cost: Under Ind AS such expenditure are considered for calculating effective interest rate. The impact for the periods subsequent to the date of transition is reflected in the Statement of Profit and Loss

CONSOLIDATED

Sr. Nature of Adjustments Net Profit Other Equity No Year Ended As At As At March 31, March 31, April 1, 2016 2016 2015

Net Profit / Other Equity as per Previous Indian GAAP 27,630 2,40,703* 2,15,556 Change in accounting policy for Oil and Gas Activity - 1 From Full Cost Method (FCM) to Successful Efforts -1277 -39,682 -37,564 Method (SEM) Fair valuation as deemed cost for Property, Plant and 2 4150 32,074 28,540 Equipment And Intangible Assets under Development 3 Fair Valuation for Financial Assets -180 3,780 3,021 4 Deferred Tax -361 -7,582 -7,233

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Sr. Nature of Adjustments Net Profit Other Equity No Year Ended As At As At March 31, March 31, April 1, 2016 2016 2015

5 Proposed Dividend including tax 3,559 6 Others -217 -685 -102 Total 2115 -12,095 -9,779 Net Profit / Other Equity as per Ind AS 29,745 2,28,608 2,05,777 *includes share application money pending allotment.

Change in accounting policy for Oil and Gas Activity – From Full cost method (FCM) to Successful Efforts Method (SEM):

 Expenditure on surrendered blocks, unproved wells and abandoned wells, which have been expensed under SEM.

 Depletion on producing property in SEM is calculated using Proved Developed Reserve, as against Proved Reserve in FCM.

Fair valuation as deemed cost for Property, Plant and Equipment and Intangible Assets Under Development:

The Company and its subsidiaries have considered fair value for property, viz land admeasuring over 33,000 acres, situated in India, with an impact of Rs. 51,188 crore, telecom assets with an impact of Rs. (11,988) crore, gas producing wells USA Shale region with an impact of Rs. (6,426) crore and petrochemical assets of Recron (Malyasia) Sdn. Bhd. with an impact of Rs. (700) crore as on March 31, 2016, in accordance with stipulations of Ind AS 101 with the resultant impact being accounted for in the reserves. The consequential impact of depletion and reversal of impairment are reflected in the statement of profit and loss.

Fair valuation for Financial Assets:

The Company has valued financial assets (other than Investment in subsidiaries, associate and joint ventures which are accounted at cost), at fair value. Impact of fair value changes as on the date of transition, is recognised in the opening reserves and changes thereafter are recognised in the Statement of Profit and Loss or Other Comprehensive Income, as the case may be.

Deferred Tax:

Others:

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Other adjustments primarily comprise of:

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ANNEXURE J CONSENT LETTER FROM THE REGISTRAR TO THE ISSUE

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ANNEXURE K CONSENT LETTER FROM THE DEBENTURE TRUSTEE

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ANNEXURE L RATING LETTER FROM CRISIL

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ANNEXURE M RATING LETTER FROM ICRA

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ANNEXURE N RATING LETTER FROM CARE

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ANNEXURE O IN-PRINCIPLE APPROVAL FROM BSE

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ANNEXURE P IN-PRINCIPLE APPROVAL FROM NSE

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ANNEXURE Q BOARD AND FINANCE COMMITTEE RESOLUTIONS

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ANNEXURE R SHAREHOLDER’S RESOLUTION

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